When Twilight – she refused to think of herself as anything else, even if she was a copy – left the Castle of Friendship, she activated her tracking spell with a fair degree of confidence. Tracking Fluttershy shouldn't be so hard, after all. But when the mental image of Fluttershy's tracking signature popped up, Twilight's jaw dropped. How could she be that far already?

Well, no time to lose! She shot off instantly, flying away to the southwest, tracking her assigned test subject. She did wish that she could have been the one to go after Rainbow Dash, but she consoled herself with the thought that after she recombined with her other copies, she'd have all the memories of that. And that was almost as good as experiencing it herself, right? Well, at least it would be after the fact.

Fluttershy, though, seemed to be headed straight home, judging by the direction of her magical signature. And if that was the case, then Twilight had another trick up her sleeve. The main road through town headed southwest – the exact direction Fluttershy was going right now – but Fluttershy would have to turn right at some point to veer off northwest on the smaller trail that led out to her cottage. If Twilight flew directly there, she'd be able to get there first ... assuming that was really where Fluttershy was headed.

Of course, it didn't make much sense for Fluttershy to be headed home. According to Twilight's hasty mental calculations given what she'd observed with Spike, Fluttershy should be heading straight for the nearest stallion, just like the rest of her friends. But there weren't any stallions at Fluttershy's house, were there? Unless Fluttershy had been hiding something... Now wasn't that an interesting idea? Did she have a secret special somepony hidden out there?

It was a bit of a risk – what if Fluttershy was actually headed somewhere else? – but Twilight decided to take the direct route. If this risk payed off, she'd be able to arrive before Fluttershy and be in a perfect position to conceal herself and observe exactly what Fluttershy intended ... and without any interference from an observer.

Not that Fluttershy had seemed to have any problem with being observed when she was with Spike earlier, Twilight thought as she soared straight for Fluttershy's cottage. But in any case, it would be better science to avoid interfering with the results if she could possibly avoid it.

Once she arrived there, she angled straight down to the cottage itself, avoiding the menagerie of animals always to be found outside. She had a choice to make: should she find a hiding space inside the cottage or outside? Where would all the action be taking place? And she had to make her decision soon – Fluttershy's magical signature was approaching fast.

Twilight settled for squeezing herself in between a flowering hedge and the outer wall of Fluttershy's cottage – just underneath a window, where she'd be able to peek inside if necessary. This particular hedge was full of tiny blue birds. “Don't tell Fluttershy I'm here,” Twilight whispered to them, just in case it would work. “It's for science!” Whether or not these little birds had any concept of the scientific method was dubious, but just maybe that whispered request would save her from having her hiding spot exposed.

She didn’t have to wait there long. Fluttershy's magical signature was really moving. Soon, Twilight saw why. Fluttershy was still on the ground, running along the normal path, but she was using her wings as an assist. Her long green skirt flapped in the breeze around her rapidly pumping legs, and there was a dogged determination in her eyes, entirely focused on reaching her goal.

Twilight dropped a little deeper into cover. Soon, she'd find out exactly what that goal was. Fluttershy wasn't coming here randomly – she must have had some purpose in mind.

And, thankfully, Fluttershy didn't run straight inside her cottage as soon as she arrived. That meant Twilight had chosen the perfect hiding spot, able to observe everything in Fluttershy's little garden area.

Of course the moment Fluttershy came in, she was swarmed by all the various animals in the place ... but this time there was something a little bit different about it. Not about the animals – they glommed onto Fluttershy the same as ever. It was Fluttershy herself who acted strangely. She embraced the animals just as was to be expected of her ... but Fluttershy's hands lingered on them just a bit more than usual. She was stroking them, not just petting them.

Oh... Twilight's eyes opened wide. Oh no, this couldn't be happening, could it? She began frantically recording every animal and Fluttershy's interactions with it – goat, bear, deer, bunnies, dog, fox... The potion was only supposed to enhance a pony's natural attractions. Did this mean the potion had gone wrong somehow, or did it mean... Oh Fluttershy... She couldn't possibly love her animals that much, could she? Not like that... Surely it must just be something wrong with the potion...

