"Fluttershy, darling! What brings you here?" Rarity asked.

The angry look on Fluttershy's face fell completely to confusion. She looked past me to see Rarity, then turned her face back on me. "I-I heard there was some new ponies in town, and Pinkie said she sent one here who wanted to help with odd-jobs. I figured if he was willing to sing for his supper, he could help me with a few little things."

Without a doubt she meant something by the emphasis she put on ponies and sing. Worry mounted as the bearer of the Element of Kindness pinned me with a gaze that brooked no argument. My heart raced, and nothing I could remember of my magic training seemed likely to work. Besides, I couldn't mind-warp Fluttershy!

"Oh, uh, of course. What'd you need doing?" I asked.

"Follow me and I'll show you." With that said, Fluttershy waved to Rarity and turned around.

The view, of course, was magnificent. Fluttershy was a mare who was built a dozen times more perfect than the supermodels that Rarity often employed to show her things off. As Fluttershy walked away, I felt the urge to run, but there was two problems with running away now: Fluttershy might know something and might raise an alarm, and the second problem was a very vocal part of me wanted to follow in case I had the chance of climbing her back again.

"You're a siren," Fluttershy said. Her tone was such it definitely wasn't a question. "What were you doing with Rarity?"

I was caught. All this time wandering Equestria and learning how to be the best little pony-feeding parasite there was and Fluttershy had been the pony to catch me. It was poetic. "You can probably guess," I said.

"No. No I can't. Everything I know about sirens says you should have devoured her to the point she was your thrall. You should be a bloated tick on whatever it is you feed off—"

"Adoration," I said.

"And you should be fighting to get away and never return." Fluttershy stopped on the secluded path to her home. "Which is why I'm giving you this chance. You don't need to over—overpower me. Just leave."

"How many sirens have you met?" I asked.

Fluttershy looked a little more uncertain, which was her normal self. She almost seemed to draw back from me and the conversation. "One. They weren't nice."

"And what did they feed on?"

"Lust." She blushed now. "I-I had to pay them to leave."

"I'm not going to leave, Fluttershy." I walked away from her, making my way further along the path toward her house. "Do you want to know why?"

"B-B-Because you want me to, um, pay you?" Fluttershy had to trot to catch up with me.

"I'm not going to leave, Fluttershy, because I can't. That other siren might have been alone, but I'm not." Her house was in sight now, and it was my target. "You know what I'd like?"

Fluttershy made a soft peep of fear. "M-m-me?"

"Some tea," I said.

"Oh!" Fluttershy ruffled her wings and trotted to get to her home first. "Come in." There was a slight waver to her voice that my time under Feather's tutelage told me she was still unconvinced.

The truth was it would be insane of me to attempt to actually harm Fluttershy. She had a friend who would erase me from existence if I so much as ruffled one of her feathers without her say so.

I followed her inside and was immediately surrounded by animals—angry animals.

"Now, calm down everyone. This is—" Fluttershy's wings spread in alarm.

"Sure Beat." I looked around at the animals arrayed against me. The most worrying was the bear—Harry. He stood about twice my height and had claws that looked like they meant business. He also had gray fur around his muzzle that didn't fool me in the least. "I promise I won't hurt anyone in here."

Fluttershy's eyes narrowed for a moment, but then she let out a sigh. "It's okay everyone. Please leave him be."

"What gave me away as a siren?" I asked.

"Your scent. Please take a seat." Fluttershy bustled into the kitchen. I remembered her as a much more frightened pony, but I guess saving the world a few dozen times makes everyday worries a little easier to face.

The answer surprised me. I watched her through the door as she started making a pot of tea. My view became blocked, however, by Harry. He lifted one huge forepaw up to his face and pointed at his own eyes, then at me, then he used one talon to slice across his throat in a gesture I understood.

"Sirens don't smell anything like a pony. I know other ponies can't smell the difference, but ever since the vampire fruit bat—but I can."Fluttershy's voice cut off sharply when she mentioned the incident with the bats and Twilight's magic. What else did she still have from then?

"What do we smell like?" I asked.

