Chapter 3

The Overmare

It took us a decent bit of time to navigate the Science Wing. Walking down long, twisting corridors that would leave any newcomer stranded and lost. But not us. Serenity had lived here for her whole life, and I had access to complete maps of the entire Stable's layout as we turned another corridor to our left. Coming to some flights of stairs, I helped her up them; since she still was recuperating from our time together the going was slow though. But I couldn't complain. It, after all, did give me time to admire her beauty even more so as she ascended each step. Every now and again, she'd catch my eyes wandering over her and smirk before brushing her tail across my face just to tease me. I admit now, that I do enjoy it; although it came to an end as we reached the last step and were at what my maps registers as the Commons areas.

Opening the door, Serenity gave me a small smile as she nodded gratefully. "I...I think I can walk on my own now Violet." She said, "But thank you, for helping me I mean. Most of the stallions and mares who do that sort of thing with me don't stick around afterwards."

"It is my pleasure Serenity." I answered, returning her smile before beginning to turn and head back down into the Science Wing below.

"Wait." Serenity called out to me, catching my attention. "I...I still would like it if you would um....well assist me in the Overmare's office."

In response, I joined her back at the door and cocked an eyebrow in confusion. "It's...It's just I enjoy your company so much...I don't want you to leave just yet."

Since my sensors were still indicating that the Overmare and her husband were in need of my services, and that I knew I could not disobey a request by a Stable Dweller; I nodded faintly in response.

"Alright then." Serenity replied, "I suppose we shouldn't keep them waiting."

Entering the commons, I glanced around the large open hall. Presently, it was filled with many other Stable Dwellers going about their daily business. Some chatting idly, others playing games; even a few fillies and colts that were heading off to their classes for the day. Above us, on the walkways connecting the dining area and entertainment lounge several older stallions who were dressed similarly as Serenity were walking towards what I knew was the server room. However, since both mine and Serenity's objectives were in the Overmare's office I ignored anything else as we wove through the small groups in the hall. Although, I did cast a glance at the window from her officer; overlooking the entire hall, she was watching us all. A hint of a smile, I could notice.

The next few minutes, we again were climbing another flight of stairs; crossing that same walkway of Serenity's coworkers, and finally we ended up walking down a corridor to our left. We paused before the bulkhead door when we reached it, the sign's glow above it illuminating us in its sickly green light as Serenity tapped on it gently and waited. A moment passed, enough time for me to begin accessing the Overmare's files to read more in depth on what she was like before the door opened in response. To say I was unprepared for the mare that greeted me may in fact be what I classify as an understatement; for as I am looking over her delicate, beautifully curvaceous body I feel as though a circuit might short at any second. Even in the drab jumpsuit of the Stable, her body couldn't be denied as she brushed her styled red mane out of her purple eyes. "Good morning Overmare Ginger." Serenity greeted.

She smiled back, returning the greeting. "A good morning to you as well Serenity and....well who might your friend here be?"

My sensors indicated that she already knew the answer as Serenity answered her question. "Ginger, this is my friend Violet Shadow. She's the one who, well, woke me up this morning."

The Overmare's faint blush shone through her light pink coat as she realized what Serenity meant, but she kept her professionalism as she gestured us inside. "I thank you for coming this morning Serenity." She glanced at her computer terminal behind her desk as she continued, "My main computer has been on the fritz for the past few days and I haven't been able to fulfill my daily duties. I'm hoping you can fix it."

Serenity gave Ginger a nod as she spoke confidently, "I should be able to have it repaired and operational within an hour Overmare. Don't worry about a thing."

I watched as she moved to the computer, setting down her tool belt and beginning to tinker with it; while Ginger moved to a door that I knew led to her private room. she beckoned me to follow her, and in her eyes I caught a hint of a devious glint before they returned to normal as she spoke up. "I shall leave it in your hooves then Serenity, however while we wait I desire to speak with your friend alone with my husband."

Only getting a grunt as acknowledgement, I knew that Serenity was too preoccupied with the problem at hoof as I followed Ginger to her room.

