Cheerilee's Special Valentine's Day Class

by Michael Hudson

Female Issues

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Author's Note

Warning: The kinks for this chapter changed a bit once it was written, so you may want to check if you're worried. Nothing too extreme though.
Also, a few minutes of your time please.


Female Issues

Apple Bloom took a deep breath in as she stood at the exit of the changing rooms. The note she had received earlier that day had called her to this place, but it was almost eleven thirty, and she was a little antsy to see her teacher this late. Still, I suppose it is Ms. Cheeril- No, wait, the note said to call her Cheer. “Agh!” Apple Bloom sighed and put her head against the wall.

Knock, knock.

“Do you need help in there Apple Bloom?”

She swallowed hard at hearing her teacher’s voice. Apple Bloom took a deep breath in and shook her head clear while she opened the door to the pool. “No, no I should be fi–fi-fi–” She stopped as a single finger was placed on her lips.

“Don’t think, just act.”

Apple Bloom’s tongue ran along her lips. Every thought in her mind screamed to run, but her body simply continued to take in the tantalizing view in front of her. Cheerilee’s normally voluptuous body may as well not have been covered as two strings covered only the tips of her dark pink nipples. Her crotch was also finely outlined, and her eyes lingered there, Apple Bloom’s tongue coming out further as she wondered what it might taste like.

Cheerilee leaned forward and gave the tip of her student’s tongue a small lift with her own. Apple Bloom shuddered from the touch and let the words, ‘don’t think, just act,” resonate in her mind as she gave into her desires and tried to wrap her arms around her teacher. She found nothing though, except a slight giggle.

Cheerilee smiled as she started to fall back. “Catch me if you can.” For a moment she ran a finger over her almost bare crotch, but then was in the water, twisting around so she would be able to give Apple Bloom a good chase.

Apple Bloom paused for a moment, her heart racing as she thought of just what that gesture meant. Her tongue started to run along her lips, but stopped midway, just like every time gym class had become swim class. Her body twitched, the tease of her teacher’s tongue still fresh. I… I can’t ac-actually do this, can I? She gripped the sides of her head and shut her eyes, putting one foot out above the water before leaning forward.

For a moment, she was stunned as the cold liquid surrounded her, but she had long ago become an almost natural in the water due to long days in the sun with her family. She opened her eyes and smiled as she saw Cheerilee going far too slow to keep away from her. Apple Bloom slipped through the water, a shark after her tasty fish. At the last moment though, the fish twisted her body and swam directly over Apple Bloom.

A hand soon was coming underneath her one piece and gripping her rump, sending bolts of embarrassment, fear, and arousal coursing through her. Cheerilee used the pause to pull herself around, one hand still on that wonderfully large, farm grown ass. Apple Bloom gasped as she felt teeth nibbling on her neck and a hand started to caress her stomach.

Cheerilee placed a single finger on the latex over her student’s clit and found Apple Bloom’s hands tight around her own, forcing it away. She simply smiled though as she finally let go of the firm rear that she had enjoyed, and instead used that hand to grip the clenched swimsuit that was between Apple Bloom’s cheeks. A simple pull and Apple Bloom spasmed again, allowing Cheerilee to cup the young mare’s crotch, now even more vulnerable as the latex pressed and ground against it as well.

Apple Bloom tried desperately to fight back. To push away, swim away, anything, but her body simply wouldn’t co-operate. Her hands couldn’t muster the strength, her legs kept twitching every time she tried getting back to swimming, and then there were her hips. Those had gone full traitor and ground against the very fabric that was supposed to be protecting her, filling her with every bit of guilty pleasure that she had always wanted.

Her body started to tighten as her mind still fought it. Applejack wouldn’t like it, it would make her an even larger outcast then she was, the one she loves… Cheerilee likes it. Cheerilee seems to be fine with it. With that one thought, the dams burst wide open. A long, powerful wave surged through her as she became a stiff plank in the water. A silent scream forced its way from her lungs as bubbles surged from her mouth, along with liquids that she prayed could not be noticed in the water.

Cheerilee smiled at the climax, but she was nowhere near done with her student. Not when her real plan should have been starting at any moment. She murmured a mental apology to Apple Bloom before using the shuddering mare’s back as a springboard and launched herself upward.

Apple Bloom spent another few moments at the bottom of the pool, stunned. Another mare had gotten her off. Not only had she gotten her off, but it had almost felt just as good as when she had gotten her cutie mark. She glanced up and smiled at the legs that dangled there. Don’t think, just act.

One firm push against the bottom of the pool later, and Apple Bloom had a vice grip on her teacher’s thighs, smiling at her as Cheerilee showed mock surprise. Apple Bloom didn’t care though, not with the scent of her teacher’s arousal thick in the air as her nose was almost against the barely covered slit.

