Lesson One

by SmutAnon

Rating: mature
Tags: Human, Romance
Length: 17999

All of a sudden, all Twilight can think about is her teacher... what has brought this on? Humanized Twilestia

Twilight has returned to Canterlot in the interest of advancing her studies. One morning, however, she finds Celestia doing something very silly and can't, for the life of her, figure out why. Her curiosity leads her down a path she is unfamiliar with, but still altogether intrigued by. Soon, however, she finds her search drawing her back to introspection, wondering whether she's pursuing Celestia for research… or for other reasons.

Even fearing the inevitable conclusion, she never stops—for Twilight Sparkle is not one to be denied an answer.

Published 1970-01-01 00:00:00 UTC
Last updated 2013-01-11 14:30:01 UTC

The Question

Twilight Sparkle was confused.

It wasn’t the rain that befuddled her; that had been scheduled for over a week now. The setting wasn’t puzzling; the courtyard looked quite plain, with the exception of an occasional statue or bush. And, if she was honest, the notion that somebody would enjoy the rain so much as to run outside and dance in it wasn’t out of the question.

No, it was the fact that today, this very silly person just so happened to be Princess Celestia.

Twilight leaned forward on her hand to the point that her nose almost touched the foggy window. As the rain pattered down against the building, she stared and wondered. Wondered why she’d never seen the almost always composed princess do this before, wondered why the smile on her face was so wide, and how it looked so natural. Lastly, where did she learn to dance like that?

Celestia swung her arms and legs about, tracing delicate patterns through the air and across the grass, giggling as she glided across the courtyard. Twilight gaped at the grace with which Celestia moved, a poise that seemed to contradict the ridiculous, carefree act. Her hair flowed through the air unhindered and her light brown skin glistened with moisture. The rain soaked through her fine white dress, dragging it across the ground behind her twirling body. The v-neck sagged and dripped, and the sleeves drooped and were flung about sloppily with each motion of Celestia’s slender arms.

That grin, though... that absurd grin! Twilight pressed her hands against the sides of her head. Why is she wearing that silly grin? Did the princess hold some secret? Did the rain actually tickle her? Twilight had nearly thrown open the window and to questioned her, just to figure out why she was being so, well, daffy!

Summoning a quill and notebook from across the room, she began furiously scribbling down notes.

Shows little concern for weather schedule. Perhaps she hasn’t had the chance to dance for a while? Maybe has some free time?

Didn’t seem to prepare properly for an excursion. Possible, even likely, that Celestia did not even know weather schedule. Investigate possible slacking on attendants’ parts.

Dance movements seem practiced. Is she giving someone else a lesson? Twilight paused, searching the rest of the courtyard for other watching eyes, but found none. Does not appear so. Thank goodn—

Catching herself, Twilight went back and scratched out the last sentence. Why would I write that down? She’s not myprincess. She doesn’t teach me exclusively,thought Twilight. She shook her head and resumed.

Doesn’t seem to stick to a particular style. Based on my education in such things, I would not call this a standard dancing pattern. Her arms do not swivel in synchronous movements with her legs.A partner would be hard-pressed to keep her footing. Future dance endeavours with princess unfeasible without further research and practice. Practicing for the ball later this week?

Twilight levitated a checklist over, about to scribble down an addition before stopping herself. This wasn’t about learning to dance with the princess, and besides, Twilight had no intention of dancing at the ball herself. She just wanted to sit next to Celestia and talk; her chances were much better than they were at the gala. Frowning, she tossed the checklist aside before turning back to her notes.

Her body seems to accentuate her movements. Would require a well-fit, thin, andtall stature to replicate with any accuracy. Twilight looked to her own curvy hips and stalky arms, then sighed. While not without some appeal, her assets were nothing compared to the princess’s. This researcher is not a likely candidate.

The reality didn’t stop her from wanting, though. Wanting to be swept up in those tender arms, guided through an effortlessly smooth dance, stepping in and out of those slender, well-defined legs, returning a smile from that—

The notebook hit the floor with a thud, getting a jolt from Twilight. She scooped it up quickly, blushing at her daydream’s ability to loosen her grip. These were not appropriate thoughts to be thinking about the Sun Princess of Equestria! Glancing out the window, she looked to see if Celestia had noticed the disturbance, but she was still dancing, oblivious to the world. Twilight breathed a sigh of relief, then scrambled back to her desk and started rummaging around her papers.

That was quite enough ofthat pointless exercise. There was work to be done.

Twilight and Celestia both looked down at the pile of splinters. Twilight was scratching her neck, while Celestia had a hand at her chin and an eyebrow raised at her student.

“The structure matrix really looked like it would hold that time,” said Twilight.

“I’m not seeing any resemblance to a chair, here, Twilight.”

Bending over, Twilight scooped a red magic crystal from what was left of the plain, wooden chair. At least the crystal came out alright. “I’ll just have to try again.”

Celestia put a hand on her shoulder. “As much as I understand that these things take time, you’ve been here over a week, working around the clock, with little progress. You may want to consider taking a break soon, spending some time back in Ponyville.”

Twilight shook her head. “No. I feel like I’m so close! I can’t give up on this, not now, not after just a week!”

“And if I insist on your taking a break?” Celestia’s tone turned blunt.

“Please, Princess, just give me another few days! If I don’t have something concrete by then, I swear I’ll stop for a little while.”

Twilight clapped her hands together in a pleading gesture, giving her teacher the best puppy-dog eyes she could muster. Under the princess’s iron gaze, she nearly crumpled. After a moment, however, Celestia softened up and ruffled Twilight’s hair.

“I have a hard time saying no to you sometimes, Twilight. Alright, you can have your time, but you should at least stop for today. It’s about suppertime.”

Pumping her fists, Twilight hopped up and down and squealed, “Yes!”

“Now, it’s almost time for the sun to set, which means I have work to do.” Celestia glided over to the door while Twilight went in search of a broom to clean up her mess. Her search was interrupted, though, when she heard Celestia cough from the door.

“Are you coming, Twilight?”

Twilight froze, staring blankly at the princess. “C-coming? You want me to join you?” Typically, Celestia would come and go as she pleased, rarely giving Twilight as much time as the young student wanted. It was understandable, though, as Celestia had a country to run.

“It would make sense, as you’re finished for the day and I yet have a day to finish. Unless, of course, you would prefer to walk back to the castle on your own?”

“Uh, no! Definitely not. Just one second.” Twilight hastily stashed the crystal back in its storage case, then scrambled over to the door and stood up straight before Celestia, stopping just short of giving her a salute.

Laying a hand on Twilight’s back, Celestia chuckled at Twilight’s tension. “Faithful student, there is no need for you to be so formal.” With the other hand, Celestia gestured outside. “Let us proceed.”

While Twilight tried her hardest to relax, she continued to find it difficult. Just the simple act of Celestia lightly touching her back sent shivers down Twilight’s spine. Why is that? thought Twilight. She’d learned under Celestia for years and years, and she hadn’t felt this sort of unease since her first days of schooling. Celestia was a very affectionate ruler and teacher, Twilight knew. Little touches like that were common, meant to share comfort and guidance, nothing more.

Did Twilight want them to be more?

She twitched at the thought. Of course not. There was a perfectly reasonable explanation for all of this: Twilight had just been away from Canterlot and Celestia for so long that she wasn’t used to her presence. In her days of learning under Celestia, Twilight had become jaded to the company of a princess and her time in Ponyville had only brought back a vulnerability to these “heebie-jeebie” feelings. That had to be the reason she felt so weird.

“Twilight?”

“Hmm? Oh, did I miss something? I’m so sorry, I must have zoned out! You know me, can’t keep my focus on one thing for more than a few seconds. What a scatterbrain I am!” Twilight forced a laugh.

Celestia did not seem convinced. “Twilight Sparkle, you have a mind like a steel trap. The last word I would use to describe you is ‘scatterbrained’.”

“Oh, I must just feel that way. Rough week, you know.”

“Nervous about the ball tomorrow? Or perhaps I should reconsider that extra time?”

Twilight shook her hands out in front of her furiously. “No no no! I totally have this. Just gonna have a nice, long rest and I will be back at one hundred percent! One hundred and ten percent, even!”

“I’m only concerned for you. This would not be the first time you’ve let the stress of a task overtake you. I seem to recall one such instance, not so long ago, involving a certain Smarty Pants doll...”

Twilight’s cheeks flushed red. “I really was sorry about that! And you can bet I learned my lesson, oh yes. No infectious spells in public.”

“And before that, something with a golden pot on the dinner table...”

“You know those soups always get cold at royal dinners before anyone gets a chance to eat them! I only wanted to help!”

“You’re lucky the Duke only singed his tongue. And not a year before that, the phantom noises in the throne room...”

“You said you loved the sound of wind blowing across the balcony, I just wanted to bring that inside so you could listen during the day!”

“You scared all of the nobles out of the castle for an entire day and did a little more than startle me. Which, if I’m being honest, is somewhat impressive on its own.”

“But I was—” Twilight’s head sank and she started fumbling with her hands. “I’m kind of a screw-up, aren’t I?”

“Twilight Sparkle!”

Twilight jumped backwards, her gaze shooting to Celestia. The panicked student stood on the path, paralyzed, waiting for some sort of punishment.

“I will not have you speaking of yourself in such a manner. You are the most intelligent, determined student I have ever had, and by no definition of the phrase are you a ‘screw-up’! I only show concern because, as I have learned, the one and only thing in this world that can stop you from succeeding is yourself.”

Playing with her hands again, Twilight looked away, attempting to mumble a reply. “I, uh, well I don’t think, maybe, umm—”

Celestia reached down and took one of Twilight’s hands, then began to guide her down the path at a brisk pace. “Come. There is something I want to show you.”

With a meek squeak, Twilight stumbled after her, very focused on the joining of their hands. Celestia’s grip was firm, as if not even accepting a hint of defiance—but it was also gentle, offering the same kind of guidance Twilight often had from her teacher.

It also happened to make Twilight’s heart beat very rapidly. The worst part was that Twilight had no idea why.

Luckily, the walk to the castle was not far. Celestia took Twilight into a private courtyard, the very same one Twilight had seen her dancing in not a day before. Finding a bench, Celestia sat down, inviting Twilight to join her. Trying her best to hide her blush, Twilight nodded and took a seat, making sure their bodies weren’t touching at all. She feared she may have exploded in such a case.

“Look,” said Celestia, pointing to the horizon. “Do you see the sun, ready to set? The moon, ready to rise? As you well know, that is my and my sister’s task. But tell me, dear student, what would happen if we forgot how to control the sun and moon at this very moment?”

“Umm,” Twilight locked her gaze on the setting sun, too nervous to look at Celestia. “Things would be pretty bad, I guess. There wouldn’t be enough sunlight for most plants to grow. People wouldn’t know when to sleep or even what time of day or night it was. There would be a panic.”

Celestia nodded. “Likely. And what do you think Luna and I would do about it?”

“Well, I think you two would work your hardest to find out how to fix the problem. You’d spend all your time trying to make the moon and sun move again.”

“I’d say you’re right about that as well. But what if we couldn’t find a solution right away? What if it took months?”

Twilight stared at her hands resting in her lap, as if trying to wean some wisdom from them. “Crops might die. People would be really confused. It would be pretty hard to keep a schedule.”

“And how do you think those people would see their leaders?”

