Chapter 12: Derpy

>Rarity let me borrow one of her dad's old BuckBall jerseys
>I hope he isn’t too attached to it because my boobs were stretching it out a lot.
>I never liked sports.
>I hope no pony asks me about sports
>I was tucked under the handlebars of the scooter while Fluttershy took the reigns
> It was super cramped under here and I could feel every bump and crack in the road
> Fluttershys teats rested above my head and she would leak a little everytime we went over a particularly large crater in the patchy street leading up to the mines. 

> "It looks like a storm is coming." 
> I looked to the sky and saw dark clouds circling overhead 
> The words "Wet T-Shirt" rang in my head.
>Just my luck


> The fabric of the jersey was was coarse and wrapped around my most tender areas a wet towel
> Each kink in the road felt like sandpaper against my nipples
 >The overall irritation was starting to get the best of me.
> My heart pounded in exhaustion from my endlessly lactating breasts
> I felt heat between my legs and a lump in my throat
> The perpetual edging was driving me silly 
>My entire life I’ve been sexually frustrated 
> But nothing like this.
>These breasts have turned me from a disheartened virgin to a sopping, horny mess.
>My body was in constant heat and more than anything I just wanted to release all my fluids.
> I needed to cum
> I needed something no pony ever offered me
> intimacy


> Fluttershy pet my head
> "Are you okay down there? You're awfully quiet."
> We drove through the gate of the old mine
> Above was a sign "Ponyville Mineral Trench Entrance 17-B"
>I haven't been here since I was a filly
>It was not how I remembered 


 "Yeah, I'm fine."
> “Milky is a very eccentric mare but I’m sure she’d love to meet you"
 “I don't want to bother her…I don’t like being a pest.”
> Fluttershy laughed
> "When have you ever been a pest?”
> I wasn’t sure if she was being sarcastic or not.
> "Milky is an old friend of mine, She can be a little pushy but don't worry, I'll be there for you."

> I stared down the twisting road
> A mountain stood on our right, a number of caves had been carved into its side careaning from the base up into the ridge.
> The entrances were boarded shut with wood, warning signs littered the road
> “No trespassing”
> “Danger”
> “Area Contaminated by Unclassified Toxins: Air Filtration Devices Required Beyond This Point”
> I had a uneasy feeling about this place
> The air was thick and smelled like rotten eggs
> It made me nauseous

> We passed a sign that read
> “Bio-Hazardous area: Wander no further.”
> This sign shivers down my backside. 
> I remember when these signs started popping up everywhere around Old Ponyville
> One night my dad got really angry and tore all signs outside the house out of the ground.
> I wonder what they meant.

> We rolled into the old mining camp where dilapidated buildings and rusted mining equipment rested under fog.
> I remembered this place
> It was where my dad worked
> He brought me here once
> He showed me all the different machines he operated and what all the equipment did.
> I was just a filly at the time, I remember it being very uninspiring.

> My dad never told me what happened to this place.
> One day he just came home and never went back to work.
> He refused to talk about it but when I asked he told me that the company was shut down by Celestia 
> He said a lot of mean things about the princess
>It made me sad.

> I've always liked the Princesses
> They're both so kind and pretty.
> Especially Celestia.
> Celestia is the nicest pony in all of Equestria
> Our teachers at school used to say that we are all Celestia's children and that she is the mother of all ponies.
> I never knew how to feel about that since I never met my mom
> I liked to imagine that Celestia is my mom.
> When I was a filly I had a pony sized pillow I used to hug really tight.
> Everynight I would squeeze all of my love into that pillow as I went to bed.

> I would imagine Celestia was tucking me in and telling me bedtime stories. 
> Sometimes we would count sheep
> Other times we would talk about my day
> Sometimes she would talk back
> Those were the best times
> When I told my dad he got very angry
> He said that it was all in my head and that he was going to get examined again if I told anypony.
> After that I told her that I was too old for imaginary friends.
> She got really sad and it a made me sad
> She told me she understood why and that I was a good pony
> That was the last time anypony ever told me that
> We never spoke ever again after that and I felt like I lost a friend.


