Cheerilee quickly trotted over to the schoolhouse door, locking it up tighter than she ever had before. Sunburst glanced about the room, horn alight, drawing and tying the blinds shut window by window, before finally sealing off the building with a soundproofing spell that took about a minute. Just enough of the setting sun shone in to make the stuffy, quiet room romantic.

Cheerilee stood by her desk, trying to calm her quivering hooves while Sunburst finished muting the room. As her body prepared itself to receive a stallion, her mind drifted back to the last time she'd had sex: a simple but intense one-night stand in her senior year of college with a member of the hoofball team. She'd enjoyed it about as much as one could enjoy a half-drunk romp resulting from a party and the stress of impending finals, though it was doubtless that he'd gotten more out of it than Cheerilee had.

Amid the clouds of excitement and nerves in her mind, she hoped she could give Sunburst the experience she felt he deserved. Though she had no way of knowing, Sunburst's mind ran with similar thoughts, hoping his novice body could bring her the pleasure she deserved.

Cheerilee stopped at the edge of her desk, covertly leaning on it for support. Sunburst still sat on the student's desk, his hindlegs awkwardly pressed together out of modesty. The two quietly stared at each other for a moment, a little unbelieving that this was about to happen; in each other's eyes, however, they could tell that it was what they both wanted. Sunburst magically adjusted his glasses, a single nervous bead of sweat running down his temple. Cheerilee glanced him up and down, getting a good look at the body beneath his cloak for the first time. She took a deep breath and closed her eyes, steadying herself. She swallowed a couple of times, moistening her mouth and throat for what she was about to do, before looking back at him with a gentle smile and trotting over.

"Well..." she said, her face bright red as she sat in front of Sunburst and put her hooves on his knees. "...let's, uh... see what I'm working with, here..."

Sunburst's face wasn't sure what emotion it was trying to convey when Cheerilee looked up at it. Nonetheless, she gave a shy smile, one carrying an innocence she hadn't felt since she was Sunburst's age. His unsure countenance shifted, his mouth turning up slightly at the edges, though still dominated by bashfulness. Silently, he relaxed his legs and allowed Cheerilee to spread them apart. She felt a pulse of arousal run through her, and couldn't help but smile as she revealed the most intimate parts of this attractive young stallion. Sunburst's genitals were a dark reddish-orange color, almost brown, and of perfectly normal size for a colt of his age and stature. His balls seemed flushed with excitement, even while supported by the solid desk beneath his cloak, and Cheerilee's eyes were drawn to them. Just above, the smooth head of his shaft was beginning to emerge from its sheath, clearly just as eager to meet Cheerilee. She put a hoof to her lips and giggled.

"Why Sunburst, I... it's all very lovely..." she stumbled over her compliment, the blood pounding in her ears. "But I think your friend here could use a little encouragement to come out and say hello..."

Carefully, Cheerilee placed her hoof at the juncture of his sheath and scrotum and began to rub his smooth skin. Sunburst emitted a small puff of air, unable to vocalize the flurry of emotions he was feeling: the excitement at being touched, the eagerness to show her more and see her reaction, the anxiety over whether he would be a good lover. As Cheerilee massaged and cradled his balls in her gentle hoof, slowly Sunburst's length slid forth from his sheath, standing upright in the tepid air before Cheerilee's loving eyes, a full six inches or so of arousal she'd inspired in him like no mare had before.

Cheerilee's eyes grew wide in pleasant surprise; she hadn't given thought to how big he might be, but she was glad to see he was of average size--she knew how to work with that. On his head and a little ways down from it, about to the medial ring, Sunburst was dappled with a lighter, pinkish skin, a trait common on many stallions and which Cheerilee, personally, found rather cute.

She gave him a small, cute smile with half-lidded eyes. Sunburst tried to return the look, albeit awkwardly.

"Do... Do you l-like it?"

"Mhm." Cheerilee succinctly replied with a nod. "You're well-built, Sunburst. I'm a very lucky mare."

He simply blushed and let out a strained chuckle. "Y-You're the... first mare who's seen it, o-of course..."

"Oh, well then I'm especially lucky." Cheerilee replied, mustering her best 'sexy' voice. "I get to give you your first lesson in the pleasures a mare can bring-- oh!" The magenta mare was caught off-guard by a sudden, unexpected throb of Sunburst's cock. She gave a small laugh.

"And I think you're ready to learn..."

