My Sweet Mistress

by Pinkamena666

Rating: mature
Tags: Fetish, Rarity, Fluttershy, Sex, Anthro, My Little Pony: Friendship is Magic, Romance, Porn
Length: 4460

[F/F, Body Worship, Facial, Feet, Rimjob, Sub/Dom, Toys, Virgin] Rarity has a fetish; to be someone's mistress and dominate them. Fluttershy also has a fetish; to be dominated.

CONTAINS: F/F, Body Worship, Facial, Feet, Sub/Dom, Rimjob, Sex Toys, Squirt, Squirt In Face, Virgin

Rarity has a fetish; to be someone's mistress and dominate them. Fluttershy also has a fetish; to be dominated.

Published 2018-08-04 09:00:02 UTC
Last updated 2018-08-04 09:00:02 UTC

My Sweet Mistress

"Oh!" Pinkie exclaimed. "Idea! What if we help each other with our own fetishes?"

Rarity blushed as she looked at her. "Our... own fetishes?"

"Of course," AJ agreed with a chuckle. "Makes sense. We've seen each other naked and in quite a lewd situation. Why not use this to help satisfy our own needs, too?"

"I, for one, have some fun fetishes of my own..." Rainbow said with a smirk.

"I-I may have some, too..." Fluttershy said softly, blushing as Rarity looked down at her.

"You, too?" Asked the white mare. "Um... Well, I... guess there's some things I'd like to try, too..."

"So, it's settled then?" AJ asked the group. "We'll help each other whenever we can while keeping our arrangement a secret?"

"You girls are really doing this?" Asked Twilight, feeling the pink mare return to licking her breasts. "We're going to be helping each other out like you helped me?"

"It appears that way, darling," Rarity cooed as she looked over Fluttershy's body.

Smiling, the unicorn sat up, making Pinkie stop what she was doing and sit up, too. "Well, this will certainly make things much more interesting around here..."

1 Week Later...

Rarity stood in front of a mannequin, observing a dress she had put on it. Tapping her chin, she circled around it a couple times. When nothing came to mind, she let out a sigh. Truthfully, she was waiting for Fluttershy to come over for their first play date, and was trying to pass the time by working on a dress. Unfortunately, she was too busy using her mind thinking about what she was going to o to the pegasus to focus on her dress.

Looking down at her blouse, she undid the top bottom and opened her shirt slightly. Underneath she wore a black corset with a black bra. Beneath her pants she wore black stockings with thin straps that attached to her thin panties. She made sure to be ready for when Fluttershy arrived but wanted to look professional in case someone else showed up first.

A few more minutes passed before there was a knock at the door. Quickly walking over to it, Rarity opened it and smiled. Finally, her friend with benefits had arrived, and now they could get this show on the road.

"Fluttershy, sweetie," she cooed with a smile, stepping aside. "Come on in."

The pegasus was wearing shorts with a long, loose sweater. Smiling, she entered before the unicorn closed the door. "Are we... really doing this?" Flutters asked softly, turning to Rarity and eyeing her fro behind her hair.

The white mare smiled and walked up to her, placing her hand on the shy mare's cheek. "We both have something we want, right? And, now that we're all closer than ever before, why not help each other? Of course, if you're uncomfortable, we don't have to do this..."

Thinking for a moment, Fluttershy then shook her head. "No, I'm fine..." she said with a light smile. "I want this... I trust you..."

Nodding, Rarity began undoing her blouse, opening it up and pulling it off, revealing her corset and bra. Folding up her blouse, she set it on a nearby table. Then, after slipping out of her pants, she set them with her blouse. Once she had her normal clothes off, she walked over to a nearby closet and opened it, pulling out a pair of boots. Fluttershy watched the white mare slip into them with a heavy blush. The unicorn looked super hot in her mistress get-up and Fluters was already feeling the mood.

Pulling a medium-sized box out of the closet, Rarity turned to Fluttershy and smiled. "This has everything we need..." She said with a wink, before using her magic to lock the front door and close the curtains. "Now, we have a few hours before school gets out, so let's get started."

"What's in the box?" The pegasus asked as she gripped the bottom of her sweater.

Smirking, Rarity set the box down and took the lid off. Reaching in, she pulled out a collar and stood up. "First, this..." she said with a smile.

Looking it over, Fluttershy returned the smile and blushed. Slightly tilting her head back to expose her neck, the yellow mare allowed her friend to put the collar on.

"Before I attach the leash... you should probably take your sweater off..." Rarity said, looking into the mare's eyes.

