The Ponyville Prowler

Twilight Sparkle prided herself on being a well-organized, well-prepared mare, the sort of mare who had a plan to deal with any eventuality. Unfortunately, none of the many plans and strategies she had filed away in that intelligent mind of hers addressed what one should do upon finding themselves abducted by a masked mare-molester, spirited away to a secret hideout in the clouds, pinned to a dirty mattress, and then shamelessly violated. Consequently, as the Prowler threw herself down onto Twilight, pressing her naked body against her and pressing her ravenous lips against her own in an intense, savage kiss, Twilight could do nothing but let out a jumbled stream of panicked exclamations.

Twilight was immediately and completely overwhelmed, both within and without. Her veins filled with both fearful and lustful hormones, she thrashed wildly about, but the Prowler's strong limbs held her fast, so she accomplished nothing but rubbing her own half-naked body against the Prowler's. She turned her head this way and that, but was unable to break the seal of the Prowler's predatory kiss, or to fight off the strong, dexterous tongue that slithered into her mouth, sought out her own tongue, and proceeded to bully it into submission. Rapid flashes of fear, of panic, of desperation, and even shameful pleasure filled her brain like fireworks, fueling the constant stream of muffled grunts and cries that flowed from her mouth into the Prowler's. The Prowler seemed to drink down those noises as if they were the sweetest of creams, and eagerly milked Twilight for all she was worth.

In Twilight's panicked mind, the Prowler's hands seemed to be everywhere at once. She felt them on her chest, squeezing and squishing her soft breasts through her skimpy top. She felt them on her bare belly, running across her sensitive sides and tickling squeals of involuntary delight out of her. She felt them between her thighs, stroking her quivering pussy through the thin fabric of her short-shorts. She even felt them on her neck, squeezing just tightly enough to make it clear which one of them was in control.

Twilight wasn't sure how long it went on like that, either during or afterwards. Seconds? Minutes? Hours? It was all the same to her, just a single unbroken moment filled with terror, with panic, and with spine-tingling, toe-curling pleasure. The countless kisses and nibbles she received, the gropes and the grabs, the tickles and teases, all of it seemed to blend together into a never-ending torrent that washed over her, threatening to wipe clean her very soul. It did not end, not until Twilight suddenly felt a pair of strong hands upon her chest, and heard the loud ripping of fabric.

Twilight squealed in shock as she felt the sudden kiss of the cool night air upon her chest, and realized what had happened. A moment later, the lips locked with hers were removed, accompanied by a loud, wet pop. Twilight took several gasping breaths as she watched the Prowler lift her head, and then look downwards, licking her lips hungrily. Twilight followed the Prowler's gaze down to her chest, where she saw the tattered remains of her poor tube top, which had been ripped right down the middle by the Prowler's strong hands. With that meager impediment out of the way, Twilight's breasts, those pretty little purple teardrops, were finally exposed, as were the two delectable little pink nipples they boasted.

Twilight had only a moment to process her sudden exposure before the Prowler darted their head forward like a viper, heading straight for one of those tantalizing teats. She felt a jolt of pleasure as the Prowler took that sensitive nub into her mouth and gave it a good, hard suck, and she let out a gasping moan. She continued to moan and squeal and whimper as the Prowler resumed her assault, her hands greedily helping themselves to Twilight's body, while her mouth teased and tasted Twilight's delicious breasts. Twilight had felt overwhelmed before, but that had been nothing compared to the mind-melting pleasure she felt as the Prowler licked and kissed, nibbled and nuzzled, and sucked and slurped her way over every inch of Twilight's vulnerable chest.

"Sweet Celestia," the Prowler mumbled, when her mouth was not full of boob. "You got some...some great titties, Twi!"

Twilight could do nothing but moan in response, although she wanted to do more. She wanted to cry for help. She wanted to shout at the Prowler, demanding that she cease her carnal assault. She wanted to call the Prowler every horrible, disdainful name that a villain such as her deserved to be called, but she could not. The part of her brain that cared for such petty things as morality, decency, and sexual consent was rapidly waning, making way for the part that cared only for the rough, intense pleasure currently coursing through her body. Already, her skin tingled with sexual electricity, and her wild thrashing was not so much a conscious escape attempt as it was a reflexive reaction to the ruthless molesting she was enduring.

No...have to...have to fight it! Can't...let her...win!

Twilight's stubborn resistance was commendable, but even she could not have weathered such an assault forever, especially not once the Prowler plunged one of her grabby hands into Twilight's shorts, worming her fingers beneath Twilight's panties to reach the precious treasure they concealed. Twilight gasped as the Prowler's hand passed over the well-trimmed patch of dark blue hair it found there, brushed against her quivering clit, then moved down to the sopping-wet lips of her pretty, purple pussy. Twilight's lovely little marehood, unlike the Prowler's, was small and subtle, just a cute, girlish slit compared to the Prowler's plump lips. Still, that innocent-looking pussy was leaking like an old, crumbling dam, poised to burst. The Prowler, clearly sensing how wet and eager that little pussy was as she firmly stroked it, took only a moment or two to tease its tender flesh before plunging a finger right between those lips, past the delicate folds they framed, and right though Twilight's virgin-tight entrance.

Twilight felt as if she had been struck by lighting. Her back lifted up off of the mattress, reflexively arching, and her eyes went wide as she let out a wail of pure ecstasy. A cascade of erotic noises followed as the Prowler plunged deeper and deeper into Twilight, barreling past Twilight's clenching walls in her need for speed. It took only moments for the Prowler to bury her finger knuckle-deep into Twilight's tight, wet tunnel, but by that time, Twilight had already been reduced to a quivering, whimpering mess. Her legs trembled, her hips bucked, and she bit her lip to stifle her whorish moans. Still, she resisted.