"Predators. You feed off ponies, Sure, and that leaves a mark."

"More parasite than predator, and if you ask me it seems more symbiotic," I said. "Do you know how a new siren is made?"

Fluttershy carried a tray of tea biscuits in and set them on the coffee table in the middle of her living room. "You still eat food?"

"I can." I reached out a hoof and picked up a biscuit that looked like it was filled with sugary cream. "As far as I know all sirens of my line can."

"What makes you say symbiosis?" The word seemed to fall easily from Fluttershy's lips. It wasn't hard to realize why given her chosen lot in life.

"I helped my master defeat two sirens in Vanhoover the first year I was with him. They almost turned me into their own clan, which wouldn't have been fun. They fed on the helplessness of the city." I nibbled carefully at one corner of the biscuit, the delicious flavor rolling over my tongue but doing nothing for my hunger.

"Your master?"

"Are we going to do this?" I waved one hoof at the tea biscuits and then between us. "Grilling each other for information, I mean. Feather Bangs does it much better. I could get him if you like?"

"Feather Bangs is your—" Fluttershy's eyes widened while her pupils shrank. "What did you do to Big Mac?"

It was the last question I expected to be asked, but under the circumstances I should have expected it. I didn't know how to respond at first, but the words slowly came. "McIntosh Apple wasn't a very fulfilled pony. We all met him, but our group didn't harm him in any way."

"I don't know if I can trust you."

"If I tell you exactly what happened to McIntosh Apple, will you promise you won't tell your friends about us?"

She sat there in thought a moment before the kettle's whistle sounded. Fluttershy spun around and headed back into the kitchen. I only had to wait a few moments before she returned with a tea set. "If I find out you've hurt anypony, I'll tell Twilight."

"Feather Bangs turned McIntosh into a siren." I did the duty of pouring tea while I waited for Fluttershy's shock to wear off. "A siren isn't born, they're made. If a pony—or another creature, I guess—accepts their fate and allows siren magic into them, they will start down the path to becoming one. McIntosh Apple followed that trail willingly."

Lifting my cup with a hoof, I took a sip from the tea.

"Where is he?" Fluttershy asked.

"The truth?" I asked. When she nodded, I relaxed my magic and uncovered myself.

Red and white fur intermingled in blotches over my body. I had fins at my neck, and the gemstone embedded in my chest throbbed with soft yellow light. I stretched, smaller than I had been, but bigger than the pony form I disguised as.

"Hello, little butterfly," I said. It was the nickname I'd called her years before.

This time her eyes widened, and she stared at me with pure shock. I didn't need my siren senses to tell me she was adrift on a sea of emotional strife. It took her several minutes to come up with a reply. "Why?"

"Haven't you ever wanted something so much it hurt not having it?"

She just kept looking at me.

"All the times when I was given the slightest chance to dress up, I did. I'm sure Applejack knew, she kept making dares where I'd have to wear mare's clothes. She must have thought I was such a big klutz.

"But now I'm free. Do you know what I just did? I had Rarity—the Rarity—dress me up in the finest fashion. She needed a model, and I was perfect for it. I couldn't have done that when I was a huge oaf. Now I'm just how I always imagi—"

"No you're not!" Fluttershy's emphatic words surprised me.

I closed my mouth and raised an eyebrow.

"You're being used by, by them. You were McIntosh, the sweetest guy I knew and my first big crush, not some monster."

"You had a crush on me?" I asked.

Fluttershy's snout scrunched up a little and she nodded slowly.

"You liked the old me for my body? You just wanted the big stallion?" My question got a shake of her head this time. "Me either. I'm the pony McIntosh always wanted to be. I'm still me, but I'm the me I made."

When she didn't reply, I took another sip of the tea. The taste of it reminded me of tasting other things—namely the mare before me—and lazy days spent learning and fornicating with her.

"Surely there's something you wish would be a little different?" I asked.

"No." Her answer was too quick, and combined the the chaotic swirl of her emotions I knew it was a lie.

"I'm not as good as Applejack at sniffing a lie, but that one was too obvious. What is the harm in telling me? Even if I told someone, you could claim it was a lie since I'm a monster."

