The alicorn ducked under a long, twisting branch that had jutted out from the side of the path, narrowly managing to dip her head under it in time. She glanced over her shoulder as she ran and saw neither hide nor hair of the many mares whom had been chasing her only moments ago. She turned back around, keeping up her speed for another few seconds before slowing to a stop.

Her breathing was ragged, and she doubled over, hands on her knees as she tried to catch her breath. She cast another quick glance over her shoulder before finally letting out a sigh of relief.

“Finally.” She muttered.

She shook her head and breathed deeply before continuing deeper into the shadowy forest. She had walked this path many times before and even at the breakneck pace and the minimal visibility of the of the moon, she was still able to dodge under any branch and leap over any root. That didn't mean her hair wasn't a mess of pine needles and leaves though and she rooted through her hair, picking out the foreign objects as she walked the last few minutes to Zecora’s hut.

The soft, sound of leaves rustling in the breeze did wonders for Twilight’s anxiety and by the time Zecora’s hut was in view, Twilight had nearly managed to reign in her wanton panic that she had only barely restrained up until this point. With a smile now on her face, she walked up and knocked twice at the heavy door to the zebra’s hut.

“Zecora, are you home? It's me, Twilight.” The alicorn called out, having only seen the faint flicker of a candle through the window.

The alicorn could hear the rustle of bedding before a pan clattered against the floor, followed by some rather colorful zebra curses. “Just a moment! I am looking for a component.”

Twilight took a step back and smiled, happy she hadn't come all the way out here for nothing. She waited patiently as several pots and pans clattered together until finally the zebra yelled a triumphant. “Aha!”

A second later the door creaked open, revealing the robed form of the zebra shaman. “Welcome, Twilight Sparkle my friend. How goes your weekend?”

The alicorn sighed, a pained expression crossing her face. “May I come in?”

“Please come inside, in me, you may confide.”

The alicorn slipped inside and found a stool that seemed as though it were set out for this very moment. Across from it sat it's twin set perfectly on the other side of a small, low table that sat between them. “Thanks, Zecora.”

The zebra smiled and poured some of the liquid from the cauldron in the center of the room into a pair of tea cups before placing them on the small table. “I must compliment you on your hair, of this style, I was not aware.”

The alicorn blinked and conjured up a mirror, grimacing at the sight it beheld. “I thought I got it all.” She muttered, picking out a few twigs and a pinecone that she had somehow missed.

The zebra stifled a laugh and sipped gently at her tea. “Tell me of this terrible plight, that brings you here so late at night.”

Twilight sighed, picking the last twig from her hair before tossing it aside. “Have you ever heard of the Festival Of Life?”

Zecora nodded slowly. “I have heard of it while I did roam, though it is not a festival from my home.”

“Right, zebras don't have the same gender imbalance we do.” Zecora nodded slowly, gesturing for the mare to continue. “It all started when a friend was looking for a stud, and I might have volunteered to help her.”

The zebra nodded knowingly.

“She kinda, sorta, convinced me to stud for the festival as well…” The mare sighed, folding inwards. “Then everypony found out it was me and now the festival has over a hundred mares signed up and it's more than a week away still!”

The zebra gestured to the cup resting beside the alicorn princess, who picked it up and quickly gulped down a mouthful of the bitter brew. Twilight didn't usually enjoy the zebra’s odd tea but knew from experience that it would calm even the most frazzled nerves. Sure enough, within a few seconds she slumped into her chair, her rigid muscles finally relaxing.

“Thanks.” The alicorn muttered.

Zecora smiled. “You are worried about disappointing your friend, with all the other mares from which she must contend?”

The alicorn scratched her neck and winced. “Sort of?” She sighed. “I’m just one pony, and this is supposed to be memorable, but I won't have nearly as much time to make it personal.”

“Pleasing so many mares might be a little scary, and you are right to be wary.” Twilight sighed, wilting at the zebra’s words.

“Yeah, and it doesn't help that I haven't… well… you know.” The alicorn gulped, making the zebra’s eyebrow raise. “Had sex.” The alicorn muttered, her face falling.

Zecora nodded knowingly. “You fear you may ruin the festival since your experience is not equable.”

