Two Of A Kind

by canadianbrony91

Rating: mature
Tags: Octavia, Sex, Slice of Life, My Little Pony: Friendship is Magic, Comedy, Rarity, Romance
Length: 7532

(An extra of my story, Becoming One With The Beat) Octavia gets fed up with having to deal with Vinyl's wild house parties, so she decides go out one night and have a pleasant dinner with a special friend. But her friend has something else in mi

After having to put up with Vinyl's loud and annoying house parties, Octavia finally decides to head out for an evening to avoid it and have a little "fun" in the meantime. However, by fate, she ends up running into her childhood friend, Rarity. As the evening goes on, flirting and suggestive gestures ensue as the two mares find themselves oddly attracted to each other. Is a relaxing dinner at a local restaurant the only thing on these mares' minds? Or is rarity looking for the same kind of "fun" that Octavia is?

(This is an extra from my story Becoming One With The Beat, so if you haven't read it, some scenes might not make much sense. I encourage you to read that story first before reading this one, although it isn't required.)

Co-Author: JakeJr12
Editor: SortOfARarity
Cover Artist: Pony-Kim

Published 2013-11-08 09:20:03 UTC
Last updated 2013-11-08 09:20:03 UTC

Two Of A Kind

"Dammit, Octy. It's a party! If you don't like them then you don't have to be here."

"Look, I think it'd be fun. But all of your parties end up creating too much...ruckus. Could you at least turn the volume down on your speakers this time? I almost went deaf the last time I stuck around to listen to your music."

Vinyl, along with taking offense to her suggestion, turned away and resumed setting up her speakers. She sighed and closed her eyes. "I wish you'd stay this time, but that's just how I play and my fans like it that way. Like I said, if you don't like it, then no one's stopping you from leaving."

"Fine." Octaiva game up and turned around to leave. "I guess I'll spend the night at a friend's house or what not."

"Alright, seeyah." Vinyl replied nonchalantly as she continued to fiddle with various wires and plugs.

Just before disappearing back into the house, Octavia called out "Don't try anything funny with Alex."

"H-hey! Why..." Her cheeks turned red and before she could retort, Octavia was already gone.

This seemed to happen every time Vinyl had a party. Since Octavia, as most would guess, wasn't an avid party-goer, she often would escape to try and pass the time until the party ended. Whether it be hanging out with friends or practicing with her cello, she always had something better to do than to listen to a genre of music that made her want to plug her ears with wine corks. She left the back yard of her house and went inside to pack a bag full of makeup, clothes, and other living appliances. She brainstormed what she could possibly do for an entire night that would keep her entertained. While rustling through her cabinets to find her soap-on-a-rope, she came across a packed ball of lace lingerie that Vinyl had left up there.

"Honestly, Vinyl..."

She was about to throw them to the side before a rogue idea crashed into her head. She stared at them for a few seconds before stretching them out to see if they would fit her. Oddly, they were her exact size.

After looking back to the door and checking to see if it was locked, she slowly slipped one of them on. It was a perfect fit. The black lace matched well with her fur color and her mane, and they weren't uncomfortable at all.

She looked at herself in the mirror and shook off her curiosity, peeling the thong off and throwing it aside "Honestly, Octavia, you're not that desperate.

She continued to pack up miscellaneous things and was about to walk out of the bathroom before looking back onto the counter where she had tossed the lingerie. It was at that moment when she realized how long it had been since she had gotten laid. A year? Possibly two? For somepony as attractive and elegant as her, it probably wouldn't be difficult at all. After thinking to herself for almost a whole minute, she rushed back into the bathroom, grabbed the stockings, and stuffed them into her saddlebag. Apparently, she was that desperate.

Rarity paced back and forth looking at two sketches. She had been exceptionally stressed lately because of a recent job she had been working on for the past week. Not only was the deadline so short, but she had been tasked with making a fusion of two dresses that had absolutely no similarities between them. She had been trying to brainstorm all afternoon, but after almost four hours, she finally gave up and crashed onto her love seat couch, letting out a sigh of exhaustion.

"Hey sis? Are we gonna eat dinner soon? I'm kinda hun-" Sweetie Belle, going against her sister's instructions, came into Rarity's room before getting interrupted.

"Sweetie Belle! I thought I told you to leave me be while I'm working!" Rarity lectured her, but not out of anger. Sweetie Bell just stood there with puppy dog eyes. Rarity knew it was well past dinner time, and letting that poor face go hungry would give her enough guilt to last the next decade. However, Rarity was already too mentally exhausted to make anything for dinner. After a while of thinking, Sweetie Belle began to turn around to walk out, giving up on dinner. It was just then that Rarity had an idea.

