Fluttershy’s Butterfly

by Cardinal Dan Productions

Rating: mature
Tags: Slice of Life, My Little Pony: Friendship is Magic, Anthro, Porn, Spike, Fluttershy, Sex
Length: 2891

You think you know your closest friends. At least, Spike thought he did until, on a group vacation, he got a little alone time with Fluttershy. The timid and innocent mare he once knew turned out to be not quite so what she seemed.

You think you know your closest friends. At least, Spike thought he did until, on a group vacation, he got a little alone time with Fluttershy. The timid and innocent mare he once knew turned out to be not quite so what she seemed.

Cover Art: ShadowReindeer

Audio Reading by ScarlettBlade

***Updated: 4-10-2023***

Published 2021-02-22 04:40:00 UTC
Last updated 2021-02-24 03:45:09 UTC

Part 1: Intimate Application

Author's Note

Spike: Age 18
Fluttershy: Age 31

Part 1: Intimate Application

***A Patriot Pony Production***

Distant waves rose and fell gently before finally crashing on the shores of the Equestrian Gulf. From behind his dark shades, Spike watched the waves crest. He shifted on his towel before reclining onto his back, resting his head on his arms and fully embracing the hot summer sun.

It was June, and with all of her royal affairs behind her, Princess Twilight took her closest friends with her to the beach for some rest and relaxation, Spike included. He wouldn’t ever tell Twilight “I told you so.” to her face, but it was his idea all along to leave the palace behind for a little while.

They had arrived at the Equestrian Gulf earlier that morning. Being a simple dragon, Spike had only packed a single bag with enough clothes to last him the trip. The mares, he assumed, were still in the hotel unpacking. It was just a short walk inland, their hotel, sitting on the edge of the sand dunes. It was lined up with numerous others, as well as the occasional eatery, along the sandy coast.

Content with the peace and serenity of his surroundings, Spike fell into a state of warmth and surreal comfort to the soundtrack of waves and seagulls. That it, until it was all interrupted by the sound of approaching footsteps.

“Come on, girls!”

“Rainbow, the pool is that way!”

“Ah, forget the pool. I wanna hit those waves!”

Spike opened his eyes just in time to see Rainbow Dash fly past him, her feet kicking up sand with every stride. She had a rainbow colored surfboard tucked under her athletically toned arms, and her intentions were obvious.

“I want in on that action!” Applejack tore past Spike, following after Rainbow with her own board in her grip.

Together, the two mares disappeared over the dunes, leaving Spike in silence once again. That was, until a shadow came over him. When he opened his eyes to investigate, he saw non other than Fluttershy. In her arms wasn’t a surfboard or inner tube, but a beach towel like his own, only hers was pink. The second thing he noticed was the dark green bikini that exposed generous amounts of her curvy form.

With the sun at her back, she smiled down at him. “He-Hey, Spike... Is it alright if I join you?”

Not wanting to appear rude, he quickly nodded his head. “Uh, yeah! Sure, Fluttershy. I was just catching a little sun is all.”

The winged mare beamed with joy before flipping open her towel and setting it down next to his. “I was just thinking of doing the same thing. I’m not too fond of the water...”

Spike understood that all too well. There was just too much uncertainty in the ocean, too many fish and little creatures that could bite and sting you. On top of that, if he got sand in his swimsuit, the rest of his trip would be a nightmare, so he was content with staying dry and admiring the waves from afar. He figured Fluttershy must have had a similar disposition towards the ocean.

Having been raised by Twilight to be absolutely polite and cordial, he tried his best to avoid staring as the busty mare stretched out on her towel, but part of him count resist peaking. Spike had never really noticed just how much Fluttershy had to hide under her normal, everyday clothes, but her swimsuit revealed it all.

Okay, maybe he couldn’t see everything, but he could see enough to make him sweat. Spike remembered a piece of trivia Twilight shared with him once, something about the average bikini exposing ninety percent of a mare’s body. He wondered just how much truth there was to that.

“Spike?”

It could have just been a tabloid statistic pulled from thin air, like so many others. Surly nobody had taken the time to measure mares’ swimsuits to record how much of their bodies were exposed.

“Um, Spike?”

The dragon came back to reality, losing his train of thought completely. He then realized that Fluttershy was looking right at him, and worse, that he was looking right back at her. Specifically, his eyes had been fixed on her bikini top, which displayed her deep cleavage.

Utterly flustered, Spike began grabbing at straws, hoping to come up with a valid excuse, but how could he? “Oh, Fluttershy, I... I was just...” He felt hot and extremely uncomfortable, but he knew he had to apologize. “I didn’t mean to stare. I was just lost in thought. I didn’t even know I was doing it...”

Instead of an angered tone or retaliatory slap, Fluttershy had a concerned look on her face. She sat upright and placed a gentle hand on his shoulder. “Oh, that wasn’t what I was trying to get your attention for, Spike.” She offered him a reassuring smile. “I’m sorry if I made you uncomfortable, but I really need your help with this...”

