Phantom Helps A Teacher (PHAT)

by Nightprincessluna

Rating: mature
Tags: Sex, Anthro, My Little Pony: Friendship is Magic, Original Character, Porn, Fetish
Length: 7385

Phantom Twister professes his love for his professor at long last (but it turns out that the mare is more then receptive and has a phat horse cock between her legs).

Phantom Twist hates potion class. He has taken potion class and suffered simply so that he can get closer to the teacher he has a crush on. Finally working up the courage to ask her out, Phantom discovers that she is more then happy to return his profession of love; also, she has a phat horse cock that she is more then happy to utterly destroy him with.

Contains: Futa, feminization (Chapter 2), public exposure, cum.
Written for Mercury Shine, with cover art used with their permission. Art by Cold blooded Twilight
Edited by Cinnamon Music: https://twitter.com/caffinevampony

Published 2023-06-06 13:00:01 UTC
Last updated 2023-06-07 14:10:09 UTC

Phantom Twist in the teacher's office.

Potion making was incredibly boring. It was, in the opinion of Phantom Twister, the one subject that had been put on this planet simply to make him suffer. Of course, he was at college, and had therefore gotten to choose his own subjects, so why is it that a stallion like him would choose to do something that they despised so much?

The obvious response would be that he needed a degree in Potion Making to follow his choice of dream job, but that wasn’t the case. If he was being honest, it was because when the twenty five year old stallion had set foot onto the campus, he had instantly fallen madly in love with the teacher of the potion class; Miss Mercury Shine, a stunning specimen of a woman that had sent his heart into a flutter.

There was just one problem. Phantom Twist was an absolute nervous wreck when it came to asking mares out. He was smart and studious, from the outside he only looked a bit scruffy, his black fur was generally quite well groomed and his mane was generally of an acceptable standard, but…

He just couldn’t do it. Every time he tried to gather up the courage to ask her out, his arms got heavy, his knees got weak, and his palms got sweaty. So, week after week he had simply taken his seat in potion class and stared blankly at the mare as she explained things that he had no care for.

She was an older mare, in her late thirties if he had to guess, having D-cup breasts and… He shook the thoughts from his head before he could get distracted. Today Mercury Shine had called him into her office. This was the exact moment he had been waiting for, and all he needed to do was make sure his heart didn’t explode before he got there.

It was fluttering away behind his ribcage like a bird trapped in a gilded cage that was desperately trying to burst free. He had put on his best dress shirt, a leaf green in colour, with a pair of flared yellow trousers, completed with a set of blue trainers. To most people, he simply looked like a packet of crayons vomited up by a dog.

Of course, he didn’t care what other people thought, he was young, and this made him feel like he was the cream of the crop. He was going to go in there and she was going to fall in love with his style and-and-and…

His brain stuttered and froze up, for a few painful seconds he simply stood before the door to Mercury Shine’s office, sweaty hand outstretched towards the handle. This was it! The weight of the moment came crashing down upon Phantom Twist, and he simply stood there with his brow furrowed and his sapphire blue eyes twitching softly as his face locked up in a stupid expression.

Panic attack. It felt like a crushing weight bearing down upon his chest, it felt like his heart was going to burst! His mind was racing, what if she was angry at him? He had barely kept up in potion class, what if he was being kicked out of potion class? What if he never saw her again?

Get a grip. He pulled himself together and gripped the handle of the door firmly,. Cold brass seemed like hot coals even through his fur. But he pushed on, turning the handle down and pushing it open.

Slowly, he pushed the door open. He stepped through the doorway and his entire brain froze up and crashed like some kind of giant machine that he had just gotten a wrench tossed into it. Gears ground to a halt and he let go of the door handle, the door carrying on under its own momentum to bump lightly against the wall on the other side. The click of the door closing filling the room behind him.

Her room was a respectable office for a respectable mare, oak shelves covered in papers and documents, along with things he couldn’t even begin to identify with how hard his brain was fried at the moment. A wall clock in the shape of a cat was slowly ticking away, being the only sound in the room as he stood there in stunned silence.