Can't...give in. Can't...enjoy it. Can't let her...make me...

Twilight's train of thought was derailed as the Prowler began to pump her finger in and out of Twilight's pussy, working the tender flesh quickly and forcefully, sending wave after wave of pleasure shooting straight up to Twilight's barely lucid brain. While that marehood was no stranger to stimulation, its nerdy, unsocial owner having spent many lonely nights in the past exploring it, the gentle, probing touches it was used to paled in comparison to the rough, predatory pussy-pounding it was currently experiencing. The Prowler moved with clear experience and almost reckless confidence, quickly identifying Twilight's most sensitive spots, some of which Twilight had not even been aware of, and subjected them to every manner of manual ministration imaginable. She swirled and twirled, poked and prodded, slipped and slid all over Twilight's dripping honeypot, frying the poor mare's brain with pleasure unlike any she had experienced before, all with one little finger.

The Prowler briefly popped their lips off of one of Twilight's breasts, grinning up at her victim's squealing, scrunching face. "What's the matter, Twi?" she said, breathing heavily. "You...You gonna cum? Oh, you can't do that. You said mares didn't like this, remember?" She promptly returned her mouth to the slobbery nipple it had been tending to, swirling her tongue around it, while increasing the speed of her finger-thrusts.

The Prowler's words filtered through the raging storm of lust swirling around in Twilight's head, and despite currently howling like a bitch in heat, Twilight still found it in her to feel shame at the Prowler's taunt.

No! Not...gonna...cum! Not gonna...not gonna...cum!

The stubborn thought almost had the opposite effect, however, as Twilight could sense her impending climax, and recognize the futility of her resistance. The Prowler was now pumping her pussy as if her life depended on it, as well as teasing her clit with her thumb, a potent combination that was quickly pushing Twilight to the furthest limits of her endurance. Her body had already submitted to the Prowler's unquestionable dominance, her legs spreading wide and her hips bucking against the Prowler's hand, wordlessly begging for more. Only her mind continued to resist the inevitable, although her will was rapidly crumbling under the weight of her own intrusive, treacherous thoughts.

Just give in, Twilight! Just give in! She's so big and strong, and you're so little and weak! Just let her take what she wants!

No! Can't...Can't give...in!

Come on, Twilight! It'll feel so good to just submit to her! Don't you want to feel good?

No! No, I...I...can't...

Yes, Twilight. Just let it happen. Just close your eyes...and cum!

No!

Yes!

I can't...

You can!

I...

You!

Want...

To...

CUM!

Twilight threw back her head and let out a thunderous scream as she finally reached her peak, then went sailing right on over it. Waves of white-hot pleasure washed over her, and her little body convulsed, as if 10,000 volts were arcing through her muscles. Her toes curled, her back arched, and, between her spasming legs, her pussy clenched like a vice, sending a rivulet of hot, sticky marecum gushing forth. All throughout this incredible, indescribable climax, the biggest Twilight had ever experienced by far, the Prowler continued her assault, her lightning-fast fingers not giving Twilight's pulsating pussy even a second of rest, not until the very last wave of pleasure had slammed into Twilight, the very last drop of marecum had leaked from Twilight's lips, and the little mare's thoroughly fucked body fell limp upon the mattress beneath her.

Twilight wasn't sure how long she lay there, her head swimming and her body twitching with the aftershocks of her earth-shaking orgasm. Through the thick haze of afterglow that clouded her mind, she was dimly aware of her heavy breathing, of the stars passing before her eyes, and of the weight of a feminine body resting atop her. Her half-lidded eyes were pointed up at the cloudy ceiling above her, but as the Prowler slowly withdrew her finger from Twilight's depths, sending a shiver of pleasure shooting up her spine, Twilight's eyes clamped shut, and she let out a weary, breathy moan. She could hear the wet sound of slick flesh as her pussy was vacated, and the Prowler popped their lips off of Twilight's boob.

A moment later, the Prowler moaned contentedly, as if she were tasting a rare delicacy. "Mmm...You taste amazing, Twilight," she said.

Twilight did not even have the strength to lift her head and see this, but she didn't have to, for the Prowler's face soon appeared in her field of vision, looming over her. Twilight stared up at that grinning face, seeing the glistening marecum slathered over those lips.

"Here," said the Prowler. "Have a taste!"

The Prowler raised her hand, which was thoroughly slathered with Twilight's fresh marecum, bringing it to Twilight's lips. She unceremoniously shoved those soiled fingers into Twilight's gaping mouth, swirling them around Twilight's tongue. Despite Twilight having sampled the distinctive flavor of her own marecum before, tasting it on the fingers of another was a hundred times more delicious, and a hundred times more erotic. Her mouth reacted instinctively, closing around those fingers and gently sucking on them, like an infant sucking on their mother's breast. Somewhere in the recesses of her melted brain, Twilight recognized the shamefulness of such a lewd act, and might have put a stop to it, but her body was no longer obeying her orders, choosing instead to unabashedly pursue the erotic pleasure her tormentor was offering her.

The Prowler chuckled as she watched Twilight clean her fingers. "Gee, Twilight," she said, "you sure look like you enjoyed that...but that can't be right. You said it yourself: no mare could possibly enjoy being molested...right?"

Twilight dimly registered the sarcasm, and struggled to come up with a reply that might salvage even a scrap of her dignity, but her mouth was far too preoccupied at that moment to form words.

"I don't think I've ever seen you this relaxed," said the Prowler. "You really did need a good molesting, didn't you?"

