Flutters of Fancy II: Fancy Free

Fluttershy’s ears swiveled towards the sound of her school bag as it flopped down against the linoleum tile of a mud room that was barely large enough for a single adult to stand in. She instinctively wiped her hooves on the receiving mat and reached out to grab a clean white towel from a nearby rack. The weather had gone south, and the squall was merciless during the few seconds she was forced to strafe through it. The moment she was told about the towels, she grabbed one and draped it over her head to wring herself out.

Applejack, who was slightly less concerned about befouling her own living space, already had her Stetson on a hook and was standing in the center of the living room with a towel around her neck. Somewhat amused, she entertained herself by watching her student futz with white clothes that were already sticking to her and hugging her form in revealing ways.

“...I should have worn a bra today...” Fluttershy muttered. Applejack could tell the young pegasus wasn’t actually complaining about the revealing dampness, given that she had an arm over her breasts and was coddling them with a slightly pained expression.

Applejack couldn’t help a little smirk, “Can’t say I much care for runnin’ without one on myself, neither. But you didn’t have to sprint up the stairs like that.”

“Y-you’re one to talk!” Fluttershy blurted. The moment she finished speaking, she glanced between her chest and her teacher’s, feeling instant mortification for the implied comparison. “I...I didn’t mean...uh...”

Applejack laughed the comment off and returned to undoing some of her buttons. “Aw don’t worry about it, sweetie. I ain’t the boob-envy type.” She glanced down at her chest and shamelessly poked at her shirt, “Truth be told, I don’t really want big old bouncy breasts anyway. It’d play hell with my workouts.”

Fluttershy began to feel self-conscious. She glanced down at her matted blouse, and traced her fingertips across the peaks of her chest. “W-well...it’s nice you say that, actually...” She said softly, “This probably sounds really conceited but...high school girls can get really jealous and mean when you have, um...you know...” She dropped her volume even more, “...bigger boobs than they do...”

Applejack frowned as she recalled her own days in school. She couldn’t say she’d never chided another girl for the size of her chest, and now, she suddenly felt guilty for it. She indicated the rest of the room with a wave of her arm. “Well, why don’t you make yourself comfortable and I’ll get us a snack, huh? I bet you ain’t had a thing since lunch break.”

As if on cue, Fluttershy felt a rumble in her stomach that quickly became audible. The room she stepped into was a comfortable collaboration of hard wood and posh carpets, with an open floor plan and a reasonably up to date electronics. However, aside from a few books and photographs of family set upon the shelving units, the whole place seemed oddly dry. Its occupant appeared to have little inspiration to decorate.

Fluttershy stepped over to a black leather couch and drew her hand across the back of it, testing the material under her fingertips. Nearby she found a matching recliner and loveseat that formed a U-shape around the wall-mounted television, with a coffee table in the middle. She fiddled with her skirt as she watched the rain pelt a third-story fire escape outside a large window.

“Um, my clothes...” She mentioned. “I shouldn’t sit on your furniture like this...”

Applejack’s smile congealed into something cozy. She closed the distance in two great strides and wrapped her arm around Fluttershy’s small waist, boldly making a show out of smelling her student’s hair.

“You do still want this, right?” Applejack inquired with more confidence this time.

Fluttershy shrank a little in her teacher’s powerful grasp, but nodded. “...yes...”

Applejack lowered her voice to a whisper, and nodded to a nondescript door in one corner of the room. “Laundry’s in there. Go put your clothes in the dryer. They’ll be done by the time we are.”

“What...what will I wear...?”

Applejack grinned. “Reckon I don’t have anything that fits you, Butterfly.” She slipped away and made for a door on the opposite end of the room. “I’ll get us something to snack on. Back soon.”

Fluttershy understood the implication. She found herself alone in, of all places, the private chambers of the one person she wanted a private moment with most of all. For a time she did not move, save for the flicking of her ears in response to the patient pattering of the rain, and the vain flop of her tail base against the water weight that dragged it down. In her mind’s eye she was on the couch with her teacher...and in the loveseat...on the floor...and up against the wall. Everywhere in the room, she conjured up images of what could end up happening in the next few minutes.

Fluttershy glanced down at her uniform. It clung to her, sending the wrong kind of shivers through her body whenever she moved in it. The young lady she had been a few months ago could never have come this far, much less make the decision she was about to make.

It had to be perfect. This was her dream.

