Lessons

by BlackShuck

Rating: mature
Tags: Moondancer, Sex, Twilight Sparkle, Porn, My Little Pony: Friendship is Magic
Length: 6051

Moondancer requests a lesson in something that Twilight does not feel qualified to teach

Moondancer and Twilight, as fellow students, have an arrangement: neither student should be afraid to ask questions of the other.

Despite such an arrangement, however, Twilight always seems to be the one asking the questions, while Moondancer remains the dominant vessel of knowledge. Today, however, Moondancer asks Twilight for help in an area that neither mare feels quite certain about.

Contains: friendly sexual exploration, first time, magical genital transformation, deepthroating

Published 2020-01-15 05:40:02 UTC
Last updated 2020-01-15 05:40:02 UTC

Lessons

Moondancer and I have an arrangement. We study together so often, after all. Rules are set and rules are followed.

One of the more important rules we uphold (in my humble and often correct opinion) is that we should always be able to ask each other anything. That's what a good study buddy is, right? Somepony you can ask hard questions, somepony who will help you find an answer.

It's hard. I won't lie. It's hard, because I always want to know the most. I always want to be right. And Moondancer wants that, too. Many questions are preceded by a rambling diatribe as to why the question is important or unanswered or why the answers that do exist are somehow unsatisfactory. Excuses, excuses.

Moondancer did not ask questions.

In all the time I had known her, she had asked one question and one question only: "May I please have some water?" And, of course, it was only asked so politely because she had requested water during an exit interview. Normally it was just "water" and a little nod in the direction of the nearest source.

Everything was statements. Everything was direct. Everything was within her control.

"Exams are coming up" meant "shall we study together tonight?"

"I've never seen a mare act like that" meant "is that pony behaving suspiciously, or is it just me?"

"My birthday party is on Friday" meant "are you coming? Please say you're coming."

That was her. Leading the conversation-- no, no, driving it by force. She would heave and shove and throw a few elbows to make things go her way, right down to her specific and ludicrous manner of speaking.

That was okay, because I was the asker. I liked asking questions, and so I did it for both of us.

But today was different.

Moondancer sat across from me in the school library, like always. Except, unlike always, she was holding her book up between us like a little shield. I knew very well that Moondancer liked to use her magic to hold a highlighter and pen at the ready, and so always laid her book down flat on the table. This was unusual, and Moondancer wasn't the type to shake things up just because she could.

I cleared my throat. Moondancer did not react.

"H-hey, Moondancer?" I murmured. "What are you working on?"

Moondancer seemed to stiffen slightly, the book shuddering with her motion. "It's, erm... Particle physics in the necromantic domain."

I blinked. "Why?"

Her magic faltered. She seemed to be fighting the urge to peek over the book at me. "Be more specific."

I sighed. "Why are you reading about necromancy?"

"Because." Moondancer shifted in her chair. "I felt like it. It seemed interesting."

"Oh." I shrink back s but in my seat. "Well, is it?"

"Sh." Not loud, but certainly final.

It took everything I had not to scoff, or sigh, or merely continue the conversation as if her so rude attempt to shut me up had gone entirely unnoticed. Instead of doing those things, I kicked her in the shin.

Not a big kick or a hard kick. More of an 'I know you're not trying to be a dick but you most definitely are so quit it' sort of kick.

She slammed the book down on the table. Terrifyingly, she did not take her eyes off of it as she spoke: "I asked you to be quiet. Nicely."

The scoff slipped out. "That wasn't nice at all!" I flopped back in my chair and folded my hooves over my chest. "You're being weird. Why are you being weird?"

"I'm not being weird." Moondancer lifted her book back up.

"Are too," I insisted, adding another small kick.

"Am not," Monndancer mocked, kicking me back.

At this, I glanced up to survey the library. If Moondancer wanted a fight, I'd give her a fight; just so long as nopony else was in the library to get us in trouble.

With the coast clear, I kicked her again. "Why won't you tell me stuff?" I asked. "You never tell me stuff, I wanna know stuff."

"This isn't something you have to know," Moondancer said with a kick. "It's none of your business."

"But I'm your friend." Kick. "Your business is my business."

"Not this business." Kick.

"Okay, can we stop kicking?" I pulled my leg up into the chair and rested my chin on my knee. "I'm gonna bruise."

"You started it."