The Prowler slowly pulled her fingers out of Twilight's mouth, and a satisfying slurping noise filled the room as they parted.

"You sure are lucky I was willing to give you one," said the Prowler, "even after you were so rude to me."

The Prowler shifted position, laying down directly on top of Twilight, smooshing their breasts together and looking Twilight straight in the eye.

"You were saying such awful things about me earlier," said the Prowler, "calling me a bad guy...just 'cause I like giving little mares like you the hard fucks they need." She reached up and put a hand on Twilight's face, gently squishing her cheeks together. "After that, I really should have just sent you home...all needy and unsatisfied...but I didn't. Heck, I even let you cum first! I don't usually do that. You're lucky I'm such a forgiving mare." She leaned in and placed a gentle peck on Twilight's forcefully puckered lips. "Still...I think I'd like to hear a 'thank you' after everything I've done for you. Think you can do that, Twi? Say 'thank you'." She released Twilight's face, giving Twilight the opportunity to speak.

By this time, Twilight's senses had returned to her, at least enough for her to recognize the humiliation of the request. Her earlier anger, her disgust, and her righteous indignation hovered on the edge of her mind, acknowledged, but unheeded. Instead, it was her lingering cum-drunkenness, her newfound submissiveness, and an odd sense of reflexive politeness that chose her words for her.

You...monster. You...pervert. You...dirty mare-molester. I'll never...I'll never say...

"Thank you," said Twilight in a breathy whisper.

The Prowler's grin widened, and she chuckled devilishly. "Good girl," she said, patting Twilight's head.

The Prowler slowly pushed herself up off of Twilight, then rose to her feet, standing beside the mattress. She strode over to where she had left her drink and took a few quick gulps, before glancing back at Twilight. "Whew!" she remarked as she took in the sight of the sweaty, half-naked mare lying before her. "I sure made a mess of you, didn't I?"

Twilight swallowed, despite her dry mouth. Summoning her strength, and her courage, she slowly lifted her head up off of the pillow, looking down at her body. She let out a shuddering gasp as she beheld the glistening saliva slathered all over her breasts, and her shorts, which had been soaked through by the massive amount of marecum she had been leaking. Her cheeks reddened as she stared at that dark, wet spot at her crotch, and could only imagine what her panties must have looked like. She didn't have to wait long to find out, however.

"Here," said the Prowler, setting aside their drink, "why don't we get those off of you?"

Twilight's gaze rose to the Prowler's grinning face as her tormentor approached the mattress once more, kneeling down between Twilight's legs.

"Wait!" said Twilight, her voice still weary and weak.

The Prowler ignored her plea, quickly scooting up to Twilight's hips and reaching for her shorts. It took only an instant for the Prowler to undo the button, and an instant more for her to pull down the short zipper.

"Don't!" said Twilight. "I...I..." The poor, conflicted mare wasn't sure whether it would have been more shameful to continue wearing the cum-soiled garment or to remove it. She wasn't even sure if she wanted to feel that shame or not.

Regardless of Twilight's feelings, the Prowler wasted no time in taking hold of those shorts and pulling them down, revealing the undergarment beneath. While Rarity had, out of habit, offered Twilight several pairs of stylish panties that would have gone well with the rest of her provocative attire, Twilight had elected to stick with her usual undergarment: just a plain, off-white pair of cotton panties. Like their owner, they were practical, functional, and modest; they might have even been called "chaste", had the entirety of their crotch region not been wet with Twilight's love juices.

"Aww...did the little filly get her panties all wet?" said the Prowler with a babyish inflection, as if she were speaking to a toddler or a little animal. "Don't sweat it, Twi. I won't tell anyone."

Twilight looked away from the lewd sight of her drenched panties, feeling the warmth in her cherry-red cheeks. Meanwhile, the Prowler pulled Twilight's shorts all the way down her legs and over her high-heeled shoes, before casually tossing them aside.

The Prowler sat there silently for a moment, smiling contentedly as her lecherous eyes wandered over the body of her most recent conquest. "You know, Twilight," she said, "you remind me a lot of the little nerdy fillies I went to high school with." She took hold of Twilight's legs at the knees, using them to gently pull Twilight down the mattress, stopping when Twilight's head had slid off of the pillow. "I fucked all kinds of fillies back in those days...popular fillies, sporty fillies, goth fillies...but I think the nerdy fillies were my favorites." As she said this, she took hold of Twilight and slowly rolled her onto her belly, positioning the weary mare so that her head rested just below the pillow. "Wanna know why?" She casually grabbed Twilight's tattered tube top from the back, pulling it up and off of Twilight and tossing it aside.

Twilight remained silent, although the images that flashed through her mind as the Prowler spoke of her sexual exploits made her quiver.

The Prowler suddenly leaned down, placing her hands on Twilight's shoulders and pressing her lips against Twilight's ear. "It's cause all those little nerds," she whispered, "all those prim, proper little fillies with their big glasses and their dorky sweaters and their...um...oh, what do you call 'em? Those...pocket-pencil thingies?"

"Pocket protector," replied Twilight reflexively, unable to resist correcting someone's vocabulary even in such inappropriate circumstances as that.

"Whatever," said the Prowler. "The point is...those fillies always acted like they didn't care about sex. All they ever talked about was math and science and colleges and boring stuff like that. They acted like they weren't as horny as all the other little sluts I played around with." One of her hands left Twilight's shoulder, slowly moving downwards. "They put up a good act, I'll admit...but it was just an act. As it turned out...those little nerds were the biggest...horinest...thirstiest little sluts in the whole school!" Her wandering hand passed over Twilight's bound wrists, arriving at the pert little ass beneath them. "I'm honestly surprised I didn't realize it sooner than I did. I figured it out eventually, though." She grasped the top of Twilight's panties. "I realized those fillies were squealing a little bit too hard...when I gave them their wedgies!"