Gradually, it seemed that only the male animals were sticking around near Fluttershy. They were just the ones getting the most intense petting, the most attention. The female animals one by one lost interest and wandered off. But the males... Fluttershy's hands wandered all over them, stroking along underneath the goat's belly, scritching the bunnies right above their tails, blatantly reaching back between the fox's hind legs and cupping his little fuzzy balls. The goat actually started eating a hole in Fluttershy's white tank top, just under her left breast. Who knew if that was a sexual behavior or just the goat eating everything as usual. The way the bear reached down and rubbed Fluttershy's thigh through her skirt, though ... there was no mistaking the intentions behind that.

As stunned as she was, Twilight didn't falter with her note-taking. These observations would be incredibly important.

It was the dog – a big, gray short-haired breed of some kind – that really got things started, though, when he reared up and started humping Fluttershy's leg.

Rather than push him away as she probably would have under any other circumstances, Fluttershy looked down at him and smiled sweetly ... though that smile did involve a little bit of lip-biting as the dog's red cock slid up under Fluttershy's skirt and made contact with the bare fur of her leg. “Oh Rufus,” she said, reaching around behind herself. “Here, boy – today, you can have more than just that.” She unbuttoned the skirt from behind, releasing the little clasp that held it up around her tail ... and it quickly fell away.

Fluttershy still wasn't wearing any panties underneath. She'd never put them back on after playing with Spike. So when she let her skirt drop, that bared her from the waist down.

As soon as he disentangled himself from Fluttershy's skirt, Rufus moved a little around to the front of Fluttershy's leg, still humping away at her around the knee ... but now he snuffled up between her legs, nuzzling closer and closer to Fluttershy's plush yellow pussy lips.

When he started licking there, Fluttershy cried out loud enough to scare away a few of the more timid bunnies. But they didn't stay gone for long. They closed back in quickly, despite the way the other animals began to really crowd around Fluttershy.

Twilight craned her head up from behind the hedge, trying to get a better view. Fluttershy was so surrounded that it was difficult to see what she was doing at times ... especially when the larger animals such as the bear or the deer managed to get in the way.

Still, Twilight was able to make some observations. Such as how Fluttershy lifted one side of her tank top so the goat could lick her big pink nipple directly, without having to eat a hole through the fabric first. Or how she deftly slid her hand down the bear's fuzzy belly, reaching all the way down – the bear lifting himself up high to help – and managing to reach his little nub of a sheath ... surprisingly small for such a huge animal. Or how she leaned over to ever-so-lewdly lick near the tip of one of the deer's antlers. Perhaps what shocked Twilight the most was the way the sight of it all was beginning to arouse her a little bit. That was something that absolutely did not need to go in the notebook.

She'd never really thought of Fluttershy's animals that way before ... and she would have liked to be able to say she'd never thought of Fluttershy that way before. But that would have been too much of a stretch. As Fluttershy pulled her tank top – the type with a sort of a bra built in – all the way over her head and off, her enormous butter-yellow tits dropped free, bouncing oh-so-pleasantly. Twilight had to admit a slight jealousy toward the animals ... or perhaps toward Fluttershy herself. Oh, to be endowed like that... Even after her alicorn-induced growth spurts, she still had nothing like Fluttershy's voluptuous figure.

And ... were even the animals reacting to how enticingly plush and curvaceous Fluttershy was? Her body certainly seemed to be working the same kind of magic on them as it did for Twilight herself. The bear's little pink stub slipped up out of his sheath as he stood next to Fluttershy. The deer's longer, thinner cock hung down at an angle beneath his belly, and the goat's did as well, longer and thinner still than the deer's. Even the fox had his little red rocket hanging out, dwarfed of course by the similar-looking one Rufus was rubbing all over Fluttershy's leg.

For most of them, Fluttershy's most interesting parts were out of reach. Only Rufus had access to her pussy as he licked her mercilessly. The goat, of course, still suckled at her nipple as if he expected to get milk that way, and though the bear snuffled at her other breast, he didn't seem to know what to do with it. The deer came in instead, able to reach high enough – much to the obvious envy of the other critters – to nuzzle up against Fluttershy's other breast. He seemed much more gentle than the goat, calmly licking his tongue across Fluttershy's big pink nipple over and over again.

It was beginning to have quite the effect on her. From the way her big breasts rose and fell, it looked like she was breathing ever deeper and ever faster. Twilight made careful notes. The timing and duration of the first orgasm could be a very important factor in gauging the potion's effectiveness.

