Mare on Filly

Bon Bon was lazing by the fire on her favourite chair, sipping a cup of peppermint tea and flipping through a book. Her marefriend, Lyra, was stretched out on the sofa with a magazine. She dropped the magazine on her chest and let out an exasperated sigh.

“Boooored.” Lyra groaned.

“Maybe if you found something more interesting than a celebrity magazine, you’d be more engaged.” Bon Bon pointedly remarked, not giving Lyra so much as a cursory glance.

“It’s not just the magazines, Bon.” Lyra rolled partially off the front of the couch, head hanging down and looking at the other mare upside-down from across the room. “Just feels like I’m stuck.”

“In a routine? Like we talked about?” This time Bon Bon did look up from her book with a tinge of concern.

“Right.” Lyra avoided her gaze, staring at the ceiling.

“Well…” Bon Bon continued, “We had talked about ‘spicing things up’. I suppose now is as good a time as ever to try something new.” She closed her book. Lyra waved a hoof passively.

“We tried ropes. That was no good. The strap-on just didn’t feel real enough, and I’m just not into the roleplay stuff.” Lyra’s gaze didn’t leave the ceiling.

“I’m not talking about those things. I mean the other one.” Bon Bon’s voice lowered, dripping with a cautious tone. Lyra picked it up immediately, lifting her head and straightening herself out.

“You don’t mean…” Lyra’s eyes went wide and her ears flicked excitedly.

“I do mean that.” Bon Bon nodded. A blush began to form on her cheeks, which was rare for someone normally so confident.

Lyra paused, deep in thought as she gazed out the window at the little house next door.

“I...you think she’s home?” Lyra bit her lip.

“Only one way to find out.” Bon Bon set her book down and rose from her seat. “You coming?”

“No, I think that would just make it weird. Better it just be you. I’ll get everything ready.” Lyra, too, climbed out of her seat, but it was more of a leap as she clambered to her hooves and rushed to the kitchen.

As Bon Bon stepped outside, she was greeted with warm afternoon sun, the distant sound of chirping birds, and the occasional sound of the hustle and bustle of Saturday traffic at the market a few blocks down. She wondered briefly if the neighbors would be there, shopping for fresh fruit and veggies. Crossing the front yard, she walked up the little path to the oak door very similar to her own and knocked, peeking through the window to see if anyone was home. Sounds that echoed from inside, a mare’s voice announcing she was on her way, pushed aside those fears. Before long, the door opened and the mare stood in its frame with a big smile.

“Bon Bon! Oh, how are you, dear? How is Lyra? I saw your garden was coming along nicely. It looks lovely!”

“Thank you, Daisy! Things are pleasant, as always. How are you and Cotton?” She peeked her head over Daisy’s shoulder, wondering if she might see the filly roaming inside.

“Oh, Cotton and I are getting by just fine. Isn’t that right dear?” Daisy looked back, and a filly’s head appeared from behind the door, wearing a big smile. That answered that question.

“Hello, Miss Bon Bon!” The filly chimed.

Bon Bon waved, and put on her most convincing grin.

“Actually, Daisy, I was planning on making some sweets today. I thought maybe Cotton might like to come over and help me? Who knows, maybe she’ll get her cutie mark?”

As soon as she’d said the magic words, the filly’s eyes lit up. She bounced up and down excitedly, little wings buzzing at her sides.

“Can I, Mom? Can I please?” The filly exclaimed.

“Of course, dear. Run along and be good! Save enough appetite for dinner!” The filly’s mane was ruffled in the seconds before she bolted out the door in a flurry of energy and excitement, already halfway to Bon Bon and Lyra’s house before either Mare realized it.

“Well, that settles that!” Bon Bon laughed as she stepped away and waved at the mare, who wholly and unequivocally put her trust in her. She beckoned the bouncing filly over to her side and trotted back into her own house.

Lyra was waiting in the kitchen, sipping a mug of fresh tea. Like the filly, her face lit up when she saw them enter, though for entirely different reasons.

“Hey there, kiddo!” Lyra waved. Bon Bon thought she saw a familiar glint behind her eyes.

“Cotton’s come over to help us with sweets today.” Bon Bon announced, hoof reaching out to stroke the filly’s mane. Cotton Cloudy positively bounced up and down excitedly, peering all around the kitchen.

“What are we gonna make first? Can I pick? Will I get to eat them after? Do you really think I might get my cutie mark?”

While the filly skipped around and rambled, the two mares glanced at each other. There was an unspoken question between the two.

Are we really about to do this?

Absolutely.

Lyra moved first, holding a hoof out to stop the filly’s hurried pacing around the kitchen. Cotton obediently stopped, smiling wide up at her.

