Leave The Hat On

by NoPony YouKnow

Rating: mature
Tags: Soarin, Romance, Comedy, Derpy Hooves, Sex, My Little Pony: Friendship is Magic, Colgate
Length: 6362

Soarin picks up some mares while doing charity work on Hearth's Warming Eve

Soarin recalls for his comrades, the story of a Hearth's warming charity gig where he met a MILF named Derpy Hooves and a tasty piece of flank named Colgate. It's a wild tale involving tinsel, a hat, forgetting to lock doors and of course, PIE.

Published 2012-03-21 04:54:02 UTC
Last updated 2012-03-21 04:54:02 UTC

Chapter 1

Soarin tipped back another beer and glared in the general direction of his squad mates. It was the annual get together after the Wonderbolts had finished their holiday season charity events. “I don’t care what you guys say, Die Hard is totally a Hearth’s warming movie, if not the best one ever.” He jabbed a hoof drunkenly at his best guess for who was arguing back. “You rookies wouldn’t know a good story if it fell out of a cloud and hit you on the head.”

Spitfire rolled her eyes and polished off her own drink. “Here we go again.”

Soarin glared over at her, “Bah, you’re just mad you’re too much of a dyke to have ever gotten with me.”

Spitfire coughed as she inhaled her drink in surprise and the whole table laughed, the two veterans sparred constantly much to the amusement of everypony else.

One of the newer members handed a fresh beer to Soarin. “Well then grandpa how about you tell us a real Hearths warming story.”

Soarin’s smile widened and he sipped at his beer, ignoring the grandpa jibe. “Well if you insist.”

“The best thing about charity work,” began Soarin, “is the mares.”

The pale blue pegasus sighed in contentment as he watched yet another out of this world flank walk past. His grin went from ear to ear when she looked back and caught him staring, she winked.

The burly Wonderbolt pushed the fuzzy hat back from his forehead. He watched the attractive mare stroll off while deliberately swaying her hips for him. The fuzzy hat slid back down to cover his vision and Soarin yanked it off; glaring down his muzzle at the costume piece. Every year the Wonderbolts split up to take various charity gigs while the winter weather made airshows too perilous. It was just after lunchtime and things were slow at the Canterlot shopping center where he was collecting donations for the Junior Speedsters. It was probably only a brief lull, it had been busy all day so far.

He glared down at the red hat with its white fluffy trim, Santa was a popular figure in Equestrian folklore. A red pegasus with a white mane. He came down from the north and flew out in a horrible winter storm to deliver food to stranded settler ponies in the early days of Equestria. The myth had grown until the pegasus was said to make sure every pony received gifts during Hearths warming. Soarin wondered idly when the itchy beard had been added to the myth. It was bad enough he had to wear the red jacket and that there was tinsel wound around his wings and tail, but the beard was just cruel.

Soarin shoved the hat back on and smiled regardless, It was for charity after all and he loved getting to deliver the donation cheques to the foals. That was one of the years highlights. The other obvious perk to this gig was the time spent in public. Soarin looked back to the other charities he shared the square with. He had spent his moments break checking out the flank walking past but he’d already marked one clear target for today. Soarin sauntered back out into the central clearing and his eyes locked onto the chosen target. The tight round flank of a blue unicorn on the other side of the center. She was collecting donations for the Canterlot children’s clinic and her long two tone mane accented her curves perfectly. Soarin bit his lower lip as he tried to control his rampaging thoughts. A game plan had formed in his mind and it was time to begin while things were slow.

His attention was dragged away by a gasp from the right; turning Soarin noticed a pegasus looking right at him, and weirdly right at the sky at the same time. Soarin blinked and then focused on the eye looking at him. It was a warm gold tone and sparkled with excitement. Her yellow mane had a fringe that really brought out the colour of her eyes and as he noted her cute smile he found it infectious.

Her enthusiasm seemed to bubble over as she hopped excitedly about. “No way! You’re Soarin from the Wonderbolts!”

Years of being famous kicked in as his autopilot and Soarin grinned wide. “Why yes pretty lady, pleasure to meet you, I’m Soarin.” He extended a hoof and winked at the cute mare.

She blushed crimson and shook his hoof demurely. “I’m just visiting Canterlot getting some special gifts for my foal, I wasn’t expecting to meet a celebrity today.” She nervously kicked at the ground and lowered her eyes.

