Apple Fritter meets a blue pegasus who turns her life upside down.
Flitter meets Apple Fritter at a Ponytones concert and can't keep her eyes off her. When her embarrassingly erect wings cause problems for ponies in the seats behind them, they decide to move somewhere a little more private.
WARNING: shipping/clop. If you skip the chapters marked as NSFW, the story should still make sense.
4 Apr 2015: merged chapters 2 and 3 into a single chapter; renamed chapter 4 to chapter 3. I think removing chapter 3 deleted some comments. Ooops!
A concert; a new friend; and an embarrassing problem
Flitter pinned Apple Fritter against the wall, her lips pressing against the pale yellow earth pony's counterparts, and her tongue exploring the inside of the young mare's mouth. Apple Fritter ran her hoof through Flitter's opal-coloured hair and pulled her closer.
The two mares could hear the crowd only metres away, just around the corner. Flitter pulled away from the kiss. "Shall we find somewhere a bit more private?" she asked. Fritter nodded and the two hurried away.
Earlier that evening, Apple Fritter had been getting ready to go out to a Ponytones concert. It would be the first Ponytones show to officially feature her cousin's good friend Fluttershy. Her other cousin, Big Macintosh had gotten her the ticket because he was in the band too.
She had tied her hair into two loose bunches using her best red ribbons. If anyone had asked, she would have told them that she wasn't aiming to impress anypony in particular, but she liked to look her best. But if she were honest with herself, she'd admit to having a bit of a crush on Fluttershy. She normally thought of herself as straight, but those pegasus girls looked so magnificent. And those wings looked so soft but strong. Fritter would totally go gay for a pegasus.
She debated wearing her hat, but decided against it because it might block somepony behind her's view. Apple Fritter was considerate like that.
Meanwhile, Flitter and Cloudchaser were also preparing to go to the concert. All the pegasi in Ponyville were so excited that the Ponytones had a new member who was a pegasus, and the sisters considered themselves lucky to have gotten tickets to the show. They were like gold dust.
Flitter carefully brushed her mane and tail, and tied her hair back with a big pink bow.
Once she'd finished grooming herself, she went to see what was keeping Cloudchaser so long. She looked around for her sister, and finally found her in the bathroom leaning over the toilet. As Flitter entered the room, Cloudchaser flushed the toilet and wiped her mouth with a tissue. She turned to face Flitter, and her face looked green.
"I'm not feeling too great, Flits," said Cloudchaser weasily, stating the obvious. "I think you should go to the concert by yourself."
"Oh darling," replied Flitter, "are you sure? It won't be the same without my BSBFF."
"Yeah," answered Cloudchaser defeatedly, "I really thought I'd be OK, by the evening, but it's just been getting worse."
"I could hang around here if you like, Ceecee. I'm sure I can think of ways to take your mind off it. And there will be other Ponytones concerts," suggested her sister.
"No," replied the sick mare, "I wouldn't hear of it. I know how much you like the Ponytones - especially now that Fluttershy has joined the line-up." She emphasised the name of the Ponytone's newest member, and her little sister blushed slightly.
"OK, if you insist," said Flitter, walking towards the door.
Flitter had sworn off stallions months ago, and Cloudchaser was very well aware that Flitter preferred mares now. Flitter had a bit of a thing for Fluttershy in particular. Her yellow coat, and her long tail were simply beautiful. Flitter stepped out of her bedroom window and fluttered down to the ground with a few small flaps of her wings.
A butterfly that flaps its wings can cause a tornado weeks later.
Apple Fritter meanwhile was saying goodbye to her great aunt Granny Smith, and her cousin Apple Bloom and heading out to the concert.
"Don't get back too late, you hear?" said Granny Smith.
"Oh, Granny," replied Apple Fritter, "I'm not a little girl any more. I'm eighteen!"
"I know, I was just pulling your leg," laughed her great aunt.
Big Mac had asked if she'd like to walk with him, but he'd been leaving very early to get ready, so she'd decided to make her way on her own instead. As she was arriving at the concern venue, a group of roudy earth colts came past. At that very moment, a sudden gust of wind picked up, and blew the ticket out of Fritter's teeth. It landed in a puddle just as the colts steamed through.
"My ticket!" shouted Apple Fritter, but it was too late. By the time the colts had gone past, it was nowhere to be seen. Had the mud stuck the ticket to one of their legs? Had it gotten buried in the sediment at the bottom of the puddle? Nopony would ever know, she guessed. But whatever had happened to it, it was gone.
