Rainbow Dash embellished a contented sigh, nestling bodily into Soarin's awkward half-hug. The two were reclining comfortably on Twilight's guest bed. At least, one of them was: The latter's tension was palpable.

Despite their weeks of romantic entanglement, Soarin had yet to grasp that there was little he could do which might jeopardize her affection for him. As such, he remained frustratingly politic. Not cold, but unerringly diplomatic. Passive. It was becoming difficult to bear.

Nothing terribly scandalous had transpired between them, but that hadn't stopped the rumor mill from spinning all manner of salacious gossip: “Did you hear they did this, I heard they did that...” Rainbow wouldn't deign to address such accusations regardless, but being so far from accurate, they served to underscore her mounting aggravation.

Granted, he had finally warmed up to the anxious energy, the desperate insistence behind her frequent kisses. Able to keep up, but unwilling to answer the yearning unveiled through her aggression. Was he possibly naive to the meaning of her forceful embrace, the way she tugged at his lips and dug her body into his? The evidence of this depressing conclusion seemed to grow with each anticlimactic encounter.

Were it not for the obvious sincerity on his mien during these private activities, the earnest affection in his gaze, she might've feared he was altogether disinterested. No, it wasn't that. Was he nervous about committing to anything more intimate than the comparatively innocent smooching he seemed to thoroughly enjoy?

Rainbow's thoughts were interrupted by the welcome distraction of Soarin giving her shoulder a squeeze. He must've noticed her discomfort, nudged, “Whatcha thinking?” Irritation had crept into her muscles.

She stiffened by a few degrees, managed, “Uh, just, how nice it was of Twilight to let us watch the library while she's visiting Cadence.” She bit back a grimace, recalling the knowing twinkle in her friend's eye as Twilight feigned hesitance.

Twilight was polite enough to avoid calling attention to the vaguely insidious request, but couldn't resist a canny smirk. “Sure,” she'd teased, “After all, somepony might want to... borrow a book while I'm away.”

Twilight had even erected her guest bed for their stay, deemed “house-sitting” for the benefit of maintaining decorum. As if they'd be so crass as to conduct any sort of... personal business where she slept. At this rate, none would transpire regardless, but Rainbow wasn't to be denied. She was determined to take advantage of their uninterrupted solitude. And of Soarin.

His timorous attitude toward their prolonged privacy was obvious; he followed a nervous chuckle with, “Yeah, I like her... books? You, uh, want to get in some exercise while the day's still young? Great weather for flying.”

Evening rain strummed against the library windows; more illumination radiated from their lantern than the overcast sunset. A serendipitous peal of thunder punctuated his feeble attempt at escaping the intimate atmosphere.

Rainbow Dash transfigured an exasperated sigh into one of satisfaction, redoubling her grip on Soarin. Her grandiose eye-roll was hidden from view. “Nah,” she pointedly ignored his misdirection, “Great weather for staying in bed, if you ask me.”

Soarin sagged fractionally, seeing no recourse. Rainbow nestled her head on his shoulder, craned to plant a sultry group of kisses on his neck. Exhaling heavily, his muscles twitched in involuntary appreciation. That's right, I know what you like... Rainbow grinned between her tactical smooches. His back legs tensed inward and his haunches bunched. She purred knowingly.

She rose to pin his shoulders to the creaky mattress, kissed his jaw and cheek on her way to his mouth. Soarin's attempts to hide his arousal were thwarted as she climbed purposefully between his legs. He arched in a useless attempt to avoid the contact his cock made against her belly. She pressed in to close the gap.

She could feel him twitch and grow as he struggled halfheartedly against her aggression. His echoed kisses were distracted, though he maintained an effort to mirror her urgency. Rainbow Dash bit his lip and tugged; moved to drag her stomach repeatedly against his building erection.

Soarin huffed and fought nasally for breath through her series of demanding snogs. Whatever reluctance Rainbow had been patiently eroding finally started to crack; he began a slight reciprocal motion to pleasure himself between their bellies as they kissed. Ohoho yeah, atta boy... He wrapped his forelegs around her and hugged her close.

He had never succumbed to her overt attempts at stimulating his excitement; always fought the urge he was acting upon now. So much so that she'd never seen - or rather felt - him so close to full arousal. The realization thrilled Rainbow Dash; she felt the familiar, tantalizing ache of her loins knot in response.

As she considered risking a masturbatory foreleg between her thighs, Soarin abruptly discontinued his motion, breaking their increasingly feverish kiss, holding her still to halt her enthusiasm. Rainbow Dash reared back to appraise him with a satisfied grin. His cock throbbed eagerly between them. He was catching his breath, eyes closed as though the sight of her smug self-assurance might send him over the edge. He sure is sensitive, she thought, Is that what all the fuss is about?

