Fluttershy and Luna.

Thanks to Slathbog for the request!

This chapter will contain non-human pony clop.

Categories: Fluttershy, Luna, Night, Lesbian, Passionate

Warnings: None. Maybe some feels.

---------

“Fluttershy’s Lullaby”

~-~-~-~

Luna’s horn glowed with a dark aura of energy, gripping the stars in the heavens and pushing them into place. When the glow died away, the constellation was in place, and the night was complete. She shivered slightly, drawing her scarf a little higher around her neck. Silently, she cursed the winter months… The nights were longer, which meant she had more time to be completely and utterly bored. Celestia slumbered peacefully up until half-past-six, while she had to work for upwards of twelve hours a night.

And to top it all off, she was freezing. “Curse you, sister.” Luna mumbled, shuffling her hooves through the snow. As it stood, she was patrolling the border of the Everfree forest that evening, making sure the creatures of the wild wood stayed where they belonged, and weren’t set loose to scare the citizens of nearby Ponyville. Sadly, the night had just begun, and Luna had a very long time left to walk or fly aimlessly along the line of dark trees. It was shortly after eight. In Canterlot, at home, ponies would still be awake, partying or talking, visiting on official business with her, or generally just being up and about. In Ponyville, it seemed, everypony was either a farmer or an early-riser. A stray window in town burned here or there, particularly in the tree house her sister’s student called home, but many ponies were already asleep.

Sighing yet again, Luna shuffled through the snow, peering into the dark forest now and then. Every once in a while, she would spot twin orbs glowing as they looked back at her, but whatever denizen of the forest it was would slip away, leaving the border for the safety of deeper trees. She passed two whole hours aimlessly walking up and down the border, and not once did she see even one creature out of line.

“Bo-ring.” She grumbled, returning to the point of origin. Nothing left to do now… She had delegated the entire night to patrolling the border. She was done within two hours. It was ten, and all but one light was out in Ponyville. No chance of a late-night cup of coffee to warm her up. Perhaps Twilight might have some cocoa… Luna shuffled her wings, stretching the tight tendons as she prepared to take off… But something caught her eye. “Hmm?”

It was a pegasus. Yellow, creamy coat and pink hair… She carried two well-worn saddlebags on her back, and wore a simple white scarf against the cold. She walked slowly towards the edge of the forest. Luna was a good ways away, blinking at the bold pegasus that was striding right for one of the most dangerous places in Equestria. When it seemed the yellow pegasi was about to enter the treeline, though, she turned right and followed the edge, her eyes fixed on the snowy ground. Luna followed at a distance, staying among the shadows. She knew she was spying, and she should likely make her presence known, but this pegasus intrigued her… Firstly, she wasn’t flying. As almost every other pegasus should be doing in this particular situation. What’s more, her gaze was fixed intently on the ground, and not on the open, dark, cloudless sky… Luna knew this would be a perfect night for a midnight flight, but her target of interest didn’t appear even remotely interested in the sky.

“Aah. There you are.” The pegasus’ tiny voice was almost inaudible. It was only thanks to the complete lack of any sound, even a soft breeze through the trees, that Luna heard it at all. She watched as the yellow pegasus brushed some snow aside and plucked a smothered flower from the bed of snow.

Oh, I see… She’s picking Hoofbiscus flowers… Smiling, Luna followed after quietly, content to watch the pegasi go about her task. This close to the edge of the forest, she was in danger, but with Luna around, nothing would bother her. She was content to pick her flowers in peace, still oblivious to the lunar princess following her. Luna slowly gained ground, taking the time to look at the pegasus closer. Her mark was that of three butterflies grouped close together. Luna blinked.

That’s Fluttershy. She’s the element of Kindness. She’s a friend to Twilight’s. I remember now, Twilight sought her help at Nightmare Night last year. It’d be rude to not introduce myself now. Luna slowly stepped closer, clearing her throat. She spoke as quietly as possible, remembering this particular mare was rather shy and easily frightened.