With a powerful tug, the Prowler yanked Twilight's panties high into the air, the soft, sodden fabric tightening against the sensitive, freshly-fucked marehood it was meant to protect. The jolt of painful pleasure that shot up Twilight's spine made her spasm reflexively, and her eyes went wide as she let out a shocked yelp. Of course, the mental shock of being subjected to such a humiliating, juvenile torment struck her just as deeply.

"They fucking loved it," the Prowler said, giving Twilight's panties several tiny, gentle tugs as she continued, teasing her tender pussy with little tingles of pleasure. "They loved it when I'd pull their panties against their needy little pussies." She gave a sharp tug, eliciting another yelp from Twilight, then continued as before. "They loved it when I'd yank down their skirts and show everyone their cute little asses." Another yank; another squeal. "They loved it when I'd come up behind them and grope their little sweater puppies." The next yank drew out a whimpering moan. "They especially liked it when I'd put them up against a wall and give their braces a nice, long tongue-polishing...right in front of everyone." Three yanks came in quick succession, each stronger then the last; the three accompanying squeals mirrored them.

The Prowler chuckled as she watched Twilight quiver and pant beneath her. Whether out of mercy or boredom, she suddenly released Twilight's panties, giving the little egghead a temporary reprieve. "Long story short," she said, "those fillies were all little closet sluts, even before I got my hands on 'em...and kinky as hell too! You should've heard some of the stuff they begged me to do to them once I got 'em alone in a bathroom stall or the locker room! Lucky for them...I was more than happy to provide." She reached down between Twilight's legs and gently stroked her tender lips, making her moan softly. "I used to wonder why the biggest eggheads were always the biggest pervs. I stopped questioning it eventually, and learned to just enjoy it. There is one thing I'm still curious about though." She pressed her face against Twilight's, looking into her half-lidded eyes as she continued to tease her trembling marehood. "Are you like that too, Twilight? Are you some kinky little turbo-slut...just pretending to be a good, well-behaved egghead? Have you just been waiting for a big, strong mare like me to come along...and give you everything your pervy little heart's been wanting?" She grinned. "I think you are, Twilight. I really, really do."

The fingers playing with Twilight's marehood suddenly fell still, and then were removed; Twilight felt a profound bittersweet feeling at their departure. A moment later, the Prowler got up on her hands and knees, then crawled further up the mattress. Twilight's hazy eyes followed her as she made her way to the pillow, then plopped her sexy, blue buns down onto it, sitting with her legs spread wide to either side of Twilight. For several moments, Twilight stared at the big, beautiful pussy sitting just a scant few inches away from her face, those lips slick with sweat and leaking juices. When Twilight saw the Prowler reach a hand down and slowly stroke those lips in an undeniably erotic display, she slowly looked up, up to where the Prowler's smug, confident grin sat upon her face.

"So, how 'bout it, Twi?" said the Prowler. "Are you ready to stop pretending? Are you ready to admit you're just as much of a dirty little whore as all those other mares I've molested? I already know you are...and I think you know it too. In fact, I'm so sure about it that...I'll even make you a deal."

The Prowler removed their hand, giving Twilight an unimpeded look at her pussy. "If I'm wrong," she began, "if you really are the perfect little egghead that everyone thinks you are...then you win. You win...and I'll give you exactly what you said you wanted when I brought you up here. I'll clean you up. I'll take you home. I'll even take off my mask, and you can have the guards haul me away. You can be a big hero, and everypony in town will love you. You can even write to the princess and tell her what a good job you did catching me. I bet she'll be so proud of you."

As the Prowler continued, her carefree smile, while not disappearing, took on an intense, sinister quality. "On the other hand," she said, her tone matching her expression, "if I'm right...if you are the pervy little slut we both know you are...then your ass is mine. Your ass...your tits...that slutty little pussy of yours...it all belongs to me...and I'll use 'em however I want. I'll use your sexy little body in ways you couldn't even dream of. I'll fuck you so hard that it'll make what I did to those other mares look like a handshake by comparison. I'll put you through every naughty fantasy you've ever imagined...and every fantasy I've ever imagined. I'll give you exactly what you've always wanted...you little slut."

The Prowler's demeanor relaxed, and her smile returned to being merely smug. "So what's it gonna be?" she said. "I don't have all night, you know. You don't even have to say it, if you're too embarrassed. Just come over here, right between my legs...and show me how much you want me. Don't be shy! I don't bite...not very hard, anyway."

Twilight looked from the Prowler, to her pussy, then back again, struggling to sort through the dozens of questions swirling through her mind. Could the Prowler possibly be telling the truth? Would she actually turn herself in if Twilight stood up to her? Would Twilight get to rip that mask off of her smug face and finally learn who the vile mare-molester truly was? Most important of all...is that what she really wanted? Did she really want the Prowler to submit to her or...did she want the opposite? Did she want to cast aside her responsibilities, her duties, her dignity, and her self-respect...and give her needy body the brain-breaking pleasure that it still craved? What would happen if she did do that? What would the Prowler do to her...and what would she want the Prowler to do to her?

