This is a prequel, actually. Events are mentioned in Twilight's Big Surprise. This takes place before Twilight ever goes to Ponyville

Four years.

Twilight Sparkle had been studying under Princess Celestia’s “special tutelage” for four years now. In all that time, she had spoken with the Princess precisely once, and that was during the entrance exam for her school, four years ago now. Her actual schooling had been given by a select series of professors, mentors, and personal tutors. Allegedly, the selection of those individuals had been done by Celestia herself, along with all the lessons. Sometimes Twilight doubted.

She’d seen Celestia, of course. At banquets. At Ceremonies. At sunrises, which she still attended when she could. It had been a disappointment, that first overwhelming year, when she realized she wouldn’t have any actual personal interaction with Celestia. By the second year, she had gotten over it. Now that she had just finished her fourth, it was out of her mind completely.

The academic year was now over. Twilight felt like she was depressurizing, like some kind of scuba diver who had come up too fast. She had gone through the usual routine of spending every waking hour studying for her final exams. Then, once taken, she had gotten in contact with her professors to make sure they had understood all of her answers as she had intended. Then she had waited, feeling nauseous, until each of her professors had posted her grades, one A after another.

Dad would be coming to pick her up this weekend. She missed him and Mom. It would be nice to get a few weeks break back at home, see the old neighborhood, visit the old haunts, that kind of thing. Of course, on all her last vacations she used to get bored on her first day at home and wish she could be back at school.

Twilight had been packing up her dorm room when the summons came. Now she was sitting on a bench in some lobby in Canterlot Palace. She looked down at the message she still had gripped in her fingers.

There had been a knock on her dorm room door. She had been shocked to open it and find several tall, burly men in official looking clothing. Then they had handed her the note. She was to make an appearance at Canterlot Palace this evening. In an hour, in fact. She was to finally meet Celestia again, face to face. These were Royal Guards at her door. They were here to escort her there.

Twilight dropped everything and left with them immediately. She ended up regretting that The other students in the dorm were pointing fingers and gossiping. Maybe, she worried, they thought she was being arrested for something. The police, however, didn’t usually take suspects to jail in limousines. They had taken her straight to the front of the palace, marched her into the lobby, and then left her.

That had been several hours ago. She had been waiting patiently ever since. Twilight wasn’t surprised that they made her wait longer than an hour. That sort of thing always happens in important places like royal palaces. The problem was, it gave her an awful lot of time to think. She thought about things like the Princess. And herself. And her clothing.

On a normal school day she’d be wearing a pleated skirt; a nice blouse; her sweater vest if it was cool out. She had some nicer clothing for special occasions. Except today she hadn’t even expecting to go out of her dorm room. She was still wearing her pajama bottoms. And an old, faded university sweatshirt. It’s what she had woken up in that morning; she hadn’t even put on a bra. Now she was about to meet the Princess. She would have run away if not for the trouble it would have gotten her into.

Someone was coming. Twilight looked up. There was an older woman in a pantsuit and heels strolling down the marble floor as she approached Twilight. Twilight stood up.

“Miss Sparkle? Follow me, please.” She turned and walked off again without missing her stride. Twilight had to jog to keep up with her. If this lady had a problem with Twilight’s appearance, she didn’t say anything. The woman had a clipboard with paperwork on it under her arm, and now brought it out. “I need to ask you some questions. Please answer all of these as truthfully and honestly as possible”

“Oh. Alright.”

“Are you sexually active?”

“Uh, no.”

“Have you ever been diagnosed with a sexual transmitted disease.”

“What? No.”

“Have you been to any country in Africa within the last 15 years.”

“No.”

“Have you ever shared any needles for intravenous drug injection.”

“No!”

“Do you have a history fainting, epilepsy, severe headaches or any sort of heart condition.”

“No.”

“Have you ever summoned a demon, monster, angelic being, or inter-dimensional outsider for any sexual or masturbatory purpose?”

“Oh my God, no.”

“Are you aware that failure to answer honestly to these questions can result in severe punishment? We will find out the truth, one way or another.”

“Um. Yes?”

“Do you wish to change any of your answers?”

“I... no.”

