Untitled FlutterMarbleMac by Alchemicgree

by Zontargs

Rating: mature
Tags:
Length: 9957

NFP

Published 1970-01-01 00:00:00 UTC
Last updated 2015-11-26 13:48:21 UTC

Chapter 1

"How does it feel slut?" The masculine voice of Big Macintosh spoke into Fluttershy’s trembling ear. The wet sounds of bodies slapping together echoed throughout the room. Taking his large, muscular red hand, Big Mack brought it hard on Fluttershy’s rear, sending her ass-flesh into a faint ripple and a surge of pain and pleasure coursed through the panting and sweating mare as Mac’s raging black cock split Fluttershy’s soaking cunt open. "Take the whole thing bitch!"

"Ahh! Ohh!! Mhmm!!!" Fluttershy moaned loudly, her eyes almost rolled back and her tongue was sticking out. The feeling of Mac’s manly cock was magnificent. She never felt anything like it. It was beyond perfect. It was thick, and rough. Every vein covered grove was only there to make Fluttershy’s sloppy cunt happier and happier.

Hard and harder, Mac forced Fluttershy to ride his magnificent cock-beast. Every lift of her body gave her a gaping, empty feeling, then just as quickly, the slamming down, filling her up deep and wide gave her the full whore feeling. She could only moan for more with each motion.

"Does it feel good…AHHHH…Big Mac?" Fluttershy moaned, her hips grinding and riding her meat toy. "D-does my wet c-c-cunt feel good?"

"Better than anything Fluttershy!" Big Mac groaned, smacking his firm hands hard on Fluttershy’s ass, leaving red hand prints on her plot. "Just keep riding me like the good slut you are."

"B-but you’re so big. I can’t even think." Fluttershy pleaded.

Seeing that his slut couldn’t ride much linger, Mac changed the position. In a swift motion, Big Mac was now on top and Fluttershy was on her back. She didn’t argue, protest, or even care; the Pegasus slut could only lay back and take in the full girth of her dominating stallion. Using his large hands, Big Mac grabbed at Fluttershy’s boobs. Though they were much smaller than the average Pegasus, which had often brought a lot of negative and rather insecure thoughts to Fluttershy.

"I-I’m sorry they’re so small." Fluttershy sniffled, only to have Big Mac wipe the tear from her eye. She then felt the compassionate mouth and forceful tongue that Big Mac possessed smack against Fluttershy’s delicate mouth.

"It doesn’t matter to me." Mac smiled, his thrusts became softer and more rhythmical. "I love the feeling of your inner walls coiling around my cock, and how you massage my stallion deep inside. I love you Fluttershy.”

Fluttershy’s face ignited red with embarrassment. Reaching her arms out and around Mac’s firm shoulders, Fluttershy attempted to pull the strong stallion closer to her. Getting the message, Mac leaned downwards, pressing his sweat covered chest against Fluttershy’s. Their mouths pressed again against each other as Fluttershy moaned softly in Big Mac’s ear.

“I…I…I Love you t-too Big Mac!” Fluttershy whimpered a moan. “Just please don’t stop fucking me.” But then, Big Mac stopped moving, his cock still filled Fluttershy’s dirty, wet hole. But it wasn’t moving. “Big Mac?” Fluttershy the felt Mac’s cock disappear, her cunt left gaping. In the next instance, a loud, blaring noise shattered the world around her. Fluttershy’s eyes flew open and saw she was in her bed; leaning to the side, she saw her alarm clock ringing her five am alarm.

“Another dream.” Fluttershy said, bringing her hand to her forehead. Her mind raced about what she dreamt about. She felt hot and tired. And after a few moments, she realized that the moist feeling on her fingers was not sweat. It was her own pussy juices. “Oh no oh no oh no!” Fluttershy threw her blanket off, revealing not only that due to the recent summer heat, she’s been sleeping naked, but also there was a rather well sized puddle of her own cum soaking into the sheets and drenching her lower half and the lower portions of her back. “Oh no, not again.”

Dragging herself out of bed, Fluttershy sighed a slight remorse at her dream being interrupted by her alarm. And as much as she wanted to keep dreaming, Fluttershy had other plans. Though she would have to clean her sheets and shower first. Standing up, Fluttershy looked herself over in her large vanity mirror. Her body was slender and elegant, not a flaw amongst her yellow coat. Her mane was flowing and gently over her face. Even with a light case of bed head, her pink, silk-like wane was till the envy of countless mares in Ponyville. Moving her mane away from her soft cyan eyes, Fluttershy moved her hands towards her chest.

“Maybe he would like them as they are?” Fluttershy hoped, giving them a gentle squeeze. But the instant that happened, Fluttershy shivered from the pleasurable feeling. Though small, her breast were sensitive to squeezes. Moving her hands more over her body, Fluttershy gently rubbed her waist, feeling her small and almost toned stomach. Taking care of animals both large and small has given Fluttershy a refined appearance. Though not a supermare in terms of strength, she was stronger than she let on; at the very least, capable to flip a bear over her shoulders. Not that she did that a lot.

“I have good hips, right?” Fluttershy asked aloud as she looked at the large vanity mirror; the one Rarity sorta forced on her, but with it she could look her cute, yet sexy body over. “I mean, I’m not that small. I have a good figure. Even Rarity says I could fit in some of her tighter dresses. So maybe he just hasn’t noticed me.” Her ears went down in sorrow at that thought. “He probably doesn’t even know I’m there….Even when I’m with Applejack, he doesn’t notice me.”

Sitting down on her bed, the soft mattress indenting from her slight weight, Fluttershy covered her face with her hands; her silky hair lighting falling on the backs of her hands. A small trickle of tears flowed from her eyes. “What do I have to do to get you to notice me Big Mac?!” A small sound, almost like a cross between a groan and hiccup uttered from her lips as she cried a little more; sniffling between breaths. Gently sliding her thighs together, Fluttershy noticed that despite her tears, she was still wet from her wet dream. Leaning forward, her small breast heave a little with her heavy breaths, Fluttershy’s hands reached under her bed. Pulling out a rather long box, Fluttershy rubbed the box gently before opening it up, revealing a large, black dildo with large red balls. “At least I have you.” Fluttershy said, bringing the vein covered, thick, smooth dildo to her face; rubbing it gently against her face.

