Flutters Gone Wild
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The Virgin Six: Fluttershy

Flutters Gone Wild

"Don'twannatalkaboutthiskaythanksbye!"

And with that, the door of the Castle of Friendship was slammed in the face of Princess Mi Amore Cadenza.

"Well there you go," Shining Armor said next to her as she stood dismayed outside. "She doesn't want to talk about it. Let's go home and leave it be."

"But…" Cadence sputtered. With her face in a concerned frown, she held up a page which had been shakily torn from a magazine. At the top was the title of the article: The Virgin Six?

"Well… I haven't really… um… 'done the deed," says Fluttershy, national hero and Element of Kindness.

"I could if I wanted to," said her friend, renowned Wonderbolt and Element of Loyalty, Rainbow Dash. "But I don't think doing it with some random groupies and catching something bad would look good on my record for the Wonderbolts."

"Don't really have time for that kinda thing," Applejack, the Element of Honesty, told us.

"I'd love to," says famed fashionista and Element of Generosity, Rarity. "But if the whole 'national hero' business doesn't scare somepony off, my pickiness usually does."

Pinkie Pie, Element of Laughter, did not refuse to comment, but was speaking too quickly for this reporter to understand.

Twilight Sparkle, Princess of Friendship and Element of Magic, turned beet red and refused to comment.

"Cadence, it's a magazine," Shining soothed. "And one that seemed to assume they needed to tell everypony who a bunch of national heroes are."

"But they've never felt what it's like to be with somepony!" Cadence wrapped her wings around herself. "They don't know how wonderful it feels! What if they never do?"

"Then that's their business," Shining replied.

Cadence gave him a sharp look. "As the Princess of Love, I resent that remark."

"Look, Cady, there's nothing you can do. How ‘bout we have a nice picnic in the park? Those always make you feel better."

Cadence grumbled, but was tempted. "Will there be chocolates?"

"There will be chocolates."

"Okay. I'll give up." For now. Mark my words. I will let them enjoy the carnal bliss they deserve… somehow.

True to his word, Shining set up a nice picnic in the Ponyville park, complete with around half the stock of a local candy store. Cadence nibbled on the contents of a heart-shaped box of chocolates while she brooded. Shining comfortingly put his side against hers. "See? Isn't this better than camping outside Twily's front door?"

"I guess…" Cadence said glumly. "I'm just… worried. I want to show them how amazing it can be, but I also want to teach them, you know?"

Shining sighed. "Cadence, think of it this way; if Princess Celestia or Princess Luna tried to teach you about sex, how would you feel?"

Cadence turned slightly green. "Ew. Don't remind me. That already happened with Auntie Celestia. I'm still traumatized."

"Exactly. That's how Twilight and her friends feel about you doing it."

Cadence pondered that, but still stubbornly refused to believe she couldn't get around that. "But they deserve the best first times ever!"

"And they'll get that, without your help."

Cadence pouted. There has to be some way I can help.

While they ate, she looked around the park, trying to find some kind of inspiration to solve her problems. There was a stallion in a fancy suit, attempting to climb a tree and retrieve something shiny from some squirrels. Some colts were shooting each other and some adults around them with squirt guns, and Rainbow Dash was supplying them with ammo via a rain cloud.

Cadence sighed. I swear, the universe is teasing me. If I could go talk to her, maybe she could tell me how to get to the others.

Shining looked at her suspiciously. "I know that look you're planning so- pphmth!" He was cut off as one of the colts blasted him square in the face with a jet of water, leaving him soaked as the perpetrators ran away giggling. "What the hay!?" the now-dripping Shining exclaimed. "I'll be right back. Gonna see if I can get them to stop. Please don't get into trouble while I'm gone."

Cadence had to hide her excited smile as Shining trotted off. Shining wasn't watching her, and the colts weren't distracting Rainbow. Now was the time to take her shot!

Rainbow didn't notice Cadence landing on the cloud behind her, until Cadence accidentally breathed on her neck. That made her jump, and she almost fell off of the cloud before Cadence caught her bridal style, bringing the two of them down to the ground next to the tree with the squirrel stallion. "What the hay!?" Rainbow exclaimed.

"Sorry! Sorry!" Cadence set her down. "I need to talk to you. Didn't mean to sneak up on you like that."

Rainbow indignantly brushed bits of clouds off of her chest. "What do you want?"

"Well, I wanted to talk to you about that article…"

"NOPE!"

Rainbow left so fast that it actually caused a rainboom on the spot. The shockwave would have blasted Cadence back had she not shielded herself.

