Burning Up
The Shy One in the Shadows III
Previous ChapterNext Chapter“Wh...what are you doing here!?” Fluttershy cried.
“Visiting.” Fylo replied, appearing very relaxed. She was gazing around the cabin, fascinated by everything hanging on the walls. “I smelled a lovely scent coming from inside and I...” Fylo paused at a mask. She took two steps for a closer look. “Is that a Zebra fertility mask?”
“My, you have you have a good eye!” Zecora said. “You're the first to notice while stopping by!” Fylo turned back to the zebra, a glint in her eye.
“Have you ever worn it?” the alicorn asked. Zecora smiled and chuckled.
“At home few times I have had the occasion. I must tell you it brought me a lot of elation.”
“I bet it did, how many were with you at the ritual?”
“After they used the madness incense powder, there had to be dozens for hours.”
“You wouldn't happen to have the madness powder here, would there?”
“As a matter of fact...”
“HEY!” Fluttershy shouted. Both of the other equines in the room jumped and turned to the yellow pegasus. She appeared out of breath and agitated, likely due to the painful erection that was still throbbing between her legs. “Zecora! This is the alicorn that cast the spell on me! This...thing on me is her fault!”
“Is that true?” Zecora asked. “There's something I must ask you!”
“Hm? What?” Fylo asked.
“It is so well-made! How does it not fade?”
“Well, it's actually a combination of spells I worked on ages ago.” Fylo began, tapping her chin. “It's a combination of a male desire spell, a growth spell, want it/need it spell and attachment spell. Depending on what you want from it you can increase the power of each of them. The one for mine is high on growth and attachment, making it large and hard. I keep the desire and want it/need it low so I can control it.” Fylo motioned towards Fluttershy. “Hers isn't high on growth 'cause I figured since she's so cute and dainty, a smaller one would be cuter. I do have the desire and want it/need it high though.”
“I would say so! I just gave her a blow!” That statement made Fluttershy blush all the way to her chest. Fylo gave a devious, sideways glance at the shy pony.
“You don't say?” Fylo asked. “Well, since you denied me some pleasure earlier, we could at least share this lovely Zebra with each other.”
“Wh...what? No...I don't think...” Fluttershy tried to say.
“I certainly don't mind. This town was staring to make me feel confined.” Zecora said. Fluttershy started to back away.
“I...I don't think...” she stammered.
“Are you sure you don't want more? I have more places you can explore!” Zecora turned around again. She stuck her ass into the air and spread her lower lips apart. Fluttershy stopped dead. The zebra's insides were still moist. Perhaps it was because of her species, but the inside muscles were twitching tighter and looser. Fluttershy's mind started buzzing. What would it feel like to put that new rod of hers inside that coiling hole? There was no telling how good it would feel. Fylo walked closer to Zecora, giving Fluttershy an actual irritated look.
“It's rude to get pleasure without receiving.” the alicorn spat. Fluttershy gulped. She was actually starting to feel bad. Even though Fylo scared her, maybe she had a point.
“O...okay.” Fluttershy said. “But only because of Zecora.” Fylo rolled her eyes.
“Whatever. Stingy.” she said. She turned to the Zebra. “You've had it both ends, right?”
“Of course I have, it's my favorite! I've had many different stallions back home in my hut!”
“Good. Stand up.” Fylo ordered, standing up. “Miss stingy can take the front, I'll take the back.” Zecora appeared very pleased as she stood on her hind legs. She spread her pussy open. Fluttershy slowly walked forward, eyeing Fylo. “Now then, let's make sure she's ready to go. Use your tongue.” The yellow pegasus bit her lip and nodded.
