Tasting the Sweetness of the Elite

by Comet Burst

Rating: mature
Tags: Fleur de Lis, My Little Pony: Friendship is Magic, Romance, Rarity, Sex
Length: 8475

Rarity pays Fleur de Lis a visit to inspect her newest fashion line and bonds with her a little more than she expected.

Rarity pays Fleur de Lis a visit to inspect her newest fashion line and bonds with her a little more than she expected.

Contains: face sitting, scissoring, and fabric fetish
Edited by Pusspuss

Published 2015-11-08 19:30:01 UTC
Last updated 2015-11-08 19:30:01 UTC

How sweet it is

Rarity smiled widely and admired her creation as she weaved the last few stitches into place. The luxurious dress floated into the air and the dragonstones sparkled gloriously in the midday sunlight. The sheen of the satin below radiated with pride and power, as did the sharp lines of the collar and sleeves. Not a hem or seam could be seen on the exterior, making her beam even more.

“Wonderful, simply wonderful,” Rarity said as she followed the dress, watching in awe at how easily the frame gave way to allow the hangar in. Once set, it glided to the rack and joined its sister dresses, all pristine and ready to be shown as part of her fall lineup. Breathing deeply, Rarity tossed her head back and smiled at the sunlight, basking in its gentle warmth. A booming knock on her door caused her eyes to snap open, though, and she hissed at the sunlight as a sudden burst of spots appeared in front of her eyes.

“J-Just a moment!” she called, vigorously rubbing her eyes. Blinking a few times, Rarity continued to rub her eyes as she started for the stairs, taking a slow first step down. Her carefulness was rewarded with another quick rap on her door.

“It’s open!” she said, endeavoring to sound cheerful. Just as she took the last step off the stairs, though, the door rang out again. With a heavy sigh, she forced herself to smile before willing the door to open with her magic as she descended the stairs. “Welcome to the Carousel Bou—”

“Ms. Rarity?” a spry voice called. Rarity blinked again as the stallion stepped through the doorway, smiling from ear to ear. He was a younger pegasus with a bright green coat and matted yellow mane above his magenta eyes. His blue cap and brown bag made it evident he was a mail pony, but his smile gave her pause. “I have a letter for you. I was told to deliver this to you personally.”

Rarity’s eyebrows raised curiously. “Is that so?”

The mail-pony nodded. “The sender was very direct about this not travelling by normal mail. This had to be delivered immediately and face to face.”

“Dearest me, who would want to get a hold of me this desperately?” she asked as the mailpony pulled an envelope out of his bag. He shrugged as her magic pulled the envelope away from him. She immediately opened the flap and the letter unfolded itself as Rarity’s red rimmed glasses floated onto the bride of her nose.

“Ahem,” she said, turning to the mail pony, who saluted and walked out the door. Once the bell jingled, Rarity returned to the letter and examined it closely.

“Dearest Rarity,” she read aloud. “It has been quite a while since we’ve seen each other, but I was hoping to ask for your help. I am designing a new fashion line and—” her eyes widened “—I would adore to have you come by to get a preview of it. If you’re busy, I understand, but it would mean the world to me if you could stop by and give an aspiring fashion designer like myself some proper advice from an experienced and well versed fashionista such as yourself. Please respond and I hope to see you soon!”

Rarity shrieked with excitement as she clapped her hooves together, smiling wider than her face could handle. “Sincerely, Fleur De Lis!”

Spinning around, she darted up the stairs and straight to her room where she began pulling out several travelling accessories including her sunhat and sunglasses before turning tail and bolting for the front door.

“Fleur wants me to be her consultant! I can’t believe it!” She flung the door open with her magic and slammed it shut once she left, the sign spinning around to the ‘Closed’ side. “Fleur De Lis, the most gorgeous dress model and one of my best clients, is wanting me to see her fashion line and help her!”

The town was a blur as Rarity ran to the train station, her smile not losing an inch. Thankfully, the train for Canterlot was in the station and, after buying herself a first class ticket, she was soon on her way to the sparkling city.

“Mademoiselle Fleur, there is a guest here to see you.”

Fleur lifted her head from the rack of dresses, her pink mane bouncing lightly. She scanned the room with her soft purple eyes and locked onto her butler standing at the doorway.

“Oh, who might be calling at this time?” she asked curiously.

“She called herself Mademoiselle Rarity,” the butler responded. “She is waiting for you at the entryway.”

Fleur gasped in delighted surprise as an excited smile flashed crossed her face. Her horn glowed brightly as the rack wheeled itself off into the line with the others. She brushed a lock of her mane back and trotted towards the butler. “I assumed she would like to see my line, but I did not expect her to be so… uh, comment dites-vous?”

“Punctual?”

“Ah, oui! Punc-tu-all!” she said as she trotted by. “Merci, mon ami.”

The butler nodded to her before Fleur rounded the corner and trotted out of her studio and into her living room, pausing to fluff her mane in one of the many mirrors lining the wall. She glanced about the room, noting the couches were clear of clutter and the fainting couch faced the windows at the opposite side of the room. Satisfied, she flashed her winning smile to her reflection and continued to a hallway. The walls were decorated with tasteful pictures of other models from times long gone. One pin-up showed off a beautiful mare’s perfectly sculpted legs in one frame. Another showed a playfully coy mare smirking back at the camera as her skirt framed her backside, showing off her luscious flank in a scandalous manner. At the door on the other end of the hallway, Fleur grinned as Rarity trotted up to her in her sunhat and glasses.

“Darling!” they shouted in unison, sharing a quick hug.

