Over The Hills and Far Away

by Anal Invader


In The Evening

In The Evening

"It was this left, wasn't it?"

Phil was in a bit of a pickle. After departing Twilight's tree house of horror, Phil had set his course to Fluttershy's cottage. Unfortunately, he made the mistake of thinking he knew how to set his course anywhere, and quickly found himself lost and alone in the colourful town of Ponyville. If that wasn't bad enough, he was starting to feel less than welcome. The townsfolk of Ponyville didn't seem to mind him when he was under the supervision of Twilight Sparkle, but it was a different story when he was out and about on his own. He didn't want to ask for directions, but he had been wandering the town for half an hour and decided to call it quits.

He noticed a cream coloured mare with an auburn mane watering some plants beside a shop. "Meh, she'll do."

Phil walked over to her, trying not to look directly at her. "Uhh, excuse me miss, do you know-" he was cut off with a high pitched squeal. The mare stared at him with terrified eyes.

"M-M-M-MONSTER!" She screamed, dropping her watering pail as she sped off into the nearby shop. The door to the shop slammed shut with a solid *thud*.

Phil was too stunned to move. "W-wait, I just wanted to ask for directions!" There was a few moments of silence. Slowly, the door creaked back open. The mare cautiously trotted out of the store.

Phil relaxed, thinking he managed to coax her out. "Phew, thanks, I'm really lost and-". The mare got close enough to Phil to grab her watering pail and grasping the pail in her teeth, quickly bolted back into the shop.

He sighed. "I think I'm starting to dislike this town..."


Phil wasn't having much luck with the directions. He attempted to ask other ponies, but they all screamed and said something along the lines of, "please don't hurt me! I have a family!". Phil was starting to lose any hope he had of eating a solid meal. He couldn't even remember his way back to Twilight's tree fort of ferociousness. The sun was starting to set.

"Damn it!" He shouted tiredly. "What the hell am I gonna do?"

"Hi!"

"Baah!" Phil jumped. He whipped his head around to see who startled him. They had to be pretty sneaky, because he didn't even hear them coming. To his surprise, he didn't see anyone.

"Huh," he said to himself. "Was it just my imagination?"

"Nope!"

"Waah!" Phil whipped his head around again to catch his surpriser. This time he did. There stood a pony that was near-completely pink except for her deep blue eyes. Her mane and tail greatly resembled cotton candy and she had a smile wider than the Wal-Mart smiley face.

"What're you?" she asked bluntly.

"Uhh, I'm a human," he said still shocked by the mare's stealth.

"Ooh, ooh, I'm a pony!" She said practically bouncing. "What's your name?"

"P-Phil". The mare's eagerness was making him uncomfortable.

"Fill? Fill what?"

"Jeez, why does everybody ask that? Is Phil such a weird name?"

"Well, it wouldn't be if we knew what you were filling. Ooh, and what you're filling it with. Like, I bet if you were filling what you were filling with candy, it wouldn't be weird at all! *gasp* If you're filling something with candy, does that mean you're filling a piƱata? Can I play? Can I, can I?

"..." Phil could only stare at the hyperactivity of the pony talking to him. She was almost hypnotizing.

"Oh, sorry, I got sidetracked there a bit," she said with a giggle. "What are you doing in Ponyville? Are you visiting somepony?"

"Actually, I'm staying with a mare named Fluttershy. Speaking of that, do you happen to know how to get to her house by any chance?"

She smiled even wider, if that was even possible. "Oh my gosh! Fluttershy is one of my bestest friends in all of Equestria!" She reached in her mane and pulled out a piece of paper. "These are directions to her place," she said giving the paper to Phil.

Phil wondered just why this mare had directions to her friend's place and why she kept it in her mane, but didn't care enough to inquire about it. He just wanted to get the hell out of Ponyville and get a decent meal.

"Thanks err...what was your name?"

"I'm Pinkie Pie, nice to meet you Mr. Phil Phillips Human. You better be ready next time we meet cause I'm gonna throw you the most party-rific welcoming party ever!"

