Plushershy

Chapters

1 - Rural Route
3 - Butterscotch's Mares
4 - The Fine Print
2 - Eyelashes Make the Pony

1 - Rural Route

In the lazy days of mid-April, gentle rays of mottled sunshine filter between the parting clouds of winter; dueling with the soft, life-giving rain that seeks to keep things from warming up too quickly. In times like these, a young pony’s desire blooms alongside the opening of each precarious petal of every delicate dandelion.

Love knows no season among the sentient ponies of Equestria, but there remains still, somewhere in the equine genome, a certain tickling of the nerves between the wings of pegasi, the horns of unicorns, and the sensibilities of staunch earth ponies, calling them to their season. Most civilized ponies simply go about their lives as usual. Others, however, take actions they may not otherwise have dared to before.

In Ponyville, the quiet hamlet under the cliffs of Canterlot that has a habit for producing ponies destined to save the world, a certain Pegasus stands outside a familiar cottage that changes with the seasons as much as any tree. Bathed in the late afternoon hues of a vermilion and violet sky, she waits impatiently by the mailbox, fluttering her sun-kissed yellow wings; a cocktail of anticipation and embarrassment churning in her stomach.

This is a tale of her springtime.

* * * * *

Fluttershy wondered if her cutie mark had detached itself from her flank, the butterflies choosing instead to flit about freely in her stomach. She went so far as to check her own flank, and ended up spinning in a semicircle before the sound of approaching hooves, moving at a ponderous pace in the dirt, roused her. She snapped to attention, blurting out a greeting to the mailpony before looking to see who had approached.

To her relief, her guess had been accurate. Before her on the path stood one of half a dozen or so ponies charged with the daily mail rounds throughout Ponyville. Fluttershy’s deliverypony was an aged stallion with a comb over; thick glasses on the tip of his muzzle seemed to do little to alleviate his squint. He was knobby in the knees, and his countenance was such that Fluttershy always had a latent desire to invite him in to warm himself despite the season. She knew he would never accept and she appreciated his diligence, even if he seemed as though a retirement community would suit him better.

“Oh, hello mister Rural Route,” Fluttershy waved to encourage the stallion to look in the right direction. “I-I’m right over here.”

The aged earth stallion known as Rural Route turned his head from the wrong side of the street, squinted until Fluttershy thought his eyes to be entirely closed, and cracked his droopy jowls back in a smile.

“Oh! Heh heh, Miss Fluttershy,” He laughed at himself, “What did I think you were this time, hm? Was it a rosebush or a honeysuckle sprig? Can’t say either one would be half as pleasant to the old sniffer than you, though!”

Fluttershy blushed bashfully and downplayed the innocent comment with a wave of her hoof, “Oh, I bet you say that to all the mares.”

“Not true m’dear, not true at all!” Rural Route croaked mirthfully, pausing to straighten his blue mailpony cap. “But I suspect you’re not waitin’ here beside the last stop on today’s route to hear a blind old codger like me rattle on about how a rose by any other name would smell just as sweet.” He poked himself lightly in the muzzle, “My days of trackin’ trails throughout the Everfree are long behind me, but I’ll tell ya, they sure are right about your other senses getting’ sharper when one or two of them starts headin’ south to holiday in Appleoosa!”

Fluttershy smiled obliviously. “Oh, um, well…y-yes, certainly? Do you have anything for me today?”

Rural Route snapped back to attention so fast that Fluttershy could practically see the lightbulb appearing above his head. He unhitched himself from his mail cart, trotted around to the side, and stuck his face straight into it, rooting around through outgoing letters he had picked up throughout the day.

“Mmhm!” He replied gingerly. “I got somethin’ in here just for you, as sure as Hearth’s Warming has good bean dip! Big old package as I recall, too. Sorry about how late it took me to get out here today. I couldn’t fit it on my cart this mornin’ so I had to head all the way back to the depot before I could come see ya.”

Fluttershy put just enough concern into her voice to override a display of her anticipation. “You didn’t have to do that, I would have come out to get it…”

“Nonsense!” Rural Route’s muffled voice crooned. “Ain’t no rain, sleet, snow, dark of night, changeling tricks, nor timberwolf attacks that’ll ever keep these old bones from their appointed rounds!”

Fluttershy knew it, too. Rural Route was a friendly old stallion, except for the few times she had thought to help him out by picking up a package from the post office herself. She’d never intended anything by it, but apparently everypony on his route was stuck waiting for him to deliver the mail himself lest they draw his ire.

“All alone on such a nice night?” The mailpony went about small talk as he rummaged.

“I have company,” Fluttershy replied hastily, as she attempted to peer over her deliverypony’s head into the cart. “Princess Twilight is visiting for a bit.”

“Oh ho! The princess herself!” Rural Route bantered on, “I guess that ain’t uncommon for you though, hmm?”

“N-no…” Fluttershy beat her wings once in anticipation. “So you say it’s a big package?”

“Yup,” Rural Route replied, his stubby tail flicking aimlessly as he moved. “Ah ha! Here we go now!”

An instant later, the mailpony was hefting a rectangular cardboard shipping box on one hoof. It was both taller and wider than Fluttershy herself, not to mention the pony lifting it. All the same, Rural Route manipulated the package with ease and sat it down gently before her.

“Gee,” Rural Route commented, “Somethin’ like that I’d expect to weigh more than six sacks of potatoes, but I’ve picked up packages with a single cherry pie in them that were a might heavier. What’cha got in there, clouds from home?”

The return label did indeed indicate that the package had come from Cloudsdale, but Fluttershy knew that wasn’t its original starting point. Her parents had agreed to unwittingly funnel the item through their place, without knowing what was inside nor recognizing the name of the sender. Fluttershy was determined to keep to her secrecy.

“Clouds?” Fluttershy blinked, “O-oh! Clouds! Yes of course, clouds. Clouds from Cloudsdale, right?” She stuck out her tongue playfully and touched one hoof to her temple. “It’s the best place to get clouds after all, except for um…the rest of the sky!”

Rural Route tilted his head. “…well alright then. You pegasi are an awful particular lot, I guess.” He smiled again and produced a clipboard, “Won’tcha sign here please?”

Fluttershy took the pencil in her teeth and made her mark in flowing cursive. She then politely curtailed any remaining chatter with a smile and a thank you for her deliverypony’s time. Rural Route hitched himself up and took his leave back down the path, his body creaking along in time with the mail cart.

The package was dutifully disguised in a separate shipping box, but Fluttershy made haste escaping the late-day sun with it anyway.

3 - Butterscotch's Mares

Half an hour later, Twilight Sparkle finally got bored of counting the bolts in the ceiling of her dear friend’s cottage.

Beyond the incessant chirping of the extra crickets who felt more comfortable near Fluttershy’s home than anywhere else, the only sound was the patient ticking of a clock on the mantle above her fireplace. Upon the couch, each glancing off into space in opposing directions, sat Fluttershy and Twilight. In between them, grinning slightly downwards and rearing up with a passionate erection, lived Butterscotch.

Fluttershy finally broke a silence that felt like it had persisted for centuries, her voice just barely above a whisper.

“More…um….tea?”

“Are you asking me or Butterscotch?” Twilight asked drolly, her attention not wavering back from its self-imposed oblivion.

“Oh, I’m asking you,” Fluttershy replied. “Butterscotch I think has had enough.”

Twilight glanced at the coffee table out of the corner of her eye. There were two empty cups with saucers. The teapot was no longer steaming, and neither was the full, third cup of tea sitting in between the other two.

“Gee, I thought he would like this blend,” Fluttershy mused. “It’s one of my favorites.”

Twilight was beyond trying to explain Butterscotch’s poor social skills. She turned her attention back into the fathomless void. For a moment there was nothing, but finally she spoke, her voice even-

“Fluttershy, I…I’m sorry about before.”

“Huh? What for?”

Twilight elaborated. “Well, I told you that I was proud of you for not being afraid to indulge in the things you enjoy, and for having the courage to share them with me. But I think maybe I’ve…made a mess of the evening. Maybe Pinkie Pie or Rarity would have been a better choice…”

Fluttershy grimaced. “Pinkie Pie…I love her so much, but…she’s a lot to handle when you’re new to town. I’m not sure she’s the best choice for Butterscotch right now. And Rarity, wellllll…”

“Well what?”

Fluttershy shrank. “You don’t…know?”

Twilight’s lip curled back sarcastically. “I’ve been living in Ponyville for years now, and I’m still finding out about things I ‘didn’t know’ from as far back as before I got here. What don’t I know this time?”

Fluttershy was twiddling her hooves again. “Rarity, well, she has a…” Fluttershy began talking with her hooves. “Well, one time she had this idea. She thought stallions looked cold, so she made a cozy that you can put on your…your thing. But, you know, stallion things, they don’t really react all that well to cold, so the cozies didn’t sell very well, and Rarity…she got kinda manic about it. I’m not sure exactly what happened, but now she has this collection of them stashed away, and she sort of has a thing about wanting any stallion she’s with to…you know, model them.”

Twilight blinked several times, trying to process the information. “Really?”