The blouse slipped from her shoulders as though it were made of the water it was saturated with. Her skirt came next, as she released the single button that kept its hem suspended above her waist. Finally, she hooked her thumbs under her panties and stepped gingerly through each leg hole, one at a time.

Fluttershy scampered off to the laundry room, dumped her garments in the dryer, set it for an hour, and closed the laundry room door again before she could as much as consider her nakedness.

She glanced down. Draping a hand over her breasts, she took a deep breath, steeled herself, and let go of the doorknob behind her. She could scarce remember a time when she had been naked in an unfamiliar place that was not a doctor’s office. Traipsing about the room without her protection from the world felt like wandering, bewildered, through a dreamscape. Baring herself completely to Applejack’s living room, she felt as though she could detect every movement of the still air on her skin as she passed through it, and hear every tuft of her hooves on the rug. She smiled as she lowered herself onto the couch, and took to stroking the leather once again, just to feel its smoothness under her palm. Among the many advantages of her “affliction” was a heightened sense of awareness that allowed her to appreciate her surroundings on an entirely deeper level.

“Can pegasi really sit on clouds?” A voice broke Fluttershy’s reverie, “Cause you look so dainty like that, I’d just about believe it right now.”

With a slight gasp, Fluttershy raised her eyes to find Applejack returning to the room. She had a small tray balanced on one hand with such perfect poise, Fluttershy imagined that her professor had prior experience with waiting tables. The tray was set with two glasses of iced tea and an assortment of biscuits - Applejack had even gone as far as to drape a small towel over her arm in the manner of fine dining servers. Fluttershy’s professor eyed the tray herself, and shrugged sheepishly.

“Heh, sorry. Ain’t been to the store in awhile. Can’t say I knew I’d be havin’ company, neither. So it’s hors d’crackers for us I guess.”

Fluttershy did not respond. Her eyes were wide and fixated somewhere below the tray - it didn’t take long for the professor to realize that her student was checking out the fullness of the organ she had only glimpsed before. Applejack too was stark naked, and her chiseled, yet still female musculature was stark contrast to Fluttershy’s soft curves.

Applejack stood still to let her student have a look.

“Yanno, I’m usually alone around here,” She finally began, “and I don’t much see the point in wearin’ clothes if I ain’t either cold, or got somebody to stand on ceremony for.” She tilted her head, “Does it bother you?”

“Oh?” Fluttershy snapped back to life, “O-oh, no! Not at all! I just...I wasn’t expecting...” She bowed her head, “I’m sorry...”

Applejack chuckled and sat down on the couch, placing the tray on the table before them. Her long, tight braid coiled around her back and ended up at rest in her lap. She reached out and began to stroke Fluttershy’s yielding thigh, the sparkle back in her emerald eyes.

“Ain’t nothin’ to be sorry about,” She insisted. “I’m more comfortable like this anyway.”

Applejack caught her student staring again, higher this time. She glanced down, trying to pinpoint what was so interesting.

“I told you my boobs ain’t much to look at...”

“N-no, it’s just...” Fluttershy seemed captivated, “I...didn’t think you’d have freckles on them. I never drew anything like that.”

“Oh?” Applejack inspected the flecks of white that speckled the swell of her chest. “Oh, heh. Right. I plumb forget about those sometimes,” She smirked, “Guess undressin’ me with your eyes is only so accurate, huh.”

“...I like them,” Fluttershy muttered. “They suit you.”

Applejack took up a glass of tea and sat back, her legs quite purposefully apart, with one arm draped over the back of the couch. She sipped silently from her drink, leaving her student to explore with her eyes.

Fluttershy’s hand hesitated for some time, but she finally brought it to bear, lightly stroking her fingertips down her teacher’s body from chest to just above her maleness. It was as if she weren’t entirely sure Applejack was real, until the elder professor chimed in-

“See somethin’ you like, sweetie?”

Fluttershy blinked once again back to life, jumping slightly this time. She looked around as if she’d forgotten where she was - her cheeks deepened, and she snatched up her glass in both hands, taking a long drag from the straw until more than half the glass was empty.

Applejack reached out to soothingly stroke Fluttershy’s naked back. “Relax. I don’t bite. Unless you’re into that sorta thing.”

Fluttershy glanced around quickly until her eyes fell upon a hairbrush on a small end table next to the couch. She took it up and whirled on her professor, blurting in a near manic tone-

“C-can I brush your hair!?”