Rainbow pecked him on the nose. “Seems like you're having fun,” she jibed, stealing a glance down between their bodies at his generous appreciation. He offered a tortured grin as she rocked against him a few times to emphasize her quip.

Soarin peeked at her impish expression: “Yeah.” Twitch... Twitch.

Rainbow shifted her posture, pushed herself up from their reversed-role missionary position. She kissed his jaw, neck, chest, working her way down with laborious patience. A few more and she'd finally be in reach, able to-

Soarin tensed and huddled, denying her access to her ultimate goal. She couldn't suppress an irritated glance at his anxious face, though she softened witnessing his tormented expression.

“You don't want me to?” she finally asked her loaded question. Her memory flashed to a similarly charged encounter, wherein she'd tactfully positioned herself to rub her sex against his half-hard cock. He'd reacted in the same fashion. All the times she'd demonstrated her willingness, eagerness...

“I, uh, well...” he stammered, swallowed; stalling, searching the corners of his vision for an answer.

“It's not like it's gonna hurt or anything, I promise. I can go really slow if you want?” she dropped her embellished attitude of lust, her frustration, appealing with frank concern.

“It's not that, I just, you know...” he faltered. It would be adorable if she weren't so entirely ready to arrive at whatever horrible truth he might confess. “Just, when I... You know...” He took a deep breath: “I make a big mess...”

Rainbow Dash blinked a few times, grappling to identify the mysterious gravity of this hard-won confession. That's it? Really?

“Uh, well, yeah!” she offered, unable to suppress a chuckle of relief, “Duh. I wasn't born yesterday, ya know?”

Soarin shook his head with grim sincerity, imploring her to comprehend the seriousness of this secret dilemma: “No, you don't understand. I make a big mess.” He made an encompassing gesture with forelegs spread wide, “Like... A lot.”

Rainbow Dash snickered. All those complex concerns and imaginary rationalizations were dissolving, replaced by an entirely innocuous, simple answer.

She eyed his hard-on with mock apprehension. “Is that so?” she joked, inspecting the dangerous erection from various angles. Her mouth watered to see him fully aroused. “Yeah,” she nodded melodramatically, “I think I can handle it.”

“But-” Soarin started, “I mean, it's embarrassing, you know?” Rainbow Dash was quietly giggling. “It's not funny! We'd have to replace Twilight's mattress!” he finished with unwavering conviction. With the delivery of his final warning, Rainbow burst into a raucous guffaw. Soarin cringed.

“Come on,” she assured, wiping her watering eyes, “You're making a big deal over nothing.” She held up a hoof to silence his imminent protest, “Don't worry about it, okay? It's nothing to be embarrassed about.”

As he so often did, Soarin felt there was no arguing with her. He struggled to form a coherent appeal, collapsing back onto the doomed mattress, to which he was promptly pinned by his horny girlfriend. She felt sure he was exaggerating the significance of such a silly thing. Can't be that bad...

She nuzzled his neck and jaw; he grabbed her in an unsure hug. She finally felt secure that no serious problems threatened their relationship. He wasn't disinterested or anything, just shy. About something so silly! Her relief made her giddy, confident. Eager. She kissed his temple, whispered in his ear, “So... Care to let me judge for myself?”

Soarin throbbed heavily against her stomach. She chuckled huskily as he squirmed beneath her. He took a few deep breaths, weighing the potential consequences with keen deliberation. He seemed poised to argue. Sighing heavily, he gave a sober nod.

“Just promise you won't try to... uh... swallow it?” he forewarned with sincere concern.

“Pff! Who said I was gonna?” she feigned mild disdain. She could hardly resist winking, voicing her naughty assurances: Oh, I'll swallow it, alright. Every last bit. Just you wait...

Rainbow fought her impatience for the sake of prolonging his anticipation. It was finally his turn to be tormented by withheld satisfaction. She gave him a foreboding bite on his lip, planted demure kisses across his chest as she repositioned.

She was slick and warm; found herself reaching between her legs to address her aching. Her slight embarrassment was surpassed by the idea Soarin might enjoy knowing what he made her do to herself.

Rainbow had never done this in his presence, apart from grinding against him. How he'd managed to resist temptation, his lap damp with the proof of her lust, she might never comprehend. All because of his supposedly... abnormal volume? She conjured images of what could be so excessive about his orgasm; far from giving her pause, they served to bolster her libido.