In the warm yellow light of the LED bulb overhead, Mercury Shine was sat back from her desk, the light tan mare peering over a folder from behind a set of round glasses. She was so far back from her desk that he could clearly see between her legs, and she was completely nude! She was completely nude! His brain echoed the thought several times before his legs almost gave out beneath him.

She wasn’t a mare, between her legs she had a gigantic flared length, even bigger then his own! It took his brain a few moments and many double takes to be sure that he was seeing what he actually thought he was seeing, and when it did finally click into place, the only thing he could do in response was stand there and flap his mouth like a fish dying on land.

He had forgotten to knock, oh Celestia he had forgotten to knock. This was… His legs almost went from under him again and he fell to his knees, grasping at his chest as it felt like a great chasm had just been carved through the middle of him.

Phantom’s knees fell to the gray carpet tiled floor. Was he dying? It felt like he was dying! Meanwhile, Mercury Shine tossed the folder gently down onto her desk, stood up from her chair, and peered down at him with a set of kindly emerald green eyes, framed by round wire frame glasses.

“What are you doing on the floor? Are you alright?”

His hands gripped firmly at the carpet tiles as he made an attempt to gasp for breath. What was happening?

The mare sighed at him, then slowly stepped around her desk, her naked lower half at the perfect height to be eye level while he was on his knees, her large balls swaying about as he tried to pull his mind back together.

He should say sorry for not knocking. He felt so bad! But his mouth didn’t respond, and now he was openly staring at her cock. After a few moments of flapping his mouth uselessly, he finally managed to form something close to language.

“C-cock!” He squawked. That wasn’t what he had meant to say. His eyeballs were sweating nervously now, they weren’t really meant to do that, but he swore he could feel them starting to leak.

Mercury Shine simply looked confused for a moment, before glancing down to her length and back to him, “Yes, it’s a cock. Are you OK? Come on, get up.” She stuck out her hand towards him. His brain finally pulled itself together, and he grasped her hand firmly, allowing himself to be pulled upwards.

His legs still felt like jelly, but they were holding for now, the ticking of the clock filled the room again as he tried to get his focus. The tan mare had simply sat down back behind her desk, running a comb through her mane, which was made up of stripes in two shades of gray. He tried to focus on that and not on her gigantic cock.

“So, Mr Phantom, you have been staring at me for quite a while now.”

Deer in the headlights. He felt so helpless, it felt like he was shrinking, and he went to defend himself, but she simply held out her hand to silence him. A meek squeak escaped his lips.

“Don’t try to deny it. I requested your school records and all throughout your education, you’ve absolutely hated potion making. Your talents are more in the fields of magic, so there has to be another reason you just decided to take the class. That reason is me, and I must say that I’m impressed with the dedication you’ve shown to a subject you hate just to ogle me for a few hours a week.”

He didn’t have a response, it felt like his head was splitting apart with how conflicted he felt at the moment. The mare he had been in love with had a bigger cock then him!

Mercury Shine straightened the purple flower she always wore over her left eye, “I can see that the fact I have a cock is a shock to you, considering you haven’t taken your eyes off it throughout my whole speech.”
“What?” Oh, his brain was working again, that was good. What? What did he mean by what? What kind of response was that, “I… I just didn’t… I am sorry I didn’t knock.”
“Not at all Phantom, I was waiting for you to enter and I wouldn’t have put trousers on even if you had knocked. Honestly I thought it was just a fling of the heart, a horny twenty year old having a crush on an older teacher, it happens. I expected it to pass,” She paused, smiling softly up at him, “But it’s been over six months now, and I think you are seriously in love with me, you just don’t have the bravery to admit it.”

His brain was freezing up, but she was right. He really did love her. His heart was still racing but he didn’t feel like he was about to vomit any more.
“I’m sorry, I’m not gay,” He said. There was his voice. He was back in action.

Mercury Shine raised an eyebrow and moved her hand down to stroke over the soft gray flesh of her cock, which turned a light shade of pinkish red towards the head. It was easily a foot in length.
“Well, it’s a good thing I’m not a stallion. But that’s why I called you into my office today. I wanted you to see what you were getting in for, and if that was going to dissuade you. But, you’re going to give up now over a case of not knowing if you’re gay or not? Seems silly to me.”

