Mature Sex. Rarity, Fluttershy. F/F. Ageplay.

Fluttershy felt uncomfortable and tried to roll over and pull her blanket up. Her bed was unusually stiff, creating pressure points along her wings that made it hard to get comfortable. No amount of tossing or turning seemed to help and she decided to wake up.

A loud yawn escaped her as she tried to stretch. The room was dimly lit and her movements were sluggish. She usually wasn’t this groggy in the morning, quickly deciding to break out the dark roast coffee today.

Her back ached as she pulled her hind legs up and tried to stand up. Rarity swam into focus as her eyes struggled to lock onto something stationary, so the room would stop spinning.

“Good morning, Shy. How’s my favorite little filly?” Rarity asked.

“Bllrgh!?” Fluttershy had tried to ask Rarity what was going on, but her mouth felt packed with cotton and her every thought was so sluggish she couldn’t speak properly.

Rarity blushed and smiled. “My, you’re so cute I could gobble you up, but I’m saving that for later. There are so many things I want to do with you today! Where should I start?”

Fluttershy licked her cracked lips, trying to wet them. Her stomach began to rumble, eager for food. She couldn’t remember why Rarity had come over, or much of anything after their last trip to the spa.

“Oh dear, you sound very hungry. Would you like me to feed you?”

It took all her focus to nod ‘yes’ without feeling like she was about to fall to the floor. Did I get sick? I certainly feel horrible.

Rarity was quick to levitate a bottle over, filled with what appeared to be milk. It looked exactly like the bottles used to feed foals, only a little larger to hold more fluid.

Shaking her head no, she took a deep breathe to try and speak. “What. . . sick?”

“Oh, poor thing. Is my little foal sick? Come here.” She sat down on the bed and levitated Fluttershy into her lap, curling her forelegs around her protectively. The bottle floated down, gripped tightly in her magic. Fluttershy wasn’t sure why she wanted to feed her with a bottle and closed her mouth. “Open up, Shy.”

She had no intention of letting Rarity feed her, but the bottle managed to slip past her lips anyway. Fluttershy’s mouth filled up with milk as the bottle was gently squeezed, and she began to swallow her meal. Her mind was still addled with fog and could not piece all the details together.

It didn’t take Rarity long to empty the bottle, as she had Fluttershy at her total mercy. Her left foreleg crept along her foal’s flank, rubbing lower and lower as she set the bottle aside. Rarity levitated over a towel and trash can and set Fluttershy on her side.

“Now, I’m just going to burp you and maybe afterwards we can get to the best part.”

A hoof began to thud along Fluttershy’s back, attempting to work out any air she had swallowed while feeding. The gentle rhythm soothed her, alleviating some of her fear at what Rarity was doing. After a minute, an un-ladylike burp escaped Fluttershy, causing her to emit a soft squeak.

Seconds later, she felt a wave of nausea overcome her, and her stomach clenched tight. Fluttershy spat up some of the food into the trash can Rarity had brought over.

“Poor baby, the sedatives do tend to have that effect, though. I’ll just feed you lunch early,” Rarity stated. “Now, why don’t I make sure my little baby isn’t hurt?”

Fluttershy was rolled onto her back, putting her into a compromising position. She was still so sluggish that Rarity was easily able to keep her from getting up with a single hoof.

Rarity leaned forward and planted a kiss on her neck. With both hooves she began to massage her chest, running them along her ribs. She continued to rub Fluttershy, paying more attention to her belly than her forelegs.

This massage felt different than the ones given at the Day Spa. While she was enjoying it, Fluttershy still was making an effort to form a coherent sentence. “Where? Gaa?”

A shudder went down her spine as Rarity’s hooves pushed her hind legs slightly apart. A gentle kiss was planted on Fluttershy’s belly, and she felt warm breath rustle her soft fur. “You’re in my day care, Shy, mommy is going to make sure you have a good day.”

Loud squeaks came out of Fluttershy’s mouth when Rarity’s hooves began to massage along the sides of her marehood. It was much further than Fluttershy was comfortable with, but she couldn’t overpower Rarity. Her breathing started to quicken, then Rarity stopped completely.

Fluttershy looked down to see what mischief Rarity had in mind, half-expecting this to be some sort of nightmare. Instead, she saw a bottle of baby powder floating in the air. The white talcum floated down onto her hind quarters, and a cloth diaper was fastened over her. It had a cut out through which her tail had been inserted while she wasn’t paying attention.

“Now, I don’t expect my good little foal to have any accidents, understood?”

She shook her head no. “Why?”

“Shh, don’t you worry your pretty little head about a thing,” Rarity said. “Now why don’t we finish getting you dressed?”

Four slippers were levitated over, each one a matching bootie for her hooves. They were braided pink, like her mane, with a small yellow butterfly stitched into the seam of the fabric.

“I made these just for you, and you’ll get to keep them if you behave, Shy. They just match your mane so perfect, almost like the thread was made from your hair!”

