“Good afternoon darling. Sleep well?” Rarity greeted with a cheery smile as she walked up to the Pegasus and nuzzled her affectionately.

Scootaloo returned this show of affection with her own as she nuzzled the unicorn back. “As well as I could.” She replied truthfully.

Rarity's expression became concerned upon hearing this and placed a hoof on Scootaloo's shoulder as she looked at her. “Is something the matter darling?”

“No, nothing. I've just got a lot on my mind is all. After all, this is the first official date we'll ever have as a couple and I'm worried somepony might get suspicious.” The Pegasus replied and sighed. This statement was true with the exception of one key fact, Rainbow Dash was the mare she was worried may get wise to the situation.

Rarity's face flushed slightly at this remark and sighed herself only to smile a few moments later. “Now I know how Cheerilee felt when she was in public with Sweetie Belle. But if they can do this, so can we hmm?”

“Y-Yeah.” Scootaloo stuttered slightly in response to this.

Knowing what Rarity went through to be where she is now, a mare with a full understanding of why and how she can love a filly like me, it makes me feel all the more horrible for taking advantage of her that night...

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TWO MONTHS AND TWO WEEKS AGO...

A week had past since I had just let everything go and stopped caring about the results of my actions. The thought process was intoxicating, like the world had been lifted from my shoulders. I felt like I could do or say anything and not giving a flying horseshoe what the outcome was.

I was awoken in the middle of the night by the sound of cluttering and laughing. Curiously I went downstairs to check it out.

“Your drinking...again?” Scootaloo asked incredulously as she stared at the drunken unicorn filly whom simply smiled back at her.

“Oh come now darling, it's not that bad once you get used to the flavor.” Rarity replied followed by a giggle as she levitated the bottle to her mouth and took several gulps before she chucked it into the trash can near by.

“Right, well I'm going back to bed now, have fun drinking yourself stupid.” Scootaloo replied sourly as she began to walk back upstairs only to be halted by the unicorn.

Rarity right now was reminding me a lot of my mother at this point, a fact that despite my new non-caring attitude, did bug me a lot.

“Drinking myself...stupid?” Rarity asked slowly as though the words were slowly sinking in as she spoke them.

“Yeah, you've been getting yourself drunk practically every night for the last month. My mother would be proud.” Scootaloo replied sourly.

Okay, that was a slip of the lip, I never meant to compare her to my mother.

Upon hearing these words the unicorn's happy expression suddenly vanished and was replaced with a torrent of tears as she suddenly hugged the Pegasus tightly. “What's come over me?! I'm a wreck! Why, I’m no better than that drunken mare or that sick bastard I rescued you from!” Rarity exclaimed between sobs as she held the Pegasus tightly now.

“You're not like my mother or my father, you've just got a lot on your mind.” The Pegasus replied comfortingly as she ran her hoof along Rarity's back sensually.

The only time my care-free attitude took a backseat was for this short time I think.

“I can't help it though, I didn't know what else to turn to! I've been trying to figure out over and over how and why I'm so deeply in love with you and nothing makes sense! It's enough to drive me mad.” Rarity continued as she sobbed softly into Scootaloo's chest.

Love...if only it were that easy to explain it. I'm sure somepony would have already figured it out, created a way to replicate it, and slap it on a bottle for sale in the marketplace. Of course, having all our memories in tact would also be a plus...

“I'm sure there is some way to figure it out. You'll find a way.” Scootaloo replied reassuringly.

“Yes, yes there is.” Rarity replied thoughtfully, stood up, stumbled slightly, and did her best to give the most strait face she could possibly make. “I'm going to have sex with you Scootaloo.” Rarity stated candidly yet her tone of voice sounded as serious as it could possibly go despite sounding half drunken.

“Wait, what?! This again?” The Pegasus exasperated with an eye-rolling gesture.

Rarity however leaned in and locked lips with Scootaloo who began to protest at first but only at first.

Non-caring mode in three...two...one...

Scootaloo returned the kiss and began to make out with her lover right in the middle of Rarity's workstation as the heat of arousal mounted between the two fillies.

The two soon found themselves flat on the floor with Rarity on top of the Pegasus after she had lost her hoofing and fell forward but the two didn't miss a beat as Rarity's hoof slowly made it's way down the Pegasus's underside.

