Fluttershy's Liquid Love

Chapters

Chapter 0A
Chapter 0B
Chapter 1A
Chapter 1B
Chapter 2A
Chapter 2B
Chapter 3A
Chapter 4A
Chapter 4B
Chapter 5A
Chapter 5B

Chapter 0A

*KRAKOOOOOM*

Fluttershy watched the lightning bolt tear across the dim, twilight sky through the window of the living of her home. The bolt’s noise slowly died to allow the quiet pattering of the rain on the house and the ground around it to be heard. The relative silence of the rain lasted for several seconds before another bolt dashed across the sky with a thunderous crack.

*KRAAAKOOOOOOOOOM*

The timid girl slightly gasped at the sound, but returned to her calmness when the thunder quieted.

“Some storm we’re having, huh?” Twilight Sparkle said from the couch in the middle of the room.

“Mm,” Came the other girl’s quiet response as she continued watching and listening to the rain.

*KRAKOOOOOOOOOOOOOOOOOOM*

Fluttershy closed her eyes and inhaled deeply, then stood up as she slowly turned around and walked over to the couch and sat down next to her purple-skinned friend.

“Thanks for letting me stay here, Fluttershy. I wouldn’t want to walk home in that weather...” Twilight said, looking at her quiet friend.

“Mm,” Fluttershy responded again, still staring out the window, enthralled by the rain.

The other girl paused a moment and tilted her head, looking at her friend with slight concern. “Are you alright?”

The shy girl shook her head quickly to break from her reverie, looking back at Twilight. “Um, yeah. I guess I’m just kind of tired...”

“Want to go to bed?” The smart girl asked, putting a hand on her friend’s shoulder.

“Um, yeah,” Fluttershy quietly responded, taking a glance back at the window she was staring through earlier.

Twilight then stood up and turned around too walk over to the bedroom, but stopped after a few step when she realized her friend wasn’t following her. “Fluttershy?” She asked, a little confused while looking back at her pink-haired friend.

“Um, you can sleep in the bed, I-I’ll sleep on the couch...” The other girl replied shyly.

“You don’t need to sleep on the couch,” Twilight responded comfortingly.

“W-well, I don’t want you to have to sleep there...” Fluttershy said quietly, slightly retreating into the couch.

“I don’t want you to either, so can’t we both sleep on the bed?,” Twilight offered.

The shy girl gasped lightly and blushed heavily at the suggestion, staring at her friend with mild shock and embarrassment.

The other girl looked at her friend with confusion for a few seconds before she realized why she seemed so disturbed by the idea. “Oh,” She blushed lightly, “It doesn’t have to be like that, Fluttershy! There’s more than enough room on your bed to require us to touch.”

“Oh...” Fluttershy sighed, becoming somewhat less embarrassed, “Um, okay...” She said as she stood up, following her friend as she went over to the bedroom.

When they entered the bedroom, Twilight got onto the bed and under the covers, then moved over to take one half of it, raising the blanket so her friend could slowly get onto the other half. When Fluttershy laid on the bed and faced her friend, her breasts nearly touched the other girl’s through their yellow and purple pajama tops respectively, making them both blush profusely from the proximity.

The lilac-skinned girl looked down at her friend’s roughly H-cup boobs, lightly arousing and embarrassing her before she turned around to have her back face Fluttershy and tried to keep her mind off of how attractive her friend was with those huge tits. The other girl was also embarrassed by the action as well as her friend’s apparent arousal from it, her cheeks crimson red while she closed her eyes and tried not to imagine Twilight kneading her breasts.

Both girls were rather restless, the arousing thoughts making them uncomfortable in any position for long, so they shifted frequently. Their tiredness eventually caught up with them though, letting their minds fall away into their dreams, where their lust went unchecked.

Chapter 0B

*KRAKOOOOOM*

*KRAAAKOOOOOOOOOM*

The timid pegasus slightly gasped at the sound, but returned to her calmness when the thunder quieted.

“Some storm we’re having, huh?” Princess Twilight Sparkle said from the couch in the middle of the room.

“Mm,” Came the other mare’s quiet response as she continued watching and listening to the rain.

*KRAKOOOOOOOOOOOOOOOOOOM*

Fluttershy closed her eyes and inhaled deeply, then stood up as she slowly turned around and walked over to the couch and sat down next to her purple-coated friend.

“Thanks for letting me stay here, Fluttershy. I wouldn’t want to be out in that weather...” Twilight said, looking at her quiet friend.

“Mm,” Fluttershy responded again, still staring out the window, enthralled by the rain.

The alicorn paused a moment and tilted her head, looking at her friend with slight concern. “Are you alright?”

The shy pony shook her head quickly to break from her reverie, looking back at Twilight. “Um, yeah. I guess I’m just kind of tired...”

“Want to go to bed?” The smart mare asked, putting a hoof on her friend’s shoulder.

“Um, yeah,” Fluttershy quietly responded, taking a glance back at the window she was staring through earlier.

Twilight then stood up and turned around to walk over to the bedroom, but stopped after a few step when she realized her friend wasn’t following her. “Fluttershy?” She asked, a little confused while she looked back at the pink-maned pony.

“Um, you can sleep in the bed, I-I’ll sleep on the couch...” The other mare replied shyly.

“You don’t need to sleep on the couch,” Twilight responded comfortingly.

“W-well, I don’t want you to have to sleep there...” Fluttershy said quietly, slightly retreating into the couch.

“I don’t want you to either, so can’t we both sleep on the bed?” Twilight offered.

The shy pegasus gasped lightly and blushed heavily at the suggestion, staring at her friend with mild shock and embarrassment.

The alicorn looked at her friend with confusion for a few seconds before she realized why she seemed so disturbed by the idea. “Oh,” She blushed lightly, “It doesn’t have to be like that, Fluttershy! There’s more than enough room on your bed to require us to touch.”

“Oh...” Fluttershy sighed, becoming somewhat less embarrassed, “Um, okay...” She said as she stood up, following her friend as she went over to the bedroom.

When they entered the bedroom, Twilight got onto the bed and under the covers, then moved over to take one half of it, raising the blanket so her friend could slowly get onto the other half. When Fluttershy laid on the bed and faced her friend, her teats nearly touched the other mare’s hind legs, making them both blush profusely from the proximity.

The lilac-coated pony looked down at her friend’s roughly grapefruit-sized breasts, lightly arousing and embarrassing her before she turned around to have her back face Fluttershy and tried to keep her mind off of how attractive her friend was with those huge tits. The other girl was also embarrassed by the action as well as her friend’s apparent arousal from it, her cheeks crimson red while she closed her eyes and tried not to imagine Twilight squishing her boobs.

Chapter 1A

Twilight Sparkle woke up feeling a lot more comfortable than when she went to sleep. Perhaps it was the warmth against her back, the softness engulfing her head, or the arms holding her close like a mother caring for her child. But then she remembered what happened last night, making her wake up fully and her blush a bright red.

She felt the huge, soft breasts surrounding her head, but not squeezing it. They also limited her sight, but the warm yellow she saw around her confirmed it was indeed Fluttershy who was hugging her with her arms and boobs. Twilight thought about waking up the yellow-skinned girl, but decided against it to relish in the warm embrace of her friend’s soft hug.

Fluttershy did wake eventually though, and also remembering what happened the previous night, became a little concerned at the lack of the purple-haired girl in front of her. She then felt the thing she was hugging to her belly and surrounding with her breasts and noticed it was in the shape of a person.

“Um, T-Twilight?” She asked, rather embarrassed and partially worried from the situation.

“Hey, Fluttershy,” The other girl calmly responded, although somewhat muffled from the tits engulfing her head. Fluttershy blushed a crimson red as she started to pull her arms away from Twilight to let her free, but was stopped by the girls hands grabbing her wrists.

“Mm, no. This is comfy,” Twilight said as she wrapped her friend’s arms around her to resume their hug.

Fluttershy blushed even harder at that, her cheeks nearly glowing while she started to breathe rapidly from embarrassment and arousal.

“Calm down, Fluttershy! This doesn’t have to be that awkward,” The purple-skinned girl comforted her friend. “This doesn’t need to mean anything.”

“O-oh...” The shy girl replied, sounding rather disappointed.

Twilight went into light shock from that, her eyes opened wide with her cheeks blushing slightly, a couple seconds passing before she asked, “D-do you want it to mean something?”

Fluttershy pressed her head down and closed her eyes, taking a moment to quietly respond, “Yes...”

The other girl then pulled her friend’s arms off her and emerged from her huge breasts, turning around to face her. They stared into each other’s eyes for a multitude of seconds as they slowly moved their heads towards the other, eventually making contact with their mouths. They then closed their eyes and wrapped their arms around the other, pulling them closer and pressing their mouths together with more force as Fluttershy’s mammaries got squished between them.

Twilight next opened her mouth a little and pressed her tongue into the other girl’s lips, which opened with minimal resistance and allowed their kiss to become that much more passionate. After short while hugging, the purple-haired girl moved her hands from her friend’s back and slip them across her sides, then up the sides of her boobs before finally resting on, or rather squeezing into, the nipples of those gigantic titties. She stopped though when she felt some liquid on the palms of her hands.

The girls paused their kiss and opened their eyes to look at each other in confusion and light surprise. Twilight then pinched one of her friends nipples with her palm, making the yellow-skinned girl moan softly and some milk squirted out of her nipple and into the other girl’s hand. They pulled away from each other, lightly gasping as they looked towards Fluttershy’s leaking breast, viewing it with a combination of shock, confusion, and arousal.

“You... lactate...” Twilight observed, clearly flabbergasted by the idea.

“I guess so?” The usually shy girl responded calmly, if a little bewildered.

The lilac-skinned girl stared at the leaky nipple intently, glancing at the face of its owner to cautiously ask, “Can I?”

“Y-yes,” Fluttershy responded, her voice tinted with lust.

The other girl looked back at the nipple and slowly moved her head towards it, her mouth opening slightly and her tongue coming out. She eventually touched the nipple with her tongue, licking the milk to taste its sweet, slightly fruity flavour. She next surrounded the nipple with her mouth and started to suckle on it, making more milk flow from the mammary on which it rested into the mouth in which it was engulfed, allowing the nursing girl to taste more of that lovely milk.

Fluttershy softly moaned at the pleasant relief, just enjoying her friend drinking her milk straight from her breast. She soon wanted some milk as well, so she took the other nipple in her own mouth and started suckling from it, making milk gush from it and into her mouth and across her tongue, letting her taste its deliciousness.

Both girls kept that way for a while, nursing from the large yellow mammaries and tasting the delightful milk coming from them as it flowed into their stomachs and slowly expanded their bellies. Twilight eventually pulled back though, the nipple she was suckling still squirting some milk and splattered it around her mouth while she panted lightly from the lack of air.

“Uggh... I feel like I’m gonna be sick,” The purple-haired girl complained while rubbing her belly.

Fluttershy popped the nipple from her mouth and sat up, letting the breast fall free and smack against her own somewhat distended belly, seemingly not discomforted by it. “Come here,” She asked politely, holding her arms out as if to ask for a hug.

“Um, okay...” Twilight hesitantly responded, moving towards her friend and into her grasp.

The yellow-skinned girl then wrapped her arms around her friend and lifted her up, placing her belly on her yellow shoulder. “Let Mama Shy take care of you,” She said and patted her friend’s back.

“I’m not a child, Fluttershy...” Twilight replied, but did not stop the girl patting her back. She soon felt something catch in her throat, then let out a loud belch which made her blush heavily and look to the side in embarrassment. The other girl merely smiled as she kept patting her friend’s back, forcing a few more belches from her across the next couple minutes.

Fluttershy let up when her friend’s burping became nearly inaudible, taking her off her shoulder and setting her before her and smiled happily at her friend’s flushed face. She giggled for a few seconds when she noticed the milk stain still on the lilac-skinned girl’s mouth, then reached a hand over to wipe it off.

“How was that?” The pink-haired girl asked, having clearly enjoyed the experience.

“Umm, t-that was...” Twilight started, but hesitated from her embarrassment. “That was nice...” She finished, the response making the other girl smile a bit brighter. “C-can we maybe do that again later?” She asked conservatively.

“Of course!” Fluttershy replied cheerfully, “You can ask me for that whenever you want!” She paused for a moment and blushed lightly as the implications of that before correcting herself, “Well, maybe not whenever...”

The other girl blushed a bit at that as well, responding, “Of course.”

