Rainbow Dash lay with her head resting in Lero's lap, tiny sighs of contentment escaping her prone form every few seconds. Lero, her human stallion, carefully dragged the bristles of a finely crafted brush through Rainbow's mane, causing her to relax and melt deeper into his warm embrace. It turned out that Lero really did like how she looked with her mane brushed and so Rainbow was more than willing to put up with looking a little more girly and spending the extra time for proper mane care. Rainbow had been even more pleased to find out that she wouldn't be forced to master the difficult positions and movements required to brush herself, when Lero had asked if she would mind if he brushed her mane for her. How did I ever get this lucky, to end up with a stallion this perfect? Dash mused to herself yet again, before the thoughts were slowly brushed from her mind by the slight tug and pull of Lero's ministrations.

Rainbow would never let anyone else know how much she liked these brushing sessions and was always careful to ruffle her hair thoroughly before going back outside; it kept most ponies from noticing the extra care that was being taken with her mane, and it made sure that her hair was once more in need of brushing any time that Lero wanted to fix it.

The feel of the fine bristles flowing across her skin and down her mane concentrated Rainbow's thoughts on the feeling of each motion before her mind drifted backwards to the day soon after her and Lero's first date with Twilight, and the story of how she had come to own it.

Despite being extra careful to muss up her mane before leaving the house that morning, Rainbow's ears caught a startled gasp and a familiar voice cried out, "Rainbow Dash! Your mane!" As Rainbow cringed inwardly she looked back, knowing exactly who she'd see. Rarity was practically hanging out of her window, wearing her fuzzy pink bathrobe with her hair done up in towels and rollers, as she openly gaped at the pegasus, "Oh you simply must come in darling and let me get a look at it," Rarity exclaimed, her voice pitched somewhere between excitement and scandal.

As little as Dash wanted to deal with what she knew was inevitably coming, avoiding it would be worse. Rarity could be an incorrigible gossip, and if Rainbow didn't head this off immediately, her new mane-care regimen might end up being the talk of the town by this afternoon. Flying down to the door to the Carousel Boutique, Dash timidly raised her hoof as her stomach flipped nervously within her as if she was preparing to go into a steep dive, but before she could muster the courage to actually knock, the door opened in front of her revealing Rarity's beaming smile. Despite being interrupted in her morning preparations, Rarity had somehow managed to look just like her normal, stunning self by the time she had reached the front door. How can she manage to do that without any discernible effort? Dash thought before trying to put on a nonchalant grin and saying, "Hey Rarity, fine morning we're having huh? My team sure did a great job last night." Rainbow's grin began to crack from the effort she was putting into it as she waited for the unicorn's response.

Rarity stood in the doorway, her grin widening and beaming almost like one of Pinkie's, as she seemed to almost drink in the picture of the nervous pegasus standing on her doorstep. A rough gasp startled Rainbow who couldn't even look up to meet Rarity's gaze anymore, "My, my, Rainbow are you finally taking my advice and giving your mane the care it deserves?" gushed Rarity, the words spilling out like a proud parent at her foal's first steps.

Before Rarity could even look properly surprised, Rainbow had pressed her hoof firmly into Rarity's mouth, keeping her from spreading that particular bit of gossip any further, as the terrified looking pegasus rushed them both inside. Rainbow slammed the door in their wake, a quick flip of a wing blowing the open sign back to closed and a swift strike to the bolt with a back hoof locking the store tight, so that they wouldn't be interrupted, as Rarity was forced up against a wall, perhaps a little harder than Dash intended. A little squeak escaped around Dash's hoof at the unexpectedly rough treatment. Rainbow's eyes darted around like those of a hunted animal, her heart beating hard in her ears as she relaxed her hold on Rarity, suddenly feeling all the strength leave her body, she pleaded, "You can't ever tell anypony about this! Please Rarity, please!" Rainbow's eyes watered as she looked into the calm face of her friend.

“This boorish treatment has wounded me deeply!” the unicorn swooned as if to faint, “I’m afraid I shall have to tell everypony how I was roughed up by your brutish ways simply for complimenting you on your mane, which you have obviously spent so much time and effort on maintaining.”

The pegasus lost all hope and hung her head, knowing that soon her secret would be out, and everypony would point and laugh at her for being a tomcolt that tried to look pretty. Just before she could move for the door, she felt a light hoof upon her shoulder and Rainbow looked back into Rarity’s smiling face.

"Oh Rainbow, relax, I would never dream of ruining that brash facade that you have built up around yourself," Rarity spoke calmly, the accepting smile never once leaving her face, "but even a brash, tomcolt can still treat herself like a mare from time to time, and take pains over her appearance. Especially if it is to impress her special somepony." Rarity put so much meaning into those two words; her smile widening as she watched a full blush creep across Rainbow's countenance. Before Rainbow could recover, Rarity was alongside her stroking a hoof through Dash's mane. "Oh my dear, this shows so much promise. What are you using? Are you taking care of it each day? Oh how I love these riotous colors. Have you thought of braiding your mane?"

"Woah, woah! Rare, chill," stammered the pegasus suddenly overcome by the immediate shift in conversation. Rainbow looked guiltily down, shuffling her hooves as she admitted, "I've just been using some Crest & Withers stuff that I found in the back of my cabinets. I've been using it since Lero and my date with Twilight last week..." her response trailed off as her confidence unnaturally left her voice.

"Oh no no no! That simply will not do!" Exclaimed the excited unicorn. Rarity moved to a nearby bureau, rummaging through the drawers until she came upon what she wanted. "Found it." she sang out, tossing a bottle through the air into Rainbow's surprised hooves. Rainbow looked down at the colorful bottle to see a flowing script in a language she couldn't understand. Catching the confused look, Rarity answered the unasked question, "That, my dear Rainbow Dash, is the best conditioner available in Equestria. Simply work it into your mane after washing it, and leave it in for a couple of minutes before thoroughly rinsing it out." Rarity's eyes half closed at a thought and her smile took on a sly quality as she continued in a sultry tone, "You can even have Lero help you work it in. I'm sure those fingers must feel luxurious while in the shower."

Chuckling nervously, the pegasus began inching towards the door. "Thanks Rarity, this’ll stay between just us right? Right?" The pegasus gave her a stare that would have been much more intimidating if she wasn't busy trying to make sure that you couldn't see any part of the bottle in her saddle bags, but after a gentle nod in return, a smile once again graced Dash's face and she raced across the floor to embrace Rarity in a hug before flying for the door, the open sign falling back into place in the wake of her passing.

A couple of days later, Rarity had secretly passed Rainbow a small package discreetly wrapped in brown paper and tied with a, for Rarity, understated bow. Rarity whispered the quick instruction to, "Open it at home with Lero," and then moved off so as not to draw attention to the exchange. When Dash was home alone with Lero that night, she pulled the package out holding it in her hooves unsure of what it might contain. Knowing Rarity it could be something wonderful and heartfelt, or it could be something designed to make Rainbow blush so hard that ponies would think she was Pinkie Pie. Hesitantly, she undid the bow as Lero sat next to her, watching the unwrapping over her shoulder. When the bow released and the paper fell away, the pegasus' wings unfurled in surprise as words failed her, her mouth hanging open as she took in her surprise gift. Inside lay a truly beautiful and unique gift; it was a large brush, the handle made of pearl, dyed a light blue that almost perfectly matched her own. Gems set into the handle were crafted into a perfect replica of her cutie mark and each bundle of bristles contained all the colors of the rainbow. Tears ran down Dash's cheeks as she took in her new brush. This is a fancier gift than most I've ever been given, and it was for no special reason, and given in secret with nopony else knowing what she did but me, thought the overcome mare. I'm going to do something awesome for her.

