Twilight just couldn’t get it off. She had attempted to undo the buttons on her odd top for some time, but she failed at every turn. Her group of friends were getting ready for the Fall Formal, herself included. She’d selected a rather fashionable dress to wear, and she was excited about the prospect of finally retrieving her crown. If she could only get changed into the proper attire, she’d be completely presentable. But this was much easier said than done, and the pony-turned-human tried over and over again, only to come up short.
She finally threw her arms up in disgust and plopped down on the bench in her changing booth. She didn’t know why the inhabitants of this strange world wore clothes all the time. She reasoned that these fleshy creatures had things they wanted to keep hidden, but she couldn’t figure out just what. After all, ponies went around without clothes all the time. What was so different about this place?
She was more than a little embarrassed at her failings, and she wondered if she should ask one of her new friends for help. She mentally ran through their names, trying to select the individual who was least likely to make fun of her. That immediately eliminated Rainbow Dash, Applejack, and Rarity, too. As much as she loved them, she knew that they’d never let her hear the end of this mishap. She thought about Pinkie, but the hyperactive girl was simply too…well…hyperactive. That left just one friend: Fluttershy.
It made sense, seeing as her personality was exactly the same as the pony Twilight knew. She was kind, quiet, and, as her name stated, extremely shy. She wouldn’t harm a fly, and Twilight knew this. She also knew that the yellow girl wouldn’t make fun of her. She smiled as she remembered her friend’s deep compassion and love of being kind for kindness’s sake. Yes, Twilight thought, Fluttershy can help me. I’ve gotta get this dress on, or I won’t get my crown back at all!
She peeked through the curtains and noticed her friend trying on some boots. “Pst!” Twilight hissed.
Fluttershy seemed startled by the sudden noise, but went back to her work.
“Pst!” Twilight said again.
This time, Fluttershy turned in the direction of the noise and saw Twilight’s head sticking out. She waved a bit and smiled, before noticing that the new girl was urgently beckoning her with a hand. Though a bit confused by the gesture, she shrugged her shoulders, got up, and made her way to Twilight. She couldn’t help but notice the odd sense of disorientation that painted the pony princess’s face, and she immediately put two and two together. Something human was making life difficult for Twilight, and the yellow girl smiled.
“Having trouble?” She asked kindly.
“Um…yeah,” Twilight said as she blushed deeply.
Fluttershy giggled a bit before joining Twilight behind the closed curtains. “What seems to be the problem?”
“It’s these clothes!” Twilight whispered harshly, “for the life of me, I just can’t get them off!”
“That’s okay,” Fluttershy said sweetly, “we all had to learn how to dress and undress at some point.”
“Yeah, but I’m sure you were taught at a young age,” Twilight said, “I mean, I don’t know exactly how old I am in this world, but I know I’m no baby. So, in light of that, and in light of my…newness…could we keep this between us?”
Fluttershy nodded. “Don’t worry, Twilight. I promise I won’t breathe a word to the others.”
With those words, Fluttershy began helping Twilight. As she went along, Twilight felt an oddly subtle, yet severely powerful sense of happiness begin creeping over her body. Fluttershy reached her hands around Twilight’s midsection and methodically unbuttoned each fastener. Twilight was enamored with the gentility with which she worked, sighing a bit as Fluttershy’s touch became even softer. She began to get involuntarily wet around her feminine organs, and she quickly blushed. She’d definitely felt that before, when she and Spike fooled around back in Equestria. But she’d never felt it from another female’s touch before.
“Alright, now shimmy out of your top,” Fluttershy commanded.
Twilight did so, and she saw the strangest thing when she did. Some purple thing coated her top half, with two cupped compartments covering something on her front. Straps wove their way over her shoulders, and everything just seemed to meet in the back. She was wondering what had made her so uncomfortable all day long, and now she knew. Not only that, but it had caused her to itch something fierce. But she avoided scratching, for fear of humiliating herself in front of her new friends and classmates. Even so, she was fascinated by the device, and turned to Fluttershy with a question on her lips.
“What’s this?” She asked bluntly, pointing to the contraption.
“That’s your bra, Twilight,” Fluttershy said without the slightest trace of judgment, “it helps support your breasts. All girls wear one.”
“What’s a breast?” Twilight asked.
“Oh, nothing. What’s abreast with you?” Fluttershy asked before giggling to herself.
“Ha, ha, ha, very funny,” Twilight said as she shook her head, smiled, and rolled her eyes, “but seriously. I’ve never heard of this ‘breast’ thing before.”
“…and you still got my joke?” Fluttershy asked.
“Well, we do have the term ‘abreast’ in Equestria,” Twilight explained, “we’ve just never put a space in between the two components. Now, please, what are these…breasts…you speak of?”