The woman placed the clipboard back under her arm. She kept walking down the corridor at a very prompt pace. Her expression was unreadable. The only sound was of her heels on the hard floor. They were heading towards a large, heavy, open wooden door. There were two guards on either side, in their ceremonial armor. As they drew near she began to speak again. “Do not speak to the Princess until spoken to. You will address her as “your Majesty,” never “your Highness” or “ma’am.” Never use the name “Celestia.” Do not look her in the eye. Remain standing until you are commanded to move or sit. Do you understand?”

“Yes, but...”

The woman stopped in her tracks right at the threshold of the door. Twilight walked through before realizing it, stopped, and turned around.

“You know,” the woman sighed heavily. “I was once like you. Young. Beautiful. I must have been bright; I was at the top of my class, just like you are now. I took the same test. Now I’m a clerk.” The guards began to swing the door shut. Twilight opened her mouth to ask a question. Any question would have sufficed. She was very confused. She couldn’t get any words out of her throat. “I failed,” the woman said.

The door closed shut with a loud boom. Twilight stared at the grain in the wood of the door for a moment. Then she looked around at her surroundings. She was in a small circular room with only the one door and the base of a spiral staircase. She looked up and the sight took her breath away. She was at the bottom of a very tall tower. They said the Princess’s private tower was the tallest in the whole Palace. Could this be it?

Twilight, having no other option, started up the stairs. It was a long climb up. A third of the way up and she started to feel a little dizzy. Half way up and she started to sweat. Suddenly she became self-conscious again. She couldn’t remember if she had showered that morning. She was pretty sure she did, but she had expected to just stay in her room the whole day, totally vegging out. The idea made her sweat harder, which only worried her more.

She gained the top flight, feeling out of breath and a little nauseous. She felt like her whole body was covered with sweat. Her sweaty nipples felt itchy against the inside of her sweatshirt. There was only a single door here. She knocked and waited. She knocked and waited again. Still, there was no answer. Twilight opened the door herself.

Princess Celestia was there, right in front of her. Only she was on the far side of the large room, and looking in the other direction. Twilight entered the room, closed the door behind her, then walked forward a couple of steps before stopping. It simply seemed the appropriate thing to do.

Celestia was sitting at a stool and looking out of a large window. It must have been an eastern exposure. The full moon was plainly visible. Even Twilight could see it from all the way across the room. Celestia seemed to be staring at it, although it was hard to tell with her back turned to Twilight.

For a moment, Twilight wondered if she should say something, even though she had been instructed not to. Maybe she could cough or clear her throat or sniff or something, just to indicate her presence. She didn’t have to worry. Celestia must have sensed her presence. She turned to her and smiled.

“Twilight Sparkle,” Princess Celestia said, in a wonderfully relaxing voice. Twilight remembered she wasn’t supposed to look royalty in the eye, so she cast her gaze down at the floor. She curtsied, pulling up at a non-existent dress. She realized how bad she must look in her pajama bottoms and sweatshirt. She blushed.

Celestia started walking over to where Twilight stood. Twilight could see it with her peripheral vision. “I’ve been keeping a close eye on you, Twilight,” Celestia said. “I told you years ago that I would take you on as a student of mine. I worry if maybe you were disappointed that I didn’t spend more time with you personally. I hope you understand how busy the life of a sovereign ruler is. I also hope you understand that I’ve been supervising every aspect of your studies from afar.”

Twilight blushed harder. Her heart leapt into her throat. This was her true wish, but she hadn’t expected Celestia to just come out and say it like this.

“How have your studies been going?” Celestia continued. “I understand you just finished this semester’s finals. Do you like your studies so far? What interests you personally?”

“Your Majesty,” Twilight remembered the honorific, and curtsied again. “This last semester I’ve taken Advanced Magic 429, Alchemy 499, and Astrophysics 402. As you may know, next year I’ll be entering my graduate studies. I...” For a split second, Twilight couldn’t force out any words. Celestia was standing right in front of her now. She was towering over her. It was more than a little intimidating. She finally managed to spit the words out. “I haven’t decided on a thesis topic yet. Although I’ve had some ideas. I think I might have the workings of a solution to the old Astronomy-Astrology Unification Problem. I think I can explain the eccentricities in the orbit of Mercury. And I’ve made some very strange observations of the moon itself that seem to suggest that MMMMFFF!”

Twilight was interrupted when Princess Celestia bent down and kissed her on the lips. She was taken completely by surprise. Her eyes were wild and she couldn’t help but look at Celestia now. She tried to back away, but Celestia’s hands held her in place. A million different things ran through Twilight’s mind. The first and foremost was that this was some kind of test. Hadn’t the lady downstairs mentioned something about a test? Twilight had never been more confused.

