Rarity's Little Ecstasy

by Diablomuerte2

Rating: mature
Tags: Romance, Sex, Original Character, My Little Pony: Friendship is Magic, Dark, Rarity
Length: 7974

Rarity has found out some new competition has made it's way into Ponyville. Not one for being out done, she decides to take this matter into her own hooves.

Exie, a specialty designer of erotic outfits, decides to set up shop in Ponyville. She ends up ticking off the main competition by deciding to make her fresh start in the town big enough for only one diva.

Rarity's jealousy gets the best of her and soon she decides to take out the competition. Since murder is illegal, and just plain wrong, she decides to go another route. Her actions lead to unexpected result and lust and possible love bloom

Gift Fic for: Ijab

Exie used with Permission

Art done by :Ijab

Edited and Proof Read by: SolidFire and myself... I worked effing hard on this XD

Published 2013-09-11 02:50:01 UTC
Last updated 2013-09-11 02:50:01 UTC

Oh Darling!

Oh Darling!

The sun was casting its rays over Ponyville in the early morn, the ponies all waking up to its radiance and warmth. The symbol of their eternal goddess, and its majesty, was always a blessing to aide in the moods of the variant species of ponies that inhabited the small town.

Inside the shop known as Carousel Boutique, a pony was not happy. Rarity, even with the sun's help, was still in a foul mood. She had been reading the morning paper and found an article about a new business starting up in Ponyville. Usually ‘new market’ meant new customers, and that would be fine except the particular sort of business the new shop was dealing with was fashion. Rarity wasn't going to enjoy having competition, especially since she hasn't made it to Canterlot yet and wasn't sure if this new pony was going to be sweeping her customers off their hooves.

As she read on, she had discovered that the new place of business was an erotic shop that sold lingerie and the naughty sorts of accessories that most ponies shied from. She was suddenly feeling a bit chipper and decided she would take a stroll by the shop to see if it was devoid of any customers. She wasn't vindictive in the least, just sort of a bitch when it suited her to be.

She was slowly drinking her morning coffee while wondering about just what to wear to such an event. The grand opening of a new store was generally a moment where an elegant pony like herself would dress up in something to impress potential clientele. She wasn't going to dress like a simpleton as the rest of the town would, she had class, style, elegance, and a diva-like attitude to separate her from the unrefined ponies.

Rarity went to her room and started looking for an outfit to wear when she realized she could make a new ensemble in time for the grand opening. She decided to forgo a hearty breakfast and focused on making an outfit that would wow the opponent into submission. Rarity had smiled at the thought of the mysterious mare being submissive towards her, the thought popped up seemingly out of nowhere.

She decided to ignore such thoughts and focus on getting rid of any desires of the flesh by taking care of herself at an appropriate time. She continued on designing and stitching her new dress together while the rest of the world slowly moved forward. Her stomach started rumbling and it caused her to blush in embarrassment.

She decided to take a short break and eat something light. While eating her food, she had realized that she wasn't sure who the new rival was. The name of the owner was never mentioned in the papers, so she had no clue if it was somepony famous or just some newbie. She became a bit nervous about trying to upstart a potential celebrity. The only mention of the the new store owner’s identity was that she originated in Manehattan.

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Exie, the mysterious owner of Spread Hooves, had arrived in town and began setting up stock in the somewhat-empty store. She had been focused on setting up inventory and getting the place ready for the grand opening. She wasn't sure how well she would do in Ponyville, but she felt that starting close to home wasn't good for a fresh start. She had started her career by learning to sew and stitch with her hooves. She wasn't born a unicorn, so she couldn't use magic to make her job easier.

As she learned the art of making fine clothing, she had decided to try and advance her skills by practicing with lesser known and used garments. She tried her hoof at risque designs and began crafting raunchy outfits. She had shown off the designs to investors and, since she had the right backing, she began planning a special project to launch her own store that sold her specialty designs.

"Now where should I place these ... I need everything in perfect order before the ponies start rolling in." She wasn't going to allow for any imperfections to be displayed, and made sure to bring the best pieces to the front of the store to lure the potential customers into the shop.

While she was organizing the merchandise, she noticed that two pegasus ponies had invited themselves into the shop. Exie became aware of their presence and was on high alert. "Umm' can I help you girls with anything?" She asked hesitantly. "The store isn't quite open yet," she informed them in a somewhat calm voice. She had no idea what the two mares were up to but had hopes that she wasn't already due for a mugging. Part of the decision to begin her career in Ponyville was because she was told the town had the lowest crime rate in all Equestria. The last known reported crime was when a crazy pegasus stole a book from a hospital, but that situation was resolved by her friends sharing books with her.

