In the early evening of Fillydelphia in her bar, Lemon Frost, a yellow pegasus mare with an ocean blue mane, met a nice, very easy going and open minded earth pony mare by the name of ‘Sweet’. She was a fairly tall, big but mostly average mare with a green coat and a big, poofy, messy, dark green mane and tail with streaks of amber and olive in them. The two talked for hours about life in the city and shared stories. Eventually, they decided to leave for Sweet’s apartment, and Lemon left Ink Blot in charge of the business. After a short walk to downtown and a rather lengthy climb up the stairs, they arrived at Sweet’s apartment.
“And here we are; make yourself comfortable. Mi casa es su casa,” said Sweet as she opened the door, speaking in a slow, mellow, and a little bit of a raspy voice.
The place was messy to say the least, with a few clothes and blankets strewn about, tables covered with glasses and other things, and some stains and rubbish on the floor. It was lacking much tender love and care, yet still it wasn’t a total dump, with the living room at the front fully furnished with a sofa, a couple of seats, curtains, a few house plants and a well stocked kitchen partly separated from the room.
“Sure is rather small, darling. Do live here yerself?” said Lemon a bit hesitant.
“Nah, I have a roommate, but he’s out. Think he left for Ponyville a little bit ago,” said the green pony, her eyes half lidded.
When Lemon looked around the room and noticed a stack of comic books on the coffee table, she started to geek out a little bit.
“So, uhm, these his comics or?” said Lemon while approaching the comics.
“Heh, nope, those are all mine. I’ve been collecting those since I was little. Have a whole bunch more back at my folk’s house,” replied Sweet.
The two sat down on the couch and discussed caped crusaders and costumed vigilantes in great detail. It was good for Lemon, since she didn’t have many friends who shared her interest in comics. It was even harder with her always busy with work and her kids. They talked for a long time, and at some point the conversation began to drift into their personal lives, so Lemon told her about her family and home life.
“So, like, where are your kids now?” asked Sweet.
“They’re stayin’ with their dad. We’re on good terms pretty much; plus, he doesn’t live too far away,” replied Lemon.
“Well, that’s good for them, and you too. I hear parenting is like, really exhausting, and running a business on top of...” Sweet said, pausing slightly at the end.
“It’s a bit stressful. But, seein’ ‘em happy and watchin’ ‘em grow makes it all worth it,” Lemon interrupted and continued “...but you’re right, I haven’t really had a lot of time for myself, and with friends like you of course.”
“Thanks, filly,” said Sweet smiling back. The forest colored pony looked into Lemon’s ocean blue eyes with a look of sincere friendliness towards the motherly yellow pegasus. Lemon looked back and giggled a bit. The room went quiet for a moment as the two shared eye contact.
Sweet eventually broke the silence “So, uh, do you wanna smoke a bowl?”
Lemon looked at her friend quizzically “A bowl? Like for food?” she responded.
“Whu? No, I meant like, weed, marijuana, you know?” said Sweet laughing a little, reaching for a glass red bong with swirly patterns along it’s stem.
“Oh!” Lemon exclaimed “Well I-I suppose I could. I don’t have much of a problem with it, though I usually don’t do much more than drink a lil’. Don’t really even do that much anymore.”
Sweet nodded, as she took a jar on an end table on her side of the couch, and began to fill the bowl with her herb.
Lemon began to get a bit nervous all of the sudden. “Are ya sure that we won’t get caught sugar? Isn’t that stuff suppose to be really stinky?” she spoke anxiously.
“Don’t worry dog, half the rooms next to us are empty, and the others don’t really care, plus,” she interrupted herself as she stood up for a moment and hit a switch on the floor turning on an exhaust fan sticking out a window, it sent a slight whirring sound throughout the room. “This’ll suck out most of the smoke,” she said sitting back down. Sweet looked around the room for a moment “I should probably get to cleaning sometime though. My roommate said he’d do it but...” she intentionally trailed off as she reached for her waterpipe.
Lemon nodded still looking a bit nervous “Oh-okay. I’d like to help ya, but kinda busy.”
“S’cool,” said Sweet lighting up, the water in the bong made a small bubbly sound as she inhaled.
Lemon watched as Sweet ripped the smoke from the bong into her lungs.
“So, I don’t think I ever got your last name,” she said as her friend exhaled a cloud of smoke, giving a couple of short coughs.
“It’s Kushy,” replied Sweet as she passed the bong to Lemon.