The mare revealed a small, white bottle. Spike deduced that it could only be sunblock. A wave of relief washed over him when he accepted that Fluttershy wasn’t angry at him for ogling her, but then, he realized just what she was asking him to do, and his face turned red again. “You... want me to put this on... you?”

Fluttershy had already assumed a position, lying flat on her stomach and stretching her wings out to the side. “If you wouldn’t mind. I’d really appreciate it.”

Spike looked down at Fluttershy’s bare back, then at the sunblock, then back at Fluttershy. “Wo-Wouldn’t you rather have one of the girls do this? I mean, I’ve never...” His words failed him, and his voice trailed away all together.

She offered him the bottle again. “Well, normally I would, but they’re all busy at the hotel pool or out in the waves. Besides...” Fluttershy gave him a half-lidded look over her shoulder as she flexed and relaxed her wings. “... we’ve known each other long enough, right?”

Spike nodded his head. “Right...”

What was the worst that could happen? He thought that had already come to pass when he was caught looking at her chest, so applying a little sunblock shouldn’t cause any awkwardness between them.

Reluctantly, Spike accepted the bottle. He wasn’t sure where to begin. Figuring the best place to start was the center of her back, just between the spines of her wings, he popped open the plastic cap of the sunblock and squirted a modest amount of the creamy substance onto his hand. Then, he began to apply it to Fluttershy, rubbing the lotion through her fur and into her skin.

At his touch, or more likely the feel of the cream, Fluttershy let out a soft moan. Regardless of the cause, Spike took it as a sign that she was fine with him touching her and continued with his administrations. With a little more sunblock added to his hand, now slick with the stuff, he began to rub deeper into her back, moving his hand in a counter circular motion.

Once he was sure he’d put enough of the cream into her upper back, he moved on to her shoulders. This time, he emptied the bottle into his free hand before tossing it to the side. With both hands now free, Spike grabbed onto Fluttershy’s shoulders and began rubbing into them forcefully.

Fluttershy squirmed underneath him. “Mmmm... That’s really nice, Spike... Keep- Ah! ... going...”

Spike was relieved to hear he wasn’t overstepping any boundaries and upsetting his friend, but then, she shifted her arm and reached for her back. In one pull, she loosened the strings holding her bikini top on tight, and the straps fell to the side. He saw that she was looking back at him. “You don’t mind, do you, Spike? You’re doing really well, and... I just thought could reach those places I can’t.”

“Of-Of course. It’s no trouble.” Flustered beyond all belief, Spike couldn’t help blushing at the thought of Fluttershy being topless. It wasn’t like he’d ever get to feel her breasts or anything like that, but the thought lingered in his muddled mind.

Spike now had free reign to apply the creamy sunblock to Fluttershy’s back, but by this point, everything that could be reached was already well guarded against the sun’s harmful rays. “That’s all, I think...”

Fluttershy raised an eyebrow at him. “You want to stop already? I was really hoping you’d... you know... do the rest of me as well.”

Maybe it was wishful thinking on his part, but Spike knew deep down she couldn’t seriously be asking him to touch her private places. However, Fluttershy’s tail shifted to one side, revealing her bikini bottom.

“I mean... If you don’t mind...”

Spike’s head darted from side to side, looking up and down the beach, but there was nobody else around that might misconstrue his actions as anything more than friendly. “Ar-Are you sure?”

She nodded her head before resting her chin in her crossed arms again. “Yes... Please...”

That last word, please, echoed in his mind. Spike couldn’t very well refuse her now. They were friends, after all. He was only applying sunblock so she could relax in the sun without fear of burning her hide. That was all, wasn’t it?

He swallowed hard before placing both hands on her upper thighs. Just like before, only treading with greater care, Spike began to rub the lotion into the backs of her legs. Tracing from the tips of her thighs down to her lower calves and back up again. He repeated this action several times over, rubbing the cream deep into her fur and even deeper into her skin. With each stroke, his fingers drifted closer and closer to her flanks, something he was worried about before, but now, his curiosity was beginning to outweigh his fear. Besides, she had said she wanted him to cover everything.

Spike went for it, and moved his hands across Fluttershy’s bare flanks, even going so far as to touch her cutie marks. He regretted it almost immediately, fearing a harsh reprisal, but Fluttershy said nothing. Instead, she let out a satisfied moan.

Surprised, the young dragon wondered if he could get away with it a second time. With his hands pressed firmly into her lower back, he moved down her hips, over the fabric of her bikini and groped Fluttershy’s flanks, firmly squeezing her cutie marks between his fingers.

“Mmmm... Spike...”

In response, Fluttershy ever so slightly parted her legs, offering him further access to her most concealed parts. Again, Spike was stunned, and his hands faltered over her flanks. He figured he’d fine to far. He must have. However, Fluttershy reached back and placed a tender hand on his.

“It’s alright, Spike... I mean, if you want to...”

Spike wasn’t sure if he’d heard her right, mostly because his own heartbeat was thundering in his ears, but with some guidance from the mare’s hand, his own fingers were once again clutching her flesh. Fluttershy arched her back as he began moving his bands in circles again, kneading her flanks like fresh dough. He was starting to enjoy massaging her flanks, and frankly, so was Fluttershy.