Leaning in, close to the large, toy phallus, Fluttershy had to close one eye with how much of her face the fake cock covered. Rubbing it softly against her face, Fluttershy’s left hand gently touched the tops of the shaft. Licking her fingers before rubbing against the head; getting it a little wet. To Fluttershy, this dildo wasn’t getting wet from her fingers, but from the imaginary precum dripping from the tip.

“It’s just so…s-so b-big.” Fluttershy groaned a little, her left hand now moving up and down the top of the black shaft, her right hand was fondling the large, round, red balls, and the bottom of the head and shaft moved a little up and down Fluttershy’s face. The stroking against her face and muzzle was quite arousing. Fluttershy’s lower regions were becoming wetter and more tingling.

“So…so thick.” Fluttershy said, moving her face away, only to stare down the long, black cock. A small gulp went down her throat as she looked it over again and again. After the rubbery head was slicker from Fluttershy’s saliva, she started to push her head down more; taking the cock deeper in her mouth. After several bobs of her head, Fluttershy was able to take it almost to the hilt. But the head was tickling her uvula, gagging her too much. It wouldn’t go deeper.

Lifting herself upwards, Fluttershy’s face got a little redder as she lined up the cock head to rest against her sensitive and drenched pussy lips. Carefully, Fluttershy wedged the huge cock into her tight, wet, and hungry pussy. “Ohh, Ahh, mmm!” Fluttershy moaned, feeling every inch of the rubbery phallus stretch her pussy, filling her to a near breaking point. “It’s just too big!”

Leaning back, Fluttershy pressed her hands on the bed, supporting herself as she slowly began to ride the large cock. First, she slowly took the full length; her stomach felt tight, yet full. Her womb entrance was already to open up for her toy. Then she lifted herself upwards; the erotic, wet squishing sound of her gaping pussy filled the room, only getting Fluttershy wetter. As she nearly pulled the dildo out, Fluttershy could feel her pussy almost being pulled inside out from the shear mass of the rubbery meat pole. Then, just as she reached the lower section of the head, Fluttershy slammed her hips down, rutting the fat cock through her, breaching her womb, and poking at her ovaries.

Words couldn’t even be formed from what came out of Fluttershy’s mouth, only a gurgle, mixed with a whimpering moan. But despite this cock all but fully impaling her stomach, Fluttershy leaned forward, putting her weight on the bed, her soft hands making small indents in the bed. Her pussy shivering and twitching at the feeling of the rubber dickflesh destroying her insides. The cock was just magnificent; it stretched Fluttershy wide open and reached her deepest parts with each thrust. If this cock was the real thing, Fluttershy wouldn’t have been able to last as long as she was.

While she continued her riding, as well as her recently dream, Fluttershy’s aroused and horny mind wandered into her fantasies. Feeling the dildo deep inside her, she couldn’t help but fantasize about the toy being Big Mac, though she was certain he was bigger. But for now, Fluttershy couldn’t stop; even lifting her hands to start to tease and pinch her breasts and nipples. “Ahh, yes, so good!”

“So close!” Fluttershy moaned loader, grinding her hips faster, taking the cock as deep as it could go with each thrust. She knew it wasn’t him, she knew it was only a toy deep inside her. But for a minute, just one minute, Fluttershy felt the words she wanted to confess were coming out. She couldn’t hold back. “I want you to cum in my slutty pussy! I want to burst from all your thick, sticky, and hot spunk inside me, all over me, I want all your cum every day! But please, let me cum. I want you cum hard as I feel your thick, sexy cock so deep inside me! Please, let me…let me…CUM!!!”

Falling forwards onto her bed, Fluttershy’s pussy squirted her love juices; the force causing the dildo to plop out of her wet, sloppy cunt with a loud, audible popping sound. The sudden empty feeling of the cock leaving her body, caused her gaping pussy to squirt another small burst of mare cum. laying in her personal afterglow, Fluttershy rolled over onto her back, and her sweat covered breasts huffing up and down with each heavy breath. She would definitely need to clean the sheets today, but at least Fluttershy hasn’t showered yet. If she did, she would definitely need one again.

"I…can do this!" Fluttershy announced a loud, the orgasm giving her a burst of confidence. "I-I just have to talk to him, yeah! Talk to him and tell him how I feel."

Getting up from bed with what strength the orgasm let her keep, Fluttershy all but hopped into the shower, the sudden chill of the initial cold water removed any sleepies she had left, then the soothing warmth of the hotter water washed away her sweat and pussy juices; her fur nearly glistening from the wash. Grabbing a hand full of liquid soap, and then the proper shampoo and conditioner, Fluttershy was pulling out all the stops. She wanted Big Mac to love every bit of her; from the softness of her fur and the smoothness of her mane. Getting out of the shower, wiping the waters dry from her body.

When she reentered her room, Fluttershy first went to her dresser. Pulling open the top drawer, revealing a long amount of simple underwear, Fluttershy reached her hand under the small pile and pulled out something special. It was a black lace pair of panties; something she bought on a whim and being kind of forced upon by Rarity, but today Fluttershy was wear it to try and seduce her prize. With the string-like underwear on, the slight tightness tugged at her plot and held it in a firm grip. Opening hr closet, Fluttershy searched through her large amount of attires and sweaters. Because she had no real experience with the opposite sex, and the added bits of her shy demeanor, Fluttershy never had any outfit that showed off her body. But just like the black lace panties, Fluttershy had one outfit that stood out. Something she normally wouldn’t wear, but a rare sense of determination was coursing through her.

Pulling out her chosen outfit, Fluttershy blushed a little at her choice. Before wearing it, she knew it was a red, loose, shirt and blue knew high denim shorts, all meant to show off her features. The matching bra, which Rarity had previously recommended to her when the outfit was purchased, also was designed to give Fluttershy close to an extra cup size of volume and comfort. After putting on her planned attire, Fluttershy looked in the mirror; doing a final check of herself, Fluttershy ran her hands over herself; feeling every curve. Her mane hung down over her shoulders, her exposed neck gave a small sense of invitation. Her breasts stuck out a little more than they normally did; a quick squeeze reassured Fluttershy that the bra was only giving the impression of size, it wasn’t like Fluttershy grew a cup size.

