Temerity

by MrNumbers

Rating: mature
Tags: Twilight Sparkle, Profanity, My Little Pony: Friendship is Magic, Rarity, Romance, Sex
Length: 9181

Twilight and Rarity have their first time together. Rarity had assumed their first time with anyone! But then her girlfriend had to go and ruin it by being more experienced than she was prepared for.

Twilight and Rarity have their first time together. Rarity had assumed their first time with anyone! But then her girlfriend had to go and ruin it by being more experienced than she was prepared for...

Maybe Twilight can make it up to her.

And maybe Rarity can find an interesting way to share a first time for Twilight, too.

A commission.

Contains: Awkward first times, sexy confidence, domination and submission, Gender Thoughts (FTM and non-binary themes), and aftercare.

Published 2021-08-11 21:40:03 UTC
Last updated 2021-08-11 21:40:03 UTC

A First for Everything

Rarity leaned against her bedroom doorway, fluttering her eyelashes. Her attire was deliciously transparent. Behind her, candles positioned perfectly on every surface - but not too many! - burned beside sandalwood incense, picked specifically because it was calming without making you drowsy, unlike lavender.

She’d nearly picked lavender and spoiled everything. Then again, she nearly picked a lot of things until her nose had given up and stopped smelling anything at all for a while.

Goodness, did she smell? She was sweating nervously, certainly, but would it be obvious under the perfume?

And Twilight, of course, was watching her with a raised eyebrow and, if Rarity didn’t know better, like she was about to burst out laughing.

Twilight cleared her throat. "This was an excuse to spend four hours overthinking this in a way you felt productive about, isn't it?"

"Oh like you’re one to talk," Rarity hissed, grabbing a silk bathrobe and throwing it over herself. She stared at her hooves and the panic settled in when she felt how much the blood was rushing to her cheeks. “Was it the rose petals?”

“It was a little bit the rose petals,” Twilight hugged Rarity close, pulling Rarity’s head against her chest and stroking her hair. Rarity would be miffed if it wasn’t so effective, and now she didn’t have to worry about Twilight seeing her flustered. “It was a little bit the everything, actually.”

“Well,” Rarity rubbed her face miserably into Twilight’s heartbeat, “This is how I always imagined it, when I read those books.”

Twilight was silent for a second, and Rarity heard her heart rate quicken. “Imagined it in... Rarity? Have you never been with another, you know, girl before?”

“I am not a girl. I am a lady.” Rarity pouted. “And, uh. Not quite. Not exactly, no.”

“Well, I’m not a ‘lady’, so,” Twilight poked her tongue out, “But that’s okay. It’s really not that big a deal. It’s just like with a guy, except-”

Twilight paused. Rarity threw her hooves up over her ears and nearly bolted for the door.

“Wow,” Twilight was staring down at her now. “Really?”

Rarity squeezed her eyes shut and tried to imagine herself a deep and dark enough hole to hide in.

“Not with anyone, then?”

“Twilight, please.”

“I’m your first?” Twilight breathed in sharp. Her heart was hammering against Rarity’s ear. She was terrified of what that could mean.

“In a manner of speaking, that is, if you were to put it like that... I am a virgin, yes.”

“Oh my gosh,” Rarity was squeezed from all sides, hugged so tight she could hear her ribs creak, “I have so much to teach you! This is going to be so much fun! I mean,” and Twilight voice dropped low in that way that sent shivers down Rarity’s spine, “It was going to be fun anyway. You know.”

“Well, I... don’t, actually. I imagine?”

“Oh my gosh,” then Twilight was peppering her with kisses all over the top of her head. “Wow, Rarity, I’m so... excited? Flattered? All of the above?”

“I was under the impression,” Rarity managed to pout and talk at the same time, eyes down on the floor, “that we would be figuring this out together.”

Twilight’s hoof cupped under Rarity’s chin and she pushed it up, so Twilight could look into her eyes. Rarity swallowed the lump in her throat. Twilight smiled at her, as casual as anything. “Nope. I’m already pretty good at this.”

Rarity felt, if she were being honest with herself, completely and utterly ripped off on so many levels. She felt cheated - not by Twilight, but by the universe itself, for playing this awful joke on her.

Twilight, her Twilight... knew more than her about the art of making love.

That was just rude of her, wasn’t it? Utterly inconsiderate. What was worse still was just how happy she seemed to be about it. Maybe even a little bit smug. No, she couldn’t be smug... unless?

“Twilight?”

“Yes?”

“Are you smug right now?”

“A little bit, actually, yes.” Twilight smiled beautifically at her.

Nothing about this was fair at all.

Twilight pushed Rarity away with a feather-touch. Now she looked worried, as she often did when her anxieties caught up to her excitement. “I mean, that’s okay right? I can understand if you’re a bit disappointed, but this isn’t something I should have told you about, is it?”

“Oh, sweetest,” she pushed forward and hugged Twilight tight. “No, it is perfectly okay that you didn’t want to tell me about your ex.”

There was a delicate pause. “Ex, singular? What about plurals? Are plurals still okay?”

“You can’t mean...? Surely not?”

Twilight chuckled nervously. “I didn’t really make a lot of friends in Canterlot. I was only really close to a few ponies, but I was really close to a few ponies. I guess.”

Rarity took the floppy tail of her bathrobe cord and whapped Twilight with it, bursting into giggles. “You absolute Jezebel!”

“I can’t tell if that’s bad or not.”

“Oh, please, it just means that I am extra special to have caught you, doesn’t it?” Rarity kept flicking Twilight with the silk band until Twilight scooped her up off the ground, and threw Rarity over her back. “I was the rare maiden so beautiful and witty to tame you, from your wild years sewing your wild oats.”

Twilight snorted. “Good. I wouldn’t say I was a Casanova or anything... but I’m glad you see it that way. You’re still very special to me.”

“I am,” Rarity said confidently, “I’m just making sure you knew that.” That got another giggle out of Twilight.

“If I’m really lucky, even though you’re not my first, I’m hoping you might be my last?”

Rarity gasped. “Twilight! That was so cheesy.”

Twilight groaned. “I heard it as soon as I said it. Too much?”

