Rarely does Dean Cadance assign Saturday School, much less at a different school. Twilight looked at her watch while Fluttershy and her walked towards Canterlot High. “Do you know what special class she had in mind?” Fluttershy asked, stepping close to the nerdy girl. “And she said Sunset would be here too.”
“Cady said it was a surprise,” Twilight replied, uncertain of the Dean’s plans. She approached the door and found it wasn’t locked, likely because of Cadance. “I suppose this means she isn’t pranking us.”
“Would she do that?” Fluttershy asked, quivering in fear. She followed closely behind Twilight, nervously checking the surroundings for danger. The hallway wasn’t turned on, leaving it fairly dark and ominous. “Did she forget to turn on the lights?”
“Most likely, Cady can get forgetful when she’s focused on other things,” Twilight replied, reaching into her bag for her flashlight. With a source of light, the two quickly navigated the school towards their homeroom.
They turned a corner and spotted Sonata Dusk, one of the Sirens, walking into their classroom. “What was she doing here?” The timid animal keeper asked, shaking like a leaf behind Twilight.
“One way to find out,” Twilight frowned, walking forward to the brightly lit room.
Their homeroom was a bit different. The desks and chairs were stacked along the wall opposite of the windows, save for six desks that circled a raised platform at the front of the class. On the platform was a red velvet loveseat with a spotlight shining down from above.
Sitting in the class was Applejack, Rarity, Sonata, and Pinkie from right to left, leaving the far left desks vacant for the newcomers. “They called you here too, Shy?” Pinkie asked, nearly vibrating in her seat.
“Y-Yes,” Fluttershy murmured quietly, quickly taking a seat on the furthest desk.
All while Twilight took the seat to her right. “Any idea what this is about?” she asked, turning to her fellow classmates.
“No clue,” Applejack replied, leaning in her seat. “Wonder where Dash and Sunset are. No more desks so I have to assume it’ll just be us and Miss Cadance.”
“I’ve heard the Dean was a bit of a gossip and drama queen,” Rarity spoke up, concerned. “I hope there wasn’t anything… bad about us.”
Sonata Dusk, the lone siren in the room looked around nervously. “I wonder why I’m the only one called here. Ada and Aria know but they didn’t come.”
While the students ruminated on this, a pink skinned woman with magenta, yellow, and purple hair walked in, wearing a bright pink, fuzzy bathrobe with her initials on the back. With a sudden flourish, Cadence spun to face her students with a beaming smile. “Welcome class, to Sexual Education!”
The silence was deafening, all except Sonata were stunned by the bold declaration, the latter being more confused than shocked. Thus she raised her hand. “Shouldn’t we already know about sex?”
That made Cadance giggle melodically, a soothing tune that relaxed her new class. “You girls already know about the birds and the bees, I’m here to teach you how the birds and the bees play~”
“The man puts his willy in the girl’s woo hoo until he spreads his seed in her soil,” Applejack cautiously explained, her cheeks burning hot with embarrassment.
“Now, now,” Cadence spoke up, revealing that she wasn’t wearing anything under her robe. A perfect hourglass figure with rosy pink nipples and a clean pussy. “Applejack, you know sex can be far more exciting~”
“Cadance!” Twilight shouted, arm high in the air. She crossed her legs to try to tame the growing beast in her skirt. “What about Shiny?”
“Oh him?” Cadence chuckled. She sauntered over to Twilight’s desk, giving her future sister-in-law a sultry wink. “Why do you think Rainbow Dash isn’t here? She’s helping me out by… helping him.”
“Oh my~” Fluttershy cooed, seemingly entranced with whatever Cadance was planning. “M-Maybe we should hear her out? She is very… experienced.”
The door opened behind them, causing all eyes to turn to see Sunset Shimmer walk in, wearing a plain bathrobe, no attempt to cover herself and allowing her generous bust and sizable cock hang free in the cool air. “Hey girls~” she greeted, walking past them to take a seat on the love sofa on the stage.
Cadance took a seat next to Sunset, giggling when the cocky delinquent groped her ass. “Sunset will be helping me teach today. Maybe next class, one of you will be helping me instead~” she cooed, feeling her body pulled towards her assistant.
An audible gulp came from most of the class, Rarity had a perpetual shock face, unable to believe what she was witnessing. Applejack shifted in her seat, trying to tame the growing length trapped in her jeans. Pinkie had her hand in her skirt, rubbing the base of her rod. And Sonata was pushing herself down awkwardly. Twilight was an embarrassed mess, avoiding eye contact and staring intensely at her desk.
The only one not nervous or awkward about Cadance’s class was… Fluttershy, she seemed to be enthralled in it more so than anyone. Her attention was completely sold to the Dean and Sunset, hanging off every word.
“Now, as you all know, Sexual Reproduction is most living beings do to have children,” Cadance explained, all while Sunset groped and touched her body. Her assistant’s explorative hands squeezing her supple flesh, taking a lot of interest in Cadance’s backside. “But… it doesn’t ‘have’ to be just making babies. It can be relaxing, stimulating, and most importantly…” She took hold of Sunset’s hardening cock, encouraging its growth by stroking it from tip to base, moving slowly to get a sense of every curve of the magnificent dick. “Fun~”
“Fun…” Fluttershy mouthed audibly, her cheeks bright pink with heat. One of her hands drifted to her bare lap, tracing circles on her thighs as it roamed closer to her warm quim, drenching her panties.
“Normally, we’d go into the theoreticals of sex,” Cadance continued, leaning into Sunset, her new friend kissing along her collar bone possessively, and pulling the Dean onto her lap. “But I think your Grade Six Sex Ed class and the porn you all look at covers most, if not all of it.” Cadence shot a sultry wink at Twilight. “And don’t deny it~ I’ve done my research and know you’ve all experimented by yourself.”