As soon as the bulkhead door closed behind me, she tossed her professionalism out the window and pressed me against its cold surface. Her lips to mine, she closed her eyes and let out a low purr of satisfaction as she enjoyed every second of our passionate lip-lock. Long minutes passed, and I savored her unique flavor as we dueled tongues furiously. When she finally withdrew, she was already panting; but she was also smiling deviously as she caressed my cheek with a hoof as the other released me from the door. With a quick glance, she was eyeing her husband on their bed. My eyes followed hers, and I couldn't help but smile genuinely as well as I looked over him. He was through and through a stud, from his muscled body to his chiseled features; not to mention his pure blue coat and deep green eyes that were meeting mine. His short mane spiked slightly, and his tail draped across the bed as he laid waiting in a provocative pose; this only served to flex his rippling muscles, and yet again a circuit could've fried at any second as my eyes drifted to the muscle I cared most for. By now, my base programming was overriding my cognitive thoughts, and all I could think about was how painful his long, throbbing cock must feel as it was on perfect display for both myself and Ginger.

"So I see you are awake at last Violet." He said, smiling slightly as his heavenly voice resounded in my mind. "That's good...My wife and I were just looking for somepony to...help us with a little problem."

Ginger guided me over to their bed, pausing at its side for a moment before she hopped up onto it and laid down just before his erect statue. She gestured for me to join her, and I complied without comment as we both laid side by side before this temple; this holy object of our desires that we worshiped intensely. First, we shared another kiss; deciding to give him a little show before appeasing his desires and our own. When we separated, a string of saliva was between us that kept us connected as we both brought a hoof down to the other's nethers. Our free hooves, we placed at the base of his cock on either side; and just as we began to pleasure ourselves we were softly gripping and rubbing his shaft. He let out a sigh, and Ginger was softly moaning at the stimulation of her pussy. I grinned as I picked up the pace on her, making her moan louder and longer as she closed her eyes and threw her head back.

In retaliation, Ginger let out a playful growl and returned my affection, although she brought a bit more as she pressed her lips once more to mine. She managed to get a small moan out of me this time, and she had indeed succeeded in getting my artificial womb working and wet; but that was when she so maliciously withdrew completely. Her hoof coated in a thin layer of my juices, she sniffed it tentatively before taking a small lick and grinning back. Taking her hoof, I understood what she was going to do as she began to smear it across the entire length of her husband's cock. I knew our time together was over for the moment as she shifted her attention to the object of our worship. Her hooves worked its sides, the speed increased significantly as a result as I continued to gently stimulate her.

Ginger started out slow, her tongue tracing the base of his cock; running along his length until she reached his tip and swirled around it gently. My free hoof was occupied with cradling his balls, which seemed just as swollen and in need of attention as I whispered enticing things in her ears and enjoyed a passionate kiss with him as he leaned closer to us. He actually was groaning now, with both of us working him over he didn't stand a chance as he let out a quiet whimper at his wife finally going down on his dick. Inch by inch, she took his length into her warm and waiting mouth; her tongue swirling up and down his length, massaging it and making him moan louder. Every time she came back up; she'd take a quick breath and be down on him again; her nose diving into his sack and inhaling deeply of the musky scent that was driving her wild. After a minute solid of this, I pushed her away just slightly and leaned down to his tip. My tongue gently caressing it, making him twitch and groan before I bit down playfully on him. He threw his head back and his back arched in a way that told me he wanted to scream; but he bit his tongue as I went down on him much faster and harder than Ginger. All the while, he was actually tearing up at the intense pleasure as Ginger shared a kiss with him before giving him a devious look and forcing him down on the bed. She placed her dripping wet lips before his muzzle and ordered sharply, "Lick."

Her moans moments later spoke that he had obeyed her directive as I continued to bob my head furiously on his length; my hooves working his balls as I wanted him to cum now into my mouth. It was at last that he finally relented, his endurance drained as he bucked up into my muzzle and blew his load. His cum was sweet, pouring into my mouth and down my throat in great spurts as he screamed into his wife's lips which made her moan even louder. I withdrew from his dick, but I paused at his tip as Ginger climbed off of him. He looked tired, but the looks we shared were still devious as we both knew we weren't satisfied yet. One of my teeth transformed into an injector fang, and before he could object I bit into his tip and made him scream again. Adrenaline pumped right into the source, and his already sagging dick shot up again as erect as before; only this time it pulsated so painfully I could tell he was hurting as I smiled. "You're not done yet Mr. White. Your wife and I are not satisfied, and until we are your cock is going to get hard and stay hard until we are done." I commanded, watching as Ginger gave me an approving nod and he whimpered again.

