When Rainbow Dash woke up, she did not expect it to be from slamming her face into the desk below her.

Nor did she even expect there to be a desk below her. Rubbing her sore snout and glancing cautiously around the room, she noticed the array of empty student desks and chairs, a motivational poster and a map of Ponyville plastered against the wall.

Was she really awake, or was this just another one of those weird dreams about school again?

A sharp crack, as a ruler hit a desk. "Rainbow Dash! Were you paying attention to anything I just said?"

Oh crap!

Wait, was that Cheerilee? She really was at school again! Her first week, and she was already spacing out. Twilight would be furious if she knew her friend hadn't been paying attention in Wonderbolts History 101 again.

Cheerilee cleared her throat. "Now, I know a… fast-paced pony such as yourself shrinks at the idea of adult education, but Twilight told me how important this is to you. And you did pay tuition already, after all. I know this is hard for you, but I'd really appreciate it if you could give it your best shot, just like you do with your flying."

Rainbow Dash scratched her mane. "Sorry, Miss Cheerilee. I know it's important, I just—"

Cheerilee looked at her with a concerned expression. "Just what? I know here you're technically my student, but as your friend, I also want to make sure you're feeling your best, and can truly find the motivation within you to succeed in this class, rather than just grinning and bearing through it."

Rainbow Dash looked to her left. Outside, a cool breeze tickled the tree leaves. The clouds were friendly, meandering against the clear blue sky. It was a perfect day for flying, not for sitting indoors.

"I guess I'm just having a hard time focusing," she sheepishly said.

Cheerilee stood up from her teacher's desk and walked over to Rainbow Dash, placing a concerned hoof on her shoulder. "Oh dear, I suppose it would be that way. Is there anything I can do to help? Talk me through how it feels."

Rainbow Dash shrugged. She was supposed to be cool and awesome. It was totally uncool to talk about her feelings. She groaned and mumbled something under her breath.

"Please?" Cheerilee asked. "Good pupils aren't afraid to share their feelings."

Discomfort tugged at Rainbow Dash's mind. Well, she guessed she could trust Cheerilee. She mumbled slightly louder, "I don't know, really. One second I'm hearing you trying to explain something on the blackboard, and the next, I'm sound asleep."

Cheerilee nodded. "Can you say more? Surely there's something that happens between those two events."

Rainbow Dash rifled through her memories. "I guess… it starts with your voice? Like, I know you're trying really hard to be enthusiastic about it, but after a while, it just kind of sounds like droning to me. I-I mean, no offense."

"None taken. You're not the first, and you won't be the last pony who thinks so. What next?"

Rainbow's head was already buzzing from trying to remember Cheerilee's voice. In some way, reliving the experience made it easier for her to remember the rest. "And then, I don't know? I just start, like, paying attention to how things move instead of the words coming out of your mouth. Like the chalk moving up, down, up, down on the chalkboard…"

Cheerilee nodded. "Something like this?" She presented her ruler to Rainbow Dash, dangling it in front of her face and swinging it back and forth.

Rainbow Dash yawned. "Yeah, like that." Her posture noticeably relaxed as she let out a yawn, her eyes beginning to absentmindedly follow the ruler.

"What next, Rainbow Dash?"

"H-Huh? Oh, right. Then I guess I start nodding off, even though I try my best to keep my eyes open. Like, the room just starts feeling nice and cozy, and I start smelling whatever scented candle you have on your desk. It's really relaxing."

Rainbow Dash's posture sagged as one eye began fluttering rapidly—open, shut, open, shut.

"That's good. Keep going. And then?"

Nothing but the sound of Rainbow's deep breaths as her jaw slackened. Cheerilee tsked. "Good pupils finish their thoughts when asked to, Rainbow Dash."

Rainbow's words slurred heavily. "G-good pupils f-finish their thoughts… A-and then you always ask me what's wrong and come over to my desk and tell me to…"

"Sleep." Cheerilee grabbed Rainbow's head with one hoof and firmly tapped her. "Sleep."

