Pound's New Feelings

by Holocron

Rating: mature
Tags: Profanity, Random, Pound Cake, Alternate Universe, Mrs. Cake, Porn, My Little Pony: Friendship is Magic, Fetish, Romance, Sex
Length: 36766

Pound Cake is growing up, and with that comes new, strange feelings; all towards his mother.

The Cake family is considered an "ideal" family. A loving husband and wife, earth ponies, who have sired a pegasus son and unicorn daughter. As the Cake Twins grew up, Pumpkin has been developing her magic, and Pound has been developing his wings. But while his sister is planning to learn magic from Princess Twilight Sparkle, he has been noticing something; his mum's big, round, sexy ass.

The Commissioner wishes to remain Anonymous.
Derpibooru: 1925050

Published 2023-08-08 15:00:01 UTC
Last updated 2025-01-24 00:11:22 UTC

Tingling

Another day came to Sugarcube Corners. The Cake family, hard at work as always, make their special treats for the hungry and sweet toothed denizens of Ponyville. Waking up late, the young pegasus colt of the family, Pound Cake, was dragging himself out of bed. From the looks of it, his twin, the unicorn filly of the family, Pumpkin Cake was already up and probably helping their parents in the kitchen. Yawning, he stretched a little, walking over to the mirror in his room. He looked terrible.

Massive amounts of bedhead, he was hunched over with some bad posture, and the bags under his eyes seemed to somehow have bags of their own. Yawning again, he rubbed his small hoof through his mane, but there wasn’t much that could be done about it. Stretching some more, he flapped his wings to try and get that satisfying crack out of his back. As well as this, he did what looked to be some exercises. According to school, a growing pegasus needs to spend a few minutes a day when they wake up to properly stretch his wings.

“Alright, that should do it.” Pound groaned to himself, dragging his way over to the bathroom. As soon as he reached it however, it was already closed and the sound of running water could be heard. “Hey, hey! You're almost done there?”

“One second!” Called the voice of Pinkie Pie, the mare who rented a room in the bakery. “I’ll be out in a second.”

Pound didn’t need to wait even a minute when the water finally stopped. Emerging from the bathroom was the mare, but she had the towel wrapped around her wet mane, but nowhere on the rest of her body. The older mare’s curvy, wet body was on full display for the colt, which made him stare. Whether Pinkie meant it or not, as she winked and giggled at the colt, Pound could see the mare’s impressive teats between her thighs.

“Showers all yours.” Pinkie smiled, seemingly not noticing the cockhead poking out of Pound’s sheath as he couldn’t look away from her teats. “Have fun, Pound.”

Bouncing along, Pinkie was either very unaware, or was purposely teasing him as she had her tail swish from side to side, while her winking pussy was on full display. Shivering, Pound could see he was starting to get an erection, a phenomenon that had been happening recently. At school, he learned these things were normal for growing fillies and colts. The former would eventually get their first heats, while the latter would get harder penises for reasons they couldn’t explain. The colt had to take a cold shower to settle himself down after that experience.

Finishing up his shower, and drying himself off, Pound was finally ready to face the day. Though as soon as he made it downstairs, his eyes were met with a sight that put even a sexy mare like Pinkie to shame. His mother, Cup Cake, and her impressive, massive looking ass. It was perfectly rounded, plump in all the right places and would both jiggle and wobble with each motion of her walking thighs. Because her flank was so big, Pound couldn’t see his mum’s teats, but he could only imagine how big they were.

But just as soon as he started having these thoughts, Pound shook his head. This was another thing he was dealing with. Pinkie was hard enough as she seemingly was making his smaller colt cock getting hard, often leading to him having rough times sleeping. But when it came to his mum, more than once he believed he overheard some customers call his mum a “milf”, as well as other words like “thicc”, and even something like how they’d want to “stuff that fat ass with their cocks all night”. Pound couldn’t fully understand all of it, but there were days he just couldn’t look away from her.