"Did not."

"Did too!" Moondancer slammed her book closed. "Celestia, has anypony told you how annoying it is when you won't stop asking questions? It's like being nibbled to death by geese..."

My cheeks flushed. "I'm sorry..."

To my surprise, Moondancer's cheeks flushed, too. "It's... It's fine, I guess."

Silence fell between us. I closed my book, just to let Moondancer know that I wanted to keep talking to her.

Moondancer sighed. She looked haggard and bedraggled, as if she hadn't slept a wink the night before. Seeming to sense my distaste for her appearance, she suddenly sat up straighter. She used her magic to gather her mane away from her face and tuck it away behind her ears. As a final move, she adjusted her glasses.

"I..." Moondancer closed her eyes, lifted her about high in the air. "I have a date tonight."

I gasped, rather dramatically, and covered my mouth with both hooves. "A date?" I repeated.

Moondancer nodded, a little smile creeping onto her lips. "It's my, erm... Fourth date. I like him a lot."

I squeeled. "Ooh, who is it!"

"Nopony you know," Moondancer said quickly, stumbling over her words.

My eyes narrowed. "I know everypony you know. We go to school together, silly."

She tossed her head, but the motionless mass of frizz that was her mane was unaffected. "Not him. He's... I met him at a coffee shop."

"A coffee shop?" I repeated, my tone climbing. "Oh, Moondancer, that's so romantic!"

Moondancer rolled her eyes. "It is not."

"It is!"

"Okay, it is a little bit."

I giggled, pressing both my hooves back over my mouth to muffle it. "So you're nervous? You're nervous about your date? Oh, what's he like? Is he handsome?"

"Let's not talk about him," Moondancer said with a wave of her hoof.

"Oh." I watched Moondancer's eyes. She was serious; this mystery stallion must have had quite a shocking identity. "Okay. That's okay. So, are you nervous?"

Moondancer looked down at the floor. "Well... Yes, I think so."

Then she looked up at me. There was a shimmering in her eyes that was completely foreign to me. Her cheeks were flushed very dark, perhaps darker than I had ever seen.

"Twilight?"

"Yes?"

"Can I ask you for some... Help?"

It was like being hit in the chest with a ton of bricks. Not only had Moondancer managed to ask two questions--two in a row, for that matter--but to outright ask for help? The situation must have been truly dire.

"Of course!" My hooves leapt across the table to hold hers. "I don't know all that much about colt stuff, but I can try! We can figure it out together!"

Moondancer smiled. Her face flushed a bit, and she tucked her chin down in a poor effort to disguise it. "You mean it? We can figure it out?"

I nodded emphatically. "Yes, of course we can! Let's do it tonight!" I gasped and clapped my hooves together. "My first slumber party!"

Moondancer chuckled. "You've fallen asleep in my dorm room loads of times."

"But at this one we're going to talk about colt stuff, Moony!" I tapped my hooves on the table in a quick little rhythm. "Oh, I'm so excited!"

In the typical fashion of my youth, I spent the entire evening preparing so as not to look prepared. I had seen pictures in magazines and things of fillies at slumber parties, and none of their rooms were nearly as pristine as mine. I untucked blankets, piled up pillows, placed junk food at strategic locations throughout the room... And then, at the end of it all, put on some music I didn't like and laid down on my unmade bed to wait for Moondancer to arrive.

She entered without knocking. "Oh..."

I sat up so quickly that my head ached. "Moondancer! You're here."

Moondancer was looking about the room. Not disgusted, merely confused. "This doesn't look like how you usually keep your room..."

A usual, a question hidden in the statement. "Oh, I just... I've been trying some new stuff." A nervous laugh escaped me. "I guess it's not really my style, is it?"

Moondancer continued to survey the room in silence. She took two steps in and closed the door with her magic.

My heart fluttered. My first sleepover was starting!

As quickly as the thought had lifted my spirits, it plunged them into the cold depths of anxiety. My first sleepover, and Moondancer is examining my room. Closely. Did I already mess it up?

Moondancer's ears pricked. "This is Countess Coloratura."

I practically smashed my radio to get the music off. "Oh, it must've just... Come on! You know, those variety--"

Moondancer sat down on the edge of my bed.

"--st-stations..." I gulped. I wasn't ready for this at all. Moondancer had practically primped for tonight, and all I had done was mess up my room on purpose.