Quite eagerly, Fylo pried Zecora's butt cheeks apart. The crimson alicorn buried her nose between them and started licking at the zebra's tight hole. Zecora shuddered and reached backwards, grabbing Fylo's hair. It was just as hot as her skin, almost like touching fire. Zecora was used to such heat however. Fluttershy stuck her nose into the zebra's crotch. She extended her tongue and began lapping at the juices that were leaking out. Zecora threw her head and began moaning. Fylo pushed her tongue into in her anus. She wiggled it around, ensuring that it was well lubricated. With every few moments she stuck it deeper, widening the hole, massaging it, and making it wetter. Fluttershy opened her mouth and wrapped her lips around the inner flesh. She began sucking on it. Zecora stuck her hoof in her mouth and bit down. She moaned against it. Her hips were beginning to shudder. They didn't seem to know which way to thrust, as both sides were giving her pleasure. She continued to shudder and shake helplessly, lost in pleasure. Fylo finally got her entire tongue inside Zecora. She swirled it around the fluffy insides expertly. Zecora's sphincter was perfectly relaxed and her legs were beginning to buckle. Fylo could see this and pulled out. Zecora whined as her butt wagged back and forth. Flutershy sensed something was different and backed away. The alicorn grinned, it was that sneaky smile that made Fluttershy feeling fearful.
Fylo pushed Zecora forward, back onto all fours again. She brought her sizable erection up to the zebra's back hole. Zecora moaned and wiggled her ass cheeks. She lifted her tail, making sure to give the crimson alicorn a perfect view. Fylo bit her lip in excitement and slowly started to push the large head of her dick into the tight hole. Zecora winced for a few moments until finally the rod popped inside.
“Damn...” Fylo muttered. “Your tightening around me like a vice.” Fylo shoved slowly inside, allowing the striped equine behind her get used to her girth inch by inch. Zecora grit her teeth together. Her backside had never felt so full before. Every time Fylo's massive rod moved a little inside, sparks of pleasure shot across her body. It was a slow and agonizing process. Finally the zebra could feel the boiling hot skin of Fylo's hips against her backside. Zecora let out a breath and relaxed.
“You are so big! How far can you dig!?” the zebra shouted. Fylo licked her lips.
“As deep as I want.” the alicorn replied. “You just keep coiling around me. Gotta love zebras. So experienced and uninhibited.” Fylo gazed up and saw Fluttershy in front of them. Her mouth was hanging open and she looked as if she were about to drool. The alicorn grinned. She gabbed Zecora and lifted her up. Fylo was now on her back with Zecora on top of her. Fluttershy could see the zebra's folds, which were actively drooling. The striped horse reached up and spread her lips open.
“You've waited long enough! Now stick in in my muff!” Zecora cried. She was beginning to sound desperate. Fluttershy gulped and quickly stepped forward. She gazed down at her yellow erection. She could see the veins on it throbbing powerfully. She brought the pink head to the open lips and touched it to the sensitive flesh. It was hot and slick. Fluttershy could take it no more. She lowly began sticking the erection inside. The shy pony's mouth hung open and her eyes widened as her dick plunged into the slick vice. Every inch was heaven as the muscles on the inside shuddered and coiled around her. When the pegasus finally bottomed out inside the zebra she gasped and her hips twitched. Zecora had thrown her head back and was already panting. She had never been so full before. Zebras couldn't even fill her this much.
“It's...it's...” Fluttershy tried to say.
“I have never been so full!” Zecora cried breathlessly. “This is such a thrill!”
“That's doesn't really rhyme.” Fylo said, chuckling. “Yellow girl, pull out for a second.”
“H-Huh?” Fluttershy said.
“We need to alternate.” Fylo replied, irritably. “We can turn her into a slobbering mess, she'll love it.” Fluttershy paused for a moment before nodding. Fluttershy slowly pulled out, feeling the flesh cling to her on the way. Finally, only her head remained inside. “Now, when I pull out, you thrust inside, got it?” Fluttershy desperately nodded. Fylo slowly pulled her own shaft out of Zecora's anus, causing the Zebra's body to shudder. As she did so, Fluttershy pushed herself inside. The zebra's back hooves curled as pleasure shot through her.
