“Fluttershy?”

Fluttershy looked up from her coffee mug to see Pinkie Pie standing at the entrance to the kitchen and smiled.

“Oh, um, hi Pinkie Pie. How are you?”

Pinkie narrowed her gaze. “I’m fine… how are you?”

Fluttershy looked back down to her coffee and blushed. “Umm, I’m okay, thank you for asking.”

Fluttershy chanced a quick glance back to Pinkie.

She was staring at her.

Fluttershy squeaked with embarrassment. “Are you going to… umm… have sex with me?”

She could see the gears turning in Pinkie’s mind.

“Yes,” she finally said.

“Oh… okay. Umm. Did you want to do it here, or–”

Fluttershy paused. “... What’s it?”

Pinkie sighed. “You were supposed to hide and stuff, Fluttershy.”

Fluttershy squeaked. “I’m sorry, I just… I got sleepy, so I thought I’d like some coffee, and then, I thought, if I came to the kitchen, you could catch and seduce me like you wanted, and–”

Pinkie frowned. “Okay, but the point is to catch and seduce you. If you just play along, it kind of defeats the purpose.”

Fluttershy looked back down to her coffee. “I’m sorry, Pinkie. I guess I’m not very good at this.”

She felt Pinkie’s hand on her shoulder and looked up to see her sitting down next to her. “It’s okay, Flutters. Don’t worry about it.”

Fluttershy smiled gently as she looked into Pinkie’s bright blue eyes. “Okay.”

Pinkie lowered her eyelids and started leaning forward. Fluttershy froze as she watched Pinkie’s lips drifting closer to her own, her own eyelids dragging downward by instinct.

The first brush of contact ignited Fluttershy’s lips with ignited a series of tiny electric sparks all throughout her face, firing down her spine and into–

Fluttershy giggled. That felt strange, but…

Pinkie’s tongue flicked across her lips, and Fluttershy opened her mouth instinctively to let it inside. Fluttershy could feel her breath speeding up, her heartbeat echoing louder in her ears, and her… her… thinger getting stiffer by the second. It was already rising up from between her legs, testing the structural integrity of her panties. The tension quickly became uncomfortable, prompting Fluttershy to subconciously open and close her legs, the rhythmic compression of her new appendage providing some minor relief.

Fluttershy quivered as she felt Pinkie’s hands running up along her thighs, her fingertips gently tickling her as they tracked closer and closer to…

Fluttershy squeaked in surprise at the sensation as Pinkie touched her member through the cloth with one finger, then two, then her whole hand. A moan escaped her lungs as Pinkie’s fingers slid underneath the fabric, pulling her panties down slowly until her penis popped out into the open air.

Fluttershy’s bosom heaved. Her breath left her. This was so exciting she couldn’t bear to think about it. Pinkie’s fingers gracefully stroked the skin, sending whirlwinds of bliss careening throughout her pelvis.

The effect was not terribly unlike that of a cockatrice’s petrifying glare; With Pinkie’s hands playing across her groin, she found every muscle in her body  utterly unable to do a single thing about it. She was paralyzed, simply melting further and further into Pinkie’s lips as more and more of her blood flow diverted away from her brain.

Pinkie finally broke the kiss as she took Fluttershy’s penis into both her hands, slowly lowering herself to her knees. Fluttershy chanced the tiniest of peeks to see what was going on, just in time to watch in rapt anticipation as Pinkie’s lips drew ever closer to her shaft. She held her breath, unable to look away, until–

“Ah~!” Fluttershy cried as Pinkie gave her a slight peck, millions of synapses firing too quickly to properly experience it all. Her breath devolved into a series of ragged wheezes as Pinkie gently drew her tongue along its length, the sticky trail of saliva’s cooling presence making sure that every individual twitch of muscle drew her mind inescapably into oblivion. Fluttershy bit her lip and moaned softly as Pinkie returned to the base and began her ascent again.

