The old door creaked ever-so-slightly as Scootaloo opened it slowly. If she was going to get caught, this was one of the most likely times—Auntie Lofty's front door was old and weathered, and like to sound off as if it was in competition with Granny Smith's bones.
Scootaloo closed it behind her as quietly as she could. It was late. She was over an hour past curfew—no thanks to her latest misadventure with Apple Bloom and Sweetie Belle—but as long as she could get to her bed without her aunts noticing, there wouldn't be a chance to regret anything.
She crept along the floor quietly. The living room was dark. That was unusual—usually at this hour, Aunt Holiday would be working on a crossword puzzle on the couch. Scootaloo continued to creep toward the stairs, staying as quiet as a mouse. Soft whispers of her aunts' voices told her that she was not alone, but there was no sign of either of them downstairs.
Gliding up the stairs, making sure to avoid the step that always made a loud creak, Scootaloo turned toward her room at the end of the hall. The door to Lofty's room was open, light spilling into the hallway. Their voices were clearer now. Both seemed slightly breathless, and their talking was littered with gasps, moans, and... sounds Scootaloo couldn't identify at all.
"Yes, yes, right there..."
Scootaloo tilted her head, confusion and curiosity overriding her need to stay hidden.
"Mmm... Deeper!"
She tiptoed down the hallway up to Lofty's room, peering cautiously around the doorway. What she saw there confused her. Auntie Lofty and Aunt Holiday were curled around each other. Lofty had her face buried in Holiday's private areas, while Holiday seemed to have her hoof stuck in Lofty's private areas. Both of them were moving and squirming, little squeaks and gasps erupting from their lips.
"Ah!"
Scootaloo startled as Lofty cried out loudly and Scootaloo quickly pulled her head away from the doorway so as not to be seen. After a few seconds of making sure she hadn't been caught, Scootaloo decided that her aunts were distracted with... whatever it was they were doing? She quickly and quietly tiptoed past the room and slipped into her own bedroom.
As Scootaloo climbed into bed, however, the sounds continued. Gasps and moans, sentence fragments that made little to no sense, and frequent exchanges of the word 'love' floated down the hall. Scootaloo kept dwelling on the images she'd seen. What had they been doing? Questions plagued her until, as time slipped by, the noises quieted and Scootaloo drifted off to sleep.
The next morning, Scootaloo came down for breakfast and Aunt Holiday was eating cereal at the table. As usual, Auntie Lofty was nowhere to be seen, but she was surely at work.
"Hi," Scootaloo said, walking into the kitchen to make her own breakfast.
"O-oh... Good morning," Aunt Holiday replied. "I thought you were staying over at..." she trailed off. Scootaloo saw a red flush cross Holiday's face. "Y-you didn't see anything last night, did you?"
Scootaloo couldn't stop thinking about what she'd seen. The way both of her aunts' faces had been contorted in... pain? Pleasure? Judging from the sounds, they had been having a good time. But something about Holiday's tone told Scootaloo that she saw something she wasn't supposed to see. "No," Scootaloo lied. "I'm not even sure what you're talking about. I came home from Crusading and went to bed early last night."
"O-oh... Okay..." Holiday paused for a few seconds, then nodded. "Okay... good."
Scootaloo really wanted to ask some burning questions. Questions that had been nagging at her since she'd seen... whatever it was she saw. It didn't seem like Aunt Holiday was going to entertain those questions.
With breakfast quickly devoured amongst the storm of questions in her head, Scootaloo grabbed her scooter and went outside, as she usually did. "Bye," she waved to Aunt Holiday as she left the house.
"Behave, please!" her aunt called behind her. Scootaloo usually ignored that request.
It was overcast, and probably going to rain at some point. The Apples had a lot of outdoor space, but not much to do indoors, which meant Sweetie Belle's house was her best bet for a place to play if the weather turned. Scootaloo buzzed her scooter quickly across town and came to a halt in front of Sweetie Belle's house.
Scootaloo knocked on the door. There was an unusually long wait before it finally opened, and Sweetie's dad peered down at her. "Oh, hey, how you doing there, Scootaloo?" he greeted. "I'll have you know that Sweetie Belle isn't here today. She went with her mother to Canterlot this morning and won't be back until tomorrow."
"Oh, okay," Scootaloo said, feeling a bit let down. A brief flash of what she'd glimpsed the night before raided her mind. She really wanted to talk to someone she could trust about what she'd seen, and Sweetie's dad was a bit... 'open' to discussing nearly any topic imaginable. Still, something about discussing it with him felt... off. "Uh... t-thanks!" she replied with faux cheer.
As the door closed behind her, Scootaloo looked out across the town. Not many ponies were going about their business today—it was a bit chilly, and the dark clouds meant that unless a pegasus took care of it, it was going to rain pretty hard. Scootaloo never looked at the weather team's schedule, and she couldn't fly up and do something about it herself.
Her wings buzzed with irritation at the thought. A stray raindrop hit her snout and she looked up again. More raindrops. Her pegasus instincts were still as sharp as any other pegasi, even if she couldn't fly. She stared at the clouds, scrutinizing them in more detail. This wasn't just going to be a rainy day, there was a good chance this was going to be a fairly huge storm.
Scootaloo buzzed her way over to Sweet Apple Acres. It was almost certain that Apple Bloom wouldn't be able to come out to play in this kind of weather, but they could surely do stuff inside the house.
The day went by largely uneventfully, with Scootaloo and Apple Bloom playing board games throughout the day. Still, several times when Apple Bloom was turned away, Scootaloo would catch a glimpse of her friend's nether regions and memories of the night before would flood back into her mind.
"I'd rather not talk about it," was the only response Apple Bloom had given when Scootaloo brought it up, and Apple Bloom had refused to elaborate, so Scootaloo kept pushing the thoughts out of her mind every time.
After several hours, Applejack returned home from whatever she'd been doing, and informed Scootaloo that she needed to head home. Scootaloo briefly considered asking Applejack about her thoughts, because—apart from her aunts, who clearly wanted to not discuss what happened—Applejack and Rarity were the two adults that Scootaloo knew best, if only through proximity to their sisters. But Sweetie Belle and Apple Bloom's experiences told her that both were far too... unwilling to talk about 'private part' stuff like that.
The gears in Scootaloo's head kept turning, though, grinding away at the visions she had seen the night before. Who could she talk to about it? It dealt with a pony's private parts, which meant she couldn't talk to just anyone.