Sadly, the stallion in the tree above wasn't so lucky. The branch he clung to snapped, and he fell with a startled scream. Thankfully, Cadence heard the snap, and managed to catch him before he caught the ground. "Oh jeez! You okay? I didn't know she'd react like that. I was trying to get her help with an awkward problem."

The stallion shakily stood as soon as he was released from Cadence's telekinesis. He was short, and a little stocky, with a brown coat and a salt-and-pepper mane. His cutie mark was covered by a cheap yellow business suit. "Moneybags forgives you, and thanks you for catching him," he said in an accent that Cadence couldn't quite place.

An acorn pelted him in the head, and he glared up at the squirrels in the tree. "Moneybags will retrieve his property from you fuzzy fiends!"

Cadence curiously followed his gaze to where several squirrels held onto something shiny and gold. "Here. Let me help." She telekinetically retrieved the shiny object, revealing it to be some kind of fancy hand mirror. "There you go, sir."

Moneybags beamed as he accepted it, revealing his teeth to be unusually sharp. "Moneybags thanks you with all his heart, Princess!"

She waved a hoof. "It's no big deal. Consider it an apology for making you fall."

"Bah! Moneybags is generous soul. He insists on repaying you for assisting with his rodent problem. You mentioned an issue of your own. Can Moneybags help?"

Cadence blinked. "Well it's… kinda private."

"Moneybags requires no names! He is ethical dealer of magical artifacts."

Cadence hesitated. "Well… I recently found out that some family of mine haven't… gone through a really enjoyable relationship milestone. As Princess of Love, I really want to help them through it, but they don't want to listen to me."

"Ah! You speak of magazine article?" From his suit pocket, Moneybags produced a cutout of the very same article Cadence had read.

Cadence raised an eyebrow. "Uh… yes. How did you know in time to already cut it out?"

"As Moneybags said, he is ethical trader of mystical goods. How could he be a proper salespony if he did not know what was needed when? The mirror was important because Moneybags sensed somepony would need it today. You take it. Moneybags insists."

She hesitantly took the mirror. "What does it do?"

"The mirror shows truth," Moneybags explained. "Have them look into it, and ask a question about themselves. The reflection will answer."

Cadence was a little skeptical. She looked into the mirror. "What's my middle name?"

The reflection rippled a little, until the expression of Cadence in the mirror was that of a calm smile. "Spoken at the best parts of any soiree, all lovers know the name of Princess Mi Amore."

Cadence blinked. "Okay. Does it say everything in rhyme?"

"Yes," Moneybags admitted with a sheepish look. "Moneybags has not been able to fix. But the mirror will reveal any secret the asker has hidden from themself."

She was slowly becoming more fascinated by this. "How much do you want for it?"

"No charge!" Moneybags insisted. "Elements are important to Equestria. Moneybags considers helping them a public service."

Well that's not suspicious at all. Still, I'll be sure to test it out as much as I can before I use it on any of them. "Well… okay. Thank you, Mr. Moneybags."

"Please, only Moneybags! Mr. Moneybags was Moneybags' father." Moneybags chuckled. "Let Moneybags know if he can do any more to help."

The strange pony left. Cadence glanced down at her reflection in the mirror. She couldn't stop a giddy grin from spreading across her face.

It took Cadence an unusually long time to find Shining Armor. She finally came upon him hanging upside down from a rope in a tree. "Cady! Thank goodness! Help me down!"

Cadence lasered the rope to get him down. "Did you get blown up there by the rainboom?"

"No!" He irritably brushed the dust from his coat. "Those little monsters mugged me and strung me up!"

Cadence nuzzled his cheek. "Yikes. Those mobs of crazed foals will get you every time."

"I know, right? Anyway, what happened that caused Dash to fly off like that?" A look of realization crossed his face. "Did you try to give her the sex talk? Please tell me you didn't."

Cadence scoffed in faux-disbelief. "Would I try to give her the sex talk, when you specifically told me not to? Honey, you should know me better than that."

Of course, Cadence had forgotten she was still holding the mirror within view of her face. "Whether I should, yes I would! Can't be hid, yes I did!" her reflection chanted like a cheerleader.

Cadence hid the mirror behind her back with an innocent smile.

Shining raised an eyebrow.

Cadence deflated with a guilty frown.

Shining's eyebrow rose higher.

Cadence told him everything.

Shining examined the mirror carefully. "So, in short, you were given a magic mirror by a possibly demonic salespony, and you wanted to use it on Twilight and her friends?"

"I tested it on myself first…" Cadence muttered.

"Cadence…" he said testily.