"Oh, well the door was open, so we thought you had opened up shop... Sorry about that, come on Fluttershy, the store isn't open yet." The rainbow maned intruder had seemed nervous about entering such a place. Exie chuckled a bit as she watched the shy canary mare apologetically whisper something into the rainbow maned pony’s ear before they left.

"Well, at least I know I have two customers waiting to buy some delightful night time enhancers," Exie whispered to herself while returning to her task of setting up shop. "I just hope they aren't the only filly-foolers in town," she whispered in a hopeful tone.

Exie had always been attracted to mares, and that made her life complicated. Most of the mares in Manehattan were straight or pretended to be so they weren't exiled by their families. She hated the anti-gay nonsense in her hometown and was glad that Ponyville, based on how open the couple that just came in had been, was more accepting of 'abnormal' relationships.

Exie had been in a couple of relationships before, but she was usually the top mare and didn't enjoy it much. While enjoying the role of leading another pony during a relationship, she secretly yearned to be taken and made into some dom's play thing. She had that desire kept locked inside her deepest depth and never allowed it to manifest into an actual idea. She kept dom's at bay and always resisted any sort of breaking down from potential lovers. She was afraid of giving herself completely to another pony, she felt they would abuse her if she ever truly submitted.

While Manehattan had its elite society that made the town famous, it also had a rich underground of kinky ponies with fetishes that was deemed unfit for general society. Exie had been part of some experimental fetishes during her youth and had always enjoyed trying out new things. When Exie became an adult, and more mature, she started thinking about a future. She was looking to settle down with a potential lover if she found an interesting one.

She had to stop thinking about the past. The memories were causing her to think about love and she was too busy with her shop to even begin looking for a potential life partner. She continued setting up the shop as time passed and, when she finished, she was happy with her work. She just had to wait for the shop to open up and then business will be booming.

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The grand opening of the shop had finally arrived. Rarity, who dressed to impress, had been catching the eyes of the visiting ponies, as well as the eye of the owner of the establishment. She had been enjoying the attention that she was stealing from the mare trying to present her shop to the guests. She even tried making conversation with the ponies to dissuade Exie from talking about her shop.

Exie looked upon Rarity with awe and disgust. She had no idea how much of an attention whore one pony could be, she had no idea how to deal with her either. "As I was saying, this shop offers a vast selection of ideal wardrobes for that special moment ponies share with their partners." Exie had commanded the attention of the crowd and they were again interested in the new shop.

Rarity was miffed at how easily the other ponies had looked away from her amazing grace and beauty. She could tell the shop owner was angry with her and was going to enjoy the little game they had started. Rarity was going to make Exie understand that there was only room for one diva in Ponyville, and it wasn't going to be the new one.

Exie continued selling her idea to the crowd, some of them were interested and went inside when the presentation was over and the others left. This made Exie worry that her masterpieces wouldn't be appreciated by the simple folks of Ponyville. Still, enough customers went in and even the rowdy, overdressed piece of fine flank had stepped inside.

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Rarity looked around the shop, pretending to be interested in the products. She was just about was ready to bash the designs of some of the silkier lingerie, until she felt some pony touch her freshly brushed coat with their hoof. She turned around to see the owner of the shop looking right at her . "Um' can I help you Miss?" She stated, pretending to not have heard her name during her introduction to the crowd earlier.

"It's Exie, and I don't think you should be here." Exie had responded rather rudely, but in a hushed tone.

Rarity smiled at reaction she had earned by showing up and felt she could annoy the mare enough that she would freak out. "Oh and why is that darling?" She asked in mock innocence. "Have I done something wrong?"

Exie wasn't sure if the mare was just trying to get under her skin, but she wasn't going to play games when she had a business to run. "Look, we both know you didn't come here to shop for outfits. I understand, I’m your competition, but you could at least act mature and be civil about this," Exie said, still in a hushed tone, not wanting to alert the customers of their interaction.

Rarity was pissed, nopony told her how to behave and got away with it. "Listen darling, I don't know where you got your manners from, but I am appalled at your behavior towards me. I’m just checking out these lovely designs and you're trying to throw me out?" She asked in a soft tone. "You do know I could make a scene right now, and you could lose customers if you continue to treat me this way," she threatened with a smug looking grin on her face.

Exie couldn't believe the nerve of the unicorn, she had almost lost her cool in that moment, but remained in control of the situation. "Are you that insecure of your own work that you have to scare my customers out of my shop in fear of losing business if you didn’t?" She asked with a tone of arrogance. She wasn't going to let Rarity walk all over her, even if it possibly meant causing the unicorn to make a scene.