My inner desires to make love to Rarity took the forefront of my mind at this point. It was something I had longed for. To express my love for her in the most intimate of ways.

The Pegasus gave a sharp pleasurable moan as Rarity's hoof found it's mark and began to massage her moistening slit in an up and down fashion as the two continued to make out.

“Don't...mmph...stop.” Scootaloo managed to utter out between kisses and moans as Rarity's fluid strokes began to make slick squelching sounds with each stroke along the filly's mound as it grew wetter and wetter with each stroke.

Scootaloo's right hoof soon began to trail down Rarity's underside as her left one ran back and forth through the unicorn's mane haphazardly. As her hoof neared it's mark however, Rarity suddenly stopped stroking the filly and stood up.

Oh geez, she isn't having second thoughts is she?

Rarity than focused magic into her horn and a stream of magic shot forth to one of her workstation drawers, opened it, and levitated a fairly large object over to the two. “Do you know what this is sweetheart?” Rarity asked lustfully as she levitated just in front of the Pegasus's face.

It looked like a simple gemstone to me, but if I had a guess, she had another use for it.

“I made this a long time ago, it's something I used when I felt lonely. And now...” The unicorn replied purposely trailing off as she slowly slid the smooth cylinder shaped gemstone inside of Scootaloo's love tunnel causing the Pegasus to moan out. “We get to share it.” The unicorn continued as she adjusted herself and slid herself onto the object as well giving the Pegasus a clear view of her cunt as it stretched and wrapped itself around what was not inside her right now until both filly's vagina's “connected”.

I never was one to enjoy having anything closely resembling a cock inside me for obvious reasons, but this felt unbelievably pleasurable. I have to admit, if my bastard father hadn't scarred me for life, I would have most likely been strait, or at least bi after experiencing this.

“Dear Luna, this feels awesome!” The Scootaloo moaned out as Rarity began to glide herself up and down over the cylinder shaped object would caused it to move slightly back and forth inside the Pegasus whom moaned out.

“It's more fun if you thrust as well darling.” Rarity remarked after a few moments between moans.

Scootaloo timidly began to thrust as well though getting the timing and rhythm right was a bit hard for her at first which resulted in the gemstone sliding out of her with a soft and sloppy popping sound at which point Rarity guided it back inside her soaking well orange slit each time it popped out. Soon however, the filly caught on and began to mimic Rarity's motions.

If it felt pleasurable before, now it felt ten times more so as the Pegasus moaned out, put a hoof to her mouth, and bit down hard on it as if to find someway to vent the pent up screams she wanted to shout.

“Don't hold back, I want to hear you scream!” Rarity exclaimed with a mischievous grin as she used her magic to move the filly's hoof away from her mouth.

She wants screaming? Well she asked for it...

If Scootaloo could scream any louder in sheer ecstasy, the windows in Rarity's home would have shattered. Hearing the filly's screams of pleasure however seemed to rile the unicorn up as she began to thrust the object back and forth now at a much quicker pace than before. Each motion causing a loud squelching sound to emit from her cunt followed by a wet and sloppy slapping sound as she slammed her pussy onto the filly's.

I think it was about this point and time where I lost all since of reality and got really wild...

Without warning, the Pegasus wrapped her hooves around Rarity's head and practically slammed her face into the unicorn's making out with her as their tongues danced about inside each others mouth's all the while their thrusting was becoming more and more erratic as their pleasure mounted more and more pushing the two closer to their inevitable climaxes.

Rarity's thrusting by now had become so erratic that the gemstone nearly slipped out a number of times as she slammed her cunt back down as if to slam the tip of the gemstone as far as it would go inside her. Sweat and musk now filled the room as the two fillies continued their love making with rarity's only breaking their rapid kissing to catch her breath and fling her mane out of her face which had become an absolute wreck thanks to the sweat which was gushing from every pore of her head and body.

Scootaloo's wings were wrapped around Rarity's body now running up and down her back as if to grope every inch of her body as she moaned out and screamed into each kiss the two shared while her thrusting had become just about as erratic as Rarity's.

Rarity broke the kissing a few moments later and stared at Scootaloo as she continued slap her slit against Scootaloo's.“So close, are you going to cum darling?” Rarity asked lustfully as she stared back at her lover.