Gingerly, Cheerilee ran a hoof up Sunburst's warm length, causing him to bite his lip and twitch a little. A bead of precum leaked out of him; Cheerilee smiled seductively, leaning to plant a small kiss on his head and taste his fluid. Trying to hold back her eagerness for tension's sake, Cheerilee locked eyes with Sunburst as she, repositioning herself, slowly ran her tongue up his shaft from base to peak, as though she were licking a popsicle. Sunburst let out a small oh as he gazed into her hungry, half-lidded eyes. It had been the first time she'd tasted somepony in many years, but Cheerilee was quite pleased with the flavor her stallion's candy presented her. After lubricating him with repeated smaller licks, she wrapped her lips around the head of his shaft and gently teased it with her tongue and suction. Sunburst closed his eyes tightly and winced with pleasure, trying to absorb every sensation he could: the gentle tracing of her tongue on his dick, the stuffy, tepid air of the room, the hard desk beneath him, the smell of both their hormones tickling his nose. It was a moment he didn't want to ever forget.

Cheerilee gave his head another kiss and repositioned herself once more, planting her forehooves on his velvety thighs. She smiled up at him as if to say "I love you" before taking him in her mouth, closing her eyes, and slowly moving her head up and down. Though she was just sucking on his head and the first bit of his length, Sunburst's mind was swimming with emotion and pleasure. He could hardly believe what was happening right now, and his hot, shallow breaths where a pleasant sensation on Cheerilee's ears. If he could have seen her face, it might almost have looked like a smile upon her muzzle.

Cheerilee fell into a familiar rhythm of up and down, accompanied by little noises to emphasize the wetness in her mouth or her own enjoyment of the act, trying to convey to her partner how much his taste pleased her. This had always been one of her favorite parts of making love, even from her first few times, and she liked to think she was pretty good at it. Cheerilee knew how to dominate with her mouth while still making her appreciation clear; maybe it was because Sunburst was a gentle soul, unlike some stallions she'd taken, but he seemed to appreciate that Cheerilee was taking his length as her own, rather than feeling the need to make her submit to it. Of course, Cheerilee liked to submit when it came time for the final act, but this was her time to be the one giving pleasure, to show her stronger side. And she enjoyed it.

"Cheerilee..."

Sunburst's moans of pleasure urged her on. She wasn't sure if she could do it as well as she once had, but her body yearned her to try. Her face became more serious as she started going lower on his cock, feeling his head bump the back of her throat and hearing him shudder with arousal. The noises her mouth made became louder as she tried to speed up, becoming lost in the tactile sensation of his girth sliding with ease up and down her tongue, its taste only heightened by his natural scent. She could feel her marehood becoming wet between her legs as the sounds of pleasure surrounded her.

Suddenly, though, a new sound joined them, and she felt something down below move.

It was Sunburst's magic, and he was toying with her clitoris as she sucked him off.

Though she was too focused on the task at hoof to thank him, Cheerilee felt very grateful at this courteous maneuver. At least, she thought, he had done enough research to know where her button was and why it was important; despite the fact she could flex her muscles and make it peek out from between her lips, a surprising number of stallions still had trouble finding it.

Sunburst smiled broadly, both at the heavenly sensation his dick was being treated to, and the thought of surprising Cheerilee with a buzz from his horn.

Their passion continued for another minute or two. Cheerilee became enraptured with the feeling of his shaft in her mouth, and her own body showed it. Her own lustful desires told her to gag herself, so she did, managing to fit Sunburst's entire length down her throat a couple times, which felt indescribable to the colt himself, previously unaware that that was even possible. Finally, with a great exhale, Cheerilee removed her mouth from off his length, but continued gently fondling it with a forehoof as she caught her breath. Her folds were now leaking onto the dirt floor, and she was more than eager to accept his warmth within her own.

"Sweet Celestia, that was... that was..." Sunburst struggled to find the words, his voice weak and his mind barely on the thought anyway.

"In case you can't tell..." Cheerilee breathlessly quipped "I love that cock, Sunburst." The two shared a brief laugh and Cheerilee kissed his head again. "Thank you for... uh... you know, the..."

"N-Not a problem..." Sunburst replied with a sheepish smile. "I-I-I want you to feel some pleasure too."

Cheerilee's lustful smile returned. "Well then..."

She ceased her stroking and stood up on all fours, slowly turning and stepping toward her desk. Sunburst's eyes widened as he realized what was about to happen.

Cheerilee propped her forehooves up on the broad desk. She glanced back over her shoulder with a smile, beads of sweat tracing her forehead. She flicked aside her tail to reveal smooth, oblong folds of dark skin, wet with desire, and a small, glistening pink bead flicking in and out, beckoning the length that rose from Sunburst's loins.

"Are you ready to mount your first mare?"

Sunburst simply nodded, expression unchanging. His length twitched with zeal.

