Tutoring Sessions with Twilight Sparkle

Carousel Boutique remained still and silent, aside from the two bustling mares that worked tirelessly in its upstairs workshop. A definite closed sign hung from the window pane of the bottom floor, just recently adhered together by Sweetie Belle before she departed with her beloved friends. Moving upstairs, Twilight Sparkle and Rarity Belle giggled happily as they mixed and matched fabric pieces and stitched attire.

“Twilight, I want to thank you for taking time out of your busy day to help me with my modeling,” Rarity sighed with a smile over her face. The charming mare placed a spool of ribbon down, brushing her hair behind her ears as she sat on a throw pillow to admire their work. Twilight Sparkle lifted a satin bow up to a mannequin's neck and fastened it tightly to the collar of a cotton-stitched leotard.

“Oh Rarity,” she squeaked, giving a smile of her own,”you know I would do anything for you. You’re my friend!” Twilight turned to face the unicorn and presented the model with a few small exploding sparks in the background.

“Oh my, it’s wonderful!” Rarity squealed, rushing over to the outfit. “Hmm… while I do admire the design, I’m not sure it’ll catch on, at least, not in this town.”

“Really? I think everypony would love this!” Twilight replied, clapping her hooves together.

“It just seems a little… outlandish,” Rarity observed, studying the back half of the outfit. “Ruby Red was an amazing color choice however,” she concluded.

“Don’t forget, the bunny ears on top!” Twilight giggled, using her magic to set the folding fabric on top of the mannequin’s head.

“A rather unconventional bunny costume,”Rarity chuckled. “One would almost assume that the mare wearing this was trying to make a statement!”

“We should try it on!” Twilight suggested, wrapping her hoof around the mannequin’s neck.

“Err… try on that thing?” Rarity rubbed her foreleg. “Well, I don’t know… I wasn’t exactly planning on putting it on anypony…”

“It’s okay,” Twilight said, fluttering over to the desk at the far side of the room. “I took the measurements from you, so it’ll be a perfect fit!”

Rarity stared at her friend, jaw hanging on the floor. No wonder those numbers seemed so familiar… she thought.

“If we’re going to make one for all of our friends, it’s limits have to be tested,” Twilight explained, trotting over to one of the windows in the room.

“What limits would that be?” the unicorn asked, lifting a brow. She started to dart her eyes back and forth, watching as Twilight sheathed each window behind a set of pull-string curtains. “Do they shine in the dark?”

“No, that’s not what I meant,” Twilight said, walking over to her satchel now. Rarity had forgotten that she had brought it with her. Normally Twilight would leave the bag downstairs, along with her other belongings, but for some reason today, the bag was present in the room, bulging from its hidden contents.

“Matching bunny leotards? Did Fluttershy have something to do with this? Probably one of her stuffed animal conventions, am I right?” The alicorn princess did not answer. She seemed to be off in her own little world. Rarity watched as Twi dug through her bag, swaying her hips from side to side while humming to herself. She giggled at the sudden happiness that exuded from Twilight. It was rather contagious thing, as she herself began to hum the light tune.

“Somepony’s in a good mood,” Rarity chuckled, starting to shake a little more. She rose from her pillow and rocked in place, laughing lightly. “I didn’t think that your demeanor could be so influential!”

“I found it!” Twilight cheered, pulling out a long, slender shaft. Rarity halted her dance, staring at the enlarged erection in Twi’s hooves. Twilight tugged on the straps of her toy and set it on the floor next to her bag.

“Where on earth did you acquire such a thing?” Rarity asked, aghast at the sight of the veiny rod.

“It was a present,” Twilight responded, picking up her tune again. Rarity covered her mouth with a hoof, but suddenly removed it as a surge of rhythm flowed throughout her body. Almost as if small crackles of electricity were groping her frame, she started to move. Twilight’s song had resumed full swing now, and Rarity was stepping to the tune.