“Pound! There you are!” Called the voice of his father, Carrot Cake. The slender stallion was busy rolling some dough and putting together something. “Good on you for finally joining us. Look, Pumpkin isn’t gonna be able to help today.”

“I know, I know, I’m sorry I overslept.” Pound groaned, somewhat sarcastically as he grabbed an apron and hat to help his parents. But then he paused. “Wait, Pumpkin isn’t here? Where is she?”

“She’s going to be with her friends today.” Cup explained, looking back over to her son as she was preparing some other bowls of ingredients. “And she’ll most likely be spending the night.”

This news hit the colt a little harder than one would expect. Both Pound and Pumpkin were nearly inseparable since birth, being twins and all. So much so, they still shared a room, though the filly had a way better time sleeping in bed than he did. Pound looked like a tough colt for his age, but he had a very soft heart, so much so, he would always cling a bit to his mother, much to his father’s belief that his son should be working hard like he does. This often led to some small arguments, but they were very brief.

“In any event, we’re gonna be working extra hard today.” Cup mentioned, joining her husband as she kissed him on the cheek. Once she reached Pound, she rubbed her hoof on his head. “I know you’re gonna miss your sister. But tell you what, if we can get through today without a hitch, I’ll let you sleep in mommy and daddy’s bed tonight.” Pound’s eyes sparkled at the notion, while Carrot rolled his eyes a little.

“Don’t spoil him too much.” Carrot commented, not stopping what he was doing as he spoke. “He’s a growing colt, and he’s gotta get used to his own bed before he gets his own room.”

“Oh Carrot, with how deep you can sleep, you’ll barely notice him.” Cup replied, giggling a little to her husband. “Now, let’s get to work!”

The rest of the day went pretty average for the bakery. Pinkie eventually came down from her room, and helped with selling the pastries and baked goods as the ponies of Ponyville. As he was working, Pound also noticed how many of the ponies, namely stallions, were speaking with Pinkie in the same manner he believed they did towards his mum when he overheard a few of them before. He didn’t really understand it, but the mare was giving these stallions the same smiles that sent a shiver down Pound’s spine.

By the end of the day, and the closed sign was hung up, everything went perfectly. A smile ran across Pound’s face as he was now looking forward to spending the night in his parents’ bed. While Carrot was still grumbling a little about it, Cup seemed eager for it. Suffice it to say, Pound was the first one in bed, but he lay closer to the edge on his mother’s side, while his father only rolled on his side. Cup Cake looked amazing in her nightgown, which almost gave her son the best look at her soft looking teats.

Pound was captivated by his mum’s beautiful curves, and was speechless and staring as she wiggled and swayed as she approached the bed. Once there, she easily rolled herself on the bed, and Pound moved himself to be more on the edge of the bed, but close to his mum’s body. She was so soft, and she smelled so sweet and good. It was like he was cuddling up to a large, soft pastry. The way it felt, it was making him feel so warm, so safe, and so comforting. That is, until his sheath felt the feeling of Cup’s soft teats pressing against him.

As Pound tried to sleep through this pleasurable position, Cup Cake was thinking back to all the strange behavior her son had been showing as of late. He wasn’t hugging her as much as when he was younger, and he wouldn’t even look at her without quickly turning away. Perhaps he was going through some kind of rebellious phase? She could only imagine what else might be going through his mind. Though the answer came to her halfway through the night, as she was slowly woken up by something long, hard, and warm rubbing between her teats.

This was his cock, this was Pound Cake’s cock. And even though he was still a colt, he had a very impressive length and size. Clearly he inherited this growing size from his father, but even then, it was very…hard. And the way Pound’s body was seemingly, instinctively moving about as he slept besides her. There was no way he could be doing this purposefully, he had to be sleeping. And yet, the way he was moving, and how his cockhead was rubbing a little against her belly.