Cheerilee breathed heavily, keeping her naughty smile on display. She could feel her chamber tightening, the fluids within her occasionally dripping out from her marehood. She wanted him inside her so badly, she could barely think. Sunburst eyed the curvature of her rump and the glorious treasure her flanks displayed for him, from the tight hole nestled beneath her dock to the supple, glistening vulva that demanded his attention. His instincts drove him on, and he knew what he had to do, what he so badly wanted to do... what she was graciously allowing him to do.

Sunburst slowly got down from the desk and hit all fours, his cock dangling like a ripe, delicious fruit between his legs, still coated with Cheerilee's saliva. He carefully stepped over to the mare's waiting hindquarters, and she spread her hooves slightly to support his weight. Sunburst raised onto his hindlegs, supporting his upper body firmly over Cheerilee's hips; she gave a small whinny as he hooked his forelegs in the crooks of her thighs.

She continued watching him over her shoulder, unable to see what was happening below. The tension was practically killing her. Suddenly, she felt the warm, smooth skin of the underside of his shaft rub against her vulva, his balls a tickling sensation against her clit.

"A-Are you ready?" he asked, a little unsure of himself.

"Fuck me, Sunburst. I want you inside me."

She couldn't help but feel her response was a little forced, but all Cheerilee could keep her mind on was the stallion that was moments away from penetrating her.

Sunburst shifted his hindlegs and pulled his body away for a moment. Carefully, he lined up his parts with hers. Cheerilee felt the gentle prodding of a stallion's head at her entrance, an incredible feeling that heralded something even better, a feeling she'd not felt in years.

With his heart beating like a drum, Sunburst slid himself into Cheerilee's body.

There was a delectable moan from him as he entered into her, and Cheerilee herself barely held back a squeak of delight as she felt herself being ever so slightly stretched. His was the first length that had entered her since college, and just feeling, just knowing that he was inside her brought out feelings she thought she'd forgotten. But no memories, however, no recollections of previous trysts; her mind was on this moment, on him, and what he did to her.

Sunburst was nearly overwhelmed by the warm wetness surrounding his virginal length, but slowly he began the instinctual motion of back and forth, in and out, thrusting into her chamber and gripping the body that surrounded it.

"Uhhhhhhnnnh..." Cheerilee let out a slow, pleasurable moan, her eyes glancing to the ceiling in pleasure before closing tightly. "That feels so good, Sunburst..."

Sunburst struggled to find a reply, overwhelmed by every moist, warm, ticklish sensation her insides were tantalizing him with. He leaned forward a little, his hot breath tickling the back of his lover's neck.

"Cheerilee, I..."

Sunburst found his sentence interrupted by a full-body shudder, and his hooves became shaky for a moment. He gripped her body tighter, gently prodding himself deeper and earning a happy little whinny in return. Cheerilee's ears laid flat as she felt her canal flex and react, squeezing out a few drops of fluid past his length and onto the floor.

"Y-You were saying...?" she said with a smile.

Sunburst chuckled a little. "This is... a-amazing... thank you... I-I feel so lucky..."

"I'm the lucky one, darling..." she replied breathily. "Hoo... huff... could you... go a little faster?"

Sunburst replied with an equine snort. He readjusted his hooves, as well as his grip on Cheerilee, and began thrusting his cock into her faster than before, his eyes clenching tight with pleasure. The mare beneath him gave a small huff with each entrance, the beat still slow enough for her body to match. Though her head was flooded with pleasure and lust, she still tried to flex her muscles around him, winking her clit out to rub his medial ring with each journey it took inside her.

From what she could tell, Sunburst appreciated it.

A minute or three onward and Sunburst had thoroughly rubbed himself inside Cheerilee's pussy. Their bodies ached for each other, and their scents flooded each other's nostrils and took over their minds. Every time Sunburst pulled back slightly for another thrust, Cheerilee's muscular intricacies desperately grabbed at his cock, as though they were fearful it would leave. The soft, wet massage that Sunburst's boy received only encouraged it to dive back in, coating itself in Cheerilee's pheromone-laced fluids and making the next trip even smoother.

Cheerilee gripped the desk with her forehooves as her student teacher rutted her. The only things that existed right now in her universe were herself, Sunburst, and the parts they had locked together. The physical sensations, along with the emotions they both had flowing through their veins, was overwhelming. In her sex-addled mind, she just wanted this moment to last forever; to let him rub himself all over her body, and to tell him how much she loved him. Sunburst, likewise, imagined laying forever exposed with Cheerilee, forever comfortable and secure in her hooves and within her body, becoming properly acquainted with every square inch of her and telling her all of it was beautiful.

The sweat rolled down Sunburst's neck as he began slamming his cock into her faster than before, his mindless noises of pleasure becoming louder. The room was muffled, after all--they could be as loud as they wanted.

