Cheesy Pie

It’s been weeks since Cheese Sandwich left Ponyville and not once has he felt the urge to throw a party. He couldn’t stop thinking about her. The very same mare who helped him earn his cutie mark without her even knowing. The mare who mirrors him in just about every way. The mare he dedicated his life to to be just like.

He couldn't stop thinking about Pinkie Pie.

She invaded every thought of his waking day and entered every dream of his sleeping night. Every time he saw her in his head he shivered with excitement.

Cheese Sandwich was a relatively tall yellow stallion. His mane and tail were a woodland brown and was just as poofy as Pinkie’s. He wore a gray and black poncho and grey top hat with a pair of faded blue jeans with a hole in the right knee.

Cheese walked from town to town, ignoring his cheesy sense and urges to throw parties. He didn't want to throw parties. It suddenly didn't feel right without Pinkie.

He was now currently walking across a path towards Manehatten in the summer heat. His head was tilted down and his hands were stuffed into his pockets. He looked depressed, which he was.

“Why did I leave? Why did I leave her?” Cheese asked Boneless2 as he rode on his shoulder. Boneless2 was a rubber play chicken based off of the original that he gave to Pinkie before he had left. A large 2 was painted on his stomach.

“No, I don’t think I’m too good for her.” He retorted.

He flinched. “Well don’t yell at me! It’s not my fault you don’t have mind reading powers.”

Cheese sighed and pushed his hat up a little. “You’re right, Boneless2. I have to go back. I need to tell her how I feel.” He took a big gulp of a glass of lemonade that seemed to have come from nowhere, before tossing it away and turning back the way he came. Back towards Ponyville. Back towards Pinkie Pie.

Meanwhile, in Ponyville.

Pinkie lied on her bed, holding the box that contained the rubber chicken, Boneless. She stared at the toy with longing. Never had she met another pony that was like her, let alone a stallion.

Pinkie Pie was a light pink mare with a poofy cotton candy colored mane and tail. She was curvy around the thighs, but kept a pretty flat belly. Her breasts were barely withheld by the blue short sleeve she wore. She also had on a pair of light yellow short shorts that hugged her thighs tightly.

Ever since Cheese Sandwich told her how he got his cutie mark, how it was her he was trying to live up to, she hadn’t been able to get him off her mind. The crazy stallion popped up in everything she did. There was nothing she could do to get over him. It was like trying to not eat a cupcake. It can’t be done.

Pinkie sniffed, feeling tears begin to form in her eyes for the umpteenth time. “Why did you leave, Cheesy?”

She felt a tugging on her tail and knew it was Gummy. She hoisted the little alligator up onto the bed, where he let go of her tail and stared up at Pinkie.

“N-no. I’m fine, Gummy.” She replied to his stare, wiping tears from her eyes.

Pinkie looked away sadly from his staring eyes. “Yes… I am thinking about him again…”

She snapped her gaze back to the little alligator. “Don’t talk to me in that tone of voice, mister!”

“I know what it’s doing to me… But I can’t stop it… I want to… But I can’t.” Pinkie’s eyes filled with tears again as she looked back down at Boneless. Her heart ached for its counterpart. “It hurts…”

Gummy tilted his head towards the door, and Pinkie’s eyes changed to mild curiosity.

“Find him? But… where can I look?”

The little alligator just stared at her, before turning and jumping down off the bed to scamper off to his little hiding place.

Pinkie sighed. “I can’t go looking for him… What if he doesn’t feel the same way? He’ll reject me and make me cry worse than I do now whenever I think of him…” She rolled over on her bed and looked at the picture she had taken on Dashie’s birthiversary, showing her, Cheese, and all of her friends. That had been a very special day to her.

Pinkie’s eyes filled with tears again just at the sight of Cheese. She reached over to the picture and touched him. “Come back to me… I can’t smile like I used to without you…”

The mixed sadness and longing finally got to her as her usually poofy mane deflated into long sheets of pink over her left eye, draping down over her shoulders. She buried her face into the pillow and started to weep.