She had never been kissed before either. She had wondered about her first kiss would be like from time to time, naturally, at least in an abstract sense. She had always envisioned it would be with a boy. A boy her own age. And not the Princess.

If her mind hadn’t been pre-occupied, she would have enjoyed it. Celestia was sliding in her tongue and caressing Twilight’s softly. She was too detached emotionally. All she could do was observe and try to understand.

Celestia stood straight back up. Twilight’s lips were left hanging open, as much from being surprised as from being kissed. “Well, my dearest Twilight. You’re far too tense.”

Celestia took Twilight’s hand into hers. Long after that night, Twilight would still remember little things like that. Celestia walked backwards for a few steps with a warm and comforting smile on her face. Then she turned and led Twilight over to the bed.

“I...,” Twilight said. She still didn’t understand what was going on.

“You,” Celestia said, smarmily, “need to relax.”

Celestia laid Twilight down on the bed. She wasn’t quite sure how it happened. She hadn’t exactly been pushed, and she hadn’t exactly fallen over backwards. One moment she was standing on her own two feet, the next she was staring up at the ceiling. It was the most comfortable, luxurious bed that Twilight had ever laid down on. It was almost something that could make her relax if only she could forget that kiss. For a second, she wondered if she was under the influence of magic. Then Celestia’s face reappeared above her own and kissed her again.

The kiss was different this time. Twilight liked it. She liked it very much. She closed her eyes this time. Her body seemed to react and grow warm. She responded now with her tongue while Celestia played with it. She tasted Celestia’s mouth. The idea had never occurred to her before, but now that she was experiencing it, she didn’t know how she had lived without it. Her mind tried to describe it; she thought of things like honey and sunlight and ambrosia and divinity, but nothing seemed to do it justice. Her hand stretched up and she placed it behind Celestia’s head. She realized she must be breaking all sorts of royal protocol with the gesture, but she didn’t know what else to do. It simply felt right.

Celestia broke the kiss with a series of heavy pecks. “You’re just a little bundle of nerves. You’re still shaking.” It was true. Twilight had enjoyed the kiss this time but she was still in a world of confusion.

“I... I...”

“Don’t try to deny it. You’re shivering, but I can tell you’re not cold.” She could feel Celestia grabbing at the bottom of her sweatshirt. Celestia pulled it up and off with a simple fluid motion. It was only after it was past Twilight’s head that she gasped because she realized she hadn’t been wearing anything underneath, not even a bra. She looked down at her half naked body. Her normally pale skin had grown pink, flushed with embarrassment and excitement. Her small, pert breasts were bare, and her rosy nipples were growing erect before her eyes. There were little beads of sweat right in the center of her chest.

She barely had enough time to stare at her own bare chest before she saw one of her nipples disappearing between Celestia’s lips. Twilight threw her head back onto the bed and squealed in surprise and delight. She had felt Celestia’s mouth on her own just seconds before, but now, on her nipple, every touch seemed to be heightened. Her lips, her tongue, even the teeth that were biting gently at her areola felt so intense. They were the perfect combination of softness, firmness, warmth and wetness. Celestia sucked the tip of Twilight’s nipple between her teeth. She danced her tongue across it. Celestia pulled back and Twilight’s nipple was stretched outwards, until Celestia let go of it with wet pop. Then she bit at the lower fleshy half of Twilight’s breast, her top row of teeth right at the bottom border of her areola.

Twilight exhaled sharply once she remembered to breathe again. She ran her fingers through Celestia’s long, flowing hair. It was like no other hair on earth. She had always wanted to touch it, ever since she had been a little girl. She had never expected it to be in a situation like this.

Celestia grabbed her. Her hand just came flying up and grabbed Twilight’s crotch through her pajama bottoms while she still was still using her mouth to play with Twilight’s breast. Twilight’s knees involuntarily jerked up off the bed and her thighs wrapped around Celestia’s wrist. Her pajama bottoms were wet. Soaking wet. She could feel it against Celestia’s pressing palm. For a split second she was worried it was more sweat, but then she realized the truth. She had been growing wet since that first kiss.