Apple Fritter tried negotiating with the pony at the gate, but there was no way he would let her in. She tried explaining that her cousin was in the band, and even though he didn't entirely disbelieve her, he couldn't leave his post to go backstage and check.
The yellow earth pony slouched down, despondent, a frown on her face, beside the gate.
"What's the matter?" asked a familiar voice, "Let's turn that frown upside down!"
Apple Fritter looked up to see a wavy haired pink earth pony mare who she recognised from some of her cousin's parties. "It's Pinkie Pie, right?"
"You betcha! But you still haven't told me what the matter is."
"I've lost my ticket," responded Fritter, "and now I can't get in to see the show."
"No problemo!" said Pinkie. "HAS ANYBODY GOT A SPARE TICKET!?" she shouted at the queue by the gate.
The third pony in line, a pale blue pegasus, poked her head out of the line, and said, "I do. I don't need it."
"Great!" responded Pinkie. "Flitter, this is Fritter. Fritter, this is Flitter."
"Thanks," said Apple Fritter, a grin appearing on her face.
"Wait a minute..." said Pinkie Pie, "that's not an upside down frown. That's a smile! Oh well, good enough."
And with that, the pink pony bounced away.
"Thanks again," said Apple Fritter to Flitter.
When they got though the gate, the pony there said he was so glad that Apple Fritter had got a ticket. He'd felt bad turning her away, but rules were rules.
They found their seats; C4 and C5, just a couple of rows back from the front, but quite far off to the extreme left of the stage, so the view wasn't the greatest. They sat down and made themselves comfortable.
Flitter eyed up her new companion while they were seating themselves, but tried to do so discretely. She was an attractive mare, about her age, with a pale yellow coat and a long apple green mane, tied in bunches, and matching tail. She sneaked a look at Fritter's beautifully curved yet petite flank. Apple Fritter turned suddenly and caught her looking. "I was just admiring your cutie mark," said Flitter, making up an excuse, "what is it? Toast?"
"No, they're apple fritters," replied Apple Fritter, "like my name - Apple Fritter."
"Oh, so you're one of the Apple family," said Flitter, "I haven't seen you around Sweet Apple Acres when I've gone there for cider."
"I'm a distant cousin," replied Fritter, "Please just call me Fritter though. Apple Fritter is so formal." She inspected Flitter's flank, "what's your cutie mark of? It's difficult to see in this light."
"Dragonflies," responded Flitter. Flitter thought that Fritter was spending an awful lot of time peering at this cutie mark. More than enough time to see what it was. Could it be that...? No. What if she did though? Flitter's mind was suddenly filled with possibilities. Did this yellow pony fancy her? How could she find out? If she did, then what could they do together? Thoughts crowded her brain involuntarily and she began to feel a little hot under her mane.
"Do you mind?!" interrupted a voice from behind her. She looked around to see a rather irate brown earth pony wearing a monocle. "Your wings are blocking my view. I can't see a thing!"
"I'm sorry," Flitter blushed, "I'm not... well... these things aren't entirely under my control. Sometimes they..."
"The show hasn't even started yet," said Fritter, defending her newfound acquaintance.
"OK," said the brown pony addressing Flitter, "but if your wings are not under control when it does start, I'd like you and your fillyfriend to find another seat."
"We're not... oh never mind," said Flitter to the rude stallion. She turned to Fritter and whispered, "I'm sorry about that. Some ponies, eh? Jumping to conclusions..."
"It doesn't matter," said Apple Fritter, "I've been called worse."
The Ponytones came out on stage and started adjusting their microphones. Using all her will, and thinking about turn-offs like her sister vomiting into the toilet, Flitter managed to fold her wings.
The Ponytones began their first song, a song about the Ponyville tradition of all the ponies helping to prepare for spring on the last day of winter. It was a catchy tune, and worked well as a five part harmony. While they were singing, Flitter thought about the length of time Fritter had spent looking at her flank. She couldn't have just been looking at her cutie mark. She tested the water by putting her front leg around Fritter's shoulders - a loose hug that could easily be interpreted as merely friendly. Apple Fritter didn't look at her, but didn't pull away either.
The next song was the Ponytones' biggest hit - Find the Music in You. Rumours were that they'd be doing a special extended version of the song with some extra verses written by Fluttershy. As they began to sing the first lines, Flitter felt a hoof on her leg. She glanced down to see Fritter's hoof on her back thigh.
