Without any warning from her coltfriend whatsoever, Sheton leaned down and took the zipper of Scootaloo’s pajamas right into his mouth. The action both shocked and excited Scootaloo at the same time, and she shivered as she watched him slowly pull the zipper down. He kept his slitted eyes on her’s for the entire time, and even as he let the zipper go, Sheton still didn’t use his hooves to undress Scootaloo. Silently, he moved on to the flaps of her suit, biting down on it and tugging it down from her shoulder in the same sensual manner.

‘Oh goodness, does he even have any idea how wonderfully sexy that is right now?’ Scootaloo thought to herself, watching as Sheton went over to her other side. Her gentle violet orb for an eye stayed locked on the Thestral colt’s emerald blue ones as if they were preventing her from looking away. ‘He’s making me all hot and bothered just by doing that action alone! He must really know how to turn me on…’

As that thought crossed her mind, Sheton shifted back in front of her and grabbed both ends of the zipper flap, still maintaining eye contact with Scootaloo. He gently tapped at her chest with a hoof, and she laid slowly laid down on the pillow if only to make Sheton’s task easier. Scootaloo’s large wings were pressed firmly against her sides, shaking slightly as she tried to keep them from opening. Her body began to shiver as she stared into her coltfriend's eyes, who was smiling back at her through the flaps in his teeth as one of his ears twitched. ‘Sweet Faust, he looks so cute looking at me like that; with those ears and those big blue eyes! Oh, I don’t think I can contain myself! Please Sheton, please finish the job before I crush you in a glomp!’

To her relief, Sheton continued on with his movements, almost as if he could hear his fillyfriend begging him in his mind to keep going. With a half-lidded expression, he pulled the pajamas off the last parts of Scootaloo’s body, allowing her most sacred areas to bounce and glisten freely. It took a few seconds for Sheton to get her legs free, but once he did, they immediately closed together, and not from the cool air that touched them.

“Awww, what’s the matter?” Sheton asked, setting the clothing down beside him. “Are you too cold? If you want, I can close the window.”

“N-no, i-it’s not that,” Scootaloo replied with a little headshake. “I-it’s just…I-I’m feeling a little uncomfortable, r-right now.”

A look of worry came to Sheton’s face, and he was about to as what was bothering her but stopped as it came to him. He looked down at himself, his own pajamas still covering him, and his bulge, before looking back up at Scootaloo again. “Oh, I see…it’s because you’re the only one whose undressed right now.”

“Y-yeah…I-I think that’s it.” Scootaloo nodded, peering up at Sheton through her long silky purple mane. Despite living in a society and nation were not wearing clothing was hardly an issue, Scootaloo still like she was being rather inappropriate right now. “M-maybe if y-you got undressed, t-then I can feel more c-comfortable.”

“I can work with that; it’s only fair anyway,” Sheton said, unzipping his own pajamas and slowly pulling himself out of them. Scootaloo watched silently as her coltfriend began revealing himself to her, from his black stocked grey forelegs to the massive fluff adorning his chest. Scootaloo was tempted to snuggle right up into it, but held herself back, opting to save it for later. Before she knew it, Sheton was out of his pajamas, laying them next to Scootaloo’s on the edge of the bed where they lay. With the fabric no longer hiding it, Scootaloo propped herself up to see Sheton’s genitalia for the first time.

“Oh…my…” She breathed; her single eye wide with disbelief at what she was seeing. Standing out right before her, the organ on full display, was her coltfriend’s own horsecock. It was a deep jet-black in color, with a large medial ring just an inch or so away from the testicular area. Said balls were a pure blue color, being the same emerald shade as Sheton’s own eyes. It was easily more than two feet long and more than six inches wide.

“Yeah, I know, it’s big isn’t it?” Sheton asked, rubbing the back of his head in embarrassment. “I was told by my Mom that many colts my age can have large scrotums. A lot larger than that of a normal stallion…and that it’s only going to grow bigger as time goes on.” He sighed as he glanced off to the side. “That means more raging hormones and dirty thoughts along the way…yay me.”

