Rain pattered against the walls of Twilight's former castle, now serving as the dormitories for The School of Frienship's facilty and staff ever since the princess had moved to Canterlot. Starlight Glimmer and Sunburst, the current head mare and vice head of the school were waiting in Starlight's private suite of rooms, having been asked to meet here by Sunburst's mother, Stellar Flare.
"So why did your mom insist on us meeting with her, again?" Starlight asked. She looked around the room where the two sat waiting, trying to find some hint toward Stellar's plans. The only thing out of place in the room was what looked like a blackboard had been rolled to the front of the room, a sheet hanging off it and covering anything that might be written on it. A plate of cupcakes sat on a table between them, which they were snacking on as they waited.
"I'm not sure," Sunburst responded. "Knowing her she's got some big plan she wants to get me doing, but I dont know why she would have insisted on you being here too".
"Yeah, it's strange. She even asked if Trixie could be here too, but she's busy helping Sandbar and Yona studying for an exam. Maybe your mom has something planned for the school?" Starlight said
"Probably wants to take it over," Sunburst grumbled. "Here to tell us how much more profitable it could be if we bumped up tuition or something like that".
Starlight rolled her eyes. "Let's hope not. Taking over the school from Twilight has been stressful enough, the last thing I need right now is your mom cantering about trying to tell us how to do things," she said.
Just then Stellar Flare walked into the room. She had a stern look on her face as she moved to the center of the room and positioned herself in front of her son and his marefriend.
"Alright you two, listen up. You sitting here talking about what? The stress of running a school? Bitching about your mom's overbearing nature? Let's talk about something important," she spoke, glancing around the room. "Where's Trixie?" she asked.
"She's busy helping some of our students," Starlight replied.
"Well, her loss. I'm going anyway. Let's talk about something important," Stellar continued, then paused as Sunburst picked up another cupcake in his aura and moved it toward his mouth. "Put that cupcake down," she said sternly, "cupcakes are for conceivers only".
Sunburst halted, cupcake hovering in midair, and stared blankly at her. Starlight was also staring dumbfounded at the mare, trying to process what she was saying.
"You think I'm kidding around here? I'm not kidding. I came all the way out here to your home on a mission of love, and I'm trying to help you two," Stellar stated. She turned to Starlight. "You call yourself a marefriend? You think you're some great partner for my son just because you gave him a cushy job where he can serve you?"
"I don't have to sit here listening to this," Starlight rose indignantly and stepped toward the door.
"You certainly don't, madam," Stellar said, "because the good news is, you're broken up. Both of you are. The bad news is, you've got one night to get back together. Starting tonight, starting with tonight's fuck." she stared Starlight down, as the younger mare sat back down and stared in confusion, "Oh, have I got your attention now, young lady? Good, now sit down and listen".
"You two have been screwing each other since you got back together, and you even brought in that cute little magician mare to fuck around with too. And yet, you know what I don't see? I don't see any foals playing around these rooms. I don't see any stomach bumps on you or Trixie. I don't see any grandfoals for me to dote on", Stellar continued. "And why is that? You have the seed," her magic wrapped itself around Sunburst's sack as she spoke, raising it up from his seat and giving all three ponies in the room a good view of her son's balls. "Use it, get yourself pregnant with it. You can't conceive with the seed he sprays inside you? You can't conceive with it, you can't conceive shit, you are shit. Hit the bricks, miss, because you two are done and maybe he can find another mare to raise a child with".
"Hey! Just who the fuck do you think you are to talk to me like that?" Starlight demanded, anger starting to boil inside her.
"Fuck you, that's who I am," Stellar replied, not missing a beat. "You know why, miss? Because you spend every night letting him stuff himself in that cunt of yours," she gestured toward Sunburst, "but he came out of mine. That's who the fuck I am".
Sunburst was trying unsuccessfully to sink into his chair and disappear. He wished he could teleport like Starlight could, because right now he'd rather be anywhere else in the world than here. He could see where his mother was heading with this, and knew that she wasn't going to back down. Meanwhile, a magical time bomb was ticking away to his right, her eyes alternating between shooting daggers at his mother and glancing hungrily at him. He had known both these mares his whole life, and figured there was a 50/50 chance of this conversation ending in either a murder or a pregnancy. He wasn't particularly fond of either outcome.
"You can't play in a mare's game. Because only one thing matters in this life. Get him to cum into a womb that is fertile. You hear me?" Stellar asked, before suddenly moving toward the covered black board.