Fluttershy hid her snout behind her teacup. The softest of whispers came out but was stolen from the air before it could get past the china.

I pretended I heard nothing.

"B-bigger. Stronger. I wish I could defend my friends better." She drank about half her tea in a quick gulp. It might not be the fiery substance Applejack was named for, but it seemed to be having the same lubricating effect on Fluttershy's tongue. "W-We got stuck in an enchanted comic book. I was—I was just my meek self until I got angry. I grew huge and strong and I protected my friends from bad ponies."

"I remember that time. Applejack came home and spent a whole week shirking her chores to practice with her lasso. I covered for her, o'course, and she finally confessed why she was so worked up about it." More tea for me this time, and I had to admit that it really was good for keeping a tongue moving. "A big strong pony? A pony like I was?" My question elicited a timid nod. "Almost reminds me of the time with the poison joke. You had a voice deeper than mine was."

Bingo. Direct hit. Fluttershy blushed and nodded.

"Why don't we go for a walk?" I asked.

When Fluttershy looked into her cup, probably to protest, she saw that it was empty now. I'd noticed her sipping while I'd spoken and the last few sips hadn't yielded any tea at all. "W-W-W—" She took a deep breath. "Okay."

I finished my own tea, stood up, and stretched.

"You're a pegasus now?" Fluttershy asked.

Nodding, I stretched my wings out into an arc above my back and gave Fluttershy an appraising look. "And loving it."

A flicker of desire crossed her face an emotions but was quickly hidden again. "Where are we going to walk to?"

The spot I knew of hopefully was still there. Apple Bloom had showed me the stand of poison joke a lifetime ago, and had warned me to keep clear of it. "Just into the forest a little. Stay close, you'll be safe beside me."

"A-Actually, you'll be safe beside me." Fluttershy surprised me by walking quickly for her front door and then she slipped outside.

Confidence being a sexy thing, I gave chase if just to be able to watch her walk, and walk she did. Fluttershy was a lithe mare, and I liked nothing than to see fit ponies move.

Sadly, my show was over quickly and I had to catch up and walk at her side. "It's not far," I said, and picked up the pace into a trot.

And it wasn't far at all. We'd barely entered the Everfree Forest and I took a turn down a rarely used path (that looked even less used than when I'd been shown it). A sharp intake of breath from Fluttershy told me all I needed to know—she knew exactly where we were going.

Despite her trepidation, Fluttershy kept pace with me until we rounded a corner and beheld blue. The shade of the trees above showed off the slight luminescence of the poison joke well, giving it a ghostly—ethereal beauty. A beauty that no creature who knew of it would willingly subject themselves to. But Fluttershy had already done it once—knowingly—and that was why this was so obvious.

"You sang for the Pony Tones," I said.

"Y-Yes."

"You sang bass."

"Yes." Her voice was less hesitant, but softer.

Time to roll the dice. "It made you feel bigger." If I just used my siren powers I could twist her mind into believing whatever I wanted for the day. The point of what I was doing was not to make her, but show her.

"I—"

I waited for her to continue.

"It did. I felt as big as you! I was saving the animals, the foals, and—and I was big."

"Then walk." My senses told me that this place was dangerous, but also full of potential for change. Siren magic had a measure of that kind of change to it, and it was that I leaned on. The same magic that let me change shape, that let me be who I was now, poured out of me.

I didn't send it directly at Fluttershy, but rather at the poison joke she was walking toward—and she was walking.

The plants flared bright blue, illuminating the area in their light. Either this would work and something truly magical would happen, or this was all going to Tartarus and I'd have to help her get to Zecora's hut.

Poison joke normally took a day to kick in, but this stuff seemed to wrestle and move Fluttershy while I watched. No sooner had her hoof brushed the first blue flower than it seemed to swell.

I heard Fluttershy's breath catch in her throat, then I watched her jump forward into the middle of the radiant poison joke. The swelling spread up her remaining legs all at once. It reached her shoulders and hips and lifted her torso upward. "Oh my!"

