> The Mare Who Can't Say No
>  by Kaalover69
> --------------------------------------------------------------------------

> Ch 1. Daddy's Girl
> --------------------------------------------------------------------------

It was a bright and sunny day in Cloudsdale. The wind was cool, and the sky was clear, a perfect day for Rainbow Dash to introduce her parents to her marefriend, Fluttershy. 

Rainbow Dash, and her good friend Fluttershy had only just become a couple. But after being friends for well over a decade since they were fillies, it was only natural that they ended up together. Though it was Dash who displayed her interest first.

Like nearly a quarter of Equestria's mares, Dash was born as a futa, and has therefore found the opposite sex less appealing compared to mares. And it didn't also help that her friend Fluttershy was so well endowed. She had large round bouncy breasts, a slim and slender waist, and most of all a plump and bouncy flank. 

Before their official start of their relationship, Dash had to admit she caught herself staring at Fluttershy's body on more than one occasion, even going to bed to jerk off while imagining her naked or anytime she was able to sneak a photo of her in a bikini. 

Eventually, she had to ask her out of fear that if she didn't, some stallion would take her, or even worse another mare. 

Of course, when she asked the feelings were mutual and both were very happy, and after a few dates Dash was able to seal the deal with a night of sex with her crush. The futa mare had plenty of experience prior, but none of those past moments compared to the body of her new marefriend. 

Perhaps it was her busty body that made it all the more pleasurable, or that Fluttershy was such a sub that conquering her felt all the more rewarding. Regardless, their night of passion was the best Dash had ever felt. And now she wanted to parade her claim on Fluttershy to her parents. 

"Um, are you sure you want to tell them we're official already?" Fluttershy asked nervously as she wore her green turtleneck sweater, and white skirt.

Dash smiled smugly as she leaned in and kissed her marefriend, while also groping her flank, making the yellow mare let out a squeak of surprise. "Duh Flutters, I want them to see the awesome marefriend that I got. Besides, it's not like you've never met them before." She began to grip Fluttershy's flank harder as she leaned in to nibble on her ears.

Blushing madly, Fluttershy let out a shallow breath. “I-I know Dash, but I've known them for so long, that it may feel weird to suddenly tell them I'm dating their daughter.”

The blue mare laughed and gave her marefriend another playful spank on the flank, before hugging her closer. “Relax Flutters, you'll be fine, if anything they should be happy for me.” 

She then tugged the mare along with a smile. “Now come on Fluttershy let's hurry up and tell them the good news!”

Fluttershy could only sigh as she followed behind Dash, as they made their way to her house.






Both Dash's parents were surprised by their daughter's sudden visit, and naturally made it a fuss since they were her biggest fans. They were also happy to see that Fluttershy was with them, both complimenting how she'd grown into a fine mare. Bow reiterating this as he gave her a rather long hug.

Eventually they talked among each other to catch up and to see what they had all been up to. This was the perfect segway for Dash to give them the big news about her relationship with Fluttershy. 

Both Bow and Windy were thrilled for their daughter, praising her success like they did every time in the past. 

After some small talk Windy Whistles decided that the relationship of her daughter and new marefriend, required celebrating. This meant she needed to fly down to the market and gather some ingredients. 

She asked her daughter to come with her since her father just got back from work, and she wanted Dash to pick out tonight's dinner.

Dash, while a little reluctant, agreed and joined her mother to head to the store. “We'll be back as soon as possible; I'll keep you posted!” Windy called out waving her phone as she and Dash went out the door.

After Dash and her mother left to go shop, Fluttershy was left alone with Bow who took another swig of his hard cider. There was a brief and somewhat awkward silence, before Bow smiled at the yellow mare. "So Fluttershy, you and my daughter huh?" he asked, taking another swig.

Fluttershy nodded quietly as she waited for her marefriend to return, feeling awkward being left alone with her father. As her name implied, she was a shy mare and often kept to herself when it came to conversation making, this especially when she was left along with a stallion. 

True she knew Bow Hothoof since she was a filly, but that was when she was young and naive, unaware of sex and how stallions viewed mares they found attractive. It didn't help that she often caught Bow looking her body over with a pleased look in his, even possibly catching sight of a growing bulge in his pants.

Bow didn't hide his perverted gaze, he found it amusing the way she fidgeted in place while standing. He knew Fluttershy from way back when, since the day his daughter brought over a new friend from flight school. However, he never imagined she'd grow up to be such a fine and damn right stunning looking mare.

Finishing his cider, he gave his lap a few taps while looking at her. "Why don't you come here and take a seat on my lap hon?" The cider pumping through his body gave him some numbed courage as he looked at his beautiful guest. 

The buttercream mare blushed at what her best friend's dad requested, her mind raced with questions. Bow could see the hesitation on her face, and smirked giving his lap another pat. "Come on Fluttershy, there's no need to hesitate with me. Don't you remember the times when you used to love sitting in my lap as a filly?" In the past when Fluttershy warmed up to Dash's parents she would happily sit in Bow's lap.

The shy mare was conflicted as there were many chairs to sit on next to him, but ultimately shyly she walked around to him. She could see the smug smile on his face as she stood in front of him. He gave a twirl of his finger telling her to turn around, which she did hesitantly. 

Bow got a front face view of the mare's large round flank and could feel his cock throbbing. He could see it jiggle when she made the slightest movements and couldn't wait to feel that fat flank on his boner.

Fluttershy hesitated to sit down and considered taking another seat, when she felt two strong hands grip around her waist and pulled her down. "Eep!" She squeaked out before feeling her flank resting on the stallion's lap and even feeling a bulge.

Biting his lower lip, Bow felt the firm yet soft flank pressing down on his throbbing erection. The combination of both the hard cider, and having a bimbo of a mare sitting down on his crotch made him much braver.

"There, was that so hard?" He asked as he gently moved his hands down to grab her flank, and lift her up a bit before adjusting her plump ass on his lap. "My Fluttershy, you've grown into a fine mare." He smiled as one hand stayed on her flank, while the other held onto her waist. When he felt her try to stand back up he gently pulled her back down by her waist, making her flank press down again on his crotch. 

