They put holes in their bathroom stalls. Holes. In. Stalls.
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On second thought, let's not go to Canterlot. 'Tis a silly place.

They put holes in their bathroom stalls. Holes. In. Stalls.

Fluttershy watched as the two Twilights gushed to one another about a topic she hadn’t really been able to decipher, the overlapping of words, squeals and excited tapping of hooves upon the castle floor made it hard to make out. Thankfully, however, she could make out which belonged to her world, and vice-versa, thanks to the adage of wings upon the other’s back, which would hopefully prevent a situation that made her cringe inwardly just thinking about it: confusing one for the other. Which admittedly would be easy to do, considering how unsurprisingly alike they are, something which the buttered mare would never admit aloud.

The chamber had only been occupied by the friends of the human world, the trip short notice for Princess Twilight to call all of her friends of this world to Canterlot. This was something which Fluttershy was secretly thankful for since being introduced personally to another five ponies would have been a little too much, even if they were only each other in personality. The other four gathered, Rarity, Applejack, Rainbow Dash, and Pinkie Pie, stood alongside her in a half circle around the two vocal torrents of twin Twilights. The sight of them all attempting to stand upon their hooves would have made her giggle aloud if she hadn’t wanted to offend, even now Rainbow shook as she stood, and Rarity held a hoof across her chest in an attempt to maintain balance and retain dignity, both from falling over as well as covering an invisible no longer present pair of breasts (something told to her in a brief whisper of confidence from the alabaster mare.)

“Ahem,” The winged Twilight sounded into her hoof, flanked on her left by the other, “If you would follow me the tour can begin!” She happily announced, the rest of the faces in the room wore interested smiles and eager looks, Fluttershy sporting her own small and quaint curve of the lip. The group trailed behind the duo of Twilight's, exiting the chamber doors into a long and large regal hallway, the drapes adorning the windows enough alone to elicit a sound of delight from Rarity, who Fluttershy could see struggling to reel herself in from caressing the fabric between her hooves.

As the group walked, Fluttershy couldn’t but notice the large number of stallions flanking on either side of the hallway, chests puffed out, stoic expressions on their faces. The others had noticed upon entering the hallway, but interest and care faded quickly, their ears and eyes too focused on the Twilights and decor to pay any attention to them. However Fluttershy, being in the place she was, couldn’t help but compare them to the Stallions on her world. Sure, they were not near as large, but the resemblance was uncanny. She was expert in all things animal, from proper coat maintenance, feeding habits, behavioural signs, and anatomy… Just how accurate were they really? They were not as tall, but since they were still technically ponies they were very well likely… hung like one? The thought made her cheeks brazen pink.

It was this reason she couldn’t help but have her eyes wander to the guard’s underbellies, just a peek would be enough to sate her curiosity. The sight of the sheath would be enough, but she couldn’t get her eyes at the appropriate angle, not at least without the act looking suspicious. Her steps and direction became automated, heading solely in a straight direction where numerous guards lined the walls, eyes locked ahead unfaltering. It was a while when her ears finally picked up a noise, or rather, the lack of it. Fluttershy broke out of her autonomy and noticed she was alone, barring the guards of course who might as well been lifeless statues, and immediately began to hyperventilate. Her eyes briefly surveyed her locale and noticed the closest door to her was a small nondescript door, about 5ft high just tall enough for herself and then some, and dashed to it to away from the open hallway.

Fluttershy closed the door behind her with a slam, going on to her hind hooves pressing her back against it, her breaths still large and quick, although she found the isolation to be helping her a great deal in calming down. Upon regaining her posture her eyes gathered in her surroundings, the contrast between the regality of the hallway and what she saw in this room jarring. It was obviously a locker or changing room of sorts, the lockers lined the white tile walls, and a simple long wooden benche stretched all along the middle of them. Fluttershy grimaced at the smell, and damned her hooves for not being able to hold her nostrils closed, not that she would anyway since her hooves had already come into contact with the room’s floor. Her hoof steps bounced off the small room’s walls, each reverberation causing her to wince as if each step she broke glass. She followed the bench along the room, reaching the back where black tile acted as a border for what was the lockers, and from what she could see was the showers. Several stalls with simple locks remained open, the metallic showerheads were drilled into grey tile, with a simple tap switch at chest level on the wall.