“Uh-huh,” Fluttershy nodded as she pantomimed slipping a nonexistent hood over an object in midair. “And I don’t know how Butterscotch would feel about that, especially since he might be too good of a model, on account of his constant…well. Besides, I already explained why I asked you to be here instead…”

Twilight noticed an object partially obscuring her view of Fluttershy’s waving hooves. She brought it into focus, and found herself staring once again at the only part of Butterscotch that was neither plush nor safe for foals. Fluttershy, noticing the stare, rested her hooves in her lap and smiled softly from the other side of the faux-organ.

“You know, Butterscotch was expensive.”

“…yeah?”

“Mmhm,” Fluttershy nodded. “I thought he was going to look…very different, but I wouldn’t spend bits like that if I didn’t think it was…you know, worth it.”

“…you…don’t say?” Twilight was still staring at Butterscotch’s happy place.

“Mmhm,” Fluttershy repeated.

“Well I…” Twilight stammered, “I wouldn’t know about that.”

Fluttershy placed a hoof over her chest, and found her heart racing. A part of her wanted to cower under her living room rug until this entire set of circumstances blew over. There was a time not too long ago where she was quite certain she would have done just that, but she knew that if she ran away now, this moment would be lost. How could she share this experience with her friend if she let that happen?

Fluttershy sat up in an awkwardly humanoid way, and dangled her hind legs off the edge of the couch, kicking them slightly.

“Would you…like to know about it?”

Twilight did not reply. Fluttershy glanced over, and found the alicorn lost somewhere in the complicated archives of her orderly mind. It was an expression Fluttershy was familiar with. Twilight was considering the situation presented to her. Calculating variables. Processing potential outcomes. Creating a mental checklist and deciding on a strategy.

Fluttershy felt strangely indignant. Somewhere in the jumble of her own confused thoughts, a single voice prodded at her like a sharp Everfree bramble, painting a depressing mental image for her of an evening wasted in actionless thought. Without giving herself time to consider her actions, she took wing, floated around the couch, drew in, and simply kissed her friend, right on the lips. It was a quick and clumsy kiss, but a kiss nonetheless.

Twilight’s eyes widened. “What…what was that for…?”

Fluttershy envisioned Twilight as a small animal in need of guidance. The mental image activated her nurturing instinct. Her smile widened.

“You looked like you could use it,” Fluttershy replied. She lowered her voice to a playful whisper and continued, “You know, I think Butterscotch knows you’re staring at his thing.”

“Wh-what? Who’s staring! I’m not staring!” Twilight flailed her forelegs and might have fallen over if not for the back of the couch. She recovered quickly, and replied in just as much of a whisper. “…do you really think he knows?”

Both ponies stared at Butterscotch, who continued to grin slyly at the coffee table.

“He totally knows,” Fluttershy insisted.

“B-but I couldn’t help it!” Twilight hissed out another whisper. “He’s just so…so…I mean it’s not like I’ve never seen a stallion’s you know when it’s in that state before, but he’s so…ample?”

“I think he can heeear youuuuu,” Fluttershy sang.

“Well, he’s sitting right next to us, and—I mean wait! This is ridiculous!” Twilight shook her head. “He can’t hear! He can’t see! He is not even a he at all!”

Fluttershy landed, worming her way between Twilight and the arm of the couch. “Isn’t he a he? I don’t know any mares that have one of those.”

“Well, neither do I obviously…”

Fluttershy placed her hooves on Twilight’s shoulders and began to gently massage her friend’s soft, feminine coat. “You know, stallion things do that when they’re happy to see you. I think maybe he likes you.”

Twilight actually blushed. “Oh…d-don’t be silly, eh heh. I’m nothing special…”

Fluttershy sat up and gently pressed her body against Twilight’s back. She rested her chin between Twilight’s ears and joined in her visual appreciation of Butterscotch.

“Oh don’t be silly Twilight,” Fluttershy cooed. “You’re very special. You worked so hard to get where you are, you’re a princess, and you’ve done so much to make us all friends.”

Twilight dipped her head slightly with the weight atop her, and took note of one of the daffodil-colored hooves stroking her shoulders. “I…I guess but…”

“Don’t you think a stallion could like you?” Fluttershy persisted. She bent her muzzle slightly and took a deep whiff of Twilight’s mane. “I like you.”

“You’re…not a stallion,” Twilight reasoned.

Fluttershy’s hoof left Twilight’s shoulder long enough to point at Butterscotch.

“Oh, but I am.”

Fluttershy’s forelegs wormed their way around her guest’s waist. She pressed her cheek up against the back of Twilight’s head and took a deep breath, taking in her friend’s natural scent.

Twilight was silent and sitting still. A blank slate.

“I…I think he likes it when you look at him,” Fluttershy muttered as her hooves began to stroke Twilight’s stomach. “So I really don’t think he would mind you staring.”

“Uh-huh…” Twilight replied absently, “He’s…just a toy, after all…”

“Right,” Fluttershy agreed, “So it’s okay if you appreciate him.”

Fluttershy lapsed into silence and let her touch speak for her. Using cues from bathing animals close to own her size, she ran her hooves all over Twilight’s tummy, sides, and chest, until finally pulling her into a close hug from behind. Twilight let out a befuddled whimper, and Fluttershy noticed the princess’s eyes still had not come off of Butterscotch’s package.

“I bet you’re thinking about it,” Fluttershy cooed in Twilight’s ear. “It’s okay, you know. I kind of hoped you would.”

Again Twilight said nothing; Fluttershy could feel the shallow rise and fall of her friend’s chest. Fluttershy paused, considering how she might proceed, until an idea struck her. She sat up high again, and scooted her chin overtop Twilight’s head until she nearly went cross-eyed bringing Twilight’s horn into view.

“…unicorns…” Fluttershy whispered, “…I heard they like this…”

Fluttershy touched the tip of her tongue to the base of Twilight’s horn. Twilight went rigid almost instantly; a stronger reaction than her companion had expected so soon. Fluttershy thought about it, and realized that just sitting still, lost in thought, might indeed be enough for a pony like Twilight to start herself up. The princess’s mind was vast. Surely her imagination was as well.

Fluttershy pressed on. She drew her tongue slowly up to the tip of Twilight’s horn, tracing the spiraled ridge that ran down the length of it. When she reached the tapered summit, she took the very tip of the horn in her mouth and gave it a suckling kiss, enveloping it in the softness of her lips.

“…nggh…”

Fluttershy let the tresses of her long mane break like waves over Twilight’s shoulders. She slid down further on the horn, following the spiral with her tongue like a road map. There was a warm sensation in her mouth, and she noticed a raspberry glow emanating from somewhere at the tip of her snout. Encouraged, Fluttershy allowed the spiral to pierce her until she was kissing the top of Twilight’s head.

Twilight’s breathing went from shallow to ragged. Fluttershy favored her friend’s forehead-spire with another deep suckle, and then slowly slipped off of her, pursing her lips tightly for the entire return journey. Fluttershy smacked her lips whimsically when she completed the trip.

“Oh my, unicorn magic really does taste kind of fruity.”

Fluttershy wasn’t sure Twilight was even capable of replying. With a genuine desire to share something new with her dear friend, she stroked Twilight’s mane and drew close to her ear, her already soft voice turning syrupy-sweet.

“You don’t have anypony to play with your horn, do you,” Fluttershy asked.

“…uh-uh…”

“I wonder what that feels like. It must be really nice.”

Fluttershy’s hooves began their exploration anew. She brought the tip of her tail around and traced Twilight’s thigh with it. With boldness that surprised even her, Fluttershy finally asked the question that had been on her mind since Twilight lost herself in staring at Butterscotch.

“What are you thinking about?”

“Uh…” Twilight faltered, “…well…”

“Would you like to make friends with Butterscotch, Twilight?” Fluttershy let the words roll out, using what she herself would like to be hearing right about then as her guide.

“…s-sure…” Twilight muttered.

Fluttershy’s hoof passed by Twilight’s cheek. The princess nuzzled it as it went by.

“Are you thinking about what Butterscotch might feel like inside you?”

Twilight shuddered. Fluttershy sat back against the arm of the couch and pulled Twilight with her, resting the alicorn between her splayed hind legs. She then gently placed one hoof over Twilight’s, and guided it down between her purple thighs, as she continued to inject Twilight’s brain with liberal doses of saccharine.

“You know, you and I are kind of close to the same size. I had to give the company a bunch of measurements so they would know how big to make Butterscotch.”

As she spoke, Fluttershy used Twilight’s hoof to trace the edges of the princess’s already blooming flower.

“I had to tell them about this part…” Fluttershy moved the hoof over Twilight’s button, and spun it in place a few times, “…and this part…” She then touched the hoof to Twilight’s opening and pushed slightly, just enough to part Twilight’s petals. “I even had to tell them about the inside parts. Like how deep it goes. So they’d know how long to make him.”

“…hahh…” Twilight breathed, “…y-you d-don’t…you don’t say…hahh…”

Fluttershy giggled. Her friend was about as adorable as she had ever seen her. Fluttershy continued visualizing Twilight as a helplessly horny and confused woodland creature, in need of breeding encouragement. The analogy was serving her well.

Very gently, Fluttershy placed her lips upon one of Twilight’s ears and gave it a little tug. She then brushed Twilight’s hoof out of the way and took over for it, using her own, less distracted touch to trace again the outline of Twilight’s hungry opening.