"Sweetie Belle, you know how to order pizza, right?"

Her face lit up light a light bulb. Rarity almost never let her eat pizza. Sweetie Bell always remembered her saying the same thing every time she asked for it, "Honestly who would want to eat such a fattening, crude thing like that?"

"Yes!" She said with a wide smile as her puppy dog eyes turned to large green gems.

"Splendid." She got up from the couch and began to gather some things.

"Where are you going?"

"To get some fresh air and clear my thoughts. I should be back later tonight, darling. Here's some bits to cover for the pizza."

She tossed them over on the table next to her as she lifted her saddlebag up and over her back with her magic and carried it out with her.

"Taa-taa!" She said with a melodic tune as she closed the door behind her.

It was a very pleasant day outside, the sun was dying low into the horizon. Even though it was almost summer, the faint cold fronts from last winter were still coming around now and again, so the air was cool and crisp. It was just now Rarity liked it, not too hot, not too cold. She took a deep breath through her nostrils as she trotted towards the main part of town.

She never liked having to lie to her little sister, but at least in some sense, she was telling the truth. She needed some time to herself or in the company of others to relax her stressed mind for a while. If she had remained in her shop another minute, it would've driven her crazy. In this case, the reason why she couldn't be completely honest with Sweetie bell was that she wasn't interested in just talking with friends or taking a walk outside by herself. No, she needed something that would really empty her mind and oil up her gears. Something that was already getting the lips between her hind legs moist just by thinking about it.

She needed to get laid.

Sugar Cube Corner was a main social gathering place for almost every type of pony, but for some odd reason, it was nearly vacant. The golden orange sunbeams coming through the window illuminated tiny dust specs, which added to the empty feeling of the place. The only sounds being made were the occasional clatter of dishes back in the kitchen and the sound of Octavia's Merlot glugging slowly as it fell into into her tall glass.

"You can leave the bottle, thank you."

Her plan was to come in and instantly get looks, but due to how empty the place was, that plan was obviously shot. The only thing to keep her company now was a full bottle of wine and seclusion. It wasn't what she had hoped for. However, it gave her a chance to get away from Vinyl for a few hours and relax, so it wasn't a pointless endeavor.

She sat there for what seemed like hours, caught in a pickle. She didn't want to go back to the house and have to deal with random ponies screaming and raving while she tried to sleep, but she had to admit that sitting here by herself was boring. She entertained the idea of hooking up with one of her band-mates to rehearse a bit, and decided to ditch once she had finished her wine.

She finished her first glass of wine and began to pour another as her ears perked up at the sound of the door opening and the wind rushing in. Out from behind the door came probably one of the most beautiful mares she had ever seen. Her curled dark purple mane whipped around her neck and her eyes sparkled orange, reflecting the setting sun. Her pure white coat was void of a single blemish and was neatly combed. She looked around and, just like Octavia, noticed how surprisingly empty the dining area was. She was about to lose hope and walk back out before she spotted Octavia in the back and trotted towards her. She guessed that a company of one would be better than no company at all. As Rarity got closer, a sparkle of recognition appeared in her eyes.

"Octavia? Is that you?"

"Rarity! It certainly has been a while!"

Rarity took the seat opposite of her after giving Octavia a warm hug. The two of them hardly recognized each other since it had been so long since they last met. It had been nearly six years since they both graduated from a very prestigious university from Canterlot and even though they both focused on different areas of study, they ended up being good friends. The last time they saw each other was at their graduation ceremony before they parted ways to pursue their own separate careers.

It had become obvious that both of them had grown physically, both in size and in beauty. They had both developed attractive bodies in their young adulthood and it took only a moment for them to realize that they both had an attraction towards each other. Rarity, being the more assertive of the two, broke the ice first as she took the wine bottle and pulled off the cork with her magic.

"You don't mind if I pour myself a glass, do you?"

Octavia gave a warm smile and a nod, "Of course not, be my guest."

"Thank you, dear." She filled the wine glass almost to the brim and took a sip, her face becoming relaxed the second it touched her lips. "Please, forgive me; it's been so long since I've had a drink to help me relax."

She could tell that Rarity was trying to cope with a bit of stress, "Is everything...alright?"

Rarity tried to forget about her recent job, making sure her mood didn't ruin their evening. "Oh nonono everthing's fine dear, I just...had some hardships at work today, that's all."

"Yes I do remember you wanted to go into fashion design back in high school. How is that coming along?"