Seeing the brush, Lero asked, "Would you like it if I brushed your mane?" Somehow Rainbow's heart flew just a little bit higher as she tried to answer, but couldn't force any words past her lips, so she simply nodded her head as she carefully lay down on the couch, her forelegs and head resting in Lero's lap, her colorful mane spilling out across her head and withers just waiting for the touch of that brush. She felt his fingers comb through her hair, moving it into position and then the fine touch of bristles followed, feeling exhilarating against her coat, as Lero carefully brushed through her prismatic locks.

Rainbow's thoughts came back to the present as her and Lero sat idly, brush moving slowly and surely, as they waited for Twilight's arrival, because tonight was special. Tonight was --

A knock on the door broke off her train of thought. Rainbow slowly moved her front, so that Lero could get up and get the door, stretching out her muscles after such a relaxing session felt great and she groaned happily as all her muscles came back to life, her wings stretching out to their widest before she brought them back against her sides. Rainbow turned towards the door, a smile creeping its way up her lips as she parroted what she knew was coming, "It's Friday, date night." the pegasus thought just as Lero opened the door for an obviously happy purple unicorn.

"It's Friday, date night," said a chipper Twilight as she walked in the door, giving Lero a kiss on the lips before moving into the house, lightly brushing her tail along his side as she passed. When Twilight walked over to Rainbow's side she nuzzled into her before placing her now customary kiss on Dash's cheek. That act still hadn't stopped making Dash blush just a bit, and in return she smiled back before placing her own kiss, but not on the cheek this time, planted squarely on Twilight's lips, just a quick kiss, but now it was Twilight's turn to blush as she smiled happily and suddenly found herself looking shyly down at her hooves. A butterfly or two took flight within Rainbow as she thought to herself "Well that certainly wasn't bad; Twi sure can be cute like that. It's amazing that she wasn't already in a herd but I guess being a princess' protégé could certainly keep anypony busy."

Twilight had said she would make the time to spend with Lero and Dash, and she hadn't been kidding. Every Friday and Tuesday night had been date nights since the three had shared their first date weeks ago. Twilight scheduled the free time out each and every week, allowing nothing, short of a direct threat to Ponyville, to get in the way of her date nights; she had even been helpful enough to arrange Dash and Lero's schedules for them so that all three would consistently coincide for those nights, and happily the following mornings as well. They had yet to actually all three benefit from having the mornings together, but if Rainbow had anything to say about it, tonight would be different.

The last couple of dates had gone rather well, but something or another had kept each night from ending with all three of them together. While Dash certainly enjoyed how excited Lero had been after them, it didn't feel right that Twilight wasn't enjoying herself with them. At first, Rainbow had realized that Lero was still a bit nervous about getting physically intimate with anypony other than herself, but she had sat the human down and explained to him, "Big guy, you've gotta stop holding back around Twilight. I know that you're still a bit nervous, thinking that somehow I'll be mad, or feel left out if you get serious with Twi, but I won't. You'll be helping to spread the same love that I feel from you, and every mare should be lucky enough to have a stallion as wonderful as you are." Rainbow wrapped her fore-hooves around Lero's neck, looking him deeply in his eyes as she leaned in close, "I totally won't feel left out, because I’ll be right there with you, both of you, the whole way. How could I feel left out when I'm surrounded by love like that?" Their lips closed the distance as they shared a slow, deep kiss; both of them were trying to shove every unspoken or insufficient word into the actions of that kiss.

When the kiss broke, Lero finally responded, "I know it's foolish to worry, I love you and nothing is going to change that. I'm so lucky to have you Rainbow." No more words were spoken that night, but so many emotions still got through without being said.

Their next date was going much better, Lero wasn't holding back that night, and things looked like they were finally going to end with the three lovers together in Lero's bed, when Twilight suddenly got jumpy. She pushed Lero away just after the situation got heavy, sputtering apologies and excuses before hastily making her way out the door and into the night. Both Rainbow and Lero had been a little concerned about the abrupt departure but it was already late and there was little they could do that night. Dash’s first instinct was to immediately go after the unicorn, but Lero pulling her into his chest made her pause. "Did I do something wrong Rainbow?" Lero asked, holding the cyan mare close to him as if she might just run out the door too.

Rainbow looked into his eyes, seeing the uncertainty there that she knew because of how well she knew him, "No, you did just fine," she consoled him pulling him tight against her as they lay down. Dangit Twi, letting your nerves get the better of you, again. "Don't worry, I'll make sure she's okay, first thing in the morning." The pair held each other close all night, both worried that they might have just scared away their new marefriend.

The next morning, bright and early, Dash was at the library. She landed softly on Twilight's balcony, nosing quietly through the entrance there into Twilight's room, where a disheveled pile of blankets adorned the bed surrounding an even more disheveled looking pony. Quiet sobs could be heard from the shuddering pile as the pegasus slowly approached. "Um, Twi?" A muffled shriek came from the pile as Twilight turned around to finally notice Dash standing in her room, Dash tried to continue as she shuffled her feet apprehensively along the floor, "about last ni--"

"I know what you're going to say," Twilight got out between gasped breaths, trying her best to stop the sobbing that had kept her up most of the night. Dash gave her a quizzical look, a bit glad that Twilight would apparently be so forthcoming about why she'd run out the night before. "You want me to leave the... the herd," Twilight gasped out as the sobbing returned full force. Suddenly, she found herself wrapped tightly in blue wings. The force of the pegasus tackling her knocked them both onto the floor. Dash clung so tightly to the crying unicorn that Twilight found it a bit difficult to breathe, but she wouldn't complain. Twilight could tell from the sensation of Rainbow's tight embrace that she hadn't lost her friend even if Rainbow and Lero didn't want her in their herd.

"Twilight, for an egghead, you can be really stupid sometimes." the pegasus chuckled just a bit as she held her friend. A very irate sounding noise told her exactly what the unicorn thought of that comment though. "What under Celestia's sun ever gave you the idea that we don't want you in our herd?"

Confusion warred valiantly with hope inside of the violet mare, but she choked down the tears as she said, "Well, Lero wasn't giving me any... of the normal signs of being interested. I was giving out every marely signal I knew and wasn't receiving any of the expected responses. I even sent out some that I was not supposed to give to a stallion I hadn't already been with, and when I didn't get a signal back I realized that Lero wasn't actually interested in me." Tears were flowing freely down Twilight's face as she buried it into her friend's neck, desperately seeking comfort. "He... he just knows that I'm your friend and was... was just trying to please you by acting interested in me."

Rainbow had a pretty good grasp of what had gone wrong now, and the familiarity of the situation almost made her laugh, but she kept it down. Twilight would not react well to it, and she was going to help her friend understand this. "Twi, dude, I wish I could make you understand how wrong you are." Twilights eyes looked up, hope apparent in them that the next words out of Rainbow's mouth would make everything all right again. "He likes you, we both like you. We never would have invited you to join us in the first place if that weren't true. I mean what’s not to like? You're smart, incredibly powerful, cute, and always certain that there's nothing out of your reach, nothing you can't overcome." Feeling embarrassed, Dash stopped, looked down and just nuzzled tightly against Twilight's neck, feeling her friend return the gesture with her usual exuberance.

After a minute, Twilight pulled away, her voice slowly returning to normal, but still hoarse from a hard night, "But then, why didn't Lero return my signals? If he felt about me the way I feel about him, he should have been giving me the signals I was looking for."

"I think I know what the problem is, but Twi, when I tell you... you're gonna feel foalish." Don't you dare laugh Rainbow, you made the same mistake with him, and you'd feel terrible if someone had laughed about it, Rainbow still couldn't suppress a smile as she prepared the big reveal, "Twi, think about it. What type of signals were you looking for?"

The unicorn thought that was obvious and immediately launched into a lecture to show she had known exactly what to look for. "Why, of course I was looking for the standard behavioral responses that every stallion gi... ... Oh Celestia, how could I be so stupid?"