Focus, Rainbow. She appraised his cock from her closest vantage yet. He relaxed his nervous posture with a pronounced sigh, surrendering to her machinations, spreading his legs for superior access. He was stretched out on his back. She glanced up: If his eyes were open, he was observing the ceiling.

Suddenly, his erection seemed rather intimidating. A moment of doubt caused her to waver. She'd read all about how this was done, of course: Lips, tongue, drool; the motion, the result. But those trashy novels never effectively conveyed how big these things appear from scant inches away. She was breathing heavily, exhaling against his cock. It twitched and jumped as though mocking her former confidence.

“Maybe if I...” she faltered, attempting to discover the best angle of approach, “Heh, lemme just...” In her apprehension Soarin looked down to smirk at her, aggravating her self-recrimination. He noticed her conspicuous masturbation, though she'd momentarily abandoned that effort.

She saw a flash of inspiration leap across his expression. “I, uh, if you wanted, that is, I could, um.. Return the favor?” he grinned with an unfamiliar hunger. It seemed out of place coupled with the fumbling offer. Rainbow Dash bit her lip. Oh my gosh.

“You mean, right now? At- at the same time?” her heart hammered as the image of his suggestion took shape: His face buried between her legs. He's a great kisser... His cock traveling in and out of her mouth. I bet I can take most of it... Under his direct scrutiny she found she was too shy to touch herself, though the urge returned with unprecedented intensity.

“Yeah, if that's okay with you? Come on,” he suggested with relative nonchalance, gesturing that she straddle his chest.

“Uh, y- yeah. Totally,” her professed certainty was unconvincing. Rainbow's legs shook as she stood, suddenly quite anxious. Much more anxious than she'd imagined herself in fantasies of submitting herself to his favors.

She kept her tail tucked to obscure her privates as she clumsily circled to stand over him, kneaded the sheets to find better purchase and stall for time. He stood at full attention beneath her; obviously the prospect of a mutual favor renewed his excitement. Okay... Here goes...

Lowering herself gingerly on all fours, she approached his cock with her mouth. The angle seemed inappropriate; this wasn't going to be very comfortable. As the thought crossed her mind, Soarin grabbed her haunches and forcibly pulled her down.

He was kissing her before she'd registered it was happening. She'd been pulled into an awkward sitting position, nearly all her weight driving her wet sex into Soarin's hungry favor. He was a talented kisser. He found the crux of her sensitivity, readily adapting the feverish skills he'd developed during their countless snog-fests to pleasure her neglected ache.

Oh my... gosh... He was an animal. Rainbow Dash almost forgot to feel sheepish about the extent of her weight resting on his face. She produced an involuntary mewling noise; tried to mute her excitement with limited success.

Her legs failed to register her decision to relieve the burden she placed on him. The conspicuously sloppy sounds of his handiwork stirred some perverse appreciation in her; the guttural growl of passion he exhaled thrilled her nearly as much as the sensations he delivered.

She finally attempted to climb onto all fours, at least reposition herself so the poor guy could breathe easier. Soarin greedily yanked her back into place, though she'd succeeded in ensuring their positions were somewhat more comfortable.

His hard-on doubled her vision as it loomed into focus. This time, the angle was just right. This time, she didn't hesitate. After a brief awkward moment to collect the jumping thing with her open mouth, she began to experiment.

If it looked big up close, it felt enormous in her mouth. It seemed to occupy all the space she could create; she could already tell her jaw would be sore tomorrow. She mimicked the bobbing motions detailed by the smutty stories she used as a masturbatory aid.

After a few strokes between her taught lips his cock was slick with her spit, slipping in and out with minimal friction. It was a powerful feeling; at once submissive and dominant. I've got you now, you naughty boy...

Soarin's muffled grunt and sharp breath of encouragement furthered her confidence. He seemed to redouble his enthusiasm, doing things to her privates she'd never dreamed would feel so damn good. The focus of his efforts was the tiny pink linchpin of her pleasure, but he forced himself down on her so intensely, leveraging his tongue with impossible dexterity, her whole body shared in the experience.

Rainbow Dash attempted to reciprocate his enthusiasm. She felt unsure of her efforts. Surely this simple, repetitive action couldn't provide him with the sheer intensity of feeling he was giving her. Soarin's labored grunts of approval disagreed.

They continued their experimentation as the rain tapped steadily against the windows. It was scarcely audible between their embellished murmurs of approval and assorted wet noises. This was precisely what Rainbow had wanted from him: An uninhibited expression of desire, a mutual exchange of physical, sexual affection. And ultimately, release.

She noticed with some disappointment that she was only stimulating a modest quantity of his excessive length. She dutifully fought her reflexive rejection of more with significant difficulty. Damn, you're big...and you're really good at that...

