It was a warm sunny morning in Ponyville, and Rarity was working hard in her boutique. She was finishing the final adjustments on one of her latest dresses'. The dress was pitch black, with dark blue gems around the trims. The unicorn had been working on this dress for three days straight, and barely slept a wink since then. Rarity was far to exited for sleep, because she was working with a new type of fabric called "dark fabric," and wanted to finish it as soon as possible. Rarity had gotten the fabric from the Princess of the night herself, Princess Luna.
It was last week, during the Grand Galloping Gala, and Rarity had seen Princess Luna wear a very reveling black dress. The dress looked as if it was painted on the Princess's body, as the wind blew the bottom half of the dress in a gentle breeze, while the moon glistened off her chest. After that night, the fashion obsessed unicorn wanted to make a dress based off it. However, try as she might, Rarity was not to be able to make an exact replica. So, four days ago, the determined fashionista went back to Canterlot and asked Luna about the dress.
When Rarity got to Canterlot, she had asked for an audience with the princess. Once the unicorn had met Princess Luna, she asked about the dress. Luna was more then happy to lend her loyal subject, and friend some of the fabric, but not before warning the unicorn on how to use them. The princess had told her, that dark fibers are to be used carefully and out of direct sunlight. Rarity took note and agreed to the rules of the special fibers, and promised to follow them.
And so, when Rarity got back from her little trip, she worked on the dress as soon as she got home. But, the busy unicorn wasn't just making it for thrills. She was designing a new dress for her dear friend Fluttershy, who was to arrive in a few minutes. So Rarity quickly placed the few remaining gems along the collar trim of the dress. Once the tired fashionista was done placing the last gem on the dress, in just the right angle, somepony knocked on the door. She perked her ears up as she heard the noise and let out a long yawn before saying "Come in."
The door soon opened, and in came Fluttershy, who was wearing a long green dress, that went down to her ankles and holding a small red purse. Rarity smiled weakly as she turned to see her friend had finally came. "Daarling, welllcome." She said in a tired voice. "Are you.. you, heeear for the um, the thing?" She asked forgetting what she was going to say.
"oh Yes, sorry it took so long." Fluttershy replied as she walked in and closed the door. However, her expression turned to shock as soon as she look at Rarity. The fashion mare's mane was like that of a rat's nest, and her make up looked like it melted, then crusted over time and on top of that, Rarity's eyes were red from lack of sleep. "Oh my, Rarity, are you alright?" The Pegasus asked in concern for her friend's well being.
Rarity just smiled and giggled, as she stumbled around. "I-I am.. a little tea pot, short and fat..." She sang before throwing herself on a near by chair. "Hahahaha, I made you a blue dress, Flattershy. Do.. do you want to eat it?" the tired mare question, as she pointed to the dress.
Fluttershy looked at the dress Rarity was pointing at and saw the night sky black dress on display just for her. The Pegasus was amazed at how beautiful the dress was, and the attention to detail that Rarity had put into making it just for her, regardless of the lack of sleep. She was also rather confused by everything Rarity had just said, but shrugged it off as it being from sleep depravity. "Fry it on Shyflutter. Let me see sparkly...ha ha" Rarity gestured, wanting her friend to try on the dress, to see how well it fits and if she liked it. However, she was not able to make sense of her words, due to staying up for 72 hours.
Fluttershy picked up on what her friend wanted and walked toward the dress. She held out her hand to touch the dress. However, as the yellow mare touched the dress, she was astonished to feel nothing. The dress was still in one piece, and her fingers did not go through the fabric. But, she could only feel her own fingers, and nothing else. "Wow, I can't even feel the dress?"
"hahaha, that's because no feel on skin, mah-gic, sssshadow fiber, Lu-Luna, and fish sticks-" Rarity babbled on, while making what seemed to be hand puppets to demonstrate her point. Fluttershy, looked at her with even more confusion, but picked up on the context clues.
"So, um, what I think your saying is, you got some kind of magic shadow fabric from Princess Luna, aaand the dress feels like your wearing nothing?" Fluttershy questioned.
"YAHTZEE!" Rarity screamed, while throwing her arms in the air and waving them just like she didn't care. "Tell pie how to milk the chickens please."
Fluttershy, just ignored that last part, due to it made no sense what so ever, and instead got on the small stage and stripped in front of Rarity. Now normally, Fluttershy would never take off her clothes in front of others. But she, along with the rest of her friends, didn't mind taking off their clothes in front of one another. In fact, they seen each other nude enough time, to were it feels comfortable to see each other's naked body.