Now back to Cheese…. And this is where the story begins:

“All aboard!” The conductor called as Cheese waited to board, making him look up from his Mad magazine.

The other passengers began to board the Friendship train, carrying their bags to the cargo car first, before boarding themselves.

Cheese Sandwich stood from his seat and walked towards the train. He pulled his ticket out of his mane, handing it to the conductor, who took it and examined it.

“Ponyville, eh? Not much traffic through there.”

“Just goin’ to see… An old friend.” He replied in his deep tone.

“Sure thing, son.” The stallion smiled and punched the ticket, before handing it back.

Cheese tipped his hat and boarded. There weren’t many passengers, so there was plenty of room. He ended up taking a seat more to the center of the car, making himself as comfortable as possible for the long ride.

He picked Boneless2 up off his shoulder and held the rubber chicken out in front of him. “Are you sure this is right, Boneless2?”

“But what if she doesn’t feel the same about me? I don’t think I could live like that.” Cheese replied with a shake of his head.

“But what if I just make things worse?” He asked as a tear formed in his eye.

“Yes I do need a hug.” He said, before embracing the rubber chicken.

Cheese tapped his hooves nervously on the floor as the train approached the Ponyville station. He was not at all ready for anything like a special somepony. He had never even considered a marefriend. He had always been so… Awkward.

“B-Boneless2?” He asked the rubber chicken on his shoulder. “What if I can’t do this?”

“Aw! Why’d you hit me!?” Cheese cried suddenly, rubbing his cheek. He gazed at the chicken for a long moment, before nodding. “You’re right… I can do this. Just like learning how to ride a unicycle.”

Cheese seemed to brighten for a moment, but then he melted back down, taking off his hat and breathing into it like a sick bag, making it inflate and deflate multiple times.

“Next stop! Ponyville!” The conductor’s voice called over the intercom.

“Oh Celestia… I can’t do this.” He slapped himself in the face. “Get a hold of yourself, you filly! You walk up to her and tell her how you feel!”

When the train finally screeched to a halt and unloaded, Cheese Sandwich was the last one to exit. He slowly walked out of the car and into the station.

He took a deep breath, stuffing his hands into his pockets, and started towards the town.

The walk from the station did ease the stallion’s mind a little and he occupied himself by bouncing around a rubber ball that he had found in his poofy mane. The countryside was beautiful in Ponyville, most of it being apple acres, filled with tall trees of ripe, red apples.

Finally reaching the little town, Cheese ignored the waves and calls of the other ponies as he walked, looking for the very mare he had come all the way back to Ponyville to see. “Boneless2… What if she doesn’t like me back? What will I do then?”

He sighed. “You never were good with advice.”

Cheese Sandwich made his way to Sugarcube Corner. The whole way he thought of how he would approach Pinkie with the situation, Boneless2 being fresh out of ideas.

The bright pink, cheerey bakery soon loomed into view, making butterflies fill Cheese’s stomach as he approached.

The stallion strode up to the bakery and pushed the door open, ringing the welcome bell. That was the loudest he had ever heard a bell, making him flinch. Soon enough, everypony’s eyes were on him. Thank Celestia it was only the Cakes and a cross eyed pegasus mare.

Cheese cleared his throat. He took off his hat and looked away sheepishly. “I-I’m looking for Pinkie Pie.”

Mr. and Mrs. Cake looked at each other with worried expressions, but the blond mare smiled and spoke up. “Sure. She’s upstairs.” She pointed to a staircase, leading to the second level, accidentally hitting a shelf and knocking a bag of flour on top of herself, covering her whole body in white powder. The two foals playing on the floor burst into giggles.

“Derpy!” Ms. Cake cried and went to get something to clean her off with.

The pegasus blinked a few times. “I’m sorry, Mrs. Cake. I don’t know what went wrong.”

