Well its been months sense Fluttershy decided to stay in her new body and sent a letter to her parents to tell the news. I was a little surprised with her decision because it must have taken a lot of thought and consideration on her part. Even by now, I was still a little surprised. I just wish she made the right decision for herself.

One of the down side is having a new body is that she needed to learn how to fly in her new body.

The first week of her decision, backyard practicing left many bruises on me because I was a little too worried for her safety when she fell out of the sky. I pretty much caught her every time she fell and greatful she was okay in every one. Sure it left me battered and broken a few times, but it was so worth it.

After a month and a half of practice with her rainbow maned friend, she finally flew without her friend's help. Our little family and Rainbow celebrated and Pinkie managed to pull up a party just under a few seconds, just using her Party Canon. How in the world does she pull out the pony sized canon out from nothing? But after that, I just stopped questioning the mare's abilities and enjoyed the party. At night, she gave me a big thank you present for keeping her practically scratch free.

Man... it was So worth it...

Anyways, with her new body, Rarity wanted her to wear new clothing because my cloths didn't fit Fluttershy's beauty. Fluttershy protested by how she loved my shirts and clothing because it had my sent. It left me and Rarity blushing but I managed to convince her to try something new.

After measuring her now tall friend, she came up with something that left my jaw slack down. She didn't look very much different from when she wore my cloths but she looked beautiful nonetheless. She wore a t-shirt of her own but it didn't have any sleeves on her shoulders. It was green in color and had her Cutie Mark on her left side of her shirt, more specifically, on her left breast. She had a large cleavage, showing her large, glorious abyss of softness and warmth. She also wore tight short, light blue jeans that hugged her legs and exposed her curvatures perfectly. She had her mane done a little differently and still looked very smooth to touch.

It was obvious she didn't wear anything under her shirt but it didn't bother her one bit, all she cared about was my approval.

"You always look beautiful, Shy. I don't care what you wear, all I care is for you to be happy." I said to her. She smiled at me and it was an approval to her ears.

Rarity made her a couple more pairs and gave her a pair of pink and white shoes. If Fluttershy lost her wings and tail, I would say she looked close with my kind.

After we took care of her cloths, she decided to take the day off with our kids. When I got out to take a fresh air, I spotted a strange, single cloud right above me. I cocked my head to the side and caught a glimpse of multicolored tail.

"Rainbow?" I said, a little confused and took a few steps away from the door.

It took a few moments before the cyan mare slowly peeking out, showing only her eyes and mane, "Yeeaah?" she answered quietly.

"What are you doing?"

"Ahhhh... nothing?"

I arched an eyebrow at her, "Rainbow..." I crossed my arms and looked at her like I was scolding my child. Not that I scolded my children yet so maybe I thought I could practice at the mare. Now that I thought about it, I noticed I kinda acted like a parent to the six mares, plus Luna at times.

She slightly retreated in the cloud but her eyes still showed like a child trying to hide, knowing they did something wrong.

"Rainbow... get down." I said to her but kept my voice neutral.

She retreated back into the cloud and before I could say anything else, her cloud started slowly floated down to me. When I saw her, she looked pretty adorable in her poofy cloud. She had her chin resting on the ankles of her forelegs with her eyes looking at me, expecting something to happen.

"So what's the matter, Dash?" I made a sly smile so she can feel a little more comfortable.

"Aahhhh..." knowing her, it might take a good while before she spill it out. "I'm... I'm worried." she looked away from me. Maybe not. That's new.

I thought about it for a moment and remembered Fluttershy and Rainbow were friends sense they were little fillies. "Fluttershy?" It took a moment, but she nodded in response.

"Wanna come in?" I offered my invitation.

She perked up her ears and looked at me, considering the offer, "Really!? Ah, I mean..." before she could say anything else, I picked her out of her small cloud and carried her over to the door. She seemed a little nervous though.

When I got to the door, I set her down on the doormat, "I got legs too you know." she made a light frown at me and scrunched up her nose cutely.

I chuckled, "Just helping out." I answered. After that, I opened the door to the building and saw Fluttershy with her back facing us and playing with our kids. She had her wings relaxing down on the floor on either of her sides.

We got in and I closed the door. Shy's ears perked up and looked back at us. When she saw her old friend Rainbow Dash, she smiled happily at her, "Rainbow." she said and both kids popped their heads out from her sides adorably.

Rainbow smiled and trotted over to her, "Hey, Fluttershy." she sat down beside her a little timidly. Fluttershy than pulled her in for a hug, surprising her for a moment before she returned it.