This mare surprised Phil once again. "Wow...err...thanks a lot..."

"No problem! I've gotta go a feed my pet alligator now, but I'll see you later. Bye Phil!"

And with that, Pinkie Pie sprinted down the road to feed an alligator. "She was...interesting..." Phil said to himself. What she was didn't matter at this point. She gave him directions, and he was at least thankful for that.

He read the directions Pinkie gave him and put his fist in the air. "TO FOOD-I mean Fluttershy's...God I'm hungry..."


"Finally, there it is!"

Phil let out a triumphant groan as he got near Fluttershy's cottage. Boy he hoped she had something lying around the house to eat. He felt a little bad for mooching off the Pegasus, but his hunger overpowered his guilt. Phil sauntered up to the door and knocked hastily.

"Fluttershy! It's Phil! Open up! If I don't get food soon I'm gonna start eating your front door!"

Phil faintly heard her voice from the other side of the door. "O-oh, y-you're back...just one moment, I need to...umm..."

"Pleaseee open up Fluttershy," he whined.

For a few seconds, there was nothing but silence. "...oh...okay..."

The door creaked open to reveal Fluttershy in a not so normal outfit:




"Uhh, Fluttershy, what's up with the bunny getup?"

She blushed furiously. "W-what, you m-mean t-this? I-I just wear t-this when I'm...checking on bunnies in their burrows. Yeah!" She laughed nervously. "It makes them feel more...umm...at home. I can t-take it off...i-if you want..."

Phil shot her a raised eyebrow. "...No it's fine, I just wanted to know why you were all dressed up, that's all".

"Oh, okay Phil". What Phil didn't know was that Fluttershy had a secret behind those cute bunny ears. A secret she would tell no one, except the narrator of this story. Fluttershy sort of had a thing for playing with her cutsy wutsy rabbits, while dressed up like one herself. It made her feel closer to her animals, like she was part of a club. She also liked to wear the bunny-wear afterwards when nopony was around...and when she slept. Okay, so admittedly she wore her bunny-wear whenever she got the chance, but can you really look at her in that costume and tell her that she shouldn't? No, I didn't think so.

Funnily enough, Phil had a similar opinion. Even he had to admit that Fluttershy was adorable in those ears. He had a strong urge to cuddle up with her like a teddy bear, but considering what she had tried this morning, he felt it might be taken the wrong way. Still, he'd like to at least pinch her cheeks...y'know, the ones on her face. Maybe after he had something to eat.

"Fluttershy, I'm completely starved, do you have any food lying around by any chance?" he asked drooling slightly.

"Well, I think I do, but would you rather have dinner? It's already done, and I made it special just for you. Humans can eat mashed potatoes, right?"

Phil stared at Fluttershy like she was some kind of bunny-eared goddess. Being roughly 75% Irish, Phil liked to consume a potato or two or seven every once in a while. It was in his blood, just like high alcohol tolerance and bits and pieces of Lucky Charms.

It was then Phil spied with his little eye, something that was tasty. It was the mash potatoes, sitting on the counter, just waiting to be devoured. He didn't know how he didn't smell them earlier. Phil looked back and forth between the bowl and Flutterbunny. "C-can I really e-eat them?" he said, shaking with excitement.

She said nothing, but gave a quick nod. Phil was seated and eating the potatoes faster than you could say "wow, that boy probably shouldn't eat that fast". The bowl had been quite large, but Phil in his hungered state managed to polish off every last bit of potato within 2 minutes. He sat back in his chair and patted his filled belly.

"Phew, Fluttershy, you are really something, you know that? Those were some of the best mashed potatoes I've ever had! Not too runny, but also not too thick. And just the right amount of butter too! You sure know how to cook." Phil could see her tuck her head in behind her mane, as if hiding from the compliment. Phil turned to her with a pleasant smile on his face. "Really, if you ever need any help with anything a human is capable of assisting you with, please don't hesitate to ask."

Fluttershy suddenly stood rigid. "A-anything?" she asked nervously.

Phil was too content to recognize the ominous nature of the question. "Anything your little bunny heart desires! Well, at least anything I'm capable of."