Her attention was divided as he labored on her behalf. Rainbow moaned loudly; it sounded thick and husky through her full mouth. She felt the blossoming tension of her approaching climax, suddenly gleeful at the haste with which she could achieve orgasm. And this one was going to really be something.

She demonstrated the vehemence of her appreciation by forcing herself down on him until her eyes watered freely. Practically an expert already, she stroked her ego as her boyfriend's stiff girth filled her throat beyond all reasonable limits. Not quite the whole thing, but damn, pretty good for a newbie, huh?

As she neared the peak of her endurance, she abandoned the difficult task of combating her gag reflex, instead quickening her pace nursing the final inches of the business end. She made an unsuccessful attempt to diminish the dirty, sloppy noises she made; excessive drool streaked down his shaft as her favor grew wild and unbridled.

Soarin's haunches tensed, his breathing strained. He was flirting with the edge, too. That thought was enough to do it for her. Rainbow's libido peaked as her orgasm began. Her last coherent thought as it washed over her was her bristling anticipation of his cum. She used the rapturous spasm of her climax to attempt his pleasure. She clenched and forced her hindquarters into him as she came, moaning with unrestrained volume, channeling her erratic motions into her zealous oral favor. His face was soaked with her ecstatic release.

As the intensity of her pleasure resolved from cacophonous to something resembling a calmer melody, Soarin began crossing the finish line. He bucked in and out between her lips of his own accord; her motions added to his mounting giddiness. His drool-slick shaft probed and nearly exited the hot embrace of her mouth again and again; Rainbow's lips gripped the frantic tip with unwavering dedication. He'd abandoned kissing her privates, groaning in carnal delight. “Okay,” he choked out, “Almost!”

As he rounded the bend, he tried to extract himself from her mouth, but Rainbow was determined to prove his apprehension was misguided. Lost in pleasure, Soarin could only vocalize a series of mumbled nothings. Rainbow moaned out in anticipation as he climaxed. She bobbed expertly, greedily awaiting her reward.

His initial ejaculation slammed against the roof of her mouth - an impossible amount - much of it ran unexpectedly down her throat. The second filled the remainder of her capacity; she gagged and fought against a cough, processing her shock. Gulp.

Fuck it. I'm doing this.

She managed to swallow an impressive portion before the next geyser erupted, forcing cum out between her lips, down her throat, into her sinuses. Gulp. Tears welled in her clenched eyes. Gulp. Another huge serving of his mess pushed more of the savory sweet fluid down her throat before she could elect to swallow it by choice. Gulp.

All the while, she maintained an effort to drag her lips along his pulsing erection, determined this would be the most intensely enjoyable orgasm of his life. Gulp. Another gushing torrent forced its way into her maw. Cum spilled from her mouth, a thick coating of milky white drenched his shaft. Gulp. The wailing caterwaul of Soarin's profound appreciation filled her with prideful glee. Gulp. Gulp. Gulp...

Finally, it was too much. She felt she'd imbibed a ridiculous quantity of his copious offering, which still ushered forth with unrelenting tenacity. She allowed her mouth to empty by slightly parting her lips, causing a brimming mouthful of cum to spill all over his belly and lap, though she wouldn't cease her efforts to continue servicing him throughout his orgasm. He was right. They were going to have to replace Twilight's mattress.

“See what I mean?” he teased bravely as Rainbow Dash attempted to avoid the worst parts of the ruined sheets. She shot him a warning glare; rolled her eyes.

“Yeah, yeah, I get it,” she poked. He certainly seemed in high spirits.

“So, I uh... Did you enjoy... You know? Everything?” he risked anxiously, indicating the aggregate sum of their activities. His face was matted with her lubrication; he seemed reluctant to address the illicit substance. She could hardly fault him for his own offerings.

Resigned to a thorough hot bath and the covert destruction of these ruined sheets, Rainbow snuggled up with the finally-relaxed Soarin. Kissing him on the cheek, she assured him without hesitation: “Yes.”

Twilight Sparkle arrived home to discover her library home in pristine order. It looked as though it had been immaculately cleaned and detailed, as close to spotless as it had ever been. Instantly suspicious, she ascended to her bedroom to find everything exactly as she'd left it, though likewise without blemish or fault to mark the stay of her care-taking couple.

She cocked an inquisitive brow at the guest bed she'd prepared, noting an odd difference. Was the mattress... upside-down? Her eyes widened in horror as she lifted the heavy upholstered furnishing and peered at the underside. Her shout of unrestrained fury scattered birds from treetops across town.