As Fluttershy put her green dress down on the ground, she grabbed the black dress and slipped it onto her naked body. Though, she could not feel the fabric against her skin, it fit nicely on her trim body. The mare adjusted her CC boobs to be even, before looking at herself in the mirror. She smiled at how beautiful the dress was, and how pretty she looked in it. However, due to the fact of the dress not feeling like typical cloth, It made the feeling of being nude even more real. Especially since she did not wear anything under her clothes. The reason why, was because of Tree Hugger telling her about being "free" from the oppression. Granted, Fluttershy's hippie friend was a nudist, and refused to shave parts of her body. But Fluttershy still liked the idea of not wearing panties and bras under her clothes, while still being modest. But, the feeling of being nude in front of every pony made her blush and start to tremble. The very idea of eyes looking at her breasts, and pussy, made her terrified. She started to get teary eyed, until she came to the realization that, she was overreacting, and soon calmed down. She then took a deep breath and looked at herself in the mirror one last time.
"Wow, Rarity, this is so beautiful, thank you so much, I love it!" Fluttershy squeed with excitement. However, once she had turn around, Rarity's head was laid back from the chair, with her mouth open. "Rarity? Are.. are you asleep?" She asked, wanting to make sure. Rarity let out a loud snore to signal she was indeed asleep. "Oh, you are asleep, well I um.. I have some things I have to pick up." The yellow mare said in a nervous tone, hoping Rarity would have heard her and wake up. But all she got back in return was another loud snore. "Oh, well, um, maybe I can go and quickly get what I need without dirtying your dress that you worked so hard to make me?" The mare questioned, before coming to her decision. After a few seconds, she finally thought it was a good idea to go outside with the dress. In fairness, all she had to do was go to three places and come back. On top of that, it was a nice day out, with no wind what so ever. So the dress was safe and in good hands. "Ok, I promise not to ruin your dress." She said, looking at Rarity. "I just got to get a few things, and I'll come back and wait till you wake up."
"zzzzz..I'm a Pirate...ZZZ!" Rarity responded, with drool coming down the corner of her mouth, which gave Fluttershy a confused look.
Fluttershy walked out of the boutique and headed toward Sugar Cube Corner for the first thing on her list. She was rather hungry, and wanted to eat a jelly doughnut. Plus, she could show off the dress to Pinkie Pie and show what a great job Rarity did making it. However, as she walked into the sunlight, the rays started to make the fabric of the dress slowly disintegrate. The dark fibers started to dissolve around her belly and lower back. As it did, it exposed her diamond belly button ring, which she got after a night with Tree Hugger and some weird brownies. But, Fluttershy seemed not to notice it and continued walking to Sugar Cube Corner without a care in the world.
As she made it to her destination, she opened the door and walked in, only to be greeted with a cool breeze.The yellow Pegasus just blushed as the cool air swept her body and made her nipple erect. She felt dirty and blushed a light shade of red. She was emabrressed and thought she was nude, until she remembered that the magic fibers don't work like real clothes did, and this was just how the dress worked. After she got over her small fear of being nude, the mare proceeded to the empty counter. As she got up to it, she ranged the little bell on the corner for service. Suddenly, out from behind the counter, jumped her hyper pink friend, who had a huge smile on her face. "HI FLUTTERSHY!" Pinkie yelled, as she stood there wearing the standard Sugar Cube Corner small tight blue apron, which did nothing to hide her massive GGG tits, along with the very small bikini bottoms she had on, that read "SCC."
Fluttershy, jumped back in shocked, as Pinkie came out of no where. "Oh, hi Pinkie." she greeted, as she calmed down. "You surprised me."
"Tee hee hee, surprises are FUNNERIFIC though? You should get use to them Flutters." Pinkie remarked. She then saw what Fluttershy was wearing, and was amazed by her shy friend's choice of fashion. "Wow, Fluttershy, look at you."
Fluttershy started to blush a little. "You like it? Rarity made it for me." She asked, while twirling around to show off her dress.
"I sure do, who knew you had what it took to show off the goodies hee hee hee" The pink mare replied, while grabbing her huge chest.
"Show off my goodies?" Fluttershy responded confused. "But this dress is modest though Pinkie."
