Much Ado About Something That's Really Not That Interesting, Seriously, What Is Wrong With These Ponies

Rarity hums in contentment, utterly relaxed under your hands.

"Oh darling, be careful or I might lock you up and keep you for myself~."

This is a favor for a friend, nothing more. This is your mantra. You are not aroused by-

"Harder, Anonymous! Oh!"

You pop a boner, massaging your number one clothes supplier and roommate. She chooses this moment to adjust her position, and you can only stare in horror and desire as her flank presses against your crotch. She freezes. You blush furiously.

"Sorry, it just sorta-"

She laughs.

"Oh, Anonymous, it is entirely understandable. To tell the truth, I had been wondering when something like this would happen."

You lean back onto your haunches.

"Y-you have?"

Rarity draws her legs up underneath herself, and turns around.

"Of course! My friends and I couldn't help but notice your insistence on being clothed. But now, I think you are suitably inclined to removing them. Am I wrong?"

Has she talked about this to her friends? It still baffles you how casual ponies can be about these things. If she wants to see it, though...

"You ponies are lucky you are so cute."

Rarity smiles in satisfaction as you pull down your pants. You pause at your boxers; this is a bigger step for you than you'd like to admit. Rarity stops staring at your crotch and glances up at you.

"Darling, I was rather hoping to see more than your legs bared."

That does it. You are fully erect as you slide off your boxers. You look up to see an odd smile on Rarity's face. As you straighten, her lips twitch, and she covers her mouth with a hoof.

"Rarity?"

She fails to stifle a giggle.

"Oh Anon, it's so cute! Tell me you named it, you absolutely have to have named it."

Your cheeks redden, but you respond.

"I call it Anon Jr."

"Junior!"

She dissolves into a fit of giggles. You angrily pull up your underwear and pants.

"Very funny. I might talk to you again next week. Good bye."

You stalk off, only to find the door locked with magic. Damn unicorns.

"Now, don't be like that, I'm very sorry I laughed at your tiny stallionhood."

You turn around and scowl at her.

"Tiny? And you are trying to apologize?"

She draws herself up proudly.

"Well, I can hardly call it large, now can I? We've both seen Big Mac at the market."

That sobers you up, somewhat. Earth ponies are intimidating. You shake your head.

"That's not the point, Rarity. You laughed at me, then insulted me as part of your apology. I don't appreciate that. You can find me at Fluttershy's, once you've learned to apologize properly."

She seems honestly taken aback at how upset you are. This time, the door opens, and you stride off angrily.

You feel yourself calming down in Fluttershy's parlor.

"You can keep petting my mane. Um. If you want to."

She's laying on her side, her head in your lap. You're not sure when this started, but it helps to pet her like this. Goodness knows you've had more than your fair share of frustrations since coming to live in pony land. And more, living with that mare. Your fingers card through her silky hair, and you feel another little bit of your anger whittled away. You sigh.

"I don't know what I'd do without you, Fluttershy."

She smiles a little at that. Then she pauses.

"Anonymous? If you don't mind me asking, what was it?"

You run your hand down her neck, drawing comfort from her soft warmth.

"Rarity, again. For a cultured mare, she can be awfully rude."

Fluttershy glances at you, then away.

"I wouldn't say that's the real Rarity, but that she shows that side to you... Doesn't that make you better friends than if she always was careful to respect your feelings?"

You lean back an sigh again.

"You're probably right. Still, I don't think I can just forgive her right away."

She nods.

"That's okay. Um. If it doesn't upset you too much, what was the fight about?"

You stare at her, unable to even lie, hesitant to tell the truth. She looks away, saddened.

"It's okay, you don't have to tell me."

Damn cute ponies. You rake a hand through your hair, thinking quickly.

"She... saw something of mine, and laughed at it. I got upset, and she accidentally insulted me while apologizing."

Fluttershy looks up at you.

"What was it?"

...

"My manhood."

She's confused.

"Do you, maybe, have it with you? If I could see it, then I might understand."