She was using a lot of big words and long sentences, his head hurt, he wasn’t absorbing most of it, and Mercury Shine simply gave a soft smile.
“I think, if you suck my cock and have sex with me, we can settle this once and for all. If you don’t like it, you can get out of here and we’ll never mention this again. If you enjoy it, and you really want to be my little boy toy, I have a position as a lab assistant that is open, and I’d love to make you see potion making isn’t boring.”

He simply gave a soft nod, not really following along. His brain hurt. He had spent many nights jerking his cock off to this mare however, and he didn’t want to give up now. A sudden sense of bravery overtook him. He was in pursuit of love!
“Yes, OK!” He stuttered in the most resolute tone he could muster.

The mare waved her hand, beckoning him forward. What was he doing? He knew he wasn’t gay, and yet the moment he got in range, she firmly grasped him by the wrist and guided him down to the floor, and he obeyed.

Her hands were soft, her nails were perfectly groomed, and yet there was a firmness behind it that he simply couldn’t resist. He dropped down onto his knees, those flared yellow trousers pressing into the carpet as her hand grasped the back of his head firmly.

What was he doing?

“Open your mouth, boy.” Mercury Shine commanded, and he obeyed.

The cock before him seemed to have a life of its own, and as soon as he opened his mouth, it begin to fill up with warm life blood, twitching softly as it stood to attention, the slowly drawing closer to his mouth. For a few moments, he wanted to pull away, he wasn’t sure about this. He had given consent, but he was… So nervous.

Mercury Shine curled her fingers, nails digging softly into the back of his head, firmly reminding him of his place. The stallion’s white mane went down to his shoulders, and it made a perfect handle to grip onto with those firm fingers.

The head of the cock kissed against his lips. It tasted warm, and the tiniest bit musky, perfectly groomed just like the rest of her, and slowly he was guided forward by that firm hand, his entire vision consumed by powerful thighs, thick cock, and large, fuzzy balls in the same light tan as the rest of the mare.

His heart should have been exploding, he should have felt like he was going to die, but he didn’t. He couldn’t begin to explain why, but it likely had something to do with the mare firmly gripping the back of his head.

Thinking about it for too long made his heart start to race again, and his jaw was stretched outwards by the sheer girth of the length going into it, Phantom doing his best to make sure his teeth didn’t graze too roughly against the surface of her length. His mouth was locked in a permanent O.

This was his first time having sex. This was his first time he was going to have sex, and it was with a mare who had a cock. Confusion seeped through him, and he stopped sliding his head forward for a moment.

“Come on boy, put that tongue to use, don’t make me do all the work!”

He didn’t know what to do, but he begin to drag his tongue lazily along the underside of her length. Breathing was becoming hard, still in a slight panic. Firm breaths came through his nose, drinking in the slightest hint of musk and the coconut body wash that Mercury apperently used.

Her length kept sliding further and further into his mouth, until it bumped against the back of his throat, making him gag softly as his eyes moved up to look at her face.

She was simply staring down at him with a stonewalled expression that made her impossible to read. He had no idea if he was doing this right or not, but her hand kept guiding his head forward, bumping the head of her length against his throat.

There was no way that he could take that down his gullet, but it was clear that if he wanted to make her happy, that was what he would need to do. His jaw was aching already, by the time he was done here it was going to be incredibly sore.

Mercury Shine didn’t seem to care about any of this however, she was guiding him forward regardless, and the submissive stallion lacked the force of will to disappoint her at this point.

With a final sharp shove, her length entered his throat. He felt it stretched around the head of her length, and suddenly he got a strong sensation that he was choking.

His arms flailed out to the sides and desperately tried to get her to pull away, doing his best to not slacken his jaw and bite down on her.

There was something about the firm way her hand was guiding him forward however. He didn’t want to disappoint her by attempting to pull away, so he simply gripped onto the sides of her legs and tried to prepare himself.

Mercury Shine didn’t seem to care in the slightest about his discomfort, she knew that he could do it. Her hand kept pushing him forward and he choked softly at the alien feeling of his throat being stretched out by the massive length.