“Shhh…” Fluttershy cooed, “Just relax. I bet Butterscotch sure would like to watch you, don’t you think?”

Twilight took the cue. She lit her horn and engulfed the plush sex toy in the hue of her magic, just long enough to reposition him so that he was facing the two mares.

Fluttershy gave Twilight’s twitching ear another tiny tug. “Now do you see that he’s a lot more than just a toy? He’s watching you, and he has a nice present for you. Go on, show him…”

Twilight gasped as Fluttershy’s hoof continued to grind a spinning sensation into the princess. Twilight slid down until her head was propped up by Fluttershy’s chest, and spread her hind legs wide, angling her hips slightly up and towards the toy.

Fluttershy was in full critter-care mode. “Oh, that’s very nice. I think you made him happy. See how he’s looking at you?”

Twilight glanced weakly up at Butterscotch. His head was angled slightly downwards as part of his pose. His eyes – Fluttershy’s eyes – were lancing through Twilight, pinning her in place on the couch. In her thoughts, Twilight perceived a haughty and absolutely delicious arrogance behind Butterscotch’s smile.

Fluttershy parted Twilight’s opening again, just enough to slip the tip of her hoof in and dig at the roof of her friend’s damp, silky channel. “Gee, you must really like Butterscotch,” She whispered. “You’re all wet now. Maybe you should ask him if he wants to play with you. He is a toy, after all.”

Twilight grit her teeth. She pushed up, tensing the muscles of her rump; but the hoof was too broad, and Fluttershy kept it maddeningly too far away to slide further in. Twilight’s eyes sauntered from the doll’s sly face to her connection with her friend, and back again.

“…B-buttersc-scotch…” Twilight finally meeped, her voice small, “…w-would you l-like to…ngh…p-play with me…?”

“Tell him what you want him to do,” Fluttershy guided. “Stallions like it when you say it.”

Twilight disentangled herself from Butterscotch’s eyes, her gaze slipping instead to the perfectly-sculpted stallionhood curving towards her. There was a hole at the tip, and the material they used gave the entire organ a veiny, realistic look that outdid any toy she had at home. If she stared at it intensely enough, she thought she could even see it twitching. She changed her perspective several times, bringing the erection in and out of focus inversely with the sight of the yellow hoof still digging at her opening.

“…th-that…” Twilight whimpered, “…p-put that in me…”

Fluttershy smiled as though regarding a foal who had made an honest attempt, but still failed to complete a problem in class. She kept her hoof moving until audible squishing noises arose from between Twilight’s hind legs.

“Come on now…” Fluttershy encouraged, “…talk to him more…show him that you’re sorry you said he had cotton brains…”

Twilight’s horn came to life again. This time, her aura touched only one place on her non-sentient lover, and her intent was clear. As her magic slipped back and forth over his length, she turned her steamy cheeks back up to his, and allowed his cunning expression to overwhelm her.

“Mmh…Butterscotch…” Twilight released the syllables in a low, wet tone, “Y-you’re s…such a sexy s-stallion…I bet youuughh…you’d l-love to fill up a princess…”

Butterscotch, as always, smiled. Twilight continued to stroke and placate the toy, her ears drooping submissively as she continued-

“I-I’m s-so…so w-wet, Butterscotch…p-please…I need your plushiefoals…”

Fluttershy made a face and held back a snort. Deciding Twilight was no more skilled with pillow talk than she, she cut her friend a break and reached down to place a single kiss on Twilight’s forehead.

“There’s a good girl,” Fluttershy said softly. She moved Twilight’s hoof back over her blossom and waited for the alicorn to take over touching herself. Fluttershy then slipped out from behind her friend and laid Twilight’s head upon a couch pillow.

“Now you stay right here so we can get your friend ready, okay?” Fluttershy sang, “You want him to cum inside you, don’t you?”

Twilight bit her lip and tersely nodded.

Fluttershy waited until Twilight was lost in mutual masturbation with the toy before she floated away to obtain her bottle of lubricant. Though the substance could be employed on its own, she had bought it specifically for use with this toy. More than mere lubrication, it simulated the consistency and color of semen just about perfectly. Somehow the manufacturer had even managed to imbue it with stallion scent.

It was a simple matter to find the compartment under Butterscotch’s rump and ‘load’ him. Fluttershy filled him up enough for more than one release (just in case), clicked the hidden panel closed, and began to wind the tiny, quiet crank that would send his clockwork gears into orgasm on cue. It was a very miniscule crank, such that the Pegasus had little choice but to bury her muzzle between his legs, just behind his heavy scrotum, to wind him with her teeth.

Half a minute later Fluttershy heard a click, and the crank turned no more. She had glanced at Butterscotch’s instructions long enough to know that the click had been the subtly-placed button under his coat, that popped up automatically whenever he was fully wound. A simple press of it would release the tension on his gears, generating enough force to, as the manual claimed, simulate ejaculation even stronger than that of a normal stallion.

As Fluttershy ‘prepared’ the stallion, she caught sight of Twilight watching her. The princess’s expression was positively enthralled, to the point that Fluttershy wasn’t even sure Twilight understood what her friend was doing. Blushing softly, Fluttershy decided to put on a show. When the crank and release button were secure, she nuzzled Butterscotch’s dangling testicles from behind. She was certain Twilight’s perspective was obscured by her lover’s fuzzy balls, and thus she pulled back enough to reach her tongue way out, prodding at him in a way she was certain the princess could not miss. She drew in only twice after that – each time to take one of Butterscotch’s impressively realistic testicles into her mouth and gently squeeze it. His scent was still oddly familiar to her in a way she couldn’t place, but the consistency of his scrotum was nearly perfect, such that Fluttershy almost forgot she wasn’t pleasuring a live stallion.

Twilight’s breathing quickened, and Fluttershy could see her rump desperately trying to lift itself off the couch.

“…p-please…Buttersc-scotch…”

Fluttershy favored her doppelganger’s sack with a quick, final kiss, and then scooted out from between his legs, bringing herself up behind him. She peeked down at Twilight from over Butterscotch’s shoulder, and took over for the alicorn’s magic by reaching around to stroke him herself.

Fluttershy couldn’t help but stare with interest at the puddle of hot, panting lilac goo on her couch. Proud Twilight – the pony who always seemed to have it together and be in control of nearly any situation. Now, with her wings splayed and her hoof spinning with abandon, Fluttershy thought that Twilight had likely already brought herself to at least one orgasm.

“…you really needed this, didn’t you,” Fluttershy smiled.

“…ngh…hahh…hahh…”

Fluttershy did not require a reply. She hadn’t ever before known just how similar she and her friend were in their deeper desires. Without a word, Fluttershy leaned forward, pushing on her double until he did the same. Never taking her eyes off of Twilight, Fluttershy angled Butterscotch down until his rearing forelegs each touched one of Twilight’s shoulders, and then far enough for them both to hook around to Twilight’s back.

Butterscotch’s flare sunk into Twilight with practically no resistance at all. Fluttershy was intrigued, and wondered if perhaps she was seeing things from a stallion’s perspective.

“Mmm,” She cooed as she pushed the toy in, “Deep inside…you’re very sweet Twilight, making up for being a little rude to Butterscotch by letting him inside you. I’m sure he’ll forgive you once he’s bred you.”

Twilight’s eyes were shut tightly. Her neck was as straight as she could make it, and her muzzle was practically buried in the arm of the couch. Her entire body was quivering, and as Butterscotch invaded her, she hugged his hips with her hind legs and kicked lightly at nothing, her twitching limbs refusing to obey her. Her forelegs found his chest, and she wrapped him there too, accepting him inch by inch as he slowly hilted her.

Fluttershy watched from only inches away as Twilight brought her head back down and batted her lashes at the toy. She nuzzled his lips lightly with hers, and then tilted her head sideways to take him in a kiss so honest, just watching it made the voyeur Pegasus feel a tingle deep inside.

As Fluttershy watched, Twilight began to stroke her paramour’s back and hips with all of her limbs. Her kisses deepened; her tongue licking at his snout. Fluttershy could feel a light brushing against her hind leg that she felt sure was Twilight’s mostly pinned tail, trying to thump and wag from beneath its bonds.

Fluttershy swallowed, and at length she found herself gently humping her double from behind. She slid down on him, wrapping both her hind legs around one of his, and found a coarse patch of fur to grind into. Gradually she eased herself into a rhythm, pushing him into Twilight with each thrust of her own into his back.

“…o-ohh…” Twilight gave voice to her uncontrollable moans, “…B-butterscotch…s-so big…”

“M-mmhm…” Fluttershy found her breath coming to her in bursts. “…n-no protection, Twilight…he’s gonna breed you…”

Twilight squeezed tightly with her limbs, bearing down freely on the toy with consideration only for her own comfort. She rolled her hips against him with such insistence that Fluttershy could feel herself being lifted up slightly each time Twilight moved. The Pegasus pushed as well, until they were both grinding and squeezing the plush toy from front and back alike, driving its stallionhood that much deeper and harder into Twilight’s silky channel.