Lemon Frost took the smoking piece in her lap with and looked with a bit confusion. She fiddled with the lighter for a moment before Sweet Kushy took it from her and began to light it on her behalf. Lemon thanked her and began to inhale, taking a smaller hit than Sweet yet enough to send her into a coughing fit, only holding the smoke in for a brief moment.
“Just breathe,” spoke Sweet reassuringly, putting her hoof on Lemon’s shoulder. The yellow mare did just that.
The coughing fit subsided, Sweet stood up again, approaching the record player across the room.
“Soo, Sweet Kushy ain’t it then? I don’t suppose that’s what your parents named ya,” remarked Lemon.
Sweet laughed it off “Nope. Say, let’s put on some music.”
Sweet took a record from a light blue sleeve, and put it on the turntable and dropped the needle on top of it. Soon the whirring noise of the fan was canceled out by the slow and mellow stylings of smooth jazz.
Sweet sat back down next to Lemon, and the two puffed away, burning all the herb in the bowl. The stoned ponies laid there giggling, with Sweet telling jokes, and humming along with the music occasionally. After a little time had passed, Lemon managed to lift her head up from the couch she was leaned far back into.
“Woah nelly, this is great. Thank you darlin,” she spoke to Sweet kindly, still laughing a bit, though much slower and spaced out than she usually speaks.
“Ey it’s no problem. It’s always a pleasure to smoke with my friends,” said Sweet with a big stupid smile across her face.
They both looked into each other’s pink, bloodshot, eyes. Sweet’s eyes slowly began to drift below Lemon’s neck, down her belly, all the way down to her large mammaries near her crotch, ogling them.
It took a moment for Lemon to catch on, but when she did she blushed and then crossed her legs attempting to covering them somewhat as she scrunched up her snout. It only lasted for a moment as she soon erupted with laughter.
“See something you like, sugar?” Lemon asked flirtatiously, yet a little bit kiddingly.
Sweet shook her head to snap herself out of her daze. And then laughed along with Lemon.
“Sorry, sorry, I was just admiring your huge rack, and, uh, imagining playing with them,” said Sweet a bit bashfully
“Well, you don’t gotta imagine darlin. I mean, I wouldn’t mind,” said Lemon leaning into Sweet.
Sweet’s eyes momentarily partially opened in surprise “Oh, really? Okay,” said Sweet before scooting closer to Lemon, excited by the prospect.
Lemon leaned back into an arm of the sofa, displaying her crotchtits to Sweet Kushy. Sweet slowly began to caress the underside of one of the voluptuous mare’s breasts and jiggled it a little, and then started to roll the other around in her hoof. The grassy mare started to rub them for a while, and then pressed the two squishy boobies together. She began to press hard enough that Lemon started to leak a little bit of her milk out, sending Sweet into a brief giggle fit.
“Yeaa, I am still lactating” Lemon said giggling along.
“I can see that,” Sweet responded.
She continued to play with the titties, having fun with them. Lemon started to squeak occasionally, whenever Sweet pressed on them hard enough and seeped out a little more milk out each time. The ‘massage’ was very stimulating to Lemon; she began to moan just a little before stopping herself. Sweet let go of one and pushed the hoof in the space between the two breasts, feeling it until suddenly her hoof slipped down. Before she realized it, her hoof was resting on Lemon’s marehood.She looked up.
“Hmhm, you can play with that too if you want to, sug,” Lemon spoke in a lewd tone before Sweet could apologize.
Sweet was at first expressionless, a little shocked by this happening so quickly, then grew a smirk. She started to rub the other mare’s mound, in gentle circular motions with the tip of her hoof, occasionally brushing up against her sensitive pearl. Lemon murmured in pleasure as Sweet touched her in her already moist, tender area. Sweet leaned in closer and watched her own hoof more carefully before she spread those lips open. Lemon suddenly gasped and let out a sweet coo-ing moan, she widened her legs a little more as slid forward to lay on her back more, accidentally causing Sweet’s snout to brush against her pussy.
“Mrrph!” sounded the pony who just had her face pushed into Lemon’s cunt as she pulled away.
After a shared awkward moment of silence, Lemon couldn’t help but let out a laugh and Sweet joined in.
“Mmm, well, I do have the munchies,” said Sweet, smiling as she spread Lemon’s pussy once more and pushed her snout in willing, starting to lick at her walls.
Lemon moaned a little louder, her eyes shooting open when Sweet licked and ate out her horsepussy, causing her hoof to kick at the air. Wet sloppy sounds could be heard over the soft, ambient music as Sweet’s tongue went wild, stroking the lewd mare moist insides with lust-filled fervor.