Rarity's eyes lit up, flattered by Octavia's concern for her career. "Oh its coming along famously! I never have a shortage of clients; even though sometimes do get a bit too busy for my tastes. But I suppose I can't complain."

"I'm glad to hear that." Octavia giggled a bit before continuing, "I remember when you used to try to make every school dance into a fashion show. You were always critiquing everypony's dress and then posting what you thought of them on the school bulletin board."

Rarity blemished a bit, looking back at how silly she was back then, "Heheh...well I suppose we've all had our embarrassing moments as fillies."

Before they began to reminisce further, they were interrupted by the waiter, who had finally realized that someone else had come in.

"Terribly sorry ladies, what can I get for you?"

Rarity gestured for Octavia to go first, however she did the same at the exact same time, making them giggle awkwardly as the waiter stood there expressionless. Rarity finally spoke up.

"I'll have the Fettuccine di crema. Oh, and don't go light on the butter sauce, I'm feeling rather ambitious today." Octavia looked a bit surprised at her knowledge of the menu, seeing as she didn't even pick it up or look at it once before deciding what she wanted.

"One Fettuccine di crema...and what will you have, miss?"

Octavia stammered a bit before deciding on something familiar, "Just...spaghetti and meatballs I suppose." She laughed at herself humbly at how simple her order was compared to Rarity's as the waiter walked back to the kitchen. They sat a bit awkwardly in silence, trying to think of another way to start the conversation back up.

"Well what about you, dear? Last time I heard, you were an aspiring cellist."

"Yes, I'm...still working on that."

Rarity put her chin on her hooves as she stared into Octavia's eyes. If she didn't know any better, Octavia would think that she was a little too interested in her.

"I'd love to hear you play sometime, I gander your playing is magnificent."

Octavia felt a bit flattered and her eyes avoided direct contact with Rarity's. "It's not the best. I still have a long way to go before I can get into the Canterlot orchestra..."

This didn't quite deflate Rarity's fascination. "You're planning on getting into the Canterlot Orchestra???? Her tone wasn't that of disbelief, but of jealousy and excitement.

"Well...yes..." Octavia's shyness grew as she sipped on her wine some more.

"I'm so glad your lifelong dream is coming true, dear. I can't say the same for me, though. I feel my business is
beginning to...plateau."

"Oh stop that Rarity," Octavia butted in, eager to give Rarity payback for the flattery she so abundantly poured onto her earlier. "I've seen your dresses in pageants and shows, and I have to say you have quite some talent."

Rarity twirled a curl in her hair around her hoof and flittered her eyelids in a somewhat overly-dramatic manner. "Oh...you really think that?"

"Of course!" Remember that dress you made for me for that prom? It was arguably the best dress of the dance and you only made it two days. Not many ponies can do that.

Rarity flustered a bit, but not as much as Octavia was earlier. Their eyes met for a split moment and then darted away quickly. Rarity's hind leg accidentally (or was it accidental?) brushed against Octavia's underneath the table.

"O-oh! Sorry..." They both said almost simutaniously.

It was in that moment that both of them knew that they were flirting with each other, and they had been doing it without realizing. For the first time, Rarity began eyeing Octavia sexually, glancing over at her lips and her curves. She could feel from the brief touching of their legs how soft and smooth her fur was, and wanted nothing more than to feel it more. As her mind raced with thoughts of Octavia's body, Rarity slowly began to understand that she had found her potential mate for the night.

Rarity changed her game plan. It was simply a friendly get together earlier, but now it was different. She could almost feel the slit between her legs moistening just thinking of the possibilities, but she let them slide for now. "Play it cool, Rarity." She thought to herself, "Play it cool."

"So...are you...dating anypony? Are you and Vinyl..."

Octavia's suspicion grew a bit, but she answered honestly. "We tried things out for a while, but we just weren't very compatible. I'm single now. How about you?"

"Oh, I like to remain open, if you get my drift." Rarity replied suggestively, narrowing her eyes and developing a thin grin across her face as she leaned into the table.

Octavia finally came to the conclusion that she was being hit on and her cheeks began to turn red. She could almost hear her own heart beating fast in her chest as she stuttered, trying to come up with something to say that wouldn't be taken out of context.

"I...I see."

Octavia was saved from having to continue the topic because she could see the waiter coming with two large trays out from her peripherals. Rarity looked over to her side at the waiter as her grin disappeared slightly and an aura of impatience surrounded her. The waiter placed the trays down and handed out silverware to the two mares before bowing and taking his leave. Rarity took a deep breath, releasing the weight of the last topic while she began to twirl her fork in her pasta with her magic.

"So what brings you here all by yourself, Octy dear?"