Chapter 1B

Princess Twilight Sparkle woke up feeling a lot more comfortable than when she went to sleep. Perhaps it was the warmth against her back, the softness nearly engulfing her head, or the forelegs holding her close like a mother caring for her foal. But then she remembered what happened last night, making her wake up fully and blush a bright red.

She felt the huge, soft teats against her head, but not squeezing into it. She couldn’t see who’s they were, but the warm yellow she saw gripping her belly confirmed it was indeed Fluttershy who was hugging her with her arms and breasts. Twilight thought about waking up the yellow-coated mare, but decided against it to relish in the warm embrace of her friend’s soft hug.

Fluttershy did wake eventually though, and also remembering what happened the previous night, became a little concerned at the lack of the purple-maned alicorn in front of her. She then felt the thing she was hugging to her belly and surrounding with her teats and noticed it was in the shape of a pony.

“Um, T-Twilight?” She asked, rather embarrassed and partially worried from the situation.

“Hey, Fluttershy,” The other mare calmly responded, sounding rather comfortable from the tits she was resting her head upon. Fluttershy blushed a crimson red as she started to pull her forelegs away from Twilight to let her free, but was stopped by the magic grabbing her forelegs.

“Mm, no. This is comfy,” Twilight said as she wrapped her friend’s legs around her to resume their hug.

Fluttershy blushed even harder at that, her cheeks nearly glowing while she started to breathe rapidly from embarrassment and arousal.

“Calm down, Fluttershy! This doesn’t have to be that awkward,” The lilac-coated mare comforted her friend. “This doesn’t need to mean anything.”

“O-oh...” The shy pegasus replied, sounding rather disappointed.

Twilight went into light shock from that, her eyes opened wide with her cheeks blushing slightly, a couple seconds passing before she asked, “D-do you want it to mean something?”

Fluttershy pressed her head down and closed her eyes, taking a moment to quietly respond, “Yes...”

The other pony then pulled her friend’s arms off her and pulled away from her teats, spinning around to face her. They stared into each other’s eyes for a multitude of seconds as they slowly moved their heads towards the other, eventually making contact with their muzzles. They then closed their eyes and wrapped their forelegs around the other, pulling them closer and pressing their mouths together with more force as Fluttershy’s mammaries got squished between them.

Twilight next opened her mouth a little and pressed her tongue into the other girl’s lips, which opened with minimal resistance and allowed their kiss to become that much more passionate. After a short while hugging, the purple-maned mare moved her hooves from her friend’s back and slip them across her sides, then down the sides of her teats before finally resting on, or rather squeezing into, the nipples of those gigantic titties. She stopped though when she felt some liquid on her hooves.

The mares paused their kiss and opened their eyes to look at each other in confusion and light surprise. Twilight then pinched one of her friends nipples with her hoof, making the yellow-coated pony moan softly and some milk squirted out of her nipple and into the other girl’s hoof. They pulled away from each other, lightly gasping as they looked towards Fluttershy’s leaking breast, viewing it with a combination of shock, confusion, and arousal.

“You... lactate...” Twilight observed, clearly flabbergasted by the idea.

“I guess so?” The usually shy mare responded calmly, if a little bewildered.

The alicorn stared at the leaky nipple intently, glancing at the face of its owner to cautiously ask, “Can I?”

“Y-yes,” Fluttershy responded, her voice tinted with lust.

The other girl looked back at the nipple and slowly moved her head towards it, her mouth opening slightly and her tongue coming out. She eventually touched the nipple with her tongue, licking the milk to taste its sweet, slightly fruity flavour. She next surrounded the nipple with her mouth and started to suckle on it, making more milk flow from the mammary on which it rested into the muzzle in which it was engulfed, allowing the nursing mare to taste more of that lovely milk.

Fluttershy softly moaned at the pleasant relief, just enjoying her friend drinking her milk straight from her teat. The mares kept that way for a while, Twilight nursing from one of the large yellow mammaries and tasting the delightful milk coming from it as it flowed into her stomach and slowly expanded her belly. She eventually pulled back though, the nipple she was suckling still squirting some milk and splattered it on her muzzle while she panted lightly from the lack of air.

“Uggh... I feel like I’m gonna be sick,” The purple-maned pony complained while rubbing her belly.

“Come here,” Fluttershy asked politely while sitting up and holding her forelegs out as if to ask for a hug.

“Um, okay...” Twilight hesitantly responded, moving towards her friend and into her grasp.

The yellow-coated pegasus then wrapped her forelegs around her friend and lifted her up, placing her belly on her yellow shoulder. “Let Mama Shy take care of you,” She said and patted her friend’s back.

“I’m not a foal, Fluttershy...” Twilight replied, but did not stop the mare patting her back. She soon felt something catch in her throat, then let out a loud belch which made her blush heavily and look to the side in embarrassment. The other pony merely smiled as she kept patting her friend’s back, forcing a few more belches from her across the next couple minutes.

Fluttershy let up when her friend’s burping became nearly inaudible, taking her off her shoulder and setting her before her and smiled happily at her friend’s flushed face. She giggled for a few seconds when she noticed the milk stain still on the lilac alicorn’s muzzle, then reached a hoof over to wipe it off.

“How was that?” The pink-maned pony asked, having clearly enjoyed the experience.

“Umm, t-that was...” Twilight started, but hesitated from her embarrassment. “That was nice...” She finished, the response making the other mare smile a bit brighter. “C-can we maybe do that again later?” She asked conservatively.

The other pony blushed a bit at that as well, responding, “Of course.”

Chapter 2A

*RRRIIIIIIINNNNGGG*

The bell rang, lasting for several seconds as it signaled the end of the fourth and final block of the school day. Most of the students were rushing out of the building in excitement for the incoming weekend, but a certain sapphire-skinned girl was excited for a different reason.

Trixie walked though the halls, nearly bouncing with glee as she passed by the other students, grinning vaingloriously as she was wont to to do.

“The look on her face!” She thought to herself, cavalier as can be. “Priceless. Trixie wished she had photographed that!”

She was recalling how she ended up pantsing Rainbow Dash in the middle of class, and pretty much entirely gotten away with it given the other students’ affinity for porn. Sure, she would have to deal with a furious Rainbow Dash later, but seeing her so utterly embarrassed was entirely worth it.

The other students had cleared from the halls while Trixie continued to internally gloat, leaving them silent but for her own actions. She was broke from her stupor, however, when she heard something that certainly not come from her. It came from the locker room she was passing by, but she was unable to tell what it was.

She moved closer to the door to the locker room and pressed her ear against it, listening for something on the other side, and eventually heard it. A moan. Not really a lewd moan, moreso just a pleasant one, but it was definitely a moan. The voice that made it was distinctly feminine, which made sense as this was the female locker room, but it seemed a touch higher pitched than normal. She wasn’t able to tell who it was though, which only emboldened her curiosity to find out what was happening in there.

Trixie slowly opened the door and crept inside, then tip-toed up to the corner of the lockers in the room proper. She very well knew that it was probably just one of the shyer students taking a shower, but she still resolved herself to check. The moan came again, this one being legitimately discernable as high-pitched and perhaps a touch lewd. Her interest was now entirely piqued, so she slowly peeked her head around the corner to find something she certainly did not expect: Twilight Sparkle grabbing hold of Fluttershy’s breasts with her hands and pressing her face into one of them.

The ceruluan-skinned girl gasped at the display, not really out of how intimate it was, but moreso out of the fact that Fluttershy was involved. The fact that such a timid and reserved girl was involved in something so sensual seemed impossible, yet here she was, letting another person suck on her completely exposed boobs and... hm. That was it. They were not doing anything more than that, even though Trixie had been there for more than thirty seconds. The lilac and primrose girls seemed entirely content in their current situation.

But then she noticed something odd about Twilight; her belly was slightly bulging. She didn’t think the bookish girl ate enough to give her any sort of pudge, so she wondered why it was there. She realized she didn’t have that belly yesterday, so she assumed it had something to do with the position the girl was in with her friend currently, but couldn’t think of anything. After all, the only thing that would ever come from breasts is milk...

Milk.

She gasped at the revelation, this time loud enough to alert the other girls to her presence and making the yellow one shriek as she tried to cover her huge breasts, but really only succeeded is pressing her friend harder into them.

“T-Trixie!” Fluttershy shouted, blushing heavily from the unexpected visitor while her friend continued to nurse from her mammaries, seemingly unphased by the intruder.

Trixie, though, didn’t respond as she fully revealed herself, still staring at the sight. She shivered lightly from arousal while some of her juices began to flow from below her skirt down the inside of her legs.

“T-Trixie?” The pink-haired girl repeated, now confused as to the other girl’s behaviour.

The cerulean-skinned girl blinked twice before looking Fluttershy in the face. “I-is that milk?” She asked quietly while pointing at the nursing girl’s belly.

“O-oh, umm...” The shy girl hesitated, somewhat confused by the question. “Y-yes...”

A few awkward seconds passed before Trixie asked heistantly, “Can... can Trixie have some?”

There was then a pregnant pause as the girls stared at each other, rather embarrassed with the question, before Twilight popped the nipple she was sucking out of her mouth and snapped out of her milk-induced reverie.

“Oof, my belly is so big now, Fluttershy,” She commented while rubbing her pudge and looked up to her friend, who remained looking away from her. “Fluttershy?” She said, then traced her line of sight to see Trixie standing there, only glancing towards her before resuming her staring at the other girl.

The sapphire-coloured girl took a step forward, paused a moment for any objections, but continued moving as none came. She eventually reached the space beside Twilight and in front of Fluttershy, then crouched down to put her head level with the busty girl’s chest. The other girls stared at her while she slowly leaned her head towards one of the massive breasts and opened her mouth, next putting her mouth around the nipple and starting to suckle on it.

Milk started coming almost instantly from the mammary, making its owner moan from the light pleasure and Trixie moan from its pleasant taste. The normally vainglorious girl then put her hands on the boob in front of her, taking hold of it and squeezing lightly to pressure more of its content into her mouth. She reveled in the taste of the milk, thankful for the gift in a manner devoid of her usual sordidness as she kept nursing.

She at one point took one of her hands off the breast and placed it on her belly to feel it slowly grow, now realizing why Twilight got such a pudge from this stuff; it was addictive as hell. The taste of the milk was lovely enough to always make her want more, but with how she was suckling on someone’s nipple to get it, it made it impossible to stop. The soft coos from the huge-breasted girl only urged her on further, making her take deeper, more forceful sucks as time went on to get more of that delicious, delicious milk into her belly.

The lack of air eventually got to her though, making her pop the nipple out of her mouth while it kept squirting, leaving it spray a bit across her mouth as she pulled away, crouching down slightly and panting heavily. She looked up to the other girls finding Twilight to be resting her head on her friend’s other boob like a pillow, and looked to be asleep, while Fluttershy was looking at her with a calm, gentle smile with a little concern from how hard she was panting now.

“Are you alright, Trixie?” The pink-haired girl asked quietly.

Trixie kept panting for a few more seconds, finally managing to respond, “I’m alright... it’s just...” She inhaled deeply, “That milk was really good.”

“O-oh!” Fluttershy squeaked, blushing and scratching the back of her head from the compliment. “T-thank you...” She said, then gasped quietly before smiling brightly as she held her arms out as if to ask for a hug. The other girl smiled softly in return and stood up, then moved into the hug one one side, careful to not press into Twilight’s sleeping head. The cerulean-skinned girl gasped as she was held tightly and lifted up, her distended belly placed on Fluttershy’s shoulder, who then started to pat her back.

“H-hey!” Trixie blurted while her cheeks flushed bright red, “Trixie is not a child!”

The patting didn’t stop though, and continued for several seconds while the cavalier girl squirmed until she felt something catch in her throat, then let out a loud belch. She blushed even heavier and kept silent after that, the other girl smiling contently while she forced a few more belches from the embarrassed girl’s throat before she finally pulled her back down and set her sideways on her lap.

“How was that?” Fluttershy asked, looking at the frost-haired girl with a kind smile on her face.

Trixie found herself hardly able to look at the other girl for several seconds before quietly responding, “Umm... T-Trixie thought that was nice...”

The normally shy girl’s smile brightened as she hugged the other student, gleefully exclaiming, “Thank you, Trixie!” The hug made the other girl more awkward and embarrassed, letting her get blindsided with Fluttershy’s next question; “Do you want to do that again later?”

Trixie sat in shock from the question for an indiscernible amount of time before quietly responding, “Yes, please.”

Chapter 2B

“Finally...”

