The Surprise Closet

What a way to start a Monday.

Sure, she’d been to the weekly admin meeting, done some filing and stuff like that...normal Monday stuff. Then she’d decided to go get some coffee to hopefully keep her motivated and ready to be helpful to the student body she loved working with so much; also normal Monday stuff. And she’d even heard someone having fun in the surprise closet, as everypony had come to call it. This wasn’t normal Monday stuff, but a little good-natured ribbing with the ‘victim’ inside was always fun and/or enticing for both of them, so she figured why not take a look inside?

That was where she’d found Rainbow Harmony.

After much delicate conversation and guidance, she’d managed to escort her to the office, and with bonus points for not encountering anyone who might have asked questions about the pegasus filly’s disheveled mane, tangled fur, and odd grape scent. And now here they were, back at the office. She was seated at the sturdy, ornate white desk, behind which she did most of her counseling. Pastel kites floated gently in the air, strung down from the rafters, and paintings of happy little landscapes and motivational posters adorned every wall. The empathy cocoa station lay primed and ready off to one side, and various little games and card sets to the other; both were ready to be used to help draw out more conversation from timid students. Though not visible, the knowledge that she had a 'Do Not Disturb; Important Counseling In Progress' sign hung neatly on the door to her office added to the feeling of sanctuary. And who else but Phyllis – a stalwart ally in the battle against discomfort and discord – would be right by her side? It was her home base, her element. She took a deep breath in, savoring the environment, steadying her resolve...and then turned to address the horny mess of a filly who was squirming on the soft seat in front of her.

Starlight found it rather difficult to find a starting point. Of course, part of it was because she knew next to nothing about the young pegasus filly other than the fact she had good grades and was a little bit of an athlete. She only knew all of that because she’d been told that via the transfer paperwork. But the other part holding her back was the body language that Harmony made while waiting patiently for her to open the dialogue: lightly-lidded eyes, slightly open mouth, and a patient sitting posture with forehooves between the hind legs. The posture was being used for anything but patience, though, as Starlight could see in her peripherals that the pegasus filly kept fluttering her wings and pushing down with her hips, essentially grinding her privates on the seat she was situated upon.

The seat’s integrity wasn’t the problem, heavens no; it had seen much worse wear and tear than a little bit of thrusting and moisture. Nor were the filly’s reactions to being artificially sprung into a state of (practical) heat the problem; it was perfectly natural to become antsy when the right magics and/or chemicals were involved. The problem was just...where to start.

Well, she had to start somewhere, didn’t she? A spot check would have to do.

“So; now that we’re properly situated...how are you feeling?” Starlight probed, eyes flicking towards the empathy cocoa. Between the filly’s no-doubt addled mind and unknown overall personality, it would possibly need to play a role in this encounter. “There are no wrong answers,” she added.

“Well…” Rainbow Harmony thought for a second, casting her eyes down towards the floor. “To be honest, kinda weird.”

“And that’s okay,” Starlight said, pausing briefly as she thought over her next words carefully. “This is the best place to feel weird; nopony’s around to judge you, and I’m here to help you feel better.”

“So...can you...take the itch away?”

Starlight blinked. “I’m...sorry, the what?”

Harmony shifted again in her chair, but this time more deliberately, likely for emphasis. “My, um...down there. Like...it doesn’t really itch, but – mnn…”

“Oh, yes, of course! That’s why we’re here,” Starlight interjected, smiling in what she hoped was a comforting manner. It was clear that the filly was talking about the same thing she was thinking of: arousal. She wouldn’t exactly call the phenomenon of wanting a good rut an itch, but no doubt Rainbow Harmony lacked the proper vocabulary to express just how nuanced and strong it could get. She’d fix that, of course. It’d be rather hard to help efficiently at first given the filly’s lack of experience in the realm of sex, but they had plenty of time to explore things together to scratch that itch.

With that, she rose from her spot and stepped carefully around the table. Slowly, she lowered herself all the way into a sitting position on the floor in front of Harmony. Here she had the perfect angle to more easily meet the young one’s eyes, to foster trust and communication...and to do other things. She just had one more conversation topic before she’d have a reasonably good idea of what would best satisfy the filly’s figurative thirst.