Further and further, he was sure that he was going to pass out, his fingers dug firmly into her thighs and in response her fingers curled firmly into his scalp. It hurt.

Tears were dripping down his cheeks as his snout was pressed against her balls, drinking in the scent of her coconut body wash once again. She slid his head back and forth along her length like he was nothing more then a sex toy to her, as if his throat was little more then a fleshy tube to be stretched and violated for her enjoyment.

He finally failed in suppressing his gag reflex and begin to choke for real. Phantom Twister’s entire body was screaming out to him, desperately begging for him to do something before his life was ended on the spire of mare meat.

His grip on her thighs relaxed, a series of loud and whorish noises filled the air, and then his vision begin to fade as his eyes rolled back in his head. Twister was about to pass out, and there was nothing that he could do to stop it.

Mere moments before his vision faded, he was shoved off of her length. Lungs heaving and stars dancing before his vision, he wretched and coughed softly, before Mercury Shine guided him firmly under her desk, in the small gap designed for her legs.

One of her hands guided him back to the halfway point on her length, and then her thighs wrapped firmly around his back. The stallion hadn’t been able to hear anything but the beating of his own heart for a little while now, which was why he had failed to notice someone else had entered the room.

He heard another voice, and panic flared through him, but the warm, bare thighs of the mare were locked firmly around the back of his head, pushing him forward down her length.

Phantom Twist hadn’t recovered fully from almost being choked out quite just yet, so his oxygen supply was already short, and here he was on her length again. This wasn’t sex, it was like he was fighting for his life, desperately drinking what little air he could manage through his nose while trying to keep quite.

“Ah, Peppermint Lace, what can I do for you?” Mercury Shine said in a kind, motherly tone that was almost a polar opposite of the firm motherly tone she had used on him.

A female voice responded, “I was just looking over the latest series of papers you set for us, and I notice that this potion calls for Wolfsbane, which is toxic as I’m sure you’re aware, and I was wondering if-”

Unfortunately, he failed to catch the next part of the conversation as Mercury Shine suddenly shoved him forward with her thighs, firmly burying several more inches of that cock in his throat and almost making him choke.

Her hips kept rolling back and forth softly, calmly fucking his face while her thighs kept him in place. While this was happening, she was also calmly talking to the student in a sweet, motherly tone.
“Ah, yes, You needn’t worry because the other ingredients destroy the toxins, and we’re not planning on drinking things like this until you’re further along the course.”

The worst part about this was the fact he was forced to hang onto every word she spoke as he was so scared of being spotted. Mercury Shine was completely unhinged! He couldn’t believe what was happening, and he was still fighting to suppress his gag reflex, not only to preserve his life now, but also to preserve his sense of pride.

But, his pride had already been pretty much destroyed by the fact he was currently on his knees servicing a mare. This wasn’t how he had expected his first shot at sex to go at all.

He was horrified, his cheeks felt like they were on fire, and the sense of shame he felt was crushing. It had taken him a few moments for it to click, but Peppermint Lace was in his other classes and was another mare that he had been quite taken with at one point, she was kind, and always called him ‘Twisty’ for some reason. In the end Mercury Shine was the one that he had chosen to chase after.

Peppermint was a pretty little waif with square glasses, always dolled up in a blouse and a modest skirt. Thinking clearly was incredibly hard with a cock wedged so firmly in his throat, and Mercury Shine actually moved her hand down to the back of his head, forcing him forward a few more inches.

Soft gags rolled from his lips, soft gags that he desperately hoped the mare didn’t hear.

This was bad. Really bad. His life would be ruined and the shame would never leave him alone if this innocent little mare saw what he was doing. He was starting to choke again, and it seemed that their conversation was nowhere near done.

If he pulled away and begin desperately trying to draw breath, she would know something was up for sure, and Mercury Shine certainly wasn’t helping by humping his face.

Her legs forced him forward more, and he found his muzzle pressing against her balls. At this point, drawing air through his nose fast enough and fighting off this feeling of choking was becoming nearly impossible. He tapped against her thighs firmly, begging for her to pull away before had to do so.

Thankfully, it seemed that the mare had only come in for a brief stop.
“Ah, that explains it. I’ll see you in class with the required potion then professor, and I love the new look Twisty, it suits you.”