“Excuse me…?”

“Aah!” Fluttershy gasped and leapt into the air, her hooves flailing helplessly before she collapsed, covering her head with her forelegs.

“Ooh! I’m sorry!” Luna gasped, trotting to reach the quivering mare. “I didn’t mean to frighten you!”

“You wouldn’t like me! I’m really stringy!” Fluttershy squeaked, afraid to even peek out.

“Stringy?”

“I’m sorry, monster! I’m not a good meal!” Luna blinked. “Please, don’t eat me! I’m… I’m not feeling well! You might get sick!” Her complaints were barely audible, her entire body quivering on the ground. Luna blinked twice.

“Eer…”

“So, please. You can leave me here now! I won’t be very good to eat!”

“I’m… Not going to eat you.” Luna said, feeling very confused. Fluttershy managed a shy peek at her, still shaking.

“Pr-princess…?”

“Yes… You’re Fluttershy, are you not?”

“Ooh! Goodness!” Fluttershy slowly rose to her hooves, giving a sheepish smile as her bangs covered her face. “I-I’m sorry. This late at night, so close to the forest, I thought you were-“ She said something, and Luna was certain it was ‘a monster.’ But the poor pegasus could hardly speak louder than a whisper.

“I assure you,” Luna chuckled. “I was not searching for a meal. Though I noticed you picking hoofbiscus… Are you?”

“Oh, uum… Y-yes,” Fluttershy muttered. Luna saw that, in her panic, she had spilled a fair amount of the dark purple flowers into the snow. Gently, Luna gripped them with magic and hovered them back into her bag.

“Hoofbiscus only blooms at night. That would explain why you’re still awake, even at this odd hour.”

“The first snow of the year is usually the… The last time you can pick them… I thought I could stock up.” Fluttershy muttered, still afraid to look anywhere but at Luna. The princess shut Fluttershy’s saddlebag with a smile, though she barely heard the meek ‘thank you,’ Fluttershy muttered.

“You’re correct. You know an awful lot about plants…”

“I know more about… A-animals…” Fluttershy whimpered. “I… Take care of them, mostly. These are for my bunny, Angel.”

“Oh. I see. Would you… Like some assistance?” Luna asked. Something, anything was better than walking the edge of the forest for the next eight hours alone.

“That would be lovely,” Fluttershy whimpered, but she looked further down. “But I’m dirty…” She was, indeed, wet from collapsing into the snow, and at the border of the trees, some of it had melted away into the dirt, making mud. The poor pegasus’ coat was matted with water and clumps of dirt.

“Oh no! Do you have a home nearby? If you want to wash, I’d understand.”

“B-but… I can’t ask you to just… Sit there… While I’m inside-“

“Trust me, Fluttershy.” Luna shivered in the chill air. “I’d be happy just standing inside somewhere warm.” Fluttershy’s smile was genuine as she nodded.

“O-okay, then… But be very quiet… My animal friends are asleep…” Luna nodded gently, smiling at the yellow pegasus. “It isn’t very far… Can you fly?”

“Natrually.” Luna spread her wings. In fact, she was certain she could out-distance this pegasus a hundred times over. And when Fluttershy took off into the night sky, that assumption became almost painfully clear. Fluttershy pushed herself, both out of respect for the princess and the urgency to get home and get clean, but Luna had to flap once every few seconds to keep pace with her. This wasn’t flying as much as it was gliding. Still, they approached a dark cabin against a tree, which Luna hadn’t noticed on her previous pass… She wondered why, since Twilight had taken her here before…

“C-come in, please…” Fluttershy whispered. Luna stepped inside the door, sighing gently as the warmth washed over her. A single lantern came to life, lighting the warm interior of Fluttershy’s home gently. They had already passed all the pens and cages outside, but in here, there were still baskets with slumbering kittens and puppies, squirrels and bunnies and other woodland creatures. Fluttershy was quite obviously the caretaker of each one of them… Luna stood by, watching all of the creatures slumber peacefully, even as Fluttershy entered the kitchen to start up some tea. Or maybe some cocoa…