“I just have one more question,” she explained, well aware of the building impatience that Harmony was still afraid to express. The filly’s passive grinding was becoming...less passive, and she was becoming less quiet in her vocalizations as well. “Before, um...Jeffrey, have you ever...touched yourself there before, or been touched? You know, other than drying off after a bath with a towel or anything like that.”

“Not mmh...r-really.” Harmony squirmed, eyes flicking down to the relevant area. “But...I kinda wanna now. I don’t really know why…”

“And that’s natural.” Starlight smiled gently, reaching out to steady the pegasus filly with a hoof. Harmony whimpered a little bit, but managed to stop fidgeting ever so briefly under Starlight’s gentle touch. Only her wings flapped idly as Starlight began getting down into the thick of things. “You won’t have to do anything yourself here; I’ll be helping you with that feeling. Just relax, listen, follow any directions I give you, and everything will be fine. You’ll even learn some new vocabulary; doesn’t that sound fun?”

“I...guess...mnf...”

“Wonderful. First...I’m going to need you to hold your forelegs up to your chest like this,” Starlight said, demonstrating the desired pose as she spoke. “And then I want you to spread your hind legs as much as you can while still staying balanced.” She demonstrated again, at least as best as she could from her position on the rigid floor. “Feel free to lean back against the chair if you need to; can’t have you falling over, after all!”

Harmony took a second to process all of the directions, but then meekly complied, albeit in reverse order. First one hind leg slid out to the side, then the other, forming an approximate 60 degree angle between them. The filly shifted her weight backwards, letting her back sink into the velvety cushions. Then, slowly, one hoof came up to her chest...and then the other, finally revealing that which Harmony had been keeping covered intentionally for so long.

It was everything she’d expected and then some.

Starlight had already had a look back in the teachers’ lounge at the filly’s pussy, if only a brief one. But seeing it now, nestled just above the plush seat, dripping, with a tiny, slowly-winking clit as its owner shivered and moaned in anticipation...it was just something that much more special. Harmony’s lower lips were small and firm, and managed to glisten in just the right way that made her own loins tingle. The urge to just dive in and take a lick, sending the cute little filly straight to the heavens amid much squealing and squirming was strong...but she was able to resist, if only barely. Here she was a guidance counselor first and a mare with wants and fantasies second. Did she personally want to just immediately take hold of that tight, young pussy and make its owner cum so quickly and so hard she forgot her name? Oh, absolutely. But technically, this was still a job to do...counseling, or rather guiding, a student through some unconventional troubles. That was totally all this was, and nothing else.

Having convinced herself of this, Starlight settled merely for lighting up her horn and gently taking hold of the outsides of Harmony’s still-dripping mound. Carefully, and ever so slowly, she tugged the filly’s lower lips apart until she could see the tight, bumpy tunnel that they’d been concealing.

“Ahh…hhhmnn, M-Miss...Glimmmerrr…”

Starlight couldn’t help but to smile as she was filled with a sort of perverse joy at the filly’s moaning. Even just the lightest of touches were already having her squirming in pleasure. Celestia, that was cute. She was cute. Maybe just the ‘job’ she was doing would itself be more than enough fun.

With that thought, she glanced back up towards Harmony’s upper body, while still keeping her fillyhood gently stretched open. Harmony’s chest shook with ragged breaths, her cheeks colored a deep scarlet, and her eyes jittered around before they finally locked back on to Starlight’s gaze.

“Do you know what this – or your down there – is actually called?” Starlight asked, glancing back down at the petite pussy spread in such a simple, but perfect manner, if she did say so herself.

“My…mmmyyy aahh...p-private partsss…?”

Starlight giggled, scooting closer but still maintaining eye contact. “Well, you’re not wrong...but there’s another name for your private parts that I think you’ll like very much.”

“W-what is it…?”