His entire brain had a complete melt down in the few moments it took the door to click shut, and by the time that Happened, Mercury Shine shoved her hips forward one final time, giving a soft feminine grunt as her cock begin to throb and twitch.

A thick torrent of cum suddenly poured down his throat, blue eyes opening wide as her load was forced down his throat. He didn’t have the chance to pull away, because her cock was currently buried in her throat.

He swore that he could feel her length swell as the thick torrent of cum poured down it, straight into his stomach. He had been choking and convulsing on the end of her length for quite some time now.

Her legs finally relaxed and allowed him to pull away from her. Unfortunately he pulled away too quickly.

Like all living creatures, his lungs weren’t designed to be filled with sperm, and when he accidentally choked on it, he found himself on his hands and knees, choking and coughing loudly as tears poured down his cheeks and his fingers curled against the carpet.

It was only now that he could finally see he had actually been quite far back from the desk. Peppermint Lace had likely been able to see at least his head, and had been well aware of every single lurid and lewd detail.

For the first few moments, all he could do was writhe about and cough up cum all over the ground. His stomach felt warm, like he had just eaten a bowl of soup, and thinking about it begin to make him feel sick.

Mercury Shine simply stood up from her seat and looked down to him with a disappointed expression.

“Yes, we’ll need to work on that if you want to be my lab assistant. Let’s test out the other hole now.” Mercury Shine said simply, not seeming to care for his choking at all.

What exactly had he gone and got himself into?

Author's Note

Please I need this story to do well or the horse mafia is going to break my legs.

Phantom Twist in the lab.

Phantom Twist wasn’t sure what was happening. His head had been thrown into a wild spin and he attempted to pull himself together. He wasn’t gay, but was this gay? Was this legal? He was quite sure that it was legal, but it was the kind of legal where it was weird, like asking an old person on a bus to give up their seat, only less mean and-

He was rambling. His mind was going two hundred miles an hour and someone had taken a pair of scissors to the break cable and there was break fluid everywhere.

Currently, he was laid out on a cold metal mortuary trolley. It was likely being used for other purposes now, but it still made him feel extremely uncomfortable.
“Why exactly are we doing this in a lab? I think some people died on this thing and that doesn’t exactly make for… Well, getting in the mood.” The naked stallion on the metal trolley said.

Mercury Shine smirked. “It’s never been used for corpses. The local funeral home donated a spare to the school because it wasn’t the model the insurance company cleared them for or something. I don’t know much about corpses, but stop being such a baby.”
He scoffed, “Oh, I’m being a baby? How would you like to be strapped down naked to a morgue trolley and have your teacher standing over you?”
“Oh, now you’re just trying to get me in the mood aren’t you? Such a good lab assistant. But as for why we’re in the lab, this is where I keep most of my clothing and it’s time for a makeover!?”

She practically sang the final part, to the degree that Phantom Twist could practically see the grammatically incorrect music notes pouring from out of her mouth. Something about the way she sang it didn’t really make him feel any more comfortable.

Turning to face him, Mercury Shine presented a pair of blouses, one in a light red and the other in a plain white. They were clearly designed as women’s clothing.
“Which one do you like best!” She chirped, placing one and then the other against his body. They were both made out of cotton, and even though they were designed for women, he just wanted to cover his nude form.
“Do I really have to be naked for this?”

Mercury Shine frowned, “Of course you do dear, I want to make sure they’re sized for you properly and I want you to get comfortable in strange situations. That’s important for working in a lab. Now hurry up and choose, you must be getting really cold without clothing on you naughty degenerate!”

The last part was a tease. He didn’t bother attempting to point out that they were both clothing designed to fit women. She knew that was the case and was just looking for an excuse to shame him even further.

Now that he had seen this side of her, he wasn’t sure exactly what to think any more. He still had a massive crush on her, but this was going to take a while to get used to.
“I’ll ah… Take the red one please.”
Mercury Shine’s hands delicately applied the clothing to him, smiling brightly as it fit him almost perfectly, besides being slightly loose around his chest, but that was to be expected when it was a woman’s blouse that he was wearing.

