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Cassandra was trying to teach her history class and largely succeeding, her students either paying attention or pretending to, with one notable exception. Tucked away in the back row, Amy Roberts seemed to think she was invisible, and was busily scribbling something on a notepad. Her students obviously didn't realize what a vantage point their teacher had, since the six-foot palomino mare could easily see over their heads. And what she was seeing now was Amy.

The girl was far from inconspicuous – one side of the 18 year old's head was shaved right up to the crown, her shoulder length black and purple hair flipped to the other side. She treated make up almost like warpaint, with dark eye shadow on her eyes and violet lipstick on her lips, a ring in one nostril and one eyebrow. The school had a pretty loose dress code and the girl took advantage of that, wearing a spiked collar around her throat and leather straps on both wrists. She wore a camisole with a band graphic (no doubt something loud and rambunctious) and black wedge heeled boots that were covered in buckles and almost reached her knees. Her black plaid skirt was the only concession to normal clothing, but it didn't stop her from sticking out like a sore thumb.

She was irked the girl wasn't paying attention. Amy was stubborn, but a bright kid, and since she didn't look like the type who's life plan boiled down to 'marry well' Cassandra felt she shouldn't be neglecting her education. She got up from behind her desk and strode in front of the class, seemingly just to stretch her legs. Upon hearing her teacher's hooves clicking, Amy looked up just to make sure she wasn't spotted, and went back to whatever she was doing. This was Cassandra's plan all along, to get the girl used to the click-clack of hooves in the background. It worked and Amy didn't notice the sound getting closer until her teacher snatched the notepad right from under her nose. The girl's eyes snapped open in shock as she looked up at her teacher, now holding something quite incriminating. If she'd had her wits about her, she would have noticed the mares eyes had also widened, but the professional woman had quickly composed herself. Amy, on the other hand was struck speechless, a noticeable blush creeping up her face.

“Ms. Roberts, since this is your last class for the day you will be staying behind so we can have a little talk about this." Cassandra said, looking sternly down at the girl as she addressed her formally, never a good sign.

“I…uhh… fine!" was all Amy could say, knowing what her teacher just saw. A conversation between the two of them on the subject was not the worst case scenario. A conversation with her teacher, the principal, the school counselor and her parents was and she was very eager to avoid it!

Cassandra returned to her desk, notepad in hand. Part of her brain went into autopilot, delivering the rest of the lecture, while the other part considered the drawing. It was a sketch done in ballpoint pen, but a pretty good one, of her. To be more precise, of her in a cupless corset, long gloves and thigh-high lace-up leather boots (bottomless of course, considering her hooves). She was playing with a riding crop as she strode forward, the perspective suggesting she was moving towards the viewer and looking down at them. Her hair was in the bun she usually wore at school, while the rest of her anatomy swung free. She thought her chest was quite accurate, her breasts with barely a hint of sag even at the age of 34, although Amy did underestimate their size a bit, probably because of the fairly conservative bra Casandra usually wore. The lower part of her body, however, was uncannily accurate. Her students were aware Cassandra was a hermaphrodite, it being much less rare among anthros than humans, but she was certain none had ever caught so much as a glimpse of her stallionhood. Her loose skirts never showed a bulge and it always stayed within it's sheath during class. Thus the almost foot long spire and the two swollen orbs beneath it must be the product of a very vivid imagination.

The other thing going through her mind was how the girl depicted her – imposing and dominant. Cassandra didn't really think she was. With the women she dated she did take on the 'male' role, but the sex was always loving and gentle, and during the one fling she had with a male wolf the two of them took turns topping each other. But that's not how she sees me she thought. To a student, a teacher had authority, and Cassandra certainly knew how to keep her pupils in line. Not to mention that the tall, statuesque equine towered over the teens. So if you did have a crush on someone like that, those impressions would carry over onto your fantasies and your mind would build this image of a sexually dominant person. And then your hand would draw it. And probably more than once since the notepad seemed a bit thin, finished pieces no doubt being torn out and stashed somewhere safe. She had to admit, it was a very good sketch. Amy had drawn frantically, no doubt inspired by her teacher's presence and produced a very lifelike rendering. Cassandra knew Amy was talented from talks with her art teacher but didn't realize it until now and almost considered showing her this drawing. Then again, maybe not.

