Applejacked

Fluttershy laid in her bed, eyes closed and head back. The front of her pants were open and one hand was pushed down into her panties. One finger pressed at her hood, teasing the sensitive nub beneath it, while another was stroking along her vaginal lips. She bit her lip as she stroke and rubbed, working toward her third orgasm.

She still could not believe what she had seen.

As much as she loved her brother, and as happy as she was that he was getting his life together, it was still a little frustrating being around him at times, and yesterday was especially so for some reason. So much so, that she had decided to go to the spa today and have a nice time relaxing there. To that end, once she had finished feeding all the animals under her care breakfast, Fluttershy left her little cottage and made her way to Carousel Boutique, planning to invite Rarity to go along with her. At the boutique, the air had a strange musky aroma to it, but she did not really think much about it.

Then she reached the backroom and saw it. Rarity, her normally prim and proper friend, was completely naked and having sex. Right on the floor in the middle of the boutique's work room. Although she did not get a good look at either, Fluttershy was certain that both the penis and the stallion it was attached to were the biggest she had ever seen.

As soon as she had seen it, Fluttershy fled Carousal Boutique and made her way back home. The entire time she walked, the image -- and the smell -- kept coming back to her mind. She could not stop thinking about it. By the time she had made it home, she was extremely horny and thoroughly soaked. Heading straight for her bedroom, she started masturbating to the thought, the memory.

Now she was working her way toward a fifth orgasm. It was the most she had masturbated in years -- maybe ever -- and annoyingly, it just did not seem to satisfy her. For once, her fingers were not enough. She should have taken up Rainbow Dash's offer to take her to an adult shop and even buy Fluttershy her first sex toy. She needed something more. Something to get inside her. A way to scratch that deep itch no finger could ever get.

A thought entered Fluttershy's mind that she really had before: she needed to get fucked.

After reaching her tenth orgasm, Fluttershy let out a sigh and gave up. It was not helping and her arm was starting to get tired. Instead she laid there for a moment, staring at the ceiling and licking her juices from one of her fingers.

"Fluttershy?" a masculine voice called out, causing the mare to squeak out, wings snapping open and thighs slamming shut. "Are you home?"

Rolling out of bed, Fluttershy pulled her pants back into place and buttoned them up. Rushing toward her door (which she had stupidly left open), she made her way down the stairs.

Standing by the front door was the familiar mismatched form of Discord. His yellow and red eyes focused on Fluttershy as she came toward him. His nostrils flared as she got closer. Could he smell... no. No. It was just Fluttershy's imagination.

"Hi, Discord," Fluttershy said with a smile as she gave him a hug. "What are you doing here, though? Is everything okay?"

"Oh, fine, fine," Discord replied as he pulled away. "On my end at least."

The last part caused Fluttershy to tense, eyes going wide as she felt all the blood drain from her face. He knew. He knew what she had seen, what she had been doing upstairs. Of course he did. Discord was a being of chaos and thousands of years old. He probably knew all sorts of things.

Like how to please a mare, some part of her thought. Maybe him knowing was not so bad. He might even be able to help with her problem.

"Wha-wha-what do you mean?" she asked.

"Well, you mentioned you were doing the whole 'family' thing," Discord explained, "and I remember how frustrating it was with Sil... I mean Zephyr Breeze, the last time you saw him. So since nothing was going on, I thought I would come by and see if you needed to vent a little. Maybe have some tea while you get some of your frustration out."

Several emotions ran through Fluttershy: relief that Discord did not know about what happened; disappointment that he was not flirting with her, offering to "help" with her "problem;" happiness that he was showing he cared a little; and the continued arousal and frustration from earlier.

Just do it, a little voice in her head cried out.

"Thank you for the offer," Fluttershy said. "I don't really need to talk about that but..." she felt her face heat up "...there is something you could help me out with." Her ears pulled back as she shifted, looking away with her pink hair falling over her face. "It would mean we need to go upstairs to my room though. That is... if you want to."

Oh, Celestia, Fluttershy thought as she stared at the floor. I can't believe I just said that. What in Tartarus is wrong with me? Now... now he's going to think I'm some sort of... of pervert... and...

Discord's eagle talon touched Fluttershy's chin, causing her to look up at toward him as he pushed the hair from her face. One eye was narrowed as the eyebrow was raised about the other.

