Unwanted Attention

by Sarcastic Brony

Babs Seed

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Ah, the hustle and bustle of Manehattan, it was a city that reminded you of the cities you grew up in. Though where they lacked the car pollution, they more than made up for it in foot traffic or would that be hoof traffic? A pony bumps into you while you are looking to one of the many skyscrapers. Not really a skyscraper by your standards but to these ponies I guess they find it monolithic to what they are use to.

“Out of the way freak!” The pony calls out as he continues on his busy way.

Yes, the staple of every large city, the undeniable assholes that fill it. In ponyville all of the ponies are kind and sweet to each other. They know you and generally accept you, but that is not the case here. Having just arrived here has left you with more than a few unpleasant encounters. Several from the police ponies and more than a few words from passers by. It was alright though, you were on vacation and weren't going to let something so trivial ruin your brief stay here.

Why were you taking a vacation? Well, working with Pinkie Pie is a full time job to say the least. If anyone else other than you was dumb enough to work with her, then you have a good feeling that on work suicides would be very high. While she is a nice pony, she can be a little much to deal with if prolonged to exposure. The cakes were more than willing to allow you freetime, seeing as you were helping them get freetime from Pinkie as well. So you felt it was time to take a break and decompress for a few days.

This time around you’re interested in visiting a place you have never been to before. You have been to Canterlot on more than one occasion, in fact you pretty much knew the streets like the back of your hand. You have always heard of Manehattan and though perhaps a more city like atmosphere would help you feel more closer to home.

“Move it or lose it buddy!” Another pony calls as he pushes past you.

Yes, this does make you feel closer to home indeed. You return your attention to the map in your hands. The hotel you were looking for was somewhere around here. You continue on as you just walk threw the mass of ponies. You think it would be easy to find something in particular, seeing as you are easily 3ft taller than all of them, but you would be surprised how well hidden things can be even with your height advantage.

You have been at it for a few hours now and find that you aren't getting anywhere fast. You just look to the map, the street names and then to the address written on the piece of parchment Twilight gave you. Largely this world is pretty cool, but what you can't stand is that they have no real written language. It’s all just hieroglyphics. So this makes it very hard for you to determine where a place is.

While Twilight has been trying her hardest to teach you their language, it was still a long road ahead before you could find anything on your own with absolute certainty.

“Where the hell is this place?” You say unsure if you took a wrong turn.

“Hey mista, what're you suppose ta be?” A small voice calls to you.

You look down to your feet and notice a cute little filly standing there looking up to you.. She has a short two toned mane, the main was red with a lighter pink stripes running through it. Her coat kinda looked like an orangish color. Her accent was extremely thick but not to the point where you can't understand her. Kinda weird she has a brooklyn accent though, seeing as you were in the equivalent of Manhattan.

“You hear me?” She asks again tapping your knee.

You snap back to attention. “Sorry about that.” You take a second to recall what she asked. “Well, simply put I am a human. Why do you ask?”

“Well I neva seen a pony like you before.” She says with a small blush. “So where you come from?”

You can't really believe you are talking to a foal right now, but it sure is a nice change of pace from being ignored or insulted by the other ponies around you.

“Ponyville, I am taking a short vacation here actually.” You inform her

“Ponyville?! Ey my cuzin lives on up there. Ya know’er? Names Apple Bloom.”

Though its hard to tell you can kinda see a resemblance between the two.

“Sure I met Apple Bloom, as well as the rest of the Apple Clan.” You say.

“Wells then that makes yous family then!” She gives you an adorable smile. “So whatcha doin walking round lookin lost?”

You look to the map real quick as to see where you are. “Well, I am looking for this hotel.” You say leaning down as to show her the address.

“Oh yous are lookin for this place? Mighty fancy I must admit. Come on I’ll show ya the way!” She say giving you a wave.

You look around unsure. “Aren't your parents going to be worried?” You really didn't want to get in trouble.

“Ah don't worry none about them, they think I’m still in school.” She says giving you a grin.