She realized just how desperate the girl would be to stop this from going any further. It was ironic, making this drawing of her as a powerful dome actually gave the mare power over her. She then considered the more immediate implication of the sketch – Amy was attracted to her sexually, and explicitly. This in turn made her view her pupil in a different light – Amy was a beautiful, if unconventional, girl. She had a pretty face, a slim figure with a pair of perky B-cups and a pert little bottom. Cassandra stopped herself, feeling her shaft begin to slip slightly from her sheath. In a few minutes the class would be over and she could deal with Amy. An idea popped into her head as she thought about how to discipline the girl and she suppressed a smile. Well, I know the kind of discipline she would respond to!

*******

I'm dead! I'm dead! I'm dead! I'm dead! Amy thought, head held high, posture straight and eyes staring at nothing while the other students packed up and left the classroom. No, that's not true! I wish I was dead! She corrected herself. How could she be so stupid? She'd never drawn anything like that in class, let alone Ms. Hayes' class! She supposed she was lucky her teacher handled it well, and didn't just raise the picture to the whole class and ask 'What's the meaning of this!?'. After the door closed, Ms. Hayes got up and walked up towards Amy's desk, notepad in hand.

“I'm going to the ladies room and after that we're going to straighten this out, young lady." She said as she dropped the pad on the desktop, now without the incriminating drawing.

Amy just nodded, the usually surly teen struck dumb by her predicament. It was only after her teacher left that she actually looked at the pad. There was writing in one corner that read 'Girls' bathroom, 1st floor in 3 min'. She had no idea what was going to happen, was to panicked to think, but after 3 minutes she obediently made her way to the bathroom making her way through almost empty hallways, most of the students having already gone home. When she went inside she saw Ms. Hayes standing in the middle of the tiled room, waiting for her. She walked past the confused girl, stuck an 'Out of order' sign on the door and locked it shut. Amy noticed she was holding a certain piece of note paper.

“Now, we can handle this two ways. One, I bring this to the attention of the principal and he calls your parents over for a talk…" Cassandra said, watching as the girls eyes widened and her face went pale, knowing which option she would chose “… or Two: you stay here until I let you leave, and do anything I say." She finished, arching a brow for effect.

Amy was stunned. She didn't know if she was really here, or if this was a nightmare that's about to turn into a wet dream. Either way it's a clear choice.

“T-two." She stammered out, her pulse quickening and her breathing becoming rapid.

Cassandra folded the drawing carefully and slipped it inside her breast pocket. She walked up the girl who stood frozen like a deer in headlights. The mare took the girl's pointed chin in her hand, angled it up, and bowed her head down to kiss her. As the lips of her long, delicate muzzle met Amy's, the teen moaned, melting into the kiss. She felt slim hands around her neck as the girl held her, not wanting to let the mare of her fantasies go.

Amy couldn't believe what was happening, the woman of her dreams giving her what she most desired, in the way she most desired it! She threw her arms around her long, slender neck, not trusting her legs not to buckle and break the kiss. She moaned again as Ms. Hayes put her tongue in her mouth, her other hand trailing along her spine, down her lower back and cupping one of her firm little cheeks through her skirt. That turned her thoughts to their clothes – they'd have to go. She fumbled at the buttons of her teacher's blouse, her hands still shaking from earlier fear and current excitement.

Cassandra took the hint and broke the kiss, her pupil seeming to whine a bit as she did, and slipped off her cami. Amy wasn't wearing a bra, and her perky little breasts were on full display, both nipples pierced by a silver barbell. The mare took her blouse of, tossing it across one of the stall doors along with the rest of their clothes and revealing a lacy white bra that was struggling to contain her cleavage. Amy briefly stopped unbuttoning her skirt, eyes glued to her teacher's chest as the mare shrugged off her bra, releasing two magnificent pale gold globes. The sight spurred Amy on and she slid her skirt down her thighs along with her panties, her teacher doing the same. This wasn't a striptease, both of them being too eager for the main event to disrobe slowly. Cassandra's pink shaft was now almost all the way out of it's sheath, but still flaccid as the impressive length dangled between her legs.

Once they were naked (Amy keeping her boots, collar and straps on) they took a moment to admire each other. Amy had the svelte body of a girl entering womanhood, her hips still slim and her small breasts riding high on her chest. Looking at Cassandra's ripe mounds and flared hips, it was obvious she was all woman, until a person's gaze traveled between her shapely thighs to discover there was also quite a bit of stallion thrown into the mix.

