Guilty pleasure

by Theorangefox

Rating: mature
Tags: My Little Pony: Friendship is Magic, Romance, Original Character, Fluttershy, Sex
Length: 8129

Firestorm and Fluttershy are on a nature walk, but his thoughts start to act up

Instead of humanised like I usually do, I thought I'd give actual ponies a go with this clopfic. It wasn't easy getting the portrayal of Fluttershy right, but I hope you like it. Feel free to leave any comments about the clopfic as a whole. And thanks for taking your time to read!

Published 2012-03-03 05:04:02 UTC
Last updated 2012-03-03 05:04:02 UTC

Chapter 1

A quiet innocent walk in the forest, well that’s what it had started out to be. In the bright warm sunshine of the spring season, under the branching trees with leaves of green. Two ponies side by side were on a nature walk through the forest.

The first was Fluttershy, the sweet, young and quiet mare who kept a lot to herself. She never liked to stand out or brag, and her views of the earth were always positive. She lived in a sanctuary of her own innocence, protected by the very walls of her own personal comfort. She was in a bubble of her own, and it didn’t seem likely that this bubble would be bursting any time soon.

The second was Firestorm, another Pegasus pony. An adventurous stallion with a sense of action and adventure, the pony who would get up to all sorts during late nights in Ponyville without a care in the world. He had a hyped personality and whenever he isn’t thinking about the next attractive mare down the street, he is engrossed in some sort of lazy activity. Pretty much, Fluttershy and Firestorms personalities differed vastly, and he still wondered to this day how he got stuck in this situation. Walking down a path of faint dead leaves and dirt observing various creatures walking the land, or flying above his head.

All he did agree to really, was being there to protect her, Firestorm may seem like the careless type, but when it gets down to it. He’s prepared to do his duty, and after all Fluttershy did ask him nicely and he didn’t like letting people down. He would regret the day he turned someone down, or let them down in a bad way, Firestorm always looked for an opportunity to help and feel proud of his own achievement. It was part of how he earned his cutie mark after all.

The two continued on down the path without talking much, Firestorm hardly knew what to say anyway, despite the amount of time he spent as a newbie in Ponyville, he still had quite a lot to learn about its residents, but another thing he felt was a likeness towards Fluttershy’s personality.

Firestorm sometimes thought like a pessimist, it was a certain trait he had, and sometimes it bothered him. But through the amount of time spent with Fluttershy, he came to realise that she always sees things on the bright side, and that’s what he liked about her. She always seemed to have a bright pleasant aura around her, it made him think that this was possibly how she was so good with animals.

And no matter what, whenever she smiled he always smiled back. Not even the darkest of moods could make him resist her happy face, it was a beautiful peaceful look that he adored. He remembered the last time he helped her with animal duty that she felt a little down, but he perked her up and never regretted a second.

They continued to trot slowly through an underpass of trees. A lost bunny scampered into Fluttershy’s path, she saw it and it saw her, with its ear twitching erratically.

“Oh my are you lost?” she asked making him come closer. The curious bunny sniffed the air then looked up at Fluttershy who smiled back warmly at him, he fell in love with her smile and grinned back. She allowed him to hop on her head and sit on her back.

“Don’t worry we’ll get you back as soon as possible! Won’t we Firestorm?” she asked turning to look at him.

“Sure I guess.” he replied looking at her lush pink mane as it flowed with the gentle breeze. “Come on now, we’ve got to get you back!” Firestorm followed her as the bunny rode on her back, clinging on gently.

She merrily trotted through the forest with Firestorm following behind slowly. He decided it’d be better if he caught up and ran by her side, rather than behind her. He caught up and Fluttershy saw him to her side, she smiled at him and went faster making Firestorm assume it was a race. He grinned and took longer strides with his powerful legs, kicking at the dirt with his hooves as he thundered down the pathway.

He caught up once again with Fluttershy, and flashed another grin at her before taking off ahead. His clumsiness however got the better of him, as his foreleg tripped on a raised tree root, and he collapsed hard to the ground.

“Oh my!” Fluttershy said catching up to him, as he merely seethed at the slight pain in his hoof. “A-are you alright?” Fluttershy asked coming closer to him. Firestorm paused nervously, her bright blue eyes looked down on his as she touched his hoof with her own. The closer she came to him the more nervous he got, the feeling of her soft touch unnerved him as she studied it closely.

“I’m sorry, I was being thoughtless I didn’t mean for you to get hurt.” she said worryingly.

“It’s okay Fluttershy really, just a clumsy trip! No harm done!” he replied sounding nervous but sure.

“Are you sure?” Fluttershy asked, she held his hoof with care in both her own. Her touch felt so soft and comforting and it always made Firestorm nervous whenever she came close to him. She smiled brightly at him making his heart pound, he quickly got back on all fours and gently took his hoof back.

