Rainbow Dash is soaring around the skies, with her companion, Spitfire, right by her side.

"Hey. Lets have a race. First one to that big cloud over there gets to sleep on

it for days." Rainbow challenged.

"Sleep? I thought you HATED sleep..." Spitfire mentioned.

"Hated it? Who can hate it. Sleep is one of my favorite times in the night. One of

my favorites," Rainbow winked at those last words, 'One of my favorites.'

Spitfire shot her a confused glance, but then corrected it when she understood what Rainbow meant.

"Okay, you're on. Loser doesnt get a cloud to sleep on, for days."

"Three...twoonego!" Rainbow Dash yelled, darting off into the skies, racing towards

the fluffy cloud.

"Oh Dash. Such a cheater." Spitfire mumbled, shooting towards Rainbow,

disregarding any cloud that she was suppossed to be aiming for. She didn't even care.

"I'm going to win this clou-" She stopped mid-sentence, looking over her shoulder

to see Spitfire taking a  'glance' at Rainbow. Dash's heart stopped. She knew what she wanted

to happen next. "Uh... Liking what you see?"

Spitfire gave her a look, sending somewhat of a message saying "Do you really need to

ask?"

Rainbow slowed down, an attempt to get closer to her. Spitfire shot her a look, sending

yet another message saying "I. Want. YOU" She got closer to Dash, their lips touching.

Rainbow Dash opened her eyes, waking to the noise of pounding on her door. She remembered every single

thing about her dream, feeling slightly depressed as it never happened. Wait... I had a dream, about... Spitfire? A mare?

Now im feeling this? Whats wrong with me... She had thought. Oh well. Somepony is here, i need to go see whats up.

I need something to take my mind off of this dream... this good dream. Or was it a bad dream? I dont know.

She opened the door, finding a slightly unstable-looking Rarity.

"Dash, can I talk to you, for a moment?" She asked.

"Woah woah woah. How are you up here?"

"Oh you know, Twilight. She is so useful with her spells. She allowed me to walk on clouds, so i can talk to you, up

here. I wanted to speak with you, because up here is so peaceful and quiet."

"Why do you need peace and quiet?"

"Well, i had this... Dream. And i wanted to talk about it with somepony, in private so they couldn't hear me." Rarity confessed.

Rainbow had a dumb-founded look on her face. "Strange. Me too. What was your dream about?" she asked, a

little scared about what she might hear.

"Can... I come inside first? It's VERY private..."

Rainbow's expression on her face resembled she knew exactly what had happened, what Rarity had dreamed about. She

let Rarity in her house, a little interested about what the white unicorn had to say. "So what exactly is on your mind?"

"About my dream? Oh yes. Thats what i came in here for!" Rarity obviously was a bit nervous to explain what had

happened.

"Come on, Rarity... Tell me about your dream, and ill tell you about mine. I think we might be on the same track

here..."

Rarity had started to explain her dream.

Rarity was walking down a road, feeling a bit alone. Fluttershy was turning off lights outside, as it was night,

and she was about to go to bed.

Rarity was looking straight down at her hooves, while she was walking home.

Fluttershy noticed the sad pony. "Whats wrong, Rarity? You look very sad... I hope it wasnt something I did."

Rarity looked up at the concerned pony, wiping her tears that must have appeared seconds ago. "It's just... I'm fine.

Thanks anyways, Fluttershy." She appeared to be lying, from that fake smile she tried very hard to spread across her face.

Fluttershy flew over to her, lightly touching the ground with her hooves. "Dont lie to me, Rarity. I know something's

wrong..."

Rarity looked up, once more. "Fluttershy, I'm just so alone..." She fell to the ground, head between her hooves,

crying.

Fluttershy looked straight into Rarity's sad eyes, showing... Compassion? Love? Perhaps both? She was

obviously... Seducing her? What in the hay is going on here?

Rarity actually was falling for Fluttershy's trick, standing up, getting closer and closer to her.

"Uh, Fluttershy? What on Earth are you doi-"

"Shhh... Calm Rarity... I have it all in control."

It seemed as if Rarity was some kind of putty in Fluttershy's hooves. Rarity noticed she was being

picked up right off of the ground, being held in Fluttershy's wings. She basically passed out.

About a few minutes later, she awoke to be in Fluttershy's bed.