“Perpostrous!” Rarity shouted, standing up from her desk with a defiant glare, hand over her chest as if to proclaim her intentions. “I am as pure as the driven snow. I am not some perverted cretin, I am a lady of class!”
“I suppose that’s how you got your interest in forced compliance, watching girls get blackmailed or drugged into sexual situations~” Cadance chuckled, a smug grin plastered on her face.
Rarity sputtered, trying to refute it but she couldn’t. She could only sit down quietly, mulling that her darkest shame was revealed to her friends and a siren.
But Applejack wouldn’t have any of that. “Who do you think you are putting someone down for what tickles them fancy. Everyone has kinks, just like you like people to watch you fuckl people that ain’t your future husband!”
“Says the girl who’s jacked it to pictures of her sister playing in the watering hole with her friends,” Cadence shot back with a smirk. “Where does Applebloom get such tight and tiny swimsuits? Really shows off her new curves.”
All Applejack could do was grumble angrily and sit back down.
“Oh oh! Me next!” Pinkie cried out with a bright smile.
Sunset and Cadance shared a look before the Dean turned to the pink girl. “You’re really into inflation that involves food or being stuffed with so much cum that your belly expands.”
“Oh yeah, that’s the good stuff~” Pinkie saighed, sliding down her seat with a blissful look.
“And you, Twily~” Cadence turned her gaze to her prodigy. Twilight jumped in shock of what was going to be revealed and shrank to avoid any stares. “You’re rather boring. You’re here to expand your horizons. Get interested in new sexual things! Be adventurous. Not everything is Missionary in your wedding bed. Doggy Style on your mom’s bed! Throat fucking some hitchhicking broad in the back of your car! Silently butt fucking your best friend in the library. Anything!”
“Live a little, Sparkle,” Sunset quipped, leaning in to kiss Cadance’s heavy breasts, her tongue circling the bright pink nipples.
“Be more like Fluttershy!” Cadence exclaimed, causing the yellow girl to squeak in fear. “Now that is a girl after my own heart. She had to get a VPN for her bea-”
“No!” Fluttershy shouted, stopping Cadance from continuing. She sheepishly looked at her bewildered classmates and blushed heavily. “Th-They don’t need to hear that part…”
“Very well,” Cadence replied with a teasing snicker. She released a moan when she felt Sunset’s fingers prying into her wet pussy. Her hand was starting to become slick with her assistant’s precum. “As I was saying before, we’ll be skipping the Theoretical and getting straight to the good stuff. And I see we’re all partnered up already~”
“Whatcha mea-” Applejack turned and immediately noticed how the desks were arranged, two by two. “Oh…”
Rarity looked up at her ‘partner’ and blushed heavily. “Well, I suppose there are… worse people to have a sexual expirience with.”
“Was hoping it was Blueblood or someone?” Applejack huffed.
After a moment of hesitating, Rarity nodded.
“Wow, we’re partners!” Pinkie said excitedly, pulling the stupefied Sonata in a hug. “That’s so cool!” She then remembered what they were partnered for and tenderly pushed herself away. “So, uh… you wanna be the mommy or the daddy?”
“I-I’ve never been the Daddy before,” Sonata quietly uttered, seemingly nervous and timid about this. “Aria and Adia always make me the mommy when we do stuff.”
“Cool, you can be the daddy this time,” Pinkie replied, trying hard to be as earnest as possible.
“I guess that just leaves you and I, Flutt-” Twilight was interrupted by the screeching of chairs. She turned to find Fluttershy invading her space, their hips bumping into each other as the normally shy girl had her hands placed atop her desk, fidgeting awkwardly. “Oh…”
“Now class, pay close attention,” Cadence, pushed Sunset back, making her rest against the couch. “Feel free to explore or pleasure yourselves while I teach, just so long as you pay attention.” She turned her own sights to her assistant’s cock, both hands began roaming the hard yellow length and meaty balls, playing with them, feeling the weight of Sunset’s package against her palm while stroking all eight inches of it. “Now, the reason why the penis is so sensitive to the touch is because it has A LOT of nerves writing inside it. This stimulation is done to excite the male, or dickgirl in our cases, and make them cum as hard as possible, to shoot all their creamy sperm into our wombs to fertilize it and make children.”
Fluttershy leaned in closer, paying close attention to how Cadance stroked Sunset’s hard cock, taking note that she was firm with her grasp, applying only a bit of pressure to the tip and relaxing slightly moving down the shaft. Licking her lips at the sight of the yellow mast throbbing, the veins on Sunset’s cock moving with her breath. Her eyes drifted to her partner’s lap, noticing the bulge growing and Twilight’s feeble attempts to stop it.
“M-Miss Cadance!” Pinkie shouted, arm stretched high. “C-Can I jerk off, I’m getting stiff.”
“Of course!” Cadence replied earnestly, her hand keeping her pace without fail. “It’s important to be relaxed and enjoy yourselves, after all.”
In an instant, Pinkie pulled her skirt up and shifted her panties to allow a rather promising pink rod free, her hand wrapped around the base, leaning in her seat while stroking it with a blissful look on her face.
Fluttershy watched it all happen, trying to keep her attention on Cadance’s teachings.
“However, Pinkie… you are not allowed to cum,” Cadance spoke up with a teasing grin. “I have… something special in mind for later.”
Looking up, Pinkie slowed her strokes, almost scared to keep going.