> We made our way through the old factory 
> Everything was made of metal 
> I had never seen these kinds of structures outside Old Ponyville.
> Steel buildings that shoot into the clouds stretching farther than the eye could see
> At least my eye anyways
> Each one was made the exact same
> sheets of metal, no windows and no color. 
> Placed sporadically across the hillside almost carelessly
> Ghostly statues of the fog surrounding us from every angle
> It made me feel cold.

“Are you sure we're going the right way?”
> “Of course, I’ve been down this trail many times. Just follow the belt.”
> I turned to my right and saw a Conveyor belt running adjacent to us.
> As the buildings became more numerous the belt would split off and cut through the towers.
> What started as one turned into four that quickly turned to twelve
>The further we drove the more maze like this system of belts was becoming 
> I tried to follow it but the network of belts became too much for me to follow and was giving me a headache.
> I looked up and saw the system at its peak
> Towers connected at every point by an overwhelming and endless web of track  
> rotting cranes and smoke stacks hung above our heads overgrown with all kinds of vegetation.
> The screeching of dilapidated metal in the wind accompanied by the overwhelming lifelessness of the design stressed me out.


> The air tasted stale and humid
> I felt like we were in the tomb for whatever happened to this place.
> We found ourselves buried so deep that not even sunlight could breach the thick walls of this industrial disaster.
> I felt  trapped under this system of towers and track.
> I covered my nose and gripped Fluttershy’s leg 
> The road had shortened to the width of a walkway and I was starting to feel very anxious as the walls started to close in on us.



> just as quick as we were buried we found ourselves in clearing 
> The sunset reflected off the buildings giving everything an orange hue
> Finally, I was starting to feel sick from the narrowing pathways.
> "Here we are! The Old Ponyville Travelers Market."
I pushed my head up Over the bars and looked around.
> It reminded me a lot of the market in Ponyville except the shops here had strange names like "The Fun Box" and "Equestria’s Hardest Cider."
> Wagons were parked along the perimeter of the clearing surrounded by the giant pillars that were howling in the wind.
> Some stores were even built into the towers. 
> Fire pits were scattered throughout the open space, ponies gathered cooking marshmallows or enjoying the afternoon with a cup of cider in hoof.

“What is this place?”
> “It's a market where ponies from all over Equestria come to shop and sell the things they've found on their travels. I come here all the time because it’s close to the Cottage."
> I looked around the Market 
> They had signs that illuminated in bright colours
> "Mares: XXX"
> "100% Yakistani Herb"
> "Lunas Secret Library: Dark Magic Bookstore."

 “So, where's Milky’s shop?”
>Fluttershy pointed across the market to a steel door cut inside one of the old structures.
> The sign above read 
> "The Fridge" written in blue cursive with an illustration of a bottle of milk 
> I wonder how they got these signs to light up like this.

>Fluttershy drove through the camp and parked the scooter outside the shop
> I was starting to feel nervous.
> I didn’t even know this mare and I was going to borrow things from her
> very intimate things…
>Fluttershy knocked while I adjusted the jersey to cover myself, my nipples were soaked and sticking through the fabric like swords

 > The door opened and emerged a freckled mare with a curly blue mane and a yellow coat.
> She was wearing a frilly baby blue apron that stretched across the chest and down around her stomach.
> She had two breasts protruding from her backside that were so big they were pushing her back legs apart.
> I was concerned about her hips.
> I could almost feel her tendons being torn apart

>“Oh, Hello Fluttershy! What a surprise, You weren’t supposed to come in today.”
> Milky leaned into Fluttershy and the two hugged
> Milkys eyes widened
> I could feel her gaze as she stared at me over Fluttershy's shoulder 
> “And this must be the mare I’ve heard so much about.”
> She pulled herself off of Fluttershy and walked towards me
> I was taken aback
> Fluttershy talking about me?


> “Well aren’t you just something else” she said biting her lip
>The mare had a grainy voice and an accent I couldn’t pin down, it reminded me of Applejacks but a bit more posh.
> “Hi, I’m Derpy.”
> Milky’s eyes were wide, she held her hoof under my breast and lifted it slowly.
> “These puppies are heavy.” 
> She lifted each breast diligently, handling them with extreme care
> I didn’t appreciate it. No matter how gently she handled them I still didn’t like the fact that everypony felt the need to touch me without asking.