“They would be mad,” Twilight said, then turned to Celestia, tugging at her sleeve, “but they would be wrong! I know you would try as hard as you could! It’s not your fault that it happened, you don’t deserve the blame.”

“And therein lies the problem!” said Celestia, poking Twilight’s shoulder with each syllable. “It isn’t your fault that you cannot divine the mysteries of structure matrices, or master self-heating pot enchantments, yet you still blame yourself for it. That is why I suggested a break in the first place; it would—hopefully—allow you time to understand that, or at least take you far enough away from your stress that you could have a space to think straight.”

“Oh.” Just like that, Twilight felt like a schoolkid again. While it was a touch demeaning to be put back in her place, she also felt comfortable in the knowledge that Celestia still had things to teach her. Things Celestia was willing to teach her. Not to mention Twilight kinda deserved it.

“Come now, Twilight, it’s an easy mistake to make. Don’t get so wrapped up in the little things.” Celestia looped an arm around Twilight’s back, grabbing Twilight’s far arm and pulling her closer. “I hear there’s a beautiful moonrise about to happen.”

“I like the sunrise better,” Twilight mumbled under her breath.

“What was that?”

“Oh! Nothing.” Letting out a deep breath, Twilight rested her head on the taller woman’s shoulder. It had been a long time since the two had enjoyed something like this. Too long, thought Twilight. It was such a fantastic night for it, as well. The grass was no longer wet from the previous day’s rain, but the smell of it still lingered in the air, like a whisper on wind. The air was cool and crisp, the perfect temperature for snuggling up next to your favorite person.

As Twilight listened to the world around her, she swore she could hear a heartbeat next to her own.

Propping her head on a hand, Twilight absentmindedly rolled the red crystal back and forth across the table. For hours, her thoughts had been on her research, trying to work out the equations and complexities behind storing physical objects as magic energy, but nothing seemed to come. She was working hard and getting nowhere.

She rolled the crystal a little too fast to keep track of it, and it fell off the table, hitting the floor with a thud and tumbling away. Twilight merely frowned at it and let it lie. Maybe Celestia was right. Maybe she needed a break. With a huff, she walked over the the crystal and stashed it back in its storage container. She didn’t want a break, though. The longer this took, the longer she’d be away from her friends—not that she minded Celestia’s company, of course. Or Luna’s.

Twilight wondered what her friends were up to. Pinkie was probably having a conniption, as was typical when one of her friends left town for more than a couple days. Twilight only hoped the girls could keep Pinkie in check. Rainbow probably was just practicing more, zooming around the skies with the same grace that Celestia walked. Applejack... ah, what did it matter? Outside of Pinkie, they were all likely going about their lives as usual. That’s what adults did, wasn’t it? Things changed, and you just had to deal with it.

Sitting back down, Twilight started doodling on her notes. It had been many years since she doodled. Celestia found it cute, but Twilight’s mind didn’t wander like it used to. Copious amounts of reading supposedly did wonders for one’s concentration. Twilight felt a pang of regret wash over her; harkening back to the days where her mind ran loose like a kid in a playground. Sometimes she wished she could have those days back. Such thoughts, however, were unbecoming of the princess’s personal protégé.

As the quill meandered across the page, Twilight found herself drawing wings. Large, fine wings, angled open and catching wind, like in flight. Attached to those wings were a body, equine in nature, but Twilight saw it as far more noble than any horse. A raised, yet short snout, and a majestic, ghostly mane and tail tumbling across the wind like water down a river. At the forehead, Twilight placed a piercing horn like one from the unicorns of legend. Twilight looked over her drawing with a smile. She truly had no skill with artistry, and any other person would likely be appalled by her creation, but Twilight was okay with this lonely doodle. Squinting, Twilight scrutinized her drawing. It still felt like she was missing something...

After thinking a moment, Twilight scribbled a symbol on the creature’s flank: a sun, with waves of fire and glow spiking outward from it. That’s better.

Her doodle finished, Twilight stood up and yawned. Deciding to clear her head with a walk, she then set out for the castle. As the fresh air of the castle grounds hit her, she looked upon the many yard decorations and smiled. This place always reminded her of her childhood, of home. Of course, she wasn’t overly-fond of some of the more stuck-up clientele, looking for cheap favors from the royal court. As the personal student of the princess, more than once she had been approached with flattery or bribery in an effort to get on the princess’s good side.

Twilight grumbled and kicked at the path. These sour images were not doing well for her mood. Looking out upon a particular statue of Celestia, Twilight recalled the days of hide-and-seek in the courtyard. Celestia was impossible to hide from, as Twilight had come to realize, but the princess knew how to play along, almost as if she’d had kids of her own. Twilight scratched her chin. Did Celestia ever have kids? A husband? She shuddered. A lover?

Strolling up to the statue, Twilight laid a hand on the sculpture of Celestia’s shoulder. The craftsmanship was amazing, though such was expected in the royal yard. The statue’s gaze was fierce, piercing, unrelenting. Certainly not the Celestia Twilight had grown to know, but the librarian wasn’t ignorant to that side of her teacher either.

Turning away, Twilight continued her walk, thoughts wandering to other things. She missed the wide array of foods the castle offered her while under Celestia’s care, as well as the gratuitously-large beds. Her twin-sized mattress in Ponyville offered no competition. Now in the castle itself, Twilight’s gaze smeared along the walls and ceiling, drinking in the artisanship she oft took for granted. She scrunched up her face in thought, unsure of whether or not she missed these halls as well. Too gaudy for her tastes—but they held memories nonetheless.

Twilight’s journey through the past continued until she was interrupted by a harsh cough, bringing her out of her reverie. She found the source of the noise to be a guard, who now pointed to the grand doors Twilight was about to walk through: the entrance to the throne chamber. Celestia was likely holding court, and Twilight’s arrival would probably be seen as an unwelcome interruption, especially to whomever had sought the princess out.

Blushing, Twilight nodded a silent thank you to the guard and scurried out of the castle lobby. What in the world brought me there? Her walk had been aimless, almost dreamy... but her destination seemed awfully specific.

Shaking her head, Twilight dismissed the thought and continued on, drawn ever deeper into contemplation. She thought about the fight with Nightmare Moon and the moments afterward, seeing Celestia’s face, her smile, filling the room with her light. And the desperation with which Twilight had run over to her, embracing her Celestia like they’d been apart for eons, clutching her as tight as she could, wishing to never let go again. Twilight had realized, then, exactly how much she had missed Celestia. It wasn’t like coming home to her parents after a week of private lessons, or seeing her brother after half a year of guard duty—this ache was more powerful and completely unique. Even the void left by leaving her friends in Ponyville wasn’t like that feeling.

Why, though? It was a silly thing to get so worked up, over, wasn’t it? Celestia could look after herself. She’d only been gone a few days, not to mention that, to her, Celestia was nothing more than a teacher and princess, one that could only offer a sliver of her time to her hopeful student—she had a country to run, after all.

Twilight certainly aggravated the situation with her screw-ups, like when Celestia almost came to Ponyville during the parasprite incident, or even worse, when she did show up to clean up Twilight’s Want-It-Need-It spell. The memory made Twilight cringe as she recalled the embarrassment, the dread, the crippling fear... but most of all, the shame cutting through her heart, the knowledge that she had let Celestia down.

Twilight lashed out, striking at the door in front of her, trying to scare the memories away. Her hands stung with each swing, but she ignored the pain. When she looked up, she found herself looking at the doors to Celestia’s private chambers, empty while the princess held court. Twilight quickly brought her hands to her sides, abashed by the open display of emotion in the castle hallways.

“Do you need something, Twilight Sparkle?”

Twilight spun around, startled by the speaker. She was taller than Twilight, clad in a more formal dress, navy blue with patterns of black scattered about. Thick jewelry, as dark as her dress, dangled from her neck. Long hair, as black as night, hung from her head, falling nearly to her elbows.

It was Princess Luna.

“Heh, no, Princess. I was just taking a walk. I guess I ended up here.”

“Would you like to join me? I was contemplating a walk around the grounds myself. Does me no good to stay cooped up, sleeping through every day in my chambers.”

Twilight considered the offer a moment. It couldn’t hurt, I suppose.

“Sure.” She strolled up to Luna’s side and the two started down the hall. “Uh, Luna, do you mind if I ask you a question about your sister?”

“About Tia?” Luna grinned. “I don’t see why not.”

“What’s the first memory you have of her?”

“Oh, my,” said Luna, putting a hand to her chin. “That may be a difficult question to answer. It was so long ago.” She thought on it for a few moments, swaying her head back and forth. “I believe that would be... on a mountaintop. She was standing above me, keeping watch.” Luna looked over to Twilight. “I’m not sure if you know this, but there are actually a great many years separating our births. While relatively I am not that much younger, Celestia was still old enough to be my guardian when I was birthed. I remember... seeing her, looking at the sky—I cannot remember if the sun or moon was out—watching out for me. And I felt at home. Yes, I think that is the best way to describe it.” Sighing, Luna crossed her arms. “Even after all these years, she hasn’t lost that look I saw that day: determined, fiery like the sun she represents.”

“Wow.”

Luna threw her head back with a laugh. “Yes, I suppose ‘wow’ describes my sister quite well, too. But, if I may, Twilight... why did you wish to know?”

Twilight stuffed her hands in her pockets. “I think I was curious.”

“I’ve no doubt, but the curiosity was self-evident. I’m wondering what brought upon that curiosity.”

Twilight’s heart began to race. Why is this such a hard question to answer?

“I... wanted to know what she was like without the mask. Without worrying about what the public thought about her. Without trying to maintain any kind of appearance. Natural, you know?”

“Hmph. And I thought my sister was good at avoiding questions. I can see, at least, she is a fine teacher.”

“Sorry!” cried Twilight, running a hand through her hair. “I just, I dunno. I couldn’t say why I wanted to know. I just did. You’re not mad at me, are you?”

“Perish the thought. A little unbridled curiosity never hurt anyone. It’s only curiosity and love that make us human.” Joining her hands behind her back, Luna asked, “Are you looking forward to the ball tonight?”

Twilight swallowed. “T-tonight? I thought it was still days away!” This was inconvenient, as Twilight had not yet discovered what was making her act so odd around Celestia. She wanted to look forward to the event. It promised to be an enjoyable, relaxing evening, even if Twilight wasn’t usually one for big celebrations. A full night of nothing but time with Celestia... though now it seemed more intimidating than anything. She could hardly speak without stuttering in her current state.

“Indeed it is tonight. I wonder how you could have lost track of the time. Entranced by your studies again? As much as I may find the study of magic interesting, your penchant surpasses even my sister’s.”

“Heh. I guess I do get carried away sometimes...” Twilight slowed, a cautious question moving to her lips. “Does Celestia, too? Get carried away, I mean.”

“Ha! She’s been on her fair share of all-night binges, certainly. There are times I’ve come to wake her to raise the sun, only to find her shaky with blood-shot eyes, attempting to keep herself from falling asleep in a book. I swear, the only times she’s truly at peace is when she has you here to converse with.”

“...Really?”

“She’s taken you as a personal charge, runs an entire school devoted to the study of magic and has assembled the largest library in Equestria. Yes, Twilight. Really.” Luna shook her head and sighed. “There are times I do wonder what goes on in that head of yours.”

Twilight didn’t reply, however. She was too busy grinning like a schoolgirl who just got a report card full of “A”s. While she had suspected Celestia enjoyed researching the school of magic more than her reserved demeanor let on, hearing from Luna exactly how much Celestia reveled in the same world of study that Twilight did gave her a smile that threatened to surpass the capabilities of her mouth.