Rarity, still straddled across Twilight’s back, hugged her around the neck like a cape. “It was as perfect as you are.”

Twilight took Rarity to bed and threw her on it. Rarity giggled as she sailed through the air, then hit the mattress and bounced, once, twice. It was a perfect moment.

Then Twilight was still standing at the edge of her bed with an amused smile, the kind that meant she was laughing at you. And Rarity was still in the middle of it, watching her. Realizing this was the moment.

Rarity was terrified.

Twilight climbed into bed next to her and wrapped a wing around her and pulled her close again. “Do you want to talk about it?”

“No! I want to already be... rocking your world?” Rarity bit her lip. “But I have no idea what to do if you’re already so confident about this.”

Twilight snorted. “Rocking my world? You really went to Rainbow Dash for advice?”

Rarity groaned and pulled Twilight’s wing tighter around her face. “It was an issue of confidence! And I couldn’t bring it up to Applejack... she’d never let me live it down.”

“Why wouldn’t Applejack-” Twilight paused. “Oh. Wow, she would never let you live that down.” Rarity growled into Twilight’s feathers. They were annoyingly soft. “Was her advice any help?”

“She said if I dressed alluringly enough,” not Rainbow Dash’s actual words, obviously, she’d said hot and sexy-like, but she needn’t say that part, “you’d take the initiative. Then I just needed to reciprocate and it’d happen naturally.”

Twilight grabbed Rarity and rolled onto her, over her, so she was pinning her to the bed. She pressed Rarity into a kiss so deep it made her head spin, made her feel a bit drunk. When Twilight broke it, Rarity’s lips followed after, wanting more. Twilight just smiled.

“So you were always planning for me to make the first move?”

Rarity tried to squirm out, but Twilight had her trapped. She’d be annoyed if it wasn’t so much of a turn-on. “Making you want to ravish me was making the first move.”

“Well, you did it then,” Twilight bit her neck hard enough that Rarity knew it would bruise. She had never understood before why so many would endure having such ugly marks... now she knew she would need to triple her concealer budget.

Rarity twisted a ball of her nightgown and clenched it with a hoof. Twilight had apparently had enough of the embarrassed modesty, though, and flashed her horn. Rarity felt more naked, and she spied her gown hanging neatly off the bedframe.

She was only wearing that black, lacy lingerie underneath. She felt exposed, and utterly ridiculous.

“You are,” Twilight’s voice was a husky whisper in her ear, “the sexiest I have ever seen you.”

Rarity felt like a perfect and all powerful Goddess who could do no wrong.

She managed to wriggle back up a bit in Twilight’s grip. “Could I... strip for you?”

Twilight rolled off her and gestured to the floor at the edge of the bed. Then she sat up attentively, and beamed. Quite excited, though not in the way Rarity might have preferred.

Rarity did her best to crawl seductively off the bed and posed, as Twilight’s eyes never left her. She felt seen in a way that was hard to describe. She’d had stage fright before, and it was a little like that. But it really felt like Twilight’s eyes were putting a physical pressure on her, like she was being pushed in the chest.

Alright, she told herself. Be confident. Be seductive. It’s just performance. She could perform, she could command a crowd. She was Rarity, damn it!

Twilight hid her giggle behind a hoof, and Rarity folded like a soggy house of cards.

“I don’t know what to do, and that wouldn’t bother me so much if you didn’t either!”

“It’s easy. Here, let me help you.” Twilight’s horn glowed again, and Rarity got lifted up by her forelegs off the ground until she couldn’t touch the floor any more. Twilight could just as easily have poofed the lacy things off like she did with the gown, but instead she took to slowly unwrapping Rarity with hungry eyes.

She came to the unfortunate conclusion that she did not know what she was doing, that Twilight did, and that Twilight was winning. “Would you stop doing that!”

“Doing what?” Twilight asked with pretend innocence, but wholly unable to hide her silly grin.

“Being too good at this. And confident. It’s very distracting!” Rarity kicked out, trying to touch ground, but Twilight just wouldn’t let her.

“You really were banking on me being all naive and innocent and flustered, weren’t you?” Twilight held her hoof to a candle, testing its heat. “I can see why you were hoping for it. From this side, it’s a lot of fun. I’m just lucky you’re so attracted to confidence, and you really just want me to take control, or I’d feel bad about now.”

“I wanted us to be on equal footing!” Rarity lied. Honestly, she’d never been more turned on in her life. Twilight let her down.

“You say that, but we both know you’re more of a perfectionist than I am. You would have spent all this time too busy trying to make things special for me, spoiling me. You’d have been selfishly selfless.”

“But I like spoiling you!” Rarity whined. Twilight rolled her eyes, picked Rarity up with her magic, and then tossed her back on the bed next to her. “And stop doing that!”

“Maybe I like spoiling you, too.” Twilight just lay beside her, keeping her distance. “So now I get to just make this special for you, and there’s nothing you can do about it. Also, you totally love that I can just pick you up like that.”

She did, and that was the problem. Twilight seemed to have a better idea of what Rarity would like than she did. She felt totally helpless, and every thought she’d had about taking control just got turned back on her, made her realize just how out of her depth she was.

Twilight was just watching her with the easy smile. She let there be enough distance between them that Rarity would have to make an effort to close it, and she realized she was too shy to. A terrifying, exciting, electric nervousness. That made something click, a realization. Rarity gasped. “Are you dominating me right now? Is that what this is?”

“Maaaybe,” Twilight sang, “I think I’m being polite about it though.”

“So soon?” Rarity looked at the candle Twilight had been toying with, and gulped. “I thought we would start slow, explore each other... be romantic about it.”

“We could absolutely do that, that would be quite lovely.” Twilight beamed. “Or.”

Rarity watched as Twilight floated the tall wax candles around the room to the bedside. “Or?”

“Or I could pin you down to the bed, pour hot wax down your thighs, and make you cum so hard you see stars.” Twilight shrugged nonchalantly, as if it really was all the same to her, betrayed only by her giddy smile. Her eyes, though. Rarity would see that look in her dreams for years to come, if she was lucky. “Your decision.”

Was she allowed to want that more? Twilight seemed to think so. “Can I change my mind at any time?”