“Um shall we?” he asked nodding in the direction ahead of them. They continued on their walk and once again Firestorm kept to himself.

“Man that was too close, she’s just so amazing she doesn’t even know it! Her smile, her smooth voice, her mane everything!” he hadn’t realised that he had slowed down whilst thinking to himself, and now he was behind her staring subconsciously at her rear. No matter how hard he tried, he couldn’t help but focus on her slender curves, Fluttershy was a beautiful mare but hardly anyone told her that, and Firestorm was way too shy to even think about it.

“I have no chance, she’s in love with nature, not guys! But darn she’s definitely something, but who am I to bother her? I should just keep my nose out of things!” Fluttershy realised he had slowed down again, she craned her neck to look back at him and saw him walking slowly.

“Are you okay Firestorm?” the sound of her soft voice snapped him to attention.

“Yeah I’m fine!” he said catching up to her hoping he hadn’t been caught staring. “Just imagine.” Firestorm thought, allowing a few dirty thoughts to creep into his mind however he was very careful, especially around her.

They crossed a bridge over a small lake coming to the other side, the bunny on Fluttershy’s back sniffed the air and his ears perked up. He smiled as another bunny hopped onto the path out of the bushes, the second they saw each other their eyes grew big. The bunny hopped off Fluttershy’s back and ran to the other bunny, who was female.

They hugged each other tight and rejoiced in their reunion, Fluttershy was filled with happiness as she saw them rub noses.

“Isn’t that sweet Firestorm? He was looking for his girlfriend! And they found each other!” Firestorm felt pathetic, feeling sad because he saw a couple like that in each others arms.

“We did it, yay!” Fluttershy cheered giving Firestorm an unexpected hug. He panicked as she held him close to her chest, he felt the side of his face squash against her warm body, as she gave him a gentle hug.

“Goddamn.” Firestorm thought as he felt his head sink into her caring gentle arms, he closed his eyes imagining himself floating on a cloud, Fluttershy’s touch was gentle, but a hug from her felt like heaven to him.

“We’re a good team, aren’t we?” she asked letting go, however Firestorm’s head slammed into the ground. He was knocked out of his false reality and brought his head back up in a snap.

“What? Huh? Where am I?” he asked darting his head around. “Oh.” he said looking at Fluttershy who seemed concerned.

“Are you getting tired?” she asked thinking that he had dozed off in her arms.

“No I’m fine, we should um move on.” he replied nervously.

They continued on their journey as the bright sun warmly lit up the dirty valley. They kept on going until their hooves felt grass and then things really changed. They walked out into a vast meadow with green grass everywhere, the hills were in the distance and a gentle breeze cut through the air.

“It’s so amazing, It’s beautiful!” Fluttershy said excitedly.

“Like you.” Firestorm said unexpectedly.

“Huh?” Fluttershy asked not hearing him clearly.

“Like your erm mane, it’s beautiful.” Firestorm choked making her smile at the compliment.

“You really think that?” she asked cheerfully. By now his heart was beating rapidly again.

“Y-yeah sure, I like the colour!” he replied.

“Nobody has really said that to me before.” she said still smiling. Firestorm tried to end the subject without saying anymore, yet again another close call. He was going to have to be more careful, and not be so easily tempted.

The meadow seemed so vast that Fluttershy felt like exploring. She spread her wings and took off into the air flying around, however for Firestorm this was a chance to test out his speed on the ground.

“Nothing like a clear field, to clear my mind! Woohoo!” he yelled darting off with his hooves thundering down on the grass. His long rapid strides allowed him to cover long distances. He felt the wind blast in his face as he kept his head streamlined to minimise drag. He forced his wings down as the wind tried to pry them open, he darted this way and that as his legs worked hard to keep his speed up.

He looked up above and saw Fluttershy sailing gently in the air, she looked down and could see many animals in the surrounding area enjoying themselves. She watched as Firestorm bolted towards a flock of birds. He came close and they dispersed showing a display of many colours, as they flew into the air.

“Yeah!” he yelled charging through as he cut through the crowd. Fluttershy was quite impressed as the multicoloured birds put on a display. She carried on as Firestorm darted through the green lush land.

Now she was flying right above him and there was still more land to go. She flew down to Firestorm’s level and glided near him. The two of them enjoyed the rush of air as they sped down the meadow. Firestorm slowed down a little to allow Fluttershy to keep up with him, her hooves touched the ground and they both ran at equal speed.

The two of them however weren’t prepared for what was ahead. They thought the land was flat, however they found out as they unexpectedly tumbled down a steep hill. They both rolled uncontrollably coming closer towards each other, until they landed with a thump.

Firestorm shook his head and opened his eyes, his vision was a little blurry at first however he could make out a pair of blue eyes staring down at him.