The pegasus grinned as the lecture died midway through, slowly rubbing her hooves along Twilight's back as she held her. "Don't worry Twi, it happens to the best of us, even I made that mistake and you know how awesome I am." She couldn't help but let out a light chuckle as she remembered it, telling the tale for Twilight of how on their first night she thought Lero was going to leave her with the worst case of the stiffies she'd ever had.

The two ponies held each other for a little while longer before Rainbow helped get Twilight unwrapped from the sheets, and downstairs to get some water. As they passed the main library room, Spike stuck his head up from the couch, "Oh... um, how are you Twilight? You came in crying and wouldn't say anything all night. Are... is everything going to be okay?" the young dragon stammered out while fiddling with his claws, "I was... uh, gonna send a message to Celestia this morning if you weren't feeling better."

Well... thank, um Celestia that didn't happen. An angry goddess convinced that we had led on and then shunned her favorite pupil could have been bad Rainbow thought before quickly reassuring Spike, "It's nothing to worry about buddy, just a misunderstanding over something, and it's all worked out now." This seemed to reassure Spike who looked incredibly relieved as Dash ushered Twilight into the bathroom. After some time to refresh herself, and a big glass of water, the exhausted unicorn went back to bed, on the fresh sheets that Dash had put on. The unicorn pulled the sheets upto her chin, magically tucking herself in as Dash lightly kissed her on the cheek watching the now happy and contented unicorn fall quickly to sleep.

With those previous flops in mind, Rainbow had resolved not to allow another opportunity to slip by her. Tonight was going to be magical for Lero and Twilight, and Dash wasn't about to let something as small as misconceptions ruin it.

While the pegasus had been busy off in her memory, Twilight had gotten herself squeezed between Dash's head and hooves and was watching the pegasus with a giddy little smile on her face. "Welcome back," the unicorn giggled, "where was your mind off to?" Twilight wrapped her hooves around Rainbow's neck, pulling the pegasus' head into her chest.

"Just thinking about tonight." the pegasus said, smiling at Twilight’s high spirits as she nuzzled against her, feeling the unicorn respond in kind.

Twilight sighed happily as she asked, "what is so special about tonight?" her grin showed that she had a pretty precise perception what her playful pegasus partner planned, but she played along anyway.

"Well..." Rainbow began, her rosy eyes twinkling with planned mischief, "Lero made something he calls ratatouille, which is a vegetable dish from his home. He's getting quite good with these vegetarian dishes, so we should be in for a treat." From the kitchen, both mares heard a distracted, "Almost ready." as the human finished preparing their meal.

"Mmmm sounds tasty, what about after dinner?" the purple mare asked, "anything fun planned for that?"

"Well..." she started again, eyes still alight with knowledge of what her friend was looking for, "Berry gave me a terrific bottle of dandelion wine as thanks for putting out that little fire that Pinchy accidentally started when she was learning to control her magic. So I thought we'd all have a couple of glasses of that after dinner." Twilight simply gave the teasing pegasus an exasperated look until she continued on, "After the wine..." the pegasus put an extra emphasis on this pause, shooting Twilight a sultry look that was good enough to make the other mare blush, "It will probably be time for you to go home to the library and for Lero and me to curl up and go to bed." The pegasus finished with a straight face, until Lero's hand came slapping down on her flank right as Twilight stretched up to bite at her ear. "Ow! oh I see ganging up on me now huh?" The pegasus' smile was nearly a mile wide having pulled off a magnificent prank.

Lero placed a plate, laden with delicious-smelling chopped vegetables, in front of both of the mares before sitting down with his own plate. "After the wine, we would be more than happy if you would stay the night with us tonight Twilight." At these words the unicorn grew so obviously happy that she seemed to light up the room, and a few moments later the couple noticed that she truly was glowing so brightly that she lit the room. Wow, it's easy to forget just how powerful of a unicorn she truly is they thought in unison, each shooting the other a smile at the display of unrestrained glee from Twilight.

The trio quickly tucked into their meals, the two mares complementing Lero on his culinary skill. “This is very tasty Lero. The vegetables are so tender and juicy, with the spices accentuating everything just right.” praised Twilight before relishing the taste of another bite.

“Mhhmm, it’s really good.” mumbled Dash, her compliment slightly muffled by the big mouthful that she tried to speak around.

“Thank you girls, I’m finally getting down most of the analogues to the spices that I’m used to, so I’m able to make quite a few meals that are close to what I remember.” said the human, beaming at the compliments as the group all enjoyed the dinner.

Very little else was said, the sounds of silverware and enjoyment filled the cozy room while they ate, until everyone had finished and sighs of full contentment were heard all around. Lero had just begun to get up to clear away the dishes when they were all wrapped in a magical aura and preceded Twilight into the kitchen, “Stay there and relax, I’ll take care of these.”

Lero moved to the hearth, lighting it against the night’s chill before seating himself on the couch next to Rainbow. “You all ready for tonight big guy?” the pegasus asked as she pushed herself up with her forelegs, resting against Lero’s shoulder, and draping a wing across his back.

“So long as I’ve got you with me Rainbow, I’m ready for anything.”

Oh geez, how sweet can a stallion be? Rainbow blushed at the unexpected compliment before leaning into a slow kiss, their lips meeting and that familiar feeling of butterflies fluttered through her frame I hope I never lose this feeling. The pair continued the languorous kiss until the pegasus’ ears twitched to the soft sound of glass clinking and she looked over to see a smiling and heavily blushing Twilight, wine and glasses held aloft, as she stood and watched the tender moment.

The two of them are so wonderful together. I hope that soon the three of us will all be that close. Tonight Twilight, tonight you’ll all be together, all you have to do is not panic A beckoning hoof from Dash snapped Twilight out of her distracted thoughts and she trotted over to the entwined couple. After giving Lero a light kiss of her own she tenderly nuzzled into Dash’s cheek, receiving an enthusiastic return of her affections Was that a little more than normal? Does that mean she wants me in the herd as much as I want to be a part of it? gasp Does that mean she wants to be with me too? Quiet brain! She doesn’t like mares like that, so don’t get your hopes up. That was a lick, I distinctly felt her lick my cheek! I said quiet, now settle down while I enhance the effects of the inhibitory neurotransmitter GABA while simultaneously weakening the excitatory neurotransmitter glutamine. Three glasses of wine floated to their recipients as Twilight mounted the couch, keeping just a little distance from Lero, but inching one hoof forward until it brushed against his hand, a smile coming to her lips as his fingers wrapped themselves around the limb, stroking slowly along her coat.

The trio sighed in contented pleasure as they all took their first sip of wine, relaxing in their closeness and basking in the warm glow of the fire burning away in the hearth. Light conversation blazed away as well as they sipped and discussed their week together. Rainbow began to tell them about the new trick she was mastering, Lero nodding along eyes half closed as he envisioned the trick, while Twilight made some insightful comments on the airflow and lift required to pull it off The egghead has really been studying, or maybe some of my awesome flight skills are just rubbing off. Lero and Twilight would sometimes move off on a tangent that left Rainbow feeling lost, but she was starting to understand more of their conversations than normal. Hehe, maybe some of the egghead is rubbing off on me too. I’ve got egg on the brain. she thought, with a little giddy giggle.

Rainbow sloshed around the last of the wine in the bottle, deciding that there was just enough for one last drink for each of them, she divided the wine between their glasses. Lero picked his up as he said, “A toast, to the friendships we’ve made and the time we’ve shared; may they enrich us and grow ever stronger in the times to come.” Three glasses were raised before they all consumed the last of the wine. Sitting close together they all drank in the peace of the night as well, the crackle of the fire and soft breaths were the only sounds as Lero placed an arm over each mare, sighing as they pressed closer into his sides.