There's no easy way of saying this.

"It's my cock."

She sits up straight.

"Rarity got see it? Before m-, I mean, I would like to see it too, if that's alright."

You stare at her for a bit.

"Are all of you so curious?"

Fluttershy won't meet your eyes.

"We might talk about it, every once in a while. Idly. Without charts."

You suddenly have a bad feeling about Twilight.

"If it means so much to you..."

Fluttershy nods intently. You do it all at once, revealing your half-flaccid dick. Okay, you did not think this through. She looks at you in concern.

"Is it okay?"

You grunt in frustration.

"Just a moment."

You give yourself a few pumps, aided by the intense look of concentration on yellowquiet's face. You let go, Anon Jr. at full mast. Fluttershy glances up at you, then back at your dick.

"Can I... Can I touch it?"

Now this is what you are talking about. You nod with a smile. She tentatively stretches out a hoof, barely brushing your shaft.

"So smooth." She murmurs.

She strokes it with the soft part of her hoof, constantly looking to you for approval.

"You can taste it, if you want."

Fluttershy frowns.

"I don't think that will help. We just need to keep touching it, so it can grow to a normal size."

That sounds great, but this is one of your best friends. You have to be honest.

"This is about as big as it gets. Touching it was just sexual stimulation."

Understanding dawns. She looks at her hoof, then at your face.

"Oh."

Fluttershy pats you on the shoulder.

"I'm sure somewhere, you'll find a mare that is happy with you."

It's not much better than Rarity's try, but you can't get mad at Fluttershy. Just then, there is a knocking at the door. Yellowquiet pats you again, then flutters over to the door. She opens it, and you suddenly realize that you are exposed. You cover your crotch and try to edge away inconspicuously. Fluttershy steps aside, revealing Rarity. You stop your efforts, and just resign yourself to your fate. Rarity actually looks contrite, and the bags next to her might contain a clothing bribe.

"I really do apologize for my utterly dreadful comments this morning. I now realize that stallionhoods are a very sensitive subject, and need to be handled delicately."

This apology? You can accept. The accidental innuendo certainly helps.

"I accept your apology. As long as you keep that in mind, I think we'll be fine."

Fluttershy claps in muted joy.

"I'm just so glad you two could make up."

Rarity smiles.

"Me too. Anonymous, I made some clothes for you, would you like to try them on?"

This is often how you two make up. You love getting flattering items to wear, and she loves seeing how they look on an unusual form. You get up from your seat, ready to step into some new threads. Then she levitates a few pieces into view, and you sit right back down.

"I figured Anon Jr. could use a little flair, if you know what I mean."

It's a beret, a scarf, and a jacket, all doll-sized.

"You want to dress up my penis."

Fluttershy misses your flat tone completely, and claps some more.

"Oh, that is a great idea, Rarity! I'm sure Anon will be much more confident showing his stallionhood off, if it's well dressed!"

No ladies, you are having the opposite effect. Whatever. You officially do not care at this point.

"I'm glad you agree, Fluttershy. I have several outfits I'd like to try, and-"

She sees you in your apathetic state.

"Oh, this will not do at all! We must have Anon Jr. at his finest!"

What. You look down. Looks like you aren't the only one who doesn't care anymore. Fluttershy smiles.

"Don't worry, Anon showed me the trick to helping out the little guy! You take your hoof and-"

Damn it, Fluttershy. Rarity interrupts.

"But we can't do that, we need to put clothes on it too. No, I'm afraid we must do something else."

Should you be worried? Fluttershy droops.

"Oh."

Rarity hops up onto the couch next to you, and lays down with her hooves on your leg.

"Anonymous, darling, do you remember what started all of this?"

You stare at her quizzically.

"Massaging you, but I don't see-"

She wiggles her hindquarters and gazes at you with half-lidded eyes.

"You may remember a certain part of me got a special massage at that time. Would you like to use your clever, wonderful hands, and try again?"

Oh my.