She stared straight down and lightly pawed at the ground with her hoof. "Then...could you g... me . ma...ge..."

"You want me to rid you of orange? Seems like a strange request, but alright. Where do you want me to start?"

She huffed silently, not wanting to play the mishearing game again like with what happened with her name. "I said," she started. "Could you give me a m-massage?"

Phil's eyes lit up, realizing the nature of the question she asked. Seeing this, Fluttershy quickly spoke up, not wanting him to misinterpret what she had asked of him. "S-Sorry, it's just m-my muscles have been cramping up recently, and your h-hands just looked so manoeuvrable, I thought you might be good with massages...I'm sorry I-"

"Well it's been a while since I've massaged anyone, let alone anypony, but I'll give it my best shot."

Fluttershy's heart froze, then started beating rapidly. He had actually agreed? Fluttershy knew she shouldn't be asking, especially with the events that took place that very morning, but she was feeling particularly bold in her bunny-wear. And he had actually agreed! However, that wasn't a good reason for her heart to be beating so fast. It felt like it would come out of her chest at any moment. It was only a massage, she got one every week at her weekly spa appointments. Her muscles felt strained, so she was getting a massage. It was only natural. It's not like she wanted to feel his masculine hands against her body or be embraced by his tender arms. Nothing like that at all...

"Oh, thank you, thank you, thank you!" she exclaimed. "Just let me get changed then..." Fluttershy began taking the bunny-wear off when Phil stopped her.

"Woah, woah, what are you doing changing in front of me?!" he asked flustered.

She looked puzzled. "But Phil, ponies are always naked here, why would changing matter?"

"Oh...right..." Now Phil looked downright embarrassed. Fluttershy let out a quiet giggle. He was so cute when he was embarrassed.

She stripped herself of the bunny-wear and laid it neatly across one of her living room chairs. She motioned to Phil. "W-would you like to come u-upstairs? My bed will be more comfortable to do this."

He shrugged. "You're the one getting massaged, do whatever makes you the most comfortable."

She smiled at him. "So...considerate...thank you."

Phil gave her a smile back. "Yeah, yeah, you just get your butt up there so I can work my magic on those muscles of yours."

The two walked up the stairs together. Phil moved towards the room he had woken up in at the beginning of the day, but Fluttershy tugged on the leg of his pants and pointed a hoof at another room. "W-we should use my room. The guest bed you were sleeping in is a little smaller than my bed, so we'll have more room if we do it there."

"Alright," he said. "Whatever floats your boat."

She opened the door to a medium sized room with a bed that took up most of the room's space. Bird houses hung from the ceiling and there was a small stone fireplace off to the side. The room was cluttered with cutesy paintings and had a small chest beside the end of the bed.

Fluttershy strolled into the room and hopped up on the bed. Taking a comfortable position laying down with her face against her pillow, she looked over at Phil expectantly. "I'm umm...ready when you are..."

"Okay," he said, climbing onto the bed himself. He wondered how he should approach this. He wanted to make sure she was as comfortable as possible. This mare had given him some of the best potatoes he'd ever had, so he had to make the massage as relaxing as he could with his limited masseuse knowledge.

He swung his leg over hers to get good leverage and easy access to her shoulders. Phil could hear her suppress a squeak in the pillow. Cracking his knuckles to prepare his fingers, he slowly reached for her shoulders.

"Phil, could you just let me know when you're going to sta-OHHH MYppfff". the rest of her moan was shoved into the pillow. She could barely contain another however. She had had massages before, but this one was beyond any comparison to those. Phil's fingers were putting pressure in just the right places, and Fluttershy was struggling to even think about anything else. Phil's fingers had a magic of their own, that much she knew for sure.

He stopped for a moment mistaking her reaction for pain. "Oh, sorry Fluttershy," he apologized. "Was that too hard?"

"N-n-not at a-all, P-Phil," she stuttered. "Please d-don't stop..."

"Oh uhh, okay..." That was all he could come up with. He hadn't expected such positive results from his massage. Sure, he'd given one or two, but he was no professional.