Twilight's reflexive response was to deny all of the horrible, degrading things the Prowler had said about her. She was Twilight Sparkle, for Celestia's sake, not some sex-crazed bimbo! She was a national hero, Princess Celestia's favorite student, and a respected member of the community. She had won the "Librarian of the Year" award for her efforts to promote literacy among Ponyville's fillies and colts. Her books were more well-organized than those of the Canterlot Public Library. She had gotten straight 'A's ever since kindergarten. Any way you looked at her, she was the model for what a respectable young mare should be: responsible, intellectual, well-groomed and, above all else, modest. There was no way in a thousand years that she would ever willingly submit to the perversions of a villainous mare-molester...right?

Twilight felt her pussy tremble, and she slowly looked back down. She was all of those things, she thought to herself, but she was also much more. She was Twilight Sparkle, the mare who probably had more smut hidden under her bed than everypony else in Ponyville put together. She was the mare who had asked her favorite foalsitter to bathe with her, even after she had been much too old for such things, just so she could get a look at the older girl's mature, feminine body. She was the mare who had pilfered her older brother's underwear from his dirty laundry, sneaking it away to her room to keep her company on lonely nights. She was the mare who had asked the princess to tutor her on pony anatomy, just so she could hear that beautiful, silken voice form the words "breasts", "buttocks", and "vagina". Most relevant of all, she was the mare who had spent the past two weeks touching herself while thinking of everything the Prowler had done to her voluptuous victims...and everything the Prowler might do to a little mare like her.

Twilight looked upon the Prowler's pussy once more, gazing at it, as if it were the most important thing in the entire world.She pored over the gentle slopes and curves of that beautiful flesh, and as she did so, she felt the profound urge to study it more closely, it being such a perfect specimen of female anatomy. After all, she was an egghead through and through, but she was also, as she slowly realized, a grade-A slut, just a needy little mare who wanted to touch and be touched, a mare who wanted to experience the irresistible pussy before her not with the cold, dispassionate touch of a scientist, but with the loving, worshipful caress of a lover. She wanted it...and she needed it. Her little heart fluttered as she realized this...realized that she was already right where she belonged, right there between those sexy, blue legs...and that there was nowhere she would rather have been.

I'm sorry, Ponyville.

Twilight squirmed, slowly and awkwardly crawling forward.

I'm sorry, mayor.

Twilight drew nearer to her goal, getting close enough that her hot breaths caressed those slick lips.

I'm sorry, princess.

Twilight paused, her eyes locked on the succulent flesh before her. She wasn't sure if it was because of dehydration, exhaustion, or simple, overwhelming lust, but in a moment of delirium, she could have sworn she saw those lower lips give her the same smug, triumphant grin as the lips on the Prowler's face.

I...I...I...

As Twilight's will finally broke, she darted forward, burying her face into her new owner's pussy.

Twilight's lips met those of the Prowler in a kiss as binding and irrevocable as that shared by a bride and groom on their wedding day. She could never go back. She could never undo what she had done. She had made her choice, and she would have to live with it for the rest of her life.

None of this registered in Twilight's mind, however, for the instant her lips touched that plump, juicy pussy, she forgot all else. Her lingering thoughts of her friends, her duties, and her town were swept away by a tide of carnal delight that she savored with all five of her senses. She felt the heavenly soft skin against her face, nuzzling it needily, and basking in the incredible warmth of it. She breathed in the potent, feminine musk, shivering as that overpowering aroma filled her lungs. She tasted the incomparable flavor of a mare, her eager tongue slipping out of her mouth to lap at the warm juices leaking out. She savored the soft, wet squelching of that slick flesh as she kissed and licked it. She gazed upon it through half-lidded eyes, watching it clench and quiver reflexively in response to her fervent ministrations.

The Prowler made a sound that was half triumphant chuckle, and half pleasured moan. "I knew you'd make the right choice," she said, placing a strong, but gentle hand on Twilight's head.

With every second that passed, Twilight fell deeper and deeper into her own ecstasy, allowing it to swallow her up and consume her. The sheer thrill of tasting that pussy, the first she had ever touched, (other then her own, of course,) was unlike any she had ever experienced before. She had wielded magical powers beyond pony understanding on multiple occasions, but even such arcane feats as those had never made her spine tingle, made her toes curl, or made her little heart pound in quite the same way as they did then. Within moments, she was addicted, and mindlessly threw herself into her appointed task, allowing her long-repressed carnal urges to direct her increasingly wild pussy-worship.

The Prowler moaned and sighed contentedly as Twilight serviced her, but also chuckled at her new toy's clear inexperience. "C'mon, Twi...you slutty little egghead," she said. "Really get in there!" As she said this, she gripped the bases of Twilight's twintails and used them like handles to pull Twilight closer, mashing Twilight's face into her pussy.

Twilight let out a whimpering moan at this domineering act, although she was muffled by the plump pussy smooshed against her mouth. She was momentarily stunned by the clenching of her moistening marehood, but quickly recovered, and renewed her carnal assault. Despite the lustful fire raging in her mind, she still had enough wits to recognize the command she had been given, and unquestioningly carried it out. Rather than lapping at those lips like a mindless, hungry animal, as she had been doing, Twilight now forced her tongue between them, savoring the sweet nectar slathered over the Prowler's pretty, pink petals, then plunged straight into her awaiting entrance.

The Prowler let out a shuddering moan. "Oh...yeah!" she cried, pulling Twilight closer still.

Twilight had spent many long hours "studying" the art of cunnilingus as depicted in her favorite works of erotic literature and, as one might expect of the organized mare, had devised a well-thought-out and highly detailed plan for optimal pussy-pleasing, one which she had never before had the opportunity to make use of. Unfortunately, Twilight was not at all in the proper mindset for doing anything methodically. Instead, Twilight merely worked her tongue deeper and deeper into the Prowler's pussy, fighting past the powerful clenches of her slick, velvety walls. Like a brave explorer, she went as deep into that uncharted territory as she could go, before allowing her tongue to run free, licking and lapping her way this way and that, determined to taste every inch, every little nook and cranny of that delicious pussy.