Amy couldn't wait anymore, and rushed into her teacher's arms. Her head being almost level with the mare's chest, she nuzzled up to her teats, her lips seeking out a stiff nipple and latching on to it. Her other hand slid down to the herm's shaft, fingers brushing over the base and full, heavy balls. She was rewarded with a throb as the shaft began to harden and rise between her legs.

Cassandra laid one hand firmly on the back of the teen's head, rewarded with the girl moaning into her tit, spurred on by the possessive gesture. Seeing she liked that, her other hand went around the girl's waist, pulling her closer. The mare's cock was now standing straight out between the girl's legs, Amy's already wet pussy rubbing along it's length as she writhed in her teacher's embrace.

Not needing any more prompting, the girl released the mare's nipple, giving it one last kiss, as she slid down to her knees. Eye's glued to the massive shaft already slick with her juices, she grasped the base with one hand while the other played with the heavy sack hanging beneath it. Amy's tongue stretched out to lick her teacher's stallionhood from the medial ring to the tip while her hands stroked and teased. The head was already slightly flared and seeing how there was no way to get it into her mouth Amy settled for slurping and kissing the tip, her lips soon covered with her teacher's pre and her nose filled with a stallion's scent. All the while staring up at the woman who was making her fantasy come true!

For her part, Cassandra couldn't believe what she was seeing. Amy had a reputation among both students and teachers for having 'an attitude', for being stubborn and strong willed. Now that same girl had fallen to her knees and started worshiping her cock, her green eye's already dimmed by lust looking submissively up at her, seeking her approval. Well, she saw no reason to deny her that much and put a hand on the top of the girl's head. She wasn't actually guiding her, being quite satisfied with Amy's efforts so far, but she knew the girl would appreciate that gesture. She was proven right, as Amy closed her eyes and moaned around the flare, both hands now rapidly stroking the pre-slicked shaft.

The girl was good and Cassandra felt herself getting close as she put her other hand on the girl's head. Amy got the hint, noticing the heavy sack pull up and the underside of the equine cock throb. She put her lips to the slit with the now jutting urethra and squeezed her hands rhythmically around the base of the mushrooming flare. The first spurt of cum flooded her mouth and she barely managed to swallow before the next one erupted. She gulped the seed down as fast as she could, determined not to waste a drop of the precious gift the woman of her dreams was giving her. She wasn't sure how much she'd swallowed, her tummy feeling fuller, but as the spurts died down she still milked the softening shaft, eager to suck out every last drop.

When she was sure she was done, she looked up at the mare with a dazed expression, her mouth open and her tongue out to show what a good job she did. Her heart skipped a beat as the woman smiled down at her, putting one finger under her chin. The mare slowly raised her hand and Amy felt like she was floating up, plucked from her knees as this goddess lifted her up and planted a passionate kiss on her lips.

“M-miss Hayes…" Amy gasped as Cassandra broke their kiss, the girl still catching her breath.

“Cass." The mare corrected her.

“Cass…" the girl husked as she turned around, hands planted on the tile wall, legs spread and her pert little backside thrust out at her teacher, presenting “…please…".

Cassandra sauntered over to the girl, smiling at her behavior. She's submissive, but not patient! As she took in the sight of the girl's firm little ass, she noticed a glint between her cheeks and knelt down for a closer look. Spreading the girl's cheeks apart she saw a violet 'gem', the handle of a butt plug buried deep inside the teen's bum.

“Oh my, that looks uncomfortable! No wonder you've been squirming in your seat the entire class." Cass teased as she gave the handle a little twist.

“Gaaah!" Amy squealed, knees buckling slightly as she felt the mass of silicone shift inside her.

Cassandra brought her long muzzle to the girl's by now sopping pussy, nostrils flaring as she inhaled her scent. She let the air out in an equine snort, making Amy shiver slightly at the puff of cool air against her dripping slit. Without any warning she snaked her long tongue out and drove it right between the teens smooth lips, Amy biting her lip to keep from screaming as the nimble appendage wormed it's way inside her. Cass locked her lips around the girl's mound as her equine tongue probed deeper, not surprised by the fact Amy didn't seem to be a virgin. Satisfied the girl was as wet as she could be, she decided she'd still need loosening up before she could take her length.