“It is ever so nice to see you again,” Rarity said as she pulled off her accessories. Fleur gaze immediately fell onto Rarity’s stunning azure eyes. She took a moment, drinking in the gorgeous color and the way they glistened in the light. It was enchanting to say the least.

“Et toi aussi, Rarity. How’ve you been?” Fleur asked with a smile.

“Oh, just fine!” Rarity chimed brightly. “Business is picking up and I had the most spectacular idea for next spring’s fashion line.”

Fleur raised an eyebrow. “Oh?”

Rarity’s grin widened. “It’s based off of Hoity Toity’s line The Fillydelphia Connection. His designs are unique and charming, but they leave so much open to work with, I simply couldn’t resist. I’m calling it Savvy in the City!”

A competitive but playful smile crept onto Fleur face. “Looks like I’ve got some competition next year.”

Rarity blushed and chuckled, waving a dismissive hoof. “Hardly, darling. I’m just a simple dressmaker with big dreams, not a sophisticated model and purveyor of fine fashion like you. Why, even your designs simply exude elegance that can’t be just from here. Many of them have an old world charm that—”

Fleur smiled widened as she walked with Rarity, taking in the faint scent of roses and strawberries that followed her, something that she just couldn’t get enough of. She noticed how her friend’s back bent just the right way, showing of her wonderful feminine features, leading up to her shapely backside. Fleur’s eyes couldn't help but follow the enchanting and stylized curves of her well maintained tail that matched perfectly with her mane. She followed the curves down to her shapely legs, noting the slight ripple each step made through her soft, but firm muscles. If only she could reach out and caress her lovely―

“Right, Fleur?”

Fleur blinked as the words registered in her mind, snapping her back to reality. She shook her head lightly as Rarity turned to face her. She smiled dumbly in return before responding, “Eh, pardon moi?”

“Your newest designs, darling! You simply must show me! The anticipation is killing me!” Rarity said excitedly, prancing in place like a small filly on hearth's warming eve morning. “That’s why you asked me to come over, is it not?”

“Ah, oui! My designs!” Fleur said as her cheeks flushed slightly. She got too carried away admiring her friend that she nearly forgot. “R-right through here.”

Together, they trotted through the doors as Fleur lead the way. Once they entered, Rarity stopped dead in her tracks. Her eyes widened as she took in the overwhelming sight of all the different dresses. Her mouth hung open slightly as she tried to form words, giving Fleur something to chuckle at.

“Ah, it’s not much, but this is my personal design studio,” Fleur said as she swept her hoof through her mane. “What do you think?”

“I-it’s… It’s… I love it!” Rarity shouted.

Fleur squeaked in surprise, barely having enough time to recover from Rarity’s scream when she dashed past, nearly knocking her over. While flustered, she managed to steady herself and regain her composure, calmly following behind her enthusiastic friend.

“Ms. Rarity, était -ce vraiment necessary?“ she mumbled before noticing Rarity was standing on her rear hooves. Her well groomed tail swished to the side for a brief second, catching Fleur’s eye, causing her gasp softly.

“Look at these designs! Marvelous, simply marvelous!” Rarity praised, feeling part of the fabric between her hooves gently as she admired the dress in front of her. “The contours on this are just stunning! The angles are perfect and right where they needed to be.”

Fleur held her breath, taking a small step back as she gazed upon at Rarity’s backside, hoping she could catch another glimpse of her friends beautiful trésor. She knew it was dreadfully rude of her, but that brief glimpse she had received kept flashed through her mind repeatedly, causing her heart to race in her chest. Closing her eyes, she quickly composed herself before catching up with her friend.

“Like what you see?” she asked somewhat smugly.

“Darling, these are magnificent!” Rarity replied, making an extra effort to pry her eyes away.

“Mmm, je vois,” Fleur mumbled.

“Come again?”

Fleur mentally bucked herself. “I, umm, see you like this one in particular.”

Rarity looked down at the dress still in her hooves. Her eyes travelled up the midnight blue satin cloth to the hangar it was held up on. The seams were invisible, making the dress look like one solid piece. The hemline was at the exact length for a pony her size, which made her wonder.

“Would you… like to try it on?” Fleur asked.

Rarity spun to Fleur. “Me? Oh no, darling I simply couldn’t. I’m no model for anything of this caliber.”

“Une bêtise, une bêtise, ma amie. You would look absolutely stunning in a dress like this!” Fleur said as she wrapped a hoof around Rarity’s neck. “It’s a perfect size for a pony just like you.”

“B-But, I’m here to help you with designs, not―”

“Une bêtise!” Fleur repeated, interrupting Rarity as she gave her a light reassuring squeeze. “You see, my dear friend, I cannot fit into any of these dresses. I’m much too tall. I need a pony I trust to give me the details I need to finish them.”

Rarity gulped. “Details?”

“Oui. I need to know how they feel, how they move, how they―”

“Couldn’t you just ask one of your aides to do this?”

Fleur paused and turned to Rarity, her grin widening. “Because, ma cherie, only a fashionista such as yourself understands what I’m looking for.”

She stepped away from Rarity, sweeping her hooves across the many dresses. “The other models, they were all so… oh, quel est le mot... foolish? Ah, oui! Foolish. They only go on and on about how this dress is too big, how it is too short. They’re not real mares like yourself. They don’t know how a modern mare wears a dress.”

Rarity took a step back. “But, aren’t you a model as well, Fleur?”

Fleur smiled wider. “Which is why I need you. I cannot release this line until I have your opinion!”