Nodding, Fluttershy grabbed the bottom of her shirt and pulled it off, lightly tossing it aside with her large jugs on full display. As Rarity reached into the box again and pulled out a retractable leash, hooking it to the collar, both mares stared into each other's eyes, each feeling the rush of living out their fantasy.

"Well..." Rarity said, breaking the silence before clearing her throat. "On your knees, pet..." she ordered, not sounding too into yet as she felt kind of bad for treating her friend like this.

Smiling lightly, Fluttershy slowly got to her knees. "Yes, mistress..."

Setting the leash down, Rarity got to her knees and placed her hand on the mare's back, gently rubbing it before sliding her hand over the delicate skin of her friend towards her butt. When she got to the mare's shorts, Rarity scooted behind her and gently pulled her pants down.

"No panties, Fluttershy?" The unicorn asked with a light blush, staring at the mare's sexy backside. "Good girl..." She cooed, as Fluttershy lifted her legs so Rarity could pull her shorts off all the way.

Now, with the yellow mare fully naked and on all fours, Rarity reached into the box and pulled out a butt plug. Leaning in close to the yellow ass, she gave both cheeks a kiss before slipping the plug into her mouth. Licking all over it, she let out soft moans, which made the pegasus look over her shoulder at her. Giving her a wink, the unicorn pulled a tiny vibrator about the size of a pill and pushed it into the pegasus' tight ass. Since it was so small, it went in with no problem. Then, the unicorn pulled the plug out of her mouth and raised her left hand, spitting on her fingers. Shifting her gaze to the tight ass of her friend, she placed her left fingers on her backdoor and rubbed it, making Fluttershy moan softly.

When the hole felt wet enough, Rarity pressed the plug to it and slowly pushed it in. Gritting her teeth, Fluttershy let out a soft grunt as she felt her ass stretch open. After another inch of thick rubber, it began to thin out again and the plug plopped inside fully, making the pegasus gasp. As drool dripped from her mouth, she looked back at Rarity again, who was smiling at her.

"They're in," she cooed, before giving the yellow ass a few pats.

Every pat made Fluttershy feel the plug and vibrator inside her and made her let out deep moans. Pulling out a remote from the box, Rarity smiled and turned the dial to 1, out of 10. The vibrator inside the yellow mare's ass began to vibrate very gently. Soft moans escaped the pegasus pet as her pussy became visibly moist and started to drip.

"Only on a 1?" Asked Rarity, catching one of he drops on her finger. She then stuck it in her mouth and smiled. "Mmm... Tasty..."

Standing up, she returned to the closet and pulled out a riding crop and strap-on black dildo. After attaching the strap-on, she turned and left the closet. "Alright, pet," she said, walking over to her and picking up the leash. "Let's start..." The unicorn gave the leash some slack before walking over to a comfortable-looking chair she had set up near the center of the room. Sitting down in it, she gave the leash a light yank. "Come here..."

Getting on her hands and knees, Fluttershy shakily crawled over to her master, her pussy dripping as she did. Letting out soft moans and gasps, she dragged her tits over the floor until she reached Rarity's legs. Looking up at the mare, she saw the mare grinning back.

"Remove my boots, pet," Rarity ordered her. "And, then I want you to show my feet some love..."

"Yes, mistress..." Fluttershy said softly as she gently took Rarity's right boot and slowly pulled it off, revealing more and more of the sexy white foot of the fashionista.

If there was such a thing as perfect feet, these were it. Setting the boot aside, Fluttershy leaned in and kissed the top of the foot, her breasts pressing to the carpeted floor. She loved how it felt to be at the feet of such a sexy and dominant mare while her hard nipples rubbed against the carpet. It made her leak even more from her pussy as she could feel the juices run down her legs.

As she did, Rarity looked her over and pressed the tip of the riding crop to the yellow ass, loving how it felt to dominate such a sexy and obedient mare. The feeling of being able to do anything to her and have her do anything she wanted was an amazing feeling. She was glad that Fluttershy wasn't the type who wanted to be punished, because she didn't think she'd be able to do that. But, an obedient and gentle pet was more than appreciated.

Once the sexy foot was well kissed, Fluttershy went to the other boot and slowly pulled it off. Setting it aside, she placed kisses up fro the toes to the ankle, giving it a tiny lick. Then, she picked up the left foot and nuzzled the bottom with her face. Smelling the wonderful scent of whatever lotion the mare used, Fluttershy smiled and pressed her tongue to the heel. Slowly dragging it across the smooth skin to the toes, she let out another moan. Eyes closed, she took the big toe in her mouth and sucked on it.

"Oh, good girl..." Rarity cooed, enjoying the attention her feet were getting. Holding the remote in her left hand, she turned the dial to 2.