The changes poured through Fluttershy's belly, butt, barrel, and chest. She grew. Still not quite the size I'd been, she nonetheless shook her head as the change took it and caused her features to fill out and her jaw to square off a little.

When Fluttershy spread her wings, they were no longer the petite limbs that she rarely used. Fluttershy's wingspan would have rivaled even Princess Celestia's (not that I wanted to have anything to do with her right now).

"Fluttershy?" I asked.

She turned her head back and looked at me, begging for approval in every aspect of her features. Defenseless, a single course word would shatter her heart right now.

"You look amazing," I said.

"Really?" Her voice was deep—as deep as mine wasn't anymore. She looked down at herself and I could see the smile that pulled at her lips. "I feel strong."

"You look strong. I'd walk over and look a bit closer but you're in the craziest patch of poison joke I've ever seen."

She turned to look at me, then looked down and exclaimed. "Oh!" Gone was the soft voice of a mare who had spoken up maybe once or twice in her life. She walked out from among the flowers with a stride that was wrong for her. She tried dainty steps when big hooves and bigger legs demanded surer movement.

"Push forward. Lean into the direction you're moving. Lift your hooves and put them down like a pony who has something to protect." My words caused her to look up and stare into my eyes. "Come on!"

Her eyes widened, then hardened. Fluttershy nodded and did as I suggested. Then she fell over.

"Get back up. You're the tough one. The big pony other ponies depend on. You have to get up!"

She got back up and pushed on. Practically stomping her way across the clearing, Fluttershy stopped a ponylength from me and stared down at me. "Y-You're so small."

"And you're so big. A pony ponies depend on. Come on, let's go for a run." I turned and had to jump forward quickly—Fluttershy was already galloping.

I knew that feeling. From experience I knew how it felt to be how you wanted to be. Her gallop was like my swimming, and I watched Fluttershy—a grown mare—gambol and laugh like a filly. She tossed her head and bounced about. She tripped and jumped back up. She loved life anew.

Galloping to catch up with her, I rushed past Fluttershy and spread my wings. Flying was different from walking in many key ways, not the least of which was that if you suddenly stop, it hurts.

I'd been practicing my flying since my wings had grown in, and had all the grace and style of a teenager, but for all her size, Fluttershy fly by me as one born to the air.

Her grace was amazing, and each flap of her powerful wings made the turbulence in the air around me increase. She spiraled up and I had to revise my appraisal of Fluttershy. His grace was amazing.

No sooner was I noting he was male than I pictured the big stallion Fluttershy was at the moment atop me. Should I? It wasn't like Fluttershy and me hadn't had fun before. Would I? That question was long since decided. When I'd agreed to join with Feather Bangs and put my future beside his, I'd made the decision to always answer yes.

A tiny voice inside my head reminded me about Pumpkin Cake and the morals that still seemed inconveniently around.

Fluttershy wasn't a filly and I'd never known her as a filly. She was an adult, and she could say no to me if she wished—he wished. I licked my lips in anticipation of letting Fluttershy express himself in more sexy ways.

Gliding, we soared over the trees of the Everfree Forest and back to Fluttershy's little house. I landed first just so I could feel the heavy thump beside me of Fluttershy bringing his hooves down. The siren inside me stirred—hungry.

"This is amazing!" Fluttershy quickly covered his mouth with his wings. "I-I-I—"

"Shout it out. Don't hold back. You have ponies and creatures to protect, and they need to know there's somepony big enough to protect them here." I walked up to Fluttershy's side and had to rear up just to reach his ear with my lips. "Roar, Fluttershy."

"I'm going to protect you!" Fluttershy's deep voice rang out. Dozens of animals poked their heads out here and there, a sign that while he sounded ferocious, he was still perfectly understood by animals.

Fluttershy looked around at the excited faces of the animals and I watched him bubble with excitement. When all the animals rushed up and started climbing all over him, I was treated to the sight of a pony experiencing their special talent in an entirely new way.

I left him to his frolicking and headed inside. My first order of business was to wash the tea set and start the kettle boiling again. As I worked, I found myself shifting and moving to music in my head. I hadn't fed off Fluttershy, and I wasn't sure I even planned to, but I felt good about myself.