“It’s your pussy.” Starlight reached out and gently tapped it. The reaction was immediate; the pegasus filly’s hind legs almost twitched themselves shut, and her wings fluttered rapidly against the back of the seat as a high-pitched yelp burst forth from her throat. This quickly petered off into a breathy moan, and then the room was quiet once more, save for Harmony’s quiet, but rapid breathing. After giving her time to adjust, Starlight followed up with a question: “Does it feel good when I poke your pussy?”

“G-gosh, it...I…yessss…”

Boop. Starlight poked it again. The reaction wasn’t quite as explosive as the first time, but it was very clear that Harmony was indeed enjoying even the simplest of stimulation like this. Her hips instantly twitched outwards, trying to swallow up Starlight’s hoof. But since Harmony’s pussy was so small and tight, even despite Starlight’s helpful stretching, not much more than the very tip ended up brushing against her inner walls. That seemed to be enough for the filly, though, as she just kept grinding, riding the hoof for all it was worth…

And then Starlight took it back, dropping her magical grasp in an instant as well. There was an ever-so-quiet wet slapping noise as Harmony’s pussy returned to its original, pert shape, followed by a snort and a warbling whine from the filly: “Ahh, c...c’mooonn…!”

“What was that?” Starlight teased, now taking more joy than she probably should have in the frustrated thrusting against the cushion that followed.

“Mmnh, but M-Miss aahhh…p-please, do that m-mooore!”

“Well, okay,” Starlight conceded, slowly stretching the ends of the filly’s soaking slit apart once more. Harmony had suffered enough just waiting for this. More teasing would only make it worse. “Since you asked so nicely.”

But instead of offering her hoof, this time Starlight had other plans. That one passing thought from back in the Lounge came up...was that cotton candy smell what Harmony tasted like? Slowly, deliberately, as she still kept her eyes on the filly, she licked her hoof, which had a healthy smattering of juice on its tip. That hypothesis was confirmed; the overwhelming taste of cotton candy, overlaid only by the barest hint of musk, danced on her tongue. And much like Harmony...she wanted more. It was time for the next lesson.

“This,” Starlight said as she glanced between Harmony’s soaked slit and needy eyes, “is called ‘cunnilingus’… or ‘eating somepony out’. It means I’m going to lick you down there.” Her head slowly drifted down as she stared into the filly’s eyes, stopping only when she could feel heat radiating again her chin and the filly’s legs gently twitching as her mane brushed against them. She glanced back down. There it was, spread perfectly open, ready for her to utterly devour without guilt. There was no more need for hesitation...it was go time.

Without further warning, Starlight jammed her muzzle firmly against Harmony’s leaking slit, extended her tongue, and went to work. Every lick was rewarded with another gush of that delectable cotton candy nectar, an adorable squeak, and insistent creaking as the filly rocked back and forth above her. It had been quite a long time since she’d eaten out a filly, but as she lapped eagerly at the moist folds before her, she remembered why she enjoyed it so much. The smell, though weak, was almost enchanting; still sugary-sweet, much like Harmony’s juices, but there was a slight earthy smell on top that sent her into a kind of overdrive. As she glanced up, she found another reason to keep sinking her muzzle deeper and deeper into the filly’s folds: her expression. Lidded eyes, quivering lips, scrunched-up snout, and a gaze shot up to the ceiling as her hooves trembled from their elevated position. The moans too, Celestia the moans – so frequent now, so close to outright squealing. Harmony was clearly not holding back any longer, but fully drinking in the pleasure as she alternated between panting and loudly expressing her approval, with only a squeaky “Yes!” or “M-more!” in between all sorts of adorable vocalizations.

Almost too soon, Starlight eventually heard Harmony trying to piece together a sentence over the wet noises of her labor, and the light scent that was so much stronger now that her muzzle was buried a little bit into her pussy:

“M-mmahhh...Starlight, I...I’m gonna~...I think ahn, I’m gonna…”

As mean as it was to stop pleasuring Harmony so close to her admittedly incredibly quick climax, this was the perfect opportunity to teach her some more vocabulary. So, not without a bit of reluctance, Starlight tore her muzzle from Harmony’s leaking slit, but made sure to keep it close, allowing her breath to graze the squirming filly’s nerves and keep them sufficiently warmed up for the finale.