Looking to the bulge in Twilight’s skirt, Fluttershy reached for it, hoping to pet the growing erection, only for Twilight to stop her. “T-thanks but no thanks, Fluttershy,” Twilight smiled, earning an irritated hungry look from her normally timid friend.
“Now class,” Cadence’s other hand reached down to cup Sunset’s sack, letting them roll across her fingers. “For many people with them, the testicles are also an erogenous zone. Touching them, kissing them, fondling them, they do more than pushing the rich tasty cum out but also excite and pleasure the person connected to it to make that cum fly out faster. Please note Sunset’s expressions.”
The girl in question was taking shallow breaths, trying hard to keep herself steady with a leering grin but flushed cheeks and sweat sliding down her yellow skin betrayed her neediness. Her eyes darting between Cadance and the class, feeling proud that she gets to fuck the older woman before any of them. One arm wrapped around the naked Dean, groping her luscious ass possessively, kneading the soft flesh with her fingers.
“My word, it… certainly does appear, elegant in a way,” Rarity uttered bashfully. Her lips were feeling dry, forcing herself to lick them. She heard the jostling of clothes and spotted Applejack undoing her skirt and pulling them off, revealing a massive cock, easily larger than Sunset’s already impressive tool. “Goodness…” she whispered.
“No need to be shy, girls,” Cadence cooed, Squeezing Sunset’s sack bit while rubbing the bulbous tip of her cock. “Do whatever feels comfortable.”
Taking Cadance’s invitation, Applejack and Pinkie began to stroke themselves, watching Cadance do the same to their friend. Sonata pulled her dick out, the smallest of the ones on display, chubby but short, a dark blue head poking through the foreskin.
Heart racing from the new stimuli, Fluttershy looked to her hung classmates with awe before finally falling to Twilight, who was the only dickgirl in the room yet to lose the skirt. “Twilight, maybe you shoul-umm, I think-” Her words began to sputter as her cheeks flushed bright red, hiding behind her hands in shame.
“I’m not going to show myself off, Fluttershy,” Twilight grumbled, pouting as she used her hands to push her growing erection down.
“Twilight,” Cadance called out with an authoritative tone. “Skirt off, Missy. Let your partner see what she’ll be working with.”
“Cadance!” Twilight grimaced, looking at the rest of the class. Rarity was still dressed, though she was fiddling with her shirt. Fluttershy was also covered but it seemed like she was ready to drop her clothes as quickly as possible if she needed to, fingers twitching as she hungrily looked at all the available dicks in the room and waited with baited breath for her partner’s.
“Just lose the skirt, Sparkle. Your babysitter isn’t gonna continue until you suit down,” Sunset called out, frustrated that Cadance had nearly stopped pleasuring her to pressure the nerd.
With a defeated sigh, Twilight unclipped her skirt and removed them, placing them neatly on the desk before removing her briefs. Fluttershy’s breath rose an octave, noticing that Twilight’s cock was almost, if not a perfect replica, of Sunset’s brilliant girl meat. Same length, same size, same bulging veins, the only difference she could see was that it was purple like the girl that wielded it.
“See? Was that so bad?” Cadence cooed, turning back to Sunset’s dick. She pressed her lips to the tip and softly hummed, slowly enveloping the yellow rod with her hot mouth.
“Mm fuck,” Sunset moaned, resting a hand on Cadance’s head, running her fingers through her luscious locks while the Dean spitwashed her pillar. Her tongue tracing the bulging veins of the shaft felt incredible, especially with Cadance’s softly kneading her heavy balls. She knew Cadance was good but even from first touch, it was the best head she had ever gotten, from how her tongue cupped and gilded across her cock while her hands tenderly groped her balls, never going too hard but still enough to get the former delinquent to act up.
What really surprised her was that Cadance had managed to deepthroat the entire thing, all nine inches disappeared inside Cadance’s throat with her lips touching her base without any problems, the soft rumbling of her body quivering across her needy tool made by the Dean’s incredible mouth..
Cadence pulled the meaty girlcock from her mouth, letting pop from her lips before looking up to Sunset. “Sweetie, we’re teaching. Please describe what I’m doing to you and how you feel.”
“Huh? What?” Sunset stammered, only to watch as the older woman descended back down her cock, gobbling it up to the base and resuming those marvelous motions. “Oh fuck! Her tongue is circling my cock. It feels amazing!”
Cadance grinned around the length but kept playing with the girl, hoping to get her more involved in their lesson. She side eyed her pupils, Twilight was keep[ing Fluttershy at bay with an occasional soft push away. Pinkie was stroking her own cock while eyeing Sonata’s. Applejack was double fisting her massive pole while Rarity tried her best to ignore.
“S-she’s now sliding her tongue just below the head, really pushing it in, using her teeth to keep it still while she squeezes my balls,” Sunset grunted through clenched teeth, throwing her head back. “Fuck me~ She’s sucking on me so haaaard.”
Fluttershy leaned in her seat to get a better look, admiring how shiny Sunset’s rod got from their teacher’s saliva. The veins bulge were more noticeable, almost like she was getting close to cumming. She wanted to see Sunset paint Cadance with that creamy goodness. Her hands clenched on the top of her desk, licking her lips as a few droplets of Cadance’s spit rolled down Sunset’s juicy sack.
Twilight shuffled nervously, still not comfortable doing these things in the presence of others. She felt her dick rub against the bottom of her desk, jealous of the attention Sunset got from her former babysitter.
Applejack had a similar problem, forced to lean in a bit to keep her cock from bending awkwardly, unaware of Rarity watching it from time to time, legs squeezing together from the sight.
Pinkie was the only one openly masturbating, stroking her plump meat wildly. Legs spread wide and leaned back as she stared lovingly at Cadance working Sunset’s pole. Sonata was hesitant but after some time, she too joined Pinkie in jerking off, rubbing her short cock and feeling it grow harder between her fingertips.