“Oh my…P-Pound…y-you can’t…” Cup whimpered quietly, trying to wake Pound up. “I-I-I know you don’t mean to…but you can’t just-”

Pound, still sound asleep, was clearly having a good dream as he was moving and rubbing himself more and more along Cup’s body. Dreaming or not, his instincts were taking over. His muzzle snuggled against his mum’s body. The way his cock was throbbing against her body, leaking out more and more precum while her milf body was missing the sensation of such a thing against her. It had been far too long since her husband had touched her like this, but it was different with her son.

Eventually, Pound’s dream seemed to cause his body to jerk and move a little harder. His wings fluttered, causing him to lift himself upwards. Trying to keep up with her son, Cup rolled on her back, where Pound dropped on her. It was enough to cause her to gasp a little, but then a small moan escaped her lips as her large teats and even her pussy lips were being rubbed and teased by this colt’s cock. Cup wanted to move Pound off her, but there was a strange, pleasurable tingling that was slowly spreading throughout her body.

She was feeling it, a pleasurable sensation as her son was slowly rubbing his cock against her moist pussy lips, and between her soft teats. Cup wanted to get her son off her, but she felt that if she did, he might wake up and see what he’s done to her. But this was going on for too long and she had to move to get him to stop. Carefully, and slowly, Cup tried to move herself over to the side, but her actions were in vain. At once, Pound cooed and moaned, as he couldn’t help but cum between his mum’s teats and along her round belly. Cup couldn’t help but yelp out in shock as she felt the warmth of this colt’s cum along her belly.

“Huh…uh…wha…” Carrot asked, sounding groggy as he somewhat looked over to his wife. “Something wrong, honey?”

“Oh, nothing dear, nothing at all.” Cup replied, having moved herself back on her side as Pound was shocked awake from his mum’s movement. Hugging him close, she hid him behind her soft, round body. “Pound was just having a bad dream, so I’m keeping him close.”

“Alright, just don’t spoil him.” Carrot grumbled, rolling back over. “Colt’s gotta grow up someday.”

“I know, I know, but I want to enjoy what time I have with him.” Cup replied, feeling the limping dick between her teats. “He’s a growing colt after all.” She waited until she could hear her husband snoring before she looked at Pound. “Pound? Pound? Are you awake?”

Pound stirred, but weakly answered her. The way he looked up at her, the look of innocence, but some sorrow and regret. He realized what he had done, and it made him so sad. Cup wanted to forgive her son, but not even that adorable look in his eyes were going to be enough. She shook her head sadly, and hugged him closely, but it was clear in her voice. She kissed Pound's forehead, and he only whimpered a little.

“I’m not mad, but I…I need to clean myself up.” Cup whispered to her son, her tone reflecting how reluctant she was to do this. “But…I need you to sleep in your bed for the rest of the night.”

Pound only sniffled, looking at his mum with sad eyes, but then got out of bed. Slowly, he spanked his way over to leave the room. Cup only swallowed her sadness over sending her son away, but this was too much. As she reached the nearby bathroom, she quickly wiped and cleaned herself off. But there was a very, very impressive amount of cum along her nightgown, teats, and some nearly got on her pussy.

“He’s a growing colt.” Cup whispered to herself, but this was a little too much. “I…I’ll need to have a talk with him in the morning.” Sighing, she finished cleaning herself off as best as she could, and returned to bed; Carrot not waking for the rest of the night.

The following morning, Pound was in the middle of working on his wing exercises when he heard a knock at the door. Nearly jumping out of his coat, he nervously approached the door. Opening it, he saw his mum, and she was looking down at him with a small amount of disappointment. She needed to have this conversation with him, even if she didn’t like it. Pound didn’t say a word, just let his mum enter the room, letting her clothes the door behind her.

“Pound, I’d like to talk about what happened last night.” Cup commented, sighing as she sat on Pound’s bed. Patting with her hoof, she gestured towards him. “Come here.” Once he was on the bed, she continued. “You see, Pound. I know you’re a growing colt, and with that comes…urges, and other strange feelings.” Pound only whimpered, to which his mum hugged him closer to her. “But these feelings are normal. Every colt goes through this when they’re your age. Your father did, many of your friends did or will, and it means you’re growing up.”