Cadence sighed. "Look, I'm fine after trying it twice. This could let us help them help themselves! That way I won't have to give them the sex talk! They can figure out what they like by just asking themselves!"

Shining hesitated. "I'm not so sure…"

"Please, Shiny? Can we just try working with one? If it doesn't work, I promise I'll stop, and never bring it up again."

Shining looked at her puppy dog eyes, and was only able to resist for so long. "Okay. One try. That's it."

Cadence squee'd and kissed him gratefully. "Who should we pick as a target?"

"Probably somepony who won't kick you out as soon as you open your mouth…" Shining mumbled.

"Good point! So, Fluttershy?"

Shining actually had to pause at that reasoning. "That's a good point. Even if she says no, she'll at least invite you in to hear you out. Though I'll have to make sure you don't bulldoze her into it."

"Whaaaat? I would nev—"

Shining raised his eyebrow again.

Cadence wilted. "Okay, I won't."

Cadence had to avoid prancing in excitement as the two of them approached Fluttershy's cottage.

Shining knocked on the door. "Remember, if she says no, that's it. We're leaving."

"Come on, Shiny. You're acting like I'm just gonna drag her into bed myself. I just wanna talk and help her have the best first time she can."

The door opened a crack, and a single bright blue eye peeked timidly out. "H-hello?"

"Hi Fluttershy!" Cadence said in as gentle a tone as she could. "Can we come in? I have something important I want to talk about you with."

"Is this about the article?" Fluttershy asked hesitantly. "Twilight told me you tried to ask her about it."

"It is," Cadence admitted. "But I think I found a way to make it not weird. Please, all I'm asking is that you hear me out. If I make you at all uncomfortable, we'll leave."

Fluttershy answered surprisingly quickly. "O-okay. I trust you." She opened the door with a shy, but warm smile. "Come in. I just made tea."

They sat down on the couch while Fluttershy went to get the tea. Her pet bunny hopped up to Cadence, holding up a photograph of a cute female rabbit. Cadence winked at him. "I'll see what I can do," she whispered conspiratorially.

The bunny hopped and silently cheered.

Fluttershy returned with a tray holding a teapot and three cups, and poured one for each of them. The three of them could only sit in awkward silence for a moment, each trying to find a way to start this conversation.

Cadence decided to break the ice with a sledgehammer rather than a scalpel. "So I got this magic mirror thing that can tell you secrets about yourself. I thought you could use it to find out what you really want from… well, you know."

"She got it from saving some kind of Neighdful Things salespony in the park," Shining explained.

Fluttershy's eyes lit up with recognition. "Oh! You mean Mr. Moneybags."

"You know him?" Cadence said, shocked.

Fluttershy blushed. "He sells me exotic animal food, so if I get any um… bigger visitors. I trust him."

"That's reassuring," Shining admitted.

"So you'll do it?"

Fluttershy nodded. "I guess so. If it helps you feel better. Twilight told me how worried you've been."

Fluttershy took a little steadying breath as she tried to formulate her question. Finally, she leaned in and asked, "What am I… um… into?"

Her reflection smiled back at her, and replied, "Once I had a dream, that made me rock, and I awoke with quite a shock. For I had dreamt, and you may mock, of Princess Cadence with a futa cock."

Fluttershy turned as pink as Cadence. Cadence somehow turned even pinker.

Shining looked between them. "Uhhh…"

"It's not true!" Fluttershy defended desperately.

"I like 'em big, I like 'em hunky!" her reflection argued. "I like 'em pink, with somethin' somethin'!"

Fluttershy squealed indignantly.

Cadence turned to Shining. "Can I talk to you in the kitchen for a second?"

Shining nodded. When they were alone, he spoke up. "So you're gonna bang Fluttershy, right?"

Cadence blinked. "You sound okay with this. Why do you sound okay with this?"

"Well… you're the princess of love. Honestly I kinda expected more stuff like this to happen when I married you." He rubbed the back of his neck, smiling sheepishly.

It took Cadence a moment to process that. "Shiny! You know I'm not the kind of pony to go sleeping around without permission."

"Well… you kinda… have my permission for this? I guess?"

Cadence's expression slowly softened into a smile. "Shining. I need to tell you this more often: you are the best husband ever. I promise I will make it up to you later."

"If you're able to do it, I do have one request." Shining was actually blushing!

"Of course. What is it?" She asked eagerly.

He whispered it into her ear, and Cadence gave a scandalized gasp. "Shining, you are naughty! I love it! I'll ask her."