Rarity was red in the face, she had anger pouring out of her in waves. "You think you can just talk to me this way?" She asked a bit loudly and got the attention of some ponies. She realized that the game would end if she caused a scene, and she didn't want to win that way. She had a new idea that would be sure to make the other pony regret pissing her off. "Listen, Exie was it? I believe we got off on the wrong hoof here," she silently conveyed to the other pony. "I think we should be professional, as you suggested, and I am hoping you can assist me in buying some lingerie... I need something that fits me... do you have anything that fits my frame?" She asked in a gentle tone.

Exie wasn't sure if Rarity was being serious, the body language of the unicorn seemed a bit off and, with no previous interactions to go off, she had to just trust that the other mare wasn't scheming. "Alright... come with me to the back, I think I may have something for you," she politely informed.

It wasn't until Exie started walking away with Rarity in tow that she realized her mistake; she was the only one running the store. She hadn’t been able to hire other workers to assist or even maintain the store in her absence. "Oh nevermind, I just can't... I don't have any employees besides myself, and I can't leave the store unattended," she hesitantly explained.

Rarity wasn't going to let her back out, she got very close to the mare's ear with her muzzle and, in whining tone of voice, she whispered, "I really need your help and will be ever so grateful if you could help me." She batted her eyes and crossed her legs after she spoke. She wasn't sure about the sexual preference of the attractive red maned mare, it wasn’t necessarily a factor for her technique to get the desired effects.

Exie felt her body warm up and was losing her composure. She was trying to maintain a professional appearance while silently praying the weather was to blame for the sudden rise in temperature. "Alright... " she agreed to the request and began leading the lovely mare into the back of the store where they would have their privacy.

Rarity was internally beaming with pride, she also noticed she was becoming aroused. She hadn't been attracted to mares before, but she hadn't seen such an exquisite one either. The burning red mane and the soft tan coat of the new competition had been a sight to behold. She wanted to make that mare leave town, and yet part of her wanted that mare around some more. Rarity forgot to take care of her lustful urges at the boutique, which caused her to worry that she may be sending mixed signals.

When they arrived in the back room of the store, Rarity waited for the door to be closed before she tackled the other mare to the ground. After successfully managing to knock Exie down, she leaned close to her ear and menacingly whispered, "You made the wrong move pissing me off." Rarity was usually a refined and elegant mare but, when enraged, she was feisty and ready for a tussle.

Exie was halfway between aroused and scared, she started to panic a bit. "Get off me," she loudly cried.

Rarity chuckled. "Shh' you don't want anyone coming in here and thinking something else is going on, do you?" She asked in a patronizing tone. She had begun to enjoy being on top of the other mare and dominating her, Rarity had no idea what she was doing, but she was definitely thrilled.

Exie wasn't sure of what to do, her hidden desires of submitting were surfacing and she had to fight off the unicorn before they took hold of her. "Get off me now... and I won't press charges." She tried reasoning with Rarity, giving her a way out of this conflict.

Rarity lost her momentum and felt nervous, she had to find a way to keep the other mare silent. "You won't be pressing charges anyways... I have seen how you looked at me earlier while I was showing off my outfit... you wouldn't let me go to jail when you enjoy looking at me," she said before biting the other mare's ear rather harshly.

Exie almost moaned at the sensation, but she kept her composure. She didn't even make a sound and instead tried struggling to get the mare off. She tried her hardest, but the unicorn above her was pressing herself down and it was causing their marehoods to make contact with each other.

Rarity was able to feel her marehood becoming damp in arousal and she gasped, "Stop!"

Exie was aware of the tone and the position they were in and felt herself blush in embarrassment. "I... am sorry, get off me, please," she said a bit silently.

Rarity was having an internal conflict with her brain. She had planned on attacking the other mare and making her pack up, but now she was alone with the mare and aroused. She wasn't sure why she wanted to sexually dominate the mare beneath her, but something about the situation just felt right. "I don't think you want me to get off you, I think you want this to continue," Rarity said with false confidence.

Exie wasn't sure how to respond at that moment. Part of her wanted the crazy mare to get off so she could get back to work, while the other part wanted to explore the sudden possibility before her. "I... I..." She was hesitant and unsure of herself. Exie wasn't able to speak up and felt herself go silent.

Rarity decided to get a bit brave and tried commanding the other mare "Kiss my hoof gently." She presented her hoof to Exie and was waiting for the mare to respond. Rarity wasn’t able to understand why she was behaving in this manner, so she thought of apologizing in order to salvage the situation with some dignity. She was about to move her hoof away when she felt soft lips pressing themselves onto it.