Fluttershy could feel the way her flank pressed into the stallion's lap, as well as the twitching bulge. She tried to get back up, each time she was easily pulled back down, feeling his hand grope her flank making her blush hard. "Mr. Hothoof please, we can't be doing this." She squeaked out, she knew what was happening and felt concerned.

Bow smiled as he moved a hand to gently grab her left breast making her moan out. "Relax Fluttershy we aren't doing anything wrong. I'm just checking to see if my sweet Dash found herself a good enough mare or not." 

"B-but I’m in a relationship with your daughter." She argued, hoping it'd be enough to try and stop his advances, she could feel the bulge in his jean pants rubbing along her plush flank, and felt heat rising to her cheeks.

He could only smile as he saw the blush on her face, and could feel that despite her words, she wasn't physically trying to stop him now. "And I acknowledge that and I'm happy for you two. However, if you wish to take your relationship any further with my beloved Dash, you'll need to prove to me as her father that you will make a good wife someday."

He moved his free hand along her thighs and up her skirt. As he reached her marehood he was surprised to find she wasn't wearing any panties underneath. "Oh? No panties under this skirt? My you must be a very naughty mare to come into my home with any."

Fluttershy's face flushed a deep red, as she remembered how it was Dash, who told her not to wear any because she wanted to try and have sex in her old bedroom. Now she was exposed and had a stallion's hand moving along her thighs.

Bow moved to fingers to gently rub along her exposed marehood, making the yellow mare in his lap gasp and quiver. He could already feel how wet her lips were with little effort from his end. "Guess I was right about being a naughty mare, you're already wet down there, and I haven't even gotten started. 

The poor mare couldn't even protest as she let out a soft moan when she felt one of his thick fingers slowly begin to slide in and rub along her marehood. 

For Fluttershy she was used to Dash getting straight to the point and having sex. Yet Bow was taking his sweet time with her, making her shiver and moan with every touch. Her mind became fuzzy and her attempts to escape had slowed.

Bow was in the heat of the moment as he ran his hand underneath her sweater, and slid it up to grab one of her massive tits, causing the mare in his lap to squirm. This only enticed the stallion more, because as she squirmed in his lap, her fat flank rubbed his growing bulge. 

"That's it baby, grind that flank on papa's lap." He growled as his fingers moved to pinch the mare's nipples, earning him a louder moan from his busty guest. "Do you like that baby girl?"

In her mind Fluttershy knew she needed to put a stop to this, before things escalated too far. But between the jolts of pleasure coming from both her marehood and nipple, her words died in her throat.

'Not only that but she didn't have the heart to stop him. What if he's been lonely, or maybe his wife hasn't been giving him the love he needs?' These questions ran through her mind as she soon felt a second finger slip into her marehood making her moan out louder and squeezing her legs together. 

Bow Hothoof smiled, as he wanted to really have his fun with this slutty mare his daughter brought home to him. But as eager as he was to let his cock slide out and buck this mare's brain's out, he wanted to enjoy the buildup. "If you want me to stop, you're gonna to speak up sweetheart." 

As he spoke, he moved his fingers out from Fluttershy's now soaking pussy, and quickly brought them up to push into the mare's mouth as she moaned. 

Before she could accept his offer to stop thinking she finally had an out, she felt his fingers force themselves into her mouth. She was forced to taste her own dripping sex as his fingers rubbed against her tongue. 

"You made a mess of my fingers hon, now be a good guest and suck them clean." He ordered as his fingers gently scraped along her soft wet tongue and his hips began too gently buck. His cock was beginning to feel pain as it was confined to his tight jeans and wanted a go at the mare. 

The shy mare obeyed without much resistance as she slowly turned her head to suck on the stallion's fingers. Her will slowly faded as she was growing more obedient by the second.

When Bow pulled his fingers out of her mouth he wiped his now drool-covered digits, on Fluttershy's sweater, before giving her thighs a playful spank making her jolt. "All right baby girl, time to repay the favor."

Fluttershy looked back at him and knew what he wanted and took this as her last chance to protest. "P-please Mr. Hothoof, we need to stop before‐ Eeep!"

He gave her fat flank a smack before moving his hand to gently cup her throat and pull her back into him. "When we are alone you call me Daddy and don't talk back." He said in a low demanding tone. Not a cruel or violent one, but one of dominance. "Now what do you call me?"

The mare's blush grew darker as she nodded her head and opened her mouth to speak. "Daddy." she said meekly.

Bow moved his lips to kiss her neck and growl in her ear. "That's a good mare, now get on your knees for daddy." 

Releasing his grip on Fluttershy, the mare took this as her queue to obey and got off his lap, before turning to face him and sitting on her knees before him. She was not at eye level with the twitching bulge in the stallion's pants, some of which went down along his pant leg. "Be a good girl for daddy and unzip daddy's pants and pull out his cock." He ordered. 

Not wanting to be a bad guest Fluttershy nodded her head and reached forward with her hands to unzip. "Yes daddy." She said meekly as her fingers gripped the zipper and began to pull it down. 

She could see his dark blue boxers and could now smell the scent of his stallionhood much more clearly. She saw the tent pitched and moved her hands into the boxers. When he felt the hard member inside her jaw drop by the sheer girth as one hand couldn't wrap around it.

After a few seconds of pulling down his underwear, Fluttershy was smacked on the snout by the now freed cock. She rubbed her nose before looking at the attacker and felt her jaw drop.

Standing at around nearly 24 inches long and 4 inches thick, was Bow Hothoof's dark blue member. She could see thick veins along the shaft up to the flared tip which leaked pre, and below it was two large heavy balls. 

As her mouth was left open Bow gave her a wink as his cock twitched on command. "So, baby girl, who is bigger? Dash or your new daddy?" 

The nervous mare gulped audibly as she gawked at the member before her. Dash was only half the size of her father's, and not nearly as thick. "Y-yours d-daddy." She stuttered as she leaned in closer. 

Bow smiled before leaning in and gently grabbing Fluttershy by the back of the head. "Well just staring at it won't do." Without any further warning he pulled her head in and forced her lips to wrap around the first 4 inches of his cock making her gag slightly. 

Moaning loudly, the stallion gripped Fluttershy's hair and made her take more of his fat long shaft into her mouth, feeling the tip of his cock pushing up against the back of her throat. He could feel her gagging against his cock he gripped her mane and pulled her head closer, forcing his soft further down her throat. 