They returned to the living room. Fluttershy, seemingly having no idea how to react, had chosen to simply freeze in place and hope something good came of it.

Cadence sidled up next to her. Fluttershy immediately burst into tears. "I'm sorry! I'm so sorry! It was just a dream I had a few months ago. I didn't think the mirror would say anything about it!"

"It's okay Fluttershy. Nopony is mad at you," Cadence assured. "If it was just a dream, why did the mirror bring it up?"

"Well… I may have thought about it in the bath once or twice since then… or twelve times… okay maybe three times a week since then."

"So you have a crush on me?" Cadence asked.

"Um… not really? N-no offense! I think you're really… um… yes. But I don't think we'd go well together." The look in her eyes got distant. "But the image in my head of you pounding me from behind still makes me… well, you know."

Cadence smirked. "What if I could make that dream come true?"

Fluttershy blushed, but shook her head. "I'm sorry. But you can't. You'd need a… well a… penis? I'm sorry. I shouldn't talk like that."

Cadence sat straighter. "Shiny, potion,” she said in the tone of a doctor asking a nurse for a scalpel.

Shining blinked. "We didn't bring-"

"In your saddlebags."

He frowned, checking the bag, and pulled out a purple potion bottle with an image of an eggplant on it. "When did you put this in my bag, and why?"

"Shiny, don't ask questions you don't want the answers to. Give me the potion."

Shining didn't ask any more questions, and gave her the bottle.

Fluttershy looked at the bottle curiously. "Cock… potion? I've never heard of that before."

"Made by a Zebrican alchemist paying tribute to the goddess of love," Cadence replied with a slowly spreading smile.

Fluttershy took the bottle, giving it a look that Cadence couldn't read. "Does it work?"

Cadence nodded.

"You bet it does!" Shining agreed.

Fluttershy stared at the bottle for several long moments. Then she ducked her head down to hide behind her mane. She whispered something so low that neither of them could hear.

"I didn't quite catch that," Cadence said, somewhat concerned that they'd scared her.

Fluttershy whispered it again, a little louder, but still too quiet to hear.

Cadence waved her over, gesturing for Fluttershy to whisper in her ear.

She was rather surprised to instead receive a pair of eager yellow lips on hers. When Fluttershy pulled away, leaving a trail of saliva between them. "I said PLOW ME PLEASE! I wanna do it like they do on the non-family Discovery Channel! You have no idea how hard it is having to scratch the itch by myself for so long! How am I supposed to get laid when I can barely even socialize!? I'm not passing this chance up!"

"Whoa there!" Cadence soothed, shooting a smug look at Shining and getting a sheepish blush in response. "Slow down a little. We've got all day and night. But we did have one small favor to ask."

"Anything…" Fluttershy replied in a breathy tone.

"Well, since Shiny won't be participating, he was hoping you and I could film what we do," Cadence admitted.

Fluttershy's eyes widened to the size of dinner plates. Her body language changed. Cadence had never seen raw lust overcome anypony so quickly. "Yes!" she agreed in a throaty whisper that was almost a growl.

Cadence blinked. "Well… okay then. I'll just… use the potion, and conjure a camera."

She stood, but yelped as she felt a stinging smack to her rump. Fluttershy winked as she practically pranced past her after giving her a good smack with her tail. "I'll be waiting…" she said in a singsong voice as she went into the bedroom.

Cadence's face took a moment to go from 'shocked gasp' to 'bedroom eyes and smile' again. "Oh this is gonna be fun."

The Princess of Love pranced like a common, excitable schoolfilly as she prepared. She could not be happier how successfully this plan had gone.

Sitting in the bathroom sink so as to not make a mess on the counter, Cadence sprinkled some of the potion on her privates.

A tingling sensation instantly spread through her nethers. Her cunny lips started to quiver. A core of heat formed in her gut, then slowly stretched downwards. She let out a moan as her muscles started to twitch, making her pussy pulse.

She always liked letting out a mighty roar as a giant cock and balls erupted from where her mare parts had once been. The shaft was around two feet long, and a darker pink than the rest of her. She'd considered asking the mare who taught her how to make it if it was possible to change the color, but Shining had said no.

Cadence went into the bedroom, finding Fluttershy on her back, all four legs sticking straight up in the air. "Uh… are you okay?"

"I um…" Fluttershy's bravado from earlier had clearly taken a dent. "I tried to do a sexy pose, but your yell scared me, and I froze up. Can you help me please?"

Cadence started to, but a thought made her stop and smirk. "I can help you loosen up a bit. But I think you're already in the perfect position for that."

