“Fillies and gentlecolts, welcome to the Wonderbolts Derby! The competitors are taking their places at the starting line and the race will begin momentarily!”

Rarity felt the most pleasant of shivers run up her spine. She could hardly believe the rush she’d found herself caught up in. Mere hours ago she was scrambling to apologize for crashing into Fancy Pants, one of the most prestigious ponies in Canterlot, and now here she was among his chosen elite, preparing to enjoy a good race by the Wonderbolts from the comfort of a V.I.P. box. A V.I.P. box! Very Important Ponies indeed! If she played her cards right, this could be the first of many such engagements. Oh, it made her shiver all over again, imagining all the connections she could make…

But that was a matter to sort out later. Right now she had a race to enjoy. Normally she wasn’t much for Wonderbolts shows, and certainly not the fan Rainbow Dash was, but being here in the luxury box, seeing the crowd stretched out beneath her and the world-famous Wonderbolts themselves gearing up for the race, Rarity had to admit it was exhilarating.

“I'll be rooting for Rapidfire, of course. He's sure to take home the grand prize,” Fancy Pants announced to his guests, and a murmuring of agreements met his words.

Rarity however felt herself frown slightly, and without a thought as to what compelled her, she blurted out, “I don't think he has a chance against Fleet Foot.”

Everypony in the box but her gasped and whirled to give her a stunned look. Rarity felt her cheeks grow hot and tried to give a disarming grin, but thankfully the awkward moment was cut short by the blaring horns from outside the V.I.P. box. The race was starting!

Rarity raced to the viewing port with the rest of the elite ponies of Equestria just in time to see the line of racers in their positions. The referee’s whistle pierced the air and sent the Wonderbolts racing around the track in a blur of motion. Rarity’s heart pounded as the Pegasii circled again and again, several laps passing in seemingly the blink of an eye until one of the smaller ponies on the track whipped past the finishing line one last time.

“And it’s Fleet Foot by a nose!” the announcer shouted excitedly.

“Waahohohoooo!” Rarity yelped and bounced back and forth in her excitement, but quickly caught herself when she noticed Fancy Pants approaching with his entourage of well-dressed ponies behind him.

“Bravo, Rarity!” Fancy Pants exclaimed with a warm smile. “I say, how did you know Fleet Foot would be victorious?”

“My friend Rainbow Dash talks about her all the time,” Rarity proclaimed proudly. “She says what Fleet Foot lacks in size, she makes up for in speed.”

One of the other well-dressed mares moved up beside Fancy Pants curiously. “And who is this… ‘Rainbow Dash?’”

“Uh…” Rarity gulped down her next breath and froze for a moment, her mind casting about for the best fib it could come up with on short notice. She couldn’t admit to anything connecting her to Ponyville, not if she wanted to keep these elite ponies thinking that she was one of them. Make it good, Rarity, make it good!

“Why... she's... she's the... the Wonderbolts' trainer, of course!” Rarity finally sputtered out. Inwardly she grimaced, half-terrified that one of these fancy ponies might actually know the Wonderbolts’ trainer and immediately call her on it. Oh Celestia, that would be a downright disaster…!

---

“Wait a second, you told those snoots I was their TRAINER? And they BOUGHT it?! Sheesh, Canterlot ponies are idiots.”

“Ahem! I don’t recall interrupting YOUR story…!”

---

But to Rarity’s good fortune, everypony seemed to buy her story without question, including Fancy Pants. “Staying at Canterlot Castle, and she knows the Pegasus training the Wonderbolts. I told you all this was an important pony!” he almost bragged, and it was all Rarity could do not to wallow in it like an egotistical teenager as Fancy Pants led his entourage in a spirited cheer in her honor.

Instead she simply smiled as humbly as she could. “Thank you, Fancy Pants, but really, you give me far too much credit…”

“Nonsense, my dear, there’s not a bit of credit here that does not belong to you!” Fancy Pants assured her. “I was wondering, however, if perchance you’ve had the opportunity to meet the Wonderbolts, what with knowing their trainer and all?”

“Oh, well, I can’t say I’ve had that particular pleasure… they’re very busy ponies after all. Ahehe…” Rarity forced another smile.

“Well then, would you like to meet them? I have no doubt they would love to meet a pony such as yourself,” Fancy Pants suggested. The rest of the ponies seemed a bit stunned by the offer, but none dared question the word of Fancy Pants.

“M-meet them?” Rarity’s heart leapt. She still wasn’t a particularly huge Wonderbolts fanatic, but these were Equestria-famous Pegasi, and she had to admit to being a bit star-struck at the prospect of actually meeting them face-to-face. Even if it meant more time away from Twilight’s dress… well, there was still plenty of time for that! “Wh-why I would love nothing more! I’ve asked Rainbow Dash to introduce me countless times but they’re so busy!”