For a good while Fluttershy sat on her knees choking on the massive stallion cock, firmly pushing in and out of her throat. The sheer length and girth of it was more than her tight throat was used to, since Dash's own cock never gave this much trouble.

While a part of her felt guilty for thinking that, another part began to feel aroused. This stallion whom she's known for such a long time was now fucking her tight throat. Without even realizing it herself, Fluttershy began to try and take more of the cock into her mouth, bobbing her head back and forth. 

Soon Bow Hothoof could feel her bobbing her head back all on her own, and decided to let go of her mane and enjoyed himself. A beeping sound came from his pocket, prompting him to check his phone. He saw he had a text from his wife. 

Going to be out longer than expected, they ran out of what we needed, and we will be heading to another store. Be back in an hour.

xoxo.

Bow read the message again and smirked, he glanced down at the slutty mare now sucking his massive cock down to nearly the base. His eyes lingered on the massive tits now pressing into his crotch. "Alright baby girl, why don't you show daddy what you do to Dash's cock with those melons of yours."

Fluttershy looked up at the stallion while still sucking on his cock, before gently nodding her head and slowly sliding the thick long cock out of her mouth.

Bow grew aroused as he saw his hard on slide out of the mare's mouth, leaving his shaft dripping with her drool. Once the tip slipped out, she moved her hands to grip the hem of her sweater and began to pull up.

He could see the white bra that barely could contain the massive fun bags that hid underneath. His member throbbed as he watched her unclip the bra from behind, and saw her breasts burst out.

Fluttershy moved closer, sliding her daddy's cock right between her massive tits, and could feel the pulsing meat between her mounds. She pressed them together sandwiching the cock, as she slowly started to slide her breasts up and down along his cock.

Bow moaned as he felt soft yet firm breasts rubbing along his member, causing him to buck his hips and force the tip which easily poked out between them into the mare's mouth. 

The mare moaned as her mouth was filled again, her lips wrapping around the shaft as she began to bob her head back and forth. 

Feeling his cock being worshiped made the stallion bold as he grabbed her by the back of the head, and began to pull it up and down along his cock. This made the mare choke on his cock as he began to buck his hips in rhythm to get nice and deep inside.

For a good ten minutes this went on until Bow had an idea. He pulled his cock out of her mouth and stood up. "Alright baby girl, now that I'm all lubed up, it's time to have some real fun."

Without warning Bow stood up and scooped Fluttershy onto his shoulder. The mare let out a squeak of surprise as she was draped over the stallion shoulder, and gasped when he felt a hand groping her flank. 

The stallion took his prize not to his room, but to Rainbow Dash's old room. The room looked the same as it was when she was a foal.

Fluttershy was confused as to why the stallion brought her here, until she was suddenly forced onto the bed. She felt Bow suddenly pull her skirt down to her ankles. Before she knew it the stallion had gotten on top of her with his cock tip grinding along her marehood. 

Without even realizing it, Bow Hothoof was about to do the exact sexual fantasy his daughter was planning to do to her marefriend. “Mr. Hothoof, wait you're not wearing a- Ahhh!”

Bow ignored her, and quickly forced the first inches of his cock into her wet snatch. “I don't need one when fucking my baby girl.” He moaned out as he started to buck his hips pushing himself deeper inside. 

The poor mare gasped and shuddered as she could feel with every thrust, a few more inches of Bow's cock pushed deeper in. She wasn't used to sex for this long. Normally Dash would nut once or twice and call it. But her father was not only more well-endowed, but had stamina in spades.

Grabbing onto her legs and lifting them over his shoulder, Bow began to put Fluttershy into a mating press. Forcing his cock deeper down and in with harder force. “Oh, my Celestia you are a perfect cocksleeve.” He moaned out as his balls began to slap at her marehood. “My daughter got too lucky bagging you.”

The shy mare could only gasp and moan as she felt every inch of the stallion's cock pushing into her. Her cheeks were bright red, and she panted taking in air in ragged breaths.

She bit her lips as the pleasure built up, she couldn't help herself as her arms moved around to wrap around the stallion. Soon she let out a deep moan as she began to climax against his cock, her body twitching and her marehood squeezing against the shaft of the stallion who gave her an orgasm. 

Eventually Bow began to slow down, he was the young stud he was in his younger years, two rounds of orgasms were more than enough to satisfy the stallion. And when seeing that his partner was already well spent, he knew enough was enough. 

His phone went off to which he checked, and saw that his wife and daughter would be on their way home. “Well baby girl, looks like daddy will have to fuck your brains out another time.” 

As he leans his mouth to one of her ears as he gives one more good thrust of his cock, he whispers to her. “And believe me there will be more times for my sweet shy mare.” He moved to kiss her lips, and when he felt her kiss back, he smiled.





After a few quick minutes of cleaning up any trances of their sexual pleasures, and quickly putting their clothes back on, Bow and Fluttershy sat in the living room.

When Dash and Windy Whistles eventually returned, they got together to make dinner and enjoy a meal.

Dash excused herself and Fluttershy to check out her room. When they got inside Dash was quick to pin Fluttershy on her bed, pulling down her skirt and whipping out her hard cock. “Oh man I've been waiting to do this all day!” Dash whispered as he quickly pushed her cock inside.

Fluttershy was slightly surprised, but when she compared to the time that Dash's father did this less than an hour ago, Dash wasn't all that big.

The futa mare wasted no time bucking her hips as fast as she could, moaning as low as she could to keep her parents from finding out. “Fuck you feel good Shy, just keep quite so my folks don't know.” Dash said while panting.

The shy mare was in fact quiet and barely even moaned, she moved her hand to mouth not to hide any possible moans, but to hide the lack of her moaning.

In less than a minute Dash gave a final thrust and pumped her sperm into her marefriend. Shortly afterward she pulled out and let out a sigh of relief and looked proud. “Fuck I really needed this.” 

As Dash got up to put her pants on, she failed to notice that Fluttershy looked less than pleased. She did still love Rainbow Dash, but she couldn't help but think her partner could tend to her needs too.

After cleaning themselves up, both Dash and her marefriend said their goodbyes to her parents, with her mother walking her out to get in a few more words.