“That feels wonderful,” she whispered, unable to do anything else. And what else was there to do? Even if she’d wanted to, she knew she couldn’t escape this pleasure, and she definitely didn’t want to. At this point she simply had to sit back and wait for the inevitable.

Fluttershy shuddered as Pinkie opened her mouth and placed her lips – gently – around the head of her penis, letting them stroke across the flesh in tantalizingly slow motions. They were so soft, and so smooth, and every motion coaxed ever increasing amounts of magic towards the tip. She could feel it building up inside of her, begging – no, demanding – to be released.

“Pinkie,” Fluttershy whined, “you’re amazing.”

Pinkie kept right on, apparently too focused on her mission to respond. She took more of Fluttershy’s length into her mouth, sucking on it like a lollipop, the sensation enough to drive her entirely mad.

“Oh Pinkie, I’m gonna– I’m gonna– I’m–” Fluttershy peeled one eye open enough to look down, only to see a dejected looking Pinkie sitting back, a frown on her face. The throbbing pressure mounting in her penis cried out for attention, and Fluttershy’s hands found their way to it without so much as a conscious thought. “Umm… Pinkie? Is something wrong?”

Pinkie sighed. “I’m sorry, Flutters, this just isn’t doin’ it for me.”

Fluttershy felt her eye twitch. “What… what do you mean?”

Pinkie shrugged. “It’s just… this was too easy, yanno? I barely even had to do anything.”

“But… But, Pinkie, you… I…”

“No,” Pinkie shook her head as she stood up. “This isn’t gonna work.”

Fluttershy’s panting intensified. “What do you mean?”

“I’ll come back for you later, okay? Just… I dunno, try a little harder next time. Alright?”

Before Fluttershy could respond, Pinkie was gone.

“Shoot,” Fluttershy muttered. “And I was so close, too…”

Rainbow Dash locked the door, and the windows, and the closet door, and then the window again, just to be sure. She was dealing with Pinkie Pie, after all. No amount of care could be considered ‘too much’.

She wasn’t scared, though. No, she was just imagining how satisfying it would be when she finally got to wipe that smug grin off Applejack’s face, and the wide eyed look of terror she’d receive when the apple farmer found out she’d lost. That was going to be awesome.

So awesome that she couldn’t justify taking any chances. With that in mind, she checked the bedroom door one more time.

It was still locked.

Just as it should have been.

As smug and stupid as Applejack often was, though, Rainbow did have to admit she was right about one thing. Well, kind of right. As right as a dumb, arrogant apple farmer could be.

She shouldn’t have started working herself up before Pinkie’d even found her. If she did, she’d just be vulnerable to a surprise attack, and such a fate was unacceptable.

It was slightly problematic that her penis seemed to become agitated every time it brushed her leg, which it did a lot whenever she moved. Every bit of contact sent a new wave of shivers down her spine, and the temptation to do something about it was getting harder to resist each time.

But no. She wouldn’t let Applejack win. She couldn’t even bear to contemplate what such a fate would mean…

“Hey Rainbow, whatcha doin’?”

“Quiet Pinkie, I’m hidi– PINKIE!?” Rainbow jumped backwards as she spotted Pinkie lying on the bed, her eternal smile beaming back at her like nothing was even slightly out of the ordinary.

Pinkie giggled. “Wow Rainbow, is that a riding crop in your pocket, or are you just happy to see me?”

Rainbow’s cheeks burned as she pushed her penis down between her legs. “Shut up! Now get out of here! How did you even get in here in the first place? I locked all the doors and windows!”

Pinkie rolled her eyes. “I can’t believe you girls still ask questions like that.”

Rainbow scowled. “Fine, I don’t care. Just… Just go away, okay? I don’t wanna fuck you!”

Pinkie giggled again, drawing her wrist across her brow in a distraught manner. “Oh noooooooooo, Rainbow Dash doesn’t want to fuck me? Whatever shall I dooooooooo…”

“I’m serious!” Rainbow growled.