"Oh good, you're awake."

"Fluttershy, what are you trying to do here?" You know exactly whats about to happen, you dumb Rarity.

And you know you... want it? She thought.

Fluttershy approached her, slowly. "All you have to do is close your eyes, and think 'Im not alone anymore.' "

"Then thats when i woke up." Rarity stated.

Rainbow stared into Rarity's eyes, showing emotion of surprise... and curiosity?

"So what was your dream about, Rainbow?"

Rainbow hesitated for a moment, stuttering. "I uh, it was uh, it uh.."

"Go on."

"It was about Spitfire and me... We were..." She got lost, trying to think of something to explain their relationship in her dream.

Whats a good word. Dating? Yeah that sounds about right. "We were dating. Then she was seducing me, mid-flight, then I woke up..." Damnit Rarity, could've you just came here LATER?

"So now i see how you thought our dreams related." Rarity said.

"Yeah. But shouldnt you go talk to Fluttershy?"

"Oh heavens no. This emotion, that i suddenly feel... But come on! I dont like mares..."

"Well neither do I! But i dont know why i had this dream... I sort of liked it!" Rainbow's eyes grew wide, wishing she hadn't of said that.

Rarity's eyes grew wide, also. "Me... Me too. Thats why i think i should stay away from Fluttershy, for the moment until

I clear my mind. Before anything actually happens."

"But what would happen? Fluttershy doesn't like mares. But i dont know. Im not her." Rainbow sighed.

"I've never seen her with a stallion before."

"I haven't seen you either with a stallion, Rarity."

"Neither have i seen you with one."

Rainbow Dash was speechless, thinking about herself. Am I a lesbian? Do I really like mares? I need ANSWERS to these questions!

I really need to talk to somepony about this... Somepony who would understand. Somepony who I can trust to not tell anypony else...

Twilight! Of course!

"Well uh, I need to talk to Twilight. I need her uh, smartness."

"What do you possibly need smartness for?"

Because i dont trust you with my thoughts you dumb- Rainbow interupted her own thought. "I think i feel sick. And i think i should go

to Twilight for answers. I was planning to see Fluttershy, but i dont want to accidently spill any beans."

"Oh okay then. I'll just teleport back home. Twilight taught me that spell, because her hot-air balloon had tears and rips all over it."

"Okay, see ya Rarity."

Rarity, with a flash of light, dissapeared. Rainbow then flew down to Twilights house, going almost as fast as she could hoping nopony

saw her. She needed to talk about this as fast as she could. I wasn't lying about feeling sick. My brain is sick, from not knowing anything

about what had just happened. I need to know! NOW! When she arrived at Twilights house, she just opened the door not even knocking.

"Twilight? You here?" Rainbow asked, quietly.

Twilight appeared out of her room. "Gee Rainbow, didn't you know there was this thing... I dont know... Its called 'Knocking'?" Twilight

asked, sarcastically.

"Save it, Twilight. I really need to talk to you about something. But first, i need you to promise me this. Please, dont tell anypony about this."

Twilight did a Pinkie swear.

"Okay here goes. I had a dream last night, where me and Spitfire were racing... and she... well, 'Liked' me." Rainbow put some

emphasis on the word, 'Liked'.

Twilight stared at her. "Good thing Spike's not around to hear this. Hes sleeping, still. But anyways, go on."

"She was staring.. at my flanks. Then she gave me a type of look, that made me slow down to get beside her..." What type of look is that? Shoot, i dont know!

Twilight answered her thoughts. "Seducive look?"

Rainbow looked in surprise. "Yeah! That. Then Rar-" She corrected herself. I dont want to tell her about Rarity. I already said I didnt want to tell anypony her secret.

"What?" Twilight asked, confused.

"Then I woke up." Rainbow said, sighing.

"Okay, so whats so wrong about that?" Twilight asked.

"It was a GOOD dream... a VERY good dream." Rainbow said.

"So you like mares?"

"No! I didnt say that!" Come on Rainbow, you know its true.

"You liked that dream, didn't you?"

"Okay MAYBE I enjoyed it."

Twilight turned around, walking towards a book. Rainbow's eyes followed her flank. Twilight noticed, turning around.

"Yeah, maybe. Surrrree you MIGHT of enjoyed it..." Twilight said, sarcastically.