Meanwhile, kept Fluttershy back by grabbing her wrist. While his wife and daughter were looking away, he pulled her in for a deep kiss and grabbed her flank for one last grope. “Can't wait for your next visit, baby girl, next time we'll go a few more rounds than last time.”

Any other mare would find this creepy or unsettling, but Fluttershy only blushed as she spoke her next words. “O-okay daddy, I look forward to it.”

With that she quickly ran to catch up with Dash, waving goodbye to Windy Whistle as she passed her.

Both parents watched as their daughter and her marefriend flew away. Windy Whistles nuzzled into her stallion and smiled. “Sorry I couldn't keep Dash busy longer hon, she really wanted to come back home.”

Bow gave his wife a playful spank on her flank as he kissed her cheeks. “It's fine dear, I had more than enough time to bang our daughter's marefriend.” He smirked as he kissed her lips next.

Windy chuckled as she moved her hand to stroke her husband's crotch. “Next time I want to join you two, having used my strap-on for a long while.” The mare giggled.

“Oh, don't worry, next time for sure you'll get first dibs.” Bow smirked as he led his wife back into their house, for their own personal fun time.
> The Kinky Spell
> --------------------------------------------------------------------------

In the town of Ponyville, many of its residents go about their day living carelessly and free. The only time any pony found themselves remotely stressed were those who took part in the market areas, and even then these minor issues that can easily be remedied. 

Of course that's not to say that life here is carefree, on rare occasions one or two ponies will have a crisis that usually requires one or more ponies at a time to resolve. From having forgotten a loved one's birthday present, to fending off a bugbear.

And in the case of a certain shy mare in a cozy cottage near the edge of town, one familiar mare was having such a crisis. 

It had been a week since Fluttershy found herself at the mercy of her marefriend's father, and her mind couldn't stop thinking back to the events that transpired that day. 

However, unlike most who would find that moment haunting and mentally upset, Fluttershy found herself aroused by the memories. Late at night she would find her hand slipping into her pajamas to slowly tease her slit as she imagined Bow Hothoof taking advantage of her and playing with her body.

Other occasions would take place whenever Dash was feeling naughty and would get Fluttershy alone, for a rather fast quickie. On these occasions Fluttershy couldn't help but try to imagine that Dash was her father, in hopes to inject some level of arousal, yet when she tried she gained none.

Now she wondered what could have her in such a state? Could it be that she was in love with the married stallion? Was she unhappy with her relationship with Dash?

As she pondered on and on, she knew that unfortunately problem solving that didn't involve cute fuzzy animals, was beyond her. Meaning she would need the aid of one of her closest friends.

However, this did make the shy mare fearful. In order to get the proper help she needed, she must be willing to tell one of her friends what happened in order to explain why she needed their help. This meant telling one of them what happened between her and Bow.

The idea of telling one of her friends what happened, and having them possibly be upset with her. Or worse, one of them telling Dash what happened, not only ending anything between them, but also causing her and her father to hate each other.

Fluttershy was in a rather tedious position. And yet she knew she couldn't go on living like this if it meant not only being disloyal to Dash, but denying a feeling she needed.

With a deep breath she made her choice, and made her way out of her home and to pay one of her friends a visit.





After a few minutes of walking Fluttershy ended up on the trail leading to town, and while she walked she tried to consider who to talk to first? 

While it's true all her friends would no doubt try and support her, or even see about solving her issue, she needed some pony who could really get to the core of her issue. 

Somepony who could really analyze her condition and give her concrete facts, somepony who values friendship and wouldn't jeopardize it by telling her secrets. 

Without even knowing it, Fluttershy found herself at the doorstep to a crystal castle, the home of the local princess, and one of her good friends Twilight Sparkle. 

Naturally in typical Fluttershy fashion she tried to find a way to leave, thinking things such as. Maybe she isn't home? Should I really bother her with my problems? What will she think of me? 

However, she knew that she needed somepony's help, and she knew that Twilight was by far the smartest of her friends and could find the root of her issue.

After some deep breathing and struggling to stretch her arm out, she knocked on the door three times and waited four seconds. “Welp no ponies home, guess I need to g-”

Before she could finish, the door opened and from inside a small purple dragon with green spikes along his back peaked his head out “Fluttershy? Did you knock just now?”

“Oh um hello Spike, is Twilight home?” She asked nervously hoping to Celestia that she wasn't and she could go home.

Spike smiled and nodded his head, opening the door wider to let her inside. “Yeah she's in the library, come on in.” The little drake welcomed the mare in, much to Fluttershy's dismay.

As the two made their way down the hall, Fluttershy found herself getting more and more nervous. She could just talk about something random, but each time she thought of a way out she convinced herself she needed to do this.

Eventually they reach the library where Twilight was currently sitting on one of the couches, reading a book with a blank cover.  She was wearing some casual clothing this time around, purple jean pants, and a T shirt with her cutie mark on it. She wasn't as well endowed as Fluttershy was, but she definitely had more curve than Rainbow Dash had.

When the princess saw that she had a guest she quickly closed her book. “O-oh hey Fluttershy, what brings you here?” She curiously asked with a faint blush on her cheeks.

Fluttershy felt her mouth go dry for a moment before willing her courage. “Um b-before I tell you, do you mind if it was just the two of us?” She politely gestured to Spike. 

Seeing that her friend must have something important she wanted to keep secret, Twilight gave her assistant a polite gesture. To which Spike nodded and exited the library closing the door behind him.

After waiting a few seconds Twilight gestured for her friend to sit next to her. “Have a seat Fluttershy, please tell me what's on your mind.”

Hesitantly Fluttershy moved to take the seat next to her. As she did she couldn't help noticing Twilight crossing her legs and fidgeting a bit. She didn't think much about it. “Um well I'm having some problems, and I don't really know how to address them.” Fluttershy added nervously.

“What kind of problem Fluttershy, is something wrong.” Twilight sensing that her friend was indeed troubled, placed her hand on top of Fluttershy's to show she cared.

The shy mare felt conflicted, if she told her what happened who knows how she'd act. “B-before I tell you I need you to Pinkie promise me, that what I tell you, doesn't leave this room and not to tell anypony else, and that you won't think less of me.”

