The party went off better than Fluttershy could have imagined. From the stuffed animals, to the large floor bed, absolutely everything was carefully set to insure her total comfort. And she wasn’t the only one enjoying herself, even Pinkie seemed to have mellowed out. Suppressing her hyperactive tendencies and randomness with relative ease. Though a small part of Fluttershy worried that it might all explode at any given moment. But for now she couldn’t deny how much fun she was having as she laid back on the bed and listened to the classical music playing over Pinkie’s laptop. All while she relaxed she was being watched over by Pinkie, eyeing her friend with a warm smile.

“So, can we call this party a success?” she asked.

“I shouldn’t have doubted you like I did…” Fluttershy opened her eyes and stared apologetically at her pink hair friend. “You wanted to do something special for me, and I was too worried to go along with it at first. For all I know you probably had to change everything because of me and-“

“Okay enough of that…” Pinkie said placing her hand over Fluttershy’s mouth “Yes, I wanted to do something special for you, and the only way I could do that was if the party was something you would enjoy. If I didn’t then it would have defeated the point of all this. So don’t apologize, just lay back, and enjoy yourself, okay?” Pinkie removed her hand from Fluttershy’s face, her friend nodding in agreement.

“Still, you did all this for me, I just wish I could do something for you.” There was a long pause, if she hadn’t closed her eyes in that moment, Fluttershy would have seen the devilish smile spreading across Pinkie’s lips. She let the silence stretch on for a little longer, laying down beside Fluttershy as the two listened to the music. She had planned this long before inviting Fluttershy to this party, and just now she had been given her cue to begin.

“Have to time this just right or else it could all go wrong.” Pinkie took in a deep breath and finally spoke.

“You don’t really have to do anything, I’m just happy that I could help you, and you know that’s all I ever want.” Pinkie reached over and grabbed on to Fluttershy’s head, nuzzling it gently and enticing a giggle from her friend.

“I know that more than anyone,” She said “But isn’t there anything I can do?” Pinkie hummed to herself, pretending to be mulling over the question, but in truth she was just letting time pass, making Fluttershy think that she was thinking.

“Well I have been trying to reorganize my party room. I may be good at planning, but organizing files makes me sleeping. Right now if it weren’t for this curtain you’d see how much of a mess it is. If you could stop by a few times to help it’d be a huge load off my shoulder-oh!” Pinkie sat up quickly, causing Fluttershy to jump.

“W-what’s wrong?”

“I’ve got a better idea, wait here!” said Pinkie as she began to crawl away. As she did Fluttershy couldn’t help but glance over, noticing Pinkie’s rump sway side to side. Even when Pinkie reached the curtains and pushed her body halfway through it, her bottom half never stopped moving. It was almost hypnotic, the way it swayed. And for a woman whose diet was made up of mostly sweets and pastries, Pinkie’s cheeks were firm.

“Where does it all go then?” she asked herself.

“Want to take a picture?” Fluttershy blinked, snapping back into focus and noticing Pinkie staring back at her with a sly smile. Now seeing that she was caught staring Fluttershy’s face became flustered, waving her arms at her friend she tried to make her defense.

“I-I-I wasn’t s-staring I s-s-swear!” she said “I was just-you know-wondering what you were g-getting, and-and.” Pinkie giggled at Fluttershy’s stammering walking up to her.

“Relax girl, I understand.” She said, and for a moment Fluttershy began to calm down, but she didn’t get to enjoy that for very long. “You aren’t the only one who’s wanted an eyeful of this!” turning around Pinkie began shaking her butt without a care, leaving Fluttershy to become redder, looking down to avoid making eye contact with the memorizing dance. Eventually Pinkie decided to move on from her teasing, and sat down net to Fluttershy.

“Come on, there’s no need to feel embarrassed.” She said patting Fluttershy on her shoulder. It took a few seconds, but eventually the redness of Fluttershy’s face faded away, and she was once again able to look up at Pinkie.

“S-So what were you looking for?”

“This.” Pinkie pulled something from behind her back, holding it out for Fluttershy to see. She eyed it with a tilted head.

“Massage lotion?”

“Ahuh.” Pinkie nodded, but Fluttershy continued to look confused. “See, after our last adventure I needed something to help loosen my shoulders. So I thought that maybe a trip to the spa would help me. When they saw how bad I looked they used what was in this jar to help me, and I tell ya, it was the best thing I’d ever felt.” Fluttershy’s expression when from confused to curious as she continued to stare at the jar. Ever since Rarity first introduced her to Aloe and Lotus they had never disappointed, always doing everything they could to satisfy their customers.