She sighed before answering, not wanting to remember her stress from earlier, just like Rarity. "Vinyl is throwing a big party tonight, and I don't exactly like the kinds of parties she hosts."

Rarity swallowed a mouthful of pasta before responding, "Oh? Why's that?"

"Too..." She sighed, "Too much noise. I often have to escape the house and wait until the party is done. And then I come back late and barely get any sleep at all because I have to clean everything up."

Rarity saw her perfect opportunity and quickly went for it. "Oh dear, that just won't do. If you like, you can spend the night at my house." She asked as innocently as possible.

"N-no thank you, Rarity. I'm used to these sorts of things with Vinyl...I think I can..." Octavia tried to seem like she didn't want to, but both her and Rarity knew that in the back of her head, the idea was sending waves of curiosity through her.

"I insist. We haven't been together like this since we were fillies! Why let the fun stop here? It can be a sleepover, just like old times."

Octavia twisted and fiddled with her hind legs under the table nervously as she bit her lip and thought of all sorts of scenarios that could possibly or probably come up if she accepted her offer. She was already beginning to realize that Rarity had come here for the same reason she had, but whether or not she had actually intended to court her was still unclear because of Rarity's talent of the sublime.

Octavia didn't entirely rule out the possibility of a female partner for the night either. She had only done it with a mare once or twice, and one of those was Vinyl, even though Octavia didn't think she counted for a variety of reasons. Sighing, she raised her head back to Rarity.

"Oh alright...I suppose it would be better than going back home tonight.."

Rarity could barely contain her excitement. She smiled widely with a *squee* as her sex hormones grew restless, knowing that she was about to release stress in the best way. Octavia felt the exact same way. In fact, she was actually more excited than Rarity was. Rarity could find a bedmate any night she wanted, but Octavia just didn't have the same confidence to go through with it as often. It was because of this that she hadn't gotten laid in years, despite her growing urges.

The two pushed the subject aside and finished their meal before guiltily indulging in a couple of Mr. and Mrs. Cake's famous cupcakes to satisfy their sweet tooth. The extra bit of sugar in their system helped them fight off the lingering weariness that came to them after they had left and the sun had set. In addition, the multiple glasses of wine they had towards the end of their meal helped smooth out any awkwardness that still remained between them. However, it wasn't enough to slur their speech or hinder their steps as they walked peacefully down the road under the night sky. Drinking enough to impair themselves was not a habit of either of them due to their respect of their bodies and their classy image.

They almost got so carried away in small talk while trotting that they nearly ran into the front door of Rarity's boutique.

"Oh, I nearly forgot. Sweetie Belle might me here, but I'm sure she'll be asleep in bed." She said as she took out her keys and began to rotate the lock. "I told her to get herself some pizza for the night, it always makes her fall asleep."

Rarity opened the door and ushered Octavia in, who was instantly taken aback by how neat and tidy her home was compared to hers. She guessed that it was a side effect of living with such a party animal.

"My, Rarity. You really have done well for yourself haven't you?"

She tilted her head up with pride as she strode to the kitchen table, taking off her saddlebag and tossing the keys onto a chair in the corner of the room. "Just one of the many advantages of being a one-pony entrepreneur!"

Octavia looked around the living room as she guiltily began to covet every inch of Rarity's home. It was like every nook and cranny had luxury written all over it. But trying not to be a rude guest, she focused on Rarity and tried to figure out what her plans were for the night, even though she already had a pretty good idea.

"Terribly sorry, dear. Could you wait here while I go check on Sweetie Belle and freshen up? It'll only take a moment." She disappeared into the back hallway.

The large velvet couch was too hard to pass up, and Octavia laid herself down on top of it. She took a deep breath and let her body rest for a few minutes. She could hear rustling in the back rooms, but she let her curiosity go and closed her eyes for a moment. Rarity's house had a nice smell. It was only when she closed her eyes and focused that she could notice it. It smelled like a lavender perfume, but not the kind of perfume that overpowered and smothered her nostrils. The soothing scent was almost relaxing enough to lull her to sleep.

Suddenly, a hot and wet pair of lips planted themselves onto Octavia's. The shock kept her from pulling back for a few seconds and her body savored the sensation before she gained her senses and pulled back. She opened her eyes to see the lusty and heated face of Rarity staring right back at her.

"Rarity! What are you...!?"

"Shh..." She placed a hoof on Octavia's lips before kissing down to her neck and pressing herself against her.

Octavia didn't resist this time. She knew this was coming; it was only a matter of when. Rarity's soft white lips gently sucked on hers, slowly arousing both of them and warming Octavia's heart in the way she needed most. She could feel Rarity's fur rubbing against the grain of hers, messing it up and tickling her while she felt a hoof slide down her side.