“You can.” Twilight sat up. When Rarity tried to sit up with her, Twilight pushed her chest back down and kissed her in that same way again, the way that made all her thoughts give up, and made her feel like she was sinking to the bottom of her own mind. “Which do you want to start with?”

Thinking right now was like trying to push through a wall of cotton balls. “I feel like I should say the first one...”

“There are no wrong answers,” Twilight reassured her, “anything we do will be romantic, because it’s us doing it.”

“So that thing you said can be romantic, too?” Rarity bit her lip.

“Sometimes pouring hot wax on you is the best way to tell you I love you.”

“Alright, then.” Rarity took a deep breath, “Throw me in the deep end, then.”

“Now, when you say throw me in the deep end,” Twilight started, and this time it was Rarity that burst into giggles.

She was still scared, terrified. But Twilight was so calm, felt totally in control - control over herself, control over the situation, and total control over Rarity - made that feel wonderful. Even though she was scared, she felt completely safe too. Like when the safety bar locks you into the rollercoaster.

Twilight slid down the bed and floated an array of candles around her, just over Rarity’s stomach. “Now, you’re going to learn really quickly the difference between ‘good pain’ and ‘bad pain’, which might be a little weird to figure out-”

Rarity showed off the growing bruise on her neck. “I think you’ve given me a head start, Princess.”

“Mm, Princess,” Twilight hummed, “that’s very nice. Why did you call me that, just now?”

“I... I don’t know,” Rarity admitted, watching as the candles dropped low to her stomach, “it just felt right.”

“Good. You’re picking this up very quickly.” Twilight licked her lips, settling in to a comfortable spot between Rarity’s knees, “Though I expected nothing less.”

Rarity glowed with pride just as the first splash of hot wax splashed by her left hip, below the bone. She grabbed a pillow and pulled it over her face and bit down on it.

“Good pain, or bad pain?”

Rarity nodded as hard and as fast as she could. Twilight giggled.

“If you’re not sure, we’ll lift the candle up just a little bit higher. Okay?”

Rarity pulled the pillow off her face and puffed. “You’re laughing at me.”

“I am,” Twilight had the nerve to not even deny it. She kissed Rarity’s thigh. “You ready?”

Rarity nodded again.

The next hit was less intense. It was still enough to make her flinch, but Twilight held her down firm. “No getting away from me, now.” She admired the cooling patch of white wax on Rarity’s whiter fur. “Good pain?”

“Ah ha ha, yes,” Rarity just settled for biting down on the back of her arm this time. “Very, very good pain.”

“Good,” Twilight beamed, “I’m glad!”

Then she dripped another bit of wax on Rarity’s right hip, a perfect mirror.

Rarity would have shot right up off the bed if Twilight hadn’t held her down, though Twilight was attentive not to hurt her wrong. Instead Rarity fell into a fit of wild laughter, alternating between big gulps of breath and hissing “Yes!” to herself over and over.

Twilight was smiling up at her, from between her legs. “Good, we found your threshold pretty quickly then.” She dripped a few more drops in rapid succession, in different sensitive spots trailing down the sides of her thighs, and Rarity was muffling screams into the pillow.

“I love you,” Twilight kissed her sweetly, just below her belly.

“Gah,” Rarity rolled her head back, feeling her calves cramp. “Ngh.”

“You like my cooking, don’t you?” Twilight asked.

“What could possibly,” Rarity raised her head back up to stare at her insane girlfriend, “make you ask a question like that at a time like this.”

“Well, if I do my job properly, you’re not going to be able to get out of bed tomorrow morning,” Twilight had her serious thinking voice on. She wasn’t even bragging, she was just... taking notes. Rarity found that insanely hot, though she couldn’t understand why. Maybe it was the idea that Twilight could calmly, methodically ruin her. The twinge in her chest thinking that confirmed that was probably it. “I was thinking waffles and a berry smoothie.”

Rarity’s head fell back with a plmf. “Oh. Yes that sounds quite lovely. What do you mean by not being able to get out of bed?”

“You realize this was just the warm up, right? The entree?” Twilight raised an eyebrow. “I haven’t even really touched you yet.”

Rarity stared up at the ceiling, blinking. “I hadn’t noticed.”

Twilight kissed her on the clit, flicking her tongue under the folds of skin and across the dense ball of nerves right underneath. Rarity saw stars, and her ears were filled with a rush of static. Her mouth opened wide, but no sound would come out.

She fell back to the bed and panted.

Twilight rested her chin on Rarity’s stomach. “How about now?”

Rarity tried to say something clever, but the cotton balls were back, and her throat tightened every time she tried to speak. She just sprawled bonelessly on her mattress.

“I’ll take that as a big yes,” Twilight giggled, moving back into position.

“Wha.”

“Why doesn’t it feel like that when you do it yourself?”

Rarity tried, failed, nodding again.

“Same reason you can’t tickle yourself, I guess.” Twilight kissed her again and Rarity groaned, grabbing two big balls of bedsheet and pulling them tight. “Also, because I really turn you on, I think?”

“It’s not fair,” Rarity whined.

“You want to switch to cuddling, and gentle teasing?” Twilight asked in a bored and disappointed tone. “Because I’ve only done dripping so far. It’s way more intense if I get enough to pour it. And I haven’t even got to using my mouth on you at the same time, either.”

Rarity whimpered and pulled the pillow over her head. “Pleease.”

“Please what?” Twilight asked sweetly.

“Please do that thing you just said.”

“Hrm? Which part?”

“Please, Princess, pour wax over me and use your mouth on me.”

“Oh! You want me to suck on your pussy, do you?”

Rarity shuddered. “Twilight! That’s so vulgar.”

“Yeah, well, so’s eating you out while scalding you with hot wax,” Twilight blew a raspberry on one of Rarity’s wax marks, which tickled like crazy. “And who are you calling ‘Twilight’ all of a sudden?” Twilight swatted Rarity on the burns on her thigh, and the pain shot Rarity deep down into the cotton balls again.

“I’m sorry, Princess.” She managed to whisper.

“Mm,” Twilight nodded, “Good. Now, where was I?”