Soarin knew to test the waters carefully, but all day watching hot tail walk by had left him pent up. His instincts were telling him he had a live one so he gave his most charming laugh and tried fishing for more. “Well I bet you’ll find just the treat you need here in Canterlot today Mrs...?” His eyes twinkled as his scheme teetered in the balance. He was a player by nature but an attached mare with a kid was never on the cards.

The blonde mare giggled and looked back up at him, and also somewhere off to the right, “It’s miss, and please, just call me Derpy. You know, somehow I think you’re right and I’ll get just the package I’ve been wanting.”

Inside his head Soarin elated in the jackpot. A true MILF, and on Hearth’s warming eve too. This was the present he really wanted to unwrap. Some mares knew exactly what they wanted and it was as simple as offering.

A brief calculation flitted across his mind as to how long he could sneak away for and how much he’d have to donate. All of the ace flying squad followed the rule of for every ten minutes spent away from charity duties, they owed 2% of their pay to the charity. Every guy on the squad regularly used the gigs to get some action; but no Wonderbolt ever shirked their duty.

He stepped closer, tuning out his surroundings and turning the smoulder up. “So you seem like a pretty big fan of the Wonderbolts. You know, in the changing room I’m pretty sure I’ve got some VIP tickets to our Winter Wrap Up performance early next year if you’re interested.”

Soarin followed her expression carefully as he made the offer, her eyes had an alluring gold tint that warmed as he made his intentions clear, but her eyes glittered at the mention of the tickets and the earlier bouncing enthusiasm came back.

“Oh wow, those tickets would mean the world to my little muffin that would be amazi...” She trailed off, cringing and looking away. “Oh damn, I’m sorry, you must think I’m just flirting for free stuff, that’s such a shallow way to behave I’m sor...”

Soarin leaned closer without missing a beat, this mare was genuine and he’d know if she was trying to play him. “Don’t you stress yourself,” He said gently. “I don’t think you’re just flirting with me for free stuff, I think you’re a real fan genuinely happy to get the tickets and I wouldn’t have them go anyplace else.” He leaned closer still so that he was whispering into her ear. “The fact that I have every intention of plowing you against the wall of my office is a separate matter altogether.”

He felt her tense up next to him, he could see her wings start to unfurl until she shook herself and stepped backwards. Her cheeks were a brighter red than his hat and he could smell her arousal. Derpy stammered for words and looked everywhere but at him.

Soarin chuckled and gave a sly grin, I’ll be there in 10 minutes, it’s up to you.“ He nodded in the direction of his room and turned away. He carefully allowed his tail to brush along her side as he walked away and was rewarded with a sharp whimpered breath. She’d be there, he just had to make his excuses and vanish from this gig for a while.

He flapped his wings and floated along towards the square’s center where all the other charities were. Soarin had along a volunteer from the speedsters who would need to know he was going to be busy. The colt was in his last year with the organization and was plenty old enough to look after things for a while. The Wonderbolt landed beside the dusky grey colt and turned to the elderly unicorn couple making a donation pledge.

“Well thank you folks for helping the kids out.” He beamed at them and hoofed over a signed Wonderbolts shirt from the box beneath the desk. They departed with a smile and Soarin turned to his assistant.

“Alright buddy, I need to take care of some business so I’ll be gone for the next 40 minutes or so. Any issues at all and you just ask the other ponies doing charity stuff for some help.”

The grey pegasus nodded his assent, still a bit too starstruck to actually talk to Soarin.

Soarin patted the colt on the head, “When I get back I’ll put on a little display for the folks, how about you think up a 15minute trick routine for me while I’m gone?” The colts eyes lit up with excitement as Soarin turned away and strolled off, that should keep the lad busy while he was gone he mused. As he trotted out of the group he took a glance over to the blue unicorn from earlier, she was looking his way and when Soarin glanced over, her eyes went wide. She looked away and with a sly grin Soarin realized she’d been checking him out. Hopefully the show that kid planned wasn’t too strenuous he thought. It looked to him like there were plenty of activities on today’s schedule. Soarin called up the image of the name tag hanging around her neck, Colgate was her name then, he’d remember that for when he took action.