“More! More!” Zecora cried. Fluttershy and Fylo began building up a pace. Fluttershy was panting like a rabid animal. The zebra's insides were slick and constantly twitched and vibrated around her. The pegasus could feel a pleasurable tingling shoot through her dick with every thrust. It shot up her entire body. Fylo bit into Zecora's neck. Every time the alicorn thrust her own massive rod inside, the zebra's sphincter squeezed her, almost painfully so. Zecora was moaning and twitching constantly. She was in constant pleasure. Every thrust sent waves of pleasure through her body and there was no break between them. Both of them were increasing their pace with every second. Despite the fact that Fluttershy was half-crazed with pleasure, she managed to keep up a steady pace with Fylo. Both of them slapped their hips against Zecora hard, desperately trying to get their own pleasure. Fluttershy could feel Fylo's dick through the membrane that separated them every time she thrust inside. It was like they were rubbing their dicks together.
The pleasure was becoming too much for Zecora. Her moaning was turning into shrieks and her twitching was turning into flailing. The two ponies she was sandwiched between were treating her like little more than a sleeve to thrust into. The zebra was pinned, unable to move between the two of them pounding into her. Zecora could feel that familiar sensation creep into her. It was like a dam beginning to break, only this time it was much more powerful than she ever felt before. With the steady stream of pleasure pouring over her it didn't come in waves like usually did, it was just one long tidal wave building up in her body. Finally, she couldn't take it anymore. She shrieked at the top of her lungs and her body bowed as if she had been electrocuted. Fylo reached up and grabbed onto the zebra, afraid she might actually fall off. Her ass clenched so tightly that Fylo actually grimaced. Her inner folds clamped down and juices flooded around Fluttershy's erection. Pleasure shot right up into Zecora's brain, causing stars to explode in her eyes. Gush after gush poured out of her in successive waves as pleasure wracked her taught body.
While Fylo was completely still, Fluttershy didn't know any better. She continued to thrust away into the ever-tight hole. She could feel the tingling in her shaft grow and grow. The hot juices only made it feel even more intense. The pleasure swelled as Fluttershy's eyes widened and her body began to stiffen. She abruptly bit her lip and arched her back, feeling an eruption shoot through her. Her legs twitched as she thrust deep inside of the Zebra. She moaned as her dick trembled and gushed its seed. It quickly filled Zecora and overflowed onto the floor. With every throb of it emptying itself Fluttershy whined against her lip. Zecora finished her orgasm first and noticed that the cute pegasus was flushed, moaning and quivering. The zebra smiled at how adorable the sight was. She wrapped all of her hooves around Fluttershy and held her close as the pony shuddered her way through her climax. Finally, the yellow pony was done and she slumped.
“Oh...my...” Fluttershy moaned. She couldn't believe how good that felt. It was no wonder that Rainbow Dash went crazy when she had her own dick.
“You are so cute when you bray.” Zecora said. “I could hold you all day.” Fluttershy turned to the zebra and smiled. Zecora reached behind Fluttershy's head and pulled her into a kiss. The pegasus was momentarily stunned at feeling the tongue inside of her mouth, but she quickly relented. For several moments, they kissed gently, causing the pegasi's heart to flutter.
“Are you two quite finished?” asked an incredibly irritated voice. Fluttershy pulled away and her neck went stiff. It was Fylo and she sounded quite angry.
“Uh...well...” Fluttershy tried to say.
“We were just sharing a moment.” Zecora said. “No need to be so flippant.”
“Well I've had enough of ponies feeling good at my expense today.” Fylo growled. She abruptly gave Fluttershy a kick, causing the pegasus to shriek and take a small leap backwards. Rather roughly, the alicorn flipped Zecora onto her stomach. She held down the zebra hooves onto the ground. She growled into her ear and began pounding hard into her ass. Zecora's back arched and her head shot up. Despite the fact that she had just came, sparks of pleasure began shooting across her body again.
“W-Wait...I need a break!” she shouted, abandoning her rhyming. Fylo only answered by biting the zebra's neck like a dog would and thrusting harder. Zecora's entire body jerked and her anus clamped down with each thrust of the shaft inside of her. Fylo was drawing her entire shaft out, only thrust the whole thing inside in a split-second later. It was like she was trying to drive Zecora into the ground. Fluttershy watched with fascinated eyes. She could feel her own erection beginning to stir again, seeing the lust-filled eyes that Zecora had. The zebra was clawing at the ground, feeling the heat build up inside of her body once again. She bit her lip as Fylo growled into her neck. The alicorn could finally feel the tingling that she had desired all day beginning to build in her shaft. With every thrust it grew like a tidal wave. In a moment there would be nothing but a torrent. Zecora began to stiffen, feeling her body ready to erupt again.