“Eh?” Applejack considered the request, phrased almost like a demand. She tilted her head and shrugged - nobody had offered to do such a thing for her in ages, and she appreciated the soothing appeal of the act. “Sure ya can. Here-” She sat up and scooted out to the edge of the cushion, leaving ample room for her slightly-built student to creep in. Fluttershy scurried behind her professor, and Applejack soon felt fingers undoing the tie that bound her long queue.

Applejack grabbed the remote and clicked on the television, which came alive with the same news channel she had fallen asleep to last night. She sat in silence, the flickering blue glow of the TV casting its complimentary light upon her orange limbs, until she felt the teeth of the hairbrush massaging her scalp. She closed her eyes, let out a breath...and inadvertently grunted when the brush found a tangle.

“S-sorry,” Fluttershy whispered.

“It’s alright Butterfly,” Applejack replied. She sighed with relaxation when she felt her hair flap out over her shoulders, freed entirely from its bonds and pampered by the strokes of the brush.

“You have such lovely hair,” Fluttershy marveled as she worked the brush, “It’s a shame you keep it tied up so tightly all the time.”

“It’s just easier to deal with that way,” Applejack stated dryly.

“Why don’t you just cut it off then?” Fluttershy mused logically. “Though, that would be an awful shame...”

Applejack smirked. “It reminds me I’m a girl, Fluttershy. And I know, boys can have long hair too, but, well...I dunno.” She rolled her eyes to the ceiling in thought, “Just sorta makes me think of my old granny brushin’ it for me when I was half your size, way back when.”

“Oh...sorry...” Fluttershy trailed off.

For a time, it continued that way - Fluttershy worked her teacher’s hair back into a luscious bounce, while Applejack perused bland news stations, learning more than she wanted to know about political affairs in faraway lands. Eventually the brushing sensation ceased, and Applejack felt Fluttershy’s ample breasts moosh against her back. Her student’s warm breath graced the back of her neck - she glanced down to find two delicate, yellow hands worming slowly around her waist.

“...mmm...” Fluttershy whispered, “...you smell really nice, Miss Applejack...”

Pleased that her student had found her stride, Applejack laid a hand over one of Fluttershy’s, stroking the back of it. “Ain’t had a shower since this mornin’. I ain’t dirty, but I bet I’m a might musky by now.”

Fluttershy took a deep breath, allowing the husky scent to coil around her easily-coaxed nerves and attach to them. “...i-it’s...just lovely...”

Applejack lifted Fluttershy’s limp wrist. Parting her legs again, she placed her student’s hand on her soft scrotum. Applejack repeated the process with Fluttershy’s other hand, placing that one upon the fleshy sheath that housed her masculinity. Again she waited quietly, until Fluttershy took up the initiative and began to play with the new toys under her touch.

Applejack twitched.

“...oh...it moved...” Fluttershy muttered into her teacher’s back.

“Mmhmm,” Applejack said, enjoying the new show far better than anything on TV. “It’s gonna be inside you soon. Figure you ought to get to know it a little better.”

Fluttershy shivered with glee at the foregone conclusion.

“You a virgin, Fluttershy?” Applejack asked.

“...y-yes ma’am,”

“Mm, I guess that ain’t the right question,” Applejack tried again, “You still got your hymen, sweetie?”

“Oh, um...n-no...I...I use toys...”

“Good,” Applejack said simply. She watched her flaccid length grow into stark relief against the glow of the television. It stirred in her a desire to put aside the gentleness she had been showing up until then. “Got your period recently?”

“...it ended earlier this week, ma’am...”

“That’s good too,” Applejack said calmly, enjoying the feel of poet’s fingers over her stiffening girth. “Cause you’re gonna have a nice present to take home with you tonight, and that’s a fact.”

Electrified by the words, Fluttershy rested her chin on Applejack’s shoulder and watched the happy penis in her grasp, as it twitched and throbbed past the point where a simple tease would do. Eager now, she kept up her stroking and leaned in to pepper Applejack’s cheek with butterfly kisses.

“I saw all your pictures, remember,” Applejack cooed without moving, “Show me how much you want me inside you, Butterfly.”

Fluttershy let the heightened instinct borne of her condition take control. She rubbed her soft body up against her teacher’s back, caressing Applejack’s testicles lovingly as she slowly pumped the thick shaft in her grasp.