With a flair the Wonderbolt jumped into the air and thrust his wings out, he rocketed away into the sky and heard the gasp of the crowd beneath. Compared to the other Wonderbolts he was by far the quickest to accelerate. His name had always matched his large wingspan which allowed the slow and lazy gliding he had always enjoyed. That wingspan coupled with his strength made for an absolutely ballistic launch speed. Looking back down Soarin was certain everypony had lost track of him and so he spread wide his wings and rapidly descended. He soared past a few streets towards the building that contained the changing room it was just ahead. His attention was snatched away by a shop window as he passed. Unbidden his wings popped out straight to either side and his pupils dilated.

Mrs Meringue and her husband were startled awake by the impact with their shop window. They had been dozing between customers. The mare peered out the window and then looked over at her husband. “Honey there’s some weirdo pegasus dead outside.” Mr Meringue jerked wide awake and glared out the window. The old Earth pony was tired from making his specialty mince-pies all day and had only moments earlier finished his piece de resistance that took up most of the front of his window. The unexpected apparition that burst in the front door nearly gave the old stallion a heart attack.

“How much for that pie in the window. No wait that’s so crass, asking an artisan the cost of such a work.” Soarin fell to his knees before the stunned bakers. “Just pleeeeeease tell me it’s for sale, I’ll pay whatever it costs, it’s beautiful.”

Derpy fidgeted nervously outside the door, she hadn’t decided to go into the building yet. It was the Junior speedsters clubhouse in Canterlot and it was currently deserted. She guessed that they stored all the supplies for charity days like this inside and then offered it to the other charity workers as a quiet place to take a break. There were two unicorns from a charity that provided magic tutors to under-privileged young unicorns. Her eyes flickered towards the back where the signs said the “Wonderbolt Liaison” office was located. His attitude had suggested to her that it wouldn’t be tough to find where he was and that seemed the most likely location.

The mare blinked away her wandering memory and gathered herself together. It wasn’t every day she even met a stallion as utterly gorgeous as Soarin and what she was here for was something she was absolutely panting for. She pushed open the door and walked through the lobby. Heading towards the back a banging and clattering startled her. Derpy peeked cautiously around the corner and saw only one room with the lights on inside. The sign confirmed it was her goal and as she approached she heard even more banging from inside. She knocked on the door and heard silence as whoever was in there went perfectly still.

Her ear twitched as some mumbled curses could be heard from inside.

“Oh Celestia I promise I will never try to act cool again if you just let me get out of this without looking like a total idiot.”

Derpy knocked again and called through the door.

“Soarin, it’s Derpy. Are you okay in there?”

The banging sounds intensified. Derpy’s mouth curved into a smile, it didn’t sound like he was in any real difficulty, more like he was about to be embarrassed and was trying to avoid that. She grinned wolfishly at the prospect of getting the upper hand in this situation.

“Soarin, I guess... well look I’m sorry.” She faked a heavy sigh, trying to keep her amusement from her voice. “I guess you’re busy. Maybe I’ll see you again sometime.”

“No wait! Oh horsefeathers don’t go anywhere look I’ll be right there.” She could hear the effort in his voice, it sounded like he was really struggling.

“Soarin, I’m coming in, maybe I can help fix whatever is the problem.”

She ignored his protesting and pushed open the door. She stepped inside and swung the door shut behind her. Derpy had to raise a hoof to her mouth to stifle the giggles as she took in the scene.

Soarin was upside down, dangling from a light fitting by his tail. He was trussed up mostly by the tinsel in his tail that had at some point even managed to tie down his wings. He swung from the ceiling of the spacious office with a panicked grin. Derpy stared closer, he had pie crumbs all over his face too. She shook her head softly and rolled her eyes.

“Let me guess,” She strolled closer and looked into the upside-down face of Soarin. “you got distracted and were running late, you saw me at the front door and so had to sneak in through that window. It went wrong thanks to the tinsel wrapped in your tail and now you’re stuck.”

Soarin’s jaw dropped. “What?”

Derpy tapped a hoof against her muzzle. “I’m guessing the pie crumbs are a part of whatever distracted you enough that you almost missed me arriving.”

Soarin grinned sheepishly and looked down at the floor beneath him. Derpy followed his gaze and spotted a large piece of pie on the carpet.