“B-but…last night…” Pound whimpered, almost starting to tear up as he looked up to his mum. “I don’t know…what happened…what did…I do?”

“Well, you were a little…aggressive with your…peepee.” Cup commented, blushing a little as she could vaguely still feel the cock rubbing against her teats and pussy lips. “But you have to promise me that you’ll never do that again.”

“I-I promise.” Pound commented, leaning his head against Cup’s body. She was so soft, and smelled so good. “I won’t do it again.”

“Good, good. Now, why don’t you take today to yourself.” Cup comented, looking around her son’s room. “Your father and I can handle the shop today. So why don’t you take today off to enjoy yourself. Okay?”

“Okay, I will.” Pound nodded, sniffling as he wiped his eyes. “I’ll be a good boy.”

“You always are.” Cup leaned in, giving her son a tender kiss on the forehead. “Your mummy loves you.” Getting up, she left the room, but Pound’s eyes couldn’t look away from her lucious ass as it seemed to wobble and bounce with each step.

Now alone, Pound wasn’t exactly sure how to feel. He didn’t want to upset his mum, but the way her ass wobbled and bounced as she walked away. It was making his mouth water, and his cock was getting hard again. He felt a new urge, one that was a little different than before. By instinct, or some other strange feeling, Pound took one hoof, and started to slowly rub along the leaking tip of his cockhead. A tingle of pleasure ran through his body immediately, making him gasp and stop touching himself.

“B-bathroom…bathroom.” Pound panted, feeling the shivers running through his body. “I think…I need to pee…”

Rushing over to the bathroom, Pound barely noticed Pinkie doing some stretches in the hallway. But just as he turned the corner and got a good look at her, he nearly fell over. This pink mare had to be teasing him, there was no way she was just doing squats, and stretching that better showed off her big thighs and fat ass without realizing how it was making Pound stare. Turning to him, she giggled with a playful wink, which caused him to continue to the restroom.

Once inside, Pound was getting to the toilet, but he was standing over far longer than he needed to, to realize he didn’t have to go to the bathroom. The way his cock had been tingling when he touched it wasn’t a need to pee, but it was something else. Disappointed, he got down from the toilet, and made his way back to his room. Along the way, however, he saw something that made him pause. It was his mum, but she was leaving her room. From the looks of it, she changed her apron, and smiled to Pound as she walked by.

‘Mumma’s left her room…’ Pound thought, but as he did, he felt something in the air, a faint, and yet alluring smell. ‘Something…something smells good.’ As soon as Cup left his sight, he wandered his way towards her room. Peeking inside, he could see her discarded apron resting on the bed. ‘M-Mumma’s apron…’ Wandering further into the room, he could smell the scent as it was getting stronger and stronger. ‘Mumma’s apron…smells so good…’

Pound’s erection was starting to peak out more and more, and it was becoming too much for him to hold himself back. Awkwardly sneaking his way into the bedroom, he reached for the apron. The colt was panting as he was taking in more and more of his mum’s scent. It was so strong, like she had been wearing it for a while, or was working out harder and harder. So much so, that when Pound touched it, he instantly brought it up to his face.

Breathing in his mum’s scent, Pound’s other hoof was slipping to his cock. As soon as he touched his dick, he felt those tingles again. But this one was different, he wasn’t just feeling as this sensation was traveling through his dick, but it was more that he couldn’t stop himself. The mix of pleasure coming from both sniffing his mum’s apron, and the tingles along his dick, Pound was in a lustful daze.