She left Sweet Apple Acres behind, her confusion and curiosity still unsated. The rain had left the ground too muddy to ride decently, so began walking her scooter across town, back toward her aunts' house. There was nothing to do there, but at least it would be dry.
Applejack and Rarity were the two adults she knew best, but as she walked, her mind wandered to others who might be able to help.
Pinkie Pie? Scootaloo wasn't sure she could trust Pinkie Pie to tell the truth—or at the very least, the truth would be mixed with so much un-truth that it would be almost impossible to differentiate the two.
Fluttershy was generally open to discussing almost anything involving biology and bodies, and Scootaloo was sure it wouldn't faze her, but while Scootaloo was confident Fluttershy wouldn't be bothered by the questions themselves, she was also prone to distractions, embarrassment and non-answers.
And for as much as Scootaloo idolized her, she also knew Rainbow Dash would probably just laugh at her.
Which left Princess Twilight. If there was one pony in town who loved to teach, was open to nearly any topic imaginable, and wouldn't judge her, it was Twilight. Scootaloo nodded to herself, her pace quickening as she adjusted her route.
There was a possibility—even a probability—that Twilight would be busy with something, but getting the strange visions of her aunts out of her head would be worth the attempt.
The storm was intensifying, and it was absolutely pouring down rain. Twilight's castle was open to the public, ostensibly because the town's massive library had been destroyed and Twilight's castle was the only feasible replacement in town. Scootaloo slipped inside without fanfare, buzzing her wings and shaking the water from her coat. She set her scooter against the wall near the door and waited.
Spike, Starlight, or Twilight would surely greet her shortly—the castle's doorway was enchanted to notify them when a visitor arrived. Scootaloo briefly wondered if she should ask Spike or Starlight about her conundrum, too, but before she could ponder much, Twilight appeared in the foyer.
"Good evening, Scootaloo," Twilight chirped cheerfully. She glanced around, looking for the other two Crusaders. "It's pretty unusual for you to show up here, and without your friends, too. Can I help you with anything?"
Scootaloo smiled, memories of their old Twilight Time flooding back. "Heya, Twilight. I... saw something, and I don't understand it. I was hoping you could help."
Twilight's eyes grew wide and a smile crossed her lips. "Ooo, you came here to learn something? Well, then!" Twilight's horned flashed, and the world distorted. Scootaloo felt herself ripped through space as the world around her suddenly changed. It wasn't the first time she'd been teleported, but it was still disorienting. She shook her head and looked around the room. "And what better place to find information than in the library!" Twilight announced. "So, what did you want to know about?"
Sometimes it was easy to forget how easily Twilight could make things awkward. Embarrassment wasn't something Scootaloo usually struggled with. "M-my aunts..."
"Your aunts...?" Twilight leaned closer still, wondering what the two mares might possibly have done to leave Scootaloo with such questions.
Like ripping off a bandaid, Scootaloo committed to the question, figuring it would be the least awkward way to do this. "They were touching each other's private bits. A lot. And I don't understand why."
"Well... that's... huh..." Twilight fidgeted, shocked that Scootaloo was being so blunt. The thought of Scootaloo's aunts being an item made sense, but she'd never really considered it before—or the impact it might have on Scootaloo. Twilight began to pace. "Has Cheerilee not..." she muttered to herself, wondering about the state of sex education in Ponyville's classrooms. Ponyville was a lot more conservative than Canterlot, after all. "And how old was I... well... hmm..."
Canterlot's schools had given very comprehensive sex ed courses, but when Twilight had questions, she, too, had approached Princess Celestia, just as Scootaloo was now. Celestia, however, had been quite evasive on the subject. It was one of the few times that Twilight had felt genuinely hurt and ignored by her mentor. She didn't want to leave Scootaloo feeling the same way.
In contrast, Cadance had been quite receptive. Twilight genuinely credited Cadance for giving her a healthy dose of transparency when asked directly about subjects Twilight didn't fully understand—even if later questions led to some 'hooves-on' experiences. Her thoughts drifted back to her private moments with Cadance, and a mild warmth began filling her.
She shook her head to try and clear her thoughts. Cadance's methods might have been a bit much all at once, but Twilight didn't have to go that far. She just needed to resolve Scootaloo's immediate concerns.
With each of Twilight's paces, Scootaloo began to feel less confident. Just as she was about to tell Twilight to forget it, Twilight perked up. "Alright, then, Scootaloo. Let me just grab something..." Twilight walked over to a shelf, perusing the books for a moment before pulling one out. "I think it's best if we start by talking about intimacy."
"Intimacy?" Scootaloo wondered. She'd heard the word, but didn't really have any idea what exactly it entailed.
"Yes. Physical intimacy... One of the adult... things," Twilight said, nodding. For a moment, Scootaloo thought Twilight might not explain further—adult implied she 'wasn't old enough'—but Twilight continued. "When two ponies decide they want to become physically intimate, there are a lot of things that happen. Usually, intimacy occurs between two ponies who love each other. Married ponies, especially."
For some reason, Rumble flashed through Scootaloo's thoughts. She couldn't deny she had a bit of a crush on him and had briefly entertained thoughts of what married life would be like with him. Yet, the older she got, the less 'marriage' seemed like something Scootaloo wanted, and the more she found herself thinking about spending her life with other fillies, instead. Like Rainbow Dash. Or Sweetie Belle. She tried to shoo those thoughts away, focusing on Twilight's words again.
"...But sometimes it's also shared between ponies who are close friends." Twilight continued, oblivious to Scootaloo's internal thoughts. "And, on occasion, two ponies might just want to share physical intimacy, even if they're not really connected emotionally at all." Twilight opened the book and flipped to a specific page—one that she knew all too well from how much she'd studied it as a filly. "This," Twilight said matter-of-factly, "is a vulva." Her hoof tapped the page.
Scootaloo looked down at where Twilight's hoof was pointing. There was a very detailed hoof-drawn picture of a mare's private parts in the book, with the lips spread open partially. "Uh... I thought that was a vagina," Scootaloo replied.
Twilight laughed. "That's a common misunderstanding, because we usually don't teach fillies and colts all about the various parts until they're older." Memories of her first awkward encounter with a stallion surfaced, and Twilight's voice dropped. "... and then some ponies just never learn the right parts at all," she muttered under her breath.