“...nmh...M-miss Applejack...” Fluttershy made her best attempt at dirty talk, “...I...um...w-want you so much...”

Finally, Applejack broke her student’s grasp and scooted away until she was sitting next to Fluttershy again. She took her student’s hand and ran it over the ridge of her erection one more time, savoring the promise of more.

Applejack’s head tilted, and she took on the air of an instructor again. “Show me what you do when you’re thinkin’ about me,” she ordered. “You’re gonna let me watch you, so whenever you see me in the hallway, you’ll know that I know every inch of your body, and what you do with it in private.”

Fluttershy’s eyes widened. She glanced behind herself to find ample room on the long, cushy couch to lay back. “R...right here?”

“Mmhm,” Applejack hummed, her lip pulled back in what Fluttershy thought was an irresistibly authoritative smile.

For an instant Fluttershy faltered - considered the implications of playing with herself right in front of the proverbial apple of her eye. She had done it scores of times while being watched by her professor’s imaginary equivalent, but it was real now. Real, frightening...and the chance of a lifetime that she would not let her inner trepidations ruin.

With her eyes never leaving Applejack’s, Fluttershy laid back until her head was resting comfortably on the arm of the couch. She ran her hands over her body, groping her own breasts while tracing the flatness of her tummy and the curve of her hips for her teacher to enjoy. Feasting her eyes in turn upon Applejack’s fantastically chiseled body and stiff, waiting girth, Fluttershy found that one of her hands had stopped moving - rooted to the spot, her fingers were pinching one nipple to life, while the other gradually bloomed in tandem with its mate.

“...mmn...”

Fluttershy never noticed her eyes lidding, nor did she feel the fire in her face as her free hand crept down to the cleft between her legs. Shamelessly she spread her thighs wide, offering her teacher an undeniable view as her fingers chanced upon her already engorged button. Fluttershy probed herself, coating her fingertips in the natural lubrication that facilitated breeding.

Applejack made a show of resting her arm on the back of the couch again, giving her posture a casual overtone. She wrapped her hand around her erection and slowly teased herself, wiping her finger over her tip in order to spread her own clear lubricant over her flare and down her foreskin. She could feel her tail curling around the opposite arm of the couch as she watched Fluttershy’s come to life, twitching futily from its pinned position under the pegasus.

Fluttershy spun her fingertips over her button until the force of the electricity coursing through her caused her to bite her lip. Ever since her experience in the chemistry lab months ago, there had been no such thing as ‘mediocre’ stimulation. She rode the wave of pleasure, allowing it to carry two fingers into her blooming flower that immediately bent to dig at the roof of her channel.

“...o-ohh...umm...”

Applejack thought the noise to be one of passion, but the final syllable let her know what Fluttershy was trying to speak. Never taking her hand from her penis, she replied, “Hm? What?”

Fluttershy’s wings were fidgeting - complaining as they attempted to extend from under her back. She continued to rub herself and steal her own words with gasps as she tried to indicate something behind the couch with no more than a nod of her chin. Applejack glanced in the indicated direction. There was nothing beyond the back of the couch but the front door, the tiny mudroom, a coat rack, and the patiently pelting evening rain.

Applejack’s eyes fell on the coat rack. She grinned.

“Oh...I see...that’s what you want...”

Applejack rose from the couch and vanished behind it, out of Fluttershy’s field of view. When she returned, she loomed over her student, naked and strong, with freeflowing blonde locks and her penis displayed proudly Upon her head was her Stetson hat, the brim perfectly tipped to sit at a sensual angle on her brow. Applejack stood beside the couch, watching her student masturbate openly.

“You want to ride like a cowgirl, don’tcha.” She teased.

Fluttershy mewled in the affirmative. She planted one hoof on the cushions, bending her knee towards the ceiling, while her other leg dangled off the front of the couch. Her breathing went shallow and quick, her eyes fixated on the twitching girth just inches from her face.

Applejack scooted forward. “Go on...that’s right...” She encouraged. “Take it in...”

Fluttershy parted her lips the moment Applejack’s deep, ginger-colored tip poked at them. With a satisfied moan Fluttershy took her teacher into her mouth, gratefully accepting the penis that stole her words and pacified her. When she was buried in her student’s throat nearly to the hilt, Applejack whistled.