Twilight sighed even deeper, nearly crumpling into a heap on her stool. “Yeah… How am I supposed to show all these mares a good time when I haven't even had sex? I never even kissed a pony before! Stars above, I am going to ruin everything.”

The zebra sipped the last of her tea and placed the cup back on the table. “Though your position may be precarious, you need not fear your inexperience.”

Twilight blinked. “What, why not? I don't even know what to do!”

The zebra shook her head slowly, a wide confident smile spreading across her lips. “Your inexperience may be solved, though the solution might be rather… involved.” The zebra blushed slightly.

The alicorn suddenly sat bolt upright in her seat, her wings twitching slightly at her side and a blush dusting her cheeks. “Are you offering what I think you are?”

“I have gained many experiences as I walked this land, and I think I may be able to offer you a hand.” The zebra remarked, throwing in a wink that excited a part of the alicorn that she had almost forgotten existed.

“How are you going to teach me? Do I need to buy books, or attend lectures, or…” The alicorn’s mouth hung open.

The zebra had stood suddenly, reaching one hand down to the bottom of her robes and in one swift motion pulling the entire garment off and casting it aside. “Something more hands on would be prudent, for you my young student.”

The alicorn gulped, her eyes trailing down the zebra’s form, taking in her beauty in minute detail. Her breasts were large, easily large enough to fill Twilight’s hands and still not be able to grasp all of the zebra’s breasts. Despite the fact that Twilight had never seen the zebra wear a bra the striped mare’s tits were as perky as Pinkie after her morning espresso cupcake. Her arms were toned, but not overly muscled, sleek and powerful like the zebra’s perfect stomach.

Her hips were wider then what Twilight would have thought, supporting an ample butt that perfectly rounded out her figure. A pair of long, sleek legs rounded out the mare’s nearly perfect body, the center of which a finely combed clump of hair sat above the zebra’s purt lower lips. The last, and perhaps most intriguing thing of the zebra’s features were her stripes, which seemed to draw the alicorn’s eyes to every one of Zecora’s numerous, attractive features.

“Wow.” The alicorn mumbled numbly, hardly aware that her short skirt was tenting badly and nearly rendering the short material irrelevant in her attempt to hide her endowment.

“It is not polite to gawk.” The zebra remarked, her own gaze lingering on the other mare’s cock. “Though I suppose I’m not one to talk.”

“Shouldn't there be a lecture first or at least some instructions?” The zebra smirked and walked over to the other mare, watching in fascination as her bulge grew to truly impressive proportions. “I just never done this before and this is all so sudden and-”

The zebra leaned forward, placing herself on the other pony’s lap and pressing a finger against her lips. “Enough of your balking, let my body do the talking.”

The alicorn gulped and slammed her mouth shut.

The zebra leaned forward and pressed her lips against the purple mare’s. The touch was gentle and passionate and yet the alicorn was stiff as a board. Zecora saw the alicorn’s response coming and ran a finger down the mare’s neck, pressing at a few key points and unraveling the tension the alicorn had begun to build.

Twilight moaned, feeling the tension dissipate and the kiss deepen, Zecora’s lips and body pressing against her. The soft sensation of another mare’s lips was unlike anything Twilight had imagined and for a moment she was almost convinced that Zecora’s lips were made of the smoothest velvet.

Her hands that had hung loosely at her sides found themselves gripped by the zebra’s and placed upon her perfectly round butt. Twilight gave into temptation, squeezing the mare’s ass and relishing the strangely erotic softness. Zecora flinched and Twilight reigned in some of her enthusiasm, pulling back from the kiss slightly out of fear. The zebra saw this coming as well and as soon as the alicorn relinquished the death grip she had on the zebra’s behind, Zecora let up and pressed back in.

Zecora’s arms wrapped around the alicorn’s shoulders, holding her closely before diving deeper, attempting to slip her tongue into the alicorn’s mouth. Twilight hesitated again, and once more Zecora was ready with a countermeasure. The zebra’s hips pressed against the bulge in Twilight’s skirt, caressing the barely contained member hidden just beneath. When Twilight moaned, Zecora struck, slipping a tongue into the alicorn’s mouth and a hand around the side of her face, caressing her tender cheek lovingly.