She whipped the sheet off, letting Starlight and Sunburst read what she had written earlier in chalk. There was a chalk line running down the center of the board. To the left of the board, the letters A, B, and C were written vertically down, each large, capital letter followed by others horizontally, completing a word for each letter. To the right of the board, in similar configuration, were the letters A, I, D, and A. Each letter again stood for a word that followed.
"A-B-C. A-Always, B-Be, C-Conceiving. Always Be Conceiving," Stellar stated, reading the writing on the board. "Always Be Conceiving!" she emphasized, giving the two ponies in front of her a hard look. "A-I-D-A. Attraction, Intercourse, Decision, Anticipation," she read. "Attraction; are you attracted to each other? Intercourse; will you be having intercourse tonight? I know you will, because it's fuck or walk. You conceive or you hit the bricks. Decision; have you made your decision to breed? And Anticipation. Anticipate when my new grandfoals will be popping out. A-I-D-A. Get to it. You've got semen cumming in. You think that cum is just there to have eaten out of you? You think he's only pumping you full of that stuff so there's a fun bit of clean up afterward? The seed is there! Are you going to use it? Are you mare enough to use it?"
Starlight rose from her seat and marched toward Stellar, standing snout to snout with the mare and holding her gaze with her own. The two ponies stared each other down for what felt like an eternity to Sunburst. At last, Starlight's face broke into a defiant smirk that sent shivers down Sunburst's spine. He knew that look. The good news was that he probably wasn't going to have to try to prevent his marefriend from murdering his mother. The bad news was that this was looking to be a long night for the poor stallion.
"Alright, Stellar, if that's how you want to play it, then fine. I'll remove all the contraception spells I have cast on myself and let your son pour as much cum in me as it takes to get pregnant. I'll ride him all night long and all day tomorrow too if that's what it takes, and you're free to watch or join or do whatever the hell you want to do," Starlight stated, "but if I'm going to be having a foal with Sunburst, then I'm staking my claim on him too. He's mine from this night forward. That means no more of you trying to tell him what to do, no more making little lists and schedules for him, no more encouraging him to usurp me as headmare and take over the school, none of that. You lose all claim on making his decisions, and recognize that his life and well being is in my hooves from now on".
"Fine then, Glimmer. You start putting that uterus to work and I'll let you two do whatever you want with your lives afterward," Stellar agreed.
"Ummm, don't I get any say in all this?" Sunburst meekly asked.
"No!" Starlight and Stellar Flare answered in unison, as the two mares began to stalk toward the stallion.
"What do you say Stellar? Want to get Sunburst ready for me?" Starlight asked, nuzzling Sunburst's crotch with her snout before making room for the other mare.
"Oh I suppose," Stellar responded, rolling her eyes as she lowered her mouth towards her son's penis. "Celestia knows the poor boy could use a blow job from a real mare every now and then."
Starlight stomped a hoof and grunted in frustration as she watched Stellar take Sunburst in her mouth. Her magic grabbed Sunburst by the beard and yanked his face towards hers, letting her take out some of her frustrations by forcefully making out with the stallion. As Starlight's tongue invaded Sunburst's mouth, Stellar's was busy lovingly tracing along his cock, enjoying her son's flavor. Stellar lapped lovingly at the dick, dragging her tongue from base to head and back, exploring every inch of it as she went. She moved her head down to his sack, burying her nose in his balls and inhaling deeply, getting a good dose of Sunburst's scent. Her mouth engulfed his sack, rolling his balls across her tongue as she sucked on them. She moved back to his cock, taking him fully into her mouth as she sucked on him eagerly. She glanced up as she bobbed up and down, watching the two ponies above her making out. Stellar hummed happily around the dick in her mouth as she observed her son and his marefriend kiss. The way Starlight held her son in her grip as she orally attacked him and stuffed her tongue down his throat made Stellar confident that she did indeed have what it took to take care of him.
Starlight and Sunburst let their hooves wander over each other's bodies as Stellar sucked him off. One of Sunburst's hooves found it's way to Starlight's vagina, rubbing along her slit and soaking itself in her juices. His mom might have pissed her off, but judging by how wet she was, Sunburst could tell that the thought of being impregnated tonight was getting her flowing pretty hard. Starlight's hooves traveled around his chest and stomach, caressing his body. Sunburst moaned into Starlight's mouth as he felt himself getting close to cumming. The corners of Starlight's mouth raised as she realized that he was about to cum. Her hoof left his body, and just before he shot his load it placed itself on the back his mother's head and pushed hard, driving him down Stellar's throat. Stellar was caught off guard as he shot his load in her, causing her to pull back and start gagging as he finished on her face. Starlight began to laugh.