"mmm if you say so." Pinkie responded back. "so, what did you come here for?"
"Oh, right." Fluttershy soon remembered the other reason she came. "I would like a jelly doughnut please."
"Okie dokie loki" Pinkie said, while she grabbed the doughnut from its glass case and then handed it to Fluttershy. "Here ya go, that will be 5 bits." She said, handing Fluttershy the treat. "So, what are you up to today?"
"Oh, well, I gotta go get some cherries and a tomato, before I go back to Rarity's." Fluttershy replied, as she grabbed the bag with the doughnut in. "She has been awake for to long, and I hope to make it back on time before she wakes up. Because I don't want her to think I didn't like her dress that she worked so hard on. " She panied.
"Okie dokie, well say hi to Rarity ok? I'm sure she is just fine. The marshmallow pony just needs a few ZZZ's" Pinkie Responded. "Besides, I and Ms. Cake gotta stay here and sale sweets, while wearing our super fun and cute outfits." She added.
Fluttershy looked rather confused as to why Pinkie or Ms. Cake used their huge boobs and sexy outfits to attract costumers. "Ok, oh um Pinkie?"
"Yes?"
"I was always wondering? Does your back hurt?"
Pinkie looked at Fluttershy with a confused look. "Huh?"
"well, um, not trying to pry, but you have really huge breasts and.. well is that good?"
Pinkie's expression changed to laughter as she grabbed and jiggled her tits. "Oooh these? hahaha, no, we are equine silly, our bodies can handle these milk jugs."
"oh, ok, well have a nice day" Fluttershy finish, while starting to leave the bakery.
Meanwhile, walking through town was a very short and scrawny young man, with huge glasses and freckles all over his face. The young gentlemen looked worried and nervous about something, as if he had a lot on his mind.
"ok Gizmo, you can do this. You told your friends on Overwatch you had a girlfriend and by the name of Grey Skull I will get one TODAY! All I need to do is find a girl in my level and ask her out, but who?"
As Gizmo was looking around, he soon stopped dead in his tracks as he saw Fluttershy walking out of Sugar Cube Corner, eating her doughnut. The very sight of her made his tie spin around and the small part of his hair in the middle stand straight up. "My stars!" he said out load, while sweating.
"OH MY CELESTIA!, its Fluttershy, the element of kindness and animal care taker. She is friends with the Alicorn Princess of friendship, Twilight Sparkle, who is level 96! She is also friends with the element of loyalty and Wonderbolt, Rainbow Dash, who is level 91. Along with the element of honesty and farmer, Applejack, who is level 89. Plus her friend is the owner of TWO boutiques, while being the element of generosity, Rarity, level 85. And lastly, the party pony herself and element of laughter Pinkie Pie, level PINKIE!
"Oh my gosh, Fluttershy is so beautiful, what would a level 85 white mage see in a level 70 axe wielding barbarian like me?" Gizmo said out load with disappointment in his tone. However, as he saw Fluttershy walking, he started to perk up. "No, Lady Fluttershy, I will ask you out. or my name isn't Gizmo, the conquer of nations!"
In the mean time, Fluttershy was walking towards the cherry stand to get a small bag of the small fruit. As she was, the sunlight started eating away her dress. The fabric around her cleavage and legs started to dissolve in the Sun's rays. The gems at the bottom of her dress fell off without her knowing or feeling it. However, the fabric around her neck was safe, thanks to the gems being so close together, and being a barrier against the direct sunlight.
While this was happening, Gizmo looked in amazement as he saw the girl's clothes fading away like magic. His heart started to beat rapidly, and started to get a small nose bleed and the sight. His legs started to shake a bit as he walked toward her, feeling anxious to talk to the mare he had a crush on.
Once Fluttershy got to the cherry stand, she was under some shade. The only thing exposed was her upper breasts and legs, all the way up to her upper thighs. She saw the stallion who ran the shop asleep in a chair. Being the kind hearted person she was, she didn't wanna wake him, but she really did want those cherries, and he was suppose to be managing his shop. "Excuse me sir, I would like to buy some cherries?" She said meekly. "I um, don't wanna wake you up, but I could really use some please."
The shop keeper, soon woke up in a cranky mood. He was just about to chew her out, until he took one look at her. The man, couldn't help, but stare at her modest breast and sweet legs. "hellooo nurse." He mumbled.
"Excuse me?" Fluttershy questioned.