“Ohh-oh yes, yes Sweet,” Lemon cried out in ecstasy.
As Sweet hiked her legs up on the sofa, leading to Lemon noticing something unusual between the stoner mare’s legs: an appendage that seemed to grow and stiffen at a noticeable rate.
“Y-you have a cock?” Lemon said surprised, managing to speak over the intense licking of her snatch.
Sweet abruptly pulled up, her muzzle stained with Lemon’s juices, looked over at her schlong, and then back.
“Oh yea, I was born with both actually. Folks wanted me to wait ‘till I got older to choose if I wanted to have it removed, and I decided to keep it for cute mares such as yourself,” Sweet replied before she started to move her head back down.
“What if we…” Lemon spoke and then paused for a moment. She didn’t exactly want for Sweet to stop licking her, yet she also longed to have that marecock inside her.
“Hmm?” muttered Sweet pulling her head back up.
Lemon cleared her throat “What if, you lie on your back while I suck you off while you lick me?” she finally suggested.
Sweet looked back at Lemon’s face with her peach colored, still bloodshot eyes.
“That could work,” she responded, lifting herself up by her hooves and falling back on the cushions with an audible ‘pomf’ with her dong flailing in the air.
Lemon stood up off the couch only to get back on it to where she could crawl over Sweet head first so they could best service each other. Her tits brushed across Sweet’s face, eliciting a partially muffled laugh out of the stoned pony. Once she was over her, Lemon licked at the hermaphroditic mare’s now throbbing member as she lowered herself onto her. Sweet, wasting no time, continued her lickings from before, dipping her snout once more into Lemon’s winking, wet vulva and paying close attention to the mare’s clit.
“Oh fuck, yes!” Lemon squeaked as she felt the tongue lapping within her pussy. She took the cock into her mouth, and swirled her tongue around it’s flare as she murred.
Sweet grunted as Lemon pushed her head down onto her penis, taking in more with each passing second. The tongue whipped inside of Lemon, sending her in and out of fits of moaning into Sweet’s stiff cock. Sweet felt the rising pleasure inside of her as Lemon bobbed her head increasingly with each passing moment, and the sensation became so intense she couldn’t help but occasionally thrust into the sucking mare’s tight maw. Lemon gagged each time, yet she still persisted.
The two mares sucked and licked each other’s genitalia continuously as the sun just finished setting on the City of Fillydelphia. The scent of their sweat wafted through Sweet’s living room and the wet, slurping, slippery sounds of their sex could be heard over the music and hum of the fan. Finally, the rising sensations of their pleasures reached their peak.
“Mmm, Lemon, ah, I’m about to cum!” Sweet exclaimed as her spastic thrusts grew more frequent, and she continued to lick Lemon’s cooch as fast and hard as she could manage.
Lemon moaned out something unintelligible into Sweet’s marecock, trying announce her own orgasm as the licking mare’s intensity began to push her over the edge. Her deepthroating of Sweet had reach the point where she was able to take the length all the way to it’s base, bulging from her throat, as they were verge of climaxing. As soon she climaxed, her whole body shivered, moaning harder than before.
Sweet’s orgasm followed shortly after Lemon’s, her cock pulsating inside the mare’s throat as she came. The cock spurted and poured hot cum down Lemon’s tight throat, the jizz exploding from it like an erupting geyser into her belly. She pulled away from Lemon’s leaking pussy, huffing and letting out her own moan of ecstasy while her cock flared and semen rushed out of it.
Lemon pulled up off Sweet’s cock while they both came hard, making a subtle little ‘pop’ as the rod’s tip escaped her lips. She let out a sweet moan as the last of the jizzing mare beneath her released the last of her ropey thick cum, sending it up into the air and landing on the ridge of her snout.
The mares laid in the afterglow stacked together; their sex noises had suddenly ceased, leaving the room mostly quiet.
“You sure had a lot in there, darlin’!” Lemon spoke through her panting, and then started to turn her head back to Sweet.
“Yeaaa. It’s been a while since I-” Sweet said before she interrupted herself with a fit of giggling, as soon as she noticed the strand of her semen laying on Lemon’s muzzle. She tried to hold back at first but couldn’t help it.
Lemon looked puzzled at her friend, and it took a brief moment before she realized what made her laugh so hard. She laughed a little herself and scooped the cum up with her hoof and ate it.
After a brief moment passed, Lemon climbed off Sweet and moved back to other edge of the sofa again. They whispered lewd things in hushed tones and soon started to make out. They kissed each other hard, their tongue switching between batting each other and wrapping around another.
