You Really Think I'm Beautiful?

I awoke in the night to see Fluttershy sitting next to the couch, again hiding one eye behind her pink mane and looking down and to the side. Her ears were pinned back. I leaned up on my elbows and asked, "What's wrong?"

"Do...do you really think I'm beautiful?"

I reached out to stroke her mane as she looked away. "More than anything I've ever seen."

She sat without moving, but a slight smile played across her muzzle. She blushed, a deep red coming into her yellow, furry cheek. Her blue nightgown barely hid her form. "This is so embarrassing. When you were bathing, I, um, watched you through the keyhole." My dick woke up, half-hard at the thought of this gorgeous pegasus watching me in secret.

"That's okay. I didn't take my eyes off you all day."

"It's just that, since you came here, I started to go into heat. Seeing you, um," she trailed off.

"It's okay, Fluttershy." I cupped her muzzle in my hands, and she met my eyes with hers. "I feel the same."

"Even though you're a," she struggled with the word, "hu-man, I can't help myself. I--I think I love you." She leaned toward me, pressing her muzzle against my mouth in a gentle kiss. I kissed her back, and soon found our tongues entwined. Her wings stretched out to the sides and shook, then she folded her right wing over me, brushing it against my cheek. We kissed, and kissed, and kissed, with ever-increasing passion. I ran my fingers through her mane, then held the back of her head gently while we kissed more. My lips left hers, and found her jawline, while she breathed heavily. My hands worked down to her little ass, squeezing gently. We made out like this for quite a while, but it didn't seem to be going anywhere. My balls ached. I couldn't help it, I just had to press my crotch against her belly. Through my boxers and her nightgown, I could feel her soft teats against my dick. I pressed it in, grinding tentatively.

She pulled back suddenly and looked away, blushing. "I, um, I better go." But she didn't move. She was obviously at war with herself, wanting me but afraid. I decided to make it an easier choice. I slipped my cock out through the front of my boxers and pulled her close again, kissing her neck aggressively. I stroked her teats with my hand, rubbing the nipples between finger and thumb. Losing herself, she nibbled my ear. That sent chills up my spine, nearly making me lose my mind. I guided one of her hooves to my raging hard-on, guiding her motion. A dribble of precum stuck to her hoof. She pulled it back suddenly and looked at the glistening moisture on her hoof, sniffing it. Her cute little nose wiggled.

She looked with some alarm at my fully erect member. "Jack, I, I just don't know about this."

"Baby, you're just so beautiful. I want you."

She smiled slightly, blushing and looking away. I stroked the fur of her breastbone, and her neck. I could see an internal war raging in her eyes, and I couldn't tell which side would win. Tentatively, she peeked out the corner of her eye, and poked the tip of my dick with a hoof. The fur on her neck was standing on end. "Lie down," she instructed. I was all too happy to comply.

She sidled closer to me, on top of my legs, then gingerly took it between her smooth hooves. "I--I hope this is okay. I've never, been with anyone before." Then she began rubbing her hooves on me, slowly up and down, fur and smooth hoof alternately stroking me. Her movements were awkward at first, but gradually became smoother. I reached out but couldn't find anywhere to put my hands without interrupting her motion. She held my manhood in the frog of her left hoof, rubbing the head, while her right hoof toyed at my ballsack. She breathed from a slightly open mouth, and I could feel her hot breath on my junk.

As she took it between the sides of her hooves again, precum dribbled out onto her hoof. She tasted it tentatively, then lapped the rest of it from her hoof before returning her attentions to my shaft. She hovered her muzzle over my cock and dribbled spit onto it, lubing me up and making her hooves slide over my dick more easily, rubbing up the shaft and over the tip. I groaned. After being near her so long with no release, I knew I wasn't going to last long. Sure enough, the heat rose at my crotch. I began thrusting my hips slightly, in time with her. The sensation was building.

"I'm going to cum," I warned, but apparently she didn't know what to expect. She watched, unblinking with a lustful look. Hot cum shot out of me in spurts. A thick, oozing line of it splashed her forehead. She jerked back slightly, squinting one eye as more of it streamed onto her eyelid, muzzle, and cheek. But she didn't stop her attention to my shaft. She didn't miss a beat. More jets of cum reached across my belly, chest, and up to my neck, in the biggest load of my life. "Oh, sweet Celestia, that felt so good."

