The bell above Sugarcube Corner jingled as Rarity walked in. The scent of sugar, cinnamon, and fresh baked bread tickled her nose, as well something a bit more pleasantly pungent. "J-just a second!" Mrs. Cake called from the back of the shop. A series of grunts and moans followed. Apparently, the Cakes had decided to start their morning off right. Rarity smirked as she waited patiently for the Cakes, perhaps even her dear friend Pinkie Pie, to finish. An intense scream reverberated around the bakery, moments before a gasping and sweaty Mrs. Cake emerged, adjusting her apron.

"G-good morning, Rarity," Mrs. Cake panted, a contented smile painted across her face.

"Hmm, yes, I can certainly see that somepony's having a good morning.," Rarity greeted, returning a knowing grin.

"Oh, you don't know the half of it," Mrs. Cake replied, wiping away a bead of sweat. "Anything I can get for you?"

Yes, whatever it is that put you in this state, darling, Rarity thought. "Just an apple muffin, please," she said.

"Of course, dearie," Mrs. Cake said, turning around to fetch one from the display case. A bit of cum drooled from still excited snatch.

"Oh my!" Rarity gasped. "Is that Mr. Cake's?"

"Oh no," Mrs. Cake giggled, raising her tail a little higher and giving her round rump a shake as she retrieved Rarity's pastry. "Carrot's sick this morning, unfortunately. It's actually that griffon from the school, Gallus. Pinkie's cleaning him up, right now."

"Mind if I have a taste?" Rarity asked.

"Of course not!" Mrs. Cake chirped, walking out from behind the counter setting down Rarity's order. She bent over, letting her tail flag high, exposing her well-fucked pussy to the alabaster unicorn. "Consider it a free sample."

Rarity leaned forward and licked the oozing spunk from Mrs. Cake's lovely gash. "Oh my," she said, savoring the familiar taste of jizz with a hint of something extra. "There's something so exotic about this," she continued, lapping up some more baby batter from the baker's mixing bowl.

"It's probably because of that carnivore diet of his," the MILF cooed as she was eagerly eaten out.

"Mmm," Rarity moaned, delving deeper to collect as much cum as possible. "How excitingly brutish," she said, coming up for air, before hungrily diving back in.

Mrs. Cake groaned. "Please be careful, Rarity," she gasped. "I'm still a little sensitive from earlier."

Rarity grinned, mischievously. "Sensitive, you say?" she purred, igniting her magic. A soft blue glow wrapped itself around the older mare's exposed clit, gently teasing it, before sticking her face back into that delightful tasting pussy. Mrs. Cake grunted, her inner walls constricting against Rarity's tongue. Rarity her hooves, caressing Cup Cake's cupcake cute marks, while she enjoyed the taste of the well-fucked MILF and griffon cream filling.

"R-rarity..." Mrs. Cake whimpered, her front half falling limp, leaving her supple flank hanging in the air. "I'm so close..." The alabaster mare grinned, wickedly, forcing her tongue in deeper, her magic playing with the older mare's sensitive clit more enthusiastically, and giving her flank a quick spank. Just a bit more and Mrs. Cake would be a huddled, quivering mass of orgasmic bliss, curled up in a puddle of her own juices on the floor of her own shop, unable to think of anything other than the mare that just rocked her world. Just a bit more...

"Hi, Rarity! Enjoying your breakfast?" Rarity found herself falling, wind knocked out of her, a heavy weight on her back, her face being pulled away from the delicious snatch, and her magic losing its focus. She watched as Mrs. Cake gave a needy, unsatisfied whine, her pussy winking furiously, letting out a single, small, sad squirt of marecum.

Rarity grumpily looked up. Pinkie Pie was looking down at her, a pearlescent slime coating her face. "Pinkie!" the unicorn growled, just as thick drop of the cum on the pink party pony's face dripped down, landing on the tip of Rarity's horn. "Don't you know it's rude to interrupt two ponies who are clearly in the middle of something important!?" She paused for a moment. "And whose semen is that?"

"Oh, this?" Pinkie replied, wiping some of it off her face. "It's Gallus'," she said, licking the jizz from her hoof, giving a satisfied hum. "When he finished with Mrs. Cake, I offered to clean him up, but, you know how teenage boys are: always ready for another round, but they don't quite last very long. So, after I finished giving my most favoritest griffon a before school blowy (with the promise of some pussy pie if he aces Fluttershy's test, today) I figured I'd check to see how you were enjoying Gallus' first load, and I'm super-duper happy to see that you're really liking it!"

"Yes, but, if it wasn't obvious, you just denied Mrs. Cake her release," Rarity replied, pointing to the needy MILF, furiously rubbing a hoof along her slit, trying to coax back her orgasm.

"Well, if I'm being honest," Pinkie began, expending her hoof to Mrs. Cake's pussy, aiding her employer. "Your technique was awful."

"My technique was awful?!" Rarity gasped. "But, Mrs. Cake was just about to cum! Clearly my technique was working wonderfully."

"And that's the problem," Pinkie continued, sicking her face between Mrs. Cake's juicy cakes, giving her a few licks, before picking up where she left off. "You're treating this like Rainbow Dash; always in a hurry to cum as quickly as possible, like sex is some sort of race," she said, diving back inside the delicious MILF muff.

"But, that's what quickie is, Pinkie," Rarity huffed. "We are both busy mares, with many important, grown up things to do. We don't have the time to do this properly."