“Hold on,” she panicked, realizing that her legs weren’t responding at all. “Wh-what’s going on?”

“We were having fun a minute ago!” Twilight cried, dancing over to her friend in a few well-placed bounds. Rarity opened her mouth to speak, but gasped at Twilight’s closed smile. Her eyes darted across the room, searching for the origin of the whimsical whistling in her ear. “Won’t you allow me the pleasure of this dance?”

“Twilight, there is something off about you. Did you happen to intoxicate yourself before coming here?” Rarity gasped as a firm hoof slid down her back and off of her flank. Twilight repeated the sweeping motions as the two continued to shuffle in place.

“That is completely uncalled for!” Rarity shouted.

“On the contrary, it’s what you asked for,” Twilight responded. Rarity guzzled in a large amount of air and let her mouth hang open wide. She swayed her hips around and did a spin, exchanging her appalled countenance to a firm glare of disapproval.

“Why, I never…” she started, but shrieked at the sudden pressure against her thigh.

Twilight moved in, grabbing Rarity’s hoof with one of her own. She lifted them onto their hind legs with a single flap, her eyes softening as she raised the hoof over her shoulder. Releasing her grasp on it she traced Rarity’s outline, both of her free hooves latching onto the firm glutes of her stunned partner.

Another squeal escaped Rarity’s throat as Twi’s hooves started to massage her backside. She tensed up, pressing her belly against the alicorn’s underside.

“So warm,” Twilight moaned, giggling at her friend’s blush. They continued to step, twirling each other about and embracing in small claps when they came together. Their movements were perfect, keeping in time with the beat while remaining as elegant as a pair of slithering synchronized serpents.

“N-no… this is wrong,” Rarity stammered out as they came together again, touching muzzles. “Mares shouldn’t behave this way with one another… especially us of all ponies!”

“Don’t be so harsh, Rarity,” Twilight said softly. The words rolled off of her lips in a melodic symphony of sound. Each syllable elegantly bled into the next, tickling the unicorn mare’s ear canal. the mention of her name sent a tingling cold throughout her body, which was immediately flushed out with a wave of hot blood.

“A spell…” Rarity moaned, feeling odd all of a sudden. Their chasse continued in a wonderful spurt of splendor. Rarity watched as her body was subjected to the movements of her partner, unsure of how she was even cooperating in the first place. “There’s a… you put a… I feel…”

“You feel, exactly as you should,” Twilight said into her ear. “You wanted me to help you relax, and ease some of your tension as you perfected your outfits. I’m relieving you, my dear.”

“That’s so wrong,” Rarity gasped, falling back onto Twi’s hooves. Twilight remained above her friend, giving off that same joyous smile from before. Rarity stared back, breathing deeply.

“It’s time to try on the suit, now that you’re more limber,” the purple alicorn said, lifting her friend up and swinging her towards the mannequin. Rarity twirled towards the outfit, slowing down just enough to where she could grab onto it to stop from crashing into the rest of her room. “I knew you would love it, look, you can’t even let go!”

“Twilight, I am not playing games here. Release me from this… this… thing and be out at once!” Rarity huffed. She covered her ears then, as the whistling became more apparent throughout the room.

“I’m not playing either, Rarity.”

“Stop it, please!”

“It’ll stop, once you put that outfit on.”

“Are you mad? What happened to my friend, who are you?!”

Twilight dropped the spell, ceasing the ringing in her friend’s ears. Rarity sat on the floor, breathing heavily as Twilight drooped her head down low.

“I’m sorry,” she whispered. Rarity composed herself and trotted over, hesitant, but nevertheless willing to comfort her friend. She placed a hoof over the glum alicorn and chuckled.

“It’s… It’s quite all right,” she said then. “You just frightened me a little is all.”

“I’m sorry…” Twilight said again, in a lower voice.

“My dear, I said it was-”

“I’m sorry I had to do this to you,” Twilight stated in a louder voice now, grinning wide. Rarity yelped, jumping away and setting course for the door. It slammed shut, however, reinforced by a brightly glowing pink shield.