The page turned in Twilight's magic, and there was three diagrams of a stallion's thingy—one tucked away, a second one extended like Scootaloo had witnessed when they pee (something she didn't want to think about), and a third one with it sticking up, which she had only rarely seen (and been told not to look at). It was this third image Twilight was pointing to. "When a mare and a stallion want to engage in intimacy, the stallion's penis becomes engorged with blood and stiffens. This allows the penis to penetrate the vagina—"
"I thought you said it was a vulva?" Scootaloo blurted out, confused.
Twilight let out a small sigh. "Right, let's go back." She turned the page back to the first picture. "This is the anus," Twilight tapped the offending body part. Scootaloo knew that much, and would rather have not had her attention drawn to it, but then Twilight gestured at the rest of the drawing, outlining the image with her hoof. "Everything below it is the vulva—the entire physical structure here—at least, the parts we can see. The vulva has several parts to it."
Twilight's hoof drifted across the page as she labeled each part. "These are the labia, which are the 'lips' that protect the rest of the parts. This is the urethra, where urine comes out. This is the clitoris—the part that 'winks' when a mare is aroused."
This process of teaching this material was arousing Twilight more than she expected. Was this what excited Cadance when she had been a filly? Almost as if in response to her own internal thoughts and what she had just explained, Twilight felt her own clitoris spasm in the tell-tale sign that she herself was winking.
"I'm not quite sure what you mean by aroused," Scootaloo replied. She couldn't see Twilight's physical arousal, but she had seen mares 'winking' before. It was drilled into all young foals: you don't talk about it if you notice it, you don't draw attention to it, and you pretend you didn't see anything. All she really knew about it was that fillies started dealing with it at a certain age.
Twilight blushed, trying to figure out how exactly to explain it. "Well... arousal is..." She had never considered how you might explain the concept to a foal who hadn't experienced it. "It's the desire to engage in physical intimacy," she concluded. "It means a mare wants a stallion to put his penis in her vagina." Her hoof tapped the large, central orifice, but continued before Scootaloo could ask about the feasibility of penetration. "This is the vaginal opening. It leads to the vagina, which is actually a canal inside of you that leads to the womb."
Scootaloo stared at the picture, processing Twilight's words. "Inside?" Her thoughts drifted briefly to Rumble's penis. She'd seen it before, and... the thought of him putting it inside of her was... alarming. But an undeniably weird curiosity bubbled up in her thoughts. "Why would he do that? Doesn't it hurt?"
"Well, even though it might not look like it at first glance, vaginas are actually designed to accept a penis without getting hurt," Twilight replied in her 'matter-of-fact' tone that Scootaloo recognized as a slow descent into her full lecture mode. "It's called having sex."
Scootaloo had heard of 'sex' before. Something older fillies and colts bragged about quite often. A rite of passage that she never learned the details of, but everypony seemed to think was amazing. "I've heard other foals talk about it. Almost all of the colts think it's amazing, but not all of the fillies seemed to agree."
Twilight simply nodded, knowing what those fillies were probably dealing with. "Unfortunately, sometimes ponies are... disrespectful with sex. It can lead to bad experiences, and sometimes it will take a while to move past a bad first impression." Twilight remembered how impressionable she was at that age and decided it was unnecessary, and maybe even harmful, to let Scootaloo know about the worst outcomes.
"But, no matter what anypony says, sex isn't everything. In fact, rushing into it can make the experience less enjoyable. But I promise you, if you do it with a pony who is willing to take things slowly, be gentle, and show some restraint..." She thought again back to those first tender experiences with Cadance and her tail began to rise involuntarily. "Well, it feels really good, and it is actually quite fun."
... Fun. Twilight immediately stopped, realizing that she was quite lacking in the realm of intimacy in recent times. When exactly was the last time she'd even been with another pony—mare or stallion? She wasn't even sure. Maybe that was the reason this conversation was arousing her?
Scootaloo still struggled to understand. Twilight was insisting that it could be a fun experience, but she was stuck on the mechanism. How could being stabbed by something feel good? In response to Twilight's claims, the only word that came to mind was "Why?"
The claim had been self-evident to Twilight because she knew from experience... but it wasn't quite so straightforward to teach. Why did it feel really good? She thought about that for a moment. Her body was beginning to feel warmer as she thought about sex more and more, but the answer didn't come to her until her clit winked again and she nearly gasped. Suddenly, the answer was clear and obvious.
Scootaloo couldn't see what made Twilight fall silent the way she did, and her silence on the issue was increasingly uncomfortable. Was this conversation a mistake? Just as she was about to apologize, Twilight finally responded—and respond she did, dropping fully into what Scootaloo recognized as her 'lecture mode'.
"It feels good for both stallions and mares to have an intimate partner touch your private parts. Though it's most commonly done with hooves, something soft and gentle, like a magical caress from a unicorn, or the light touch of feathers from a pegasus also work wonders. We call touching another pony's parts manual stimulation and it feels really good. It can even feel good to do it to yourself."
Scootaloo thought of the moments where she had touched herself down there. She hadn't really ever focused on it much, but sometimes her body felt funny and nice when it happened, so that made sense. She was always afraid she was doing something she wasn't supposed to, though, and stopped before one of her aunts caught her. Maybe she needed to explore that concept more. "I see..."
Twilight, though, was on a roll. "Oral stimulation—using your mouth on another pony's parts—also feels really nice, especially when done mutually."
Scootaloo immediately thought about what private parts were normally used for and recoiled. "You put your mouth on it?" The thought was somewhat revolting, but then Scootaloo thought about what she'd seen the night before. Auntie Lofty had her face buried into Aunt Holiday's crotch, and... both of them seemed to have really enjoyed it. Twilight's claims still were tracking with the things she had seen.
Twilight paused at Scootaloo's outburst, smiling to herself as she could practically see the wheels turning in the little filly's mind. Watching Scootaloo still brought back those pleasant memories of her time with Cadance when she was young... and a deep longing to feel those things again.
"So that's what she was doing!" Scootaloo shouted, putting the pieces together. But Holiday had clearly not been engaging in oral stimulation. "Okay, okay, so why would my aunt have put her hoof inside of my other aunt's... um... vulva?" Scootaloo tried to use the correct term.