“Mumma’s apron…oh mumma…mumma…” Pound moaned softly to himself, sniffing more and jerking off faster and faster. He was almost in a trance as he could feel himself getting more and more joy and pleasure from this feeling. “Mumma…mumma…mumma…”

Jerking off more and more, Pound switched up what he was doing, moving one part of the apron to wrap it around his cock, which only added to the pleasure, while the other half was pressed against his muzzle. He was huffing, moaning, and feeling himself getting closer and closer to an orgasm; though he didn’t know what to expect from it, as he’s never done this before. Faster and faster he was jerking himself off on this apron, huffing his hot breath on the apron while breathing in the sweet, adult scent of his mother. It was so good, lost in his daze, he was blind to everything around him.

“What in Celestia’s name are you doing?!” Cup nearly shouted, having returned to her room for a moment, only to catch her son jerking off to her apron. This nearly caused Pound to jump out of his skin as he stumbled back, laying against the bed. “Is that…is that my apron…and-” Her eyes saw her son’s cock, and she was at a loss for words.

Pound was certainly gifted, being pretty big for his age. Not big enough to match his father, but for a brief moment, Cup could almost imagine how big her son would be when he gets older. But he shook away these thoughts as soon as they were forced into her mind. For now, Pound was using her apron to masturbate with, moaning for her, and after what happened last night, she had to put her hoof down about this.

“Pound Cake, what are you doing to my apron?” Cup asked, looking down at her son with stern eyes. “Do you even know what you’re doing?”

“N-no…no mumma…I don’t…” Pound sniffled, looking up at his mum. His eyes were watering a little as he knew he was in trouble now. “My pee pee has been feeling weird, and it feels so good when I do this…but then your apron smelled so good too…” Wiping his eyes, he looked up to Cup with these adorable, sad eyes. “Mumma…what’s happening?”

Cup could only sigh, trying to figure out what she could do. Pound was growing up, and he was bound to learn about sex ed in school soon. But maybe he was just growing too fast and would need some more information? Shaking her head, she looked at her son. No matter what, this was still a problem to be looked over. Clearly, he was a curious colt, and this cock was going to stay hard until he was relieved.

“Alright, alright, I’m not mad. So please don’t cry.” Cup commented, walking over to sit in front of Pound. “I’m gonna help you out, but only this one time. And you can’t tell anypony about this, especially your father.”

“Y-yes…mumma…” Pound asked, looking as Cup reluctantly reached out and started to gently run her hoof along the length. “M-mumma…my…my…”

“Shh, shh, don’t speak.” Cup commented, placing her other hoof to Pound’s lips. “Just let mumma make you feel better.”

Rubbing her hoof more and more, Cup was jerking off her son, getting him to moan more and more. This wasn’t the first time she handled a dick like this, but never in her wildest dreams would she believe she would be doing this with Pound. She would occasionally look away from this dick, but doing so only caused her to look at her son’s face, who was blushing red with the growing pleasure. This was a major contradiction, as she didn’t want to feel good from this, it wouldn’t be right. But, her maternal instincts were to help her son feel better, and though she didn’t like this, this hoofjob was making Pound feel good.

“C-come on…Pound…” Cup commented, stuttering her words before clearing her throat to compose herself. “How are you feeling?”

“It feels good, mumma.” Pound commented, moaning and panting a little as his cock was twitching along and leaking precum on Cup’s hoof. “But my pee pee is tingling…what’s happening?”

“It’s called…it’s called an orgasm, or climaxing, or…cumming…” Cup responded, wanting to educate her son, but didn’t want to get too vulgar. “It’s when your pee pee feels really good, and afterwards settles down.” Jerking faster and faster, she was getting set to make her son cum. “So let mumma make you feel good so you can settle down.”

“M-mum…I’m gonna…I’m gonna…” Pound was moaning even more than before. His cock was throbbing and twitching more and more as he could feel the strange shivers running through his body. “M-mumma!” His cock twitched, firing off a small but still potent and thick load of cum across Cup’s chest, and leaving a mess on the floor. Even for his small size, it was a moderatly large and sloppy mess.

“Well, I hope you feel better.” Cup commented, grabbing the apron Pound was masturbating with, wiping her chest, though this only brought the scent of her son’s cock to her nostrils. “J-just don’t do this again.”