Exie, who was too aroused to stop, decided to enjoy this moment. She pressed her lips against the hoof and began kissing it with intent. She started kissing the hoof in different spots before she licked it gently. Her tongue started darting around the hoof, massaging it with her slick appendage.

Rarity was shocked, her mind became unstable and incoherent. She knew they couldn't keep this up since somepony would eventually discover them, and she had a reputation to keep. "Listen... Exie, I see you are enjoying this darling, but we can't do this here. If you truly want to continue... whatever this is, then I suggest you meet me at my boutique after you get off from work."

Exie was continuing her assault on the hoof, carefully maneuvering her tongue to stroke the hoof firmly. "What if I don't want to stop? What will you do about it?" She challenged the mare on top of her. She winked at Rarity before she began sucking on the hoof that hadn't been able to leave her reach.

Rarity was moaning softly and felt the heat inside her begin to rise. "I... I... I need to go now, stop sucking on my hoof or I will punish you," she warned in a curt tone. She ignored the urge to stay and allow her hoof to be pampered, she wanted to be pleasured on her terms.

"As you wish," Exie said with a soft chuckle. "Just don't chicken out later on."

Rarity used her violated hoof to rub the mare's cheek before leaning towards her ear. "I won't, and you better not either," she angrily warned. To ensure she was taken seriously, Rarity bit Exie's ear roughly and before she tugged it gently. Rarity was able to smell the scent of her potential lover's marehood as it began to fill the room. She was excited of the possibilities, they were so aroused already and they had only dabbled in foreplay. She was intent on finding out just how much pleasure they could have if they allowed themselves to give into temptation.

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The mares had waited until they both had calmed down before returning to the store with a box that seemed to have some lingerie in it. The purchase was merely to satisfy the curiosity of anypony wondering what took them so long. Exie was rather excited about tonight, she had not felt such an awkward surge of emotions for anypony before. She had went from anger, fear, lust, to desire, all in an hour. She wasn't sure how to proceed or if she really would venture to her rival's shop, she just was going to play it by ear... "It feels sorta tender," she whispered to herself.

Rarity was trying to remain cool and not show any signs of her recent arousal. She had noticed that two mares she knew were still browsing the selections while giggling amongst themselves. She had hoped that they didn't catch on to what really went on in the back area of the shop. "How much was that again?" She nervously asked Exie who hadn’t stated a price yet.

"Umm' 20 bits," Exie replied nervously. She was unsure as to why she and Rarity were suddenly so nervous, but if it was going to be like this each time, she wasn't wanting any part of it.

"Alright darling. Now don't forget, I want to have that discussion later about a possible 'business' agreement," Rarity chirped nonchalantly.

"I will try my hardest to make time for you. See you later, and enjoy your purchase," Exie responded. She wasn't sure if she would go, but was definitely tempted to. She could still taste Rarity's hoof and shivered in delight at the possibility of tasting more of the sexy unicorn. She had to remain relaxed until the store hours ended or possibly end up hoofing herself in front of customers.

While Rarity was making her exit and was still in Exie's line of sight, she had lifted her tail and exposed her marehood. She walked away with a smirk on her face, feeling rather uncouth. She was sure the store owner caught a peek as she heard a slight moan that came from the intriguing mare.

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Time was slowly crawling by and Exie was getting bored from the lack of customers. She had enough sales to feel somewhat relieved about her possibly failing project. She expected a slow start, but was hoping it didn't stay like this. Her thoughts went from the store to her earlier encounter with Rarity. Something about that unicorn made her mind go blank and her body heat up.

She was still on the fence about going to the unicorn’s place of living. Though they had ended their encounter on a good note, it was still not lost on her that Rarity had attempted bullying the store owner into leaving town. She was unsure if Rarity was somepony who she wanted to start a relationship with or to even have consensual sex with. Still, part of her brain and her genitals was craving the possible orgasms that the unicorn was potentially offering.

When the day slowly made its transition to night, Exie decided to close shop. She had finished putting the money away and locked the store for the night. She decided to at least show up and personally tell Rarity it wasn't going to happen. She was interested in the idea, but didn't think it would bode well for her if she became romantically involved with the unicorn.

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Rarity was unaware of the impending rejection and was finishing her set up for the evening. She had the lingerie on and her hair styled just right for the occasion. She had put some make-up on and even dug up some toys that she had put away for when Sweetie Belle occasionally stayed over. Everything was set just perfect for the night, she needed it to be, for her plan had to work.