“Twilight?”

“Oh!” Twilight jumped at the sound of Luna’s voice, then looked to the princess with wide eyes. “Umm, I just thought of something—have to go bye!” With that, she took off.

Skipping.

Luna watched the librarian cavort away, clearly perplexed by Twilight’s sudden change in demeanor.

Where did you find this one, dear sister?

From Celestia, said the note on the parcel. No “princess” or “Your mentor” on it, just “Celestia”. Twilight dug into the wrapping, removing it to reveal a box, wide and flat, plain unlike everything else about her surroundings. Twilight wasted no time pulling the lid off, then took a step back when she saw what was underneath.

“Oh my goodness,” gasped Twilight, dropping the box lid. Lying pristine, glowing with the candlelight that reflected off of it, was a gorgeous dress, dipped in the dark colors of Twilight’s hair with dual stripes of pink and purple running abreast.

Twilight slipped the dress on, and it fit like a glove, clinging to the soft curvature of her body with something one could almost describe as grace.

In this dress, she might actually look like she belonged at the ball.

Twilight couldn’t keep her grin from growing to stupid proportions. Celestia must have known her measurements perfectly to keep this gift a surprise and still have it fit so well. Such a thing was to be expected of the princess.

A knock on the door grabbed Twilight’s attention and she walked over, slowly opening the door to revealing her visitor.

Standing just outside was a solider, clad in the golden armor of Celestia’s Guard. He held his helmet in one arm and twirled the other in front of himself as he bowed.

“It is an honor, Twilight Sparkle. I am Truefoot. Princess Celestia has requested that I escort you to the ball.”

“Oh!” Twilight had not expected such pomp to her presence. In fact, she would have preferred to slip into the ball quietly. Being the personal student of one of the princesses tended to garner some unwanted attention at high-brow events such as this. “Well, um, hi, and thank you.”

“Are you ready to depart now?”

“Er, yes, I think? I don’t know. Can I have a minute?”

Truefoot bowed again. “Of course.”

Twilight gestured with her index finger that she’d just take one minute, then darted back inside her room and ran to the mirror. She did a quick check of her appearance, making minor adjustments to her hair and dress. It’s just a ball, Twilight. Not even as big as the Gala! For a moment, her expression became determined as she nodded at her reflection. Letting out a heavy breath, she turned to the door. Not giving herself a chance to hesitate any longer, Twilight walked out of her room and closed the door behind her. She turned to the guard.

“Alright. Let’s go.”

He nodded and gestured down the hallway. “This way, Miss Sparkle.”

The two walked in silence for a short while, Truefoot leading and Twilight a short ways behind.

“First time at one of the Princess’ balls?”

Twilight forced a laugh. “No, just nervous. More than a little.”

“I know what you mean. I’ve been working at the palace, guarding Celestia for over fifteen years now, and you know what? I never get used to her presence. Like trying to balance a broom on your finger.”

“Mmm-hmm.”

“Heh, sorry about that. Didn’t mean to get you even more worked up.”

“Oh, no,” said Twilight, waving him off, “I appreciate the sentiment. I feel better now.”

Twilight knew that was a lie; she was just as worked up as before.

The guard nodded, and the two headed to the ball in silence. Twilight did everything she could to keep her mind occupied: played with her hands, let her eyes wander around the halls, thought about spell matrices and algorithms. While it helped a little, it did have the unfortunate side-effect of making the walk to the castle ballroom pass by rather quickly.

“We’re here.”

Opening the door, the guard stepped inside and gestured to a long, though sparsely occupied table at the head of the room. Twilight could already make out both of the princesses sitting down.

“Go ahead, Twilight. Celestia has requested you sit next to her,” he said, grinning.

Twilight only gaped. “Really?”

“Of course! What did you expect? The Princess’d move the world for you—at least, that’s what this humble guard has gathered from his observations.”

Bowing, Twilight entered the ballroom, almost skipping her way to the head table. The guard’s comment had begun to chip away at Twilight’s anxiety. As she approached the table, she found Celestia currently occupied by a rather insistent noble.

“And I can assure you, Princess, that my family has—”

“Mmm, have you had some of this Manehattan Island dressing? It’s really great!” Celestia said, her mouth half full.

“I-uh, I’m afraid I have not partaken in that particular dressing,” the noble replied.

“You should.” Seeing Twilight, Celestia waved her over. “Ah! Twilight! Come, take a seat.”

Twilight scurried to the chair at Celestia’s side, mumbling an apology to the noble for interrupting on the way.

“Tia, why don’t you let me speak with the kind noble? I’m sure there are plenty of things demanding your attentions,” said Luna.

“Thank you, sister. I’m sure our good friend would appreciate it as well,” said Celestia, almost glaring down the noble.

“Uh, yes. Of course.” Luna took the noble’s arm and walked off with him. Twilight couldn’t make out what they were saying, and doubted it was something she’d concern herself with. In fact, the only thing she was worried about at the moment was the breathtaking woman sitting right next to her, the brightest point in the entire room.

The very person who happened to be melting Twilight with a serene smile this very second.

“H-hi, Princess.”

Celestia sat with her back straight, her wispy hair ever-flowing, nearly touching Twilight, and her hands in her lap. Secretly, Twilight wished they would embrace her. Such an action wouldn’t be proper in public like this, however. “Hello, dear Twilight. I do wish you would call me ‘Celestia’, or at least ‘Princess Celestia’. You speak as if we do not know each other.”

Twilight’s head dipped. “Sorry. Just a habit.”

“Don’t worry about it. Tonight is supposed to be enjoyable, yes? Have some of salad; I heard the dressing was fantastic.”

Eyeing the plate in front of her, Twilight shrank back. It was filled with an assortment of foods, ranging from salad to breads to fruits and even some things the young librarian didn’t recognize. Her stomach remained silent, however; she hadn’t really come here to eat.

“I’d almost expect you to be nervous at a royal ball, especially with what happened at the last Gala. However, you needn’t worry about impressing me tonight, you’ve spent the last twenty-odd years of your life doing that.” Celestia ended the statement with a reassuring smile, but Twilight became only more restless.

“Why are you so easy on me, Princess? Every little mess-up I’ve had in the past could’ve been devastating to your image. Your personal student, screwing up enchantments? Using infectious spells? I could have really hurt the duke with that self-heating spell! And what if Spike hadn’t warned you about the situation in Ponyville?”

Celestia leaned over and placed a hand on Twilight’s shoulder. “You were young. It’s perfectly normal, and I would even say acceptable, for a girl to make mistakes.”

“Not during the Smarty Pants incident!”

“I think your friends explained very well why you shouldn’t be punished. You learned much as well, correct?”

Uugh, Twilight thought to herself, pulling at her hair. “I don’t want to know your logic behind your decision not to punish me, I want to know why you, the princess of the sun and my mentor, chose to let it go. Weren’t you angry that I let you down? Frustrated with my lack of foresight? Why were you so kind and understanding?”

“You speak as if I need a reason to be.”

“Yes! Yes, you do! People aren’t just as generous or benevolent as you are for kicks! I want—” Shaking her head, Twilight fought to find the words. “I want to understand.”

Celestia, composed as ever, just smiled and leaned back in her chair. “You want to know why? ‘Because why would you put your faith in someone that’s only going to make mistakes later?’”

Twilight looked at the floor, brooding over the question, and gave a timid nod.

“The answer is, of course, because they’re going to make mistakes later.”

A cautious eye turned to Celestia.

“You think, Twilight, because my position is so lofty, because I’ve lived so long and learned so much, that I wouldn’t concern myself with the lives of my subjects—but I do not look at the past the same way you or other people might. It’s... large, to say the least. While you can remember most of yours, and may be excited to learn and grow as it swells, I am more worried about whether or not I am repeating a mistake I’ve already made—perhaps even for the same reasons I made it in the first place. This world, these people,” Celestia lifted Twilight’s chin with a finger, “you, especially... I do not care despite the flaws, I care because of the flaws. Because I do not want to see those blunders ever again.” With a sigh, she added, “Because I see a bit of me in there, as well.”

Twilight opened her mouth to speak, but had no words to say. So many responses ran through her head, but none seemed right. Each day she had spent in Canterlot had completely destroyed her perception of Celestia, only to build it up stronger and brighter the next. Now to hear Celestia felt so close to her subjects—no, to Twilight, specifically?

“Not what you expected, Twilight?”

“N-no. Not at all.”

“I’m afraid I’m acting too much the teacher, again. I meant for this to be a relaxing evening, where we could chat and enjoy some nice music and delectables, not another lesson. And here I’ve gone and delved too deep, burdened you with the silly thoughts of an old princess with too much on her mind. I apologize for that.”

“Um,” said Twilight, fumbling with her hands again, “I actually like this. And, technically, we are chatting and enjoying the music.”

Celestia narrowed her gaze slightly, trying to discern the genuity of Twilight’s statement. After a moment, she softened her eyes and nodded. “If you’re enjoying yourself, then so am I.”

“So...” Twilight began picking at her food with a fork. “Any more of those ‘silly thoughts’?”

Celestia giggled before replying, “Are you sure you want to hear them? I doubt you would find them interest—ah.” She shook her head. “I forgot who I was talking to. Would you like to hear about anything in particular?”

“What do you think of this?” said Twilight as she gestured to the ballroom. “And I mean as Celestia, not the Princess.” Holding her breath, Twilight briefly wondered if she’d pushed to hard with that question.

Celestia showed no apprehension. “Social gatherings in the castle like this are... interesting, I would say. I must admit they have a component of dullness to them, but as a princess I need to keep up appearances, and as a person I am curious as to how the nobles act. Something to keep in mind next time they come to me asking for favor.” Her smile turned mischievous. “I can’t deny my more whimsical side, either. It’s fun to tease the guests at times—but don’t tell anyone I said that, least of all Luna. She’d hold it over my head for decades.”

“I-I won’t.”

“Come now, Twilight, relax. I’m not going to bite.” She leaned inward, whispering, “Hard.”

“Eeep!” Twilight squealed and dropped her fork. It dropped to the floor with a clink, eliciting another small jolt from Twilight. Scanning the room, Twilight made sure no one noticed her loss of composure; they were all busy with their own conversations.

Celestia, however, was more than a little amused.

“Pfft! Twilight, you’re too easy!”

Heat rose to Twilight’s face as she clenched a fist, thinking up her revenge. With a grin of her own, she grabbed a sweetroll and tossed it straight at Celestia’s face. Her projectile struck with a satisfying smack, leaving a small splotch of grease where it hit.

Shock reigned on Celestia’s face, and for a moment, Twilight considered she may have gone a step too far. However, Celestia simply wiped the grease off and smiled in return. “Twilight, you have picked a fight with someone who has centuries of food-fighting experience. Are you sure you wish to tread there?”

Twilight just stuck her tongue out in return.

“Very well.”

A soft jingle ran through Twilight’s ears as Celestia summoned her magic, promptly dumping Twilight’s salad on the poor student’s head. Gasping, Twilight, cleared the greens from her hair and returned fire, grazing Celestia’s arm with another sweetroll.

War had been declared, and the two were soon lost to the world. Confections, vegatables, any form of food they could lay their hands on were now weapons, instruments of messiness and chaos.