The three sat there together for long moments, just enjoying the feelings of closeness, until Rainbow’s hoof came up to rest along Lero’s jaw, lightly turning his head to meet her lips. The two pressed together, his arm pressing her body closer as their kiss broke and started again. A little sigh brought their attention back to Twilight, her head resting on the human’s chest, with a dreamy smile plastered across her blushing muzzle as she watched the lovers kiss.

“I think it’s time for Twilight to get a little attention too,” Dash whispered into his ear, “Don’t be nervous, I’m right here with you. Don’t forget to let her make the first move.” Alright, no more mess-ups, no more prancing around the subject. It’s time to bring Twilight fully into our herd. She placed kisses along his jawline as he turned to Twilight.

Twilight looked into Lero’s eyes, noting a hint of uncertainty that surely matched the same in hers. This is it Twilight, this is the moment you’ve been preparing for, studying for, longing for. Just remember this is just like a test, you’ve studied, you’re well-rested, you haven’t forgotten anything. Just make the right moves and he’ll give you the right responses. Just like a test, question and answer, move and countermove. Oh Celestia, I’m taking too long; this pause is getting awkward. Kiss Him. Wait, that wasn’t me that was... “Rainbow?” Twilight hadn’t noticed the pegasus shifting herself over, now with her side pressed against Twilight’s she again whispered right into her nervously twitching ear, “Relax and just kiss him.”

Twilight inched closer, watching Lero, seeing the care and acceptance in his eyes, his open smile with those exhilirating teeth. the distance between them closed, Twilight balancing high on her front hooves, their lips getting infinitesimally closer My lips approaching his, ready to finally do this.

This is taking too long, she’s stalling again. Rainbow thought in exasperation, suddenly pulling Twilight’s front hooves out from under her, the unicorn pitched forward with a surprised ‘meep’, her limbs flailing, trying to find purchase, and they did, right around Lero’s neck.

The unicorn clung tightly to his neck Oh thank Celestia, that could have been embarrassing if I’d fallen She felt soft movement against her lips and froze for a second as the realization kicked in I did it! Oh yes yes yes yes yes! she pulled herself closer as the kiss deepened, a smug looking Dash right there beside her.

Dash moved closer, resting her side against them both as they kissed. Dash stretched her head up to speak lightly into Lero’s ear, “That’s right baby, I’m right here with you, and I’ll be here the whole time.” She lightly kissed his ear, letting her breath trickle out along the back of his neck.

Twilight could feel his fingers running down her spine, they slowly traced the muscles as she melted into him. She nuzzled into his neck, waiting for him to do the same. What’s wrong? He’s not nuzzling me back... why isn’t he nuzzling me back? Oh no, did I move too fast? But, but those... fingers... they’re still moving along my back and they feel so good. Am I just moving too fast for him? I don’t want to pressure him, maybe I should back off a bit.

Lero felt Twilight tense up in his arms, her movements becoming unsure again. His mind raced as he tried to think of a way to calm the unicorn. “Hey Twilight, are the stories I’ve heard about unicorn horns true? I’ve heard a lot of secondhand jokes from Rainbow about them.”

“What?! Hey, I just hear them from Rarity, it’s not like I ask her to tell me them. She... she just likes to make me blush.” That same blush was now in evidence all across her face and chest and the pegasus could no longer meet their eyes.

The unexpected question, and sudden outburst, startled Twilight out of her spiralling uncertainty. “Well, I have a fairly good idea what you’ve probably heard, since the same jokes and rumors always circulate, and like many rumors and tales, they’re neither completely false nor completely true.” The violet unicorn was back in her element again. Lecturing was a bit of a specialty, and this was a common enough subject of discourse and she was intimately familiar with the subject matter.

“Unicorn horns are mostly made up of bone, fused permanently with the skull, the bone is covered by a thin layer of skin and a felt like coat. Touch it and feel.” She put her head down allowing Lero easy access to her horn.

“Are you sure?” he uncertainly asked. After a slight nod of her head, Lero hesitantly reached out and pulled his fingers across her horn. “So I take it then that the rumors of horns being an erogenous zone similar to a penis are just that then... rumors?”

“Unicorn horns were used by our ancestors as a defensive weapon and in dominance displays. It wouldn’t have been very good to have them be that sensitive if unicorns were cracking them together as hard as they could.” Twilight giggled a bit at the thought of two unicorns charging each other, their horns meeting with a loud crack, and then both parties falling over as if they’d been kicked right in the groin. “Once again though, there are grains of truth in the rumor.”

“When a unicorn is channeling magic for a spell,” Twilights horn lit with magic as she continued on, “we can feel the magic in ourselves and everything around us. This extra sense, is what allows unicorns to control their magic rather than having it expressed without control like pegasi and earth ponies. While channeling, our horns become extremely sensitive to touch, and this is where tales of extra sensitive horns stem from.”

“Oh yeah,” Rainbow perked up as she exclaimed, “that’s one of the only ways to reliably take out a disciple of the Still Way.” Excited at the chance to showcase her knowledge in a subject that Twi was lecturing on, she gave the air in front of her an expert chop strike. “One quick hit to the horn while they’re trying to cast, and they’re out like Sleeping Beauty.”

“Wait, who?” asked Lero, a bemused grin touching up the corners of his lips.

“Sleeping Beauty, she’s a famous model. Her special talent is always getting her beauty sleep, and she can’t be woken up.” Dash gave him an odd look when he stifled a laugh, “What? Is this another one of those weird coincidence things again?”

“A little bit, remind me tell you the story another time.” They both turned back to Twilight waiting for her to continue.

Twilight nodded, elated that her lecture was spawning secondary discussions, before continuing on, “Because of this ability to feel the essence of our surroundings, unicorns also have the ability to do... this.” Twilight’s horn faded and then glowed with a soft purple light that was an exact match for the color of her eyes. “Now, touch my horn again... softly please.”

Lero reached out his hand, once again stroking his fingers along the unicorn’s horn, but this time... he felt... nervous, excited, a desire to explain high level thaumaturgical theory concerning the formulation and early use of the empathy link, and an incredibly arousing feeling as his fingers lightly brushed up his horn to the very tip. “Woah...” He brushed his fingers back down, luxuriating in the feeling as they went across his spiral fluting. He felt a deep affection for himself and Rainbow, questions of if it might be love, or if he even knew what love would be like when he felt it, and thrumming beneath it all, an aching desire building inside. As his fingers released his horn, the connection broke.

“That... was an empathy link.” Her eyes wouldn’t focus completely, and she couldn’t seem to get her breath back. I felt him, his feelings, his desires... oh his desires. Well, I certainly don’t have to worry if he wants me now Twilight’s eyes were half-lidded as she tried to continue on, “The link allows two ponies to feel what the other is feeling. You get... tactile responses, emotions,” she looked between Lero and Dash, and her voice became huskier, “desires...” Her thighs wouldn’t stop clenching together, and she couldn’t take it anymore as she launched herself bodily at Lero, tumbling them both down onto the soft cushions of the couch. She hungrily pressed her lips to his, this time having no doubt about the very enthusiastic response, when his arms went around her body trying to feel every inch of her coat.