“Cum.” Starlight grinned, using a bit of her magic to gently play with Harmony’s clit. The filly eeped and tried to shrink back, but only succeeded in smooshing her now rapidly-flitting wings against the back of the chair. She soon settled for a quiet whine as she gazed desperately at Starlight, mouth moving and trying to say words, begging to finish her off, but not quite knowing what to say, or fully grasping what she had just said, either. “You’re going to cum,” Starlight explained, squeezing the filly’s winking button every time she said the word. “That means you’re going to feel really good, just like Jeffrey made you feel when you asked it to let you cum. Don’t you want to cum now, knowing this?”

Rainbow Harmony was beyond words, but managed a desperate, rapid-fire nodding that sent her mane bouncing up and down. She even reached a hoof down to try to make herself cum, but Starlight figured that would make things too easy, and she’d not quite make the connection as to what cumming was...so she froze the offending hoof in a solid magical grip, and then the other, holding them there as the filly thrashed about, pleading wordlessly. Celestia, it was so cute the way that she squirmed, the way that her pussy was absolutely leaking now, and the way that her hind legs seemed unable to stay still, constantly jittering, spreading, closing, doing anything to try and get her over that last peak. Starlight kept her just below it, only squeezing and massaging her clit when she was certain that it wouldn’t send the filly over the edge.

“All you have to do is ask nicely,” Starlight teased, bringing her muzzle even closer. She was just atoms away now, close enough to reach out and add her tongue to the cocktail of stimulation and pleasure that was no doubt washing over the filly’s every nerve. “Ask me to let you cum, so I know you’ll remember what the word means. Then it’ll all be over~”

“Ahhh…! P-please let mmmmmeee...me...c-cuuuuummmmhh!”

Good enough was good enough, even if her diction was a bit off; understandable given the circumstances. Starlight was more than glad to give the filly her reward considering this. With great pleasure, she pressed her muzzle to Harmony’s soaked folds once more, and let her mouth go as crazy as she’d wanted it to go for a while now. She licked up and down Harmony’s firm outer folds, explored her tender inner walls, slurped up more of that delicious cotton candy juice, and even wandered up to lick that sensitive little button that was almost permanently protruding by now, especially under her magical attention.

It didn’t take long for Harmony to cum after that; only a few seconds passed before she let out something that was more akin to a scream than a moan. Starlight had to close her eyes as she quickly discovered that Harmony was what some might call a squirter. But even so, she didn’t let up; even against the rapid assault of fillycum caking itself onto her muzzle and the rest of her face, she still savored every single inch of young filly flesh that her mouth could drag itself over.

One thing she apparently hadn’t thought about was Harmony’s hind legs, which clamped on to the side of her head in short order and did their best to keep her held exactly where she was. But that was just another bit that made everything more worth it as she felt the filly’s inner walls tremble, seizing around her muzzle and wandering tongue as Harmony rode what was likely the best orgasm of her young life. Granted, she’d likely only had the one before this...but no doubt she’d be having many more by the time Starlight ran out of lessons, and she was finally rid of the urge to cum.

Eventually, things seemed to calm down. Starlight stopped feeling squirts of cotton candy cum splattering against her eyelids, and the high-pitched screaming moans that Harmony had been letting loose seemed to be decreasing both in pitch and frequency. Accordingly, Starlight let herself slow down too; first she slowly extracted her muzzle from Harmony’s absolutely drenched pussy, then she relaxed the magical field around her no-doubt overstimulated clit. She felt a smile creep onto her lips as she dragged a foreleg across her eyes, doing her best to clear them of any remaining filly juices before opening them and blinking once, twice, and three times before her vision returned to normal.