An exhausted Starlight Glimmer walked out of the library in Friendship Castle, grinning triumphantly from getting done with the frankly absurd amount of work Twilight had placed on her that day. She stood there for a minute or so, reveling in the freedom and lack of stress, before she began walking to her private quarters.

“That was way too much work for one day,” The unicorn thought to herself while she yawned from mental exhaustion. “And she couldn’t even help me with any of it... So much for that ‘best teacher’ status...” She scoffed lightly at the thought, “Especially given what she went off to do... What’d she say, some sort of ‘personal thing’? Doesn’t she trust me enough to tell me at least something about that?”

She sighed heavily to herself while she continued walking, a little slower now as she became immersed in her thoughts. “Whatever, at least I’m done for the week. Now I can finally read that romance book I’ve been meaning to...” She chuckled as her smile returned. It only lasted a moment though, a sudden sound breaking her from her stupor.

The periwinkle pony stopped on the spot and glanced to the side at a door where the sound seemed to have come from. She next quietly trotted over to the door while listening for any noise coming from beyond it. She finally reached the door and placed an ear against it, listening for something on the other side, and eventually heard it. A moan. Not really a lewd moan, moreso just a pleasant one, but it was definitely a moan. She supposed that made sense, given how she was pretty sure this was Twilight’s private quarters, but the voice coming from it didn’t seem like hers, which seemed odd for the rather awkward alicorn.

Starilight’s curiosity eventually got the better of her and she slowly opened the door, knowing that her mentor probably wouldn’t like it if she invaded other’s privacy, but she still resolved herself to check it out. The moan came again, this one being legitimately discernable as high-pitched and perhaps a touch lewd. Her interest was now entirely piqued, so she slowly peeked her head around the door to find something she certainly did not expect: Twilight Sparkle grabbing hold of Fluttershy’s teats with her hoofs and pressing her muzzle into one of them.

The pink-coated mare gasped at the display, not really out of how intimate it was, but moreso out of the fact that Fluttershy was involved. The fact that such a timid and reserved mare was involved in something so sensual seemed impossible, yet here she was, letting another pony suck on her completely exposed breasts and... hm. That was it. They were not doing anything more than that, even though Starlight had been there for more than thirty seconds. The lilac and primrose mares seemed entirely content in their current situation.

But then she noticed something odd about Twilight; her barrel was slightly bulging. She didn’t think the bookish pony ate enough to give her any sort of pudge, so she wondered why it was there. She realized she didn’t have that belly yesterday, so she assumed it had something to do with the position she was in with her friend currently, but couldn’t think of anything. After all, the only thing that would ever come from teats is milk...

Milk.

She gasped at the revelation, this time loud enough to alert the other mares to her presence and making the yellow one shriek as she tried to cover her huge breasts, but really only succeeded is pressing her friend harder into them.

“S-Starlight!” Fluttershy shouted, blushing heavily from the unexpected visitor while her friend continued to nurse from her mammaries, seemingly unphased by the intruder.

Starlight, though, didn’t respond as she fully revealed herself, still staring at the sight. She shivered lightly from arousal while some of her juices began to flow down the inside of her hind legs.

“S-Starlight?” The yellow-coated pegasus repeated, now confused as to the other pony’s behaviour.

The periwinkle unicorn blinked twice before looking Fluttershy in the face. “I-is that milk?” She asked quietly while pointing at the nursing pony’s belly.

“O-oh, umm...” The shy pegasus hesitated, somewhat confused by the question. “Y-yes...”

A few awkward seconds passed before Starlight asked hesitantly, “Can... can I have some?”

There was then a pregnant pause as the mares stared at each other, rather embarrassed with the question, before Twilight popped the nipple she was sucking out of her mouth and snapped out of her milk-induced reverie.

“Oof, my belly is so big now, Fluttershy,” She commented while rubbing her pudge and looked up to her friend, who remained looking away from her. “Fluttershy?” She said, then traced her line of sight to see Starlight standing there, only glancing towards her before resuming her staring at the other pony.

The purple-maned unicorn took a step forward, paused a moment for any objections, but continued moving as none came. She eventually reached the space beside Twilight and in front of Fluttershy, then put her muzzle level with the busty mare’s teats. The other ponies stared at her while she slowly leaned her head towards one of the large breasts and opened her mouth, next putting her mouth around the nipple and starting to suckle on it.

Milk started coming almost instantly from the mammary, making its owner moan from the light pleasure and Starlight moan from its pleasant taste. The pink mare then put her hoofs on the teat in front of her, taking hold of it and squeezing lightly to pressure more of its content into her mouth. She basked in the taste of the milk, thankful for the gift in a manner devoid of any malcontent as she kept nursing.

She at one point took one of her hoofs off the breast and placed it on her belly to feel it slowly grow, now realizing why Twilight got such a pudge from this stuff; it was addictive as hell. The taste of the milk was lovely enough to always make her want more, but with how she was suckling on somepony’s nipple to get it made it impossible to stop. The soft coos from the big-breasted mare only urged her on further, making her take deeper, more forceful sucks as time went on to get more of that delicious, delicious milk into her belly.

The lack of air eventually got to her though, making her pop the nipple out of her mouth while it kept squirting, leaving it to spray a bit across her muzzle as she pulled away, crouching down slightly and panting heavily. She looked up to the other ponies, finding Twilight to be resting her head on her friend’s other teat like a pillow and looked to be asleep, while Fluttershy was looking at her with a calm, gentle smile with a little concern from how hard she was panting now.

“Are you alright, Starlight?” The pink-maned pegasus asked quietly.

Starlight kept panting for a few more seconds, finally managing to respond, “I’m alright... it’s just...” She inhaled deeply, “That milk was really good.”

“O-oh!” Fluttershy squeaked, blushing and rubbing the back of her head from the compliment. “T-thank you...” She said, then gasped quietly before smiling brightly as she held her forelegs out as if to ask for a hug. The other mare smiled softly in return and stood up on her hind legs, then moved into the hug one one side, careful to not press into Twilight’s sleeping head. The lavender-coated pony gasped as she was held tightly and lifted up, her distended barrel placed on Fluttershy’s shoulder, who then started to pat her back.

“H-hey!” Starlight blurted while her cheeks flushed bright red, “I’m not a foal!”

The patting didn’t stop though, and continued for several seconds while the unicorn squirmed until she felt something catch in her throat, then let out a loud belch. She blushed even heavier and kept silent after that, the other mare smiling contently while she forced a few more belches from the embarrassed pony’s throat before she finally pulled her back down and set her back on her lap.

“How was that?” Fluttershy asked, looking at the purple-maned unicorn with a kind smile on her face.

Starlight found herself hardly able to look at the other pony for several seconds before quietly responding, “Umm... t-that was nice...”

The normally shy pegasus’s smile brightened as she hugged the other mare, gleefully exclaiming, “Thank you, Starlight!” The hug made the unicorn more awkward and embarrassed, letting her get blindsided with Fluttershy’s next question; “Do you want to do that again later?”

Starlight sat in shock from the question for an indiscernible amount of time before quietly responding, “Yes, please.”

Chapter 3A

Sunset Shimmer was walking down the sidewalk, on her way to a slumber party hosted at Fluttershy’s home (at the meek girl’s request, oddly enough.) She was clad in her usual purple shirt, black jacket, and orange skirt, and carried her backpack on her back, though it was somewhat heavier than usual due to holding some materials for the party. She sighed lightly in relief finally when she came into visual range of the house and sped up her pace a little.

When she arrived at the door to the house, she reached an arm out and knocked on it thrice, then quickly returned it to her backpack strap to help relieve some of the strain from having walked around with it for a while. A few seconds passed before the door was tentatively opened and Fluttershy was seen on the other side, looking a little scared.

“Oh, hi, Sunset,” The shy girl said, barely audible over the arguing in the background between Rainbow Dash and Applejack.

“Uh, hi,” Sunset replied before averting her gaze to the arguing girls sitting on the couch and lightly grimaced. The pink-haired girl in front of her moved to the side to allow her entrance, which was quickly taken as she addressed the cyan and orange-skinned girls. “I swear, it seems like half the time I come across the two of you together, you’re fighting in some way.”

Dash glanced at the kournikova-coloured girl and quickly responded, “Yeah, I know-”

“Clearly,” Sunset interjected as she set her backpack down on the floor. “While I respect your right to compete with each other, right now you’re being pretty loud,” She added while looking sternly at the other girl.

The rainbow-haired girl looked back at her and opened her mouth as if to respond, but shut it when she saw Fluttershy’s worried expression. “R-right, sorry,” She replied apologetically.

A light scoff was heard from Twilight who was sitting on a armchair near the couch and holding a book. “I’m not even sure why you try at this point, Sunset. I mean, sure, we can stop it now, but it never seems to stick, you know?” She said in a mildly demeaning manner.

“Sorry,” Applejack responded, mostly aimed at Fluttershy.

“Sorry isn’t going to do anything,” Sunset bluntly replied. “You need to actually back it up.”

“Um, I’m sure they’re trying...” Fluttershy meekly interjected, still standing near the door.

“Oh, I’m not all too sure about that,” Rarity responded. “While I don’t mean to demean your optimism, darling, I doubt everything is going to turn out the way we wish.”

Rainbow Dash sighed heavily at this and reclined deeply into the couch, then opened her mouth as if to reply, but was cut off by a pair of loud thumps at the door. Fluttershy jumped and squeaked in fear at the noise, but inhaled and exhaled deeply to calm herself before reaching a hand to the handle and opening the door.

“Hi, Fluttershy!” A very excited Pinkie Pie said while she stood at the door, balancing multiple boxes of pastries on her hands and head.

“Hi, Pinkie,” The yellow skinned girl replied, before moving out of the way to allow her friend to nearly bound her way into the house, somehow keeping the box stacks stable. She then stood near the coffee table at the center of the room, a huge grin plastered on her face as she looked at the other girls in the room staring at her with light amusement and confusion on their faces.

“Wait a minute,” Twilight said, drawing everyone’s attention to her. “How did you knock on the door?” She asked, utterly baffled.

Pinkie’s smile became even bigger for a few moments before she gleefully responded, “With my booty!”

The other girls’ then stared at the energetic girl again, this time with a heavy mix of amusement, awe, and confusion.

“You... knocked on a door... with your ass?” Rainbow Dash questioned, looking like she was about to break out into extreme laughter.

“Yeparooni!” Pinkie replied, hopping up and down a little.

Twilight opened her mouth to respond, but kept it open as no words came for multiple seconds before she eventually sighed and covered her face with a hand in defeat.

The assorted snacks were set on the coffee table and the girls sat around it on various seats, all wearing in their usual pajamas while watching the cheesy horror movie Rainbow Dash picked with differing emotions; Fluttershy cowering into the side of slightly grimacing Rarity, Twilight occasionally switching her gaze between it and her book, Pinkie being utterly enthralled and overreacting at multiple points, and the others just watching with light amusement.

After the movie had droned on for a while, Fluttershy began to shift around a bit more, feeling a light pain in her chest. She then slowly pulled away from Rarity to get up.

“Is everything alright, darling?” The white-skinned girl asked concernedly.

“Um, yeah,” The shy girl replied quietly. “I just need to use the bathroom,” She elaborated as she stood up and briskly walked over to and up the stairs, drawing a few glances from some of the other girls.

Rainbow Dash chuckled, then said in a lightly amused manner, “I didn’t expect this movie to literally scare the piss out of her.”

“The movie has been going on for quite some time, I imagine it’s likely that she needed to use via more... natural reasons,” Rarity responded, sounding a little peeved.

“I was just joking, alright? Chill,” The athletic girl replied, holding her hands in front of her defensively.

“Could of at least tried to sound sarcastic,” Sunset said flatly from beside her.

“Hey-”

“SSSHHHHHHHHHHH!!” Pinkie loudly interjected, facing the other girls and holding a finger to her lips to indicate silence, to which they obliged.

The rest of the movie was watched in relative silence from the girls, and when it ended and the credits rolled, Sunset looked over to where Fluttershy was previously sitting and noticed she still wasn’t back.

“Is Fluttershy still using the bathroom?” She asked, a tad concerned.

“It seems so,” Rarity answered while looking to the empty seat beside her.

“Hmm,” Sunset responded before getting up. “I’m gonna go check on her,” She added while going over to the stairs, then went up them. She next traversed the upstairs hallway to the bathroom, but stopped upon hearing some quiet noises emanating from one of the other rooms. She slowly walked over to the door of said other room and attempted to discern what was happening on the other side, but failed.