Suddenly she heard a small creak from the opposite side of the room from where she had entered, and immediately began to panic. What if she wasn’t supposed to be here, and what if the punishment was dire. Maybe she had unknowingly committed some grave crime in her ignorance, and not even Princess Twilight could stomach defending her for such an atrocity! She had to think fast, and act quickly. She did a quick gallop to the showers, slamming the stall door shut and clicked the lock in place, her chewing her bottom lip as she fell onto her haunches and fell stock still.
“I can’t believe Princess Celestia just gave them free reign of the castle.” Fluttershy heard a voice emerge from somewhere in the locker room, owner sounding husky and deep, manly even.

“I don’t see the problem.” Another responded, gravely and hoarse, in a tone that lacked care.

“Well they’re not… us! Ya know what I mean?”

“I fail to see what you’re problem is with that.” He responded with condescension, Fluttershy heard something metallic fall to the floor, a brief second passing before another followed it.

“What if they invade through the portal when they return, or even take the princess hostage!” The other exclaimed, his words underlined with panic.

“I doubt that. They are copies of our own elements of harmony… Besides, I thought you were a republican?”

“Shush! You never know who is listening.”

At the exchange Fluttershy arched a brow, but nonetheless remained silence lest she blow her cover. The two were making some kind of noise, she guessed it was the opening of lockers and the rooting around of possessions held within them. The duo exchanged small talk, something about night shifts and donuts, the conversation not interesting enough to follow. However after several minutes it was the sound of hoofsteps drawing closer that caught her attention.

“Hey, is that Gleaming Spring’s armour in his locker?” The husky one spoke, tone interested.

“Why I believe that is. I didn’t know it was Tuesday already!” The hoarse one sounded surprised, and slightly elated.

“Well I’ll be. Hey look, he must in his stall already!” The delivery of the words were filled with enough happiness that it would rival even Pinkie Pie.

Fluttershy’s eyes opened wide in panic as the hoof steps drew ever closer to her stall of refuge, huddling herself into a corner with eyes firmly on the stall door, silently thankful for the lock. However she became surprised when not only did they not knock or even attempt to communicate with her directly but instead went into the stalls either side of her. Fluttershy didn’t know what to do, and instead stayed perfectly silent.

“I’ve been waiting all week for this!” The deep voice spoke from her right, followed by the sound of two knocks on the stall wall, although she noted they came from higher up on the stall wall.

“Don’t talk.You’ll make it weird.” The other replied, a similar pair of knocks heard from the left side.

Fluttershy looked to her left and right from the corner she had pushed herself into, wondering what exactly was going on. Before she could come up with an explanation, one suddenly came into view... in the form of a long grey cock. It emerged from the right side, and since she had chosen to huddle herself there it came to no surprise that this was the closest to her eyes, which at that moment were as wide as saucers. The leviathan of a dick was alike a great architectural column, so girthy and wide, the grey cock was mottled with black splotches and throbbed with want, a large vein that ran along the side visibly pulsed with blood. The cock shared many traits with that of a horse, aside from its colouring scheme and length the medial ring was present too.

The other side of the stall Fluttershy looked, and noticed the sudden appearance of a hole, likely cut and covered with a simple door of wood, and watched with a newfound interest as a second cock joined the other in her stall. This one wasn’t wholly different, except being a distinct brown, mottled with splotches of a faint pink, alike flesh. However Fluttershy could notice another distinction: Whilst the one to her right was as girthy as a marble column, the other was very, very, very, long. Whilst the length of the one to her right was nothing to poke fun at, being a lengthy ten inches of masculine meat, but being as girthy as several cans of soft drink combined. The other was gargantuan, coming in at nearly seventeen inches, although lacking in as much girth as the other, but still quite thick.

Fluttershy was silent and umoving, her eyes dancing to each of the cocks, each of them intimidatingly large and throbbing as they pumped with blood. Fluttershy made her first sound in the form of an audible gulp, and found that both of her cheeks had lit up like bright fires with a burning red. The musk emanating from the twin dicks assaulted her nostrils, the mere smell she found was enough to begin arousing her, although she was ashamed of this fact. She sat there unsure of what to do, her cunt began to leak feminine juices that began to mat in her fur, but resisting the temptation to intervene with a helping hoof to herself. She battled with what to do internally. If they knew someone was in here other than Gleaming she was bound to be reprimanded, and she most definitely didn’t want that. But on the other hoof she’d have pleasure and service two humongous, virile, awesome, and impressive slabs of fuck meat in a shower stall, giving up all her holes to coax the cum from the twin shafts… Fluttershy’s mouth began filling with drool.

“Uh, Gleaming? You in there?”

“Of course he is you dolt. Who else could it be?”