“Well I never, must have been a pretty good pie. I wonder what it tastes like.” She stepped closer and Soarin’s eyes widened, she wasn’t about to eat the pie on the floor she was going to...

The bound pegasus closed his eyes as she pressed her lips against his. He kissed her back, straining against the bonds as her warm lips rekindled the fire she’d lit when they met earlier.

The grey pegasus murmured happily into the kiss before leaning back. She licked at his crumb coated muzzle playfully and made a studious face. “Hmm, well it does seem like that was a pretty good pie, but it was certainly not muffin level good.”

She turned her side to the stuck Wonderbolt and flicked her tail playfully at his nose. “Well I think I can maybe get you free, hold on and I’ll see what I can do.”

Soarin sighed his relief as she fluttered up to where the tinsel had him lashed to the light fixture. It wasn’t an uncomfortable position, yet, but it was certainly weird and the sooner he got down the sooner he could put this mare over the desk.

“Oh hello there,” She murmured softly, something in the mare’s tone told him he wasn’t going to get let down right away. “Well don’t you think you’re enjoying being tied up in tinsel a bit much?”

Soarin looked upwards just in time to watch her take hold of his rapidly stiffening member. A shiver ran the length of his spine as she rubbed it across her cheek. Derpy stroked her hoof up and down his shaft, stroking him harder and harder while he strained against his bonds and groaned in frustration.

The mare slid a hoof around into the small of his back to steady herself as she hovered alongside him, their warm bodies pressing together as she gently nibbled with her lips up and down the length of his shaft. She was murmuring happily as she stroked and licked its length. He was everything she’d wanted and was completely at her mercy. With a contented sigh she slid the tip of his cock into her mouth and ran her tongue around the edges. Soarin groaned in ecstasy, forcing his hips to be still. He strained to look up where he saw her looking back down at him, her face framed by her blonde mane as she sucked the end of his cock.

Seeing him looking up the mare leaned in, Derpy kept an eye on his gaze as she slid his length into her mouth. She opened her throat and took him all the way in, she swallowed and felt the Wonderbolts girth squeezed tight as he shuddered, she pressed her hoof into the small of his back pushing down every last inch until her nose was buried in his sack. Soarin trembled and groaned as he felt her swallow again. She leaned back, until just the tip was in her mouth and she sucked at it eagerly. With a grunt of effort Soarin tried to free a forehoof from his bonds. His actions caused him to sway around but Derpy was pressed tight against him, her hips grinding against his shoulder as she pushed his tip into her throat again. He listened to her eager panting and his hips bucked of their own accord, thrusting his cock back down into her throat as she was easing it out. Her startled moan was more pleasure than anything else as she got the angle just right. Forcing his entire length down was comparatively easy while he was hanging upside down and she bobbed her head eagerly on his cock.

Soarin finally got a hoof free and used it to maneuver the mare from grinding against his shoulder to right in front of his face, as soon as she was in position he eagerly buried his muzzle between her legs and set to work with his tongue on the already dripping wet mare. Derpy gave a muffled scream around the cock in her throat, her eyes snapping open as she felt his tongue push inside her before sliding across her clit. Her eyes rolled back as his lips sucked at her. His efforts were already making electric shivers run up and down her spine, it had been too long since she last had anything between her legs.

With a wet smack she took his throbbing member from her mouth and gasped for air, She clung against him with the wet shaft pressed against her cheek as she clamped her thighs around his head and moaned even louder. Her whole body felt like it was vibrating as Soarin’s tongue darted in and out of her. He was moaning eagerly and seemed unwilling to come up for air until he’d gotten the desired effect. Derpy bit her bottom lip and as he sucked her clit between his lips she screamed out in ecstasy, writhing against him as her wings went utterly rigid behind her and the only thing holding the pair up was the red tinsel.

Soarin gasped in a breath through his nose. He’d never been outdone by a mare yet and he wasn’t about to start today. She was still trembling as she clung against him, her breath coming in short sharp pants. He stroked her hip softly with his hoof and tried to ignore the fact that her every breath tickled his still rigid member.

Derpy gave a soft sigh and flapped her wings, floating out to hover next to him, she looked down at his coat all matted around his face with her fluids. She didn’t trust her legs to support her after an orgasm like that, her wings were barely working as it was. She was however, still determined to regain control. Looking down at his self-satisfied grin she knew exactly what her next move was.