“I-I-I won’t…mumma.” Pound whimpered, still not sure how to think as he was basking in the afterglow. “I love you…mumma…”

“I love you too, sweetie.” Cup said, finding it hard to stay mad at him. But the way his cock was still a little hard, and looking at her hoof, she hesitated in considering licking her hoof, only to quickly wipe it on the apron. Clearly her throat, she looked down at him. “A-anyways. Just, head back to your room, and take a nap, that must’ve been a tiring experience.”

Pound nodded, slowly dragging himself down the halls, back to his room. His mum stayed at the doorway, watching him head back. Her mind was racing with what could only be described as a guilty pleasure. She didn’t like that she did that, but the look of pure pleasure on Pound’s face was so cute, so precious, and so adorable, that she could feel herself getting aroused. Shaking her head of such thoughts, she only hoped that this would be the end of her son’s antics. But for now, she would need to clean up this mess before returning to the kitchen.

Working the Counter

Pound was busy in the kitchen, kneading dough with his hooves while his parents did their parts in pastry preparations. It had been a day since his small engagement with his mother. And since then, he was still feeling a little frustrated. His cock was still in its sheath, but it was nonetheless feeling a strange sensation as he couldn’t even look at Cup without thinking back to her hoof rubbing along his dick. The way it felt, it was so good, and the tingles still hadn’t fully left his body.

As well as this, Pound couldn’t help but daydream as thoughts of his mum’s fat ass entered his mind. So big, so round, so soft looking. And the way her apron smelled, it was making it harder and harder for Pound to resist letting his mind want. How Cup would be bent over, and the way that flank would be in front of him. Licking his lips, he could only imagine what it would taste like. But even more, like a flicker in his memories, he could see something between those heavenly ass cheeks. Cup’s delicate looking pussy.

How would such a beautiful thing taste? The thoughts were making his penis slowly slip its way out of his sheath, but Pound didn’t seem to notice as his mind wandered more and more. He knew now you could pleasure his pee pee with a hoof, whether it was his, or maybe his mum’s. But what about anywhere else on her body? Would her mouth feel good? Or maybe between her soft, meaty thighs, or even between her massive ass crack? Or even, in that moist looking slit between?

More and more questions continued to fill the colt’s mind, so much so, he especially failed to realize that he was subconsciously humping in and out of the dough. His cock was rubbing between the soft mound of dough, which only added to the fantasy. His dick would go into this moist pussy, and would it be soaking wet? Tight? Deep? Would she make noises too? More and more he thought, and more and more he was humping into this dough. But then the last question came. What would happen when he would cum? Inside that wet hole? Or would he pull out, coating her fat ass with his spunk?

The more Pound thought, the more his body was unknowingly fucking in and out of this growing dough. How soft it felt, it was like the fantasy of his mum’s ass and pussy. Her rear hole was spread open by his dick. It was too much for him, and it wasn’t long before the tingling was building up again. But unlike before, he wasn’t holding himself back. The pleasure was far too much for him to hold back. The way it was going, he was about to cum.

“Mumma…mumma…mumma…” Pound moaned softly to himself, thankfully no one heard him. “Mumma…mumma…ahhh!”

Thrusting into the dough, Pound cake. His cock bottomed out in the softness, letting out his smaller bursts of orgasmic bliss. His stallion spunk, filled up this pastry dough, leaving a gooey, creamy center. To anyone walking in, Pound was making a massive eclair. And it was only after his erection had fully died down that he realized what he did. His eyes went wide as he was trying to figure out what to do. But it was when he heard the sound of hooves coming towards the archway that really made him panic.

“Hey Pound!” Pumpkin greeted, trotting her way to the kitchen. Bouncing her way in, the filly was looking around the kitchen. “Whatcha making?”

“Um…I’m…making…” Pound commented, stuttering a little. “I’m making some pastries.”