"Actually, in that case, it almost certainly was the vagina," Twilight corrected. "Something going inside the vagina is called penetration. Usually it is done with a penis or some other phallic object, but when done with a hoof, it's also called hoofing."
There was a silence briefly as Scootaloo stared at her own hoof, then at Twilight's hoof. Even her smaller hoof seemed like it would be incredibly painful. "Hooves are way bigger than penises," she stated flatly. "Wouldn't that hurt a lot?"
Twilight giggled again. "Most mares really enjoy the sensation of being penetrated, especially if they're very aroused." She took a breath and let it out slowly, trying to quell her own arousal. "When aroused, a mare's vagina changes to prepare her body to accept... an insertion. That's why rushing into sex is usually a bad idea—arousal takes time to affect your body. As for the size, some mares really like that feeling of being stretched, and it generally shouldn't hurt if you do it right. A vagina can stretch to accommodate much larger things. Foals have to come out through the vagina, after all."
"They... they do?" Scootaloo realized she had no idea how babies got into or out of a mother before, but if the vagina was a 'pipe' that led into her belly, it made sense... in a weird and disturbing way. She knew that mares only got pregnant when a stallion was involved, but she wasn't fully aware of the methodology. "How does the baby get in there?"
A dull thud echoed through the library as Twilight bruised her forehead with her own hoof. She really needed to speak with Cheerilee about the sex ed curriculum. "That starts with sex, too. After a stallion puts his penis inside a mare's vagina, they rock back and forth until he has orgasm, which releases sperm into the mare, and that's how mares become pregnant." She felt herself winking again. She looked at Scootaloo, and her body yearned to feel her innocent touch. A shudder went down Twilight's spine. It wasn't any different than had transpired between herself and Cadance when she was young, but it felt... taboo.
"I thought mares only get pregnant when they go into heat?" Scootaloo replied. Then she stopped to process everything she'd just been told—sex was how you get pregnant. Sex was fun. Some ponies even did it casually. "...Wait, ponies become pregnant for fun?!" Scootaloo shouted, horrified.
"Shh, shh, not so loud," Twilight hushed her. "And yes, generally mares only get pregnant if they have sex while they're in heat. That's why most mares only get pregnant when they want to. Thankfully, even during heat season there are a lot of ways to prevent getting pregnant, which is how ponies can enjoy it casually."
"Oh..." That was better... probably. "Like what?"
"Well..." Twilight blushed again. "There's several different ways, but most of them involve preventing the stallion's sperm from reaching the mare in the first place. And, of course, it's only a problem if both a stallion and a mare are involved."
This was strangely interesting, and Scootaloo wanted to pry more, but it didn't really answer her original question at all. "Well... what about my aunts, then? Neither of them has a penis."
Twilight flushed a deeper shade of red, her lewder thoughts running wild with the application of female-on-female technique—but the filly's inquiry was not baseless. Everything so far had primarily applied to heterosexual relations. "W-well, intimacy between two mares or between two stallions is possible. Stallions often engage in anal sex—"
"In their butt?" Scootaloo interjected, hoping that it wasn't what she thought it was.
"The act of putting a stallion's penis inside another pony's anus," Twilight confirmed. "You would be surprised how good it can feel, for both partners. In fact, almost every aspect of sex is enjoyable for both parties. Most stallions and mares enjoy both manual and oral stimulation, even without penetration."
Scootaloo stared intently at the book Twilight still had on display, trying to imagine using her hoof or her tongue on Rainbow Dash. Would Rainbow Dash enjoy that? Would she enjoy it herself? The book closed, breaking her concentration. Scootaloo blinked as Twilight levitated the book away, and bent down to reshelve it.
There was another book that Twilight wanted to pull out—one that was less focused on the biology of sex, and more on the psychology of sex. Her hoof started tracing along the spines of other books nearby as she scanned the titles. "There should be another book around here that I think would be useful for you..." she muttered.
With the book removed from her vision, Scootaloo was presented with an alternative visual. As Twilight rummaged around on the lowest shelf, her tail was raised, and her own puffy vulva, slightly slickened and engorged, was right in front of Scootaloo's eyes. There was something about the real thing that Scootaloo found far more intriguing than just the drawing on the page—it was more real, and it was... alive. Twilight's... clitoris? Scootaloo was pretty sure that was what it was called—It was winking. That meant Twilight was aroused, right? That she wanted a pony to touch her? Without considering what she was doing, Scootaloo stuck a hoof out, curious to study it further.
Twilight suddenly felt something violating her personal space in a very intimate way. Something came into contact with her clit. "Hey!" she yelped in surprise and spun around as a fierce blush warmed her cheeks. For a fleeting moment, a rage bubbled up inside that somepony would do such a thing.
Scootaloo's expression gave her pause. Twilight was surprised that her ad-hoc pupil seemed unfazed by her quick, somewhat harsh response. Still, this revealed something else needed to be addressed. "Okay, okay. Clearly, there's one thing that I should have covered." It seemed this filly really just wanted to know. To experience. Twilight really couldn't argue with that. Had she really been any different when she approached Cadance?
"What do you mean?" Scootaloo wondered.
Twilight took a moment to gather her thoughts while Scootaloo steeled herself for another lecture—one which began almost immediately. "The most important element of sex is that every pony involved consents to what is happening," Twilight explained. "In fact, making sexual contact with a pony that doesn't consent to it is illegal, and can have severe consequences."
"Does that mean I'm in trouble...?" Scootaloo wondered, her head tilting to the side.
Twilight smiled softly, shaking her head. "No, you silly filly. I didn't say that." That curious inquisitiveness was really... really starting to get under her skin... specifically, the skin of her erogenous parts.
Scootaloo perked up. If this 'intimacy' truly was as good as Twilight said, then... would it be okay? "Miss Twilight, can I please touch your vulva?"
Twilight's mind ground to a halt—though her fantasies had certainly been entertaining the thought, she hadn't expected anything to actually happen. And certainly not that Scootaloo would ask quite so bluntly. But as she processed everything she'd been feeling over the last ten minutes, Twilight slowly came to realize what she really wanted: to re-experience the awkward, innocent encounters she'd had at Scootaloo's age.
There was no way she could experience them again as a clueless filly, but perhaps from the older perspective...? Her body and mind were both in agreement on this issue, even if her heart told her this might be a little bit too far.
