Friends

by Barley Citrus

Rating: mature
Tags: Sunset Shimmer, Twilight Sparkle (EqG), Slice of Life, Rarity (EqG), Fetish, Rainbow Dash (EqG), Romance, Equestria Girls, Porn, Sex
Length: 11970

Twilight and Rarity have been having a lot of fun together lately since becoming friends with benefits, its all they ever want to do. If only their friends weren't always right around the corner when they're most in need of some alone time.

Twilight and Rarity have been having a lot of fun together lately with their new relationship. It's nothing too serious, just friends with benefits. And all they ever want to do is explore those benefits in every way they can think of doing.
If only their friends weren't always right around the corner when they're most in need of some alone time.

::This is part of the Friends With Benefits continuity::

Kinks:: #Futa #Public #Caught #Testicle Play #Sixty-Nine #Creampie

Cover Art:: Baekgup

Published 2019-01-11 21:40:01 UTC
Last updated 2019-01-18 16:02:23 UTC

Obstacles

Author's Note

Kinks:: #Futa #Public #Caught #Testicle Play #Sixty-Nine

Obstacles

-

Twilight sat at her desk fidgeting, trying to keep focused on her teacher but checking back to the wall clock every few seconds. There were still twenty-eight minutes left of class and it was passing by far too slowly for Twilight’s sake. Only one thing was on her mind at the moment.

As she was finishing this class Rarity was finishing PE, and afterward, they would meet up. It was their best opportunity to spend some time alone together before school ended and they met up with all the girls. Rarity had a study period next, which she was happy to under-utilise, and Twilight had calculated the exact amount of time she could be late to Calculus without raising any flags. It was an almost daily ritual that meant a lot to Twilight and at times still wasn’t enough. Today, for example, Twilight wanted nothing more than to get out of this classroom and to see Rarity’s face, among other parts of her. Twilight raised her hand as the thought solidified in her mind.

“P-pardon me.”

The teacher raised his brow at his prize student’s hand, pointing to her.

“Yes, Miss Sparkle?”

“I need to, um…” Twilight simply pointed out of the class, a light blush on her face. “Could you please excuse me.”

“Of course. Go right ahead.”

“T-thank you.”

Twilight nodded, standing up and being sure to hold her bag in front of her lap as she briskly exited the room. She made a beeline for the locker room, moving easily through the empty halls and finding herself there in moments. She took a calming deep breath and poked her head inside, immediately catching Rarity in her usual place, picking through her locker while still in her athletic wear which was a rare treat to see. The bare white tee shirt that hung somewhat loosely over her curves as contrasted to the tiny shorts that clung snuggly to the curve of her ass and showed off a considerable amount of her delicious thighs. Even the socks and sneakers delighted Twilight to see Rarity in such an unlikely outfit for her; one she wouldn’t be caught dead wearing anywhere else. Rarity peaked over and noticed her friend staring and struck a little pose, poking her ass out with a grin.

“Hey, Rarity.”

“You’re early, dear, I’m not even changed.”

“I couldn’t help it.” Twilight moved the bag in front of her lap, revealing a barely concealable bulge beneath her skirt. “ I already got kind of h-”

Rarity looked wide-eyed for a moment, frantically holding a finger in front of her mouth and gesturing Twilight to be quiet.

“Careful, there are still people in here.” Rarity pointed past the lockers. “Would you mind sitting on the bench while I finish up? I’ll give you a little show of my changing.”

Twilight’s eye’s drifted back down her friend’s body, lingering on her slender legs and speaking softly.

“As enticing as that sounds, Rarity, I really don’t think I could take that much right now.”

“Darling, be reasonable, we’re in the locker room.” Rarity gasped softly as Twilight hugged her from behind, feeling the girl’s full erection twitching against her rear. “Oh, you poor dear. I’ll try to be qui-”

Twilight grabbed her by the arm and suddenly started dragging her out of the locker room.

“Darling, no. I can not just go out in this outfit.”

“It won’t be on you for long.”

“Twilight, I understand your issue but-”

“I have just the place in mind.”

Rarity gave up her struggle and gained a small grin as she was lead along by her eager friend. The two poked their heads into the hallway, confirming that they were empty and walking briskly out with Twilight in the lead. After just a few seconds, Twilight stopped at a very nearby door and Rarity took a moment to register their destination and with a deep frown.

“The janitor’s closet? Really?”

Twilight had already opened the door and goaded Rarity inside, promptly pulling the chord that hung from the ceiling just before shutting the door behind them. Rarity grimaced as she observed her surroundings; she hardly wanted to even be in here, let alone become intimate.

“Twilight, darling, don't you think we could-” Twilight paid no attention to the room, immediately reaching below her skirt and freeing herself from her panties. Rarity swallowed a lump in her throat as she saw Twilight’s member pop out into the open, fully erect and producing a bead of precum. “No, I suppose we can’t.”

“Did you say something?”

Rarity grinned and shook her head, squatting down in front of Twilight placing her lips against the base of her cock without hesitation.

“Hmm, is this all for me?” Rarity placed a few wet kisses along the shaft, working her way up it. She placed her lips just around the tip and licked it clean of precum before freeing it with a pop and patted Twilight’s hip. “Well, if we’re doing this here, darling, do be the one to lie down on your back for me.”

Twilight happily agreed, lying down on her back and watching as Rarity slipped her tiny shorts over the curve of her ass and let them fall down her legs, her panties soon joining them as she freed them from her feet and set them neatly aside. Rarity stepped one leg over Twilight, standing over top of her and winking down at her just before kneeling down to straddle her hips.

“Rarity, wait.” Twilight grabbed Rarity’s leg, pulling her forward. “Up here, I want to taste you.”

Rarity hesitated for a moment, smiling expectantly down at Twilight.

“Darling, you’d really rather use your tongue on me right now?”

“I, uh… kind of spent all of my previous class just thinking about your pussy. So yeah, I really want to eat you out right now.”

“Aww, how sweet of you.” Rarity stood back up and turned around, facing her ass toward Twilight and straddling her shoulders. “Then I won’t be too selfish and return the favour.”

Twilight smiled as Rarity’s ass filled her vision, reaching up just below it and placing her thumbs inside her uppermost thighs, spreading them and admiring the ample inner lips poking out from the girl’s glistening valley. Twilight dove right in, letting her tongue caress Rarity's crease as she playfully nipped at her luscious labia, kissing her lover’s lower lips as though they were her upper. Rarity hummed delightfully at the way Twilight made out with her pussy and looked hungrily at the cock that twitched before her. Rarity took Twilight back into her hand and leaned down between her legs, stroking Twilight’s cock beneath her chin as she licked her way down its underside. She reached its base, her nose nuzzled between Twilight’s balls and giving them a little sniff.

“Mmm smells full.”

Twilight didn’t respond, not wanting to part from Rarity’s pussy for even a moment to comment and Rarity smiled at the sensations between her legs. Twilight always lavished her lips so thoroughly, she’d often end up far more soaked in Twilight’s saliva than in her own juices. Rarity continued licking between Twilight balls, feeling the root of her cock beneath them, shifting over to take one of them into her mouth and lightly suckling it until she felt it twitch, signaling her to go further. She leaned back up to looking over Twilight’s cock, sticking out her tongue and gathering the fresh precum dripping a little more steadily from its tip.

Rarity wrapped her lips firmly around the head of Twilight’s cock and stayed there for a time, her tongue undulating against it, sucking on the sensitive tip as Twilight’s arousal spilled forth its familiar flavour for her. Twilight tended to produce a lot of precum and, like most parts of her lover, Rarity had grown quite fond of its flavour. Rarity’s hand caressed Twilight’s shaft, lingering downward and wrapping her fingers around the girl’s balls, kneading them and squeezing them for more.

“O-oh, god, Rarity. How do you expect me to last very long when you do that?”

“I don’t, dear.”