“You were going to...” Rarity trailed off.

“Yes?” Twilight held one candle over another.

Normally she’d be too embarrassed to say it, but that lovely soft sunken place Twilight had put her in meant she couldn’t really feel it right now. She was in a place beyond shyness or shame. “You were going to suck my pussy, Princess.”

“Gosh, I love you,” was the last thing Rarity heard before everything was stars and static again. a steady stream of wax across her pelvis made her buck up, and Twilight caught her in midair and- everything was stars, and static, and biting down on the pillow so hard she ripped its casing.

Twilight took small bites and nibbles, humming thoughtfully at Rarity’s responses. Sometimes she was too gentle, or too firm, but those calm analytical eyes of hers were sparkling up each time. Twilight bit just a bit too hard, and Rarity tried to pretend it wasn’t - as soon as she did, Twilight’s eyes twinkled, and her grin turned mischievous.

The message was simple: You can’t hide anything from me. I know you too well. And now I know even more than I did a few minutes ago...

Rarity shuddered. Another thing to the growing pile of things she had no idea she’d like so much...

Twilight’s horn glowed, and she climbed back up over Rarity as a hot, buzzing pressure built inside her. Twilight’s face was just inches from her own, now, and it was impossibly smug.

“First we need to get a sense of just how sensitive you are. Relatively speaking.” She kissed Rarity where her jaw met her neck, and Rarity lifted it instinctively, exposing more of her throat.. Twilight rewarded her with another kiss, there. “Do you have a hair trigger, or are you going to make me work for it? Do you know?”

“I do,” Rarity bit her lip. Twilight was putting a gentle, building pressure in her, making it too hard to think. “Have toys,” she managed with a pant.

“You do?” Twilight’s eyes darted right at the drawer Rarity kept her silicone companion in. Was Twilight psychic, or was she just that obvious? “You’ll have to show me. Now I’m really curious.”

That was a very, very private admission. She’d felt exposed just telling Twilight they existed. To show them... and of course, her Princess would ask for a demonstration. Rarity pressed her forehead against Twilight’s collarbone above her and gasped, words were impossible.

“Well. It might take a few tries until I figure out your rhythm. So you’re going to have to get used to being practiced on. If that’s okay with you, just say, ‘Yes, Princess’”

Oh, good. Nice simple instructions. No thinking. Good. “Yes, Princess.”

“Wonderful,” Twilight kissed her cheek sweetly, even as her horn glowed brighter. “So, to make my job just a bit easier, you’re not allowed to cum until I say so, alright? You’ve got to try to do that for me.”

Rarity whined and squirmed her knees together, but nodded.

“Nodding’s not good enough for this one. You’ve got to say-”

“Yes, Princess!”

“You’re a fast learner,” Twilight nipped at Rarity’s ear tip this time, then whispered into it, “I love how clever you are.”

“Ah, Twilight, Twilight,” Rarity hissed with some urgency. Twilight’s eyes went wide.

“Wow,” Twilight leaned back, watching Rarity’s face closely, “that really did it for you, huh?”

Rarity just laughed a desperate and manic laugh from deep in her chest. Her jaw didn’t move at all, it came out with lips pressed tight together and eyes squeezed shut. “Yes.” She said through clenched teeth.

“A lot sooner than I planned on, but I guess you have really been enjoying yourself so far... I’m very good at this, aren’t I?”

“Yes!” Rarity snapped, grabbing Twilight around the neck and squeezing her for dear life, “You are magnificent, you are absolutely divine, now please, damn it-”

“Cum for me?”

Rarity’s back shot up off the bed. Twilight rolled to the side, trailing figured eights on Rarity’s wax-shelled stomach as she sucked another angry purple bruise into Rarity’s neck along that delicious line of sinew that rises from the collarbone. Rarity was crying, she heard herself, but it was a distant thought.

Twilight’s magic hadn’t stopped either. Rarity clenched against it, but it pushed back and buzzed against her still, drawing the orgasm out, making it roll and-

She made a noise like she’d been shot when the second one had started before the first one had finished. Twilight had paused to pepper Rarity’s teary cheeks with kisses.

Rarity was pouring sweat. gripping the bed sheets as hard as she could. She couldn’t feel anything below her knees, and she felt far too much between them.

“How was that?” Twilight kissed her cheek one last time.

Rarity grabbed Twilight by the shoulders and pulled her on top of her again, kissing her mouth like she didn’t care whether or not she ever came back up for air again. Twilight’s shock lasted only a second before she pressed back, lulling Rarity’s head back down, sliding a knee between Rarity’s thighs even as Rarity wrapped herself around Twilight's waist to squeeze every inch of her that she could.

“I love you too,” Twilight giggled.

“You!” Rarity accused, “How are you so good at this?!”

“I’m surprised it went this well actually.” Twilight poked her tongue out at Rarity, holding her head just high enough that Rarity couldn’t kiss her until she stopped doing it. “You’re pretty sensitive, and I think I just got lucky working you out so quickly.” Then, Twilight’s tone changed from ‘explaining’ to heavy sincerity, “I’ve never been with someone I’ve connected with, like this.”

“Well,” and Rarity strained her neck up to peck Twilight on the lips - this time Twilight lowered her head to meet Rarity with a silly smile - “Thank you for making my first time so special.”

“Oh, we’re not done yet.” Twilight grinned. “I just thought talking would be nice too.”

Rarity squeezed Twilight tighter for a second. “Yes. The talking is lovely.” There was a hesitant pause. “I’m sorry, but, you want to keep going?”

“That was the plan. I mean, unless you want to just cuddle?” Twilight had the absolute nerve to not sound disappointed by that. She genuinely would just love to cuddle too. Rarity’s heart pounded in her chest. It was such a lovely gesture, and all Rarity could think was how ready she was for Twilight to ruin her because of it.

Rarity pounced Twilight, trying to draw her into another one of those kisses. Twilight caught her with her magic, lifted her up off the bed and flipped Rarity upside down, holding her hovering about a foot off the sheets. Twilight stood up and looked down at her with a smile, and those sparkling eyes.

“It’s cute that you thought you could seize the initiative, there.”