An audible gasp rang through the room from the students when Cadance’s lips released Sunset’s wet tip. Sunset couldn’t help but whine as the Dean’s tongue circled her tip firmly to lick up the tasty precum, making the younger girl’s body quake from the attention. “Anyone possessing a penis is particularly weak there, but dickgirls are special as they are dual gendered,” Cadance explained, licking two fingers. She pushed them past Sunset’s balls and found the yellow girl’s pussy, pushing them in and making her assistant howl with pleasure, toes curling and leaning back to give the Dean better access to her crotch. “See? Don’t be afraid to find out yourself but please ask permission before you try it with your classmates~”
“Twilight! May I touch your penis?!” Fluttershy didn’t hesitate to turn to her partner.
The bookish girl fidgeted a bit, unsure of how to answer the yellow girl. A part of her wanted to deny but she knew Cadance wouldn’t approve and might mean a failing grade for both herself and Fluttershy. “J-Just be gentle…” Twilight replied nervously, opening her legs a bit for Fluttershy to wrap her soft hands around the tip, one hand already cradling the warm seed sacks resting on the chair.
Licking her lips, Fluttershy eagerly toyed and touched Twilight, looking up to Cadance to try and mimic her actions from time to time, save for touching Twilight’s hidden pussy; she was just so enraptured with what one of her best friends had that she had to explore it to the fullest.
Pinkie didn’t ask, she dove into Sonata’s crotch, locking her lips around the Siren’s chubby member and humming around it, one hand kept herself hard and another slipped into the blue girl’s folds, tickling her inside and out. Sonata let out a high pitch whine, leaning back for Pinkie while running her hands through the cotton candy-like hair. “G-Golly! Is this what it feels like?” Sonata uttered, bewildered that receiving a blow job could feel so much better than giving it.
Finally, Rarity turned to Applejack with some apprehension, but the cowgirl let out a sigh. “If you want a closer look, get to it,” she sighed tiredly. She shifted in her seat, giving the ivory girl full view of her massive appendage.
“I-I’d- I’m not like Pinkie. A closer look is greatly appreciated but I best not take things too far,” Rarity gulped, shifting her seat closer and taking her partner into her hands, marveling at the rugged feel.
Giving her students a coy smirk, Cadence toyed with her assistant’s quivering shaft. Her fingers carefully teasing the leaking tip while peppering the side with kisses. “As you can see, Sunset here is just about to cum.” She pulled away, tenderly caressing the twitching shaft. “The penis is trembling, eagle eye students may notice the balls are preparing to pull back to the body to fire off her sperm. Sunset herself is a sweaty mess, struggling to hold back like a good girl.”
The girls, save for Pinkie, nodded, noting that Sunset was squealing with delight, her legs shaking with need as her veiny cock was twitching in Cadance’s hand. Her hands were digging into the love seat, threatening to shred it open from the duress.
“Fortunately, most women have a fast refractory period. Allowing for back to back orgasms, while some men are capable of this feat, most will need a few minutes before they get back on the saddle,” Cadence lectured, stroking Sunset a little faster, feeling the cock shudder in her hand, her assistant’s pussy was clenching her fingers tight, trying to suck them in. “However, Sunset here has two genitals. Let’s find out how quickly she can recover~”
Sunset sucked in a breath, feeling Cadance handle her groin rougher, stroking her shaft faster while her fingers sunk deeper into her quim. She felt the Dean’s lips on her breasts, nibbling her nipples playfully to make her assistant squirm in her embrace.
Slowly, the class stopped playing with each other to watch Sunset, the yellow girl was putty in Cadance’s hands, moaning and rocking her hips as a wonderful bubbly feeling grew in her groin.
“Come on, Sunny~ Cum for me,” Cadance giggled, blowing into Sunset’s ear. Her grip grew firmer on her assistant’s cock, feeling it throb and shake against her palm.
The class gasped as Sunset’s cock jumped and fired off several thick loads into the air, raining down onto herself and Cadance, who relished in the feeling of warm sperm on her pink skin.
“Wow…” Fluttershy murmured, noting how Sunset remained hard. She licked her lips as beads of pearl white fluid bubbled form the tip and slid down the rigid shaft.
“She… looks like she’s ready to go again, Miss Cadenza,” Sonata piped up, pointing at Sunset’s hard cock.
“Wonderful,” Cadence exclaimed, rubbing the tip with a finger. She shot the panting teen a sultry look. “Shall we move on to the next lesson, Miss Shimmer?”
Sunset nodded, wiping the sweat from her brow.
Clapping her hands together, Cadence stood up to address her class. “After an orgasm, the male genitals tend to be a bit more sensitive than normal, and while it is not uncommon for your partner to be ‘recharging’.” She cupped Sunset’s balls and brushed her index finger against the underside of the dick, which made her assistant whine. The tired yellow prick began to stiffen again, growing turgid and pulsing with renewed vigor. “And good as new, sorta.” She looked at her students. “Any questions?”
“Oh! Oh! Me!” Pinkie shot her hand up first. When her teacher nodded, she smiled brightly. “Are there any other places that would feel super good to touch?”
That got a chuckle from the Dean. “Funny you should say that~” She sat down next to Sunset and forced her legs up, showing off her groin to the class. “Every penis with working testicles has this little… organ in the anus called a prostate, which is in charge of ejaculation. The ‘trigger’ of this mighty hand cannon, if you would.” She licked two fingers before pressing them against Sunset’s anus, slowly piercing her tight hole.