“Twilight!” Rarity shouted, turning around. “I’ll have you know that I won’t stand for anymore of this!”

“Neither will I,” Twilight said, lifting the strap-on from earlier with her magic.

“Goodness! Don’t come near me with that!”

“When I’m done with you,” Twilight chuckled, “you’ll be the one cumming!”

A flash of light pervaded the area, blinding Rarity to all around her. She found herself pulled away from the door and fastly secured in some area of the room. She tried to lift her hooves, but to no avail. Her body lunged and thrashed about, but she could not raise even a single leg. Her eyes readjusted to the lighting, and she found herself in the center of her room, surrounded by her various props, each garbed in some exotic outfit from a comic series or cartoon.

“What in the world?!” Rarity screamed, leaning down on all fours. Two of her hooves remained close together, though out in front of her. Her body was bent over,exposing her haunches to the air while her hind legs positioned themselves a great distance apart. The dock of her backside lifted, raising her tail into the air and subjecting her fruits to the bodies in the room.

“What a delicious looking thing we have here,” Twilight’s voice said from behind. Rarity gasped, turning her head as far as that position would allow. She caught a glimpse of purple and whined, struggling to undo the magic binds over her hooves.

“No, don’t look! That’s embarrassing!” she cried, unable to form any magic herself.

“Why would you be embarrassed about this?” Twilight said, blowing onto the mare’s privates. The sensation sent chills all over Rarity’s body. It was beginning to tickle now.

“Stop it, Twilight. There’s still a chance to walk away from this, forever!” She raised her voice suddenly, letting out a sharp gasp. Her backside clenched, wrapping around whatever was inside of her at the moment.

“I barely stuck my hoof in,” Twilight said, removing it slowly. She studied her hoof and wiped the clear substance onto her coat. “It seems you’re beginning to leak, however.”

“Twilight, please… I’m begging you, do not do this!”

“My mind is made up, I’m going to whether you’ll like it or not… and I guarantee you will,” Twilight chuckled, leaning in close to Rarity’s treasures. She edged her tongue out and let the tip dap at the exterior of the unicorn’s vagina. She stuck out her tongue further and planted the surface of it onto Rarity’s opening. Saliva oozed from Twilight’s mouth, dribbling down her tongue and cheek, moistening the carpet below. Rarity whined softly as Twilight scrubbed the surface of the mare’s privates, licking Rarity’s folds like an animal tending to its wound.

“N-not so rough!” Rarity whined, releasing a small gasp.

“Mmmm, it’s so good,” Twilight moaned with her mouth full. She clamped her lips over Rarity’s opening, sucking gently on the creases and folds. “Let’s see if we can’t suck all the nectar out of this flower.”

“Ohhh… Hmmfff… Nnngh! Ha… Haah…” Rarity moaned softly as Twilight worked her lips, sliding her tongue over her pussy and kissing the dripping wet hole. Her tongue poked into the mare, and Rarity squealed a little, but eventually relaxed her body as the alicorn’s tongue dug deeper and deeper. Twilight removed her slimy appendage, forming a taco with it and carefully slid it back inside.

Her hooves, which were planted firmly on the ground lifted up and grabbed the white mare’s behind. She began to lick faster, flicking her tongue about like a serpent, all the while massaging her friend’s full, juicy ass.

“It’s… no, I… Mmfff!” Rarity squealed, fighting the urge to just cry out to the world. Her mind flashed over hundreds of thoughts all at once.

What if Sweetie Belle walks in? What if someone is watching from the window? What if she figures out my-

“Woh Ho Haa!!” Rarity screamed, lifting her head up. Her body shook violently as a light spray of juices expelled from her rear cavity and onto Twilight’s face. The alicorn held her mouth open wide and licked her face after the small explosion had settled.

“That was fast,” she sighed. “It must’ve been a little while since you’ve somepony play you like that.”

