Pinkie's voice startled the poor yellow pegasus, forcing her to stumble backwards. Pinkie took a few energetic steps forward into the cozy cottage, swinging her flank to shut the door behind her.

"Fluttershy! I'm sorry I scared you before, I didn't mean to! Honest! I don't know what came over me I just"

Pinkie's voice was edgy and erratic as usual.

"It's ok Pinkie"

The two ponies looked at each other blankly for a few moments, not sure of how to continue the conversation. It was awkward to say the least.

"So...I asked Twilight what was wrong" Pinkie stated sitting her rump down on the floor.

"....oh?" Fluttershy questioned worriedly.

"She said...you were in heat"

Fluttershy took a seat on the floor as well. Coming to terms with the conversation that was taking place. She desperately wanted to swindle Pinkie into helping her, but her nice nature prevented any of that, she couldn't use Pinkie that way. Her mind fogged up, unable to think clearly, she had her goal in mind but had no idea of how to get there. It was like having everything you ever wanted dangling before you're very eyes, but having your arms tied back, unable to grasp it.

"And well..." Pinkie continued

"I knew Twilight and Dashie were having fun together and"

Pinkie's normally cheerful and bubbly tone seemed to be caught up in some kind of whirl of stuttering and discomfort.

"I...always sort of had a bit of a thing for you Fluttershy, so when that smell...oh my gosh that smell"

Pinkie raised her hooves to her face, burying her muzzle in her forhooves. It was hard to tell when Pinkie blushed, but Fluttershy could see it plain as day there and then. Pinkies face reddened as she tilted her gaze to the floor in shameful lust. The yellow mares scent gradually growing stronger by the second, fueling Pinkie's desire to on with her story.

"I remember...A while ago, I didn't know what it was at the time, but I could smell that same smell"

Pinkie looked up again at the yellow mare sitting before her, telling a story she had kept secret for weeks, months even.

"It was so sweet, so...yummy, I wanted it, so I tried to find it. When I found it lead to you I had no idea what to think, i remember you talking to Twilight, you looked scared. I wanted to run in and ask you about it, but you looked very worried about...what ever it was you were talking about."

Pinkie frowned, as thoughts of regret about what she'd done, or in this case, what she hadn't done. Fluttershy was completely entranced. The story was only barely registering in her mind as she ogled Pinkie's body. The way she sat there, on the floor. Her smooth pink coat. The round flank pressed against the flooring. Her bright bubbly blue eyes. Right now, and then, Pinkie looked perfect. Fluttershy bit her lip, her body heating itself up in response to the sights in front of her.

"But now I know! So when I smelled it again today, I came rushing to help"

Pinkie sprung up with a grin, her face still blushing from her tale.

"I...." The timid pegasus mumbled

Pinkie's grin faded to a mere smile, not sure of how Fluttershy would react. She took a few steps forward closing the gap between the two mares. Fluttershy could do nothing more than sit back in utter bliss, staring at the eye candy that slowly loomed towards her. Pinkie stopped only a few inches away, looking down on the seemingly helpless pegasus sitting before her.

"Fluttershy..." She whispered

They gazed at one another for an eternity, both ponies burning with total and absolute passion. Pinkie pushed forward locking her lips with the shy pegasus'. Her tongue slipped it's way into the other ponies mouth, exploring it with enthusiasm. Fluttershy fell back first to the floor, Pinkie trailing her fall, keeping their mouths intact. Pinkie stood over the yellow mare, her legs on either side of her body.

Fluttershy made no noise, no attempt to shake her friend away. She complied with Pinkie's actions almost instantly, pushing her own tongue into the other pony's mouth. Fluttershy savored the new taste of Pinkie's mouth, it was a small mixture of sugar and strawberries, vaguely resembling cotton candy. They snaked and danced within each other's mouths, muffled breaths and moans slipping out from between the openings. Fluttershy's hooves reached up and around the pink earth pony's neck instinctively, pulling her down slowly on top of her. Pinkie's body lowered with the gesture, resting her stomach on Fluttershy's.

Pinkie pulled her head back, breaking the kiss with a clear, thick strand of passion still linking their tongues. Pinkie bought a hoof up to brush off the warm saliva that connected the two. She smiled. Fluttershy's drive soon took hold as she began shifting her own body under Pinkie, pressing her hips upwards. Pinkie giggled softly, understanding what her new found mating partner was craving.

"Ok then Fluttershy"

Pinkie slid her body down, brushing is against Fluttershy's torso. A long lust filled moan drifted out of the pegasus' mouth. The earth pony's now wet slit hovered just over her partners own folds. Fluttershy looked up at Pinkie with big eyes, eyes that begged for a certain touch, a touch only a mate could deliver. Pinkie could have stared into those eyes for hours, but she didn't want to tease.

With little hesitation Pinkie pressed her wetness down against Fluttershy's gently but firmly. The two ponies sighed in unison, feeling the sensation of ones heat against the other. The yellow mare hooves tightened their grasp around Pinkie's neck as the pink pony slowly began to grind her hips down with a gentle rocking force. Fluttershy rolled her head back in sheer pleasure. This is what her body had been craving. The warmth of another body embracing her, stimulating every single one of her senses with unbridled bliss.

"Ohhhhhh~...Pinkieee~" The pegasus murmured under her breath.