Twilight’s smile turned to giggles, which soon turned to laughter, unbridled and pure. Her hair was a mess, her dress was most assuredly in a similar state, but her face and her soul sang of happiness, of joy with abandon. The food fight reminded her of her younger days with Celestia, when everything didn’t have to be so thought-out, so carefully constructed. She hated the formality they had come to, but never knew how to break it.

The guests quickly noticed the commotion happening at the head table, and whispered amoungst themselves, wondering what had gotten into the princess and her pupil. Were they mad at each other, or just insane? Was there something in the food? A spell gone wrong? As student and teacher fought on, the carnage threatened to involve bystanders. A stray potato slid over to the watching crowd, bumping into the nearest man. He kicked it away with a sigh and walked out. The rest of the party soon followed him.

Before long, the combatants’ plates ran empty, offering no more ammunition for the fight. Twilight frowned and slumped back into her chair, disregarding the bits of food she sat down on. Not like a little more mess would matter, anyways. Celestia was covered with food as well, though she looked as if she cared even less about it than Twilight.

Upon seeing each other’s state, the two burst out laughing. Twilight hunched over, holding her sides while Celestia had to lean on the table for support. The ballroom had never reverberated with such honest revelry; it had only known polite laughs and snide guffaws.

Gliding over to Twilight, Celestia embraced her tightly, as if she might never let go. Twilight didn’t want her to.

“I’ve missed you, Twilight.”

Twilight hugged her back, letting her face settle to a contented expression. Without meaning to, Celestia had taught her something very important this night: how to let go. Even her friends in Ponyville hadn’t seen Twilight as naked as she was now. This was the feeling Twilight had been searching for, even if she hadn’t realized it. She hoped it’d never leave.

“I missed you too, Celestia.”

They embraced in their mess and peace for a long, silent moment before Celestia pulled back. Frowning, Twilight looked down at her dress. “Phooey. I only got to wear it one night before ruining it.”

“Ah, but Twilight, you forget: you’re with one of the princesses of Equestria.”

With that, Celestia summoned her magic once again, covering both herself and Twilight in a golden glow. The food slowly slid off of them and their clothing like water spilling off a rock. Twilight couldn’t help but twitch; the spell tickled a bit. When Celestia released the spell, Twilight looked herself over, smiling at finding her new dress now pristine.

Twilight was again surprised when Celestia took her hand and guided her away from the mess toward the center of the ballroom. She was just now noticing they were the only two people left in the room. Turning back to Celestia, she found her teacher looking directly into her vulnerable eyes, as if looking for something beyond them. Twilight blushed under the attention and broke eye contact, searching for nothing in particular.

“May I have this dance?”

Twilight froze, her eyes widening. Her hands began to shake, very clearly spilling her emotions out to Celestia. She didn’t just—oh no! This can’t be happening!

“I-I, uh, I’m n-not a very good dancer.”

“Nonsense. Your friends told me you made quite the performance during Rarity’s birthday party.”

Flashes of her obnoxious stumblings in the past ran through Twilight’s head. “That was hardly dancing.”

Twilight tried to lower her head, but Celestia grasped her other hand, forcing Twilight’s body to face Celestia. “Hut-tut, Twilight, that is not proper posture. Chin up, back straight. Come now.”

Fighting to hide her blush, Twilight reluctantly lifted her head, though she kept her eyes locked on Celestia’s neck. She knew she was going to completely mess this up and look like a total klutz. It was just a matter of time. But what could Twilight do? This was simultaneously exactly what she wanted and what she dreaded.

“That’s better. Now follow my lead.”

Celestia transitioned into a smooth current of motions, diving into the dance as if it required no effort at all. Clenching her teeth, Twilight did her best to follow along, though she did little more than keep her balance; Celestia was the one putting elegance in Twilight’s crude steps. Yet, it did feel like Twilight was part of the liquid dance, even if it was a minor one. She did her best to keep with Celestia, to retain the flow of the movement. With each step, she gained confidence and cohesion, now complimenting Celestia as opposed to dragging her down. As she improved, Celestia intensified the ballet, now twisting her hips, spinning her feet and tossing Twilight about. Twilight just grinned and followed, never letting her fear return. Somehow... somehow she knew what to do. Maybe Celestia was using a spell, maybe Twilight was a natural—she didn’t care. It worked, and it worked well. Like the sun soaring across the sky, Twilight knew where it began, knew its path and it’s destination.

So she danced, and the world watched.

She was so caught up in the motions that she gasped when everything was suddenly brought to a halt. Celestia spun her close, drawing her in and stealing her gaze with that disarming smile of hers.

“And you say you cannot dance.”

“You just took me along for the ride.”

“I would disagree.”

“Not really, compared to you. You look better, even in the rain.”

“Oh? You saw me?”

Her expression animated with terror and a hand shot to her mouth. Oh no.

“Aren’t you going to ask me why? I’m surprised you’ve been able to keep it bottled up.”

Because I didn’t want you to know. Wait, whydidn’t I want you to know?

“I’ll let you in on a little secret, Twilight.” Celestia leaned in to the point their noses were nearly touching. “Even after all these years, no matter how wise or dignified someone such as I becomes, no matter how mature or composed I am, sometimes—” her voice sank to a whisper, “—it’s good to just let go.”

Twilight felt blood and heat rushing to her face at an alarming rate, intensifying with each moment she held herself close to Celestia, not even an inch away, overwhelmed by the power of her stature and the fire of her presence. Tension shot through Twilight’s body like electricity. Just when Twilight was sure she would burst with anticipation, she broke away, sprinting out of the ballroom crying “Sorry!” as she ran. Her feet were heavy, but her strides were long and fast.

The ballroom door slammed shut behind her, leaving Celestia standing alone in a lonely room.

The Lesson

Twilight stumbled over to her bed, sobbing. Everything was ruined. This was terrible. Nothing to be done about it.

Celestia was the perfect woman for her.

No matter what she had tried to tell herself, no matter what line of thinking she’d thrown at it, no matter how inappropriate and unprecedented it was, her heart had already made its decision. It wanted Celestia. And Twilight knew that she could never have Celestia; she was the princess, for goodness’ sake, not to mention thousands of years older than Twilight and on a completely different level intellectually. Oh, and Celestia just so happened to be the most radiant, beautiful woman in the entire world. No chance that this, thought Twilight as she looked herself over, would get any piece of her.

“Why does this have to be so unfair!” Twilight yelled at the empty room. “Why couldn’t I just fall for some cute man in Ponyville?! Why her?”

Twilight tore at her dress, desperate to get it off. She didn’t deserve it. It was too pretty for her, too well-made, and, most of all, from Celestia. Her body wasn’t worthy to touch anything from the princess. Throwing the dress off onto the bed, Twilight then fumbled with her bra and underwear. They were provided by the castle; more gifts she didn’t deserve. Once naked, Twilight turned to a nearby desk and contemplated throwing everything off of it, as well—but stopped just short of it. She instead started punching the valuable pillows on her oversized bed, tunneling all of her frustration into each strike, trying her hardest to burst them open. Maybe if they ruptured, she’d feel better.

After exhausting herself on the pillows, Twilight collapsed onto the bed, looking at the ceiling and breathing heavily. Her mind was blank, still trying to wrestle with her predicament. The best possible solution might just be to run away, distance herself from the subject of her affections. Maybe with time they would fade, and she’d find a nice man in Ponyville, exactly like things were supposed to work out.

Twilight would certainly need to find some explanation; it wouldn’t do to let Celestia worry. Fleeing would also mean no more time learning with Celestia, no time spent in her arms, just like that night just a few days ago. No more peace of mind, no listening to her teacher’s lifebeats, feeling Celestia’s warm skin and even breaths against her cheek.

Those graceful arms encircling her...

Twilight slipped a hand down to her nethers, her breath quickening with each passing moment.

Supple lips that could give the kiss of a goddess...

Gasping, Twilight entered herself with a finger, searching for her most sensitive spot.

A bosom of bounty and beauty...

With her thumb, Twilight rubbed her clit, concentrating on familiar motions she knew her body would respond to.

And nimble hands that could send her beyondwith only a stroke...

Twilight’s eyes flew open and she sat up with a start, tearing herself out of the trance she had so easily fallen into. Withdrawing her hand, she felt the heat of desire reverberate through her body.

Oh my goodness, was I just...

Twilight bit her lip and stood up, pacing around the room. I was going—no, I didtouch myself while thinking about the princess! What is going on? Her gaze darted around the room, fearing someone had seen her shameful display. The feelings of arousal fought with the practical side of her brain. Her actions were entirely inappropriate... but they felt so good, and really, it didn’t hurt anyone, did it? Twilight started chewing on a finger, doing her best to keep from bursting with anxiety. Turning to the mirror, Twilight beheld a confused and conflicted woman, completely bare and naked to the world.

Someone had seen her, though, and a voice echoed throughout the once-empty room, announcing the other presence.. “What is your desire, little one?”

Jumping back, Twilight searched the room for the source of the voice, wondering who might have been watching... and for how long. She found no one.

“What has brought upon such a lewd display?”

Twilight bit harder down on her finger. Whoever it was, they’d been watching long enough. Still looking around the room, Twilight began backing up, keeping her eyes around the area she thought the voice was coming from.

“Do you fear me, young Twilight?”

Twilight retained her silence, continuing to back up, but more quickly now.

“Deliver yourself to my embrace, worried one. I can help you.”

Running out of room, Twilight’s back slammed into a large mirror attached to the wall. She yelped in surprise as her finger slipped from her mouth.

Two slender, tanned arms shot out of the mirror behind her. One snaked downwards, covering her moist slit and tweaking her swollen clitoris with a thumb. The other went to her right breast, cupping it gently and massaging her nipple. With the arms came a sweet smell, intoxicating the astonished student with it’s sultry scent. Twilight gasped at the sudden explosion of pleasure, jolting in place. Her first instinct was to spin around and identify the owner of these limbs, but the arms, while feminine, were deceptively strong. They held Twilight in place while continuing their pleasurable work.

By now, Twilight’s entire body had tensed up in response to the hands’ tender workings. The itch that she had been desperate to scratch for so long was now being given expert attention with precise, powerful strokes. Her body had already surrendered, but Twilight was still uncertain. She laid a hand on the darker one working her womanhood and squeezed.

“Are you sure you wish me to stop, dear pupil?”

The nurturing but suggestive voice was painfully familiar, yet altogether foreign. Twilight’s eyes widened as recognition dawned on her. Gaping, she turned her head in the direction of the voice, only to be met with two fuchsia eyes. “P-pri—” Twilight gasped, but was cut off when her mentor covered her mouth with a deep kiss. While Twilight raised her hands and curled them into fists with surprise at the action, she never tried to pull Celestia away or backed off herself.

Twilight’s world was torn away from her as a hurricane would uproot a tree. The kiss was indescribably powerful, in its own way a symbol of the one giving it. Celestia’s tongue played across Twilight’s, tasting of warmth and summer spice. The sensations on her breast and nethers had long since overwhelmed Twilight, leaving her little attention to give the kiss. Every time she offered some participation or reciprocation, however, Celestia rewarded her with a myriad of dexterous maneuvers, not only with her mouth, but her hands as well. What excited Twilight the most, however, was anticipation.

Celestia hadn’t even entered her yet.

Twilight moaned into the kiss, her mentor’s ministrations finally stripping away the last of her control. Satisfied with the reaction, Celestia withdrew, slowly enough that a thin string of saliva connected their lips for a moment before breaking.