"You mean it?"

Rarity nods.

"My flank is yours for the taking."

Things are definitely looking up. Fluttershy settles down on your other side.

"Oh, little anon is looking much happier!"

Without a second thought, you reach out your right hand and grab a hand full of choice white rump.

"Mmmm, I knew you would see it my way, darling."

Can't argue with that. You look at Fluttershy. Her eyes are open wide, taking in your erection, and the way you are squeezing that ass. You bring your left hand up and stroke her mane.

"Would you like that too, Fluttershy?"

She squeaks in surprise, and lowers her head, hiding behind her mane.

"...If it's alright with, um, you?"

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You bring your left hand down on her soft posterior, gently cupping the golden booty. Rarity brings the first outfit over, and is happily trying different scarf styles just below your lower head. Fluttershy is blushing.

"Um, harder, please."

Oh hell yes. You sink your fingers into her soft plot, grasping and pinching. You may be in heaven, but you are not about to stop and ask the locals. You finally pay attention to what's happening with your dick. The second outfit is on, a veritable three piece suit, albeit a tube instead of pants. Rarity gently sets a top hat on your glans to complete the ensemble. You are pleased to note a mild blush on her face as you grope her ass for all you are worth. Fluttershy groans, and lays her head down in your lap, sniffing at your sack. As Rarity removes the tiny clothing carefully, she asks,

"Fluttershy, are you quite alright?"

The pegasus nods slightly.

"Just, ah, fine, Rarity. I thought I might take Anon up on his, mmmmm, previous offer."

With that, she licks your balls.

"Musky."

Rarity pauses in bringing the next outfit up.

"Do you plan on tasting the rest of it? I have a few more outfits to try, and-"

Fluttershy suckles on a testicle, moaning happily. You bring your hand from her flank to the valley in between, dipping into her moist pussy. Fluttershy moans even more desperately, her mouth moving up to your shaft. Rarity glances at you, then at her friend.

"My, but she is enjoying herself..."

Your right hand drifts a little closer to Rarity's valley.

"Would you like to join her?"

She's fully flustered now.

"Well, it would be rude of me to decline such a kind invitation."

Your fingers dip into her waiting flower, slick with nectar. Rarity lets out a high pitched gasp. As you plunge into her depths, she joins Fluttershy at your cock, licking and sucking at the shaft. From time to time, their tongues meet around your dick, and they make a brief, heated eye contact. Forget what you said earlier, now you are in heaven. You bring your left hand to Rarity's mouth, and she eagerly sucks Fluttershy's juices off your fingers. The pegasus whimpers, and you quickly return to her quivering nethers. Rarity takes your length into her mouth, her tongue writhing around it. Then she pulls back, only for Fluttershy to pounce, sucking greedily at your member.

You don't know how much more of this you can take. The switch a few more times, their entwined manes resting in your lap, getting dripped on by their mingled saliva running down Anon Jr. Finally you feel yourself stiffen in Fluttershy's mouth, and you hold her head down with your cum-soaked right hand, fresh from Rarity's vagina. Her eyes widen as you pump into her mouth, groaning in release. Rarity pouts.

"Do you mind? I was almost there."

You return your hand to its labor, and she nuzzles your chest. Fluttershy swallows, then paws at your leg.

"Um, me too. I'm pretty close."

You redouble your efforts, earning grateful moans from both mares. Fluttershy rubs her head against your chest, her eyes closed in rapture. Two sets of hips start bucking at your hands, and their breaths come in shallow gasps. Rarity clenches around your hand, her neck arched in pleasure.

"By the diamonds and stars!"

Your hand is awash in marecum, and she rests her head on your shoulder, panting heavily. A few more seconds, and Fluttershy orgasms, a high pitched keening accompanying her shuddering pussy. As the mares lean against you in sleepy euphoria, you pet their manes fondly.

"That was quite nice, don't you agree?"

Rarity hums contentedly. Fluttershy brings her lips up to your ear, and whispers,

"Yay."