Fluttershy's heart beat like a drum as she walked through Ponyville's empty streets. This was such a bad idea. A very bad idea. A very very bad idea that would utterly humiliate her if the slightest thing went wrong. No one would ever look at her the same way again. If the wrong person stumbled across her, she might even end up getting arrested. But at the same time, she couldn't not do it. She'd come too far to back out now.

Besides, the beating of her heart wasn't just fear. There was definitely some fear in there but a much greater clump of it was anticipation. Excitement. Even impatience. She had spent all day waiting for the sun to go down. She had put off her usual self-gratification so that she could fully enjoy herself now. All of that frustration couldn't go to waste now because she got cold feet. Of course her nerves were a bit frayed, but that was part of the appeal. The whole idea that someone just might come upon her... it made her tremble, and not just because of her nerves.

The chances of anyone running into her were minuscule, of course. She'd never have gotten this far if not for that. It excited her, but not that much. She needed to take baby steps down this path or the stress would make her sick. Her two scouting missions had told her that the alley behind the Carousel Boutique would be deserted. Rarity generally slept like a log, and even if she woke up, she tended to stay inside and make herself a cup of tea rather than go on a walk. If she did wake up, she'd turn on the light and give Fluttershy a bit of warning. Or, in the absolute worst case scenario, Rarity would hopefully be the most understanding and discreet about the matter. At the absolute least, the fact that Fluttershy had accidentally stumbled on Rarity's collection of... paraphernalia once, which would give the fashionista a little extra incentive not to gossip.

She sidled up against the back wall of the boutique. Rarity kept the place fairly clean; there were a few cardboard boxes of fabric scraps, but other than that, nothing. Fluttershy glanced up and down the empty alleyway. She was at the point of the wall furthest from any doors or windows, and across the way there was nothing. It was now or never. She couldn't even believe that she was even considering what she was about to do. If only she had remembered to lock the door.

That was what had started her down this path.

Fluttershy wasn't particularly ashamed of the fact that she took a bit of time every day to pleasure herself. When you spent the bulk of your day dealing with animals, the majority of whom tended to be grumpy, you needed a stress reliever. So once a day (occasionally twice, if she had the time and libido), she'd lock the door, lie back on the bed, and spend half an hour or so giving her arm a workout. Except that one day a few weeks ago, she had forgotten to lock the door. And she was expecting Rainbow Dash to drop by at some point to pick up some turtle food.

No problem, just get up, lock the door, and get back to choking the chicken. Only she didn't. At first it was a matter of convenience. I'm almost done. Rainbow Dash probably won't show up soon, anyway. That got her thinking. What if Rainbow Dash did show up? Would she be quick enough to react? Dash wasn't the type to wait around downstairs. If the door was open, she'd barge right in. I'd better go lock the door. It would be so embarrassing if Rainbow Dash walked in on me. She still didn't get up. Maybe Dash would walk in on her. But she might not. But she might. Fluttershy had felt the first twinge of excitement at the thought.

The excitement was enough to make her cum in her own face.

Nobody caught her, but the seed had been planted. What if someone did see her? Was she so ashamed of her body that she needed to hide it? She had always been modest and more than a little self-conscious about her dick, but would it really be the end of the world if someone caught a glimpse of her chest or her bottom or her cock? Just the thought made her blush. And it made her hard. She couldn't help herself.

So began her experimentation.

She started small, of course. Her first little experiment was simple: when she walked back to her room after her shower with her towel hiked up a bit in the back, revealing her tush as she walked down the hallway. There was no one to see her of course, but under normal circumstances she got nervous being naked even in her own room. She wasn't sure whether the goosebumps she felt on her bare ass were from the chilly air, or from excitement. The next day, she did it again, only this time with the towel wrapped around her waist. She shivered the whole way, her nipples getting nearly instantly hard. The day after that, she didn't even bother with the towel. By the time she reached her room, she had a boner.

Then she did the unthinkable: she opened a window. Specifically, she opened the window in the hallway between the bathroom and bedroom. A chill ran down her spine as she walked past the window and felt the spring breeze on her exposed breasts. If someone just happened to be walking by her cottage, and they just so happened to look in her direction, they'd be able to see her. She clenched her fists as she resisted the urge to cover herself. The struggle wasn't very difficult. The notion that somebody might peep on her was a bit of a thrill. She even started to walk past on her tiptoes; if she had an erection, which she usually did, the throbbing head of her cock would poke over the windowsill.