Rainbow pumped her hoof in the air and cheered out, “Way to go, Twi! I didn’t know you had that in ya.” She certainly didn’t know exactly what had prompted the unicorn to make such a bold move, but she also wasn’t going to complain that things were finally moving along like they were supposed to. Rainbow stood up, moving towards the passionate pair, she gave Twilight’s neck a long, deep nuzzle, smiling as she heard an extra, pleased moan come from the purple unicorn. Dash moved down next to Lero, whispering into his ear, her voice thick with emotion, “I love you so much big guy. What you’re doing right now, you’re making us both feel so wonderful.” She placed a kiss and a little soft nibble just below his ear, getting the tiny, pleased shiver that she expected. Rainbow looked at them both, pushing against each other with such passion, both eager to please the other, and her body was filled with love for the both of them. Deep and full, it felt like it would break her and come spilling out as she watched the stallion she loved and the mare that had come to mean almost as much. Pride moved in to nestle inside while she thought about how she had helped to spread that love to her unicorn friend, sharing the gift she’d found in Lero’s heart. The human’s left hand dropped open on the couch next to Rainbow and she quickly moved to it, placing a couple of loving licks against his palm before she nuzzled her head into Lero’s hand. She pushed hard against it trying to put all of the emotion she felt into that one simple gesture, and feeling it returned to her by his fingers, caressing her cheek.

Time stretched on between the three of them until finally Twilight and Lero broke apart, each panting and flushed, as they regained their breath and their senses. “W-Wow...”, Twilight stuttered out, her blush showing intensely through her coat as she panted, her limbs lightly shaking in the wake of their embrace. “That was... exhilirating.” Twilight’s back legs clenched and released, trying to find an outlet for the feelings now smoldering inside of her, and somehow she still managed to look embarrassed, bringing a grin to Rainbow’s face, as she asked, “Is it always that intense each time? That was just like in the novels I’ve read.” A smile crept over Twilight’s face as her eyes glazed over a bit, “I think we may need more data points to be sure.”

Dash broke into fits of laughter from the cheesy line and the almost predatory look on Twilight’s face. “Kissing is great and all, Twi, but next comes something even more fun.”, after waiting for the expected confusion on Twilight’s face and the dramatic tension to rise, Dash continued, “Now we undress him. It’s like opening a present on your birthday, but you get to do it every time you’re feelin sexy.”

“Alright, but I don’t really see why this is supposed to be fun,” Twilight’s horn lit up as her magic began to pull Lero’s shirt over his head, but a quick flick of Rainbow’s tail broke the spell almost immediately. “OW Dash, we just talked about how much that smarts.” Twilight pouted as she rubbed at her forehead.

“Well of course it’s no fun if you just use your magic.” Rainbow tsked, finally reveling in being able to teach Twilight something. “It’s tons more fun to use your hooves and your mouth to get his clothes off.” Noticing the sad look on Twilight’s face as she continued to slightly wince and rub at her horn, Rainbow realized she may have accidentally put just a touch more power into the flick than she intended and moved to comfort her friend, nuzzling Twilight’s neck before planting a little kiss at the base of her horn. “Heh, sorry Twi, but let me show you how much more fun it is this way.”

Rainbow nudged Twilight over to Lero and the three shared a quiet embrace before Rainbow began to show Twi just how fun getting Lero undressed could be. With the two mares occasionally getting in each other’s way, it ended up taking considerably longer than usual, but that made it even more fun than usual, in whole new ways. There was certainly more giggling and stolen kisses with Twilight in the mix. A few times Twilight would catch Dash unaware with a kiss; every time she’d get flustered but by the end her grin felt like it would split her mouth from the intense happiness that it nurtured inside.

Once Lero was finally completely naked, all three of them were quite aroused from the endeavor. Heavy breaths and heartbeats filled the close space between the trio while they all looked at each other, waiting for somepony else to make the first move. Oh horsefeathers, they’re both gonna get nervous again if I don’t move this along. Dash looked between her two lovers, gauging which of them would need the right push, and where to apply the pressure. Dash leaned her head into Twilight, letting her neck brush lightly against the other mare’s before she whispered into her ear, “Doesn’t Lero look great like that? He’s so sexy without a single thing covering his body. He wants you too, just look at the big lug. See his eyes just drinking us in, and look at how hard we make him. An check out his nipples, they’re more sensitive than he lets on, but I know he likes it when you give em a little lick.”

Dash’s husky voice seemed to fill Twilight’s head completely, each syllable rolling in and traveling as a jolt of sensation down the unicorn’s spine, causing her tail to twitch to the side, wafting the scent of her arousal into the air. Twilight’s body gave an appetizing shudder when Dash finished whispering, and unable to shut off her brain even when it was fogged this deeply in arousal Twilight breathily murmured, “I-I was never sure if you were trying to prank me by telling me he had those.”

A laugh began in Rainbow’s gut but she quickly fought it down. That’s right, best prankster ever. Rainbow’s breath rolled hotly across Twilight’s ear and Dash spent a moment just watching it twitch at every sensation. Celestia, she’s cute looking like this, just ready to tip over the edge and let her body do what it’s screaming at her to do. Can’t get caught up like that right now. Dash felt her own body demanding that she satisfy its cravings as soon and as passionately as possible, and with monumental effort she fought it down. This is about Twilight and Lero, I can’t be selfish right now, I’ve gotta make this the best night for both of em. A vision of the three of them writhing together in ecstasy flashed into her mind, temporarily stopping all other thought. No, this is for them, not me. Jeez brain, I’m not even into mares like that... Knowing that Twilight just needed one more itty bitty push, Dash let her lips caress Twilight’s ear as she encouraged her, “You can take the lead if you want, the big guy won’t mind, he’s not like other stallions that get pissy when they’re not in charge. He likes it when a mare knows what she wants and takes it from him.” Rainbow watched the little lavender unicorn fight with her nervousness for a second more before just tipping her over the edge, “Or.. he can take you. He’s very good at it and he will make you cum again and again until even you can’t think anymore.” Rainbow punctuated this with a quick nip on Twilight’s eagerly twitching tip.

Twilight’s nerves were finally unable to hold back the demands from the rest of her body, and her eyes became heavily lidded as she shot a sultry gaze over to Lero, who had been watching the exchange with growing anticipation. Twilight stalked across the few feet between them exaggerating each movement just like she’d practiced. Each hoof came slowly down in front of the other and her shoulders and hips swayed and rolled showing off the unicorn’s beautiful form. Every eye was glued to her body as she approached Lero, a well timed twitch of her tail threw it over Rainbow’s crest making the pegasus catch her breath as the pheromone laden hair tickled its way over her sensitive withers. Twilight took her time getting in front of Lero, giggling happily after seeing how much of an effect she had on both of her herdmates. She placed a hoof gently against Lero’s chest, letting it play across his flesh and steadying herself as she leaned her head down to flick her tongue over the raised taut skin of his nipple, satisfying her curiosity when Lero took in a sharp breath, he let the unicorn experiment as much as she wanted as he leaned back on his elbows. Twilight kept running her hooves along the titillating expanses of flesh that Lero usually kept hidden behind his clothes, noting in her memory every lick and touch, how it felt, and what reactions it created.

Dash moved slowly, her eyes closed, and her mind steeped in arousal as she followed the musky scents of arousal, hearing the giggles, gasps, licks, and moans of ponies in pleasure, doing what their bodies were made to do and having a lot of fun doing it. As she moved past Twilight’s flank, Dash placed a quick nip on her cutie mark eliciting an adorkable little shriek that flowed into a lustful moan. Dash pressed herself close to the pair, feeling them move and shift against the feathers of her wing, as she inched closer to Lero’s face. A knowing smirk graced her features as she spoke, “Enjoying yourself there, big guy?”

Lero’s eyes met hers and she could read them like the newest Daring Do book. She could see the lust, the burning desire, as well as the gentle love that he felt for her and the burgeoning feelings that were held for Twilight as well. He hid it well, but she could also see just a tinge of uncertainty in the situation. Insight flashed within her mind, He’s still not completely comfortable with the idea of another mare, but he doesn’t want to show it in front of Twi. Dash leaned her head in to place a gentle kiss on his lips and she calmed him with a whisper, “I’m right here with you, love. And I’m gonna be here with you the whole time.” Dash felt Lero’s fingers grab hold of her mane as he brought their lips together again in a passionate kiss. All of the things that needed to be said, but couldn’t be contained in words, were held in that kiss as their lips met again and again and their tongues danced. Both of them relaxed into the kiss, feeling the slow and steady building of passion that they were so familiar with by now.