“I’ll be upstairs,” Fluttershy whispered again as she deposited her saddlebags back at the door, draping her white scarf over a peg in the wall. “Make yourself comfortable, but please listen for the water… It’d be bad if the whistle woke them up…” Luna nodded with a warm smile as Fluttershy ascended the nearby steps. From upstairs, the quiet sound of running water sounded, hardly louder than the pegasus herself. As Luna looked around, she was careful not to make any sounds…

Fluttershy’s home wasn’t filled with much furniture, a couch here, a loveseat there… But what it lacked in furniture, it made up for in décor. A thick rug padded her hoof falls, and a multitude of pictures and artwork lined the walls, along with a softly-ticking clock, a wood chime, and some other ornaments. The house had a very lived-in feel. Fluttershy must spend a lot of her time here, taking care of her animals, cooking, cleaning, generally just living… And all of it so close to the forest.

Maybe Fluttershy was more bold than Luna, or anypony for that matter, gave her credit for… When the water stopped flowing upstairs, Luna pulled the water off of the burner, noting two mugs and a tin of cocoa sitting out. Apparently, Fluttershy meant to share it with her. Smiling, Luna prepared two mugs, and when Fluttershy quietly came down the stairs, Luna hovered her cup over to her. She opened her mouth to speak, but Fluttershy raised a hoof to her own lips, nodding at a nearby family of mice sleeping peacefully in a small, padded basket. Fluttershy then nodded towards the stairs, inviting Luna up.

She followed happily, sipping at the hot beverage and feeling it’s warm radiate through her. Upstairs, there were four doors. All but one of them were open, revealing what lay inside. One of them led to the restroom, still fresh with steam from Fluttershy’s shower, and the other two led into what Luna would guess were guest bedrooms. Fluttershy nudged open the door to the last one, and Luna saw it was her own bedroom. A simple bed with a checkered spread sat against the wall, and two other chairs filled the remainder of the space.

“We can talk here,” Fluttershy muttered quietly. “No fear of waking the animals…”

“You’re awfully kind for accepting all of them into your home, Fluttershy.” Luna said quietly.

“Th-thank you… I really just want to help them… Animals in Equestria aren’t like anywhere else… They need more help being fed and cared for, it seems… But they’re so nice in return, and they let you pet them and cuddle… I feel so happy helping them.” Fluttershy blushed, sipping at her own mug for a moment. “I’m sorry, you must think me foalish.”

“Hardly, Fluttershy!” Luna drew her brow down. “It speaks volumes about your character. I see now why you’re the element of kindness… Be it your friends or helpless animals, you’re willing and eager to help them out. I wish we had more ponies like you in Canterlot… It seems the gardens there are filled with shy and bashful animals… They might be more friendly if they had a beautiful mare such as yourself there to look after them.”

“Y… you think I’m beautiful?” Fluttershy whimpered. Luna flustered. She had let the word slip her tongue… But, at a second glance, Fluttershy certainly had an allure about her. Luna gently reached a hoof out, drawing Fluttershy’s gaze up into her own.

“I think so. Any mare or stallion would be happy to call you their own.”

“Ooh… My.” Fluttershy’s smile couldn’t be hidden. She looked up at Luna with the most beautiful expression, her wide eyes glimmering slightly, her lips curled cutely. She was really attractive… Luna fought to remind herself that she was a princess, and not some mare pining for affection.

“Thank you for the cocoa,” Luna released Fluttershy’s chin, her own expression drawn with embarrassment as she looked away. “It’s delicious.”

“You’re very welcome, Princess.”

“Please.” She smiled softly. “You can call me Luna.” Fluttershy smiled up at her, that same cute look on her face…

“Okay… Luna.”