Rarity blinked as she processed what Fleur was asking. A professional fashionista and top model of Equestria was asking for her model and help her finish a fashion line. Glancing at the dresses again, she scanned them before a grin slowly appeared on her face.

“I can hardly turn down such a generous offer, can I?” She paused only for a moment, looking over the dresses with dreamy eyes before turning back to Fleur with an eager and excited expression. “I would be absolutely thrilled to try these on for you darling!”

Fleur’s smile widened even more as her eyes wandered over Rarity’s body again. “Oui, take your pick. I’m sure any of them will look marvellous on you.”

She strode back to the door as Rarity sorted through the troves of dresses, glancing behind the whole way. Her smile remained as she eyed Rarity, watching her friend as she shifted her weight ever so slightly with each dress she browsed. Her tail swayed back and forth, teasing her with the hope that she might get a chance to see that sweet trésor again. Thoughts flooded her mind as she remembered what lay under that beautiful tail. A small jolt ran through her, making her legs tingle with excitement.

“Fleur? Where are you going?” Rarity called.

“Oh, I’m just going to wait out here while you slip into those dresses, ma cherie,” she said, almost reluctantly. “It would be rude of me to watch you put them on.” She gave her a coy smile before flipping her mane and swishing her tail playfully. Her horn lit as the door swung shut.

Once outside, Fleur sauntered over to her fainting couch and reclined on her back, resting her head against the hoofrest. Her mind buzzed with fantasies of what Rarity in all those wonderful dresses and she smiled to herself. Rarity would look absolutely stunning in each one. She had made sure they would.

The door gave a small creak as Fleur looked over, watching as Rarity sauntered out in the midnight blue evening gown. She took slow, measured steps over to the fainting couch, making sure to sway her hips in an exaggerated manner as she walked. Fleur watched her hypnotic flanks as they moved, soaking up every stimulating second of it.

“Like what you see, darling?” Rarity asked, fluttering her eyes as she stood before Fleur, striking a seductively coy pose.

Fleur smiled and nodded. “Oui! Très magnifique!”

Rarity giggled softly with a light blush at her friend's response. “Oh, I wish I could see myself. This dress is simply divine! It feels wonderful to wear!,” she said, turning her head back to look down at the dress she was wearing.

“There are some mirrors over there,” Fleur said, flicking her hoof.

Rarity followed the hoof to a set of three mirrors adjacent to the room. She froze as she saw her reflection, mesmerized by the way the dress accented her body. It was smooth, sleek and trailed at just the right length to keep her tail covered up to the last curl on the tip. She admired it from every angle, turning her body left and right as she cooed and awed at the marvelous attire.

Behind her, Fleur was soaking in the whole scene. The dress was, in a word, perfect for her. Its design was flawless, accentuating every angle and every facet of Rarity’s figure, highlighting her feminine features in the best ways possible. The width of her hips stole the show, drawing all focus not directly on her face to her plot. Her pristine white coat was the perfect counter to the dress, along with her mane being the ideal color as an accent.

“Darling, this is extraordinary!” Rarity squealed, prancing in place again. “It matches me so well!

Fleur squeezed her legs together, wincing to herself. She was beginning to enjoy when Rarity got excited.

“O-Oui,” she said, slowly unclenching her legs.

Rarity kept staring at herself in the mirrors, lavishing in the sight of herself. While she admired the way she looked, a small tingle of pleasure ran through her body. The dress glided over her coat, reaching down and tickling the fur on her legs. It was so soft like a fresh pillow, yet warm, like the embrace of a general love, or a good friend welcoming her home after a long holiday away.

“Satin,” she cooed sweetly, running a hoof over her chest, feeling the fabric that covered her. “I simply adore this material.”

Fleur’s ears perked up at that. She leaned forward slightly, regrettably shifting her gaze away from Rarity’s alluring posterior. “Ca c'était quoi?”

Rarity turned around, raising an eyebrow. “Pardon?”

Fleur closed her eyes and shook her head slightly. “I mean, what did you say?”

“Oh,” Rarity replied, blushing slightly. “I, erm, I adore this material.”

Fleur blinked as she thought about that. If Rarity truly liked the satin, then there were many other dresses she had with that fabric, but there was on dress in particular that came to mind. It was sleek, tight in certain places and even a little more on the deliciously risque side. A grin crept up on her face as she wiggled in excitement on her couch, suppressing the urge giggle and clap her hooves with glee. “Rarity, darling?”

Rarity looked over and Fleur’s smile brightened as their eyes met. “Yes?” she asked curiously.

“If you like that dress, then I have another one in mind for you,” she said, leaning forward. “There’s a very special dress right over there. It’s in the left closet once you enter the room. It’s a lot like that one, just with a lot more… satin.”

Rarity seemed to tense up as she looked over to the door, a twinkle of desire in her gorgeous blue eyes. She took a step forward, but stopped and continued to stare.

“Something the matter, darling?” Fleur asked worriedly.

Rarity jumped slightly as she turned to Fleur, flashing her a calm smile. “Oh, no! Not a problem! I was just… thinking.”

“Sur quoi?” Fleur asked, tilting her head to the side.

Rarity rubbed her legs together nervously, glancing at the floor as she leaned to her side. Fleur leaned in closer when Rarity looked up and smiled again. “It’s nothing, darling! Just some butterflies about the new dress! I will be back!”

Fleur watched as she walked to the studio. Rarity glanced back as she entered the doorway, smiling before shutting the door behind her, causing Fleur to blink a few times in confusion.