She only got more and more daring, or at least as daring as she could possibly get while being alone in her house. Before long, she found herself going shirtless around the house during the less busy hours. Then she left her bra in her drawers. Then her skirt. Before long, she was naked. It couldn't end there, of course. She made extra effort to give herself a hard on, just to make it unambiguous how aroused she was. Sure, the curtains were closed and the door locked tight, but it was a start. Then she began to leave the curtains open. And unlocked the front door. Of course, during her personal time the door would be locked and curtains closed. But occasionally she'd jack off not up in her bedroom, but on her sofa. And sometimes she'd leave the curtains just a bit open. And once, on one particularly rainy day that made visitors especially unlikely, she even left the front door open.

Noone ever caught her. There were a few close calls, though. One evening she had forgotten that Rarity was planning to come pick up Opal's hairball medicine and had very nearly caught Fluttershy licking her own semen off of her breasts. And if Twilight hadn't decided to knock on the window before looking in to see if Fluttershy was home, she would've gotten an eyeful of Fluttershy's boner. But they had never caught her. But they had come so close, and Fluttershy wanted more of the rush.

The idea had been floating around her head for a week at least before she got up the nerve to actually take a few steps toward doing it, and a few more for her be brave enough to make her first attempt. But now she had picked a date, and she would follow it through. She couldn't let her planning go to waste.

She shivered, even though the night wasn't that cold. She pulled up her hood. It limited her peripheral vision a bit, but that was okay. It would shadow her face, and if she was being honest to herself it would only add to the thrill. One last glance up and down the street. Empty. She bit her lip, slipped her thumbs into the waistband of her sweatpants, took a deep breath, and slipped them down to her knees. Even with her panties shielding her crotch, she had never felt more exposed. The bulge was undeniable, and her testicles, while not too gigantic, dangled just enough to protrude from the edges of her panties. It was a miracle that she didn't have a hard-on yet. Maybe her cock was as shy as she was. She closed her eyes and counted slowly, wondering if she would make it to ten before someone saw her. As she hit ten, she pulled her pants back up and let out a huge sigh of relief. Her heart had never beat faster, and she had never felt more alive.

But it wasn't enough. Coming all this way just to flash her panties would be a copout. No, the night needed to see some skin. Her hands shook as she slid her thumbs into her waistband, as well as into her panties. The alley was just as empty as it had been before. She turned to face the wall. If someone came down the alley, she wouldn't be able to see them. She bit her lip and slid both her pants and panties down to her hips, revealing her supple backside to the alleyway. She held her breath as she counted, fighting to keep herself from reflexively covering up. She had told herself that she would count to ten before covering up. She made it all the way to seventeen.

She spun back around. Her cheeks were flushed, but she was smiling. She was caught up in the thrill of the moment. She had done it. She had exposed herself in public. Granted, in this location she was probably less likely to be interrupted than in her own living room, but that didn't matter. She took a few deep breaths to calm herself. Not because of her nerves, but because she was so giddy. She glanced up and down the street once more and once again mooned the empty alleyway. This time she removed her hands from her pants and pressed them against the wall of the boutique, partly to steady herself, and partly to raise the stakes. There was no guarantee that she would be able to hide herself if someone happened by. She counted in her head. She was already to twenty.

Fluttershy closed her eyes and slowly began to sway her hips back and forth. Twenty-five. She reached down with one of her hands. But she did not cover herself. Instead she slapped herself on the ass. Gently of course, it would barely have even been sufficient to scratch an itch. Thirty. She slapped again. It stung, just a bit. It made her ass jiggle. She brought her other hand down and slapped her other cheek. Forty. She pressed her legs together. Her crotch felt hot. She spanked herself again. This time, the slap echoed softly down the alley. Fifty. One more deep breath, and she spanked herself one final time with all the strength her shaky arms could muster. The sound sounded like an explosion in her ears. A small, delicate moan escaped her lips. Sixty. Somewhere in the distance, a cat yowled.