Twilight’s felt a shiver roll up her spine at Rarity’s direct tone, knowing that the eager lips on her cock were waiting for her cumshot. Twilight tried to refocus on the breathtaking pussy before her, delicious white lips surrounding even sweeter pink ones, blushing warmly with arousal. Her eyes locked onto the little clit peeking out of its hood and leaned in, massaging the sensitive area and feeling the little nerve center become hard on her tongue. Rarity gave Twilight’s balls another squeeze and lowered her mouth over the girl's shaft, working the length of it. Twilight felt her core tighten from the sensations between her legs, urging her to work more quickly.

One of Twilight's hands left Rarity’s ass to join her mouth, taking her tongue’s former position between her lover’s lips. The closet’s musty air had made her hand cold, causing her two fingers to tingle as they entered her lover’s little furnace and earning a squeak from Rarity. Twilight was always delighted by just how hot Rarity felt inside, almost expecting steam to rise off of it, but this had become familiar territory to her. Her fingers clung to that inner wall nearest to her tongue, caressing the slick surface for its contours, and Rarity twitched as she passed over that particular little bump. It was her favourite bump on Rarity’s whole body for what it could do to her lover. She could pass right over the little thing had it not become such a familiar place to her.

Twilight could practically feel Rarity smile around her cock and didn't hesitate to begin working the sweet spot with her fingers, eagerly massaging it as her tongue made love to Rarity's clit. Twilight could already feel her lover reacting quite strongly, Rarity's inner walls undulating around her fingers and a little more of the girl's nectar dripped onto her tongue. Rarity had tried telling her before that she was more sensitive than your average girl, but Twilight liked to believe it was all due to her own skill.

It was apparent to each of them that their lover grew close to orgasm; Twilight’s cock was being massaged by Rarity’s mouth, twitching every time its tip touched her throat; Rarity’s pussy now dripped as Twilight fingers thrust into it, her clit buzzing from the stimulation. The door handle rattled and both girls froze solid, hearts racing as they realised someone was opening it. Twilight hastily pushed Rarity off of her, sitting up and desperately covering her crotch. Rarity fell over panicked as her legs splayed out toward the door, throwing her hands between her legs just as the door opened, her face burning red as she watched it reveal their blue-haired intruder.

Vinyl stopped in her tracks as she caught a bottomless Twilight sitting in her path, eyes slowly lowering to see Rarity lying on her back right in front of her, equally bottomless and with her hands between her legs. Both pairs of eyes were locked onto her as Vinyl silently pointed to a broom and Twilight hastily complied, offering it to her with one hand. The smell of their activities drifted under Vinyl’s nose and she smiled, giving the two a thumbs up and closing the door.

Rarity just laid there for a few moments, staring up at the ceiling.

“Rarity, I’m really sorry, I-I just…”

“It’s okay, Twilight. I understand.”

Rarity sighed and stood up, her facing still glowing red as she brushed herself off and went to grab her clothes. Twilight stood too, keeping her hands over her crotch and occasionally glancing back to the door.

“Do you still wanna-”

“No, dear.”

“Yeah, I guess it can wait.”

For the time being, the two got dressed in silence, avoiding looking at one another as they straightened themselves up.

“Twilight, I’ll go on out. You wait a moment before leaving after me, okay?”

“Okay…”

“And Twilight?” Twilight looked up just in time for Rarity to capture her lips, each girl tasting herself on the other’s tongue, pausing only to look each other in the eyes. “We’ll finish this later.”

Twilight smiled, nodding as Rarity peeked out the door and quickly escaped, leaning back against a shelf as what just happened caught up to her. They were caught. Not that Twilight thought Vinyl would say anything, she wasn’t really the type. If anything, it had been kind of exciting; even if their intruder had only seen that the two of them were in a state of undress, the implication was clear and it was enough to not let Twilight be rid of her now aching erection. Twilight sighed and picked up her bag, holding it in front of her lap as she quickly opened and closed the door, moving toward her next class. Hopefully, Calculus could manage to calm Twilight down and she wouldn’t just spend the rest of the school day thinking about finishing off with Rarity.

————————————————————

Rarity stood by Twilight’s locker waiting to meet up with her, final classes having just ended. They were supposed to meet up with the rest of the girls outside and go all together to the Sweet Shoppe, but the two of them had decided to keep their friends waiting a little longer as they took care of their more imminent needs. Rarity knew of one classroom, in particular, that would be empty by now and, unlike a closet, can be locked from the inside so they’d each decided to try using it for their intimate activities. Rarity had worried a bit about making her friends wait too long, but she figured if she told them to go on ahead, then the two of them could take a little more time catching up and maybe not raise any flags among them.

“Hey, Rarity,” Twilight arrived, looking around at the passing students, getting close to Rarity before continuing. “...Are you ready?”

“Ready as wool, darling.”

Twilight looked around them once more and grabbed Rarity’s hand, taking off towards the aforementioned empty classroom. They tried to move quickly and inconspicuously through the halls and nearly reaching their destination, but a familiar face caught their attention. Rainbow Dash was just down the hall heading their way and the two quickly turned around to avoid her. Just not quickly enough.

“Yo, Rare. Twi.” Rainbow jogged through the hall and instantly caught up to them. “Where you guys running off to? We’re still meeting up outside before leaving, right?”

“Uh, yea… I just remembered I have to go… see a teacher first.”

“Really? For what?”

“For uh… some extra credit?”

“What? No, come on, just forget about that stuff for right now.”

“Um, it’ll be quick, I just need to do this.”

Rainbow held a hand out in front of Twilight as she tried to go, her other hand on her hip as she stared the girl down.

“Listen, Twi. You always have something to do. Just nevermind school work for a minute and let’s go meet up with the rest of the girls.”

“But I-”

Rainbow grabbed Twilight’s hand and began pulling her in the other direction. Twilight stared wide-eyed at Rarity, gesturing for her help but Rarity shrugged, sighing in defeat and following behind her helpless companion.

“Y-you girls could go on ahead of us,” Twilight added, but Rainbow Dash just shook her head and continued to drag her friend along with a grin.

“I swear Twi, if I wasn’t around I don't think you’d ever have fun.”

That line earned a giggle from Rarity but Twilight just bit her lip, frustrated as she was lead by the hand away from her much needed time with Rarity.

“By the way, Rares, what were you going along with Twi for?”

“Oh, um… I-I was just trying to hurry Twilight along, dear. Same as you.”

Rarity mouthed the words sorry to Twilight, looking on apologetically though unable to keep from smiling as her partner in crime was lead along like a child. She might have found it funnier if not for the fact that she too was looking forward to their alone time. She only hoped her ongoing arousal would be merciful to her around the other girls.

The three of them were soon outside, finding their other four friends already gathered at their familiar statue. Sunset noticed Rainbow coming with Twilight in tow and Rarity tailing behind and met the trio halfway with a toothy grin.

“Hey, what’s going on? Twilight try to escape?”

“Yeah, running off to get extra homework or something.”

Twilight was finally released from her friend’s grip and moved away, standing next to Rarity as they started toward the others.

“I-I wasn’t getting extra hom-eep!”

Rainbow surprised Twilight with a smack on her ass as she passed her, earning a squeak as Twilight hurried along. Sunset couldn’t help but notice Rarity placing her hand on Twilight’s backside where she was stricken as the two girls joined the rest of their group. Sunset glanced back to Rainbow, the two of them hanging back for a moment.

“So… I guess Rarity was running off to get homework too?”

“Do I need to say it?”

“They’re fucking, right?”

“They’re totally fucking.”

Rainbow smirked and Sunset just shook her head, glancing back over at the two.

“Damn, who’d have thought Twilight would be the one to nail Rarity.”

“Yeah, I mean, what’s she got that I don’t?”

“Maybe Rarity has a thing for nerds?”

“I can be nerdy, sometimes.”