Rainbow Dash slumped forward in her chair, eyes shut and her posture completely limp. Cheerilee eased her into a more comfortable position with expert care, then stood back to admire her work.

She giggled. Rainbow Dash had fallen into trance not even twenty seconds ago, and she was already beginning to drool.

Well, not like it hadn't happened before.

Cheerilee let out a needy breath she hadn't realized she'd been holding. "Oh, Celestia…"

She felt a twinge of guilt. Of course, it was highly unprofessional of her to hypnotize her student. Yet, it had been so easy—Rainbow Dash had practically offered it to her on a silver platter. When she'd first discovered hypnosis by accident, it was almost like… like Rainbow Dash had been asking to be the perfect test subject. Even a few beginner techniques had been more than enough.

Plus, she was just so undeniably cute lying there as she gently snored. Cheerilee stroked the side of Rainbow's face, petting her multicolored mane. She reasoned that if she was getting something out of this deal, Rainbow Dash should as well—but that would wait until the end of class.

She leaned over and whispered softly in Rainbow Dash's ear, "Can Dashie please wake up for me?"

Rainbow Dash stirred slightly in her seat before her head smoothly rose from its position and turned to face Cheerilee. Her eyes were open, but glazed over, like she wasn't really focusing on anything. "I'm awake, Miss." Her voice lacked the typical roughness it usually possessed, and she almost seemed to match the demureness of Fluttershy.

"Do you know why I put you in trance, Rainbow Dash?" asked Cheerilee.

"Yes," Rainbow Dash droned. "I fell asleep in class. You don't like when I fall asleep in class, Miss."

Cheerilee giggled. "Yes, that's right. And why did you fall asleep in class, Dashie?"

Of course, Rainbow's conscious mind had been asked to forget, but her unconscious mind had no such block imposed on it. "You hypnotized me again, Miss. You made me kiss you in trance and then ordered me to forget. Then you told me to wake up as my head hit the desk."

Cheerilee patted Rainbow's head. "Very good. And for your information, I took you into trance again right after just to reinforce it more," she said. "I don't have the trigger quite down yet… but imagine if I can get you so deep that eventually, I can just gesture a signal or say some innocent phrase that puts you under. Wouldn't that be wonderful?"

"Of course, Miss," Rainbow Dash drawled. "Dashie loves serving her teacher." A useful mantra Cheerilee had installed in her.

Cheerilee nodded. "That's a good student."

She turned her attention toward her growing arousal, and bit her lip. It had been well past the point of acknowledging that hypnosis was her kink. Still, it didn't prevent her from feeling tremendous embarrassment at the thought.

Cheeks reddening, she barely managed to stammer out, "R-Rainbow Dash, i-in a moment, I'm g-going to turn my r-rear to face you, and you're going t-to e-eat me out. Is that okay?"

No response. Rainbow Dash only blankly stared ahead.

Cheerilee's face continued to flush. She still wouldn't have it happen that simply yet. So, she continued, "You're going to think that what's coming out of my marehood is pure, unfiltered sugar water. It tastes nice and sweet, and it's your favorite drink. You are going to want to lick and suck every drop to quench your thirst. Is that okay?"

Rainbow Dash exhaled. "Sugar water… sweet… want it…"

"S-say it with me. Good pupils love eating Cheerilee out."

Rainbow's mind processed the command. Of course, she readily accepted it. Good pupils always did what they were asked. "Yes, Miss. Good pupils love eating Cheerilee out."

Rainbow leaned forward, her face pressed up against Cheerilee's soft hindquarters. The scent was heavy and heady. Though her mind accepted Cheerilee’s suggestions, savoring the sweet taste, her tongue acted purely on autopilot, licking up every droplet with mechanical precision.

Cheerilee let out a soft moan as she felt Rainbow's warm tongue begin its dutiful task, starting with soft, tentative laps. There was no hesitation, no teasing buildup—Rainbow simply did as commanded, each lick slow but steady. Cheerilee's body shuddered with pleasure, her back legs quivering as the heat built in her core. Her breaths came shorter now, quicker, her mind buzzing with a mix of guilt and intense arousal.