Flitter tried to stop them, but - pomf - her wings sprung up behind her. She turned to see the brown pony looking rather dissatisfied. "OK, OK, I'll move," whispered the pegasus angrily to the stallion. "Sorry, I have to go stand in the aisle for a while," explained Flitter to Apple Fritter, her cheeks turning as pink as the ribbon in her hair.
"I'm sorry, it's my fault," said Fritter, with a slight smirk on her face. She knew all about what can happen with pegasus mares. "Let me come with you."
Fritter, whose seat was closest, walked out into the aisle first, followed by Flitter. They found a small alcove where they could see most of the stage, but not the audience.
Instantly, Flitter pinned Apple Fritter against the wall, her lips pressing against the pale yellow earth pony's counterparts, and her tongue exploring the inside of the young mare's mouth. Fritter ran her hoof through Flitter's opal-coloured hair and pulled her closer.
The two mares could hear the crowd only metres away, just around the corner. Flitter pulled away from the kiss. "Shall we find somewhere a bit more private?" she asked. Fritter nodded and the two hurried away.
The two found a door near the back of the auditorium and cautiously opened it. It seemed empty apart from a few benches. The room was probably used as a store room for the seating when it wasn't laid out up front.
"I'm," began Fritter, "I mean... I... I don't normally do this."
"I know," said Flitter, "neither do I."
"It's just that you're so... with your wings, and your hair. You just looked so beautiful, I couldn't resist putting my hand on you. I'm sorry about it. I didn't realise it would have quite that effect."
Flitter blushed. "I just... I think you're really cute." With some effort, she brought her wings under control and folded them.
Now that the urgency was gone from their situation, they both felt a little awkward. Fritter bit the bullet and trotted over to Flitter. They kissed again, with less fervour than last time, but more sensuality. Their tongues played against each other. Flitter raised her wings and used one to gently embrace Fritter.
Apple Fritter felt the soft feathery underside of the pegasus wing against the side of her head, and snuggled into it. While she kissed Flitter back, she raised a front hoof and placed it on her companion's shoulder to embrace her too.
While they kissed, each ponies began to feel a warmth between her legs. Apple Fritter had been with colts before, and knew what this sort of thing led to with them, but had never been with a mare before. She withdrew her front hoof from Flitter's shoulder and reached between her legs, but it was awkward to reach standing up. She broke off the kiss awkwardly and sighed, before trying again.
"Never been with a mare before?" asked Flitter. Apple Fritter shook her head. "Don't worry sweetie. Flitter will take care of you. Lie down on your side."
Apple Fritter obediently lay on one of the benches. Flitter knelt down to kiss her some more on the mouth. While they kissed, Flitter trailed her wing up and down her partner's belly. Fritter felt slightly ticklish, but managed to avoid giggling. She closed her eyes and enjoyed the feeling of the wing. Feeling the soft feathers against her coat turned her on even more.
While still kissing Fritter, Flitter adjusted her position, and soon Apple Fritter no longer felt a wing against her belly, but a hoof on her thigh, creeping up and up towards her fillyparts. Inches away, the hoof came to a stop. Fritter opened her eyes when Flitter stopped kissing her.
Flitter gazed into Apple Fritter's brilliant emerald green eyes and started rubbing between Apple Fritter's back legs. She relished seeing the look on the yellow mare's when her hoof made contact. Fritter's look of impatience and uncertainty dissolved in a fraction of a second to happiness and satisfaction.
Apple Fritter felt the heat in her hindquarters multiply ten-fold while the blue pegasus rubbed at the entrance to her foalhole. She closed her eyes again and enjoyed the feeling. Flitter kissed her again, and their tongues fought, full of passion.
Between kisses, Flitter could hear her partner's breathing becoming harder and faster. Flitter could reach her own fillyparts reasonably comfortably, so started rubbing herself too. She broke off kissing the earth pony's lips and kissed down her neck and belly. Fritter gasped when she felt Flitter kissing the lips of her foalhole. Flitter's tongue explored the yellow outer folds, tasting the sweet apple juice flavour of her juices, before seeking out Fritter's inner pinkness.
Apple Fritter was almost panting and found herself involuntarily bucking her hips at Flitter's face. Flitter knew what she was doing and didn't let this movement disturb her from her task. She stopped rubbing between her own legs, and wrapped a hoof around Fritter's flank to steady her movements, pushing her tongue deeper into Fritter's hole.