“Pastries?” Pumpkin asked, reaching up to wipe a bit of her brother’s cum that had gotten on his face. “Looks like you got the cream on too early.” Licking it, she made a pleasurable hum. “Well, whatever it is, it’s got an interesting flavor.”

“T-thanks…” Pound nervously replied, not wanting to say anything about the cum his sister just licked. “S-s-s-so what are you up to today?”

“I…I guess I’m helping mum and dad.” Pound responded, trying not to think about the dough at the moment. “What about you? Weren’t you hanging with your friends?”

“I was yeah, but Pinkie needs me with something. So I’ll be with her for the rest of the day.” Pumpkin answered, poking at the dough to get a little more of this “frosting” to give it another taste. “So you have fun with mum and dad, I’ll be with Pinkie.”

“Alright, well you have fun.” Pound commented, trying not to think of Pinkie’s own round ass as he let Pumpkin skip away. Sighing, he looked over at the dough. “Nothing can be done about it. But Pumpkin didn’t seem to notice, so I guess it’ll be fine.”

Cleaning himself up, Pound continued to make his way around the kitchen. His father was busy with putting together the orders, so he walked over to the counter, with his mum. Cup was busy taking orders from the gathering ponies. She seemed too focused on the customers to notice him walking behind her. And given his own smaller size compared to his mum’s fat, sexy, juicy ass, nopony saw him.

As he drew closer, he could smell how sweet her pussy was. Was this some arousal, or was she always this sweet smelling. It was alluring, like honey, Pound was drawn in, letting his wings flutter a little as he did so. Cup was completely distracted, taking orders, bits, and then sending the orders to the kitchen. But just as the last customer was satisfied, Pound’s face planted itself between Cup’s cheeks.

“Ahh?!” Cup gasped, feeling the hot breath of Pound’s mouth against her moist entrance. Looking over, she couldn’t fully see him, but she could faintly hear the whispers. Not wanting to alarm anyone, she whispered to her son. “P-Pound…what are you doing?”

Pound didn’t respond with words, instead, he continued to eat out Cup’s pussy, delving his tongue deeper and deeper in her soft, wet hole. The older mare was shivering, feeling as her son’s tongue was becoming more and more ferocious in how he was tonguefucking her wet hole. It was one thing that Pound was going after her pussy like this, but to do so, so publically. There were customers here, and at any moment, any of them could see the flushed look on her face, or even hear the faint sound of Pound’s tongue going in and out of this pussy. The mare was in a terrible position. She could call out her son, but that might draw attention to her, causing others to see him. She could slowly back up, but that might have Carrot seeing them. So all she could do was hope Pound’s little oral fun was short.

Pound couldn’t believe what he was doing. The colt’s mind was in an absolute blank, and it was clear that he had some degree of a natural talent at eating out a mare. His muzzle was small enough to wedge itself in her fat, round ass, burying himself in her rear folds. But that tongue was slipping in and out of her moist hole, wiggling about all her sweet and sensitive spots. As well as this, her body was in a conflict. It had been so long since she had her pussy tasted like this, Carrot having stopped after the twins were born, so while Cup was not fully into this, her body was enjoying it.

“P-P-Pound…you need to stop…you need to-” Cup tried to whisper to her son, but the movement of a pony approaching the front counter brought her attention away from the colt. But it didn’t stop the growing pleasure. “Y-yes…yes. How can I help you?”

The pony in front, a pegasus mare who was a regular here, was looking over the menu; seemingly unaware of what was happening only a couple feet away from her. Thankfully, this mare was more interested with what was on the menu than what was happening in front of her. Cup was struggling to keep her face composed. Her body was feeling an ever growing series of pleasurable tingles. Pound was relentless, now switching between tonguefucking not only her delicate and wet pussy, but was also teasing along her plump rear pucker.

Cup felt a jolt of pleasure surge through her body, the feeling of this smaller tongue in her ass was almost too much. It had been even longer since her ass was played with, and it was a small weak spot for her. Her body got off very easily when her tailhole was teased, and she had to draw on all the willpower and strength in her being to hold herself back from letting out a single moan. Pound, whether this was intentional or instinct, was getting his mum off, in front of all these ponies; and none of them seemed to notice.