Cheese couldn’t help but laugh a little at that. At least it gave him something to calm himself before he was to converse with the mare who stole his heart and doesn’t even know she did it.

He thanked Derpy as he hung up his hat and poncho on a coat rack, showing his signature bright yellow collared t-shirt, before bounding up the steps to the second floor.

Finding Pinkie’s room wasn’t hard at all. You’d have to literally be blind to miss it. The door was covered in balloons and multi colored decorations, surrounding the name ‘PINKIE PIE’.

Cheese grabbed the handle with his hand and let out a long breath. “Well, Boneless2… this is it. Do or die time.” He pushed the door open, only to gasp at the sight before him.

It was definitely Pinkie in her bed, but not the Pinkie he knew. The one he knew was cheerful, happy, and always sporadic. This one was deflated and depressed. “Pinkie…”

The mare’s ears perked up at the sound Cheese’s voice. “C-Cheesy?” Her voice sobbed. She slowly rolled over to look at the stallion in the doorway, having to brush her mane out of her eyes.

“Wh… What happened to you?” He asked, walking in and closing the door behind him. He set Boneless2 down on a shelf as he moved closer.

“I-I missed you.” Pinkie choked back a sob. “I-I know you might not feel the same way about me… But… Ever since Dashie’s birthiversary… I’ve had these feelings that I just can’t get out of me… F-feelings for you… I don’t know how to deal with them.” She rolled over back onto her other side to look away from Cheese. “I-I’m sorry.”

Cheese had to take a moment to let this register. He was so shocked and disoriented, not expecting at all for the mare to have ‘feelings’ for him too. He shook his head to clear and slowly walked up to the bed. Ignoring his nervousness, he sat down on the edge of the bed. “Sorry for what?”

“H-having feeling for you.” She sobbed.

Cheese chuckled. “That’s not something to be sorry about, silly filly.”

Pinkie sniffed. “I-it’s not?”

“Of course it’s not. Here I was thinking I was going to be doing the confessing.” Cheese replied with a slight blush.

Pinkie rolled back over to face him. “Confessing?”

He smiled at her. “Pinkie… I have feelings for you too.”

The party mare’s eyes grew wide.

“But it was weird though. I’ve never felt like this before…. I’ve never wanted a special somepony before…. Until now.”

Pinkie’s eyes teared up again, but not from sorrow. She was happy. She reached up and yanked Cheese Sandwich down into a kiss, locking lips with the party stallion. Her long, straight mane poofed back up into its old cotton candy shape at the contact.

Cheese was shocked at the sudden assertiveness, his eyes going wide. His entire face burned with a flush.

Pinkie Pie’s face also went red as she pulled away. “I’m sorry.” She apologized weakly.

Cheese had to piece his blown mind back together, before he could even think straight. “I… W-what… Wow…” Was all he get out past his initial shock.

“Cheesy? A-are you ok? Did… Did I do it wrong?” Pinkie asked, sounding close to tears again.

The stallion shook his head. “N-no… No… I just wasn’t expecting that…”

Pinkie smiled, making Cheese’s heart flutter. He loved her smile. It made his day every time he saw it. “In fact… I actually liked it.”

“Can… Can I do it again?” Pinkie asked with an even deeper blush.

This time, Cheese leaned down to gently kiss the pink mare on the lips, Pinkie reaching up to wrap her arms around his neck as their eyes closed to enjoy the contact.

Cheese was surprised when he felt a tongue brush across his lips, asking permission to enter. He slowly parted his lips to let the muscle slip past and explore the new territory that is his maw, until making contact with his own tongue. They tongue wrestled for dominance as Cheese pushed deeper into the kiss, pushing Pinkie back down onto the bead and half laying on on top of her.

Pinkie moaned loudly into Cheese’s maw through the heated kiss, reaching her hand up to rub against his chest as he lied across her. Moments later, Pinkie pushed up on the stallion, forcing him to break the kiss as they panted for breath. “I… I love you, Cheese…”

Cheese blushed. His heart swelled at the words. “I-I… I love you too… Pinkie.”