She took hold of the door handle and turned it, then opened the door slightly and called through the crack, “Fluttershy? Are you in there?”

She next heard some a gasp and some quick shuffling through the door, followed by what sounded like a door opening, then slamming shut. “Uh, Fluttershy? You alright?” She said as she opened the door farther and walked into a bedroom, and from the bright coloring and tons of stuffed animals, it was clear that it was Fluttershy’s. She made note of the disheveled bed and clothes strewn about the floor as she looked around the room before spotting a closet.

Sunset tentatively made her way over to the closet and grabbed the handle, then swallowed to mentally prepare for what she may see in there, and opened the door, leaving her to stand face-to-face with Trixie.

“Sunset!” Trixie cried in bewilderment and shock.

“Trixie!” The other girl yelled back in a similar tone.

“What are you doing here?!”

“Checking on my friend! What are you doing here?!”

“Trixie was-” She noticeably hesitated while a faint red tinted her cheeks, “-talking with her friend!”

Sunset squinted in suspicion at the other girl. “‘Talking’?” She questioned, her voice quieting down somewhat.

“Um,” Trixie gulped as her cheeks flushed even brighter, “Y-yeah, talking...” She finished, the kournikova-skinned girl staring at her, looking completely unamused. The usually vainglorious girl sighed in defeat before she admitted, “Okay, fine. Trixie was...” She paused to look for a decent way to put it, “playing with her mommy.”

The yellow and scarlet-haired girl looked at her in utter bewilderment and asked, “‘Mommy’?”

The frost-haired girl’s blush turned crimson red as she covered her face in shame at her accidental admission, leaving the other girl to stare at her, completely baffled as to how Fluttershy could’ve possibly consummated such a relationship with Trixie of all people. She was pulled out of her perplexed stupor, however, when a short squeak was heard from the bedroom door.

“Sunset!” Fluttershy squealed, looking at the other girl in light shock and embarrassment.

“Fluttershy!” Sunset responded, refocusing her confusion at her. “Do you mind explaining why Trixie is in your bedroom?” She asked in a lightly stern manner.

“Oh, um,” The shy girl started, her already existing blush growing brighter. “W-well, we...” She stuttered, clearly embarrassed.

“Fluttershy,” The orange-skinned girl replied calmly, drawing the other to look at her with with her face half covered by her hair. “I’m not mad that you have a girlfriend, just confused as to why it’s Trixie,” She said, then lightly blushed as she remembered what the girl referenced her girlfriend as. “And... a little as to the nature of your relationship.”

“O-oh, w-well,” Fluttershy responded, her blush deepening even further, “Trixie d-didn’t really have any friends, s-so I became hers... Um, and then, w-we, umm...”

“Had sex?” Sunset finished inquisitively.

The other girl shyly nodded and quietly replied, “Um, y-yes, and I’m trying to help her become nicer to others...”

“Oh, okay,” The primrose and scarlet-haired girl responded, her tone more friendly now, but quickly dipped back into confusion. “And you haven’t told us this, why?”

“Uh, well, I kind of thought you girls wouldn’t really like me being around Trixie...” The shy girl replied, sounding a little scared and hesitant.

“Hey, no, it’s alright,” Sunset said comfortingly as she approached the other girl. “I mean, if you were just having sex with Trixie, then yeah, we probably would feel a little betrayed. But since you’re actually trying to help her,” She paused as she arrived in front of the yellow-skinned girl, “Then you’re alright,” She finished, but quickly added, “More than alright, that’s actually pretty admirable!”

Fluttershy started to blush now moreso from the compliment as she quietly replied, “Um, t-thank you...” She next slowly sidestepped the other girl and walked over to the open closet to see Trixie still inside, who looked rather scared when she saw her girlfriend, and quickly hugged her.

“Shhhh, it’s okay, Mommy’s here...” The usually shy girl said comfortingly while she petted the other girl’s back, continuing to do so for more than a minute before she looked back at the kournikova-skinned girl still standing near the door, now rubbing a hand on her forehead. “Um, Sunset?” She asked with mild concern.

“I-it’s alright, I understand,” Sunset responded, rather embarrassed with the encounter, before putting her hand back at her side. “Um, do you want me to tell the others?” She questioned, her tone sounding more casual.

“N-no,” The pink-haired girl meekly replied, “I’ll do it, just, um, when I’m more comfortable with it.” She then started to move backwards slowly to the bed and sat down on it while still hugging Trixie.

The other girl shook her head lightly to clear mental images of what the other two would be doing together before responding, “Uh, alright. Well, I’m gonna go, just come out soon, the other girls are a little worried.” She heard a quiet ‘okay’ and muffled ‘mm-hm’ from the other girls as she turned around and headed for the door, then walked though it and cast a wayward glance back at the others that quickly evolved into a bewildered stare when she saw what they were doing; notably, the sapphire-skinned girl suckling on one of Fluttershy’s nipples.

She would’ve left if it weren’t for her quick re-examination of the girls, where she noticed a large belly on Trixie which made her look a few months pregnant, and definitely wasn’t there a couple days ago. She stood baffled at it before reassessing the previously thought to be sexual position they were in, coming to only one logical conclusion.

“I-is she getting milk from that?” Sunset asked in an utterly vexed tone while meekly pointing at the shy girl’s huge breasts.

“Um, yes,” Fluttershy replied calmly, making the orange-skinned girl sigh with bewilderment and putting her off-balance for her next statement; “Do you want some?”

The question made the usually rather confident girl completely stop moving and blush madly out of embarrassment while she lost herself in thought. Nearly a minute passed before she looked back at the other girls and defeatedly replied, “Oh, why the hell not?”

Sunset closed the door before walking over to the pink-haired girl, crouching down slightly when she arrived to put her mouth level with the breast not currently being milked by Trixie. She next tentatively moved her head forward and stuck her tongue out, eventually having it touch the large pink nipple present on her friend’s massive primrose boob.

She started sucking lightly, just to get a taste of the milk, and found the taste to be absolutely glorious. She never tasted anything like this in her life! And that was saying something, given how she had two different worlds of experience, one of which she spent a lot of time an a literal royal palace. The taste was so good, she just had to have more, so she quickly took her hands and wrapped them around the huge mammary in front of her, suckling harder on it and she gripped and kneaded its enormity.

She was lost in the irresistible warmth and flavour of the milk, slowly closing her eyes as she delved into a trance in which it was the only thing that mattered. Her sucks became deeper as time flew by, its relevance now meaningless as the milk began figuratively began to fill her mind and literally began to fill her belly. She put a hand on her slowly expanding tummy, feeling it grow as it filled with more milk, completely null to any sense of any discomfort it may bring.

Unfortunately, Sunset’s lack of breath eventually got the better of her, making her pull off the nipple with a wet ‘pop’. She pulled away from her friend and sat down on the floor in front of her, slowly rubbing her rather large belly.

“Oh, wow,” She groaned in discomfort and amazement as she looked down at her multiple-month-pregnant-looking belly. “I drank so much,” She stated, looking up at the other girls she now remembered were in the room.

“Mm-hm,” Fluttershy nodded while looking down at the kournikova-skinned girl with a motherly smile, while Trixie looked pleasantly drowsy, if a little amused, as she rested her head on the breast she was nursing from previously. The normally shy girl then opened her arms wide as if to ask for a hug, which made the sitting-down girl crack a light grin before getting up to her feet. She groaned as she stretched her limbs, relieving herself from the light cramps she got while nursing from her friend, then walked a couple steps forward and wrapped her arms around the busty girl.

The first sensation Sunset got from the hug was pleasant softness, but was quickly replaced as the other girl squeezed her arms tightly around her, and lifted her up.

“Woah, what are you doing?” The scarlet and golden-haired girl asked in a mix of worry and shock as her belly was placed on the yellow girl’s shoulder. Her question was quickly answered however, when Fluttershy began patting her back and Trixie giggled like a child, making the usually confident girl blush madly with embarrassment. After a few seconds, she opened her mouth to protest, but a loud belch came out instead.

“Really?” She responded in an defeated tone, making the sapphire-coloured girl below her break out into full-on laughter.

A few minutes passed during which the pink-haired girl forced a few more belches from Sunset before she finally let the now flaming-cheeked girl down to her feet, allowing her to back up a few steps and glance awkwardly around the room as Trixie's laughing died down. “Um, t-thank you, Fluttershy,” The light-orange girl finally said. “Thank you, for the, uh, milk...”

“You’re welcome!” Fluttershy beamed, looking at the other girl with an ecstatic smile. “Oh, and don't be afraid to to ask for more of that whenever you like! Just, um,” She added and gained a bit of a blush herself, “Be discreet about it.”

“R-right, of course,” The kournikova-skinned girl replied before biting her lip and looking at the other girl hesitantly. “Um... I’m just gonna go now...” She meekly added as she slowly walked over to the bedroom door, casting another wayward glance back at the others before closing it.

Author's Note

It may seem odd that there is no Chapter 3B, and that’s completely intentional. There will likely be an unequal amount of stories on each side, and there will also be other chapters that are side specific, the main reason being to keep them lined up, so that character counterparts will end up on each side of the same chapter.

Chapter 4A

It was a peaceful day in Canterlot, bright azure skies with a few clouds dotted about, warm, lightly breezy air, and many quietly chittering animals that put a white noise that only added to the tranquility. It was perfect for an aimless walk to take it all in, and that is exactly what a rather odd pair of girlfriends were doing in the Whitetail Woods.

Trixie Lulamoon and Fluttershy were walking on a quiet trail in the forest, their hands held together with their fingers intertwined while they admired the serenity of it all. Hardly a word was spoken between them as to not disturb the peace, yet none was needed for them to be comforted by each other. The love they shared was of an unconventional sort, them finding peace in each other because of how they shifted power between them, taking it from the one that tended to suffer from being overwhelmed by the importance of her choices and giving it to the one that has spent most of her life as a doormat. It worked though, and the two have become more stable in their demeanors, often stemming from the extensive usage of this power-shifting, in private or otherwise.

Now, however, the pair were not exercising the more obscure part of their relationship as peace and tranquility were the only things on their minds. It flooded further into them as the sapphire-skinned girl took her hand from her girlfriend’s and wrapped it around her waist, pulling them closer together and resting her head on the other girl’s shoulder. The pink-haired girl quickly reciprocated the action in a similar manner, only putting her head atop her girlfriend’s while they kept walking through the woods.

They continued to walk like that for a while before Trixie’s breathing became slightly laboured, catching her partner’s attention and making her pull her head away to look at the other girl.

“Are you alright, Trixie?” Fluttershy asked, concern clear in her voice.

The magician exhaled heavily and closed her eyes before replying, “Trixie is a little tired from all of the walking.”

“Oh, well, do you want to take a break?” The yellow-skinned girl said, to which her girlfriend responded with an ‘Mm-hm’ and a nod of her head. “Okay, let’s sit over here by this tree,” She suggested as she walked over to one of the many trees lining the path, her partner still grasped onto her. She then sat down at the base of the tree and leaned on it, the other girl sitting down in between her legs and leaning her head back into her girlfriend’s breasts and letting her wrap her yellow arms around her in a motherly fashion.

The pair rested like that for a few minutes, during which only the cool winds blowing through the trees and the couple’s quiet breathing could be heard before Trixie said, “Trixie is also a little hungry.” The other girl released a small ‘hm?’ as she was broken from her stupor, then looked down at her partner, before gaining a small blush at the implication.

The frost-haired girl looked back and gained a slightly confused look, then said, “We’ve been doing this for more than a week now; why do still get so flustered about the idea?”

Fluttershy merely blushed harder and tightened her grip on her girlfriend, and quickly said, “I’m sorry!” She took a few seconds of pause, during which the other girl’s gained some concern. “It’s just... we’re out in the open...” She resumed, glancing around quickly, as if to try and find someone spying on them.

“Fluttershy,” Trixie said calmly, drawing her partner’s gaze. “We’re in the middle of a forest. Noone’s going to come around here that often, and even if they do while we’re at it, we would easily be able to hear them before they see us,” She finished, a soft look on her face to show concern for her girlfriend’s paranoia.

“Alright,” The other girl responded after a moment and began to compose herself, her blush slightly deteriorating. She slid her arms off from around her girlfriend, allowing her to pull away and turn around, and put her hands onto the hem of her pale green t-shirt. She became comforted by the sweet visage on her partner’s face, and pulled her top up and out, slowly revealing the huge primrose globes underneath.