“So why did they give you one?”

“Truth is this is something they made themselves, and they’re still testing it. They gave me this sample hoping that I could test it on some other people and get more feedback before they can put it on their shelves. So I’m thinking that maybe I could try it on you, this way you can help me return their favor and get a message in return, it’s a win-win!” Fluttershy hummed as she thought it over, Pinkie may not be a masseuse herself, but that hardly seemed like a reason to refuse.

“Okay.” Pinkie blinked,

“Really?” to be honest she’d expected a lot more convincing than this.

“Yeah,” Fluttershy continued “I’ve always loved their product, plus Rarity and I don’t have an appointment for another few days. And to be honest, I could use a good rub down…” to prove her point Fluttershy reached over to her neck and gave her head a turn, a light pop sound being heard almost instantly. Pinkie cringed slightly, she herself was in the same state not long ago, though her relief from it wasn’t exactly how she told it.

“Like I said, win-win.” Said Pinkie “Go ahead and lay on your stomach.” Fluttershy nodded, already beginning to unbutton her top. Pinkie watched as final button came undone and Fluttershy allowed top to slowly slide off her shoulders. Though she was-almost-sure Fluttershy wasn’t trying to put on a show for her, it didn’t stop a burning sensation from spreading between her legs.

“Down girl, you’ll have your time soon enough.” She thought to herself, trying hard to keep a straight face. Soon enough the top had been fully removed and folded, Pinkie unable to look away at the now almost fully exposed rack that put all her friends to shame. Without a doubt Fluttershy’s was at least two cup sizes bigger than herself. It was almost a sin to have such perky pieces of perfection restrained under a bra. But that wouldn’t be for long, soon enough they would be set free and played with to their hearts content.

Finally the show seemed to end (for now at least) and Fluttershy was laying on her stomach. “Ready.” She called out, snapping Pinkie out of her daze. With a smile Pinkie walked up to her, placing her feet on each side of her friend Pinkie then kneeled down, now perfectly stationed above Fluttershy’s back. She licked her lips, she wanted this for more than she thought. But she still had to take her time, slowly warm her friend before she could enjoy the full course. Reaching down Pinkie placed a palm on Fluttershy’s back slowly gliding it upward. After a few inches she could feel the goosebumps forming, but Fluttershy didn’t so much as twitch. Soon Pinkie’s hand stopped on the strap, and with two fingers lightly pulled on it.

“Can I?”

“Oh yes, please, I wouldn’t want to ruin it.” She didn’t need to be told twice, already undoing the hooks swiftly with one hand alone.

“Hello sideboob!” Pinkie cheered internally, she was further along in her plan than she expected to be by this time. And she was sure that soon she’d be going through it even faster, it was only a matter of time now. Reaching for the jar she undid the top, placing her fingers inside she pulled out a handful and rubbed some on the other hand.

“Okay so there are a few things you’ll find out about this, but I’ll fill you in as I go, okay?” Fluttershy nodded her head, eyes closed in preparation, just like any of her other spa appointments. Finally Pinkie began the massage and spread the lotion across Fluttershy’s back and shoulders. The cream was cold on contact, but Fluttershy enjoyed the cold touch. As the seconds passed Pinkie continued to rub at Fluttershy’s back and soon she would notice a change in the lotions temperature.

“It’s getting…warm?” she wondered.

“That’s right,” said Pinkie “That’s the first step, the warmth loosens the muscles and softens the skin making it more sensitive to touch. Soon every touch will become better than the last and you’ll find yourself wanting more.”

“You’re just reading from the jar now aren’t you?” Pinkie smiled sheepishly as Fluttershy looked back at her.

“That was also part of the promise, and it’s not like its wrong.” Fluttershy couldn’t argue with that, she could feel the effects already. The tension in her muscles were slowly coming undone ad relief filled her body. “The warms doesn’t have to stop there, for those who want an extra burst of heat all they need to do is add air.” Fluttershy was going to ask what that meant, but was cut off due to a sudden increase in temperature.

Pinkie had begun to blow on her back, and the lotion’s reaction to it cause the gentle warmth to turn into a slight burning sensation. Though any logical reaction to this would be to make it stop, Fluttershy’s was different. No doubt it had become significantly hotter, and yet, she didn’t seem to mind it. Biting down on her lip she allowed Pinkie to continue blowing across her back, and no matter how hot it became, she would end up wanting more. “So, do you like it so far?” when she didn’t get a responce Pinkie looked down at Fluttershy’s face. She seemed to be caught up in the warming sensation caused by the lotion. Through the flustered cheeks and the lip biting, Pinkie had her answer.