After Fluttershy got used to the initial pleasure of the massage, she tried to strike up a conversation, thinking just lying there wasn't fair to Phil. "So Phil, h-how was your d-day today?" There was still the occasion wave of ecstasy that caused her to slip up on a few of her words.

She felt Phil shudder on top of her. "Please, just no. Don't talk about today..." He had enough horrific memories to last him a lifetime and he was seriously starting to think he'd develop PTSD by the end of the week.

As Phil continued kneading the muscles near her shoulders, he began to realize that they weren't loosening at all. They hadn't even really been very tight to begin with, and he figured he had done enough in that area. He examined Fluttershy's back, looking for another place to massage. She deserved the full treatment anyway with all she'd done for him. There was a problem however. He couldn't find another proper place to start. A pony's anatomy was much different than a human's, and even more so with the wings. Without another area he knew well, he decided he was just start on an area that covered most of her back: the wings.

"Umm, Phil, you stopped again, is everything al-MMMppff". She had yet again, barely managed to contain a scream. But this was different. Was he really doing this? Phil's hands were gently pressing her wings between his palm and thumb. She couldn't believe it. A Pegasus' wings were one of their most sensitive and forbidden parts, yet there he was, massaging away at them. She bit down on her pillow to keep in a moan. Biting the pillow however, wasn't enough.

"Sorry if I'm hurting you a bit, I've never really even touched a wing before and-"

"OHH YESSS!"

Fluttershy let out a very sensual, very elicit, very human moan. Her wings shot straight out to the sides with a feathery burst. Phil remembered this. This was a warning sign telling him he was in danger of some serious pony molestation, but Phil couldn't think straight. That moan kick started his libido just a little bit, and he was feeling outright confusion. Fluttershy looked back at him with her large turquoise eyes and an incredible heat in her cheeks.

"P-Phil, oh my..." she said adorably. Phil might not have been able to resist, but he was given too much time to straighten his thoughts out.

"Okay then, got the kinks out of your neck, you should be good to go," he said hastily. He practically jumped off the bed onto her floor. "Woah, look at that, I'm so tired, I can't even stay on the bed, I'll just go to my room and get some shut eye-"

"You can't," she pouted.

"W-why not?" Phil asked shakily.

"While you were gone in the morning, the bed...broke".

Now Phil was freaking out a bit. He dashed into her room to see an empty space where the bed had been. Fluttershy appeared behind him. "I had to remove it to get it fixed. Since you don't have anywhere else to sleep..."

Uh oh. Phil knew where this was headed. "W-well, I couldn't impose...I'll just take the couch-"

"Sorry, the couch broke too. I had to remove it along with the bed."

What was with this mare and breaking furniture? Did she remove the furniture, knowing this would happen? Phil gave up trying to get out of it. He was in reality, very tired and did need somewhere to sleep. "Al...alright, do you mind if...we share yours?" he asked, feeling defeated. What did it matter anyway? It isn't like anything would happen.

"Oh not at all! Come on, let's get you tucked in, Phil. I'll make sure you're as snug as a bug." Her voice had a cutesy tone hiding what Phil thought was malicious intent. He knew he was going to regret this.

Phil got into her bed, trying to stay as far to the edge as possible, when Fluttershy ripped the pillow on his side away. "Aw, we can't use this pillow, it's simply too dirty." She tossed the pillow out the window. "I guess we'll have to...share." Her wings were still spread out to the sides of her body. He was really going to regret this.

Phil was forced to get closer and share the pillow with Fluttershy, who upon seeing Phil get closer, slid herself face to face with him. She draped a hoof over the side of his chest. "G-good night P-Phil." She shut her eyes. She moved in closer, her lips homing in on his and...they met with something flat. She opened her eyes to see her lips in contact with his cheek. She had missed the lips, but that didn't stop Phil from furiously blushing.

"G-good n-night!" He rapidly shut his eyes and pretended to be asleep. Fluttershy smiled softly and put her head down next to his, silently celebrating her almost victorious kiss. This was going to be a good night.