Fluttershy was confused for a moment. "What do you…? OH! Um… yesyesyes! Do that!"

"Good. And while I do that, I want you to give some thought to what you want to do for the rest of the night." Her horn lit up, and in a flash of light a small digital camera appeared, which she set on a dresser where it would have a good view of the bed.

Cadence positioned her head between Fluttershy's goalpost-stiff legs and taking a whiff. Like the rest of her, Fluttershy's nethers somehow smelled of flowers, as well as the usual lusty liquid. "How do you smell so good when you work with animals all day?" Cadence asked, slowly nuzzling her bits from bottom to top.

Fluttershy squealed in approval. "Rarity gave me a nice bottle of perfume," she said as she melted like the butter she looked like. Her legs gripped around Cadence's head with unexpected strength.

Cadence couldn't help a smile. "Somepony's eager."

"S-s-sorry!" Fluttershy replied.

"Don't apologize," Cadence chided. "Come on. Where's that marechismo from before?"

"That was before I had a chance to think about it, and realized how much more experienced you probably are than me, and that I have no idea what I'm— IT'S REALLY HARD TO TALK WHEN YOU'RE DOING THAT!"

Cadence stopped circling her tongue around Fluttershy's clit with a pussy-eating grin. "Not sorry. Come on. This night is all about two things; teaching you, and making sure you have a good time. Mistakes are gonna happen. Just relax and do whatever feels right."

The stress leaving Fluttershy's face was visible, but she still looked torn. "Are you sure?"

"Absolutely one-hundred percent," Cadence confirmed.

A look of firm resolve came across Fluttershy's features, and she nodded. "That's… that's enough foreplay on my part. I want to see that peni… no. I want that cock."

Cadence couldn't help but think how proud Fluttershy looked at calling it a more mature word was adorable. "You got it, beautiful."

She stood back, letting the monster betwixt her thighs wave hello and introduce itself. "I call him Polish, because he likes to get all over Shining Armor."

Fluttershy let out a startled laugh, which quickly broke down into a fit of giggles as the majority of her tension left her. "Thank you. I needed that," she said as she wiped a tear from her eye. "Sit on the bed." She took a steadying breath. "If you can teach me, I want to learn to suck cock, like I've read in books."

Cadence obeyed, letting her already erected tower of power stick up. "Alright. Just get down in front of me."

As she sat down, Fluttershy's face had a look of reverence as she looked upon the cock. "It's just like in my dream…" she whispered.

"Start slow," Cadence advised. "Maybe some licking up and down the bottom and sihiiiiiiides!" Her instructions turned into a moan as Fluttershy followed the instructions with a zeal she'd only previously seen in herself eating ice cream during a sad movie. "You are doing GREAT!"

Fluttershy improvised with a little nuzzle just under Cadence's flare, which made the princess downright swoon. "When do I get my um…" She took a moment to steel her confidence. "...my throat fucked raw, like the books say?"

Cadence had to make a mental note not to underestimate Fluttershy. "Not for a little bit. That's kind of advanced. If I did it now, you might gag or pass out from lack of air. Patience. We've got all night. Right now, just try and get it as far into your mouth as you can comfortably fit it."

Fluttershy's face had that same look of sudden resolve on her face. She took a deep breath in through her mouth.

Cadence figured out what she was going to do just barely too late. "Fluttershy, wait, don't!"

Fluttershy swung her head down, trying to swallow the whole cock in one gulp.

About a quarter of Cadence's shaft was engulfed in Fluttershy's maw before there was a sudden choking sound. Fluttershy glared fiercely at the cock, and Cadence could feel her throat flex as she tried to swallow it down further. "Fluttershy sweetie…" Cadence reached her hooves down to try and pull her off, but Fluttershy's wings swatted them away.

Cadence lit up her magic, and pulled Fluttershy off her cock, the flare emerging from her mouth with a pop. Fluttershy broke down in a gagging, coughing fit.

"There there," Cadence soothed, patting her back. "That's normal. Blowjobs are an art. It can take a while to get good at them."

"I wanted to impress you…" Fluttershy mumbled, eyes on her hooves.

"Fluttershy, this isn't about impressing me. Like I said, it's about teaching you. Mistakes are gonna happen. It's okay." The two of them shared a hug. "Come on. Pick put your front hooves up on the bed. I'll help you take your mind off it."

Fluttershy finished her coughing fit, started to nod, then paused. That bravado from before returned. "Actually… can we do something from my dream?"

Cadence cheered inwardly at the return of that bravery. "I'm listening!"