The Prowler signaled her approval with a myriad of moans, grunts, and muttered words of encouragement. "Oh, yeah! Oh...fuck, yeah!" she moaned. "Oh...good girl, Twi! Just like that! Just like that...you little slut!"

The Prowler's words drifted into Twilight's mind, the little unicorn not even registering their demeaning nature, only their positivity and approval.

Yes, I...I am a good girl.

Twilight had always been a good girl. When she was a little filly, she had been a good girl for her mother, always doing her chores, eating her vegetables, and telling her how much she loved her. Later in life, she had been a good girl for the princess, studying hard, doing all her homework, and bringing her favorite teacher a big, juicy apple every day. Now, lying between the sculpted, sexy legs of the Prowler, she continued to be a good girl, eagerly and obediently worshiping the body of her new mistress.

Mistress. Is that who she is now? Is that what I'll call her?

Twilight dismissed the thought almost as quickly as it popped into her head, not caring for the answer. She would call the Prowler Auntie Butterscotch if she was ordered to. So long as the Prowler allowed her to savor her sexy body, Twilight didn't care about anything else.

As the minutes slowly passed by, and Twilight continued to vent her years of bottled-up lust upon the Prowler's pussy, her own needy marehood began to ache for similar attention. Every clench around her tongue, every trickle of mare juices she tasted, and every bestial grunt that came from the Prowler's lips further inflamed the little unicorn, quickly driving her mad. Twilight squirmed and trembled upon the mattress, desperately wishing that she could reach between her legs and plunge a finger or five into her leaking lips, but with her hands still bound behind her back, she was powerless to do so. The denial of pleasure aggravated her to no end, but it also further motivated her to please the Prowler, as she knew the only way she would be able to get off was if she allowed her to.

Thankfully, the Prowler soon took notice of Twilight's plight, savoring the sight of Twilight's hips humping the mattress in a desperate attempt to get any kind of stimulation. "Aww...does my little fucktoy wanna get off?" she said in between moans.

Twilight cracked her eyes and looked up, staring at the Prowler's grinning face as she continued to pleasure her pussy.

The Prowler smirked at the needy, pleading look she saw in Twilight's eyes, clearly reveling in the control she had over the poor little mare. "Why don't you ask me real nicely...and...and I'll think about it," she said, speaking through her moans. "C'mon, slut...just...just say 'please'. Can you do that?"

Twilight was much too far gone at that point to care about her dignity, and so immediately responded to the humiliating request.

Please! Please...get me off!

Unfortunately, with her tongue still buried deep in the Prowler's pussy, Twilight's words were no more than unintelligible moans.

"What was that?" said the Prowler. "I...I didn't quite catch that."

Please! Please, just...just let me cum!

Twilight's words, while more emphatic, were no more intelligible than before.

"Sorry, can't hear ya!" the Prowler said. "You really gotta speak up if you want me to—"

PLEASE! FOR THE LOVE OF CELESTIA, JUST MAKE ME CUM! TOUCH ME, GROPE ME, FUCK ME, ANYTHING! JUST PLEASE MAKE ME CUM!

The Prowler's smug grin momentarily faltered, so stunned was she by the intensity of Twilight's plea, by the needy trembling of her body, and by the tears welling up in her eyes. She quickly recovered, however, smiling down at Twilight and chuckling warmly. "Alright, Twi, calm down!" she said. "I hear you. You just keep bein' a good little pussy-pleaser and...and I'll give you what you deserve."

Twilight's heart leapt at this, and she immediately redoubled her efforts, pistoning her tongue in and out of the Prowler's pussy with crazed intensity. The Prowler's moans and groans immediately grew louder, and she bit her lip to stifle them. The Prowler released Twilight's mane, but quickly wrapped her powerful legs around Twilight's head, squeezing tightly to let her know that she wouldn't be going anywhere. The Prowler's great wings, which had been twitching and trembling like the rest of her, gradually began to unfurl, soon extending to their full, impressive span, and flapped reflexively when Twilight touched the Prowler's most sensitive spots.

True to her word, the Prowler soon rewarded her little sex-pet with some much-desired pleasure of her own. With Twilight securely leg-locked, she was free to reach down Twilight's back, once again taking hold of her panties. Twilight whimpered as she felt this, realizing what the Prowler had in store for her. Despite this, Twilight still squealed when the Prowler gave her panties a hard yank, and her aching pussy was squeezed against their soft, wet fabric. The Prowler waited a few moments for the pleasure radiating through Twilight's body to settle, loosening her hold slightly, then yanked again, repeating this process over and over again.

"You...You like that...little slut?" the Prowler moaned.

Twilight could do nothing but moan in response, although slowly arched her back as the Prowler played with her, pushing her little purple ass up into the air. Taking this as encouragement, the Prowler began to torment that vulnerable rump even more ruthlessly, yanking Twilight's panties so hard that the sound of popping seams could be heard with every pull. Although, the sounds of ripping were mostly drowned out by the wails of painful pleasure that Twilight made every time she felt her panties rub against her quivering lips, and against the delicate, sensitive petals within.

"You went to some smart kids' school in Canterlot...didn't you?" the Prowler said. "Bet you didn't get many of these there, did you?"