“Cheese… I want you.”

The stallion’s eyes widened, his blush becoming deeper. “B-but…”

Pinkie slapped a piece of tape over his lips, silencing him. “Shhh… I said I want you.” She said quietly with a big smile.

Cheese pulled off the tape, leaving it hanging off his left cheek. “B-but I’m a-”

Pinkie placed the tape back over his lips, cutting him off. She giggled, grabbing the stallion and rolling them both over to where she was on top, straddling his waist. “Relax, silly. Not like I’m gonna bite…. Unless you like that, then…”

The yellow stallion blushed again, shaking his head as Pinkie giggled. “That’s what I thought. Why don’t you just relax and have some fun, Cheesy?”

Cheese pulled the tape off again, this time throwing it away from him. “B-because I’ve never done this before… Nor have I wanted to…”

“Awww… You’re cute when you act all shy. Let loose, Cheesy!” She giggled. “Now just sit back and enjoy.” Pinkie grabbed the bottom of her shirt and slowly lifted it, gradually exposing her body to the stallion beneath her.

Her stomach was somehow skinny and quite attractive, maybe from an impossibly high metabolism. And she had a cute little belly button to top it off like a cherry to a sunday. Her sides curved like an hourglass, ending at her wide hips and thick thighs.

Reaching her large breasts, Pinkie pulled the shirt over them and slipped it off over her head. She then tossed it over the side of the bed.

It took mere seconds for Cheese to realise that Pinkie wasn’t wearing a bra. If his eyes could widen any further, his eyebrows would have floated off of his head... Well they did and Pinkie just giggled, blushing as the stallion stared.

Pinkie’s breasts were pretty large, nearly double D. Her cute, pink fur covered them in a thin layer of softness that surrounded her erect nipples. The mare was very attractive by many standards, just there weren’t any stallions that could put up with her, besides Cheese Sandwich that is.

Pinkie grabbed Cheese’s right hand and placed it on her breast, giggling as his face nearly caught on fire with how hot he was blushing.

He squeezed it. It was soft and squishy, making it feel like a pillow. “So that’s what they feel like.”

The pink mare moaned as he grabbed the other one and squished the two together, playing with them.

“Hay! That’s not fair! You’re still clothed!” Pinkie complained, playfully smacking away Cheese’s hands. “Time to fix that.” She reached down and grabbed the stallion’s own shirt, pulling it up and off his body. With a little assistance from Cheese, she pulled it off over his head and tossed it off the bed with hers.

Cheese’s body was only slightly toned, but he was about as slender as they come. His skinniness exposed his small sixpack and allowed his pecs to just out slightly. Pinkie wasn’t much of one for muscles anyway, so this was perfect in her mind.

Pinkie licked her lips. “Mmmm… You look yummy… I wonder if you are.” She leaned down and slowly dragged her tongue up Cheese’s chest, making him shiver at the contact. A dull throb began to rise in the stallions crotch, making his pants grow slowly tighter.

Pinkie slowly began licking down his body, licking like he was covered in cupcake frosting.

Cheese panted from the simple touch as he watched the mare go lower and lower on his body, until she reached his waist band. “P-Pinkie… Are you sure about this?”

“Sure I’m sure, silly.” Pinkie giggled as she unbuttoned his pants and pulled down the zipper.

“I know, but… I-I mean I- Ohhh…” The poor stallion tried to stammer a response but was cut off by his own moan as he felt the mare grab his throbbing shaft.

While Cheese had been trying to talk, Pinkie had slipped her hand into his pants to see what he was packing. And it was big. “Wow… You feel huge.” She started glancing around. “Where’s a ruler when you need one?”

Cheese couldn’t help but chuckle at her.

The mare pulled down Cheese’s pants, slowly exposing his large and proud stallionhood, the flesh throbbing with need. A small dribble of pre had built up on the tip from her teasing.