She leaned in and rubbed her nose against the tight suit before opening her mouth, letting her tongue move the fabric away. One lick proved what she had long ago assumed, and soon she couldn’t stop, only trying to bury her face deeper and deeper into Cheerilee. This stopped her from noticing another’s gasp, or the splash into the water that soon followed.

Cheerilee on the other hand did, and tried not to pout as she let out long moans and pressed a hand against the back of Apple Bloom’s head. She liked the intense focus on her, but she knew better. Tonight was not about her.

Apple Bloom almost leaped from the pool as she felt her ass get grabbed again. She looked behind her, and for one moment, she stared into those familiar, purple eyes, framed by a soft orange face and a wet, purple mane. Her heart almost stopped, but both of them thought the same thing as they returned to their wants.

A shudder ran through Apple Bloom as she got back to Cheerilee, but the tongue up her rear almost forced her to stop. Her grip on Cheerilee’s legs fell away as she went to gripping the side of the pool. Her eyes shut and she started gasping, her mind at this point unable to work. The object of her taboo desires was currently licking the last place she had ever thought she would be touched, and it was almost driving her right back to the brink of climax.

No, I am not letting her get me off before her. Apple Bloom twisted around, forcing Scootaloo off. She then hopped out of the water, and before Scootaloo could even try to get back to her, the pegasus was being grabbed by her arms and pulled out of the water. Both watched each other for a moment and Scootaloo swallowed hard. “Hey Apple Bloom. How are y–”

Both became silent as Apple Bloom fulfilled a fantasy she had had for years. by tackling the other mare. Her first kiss, given to Scootaloo. She shuddered slightly as Scootaloo wrapped her arms around her and deepened the kiss. Scootaloo had dated guys in the past, but that didn’t prepare Apple Bloom for having her tongue twisted, tickled, and teased. She came away, panting as a trail of saliva linked them. For a moment ,her smile faded and her voice went very low. “I love you.”

Scootaloo smiled back. “I love you too.”

Apple Bloom immediately smiled before nuzzling against Scootaloo’s neck, nibbling the wet fur and tight muscles. “Ah, Bloom, you know how sensitive I nng.”

She smiled. She definitely did know how sensitive Scootaloo could be. Just attempting to message the mare’s neck could get her in almost tears on the floor. She didn’t have to think for more than a second before her hands slipped underneath the yellow bikini that her marefriend wore, looking to see if the same sensitivity applied to other places. Apple Bloom almost came again from the long moan that escaped Scootaloo.

Slowly, Apple Bloom made her way down. Just as her lips pressed themselves against every part she could think of, her hands did the exact same. When her tongue ran over one of Scoot’s flat breasts, teasing and curling around the pink nub in the middle, her hands massaged her stomach. When her lips got there, one finger was burying itself into Scoot’s pussy. The tight folds only excited Apple Bloom more as her hand came away far stickier, starting to move to the toned thighs. Her face though had once more found a sweet treat to be had.

Scootaloo wasn’t about to lose either though, and she knew she was doomed if Apple Bloom started down there. Her wings spread out, pushing against the cold tile and providing enough force to get her to sit up and then tackle Apple Bloom. Her lips clasped around the farm mare’s, eliciting another moan from Apple Bloom.

Apple Bloom soon felt the cracks in her defenses, and she did the only thing she could. She thrust her hips upward and started to shake them. Her nethers caught against something, and both mares straightened at the contact. Scootaloo forced Apple Bloom down with her, closing almost any gap between them as her kiss became even more passionate. The burning in her slit as Apple Bloom’s lower lips sucked and ground against her own made it very hard to do much of anything except to try to grind back.

Apple Bloom for her part had her eyes starting to roll back, her body on true autopilot as she ground back. She was with Scootaloo, and had even found out that she was loved back by her. The only reason she didn’t let go already was the fact that after such wonderful gifts, she had to return the favor.

It soon became far too much for either mare though. Scootaloo felt like her ribs were possibly being crushed as Apple Bloom screamed so loud that she swore even Celestia could hear it. Scootaloo kept quiet, but just barely as her body shuddered and shook from levels of pleasure she had never before experienced either.

Cheerilee smiled at the two of them as they lay there, both practically unconscious at this point, exhausted from their passions. Passions she knew would only continue to grow as their thoughts accepted the facts that their bodies had long ago figured out. She picked up the note she had sent to Scootaloo earlier that day and smiled.

She likes you, I promise. For proof, come to the pool, eleven fourty-five, and don’t think, just act.

-Cheerilee.

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