Rarity felt very small, right now. It didn’t help how Twilight was towering over her.

Twilight twirled a hoof in Rarity’s mane to get a good grip on it, pulled so Rarity was locked in eye contact with her. “I know more than you do. So I am teaching, and you are learning. Right?”

Rarity nodded short and quick.

“Right. So if you try to take control, well.” Twilight was stern, and her voice even. Too calm to be scolding, but Rarity felt pushed down by it. Smaller and smaller. “That’s just interfering with my lesson, isn’t it?”

“Sorry, Princess.”

“Mm.” Twilight nodded. “Well, while I’ve got you up there.” Then she kissed Rarity again, the kiss she’d been angling for in the beginning. But Rarity couldn’t even bring herself to reciprocate. Trying to think about her tongue, at the moment, was too complicated. Too difficult, too many moving parts. It was too much just to feel what Twilight was doing and try - fail - to understand it. Enough to appreciate it.

For some reason, being held upside down just made it more fun. She’d have to wonder about that later, when she could think again.

Still holding Rarity floating on her back, Twilight’s front legs pushed up on Rarity’s chest, leaning against her. Twilight knees pressed against Rarity’s ears, and Rarity got drunk off the heady hormones. A lightning thrill jumped through her when she came face to face with just how much Twilight was obviously enjoying this too.

“Well?” Twilight asked.

Rarity leaned forward and planted a nervous, almost scared, kiss, and Twilight shuddered.

“Good start, but you can do better.”

Rarity tried to remember what Twilight had done that felt so good, but it was like trying to remember the exact patterns of fireworks, or trying to remember one instrument’s part in a symphony.

Instead, she tried experimenting, reading her Princess’s reactions of what worked and what didn’t. When she did something really well, Twilight groaned from a place deep in her chest and pulled Rarity tighter by the hair. She tried to figure out the different ways to get that reaction, as she couldn’t ever seem to manage doing the same thing twice.

“It’s practice,” Twilight reassured her, reading her thoughts again, “but you’re learning very quickly.”

Rarity beamed, even as the itch from her own lack of attention started getting unbearable. Twilight noticed immediately.

She stepped down, and stretched Rarity out a bit more. She bit Rarity’s bottom lip, pulled it tight, and sucked it clean. When Twilight let Rarity’s lip snapped back, it was with a smug smile. Before Rarity could ask what she was so smug about, the buzzing started again.

This time it was like a pincer, a two pronged attack. Twilight was pressing up against the spot behind her clit, an exact spot she’d found after careful exploration and mapping, and then around her clit as well. Delicate where she needed to be, and forceful everywhere else. Hard, even. Rough, but the precise amount. Like a hot sauce at the exact spiciness point, or a hot bath just below scalding.

Twilight’s horn was glowing bright in her periphery, as Twilight nuzzled into her neck, nibbling at her collarbone again. “You’re not allowed to finish until I tell you.”

“Ah, Princess?” Rarity tried to press her knees together and squirm, but Twilight held them wide apart. She blew, cruel as she was, and the sharp sensation of breath made Rarity feel all the muscles in the back of her neck tighten as she struggled to hold on.

“Mm. Not yet.”

“Princess?” Rarity jerked and kicked and bucked around, but Twilight had her suspended just high enough that she couldn’t touch anything, grab anything. She’d even shifted how she was holding her, to give Rarity the most range of motion without being able to do anything. “Twilight!”

“Now, you may.”

Rarity went off like a firework. She felt every muscle in her body tighten, and she curled in on herself like a dying spider. Her tongue was too big for her throat - she couldn’t laugh or scream or cry out like the twisting in her gut and lungs told her she needed to. Everything was wonderful, sparkling, crackling fire.

It wasn’t just one bang, but a rolling ripple of smaller waves. Pulses of them, rising and falling. Twilight had found the rhythm of them, and adjusted her touch to the tides.

Twilight held her like that for minutes, which was frankly absurd. You’d think, feeling that good, that intensely, it’d be a coy line like “but it was still over too soon” or “it felt like no time at all”, but Rarity really did feel every second of it. It was more exhausting than going for a run, and Twilight was keeping her whole body at a sprint.

The magic holding her up cut out, suddenly, and Rarity fell down to the mattress and sank into it like a stone. She grabbed Twilight and squeezed her to her chest like a teddy bear.

“Love you,” Twilight wriggled up higher in the cuddle to kiss Rarity’s forehead.

“Bluh.” Rarity swallowed, “Guh.”

“That good, huh?”

“Yh.”

“I can’t believe how sensitive you are.”

“Not,” Rarity choked out, “Normally. Just. You.”

Twilight paused, not knowing what to say to that. “Oh.”

“Lov yu.”

Twilight squeezed her back, even though Rarity hadn’t stopped squeezing her any less hard.

Rarity thought she should say something clever, or keep telling Twilight how wonderful she was, because she really was quite wonderful. But even thinking about thinking about things was too much right now, too exhausting. She just marinated in mild guilt as she curled into her Princess, and Twilight stroked her hair and Rarity could feel the gentle smile, even though her head was buried too deep into Twilight’s chest to see it.

Eventually, finally, she started coming back up again. Being aware of light, and sound, and the recognizing anything past about an inch off her skin. Ever since Twilight took charge, the world had been darkening at the edges, keeping her focus just on herself. Now light was creeping back in.

She really had lit an awful lot of candles...

Twilight giggled. “You’re back?”

“Hrrm?”

“You stopped squeezing so hard, and now you’re just being cuddly. So I guess Rarity’s back.”

“I didn’t realize I’d gone anywhere,” Rarity blatantly lied.

“Mmhm.” Twilight didn’t have the courtesy to pretend she believed it. “Maybe next time I’ll try making you do simple math problems, just to prove the point. Think you could have done multiplication, a few minutes ago?”

Rarity shuddered. “I see what you mean.”

“But it seems like you had lots of fun, so,” Twilight wrapped her wings around Rarity, “I can’t say I’ll complain.”

“What,” Rarity huffed, “you were happy to get rid of me?”

“Yep.” Twilight nodded. “I’m happy to have you back too, though.”