Pinkie giggled. “You’re all excited! I wonder what it tastes like.” With that, the pink mare leaned down and gave the thick stallion a nice long, lick across his pre-coated head.

The stallion moaned loudly and clawed at the bed in helpless pleasure. “Ohhh… P-Pinkie.” He panted out.

Pinkie shivered at the taste of the salty pre cum, liking it. She lapped at it again, taking her time this time to lick across Cheese’s head, before taking the thick flesh into her maw.

Cheese panted faster, closing his eyes as his back arched. He bit his lip, feeling Pinkie’s tongue lick across the underside of his cock as it slipped further into her maw. Once there was quite a large amount inside of her maw, Pinkie began to bob back and forth across the throbbing flesh.

The stallion placed a hand on the back of her head, gripping her poofy mane as his moaning grew louder.

Pinke was soon bobbing her head in a slow pattern, tilting her head slightly to hit other tender spots with her tongue. Cheese’s loud moans fueled the pink mare faster, taking the stallion almost to her throat.

Cheese had to restrain from thrusting up into the mare’s maw in his intense bliss, finding Pinkie’s natural skill almost too much. His panting grew faster as his body grew numb, the pleasure of his throbbing member growing higher.

Pinkie’s maw was pure heaven for the stallion. The way she moved her tongue across him made him nearly lose it. And when Pinkie sunk lower on her, taking him into her throat, he cried out in pure pleasure.

Pinkie gagged slightly on the thick flesh, swallowing around the head as more of the stallion’s salty pre leaked out onto the back of her tongue, before being swallowed down. The mare gave a lusty groan as she increased her pace.

The tan stallion arched his back hard. “P-Pinkie! I-I’m close!” His body forced him to thrust up into Pinkie slightly as he felt his orgasm approach.

The loud noises from her stallion made Pinkie take him deep, even with him thrust into her throat, her snout hitting his crotch. She gagged loudly, but was soon rewarded by what she had been working for this whole time.

“Pinkie! I-I’m cumming! Hahhhh!” Cheese nearly screamed as his head flared inside of her throat, before shooting load after load of his thick seed down it, forcing the mare to swallow it all. His grip on her mane failed him as his body grew weak from the first release he had had in a month, ending up with him collapsing onto the bed, panting loudly.

Pinkie pulled off of the stallion’s slowly softening cock, leaving with a string of cum mixed with saliva connecting her tongue to the thick flesh as she panted. She swallowed a few times to get all of the cum out of her mouth, before leaning down to lick what was left off of Cheese’s cock.

Cheese just lied there, lost in the bliss of his afterglow. His eyes were as crossed as Derpy’s, making Pinkie giggle at him. “You look so silly, you derp of a stallion.”

“I feel derp… Oh, Celestia that was the best thing I’ve ever felt…”

“Really? Then I want a turn!” Pinkie exclaimed in a giddy voice.

“W-what? B-but…”

“Oh common, you silly stallion. I just blew you like a party blower! The least you could do is pust that amazing tongue to some good use!”

Cheese blushed. “Well uhh… OK.”

“Yay!” Pinkie bounced up and down on the bed. she then jumped off of it, standing next to the bed with a lusty grin as she turned around and slipped off her shorts and panties, making sure to bend over as she did so, giving the stallion a view of a lifetime.

Cheese blushed harder. Pinkie’s cute snatch was untouched by any other and covered by a generous amount of her arousal. His limp stallionhood near instantly regained full size. “Oh my… What beautiful lips…”

“And they’re all for you, you silly stallion.” Pinkie replied to his compliment in a lusty tone as she climbed back onto the bed, crawling towards Cheese like a predator stalking its prey. She crawled over the stallion until her dripping lower lips were right in front of his snout.

Cheese’s eyes widened as he stared at her crotch, before he felt a hand on the back of his head shove his snout against the mare’s wet snatch. He rolled his eyes to look up at Pinkie as she smiled down at him. “Don’t just stare at it, Cheesy! Lick me already!”