You weren't sure what to say as she just walks off into the crowd. You decide that its probably best to just follow her. After pushing your way thru the crowd you spot her entering into a building. You follow after her as you’re greeted with a rather interesting site. This place was beyond fancy. It seems that Twilight really wanted you to live it up in your brief stay in Manehattan. You swear this place looks like it’s reserved for royalty or something! Twilight has always been kind to you since you came here. Kinda your only real friend.

You shake those thoughts as you follow this filly as she walks up to the counter. You make your way next to her as a receptionist takes notice of you both.

“How may I help you?” She asks with a raised brow.

You clear your throat. “Yes I should have a reservation set by a Twilight Sparkle.”

The mare looks over her book. “Ah yes I see she has reserved the suite for you.” She turns around as she takes a key out of a drawer. “Here is your key. Would you like any help with your bag?” She asks.

You shake your head. “No thank you.”

“Very well, I hope you and your daughter enjoy your stay.” She says casting a brief glance at the filly.

“Wait she isn-” You are cut off by the filly.

“Yeah we will enjoy alright. Tell the chefs that we will be ordering sume food soon.” Without even acknowledging you this little filly walks over to a elevator.

“Uh, yeah.” You say leaving the mare at the desk puzzled. You enter the elevator as the doors closes and slowly makes its ascent. You look down to the filly. “Why?” You simply ask.

“Yous think imma not see a fancy suite?” She looks up to you with a smirk.

“Well, I don't even know you.” You say honestly.

“But ya know my cuzun, that makes us practically family.”

The doors to the elevator open as she walks out and searched for the room. You look at the key and see the number is 5. Soon you stood before the door just before you opened it. The filly is the first one in as she just stops in awe.

“Whoa.” Is all you hear from her.

You too can't believe how fancy this room is. There is a large overview of the entire city in the living room. Which, You notice was probably bigger than your own home back in ponyville. You can't believe Twilight actually offered to pay for this place, you will have to find some way to repay her.

“Looks like Twilight spared no expense.” You say to yourself.

“Yous can say that again. This is tha fanciest place I eva seen!” She says taking a tour of the place.

You couldn't argue with her, it was definitely the fanciest place you have ever seen as well. You then come to the realisation that you have a unknown filly in your room that probably has worried parent by now. This does not sit too well with you.

“Not to seem rude but are you sure your parent won't mind. I mean I really don't want to get in trouble here.” You say with some concern.

“Oh, trust me buddy, they won't mind at all.” She says walking off into a new room to investigate.

You just shrug as you take your belongings to what you assume is the room. You weren't going to unpack but still you wanted everything to be somewhere you knew it would be. After setting the suitcase onto the bed you proceed to fall next to it and revel in the plushness of this king sized bed.

“Looks like you had a rough day.” You look up to see the filly at the door to your room.

“You can say that again.” You say exhausted.

“What is bein in da city too much for you ponyvillers?” She asks with a cocky grin.

“Believe it or not kid, before I came to this planet I actually lived in a city.” You inform her.

“So ya really are an alien?” You hear some excitement coming from her.

“I guess you can see it like that.” You admit.

“So ya got any alien ship or weapons?” Her eyes seem to glimmer a little.

“Sorry, none of that. I kinda just fell onto this planet.” You say rubbing the scar on the back of your head. “As for weapons?” You tap your head. “Humans are known for their inventiveness and determination. Our minds can make cures to all sickness and also the destruction of all life.” You say with a grin.

Her eyes seem to go wide at that. “So yous humans could cure anythin?”

“I will admit, it took time and research, but yes. In time we could cure anything.” You inform her.

“That sounds so cool!” She says hopping up onto the bed next to you. “Can you tell me more about dis planet of yours?”

What the hell, you got the time and its nice to talk to someone while you are here.

“Sure, but this might take awhile.” You inform her.

She holds up one of her hooves. “One second.” She scoots over to a phone located by the side of the bed. She pick it up and pushes a button. “Yo, room service?” She pauses. “Yeah we’s like to order sumthin.” She then looks over at you. “What does you eat anyways?”

“Meat.” You say honestly.