“It…it is a lot bigger than I thought it would be.” Scootaloo murmured, sitting up to get a closer look at the appendage. “It’s just as big as some of the toys that I use…”

“Yeah, it definitely-wait, what?” Sheton looked at his fillyfriend with wide eyes. “You actually use sex toys?”

Scootaloo squeaked, her eyes widening as she realized her slip of the tongue. It was too late though, and she knew she couldn’t take it back. Especially with the wide and curious eyes that Sheton was now shooting at her. “Um…y-yes…I-I do. I like to take some time to myself to um…r-relieve myself from time to time.”

“Wow…that’s…” Sheton breathed, laughing a little as he regained his composure. “That actually sounds really hot Scootaloo! You know, using things like dildos and vibrators whenever you're worked up.” He paused as another more personal question came to mind. “Feel free not to ask this, but…does Fluttershy know?”

Scootaloo shut her eyes, feeling too embarrassed to answer despite her coltfriend's reaction. To say that Fluttershy knew of her little habit was an understatement. There were more than a few times where the Ponyville Veterinarian had caught her sister in a masturbating session. Be it in her own room, in the bathroom, or even on the couch, and at the worst of times. There was even one time where Fluttershy had walked into her room and literally watched her have an orgasm right onto her bed. Scootaloo could still remember the terror she felt at being caught in the act, and the look of shock on her older sister’s face upon seeing it happen.

Any other parent or sibling would’ve probably freaked out and shamed their child for doing such a thing, but Fluttershy was not such a pony. Instead, she apologized to Scootaloo, and calmly explained that she had no problem with her pleasuring herself, just that she should do it in more private places. Fluttershy even went so far as to ask Scootaloo if there was anything that she could do to help her feel more comfortable with her habit. Probably as a way for her to make up for walking in on her without even asking to come in. That was where the sexy toys came in, and Scootaloo found herself being pleasured ways that she imagined her coltfriend would do with her. Or course, she had to get through a more…painful obstacle in order for her to freely use the toys, and prepare herself for mating with her coltfriend for the first time.

‘It’s a good thing that I did sooner rather than later…I really didn’t want anything ruining this moment. I just hope Sheton doesn’t take that the wrong way.’ Scootaloo thought to herself, taking a few deep breaths. Once she was sure she was composed, she looked back up at Sheton, and replied, “W-well… let’s just say that s-she was very understanding about it, a-and w-was very helpful with my h-habit too.”

“Oh, okay good. I’m glad that Fluttershy didn’t get mad at you.” Sheton said, sighing with relief as he patted his fillyfriend on the head. A tinge of guilt washed over him at seeing Scootaloo’s embarrassed expression, which prompted him to try to make her feel better. “I-if it um, if it makes you feel any better…I, um, sometimes like to play with myself too.”

Just as he expected, Scootaloo’s expression went from embarrassed to surprise, and she looked at up at him with a single eye that matched it. “Really? You like to m-masturbate, t-too?”

“Uh-huh…thought not quite in the same way you do,” Sheton replied bashfully. “I was caught a few times by my parents and my sister, and it was so fucking embarrassing! Luckily for me, they didn’t get mad, though my sisters did like to tease me for thinking of you while m-masturbating…oh it was so shitty of them to do.” He bit his lip as his cheeks flushed, pulling his fedora over his head. “I don’t really wanna talk about it, but it was pretty embarrassing. That’s all I’ll say.”

“…Awww, you were thinking about me while you were pleasing yourself?” Scootaloo cooed, clasping both her hooves together. “That is so, sweet! I knew you were attracted to me, but to think of me every time you relieved yourself…you’re just like a little puppy!” She reached out and scratched at one of Sheton’s ears, causing one of his hind legs to kick out a bit. “Though, I can’t help but think you told me that to make me feel better. That was it, wasn’t it?”

Sheton’s nose twitched and he instinctively leaned into Scootaloo’s touch. “M-mhm…”

Scootaloo giggled softly and planted a kiss on the stormy grey colt’s lips. “Well, wasn’t that nice of you to do? Wanting to make your fillyfriend feel better even if you weren’t really trying to embarrass her. I can’t let such an act go unrewarded.” She leaned down and licked the tip of his member, lapping up the precum that leaked out. “So why don’t I go ahead and do just that?”