“Whoa there, kiddo. Let’s take it down a notch. Sweets don’t come until later.” She stroked Cotton’s mane, smoothly running her hoof along her well-brushed, short-cropped hair.

“Aww, okay! But what do we gotta do first?” She hoped it wasn’t chores. Cotton hated doing chores.

“We’re gonna play a game upstairs first, Bon and I, and we were thinking, before we make sugary treats, you’d like to play with us? But it’s a special type of game only grown-ups play together. Think you could handle that?” Lyra’s gaze mesmerized Cotton with its intensity and lust, for which Cotton was completely unprepared.

Bon Bon came around the other side, stroking up Cotton Cloudy’s side with a delicate hoof, from her flank all the way to her neck, then stepped away to be closer to Lyra. In front of the filly, she buried her face in Lyra’s neck and nibbled at her. The two mare’s met in gaze and drew together in a heated kiss.

Cotton’s eyes were wide and her cheeks had turned a dark red. Long had she wondered what grow- ups did together behind closed doors. She’d spied on Bon Bon and Lyra through her bedroom window that faced theirs. Sometimes, she’d watched them smooching in the backyard when she thought they didn’t see her, when in fact they had. She was a precocious and curious filly, and now everything she’d so been dying to know was being offered up to her on a platter.

“I, er...sure!’ she stammered, nodding her head dramatically. “I can, um, watch you guys?” Her tail flicked excitedly and she beamed, even though that blush never left.

Lyra looked surprised by this question but Bon Bon simply drew her into one more kiss.

“Come along, sweetheart. You can do a lot more than watch!” Bon Bon trilled, leading both Lyra and Cotton in tow, up the stairs to the bedroom, where she finally saw what Lyra had prepared.

Rose petals were strewn about the bed and on the floor surrounding it. Candles all around the room cast a dim, romantic lighting. On one nightstand, a bottle of lube and one of Lyra’s smaller toys, a short, black buttplug. Bon Bon shuddered as she imagined what it was for, but before her imagination could go too wild, Lyra drew her to the bed.

“C’mon, Bon, let’s show her how it’s done.” Lyra’s voice was sultry and full of eroticism. She stretched out on her stomach, splaying her tail out behind her in such a way as to show off the curves of her flanks.

Bon Bon followed, almost on autopilot, as she climbed onto the bed and stood over the other mare. Lyra’s hooves went to her neck, pulling her down, and they kissed again. Electric passion sparked between them, tongues slipped out and wrapped around each other, slurping noises filled the room.

The bed shifted as Cotton Cloudy climbed up from the other side, sitting on her haunches with wide eyes. Lyra popped open one eye to spy on the filly, grinning mid-kiss as she watched her expression. Lyra drew a hoof down to Bon Bon’s flank and gave it a grope, earning a moan from the mare on top.

“Lyra--” Bon Bon groaned out, breaking the kiss with a lip bite. Lyra went double-time, grabbing the other side of her flank with her other forehoof, kneading both sides, and while Bon Bon craned her neck, dove in to nibble at her. Bon Bon’s tail flicked out.

“I think someone’s enjoying the view.” Lyra crooned, pulling off of Bon Bon’s to gesture towards Cotton, who’s cheeks had turned a rosy hue, and who’s wings had sprung out to her sides.

“My, my, she really is, isn’t she?” Bon Bon straightened up and slithered across the bed on her stomach until she was inches away from Cotton Cloudy’s face. Lyra stretched out on her side next to them, propping her head up with a hoof, a bemused look on her face.

“Did you want to try what Lyra and I were doing just now, Cotton?” Bon Bon whispered, a hoof reaching out to rub along the filly’s side.

“C-can I? I-I mean, uh…” The filly went wide-eyed and looked at Bon Bon with incredulous eyes. She bit her lip nervously as Bon Bon inched closer.

The two met in a gentle, juvenile kiss, lips touching for the first time ever. Cotton was clearly nervous so Bon Bon led her gently, slowly pressing her face closer and closer until she was practically hovering over her. Her hoof moved to Cotton’s back, stroking between wings that buzzed with sensitivity. Bon Bon tilted her muzzle and slipped her tongue forth into Cotton’s maw.

Cotton Cloudy was in a daze. So much was happening, so many new sensations to process that she could barely keep up with it all. It was heavenly and confusing all at once. Her own little tongue meekly tried to respond, touching and prodding at Bon Bon’s larger one, going where she was guided to go. Every now and then she let out a cute little grunt as she exhaled through her nose. Her eyes were firmly shut.