“Well that was good but i don’t remember saying you were allowed to do that.” She grinned a very predatory grin which Soarin found all the more threatening for the remarkable cant of her lazy eye. “I think Soarin, you aren’t entirely aware of who’s in charge while you’re stuck there.”

Soarin thrilled at her words and felt his wings painfully tense against the tinsel binding him. The stuff might as well have been made from steel cable, it didn’t seem about to free him at all. Derpy’s hoof stroked across his stomach and down towards his chest. She gave an appreciative sigh as she traced his muscles. The mare floated just out of his reach as she leaned in and let her warm breath flow across his taut body. Soarin shivered as her tongue poked out delicately and began to tease its way back and forth across his body. She reached out a hoof and brushed it gently across the inside of his legs. Soarin could still feel the tightness of her throat in his memory and he was aching to ease his need. Derpy was content to take her time and she slowly nibbled her way round his body until she was behind him tracing the outline of his spine with her lips.

Soarin shivered, his muscles weren’t really starting to ache yet but the mental frustration was eroding his patience rapidly. His balls felt ready to explode he wanted her so bad. The mare reached around as if following his thoughts and she hefted his sack with her hooves.

“Mmm Soarin, you feel ready to positively explode, I can only imagine how tense you must feel. Maybe a slow sensual massage will ease some of that hmm?” Derpy leaned down, she was floating behind him with her forehooves wrapped around either side of his hips and her head lowered between his legs. She poked out her tongue and slowly licked a line from just below his tailhole along every inch of his throbbing shaft until she gently kissed the tip.

Soarin’s eyes had rolled back into his head already as her hooves both set to work slowly pumping his shaft. He groaned and swore under his breath, he was already eager for her pace to increase. He shifted and suddenly his costume beard was in his mouth. Soarin spat and grumbled as he removed the offending object from his mouth. He heard giggling from above and he looked up to see Derpy smiling down at him. Seeing his eyes on her she smiled wide and kept looking down at him as she pressed his cock between her tightly pursed lips. Her tongue went to work immediately flicking around the tip while her hoofs began a rapid pumping of his shaft. She worked just the head in her mouth as her hooves pressed together on either side of his shaft and pumped it hard.

Soarin panted and gasped for breath as he lost all coherent thought. As she flicked her tongue across the tip he moaned and felt his whole body tense ready for release.

The warmth and sensation was suddenly gone. He only narrowly suppressed the whimper as all of the pleasurable sensations left. He looked up to see the wall-eyed mare grinning down at him. She admired his cock, it was now solid like an iron bar and throbbed as she ever so gently began stroking it again with a hoof. Soarin’s moaned response made her rub her thighs together and bite her bottom lip. She was absolutely desperate to get that between her legs but she knew that a stallion like him would go again and again if she built him up to an impossible high the first time. His first orgasm would be like a cannon going off but would in no way satisfy the desire she was stoking inside.

Derpy licked her lips as she pumped his solid member as slow as she could yet again. He moaned her name with pure lust causing a thrill to run clear up through her soaking wet pussy and she decided it was time to push him all the way.

She started pumping harder and faster, She braced against his body and started a steady rhythm on his cock. She felt him tremble beneath her and his hips bucked instinctively. She thrilled as his taut muscles bunched beneath her and his cock throbbed. She pumped his member as hard as she dared and was rewarded with a rumbling yell from Soarin as he came just as hard as she predicted. Straight into the face of the mare who had just opened the still unlocked door.

Soarin heard Derpy’s gasp and opened his eyes to see what was the matter. His body was still twitching and vibrating from the intensity of her ministrations but his brain accelerated the panic mode when he saw the door open in front of him and standing there was the other target of the day, with the results of Derpy’s hoofjob running down her face. The stunned look she wore was going to stay with him for the rest of his days, of that he was sure.

For her part Colgate wasn’t sure what to think. She was frozen in shock. In front of her was Soarin the Wonderbolt, the stallion she had spent all day fantasizing about. He was hanging upside down from the light fixture completely bound in red tinsel, while some grey pegasus with a blonde mane was jerking him off. The blonde mare floated down and grabbed a box of tissues from a nearby desk. She tossed them over to Colgate and grinned sheepishly as Colgate wiped her face clean, nobody had said anything yet.