“…ngh…hahh…ahhhgn…”

Fluttershy smiled weakly, still just barely peering at Twilight from Butterscotch’s shoulder. “…mmhmm…” She cooed, “…c-cum for him…a w-whole bunch…cum and cum until h-he’s ready to seed you…”

“…nghh!!”

Twilight tried in vain to bite off a cry. Her brow creased, her hips bucking wildly, and Fluttershy knew her toy had brought her friend to climax. Twilight’s inner walls left her control and pulsed desperately, lavishing the conquering stallion between her legs with appreciation for his presence.

Fluttershy took a staying breath. She set Butterscotch’s leg free, slipped down further behind him, and placed her hooves firmly on his rump. She then let him have it, firmly shoving him over and over again into Twilight, until the juices of Twilight’s love sang a lewd, oscillating tune.

Twilight lifted her foreleg and batted weakly at the air. “…w…wai….I can…can’t…oohh…contrrroallllahhh!!”

Twilight shot into her next peak, her words stolen away to be replaced by squirming and a feral whinny. She found herself riding the wave of passion uncontrollably, and lost touch of whether or not her orgasms were firing off rapidly, or it was just one long release, dipping and peaking with every one of her lover’s thrusts.

Fluttershy reached for the button nestled in Butterscotch’s crotch.

“It’s time, Twilight…”

Twilight could scarcely catch her breath, “…ngh…hahh…annghn…oh Butterscotch…I can…can’t stop…c-cummaghh!”

Fluttershy slammed Butterscotch into Twilight as far as he would go, held him there, and then slapped the unwind button. Her ears twitched with satisfaction as they took in Twilight’s satisfied moans, her hips bucking and milking as the toy bred her with rope after rope of its creamy seed.

Fluttershy held her double in place until his gears unwound all the way. She checked his compartment and was surprised – apparently the instructions weren’t kidding when they called for a lot of the special lubricant. Butterscotch had discharged nearly a third of what she had put in, but even that amount was enough for Fluttershy to absently place a hoof on her tummy and wonder if he would eventually leave a bulge inside her.

Fluttershy sat up and drew in a fresh breath of air, brushing her mane out of her eyes. “Mm, I think he likes you a lot, Twilight. He came so much.”

There was no reply. Curious, Fluttershy glanced at the connected ponies on her couch. She hadn’t expected the one on top to move, but neither did the one on the bottom, save for the rapid rise and fall of Twilight’s chest. Emboldened by the new kinship with her friend, Fluttershy crawled atop Butterscotch and sought to peer over his shoulder again.

“Hmm? Did you pass out, Twilight?”

Fluttershy’s vision crested the yellow mountain below her. Beneath was a valley of purple that was damp and radiating heat. The soft, lilac hills rolled as they drew in and released revitalizing oxygen. At their peak, two sparkling violet eyes snapped open and caught Fluttershy’s stare with such stern force that the Pegasus was instantly caught in their grip.

“…wh-what…?” The startled Pegasus muttered.

Twilight moved in a flourish, catching her unsuspecting friend in a sudden mashing of lips. Fluttershy’s natural reaction was to pull away, but Twilight’s forelegs erupted from under Butterscotch and caught her, meeting as they locked around Fluttershy’s neck.

“…mmmm…”

Fluttershy felt a tongue probing at her lips. The scent of lovemaking was heavy in the air and she had been as long without as her partner, so she allowed the tongue to enter her. It explored its new abode, swirling about and making itself at home until it pressed firmly in, obliging Fluttershy to suckle from it like a teat.

“…mmh…”

Fluttershy’s eyes closed, but beyond the thin membranes of her lids, she could still see light. A raspberry glow washed over her – like tiny, soft hooves from a thousand breezies, magic caressed her coat in so many places she couldn’t process them all. They worked her with gentle massages across her legs, stomach, back, tummy, and even a caress along her face and brow. The spell robbed what resistance the kiss had not already taken from her, and her murmurs slowly transformed into muffled moans.

Twilight pulled away. The look on her face was one Fluttershy was not used to seeing. Fueled by the moment, Twilight’s eyelids were narrowed to match her cunning grin. She laid back, enough to give Fluttershy a good view of her horn and make it obvious that she was under the influence of alicorn magic. Twilight’s hoof came out to stroke her friend’s cheek.

“I think Butterscotch wants to be with both his mares tonight,” Twilight cooed, “Don’t you?”

Fluttershy felt her control slipping, as though it were a simple equation that a pony like Twilight could solve and remove in her sleep. Her breathing deepened, and she glanced at a glowing wisp of her mane just long enough to realize she was completely engulfed in Twilight’s magic. She felt a tug on her tail, followed by a massaging sensation between her legs that gave no quarter as it infiltrated her secrets.

“…ngh…”

Twilight leaned in to take Fluttershy’s lips one more time. She savored he shudder that crackled through Fluttershy’s body, and could practically taste the last of her strength as she swirled tongues with her once again. When Twilight broke the kiss, Fluttershy’s brow was turned up, and her ears were flat against her skull. She had the expression of a little lost puppy, once the guide, and now in need of guidance of her own.

“Shhh…” Twilight whispered, “I think maybe you picked the right pony when you invited me over tonight.”

As easy as letting out a breath, Twilight brought more sparkling life to her horn and intensified the glow around her friend. Fluttershy hung in midair, her limbs drooping and her wings closed as the allowed the magic to reorient her onto her stomach, with her muzzle touching the opposite arm of the couch. She could no longer see what was happening, but the feel of Butterscotch’s extra-soft hind legs brushing against her backside caused her to instinctively raise her tail.

Twilight, who had chosen to slip off the couch and reorient herself comfortably on the rug, giggled as she manipulated the spectacle from an ideal viewing angle. “I think he’s taller than that,” She observed amusedly.

Fluttershy’s eyes slunk over to Twilight, whom she could now see from her friend’s new vantage. Twilight’s eyes were cunningly narrowed, but she smiled gently anyway.

“You ok?”

Fluttershy half-nodded. Butterscotch was humping her back. She felt words emerge from her lips entirely on instinct.

“…c-can I see where h-he…where he put it in you…while he puts it in me…?”

Twilight smiled. She sat back, propping herself up with a foreleg while splaying her hind legs for her friend to see. The princess’s opening was still engorged, slick, and peppered with traces of her partner’s love. Twilight reached down with a hoof and held herself open.

“He’s our secret lover now,” Twilight whispered, “and he’s going to breed us both over and over. Here’s where he took me. Let him take you too.”

Fluttershy gasped at the sight. Her knees slowly unfolded and locked, until her rump was lewdly up in the air. Her chin, by comparison, remained firmly planted on the couch cushions.

“F-fill…” Fluttershy could scarcely believe she would utter such words in the presence of another live pony, but they came out anyway. “…f-fill me with your foals too, Butterscotch…j-just like you filled up Twilight…”

Fluttershy ground her rump into the toy, wiggling it enticingly. Twilight’s magic flared, and Butterscotch’s hooves came down firmly on Fluttershy’s shoulders. His stallionhood found her entrance, and his bulbous flare passed into her. Guided by magic, he pressed down with his hooves, locking her into breeding position until he chose to seed his prize.

“…ohh…” Fluttershy moaned, her eyes never leaving Twilight’s flower, “…B-Butterscotch…p-please d-don’t…don’t be gentle…”

Twilight was enjoying the sensation of cozy, cool-down masturbation. She blinked, surprised to hear such words from this of all her friends.

Perhaps it really is the quiet ones, She thought.

Twilight’s hornfire blazed bright, and Butterscotch took his second mate of the evening without thought for ushering her into it. He rammed her hard to a chorus of wet slapping noises that might have been enough to wake up the neighbors, if Fluttershy had any. True to the specifications of his manufacture, Butterscotch mashed his flat tip into Fluttershy’s cervix with each thrust, his balls slapping her tummy perfectly each time he hilted her.

“…hhahhh…o-ohh…nngh…”

Fluttershy’s wings slipped out and spread wide. She flapped them in the manner of pegasi in coitus, reaching into the feral depths of her tribe’s nature as she began to roll her hips against her lover, grinding him roughly and nabbing at his girth with her greedy channel.

Twilight put her own personal spin on dirty talk as she enjoyed the show-

“You know why mares can orgasm so many times during sex? It’s because your body doesn’t know when he’s going to breed you, but your instincts want you to be bred. It’s your body making you feel good…mollifying your brain and making you stay put until his semen is inside you.” Twilight stretched, grinning lazily at the eyes that were still on her sex. “Be a good girl and cum for him, Fluttershy. Moan for him. Stroke his ego and tell him how much you want it.”

“…o-ohh C-Celestiaaaahh…” Fluttershy felt more cries welling up within her. She let them burst forth with abandon as a climax sent her into spasms, forcing her to arch her neck and stare at the ceiling.

“Nngahh…a-ahh…ahhhnnahh! O-oh B-Buttersc-cotch!”

Twilight amused herself by inspecting her friend. Fluttershy’s wings were spread wide and straight like a statue, her primaries extended as far as their range of movement would allow. Twilight thought about how her horn sometimes did a similar thing – made it obvious that sexual neediness was coursing through her. Earth ponies perhaps had an advantage in their ability to keep things more discreet, but she had read somewhere that they were more prone to whinny during climax than other tribes.