"I... I don't mind letting you touch me if it helps you understand a little bit better..." Her cheeks flushed with embarrassment as she looked around nervously. Was there anypony else here? This was her library, but it was technically open to the public. "But if you want to do that, we should probably move somewhere more private."
Twilight led Scootaloo to the hallway, glancing both ways to make sure nopony was around. The weather outside was frightful, so she was unsurprised to see an absence of foot traffic—even on a busy day, only a few visitors were ever here at once.
As she walked toward her bedroom, she could feel her body betraying the secret of her arousal. Her pussy was winking desperately, a craving for touch that Scootaloo would soon sate. Was it wrong for her to be aroused by this? No matter how much she tried to justify it through the lens of her own interactions with Cadance, she knew that Cadance had never been so aroused at first.
Scootaloo followed Twilight Sparkle down the hallway, her eyes locked on the sight in front of her. Twilight's vulva, completely exposed by a tail that arched up and out of the way, seemed to be oozing some sort of wetness, and her clit was flashing in and out every few steps.
It was mesmerizing. Scootaloo was feeling... something. She couldn't really put words to the feeling, though—she just felt a desire to... to touch the secret laid bare before her. Was this what Twilight called arousal?
Twilight led the young filly to her room—the nearest bedroom to the library, of course. Her reading chair was right next to the door—the most well-lit part of her room. Twilight climbed into the chair, and looked down at Scootaloo. Raised off the ground like this, Twilight immediately realized just how perfect this spot was, as the filly's eye level was right at the level of Twilight's own groin.
Her heart pounded in her chest.. "Now, Scootaloo..." She parted her legs, giving the very attentive filly access to her most intimate parts. "You may touch wherever you like, but be gentle."
Scootaloo had seen mares' parts before, though never up close like this. Twilight's legs parted before Scootaloo's eyes and she felt something inside of herself growing... excited? Perhaps watching Twilight's legs open like that was like a flower blooming: seeing it happen was so much more alluring than seeing the fully bloomed flower after the fact.
She leaned in, and the first thing she noted was a smell. It was not a bad smell, but it was certainly a unique one that Scootaloo wasn't familiar with. A thick tang that she couldn't otherwise place. She paused to inhale the scent, closing her eyes as she breathed deep. Her eyes opened again to the purple and pink of Twilight's flesh in front of her. Though with Twilight in her current position the arrangement was upside down, she could easily identify each of the parts shown in the book.
Her eyes darted up briefly to look at Twilight, almost as if she wasn't convinced that this was okay. Twilight just smiled warmly down at her with rosy cheeks, which was all the encouragement Scootaloo needed. She reached out carefully with a hoof.
Twilight bit her lip as that small, orange hoof made contact with her arousal-slickened labia. Scootaloo began to explore cautiously, and each little motion sent electric waves of pleasure straight to Twilight's brain. "Mmm..." she hummed as she once again felt contact against her pussy that she'd been missing out on for so long.
Scootaloo moved her hoof around, feeling out the different parts from the book, pulling and prodding gently at the thick, deep purple lips of flesh surrounding Twilight's pink interior. She could make out the urethra, as well as the larger opening for the vagina as she softly pulled and prodded. The clit winked at her, too, spitting a tiny droplet of moisture onto Scootaloo's nose.
Her body seemed to be warming up, too. Something about the smell; about the closeness and trust she was sharing with Twilight. It was making her feel an increasingly odd—in a good way—sensation that seemed to only make her feel an almost contradictory tension.
Twilight's hums were not lost on Scootaloo, either. Unsure if they were good or bad sounds, she peered up at the older mare questioningly. The happy expression on Twilight's face told her she wasn't doing anything wrong.
The lesson about oral stimulation echoed through Scootaloo's mind. Would she really be willing to put her tongue against a place where Twilight's pee had been? She leaned in closer. The smell was stronger as her nose was brought nearly into contact with the pink flesh. Steeling herself for a possibly harsh taste, she stuck out her tongue, making gentle contact.
Twilight inhaled sharply as she felt Scootaloo's innocent exploration of her body. Her hoof had been nice, but feeling the actual warmth of a tongue on her folds was a whole other level of relief. Her lips pursed as she drew in a sharp inhale. Scootaloo's motions stopped, and Twilight looked down at the filly, who was opening and closing her lips with a confused expression. "It's okay, Scootaloo," Twilight breathed. "I'll let you know if you need to stop. It just feels really nice."
Scootaloo wasn't sure what to make of the taste at first. The texture was viscous, not quite like honey, but enough that it stuck to her tongue. It wasn't bad though, and Twilight was clearly okay with her exploration. Something sparked within her—that she could make a pony happy just through a simple act such as this. She smiled softly up at Twilight, and then bent down again, pressing her tongue against pink flesh and exploring the contours of Twilight's body.
It occurred to Scootaloo that this was exactly what she'd seen going on between her aunts the previous night—and she understood now what Auntie Lofty had been doing to Aunt Holiday. A warmth in her chest sparked a joy she couldn't quite identify, but it grew with each lick, each moan, each moment that Twilight seemed to enjoy the touch of her tongue.
It sparked a sense of competition in the young filly. She wanted to make Twilight feel as good as possible. She began nosing around Twilight's private areas, testing out Twilight's response to different licks, varying the pressure and speed of her tongue and gauging the responses.
Twilight's hooves curled around the arms of the chair, gripping tightly as Scootaloo began suddenly assailing her pussy with a gusto that few of her lovers had ever had. What she lacked in technique, she made up for with enthusiasm. She had to resist the urge to grab the young filly with her hooves and force the filly's muzzle against her dripping slit. Then, as Scootaloo's tongue finally found her clit, her resistance partially crumbled, as her legs closed around the filly and she began panting heatedly.
Powerful legs closed around Scootaloo's head as the older pony moaned out. That was quite the reaction. The winking bulb of Twilight's clitoris retreated, and Scootaloo followed it with her lips and tongue. She licked at it again and again, and when it winked out at her, she caught it briefly in her lips, giving it a little suckle before letting it go. The legs clamped tighter around her head, spurring her onward even more as Twilight cried out happily.
The feeling in Scootaloo's chest was finally something she could identify: Pride. She was happy that Twilight was enjoying her actions. She was glad that she could do something for Twilight that the older mare seemed to enjoy so much that she was ecstatic about it. The feeling in her chest swelled more as Twilight gasped and panted.