Rainbow's cheeks turn bright red. "So... I do like mares? But what am i suppossed to do? I dont know ANYPONY around here that likes mares!" Except for Rarity, stupid! Well maybe she does. She hasn't had a stallion around. She had this dream. She liked hers as much as i liked mine. Maybe she does like mares...

Twilight thinks for a minute. She notices Rainbow's eyes look up, like shes thinking about something.

"Are you sure?"

"Yep! Absolutely positive." Rainbow broke eye-contact, to not show shes lying.

"Rarity." Twilight said.

Rainbow looked shocked. "HOW DID YOU KNOW!?" She screamed.

"Shhh! Spike is still sleeping. Well, maybe."

"Oh sorry Twilight. But seriously."

"She came and told me. Why does everypony confess things like this to me? Am i trusted or something?" Twilight giggles, blushing.

"Oh... She told me too..."

"And shes not the only pony who likes mares..." Twilight sighed, her eyes half-closed, staring into Rainbow's eyes.

Rainbow walked closer. What the hay? Twilight? Oh thats.... Thats just... Hot?! What is wrong with me!

Twilight greeted Rainbow, with a kiss on the cheek. Rainbow just noticed how close they were. Rainbow returned,

with a kiss on the lips. "You are quite the kisser, Rainbow..." Twilight mumbled, biting Rainbows ear, gently.

Rainbow loved it. Every single bit of it. "Twilight... I feel... I feel like just pouncing on you..." Twilight pulled back, shaking her head.

"Not now... Maybe later. Not when spike is here. He could wake up any minute." Rainbow's ears flatten, looking at her hooves.

Twilight pulled Rainbow's head to hers, kissing her, sliding her tougne into Rainbow's mouth. Rainbow gently was sliding her tougne

around Twilight's, trading saliva back and forth. This was going for about 30 seconds. Twilight then pulled away, again, winking at Rainbow.

"Now imagine that... But 20 times better..." She winked. Rainbow's jaw dropped.

"Can't wait till... Later..." Rainbow moaned, attempting to fly out. She hit a wall instead, then just walked out. Why did i just walk out? Rainbow, you know you wanted more. Go back! But wait... Dont want to be too fast. She thought. Wait... I'm attracted to Twilight? I.. I like that. I really want her... Oh why do i have to leave? She turned around, about to go back in. No. Shes busy. She turned back around,

about to take off. That is, until she heard a door open. Twilight stood there. YES... TWILIGHT! Rainbow turned around, running towards the waiting mare. Twilight whispered in her ear, when Rainbow arrived right next to her.

"Take me... Please. To your place." Twilight begged. Rainbow noticed a bag, that she was carrying.

"Whats in the bag, Twi?" Rainbow asked, curiously.

"Thats for me to know, and for you to find out, you naughty little filly."

Rainbow's eyes grew wide, listening to those last words... 'naughty little filly.' She then couldnt hold it anymore. She grabbed Twilight, putting her on Dash's back. Dash moaned, feeling Twilight's wet pussy rub against her back.

"I feel that you are... a little... excited there, Twi,"

"I couldn't stay away from you, I wanted so much more."

"When are you going to tell me wants in the bag?"

"I will... Soon."

Rainbow arrived at her house, flying into her bedroom. Dash could feel Twilight's wetness drip from her flank.

Twilight asked, "Wheres your bathroom, Dashie?"

Rainbow's heart skipped a beat, hearing the name 'Dashie'. "Its... Its over there..."

Twilight smiled. "Just a minute!" She ran into the bathroom, opening her bag.

Rainbow Dash jumped on her bed, daydreaming.

I wonder what shes doing in there... I wonder more about whats in the bag. Oh im soooo excited!

Im going to take that naughty mare around town... And shes going to LOVE it. Im going to give her my all.

Rainbow laid on her bed, eyes closed. They jolted open, at the sound of a door opening. Tha.. Twi... TWILIGHT!?

Dash bit her lip, at the sight of the pony. Twilight had a school-filly outfit on. This is sooo... HOT. Is this actually happening right now!?

Twilight handed Dash an outfit, too. Is that... a WONDERBOLT COSTUME!? Oh she is good... Dash takes the rubber suit.

And its rubber... oh Celestia, how can this get any more hot... She inspected the suit more. Theres even a hole... Theres two of them!