Twilight slammed Butterscotch home, rubbing his hips into Fluttershy’s quivering rump. She had already rewound him from afar, and as she manipulated his release button, she considered how they had both disproven the earth pony theory that night.

Fluttershy planted her hooves into the couch, pushed herself up, and let out a sharp, high-pitched, animalistic whinny that her ancestors would have been proud of. Butterscotch pulsed and began to seed his second mare, shooting out long, thick, sticky strands of warm, gooey seed directly into his lover’s womb.

A minute later, Fluttershy noticed that the couch arm wasn’t in front of her anymore. Up was before her eyes when she expected there to be down, and the disorientation gave her a momentary sense of vertigo, but the sensation slipped away when she took in her new surroundings.

Butterscotch, wet with the lubrication of two mares and heavy with their scents, was standing by just at the edge of her vision. Taking up most of her view was Twilight, who had apparently rolled Fluttershy onto her back when she was still lost in release and climbed atop of her.

Twilight was stroking Fluttershy’s cheek. The look on her face was honest; the purity of her smile evident.

“…thanks for sharing this with me,” Twilight said softly. “I’m sorry I gave you a hard time.”

Fluttershy nuzzled the purple hoof touching her and smiled back. “I’m sorry I just assumed you’d like it, but…you can come over and play with him any time you want.”

Twilight tilted her head and grinned, “Will you be here too?”

“Do you want me to be?”

Twilight smoothed back Fluttershy’s bangs and pecked her once on the forehead. “I wouldn’t have it any other way. Butterscotch deserves both his mares, after all.”

Fluttershy’s hooves found Twilight’s flanks. She stroked her until the alicorn melted down onto her friend, and the two locked in an embrace, savoring the afterglow with a conversation that connected them in a whole new way.

By the time the pair finally went to bed, Luna was nearly ready to relinquish the heavens back to her sister.

4 - The Fine Print

Fluttershy snorted herself awake.

For an instant, she had no idea where she was. Rolling over nearly caused her to tumble off of the couch, and the late-morning sun pierced her senses sufficiently enough to cover her face with a pillow. She heard the early bird sound of Rural Route’s mail wagon as it clattered by, mingling with the songs of the winged critters who were among her best friends.

“…mnrgh…” She groaned, “…Angel sweetie…what time is it…”

“Almost eleven,” A familiar voice that was definitely not rabbit chittering replied.

Fluttershy’s brain came into focus. Her ears correctly identified the voice as Twilight’s, and the events of the previous evening began to came back to her. There was a scent on the horizon too – Trottingham Breakfast Tea with a hint of cream. Fluttershy abandoned the pillow and sat up.

“Sorry…” She muttered, rubbing her eyes, “I guess I fell asleep. Did you make some tea?”

Twilight didn’t reply. Fluttershy squinted and took note of the fresh pot of tea on the coffee table. Twilight was sitting on the couch massaging her belly in an oddly tender way, as though she had just been kicked there. Her horn was alight, and a scrap of paper was floating before her eyes.

Fluttershy ignored the tea out of concern for her friend. “Twilight? Is everything okay?”

Twilight brought an empty teacup to her lips and sipped obliviously at it twice. Her eyes remained on the paper, and it took her a moment to finally reply. “It’s Butterscotch,” she said gravely.

Fluttershy glanced out into the room. Her new toy had been moved back to his original position on the rug before the hearth, but otherwise he seemed none the worse for wear. His eternal grin, rearing posture, and proud stallionhood waited patiently for his next playtime.

“What about him?” She finally asked. “He looks okay to me.”

“Remember his scent?”

Fluttershy blinked. “He…um…well he probably smells like us now, I guess…”

“I mean before that,” Twilight clarified. “Do you remember the scent he came out of the box with?”

Fluttershy didn’t have to think too hard about it. “Mmhm. It sorta smelled…well kinda like me, but not like me. I dunno how they managed that, but it’s pretty amazing.”

Twilight floated the paper over to her friend.

“I do. They didn’t.”

Fluttershy read-

Dear Big Sis,

Hey Sis, it’s your favorite little brother! How’s it going? Save Equestria again lately?

Fluttershy ignored her brother’s penchant for writing out ‘heh’ over and over to simulate laughter, and read on-

Anyway, I gotta say, I’m impressed. I never thought you’d spring for a custom job from Heaven Sent! These things aren’t cheap. Can’t quite figure out why you wanted it to be you, though. And they tell me I’m vain!

So hey, I figured if mom and dad found this thing stuff might get weird, So I wrapped it up in a different box and sent it to you. You should really be more careful what address you put down on order forms.

“But that’s not why I…” Fluttershy sputtered, “I didn’t…”

I hope you don’t mind, but, heh…well, I figured you owe me for covering your butt for you. Don’t worry though. I wrapped her up just perfect when I was done.

“…”

I don’t keep the kinda lube you use with these things around, but hey, I have the advantage of the real thing, so I just used the essence of my breeze! I’m sticking this note in just to let you know I totally support your weird fetishes, Sis, and after a little hooves-on learning, I totally get them now, too.

Catch you when you come visit next week, later!

--Zephyr Breeze

P.S. – I uh…don’t remember if I cleaned it out, but I need to get this thing to the post office by five. Sorry about that!

Fluttershy felt her jaw drop. For nearly a minute, the silence threatened to rend the eardrums of both of the ponies relaxing in Fluttershy’s living room. Twilight finally broke it-

“…did your brother…?”

Fluttershy nodded, “Uh-huh.”

“…is he gay?”

Fluttershy cleared her throat. “Zephyr…doesn’t care what’s between your legs,”

“…b-but…” Twilight twitched, “…he just…but…Butterscotch is just…”

“His big sister with a penis,” Fluttershy finished the thought as she filled herself with the calmness of a long draw from a steaming cup of tea.

“…would he really…?”

Fluttershy closed her eyes and took another dainty sip. “I’ll…have a talk with him next week.”

By the time the pot of tea was gone, Twilight had recounted the bolts in Fluttershy’s ceiling an additional thirteen times. Her mind was burning. She had to say it.

“You don’t…really think he forgot to clean Butterscotch out, do you?”

Fluttershy’s calm had become a Zen exercise. A squirrel had found its way into her lap, and she was stroking it a bit too roughly. “I don’t know, but…forgetting to do things is my brother’s specialty.”

Twilight stroked her tummy again. Fluttershy took a breath and asked a question of her own.

“It…it doesn’t stay viable for long outside the body…does it?”

“O-of course not!” Twilight cackled manically. “Well I…I never exactly read up on that fact, but how could it, right? I mean Butterscotch isn’t even real! Your brother’s…um…stuff, er…whatever, couldn’t possibly still be--!”

“Y-you know…they say that when you drink something after somebody else, it’s like kissing them indirectly,” Fluttershy commented cryptically.

Twilight was now the one twiddling her hooves. “What…in Equestria did we do last night?”

“Nothing,” Fluttershy said soberly. “Absolutely nothing. I…think I need to go feed the chickens.”

“R-right! I have, um, princess stuff to do!” Twilight shot to her hooves and was halfway to the door before Fluttershy called out in her typically gentle voice-

“Twilight?”

“…yes?”

“…um…same time day after tomorrow?”

Twilight glanced down at her tummy. “…clean him first. For the love of Celestia, clean him first.”

Fluttershy spent the afternoon medicating her brain with every flavor of tea in her cupboard. Butterscotch ended up in the broom closet. He didn't stay there long.

2 - Eyelashes Make the Pony

There were exactly twenty-eight bolts in the longest beam that ran across the ceiling of Fluttershy’s living room.

Princess Twilight Sparkle could not have explained what it was that always possessed her to count them every time she entered her friend’s home. The likelihood that their number would increase or decrease was negligible, but they were just so easy to count, that she deferred to them whenever she needed to keep her voracious mind active. Twilight had a similar technique for nearly every building in town, but it was not intended to suggest that her friends were boring. Her great intellect was simply such that her brain would get upset with her if she didn’t fill idle time with checking on things she knew would never change.

Her ears perked, and she rose from her relaxation upon Fluttershy’s couch when the Pegasus hovered in. Suspended beneath Fluttershy, pinched between her forelegs, was a box that was beyond the size of her entire body.

Twilight lit her horn immediately and surrounded the box in the raspberry hue of her magic. “Yikes, what is that? Here, let me help you with it-“

“Oh no,” Fluttershy insisted, “it’s fine. This is very light.”

“Are you sure?” Twilight tugged slightly on the box, but did not attempt to wrench it from her friend’s grasp. “Hey, that is light…what’s in there, clouds from home?”

Fluttershy allowed her friend to indulge in the boorish, repetitive joke. The snorting noise that shot from Twilight’s snout whenever she had amused herself was adorable and well worth it. Fluttershy floated over to the rug before her cold hearth, sat the box down, landed, and trotted over to the end table, making a fuss over Twilight’s empty tea cup.

“More tea?” She offered, with the usual obsessive concern she lavished upon houseguests. “I still have plenty of crushed spearmint leaves.” She put a hoof to her chin in thought. “Well, I guess that’s technically not tea, but they really don’t need anything else if you ask me. Just crush them up, strain them, and they’re really good, don’t you think?”