“Well I don’t think they’ll be busy right after a performance like that!” Fancy Pants chuckled delightfully. “Come!” He turned back toward the entrance of the V.I.P. box, addressing his other companions as he went. “Have a good day, and thank you all for coming.” The others murmured their agreement and approval, turning wide, wondering, almost admiring eyes on Rarity as she moved past them in pursuit of Fancy Pants. Yes, she could definitely get used to being given such looks.

A short time later Fancy Pants was leading Rarity down to the locker rooms of the Canterlot race track, and with a simple exchange of knowing nods Fancy Pants strolled right past the guard-pony stationed at the entrance, leaving Rarity pleasantly impressed. Trying her best to look as though she belonged there, Rarity too scurried by the guard-pony without incident.

“I simply must ask, Fancy Pants,” she spoke up as she caught back up with him, “however does a pony like yourself gain such exclusive access to the Wonderbolts?”

“Oh, it’s nothing special really, I just so happen to be the race sponsor,” Fancy Pants admitted. “I’ve made sure the team is well-accommodated for here in Canterlot, I daresay they’ll be delighted by a visit!”

“My goodness, the race sponsor? No wonder you had a luxury box!” Rarity marveled. She knew Fancy Pants was a prestigious and well-known pony, but that was still quite saying something. Oh yes, she was in very elite company now!

A chattering of voices caught her attention as they rounded a corner and entered the locker room, and although in function it was little more than a glorified washroom, the place looked like anything but. Carpeted floors, fine wood-furnished lockers as big as closets complete with individual nameplates, private shower stalls and baths the size of hot-tubs… it was a locker room fit for royalty, and Rarity could expect no less. After all, filling the locker room were none other than the Wonderbolts themselves…

A light, high-pitched laughter broke over the small crowd gathered, coming from one of the smaller bath-tubs near the entrance. A smaller mare with a bright silver mane was settling into a tub of bubbling water with a grin on her face. “I told you I had it this time!” She cackled in glee. “You getting too old to keep up, pops?”

“There’s more to this than speed, Fleet Foot,” a larger colt reminded the younger mare in a stern tone as he pulled off his Wonderbolts uniform. Rarity couldn’t help but widen her eyes as he stepped out of it; his fur was matted to his body by sweat, and the husky scent almost drove Rarity wild. “You’re progressing nicely, but don’t get ahead of yourself. You have a long way to go before you’re ready for center stage.” With a huff the colt turned to head over toward one of the shower stalls.

Fleet Foot cackled after him. “So is that a yes?”

“You won by a nose in little more than a sprint, Fleet Foot. Don’t let it go to your head.”

“Whatevs, grandpa. I’m just getting better, and you’re just getting older.”

Rapidfire bristled, visibly annoyed, but ultimately let the barb slide and strode swiftly away from the cocky young mare.

Fancy Pants chose that moment to cut in before the argument could rise back up. “I say, Rapidfire, over here!”

“Hm?” Rapidfire hesitated as he passed Fancy Pants and Rarity, noticing them for the first time. “Fancy Pants, always nice to have a visit after an exhibition. Who’s your friend here?”

“Ah, yes, of course! This is my esteemed colleague Rarity. She’s staying in Canterlot Castle, and is good friends with your personal trainer!” Fancy Pants beamed.

“W-well good friends may be a little strong…” Rarity coughed.

“Is that right?” Rapidfire studied Rarity with a searching look. “Which trainer would that be? We have a few, you know.”

Rarity’s brain scrambled for an answer, but even if there had been one, she found herself unable to focus on it as her eyes wandered over Rapidfire’s form. He was, for lack of a better word, a stud. His muscles weren’t the bulging brute strength of an Earth Pony like Big Macintosh, but they were sleek and well-toned for a healthy balance of speed and power; an athlete’s physique through and through. His fur was a deep, almost glowing yellow, darker than Fluttershy’s and yet somehow seeming brighter anyway. His mane was a burnt orange that faded into a warm red, quite suitable to his name. There was something familiar about the look, though Rarity couldn’t quite place it at the moment. He had to have been nearly twice Rarity’s age, although he still looked as though he could easily hold his own against a much younger pony. Quite a stallion, all in all…

Oh, right, she was supposed to be thinking of… something. What was it again?

Fancy Pants snapped her out of it with a chuckle of amusement. “Don’t mind her, the poor girl’s just been dying to meet you, and I suppose she’s a bit star-struck. I believe the trainer in question was a ‘Rainbow Dash?’”

Rarity gulped and forced a nervous smile as Rapidfire locked eyes with her, and Rarity knew she was caught now. Strangers in a luxury box might have bought the fib, but the Wonderbolts themselves wouldn’t be fooled for a second…

Rapidfire’s curious eyes fixed on hers for several moments before he flashed a broad, boyish smile. “Well then, any friend of Rainbow Dash’s is surely a friend of ours,” he assured her with a graceful nod.

“Uh…” Rarity just stood dumbfounded, unsure what to say. There was no way he’d bought it… was there a second Rainbow Dash who was really the Wonderbolts trainer? That was impossible… wasn’t it?

