Nurse Redheart looked over her clipboard to check who her final patient of the day was. "Routine checkup for Fluttershy," she whispered to herself. "Damn." Fluttershy was a very sweet mare, but a very difficult patient. Poor filly was afraid of needles, sphygmomanometers, otoscopes, heart rate monitors, and even stethoscopes. And she could be very shy about revealing any changes in her body, even if it wasn't something that could be considered embarrassing (Celestia bless whatever medical practitioner helped her through puberty).

Draining the last of her coffee in a single gulp, she set the mug down on her desk before entering the examination room. "Good afternoon, Fluttershy," Redheart greeted cheerfully, smiling at the visibly uncomfortable mare seated on the examination table, as she took a seat in her rolling chair.

"G-good afternoon, Nurse Redheart," the yellow mare stammered, her eyes darting between the nurse, various medical equipment, and posters depicting the equine body.

"So, I understand that you're here for a routine checkup," Redheart continued, double checking Fluttershy's file.

"Th-that's correct," Fluttershy replied.

"Well, in that case, can you tell me if you've had any sort of pain or discomfort?" Redheart inquired.

"No, I haven't," Fluttershy responded.

"All right," Redheart said, making a quick note. "And, have you noticed any changes in your body, no matter how small?" Fluttershy said nothing. She stared straight down, her normally yellow face had turned a bright red. Redheart sighed. "Look, Fluttershy, I can't help you with anything that may be bothering you if you don't tell me. Your body is nothing to be embarrassed about. Nothing you say will leave this room. And, I've been doing this long enough that I've probably heard everything. There is nothing that you can say that I haven't heard before. So, please, tell me about the thing that is clearly bothering you."

"I'VE GROWN A PENIS!" The normally quiet mare blurted, clapping her hands over her mouth as soon as she realized what she had said.

Redheart sat in stunned silence. "Well, I guess there is something you could say that I haven't heard, before," she said clearing her throat. "So... did you just wake up with it one morning, or do you think you might know why you have a... penis.

"Well, um..." Fluttershy whispered. "There's this spell..."

"Let me guess: Princess Twilight Sparkle cast it?"

"Th-that's correct," Fluttershy continued. "We, um, thought it might be fun to try it out at our sleep over, the other night-"

"And by "we" do you mean Princess Twilight also cast this... penis spell on herself, or did she just cast it only on you?"

"She actually cast it on me, herself, Rainbow Dash, Applejack, Rarity, and Pinkie Pie..."

"So, you mean to tell me that there are now six mares in Ponyville, all of whom happen to be my patients, no less, who happen to have magically grown male genitalia?"

"Please don't tell them I told you!" Fluttershy exclaimed. "But, um, yes. And, well, Twilight couldn't find a counterspell."

"That damn mare," Redheart grumbled. "I've told her time and time, again, that she needs to be more careful when using experimental magic. Looks like I'm going to have to talk to her about making sure she can reverse body modification spells, if I see her before she figures out how to reverse it." The exasperated nurse let out a heavy sigh. "Any way, you were saying?"

"Well, that's about it." Fluttershy said, blushing.

Redheart sat in quiet contemplation for a moment, thinking about how to approach this situation delicately. "Well, since it is my job to make sure there is nothing wrong with any part of your body, I am going to have to... examine it," she said, turning a shade of crimson.

"A-are you sure?" Fluttershy stuttered.

"Fluttershy," Nurse Redheart sighed. "This is strictly for your health. I need to make sure there aren't any serious issues with your... newly grown organ. This is standard procedure. I've done this plenty of times, before, and promise to maintain an air of professionalism the entire time. So, please, remove your underwear, and lift your skirt for me."

Fluttershy shuffled, uncomfortably, on the examination table. It had been one thing for her friends to see her penis, but she hardly knew Nurse Redheart, aside from her brief visits to her office. But, she was a doctor, and she knew what she was doing. Taking a deep breath and firmly shutting her eyes, Fluttershy yanked her modest yellow panties down around her ankles, and lifted the hem of her skirt above the base of her cock.

"Oh, my," Redheart blushed. This was the biggest dick she'd ever seen, and it was still soft! "W-well, um, I suppose I'd better get started," she said, hastily pulling on a pair of latex gloves. She lifted it, admiring its hefty weight, and feeling the smooth skin through the thin rubber. Pull yourself together, Red, she chastised herself. This is a patient, not someone you should even be thinking about in a sexual way. Fluttershy's cock was starting to harden, extending to its full eleven inches.