Rarity set the wool shoes down and lifted up two rubber-looking ones. They didn’t look as comfortable or practical. She tried to put one on Fluttershy’s foreleg. “Uh uh.”

“Shy, come on. Mommy needs to put these on.”

“S-stop,” Fluttershy whimpered. The grogginess was wearing off, slowly, but enough to regain some of her wits.

“Now, Shy, good foals can’t talk or pick things up, can they? Are you going to be a good foal, or does Mommy need to punish you?”

“L-let go, stop.” Fluttershy tried to get up but was still so slow that Rarity pushed her back down with one hoof, almost as an afterthought.

“And what would my little foal do all day? Down here in my daycare, all alone, unable to feed herself or pick anything up?” She continued to speak while using her magic to slip the stiff rubber over Fluttershy’s hooves. “Mommy stayed home from work today to spend time with her precious little baby, and she expects your best behavior.”

By now, Fluttershy knew this was no dream or misunderstanding. The sedatives seemed to be wearing off, and she could tell something was wrong with Rarity. While the wool mittens were put on, Fluttershy tried to bend her hooves. She had lost all the mobility below the joint, which would prevent her from lifting or manipulating any small objects with her forelegs.

At the end of each foot she now had a wool bootie on, tied in place by Rarity. On another day, it might have looked nice, but it served only to frighten Fluttershy.

“You need. . . to e-explain,” Fluttershy said.

Rarity’s eye twitched and she took a few deep breaths to calm down. “I said foals can’t talk. Don’t make me regret not giving you more sedative, Shy. Mommy has wanted you as a foal for such a long time.”

“Stop, what’s wrong with you?”

“Nothing!” She slammed a hoof down on the bed, causing it to shake. Fluttershy squealed and rolled to the side, nearly crying as if she had done something wrong. After a moment, a hoof began to stroke her back, near the wings. “Mommy’s sorry, are you okay?”

Fluttershy thought about it for a moment. She was drowsy, Celestia-knows where, had mitts over her forelegs, and both wings were numb. “No, you have to stop.”

Rarity’s loud, rapid breathing betrayed the anger she was feeling inside. This wasn’t how Fluttershy was supposed to act, and it was threatening to ruin her day. She needed this to cheer up and get ready for another week of hard work.

“You leave me no choice, since you won’t be a good foal. Shy, take your pacifier.”

A pink pacifier floated over and Rarity levitated it over her mouth. No sooner had she put it in her mouth, Fluttershy spit it out. “Did—y-you drugged me!”

The basement was filled with a frustrated moan. “Of course I did, and you’re only now figuring that out? Now I said suck the bucking pacifier!”

Her only response was to cry, and once again spit the pacifier out. Upset and running out of options, Rarity opened the changing table where she kept some spare tools.

A small bottle of super-glue, to which Rarity had solvent upstairs, was floated over. She focused her magic to hold Fluttershy’s head still. Rarity then put some of the glue on the lip guard of the pacifier, and on Fluttershy’s lips.

When she felt her head gripped in magic, Fluttershy held her breath. Rarity had never handled her roughly before, and fear gripped her for what might be next. Instead, she just felt a wet pacifier plop into her mouth. This time when she tried to spit it out, Fluttershy found her mouth held closed by both Rarity’s hooves and magic.

After a few seconds, Rarity let go. Fluttershy pushed the pacifier out, but it stuck to her lips. She opened them to protest, only to find them sealed shut. In a panic, she hit herself with a mitten-covered foreleg as she tried to knock the pacifier out.

She swallowed, instinctively suckling the pacifier once, as Fluttershy turned her head side to side. Both her lips were stuck like this for Celestia-knows how long.

“There, now you have to be a good foal.”

Fluttershy began to cry, sobbing loudly through her nose. She managed to make it onto her hooves, but Rarity prevented her from getting off the bed by pulling the side-bars to the crib up. Her next thought was to fly over the rail, but her numb wings felt more like wet paper towels than wings.

“Wait right here, I know just what to get!”

Rarity hurried across the room towards a bookshelf, while her baby sat in the crib crying. After a few moments of pouting, Rarity returned and lowered the guard rail. Next she sat down, pulling Fluttershy into a hug.

Once she had her baby curled up against her side, Rarity levitated the children’s book she had made up. “Mommy’s going to read you a book, that’ll cheer you up!”

A hoof found its way to Fluttershy’s belly and began gently stroking it. The reassuring touch traveled too far south, almost teasing at her nipples, causing a foreboding dread to wash over her.

“Once upon a time, there was a lovely pony and her filly.” On the first page was painted a blue and yellow pegasus. The filly was a likely shade of pink and light blue. They were both smiling, sitting together on a sofa and nuzzling.

The page turned. “One day the filly saw a lovely gem outside the window.” A drawing of an excited filly leaning over the couch adorned the book. Beyond the window was a sparkling sapphire gem, catching the sunlight just right to glow brightly.