She couldn’t help it. Closing her eyes, Luna leaned forward, pressing her lips very tenderly against the yellow pegasus’. Fluttershy tensed up immediately, and Luna nearly drew away, ready to apologize… Almost as soon as the kiss started, though, she relaxed, pressing her lips tenderly back against Luna’s. They stayed like that for a few long moments, letting the kiss stretch on wonderfully. Luna groaned softly, and Fluttershy inhaled through her nose. When it ended, both of them were blushing.

“I’m sorry,”

“N-no, it’s okay,”

“I shouldn’t have-“

“But it was good.” Fluttershy whimpered. “I… Can… Can I please have another?”

Yes. For the love of everything in the night, yes. Luna leaned forward, kissing Fluttershy once more, this time adding a soft groan to the motion. Fluttershy whimpered, her entire body melting, it seemed. She slumped forward, her lips inadvertently pressing closer against Luna’s. This elicited another groan, and a shuddering breath as the kiss ended. Fluttershy blinked a few times, breathing rather heavy herself. She looked up at Luna, her expression both pleading and pleased at the same time. Her eyes flickered to the nearby bed, her invitation silent and unspoken. Luna nodded softly, nuzzling Fluttershy’s neck gently. The pegasus whimpered again, turning and climbing up onto the bed. Their cocoa was forgotten on the bedside table as Luna joined her, smiling as Fluttershy turned a cute little circle before settling into the checkered covers.

Luna lay down next to her, smiling as Fluttershy pressed her face into her mane. The wafting, ephemeral entity that was her hair gingerly wrapped around the pegasus, hugging her close as Luna nuzzled into Fluttershy’s ear. That drew a soft whimper from the pegasus, her body quivering slightly. Luna repeated the motion, and this time, got a soft gasp.

“Sensitive ears?” She asked quietly, making sure her breath gently washed over Fluttershy’s lobe.

“Y-yes,” She whimpered cutely, tensing against Luna’s side.

“Hmm… Relax…” Luna drew the last syllable out for a moment before opening her mouth, gently taking Fluttershy’s ear inbetween her lips. The pegasus shuddered for a second, her entire body tensing as what Luna supposed was either pleasure or anxiety rippled through her. It turned out to be the latter, as Fluttershy melted once more, slumping into the covers, her mouth open with each quiet, deep breath. Luna nibbled her ear, taking a few moments to lick at the very tip. Fluttershy whimpered, her legs squirming a little.

“Haah… Good?” Luna asked, letting one hot breath wash over Fluttershy’s neck, her lips giving the cute little pegasus a gentle kiss.

“Y-yes… Very.” Fluttershy squeaked, curling up. “I’m… I’m a bad pony, aren’t I?”

“Quite the opposite.” Luna said gently, giving Fluttershy a reassuring nuzzle. “You’re very good…”

“Th-thank you… Luna… Kiss me?” Fluttershy wrapped her hooves around Luna’s neck, her expression pleading. Luna couldn’t have denied her if she tried. Leaning in, Luna pressed their lips together, groaning as she felt much more passion and meaning in this particular kiss. Fluttershy’s hooves tightened for a moment, pressing her chest against Luna’s neck before their tongues met. It was such a consensual motion, the way both of them opened their lips and met in the middle. They danced for a few moments, Luna spinning graceful circles around Fluttershy as the pegasus slid her tongue back and forth a little.

Luna felt something that, in hindsight, she honestly hadn’t felt in quite some time… It was arousal. She felt the tingling pressure build up in her stomach, sending radiating waves of thought-muddling warmth outwards… Her thighs squirmed together, making her whimper slightly as she pressed her hooves into Fluttershy’s quivering flanks. The pegasus squeezed her tighter, very nearly returning the sentiment. As their tongues finished dancing, the kiss ending once more, they shared a shuddering breath.

“Luna… I’m…”

“Shh. So am I…”

“Oh, my… Uum…”

“May I?” Luna asked, nudging her neck softly.