“Yes, she is quite the filly,” Fancy Pants smiled a moment longer before he caught sight of one of the others over Rapidfire’s shoulder. “Ah, Thunder Cracker! A magnificent show out there today!” Fancy Pants moved further into the locker room, leaving Rarity to mingle with the Wonderbolt who had her fixed with a steady, almost amused expression.

“I… uh…” Rarity blushed. What trouble had her lies wrought?

“Relax, Rarity,” Rapidfire assured her. “It’s perfectly fine.”

“Oh… r… really?” Rarity gasped in surprise. “You’re not upset?”

“Not at all.” Rapidfire shook his head with a chuckle. “I meant what I said. Any friend of Rainbow Dash is absolutely a friend of mine.”

If anything this surprised Rarity even more. “You know Rainbow Dash?”

“Of course I do. She saved my little sister’s life. I owe her big for that.”

Rarity scrambled to connect the dots. “Your little… oh! You mean Spitfire! She’s your little sister, is she? How lovely…! Yes, that was quite a day, Rainbow Dash saved my life as well…”

---

“Hah, yeah, I guess I am pretty awesome like that!”

“Yes, yes, and we’re all grateful for your actions, now please shush, I am monologuing!”

---

“Ahh, so you’re that Rarity!” Rapidfire grinned. “I thought you looked familiar… your wings were beautiful that day, before they got burnt off.”

Rarity flushed embarrassedly at the reminder. “Aheh, yes, well, I’m afraid I rather let it go to my head… lesson learned, I suppose.”

“It’s alright,” Rapidfire waived away her embarrassment with a charming smile. Hey, you know, if Fancy Pants over there hasn’t already invited you, he’s hosting an after-party for us and his little collection of rich suits. Would you… like to come?”

“After-party?” Rarity’s eyes widened and her mind raced. She hadn’t even begun work on Twilight Sparkle’s birthday dress, she was hoping to get back to her room and get started after the derby… but then again, who was to say this wasn’t a once in a lifetime opportunity? Not only a VIP box at the Wonderbolts Derby, but an after-party with all of the Wonderbolts themselves! She would have to be a total fool to say no to something like that.

“Of course I’ll come!” Rarity erupted into a broad grin. “Thank you so much!”

“Think nothing of it,” Rapidfire smiled. “It’s being held in Fancy Pants’ mansion a few blocks from here, you can’t miss it, really. The party starts at seven sharp.”

“I’ll be there! You have my word!” Rarity beamed in excitement.

“I’m counting on it.” Rapidfire gave her a sly wink and turned to make his way towards the shower stalls again, leaving Rarity with nothing to do but watch his muscles ripple under his fur as he walked. What muscles they were, too…

“Rarity!” Fancy Pants’ exclamation dragged Rarity out of her trance and over to him and one of the other Wonderbolts. “Come say hello to Thunder Cracker!”

“Oh! Of course, my apologies!” Rarity blushed and moved to trot over. Honestly though her mind was already fast-forwarding to that evening. This day had been flying by so quickly, and here she found herself attending her first high-society event since the Grand Galloping Gala. As long as it didn’t turn out quite so dreadful.

Oh goodness, she thought to herself. What could she possibly wear to something like this…?

---

“Gosh, Rarity, I had no idea you were making so many connections with such a short time in Canterlot,” Twilight marveled.

“Yeah, sheesh, Rarity, when were you going to tell me that you got to hang out with the Wonderbolts?” Rainbow added with a look of mock hurt. “It’s not like I’m their biggest fan or anything.”

“Well, Rainbow Dash, to be perfectly honest, I didn’t want to make you jealous, and I was quite certain you would be,” Rarity calmly answered. “I was attempting to be considerate of your feelings.”

“Pfft, come on, I’m not that petty, I got to hang out with Wonderbolts a couple of times too,” Rainbow scoffed with a dismissal hoof-wave. “Anyway, hurry up and get to the part where you and Fancy Pants go and roll in the hay.”

Rarity shuddered as though insulted. “Ex-cuse me?! For your information, Rainbow Dash, Fancy Pants and Fleur De Lis are a happily-married stallion and mare! How dare you insinuate I would play the role of a… mistress!”

“Ya sure are talkin’ about him a lot fer not bein’ yer squeeze…” Applejack snickered.

“I was merely setting the stage!”

“Well then who was it?” Rainbow Dash pressed.

Rarity cleared her throat, taking the time to choose her words carefully. “…As I said, Rainbow, I didn’t want you to become… jealous…”

---

The lights, the outfits, the glamour. It was all more than Rarity could take in; it was like a miniature Grand Galloping Gala here at Fancy Pants’ private mansion. There was even a bouncer at the door in a marvelously silky red tie checking off names on a list as ponies passed. It was everything Rarity had dreamed Canterlot would be. Best of all she knew that on that list was her name, where so many other ponies only wished they could be.

With a swish of her tail Rarity adjusted the tiara on top of her head as she approached the bouncer, and was quickly allowed inside the lavishly decorated interior of the mansion. The soft haunting strings of Octavia and her classical band rang throughout the party as ponies of all kinds mingled in every corner of the room, some laughing, some whispering, but all the best, brightest, and most sophisticated Canterlot had to offer.