Rarity shifted and threw a blanket over the both of them. “Well, then. That’s okay then. You have my permission.”

Twilight giggled. “I have your permission?”

“Yes,” Rarity nodded, “Because clearly you have needed it up until now.”

“I did,” Twilight said very seriously. “I’m not going to joke about that. The second I thought you were actually not okay, everything would have stopped.”

“Really?” Rarity paused. “But you were so... assertive.”

“Absolutely!” Twilight nodded hard enough her whole body shook. “But that’s because I was checking your reactions all the time, going a little bit at a time. I was very careful to make sure you weren’t actually being upset, just pouty.”

“Just pouty?” Rarity playfully kicked Twilight in the shin.

“Yes,” Twilight bowed her head solemnly, “You’re very cute when you’re pouty.”

“Well,” Rarity pouted, “I never.”

“Of course not.”

She could think again, but much to her chagrin, Rarity still had a bit of a one track mind. Maybe it was the wonderful afterglow, or the soreness, or maybe it was all those things Twilight had said, and how she had said them. A lot of that.

One thing in particular, actually.

“So it’s different with... men, right?”

“Well. Yeah?” Twilight leaned back out of the cuddle, curious, “Why?”

Rarity gulped. “Well, would it be possible if you were... both my first times? You know. With your magic, or something.”

“Or something?” Twilight raised an eyebrow.

Rarity nuzzled back into Twilight, trying to let the subject wither on the vine, but Twilight shifted so the top of Rarity’s head was tucked neatly under her chin. It was obvious she was thinking too, now, and Rarity’s quiet was giving her the chance to do it.

“You’re asking if I could be a stallion for you, is that it?”

Why must she be so damned clever? “Well. If you must put it in so many words...” Rarity trailed off. “Yes, I suppose I am.”

Twilight grimaced. “Is it because I was so, ah, assertive just now? Because I really dislike a phallic-centric model of domination,” Twilight admitted, “I could give you one and still be the top. Actually, that sounds fun...”

Rarity flinched, but just for a second. “I would be curious to try that,” she conceded tactfully, noting she was more curious than interested, “but the idea of you with... equipment.” Rarity swallowed back. “That’s... very interesting.”

Twilight sounded surprised, but in that tell me more kind of way that always made Rarity suspicious she wanted to take notes. “You’re really into this, huh?”

“I know you don’t have a preference, but in terms of... an attraction to women, you are my exception rather than my rule.”

“It’s true,” Twilight grinned, “I am pretty exceptional.”

“And exceptionally pretty.” Rarity agreed firmly, holding one of Twilight’s hooves with both of her own. “But while I love my beautiful, feminine princess... I also might have fantasies about you being my strong, handsome prince.”

Twilight’s frown was punctuated by the way she wrinkled her nose. “I’m not changing that much. That’s not how gender works.” There was a pause, and a strange hitch in Twilight’s voice. “Are you going to call me Prince or Princess when I do this?”

“I was thinking Princess, but you sound thoughtful.”

Twilight was very quiet for a few seconds, but a few seconds is an agonizingly long time when you’re worried about ruining the evening. “I kind of want to try it out for a little bit. I was expecting to feel yuk about the idea, but it’s actually kind of exciting? Which is weird.” Twilight chewed at her bottom lip. “I guess I never actually thought about it before.”

Rarity smiled. “Like an experiment?”

“Exactly like an experiment.” Twilight agreed. There was longer quiet. “Rarity.”

“Yes?”

“I’m having a lot of thoughts about this.” For once, there was an edge of panic in Twilight’s voice.

“Mm?” Rarity prodded her.

“Well, gender isn’t just the... equipment. It’s performative and it’s-” Twilight was rushing over her words, slowed down, stopped. “I mean, I guess what I’m asking is, for this... experiment, would it be okay if I acted like Prince Twilight?”

Rarity licked her lips. “I’d quite like that. Only if you’re comfortable with it, I mean.”

Twilight blew her fringe from her eyes. Rarity heard her do it, anyway. “Of course you would.”

“Twilight, you don’t-”

Twilight squeezed her tighter. “No, no, I uh- I’m just kind of learning something about myself right now.”

Rarity waited patiently for Twilight to think. Even if nothing else happened tonight, she’d have called it perfect.

Twilight’s horn flared for a long time, and the shape that Rarity was cuddling in to started to change. Twilight’s soft curves became more solid, firm. Her muzzle became more pronounced, more angular. There was also just... more of her.

The horn kept glowing, and Twilight was-

“Hi.” Twilight whispered, voice a full pitch deeper than it was before. “You can call me Prince, now, if you’d like.”

“Hello, my handsome prince.” Rarity whispered back, and Twilight shivered happily.

“Wasn’t really expecting that.” He admitted. “That was... nice.”

“Just ‘nice’?” Rarity teased.

“I’m not trying to win at scrabble here,” Twilight laughed. “Be gentle with me. It’s my first time at this, and I think I’m still figuring everything out.”

Rarity blinked, and she couldn’t help the evil smile - she did try, honestly. “Oh, really, dearest?”

“Yes, I’m quite aware of the irony, thank you.”

“Well,” Rarity buried her face in Twilight’s neck now, doing her best to copy those wonderful biting kisses that Twilight had given her - and judging by the sharp inhale of breath she got from him, she hit her mark, “It’s my first time too. So I suppose now we can learn together?”

“How silly of me,” Twilight rolled his eyes, “To forget that you always get what you want in the end, don’t you?”

“What was that?” Rarity’s hoof trailed lower, brushed against Twilight’s sheath, which got a much sharper gasp from him.

“Oh that is- that’s quite sensitive.” Twilight managed through gritted teeth. “Wasn’t ready for that.”

Rarity’s hoof lingered, trailing lazy circles. She’d been taught very well, now, the difference between good and bad flinching. She could still recognize Twilight’s good flinching, that hadn’t changed with him. “It’s not fair at all, is it?”

Twilight’s eyes were closed, and his adam’s apple - oh, that was a bit cute, actually - bobbed as he swallowed hard from Rarity’s attention.

“I like you when you’re confident,” Rarity breathed. “But I love it when you’re shy.”