"Don't listen. Watch." With that, Fluttershy went over to the bedroom window, opened it, and lifted her front hooves onto the windowsill. Looking back at Cadence, she flagged her tail to the side and wiggled her hindquarters enticingly.

Cadence's eyebrow and cock went up at roughly the same rate. "You want to risk getting caught?"

"Nopony comes down here at this time of day," Fluttershy explained with a cute blush. "I'm pretty sure nopony will today, but the thought that they might." She shuddered. "It scares me in a really, really good way for some reason."

"Well I'm pretty sure I can fulfill that fantasy." Cadence mounted Fluttershy, noting a slight trembling. "You okay?"

"Is it gonna hurt?" she asked nervously.

"A little," Cadence admitted. "Mostly from the size. I'm a little bigger than the average mare's first."

A strange look crossed Fluttershy's face. She whispered something so quiet that Cadence had to lean in to hear her repeat it.

A pair of shivering yellow lips whispered, "Good."

Cadence could only blink in surprise, but decided that further questions would likely turn her partner for the evening off. So she put her cock up to Fluttershy's pussy, and levitated the camera over. "Smile and say hi to your audience, beautiful."

Fluttershy's expression changed again, this time to something very familiar to Cadence: bedroom eyes. "Hello there everypony…" she greeted. She looked back at Cadence and nodded. "Do it."

Now Cadence had a dilemma. Well… she said she wanted it to hurt.

She shuffled a little, making sure her aim was on point, then drove the round peg as far into the tight, warm round hole as it could take.

Fluttershy's mouth opened, but no sound came out. Her tongue lolled out of her mouth. She has a weirdly long tongue. With some practice her blowjob game is gonna be whaaaack. Cadence slowly pulled out, then thrust back in a little deeper than before. She repeated until she'd picked up a steady rhythm.

The response from Fluttershy was an untranslatable "Uwaaaaaaaaa!"

Thankfully, Cadence knew enough about body signals to know when she was doing a good job, and those spread, stiff wings told a very positive story. She nibbled at Fluttershy's ears, and was rewarded with a delighted whinny. "Harder!" Fluttershy practically ordered.

"Yes ma'am!" Cadence figured Fluttershy was relaxed enough for the ol' Armor Hammer. With one final softer pullback, she rammed into Fluttershy until her balls wreckingballed into those plush, butterfly-marked flanks with a satisfying slap.

"OH YES!" Fluttershy growled. "YANK MY MANE!"

Cadence actually had to stop and stare for a moment. "Fluttershy, are you—"

"DO IT!"

With more than a little surprise at Fluttershy being a power bottom, Cadence obeyed, grabbing Fluttershy's flowing pink mane in her teeth and giving a hard pull. She used it as leverage to get her barrage of ball-slapping thrusts going again. Gah. She's tighter than Shining with that other potion. Come on Cadence. You're no two-pump chump.

The camera was getting a pretty good view of the grin on Fluttershy's face as she let out squeaks and moans of pure ecstasy. Cadence repositioned it in front of them as she wrapped her arms around Fluttershy's barrel, putting her belly against her back. It was one of her favorite ways of adding a nice sense of closeness to a lovemaking session. Fluttershy quickly got the point, and started following Cadence's thrusts with her hips. "YES! PLEASE! MORE!"

Outside, the bunny Cadence had seen earlier hopped by, and spotted them. They stopped as he stared at them, mouth agape.

Cadence carefully watched Fluttershy's reaction. That reaction was to make hard eye contact with the rabbit, and say: "Don't stop."

Jeez. She's kinkier than I ever thought. Gonna have to up my game. With a heave, Cadence stood up so that she was standing on her hindlegs. She lifted Fluttershy up by her barrel, and started pounding up into her.

Fluttershy showed her approval by turning and kissing Cadence on the lips. Good. Comfortable territory. Cadence had plenty of experience kissing. She traced her tongue over Fluttershy's lower lip, asking permission for entry.

She barely had to ask. Fluttershy's tongue met hers in the middle, wrestling like a pro. Has she made out like this before?

Cadence could feel Fluttershy start to clench around her, and knew her partner's first big finale was coming quickly. She upped her pace, nibbling on one of Fluttershy's lips.

When Fluttershy clamped down, Cadence released her from the kiss to get a good shot of her cumface. Her tongue lolled out, and her eyes nearly rolled back in her head.

Cadence backed them up slowly, setting the panting Fluttershy down on the bed. "So how's it feel to not be a virgin anymore?"

Fluttershy's smile spoke louder than words. "It… feels… wonderful." She frowned. "But don't you still need to cum?"