And it actually came much sooner than Twilight was expecting. Ever the quiet one, Fluttershy had barely begun to moan audibly by the time it hit her. The smooth curve of her belly suddenly clenched inward, and Rufus licked all the more eagerly as his muzzle was doused with Fluttershy's juices. She finally did cry out then, in a piercing way, almost like a bird call. With one hand, she clutched the dog's head tightly between her legs, while her other arm wrapped around behind both the deer's and the goat's heads, squishing them up against her breasts, almost enveloping each of their faces in her softness.

Although she managed – rather impressively – to stay standing throughout her whole orgasm, Fluttershy collapsed as soon as it ended, falling forward onto her hands and knees. The deer and goat just barely managed to get out of the way fast enough to avoid poking her with their antlers and horns, but poor Rufus was squashed right underneath her.

Now that she was down, though, the animals saw their opportunity. The fox – largely unable to get any action so far – was the first. He quite literally pounced onto Fluttershy's upturned ass, lifting her tail up and out of the way with a deft grab of his teeth.

Fluttershy gasped when the fox's small body came up against her wide ass cheeks. “Mister Frisky! You're so ... frisky!”

Though much of his body was hidden between Fluttershy's generously plush cheeks, Twilight still knew exactly when Frisky managed to plunge his cock inside Fluttershy. It was obvious from the look on her face, the way her mouth suddenly opened.

The deer and the goat glanced at each other for a moment, then back down at Fluttershy's still-open mouth. Maybe there was some hard-to-spot signal between the two of them, but if there was, it was too subtle for Twilight to see it. But they both came forward at just the same time, both of them angling their long, thin cocks right for Fluttershy's mouth.

Fluttershy accepted them without the slightest hesitation, without the slightest complaint. It seemed almost as if she expected them to do that. And since each of them were a good deal less girthy than a pony's cock, Fluttershy had seemingly no difficulty in taking them both in her mouth at once.

It forced the two of them into an awkward belly-to-belly sideways stance with each other, but they didn't seem to mind. Both of them tilted their heads up, grunting with satisfaction as they humped into Fluttershy's mouth together.

As strange as this was to watch, it was scientifically fascinating. Twilight continuously jotted down new notes, scarcely half of them having anything to do with the potion's effects. Studying this kind of intercourse held so many opportunities. It could even be its own niche field of study!

While the deer and the goat began taking turns hilting themselves as deep as they could get inside Fluttershy's mouth – the goat in particular must have been getting his tip well inside her throat – Rufus finally managed to squeeze himself out from under Fluttershy, making her boobs sway a little back and forth as he popped out from underneath them. Undeterred by the way Fluttershy had no conventional places left open for his impressively thick cock, he simply mounted her from the side and began humping away near the base of her wings.

And the bunnies... They took from the big dog's example, hopping up to anywhere they could reach – mostly around Fluttershy's arms and her calves, each of them humping like mad against her soft-looking fur. And they moved so fast – like a blur, vibrating in place. They seemed tireless, but often paused for a moment, then moved to a new spot somewhere else on her body. Every time they did so, they left a little damp spot on her fur. Twilight could barely keep up her tally of how many of those little spots were left behind.

Soon, though, Twilight was entirely distracted from keeping track of the bunnies. The fox – Mister Frisky, as Fluttershy had called him – made a couple last urgent thrusts into Fluttershy, then held himself trembling as deep as he could go. His fuzzy, reddish tail twitched up and down in an unmistakable rhythm.

Fascinating! Twilight quickly noted down how long it had taken for Fluttershy to get her first real insemination from this encounter. That hadn't taken long at all!

The moment the fox dropped away from Fluttershy's ass, Rufus was there to take his place. The dog's cock looked quite similar to the fox's: both widest at the base, narrowing to a pointed tip, reddish pink in color with prominent red and purple veins. The only differences were that – so far – the dog lacked the big round bulge just above his base ... and of course that the dog's was significantly larger. Still not much compared to a pony, and not even as long as the goat's ... but definitely one of the thickest ones present.