“Are you okay!?” he thought he was dreaming but he wasn’t. Firestorm snapped back to reality with another shake of his head, but he could feel something slightly warm, soft and heavy on top of him. When his eyes focused he realised he was staring directly at Fluttershy, who had landed on top of him.

His mind went blank, his pupils went smaller and he slowly began to panic. He just hoped it wasn’t too late. He tried to move but her body felt so comforting, and warm, not to mention snug. His forelegs felt like moving but he held them down and fought his temptations.
Fluttershy continued to stare blankly at him blinking once or twice, Firestorm blushed and suddenly he felt something tingle. In a flash he slid himself away from her and sat down looking at the floor.

“Erm we should get going.” he muttered.

“Somethings bothering him.” Fluttershy thought. “Why is he acting so shaky? He was calmer earlier!”

They set off again but this time she walked behind him for a while. She kept an eye on how he walked, and how he poised himself. She noticed he was constantly keeping his head forwards daring not to look back.

“That was too close! Way too close, I’ve got to stop thinking about her but I can’t! She’s just so amazingly gentle, I can’t believe even her smile has me hooked! Man I’d love to snuggle with her, that would make all my problems go away, but look at me thinking dirty like that over someone so innocent! There’s no way she’d be into such a thing! And I can’t just take advantage just like that, it’s not what my cutie mark is for!”

He felt the stress of the situation take over as they moved on.

By now they were on another path and Fluttershy had noticed something.

“I remembered, it’s spring. This is usually the mating season.” Firestorm’s eyes went wide and he almost tripped over his hooves. “I study animals a lot, and er not to mention that stuff too, but its very important!”

“I-I guess it is.” Firestorm replied.

“Oh I’m sorry it is a little weird talking about it, to someone who isn’t so much into caring for animals.” she said sounding apologetic.

“It’s okay I guess, besides it’s nature every animal does it!” he scolded himself for saying that out loud, thinking of how lame he felt right now.

“I just help the animals to find their own private space, so they don’t get rudely interrupted. Sometimes fights can happen and that’s not nice.” Fluttershy said gently.

“Well I guess they would get pretty cranky!” Firestorm replied faking a laugh and feeling so awkward right now he could barely think.

“It’s good knowing there’s love in the air, I find it adorable. Don’t you?” she asked smiling at him.

“You have no idea.” he thought. “Erm yeah, but I don’t like all that mushy stuff.” he replied with a sour face.

“Oh but you should, doesn’t spring make you feel all warm, and loving and caring?”

“Barely, I wouldn’t really know.” he replied making Fluttershy frown.

“Everypony feels love at spring, you just need to find the right one! She could be anywhere!” Fluttershy said sounding optimistic. Firestorm felt like life was teasing and mocking him right now, there in front of him was a great example of somepony to love, but he knew it wouldn’t work. Firestorm began to feel less and less high spirited, he thought about forgetting about her for now knowing it wouldn’t work out anyway.

They carried on walking but happened to come across a fox couple, who were embracing each other near a tree.

“Oh isn’t that sweet? They’ve found each other, it makes my heart feel warm and fuzzy!” Fluttershy beamed as she smiled brightly. Firestorm cringed and felt slightly put off by this whole romantic mushiness. The two foxes nuzzled each other then the female turned.

Both Firestorm and Fluttershy blushed and looked away.

“Oh my we were trespassing!” Fluttershy said averting her gaze, she smiled as she looked back at Firestorm and the two engaged eye contact. Neither knew what to say but Firestorm was lost in her beautiful gaze, he blinked and shook his head looking away from her.

“Sorry erm let’s leave them in peace.” he said walking off as Fluttershy followed him curiously.

“Something surely isn’t right!” she thought keeping an eye on him. “Maybe it was when he fell and hurt his head?” she continued to think as they continued their walk. Firestorm was feeling closer to eternal damnation, he wondered how much he could take before he’d lose his mind in this mental challenge.

After Fluttershy had checked up on the rest of the animals, making sure none of them were hurt or anything else, they continued on their way. Firestorm couldn’t be bothered, he didn’t even care that he was walking behind her, and her slender flanks were moving in rhythm to the way she walked. He just wanted this to end so he could go home and be miserable there without anypony to bother him.

He continued to walk glumly as Fluttershy observed the beautiful calm scenery around her, a few birds played in her mane, chasing each other in the air. She watched as a few animals scurried around on the path in front of her, some stopping to say hello.

“You all look so adorable, how are you all today?” most of the animals stopped to look up at Fluttershy, her kindness touched each and every single one of them as she spoke to them all. “You all have fun, and take care of yourselves!” they all scurried off to their own activity, however one timid squirrel remained behind.

“Oh what’s wrong you poor thing?” Fluttershy bent over a little further, bringing her head closer to him. “Are you lost?” she asked. Firestorm stopped walking after noticing she had stopped too, he came a little closer noticing she was talking to the animal. His lips formed a wide line as he waited, however something caught his eye.