“Y-yeah….” Sheton nodded, gasping from the sudden action. “Do you want me to lay down?”

“Please Tony~?” Scootaloo cooed, her lower lip puckering out as her pupils dilated and quivered. “Can you pleaselay on your back for me?”

Under such a sweet voice, and his signature nickname, Sheton shifted over to the head of the bed, and laid back on one of the pillows. He tucked his forelegs into his chest, letting his had fall over his eyes a bit as his hindlegs sat wide apart from each other. His two-foot-long cock stood on full display, the tip once more dripping with pre as Scootaloo looked at it with hunger.

“Wow, it’s really big. And so hard too~.” She said quietly, one of her hooves reaching out to run along it. Sheton flinched at the contact but made no sound as Scootaloo continued to examine it closely. “It feels so hard in my hooves. You must really be excited, huh?”

“M-mhm…I really am.” Sheton nodded, blushing deeply as he sunk into the bed. “I…I-I just can’t believe we’re really going to do this. That I’m going to do this…with you…”

“I see…well then,” Scootaloo cooed, gripping her coltfriend’s cock in both her hooves. “Why don’t I may that disbelief real~.”

Before the stormy grey colt could respond, Scootaloo stuck her tongue out and ran it along the tip of it. The precum that was coating the head of the cock found itself stuck to the bright orange filly’s tongue like a fly in a flytrap. The slow gentle licking immediately grew a cute squeak from the colt laying in front of her, before a moan just as adorable left his lips. Scootaloo didn’t stop there though and continued to lick at the head, going at different parts of the organ, not minding the veins she felt pulsing on her tongue. When she got back to the head, she noticed that there was still some precum left, and she proceeded to lick at the head again.

“Oh…Scootaloo~…” Sheton gasped, feeling himself melt until the feeling of his fillyfriend’s tongue running across his unusually large cock. “Y-your tongue…! I-it feels so warm and w-wet across my cock! I-is…is this what a blowjob feels like?”

Scootaloo stopped in her licking, doing the same to her lips as she lapped up the precum coating them. "From what I read in my books, I’m pretty sure that it is.” She replied, keeping the cock in her hooves as she rubbed it. “Do you want me to stop?”

Sheton’s objecting response was immediate. “NO! No, please don’t stop; it feels so fucking good right now!” He begged, letting out a whimper. “Keep going Scootaloo…please~.”

Scootaloo beamed happily down at him and gladly proceeded to continue with the licking and running her tongue all up and down Sheton’s cock. Her hooves helped her in pleasuring the colt as her tongue went all the way up and down, making sure Sheton felt her tongue all over his rock-hard penis. The colt moaned and panted under the action, and a couple of times his hindlegs kicked out in response but made sure they didn’t hit Scootaloo.

Scootaloo didn’t mind his jerky movements, and continued with her work, going on for a few moments longer before planting a kiss on the tip. Sheton giggled a bit at that and looked up at her, only to see her going down lower. The next thing he was moaning and giggling at the same time as Scootaloo planted big wet kisses on his huge ball sack. Sheton dug his hooves into the sheets on her bed as she did this while using one hoof to keep stroking his cock. Scootaloo continued this act for twenty seconds longer before stopping and looking up at her coltfriend.

“You are so cute when you giggle and squeak.” Scootaloo cooed, staring at Sheton with a half-lidded expression. “Did you like that?”

“A lot actually. Though you did catch me off guard when you started kissing my balls like that. It really tickled~.” Sheton nodded as he calmed down.

“Well, I wanted to hear more of those adorable squeaks of yours before I really got down to business.” Scootaloo winked, blowing a kiss at Sheton as she sat up. “Speaking of which, let’s get right to it~.”

“What’re you-” Whatever question Sheton was going to ask next was drowned out by a loud gasp that escaped his mouth. Scootaloo had apparently opened her mouth and took the head of his cock in her mouth, slowly going down as she did so. The wet warmth Sheton felt around various parts of his cock was now all over it as Scootaloo began to suck him off. Despite having it in her mouth now, that didn’t stop Scootaloo from giving Sheton’s dick gentle loving strokes with her tongue. It only served to add to the pleasure Sheton was feeling, and he let Scootaloo know it by letting out loud moans and small squeaks of pleasure.