Celestia rolled Twilight over onto her side and finally let go of her breast. She started to nibble at her ribs, then kissed the small of her back. She kissed all the way down to the swell of Twilight’s hips. Celestia slid her fingers under the waistband of Twilight’s pajama bottoms, then with another fluid motion pulled them off far enough to expose her pale white buttocks. She kissed those as well.

Celestia placed a hand behind Twilight’s knees and gently pushed. Twilight pulled them up to her body. Her pussy was exposed now, as she laid on her side. Her soft, white thick outer lips were sandwiched between her thighs. Celestia admired it for a moment, before planting her face into it.

Twilight moaned and buried her face into blanket on the bed, biting at it to keep from screaming. A few minutes earlier she had never been kissed before. Now she was being eaten out by a Princess. She had no previous experience to compare it to, but she couldn’t have asked for better service from anybody. Celestia had countless years of experience, and she knew exactly what to do with her tongue. She flicked and darted it all along and deep inside Twilight’s pussy. She pressed her face into it so that only her nose stuck out, right above Twilight’s ass.

Twilight had her hands balled into tight little fists. It was too much, too fast and too intense. She kicked one leg up and rolled back over onto her back. Celestia readjusted herself, but didn’t stop licking. She ran her hands underneath Twilight’s thighs and grasped her around the hips. Twilight grabbed at Celestia’s head. She didn’t care about feeling the hair anymore. She was digging her nails into Celestia’s scalp. She was pulling at her hair. Twilight’s whole lower half was writhing violently left to right and up and down. Twilight had her thighs pressed firmly against her head, and Celestia was going along for the ride. She was dancing her tongue around Twilight’s clit in little circles, then sliding it inside of her to tickle at her g-spot. Over and over she did it, faster and faster.

Now Twilight really did begin to scream. She’d had orgasms before, but not so quick and so powerful. It wasn’t a high pitched scream, but came from deep within her body. It was choked off by her ragged breathing and panting. She arched her back way up high, then brought it back down again. She shoved her hips up into Celestia’s face and strained her neck downwards, her nose just a few inches away from the top of Celestia’s head. Then her whole body went limp, as if an explosion had gone off inside of her body.

Twilight’s knees butterflied apart. Celestia’s head remained between them. She kept licking through the orgasm as it faded, and for a little while after. When Twilight looked up, she saw Celestia’s dripping, grinning face rising up from her body. Her head collapsed back down on the bed; her heart was still pounding. When she looked up a second time, Celestia was standing up on her knees, between Twilight’s legs. She had taken her gown off and was now completely naked.

Celestia was beautiful. She was the embodiment of feminine beauty. Her skin was so radiant it seemed to almost glow. To Twilight, she looked like the goddess of the sun. Her breasts were two perfect orbs that hung in the sky above her. Twilight, before now, had been capable of admiring the nude female form, in art and the like, but it had never been coupled so strongly with sexual desire. When Celestia slowly laid herself back down onto Twilight’s body and pressed their lips together again, Twilight’s afterglow changed into an intense desire to go again.

This time it was her tongue that was forcing its way into Celestia’s mouth. She hooked a leg over Celestia’s body, and ran her calf against Celestia’s skin, from her back and down around to her butt. An hour ago she had never expected she would touch Celestia’s butt. The thought made her smile through the kiss. Twilight was finally beginning to loosen up.

When Celestia rolled over on her back, Twilight came with her and laid on top of her. Now Celestia was smiling.

Wait, Twilight thought to herself. This isn’t right. This isn’t a dream, this is very real, but this shouldn’t be happening. She’s the Princess, and I’m only a student. This is a test. The woman downstairs said so. But what do I do?

Celestia’s kissing was slowing down, becoming less enthusiastic. Is she tired? Twilight wondered. Am I boring her? I don’t know what I’m doing. That must be it. That must be the test. I need to pleasure the Princess.

Twilight hooked a hand under Celestia’s knee and pulled it up to wrap her leg around her own body. Celestia wrapped the other leg around by herself. For just a moment, Twilight could feel her own pussy press against the Princess’s. Then Twilight started to slide down.

She paused, for a moment, with her face between Celestia’s enormous tits. She grabbed at them with both hands. She bit at the flesh while toying with each nipple between her fingers. Celestia was shifting her hips beneath her body. Twilight could still feel Celestia’s pussy, undulating, rubbing, growing wet against her belly.

Twilight thought she knew what she had to do. She wanted to stay at Celestia’s perfect breasts. She wanted to pop each nipple into her mouth and nurse at them. They seemed almost hypnotic. Twilight fought the temptation and lowered herself again.

Twilight placed her face against Celestia’s love and began to lick. The fact that she was sticking her face into the vulva of an ancient and powerful matriarch was not lost on her. She tried to service Celestia with an almost religious passion. Only she didn’t really know what to do.

Twilight had an extensive book collection. Unknown to anyone else was the collection of trashy romance novels she had stuffed under her bed. She had read all of the sex scenes; her favorites she’d read many times. The prose, however, was too flowery and metaphoric to contain any real details.

Twilight did what Celestia had done. Imitation was an important part of education. She danced her tongue around Celestia’s clit in little circles, then she jammed her tongue deep inside her and tried to tickle at her g-spot. She did it over and over, speeding up her tempo as the minutes ticked by. It hadn’t taken long for Twilight to reach orgasm before. Celestia, on the other hand, didn’t seem as excited. Instead of clutching at Twilight’s head and tensing her whole body up, Celestia seemed to relax further.

Twilight tried to look up at Celestia’s face. Her head was laying back, and anyway her face was obscured by her large breasts. Twilight noticed Celestia’s hands where laying across her belly. At one point she actually drummed her fingers in sequence.

She’s bored, Twilight thought, I’m failing. Improvise. Twilight’s face was slowly descending down the length of Celestia’s pussy. Her little upturned nose was pressing into her clit. Twilight thought for a second, then she licked upwards, very hard, pressing her tongue into Celestia’s clit. Maybe Celestia lived a pampered life. Maybe nobody dared be aggressive.

Celestia’s large, smooth thighs quivered in response. A reaction, Twilight thought. Imitate. Improvise. Observe. Respond. Twilight pressed her lips hard around Celestia’s clit and began to suck. It came into her mouth just far enough that she could gingerly bite down on it. Celestia’s feet were back up in the air now. Her hips were gyrating. She was breathing heavily - hissing, actually - through her teeth. This is it, just a little bit more. Twilight was flicking her tongue across it as she held it between her teeth. Celestia was screaming now. Twilight felt Celestia’s fingers on the back of her head. She had never heard Celestia scream before. Twilight, just slightly, cocked her head to the left and right, twisting Celestia’s clit with her teeth, still licking it with her tongue.

Celestia came. She came so hard, Twilight could feel it. Her chin was dripping wet. Celestia had Twilight’s head pressed between her thighs, and for a brief moment Twilight had never felt more content or proud of her accomplishments.

Both of them collapsed, their energy spent. Celestia, once she found the strength, shuffled backwards and sat back against the headboard. Twilight came crawling over to her a little while later. She laid her head down on Celestia’s lap.

“You’ve got goose bumps,” Celestia said. “You’re shivering again.”

“I’m only a little over-excited,” Twilight smiled up at her. “I’m not nervous anymore.” Celestia smiled down at her. Twilight looked up at Celestia’s breasts and felt the same odd attraction to them that she felt before. “Did I pass the test?” she asked, before slipping a nipple into her mouth, closing her eyes, and sucking on it.

“Hmm?” Celestia asked, her mind wandering. Her glance turned out the window at the rising full moon. “My dearest Twilight. I’m not sure you fully understand why I brought you here.” She slid her hand between Twilight’s milky white pussy and began to fondle her again. She was very wet. Her hips started to twitch.

“All of life is a test,” Celestia continued. “In a metaphorical sense, if nothing else. But you never needed to worry about failing me, if that’s why you’ve been nervous. You’re my special student, and now we’ll be spending much more time together. I’ve had my eye on you for a very long time. Ever since you were that little girl pushing her way through the crowd to watch me raise the sun.” Twilight opened her eyes half way and looked up into her face. “Yes, I remember you from even then. I have a photographic memory.” Twilight closed her eyes again and turned her attention back to Celestia’s nipple.

“You know,” Celestia said. “You don’t have to return to your family for this vacation if you don’t want to. If you’d like to keep up your studies, that is. We could set you up with your own office, study, and private chambers here in the Palace. You’ll be much closer to me. There’s a tower that would just be perfect for you.

“How about you call your parents, if you’d like, and talk it over with them. We’ll get you moved in right away. You’ll be right at home by ... well, let’s see ... it’s early June. I’m sure you’ll be perfectly comfortable by the time of the summer solstice.”

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