She had been grumpy all day since she left the shop and couldn't place her hoof on why that was. She then had the realization that she was alone romantically and didn't want to continue being alone in life. Sure there were offers from some stallions, and even mares, but nothing really sparked. She had even known that Spike's misguided heart was leading him to her, but she didn't have the heart to let him know that she wasn't interested in him at all. She was hoping he would grow out of his crush before he made a fool of himself.

Even with the possibility of romance being a factor of tonight's wicked plan, she had something else that was in her mind causing conflict. She had always had this secret desire to own somepony. She had wanted to become somepony's mistress and dominate them, it was her wicked desire. She had usually kept that part of her dormant, but her earlier encounter had awoken the hidden kinky side of the usually refined unicorn.

When she heard the door being knocked on, she quickly was checked herself in the mirror before she made her way to open the door. She was going to wow her guest and also make sure she was irresistible to Exie.

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Exie was unprepared to see the beauty and allure that was Rarity. Exie's eyes opened wide in shock at seeing how delicious Rarity was able to make herself with the right time and motive. It was causing her to forget why she had arrived and slowly the thought or rejecting Rarity seemed to vanish. "Hey... you look hot," Exie lustfully stammered while eyeing the unicorn and internally heating up.

Rarity grinned. "Why thank you darling. Come on in, we don't want nosey ponies to see us, do we?" She anxiously quipped. She waited for Exie to get inside before she closed the door behind the earth pony. "So tell me slut, why didn't you even attempt to look scrumptious for me?"

The sudden switch in Rarity's mood made Exie uneasy. "Oh yeah... I originally came by to let you know I don't want to do anything with you tonight... no offense-" She was cut off by a hoof pressing to her lips. Exie saw a devious look in Rarity's eyes as she was silenced by the seductress before her.

Rarity wasn't going to be rejected. "Shh' get your flank upstairs now! I will lessen the punishment if you wiggle your flank as you make your way there." She made sure to let her potential love-toy know that she wasn't taking any nonsense. She knew that Exie would be hesitant at first, it's how they all were according to the romance novels Rarity read.

"Make my way where?" She nervously asked. "What do you mean punishment?" Exie was suddenly feeling jumpy and was ready to make an attempt to flee the scene. She hadn't intended to get freaky right away with Rarity, or to even have sex, but she did wash up before making her way to Carousel Boutique. She was always prepared for anything, in her experience it was always a good thing.

Rarity saw how nervous and scared Exie pretended to be and chuckled. "My my, aren't you the curious one?" She asked rhetorically before gently placing a hoof on the other mare's face. "You have two options Exie, the first one is you obey me and get that flank to my room upstairs without any further questions. The second option is you try to run off and make me irritable since I know you don't want to leave... if you didn't want this, you wouldn't have even shown up."

Exie was scared. "Please... I just came to call it off. I don't think I want this," she softly whimpered while regretting her decision to show up. Part of her was becoming aroused by Rarity's ability to dominate and remain in control. Exie's marehood was starting to dampen and she was losing her resolve to run away. Exie was slowly sinking into the fantasy of being dominated and lost her will to resist any further demands.

Rarity snapped. "Stop wasting time and get that flank upstairs... you can pretend you don't crave it all you want, but do so upstairs..." she maliciously warned while her horn was glowing. Rarity's heart was racing, she couldn't believe she was going this far. She had no idea what the outcome of her insidious actions would be and, more importantly, didn’t give a buck at that moment.

Exie was slowly dripping on the floor, her dormant desires were overriding her senses. She silently made her way upstairs and even wiggled her flank for her soon to be lover of the night. When she made it to the room, she noticed it was lit by some scented candles and was looking rather appealing for a place she was going to be violated in.

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Rarity had to take a second to breathe and reflect on what she had just done. "Oh my... I am really getting into it. I can't back down now, I must do this." She steeled herself for the possibility of potentially hurting Exie in hopes it would land her a submissive marefriend.

When she arrived at her room, she noticed that Exie was leaning forward with her head down and her flank raised. She was displaying her juicy slit for Rarity to view. "Oh my... such a lovely pussy you have Exie, I am almost sorry for what I will do to it tonight," she shamelessly commented before making a lustful purr.

Exie had closed her eyes and waited for something to happen. She had no idea what she was doing and was hoping she didn't make the wrong choice in allowing herself to explore this possibility. She felt her heart beat fast as the silence began to fill the room, making the atmosphere turn bleak. She almost turned around until she felt a gush of air invade her core making her jump in surprise. "What was that?" She breathlessly asked Rarity with a hint of fear.

"Shh' it was just me cooling your hot pussy with my breath, now stand still, I am going to taste it as it smells ready," she chuckled as she started blowing against Exie's pussy, causing the mare to moan out. She leaned forward and started kissing around the edge of the moist lips, causing the red maned mare to whimper softly.