Pinkie only returned a smile in response, her face flushed red as she pressed her weight down harder. The two mare's slits brushed and rubbed against one another with the gentle sound of their fluids lubricating each of their movements. Fluttershy's hips soon began flowing with her lovers movements, increasing the friction between the two private parts. The pair of ponies felt each of their own pink buttons brush against the others, both bodies tensed with the sudden buzz sent through their muscles.

Pinkie brought a hoof to Fluttershy's head, pulling it to her mouth. They locked in another passionate kiss, the grinding of their hind quarters hastening. Fluttershy's breaths grew louder, soon becoming faint squeaks with each thrust of Pinkies groin on hers.

The mixture of the ponies vaginal fluids soon trailed Pinkie's plump lips as she moved away and back in for the grind. The smell was intoxicating. Fluttershy could easily smell the pink earth pony's sweet sugary, scent with no effort at all. The sound of each ponies grunts and sighs of indulgence echoed though the cottage. Pinkie pulled her head back, breaking the kiss once more to speak.

"Is this....what...you...wanted?" Pinkie managed to mutter between thrusts.

Fluttershy was unable to speak, instead she gazed up at her mate with narrowed eyes and gave a sharp nod before darting her face back up to force her tongue into Pinkie's mouth yet again. Pinkie's speed was incredible, her rump pressed down hard and firm, forcing their two slits together for a short moment. She pulled back up and dived in again and again and again. Each time was just the slightest bit faster than the last.

Both mares moaned loudly with each push, the satisfaction within them burning hotter with every passing second. The juices, soon began to dribble down Fluttershy's rump, coating her pert pink butt hole, sliding down into the puddle on the floor.

A familiar white bunny soon found himself watching the two mare with large greedy eyes. The pink object resting between his legs shot up in almost an instant at the sight of the two ponies during their session. The scent of the two ponies filled his nostrils, while their erotic moans filled his ears. The little bunny hopped his way to the rear of the two ponies as he sat back and watched the pink lips between Pinkie's haunches slide up and down against Fluttershy's.

As much as Angel wanted to get in on the action there was no real way for him to get in there, Pinkie's movements were far too erratic for him to even get close.

Pinkie's tail bobbed furiously with each sway of her hips, her hind legs working harder and faster with only one thought in her mind, keeping grinding. Fluttershy felt her body tingle, a build up of heat that she'd been storing for the whole day, until now. Pinkie felt Fluttershy's body tighten, her muscles writhe and flex with the incoming orgasm the pair had worked so hard for.

"Unnnh!...Piiiinkieee~!"

The yellow coated mare squealed as every muscle in her body tensed, her grasp on Pinkie forming a death grip of lust, passion and release. Pinkie merely smiled as she felt Fluttershy's warm vaginal fluids spill out against her own wetness. Fluttershy's body shuddered for minutes on end, spilling wave after wave of her juices out on to Pinkie's groin. her rocking orgasm soon slowed, her body relaxing, losing her grip on her mate. She fell to the floor, utterly exhausted. Pinkie gently lowered herself down on Fluttershy's body, the two ponies laid in their own fluids, panting heavily.

Pinkie shifted her head giving her pegasus friend a nuzzle.

"Was that...what you wanted?" Pinkie murmured between breaths

Fluttershy nodded, giving her pink earth pony friend a quick peck on the nose.

"Thank you" She whispered "Pinkie"

Their breathing soon steadied, still resting atop one another in a post love making embrace. Neither pony budged an inch for several minutes.

Pinkie's ears perked at the sudden tickle between her hind legs. Pinkie opened her mouth to speak, however she was quickly cut off.

"Angel..." Fluttershy's sentence stopped bare in it's tracks. "Nevermind"

The little bunny paid no heed to his pegasus companion. He had seen the opportunity to enjoy both ponies and decided to take it. His little tongue lapped at Pinkie's glistening wet lips resting gently just above Fluttershy's. His little pink erection gently rubbed against the yellow pony's soaked folds while each of his paws massaged and pressed both the earth pony's and the pegasus' lips.

"I didn't know Angel was..." Pinkie murmured to her friend.

Fluttershy stifled a giggle. "He's been doing things like this for a while now" Fluttershy paused for a moment "You don't mind?"

"Not at all, if you're happy, I'm happy!" Pinkie smiled "I should bring Gummy around next time, he's lots of fun too!"

"Oh?"

"Yeah I'm sure he'd be able to lend a hand for you too, he likes to play with me some times you know! Besides, all this lasts 7 days right?"

Pinkie finished her question laying her head beside Fluttershy's. The yellow pegasus blushed, not knowing what to say. She felt an odd sensation welling up in her chest, her heart fluttered and her cheeks felt hot.

"Pinkie..."

"Hm?"

"I think I..."

"Shhh" Pinkie's sudden sounds cut Fluttershy off her trail. "I know I love you Fluttershy"

Silence filled the air for a brief moment as Pinkie recollected her thoughts.

Angel began soaking himself in the two ponies fluids that were seeping out of the two wet love holes that were in front of him, licking and pawing at the mounds with greed.

"But I can't be sure if you feel the same way about me, or if it's just your need for some loving"

"B....but"

Pinkie gave Fluttershy a heart warming smile before resting her head back down next to her mates.

"Sh, it's okay. If you still feel the same way about me after all this is over, THEN tell me...ok?"

Fluttershy raised her hooves up around Pinkie, turning her head to give a subtle kiss on the cheek.

"Okay" She whispered

The two ponies held each other, drifting off into unconsciousness.