Feeling the vibrations in her ass become slightly more intense, Fluttershy pulled off the toe with a few strings of saliva connecting the digit to her tongue. After letting out a moan, she dove forward and took all five toes in her mouth, slobbering all over them and making lewd, wet, sucking noises as spit dripped from her chin.

"I see my pet really loves my feet..." Rarity sad in a seductive tone, wiggling her wet toes. "Good... Now, don't forget about the other one..." she said, lifting her other foot.

Hearing her, Fluttershy stopped sucking on the toes and slowly pulled away, making a pop sound as the toes left her mouth. Setting the soaking wet foot down, she picked up the dry one and leaned in. Giving it a sniff, she pressed her face to the bottom, nuzzling it. Closing her eyes, she took in the feel of the soft sole on her cheek.

After she was satisfied with the sole, she stuck her tongue out and licked the bottom of the foot a couple times before kissing the toes. Flicking her tongue back and forth across the toes, she looked up at her mistress with loving eyes.

The white mare looked down at her with the same loving and happy expression. "Very good, pet... Now, lay down at my feet... On your back..." she cooed, gripping her strap-on and stroked it idly as if it were a real penis.

Smiling, Fluttershy set the foot down before doing as told and laid down perpendicular to the unicorn, looking up at her as her breasts fell to the sides due to the size and weight. Lifting her feet, Rarity set her left above Shy's right breast and her right foot below it. Then, she slid her feet together, grabbing the large breast with it. Smiling, she slid her feet to the nipples and rubbed it with her toes.

Letting out moans, Fluttershy watched as her master rubbed her large tit with her feet. In addition to the rubbing of her breast, Fluttershy could also feel the vibrations in her ass even more as her ass was pressed to the floor. Juices kept trickling from her pussy as she moaned and twitched, her left leg shaking a little.

Looking her over, Rarity giggled. "You really like this, don't you, pet?"

"Y-Yes, mistress..." the pegasus replied with a shuddered gasp of pleasure.

"Mmm... Then, get back on your knees," Rarity ordered, removing her foot from the mare's tit, setting it on the floor as she spread her legs. "My toy wants some attention..."

The pegasus smiled and got up, getting to her knees before scooting between Rarity's legs. The white mare set the leash down and then placed her hand on her pet's head.

"Go on... Pretend it's a real one..." Rarity moaned with bedroom eyes. "I wanna see you soak it..."

When Fluttershy nodded, Rarity turned the dial on the vibrator to 3, making the yellow mare moan out louder. Fluttershy then leaned in and licked up the fake rod, letting drool trickle down the toy. She then slipped it in her mouth and began to bob her head, closing her eyes as she moaned around the dildo.

Feeling the toy rub against her pussy, Rarity leaned back in her chair and undid her bra. Pulling it off, she tossed aside before gripping her breasts. Squeezing them, she moaned and licked her lips, watching her friend suck on the fake dick like a true slut.

Letting her DDD's hang freely, Rarity gently grabbed Fluttershy's head and slowly pushed her down all the way on the fake rod. The dildo wasn't long enough to penetrate the mare's throat but it did poke the entrance and made her cough, making spit splash all over the toy and the pegasus' chin.

Releasing the mare's head, Fluttershy pulled off with tears in her eyes, coughing a little. Feeling a little bad for being a tad rough on her friend, Rarity gently took Shy's cheeks. When the yellow mare looked in her eyes, the unicorn leaned in and licked up the spit on her chin before kissing her on the lips. Both mares closed their eyes as Rarity started to sit back up. Fluttershy followed her up, placing her hands on the unicorn's legs for support.

Feeling the large N-cups press against her body, Rarity reached down and gripped Shy's ass cheeks as she pulled her closer. After kissing for a few more seconds, Rarity broke the kiss with a smile.

"Next..." she cooed, resting her hands on the chair's armrests. "Show my tits the same love you showed my feet..."

Nodding, Fluttershy gently took the white mare's right breast with her left hand, lifting it up and planting a kiss on the side of it. "Anything you want, mistress..." she moaned, before licking the mound a few times.

Pressing her face into it as she nuzzled it, Shy rubbed the other side as her thumb rubbed the nipple. After giving it a few kisses, Flutters licked the underside of the breast before licking around the sides. Once the tit was glistening with her spit, she leaned in and flicked the nipple with her tongue. Hearing her mistress moan softly, Fluttershy smiled and started sucking on the nipple. With it in her mouth, she ran her tongue over it repeatedly and sucked on it like a child getting milk from its mother.