You can see she is very surprised by this. She looks to the phone. “Yous got any meat down there?” She asks. “Yeah, yeah, some of that.”

You tune her out as she makes a very long list to that order. Seems she doesn't spare the kitchen staff, it took an entire 10 minutes until she hung up.

“They will be up here in no time.” She says getting comfy.

“I better not get a bill for this.” You say under your breath.

“Dont worry none, the suites always get complimentary service.” She says with a grin. She then lies on her stomach as she looks to you. “So lets hear this story of yours.”


(3 hours later)

You both are full with food and drink and you have finally finished your story. It wasn't that long but her endless questioning made it go on longer than you would have liked.

“You know, I like you.” She says looking to the ceiling with a distended belly.

“Yeah, free food can do that to a person.” You say in a smart ass tone.

“Ah don't be like dat. So tell me hows Apple Bloom been?” She asks.

Honestly you haven't spent much time with her, so you weren't sure how she was.

“She is doing well I guess.” You answer.

“I been in charge of expanding their club ova here. I got a few other blank flanks to join.” She informs you.

You can't help but look up and see that she was indeed a blank flank. Soon she notices your eyes as a blush comes over her face, she quickly slaps her small tail to hide her flank. Though what you notice now is anything but her blank flank, you take notice of her tiny little marehood. You quickly look away.

“Uh, do you really have to do that?” You say trying to look at anything other than her.

“S-sorry, I just don't like when ponies see I have a blank flank.” She admits with a sad look.

“I-Its fine, uh, I swear I won't look again.. So can you put your tail down?” You ask desperately.

“What's the problem?” She asks.

You look down to see she is still hiding her flank but leaving herself exposed.

“Y-You are.. Well, I can see..” Finding the right words is very hard. “You know.. Privates.”

You then look over to see a massive blush go over her face as she slaps her tail between her legs. This probably has to be the most embarrassing moment in both of your lives.

“W-why were you lookin?” She asks.

That is an interesting question. Why were you looking? I mean sure ponies pass you by on a daily basis and you have seen their genitals before. So why was it different with this filly? Why did you have to bring it up? Why not just ignore it like you have with so many other mares?

“Well, I guess it was kinda hard -not- to notice.” You gulp a little at a realisation. “To be honest I think its the first time I seen a fillies.” You cough a little. “Well, you know.”

This was also true, while you have seen your fair share of mare flank. Fillies are so small that they barely stand at your knees. This means that whenever you seen them playing, you never caught site of their privates before. Not that you were looking mind you, but the eye does like to wander from time to time.

“W-well, would ya like to.. Get a betta peek?” You hear her ask.

It seemed as if timed had slowed almost to a stop for you. Your mind was trying to process what she just asked you.

“Wha?” Is the only thing that came out of your mouth.

“I asked if you like ta get a betta look?” With a massive blush on her face you take notice of how she drops her tail and spreads her legs some.

This couldn't be happening right? You must have been knocked out during a mugging and are now lying in a pool of your own blood, right? The breaths you drew and the softness of the bed, it all felt real. Which means that this couldn't be a dream, this filly was actually allowing you to look at her most intimate areas. W-what are you going to do?!

You quickly stand up and walk out the room. You can't do this, t-this is wrong on so many levels! You quickly take a seat in the living room as you slap your hands to your face trying to drown out the images of that filly on her back. The sane part of your mind tried to suppress these feelings but the horny side that had not had sex in a few years was pushing everything too far.

In your head you played out what you wanted to do to that filly. To have your way with her and, and to use her like some sex toy. T-this isn't what you really wanted, it was just that part of your brain that wanted to fuck something soft. She was a filly though, you would never do something like that to her. This was bad though, she was a filly and she was in your hotel. What would people think?

The sexual thoughts quickly turned to turmoil as worst case scenarios played thru your mind. ‘It doesn't matter what I say to them they will think that something happened!’ It was all fear based on your primal desires. You were so wrapped up in thought you didn't even take notice of the filly currently sitting next to you.

“I-I am sorry I made ya uncomfortable mista.”

