Ship: LeafBalloon (Finally found a better ship name.)

Warnings: Dirty language, sexual themes, and might be cringy. (If you don't like smut, then don't read PLEASE. Also this is gonna be really long, so strap in!)

Red Balloon's P.O.V

The sun was setting as a made my way to the line for the "Friendship train" as others would call it. Surprisingly, the line was not that long. Just a few train riders where lined up so it didn't take long to get on the train. I was going to Canterlot that evening. You may or may not be wondering, "Why am I going to the capital of Equestria?" Well if you didn't read the first part of this, I found out that one of my best friends (Leafy Breeze) had a stocking kink, which shocked the hell out of me. I had been slightly avoiding Leafy ever since then, but not because I was disgusted by her. It was actually the opposite of that. I was curious about it and since I'm bad at keeping secrets, I avoided her (which now that I'm thinking about it, it was a stupid idea). I would have forgotten this and moved on with my life, but being that I can't simply let something like this go, I had to find out if my theory was correct or not. Another reason for this is that, I wanted to make one of Leafy's fantasies come true. I was sure that nopony else would do it, and I figured that if something like this was to make Leafy happy, than I was going to do it. I will admit, I was a bit iffy about it at some point being that if I were to do this, I would possibly ruin our friendship. It took me a week to decide if I was going to go through with this or not. At the end, though, I wanted to do it for her.

~Timeskip to Canterlot cus I'm lazy~

I felt the train stop and it woke me up. I had fallen to sleep during the train ride and only the stop had the power to wake me up. I got to my hooves and checked my seat to make sure that nothing was left on it. I had brought my bit sack with me for the stockings along with a bag and MY CELESTIA were they expensive. I had to save almost halve of my job savings to buy a pair of stockings. That was an outrageous deal, but It was for Leafy. I went through and out of the station. The city as HUGE. It had loads of buildings and many, many ponys living in it. Luckily I've been there hundreds of times, so I was able to navigate my way though the city.

Eventually I got to my destination. I opened the door to the shop and it didn't take long for my face to heat up like a fire. Inside the store were rows of lingerie outfits and stockings, shelves were stocked with different types of sex toys, gags and bondage tools. There were even whips, chains on the walls in the back along with changing rooms. "Holy shit..." I said under my breath as my eyes darted from one part of the store to the next until I came to the register counter.

The mare behind the counter looked at me. I'm not that much of a talker when it comes to talking to other ponys outside of my friend group, ESPECALY when it's out side of Ponyville AND Cloudsdale , so I was stuttering all over the place. And the fact that I was in a place like this did not help. " H-hello? I-I n-need to um, find, s-some stockings...p-please." I requested, trying to communicate with the mare. "Uhhhh, okay...the stocking section is right over there." She pointed to the left of the store. "Thank you." I said and shuffled my way to the left corner. "Thank Celestia, this place is empty." I thought to myself. I looked at all of the outfits on the cloths rack. It took a while before I found a pair of blue and light green striped stockings with baby blue panties. "Huh. I kinda like this one." I said to myself. I picked it out and threw it over my back and went back to the cash register. The mare looked at me then at the things on my back. "Blue panties, huh? Interesting choice." She complimented me...I think. I placed the stockings on the counter. "So how much is it?" I asked her. "20 bits, please." She responded. "Wait, only 20 bits? That's lower than I expected." "Well it's Saturday, everything is 50% off. The original price is 40 bits." She explained. "Oh. Well I guess I came here on the right day then." I said back. I gave her the 20 bits and got the bag with my things. "You sure that's all you want?" "Yep. Thanks for asking though." "Okay. Come again." I waved goodbye and made my way back to the train.