If I was in any proper state of mind right now, I would have questioned her on her “crude” terms as she often put it, but I was so close and lost in a wave of bliss and pleasure that I didn't care.

“Only if, uhh, you are.” Scootaloo replied between moans.

Without another word the unicorn once again locked lips with the Pegasus and began to slam her slit as hard as she could against the filly's while Scootaloo returned the favor and thrust her slit against Rarity's as hard as she possibly could.

The result of this hard new rhythm between the fillies pushed them over the edge as the two moaned in unison as their respective slits slapped against each other once more and a torrent of juice gushed between them soaking each others slits in their juices as they ground them against each other while they road out their climaxes. Rarity broke the kiss and laid her head on Scootaloo's chest as she panted softly. “I love you Scootaloo.” She muttered drowsily.

Before Scootaloo could even respond however, the unicorn was fast asleep, with the cylinder gemstone still deep inside her. Sleep soon took hold of Scootaloo as well however and she fell asleep soon after Rarity had.

THE NEXT MORNING...

Rarity was the first to awaken and looked about her surroundings in confusion as her senses slowly woke up along with her mind. It was then she felt it, something was buried deep inside her marehood. It was then that the blur of memories from last last flashed through her mind. The unicorn quickly slid the object out of her though biting her lip as a wave of pleasure surged through her body as she slid it out and took note of it also being inside of Scootaloo as well.

That was when the events of last night became much clearer to the unicorn as Scootaloo slowly woke up as well.

“Morning Rarity, last night was awesome!” The Pegasus exclaimed drowsily, glanced down, and realized the cylinder gemstone was still inside her and pulled it out with her front hooves with a slight blush. “Heh, guess we passed out before we could take the thing out.” She remarked sheepishly as she rubbed the back of her head with her right hoof.

“I can't believe we did that. Scootaloo, didn't you realize I was drunk?” Rarity disconcerted.

“Yeah, but you wanted to do it, so I went along with it.” Scootaloo replied nonchalantly as she stood up to all four hooves, stretched her wings and legs, and gave a content sigh before she quickly left the room and went to grab some breakfast.

If I had bothered to care right now, I would have noticed the fact that Rarity looked hurt and saddened that I had taken advantage of her in her drunken state.

Boy was I stupid.

----------------------------------------------------

PRESENT DAY...

“Listen Rarity, about taking advantage of you when you were drunk awhile back...” Scootaloo started but trailed off as the unicorn placed a hoof gently over her mouth.

“Don't concern yourself with past events darling, I was not myself and it's not like you raped me or anything, despite my drunken state, I was completely willing. And I must admit, looking back, I did enjoy it.” Rarity replied though her face was beat red as she spoke now.

Her words of comfort gave me no reprieve from my own guilt for doing that to her though. Even though she was willing, I felt like I had raped her. She clearly wasn't ready to be intimate with me yet but I didn't care back then...

“Let us be on our way, we have a date to attend do we not?” Rarity said simply as she smiled at Scootaloo before she turned about face and walked towards the door.

“R-Right.” The Pegasus stuttered as she quickly followed the unicorn out the door.

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TWO MONTHS AND ONE WEEK AGO...

The rest of my week went as normal as it usually had, except for one event that happened that weekend. Looking back I can't believe my own actions, but hey, when you don't give a flying horseshoe, nothing feels out of bounds to you.

“Hey Scoots, ah'm sorry ah tried to make a move on ya.” Applebloom apologized as she walked up to the Pegasus whom was napping on a cloud at the moment.

“Don't sweat it Applebloom, I did some thinking and you were just doing what Twilight asked. Even if you used her to try and get a piece of me.” Scootaloo replied nonchalantly.

“That's very...carefree of ya to say Scootaloo. Are ya sure you are okay?” The farm pony replied as she watched her words carefully now. She didn't want to sound rude, but what she really wanted to ask was “Why are you acting like Rainbow Dash?” since the cyan blue Pegasus had an ego the size of Manehattan and her friend was acting like her which wasn't something the filly was used to.