They started to go at it again once they both recovered. Lemon laid on her side, Sweet approached from behind and lifted up her leg and held it in her foreleg. Her rod stiffened once again, right before Sweet slid her cock halfway into Lemon’s ready pussy that was still plenty wet from before.
“Mmm, don’t take this wrong way, but you’re pretty tight for a mom,” mentioned Sweet while Lemon’s pussy hugged her cock, and her hips started to build up speed.
“Heh, I’m not really into stallions anymore, so- Ah!” Lemon’s own moans interupted her, ”-it doesn’t usually get stretched very much,” she finished explaining to Sweet.
“Mmph, lucky, lucky me. I hit the jackpot. I got a sexy tight mommy to fuck as well as talk about comics with,” said Sweet, thrusting inside while she spoke.
Lemon smiled at Sweet briefly before she felt the cock push in deeper inside causing her to moan harder. Her leg held up by Sweet jerked a little in it’s grasp with another thrust. She let out a straining sound between her other sex sounds while her cunt massaged and squeezed the mass pounding inside her.
Sweet pushed her hard marecock, her thrusts grew faster and rougher and started to slam Lemon’s insides. She grabbed one of Lemon’s tits with her hoof once again, and she pressed on it and rubbed it vigorously while running her frog against the nipple. Her thrusting caused a squishy slapping sound each time her cock slid inside the moaning mare’s pussy.
“H-harder!” Lemon managed to call out while Sweet was already fucking her intensely.
A little surprised, Sweet did just that and began to ram herself into the wet hole, hugging her cock with great earth pony strength. She had to let go of Lemon’s breast, leaking a little milk on her hoof, and wrapped the foreleg around Lemon’s hind-leg along with the other, allowing her hips to flow freely. Her tail whipped and flail wildly in the air while her as she railed Lemon roughly.
Lemon couldn’t stop the moaning and panting while she turned her torso to lay on her chest. She made all kinds of sex sounds while getting fucked this hard, and she shoved her face into a nearby pillow to muffle them some, occasionally turning her head back to watch the mare deep inside of her. She squeaked loudly and bit the pillow as soon as she felt the tip of the cock smash against the entrance of her ovaries with great force.
“Ohhh-ohh, gonna cum soon!” exclaimed Lemon while Sweet pounded against her cervix, making her let out squealing moans harder than before.
“Me too, unf. Do you want me to -huff- pull out?” asked Sweet in between hard panting breaths, she had to slow down for moment just speak.
“N-no! Just, fill me with your spunk!” answered Lemon, the risk that came from another pony cumming inside being big turn on for her.
Sweet kind of shrugged, a little surprised, but she wasn’t one to deny such a request. She resumed fucking her like a battering ram. Her cock twitched inside of Lemon, soon pulsating. As soon as she felt she was just about cum once again she slammed against Lemon’s cervix one more time before starting to burst. The semen quickly filled, and very quickly flooded, deep inside her pussy and into her womb. Sweet’s head tilted back as she climax, and gave a loud sigh of release and gritted her teeth as she poured her seed deep into Lemon.
Lemon pushed her head into the pillow as she moaned, already in the throes of orgasm just as Sweet’s warm juice splashed inside of her. Her pussy squeezed the cock as hard it could, milking all the sperm from the stiff hose gushing inside her. The liquids she started to leak from her pussy was quickly overflowed by Sweet’s semen, seeping out and giving her a nice creampie.
After almost a full hour of constant fucking and sucking the lewd mares finally settled down. When they started to regain their breathe Sweet Kushy broke out the bong again and started puffing away, she extended the smoking apparatus to Lemon, but she turned it down this time.
“So, you like ponies you just met cumming inside you?” Sweet Kushy mused, asking Lemon in a stoned near stupor about to take another hit.
“Ahem, well, sex is better when it’s risky,” Lemon answered, and started to sit on Sweet’s lap, face to face. She slipped the pot smoking pony’s still chubby rod in between her large melons. “And besides darlin’ I like it even better when I find somepony I really like. Makes me feel closer to them” Lemon continued.
Sweet had just inhaled a large drag of smoke when Lemon suddenly pressed her lips against her’s. The stoner pony pushed the smoke into her while Lemon breathed in, ‘shotgunning’ as Sweet would call it. Lemon breathed the smoke out of her nostrils, not breaking her kiss as she started to grind her hips against Sweet’s already twitching cock.
The big titted mare’s breasts felt so good as she massaged the cock in the space between with excitement as the chub hardened into a stiff rod once again.
Sweet broke away from the kiss gently and murmured with pleasure.