The shop keeper soon snapped out of his day dream. "Oh, sorry miss, um what can I do's ya for?" He asked.
"Well, I need five cherries." She replied. "Umm, how much will that be?"
"uh, for a lovely gal like yous, its on the house." He remarked, while putting five cherries into a small paper bag.
Fluttershy blushed at the compliment as she thanked him and grabbed the bag before walking away. As she placed the cherries into her red purse, she came across the Gizmo, who was looking at her, with sweat pouring down his face. Feeling a bit weirded out, she decided to be nice instead. "Um, hello, I'm Fluttershy, and your name is?"
Gizmo's eyes widen as she spoke to him.
"OH GOD! Fluttershy-Senpai noticed me! I better say my name. Ok, I got this, just say Gizmo, and start a friendly conversation, then see were it goes."
"My name is Boner..."
IDIOT!
"oh, my, I am so sorry for your, um, unfortunate name." Fluttershy said, showing sympathy towards him. "Well, I got to go." She finished, feeling awkward.
Gizmo just stood there in shell shock, while the cherry shop keeper laughed at his misery.
Mean while, Fluttershy just walked towards the next shop on her list. However, the Sun returned to eating away the fabric of her dress again. Soon, the fibers started to form only around her nipples, given her a string bikini look. As she walked, blissfully unaware of what was happening to her dress, she came across a shiny bit on the ground and bent over to pick it up. As she did, she instinctively lifted her tail in the air, which the Sun ate away at the fiber around her butt, and reveled her very tight and well shaved marehood, as well as ass. While she bent down, Gizmo turned around to walk after her, only to see the mare's pussy on display for every pony to see. Due to him never seeing a real life woman nude, blood shot out of his nose, as he passed out onto the ground.
As soon as Fluttershy got back up, she was greeted with a ton of cat calls and howls from all around her. She look confused as everyone was looking at right her. She soon started to feel anxious, as she could feel every eye on her. "Why are you all whistling at me?" She asked in a fearful tone.
"Cause sweetie, you got nice tits!"
"Yeah, and nice to see, the grass is cut to *howls*"
"What?" Fluttershy panic as she looked down to see her dress was down to just a string bikini. However, she stood in shock as the sun ate away, at the last of the fabric around her nipples. Once they were gone, her erected nipple was expose for all to see. She screamed at the top of her lungs as she grabbed her breasts, and covered her marehood. "RARITY!" She screamed, as tears poured down her face. She started to run towards Rarity's boutique, as fast as she could.
As Fluttershy ran from the towns people, who were all looking at her, she was unaware of, was a certain derpy mailmare in the sky, who was not paying attention to where she was going. The mailmare's eyes were looking at the letters she had to deliver. As she was flying, she flew right into a loaded rain cloud. The impact was enough to have the rain pour straight out in a splash. Fluttershy soon found herself bathed in rain water. The water made her hair wet, and cover her face. While the water dripped from her breasts and slide down her stomach and marehood. The water glistened in the sun, making her breasts and butt sparkle in the light.
Once she got done getting the water out of her eyes, and the hair from her face, she saw the towns people still gawking at her. But this time they were taking pictures of her with their cell phones. She then let out another scream before turning around and running the other direction. She was still rubbing the tears out of her eyes and not paying attention to where she was going. This incident made her trip and fall onto the ground. As the mare lifted her head up from the grass, she soon felt even more embarrassment. She looked down to see Gizmo under her, and between her breasts, still passed out. "Oh, no, I'm so so so sorry." She cried, as she opened her wings and took to the skies.
Fluttershy flew to a lone cloud and landed on it to rest. Never in her life has she ever faced this much embarrassment before. She sat there and cried for a few minutes, until she heard a noise coming from behind her. Her heart pounded faster again, as she had goose bumps across her arms. She then turned to see, two pervert Pegasus looking at her with their mouths open.
"ha ha haha, hey does the carpet match the drapes?"
"heh heh yeah, do you need a carpet cleaner?"
"NO!" She yelled, before darting off again. This time, she was flying home.
Mean while, back at Rarity's boutique, the fashion mare was still asleep in the chair, while having a very strange dream.