“Reading one adventure novel series is not nerdy. Plus, you literally never study.”

“Sunset, I would study her ass like Twilight studies physics.”

Sunset laughed at her remark, seeming to think about it for a moment and suddenly dawning a look of realisation.

“Wait, but like, what if Twilight’s just an absolute pro in bed?”

The two paused to glance over at their awkward friend, standing pigeon-toed and holding her bag in both of her arms as she adjusted her glasses.

“I guess all that anatomy homework must’ve paid off for her.”

“Damn…”

“Right?”

Sunset and Rainbow shared a knowing grin and joined back with the group, heading on to the Sweet Shoppe. It was a place of habit for them; the girls each ordered their usuals and gathered around the old familiar table; enjoying their drinks and enjoying each other’s company. Rarity sat near the window and Twilight went to take the seat next to her when Rainbow slid in past her and sat down.

“Um, rainbow, could you-”

“Hey, Twi.” Sunset swooped in and took Twilight by the arm, sitting the girl down next to herself just across the table. “You know I haven’t gotten the chance to talk to you much lately.”

“Oh, um hey Sunset. Yeah, I guess I’ve been pretty busy, lately.”

“Oh yeah, what with?”

“I’ve uh… just been studying a lot.”

Sunset’s eye twitched at her word choice.

“Right, studying. I wouldn’t mind doing a little more studying myself.” Sunset’s voice trailed off a bit at the end of her sentence, earning a curious expression from Twilight. “So, I’ve noticed you’ve been hanging out with Rarity more, lately.”

“What?”

Even Rarity perked up a bit as she heard her name mentioned, peeking over at their conversation.

“You and Rarity. It just seems like you’ve been getting along better lately, is all.”

“Is that so? Well… it’s just that we live in the same direction so we’ve been walking home together.”

“Doesn’t Rarity drive to school?”

“Drive! I-I meant drive home together. she drives me that is… home… f-from school.”

“Okay… so her giving you rides home is why you’ve been hanging out more?”

“Is uh… there an issue with-yaap!”

Twilight yelped a little too loud when she felt a socked foot in between her legs, toes carefully playing with her. Sunset raised an eyebrow at her surprise.

“Whoa, everything alright, Twi?”

Twilight refocused on Sunset, trying to restart her train of thought.

“Um, y-yeah, it’s um-”

“I’m sorry, dear.” Rarity cut in, grabbing both of their attention. “That was the stirrer from my drink, that I dropped. Would you be a dear and pick that up for me?”

“That yell was from a little plastic stirrer?”

“I uh… I thought it was a… a b-bug-I’m just gonna…”

Twilight pointed downward, cutting herself off as she slipped underneath the table. She did indeed see Rarity’s stirrer, but not on the floor. Rarity sat with her legs parted, a hand baring her stirrer beneath her skirt, making a little show for Twilight of pushing her panties aside and dipping the utensil beneath them, some part of its length disappearing inside of the girl before pulling it free and handing it over. Twilight took only a second to enjoy the simple view of Rarity’s underskirt in public and quickly took the stirrer in hand, popping it into her mouth before returning topside of the table. Twilight looked at Rarity as she let her tongue roll over the plastic, tasting the light touch of Rarity’s musk and still with a hint of her espresso and milk.

“Um… Twi?”

Twilight popped back into reality and looked over at Sunset, noticing her bewildered look.

“Uh, y-yes?”

“Did you just pick that up off the floor and… put it in your mouth?”

“That’s kind of fucking gross.” Rainbow chimed in.

Twilight’s face suddenly ignited red at the realisation of how her actions had looked and quickly popped the stirrer from her lips and set it on the table, glancing for a moment at Rarity who looked off nonchalantly and with just the slightest of blushes.

“Um… y-yeah, I guess it was kind of gross…” Twilight ducked away, her voice softening. “I-I don’t know what came over me.”

Sunset was stuck between a grimace and a grin, looking at her clearly very uncomfortable friend and placing a hand on her back.

“It’s okay, Twilight. I guess you can’t always be thinking straight.”

“Yeah,” Rainbow cut back in. “I mean, I guess I’ve put weirder things in my mouth before.”

This caught both Twilight’s and Sunset’s attention and they looked over at Rainbow, Rarity scooting an inch away from her.

“Like what?”

“Like, this one time after PE; it was pretty hot so everyone had gotten super sweaty, and most of us wanted a shower. Well, I kinda noticed that Trixie left her used gym shorts behind on the bench and…”

Sunset listened carefully, mouth slightly agape at her implication.

“You fucking didn’t”

“They went straight in my mouth.”

“Dash! That’s definitely weirder than Twi’s thing. No offense Twi. I mean... what did they taste like?”

“The fuck do you think they tasted like? Her sweat.”

“I can’t believe you’d do something like that?”

“That’s cause you don’t get to look at her ass in the showers. I’d drink her sweat by the fucking glass.”

Rarity's lip twitched at the comment and she set her own glass down on the table. Sunset didn’t stop giving Rainbow a sidelong look full of suspicion.

“I guess you learn something new about someone every day.”

“Shove it, Sunset. I can think of a certain someone that you wouldn’t mind taking a sip of-”

“Hey, shut the fuck up.”

Sunset and Rainbow continued bickering, thoroughly distracted with one another and Twilight took the chance to look over at Rarity. Freeing one of her own feet from its shoe and reaching over to poke the girl under her skirt. Rarity chirped at the attention and reached down to slide her panties aside. Twilight softly gasped as she felt some moisture soak into her sock, already shifting in her seat due to her own uncomfortable erection. She looked Rarity in the face and silently mouthed restrooms, gesturing toward them with her eyes. Rarity looked around them for a moment before smiling and standing up, patting Rainbow Dash on the arm as she shimmied past her lap.

“Please excuse me, darling, just need to go freshen up.”

Rainbow just moved aside for her then looked back at Sunset.

“Yeah, that’s why I don’t drink much coffee. Always makes me have to pee super bad.”

Twilight glanced back at Rarity as she walked off, not wanting to follow too soon after her. The cafe only had individual restrooms, so she’d hoped to make things at least slightly less obvious if she could stand too. She idly sipped her iced-tea, looking to one side where Pinkie, Applejack, and Fluttershy were in their own world together, she’d paid no attention to what about; she looked to the other side where Rainbow and Sunset had thankfully branched off into their own conversation; everyone seemed adequately distracted. Or at least as well distracted as she could stand to hope for with her own rapidly decreasing patience. She’d already had an idea for diversion, necessary or not, and decided to just go for it.

Twilight brought her tea up to her lips, taking a final sip from it before allowing it to tip further and spill a large portion of it onto herself, yelping genuinely from the cold liquid, soaking some into her top and some into her rather warm lap. This caught the attention of the rest of her friends.

“Oh, are you alright?”

“Here, let me-”

Fluttershy and Sunset, sitting on either side of her, moved quickly to help, but Twilight tried to move quicker.

“No no, I got it!” Twilight grabbed a handful of napkins, covering her tea soaked lap, feeling her own erection underneath. She stood up and took a step away from the table, keeping her hands over her lap. “I’ll just be a minute, I’ll try and clean up.”

“Wait, isn’t Rarity in there.”

“I’ll use the boys’!” Twilight called back, not wanting to stay long enough for any further questions to arise. Hopefully, Rarity won’t scold her too much for making a mess of her clothes on her account. It did, however, give her an excuse to keep her crotch covered and it was technically Rarity’s fault for needing to do so. Twilight reached the restroom door and gave it a quick knock, glancing behind her for any followers.

“Occupied,” came Rarity’s sing-songy voice.

“I’m gonna occupy you if you don’t hurry and open up.”

Rarity cracked the door open just enough to yank Twilight inside by the collar, shutting and locking it back.

“Hmm, well I do hope you’ll-what did you do?!”

