Under The Covers

by ForgottenDreams

Rating: mature
Tags: Sex, Anthro, My Little Pony: Friendship is Magic, Other, Romance, Fluttershy
Length: 2973

Sunburst has been dating Fluttershy for awhile and they have developed a fondness for a certain type of foreplay. Contains light BDSM

Sunburst has been dating Fluttershy for awhile and they have developed a fondness for a certain type of foreplay. Contains sleep stripping/teasing, wing job, deep throat, tit job,etc.

This fic was created for my group Embrace The Strange

Published 2016-05-13 17:20:01 UTC
Last updated 2016-05-13 17:20:01 UTC

Tender Touches

Sunburst patiently waits in front of Fluttershy's bedroom door. Biting his lip he looks at the clock 11:59 one minute to go. One more minute than he could go in to take care of her. His cock throbs with anticipation. Five...four...three...two, and one it was now midnight. Fluttershy should be ready to go now. Letting out a soft sigh he uses his magic to quietly open the door. Tip toeing so as to not make a sound he walks into the bedroom. Soft snores echo in the dimly lit room. Sunburst smiles as he listens to Fluttershy's gentle snoring.

Making his way to her side he looks down at his beautiful girlfriend. A pink tank top snuggly wraps around her massive tits. Further down Sunburst sees Fluttershy's matching panties. His glasses fall slightly down his nose as he licks his lips. It was show time! His objective simple; but far from easy! Strip her down; and make her cum before she wakes. Without using his magic. If he wins he gets to do whatever he wants to her. If he loses she gets to do whatever she wants to him.

He loves their little game as it always keeps the other one guessing as to what the other has planned for them. Adjusting his glasses Sunburst looks to where he should start. He has to be careful if he choses the wrong place to start he would lose immediately. For Fluttershy was a light sleeper; and if he applies even the slightest pressure to her skin she would wake up!

Studying her position, air temperature, and most importantly her breathing. Sunburst calculates his options. If he didn't take these things into account she would wake up; and have her way with him. He learned this the hard way on more than one occasion. Deciding to start with the easiest part he begins to remove her knee high socks. As to why she wears socks to bed in the first place will forever elude him.

With a delicate touch Sunburst grabs onto the tip of the sock. He slightly pulls it away from her toes so that he could get a better grip. When there was enough room between her toes; and his fingers. Sunburst puts the tip of the sock into his mouth so he could have the use of both hands. Slowly pulling her sock down her leg he marvels at her glistening skin. A soft erotic moan escapes Fluttershy as Sunburst pulls off the sock. He looks down at Fluttershy he couldn't wait to fuck her brains out!

Before long Sunburst had removed Fluttershy's other sock. Now things would get a bit more challenging. Which article of clothing should he remove next? Should he try to remove her panties? So he could have direct access to her pussy! Or should he go for her top? So he could get a wonderful view of her melon sized boobs! Judging Fluttershy's position Sunburst would have a hard time with either one at this point in time. So he decides to go for the larger piece of clothing. That way he will at least get to see her boobs jiggle if he wakes her.

This was going to be tough as not only would he have to remove her top; but he would have to maneuver around her wings. Which were splayed across the entire bed. Taking a silent gulp he tenderly grabs onto the straps of Fluttershy's tank top; and with slow careful tugs he starts to pull the shirt down. Opting to take the longer way so as not to upset her wings. Which would immediately startle her awake. Fluttershy lets out another soft moan as the fabric lightly brushes her warm skin.

Two bright pink nipples pop into the air as the tank top glides over them. With the shirt being pulled away from her chest her boobs jiggle a little. Sunburst stops his momentum as if to wait to see if Fluttershy would wake up; or not. After a few fleeting seconds of nothing happening Sunburst resumes stripping his girlfriend. He had gotten the tank top under her now exposed breasts. Now came the hard part getting her wings free!

Sunburst gently touches one of her wings to see what it would do. To his alarm it started to twitch almost immediately from his touch. This was going to be tricky! As Sunburst starts to come up with a plan Fluttershy starts to stir. Sunburst ducks as Fluttershy sits up; and with a groggy yawn stretches her wings before she falls back to sleep. Sunburst sits there motionless waiting for his chance to reappear. Sitting there an idea strikes him.

Sunburst stands up; an walks over to Fluttershy's collection of stuffed animals. Where he picks one at random; and places it next to Fluttershy's face. Almost immediately she folds her wings in; and turns to her side. Almost stripping the shirt off of herself as she does. Now Sunburst not only improved his odds of removing her shirt; but also her panties. For her legs were now perfectly aligned for him to do so. Sunburst's eyes glisten as he sees a wonderful opportunity to remove her panties; but first he has to finish removing her shirt.