“What? Oh, sure…” Twilight replied without conviction. Curiosity was both her best friend and her worst enemy. Thus, she could not concentrate on the conversation so long as there was a cardboard elephant in the room.

Fluttershy caught her friend staring. “Um…okay then, I’ll…just go and get some more tea…”

But Twilight was already circling the box intently, as though she was expecting it to suddenly begin singing and dancing all by itself. “So what have you got here? It’s not really a cloud, is it?” Twilight laughed sheepishly, “Because honestly, that would be really silly considering there are clouds all over the place in the sky. Unless there really are better clouds in Cloudsdale? I suppose I wouldn’t know about that since I’ve never lived there, but just about every cloud around here comes from Clousdale anyway, doesn’t it? So what would make it worth shipping a cloud from one place to the next, when you could just move it? You’re a Pegasus anyway, so—“

Fluttershy’s brow furrowed as she listened to her friend’s train of thought rattle along. With each station it passed Twilight’s guesses were getting colder and colder, but Fluttershy knew her well enough by now to realize she wasn’t going to stop unless somepony stepped in. She finally let out a mumble that gave the princess pause.

“What?” Twilight asked, “I didn’t catch that.”

“It’s…um…” Fluttershy fidgeted and looked away, “…it’s Smash Fortune.”

Twilight tilted her head without comprehension. “You have an old sci-fi movie star that my brother used to love when he was a colt in a cardboard box in your living room?”

“I…well…” Fluttershy returned a sheepish grin of her own. “Yes?”

Twilight gave the box an exasperated look, “Is he dead? He’d have to be ashes to weigh so little.” She pondered her own words, “Well, I guess he could be dead. I haven’t really thought about him much since I was around six years old. He must have retired half a forever ago.”

Fluttershy was twiddling her hooves and staring intently at them. “…n-no…”

Twilight noted the uncertainty in her Pegasus friend’s voice. She took a breath and sought to calm her mind – whatever was going on, there had to be a simple explanation. She painted her lips with a reassuring smile and trotted back over to the couch, arranging herself upon it in the exact same comfortable, non-threatening position as before.

“Fluttershy, you know…it’s not that I didn’t have a nice time today, and I’m glad you invited me over, but we haven’t really done much of anything other than talk about how the chickens are doing or what my last trip to Canterlot was like.” She patted the empty cushion beside her and nodded at it. “And all of that is fine, but why don’t you tell me what’s really on your mind?”

“O-oh!” Fluttershy seemed startled, even though she had her full attention on the alicorn the entire time she spoke. “Y-yes, well, I should do that, shouldn’t I…it…”

“Yes?”

“It…well, it’s…”

“Yes?” Twilight repeated, leaning towards Fluttershy a little further with every instance of the word.

“…you see, it’s about…um…”

“About what?” Twilight tried her best not to sound annoyed.

“Uh, um, uh…tea!” Fluttershy finally announced.

Twilight made a face. “The strange box with Smash Fortune somehow inside it has to do with tea?”

Fluttershy’s foreleg was flailing towards the kitchen. “Tea! Let’s have some more tea!” The yellow Pegasus subsequently vanished from the room, leaving her guest to sit idiotically on the couch, staring at the large shipping box with no additional clues as to its secrets.

Minutes passed. Twilight’s ear swiveled towards the clinking china in the kitchen, but her eyes never left the box. Curiosity burned inside her. It threatened to overwhelm her, but her companion chose exactly the right moment to return, balancing a new tea tray on her raised hoof.

“Tea time!” Fluttershy sang, as if nothing were amiss. She arranged the cups on the coffee table and poured out a measure of clear liquid with a pallor that matched her coat, sweetening it to Twilight’s taste from a jar of sugar cubes. “These really are the best spearmint leaves I’ve had in some time, you know.”

“There’s no arguing with that,” Twilight conceded, taking the offered cup in her magic and helping herself to a sip. She remained politely quiet as Fluttershy prepared and began to drain her own cup, forcing herself to be patient until her host was ready to explain. Eventually, Fluttershy obliged.

“You see,” Fluttershy murmured as she stared off into space, “I sort of…well…did something bad. And part of why I wanted to have you over today was to apologize for it.

Twilight’s ears flicked inquisitively. “Bad? What was bad?”

Fluttershy reached towards the end table, opened its drawer, and extracted a thin envelope. She then gently laid the envelope before Twilight on the cushion and sat back.

“…these.”

Twilight took the envelope in her magic and opened it. Within were approximately ten promotional photos of the actor Smash Fortune, dolled up and posing for the camera, made up in the garb of one of his better known leading roles.

“You’re…sorry that you have Smash Fortune photographs,” Twilight concluded uncertainly. “I really didn’t know you were such a big fan of his.”

“I’m not,” Fluttershy explained, “I had never heard of him before that day that Princess Cadance and Shining Armor came to visit, when they announced they were having a foal. Remember when you showed us all how you made up a roomful of nostalgia for your brother?”

Twilight nodded, smiling fondly as she shuffled the photographs and looked them all over again. “Of course, how could I forget? I found out I was going to be an aunt that day.”

Fluttershy touched her hoof to the pile of floating photographs. “Well, these are your photos, not mine. I found them in a wastebasket in the palace that day and…I sort of took them. I’m really sorry.”

Fluttershy hung her head just as Twilight brightened with recognition-

“Oh! Hey you’re right, I do remember these now. I got them because I barely remembered what Smash Fortune looked like myself, so I needed some reference material.” She paused, “What are you sorry about?”

“Well I…took them…without asking…”

Twilight let out a snerk and blew lightly on her straight bangs. “Pssh, oh come on Fluttershy, that’s totally fine. I mean, they were in the wastebasket anyway. These are just generic promotional photos. They’re not collectible or anything.

“Be that as it may,” Fluttershy insisted, her chin staunchly up, “I still took your trash without asking. So I wanted to give them back to you and say I’m sorry.”

Twilight replaced the photos in the envelope and sat them aside. “Usually I appreciate it when somebody takes my trash, but okay. Thank you.”

The Princess of Friendship expected more. When no more words came from her host, she prompted them herself.

“And…why exactly did you want promotional photographs of an old actor that you didn’t even know prior to the day you took them?”

Fluttershy was nibbling on the tip of her hoof. “I…I don’t know a lot of stallions, and…well I do know a few I guess, but I don’t have a bunch of pictures of any of them, and I needed pictures for…” she pointed at the box, “For that.”

Twilight sighed softly, rowing about in a sea of ambiguity only Fluttershy could shine any light upon. “Do I get to know what’s in the box now?”

Fluttershy blushed. She hesitated for a long time, and for a moment it seemed she would keep her secret forever, but she had learned a lot about asserting herself in recent years. She had come this far, after all. She spoke-

“Have you ever heard of a company called Heaven Sent?”

Twilight considered the question and replied easily, “Sure. They make plush toys and stuff for foals. Why?”

“They, um…they also make…toys and things that aren’t exactly intended for foals…” Fluttershy whimpered.

Twilight glanced at her friend. Then at the box. Then back at her friend again. A lightbulb went on in her brain, glowing so brightly it nearly caused her horn to ignite.

“Ohhhhhhhhh,” Twilight stammered, clearing her throat. She looked at the box again, “Really…?”

Fluttershy nodded demurely, “Mmhm.”

“I see,” Was all Twilight could think to say. She scratched the side of her head with a hoof and built a mental checklist of questions, organizing them by priority of what she wanted to know the most. What ended up coming out first was a statement.

“I…never would have expected something like that from you.”

Fluttershy had brought her long, flowing pink tail around to her front. She was whipping it idly against her forelegs and watching it twist. “Wh-why not?” She said, a measure of offense entering her voice, “C-can’t I do something like that if I want to?”

“Huh?” Twilight backpedaled, waving a hoof, “Sure you can! I didn’t mean it like that! I just…well, you’re so…so…”

“…I’m so what?” Fluttershy said drolly.

Twilight felt the spotlight of attention that was suddenly on her start to sear. “N-nothing, forget it, I’m sorry. Of course you can do something like that, just like anypony could. But…why Smash Fortune?”

Fluttershy shrugged. “I dunno. I needed reference photos, there were photos right there for me to use, and…well…I guess he’s sorta good looking, isn’t he?”

“You’re asking me if you think a stallion is attractive or not?” Twilight felt heat on her own cheeks now, “A-anyway, never mind that. I was six years old at the time so I can’t say I ever thought of him that way, but I guess when you think about it…sure, in his prime he was pretty handsome.”

Fluttershy’s tail-flips increased in manic intensity. “Right? I thought so anyway. I wanted to…you know, Heaven Sent has that…thing they do, but you have to have reference material, they won’t accept a written description…”

Twilight had caught on by now. “I heard about it, yes. I never thought about actually doing it though. It’s expensive, for one…are you sure it was worth it?”

Fluttershy shrugged slightly again, “I dunno. I’m going to find out I guess.”

Twilight sat back and smiled. She reached out and gently patted Fluttershy’s withers. “Well, whatever your preference Fluttershy, I’m proud of you for asserting yourself and trying something new. I have to admit though, I would have thought you’d want to keep something like this to yourself. Why tell me?”