“Having watched you through this mirror, I know you’ve been in need. It has pained me to see my student in such turmoil.”

Twilight’s mouth still hung open, enamored with the vigorous kiss. She craned her neck to look up into her looming teacher’s eyes, lost in their beauty. Celestia gave a soft smirk and tweaked Twilight’s clit and nipple, eliciting a gasp and a spark of awe from Twilight’s face before it faded back into the contented visage it had settled on before.

Twilight’s knees began to buckle, threatening to give out under Celestia’s continued attention. Celestia noticed this, moving her lower hand further between Twilight’s legs to hold more weight and pulling the young librarian harder into the mirror, allowing it to carry her weight as well.

Twilight could hardly believe what was happening. What felt like moments ago, she had been looking at herself in the mirror, debating on whether to please herself or not. It was a decision that seemed so complex, so arduous in the depths of Canterlot Castle. Yet Celestia had made everything so simple with one solitary action, building upon it with every inch that Twilight gave her. Twilight’s private desires had blossomed into a magnificent flower of rapture under Celestia’s delicate care.

Twilight knew, however, her thoughts had been clouded by her rising need. Her body had decided this felt right, but what of her mind, her most valuable resource? Was it truly acceptable for her to succumb to her teacher’s attentions, even if freely given? Celestia had been a pillar of respect and knowledge; did Twilight want her to become a symbol of titillation, too?

Her internal debating had brought her focus back, and she squirmed uneasily as uncertainty took hold. She did not attempt to leave Celestia’s embrace, but she did not know if she wanted her teacher to continue, either. A hand went down to cover the one Celestia had placed over Twilight’s sex.

Celestia noticed Twilight’s sudden change in demeanor and quit her caresses, though she did not remove her arms. The princess waited patiently for her student to make a decision, but as the moments passed Twilight remained silent.

“Speak, faithful student. Voice your troubles that I may set them right.”

Twilight turned away and squeezed Celestia’s hand, but still never tried to remove it. “P-princess, I enjoy your company and value your wisdom, but I can’t say I expected this or even know how to rationalize it. Are you helping me because you see a student in peril? Or because you want to fulfill a desire of your own?”

Placing a hand under Twilight’s chin, Celestia brought Twilight’s gaze to meet her own. “My dear Twilight, you are much more to me than just a student; you are an intelligent woman whom I see with dreams and talents of her own. Your growth has surpassed even my expectations, and it has awoken something in me that has slept in silence for centuries. You are someone I have grown close to in ways even I did not foresee.” Celestia’s mouth curled into a warm smile. “When I look at you, I see not only a smart and studious woman, but a caring one, a responsible one,” Celestia leaned in to Twilight’s ear and whispered, “a beautiful one.”

Twilight blushed and cracked a smile.

“But to gain the attention of a princess, Twilight, you had to make yourself more. You do not relent to the world around you; you change it as you think it should. You are a fulcrum on which events turn. You not only embody harmony, you spread it as you go. You are far from a typical woman, Twilight Sparkle.” Celestia’s voice turned husky as she added, “And I want you to be my woman.”

Her last statement sent shivers down Twilight’s spine. That burning desire, that feeling of being wanted, engorged itself on Celestia’s words. That longing restored the heat in Twilight’s belly, put an eagerness in her nethers. Although it had stopped moving, Twilight could feel every detail of Celestia’s hand cupping her sex. Those smooth fingers pressing against her clear, light skin; the warmth pulsing through those digits, joining Twilight’s own heat. Her arousal returned with the force of a thunderclap, rippling through her body. There was still one unanswered question, however.

“How could you have known what I needed, Celestia? I never knew you wanted me, and I didn’t show any interest of my own. Why act now?”

“My little librarian,” Celestia said, squeezing Twilight’s breast and drawing a gasp from its owner, “you are not as subtle as you think. This past week, I could see a war raging inside your mind. You had become preoccupied, unfocused. And when I started watching you, fearful of what darkness had taken you, I discovered your dilemma was altogether dissimilar than one I had been expecting.” Celestia drew her head close to Twilight’s neck, now whispering and blowing across it with her words. “Tonight, when I first decided to look upon you in your private time, I saw you in distress; a distress I could—no, I wanted—to help you with.” She emphasized the word ‘distress’ by tightening her lower hand’s grip. “Tell me, dearest protégé, was I wrong to act? Should I have left you to your own devices?”

Twilight bit down on her lower lip as it trembled from both arousal and tension. The uncertainty of the path that lay ahead threatened to paralyze her. There were good reasons—so many good reasons—to accept Celestia’s request. All that stood to stop Twilight was the unknown. Would they ever be able to return to the wonderful relationship they had before, should things not work out? Would Celestia truly continue to show Twilight the same love and care past tonight? How would her friends react? Did she even need to tell them? Turning to Celestia, Twilight sought an answer in those mesmerizing eyes. They were full of warmth, brimming with certainty... and drenched in hunger.

Colorful wisps of Celestia’s serene hair began to come through the mirror as well, brushing lightly up against Twilight’s sides and legs. Her locks felt like the finest silk, laying on the air as it subtly guided the strands across Twilight’s body.

Twilight’s words quavered. “I-I want you.”

“You want me to what?” The princess’s voice was tinged with amusement.

“I w-want you to keep g-going. I n-need you to keep going.”

“You’re sounding awfully demanding. A student should not speak to her teacher that way.”

Twilight bent her knees in an attempt to push Celestia’s warm hand into her nethers, but the princess lowered her hand to match.

“Etiquette, Twilight.”

Fighting to stand back up straight, Twilight whimpered, “P-please, can I have you?”

Celestia lowered her head, and cupped Twilight’s with a hand, turning it to face her own. “In every way,” she said, and drew her into a kiss.

Twilight melted. The moment Celestia’s tongue touched her own, those hands—those beautiful, amazing hands—started their work again. Two fingers gracefully traced Twilight’s labia, while another two massaged her clit, turning on her heat like a faucet. The other hand kneaded and rubbed her throbbing nipple, which had since grown stiff and exorbitantly sensitive. Twilight couldn’t help but moan into the kiss, an expression more urgent and louder than before. Celestia’s skilled lips maintained a seal through her pupil’s moans while her tongue played with Twilight’s, wrapping around its tip and brushing over its length. Twilight did her best to return the favor, though she was having enough trouble simply staying on her feet.

“I think part of you is feeling neglected,” cooed Celestia. A soft jingle filled the air, and Twilight opened her eyes long enough to find her free hand wreathed in a golden glow. She let it go limp and Celestia directed it to Twilight’s unattended breast. Instinctively, Twilight attempted to close her hand, but Celestia’s magic held her back. Confused by the restriction, she attempted to tweak her head and get a better look at her breast, but Celestia dove into the kiss more forcefully, eliciting another moan from the momentarily perturbed librarian and forcing her attention back to her tongue.

Still under the influence of Celestia’s magic, Twilight felt her hand begin to massage her breast, first grasping it and pushing it upward, then caressing the nipple before repeating the process. An intense wave of pleasure wreaked Twilight’s body, brought on by the newest addition to Celestia’s ministrations. Oh my goddess, she’s masturbating me with my own hand. The thought drove her further into lust and madness.

Twilight, for the first time that night, pushed back at Celestia, increasing her kiss’ ferocity and urging on Celestia’s manipulation of her sex using her free hand. Sensing her charge’s need, Celestia quickened her motions and that of Twilight’s spelled hand. Twilight responded with a gasp, this one longer than the ones before it. Her reaction gave Celestia an opportunity, which she used to break away from Twilight’s mouth—only to begin her attack on Twilight’s neck. Their height difference made the action somewhat clumsy at first, but Twilight stood up straight and rose on her toes to allow the princess full access to her neck. Celestia did not disappoint.

As inundated as Twilight had become, Celestia still refused to enter her womanhood. Still rubbing at her entrance, her hand had now become soaked with Twilight’s overwhelming arousal. A mental image passed through Twilight’s head amongst all the pulses of pleasure; one of her flower opening of its own accord and swallowing Celestia’s experienced hand full. The need she harbored was building to a peak, rising with each stroke of Celestia’s digits.

“Celestia, I ne—”

“Just ‘Celestia’? Am I no longer a princess or your mentor, Twilight Sparkle? Use my title,” she said, ending her statement with a pinch of Twilight’s nipples.

Squealing under the sudden rush of sensations, Twilight did her best to formulate a response. “Princess, I—” she stuttered, panting, “—I want you inside of me. P-please.”

“Hmph. I’m glad you remembered your manners, little one.”

A smile dawned on Twilight’s face at the sound of her mentor’s approval. She tensed up in preparation for what would come next.

“But it is so unnecessarily difficult to continue this act as we are. Come to my bedroom,” Celestia guided Twilight’s gaze to meet her own, “And we will finish what I started there.”

At that, she withdrew her arms and magic, allowing Twilight to fall to her knees. She quickly spun around and dove at the mirror, urgently grasping at the tan-skinned arms as they retreated into the reflective surface. “Please!” she cried, her eyes imploring, “I can’t wait! I need this now!”

Before she vanished completely, Celestia took Twilight’s chin and lifted it up to once again join their mouths in a kiss. Twilight held the kiss violently, darting her tongue into Celestia’s mouth, grabbing her teacher’s tongue with force and holding it. As hard as she wished and as much as she tried, however, Celestia continued to pull back, lingering just a moment longer in the kiss, then releasing Twilight and disappearing.

The last expression Twilight saw on the princess’ face dripped with seduction and desire. Just as her face disappeared, Celestia turned a hand upward, curling her pointer finger, beckoning Twilight to join her.

“I’ll be waiting.” The promiscuous voice echoed throughout Twilight’s chambers, and then all that stood before her was an ordinary mirror. She ran up to it, trying to force herself through, pounding on it. However, she accomplished nothing more than smearing her juices upon the once-clear surface.

“No!”

Twilight screamed at the mirror, burning with the sting of urgency. I was so close! Seeing the unfulfilled want plain in her reflection, Twilight threw her hands up against the wall and strained every muscle in her body. Her hands curled to fists, but Twilight somehow held herself from striking the mirror any further. She set her jaw and spun from the mirror, pacing the room with her eyes locked on the floor. I can’t believe this! Twilight drew a whiff of her soaked hand, inundating herself in the smell of her own juices mixed with the fragrance of Celestia. That hand then wandered south, experimenting with Twilight’s womanhood.

Jerking her hand away, Twilight whimpered. The touch felt so dry, so mechanical. What she wanted was the wide palm and dexterous fingers her princess possessed. She needed those subtle yet staggering motions that betrayed a wealth of experience. She desired a confident presence; one that knew her every need without even asking. Her tender area had begun to drip with the mere thought of her mentor stroking it.

Regardless of whether Celestia had truly abandoned Twilight or not, the princess was exactly what she needed.

Twilight stormed over to the bed where her dress lay, her face burning red. She knew Celestia was manipulating her. Even worse, she knew Celestia knew her student would figure this out—and come to her bedchambers anyways. Huffing, Twilight put her dress back on, still careful to keep her gift from Celestia intact. She hated not being naked while in this state, but there was no way she’d be able to walk the castle corridors without encountering someone. It was an absolute necessity.

As soon as the dress was on, Twilight marched out the door, still panting from Celestia’s teasings.