This caught Twilight off guard since Fluttershy was never one to invoke a Pinkie promise. Whatever Fluttershy had to tell her it must be very important. Nodding her head, she and Fluttershy performed the Pinkie promise gestures while saying the words. “Cross my heart, hope to fly, stick a cupcake in my eye.”

With the promise made Fluttershy finally spilled the beans. She told Twilight everything, from the visit to Cloudsdale to meeting up with Dash's parents. And how Bow Hothoof took advantage of Fluttershy and rutting her silly. To her now fantasizing about Bow doing it again and her willingly accepting it. All of which she told in rather specific detail.

All the while Twilight listened in stunned, yet somewhat aroused silence. She was slowly adjusting as she tried to keep her growing erection hidden from Fluttershy's site. 

After all was said and done, it was time for Twilight to try and figure out what to say to her friend. As aroused as she was she was still able to think about the problem at hand. “Hmm.” She hummed to herself. 

For a good couple of minutes Fluttershy watched as Twilight tilted her head side to side while scratching her chin. Soon she looked like she had an idea. “Okay Fluttershy in order to come to a full conclusion, I'm going to have to ask some rather inappropriate questions, but I promise that they are for finding a solution to your problem. Do you mind?”

Fluttershy felt somewhat taken aback by her friend's question, but she could tell she was genuine. “O-okay Twilight I agree, ask what you need to.”

Nodding Twilight summoned a clipboard, paper and pen. “Okay Fluttershy first question, before you entered a relationship with Dash, did you have any sexual experience prior?”

Fluttershy's whole face went bright red, and instead of answering with words she shook her head furiously.

Twilight noted this and scribbled down some notes. “Alright next question, sex with Rainbow Dash, has she ever sexually satisfied you or made you climax.”

The question was even more embarrassing than the last, but Fluttershy felt that if she wanted to solve this mystery, she needed to be honest. “N-no, she hasn't.”

The princess nodded her head, making another note. “Okay Fluttershy next question, would you say that Bow's larger cock was a factor in bringing you more pleasures than Dash?” By this point all Fluttershy could do was nod as her cheeks got redder and redder.

“Would you say that Bow's words about him being better than his daughter, and calling you his baby girl added to the excitement and pleasure?” Another nod.

“Would you also say that the fact you are already in a relationship, made getting rutted by another pony added to the pleasure?” Yet again Fluttershy nodded.

After embracing questions after questions the poor pegasus could only shrink and blush, as each question Twilight asked was a nail on the head.

“Hmm alright Fluttershy after making my notes and hearing what you had to say before, I may already be at a conclusion.” Twilight saw that her friend was covering her face in sheer embarrassment.

 Seeing her like this would give her a chance to perform her next plan. “Alright Fluttershy in order to make sure I'm correct, I'll need to perform an experiment.” Twilight stood up in front of Fluttershy, her hand moving to unzip her purple jeans.

The sound of a zipper being undone perked the sny mare's attention. When she peeked through her finger she gasped in surprise as she watched Twilight whip out her large and very much erect cock. “T-Twilight what are you doi-GURK!”

Fluttershy's question was immediately silenced as Twilight gently grabbed the back of her head, and quickly forced the first few inches of her cock into her mouth. “I swear Fluttershy this is just to see about my hypothesis.” Twilight moaned as she began to buck her hips forcing her cock deeper down her friend's throat.

The yellow mare's eyes closed as she felt Twilight's surprisingly long cock, pushing deeper down her throat, practically filling her whole mouth. Her hands moved to try and push her head away from Twilight's waist, but her hands were suddenly pinned behind her back with magic. 

“I'm sorry Fluttershy, but in order to see if my theory is true, you'll need to be a good mare and take my cock.” Twilight moaned softly, her other hand reaching over to hold down Fluttershy's head, as she began to buck her hips.

This went on for a few minutes, longer than Dash would have lasted. Fluttershy could feel her friend's cock pushing deep into her throat, practically nearing her belly. Her eyes looked up at Twilight and saw that she had a very pleased look on her face.

Twilight would then begin to take the next step in her experiment. “You know Fluttershy I don't think it's fair Dash gets to keep you to herself. I think I deserve you more than she does.” Twilight's tone became more assertive, her eyes staring down the mare who had her cock in her mouth. “Did you know that the princesses are allowed harems? Either stallions or mares, I've seen Celestia's and Luna's. I think I should have one too, and you should be in it.”

Soon Twilight's thrust picked up pace as her hips began to slap into Fluttershy's face. Her cock size was almost as big as Bow's cock, Fluttershy's eyes slowly rolled into her head, her mind slowly growing fuzzy, yet despite her best instincts she found herself becoming aroused. 

It was almost like the time with Dash's father, only this time it didn't take nearly as long to get excited. Without even realizing it, she had begun to bob her head slowly back and forth.

Twilight let out a deep moan as she felt the shy mare slowly start to bob her head, feeling her wet tongue licking her cock's underside. Biting her lip Twilight stopped thrusting herself and allowed her friend to do the work.

She moaned as she watched Fluttershy drool against her shaft, and could feel Fluttershy moan against her cock. “Mm Fluttershy you're such a good mare, I think that deserves a reward.”

Slowly the princess pulled her cock out of Fluttershy's mouth, but before Fluttershy could say a thing, Twilight snapped her fingers and suddenly she found a ball gag now in her mouth. 

That wasn't all though as her wrist and were now bound together by a black leather straps, keeping her hands pinned above her head. Her legs were also pinned together by another leather strapped tightly wrapped around her ankles. The mare was completely immobilized, held up only by Twilight's magic. “Mmm much better.” 

With her friend now properly bound and gagged, Twilight moved Fluttershy into position. She gently draped her friend over one of the arms of the couch, her fat flank now tooted up. “You know Fluttershy even before we all became friends, the first day I saw you, I thought to myself. Wow that mare has a big flank.”

With a snap of her fingers Fluttershy's clothes were stripped off and folded neatly on a coffee table. This gave Twilight full access to Fluttershy's plump flank. The alicorn licked her hips as she moved her hands to grab the mare's ass cheeks, making Fluttershy gasp and moan as she struggled against her binds. 