“How crude,” Rarity panted, blushing. “If you’re finished, I’d very much like to leave.”

“Finished? But we haven’t even tried on the outfits yet,” Twilight said, levitating the bunny suit in front of Rarity. The unicorn’s eyes widened and she shook her head.

“I will not degrade myself to such an extent!”

“You don’t have to, I’ll do it for you,” Twilight said with a smile. She removed the costume from the mannequin and levitated it around Rarity before slipping it around her from behind. The suit, albeit a little snug, slid on with relative ease. Twilight highlighted the ears and placed them over Rarity’s head. “How cute… a little bunny in the middle of the field…”

“Enchanting...” Rarity deadpanned, a glare crossing her face.

“But what’s this?” Twilight skipped off for a second, blending in with the shadows. Rarity tried to turn her head, but could not see what all of the clatter was about. Finally it stopped and Twilight’s voice filled her head again. “A hungry wolf lays his eyes on the defenseless creature…”

“I swear to-” Rarity started, but was suddenly allowed free reign over her body. She tripped over herself, tumbling to the floor with her ass still in the air. As she rose, she caught sight of a ferocious wolf, or rather, the skin of one with Twilight’s face sticking out of its mouth. The costume only covered her front half, exposing Twi’s wings and rear for other purposes.

“Don’t even think about it!” Rarity shouted, trying to take her costume off. “I won’t allow you to push me around anymore!” Before she could even remove her ears, Twilight tackled her to the floor, pinning the mare down on her back and exposing her bright red underside.

“The mighty predator captured his prey, glaring into her eyes with a stare that could paralyze even a cockatrice!” Twilight continued. She restrained Rarity once more to the ground and stepped off of her body, pretending to sharpen the padded claws on her outfit. “Heh, you’re outfit is a little damp down there… you must still be soaking wet,” she said out-of-character.

“How long will you continue this madness?!” Rarity screamed, flailing her hind legs.

“As long as it takes,” responded Twilight, standing on her hindhooves. She hadn’t noticed before, but a long dark rod hung off of the alicorn’s crotch, swaying with every small move that Twilight made. The alicorn stroked the strap-on, biting her lower lip and thrusting her hips back and forth.

“No… No, no, no, no, no!” Rarity shrieked, struggling even harder. Twilight returned to all fours, trotting slowly over to Rarity. Her rubber shaft swayed with her hips, knocking into her legs with every step. Eventually she stood over the white mare and grinned, lowering her eyelids and puckering her lips.

“The hungry wolf could not wait, and tore into his prey,” she said, using her magic to cut across Rarity’s groin. The fabric harmlessly shed away, exposing the unicorn’s gaping cunt. “The bunny’s exposed insides tickled the wolf’s senses, bringing out a more feral state of mind in the creature.

“Twilight…” Rarity wheezed, watching as her friend slowly inched the rubber cock closer and closer to her pussy. “Be… Gentle…” The alicorn rested the tip of the strap-on within the lips of its soon-to-be home.

“Ravenously famished, the predator dug right in!” Twilight shouted, sticking her rod into the moist cave.

“Ahhhh!” Rarity screamed, convulsing from the sudden stinging in her lower abdomen. “I said gently!” she cried, tears forming at the edge of her eyes. For a moment, neither party did anything. Twilight remained still, allowing Rarity’s vagina to adjust to the size and length of the fake penis. She stared at her bound friend and smiled. Too bad the unicorn would not do the same.

After some time had passed, Twilight started pumping, moving her hips back and forth slowly. Rarity started to breathe harder, the pain in her body now being replaced by an unimaginable pleasure. She didn’t want to admit it, but her body began burning up from the erotic embrace. Twilight grabbed the mare’s haunches and held them close to her hips using Rarity’s legs as handles for her delicate thrusts.

“You know, you’re the one feeling all of the fun right now,” Twilight chuckled. “You’re so generous, I thought it was about time somepony gave to you instead of the other way around.”