"Gee, Stellar," Starlight laughed as she watched her cough up her son's load, "seems to me a real mare would know how to handle a load like that".
"Ha ha, real cute Starlight," Stellar grumbled once she caught her breath, "just bend yourself over something so Sunburst can get to rutting you".
"Gladly," Starlight said as she lifted her front hooves onto one of the chairs and raised her tail up, giving the mother and son duo a clear view of her dripping wet snatch. "Come on Sunburst, get over here and plant a foal in me so your mom will stop pestering us".
Sunburst sighed as he walked up behind her and raised himself up o her, letting Starlight support the weight of his front hooves on her shoulders as he entered her. Starlight moaned as she felt the familiar sensation of Sunburst's cock splitting her walls. Sunburst began to thrust back and forth inside of her, the ridges of his dick rubbing along the walls of her cunt in just the right way. Starlight looked over her shoulder and begged him to fuck her harder as he picked up the pace. Sunburst started to hammer into her, the chair they were fucking over being pushed forward by the force of each forward thrust.
"That's it Sunburst," Stellar cheered from the side, "rut her good and hard. Place your claim on her and plant a baby inside that twat".
"Mom, please," Sunburst said between grunts as he fucked Starlight, "could really do without the commentary".
"Oh Sunburst, don't you worry about me over here," Stellar responded, "I just think it's nice to enjoy seeing you put Starlight in her proper place like this".
Suddenly Stellar felt herself being lifted into the air. Starlight's aura surrounded her as she was whipped through the air and dropped behind her son. Stellar's muzzle was forced up to Sunburst's ass, and held there as her sons hips bounced off her on every back-thrust.
"Shut the hell up and put that mouth to some use," Starlight ordered "just do what you do best and kiss your son's ass".
Stellar tried to fight against Starlight's grip, but she was no match for the much stronger unicorn. Instead she shrugged and began to do as told. Her tongue lapped against her son's puckered hole as his hips moved back and forth. Stellar pushed into his hole and she began to lick around the inside of his anus as he pounded Starlight. Her hooves began to tickle his balls as her mouth worked on his ass.
"Starlight, I'm cumming!" Sunburst yelled as his cock unleashed inside of her. Starlight moaned as she felt herself being filled with his seed, knowing that for the fist time in her life she had no protection keeping that seed form taking root. The feel of her womb being flooded by him sent her over the edge, squirting her own juices over the chair below them.
The three ponies separated from each other. Starlight rolled over and reclined herself on the chair she had been leaning on, legs splayed wide open and her oozing hole on full display for everyone. Sunburst took a couple steps back before his mom wrapped herself around him, giving him an affectionate hug and nuzzling his face.
"I'm so proud of you Sunny," Stellar said to her son, kissing him briefly on the mouth before being gently pushed away by Sunburst, "it's about time you finally settled down and started a family".
"You know mom, just because I came in her doesn't necessarily mean she's pregnant. It doesn't work like that". Sunburst stated.
"He's right, you know," Starlight said, "there's no guarantee that I get pregnant from him cumming inside me just once".
Sunburst's eyes passed nervously between the two mares, seeing the shared look between them. He wasn't sure whether he preferred them fighting or working together.
"Well, I guess we just have to keep going then, don't we?" Stellar beamed as her hoof traveled back to Sunburst's crotch. "Sunburst, you're going to need to harden back up for your little marefriend over there".
"Again, it doesn't really work like that mom," Sunburst complained as he felt himself being stroked. "I need a little time after shooting twice in a row like that".
"Nonsense Sunburst, you just need the proper motivation," Stellar responded, "maybe a nice show will help?"
With that, Stellar moved herself in front of Starlight and sat down between her haunches. "You just sit back and watch mommy work, Sunny. Let me know when you're hard again".
With that, Stellar buried herself in Starlight's cunt, cleaning up her son's semen that was dripping out of her. She moved deeper into Starlight's valley, enjoying the combined taste of Starlight's and Sunburst's fluids. Starlight squirmed in her chair as Stellar ate her out, moaning as she was eaten. Stellar pushed further inside of Starlight, hungrily lapping up and eating the cum that her son had shot inside of her. She was so lost in her meal that she was surprised when she felt herself being pushed away. She looked up in confusion at Starlight.