Twilight took the hint and mirrored the other mare’s act, lingering on the zebra’s hair, her fingers running through the zebra’s mohawk. The soft moan that came from Zecora’s lips was all the encouragement Twilight needed to hear and as the kiss deepened she even mustered the nerve to try and mimic the other mare’s movement. Zecora blinked, surprised that Twilight had taken an active role so quickly, but nonetheless proud of the alicorn’s advancement. She allowed the mare’s tongue to press against her own, just like Zecora had done to her moments before.

Over the span of a few minutes, Zecora had guided the alicorn through most of the subtle art of the kiss. Easily curbing the mare’s over enthusiasm while ensuring she did not become overly docile in the act. Though this method of teaching was strange to the alicorn, she found herself adapting quickly to the non verbal method and began to easily pick up the other mare’s subtle hints.

She squeezed a little harder, but not for long, getting rewarded with a soft moan. Twilight’s hands traced down the mare’s side before pulling her close and deepening the kiss suddenly, earning her another soft moan as a reward. By the twenty minute mark, Zecora was putty in the mare’s hands and Twilight seemed to have a firm grasp on most of her likes and dislikes.

The alicorn herself was rather amazed by just how much she discovered. The zebra mare liked it when Twilight was firm but not overly so, not gentle but neither rough. There was a fine line amidst the grey that took Twilight awhile to find, but once she did, she could feel that every action made the other mare squirm in delight. Zecora’s body twisting and writhing as tiny moans slipped past their locked lips.

At the thirty minute mark Zecora pulled back, a massive smile on her face. She sat back a little and looked down at the wide, content smile on the alicorn’s face before nodding approvingly.

The zebra stood up slowly and gripped one of Twilight’s hands, guiding her over to the zebra’s bed that was hidden away in one corner of the hut. It took only a single tug on the alicorn’s shirt to get her message across and with only a hint of reluctance, Twilight lifted off her shirt and tossed it aside, revealing the fact that she had not been wearing a bra.

Zecora laughed, causing the alicorn to pout and cross her arms over chest. The zebra shook her head and gently pulled apart the other mare’s arms, allowing her access to Twilight’s smaller breasts. With an approving smile, Zecora pointed down to the mare’s skirt which was only barely containing the alicorn’s impressive member.

Twilight blushed but did as she was told, slipping the skirt down her waist and slipping it over her cock and onto the floor, where she kicked it aside. The alicorn’s face was nearly beat red by now and she was desperately fighting the urge to cover herself. Zecora gave her no time to hide and quickly closed the distance, locking lips with the alicorn and wiping away her fear.

After a few seconds she pulled back and glanced down, finally getting a good look at the mare’s endowment. The zebra blinked in awe, taken aback by the sheer size of her stallionhood. It easily put most other partners Zecora had had to shame, and though larger than average, it was not freakishly so. She licked her lips, feeling her arousal begin to trickle down the inside of her thighs. “You are quite big for a girl, now let's give this beast a whirl.”

Twilight nodded eagerly, her impressive cock bobbing just as eagerly. “What should I do?”

Zecora merely placed a finger to the mare’s lips, shushing her questions and forcing her to learn through touch once more. The zebra gently pulled the mare closer to the bed and pointed at it, to which Twilight nodded and sat down.

A firm hand on the mare’s chest pushed her down against the bed, leaving her cock as the only part of her still sticking straight up. The alicorn’s wings were spread to ensure they didn't get in the way and as Twilight lay there she watched the zebra get onto the bed, her wings twitching madly at the sight.

The striped mare licked her lips and though a part of her was tempted to lean down and have a taste, she had another lesson in mind. Zecora crawled across the bed, giving Twilight a hungry, predatory look that made the alicorn’s cock twitch and her heart race. Zecora’s breasts hung low, brushing across the mare’s cock as the zebra crawled up Twilight’s body, until they were once more face to face.

Twilight could hardly contain her excitement and she gently gripped the zebra’s face, pulling her in for a brief but passionate kiss. Zecora lingered a little longer then she planned, entranced by the luscious lips of the alicorn princess. Finally she pulled away, breaking the kiss and shooting Twilight a smirk.

The mare’s wide hips were surprisingly dexterous and only using those hips the zebra pushed back, easily finding Twilight’s cockhead and resting it firmly against her own pussy. She glanced one last time at her partner, reading the alicorn’s face to ensure she was still alright with this. What she found was an odd mixture of anticipation, and fear. She lifted an eyebrow at the sight, urging the alicorn to speak.