"Well, everything seems to be in order with your... penis," she said, letting go of the penis, and moved her hands lower. "Now for the, um, testicles," she continued, cupping the leathery, yellow orbs. The huge balls easily filled up the palm of Redheart's hand. She rolled the nuts around, feeling them up. "No unusual lumps, so that's good."

She then noticed a drop of clear liquid rolling down the back of her hand. "Do you still have... your other set of genitals?" The nurse inquired. Fluttershy could only nod and blush. "Well, I might as well take a look at it, while I'm down here." She released her hold on Fluttershy's testicles, and used both hands to gently spread Fluttershy's moist labia. Redheart noticed that Fluttershy now lacked a clitoris, as where it should have been had grown out into her now very impressive penis. "No sores or apparent injuries, and everything looks nice and clean. Everything looks good, down here."

"That's good," Fluttershy sighed. "D-does that mean we're done?"

"Yes, I suppose so..." Redheart trailed off. Now that I think about it, don't penises come with something else? "On second thought, there is one more thing I should check out," she said, walking over to a cabinet. She opened it, and pulled out a bottle of water-based lubricant. "I should also check out if your... new equipment includes a prostate, and whether or not it's okay," she said as she applied a liberal amount of lube to one of her latex coated fingers.

"You may feel some discomfort," Redheart said, lining up her slippery appendage with Fluttershy's backdoor. "Take a deep breath," she instructed. Fluttershy inhaled and Redheart slipped into Fluttershy's sphincter. Fluttershy squeaked at the strange stimulation.

Redheart felt around for a second before finding the small bump of Fluttershy's pony prostate. She pressed firmly into it, resulting in Fluttershy squeaking, again, her cock throbbing and dribbling a thick drop of pearlescent precum. "Everything feels normal," Nurse Redheart said. She prodded the protrusion, again, more pre leaking from Fluttershy's tip. "Oops, sorry. Didn't mean to do that, again," Redheart said, sheepishly. That wasn't a mistake, and you know it! She chided herself. You only did that because you're a fucking pervert.

Redheart slipped her slick finger out of Fluttershy's tight tailhole, and peeled her gloves off, throwing them in the trash. "Well, everything looks good," she said, smiling. "Before you leave, I must ask: when Twilight gave you girls your penises, would I be correct to assume you used them?" Fluttershy nodded. "And, did you use protection?" The yellow pegasus shyly shook her head. "That's no good," Redheart continued. The white mare reached into a nearby drawer and produced a roll of extra large condoms.

"You really should use these," she said. "They are, by far, the most effective, non-magical, means of contraceptives. I don't know if your sperm is capable of inducing pregnancy, but it would be wise to use birth control until you and your partner decide you want foals, if at all." At some point in her safe sex speech, Redheart had started stroking Fluttershy's incredibly hard cock. "Plus, it would be a shame if this got an infection," she whispered in a husky tone. You're crossing a line, Red, she thought.

"Would you like me to show you how to put one on?" The nurse asked. Fluttershy isn't stupid, she clearly knows how to put on a fucking condom. Fluttershy nodded, her face a dark red. Nurse Redheart, this is highly illegal! She screamed, internally. But, she couldn't help but smile. This was so damn sexy! She now realized that her lacy, black thong was absolutely soaking in her juices. She held up one of the condoms. "Always be extremely careful when opening one, to avoid tearing the condom. Always use your fingers, never your teeth," she said, tearing the corner of the shiny wrapper. "Next, find which way it rolls out, and pinch the tip," she continued, doing just that, and placing the rubber on the head of Fluttershy's dick. "And roll it down," she said, unrolling the condom down to the base of Fluttershy's enormous erection.

Fluttershy and Redheart gazed into each other's eyes, not saying a word. Fuck it, Redheart thought, lunging forward and meeting Fluttershy in a sloppy kiss. Fluttershy, while caught off guard for a moment, quickly took the lead, embracing Nurse Redheart, feeling up and down the nurse's supple body, paying special attention to her amazing ass.

Redheart unbuttoned her blouse, and unhooked her lacy, black bra, letting her C-cup boobs bounce freely. While not nearly as big as Fluttershy's bountiful double D's, Redheart was perfectly happy with her bust's perkiness. Fluttershy wasted no time in burying her face in those beautiful orbs, licking, kissing, and suckling everywhere her mouth could reach.