“What if I do knock you up though?” Sweet only somewhat concerned.
“Mmm.. don’t worry about it. You’ll just have to fuck me lots and lots,” Lemon whispered in hushed yet arousing tones. She grinded her hips against her partner’s cock in another burst of energy, even sliding her slit against the medial ring. “Looks like you’re ready to go again sugar. I’m gonna ride ya this time,” she said noting Sweet’s swollen stallionhood as she raised herself over it.
Sweet simply nodded and set her bong down before grasping one hoof on Lemon’s side and another on her fine curvy rump. Her sweaty pegasus partner fluttered her wings about in the air as she lifted herself up over the tip of the cock and descended down onto it, lowering her hind legs to slide it in deeper into her tight and wet cave that was still dripping with Sweet’s semen from before. Lemon gave some cries of both pleasure and slight pain, her wings spread wide out, while gravity did the work for Sweet. The baked pony patted and prodded Lemon’s tush and rubbed her side as Lemon pushed harder, engulfing her in it’s moist grip again.
“Fu-fuck yeaaa...” said Sweet most pleased “this is the best.”
Lemon panted through her smile, also giggling a bit to herself at Sweet’s reaction, as she pushed her way down to near the base. She began to ‘bounce’ up and down on the length, ‘pumping’ it as her hips shaked.
The experienced, voluptuous mare rode the cock like a champ, resting a hoof on Sweet while keeping a steady yet escalating pace. This time, Sweet was the one left a moaning mess while Lemon was panting as she slipped and slide, pounding away at the rod.
Sweet Kushy was in heaven, completely baked while a beautiful mare pleasured herself with her cock. Lemon’s twat squeezed in pulses, hugging the meat tight while it pushed up inside her even as she gained speed. Sweet could feel the pressure building in her cock, it was on the verge of busting another nut into Lemon.
“Lemon...” Sweet said.
“H-huh? Ah!” Lemon managed to let out, just as Sweet began to put her on her back.
Sweet acted quickly leaning forward, and wouldn’t stop at Lemon on her back. She lifted the mare’s hips with her hooves and stood up on her hind-legs as she angled Lemon to lay on her shoulders with her bosom in the air, with her cock still deep inside her. She placed her forelegs on the arm of the couch and started to ‘piledrive’ her.
“Ahn, why did you move?” Lemon asked in between heavy moans.
“Well, since you said you liked it risky, so I figured this way I wouldn’t waste a drop,” Sweet answered while her hips fell again and again, pushing her cock deep into Lemon with almost no resistance.
Lemon moaned harder, as she felt Sweet every thrust everywhere inside her pussy. “Yes, yes, fill me up!” she let out as both were nearing their climax.
Sweet’s deep thrusting from her falling, bucking hips didn’t take long send her cock into cumming once more. She pressed the tip against Lemon’s cervix as it gushed out warm and sticky jizz, with most of it to the womb, filling it even more. Lemon squealed in ecstasy, her hind-legs stretched and curled their hooves, as Sweet pumped her full.
The two mares looked into each other’s eyes as they orgasmed. Sweet slowly collapsed into Lemon and held her close with her marecock still inside her. They shared a slow, intimate kiss. They hugged each other close while their sloppy wet lips smacked together as they laid together smelling of weed and sex.
After a few moments passed they were back at it again. Lemon was laying upside down, front facing forward, and her shoulders on the cushions while her hind legs were spread wide at the top of the couch while her tits touched her chest. Sweet stood over Lemon, her forelegs held onto the wall for support and she pushed marecock deep into Lemon again.
Lemon watched Sweet’s rod fuck her like a locomotive running through a tunnel, while her balls slapped against Lemon making a noticeable sound each time. It didn’t take long for Sweet to start fucking her rougher and faster, the persistent slapping and moans from Lemon almost drowned out the music. The two had become addicted to each other’s bodies.
“Mmm... yes! fuck me like a porn star!” Lemon cried out
“Your pussy is so comfortable, I don’t want to leave it!” Sweet said a moment later.
Sweet fucked Lemon hard over the couch, they were soon about to start climaxing again until a stranger to Lemon suddenly opened and then bursted through the door. It was a tall, green, seemingly hairless, bipedal creature with no face that was dressed in a suit and tie. Lemon with her neck stretched out looked on in confusion and slight terror.
“A-anon!? What the fuck, can’t you knock!?” Sweet yelled at him.
“Uhh... sorry Sweet. Train was delayed” said the green giant embarrassed while he shielded his ‘eyes’ from the two ponies fucking on the couch.