Rarity looked offended at Twilight’s soiled outfit, snatching away her napkins in hand and attempting to dry up what she could.

“Sorry, it was all I could think to do to-”

“You did this on purpose? Twilight, really, you’re a smart girl. You could’ve come up with better.”

“Well, it’s just, I-I needed to cover-”

“Tut-tut! What’s done is done, darling.” Rarity looked around the restroom, frowning at the situation. “Just get yourself out of those. I guess some paper towels might do… anything at all to that.”

Twilight happily complied and stripped away her clothing, feeling just a little awkward lying her clothes out onto the changing table, but she might as well feel embarrassed now and get it out of the way. She slipped her boyshorts off and her erection sprang free, looking over to see Rarity also undressing. Rarity pulled off her blouse, leaving herself in only her bra, and very carefully set her outfits aside and smiled back to Twilight.

“Just hoping to avoid further muss.”

“Yeah… probably a good idea.”

“Oh and give me your skirt, dear, I do have one helpful trick. Thankfully, this place has those automatic blow dryers for your hands.” Twilight handed her skirt over and Rarity walked over to the wall-mounted console with an upward facing opening. She draped the skirt over the sensor, kicking on its rush of air and the rather loud rattle of its fan. “There we are, dear. As long as that stays on the sensor it’ll keep drying and even give us a little sound cover while we’re at it.”

Twilight looked somewhat surprised by the dually beneficially idea that Rarity had ready.

“That’s actually really clever, Rarity…” Twilight's surprise quickly turned to reluctant curiosity as she thought about the implications of it. “Should I ask how you figured that trick out?”

Rarity leaned close to stroke Twilight’s chin, a devilish grin on her face and her voice low.

“Only if you want to know, dear.” She kissed Twilight briefly and pushed her along, guiding her to sit on the closed toilet, a faint blush creeping over her face to replace her composure. “I um, will say, however… the sinks can not hold up the weight of two people. I’d rather you just guess how I learned that one if you don’t mind.”

Twilight smirked and went to sit down, yelping as her rear met the cold porcelain, wincing from the sensation. Rarity tried to keep from laughing as she sat more comfortably on top of Twilight’s warm legs.

“You ready, Rarity?”

“And waiting, dear. Just as long as you’re comfortable in your seat.”

Twilight laid a hand on Rarity’s cheek, her other hand wrapping behind her back to pull Rarity a little closer on her lap as she lifted back up to position herself.

“For your pussy, Rarity, I’d sit on a block of ice.”

“Aww, you’re so sweet.”

She reached between her legs to adjust Twilight cock, feeling it slip between her lips and immediately dropped her hips, enveloping her lover’s cock in one motion. Twilight pulled Rarity tight against her, needing just a moment before she could start moving as the feeling of Rarity’s pussy surrounded her aching member.

“God damn, Rarity, I don’t know how I ever last long with you.”

“Yes, well, I’m sure we are both rather short-fused, at present. But that’s okay.” Rarity lifted her hips and dropped back down, both of them shuddering as the itch of their overly extended arousals was finally scratched. “I’m not here to make love to you this time. I need you to bring me to a quick… and concise… climax.”

Rarity was already rocking her hips on Twilight’s lap, positioning her own thrusts to hit her right spots. Twilight moved her hands onto Rarity’s hips, lightly squeezing the girl, watching her lithe body rise and fall on her cock and her clothed tits bounce to her rhythm.

“O-ooh, geez, Rarity, I needed this so badly.”

“I-I’m uh… glad the feeling's mutual, dear…” Rarity had been waiting for this chance all day, but still was surprised by how sensitive she’d become, the rhythmic brushing of Twilight’s cock against her g-spot causing her to endlessly quiver. “Just be sure to tell me when you get close, won’t you?”

“Wait, do you not want me to cum inside?”

Twilight wanted nothing more than to do so, right now. Her balls had been aching and they begged her for their one greatest relief which was sweet release within Rarity's depths.

“Twilight, you’ve seen my panties today. Now, I know you don’t have the biggest cumshot, but do you really think it’d all stay neatly inside of me?”

Twilight sighed, but her disappointment was quickly consumed by her pleasure, getting over it quickly as Rarity didn’t slow her humping.

“The last thing I want is to have your cum dripping out from under my skirt with all of the girls around.”

“No, you’re right. What do you want me to do, then?”

“Just be sure to give me the warning and I’ll finish you with my mouth.”

“What if you haven’t cum by then?”

Rarity almost flinched at the comment, looking offended down at Twilight.

“Twilight, dear, I know you’re very worked up today, but if you cum before I do… well, don’t expect to have this feeling again for at least a month.”

“Come on, do you really think you would last that long without me?”

Rarity smirked, looking incredulously at Twilight. She clenched her muscles around Twilight’s cock, earning a surprised squeak from her lover.

“Darling, really, I do have options. I mean, have you seen how hard Rainbow has been gawking at my backside all day. I fear I’ll have to mend my skirt just from her stares.”

“O-okay, okay, let’s uh, not bring the girls up while we do this. I’m uh…”

“Aah, come on, Twi, just a little longer. Your uh, hnng, your lovely little tool down there is… hitting me at, ah, just the right angle!”

Rarity leaned her head down onto Twilight’s and softly squealed, trying not to be too loud while chasing after her imminent orgasm. Twilight was really starting to feel the pressure and needed to hurry Rarity along, pulling back one of her hands and sucking on her thumb to moisten it. Rarity cooed, perhaps a little too loud, as Twilight placed her thumb over her clit and began firmly massaging.

“Oooh, Twilight, you dear… a-ahhnn, hmmm…”

“Please hurry, Rarity.”

“H-haaa, you don’t, ohh, don’t worry, dear. Just uh… your thumb!” Twilight began moving her thumb more quickly, really kneading the little clit, feeling Rarity’s passage twitch in reaction. “Oooh, that’s it, I’m-” Rarity muffled her voice into Twilight’s hair. “Ahn, hnn, nmmmm!”

Rarity dropped to Twilight’s lap, ceasing her humping as her knees clamped around Twilight’s hips, squeezing her in every way she could as her whole body shuddered. An entire day spent getting worked up hit its peak, all of her tension released in one pulsating wave crashing through her body. Twilight’s own will struggled as her desperately sensitive member experienced Rarity’s already incredible feeling pussy now spasming around it, squeezing it, begging it to cum. Twilight clenched her gut, holding her own orgasm at its edge for as long as she possibly could as Rarity rode out hers, but it wouldn’t last much longer, her cock twitching and leaking. At that moment, Rarity, still in the throes of orgasm, managed to lift her hips, stroking back up Twilight’s cock. The simple motion was enough, instantly pushing Twilight’s pleasure passed its breaking point and her balls clenched.

“Ooh god, I’m cumming! Rarity!”

“O-okay, just give me a sec-”

“Ngh, now! I'm cumming now!”

Twilight assisted Rarity in moving, grabbing her from under her ass and pushing her up off of her lap. The instant that Twilight’s cock left her pussy, it throbbed, shooting its first rope of cum onto Rarity’s navel, the feeling quickly sobering Rarity. She hastily dropped to her knees, wincing as they hit the tile and quickly covered Twilight’s twitching cock with her mouth in time to catch her second rope of cum. Rarity relaxed into her new position, suckling on Twilight’s spasming member still thoroughly coated in the flavour of her own pussy which blended nicely with the fresh cum that pumped onto her tongue. Rarity hummed, delighted as her pussy still buzzed with its afterglow, lightly bobbing her head on Twilight’s cock, goading her to cum as much as her balls would allow. After a moment, it became clear that each girl had eased down from their climaxes. Twilight, having returned to her senses, gestured Rarity to return to her lap.

“Come here, Rarity, let me clean you up.”

Rarity leaned in for another brief kiss, teasing Twilight with the taste of her own cum.

“Are you sure you don’t want to clean that mess up with your mouth?”