She got up and slid two fingers inside the teen, while her other hand toyed with the gem sticking out of her pucker. She pumped her finger's rapidly in and out of Amy's cunny, adding a third when she felt the girl was ready. After a few minutes she could tell the panting girl was close, and she pushed the plug in just a little further while her fingers rubbed vigorously inside her. Amy bit her fist to stop herself from screaming as she gushed around her teacher's hand.

Cassandra wiped her fingers on her once again erect shaft as she positioned the head at Amy's spasming quim. The girl was still trying to catch her breath as she looked over her shoulder with lidded eyes.

“Are you sure you want this?" Cass asked rhetorically. She was surprised how much she was enjoying this level of control over a lover and thought she was doing a pretty good job of being a domme, for a first timer.

Amy seemed to be literally speechless, letting out a small whine from the back of her throat as she thrust her ass out even further, her lips kissing Cassandra's flare. That was all the urging the mare needed as she grabbed her pupil's slender waist and pushed herself forward. She saw Amy bite her lip and heard her groan as her cunt was forced to stretch around the massive rod being forced slowly but surely inside her. Both women gasped as Amy's pussy swallowed the flare, her lips stretched in a lewd 'O' around her teacher's shaft. Cassandra's cock began spurting pre into Amy's passage as inch after inch slid into the pliant girl. When her medial ring kissed the girl's cuntlips, Cass let her have a few moments to adjust to the throbbing length lodged inside her.

A short while later the girl's pussy was no longer clenched, although still very tight, and Cassandra decided to give her the rest. Noticing her collar wasn't very tight, she hooked one finger under it and used it to pull the girl's head up as she bucked her hips and drove the medial ring, as well as most of her shaft, inside her.

“M-Mistress!" Amy managed to scream out, eyes wide as the cock invaded her.

Cass was about to scold the girl for calling her Ms. Hayes when she heard the word the breathless girl was trying to utter. All this time she thought the girl's leathers and collar were her attempt to look dangerous and rebellious, when all the while she wanted her teacher to clip a leash to it! With a cocky grin on her face, the mare bottomed out inside the girl as she sent another spurt of precum to splash against her cervix. While Amy struggled to catch her breath Cass moved her hands to the teen's teats, squeezing her breasts possessively as her fingers brushed against the studs in her nipples, making the girl twitch in her hands.

Amy couldn't believe the word left her mouth and couldn't believe her luck that her teacher seemed to accept it. This was her wildest fantasy, being at the mercy of the powerful she-stallion, her hands taking possession of her body as her pussy squeezed around the spire of flesh impaling her. The teasing of her sensitive nips was driving her crazy as her bottom was stuffed, the plug in her ass making her pussy walls clench even tighter around her mistresses cock, to the point she could feel the mare's pulse.

Cass had decided the girl has been teased enough and started to make short, slow lunges into the girl, only withdrawing a few inches of her cock before stuffing it back in and making sure to bump her crotch against the butt plug every time she did. She was rewarded with timid moans from the girl's mouth and squelches from her cunt as her thrusting pumped their combined juices out of the teen's overstuffed quim.

Encouraged by the girl's reactions, and driven by her own desires, the mare started withdrawing almost all of her shaft before pulling the girl back to meet her thrust. She loved the sight of her medial ring pushing the girl's little petals in when she thrust, and pulling them back out when she withdrew her glistening length. She took a firm hold of the girl's slim waist as she picked up the pace and started to properly fuck the teen, making her stand on her toes every time she slammed back into her.

Amy was lost in a daze, the taste of horse spunk still on her tongue as her mistress rutted into her with long powerful jabs, her wide hips slapping her little behind. She felt the grip of her hands around her slender waist, a dominant hold of a stallion breeding a fresh young filly. The word 'breeding' brought to mind Cassandra's bulging sack, now no doubt glistening from their juices, and how it had tightened up as her massive orbs released their load into her mouth. Except they won't be releasing into my mouth now she thought and with that came to an urgent realization that there is nothing stopping Cassandra from actually breeding her!

“M-Mistress… Ahh!... uhm.. not on… the pill…" was all she could get out. In her current state of mind, she couldn't tell her not to cum inside, couldn't even beg her. She barely managed to utter that warning, and hoped the mare would understand. She had relinquished all control, and if her mistress decided to put a foal inside her she would carry their child and to hell with the consequences!