Grabbing onto it Sunburst tugs the shirt down her smooth legs; and finally removes it completely off of her. Just one piece left those tiny pink panties. Sunburst's hands start to shake as he is overcome by anticipation. He tries to grab onto the hem; but his hands are too unstable at the moment for something as delicate as this. Sunburst lets out a silent grunt of frustration as he is unable to stop his shaking. That is when an another idea hits him. Leaning over her he opens his mouth; and bites down onto the hem. Once he is certain that he has a firm hold he starts to tug them down her body.

Being so close to her he can smell her scent. Oh God she smells soo good! Pulling down her panties something catches his eye. Fluttershy was slightly lifting her body up. Is she letting him win? Sunburst is going to love fucking her! The panties gracefully fall off of her body. Fluttershy is now completely naked; and the real fun could now begin!

Sunburst takes one last deep inhale of Fluttershy's panties before letting them fall to the floor. Glancing over Fluttershy's exposed body he marvels at her splendid curves, her voluptuous ass, her marvelous melon sized boobs, and her cute little mouth. Fluttershy is truly the living embodiment of sexiness. Licking his lips he starts to undo his pants. They fall to the ground soon followed by his trousers; and his shirt. He leans down next to her waist.

His eyes shimmer as they gaze upon their prize an already dripping wet pussy. No doubt about it she is just playing possum. She wants him to ravage her as she lays there sleeping. Taking a deep inhale of her scent he relishes its distinctive aroma. With a long slow deliberate exhale Sunburst blows a small stream of warm air into her moist sex. Her legs rub against each other as his breathe entices her pussy.

Not satisfied with just blowing on her sex he decides to take his teasing a little further. Taking the tip of his scraggly beard Sunburst begins to gently tickle Fluttershy's swollen slit. She whimpers as the hairs tickle her delicate flower. A stream of arousal starts to leak from Fluttershy as Sunburst continues to prod; and tease her.

Her body begins to tremor with excitement as Sunburst hits every spot of bliss. Her moans get louder as her rubbing gets more intense. She is about lose her mind when Sunburst stops his advances. Fluttershy opens her eyelids just enough to see what he was doing. An almost inaudible gasp escapes her lips as she sees Sunburst pulling out a pencil; and a condom. Biting her lips she sees him put the pencil inside of the condom; and sticks it into his mouth. Just what was he planning on doing?

He pulls the pencil out of his mouth. A trail of saliva breaks from his lips. Fluttershy keeps her narrow gaze transfixed on the pencil as Sunburst lowers it to her waiting pussy. She closes her eyes as the wet rubber makes contact with her sex. Sunburst pushes the pencil in between her legs; and begins to slowly move it up; and down her slit. God this felt good! Fluttershy couldn't but help let out an erotic moan as the sensation sends her head over the edge. It wouldn't be long before she cums!

Her toes curl as Sunburst continues to stroke her pussy with the pencil. Every so often he would add more spit to keep it lubricated; but in all honesty her juices were already soaking the bedsheets. Her moans grow louder as Sunburst increases the pace of his stroking. Her wings flare out to their fullest length. Her chest heaves as her breathing becomes labored. She screams into the dark as her eyes shoot open; and she cums all over the pencil; and Sunburst's hand. He chuckles as he stares at her.

"You lose Fluttershy,"

"mmmph,"

Sunburst spreads her legs open so he could get a better look at his handy work. The smell of her arousal permeates the air as her flower opens. Sunburst lets out a low moan of pleasure as he gets closer to her pussy. Plowing his muzzle all the way into her dripping sex he starts to lap up her sweet nectar. She arcs her back as his tongue touches her G spot. Groaning into her he enjoys her taste. Sweet; but not too sweet almost like honey!

His hands take a firm hold of her ass lifting her lower half up into the air. Her legs wrap around his head pushing him even deeper into her. His tongue traces her most sensitive spots making her eyes roll back into the back of her skull. Damn this is amazing! It isn't long before Fluttershy starts to spasm as she enjoys being ate out.

"Ah I'm about to Cum!"

At those words Sunburst pulls himself away from her. He wasn't about to end the fun just yet. She moans her displeasure as he puts her lower half back down onto the bed. Sunburst gets up off of the bed; and stands in front of her face. She knew what he wanted. Fluttershy sits up; and pulls her hair back she stares at his wanting cock.

Taking it into her petite hands she plants tender kisses all over his engorged head. He groans every time her lips touch his throbbing member. Fluttershy opens her mouth; and slowly takes in his member. Moaning as she takes his sex all the way into her mouth. A slight bulge forms in her throat as she gets closer to his base. The instant she gets every last bit of him in her mouth she sits there. Letting him feel the warmth of her mouth before slowly pulling away. His tip is about to fall out of her mouth before she starts to go back down. She repeats this for several minutes.