Apple Fritter was on the brink of climax. As she let go of the tension inside her, she heard the audience outside erupt in applause as the Ponytones had finished their song, and masked her scream of joy. She bucked harder against Flitter's face, and Flitter's muzzle rubbed against that most sensitive part of her, adding to Fritter's ecstasy.
Fritter's trickle of apple juice turned into a stream, and Flitter lapped it up, swallowing every drop. After a minute, Apple Fritter pushed Flitter's head away, as she was too sensitive for her to continue.
Flitter returned her attention to Fritter's lips, allowing the earth pony a taste of her own sweet apple flavour. They kissed each other sensuously, Fritter in a state of blissful tranquillity. Apple Fritter felt relaxed, and almost sleepy after the experience, but Flitter was eager to have her turn. They continued kissing, Flitter trying to inject extra passion and urgency into their kisses, but Fritter not getting the message, and lazily returning them. Finally Flitter asked, "can we swap places now?"
* * *
Apple Fritter opened her eyes and blushed. "I'm sorry," she apologised, "I've never done this before. Of course, it should be your turn now. You might have to talk me through this."
Fritter stood up, allowing Flitter to take her place on the bench. Flitter adjusted her position to expose her entire underside but without squashing her wings uncomfortably. Apple Fritter resumed kissing her partner, and stroking her mane with a hoof. After a minute or two, she became more bold and allowed her hoof to wander further down, along Flitter's front. Flitter squirmed as the hoof passed over her exposed belly.
"Ticklish?" asked Apple Fritter, pausing with her hoof at the lower end of Flitter's belly, and a mischievous look in her eye.
"Don't you dare!" giggled Flitter.
Apple Fritter trailed her hoof in gentle circles around Flitter's exposed tummy. Flitter writhed from the ecstatic torture being performed on her stomach.
"No, stop!" she laughed, tears forming in her eyes. She pushed Apple Fritter's hoof away.
Apple Fritter grinned. "How can you be ticklish?" she asked, "you're practically MADE of feathers."
"Oh, shut up and kiss me!" demanded Flitter.
Fritter followed instructions. The ponies' tongues intertwined, and Apple Fritter brought her hoof between the pegasus mare's legs.
"No," said Flitter, breaking away from the kiss. A look of disappointment came to Apple Fritter's face. "Not yet. Slowly. Start at my wings."
Apple Fritter was confused.
"Don't you know anything about pegasi?" giggled Flitter. "Wings are very sensitive. Especially the part where they join onto my body. That's about the one place I can't reach with my own hooves though!"
Apple Fritter got the idea. She started kissing the pale blue pony again, and used her hoof to rub Flitter's back, concentrating on the area where her wings were connected. Judging by the extra enthusiasm that the pegasus was putting into their kiss, she was doing the right thing.
Flitter lay one hoof on Apple Fritter's cheek and caressed her face lovingly. She already had a fillyfriend, but the relationship wasn't "exclusive". She could see herself falling for somepony like Apple Fritter. That would be so much more convenient. More acceptable to pony society than. No, she shouldn't get ahead of herself.
Flitter sighed and rolled more onto her back before guiding Apple Fritter's hoof down between her legs. Fritter may not have had any experience pleasuring other fillies before, but she knew her way around her own foalhole, and couldn't imagine a pegasus would be very different in that department.
Flitter was already dripping wet from the wing rub, and Apple Fritter's hoof glided across her slick lips with ease. She eagerly started rubbing the little button where the lips met, which from the intensity of Flitter's kisses, she could tell was appreciated. Fritter broke from direct contact with Flitter's clitoris, and instead drew little circles just around it for a few moments, before returning to her previous activity.
After a minute or so, Fritter could tell that Flitter was close to orgasm. To slow things down, she turned her attention to the lips of Flitter's foalhole. She rubbed them gently, and then tentatively pushed her hoof between them. She met with some resistance almost immediately. Surely this couldn't be? Flitter was a virgin? Technically, at least.
Apple Fritter decided to stick to the outer areas, and rubbed Flitter's outer folds instead. She was curious about what the mare tasted like. "Is it OK if I use my tongue?" she asked Flitter, breaking away from the kiss.
"I thought you'd never ask!" came the quick reply.
Apple Fritter walked around the bench to position her head between Flitter's hind legs. She breathed deeply, and inhaled the smell of fresh dew on a spring morning. "Oh my," she thought, "I never knew fillies smelt so sweet."