"Ooh, that feels nice," Exie moaned while instinctively moving her marehood back against the mouth pleasuring her primed nethers. Her pussy kissed Rarity's lips back and that gave Rarity the incentive to continue.

Rarity's tongue started sliding inside Exie's pussy, the taste buds were being filled with new flavors and Rarity moaned in enjoyment. "Mmm' you are quite tasty my little slut." Rarity's tone was husky and her frantic tongue went back to work. She was flicking her tongue against the walls, slapping the sensitive internal area. She could tell Exie was enjoying it immensely, and as much as she wanted to make her little slut cum, she had to get off first.

Exie noticed Rarity stopped licking her pussy just as the tempo was causing her orgasm to build up. "Noo!" She cried out before finding herself silenced by a pain inducing bite.

Rarity bit her flank to shut her up and it worked, she heard the hiss of pain and grinned. "Now, if you want me to make you cum, what do you think you need to do, my little slut?" She asked while using her magic to get the whip in case her little slut was wrong.

Exie was now certain she was entering dark territory, she had to decide to continue or try an exit strategy. While her brain was telling her to leave before she became a love toy to a psychotic unicorn, her pussy was telling her to stay and be pleasured. The only thing that hasn't decided on what it wanted was her heart. The heart was slowly leaning towards Rarity when the unicorn tenderly caressed the flank she just bit. "I need to make... my... mistress cum?" She slowly answered while a tear slowly fell from her face.

"That's a good little slut, such a shame I couldn't use the whip on you ... don't worry, you will still be punished for trying to call off our 'meeting' earlier," Rarity commented shamelessly. Her inner desires to torture and punish a mare were combating her urge to be pleasured. Rarity had plans for her little slut, she just hoped her little slut wasn't thinking about stopping anytime soon.

She got on her bed and laid down with her hooves reaching the ends of the bed and she gestured Exie over. "My little slut, you were sucking on my hoof earlier, and since you seemed to enjoy degrading yourself, I want you to suck on my hoof like the hoof loving slut you are," she huskily commanded.

Exie blushed at the insult and, unexpectedly, her pussy began to throb more. She wasn't sure why her brain enjoyed the torment, but it was making her want to obey even more. She slowly started to lick Rarity's outstretched hooves. She started with one hoof before she switched to another, continuing the process in intervals. Each soft, lavishing motion with her slick muscle made Rarity moan out and her hooves twitch. Exie decided to focus on one hoof and wrap her lips around it.

Rarity was unable to be silent and was moaning like a mare in heat. She had been enjoying the hoof job so much that her marehood started leaking in excitement. "Oh yes! Just like that my little slut... so good," she howled out in pleasure. She was eyeing her lover's face and noticed that Exie's eyes were closed. "Open your eyes, I want you to look at me as you enjoy sucking my hoof," she commanded in an icy tone.

"Yes Mistress," Exie replied before doing as she was commanded to. She opened her eyes and blushed when she noticed she was being watched. Her eyes glued to Rarity's as her mouth continued pleasuring her Mistress' hoof. She had noticed how easy it was for her to make the switch from barely calling her anything at all to calling her Mistress. It felt natural to her, just as pleasing the elegant mare did.

Rarity was feeling her juices spilling on her bed and getting on her lingerie. She wasn't sure if she cared about ruining the 20 bit outfit because she was being given service that couldn't compare to the cost of an outfit. "Alright, that's enough... I am too close and I want your mouth on my pussy now!" She screamed out, trying to hold her orgasm in.

Exie smiled inwardly, she felt proud of how skilled she was at bringing mare's to ecstasy. "Alright Mistress, I shall feast on your scrumptious pussy," she said lewdly, causing Rarity to blush and open her legs. Exie smiled at the reaction and got into position. She sniffed the hygienic mare's pussy and was surprised at how good it smelled. She began testing the waters with soft and shallow licks.

"More! I want that tongue inside my cunt now!" Rarity yelled, trying to continuously suppress her imminent climax.

Exie licked Rarity's clit swiftly before obeying the spastic unicorn. She slowly slid her tongue deep into the other mare, getting the full taste of the drenched pussy she was about to eat. It was very exotic in flavor, with just a hint of saltiness to it. Exie devoured Rarity's pussy, her tongue swirling around and constantly being bombarded with the dripping juices that were threatening to spill out.

Rarity wasn't able to hold on any longer and, with great embarrassment, came into her submissive's mouth while moaning nonsensically as she did. "Oh... that was... just oh." She couldn't think of any words to say and was shocked that Exie wasn't stopping. "What are you doing?" Rarity inquisitively mumbled.