Pinkie shook her head. “Of course you are. Or, you think you are, I guess.” Pinkie sat up, her breasts wobbling back and forth in her tank top as she did. Rainbow averted her eyes, but not in time to avoid the image planting itself firmly in her mind. “But I’m not just gonna leave you alone. I’ve got a game to win, after all.”

Rainbow turned away from Pinkie and crossed her arms in front of her chest. “Yeah, well, you’re not gonna beat me.”

“It’s easy to say that when you’re not even looking at me,” Pinkie sang.

Rainbow furrowed her brow and took a deep breath. She would not let Pinkie get inside her head. “I’m not falling for it!”

“Not falling for what?” Pinkie asked, and even though she wasn’t looking, Rainbow could hear her eyelashes fluttering along with the question.

“For this!” Rainbow shouted, throwing her arms into the air. “All of this! I’m on to you, Pinkie. You’re not gonna trick me into losing!”

Pinkie gasped. “Trick you? Who said anything about tricking you? I don’t wanna trick you.”

Rainbow shook her head. “Seriously, you’re wasting your time! Go find Applejack or something. Or don’t! I don’t even care.”

For a moment things were silent. Rainbow contemplated sneaking a quick peek, just to see if she was alone now, but stopped herself. She couldn’t let her guard down, not even for a second.

“I understand, Rainbow. The easiest way to win is not to play, right?”

Rainbow ground her teeth. “I am playing.”

“I mean, I guess you’re technically playing, sure, but you’re not really playing,” Pinkie mused. “If you were, you’d be treating this like your stunt flying. Diving towards certain doom, defying death and fear, only to break away to safety at the last possible second…”

Rainbow pinched the bridge of her nose. “I know what you’re doing and it’s not going to work.”

“But I get it,” Pinkie continued, “really, I do. It would be awful hard to pull away from this, after all. Way harder than any stunt you’ve ever pulled, I’d bet.”

Rainbow scoffed. She would not fall for this. She would not fall for this. She would not fall for this.

“It’s alright. I’m sure Applejack will be up for more of a challenge.”

Rainbow’s eye twitched. “Yeah, I’m sure she will.”

“Yep. She sure is brave. And she’s got the resolve of, like, 40 ponies, all crammed into one. It’s not your fault that you don’t”

“I do too!” Rainbow shouted.

Pinkie giggled. “Whatever helps you sleep at night, Dashie.”

Rainbow growled softly. “I have plenty of resolve.”

“You don’t need to be the best at everything, Dashie. It’s okay to have some weaknesses.” Rainbow’s nostrils flared as she heard Pinkie walking across the room. “Yours just happens to be my tits.”

“IT IS NOT!” Rainbow shouted as she spun around, leveling her most devastating glare at Pinkie, who already had her hand on the doorknob.

Pinkie raised an eyebrow. “I don’t know what to tell you, Dashie, except that obviously it is. Unless you want to prove me wrong, somehow…”

Letting out a primal scream of rage, Rainbow grabbed Pinkie around the waist, tossed her on the bed, and then pulled her tank top up, over her breasts, revealing the massive, pink orbs. Wasting no time, Rainbow loomed over her and pressed her palms firmly against Pinkie’s nipples, digging her fingertips into the soft, yielding flesh. “See? This is easy! I’m totally… totally immune,” her yell devolved into a mutter as she flexed her palms, feeling every minute fluctuation against her skin, clouding her mind…

“Huh. I guess you’re right,” Pinkie said softly. “You could probably stop playing with them any time you wanted, huh?”