The shirt was not tight, despite its appearance, it more or less gave Fluttershy’s body a comforting hug. The knee high shorts were the tighter parts of the clothing. The pockets were more for show than practical, barely able to fit three fingers in them, let alone anything else. And because the shirt was a few inches higher than Fluttershy’s usual shirts, it couldn’t cover her rear, which the shorts made sure to show off. Nodding at herself with a nervous smile, Fluttershy was sure today would succeed and Big Mac would notice her.

The walk to Sweet Apple Acres felt short as Fluttershy constantly fought every urge to run away and hide under the covers. Once she reached the vast orchards, Fluttershy spread her wings and flew to the closest tree that she could use as a vantage point. Eyes fixed on the farmland, Fluttershy searched for the red stallion of her dreams. He search was a short one, the sound of a good apple bucking drew her attention. The source of the noise was both that of her friend Applejack and her brother Big Mac. Applejack’s body was a well-toned machine of power. The muscles of her legs were visible whenever they delivered a kick to the tree. Her denim short shorts had no practical purpose, but they allowed the perfect amount of freedom for her kicks.

Her white, sleeveless shirt was covered in sweat, almost transparent; Applejack didn’t normally wear bras when she worked, so to keep her small Bs down, she bound them down with a sash. It couldn’t be cotton, it would soak in too much sweat otherwise. Fluttershy always admired Applejack, how she could show off so much skin and not care. Her attire was for freedom of movement, not for sexuality. But Fluttershy’s eyes then moved to Big Mac. He was shirtless, as always when he worked, his muscular red chest was the envy of any stallion, and the lust object of any mare. Wiping the sweat from his brow, Fluttershy blushed at the sight of her chest puffing in and out with his heavy breaths. Passively moving her eyes downwards, Fluttershy’s face went full crimson at the sight below the waist. Even from the distance, Fluttershy could almost clearly see Big Mac’s bulge. It poked through the heavy looking denim pants. With how it was cradled in his pants, it was like a hidden treasure for any mare to seek.

The sight of the sweaty, hardworking Big Mac in action was getting more than just a red complexion out of Fluttershy. Her mind went back to her dream, the feeling of Big Mac’s cock pressing against her wet pussy. Even in thought, the feeling felt real, getting Fluttershy more and more aroused. But amidst the thoughts of sex, a lingering fear crept up on the mare. Rejection. What if Big Mac turned her down? What if he wasn’t into her? Maybe he doesn’t like Fluttershy like that? Or even mares in general? These thoughts and questions only fed Fluttershy’s fear and insecurities.

"Who am I kidding?" Fluttershy said, her confidence leaving her. "He’d never notice me."

Spreading her wings, Fluttershy flew off as fast as her wings could carry her. Droplets of tears falling from her eyes, and the faint sounds of her crying could be heard on the wind. Blinded by her sorrows, Fluttershy didn’t realize where she was until after she landed. The Everfree Forest; the previous place of her fears, but now it would serve as a sanctuary to lament in. After sitting on a rock, her face covered by her hands, and the faint sound of sniffling and tears came from her. After several minutes, Fluttershy realized how familiar she was in this part of the Everfree. She wasn’t too far from Zecora’s hut. Zecora?! Maybe she could help Fluttershy. A new sense of determination, one a little stronger than the previous, grew inside her.

"You can do this, Fluttershy, you can do this." Those were the words Fluttershy were repeating to herself as she made her way through the tranquility of the Everfree Forest. She was on her way to Ponyville’s only shamare Zecora in hopes of solving her problem. Normally, she would have went to Twilight, but this problem was something more personal, something she felt only Zecora could help with. All she needed to do now was to not lose her nerves to ask Zecora for help.

"Okay, Fluttershy, you’re at her doorstep. Get in, greet Zecora, ask her for help, and get out. Simple as that." Fluttershy sighed, finally reaching the zebra’s hut.

KNOCK KNOCK KNOCK

Almost immediately, the door opened, as Fluttershy began to say what she had rehearsed before she came to the hut.

"Hello, Zecora, I was hoooo…" Fluttershy trailed off, as her eyes widened.

"Is that Fluttershy at my door I see?" Zecora greeted with a warm smile, "What brings you here, my little pony?"

Fluttershy tried to recover from her shock, but not even her self-motivation phrases could prepare her for what she saw. It wasn’t the fact that she was talking to a shamare to help her with talking to boys…it was the fact that the said shamare was wearing NOTHING!

Public decency wasn’t always one of Zecora’s strong suits. Every time she came into town to pick up supplies and talk with her friends, eyes of every stallion were upon her, as all she would wear is a small brown loincloth that would hug her gorgeous hips while barely concealing her private treasures, while her other treasures, two massive striped mounds of F-cup tits were out in the open, wobbling and slapping against each other, her jet black nipples pointing anywhere and everywhere.

Needless to say, by the time she leaves for her hut, every straight stallion would be stroking to the imagery she had left on all their minds. Now, with that said, Fluttershy was not put off by that. Sure, she found it a bit unnerving at first how the zebra could walk around with her mounds jiggling around out in the open without feeling a bit of shame, but she got over it easily. After all, she wasn’t completely naked. But since she was home, Zecora wasn’t wearing that small loincloth. She was completely naked, with her pussy’s sweet black lips completely exposed for all to see. That was more than enough to leave Fluttershy, a girl who has trouble even showing a little skin on the hottest days, a mumbling mess.

"I…um…eh…I…" Fluttershy stuttered, trying her best to keep her eyes off the exposed zebra’s voluptuous body, as the shamare’s big mounds swayed with each breath the mare took.

“Your tongue today seems much tied?” Zecora asked, taking note of Fluttershy’s now blushed face, “Could this be why you came outside?”

Fluttershy had to say something, or all her efforts today would all be for naught. “Uh…Zecora…I…um…did I…” Fluttershy struggled to speak, and even more to look at her, stealing glimpses at the zebra’s well-toned stomach, “Did I come…at a bad time?”

“Why no.” Zecora smiled, resting against the door, her tits slightly bumping the door, Fluttershy’s eyes following the swaying nipples inadvertently, “I have time enough for all my friends. Now, tell me your needed ends?”

“Uh…um, because you’re…you’re…” Fluttershy was trying to not say the word, but it only made her more self-conscious. With a meek whisper, she uttered, “…naked.” Suddenly, she followed up in a single breath, “If now isn’t a good time, I will gladly leave! So sorry to bother you-“

“Easy there, young mare.” Zecora simply smiled, “You pony folk like modesty. I myself prefer to feel free.”