“I would, Rarity, if not for being in a restroom.”

“Ah, right… let’s hurry up then.”

Twilight grabbed a handful of toilet paper, wiping up the small mess she’d left on Rarity and drying her slit. The two stood up and quickly went about getting dressed again, already fearing they might've taken a bit too long. Twilight pulled her skirt free of the blow dryer and it felt hot to the touch.

“At least I have one piece of dry clothing.”

Rarity pulled ahead of Twilight, pulling up her panties and straightening out her outfit.

“Twilight, dear.” Rarity came over and took a moment to really kiss Twilight, playfully using her tongue and being sure to share all the flavour of Twilight’s cock that lingered in her mouth, letting the kiss last for several seconds. “That was absolutely delightful, thank you. Now I’m going to go on out and you stay put for a minute before you return to us.”

Twilight smiled and patted Rarity’s rear to hurry her along.

“Okay, I’ll see you in a minute.”

Alone Time

Author's Note

Kinks:: #Futa #Public #Creampie

Alone Time

-

“Rarity, over here for a moment.”

“Twilight?”

“Quick, while we have a minute.”

Twilight grabbed Rarity’s hand and dragged her along into one of the hallway closets.

“Oh, darling no, not the janitor’s closet again. You know I hate the mustiness.”

Twilight shut the door behind them, pulling the cord hanging from the ceiling and illuminating the small room.

“I just wanted to talk for a moment.”

“Oh really…? Hm, shame, I’d gotten a little turned on by how assertive you were being.”

“Oh, um… I mean, we can do that too. I just needed a moment alone with you and got tired of waiting.”

“Well, if something’s on your mind, dear, let’s have it.”

“Um, okay… so Rarity, we’ve um, been having a lot of fun lately. Honestly, considering my particular academic load, it’s usually the highlight of my day. And um, well, with school ending, it really got me thinking about where we might go from here and…”

“Twilight, are you going where I think you are with this?”

“Well, it’s just that, I can’t deny that I’ve developed some special feelings for you, Rarity. A-and I kind of hoped that maybe you had too and just that maybe we could become a little more serious? Like, maybe… girlfriend serious.”

“Ohh, Twilight, precious face,” Rarity pulled Twilight closer, giving her a small kiss on the lips and shoving the girl’s face into her chest. “I’m sorry, dear, but I’m not really the girlfriend type. I’m a very busy girl after all.”

“Oh… um, o-okay.”

“But―” Rarity pulled the girl from her lack-of-cleavage and tipped her chin up, looking seductively at her. “If you’d really like to spend some extra time with me this summer, I am in the market for a work assistant.” Rarity leaned in next to Twilight’s ear. “And the position comes with excellent benefits. Do you think you might be interested?”

Twilight nodded, blushing fiercely and lowering her eyes over Rarity’s body, letting her hands fall to her waist.

“And when you say work assistant?”

“You’ll, of course, be expected to take on certain responsibilities. But, honestly darling, your main job is to keep me sane during long stretches of work.”

“Of course, you’d spend your summer working.”

“This looks to be very a formative summer for me, Twilight. You know well just how much my parent’s love to travel. Well, believe it or not, they’re planning to scoop up Sweetie Belle and take off traveling for six full weeks at the start of it.”

“Six weeks, really? Jeez, I mean, my parents are taking a little celebratory trip too, but we’re only going to be gone for four days. Is there a particular reason for it being so long?”

“Well now, they’ve said it’d be helpful for me to spend some time in my own head with school finished and my future to think about, but… honestly, they’ve been planning this one for some time. I think they’re just excited that one of their girls has become an adult while clinging desperately to the other one’s childhood.”

“I guess six weeks just feels kind of extended to me. You don’t think it’s a little reckless?”

“Oh, I can hardly blame them. Recklessness aside, dear, their penchant for running off, sometimes weeks at a time; in a way, it’s what lead to me having such a liveliness to sew. Having a little too much time on my hands and too little parental attention does have a way of turning a girl who plays with clothes into a girl with a real preoccupation for them.”

“I guess that makes sense.” Twilight shrugged and tightened her arms around Rarity. “As long as you’re happy with it.”

“Oh, Twi, I’m more than happy with it. I’m putting school out of mind and burning the candle at both ends this summer.”

“Well, don’t work yourself too hard, Rarity. I know how you can get.”

“Darling, that’s what you’ll be there for. In my moments of rest, I will be in desperate need of some stress relief. And without the parents around, Twilight,” Rarity placed her hand behind Twilight’s neck, closing the distance between them. “I plan to relieve stress I never even knew I had.”

Rarity pressed her lips onto Twilight’s and the two shared a soft but lively kiss, enjoying the more than familiar taste of one another’s mouths. Twilight’s hands moved down Rarity’s waist and onto her ass, slipping underneath the girl’s skirt and grabbing the waistband of her panties. Rarity parted from the kiss, placing her forehead against Twilight’s.

“Darling… what do you think you’re doing?”

“Uh, a-are we not…?”

“Maybe if you’d acted sooner.” Rarity kissed her on the nose and patted her on the cheek. “Now let’s get out of here, I can already feel my sinuses crying.”

“B-but.”

“But nothing. Out, out.”

Twilight huffed as Rarity pushed her along, reaching for the door.

“Wait, Rarity, shouldn’t I stay behind so they don’t see us going out together?”

Rarity shrugged and opened the door.

“We were only talking in here, darling, it’s not like the whole closet reeks of ssss-sunset!” As soon as she closed the door, Rarity looked up to notice Sunset standing there in the hall, looking suspiciously at them. “Sunset, love, dearest, it is sooo good to see you here.”

Rarity patted Sunset’s shoulder with a large smile hoping that Twilight would escape, but Sunset quickly grabbed the girl’s hand.

“It’s good to see you too, I guess. I was actually just looking for Twilight, but… what were you two doing in the closet?”

“We um… were only chatting, dear.”

“In the closet?”

“In fact, I’d been having some sinus issues and we were hoping to find some decongestant.”

“In… the closet.”

“Yes, well… I suppose we were wrong about that. You live and you learn.” Rarity shrugged, giving Sunset a quick smooch on the cheek and patted her on the shoulder. “Talk to you later, dears.”

Rarity turned and swiftly left, leaving Twilight to fend for herself. Sunset watched curiously as she went, slowly switching target over to Twilight who stood there smiling awkwardly and looking everywhere but at Sunset

“Dragging you into a closet just to have a conversation?” Sunset shook her head, patting Twilight firmly on the back to knock her out of her daze. “I suppose she’s always been an odd one.”

Twilight swallowed a lump in her throat, trying to force her shoulders to relax.

“Y-yeah, I suppose she is.”

“Hmm, she might even the oddest of our bunch.”

“I um… think that should probably go to Pinkie Pie.”

“Probably the cutest too.”

“Pinkie Pie?”

“Rarity.”

Twilight glanced over only to find Sunset staring straight at her and a shiver ran up her spine. Sunset smiled and turned to start walking, goading her frozen friend to follow.

“U-uh i-is she?”

“Oh, come on, Twilight, don’t tell me you haven’t noticed. As much time as you spend with her? Surely you’ve caught yourself checking her out occasionally.”

“Yeah, I uh… I guess I have. Once or twice.”

“I mean, I know that girl takes care of herself, but damn.”

“Heh, yeah, she um… r-really takes care of herself.”

“I wouldn’t mind having a little alone time with her, and… help her take care of herself.”

“I-it’s always nice to have alone time with you girls." Twilight’s hands fell in front of her lap and she started to feel a little too warm for comfort. "So why were you looking for me, Sunset?”

“Oh, I just wanted to see you.”

“Oh, umm… okay, well nice to see you.” Twilight bent forward, keeping her hips far away as she hugged Sunset. “I really need to get to class. Bye.”