As Fluttershy bent over, her tail had slopped to one side, and right now Firestorm found himself glaring directly at her exposed femness!

His eyes bulged and he covered his mouth with his hoof before making a noise. As he sat he continued to stare helplessly at her private area. At once the thoughts hit him like a ton of bricks, he imagined being closer to her feeling her warm body against his as he slowly-

“No!” he thought closing his eyes, but they forced back open. He couldn’t help it, he continued to gaze at her narrow slit imagining for himself how it must feel to do something like that with her. He really started to panic now as he felt his sheath moving. There was no way he could stop himself, he felt the erection only getting harder the more he thought.

The best he could do was hide it and hope she never saw, Firestorm imagined her reaction, she’d be shocked having her innocence ruined. She’d never talk to him again and she’d tell everypony what a nasty horrible pony he was, he’d be kicked out of town and he felt like he’d deserve it. He closed his eyes but the thoughts still processed.

“Aren’t those animals amazing Firestorm?” his eyes snapped open as Fluttershy trotted towards him, he shuffled backwards slowly keeping his mouth sealed. “They were so kind, but then again they’re always like that.” Her soft voice was turning him on more.

“Firestorm, what’s wrong?” she asked coming closer, he couldn’t shuffle back anymore, he was trying his best to keep himself hidden but it just wouldn’t subside. Fluttershy leaned closer to take a look at him, realising he had gone all tense.

“You need a hug!” Fluttershy said coming closer with a cheerful smile.

“No!” Firestorm replied backing away, however he fell and landed on his back. He quickly sat up rubbing his head to ease the slight pain but then he heard a loud gasp and stopped.

Fluttershy had just seen it for herself, there poking rudely and obnoxiously into the sky was Firestorm’s erect member, her face had frozen and she couldn’t get the words out of her mouth. He already knew what had happened and felt like taking his own life. He covered his face with his hooves, not like it would make a difference anyway.

“F-Firestorm?” she said slowly. “What’s happening? Why is it...big?” he realised he had no choice but to tell the truth, he couldn’t lie now, it wouldn’t make any sense, especially since nothing else was around them.

“I couldn’t help it.” he said sounding muffled. “Fluttershy y-you’re just incredible. You’re always polite, and kind and gentle, you wouldn’t hurt a fly. You have a wonderful personality and I love being around you, I always get a warm soft feeling whenever you’re near. And I like being near you too, you always feel soft and snug, and a hug from you feels amazing. I wish you could understand but words aren’t enough I guess. You’re just really pretty and, I just really like you!” he took a deep breath and looked away as she stared in amazement.

“Y-you think I’m pretty?” she asked hiding her face behind her long mane, she blushed red and looked at the floor. “Nopony has ever called me p-pretty before, I know ponies that like me, but I never knew you liked me that much.”

"I'm sorry I wasted your time.” Firestorm said glumly. “You’ll probably never want to see me again after that, I guess I made you feel embarrassed, a crazy pony like me saying these sort of things to you, I don’t deserve you for the way I’ve acted.”

“W-wait.” Fluttershy said making him freeze. She played with her mane a little whilst looking at the ground. “You’re really kind.” she said in a timid voice, making his eyes go big again. “You like to help me a lot, and you never say no. You’re funny too, a-and I think you’re a little cute.”

Firestorm thought his head was going to explode, was he really hearing this from her?

“I think you’re a gentle pony, you seem rough but you have a kind heart, and I really like that about you. I kind of kept it secret, I didn’t think you’d be interested in me, since all I do is talk about animals and other stuff. I don’t really do the things you do.” Firestorm was gobsmacked, all this time she’d been meaning to say something to him, and now it was coming out.

“Fluttershy?” he gasped removing his hooves from his face. “Y-you really think that about me?” she looked up at him, with a gentle smile on her face, she nodded then blushed again and looked away. Firestorm still couldn’t believe it, but he still felt awkward.

“I’m sorry you had to see me like this.” he said however she came close to him and kissed him on the brow, she made a little squeak and hugged her body, Firestorm suddenly felt positive energy surge through his body. The touch of her soft lips against his head made him feel light, he smiled and looked at the floor, as Fluttershy lifted her head looking directly at him.

“I-I suppose, um y-you want to mate with me?” Firestorm twitched and he stiffened. “T-that’s why um, it’s big right?” Firestorm blushed and felt shameful.

“It’s okay. I understand i-it’s because you’re attracted to me.” she said nervously.

“The thing is,” Fluttershy started. “I’ve never done this before, you don’t hate me because of that do you?” she asked.

“Of course not!” Firestorm replied, as she looked at the ground again.

“I haven’t kissed a pony properly before, b-but most of my friends have.” She looked at him with a faint smile and again Firestorm fell for her beautiful appearance. Fluttershy came closer to him, and smiled a little more as she looked into his eyes, she remembered how her friends told her, and she had seen it herself a couple of times.