Wait... Yes, come to think of it, Moondancer was wearing makeup. Not much--so little that I honestly couldn't be certain that it was there at all--but there was something different. And her mane; so much less frizzy than usual. In fact, it smelled like she had put product in it.

Moondancer looked over at me. "I don't listen to the radio much."

"Are you wearing makeup?" I asked. I hadn't intended to, but it was all I could think about.

Moondaner's face flushed. "I was... Practicing."

My eyes narrowed. "For your fourth date? Isn't that something you should have worked out before your first?"

"Twilight," Moondancer said in that special tone of hers. The condescending one that meant she was about to answer a question I hadn't really asked. "This is a special date."

I blinked. "Special? Are you going someplace nice?"

"Ugh..." She buried her face in her hooves. "Not that kind of special, Twilight. More R-Rated than that."

It was my turn to flush, although it felt more like my entire body had turned beet red in a matter of seconds. "O-oh?"

Moondancer smiled wryly. "That is, if things go the way I'm hoping."

"On the fourth date?" I whispered. "Isn't that... Well, isn't that fast?"

"You don't have to whisper, Twilight. We're alone."

I took a shaky breath and let it out in a great huff. "Moony, I'm flattered you thought of me, but I just don't think I have any sort of expertise--"

"Oh, didn't think you would!" Moondancer said. "I thought... Well, I thought maybe you could help me study some of the stuff in this book. So I'm ready."

As she said this, Moondancer produced a relatively small, red volume from her saddlebag. She pushed the book towards me as she lowered her saddlebag to the floor beside the bed.

I lifted the book with my magic and began to examine it. It seemed older than most of the books we used to study-- or, if not older, than from somewhere very far away from Equestria.

"The Camelsutra?" I read from the first page. "I've never heard of this, Moondancer. What--"

Leafing through the volume, I was suddenly struck by the image of a mare and a stallion engaged in what looked like some sort of bizarre dance, though I knew it to be something else entirely. The stallion, though he had no facial features, seemed to be focused entirely on ramming the mare. The mare's head was thrown back in utter ecstacy. Their limbs were a tangle, though all easily deciphered thanks to helpful color-coding.

"Oh, my..." I murmured. I turned the page, only to find more images of ponies in new positions, each more foreign and physically strenuous than the last.

Moondancer watched it all, her eyes flicking back and forth between my face and the page. Her lower lip was tucked delicately under her front teeth, but she was not chewing it.

"Uh..." I couldn't stop turning pages and just staring at the figures before me. "Moondancer, I dunno... I-I think you should start with something simple. Did your date tell you he wanted to do this?"

Moondancer shrugged. "I thought it would be of interest."

"Mm," was all I could say.

"Actually, what I thought we could do was... Pick one," Moondancer said. Her face was a nice, warm pink all over by now. "And just try to work out how I can get him to do it. I'd like to impress him."

I managed to tear my eyes away from the dirty images to stare at Moondancer numbly. "You want me to... What?"

Moondancer sighed. "If it's too much, I understand. But I really thought you could help me with this."

The words made my heart sing. Moondancer wanted my help, and my help alone. She needed it so badly that she would sit here, on my bed, and tell me so bluntly that she wanted me to teach her how to seduce a stallion. It was enough to make the past years of frustration totally worth it.

"Well..." I murmured, doing excellently at feigning the decision-making process, "I guess. If it means that much to you."

"It does!" Moondancer said, though happily this time. That was her version of jumping up and down with glee. "It really, truly does mean a lot to me. Thank you, Twilight."

I squirmed a bit. Something still felt awkward about this whole thing, but I was willing to push past it. For Moondancer.

"Please just tell me you had an idea about which... Er, which one you like," I managed. The pages of the Camelsutra had already drawn me back in, but in that sort of sick way where you can hardly bear to look away.

Moondancer nodded. "I do. See, I wanted a position where I do most of the work."

I swallowed hard. "Uh-huh."

"Because stallions like it when you do a lot of the work, it gives them a break," Moondancer explained.

"S-sure," I agreed.

"So I found a few that work like that. There's one on the next page, here..."

Moondancer leaned over, her shoulder against mine, to turn the page. She was very warm. Probably nervous, just like me.

"This one is called 'The Nun,'" Moondancer explained. She had lowered her voice a bit since she was so close to me now. "It looks like a good one."