"Guess Sweetie Belle is sound asleep then..." She thought to herself before getting deeply tangled in an intense makeout session.

The last ten minutes or so were a blur to Octavia as her mind was completely distraught by heated passion. They had made it to Rarity's bedroom without realizing it and she was beginning to notice that Rarity's hooves were brushing further and further south down her tender grey belly. She hadn't given Octavia proper time to get ready, so she wasn't able to put on the lingerie she had packed for the occasion. However, Rarity had bought enough time to put some on. Octavia couldn't help but to stroke her hooves over Rarity's back until she got to her firm round rump. She squeezed it a bit before Rarity began to lick down her neck again.

"So Octavia...do you like it soft? Or rough?" She said as she bit down on her neck gently, but hard enough to extract a not-so-subtle moan from Octavia.

Her question hinted to her that Rarity was very familiar with sex and knew how to handle each specific situation. It was that hint that gave Octavia an immense amount of curiosity. She looked up at Rarity and whispered in her ear.

"Rough."

A wide grin instantly struck upon Rarity's face. She got up off of Octavia and trotted over to her chest-of-drawers. She rustled through clothes and other miscellaneous objects and pulled out a few things. One of which was a skimpy leather outfit that seemed to bring attention to Rarity's sensual parts. She slipped it on while she threw other things on the bed next to Octavia that made her eyes widen with fear, but mostly curiosity. Octavia looked to her left to see a ball gag and a collar lying on the bed beside her. She looked back up at Rarity, who had just finished putting on her outfit. It was shiny textured leather with straps covering her with an opening in between the thong that left her marehood completely exposed.

"Fancy taking orders?" Rarity looked down at her with a lustful hunger in her eyes. Octavia nodded slightly and with that Rarity assumed her dominant personality.

"Good. From now on you will call me mistress. Understood?"

Never before had Octavia experienced this much kinkiness, and it made her body shake slightly with anxiety as the slit between her legs began to dampen already. She nodded obediently, playing along with Rarity's game. She bent down over Octavia to put the collar on Octavia.

"And you are 'pet'. Understood?"

"Y-yes...mistress." The words made Rarity's face light up mischievously as she connected the collar at the back of Octavia's neck with a *click*

Rarity got back on the bed and laid on her back, spreading her legs slightly. "Come taste me, pet."

She bent down and instantly began to lick and kiss Rarity's inner thighs. Her fur tasted of sex, her juices already flowing all the way down to her knees. It had matted down certain sections of her fur, and Octavia took the opportunity to lick and suck those areas, cleaning them up and leaving her fur mussed up and damp from her tongue. She wanted to go higher up her thigh and taste her raw exposed clit so badly, but she was fearful of what Rarity would do if she did something she didn't want her to do.

Almost as if answering her wishes, Rarity leaned back and rested her head on the pillow and put a hoof on Octavia's head. "Go higher, dear..."

Octavia was an inch away from Rarity's slit and she began to smell the dense scent of it as her tongue caressed Rarity's upper legs higher and higher. Suddenly, Rarity began to tug on Octavia's mane, forcing her to dive tongue-first into Rarity's opening. She took no hesitation and began to lick up and down in long strokes as soon as her tongue touched it. She could already feel it throbbing against her tongue as Rarity's sex leaked more and more. Rarity bit her lip and moaned deeply as she kept pulling Octavia's mane higher up, making her push her face and tongue harder against her marehood.

"Mmphhh...very good, pet..." Rarity pulled Octavia's mane up, lifting her face off of Rarity. "I think you deserve a reward."

"T-thank you, mistress."

"Bring that plot of yours up here." Octavia obeyed and got up, turned herself around so that she was straddling Rarity's face, and assumed the sixty-nine position.

"Don't make your mistress wait, you slut." Rarity said in a very commanding tone.

The sudden demeaning language from Rarity turned Octavia on even more, although she never would've thought something like that would've. She leaned down on top of Rarity and began licking her again as she could feel Rarity's strong wet tongue pressing into her as well. Octavia dug her tongue deep inside Rarity, licking her warm and pulsating inner walls as her moans became more frequent from Rarity doing the same to her. The sound of mares moaning in heat filled the room as the two pleasured themselves with their tongues. After a while, Octavia began to wonder if Rarity really wanted her to be submissive, since nothing she had been told to do had been to her disadvantage whatsoever. She felt Rarity spreading her plot cheeks wide open and almost yelped when she felt her tongue suddenly slide against her exposed clit.