“She asked her Mommy if she could go outside and get it, but her Mommy said no.” The filly was sitting on the couch pouting. Out of the corner of her eye, she was looking at the gem outside the window. Fluttershy also noticed this book seemed to have been hoof-made, with a great deal of detail.

“The filly didn’t listen to her mommy, and went outside anyway.” The joyous filly was drawn running across the lawn towards the sparkling gem. Her wings had fluttered open and there was no sign of any other ponies.

“But when she reached the gem, a Diamond Dog reached out and grabbed her.” A snarling brown dog had replaced the gem, wrapping two paws around the filly. As she screamed, she was being dragged down underground.

“Her mother looked all over town for her, but never found her. It made her mother very sad.” The last page of the book had a crying mare standing outside in the rain, looking for her lost filly.

Rarity continued rubbing her baby’s lower belly in small circles. Fluttershy was trembling slightly from the touch, but felt something else spreading inside her. She knew that Rarity had drugged her, but wasn’t sure with what. The sedatives weren’t fully wearing off, and warmth began spreading through her body.

“Oh, but my little Shy is a good filly, she wouldn’t try to run away.” Rarity leaned over and nuzzled Fluttershy. After a moment she planted a kiss on her forehead.

She tried to push Rarity away, though her weak efforts barely had any effect. Fluttershy was pinned under the unicorn, stuck staring at her wide smile. Sweat was beginning to run down Fluttershy’s face and her hair was beginning to feel damp. For some reason she felt hot, as if she had a fever.

When Fluttershy felt dampness in her cloth diaper she wondered if she had wet herself. Rarity wiped the tears off her cheeks and the sweat off her face. “It’s okay, Shy. Mommy can make you all better.”

Rarity got up and unfastened the cloth diaper, tossing it to the side. The aphrodisiacs she had put in the milk had plenty of time to work, causing Fluttershy’s marehood to glisten with small beads of moisture.

The air seemed much colder as it drifted across her nether lips, and Fluttershy did her best to roll over and close her legs.

“No need to be shy, I’ll clean you up.” Rarity shot her a smirk before leaning down and inhaling deeply. She exhaled a long breath over Fluttershy, causing her marehood to wink.

Fluttershy’s cheeks were rapidly turning crimson, embarrassed and aroused at the same time. She continued to try to get away from Rarity, but it seemed to only make her more enthusiastic. Something soft ran along her inner thigh and Fluttershy tried to scream, but they came out as muffled whimpers and squeaks.

Rarity had pinned her hind legs down now and was slowly tracing a path around the wide pussy lips before her. She expertly teased the folds apart, lapping up the liquid and basking in the intimate moment.

The continued probing proved too much for Fluttershy, who had never been with another pony. The way the slick warm tongue glided across her groin proved irresistible. Instead of struggling to be free, she began to push her hips forward. Her rational thought fled her as she felt something wonderful building, unlike anything she had ever done with her hoof in the shower before.

Fluttershy gasped through her nose, suckling on the pacifier, as Rarity spread her legs further apart. Her tongue began to probe deeper, and yet maddeningly slow. The small nub of her clitoris began to peak out as her muscles contracted, but Rarity made no move towards it yet. Instead, she seemed to be getting off on teasing her by putting her tongue just inside her muscular canal, then withdrawing when Fluttershy’ tightened her muscles.

The temperature in the room seemed a good thirty degrees higher to Fluttershy, who was sweating profusely. The warmth in her abdomen had spread to the tip of each hoof and she could no longer separate her growing orgasm from the sensation of being melted by a bright sun.

Rarity watched her friend melt under her hooves, and let her tongue push in towards the prize. The small pleasure button of Fluttershy had swollen up twice as large. Rarity wrapped her tongue around it, burying her muzzle into her groin. She began to suckle it like a pacifier, and felt Fluttershy tensing up beneath her.

As Fluttershy’s muscles spasmed she began to feel like her legs were rubber. Once the floodgates opened and her orgasm hit, she began to writhe around in ecstasy. Her body had taken on a mind of its own and the growing heat inside her was rapidly vanishing, cured by her release.

The room nearly blacked out as she bucked her hips forward. Fluttershy had never felt so amazing and helpless at the same time.

A few minutes later as she was riding down her post-orgasmic glow, Fluttershy felt somepony crawl next to her.

Rarity laid down on the bed next to Fluttershy and spoke softly into her ear. “Good baby, Mommy is very proud,” she cooed. Rarity ran a hoof through her hair as she positioned their bodies to cuddle. “I wish we had more time. Go to sleep now. You’ll wake up back in your cottage and won’t remember a thing.”

Fluttershy stretched and tried to yawn, only to recall the pacifier gluing her mouth shut. Tired and past the point of having the energy to resist, she instead closed her eyes and began to suckle the pacifier. A light blanket was levitated over the two ponies, and Fluttershy found herself drifting off to sleep.

Author's Notes:

Merry Christmas: Cola Bubblegum