“Well, you been practicin’ aint’cha,” Applejack observed, “No gag reflex or nothin’, and you even know to straighten out your neck.” As if favoring an obedient dog, Applejack reached down and stroked Fluttershy’s perspiring brow. The piercing emerald of Applejack’s eyes bore into Fluttershy, claiming her attention as her teacher began to pull back, and then slip herself in again.

“That’s right...” Applejack encouraged as she placed her hand on Fluttershy’s head to control her movements. “...put on a good show for your teacher, Butterfly. Be good an’ get me ready. Pretty soon I’m gonna be down there, deep inside you...fillin’ you up with some fresh appleseed...”

Fluttershy could only grunt in response. Her wings wormed their way out from under her and extended outwards, her primaries stroking Applejack’s leg as she bathed her teacher’s erection in the swirling embrace of her tongue. She accepted the pace of the invader, allowing Applejack to maximize her own pleasure by thrusting in and out at her own speed and chosen depth. Fluttershy’s penetrating fingers numbered three now, and her hips bucked against thin air, her body greedily begging for more depth than she was capable of providing on her own.

Applejack made herself at home in her student’s maw, helping herself to the view of Fluttershy’s naked torso as the young pegasus groped her breasts roughly, while bucking against the inadequate penetration of her own fingers. A persistent shiver rose throughout Fluttershy’s body - she shut her eyes tightly against it, but was careful not to bite the offering in her mouth as her familiar fingers sang across her flower.

Applejack reached out with her other hand to play with one of Fluttershy’s nipples. “Cummin’ already, huh?”

“...mmnnghh...”

With a controlled grunt of her own, Applejack calmly watched Fluttershy’s first orgasm of the evening contort her body. Applejack pulled herself entirely out of her student, just to savor the enjoyment of listening to the young pegasus cry out her name in the throes of release. Applejack waited patiently for Fluttershy to catch her breath, and then gingerly prodded her cheek with her bulbous cockhead, painting the yellow fur with a mixture of pre-seed and Fluttershy’s own saliva.

Fluttershy’s burning need could not be satisfied with a single release. She licked the playful penis and began to move her fingers between her damp thighs again, but Applejack took her hand and pulled it away.

“Nope,” Applejack stated plainly. “You can’t have all the fun, Butterfly. It’s time to give up your nice fertile fields for planting season.”

Fluttershy cooed. She attempted to pull herself up, but her gelatinous limbs failed her. There was a sudden wrenching sensation - she yelped, confused, until her mind registered the sensation of a two well-toned arms; one beneath her back, and one under her knees. Together, they lifted and held her aloft above the couch.

Applejack swept her light student easily up and gathered her close, favoring the young pegasus with a playful peck on her forehead. “Couch is for fallin’ asleep all alone,” She commented, “There’s better places to sleep with a friend.”

Fluttershy’s smile over being called ‘friend’ by her teacher was honest and pure. As Applejack strode away from the news and into the back hallway, Fluttershy leaned in to press her ear to her professor’s chest.

“Mmm...I can hear your heartbeat...and feel it too...”

Applejack carried Fluttershy into a bedroom that was as orderly and spartan as the rest of the apartment. Fluttershy scrambled to pull back Applejack’s cozy, homemade quilts the moment she was set down upon them.

“Your house is so...um...”

“It looks like I ain’t plannin’ to stay long,” Applejack finished the thought, “Don’t it.”

Fluttershy knelt in the center of the bed, naked as the day of her birth, with a worried hand partially obscuring her mouth. “...a-are you...”?”

Applejack slid onto the bed and up beside her charge. “Nah. It just...don’t feel like home,” She admitted. “Ain’t sure what to do about that.”

Fluttershy grinned sheepishly as Applejack began to kiss at her neck, “I-it just needs...the right touch.”

“Mmhmm,” Applejack agreed between smooches, “Guess you’ll just have to come on over and help your teacher out with that a little more often.”

Fluttershy’s desire began to reignite. She gasped, propping herself up with one arm to avoid being knocked over by the muzzle buried in the crook of her neck. “I...I’m gonna graduate s-soon...” She whispered, “...I won’t be your student then...”

Fluttershy felt arms close around her as her teacher pulled her close. The knowledge that Applejack had a grip far too strong for her to ever break was exciting.

“When that happens, you’ll need a new excuse,” Applejack sang softly into her student’s ear. “I live way closer to the local art college than you do. So it’d be totally practical for you to move in with me.”

Fluttershy rolled with the undulations of Professor Applejack’s probing tongue. She reached around to the back of her teacher’s head and gently pushed on it, begging for a hickey.