An intense heat flowed through her body all at once and she quickly found out just how sensitive she was as the urge to cum instantly released. She flung her head back from Rarity's crotch and her marehood throbbed and leaked violently as a quick and sudden orgasm took over her. She gritted her teeth together and shut her eyes tight as she came down from it and then looked back at Rarity.

Rarity got up from underneath her, wiping her mouth free of Octavia's juices and looked down at her. She couldn't tell whether or not Rarity was acting or not, but one thing she did know was that she had a look of disappointment on her face.

"Pet, did I give you permission to cum?" She said in her commanding voice again.

Octavia finally responded after panting for a while. "No..."

Suddenly, Rarity grabbed her by her collar and pulled her upright on the bed forcefully. She looked her square in the eye.

"Not only do you cum without my permission, but you forget to refer to me as mistress..." She pushed her back on the bed and then leaned over to fetch the ball gag. "I was hoping not to use this...but it seems you leave me no choice."

Rarity fastened the gag tight around Octavia's muzzle, leaving her mouth agape as her saliva drooled out of the side. After lifting her chin to see her desperate and desire-filled eyes, she pulled out a rope and tied her hooves behind her back. Octavia began to feel a little nervous from the lack of control, but she had faith that Rarity wouldn't hurt her.

"Bend over, slut. You need to be taught a lesson." Octavia did so, standing on her hind legs but laying her body across the bed, lifting her ass up and looking back at Rarity.

The first spank came swiftly and painfully. Rarity's hoof hit her ass hard, making Octavia let out a loud moan since she was no longer able to suppress them due to the gag.

*Slap!*

"Aaahhhhh!!!"

A stinging pain shot through Octavia's rump, making her bite down on the gag hard. However, after the third and fourth spank, the pain began to simmer down and make Octavia feel truly submissive. Her cheeks flushed a bright red as the spanking continued, each slap extracting a sharp moan from Octavia. As Rarity began to go harder and harder, Octavia's mind started to go fuzzy from the stimulation. Her red ass was now numb and her pussy, begging for attention, began throbbing and pulsating again. It turned her on more than anything she had ever done in bed with anypony. Octavia always preferred to be the submissive one during sex, but never before had she been forced upon like this. She hated to admit it to herself, but she really loved being dominated by another pony in bed. It was just by sheer luck that she had run into one of the kinkiest fashionistas that had the kinkiest domination fetish.

Rarity finally stopped. Octavia lost count of how many she received, but it was somewhere close to thirty. There was a pool of saliva that had collected on the bedsheets underneath her mouth, and her facial expression made it obvious that she very much enjoyed her punishment.

"Learned your lesson, pet?" Rarity said before caressing Octavia's extremely sensitive cheeks.

Octavia turned around and nodded slowly, but her eyes quickly widened when she saw that Rarity was holding a ten inch long black horse dildo that was attached to a belt in her hoof.

"Good. Now be a good pet and put this on."

Octavia certainly felt awkward to have such a long shaft dangling between her hind legs. She felt how hard and lifelike it was and wanted it inside of her so badly, but it was only a one-way dildo, only capable of pleasing the pony in front of it.

Rarity pointed to the bed. "On your back."

She did so, letting the dildo flop onto her belly. It almost reached up to her neck and as she looked down, she had the sudden urge to lurch forward and suck it. However, she desperately needed to get off again after Rarity's spanking. If she disobeyed Rarity again, she might not let her.

Rarity climbed on top of Octavia and began to grind her slit against the base of the dildo, making the shaft soaked with her fluids. She pushed down on top of the dildo hard as she found the sweet spot: rubbing her clit back and forth against the thick ring that was halfway up the shaft. She leaned forward and moaned purposefully in Octavia's ear. Her purpose was to make her jealous, and it worked. Octavia's throbbing clit oozed out fluids, but received no attention as Rarity continued to pleasure herself on top of her.

Stopping and taking a deep breath, Rarity took the shaft in her hoof and put the tip at her entrance, still keeping her face close to Octavia's. As she pushed her hips down on top of it and the tip of the dildo popped in, her breathing became heavy and her lustful exclamations filled Octavia's ear more and more. She was about halfway down the shaft when she bit down hard on her pet's neck, making Octavia moan back at her through her gag. It was then that Rarity realized she had forgotten to take it back off after her punishment. She unfastened the gag, threw it aside, and instantly planted a wet passionate kiss on Octavia as she forced the rest of the dildo deep inside her. She nearly yelled into Octavia's mouth and paused to let her inner walls stretch to accommodate the size of the dildo before continuing.