Dash felt teeth nibbling on her ear and moaned into the kiss, a loud ruffle accompanying the expansion of her wings as the pleasure filled her mind. Luna’s moon, that feels incredible. I’ve never had two ponies paying attention to me like this, it feels... heavenly. But why is Twi doin that? She knows I don’t like mares in that way... but then why do I like this so much? Why do I suddenly want to turn and take her lips with mine? Aw hay, may as well enjoy it.

Dash turned her head, pulling her ear free of Twilight’s grip. The unicorn pulled back and Dash saw the mix of desire and uncertainty play across Twilight’s expression, she looked frightened that she may have taken things too far too quickly. Before Twi could even begin to stammer out an apology, She’d look so cute blushing and stammering like that but I don’t want to put her through it, Dash pushed herself up, quickly trapping those beautiful lips with her own. Startled by the bold move, Twilight squeaked in a near perfect imitation of Fluttershy before she realized what was happening and just melted into the kiss. She felt like putty in Dash’s hooves only able to respond in moans as Rainbow’s tongue pressed against her lips, parting them and teasing her tongue to join in the play. Twilight’s front hooves buckled and she slumped down on Lero’s chest as Dash’s legs wrapped around her neck, burying themselves in her dark mane, the kiss deepening and rushing them both along in its wake.

Both mares could feel the press of the other’s chest, and the rising and falling of Lero’s with each breath, however even the feel of his hands running along their coats, exciting all of their nerves with his teasing caress, was secondary to the press of lip against lip, and the play of tongues as they explored. Rainbow couldn’t tell how long the kiss lasted, and she didn’t care. When they finally separated, panting and flushed, a single strand of saliva connected their wet lips as the mares looked into their partner’s eyes, rose met violet and they could feel the synchronous thump-thump of all three of their hearts. Dash pulled back a bit, disheveled and just a bit uneasy about what had happened as she stumbled over her words, “I y’know... um... I still don’t think of mares li-like that... I’m still bent y’know... but that kiss... was hot”

“I think so too.” chorused Lero, looking at the pair with a proud grin. With that, the spell of the moment was broken and peals of laughter erupted from all three as they came down from their high and caught their breath.

Dash jumped up, flexing her wings as they relaxed a bit. “So, how about we move this party to somewhere a bit more comfortable for the next part, y’know like a bed.” Dash tossed a suggestive eye waggle to her stallion and mare as she moved with energy that seemed to pour off of her in waves as she urged the two into movement. Dash grasped Lero’s fingers in her mouth, playing with the flexible digits as she pulled the trio towards the bedroom. Twilight murmured happily in a near daze as Lero grasped and gave little tugs on her mane as they walked.

When they reached the bedroom, Dash leaped up, flapping her slightly stiffened wings once before alighting on the fluffy bedspread in a perfect landing, only to look back and see that nopony had been watching it.

Twilight was looking up at Lero, her eyes still partly glazed as she asked, “Mmmm, did Dash teach you about that?”

The question floated around for a moment before Lero responded, “What’s that?” Lero was the ideal man of wit and reason, and not, at that moment, a bundled up mess of hormones and desire.

Twilight almost purred like a kitten as she stretched into Lero’s still grasping fingers. “What you’re doing right now... with your... fingers.” Twilight moaned out again, her flanks clenching and releasing in time with the pulls, “That is right where a stallion pulls with his teeth... when he’s mounting a mare.”

Lero’s grasp slowed as the words finally breached the walls that had gone up around his mind. He blushed, it easily showing across his neck and chest, as he remembered the particular wrestling session when he and Dash had discovered, completely by accident, that pulling her mane right there was an extreme turn on. Since then, distractedly pulling there during foreplay and sex had apparently become a nearly automatic response he realized as his fingers continued to grasp at Twilight’s dark and flowing mane. “Oh, I didn’t know that was the reason, nor did Dash, we just kind of discovered it on our own.” Lero’s other hand sheepishly grasped along the back of his neck as he revealed this.

“Dash,” gasped a nearly scandalized sounding Twilight before she gasped again for a completely different reason, “do you mean that you never did any studying about pony sexuality?” The unicorn arched her neck up into Lero’s grasp, asking without words for him to pull harder, and melting when her request was granted.

Dash looked incredibly embarrassed, enough that Lero moved quickly to sit on the edge of the bed to comfort her. His free hand cupped Dash’s chin as he brought her head up, looking with love and adoration at the first mare he’d ever loved with such passion. “We’ve enjoyed finding out about pony sexuality together,” Lero spoke with care and conviction as he watched the uncertainty disappear from Rainbow’s eyes, finding an identical look of love and admiration that took its place. “It’s a slower process than studying, but I’d have to say, most of the time it’s been far more enjoyable than a clinical text.”

Twilight realized that her words had unintentinally cut Rainbow Dash, and felt instantly sorry for her unthinking outburst. “I’m so sorry Dash, I didn’t mean it like that... I-I just thought everypony took courses in school.” her voice drifted off uncertain how to mend the situation. “I... I did a lot of studying to prepare for this too.”

A wry chuckle floated down to the abashed mare accompanied by, “You would study up for something like this, egghead.” Dash’s smile was evident in the comeback and let Twilight know that no lasting harm had been done.

“Hey, don’t you knock studying. You’d be surprised by some of the tips you can learn in an issue of Cosmare, or the even more helpful 101 Bedroom Tricks to Surprise your Special Somepony Twilight grinned trying to mimic Dash’s suggesting eyebrow waggle as she licked her lips.

Dash couldn’t stop laughing at the face that Twilight had made, her inexperience turning the cheeky and suggestive look into something absurd, but the point still came across. Dash controlled herself and looked at Twilight who by this point had decided to try a look that she knew she could pull off, and the half lidded eyes and just barely visible teeth framed by full wet lips pulled up in a suggestive smile, spoke volumes about what she wanted to do at that moment.

Rainbow’s jaw dropped open, Woah, that is sexy. Stop it, you’re not into mares... right? Even her own thoughts seemed to doubt her conviction, which worried her but she pushed on through it. The stunned pegasus closed her mouth and tried to look as if she hadn’t been effected, but her voice cracking gave it away when she said, “Well, maybe studying isn’t a-all bad... maybe you c-could show me some of it sometime.” Rainbow cleared her suddenly tight throat before continuing on, “Anyway, this night isn’t about me. It’s about you and Lero. So how do ya wanna start out? Oooh you could try it Dolphin Style, Lero loves that one and we do it all the time.”

Twilight’s face blushed profusely as she looked down muttering into the carpet, “I don’t know if I can do it like that, face to face while I’m on my back... that’s so... k-kinky” her voice shook with uncertainty as she asked, “Can we just start out.... um normal, with him mounting me... at least for the first time.”

“Well, with the size differences an all, that can be a bit tricky but we found a great way to do it, but it feels a bit weird for the mare until he gets behind you and grabs you...” Dash drifted off for a moment reliving a pleasant memory or two before coming back to the present, “after all, every mare loves to feel their stallion over the top of em... every once in awhile... his body weighing you down... pressing you into the covers as he pounds into you... making you scream his name as you...” Dash coughed, realizing she’d started rambling, “Where was I? oh right, we found a way that works for it, but it can take a bit of getting used to at the start, but once it’s going... um yeah...”

Dash patted the edge of the bed, as she instructed Twilight, “Alright, get your front legs up here.”

The bed was considerably higher than a regular pony bed, but not so high that it would be terribly difficult to get up, it would just require a bit of a jump or, as Twilight thought, perhaps a helping hand from Lero. Twilight was easily able to get her front legs onto the bed, pushing forward until her shoulders met the edge. She tried to climb up, but her back legs were unable to find any purchase on the side of the bed and simply kicked ineffectually against it.