Twilight gulped down her fear. “I was just worried, since we don't have a condom.”

Zecora smiled confidently, assuaging the alicorn’s worries. Over the last half hour Twilight had gotten rather good at understanding the mare without words and the confident grin told the alicorn that they didn't have to worry about unwanted pregnancies quite yet.

The zebra planted one tiny kiss on the mare’s lips before rolling her hips back and pressing the alicorn’s cock past her lips and deep into her body. Twilight instantly melted, the feeling was beyond mere words and her hands and magic simply couldn't compare to the feeling of Zecora’s pussy. The zebra herself was left shaken by the sensation, put off by just how pleasurable the other mare’s cock was. It was the perfect width, and length that much was obvious but combined together it created a feeling of pleasure the likes of which the zebra had never felt before. Truly, this was the cock of goddess made flesh.

For several long seconds they remained in that position, several inches of mare meat pushed inside the zebra’s body while she sat there, enjoying the ripples of pleasure that coursed through her body. She shook her head suddenly, washing away the star struck realization of just how good the alicorn felt inside her. Zecora looked down and gave Twilight an expectant look, urging her back into action with a startled gasp.

“Oh, sorry.” Twilight muttered before reaching up and placing her hands on the zebra’s hips.

Zecora merely took it in stride and guided the other mare’s hands towards the perfect position, ensuring they didn't bump into one another while also being able to enjoy the pleasure of one another’s body with ease. The zebra’s slow glide down the alicorn’s cock lit a firestorm of pleasure within the mare’s head and she was forced to stop at several points, nearly overcome with the intense feeling. Something told her Twilight wouldn't have to worry too much about ensuring every mare enjoyed herself.

Seconds ticked by and finally Zecora felt her crotch press against Twilight’s, the alicorn’s massive pillar of mare meat resting firmly inside the zebra and filling her utterly. Zecora reached down and pressed a hand against her stomach about where she felt Twilight’s cock was, marveling at just how deep it had reached in such a short amount of time. Despite it's amazing size and girth, Zecora had no trouble taking her, as if the alicorn’s divine length had been made for the zebra’s body.

She shuddered in ecstasy, her eyes rolling back in her head as her body quivered. A small kiss made her eyes flutter open where Twilight looked up at her questioningly. Zecora merely shook her head and smiled, planting her own tiny kiss on the other mare’s lips before suddenly pushing off the bed and sitting atop the mare’s lap.

Twilight blinked, almost a little saddened she wasn't able to kiss the zebra from their new position. That disappointment didn't last long though as she watched in stunned admiration as Zecora gave her the show of a lifetime. The mare gyrated her hips slowly back and forth, her hands going up to her tits where she squeezed them softly, all while staring deeply into the other mare’s eyes.

Zecora smiled as she heard a small moan of pleasure slip past her new lover’s lips, her hands going to the zebra’s waist and holding her tightly. It didn't take long for the striped mare to get used to the deep stretching sensation she felt continuing to grind her hips for a little while longer, loving the sensation of Twilight’s thick cock spreading her wide. After a few minutes of slow, deep gyrations while giving Twilight an erotic show, Zecora finally lifted her hips and shifted position.

Twilight seemed ready for the shift as well and smiled eagerly, trying to figure out how best to contribute without messing up the rhythm they had fallen into. She watched in awe as the zebra began to bounce up and down on the mare’s cock. The gentle massaging grip of the mare’s cunt suddenly squeezed tighter, doubling the already immense pleasure that coursed through her. The zebra’s well trained muscles squeezing and milking Twilight’s cock.

So off putting was the raw pleasure that Twilight’s first attempt at a thrust was so wildly off timed that she very nearly slipped out of Zecora’s pussy. Thankfully the zebra was once more on top of it and with a gentle hand she pushed Twilight back down to the bed. The next time she lifted her hips she gave the alicorn a small nod, who in turn thrusted back up as the zebra’s hips descended once more.

After a few awkward, ill timed thrusts they quickly reached a rhythm, with both beings coming to understand one another. With only a look or a small tensing of her muscles, Zecora guided the alicorn through the motions. Even when she threw the alicorn a curve ball by unexpectedly speeding up or slowing down, Twilight seemed ready and adapted instantly, impressing the alicorn’s teacher.