Princess Luna yawned, stretching her arms out. Her night had begun not long ago and she was strolling through the castle as she often did, waking herself up and intending to end her trek in the kitchens. The halls seemed a bit lonely at this hour of evening; not yet time for the night shift to begin, but too late for the day workers to be about. Luna enjoyed it that way.

And she likely would have continued enjoying it too, but for a very sudden collision whilst turning a corner.

Luna yelped, stumbling but not quite falling over. The other person, however, was not so lucky. Rubbing her shoulder, Luna looked down at the unfortunate soul—and was shocked to see Twilight Sparkle.

“Wha?” Twilight said before turning her gaze upward to see who she had collided with. The realization drew a gasp. “Oh no, oh no, oh no! Princess Luna I am so terribly sorry, I was just so caught up I didn’t even—”

Luna shook her head and extended an arm toward Twilight. “Please, Twilight Sparkle, it is of little consequence. Do not worry yourself; I understand.”

Twilight scurried to her feet, too nervous to even recognize Luna had extended an her arm to help Twilight up. “Even so, I should have been watching myself. I was so busy—” She stopped mid-sentence, re-considering her words. “I just should have been paying attention. It’s my fault.” With a blush, she added, “But thank you.”

Luna raised an eyebrow at the obviously flushed Twilight, who was standing awkwardly with her arms crossed under her breasts and shaking with unease. “Do you require aid? Your haste and demeanor leads me to believe you might be in some sort of turmoil.”

“Well, yes, but I don’t need you to help me. I mean—oh, gosh, that sounded so rude, didn’t it? I’m not okay, but I’m not bad, either. I’m fine. I’m going to be fine.” Twilight’s words cascaded out of her in a fashion that would shame auctioneers. “At least, I think I will be. I should be. I hope I will be. Sorry, I’m just really in a hurry and I’ve got so much on my mind and—” She paused, fanning herself. “Is it hot in here? I can’t remember the last time the temperature was so high.”

Absentmindedly checking the temperature, Luna shook her head and replied, “It seems quite comfortable. Are you absolutely certain you will be content on your own? There are few things I am not skilled at, and it would be an honor as a friend to alleviate anything that might be disturbing you.”

Twilight’s cheeks bloomed red and somehow her apprehension intensified. “I-I-I would love your help but I can’t! I mean, Celestia’s helping me! Er, yes! Celestia knows all about my problem and she will be all over me—I mean it! it! Oh, goodness, princess, I have to go!” The last of her words still falling from her mouth, Twilight took off, almost sprinting down the hallway.

Luna watched her go, eyes wide and blinking. Sometimes, Twilight’s behaviour absolutely astonished her. Any trouble outside the expected and Celestia’s protégé was liable to break into a fit of sweats and stammerings. Perhaps one day the two could sit and talk about it.

Shaking her head, Luna turned and started walking forward again. As she walked over the spot Twilight had fallen, however, she slipped up and once again found herself almost dropping to the floor. Once she had regained her balance, she looked downward, wondering what may have caused her loose footing. The clothes she had on were tight, no hanging articles to trip over. Luna squatted and inspected the floor. There was an extra-fine gleam coming off of the spot she had stumbled. Curious, Luna drew a finger over it.

...Why was it wet?

Her cheeks red as roses, Twilight stormed down the hallway, walking as fast as her legs could take her without breaking into a run. The stale castle air rushed over her body, making Twilight very aware of the streams of arousal dripping down the insides of her legs. Perhaps she should’ve taken the time to put on panties.

I can’t believe I just did that! Twilight cursed her inability to disguise her discomfort. More than that, however, she swore at Celestia for putting her in this situation. If she had just finished Twilight off, even once, this trip wouldn’t have taken such a sour turn.

Luna had angered Twilight as well. Not for the moon princess’s offer, or clumsiness, but her ignorance. Luna had no idea how beautiful, how downright voluptuous her body was or how suggestively she held herself. Twilight remembered after the collision, looking up to see Luna with an arm perched directly under her supple breasts, practically advertising them. And that shirt! Luna’s attire clung to her body, accentuating every lush curve and bend, leaving little to the imagination. How did she expect to walk around the castle like that and not garner sexual attention?

Twilight had to stop and bend over, placing her hands on her knees. The poor woman’s lust was pounding, reverberating through her body to the point she could hardly keep her balance. Putting a hand to her forehead, Twilight found she was burning up in more ways than one. The only solution, she knew, lay in Celestia’s chambers—but they seemed so far away. Twilight didn’t know if she’d make it without collapsing.

A familiar jingle filled Twilight’s ears: the sound of magic. Once again, Twilight found one of her hands no longer under her control, enveloped in a golden glow. Oh, no, not here, not now! Fearing her mentor’s impatience, Twilight continued her brisk pace toward Celestia’s bedroom. The hand, however, was not returned to Twilight. Instead, it sunk to her waist, tossed her dress aside, then began massaging her labia.

Twilight was both mortified and excited. She was in the middle of an open hallway, freely masturbating herself! Anyone could show up and discover her, whether it be a patrol, a guest, or attendant. Twilight was only able to manage a few more seconds of her fast walk before the pleasure practically crippled her. The touch was noticeably Celestia’s, sensing Twilight’s need without thought, hitting a perfect rhythm almost instantly. Clenching her teeth, Twilight looked around for a place to get at least some privacy. There were no empty rooms around, but she quickly spotted a nearby alcove between two decorative pillars. She managed to limp over and hide herself for the time being.

Throwing her back against the wall, Twilight closed her eyes and focused on her hand’s workings. It continually traced her slit, tweaking her clit and massaging the outer areas of her sex. Every so often, one finger would begin to press against her opening, hinting at finally entering, but then break off just short of dipping inside. Frustrated, Twilight slipped her other hand under her dress and began playing with one of her breasts. The nipple responded to her attention, but the reaction was weak—far too weak for Twilight. It seemed like anything she did now was pointless after being driven to madness by her teacher.

Once the magically-controlled hand was thoroughly soaked, Celestia withdrew it, earning a grunt and stomp from Twilight. The hand rose and hovered in front of Twilight’s face at eye level. She stared at it, watching her juices slowly drip from it. After a moment, however, she began to wonder what she was supposed to do. Just keep watching it, maybe? Twilight stared at it a bit longer, then tried yanking from Celestia’s grasp. Celestia held it fast. Well, it’s at eye level... should I sniff it? Truth be told, Twilight rarely smelled herself. Maybe Celestia wanted to remind her? She tentatively leaned in a drew a whiff. The scent wasn’t as powerful as she remembered, but sweet and mellow just the same.

The hand remained motionless.

Umm, what else is there to do? Twilight squinted, wracking her brain for ideas, before it dawned on her. There was only one other thing she could do... lick it. The realization drew both confusion and a tinge of revulsion from Twilight. She hadn’t really thought about tasting herself before. And why was Celestia asking this of her now? That stuff had been inside of her, it didn’t have any business being in her mouth, did it?

Again, Twilight attempted to free her hand, and again, Celestia would have none of it. With a gulp, Twilight moved her mouth slowly toward her soaked hand. Sweat began to form on her brow and she bit her lower lip. It was just some wetness. Couldn’t be that bad, could it? Skeptically, she parted her lips, then closed them around two of her wet fingers.

She tasted like flowers.

It was an odd experience, to taste something she had only smelled before. However, it wasn’t the revolting flavor she had expected. Driven by curiosity, Twilight’s tongue continued to explore her fingers, lapping up every drop of her arousal. Once those two fingers were clean, she placed the others in her mouth, similarly drawing her tongue across them until the only wetness present was her saliva. Blinking, Twilight removed her hand and stared at it; Celestia had relinquished control already. How long had she been sucking on it of her own will? Her face flushing red once more, Twilight threw her hands to her sides, again frustrated with Celestia’s teasings.

While her knowledge of her student’s tendencies made her very good at pleasing Twilight, it also made the Celestia very adept at taunting her. It would do no good to stew on the thought, however. Twilight took a deep breath, straightened her posture, and again set out for Celestia’s chambers.

She was going to get satisfaction tonight, one way or another.

Standing tall and sturdy, even the doors to Princess Celestia’s domain carried an aura of intimidation. Most times when Twilight approached them, she had the princess by her side or some other kind of escort. Tonight, however, fear was not on her mind, nor was hesitation. She only held room for frustration spiced with anger.

Stomping her feet, Twilight walked to the door and knocked three times as hard as she could without hurting her hand. There was no answer. Twilight tapped her foot impatiently and banged on the door again. Celestia was messing with her, she just knew it.

“Princess!”

Her hand still throbbing, Twilight knocked twice more, finally getting a response.

“Who is it?”

Twilight hesitated at the sound of that voice, the one that carried such a thick, sultry tone it seared through Twilight’s defenses like a blade through paper. She did not forget her anger, however.

“Twilight Sparkle, remember?”

“Hmph. I do not remember my apprentice being one to knock so harshly, or demand attention as if she were still a child.”

Squeezing her hands into fists, Twilight focused on her aching hand, doing her best to keep control. Yelling at Celestia would only aggravate the situation further. Twilight took a deep breath before replying.

“I’m sorry, I was very impatient. Will you let me in, or not?”

After a moment’s wait, the door began to glow gold and creaked open, allowing a pure light to spill into the hallway. Twilight squinted as it hit her eyes. Below, she felt a stirring, an anticipation. She was finally here. Everything she wanted lay through that open door. Cracking a private smile, Twilight stepped forward and the door closed swiftly behind her.

She cringed for a moment at the sound of the door slamming. That foreign reluctance had begun to rise within her again, chipping at the armor she had built with her anger. Attempting to clear her head, Twilight turned her attention to her surroundings.

The bedchamber was as gorgeous as she remembered. Pink, blue, and teal colors dominated the room, matching the princess’ own ethereal hair. Fine drapes and shades hung along massive windows, ready to hold the outside world at bay if Celestia so desired. Desks, dressers, ottomans and other masterly-crafted pieces of furniture littered the walls, each covered with numerous accessories. The room itself was circular, with a marble floor covered mostly with area rugs. The regal, exorbitantly-sized bed, an item now of special interest to Twilight, lay on the opposite side of the room. The air smelt of sweet lavender and rose.

Princess Celestia herself was looking at her reflection through a familiar mirror. She wore a white, silky dress that hung on her shoulders, falling down her chest in two strips before joining just above her waistline. From her waist, the dress was split into a front and back, almost like a long, wide loincloth. The fabric itself, however, was thin and delicate, hardly clinging to Celestia’s lustrous skin. If Twilight were to stare hard enough, she was sure she could’ve seen straight through the dress—something she very much wanted to do. Twilight thought she detected a slight smirk, one only Celestia could hold and still maintain her majestic demeanor.

“Welcome, Twilight Sparkle. What brings you here at this hour?”

Her armor shattered. Twilight immediately felt a heat flush her face and sweat dripping down her neck. “Um, you asked for me to come?”

“Dear Twilight, I do not ask for anyone to come. I simply make them.”

The heat that had rushed to her face now overwhelmed her nethers, bringing her knees to the point of collapse. A gasp nearly escaped Twilight’s lips, but she brought a hand to her mouth in an attempt to hide the extent of the effect Celestia’s last statement had. Twilight’s urge to bring her own hand down and help herself nearly smothered her.

“Oh, dear, that statement probably sounded extensively forceful.” Celestia finally turned her attention from the mirror and looked at Twilight. “Please, enter and sit.” Celestia gestured, and a chair slid over to the middle of the room, glowing with Celestia’s magic.