“Uhh Ladies, I hate to be a bother but I’d appreciate being the right way up for whatever conversation is about to follow.”

Derpy floated up and started to unbind his wings. Colgate shook herself to her senses, she realized that she hadn’t yet looked at anything except the Wonderbolt’s still rock hard cock. Stretched out like he was caused a tremor of excitement to run through her body at seeing him.

Derpy was struggling at the bindings, the tinsel was well and truly knotted. She huffed in frustration and resolved to use her teeth when a glow surrounded the hanging stallion and the tinsel simply unwound itself and Soarin was floated to the ground. Derpy looked up to see the magic glow fade from the blue unicorn. She also noted how flushed the cheeks of the new arrival were and she wondered at the kind of mare who doesn’t scream and freak out when she suddenly gets a stallions load to the face.

Soarin adjusted the santa hat back into place as he stretched out his limbs and tried to figure out the situation. There was no knowing how to play this one just yet. He couldn’t think quite so well given how much blood was currently being diverted from his brain and all it seemed to be doing anyway was chanting “do em both, do em both” Over and over. The room was heady with the scent of arousal and he could see the flush in Colgates face. His brain tried to rally. This was absurd, this was already a legendary event that he could retell a thousand times to every member of the team. No way was it going to get even better. Soarin blinked in surprise as Colgate looked him in the eyes, she wanted a go too.

Soarin’s lust took control and he stepped towards the new arrival. She flinched but didn’t step away and her eyes were locked onto his. He kept stepping closer and as he got just another step away Colgate chose to close that gap. She stepped in and met his lips with hers. Her passion flared with Soarin’s and she completely abandoned the little voice of doubt; throwing herself into the moment. Soarin felt her pushing him back with the eagerness of her kiss and he leaned into it. His tongue entwined with hers as he reached a hoof out to stroke back her soft two-tone mane.

Derpy felt herself thrill as the new dynamic of the situation became apparent. She floated over and joined in by planting her lips against the neck of the newly arrived mare. Colgate shivered as she felt the second set of lips on her. She moaned into the kiss with Soarin, her moan continued as his hoof reached up to rub her horn slowly. Derpy teased and nipped at Colgate’s throat eager to bring the new arrival up to speed.

The electric tingle flooded through Colgate’s nether regions as Soarin rubbed her horn. She was losing herself in the passionate kiss with the handsome stallion. The fact the other mare was teasing her body all over was helping drive her wild and images of that rock hard member were dancing across her memory. Colgate gasped as she realized the pegasus mare was actually right behind her and she opened her eyes to turn and look.

Soarin caught her head gently as she went to turn and broke the kiss only to lock his lips around the side of her horn exactly at the same moment Derpy buried her muzzle into Colgate’s privates. The blue unicorn practically screamed in ecstasy. She was no stranger to the bedroom but having two ponies working her at the same time was a level of sensation she had not been ready for. Colgate panted as her legs wobbled while Derpy held the long blue tail out of the way and lapped eagerly at her new partner’s dripping lips. Soarin took the horn into his mouth and bobbed his head rapidly.

Colgate swore in between gasped moans. She felt the mare behind her place a hoof against her clit and Colgate’s hips bucked as Derpy rubbed circles on it. The blonde pegasus licked and nibbled eagerly between Colgate’s legs reveling in the moans her actions elicited. Soarin stroked his hooves through the unicorn’s mane as he softly dragged his teeth across the horn between his lips. Colgate was just panting now and the only thing holding her back legs up was Derpy’s hoof rubbing against her rhythmically and teeth clamped around her tail. Colgate tensed up and shuddered as she came explosively. Derpy had to use all her strength to support the spasming mare’s rear end while Soarin took her horn from his mouth and looked back at Derpy with a grin. It had taken just a few moments to drive Colgate to an intense orgasm.

They set down the still twitching unicorn gently and Derpy turned around and put her forehooves up against the wall.

“Hey, santa, how about delivering me that package you promised?” She lifted her tail out of the way and spread her stance wider.

Soarin didn’t even have space in his head to remember his own name at the sight of her slick invitation. His wings propelled him across the short distance and he hooked his forehooves over her spread wings as he thrust his cock into her. Derpy howled in delight as he filled her. Soarin didn’t pause and just started thrusting away; pressing her hard against the wall as he pistoned into her. His heavy balls slapped up against her rapidly as he took short fast thrusts in and out. His hips were grinding her against the wall and his hot breath tickled her ear as he fucked her harder than she’d ever had it.