If you were a stallion, it sure did. The stallion figure was shown lounging on his back, his hind legs splayed out like a starfish. On top of him sat the mare, facing away, with her hindquarters over his groin. In a position like this, Moondancer would be using her haunches to--

"Mm-hm, yeah, looks good," I said.

Moondancer chuckled a bit. "You're blushing."

"Am not."

"Are too."

"Mmph." I tilted my head away from Moondancer, albeit playfully.

Moondancer merely smiled in response. "I'm just not sure that I look good enough from the back for one like this. What do you think, Twilight?"

Without hesitation, Moondancer twisted herself about to show me her back. I had seen her back before, of course, but... Well, somehow this felt different. I was looking at it the way a stallion would. It looked... Well, it looked nice.

"Oh, it's-- it's good, Moony."

"It is?" She asked. "Do you think my skin is okay? I feel like my skin gets dry back there."

"Your sk-skin looks very nice, Moony, I promise," I said, averting my gaze.

"Really?"

"Really!" Fake bright. Fake happy. Getting very, very uncomfortable.

"Oh, good!" Moondancer returned to her previous position beside me. This time, however, her whole side was against me.

I shivered a bit. "Okay, so, we're all done? Whew, that was easy."

"Well, hang on, Twi." Moondancer wrapped her hoof around my shoulders to keep me from getting up. "I had a few more to show you, if that's okay."

I looked over at Moondancer. This was all too wonderful, too perfect to give up-- she had always had the upper hoof with me, but now... Well, now we were equals!

"Sure, Moony, that's okay," I said.

Moondancer smiled. Her hoof dropped from my shoulders and came to rest on the mattress less than an inch from the skin of my flank. One sneeze, one shiver, one little spook, and she would brush up against my cutie mark.

"Here's the next one," Moondancer said. I had missed her flipping pages, too busy thinking about how close she was to touching me.

This position was called Croissant. The stallion was in a similar position--laying on his back--but, this time, his kind legs were up in the air, being held there by the mare's front legs. Moondancer-- I mean, the mare had her head bowed between the stallion's legs, her mouth around his--

"Yep, this one's good, too," I agreed. I tilted my chin up and began to count the ceiling tiles. 1, 2, 3...

"You think so? I think I'd rather do this one. I'm not sure I'm ready for penetration yet," Moondancer said, as if it were the most natural thing in the world.

"Sure, yeah..." I agreed. 14, 15, 16...

"Since I haven't had sex before, I doubt I would last very long in a more traditional penetrative position, and that wouldn't be much fun for my partner," Moondancer continued to explain, her language growing more specific and vulgar as she went. My cheeks changed color to match. "But with oral stimulation, I have much greater control."

"Okay!" I blurted. 22, 23... "Sounds good, do that!"

"But how?"

My counting halted. Another question. Dear Celestia, I had entirely lost track of how many questions Moondancer had been asking. This was a once-in-a-lifetime chance, and I was blowing it!

"What do you mean?" I asked. "Like that." I pointed to the page.

Moondancer laughed. "It's not as easy as just showing him the page and doing it," she said. "I want it to feel natural. I don't want it to be like a science experiment or something."

"Oh," I said.

A long silence fell between us. I think both of our minds were spinning with images that we could hardly reconcile, images of each other doing the things from in that book.

I fell back onto my pillow. "Well. How do you... What do you do with him now?"

I was going to regret this, most certainly. I was going to regret it so fast.

Moondancer looked down at me. "Well, I imagine we would start by making out."

"Where?" I asked. I rolled my back half onto its side. I was starting to feel strange, rather like the time before you start a jog where you're already a little sweaty and kind of excited and--

"On his bed, I think." Moondancer laid down on her side, facing me. She was just inches away, and I could feel the heat of her breath on my face as she spoke again: "Kind of like this."

It took me a moment to even process what she had said, and so my answer was delayed. "L-like this?" I repeated.

Moondancer nodded. "Mm-hm."

"Then what?" I asked. I squirmed some more, trying to find a position that was close to Moondancer but that kept my hind legs clamped shut. Letting them open up would just be too much like those pictures, and then what would I do?

"Then..." Moondancer lifted her hoof and, hovering it just over my side, traced the curve of my flank. "I guess I would try to feel down lower and lower. Do you think he would like that?"