> Her eyes were fixated on my breasts as she slid her tongue over her lips and ran her hoof up towards my nipple.
> Her face was flushed and her eyes wide with lust.
> She escaped her trance with a shake of the head, blinking a couple times before stepping backwards.

> “Sorry about that, My name's Milky, it’s a pleasure to meet you.”
> “Ummmm….You too.”
> “I’ve never seen anything like these. They’re gorgeous.”
> I looked down at my oversized mammaries, drooling thick with warm milk.
> They were repulsive


> “Really?” I asked, tilting my head.
> Either Milky was as kinky as I heard
> Or she was blind
> “Yeah, You got a fine pair of tits my friend.”
> “Well…Thank you….you do as well.”
> Milky lifted her back leg, flashing me the side of her breast.
> It was cover in freckles just like her face
> “Why thank you!”
> Her breasts were the size of beach balls, covered in swollen veins that pounded like the rhythm of a heartbeat.
> I had experienced being pent up like this.
> Nothing is more uncomfortable than feeling like your tits are about to pop like a bottle of champagne.
> Luckily for Milky, she only had two breasts opposed to my four.

> Milky crouched low to the ground and looked under my belly.
> “You've got a nice pair back there too, eh shortstack?”
> This was one of the weirdest conversations I have ever had.
> "Yeah…I guess?"
> “Well, come on in! You two look famished.”
> She grabbed on my shirt and pulled me inside
> Milky locked the door behind us and led us across her house and through a curtain.
> Milky's walls were painted in a cow pattern white with black splotches 
> The main room had a coffee table and two couches across from each other. They were all white as well.
> A string of lights ran across the ceiling that changed colours every couple seconds.
> Fading from red, blue, green and white. 


> “Take a seat , I’ll get us some drinks.”
> I didn't realize it but I was getting a little thirsty.
> a nice apple juice would hit the spot wonderfully right now.
> Fluttershy and I sat beside each other on the couch
> The cushion made a cracking sound as we sat.
> The couch was frozen
 I placed my hooves around my shoulders to keep warm.
> The entire place was like a walk in freezer 
> Milky went to the back wall and pushed it inwardly, flipping the entire way around revealing a refrigerator that ran from the height of the couch to the ceiling.
> A harsh gust of cold splashed into the room
> I wrapped my wings around my body for warmth.
> The Fridge was filled with bottles of milk of all shapes and sizes labeled and dated with tape.
> There had to be a hundred bottles

> She pulled a tall thin bottle from the bottom shelf and grabbed three glasses from a drawer in the table and poured us all a full cup.
> This was getting weird fast
>“Don’t worry, it's fresh. I just milked myself an hour ago."
> This didn't reassure me.
>I had never drank another mare's milk and I wasn’t sure I wanted to.
>I had only drank my own milk, it was very sweet
>Great for cereal 

> Fluttershy took a large gulp
>I watched as the milk rolled down her throat 
> She moaned like she was drinking the best wine from Celestias's cellar 
> She tipped the cup over her head, her face red and her free hoof was caressing her breast near her privates 



> When she pulled the glass from her mouth, a thick, white residue clung to her top lip anf her tongue hung from the corner of her mouth.

> “Your milk tastes delicious, Like always." Fluttershy moaned
> “Proper diet Flutters, you are what you eat.”
> Fluttershy stuck her hoof between her legs 
> She seemed really turned on by this kind of thing.

> Fluttershy raised the glass towards Milky
> "Can I have another drink please?"
> Milky grabbed the bottle and leaned it over the cup but right before the milk could reach her cup she stopped.
> "Moo for me."
> "Milky…Not now."
> "Do it."
> Fluttershy started to do a faint cow impression  
> "Moo…Moo.. " 
> "Oh come on! Moo!"
> "Moo!" Fluttershys voice cracked 
> Milky laughed and filled her glass
> "Thats a good little cow. Keep up the good behaviour and I'll give you another."
> Fluttershy sunk her face into the glass and chugged 
> What the heck was that all about?