She obviously wanted Octavia to be jealous. Although she was truly feeling good, Rarity overemphasized her pleasure to make it sound that much more enjoyable just so Octavia would want it badly. She began to ride the dildo slowly, pushing its entire length all the way inside of her until it prodded her womb. Thanks to the rope she tied around Octavia's hooves, she was able to enjoy herself without interruption, all while watching her partner struggle to contain her lust.

Octavia finally spoke up, breaking away from the mid-sex kiss. "Rar-Mistress...please, I can't take it anymore..."

Rarity leaned down and looked her right in the eye as she picked up the pace and panted in between words. "No, pet...ahhh! Let your mmphhh! Mistress finish first..."

She pinned her shoulders down to the bed just in case and dropped all her weight onto the dildo with each thrust of her hips. Octavia, eager to make Rarity finish so that she would get release, began to thrust up into her in sync with her hip drops. Rarity seemed to appreciate it. She leaned back and released Octavia's shoulders, lifting her head towards the ceiling and letting out moan after moan until her throat was nearly raw.

Rarity's inner walls tightened all at once and she leaned back onto Octavia, grabbing her body tightly as her entire body tightened up from the sudden orgasm that overcame her without warning. She bit her lip hard, keeping her from yelling out, but she still let out a moan that peaked Octavia's jealousy of her pleasure. As she came down from cumming, she laid down flat against Octavia and whispered into her ear.

"Well done, pet..."

Octavia waited patiently underneath her for any kind of sign that she was going to give back to her in some way, however after a few minutes of Rarity just laying on her stomach, the dildo still inside of her, she began to grow impatient.

"Mistress? Please...I've waited so long..."

Her impatience grew to a boil when she realized that Rarity had fallen asleep. Being dominant wasn't in Octavia's blood, but she had to do something or else her needs would drive her crazy. Trying not to wake Rarity up, she tugged at the ropes binding her hooves together, thankful to find out that they weren't snug and actually slipped off quite easily. She gently pushed Rarity off of her and onto the bed, and carefully pulled out the dildo from her so that it wouldn't wake her. Rarity's buildup of juices spilled out and dripped off of the long cock as Octavia took it off of her, finally free.

She looked back down at Rarity. She knew that if she kept being submissive to her, she would never get what she needed. It was just then that she took notice of Rarity's horn. She grinned as she came up with the perfect plan for revenge.

Octavia finished tying down the last rope, making sure Rarity's legs were tightly bound. She expected her to wake up halfway through, but she remained passed out on the bed. She climbed up on top of her and straddled her stomach before leaning down to wake her. She put her lips right next to her ear.

"Raaarity..."

Rarity's ear flicked slightly as she woke up. She looked around herself and noticed that she was completely tied down and immobile. She panicked slightly and struggled against the ropes and then, noticing it was futile, sat still and looked up at Octavia.

"Octav- I mean...pet, what are you doing?"

Octavia sat back and enjoyed the sight of Rarity struggling after being at her mercy for so long.

"You know, Rarity, sex is all about pleasing both partners." She climbed up and straddled Rarity's face, rubbing her horn slightly and feeling how hard and textured it was. "If somepony is left unattended to...they tend to get aggressive.

Rarity's heart rate increased as she came to understand what Octavia's intentions were. She looked up at her horn being rubbed by her as a faint tingle flowed through her forehead. "W-wait! Octavia, let's-"

She pushed her slit against the base of the horn, covering it in a thick layer of her juices. She could feel each ridge and crevice of its texture. Apparently, it gave Rarity some sort of satisfaction as well, she bit her lip and her breathing became heavy as Octavia slid her lips up and down the pure white horn. She would've preferred to have her sit there and be jealous while Octavia had all the fun, but it didn't matter much now. They were already in too deep. Octavia's body became hot as she finally began to release the stress that had been built up for so long. Each groove of Rarity's horn pressed into her sensitive clit as she went up and down, making her groan deeply and intimately.

It didn't take her long to want more. She lifted her hips up and prodded the tip of the horn against her opening. Without hesitation, she dropped her weight slowly, savoring every inch of Rarity's horn as a strange yet pleasuring feeling arose in Rarity as well. She pushed all the way down until she hit the base of Rarity's forehead. Her warm sex trickled down Rarity's face.

Rarity had completely stopped her struggling and embraced the fact that Octavia was going to use her horn until she was satisfied, so she laid still and watched as her friend's marehood tightened around her own horn right above her eyes. She began to bounce up and down on top of her now as a warm tingle came from Rarity's horn. The feeling flowed through Octavia's insides and intensified her sensitivity. She looked down to see Rarity's horn glowing faintly. However, she knew all too well the anatomy of unicorn horns since Vinyl had routinely practiced on her.