"Dashie…" Cheerilee gasped, her voice trembling as she reached a hoof to lightly touch Rainbow's head. "Open your mouth… all the way now…" she managed to say between shallow breaths.

Rainbow complied instantly, her mouth parting fully just in time for Cheerilee's body to release, the pleasure finally spilling over as she moaned aloud. Cheerilee trembled violently as she felt herself gush into Rainbow's open mouth, her hooves gripping the edge of her desk as she rode out the waves of her orgasm. Rainbow remained faithful to her task, obediently continuing to lap at Cheerilee’s release with a mindless devotion.

When it was done, Cheerilee, still panting heavily, turned back to face her prized pupil. Rainbow's eyes were still dull, her expression devoid of any true recognition. Quickly, Cheerilee grabbed a tissue to wipe up any of the last spots of her juices that remained, both from herself and Rainbow's face.

She checked the time. Fifteen minutes until class ended, and Rainbow's friends would be waiting for her outside. Her lesson wasn't done, and she hadn't a moment to spare.

"Rainbow Dash," she continued, "in a moment, I'm going to wake you up from the trance. You're going to forget everything that happened while under. Rather, you'll simply think that I let you power nap for a few minutes because you looked so sleepy. Okay?"

"Yes," said Rainbow. "You let me fall asleep, and I won't remember anything."

"Good Dashie. And as a reward for your good behavior, when you wake up, you're suddenly going to find it's much easier to focus. All of a sudden, my lesson will be the most interesting thing in the world for you, and you'll feel the need to pay attention to all of it until class is over. You'll continue to find yourself interested in my lectures, still subconsciously so ready to become my good, hypnotized student again."

She paused, letting the commands absorb into Rainbow Dash's mind. "Okay, I'm going to wake you up now." Cheerilee kissed Rainbow Dash's cheek one last time before she got up and began walking back to her teacher's desk.

"Three," she said softly. "Feeling yourself begin to stir, like coming up from a good dream. Two, feeling the desk pressed against your face and the weight of your hooves in your lap. One, blinking away the light, taking a big breath, feeling fully lucid. Zero. Fully awake. Wake up, Rainbow Dash."

Cheerilee held her breath as Rainbow Dash yawned and raised herself back into a sitting position, stretching out her wings and legs. She hoped her commands had been enough.

As the world grew into focus around Rainbow, her eyes locked with Cheerilee's, and she gave a sheepish smile. "I feel much better now. Thanks for letting me have that nap, Cheerilee."

She wasn't sure why, but Cheerilee seemed to exhale in relief. "That's great to hear, Rainbow Dash."

Rainbow smacked her lips. Crap… she must have been drooling really hard this time. There was a thick, sweet taste on her tongue she almost recognized, but couldn't quite place. Yes, it was pleasant, but she didn't think much more of it.

"Now, is it alright if I continue my lesson?"

Rainbow Dash shrugged. "Sure."

Though she hadn't been confident she could pay attention much longer, for some reason, all of a sudden, the little illustrations of the Wonderbolts' history and their various trials and tribulations in establishing the groundwork for their organizational rules seemed a lot more interesting. So interesting, in fact, that she straightened her posture immediately and leaned earnestly towards the blackboard.

She didn't want to admit it, but… maybe learning about her predecessors was really kind of cool? Especially when… when Cheerilee was the one teaching her all about it.

Eyes locked onto the material at hoof, the rest of class passed by quickly, like a breeze. When the bell rang, Rainbow Dash waved goodbye to a beaming Cheerilee and happily skipped out the front door.

She couldn't believe she was saying this, but there was class tomorrow, too! She couldn't wait to go back and make her teacher happy all over again.

Author's Note

Thanks for reading! If you enjoyed the story, I'd really appreciate if you left a like <3