Harmony was just sort of...there, sinking all the way down and back into the chair like a vaguely filly-shaped puddle. She was panting rapidly and still quietly moaning, but this time in a way that suggested she was actually satisfied...for now, at least. Starlight noticed that even she was panting after that display, robbed ever so slightly of breath from just the sheer excitement of it all. Well, that, and the fact that she’d kept her muzzle buried deep within the pegasus’ pulsing pussy for just about the entire duration of her climax...there wasn’t exactly lots of fresh air in there, but what was in there had arguably felt better at the time.

“So...how does it feel to cum?” Starlight asked, surveying the little filly a bit more intently now that things had quieted down some. Harmony didn’t seem to even hear her; her eyes were pointed off into the ether, staring straight past Starlight and into empty space. Starlight waved a hoof, hoping that the motion would draw what little attention she had left to spare. “Harmony?”

“Oh, wha…?” There she was. Rainbow Harmony’s lavender eyes drifted back into the world and caught hold of Starlight’s. She took a second to calm her breathing a bit more before speaking again. “I...my...it’s...the best.”

Starlight couldn’t help but to let out a hearty chuckle at this. It wasn’t the most elegant phrasing, but it was not inaccurate in the slightest. “I’m sure it was. Here, let’s get you picked up a little bit…”

As she said this, Starlight did her best to peel Harmony’s mane off from her face, where it had stuck due to a mixture of sweat and still-residual juices from her time in the Surprise Closet. Next she picked her up just a little bit before reseating her more solidly on the chair, and then finally released her forehooves from the stasis she’d accidentally kept them in for longer than she intended. Harmony was still very much disheveled from her experiences, but just a little bit less so, and that would do for now. They still had more lessons to go through after all...but she’d earned a break, both from the aphrodisiac-induced arousal and the teasing. Now that they’d had some intimate time together, they could take some time to discuss how to make things more fun for both of them.

“So,” Starlight began, rising to a standing position and stretching the little aches from being on the floor away. Her tongue flicked out idly to wipe off another spot of cotton candy juice still smeared into the fur around her muzzle. “Did you like when I played with that little button in your pussy?”

“The...oh, yeah!” Harmony giggled as if she didn’t have a care in the world. “That was fun!”

“Ah, but it does have another name you’ll probably want to learn,” Starlight explained. “It’s called a clit.”

“Clit?”

“Yes! It’s an extra special part of your pussy that’s extra sensitive.” Starlight stepped closer, tapping just above Harmony’s crotch. “Normally it’s not something you go straight for, but if you really want to cum, that’s the place you reach for.”

“Huh.” Harmony seemed only vaguely interested, as if she’d just been told that Taco Tuesday had been rescheduled to Thursday. No doubt the vocabulary would be a little harder to put in place without the help of hooves-on demonstration and arousal...but they had plenty more time to explore that and reinforce what they’d already learned. Now was the time to ask the more pressing questions before Harmony inevitably got heated up enough to ask to cum again.

“So, remember that this is a safe environment, and it’s okay to feel weird about saying stuff or expressing what you just felt.” Starlight stepped to the side, opting to sink into the (too short for her, technically) chair opposite of Harmony. “That said...did you think anything that just happened felt good, but you’re also not sure why? Maybe it felt extra strange, or just unexpectedly good?” Though she wouldn’t begin to try to explain to Harmony what a fetish was – yet – no doubt they had hit at least one of the ones that was already there, or perhaps she’d discovered a relatively new one. Knowing what things made her tick more than others would be especially helpful when it came to bringing her to climax; there was only so much time in the day, and she still probably had a few orgasms to go until the aphrodisiac coursing through her veins was finally diluted enough to allow her to focus on her more...traditional studies.

“Well…” the pegasus filly hummed, gently fluttering her wings as she thought about it. “Remember when you grabbed my hooves with the magic stuff?”

Starlight nodded. “Sorry if that scared you or anything, I just –”

“No, it’s okay!” Harmony’s cheeks colored after the interjection, and she shrank back shyly. “I...actually kinda liked it.”

“Oh?” Harmony already had Starlight’s curiosity, but now she also had her attention.