With her lessons complete, Zecora pushed aside the rest of her plans and chose instead to merely enjoy the rest of the evening with her new lover.

Twilight watched as Zecora’s considering gaze suddenly vanished, replaced by a wide and wild look that made the alicorn’s heart nearly skip a beat. Everything changed a second later when Zecora fell over the mare, planting her hands on either side of Twilight’s head. Before she knew it, Twilight’s lips were locked with Zecora’s all while the zebra’s hips continued to move, riding Twilight with far more speed then she had used until now.

Temporarily taken aback, Twilight hesitated for only a second before reaching down and gripping Zecora’s ass and shifting her legs to grant her more leverage. As soon as she felt her feet in their new position she thrusted back up into Zecora just as she came down, causing the zebra to whimper suddenly.

Zecora’s pace slowed for a second before she swiftly caught back up, their hips meeting in the middle once more as they both gave it their all. The alicorn wasn't sure if this was part of the lesson, or what exactly she was supposed to learn from this but it felt so amazing that she even stopped trying to take mental notes and gave herself fully to the heat of the moment.

And give in they did.

Minutes flew by as the mares rutted like animals, Twilight’s learning tested by the sheer enthusiasm Zecora threw into every thrust and subtle movement of her enchanting body. Gone was the slow, methodical pace and in its place was the raw emotion of two mare’s caught firmly in the heat of lust.

Even though Zecora had abandoned her proverbial lesson plan, Twilight still learned a few things. Like, just how much she enjoyed the sight of Zecora’s breasts as she slammed into the mare’s cunt with every bit of her earth pony strength. Or how she had begun to smell the potent scent of arousal that wafted off the zebra and falling in love with the almost spicy scent. And finally, she learned a very important lesson, her limit.

After only ten minutes of the fast, brutal sex Twilight felt her orgasm begin to stir and her balls begin to churn. The alicorn felt pride begin to surge in her breast as she realized that the ten or so minutes of the fast pace, plus the twenty or so minutes of slow, sensual sex was easily the longest she had held out.

With a wide smile she watched as Zecora’s face twisted into a mask of pleasure, a moan of indescribable pleasure crossing her lips as she stared deeply into the alicorn’s eyes. Twilight wasn't sure how but she could feel that her partner was close, and with mischievous smirk, the alicron threw herself into the next few thrusts, ensuring that when she came her partner would as well.

Twilight bit her lip, her hands digging into the soft flesh of Zecora’s ass. With one last thrust she buried herself inside the other mare who in turn, cried out in pleasure.

The alicorn’s cock erupted, spraying her enormous load deep into the zebra’s body and coating her inner walls with the potent seed of an immortal. The feeling of having her body filled with seed was the last straw, and as Zecora felt her lover’s second load shoot inside her, Zecora’s own orgasm arrived. It took every ounce of the zebra’s not insignificant strength to keep her from falling, the sheer power of her orgasm unlike anything she had felt in years.

Twilight slowly relaxed, releasing the tight grip she held on the zebra’s generous ass and sinking into the bed, a massive smile on her face. The zebra shook her head slowly, shooting her lover a thankful smile before collapsing onto her chest, laying her chin between the other mare’s breasts.

“Wow.” Twilight muttered, slightly amazed that her newfound alicorn height allowed Zecora to rest perfectly between Twilight’s breasts.

“That was the best damn lay, I’ve had in many a day.” Zecora said with a sigh of contentment.

“Yeah…”

Together the pai lay there in silence for nearly a minute, until Twilight suddenly shook her head. “Well I better get back to the castle.”

The zebra shot her a quizzical look. “But the sun has hardly even set, and we have many positions to get to yet.”

Twilight blinked. “I was thinking of coming back throughout the week, if that's okay with you.”

Zecora nodded her ascent, yet her impish smile remained. “A mare with your ambition, cannot learn but one position.”

“What are you- oof!” Twilight’s confusion melted away as Zecora’s lips pressed against hers once more, and within moments she could feel her cock begin to harden within the zebra’s pussy. Something tells me this is just the beginning. She thought.

Author's Note

There might be a few errors left so if you see em pm me or leave a comment.
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