She gasped and scrambled to cover herself. A million excuses for why she was lurking in the alleyway flew through her mind in the few seconds that passed before she realized that she was still alone. She was alone and hornier than she had ever been. Her plan had ended with exposing her ass; she had figured that she would work up to flashing other parts. But right now she had one thought on her mind: "Fuck the plan."

Once more she slid down the band of her sweatpants, down to her knees. Then she slid a finger under the crotch of her panties and pulled them aside. Her semi-hard cock flopped out. A large drop of precum was already oozing from the tip, and she could feel the dampness forming between her legs. Her fingers slowly made their way downward, past the small tuft of pink hair, and began to reorganize. Her penis protruded from one side of her panties, and her scrotum from the other. She stood still for a second, savoring the feeling of the cool night air on her dick. She could feel it begin to harden and put it back into her panties.

It wasn't part of her plan, but that didn't stop her. She slid the fingers of one hand into her pussy and began to wriggle them. With her other hand she fondled her scrotum. It barely took a second for her cock to harden. It filled her panties, pitching an impressive tent. At the tip, a wet patch grew. She closed her eyes. Just one minute. Count to sixty. She only made it to twenty-four. Not because she lost her nerve, of course. In fact it was just the opposite. It was her libido that got the better of her. She slipped the edge of her panties off of her dick and began to stroke it. It was already slick with precum. She tried to keep her breaths slow and quiet. If someone found her it wouldn't be because she couldn't contain her moaning.

With her other hand she began to rub her balls. It was a pity she didn't have a third hand to feel up her vagina, but this was plenty sufficient. Her knees began to wobble and she leaned against the wall of the boutique. What would Rarity think? Could she possibly even imagine what was happening as she slept? That Fluttershy was busily masturbating right out in the open, getting ready to spray her cum all over the ground? Rarity would be scandalized. Fluttershy imagined the scene. Rarity would have trouble sleeping. She'd get up, and make some tea. Fluttershy wouldn't notice; she was too occupied. Rarity would notice someone outside. She'd poke her head out to check.

Rarity's eyes would widen, her cheeks would flush, and she would whisper "oh my" under her breath. Fluttershy wouldn't notice. She would be too occupied with herself to notice. The bliss of her self-pleasure would blind her to the fact that she had an audience. Her load would spatter on the ground at Rarity's feet, and only then would she see that she was being watched. But she wouldn't care. The post-orgasmic afterglow wouldn't let her. She would look up, see Rarity staring at her, and she would give her a smile...

"Nnng!" Fluttershy bit her lip as a fountain of cum spurted from her cock. A wave of burning pleasure erupted within her with such intensity that she could barely stand. The strength in her legs vanished and they nearly collapsed under her. She steadied herself against the boutique wall until the orgasm subsided, staring at the tip of her cock as it poured cum all over her legs. She lifted her dripping hands to her face and licked the cum from her fingers. Her pants had fallen to her ankles, and they were coated in spooge, but she didn't care. For now, she just leaned back and enjoyed the afterglow.

"I... I did it..." she murmured to herself. She was smiling so wide that her cheeks hurt. It was insane. She had just pleasured herself all the way to orgasm, outside, in public, and it had been the most terrifying experience of her life. She couldn't wait to do it again.

Suddenly, there was a crash down the alley.

"Gah!" She scrambled to yank up her pants. Her fingers felt like noodles, but she managed to cover herself just in time. Just in time for a familiar alleycat to poke its head out of a nearby trash can. She put a hand to her heart and breathed a sigh of relief. "Oh, it's only you. You know, I would appreciate it if you didn't sneak up on me like that!"

The cat yawned and then prowled closer. It sniffed at the drips of cum Fluttershy had left between her feet. Then it looked up at her quizzically. "Mreow?"

"Um... You don't need to worry about that." She was suddenly very aware of how squishy her sweatpants were. She blushed. "We should probably get home. It's getting late."

Author's Note

Yeah, so here's the futa version. Later chapters will probably have more distinct differences, but in this one there really isn't too much stuff to change.

If I missed any references to Fluttershy not having a cock in this one, let me know and I'll fix it.