“…You do?” Fluttershy’s ears perked with the possibilities.

“Yes.” Zecora said with a nod, as she stood up straight, her striped mounds swaying around once more, “The cool fresh air upon my skin, surely that can’t be a sin. While in town, I will cover my hips, once back, I can’t wait to bare my lips.”

“…I see.” Fluttershy frowned, half concerned about what was her idea of ‘modesty’, and half focused on how well muscled her thighs were. Trying to avoid staring at those moist lower lips.

“But, you didn’t come to ask my dress, you must be in a serious mess.” Zecora declared.

“Well…” Fluttershy began. Thinking she was in fact interrupting something, Fluttershy contemplated just leaving right there and then, but she really wanted to talk to Big Mac, and it would be rather silly of her to simply walk away because the one who could had helped her had her boobs and pussy on display. Besides, for all she knew, this could simply be practice for…No. She cannot think of that. That would only make things worse. “Are you sure you’re not busy?”

“Please come and share.” Zecora said, gently pulling at Fluttershy’s hand and closing the door behind her. “We are both friends, you know I care.”

“Well…” Fluttershy repeated herself, poking her fingers together, “If you’re both not so busy…maybe you could help me…with something. Again, if you are willing…it’s just I didn’t know who to turn to for this. I couldn’t possibly ask Twilight…but I really need some assistance, if you want-”

“It would not of me, be polite, to judge you, when you come in a fright.” Zecora chuckled, her globes jumping up and down a bit, “Tell me of your wants and needs, I’ll do my best with roots and seeds.”

“Are you sure?” Fluttershy muttered, “The thing is…the reason I came here is…because I need help…” She glanced down at her and Zecora’s hooves, “…Talking to a stallion.”

Whether it was the fact that Zecora was naked or what, but she could not help but take in the view of Zecora’s sizable jiggly butt, clapping every few steps the zebra would take. This view was not nothing new. Not only was the loincloth that Zecora usually wear did little to cover the front of her groin, but it left her entire rear on display. Even then, it was rather breathtaking, even to a mare who was into guys. Zecora’s buttcheeks were a marvel, hitting curves in the right place, and being plump to a point where it wasn’t too fat but it had enough meat to be something you want to sink your hooves into. Her tail did nothing to take away from the experience, doubling as a curtain that prevented the rest of the world was seeing the back of her nether lips and her pucker. As Fluttershy watched the zebra’s striped bubble butt, the tail was swinging back and forth, seemingly teasing her with the prospect of seeing what lied underneath. Suddenly, the thick derriere stopped its fluid motions, immediately causing Fluttershy to snap her attention back to Zecora’s face as she turned to face her.

“Your cheeks, they burn with so much heat.” Zecora mused “Tell me why as you take a seat.”

“O-okay.” Fluttershy nodded, as she did as such. For a brief moment, she tugged at her sweater, feeling a little warm. Her wings were twitching every so often…probably a nervous tick.

At this point, Zecora began as she started to browse through her many shelves, filled to the brim with herbs and weird liquids.

“Well, you see, Zecora.” Fluttershy rubbed her hands anxiously, trying her best to not stare as Zecora looked through her wares, showing glimpses of her bosom jostling as she stood up and down on her tippy hooves to scan the higher shelves, “All I can really say is…there is this stallion I liked…and I would really like to go out with him…but…I…um…well, you know how I am.”

“Ah, I see, you come to me because it is loving you seek.” The zebra suddenly grabbed something and set it down on a nearby table, as she then crouched down on her knees in order to inspect the lower shelves, “No wonder your voice is so soft and your knees so weak.”

“Yeah…I guess…” Fluttershy felt herself grow a bit warmer, Zecora’s ass sticking out more than it should as it swayed back and forth, “I mean…surely, with some pony with…” The thick striped cheeks swayed left, “With…” The thick cheeks swayed right, “With…” Left again. She had to move on before the zebra swayed that delicious ass again, “With your experience…you can help me…right?”

“Well, I may be an old mare.” Zecora chuckled as she finally grabbed the few items she was looking for and standing back up and setting the item on the same table as the other one, as she smiled at the Pegasus, “But to attract the gaze of a certain male? I believe I know that which cannot fail…”

‘Old, my plot.’ Fluttershy thought to herself a bit harshly.

Zecora’s body was practically the pinnacle of mare beauty. Sure, she was no Celestia, Luna, or even Fleur Dis Lee, but Zecora had everything going for her: the aura of exoticness about her, her delicious curves, boobs each about a size of her head and so tasty looking, a soft and plump ass, thick thighs, and willingness to be in nothing but a loincloth in public. With all that, she wouldn’t be surprised if stallions upon stallions were knocking at her door to fuck this exotic beauty.

What did Fluttershy had? She glanced at her own body and frowned at the comparison. While Zecora’s head-sized F-cupped melons are busy catching the attention of every stallion in town, Fluttershy would be lucky if anypony would give her pitiful B-sized apples a second gaze. Her own butt was nothing to write home about and her thighs were also thin. And the whole ‘near-nudity’ thing? The poor mare couldn’t bear to even glance at herself in the mirror when nude.

Despite her own issues with her body, she knew she couldn’t do anything to change the way she look, she had hoped that maybe if she could just get past this status of being a ‘wallflower’, that she could win this stallion over before some bigger-breasted mare came along.

“If anypony can help me, it would be you.” Fluttershy gave a half-hearted giggle.

“Good.” Zecora smiled warmly, “Now allow me to add these ingredients to my brew, and give me a few minutes to let it stew, and I can see what I can do for you.”

With that, Zecora grabbed the items she gathered and began dumping the contents into her cauldron and stirring it with a stick, her ass continuing its sway as she did so, the tail doing the same, but at a brisker pace. At one point, she could had sworn she saw the black lips of her labia from earlier… Immediately, Fluttershy shook her head with a sigh. She had to get her mind out of the gutters. It is rude to stare at a naked mare, even if the mare is okay with being naked in her own home. She can’t even begin to fathom why she was staring in the first place. Maybe it was jealously that Zecora had a gorgeous body and she didn’t, or maybe it was admiration. Fluttershy did not know.