“Yes, I did see your… Colourful taste in clothing. I have to say that bright colours don’t exactly work for you. You need to work on your confidence to make them work, but I am going to help with that.”

Even though it was women’s clothing, it felt good against his bare flesh, but as she moved to apply a skirt to him next, he certainly had a few choice words about it. They were cut off when Mercury Shine turned to face him and made a soft shushing sound.

Somehow that melted all the tension out of his body and he was content to just let her do what she wanted. Her hand brushed against his bare thigh, and in an instant his own member was as stiff as imaginable, going from limply hiding away to fully erect faster then it ever had in his life.

Mercury Shine didn’t mock him for this, she simply pulled on the pleated skirt that went to an inch above his knees. It was clear that he was still hard due to the massive tent that had formed in it. Anyone who gave him more then the briefest of glances would instantly be aware of the fact he was a stallion and he was enjoying this a lot.

Mercury Shine tutted softly to herself as she slipped a pair of red high heels onto his feet.
“These belonged to my old lab assistant. You have very small feet for a stallion you know.”

Twist didn’t respond. He could barely form thoughts. The black skirt hugging around his waist was making him feel like he was about to cum then and there and there was nothing that he could do to stop it.

The mare moved his legs so that they could rest on her shoulders. He didn’t know when and how it had happened, but the next thing he knew, her bare horsecock was kissing against the entrance to his rear.

His blue eyes stared up at her, his breathing was heavy and he wasn’t sure how he had ended up in this situation, but it was both terrifying and incredibly arousing for him in equal amounts.

The stallion now looked more like a female office worker then a stallion, wearing a black plaid skirt, a red blouse, and a set of ruby red high heels… And no underwear. He could practically feel the heat radiating from the head of her horse cock as those emerald green eyes stared down at him.

How had this happened? He wasn’t ready for this at all, he needed time, his heart was racing and his fingers felt like they were ready to seize up.
“Weh.” Said Mercury Shine.
“WEH?!” Repeated Phantom Twist.

And then she pushed her hips forward. For a moment there was a strange sensation of pain, a terrible wrongness radiating through his body before there was a firm push.

Mercury Shine pushed inside of him, and he let out a soft gasp, eyes wide and his entire body locking up. What was happening. For several seconds he was stuck between breathes and heart beats, his entire body feeling like it was seizing up as she stared down at him with those emerald green eyes.

“Relax boy. There’s no need to be so tense. Relax and this will feel good.”
Phantom Twist did his best to relax, but it felt like his entire body was screaming at him about how wrong this was and how it wasn’t right. But Mercury Shine simply moved a hand forward and gently shushed him, pressing a finger to his lips.

Her hands smelt slightly of pomegranate and strawberries. Some of the tension left his body, and Mercury Shine took this moment to push herself forward, her cock sinking deeper inside of him. He could feel the hot heat of her heady horsecock heading deeper into him, with such a potent and powerful effect that it turned his thoughts into a Dr Seuss book for a few moments.

He liked pleasuring the pleasant pony known as Mercury Shine. Here or there, it didn’t matter where, her patient plapping of his unprepared ponut was causing prose to pour profusely from him.

“Ahahs… Cock!” Twist mewled. Mercury Shine chuckled softly, her kindly face still staring deeply into his eyes, reading his facial expressions and ensuring that he was enjoying this almost as much as she was. The mild mushrooming at the head of her member made it dig slightly into his guts, and it felt strange, but in a good way.

The mare gripped his legs firmly, he could feel her nails digging into his legs, hard enough to leave light marks, keeping him focused as she pushed further forward, not stopping until her medial ring kissed gently against the entrance of his rear. He could feel everything.

His body had a lot of nerve endings, and it wasn’t until now that he fully appreciated each and every one of them. It felt like his entire body was made out of one giant nerve ending, and he could feel everything for the first time in his life.

The slight throbbing of her member as her heart worked to pump blood to it, the sensation of her fingernails digging into his flesh, something that should’ve been painful but somehow felt good. In fact, for all the hundreds of words he could have picked to describe this situation, none of them were unpleasant.