A huge door with a symbol of a gem in crested bone, was soon blown away by some kind of strong force. Smoke cover the area for a few seconds before fading out, and there, walking in. Was Rarity with a fancy hat, and beside her, was her swordmare, Rainbow Dash. Along with Cook Pinkie Pie, who had poki in her mouth, and Fluttershy, the sniper. Captain Rarity's horn glowed as she looked dead at the Dogman Pirate's captain, Rover Park. "Ok you uncouth flea bag, you have my Navigator, Twilight Sparkle, and I want her back now."
Rover looked at her and laughed. "Shahahaha, you must be out of your mind?" He mocked. "Who do you think you are?"
"Rarity soon glared at him. "I am Pony D. Rarity, and I am going to be queen of the pirates." She answered, as she shot out a magic fist from her horn and hit Rover through the wall. She started to walk toward him, until the water started to bubble. She turned her attention to the large pool and she saw a huge silhouette emerging. The pony captain prepared herself for the worse, as the creature emerged from the depths. However, her serious expression was soon turn to shock as she was standing face to face with Luna. "Princess Luna?
"Yes, it is I Rarity." Luna answered, looking down at her. "Fluttershy needs your help at once."
"Oh no! I totally forgot to warn her about the fibers!" She panicked. "I was so tired, that it slip my mind." Rarity added with dread. "I am so sorry Princess Luna."
"Fear not, I forgive you, but it is Fluttershy who needs help." Luna said. "I was only able to find out because somepony passed out and I was able to see what had happened. Now go at once, and help your friend."
Meanwhile, Fluttershy was flying towards her house, trying her best to block out all the cheers from the perverts down below. She flew, while covering her breasts and marehood, with tears running down her cheeks. The yellow Pegasus finally made it home, except she was not alone. For standing the the door way was a group of five teenage brats who all had their cellphones out. Fluttershy, yet again blushed a bright red as she kept her parts covered. "Please..Please go away!" she begged. But the boys just chuckled at her nude body.
"No chance"
"Yeah, I show us some booty, hahaha"
"Yeah come on, I'm tired of using my dad's playmare mags.
"No...stop this" She cried out.
"Hey, there is a guy behind you ha ha ha"
Fluttershy gasped as she covered her ass with both hands and turned her head to see behind her, while letting the boys get a peak at her tight, still virgin marehood, and soft modest breasts. The boys kept taking pictures and hooting over the crying Pegasus's body. However, once she ound out it was just a lie, she quickly covered back up, and begged the boys to stop. But instead, they sad no and laughed at the poor girl. Luckily, their little game was short lived when a loud roar was heard. They turned to see Harry the bear coming towards them. He looked furious, as he charged at them. The boys then screamed as they got on their bikes and rode away as fast as they could pedal.
Fluttershy stood there with her hands still covering herself with a few tears rolling down her cheeks. "Thank you Harry." She sniffed, as the bear let out a gentle roar. As soon as that was all over, Fluttershy soon heard Rarity's voice calling from a far. She turned to see the unicorn yelling her name in a panic. The yellow mare soon perked up as she saw Rarity running towards her with the green dress she wore later that morning. "Rarity!" She answered back, running towards her.
The two soon embrace each other in a tight hug. "Fluttershy, darling, I am so so so sorry." Rarity said with tears in her eyes. She felt so guilty, making her friend go through so much trauma. "I was so sleep, and I fell asleep without telling you just how dark fibers worked and, now you are embarrassed and its all my fault."
"No, its my fault, I should have waited til you woke up and non of this would have ever happened." Fluttershy comforted. "I am just glad this is over and you have my dress."
"Yes, here you go darling." Rarity said, handing the dress to Fluttershy. The Pegasus then put her green dress back on and smiled as she no longer was nude and had to suffer the humiliation.
"There, at least this is the only good thing to happen today."
However, as soon as Fluttershy said that, Gizmo walked up with his face to the ground. Fluttershy and Rarity looked at him in confusion. Gizmo soon looked up at Fluttershy, with a nervous expression on his face. "um.... F-Fluttershy..."
"Yes?" She answered, in a confused manner.
"I know today was really awkward for you, and i am sorry. I wanted to ask you out all day, but all that stuff happened and..well, I never had a chance. So... I was um, wondering if you.. maybe, might.. wanna go to, um dinner?" He asked, looking at the ground and waited for the answer.
"Sure." Fluttershy responded. "You seem really sweet."
Gizmo's heart stopped as he was shocked by her answer. "R-really?" Gizmo questioned. "Your not pulling my leg?"
"No, I'd like to go to dinner."
THE END