> Milky turned to me, she was on the edge of her seat leaning her front hooves over her breasts.
> Her pupils were dilated and her back leg shook excitedly 
> “Go ahead! I would love to hear what you think.”
> I didn't want to do this but I also didn't want to be rude 
> I tipped the jar slowly to my mouth
>I felt my muscles tense as the milk hit my tongue
> It was very cold 
> I decided to just go for it and shot it back 
> The cold soothed my throat 
> It tasted like a thick cream, flavourful and rich.
>Unlike mine.

> I let the taste sit with me for a moment
> It wasn’t as bad as I thought it would be.

> I decided to take another, much slower drink.
> I sloshed it around my mouth trying to pin down the taste.
“Hmmm…” 
> "I think she likes it." Fluttershy giggled
> I took a big drink, letting the milk rest in my cheeks swelling with milk.
> The longer I savoured the taste the more it was growing on me.
> It was creamy and  tasted like almonds
> It set my taste buds into a tizzy unlike anything I had ever drank
> I closed my eyes and swallowed before taking another big gulp
> “I think she really likes it.” Fluttershy said
> “Of course, my milk is the best.”

> I put my glass down and she poured me another helping
> I was enjoying this new flavour.
> I grabbed the glass and took another big sip
> “So what brings you here?” Milky asked 
> “Well, we were hoping you could let us borrow some of your breast pumps and containers.” Fluttershy said as she nursed her drink.
> A smile grew across Milky’s face
> “Hmmm….Now what could two ponies like yourselves want with breast pumps?” 
> I continued to inhale the milk.
> I tipped the jar over my head savouring every drop
>“What could you two be up to?" Milky asked as she tapped her hoof against her cheek
>Fluttershy was starting to turn red as Milky leaned closer “Could a certain pony be finally coming out of her shell and confessing her true feelin…”

>“It’s for an outfit!” Fluttershy panicked 
>Milky and I both jumped in our seats
>I had never heard Fluttershy raise her voice before.
> It was kind of scary

>“Hey, I don’t judge. You just talk about her so much I thought…”
>“Milky!”
>I looked down at the glass and noticed I had emptied it
>I licked the milk that clung to the top of my lip.
> Milky and Fluttershy started arguing but I wasn't even listening.
> I wonder if Milky will give me another glass.
> I felt dirty drinking another mare's milk though I wasn't sure why.
> How could something that feels so good be wrong?

“Do you mind if I have more?”
>The two mares turned to me
> was I interrupting?
> I do that sometimes.
> I talk when I’m not supposed to.

>Milky started to laugh
> “I know what you see in this mare Fluttershy. Cute, naive, and…easy." 
> Did Milky just call me a whore?
> I really shouldn't pay more attention 
> Milky dragged her hoof over the bottles.
> "I see what you're up to, Uddershy."
> Fluttershy looked down to the floor.
>“Sure, Derpy, I'll grab you another glass. Straight from the tap this time."



> Milky went to the wall and lifted it from the bottom
> Behind the wall was twelve barrels just like the ones at Applejacks.
> Milky pulled a couple tubes running from the two bottom barrels and approached Fluttershy who was pushing her dress aside and undoing her breast girdle
> Her boobs popped out onto the floor with a loud WHAP!
> she sighed in relief.
> "That feels so much better." 
> Milky put the suction cups attached to the tubes over Fluttershy's teats and hit a switch on the wall.
> Fluttershy jumped and started to moan.
> The machine hummed loudly, I could hear the milk sloshing into the barrels.

> Fluttershy started to squirm, pressing her stiff hooves to her sides as she rubbed her back legs together.
> Her eyes closed tightly as she bit her tongue.
> My eye was glued to Fluttershy's breasts, they were pretty and looked soft like pillows.
> I felt an urge touch them, which was odd because I've never had sexual feelings for another mare.
> beside Twilight of course, who in my mind is the definition of pure beauty so it wasn't gay.