A soft gasp rolled from his lips as he snapped back into focus and desperately tried to get a handle on the situation. Mercury Shine’s eyes were still so kind, and she pressed the palm of her hand down towards his chest, feeling his heart beat, which was currently racing.

“Just relax, I’ll do all the work, but you have to try and calm down. I don’t want to hurt you.” Each of the words she spoke calmed his nerves to the point that he managed to relax enough to allow her an easier time pushing in.
“O-OK!” He squawked. His voice broke, his face flushed, and Mercury Shine simply smiled and pushed forward some more.

He felt the medial ring press against his pucker and for a brief moment he was sure that it was stuck, before it slipped inside. He could feel something inside of him, some kind of organ or gland that he assumed was his prostate, lighting up with pleasure as she slid into him, inch by inch.

Her medial ring scraped along his insides and the best he was able to do was gasp loudly and curl his fingers firmer against the metal trolley. He was thankful for the straps now.

With how strange this sensation was, he had no doubts he would be writhing about in pleasure given even half a chance. Every muscle in his body was trying to decide between pretending it was a brick and turning into a fluid.

And the whole time, Mercury Shine simply smiled at him.

It was enough to drive him crazy, in fact he was sure it was driving him crazy, and then he felt her hips finally bump against his rear. It had felt like an eternity since she had started pushing into him, and it was only now that she was fully inside of him? How long had it been?

It didn’t actually matter.

For now, all that mattered was that his teacher was balls deep inside of him, and in that brief moment it seemed like they had become one, and in that moment every doubt in his mind was wiped away. He loved this mare and he didn’t care what anyone else though or might say.

Mercury Shine leaned down to kiss him, and he leaned up to kiss her. For a few seconds, their lips met and their maws locked together. Her tongue battled its way into his maw and hungrily explored it, and the best he could do was let her, with a stupid, shocked expression on his face.

But he was beyond feeling shame, he was beyond feeling bad because of the fact he wasn’t managing to keep up with her. She was a much more experienced mare and it was only natural that she would take the lead.

He would get better at taking her cock, and he would have his chance to show what he was able to do.

Mercury Shine begin to pull her cock back out of him, and he felt it brush against his prostate, the slightly flared head made his eyes, and his entire body give a twitch as a thick spurt of precum splattered against the inside of his skirt.

He could get used to this. Mercury Shine pulled out to the point that her medial ring slipped out of him, then teased her cock backwards until only the slightly flared head remained inside of him.

And then she pushed it forward. It wasn’t hard or fast, it wasn’t like she was some inexperienced stallion that only knew to ram their cock as hard and with as much speed as they could muster into whatever it was buried in.

No, this was one smooth thrust back by all the expierence of someone who had years to practice, and it made his entire body tingle as the medial ring slipped back inside and teased against his prostate once more.

With this, Mercury Shine begin to work herself into a smooth motion, a measured tempo of thrusts that was just fast enough he could never quite catch his breath, but not so fast it hurt his insides. Being new to this, no amount of lubrication would have been able to prepare him if she had just decided to blindly slam herself forward.

Her hips moved back, and then her cock moved forward. Between the thrusts there was a horrible empty feeling, and during the thrusts it felt like his brain was having endorphins shot directly into it. While she was hilted inside of him, these endorphins sizzled away into a buttery feeling that practically had him drooling, and then the cycle would repeat.

All of this, and she never took her eyes off him, she never showed how much she was enjoying it, her face was as stoic and studious as ever, compared to how he must have looked at this point, something approaching a back-alley slut, dolled up in clothes designed for a mare while he got his brains pounded out.

And he was thankful for it. The part of his brain that had told him dressing up like a girl and getting his brains fucked out was a shameful thing to do was a stupid part of his brain anyway, he was glad that it had been crushed under the weight of chemicals and hormones that were flooding his body.

Even with her completely stoic expression, he could tell that his teacher was enjoying this just as much as he was, her cock couldn’t lie and he could feel it slowly twitching and throbbing as she worked her way towards a climax.
For him, the complete opposite was true, his entire body felt like it was one massive nerve ending with all the pleasure that the world was able to gather weighing down upon him.