"I HAVE A PENIS!"

The deep words were in the closest thing to a shrill vocal register that Fluttershy now possessed. I turned around and raised an eyebrow. "Really?"

"I need to go back and fix this and we need to find Zecora and get the antidote and—"

"Fluttershy!" When he kept hyperventilating, I shouted his name again. "Fluttershy! Slow down. The best bit about all this is that no matter who finds out or what they think, you can blame everything on the poison joke."

Surprise wiped away the panic on Fluttershy's face. "Blame the—But—" He paused a moment, likely preferring to stop further arguments before they reached his lips. "Just the poison joke? But why would I have gone into it?"

"Blame me. I don't mind. Sweet talking traveling performer talked you into walking into the poison joke because he wanted to hear your beautiful, deep voice. Whammy! Next thing you know you're huge and—male." I used a hand towel to lift the kettle from the stove and fill the fresh teapot up.

"All your fault and the poison joke?" Fluttershy blinked a few times, then his nose worked at the smell of tea filling her house. "Is that the jasmine tea?"

"It is. I know it soothes your nerves. Sit down and I'll bring it out."

Fluttershy nodded slowly, turned around, and headed to the couch. That I would get a better look at him while he was sitting up on the couch had nothing to do with my suggestion. Nothing. Zip. Nada.

Well, maybe a bit.

Brewing tea and preparing a little plate of snacks from those Fluttershy kept for just such situations reminded me of the days we'd shared. They'd been fun, happy days, but they were definitely enhanced by rose colored glasses. They'd been wonderful days, but then almost every day since joining Feather Bangs had been wonderful. I didn't regret the change.

When I carried the tea tray out to her living room, I spotted Fluttershy preening his wings. I set the tray down and looked at him. "I could help with that, if you'd like?"

His head shot up and the offending wing snapped to his side. Fluttershy seemed nervous and worried.

I carefully poured two cups of tea, added a little honey to both, and presented Fluttershy with his cup. "Why are you nervous?"

Taking the cup, Fluttershy sipped at the tea and let out a more relaxed sigh. "Why am I nervous? Oh, let me think…" The tone of his voice made almost every sarcastic word from Fluttershy's mouth a pleasure to hear. He let out a sigh. "I'm sorry. Here you are trying to help me get in touch with a different side of myself, and I'm being all uptight about it."

"You think I got used to this"—I gestured at myself with a wing—"without any fuss at all? How many times do you think I cursed Feather for giving me these wings when practicing to fly?"

Fluttershy gave the most amazingly deep girly giggle. "I remember Twilight learning to fly from Rainbow Dash. I think she almost said a lot of naughty things."

I sipped my tea and reached for a treat. With Fluttershy in a talkative mood, I wasn't going to prod him just to see where he was going with it. My eyes traced his form. Fluttershy was bigger than the average stallion—just like she was bigger than the average mare—but it was all leanness.

"We used to do naughty things." Fluttershy lifted a hoof to quickly cover his mouth, but the words were already out. He sighed again, and when he moved his hoof there was a slight smile on his lips. "It's confusing. Shouldn't I like mares now?"

"Did you like mares before?"

He looked thoughtful for a moment then sipped some more tea. "I like them as friends, but I've never had more thoughts about them." Now Fluttershy blushed. "But stallions"—more blushing—"I definitely like."

I hadn't spent this many years under Feather's tutelage and not learned how to sit in ways that show my body off. Shifting my hips, I turned only slightly, but I knew that Fluttershy could see along the curve of my belly right up to the start of my sheath. As I'd looked over him a moment ago, I watched his eyes roam over me and dip to my belly. I shifted just a little—just enough to let him see the start of my sheath.

Fluttershy's eyes were locked on my belly like a predator stalking prey. Looking back at him, I pictured Fluttershy in the throws of passion and felt the tip of my shaft poke free.

He looked hungry. I continued to focus on adorable little fantasies, putting on a show for Fluttershy. It took me a few minutes to reach full mast, and I couldn't tell if Fluttershy had blinked once during it.