“Oh she is lovin’ it alright.”

Now was the time to take it a step forward, and after insuring she’d reached every inch of Fluttershy’s back, Pinkie stopped. Almost instantly Fluttershy opened her eyes, they were practically begging for more. “W-why’d you stop?” she asked. Pinkie stared down with her with furrowed brows and a shrug.

“Sorry, I ran out of back.” She said “There’s only so much I can put on a body part before it stops working.” Reaching up she began to tap at her chin in a pondering manner “Not like I can rub it on something else.” The air fell silent, this was the part that could make or break the whole night for both of them, and as the silence stretched on Pinkie began to fear that it would all go downhill from here. But to her joy, it didn’t.

She watched as Fluttershy began to turn from under her, her hand held against her chest to keep her bra in place. Face still flustered Fluttershy turned her head away slightly, her breath having becoming slowly faster. “H-here…” she said placing her hand on her stomach. Pinkie’s leg twitch slightly, Fluttershy was far too cute for her own good, and she almost gave in there and then. But even if by a little, she managed to hold on. Reaching into the jar again she asked:

“Are you sure?” Finally Fluttershy looked up at her and smiled, giving a silent nod. Slowly Pinkie lowered her hand, the anticipation seeming too much for her flustered friend. When she finally made contact she saw Fluttershy’s head tilt up slightly, and unless she was hearing things, a very low moan was heard.

“That’s it, enjoy yourself, you’ve earned it.” Pinkie added another hand to her endeavor the warm spreading across Fluttershy’s stomach as it had before. Fluttershy’s breathing picked up again, her mind no longer in the room, but floating in the clouds of bliss.

“You know there is one last thing I haven’t mentioned about this lotion.” Lowering her head Pinkie began to blow at Fluttershy’s stomach. Fluttershy bit down on her finger in an effort to control herself, but it appeared to be a losing battle. “While obviously good for the skin, it’s also non-toxic,” no question came from Fluttershy, but Pinkie wasn’t expecting one in the first place. “What that means is not only can you out it on your skin, but you can also taste it.” Still blowing Pinkie lowered her head ever so slightly closer to Fluttershy’s stomach.

“And this particular jar just happens to taste just. Like. Honey.” And with that final note, Pinkie left a kiss on Fluttershy’s navel. She let out a gasp at the unexpected contact with Pinkie and looked down at her in surprise. In that moment two sets of hungry eyes met, and a mutual understanding was met.

“D- ….do that a-again.” Pinkie smirked, without removing her lock on Fluttershy’s eyes she planted another kiss on her friend’s stomach. One kiss became two, then three, and soon it became an endless supply of light kisses all over the exposed skin. Fluttershy’s head had been tossed back, her mouth wide open as she breathed heavily. She couldn’t think straight, all she could do was drown in the pleasure washing over her. But one thought did manage to come to her, and it was a simple question.

“Can…can I t-taste it?” Pinkie rose her head and licked the substance from her lips.

“Of course you can.” Reaching to the jaw Pinkie dipped a finger into it. Fluttershy had opened her mouth, visualizing sucking the flavor off of it. But while Pinkie finger did reach a mouth, there weren’t Fluttershy’s. She watched as Pinkie stuck out her tongue and spread the cream along its length. Now dripping with saliva and the flavored substance Pinkie crawled until she was at eye level with her friend. Without a word she closed the gap, sticking her tongue into Fluttershy’s opened mouth and closing it with her own.

Fluttershy’s eyes opened wide as she felt Pinkie’s tongue swirl around her own. But as the flavor hit her she found herself wanting more. Soon both tongues began to battle against one another in a test to see who would savor the flavor more than the other. Both moaned as they continued to drink in the lotions taste, but soon enough the battle had to stop, and they needed to take in air.

Finally separating both began to take in deep breaths, eyes locked, their mouths only inches apart and eager to go again. Fluttershy’s whole body was growing warm, aching for more, and she wanted to give her body just that. Reaching to her chest Fluttershy grabbed at her bra and began to pull at it, but was suddenly stopped when Pinkie placed a hand against hers. “What’s wrong?” she asked.