But it wasn’t the same sort of pleasure that he felt when he started stroking his dick, it felt like a strange kind of pleasure building up within him and slowly spreading throughout his body. It felt like the warm embrace of sunlight, focused above his groin and slowly spreading throughout his body as he tried his best to keep himself together.

A thick, hazy fog was slowly spreading through his mind, his thoughts becoming distant and distracted as she begin to thrust back and forth firmly, keeping a firm grasp on his legs as her balls begin to slap gently against his rear.

The thrusts were still as well measured as ever however, and it never became uncomfortable for him to deal with. The sound wasn’t a plap, it was more of a soft slap that firmly reminded him of his place while not being uncomfortable or painful.

His own length was hard from the pounding, twitching softly as he tried to process what was happening. A thick blob of pre was suddenly forced from his cock, splattering along his blouse as he let out a grunt of pleasure.

Mercury Shine seemed to be driven into overdrive by seeing just how much he was enjoying it, and her hips begin to move back and forth at a slightly rougher pace, now it was starting to boarder on uncomfortable.

And he was loving it. The mixture of hormones and chemical compounds that his body was producing in response to the sex was producing a dulling effect to any painful sensations that might have come from the rough pounding.

Her member was softly twitching inside of him, and her breathing seemed to be getting slightly faster with each thrust, those large balls slapping softly against his rear as he tried his best to stay focused.

With each passing moment, that sunlight like sensation was slowly growing more intense, making his limbs tingle and his eyes become glassy and unfocused. His member let out another needy spurt, and he suddenly came to the sudden realization that he was about to cum.

Mercury Shine smiled down at him as this happened, it was not a mocking grin, instead it was a comforting grin, the kind of grin that told him she was happy for him, and happy that he was enjoying this.

His member twitched, and that sensation of pressure grew even more intense, and all of a sudden she leaned down towards him, with a grin on her face like a cat about to dismember a mouse, a predatory smile.

He knew exactly what she was going to say, and he was helpless to stop it. Her hand reached down from one of his legs to firmly slap his member, sending it wobbling all over the place as she buried herself inside of him with a powerful thrust, angling it towards his prostate.

“W-weh!” Mercury Shine said, her back arching as her hands once again gripped his legs, digging into the supple flesh as her cock flared inside of him, the head of her member suddenly swelling up against his prostate, forcing his back to arch as it twitched rapidly.

A thick stream of fertile futa cum splattered into his insides, kept in place by the flare. It was like the same sunlight sensation that had been tantalizing his body this whole time, only in liquid form.

It’d have been good to say that he made some respectable grunt and blew his load then and there, but keeping a straight face when your partner just said ‘weh’ and then spanked your cock was simply not a possibility with the situation that he was in.
Instead of a grunt, the noise that he made was a sort of choked laugh as he leaned back against the trolley, before his orgasm suddenly hit him and killed his laugh dead. His entire body blazed with pleasure as his cock begin to shoot his thick load all over his blouse and stomach, eyes fluttering and legs attempting to kick against the air, before Mercury got a firm grip of them once more.

He was forced to ride out his orgasm rocking against her, eyes fluttering and that choked laughter still attempting to escape as his thick load splattered all over his chest. As the orgasm ripped through him, it made his rear clench around her member, milking her for everything she had to give.

And then just like that, their orgasms were over, but that warm buttery feeling was still flowing through him, and as they slowly came down from their highs and basked in the feeling of their afterglow, everything seemed right with the world.

Mercury gently eased her member from out of him, the flare popping out gently followed by a thick stream of fertile mare cum that splattered all over the trolley as he lay back against it.

“Fuck… That was great. Thank you.” He said, before chuckling softly to himself as his mind came back into focus. “Do you have to say weh during sex though, it’s really distracting.”

His teacher was busy cleaning herself off, leaving him lying on the trolley with cum leaking from out of him.

“Of course. You wanted to sleep with me, it comes as part of me as a package so don’t argue. And get ready, after I clean myself up, I have a lot of tests to run, and a lot of stress to dump into my little boy toy~”

Oh fuck. This was going to be a long day.

Not that he minded. It felt like he was drifting on a cloud of pleasure. A cloud of pleasure that he could so get used to. Life was good.