Suddenly Twilight felt Lero’s strong hands against her flanks and felt him move behind her. Her body froze, nervous and excited, she felt her muscles tighten and her entire body was like a charged crystal just waiting to be activated. She felt his hands roam slowly over her cutie marks, feeling them caress the front of her thighs as they snaked around her body. Twilight let out a little whimper of pleasure as his fingers grazed the top of her mound shooting a little spark of pleasure up her spine. Suddenly his hands grasped her thighs and she was lifted up and pushed forward on the bed until her back legs dangled straight along the side of the bed. Her legs were flush with the side of the bed and she couldn’t move them at all. For a second she panicked, feeling like she was falling back, but Dash was right there grabbing her front hooves and stroking along her legs.

“It’s okay Twi, don’t panic, just relax. I got you. It’s about to get real good.” Dash soothed the panic from the front of Twi’s mind but a kernel of doubt remained. “Twi,” Dash waited for the unicorn’s eyes to open and meet hers before continuing, “run some magic through your horn.”

“B-but you said you didn’t -” Twilight was stopped mid-sentence as Dash stroked her mane with a hoof, holding her tightly.

“Shh, don’t worry about that, relax and enjoy this.” Dash placed a kiss on Twilight’s forehead right at the base of her horn, giving a little smile as the horn in front of her began to glow with a deep red color. The magic wasn’t really being put to use, just channeled through Twilight’s horn, causing a basic warmth and calming effect around her as the magic filled her and pulsed to her horn looking for an outlet.

Rainbow wasn’t sure about her sexuality right now, but she was absolutely certain that her friend needed her right now, and nothing was going to keep Dash from being there for her. It’s not really different from Lero’s, so this should be pretty easy. Dash licked her lips and placed a slow kiss at the base of Twilight’s horn, and she was rewarded with a low moan from the willing unicorn. Gosh, Twi must be really sensitive if just that much is getting to her, but at least she’s calm now. Dash nodded to Lero, who had been waiting patiently behind Twilight, letting him know that the unicorn was ready.

Twilight moaned out with each touch of Dash’s lips. A lot of ponies didn’t engage in hornplay at all, but Dash seemed to be a natural at it, placing soft kisses and caressing licks all along its length. Just as Dash was tracing the fluting with her tongue, Twilight felt Lero’s questing fingers massage into her flanks and prayed to Luna that she could stretch out this night and never let this end.

She felt those wonderful fingers trace their way between her thighs as Lero gently ran them across her wet slit. Twilight had never felt anything like that, it was so different from a hoof that the two couldn't even be properly compared. She moaned into the soft cover of the bed, which apparently was the signal for Dash to wrap her lips around the end of Twilight’s horn, and Twilight’s rational thought left the premises, putting up the “closed” sign on Twilight’s forebrain, and deciding that right now would be a great time for a vacation.

Lero’s fingers pushed their way into Twilight’s entrance, sinking easily into her warmth as her muscles contracted and pulled on Lero’s fingers, coaxing them deeper as Twilight’s moans grew into screams of ecstasy. His fingers curled around, pressing into the walls of Twilight’s vagina, moving along until he heard a change in her pitch, or felt a strong contraction of her muscles, and he’d pay a little more attention to that spot, pushing in another digit and feeling Twilight squirm in his grasp. Lero knew the cute little unicorn couldn’t take much more and decided to push her over the edge for the first time of the night. Lero’s fingers curled in to press against one of Twilight’s most sensitive spots that he’d found, just as he wrapped his lips around her clitoris. Lero felt Twilight’s muscles contract like a coiled spring but all she was able to get out was a weak, “I’mmm cuuuu--” before everything inside of her tightened and pleasure swept her away.

Dash moved off of the horn just as the pressure released, spewing light of every shade in a powerful fountain. Dash and Lero were mesmerized by the light show. It was like watching the most intense firework display you’ve ever seen from only a couple of feet away. Some of the magical expulsion coated Dash and it seemed to just melt into her coat, leaving a warm patch everywhere it touched.

Twilight’s orgasm wracked her body for long seconds before it began to ebb, the last of the magical ejaculate ran down the spiral fluting of her horn leaving a bright trail against her lavender coat, and her excitement left a rivulet running down the back of her legs. It was a minute before she could do anything more than pant as her body tried to grasp something that wasn’t there, shudders coursing through her body left echoes of the intense pleasure she’d just experienced. When she finally got her breath back she looked up to see Dash wearing a huge grin on her face like she’d just finished first in another race.

“So, Sparkle, I’m gonna take that as evidence that I am in fact the best lover in Equestria.” Dash grinned, raising her hooves in mock victory before a sailing pillow knocked her off balance, causing her to tip over onto the bed.

“How about a little credit for your teammates, huh?” Lero said with a wry tinge to his voice letting Dash know it was just a game.

Dash appeared to think for a moment before saying, “You’re right. Thank you tongue, thank you hooves, thank you beautiful wings, without the great work you all did I could never be named the greatest love-- Wah” Dash had to dodge another speeding pillow and foolishly took the time to close her eyes and stick her tongue out as she gloated. She never saw it coming as Lero tackled her, the pair wrestling around on the large bed as Twilight just tried to stay out of the crossfire and recover, the night was barely begun, and this certainly would only be the first mind blowing orgasm of the evening.

The wrestling match went on for awhile with no clear victor, but lots of tussling, tickling, kissing, and pleasured moans while the pair rolled across the bed, piling up blankets and pillows as they moved. Finally it culminated in Dash pinning Lero’s shoulders down on the bed, her hips trapping his own, and her back legs locking up his knees so he couldn’t gather the leverage to throw her off. Dash ground her hips into Lero’s, exceptionally aware of how hard he was as it pressed between the lips of her marehood. “Say it.” she growled out in a tone filled with barely suppressed lust. Lero merely shook his head, keeping his lips tightly closed. Rainbow shifted her hips again increasing the pressure against Lero as his rod slid along her slick petals pulling a moan from his lips as Rainbow bent over him again, kissing him and shifting her hips back and forth a few more times. As the kiss ended, she growled out again, naked lust filling each sound, “Say it.”

Lero moaned, no longer able to take the teasing, “You’re the greatest lover in Equestria Dash.”

She gave one more pump of her hips, relishing the feel of Lero pushing at her entrance without going in, a sweet torture that she knew would just heighten the intensity of her first orgasm once she reached it tonight. However, tonight wasn’t for her so she reluctantly released Lero from her grasp, watching as his erection bobbed with every heartbeat and movement, seeing it glisten with her juices. It took everything inside of her not to pounce back on top of him and ride him to their inevitable climax. Instead she gave him a swat on the flank as he tumbled out of bed. “That present isn’t for me tonight, there’s somepony else that’s been patiently waiting to get it” Dash looked over to Twilight giving her a little shake of the flank to tease her. “I know you were watching us, I could feel your eyes almost poking holes in our flanks. Were you enjoying it?” her voice was so full of sing-song enjoyment that Lero had to quickly stifle a laugh.

Twilight had indeed been watching them the entire time, and while her body had recovered, her arousal never abated. Even now she could feel the sign of her arousal trickling steadily down her leg, as she blushed and nodded. Twilight gasped as she felt Lero grasp her tail suddenly, giving it a light tug. She moaned knowing it wouldn’t be long now. She could feel Lero wrapping her tail around his hand and moving it to the side, gripping her flank. Twilight whimpered in anticipation, feeling his fingers dig into her flank and pull himself tight with her plot. She could feel him rubbing against her lips and she knew, this was it, the primal feeling of a stallion ready and primed to take his mare, to rut her and fill her with his seed. A passion and a need so deep that it went back beyond any known history. She felt her body winking, trying to pull in that cock that she knew was just at her wanting entrance. Twilight shook out her mane, giving Lero a sight as the lustrous strands were splayed out on the bed in front of him.