Her head leaned closer, as they continued to gaze at each other, she neared him but suddenly she turned her head.

“I’m sorry.” she said feeling very shy, but Firestorm didn’t mind. She tried again and raised her head coming closer, and she gently kissed his mouth. She broke away quickly, and immediately blushed but she liked it. She looked at him again and tried once more, she breathed nervously as she came close and closed her eyes. The two kissed under the tree and their lips met, Fluttershy held the kiss before letting go and breathing lightly. The two of them stared at each other as they felt the love sink in. They closed their eyes and she kissed him again feeling her gentle lips press tenderly against his.

She leaned further lovingly towards him, and she placed her right hoof over his mid area and came closer, she held the kiss for longer and this time when she pulled away, she smiled beautifully at him.

“Amazing.” Firestorm said feeling lighter than before, her expression became an expression of love, as they kissed once more. Suddenly they felt their tongues touch in the middle, and Fluttershy broke away.

“I’m sorry.” Firestorm exclaimed as his ears drooped, however Fluttershy came close again.

“I liked that.” she said softly, making him excited with her voice. They kissed again and Fluttershy bravely experimented with her tongue, she felt it rub slowly over Firestorm’s feeling his wet muscle slide under hers. She leaned further really getting into it as the kiss continued. They broke away both gasping for air, as they looked lovingly into each others eyes, with a trail of saliva hanging between them.

They kissed once more, and Fluttershy felt something she had never experienced before, it made her feel funny and hot, her face flushed, as she felt something in her lower region. As she kissed him she could smell the heavy scent of his pheromones hanging like a thick musk in the air, the smell initiated her animal instincts and she felt closer to him than before. She couldn’t control her emotions, as the muggy scent continuously infected her senses.

The weird feeling made her back away, as she stood looking confused.

“Are you okay?” Firestorm asked her. She looked up at him and smiled.

“I feel all tingly, this is new to me. B-but it makes me want to be closer to you.” She noticed his member was slightly erect, and then she thought of something, and the memory came back to her.

“I-I remember my friends, at a sleepover they were talking about stallions and all. And Rarity mentioned something, I think it was called fellati something.”

Firestorm knew exactly what she was talking about, but he couldn’t imagine someone so pure and innocent, doing something like that to him.

“She said it makes her boyfriend really happy, and that’s a good thing because friends always make each other happy.” Firestorm blinked emptily at her, but at the same time he felt his conscience take over.

“Come on man!” one side said. “She’s a complete doozy, take advantage of her already, don’t you want to imagine how that would feel!?”

The other side cut in abruptly.

“There’s no need for something so vulgar, this is about love and I’m sure she wouldn’t want something like that in her mouth!”

He had no idea what to say however Fluttershy looked at him, again making him concentrate on her.

“You made me feel good about myself, so um I want to make you feel good too. If that’s okay with you.” she said quietly. My god Firestorm thought. “Rarity said you have to use your mouth.” she added making him shocked again. Wait she actually knows about it!? He began to feel more and more surprised, as Fluttershy nervously neared closer towards his stallion-hood, which was losing stiffness.

“I think it’s like this.” She said coming closer and licking the body gently with her tongue. Firestorm became alert and it twitched, making her cower backwards and shiver. Just that slight moment alone aroused him a little, however his modesty was kicking in.

“You don’t have to do it, if you don’t want to, I can’t imagine someone pretty like you doing that, it’ll taint your innocent beauty.” Firestorm said fiddling with his hooves, however Fluttershy smiled at him.

“We’re not all perfect you know, some of us get up to certain things in private.” she blushed, the fact she said that herself made Firestorm wonder what she got up to behind closed doors. “If it makes you feel good, then it’s a good thing!” Fluttershy said coming close again. She licked it once again feeling her tongue slide up his smooth pole, he flinched as he felt her delicate lick on his sensitive area.

Fluttershy gave him another gentle lick starting from the sheath and working her way up. Firestorm felt mellow as the stimulating sensation flowed through his body, Fluttershy reached the tip pleasing his sensitive spot again, she saw him smile as a sign of happiness, and she winked at him sneakily. He began to feel more calm and relaxed, safe in the knowledge that she didn’t mind pleasuring him this way.

“A-am I good?” she asked him making him react in a surprised manner, not expecting her to ask such a thing.

“You’re amazing.” he replied making her smile. She nuzzled his snout and kissed him on the brow again. She returned to his standing member and smiled as she gave him another teasing lick. However something different happened this time, when she reached the tip she tried putting it in her mouth. Firestorm watched in shock as she lowered her head gently, and immediately he felt the sensual feedback, as her warmth pleasured him.

“Goddamn it!” he cried making her worry, it slipped from her mouth as she looked at him cautiously.

“Oh no did I hurt you?” she asked desperately.

“No that was incredible!” he gasped giving her a sense of relief.