Rainbow panted. Her penis had gone from half mast to full on erection in a matter of seconds, the soft, supple yield of Pinkie’s breasts summoning dark, destructive thoughts to the forefront of her mind. “Yeah,” she wheezed, “any time I want, I can just… stop.” And she could. Absolutely she could. It didn’t matter that Pinkie’s tits felt like nirvana to the touch, or that her hard, pink nipples elicited shivers down her spine every time they scraped across her palm, or that her penis was so full of blood it felt like it was on fire… She was fine. She could stop. In fact, she was already stopping. Her knees had hit the bed, sure, but that didn’t mean anything. And her face wasn’t being pulled in closer to the massive pink orbs by the second, like some sort of tractor beam. That would have been ridiculous. She was just tired, was all, and didn’t want to support the weight of her head right now. If her face wound up resting against the side of Pinkie’s right tit, that just made sense. It was like a pillow, obviously. And if her lips happened to be kissing her areola, it was only because it was right there, and not kissing it would be like, awkward or something. And if her tongue happened to dart out and flick across her nipple, it was only because it felt really, really good.

Rainbow felt Pinkie’s hands on her hips, and let them slowly guide her pelvis down until she could feel her penis pressing up against Pinkie’s panties. Fireworks went off in her mind as she leaned into the contact, lightly rubbing up and down as she continued suckling on Pinkie’s nipple. She could practically smell the pheromones wafting off her tits… was that a thing? Did ponies have pheromones? If they did, could other ponies smell them? Rainbow wasn’t sure, but damn did it feel like it…

“Well,” Rainbow heard Pinkie’s voice as if it were miles away, “you’ve certainly convinced me, Dashie. I’ll leave you alone now.” Pinkie’s weight shifted to the side, and Rainbow immediately shifted her own to pin her back to the bed.

“Nod tho fathd,” Rainbow grunted. It was hard to talk with a nipple in her mouth, but she liked to think she managed okay.

Pinkie’s giggling reached Rainbow’s ears, and as much as she wanted to scold her for it, it was really important that she keep suckling her nipple right now. That would be the best way to teach her a lesson anyway, right? That made sense. Of course it did.

Rainbow felt Pinkie’s fingers stroking through her hair, and her whole body shuddered as she lost herself in the wealth of sensations flooding her mind. She could feel the cotton fabric of Pinkie’s panties growing wetter by the second, adding to the maddening tug and pull across her penis, building her excitement to uncontainable–

… Uncontainable–

Rainbow felt her breath hitch in her throat. All at once she felt the magic energy firing out of her body, spewing strands of sticky white liquid all over Pinkie’s thighs and Spike’s sheets. She pressed herself further into Pinkie’s crotch, savoring every last moment of the sensation, clenching the muscles as the last few drops slipped out, before deflating, her face landing square in the valley between Pinkie’s breasts, a tired, happy sigh escaping her lips..

Pinkie giggled. “Wow Rainbow, I knew you were the fastest mare alive, but you weren’t even inside me yet!”

Rainbow blinked. What… had she just lost!? “No!” Rainbow shouted as she sprang to her feet.

Pop!

Rainbow looked down, and saw her penis hit the floor.

“Don’t feel bad Dashie, it happens to everybody,” Pinkie chirped as she hopped off the bed, picking up Rainbow’s penis and licking the remaining white goo off the tip. “Mmm… Blueberry.”

Rainbow stared at the floor where her penis had fallen.

I... I lost…

Rainbow felt Pinkie give her a small peck on her cheek. “I’m sorry you didn’t get the full experience. If you want, after this is over, I’d be happy to make another muffin for you.”

Rainbow nodded, not really to answer the question, but just because it was the easiest way to acknowledge Pinkie had said something.

“Aaaaaanyway,” Pinkie lilted, “I’ve still got two more friends to fuck, so… I’ll catch up with you later, okay?”

Rainbow nodded again.

“Alrighty then, bye Dashie!”

Rainbow heard the door close and fell to her knees.

“AJ’s gonna put it in my bu-huh-huuuuuuuuuuuuuuutt!”

Next Chapter: Chapter Five:You Can't Escape The Pinkie Pie Estimated time remaining: 25 Minutes