The magician’s expression turned from one of comfort to wonder as she stared at them, their size and plumpness being truly awe-inspiring, while their general rotundness along with the perky pink nipples sitting atop them aroused her slightly. She slowly begun to close the short gap between her and her partner’s right breast, both girls grinning lightly in anticipation, before she opened her mouth and latched onto the nipple and started to slowly suckle on it.

The taste was amazing, as always, and quickly enthralled the sapphire-skinned girl, letting her girlfriend take her hands off her top and place them around her partner into a hug that was quickly reciprocated, comforting both of them and letting them close their eyes as they relaxed. They basked in the pleasant sensations of relief and satiation what felt like hours, yet still seemed too short before a loud drawn-out gasp was heard to the side, startling both girls out of their reveries and making them go completely still with brilliant blushes and wide eyes from embarrassment.

Trixie took her mouth off her girlfriend’s mammary after a moment and looked to her right with the other girl following suit, both quickly finding a very shocked Pinkie Pie standing several meters away, her body slightly drooped over with her mouth hanging wide open.

“P-Pinkie!” Fluttershy exclaimed, shock and embarrassment clearly shown in her voice and on her face.

Pinkie continued to stare for several more very uncomfortable seconds, the emotions on the other girls becoming slightly concerned, before she stood straight up with her face stoic, her eyes beginning to roll around in circles in a very unnatural manner. The embarrassed partners stared silently in vexation as the pink girl rebooted, her face and stance eventually becoming natural as she looked back at her friend, though still somewhat laced with confusion.

“Pinkie?” The primrose-skinned girl repeated. “Um, w-we can explain...”

The party girl adjusted her stance to one of confidence while she gained a small smirk and said, “Exhibitionism, huh?”

Fluttershy looked at her in perplexity, but her girlfriend gained a heavy blush and hastily replied, “No no no! It’s not that!” Both other girls looked at her with confusion before she explained, “It’s just for the milk!”

“Ohhhhhhhhhhh...” Pinkie responded in understanding, but her expression slowly turned into her infamous ‘ready-to-explode’ grin and she asked, “That’s not just exclusive to just you gals, though, right?”

Both girlfriends looked at each other with knowing looks before returning their gaze to their interloper, the pink-haired girl replying, “No, Pinkie; you can have some if you’d like.”

The eccentric girl then squeed in delight and raced over to her friend, quickly kneeling alongside Trixie and staring at her partner’s left breast in awe and wonder, similar to how the other girl did previously. She then grabbed hold of the mammary and kneaded it slightly before moving her head towards it with an open mouth, quickly enveloping the lovely pink nipple sitting on top.

Pinkie then started to suckle on her friend’s breast and got a taste of the milk, quickly finding why the other girl liked doing this: The taste of it was absolutely amazing! It was crazy good, gobstopping, beautiful, beyond description! It’s richness and fruity tint made it one of the best tastes she’d had in her life! She just had to have more, and so she did.

She quickly began slurping vigorously on the nipple, causing its owner to moan breathlessly from the pleasure. The sapphire-skinned girl moved to her partner’s side and continued holding her, a little disconcerted from the treatment and her reaction to it.

“Um, P-Pinkie...” Trixie said concernedly, getting the other girl’s attention but not stopping her ministrations. “Could you slow down a little? You’re being a bit, ah, overzealous,” She requested, making the nursing girl stop and look at her yellow-skinned friend’s slight strain, then give a slightly guilty grin through the nipple stuffed in her mouth before resuming at a more checked pace.

The calmer treatment made Fluttershy’s gasping moans turn into contented sighs and loving coo’s, leaving her partner to issue a small ‘thank you’ to the other girl and rest her head on her girlfriend’s shoulder and tighten her hug a little, which was soon reciprocated as an arm was pulled around her shoulder and a head rested on top of hers.

Pinkie, meanwhile, was delighting in the delectable taste of her friend’s breast milk, while the sweet girl’s quiet sounds formed a pleasant backdrop, drawing the usually energetic girl into a trance of pure satisfaction. She kept drinking, the breast it came from never seeming to drain while she continued gripping and lightly kneading it with both of her hands for what felt like hours. A light pressure began to build in her stomach, and at first she ignored it, but it eventually grew to be too much and she pulled away, popping the nipple out of her mouth loudly with some milk continuing to spew out and onto her mouth and she leaned back, panting heavily.

She looked down at her belly and reached a hand to it, feeling and seeing it to be quite a lot larger than normal, making her seem as though she was ready to give birth. She groaned exasperatedly as she slowly rubbed it, expressing her glaring discomfort to the other girls, who glanced at each other to say that they both knew what needed to be done.

“Come here, Pinkie,” Fluttershy said sweetly while extending her left arm out as if to prepare for a hug, her girlfriend doing the same with her right. The mentioned girl looked to them after a moment, then smiled at the invitation and quickly obliged, moving forward and hugging her friends, whose arms closed around her. Those arms tightened after a few seconds of hugging, and pulled her up onto their touching shoulder, inciting a sharp gasp from her.

Pinkie was placed between her breasts and tummy on her friend’s shoulders, the sapphire girl moving her arm down her back to help support her while the primrose girl shifted her hand to the center of her back, before beginning to pat it. The pink girl giggled joyously as she realized what was happening, several more slaps being delivered to her back before felt the telltale catch in her throat, that was then expelled. Loudly.

The girlfriends reeled back slightly with flabbergasted looks on their faces as they bared the several second onslaught of deafening noise and mild odour, leaving them both awestruck when it ended, the air now filled with boisterous hysteria from the party girl.

“Aw, come on!” She whined, drawing the other girls from their stupor to look at her. “Keep going!”

Fluttershy shook her head in the manner one generally does around the eccentric girl before resuming her patting, doing so for a few minutes, forcing several more, thankfully smaller belches from her friend. She and her partner then pulled the girl off their shoulders and let her rest in a kneel in front of them, allowing them to see the massive, beaming smile on her face which made them return a pair of smaller, yet no less delightful ones.

“Are you alright, Pinkie?” The primrose girl asked, with light concern.

Pinkie’s smile got even larger (somehow) and she loudly replied, “I’m doing GRRRRRRREEAAT!!” The other two girls shied away a bit at the volume, the smiles on their faces becoming slightly strained but still happy. The energetic girl noticed the change though, and started to look a little guilty, saying, “Oops, sorry.”

“It’s alright, Pinkie,” The timid girl responded. “I’m just glad you’re happy,” She added, and glanced over to her girlfriend to see her brilliant visage returned.

“Awww, you’re the best!” The pink girl said while jumping forward to powerfully hug her friend, inciting a small ‘eep!’ of shock from her before she returned it. She pulled away after a few seconds, then looked over to the other girl, who was smiling shyly with a little fright, and quickly hugged her too, adding, “You too, Trixie!”

After Pinkie finally pulled away from her friends, she stood up quickly, becoming somewhat unbalanced from the now very large belly she sported, but ended up standing straight up after a couple seconds of teetering. “Bye, girls!” She said with an energetic wave as she turned to leave.

“Oh, wait, Pinkie!” Trixie spoke up, getting the other girl’s attention and halting her in her tracks, making her spin around on the spot to look at the magician. “Can you, um, not tell the others about,” She motioned to herself and her partner, along with her partner’s still exposed breasts, “Any of this?”

“Oh, right!” Fluttershy interjected, sounding rather frightened all of a sudden. “We’d rather not anyone else know about this... Um, but Twilight and Sunset already know, so you can talk about it with them...”

“Okey Dokey Lokey!” The party girl agreed. “Cross my heart and hope to fly, stick a cupcake in my eye,” She said, going through the very well-known motions, “Done! Anything else?”

The primrose-coloured girl paused a moment to think before responding, “Well, um, you can always get some more milk if you want, just, um, be discreet about it if we’re with others, okay?”

“Okay!” Pinkie replied with vigorous nodding. “Thank you, Flutters, Trixie!” She added before turning around and running off while yelling ‘Byyyyyyyeeeeeeee!’ in a voice that slowly grew quieter as she went farther away, eventually becoming silent and letting tranquility reign once again.

Chapter 4B

It was a peaceful day in Ponyville, bright azure skies with a few clouds dotted about, warm, lightly breezy air, and many quietly chittering animals that put a white noise that only added to the tranquility. It was perfect for an aimless walk to take it all in, and that is exactly what a rather odd pair of marefriends were doing in the Whitetail Woods.

Starlight Glimmer and Fluttershy were walking on a quiet trail in the forest, their bodies pressed together with their flanks rubbing while they admired the serenity of it all. Hardly a word was spoken between them as to not disturb the peace, yet none was needed for them to be comforted by each other. The love they shared was of an unconventional sort, them finding peace in each other because of how they shifted power between them, taking it from the one that tended to suffer from being overwhelmed by the importance of her choices and giving it to the one that has spent most of her life as a doormat. It worked though, and the two have become more stable in their demeanors, often stemming from the extensive usage of this power-shifting, in private or otherwise.

They continued to walk like that for a while before Starlight’s breathing became slightly laboured, catching her partner’s attention and making her pull her head away to look at the unicorn.

“Are you alright, Starly?” Fluttershy asked, concern clear in her voice.

The mage exhaled heavily and closed her eyes before replying, “I suppose I’m a little tired from all of the walking.”

“Oh, well, do you want to take a break?” The pink-maned pegasus said, to which her marefriend responded with an ‘Mm-hm’ and a nod of her head. “Okay, let’s sit over here by this tree,” She suggested as she walked over to one of the many trees lining the path, still grasped onto her partner. She then sat down at the base of the tree and leaned on it, the other pony sitting down in between her legs and leaning her head back into her marefriend’s barrel and letting her wrap her yellow forelegs around her in a motherly fashion.

The pair rested like that for a few minutes, during which only the cool winds blowing through the trees and the couple’s quiet breathing could be heard before Starlight said, “I’m also a little hungry.” The pegasus released a small ‘hm?’ as she was broken from her stupor, then looked down at her partner, before gaining a small blush at the implication.

The heliotrope-maned mare looked back and gained a slightly confused look, then said, “We’ve been doing this for more than a week now; why do you still get so flustered about the idea?”

Fluttershy merely blushed harder and tightened her grip on her marefriend, and quickly said, “I’m sorry!” She took a few seconds of pause, during which the other pony’s look gained some concern. “It’s just... we’re out in the open...” She resumed, glancing around quickly, as if to try and find somepony spying on them.

“Fluttershy,” Starlight said calmly, drawing her partner’s gaze. “We’re in the middle of a forest. Nopony’s going to come around here that often, and even if they do while we’re at it, we would easily be able to hear them before they see us,” She finished, a soft look on her face to show concern for her marefriend’s paranoia.

“Alright,” The other pony responded after a moment and began to compose herself, her blush slightly deteriorating. She slid her forelegs off from around her partner, allowing her to pull away and turn around, but quickly put her hooves in front of her crotch. She became comforted by the sweet visage on her partner’s face, and pulled her hooves away, slowly revealing the huge primrose globes underneath.

The unicorn’s expression turned from one of comfort to wonder as she stared at them, their size and plumpness being truly awe-inspiring, while their general rotundness along with the perky pink nipples sitting atop them aroused her slightly. She slowly begun to close the short gap between her and her partner’s right teat, both girls grinning lightly in anticipation, before she opened her mouth and latched onto the nipple and started to slowly suckle on it.

The taste was amazing, as always, and quickly enthralled the carnation pony, letting her marefriend place her hooves around her partner in a hug that was quickly reciprocated, comforting both of them and letting them close their eyes as they relaxed. They basked in the pleasant sensations of relief and satiation what felt like hours, yet still seemed too short before a loud drawn-out gasp was heard to the side, startling both mares out of their reveries and making them go completely still with brilliant blushes and wide eyes from embarrassment.

Starlight took her mouth off her marefriend’s mammary after a moment and looked to her right with the pegasus following suit, both quickly finding a very shocked Pinkie Pie standing several meters away, her body slightly drooped over with her mouth hanging wide open.

“P-Pinkie!” Fluttershy exclaimed, shock and embarrassment clearly shown in her voice and on her face.

Pinkie continued to stare for several more very uncomfortable seconds, the emotions on the other ponies becoming slightly concerned, before she stood straight up with her face stoic, her eyes beginning to roll around in circles in a very unnatural manner. The embarrassed partners stared silently in vexation as the pink earth pony rebooted, her face and stance eventually becoming natural as she looked back at her friend, though still somewhat laced with confusion.