“Am I doing it right?” she asked lowering her head. The innocence of her voice was too much for Firestorm to handle, he couldn’t believe this angel of a mare was asking such questions. He nodded at her, and she smiled again coming closer once more.

He watched in excitement, feeling like a roller coaster ride, about to plummet into a vertical pit. Fluttershy opened her mouth and once again took him in. She closed her eyes, as she gracefully descended on his phallus, feeling its shape fill her mouth. He felt his sensitive area rub on her insides and her tongue, as she went down as far as possible.

She drew her head back up, and when she did, she looked up at him as she went down again. Firestorm felt himself melting as her warm, wet petite mouth slid down on him again. She came back up and saw the look on his face, she smiled and felt good knowing she was doing it right. She stood in front of him so that she could face him properly, and once again brought her mouth down on his hardness.

This time however she held it tighter between her lips, Firestorm winced as he felt her soft lips dance over his sensitive region. She gently brought her head back up, keeping her lips tight creating suction. His heart thumped harder as this angel of a mare, continued to please him with her mouth. His crotch tingled all over, to this new sensation, as she went back down again. He watched as her head stroked up and down on him, and he felt her soft tongue on the inside rubbing around him, I don’t deserve this he thought. Firestorm felt like he was in heaven, he knew somehow this sort of thing from her would feel good, but nothing compared to the real thing. His thoughts couldn’t emulate such a feeling, that he was experiencing right now.

She lay on the ground, and Fluttershy continued to feel his length inside her, she braved herself and went down further on him. Firestorm felt his body tense up completely as she drew back up slowly, the suction felt immense and his member pulsated in her mouth. It slid from her gentle lips, as she gasped for air whilst looking at him. Firestorm began to think that if just the fellatio felt good, he couldn’t imagine the next step.

Fluttershy was pleased with herself, he had made her feel good, and now she was returning the favour.

“You like when I do that to you.” she said softly, his groin hurt feeling desperate to release the pressure. Once again she sealed her mouth around his tip, and with her eyes open she looked up at him as she felt it slide down her soft throat. Firestorm didn’t dare avert from her beautiful gaze, just seeing her innocent expression made the experience 1000 times better.

He watched as his phallus disappeared into her mouth, then reappeared as she retracted gently, she kept her adoring, loving eyes focused on him, as she slid down once more. Firestorm could feel his member getting hot, he himself was sweating hardly able to handle her pleasuring ways, he noticed his hard on was quite covered in her saliva, and now he could hear suttle noises coming from her mouth.

She broke away again gently gasping for air, with her little tongue hanging out, a thread of saliva hung from his tip to her tongue as she cleaned him off. She continued but now it was becoming way too much for him, she felt so snug and warm and gentle.

“Fluttershy!” he groaned feeling the tension double over. “If you keep doing that!” for some reason she kept on going and he could feel his crotch tingling more. He tried to move, but his body became weak under her sensual influence, his mind was telling him to go with it, and finish to the satisfactory end. But he didn’t want it to end that way.

“Fluttershy!” he groaned again. She brought her head up, and allowed his tip to slide gently out of her mouth.

“Aren’t you enjoying it?” she asked sounding worried and confused.

“Yes but I don’t want to suddenly blow off already. You’d end things too quickly, even if it did feel amazing!”

“Oh I understand.” she said getting up. “You want to mate with me now?” she asked making his heart thump, somehow he felt as if he’d faint any second. The two came closer and hugged again, Firestorm enjoyed the warmth of her comforting body as she leaned back a little. She lay on the ground with him on top, and she could feel his hardness rubbing between her hind legs.

The two of them blushed heavily, as they prepared to take the plunge.

“Fluttershy I’m only doing this if you want me to!” she smiled at him reassuringly stroking his foreleg.

“It’s okay Firestorm I want you to, I feel safe with you always. My friends said the right time will come for me, and you’re my first, from that kiss I could tell!” he smiled back warmly as she adjusted herself underneath him. Firestorm felt a tingle, as his member rubbed between her petals. The two of them breathed shallow as Firestorm positioned his member between her slit, he felt himself shaking as he gently pushed forwards and took the first step.

Fluttershy felt her femness pry open slowly, Firestorm continued to breathe as he pushed further. The first thing he felt was his tip sinking into her moist flesh. Fluttershy let out a squeak, as she felt this hot sensation for the first time. Their bodies shook vigorously as his member slowly penetrated her soft femness. He closed his eyes as he felt it being pulled in and sliding in snugly, her tightness was incredible and already he felt like bursting.

Fluttershy cried out and he stopped immediately, already retracting himself, but she stopped him and allowed him to go on. He pushed again until he felt it sink in all the way to her base. Their tummies touched as Firestorm looked down on her, they were both still gasping feeling each other's hot air on their faces.