“That was odd,” Fleur said to herself softly, wondering why her friend was so hesitant about trying on the new dress. She shrugged her shoulder and walked back to her couch, grinning to herself as she thought of the beautiful fashionista in the satin dress. “Oui, oui,” she practically moaned, biting her lip. “That dress... Those luscious flanks... “

She arched her back as she reclined on the couch once again, gently rubbing her hooves against her chest. Her eyes rolled into her head as her mind ran rampant with lewd fantasies of her friend, each one more teasing than the last. Rarity, that dress, her excited prancing, that brief and incroyable tease of her most intimate place. Steadily, her hooves stopped rubbing her chest and began to slowly slide down her sides. A small coo escaped her lips as they travelled across her belly, nearing their intended target. “Oh, Rarity…”

Inside the studio, Rarity squealed again and dashed over to the racks, throwing herself among the dresses. She laid back on the floor, running her hooves across all the dresses, taking in all the textures she could. Cotton melted into silk, silk into more satin and satin became velvet. Colors swirled around her and she wiggled her hooves in excitement.

“Oh, Mademoiselle Fleur! Your designs, the dresses, everything! How did a simple mare like me ever earn a friend like you?” she sighed, pulling as many of the dresses she could to herself. She leaned back and smiled widely as she thought of how generous and thoughtful Fleur was, along with how... beautiful she was. Her perfectly shaped eyes and lithe body made her the envy of every mare from Canterlot to Fillydelphia, including herself. She sighed softly, closing her eyes as she pictured Fleur in her mind, her glamorous mane lightly blowing in the wind. She truly was a pretty mare.

Pulling herself up, Rarity sat there as she thought more about Fleur. She had the body of a princess, a feature she had always admired, but there was something else. Fleur had beauty that crossed barriers. Not only did every stallion pant over her photos, but mares were quite smitten with her as well. Everypony either wanted to be or be with her, causing Rarity to smirk lightly. Though she quickly remember that Fleur had mentioned something about a special dress in this room...

Rarity happily trotted over to the closet Fleur had directed her to before and threw the door open. Her smile brightened, and she jumped for joy like a filly on Hearth’s Warming Eve.

Fleur’s eyes snapped open once she heard Rarity’s cries of joy from the studio room, tearing her away from her little fantasy. She quickly sat up and looked over to the door that Rarity was still behind. Glancing down between her legs, she looked at her hooves as she pulled them from her coat. “O-oh my…” she muttered softly before taking a few deep breaths to calm her racing heart. She might have let herself go a little too far, but she could hardly blame herself having such a beautiful enchantress like Rarity around. A tingling warmth emanated from her now neglected marehood, spreading through her body, almost aching for her hooves to return.

Her forehooves twitched and she bit her bottom lip, suppressing a needy whimper as she thought about finishing before she glanced back at the door. Foggy thoughts and fantasies swirled around her mind as the scent of her own arousal filled her senses. She might still have some time to finish before Rarity came back. There was no shortage of toys in her bedroom that could help her along, but she kept her eyes on the door. Rarity was bound to come out soon, but perhaps if she was fast enough...

Fleur thought about her options for a moment. What she wanted to help her with this bothersome burning desire was in her room, but what she needed was in her studio.

Giving into her lust for just a moment, she gave herself another slow and drawn out rub, gasping softly as more lustful thoughts flooded her mind. Having made up her mind, she rolled off the couch. She then flipped her mane and whipped her tail as she composed herself. There was a prize to be had if she played her cards right, and Fleur never lost. She took slow, measured steps up to the door and paused, placing her ear against it. While the noise was faint, the unmistakable grunts of a mare fitting into clothing came from the room and Fleur smiled. Her horn lit as the door opened by just a crack.

Inside, Rarity shifted uncomfortably as she looked herself over. The dress was tight fitting in a few places, specifically on her rump and her thighs where the undergarment went. Every move seemed to be focused on making her rear look more full and thicker, squeezing her muscles into a perfectly round and more youthful shape. The dress itself was a glorious shade of purple silk while the undergarment was almost pitch black satin.

Behind her, Fleur’s eyes were glued to Rarity’s rump, following her every movement. Her tongue flicked over her teeth as Rarity leaned to her right again, her absolutely toned muscles quivering below the fabric. Slowly, her hoof travelled back down to her wet and aching marehood. A small trickle of her own arousal ran down her rear leg as she trembled with excitement.

“Oooh, yes... I do believe that dress will be my centerpiece,” Fleur whispered, her hoof slowly tracing her moist slit.

Rarity squirmed and smirked as she looked herself over. Fleur was absolutely right about the dress. It was stunning how magnificent it felt, despite the pressure it put on her body. She could get used to it. The satin was everywhere in the interior of the dress, tickling every exposed inch of her body, making her coo with each twist and turn she made. Shivers rolled through her, causing her eyelids to fall slightly as she let out a small moan. “Oh my, Celestia… This fabric is to die for.”

Behind her, Fleur’s eyes widened as her hoof picked up speed, spreading her delicate lips ever so slightly around the edge of her hoof. A desperate whimper escaped her as the sweet sound of Rarity’s cooing filled the still air of the boutique again, making her body tremble with excitement. Desire washed over her as she bit her lip and pulled her damp hoof away. Her marehood winked eagerly, yearning for the job to be finished while Fleur closed her eyes and slowed her breathing. With her heart still racing, she willed the door to open and smiled.

“Ma cherie?” she called, with a hint of playfulness.