"Well yeah," Cadence chuckled. "But I don't wanna make a mess, and I don't want any unintended consequences."

Fluttershy seemed to ponder that for a moment, then her eyes hardened. "We can make a mess all we want. I can clean it, and I wouldn't feel right unless I got to pay back all the nice feelings you've been giving me."

Cadence's heart melted a little. "Alright. I'll do my best to coach you. Fair warning though. I'm the embodiment of love. It's not easy to make me squirt." A light bulb went off in her head. "Say, I have a little bit of cock potion left. How do you feel about seeing how the other side feels?"

That stern look went right back to those pretty, blue bedroom eyes. "I think I would like that very much."

Back in the bathroom, Cadence drizzled the potion over Fluttershy's pussy.

Fluttershy shivered. "Oooh. That tingles. It feels really nice."

Suddenly she gasped. Her netherlips visibly pulsed outwards several times. Then, Fluttershy's cock emerged.

It was a little shorter than Cadence's, and the shaft was also pink. Unlike Cadence though, her balls were yellow. This made Cadence weirdly jealous.

Unfortunately, Fluttershy had been bending down to try and see her cock come out, and it emerged with enough force to hit her in the face and knock her prone.

"Are you okay!?" Cadence asked, helping her up. "Sorry. I should have warned you."

Fluttershy stood unsteadily. "Did anypony get the number of that train?"

Cadence frowned. "Ow. Maybe we shouldn't do this."

"But I might have a concussion," Fluttershy pointed out. "That means I need somepony to keep me awake all night."

Cadence gaped as she noticed the barely hidden smirk on Fluttershy's face. When she'd recovered, she grinned proudly. "You flirty little minx!"

Fluttershy giggled. "Thank you. I've never been good at being spontaneous. You must be rubbing off on me, Princess."

"Cadence, please," she insisted. "And you bet. I'm gonna be rubbing off all over you here in a second. How do you wanna do this?"

"I've always wanted to try it in the shower," Fluttershy offered.

"Perfect!" Cadence praised. "Just let me get lubed up and—"

"Actually," Fluttershy cut off. "I was hoping maybe I could…" She trailed off into a whisper.

Cadence frowned. "Come on, Fluttershy. You can tell me."

Fluttershy sighed in frustration. "I want to fuck your butt," she said bluntly. She blushed. "On my own, that always um… gets me off fast."

"Oh! Well why didn't you say so?" Cadence replied. "I'll just get you lubed up then."

"Okay I have some— Whoaaaaah." Fluttershy's eyes crossed as Cadence pushed her up against the sink and swallowed her cock to the hilt in one gulp. "Oh GOODNESS!"

While she licked Fluttershy's shaft from every direction, Cadence used her magic to turn on the shower and set the camera on the counter. She kept slurping and enjoying Fluttershy's moans until she was nice and lubed, then pulled off. "There ya go. I'll get in first so the water doesn't wash it off."

"Huh?" Fluttershy said absentmindedly as her eyes returned to normal. "OH! Right! Um… yes do that!"

"I like it rough," Cadence told Fluttershy, who had put her cock between Cadence's pink buns like a carrot dog.

Fluttershy gave a determined nod, took a deep breath, pulled back to take aim, and rammed her hips forward hard enough to make Cadence cry out. Fluttershy may have been a little clumsy, but she was bigger than Shining Armor and showing plenty of enthusiasm. "YEAH! Just like that!"

Fluttershy's breathing was starting to quicken. "Think about buckball. Think about buckball…" She pulled back, starting with slower, harder thrusts.

Cadence actually grunted a little at the force. She's got some strong hips! "Shiny likes to play with my wings to distract himself," she advised.

Fluttershy nodded, and dug her face into one of Cadence's stiff wings. "Just gently use your lips on— OH WOW!" A shudder actually went through Cadence's whole body.

Fluttershy pulled off a little, smiling bashfully. "I know wings."

Clearly! Cadence had been about to say before Fluttershy suddenly pulled her up so they were both standing on their hindlegs, in a mirror of what Cadence had done at the window. Now not only did her mouth ruthlessly tease Cadence's feathers as she cocked in her back door, but Cadence felt something amazingly soft slowly stroking her cock. She glanced down, and her eyes widened at the sight of yellow feathers teasing her shaft. She had never even considered teaching Fluttershy idea of a wingjob tonight. The student has become the master!

"Come on," Fluttershy whispered, her breath on Cadence's wing sending pleasant shivers up her spine. "Cum for me."