Soarin moaned eagerly as he plowed her into the wall. Derpy’s ass was perfectly soft against his hips as he hammered into her again and again. She was whimpering out each short breath as a climax rapidly built within her. The Wonderbolt grunted as he lengthened his strokes. He didn’t slow down at all and he could feel a scorching heat building around his cock. The muscular pegasus closed his eyes as he felt every inch of his member plunging into her. The feeling was exquisite and he squeezed her tighter between his forehooves as his climax built. With a shudder he came hard inside her; the cum splashing out around his pumping shaft. Derpy moaned out an orgasm in response, her walls squeezing tight around his throbbing cock as she bucked beneath him but he still didn’t slow.

Soarin groaned as the orgasm rocked his body but he was far from satisfied. His member was still utterly rigid and he had every intention of fucking the mare beneath him until it was no longer possible. Derpy moaned out some garbled swears and her eyes rolled back as Soarin lengthened his strokes again, he was forced to slow the pace somewhat but was now pummeling his entire length in and out of her. He unhooked a hoof from her wings and reached beneath her. He found her clit and began to rub. The sweat lathered wonderbolt bit the side of her neck roughly as she shuddered in pleasure. His teeth moved up to her ear and he growled low into it. “Come again for me”

Derpy climaxed like he’d flipped a switch for her. She clenched tight around the cock still plowing into her and moaned happily. It felt for her like every thrust ended her world in a blaze of fireworks. She was squeezing so tightly during her orgasm that every time he pushed back in she felt even fuller than before. Her tongue lolled out as he continued to pound her.

Soarin heard a sigh behind him and caught sight of Colgate on her back with both hooves buried between her legs. He hauled Derpy from her position pressed up against the wall and pulled out his member. He lay the pegasus down on her back beside Colgate and kissed her deeply. His hoof moved one of of Colgate’s own between Derpy’s legs. He broke his kiss with the pegasus mare as she gasped. He leaned over Colgate and saw the hunger in her eyes as he mounted her. He grunted and pushed his length past her wet lips.

Colgate couldn’t stop the yes that was pushed out of her throat by the moan he pumped out of her. She reached up with her other hoof and hooked it behind Soarin’s neck. Her rear legs pointed straight up into the air as the pegasus slammed her into floor again and again. She was so tight he felt another orgasm building right away and he bit down on her neck as his hips shuddered with the power of another load blown. He felt a slight dissipation of his needs but he continued to pound the lithe blue unicorn beneath him. She moaned and worked her hoof eagerly between Derpy’s legs. Derpy was still trying to catch her breath and the hoof against her clit was not helping. She panted with lust while watching every stroke of Soarin’s cock into the unicorn beside her.

Colgate’s tongue lolled out of her mouth as she tried to concentrate on everything at once. Her hips were thrusting up to meet every plunge of that huge cock into her. Her hoof was working hard on the panting and writhing cute mare beside her; but even remembering to breath seemed second place to feeling every inch of the cock burying balls deep with every thrust. She squealed as another climax rocked her body and she heard Soarin grunt as her contractions squeezed his cock so hard that when he went to pull out it lifted her body for a moment. He held her hips down and pounded her throbbing hole until with another shudder he came again. He felt himself slow down dramatically and he pulled out leaving a trail of sticky cum across the mare’s thigh. He scooped a hoof under Derpy and lifted her onto a table, then he picked up the unicorn mare and placed her legs on either side of his face. He pressed his still hard cock back into the Blonde pegasus beneath him and began a steady pace as he waggled his tongue between the legs of Colgate.

“Oh god Soarin! Can’t you at least take off the fake beard?” Colgate giggled, writhing against his tongue. “It’s tickling my ass!”

Soarin laughed at that as Colgate reached down to remove his beard. He heard a moaned protest from beneath.

“Keep the hat on though please.” Moaned Derpy.

Soarin grinned, “Hey Colgate, that beard just gave me an idea.” He paused his thrusting and repositiond carefully. He thrust forwards again to a squeal of delight from the pegasus beneath him. There was no way the rest of the squad would believe this story, ever.

BY - NP.YK