Shivering at Pinkie’s forwardness, Cheese slowly stuck out his tongue and dragged the muscle form the base of the puffy lips to the tender nub at the top.

Pinkie moaned loudly from the contact, her back arching slightly as she ran her hands through Cheese’s mane. “Y-yes…” She bit her lip and rolled her hips against his lips as he licked again, enjoying the feel of his tongue.

Taking the hint, Cheese began to lick at her faster, quite liking the taste of her arousal. With each lap he made sure to take extra time to lick across her clit.

The pink mare’s tongue hung out of her mouth as she was taken by her pleasure. Her heated panting filled the room, louder than Cheese’s had been. She gripped his mane tighter, helpless to the bliss.

Cheese wrapped his arms under Pinkie’s thighs and dug into her tight folds with his tongue, causing the pink mare to gasp loudly. More of her aroused juices spilled out onto his tongue as he began to swirl it around inside.

“Ahhh! C-Cheesy!” Pinkie cried out when she felt the clumsy tongue enter her. Not entirely knowing what to do, Cheese worked the muscle in as many ways as he could, trying everything. This made the pink mare nearly scream. She yanked on his mane, trying to pull him deeper, panting and moaning loudly. She loved every second of her treatment.

The stallion redoubled his efforts, thrusting his tongue deeper, and dragging it across every tender spot he could find, each one making Pinkie hit a higher pitch in her cries of pleasure.

“More! I-I want more! I-I’m so close! More!” Pinkie begged as she pulled on Cheese’s mane harder.

Pinkie yanking on his mane, forced Cheese hard against the gushing lips, forcing him to french kiss them with his tongue buried as deep as it would go. He wiggled the muscle inside of her, feeling the inner walls clamp down on it.

“Ohhhh!, Cheesy! I-I’m cumming!” Pinkie screamed as her back arched, throwing her head back. Her thighs clamped down on the stallion’s head, holding him in place as she came in his maw, cating his tongue and maw in her cum. Cheese was forced to swallow the intoxicating fluid as it overwhelmed him or drown. He didn’t care though, happily drinking it like it was party punch.

After a long moment, Pinkie’s body finally grew weak and she fell over off of Cheese, collapsing onto the bed and releasing the stallion from her thighs. She lied there beside Cheese, panting.

Cheese felt Pinkie cuddle up to him, wrapping her arms around his bicep as she giggled. He smiled and blushed. “What’s so funny?”

“Oh just this little thought that hit me like a second ago and now its making me giggle with how funny it would be.” Pinkie replied with even more giggles.

“Mind sharing?”

The pink mare stuck out her tongue cutely. “Hay Cheesy… You wanna fuck for real?”

Cheese was taken back by this. His cheeks turned the deepest shade of red they had ever been as his eyes grew wide. “I-I-I-I…” He tried to stammer a response, before Pinkie silenced him with a deep kiss, clinging closer to the stallion.

Moments later, she broke the kiss, giggling. “I’m just kidding… I have a three party rule before we do anything too serious anyway.”

Cheese gave a relieved sigh.

“So that’s what you wanted to see her for.”

Both party ponies stiffened as they slowly looked towards the door. Standing in the doorway was Derpy.

“Derpy! Why are you in here!?” They both yelled, attempting to cover themselves.

“I-I was just coming up to see if everything was ok and I heard screaming and I thought something was wrong. I’m sorry.” The ditsy pegasus replied quickly.

“Get out!”

“I’m sorry!” She turned to leave and smacked face first into the door frame, making her stumbled and fall through the doorway. The sound of the mare tumbling down the stairs was heard from the room.

Cheese jumped out of the bed and scrambled to the door. “Holy Celestia, she hurt herself!” He exclaimed, looking down at the unconscious pegesus.

Pinkie came running past, shoving Cheese’s pants into his arms. “Put them on. Don’t want the Cakes to know that we foreplayed while they were awake.” She then ran down the stairs to help Derpy.