Cadence's eyes shrank to the size of pinpricks as she felt pressure building in her cock. No. She couldn't cum first. She never came first! She bit her lip, trying to hold back. She clenched her ass, trying to drive Fluttershy over the edge first.

But Fluttershy's skilled lips on her feathers, strong hips pounding and pounding up into her, and her soft feathers speeding up their strokes over her cock were just too much. The pressure in her cock spread up the shaft. Cadence let out a moan as she squirted. She couldn't stem the tide, even slightly. Rope after rope of fresh hot cum painted Fluttershy's shower wall and floor.

"That's it," Fluttershy soothed as she bounced Cadence on her cock faster and faster. "Let it all out for Fluttershy."

With one final slap of balls on buttocks, Cadence felt a soothing heat start to spread in her belly.

The two spent ponies let themselves slide into a sitting position, relaxing in the warm water. "You… made me… cum first." Cadence panted.

Fluttershy's already flushed cheeks got a little more red. "I just did what felt right."

Cadence nuzzled her. "You are going to make somepony very happy someday, Fluttershy."

"Thank you," Fluttershy replied sweetly. "Want me to make us some dinner?"

Cadence started to chuckle. Then she started to laugh.

Fluttershy frowned in concern. "What's so funny?"

"You just made me cum first!" Cadence said as she wiped a tear from her eye. "You think I'm not gonna give you a reward? And remember, I still gotta keep you up all night, in case you have a concussion."

Fluttershy gave a bashful little smile that quickly spread into a full grin. "I was hoping you would say that."

When the two of them finally finished, it was just after sunrise. Both they and the room were covered in cum, drool, and sweat.

Shining Armor was snoring on the couch as they walked out on wobbly legs. Fluttershy immediately set to making breakfast, and Cadence helped.

Both were quiet for a little bit as they caught their breath. By this point both of their cocks had long receded, and the last of the cock potion had been used.

"That was amazing," Fluttershy said at last.

"Absolutely," Cadence agreed.

"Who came first the most times?" Fluttershy asked. "I know you kept count."

"It was a tie!" Cadence said quickly. "Fifteen for each of us."

Fluttershy gave her a skeptical look. "Really? I could have sworn I remember doing it thirty-one times."

"Nope! Only thirty!" Cadence did her best not to make eye contact.

Fluttershy just smirked.

Thankfully, Cadence was saved by Shining coming into the kitchen. "I smell pancakes."

"They're almost done," Fluttershy promised.

He looked them both over, taking in the bruises, disheveled appearances, and multiple chunks missing from their coats and manes. "I take it you two had a good night?"

"The best!" Fluttershy nuzzled Cadence's cheek. "I knew sex would feel good, but I never thought it would be anything like that!"

Cadence levitated the camera over to Shining. "And we got it all… on… tape…" Nononononono! That tape proves I came more times! I can't let him—

Shining grinned eagerly as he teleported the camera away. "I can't wait to watch it when we get home!"

Noooooooo! Cadence forced a grin despite the forlorn wail in her mind.

Fluttershy giggled as she tipped the last pancake onto a plate. "Come on. Let's have breakfast, then I can see you two off."

Once breakfast was done, the three shared a nice, heartfelt hug. "What are you two going to do now?" Fluttershy asked them as they stood outside.

"Good question," Shining admitted, rubbing the back of his neck.

"Well there are still five more ponies who need to have a special first night," Cadence mused with a smug look. "And this first session with Fluttershy was more successful than the neighsayer here thought it would be…"

"I will give that a maybe," Shining replied.

"Fair enough." I will convince you.

Fluttershy cleared her throat. "I hate to change the subject but… do you think we can ever do this again?"

Cadence was about to turn her puppy dog eyes on Shining, but he preempted her. "Sure! Just tape it for me like you did this time."

Fluttershy smiled at him. "Who says you wouldn't be welcome to join in?"

Shining turned from white to red, sputtering in surprise.

Cadence's horn vibrated. She lit it up, and a screen appeared in front of her. "Darn. It's from Sunburst. Flurry sent more guards into the Plane of Puppets, and we need to go save them."

Fluttershy hugged her and kissed her on the cheek. "Good luck! I hope we get to meet up again soon."

"We absolutely will!" Cadence assured. "And I'm the Princess of Love. I don't need luck. Cadence, AWAY!"

She shot into the air and flew away in a Supermare pose.

Shining and Fluttershy watched her leave. "Do you think she realizes?" Fluttershy asked.

"Give her a minute," Shining replied.

About five seconds later, Cadence dropped down from above, picked up Shining Armor with an embarrassed grin, and flew off again.