Sunset started with a low moan until releasing a high pitched wail, making her cock as hard as steel in response, leaking a bit of excess cum from her slimy tip.
“As you can see,” Cadance smiled, rubbing her index and middle fingers against Sunset’s love button, watching Sunset’s face turn bright red, howling with delight as her cock grew hard as steel. “For most people who possess a penis, the prostate is most likely the most sensitive erogenous zone they possess. If that little organ gets touched or prodded, you’ll make them hard. Press it again~” She uttered with a cruel grin, flicked it, making Sunset yelp in shock, two strands of cum firing out of her phallus and reaching Pinkie’s desk, causing the party girl’s jaw to drop in awe. “Nice control, Sunny~”
Sunset would’ve shot the teacher a murderous if she wasn’t paralyzed by pleasure. It felt like her eyes were trying to see into her mind manually, the knuckles in her hands and toes cracking from the pressure of Cadance toying with her insides. Gritting her teeth trying not to let out any more cum.
From her seat, Fluttershy rubbed her chin thoughtfully, curious what a prostate felt like, her eyes turned to Twilight, who had her hands on her legs, balled into fists while her own remarkable rod stood rigidly next to the desk. “Miss Cadenza…” Fluttershy called out, prying herself from staring at her partner’s dick. “D-Does it feel good to touch a penis?”
“It can, but that’s dependent on what you like,” Cadence explained, circling her index finger along the crown of Sunset’s girth. “Some people can’t orgasm without stimulating the prostate or clitoris. Some can orgasm just from seeing a bit of nipple. Of course, there are people that can get off from touching other people, often referred to as body worship. You don’t even need to get fucked or touched to cum, so long as you have someone’s dick or pussy to make love to. Everyone is different, Fluttershy.”
Nodding thoughtfully, Fluttershy shot a glance at Twilight's cock and bit her lower lip, legs pressed tightly together in hopes to get a better look at it at some point today.
“Another other questions?” Cadence asked, looking at her pupils. Applejack seemed too flustered to wanna speak, likely because Rarity was still stroking her massive dick with both hands. Pinkie happily bounced in her seat while Sonata seemed eager to learn. Twilight and Fluttershy continued to be polar opposites, one afraid to do anything and the other eager to do as much as she could. With a satisfied smirk, Cadence returned to the love seat and bent over, flashing Sunset with her wet pussy, before sitting down, ensuring that the hard cock slid across her needy lips. ”Very well, let us move on to the main event~”
Almost everyone gulped audibly, but none more than Sunset. Her bravado from earlier dwindling as Cadance did as she may. The weight of the dean on her lap was exciting to say the least, especially with the pink instructor’s hands rubbing her twitching rod, pushing it against her hot quim.
“As you all can see, Sunset is really excited to finally sink her hard cock in my tight married pussy~” Cadance giggled, grinding her crotch against the slick yellow shaft. “To be honest, I’ve been thinking about it too~”
Save for Twilight who was busy hiding her face, the class leaned in to get a better look. Cadence rose up, using one hand to angle Sunset to enter her. Gasps echoed in her ears as the darkened tip found purchase in her pussy, only going deeper as she slowly lowered herself back down to Sunset’s lap. Her hands and feet pressed against the cushions as she controlled the momentum. “Mmm~ As you- Ah!” Cadence moaned, feeling her lover push into her from below, starting at a slow pace. “As you can see, Sunset is a rather good fit for my pussy. I can feel her grind against my insides while she moves.”
“G-Golly,” Applejack uttered, entranced by the sight of Cadance riding Sunset’s dick.
Pinkie’s hand shot up instantly. “Miss! Can I fuck Sonata’s pussy? Itty Bitty Pinkie needs some relief!”
Cadance shook her head. “No. Next class you ‘might’ but for now, settle with your hands and mouths but you are forbidden to cum until I tell you too.”
“Ahh poop,” Pinkie grumbled, head falling to her desk while Sonata leaned back, slowing her jerking.
Fluttershy was completely entranced by the way Sunset was swallowed up by Cadance’s quim, faint juices coating the yellow skin, making it look shiny and tasty.
“Now, Sunset is getting needier,” Cadence continued, feeling her assistant slamming against her harder. Her smooth balls pummeled her lips with every thrust. At this point, Cadence resumed her pace, allowing Sunset to go at her pace while she focused on teaching. Her breasts bouncing as wildly as Sunset pushed herself into the Dean’s hot hole. “Have some restraint Sunny, we’re far from done with this lesson.”
“C-Can’t. Feels too good,” Sunset moaned, her cock was getting squeezed by the best pussy she had ever felt. It was so hot and tight, she felt Cadance’s muscles were rippling across her length, carefully wringing her cock dry while massaging it in ways no one else could possibly replicate. Her toes curled, hands digging into the loveseat, all trying to ensure the pleasure lasted as long as possible while also not disappointing the goddess bouncing on her lap.
“And you were all cocky when I asked you earlier,” Cadence laughed, keeping her pace, Sunset’s dick spreading her walls out, twitching with imminent arousal. “Guess I’ll have to speed things up and hope you can go a third because this lesson isn’t over~”
Just as she said, Cadence took hold of Sunset’s knees and began bouncing faster, her breasts jiggling wildly, mesmerizing her students while she moved, flexing her kegels to squeeze her assistant dry within her sheath.
Sunset moaned, splayed out behind Cadance, her twitching hands groping the beautiful pink woman for some respite. Her breathing grew coarse trying to keep herself from letting go too early.