Her voice snaps you back to reality as you look to see her by your side. She has a few tears rolling over her cheeks as she uses her hooves to clear them away.

“I neva met sumeone as nice as you.” She looked up to you. “I mean what pony would let a filly walk in dare room without question?” She then scoots closer to your side as she leans against you. “I-I didn't mean nothin by it, honest.”

You finally feel yourself calm a little as you pat the fillies head. It was odd how petting another being made humans feel better, this was no different when petting a sentient pony it seems. She was soft, very soft. Her scent was oddly sweet for a filly, almost like a natural perfume.

Something made you curious though. “Can I ask you something?”

“What is it?” She looks up to you with those adorable eyes.

“W-whats the deal with your parent?” You were pretty sure if you had a kid you would be worried as to where she was right now.

You then see her expression fall a little. “Oh, dem.” She lets out a sad sigh.

“I am sorry. I didn't mean to bring anything up.” You can tell that to her that's a touchy subject..

“No, no, its fine.” She lets out another sigh. “They are just, busy ponies I guess. Don't pay me much mind. Heck I once went all the way to ponyville and back and they didn't notice!” She says a little angry. “It seems like I am always alone.” She looks to the ground in sadness.

You can't help but feel for this kid. You too felt alone, even in your own world. People passed you by and never gave you much thought. You were just another face in the masses. It was a hard feeling to take in but you took solace in the idea that others knew this pain too. It was only when you came to ponyville that you were thrown into the spotlight, not in a good way either.

It still hurts you deep down thinking of what you went threw on those coming months. You look down to this filly. You two weren't so different but she was young and sadly had to feel this pain in her short time on earth. Fillies like her should be playing and having fun, not dealing with stuff like this.

“I get what you mean.” You add. “I too have felt that loneliness before.”

She looks up to you with glistening eyes. “Yeah?”

You give a not. “Yeah.” You then pause for a second. “It helps when you have friends to support you.” You say thinking of Twilight. You then bring your attention back. “So you and Apple Bloom are good friends?”

“Yeah! It was rough at first, I, I made some mistakes but in the end we made up.” She informs you.

“Good, I know it seems hard now but you still have a long life ahead of you.” You say with a smile.

Now what happened next definitely came as a surprise to you. Seeing as this filly had just leaned up and pushed her lips right into yours! What is going on?! You wanted to push her away, to stop this but, but you couldn't. In fact you felt your body pull her closer as you two share this moment. You could feel how soft her lips were, how inexperienced they were. This was probably her first time kissing anything and you wanted it to be simple and sweet but something urged you to make it better.

You gingerly push your tongues into her mouth as she gasps in surprise. You revel in the feel of her velvet tongue as it tries to feel again your own. You can hear soft moans move past her virgin lips. Her tiny hooves trying desperately to wrap themselves around you to bring you closer. You weren't sure what was happening but the logical side of your mind knew you had to stop this before it was too late!

You both separate with a gasp for air. T-that was the best kiss you ever had in your entire life, and, it was with a filly. It was then that your mind goes numb. Everything you just did sinks in on a entirely new level. What the hell were you thinking?!

“I-I am so sorry!” You say trying to cover up what you just did.

“W-what? Was it not good?” She asks with some sadness.

“I-It wasn't right! I-I am not suppose to do that to a filly!” You say still in disbelief of what you just did.

She quickly crawls into your lap as she looks into your eyes. “I-I did it, you didn't do nothin!” She tries to reason.

“You just kissed me. I-I did more, I shouldn't have done what I did.” You admit.

“I swear I won't tell no pony!” She looks like she is panicking. Why? “J-Just, don't make me stop feeling that way!” You are caught off guard by the passion in her voice. She sounded so afraid and yet happy at the same time. “I want to rememba what love feels like.” She says locking eyes with you.

You gulp a little at her gaze. She looked so neglected as if no one cared for her. She was looking to you to be something for her, a light in the darkness. Could you really go so far as to pursue this filly in such a way? Would it be wise to confuse her into thinking that this is what love really is?