Tilting her head back with a moan, Rarity placed her hand on the back of Fluttershy's head and pulled her face more into her breast. "Mmm... That's it, pet..." Using her magic, she picked up the riding crop and brought it to her right hand. She then gave the pegasus' ass a few light smacks, making the yellow mare gasp and moan into the white breast. "Now, don't forget the other one..."

Giving the nipple one last suck and light pull with her lips, Fluttershy gripped the wet breast with her left hand before moving to the other breast. Rarity could feel the mare's warm breath on her tit before she felt the wet tongue run across her silky smooth skin. Sighing deeply, the unicorn smiled as her pussy was leaking quite a bit now. This experience was much better than she ever though. All the work she put in to give herself the perfect body has really paid off.

The yellow mare moved to suck on the nipple as she kneaded the other breast in her hand, a hard blush on her face as she felt over her friend's breast and licked the other. She still couldn't believe this was happening but was extremely happy nonetheless.

"Alright..." Rarity said with a smile, turning the vibrator's dial to 4 and making the pegasus moan out and grit her teeth. "Time to show my ass some love..." On your knees, pet..."

Fluttershy obeyed and got to her knees, scooting back a bit as her mistress stood up. The white mare removed her strap-on and set it on the seat before slipping off her panties. With her pussy on display, she turned around and placed her hands on the chair.

When the unicorn was in position, Fluttershy crawled up to her and nuzzled her ass. Closing her eyes, she leaned in further and kissed the white ass on both sides. Sticking out her tongue, she licked all over the sexy cheeks of her friend before making her way to the center. Dragging her tongue to the mare's back hole, she licked around it a few times before poking the entrance.

Moaning out, Rarity closed her eyes, feeling the mare's tongue run across her ass before poking her hole. As her juices ran down her leg, she felt Fluttershy's tongue enter her ass, licking around inside. Gripping the armrests, she gritted her teeth as her ass was eaten out.

To Fluttershy's luck, the mare kept her whole body nice and clean. Her butt was no exception as it actually smelled really nice and tasted like nothing. This allowed Flutters to not hold back as she licked inside and sucked on the hole. As she did, her hands gripped the cheeks and squeezed them, occasionally spreading them and licking up and down the crack.

Biting her lip, Rarity let out a deep, stifled moan as some drool left her mouth. "F-Feel free to... add my pussy to your meal, pet..."

Nodding, Fluttershy licked down the crack before her tongue reached the sweet slit that was the unicorn's pussy. Pushing her right thumb into the white ass hole, her tongue ran up and down the juicy slit as she was finally able to taste the wonderful taste that was Rarity.

Moaning even more, the mistress began to sweat, her body glistening in the light of the room. "Oh, you're such a good pet..." she cooed, before letting out a moan of pleasure. "We definitely have to make this a thing we do..." she said, a sharp gasp soon escaping her lips when she felt a pair of lips wrap around her clit. "O-Oh, wow..."

Sucking on the nub she found in her friend's pussy, Fluttershy heard how much the mare liked it. So, she kept sucking on it. Flicking it with her tongue, she pushed her right index and and middle finger into the warm, wet puss. Slurping audibly on the sweet spot, she fingered both the mare's ass and vagina, her own pussy absolutely soaked with arousal. Her mistress' was pretty wet by now, too.

"I feel I... underestimated your skills, pet..." Rarity moaned out. "To make sure I don't... orgasm so soon... I want you to stop, and... bend over on the chair..."

Opening her eyes, the pegasus nodded and pulled away from the ass and pussy, her left hand soaked with juices. As the white mare stood up with slightly shaky legs and began to back up, Fluttershy crawled up onto the chair, her butt sticking outward. Reaching beside her, Rarity grabbed the strap-on a reattached it.

"Now, for the next part..." she cooed, taking her position behind the mare.

Gently gripping her pet's ass, she aligned the strap-on with the wet, yellow pussy and pressed the tip against it. Holding it there, she looked up to see Fluttershy looking over her shoulder at her. About a second later, the pegasus nodded with a smile, giving her friend the okay to go the extra distance.

As Rarity pushed the toy into the soaking wet puss puss, she watched the lips spread open and engulf the fake rod. When it plopped inside, due to the vast amount of natural lube, she saw a trickle of blood leak from the slit. She had taken the mare's virginity. Her friend was actually okay with her being her first. Snapping out of it, she noticed Fluttershy's pained face as she wasn't used to having anything in her pussy, let alone something as thick as a dildo.