Bon Bon laid down on her side and guided the filly to lay down with her, coaxing more kissing out of her. It gradually ramped up in speed and intensity until they were kissing each other like Bon Bon had done with Lyra earlier.

Lyra, meanwhile, had watched attentively the entire time. A hoof moved between her legs, and the other two were so preoccupied with their kissing they hadn’t noticed, until the faint smell of mare arousal started to fill the room. Moving behind Bon Bon, Lyra nibbled and kissed her way up her hind legs, batting away the fluffy tail. Working her way up until she found her glistening marehood, which she gingerly kissed and lapped at. This was her mare, as delicious as ever.

Bon Bon moaned, doubling down on the kiss and invading Cotton’s little mouth with her tongue while her hooves wandered her little body, becoming more adventurous. They touched and groped everywhere, feeling every inch of the filly in front of her. At last they wandered down her sides, to her tummy, then softly rubbed against the fillyhood nestled between her legs. Cotton moaned in turn, sinking into the bed and holding her breath for an arduous amount of time.

“S-sorry, Bon…” Lyra whispered hoarsely as she backed away from her and rolled over to Cotton instead, licking her lips. “I just...just gotta get a taste of this. I can’t wait anymore!”

“Oh Lyra…” Bob Bon broke the kiss and leaned back to eye the filly up and down, hoof moving away from Cotton’s crotch.

Just as soon as she did, Lyra pounced, digging her muzzle right up against Cotton’s privates, where no one had touched before up until a moment ago, let alone licked. Sloppy kisses and wet tongue enveloped that tiny fillyhood, and Cotton’s eyes went wide.

“O-oh! This is...oh my gosh!” Cotton clenched her hind hooves around Lyra’s head and jerked suddenly. “Eeeek!”

“This, my darling…” Bon Bon was stroking Cotton’s mane now, “Is what we were doing when you were spying on us the other day.”

“I didn’t--Uaaagh!” Cotton arched her back suddenly. Lyra had locked her muzzle in against her fillyhood and was now eating her out freely, tongue curling and twisting around the filly’s inner tunnels.

“Shhh, Lyra is the best at this. Just enjoy the ride. Do you wanna kiss some more?” More strokes to Cotton’s mane as Bon Bon whispered comfortingly. Cotton Cloudy could only meekly nod in return.

The kiss resumed with twofold intensity as Cotton Cloudy began to squirm and shiver under Lyra’s ministrations. Lyra had begun pushing harder to get more of her tongue inside and this caused Cotton to scrunch up and shift further up the bed slightly. Bon Bon diligently pursued, keeping the filly never more than a couple inches apart from her as their lips smacked and tongues intertwined.

Cotton Cloudy grew bolder the more that she was coaxed with kissing and soon it was her that was invading Bon Bon’s mouth, tongue fluttering around and exploring playfully. Wet smacking sounds filled the room from both kinds of kissing, punctuated by the occasional gasp for breath and Cotton’s moans out of the side of her mouth. Lyra’s tongue slithered in and out of Cotton’s honeypot, wide tongue pressing against the top and stretching newfound muscles out. For the first time Cotton Cloudy winked, and hard, as her body writhed and her soaking wet filly-flower clenched so hard Lyra’s tongue locked in place.

Pulling out of the kiss, Cotton gasped for air. Bon Bon had a surprised look that quickly turned into a knowing grin.

“What...whassat?” Cotton stammered.

“I believe you just winked, sweetheart. It means you're close. Isn’t that right, Lyra?” Bon Bon again began stroking Cotton’s back. Down below, Lyra grunted in agreement.

“Close? Close to what?” Cotton looked surprised, her mane sweaty and a little disheveled, her eyes glazed over from the continuous pleasure.

“Your peak. Orgasm. Climax.” Bon Bon booped her nose. “Cumming. Just enjoy the ride. The first time is always powerful.”

Cotton barely had time to process her confusion as she threw her head back and squeaked.

“Aaah!”

Lyra was working double time, her wet slurping noises increasing in volume as she pressed hard against Cotton Cloudy’s cunny. The filly arched her back and closed her eyes. She could feel a hoof on her tummy, probably Bon Bon’s, and a gentle shushing in her ear. Lyra’s tongue was pure heaven, pure ecstasy right now. When did it feel so good? She could tell it was deep, deep inside her, and every time it moved she clenched again, causing another jolt through her body. Suddenly everything hit its crescendo and she came roaring over the top of the cliff, the pleasure bubbled up to the service and came crashing out.

She squirted all over Lyra’s face, who was happily lapping it all up: slurping on the now-puffy and red fillyhood. As Cotton Cloudy came back down to Equestria, Lyra pulled away, wiping her muzzle with a hoof.