Rarity was stroking Applejack faster, oblivious to how the cowgirl began to get frustrated by the teasing touch. The future designer was so enraptured with Cadance riding Sunset that she didn’t notice Applejack taking her hair and pulling her head closer to the monolithic dick until the bulbous tip began pressing against her lips. “You’ve been stroking me for a half hour, I need more than that, sugarcube,” Applejack said, almost demanding Rarity to right this wrong.
Voicelessly, Rarity opened her lips and graciously accepted her best friend, moaning as the salty taste graced her tongue, urging it to try and circle the glans for more of the strangely addicting flavor. The encouraging hand running through her violet locks made her body quiver and pussy feel needier.
Pinkie had other ideas. While she’d rather have a warm pair of lips wrapped around her cock, she needed anything to satisfy something. And so she shifted onto Sonata’s lap, nestling the hard chubby weiner between her ass cheeks and began rocking, feeling the hard but small length rub against her anus. “Don’t let it slip in or Teacher will be disappointed~”
Sonata gulped, her tip kept finding purchase against Pinkie’s hole but kept slipping away.
The screeching of desks and chairs tore Twilight from Cadance’s ‘lesson’ to find Fluttershy moving things aside. She moved Twilight’s desk to her immediate right before dropping to her knees. The purple girl’s breath was caught in her throat as she watched one of her new friends start worshiping her cock.
Fluttershy, a girl who was afraid of her own shadow, was licking along the side of the purple rod as if it were her purpose. Her moaning was distracting, pressing kisses to the tip before swallowing half the length in one go, sucking on it eagerly while trying hard to keep eye contact with the endowed friend.
In an attempt to endure, Twilight gripped her chair with both hands, legs spreading out to give Fluttershy space to perform. She felt her hips moving on their own, burying herself deeper into her partner’s throat.
“Good job, Fluttershy! Keep working that sucker!” Cadance praised, feeling Sunset’s hands on her hips, trying to take control of her pleasure. A heavenly chuckle left her lips as the dean leaned back, crossing one leg and resting it on the other, seating herself atop Sunset as if she were royalty while the yellow dickgirl pounded her from below. “Now, don’t be too rash, we’ll have so much to do later~”
Fluttershy didn’t listen, pulling her top up to show off her rather impressive C-cups. She forced one hand between her legs, fingering her moist cavern while the other began pulling on Twilight’s arm, trying to coax her into taking over so she may take care of her own needs.
“Boy, I never knew Fluttershy was such a lover,” Pinkie squealed with delight, constantly rocking her plump cheeks against Sonata’s chubby penis. “Though, the signs were there~ She was always staring at our cocks when we wore something a little too thin.”
“C-Can’t comment. Busy,” Applejack groaned, using Rarity’s head as a fleshlight, her heavy balls battering the ivory girl’s face quickly and loudly. Spit dripping from the corners of Rarity’s lips and off the cowgirl’s immense cock. The mascara she had carefully put on ruined by this one act as the juiciest slab of girl meat invaded her throat, forcing her to taste every inch of Applejack’s succulent dick.
“Now class,” Cadence corrected her seat and stopped Sunset, spreading her legs far for her class to see. “As you can see, Sunset is deep inside, every time she thrusts, I can feel her tapping against my womb~”
Twilight nearly choked, eventually allowing Fluttershy to take her hand and place it atop those pink locks, taking minor control as Applejack did with Rarity.
“If she were to cum right now, she’d probably fill me up and get me nice and pregnant~” Cadence cooed, rubbing her stomach affectionately. “Now, for those of you playing with penises; I assume you can feel how much harder they feel while playing? As your partner gets closer, the closer they are to cuming, you can also tell by how twitchy they get, impatient your partner becomes, and by how their balls start to pull into the body as they prepare to give you a nice thick protein shake~”
“Yuppers, Sonata might be small but she feels super hard~” Pinkie exclaimed, bouncing her cheeks against the siren’s crotch, grinding the stubby penis. Sonata moaning behind her, gripping her hips for some stability while fucking Pinkie’s buttcheeks with vigor. Her body shuddered whenever the former foe’s cock made a futile attempt to slip into her backdoor, with the precum she oozed and plastered all over her skin, it was possible for an accident to happen.
“Hand on the girls, Rares,” Applejack ordered, forcing one of Rarity’s hands to her balls. The ivory girl had no way to stop the stronger farm girl and fondled her partner, all while choking on eight thick inches of girlcock, an additional three trying to join the rest of it in her throat. Gagging on the pillar of apple-meat caused thick layers of spit and precum to coat the monster while dripping down Rarity’s face and hitting the ground.
A wet pop signaled that Fluttershy stopped sucking on Twilight’s cock and moved to her balls, moaning as she suckled and licked the purple orbs with utter devotion. One hand kept stroking the throbbing mass, eyes staring up at the quivering academic, pride swelling in her chest from the sight of Twilight was in the throes of pleasure. The nerdy girl’s testicles twitching within her sack, quivering against the yellow girl’s tongue as she spitshined Twilight’s cumorbs as lovingly as she cared for her animals.
“Pinkie, Rarity, Fluttershy. Can you guess how close your partners are to cumming?” Cadance mused, cradling Sunset’s balls from up high. Squeezing them between her soft fingers, feeling them pulse with life. “Sunset isn’t going to last very long. Likely a minute, if she’s lucky~”
Sunset didn’t answer, concentrating on her impending orgasm, Cadance’s fingers made her body shiver with delight, forcing out a low moan that made her lose focus. Her hands trying to squeeze the luscious pink hips, determined to prove Cadance wrong as sweat trailing down her face and body.
“Sonata’s close, she’ll probab-” Pinkie was interrupted by a groan behind her, followed by a hot liquid soaking her ass, erupting up her back as it coated both girls. “Oops…” she uttered sheepishly.