"Sorry Stellar, as nice as you tongue felt in there, it looks like something even better is ready for another round inside me". Starlight said, eyes focused on something behind Stellar.
Stellar Flare looked behind her and smiled as she saw her son back at full mast, lightly stroking himself as he prepared for another round. "I knew that would get you going again," Stellar said, "well, go on, get in there and get back to work".
Stellar moved aside as her son moved himself into position. Starlight was still laying on her back as Sunburst's front hooves set themselves on either side of her head and he pushed himself in again. The two ponies kissed each other warmly as he fucked her, tongues dancing between their mouths as they made love. This time Stellar kept silent as she simply watched the two have sex, touching herself to the sight of the two lovers fucking.
Even as Stellar came, she continued to play with herself, still keeping her sights locked on the two, watching as they produced a grandfoal for her to dote on. She supposed that Starlight wouldn't be the worst mother for her son's child, perhaps their foal would inherit some of that impressively strong magic to complement her son's knowledge. And certainly the mare was well connected, perhaps the new Princess of Equestria could be convinced to take in the son or daughter of her former pupil to give personal lessons to. Wouldn't that be exciting? Plus, the Crystal Empire's baby princess wouldn't be that far off in age from Sunburst's new foal, and his connections there would certainly give opportunity for a friendship to blossom. Stellar worked herself to another orgasm just thinking of potential futures for the baby they were producing tonight. What a joy it would bring to her life.
As Stellar came, so did her son, firing another load inside of Starlight. His cum overflowed her, dripping back out over his dick and onto the chair beneath them. As soon as he pulled out, Starlight's mouth was on him, cleaning him up and getting him ready for another round. Sunburst moaned as her skilled mouth worked him to hardness again. This was going to be a long night, he mused to himself as his mother's mouth joined in.
Starlight reclined against Sunburst inside their bedroom, affectionately rubbing the small pudge that was developing on her belly. It had been about seven months since that night. Not long after, the two had confirmed that one of the many, many loads Sunburst had shot inside of her had taken. Since then they had been working to ready themselves for the newest addition to their lives and telling all their friends.
Trixie had been ecstatic when she found out, and had promised to do whatever she could to help with the new foal. Starlight still wasn't entirely sure how she felt about Trixie raising her kid, but supposed there was only so much damage the magician pony could do. Starlight had to admit to herself she was looking forward to the three of them, Trixie, Sunburst, and herself, raising her new foal as a family. Trixie had even promised to let Sunburst fuck her as much as he wanted while Starlight recovered from the afterbirth, though she had been quite adamant that she wanted no foals for herself. Helping raise Sunburst's and Starlight's would be close enough for The Great and Powerful Trixie's liking.
Twilight had come to visit as soon as she heard the news, putting her royal duties on hold for a day while she came to congratulate her former pupil on her pregnancy. Twilight had spent the whole day with them, making sure Starlight and Sunburst had everything they needed and ensuring Starlight that if she or her foal ever needed anything, Twilight would move the whole of Equestria to make it happen. She also promised Starlight and Sunburst that if they had a unicorn, the child would be welcome to come study at Canterlot's school of magic.
Cadence and Shining Armor had also come to visit the expecting parents, bringing Flurry Heart as well to visit her favorite sitter. Both sets of parents had agreed that once Starlight gave birth and the baby was old enough to travel, they simply must start organizing play dates between Flurry and the new baby. It would be great for Flurry to have someone close to her own age to play with.
Starlight's father had been in shock at first, but once Sunburst, Stellar, and Starlight had all come together to convince him of the reality that his little pumpkin-wumpkin was about to have a foal of her own, Firelight had expressed nothing but happiness for the expecting parents. Firelight had even promised Starlight that he would do his best to run interference on Stellar Flare's schemes for the new foal, so long as Starlight promised to let hm baby the new baby as much as he wanted. Starlight had agreed so long as he promised to stop by the time her child was old enough for a cutie mark. She had no actual expectations that he would, of course, but it was just nice for her dad's affection to be shifted onto an actual foal for now.
Even Sugar Belle was making frequent visits to the palace now, delivering fresh baked food and apples along with her husband and Applejack. Starlight still felt bad about the whole brainwashing and removing all individuality and special talent thing, but fortunately Sugar Belle held no grudges about that. Sugar Belle had been asking Starlight all about what pregnancy was like, and had made Starlight promise to tell her all about what being a parent was like. Apparently her and Big Mac were planning to have a foal together at some point, but they were going to wait for a little while before they did so. From how excited she was to talk about Starlight's pregnancy, Starlight didn't expect that wait to be very long.
Starlight knew that having a foal would mean a lot of changes in her life, but she was used to that by now. As she cuddled against Sunburst in their bed, she mused on how far she had come. Just a few years ago she had been ruling a village like a cult and mourning her lost friendship with the stallion who was now fathering her child. Now she had two ponies who loved her dearly, was headmare of a prestigious school, lived in a palace, and was about to be a mother. Life was good, she thought as she planted a kiss on Sunburst's mouth.
Trixie looked up at the two kissing ponies as she pulled her mouth off of Sunburst's dick. "He's all ready for you, Star".
"Thanks Trix," Starlight smiled appreciatively at her friend as she straddled Sunburst's hips and lowered herself on him. The two mares shared a passionate kiss as she rode Sunburst. Starlight knew that she would have to sit out their lovemaking sessions for a while once she gave birth, so she had been trying to get as much sex in as possible for now. Her, Trixie, and Sunburst had spent pretty much every moment they weren't working or visiting friends and family, and sometimes even during those visits, doing pretty much anything they could imagine with each other. There wasn't a single orifice or body part that the three hadn't licked, sucked, fucked, eaten, and/or hoofed on one another since they had discovered they would be parents together. Having a baby would be a big time commitment, so in the meanwhile they were going to spend as much time simply enjoying each other as they could. Now though, as Starlight felt Sunburst cum inside of her, her mind turned to another concern.
"We're going to have to think of a name soon, you know," she said as she pulled off Sunburst's cock and Trixie moved to clean the two up.
"Isn't it still a little early for that?" Sunburst asked as Trixie licked his and Starlight's juices off his cock. "I mean, we only just confirmed that she would be a filly, we still have a few months to think up a name, right?" he asked as he moved behind Trixie and pushed himself into her ass.
Starlight shook her head as her hooves played with Trixie's vagina. "Pinkie Pie is already planning the baby shower and needs a name to put on the banners, cakes, and streamers. I'd rather choose a name before she just makes one up herself and it sticks".
"Right, well I suppose that makes sense," Sunburst stated as he pounded Trixie's butt, "but I don't really have any ideas. Do you?"
"Nope," Starlight stated simply as her head moved below the two rutting ponies, starting to alternate between licking Sunburst's balls and Trixie's slit.
.
"Have no fear!" Trixie exclaimed as she thrust her hips backwards to meet Sunburst's thrusts. "For the Great and Powerful Trixie is also the Talented and Creative Name Chooser!"
"I, uh, don't think that's a thing," Sunburst said as he came inside her ass "but we'd be happy to hear your suggestion".
"Very well," Trixie stated as Sunburst withdrew from her and she sat on Starlight's face. "Then The Great and Powerful Trixie suggests: Luster Dawn!" she proclaimed as she squirted on Starlight's face.
The expectant parents thought about the name for a moment, before wrapping Trixie in a mutual hug. Starlight kissed her best friend hard on the mouth.
"Trixie, that's a great name," Starlight said.
"I agree, I think it will be a spectacular name for our daughter," Sunburst agreed.
"A great and powerful name?" Trixie asked, trying to hide her surprise at how quickly her suggestion had been excited.
"Absolutely," Starlight nodded, "now then, I think you deserve a great and powerful reward for such a great and powerful name," she said as she winked at Sunburst.
Before she could react, Trixie was tackled by the stallion and the pregnant mare. Then her world was nothing but mouths, hooves, pussy, and dick. The family made love for the rest of the night.
Author's Note
I have no idea what the cross section of people who read MLP porn and people who will get what Stellar's speech is ~~blatantly copying~~ inspired by, but congratulations to all those who fall in the middle of that particular Venn diagram. Now you're going to think about tiny horses banging each other every time you see Alec Baldwin. You're welcome.
Also, I know there are issues with Luster being Starlight and Sunburst's kid, but between the cutie mark and the Starlight family trademark comb-over manestyle, I like the idea that she is the product of those two.
Hope you enjoyed the story!