“We got ourselves a squirter here, Bon.” Lyra remarked with a devilish grin.

“It seems we do, Lyra. We’re gonna have fun with this one.” Bon Bon was reaching for the butt plug on the nightstand. She drizzled some lube onto it and wiggled back over, holding it out.

“This is going to go in your bottom, Cotton.” Bon Bon said, coaxing the filly to lift her legs up.

Cotton Cloudy was still in a daze, and eager to feel even more pleasure, obediently lifted her hind legs and spread them, tail swished out of the way. It wasn’t until she felt a cold prodding at her tailhole, and a gentle pressure that grew until it was an uncomfortable one, that she realized what was happening.

“But I--” Cotton started to protest.

“Shhh…” Bon Bon stroked her mane again. “Just relax and let the lube do the work.”

Despite not knowing what lube was, Cotton Cloudy relaxed. The pressure grew until suddenly it was gone, and an incredible fullness filled her rear, along with an uncomfortable stretching.

“Nnng...it’s biiiiig.” Cotton whined.

“I know, darling.” Lyra was on the other side of her, rubbing her belly and leaning over to kiss her forehead. “It’s the smallest I had. Isn’t it nice?”

“I...I guess. It hurts a little…” Cotton wiggled.

Before Cotton could think twice about it, Lyra’s hoof wandered over her still-sticky snatch. A dull pleasure returned, and she cooed.

“There’s my girl. Not so bad now, eh?” Lyra beamed. Her hoof stopped, and Cotton was about to protest but then she spread the filly’s petals apart, exposing sticky pink flesh inside.

“Go ahead, Bon. You taste her now. She’s delish.” Lyra giggled.

Cotton Cloudy covered her face with her hooves, mortified and embarrassed as Bon Bon stared at both her full tailhole and pink filly cunny.

“It iiiiis a tasty look pussy.” Bon Bon licked her lips. “I think I’ll have a little...bite!” Bon Bon dove down and positively attacked the poor fillyhood, giving little nips with her teeth to the area surrounding it, then finally directly on one of the labia folds. Cotton Cloudy howled and squealed with pleasure once again.

Like Lyra, Bon Bon slithered her tongue deep, deep inside Cotton. Where Lyra’s tongue was wide and capable of stretching her out, Bon Bon’s was long and wiggly. It never stopped moving, never stopped worming and shaking. It went far deeper than Lyra’s had. Still newfound depths were being discovered.

Cotton Cloudy writhed about and kicked her hooves a little, though not for wanting it to stop.

“It’s...seeeensitive! Eeeeek! My butt! I feel it!” Her whole plot was clenching like mad and she could feel the buttplug inside, which caused her to clench and squeeze even more.

“I...I can’t!” Cotton bit her tongue. “N’yaaaah!”

Lyra reached back, and gave her a firm spank. This caused her to clench even harder.

“C’mon filly, you can do better than that.” Lyra teased, crooning into her ear.

Spank

Squeeeeeeaal

“You know you want to let it go. Cum for Bon. Squirt like you did for me.” Lyra nibbled her ear and tugged.

Spank spank spank

Cotton came in a flurry of light convulsions, moaning, and humping Bon Bon’s muzzle. Through slurps and wet smacks she drank it all. Unlike Lyra, she took the time to clean the filly up, licking all around her now oversensitive fillysnatch.

The butt plug came out, too, and quickly so as not to make it hurt. Cotton gasped from the sudden feeling of emptiness.

Both mares curled up on their soft queen-sized bed. The air smelled of lilac shampoo and lavender candles. A book lay half-open toward the edge of the bed, and manes were damp from a recent bath. They lay nestled together-facing one another. Between them, a sweet little filly dozed peacefully with only the occasional little snore.

“You think we did alright with her? I mean, we weren’t too hard, right?” Bon Bon gazed over, breaking a minutes-long silence.

“Are you kidding? Did you see how hard she came? This filly will definitely come back for more.” Lyra’s hoof slipped around Cotton and gave her flanks a little grope. “Might be a little sore, though.”

Another moment or two of silence hung between them, both mare’s deep in thought. Lyra was thinking about Cotton’s wonderful curves, her tight little flank, and how it would look in a cheerleader uniform. Bon Bon was thinking of the conversation from earlier.

“Still bored?” Bon Bon asked.

“Me? With you? Never. I just wanted to get with this filly, too.”

“So you lied.” A deadpan gaze.

“Yep.”

“Typical Lyra. Again.” Bon Bon rolled her eyes. “But I’m glad you still love me.”

“I never stopped. Does this mean we can invite her back again?”