“Ah! Rarity! So glad you could join us!” Fancy Pants trotted up to her at a brisk, but dignified pace as his wife Fleur paced up beside him with a gentle smile. “I know this is nothing compared to Canterlot Castle, but this is my humble home.”

“Oh no, it’s absolutely wondrous! Thank you again for allowing me to come!” Rarity told him with a wide smile as she turned to look out over the crowd with her two hosts. “This is one of the most extravagant parties I’ve ever seen.”

“You’re far too kind, my dear,” Fancy Pants beamed a bit in pride.

“Why don’t you go mingle?” Fleur suggested in her tantalizing voice. “I bet any of these ponies would love to meet you.”

“And I them, thank you! If you’ll pardon me.” Rarity nodded in deep gratitude and turned to trot into the crowd. It didn’t take her long to spot the Wonderbolts gathered on the far side of the room around the refreshment table. She couldn’t blame them, she supposed, it hadn’t been all that long since the Wonderbolts Derby. The refreshments didn’t interest her, though. She was interested in the pony who had invited her here.

She saw him before he saw her. He was just as handsome in formal attire as he was wearing (or stripping out of) his uniform, Rarity observed with no small amount of foalish glee; Rapidfire was a looker, alright. At the moment he was chuckling over a joke the sky-blue stallion with a navy mane had made. Soarin’, if Rarity recalled his name correctly. Between the two colts was clearly Spitfire, the captain of the team, Soarin’s wing-mare, and Rapidfire’s younger sister. They were, for lack of a better word, spitting images of one another. Excepting for gender, of course.

Rapidfire glanced up just as Rarity reached the table, and smiled warmly. “Ahh, here she is! This is the filly I was telling you about. You remember Rarity?”

Soarin’ seemed less receptive than his elder teammate. “I remember a thousand foot freefall to our near-deaths because of a ‘Rarity.’”

“Oh, don’t be a wet blanket, flyboy,” Spitfire chastised him immediately, and smiled at Rarity. “Don’t mind him, he gets wound up anytime I’m threatened by so much as a bee sting. Nice to see you again, Rarity.”

“Likewise,” Rarity bowed respectfully. “And I’m terribly sorry, again, about that unpleasant fall…”

“Forget about it, it was water under the bridge months ago,” Spitfire shrugged it off. "It’s the kind of risk you accept in this line of work, you know?”

“Heh, that’s my little sis, reckless as ever,” Rapidfire chuckled. Though his words seemed directed at Spitfire, however, his eyes never left Rarity.

“Aheh, yes, little sisters can be a handful like that at times,” Rarity smiled back.

“And big brothers can’t?” Spitfire interrupted with a wry smirk. “I have to practically keep a leash on this big lug. He’s always trying to put moves on fillies half his age.” Spitfire lifted her eyebrow in a challenging expression to her older brother.

Rarity’s eyes shot open with a soft blush. “Pardon me…?”

Rapidfire finally broke off eye-contact with Rarity to give his sister a piercing glare. “Don’t mind her, she’s just being a crude pain in the neck.”

“Oh don’t be so modest Rapidfire, you know the young naïve twenty-somethings love a strong sophisticated forty-something Pegasus, it’s nothing to be ashamed of,” Spitfire snickered teasingly.

“This is neither the time nor the place for that,” Rapidfire shot back with a blush on his cheeks. “We’re in public for Celestia’s sakes.”

“Oh whatever, you stick-in-the-mud.” Spitfire turned to move away from him, but passed close by Rarity with a smirk. “I’d be careful if I were you. He can be tricky.” She giggled and moved away to mingle with some other ponies across the room, followed closely by Soarin’.

Rarity watched her go, then whirled to look up at Rapidfire again. Her cheeks felt as hot as Rapidfire’s were red. This was the most awkward moment of her entire life, she realized… and yet it didn’t feel entirely unpleasant… in fact it almost made her feel…excited. Perhaps Spitfire had been joking, or exaggerating about Rapidfire’s attentions; but if she wasn’t, well… she could definitely appreciate being sought after by a Wonderbolt…

“Sorry about her,” Rapidfire soon broke the silence. “She thinks she’s funny.”

“It’s… quite alright,” Rarity said after a moment. “Sibling relations are a rocky road at the best of times.”

“Yeah, you could say that again…”

Rarity smiled her best flirty smile. “Really, I don’t mind at all… it’s flattering, actually. A lady enjoys knowing she’s… attracting male attention.”

Rapidfire tensed up in obvious surprise, his eyes widening at her. Oh yes, Rarity thought with an internal grin. That definitely got his attention.

“You’re not… offended?”

“Offended? Hardly!” Rarity beamed, batting her eyelashes at him. “I don’t know if I’ve ever felt more flattered. Some mares might be offended, I suppose, by somepony who’s into younger mares, but… frankly I find it quite the compliment to be considered such a young mare.”