Twilight had indeed not received any wedgies during her time at Princess Celestia's School for Gifted Unicorns, the school having been a respectable institution full of respectable fillies and colts, not the sort of place where such abhorrent activities as schoolyard bullying would be allowed to occur. This inexperience had led Twilight to think of such torments as strange, exotic and, though she never would have admitted it, a bit exciting. More than once during her youth, she had entertained the exhilarating fantasy of a bigger, stronger mare cornering her and doing whatever she pleased with her, a fantasy that paled in comparison to the domineering treatment she was currently experiencing.

With one hand, the Prowler yanked Twilight's panties high into the air, the abused garment pulled so far between Twilight's soft, purple cheeks that they more closely resembled a thong than the modest undergarment they had once been. With her panties out of the way, the pink, six-pointed stars that decorated the sides of Twilight's ass were fully exposed. "Well...lemme give you the public school experience!" said the Prowler, before raising their free hand high into the air, then sending it hurtling down towards Twilight's vulnerable buns, right onto her cutie mark.

The thunderous crack of the Prowler's palm colliding with Twilight's ass was loud, but only slightly louder than the sharp squeal Twilight let out as the pain jolted through her. Twilight was momentarily stunned, and her tongue fell still, but as the sheer eroticism of her humiliating abuse sank in, she let out a whimpering moan, and got right back to work.

That little cloudy room was soon filled with a symphony of erotic noises, one which increased in tempo and volume with every minute that passed. There was the sharp crack of the hard spanks delivered to both of Twilight's buns, and the accompanying squeals of pained pleasure. There was the harsh ripping of fabric as Twilight's panties were yanked higher and higher, and she moaned and whimpered in response. There were the soft, wet squelches of two burning-hot marepussies, one worshiped and the other abused, but both thoroughly enjoying the spine-tingling pleasure they experienced. Of course, there were also the myriad of moans, grunts, whimpers, wails, and other indescribable noises that came from the mouths of the two mares, each one eagerly pushing the other to greater heights of sexual ecstasy.

"You...You gonna...gonna cum, Twi?" said the Prowler, barely able to speak through her moans. "Little slut gonna cum from...from being wedgied?"

Twilight moaned, although she wasn't sure whether that moan was meant as an affirmative, as an appreciation of the mind-blowing ecstasy of her sexual domination, as a response to feeling her panties grinding against her aching pussy and her virgin asshole, or all three at once.

"C'mon, Twi...just...just a little more!" the Prowler said. "I'm...I'm almost..."

Despite her inexperience, Twilight could clearly tell that the Prowler was nearing her climax, her smug, confident mask slipping, revealing the burning need concealed behind it. Her tongue was already aching from exhaustion, but still, she pressed on, driven by the all-consuming desire to be a good little slut and make her owner cum as hard as possible.

"That's it!" the Prowler moaned, giving Twilight's panties another hard yank, and her ass a firm squeeze. "That's it! Cum with me, Twi! Cum with me...you slutty little egghead!"

After all of that teasing and torture, Twilight, too, was rapidly nearing yet another orgasm, but unlike the first one, this one she recklessly charged towards at full speed, not caring for what might happen to her. Her body was trembling constantly from all of the sexual energy building up within her, just waiting to explode out. Her legs quivered, her hips twerked, and her eyes clamped shut in anticipation. She was so close...so close. She just needed one more little push...one more straw to break the pony's back...

That push came in the form of the Prowler who, having reached the end of her considerable endurance, crashed head-on into an orgasm as explosive and as thrilling as a sonic rainboom. She threw back her head and let loose a long, wailing scream of ecstasy that filled Twilight's ears, drowning out all else. Her body tensed and trembled, her pussy clamping down on Twilight's tongue and her strong legs constricting around Twilight's head, squeezing the little unicorn like a stress ball. Her powerful wings flapped hard, turning the inside of that cloud into a veritable wind tunnel. From within her quivering, clenching cunt flowed forth not a trickle, not a river, but an entire tsunami's worth of hot, wet marecum, which rushed directly into Twilight's waiting mouth. Last, but certainly not least, she grabbed hold of Twilight's ass with one hand, clinging to it for dear life, and with the other, gave Twilight's panties one last climactic pull, giving her a wedgie so brain-breakingly intense that it went well past "atomic" and into power levels that only a certified egghead like Twilight could have come up with a proper term for.

Twilight wasn't sure which of these sexual stimuli pushed her over the edge, and she didn't have time to consider the question, for the very next moment, Twilight was enveloped in the electric embrace of her own life-changing climax. She unleashed a shrieking howl of primal lust loud enough to make her ears ache, even muffled by the Prowler's plump pussy. Every inch of her body, from the tips of her scrunching toes to the crown of her little egg-head burned with pleasure unlike any she had ever experienced, even making her previous orgasm feel mild by comparison. She writhed and wriggled upon the mattress as if she were having a seizure, but locked between the Prowler's legs as she was, she could do nothing but continue to pleasure that pussy, and try not to drown in the ocean of marecum that she eagerly gulped down. Her brain cracked like a walnut under the sheer force of the pleasure radiating from her punished pussy as the Prowler pulled harder and harder, and her panties were wedged deeper and deeper between her lips, going so far that she felt like they were rubbing up against her womb, until at last...

*RIIIIIIIIIIIIP*

Twilight's poor, abused panties, which had valiantly withstood an entire school career's worth of wedgies that night, finally succumbed to the Prowler's unstoppable might, its sopping-wet fabric tearing as easily as tissue paper. Time seemed to slow to a crawl as the panties broke in two, severing the connection between the two mares so abruptly that the Prowler fell backwards onto the soft, fluffy floor behind her. Caught off guard by this, the Prowler's firm leglock loosened, allowing Twilight to take several quick, gasping breaths. With her back resting upon the floor, and her ass still resting on the pillow, the Prowler gave one final quiver, squirting one last burst of marecum onto Twilight's face, then finally fell still.