"Celestia help me." He managed to whisper before I began to lower myself onto his dick.

He groaned, both in pain and pleasure as his throbbing shaft was enveloped by the squeezing vises of my walls; and before he could even get used to me I began to bounce harshly on him rapidly. He was actually sobbing now, although Ginger didn't allow that for a second as she forced him to again pleasure her with his tongue. Even though he was enjoying it, I knew this reaction would happen as he began to buck back with equal force every time I descended. Again and again, for long minutes on end; I rode his cock like it was the last I'd ever have. Several times, I think I came; although I didn't notice it much or care as my sensors were again overloaded with the pleasure coming in. The sheets were covered, as twice more he came and filled my womb. Our bodies slapping together, so much into this the world was forgotten due to my desire for more and his forced arousal thanks to the massive amounts of adrenaline in his blood. I heard faintly, although it was next to me; Ginger was screaming in ecstasy as she came hard on her husband's face. He licked it up eagerly, and continued to work her over as I bounced harder now and with renewed vigor. I wanted one last climax, one last release to fill me and end it all as Ginger laid tiredly beside him. She was kissing him intensely, sharing her own juices in their passionate smooching as I felt his dick beginning to swell within my tightening walls again. Holding onto him for fear of blasting off like a rocket, I finally let my own cries become voiced as I clamped down on him and arched my back. His cock released like a cannon inside me, blasting my walls and filling my womb with his sweet semen as I came onto his length again and again.

Finally, I fell forward into his muscled chest; and I stayed there as I rubbed a hoof lovingly against him. His dick was still hard, buried deep inside me and keeping us connected as one as I shared one last kiss with Ginger. Quietly, although my ears surely were damaged from the beautiful noises of our love-making; I could hear Serenity outside. She was trying to tell us something frantically. "Overmare! We've got a serious problem! The Stable door's been compromised!"

All our minds were so fuzzy from the intense sex we'd just had, that we weren't able to comprehend what she was saying as I looked to the door with confusion. However, an explosion occurring from what sounded like a far off place on this level seemed to confirm what she said and brought me out of my stupor. I did my best to rise, but found my body wouldn't exactly cooperate as I and the Overmare did our best to reach the door together. We managed it, using one another for support as she opened the door and revealed our sex-ravaged bodies to Serenity. Her eyes were wide, both in alarm from what had happened earlier and in surprise at seeing us covered with sweat and cum.

She shook her head, pointing to the terminal which showed a security camera's footage of the Stable's main door control room. What I saw awaiting us was heavily armored ponies, with rifles and machine guns mounted on their flanks. About ten of them, which frightened me and sent the Overmare into action. She immediately activated the emergency alarm and was calling for all Security Officers to report to the breach in full riot gear. Her expression was grave as she glanced between us and now to her husband whom was standing tiredly in the doorway with a worried look. "The Steel Rangers are here." Seeing the reaction of her husband, I knew this was serious as gunfire could be heard closer now. "May Celestia help us all." She whispered, going to the office window and staring out into the open hall below where both wounded Security Officers and their comrades were retreating into under a hail of fire from a doorway.

Author's Note

Hello once again audience, this is author Derpyness Maximus here. I'm just checking in with you all to see how you feel about both chapter three and the story thus far. Did you enjoy it? Did you dislike it? Are you somewhat in the middle? Either way, would you kindly leave me a comment or even P.M. me about your thoughts if you'd like; and remember to thumbs up or down the story. Also, I'd be interested to hear from those who do dislike the story especially, more so for their reasons of dislike and to see if I can change to become better at what I do.

As always, I give thanks to my unnamed proofreader friend whom catches most of my errors before publishing.

This is author Derpyness Maximus, signing off for now.