It certainly made an impression on Fluttershy, at least. She tried to moan out some kind of words – Twilight was fairly sure she heard a “Rufus!” in there somewhere – but whatever it was Fluttershy was trying to say, it came out muffled and garbled between the two slender cocks in her mouth.

For his own part, Rufus seemed well beyond any point where he might have considered taking things slowly and gently. He prodded against Fluttershy's upraised ass a few times, trying to find his mark ... and the moment the narrowest tip of his cock slipped between Fluttershy's pussy lips – still slick and dripping from Mister Frisky's cum – he plunged right in, sinking his entire cock up into Fluttershy's pussy in one frantic thrust.

Again, Fluttershy cried out around the two cocks in her mouth, but this time it sounded more like a cry of pleasure than of worry ... especially the way it trailed off at the end.

Maybe it was the vibrations of Fluttershy's sweet little voice, or maybe he'd just reached his natural limit, but the very moment when Fluttershy's moaning cry ended was the moment the goat pushed himself as deeply inside her throat as he could manage, breaking the rhythm he'd been sharing with the deer and ignoring the deer's snorts in protest.

Twilight watched in wide-eyed fascination as the base of the goat's cock jerked almost violently up and down. What would it feel like to have something like that kicking up and down inside one's throat while it squirted out streams of goat cum? Twilight made a note in the margin to discreetly interview Fluttershy about it sometime later. In fact, Fluttershy's personal observations about all sorts of things today would be very valuable research material.

When the goat backed away, still squirting out the last of his thin – almost watery – cum onto Fluttershy's muzzle, she was then able to make up for the deer's time being momentarily ignored. Now that she only had one cock in her mouth, she no longer just sat there and let her face get rutted. Now she actively suckled him, running her lips lovingly up and down his slender length. Her eyes were obviously focused on his elongated, fur-covered balls dangling just in front of her face, between his legs.

The buck didn't last long with that kind of treatment. Despite Fluttershy doing all the work for him, he still made instinctive little thrusting motions toward her, resting his cloven forehooves on her shoulders just above her wings. As Fluttershy went particularly deep on him, tonguing the underside of his fuzzy sheath, he let out a grunting whistle – almost like a sneeze – and his whole body jerked.

The deer's balls visibly pulled up toward his belly and pulsed as he came down Fluttershy's throat. And whether it was because of his cloven hooves holding her shoulders tightly or just because she wanted to, Fluttershy took all of it this time, not letting any of it spill away as she'd done with the goat. She kept him as deep as possible, still licking away at the pink base of his cock as her neck bulged, visibly swallowing down what looked like a surprisingly hefty load.

'Research typical volume of cervine ejaculation,' Twilight wrote in her notebook, adding an asterisk next to it to mark its importance ... even though she wasn't quite sure where she could get such information, aside from conducting experiments herself.

As impressive as the buck's orgasm seemed to be, it didn't actually last very long. After just a moment or two of pumping his load deep into Fluttershy's mouth, he pulled back, sliding his glistening-wet cock out. Fluttershy still gave him the best blowjob treatment she could manage, though, tonguing him and twisting her head a little as he pulled back, pleasuring every little bit of his length as it pulled out from between her lips. She seemed to be getting only more and more into this ... possibly because of the way Rufus was really beginning to pound into her from behind.

When the buck's angled tip popped free from Fluttershy's mouth, one last drop of deer cum dangled from the end of it ... but not for long. Fluttershy leaned just a bit forward before he could pull away, licking that last drop off and swallowing it with a dreamy smile on her face.

No, Twilight was not going to take down a note to research the taste of deer ejaculate. She knew where that would take her, and it would be further than she personally cared to go.

The sight of that seemed to drive Rufus into humping into her even harder, though ... not to mention what it did to the bunnies. It drove them into an absolute frenzy, jittering against any bit of soft yellow fur they could reach. Were any of them Angel Bunny? Two of them were white, but Twilight couldn't tell one bunny from another quite well enough to be sure if either of those were Fluttershy's particular favorite.

Once the buck staggered away from Fluttershy's mouth, the poor mare was finally able to get a few proper breaths in ... which she did squeakingly, to the rhythm of the big dog's thrusts from behind.

It was only then that the bear – who had been very patiently waiting along the sidelines finally stepped up in front of Fluttershy, his small, stubby cock on full display as he stood on his hind legs right in front of her. He gave a low, grunting sort of growl.