Twilight would slide her throbbing member between the shy mare's ass, easily hotdogging it. “I don't really think Dash deserves to have this flank, if she can't satisfy you sexually, she's a failure of a marefriend, don't you think?” With a loud slap Twilight spanked her friend's ass making it ripple from the impact.

With the ball gag in her mouth Fluttershy could only let out muffled moans, and wiggle as she felt her flank being spanked. Her cheeks flushed red as she felt the thick meaty cock now sliding between her ass cheeks. 

Twilight bit her lips as she could feel her cock getting harder and harder, she moved the flared tip to the delectable ponut of her friend. “I think it's only fair that I prove to you why I'm more worthy of your body than Dash.” 

Grabbing hold of Fluttershy's waist, the alicorn princess quickly slammed her fat cock in. She let out a powerful moan as she felt the tight insides of the pegasus’ ass. “Oh Fluttershy you're so tight!”

Despite the cruel words being said about her marefriend, Fluttershy couldn't keep herself from moaning and grunting in pleasure. The feeling she was experiencing now was just like with Bow Hothoof, despite the pony being different. 

Why does she find this so arousing? Does she enjoy cheating on Dash? Or was she some kind of size queen? Everyone one of these questions ran through her mind as she felt her body bucking back and forth as Twilight's hips slammmed into her ass.

This pound session went on until Twilight blew her first load into Fluttershy's tight ass. When she pulled out the buttercream mare's ponut gaped for a few seconds as excess cum spilled out. 

Fluttershy, who was currently breathing heavily through her nostrils, had a rather dumb look on her face, like the look of a mare who has been pleased well enough. During said pounding Fluttershy has climaxed at least three times.

Seeing her work Twilight snapped her fingers to undo the binds and gag. “So Fluttershy are you ready to be a good mare and become part of my harem?” Twilight asked, still hard as a rock as she stood over her friend. 


Fluttershy felt a flurry of mixed emotions. Guilt, pleasure, desire, confusion and more. But still felt faithful to Rainbow Dash, and despite getting fucked by somepony other than her for the second time, she felt conflicted with herself.

“Is what I would ask if this was real and not part of my experiment.” Twilight said with her normal tone of voice. 

This shocked Fluttershy who looked back at the alicorn mare in bewilderment. “W-wait you aren't going to force me to break up with Dash and be in your harem?” She asked dumbfounded. 

Twilight giggled and waved her hand. “Of course not Fluttershy, I'd never do something so cruel.” She walked around to sit next to Fluttershy's head. “I only acted that aggressively, to run a test. It's clearly obvious you're loyal to Dash, and don't enjoy lying to her.”


Twilight ran a hand through Fluttershy's mane as she petted her dear friend. “However, I do believe I figured out two reasons as to what you have been feeling and why.” 

The alicorn summoned her notes and looked them over. “The first reason being, it's possible that due to the fact that Dash never once sexually satisfied, your body and mental state are now don't find sex with Rainbow Dash arousing anymore. The moment Bow Hothoof made you climax, your body became addicted to the thrill of having sexual relation with somepony other than Dash. And will only be able to find any real pleasure is to have sex with others behind Dash's back.”


Fluttershy was absolutely shocked by this, her mind immediately thinking she was in trouble. But then she remembered what Twilight said. “Wait, you said one of two reasons, what is the second?”

Nodding her head, Twilight flipped through her notes. “The second reason being it could be a matter of size, I believe the sexual term is called, size queen?”

“That's terrible, I don't want be that shallow!” Fluttershy panicked as she had a fear that this is the situation. “Oh Celestia does this mean me and Dash can't have a good relationship!?”

“Fluttershy relax, that's actually the best case situation.” Twilight said while quickly trying to calm her friend down. However when Fluttershy wouldn't stop rambling she side and stood up. Gently grabing Fluttershy's head, she quickly forced his cock back into her mouth, which made the buttercream mare gag and stopped her rambling. “Now Fluttershy I'm gonna keep my cock in your mouth if you don't stop and listen. Do you understand?” 

Fluttershy looked up at her friend, eyes pleading for forgiveness as she felt the massive cock stretch her throat out. She nodded her head, and without thinking began to bob her head along Twilight's cock.

The alicorn princess moaned and stroked her friends head, she put her cock into Fluttershy's mouth without really thinking about it. Twilight couldn't help but feel very attracted to her friend, and even felt lust for her. Soon she began to rock her hips back and forth to make her cock slide in and out of the mare's mouth.

This went on for a minute before Twilight quickly snapped back to her senses, and slowly pulled her cock out of Fluttershy's mouth “Ahem as I was trying to say, if this is a matter of you being a size queen then we are in luck. This would be a quick and easy fix. All we'd need to do is either slip or trick Rainbow Dash into drinking a potion to help her cock grow in size. Meaning that there is hope for you yet Fluttershy.”

This sparked some new hope in Fluttershy, as she was happy to know there could be a way that she may never have to cheat just to feel pleasure. But then she thought about it hard. “But how will we know that I am a size queen, and not just….you know….a slut?” She asked nervously. 

Twilight nodded and sighed. “The only way to find out, and for that we'll need help.” 

With a snap of her fingers and in a puff of smoke Spike was now in the room. This made Fluttershy yelp as she tried to cover up with some pillows in fear of being naked in front of Spike. 

Spike who was currently wide eye from seeing not only Twilight, but also Fluttershy naked quickly gasped the situation. “Is this a code L?”

Twilight nodded her head. “Yep, and I'm gonna need you're help this time.” Looking at Fluttershy, she pulled the pillow away with her magic. “Alright Fluttershy to really know if you're a size queen, we'll need to see by having someone with a smaller cock fuck you.”

This made Fluttershy go bright red. “But Spike is a baby dragon Twilight! I can't do that, it would be taboo!!” She shrieked feeling that this was going to far now.

Twilight shook her head. “Actually Fluttershy that isn't the case. You see I was talking with Ember the other day and found out in dragon cult he js considered young, but in pony culture he of age.” 

Twilight began to explain as she pulled some separate notes out. “According to my talks with Ember, she is still considered a kid by certain dragons who lived over thousands of years. But in our society she would be a considered a senior citizen by our standards of age. Plus because Spike has lived with me for over 18 years, his mental mind set is equal to a pony of age.”