"Um..." I wanted to swallow, but there wasn't a drop of saliva left in my mouth. "I think he pr-probably would. I think he'd... Well, I think he'd do the same thing back to you."

A little sparkle ran through Moondancer's eyes. Blink-and-you-miss-it. "He would?"

"Well, yeah, what else would he do?" That old snark, creepy back in. "Besides... Touch you. I mean."

Moondancer nodded, oddly serious. "And, once I feel ready, you think I can just... Go down on him?"

My breathing hitched. "Y-yes."

We locked eyes. An unspoken and perhaps not-fully-understood flash of communication passed between us.

Perhaps, in my mind, this was still a study session. Perhaps it was just another thing I wanted to be right about, and I wanted to prove to Moondancer that I would be willing to go further for the answer than she may have expected.

Then again, maybe that's exactly what it was to Moondancer. Maybe she was testing me, ready to prove just the opposite: that I would never go as far as she would for the sake of knowledge. That I would never do the things in the book, or that somehow this knowledge was forbidden to me.

But, then, maybe we were both just looking for excuses.

"Do you think he would let me?" Moondancer murmured. "Let me touch him like that? Do you think it's too fast?"

I shook my head, much faster than I was expecting. "No. No, no, I don't think so. I think if you do it... Do it just like you said, then it's perfect."

Moondancer's forehoof was the first thing to touch me she wrapped it, delicately, around my barrel and pulled me closer. Just a bit, though. Just enough to feel her, feel the heat radiating off her stomach. My heart was pounding faster than ever, as was hers.

My back leg pawed for something to touch, and found hers, joining at the ankle.

Moondancer's eyes fluttered shut, and she leaned down to kiss me.

The first kiss was gentle, as all first kisses should be. It was quiet, too; not a sound other than our own (admittedly elevated) breathing. Moondancer's chest pressed into mine, and our fur interlocked, allowing the smallest patches of our skin to touch directly.

That was the only gentle kiss, though. Moondancer barely stopped to breathe before kissing me again, harder, with a nearly palpable desperation. Her foreleg pulled me in closer. I wrapped my own foreleg around the back of her neck, which elicited a lovely little sigh from the unicorn.

She bobbed her head forward, as if diving deeper, and I returned the motion. It was a bit like playing tennis, I thought. Give and take. The taste of my oldest friend seeping over my tongue. The feel of her lips burning into my brain.

A tiny nibble. I returned a stronger one. She retaliated with a swipe of the tongue over my lower lip. I parted my lips ever so slightly and allowed our tongues to meet. She did not dive into my mouth at this invitation (as I've heard some stallions are wont to do), merely pressed into mine with the most expert pressure.

If I'm remembering correctly, this was the first sound I made. A moan escaped me, entirely involuntary. Moondancer returned the sound, but softer. It was like music, almost; inquiry and resolution. Her hoof wandered.

I could feel the gentle pressure of Moondancer's hoof working its way down my spine, then travelling forward to stroke my flank. It made me shiver. Then, I remembered, she wanted it to be returned. I had promised that it would be returned, in a roundabout way.

I unhooked my own leg from around her neck and placed it on her chest. Her fur was so thin and silky that it practically felt like dipping my hoof into the silky warmth of a freshly-drawn bath. As I pressed forward, ever so gentle, Moondancer had to break away to pant.

Instead of waiting, I nuzzled her jawline and began to kiss her neck. She rolled her head back on the pillow, just like the picture in the book, and let out another moan. My hooves ran over her sides. I was gaining more control now, my motions more confident. Moondancer was like putty in my hooves. She was completely at my mercy. It felt good, to know that she was so consumed that she could hardly--

Ah, but Moondancer loves to win. As if that little competitive streak would disappear so easy.

She put her own hoof on my chest and pushed me onto my back, climbing quickly on top of me and looking down at me. Here, she paused.

"What?" I asked, panting.

"I'm sorry. I-is this alright?" Moondancer asked. "I know I'm supposed to ask, but--"

I grabbed her head in both hooves and pulled her down for another kiss, which all but caused her to collapse on top of me. I never thought I'd actually see somepony's knees knock, let alone be the cause.

With Moondancer's lips rightfully back on mine, I let my hooves resume their tour of her body. She was soft everywhere. I couldn't decide if it was natural, or if she had really put in the extra time on preparation.