“S-Scootaloo! Oh, that feels so f-f-fucking good…! Your tongue feels so incredible!” Sheton gasped, biting his lip hard as Scootaloo took even more of his cock in. “D-don’t stop…p-please don’t stop doing that, it feels so amazing~!”

‘As if I would stop pleasing the colt that I love~.’ Scootaloo thought, letting out a moan in response as she bobbed her head back and forth. More of Sheton’s cock entered her throat, so much so that she could feel it bending in the back of her throat. If any other filly had tried this, they would’ve been choking or gagging at this point. Luckily for Scootaloo, she took the initiative in training herself for a special occasion like this. The more cock she took in while continuing the blowjob, the more relieved she was that she did. By the time she reached balls deep, she thanked Faust herself that she didn’t take her chances.

‘I’m so glad that Fluttershy got me those toys and books about sexual intercourse.’ Scootaloo thought to herself, letting her tongue run along Sheton’s balls. She felt the cock pulse in her mouth, but it didn’t bother her, for her nose breathing helped her not focus on it. ‘I’m gonna have to find some way to thank my sister for them in the future…’

“W-wow Scootaloo…” Sheton said in awe, snapping the filly out of her thoughts. “You have the entire thing on your mouth. On your first try too! How’re you not chocking from that?”

Scootaloo smiled as best she could through the cock in her mouth, letting out a muffled giggle. Slowly, sensually, she pulled her head back, letting Sheton feel every inch of her throat and mouth through his cock. Sheton shuddered in response watching as she stopped just at the head of his cock, to which she proceeded to like with her tongue. With a wet pop, she released him from her mouth, holding the cock in her hooves as she smiled sweetly at Sheton.

“You can thank my sister for that. She was kind enough to give me the toys and books explaining how to best please your partner.” She replied, kissing his tip again. “It was really helpful for me, especially when it comes to blowjobs~.”

Sheton’s eyes widened in amazement, “Wow! Fluttershy actually did that?”

“Mhm! She knew how much I wanted to make this time with you special, so she did all she could to help me do just that!” Scootaloo chirped, a fond smile coming to his face. “She really is the best pony, isn’t she?”

“Heh, you’re telling me,” Sheton replied with a chuckle, a sweat drop appearing on the back of his head. ‘I knew that there was something was up with the way Fluttershy was talking about me and Scootaloo! She must’ve known that we were going to do this from the start, which explains her behavior form earlier! That mare...’ Shaking his head of the thoughts, he looked back up at his fillyfriend. “Well, remind me to thank her for being so helpful and supportive of us.”

“Oh, I most certainly will.” Scootaloo winked, giving another lick to Sheton’s cock. “Though if you really do want to thank her, you can do that by making this the best night of my whole entire life~. And on that note, I wanna change up this little blowjob of ours.”

“Really?” Sheton asked curiously. “How?”

Scootaloo smiled, gesturing with a hoof for Sheton to sit up. He did so, and Scootaloo moved back, laying on her stomach with Sheton’s cock facing. With that same half-lidded look in her eyes, she looked at her colt friend and said, “I want you to fuck my face~.”

“W-w-what?” Sheton asked, a bit taken aback. “Y-you mean…you want me to…?”

“Yes, shove that big fat cock of yours into my tight little mouth and shove it down my throat.” The bright orange filly urged, opening her mouth wide with her tongue looking out. “Go on, facefuck me like a little whore, and don’t you dare hold back~.”

‘Holy shit, where did this side of Scootaloo come from?!’ Sheton thought as he felt a shiver go down his spine. Despite the dirty words of encouragement, the colt was still a bit hesitant about going through with it. “Are you sure? I mean, I know you took all of my cock earlier, but I don’t want you to choke on it.”