“Pinkie?” The primrose-coated pony repeated. “Um, w-we can explain...”

The party mare adjusted her stance to one of confidence while she gained a small smirk and said, “Exhibitionism, huh?”

Fluttershy looked at her in perplexity, but her partner gained a heavy blush and hastily replied, “No no no! It’s not that!” Both other ponies looked at her with confusion before she explained, “It’s just for the milk!”

Both marefriends looked at each other with knowing looks before returning their gaze to their interloper, the pegasus replying, “No, Pinkie; you can have some if you’d like.”

The eccentric pony then squeed in delight and raced over to her friend, quickly kneeling alongside Starlight and staring at her partner’s left teat in awe and wonder, similar to how the other mare did previously. She then grabbed hold of the mammary and kneaded it slightly before moving her head towards it with an open mouth, quickly enveloping the lovely pink nipple sitting on top.

Pinkie then started to suckle on her friend’s breast and got a taste of the milk, quickly finding why the other pony liked doing this: The taste of it was absolutely amazing! It was crazy good, gobstopping, beautiful, beyond description! It’s richness and fruity tint made it one of the best tastes she’d had in her life! She just had to have more, and so she did.

She quickly began slurping vigorously on the nipple, causing its owner to moan breathlessly from the pleasure. The unicorn moved to her partner’s side and continued holding her, a little disconcerted from the treatment and her reaction to it.

“Um, P-Pinkie...” Starlight said concernedly, getting the other pony’s attention but not stopping her ministrations. “Could you slow down a little? You’re being a bit, ah, overzealous,” She requested, making the nursing mare stop and look at her yellow-coated friend’s slight strain, then give a slightly guilty grin through the nipple stuffed in her mouth before resuming at a more checked pace.

The calmer treatment made Fluttershy’s gasping moans turn into contented sighs and loving coo’s, leaving her partner to issue a small ‘thank you’ to the other pony and rest her head on her marefriend’s shoulder and tighten her hug a little, which was soon reciprocated as a foreleg was pulled around her shoulder and a head rested on top of hers.

Pinkie, meanwhile, was delighting in the delectable taste of her friend’s breast milk, while the sweet pegasus’s quiet sounds formed a pleasant backdrop, drawing the usually energetic mare into a trance of pure satisfaction. She kept drinking, the teat it came from never seeming to drain while she continued rubbing and lightly kneading it with both of her hooves for what felt like hours. A light pressure began to build in her stomach, and at first she ignored it, but it eventually grew to be too much and she pulled away, popping the nipple out of her mouth loudly with some milk continuing to spew out and onto her mouth and she leaned back, panting heavily.

She looked down at her belly and reached a hoof to it, feeling and seeing it to be quite a lot larger than normal, making her seem as though she was ready to give birth. She groaned exasperatedly as she slowly rubbed it, expressing her glaring discomfort to the other ponies, who glanced at each other to say that they both knew what needed to be done.

“Come here, Pinkie,” Fluttershy said sweetly while extending her left foreleg out as if to prepare for a hug, her marefriend doing the same with her right. The mentioned mare looked to them after a moment, then smiled at the invitation and quickly obliged, moving forward and hugging her friends, whose forelegs closed around her. Those forelegs tightened after a few seconds of hugging, and pulled her up onto their touching shoulders, inciting a sharp gasp from her.

Pinkie was placed right above her tummy on her friends’ shoulders, the unicorn moving her foreleg down her back to help support her while the pegasus shifted her hoof to the center of her back, before beginning to pat it. The pink pony giggled joyously as she realized what was happening, several more slaps being delivered to her back before felt the telltale catch in her throat, that was then expelled. Loudly.

The marefriends reeled back slightly with flabbergasted looks on their faces as they bared the several second onslaught of deafening noise and mild odour, leaving them both awestruck when it ended, the air now filled with boisterous hysteria from the party mare.

“Aw, come on!” She whined, drawing the other ponies from their stupor to look at her. “Keep going!”

Fluttershy shook her head in the manner one generally does around the eccentric earth pony before resuming her patting, doing so for a few minutes, forcing several more, thankfully smaller belches from her friend. She and her partner then pulled the mare off their shoulders and let her rest in a kneel in front of them, allowing them to see the massive, beaming smile on her face which made them return a pair of smaller, yet no less delightful ones.

“Are you alright, Pinkie?” The primrose pegasus asked, with light concern.

Pinkie’s smile got even larger (somehow) and she loudly replied, “I’m doing GRRRRRRREEAAT!!” The other two mares shied away a bit at the volume, the smiles on their faces becoming slightly strained but still happy. The energetic pony noticed the change though, and started to look a little guilty, saying, “Oops, sorry.”

“It’s alright, Pinkie,” The timid mare responded. “I’m just glad you’re happy,” She added, and glanced over to her marefriend to see her brilliant visage returned.

“Awww, you’re the best!” The earth pony said while jumping forward to powerfully hug her friend, inciting a small ‘eep!’ of shock from her before she returned it. She pulled away after a few seconds, then looked over to the other pony, who was smiling shyly with a little fright, and quickly hugged her too, adding, “You too, Starlight!”

After Pinkie finally pulled away from her friends, she stood up quickly, becoming somewhat sluggish from the now very large belly she sported, but ended up standing straight up after a couple seconds of teetering. “Bye, girls!” She said with an energetic wave as she turned to leave.

“Oh, wait, Pinkie!” Starlight spoke up, getting the other mare’s attention and halting her in her tracks, making her spin around on the spot to look at the unicorn. “Can you, um, not tell the others about,” She motioned to herself and her partner, along with her partner’s still exposed teats, “Any of this?”

“Oh, right!” Fluttershy interjected, sounding rather frightened all of a sudden. “We’d rather not anyone else know about this... Um, but Twilight already knows, so you can talk about it with her...”

“Okey Dokey Lokey!” The party pony agreed. “Cross my heart and hope to fly, stick a cupcake in my eye,” She said, going through the very well-known motions, “Done! Anything else?”

The primrose-coloured mare paused a moment to think before responding, “Well, um, you can always get some more milk if you want, just, um, be discreet about it if we’re with others, okay?”

“Okay!” Pinkie replied with vigorous nodding. “Thank you, Flutters, Starly!” She added before turning around and running off while yelling ‘Byyyyyyyeeeeeeee!’ in a voice that slowly grew quieter as she went farther away, eventually becoming silent and letting tranquility reign once again.

Chapter 5A

Fluttershy looked rather worried as she and her friends stood near the Canterlot High statue, waiting for Twilight to come through.

It wasn’t really that her girlfriend wasn’t with her at that point, as even if they did love each other very much, they were used to being bereft of each other’s presence because of the secrecy of their relationship. No, it was moreso how three of her friends, including the two that were most associated with their inter-dimensional interloper, knew about her lactation and may ending up telling the other girl about it. And of course, this certainly wasn’t helped by the fact that they all came here right after the school day ended, so she didn’t have a chance to milk herself for most of the day.

The base of the statue suddenly began to glow, drawing everyone’s attention, taking a couple seconds before the girl they were waiting for came out it, looking rather dazed as she stood up.

“Hello, every-” Twilight started, but was interrupted when Pinkie hug-tackled her from the side.

“Hey, Twi!” The pink girl shouted as she tightly hugged her friend.

“H-hey, Pinkie...” The other girl muttered through laboured breaths.

“Pinkie, I think a better greeting would include not suffocating her,” Sunset commented wryly, causing the eccentric girl to hop off her friend and smile apologetically at her.

Twilight cleared her throat before replying, “T-thank you, Sunset.”

“So... been a while, huh?” The kournikova girl responded, launching the conversation through the pleasantries and into light-hearted small talk, much to Fluttershy’s comfort. The timid girl walked quietly behind the rest of the group, paying attention to what they were saying to keep her mind off her anxiety and the faint straining tingle that recently sparked in her breasts. She followed them to the sidewalk where Applejack and Rainbow Dash got in a rustic truck, Rarity and Sci-Twi in a fancy car, and they four, along with Pinkie who went sprinting down the street, exchanging their goodbyes for the day.

“Hey, so,” The fire-haired girl started, getting her remaining two friends to look at her. “I actually wanted to talk to you two about something. But, it’s a little... private, so I’d prefer to do so at my place,” She continued with a smile that looked slightly strained.

“Oh, uh, alright,” Twilight replied with a smile while Fluttershy gave a nervous nod, becoming slightly concerned that they were going to talk about her secret after all.

The trio then started down the street, a conversation beginning again between the two equestrians that left Fluttershy focusing on it as fully as she was able, though that wasn’t much considering her anxiety at the moment. They walked for about half an hour before they reached an apartment building and entered it, heading up to the third floor before entering one of the rooms.

“Here we are,” Sunset said as they walked into the moderately-sized apartment with pale red wallpaper, a threadbare couch and armchair next to a coffee table with a small TV on the wall opposite.

“I didn’t know you had such a nice place, Sunset!” Twilight exclaimed as she looked about the room, noting the couple other entryways and objects around it. Fluttershy, however, just went to sit down on the couch, resting on the side closest to the door and closing her eyes while trying to calm down.

“Yeah,” The kournikova girl replied as she followed her friend’s inquisitive gaze, “I guess I just didn’t have much a reason to show you before.” She then turned to her other friend and noticed her nervousness and asked, “Are you alright, Fluttershy?”

The timid girl gasped lightly and looked up at Sunset before replying quietly, “O-oh, I’m just a l-little nervous...”

“Wait, why?” Her friend responded with concern as she walked over to the couch at sat down next to her.

“I-I thought you might w-want to talk about... t-that…” Fluttershy begun, getting quieter as she went, until she was nearly inaudible at the last word and looked away with a heavy blush.

The fiery-haired girl inhaled faintly in realization, then looked to the side to see Twilight leaning forward curiously from behind the armchair while grabbing onto its back. “Could you give us a moment, Twi?” She asked after the lavender-skinned girl looked back at her.

“Oh, alright,” The other girl said as she nodded and went through one of the doorways out of the room, Fluttershy watching her in slight confusion and turning back to her other friend when she left.

“I, um,” Sunset started, her face becoming slightly flushed in embarrassment as she lowered her voice, “I actually kind of did want to talk about that...”

The orchid-haired girl looked at her friend with confliction for a few moments before responding, “But w-why?”

“Well, I feel like our friends should know about it; after all, it is a rather important part of your life,” The other girl replied carefully, and watched Fluttershy think about that for a couple seconds before interrupting, “Look, I won’t make you talk about it, I just think this is kind of important.”

The shy girl looked rather pensive and nervous for several more seconds, then begun worriedly, “B-but wouldn’t she think it’s really weird a-and want to leave?”

Sunset gave her friend a comforting smile and responded, “She’s your friend, Fluttershy, she wouldn’t do that. And,” She continued, seeing the uncertainty on the other girl’s face, “You’ve shown this to a few others, and it went well each time; Twilight shouldn’t be any different.”

Fluttershy looked away in thought for a moment before looking back at the kournikova girl and timidly replying, “A-alright...”

“‘Alright’?” The other girl asked with a raised eyebrow.

The primrose girl inhaled deeply and said, “Alright, let’s talk to her a-about that...”

Sunset smiled and nodded, then got up and headed over to the room Twilight went into, leaving the other girl in peace, at least until she noticed the stress in her breasts again. She moved around slightly to try to get in a more comfortable position, but it only succeeded in brushing her breasts against her bra.

As much as Fluttershy was loathe to admit it, she actually kind of liked this stress, being as it made her breasts more sensitive and it itself was actually rather pleasurable in a masochistic sort of way. She actually preferred going bra-less as the sensation of her nipples brushing along the shirt felt better than along the bra, and the thrill she got from knowing others may see that she wasn’t wearing one made it all the better. Unfortunately, she usually had to wear a bra to prevent her breasts from bouncing around more and to keep any milk she may accidentally leak from seeping through her shirt.

She moved around a bit more and focused on that feeling of tentative, fleeting pressure, and the excitement from knowing that the others could return at any moment, letting it instill a blush on her face as she bit her lip, with her nipples hardening and her sex growing wet.

The timid girl gasped quietly as she heard her friends reenter the room, then tried to settle herself down as she looked over at them. Sunset smiled comfortingly at her as she sat down on the other side of the couch, and Twilight made her way back to the armchair and sat down in it. The kournikova girl then looked up in thought, leaving the room in an awkward silence.

“Um, Sunset?” The other equestrian asked after a minute or so. “Is everything alright?”