“This...is going to be big!” Fylo warned. Zecora opened her mouth and moaned. Pleasure shot through her again. A throbbing sensation shot through her, sending stars into her eyes again. She shuddered with every wave as tiny squirts of liquid came out of her. It was the second orgasm in a matter of moments. In her weak state all she could do was whine and shake helplessly. Her anus clamped down tightly onto Fylo's rampaging erection. It was enough to drive the alicorn over the edge. She screamed into Zecora's neck. A torrent of sperm erupted from Fylo's shaft. She thrust herself as deep as she could into the zebra's anus. The flood of semen overflowed in a matter of moments, squirting around her dick and onto the floor. For what seemed like forever, Zecora feltthe deluge of fluids flill her up to the brim, only to squirt out around what was plugging her. The zebra was actually afraid she might overflow to the mouth with the amount the alicorn was putting out. Finally however, Fylo released her neck, which now had a deep bite mark in it, and pulled out. A gush of semen followed after her. Zecora took a few moments to regain her breath. She then stood on wobbling legs, seed flowing from both her ass and her pussy.
“Did you not hear my plea?” she asked. “I thought you were going to kill me!”
“i was tired of being ignored.” Fylo replied casually.
“I can't take it anymore, it'll have to come out on the floor!” Zecora grimaced a little and pushed. A huge torrent of jizz that was still inside of her erupted out of both her front and back. It instantly created a pool onto the floor. It actually took a few moments for her to become empty. She then sighed relief and collapsed onto the floor. Fluttershy had seen the whole thing. Her pupils were very small and her erection was throbbing painfully again. She wasn't sure why, but the whole display turned her on. The yellow pegasus had just learned about a creepy fetish she had, but she was too horny to be worried about. Zecora was lying on her side, which still gave the pegasus an excellent view of her oozing folds and ass. Zecora finally noticed that somepony was drilling holes into her plump bottom. She turned and spied the shy pegasus, looking more like a mutt in heat than a pony. The zebra grinned. She put her face to the floor and stuck her ass in the air.
“I believe this is where we were before.” she said. “Before we made the stuff on the floor.” Fluttershy gulped. She gazed over at Fylo, who was reclining on a table. She still had a huge erection, but she appeared casual now, her head supported by her elbow. The alicorn merely waved.
“Oh, do go on.” she said. “I love a good show too.” Fluttershy licked her lips and trotted over. She gripped either side of Zecora's rump and positioned her erection at the entrance again. With a lot less gentleness than before, she thrust inside. The yellow pegasus gasped and threw her head back. Zecora's fluids and her own coated the insides and made them even slicker than before. Fluttershy leaned over the zebra's body and began thrusting away inside of her from behind, much like an animal would. Zecora grinned and let out a pleasurable grunt with every thrust. Fylo watched passively. Fluttershy had no real technique. She was pounding away like some mad pony. It was like watching two inexperienced animals hump each other, which had it's own amusement in a way. Fylo then saw something dripping onto the floor. She turned her gaze to Fluttershy. Her folds were juicy and drooling, reacting the pleasure her body was overflowing with. Fylo grinned evilly. She silently crept up behind them. Fluttershy was completely out of her mind and unable to notice anything around her. Fylo abruptly grabbed her from behind.
“Wait...what are you...!” Fluttershy stiffened and shrieked. Fylo's boiling hot rod plunged into her folds in one powerful thrust. The pegasus shrieked and looked around at her backside. Her eyes were as wide was they could go. “What...did you...” Fylo leaned forward and grinned, their faces incredibly close.
“Joining in on the fun.” Fylo stated flatly.
“Oh my, this is great!” Zecora cried. “You're now in a much harder state!” The zebra bit her lip and wiggled her ass back and forth. Enjoying the fuller feeling.
“But...I can't move...” Fluttershy said ina weak voice.
“Sure you can.” Fylo replied. “Just thrust in when I pull out.”