“Y-yes… If you want.”

“Trust me,” Luna smiled as she gingerly guided Fluttershy onto her back. “I very much want to…” Fluttershy gave a thin whimper, her wings tucking tight against her back as she rolled over. Luna kissed her again, a firm enough kiss to make the panting mare relax. Slowly, Luna trailed her lips lower, kissing over Fluttershy’s jaw, down to her neck. She could feel each breath as it passed through Fluttershy’s throat, making her chest rise and fall slowly. Luna kissed lower and lower, groaning as she felt the soft coat slide under her sensitive lips, but each inch she lowered made Fluttershy breathe harder and faster. When Luna left her ribcage and moved down to her stomach, Fluttershy tensed every muscle in her body.

“Shh.” Luna urged, raising a hoof to gently press against Fluttershy’s lips. “Relax. It’s okay.”

“O-hmm…” Fluttershy groaned as Luna kissed her stomach again, this time much lower than before. Fluttershy twitched, her legs tensing tight together for a moment, but another insistent kiss, and she opened up… Luna inhaled deep the very slight scent of arousal, it’s musky tinge just barely able to be picked apart from the clean scent of Fluttershy’s coat. As her legs spread, Fluttershy seemed to melt once more, her entire body sagging down itno the sheets. Luna kissed her stomach once more for good measure before turning her attention downwards…

“Aah…” She breathed hot and heavy against Fluttershy’s crotch, letting the yellow mare feel her hot breath. Her lips pressed against the soft mound just above her target, and Fluttershy whimpered yet again. Slowly, Luna kissed her again, this time right over the pegasus’ moist slip.

“Hnn… Luna!” Fluttershy whispered. Her thighs shook once before she relaxed again, spreading just a little wider. Luna smiled up at her before sliding her tongue out, laying it flat against Fluttershy’s crotch, and ever so slowly dragging it higher… “Aah… ooh!” Luna was rewarded with possibly the cutest, breathiest groan, and a fresh wave of arousal. The faint taste greeted Luna’s tongue on the second lick, and the third, each one after that coming just a little faster. She moaned into the twitching pegasus’ crotch, feeling the desire in her own chest slowly fade away. She was satiated, her appetite quelled with each subsequent, eager lick. Fluttershy took it all in stride, gasping and twitching when appropriate, her hooves resting on the covers at her side.

“Hmm… Aah, mwah.” Luna kissed the swollen button of Fluttershy’s clitoris, giving it a quick flick that drew an airy gasp before slipping her tongue deeper into the yellow mare’s pink slit. Fluttershy groaned and rolled her head to the side, breathing heavily into the covers. Luna continued licking, content to please her partner. She lapped eagerly, trying to catch every droplet of juice that Fluttershy could give her… She couldn’t get them all, though… Instead, her muzzle slowly became more and more damp with the emissions, the liquid dripping down her jaw and into the warm fur of her neck. Fluttershy’s groans were coming more and more frequently, spurring Luna into greater action. With a hot breath and a very pointed flick to Fluttershy’s clitoris, she sent the poor pegasus over the edge.

“Aah-OOH!” Hardly louder than a mouse’s sneeze, Fluttershy’s walls tensed and she emitted a fair amount of thin, clear fluid. Luna lapped at the fresh wave of delicious liquid, oozing a fair bit herself. What she missed either dripped down her chin or down to Fluttershy’s tail, staining the pink strands dark with her orgasmic liquid.

“Hmm… Aah.” Luna licked her lips as she smiled up the length of Fluttershy’s body, watching her eyes flutter and her chest rise and fall rapidly.

“My goodness…” Fluttershy managed to pant. Her hooves raised from the covers, cupping Luna’s face. She pulled, eagerly drawing the princess closer. Luna smiled and scooted closer, pressing her lips against Fluttershy’s eagerly. The pegasus moaned as her tongue readily filled Luna’s mouth, tasting herself, swirling around like she was hungry for as much as she could get. Luna felt herself drool helplessly, whimpering as she was subject to Fluttershy’s eager, tongue-filled kiss. When it was over, both of them were blushing furiously.