Sunset was overcome with a smirk, trying to withhold her giggle as Twilight hurried away. She glanced over to the closet and, curious, walked back over to it. She cracked the door open and sniffed the air but only smelled the usual must.

“Hmm, maybe they were just chatting. Weird.”

————————————————————

Twilight made her way through the empty halls of the schools, once again having left class a few minutes early to avoid the chance of running into one of her friends. Everything, however, felt a little different today. This was after all the last day of school for her and the girls, not just for the summer but for high school. It was done. And if Twilight was being honest, her and Rarity’s time crunch for alone time; their rushing into one room or another to have sex; always worrying about getting caught. She was going to miss it. Of course, the prospect of spending extended periods of time alone with Rarity at her house, no barriers to when or how much they do it, that excited Twilight too. But for now, she and Rarity had one more chance to use the school for their activities and Twilight would be damned if she let something get in the way of it.

Twilight stepped into the locker room, peeking around to see her reliable Rarity, always waiting there at her locker. Rarity was getting dressed, standing in her panties as she put back on her bra. She spotted Twilight and paused, looking around for a second before flipping her bra up over her tiny tits and sticking out her tongue. Twilight smiled and walked over to her, sitting on the bench next to her.

“Twilight, I’m so glad you’re here.”

“I’m so glad I’m here too.”

“Notice anything different?”

Rarity clasped her bra and set aside dressing for the moment, shaking her ass to draw Twilight’s attention. Twilight pored over Rarity’s body, checking every little curve and flaw that she knew by heart, though the answer ended up being as obvious as her purple panties.

“You’re wearing boyshorts?”

“That’s right, dear, I thought I’d do a little something special for the occasion.”

Rarity ran her hands over her hips to accentuate her choice of undergarment, and while less revealing than her usual bikini style, Twilight had to say she liked the way it hugged her ass.

“And for something special, you chose… boyshorts. Not that I’m complaining, they look cute, but, I don’t know. You could’ve gone without panties, that would’ve been pretty special.”

“Oh ye of little faith, Twilight. I have plans for these.”

Twilight grinned, reaching with both hands to hold Rarity’s rear, cupping her firm cheeks in her hands. Rarity slowly squatted down and sat on Twilight’s lap, nuzzling her back up against her.

“I can’t wait to find out what.”

“You don’t have to wait long if you don’t want to dear. You want to get started?”

“In here?”

“Like half of the students didn’t even come today, I think we’ll be safe.”

“Someone could still catch us, though.”

“Someone’s already caught us once. Do you really think it’ll be any worse than that?”

“I guess it is the last day of school, after all. It’s not like we’d be suspended or something.”

“There’s my girl.”

Rarity started rolling her hips, feeling Twilight’s erection harden against her soft ass. Twilight rested a hand on Rarity’s hip, taking her time to enjoy the simple pleasure of Rarity’s ass rubbing against her clothed cock.

“But I uh… still don’t want anyone to see that I have a penis.”

“Then I guess you’ll have to keep it deep inside of me where they can’t see it.”

Twilight’s breath caught in her throat and she grabbed both of Rarity’s hips, stopping their rolling as her erection dug into one of her plush cheeks.

“Well, you should probably put your ass away or this is going to end sooner than either of us would like.”

Rarity giggled and hopped off of Twilight’s lap, turning back to see the tent in her friend’s skirt with a light wet spot.

“My my, excited are we?” Twilight simply nodded and adjusted her stiff erection under her skirt. “Well, don’t worry dear, I’m going to take good care of you. All I ask is that you do a little something special for me first.”

“Alright, I’m in an experimentative mood.”

“Oh, it’s simple, dear. I was just hoping you’d perform a little cunnilingus on me.”

Twilight raised her eyebrow at the frankly too simple request, knowing there must be more to it. Rarity took Twilight’s hand and brought her to her feet, leading her through the locker rooms seemingly to leave but stopping and sitting Twilight onto the bench nearest the entrance. Rarity skipped over to the door to peek out of it, propping the door open and turning back to look at Twilight.

Bending over in the doorway, she lowered her panties just below her glistening sex and exposing herself to the open air. Twilight stared wide-eyed at the display, her heartbeat picking up as she watched Rarity in the open door wearing nothing but her bra and displaced panties, wondering who might just wander past it. Rarity noticed her stare and grinned biting her finger as she sashayed back over to her.

“To be honest, Twilight, ever since that time when Vinyl caught us, well, the thought has rather excited me. I know the halls are barren right now, even the locker room has been cleared out this early. But in…” Rarity glanced at the clock. “In just four minutes, that bells going to ring and some number of students are going to come through that hall.” Rarity stood in front of where Twilight was seated and shimmied her panties the rest of the way down her legs, lifting one leg onto the bench. “Do you think you can make it?”

Twilight’s mind swam at Rarity’s offer, wanting to consider the possible consequences to it, but every second that passed increased the potential danger and Rarity’s pussy lingering so close to her face made it harder to think straight.

“Four minutes, huh?”

“Three and a half, dear.” Rarity said with a grin, immediately squealing as Twilight grabbed hold of her ass and leaned in between her legs to get started. While the context was new, this was an old game to Twilight; make Rarity cum fast. And Twilight was always happy to prove her skill at it, even if she had no competition. Well, except for maybe from Rarity herself, she’d have to test that later.

Twilight didn’t bother playing around and went after two targets. Her tongue covered the soft pink hood of Rarity’s clit, eagerly massaging it and coaxing her button to wake up. Twilight squeezed Rarity’s ass in one of her hands, sending the other between Rarity’s legs to rub her inner lips, gathering the girl’s wet arousal onto her fingertips. Twilight felt a small shiver run through her lover's lips and she sunk two fingers inside of her, pressing into her delicate contours until brushing into that little bundle of sensitivity that she just couldn’t keep her hands off of. Rarity bent forward, resting her hands on Twilight’s shoulders as the girl worked on her. Her face felt warm as she watched her reliable lover ignite her little fires of pleasure, so eager to fan the flames.

“Goodness, darling, you could at least give me a little doubt that you’ll finish me in time.”

Twilight felt Rarity’s clit poke excitedly from its hood, twitching and shivering to be tongued and Rarity’s voice slipped out somewhere between a squeak and a moan. Twilight parted from the clit with a flick of her tongue and looked up at Rarity with a knowing smile.

“Time?”

“U-uh… t-two minutes.”

Rarity, as she answered, was already pushing Twilight’s head back into position, not wanting to slow the rapid climb of her pleasure, her whole spine twitching as Twilight’s tongue reconnected with her clit. Twilight caught the little nub between her tongue and lip, eagerly sucking on it and causing Rarity’s hips to fidget. Rarity laced her fingers into Twilight’s hair for some added pressure and Twilight knew she was close. As her fingers worked vigorously on her g-spot she could feel Rarity’s slit reacting around her, her walls twitching, her arousal growing warmer and wetter. Rarity began breathing harder as she approached orgasm, Twilight never slowing down in her work; every single brush against her g-spot pushed Rarity further toward her edge as Twilight’s fingers pistoned in and out of her slit and she couldn’t stand to last much longer.

“H-huuooh, Twilight, I’m so close, dear, I’m-” The school bell rang and it pushed Rarity over the edge. “I’m cumming, Twiliiiiight!”

Rarity came, her pussy clenching around Twilight’s fingers as she jerked and spasmed, her pleasure radiating throughout her hips. Twilight felt a tinge of worry as the school bell rang out for a moment longer, signaling students to fill the halls. She went to stand up but was held in place, Rarity was in the middle of her orgasm and her hands remained clamped around Twilight’s head, pinning her into position.

“Ahh, j-just stay right there, dear, i-if you would!”

Twilight certainly didn’t mind clinging to Rarity’s pussy and feeling the waves of her orgasm pulsating through her soft skin, Rarity’s delicate little clitoris hard and throbbing between her lips. Twilight eased back into her when the sound of footsteps filtered in from the hallway. Her eyes went wide and she patted Rarity’s leg, but Rarity only hummed sweetly as she bathed in her orgasm, her thighs still quivering as they hugged Twilight’s shoulders.