Rapidfire, to his credit, caught on rather quickly, and reached out with one hoof to take one of Rarity’s and gently kiss it. “Then may I say, you are indeed the most beautiful young filly in all of Canterlot…”

Rarity felt shivers up her spine. Good looks, celebrity fame, and a charming personality… Rarity had a winner here. “Oh my… thank you, Rapidfire,” she managed to say, her cheeks glowing just slightly, and leaned closer to him. “And may I say, mister Wonderbolt, as it happens, I happen to prefer more refined and… mature stallions myself…”

“Is that a fact…?” Rapidfire slid his hoof up her leg to the top of her shoulder as she moved closer, staring deeply into her eyes. “Well you know… I’m pretty good friends with Fancy Pants… I know the rooms he doesn’t use very often…”

---

“No. BUCK no. You did NOT.”

“Rainbow Dash, I swear if you interrupt me one more time--”

“No BUCKING way. You did NOT get laid by a freaking WONDERB--MMPPHHMMPH!”

“Shuddap already, RD, we’re getting’ ta the good part! G’head, Rares.”

“THANK you, Applejack… now where was I…”

---

Rarity’s heart leapt in shock. There was no way he was really suggesting… here? Now? The thought absolutely terrified her, and excited her beyond measure at the very same time. She’d never even done it before; for her first time to be here, with a magnificent famous Pegasus stallion in the middle of a party…

“Then perhaps you would like to show me one…” Rarity replied with a flirty smile.

Rapidfire smiled back and slipped his hoof around the back of her neck. “Come, they’re not too far from here…” Rarity shivered in anticipation at his touch as he led her away from the party, away from the noise and the chatter down the silent, empty corridors of Fancy Pants’ mansion.

Mostly silent and empty, anyway.

“Hey, grandpa, where’re you sneaking off to?”

Rarity twitched and flushed like a foal caught with her hoof in the cookie jar at the vaguely familiar voice. Just to their left was the young Fleet Foot, stepping out of the washroom in a thin dress as silver as her mane and leering at them with a smile full of smug amusement.

“Fleet Foot,” Rapidfire said with a cordial nod.

The younger filly eyed the two ponies before her, particularly at the suggestive hoof he had around Rarity’s shoulders - about which Rarity wasn’t sure whether to feel embarrassed by its obvious implications or intrigued that he wasn’t ashamed of her - and snickered. “Found yourself a nice consolation prize, huh?”

“Go back to the party, Fleet Foot,” Rapidfire said, abruptly cold and stiff.

“Aww, still mad I whipped your flank?” she shot back. “I guess I should expect that, I hear you stallions get pretty crotchety in your old age.”

The corner of Rapidfire’s mouth twitched toward a snarl. “That’s enough, Fleet Foot.”

Fleet Foot however remained merciless. “Hey, don’t worry, I’m sure the Wonderbolts have a decent retirement plan. On the bright side, at least you’re not too old to sweep the fillies off their hooves. Assuming you can still stay ‘at attention’ long enough to--”

SMACK.

Both Rapidfire and Fleet Foot recoiled, the former merely in shock but the latter in pain as well, staring at Rarity and rubbing her cheek where the unicorn’s hoof had struck her with a vicious slap. She had removed herself from Rapidfire’s embrace, and was now nearly nose to nose with Fleet Foot.

“How dare you speak to your elders that way,” Rarity said, her tone as cold as ice and her most intense glare focused on the cocky filly. “You think you are superior to Rapidfire because you bested him, barely, in a single race? Hardly. All you have done is proven you are nothing but a petty, arrogant, immature little foal in dire need of some humility and perspective. Rapidfire is a refined, mature gentlecolt, and you should strive to be even half the pony he is. You are a Wonderbolt for Celestia’s sake, a role model to ponies across all of Equestria, so grow up and act like it.”

Fleet Foot stared at Rarity, sputtering incoherently for some sort of response, but Rarity was in no mood to hear it, and without another word she continued on her way down the hall as if nothing had happened at all.

“Wow... Rarity, I... wow. That was incredible,” Rapidfire whispered as he caught up to her. “I really shouldn’t be saying this, but I have been wanting to do that for weeks.”

“Well she quite deserved it,” Rarity insisted. “I hope she didn’t get to you too deeply...?”

“Who, me? Nah, I’m made of tougher stuff than that...” Rapidfire said, as dismissively as he could, though not quite convincingly enough for Rarity.

“Rapidfire, that filly hasn’t the slightest clue what she’s talking about,” the unicorn told him, her tone soft and soothing in sharp contrast to barely a minute ago. “I don’t think you’re too old at all. Certainly not for me...”

Rapidfire cracked a smile, looking relieved despite himself. “Ah-heh... well, thanks Rarity...”

“Now then, I do believe you were about to show me to someplace a little more private...?”

Rapidfire grinned more fully and nodded in absolute agreement, leading her onward through the halls once again. He soon turned them into one of the rooms near the edge of the house, not so far that they could get lost on the way back, but far enough for nopony to be able to hear anything that happened inside.