> My wobbly eye was locked onto the mare's tender breasts.
>  They looked so warm and inviting 
> I wonder if she would let me squeeze them
> I wonder what her milk tastes like….
>...
> Oh, no
>...
> What if I'm turning gay?
> What if it's too late for me?
> Am I really this desperate for sex?
> I never thought I'd end up like this

> I always hoped one day I would find a stallion  
> The perfect mate to have picnics with, eat muffins and didn't mind living in an old rotting house.
> I used to fantasize about coming home from a long day at the post office and he would be there waiting for me
> I would cook him dinner and we would talk all night about our day while we ate muffins by a fire 

> At night he would lean into me and we would kiss.
> I loved the idea of being penetrated by a handsome maverick.
> He would take me from behind and shoot load after load inside me.
> Then he would flip me around and he would lock his eyes onto mine.
> I would be his princess
> His wife
> His whore
> His friend 
> His broodmare
> Like a good marefriend should be
> He would pump me full of foals all year round and I would be his forever.
> We would have as many foals as he wanted
> Two
> Four
> Six
> Ten
> Whatever he wanted

> Realistically, I would still be working while I raised them.
>Taking care of my special somepony
> cooking and cleaning in my spare time.
> It isn't easy being a mare but it's what's expected of our sex if we wanted a partner 
> Competition is fierce for mares.
> Sadly I've never had a stallion court me
> I was never popular enough
> Seeing mares my age in happy relationships made me think I was disliked
> I was never invited to their weddings or even talked to them after Flight School
> I tried so hard to make friends
> It takes a heavy toll on a mare
> Being unwanted. 

> I continued to stare at Fluttershy’s breasts
> I felt the blood in my wings pulsate and developed uncontrollable urges I had never felt before.
> I had reached the point of no return and it didn’t feel right.
> …
> What would my dad think?
> Drinking milk
> Thinking twisted thoughts
> He would be very disappointed.
> Most stallions don't understand that all mares are bisexual, it's in our nature. A coping mechanism for the low stallion birth rate.
> Looking at Fluttershy wiggling in her seat and watching her boobs jiggle made me feel different.
> Maybe mares are sexy 
>boobs
>butts
>vaginas
>ponuts
>...

> The mental image of sticking any of my parts near another mare's genitals made me queasy.
> It felt so dirty
> So wrong
> So fun
> Two bodies of the same sex smashing their parts together in frustration
> It was love
> It was hate
> And unfortunately, it was turning me on


> I felt my crotch starting to bake between my thighs.
> These thoughts were taking me.
> Staring at her breasts jiggle as she squirmed harshly in her seat was awakening something in me I didn’t like.
> Her face was beet red with ecstasy and discomfort.
> I took a deep breath and repeated to myself
> Think straight thoughts
> Think straight thoughts 



> "Did Fluttershy ever tell you About us?" 
> I shook my head from my trance
"Sorry…I…ummmm…Pardon?"
> Be polite 
> Don't let them know you've been thinking gay thoughts.
> "Did Fluttershy tell you that we were a couple?".
"No…She never told me about any of this."
> "Well, Fluttershy and I own this shop, we met at Tree Huggers retreat in the Everfree Forest a couple years ago."
> Fluttershy nodded in agreement 
> "She was doing an animal rescue for all the little creatures caught up in that nasty storm that rolled through a couple years back.” 
> “I was a traveling milk mare and she was a passionate but socially awkward environmentalist with huge tits."
> Milky rolled her eyes and laughed 
> "Needless to say we were instant lovers. Fluttershy set me up with this spot and I've been working outta here ever since."

> The pieces were starting to fit 
> Fluttershy had a secret life 
> It made sense but I was still shocked
"So, are you still together?"
> "Fluttershy grew too attached and wanted me all to herself, I don’t do monogamy.”
> “Milky…Do you really need to be…telling her all this?” Fluttershy said between groans
> Milky flicked her hoof at Fluttershy like she was swatting away a fly
 > “It was an open relationship but she never got any action so she broke up with me. She didn't like being a cuckold I guess."
> Fluttershy hid behind her hooves
> "I just wanted something special."

> Milky shook her head in disappointment.
> "Oh you poor, poor, heifer."
> Milky swung her head to me with a big smile
> "So Derpy, How would you like to work with us?" Milky asked
> "Milky no! It's too dangerous." 
> Milky turned to Fluttershy
> “Zip it, Udder's, let the mare decide for herself.”
 "Work...with you?"
> "You can be our cow."
"You're….cow?"
> Milky laughed and rolled her eyes
> "You really are naive. I'm saying you could make milk for us. Like a cow."