“Hmm-mmm!” Twilight said through her mouth full of pussy but Rarity only giggled from her voice's vibrations.

“Twilight please, just one moment longer.”

The footsteps grew closer with no sign of slowing. Twilight wasn’t nearly as excited by the thought of getting caught as Rarity had seemed to be and started to worry. Twilight wrapped her hands around her lover, earning another squeak as she firmly grasped under Rarity’s ass cheeks. It should be said that Twilight is not a strong girl by any means, but panic has its own way of doing things.

Twilight, with her hands on Rarity’s ass, shifted her weight forward and pushed up with her legs, straining to lift Rarity and causing Rarity to dismount from her lover’s face and fall into her grasp as Twilight managed to stand. Rarity just stared alarmed at Twilight, wrapping herself around her where she sat in her unsteady grasp and Twilight walked out of range of the door. Rarity managed to catch a glimpse of a student passing the door as they moved, a shiver rolling through her spine at how close they were, and Twilight carried her to the back of the locker room.

Once they reached the corner furthest from the door, Twilight tried to set Rarity down easily onto the bench but ended up dropping her and going down with her, both collapsing onto the bench in gasps, though each for different reasons. Twilight laid draped overtop of Rarity, desperately catching her breath as their eyes met, both gaining an infectious grin over their situation. Rarity leaned up and kissed Twilight on the lips, flicking her tongue through them.

“You were absolutely wonderful, dear. Who knew you had it in you.”

“Yeah, I uh… don’t know where I found the uh… the strength.”

“I meant the cunnilingus, darling… but yes, your little feat of strength was nice too. Way to make a girl feel heavy.”

Rarity frowned in mock hurt but Twilight shrugged, her breath starting to calm, and she leaned down to kiss Rarity on the neck.

“So, about those plans you had?” Twilight continued to place wet kisses on her neck, leaning forward to let her clothed erection poke Rarity’s hip to remind her of her need. “I believe you said you’d take good care of me?”

“Oh yes, very good care, dear.”

Twilight stood up in front of Rarity and grabbed the waistband of her skirt, sure to catch her panties too, and pulled them down her legs. Twilight’s member bobbed in the air, fully hard and its tip coated in precum.

“Mmm, just look at you Twilight.” Rarity reached out, swiping a finger over the head of Twilight’s cock, bringing back a taste of precum and popping it into her mouth. “Where to even begin…”

“I wouldn’t mind you resuming from earlier, with your little lapdance.”

The two switched places, Twilight sitting down and Rarity standing in front of her, turning around and taking a moment to shake her ass. Rarity lowered herself back to Twilight’s lap, placing her hands onto Twilight’s legs for leverage as she rocked her hips. The act became wholly new as Rarity’s bare ass rubbed against Twilight’s exposed cock, the touch of her soft skin causing her to twitch. Twilight held onto Rarity’s hips, watching her ass roll and stroke her cock. Rarity angled herself a little further back and her pussy lips began to rub along Twilight’s shaft causing a little more precum to spurt out.

“On second thought, Rarity... I love your ass but I need to be inside of you right now.”

“Gladly, darling.”

Twilight grabbed her cock to position it, holding its head in between Rarity’s ready inner lips, already quite wet from her orgasm. As Rarity felt it part her lips she dropped her hips into Twilight’s lap, earning a gasp from the girl as she consumed her whole cock in one go.

“O-oh shit, Rarity… s-so, what’s the plan?”

“Just as you did for me.” Rarity lifted her hips and brought them back down. “I won’t stop until you cum.”

“A-are you sure?”

“You’ve already given me a lovely orgasm. So now it’s your turn.”

Rarity resumed rocking her hips, grinding Twilight’s cock into her depths.

“But… I mean, so you want me to… do it inside? Won’t it-”

“Won’t it spill out around my panties? If only I had something to help keep it inside, like…”

“Like boyshorts…”

Rarity dropped her ass hard onto Twilight’s lap and Twilight gasped as she felt the girl's muscles squeeze her cock.

“So if you wouldn’t mind terribly, Twilight,” Rarity reached below herself and gave Twilight’s balls a squeeze. “I need you to bury this deep inside of me and cum just as much as you can stand too. Can you do that for me, dear?”

“I think I can manage.”

“Good.” Rarity suddenly stood up, Twilight’s cock popping free of her pussy with a wet noise, sticky strings of precum and arousal stretched from Rarity’s open lips until she turned around. “Then let me lie down on the bench so that none of it spills out.”

Twilight’s mouth hung open and she moved quickly to comply. Rarity sat on the bench and laid back and Twilight climbed on top, repositioning herself between her legs and immediately sliding herself back inside. Twilight paused a moment, looking Rarity in the eyes as the wonderful feeling returned of her lover’s pussy wrapped around her cock.

“Rarity, I don’t think I’m going to last very long this time.”

Rarity held Twilight’s face and wrapped her feet behind Twilight’s legs.

“You’d better not, dear. I need to feel your orgasm inside of me.”

Twilight shuddered at her words and couldn’t wait a moment longer, humping Rarity at a brisk pace, no longer thinking of pleasuring her lover but only of cumming.

“O-oohhh… Rarity, keep talking.”

“Ah, Twilight I do hope you understand what these boyshorts are for.”

“I-I think I do.”

“They’re not simply there to keep me neat and tidy until I can… deal with your release, you know.”

“Uuhn… t-then, what-”

“Darling, you are going to stay inside of me for the rest of the day.”

“Ahh, all uh- d-dayyy…”

“Everywhere I go I’ll have your cum inside of me. How does that make you feel?”

“Mmn, ngahh- I-I’m s-so close…”

Twilight's mind was consumed by her sensations and she could hardly think anymore, the sensitive head of her cock rubbing against Rarity’s inner walls was overwhelming. Rarity pushed her further, squeezing herself around Twilight’s shaft every time she’d pull out, tugging on her cock before it would slide back into her hot grip, burying itself deep inside of her until Twilight’s hips would press fully against Rarity’s inner thighs. Rarity found an animalistic joy from the way Twilight’s balls would rhythmically smack into her ass with each thrust, spurring her to keep squeezing Twilight’s cock to hurry along her lover’s cumshot.

“R-rarity, a-ahh, Rarity keep doing that! I-I’mm- I’m gonna cum!”

Twilight’s forehead rested on Rarity’s, eyes clenched shut as she focussed on her humping, mouth hanging open. Rarity tried to lean up to kiss Twilight but was pinned down, still insisting on brushing her lips lightly over Twilight’s, flicking her tongue out to reach hers. Rarity reveled in her little butterfly kisses as she fluttered with anticipation, feeling Twilight’s cock twitch with imminence.

“Rarity! I’m- nngh!”

Twilight plunged her cock as deep inside as she could, her feet sliding on the bench to push herself just a little further. Rarity was the first to gasp as she felt the first rope of cum hit her. As hot as her own depths were right now, Twilight’s cum felt even hotter, tingling on her delicate inner walls in a way that drove Rarity wild. Twilight pulled out slightly and crashed her hips back into Rarity, leaning down to try and kiss her, completely unfocused as her cock spasmed inside of her and her tongue instead hitting Rarity’s upper lip and then her nose.

Rarity’s smiled as Twilight attempted to kiss her and returned with her own little licks. She wrapped her arms tighter around Twilight’s back, holding her as close as possible as they messily kissed one another’s faces. Rarity suddenly began giggling as she was overwhelmed by the sensation of Twilight’s cock throbbing and poking her deepest parts; pouring its burning nectar onto her tender flesh; tickling her deep within the core of her body. She couldn’t abate the hot tingling sensation and writhed under Twilight’s embrace, unable to stop giggling as she kissed even more messily, her tongue wandering over any skin it could touch.