“That was good.” Luna panted, smiling down at her. Fluttershy smiled again, looking up at Luna eagerly.

“Can… If it would be okay with you, can I…?”

“Of course. Yes. Please.” Luna groaned. There was some shuffling, a muttered apology or two, but soon enough Luna was stretched out on her back, her wings flared out underneath her. Fluttershy kissed her large chest, moaning as she slowly worked her way downwards… Luna could feel every single shy, hesitant kiss, every little nuance of movement. Her eyes closed and her neck stretched out, and at Fluttershy’s hesitant insistence, she spread her legs wide…

“Oh… Oh my…” Fluttershy’s soft breath washed over Luna’s crotch, teasing her with it’s warmth, making her muscles pulse visibly. “It’s so… Wow…” Hesitantly, the yellow pegasus sniffed, her soft motion making Luna whimper thinly. “It smells so good…” She glanced up at Luna, her eyes wide. “C-can I?”

“Yes…” Luna groaned, drawing the ‘s’ out into a long hiss. “Please…”

“O-okay…” Slowly, Fluttershy leaned in, her tongue slid out of her mouth, and she pressed it against her…

“Aahn…” Luna groaned from her throat as the first lick sent a wave of relief through her greater than stepping into a hot bath after a long winter night. Luna soaked every particle of pleasure in, her breath leaving her in a long, satisfied sigh… Fluttershy gave her another lick, sending another pulsing wave through her entire body. Luna surrendered completely, abandoning the hope of ever controlling this situation. She didn’t want to. She didn’t want to ever again. How long had it been since her last encounter? Six months? Seven? “Oooooooohh…”

“Haah… Omph.” Fluttershy’s last lick led into the pegasus opening her mouth, wrapping it completely around Luna’s aching center. Luna shuddered, feeling the inevitable end draw markedly more closer.

“F-flutter-hnn!” Luna gasped as Fluttershy pulled Luna’s lips into her mouth, sucking on them tenderly as her tongue slid inside. The combination of pressure and penetration robbed Luna of all the strength in her legs. They sagged helplessly into the bed, her stomach and chest twitching helplessly. “Oooohh, yesssssss…”

“Aah…” Fluttershy slurped up a fresh wave of juices, the noise slightly rude but completely erotic. Luna flexed around Fluttershy’s skilled tongue, squeezing her, rewarding her with another wave of wetness. Fluttershy whimpered as she lapped it all up, her tongue curling around inside Luna. Whimpering, Luna let loose a gasp as loud as she dared. What she would give to cry out right then! To vocalize just how much this lovely pegasus was turning her on, how close she was to cumming!

Instead, Luna had to settle for a helpless, shuddering gasp. Walls clenching tight, Luna twitched her hips forward once, and let it all go…

“Guh,” She panted, issuing one last bit of seeping wetness before sagging into the bed. Her chest was the only part of her body that moved. The rest of her was too busy being comatose to move even a little… She panted, laying stretched out on the bed, basking in the healthy afterglow of such an intense, much-needed orgasm. Silently, Fluttershy curled up against her side, nuzzling into her neck. When Luna regained muscle control, she pulled Fluttershy closer, inhaling the fresh, clean scent of her mane.

In less than a minute, Fluttershy was asleep. Her chest rose and fell evenly, her mouth open slightly as she breathed deep. Luna smiled down at the sight, of this frail, shy pegasus curled so happily and content against her chest. She looked so peaceful, so serene…

Outside of the window, ponies slept. Some ponies stayed up reading, others were going to bed, or waking up, or going about their lives…

But here, inside Fluttershy’s cottage, with Luna holding a slumbering yellow mare…

The night went on without her.