> I didn’t like the idea of being a Cow
> They're fat and dumb
> In a way it's like being Derpy Hooves
> But I didn't like being Derpy Hoove either
> "Moo for me."
"W..What?"
>"Moo for me, give me your best cow impression.”
 "Moo?"
> Milky chuckled
> "Derpy, I think you're the mare I'm looking for."

> Milky poured another glass of milk for me and slid it across the table.
> "You're everything I want all in one package. You got the look, the milk and optimism."
> "I want you to be my main cow. You'll do a majority of the milking and be paid well for your time."
> I looked over at Fluttershy who was shaking her head slowly and mouthing the word “no” over and over.”
> I was a bit angry at Fluttershy.
> I wanted to ask why she never told me about her secret life until now
> We’re supposed to be best friends
> Best friends don’t keep secrets. 
> I looked at Fluttershy, and followed the tubes around her nipples that led to the barrels behind the wall
"Is Fluttershy your cow?"
> Milky nodded "She is. But she can't keep up with the growing demand alone. If you take the job she'll be in charge of overseeing distribution and get a raise while you'll be our main product producer."

 "I appreciate the offer… but I can't…I don't like the idea…of being a cow."
> “Think about it Derpy, With the bits I give you, you’ll finally be able to fix up your house.”
> How did she know about my house
> Did Fluttershy tell her?
> Or did she know where I lived
> "The only catch is you'll be mine, cows are property remember. You'll have to do whatever I say."
"Like what?"
> Milky glared at me and smiled
> She knocked the bottle of milk over, spilling it on the table.
> "Oops, Uddershy can you get that for me?"
> "Fluttershy nodded and started to clean the table with her dress.

> I was shocked, disgusted and a little scared
 “Milky…I don’t think I want to do this." I could feel my voice tremble
> Milky looked deflated.
>  "Well, I'm sorry for taking your time. I'll grab what you came here for and let you be on your way."

> Milky got up and left the room
> Fluttershy scooted closer to me
> "I'm sorry about that. I wasn't ever going to ask you to work here. I told you she could be pushy. “
"Fluttershy…"
> "I just didn't want you to get in trouble. I never wanted to tell you About this part of my life but you're….
> Fluttershy paused
> My eye met hers, I wasn’t sure what she was thinking
> She closed her eyes and said in a forced tone
> "You're my best friend. I decided that you should finally know my dirtiest secret."
> Fluttershy hugged me and her breast rubbed against my leg
> I stiffened like a board
> Think straight thoughts
> Think straight thoughts

> "Milky pays me very well, she is a very rich mare, it's just a very hard job."
 “Why is it hard? It’s just milking right?”
> Fluttershy sighed
> “It's a very demanding workplace."

> Milky returned with eight mason jars with tubes protruding from the tops attached to a brown saddle
> I shoved Fluttershy off of me and jumped to my hooves
> "Here you go Derpy." 
> I stood up and she placed the saddle on my backside
>  It was so light it felt like it wasn’t even there
> "You look stunning." Fluttershy clapped 
> "You should keep my offer in mind, from what I hear that house could collapse any day now."
 "I don't think so Milky…I appreciate the offer…But I can't."

> Milky glared at Fluttershy then looked at me with a smile
> "Well It was nice meeting you."
> She brushed the top of my lip and wiped a thick glob of milk that I had been collecting
> Milky licked her hoof clean of the recycled mare juice before turning her attention to Fluttershy
> "See you tomorrow, Uddershy." 
> Fluttershy nodded nervously with her eyes to the ground.
> Milky walked us out, I was so happy to feel warmth again. 
> We were out the door when Fluttershy flipped suddenly
> "Milky, Wait I forgot my girdle.”
> Milky slammed the door on Fluttershy's face
> "Ohhhh….Well, I'll see you tomorrow." Fluttershy sighed

> Fluttershy dragged her hooves and her breasts to the scooter
> I stared at them longingly
> I wanted to touch them
>...
> Think straight thoughts
> Think straight thoughts
> Fluttershy sat on the scooter with her breasts covering the entire front and bottom half of the scooter.
> “I guess you could sit between my boobs on the way back into town.”
> My heart stopped
> The ride into Ponyville was going to be awkward.
> I'm not gonna make it.