In a puff the notes were sent away. “To summarize, Spike is definitely old enough to fuck.” She said with a gleeful smile.

This surprised Fluttershy because until now she saw that Spike was a baby dragon, however the more she thought about the more she realized the times he acted mature for his age.

Spike looked back between Fluttershy and Twilight slightly confused. “So what exactly do you need me to do Twilight?” He asked, seeming calm despite the fact he was now in a room with two naked women, one of which was very attractive.

“Spike I need you to fuck Fluttershy until she cums.” Twilight said casually as she snapped her fingers, causing Fluttershy's legs to spread as her cover was taken away, and Spike was lifted onto the couch. Fluttershy was about to voice her opinion, when she felt Twilight put the ball gag back in her mouth.

Spike seemed hesitant at first, however this wasn't the first time she asked something like this of him. “Alright but I'm gonna need my favorite spell” He said with a smirk.

Twilight rolled her eyes as with a snap of her fingers an illusion spell was cast over Fluttershy, making her look like Rarity. This surprised the mare who could only make muffled sounds. “Honestly Spike this should be considered an unhealthy obsession.”

“I didn't hear you complaining when you used it on yourself last week.” Spike smiled as his sheath slowly opened, soon his dragon cock grew out at around seven inches. Unlike a pony cock which was long and fat with a flared head, Spike was slightly more narrow and had ridges along the shaft, and an arrowhead tip. 

The small dragon moved to grab the fake Rarity by the waist as he lined his cock with the tip. “Oh Rarity, I wish this was you for real.” He moaned as he rubbed the tip at Fluttershy's winking marehood.

Fluttershy could feel jolts of pleasure run along her body as she felt the tip teasing her, which made her feel a sense of dread, if the tip could invoke this much as it, what will happen when…

Spike gave a hard thrust as he pushed his dragon member all the way down to the base, and moaned as he began to buck his hips. 

The fake Rarity's eyes widened as she let out a deep moan against the ball gag, while feeling the dragon's ridged cock push inside. Fluttershy couldn't hold it back any longer, she moaned as she felt Spike begin to thrust his dragon cock in and out of her desperate marehood.

The small dragon moaned and thrusted himself in and out of Fluttershy's marehood grunting and panting like a dog in heat.  Despite knowing Fluttershy was the one under the illusion, he didn't mind her not being Rarity. 

Soon Fluttershy found herself moving her hands to gently hold onto the back of Spike's hips, making sure he didn't pull away as she neared another climax. 

Another climax…..and it wasn't because she was the size of the cock. This idea hunted her only for a moment as she quickly accepted it, and let herself give into the pleasure. 

As Twilight watched her assistant fuck Fluttershy, she found herself getting aroused again. After writing down the last of her notes she put them aside and pulled the ball gag out of Fluttershy's mouth.

The fake Rarity gasped for air before feeling her mouth being invaded by Twilight's throbbing cock. At first the disguised mare wanted to protest, yet the feeling of sucking on somepony's cock that wasn't Rainbow Dash's felt right. She moaned and without prompting moved her hand to stroke the part of the shaft that wasn't in her mouth, and bob her head back and forth.






(1 hour later)

Twilight sighed in relief as she leaned back into her sofa after having six wonderful climaxes. She never knew just how skilled her friend was at taking her cock. She basked in the afterglow before summoning her notes. “Well after collecting extensive data, and running all possible scenarios I've come to a few options available to you Fluttershy.” Twilight said while flipping through notes and ready to give her verdict. 

“Um w-while I do a-appreciate you helping me with my problem T-twilight can please do me a favor.” Fluttershy blushed, barely able to speak properly. 

“Oh, and what's Fluttershy?” Twilight curiously.

“C-could you maybe a-ask S-spike to stop please and undo the spell?” Fluttershy, who was bent over a couch, pointed to the young drake behind her, who was currently balls deep in Fluttershy's marehood, humping her while she still looked like Rarity.

Twilight rolled her eyes and sighed. “Spike, we are done collecting data, you can stop fucking Fluttershy now.” She snapped her fingers and the illusion that made Fluttershy look like Rarity disappeared. 

“I-in a minute Twi.” Spike huffed as he used his hands to pull himself into Fluttershy plump ass, while picking up the pace. “Just…need…a few more…..thrust!!” 

Spike gave a hard thrust into Fluttershy's marehood, making her moan out as he began to pump his dragon seed into her wet cunt, and slowly began to relax. 

Laying his head between Fluttershy's wings as he eased his body on her back, his cock still inside her. “Thanks again Fluttershy, you are a good mare, even if you're not Rarity.” He sighed nuzzling into her back.

Fluttershy blushed and couldn't help feeling somewhat pleased with herself as she felt his warm cum spilling out of her lower lips. “A-anytime S-spike.”

Spike smiled and moved around the couch to move his cock to Fluttershy's face,  the tip of his dragon cock still covered in cum. “Mind cleaning me up Fluttershy?” He asked, pushing the tip against her lips.

Fluttershy was surprised since the spell that made her look like Rarity was gone, but blushed knowing Spike asked regardless. She opened her mouth and slowly slipped Spike's cock into her mouth and began to suck.

The little dragon moaned and held onto her head and began to thrust his hips, he didn't seem to care if it was Rarity or not, he just enjoyed the feeling of the mare lovingly sucking his member.

Despite the fact that Spike's cock wasn't bigger than Twilight's, Bow's or even Rainbow Dash's cock, she found the dragon's cock a satisfying mouth full ans moan as she bobbed her head, her tongue licking underneath his riddged dragon cock.

Twilight rolled her eyes and took one more note, befor watching her assistant give a finale thrust emptying his load into Fluttershy's mouth.

The pegasus mare moaned in approval and swallowed ever last drop, before letting the cock slip out her mouth. She gulped loudly and smiled. “Thank you for the treat.” 

“If you two are done?” Twilight interrupted getting Fluttershy's attention who was not red in the face with embrassment. “I believe I can accurately determine your condition Fluttershy.”

Spike sat in Fluttershy's lap resting his head into her soft large breasts, which made the mare smile as she hugged into her. Twilight who didn't seem to mind continued. “Well Fluttershy I'm afraid to say you're not a size queen, and my first educated guess was right, in that you find pleasure in having sex with others, especially behind Rainbow Dash's back.”