“Yeah, I’m just trying to think a good way to put this...” The fiery-haired girl replied and glanced over to her lavender friend.

Awkward silence then took the room for several more seconds before Twilight spoke up, “Well... you can probably just say it straight; I don’t think it’s that odd that I’d drive me away unless you put it really tactfully.”

Sunset nodded slowly and responded, “I know, I know... it’s just kind of awkward...” She shook her head after a moment and added, “I got nothing.” She turned to her friend and went to start talking, but she stopped and a slight blush adorned her face before beginning, “I guess I’ll just say it then: Fluttershy lactates.”

A strangled ‘eep’ was heard from Fluttershy as she and her other friend blushed heavily, making the resuming silence even more awkward.

“Huh,” Twilight responded after a couple seconds, getting the other girls’ attention. “Actually, the Fluttershy from the other world does that too,” She said, getting surprised looks from her friends.

“Wait, really?” Sunset asked perplexedly, to which the lavender girl nodded. “Interesting. I guess there’s more similarities than we thought before.”

“Yeah. The milk actually generates pretty fast, so she actually has to drain it pretty frequently,” The other equestrian noted, getting a look of recognition from her friend. “Her marefriend, Starlight, tends to help her with that most of the time. They, uh,” She paused and got a slightly embarrassed look before resuming, “Er, I’m not sure if I should be saying this, but their relationship is a little... different.” Fluttershy looked over at her and slowly began to don her own expression of recognition as she continued, “Starlight says it’s to help control herself, and I do have to admit, it seems to be working; she seems a lot calmer now, and her magic usage is a lot more tempered, so...” She moved her gaze to her primrose friend and saw her look. “Uh... I don’t suppose you have someone like that in this world as well?”

The timid girl nodded and gained a small smile as she said, “Yes. Her name is Trixie.”

Twilight gasped faintly at that. “I know her actually,” She replied, but getting confused looks, she added, “Well, her counterpart at least; she’s friends with Starlight.” Seeing her friends’ expressions revert to interest, she continued, “Not so much myself, but, uh...” She shook her head and tried to change the topic, “A-anyway, I suppose there are others who also know about all of that?”

Sunset nodded and begun, “Yeah; aside from myself, there’s Twilight- the other Twilight- and Pinkie.”

The lavender girl let out a short laugh and responded quietly, “Apparently these worlds are very similar then.” Expressions of light disbelief and bewilderment donned her friends, making her add, “Yeah, it’s me and Pinkie in the other world too.”

The other two girls gained looks of thought for a few seconds before turning back to their friend, leaving the room in yet another awkward silence. “Uh, anything else?” Twilight asked after a couple moments.

“No, that’s it really,” The other equestrian replied and Fluttershy shook her head.

“Alright, well, I actually wanted to talk to you about some stuff, but Fluttershy,” Twilight directed her attention to the timid girl, “You can go, if you want.”

However, instead of leaving, Fluttershy merely shivered slightly, prompting Sunset to ask, “Is everything alright, Fluttershy?” The orchid-haired girl looked over at her friend in response for a moment, but quickly gained a heavy blush and turned away. The other two girls glanced at each other in confusion before looking back at their friend for a short while until the kournikova one noticed the small off-white splotches on the girl’s white t-shirt, making her immediately realize what was happening.

“Oh, you, uh...” The fiery haired girl started as she got a blush of her own. “You haven’t drained them today?” She asked awkwardly, causing Twilight to look at her with confusion before gazing back at her buxom friend and seeing the milky marks for herself.

The timid girl shook her head embarrassedly and waited a couple more seconds until Sunset spoke up again, “Do...” Her orange cheeks turned scarlet, “Do you want some help with them?” The other girls’ blushes turned brighter at that remark, and the primrose girl took a couple seconds before nodding.

The equestrians moved to either side of the couch with Fluttershy shuffling to the middle and moving her hands down to the hem of her shirt, gripping it tightly while blushing heavier and looking decisively at it.

“Hey,” Twilight said softly from her right as she put a hand on her friend’s shoulder. “You don’t have to be uncomfortable, we’re your friends.”

“I-I know...” The orchid-haired girl replied quietly, “I-it’s just, I always get r-really embarrassed when I’m, p-presenting myself.” She blushed still harder and looked back at the other girls and saw their conflicted looks, so she continued, “I-it just feels so intimate… I-I mean, it’s not that bad with Trixie, but e-even with the rest of you, it’s still really, um, awkward...”

The other two girls nodded in understanding and Sunset put her own hand on her friend’s other shoulder and responded, “That’s alright, you can take as much time as you need.”

Fluttershy looked between her friends who were both giving her comforting smiles, and said “T-thanks, girls.” She then turned her attention back to her shirt and took a deep breath before pulling its hem up and above her her breasts, causing the other girls to inhale sharply at the sight. Her light yellow breasts were being compressed slightly by her pale pink bra, making them spill slightly around its edges and accentuate their plumpness, and the splotches on each cup of the bra were dripping lightly, making known the amount of milk inside those lovely primrose orbs.

The timid girl took another deep breath as she moved her hands to her back, her shirt being kept on top of her breasts by their pure size, and unclasped her bra. She took a wary glance back at her friends and, seeing their anticipation, she slipped her fingers under the straps of her bra and pulled them off her shoulders. The increased rate of breathing of her friends pushed her further, making her take her shirt with one hand and her bra with the other, and pull them both off at the same time and toss them onto the coffee table in front of her.

Both Twilight and Sunset’s breathing became slightly ragged as they looked at their friend’s breasts, taking in the sight of the big, full orbs and the cute pink nipples perched atop them that were nearly frothing with milk, trails of the luscious liquid flowing down the lovely curves of the container whence they came.

“Like what you see?” Fluttershy asked seductively and winked at the kournikova girl to her left as she laid her arms across the top of the backrest.

“U-um,” The fiery-haired girl, whose cheeks were similarly flaming, sputtered out. She shook her head after a moment and looked at her buxom friend’s face and noticed the sultry grin and brilliant blush on it, which only intensified her craving to the point that she could hardly hold herself back. Her gaze was quickly drawn back to the leaking nipples, and before she knew what she was doing, she darted to the nipple nearest her and took it in her mouth, beginning to vigorously suckle on it while she moved to kneel in front of her friend.

The primrose girl moaned at the abrupt ministrations, the blush on her face lighting up a bit further and she felt the milk begin to drain from her breasts and into the hot, wet mouth latching onto her left nipple. She quickly remembered her other friend and looked over at her to see an expression of lust, embarrassment, and disbelief on a lavender face that was staring at the suckling girl.

Twilight took a few more seconds before realizing she was being watched, making her look up at her usually timid friend’s face and blush heavier as she saw the calm look on it.

Fluttershy looked at her friend for a moment in thought before saying, “That part of me and Trixie’s relationship wasn’t just to help her control herself, you know.”

The other girl gained a look of realization and responded quickly, “Oh, o-of course! I-I do remember Starlight and Fluttershy- the other Fluttershy, that is- saying that it helped give some control to the latter in a similar manner to how it does to the former, b-but obviously in reverse, as Fluttershy- uh, the other one, a-and you, I guess- is used to having too little influence on the world around her, which is probably why she surrounds herself with those that she can influence more, but Starlight- and your Trixie- have too much influence, and need help tempering themselves, a-and...”

“Shh...” The orchid-haired girl said to quiet her rambling friend as she placed her right hand on the back of her head and softly guided her to her right nipple, letting the purple lips latch around it and suckle on it. “Mamma Fluttershy’s got you...” She continued, getting the lavender girl to calm down enough to slow her breathing and lethargically close her eyes, letting the primrose hand stroke her neck and pull her further into her stupor.

Sunset began to slow her ministrations as well when Fluttershy moved her other hand down to her scarlet and yellow hair and stroke it softly, lightly petting the girl and calming her lust-crazed nursing. The timid girl sighed as she rested her head on the backrest, closing her eyes and basking in the pleasant sensation of milk being tranquilly drained from her breasts as she continued to pet her friends.

The orchid-haired girl adored this feeling of relief and control. Were she in the right mindset, she would have found it arousing, but right now the only thing on her mind was its serenity. Being drained from a day’s worth of milk build-up was washing away all of her stress, and giving it to two of her friends filled her with a warm sense of satisfaction, all to say nothing of how pleasant it was to be in a state where you had full control after having so little in most other parts of life. All of her senses seemed to drift away as she relaxed, her mind in a sea of comfort and relief for time unknown.

That brevity of senses did eventually come to an end though, as Sunset pulled off her left breast with a wet pop and reclining back into the coffee table behind her as she panted heavily. She moved a hand down to her bloated belly and rubbed it while craning her head upwards with closed eyes, attempting to soothe the bulging discomfort.

“Come up here, Sunny,” Fluttershy said, getting the other girl’s attention while she patted her lap with her left hand. The kournikova girl obliged, quickly standing up and having to take hold of her buxom friend’s shoulder to remain balanced, then sitting down in her lap, awkwardly though she did from how she was facing the lavender girl still latched on to the other girl’s right breast.

The quiet girl made it comfortable however, wrapping her left arm around her friend’s waist and taking her right hand and rubbing the bloated belly before her. She stroked it in slow circles, relieving its owner’s stress and lulling her into another relaxing reverie, though this one was a bit more common. The fiery-haired girl begun to slump in her friend’s arms and snore softly, growing a large grin on the primrose girl’s face from how cute the situation was.

It was a short while after when Twilight popped off her other breast and laid back into the arm of the couch behind her, lightly caressing her own bloated belly with both of her hands, a pained expression written on her face. “Ohhh...” She moaned in discomfort as her buxom friend looked back at her with concern. “I always drink too much of that... but,” She added, lifting her pale blue shirt to rub her bare tummy, “I-it’s sooo goooood...”

Fluttershy let out a small giggle as she set Sunset back into her seated position and turned back to the lavender girl, leaning over to her and reaching her arms out to rub that big belly with her own hands. The other girl gasped as she felt someone else on her and looked down at her friend, then started to relax again when she saw the caring expression on her face and felt the pleasant massaging on her belly. The relaxing feeling soon washed away the discomfort and begun to lull her to sleep as well, letting her rest on the couch with a loving smile on her face while the other girl continued her ministrations.

The primrose girl kept massaging her friend’s belly for a short while before she pulled her hands off of it and leaned forward to take hold of the other girl’s shoulders and pull her up, then set her back down to lay back into the backrest. A large grin spread on the still awake girl’s face as she looked between her asleep friends, happy that she could provide them so much comfort and delighted from adorable they looked.

She looked between the other girls a few more times before a quiet yawn escaped her lips, and she became aware of how tired she was as well. She leaned back into the couch and wrapped her arms around her friends’ shoulders and pulled them closer, letting them rest their heads on her own shoulders as she relaxed and basked in the warm tranquility of her drained breasts and sleeping friends. The haze of her exhaustion slowly grew and begun to pull her into her own dreams, leaving the three girls sleeping on the couch with only a little more skin shown than usual.

Chapter 5B

Fluttershy was rather worried as she and Starlight waited on the former’s throne in Friendship Castle, turned towards the main doors, waiting for Trixie to arrive.

It wasn’t really that she viewed the sapphire unicorn as bad, moreso just somepony that was forced into bad positions and made some bad decisions as a result. No, it was rather that she was a little over-the-top sometimes, and the primrose mare wasn’t entirely sure she could be trusted with such a delicate secret. And of course, this certainly wasn’t helped by the fact that her marefriend brought her here right after she finished her morning chores, so she didn’t have a chance to milk herself for quite some time.

A loud booming was suddenly heard from the main doors, drawing the pair’s attention, and the only thing visible through the doors when they opened was a large cloud of smoke.

“Welcome, one and all!” A blaring voice began through the smoke, “Prepare your feeble minds to witness the amazement that is the Great and Powerful,” The smoke started to clear, leaving a sapphire unicorn giving an ardent look at the duo in its midst, “Trixie!”

A couple fireworks shout out behind the bombastic mare, which only settled to leave the three mares in an awkward silence stretched on for several seconds. Starlight eventually gave a couple claps of her forehooves, prompting her friend to reengage her theatrics.

“Yes, yes, Trixie knows you have missed her very much, but please hold your applause, for we have not even got into anything!” Trixie exclaimed as she waved to her ‘crowd’.

Some light chortling was heard from the mauve unicorn after a couple seconds, soon followed by giggling by the primrose pegasus.

“H-hey! Do not laugh at Trixie!” The other unicorn shouted as she started running over to her friends.