“A-Applejack feels like…” Rarity uttered, confused by what she should be looking for as she groped and coddled the cowgirl’s heavy scrotum. “I think she’s getting there, they feel very warm and alive.”
Fluttershy didn’t answer. She appeared more focused on making Twilight cum than to gauge when. Pulling away from the nerd’s saliva-coated testicles, she pulled her shirt up, revealing her medium breasts, not as big as the rest of her friends, barely beating Twilight in that department, but enough that she could trap a portion of her friend’s shaft between them so she could continue to suck and tease the turgid tip with her soft lips while her hands pushed and kneading her breasts into the purple rod.
Twilight was turning bright red, eyes clamped shut as she endured Fluttershy’s ravenous appetite.
“Huh,” Cadence uttered while Sunset pumped her pussy from below. A small smirk formed on her lips as she kept her eyes on Fluttershy, intrigued by the depths of desire the girl had for dick. “Fluttershy is wilder than I originally thought.” She leaned back, cradling Sunset’s head while her assistant ravaged her from below. “Your friends are having so much fun, Sweetie~ All because you’re fucking my tight pussy so well.”
“Helps that your pussy is so fucking amazing,” Sunset grunted, trying desperately not to cum. She could hear Sci-Twi’s moans and Fluttershy’s sloppy worshiping and Rarity choking on Applejack’s apple tree, exciting her more and making her cock shudder within the Dean’s velvety flesh pocket. “E-Ease up, will ya? Y-you’re sucking me dry…”
“I think not~” Cadance giggled, flexing her kegels harder, making Sunset writhe beneath her. She then addressed her class by clapping her hands to get their attention. “Girls, I need you girls to stop what you’re doing and come closer~”
Pinkie and an embarrassed Sonata looked up, the former’s ass still coated with a thick layer of cum. Applejack pulled Rarity off her cock, the ivory girl’s makeup ruined from the choking and rough treatment she endured. Fluttershy almost refused, placing one last kiss on Twilight’s dick before pulling her shirt back down. Twilight getting out of her seat with shaky legs, nearly toppling over from the influx of strange and new feelings she received..
Once her students had gathered between her legs, Cadance’s internal muscles began to work Sunset to the finish. “K-Keep your eyes peeled. This is what an orgasming cock looks like, girls. Pay close attention.”
Pinkie was about to utter something about ‘feeling’ a cock cum but kept it to herself in favor of watching Sunset’s cock shaking the brief moments it managed to get a sizable portion of itself out of Cadance’s pussy. The girls watched it happen in awe, mesmerized by their performance. Cadence had the look of a goddess of sex, riding Sunset as if she conquered the girl beneather her.
Speaking of, Sunset’s face turned tomato red, breathing roughly while her dick and balls seized and trembled, dripping with the Dean’s juices and soiling the loveseat below. Her nails scraped Cadance’s legs, as the final stretch came alarmingly fast.
Not fast enough for their teacher, Cadence rubbed her fingers against her pussy, collecting the juices before reaching further down to Sunset’s anus again, effortlessly pushing it to tickle the dickgirl’s prostate while ensuring her arm wasn’t covering their connection. “Just a bit more, Sunset. How does this feel?”
“Fuck!” Sunset howled, trembling as the Dean prodded and tapped on the sensitive button within her back passage, utterly controlling her from within. Her toes curling as a familiar sensation was surging from within her, no longer begging for release, it demanded release.
“W-Watch closely now~” Cadence grunted, reclining back against Sunset, feeling the younger girl’s nipples dig into her back, stopping her torture of Sunset’s prostate. “Here she cums!”
Sunset let out a low wail, shuddering in bliss as her cock surged, throbbing as thick globs of cum shot deep into their teacher, twilight and Rarity gasped in surprise. Fluttershy was completely enamored with it, the way Sunset’s cock flexed to push out her cream, feeding it to Cadance’s womb directly, her testicles pulling in close to ensure their owner was left well spent afterwards.
“That’s a lot of creamy goodness,” Pinkie uttered softly, eyes widening when she noticed a few strays globs of cum leaking from the teacher’s overstuffed quim. She felt her cock grow harder, as did Applejack and Twilight.
With a soothing sigh, Cadance looked at her class. “Rarity, Fluttershy. Could you help your friends cum? Make them shower me, if you please.”
Fluttershy already had Twilight and Pinkie in her hands, jerking them off as she stood them both up. She didn’t resist when Pinkie began pawing her breasts kissing her neck to encourage her yellow friend, after some time, Twilight followed suit, claiming Fluttershy’s other half for herself.
Rarity was much less excited. Applejack Sonata were already standing, cocks ready to feel the ivory girl’s touch. Tentatively, Rarity raised her hands to touch them, slowly stroking them. Compared to Applejack, Sonata only required two fingers to satisfy, the former needed far more than just a hand.
“Your mouth, Rares,” Applejack grunted, pulling Rarity’s head to her crotch, forcing the fashionista to kiss and make love to the side of her cock.
Sonata would’ve protested of the unfairness but Rarity’s fingers felt really good, sensitive from Pinkie’s ass, her complaints turned to moans as she gripped Rarity’s wrist.
“Cum please,” Fluttershy whispered, eyes staring intently at the dicks in her hands, feeling them throb and thum with life. She couldn’t help but wet her lips, thirsty to taste her best friends but maybe Cadance would let her lick the cum off her luscious breasts? One could hope.
The contrast between Rarity being a complete slut for Applejack while Fluttershy eagerly throwing herself to please her friends was quite the turn on for Cadance, rubbing her clit while Sunset rested behind her, exhausted from being hard for so long. “No need to hold back, give it to me, girls~” she cooed, cupping her breasts with both hands, mouth open to taste her pupils.