"Are you asking me what I think you're asking me?"

"I'm... I'm asking you to come upstairs to my room and... and have... s-se-... sex with me," answered Fluttershy. "But... I understand if you don't want to."

"Woah now," Discord said. "I'm not saying no, Fluttershy. I'm just making sure that this is something you actually want."

As she looked into his eyes, Fluttershy felt her resolve in her strengthen. Straightening up, she looked at him fully.

"Yes, it is," she declared. "I..." she stopped, shifting. "I don't know how to explain it. It's just... I need to be with someone. To have sex. Really bad." Reaching out, she placed a hand on his arm. "And I trust you, Discord. I don't know what all will happen, but I know you will be kind, and that you will never go around bragging about it. I want this, Discord. More than almost anything else in my life."

The two looked at each other for a moment. Fluttershy could feel her heart racing, pounding in her chest. The normally shy pegasus had just announced she wanted to have sex. Her stomach quivered with nerves, and a lower part of her quivered in excitement. Shock at what she had said, and what she wanted, warred with pride at the fact that she had been able to express her feelings, her desires.

Taking her hand from his arm, Discord brought up to his mouth and kissed the back of it. The side of his exposed fang stroked across the fur and skin as he did.

"Well then," he said with a small smile, "lead the way, dear Fluttershy."

A small smile pulled at her lips at that. Gripping his lion's paw gently, Fluttershy led Discord up the stairs and into her bedroom. Discord shut the door as she let go of his hand. Moving toward the bed, she took a hold of her shirt and pulled it up off her head and letting it fall to the floor.

"Forgive me for asking, Fluttershy, but if you don't mind, what happened there?"

The question made Fluttershy stop, turning to look at Discord.

"Where?"

Moving to her, Discord placed his claw on her shoulder as his paw stroked a faint line that went around her waist and down toward her hip.

"There," Discord stated.

"Oh, that." She smiled. "It's from when I first met Harry. He was really sick and kind of out of it. Didn't know I was there until I touched him. Caused him to panic and lash out. Not his fault or anything."

"Uh-huh," Discord said. "And here?" He poked at a set of circles on her shoulder where the fur was white instead of her normal yellow color.

"That was where I got bit by a timber wolf. It was chasing a family of bunnies, and I just had to save them. It only bit me the one time, and we were able to get away from it without any of the bunnies getting hurt. It was how I met Angel actually. He was the smallest and cutest among them."

"I see." Shifting, Discord narrowed his eyes. "And do all of your scars have similar stories to them?"

"Uhm... pretty much," Fluttershy answered as she moved to slip out of pants, leaving her in her bra and panties. As she straightened up, one of her fingers rubbed at her wrist, feeling the remnants of a scar that was pretty much invisible, and had a very different story to it. Only three others knew about that one, and two of them had been the doctors who had helped her.

"Allow me," Discord said as he reached for the strap of her bra. His body pressed against one wing, teasing the feathers as he undid the clasp.

"Thank you," Fluttershy said as she worked to slip the bra off. As she did, she noticed that Discord was still fully dressed. "Uhm... shouldn't you... you know... be getting undressed as well?"

The question got a chuckle from the male.

"You forget, my dear, that I am a very magical creature. I can get naked with the snap of my fingers."

Doing just that, all of Discord's clothes vanished. He now stood there, completely naked for Fluttershy to take in. She had known that he was tall and thin, but now she could see how much. Discord's shoulders were narrow and his stomach was flat, almost giving him a long, snake-like look. There was no defined muscles that she could see, even where his brown fur was thinnest.

A small gasp escaped Fluttershy as she caught sight of his penis, her wings flaring out from her back.

While nowhere near the size of the mystery stallion Fluttershy had seen with Rarity, Discord was definitely big, both in length and girth. Also, like the draconequus himself, it was an amalgamation of different animals put together. The head of it was somewhat spear shaped, with feline barbs encompassing the crown. Halfway along the shaft was was a bulge that looked just like a stallion's medial ring. Finally, at the base was another bulge, one shaped more like the knot of a dog. While she recognized individual pieces, she had never seen anything like it when all put together. The thought of having such a unique cock buried inside her sent a new thrill of excitement and arousal through Fluttershy.

A predatory grin spread across Discord's face as he stood naked in front of Fluttershy. His cock twitched and shifted, the movement almost hypnotic. Moving closer, he took a hold of Fluttershy's waist. His thumbs pressed against her stomach, tracing along it as he stroked his ways down toward her hips. A rumbling noise emanated from Discord's chest as he reached the waist of her underwear.

"A rabbit's head," he said with a grin. "Very cute. And just like you."

The comment on her panties brought a flesh wave of embarrassment to Fluttershy. Most of her panties had some sort of cute little animal thing or other on them, and more than half of those were bunny related. It was just hard for her to resist buying something so cute when she was clothes shopping, especially when they were pretty well made and durable.

There was a slight tickling of her thighs as Discord started pulling her panties down. The material stuck to the wetness of Fluttershy's vaginal lips before pulling away. Biting her lip, she clenched her hands tight to her side to keep from covering herself up. It had been a while since any pony other than the girls had seen her naked, and even longer since it had been a situation like this.

"Sorry if I'm not very attractive," she blurted out.

The statement caused Discord to tense, turning to look at her. His gaze was wide with surprise before narrowing with concern.

"Not attractive?" he said. "What in Equestria would make you think you're not attractive?"

Although she did not answer aloud, memories came flooding back to the mare: an awkward filly at the start of puberty, simultaneously being made fun of for being too fat and too skinny; the same pegasus slightly older and starting to fill out -- more so up top than the rest -- allowing various colts to have their way with her in the hopes of friendship and kindness; those same stallions causing a reputation for her around school; an act that may have been foolish in retrospect, but seemed like the only to stop the emotional pain at the time; laying in a hospital bed, being yelled at by a teary-eyed Rainbow Dash. Even after therapy, getting her GED, and moving to Ponyville, those memories had left their emotional scars just as her "incident" had left a physical one. Because of them, Fluttershy had never really been proud of her body like Rarity or Pinkie Pie, and with the exception of some experimentation with Rainbow Dash, she had not been physically intimate with another since then.

A gentle caress on her cheek brought Fluttershy back to the present.

"Believe me when I say you are the most beautiful mare I have ever known."

Fluttershy did not actually believe Discord's statement, but it was extremely flattering and touching. It was the nicest thing he had ever said to her... which probably made it the nicest thing he has said ever. Taking a step forward, she pressed her body against his, bringing her mouth to his and kissing him fully. Her body shifted against his, the soft fur of his chest teasing his nipples, and she could feel his erect shaft rubbing against her stomach.

She could feel Discord relaxing against her, melting into the kiss. His arms wrapped around her, pressing against her back and pulling her closer to him. The fur of his arms teased the sensitive feathers of her wings as his grip slid down to her butt. His thumbs stroked at the base of her tail as he squeezed and stroked the soft cheeks.

The kiss broke as Fluttershy let out a moan of pleasure. Her wings spread open as her tail lifted, trying to give Discord better access to her body. She could feel her nipples hardening as they rubbed against Discord's chest.

It was nice. Better than what she had gone through with any of the young stallions before. Discord's touch was gentle, teasing, caressing, and massaging instead of just grabbing and squeezing. He was especially careful with his eagle claws. They stroked through the hairs and grazed along the skin very gently, just enough to send small tingles of pleasure through her.

Fluttershy did not want it to end, but at the same time, she wanted to move forward. She did not simply want to be touched by Discord. She wanted to be intimate with him. To feel him inside her.

"So," she said softly as she pulled back, "how... how would you prefer to... do... this?"

"Just get comfortable and relax," answered Discord. "I'll make certain that you enjoy yourself."

With a nod, Fluttershy slowly pulled away, feeling the fingers stroke over her butt and hips again. As she turned away from him and walked around to the side of the bed, she tried to put some extra sway in her hips, to move them back and forth more than she usually it. The movement did not feel very natural to her though. In fact, it felt extremely awkward, but hopefully gave Discord a nice show. She then crawled onto the bed and rolled over onto her back, stretching her body and trying to push her chest out further.

Moving toward her, Discord slipped his long snaked-like tongue out of his mouth to lick his lips. He took a hold of Fluttershy's hooves, stroking up her ankles and along her legs. His strokes continued up along her calves, her thighs, and up toward her hips. As he did, his body moved low along the bed, head less than an inch above the sheet and moving between Fluttershy's legs. There was a noticeable flare to his nostrils as he came close to her vaginal lips.

"Smells to me like you're quite excited," he said as he moved closer. His tongue then flicked out, tracing up over her sex.

The sensation sent tingles of pleasure up through Fluttershy, making her gasp out in pleasure. Her legs tensed at the sensation, wanting to clamp shut around Discord's head and hold him in place.

The serpent tongue slipped out again, this time sliding up to stroke directly against her sensitive clitoris, sending stronger shocks through her than before. It circled around the edges of the sensitive nub, teasing it, before pulling away and slipping inside her. It felt so different from a pony tongue. Longer, thinner, and a lot more flexible. It seemed to be able to touch places that no pony had ever managed to touch before with any organ.

Either Fluttershy was more worked up than she had realized, or Discord's tongue was magical -- either figuratively or literally -- because the second time he licked her clitoris, she had an orgasm. A squeak escaped the mare as pleasure pulsed through her body starting at the nub and spreading through her stomach before reaching her limbs. This time her legs did clamp shut, pressing against the side of Discord's head, holding him in place as her hips pushed forward, trying to grind against his mouth.

As the climax came to an end, Fluttershy's body went limp as she laid there, panting slightly. She was feeling a little better now. By no means did she feel satisfied, but that orgasm had been more satisfying than all the others she had experienced that day. It was the second best that any lover had given her, albeit a close second.

Pulling his head away from between Fluttershy's legs, Discord let his tongue slide along her lips one more time. Moving his way up her body, he placed a gentle kiss on her vaginal hood, then another in the patch of her pubic fur. He then moved up further, placing kiss after kiss on her stomach as he made his way up toward her chest. There, he made his way along the inside of her left breast, working his way to her nipple. The tip of his fang touched the outer edge of her areola, tracing around it. His mouth moved to the tip of the nipple, giving it a gentle kiss before taking it between her lips and suckling gently.

Another moan of pleasure escaped from Fluttershy as she felt Discord nursing on her. One hand reached for him, slipping between his horn and antler to grip the back of his head and pull him against her nipple more. The other pressed against Discord's stomach and slid down along it, moving to his crotch. As her hand touched his erect shaft, she wrapped her fingers around it, stroking gently down to the base of the knot and up to the narrow tip.

It felt so warm and firm in her grip, and she could feel it throb in a steady rhythm that must have been his heartbeat. Each time she stroked up to the tip, she could feel the warm, sticky pre leaking from the tip and onto her fingers. She could also feel the barbs around the crown, tugging at her fingers and palm to send never before felt tingles of pleasure up her arm, making her inner walls twitch.

Fluttershy's grip on Discord's head tightened, pulling him away from her nipple.

"Please," she cried out. "I want it. I need it. Please give it to me, Discord."

The request got Discord to look at her a moment, one eyebrow raised. It was understandable since it was something she would not normally say, but it was true. She wanted it, want him, so badly. She wanted him to be against her, to be inside her. To fill her. Fill her with his cum, his potent seed, his offspring.

Fluttershy wanted Discord to breed her.

The shaft slipped free of Fluttershy's grip as Discord moved up above her. Lowering himself, his body pressed against her, shaft against her crotch. His hips then moved back, tracing the shaft along her as it moved to line up with her vaginal opening. The movement teased her sensitive skin and sent thrills through her as the head slid along her drenched opening.

It then twitched against her.

"Are you certain about this?" Discord asked. Was he nervous? Worried about her?

"I'm sure," Fluttershy answered. "This is something I absolutely want."

The response got a nod from Discord. Moving closer, he slipped his muzzle under hers, kissing gently at her throat. His hips gave one last shift before pushing forward, working the shaft into Fluttershy. The tip slipped in easily, spreading the nether lips and sinking into the warm, wet depths. Slowly, steadily, more and more of the unique shaft worked its way into the mare, stretching her walls slightly as it filled her up.

The movement stopped as the top of the medial ring touched against Fluttershy. When Discord pulled back, the barbs around the crown grabbed at Fluttershy's walls, causing her to gasp out and clench down as new thrills of pleasure shot through her. Before it had even passed, Discord pushed forward, sinking his ring into her with a small, wet pop.

It was too much for Fluttershy, sending her over the edge. Grabbing onto Discord, she held him tight, her fingers digging into the base of his wings. Her thighs snapped shut, grabbing a hold of his hips and squeezing him. One leg twitched as whimpers of pleasure escaped the mare. Her hips shifted and rocked, grinding against the shaft as her walls squeezed and stroke the captured length, futilely trying to milk it of its seed.