Rarity wanted to ask her if she was okay but didn't want to break character and ruin the mood. Instead, she gently rubbed the mare's ass as she slowly pushed the rest of the way in. Forcing grunts out of the pegasus, she stopped when their hips touched. Letting the dildo rest inside the recently deflowered pussy, Rarity gently kneaded the yellow ass.

After about another minute, Fluttershy let out a long sigh and looked over her shoulder, giving a light nod. Smiling at her, Rarity started moving her hips back and forth, the piece of rubber gliding across the mare's wet lips. Both mares moaned lightly as Fluttershy enjoyed her first fuck while Rarity enjoyed being her friend's first.

Leaning forward, Rarity ran her hands over the pegasus' back, gently feeling over her skin before rubbing the base of her wings. Moaning out more, Flutters arched her back lightly as her wings fluttered with arousal.

"Oh, mistress..." the obedient pet cooed, the dildo in her puss quickly becoming soaking wet.

Rarity smirked and kept her movements up a little longer before slowly pulling out. "Now, I want you to get in my lap..." she said with a wide smile, walking back to her chair as Fluttershy scooted back a bit to give her room. Sitting down, Rarity patted her lip. "And ride my cock..."

Nodding with a pant, the pegasus crawled up into her master's lap and positioned her pussy over the fake rod. When she found it, she lowered herself on it with a few cute gasps and moans. When she was in place, Rarity turned the dial to 5 and set it down. With both hands free, she placed them on Fluttershy's ass and began rocking her hips.

The yellow mare moaned louder and louder as she rode her master's rod and felt the vibrator in her ass become more intense. Squealing with delight, she wrapped her arms around the unicorn's neck and began bouncing up and down. Smiling at her friend's eagerness, Rarity held the pegasus close so the shy mare's huge yellow tits swallowed her smaller white breasts.

Fluttershy felt closer and closer to an orgasm before pulling back to look Rarity in the eyes. Looking back into hers, Rarity smiled and the two kept rocking her hips. The white unicorn was feeling close, too, but she'd need additional help before she would orgasm. The other mare, however, was very close.

The two kept rocking hips and moaning out when the pegasus began to grunt cutely, about to burst. Seeing this made Rarity smile and lean in.

"Go on, pet..." she cooed, giving Shy's lips a light lick. "Let it all out..."

Nodding shakily, Fluttershy let out a loud squeal as she soaked the unicorn's thighs and legs with her juices. Shuddering, the yellow mare collapsed on her master, a couple more squirts leaving her pussy. Feeling her heavy breathing as her chest moved up and down, Rarity smiled and hugged her close.

"If you have the energy, pet... I want you to kneel before me..."

Flutters nodded tiredly and slid off her master's lap, dropping to her knees and panting. Standing up, Rarity removed her strap-on and held it in her left hand before rubbing her pussy with her right. Her own moans increasing, the white mare soon worked herself to an orgasm of her own, squirting her juices all over Fluttershy's face. Moaning, she kept rubbing her soaking pussy until nothing more came out.

Now panting heavily herself, Rarity got to her knees in front of her friend and held the wet dildo between their mouths. Pressing it to Shy's mouth, she leaned in and licked her own half. Seeing the unicorn lick at the toy, Fluttershy also began lightly licking it, both mares enjoying the pegasus' juices.

Setting the strap-on down, Rarity used her magic and turned the vibrator's dial to 0 as she leaned into the mare, forcing her on her back. Laying atop her friend, the white mare kissed her on the lips. Feeling her friend return the kiss, both closed their eyes. They soon added tongue, licking and tasting each other's spit before Rarity pulled away slightly.

"I had really fun with this, Fluttershy," the mare said with a smile. "Thanks for assisting with my fetish..."

The shy mare smiled and gave a tired nod. "And, thank you... for helping with mine..."

"Shall we do this again some time?" The unicorn asked as she lightly kissed her friend's neck.

"Oh, yes..." Flutters cooed with a weak chuckle. "We have to..."

Suddenly, there was a burst of magic near the front door as Twilight teleported in. Seeing the two already exhausted, she let out a groan. "Oh, come on... You're already done?" She asked, making the two mares look at her. The purple unicorn seemed to be itching for a fuck but her present two friends were too exhausted to help. "I'll go check on the others," she said, before teleporting away. Letting out a soft giggle, both mares looked into each other's eyes again.

"She seems troubled," Rarity said with a smile.

"I hope she finds someone," Fluttershy added. "Because this... with you... felt amazing..."

Giving her friend another smile, Rarity laid atop her as the two simply cuddled. The white mare's left hand met the yellow mare's right hand before their fingers interlocked.

THE END
The fun continues in Rainbows Are Hardcore

Author's Note

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