The two mares lay like that for an unknown amount of time as their climactic orgasms receded, allowing them to bask in the soothing warmth of their afterglow. Both of their little pussies continued to tremble and clench sporadically, releasing slow trickles of marecum and sending aftershocks of pleasure coursing through their limp, sweaty bodies. The Prowler had a weary grin on her face as she lay there, half-on and half-off the mattress, her wings flapping reflexively beneath her. Twilight, too, trembled as she lay there, her handprint-covered ass still high in the air, and her thoroughly cum-drenched face pressed against the pillow, lying in a puddle of saliva and marecum. Their screams having faded away, that peaceful quiet was broken solely by the sounds of their heavy, panting breaths, and by the sounds of their hearts pounding in their respective ears.

The Prowler was the first to recover, predictably. After taking a brief rest, she managed to stir her weary body to life again, rolling over onto her side. As she pushed herself up on shaky limbs, she realized that she was still clutching one half of Twilight's ripped, soiled panties in her fist, and she chuckled a soft chuckle at this. As she looked over at Twilight, looking upon the once-respectable mare's cum-drunk expression, the makeup running down her cheeks, and the marecum dripping from her lips, her snoot, and even from her horn, she felt a primal, animalistic thrill of dominance, and her pussy clenched in response.

Twilight, meanwhile, could only watch through hazy, half-lidded eyes as the Prowler slowly rose to her feet. Her little egg-head having been fried over easy by her orgasm, it took her a while to process her situation. She could feel the sweat dripping down her trembling, jelly-like limbs. She could feel the fading sting of the spankings her little purple rump had been subjected to. She could feel the marecum slathered all over her face, and oozing from the corners of her mouth. As her wits slowly returned to her, she thought to herself that she had heard tell of mares who squirted when they came, but had never imagined that such mares were capable of gushing such great geysers of marecum in a single climax. Suddenly, the thorough cum-drenchings the Prowler's previous victims had received did not seem as implausible as she had previously thought.

"You...You like that?" said the Prowler, her voice weary, but as smug as ever. "Little egghead liked being broken in?" She slowly walked around the mattress, approaching Twilight's exposed hindquarters. "As if I even need to ask."

Twilight suddenly felt the Prowler's hand upon her, and she realized that the front half of her ruined panties were still clinging to her groin, wedged between her pussy lips and plastered to her skin by the gallons of marecum she had released. The Prowler grasped the tattered garment and slowly peeled it off of Twilight's body. As she did so, and Twilight felt the sodden fabric rub against her tender, sensitive marehood, a shiver ran up her spine, and she let out a weak, whimpering moan.

The Prowler examined the scraps of Twilight's panties, savoring the sight of her lewd trophy. "I hope you don't mind, but...I'll be keeping these," she said. "I don't think you'll want these back, anyway."

Twilight groaned at the addition of insult to injury, although it was far from a displeased exclamation.

The Prowler casually tossed Twilight's panties onto the floor, then stepped closer to her. Placing a foot on Twilight's upthrust rump, she gently pushed her limp body over. Twilight whimpered as she flopped over onto her back, lying there upon the mattress like a sexy, sweaty piece of meat. The Prowler took a moment to savor the sight of her, poring over the body of the quivering, cum-drenched egghead clad in nothing but her slutty high-heels, then slowly got down on all fours, crawling on top of her.

"So, Twilight," said the Prowler, staring down into the soiled face of her newest toy, "you got anything to say to the mare who just fucked your big brain out?"

The answer came easily to Twilight this time. This time, there was no internal struggle, no arguing with herself, no doubts over what the right path was. For the first time in a very long time, the little unicorn was completely without doubt, without worry, and without concern. She was not worried about stopping the latest in a long line of villains threatening the peace of Ponyville. She was not worried about meeting the imagined standards of her beloved mentor far away in Canterlot. She was not even worried about what sort of rough, degrading, and incredibly exhilarating torments the Prowler would put her through next. In that moment, the anxious, neurotic little egghead was completely and totally at peace. She loved that feeling...and she loved the one who had given it to her.

"Thank you...mistress," said Twilight, her voice a breathy whisper.

The Prowler chuckled, shaking her head. "Mistress?" she said. "What did I say? Closet sluts, all of you."

The Prowler lowered her head, pressing her lips to Twilight's. Once again, the Prowler's tongue invaded Twilight's mouth, and while it was as firm and dominant in its motions as it had been before, it was also slow and attentive, like the gentle petting of a beloved pet's head by their owner. The promise of rough, brutal, yet loving dominance that kiss conveyed was not lost on Twilight, and she moaned softly as she accepted it into her heart.

After swirling her tongue around Twilight's mouth for a minute, savoring the taste of her own marecum on another mare's lips, the Prowler broke their kiss with a wet pop. She grinned down at the soiled, yet sexy face of her little plaything, before placing one last little smooch on the tip of Twilight's snoot.

"Why don't you take five, Twi," said the Prowler as she climbed off of Twilight and rose to her feet, "then we can get started for real."

Twilight's eyes widened at this, scaroused at the implication of the comment. "Huh?" she groaned, looking up at the Prowler.

The Prowler was already walking away, but paused briefly, looking back down at Twilight. "Well, yeah," she said. "That was just a warm-up. I gotta go move the cloud real quick so nobody finds us, but when I get back –" she smiled a smile that sent a shiver down Twilight's spine, and a quiver through her pussy "– that's when the real fun begins."