“Before we go further, I need to come clean. Don’t get me wrong, my only goal here is to make you as happy and relaxed as possible. So I want to mau-“

“Pinkie?”

“Yeah?”

“I want you to make me scream.” Pinkie was taken back for a moment, but only a moment. In an instant she had recovered and yanked Fluttershy’s bra, revealing the melons hidden behind them. With Fluttershy’s last words Pinkie didn’t have anything to fear, and had no reason to hold herself back any longer. Again the two locked lips with one another for another hunger battle of tongue before Pinkie pulled away again. Reaching for her blouse Pinkie pulled it over her head, revealing her lack of bra. Her nipples fully erected from the kiss alone.

Grabbing at the lotion she began to spread it against her chest. “Are you ready for the real fun to start?” she asked. Her answer came in the form of a sudden tackle from Fluttershy, pinning Pinkie to the ground in seconds. Fluttershy pressed their bodies together, their breast pushing against one another as Fluttershy’s chest rubbed against Pinkies. Both couldn’t contain their moans as the warmth of the lotion took control, their rock hard nipples flicking against one another every few seconds. Through the ecstasy Pinkie managed to look see Fluttershy’s arm move south.

Quickly she grabbed at it and flipped Fluttershy over so that she was now on the bottom. “I don’t think so.” She said pinning Fluttershy’s hand to the bed. She was met with a pair of pleading eyes however.

“P-please, I need this!” she said.

“And you’ll have it, but I’ll be the one to give it to you.” Pinkie’s voice became dominant, this wasn’t a suggestion; that was a promise. “Now, raise both your hands, and don’t let them go below your head, you understand?” she commanded, and Fluttershy did as she was told and raised both her hands, laying her arms above her head on to the mattress.

“Good girl, now let me work my magic.” Reaching both hands out Pinkie grabbed hold of Fluttershy’s breats giving them a hard squeeze. Fluttershy moaned at the touch, her legs fidgeting as Pinkie played with her breasts. “I’ve wanted to have a go at these for a long time now. And tonight I’m going to enjoy them to my heart’s content.” Bringing her mouth to it Pinkie bit down on one of Pinkie’s nipples as she pushed down on the other with her finger.

“C-careful, they’re s-sensitive.” She said, but that didn’t stop Pinkie from biting down harder, enough to hurt, but not enough to be overpowering. Fluttershy let out a small squeal from the sensation, finding pleasure in the pain.

“See, I know what you’ll love,” Pinkie said massaging Fluttershy’s breasts. “And I’m about to give you more.” Pinkie began to leave kisses along Pinkie’s collar bone, slowly moving down to her chest and stomach. With each kiss she could taste the savory honey flavor of the massage lotion, and feel the warmth of Fluttershy’s body. By the time she reached Fluttershy’s belly button she decided to tease the girl a little longer. Sticking her tongue out she began to lick in and around it, causing Fluttershy’s moans to become louder.

“Pinkie p-please, d-don’t t-tease me!” her voice used with lust, she didn’t just want it, she needed it, and she needed it right now. Fortunately for her Pinkie was more than happy to oblige. Grabbing at Flutershy’s pants Pinkie began to pull them off, watching them slide off her friend’s luscious thighs and legs. But as much as she wanted to partake in them, what Pinkie sought after was hidden right between them. So after tossing the pants to the side Pinkie placed her hands under Fluttershy’s thighs and lifted them off the mattress, parting them at the same time.

The sight was glorious, Pinkie stared down at Fluttershy’s white panties, inching closer so that she could take in the strong sent of her sex from behind the fabric. It was intoxicating, Pinkie’s head spun from its strength, Fluttershy was almost at her limit. Extending her tongue Pinkie ran it across the moist fabric, and as a result, Fluttershy moved. “Ah!” she screamed grabbing hold of her breast on instinct. But when she saw that the pleasure stopped, she looked down. Pinkie looked up at her with disappointed eyes, shaking her head ever so slightly.

Fluttershy wondered what had happened, only to notice where her hands currently were. “I told you to keep them over your head.” Pinkie said standing up.

“I-I’m sorry,” said Fluttershy as she raised her arms again “I won’t move this time, I promise.” But Pinkie stayed standing clicking her tongue.

“Oh I believe you, but that doesn’t change that you did the first time. And now, you have to accept the consequences.” Pinkie reached for her own pants and pulled them down, her sex dripping from desire, begging to be touched. She walked up to Fluttershy, placing a good to her sides and spreading her lip for Fluttershy to see.