“Please… don’t talk,” Rarity moaned, biting her bottom lip. Twilight giggled.

“Doesn’t it feel great? My long, hard shaft sliding in and out of your soft, wet pussy?”

“Don’t talk,” Rarity said again, letting out a soft cry. Her breathing increased rapidly.

“I love it when my balls smack against your wet cunt, filling my ears with that nice squishing sound of our love juices combining into a sweet elixir of-”

“Shut the fuck up, Twilight!” Rarity howled, lifting her head up. She snorted out a burst of hot steam from her nostrils. “Shut up and give it to me! Ram me you filthy little slut!”

“My, somepony is anxious,” Twilight said, stopping altogether. “Are you sure you want this?”

“Damn it, Twilight Sparkle!” Rarity was screaming at the top of her lungs. “Fuck me or get out!”

Twilight released the magic braces over her friend and brought Rarity up to her face. Their bodies collided again, heating up the immediate area around them. Steam rolled off of the point of adjoinment between the two, and they looked devilishly into each other’s eyes.

“I wouldn’t dream of getting out,” Twilight whispered, licking Rarity’s muzzle. She lay the mare on the floor again and twisted her around onto her hooves.

“Oh yes!” Rarity squealed as she felt her insides spin around, still latched onto the rubber cock. Twilight pumped again, this time at shorter intervals. She fully mounted the mare and plowed into her backside, gripping Rarity’s flanks as she fucked her friend. Her underside slapped against the hot skin of Rarity’s ass as Twilight thrusted in harder. All the while, the alabaster unicorn moaned and screamed in delight, raising her voice every time Twilight slammed into her sticky wet hole.

“The ravenous wolf completely dominated his prey,” Twilight started. “He dug deeper and deeper, fulfilling his carnal desires with the sweet taste of his submissive meal.”

“Ohohohohoh, Fuck!” Rarity tittered, huffing and puffing forcefully in between sultry sighs. “The poor bunny couldn’t do a thing,” she said, squealing as Twilight latched onto the base of her tail with her magic. “She accepted the fact that somepony else had caught her… that she was now subject to the mighty wolf’s power! Ahhh!”

A magic wall formed in front of Rarity, and she lifted her body up, placing her forehooves on its surface. Twilight giggled again, and shifted her position so that she could place both of her forehooves onto Rarity’s damp ass cheeks. Sweat dripped off of the white mare’s body, soaking into the carpet, but she could care less. The rhythmic bumping and grinding of Twilight “Fuck-master” Sparkle filled her head, and her pussy.

“The beast was not yet satisfied,” Twilight said suddenly, smacking one of Rarity’s cheeks. The white mare let out a whinny and brayed.

“The small bunny was also resilient, hoping that her eventual doom would be postponed by her tenacious will! Ah haha! Ah ah, Shit!”

“Heh, tenacious will?” Twilight giggled. Rarity smiled back.

“W-well?! Don’t break character yet… Mmmff! Oh sweet… Haaa!” she cried, allowing her tongue to hang freely from her mouth. She exhaled hot breath all over the magic wall, fogging it up with her moans and sighs. Twilight slammed her rubber into Rarity’s cunt harder, dripping wet from her own sticky fuck hole. She lifted a nearby roll of fabric and began rubbing it up and down her dripping folds. Her mind wandered, taking in the tingly sensation of the fluffy fabric tickling her sensitive clit.

This caused her swing her hips more violently, increasing the rate of penetration in Rarity nearly two-fold. The unicorn didn’t mind though. In fact, she was enjoying every skanky minute of it.

As if sensing that Twilight was pleasuring herself, Rarity possessed the nearest mannequin and brought it to life, commanding it to trot over to the heated exchange in the center of the room. The faceless being grew a hard veiny member between its legs and proceeded to mount the horny alicorn.

“For me?” Twilight gasped.