Moondancer was standing over me in such a way that my hind legs were spread, and I was starting to notice that the gentle intermittent breeze from my rotating fan caused quite a chill between them. I decided it wasn't exactly appropriate to reach down and check, and allowed myself to be consumed by Moondancer's touch once again.

Her hooves moved lower and lower, and she had to give up on kissing my mouth. Her lips traveled tantalizingly down my neck and across my collarbone, finally coming to the first little rise of my breast, where she began to slow down.

I'll never forget how quickly my heart rate spiked when Moondancer looked me in the eye and took my breast into her mouth.

I could have melted right there. The warmth of her mouth on my skin, the way her tongue swirled around my nipple, the way her moans sounded so desperate and genuine... I could have screamed. I could have laid there forever.

But the real prize was still ahead. Moondancer traveled yet further, her kisses tracing the curve of my last rib, her hooves cradling my abdomen while she passed over my navel... I could feel everything in my body tensing and speeding up, knowing exactly what was coming.

Moondancer tucked each of her forelegs under my hind legs and came to rest on her stomach, face-to-face with my pussy. She did this so slowly and deliberately so as to force me to consider each motion... the sensation of her hooves running, one at a time, over the back of my thighs. The way she exhaled gently as she came down on her stomach. The way her breath felt...

She giggled.

"What are you laughing at?" I asked.

She giggled again. "Just-- well, you're wetter than a slip-n-slide, Twi. Did I get you a little worked up?"

I groaned and let my head drop back to the pillow. Even now, my her breath on my clitoris, she found a way to be the winner.

She kissed the insides of both of my thighs first, starting near the knee and travelling closer... Closer... Then darting to the other leg and playing the same game. With me practically squirming, she moved on to kissing along my outer lips. Her tongue would graze my skin for only a moment. It was agonizing, but in the best possible way.

I first felt her tongue at the very bottom of my vagina. She ran it, slowly, all the way up and over more clitoris. I made a sharp yelp when it did.

"Are you--"

"Don't stop," I instructed.

Moondancer did as she was told and returned to the glistening wet surface of my pussy. She licked again, bottom to top, this time allowing her tongue to swirl through the folds a little deeper and flicking my clit right at the end. Then, deeper still, pushing into my vagina and causing my to let out a rattly moan.

"Shh," Moondancer warned. "You have neighbors, remember?"

I took a deep breath and bit down on my lower lip with a nod.

Moondancer smirked at me and continued. Long, slow licks, but getting faster. Starting closer. As she neared my clit, I rocked into her tongue and I swear it was like lightning.

I moaned again and pressed a hoof over my mouth.

Moondancer drew back from me. It was only an inch, but the sudden absence of warmth made me whine out loud almost immediately. I had never felt like this before, never wanted something so badly.

"Twi..." Moondancer warned.

She didn't have to be specific at all. This was a message of control-- she decided what I got and when. It was my job to surrender to it.

My head dropped down again. I threw my foreleg over my mouth, resolving to bite down into my elbow if I couldn't control myself.

Moondancer resumed, though at a greater distance from the goods than she had been. I squeezed my eyes shut and waited, as patient as I could be, for her to find the right spot once again. Although, I shouldn't say 'find.' She knew what she was looking for.

The lightning came again, shooting down my legs and making the bottoms of my hooves tingle. I began to paw at the air again, moaning into my foreleg and desperately trying to restrain myself. It was at this point that Moondancer whipped her glasses across the room with her magic.

I looked down at her with wide eyes. She looked right back, pulled me closer, and attack my clit with a a ferocity that should have sent me over the edge instantly.

But, just to show her how good I was, I held it back. It felt like fire in my chest, but I held it back. Moondancer dug in further. Not only was her tongue moving at speeds I could hardly comprehend, but she was sucking ever so slightly on my clit. The sensation nearly sent me into hysterics. But I stayed silent, panting through the feeling. My hind legs wrapped around her and drew her in closer still.

At the very last moment, I grabbed the back of Moondancer's head with my free hooves and drove her into the depths of my pussy. She sucked harder, and I came for the very first time.

As my shaking hooves went slack, Moondancer pulled away. "Twilight?" she whispered. The fur on her snout was matted with my cum. "Are you alright?"

Wave after wave of pleasure rocketed through my body, yet I found the strength to sit up.