They are... Exposing my..... 'parts'. Now how can it get more hot than it already is!?!? Rainbow smiled, ear to ear. She ran into the bathroom, almost squeaking at what she knows is about to happen.

Oh Dashie... This is going to be so amazing. Twilight thought. She laid on Rainbow's soft, cloudy bed.

As Rainbow Dash was putting on the rubber suit, she moaned silently as she felt the tight rubber suit slide up against

her wet pussy. Oh yeah... I just can't wait to feel Twilight... I want her now! Rainbow checked herself out, worrying about her appearance. Man, this wonderbolt costume was such a good idea... She turned around, to inspect the holes in the suit. It's... Perfect...

Rainbow bursted through the bathroom door, jaw hanging at the sight of Twilight, on her bed, teasing Rainbow as soon as she walked out.

"Hey, Twilight... I need to confess something." Rainbow said,

"Oh yeah? Whats that?" Twilight asked.

"I..I...I love you..." Rainbow admitted.

Twilight's eyes grew wide. "R-R-Really????"

"Yes.." Rainbow had her eyes half closed, staring into Twilight's beautiful large eyes.

Twilight got up, and tackled her. "I...I love you too... I've loved you for quite a while."

"Quite a while?"

"As in... Love at first sight... I just didnt feel right about explaining my feelings to you... But now this is happening, i thought

it would be perfect..."

Rainbow closed her eyes. "Take me away. Do as you please..."

Twilight laid down next to her. "Im the little school filly... You control me."

Rainbow's eyes twitched at the word 'Control'. "I.. I do? Oh. I mean, I do!"

Twilight giggled. "Miss Dashie, I did something wrong."

"You certainly need to be punished." Rainbow winked.

Twilight closed her eyes and mumbled, "Hit me..."

Rainbow smiled. "Kinky." She then gave Twilight's flanks a quick slap of her hooves. Twilight moaned at every slap.

"Harder!" She yelled, squinting her eyes more.

Rainbow flipped her over, getting on top of her to show her dominance. "Enough of this... Im the master."

Twilight smiled, twitching, hearing the word 'Master'.  "Oh yes Miss Dashie... Or should I say... Master Dashie.." Twilight moaned.

Rainbow bent down for a long kiss. Twilight responded, moving upwards a little, and met Dash's tougne with her own. They both moaned,

feeling their wet cunt's rub together. "Oh Twilight... I've been waiting for this for way too long..."

Twilight's mouth hung open, speechless. Rainbow's mane was mixing with Twilight's, showing how close the two mares were to

eachother. "Rainbow..." she muttered. "Your mane is turning me on... ALOT."

Rainbow's eyes shot open. "Nopony is stopping you... Go ahead..."

Twilight grabbed a hold of some of Rainbow's mane in her mouth, sucking on it while smelling it...

Rainbow Dash moaned, ramming her drenched pussy against Twilight's. "This rubber... I just love it..." She said, pulling down Twilight's

skirt halfway. She stood up, moving off of Twilight.

Twilight's eyes open "Wha... What are you doing?"

Rainbow looked straight into Twilight's eyes. She then bent over her wet pussy, giving it a lick. "This. Im doing this... You just taste... So good!"

Twilight moaned. "Oh Dashie... You just always know what to doooo-aaaaaaHHHHH!!" She screamed, biting her lip. "OHHHHHHH MMMMmmmm"

Oh... Im almost there... Im right there... Watch out Rainbow... Twilight thought. "OHH RAINBOWWWWW DAAAASSSSHHHH!!!!"

She finished, squirting loads all over Rainbow's face and mane, drenching her.

It seemed as if Twilight's orgasm transferred to Rainbow. As soon as she felt the wetness all over her body, she couldnt take it. She stood on top of Twilight.

"TWIIIIILIIIGGHHHHTTT!!!!!!" She screamed, finishing all over Twilight's already-soaked cunt. She then fell on top of her, tired. "Ohhh that was goooooood...." Rainbow moaned. "Oh and Twilight... Do me a favor."

"Yes? Whats the favor?" Twilight asked, eyes closed, smiling.

"Dont leave me. I want to be with you forever..."

"No problem. As long as you dont leave me." Twilight replied.

"Deal."

They both drifted off to sleep.