“It’s okay, really. There’s nothing to be worried about.” Scootaloo gently patted Sheton’s thigh. “As I said, I’ve prepared myself for this month prior. So I know what I’m in for.” She stuck out her tongue and licked the tip. “Come on baby. Give it to me. Give me every single inch of that beautiful, throbbing, drooling dick of yours~.”

Sheton gulped, hesitating for just a moment longer before he grabbed the back of her head, lining his cock in front of her mouth. “Well, alright then. If you’re sure about this.” He relented. “Just make sure to let me know if you’re feeling uncomfortable okay? The last thing I want is for you to pass out choking on two feet of cock.”

“I promise. I’ll let you know if I’m not feeling okay.” Scootaloo assured, winking up at the colt as she opened her mouth wide. “Now, come and give me your sweet nectar.”

Sheton laughed at that statement but nonetheless complied with his fillyfriend’s wishes. In a single thrust, he slid all two feet of his cock right down Scootaloo’s throat. The filly gasped at the sudden fill-up of her throat but moaned afterward at just how sweet Sheton’s cock tasted. Her moan sent vibrations through the organ, causing Sheton to let out a moan as well.

“Oh, fuck Scootaloo! Your throat is so tight and warm!” He gasped as his hindlegs trembled. “I-I can feel it clenching around my cock and squeezing it!”

‘Your cock taste so sweet too. It’s like I’m sucking a lollipop!’ Scootaloo thought, unable to express her compliment verbally due to the cock now concealed within her mouth. She gave it a few gentle sucks, urging Sheton to start fucking her face at the pace she wanted. He complied and soon began moving his hips back and forth, going fast but still slow enough as to not make Scootaloo choke. Scootaloo closed her visible eye, humming as Sheton’s cock pumped in and out of her throat. Her tongue moved around the bottom and the sides, feeling for any veins around it as she steadied herself on her bed. Sheton’s massive balls slapped against her face, the sounds becoming more noticeable and went as Scootaloo’s saliva dripped down her chin.

‘I can’t believe it! Scootaloo’s actually managing my entire penis! She’s taking it like she’s licking a popsicle or something!’ Sheton thought, staring down at Scootaloo as she licked and sucked him off. ‘She wasn’t kidding when she said she prepared herself for this, she really can handle the entire thing!’

As if reading her coltfriend’s thoughts, Scootaloo opened her one eye and looked up at him, her expression clearly stating, ‘I told you so’. Sheton smiled sheepishly but gave no comment as he continued to facefuck his fillyfriend for all she was worth. He could feel every riding and wet part of her throat, along with her tongue as his cock rubbed against it. The warmth, the tightness, the softness, the unrelenting pleasure it gave him. It made his head spin wildly, and it only served to make him want it more, and then some.

Scootaloo was in a much similar state if her burning red cheeks and blissful expression was any indication. Her entire throat was filled to the brim with practically all of her coltfriend's large horsecock, and it made her wet the more she took it in. She didn’t even need to let her teeth graze over it to let her know just how hard he was, not that she’d dare do that anyway. Sheton as just as tasty as he was hard, which made her feel all the more stupid for thinking he wouldn’t taste as good when she actually took him in.

‘Then again, it could be because Sheton’s just lucky.’ She thought to herself as she moaned softly in silent pleasure. ‘I’m pretty sure there aren’t many other colts with cocks that are as tasty as he is and more… salty to say the least.’ She let the thought hang in her head for a second, before mentally shrugging. ‘Oh well, that’s okay. I’d still suck him off all day, my special somepony deserves no less from his fillyfriend~.’

Right on the ending cusp of Scootaloo thinking that she heard her coltfriend hiss. The sound was so sharp she briefly thought he was hurting. Before she could even attempt to pull out, he immediately soothed her worries. “Oh shit, Scootaloo…I-I…I’m about to cum! Oh, sweet motherfucking stars above! I’m cumming!”

Scootaloo’s eyes widened, and she immediately grabbed Sheton’s hips, bringing even more of his cock in her mouth. She moved her head this way and that, moaning loudly as she did her best to make Sheton cum in her mouth. Her one violet eye looked up at him pleadingly, hoping head hear it through her motions alone.

He did.