"Fluttershy?" I asked.

"Mmm?" He didn't turn his attention away from my exposed shaft.

"Fluttershy?"

Something in his head must have told him something was wrong and he needed to pay attention. Fluttershy's head jerked up to look at me. "W-What happened? Did you use your siren magic on me?" He sounded defensive, but I noticed he wasn't jumping up to make a run for it.

"Is that what they call putting on a show now?" I wasn't aware that Fluttershy could blush harder, but when I raised an eyebrow he did just that. "I promise not to use any siren magic on you without your permission."

"W-W-What's it like?"

"Siren magic? I try to avoid using it except to see what ponies want, and even then it's just easier to put them in a situation where they can tell me. Lots of ponies like to tell me—"

"No. I mean…" He nibbled his lower lip. "We never had a-a-anal sex."

"Awkward. A little odd the first few times. When you get used to it, and when you prepare for it, it's amazing." Thousands of times spent under a stallion or in a pony flickered before my mind's eye. Every single time was something special and amazing. "Would you like to try?"

"No magic?"

"I promised, Fluttershy. You need it to be a Pinkie Promise?" When she nodded, I continued. "Cross my heart and hope to fly, stick a cupcake in my eye." I did the motions perfectly—anypony who'd lived in Ponyville for more than a few months knew the importance of Pinkie Promises. "Happy?"

Still blushing up a storm, Fluttershy nodded his head. "W-What do I do?"

"What do you want to do?" I asked him.

His eyes drifted down to my belly again. "I-I-I w-want to—if it's not too much—I want to taste you, first."

"Bedroom or forest?"

The question held significance for us. When we'd been casually seeing each other, Fluttershy had stuck mostly to her bedroom for anything naughty. There had been a few times, however, where she wanted to do wild things (wild for two small-town ponies usually just involved rough sex), and for that she wanted to feel like an animal.

"B-Bedroom." He practically jumped to his hooves, and I could see there was a burn of excitement in Fluttershy's eyes.

Taking one last little cookie from the tray, I gulped down my tea and popped the snack in my mouth. "You're an amazing pony, Fluttershy." I rolled off the couch and to my hooves as elegantly as I could—I promised no magic, but I could still perform. Practically strutting, I walked with the slightest of sway to my hips so that Fluttershy, behind me, could see my shaft swaying.

When I reached the top of the stairs I turned my head to see if I had him. Fluttershy was looking at my back end alright, but not as far down as my shaft. "I'm going to suck you dry, you know."

For a moment the old Fluttershy was there—he looked uncertain. A moment later, however, and the Fluttershy that confronted a siren alone was looking back at me. "You bet you will."

I knew my way just fine. It had been a few years since we'd shared intimate time, but the times we had spent were some of my fondest memories before I met Feather. Inside his room was much the same as I remembered it.

Before climbing onto the bed I arched my back and stretched. My belly almost touched the floor I got so much of an arch in my spine, and I flicked my tail up to ensure Fluttershy had the best possible view I could give him.

When I looked back over my shoulder I saw Fluttershy staring at me, his shaft hard and exposed. "Do you want to have an entree before tasting?"

A shiver ran from the tip of Fluttershy's nose all the way to his tail. Indecision and desire were written in huge letters across his face, but he didn't say anything.

"Fluttershy, do whatever you wa—"

I didn't get to finish. Fluttershy marched forward stuck his nose under my tail.

The feel of his long inhale of breath from my muskiest place, the cool air flowing toward his nostrils, made me shiver in anticipation. His exhale made me start to tremble. I straightened myself—his nose moving with me to keep under my tail—to better offer him my body to do with whatever he willed.

The Pinkie Promise Fluttershy had wrung from me didn't matter in the slightest if I never needed to use magic. When his tongue touched my perineum, I let out a groan of arousal.

Each stroke of Fluttershy's tongue was more bold than the last. When he passed over my anus, I let out another happy moan.

"You want to ride my back?" I asked.

His tongue left my rump. "Yeah." The deep voice did wonderful things in my ears. Knowing it was Fluttershy behind it only made it better. "I want you."