Firestorm made the first move, his hips slowly moved back, as he felt his warmth sliding out of her. He went back a little before sliding it back in feeling nothing but heat, and warm flesh hugging tight around it. Fluttershy continued gasping as the two began their love session under the tree.

By now Firestorm had gotten into a slight rhythm, he felt his body rub against her soft underbelly as he thrusted her as gently as possible, being careful as it was her first time. Fluttershy felt her femness uncontrollably tighten, she had gotten used to the feeling of his snug warmth entering her again and again. She had grown rather fond of it and smiled happily at him as he gave her a good feeling.

Firestorm continued to feel her tight entrance constantly squeezing around him, his slick stallion-hood continued to slide in and out of her warm, wet cosy femness. It received him and took him in slowly, engulfing him up to his base. And as it slid out, it continuously contracted around it enveloping it in comforting warmth. He felt his sensitive area being pleasured and let out a pleasing sigh feeling weak in the legs.

His maleness became wetter as it drove in and out of her tight warmth. It was just way too much for his first time, he felt like giving in any second. He’d never felt so pleasured in all his life and this indescribable feeling was absolutely tantalising! Fluttershy felt him fill her again as she enjoyed it more without it hurting so much now.

“Oh my.” she said followed by a little soft moan, his wet hardness was pulled into her again as she lay on the ground with her hind legs apart, receiving him in full. They both stared lovingly into each others eyes, paralysed by this exhilarating experience that left both their minds blown with sensuality. Fluttershy felt another little tingle around her sensitive spot making her twitch.

She smiled again as her eyes lit up.

“Are you alright?” she asked him gently, sounding as smooth as honey.

“This feeling is unbelievable! You’re so incredible Fluttershy I don’t deserve someone like you!”

“But you’re a good person, and you have a good heart! You deserve to feel loved and have someone loving you for being so kind!” every time she spoke she couldn’t be more right about what she was saying, and in such a loving way.

Firestorm continued to thrust her gently. She slowly hugged her forelegs around his neck and snuggled him closer to her, she nuzzled his snout again and continued to hug him warmly, as her body moved up and down slightly.

She smiled as Firestorm struggled to keep the pressure from releasing. His member was constantly pleasured by her moist insides, squeezing tight making him feel every bump inside her, as his tip went in deep and slid out again. He loved the warm inviting feeling every time he penetrated her, and she felt so comforting to be close to. She let out a little moan again and her face flushed red.

“You can go faster, that is if you want to.”

“Won’t it hurt!?” he asked sounding concerned.

“No, it hurt at first but I’m used to it now.”

“Why didn’t you tell me I was hurting you?” he panicked thinking back to when he took her virginity, he just remembered that naturally it, hurts for females.

“I didn’t mind, and I didn’t want to upset you, you seemed so happy and it made me feel good knowing that.” she replied.

“But I didn’t know I was-” he was cut off as he felt a strong tingle deep in his crotch. Fluttershy began to gasp lightly as she felt more pleasure from him. She would sometimes moan between each gasp, turning him on a little more as he went a little faster.

His lubricated hardness continued to pleasure her, as much as it was receiving pleasure from her femness. She hugged him closer as he bucked a little harder, feeling the tingling sensation growing inside him. He kept it up until he felt his stallion-hood throbbing hard, making him stop before he ejaculated.

He rested and gasped for air as his member slipped out of her, covered in her love juices. It rubbed her belly and he sat up feeling lightheaded, his crotch hurt from the pressure he had built up and he needed a break before he blew his load.

The two came close and kissed again for a while, before Fluttershy was ready for him again. She got up and stood in front with her rear facing him, she moved her tail as he came closer to her feeling his member twitch.

Fluttershy felt him mounting her, and then the warm feeling came again as his throbbing member penetrated her entrance. He felt it glide sensually through her tight passage, feeling his hind legs shake as he came closer. He felt it go in all the way up to his base, and felt her soft rump against his hips.

He began thrusting again raising his upper body, giving him more control. He was careful not to put too much weight on her, as his maleness pumped in and out. His powerful hind legs supported him as he bucked back and forth, feeling her heat all around his warm member.

It pulsated as he felt it in motion, her tight love hole continued to massage it as he kept his forelegs around her sides. He hugged her a little more and she smiled as he kept it going. He slightly moved his forelegs back a little allowing him to thrust her a bit more, he kept it gentle not wanting to hurt her in any way, but she seemed comfortable with him.

Their scents mixed in the air to create an intoxicating musk, the more they breathed it in the more aroused they felt. Fluttershy was blushing again and he could hear her moaning softly, making sounds that she would usually never even think of making. She continued to enjoy feeling his throbbing hardness penetrate her, Fluttershy had only thought about sex a few times, but now that she was experiencing it, she could see why her friends went on about it so much.

Firestorm moved his forelegs down to her hind legs, tucking them in. He raised his body higher and penetrated her harder.