With a grin, he tightened his grip on Scootaloo’s head and put all his remaining strength into the facefuck, growling with pleasure as he did so. Scootaloo’s eye shut tight, her throat squeezing as tight as it could around Sheton’s cock as she licked it roughly. Her breathes came out and short quick bursts, getting in as much air as she could while bracing for Sheton’s orgasm. She didn’t have to wait very long as Sheton pulled most of his cock back before shoving it all back in with a final thrust, and at that moment, he let go.

Sheton through his head back and let out a primal skree, his wings flaring as he blew his load into Scootaloo’s awaiting mouth and stomach. Scootaloo braced herself for the taste of his sticky cum to blanket the inside of her mouth, but it never came. For a moment, she was confused, but upon feeling her stomach warming up, it dawned on her that the cum was entering her stomach. Knowing what she needed to do, Scootaloo pulled back, letting just enough of Sheton’s cock out for his cum to fill her mouth. She was immediately blest with the warm, creamy, gooey, and absolutely wonderful taste of her coltfriend’s semen entering her mouth.

‘So…good…’ She thought, her eye rolling back as she eagerly gulped it down. Unfortunately, she wasn’t able to do so for long, for Sheton had slumped back, pulling his cock from out of her mouth. This action was soon forgiven as the last remaining spurts entered her open mouth, with even more landing all over her face, much to her delight. After the final spurt hit her on her muzzle, Sheton collapsed onto the bed, panting heavily from the session.

Scootaloo moaned quietly, her tongue rolling around her mouth as she observed the taste of her coltfriend’s sperm. It was as tasty as it was warm on her face as it dropped down to her chin, some of it sticking to her lips. Her tongue then stuck out to lap at the white substance before it dripped onto the bed, one of her hooves coming to wipe the rest of it off. As she continued to clean herself, she heard Sheton gasp out.

“Ah... s-shit…” He said in between pants, his brain finally working again. “That was so incredible~.”

“It really was, wasn’t it?” Scootaloo asked, licking the last of the cum off her hooves. “I’ve never experienced anything like that before. It was so much more different than sucking or jumping on a dildo. A lot more.”

“Right back at you Loo-Loo.” Sheton nodded, looking up at his fillyfriend. “That was so much better than me jacking myself off. I mean, don’t get me wrong, it does feel good to do yourself, but to have somepony else do it… it’s mind blowing.”

Scootaloo giggled. “I bet it is~.” She murmured, rubbing her belly. “Your cum was really tasty too. Even tastier than your cock was~.”

“Was that supposed to be a compliment or an insult?” Sheton asked, his ears folding back a bit at the statement. “It sort of felt like you were choosing my cum over my cock.”

“I’m sorry. I didn’t mean to hurt your feelings.” Scootaloo said apologetically, gently running her hoof along his member. “Your cum and your cock were both wonderful. It’s just that one of them dwarfed the other is all~.”

“Alright, fair enough.” Sheton shrugged, accepting the apology. “Either way, that blowjob was amazing. For your first time, you’ve really got some hidden talents.”

“Why thank you~. I try not to let it be known too much, least I get swarmed by jealous colts and fillies.” Scootaloo giggled, laying down next to the stormy grey colt. “Now that we’re on the subject, why don’t you show me the hidden talents you have that I just showed you?”

It didn’t even take Sheton two seconds to figure out what she meant by that. “Wait…y-you mean you want me to…”

“Mhm…I’m finally feeling comfortable enough to let you have your turn. Especially since you tried to help me be getting nude yourself~.” Scootaloo nodded, plopping on her back and spreading her hindlegs. “It’s time for you to have your drink now Sheton, and trust me when I say, it is going to be succulent~.”

Author's Note

Whelp, here it is, the first part in this romantic passionate clop between Scootaloo and her Thestral coltfriend Sheton!!! Now, I'm pretty sure that you guys are all going to thing that I may have overdone it with the oral, and in a way, I may have. As I stated before, I want to keep this at a steady pace and not rush things in this short story over all, keeping it as fluid as possible. It may have looked like I was starting off weak now, but trust me, it'll be worth it in the next chapters. I'll be starting slow, but I will be ending off with one hell of a bang!!!