Rarity walked inside and smiled in delight. The bed was covered in the thickest blankets she’d ever seen, even the carpet reminded her of her brief time walking on clouds in Cloudsdale; in fact there was little in this room that wasn’t incredibly soft.

The door clicked closed and locked as Rarity approached the bed, lifting herself up off her front to run her forehooves over the mattress. “I don’t think there’s anything this mansion doesn’t have… this is the greatest mattress ever!” she giggled, but then gasped when she felt a strong chest press up against her back and a pair of hooves move around her sides, resting on the mattress on either side of her.

“It does have everything… now that you’re here…” Rapidfire whispered softly into her ear. Rarity cooed in surprise and arousal, a full-bodied shiver racing through her.

“Oh my… Rapidfire… you’re going to wrinkle our clothes doing that…”

He kissed the back of her neck, and this time the shivers went all the way down to her loins. “Then I suppose we should take them off, shouldn’t we…?”

Rarity nodded her agreement, and she had barely done so before she felt his hooves travel down her body until he reached the bottom of her dress, and gently began to lift it up and off. She was already shaking with nerves again, twice as hard as she might normally have done. Giving herself for the first time was intense enough on its own, but the clothes really gave it extra weight. It was nothing like normal, when the average pony would go about their day without clothing and think nothing of it, and it wasn’t even like taking a dress off at the end of the day. No, she was being stripped, purposefully undressed by another’s hooves with the express intent of getting her naked… not unclothed, but truly naked. It was a little terrifying, but if the damp heat between her legs was any indication, it was also incredibly arousing.

“Mmmh… Rarity… you’re so beautiful…”

She felt one of his hooves travel up her flanks to her bare shoulder, petting her fur down even as he pushed himself tighter against her back with no cloth between them. With a small gasp she realized she could feel his erection against her inner thigh. Why was she so surprised, she thought to herself. That was exactly what she’d been waiting to feel, after all.

Panting deeply in arousal, Rarity leaned forward over the mattress, pressing her tailbone tighter up against his pelvis. “And I am so yours… ooohhhhh…” His hooves landed on the mattress on either side of her, holding him up over her vulnerable body as she felt his erection touch her slit for the first time, slipping easily in the heavy moisture of her arousal. “Aaahhh… ooohhhh…” Rarity cooed and shivered as she felt him enter her, his girth stretching her open like she’d never felt before. She barely knew what to do, she’d hardly even imagined anything like this before…

Thankfully Rapidfire seemed to have a plan. She felt one of his hooves press against her lower back, holding her in place as he began to thrust his erection into her in a slow rhythm that nevertheless quickly drove her wild with its practiced, precise motions, and the heated moans that escaped her lips only drove him to pump into her more quickly.

The thrusting lasted for several minutes, each thrust just slightly harder than the last, until Rarity felt one of his hooves touch her right hind leg, lifting it from the floor. Rarity was turned onto her side, now able to look down and see her legs spread wide open across his body, her right leg resting on his shoulder and her left leg touching the floor in a wide split across his body even as his erection stayed inside of her. “My… I didn’t even know… I was so flexible…” Rarity panted.

“You’re amazing, Rarity… in more ways than you realize…” Rapidfire grunted and resumed thrusting against her slit, but with her new position, Rarity was stunned to find she could actually see it, pumping in and out of her most intimate place. His erection was shining with her juices, sliding as easily as it did quickly inside of her. The sight only turned her on even more, the sensations easily bounding past everything she’d ever expected from this.

“Oh, my goodness, Rapidfire…!” Rarity let out a strained and rather un-ladylike moan.

“Mnnhh… not hurting you, am I…?” he asked, pausing momentarily.

“No no, not at all, it’s wonderful…!” Rarity cooed, trembling. “I’ve just… never done anything like this before…”

“First time…?”

“Mmhmm…” Rarity nodded, craning her neck to look at him. It was a bit uncomfortable, especially with her leg thrown up over his shoulder, but again Rapidfire seemed to have a plan. His hooves shifted and their bodies moved again, rolling Rarity over the rest of the way until she was fully on her back, legs splayed out wide to either side, and the two were able to comfortably meet each other’s eyes, without ever removing himself from her slit.

“There… how’s that…?” he whispered, leaning his head down to kiss her as he resumed thrusting.

“Mmhhh!” Rarity squealed into his mouth, all the answer she could manage. In truth, it felt wonderful. It was a vulnerable position, certainly, off her hooves and pinned to her back like this, but the simple reward of being able to easily lock eyes and kiss one another even as he was driving himself rapidly into her burning hot body made it incredibly worth it. She liked this position very much…

“Sorry, didn’t quite catch that…” he whispered when he finally released her lips.

Rarity took a long, gasping breath, her body aching for a release, and threw grace and civility to the winds. “Yes… Oh Celestia, don’t stop… take me, Rapidfire, ravage me…!”