"O~Oh, fuck..." Cheerilee muttered as he intensified. She could feel the head of his cock flaring within her, rubbing her G-spot more frequently and causing her legs to twitch. "Sunburst, you're doing so go~oo~od..."

"C-Can... can y~... unf..." Sunburst began to speak, but pleasure and nerves overtook him.

Cheerilee shot a glance back over her shoulder. She adored the look on his face.

"G-Go ahead and say it... say anything." She said.

"C_Can, uh... could you c-call me a.... a-a good boy?"

Cheerilee gave a lustful, yet gentle smile. She found it beyond precious that Sunburst wanted a cute little name to be called.

"Oh, you're my good boy, Sunburst!" she called out, blushing as she pleasured him with words. "You're my A+ student!"

Sunburst smiled, glancing awkwardly back down at her ass as he continued humping faster.

"You're my good boy and I'm glad you're... learning~... so~... much!! AAah!"

Cheerilee found herself shaking mid-sentence as intense waves of orgasm washed over her. Her entire body, thighs included, tightened and flexed and pulled him in closer as an intense warmth surged through her pelvic region, pussy squeezing and dampening, lips flushing, clit tingling like it hadn't in so long. Though she'd never flown in her life, the little purple pony felt like she was walking on air as the climactic energy coursed through her. A rush of feminine fluids coating Sunburst's groin accompanied her release. After a moment, her heart slowed back down a bit, her muscles relaxed, and her death-grip on her desk loosened, and even though the moment had passed, she still felt comfortably warm.

"O-Oh my gosh, y-you just..." Sunburst stammered out.

Cheerilee smiled amid her panting. "...Yes, Sunburst... I just did... huff..."

"I-I don't think it'll be long before I do..."

She cast her warm green eyes upon him. "Fill me up, Sunburst... we're well past breeding season, you're fine..." Cheerilee, for her own pleasure and Sunburst's, intended to take full advantage of the fact that mares could only get pregnant a few months out of the year.

Sunburst blushed at first, but gave a playful snort and leaned forward to nibble Cheerilee's ear, eliciting a small laugh from her.

The next couple of minutes felt like they stretched forever. Cheerilee naughtily encouraged Sunburst's rutting, telling him how good he was and how good she felt. Sunburst, for his part, put full effort into riding her, going as fast as his back muscles would allow him and as deep as he could hope to reach. Though Sunburst wasn't an especially strong pony, his limbs felt oddly tone as they wrapped around her waist, and she could feel every movement of his lower body as he repeatedly slid his length inside her.

Suddenly, Sunburst produced a noise somewhere between surprise and pleasure. He pulled Cheerilee close to him for security as a strange sensation began to burst forth, one he'd only had some experience with in his most unusual dreams.

"Cheerilee! I-I think I'm..." his voice trailed off as his breathing became ragged.

"Cum for me, Sunburst! Cum for me!"

"Nnngh... I... raAAAAh!"

The noise that came out of Sunburst's mouth wasn't like any he'd ever made before, one of pure pleasure, tied up with ecstasy and lust and a sense of losing control; it practically shook his entire body.

The warm, sticky mess that came out of Sunburst's dick was the first he could ever recall feeling. It was the first Cheerilee had felt in many years, and to both of them, it felt glorious.

Throbbing beyond control, Sunburst's engorged length proceeded to coat Cheerilee's insides with a load of spunk the likes of which only a first-timer can produce. As each rhythmic pulse filled her up with warmth, Cheerilee whinnied with delight--and a little bit of surprise, not thinking there would be so much. As an exhausted, spent Sunburst slowly pulled out of her, his exhausted legs plopping him to the floor as he dismounted, Cheerilee gave a moan of delight, one which Sunburst tried to return, but in his winded, euphoric state, he could only produce a quite neigh.

Cheerilee wanted to sit down and rest, the whole encounter having left her quite tired herself, but knew she had already made enough of a mess on the floor. Instead, she carefully squatted on her haunches, one forehoof still resting on the desk, her raised tail allowing her drenched marehood to breathe. As Sunburst propped himself back up, his eyes lingered on the globes of her rump for a moment; between them, her lovingly soft folds, dripping with his cum.

He turned his attention up and caught her eyes; through her panting, she wore a happy smile, and her eyes seemed filled with a profound love.

"Huff... How... How was that?" she asked breathlessly over her shoulder.

"That... was..." Sunburst searched for a good answer between his own breaths. "...beyond A+."

The two of them broke into laughter before curling up on the floor together and cuddling in the afterglow.

Author's Note

I loved this fic so much, I had to give it a sex scene.
Well, I wanted to know what happened, and I'm sure some of you did too!