Lero pulled back from Twilight, feeling her try to push her hips back with him, but he held her against the bed, feeling her flank quiver against his palm. She was more than ready and he lined himself up with her lips, pressing the tip of his penis in, teasing the mare beneath him as she mewled like a kitten. She tried to force her hips back, to plunge herself onto his shaft, but she couldn't move an inch in Lero's strong grip.

Lero looked up, seeing Dash lying back against a pile of pillows, her wings were spread grandly beneath her and her legs were tucked up close to her body, all but the one that was teasing her own nether lips, just waiting for him to plunge into her friend before she would start in earnest. She bit her lip, looking into his eyes and seeing the love and patience he held. He was waiting for her, even after all the assurances, and everything they had just done, he was giving her one last chance to stop if she wasn’t comfortable. Dash wanted this to continue, wanted it as much as anypony. She wanted to watch her stallion please one of her closest friends, to take the pleading mare to the same heights of ecstasy that he regularly brought Dash to. She nodded, watching Twilight’s face as her stallion finally penetrated her.

Lero sank slowly into Twilight’s gripping pussy, feeling her shake around him and pull him over and over until he was fully inside of her. Twilight let out a throaty moan as Lero bottomed out, feeling gloriously filled as he kept himself buried in her depths. Lero pulled out slowly feeling each inch of his dick slowly pull against her walls, feeling her lose control as she once again tried to force her hips back, to keep him in even a moment longer. Lero pressed her down into the bed, giving a slow pull on her tail as he pulled out until just the head of his cock remained inside. He could feel her entrance closing against his shaft, wrapping itself around him before he pushed back into her warm embrace.

Twilight was being driven to the edge of her mind by the agonizing slowness of Lero’s thrusts, teased almost to her breaking point as she hungered for him to pound himself into her, to reach her deepest places and stir up the most passionate sensations. “Rut me.” she moaned out as Lero once again pulled himself from her pussy, leaving an empty space inside that begged to be filled again. Still he proceeded with his slow rhythm, not changing his pace until Twilight screamed out, “RUT ME!” only to instantly feel Lero slam himself inside of her. Twilight almost came right away from the sudden thrust, but managed to hold on as Lero began to pump into her with the passion that she had been craving from the start. Her body welcomed the hard thrusts, trying to push back and meet each one, forcing him to push deeply in with each motion. Her mind began to fuzz over in carnal bliss as she looked to Dash, seeing the pegasus working over her pussy with a frenzy matched by Lero’s forceful rutting. Twilight caught her eyes, asking without words if Dash wanted to join in.

Rainbow’s hoof blurred over her pussy, trying to force the blunt instrument inside to meet the burning need that rubbing just wasn’t satiating. When she met Twilight’s gaze, watching her body shake with the force of Lero’s thrusts, seeing the look in her eyes, she knew. She knew what Twilight wanted, and she knew what her body wanted. In that look was the promise of pleasure for both of them, and in that moment, straight or bent just stopped mattering and Dash moved closer, offering her needy center to the lips and tongue of her closest friend.

Twilight wasted no time, pushing her muzzle between Dash’s legs and lapping eagerly at her dripping pussy. The taste was incredible, with a sweet overtone and hints of spice. Twilight pushed her tongue between Dash’s flushed lips, delving as deeply as she could go, as each thrust pressed her nose against Dash’s clit, earning cute little gasps with every press into that bundle of nerves. Rainbow was flowing freely into Twilight’s mouth, finally receiving the kind of attention she desired.

Rainbow looked down at Twilight, buried deep into her crevice, to see those beautiful violet eyes looking up at her with pleasure and desire. She grasped Twilight’s head pushing her harder into the open lips of her aching marehood. Twilight was doing an excellent job, and watching Lero fuck her as hard as he could was pushing Dash closer and closer to the edge, she knew it wouldn’t be long before she toppled over it. Watching Lero’s eyes as he took in the sight of Twilight pleasuring Dash was just the thing to push Dash into bliss. She screamed out her pleasure as her legs flexed around Twilight, keeping her pressed hard to her quivering flesh as the orgasm rolled over her. One orgasm was just the beginning for Dash, just an appetizer that made her hunger for the main course. Every press of Twilight’s nose brought another shake of pleasure through her, drawing her up to the heights of another orgasm. Twilight lapping up her juices as quickly as they would come out, started to send her almost immediately into her second orgasm. As she shook from the pleasure she saw Twilight’s horn light up as she touched it to Dash’s thigh.

Suddenly the pleasure she was experiencing seemed like nothing, she could feel herself being pleasured by Twilight, and she could feel herself doing the pleasing as well, it was like being in two places at once, yet feeling each separately. She could feel Lero slamming into her, feel the shock of each individual thrust as it wracked her frame, so similar to the feeling she knew intimately, yet distinct in its own way. She could feel another orgasm building but couldn’t tell if it was her own or Twilight’s, but she knew it didn’t matter, they were both feeling it and it was going to crash into them before long. The frenzied sex threw a haze over her eyes as she urged Lero on, asking him to fuck Twilight faster, to push them all over the edge. She told him to pull her mane, and squealed in delight as she felt him tug hard against it. He was pushing Twilight deep into the bed, rocking them all as he pushed, keeping his own orgasm at bay by sheer strength of will until he had satisfied his mares.

They all seemed to move as one, each pressing and retreating in tandem with the others. The pleasure drove them on in the desire to peak together, and it wasn’t far away. Twilight’s eager licking, and Lero’s primal rutting were becoming too much to bear and Rainbow felt her body tighten up, she knew it was coming, and every movement pushed it closer. Finally she screamed out, a primal thing that tore at her throat and let anypony within earshot know that inside they would find one incredibly satisfied mare. Her body shook with the intensity as the two mares experienced their orgasms together, the intense sensations quickly overwhelming them both as Twilight’s focus faded and the spell broke. The clenching of Twilight’s walls brought Lero off as well, as he emptied his essence into the unicorn. He kept himself inside as Twilight’s body greedily milked him of every last drop, and then when everything he had was spent, he fell onto the bed, pulling Twilight’s limp body up the rest of the way.

All three of them were spent, and they cuddled together, letting restless limbs roam over their companions, feeling the last vestiges of intense orgasm prickle at their nerves and enhance every touch, until sleep finally claimed them all.

Dash awoke in the middle of the night, she was tangled up with Lero and Twilight so intimately that she could never move without disturbing the two of them, and so Dash lay there awake with her thoughts. That was an incredible night, but what happened with Twilight? We’ve always been friends, very close friends, but I’ve never thought about her in a sexual way until she joined our herd, and I never even considered actually doing anything with her until tonight. Am I perhaps not as bent as I thought I was? Dash thought about some of the cute or sexy mares that she’d seen in the past; each one went into and out of her mind with barely a twitch, she could appreciate the beauty of them, but there was just no sexual attraction there. Then her mind fell to Twilight as she looked over at the sleeping mare, her head resting on Lero’s shoulder and both of them wrapped in Dash’s wing, and she felt her heart surge. There was the beginnings of love stirring within Dash’s chest, and an answering warmth between her legs. The thought of being sexual with Twilight no longer seemed odd, in fact she was looking forward to doing more. Dash may be bent for every other mare, but friendship and love would straighten her out for Twilight.

Dash snuggled back into Lero’s side, tightening the hold of her wing on the trio as she drifted back to sleep. They all had the morning off tomorrow, and if their earlier performance was any measure, this night wasn’t completely done yet. It’d be best if she got as much sleep as she could, so she’d be ready for her two lovers when they got up.