She was happy her old friend was happy with her family and her worries seem to fade gradually as they spent time with each other. After a couple of hours, I had Snowflake sleeping on my chest while I laid on the couch, resting a hand on her back while she slept soundly and curled her little fingers on my shirt.

Rainbow yawned widely, "I should be heading back home. Nice hanging out with you again, Fluttershy." she stood up to her hooves, stretching two of her limbs at a time and arched her back.

"Great to have you here, Rainbow. Come by anytime you want." Shy answered in her sweet tone as she held her sleeping son in her arms, while sitting, crossed legged on the floor.

The mare got to the door and opened it. She looked back at us, "Good night, yah two." she said before closing the door and I got a glimpse of her flying off through the window.

I looked to my side and was a little startled at her sudden close proximity to my face and almost woke up my little girl. She chuckled once and smiled at me, "Wanna head to bed, Big Boy?"

Her loving, seductive gaze was so hypnotizing, I was lost in her eyes for a few moments before answering, "Sure..."

She kissed me, stood up to her feet and she started headed towards the stairs, swaying her hips from side to side, as well as her tail. I don't know if she was trying to tease me, but I followed her nonetheless.

After we put the kids in Spirit's crib, Fluttershy turned to me and gave me a passionate kiss, gently putting her hands on both my cheeks.

When we got to her room, we took it very slow. Driven more by the acts of love and passion than hungry acts of lust for the blissful ending. I'm starting to have a hard time keeping track of the best moments sense pretty much all of our love making have been the best each time we did it.

In the end, we were cuddling in our sweaty bodies, my dick still very much embedded in her.

After that night, Fluttershy been heading back and forth from here to town. I asked her what she was doing during dinner while she fed the kids in the kitchen. She froze and looked at me.

"Ahh... w-why you ask?" she smiled nervously as she held the spoon just out of Snowflake's reach.

"A little curious." I took a bite out of my cooked fish.

"Um..." she looked thoughtful, looking around the room with her eyes. While she did, Snowflake started leaning forward against her highchair, opening her mouth for the delicious looking spoon. "I'm just... aah... visiting my friends!" she answered and smiled at me, still holding the spoon out of reach.

"Okay. What are you and your friends doing?" I took another bite and chewed.

"We-aah... we..." Snowflake started reaching out with her little hands for the spoon. I motioned my fork to Snowflake and Fluttershy gasped and gently put the spoon in her little girl's mouth. Snowflake smiled at the taste and swallowed with a sigh.

I chuckled while I chewed and swallowed. "Never mind. As long as you're having fun, beautiful." I said to her and continued eating. She seemed a little relieved and continued feeding the kids.

The next day, Fluttershy was out again doing whatever she was doing with her friends. I took care of the kids while Sapphire with the animals.

I read them a few stories while I sat on a large beanbag chair with them resting on my chest, looking at the colorful pages with pony figures.

Spirit's ears perked suddenly and looked up at me, "Daddy. Why don't we look like other ponies?" he asked.

His question caught me off guard, "Oh... um..." I thought for a moment as they looked at me for an answer. "Well. Daddy and mommy are different from each other. You know. You both have fingers and little toes like me. Ponies don't have little fingers and toes like mommy used to be. She was a pony just like them."

"Is it bad?" Snowflake asked next.

"Not. At. All. No. Being a little special, like you two," I poked the little noses, and both giggled in response, "than other ponies is good." I answered.

"Why is mommy looking like you know?" Spirit asked once more.

"She wants to look like me." I answered. I wrapped my arms around the two tightly.

"Daddy... tight." Snowflake said, both their eyes and cheeks bulging out. I loosened up my grip and kissed both their foreheads. They took in a big breath of air and slumped down onto my chest, trying to recover.

I chuckled lightly and continued reading the story. They both relaxed and listened to me. When I finished reading, I looked down at them and saw they both fell asleep, cuddling against me and each other for warmth.

I heard a light knock on the open door. I looked and saw Sapphire standing their, "I'll be heading home now, sir." she said politely and waited for my response.

I nodded with a sly smile, "Okay, Sapphire. Thanks for the help." I answered. She nodded and went out of my sight. I looked around me and found a small, yellow blanket nearby. I reached over, being careful not to wake the siblings. I grabbed it and draped it over me and the kids, so they can at least keep their warmth.