She cleaned the hot jizz from her face, wiping it onto her hooves. And then, fixing me with a look with both eyes, she began slowly licking it from her hooves and the nearby yellow fur. More stained the sleeve of her gown. Without taking her eyes off me, she slowly began lapping it off my dick (which twitched in appreciation) and working her way up to my neck. Before I knew what was happening, her small, quadrupedal body was on top of me. I kissed her neck, and her ear, short fur feeling strange but somehow wonderful in my mouth. I rolled her on her side and spooned her from behind, still kissing her neck as I felt my way up her nightgown, rubbing her chest, down to the soft, sparse fur of her belly, and finally to her teats. They were soft, and wonderful. I played with the nipples and she let out a little squeak. Even though our heads were near each other, her ass only reached my navel. I reached a little farther down, and felt hot air out of her vagina. Her feathers brushed against my abdomen, her twitching tail brushed against my already nearly-erect penis. I rubbed a finger on her pussy. Soft, and sticky-wet, She groaned, and I rubbed more. I put my middle finger inside her, and she bit down on a forehoof, eyes shut tight. I slowly moved the digit deeper, fingering her until her hot mare juices were pouring out. A strong, musky odor filled my nostrils, and she squeaked with pleasure. She couldn't hold her loud moans in anymore when I pulled the finger out of her vagina and discovered her soft clitoris, rougher in texture, and clearly more sensitive. I rubbed it gently, and slowly, in circular motions, and soon she began to buck at my hand. I held on, not releasing her until her convulsions stopped and my hand was covered in her juices. That sure didn't take long.

Exhausted, she looked at me out of the corner of her eye as I sat up on one elbow. I sniffed my finger, and licked some mucus from it. It tasted different from human women, but infinitely better. Her tail found my dick again, which was by now rock hard. "Somebody's ready to go again," she whispered, her eyes nearly closed in a wicked look.

Fluttershy laid me back down, and laid herself on top of my legs. She planted kisses on my shaft, holding it up with the last joint of her right leg. She licked from the base to the tip with an agonizing slowness before taking the head into her muzzle. The head in her mouth, she licked the tip, then gradually lowered her face farther down. Dimples formed in her cheeks from hard suction each time she slid back up to the tip. Each time she went down imperceptibly farther, until it was halfway in her mouth. She gagged a little, and took it out, "I'm sorry, I don't think I can put it all the way in."

"Oh, don't worry baby, you're doing great."

She smiled at this, and returned her attention to my throbbing dick. She took it back into her mouth, her tongue feeling its way along while her lips (are they lips?) provided friction. Soon I couldn't stop my hips from moving in motion with her, and even though she gagged a little a few times, she didn't stop. She bobbed her head up and down on me, taking it out periodically to hold it in the crook of her foreleg and lick the shaft, or the head, and once, my urethra. Her confidence built by this point, she took it into her mouth again, looking up at me with wide open eyes and begging me with those turquoise orbs to reach my limit. And soon I did. "I'm going to cum!" She never broke eye contact, never stopped her motions. The heat rose at my groin, and my twitching cock shot hot spurts of seed into her mouth. I could hear her swallowing sounds as my convulsions subsided, and feel the suction of her warm, moist mouth with every aftershock of my orgasm. When I stopped thrusting, and relaxed, she let it drop from her mouth and smiled at me, rubbing her jaw. There wasn't any mess--she had swallowed every last drop.

"Thank you, thank you, that was wonderful."

She smiled, then blushed, clearly embarrassed as much as she was pleased. She stammered, "G--Good night, I'm, uh, going to bed." Then she looked in alarm at the stain her juices had left on my erstwhile bed."Oh, my, I'm sorry, this couch is so dirty. Why don't you, um..."

"Can I come upstairs with you?"

She blushed even redder than before, brushing her mane away from her eye with a deeply contented look on her face. "I--think I'd like that."

That night, spooning my little pony all night long, her warm little body next to mine, was the happiest night of my life.

Author's Note

I've added quite a bit to this scene to help with the pacing and the level of detail in the narration.

11/19/2015: I changed this scene up a bit, to add more detailed descriptions and make Fluttershy a little less eager to begin, in keeping with her character.