Suddenly, Twilight's hooves grabbed the back of her head and forced her face to press tightly into the dripping, moist flesh in front of her. Twilight's body seemed to quiver as she screamed out loudly. Whatever the slick fluid was on Twilight's flesh flowed profusely from somewhere within, and Scootaloo soon found she was getting a significant amount of the potent fluid in her mouth. A long moan tore from somewhere deep in Twilight's core, and Scootaloo could feel the vibrations entering her ears right from the legs clapped around her head.
After a moment, Twilight's limbs went limp and she fell back into the chair, gasping. "Oh my stars," she panted, scarcely able to believe that an innocent filly had been able to bring her to such a mind-shattering orgasm.
The gushing flow of Twilight's mysterious fluids had soaked Scootaloo's face. Though she couldn't necessarily say that it was a pleasant taste or feeling, the internal 'pride' part she'd identified before was positively glowing with how happy Twilight seemed to be. Still, there was the question of what exactly had just transpired.
"Did you just pee?" Scootaloo's inquiry—laced with confusion—cut through the foggy haze in Twilight's mind.
"N-no," Twilight replied weakly. "T-that was just an orgasm."
"I thought you said orgasms were a stallion thing?"
Twilight chuckled as she began to recover. "N-no. Stallions expel semen from their penis when they orgasm, but that's not all an orgasm is. An orgasm is when your body..." she struggled a moment to come up with the right words. "It reaches a peak of sexual satisfaction and you feel it in every fibre of yourself. Your muscles contract powerfully, and some females—like myself—tend to squirt a bit of our own fluids when we orgasm, just like a penis would expel semen."
"Oh." Scootaloo nodded, licking her lips once more. That sounded so strange, and yet Twilight had seemed to enjoy herself immensely. And it also sounded really, really nice. "Do you think I could squirt like that?"
"I don't know," Twilight confessed. "You would have to have an orgasm to find out."
Scootaloo frowned. Was there a reason that couldn't happen? There was no harm in asking. "I'd like to know what it is like to feel what I was doing to you. You really seemed to be enjoying it." Scootaloo stepped back, and then rolled onto her backside carefully, making sure she didn't hurt her wing. "Can you help me find out?" she asked, spreading her legs in invitation.
Twilight balked. That was the line. The one she crossed with Cadance when she was a filly—asking to be touched in return. Now with a much more adult perspective, she understood Cadance's reaction. It was easy to justify letting a filly learn more about her own body through your own—it was effectively impossible to study your own intimate spaces visually, and having a 'real' one in front of you to study, prod, and examine was an opportunity.
It was another thing entirely to directly stimulate a filly to 'educate' her. She could touch herself if she really wanted to explore her own body and feel those sensations. Twilight considered offering to buy Scootaloo one of the many 'toys' designed for exactly such a purpose.
There was no rationale or justification left. Before, she could at least pretend to tell herself that it wasn't about the pleasure, but the education. But deep down she knew that was a lie—she'd enjoyed it. Craved it even. She shuddered to think what could happen if she were a stallion in her position. She couldn't move forward with such an act and continued to pretend she wasn't just as equally interested in her own ability to benefit from it.
And yet, Cadance, too, had ultimately acquiesced. Twilight looked down at the filly before her, practically spreadeagled on the ground and pleading to be touched. As a filly, Twilight had never understood the gravity of her request, but she would have been devastated if Cadance had denied her at that stage in their interaction.
She could not, and would not, inflict that grief on Scootaloo. This precious, brave, brilliant little filly had been abandoned by so many in her life already. In that moment, Twilight decided she would not dismiss this filly like so many others had, appropriateness be damned.
Twilight's horn lit up with magic. Scootaloo felt her whole body lift off the ground as Twilight carefully, gently moved her across the room to the bed, and climbed up next to her.
"Scootaloo," Twilight breathed, her own arousal still coursing through her veins. "Are you sure this is what you want?"
The filly nodded excitedly. "Yes, Miss Twilight."
With a bit of coaxing, Twilight moved Scootaloo into a sixty-nine position. Her larger frame meant she had to bend forward slightly in a slightly uncomfortable way, but it was comfortable enough. And now, she was face-to-cunny with Scootaloo's small, delicate feminine features.
The way her body was contorted would make it difficult to stimulate the filly with her hooves from this position, so Twilight lit her horn and caressed the inside of Scootaloo's thigh with her magic—just a little bit, not wanting to overwhelm the eager filly too quickly.
Scootaloo felt something special as Twilight's magic touched her leg. She couldn't quite understand what it was, but there was a tension there that felt indescribably strange. Whatever it was, she wanted to feel more—to understand it more.
Twilight's own sex sat in front of Scootaloo's face. Something about seeing it in front of her like this felt different from just standing in front of Twilight in a chair. She couldn't quite place what it was, but it was as if the context between them had changed. This time, she used both of her hooves and reached out to Twilight's folds, pulling the lips apart ever-so-slightly.
There it was—Twilight's vagina, slick with the fluids from her earlier orgasm. Scootaloo's curiosity was overwhelming. She slowly started tracing her hooftip across the sensitive, slick, pink flesh, wondering exactly how something was supposed to enter.
A sudden touch against her virgin pussy made Scootaloo yelp. "It's okay," Twilight's reassuring voice came from behind her. "I'm not going to hurt you. Just let me know if you want me to stop."
"No," Scootaloo said, breathing slightly heavier. "It's... nice. Keep going."
Twilight smiled, though Scootaloo couldn't see it. She could feel that Scootaloo herself was getting bolder with her explorations, and she was content to reward like-with-like. Using her magic, she began rubbing gently along Scootaloo's supple, dark orange pussy lips, and was slightly surprised when the tiny clit actually winked at her.
The strange sensation in Scootaloo's nethers caught her off-guard. "What was that?" Scootaloo asked aloud. The genuine confusion in her voice was evident.
"You winked," Twilight replied, smiling. The same thing had happened to her in her exploration with Cadance.
"That felt kinda funny," she said with a titter.
"You'll get used to it," Twilight replied. Indeed, some mares found winking itself to make them hornier. She used her magic to caress Scootaloo's nub directly, making the little filly squirm.
"Ah~! Mmmph...hah!" Whatever Twilight had just done was like it lit her entire brain on fire with pleasure.