“Well...it kinda reminded me of what happened in the closet. And that already felt so good, so when you grabbed me, it...felt extra-good. I mean, I didn’t like that I couldn’t rub my...pussy?” She raised an eyebrow mid-sentence as though unsure if that was the right word, but pressed on after a confirming nod from Starlight. “But...trying to wiggle them out felt good in a weird way.”

“Hm, I see…” If Starlight would have had a cup of empathy cocoa, she would have taken a prolonged sip from it. Interestingly enough, all signs there pointed to her having, more or less, a fetish for being restrained. It made sense, at least, given her first two orgasms had both occurred when she was basically helpless to move them along. She didn’t know if she had anything other than her own magic to help explore that, but it would definitely suffice for her purposes. It would have to come in time though; the more kinky things were probably best saved until after some more remedial lessons.

“Um...Miss Starlight?” Rainbow Harmony spoke up, yanking Starlight out of her brief contemplative silence. “I...think I’m getting that feeling again, the itch...the –”

“You’re getting horny. That feeling when you get tingly or want to touch your pussy is being horny,” Starlight explained, internally somewhat surprised at just how fast the arousal had relapsed. Of course, this was actually the first time a filly had entered the surprise closet and ingested Jeffrey’s special aphrodisiac cocktail, so she couldn’t say she’d expected anything else, either. If she had to guess, the filly’s smaller size likely meant that it took less time to travel around to where it’d have the most effect.

“Oh...why am I horny, then...?”

“That’s...actually a very good question.” Starlight wondered how best to break it down, but after a few moments, figured she had a good enough simplified version. “You see, Jeffrey has this special juice that makes ponies horny. We don’t know why it has it, but we do know that if you drink it, or it ends up in your stomach in any way, it makes you horny. We call that juice an aphrodisiac.”

“Afro dizzy yak?”

“Close enough.” Starlight giggled. “I won’t quiz you on that one.”

“Mmmhmmnnh…” Harmony’s little sound of acknowledgement turned into a gentle moan halfway through. Starlight watched as one of her hooves gently slid back on the chair into just the right position, ready to start taking care of the no-doubt burning need already building back up inside of her. But then Harmony seemingly remembered where she was, and what they were doing, and blushed a little before glancing up and taking the hoof away from her privates. “Um...can I please cum again? I...really liked doing that.”

In a perverse way, hearing that filled Starlight’s heart with joy. It felt so good not just to engage in such intimate relations – though that also felt good, no doubt – but to play the role of a teacher and help young foals like Harmony learn all about the fascinating world of sex felt almost just as good. Perhaps Harmony could learn something new now, though...she knew how to feel good. Maybe she could learn how to make others feel good. Yes, that seemed like a good second lesson. After all, Starlight was beginning to feel distant pangs of arousal herself, especially the more she remembered the scent of Harmony’s young pussy, the cute little squeals she made in the throes of pleasure, and the...the…whew. Okay, maybe she was a bit horny herself now. But with a flash of inspiration, she had an idea of how to make sure both of them would come away satisfied from the next activity.

“Of course you can cum again,” Starlight finally answered, rising from the chair with a devious smirk plastered on her face. “In fact...I’m going to teach you how to make me cum, too.”

“Will that be hard...?”

Starlight chuckled. “Goodness no...you’ll do fine as long as you follow along. Now, here’s what we’re going to do…”

Starlight was many things. A guidance counselor, a practiced magician, a friend, and though not many knew, an occasional foal-fiddler. But the one thing she wasn’t and somewhat wished she was now was a gymnast. That would have made things so much easier. As it was, she’d smooshed her lower body up against the nearest open section of wall, letting her midsection bend so that her rump and legs curled back to dangle above her, pointed skyward. She felt a little silly, almost as if she’d tried doing a somersault but had rammed into the wall halfway through. It brought her back to her unathletic fillyhood...shudder.

But, more to the point, she could see a different kind of fillyhood...Rainbow Harmony’s. The filly was in a decidedly much more comfortable position, having only to rear up on her hind legs and lean against the wall with her forelegs to be properly situated. But that wasn’t an overly big deal, because Starlight considered herself to have the much better view anyway. Harmony’s glistening fillyhood was just inches away, occasionally dripping down little bits of cotton candy juice. The way the filly had her hind legs splayed out around Starlight’s head also meant that it was parted slightly, giving her an almost-unobstructed view of just about every inch of her young, barely-not-virgin tunnels.