Twilight was met with resistance as she tried to part from Rarity, slowly pulling free of her grip as she leaned back up to her knees. She carefully slid her sensitive cock from inside of Rarity’s pussy which tried to hold onto it and Rarity squeaked as she felt Twilight’s final small spurt of cum land on her labia.

“O-oh wow, I uh, forgot where I was for a second there. Don’t want to get too swept up in it here.”

Rarity slowly returned to her senses, blinking her eyes as she looked up at Twilight, her cheeks warm as she looked at Twilight’s cock, still feeling the heat of her cum resting in her depths, only a little dripping outside.

“Do be sure to get it all, dear, I want every last bit of it.”

Twilight smirked and gave her cock a few idle strokes, causing a few more drops to leak out and she rubbed it off onto Rarity’s clit, taking a moment to enjoy the sight of her white seed on Rarity’s even whiter skin with a little dripping from her glistening pink center.

“That’s all I’ve got Rarity.”

Twilight moved away from between her legs and Rarity reached for the nearly discarded panties caught around her ankle. She lifted her feet into the air and drew them back up her legs, tugging firmly on them and shivering as she felt some of Twilight’s cum spread out against her skin and seep into the fabric. Rarity sat up, feeling a small headrush as she was once again upright and stood to her feet, grabbing Twilight for a moment of stability.

“Hooh, dear, that was truly delightful.” Rarity shifted back and forth on her feet, feeling the increased dampness in between her legs. “I’ve um, never quite done this before, but I’m rather enjoying the sensation.”

“Yeah, that was… something else.”

“Well, why don’t you lean down there and give me a little parting kiss and we can be done for now.”

“What if I don’t want us to do be done?”

“Well, there’s not much you can do, darling.” Rarity reached between her legs and swiped some cum from the fabric and tapped it onto Twilight’s nose. “Your spot is kind of occupied.”

Rarity winked and smooched Twilight on the cheek. Twilight smirked and knelt down, glancing up at Rarity before sticking her nose between her lover’s legs and inhaling their aftermath.

“Mmm, you smell like me.”

“It’s this wonderful new perfume, dear. One that I hope to try again and again.”

Twilight grinned and stuck out her tongue, licking firmly over the crotch of Rarity’s briefs, tasting some of her release as it seeped into the fabric. She stood back up and met Rarity’s lips in a gentle kiss, sharing the light flavour with her.

“Mm, are you sure you don’t want me to make an addition to my parting gift?”

“Dear, I’m tempted to let you just keep going until there’s no room left in me.” Rarity punctuated each of her sentences with short sweet kisses and nipped Twilight’s lower lip. “But someone’s bound to be in here sooner or later.”

“What happened to wanting to be caught?”

“What happened to not wanting to be caught?” Rarity teased back. Twilight kissed her on the neck and hugged her tightly.

“I’m just not looking forward to four days of family time before being able to see you again.”

“Oh, Twilight, we still have the rest of the day to spend together. This is just our last moment to be intimate together for now, is all.”

“Well…” Twilight’s hands slid down to Rarity’s ass for a squeeze. “I won’t say this is the only part that matters but-”

“Why you little!”

Rarity gave Twilight a playful shove and Twilight stumbled back giggling, both girls smiling and blushing as they took one more moment to drink in the image of their half-naked lover in privacy. The sound of students chatting suddenly came into range from near the doorway and the girls perked up, Twilight reflexively placing her hands over her crotch and glancing around for her clothes.

“On second thought, that's enough goodbying for now.”

“Yes dear, we should probably be going.”

————————————————————

“Well, girls, this is it,” Sunset said expectantly. “Feels weird doesn’t it?”

The girls all glanced between one another, smiling and giggling.

“I’ve only even gone to this school for one year, but I’m still going to miss it.”

“Twi, I’m sure you’ll miss the structure of a school schedule.”

“Well put, Sunset.”

Sunset shook her head while the other girls just giggled. All of them turned their heads as Pinkie brought her fist down hard on the table.

“You girls just remember our deal! Got it?”

“Yeah, we got it, Pinkie. Fridays at three: mandatory friend meetings.” Rainbow tried to brush off her friend’s insistence but Twilight suddenly found herself out of the loop and raised her hand.

“Wait, I’m sorry. You must’ve have mentioned these before I got here.”

“Oh, they were Pinkie and Sunset’s brainchild. A mandatory weekly meetup to ensure none of us can drift off from the group.”

“And if I see a single one of you girls not show up…” Pinkie looked suspiciously around the table. “I know where each of you live.”

“Wait, when did I show you where I live?”

“You didn’t,” Pinkie replied with an innocent smile.

“Oh dear…”

Twilight smiled nervously and some of the girls laughed, knowing Pinkie better. Twilight felt a foot brush against her leg and looked across the table at Rarity.

“Oh, Twilight, dear, I seem to have dropped the stirrer for my drink. Would you mind terribly getting that for me?”

Twilight shook her head and ducked under the table, seeing the familiar sight of Rarity’s upskirt. Rarity twirled her stirrer in her fingers and handed it to Twilight, spreading her legs a bit more to show off the sizable wet spot in her panties from her and Twilight’s earlier alone time. Rarity slipped her hand inside of them, dipping her finger into her slit and gesturing for Twi to go back up. Twilight climbed back into her seat, her friends none the wiser, and looked over at Rarity who brought her hand back up from under the table, one of her fingers wet. She popped it into her mouth and lightly sucked on it, no one paying any attention. Twilight handed the stirrer back over to Rarity, blushing as she watched her lick her finger clean, knowing that Rarity was tasting her cum in front of all of her friends.

“Do you smell that?”

Rainbow sniffed the air and Rarity quickly dropped her hand and returned to drinking her latte.

“Smell what?”

“It smells like sex.”

Rainbow leaned over and sniffed Rarity but only smelled her potent perfume.

“Pardon me, darling, but just what is that supposed to imply?”

“Sorry, just checking. But I definitely smelled it.”

“That’s kind of gross,” Applejack added from the other side of the table, some of them starting to glance at neighbouring tables for a culprit before Sunset cut in.

“Probably just a couple of kids fucking in the restrooms. That scent does have a way of getting around.”

Twilight blushed a little harder, hoping none of the girls would notice but the group’s attention stayed on Sunset as she suddenly stood from her seat.

“Anyway girls, I need to run. Heading to the mall about a job if anyone wants to catch me afterward.”

“Yeah, I need to get going too,” Fluttershy added quietly, causing the rest of the girls to begin shifting and moving from their seats, each mentioning their plans for the day as they got ready to leave. As they each began filing out Twilight lingered behind, Rarity and Rainbow Dash the last to go.

“Dear, I do have to run, but I’ll see you soon. You too, Dashie.”

“Alright cool. What about you Twi? I’ve got nowhere to be so I’m in no rush.”

“I also have to be going, actually.”

Twilight stood up, walking toward Rarity and pausing as the girl left her seat. Her heart skipped a beat as she saw a wet spot left where Rarity had been sitting. Rainbow Dash noticed too, not saying anything until Rarity left.

“Um, R-rarity must have spilled her drink.”

“Yea…” Rainbow smirked, looking knowingly down at the smear. “Must’ve just spilled her drink.”

Rainbow reached down toward the wet seat, Twilight suddenly swooping in with a napkin and wiping it up, her face nearly glowing.

“Uh, t-there you go, I got that for you. I um, I guess I’ll just get going.”

Twilight nearly stumbled as she went, trying to compose herself as she left the Sweet Shoppe in a hurry.

“Hey, Twi!” Rainbow called out before she could escape. Twi tensed up as she turned back around, but Rainbow only met her with a genuine smile and wave. “You have fun, okay?”

Twilight relaxed a little and smiled back.

“Uh, thanks. You too, Rainbow.”