“I-I’m sorry,” Starlight started as her laughter begun to die down. “It’s just really funny when you act like there’s a huge crowd when there’s only two of us,” She explained while reaching a foreleg around her marefriend’s withers and hugging her lightly.

“I think it’s kind of cute,” Fluttershy added with a slight blush.

Trixie gained a faint blush of her own as she looked away, causing the other mares to giggle again. “Trixie is only trying to keep her mien up for when she has to put on her next show,” She responded with slight embarrassment. “Nevermind that!” She begun again, shaking her head, “You have requested an audience with the Great and Powerful Trixie, so an audience you have. What do you wish of Trixie?”

“Well,” The mauve mare begun, but looked back at her marefriend and saw her with a rather nervous expression. “Are you alright, Flutters?” She asked softly.

The timid mare gasped lightly and looked up at Starlight before replying quietly, “Oh, um, I’m just a l-little nervous...”

“Wait, why?” Her marefriend responded with concern as she hugged her a little tighter.

“I-I thought you might w-want to talk about... t-that…” Fluttershy begun, getting quieter as she went, until she was nearly inaudible at the last word and looked away with a heavy blush.

The heliotrope-maned mare inhaled faintly in realization, then looked to the side to see Trixie leaning forward curiously several paces in front of them. “Could you give us a moment, Trix?” She asked after the sapphire pony looked back at her.

“Alright, but you better not have brought Trixie here for nothing!” The other unicorn said as she went over and through one of the doors out of the room, closing it behind her, with Fluttershy watching her in slight confusion and turning back to her other friend when she left.

“I, um,” Starlight started, her face becoming slightly flushed in embarrassment as she lowered her voice, “I actually kind of did want to talk about that...”

The orchid-haired pegasus looked at her friend with confliction for a few moments before responding, “But w-why?”

“Well... I feel like our friends should know about it; after all, it is pretty important to you,” The other mare replied carefully, and watched Fluttershy think about that for a couple seconds before interrupting, “Don’t worry, I won’t make you talk about it, I just think that you may want to.”

The shy pony looked rather pensive and nervous for several more seconds, then begun worriedly, “B-but wouldn’t she think it’s really weird a-and want to leave?”

Starlight gave her friend a comforting smile and responded, “She wouldn’t do that, Fluttershy, she’s your friend. And,” She continued, seeing the uncertainty on the other mare’s face, “You’ve shown this to a few others, and it went well each time; Trixie shouldn’t be any different.”

Fluttershy looked away in thought for a moment before looking back at the mauve unicorn and timidly replying, “A-alright...”

“‘Alright’?” The other mare asked with a raised eyebrow.

The primrose pegasus inhaled deeply and said, “Alright, let’s talk to her a-about that...”

Starlight smiled and nodded, then got up and headed over through the door Trixie went through, leaving the other mare in peace, at least until she begun to notice the stress in her teats. She moved around slightly to try to get in a more comfortable position, but it only succeeded in rubbing her teats against the seat of the throne.

As much as Fluttershy was loathe to admit it, she actually kind of liked this stress, being as it made her teats more sensitive and it itself was actually rather pleasurable in a masochistic sort of way. She actually preferred having the larger teats the extra milk build-up gave her as well, because the sensation of their weight and pendulous movements constantly reminded her of how full they were, and the thrill she got from knowing others may see them made it all the better. Unfortunately, she usually had to keep them at a more manageable size to prevent her teats from bouncing around more and to keep any milk from dripping out in public.

The timid pegasus gasped quietly as she heard her friends reenter the room, then tried to settle herself down as she looked over at them while covering her teats with her forehooves. Starlight smiled comfortingly at her as she sat back down on the throne and turned it back around to face the table while Trixie made her way to another throne and sat down in it. The mauve mare then looked up in thought, leaving the room in an awkward silence.

“Starlight?” The other unicorn asked impatiently after a minute or so. “Are you going to keep Trixie waiting forever?”

“Yeah, I’m just trying to think a good way to put this...” The stripe-maned mare replied and glanced over to her sapphire friend.

Awkward silence then took the room for several more seconds before Trixie spoke up, “Trixie had likely heard weirder things than whatever you’re thinking of now.”

Starlight nodded slowly and responded, “Oh, I know. It’s just rather awkward is all...” She shook her head after a moment and added, “I got nothing.” She turned to her friend and went to start talking, but she stopped and a slight blush adorned her face before beginning, “I guess I’ll just say it then: Fluttershy lactates.”

A strangled ‘eep’ was heard from Fluttershy as she and her other friend blushed heavily, making the resuming silence even more awkward.

“Huh...” Trixie responded slowly after a couple seconds, getting the other mares’ attention. “Really?” She asked perplexedly.

“Yeah. The milk actually generates pretty fast, so she actually has to drain it pretty frequently,” The other unicorn noted while nodding. “I actually tend to help her with that most of the time. We, uh,” She paused and got a slightly embarrassed look before resuming, “Er, I’m not sure how I should say this, but our relationship is a little... different.” The magician gained an expression of realization and slight embarrassment after a few seconds, prompting her friend to continue, “It’s actually helps me control myself, keeping me from having panic attacks and gives me better control of my magic.”

The sapphire pony let out a small scoff before commenting, “Luna knows we already have craziness from Sparkle.” Her friend giggled lightly at that for a moment. “Is that all then?” She asked with a raised eyebrow at the pair.

“Yeah, I think so...?” Starlight trailed off as she looked over at her marefriend, who was shivering slightly. “Is everything alright, Fluttershy?” She asked, the orchid-maned pegasus looked back at her in response for a moment, but quickly gained a heavy blush and turned away. The other two ponies glanced at each other in confusion before looking back at their friend for a short while until the mauve one noticed the thin off-white trails down the front of the throne, making her immediately realize what was happening.

“Oh, you, um...” The heliotrope-maned mare started as she got a blush of her own. “You haven’t drained them today?” She asked awkwardly, causing Trixie to look at her with confusion before gazing back at her buxom friend and seeing the milky tracks for herself.

The timid pegasus shook her head embarrassedly and waited a couple more seconds until Starlight spoke up again, “Do...” Her pale purple cheeks turned pink, “Do you want some help with them?” The other ponies’ blushes turned brighter at that remark, and the primrose mare took a couple seconds before nodding.

The unicorns moved to either side of the throne with Fluttershy shuffling to the middle while blushing heavier and looking decisively at her hooves, still covering her teats.

“Hey,” Starlight said softly from her right as she put a hoof on her friend’s shoulder. “There’s no need to be uncomfortable, we’re your friends.”

“I-I know...” The orchid-maned mare replied quietly, “I-it’s just, I always get r-really embarrassed when I’m, p-presenting myself.” She blushed still harder and looked back at the other ponies and saw their conflicted looks, so she continued, “I-it just feels so intimate… I-I mean, it’s not that bad with you, Starly, but i-it’s still really, um, awkward...”

The two unicorns nodded in understanding and Trixie put her own hoof on her friend’s other shoulder comfortingly, though she seemed a little more hesitant about the compassion of it all.

Fluttershy looked between her friends who were both giving her nice smiles, and said “T-thanks, girls.” She then turned her attention back to her forehooves and took a deep breath before pulling them away from her her teats, causing the other mares to inhale sharply at the sight. Both Starlight and Trixie’s breathing became slightly ragged as they looked at them, taking in the sight of the big, full orbs and the cute pink nipples perched atop them that were nearly frothing with milk, trails of the luscious liquid flowing down the lovely curves of the container whence they came.

“Like what you see?” Fluttershy asked seductively and winked at the mauve unicorn to her right as she brought her forelegs around her friends’ withers.

“U-um,” The stripe-maned mare, whose cheeks were a burning rose, sputtered out. She shook her head after a moment and looked at her buxom friend’s face and noticed the sultry grin and brilliant blush on it, which only intensified her craving to the point that she could hardly hold herself back. Her gaze was quickly drawn back to the leaking nipples, and before she knew what she was doing, she darted to the nipple nearest her and took it in her mouth, beginning to vigorously suckle on it while she moved to kneel in front of her friend.

The pegasus moaned at the abrupt ministrations, the blush on her face lighting up a bit further and she felt the milk begin to drain from her teats and into the hot, wet mouth latching onto her right nipple. She quickly remembered her other friend and looked over at her to see an expression of lust, embarrassment, and disbelief on a sapphire face that was staring at the suckling mare.

Trixie took a few more seconds before realizing she was being watched, making her look up at her usually timid friend’s face and blush heavier as she saw the calm look on it.

Fluttershy looked at her friend for a moment in thought before saying, “That part of me and Starly’s relationship wasn’t just to help her control herself, you know.”

The other pony gained a look of realization and responded quickly, “R-right, um...” She looked back and forth between the other mares quickly for a while and began to sputter, “I-I don’t... u-um...”

“Shh...” The orchid-maned pegasus said to quiet her stuttering friend as she placed her left hoof on the back of her head and softly guided her to her left nipple, letting the cerulean lips latch around it and suckle on it. “Mamma Fluttershy’s got you...” She continued, getting the sapphire girl to calm down enough to slow her breathing and lethargically close her eyes, letting the primrose hoof stroke her neck and pull her further into her stupor.

Starlight began to slow her ministrations as well when Fluttershy moved her other hoof down to her heliotrope and turquoise mane and stroke it softly, lightly petting the girl and calming her lust-crazed nursing. The timid mare sighed as she rested her head on the backrest, closing her eyes and basking in the pleasant sensation of milk being tranquilly drained from her teats as she continued to pet her friends.

The primrose pony adored this feeling of relief and control. Were she in the right mindset, she would have found it arousing, but right now the only thing on her mind was its serenity. Being drained from a day’s worth of milk build-up was washing away all of her stress, and giving it to her marefriend and another friend filled her with a warm sense of satisfaction, all to say nothing of how pleasant it was to be in a state where you had full control after having so little in most other parts of life. All of her senses seemed to drift away as she relaxed, her mind in a sea of comfort and relief for time unknown.

That brevity of senses did eventually come to an end though, as Starlight pulled off her right teat with a wet pop and reclining back into the Cutie Map table behind her as she panted heavily. She moved a hoof down to her bloated belly and rubbed it while craning her head upwards with closed eyes, attempting to soothe the bulging discomfort.

“Come up here, Starly,” Fluttershy said, getting the other mare’s attention while she patted her lap with her right hoof. The mauve unicorn obliged, quickly standing up and having to rest a foreleg on the Map to remain balanced, then sitting down next to her buxom friend.

The quiet girl wrapped her right foreleg around her friend’s withers and taking her left hoof and rubbing the bloated belly before her. She stroked it in slow circles, relieving its owner’s stress and lulling her into another relaxing reverie, though this one was a bit more common. The heliotrope-maned mare begun to slump in the throne and snore softly, growing a large grin on the primrose pegasus’s face from how cute the situation was.

It was a short while after when Trixie popped off her other breast and laid back into the Cutie Map behind her, lightly caressing her own bloated belly with both of her forehooves, a pained expression written on her face. “Ohhh...” She moaned in discomfort as her buxom friend looked back at her with concern. “Trixie definitely drank too much of that... but,” She added, laying down as she continued to rub her tummy, “I-it’s sooo goooood...”

Fluttershy let out a small giggle as she took her hooves off Starlight and turned back to the sapphire mare, getting off the throne and moving over to her before reaching her forelegs out to rub that big belly with her own hooves. The other pony gasped as she felt somepony else on her and looked down at her friend, then started to relax again when she saw the caring expression on her face and felt the pleasant massaging on her belly. The relaxing feeling soon washed away the discomfort and begun to lull her to sleep as well, letting her rest with a loving smile on her face while the pegasus continued her ministrations.

The primrose mare kept massaging her friend’s belly for a short while before she pulled her hooves off of it and leaned forward to take hold of the unicorn’s withers and pull her up, then bring her back and set her back down to sit on the left side of the throne. A large grin spread on the still awake pony’s face as she looked between her asleep friends, happy that she could provide them so much comfort and delighted from adorable they looked.

She looked between the other girls a few more times before a quiet yawn escaped her lips, and she became aware of how tired she was as well. She got back into the throne between her friends and wrapped her forelegs around their shoulders and pulled them closer, letting them rest their heads on her own shoulders as she relaxed and basked in the warm tranquility of her drained teats and sleeping friends. The haze of her exhaustion slowly grew and begun to pull her into her own dreams, leaving the three mares asleep on the throne.