Her moans were at a constant now, though quiet, coming in between her short and rapid breaths. “Mmmm... Hmmm... Hah... Oh, Spike... That’s really- Hah! ... nice...”

The sunblock was all but gone from his hands now, having all been rubbed into her hide, but Spike didn’t stop. While he continued rubbing into her, Fluttershy took things a drastic step forward, and hooked her thumbs into the sides of her bikini bottom. What followed, in a swift and elegant fashion, was the near total undressing of her body as she slid her swim suit down her legs, stopping just short of her knees, which was as far as her reach would allow.

With her pink tail parted to the side, her nude flanks were in the open. Spike stared down in disbelief as his heart rate quickened. “Fl-Fluttershy...”

The mare was panting now, her breaths low and heavy. She looked back at him over her shoulder, her eyes pleading into his. “Wo-Would you... You know... Please, Spike... Quickly, before somepony sees.”

Spike’s eyes scanned the horizon. Far out across the water, he could make out two shapes dancing across the waves, and the other mares were nowhere in sight. Confident that they were indeed alone, he placed his hands on her bare flanks and spread them apart, taking his first look at a mare’s private parts. His heart thundered against his chest and pounded into his ears. Not only was it the first time he’d seen a mare’s furry slit, but it was a mare he knew well, one of his most treasured friends.

With one hand griping firmly onto her cheeks, he moved in closer with the other until the tips of his fingers traced the puffy folds of her dampened slit. Fluttershy let out a muffled cry at his touch, suppressing it by biting her lower lip, but she didn’t make any mention that she wanted him to stop.

Spike tried again, purposefully touching her slit this time and tracing his his fingers from her clit to her anus. At this, Fluttershy seemed to purr. Her encouraging moans only added fuel to the fire in his chest. He could feel his own genitals reacting in anticipation of sex, his member stiffening to reach a state of readiness to perform its biological duty.

The dragon began to press a little harder, slightly parting her folds and penetrating the mare’s vagina with his pointer and middle fingers. His entire body tingled at the new sensation. Her insides were slick and warm. Other than that, the feelings were indescribable, unlike anything he’d felt before.

Fluttershy’s reaction to his penetration told him that she was deeply enjoying it. Her mouth hung wide open in a sort of silent scream, and her shoulders rolled back as she widened her legs further, granting him total access to her most sacred place. Spike accepted her invitation and began to finger her at an increased pace. He touched and felt everything he could, probing her womb for spots that really drove her wild, and when he found it, the right spot, she let him know.

Fluttershy exhausted a sharp gasp and reached out for his swim trunks, grasping onto his shaft through the fabric. Spike couldn’t believe his member was being touched, even indirectly through his swimsuit, but he didn’t relent in his sexual assault on the pony’s love hole.

“Spike...” She groaned his name through gritted teeth. “Spike, I’m... I...” Her grip on his shaft tightened, and her breaths deepened. “I’m gonna... You’re going to... make... me... cu- Mmmmph!”

Fluttershy’s scream was silenced at the last possible moment by Spike, who muffled her lips with his free hand to prevent her cries from being heard by anypony nearby. Her entire body shuddered and twitched violently as Spike retracted his fingers from her womb, and from her slit, a creamy substance secreted down her skin and onto her towel.

Both of them took deep breaths as the moment came to pass. Fluttershy, upon realizing she was still holding onto Spike’s cock through his water shorts, quickly released her grip. “Oh... Oh, Spike, I’m so sorry... I didn’t hurt you, did I?”

The dragon’s head was spinning. He still couldn't believe what had transpired was real. “Huh? Oh, no... Not at all, Fluttershy, I just... Was that okay? I mean, was what I did okay?”

Fluttershy smiled sweetly at him and rolled onto her back, allowing him to see her naked breasts as she pulled up her bikini bottom. “Of course, Spike... I wouldn’t have let you if I didn’t want it...” Then she sat upright, her breasts casually in the open. Spike couldn’t help staring at them in all their glory. They were utterly massive, easily the largest pair in their circle of friends. “Did... you enjoy it?”

Spike met her eyes, and it dawned on him that she was searching for some sign of consent. He couldn’t possibly say ‘no’, even if he wanted to. It was a once in a life time experience that had changed his perspective on mares forever, and what’s more, he got to experience it with a friend.

He nodded his head. “Yeah... I didn’t know what to expect, but it was nice. You were nice, I mean...”

Fluttershy chuckled softly and blushed behind her mane. “Hmm... Spike, I’ve always liked you... ever since we first met all those years ago when you were just a kid, but now...” She let out a long sigh. “Want to go back to the hotel?”

Her question came suddenly, jarring the dragon from a state of bliss to reality once again. “Wha-What? The hotel? Why?”

Fluttershy was already reaching for her top, and she fitted the swimwear over her breasts. After a bit of fidgeting, she managed to make her overdeveloped melons fit comfortably into the triple D sized cups. “Come on, Spike... You know why. Help me tie this, and I’ll show you just what I mean...”

***Up Next: He Knew Why***

Part 2: He Knew Why

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