I yawned, suddenly getting tired. I slid my arms underneath the blanket, gently rested them on their bodies and closed my eyes to take a rest. After a moment I closed my eyes, a light kiss was placed on my forehead, waking me. I yawned and slowly opened my eyes to meet with Fluttershy's, lovely, teal eyes.

She smiled at me and stroked her hand on my hair, "I'm back, love." she said to me with a sly smile.

I smiled back with half, closed eyes. I opened my mouth to greet her, but she quickly leaned in and locked lips with me. She kissed me a few times, and I was pretty sure she was trying to get me more awake. It worked. With one more last kiss, she lightly moaned and stuck her tongue inside my mouth.

We slowly separated, leaving a strand of saliva between our mouths. My mind was fully excited after making out. She smiled at me, "I'll be waiting." she said to me and started walking out of the room. She swayed her hips from side to side, teasing me to follow her.

I looked at my sleeping kids and smiled at how adorable they looked. I kissed both their foreheads and gently stood up to my feet. I ever so gently set them down in Spirit's crib and Snowflake instinctively moved around, trying to search for something to cuddle against. She found her brother and scooted closer to him and wrapped her little arms around him. I smiled at them and pulled up the blanket to keep them warm.

I went over to the door and turned out the lights. I went to the bathroom first to brush my teeth and got out right after.

I grabbed the nob to Fluttershy's room and opened it. When I did, I expected Shy to be laying on the bed, but she was standing in front of me wearing something. My jaws dropped at the realization of what I saw. Fluttershy had her own lingerie.

She had her collar wrapped around her neck comfortably, she had a bra on, but part of it was transparent enough to show her pink, erect nipples and decorated with a few, small gems. It also lifted up her large breasts beautifully. Her panties were thin, hugging her hips tightly, being held together by two knots on her sides and finished off with a small gem placed where her little clit should be. And finally, her stockings hugged her legs, perfectly revealing her curves and being held up by her tight panties.

I heard her giggle and posed for me seductively with a smile, "Like what you see, Big Boy?" she asked.

"I... um... ah." I was speechless.

She smirked at me and spun around to show me her perfectly rounded butt cheeks, "I'll take that as a yes." she wiggled her rump at me right after.

"H-how did...?" I stepped closer, hypnotized by her new, naughty look.

She chuckled once and went right up to me, and wrapped her arms around my neck, "I asked Rarity if she could make a lingerie for me." she lightly blushed, "So it meant I had to show her my girls and my body to show her where exactly my new body parts were." She slowly moved her muzzle closer and both our noses touched. "She was surprised I wanted something like this, but more than happy to try out new clothing for me." I could feel her hot breath on my lips, "When she finished, she also gave me a new swim suit to cover my little lady parts." she finished.

She kissed me passionately and closed her eyes. As we kissed, I reached over to her butt cheeks and squeezed them. She moaned and lifted her right leg up to my hips. I lifted her up and started walking over to the bed as we continued kissing.

I gently set her down onto the bed and she started hungrily feeling out my body with her arms and hands. I started doing the same as our kissing deepened. Our breathing increased as we fought over for dominants of our mouths.

She then forced me to the side and quickly got on top of me. Her wings sprung out as she looked at me hungrily and licked her lips.

She grabbed my shirt and pulled it off quickly and I could feel my erect dick wanting to get free from the confines of my pants. She lifted herself with her knees and started undoing my pants. I leaned up to her and kissed her, wrapping my arms around her, feeling out her back and wings as she worked with my pants. When she finally took it off and threw it over the edge, she pushed me down on the bed, separating our kiss.

She sat up on my groin and reach back with both her arms, undoing her bra. When it slacked, her breasts bounced gracefully on her chest and saw her erect nipples just peeking out.

"Good to see you two again, girls." I reached up and started groping her breasts. She giggled and and moaned at my massage. She slowly started grinding herself on my groin as she leaned back, relaxing as I massaged her large orbs.

She looked at me with a lustful gaze and slowly leaned down to me, resting her hands on my chest and connected her lips onto mine. She pressed her tongue on my lips and I gladly invited her in.

I rested my hands on the base of her wings and started massaging her and lightly grazed my nails onto her. She gasped in our kissed, moaned loudly and pressed her lips a little harder on mine. I could feel her nails digging my chest. It was a tiny bit painful, but it was more of a turn on. It might leave a mark but damn she's hot. Naughty little girl.

We separated and gave me a big lick on my left cheek. She then rubbed her own cheek on the same spot. "Mommy's getting hungry again." she whispered seductively and lightly pulled my ear with her teeth.