Scootaloo's voice crying out fueled Twilight's own arousal further. Her magic might help the filly understand, but the tiny beads of arousal forming around Scootaloo's pussy were just begging for attention. Twilight extinguished her magic and leaned in, placing a long, gentle lick up the entire cleft of Scootaloo's sex. The taste was divine—much less harsh than other mares Twilight had been with—and almost sweet.
"...Whoa." Scootaloo could barely form coherent thought, much less words. Her chest heaving with labored breaths, Scootaloo could barely move as she processed countless new feelings she'd never experienced before. Twilight hadn't been wrong. It felt nice.
The way Scootaloo's little body quavered in front of her, Twilight couldn't help herself, giving the little filly another long lick. This time, she dragged it out with long, slow licks, pressing firmly into her little cunny and tasting the flesh within. There was something intoxicating about this. Something taboo.
Scootaloo's breaths came a little shallower as she stopped her exploration of Twilight's body entirely to focus on what she was feeling. The indescribable feeling from before came back, but she craved more. To touch and be touched. She understood now—this was what she felt when she looked at other fillies sometimes. Was this what Twilight meant by 'intimacy'?
Twilight wasn't oblivious to Scootaloo's sudden absence, but she didn't care—she loved to hear the filly squeak as she continued to deliver lick after slow, deliberate lick. But Twilight's own desires were starting to overflow into her actions. She wanted to explore more. Such a small body in front of her—it would be so easy to just... slip. She gave one more long, slow lick, but this time, she continued even further, allowing her tongue to rub slightly over the filly's rosebud.
"Auuuuuhhh..." Scootaloo whined in a half-moan half-complaint. "Twilight," she gasped. "That's my—"
"I know," Twilight whispered softly. "And I know it can feel nice, too. Is it okay?"
"I—" Scootaloo was conflicted. That was where she pooped from! But Twilight was right, it had felt... nice. Everything Twilight had told her so far was true. Was she really going to doubt the mare now, after all they'd already done? "O-okay."
Twilight smiled as she resumed her sensual assault on Scootaloo's small lips. Her broad tongue pressed into the filly as she swept across the lips again, parting them ever so slightly. The little body squirmed, gasps bursting forth from her lips and leaving warm breath passing across Twilight's own engorged lips.
Scootaloo breathed heavily as Twilight continued to do... whatever she was doing. Despite their exchange, no more contact had been made with her... dark place. Scootaloo slowly began to adjust to the onslaught of pleasure, able to focus a bit better, even though she still immensely enjoyed the sensation of Twilight's tongue probing her.
She resumed her exploration of Twilight's intimate place. Pulling Twilight's pussy lips apart once again, Scootaloo marveled at the warm, wet hole that almost seemed... inviting. Thoughts of her aunts once again flitted to the front of her mind. She looked at her small hoof, and back at Twilight's entrance.
Carefully, Scootaloo lowered one of her hooves, rubbing gently against Twilight's exposed flesh, feeling the slick lubrication of her arousal. Slowly, her hoof pressed into the opening. Twilight's flesh parted as she applied a gentle pressure, and soon the walls of Twilight's pussy were wrapped around Scootaloo's hoof. Twilight's clit winked out at her, almost as if thanking her.
Twilight moaned as she felt something begin to fill her—Another of the many things she had been missing for so many years. Taking deep breaths, she rocked her body slightly against Scootaloo's hoof, encouraging the filly to explore deeper.
Her eyes locked on that rosebud. Her long lick exploring Scootaloo's tight entrance once again was extended. This time, Twilight allowed her tongue to linger against the little pucker, tracing a circle around the muscular ring. The filly's little bulbous clit once again winked out to greet her.
"Miss Twilight," Scootaloo gasped again in reply. She seemed to keep her composure as Twilight continued to lightly tongue at her dark entrance. "That feels really good." There was no doubt or question in her voice. Indeed, the filly seemed to be encouraged by this shared debauchery, pressing her hoof deeper into Twilight's dripping sex.
"Mmm..." Twilight hummed. "That feels nice, too, Scootaloo. But it could be even better. Try pulling your hoof out a little bit before pressing it in again. Gently, but rocking slowly in and out, going deeper each time."
Scootaloo looked at her hoof, fetlock deep in Twilight's flesh. She wanted it deeper? True, she had expected a lot more resistance than she'd gotten so far. She withdrew her slightly, and then, just before it came free completely, she pressed it slowly back into Twilight's depths. Twilight's clit winked again.
"Mmm, yes," Twilight moaned as Scootaloo followed her instruction. "Just like that." There was that stimulation she craved. She could feel an orgasm building again. She was never the kind of pony that could orgasm without direct clitoral stimulation, but she could certainly get built up to a hair trigger to blow at a moment's notice.
Scootaloo built up to a rhythm, enjoying Twilight's squeaks and moans of pleasure. Though it was fascinating to watch her hoof slowly go deeper, the repetitive nature allowed her thoughts to focus a little bit. Butterflies fluttered in her stomach—this feeling was... strange. Like she wanted to keep doing this forever. To be with Twilight like this forever. She didn't understand this deepening desire.
She tried to focus instead on Twilight's actions. She was confused at how nice Twilight's tongue felt against her anus, and felt a dark curiosity about it—if Twilight enjoyed having a hoof inside of her vagina, and stallions apparently engaged in anal sex with each other... would it feel good to have Twilight do... that...?
Her lip trembled. It seemed like a question that shouldn't be asked. "C-c-can you..." Scootaloo stopped, barely able to voice those syllables. She took a deep breath. "Can you go... deeper?" It was little more than a whisper.
Twilight breathed heavily. The further into the depths of questionable decision making she fell, the more she found herself turned on by the taboo. "Okay. Just... tell me if you need me to stop, alright?"
Scootaloo nodded. "I will." She returned to hoofing Twilight's sex, gently letting her hoof slide in and out. Twilight's clitoris winked out again, and the filly stared at its beckoning call. As if it wanted to be touched again.
She brought her lips closer to Twilight again, her nose sliding against her own hoof, until her tongue lapped at that bulb again. Twilight tensed up, and Scootaloo could feel the vagina grip firmly around her hoof.
At the other end, Twilight's magic came to life again, fishing around in one of her drawers, removing her smallest anal plug—while it was certainly not large enough for her own pleasure now that she had adjusted to larger sizes, it would likely be a safe insertion for a young filly like Scootaloo.
Twilight's tongue seemed to linger, and then disappear as Scootaloo felt a strange pressure on her tailhole. Her body went rigid with momentary fear.