The made the mare feel guilty and depressed by this diagnosis. The only way she can be pleased is by someone other than her special somepony. And yet she felt frustrated thinking about all the times Dash got to climax and left her wanting and needing of her own release. Still she didn't have the heart to just be made at Dash. 

Signing and stroking Spike's head, Fluttershy looked at her friend. “So what do you think I should do Twilight?”

Knowing full well this question would be asked she pulled out her clipboard. “Well I have three option available, each one from lease stressful.” She looked to Fluttershy she nodded to hear options. “Option one, break up with Dash and stick to being friends with benefit.”

“What!?” Fluttershy gasped feeling slightly taken aback. “How is that the lease stressful?” She asked dumbfounded. 

Twilight rasied her hands to getsure for her friend to calm down. “It would be less stressful because as friends with benefit she'll still have the chance to have sex with you, but there won't be much romance involved. Plus let's be honest, Rainbow Dash isn't exactly the romantic type anyway.” She said sounding nervous. 

Fluttershy shook her head, she hated that she couldn't find pleasure in sex unless with someone else, but that wasn't a reason to just dump her. “What are my other options?”

Crossing the first option out, Twilight moved down to the second option. “Option two, we tell Dash she's been lacking her role in bed and offer her a potion that will make her last longer in bed, and increases her cock size.”

This made the yellow mare feel even more dreadful as she didn't want to outright call her out. “But if we did that, she'll think I don't love her or may think less of her.”

Twilight rolled her eyes and sighed before checking the second option off. She looked at her second option and seemed hesitant. 

The look of hesitation didn't go unnoticed by Fluttershy she seemed concerned. “What is it Twilight, is the thrid option is worse than the other two?”

Twilight shook her head. “No, but my third and finale option is a spell I've been working on.” She said nervously with a faint blush on her cheeks.

“A spell? Would this spell be able to help me and my situation?” Fluttershy asked as one of her hands was now stroking Spike's cock without even realizing it, to which the dragon moaned as she nuzzled his face into her soft bosom. 

“Well yes it would, however at the same time it won't.” Twilight said, seeming slightly nervous. “It's a spell I've been working on with Discord.”

This caught the pegasus mare by surprise, as she hadn't expected Twilight of all ponies to work with Discord. “Really? You and Discord?”

Twilight sighed and tried to continue. “Yes I've been curious about the application of chaos magic, and in exchange for a favor or two, Discord helped me develop a certain spell.”

“Favors?” Fluttershy asked curiously. “What kind of favors?” She saw that Twilight was blushing up a storm now.

“She means letting Discord have sex with her and being his booty call for when he's horny.” Spike added as he came into Fluttershy's hand after being jerked off by her hand.

“Spike!!” Twilight shouted in embarrassment, to which the dragon shrugged making her face turn a brighter red. She took a deep breath and tried to continue. “The spell uses a small amount of chaos magic, and basically when casted on a pony it will make it so they have sexual encounters. Now if I adjust the spell a bit I can make it so that you'll have plenty of sexual encounters with others, and still manage to avoid Dash from finding out.”

This spell piqued Fluttershy's interest, as the idea sounded very tantalizing, however could it really work? “Um, not that I don't trust you Twilight, but are you sure it will work?” She asked, sounding concerned. 

The alicorn's cheeks flushed red as she gulped nervously. “Well um actually it does, I should know since I used the spell on myself, and it's been working well for the last two months.”

Spike checked as he moved to kiss and suck on one of Fluttershy's nipples, making her moan, and wiggle. “Oh yeah I can vouch for that. Just the other day when Derby was supposed to deliver Twilight's new Daring Doo book, she crashed through a wall with her stuck in the wall. Twilight saw Derpy's flank sticking out the wall and went to town on her.” 

Twilight groaned and blushed hard as she tried not to feel embarrassed about it all. “Or the time she went to Canterlot and got stuck in a closet with one of the guards mare, and when they opened the door she was on her knees sucking Twilight's cock.” Spike added as he moved his tail to push into Fluttershy's marehood making her gyrate her hips along it.

“The point is!’ Twilight said sharply as she tried to calm down and gain back control. “The spell works well, in fact I think it was because of the spell that you ended up here.” 

This made Fluttershy blush and moan not only from what Twilight said, but from feeling Spike's tail penetrate her needy marehood. When she thinks about it, she now understands why she was drawn to Twilight's house, and why Twilight acted so casually when having sex with her.

She thought it over for a good while and really considered it. While the kind mare in her wants to say no and be loyal, the feeling of such exhilarating pleasure made her desperate. “So long as Rainbow Dash doesn't get hurt I'm willing to try.”

Twilight squealed with joy and pulled Spike off her making her moan as his tail was pulled out. She then helped her stand up and her horn began to glow. “You won't regret this, okay so first I need you to stand still.”

Fluttershy did as she was told and stood still, soon her body was enveloped in a purple and pink aura. “First I'll make the spell recognize you and to keep your needs in mind.” The aura of magic glimmered for a bit. “Next, I will make it so you'll have a higher chance of sexual encounters.” There was a shimmer of light. “Finally, the spell will prevent Rainbow Dash from ever catching on or discovering you.” A sudden sparkle of stars came next. 


After a few more seconds the magical aura faded and Fluttershy looked herself over. “Um I don't feel different?” 

“You can't feel it, just know that depending on your actions, and whom you interact with you may have a chance of a sexual encounter.” Twilight pulled out a little pamphlet. “I had this made just in case, it's sort of a cheat sheet on how to trigger a sexual encounter, there is a list you can test out later on.”

Fluttershy looked the list over and saw some that were questionable at best, but others seemed rather arousing. “Oh my.” She blushed hard and gulped nervously. 





After getting dressed and both Twilight and Spike kissing Fluttershy goodnight, the pegasus mare walked back to her cottage almost excited to see what sexual pleasures await her future. 











Um hello everyone, this is Fluttershy, I hope you enjoyed this chapter? I know I did >////< 

If you have ideas for what should happen next please make sure to leave a comment down  below.

Let me know who I should meet in future chapters, and what kind of scenario I should have. 

I hope to hear from you all.