His lips captured hers in a powerful, intoxicating kiss even as his hooves wrapped around her back, pushing her further up on the bed so he could climb on top of her, gaining an even better position from which to thrust mightily down against her hips, practically burying her in the bed, which bounced underneath them on every thrust. The weight of his body was immense, but the incredibly soft cushion kept him from crushing her, turning the weight from painful to incredibly arousing. The passion in his movements was almost palpable.

“Goddess…! Oh Goddess…!” Rarity writhed wildly on the bed, all four of her hooves circling around his back to cling to him as if he might escape if she did not. The pressure between her legs was indescribable as he captured her lips with his yet again, this time pushing his tongue forth to lick at her lips. Rarity opened her mouth to capture his tongue, feeling him probing her now with both his erection and his tongue, searching, stroking. Fucking.

The bed squeaked as if yelling in pain from their furiously passionate mating. Rarity couldn’t even talk anymore, she was so far gone, but she didn’t need to; the fire racing through her body was all she needed right now, combined with the gigantic cock ramming itself again and again into her throbbing wet pussy. Thoughts such as those were utterly filthy, yes, but they only excited her even more. Celestia, she was such a pervert… and she felt strangely okay with this.

It wasn’t much longer before she felt another new, even more intense wave of passion sweep over her, causing her to moan so loud it broke apart the kiss. “Oh Goddess! I… I’m coming!” Rarity yelled passionately and squeezed him tighter as the sensations swept over her, engulfing her in pure, unbridled pleasure. It was the most amazing feeling she could have ever imagined, leagues better than anything she could have achieved alone. Not merely because it was a much deeper, longer, and more satisfying orgasm than any other; but because, unlike being alone with her hoof that relaxed once she was spent, Rapidfire wasn’t stopping.

“Hahh… Rapidfire… I--mmphhh!”

“Shhh,” he whispered, his hoof pressed gently over her mouth. “Just enjoy it. I’m nowhere close to done.”

Those words alone made Rarity orgasm a second time. Her eyes widened before rolling back, her breath caught in her throat before rushing out in a breathy moan, her inner walls clenched hard around his pulsing cock before relaxing and burning for more, which was exactly what he looked ready to give her. He pulled himself out of quivering pussy and rolled her over again, pressing her face-down into the pillows and lifting her hips just enough so he could drive himself back into her in one quick motion, making Rarity shriek with ecstatic pleasure.

Rarity thought she was getting fucked rough and fast before, but now that he had her in proper pony-style position and his thrusts began hitting her deeper and faster than ever, she was simply beside herself. He was so far beyond her plea for a good ravaging. This was filthy, dirty, animalistic rutting. And it was already sending her screaming toward yet another climax. She couldn’t even begin to fathom how he was doing it. His stamina must have been incredible.

She had no idea how long he kept fucking her, rolling her around on the bed until her mane and fur alike were rough, tangled messes wet with their mingling sweat. She could barely think to care, let alone check. All she knew was that she was having more orgasms than she’d ever had in her life, and he hadn’t yet come a single time. He seemed to be holding back, more focused on making her climax as many times as he could. Such a generous lover, she thought to herself. He must ache so hard for release by now…

He rolled her onto her back again, finally beginning to pant himself from all of his efforts as he plunged himself deep into her waiting pussy again, gripping her body tightly and moving in smaller, but quicker thrusts than all the other times. Rarity yelped in pleasure and clung to him yet again, running her hooves through his mane and over his shoulders near his wings. “Rapidfire… oh Goddess Rapidfire…!” She squealed with a voice raw from far too much yelling.

She let out yet another cry of orgasm and arched her back, clinging tightly to him. She felt him pry himself off of her, sliding his erection out of her as he moved to put her in another position, but this time Rarity pounced, kicking Rapidfire away from her to his back and leaping at him with an excited grin.

“Rarity?! What’re you doi--AAAHN!” Rapidfire was cut off by a yelp of pleasure as Rarity threw herself onto his engorged cock, immediately sliding her lips and tongue down the entire length. The taste of her pussy-juices still coated the surface, and Rarity found it was a surprisingly sweet turn-on, as if affirming that this had been quite the brilliant idea.

She didn’t have a tremendous amount of experience at this, but she’d heard enough stories and gossip to know that colts loved this. Indeed, Rapidfire responded immediately, his hooves gripping the back of her head as his hips began to buck against her lips, thrusting his cock into the back of her throat so hard she almost gagged, but she refused to let herself choke or stop it. He deserved this so much.

“G-Goddess… Rarity…” Rapidfire groaned in pleasure and shifting slightly so he could thrust better against her reddened cheeks, his hooves stroking her moist mane. “You don’t have to--hnnh…!”

A slight baring of her teeth against his hyper-sensitive member told him quite plainly to shut up. Of course she didn’t have to. After everything he’d just done for her, she wanted to. She wanted to so badly, to give him at least a fraction of the selfless ecstasy he’d given her; and from the sound of his increasingly labored groans, she was doing a pretty fine job of it.

“Rarity, you need to stop…” he nearly begged. “You’re going to make me--HHAAHHNN!”