With a meek bow, Twilight walked up to the chair and sat, now facing away from the princess and towards the door, idly tapping her fingers against her slim legs. She tugged at her dress a bit, making sure it still covered everything. It suddenly felt a lot shorter than she remembered. As she fumbled with the dress, she began to notice a rather large wet spot near her waist. Silently cursing, she laid her hands down such so the darker area was covered. The chair was a little more comfortable than standing at the entrance—but only a little.

Bare footsteps echoed throughout the room as Celestia approached Twilight. Laying a hand on Twilight’s shoulder, Celestia asked, “What was it you needed from me?”

Twilight looked down at her lap and blushed. Is she really going to make me say it, again? The annoyance she had harbored within herself began to stir again, begging Twilight to remain defiant, to retain the dignity her teacher seemed intent on stripping away.

Her need, however, won out.

“I, um, I’d like f-for you to continue what you were, uhh, doing earlier. Please.”

Celestia’s hand wandered gradually from Twilight’s shoulder, down Twilight’s bare arms, those curious fingers clasping and releasing as they drifted lower. Eventually, Celestia stopped where Twilight’s hands met, plainly covering them, nothing more.

“What I was doing earlier, hmm? Could you perhaps explain what exactly it is you mean?” Twilight could hear the taunting tone of the princess’s voice and it pushed her irritation further.

“You know... h-have you really forgotten already?”

The footsteps started again as Celestia strolled around Twilight’s side, bringing her strong, silky legs into view. Twilight kept her head facing her lap, but brought her eyes up to adore the grace with which Celestia walked. As she circled Twilight, she lifted the hand covering Twilight’s such that only a single twirling finger retained contact. A light breeze blew across the room, chilling the wetness on Twilight’s lap, but also tossing the light, wispy dress Celestia was wearing about, nearly revealing her most precious area. Twilight couldn’t help but gape.

“Maybe I have forgotten, beloved student—or maybe I wish to know that you have not. You took an awfully long time to get here. I assumed you would simply teleport.”

Twilight squinted hard in embarrassment. Of course! I’m such an idiot! Her head sank lower to the point her chin was now touching her chest. She almost felt like crying, making such a fool of herself in front of the one from which she most desired respect.

“I think a reminder would help, don’t you?”

A shadow fell over Twilight briefly, causing her to bring her head up just a touch. She found Celestia stepping over her lap with one leg, then letting herself down to straddle Twilight. The flushed librarian’s eyes flew open in surprise, though she never lifted her head all the way. Celestia’s sex had settled only inches from Twilight’s hands, and her dress’ front had draped over top of them. There was nothing between Twilight’s curiosity and Celestia’s heat.

“What’s this?” Celestia scooted forward a tiny bit, almost prompting Twilight to jerk her hands back. “Twilight, you’re awfully wet. Do you not know how to control your own body? You’ll ruin your dress this way.”

Twilight attempted a reply, but was able to offer nothing more than mumbles. As if I had a choice.

“At least lift your head, child. I do not wish to see you so morose.”

A finger touched her chin, asking—but not demanding—she look upward. At first, Twilight resisted the request, but she could not hold out long. Although a part of her wanted to stew in her shame and chagrin, more of her, so much more, wanted to please Celestia. When Twilight looked up, she did not encounter the fuschia eyes she expected. Due to their height difference, when Twilight looked forward, she instead found a spectacular bosom. The sight paralyzed her and drew her eyes to gawking, both stricken and disconcerted with the beauty and prudeness of Celestia’s chest.

“I-I-I uhhh—” Twilight felt the need to say something—to apologize, to compliment, anything!

Celestia merely smiled and slipped her arms around the back of the chair, embracing it and crushing Twilight between her chest and the chair. “I’ve been told they are quite magnificent. More than once, I’ve caught the guards staring, and now you as well, Twilight? I did not think you so perverted.” Twilight attempted a rebuttal, but it was difficult to form words in such a compromising position. “Save me your excuses, dear. Tell me, do you find them magnificent as well? Do you wish to enjoy their company like so many others have wanted? It is truly a privilege.”

Twilight finally regained control of her senses enough to bring her hands to Celestia’s sides, slowly urging her mentor’s chest off of her face—but only enough to allow herself to speak. However, she still did not have the strength to make eye contact. “I do like them.”

“So does everyone else, Twilight, but that is not what I asked. Do you want them?”

Gulping, Twilight looked at the beautiful mounds in front of her. Celestia’s dress was just barely covering the nipples, begging to be tossed aside to reveal the tender teat beneath. Biting her lip, Twilight gave her answer.

“Y-yes. I want them.”

“Then I grant you permission to have one. For now.” Celestia then hooked a finger over the strap of cloth covering her left breast and pulled it to the side, allowing Twilight a full view. Right away, Twilight felt her heart slamming against her chest, beating harder than she ever remembered. Her breaths became rapid as well, hardly believing the situation she was now in. Her princess, the goddess of the sun and most beautiful woman she’d ever laid eyes on, was not only straddling her while half-naked, but offering herself as well. Twilight’s lip began quivering as she sat in place, staring.

“Go ahead, Twilight. Do not be shy.” Celestia leaned forward an inch and placed a hand on the back of Twilight’s head, though she did not apply any force to it. Still unsure, Twilight glanced upward, seeking some form of comfort. Her teacher provided a loving, expectant gaze, one with no hesitation or malice. Licking her lips, Twilight steeled herself and leaned forward, finally taking Celestia’s exposed nipple into her mouth.

Celestia’s skin tasted of salt, but the texture around her nipple was painfully smooth, as if her body never knew even knew a blemish. At first, Twilight was driven by curiosity, exploring the surface with her tongue, learning everything she could about Celestia from her teat. She then traced circles around it, using the tip of her tongue before switching to the flat of it. However, she had not yet gotten a reaction from Celestia: her hand still rested contently on the back of Twilight’s head, not pulling or pushing. Her stature remained still and sturdy, and her lungs kept silent. Determined to change that, Twilight began sucking, tracing patterns with her tongue and fluctuating her lips, almost as if she was kissing the nipple. The reaction she got wasn’t quite what she expected.

Celestia grabbed Twilight’s right hand and brought it up to the breast Twilight was now attached to. “Do not forget your hands, precious student.”

Twilight did not slow her tongue, but acknowledged Celestia’s statement by seizing her mentor’s breast, kneading and squeezing it as she worked. The seconds kept ticking by as Twilight continued her caresses, trying alternating motions with her tongue and lips, breaking contact only to come down a moment later, just as hard. Her hand journeyed all over Celestia’s breast, never staying still, trying to maintain a touch of volatility. Just as Twilight thought the struggle was in vain, Celestia started to apply pressure with her hand, pushing Twilight’s face further into her breast. At the same time, her hips began to rock, grinding against Twilight’s waist and teasing at her flower.

Twilight grinned inwardly at this, her first, yet small, victory. Finally, she was not just Celestia’s toy, but a woman capable of surprises of her own. Not only that, but Twilight had proved she could give back to Celestia for all the wonders she had shown her student. Maybe Twilight was meek or unsure at times, but she definitely was not unappreciative.

A moan escaped Celestia’s lips, driving Twilight to work faster. She raised her other hand and directed it to Celestia’s other breast, but it was quickly smacked away.

“Getting ahead of ourselves, I think. You were only offered one. If you are so eager, though...” Celestia pulled Twilight back, though she held onto the nipple as long as she could, finally releasing it from her lips with a pop. Her gaze immediately shot upward, wondering what Celestia wanted next. With a smile, Celestia kissed Twilight’s forehead, then dismounted from her lap, holding her disciple’s eyes with tantalizing stare. Never for a second did the aura of grace and elegance leave Celestia, even with one side of her dress loose, exposing that now-stiffened nipple.

Twilight felt a rush of pride at causing that.

Celestia reached downward, playing with the fingers of one of Twilight’s hands a moment before grasping it, directing Twilight to rise. Her first attempt at getting up failed, as she had forgotten how flimsy her arousal had made her knees. She stumbled right back into the chair, eliciting a smirk from Celestia. The next try, however, Celestia offered more support and Twilight stood up slowly, giving her shaky legs time to adjust.

As soon as Twilight had her balance, Celestia began leading her by hand toward the bed. Twilight’s heart skipped a beat. Here she was, at long last—no more delays, no more taunting. Celestia was finally taking her to bed! Twilight’s mind bloomed with the possibilities. Her memories of those wonderful hands touching her everywhere she wanted except where she needed it most rushed back to her, drawing a fresh wave of wetness down her legs. Now, though... now she would feel those fingers there, in her sacred place. Where her extraordinary desire dwelled, the desire that pierced a hole through her sagacity.

The steps to the bed seemed so slow. Twilight was able to focus on every detail: the cool marble on her bare feet, the moon and stars beyond her destination, spilling their cool light into the room, the feeling of Celestia’s grip, firm yet soft, the scents blowing from Celestia as well as the room around her. After what felt like minutes, they finally made it to the edge of the bed. Celestia turned around, guiding Twilight to her side and then urging her charge to crawl up on the bed. Releasing a breath she did not realize she had been holding, Twilight collected herself and set a knee up on the billowy mattress. She paused for a moment, still nervous, but excited beyond words. The other leg drifted up as well, and Twilight crawled until she was entirely on the bed before flipping onto her back and turning around.

Celestia had sat down on the edge of the bed, her hand wandering toward Twilight’s leg. Goosebumps ran up Twilight’s skin as the first finger made contact, then trailed up her leg toward her knee. Celestia didn’t grab her leg, but rather cupped it, massaging it from foot to shin then knee, gradually sneaking higher and higher. Twilight gasped when Celestia’s hand finally ventured to her waist, brushing up the inside of her leg as it travelled. When Celestia withdrew, however, she did not return.

“Let’s remove that troublesome dress, shall we?” Celestia said, that now-familiar hunger returning to her eyes and smile. Twilight could only offer a nod.

She started grabbing at the hem of her dress, but Celestia stopped her before she made any progress.

“Lie back, faithful student. Allow me.”

Lying back, Twilight’s arms and back stiffened at the suggestion. She lifted her head up just enough to watch Celestia do her work. The quiet smile Celestia had been wearing shifted to a barely-restrained grin, betraying her intentions. She placed a hand on each of Twilight’s ankles and began to moving them upward so slowly and tenderly. As the she felt the promiscuous contact rise, Twilight’s chest began to heave up and and down rapidly, though she fought to control herself. When Celestia’s hands reached the hem of Twilight’s dress, she hooked her thumbs upward so they snagged the dress as her hands continued their trek upward.

Celestia began to crawl up the bed herself, taking the posture of a cougar about to pounce as her journey took her over Twilight, her hands passing Twilight’s thighs, then her stomach, moving inexorably higher. Twilight’s arousal was once again threatening to take off with her sanity; thoughts of tearing off her dress and violently kissing Celestia ran through her head. Concentrating, Twilight detailed every action of the affectionate fingers of Celestia’s hands. How they contoured to her youthful body, accentuating the curves of her hips, grazing over her now-sweaty stomach, and now—

Twilight tensed up as the hands crossed her breasts, slowing down to appreciate every sensitive inch. A whimper escaped her lips as the fingers bore down on her nipples... then a moment later Celestia had passed over them. Twilight’s dress was now almost completely off of her; her body ruthlessly exposed to the air and Celestia’s eyes, though her mentor kept her gaze mostly on Twilight’s face, eyes still dripping with seduction. Celestia continued up Twilight’s body, now moving onto her arms. Twilight obliged Celestia’s hands, raising her arms straight above her head in order for the dress to slip off.