Fluttershy didn’t answer, but smiled and gingerly removed her white tank top. Twilight noticed that she was wearing one of the intriguing bras as well, and she remembered that Fluttershy said all girls wear one. Hers was green with small butterflies dotting the two cups. She smiled a bit and blushed before reaching a hand back around and unsnapping the back part. With one motion, the bra fell to the floor, and Fluttershy’s two mountains were unveiled. Twilight couldn’t help but stare in amazement, and she felt the wetness return. Only this time…she didn’t try and stop it.
“Fluttershy, I…they’re…those are…breasts?”
Fluttershy nodded cutely. “Mm-hmm, they sure are. They’re also known as hooters, honkers, knockers, boobs, bazonkas, mountains, ta-tas, jugs, fun melons, tits, and many other things. But you can call them whatever you’d like.”
“They’re fascinating!” Twilight breathed, “nopony in Equestria has anything like that!”
“Thank you,” Fluttershy said as her blush deepened, though she really enjoyed being topless in front of Twilight, “would you care to…try one?”
“Try one?” Twilight asked.
Fluttershy didn’t answer, but judged that Twilight was interested by the sparkle in her eye. So, she stepped forward and gently inserted one of her pink peaks into Twilight’s mouth. The two girls felt a beautiful bond grow instantaneously as Twilight, by some instinct, managed to latch on and begin feeding. Fluttershy kissed her forehead and down her cheek as she suckled, earning moans from her friend. She didn’t know that she could enjoy giving milk so much. She had done some feeding before, but never like this.
When Twilight finished gulping the nectar down, she backed away and turned around. Fluttershy took the cue and undid Twilight’s bra, letting it fall to join her own undergarment on the floor. The two girls then began to rub their bosoms together, reveling in the soft pillows. Twilight thought she’d never felt anything more amazing than that. But little did she know what the animal lover had in store for her next.
“Alright, Twilight,” Fluttershy said when they finished, “now comes the fun part.”
“The fun part?”
“Mm-hmm. Let’s get you out of that skirt.”
Fluttershy reached forward and grasped a small zipper near Twilight’s waist. She smiled lustily as she undid it with painful slowness, taking great joy in every last little tooth that came unsnapped. She reached under her own skirt, found her sex, and began drawing circles on it. She groaned under her breath as she allowed Twilight to shimmy free from the article, leaving some purple and white panties in its wake. Fluttershy immediately fell in love with the underwear, wanting desperately to suck on it and satisfy a very private fetish.
She immediately got to her feet and pulled her own skirt down, revealing panties that matched her bra. She noted Twilight’s interest and explained to her the concept of underwear. Through it all, the purple girl’s eyes never left the fabric that cocooned her vaginal beauty. She was very excited with the way things were progressing, and she knew there was enough time for her and Twilight to have even more fun together. So, she slowly removed her undergarments and exposed herself fully. She giggled as Twilight’s eyes went wide, and she softly commanded her sudden partner to bend over.
Twilight definitely wanted to explore some more, so she did as she was told. She felt her own underwear being moved aside as Fluttershy finally planted her mouth on it. She suckled all of Twilight’s excessive juices out, ensuring that every last part of the fabric was clean. Then she stood up and took the dominant position. She began gently pumping her hips up against Twilight’s ample ass, allowing herself to be free with her new friend for the first time. The spontaneous sexuality of the event took both girls by surprise, but they both fell in love with the act.
Fluttershy then gingerly lay Twilight on her back, and got on top of her. She removed her panties the rest of the way, then bent down to caress and nuzzle at Twilight’s face. The girls ground together and kissed heavily, intertwining their tongues in a show of lust that they knew would never happen again. Fluttershy’s hips moved a little faster, drawing soft moans from the girl beneath her. She smiled as their nude bodies made relentless contact with each other. It was gentle sex, but it carried all the emotions of two lovers who had done it a million times over. They both had experience with males…but never with females.
“I…I think I’m gonna…” Twilight said after a few more soft smacks.
“I know,” Fluttershy breathed, “I am, too!”
The girls kissed again and moaned into each other as their climaxes came, spinning their minds around and around with pleasure. Twilight felt Fluttershy’s flowing cum rain down on her crotch, and she loved it. She broke apart and looked up at the yellow girl. Her eyes shone, and Twilight knew that she’d given her one hell of an experience. The naked girls embraced and played with each other for a little bit before rising. Fluttershy helped Twilight finish dressing, and then she called for her own dress.
“Good night, darling!” Rarity exclaimed as she handed Fluttershy the gown, “you certainly took a long time in there. What were you doing?!”
Fluttershy smirked. “Let’s just say I was helping Twilight with some…discoveries.”