"Well, if you don't have time to do it right, then you don't have time to do it at all," Pinkie said, coming up for air. Mrs. Cake groaned, her pussy spraying another desperate shot of marecum, having been denied her orgasm for the second time that morning.

"Pinkie, dear," Mrs. Cake groaned, beads of sweat dripping down her brow. "I know you mean well, but please, just let me cum. I don't care which of you does it, but if I don't get a tongue inside of me in the next ten seconds, I WILL TIE YOU BOTH UP, RUT YOUR FACES, AND THEN LEAVE YOU IN THE FROSTING CUPBOARD UNTIL CLOSING TIME!" Mrs. Cake gasped, flustered, needy, and painfully horny, her breaths coming in desperate pants.

Pinkie and Rarity stared for a moment, shocked by the usually polite mare's outburst. Then, realizing they only had four seconds until Mrs. Cake made good on her threats, both ponies dived towards the sexually frustrated cougar, their faces meeting together in her winking snatch, some of the cum coating Pinkie's face spreading to Rarity's.

"That's much better," Mrs. Cake sighed, relishing the feeling of two tongues tasting her honeypot.

Pinkie Pie and Rarity worked in tandem to bring Mrs. Cake to her much desired orgasm. When one would lick up her gash, the other would go down. While one tongue was busy exploring the confines of Mrs. Cake's cavern, the other suckled on her clit.

Mrs. Cake cooed in delight as the two young mares serviced her, properly, without Pinkie's insistence on edging her to the point of madness. It pained her knowing that her beloved husband was in no state to rut her senseless, or even watch her play around with the two sexy fillies happily slurping up her honey, while he stroked his mammoth cock, before coating all three mares with his delicious seed. During her lunch break, she would tell him all about her morning's escapades. Hopefully, he would be well enough to at least let her blow him, giving herself a different kind of meal.

When he was all better, she would have to plan out something with one of the other mares in town. She'd seen the way he'd gaze at Carrot Top's ass whenever she came by to deliver a shipment of her namesake and she'd give a teasing shake of those delicious, golden flanks when she'd catch him looking, but Mrs. Cake wasn't sure if the two of them had followed through on their casual flirting, yet. Cheerilee was also a good choice, since she would always give him a quick blowjob whenever she'd come to pick up her weekly order of cupcakes. Though, recently she had noticed him flipping through one of her issues of Stallion Studs Monthly, which he insisted he was only interested in the articles (of which there were none), so maybe she could talk him into experimenting with Pokey Pierce. Or, maybe a weekend trip to Canterlot was in order, the two of them enjoying all of the mares and stallions they wanted.

A sudden lurch of pleasure racked Mrs. Cake's body, breaking her train of thought. "Fuck!" she gasped, her orgasm finally peaking. "Fuckfuckfuckfuckfuckfuck FUCK!" the MILF screamed. Her pussy throbbed as she did her best to hold back her orgasm for as long as possible.

Rarity and Pinkie Pie pulled back, watching as Mrs. Cake attempted to ride out her climax for as long as she could. Pinkie reached out a hoof, caressing her employer's cutie mark, while Rarity elected to rub the other mare's swollen clitoris, helping ease her into her orgasm.

"It's okay, dear," Rarity cooed, running her hoof along Mrs. Cake's winking gash. "Go ahead and let it all out."

"Rarity! Pinkie Pie!" Mrs. Cake gasped. "I'm... I'm... CUMMING!" she shouted as the first wave of marecum erupted from within her, drenching the two mares that had worked so hard to bring her to her peak. The second wave came just as hard, though this time Pinkie had the foresight to open her mouth to catch some of Cup Cake's delicious juices. The third and fourth waves came less and less intense, before the fifth and final squirt weakly sprayed a meager few inches before splattering on the ground.

Mrs. Cake collapsed into the puddle she had just created. Her breaths came in deep pants, her mind hazy from the mind blowing orgasm. "Th-thank you, girls," she finally wheezed. "That was incredible."

"Don't mention it, dear," Rarity said, planting a kiss on the top of the baker's head, the smell of sweat tickling her nose.

"That sure was amazing, Mrs. C!" Pinkie cheered, bouncing over to her boss and giving her an affectionate, less than professional smooch. "Don't worry about getting up. I'll handle the store while you take all the time you need to recover." Mrs. Cake just nodded in acknowledgement.

Rarity gave Pinkie a quick peck on the cheek, tasting some of Gallus' now cold and drying cum mixed with Mrs. Cake's own sweet flavor. "You have a good day at work, Pinkie," she said, levitating her muffin from the counter and exchanging it for a few bits. "Do wash your face before taking any orders, will you? It is most unprofessional to tend to customers with cum on your face." Pinkie Pie giggled, giving her friend a nod. "Oh, and Mrs. Cake?" The older mare turned just enough to see Rarity from the corner of her eye. "I'll be back later to check up on Mr. Cake, if you know what I mean." The exhausted MILF gave a knowing smirk, looking forward to the other mare's visit.

As Rarity left, she took a bite of her muffin. The sweet tang of the apples spread across her taste buds, causing her to moan in delight. The fruits had no doubt been grown locally at Sweet Apple Acres. Rarity pondered this as she walked home. It had certainly been a while since she had visited the farm. She grinned, knowing that her dress orders could wait. She had a friend to visit to gather inspiration for her fall line.

But first, a shower. After all, it would be rude to visit a friend's place with her coat matted and messy with somepony else's cum.

Author's Note

Gallus got a C- on his test. Pinkie Pie is "tutoring" him so that he'll do much better on his next test and get that reward he was promised.