Fluttershy fought to swallow through a thickening lump in her throat. “I’m nervous. What if he doesn’t like me?”

Twilight’s hoof stopped. “Um…say again?”

“I said, what if he doesn’t like me? What if I don’t like him?” Fluttershy’s tone increased with each voiced worry, “What if we don’t hit it off? Will it be embarrassing? What if I’m not his type or something, I dunno if I can handle that on my own-“

“He’s plush,” Twilight interrupted, “His brains are made of cotton.”

Fluttershy ignored the comment and went on, “-I need a…what do bar stallions call them…a wing pony! That’s right! Somepony to…you know, make things less awkward.”

Twilight’s left eyebrow attempted to vanish into her bangs. “You want me to run date interference between you and a life-sized stuffed animal, is what you’re saying.”

“Yes!” Fluttershy went on, “I’m so nervous!”

“And if you hit it off, should I book you a room or something?”

“What?”

“Never mind.”

Twilight glanced out the window. The setting sun was an exquisite shade of coral pink, and as she watched it slowly continue its magical dip out of the sky, she considered just how strange the entire evening had become. Still, she was the Princess of Friendship, and if a friend needed her, who was she to turn them away? She drew in a breath and puffed out her chest, sitting tall and as regal as she could manage.

“Alright, I’ll do whatever I can.” She was about to get up off the couch, but a nascent thought tickled the back of her mind. “Um, one more question though?”

“Yes?” Fluttershy asked hesitantly.

“Don’t you have to mail in the reference photos with your request?”

Fluttershy stared at her companion. One eye began to twitch.

“…c-come again…?”

Twilight merely nodded at the envelope on the table. “How would they know what you wanted to order unless you mail the reference pictures to them? You did mail reference pictures to them, right?”

Fluttershy’s jaw dropped. Decorum fled her mind at the speed of a sonic rainboom. She sprang to life and zipped off the couch fast enough to elicit a yelp from her friend, and in the turning of a second, she was furiously tearing at the packing tape that secured her prize.

“Ohno…ohno…ohno…” She muttered obsessively as the first box fell away, “…what did I do…ohno…I know I mailed in pictures…ohno…”

Fluttershy tore the original, discreet shipping box apart in a flurry of gyrating limbs and gnashing, blunt teeth. Her frenzy threatened to obliterate every scrap of carefully-applied cardboard crust, but her first look at the cream filling inside froze her on the spot.

Two large, bedroomy, sea green eyes, identical to Fluttershy’s own, stared back at her.

Fluttershy’s gaze panned out. The eyes sported curly, effeminate lashes, and were attached to a soft face in a color that perfectly mirrored her own. The curve to the newcomer’s narrow shoulders and the taper of its muzzle were as unmistakable as the wispy flow of its long pink mane, and the folded wings resting on its flanks, just above the image of three butterflies on either side.

“It’s…” Fluttershy stammered, nearly muzzle-to-muzzle with the life-sized plush toy, “I-it’s…”

“It’s what? Too small?” Twilight left the couch and came around the side to get a better look. Her shock was only slightly less than her friend’s, and she just barely retained the wherewithal to look down.

“…uh…”

Fluttershy was still gaping, “’Uh’ what…?”

Twilight pointed down, waggling her hoof three times for effect. “…f-forget what I said about it being too small.”

Fluttershy glanced down, slapped two hooves over her mouth, and let out a sharp gasp at a pitch nearly beyond the threshold of pony ears.

“I…they…b-but…” She stammered, “…th-they gave me a…”

There was no need to finish the thought. The stuffed toy that sat patiently on Fluttershy’s living room rug was an exact copy of the Pegasus herself, save for one key feature. It was endowed like a stallion, and the mottled yellow and white girth between its hind legs was at proud, prominent attention. ‘Plushershy’ had a sly grin on her lips, and she was rearing with her forelegs in the air – the perfect position to mount her new owner.

Twilight, in need of something else to look at, noticed a packet of papers hanging from Plushershy’s neck by a thin piece of knotted string. With her magic, Twilight undid the knot, slipped the packet off the doll, and unsealed the envelope. She read from the first paper that she unfolded-

“Ahem. Congratulations on your custom purchase from Heaven Sent’s adult novelties corporation. We strive for accuracy and to create an immersive, satisfying experience. While we regret that we are unable to accept returns on custom projects, our customer service center will be happy to address any other concerns you may have about your product.”

“…c-concerns…?” Fluttershy balked, “Th-they gave me a pe-pen…boyparts!” She poked her plush doppelganger in the muzzle, “Wh-why is she me??”

Twilight examined the envelope in greater detail. She smirked. “Oh, I don’t think you can blame them for that. Look.”

With that, the alicorn presented a menagerie of floating documents for her companion to view. One was a copy of the original order form, which quite clearly specified that the customer, Fluttershy, requested a male product. The remaining documents were photographs of Fluttershy herself…in a number of provocative, and utterly embarrassing situations.

Fluttershy’s cheeks erupted like the Gauntlet of Fire as she nabbed the photographs from the air in her teeth and sought to stuff them in the end table drawer. She hissed her words out, “I…b-but…but those are…h-how did they get those!?”

Twilight shrugged. “You must have sent them the wrong pack of pictures. You essentially told them to produce the pony in the pictures, as a male. So that’s what they did. You can’t exactly blame them for that.”

Fluttershy floated a foot off the ground. She slumped, such that were it not for her flapping wings holding her in place, she might have oozed into the carpet like a lemonade stain.

“I…I guess not, no…” She admitted.

Twilight was in full analytical mode. She sat the envelope aside, cleared away the rest of the packaging, and circled the plush representation of her friend, inspecting the rest of its body. “You have to admit, they do good work. If it weren’t for the, um…yeah, down there, I think anypony could easily mistake this for you.” She sniffed the air sharply, “They even added a scent, which is…surprisingly similar to yours. I wonder how they pulled that off.”

Fluttershy, overcome with curiosity of her own now, flitted hesitantly back over to the doll. She hid from its gaze – when she was finally ready, she stuck her snout in its direction, took a deep breath, and pulled away again in a fraction of a second.

“Wait…huh?” Fluttershy wiggled her muzzle. “That…how did they do that?”

“Do you think it smells like you too?” Twilight asked.

“I-I dunno,” Fluttershy replied meekly, “it is kinda familiar somehow. I can’t quite place it. But, they never said they could include a scent.”

Fluttershy was unintentionally shoving her guest out of the way to inspect her copy further. Twilight backed off. She stood silently for a time as Fluttershy flitted around the doll, and then offered her thoughts when she felt the time was right.

“I’ll say it again, Fluttershy. I’m proud of you.”

Fluttershy paused, hovering behind the wryly grinning toy. “What? Why?”

“Well,” Twilight began, as she took to examining the documentation and care instructions again. “For trusting me enough to show me all of this.”

Fluttershy drooped. “I…I told you, I was afraid to meet him…um…her, by myself…”

“I know,” Twilight replied. “But you still chose me to be here with you. I’m touched.” With her eyes still on the documents, she grinned slightly. “And don’t feel bad about taking pictures of yourself. I know you didn’t mean to send them to the company, but…I don’t think you’re the only pony that has ever done that. If anything, it’s good that you have a healthy appreciation of your own body, without being conceited about it.”

Fluttershy blushed gently and placed a hoof over her lips, muttering into it with an understanding look. “Y-yeah. You…know how it gets this time of year.”

“Mmhm,” Twilight admitted. If ever Fluttershy, of all ponies, would order a life-size, custom-made sex toy, it would be around this time of year. Twilight fell silent as she poured over the instructions, until her ears perked at an intriguing passage.

“This says it can…well now…” She cleared her throat again and hid behind technical terms, “…ejaculate.”

Fluttershy nodded meekly, appreciating the lack of attention from Twilight’s amethyst eyes. “It can. But you need something for it to…um…do that, with…”

Twilight read on, “It says here you can load it with a substance that mimics the look and consistency of semen, but it doesn’t come with that included. I guess you’d have to get it on your own, huh?”

“…there’s…no need to get any more…” Fluttershy muttered.

“…oookay then, well!” Twilight moved on, “Wow, you’re not kidding about how complex this thing is. It says it has a wind up crank somewhere discreetly beneath it that makes it do that. That’s pretty impressive, considering most devices like this are limited to activation by magic only.”

“It’s a new thing,” Fluttershy replied. “So other tribes can enjoy it.”

Twilight finally sat the instructions aside. Amused, she tilted her head at her friend. “You seem to know a lot about the industry for this, huh? I never would have thought.”

“I-I can be into things that all the rest of you don’t know about!” Fluttershy defended herself, “I-I’m sure that we all have…things we do in private, don’t we?”

Twilight held up a hoof in a calming gesture. “Relax, relax, I didn’t mean it that way. You’re right, we all do. And this sort of thing is a perfectly healthy way to enjoy yourself as a single mare. I’m not judging you, don’t worry.”

But Fluttershy was no longer listening. Hovering before the toy now, she had a look on her face as though she were inviting a stranger into her home.

“H-hello Fluttershy,” She said softly, “I-I’m Fluttershy. Can I get you some tea?”