“Well, Gleaming is quite a bit more… active, by now?

“You mean he hasn’t started already? I thought he was getting me back for taking his pudding cup yesterday. Making me wait.”

Fluttershy knew now she had to act fast or risk being discovered. She looked at both and chose the thick one first, placing a tentative hoof on the warm fleshy appendage. She heard a sigh of relief from the other side, and slowly slid her hoof up and down the cock, still unsure how exactly she was going to pleasure this thing without hands. She positioned herself so that she was directly in front of the shaft. It was so thick she it looked like the owner had to squeeze it through the tight hole in the wall, a merit she thought deserved a second hoof to glide up and down the opposite side to her other. Fluttershy stroked and squeezed the fuckstick, the sound of a moan from the other side emerged whenever she brushed over the medial ring, and it was a minute into her hoofjob that a bead of pre emerged from the cock’s tip, the smell enough to make her cunt quiver.

Fluttershy allowed her tongue to flop from her mouth, and slowly pressed it firmly pressed it against the flare, the taste causing her eyes to roll into the back of her head in ecstasy. The owner gave a long moan and Fluttershy could feel his attempt to push further forward on her mouth, only to be blocked by the stall’s wall. Fluttershy barraged the flare with long slow licks, savoring the taste on her tongue, her hips thrusting slightly into nothing. She attempted to take it into her mouth, opening her jaw as wide as possible, her arousal so high that if she couldn’t do it she may simply explode. She managed to take only an inch past her lips, before she could do no more, tears pooling in the corners of her eyes. Despite this her tongue circled around the shaft, pre still leaking from the tip into her hungry maw, her juices soaking her thighs

Fluttershy didn’t expect it when the flat slab of a flare erupted suddenly in her mouth, the tip too big to withdraw from her mouth, forcing her to accept every shot of cum firing from the cock, bulging out her cheeks, forcing her to swallow as much as she could so that her cheeks would explode. It tasted as one would expect from a vegetarian: Sweet, a hint of fig most notably in the taste. By the time he finished Fluttershy felt bloated, her stomach half full with cum. It was the cock’s owner that pulled his half-erect cock from her mouth, and Fluttershy couldn’t help but feel a slight longing for it, however looking over her shoulder she saw the other cock swaying and pulsating, still awaiting the attention Fluttershy was all too happy to deliver.

She turned on her plot, coming face to face with the other throbbing inhabitant of the stall, She went straight in with little hesitation, kissing the tip of the cock, earning a satisfactory grunt from its owner. This one, while longer, was much easier to handle. Her hooves worked the shaft, massaging and stroking either side. However she couldn’t reach the medial, the length hindering her slightly. Instead she compromised: Opening her maw wide she took the flare into her mouth, her moist lips pressing tightly with suction around the cock, her tongue delivering an immediate attack of licks on the flare, barely a bead of pre was able to escape before being lapped up by the fervent mare’s tongue. Unlike the other she was actually able to swallow more of the stallion’s length, her passion overcame her sanity, prompting her to filled her mouth and force it down her throat as if starving for the stallion’s huge fun pole, taking a quarter of the length down her throat.

Fluttershy couldn’t take it anymore: She needed something fucking her hole right now. Like a deflating balloon the cock withdrew from her cock sheath and throbbed upon being exposed to the air once more, slathered with saliva making it shine slightly in the meagre light. Fluttershy’s hoof stroked the side of dick, almost lovingly as if to let it know it won’t be gone long, reluctantly tearing her hoof away and turning, presenting her inflamed cunt to the cock. As she was about to press the cock into her pussy, she was struck by the realisation that they thought she was a stallion. She bit her bottom lip in contemplation, rubbing her thighs together to try and stave off the temptation to slam the cock into her pussy, but she knew that her cover would be blown if she did this. Gulping, and releasing a long exhale, she brought her plothole to the stallion’s awaiting flare, her virgin asshole puckering tight in reaction.

Biting her lower lip she pressed her flank into the cock, her plot hole spreading to engulf the cock hungrily like her mouth would have done, unintentionally sucking the dick into her, engulfing the flare tightly. This was a new sensation for the butter coloured mare, and all she knew was that it hurt… a lot. With a hoof she wasn’t currently using to support her quivering frame, she brought it down to her cunt, and in an almost self-flagellating delivery of pleasure she mashed against her love button, each press releasing a moan she kept locked behind sealed lips. Against the pain she pushed her plot toward the stall wall, enveloping more and more inches of the stallion cock, the sensations increasingly blurring the line between pleasure and pain the more she filled herself with, causing her cunt to quiver with want.