Grabbing a tuft of her hair he forces her to go faster. She moans into his cock as it begins to twitch inside her mouth. Faster; and faster she bobs until Sunburst holds her head in place; and thrusts his hips forward. A powerful burst of hot cum floods her mouth. Fluttershy does her best to swallow as much of the delicious cum as she could. Unfortunately there is too much for her to swallow; and she is forced to pull back. Getting more than a good portion all over her face.

"Couldn't handle it? Well that is a shame. I guess we are going to have to have try something else then. Won't we?"

"Mmhhmm,"

"I know lets put those gorgeous wings to use. Give me a wing job you slut,"

"Um...well um... yes master,"

Fluttershy folds her wings around the sticky cock in front of her. Her soft feathers send shockwaves of pleasure throughout his body. Her wings glide over his cock as they tend to their master's wishes. Sunburst moans as her wings touch him in all the right places. One of her wings cups his ever swelling balls as the other one continues to stroke his cum covered shaft. God he loves it when she gives him a wing job! Her wings tighten around his sex as they increase in their stroking.

Sunburst gives no warning to his climax. He simply lets her have it all on her face! She moans as she is covered in his cum again. From her pretty face to her gentle wings to her heaving boobs he cums all over her. As the climax stops she continues to stroke him off for she has not been told to stop; and she must follow the rules of their game.

Fluttershy sticks her tongue out licking his shaft clean. An aura of magic envelopes her melon sized breasts. Time to put them to good use! Taking her breasts he wraps them around his dick. God they were soo soft! He starts to trust his dick between them. In his mind it doesn't matter if he was hard; or not. All that mattered was the sensation of her boobs surrounding him in their pillowy goodness.

Fluttershy takes her boobs into her own hands letting him focus on the feeling. She starts to grind her breasts against his shaft making it quickly harden. Sunburst lets out a soft moan as Fluttershy works her boobs on his dick. She was way better at this than him! With his dick now rock hard again Fluttershy takes the tip into her mouth letting her tongue caress his head. All the while her boos continue to massage his shaft making him grow harder; and harder. At this point he could probably open any door without using his hands; or magic.

An all too familiar tension was beginning to build up deep within his loins. This was probably going to be his last shot for the night; and he has yet to make Fluttershy pay for letting him win.

"...Fluttershy stop,"

Fluttershy looks up at Sunburst her big eyes shine brightly in the moonlight. Begrudgingly Fluttershy pulls his dick out of her mouth; and lets go of her boobs. Sunburst takes a finger; and lifts her chin so that she was closer to being eye level. Sunburst leans down getting right next to her ear whispers.

"Its time to make you pay for letting me win my dear,"

Fluttershy's body shivers with excitement at those words. This is what she has been waiting for!

"Lay down; and spread your legs,"

Fluttershy nods as she does as she was told. Sunburst takes his place at her entrance. He glares down at her glistening wet pussy. A thing of absolute beauty; and he was about to tear it up! Sunburst crawls between her legs. He reaches her eye level a crimson blush graces her cheeks as he peers into her eyes.

His member prods her entrance making her gasp. Sliding it in he makes sure that she could feel every inch, every vein, every single bump; and groove. He had just started; and Fluttershy is already starting to curl her toes; and clench her hands. She takes a sharp inhale as his member glides against her G spot. His dick is about to touch her cervix before he hilts. He sits there for a brief second making sure she could feel his stallion hood pulsating its heat deep inside of her.

With the same slow intent Sunburst pulls out of her making her draw out a long moan of desire. Leaving just the tip of his head inside of her sex. He slams into her hard making her entire body jolt from the force. Her boobs bounce so high that they brush against Flutterhsy's cheeks! She yelps at the sudden impact of his dick filling her up soo fast. He pulls out; and again slams into her pussy. Again; and again he slams into her; and every time he does she yelps. Neither slowing nor increasing he keeps his moderate pace.

Fluttershy's wings flare out to their fullest length as she enjoys the feeling of being taken like this. Fluttershy squeezes down onto his dick making their pleasure multiply ten fold. Sunburst reaches for her hands; and intertwines their fingers as he begins to increase his pace. The sound of balls rapidly slapping her ass fills the room. The tightness within his loins returns with more vigor than he has ever felt. This was going to be something truly special!

With a final thrust they both cum at the same time. A swell of liquids mix within Fluttershy's womb. Making her scream in ecstasy! Sunburst continues to cum inside her like he has never done so before. He never knew that he could produce this much cum within a single orgasm. Fluttershy's pussy overflows with their combined cum.

His breathing becomes heavy; and his eyes are mere pinpricks. Looking down at his beautiful girl friend he smiles. She was already fast asleep. Sunburst smiles down at Fluttershy. She looks so peaceful there covered in his seed. Sunburst's eyes slowly begin to droop. He lays down on top of Fluttershy. Resting his head on her chest he listens to her heartbeat as he drifts off to sleep. They sleep like that for the rest of the night their hands clasped together, and his head nestled within her bosom. A peaceful smile on both of their faces as they have sweet dreams.