Rarity’s eyes went wide in surprise as she spun to face her. “Fleur? Oh, I-I’m terribly sorry! I didn’t mean to take so long, its just... I was so infatuated by the dress you see, I almost forgot—”

Fleur held up a hoof, interrupting her as her smile widened. “It’s quite alright. There is no need to be sorry. I merely came to see if you liked the dress.”

Rarity’s shocked expression melted into a soft smile as she looked back down to the fine satin dress “Oh, Fleur. It’s simply marvelous! Everything fits so perfectly and the seams blend flawlessly with the undergarments. It’s so easy to wear, and if I may be so bold… It’s quite enjoyable, too.”

Fleur shifted in place, biting her lip again. “Or to take off,” she whispered.

Rarity turned in place, swaying like she was in the middle of a waltz with some handsome gentlepony, causing Fleur to twitch ever so slightly. Taking a step closer, Fleur’s horn lit as the door began to shut behind her.

“Rarity, can you be a dear and strike a ballerina pose for me?” Fleur asked, her voice struggling to stay even.

Rarity paused, looking over to Fleur with a smile. “A ballerina pose? Well, I was a dreadful ballerina as a filly, but for you Fleur, I’d be happy to. Just don’t laugh too much.”

She gracefully extended her left foreleg and right hind leg, struggling to keep herself still as the satin stretched over her body in all right places. The fabric pulled taut around her rear legs and the sensitive skin between them. The instant it rubbed upon her delicate flower, Rarity froze as let out a small, unexpected gasp as her legs trembled. But she did her best to hide it, forcing her body to keep her pose.

Behind her, Fleur’s eyes were glued to that very piece of satin, a ravishing hunger burning in her irises as she stepped closer. Her mouth started to water as she greedily drank in the sight of Rarity’s perfect plot while her marehood burned, demanding her attention again.

“Beautiful,” she said, her voice soft and enchanting. “Simply beautiful.”

Rarity smiled at Fleur’s praising words, her senses totally absorbed in the wonderful texture of the satin on her most intimate and sensitive place. More shivers ran down her spine as she tried to stretch further, feeling the material rub and press harder on her. A moan she couldn’t control escaped her as she felt the satin start to spread her lips apart, entering into her a little more.

Fleur hummed softly in delight. “Just stay like that, darling,” she practically whispered, taking her time as she walked around Rarity, soaking her up from every angle. Her eyes seized every little detail of her gorgeous body, from that perfectly shaped butt of hers to the sleek and sexy way her body arched in that pose. She kept circling until she caught sight of her glorious eyes, transfixed on their shimmer and brilliant color. Rarity had a rare gift in the form of those eyes; the gift of stealing her breath away and warming her very core with desire.

Rarity blinked as their gazes met and she giggled slightly, causing Fleur to blush and start walking again. Rarity stiffened her posture, holding her legs up as high as she could, just like when her former instructor would come around to inspect their posture. Her days as a ballerina were short, but she did learn at least one very important lesson from it. Appearance and form was everything.

Fleur gingerly made her way around to her favorite source of eye candy on Rarity, taking each step as cautiously as if she was walking on eggs. Her needy and achingly neglected marehood dripped with excitement, trickling down her back leg as she returned to Rarity’s delightful plot, devouring those juicy flanks with her eyes. She licked her lips as her imagination ran wild, picturing exactly what she could do with those soft, palpable cheeks and longing to know what they felt like.

“Rarity,” she said, her voice low and sensual.

“Yes?”

“Your leg isn’t where it should be, darling,” Fleur replied, inching closer to Rarity’s leg. “Here… Allow me to… aid you.”

Fleur gingerly touched Rarity’s leg, savoring the moment as her hooves melting into her friends soft fur. A small shiver ran through Rarity’s form, causing her leg to tense as Fleur reached up with her other hoof. Tenderly, she guided her leg down ever so slightly into perfect alignment with the hem of the dress. The strong, yet dainty muscles underneath the white fur gave Fleur chills as she smiled wide.

“Perfect,” she whispered in a soft pur.

Rarity held her pose, glancing back in the most miniscule fashion to see Fleur as she gently moved her hooves around. They touched her with the care of a jeweler, cautious to every move, but firm enough to tell where she was. As one of Fleur’s hooves reached down to touch her hoof, the other followed her bone up to her knee, pausing at the base of her thigh.

“You may put your legs down now, ma cherie. I’ve seen all I need to see,” Fleur said in the same low voice.

Gracefully, Rarity’s legs returned to the ground as the wonderful satin pulled itself loose from her skin and marehood. She gave a small shudder as the satin weaved across her, allowing a noticeably wet portion to touch her. Another small and involuntary coo left her lips as the fabric peeled from her coat, leaving a small patch of cold air on her vulva.

Fleur’s ears perked at that, causing her grin to widen even further. “Why don’t you sit down, Rarity? Holding that beautiful pose for me must’ve been quite the ordeal.”

“Oh not at all, dear. I’m fine, honestly,” Rarity said with a reassuring smile.

Fleur’s smile grew even wider as she stared at Rarity’s lush posterior. The plump rump called a siren’s song to her, almost begging for her to tear off the satin and press her face into it. Her nose began to tingle as she inched closer, sensing an intoxicating aroma in the still air. It was sweet, like fresh cut lavender and morning dew, yet carried a scent of sweat, passion and desire. She took a deep breath, savoring the aroma before licking her lips.

“Rarity, did anypony ever tell you that you’re an exquisite example of a mare?” Fleur asked, her gaze fixed on Rarity’s plot.