I turned around and stepped past his surprised face. "Then I need to get you a little more ready." Dipping my head down, I crouched low and kissed my prize.

A visible shiver ran through the length of Fluttershy's shaft and a little whimper left his mouth.

"You need to be wet, unless you're willing to get a lot more acquainted with my ass than than I think you were planning." I kissed the end of him again and pushed forward. With Fluttershy's penis filling my mouth, I worked my tongue around to build up as much saliva as I could—that it teased wonderful sounds from him in the process was a bonus.

Fluttershy pushed me onto the bed. Though he was the bigger stallion, I could have resisted with my siren strength—but of course I didn't. He didn't stop until I was on my back, and then his own lips found my shaft.

As a mare, Fluttershy had known the ins and outs of oral sex. He took just the tip of me in his mouth and started slathering my flare with his tongue.

It wasn't so far of a stretch to catch his shaft again, and soon I managed to shift enough to capture him in the embrace of my mouth.

The room came alive with happy and muffled moans. Despite the offer of my rump, Fluttershy's mind seemed to have been decided on the prize he'd first stated.

Every stallion was unique, and Fluttershy was no different. There was a dimple under his flare that, whenever I ran my tongue over it, made him tremble in interesting ways. Much as I could have spent hours playing with just that one part of him, doing so would be an injustice to the rest of his length.

His hips bucked, and Fluttershy forced himself into my waiting mouth.

I reached up and grasped his rump to stop his thrusting going any deeper, and more carefully started to suck and pleasure the rod of flesh in my mouth. His medial ring was just ahead of my lips, but I had more to explore before I got to that.

Working my tongue along what lay in my mouth, I mapped each vein that ran along him. There was a few, and like every stallion I'd ever met they were a different pattern. Mentally, I cataloged the male lovers I could remember. Stereo, Glamour, and Smooth were the three I knew best. Either one of my brothers could put himself into my mouth and I'd identify him by touch alone.

Fluttershy, meanwhile, was suckling and nuzzling at my own shaft. I wanted to look down and coo to him my appreciation, but it wasn't polite to speak with your mouth full.

Powerful hips slipped from my grip and Fluttershy's medial ring shoved past my lips. I relaxed the muscles of my throat to let him go so far that his sheath bumped my lips. Fluttershy wasn't a small stallion and his penis was no exception. My mouth was full, my cheeks puffed a little, and the start of my throat was swollen around his flare.

I figured since he wanted to go this far he could just do what he wanted—I let go of his hips.

To my surprise, Fluttershy rolled atop me. I hadn't expected him to be quite this active his first time, but I wasn't going to complain—it wasn't like he could harm me. Yellow hips began to pump his shaft in and out. I relaxed my mouth as much as I could to keep my teeth away from him. Watching his balls swing back and forth, I let the former mare fuck my mouth for all he was worth.

It wasn't a hard decision to surrender my control of the situation to him, Fluttershy's mouth around my shaft made a very persuasive argument. Moaning into the driving thrusts, I let Fluttershy do what he wanted.

The payoff came when his talented mouth coaxed me toward climax just as he began speeding up. Perfect moments of mutual orgasmic bliss normally took a little magic to pull off, but for his first time I had to agree that Fluttershy was a talented amateur.

When fast, sharp thrusts caused my lips to engage his sheath with a willing brace of kisses, I felt myself start to unravel. When his heat poured into me, I felt myself unload into him.

Author's Notes:

So I do this "Ask X" thing. X can be any pony within the story. You can ask them anything and they will definitely, hopefully reply. Keep the questions appropriate to the age-rating of the stories, and they will answer the best question in the author notes of the next chapter. The more votes a comment has the more likely I will get it to the right pony to answer. Try to keep it to one question per post! They will pick one question per chapter.

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Please use your FimFic name as an alias. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
A.P.O.N.I.
Boulder
Canary in the Coal Mine
Daremo
Dio-Drogynous
KFS Crimson
Lazyreader19
Nils
Sirion123

And special thanks to the following, for careful eyes and friendly words:
Lab