“Oh Harry,” Fluttershy said in response. “Of course I didn't forget about you.” She leaned forward a bit and kissed the tip of his cock, even as his fluffy brown belly fur rubbed the tip of her nose. “There's nothing wrong with saving the best for last, is there?”

The whuffling growl that he made then sounded much more satisfied and less plaintive than whatever it was he'd said before. He tilted his head back and gave what sounded for all the world like a stallion's deep moan as Fluttershy effortlessly took his entire cock into her mouth. She probably didn’t even have to use her throat ... but then again, that meant that Harry's entire length could be massaged by her tongue, which probably felt even better than plunging straight down her throat, especially given how much Fluttershy's mouth was moving around. That suggested that she was doing everything she could to make it feel as good for him as possible.

And as she did that, Rufus got more and more into it himself. His thrusts slowed, becoming longer and more forceful. Every time he pulled out, Twilight could see a huge round bulge at the base of his cock, bigger than his balls. It had to be as big around as a stallion's flare ... and by the look of how hard he had to push, it was even stiffer, barely able to squeeze between Fluttershy's pussy lips. Fluttershy was definitely capable of taking it, though. Every time he pulled it back out, it was literally dripping with her juices.

Despite the effects that was obviously having on Fluttershy – she gave a little muffled squeal every time Rufus shoved himself all the way back in – there wasn't a single moment she didn't give Harry her utmost efforts. It was impressive, actually ... and kind of heartwarming in an odd way. Twilight made sure to take a note about it. The emotional aspects of the potion's effects were as important as the physical ... and harder to measure. And beyond the scientifically interesting aspects of it, there was just something oddly innocent and wholesome about how Fluttershy so completely devoted herself to pleasuring her bear's cock. Somehow, Fluttershy made even that seem adorable.

It didn't take long after that for Rufus to reach his limit. His front paws clutched tightly around Fluttershy's yielding hips as he pushed his cock all the way inside one last time. From the way his tongue hung out of his mouth and the way his eyes rolled up, he was very much enjoying the chance to cum inside her pussy. Unfortunately, Twilight couldn't see enough to gauge just how much he was pumping in, but he stayed in that position for quite a while ... that incredibly satisfied look on his doggy face the whole time.

When Rufus finally pulled out, a slow gush of thick, gooey cum dripped out from between Fluttershy's legs. To Twilight's surprise, the dog actually bent down to lick Fluttershy's pussy clean as soon as he slid off of her back. Fluttershy moaned luridly around the bear cock in her mouth, her tail twitching over the dog's head every time he licked.

He didn't get to keep licking her for long, though. Soon, Harry the bear tenderly and ever-so-gently reached down and grabbed Fluttershy's shoulders, pulling her upward along his fuzzy body.

Fluttershy resisted at first, craning her neck down to keep her mouth on his nubby cock for as long as she could, but soon enough she couldn't reach anymore. She had to let him pop out of her mouth as she slid up along his body.

And as he pulled her up, Harry kind of rolled over onto his back, lifting Fluttershy up on top of his big fuzzy belly.

That was when Fluttershy seemed to understand what he wanted. “Oh Harry,” she said with a little hint of a giggle. “You could have just asked...”

He gave a soft, yowling growl. Twilight wished she could understand the animals like Fluttershy – her notes were going to have a lot of blank spots when it came to what the critters were saying.

Whatever he said, Fluttershy replied to it with another little giggle. “You're right, it is—” she gasped loudly, at least by her standards, as Harry's cock slid easily into her slick, sloppy pussy “—more fun this way.” That last part was said in a lower, almost purring voice as Fluttershy settled into place, the inner walls of her pussy accommodating yet another strangely shaped, strangely sized cock.

For a few moments, Fluttershy simply rode Harry's thickly furred belly, her legs spread wide over his lap. But Harry didn't have her all to himself for long. The bunnies came first, crawling up Harry's fur in a struggling, straining wave. When the first of them managed to reach her thighs, Fluttershy bent down, lying against Harry's belly ... which gave plenty of room for the other bunnies to crawl all over her. And anywhere they could find an unoccupied bit of yellow fur or feathers, they'd latch on, humping ridiculously fast against her before leaving another little wet spot, moving on, and doing it all over again. The little guys just never stopped!