Rarity blushed slightly and let out a small giggle as she shifted her stance. “I-I’ve been told that by, well… more than a few stallions.”

“What about other mares?”

“My friends tell me I’m pretty. Why do you ask, darling?”

Fleur gingerly placed her hoof on Rarity’s back, her eyes rolling into her head as she felt Rarity’s perfectly toned muscles twitch beneath her coat. “Isn't it obvious? Somepony like you must be the envy of every mare around.”

“Hardly” Rarity said, holding in a giggle. “Besides, I’m not the absolute model of perfection like you are, darling.”

“Oh no,” Fleur whispered, placing her other hoof onto Rarity’s back and rubbing small circles into it. “Non, je ne suis pas le modèle de la perfection—” She smiled wider as her hooves began to gyrate Rarity’s hips, sending small ripples pulsing through her alluring backside. “—contrairement à vous.”

Rarity tensed as Fleur’s hooves explored her lower back, drifting dangerously close to her flanks. Conflicting thoughts ran through her mind, one side demanding for Fleur to stop her ministrations and the other thoroughly enjoying the smooth satin being rubbed into her coat. Her legs began to quiver as Fleur’s hooves gracefully played their way down to the tips of her butt, dancing right above her cutie mark.

“Tell me, darling,” Fleur cooed, mesmerized by the intoxicating sight. “Have you… ever been with a mare?”

Silence hung in the ice cold air as Rarity’s face exploded with a blush. Shivers pulsed down her spine with each pounding beat of her heart. Slowly, she turned her head to face Fleur, peeking at her from around her mane. “N-No,” she squeaked. “I-I… I don’t believe so.”

Fleur’s smile softened as she pulled her hooves from Rarity’s flanks, allowing them to jiggle freely. With agonizingly slow steps, she sauntered up to Rarity and peered deep into her brilliant blue eyes, watching the crystal-like shards of fear dance within. Gently, she reached a hoof up and caressed Rarity’s chin.

“Ma chérie, il n'y a pas besoin d'avoir peur,” she whispered, bringing her muzzle level to Rarity’s. “Je vais prendre soin de vous.”

Before the words faded from the air, their lips met in a tender kiss. Rarity gasped at the touch of Fleur’s lips, noting how they felt as soft as rose petals. She was gentle and delicate, almost as if she was afraid herself. The kiss broke and she let Rarity’s lower lip go. Fleur’s eyes fluttered open as she gazed back at Rarity, a look of pure amazement in her gorgeous lilac irises.

“C-C'était—” she started to say before Rarity leaned in and kissed her. This time, Fleur held nothing back as she greedily accepted Rarity’s advances, licking the delicious strawberry gloss off of her lips and parting them with her tongue. Gradually, she felt Rartiy’s tongue prod her own as she explored her mouth, sending electricity through every nerve on her body. She was stiff and seemed understandably afraid, but that had no effect on Fleur’s advances. With agonizing slowness, she pulled back again, this time holding Rarity’s lip in a playful bite.

Rarity remained motionless, as if she was still recovering from the shock, while Fleur sat on her rump, desperately trying to ignore the constant burning heat in her nethers. Wrapping her hooves around Rarity’s neck, she gently pulled her closer as she kept her gaze fixed on Rarity’s. A small glimmer of fear and uncertainty still danced within, but she could see a small, hungry desire starting to burn brightly within her partner.

“Rarity, are you afraid?” Fleur whispered.

Rarity began to shiver as Fleur smiled and leaned in, her muzzle less than an inch from Rarity’s ear.

“Il n'y a pas besoin d'avoir peur,” she cooed. “Je vais être doux avec vous.”

Rarity let out a small moan as her body shuddered once more. “F-Fleur…”

Fleur’s hoof pressed gently onto her muzzle, holding her still as their lips met yet again and their tongues resumed their dance. Fleur moved with expert ease, coiling around and tickling Rarity’s tongue in all the right ways. The taste of champaign on Fleur’s tongue stuck to Rarity’s, giving her the courage to move on her own and explore Fleur’s mouth. The champaign mixed with her strawberry lip gloss, forming the most intoxicating taste Rarity had ever experienced.

As the kiss continued, Fleur’s horn lit with a sparkling lilac aura. Small strands of the magic worked their way down the dress on Rarity, slowing as they followed the contour of Rarity’s body. Three of them stopped, one on the back and two at the sides, and steadily the zippers began to loosen. The back let go first, shedding the dress proper while the sides too their time, unclasping the underdress. Both garments fell away, revealing Rarity’s sparkling white coat and allowing Fleur’s hooves to explore her properly. Without the dress, she could feel every heartbeat and tremor that ran through Rarity’s body, making her shiver in return.

Gently, Fleur guided Rarity onto her side with her lips and tongue. They moved slow, savoring every second of their kiss, until Rarity reclined on the floor. Pulling back, Fleur planted a few soft kisses on Rarity’s neck, moving lower and leaving a sloppy trail of saliva down her chest. As she kissed, Rarity’s soft hooves found her head and gently massaged her scalp as she lowered over her belly, blowing gently on her navel before kissing and parting the fur with her tongue. Rarity gasped and squirmed, lost in the wonderful sensations of Fleur’s attention.

“F-Fleur…” she moaned.

Fleur pressed on, continuing her exploration of Rarity until she moved to the side, kissing Rarity’s thigh and around to her cutie mark. Fleur stopped, her eyes shining with lust as she kissed each diamond, taking special care to give each one a small suckle. Rarity moaned louder and started to roll onto her belly as Fleur followed, pulling away to savor the sight of Rarity’s unclothed plot. She ran her hooves up Rarity’s legs, bringing them to a halt on the crest of Rarity’s butt before lightly tapping them, watching the hypnotic ripples.