“Oh my.” Fluttershy said as she began gasping again. Firestorm spread his hind legs and took more control, he bucked harder feeling her soft rump against him each time he went up to his waist inside her.

“Are you okay?” Firestorm asked her.

“I’m fine you’re so sweet and caring!” she spoke in her gentle voice. Secretly Fluttershy was enjoying it very much, but she wasn’t the loud sort, she continued breathing hard as Firestorm went faster. He felt her femness squeeze tight making him wince, as his tip rubbed hard against her warm bumpy flesh. He carried on going feeling the pressure building up again.

His entire member was being pleasured as he felt his sensitive area being hugged and massaged by her comforting snugly warmth. There was a sudden twitch and he felt his body tighten as the pressure became a little much. He was ready to get down however each time he kept feeling it sink in. He slowly lost control of his body as the pleasure overwhelmed him, and encouraged him to go on.

She felt so smooth, and moist and narrow that he felt like letting loose, but he didn’t want to end it here.

Eventually he regained control and got off her. He collapsed to the floor breathing hard as Fluttershy felt her warm femness oozing a little love juice, that slid down and tickled her hind leg. She turned and walked towards him, smiling as he lay there like a puppy.

“I never knew it would feel this way, this is such an exciting experience!” she beamed as she rubbed his tummy with her hooves. “Oh my you can still move right?” she asked him

“Just about, I feel exhausted already!” he huffed. Fluttershy unexpectedly climbed on top of him and lay on his chest, their noses touched and Fluttershy smiled and kissed him again.

“Huh?” Firestorm said as she sat up.

“I want to help you feel good, and um I’m kind of enjoying this a lot. I’m just not a loud pony though, but the whole experience is really amazing and lovely.”

“You enjoy it that much? Someone innocent like you?”

“You shouldn’t always judge a book by its cover you know?” she rested her forelegs either side of his body on the ground, and the same with her hind legs. She positioned herself above his member and lowered her body down. She felt the sensation return as he penetrated her again. She relaxed her body on his and looked cheerfully into his eyes.

“We’ve both made each other feel so good!” she said. “I’ve sure missed out on a lot, but thanks to you I know what it feels like!” she spoke to him as she gently bounced up and down on his body.

“It may seem a little disturbing, but it’s not that bad when you get used to it!” she added as Firestorm felt her soft femness sliding up and down on him. It seemed to get tighter as she lifted her body up slightly. He lay on the grass enjoying the feeling as it coursed through his body. “I like making my friends happy, just like the animals. It’s always great to see a smile on their face, just like you!”

Firestorm rested his head as the mellow feeling took over. She found his smile cute as she continued to ride him softly. She felt the pleasure escalating herself, and it somehow made her want him more. She had experienced so many new things in that sort space of time, and all of them had been enjoyable.

Firestorm felt his member being softly milked by her, as she continued to extract the pleasure out of him. He hugged her body as her legs continued to do the work, she breathed a little but kept that same happy smile on her face.

“You’re a lovable pony, so sweet and kind. You don’t have to be so modest, you deserve to be loved!” her voice soothed his mind but it also brought him closer to orgasm, he could feel the tensing pain coming back in his crotch.

“It feels really good with you Firestorm, you’re gentle and careful and never too rough with me.” his face seized up as he began enjoying it a little too much, the thoughts of orgasm were taking over as he became more desperate to release his load. Fluttershy let out what seemed to be a little giggle as she went faster.

“Is this good enough for you?” she asked looking straight at him. He was too much into it to answer, by now he was panting with his tongue sticking out, he held onto Fluttershy again who came closer to him and nuzzled him once more.

“I want you to really enjoy this.” Just as Firestorm felt like coming she slid off his body and took his member into her mouth. She looked at him and licked around his tip then sucked on him, whilst masturbating him slowly, building up more pressure until he couldn’t take anymore.

Firestorm moaned loudly with relief, as he felt his load squirting into her mouth. His hard maleness throbbed violently as his seed was pumped out of him. He didn’t realise but Fluttershy who was fond of the taste, began to swallow a little until he stopped. It slipped out of her mouth leaving several strands of cum between his tip and her mouth. She cleaned it up and watched him sink into the ground.

“Yay.” she cheered quietly as Firestorm passed out from the over-exhilarating orgasm.

Eventually he came to, and the first thing he saw was Fluttershy in front of his face, she smiled as he got up slowly resting on the tree.

“We sure had fun today.” she said sitting next to him and hugging him.

“That was most unexpected of you Fluttershy, where do you learn all these things?” she smiled and winked at him as she held him close.

“It’s my little secret, not even my friends know. I was hoping one day I’d be able to make someone happy like that, and I’m glad it was you, the kindest pony I know!” he laughed and settled back as Fluttershy pecked him on the cheek. The two ponies rested under the glowing orange sun, as birds flew around them singing various songs.