“I-I don't even know your name.” You say.

She smiles at you. “Babs, Babs Seed.”

“Babs.” You take a deep breath. “What you are looking for right now, its, its not love.” You admit.

“You tellin me that it wasn't love?” She looks to you with hurt.

You shake your head. “I-I don't want you to confuse what we did with love. I mean, we just met!”

“M-My friends always say something about love at first sight?” She looks up at you, you can see honesty behind them.

Now this truly perplexed you. Did she truly fall for you at first sight? It seems so odd, it's not something that happens in our world, but, this place is magical. How could it not be right if its love? You search your feelings and can tell that you do generally care about this filly. She was only asking for you to show her something she needed in her life. Why couldn't you do that for her?

“Babs, I know what it’s like to not feel loved. S-So I won't let you feel like that.” You let the room fall into silence.

“You mean it?” She looks up to you.

“Yeah.” You say happy to see her smiling.

Thats when you see it this time. She closes her eyes as she leans into another kiss. You don't hesitate as you meet this filly half way. Once you feel her lips against yours you are surprised to see she takes the initiative as she tries to stick her little tongue into your mouth this time. You let her in without a fight as you allow her to explore every inch of you as best as she could manage.

You can't believe this is happening. You are making out with a filly and it feels so good. You have never experience such a simple pleasure in your life. She pulls away from you out of breath again. You can see a large smile and a massive blush across her face. Though you take notice of her gently rocking back and forth on your lap. It's when you feel something wet on your lap do you understand what it is.

It seems this filly was highly stimulated by these actions. Just that simple thought was making your member press against your jeans in a desperate plea to escape its prison.

“How do you feel?” You ask her.

“I-I feel great.” She says still panting.

“Want me to make you feel better?” You ask feeling a nervousness over take you in this idea.

“How?” She looks to you with juvenile curiosity.

“Just relax.” You tell inform her as you sit her on the couch.

You get up and get on your knees as she is sitting on her flank, back against the couch. You gently pull her hind legs towards you so her flank was slightly hovering over the edge. You look at her tiny marehood as it is clearly soaking wet.

“What are ya gunna do?” She asks still confused.

You lower your head towards her slit, but pause when you take notice of her tensing up. “Its alright.” You say in a calm tone as you gently knead her blank flank.

She takes to this well as she give you a nod and loosens up for you. You bring you head closer and stop just a few inches from her most private of places. You take a quick sniff and can't believe how sweet it smells. You don't hesitate as you start from her little butthole and lick all the way to the top of her clit. The effects are immediate as she leans forward with a squeak.

This seems to only drive you to pleasure this filly more as you swirl your tongue around her clit, making her shudder and moan out uncontrollably. You then pull back as you re-aim your attention to her honeypot. You separate her folds cleanly as you dig deep into her. You feel her tiny hooves reach the back of your head as she desperately tries to pull you into her.

“ung, p-pl-leas-se.” She tries to beg.

You aren't going to stop now as you use your free hand to massage her clit while your mouth continues its work.

“I-I..nnng”

You feel her little pussy clamp onto your tongue with all its might as she let out a long moan. The fluids that filled you were too good to pass up. You hungrily lapped up as much as you could as she continues her orgasm. Soon enough she was done and you lean back to look at you handiwork. Her eyes were currently locked to the ceiling as her tiny tongue was lolled out in pure bliss.

“So I assume it was good?” You ask knowing the answer. She just gave a simple nod. “Good.” You say just before getting up.

That was until she snatch your hand with her hoof. “W-what are ya doin?” She asks still out of breath.

“I was going to wash up.” You answer her.

“No, way.” She looks down to her marehood as she wiggle her flank some. “Time for your fun.”

Holy shit! She wants to go all the way?!

“Sure!” Well, you sure didn't hold out on that request.

With a massive hard on you quickly fall to your knees and drop your pants. Your manhood standing ready for action. You hear her gulp a little as she looks at it.

“Wow.” Is all she says.

“Still want to go on?” You ask her.

“Y-yeah!” She says trying to regain her confidence.