Twilight’s cock twitched. What a novel phrase. She rolled the idea around in her phrase, as she lingered with her touch. He took another shuddering breath. “It’s much harder, when I don’t know what to expect. I also-” He cut himself off.

“Yes, Prince?”

Twilight shivered happily again. “I’m more aware of my size, like this. Like I need to be more careful with it. Like, I want to be on top of you quite badly, but I don’t want to crush you.”

“That sounds wonderful. I wouldn’t worry at all.” He was warmer like this, too. Having him on top actually sounded lovely - well, Rarity was looking forward to it.

“No, I know. I mean, intellectually, I know.” Twilight giggled nervously - a boyish giggle, it suited him. “It’s just...”

“I have decided that you have done enough thinking for the evening.” Rarity pushed him onto his back. “So let’s have no more of it.”

“Rarity, I can’t just-”

Rarity slid between his legs, and admired his cock close up. She’d never particularly found them aesthetically appealing before but, close up like this, she could have a tactile admiration of it. She stroked it against her face now, listened for that wonderful shuddering breath Twilight let out when Rarity’s soft fur ran up his length.

“Ah!”

Rarity took the top into her mouth, pressing her tongue below it, careful not to let her teeth touch at any point. She didn’t have experience, but she’d made sure to read some very helpful magazines about this, just in case. Twilight was... spongey, almost, but with a firmness somewhere underneath. She could feel it when she squeezed him against the roof of her mouth - not too hard, never too hard.

She was learning what that was from mapping the squeaks and inhales, like Twilight had showed her.

Twilight, for his part, grabbed the pillow with Rarity’s teeth marks still in it and squeezed it over his face. Rarity snatched it away with her magic.

She popped him out of her mouth, and kept stroking him lazily with her cheek laying against Twilight’s stomach, staring up at him. “Come now, what are you trying to hide from me, my handsome Prince?”

“It’s just-” Twilight paused. “It’s embarrassing.”

“Oh? It’s embarrassing to have your cock sucked?” Rarity raised an eyebrow.

Twilight reached for the pillow again, wasn’t allowed it, pouted. “Rarity, you can’t say that, it’s-”

“Vulgar?”

Twilight groaned.

“I can see why you had so much fun, before. I quite like this.”

“It’s a lot- You’re a lot harder to take over from, like this.” Twilight accused.

“Mm. Or maybe you just don’t want it so much.” Rarity pulled herself up and sat on Twilight’s lap, holding Twilight’s shaft against her stomach to see just how deep it would - she shivered happily. Yes, that would do quite nicely, yes.

Twilight was staring. “Are you really going to- I mean, I’d love to, but if you’re okay with it-”

“Say please?”

Twilight pouted. “Really?”

“Oh, yes.”

“Please, Rarity, would you-” Twilight paused.

“What was that, my handsome prince? I didn’t quite catch that?”

Twilight blushed furiously. Then, faster than thought, he grabbed Rarity around the waist and flipped and he was on top again, his tip brushing just inside of her - they both gasped together - and he panted.

“I hope that was okay. I- words were hard, I didn’t know how to ask-”

Rarity gripped his neck and pulled him in for one of those kisses again, the ones that made her feel drunk and her thoughts feel small in her head. Twilight took that as his cue.

Rarity felt full. There was no other word for it. Just, hot, and warm, and full.

Twilight was staring down at her. Rarity smiled back, and he regained his bearings.

“Sorry.” He whispered.

“I love you.” Rarity whispered back.

“It’s just- you’re so beautiful. I mean, you’re always beautiful, but-” whatever Twilight was going to say, he kissed her instead. Again, that kiss, but this time he was inside her, and that was just- it was so much more, somehow. Maybe that was what he’d meant to say.

She wrapped her legs around his waist and squeezed him close, as tight as she could, and was rewarded for it with just that little bit more fullness, that tightness, that... mmf.

Rarity broke the kiss, and had to take a few ragged breaths before she could say what she wanted to. “I’ve heard it’s - ah! - better if you move, Prince.”

Twilight’s eyes widened in realization. “Oh, I can- Oh.”

He drew back, and Rarity’s chin tucked into her chest with a sharp gasp. He pressed back in again, all the way, and she threw her head back against the bed, eyes screwed shut.

When she opened them again, she realized Twilight had been watching her. Holding eye contact now, not daring to move again. Just... looking into her eyes. He was adoring. That was the only word she could think that did it justice. He adored her.

She closed her eyes again and pressed her forehead to his. It was lovely. It was wonderful. It was too much. He was too much.

He was moving again, achingly and wondrously slow.

“You can go faster, you know,” Rarity’s breath was like smoked bourbon and black satin, now, “I’d quite like that. I’m tender, darling, but I’m not fragile.”

“I know,” Twilight laughed back, that boyish nervous laugh he’d picked up in the last few minutes that Rarity was already in love with all over again, “It’s just - I’m a little more sensitive like this. I don’t know how long...” He trailed off, painfully embarrassed.

Rarity understood. Before, it was a marathon, but a stallion had... different limitations. “Twilight, you have already been a generous, giving and wonderful love this evening.” She kissed his cheek. “Now, be a good boy, and fuck me, please?”

Twilight lowered his head, pressed his face into Rarity’s neck. She felt his hot, panting breath against her collarbone as he picked up speed and-

She held him tight around the neck. The crude sound of his hips smacking into hers rang loud in her ears, and the crudeness of it made her stomach tie itself in the most interesting knots - if there was still enough room to fit her stomach at all.

Rarity devolved into a sloppy mess of sharp and slurred shouts of “Yes!” and “Please!”, over and over again, each one almost at random, but insistent and pleading and sincere.

Twilight managed only one, “I love you so much,” as he pulled out and stuck Rarity with a hot, sticky line from her neck to her navel.

She let out a guttural groan when he did - she’d been so close, as much as she’d meant what she’d said, it was so frustrating to almost be there and-

But, of course, he was still her Twilight, and he had begun to lick her clean, making that same penetrating, adoring eye contact as before, tongue white with his own-

Rarity curled up into a ball and squeezed at nothing as she came one last time, hard enough to seize all the muscles in her throat. She couldn’t even cry out, just make a tight gulping noise and hug Twilight as hard as she could until it subsided.