“More than okay, I feel like the weight of the world has been lifted off my shoulders! Oh and about asking how Rarity is in bed, she's awesome! I wonder if Rainbow Dash is horny right now, I might go and buck her next.” The Pegasus replied enthusiastically as she turned onto her belly and looked down at the farm pony.

“What in tarnation happened to ya Scootaloo? You ain't actin like ya did a few weeks ago and it's worrin meh.” Applebloom replied with a look of concern on her face now.

“Nothing happened. I just got tired of worrying about everything is all.” Scootaloo replied as she jumped off the cloud and landed next to Applebloom. “Oh and if you want a piece of this flank, just ask, but not right now, I've gotta go and help Pinkie Pie, she said she wanted me to help her with making cupcake deliveries.” She added as she slapped the farm pony's hindquarters with her tail and took off from the ground leaving the farm pony with a beat red blush.

I know I was carefree and all, but offering my candy prize up to Applebloom so openly just makes me sick to my stomach looking back on it. It made me feel dirty, but despite that, I went and delivered Pinkie Pie's cupcakes and made my way back to Rarity's.

“Scootaloo, we need to talk.” Rarity said with a note of seriousness in her voice.

“Can't talk now, came to grab something to eat before I go to Rainbow Dash's for some advanced flying lessons.” Scootaloo replied dismissively as she rushed past the unicorn to the kitchen, walked out with a lettuce sandwich in her mouth, and left the house without another word.

Advanced flying lessons my hoof, I had one thing on my mind right now, and that was to get in bed with my idol.

To everypony:

“Of all the times to not be lazy, it had to be when I wanted to come here and drink that blue fountain of yours dry.” Scootaloo remarked exasperated as she stomped on the cloud in frustration.

Okay I admit that about this time I was getting out of control, I had gone from not caring to a horny filly with sex on the brain.

“I wonder if Applebloom still wants to go at it with me?” The Pegasus remarked aloud curiously with a smirk as she tapped her chin with her right hoof before taking off from the cloud and towards the farm pony's house.

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PRESENT DAY...

“We're here.” Rarity said happily which snapped the Pegasus out of her thoughts and looked about herself.

“Awesome.” Scootaloo replied a little too quickly for her own comfort as she looked about for any signs of Rainbow Dash while the two walked inside the restaurant.

“Table for two.” Rarity said politely to the host pony whom eyed her curiously but motioned for them to follow regardless.

“Rarity, you do realize that this is a restaurant only couples come to right?” Scootaloo whispered to the unicorn.

I of course knew this, which is why I had arranged the date with my idol in the cloud seats above, but I didn't count on Rarity suggesting the same place or at nearly the same time.

“Of course darling, but parents bring their foals here too.” Rarity replied in the same whisper confidently as she motioned her head towards a couple and two foals at a table as they walked past it.

The host soon stopped just short of a table for two and motioned for the two to sit down. “A waiter will be with you shortly madam.” The host said and quickly walked away leaving the two alone.

“So, here we are. Anything you'd like to talk about?” Rarity asked politely as she batted her eyes as the filly in flirtatious manner.

“Not really, I mean I don't know what to talk about that wouldn't make other ponies stare at it weirdly.” Scootaloo replied uncomfortably as she glanced up at the clock on the wall.

“Table for two” A voice suddenly said which the Pegasus recognized immediately as her idol's and nearly knocked off the glass of water the waiter pony as just placed on the table with her wing as she turned to look at the host whom was motioning for a Pegasus waiter to guide her up to the cloud seats.

“Oh, looks like we aren't the only ones who have a date here, I wonder who Rainbow Dash could be dating? I didn't see anypony come in with her.” Rarity remarked causally as she took a sip of her water.

I had hopped she would have forgotten by now or at least been late, but to my shock she's right on time. Ponyfeathers!

“Eh-heh, who knows, right?” Scootaloo replied nervously.

If there was one perk I was grateful for with us having our memories wiped, it was the fact that she forgot my entire story about Rainbow Dash. Of course if it wasn't for Sweetie Belle filling in all the gaps to begin with, I would have not even remembered I had told her about it.

This is setting up to be the worst date in history for me...

Author's Notes:

Okay, so the chapter isn't quote as large as I thought it's be but since these are all parts of a recollection, i don't see a point in making 7k word chapters. :3 Anyways, enjoy the clop and more to cum!X3