“Huh...?” Fluttershy then shrieked again. Fylo pounded into Fluttershy hard, causing her stiffen. A wave of pleasure shot up Fluttershy's spine. After a few times of their hips slapping together the yellow pegasus still hadn't moved. “Not moving? That's rude.” Fluttershy bit her lip. She waited for Fylo to pull out of her and she thrust into Zecora, who yelped in pleasure. When the pegasus pulled back out though, Fylo pounded her shaft inside of her. It hit her even harder and deeper than before now that they were moving against each other. Fluttershy shrieked in pleasure. She started following the pattern, getting pounded with pleasure each time she moved, either backwards or forwards. She was caught in her own sandwich. They continued to bounce off of one another, juices gushing in all directions, and all of them groaning. Zecora could feel Fluttershy's dick much harder now that Fylo was inside of her. The yellow shaft was smashing into her, causing every nerve in her folds light up. She was shivering and shuddering with every thrust, enjoying the pleasure once again. Fluttershy was now feeling what Zecora did earlier. No matter how she moved, she felt a rush of pleasure. When she thrust into the zebra she could feel the hole clench onto her shaft. When she pulled out, Fylo pounded into her, sending sparks across her body. It was like they were lighting a fire inside of her and it was growing with every second. Fylo could could feel Fluttershy starting to quiver. The pegasus was beginning to lose control as something massive was coming over her. Fylo couldn't wait to see her shriek and flail.
Fluttershy could feel the tingling crawl over both of her parts. She could feel a climax even bigger than before building up. Her dick was twitching and her pussy was quivering. It felt as if every part of her body was about to burst.
“I'm...I'm going to...I'm going to...!” Fluttershy shrieked.
“Me too!” Zecora cried.
“And me!” Fylo cried. They all desperately pounded against each other for several moments. Then Fluttershy screamed the loudest she had ever in her entire life. Her dick twitched and throbbed, erupting seed. Her folds clamped down tightly and squirted onto Fylo. She came from both sides at the same time. Her wings spread to their maximum extent as the tingling shot through her entire body. Feeling the powerful gush of semen into her was enough to push Zecora past another climax. She grit her teeth and moaned against them. She squirted yet again, Fluttershy and her fluids mixing together and dripping onto the floor. Fylo growled and let loose another massive deluge of sperm. It quickly filled the yellow pegasus and instantly overflowed. All of their fluids cascaded onto the floor and pooled underneath them together with the others, making even a larger puddle. All of them went stiff and began shuddering and shaking. They looked like a pile of ponies having seizures, but instead of pain they were in pleasure. For what seemed like an eternity they all gyrated wildly against each other. Finally, the gushing fluids abated and they began to pant. Fluttershy was losing her legs. Her tongue was hanging out of her mouth and she was drooling. Fylo backed away from her, knowing what was about to happen. By contrast, Zecora, who still had a little strength, whriled around. The yellow pegasus collapsed and Zecora caught her. Both of them flopped onto the ground, landing in the pool of fluids and jizz they had made. Fylo sneered, slightly in disgust, but was kind of surprised by what happened next.
Zecora smiled and chuckled as Fluttershy twitched and panted. The pegasus lifted her head, her eyes still glazed over. Both of them were soaked in the fluids they had just emitted along with sweat and drool. Zecora reached up with her soiled hoof and rubbed Fluttershy's face, getting even more of the fluids on her.
“You are so adorable.” the zebra said. “Especially doing something so carnal.” Fluttershy grinned slightly.
“Zecora...thank you so much.” the pegasus said. Fluttershy leaned down and despite both of them completely soaked in jizz, mashed their lips together. They enveloped each other with their arms and legs. Their drool went everywhere as their tongues coiled around each other.
Fylo was planning on mocking Fluttershy when she fell. It was like a pig falling in mud, only instead of mud it was semen and fluids. Instead of mocking them however, she stopped. They didn't care. They didn't care that they were filthy, they didn't care that they had been humiliated, and they certainly didn't care that Fylo was watching them. They cared about each other so much that they didn't care about anything else. They only wanted to love each other.