~Timeskip back to Ponyville cus IM LAZY~

By the time I got back to Ponyville it was night time. It was the perfect time to go put the rest of my plan into action. I flew across the town to Leafy's place. I knew that she would be out for some of the evening and that she was supposed to return at 10:00 and it was 9:30 already, so I had enough time to get myself ready. I knew her Saturday schedule like it were lyrics to one of my favorite songs. I had it glued to my memory ever since I volunteered to house-sit and she told me her schedule. I wanted to surprise Leafy with this plan so I came to her house unannounced. When I got to the house, I hovered over to the bedroom window. The lock was shut from the outside so it didn't take that long to get inside the bedroom.

Everything was mostly the same since the last time I've been in the room. I put the bag down onto the bed and sat down on it. I looked over at the bag. Was I really about to do this? Was I really about to fulfill one of my friends kink fantasies? Answer: Yes. Yes I was. I opened the bag and took out the set of stockings and the panties. "Okay. How do I go about this?" I asked, not knowing why since I was alone at that time. If you didn't know already, I was a pony. I had hooves, not hands. So of course this was a struggle. I got hold of the panties and tried to slip them on. The two pantie holes were decently easy to slip on. It was pulling up the panties that was difficult. They would go a few inches then stop. I couldn't get a good hold of them unitl they slipped around my waste. Finally I got to the stockings. Those where a nightmare to put on. Eventually, I got everything on. I looked in the mirror and HOLY SHIT I looked good. The stockings hugged around my hind-legs while the panties pressed up against my lower regions leaving almost nothing to the imagination. I did a full rotation of myself to see everything on me. I'll admit, I was getting a little turned on by the sight of my own self. I could see why Leafy like stockings now. They looked amazing.

I was snapped out of my transe when I heared the door downstairs open and close. "Oh shit she's back." I thought to myself. My heart was racing now from both excitement and panic. I had never been both ready and not ready for something in my life. I got onto the bed in a semi-haste. The bedroom door opened and Leafy walked in only to stop when she saw me. "R-Red!?" She studdered in confusion. "Oh, hello Leafy.~" I greeted her, making sure my voice was as seductive as it could be. "What are y-" "What am I doing here? I'll let you figure that out.~" I got up from the bed and walked towards her, swaying my hips from side to side. Her white face was flushed, it was adoreable. Her eyes was locked on the stockings and panties I was wearing. I smirked at this. "Do you like what you see, Leaf?~" I teased, stopping a few inches in front of her. "I-I umm...how did you even think of this?" She evaded my question. I knew this was going to happen. Luckily, I had evidence to back me up. "It's simple. You have a stocking kink. I just want to complete that fantasy." "WHAT?! I don't have a stocking kink!" I knew better then to belive that. I knew she had this kink. "Oh really? And there's definitely not a sex magazine under you'r bed that has stocking and pantie pages high-lighted." Leafy's eyes widened and her face flushed even more, letting me know that I've gotten to her. "How did you find out about that?" She asked nervously. "I have my ways." I evaded her question. "Also, you didn't answer my question. But that's okay. I'll find out soon enough.~"

With that I leaned in and kissed her on the lips. She panicked for a moment, but then melted into it. To make the kiss more heated, I tried to let my tongue enter Leafy's mouth and surprisingly, she let me in. Our tongues intertwined with eachother as the kiss went on. We were at the same level on dominance so nopony was winning the battle. Eventually we broke the kiss, the only thing connecting was a slim trail of saliva on the tip of our tongues. We were both painting. I went on and kissed the right side of her neck, leaving trails of kisses down. She moaned softly as I licked her collar-bone. Then I stopped. She looked at me with confusion. I didn't say anything. I just trotted back over to the bed. Once I got on it, I beckoned her to follow. She slowly made her way to the bed and got on it beside me. I leaned in and genteelly pushed her onto the bed and then climbed on top of her. I continued kissing her neck, licking it every so often. Then I went down skipping her collar-bone and going for her chest. I stopped at her breasts.