“...ohh...y-yes...j-just like that...”

For approximately three seconds, Applejack considered sparing the tender flesh where Fluttershy’s neck met her collarbone. She then buried her lips deeply, suckling hard - gifting her student with a mark to look at in the mirror the next time Fluttershy played with herself.

Fluttershy felt herself melting. To her dismay, the cozy grasp soon released her, and she collapsed immediately down onto all fours when she was set free. From the mattress, she simply watched as Applejack removed her hat, sat it on the night stand, and lay back in bed, two pillows stuffed under her head for support.

Fluttershy lost herself quickly in appreciation of her teacher’s hard body. Her eyes took the scenic route over Applejack’s collarbone, past the modest, rolling hills of her breasts, and down her tight tummy, until she came to the sight she most wanted to see. Applejack’s deep, burnt-orange erection stood tall. Still wet with love from the living room, it bounced once, demanding the pleasure of releasing its seed inside its chosen mate.

Applejack stroked the back of one of Fluttershy’s hands. She traced her student’s knuckles, but spoke only with the wry smile on her lips and the sly look in her eyes. She was beckoning with something sweet - something a butterfly could never ignore.

Wings outstretched, Fluttershy slipped one leg over her teacher and straddled her. She reached down to caress Applejack’s erection in both her soft, small hands. She pressed it to her tummy, felt it twitch again, and closed her eyes in an attempt to take the edge off her giddy glee. She beat her wings again, lifting her body slightly as she pictured herself soaring above the clouds, circling towards her perch like a bird...

Fluttershy failed to bite back a cry as she felt her teacher’s flare pop into her, carried along by mutual lubrication. It was not the first time her channel had ever been invaded - but it was the first time that the invader had been anything more than a toy.

Twitching. Pulsing. Hot. Real.

“...nnhahh...o-ohh...”

Applejack watched her maleness disappear inside of her young lover. She grunted with pleasure and placed her hands comfortably behind her head, watching as Fluttershy’s hips made their first trip down, inch after inch, until they finally made contact with Applejack’s stomach. Applejack felt the hard nub of Fluttershy’s cervix poking at her tip. She grinned.

“Perfect fit.”

Applejack relaxed and put her student to a new kind of test. Fluttershy’s gyrating hips and the gripping of her engorged walls was pleasant, but wild and without rhythm. Further, her eyes were closed tightly and her face turned to the ceiling, thoroughly already lost in the moment.

Applejack reached out and placed her hands on Fluttershy’s hips, forcing them into stillness. Fluttershy opened her eyes and glanced down, a mixture of concern and reluctance on her face.

“Like this, Butterfly.”

Applejack began to move Fluttershy’s body, raising and lowering her hips slower and with more purpose. Fluttershy seemed confused for a moment - she touched her chest idly and glanced down at their coupling, until she felt Applejack’s eyes on her.

“Lookit me, Butterfly.”

Her cheeks aflame, Fluttershy met her lover’s gaze. She felt a key turn in her eyes, locking them there as she fell in with her teacher. Soon she was properly contracting her inner muscles on every release, while tightening them with each thrust.

“...mmn, always were a quick study, weren’tcha...” Applejack grunted, her erection pulsing with approval. She yanked her student’s hips sharply down while grinding up with her own, impaling Fluttershy straight to the hilt. Fluttershy gasped satisfactorily - Applejack let her student bounce back up again on her own, then grabbed her hips and rammed her down anew.

“...nghhah...o-ohh...M-miss...A-a-a....app...hahhh...”

Applejack continued this for some time - grabbing her student, plunging into her, and letting her draw back on her own, as if she were spring-loaded. Fluttershy continued to fail to string a sentence together. She was used to playing with herself and her toys, but interaction with a partner reduced her to the level of learning to fly all over again. Her knees pistoned, her hips raising quickly and lowering eagerly back into Applejack’s grasp.

Applejack felt her own control slipping. She gritted her teeth, reveling in the young flesh that enfolded her while fighting the urge to release before she was ready. She felt the silky walls all around her begin to undulate with abandon; she knew from the stiffening of Fluttershy’s wings and her heaving, crying breaths that another climax was soaring through her.

Applejack waited, breaking eye contact to enjoy the heavy bounce of Fluttershy’s ample bosom. The pegasus slowed, yet showed no signs of giving up. That was her professor’s cue.