Fluttershy’s eyes began to wander around the hut, hoping it would take her mind off the nude zebra. However, aside from the masks that supposedly mean ‘welcome’ and ‘hello’ or whatever, the hut itself was pretty basic, if not cluttered. Shelves were stocked with vials filled with weird substances, and bags of other weird substances. Like something you would see in a pharmacy…if there wasn’t a naked big-titted zebra in it.

“Shoot.” Fluttershy cursed herself, muttering. “Stupid sexy zebra.”

“Now, my dear Fluttershy.” Zecora smiled as he did so, “What stallion caught your-“As soon as she finished turning around, the mare was no longer there, “-eye?”

She glanced around, seeing no signs of the shy mare anywhere. “Where did you go?” Zecora frowned.

Hiding behind the hut, her breath heavy from the rush out of the hut. “I can’t believe I did that!” Fluttershy cursed herself. She certainly couldn’t. But she had no idea what came over her. One minute, she was waiting for Zecora to help her with her boy problem, the next, she was hiding behind the hut like some scared animal.

Just as she was about to leave, Fluttershy heard a new knock at the door. Zecora’s new visitor was a light grey earth mare, with a flat dark grey mane. Her attire was a dark grey shirt that was way too big for her. Going down to nearly her knees, it almost covered her tight looking black leg tights. She was nervously fiddling with some weird, shiny object

‘Marble Pie?!’ Fluttershy thought, looking at the mare she only met a few weeks ago. ‘What’s she doing here?’

Going against every bodily urge to run as far from the hut, Fluttershy’s curiosity got the better of her, creeping along slowly and quietly, Fluttershy moved towards the window, eavesdropping on the conversation inside.

“Hello my dear Marble Pie.” Zecora greeted her guest. “Is there something you wish for me to buy?”

‘Buy?’ Fluttershy thought, listening in.

“Y-yes.” Marble smiled, walking in the house, her face completely unaffected by Zecora’s nudity.

Carefully and quietly, Fluttershy leaned by the window to peer inside. Marble was holding some kind of round object, an amulet maybe.

“This is quite a find Marble Pie.” Zecora said, looking over the amulet. “Where did you find this, this time?”

“I-I was breaking rocks in the south quarries with my sisters.” Marble explained. “Maud removed a massive boulder that was blocking a small hole. Inside the hole was this amulet. Maud couldn’t figure out where it came from and Limestone suggested I bring it here. You’ve always bought gems from our farm, so I was hoping this would fetch a good price with you. I-if that’s alright.”

“Well, let me see.” Zecora said, looking through a few books and comparing images to the amulet in her hand. “Ah here we are.” Placing the book and the amulet down. “This is an amulet of fertility.”

“Fertility Amulet?” Marble asked.

‘Fertility Amulet?’ Fluttershy thought, listening intently through the window.

“It is unknown where it originates from.” Zecora explained. “It gives whoever wears it the power to receive any mate he or she desires.” The thought of such a power made Fluttershy’s heart beat faster. Such an amulet could help her. “Now let me find the right amount to pay this amulet’s sum.”

With a steady hand and a nervous heart, Fluttershy waited until both Zecora and Marble were distracted. Carefully, Fluttershy reached into the window, her fingers just barely touching the cords of the amulet. In a flash, Fluttershy snatched the amulet from the table by the window and made off into the Everfree, back to her cottage. Along the way back, Fluttershy looked the amulet over, curious what it she could tell from it.

For starters, it had the image of some golden metal pyramid, with a half-sphere curve on the bottom. On the sides of the pyramid, there were a bunch of writings and stuff that looked like runes and words that were in a language that she couldn’t read. Other than that, the amulet felt heavier than a paperweight.

“Oh, this isn’t good. Not good at all.” Fluttershy moaned.

Not only did she run away from professional help, but now she committed petty theft. It was definitely not how she wanted this day to go out. But what could she do now? If she came back with the object in hand, Zecora would realize that she stole it and possibly become furious at her. Fluttershy has never known Zecora to be a vengeful type, but even after all the rumors about her being an ‘evil enchantress’ being put to rest, she did not want to piss her off.

“…I guess I will just have to hold on this until I can find a way to return it.” Fluttershy sighed, realizing that even if this amulet could help her get Big Mac, it wasn’t right if she had to use some strange magic. “All I can do now is just…go home.”

With that said, Fluttershy put the amulet around her neck. She then examined her surroundings for anypony that might see her with the prism-thingie, temporarily relieved to see no one. Thank goodness ponies rarely come to the Everfree Forest. After confirming that no one was around, she began walking faster to her home. Fluttershy continued down the forest path, mentally chastising herself for not only the thievery of the…whatever it is, and not being able to get the help in which he desperately needed. However, as she did so…she suddenly felt a twinge coursing through her body.

“Ooh…” Fluttershy paused for a moment, her body now tingling, mostly in the region of her chest. “What was that about? I must be coming down with something…”

As she moved along through the wooded path, the tingling through her body did not cease. Instead it spread; sending shivers throughout her body, every step only bouncing the feeling around again and again. Her breath becoming heavier, Fluttershy felt warmer. Even on a cool summer day, and with the light outfit she was wearing, her body was becoming hotter. If she was home, then she would simply throw her clothes off, but here, out in the Everfree, she didn’t have the luxury. After a couple more steps, the tingling was too much for her to handle, her body was hot, it was sensitive, it was becoming limp. Her hooves giving out, dropping to her knees, Fluttershy was gasping for air as if she was suffocating.

"There you are!" The voice belonging to Marble Pie came from behind the kneeling Fluttershy. Struggling to turn, Fluttershy saw Marble, and she wasn’t happy with Fluttershy. "I know what you did! You stole that amulet!" Fluttershy’s eyes widened, but she couldn’t speak, only panting and flinch a bit. "So that’s what it does? Zecora told me that whatever that amulet was, it could amplify a mare’s or stallion’s features; making them more attractive. So just as I was about to take it back, it was gone." Fluttershy shook her head, she was caught and this was what she was being punished with, her body was more sensitive than before, even the rough dirt against her hands was getting her a little aroused. Leaning down, Marble was about to place her hand on Fluttershy’s shoulder. "So how does it feel? I’m not angry, I’m just disappointed in you Fluttershy. But I want my amulet bac-"

The moment they touched, the amulet almost lit up, electric bursts surged through Fluttershy and through Marble as well. Both of them felt the same thing; heightened sensitivity and now it felt like they were growing a little. Fluttershy was the first to notice it, her shirt was becoming tighter, her waist thinning slightly, but her breasts and hips were growing. In mere moments, Fluttershy saw her once small Bs expanding and were now a solid pair of DDs; her hips looked wide enough to bear twins. Marble’s large shirt, which easily hid her natural Cs were now easily an E cup and her hips were wide enough to be past her shoulders in width. In another couple brief seconds, Fluttershy and Marble’s bodies grew again. As both their bodies expanded, their clothes ripped and tore from the pressure, first as stretched out chunks pf fabric, but soon they were both completely in the nude; their new features for all to see.