Twilight laughed softly, “Fluttershy, I don’t think it’s all that interested in a cup of tea.”

Fluttershy placed her hooves together in the manner of a server at a fine restaurant. “I have a lovely white peach citrus blend. It’s one of my favorites, so I guess that would make it one of your favorites too, huh?”

“…Fluttershy, seriously, it can’t-“

“B-but-“ Fluttershy interrupted, turning her attention so sharply to Twilight that the princess was startled by it. “Can you imagine what it would be like to just be thrown in a cardboard box, all alone in the dark, not knowing where you’re being sent or who might be there? She must be so lonely and scared, and I for one would really want a cup of tea to calm my nerves…”

Twilight watched as Fluttershy returned to the tea set she had brought out earlier and poured a measure of the still-warm, slightly yellow liquid into an unused cup.

“Fluttershy,” Twilight huffed, “It’s a sex toy. If it had anything other than cotton for brains and any desires at all, I think tea wouldn’t be among them.”

Fluttershy was already on her way back to the doll, “Twilight,” She scolded, “That’s not very nice. You’ll upset Fluttershy, and she’s our guest!”

“…seriously?”

“Twilight!”

Twilight rolled her eyes, “Alright, alright…I’ll just…sit over here and have another cup of tea…” Exasperated, but unwilling to abandon her friend after promising she wouldn’t, Twilight returned to the couch and attempted to make herself at home.

Fluttershy landed before the copy of herself and bashfully attempted to make small talk with it. “S-so, um, it must be very stressful to be asked to…erm…’perform’, fresh out of the box like this.”

Twilight, sprawled upon the couch and raised a brow. “Should I leave you two alone?”

“N-no!” Fluttershy blurted. “I mean…no, thank you Twilight. I, um…” Fluttershy dug at the back of her neck with a hoof, “I thought maybe…you know…”

Twilight tilted her head obliviously. “I get it. You’re nervous. About meeting a plush toy.”

Fluttershy turned towards her friend, but found that she could not make eye contact. “It’s…not just that…”

Twilight glanced at the window again. The grace of her mentor had fled completely from the sky, leaving nothing but paint-streaks from its rays behind. “I really don’t want to be rude Fluttershy, but I should probably get back to the palace soon. Just in case anypony needs me for anything.”

Fluttershy took wing again, and floated over until she was hovering before Twilight, both her hooves resting upon one of Twilight’s forelegs.

“…w-wouldn’t you like to stay?” Fluttershy ventured. “Don’t you get, you know…frustrated, having to be all, um, princess all the time?”

Twilight shrugged. “Sometimes, I guess. But I’m not really expecting to be busy this evening. It’s more that I like the townsponies to be able to find me easily, just in case they might need me in the middle of the night for something.”

Fluttershy persisted, her perpetual-bedroom eyelids batting. “B-but, if you’re not expecting to be busy, then it’s really not a big deal if you stay a little later, right? We could, um…” She wracked her brain, brightened, and then flitted over to a cabinet filled with party games. “We could play Parcheesi!”

Twilight seemed unimpressed. “Parcheesi with only two players isn’t all that entertaining.”

Fluttershy stared at her companion, subtly indicating the doll with a roll of her eyes in its direction. She spoke as though she was afraid her doppelganger would overhear. “Twilight…i-it’s not nice to talk about somepony as though they weren’t there…”

Twilight rested her forehead in one hoof and let out a sigh. “Fluttershy, you’re confusing yourself with that thing more than anypony else possibly could…”

Fluttershy glanced at the doll. She floated back over to it and addressed it again.

“Um, excuse me? Fluttershy it’s just that…you have a beautiful name and all-“

“-says the owner of said name,” Twilight cut in.

“You have a pretty name and all,” Fluttershy repeated, “But I think it might be difficult to tell us apart like this-“

“-except for the gigantic penis grafted onto one of you,” Twilight interrupted again.

Fluttershy cleared her throat and kept her attention on the doll. “What if we call you, say…Butter…shy?”

“Buttershy?” Twilight repeated. “That kind of sounds like something you’d melt over the nooks and crannies of a Trottingham muffin in the morning…”

“You’re right, that is kinda silly…” Fluttershy replied, though she was not speaking to Twilight, “How about, umm…Flutter…erm…Flutter Nutter?”

“Please do not call it that,” Twilight begged sardonically.

Fluttershy fell silent for a while. She nodded her head at the doll several times and hummed her assent to questions that were not being asked. When she was satisfied with her mental conversation, she landed, turned, and finally approached the Princess of Friendship.

“We decided that it’s too confusing for the two of us to both be named Fluttershy,” Fluttershy explained, “So, um…for as long as Fluttershy stays with us, can you please call me Flutterbunny?”

Twilight stared. “Flutterbunny? You want me to call you that?”

“I-it was Fluttershy’s idea,” Fluttershy meeped, averting her eyes to the floor.

Twilight couldn’t hold back a second, deeper sigh. “Did you just submit yourself to the whims of a stuffed toy?”

Fluttershy attempted to clear another sudden thickness in her throat. “It’s…really not such a bad thing to submit to a toy…you should try it sometime…”

Twilight blanched, her coat soaking up the intent behind her friend’s words like so much spilled milk. “Wait…why am I here again?”

Fluttershy rocked on her heels. “…moral support?”

“Alright, but why me specifically?” Twilight pried, suddenly no longer satisfied with the returning of garbage photographs excuse.

Fluttershy wilted under the interrogation, “I…I just thought…well, you’re so…um…bookish and reserved, I thought maybe you’d be interested in…um…” She paused to swallow again, “…in meeting Fluttershy.”

Twilight’s eyes slid over to the toy. Plush Fluttershy stared back at her with that sly grin permanently etched on her face, and a proud, thick erection curving up from between her legs. Twilight found herself staring at the toy’s stallionhood, and she blurted out a question without thinking-

“Did you order something that large on purpose?”

“What?” Fluttershy followed Twilight’s eyes, and she blushed. “O-oh, um…they…they custom make that part based on the measurements you send them…”

“And where precisely did you get measurements?”

Fluttershy’s eyes were darting around. “N-not stallion measurements. You have to measure your own, um…parts. And they base it off of that.”

Twilight whistled in spite of herself. “Fluttershy, you never cease to amaze me.”

“S-so do you want to try?” Fluttershy spat out the words before she could stop herself.

Twilight shifted on her sofa cushion. “You’re serious, aren’t you.”

“Mmhm,” Fluttershy replied innocently. “I’m so nervous…i-if you went first, then maybe…”

Twilight felt fire erupting from her pores. She rummaged around in her mind and let out the first excuse she could come up with-

“I’m…not into mares? I-I mean, I’m not into mares! Yes. Tooootally not into mares.” Twilight made as if to rise, “So, you know, thanks for the gracious offer and all that, but really-“

She trailed off when she noticed she had lost her companion’s attention again. Fluttershy – the real Fluttershy, was back to hovering, her wings absently beating as she rubbed a hoof under her chin, deep in thought. She floated over to her plush-self and just stayed there for several minutes, so lost in the workings of her mind that she barely moved a muscle except for the appendages keeping her in the air.

“So…” Twilight stood, “I’m gonna…head home…”

Fluttershy exploded into motion, whirling on her friend. “D-don’t go!” She pleaded. In a burst of speed she tore over to a cupboard, extracted a pair of scissors, and sped back over to her plush self. Twilight couldn’t get a word in edgewise while Fluttershy emitted a whirlwind of metallic snipping noises, the intent of her attack blocked from view by her own body. When she was finished, Fluttershy grabbed the plush toy and dragged it over to the couch, where the alicorn was still standing.

Plush Fluttershy was now completely devoid of eyelashes.

“H-here!” Fluttershy stammered manically, “We’ll call him…um…Butterscotch!”

Twilight, startled, took a step back. “B-Butterscotch?”

“Uh-huh!” Fluttershy insisted as she shoved the grinning, lashless plush into Twilight’s face, “S-see? He likes you!”

Twilight’s second step put her leg in contact with the couch. Yelping, she collapsed back onto the furniture, finding no escape from the two encroaching pegasi.

“B-but that’s just you without eyelashes!” Twilight complained.

“Pound Cake is just Pumpkin Cake with fewer eyelashes!” Fluttershy insisted. “Oh Twilight, pleeeeease don’t go home! What if Butterscotch doesn’t like me? I don’t want to make him uncomfortable!”

“Y-you just cut her…his…whatever eyelashes off with scissors, you’re dragging him around the room like the plush toy he is, and you’re worried that he might become uncomfortable!?”

The duly-named Butterscotch vanished from Twilight’s field of vision, only to be replaced by the crocodile eyes of Fluttershy. Each orb was practically the size of a salad plate. “Please Twilight…please stay just a little while longer, pretty pretty please…”

Twilight batted lightly at her guest, “O-okay! Fine! J-just…personal space!”

Sighing with relief, Fluttershy backed off. “Oh, Twilight, thank you so much,” She went on as though her friend had just casually agreed to another cup of tea, “We’ll have a wonderful time tonight, you’ll see!”

Outside, Luna’s influence was already upon the heavens. Twilight wondered just how long a night it would be.