Rarity dragged her teeth over him again to silence him just as her head bobbed down his shaft, and after what felt like hours of fucking, that was the last that he could stand. He grunted out a short, gasping breath, gripped her head and held it close as he bucked his hips forth one more time, and then… then he was coming. Thick, copious ropes of his seed firing into her mouth, some of it straight down her throat, the rest pooling over her tongue so that she tasted his salty, bitter flavor. His spurts lasted a long time, at least a dozen of them, no doubt severely backed up from such a long session. But Rarity diligently held her place without complaint or disgust, and when he was finally finished, when she finally drew back and released him from her mouth, whatever hadn’t already gone down her throat was swiftly and completely swallowed as well.

“Sweet Celestia, Rarity…” Rapidfire whispered in awe.

“Hm-hm-hm…” Rarity giggled demurely as she sat up in front of him, panting and sweaty. “Did I make you feel as amazing as you made me feel…?”

Rapidfire gave her a wide grin as he too sat back in exhaustion, his own fur sweaty and matted down against his well-muscled body. “You know you did… Goddess, I’ve never had a filly so eager to do that before…”

“You made me feel so amazing I simply had to do something to return the favor,” Rarity told him with a wider smile. “Thank you ever so much… this was simply incredible.”

“Think nothing of it,” Rapidfire waved it off with a casual hoof, but Rarity slipped closer to him, snuggling up against his chest warmly, where he wrapped his hoof around her in acceptance.

“Do you think Fancy Pants would object terribly if we stayed right here a while longer…?” Rarity asked.

“Oh? Are you that tired?” Rapidfire asked curiously.

Rarity flashed him a broad, toothy grin. “Not at all.”

---

Rainbow Dash was visibly seething. “You. Suck. So much.”

“I’ll say she did!” Pinkie Pie chimed in helpfully.

“No kiddin’, Rares, mah stars,” Applejack whistled. “That was dirtier’n the magazines Ah found under Mac’s bed.”

“Yeah, I’m not sure I needed quite that much, ah… ‘intimate detail,’” Twilight said, her cheeks a deep red.

“M-Macintosh has dirty m-magazines…?” Fluttershy sputtered, wide-eyed and just as red-faced.

“Don’t most colts?” Applejack rolled her eyes. “Why so curious, anyhow?”

“Eeep! Um, no reason…”

“I can’t believe you never told me you got with a Wonderbolt!” Rainbow growled, gnashing her teeth. “A senior freaking member, no less! Augh, you lucky little--!”

“I told you you would get jealous, Rainbow,” Rarity reminded her, “and furthermore, I didn’t want to badmouth one of your other heroes. Though I suppose it’s better that you know so that you don’t try to follow in her hoofsteps, Fleet Foot’s behavior was just abhorrent...”

“I think we’re getting a little off base here,” Twilight cut them off, looking back at Rarity. “So, what happened with you and Rapidfire?”

“Mmm, we spent the rest of the night together, but the rest of my stay in Canterlot was so full of parties and gatherings I really didn’t see him again, nor have we met since I returned home,” Rarity sighed softly. “We exchange letters every now and again, as friends, but unfortunately our lives and aspirations are simply too different to allow a continuing relationship.”

“You’re pen-pals with a Senior Wonderbolt too?!” Rainbow Dash howled. “How could you not tell me this?!”

“I really don’t see how it’s relevant to anything now, we’re just friends,” Rarity waived her off with one hoof. “And I doubt he wants crazed fangirls to get hold of his address without his permission,” Rarity smirked teasingly.

“C-crazed fangirl?! I’ll show you crazed!” Rainbow started to dart forward, but Applejack grabbed hold of her tail before she could close the distance.

“Whoa there nelly, Ah realize we’ve had a bit ta drink tonight but we don’t need any brawlin’ among friends!” Applejack pulled her back to calm her with a hoof stroking her mane.

“It’s just… not fair…” Rainbow grumbled.

“Gosh, so far it sounds like everypony had really, erm… good first times,” Twilight spoke up again with a soft blush. “Mine wasn’t at all like that…”

“Awww, poor Twilight!” Pinkie Pie pouted. “Did you have a bad first time?”

Twilight grimaced a little. “I wouldn’t say it was bad, exactly, but it was certainly… awkward. I obviously didn’t have any idea what I was doing, and as it turned out she didn’t either…”

“Ooooh, she?” Rarity lit up immediately. “Why Twilight, I had no idea you had an eye for mares…”

“It’s not like that, Rarity,” Twilight insisted. “I don’t especially care if the pony I’m romantic with is a mare or a colt, as long as we have a connection. This one just so happens to be a mare.”

For some reason Pinkie of all ponies nodded at this. “That’s a really good philosophy, Twilight! I feel the same way!”

“Well, don’t leave us in suspense, darling, it sounds like it’s your turn!” Rarity insisted, moving back into the circle so Twilight could take her place in the center.

“Well, I suppose I could…” Twilight reluctantly agreed. “Let’s see, where to begin… I guess I should start a couple of years ago when I first moved here… we’d just defeated Nightmare Moon, and the whole town turned out to celebrate…”