"Oh goodness, I'm sooo Lucky." I thought to myself as I made a dopy smile with half closed eyes.

As she slowly went down to my chest, she lightly kissed the scrach marks she made and they felt a little sensitive with each kiss.

When she got to my groin, she rubbed her cheek against the growing buldge in my shorts. "Mmm... sooo warm and hard." she then started pulling my shorts down and my dick sprung out and dangled up. She giggled at the sudden movement of my dick and threw off the shorts on the floor nearby.

I could feel her hot breath on my penis. She then dove in and stuffed my dick down her throat. I reacted by bucking up, burrying my man hood into her wet, warm mouth. She gagged a little but recovered quickly and started bobbing her head with light moans.

I reached down to her head and started digging my fingers into her soft, silky, pink hair. Her mind numing blow jobs never gets old.

She then grazed her teeth on the head of my penis as she slowly took her head back with a slurp. My body tensed up in reaction and made a loud groan with wide eyes. She giggled at my response and licked the sensitive part of my stiff wood. She then kissed it and swirled her tongue on my swollen head.

"Mommy, naughty?" she said in an adorable baby talk as she looked at me with big puppy dog eyes.

I rested my fingers onto her chin and slowly leaned in with a sly smile, she wore the same smile, "Very naughty indeed, little girl." I answered seductively and kissed her. She giggled in our kiss and she slowly pushed me back down on the bed, and rested on my body.

As we kissed, I reached down her body and slipped my hand into her panties. I felt how wet she was and felt the smooth side of the gem in her new clothing. "This thing doubled as a pleasuring, sexy lingerie?" I thought to myself and smiled as I inserted two my of fingers into her warm pussy.

She moaned blissfully and touched her forehead to mine. "Winter..." she whispered with closed eyes.

"Yes?"

"What do you feel about another child?" she asked me and opened her eyes.

"I be more than happy to give you another, beautiful..." I rested my free hand on her cheek and rubbed her soft fur as she cooed on the feeling of my hand. "But... maybe we should wait a little later, huney. We do have two beautiful bundles of joy to take care of." she pushed on my hand to feel more with a pleasurable sly smile. "After that, we have all the time in the world to give you another beautiful child, Fluttershy."

She looked at me with a smile, "Promise?"

I nodded, "I'll keep it to the end of time." I answered. She grinned happily and kissed me. Right when we did, we heard one of our kids cry out for us.

"Mommy! Daddy!"

Fluttershy giggled as our noses touched, "Our play time will have to wait I guess." she said to me.

I pulled out my hand from her pussy and let her lick it off. With another call from the kids, Fluttershy got off of me and went out the room to go grab our children.

While she was out, I pulled up the blanket to hide my still erect man hood. When she came back with the kids in her arms, she got under the covers with us and the siblings hugged me lovely. I hugged them back as Fluttershy scooted closer to cuddled against us. She placed a kiss on both their foreheads and kissed my lips last.

The kids huddled together in between us, "Goo' night." Snowflake said to us and kissed her brother's cheek right after before going to sleep. Spirit smiled as he went to sleep as well.

I felt Fluttershy's wing wrap around us with a warm and comforting embrace. "Good night." she replied and rested her head close to her children with a loving smile.

I rested my head right above hers and placed my cheeks on her hair, "Sweet dreams." I said before going to sleep. Smelling her sweet sent and hearing her gentle beating heart felt so soothing and relaxing my mind so I can go to sleep easier.

She then wrapped her legs around mine and pulled them closer to her. I could still feel her very wet pussy on my dick. I felt her reaching down to my dick and positioned it on her warm, wet lips. She teased herself for a few moment before slowly inserting it. Before she knew it, I thrust my penis in, causing her to moan inwardly, trying to stay quiet.

After she recovered and gyrated her hips, feeling wave of pleasure going through her body. With one more quiet moan, she stopped moving but wrapped her legs around mine and deepened it. She sighed and rubbed her head affectionately on my neck.

"Sweet dreams." I whispered to her.

"I most certainly will, love." she replied with a light giggle.

Author's Notes:

Good day everyone! I hope you enjoyed another chapter of Lust.
Comment down below if you want and till next time, have a nice day and good reading.

Me: (I shuffled my legs to the kitchen slowly, dragging extra weight. I to got to the fridge and grabbed a bowl of strawberries and dropped two to my sides. I got to my coffee maker and looked down) Want coffee?
Shy+Lulu: (They both held unto my legs tightly with their arms and legs while they chewed and shook their heads) No thank you. (They said almost in unison)