That alone was worth the discomfort, but still better was the fact that she could feel the filly’s labored panting on her own pussy; hot, rapid, and plentiful. She could feel her nether region tingling already as she imagined Harmony just shoving her snout in there and going to work, and her returning the favor...but the former part wasn’t going to happen without at least a little direction. Rainbow Harmony would have all the motivation she needed both from Starlight and the aphrodisiac driving her senses wild...but the expertise and direction would have to also be provided by Starlight until the filly could take things on her own.

“Okay...are you ready?”

There was a brief silence as Harmony just kept panting and dripping while shifting awkwardly on her hind legs. But then Starlight felt Harmony’s mane brush across her hind legs as she nodded, swallowed, and answered as steadily as she could: “Ahh...uh-huhh…”

Thankfully, Starlight wasn’t entirely new when it came to inexperienced partners, so she had a pretty good idea of where to begin. “So, like I explained earlier, ‘eating out’ is more like licking than actually eating. The best way to learn where to lick is to try, and I can...provide feedback as you do, okay?”

“Mmmn...y-yeah…”

“Right. Why don’t you go ahead and try licking my pussy now?” Starlight briefly paused as she considered if that was enough direction. Cunnilingus really was more of an acquired skill than something that could be explained, but she feared that ‘just lick’ was a bit too unclear. But that moment soon passed as she felt the filly’s small tongue hesitantly make contact with her outer lips and then slowly – and a bit more forcefully than she’d expected – drag itself forward. She couldn’t help but bite her tongue and hold back a curse word at the sudden bolt of pleasure shooting down her spine. It wasn’t the best lick anyone had done to her nethers, not even close – but it was far better than she had expected nonetheless. It was good enough that she was left a little disappointed when it finished, and Harmony seemed to hesitate as though she thought that was it.

“Oh…” Harmony spoke up just when Starlight was about to prod her along. “You taste – ah, your p-pussy, I mean...d-different than mine…?”

“Oh, right!” Even though Starlight knew the filly couldn’t see her, she still grinned warmly nonetheless. She hadn’t even considered that Harmony would think that everyone had the same cotton candy taste as she did; after all, there was little reason to believe otherwise. This was her first time in the magical world of pussy flavors besides her own, after all. Even though Starlight already knew what she tasted like, and had known for a long time, she still asked Harmony in the interest of provoking some curiosity: “What do I taste like?”

“Hahh...I, uhh...hmmnn…” Either Harmony wasn’t sure, or just really wanted to taste her some more, because Starlight soon felt that warm, wet tongue gently slithering across her crotch once more. It was almost agonizingly teasing the way she started near the bottom and took all the time in the world going up, leaving behind a trail of saliva that was only thickened with every repetition. Starlight would have been lying if she said she didn’t relish every little shiver and leg-twitch from the slow, careful attention, though. She was almost disappointed when Harmony, panting even more heavily than before, stopped to finally respond. “...v-vanillaaaah…? A-and...plum...mmmnn…”

Starlight would personally have considered the answer to be mostly plum with a hint of vanilla, but figured that specificity was the last thing on the young filly’s mind. In fact, as her eyes flicked upwards, this was confirmed – Harmony’s fillyhood was showing that it was as ready to go as ever, hallmarked by a steadily-winking clit and drips of arousal turned to strands of slick, sweet fluid soaking into Starlight’s chest fur. Her spread hind legs even rocked gently back and forth as she ground at the air; if her pose had allowed, no doubt she would be reaching down to get herself off. But Starlight could feel some of her own arousal fluid slowly emerging as Harmony returned to her basic licking motion, leaving behind plenty of warmth and arousal with every slow caress. Starlight couldn’t help but to feel guilty for leaving Harmony hanging so long, especially considering she was the truly needy one here...but she could fix that soon, after imparting a bit better of a technique than the filly was currently using.

