School of Anthros

"Heya Rarity" Rainbow said as she saw the familiar face in the doorway "I'm guessing AJ and the others are in there".

The door opened fully to reveal Rarity in an elegant black dress "please come in," she said.

The two entered to see the other girls sat on the beds as Rarity closed the door behind them.

"Glad to see you two finally made it," Applejack said turning around.

"No thanks to you" Rainbow replied as she walked up to Sunset "so how's the new girl?" she asked with a devilish smirk.

"Dashie that not how you" Applejack started to say before Sunset interrupted her.

"It's ok Applejack," she said standing up from the bed "from her I kinda expected that reaction".

In a swift motion, Rainbow lifted up Sunset's skirt and grabbed the front of her panties and pulled them up giving her a wedgie, "now we're even" she said making Sunsets panties dig into her pussy before letting go and hugging her.

"I guess I had that coming after all" Sunset said returning the hug before sorting out her panties.

"Your right about that a wedgie for a wedgie" Rainbow said smiling.

Emberwing and the five girls talked for a few hours until Fluttershy said "sorry everypony but its time to go check on the animals".

"Do you want help?" Sunset asked heading to the door with her.

"Sure if that's not a problem with you" Fluttershy replied as they headed out of the room.

Applejack looked at the clock "Rainbow it's nearly time for your Wonderbolt spying" she said poking her in the side with her elbow.

Rainbow retorted "why don't you go back to the gym and give some poor stallion your infamous Torture wank" she laughed as she flew out of the window.

Applejack watched her fly out before turning to Rarity "sorry to leave ya but I promised Pinkie to help her set up the hall for a party tomorrow".

After Applejack left Rarity turned to Emberwing "would you help me with something? I have a few new dresses and such and I need an honest stallion's eye to see how they look on me" she said. Rarity hopped into the bathroom and after a few minutes she came out with a new outfit on. Some time has passed as Rarity showed off her creations before coming back out in her regular casuals, "thanks, darling now I have an idea of what they are like" she said. "As thanks, hows about I take your measurements and make you something nice to wear?" she said getting out her measurement tape, "you mind stripping to your undergarments so I can take accurate notes, please?" she asked

Emberwing removed his shirt and pants as Rarity looked at his wings and his mechanical arm.

"Hm obvious adjustments will be needed for them," she said, "Pegasus wings as you saw are small and not attached to the body in their landform". She looked at where his wings connected "they only connect when they transform into flight form and the clothes are altered by their magic to make wing holes for them to attach" she continued. "In your case, the wing holes are permanent" she moved to where his mechanical arm attaches noting the tissue scars where the metal have both merged and attached to his body "Extra space for the shoulder and arm so the metal doesn't catch easily and tear". She wrapped the tape around his body as she checked his measurements as she worked her way down, as she put her arms around his waist she buried her face into his groin and took a deep whiff of his musk "hmm different" she said before finally doing his legs. She wrote his measurements in her notebook including the adjustments needed, she noticed the growing bulge in his shorts "one more thing please" she dropped her skirt and removed her top. "Tell me what you think of this little number," she said posing in front of him, she was wearing a black lacey semi-transparent bra and panties which made his bulge fully tent in his shorts. She walked up to him and gently placed her hand on his stomach slowly sliding down into his shorts and gently grabbed his cock, she slowly stroked his cock in his shorts feeling the heat in her hand as she pressed her breasts into his chest.

Emberwing slowly placed his hands on her back and undid the clasp of her bra, Rarity allowed them the slip down until the stopped at the wrist of her hand in his shorts. Emberwing placed one hand on her hips as the other gently grabbed her 22D breasts feeling the marshmallow pillows with his hand, she pulled his cock out of his shorts as the strap of her bra slipped down onto his cock.

She licked his neck as she continued to stroke his cock in a sensual rhythm, she started to move downwards licking his stomach before reaching his cock " I think my bra looks better on you" she said slowly pulling her bra off his cock. "But I don't want to ruin it," she said licking the tip of his cock as she placed her bra on her pile of clothes, she licked up the bit of pre-cum that came from his cock before slowly slipping it into her mouth. She grabbed the top of his shorts and slowly pulled them down as she moved her head back and forth dragging her tongue on the bottom of his cock, she removed his cock and started to lick it like a lollipop whilst caressing his balls. She then moved down a bit and started licking his balls as her hand started stroking his cock again, she kissed each ball before taking them into her mouth as her tongue danced over them. With a satisfying pop she pulled his balls out of her mouth and stood up whilst removing her panties, Emberwing saw her neatly trimmed bush she had shaped into a diamond before she walked over to her bed and bent over.

Emberwing walked up to her and knelt down while holding her cheeks apart as he licked her pussy, he kissed her clitoris before sucking on it making her moan in pleasure. He then slipped his tongue into her pussy and lapped away at the walls of her pussy, making his tongue go straight and rigid he then proceeded to fuck her with his tongue as his nostrils kept hitting her anus.

"Please, no more teasing" Rarity begged, "don't keep a lady waiting please ravage me with your cock".

Emberwing pulled his tongue out and stood up as his cock came to rest on top of her pussy, he gently pressed down on it with his fingers until it slipped into her pussy, he then grabbed her hips and pushed forward until his cock was fully sheathed inside of Rarity. Feeling the velvet-like texture of her pussy wrapped around his cock he slowly moved his hips.

Rarity, on the other hand, enjoyed feeling his cock rubbing against the insides of her pussy as it filled her up.

Emberwing picked up a bit of speed making his balls hit her clitoris, picking up more speed he felt his orgasm reaching its point.

Rarity was also close to her orgasm as she panted heavily "on my face please cum on my face" she said.

Emberwing pulled out as she turned around and knelt down in front of him, her fingers worked their way into her pussy making her cum as her face was covered in hot cum. Emberwing lied down on the bed exhausted from the day of wrestling Applejack and the shower sex he had with her, the mile high club sex he had with Rainbow and now his round with Rarity.

She licked the remaining cum off his cock before slipping the covers over him as his eyes started to close. "Sleep for now," Rarity said as he drifted off, she then headed to the bathroom to clean herself off.