"You never gave me the command to stop Mistress, and I was enjoying myself... did I do something wrong?" She asked in mock innocence.

"No... keep going, that feels nice... just don't get too greedy, I still have something else planned for us, and I need you to not get tired out," she huskily informed while moaning in between her words.

Exie continued eating away at the other mare's core. Her tongue was dancing around inside the tight, wet cavern that had just finished erupting mare-cum earlier. The flavor was delightful and Exie wanted some more to drink down. "Mmmm,'" she moaned out while her tongue went deeper into Rarity's hot and moist pussy. The sounds her actions were making had caused Rarity to lose her mind.

"Oh shit!... So good... don't stop.... " Rarity was panting heavily. She was too aroused to even think about anything, her mind was blank as her body took over. "Stop..." She commanded before panting in shallow bursts. "Alright... you bad girl, take your mouth off my pussy and bring it here." She pointed at her mouth with a hoof.

Exie was confused but did what was told of her, not wanting to ruin the moment.

Rarity had waited until Exie's lips were close and she captured them with her own. She kissed the other mare, tasting her own juices. Rarity put an intense amount of passion into the kiss, causing Exie to melt into it. Rarity started sliding her hoof up and down the sides of the earth pony in a display of passion and need.

Exie felt her heart start thumping loudly, she was unsure as to why the kiss was making her feel so alive, but it was the passion she was seeking and yearning for. She moaned into the kiss and felt a tongue invade her mouth and she blushed from the romantic action.

Rarity was reluctant to break the kiss, but she felt it was time to get the double edged dildo and finally claim the mare as hers with it. She started withdrawing her tongue from the submissive mare’s mouth and watched the connected saliva stretch before breaking, making both mares moan at the lewdness. Just as she was thinking of finishing the mare off, she had remembered that Exie's punishment, from earlier, was due.

"Oh slave, I just remembered that I need to punish you for earlier, and here I was ready to finally make you cum... oh well, get off my bed and face the door with your flank raised," she commanded in a harsh tone. She hated ruining the blissful moment, but if she didn't punish Exie, then her little slut would never learn.

"Yes Mistress," Exie responded. She had to hide her anger at not being pleasured, but she felt that she was going to get the best kind of pleasure if she just obeyed. She had this feeling that Rarity was going to end the night in a good way, it was almost rationalization at this point.

Rarity watched Exie get in position, she felt bad watching the throbbing marehood drip out. She would be pleasuring it soon, once she finished demonstrating her authority and disciplining the mare. "Alright, now count out each strike of the whip and thank me for hurting you slut," she demanded harshly and chuckled.

Exie nodded and waited. The first sting was the worst, the whip had left a mark as it made contact with her skin under the coat and made Exie cry out in pain. "One!... Thank you Mistress," Exie called out while tears spilled. She hated the stinging sensation but, in her mind, it was worth it if she was going to finally get the release she needed.

Rarity felt a bit awful about making the mare cry, she just wanted to punish her enough. She didn't let the tears bother her too much as she continued whipping her submissive's flank and cooing at how red it was becoming. "Good slut, keep counting," Rarity commanded darkly.

Exie had received a total of five lashes of the whip and finished with a "Thank you Mistress, I have learned my lesson." Exie was in pain, but still she enjoyed the assault on her flank.

Rarity smiled and started licking the marks with her soft tongue, she wanted to provide pain and pleasure for her new sub and show her cruelty and kindness. "Now, my slut, this may get uncomfortable, but I need you to be upside down."

Exie wasn't sure what her Mistress wanted, but she tried her best to obey. She locked one of her hooves around her Mistresses hind leg and was able to comfortably ease into a position that wouldn't hurt her. She felt something start sliding into her marehood that wasn't a tongue. "Mistress?" She quizzically called out, unsure of what was going on.

"Shh' that is just my double sided dildo my lovely slut. Don't worry, it's going to feel good very soon." Rarity cooed almost lovingly at her little pet. She felt the tip of the other side slide into her own nethers and began pushing down, using the bed for leverage. She had her flank over the edge of the bed and her marehood just above Exie's own while the toy was in between them.

Exie started moaning in delight. The toy was constantly being pushed deeper into her pussy while being pulled out during the rise of Rarity's hips. The toy never left either mare's dripping cores as it worked both pussies while their hips moved to increase its usefulness. Exie felt amazing, she never knew this kind of pleasure existed, she was not only sated in mind, but in body as well.