They weren't the only ones ready to go for more than one round, though. The fox leapt up onto Fluttershy and Harry from behind, pouncing onto Fluttershy's back again. This time, though, her pussy was already taken.

Fluttershy gasped a little when Mister Frisky's pointed red tip prodded up against her asshole. But when she looked back at him, it wasn't with shock or reproach, it was with a welcoming smile. “Oh my,” she said, “you really are frisky.” She giggled lightly again and lifted her tail higher. “Go ahead little guy, have some more. It's all yours.”

That was all the invitation the fox needed. He planted his paws firmly on each of Fluttershy's plush round ass cheeks and pushed up hard with his hind legs. His small, pointed cock, still slick with her pussy juices, easily squeezed into her tail hole.

One little squeak was Fluttershy's only reaction to that little foxy cock sliding up into her ass. She melted down against Harry's fuzzy belly, letting the fox, bear, and all the bunnies just go to town on her freely.

As relaxed as she looked, though, it was obvious to Twilight that a great deal of tension was working up in Fluttershy's body. Her yellow wings slowly spread open, her tail trembled a bit as it lifted as high as she could possibly get it, and her curvaceously long legs lifted her hips slightly as she pressed them harder and harder against Harry's body.

When Harry went still, bending down his head to gently nuzzle into Fluttershy's mane, Twilight didn't realize at first what was happening. Only when Fluttershy mumbled out, “Oh Harry, it's so much – I feel so full!” did Twilight belatedly realize that the bear was orgasming. He was so quiet and subdued about it! Hastily, she added that to her notes, adding a little addendum about the large volume of cum Fluttershy mentioned.

Mister Frisky seemed to be getting close as well. But this time when the base of his cock swelled, it was to such an extent that he couldn't pull it out of Fluttershy's ass again. The stretched little ring of Fluttershy's asshole strained and bulged every time the fox pulled back, but never enough to let him pop all the way out.

And apparently, that was what both of them needed. While the bear's cock was still probably still dribbling out the last of his cum, both Fluttershy and Mister Frisky went stiff. The fox's body began jerking first – he yipped up at the sky a few times as his back hunched forward and his hips humped convulsively against Fluttershy's ass.

Whether it was from that motion, from the feeling of his cum squirting up inside her there, or just from the accumulation of everything she'd been experiencing, that drove Fluttershy over the edge as well. She hugged her arms tightly around Harry as her legs shook and jittered crazily, crying out against his thick fur.

Then, finally, that seemed to be enough for them. Even enough for most of the bunnies. Only a couple of the most amorous ones kept humping on against Fluttershy's fur as she slid down off of Harry's belly. It took a few moments more for the bulge at the base of Mister Frisky's cock to subside and let him pull out of Fluttershy's ass, leaving her leaking from both holes when he did ... not to mention the sticky bits left on her face from the goat and the multitude of little wet patches from the bunnies.

Harry didn't even get up. He just rolled sideways, curling around Fluttershy's naked body as she came to rest on the soft grass. And by some unspoken signal, all the other critters came in too – the goat, the deer, the fox, and the dog, all snuggling up against Fluttershy wherever they could find a bit of room, surrounding her with warm fluff on all sides. Most of the bunnies found their way into little nooks and crannies between her and the larger animals, though a couple of them still humped away at her belly or legs. No one seemed to care about or even notice those last two bunnies, though, Fluttershy least of all.

Fluttershy let out a soft, contented sigh, wrapping one arm around Rufus's back and her other around the deer's long neck. She nuzzled happily against Harry's fur, with the fox's tail over her neck and chest almost like a scarf. With a broad smile on her face, she let her eyes drift closed ... apparently falling asleep.

Slowly, as quietly as she could, Twilight extracted herself from behind the hedge. The last thing she wanted to do was to disturb this critter cuddle puddle or Fluttershy's well-earned rest. She had plenty of notes to go over once she got back to the castle. And an interview with Fluttershy about her perspective on all of this – as well as certain delicate questions such as 'Was this your first time with animals, or had you experimented with them before?' – could come later. For now, it would be best to let her friend sleep. She just looked so cute and comfy amidst all those fluffy, furry creatures...

Author's Note

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