Twilight was first, letting out a squeaky whine as her cock erupted, spraying her sister-in-law with her rich essence, some of which stained Fluttershy’s hand while wringing out every drop.
Sonata came next; despite her size, she managed to nail Cadance’s nipple with a rather precise shot, making the dean gasp in pleasant surprise. Quickly followed by Pinkie, who had the thickest output of the group, nearly a tidal wave of pearl white liquid rained on Cadance’s chest.
Finally, Applejack came, showering Cadance’s face and body with her seed, anointing her as her fellow classmates did.
Cadence moaned with delight, rubbing her student’s rich and tasty sperm into her skin, relishing in the hot liquid on her flesh. “Well done, girls~” she uttered with a sexy tone, focusing on her breasts.
Looking to her tired friends, Fluttershy quickly raised her hand to her lips, licking what parts of Twilight didn’t make it to the dean off her hand, shuddering from the salty taste that danced on her tongue.
Once Applejack released her, Rarity fell to her back exhausted, having climaxed from being forced to please the two dickgirls. The thought that her favorite pair of satin panties were ruined only came to her moments later and even then, she wasn’t able to protest her treatment.
Cadence wiped a dollop of her student’s assignment off her chest and stuck it in her mouth, tasting the cocktail of the four dickgirls and with a salacious grin. “And that will be all for today, girls. Rest up for next weekend, we’ll be practicing what we learned today with your partner.” She stood up like she didn’t spend a half hour sitting on Sunset’s cock and went to grab her robe, leaving Sunset to lay on the loveseat, her dick still slightly hard but failing to stand rigid as the cool air caressed it. “That said.” Cadence turned to her class in mid step towards the office behind the stage. “It is recommended to get birth control pills but if you want, I will provide condoms and lube for you girls. All you need to do is ask~”
The moment Cadance left, Twilight rushed to her desk and fixed her clothes, wanting to leave as soon as possible.
Applejack walked over to Sunset and nudged her. “You alright? Teach rode ya hard and dirty.”
“That… was the best pussy I’ve ever had,” Sunset groaned, staring blankly at the ceiling as she spoke. “I-I can’t feel my legs…”
“Wow, I’m jelly. Maybe she’ll ride my lap for the entire class next week?” Pinkie asked, bouncing on her heels, oblivious to the bits of sperm dripping from her softening rod.
The siren of the class fell onto the love seat next to Sunset, cuddling into her. “I’m so tired…” Too tired to care, Sunset rested her head against Sonata’s. “It was nice to have sex without a dick going in me at least… Always getting spitroasted by my sisters…”
“So are you three actually sisters or is that a sisterhood thing like what we got going?” Applejack asked, curious about the dynamic.
“Yes,” Sonata replied, cuddling Sunset. She felt the naked girl’s arm wrap around her, making her smile wider.
Fluttershy didn’t approach, instead she went after Twilight, watching the girl haphazardly rush out the school, dropping her bags and pencils every few steps. “Twilight!”
“Fluttershy? I am so sorry about Cadance!” Twilight panicked, trying to keep her things in check. “I knew she could be flirty but never like this. A sex class of all things…”
“Actually Twilight, I wanted to ask if you wanted to… study together,” Fluttershy said, a growing blush on her face.
“Study- I’m sorry, I already have the next two months prepared and-” Twilight gave her friend a brief nod before turning to leave.
But she felt Fluttershy stop her with a hand on her shoulder. “I mean studying for Dean Cadance’s next class, if you don’t mind.”
Those words made Twilight feel parched, licking her lips as she scrambled to think of a reply. “I-sure! M-My house or your house?”
“My house,” Fluttershy exclaimed, seemingly a bit more upbeat. “D-don’t worry about getting anything. I’ll have it all ready for us. See you then~”
As her yellow friend left, realization finally dawned on the purple nerd, pupils turning to pinpricks as she fell to her knees in complete shocked awe. “Oh my stars, I just agreed to have sex with Fluttershy…”
~dood~
“Hot damn,” Rainbow sighed, tiredly clinging to Shining Armor after ‘distracting’ him from Cadance’s night classes. “Your girlfriend picked a good one.”
“Still kinda surprised that she asked you to sleep with me,” Shining uttered, one arm holding Rainbow close by her ass while the other rested on his well defined chest.
Pulling herself onto Shining’s chest, Rainbow’s fingers crawled over her, marveling at the man’s physique. “Ya know, I’d always be down to do this again. Maybe a threesome?”
“A-A threesome?” Shining questioned, a blush covering his face.
This made the student athlete giggle. “Now I see why you’re related to Twi,” her fourth wind sparked through Rainbow’s naked body as she deftly climbed on top, straddling her man’s body with her own, ensuring the thick rod was poised to slip inside her once again. “I still got a bit more in me. How about you, stud?”
Baffled, Shining wordlessly nodded as he took hold of Rainbow’s skinny waist and began pushing his hips up, hilting himself as deep into the moaning girl above him.
As much as he loved Cadance, Rainbow’s pussy was just so tight and greedy.
Author's Note
I started taking requests on Ao3 and someone asked me to do a EqG story so I wrote this, dood.
Took way to long to write because God himself tried to stop it.
Please do not get too excited, I'm only gonna post here if someone asks me to write more ponies, dood. Brand new stories not House Sparkle or Twilight's Misadventure, the latter is done and the former I forgot about and I can't do anything with, someone else can probably write it better than I anyways.
If you are interested, here is my Ao3 dashboard that is mostly RWBY because I seem to like mediocre series that has a mostly female cast of characters, dood.