The princess’s body was now brushing up against Twilight’s, Celestia’s low posture allowing her protégé to feel her chest and the dress that attempted to cover it. Stopping at Twilight’s hands, Celestia begin to play with them, fiddling with the palms and digits. Student and teacher were face-to-face, though Twilight felt far more vulnerable than Celestia. Light was blocked from Twilight’s face as Celestia’s gossamer hair cascaded over her shoulders and down from her head. Twilight almost seized right then and there, staring directly into those gorgeous eyes only inches from her own.

Their hands quit their little game as Celestia finally tossed Twilight’s dress aside and sat up, still straddling Twilight’s waist. Twilight gave herself a moment to recover, panting and looking up at the bed canopy. When she did turn to the princess, she found Celestia removing her dress, flirtatiously hooking the flimsy straps resting on her shoulders with a thumb, then plucking them off. Celestia then reached downward and pulled the dress over her head, tossing it to the side.

A burning flushed over Twilight’s face as she beheld the sun princess’s glorious body for the first time. It brought shame to even the most beautiful maidens, and instantly made Twilight conscious of her own imperfections. She covered her chest as best as she could with her arms, but Celestia was quick to comfort her.

“Twilight, I do not want you to hide yourself from me. You are so gorgeous, so elegant. Never be ashamed of the body you possess. Even a princess desires it.” Laying a hand on Twilight’s arm, Celestia gently removed Twilight’s flimsy barriers, opening the bashful student once again to her teacher’s presence. Celestia smiled. “That’s much better.” Twilight’s arms stuck awkwardly and stiff to her sides, and she turned away, facing the wall. Even with Celestia’s comforting words, she was still far from comfortable.

“Have you done this before, Twilight? Laid with another woman?”

Twilight’s blush came on harder and she shook her head.

“That gives us an excellent opportunity for another lesson, does it not?” Celestia slid off Twilight, their womanhoods coming in contact for a brief moment, making Twilight twitch. She still kept her eyes on the wall, however.

As Celestia repositioned herself, Twilight’s curiosity began to get the better of her. She may have felt better about herself looking at the wall and not the amazing body of her teacher, but Twilight also desperately wanted to know what was about to happen.

Celestia quickly answered that question. “Let’s call this Lesson Number One.”

A hot, moist breath passed over Twilight’s honey, bringing on a new wave of wetness and anticipation. Twilight ever so slightly raised her head, peeking over toward Celestia, who had poised her mouth directly over Twilight’s other set of lips. As soon as Celestia saw her student looking at her, she descended on Twilight’s waiting sex. Her lips closed over Twilight’s clit, fluctuating and flexing while her tongue began to play with it. Twilight threw her head back and moaned, unable to keep watching as she feared orgasm would overtake her instantly had she continued. The urge to simply give in clawed at Twilight with each stroke of the princess’s tongue, but Twilight wanted to hold out. She wanted Celestia to work for it, proving she didn’t have total power over her apprentice.

Most of all, however, Twilight wanted Celestia to finally enter her.

The seconds felt like hours. Celestia was relentless, continuing her merciless assault with poise and finesse, almost as if she didn’t need to put thought into the act. Every now and then, her tongue would dip below Twilight’s clit, threatening to dive into her slit, but it never did more than that. Twilight took every measure she could to contain herself, clenching her fists, gritting her teeth, staring at the bed canopy and thinking about anything else besides the dexterous tongue writhing over her nub, but it soon became apparent Celestia would win. Content with the resistance she had shown, Twilight relaxed, now allowing Celestia her victory... but it never came.

Twilight lifted her head to find Celestia drawing back, arousal dripping from her chin. She smiled at Twilight as if she was pleased with something, much like a teacher would look at a student who got a high mark.

“Please! I need to cum! I can’t take it, I was so close!”

Celestia leveled her gaze at Twilight. “I would remind you, Twilight Sparkle, who is the student and who is the teacher here.”

“B-but..!” Twilight reached down with both hands, trying to finish herself off, blinded by her burning need.

Celestia seized Twilight’s wrists and pinned her arms to her sides, now looming over her. “You will find release tonight, but only with patience. Do you understand?” Celestia’s tone was firm, but showed no anger or volatility. In fact, Twilight almost wondered if she was being toyed with again.

“Y-yes, Princess Celestia. I w-won’t try anything.”

“Good. Now rise, and put my teachings to use.”

After rolling off of Twilight, Celestia helped her student up, moving with a patience Twilight no longer possessed. Twilight was being given another chance to prove herself, to send Celestia beyond, to show she was everything Celestia admired, even in bed. Licking her lips, Twilight posed herself in front of Celestia as she sat back and spread her legs, then beckoned Twilight forward. Twilight wanted to dive in, but Celestia stopped her when she moved in aggressively.

“Patience and precision, Twilight.”

Acknowledging the statement with a nod, Twilight descending upon the princess, closing her lips around Celestia’s clit. Twilight gaped in surprise when she found Celestia much wetter than she expected. While the princess could hide her arousal from Twilight’s eyes with composure, her womanhood told no lies. Remembering how Celestia’s teasing had affected her, Twilight chose to avoid entering Celestia right away, instead opting to lap up her teacher’s arousal and tweak her nub. The liquid tasted of sweets, just as Twilight imagined it would.

Twilight soon found herself deeply engaged in her actions, wrapping her arms around Celestia’s waist to pull her mentor’s sex closer and intensify the contact. Soon, Twilight heard Celestia’s breath begin to pick up and her legs shifted, gripping Twilight’s head and driving her ever deeper.

Twilight took it as a sign to attack, and slipped her tongue inside, exploding into the new territory with abandon. Celestia rewarded her with a gasp, legs twitching with clear arousal. It wasn’t enough for Twilight, though. She added a finger and explored further, desperate to bring Celestia over the edge. And while Celestia continued writhing under Twilight’s workings, she still showed no sign of completely losing control.

Twilight, however, was a clever woman, one used to challenges, and someone very capable with magic. Grinning to herself, Twilight cast a spell on her tongue, expanding it in both length and width just enough to reach the spot Celestia needed to be touched the most. Armed with her new tool, Twilight sank into a brutal pattern, stroking and massaging Celestia’s walls with precision. Celestia’s thighs closed further, now almost crushing Twilight’s head into her sex.

Twilight was now assured of her victory.

With one last burst of energy, Twilight lightly pinched Celestia’s clit while undulating over Celestia’s g-spot with her twisted tongue, ruthlessly stimulating the princess’s weakest point. Celestia’s heavy breaths erupted into a long, shrill moan and she embraced her release, cum flowing freely from her flower into Twilight’s mouth and upon the bed, soaking the sheets with the night’s first victory. Twilight never stopped or even slowed, rippling her tongue through the orgasm. She was determined to keep on Celestia until she could move no more.

Celestia, however, had other plans.

“And now, your reward.”

Twilight suddenly found herself lifted from the bed, covered in the glow of Celestia’s magic. She awkwardly flailed her limbs about, not used to being levitated herself. Once calmed, Celestia brought their mouths together for a short, yet passionate kiss. Twilight would have liked to linger, but the kiss was broken as the princess floated Twilight’s sex to her eager mouth and, without hesitation, dove in. This time, however, there was not foreplay. Her tongue entered Twilight’s flower and found her most sensitive spot right away.

Twilight came instantly.

For so long she had been taunted, teased, built up and let down—but now that Celestia had finally granted her student’s wish, there was no resistance to be had, no barrier to orgasm. Twilight’s juices flowed from her, dripping onto Celestia’s face and past her chin down her neck. Twilight couldn’t even tell if Celestia noticed, as her ministrations continued without skipping a beat. Once her climax had cleared, Celestia slipped a finger into Twilight’s sex, exploring the areas her tongue had not yet reached. The other hand went to Twilight’s clit, both massaging and pinching it in sync with the rest of her workings.

Twilight came again.

She was panting like a dog now, undulating with pleasure, blind to the world. Celestia had Twilight at her weakest point and still attacked with every weapon the princess possessed. Tongue, fingers, lips, breath: everything moving with staggering efficiency and cadence.

Enveloped in the princess’s world, Twilight lost track of time. Her vision became hazy, her mind dulled to everything but the all-encompassing rapture. Again and again she came, five times, ten times, twenty, she did not know. The number lost its meaning, only the pleasure remained. She recognized moving, finding a wet slit before her, which she eagerly licked. There were kisses as well, on both sets of lips. Sometimes it was a tongue squirming inside of Twilight, sometimes fingers, sometimes both. She even found her hips moving at one point, grinding into Celestia’s flower with vigor. Every inch of her body was touched, caressed, loved in some way, and each new sensation brought forth another explosive orgasm, ripping through Twilight’s body like it had never known pleasure before.

And just as the enraptured librarian thought she would pass out, Celestia withdrew.

It took a while for Twilight to find focus again, slowly regaining awareness of the details surrounding her. She first recognized she was lying down on a bed, a rather comfortable one at that. Rolling over, she found the window, the gateway into the outside world. The moon was dipping downward toward the horizon. She sat up, putting a hand over her heart. A blush ran across her face and she put a hand over her mouth as she looked down at the bed.

It was soaked. A large puddle darkened the sheets around Twilight’s legs, filling the room with a powerful smell Twilight was just now becoming aware to. She couldn’t imagine how long or how many times she must have released herself to leave such a mark—or how skilled Celestia must have been to make her do so. Twilight’s gaze surveyed the room, finding the princess sitting down in a chair, still naked, watching Twilight with a gentle smile. Twilight bit her lip and gave a bashful smile as their eyes met.

“Come,” said Celestia, standing and holding out her hand.

Twilight crawled over to the side of the bed and stood up, taking Celestia’s hand. She squeaked as she was drawn into a hug, pinning her hands in between her and Celestia’s chests.

“Did you learn much from that?”

“Umm, yes. Yes, I think I did.”

“Good.” Looking down, Celestia ran a hand through Twilight’s flowing hair, massaging her scalp as well. “Did you enjoy it, too?”

“More than anything.”

Celestia kissed Twilight on her head and guided her over to the side of the bed where they both sat down. Twilight was still having trouble looking at Celestia with a straight face. As wonderful as that had been...

“Y-you’re not going to send me away or anything, are you? I mean, my research is almost done. I’d be heading back to Ponyville soon if I kept to my original plans.”

Bringing an arm around Twilight’s back, Celestia held her student close. “Twilight, my dear student, I wouldn’t dream of it. If you choose to stay, I imagine we will be spending a lot more time together. This is not a one-night stand. I would love to get to know you much,” her voice deepened, “much better.”

“Yeah, I’d like that, too.” Letting out a sigh, Twilight rested her head on Celestia’s shoulder. A giddy feeling began to rise in Twilight’s stomach. This was a dream come true, a fantasy realized. The woman she respected most, loved most, wanted her. And Twilight felt so comfortable around her, too! Now, Twilight could explore the mystery of her teacher, tear away the enigma. Her grin kept growing and growing; she was so happy she could pop!

Twilight rested on Celestia’s shoulder a moment more before the princess stood up and walked toward her dresser. “You’ll probably want to get some sleep in order to be ready for tomorrow night, Twilight.”

Standing up and stretching, Twilight said, “What’s tomorrow tonight?”

“Lesson Two.”