Fluttershy bit her bottom lip upon raising her sights from the tiles floor up to the adjacent stall, and the sight caused her heart to hammer inside of her like a jackhammer. It appeared that the owner of the grey cock was ready for a second round, the erect shaft already throbbing in anticipation. Fluttershy reached a hoof out from her prostrated position on the floor, her hoof feeling the stickiness from the combination of her saliva and cum, licking her lips, the taste still present on her lips. Reluctantly withdrawing her hoof from her pussy, she raised herself shakily from the ground, momentarily pausing suppressing a moan from the cock pulsating in her ass. Once she beheld the familiar sight of being eye to ‘eye’ with the cock she inched forward to drag her tongue across it once more, the owner of the cock buried several inches in her ass releasing a moan into air as he felt the tight walls of Fluttershy’s ass drag across his cock once again.

Fluttershy began to taste the girthy cock on her mouth again, slightly gyrating her hips to the best of her abilities in this form to keep the other stallion hard in her ass. She delivered a flurry of licks alike before, only this time ceasing to pull back slightly to slide her plot down the other stallion’s eager shaft, feeling immense pleasure when her ass swallowed the cock greedily. Almost savory she would drag her hungry tongue across the girthy dick like it was the last lollipop in the universe, the taste more like ambrosia than a simple fuck stick. She noticed however every time she got close enough to lick and resumed sliding down the stallion’s shaft she got further and further away, coming to the realisation more and more of the cock was entering her ass, and she barely realised it. She could hear the heavy breaths from behind the stall, and gave a sadistic smile of glee upon hearing the affect her tight ass was having on the stallions, something which she found more intoxicating than the taste of the potent cum of the other.

Finding out this information when she came within the girthy cock’s range she ceased fucking the cock entirely, letting the few inches sit in her ass, teasing its owner. As she serviced the other she heard impatient hooves on the tiled floor, haggard breathing, and felt a very needy cock with futility try to bury itself deeper in her ass. She kept it like this for a while, occasionally waggle her ass to ensure stiffness, all the while delivering pleasure to other, getting it to the edge and ceasing, and she swore she could hear the frustrated sights of both stallions while doing so. Within an instant she slide down the fuck pole with no care, earning a surprised gasp of pleasure from its owner, the involuntary thrust causing a moan to be released through Fluttershy’s teeth. She felt it throb and pulsate inside of her as she ate it inch by inch, the mere thought of taking it whole filled her with a sense of pride but ecstasy even more so. Upon hearing rather than feeling her plot bang against the wooden stall the stallion behind it released a disbelieving gasp, and released an even louder one when he felt his clock sliding out before being gobbled again with a thump to the stall.

Fluttershy was now fucking the cock like she had wanted. She lowered her head to the ground and simply moved her ass backwards and forwards, her ass bouncing up and back down the cock with abandon, the smacking against the stall producing a sizable racket. She felt close, the fact she was brought to this by the largest cock she had ever lain eyes on fucking her ass was something of a shock, but still good regardless. She wore a blissful smile upon her lips until she realised she had left the other one out, the cock she left on edge, even now it throbbed in air just in front of her. She crawled forward, desperately trying to keep herself as full as possible. When only the flare remained within her she stopped before the other cock in the stall, and she could tell it was a mere flick of the tongue away from exploding like a firehose.

She guessed correctly. Upon feeling the tongue upon his cock the stallion released an audible moan, his balls churning with cum unleashed a second torrent of seed upon the yellow filly. Although suspecting this she was nevertheless surprised by the sudden hail of cum on her face causing her to retreat backward, the cock in her ass although at edge of orgasm, popped like a bottle rocket in her plot, stuffing her with the warm batter like substance. Like a trifecta of orgasms this sent the mare over the edge, causing her forehooves to give out and fall to the tiled floor, her cunt leaking like a river in bliss upon feeling her ass get filled with cum, the feeling unlike anything she ever felt before.

As she lay there underneath the dribbling cum of the girthy cock, she thought a few things behind the haze like wall that was post-coital bliss: She acquired a new-found love for horse cocks, vowed to become the human diplomat to Equestria if such a need arise for one, and considered in what inconspicuous way she could relive this experience back home. But most of all she thought: How in the hell could she possibly avoid being seen, telling anyone of this, and making it home with no questions asked?

Author's Note

This is my second fiction ever, and second clop fic ever. I hoped you enjoyed it at least a little bit. Have a good day. :twilightsmile: