Fluttershy has been dating a stallion from Canterlot for the past several months, and it's been a while since they were able to make love. Now that he finally has some leave, and thinking that they're all alone, Fluttershy takes him up to her bedroom, antsy to feel him inside of her. In the heat of the moment, she fails to see Rainbow Dash masturbating to their lovemaking in a nearby tree.

Contains: Rainbow Dash fisting herself, Creampies, Blowjobs, and Cunnilingus.