"It's okay," Twilight moaned out. "Just relax and let the pleasure wash over you."
The pressure pulled away and Scootaloo tried to relax a little as Twilight continued to trace circles around her anal ring with her tongue. Once she was fully relaxed again, Twilight returned the plug with her magical energy, pressing it against Scootaloo's tail hole again.
This time, Scootaloo stayed relaxed enough for shallow penetration into her sphincter. It felt weird—nothing like the usual function for that orifice. Utterly alien. But before Twilight could go any deeper, Scootaloo had tensed up again at the foreign intrusion, and Twilight withdrew the object again, but kept tracing delicate lines around the ring of muscle that continued to deny it.
"It's okay," Twilight said. "We don't have to keep going."
"N-no," Scootaloo replied, putting on a brave face. "I can take it."
This willingness to explore aroused Twilight all the more. Her heart fluttered in her chest—what was this feeling?
Twilight's clit winked again, and this time, Scootaloo grabbed it with her lips, running her tongue along it, savoring the strange taste that she was starting to develop a fondness for, holding it for a moment before letting it go again.
Twilight felt the pressure inside of her increase. Scootaloo's hoof pressed even deeper until it suddenly found resistance at the back of Twilight's passage. The impact against her cervix made Twilight gasp. Her winking clit began firing off repeatedly as her arousal peaked.
When Twilight gasped, she briefly lost control of her magic, shoving the butt plug more roughly into the filly. Scootaloo gasped out, too. There was a mild moment of pain, but afterward she felt... full. Something about this felt right—felt complete. She felt herself winking furiously, her body screaming for something she didn't fully understand.
Both of them eyed the bulbous flesh that greeted them over and over again—Twilight, with a genuine understanding of Scootaloo's arousal, and Scootaloo with a wondrous curiosity and a desire to see if Twilight would 'squirt' again.
Their lips reached out simultaneously to catch the interlopers. Scootaloo released Twilight's clit immediately as a bolt of unknown pleasure coursed through her.
Twilight had captured Scootaloo's nub and was lashing it with her tongue. The filly still hadn't been able to climax. It was no longer just about the question Scootaloo had wondered about—lost in her carnal desires, Twilight wanted to see it for her own sake.
The growing tension inside of Scootaloo—the warm, fuzzy feeling that seemed closer and closer to breaking free—suddenly snapped. The feeling against her intimacy button was too much. Her body shuddered and trembled as she spasmed next to Twilight on the bed.
A small trickle of Scootaloo's orgasmic fluids sprayed forth from her tiny slit, and Twilight smiled, putting her mouth wholly over the opening and drinking deeply of the sweet, thick nectar. She continued to tongue the filly's convulsing pussy as she drank from those lips.
Scootaloo was left uncertain what had just happened. She rolled onto her back, gasping for air as her whole body recovered from something incredible.
"What was that?" she managed to ask between breaths.
"That was your first orgasm," Twilight said softly. "Was it good?"
"It was..." Scootaloo stared at Twilight's ceiling. "Better. Good doesn't really cover it. It was amazing..." Twilight's face came into view, and Scootaloo locked eyes with her. There was something... special about that connection. A little flutter sparked in Scootloo's chest.
Twilight gazed down at Scootaloo—this smart, vulnerable young filly. Her heart swelled. She couldn't explain it: she wanted to protect. To be there for her. Not as a mother or a sister—nothing like the relationship she had with Spike.
Her heart pounded in her chest. Was she really falling in love with this little filly?
"Scootaloo..." Twilight whispered. "I... I want to... kiss you."
Their eyes remained fixed on each other as Scootaloo remained silent, unable to form an objection. Twilight's lips lowered slowly over the filly, their lips meeting together. The lack of experience with kissing made the entire experience quite awkward, but that only endeared Twilight to the filly even more.
As their lips parted, Scootaloo felt a strange sense of loss. She opened her eyes again. Twilight was inches from her face. Twilight's disheveled mane framed her face perfectly, and drooped low enough that nothing else could be seen—her entire world was Twilight for a moment. Her heart skipped a beat again.
There was no way around it. "Scootaloo... I know it's not okay. I know it's not appropriate for a mare my age, but..." she trailed off.
Scootaloo stared up into Twilight's eyes—she wanted nothing more than to stare into those eyes. "But...?" she whispered.
Twilight hesitated, sitting up onto her haunches in the damp bedding. There was no way she could date somepony so young, and yet she wasn't willing to let go of this newfound connection—one that seemed to resonate so strongly within her. "Would you... be okay with coming back? To do this again sometime?"
Scootaloo sat up, feeling the butt plug inside of her rock with her body. It was an awkward feeling, but also felt... pleasant? She shuffled her hips to get more comfortable. "Twilight, I... I don't know..."
"It's...it's okay," Twilight replied, sadly. "I... I understand." It was for the best this way anyway. She slowly stood up from the bed, her gaze drifting toward the bathroom. "You... you can clean up and go home."
"No, Twilight," Scootaloo replied. "I can't."
"Huh?" Twilight blinked, terrified that she'd missed some important information. "W-what do you mean?"
"I can't go home." Scootaloo gestured toward the soundproofed window. Twilight walked over to the window and looked outside—flashes of thunder and torrents of rain poured from the sky. "I'll have to stay for the night. My aunties would kill me if I went out in weather like this. But... is it okay if I sleep here. In your room. With you?"
Twilight smiled broadly. "Mhmm," she said, tears brimming in her eyes.
"And do you mind showing me more sex things?" Scootaloo rocked back and forth on the butt plug for emphasis. "You didn't even explain what you put in my butt, but can I put one in yours?"
Twilight couldn't help but stifle a laugh as she wiped the tears from her face. She didn't know where this might lead. Her covert relationship with Cadance had lasted several months before it ended—a tryst that never went beyond a casual crush and a lot of sex. A small part of her hoped that maybe—just maybe—this one could be something more.
Fantasies played out in her mind of all the fun things she and Scootaloo could get up to. All of the ways they could share a life together. Twilight could never adopt the filly—that would be even more inappropriate than the relationship they already had.
But only time would tell if there could be something more.
"Okay," she said, laughing in spite of herself. "Okay, you can stay with me tonight. Maybe I can teach you how to kiss better."
Scootaloo smiled. "I would like that."