“Parfait. Simplement parfait,” she mumbled before pressing her tongue to one of Rarity’s cheeks. She gave it a long, slow lick, feeling the tone, yet perfectly squishy flesh curve around her and tasting the deliciously salty remnants of sweat. Her hooves moved down and gently kneaded each cheek as Fleur alternated with her tongue, eager to taste all that Rarity’s fabulous rump had to offer. Despite her own marehood dripping with arousal, a new scent seduced her nose, bringing her eyes lower to Rarity’s own puffy lips.

“Rarity,” Fleur said, her voice starting to shake. “Can you stand up, s'il vous plaît?”

Rarity’s body quivered as she rose to her hooves, feeling her nethers burn like never before. Turning slightly, she saw Fleur’s hungry smile as she felt her hooves gently spread her hind legs. Fleur’s smile disappeared behind her flank, followed by a soft kiss on her marehood, sending electricity through her body. She bit her lip to try and suppress any noise, but she moaned louder than she thought.

Behind her, Fleur’s tongue snaked out from behind her teeth as the heady scent of Rarity’s arousal flooded her senses. Her puffy pink lips twitched slightly as her tongue met them, eliciting a gasp from Rarity. She dragged her tongue up Rarity’s nethers, savoring the taste as her arousal dripped down into her mouth. It was sweet like honey, but had a hint of saltiness that balanced the flavor perfectly. Fleur licked again, a little firmer than before, determined to taste more. Rarity’s response was to give a small whinny and slowly gyrate her hips, grinding her marehood into Fleur’s muzzle.

Time seemed to melt away for Fleur as lick after lick rewarded her with the intoxicating taste of Rarity’s arousal, leading her to widen her area. Her tongue explored Rarity’s most sensitive regions, from the base of her tail to the fold of her vulva just before her button. Rarity’s legs spread wider as her tongue began to probe at the moist tunnel hidden between the lips, allowing her enough space to give a small suckle on her slit.

Fleur’s marehood practically throbbed as she pulled away from Rarity’s glistening lips, eager to dive back in. Rarity moaned as her legs quivered and closed, keeping her tail held high. Fleur licked the remaining lube from her muzzle as Rarity turned to her and planted a kiss on her, sharing the sweet and salty taste. Fleur’s tongue played wonderful tricks with Rarity’s and she gently pushed her onto her back, breaking the kiss as she looked down at her.

“Would you like a taste?” Fleur asked as she spun slowly, revealing her dripping marehood to Rarity. Before Rarity could respond, though, Fleur’s marehood descended onto Rarity’s muzzle, filling her nose with the flowery aroma. Immediately, Rarity’s tongue met the silky pink lips as the lavender-scented arousal leaked freely from Fleur, soaking Rarity’s lips and muzzle in seconds. Fleur gasped sharply as her hips began to gyrate, allowing Rarity to reach every inch of her.

“S-Si b-bon,” Fleur stuttered, her body wracked with pleasure. “J-J-Juste co-comme ça!”

Rarity kept licking, drinking deeply from Fleur’s nethers as Fleur steadily rocked her hips faster. Occasionally, her tongue felt a hard nub as Fleur moved and each time she touched it, Fleur would give a small cry of pleasure. More and more arousal flooded Rarity’s face as she struggled to keep up, gasping for air when she could. She felt the nub brush against her tongue again as Fleur swept her hips back and she followed it, latching on with her lips and giving it a nice, slow lick.

Fleur immediately shrieked as her legs squeezed Rarity’s head and her whole marehood trembled. Rarity brought her tongue over it again, making Fleur gasp and scream again as a large dribble of her arousal drained onto Rarity’s face, matting her already wet fur. Fleur’s screams died down to moans as her marehood stopped quivering, despite her still rocking her hips. Eventually, Fleur stood back up, leaving a trail of saliva and marecum between Rarity’s lips and her nethers.

“Mmm, that was simply divine, darling,” Fleur said as she leaned in and kissed Rarity, licking her own cum from Rarity’s lips. She tasted nowhere near as sweet as Rarity did, but hers had a perfume that could cut glass and a slight tinge of tanginess that perfectly countered the taste of Rarity.

Rarity stared up at her with an expressionless face, her marehood tingling. A sense of both pride and horror crept into her chest, mixing into an uncomfortable lump. On one hoof, she had just eaten out and been eaten out by another mare, something that repulsed her to her core. She had never been interested in fillyfooling before and had been quite disgusted by their public displays of affections.

But still, it had felt amazing. Fleur had been gentle, caring and sexy, administering to her just enough to make her forget her repulsion and even orgasming from her inexperienced tongue. A strange sense of pride engulfed her as she realized she was not only wanted by Fleur de Lis, but she had even made her cum first.

“Darling,” Rarity began meekly. “A-Are you sure about… this?” She waved a hoof between Fleur and herself, gulping down a lump in her throat.

Fleur’s smile softened as she leaned in and kissed her again. “I’m most definitely sure, ma cherie. Ever since I saw you, I knew you were special.”

“B-But, you’re Fleur de Lis… and I’m a nopony special. Certainly not as beautiful as you are.”

Fleur licked her lips as she raised an eyebrow. “And this changes what, exactly?”

Rarity looked down at herself as a small frown formed on her damp muzzle. Fleur responded by slowly dragging the tip of her hoof up Rarity’s chest, bringing it to a rest on her lips. “Ma cherie, nothing is different between us. I am your friend and has desires just like anypony else. And what I want… is you.”