Moondancer looked somehow innocent with my juices dripping from her muzzle and gathered at the corners of her mouth. With one hoof, I guided her mouth to my own.

This kiss was different than all the rest. It was not gentle, and it was not pent-up. The energy was out in the open, now. Her breath was hot and salty. Saliva and cum dripped from her tongue as she explored the further recesses of my mouth. I could tell it was turning her on, the way I moved my mouth to take every last drop of myself from off her lips. She was pressed even closer than before, her nethers radiating heat.

As Moondancer moved off my mouth and back towards my neck, I said, "There isn't a colt, is there?"

Moondancer laughed wryly. "How did you guess?"

"Hey, hey." I pulled her off my neck for a moment and held her chin in one hoof. "Did you want to try the other one?"

Moondancer blinked. Her chest was still heaving. "Wha-- Twilight, you don't have--"

"I know a spell," I said.

At first all I could see in Moondancer's face was shock, but it slowly melted away to interest.

To answer her, I laid back down, allowing Moondancer to remain on top of me. I closed my eyes and rolled my head back, focusing on the remaining tingle which was flowing up and down my clit. The spell was simple--essentially a matter of changing size--though I hadn't exactly tried it before. A part of me was worried that whatever I did would be permanent, or embarrassingly inaccurate. The rest of me, though, was very very horny.

"Oh, Twi!" Moondancer leapt off of me.

I opened my eyes and looked down. Between my legs was a smooth, lavender penis, already standing erect. I was shocked by how similar it felt to my clit.

With Moondancer beside me, I could see that streaks of moisture along the inside of her thighs.

"We don't need protection, do we?" Moondancer asked.

I shook my head.

Moondancer slid down to the end of the bed and supported my new cock with one hoof. The touch was enough to make me shiver, but Moondancer always had to go above and beyond-- she ran her tongue along the length of it, bottom to top.

"M-M-Moony..." I moaned before covering my mouth with both hooves.

She did this a few more times, covering my cock in her saliva. I couldn't do anything but moan into my hooves.

For her last trick, she wrapped her lips around the tip and began to sink downwards. I could feel the tip of my penis penetrate her throat, at which point she released a deep and guttural groan. Her eyes fluttered shut as her lips met my stomach.

I reached down and wrapped my hoof around the back of her head, then rocked my hips up the slightest bit. She responded by allowing her tongue to slide out of her mouth. A thread of saliva ran down the length of my cock. I rammed into her mouth again, and her moan grew deeper still. The motion of her throat against my cock was mesmerizing.

But she drew back. I couldn't be allowed to cum from this, after all.

Before she turned around, I caught sight of a long string of saliva connecting her bottom lip to the tip of my penis.

I could hardly recover from the loss of my sheath before Moondancer lowered herself onto me once again, the heat of her pussy swallowing me up once again.

"Fuck, Twilight..." Her hoof was moving in slow circles over her clit.

I could hardly respond, just reach out and caress Moondancer's sides as she slid slowly up and down on my cock.

I sighed. "You feel so good..."

This made her speed up, of course. That electric feeling was flying up and down my new member, now. My hooves gripped her tighter, guiding her motions as the grew faster and sloppier. The sounds of our panting and moaning were mixing together, now, without a care for who might be listening from the other side of the wall.

"Twi, I think I'm gonna--"

"Cum for me, Moondancer," I murmured, with an unfamiliar husk in my voice.

Moondancer's body came down on me once more and she cried out. Her whole body stiffened for a moment, legs wobbling.

I did my best to pull out of her as gently as possible, though it still elicited another sound.

Moondancer was barely able to crawl beside me before collapsing completely.

I giggled. She giggled back.

A long silence passed between us. It was hard to tell exactly how long this spark had been smoldering.

"You're welcome," Moondancer said.

I laughed. "For?"

She shrugged. "Everything."

"You always have to be the better student, don't you?" I asked.

She didn't answer, just smiled and closed her eyes.

It was fair enough. It's not like I ever would have pursued something like this, much less had the guts to do it the way she had.

"We should study this stuff more often," I said.

"Most definitely."

Author's Note

Not exactly canon-compliant, but what can ya do?

Pairing suggested by Crystal Hoof!

Hope y'all like it! Let me know what little detail you found the hottest in the comments :ajsmug: