I've Been Waiting for a Girl Like You

by Wrabbit

Rating: mature
Tags: Fleur de Lis, My Little Pony: Friendship is Magic, Anthro, Romance, Coco Pommel, Sex, Twilight Sparkle, Twilight Velvet
Length: 9108

Twilight has an interesting shopping trip with her mother, when she takes her to Coco Pommel's new boutique.

Twilight has an interesting shopping trip with her mother, when she takes her to Coco Pommel's new boutique. This and that happens, and by the end of it, there is a lot of exhaustion, and some clean up necessary.

Warnings: Contains consensual incest, futa, and anthro.

Published 2015-02-22 04:00:02 UTC
Last updated 2015-02-22 04:00:02 UTC

My Mama Told Me You Better Shop Around

I'VE BEEN WAITING FOR A GIRL LIKE YOU

Chapter 1: My Mama Told Me You Better Shop Around

The bell hanging above the shop's door gave a tinkling ring as the door brushed past it, admitting two mares. Hearing the call of new customers, Coco Pommel popped her head out from one of the fitting rooms, looking to the entrance, spotting the newcomers immediately. “Welcome to the Night Moves boutique. I'm with a customer right now, but I'll be with you- Oh! Princess Twilight! What a pleasant surprise!”

Twilight smiled and waved to the mare. “Good afternoon, Coco. Take your time; my mom likes to browse.” She gestured to the pale gray mare who had accompanied her, and was now holding up a black silk camisole appreciatively.

With a smile and a nod, the earth pony adjusted the collar on her sailor blouse before she ducked back into the dressing room, leaving the mother and daughter to go over her wares. It was only just now that Twilight was realizing just what sort of shop this was. “When Rarity had said that Coco had opened a shop in Canterlot, she forgot to mention that it was a lingerie shop.” Holding up a bra that was all a cream-colored, flowery lace that did little to conceal what it supported, she blushed and felt a little turned on, thinking about wearing something this racy, even if nopony else could see it under her clothes.

Holding up a navy blue bra and panties on a padded hanger, Twilight Velvet said, “Oh, I know! Isn't it just darling? It must be new, because I've never heard of it.” She held the hanger against Twilight's chest, trying to imagine it without her clothes. “I've always thought this was your best color, Twily. You simply must try it on.”

Looking down at the lingerie, Twilight felt a pang of regret. She gently pushed it away, but with little success. “Thanks, mom, but that's a little too much for me.”

Velvet draped it over her bent arm, and continued looking, this time at a rack of lace teddies. “Nonsense, sweetie. Even if you don't feel the need to bless me with grandfoals by attracting a mate, just wearing something this lovely under your clothes can give you a big boost in confidence, something a princess must always have in abundance.”

Twilight was going to object, but she noticed that her mother had already draped a white teddy and garter belt to try on over her arm. With a resigned sigh, she decided to change the subject, and burn that bridge when she crossed it. “So, how are things over at the archive? Is old Mrs. Penstroke still running you ragged?”

“Actually, she's retiring next month,” Velvet replied as she browsed some perfumed sachets, sniffing one after another. “The poor dear is getting on in years, and is a bit senile these days. Nothing too bad, mind you, but the other day, she lost her keys to the secured archive and had to borrow mine to let princess Luna in; quite mortifying for her. Is this lavender or honeysuckle?” She held up a sachet for Twilight to sniff, which she obliged.

“Sunflower,” the alicorn replied after a deep sniff. “I think I'll buy that one, it's rather nice.”

Velvet smiled slyly. “Nice like a certain princess nice, or just nice?”

Twilight rolled her eyes. “Mom, are you ever going to let me live that down? I was six.”

“Nope,” came the instant and confident reply.

Biting back another sigh, Twilight decided to take the offensive. “Besides, her smelling like sunflowers is an urban legend. Celestia actually smells more like a rosebush just before a rainstorm with just a hint of old paper.”

Velvet choked back a surprised snort, then laughed gaily. She gently pushed her taller daughter towards an empty dressing room saying, “Come on. We have enough now to start trying on.” Twilight sputtered a few ineffectual objections, but they were all brushed aside with contemptuous ease by a mare who knew which buttons to push on her child to get the desired result. “Come on, dear, we still have to pick up dinner to take home, and we're wasting daylight. No buts!” she said as she closed the dressing room door on the alicorn's face.

With a sigh, Twilight turned back to face the mirror and began undressing, neatly hanging her clothes from the complimentary hanger hanging from a hook on the wall. May as well get this over with; she won't let me go until I do.

Stripped down to just her panties, she took a moment to give herself a honest appraisal. Her ascendency to alicornhood had effected many small changes upon her body. More than just the addition of a a pair of wings that would make any pegasus proud, the subtle differences were there for any with an eye keen enough. She was already taller by several inches than any of her friends, save Applejack, who still towered over her. She wasn't sure, but she could almost swear that most of that height came from longer legs that even she had to admit looked remarkably good on her. Her muscles had gained tone and definition that she had always lacked, even after months of training for the Running of the Leaves. Her coat and mane and tail were even shinier, practically sparkling in direct daylight or moonlight.

However, undoubtedly, the biggest change was currently poorly hidden by her panties. With a sigh, she slid them down, bending over at the waist, and stepped out of them before slowly rising again to a standing position, her hands covering her crotch. With a great deal of hesitation, she moved her hands away, revealing a rather generously proportioned penis hanging limply, though with an almost menacing aura. Two testicles the size of large chicken eggs hung below it, adding to the oddity of the tableau. Using a thumb and forefinger, she gingerly grasped the flat tip of the meaty slab and lifted it, noting the silky texture of the skin between her fingers. No matter how many times she did this, she just could not get over the heft of the thing. Letting it go, it gently slapped against her ball sack, bouncing back up to jut out away from her body in a half-hearted attempt at erection. “What am I supposed to do with you?” she whispered.

Sighing again, she took the navy bra off the hanger and hooked it on backwards before sliding it around so that the cups were in the right position. Twilight slipped her breasts into them, noting with a smile that one good thing that resulted from her apotheosis was that she had grown by more than two cup sizes overnight, bringing her modest B's up to plush DD's; a fact that pleased her inordinately, seeing as her smaller bust had always been a sticking point in her mind.

As she slipped an arm through one of the shoulder straps, a knock on the dressing room door, quickly followed by her mother's voice took the alicorn by surprise, causing her to turn towards it in surprise. “Twily, sweetie, let me see how it loo-” Velvet got no further in her request, for as she walked in, she spotted Twilight's new, secret addition to her anatomy. “Twily, what is that?”

Twilight turned her hips away, half-crossing her legs in a vain attempt at hiding the penis, which suddenly decided to be difficult by coming to life. It didn't help any that between the twisting of her hips combined with the way she was crossing her legs trapped her sensitive testicles rather painfully, causing her to lose her balance and sit rather heavily on the dressing room bench, her arms still tangled in one of the bra straps. After a moment of struggling, the strap slipped on, and she used her hands to try to hide her growing penis, but couldn't even hide half of the monster appendage as she tried to push it between her thighs. “Mom, what are you doing? You're not supposed to walk in when somepony is dressing!”

Velvet dropped down to her knees before her daughter and grabbed her wrists, trying to pull them away. “Let me see! Is that what I think it is? What has that princess done to my baby?”

“Mom, it's fine, really. This is what happens when you become an alicorn. Celestia said it's just a side effect of becoming a physical embodiment of all ponies. All alicorns are like this,” Twilight hurriedly said, trying to calm her concerned mother.

A heated glare from the elder unicorn ceased all struggles from her daughter, as Velvet ordered, “Twilight Sparkle, you let me see right this instant, or I will storm into the princess' palace right now and demand she answer for this! You know I will, too.”

This was no idle threat, and Twilight knew it. When she was eight and being bullied in school so bad that she once ran home in tears, Velvet had practically besieged the palace, pushing aside surprised and confused guards, rudely interrupting Celestia's day court to demand to know what she was going to do to remedy the situation. It was mainly due to Celestia's ever calm demeanor and her millennia of dealing with irate nobles that no jail time was accrued by anypony, and the anger diffused with no more than some hurt feelings, but no physical damage. Beset by that same glare that had once found itself focused on their then-monarch, Twilight quickly moved her hands to her sides and gripped the bench so hard, her knuckles turned white.

The penis, suddenly free of the downward pressure, bounced up, striking the tip of Velvet's nose, leaving a tiny smear of precome glistening there. Velvet blushed and was surprised at the vigor of the strike, to say the least, but was too fascinated by the large fleshy rod before her, dancing to the beat of Twilight's pulse. Releasing her daughter's wrists, she placed her hands on her knees and gently pushed them apart, letting the testicles dangle freely. The mare leaned closer unconsciously until the tip of the penis was just a hair's breadth from her face and slowly ran her hands up Twilight's legs, closing in on her crotch. “I- it's normal, she said?”

Twilight nodded, but then noticed that her mother had not taken her eyes off of the now fully erect cock, so answered, “Y- yes. She said that I'm now a perfectly normal and healthy alicorn.”

A finger lightly brushed against the base of the cock, causing it to twitch as if electrocuted. After a moment's hesitation, the finger continued, joined by the rest of them, lightly stroking the tips up and down the rock hard shaft. “Y- you mean... all alicorns are.. h- have these?” she asked, gently caressing the cock with just her fingertips.

Twilight was on a razor's edge. Between the fondling and the feel of her mother's hot breath caressing across the tip, she was ready to burst. A hitch formed in her throat, denying her voice, so she just nodded.

Velvet's fingers reached the flat tip after a agonizingly slow trip up the shaft. She dipped into the small bubble of precome, smearing the liquid over the tip, noting how the cock impossibly got even harder still. “You mean to tell me... C- Cadance has...” She looked up at her daughter, shock apparent in her voice and expression.

Honestly, the thought had never really occurred to Twilight, but her amusement at what she imagined Shining's reaction would be took the edge off of her emotions, allowing her to hold back from painting her mother's face with her semen. “Yes. Are you satisfied that I'm perfectly fine now? May I get up and finish dressing now?”

A devious glint had appeared in Velvet's eyes. “Silly filly. You can't just go around like this. At the very least, you'll stain these lovely panties with your...” She leaned in close once more and breathed in deeply and with great relish, taking in the intoxicating scent. Releasing her breath with a deep, satisfied sigh, she finished, “...delicious goo.”

Twilight was so surprised at the sudden change of direction, she could only sit in shock and amazement as her mother's hand wrapped around the shaft in a firm, but gentle grip around the medial ring, holding it still as her tongue slowly licked across the tip, scooping up every bit of the precome before disappearing back into her mouth. Her wings slowly rose to a half-flared position, unconsciously displaying her arousal.

Velvet's eyes closed in a ridiculously satisfied expression, as if she had just tasted the sweetest nectar any mortal could withstand. Though she was blushing before, the elder mare's face took on a sultry shade of red, and when she opened her eyes, they were glassy and seemed to be having trouble focusing. She exhaled a cloud of steamy breath upon Twilight's cock, sending a shiver down her spine.

The alicorn rose to her hooves. “Mom, what are you doing? Stop that!” she hissed at her.

Velvet however, seemed extremely reluctant to let go, instead moving her grip until her hand rested at the base. The semi-pliable rod found itself pressed against the mare's upturned face, its musky warmth running the entire length of her head on down to her chin where Twilight's balls gently slapped against her throat. Her tongue came out again, swiping along a surprising amount of the cock's length. Her other hand, still on her daughter's thigh, slid up to cup those dangling balls, luxuriating in the silky texture of the scrotum's skin. “Oh, Twily, you've grown into such a wonderful mare. So smart; so virile. It's enough to turn a mother into mush just thinking about you.” Her one unobstructed eye opened and looked up past the massive cock and breasts of her daughter to meet her gaze. With beseeching supplication, she asked, “You'll let mommy have this, won't you? She will give you a special treat if you do; something you'll like, she promises.”

Twilight's voice once more had trouble finding its way out beyond a weak croak, but her head worked fine as it nodded silently. Her brain would have objected to the head's sudden autonomy, had it not been so overcome by the overwhelming sexuality of the situation and shut down for a quick reboot.

The reboot was interrupted and would have to start over when Velvet squealed with joy and buried her face into Twilight's crotch, nosing around as if rooting around for truffles. Her tongue came out, licking everywhere, and surprised the mare when she tasted the unmistakable flavor of female lubrication underneath the free-swinging sack. With astonishing dexterity, the wet muscle flicked out again, unerringly finding her daughter's slit and with alacrity, invaded the forbidden hole. She only went in about an inch before realizing that her hymen was missing. I wonder who the lucky stallion was? And when? Or was it a stallion at all? Her thoughts flashed through many potential partners, but ever since the filly had left to live in Ponyville, the possibilities were too numerous to pin down. Deciding to find out later, she instead put all her effort into pleasing her daughter in the hope that if she made this memorable enough, there might be a repeat performance sometime in the future, maybe even with the whole family. With an image in her mind of being double penetrated by both her babies while sucking on Cadance's cock, and her husband filling her daughter-in-law's cunny, the unicorn lost her last bit of self control and ripped open her blouse, sending buttons flying everywhere.

The noise and the feel of being pelted by the buttons forced Twilight's attention downward, where she saw Velvet shrugging off her blouse. She took in the sight of her mother's milky white breasts still constrained by her pale blue bra, and was so entranced by them, that she almost missed the unicorn's hands moving on to the waist of her business skirt, from which a ZZZIIIP could be heard. Velvet then performed a rather remarkable feat of limberness as she got to her hooves without removing her face from Twilight's wonderful garden of delights, forcing her into a bent over “L” shape. Standing thus, she was able to use her hands to slide both her skirt as well as her panties down her legs after unbuttoning the small strap of cloth that normally went over her dock and formed the top of the skirt's tailhole.

The sight of her own mother wearing only a bra, stockings, and garter belt bent over with her face snuggling her most intimate spot became too much for the alicorn, so she turned her head in order to regain a small measure of composure, but her eyes landed on the mirror and was treated to a side view of what she was witnessing from above. With detached amazement, she saw the purple mare's hands caress Velvet's head encouragingly, lightly playing with her ears then moved down her neck to her shoulders, and on to the upper back where they toyed with the bra strap for a moment before unhooking it with practiced ease. Velvet's breasts swung free of the confining garment, hanging pendulously from her chest as she eagerly sniffed, and licked, and lightly nibbled at Twilight's nethers.

After a moment of this, Twilight gasped, feeling her knees start to give out, and rather than fall to the floor, instead sat down on the bench once more, forcing Velvet to follow, going once more to her knees, creating a run in her stockings. She felt her daughter once more rest her hands on her head, spurring the mare to more vigorous action, moaning in delight.

A knock on the door startled them out of the moment, and was quickly followed by Coco's voice from the other side. “Is everything alright in there? Do you need any help?”

Twilight looked down at her mother in horror, shaking her head, but Velvet smiled devilishly at her daughter and nodded. “Actually, we could use an extra set of hands; would you mind? The door is unlocked,” Velvet said in between licks of the cock before her.

Twilight hid her face behind her hands, and so missed Coco's initial expression of surprise, but definitely heard her gasp, whether it was in shock at the fact that Twilight had a dick or that her mother was ministering, no practically worshiping it in her shop's dressing room. The alicorn peeked out from between her fingers just as Coco's eyes darted over to hers, and she could almost swear that the earth pony's whole body turned red from the blush. In another setting (especially if it weren't at her expense), Twilight might have even found it funny, but her mind was still reeling from the situation.

“Um, I'm sorry to interrupt. I'll just-” Coco tried to back out of the small dressing room, but Velvet leaned over and latched onto her wrist, halting her escape.

“You wouldn't leave a customer in need of assistance, would you?” Velvet cooed at the embarrassed mare.

Unable to find her voice, Coco simply shook her head; a testament to the number of hours of having phrases like, “The Customer is always right!” drilled into her.

Velvet gently tugged on the mare, pulling her into the dressing room until she stood next to the two naked mares. “Have you ever seen a penis more in need of assistance? Go on, dear; feel the need in there.” She guided her hand until it limply rested on the tip, smearing more precome and saliva all over it and the palm of her hand.

Coco unconsciously kneeled before Twilight, her hand clasping around the tip, while her other hand tugged at the collar of her sailor blouse. She licked her lips and said, “I- it does feel... needy. I- I've never...”

Leaning in close to whisper into her ear, Velvet said, “Do you feel that heat? Do you feel the pulse of her heartbeat as the blood courses through it? Do you feel the silky skin sliding over the hard interior, just begging for release? Just look at her wings; see how they quiver? Those are the signs of a cock in need of a mare's touch; are you going to let your customer suffer so?” As she whispered, her hands roamed over the mare's body, delighting in the feel of her trembling skin. Using just the fingernails of one hand, she lightly dragged them down Coco's back, the slight pressure easily making it through the light material of her summer clothes. Her other hand was slowly rubbing the taut belly for a moment before slipping in through the gap between two buttons to directly caress the soft coat underneath.

“I... I have a... marefriend, though...” Coco said tremulously, not once taking her eyes nor her hand from the twitching penis.

Velvet immediately stopped her teasing and leaned back, but did not remove the mare's hand from Twilight's penis. “Such a shame. I do so enjoy playing with shy mares.”

The shop owner bit her lower lip and mumbled, “We... we have a kind of open relationship. We just have to ask each other, first.”

A wide smile reappeared on Velvet's face and she laid a hand on Coco's modest breast, giving it a gentle squeeze. “Then why don't you go ask her? I promise not to start anything too involved before you get back.”

With a silent nod, Coco stood and reluctantly let go of the meaty rod before leaving the dressing room in a daze. Twilight shook her head and tutted. “Mom, that was just mean. And since when do you like mares? I thought dad was all you ever wanted.”

Velvet leaned forward and planted a lingering kiss on the tip of Twilight's penis, slurping up the goo that had once more accumulated there. “Twily, dear, you may find this hard to believe, but your mother was once young like you, and yes, she has noticed on more than one occasion just how nice the female form can be. Your father knows and understands this; Hay, he even encouraged it, since it has resulted in some rather wild 'group activities' in the past. He understands that I will always come back to him, and as long as neither of our... extra-curricular activities result in any children, we agreed that we were free to 'sample the goods' as it were. We just had to make sure that our partners are clean and to tell each other about them, like your friend so wisely agreed to with her marefriend.”

Twilight wanted to berate her mother, but given the circumstances, she was hardly one to talk. Velvet started lightly stroking her dick again, bringing her attention back to the present, or at least, her present understanding of her mom. “So... have you and Shiny ever...”

Looking up at her over her dick with sultry eyes, Velvet replied, “I've considered it. He's a strapping young lad, after all; quite the virile specimen, as you know.”

“No mom, I don't know. I try not to think of my brother like that,” Twilight said with a roll of her eyes, but even she could hear the hesitance in her voice that put lie to her protestation.

Further discussion was halted by a polite knock on the door, followed by Coco leading another pony instantly recognized by both Twilights. “Fleur de Lis!” they cried out simultaneously.

Fleur, dressed only in a see-through nightie and low-rise panties, lit up upon sighting Velvet and squealed in delight, dropping to her knees to embrace the older mare, which was returned eagerly. “Velvet, ma chère! It 'as been too long!” Much to Coco and Twilight's surprise, she wasted no time in kissing Velvet and placing a hand on a breast, roughly kneading it like she was making dough for bread. The sight was enough to case Twilight's dick to twitch, which caught her attention. She broke the kiss rather abruptly, she grabbed the tool, noting how her hand barely fit all the way around it. “Speaking of 'too long',” She looked up to meet Twilight's surprised face, and her jaw dropped. “Oh là là! Twilight!”

Immediately, she let go of the appendage as if burned by it, and brought both hands up to her mouth in surprise. Twilight gritted her teeth and almost too calmly asked, “Mother, how is it that you have such an... intimate relationship already with one of my old classmates, a mare who is barely as old as Shining?”

Velvet merely smiled and waved off her concern with a hand. “Oh, pshaw. Twilight, we met long after she graduated from high school; in fact, your father and I were her Equish and math tutors in college. I assure you that she was and still is, well within the limits of the law.”

Twilight pinched the bridge of her nose and sighed. “Mom, that's not the point. She's... wait, did you say that you and dad were her...” Horror crept across her face as the realization sunk in. She pointed down at her mother and said in a quavering voice, “Y- y- you a- a- and d- d- d- d- d- dad...”

Her mother's sly grin did nothing to diminish the dismay Twilight was feeling, but the elder mare did notice something about her daughter. Standing on her knees, she scooted over towards the wall, pushing Twilight's leg out wider, then rested her voluminous chest on her daughter's upper thigh and groin, lightly brushing it up against the straining dick. “I do believe the lady doth protest too much.” Looking over towards the other mares, she asked, “What do you two think?”

With a grin, Fleur added her own bountiful bosom to the mix, thrusting her sheer, silk-clad set into Twilight's groin, sadnwiching the penis between her tits and Velvet's, creating one of the warmest, softest, smoothest enclosures the organ ever had the pleasure of knowing. Both mares had impressive busts to begin with, but combining them made for a sublime experience for a lucky individual. “Oh là là, Twilight. 'Ow long 'ave you been 'iding zis treasure from moi?”

Twilight stopped biting on her lower lip long enough to gasp out a reply. “I assure you, Fleur, this is a rather new development for me, too.”

Fleur tsked. “If you can still speak zis well, zen you need somezing to fill your mouth, n'est-ce pas? Coco, ma chérie d'amour, come over 'ere and join us; zis was your idea, non?”

With a lick of her lips, Coco nodded and slowly walked over, kneeling one leg on the bench so she towered over the normally taller mare. She cupped Twilight's face in her hands and pulled her in for a deep kiss that had the mare gripping the edge of the bench with white-knuckle intensity. The alicorn was surprised at the earth pony's forwardness, her tongue quickly being overwhelmed by the welcomed invader.

Fleur and Velvet were busy with their own task of licking and kissing Twilight's member, taking turns to lick up the fresh spot of precome that seemed to be in endless supply. Holding on to their breasts, the two mares ran them up and down the shaft in practiced synchronicity, then alternated directions, causing their nipples to catch and drag against one another with every pass. Twilight's mind was in a whirl with all the stimulation, but any coherence she may have had went out the window as Coco's hands left her face for her breasts and her dexterous fingers began tweaking purple nipples mercilessly.

An extra hard twitch was all the warning Velvet and Fleur got as semen spouted forth from her dick like a fountain, splattering white gooeyness all over the pristine coats of their faces. They squealed in surprised delight, jockeying for the best position to get the next faceful. They needent have bothered however, as there was plenty to go around, drenching both mares, and still leaving enough to splatter on Twilight's heaving chest and belly, and even Coco's leg and arm.

Fleur and Velvet sat back on their hooves, licking semen off of each other's faces and kissing to trade mouthfuls of cum. Coco collapsed on the bench next to Twilight, both of them gasping for breath. The smaller mare looked over and gave a weak grin to the alicorn. “That... was.. incredible...” she said between gasps.

“Mmm... Wait until you try zis, Coco. You'll want it day and night! I have never tasted sperme so délicieux in mah life,” Fleur said with great relish.

Coco looked down at her semen-covered hand and licked her lips nervously. She hesitantly brought it up to her face and sniffed it, inhaling the aroma, finally identifying it as what had smelled so enticing earlier. With a long lick, she scooped up the goo, letting it roll over her tastebuds, savoring it before swallowing. With startling alacrity, she began licking her arm clean, but it simply wasn't enough. She saw the sticky strands of white on Twilight's breasts and stomach and wasted no time continuing her feast.

Twilight squirmed under her ministrations, gasping whenever that tongue ran across her breasts, and gave a mewl of disappointment when she moved on to her stomach.

Before Coco could start on the revived cock, Velvet playfully tugged on Twilight's hooves until her rump fell to the carpeted floor, with the elder mare sitting between her widespread legs. “Now, now. Don't get greedy, dear. We'll all have a turn at that magnificent cock. But first, I think it's time mommy gets a turn.” With that, she rose to stand on her knees and moved so that she straddled her daughter's waist, dripping pussy hovering less than an inch over the twitching head.

Fleur rested a hand on Velvet's shoulder, catching her attention before she could lower herself and begin her ride. “Velvet, ma chère, would it be impolite for Coco to go first?” She leaned forward and whispered into her ear, “You see, mon amour 'as never 'ad ze real zing, only toys. I zink zat it would be best for 'er courage, n'est-ce pas?”

Looking over to the mare in question, Velvet could see that though she had come this far, she still had a glint of panic in her eyes, and conceded the point. With the screaming she was planning on doing, Coco may very well bolt, and she would never get a chance to lick that delicious pussy. “Very well, but I get the next ride,” she said as she rose to her hooves and loomed over the two mares with a lusty smile.

With a smile, Fleur nodded, then turned to her marefriend and held out a hand. “Come, my little Coco fève. Your Fleur 'as somezing you will like.”

As if in a trance, Coco stood and shakey legs and timidly walked over to her. Fluer rested her hands on one of the mare's thighs and gently kissed the silky smooth coat, leaving a lipstick impression on it. The unicorn's hands smoothly crept up the leg and under her short pleated skirt. It took no time at all to find the waistband of her panties and slowly pulled them down, the gusset the last to appear, as it had turned inside out due to it sticking to her drenched pussy. A thin, clear line of juices connected the gusset to her labia and glinted in the artificial light of the dressing room, but was broken just before the panties had reached her mid-thigh.

The panties continued their trek down her legs, stopping only when they reached her fetlocks, and that was only long enough for her to step out of them, and Fleur to toss them aside. With surprising gentleness, Fleur led her marefriend by the hand until Coco stradled over Twilight's rod. The earth pony slowly lowered herself to her knees, gulping as the cock came to rest on the outside of her skirt, leaving a small spot of wet darkness on it. “I- it's so... big, isn't it, Fleur?”

Fleur rose to her own knees behind Coco, easily almost a head taller than her. She rested a hand on her dock, lightly stroking it and delighting in the quivers that caused. Her other hand lightly stroked the tip of Twilight's penis, rubbing it on the skirt, leaving more wet stains on it. “It is magnifique, non? Ze 'beast' at 'ome is almost as grand, but zis one will feel even better, you will see.” The unicorn then raised the hem of the skirt just enough to allow the cock under, and rubbed it along Coco's shivering thighs, smearing more of the precome on her coat.

Coco drew in a shuddering breath at the touch of the hot flesh on hers, but a cute squeak escaped her lips when that meaty rod brushed across her labia and proudly protruding clitoris. She bit her lower lip and sighed happily as the tip of Twilight was gently pressed against her flowering petals and easily slipped in almost half an inch without the slightest bit of resistance.

The unicorn lightly nibbled on Coco's ear as the hand that was guiding the cock now moved on to teasing her marefriend's clitoris. The earth pony lost control of her legs and sank down on the rod, going all the way down to the medial ring with a gasp of surprise.

“Are you well, mon amour?” Fleur asked, concern in her eyes.

Coco licked her lips and nodded. “Yes, I was... I was just surprised by it is all. I... I think I'm getting used to the feel of it, now. It's so warm and... filling, like when your tongue is up there, but further and stiffer.” She rolled her hips once experimentally and almost came on the spot.

Fleur kissed her cheek and patted her rump. “Zat's my petite amie. Do you 'ave zis?” After seeing her nod once more, the unicorn crawled over to Twilight's head and kissed her on the lips before moving on to her horn, kissing, licking, and sucking on it.

With a sigh of annoyance, Velvet got down on her knees near Twilight's head and straddled it, careful to not hit the kneeling Fleur. “Alright, Twily, time for you to nurse at the teat between mommy's legs. I hope you're hungry, sweetie, because you're going to be sampling a lot of this special kind of 'milk' today.” Without waiting for a reply, she sat down on her daughter's mouth, grinding her pussy into her until she felt a wet tongue sloppily licking at her. “That's my girl. Drink up!”

Fleur looked up from her ministrations on Twilight's exceptionally long horn and goggled at the sight of the plump derrière sliding back and forth before her. With a mischievous grin, she left the horn long enough to give the rump a quick nibble which elicited a squeak of surprise and lust from Velvet, and leaving a clear bite mark on the otherwise pristine white-coated flesh. Deciding that she had enough foreplay, the model got to her knees again and pulled the strings holding her low-rise panties on, allowing them to fall to the carpet and expose her moist cleft. With deliberate and careful slowness, she slid the tip of that alicorn horn into her pussy, gasping at the feel of the smoothed ribs that tickled her vaginal walls.

Grabbing onto Velvet's tail, she moved it out of the way as she slid more and more of the horn into her, sighing with satisfaction as she did so, until Velvet's back rested against her plush body. With one hand, she reached around to toy with the elder mare's vagina, and smiled as she found that she would have to wrestle with Twilight's agile tongue for space. Her other hand went out to the wall to balance them both as they resumed Velvet's earlier back and forth motion, this time with Fleur riding along behind her.

Velvet ground her pussy against Twilight's face, reveling in the feel of Fleur's warm body pressing up against her from behind. She could feel the rock hard nipple poking through the sheer fabric of her nightie and gently move up and down against her shoulder blades. Looking over at Coco in front of her, she grinned at the sensual blush on her cheeks and the way her eyes could not open more than halfway. Using her magic, she unbuttoned the sailor shirt on the mare and gently pulled it up over her head revealing a chest that only barely needed any sort of support at all. To call Coco's chest modest would be an understatement, but the sight of it nevertheless sent a thrill of lust through her heart.

Reaching out, Velvet pulled Coco closer and kissed her deeply, their tongues dancing in each other's mouths. With practiced skill, she reached out with her magic once more loosened the earth pony's bra and carelessly flung it to the other side of the dressing room where it landed on her wet panties. Pulling back, she whispered in a husky voice, “I've always had a thing for small mares, Coco. Maybe it's just the fact that my own chest is this size, or maybe I just like the svelte look, but whatever it is, mares like you turn me on like no other kind can.” She took her face into her hands and licked Coco's cheek from her chin, across the bridge of her nose and up the center of her forehead, leaving an obvious trail of displaced fur. Then looking her dead in the eyes, she said, “Ride my daughter. Show that cock what a mare's pussy is like! Make her beg for more!”

Coco could only hear Velvet's voice on the periphery of her consciousness, understanding her only on an instinctual level. Her pussy had never been so full before. Twilight's cock seemed to fill every nook and crevice within her, and her vagina responded by doing its best to milk the welcomed intruder. Slick, velvety walls rippled and contracted around it in the random pattern of a orgasming pussy. She suddenly realized in a corner of her mind that she had been orgasming almost since her legs had slipped, pushing most of the turgid cock into her welcoming slit.

Leaving one hand on Twilight's taut belly for balance, she let her other wander up until it came to where their bodies were joined in this most intimate of dances. Coco was surprised to find that even though Twilight had been hitting her cervix, there was still another good inch or two that had not made it inside her. Her hand continued its journey upwards, only briefly touching her twitching clitoris, which almost made her pass out in joy. Not wanting to miss anything, she carefully avoided it and allowed her hand to rest on her own taut belly, amazed and more than a little aroused to find that by laying her hand flat on her tummy, she could feel the impressive tool moving inside her.

Twilight was in agonizing bliss. Not only was she buried in the tightest pussy she had ever felt, but with Fleur riding her horn, and her own mother riding her face dripping a constant flow of mare nectar into her greedy mouth, she felt like she had never been so aroused. It was hardly a surprise to anyone there that she could hold out for only so long with that kind of stimulation. With a muffled grunt and a, “Mmm!”, she came, sending spurt after spurt of come into Coco's unprotected pussy. She thrust her hips up as much as she could against all the weight on her, pressing her cock tip against the very entrance to her womb, without a doubt sending an impressive amount of semen into the mare's waiting belly.

Coco let out a cry of satisfaction as her orgasm crashed over her, taking her by surprise. Unable to support herself, she fell forward into Velvet's welcoming bosom where her cries of ecstasy were muffled by the mare's voluminous breasts. This set of a chain of orgasms around the room, with Velvet and Fluer following in the small earth pony's hoofsteps. For many moments, the three mares shuddered in their euphoria, while Twilight pumped the petite mare full of come.

It was a long moment before any mare stirred in the afterglow of the moment. Velvet came to her senses and lifted off of Twilight's face, moving to kneel by her side and looked down to see a breathing, but blissed out alicorn smiling up at her. A slick coating of her nectar covered the mare's face, which combined with the erratic back and forth motion Velvet had been making had her fur sticking up in many odd directions.

“Best. Milk. Ever.” Twilight weakly said. “But I think it's time you got your reward for being such a good mommy.” Using her magic, she lifted Coco off of her dick and set the partially conscious mare on the bench, revealing that even though she had just come hard, she was still stiff as a board.

Velvet's eyes widened in surprise. “Oh, my! Twily, sweetie, are you alright?”

Astonished, but knowing where this was going, Fleur gingerly slid off of Twilight's horn allowing her to rise. Twilight slowly got to her hooves and stretched, luxuriating in the feeling of working the kinks out of her muscles and unknowingly causing both Velvet and Fleur to drool at the sight of her well-toned, yet plush curves. Feeling refreshed, she held out a hand to her mother, helping her rise to her hooves as well. Stepping forward, she drew her into a kiss that sent tingles down both their spines and sent Twilight's wings out in a display of full arousal. Their hands wandered over one another's bodies and no place was barred to either.

Twilight's hands groped Velvet's rump, aggressively kneading it and eliciting a moan of pleasure which she mimicked. With a surprising pirouette, she pushed Velvet against the wall with a THUMP. The alicorn abandoned her mother's mouth, leaving a trail of kisses down her throat, pausing to leave a nibble on her collarbone which would surely develop into a hickey later, only to continue her trip down, arriving at her ultimate destination. “Time for seconds on milk,” she said before licking the soft, pliant flesh of the large breasts before her.

She purposely avoided the nipples despite Velvet's wanton moaning every time she came near them, opting instead to bury her face in the globes, licking, kissing, and nibbling at whatever came close to her mouth while her hands mercilessly continued their ministrations on the glorious ass they held. First one breast was assaulted by her mouth, then the other, leaving only one spot untouched... for a time. When Twilight finally latched onto a nipple with her teeth, it was already as stiff as her cock and begging for attention. She smiled at Velvet's gasp and licked the nubbin of flesh caught in her teeth.

Velvet began humping her hips up at her daughter, trying unsuccessfully to get the monster cock inside her, but Twilight was not having it. Just when the tip was about to pop in, the younger mare shifted her hips, allowing it to slide free, brushing against the slick lips until the tip rested in the shallow hole of Velvet's belly button.

Standing tall until their eyes met, Twilight looked into her baby blues and asked, “You want this, don't you, Mommy?” Twilight emphasized “this” with a single hump into her mother's belly, causing the mare to gasp and nod wordlessly. “Well, who am I to deny my dearest mother anything?” Drawing her hips back and using her magic to guide her, she shoved forward, hilting her cock deep inside Velvet in a single move. Both mares gasped in unison at the sudden incestuous coupling.

Velvet threw her arms over Twilight's shoulders and wrapped her legs around her waist, locking them together by crossing her ankles above the tail. “Yes! Yes, Twily! Fuck your mommy! She needs your thick cock! Slam that fucker in! Harder! HARDER!”

Twilight wasted no time in complying with her demand, battering at her mother's pussy with relentless energy that would surely leave the elder mare bruised at the very least. So vigorous was her pounding that Velvet squeaked every time her back slammed against the thin wall which propped up both mares.

Fleur and Coco stared at the rough mating happening right before their eyes. Naturally, Fleur was the first to recover when she smelled the thick come oozing from her precious marefriend's cunny. Crawling on her hands and knees, she crept up to the end of the bench where Coco's legs lay spread and quickly took a long lick at the messy pussy, savoring the flavor of both ponies at once.

Engrossed as she was at the sight of an alicorn princess fucking her mother like a wild animal, Coco was completely taken by surprise. She flinched, drawing her legs up and snapped her head to look over at what was going on, only to let her shock turn into a loving smile of tender affection. Resting a hand on Fleur's head, she gently encouraged the unicorn to continue what she was doing, even going so far as to cross her legs over her back, mimicking Velvet's pose.

As Fleur eagerly ate out Coco, Twilight was giving her mother the pounding of her life. Both mares were covered in a sheen of sweat and were no longer even forming intelligible words, resorting to feral grunts and moans. As Twilight worked her stiff rod within Velvet's slippery tunnel, their breasts rubbed against each other, their nipples occasionally catching on each other, sending a thrill of painful pleasure through them when they worked themselves loose again.

The grunting came to an end when the two mares kissed again, their tongues fencing with one another, both seeking dominance, neither holding onto it for longer than a second or two. Knowing that she wouldn't be able to hold on for much linger, one of Velvet's hands pressed Twilight's head into hers, forcing the kiss to get even more vigorous, while her other hand wandered over to a wing to try out a trick she loved to pull on any pegasus lucky enough to find their way to her bed. Rather than roughly grab onto the shank as some might, she instead lightly brushed her fingers along it, just barely touching the downy feathers of the underside.

The effect on Twilight was immediate. Her wings, already quivering and as fully extended as they could get in the cramped room, stretched to their full glory above their heads, the tips brushing against the hanging light fixtures far above, sending the lights swinging crazily. Twilight broke the kiss and gasped out, “No fair!” as her hips instinctively thrust forward, pushing her cock as deep as she could into her mother. Spurt after spurt of come flooded the mare's pussy, filling up every nook and cranny with the gooey stuff. Even so, more of it leaked out than stayed in, despite the small bulge that formed below Velvet's normally taut belly.

The two mares stood there stock still for over a minute, Twilight's dick hilted deeply within her mother's vagina while Velvet clung to her daughter like a limpet. After what felt like an eternity, Velvet's legs limply uncrossed and fell to either side of Twilight's hips and she collapsed against the wall.

Carefully pulling her still half hard cock from the satin embrace of her origin, Twilight eased Velvet down to the floor and kneeled before her. She smiled at the look of supreme satisfaction on her face and looked down to see the semen leaking from their joining. Before it could hit the carpet, she scooped some of it up with two fingers and held it under Velvet's nose.

Upon smelling the intoxicating mixture, she leaned forward and engulfed Twilight's fingers in her mouth and with agonizing slowness, leaned back again until they popped free.

“Are you going to be okay, mom? I think Fleur wants her turn,” Twilight said, nodding over to said mare, who was still feeding from Coco's full pussy and waving her ass back and forth in open invitation.

Velvet cupped her daughter's cheek in affection. “My sweet Twily. You always were a giver. So go over there and give her the reaming of her life.”

Twilight smiled and crawled over to Fleur who was now watching her with wild anticipation while never once taking her face away from Coco's cunny. She didn't even have to lift the unicorn's tail, it was already up and off to the side, putting her sopping wet pussy on display. Twilight slapped her hand down on that ample derrière, admittedly, harder than she had meant, but she smiled at the groan of pleasure this elicited from the model. Twilight surprised even herself with how much she was getting lost in the moment, but never so much so as when she said, “Oh, looks like we have a naughty mare, here. Does little Fleur need to be punished?” As she said this, she took her swiftly recovering cock in hand and brushed the tip up and down from the suspiciously clean asshole, down to her pussy, and across it to slide under her belly, causing the hard clitoris to jut out even more as it begged for more attention.

Fleur mumbled something, making it apparent to everyone there that her tongue was so far up Coco's pussy, that intelligible speech would be an impossibility. Twilight smartly smacked the rump again, sending ripples through it this time. “Didn't your mother teach you to not talk with your mouth full? That's very rude! I think you should be punished. No dick for you.”

With a moan, Fleur pulled her tongue out of her marefriend and looked back at her tormentor. “Non! Please, put your cock in me Twilight! I need it tout de suite! I am begging you, se il vous plaît, give eet to moi-”

Before Fleur could even finish her sentence, Twilight rammed her dick into her, silencing her with a squeak. She slid the thick rod in and out of her without preamble, rutting her from behind. However, she had overestimated her endurance, and before she had even made a dozen strokes, her orgasm snuck up on her and she filled one more mare's slick insides with her come. The only thing that saved her pride was the fact that she could feel Fleur's walls spasming around her turgid length, milking it for all it was worth before the alicorn collapsed on her lover's back, passed out and dead to the world, but giving a soft little snore.

(\ /)
( . .)
*(“)(“)

Still naked, Fleur stood at the glass door to Coco's shop, giving both Twilights a heartfelt kiss. Finally pulling back from Velvet, she said, “Zat was amazing! I 'ope we can do zis again soon, ma chère.” Looking over to Twilight, the Younger, she added, “Et vous, do not let your magnifique cock go to waste, n'est-ce pas? Or else, I may 'ave to come and, as you say, set you straight.”

Twilight nodded and swallowed hard, imagining what sort of punishments the curvacious beauty could bring to bear. She held up a hand and said, “I promise Fleur, I'll work on my endurance.”

“See zat you do,” Fleur replied, waving a petite fist in mock anger.

The mother and daughter walked out of the shop and Fleur locked the door behind them. She was about to walk to the back of the shop, but noticed a stallion standing across the street and staring agog at the very naked model. With a giggle, she struck a few poses and even blew him a kiss, laughing as she turned away, giving her best runway strut, which she knew for a fact was a stunning sight to behold.

Going into the back room where all the lingerie was actually made by hand, she found Coco sitting right where she had left her, nursing a tall glass of ice water in an attempt at rehydrating herself. “All locked up, mon amour.” She sat down in the smaller mare's lap and put her arms around her neck. “Shall we continue zis upstairs?”

Coco rolled her eyes, but still smiled at her. “Fleur, you're insatiable.”

(\ /)
( . .)
*(“)(“)

Velvet and Twilight walked- well, limped down the street to the nearest pizza parlor in order to bring home dinner for herself and her parents, mostly in silence. It would have been silence had it not been for the occasional grunt of pain from the both of them. Twilight was the first to break the companionable quiet by saying, “Sssooo... that happened.”

“Regrets, Twily?”

Twilight thought about it for a moment before shaking her head. “All in all, no. I don't regret it, but I don't think it'll be happening again anytime soon.” She looked over to her mother and quickly added, “Not that it won't ever happen again, just...”

“You need some time to adjust,” Velvet finished for her.

“Yeah,” the alicorn agreed. “It's a lot to take in, you know?”

Velvet giggled as she said, “That's what I said!”

It took a moment for her to catch the meaning, but Twilight said in exasperation, “Mo-ooom!”

With another giggle, Velvet kissed Twilight's cheek. “Well, whenever you're ready, just let me know and I'll have your father ready as well... maybe even Shiny and Cady as well.” Twilight just groaned and facepalmed at this. Deciding to finally get down to business, she said, “So, about this stallion or mare who took my Twily's most precious gift...”

Author's Note

So, yeah. Here's the grand one-shot opus I've been working on for far too long. It's fairly large, and contains the largest sex scene I've ever written. I'm kinda proud and ashamed, all at once. I had considered turning this into a series, but I'm not too certain at this point. Maybe after some time has passed, and some distance put between it and myself, I'll feel up to expanding it. But for now, I'll return to my Twilody story. ^_^