When the surge finally died down, Fluttershy looked down at herself. She was beyond erotic, beyond sexy and voluptuous. Her breasts were so massive, gravity should be dragging her entire front forward. An impossible S cup, looking behind, she saw her hips were massive, beyond normal measure, and obviously capable of popping out quintuplets. Marble was close to as affected, her breasts were close to the size of Fluttershy’s, a massive P cup jiggled in front of her, with a thin waist and hips that could get stuck even in a double wide door to keep the balance. Looking at each other, both mare’s immediately blushed and subconsciously grabbed at themselves. The mere touch of their own hands on their own bodies was almost enough to get them to an early orgasm – the urge to slip their fingers to their drooling pussies and frig themselves to bliss was equally hard to ignore for both.

"I-I-I don’t get it. M-my body feels so hot!" Marble moaned, grabbing at her massive boobs, pinching and teasing the large inch long nipples. "I-I just want something, anything to fill me!"

"S-same!" Fluttershy moaned, rubbing her gushing pussy. "I need a cock, so badly, I need to have my sloppy cunt torn open now!" The sudden thought of what she saw earlier at Sweet Apple Acres; the sight of Big Mac’s bugle in his pants. The thought of what treasure is hidden behind a simple zipper almost brought a new orgasm to Fluttershy’s pink and twitching pussy. "I-I-I NEED COCK NOW!" Spreading her wings, Fluttershy sped off as fast as her wings could carry, leaving the horny Marble behind.

There was no way of knowing how long it took Fluttershy to arrive at her destination. Thankfully, only Big Mac was in sight, not that at this point Fluttershy cared. Seeing in prey in sight, Fluttershy’s wings tensed up, causing her flight to become a soft crash; right against Big Mac’s chest. The impact was strong enough to knock Big Mac on his back, with a hot and horny Fluttershy dripping with sweat and pussy juice on top.

"Fluttershy?!" Big Mac responded in his usual one to two word sentences. "Are you-"

His words were cut off by the wet, and sloppy kiss of Fluttershy’s lips smacking against his. His shock not only knocked him off guard, but Fluttershy used that momentary stillness to shove her tongue into the stallion’s mouth. The effects of her tongue inside his mouth, kissing and dancing his own tongue was robbing the strength out of Big Mac’s body, his arms would have gently moved the horny mare off, but he found himself unable to resist. All he felt was a growing arousal in his loins.

"Big Mac." Fluttershy moaned, taking her mouth away, a string of saliva followed, connecting their tongues. "I need your fat cock to fill my slutty cunt."

Big Mac’s eyes widened at what he just heard. He’s always known Fluttershy to be well, shy and nervous. But here she was, naked, with boobs and hips much bigger than it should be possible, and she was straddling him, begging for him to have sex with her. Though his mind wanted to resist, Big Mac found the blood was quickly moving to his second head; something Fluttershy moaned as she felt the bulge grow from under her.

"Big Mac!" Fluttershy moaned, rubbing her wet pussy against the bulge in Big Mac’s pants. "Your naughty cock wants my wet cunt so much. I can feel it tenting in your pants." All a while, Fluttershy’s soft hand was gently caressing Big Mac’s bulge.

No words could escape his lips; only moans and groans. The urge to feel release surged through him as his brain was becoming more primal. He didn’t even notice how Fluttershy’s hands moved to caress his muscular chest and abdomen.

"So strong…so rough…so…so…" Fluttershy couldn’t even finish, her hips were instinctively gyrating and grinding against Big Mac’s pants, leaving a slick stain on his crotch. "Look at how wet you make me. I need your thickness inside me. Now!"

"There you are!" Shouted a mare’s voice from the distance. Looking over, both Fluttershy and Big Mac saw the naked, busty, and trembling Marble Pie. Running up to Big Mac, Marble’s hands and arms wrapped around his head, smothering his muzzle between her massive cleavage. The sudden jerking knocked Fluttershy back, her back to the dirt and her exposed pussy in the air. "He’s mine!"

"He’s mine!" Fluttershy recovered, grabbing Big Mac’s face and shoving it between her breasts. "I’ve always wanted him! I’m going to have his cock!"

"I don’t care! His cock and his body is mine! I love him more!" Marble objected, pulling at Big Mac’s large arm, turning this into a tug-o-war.

While both mare’s pulled and tugged at Big Mac’s arms, Big Mac’s mind was full of confliction. ’Here we go again.’ His mind spoke with more content than his normal words. ’Another group of mares that only want me for my body. Never once have I met anypony who wants me for me. I even thought that this time would be different. I always suspected that Fluttershy may have had feeling for me, even Marble seems interested. But nope; all they do is look at my body and see me as just that…a body to grab and use.’ The color was leaving Big Mac’s face as he began to accept this "fate". ’Maybe I am meant to be nothing but a toy for mares.’ Taking a deep breath, Big Mac reached out his hands, groping at both Fluttershy’s and Marble’s breast; both mares gasped and moaned at the sudden touch. After another deep breath, his hands squishing into the soft titflesh, Big Mac looked at both mares at his sides. "Both at once?"

"Both?!" Both mares uttered, looking at one another, and then at Big Mac. Could they share? At once both mares nodded at the other, a silent declaration of war was declared, whoever pleased Big Mac the most would win the stallion prize. Whether or not that was in fact the case was between Fluttershy and Marble. Regardless, both mares moved a bit away from Big Mac, letting him stand; both their hands were feeling his tented crotch area.

"It’s so big." Marble moaned, rubbing it gently.

"Let’s see how it looks underneath." Fluttershy added, slowly unbuttoning the pants.