As the orgasm passed, Fluttershy kept her grip on Discord as her head fell back. Her chest heaved as she panted, the nipples extra sensitive as they rubbed against him with each breath.

"Fluttershy?" Discord asked, looking down at her.

"Don't stop," she cried out. "Please. Don't stop."

"Are you--"

Whatever else he was going to say was cut off as Fluttershy pushed up, pressing her mouth against his. Her tongue slipped out of her mouth and into his, tasting it and playing against his tongue.

That must have been enough for Discord, because he started to move again. His hips pulled back, causing Fluttershy to break the kiss, crying out in pleasure. The backwards movement caused the barbs around the crown to flare out grab at her walls, plucking at the sensitive flesh and sending thrills of pleasure through her body like she had never felt before. Combined with the sensation of the ring tugging at her lips without pulling free, and she was on the edge of another orgasm already.

Discord started pushing forward again, working his way deeper into her. It stretched her as it went, working its way further into her body. It felt like it was touching parts of her no one else ever had.

The top of the knot touched the nether lips, teasing them with the possibility of being stretched wide again.

Wrapping her legs around Discord's hips, Fluttershy locked her ankles together, her hooves digging into the small of his back. Her hips twisted and rocked, grinding against the knot and feeling the shaft shift and move inside her.

"Mmmmmy my," Discord purred out. "Seems that somepony is a very eager mare."

"Uh-huh," Fluttershy whimpered out.

"At this rated, I'm not going to last very long myself."

"I don't mind."

"Perhaps," said Discord, "but let's at least try to make this last a while."

With that, he started pulling back. The ring stroked along the walls as the barbs once again tugged and teased them. When the back of the medial ring tugged against the lips again, Discord shifted and pressed forward again. He pushed his length back into Fluttershy, making his way in until the knot pressed against her. Discord gave an extra push, pressing the knot against the lips and grinding.

Another orgasm tore through Fluttershy. Once again she dug her fingers into his back as her body tensed and twitched in pleasure. Her legs dug into Discord's back, trying to pull him forward as she rocked against the knot, orgasmic juices coating the bulge. The inner walls clamped and squeeze, tugging at the length.

There was a wet pop as the knot sank into Fluttershy, causing both of them to cry out in pleasure. Discord pushed forward extra hard, sinking the knot as deep into the warm, wet, squeezing depths as the bulge inflated, creating the final seal and locking him in place. A chest rumbling grown emanated from Discord as his length pulsed and swelled, pumping shot after shot of cum into Fluttershy. Each spurt was greedily sucked up by the mare's body, pulling it into her fertile and waiting womb.

Oh Celestia, Fluttershy managed to think through the haze of pleasure. It feels so good.

As her orgasm came to an end, she held on tight, panting as she started to go limp. Above her, she could still feel Discord's body tense, and inside her, she could still feel him twitching and pumping. He was still climaxing? None of the males she had been with before had ever done so for so long. Normally it was only a spurt of two, and then finished. How much was he pumping into her? Was it actually possible for him to unleash nearly a thousand years of pent up semen? How big would she get if such a thing happened?

An image formed in Fluttershy's mind. In it, her stomach stuck out and was curved, filled with life. Multiple lives in fact. Her breasts were also swollen, milk leaking from her nipples. Discord was cuddling her, his lion's paw stroking along the pregnant stomach and feeling the movement of their children inside.

The idea sent Fluttershy into an orgasm, her fourteenth of the day (not that she had kept count, but if she had, it would be a record for her), and fourth with Discord. Throwing her head back, she screamed out in pleasure her mind and body became overwhelmed with pleasure. Her depths tensed until they almost ached, squeezing and stroking to milk the male of every drop of fertile seed and pull it as deep into her as it could, to maximize her chance of getting pregnant.

Finally, their climaxes coming to an end, the two of them collapsed, panting heavily. Discord moved to grip Fluttershy, pulling her with him as he rolled off her and the two of them onto their sides. The action got a tired grunt of surprise and pleasure from the mare as she felt the movement shift everything inside her.

"Better get comfortable," Discord panted. "Going to be stuck here a while."

"I don't mind," replied Fluttershy, moving closer to nuzzle against Discord's chest.