"Tell me, Leafy. Are you're nipples sensitive?~" I asked her. She didn't answer. I only smirked even wider and took in her right nipples into my mouth, sucking on it softly. Leafy moaned a little louder than before. "Question answered." I thought as I continued sucking her nipple. I decided to grind myself onto her. I let go of her nipple to let out a low moan. "Ah~ D-do you want me t-mh~ bite them?~" I asked her in between moans. "Y-yes.~" She moaned out. I clamped down on her left nipple and started to nibble on it. She cried out in pleasure as I rubbed her right breast. "Ahh~ R-red~ St-op teasing me." I kissed down her stomach and stopped at her dripping wet snatch. I licked Leafy's inner thighs and rubbed her cutie marks with my hooves. She squeaked and moaned while bucking her hips in attempts to get me to go deeper. But I only went slightly further. Not only because I was teasing her, but because her legs weren't wide enough. As if she read my mind, she opened her legs more.

I went back down and licked closer to her dripping folds. "Mmmh~ C'mon Red, please." "Please what?~" I teased her once more, letting my tongue glaze ever so slightly over her vagina. Leafy groaned in sexual frustration. "P-please eat me out." I chuckled in response. "Not until you admit you have a stocking kink.~" "But-I don't." She was still denying this. But I knew how to break her. I leaned into her ear to whisper. "You want me to flick my tongue over that pretty little clit of yours, don't you?~" She nodded slightly. "Then tell me. Do you have a stocking kink?~" I let my hoof slither down to her pussy and rubbed her. She was soaking wet.

"Fuck, Leaf. You're practically dripping down there. Shame I can't taste you, though. But, oh how I want to, and I know you'd want that too.~" Her breaths/moans got slightly more intense. My hoof quickened, but not too much. I didn't want her to cum. At least, not yet. The teasing must have been getting to her. She was bucking her hips more. "All right, FINE! I have a stocking kink!" She yelled out. "That's all I needed to here, baby.~" I purred and went down.

I plunged my tongue into her and lavished her cunt. Leafy let out I high-pitched moan. She tasted like vanilla and mint. It wasn't that bad. I moaned into her cunt relishing the taste of her. "O-oh fuck yeah!~ R-ight there!~" She cried out in enjoyment. I stopped for a moment to catch my breath. "F-uck~ mmm~ Leafy~ You like that, huh?~" I tried to ask while still grinding myself onto her. "Uhh~ fuck yes.~" "I-ahh~ want you to-mm~ taste me." She nodded in agreement. I turned around so that my flanks where facing her. I pulled down my panties and flinging them off. Her eyes widened at the sight of me. "You like getting a fill view of my wet cunt, don't you.~" "Fuck, I do." "Would you like to 69 it?" I asked her. "I don't see why not.~" Leafy responded.

I lowered my self onto her and she kissed the lips of my pussy. I gasped and moaned soon after. I leaned down and continued licking her, lapping up her nectar. I felt Leafy's tongue grind on my little love nub. I groaned into her cunt. After that, I did the same to her. I decided to really drive her wild and bit/sucked on her clit. She let out a loud scream. I felt her tongue plunge in and out of my pussy. That almost sent me overboard. We continued the sinful act for a few more minuets until she stopped to warn me of her up "cumming" orgasm. "Red! I gonna cum!" She yelled. "Oh fuck! Me too!" I bit her nub one last time before she came, releasing her juices into my mouth. That pushed me, finally, over the edge. I screamed Leafy's name as I squirted my cum into her mouth. I sighed and plopped down next to her.

"That. Was. Amazing." I said, still painting. "Thank you for this, Red." "No problem. Although I will give you advice. If your gonna hide something dirty, put it in your closet." Leafy stared at me, then busted out laughing. Soon I started to laugh too. That was one of the best nights ever. And it was all thanks to a sex magazine.

I hope you enjoyed that pile o' cringe. Sorry for the wait, there was a lot of stuff happening at that time and I never got around to finishing this. But here you go. This was my first smut, so feel free to give me feedback on it. And with all that being said, I'll see you guys next time. Stay safe, smile wide, and FLY HIGH!!