He peppered her neck with gentle kisses the whole time, no matter how tight she squeezed.

“I love you.” He said again, insistently.

It was almost a minute before Rarity could reply, “I love you too.”

There was a comfortable, lovely silence.

“So,” Rarity broke it delicately, “you didn’t mind, uh. At the end. I liked that a lot.”

Twilight rolled his eyes. “Not the first time I’ve tasted cum. Just the first time it’s been, uh, mine. Obviously. I just thought you’d... appreciate that.”

Rarity nodded, because words failed her. She couldn’t even explain why, it was just... To be attended to that passionately, she supposed. She’d certainly be thinking about it for long enough. Instead she asked; “You’re not changing back?”

Twilight shook his head. “I’m liking the experiment, actually. I don’t know I want to be like this all the time, but I feel... very comfortable, like this. Sometimes I just have days where I just, feel like this, but I kind of thought everyone did.”

Rarity blinked. “I certainly don’t.”

“Yeah I’m, uh. Kind of realizing that.” Again, that laugh with that panicked, nervous edge to it. “When I said I thought I’d feel gross about it, it’s because I always end up feeling fake, I guess. Like... everyone would see me pretending to be something I’m not. And I like being Princess Twilight too!” He rubbed the back of his neck. “I never really thought - well, I just tried not to think about it, I guess.” He sighed happily. “And this is nice too.”

“You are shockingly handsome, I must say.” Rarity agreed, kissing his cheek again. “Though I will need a second set of measurements from you, if I’m to complete the second half of your wardrobe.”

Twilight’s eyes bulged. “Oh my gosh. I can get a tuxedo?”

“I absolutely insist on you having a tuxedo.”

Twilight squeaked and kicked his legs in excitement. Not so different, then, Rarity smiled. “Thank you for being someone I can explore this with. Just giving me permission to try it. You’re the best.”

“Yes, well, I’m glad you remembered that.” Rarity kissed his neck this time, and snuggled against his collarbone. He wrapped her tighter in the warm hug, and stroked her back with the leading tips of his wings. “I was worried you’d forgotten.”

Twilight chuckled. Rarity’s ears flicked. A chuckle, not a giggle? There was proper bass to it, too. Rarity blushed again, glad her face was so tight against his chest he couldn’t see it. “Was it everything you imagined?”

Rarity murred happily. “It couldn’t have been. I didn’t have the imagination for it, until tonight.”

“Good.”

Rarity was so excited to talk more, but she realized with horror that she couldn’t open her eyes again. Her thoughts were disappearing before she could have them, and every time she tried to remember what she had been thinking just a moment ago, she forgot what she was trying to recall at all-

She fell asleep, curled against Twilight.

It was noon when a very apologetic Twilight brought in waffles, soaked in maple syrup, and a fresh berry smoothie to Rarity’s bedside table.

He’d been right. She was too sore to move, and she refused to complain about it.

Her beautiful girlfriend had done this to her, after all, though her most handsome boyfriend had more than contributed his fair share. And whichever of the two Twilight decided to be on any given day, Rarity couldn’t possibly love them any more.

Rarity took a first bite of her breakfast, and paused. “You know, I just had a thought.”

“Mmhm?” Twilight hummed around his coffee - he’d settled on that and buttered toast for himself.

“We can do that any time we want, now, can’t we? Last night.” She trailed off. “I hadn’t actually thought this far ahead.”

Twilight smiled. “Any time you like,” he agreed, taking a bite of toast. “As long as you want to, I mean.”

“You were wonderful.” Rarity breathed, reaching for the smoothie, realized just how dehydrated she was, and how desperately she would need a shower. “Though, I had other plans for today.”

“Like?”

“Well, first we need to fit you for a suit, don’t we, sweetheart?” Rarity took a pointed suck from the straw, closed her eyes in bliss at the first mouthful. “We’ll have a picnic lunch, and I want you looking presentable for it.”

Twilight realized what she meant. Went pink to the tip of his ears. “That sounds nice.”

Rarity had a thought. She tried to say what it was, but found herself stuffing a slice of waffle in her mouth instead, and chewing it for a very long time. Then, when she was finished, she took another bite instead of asking what she needed to ask. The third time, Twilight had noticed anyway.

“What are you thinking?”

“It’s nothing, really, nothing at all.” Rarity lied.

“What?” Twilight put his own empty plate down, and his half-finished coffee on the crumb-covered plate.

“It’s just- I hadn’t made plans for if you were, if you are, that is to say...” Rarity coughed into a hoof. “Are you virile, darling? Like this?”

“What, like, am I-” And Twilight realized, and his face fell into his hooves, and he fell over on his side on the bed. “Oh.”

“A visit to the pharmacy might be in order, then.” Rarity managed tactfully, stroking the back of Twilight’s head to reassure him. “Just to be safe, when you’re in a handsome mood.” That seemed like the appropriate thing to call it, didn’t it? It had a lovely ring to it.

Twilight nodded creakily, still hiding his face. Rarity looked at the ceiling and coughed.

“Just because, of course, I’m very interested to see what it feels like. If you don’t pull out, I mean.” Rarity trailed off, “Something to consider.”

That got Twilight’s face back up, ears pricked all the way up as far as they could go. Just to make sure, yes, he had heard her right. “Oh. I- Yes. Please?”

There was a pause. Neither of them managed to look in the other’s direction for the length of it. Finally, still looking away, Rarity managed to clear her throat. “Perhaps sooner rather than later, even.”

Twilight was all nervous energy. “After the picnic, maybe?”

Again, Rarity cleared her throat, and managed to look everywhere except at Twilight in bed next to her. “I was hoping before you joined me for a shower just now, actually, if you think you could be quick about it.”

The suggestion seemed to overcome whatever nervousness Twilight had at showing himself in public as he was, since he disappeared in a bright flash that very second. Which was lovely, because it gave Rarity a few minutes to finish the wonderful breakfast he’d made for her.

She’d need it, because she was looking forward to having a very long, indulgent shower, and her head was filled with all sorts of firsts they hadn’t tried, yet.