"My, Rarity, I didn't know someone as elegant as you would-ahhnnn!-be so kinky as to be turned-mmmphhh!-on by hornplay..."

Rarity didn't respond, she couldn't. The building sensation in her horn overwhelmed her and all she could focus on was how the insides of Octavia felt from her horns perspective. The only thing that distracted her from it was the occasional drop of fluids coming from Octavia that would find its way down to her mouth, which were all licked clean hungrily. Her mane was almost completely ruined at this point, but despite Rarity's fascination with her mane, it fell among the many things that evaded her notice.

Her head was now sunk deep into her bedsheets as Octavia's pace slowly intensified. Rarity's slit began to throb once more due to her horn being fucked over and over again, and she longed so much to simply reach a hoof down and masturbate it. However, she soon began to see what Octavia was doing and just how well she was doing it. She was stimulating her horn so much that it was affecting her marehood, but not enough that she would end up climaxing from it. Meanwhile, Octavia was moaning and nearly screaming into the air while Rarity's horn brought her every ounce of pleasure she needed most. It was a harsh way of giving Rarity a taste of her own medicine, and she knew it just as well as Octavia did.

Octavia grabbed a hold of Rarity's mane for stability as Rarity began to feel an inevitable throbbing come from Octavia's warm wet insides. Her downward hip thrusts against Rarity's horn became shorter and faster, and her breathing increased dramatically. Eager for release, Octavia reached a hoof down and rubbed her clit up and down.

The convulsions came without warning. Octavia's marehood quickly tightened and gripped Rarity's horn tightly, making her yell out. Octavia felt like her abdomen was a gas tank that was slowly losing pressure after being built up for so long. The release made her body go into slight spasms as her hips bucked up and down on their own. She let out a large exhale after the peak, but her clit and outer lips continued twitching and pulsating due to how long it had been since they had last been this stimulated. Her moaning subsided from her raspy throat after a minute or two, and she slowly pulled off of the horn, which was still glowing faintly. She crashed onto the bed with her ass, still red from the spanking earlier, in the air and her juices flowing down her thighs.

Now that the ropes were free, Rarity cut the ropes with her magic, rubbing them gently and feeling how sore they were. Her initial reaction would've been to teach Octavia another "lesson", but she figured she had gotten what she deserved, and she didn't want to ruin her night. She didn't bother putting her dominant personality back on. Instead, she slowly slipped out of bed and tugged at Octavia's hoof gently.

"Come on, dear. Let's clean you up."

After they had finished showering, they dried off and sat in the kitchen for a cup of hot herbal tea to perk them up. It was completely dark outside now, and Octavia could no longer hear the faint beat that echoed in the distance, a sign that the party had ended. She took a deep breath of relief.

Rarity broke the silence with a bit of suggestion in her tone. "Feel better?"

"Mhmmm..." Octavia responded quietly with her eyes closed and a smile on her face.

She felt as if one hundred years worth of pressure had finally been released from her. She sipped on her tea as her muscles began to relax. They sat and chatted for a few minutes, enjoying the last few moments of their rendezvous with more reminiscing, before Octavia got up and finished her tea in a large but not so un-lady-like gulp.

"Heading back out?"

"As much as I'd like to stay," she added with a suggestive look on her face, "I do need to get back and make sure Vinyl isn't passed out in the back yard." She gathered her saddlebag, remembering the lingerie she didn't even get to use, and trotted for the door after giving Rarity a quick and friendly hug.

The two exchanged goodbyes as Octavia departed, and they both felt a great deal of relief flowing through them as they went back to their separate lives. Rarity lingered in the doorway for a minute or two, getting a good look at Luna's meteor shower in the sky, before going back in and closing the door behind her. She took a deep sigh and walked back towards her bedroom.

She was met by Sweetie Belle halfway.

"Hey sis? What was all that noise about?"

Rarity almost died of a heart attack when she realized that her little sister might have been awake during her encounter with Octavia and heard them going at it.

"Oh! I-It was nothing, Sweetie, I...had company. We were just chatting."

Sweetie Belle, not aloof to the fact that her big sister had somewhat frequent one-night-stands, grew a grin and a suspicious look in her eye. She turned and walked back into the hallway and then stopped outside of Rarity's room.

"So...if I won't find anything weird in your room?"

"Wait, Sweetie Belle! Stop!!!"

Author's Note

Thanks for reading! Let me know if there are any errors that need to be fixed, and again sorry for the long wait.
~Canadianbrony91