All at once Applejack sat up, sprang forward, wrapped Fluttershy up in a bear hug, and got up off the bed, reaching one arm under Fluttershy’s thigh to keep a yellow leg wrapped around her midsection.

Applejack buried her lips into her student’s, muffling Fluttershy’s initial, short-lived shock. Fluttershy lifted her other leg on her own until her ankles were crossed over the small of her teacher’s back, just as Applejack pressed her up against a wall and began to rut her with force. Caught between sheet rock and a wonderful hard place, Fluttershy broke the kiss, wrapped her arms tightly around Applejack’s neck, and whimpered into the dusting of freckles over her professor’s shoulder.

“Ngh...nghh...hahh...hahh...o-ohh...oww...ohh...”

Applejack detected the slight wince of pain in Fluttershy’s voice. She briefly considered backing off, but her attempts to do so were blocked by the clinging pegasus attached to her body. Fluttershy’s arms and legs were all in a deathgrip, the tightness abated by the soft, quivering sensation of Fluttershy’s cheek rubbing against her teacher’s.

“...m-more...” Fluttershy whispered, “...p-please...d-don’t...s-stop...hnnhgh....”

Applejack did not disappoint.

With a feral rumble, Applejack slammed her young lover into the wall and impaled her against it, mashing her desperate tip up against the opening to Fluttershy’s womb. Joined as one, each wayward soul exploded their loneliness upon the other until it was impossible to tell where orange coat ended and yellow began. Applejack claimed Fluttershy’s ear and tugged hard as she pumped rope after rope of thick, creamy seed into her student, crossing borders she knew she could never return from.

“Nngh...damn...you’re tighter than I thought you’d be...”

Fluttershy was staring at the ceiling again. Her inner walls were still lathering the hard presence inside her with uncontrolled spasms. Despite being pinned to the wall, she was still gyrating her hips.

Applejack smiled. Despite her extra equipment, she was still a woman, and she knew what it felt like to be so deeply lost in female orgasm that it was impossible to tell where one chaining peak ended and the next began. That moment of pure climax, where each orgasm could just as easily be one massive, long release as a separate entity at all.

Fluttershy clung to the edge of the pleasurable precipice of a fathomless orgasm that represented the culmination of her heart’s desire. She found herself unable to catch her breath, until Applejack slowed and eventually ceased the ride.

“Shh...” Applejack cooed, ignoring the feel of fingers digging sharply into her back. “It’s alright, Butterfly. I’m here...”

“...ngh...haah...hahh...”

Applejack kissed Fluttershy’s forehead and smoothed her bangs back with her lips. “That good, huh?”

Fluttershy’s reply came with an affectionate hug from her silky wet channel. “...uh huh...y-you c-came in me...”

“Mmhm,” Applejack pecked her student’s lips, “An’ you were great, Butterfly.”

Applejack angled Fluttershy’s small form close to her and pulled away from the wall. She laid the naked, panting, sweaty pegasus, prone on the bed, and paused to appreciate the nubile body of one of her own students, soon to graduate and begin life anew. She then went to the nightstand, retrieved her Stetson, and turned back to the bed to make her intentions known.

“You rode like a champ. You oughtta wear the hat to go with--”

Applejack stopped. Fluttershy was fast asleep, sprawled on the bed with her flowing pink locks pooled around her. Her chest rose and fell evenly, while the tip of her tail continued to twitch - ripe with the lingering scent of arousal.

“...mmnh...M-miss Aapphle...jachk...

Applejack’s ears swiveled to catch the distant sound of the dryer beeping. The news channel was still on, and the rain was still steadily pelting the sidewalk below. She sat on the edge of the bed and played with the hat in her hands, tracing the brim and punching the inside of it. Finally, she laid the hat gently over Fluttershy’s face, and pulled the homely quilts up to her neck. She sat there for some time, stroking Fluttershy’s thigh atop the covers and appreciating the sleeping form of her charge, until she finally thought to go check on the dryer.

“Heh,” She chuckled, “tuckered you right out, all that action.”

Applejack didn’t bother looking for clothing. She stood, savored the scent of her lover on the room, and moved to the door. Before she stepped through it, she turned to favor Fluttershy with one more glance.

“Thank you, Fluttershy. Rest up, and don’t you worry. Whatever comes tomorrow, we’ll face it together.”

Applejack closed the bedroom door on Fluttershy’s distant, dreamy smile.