Fortunately, Cass was in a more sapient state of mind and pulled out before the point of no return, the girl nevertheless letting out a little moan of disappointment as she was left empty. However, there was a way to give Amy what she wanted without risking getting her pregnant. And she watched the girl's drooling pussy, still slightly agape from the cock that was buried inside it, she considered the little purple gem, and the real treasure hidden behind it.

She took hold of the handle and gently twisted it left and right as she pulled outward. Cassandra watched as Amy's anus dimpled out and the girl grit her teeth as the toy began to stretch her ring. In a few seconds the widest part of the plug was visible and Cass was impressed by it's size. It was definitely a good sign the teen liked to have big things up her ass, since she fully intended to give her one. After the toy slipped out, she took a moment to admire Amy's little button, shiny from the lube she used on the plug and still not closing all the way.

She guided her tip to her pupil's pucker and started pushing forward, one hand spreading the girl's cheeks. When she felt they we're both ready she covered the girl's mouth with her other hand, muffling her scream as she drove the flared head in with one buck of her hips. Amy's sphincter was clenching reflexively around her shaft and she moved her other hand to play with the teen's clit in an effort to relax her. She realized she'd done a good enough job when the girl started licking the hand over her mouth, still tasting her juices on the mare's fingers. She moved her hand to the girl's tit, fingers playing with her pierced nipple while she tweaked her clit and started pushing her shaft further inside, Amy now taking deep breaths to help her relax.

She didn't know how long it took her to bottom out inside the girl, but to Cass it seemed like an eternity until she finally felt Amy's cheeks touch her thighs. She hooked one hand under the girls knee as her other arm wrapped around the teen's waist, holding her tight against her body as she began to make slow, shallow thrusts into the girl's ass.

Amy had gotten comfortable with Cassandra's massive cock inside her, the bestial length being bigger than anything she ever had back there. She laid back into her mistresses' embrace, feeling the mare's huge boobs press into her back, the strong arm wrapped possessively around her as the mare's hips slammed into her ass. She felt a nuzzling at her neck and craned her head obediently to meet her teacher's lips, moaning into their kiss as Cass picked up the pace.

The shaft was now pistoning in and out of the girl's stretched ring, the pre lubing her up and making the rough fucking easier to take. The girl's booted foot barely touched the floor as Cass drove herself into her, her balls smacking into the teen's pussy while the bathroom echoed with the slapping sound of their coupling. Cassandra felt her climax approaching as her sack tightened and her tail flagged before she gave one final thrust, burying her cock inside the girl's ass and lifting her off the floor.

Feeling the equine cock flare up inside her Amy's hand flew to her empty pussy, eager to cum and share her orgasm with her mistress. Her quim was still sensitive and a few tweaks of her clit pushed her over the edge as she felt warm seed flood her insides. Her pussy and her pucker clenched as she climaxed, milking the rod she was impaled on. Amy couldn't believe how much cum her teacher still had after the load she swallowed earlier, and wondered if her normally flat tummy would bulge after they were done.

They shared the afterglow as the teen writhed in the arms of the stallion that had taken her and marked her as their own. Cass then let Amy go and bent her down slightly, so that her round little bottom was thrusting out and still touching the mare's crotch. As Cassandra started to withdraw her softening cock, the girl's ass squeezed around it as if reluctant to let the member go. When her flare popped out Amy let out a surprised squeak as Cass quickly replaced it with the butt plug, sealing her seed inside the girl's well-bred bum.

Amy slid down to her knees, not daring to sit down, her mind still reeling and her insides bloated with her teacher's two loads. She noticed through lidded eyes that Ms. Hayes had recovered more quickly and was already half dressed.

“From now on, young lady, I will expect you to pay attention to my lectures. And if you have any work you want me to look at, be sure to show I to me after class. Is that understood?" Cass asked, buttoning her blouse.

“Yes, Ms. Hayes." Amy responded automatically, some part of her brain still functioning in a limited capacity.

Cassandra bent down and kissed the top of the girl's head, slipping her a folded piece of paper before getting up and walking out the door. Still kneeling naked and exhausted on the bathroom floor, Amy unfolded it and saw it was the drawing that got her in trouble in the first place, except now there was a lipstick mark in the top right corner, and an A+ in the same shade.