"Thanks," said Flitter, "but I taste even sweeter."
Sweet merciful Celestia!! Had she said that out loud?!
Apple Fritter got started. The little pony nervously licked Flitter's lips, from the bottom right up to the clit. It tasted just how it smelt. She flicked at the clitoris a few times with her tongue before returning to the lips. She let her tongue slide inside, and thought she could almost feel Flitter's unbroken fillyhood. The taste here was slightly more salty, but still delicious.
It was not long before the pegasus was panting like Winona. Apple Fritter now had her two front hooves holding Flitter's hind legs apart, and was lapping at her fillyparts eagerly. With no other warning Flitter bucked her hips upwards and sighed loudly, reaching her orgasm. Her dew flowed freely and Fritter drank it all up.
Flitter's legs relaxed and a satisfied smile crept across her face. "Oh for the love of Luna," she exclaimed once she had regained some semblance of composure. "That was good! Are you sure you've never done this before?"
Apple Fritter came up for air and walked around to face her new acquaintance. "I think I would have remembered if I had," she joked.
Outside the room there was a roar of applause.
"Listen," said Flitter, "they think you did well too!"
"I'd completely forgotten about the concert," admitted Apple Fritter. "Shall we go and listen?"
The two ponies returned to the main arena and sat with their backs against a wall, and their hooves around each other in a loose hug. To their disappointment the Pony Tones were trotting off stage. The crowd kept applauding, and after a few minutes the four original members of the Pony Tones walked back on stage.
The group launched into an imaginative cover version of Good Ponies Gather Round, from the famous Manehattan musical Hinny of the Hills.
"It's a shame that Fluttershy hasn't come out for the encore," said Flitter.
"I know," replied Apple Fritter, "but my cousin says she's always been very shy."
"Yes," said Flitter. "Me and my sister have probably never helped matters either," she admitted. "Fluttershy has faced a lot of challenges here in Ponyville, and Cloudchaser and I, well, we've not always been as supportive as we could have been."
She thought back to when Rainbow Dash had been training all the pegasi in town to create a hurricane. Flitter and Cloudchaser had only been young at the time, barely out of pony school, but their behaviour hadn't been anything to look back at with pride.
"I suppose," Flitter continued, "even back then I had a bit of a crush on Fluttershy, and didn't handle it very well."
"You have a crush on her too?" asked Apple Fritter.
Flitter blushed. The two ponies smiled at each other. The song was ending, and the audience started clapping again.
Apple Fritter gushed, "she's so pretty, isn't she? She looks so soft, but elegant. And feathery..."
"Hey," interrupted Flitter, "what's Fluttershy got that I haven't?!"
Apple Fritter smiled at her. She plucked up the courage to ask the question that had been on both their lips for a while. "So are we...? What are we now? Are we fillyfriends? Is that what I call you? My fillyfriend?"
Flitter looked away. "I don't know," she admitted, "I've kind of already got a filly."
At that moment a familiar voice sang out. It was Fluttershy - she'd come out to join the Pony Tones for another song. It was a reprise of Find the Music in You. Flitter concentrated on listening to the song, trying to avoid an awkard conversation letting down a mare that she really liked.
Apple Fritter listened to the song, her heart bruised by the mare sitting beside her. "Everything's gonna be a-okay" came her cousin's voice from the stage. But was it? She had hardly known Flitter more than an hour, but the experience they'd shared together had turned her upside down. What did it mean if Flitter was going to go back to another mare?
Flitter sat beside Apple Fritter, inches away physically, but feeling as isolated from her as if they were miles apart. Part of her wanted to spend the rest of her life with the beautiful yellow earth pony. Another part wished she'd never met her. Why did Flitter's sex life have to be so Luna-damned complicated?!
"Everypony's sayin' you should learn to express your voice," came the music from the stage, "But if talk doesn't seem like it's the answer, luckily you have a choice." Apple Fritter felt like Big Mac was talking directly to her. Talk wasn't the answer.
Apple Fritter took the pegasus mare's face in her hooves and kissed her passionately, not caring who would be able to see. Flitter was surprised, but soon melted into the kiss, returning it with equal passion. She knew she couldn't keep away from her sweet Apple Fritter for the rest of her life.
Apple Fritter broke away from the kiss. The two mares looked each other in the eye.
"Yes," said Flitter, "you can call me your fillyfriend."