Fylo frowned and stiffened. An old feeling crept up inside of, a very old feeling. Perhaps it was the oldest one inside of her. It was cold and angry, but wasn't directed at them. It was about somepony else. Somepony she desperately wished she could forget, but couldn't. It was probably why Fylo always wanted somepony to follow her. Somepony...who was very loyal...
“Dammit.” Fylo muttered. Fluttershy separated from Zecora, looking incredibly grateful.
“You're really good at that.” the pegasus said.
“I've had some practice in my den.” Zecora replied. Her hoof reached down and touched Fluttershy's erection, which had grown again. The pegasus moaned and shuddered. “My, look who's ready to go again.”
“Oh god...I can't seem to stop...” Fluttershy whined.
“Go ahead, I love being bred!” Zecora guided the shaft back to her folds, which were overflowing with jizz yet again. The pegaus couldn't care less. She shoved herself inside, gasping and moaning.
“It's...still so hot and tight...” Fluttershy moaned. The zebra only smiled. She licked the yellow pony's neck. She then gazed up.
“And what about Fylo...?” Zecora paused and looked around the room. “Wait...where did she go?”
~*~
Rainbow Dash opened her eyes. She wasn't sure where she was. She felt...well...she felt nothing. She was numb all over and it was like she was floating. She couldn't even feel herself breathe. The weird thing was, she didn't feel the need to do so. Abruptly she saw Fylo's face, but it was distorted somehow. The rainbow pony tried to open her mouth, but found it didn't work.
“Don't talk.” Fylo said. Her voice sounded as if it were hollow and filtered through something. “You're in your bathtub. I enchanted the water to help you heal. I barely got to you in time. You have proven your loyalty...for now. Just rest and heal...so that you can serve me better and faithfully from now on.” Rainbow Dash wanted to affirm those words, but couldn't move or speak. Instead she blinked a few times to let Fylo know she heard her. She closed her eyes to obey her mistress. She had redeemed herself in her mistress's eyes...and that made her heart soar.
~*~
That night, Rarity found herself in a back alley, behind one of the local clothing stores. She was holding a huge pile of her clothes in her arms, looking distraught. The store owner had thrown her clothes back at her.
“But why!?” Rarity cried. “I put a lot of time and effort into these! I'm sure they will sell!”
“I decide what gets sold!” The stallion replied, folding his arms. “I don't want them!”
“But...this is my livelihood!” Rarity cried. “This is how I make money!” An evil smile came over the stallion's face.
“I'm sure we can work out...another deal...” he said.
“Wh...what do you mean?” the unicorn replied.
“Very simple, you use that pretty mouth of yours, and I'll sell your dresses.” Rarity was shocked. The store owner had never acted this way. He was a married stallion with foals and had always been so nice. She didn't understand his sudden change in attitude. All the stallions in town had suddenly become so aggressive!
“But...but I...” Rarity tried to say.
“Hey, if you don't want to do it, you don't have to.” the stallion replied, grinning. The unicorn gulped. This store was her biggest buyer. She couldn't afford to lose this place!
“O...okay...” Rarity said. The store owner cackled. He stood up to reveal that his sizable shaft was already growing to full mast. Rarity dropped her dresses and reluctantly trotted over. She looked at the dick as if it were going to shoot her. She paused, her eyes wide. She couldn't believe this was happening.
“I don't have all night!” the store owner declared.
“But...I don't...” Rarity stated.
“What? You've never done this before to get on the runway?” the stallion barked.
“Well...that was...I didn't know them...”
“Well you know me. Open your damn mouth.” Rarity was taken aback. With a lot of reluctance she opened her mouth. The store owner grabbed her head and shoved his shaft inside. With huge eyes, Rarity felt the rod hit the back of her throat. She opened her throat and didn't gag. The stallion grinned from ear to ear. “You've got experience at this! What a little slut you are!” He began to pound his dick into her mouth, moaning like a beast.
On top of the building on one side of the alley was a bright red alicorn. She was reclining on the edge of building, watching the display. The emptiness that had been in her eyes earlier were gone, and replaced with that evil glint.
“Oooohhh...” Fylo whispered. “What a little slut! Well, there's only thing to do with whores.”
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