Fleur kissed Rarity again, this time keeping her tongue at bay and putting all her effort into making Rarity know she was sincere. Several moments passed as they kissed before Fleur pulled away, staring deep into Rarity’s eyes. Eventually, Rarity gave a soft smile, causing the familiar tingling to return to Fleur’s nethers. They kissed once more, this time releasing their tongues to duel, as Fleur gently lowered her rump onto Rarity.

The instant they touched, electricity pulsed through their bodies and both mares moaned, breaking their kiss to savor the contact. Rarity’s moist marehood painted the inside of Fleur’s thigh while hers drenched the pristine white fur just above it. Fleur’s marehood winked eagerly as she gently rubbed it against Rarity’s coat, each hair tickling her in just the right way.

Rarity gave a few cute yips as Fleur’s thigh trembled rhythmically against her marehood, each pulse earning a generous dose of nectar from her flower. She spread her legs wider as Fleur ground harder, slowly aligning herself with Rarity. A scream left Fleur as her nether lips met Rarity’s, shooting pure euphoria through every nerve in her body. As her scream lowered to a moan, she glanced down at Rarity to see her eyes rolling into the back of her head.

A smirk crossed her face as Fleur grabbed onto Rarity’s forehooves. Rarity’s eyes shot open with a questioning look and Fleur giggled, pulling back and lifting Rarity onto her rump as she fell back onto hers. Together, they balanced on their rumps in a sexy yoga pose before Fleur rolled onto her side, locking eyes with Rarity as their marehoods pressed even closer together. She let go of Rarity’s hooves and shifted her rear leg into the perfect position. Rarity’s mouth opened and closed as a series of squeaks, moans and yips flooded the room, causing Fleur’s smirk to widen even more.

With a subtle nudge, Fleur’s eyes rolled as a wet ’schlick’ rang out, causing Rarity to yelp and quiver with excitement as their marehoods mixed their arousals. Fleur forced herself to focus through the amazing sensations and slowly began to rock her hips, her eyes rolling back again as the sound of wet smacking filled the room.

Rarity dug her hooves into the floor, moaning at every thrust Fleur made. She made an effort to move her own hips, but Fleur quickened her pace. Her marehood burned and ached like never before, forcing her to reach a hoof down and massage her slit. The tip caught the top and pleasure wracked her mind, causing her to pant uncontrollably. A nub similar to the one Fleur had poked itself out from her slit, send bolt after bolt of electricity through her.

Fleur moaned louder as they scissored faster, barely able to hold herself up through the sheer onslaught of pleasure. Her marehood burned so badly, she was sure it would catch fire before they finished. Her tongue hung out of her mouth as she struggled to breathe, gulping down each breath like it was her last. Every bit of her was in nirvana, from the tip of her horn to the last strand of hair in her tail. She was nearing the edge of her stamina again, feeling her orgasm build power. Thoughts of the toys she kept hidden in her room and the wonderful ways to use them with Rarity flooded her mind, causing her to accidentally reach out with her magic.

As she regained control of her magic, the remnants of the dress flew into the air and landed on top of them. Fleur slowed her grinding and reached out a hoof to pull one piece off when Rarity shrieked like never before. Turning her gaze to her, she saw her pristine hooves mashing the black underdress into her body. Her body practically shook as a bit of liquid sprayed against her slit, nearly shoving her over the edge. Fleur bit her lip as she squealed, mashing her pulsing marehood into Rarity’s.

Rarity shrieked again and again as the satin dress shifted on her fur, overloading her mind with wave after wave of ecstasy. She could hear Fleur squealing and moaning herself, but little else made sense as the dress dominated her thoughts. Satin had always been her favorite material to wear and work with, but she never in her wildest dreams could imagine it felt like this. The softest material in the world wrapped around her as she felt Fleur quicken again, grinding every inch of her into her body.

Fleur shrieked with Rarity as she felt herself go over the edge, spraying more liquid between them. Both of their marehoods were completely soaked, as was the floor around them. The scent of sex and passion hung in the air as Fleur slowed, moaning with every last thrust she could muster.

Rarity felt herself begin to come down from that high, her legs and body quivering uncontrollably. She let go of the dress, letting it fall to the floor with a wet ’smack’ and she leaned back, breathing like she just ran a marathon.

Fleur buried her head into her leg, her tired mind trying to process the incredible feelings still coursing through her. Fatigue washed over her as she pulled her marehood from Rarity’s, still tingling as the mix of marecum dripped down her leg. Her tail swish from side to side, matted with sweat and a stray shot from them.

“C-Ce fut tout... à fait étonnante…” she said between gasps. She glanced down and locked eyes with Rarity, who nodded shakily. Fleur smiled as she began to push herself upright when a small knock came from the door.

Immediately, both mares froze and turned to the door as the handle glowed with a cyan blue aura, twisting and opening to reveal a well dressed stallion with a monocle and blue moustache.

“Ah, Mademoiselle Fleur and… Miss Rarity!” Fancy Pants said with a cool edge in his voice. “I am not interrupting anything, am I?”

A bottle of champagne and three glasses levitated in the air behind him as he smiled and looked from mare to mare. Fleur looked over to Rarity through their still intertwined legs and giggled as she saw Rarity blushing furiously and hiding behind her hooves.

“Non, vous n'êtes pas interrompre une chose,” Fleur said, smiling seductively at Fancy. “Vous êtes juste à temps.”