“It’s time for the hunter to be the hunted,” Rarity chuckled. The animate stallion-esque object lifted over Twilight’s body, sliding the outside of its throbbing shaft between the lips of Twilight’s vagina. Crystal clear fluids streamed down the mannequin’s cock, occasionally colliding with the strap-on that Twilight had girded over her loins.

“Well, stick it in already!” she commanded, forcing the next thrust from the mannequin to infiltrate her primed pink pussy. “Ooh! Ahh, yeah, that’s how I like it!” Twilight moaned while biting her bottom lip. The mannequin brought its body close, firing its rod between Twilight’s tight walls like a powerful piston.

“I… I think I’m almost… Waauuh!” Rarity yelled, shaking her hips with as much ferocity as the mare behind her.

“it’s a good thing… I preloaded this… with fake cum… for an almost… natural orgasm!” Twilight gasped out, releasing several powerful sighs of her own between her words.

“...”

“Oh, you said it Manny!” Rarity squealed, losing all control now. She slipped, falling face first onto the floor, but kept her haunches high. Twilight stumbled along with her, but was able to slide her strap-on deep enough to lightly prod her friend’s cervix. The feeling sent jolts of pleasure throughout Rarity’s body, and she sprawled out over her carpet, drooling uncontrollably on the floor.

Twilight kept her pace, trying her best not to stop despite the pulsating penis that plundered her soppy crevice. Sweat cascaded off of her body, dripping down in a torrential downpour over Rarity’s coat. She had tried her best to keep her face straight, but there was no denying the hot flashes that tormented her frame. She expressed herself loudly, moaning long drawn out cries of pleasure.

“Oh yeah, oh yeah, ohyeahohyeahohyeahohyeah…!” Twilight strained through her clenched teeth. She brayed a few times and let out a harsh whinny as the mannequin seemingly increased the power behind its thrusts. This in turn forced her to ram wildly into Rarity’s noisy cunt, who had taken it upon herself to just yell and scream to whomever happily wished to listen.

“This is the best fucking day of my life!” Rarity screamed, pounding her hooves into the floor. She grabbed the carpet with her teeth and bit hard, screaming and moaning with the fabric in her mouth.

“As the predator finished his meal… oh fuck it! Tear up my ass Anon!”

“Manny!” Rarity corrected Twilight.

“Whatever! Fuck… me… UP!!!” Twilight shouted, her hips shaking violently. “Fill me up!!! AAAAHHHHHHH!!!!!!!” she yelled, giving Rarity one final shove. Twilight’s vagina wrapped around the mannequin cock before releasing a spray of fluids all over the dummy’s boner. The strap-on fastened to her crotch bulged frantically, injecting a hot white secretion into Rarity’s steamy cave.

“Hnnnnnnggggh! WAHHHHH HAAAAAAA!!!” Rarity screamed, cumming as the fake semen entered her. Her pussy twitched with delight, welcoming every pump that the rubber hose released. “One… two… Fuck, three!” Rarity tittered, panting wildly. Twilight stood over her, breathing just as hard and shaking just as much as the smiling mare underneath her.

“Needless to say… ha… ha… the wolf slept well that night…” she sighed.

“Mmm Hmm… leave it in please?” Rarity begged, remaining prostrated on the floor. “Oh for the love of Celestia, leave that wonderful thing inside of me…”

“Anything for you, Rarity,” Twilight whispered.

“Say,” the white mare started, catching her breath. “We’ve gone and ruined this little outfit now.”

“That’s okay,” the alicorn, giggled. Her horn lit up, encasing the remaining mannequins around the room and bringing them to life. They marched over to the connected pair and displayed their outfits flamboyantly. “We have plenty to choose from.”

“Let’s try the Lunar Sailor Scout against the Krakken of Park Pon!” Rarity suggested.

“How do you know about that character?”

“Spike often leaves his doujin lying around my shop… I have the complete first arc. I think it’s on purpose, you know.”

“Yeah,” Twilight agreed, “it is.”