Nurse Redheart gently pushed her patient turned lover away. "As good as that feels, don't you think we should move on to the main attraction?" she asked with half-lidded eyes. Fluttershy excitedly nodded, her wings and cock standing at full attention. Redheart climbed up on top of Fluutershy's lap, lifted her skirt and moved her soaked thong aside, and rubbed the entrance of her wet pussy along the rubber-coated length of Fluttershy's dick.

Taking a deep breath, Nurse Redheart plunged herself down on Fluttershy's cock, wincing slightly as the great girth spread to the white mare to her limits. Fluttershy whimpered as she felt the tight cunt constricting her cock, the condom being thin enough to almost forget about. After taking a moment to get used to the large dick accommodating the small space inside her vagina, she began to lift herself up, before letting herself fall back down, eliciting a moan from both herself and her partner.

Fluttershy only needed to sit back and enjoy the feeling of having an incredibly sexy nurse sliding herself up and down her massive member. She thought back to that time in middle school, when Rainbow Dash had shown her a porno tape she had found in her dad's closet depicting this exact scenario (except with a stallion instead of a mare with a magically grown dick, of course). At the time, she had thought it was cheesey, but now she couldn't be enjoying herself more. She reached up and grabbed one of her breasts through her sweater, and used her other hand to feel one of Redheart's. While hers were definitely larger, they didn't have the firmness she loved about her partner's, and the nurse's didn't have the slight sag that she did.

"Oh, shit!" Redheart said, clapping a hand over her mouth, so that no one outside of the office could hear the mind blowing orgasm she was having. She pulled herself off of Fluttershy's cock, and arched herself backwards, as her pussy gushed all over the front of Fluttershy's top and face. The yellow mare licked up some of the sweet secretions that had splashed around her mouth, the flavor exciting her further, her cock dribbling more pre into its rubber wrapping.

Before Fluttershy had a chance to respond to what had just happened, she felt Redheart's pussy sliding along her cock, once more. "Come on," Redheart grunted, grinding as hard and fast along the shaft as she could. "I want to see how much of that condom you can fill!" A loud, wet slapping filled the office, and Redheart honestly did not care about the possibility of her coworkers or other patients hearing through the relatively thin walls.

Fluttershy felt a familiar sensation welling inside her groin. She was close! Grabbing hold of Nurse Redheart's hips, she hammered, hard, inside of the tight cunt. With a silent scream, the yellow mare came, her cock and wings twitching in tandem, as spurt after spurt of hot seed poured out of her dick, while Redheart achieved her second orgasm, her pussy gushing around the thick phallus inside of her. After a good minute, Fluttershy's orgasm died down, and she carefully pulled her softening cock from Redheart's well fucked cunt. The condom's reservoir had expanded to the size of an apple, and wave of marecum spilled out when she removed her cock and cum-filled condom from Redheart.

"Well, Fluttershy," Reheart huffed, buttoning her blouse back up. Her normally tight bun was a mess, with strands of her mane having escaped, and she was covered in sweat. Fluttershy was in a similar state, except with the addition of Redheart's cum splattered across her sweater and face. "I can say with one hundred percent certainty that you are in great health."

"That's good to hear, nurse," Fluttershy smiled, as she pulled up her panties, and tucked her cock back under her shirt. "Though, I was wondering if, maybe, you would like to get dinner, sometime?"

"I would love to," Redheart said, giving Fluttershy a peck on the cheek. "How about you come to my place around eight?" She continued, quickly scribbling her address down on a piece of paper, and handing it to the post-orgasmic mare.

"That sounds wonderful," Fluttershy said, rising up from the moist examination table. "I'll see you tonight," she said as she happily skipped out the door.

Redheart only smiled as she quickly cleaned the office. As she walked down the hallway to leave, she could feel the gazes of the other doctors and nurses following her, noticing the unmistakable stench of sex, messy mane, and the happy, "I just received the best fucking of my life" expression etched on her face. But, she didn't care. She had to figure out what to serve Fluttershy for dinner, that night. She didn't know what the other mare would like for a main course, but she definitely knew that she would love what was for dessert.

Author's Note

How it feels writing this story.

I'm actually quite surprised at how fast I managed to write this.