Rarity continued to move her hips faster, causing the toy to continue pressing into Exie’s drenched pussy. It was making them both feel pleased and filled.The volume was beginning to rise in the room as a cacophony of moans was echoing off the walls. The exotic aroma of the combination of sweat and marehood had incensed the room, both mare's leaking out profusely from the intensity of the sexual activity.

Exie had never felt such a powerful orgasm building up, she didn't know if her pussy was going to explode from the force of it and hoped she remained in one piece post coitus. She wasn't even aware she was about to erupt until the final moment in which she begged her mistress to let her cum. "Please Mistress, I can't hold on... I have to cum," she begged pitifully, not wanting to suffer for her pleasure.

"Cum my little slut, show me how good Rarity's cock feels inside you," Rarity ordered lewdly.

Exie couldn't take it anymore and she came hard. The force of her orgasm caused her to shoot out her juices and shook Rarity's body. The juices splattered all over the place and even covered her own coat as gravity came into effect. She was unable to move as her body was used as a base for Rarity to continue mashing her marehood over the toy.

Rarity finally felt her climax approach and slid down the pseudo shaft and came almost as hard as Exie did. Her juices were splashing down and aided in covering Exie in pussy juices. The final motion had Rarity sliding on her bed and disconnecting the marehoods from the toy. She used whatever energy she had left to put the toy on her dresser before laying on her bed, tired.

Exie didn't know whether to join Rarity on the bed or leave, as she wasn't given any instruction post orgasm. Before she could even ask, she got the answer to her unsung question.

Rarity yawned before issuing one last command for the evening. "Join me in bed slut, you are staying the night." She lost her usual authoritative tone as she was slowly falling asleep. She opened her forelegs up as if gesturing for an embrace, which was easily accepted by the bliss filled mare.

Exie had almost cried at the sheer joy of not being kicked out after such an amazing session of sex. She was surprised by the affection Rarity was giving her, but wasn't going to jinx it by doing something stupid. She was slowly drifting off into sleep as she watched Rarity lean in and kiss her one last passionate time before passing out from exhaustion. Exie had a smile on her face that didn't leave as she slept with the mare that had claimed her.

____________________________________________________________

When the morning came, Rarity had found herself face to face with her enemy of the previous day. She had looked at the sleeping mare and gently caressed her body. Rarity enjoyed the sensation of waking up with another body on her bed, and more so that it was the cute rival who she had pleasured. "Wakey, wakey darling, we have to compete again," she said in a soft tone before kissing the lips of the sleeping mare.

Exie woke up and frowned upon hearing those words. "So this was just a one night stand?" She inquired with a saddened tone.

Rarity licked the mare's lips and chuckled softly. "No, darling, one night stands don't get to stay in my bed... If I just wanted a fling, you would have been out my door once I finished. I have plans for us darling, and you will enjoy those plans," Rarity informed before kissing Exie again.

This time Exie returned the kiss and smiled. "Well, what about your friends... will any pony object to us?" She asked, a bit nervous of having to watch her back because of her love life.

Rarity laughed. "Oh darling, I don't know what idea you have in your head, but I belong to nopony, and all my friends will love you. The only issue I can foresee is a huffy baby dragon, but don't worry, he is harmless." Rarity chuckled at her own statement to calm her shaky marefriend.

"Alright, still, one last thing before I shut up and accept this..." She started slowly, waiting for the obvious "what" to be said.

Rarity followed suit with a "What's that darling?"

"What about my shop? Even if we get together, we are still technically in competition, won't that... affect us?" She curiously inquired. She had dreaded asking the uneasy question, but she needed to know the answer. She was here on business, and if her romance would get in the way of it, then she would have to cut ties with Rarity. It wouldn't be easy since she was kinda wanting to see where it would go, but she can't just drop everything she was working for over one night of hot, passionate sex.

Rarity put a hoof under Exie's chin and rubbed it gently. "I wasn't lying when I said I wanted to talk business in the shop. I originally wanted to get you out of town, but after last night, I want anything but that." She kissed Exie's forehead before continuing on. "We can deal with it in many ways; like ignoring it, or we can just form some kind of business alliance ... I don't really know the technical term, but I know somepony who could help us out with that. Twilight is sort of a book smart princess." Rarity was getting tired of talking about business and wanted to deal with it later. She started kissing Exie again to hint her desires.

Exie got the message and kissed back passionately, if her marefriend wanted to wait and deal with things later, then so be it. Exie's mouth opened slightly and was rewarded with Rarity's tongue sliding into it, dominating the kiss and owning Exie's mouth. The earth pony continued the sensational kiss and was just going to let fate play out however it did. She had to admit; it hadn't even been 24 hours and she was already glad she had decided to open shop in Ponyville.