As if it was a coiled spring, Big Mac’s cock fired out of his pants with enough force to smack Marble’s face, a small gob of precum splattered over her cheek and side of her lips; to which the mare instinctively licked. The taste was a shock of sweetness and a small hint of bitter. It was like biting into a fresh, juicy, green apple.

"It’s so delicious!" Marble moaned, almost orgasm just from the taste.

"No fair, give me a taste!" Fluttershy said, grabbing Marble’s face, shoving her tongue in her mouth to get a taste of what little cum was left. Her body tingled at the taste. It was sweet, yet sour; she wanted more of it. Almost instinctively, Fluttershy grabbed Big Mac’s cock and with barely the capability to fully wrap her delicate fingers around it, started slowly jerking the cock.

`"No, I want to feel it!" Marble started to stroke Big Mac as well. Given Big Mac’s natural size of roughly a little over a foot long and a nearly four inches thick, it took both mares’ hands to fully grasp the thickness. "There’s no way we can stroke this beast with our hands."

Fluttershy thought it over for a moment and the idea hit her. Taking her massive boobs in hand, the horny pegasus wrapped Big Mac’s huge cock between her fat globes. The feeling was soft and the pressure was amazing. Big Mac’s cock was so big that no mare would ever be able to give him a proper titfuck; but Fluttershy’s boob were bigger than her head, and nearly the size of a small child, her tits were more than enough to give Big Mac the tit pussy he’s always deserved. Marble, not wanting to lose, pressed her own tits against both Big Mac’s cock and Fluttershy’s boobs. Marble’s erect nipples were pressing hard against Fluttershy’s soft nipples, nearly penetrating them, small bits of what could be milk dripped out.

Big Mac leaned back a little, letting his back rest against the nearby tree. Mentally, he was discouraged that these mares seemed to only want him for his body, but physically, he was in heaven. Two mares, both with bodies that even Celestia would kill for, were not only giving him a double titfuck, but both of them were tongue wrestling over and for his cock. Despite his better judgement, or maybe it was just something about the two sex mares; Big Mac took his big hand and placed them on the mares’ backs, pressing their chests closer against his cock. With this new tit cock sleeve established, Big Mac started to slowly thrust between the two.

"Looks like he’s getting into it!" Marble moaned, feeling her nipples rubbing against Fluttershy’s.

"It feels so good!" Fluttershy moaned to leaning her head in to give Big Mac’s shaft gentle licks as he thrusted. "I might cum just from this titfuck!"

Big Mac didn’t say anything, only continued his thrusts. Despite being against this at first, for some reason, the sight of the two mares, their bodies a living wet dream, and how they melted over his body; Big Mac couldn’t help but become harder. The longer he thrusted, the more aroused he felt, and the more aroused he got, the longer he thrusted. But it was going to have to end soon; Big Mac could feel his balls swell with cum, his cock tingling. He was about to fire the first of countless globs. Fluttershy and Marble could see and even feel how Big Mac’s cock was ready to go. Not wanting to waste the precious cum, both at once, leaned in and wrapped as much of Mac’s cockhead as their mouths can fit, licking and suckling at the tip. In moments, Big Mac let out a final thrust and a thick load of cum burst from him.

Fluttershy and Marble were both able to get good gobs of Big Mac spunk to coat their mouths but what they couldn’t get stuck them on the face, painting them both white. Releasing his hold on the mares, Big Mac fell back against the tree, resting on the ground. This wasn’t his first time having sex, but he’s never came this much and this quickly; the load really took a lot out of him. But Fluttershy and Marble were only just beginning. But first, they had to get as much delicious cum off themselves. Both mares, regardless of not wanting to share or give up Big Mac, were now licking and kissing at each others faces, exchanging and sharing Mac’s cum with their own saliva. Because of their gluttonous lust, both sex mares quickly cleaned themselves off and looked at their beloved Big Mac.

"Oh Big Mac!" Both mares moaned, almost crawling towards the large stallion. "We want more."

Marble was the first to wrap her luscious lips around Mac’s limp cock. Even limp, the cock was easily as big as the average stallion’s full erection. But it wasn’t getting any harder. While Marble was giving her best blowjob, Fluttershy tried rubbing and gently kissing Mac’s broad and muscular chest. But despite how good it felt, Big Mac wasn’t getting any harder.

"Come on Big Mac, please get hard again." Fluttershy begged, making small nips at Mac’s neck. "We still need your perfect cock to stretch open our sloppy cunts!" Just as she was about to despair, a sudden metallic texture rubbed between her breasts. Looking down, Fluttershy saw the amulet she was wearing and suddenly came up with an idea. "Big Mac, put this on!" Fluttershy removed the amulet from her neck and hing it around Big Mac’s strong neck. "Maybe this will perk you up."

Though nothing happened at first, Big Mac’s chest felt hot; the place in which the amulet was touching was especially hot, as if concentrated sunlight was slowly burning him. Mac had sudden pins and needles coursing through his body. His breathing increases, heart pumps, sudden tingles of electricity spark from within. His muscles slowly started to expand, to grow; his chest became broader, his arms and legs became the size of a small child, and his height grew by another foot. While Fluttershy mouthed several "wow"s, Marble was feeling something on Mac grow inside her. Within her mouth-pussy, Marble felt Big Mac’s nine inch limp cock expand; slow at first, getting hard to its previous thirteen inches, but it was still growing. Wider and longer, Big Mac’s cock grew; the amulet around his neck let off a faint glow, becoming brighter and hotter as it sounded like it was almost burning against Mac’s chest.

Soon enough, Big Mac was too big for even Marble’s mouth; letting it out with a pop, a second burst of cum fired from the cock, plastering Marble’s face. But the amazement of the growing cock girth was too distracting for Marble to care about her latest facial. Longer and longer, the cock was now hard, yet it’s massive length made it flop to the ground; an impossible three feet long, and a near foot thick. This cock was a monster, but the amulet was nearly done. Mac’s final feeling was in his balls, once possibly the size of a large fist or ball. But now they were massive as well; half the size of Marble’s and Fluttershy’s boobs but still a little bigger than their heads.

Looking down as his new endowment, Big Mac let out a smile. His mind was no longer resistant, all that remained was an urge, a need to breed; and he had two willing mares for the task. Getting to his hooves, Big Mac felt good, very good; better than he’s ever felt. It was like a liberation he’s never known, and his cock, regardless of is being only a foot shorter than he was, did not cause a lack of blood, nor was it too limp. With a sudden twitch, the massive cock stood full and erect, lifting above the ground like an idol of worship; with his balls resting softly, just inches above the ground.