“Ahhh...mm, H-Harmony? Maybe you can...try going a little bit deeper?” Starlight managed to speak up as she squirmed lightly against the wall. The filly still hadn’t stopped licking, but still seemed somewhat afraid to do anything more than enjoy her outsides. It was a typical beginner mistake to think that the only sensitive parts were on the outside, when there was so much more on the inside...but that’s why she was there.

“Like th-this?”

There was a bit of a pause before Starlight suddenly felt Harmony’s tongue being basically shoved down her marehood as far as it could go. She bit her lip against the sudden stimulation, but even then, knew she still had a bit of coaching to do with that attempt. “O-okay, better, but...that’s better saved for last...when you think I’m closer to c-cumming. You’ll just...tire yourself out if you keep trying to do that.”

That didn’t entirely reflect the reality, which was that unless her partner was a giraffe, tongue-fucking her insides wasn’t going to get her anything more than somewhat hot and bothered. But she did suppose if she were to be brought close enough to orgasm, the burst of pleasure would be good enough for the filly to try pushing her over with. “Here, why don’t y-you...try something else. Are you good at spelling?”

“...yeah, I g-guess...?” The confusion in Rainbow Harmony’s voice was clear, even when her question came from in between her panting. Granted, the question was unnecessary, because one didn’t have to be good at spelling things correctly for this little trick she’d learned back in her upper-school days. One just had to know what letters were.

“Okay...try going back to what you were doing...b-but spell words with your tongue.”

“L-like what?”

“Hm...just start with the alphabet. J-just don’t be afraid to sometimes go deeper, or across my...c-clit if the letter is shaped a bit funny and you need to.”

It was beginning to sound as silly to her as it probably did to Harmony...but luckily, the silliness passed as Harmony took the advice and began licking again. Starlight did her best to suppress the urge to squeal out as she mentally followed each letter: A, B, C, D...all the way to Z. The letters with curved bottoms were definitely her favorite, as they inevitably sent the filly’s little tongue directly over her clit, to great effect. After many leg-twitches, breathy sighs, and gentle licking noises, they were finally at the end. Starlight nodded to herself and looked back up at her tasty target: dripping, winking, so-hot-she-could-feel it filly pussy. It was time to indulge both of them once more. “You’re doing g-great…” she managed, trying her best to lean up a little without shifting the rest of her body too much. “Why don’t you k-keep going, spell some words and, mmh...c-crouch down a bit? I’d like to, ahh...h-help you too…”

The only indication Starlight had that the pegasus had heard her was that she did manage to alter her stance, bringing her hind legs closer to the wall but lowering her rear in the process. Starlight’s mind briefly clouded over with nothing but dirty thoughts as she beheld Harmony’s petite young folds at a close distance once more. They hovered just centimeters above her horn, almost teasing her. So smooth, so slick with juices, so eager to be pleasured...and Starlight intended to pleasure this filly’s folds alright. But instead of mutually returning the favor in traditional 69-position fashion, she had an idea that would be that much more interesting for both her and her partner.

“You...y-you ready?” Starlight asked, doing her best to keep her tongue from lolling out of her mouth as the filly became more adventurous, her muzzle now latched firmly onto Starlight’s pussy, and eager slurping sounds filling the room as she did her best to spell the biggest words she knew. She was definitely doing a good job, and the burning fire of desire in her loins was a testament to that. To Harmony’s credit, she only stopped for the briefest of moments to mumble “mmhmm” between letters, and then immediately returned to her ‘meal’ with renewed vigor. Starlight knew she had to act fast if she wanted to get her impromptu student to cum with her, because she was already getting closer; her breath was coming in shorter bursts, her heart rate was speeding up, and she couldn’t help but to quietly moan and squirm against what had started as only a trickle of arousal, but was quickly becoming a waterfall. The time to act was now.

So Starlight shifted her upper body around a bit, leaned up onto her forehooves as best she could...and then slid her horn into Rainbow Harmony’s pussy.