“Alright.” You says just before you scoot a little closer to her.

This position would be a little tricky but the couch was helping prop her up to your level, so overall it would be the most ideal way.

“Are you ready?” You ask lining up your cock to her love hole.

She gives you a nod as you gently press into her. It felt like it took a whole minute before you felt your head pop inside of her. You both let out sighs as the pleasure fills you both. You give her a second to adjust before you start to push in deeper and deeper. Once you feel a wall of sorts you understand what this is. You both meet eye to eye. Not a single word is said as she give you a single nod.

You don't waste time as you wrap your right hand at the small of her back. You gently lift her as you quickly slam her down, throwing your hips forward, breaking her hymen. You hear her cry out in pain but she quickly takes your mouth in hers as she tries to silence herself. You do your best to comfort her as you gently play with her tongue, staying completely still as to let her body adjust.

After awhile she pulls back. “Alright, I’m good.” She says with a weak smile.

You give a nod just before you slowly withdraw from her. She lets out moans as you just leave the tip inside of her. You can't believe how much control her marehood seems to have as it gently massages the tip of your cock, as if coaxing it to come back to the warm inside. You wouldn't want to deny what the body needs as you drive all the way into the filly.

She throws her head back as she wraps her hooves around your neck for support. You slowly pull out again but immediately drive deep in.

“Oh!” You hear her cute little moans.

You start to pick up the pace as this little filly just lets out squeaks and moans with every inch of cock she takes.

“H-harda!” She pleads to you.

You weren't going to hold back now as you put more force into each thrust. You hear her cry out in laughter as her body revels in the carnal pleasure you bring.

“I-I think.”

She doesn't finish as you feel her pussy clamp onto you with all it's might. The rush of liquid splashes against your body as her body convulses in pure ecstasy. Thing is, you weren't finished yet. She looks up to you confused.

“Did ya not like it?” She asks totally out of breath.

“It was great, I just didn't finish yet.” You say while still inside of her, her marehood trying desperately to help you to that peak.

“I-I gotta idea.” She says as she pulls away from you.

She sits onto her flank once again, but this time lies on her stomach in front of your member. She just looks at it for a moment before placing a hoof and each side and bringing it to her lips. You grunt as you feel this little fillies tongue lick the tip of your manhood. She takes notice of this as she starts to slowly jack you off while swirling her tongues around you head.

She picks up pace as she now slowly bobs her head over your cock, trying her best to take as much as she can inside of her mouth. Each bob was driving you mad. Her work was skillful despite having no experience. She was now relaxing more as she doubled her efforts. Now taking half of your cock into her mouth as she tries her best to get you off.

You weren't going to last long anyways under this much pleasure.

“B-Babs.” you say trying to warn her.

It doesn't take as she gently nibbles at the tip of your penis. You hit your peak there as she wraps her lips around the head as you unload your pent up sexual frustration into her stomach. She tries to drink as much as she could but soon has to pull away as she sputters some semen from her throat. You continue to coat her face and chest with your love.

You fall onto your ass in total bliss as you just try to take in the afterglow of what you just went threw. You look up to see Babs is covered in your cum. One of her eyes closed having been clearly coated in your sticky ooze. You can't help but smile at this, it was pretty hot after all.

“You uh, wanna get cleaned up?” You say trying to contain your laughter.

“Yeah, yeah.” She says but looks too weak to even move.

You get up and take her into your arms. “Let me help.”

She looks up to you with a smile. “You don't needa do that.” She says with blush.

“It would be my pleasure.”


Dear Twilight.

I guess this letter will seem a little sudden but I think I might stay in Manehattan for a while. It just reminds me of the good ol times I had in my world. I hope you will understand. Don't worry though, I will visit whenever I get the free time. Oh! Did I mention that I met a cousin of Apple Bloom’s here? Yeah, her name is Babs Seed, if you can please tell her that Babs is doing fine and has even added a few blank flanks to their crusading club, then that would be swell. Anyways, I hope to see you soon and I can't thank you enough for everything you have done for me.

                                                                                                   Yours truly.

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