"So who goes first?" Big Mac said with a almost smug tone. But both mares sat there, in silence, with their fingers subconsciously rubbing their moist pussy lips; unable to fathom how such a beast could fit inside them.

Seeing as how both mares were not will, or able, to make the first move; Mac did it for them. Laying Fluttershy on her back, her face only an inch away from the massive lobes that were Mac’s balls. Then, gently, Big Mac lay his massive cock over Fluttershy’s body, the head resting gently on Fluttershy’s twitching pussy. With a gesture, Big Mac directed Marble to lay across the top of the large cock, her head licking the massive head, and her own twitching pussy straddling against the shaft.

Now that both mares were resting comfortable against his cock, an almost smug look went over Big Mac’s face. The sight of not only his massive cock, but how two sexy mares rubbing their wet and soft bodies against it brought out a little arrogance. His arrogance was well deserved; Big Mac started to slowly thrust through the mares, hearing them moan and coo softly.

"How is it?" Big Mac asked, grinning at both mare-sluts. But both mares couldn’t give a coherent answer.

Marble was too busy kissing the tip of the cock; it was actually big enough for Marble to go beyond simple kissing and sucking. Marble tongue was inside the tip, licking and sucking against the cum-slit. Fluttershy was equally busy, but her mouth was suckling on something much bigger. Having Big Mac’s massive balls dangling over her face was too much of a temptation; all it took was a slight arch of her head and she was burying her face between the massive balls. Being way too big for Fluttershy to take in, despite her eagerness, Fluttershy was suckling on the skin of Big Mac’s sack as if it was not only the tastiest meal she’s ever suckled, but also as if it were he last meal and she wanted to take in as much as she could.

Big Mac, even more turned on by the mare’s eagerness and how they seem to only live to please him; his thrusts started picking up the pace. Both mare’s wet pussy were sliding against the shafts, their exposed and hyper sensitive clits were being teased to a near mind blowing extent; there was no way they would be able to think, or live without this near-mythical cock; no mare could. It wasn’t going to last though; Marble’s tongue action and Fluttershy’s suckling was taking its effect, Big Mac was going to cum soon.

"I’m ready to-" Big Mac said, getting ready to fire his next big burst.

"Do it!!" Both mares moaned loudly, continuing their straddling and grinding, their own orgasms coming near. "Coat us in your hot cum Big Mac!"

Big Mac continued his thrusts until…finally…his last thrust fired one glob out; expanding Marble’s cheeks as she tried to take it all in, but couldn’t handle it all. Marble’s mouth released Mac’s cock head, as more cum dripped out. Marble’s mouth, unable to swallow all that cum, was forced open by the sheer load and was nearly vomiting out the excess cum. Fluttershy, on the other hand, was rapidly fingering her wet cunt, her mouth sucking at Mac’s balls; and while she was fingering herself, she was shivering at the feeling of each warm glob of Mac’s cum dripping on her pussy, each stroke of her finger pushing some cum inside her pussy. There was no way it could get her pregnant, but she was ready to cum just from having the warm cum inside her.

"How was that?" Big Mac took a few steps back, letting his spent and still dripping cock slide across Fluttershy’s body.

Despite just cumming, the release from Marble’s mouth cause another burst to erupt from his cock; blasting Marble between her massive boobs. Then when the tip smacked against Fluttershy’s fingers and wet pussy, another small rope fired out and continued to release more ropes of cum with each twitch; leaving a sticky trail of cum across her body, ending with the head at her face. It wasn’t until the cockhead reached Fluttershy’s mouth, that the horny mare was suckling at the cockhead, drinking down any extra cum she could gulp down.

"You really like my cum Fluttershy." Mac commented, letting out his fifth or sixth orgasm and thick glob on Fluttershy’s face; most getting in her mouth.

"It’s so thick, and yummy." Fluttershy panted, clearly having came several times from having warm cum in and on her body.

"Maybe we should-" Before Big Mac could suggest going for a next round, he saw that both Marble and Fluttershy were resting comfortably. The sight, though adorable, killed the mood for sex; Big Mac felt strange again, his body remained large, and his cock was still the massive size and was still hard and dripping.

Grabbing the half torn remains of his pants, Big Mac was roughly able to pull his ripped clothes back on. With how torn they looked, it was like looking at Saddle Rager’s clothes after she returns to normal. It was definitely a hassle to try and get some control over how to handle his still hard cock. But, somehow, Big Mac was able to at the very least hold his erection upwards and maybe he could throw a larger shirt on it or something. Then, because it was a warm afternoon, Big Mac figured the two mares would be okay resting under the tree. So he took both Marble and Fluttershy, and rested them gently against the tree. In was after he was fully calmed down that Big Mac finally register there was a small burning feeling on his chest. Looking down, Big Mac saw that the amulet Fluttershy put on him had burned and bonded with his chest.

"This is….weird." Big Mac said aloud. It took a few moments of pondering before Big Mac came up with a solution. "Well they should be safe here, maybe I should ask somepony about this. Maybe Zecora? I’ll try Twilight first, he house is closer after all. If it doesn’t work, I’ll try Zecora." And Big Mac set out, wear nothing but a torn pair of jeans, leaving both cum covered Marble and Fluttershy resting and cuddling against each other under the large apple tree.

It was nearly half an hour before Zecora arrived at Sweet Apple Acres. Her large, barely concealed breasts bounced as she ran towards the two mares. "How could Fluttershy take what was going to be mine? I only hope I have made it on time." When she reached the two mares, the sight of them coated white in dry, sticky cum was a sight. They were still resting comfortably, cum was coating their bodies, as well as the surrounding square foot around them; and the musky scent of both wild sex flared up Zecora’s nostrils.

Though her mind remained focuses, her body still reacted to the familiar taste; this wasn’t the first time Zecora tasted Big Mac. Her pussy getting moist from the memory. "It seems the amulet is gone, and their bodies have been cursed." Zecora waved her hands over the two mares; both mares glowing for a moment and when the light dimmed, the cum was gone and their bodies were clothed in something to help cover their massive features. "I must find the amulet, before it gets worse."