“Now if you want to get off, you’ll have to get me off first.” Fluttershy gulped, she wasn’t sure how much more she could take, and she wanted it so badly. But Pinkie wasn’t going to let her have it until her requirements were met.

“I understand.”

“Good girl.” Pinkie kneeled down pinning Fluttershy’s arms with her knees, an added precaution in case she tried to get sneaky. She stopped short, her sex dripping on Fluttershy’s face, her own strong sent making Fluttershy dizzy. “Take a deep breath shy, you’re going to need it.” Fluttershy only had a second to take in a breath before her face was buried into Pinkie’s sex. Fluttershy went to work instantly, plunging her tongue deep into Pinkie, taking in the flavor of her friends nectar, she’d daresay it tasted better than the massage lotion.

“Oh f-f-f-fuck!” Pinkie moaned as grabbed on to Fluttershy’s hair, hunched over from the level of skill Fluttershy seemed to be showing. “Y-you’ve done this before, h-haven’t you?” Fluttershy hummed her answer of agreement, the vibrations sending yet another wave of bliss through Pinkie’s folds. With every lick, every suck, Pinkie felt herself growing closer to her edge, and Fluttershy knew it. Bu she waited, continuing to build the pleasure with every lick of her friend’s sex. And when she could feel Pinkie was at her edge, she made her move. Quickly she bit down gently on Pinkie clit and let off as powerful a hum as she could muster. That final push tossed Pinkie over the edge and she whipped her head back, screaming in ecstasy as her juices splashed across Fluttershy’s face.

Pinkie’s hips bucked as she rode out her climax, eventually her muscles eased and she was allowed to fall limp on the mattress. As she laid there Fluttershy took the time to lick the juices off her face, confirming that it was definitely better tasting than the lotion. “That was…whoa….” Pinkie said in awe, and here she had planned on giving Fluttershy the best climax ever. But as she thought of it, it occurred to her, nothing said she couldn’t do that now.

“Now it’s my turn.” She said springing back into action, a newfound vigor now that she knew what she needed to top. Without wasting a second Pinkie grabbed hold of Fluttershy once again, flipping off her soaking panties and tossing them over. With Fluttershy’s sex exposed, Pinkie was allowed to take in the sight, only to see that there was something else to note. Not only was Fluttershy sporting a well-groomed patch of fur, it was stylized, and as a piece sign no less.

“Well now, I guess I know who you’ve practiced on.” She said tracing the piece sign with her finger. “Maybe someday I can take part in a lesson?” she asked slyly.

“T-there’s always room for more.” Fluttershy said blushing deeply. Pinkie smiled widely, already wondering just what kind of fun could be had in the future. But that was then and this is now, and right now she had to make a friend see heaven. Pinkie reached for the lotion again and scooped up a hand full. With it she spread some across her sex and the rest against Fluttershy’s. Crossing their legs Pinkie pressed their sexes together, already Fluttershy began to moan from contact.

“Ready?” Pinkie didn’t wait for an answer as she immediately bucked her hips rubbing herself against Fluttershy with great speed. As their sexes rubbed against one another the lotion began to take effect, the heat adding to their pleasure. Fluttershy’s mind was spinning faster as she could feel herself getting close, her tongue handing out as saliva ran down her cheek.

“P-Pinkie, I’m….I’m.”

“Me too, come on, let’s cum together, let me hear you scream!” after several more thrusts they’d both reached their limits their minds going blank as their finally climaxed, their screams echoing all throughout the room. Before they knew it both Pinkie and Fluttershy were lying beside one another panting heavily from their climax.

“That…that was amazing.”

“So, you aren’t mad,” said Pinkie “That I invited you here to have sex?” Fluttershy simply shook her head.

“No, it was something I really needed, thank you.” Relieved by this both Pinkie and Fluttershy continued to lay in silence, allowing themselves to ease the rapped beating of their hearts from their physical ordeal. “So, um, could we maybe do this again someday?” Fluttershy asked remembering the promise of a group session with Tree Hugger.

“Oh Fluttershy, you’re so silly.” Just when Fluttershy began to think that this may be a onetime deal, Pinkie surprised her back rolling back on top of her. The hungry look in her eyes had returned, probably stronger than before. “The night’s not over yet.” Fluttershy gulped, unsure if she had the stamina to continue, and yet the burning sensation between her legs returned. One way or another, she was going to find out.

Author's Note

One friend down, four to go.

Or maybe it's more?

You'll have to stick around to find out.