Pound’s mind was in a daze, as if his body was moving on its own. His mouth couldn’t let go of his mum’s ass and pussy. The taste of both holes was better than any cake he had ever eaten. Her pussy was moist, rich, and creamy in texture and flavor. While her ass was tight, and yet alluring and inviting for his tongue and mouth to explore. All the while, his cock was growing in size, reaching a point of near painful arousal.

Cup was starting to lose it, the feeling of Pound’s tongue switching between her pussy and ass, it was sending shivers of pleasure through her body. The way it felt, whether she liked it or not, was going to cum. Pound only continued to keep tonguefucking his mum’s holes, even as she was trying to take orders from a customer. The way it was, she was struggling to hold back the feelings of pleasure. Swallowing hard, she tried to keep herself from moaning, even as she took the order.

By some grace, or mercy, when she did climax, the customer had finished taking her order. But for Pound, it was intense. Cup’s pussy sprayed her sweet nectar all over the colt’s face, soaking him as he lapped up the sweet tasting liquid. He was moaning in his mum’s ass, smothering his muzzle in her sweet folds. It felt so good, and his cock was throbbing like crazy. Though it hadn’t cum just yet, it was closer, very, very close.

As the customers seemed to slow down, and as the last of them left the shop, Cup let out a massive sigh of relief. Stepping forward, she turned around to look at Pound. His face was absolutely soaking wet, and had a look of joy, which quickly turned to fear and regret as he saw the disappointed look on his mother’s face. He whimpered, trying to get lower and smaller, but his cock was getting in the way as he was still immensely aroused.

“Pound Cake…what did I tell you?” Cup asked, glaring down quite angrily at her son. “Childish antics, unwanted behavior in your sleep, these are one thing. But assaulting your mother?! What were you thinking?”

“I’m sorry mumma…I don’t know what came over me…” Pound sniffled, looking up to his mother. Tears were forming in his eyes as he wasn’t sure what was going on. His mind was filled with the visions of Cup’s ass in his face, while his tongue could still taste her sweet nectar. “What’s happening to me? Why can’t I stop?”

“Pound…” Cup tried to stay angry, and for the most part, she still was. But her motherly heart couldn’t stand seeing her son crying like that. Her heart ached as she reached over her apron, wiping Pound’s face. “Come now, come now, please don’t cry. Look, I’m not mad. I’m just…I’m just surprised, okay?”

“R-really…you’re not mad?” Pound sniffled, letting Cup finish cleaning up his face. “I’m sorry mummy…I’m sorry I did that…”

“It’s okay, Pound. Okay? Now please, stop crying.” Cup asked, looking over to her ass. Though she couldn’t see the whole thing, she could feel how wet she still was. “That’s a bit of a mess.” Sighing, she looked over to Pound. “Alright, now I need to get myself cleaned up. What I need you to do is mind the customers until I-”

The door burst open, and in one of the mares in town, Bon Bon, and her partner, Lyra. In a small panic, Cup dropped down, not wanting anyone to see her like this. This unfortunately put her somewhat under the counter, and with nowhere else to go, had no choice but to settle. Pound, not wanting to disappoint his mum, moved forward to take the order, but this also brought his still raging hard cock to Cup’s face. Not yet close enough to be in her mouth, but enough where she could almost kiss it.

Not only was this cock too close, she could nearly taste it, but there was a smell to it. Pound’s previous arousal had let small beads of precum leak out of him, giving his dick a sweet, yet potent scent. Being this close to it was awakening something in Cup’s body. She hadn’t had a cock this close to her face in a very, very long time. Swallowing nervously, she realized that Pound’s erection wasn’t going to go down easily. With some reluctance, she reached out with the limited space she had, and started to slowly stroke it with her hoof.

“Hello there.” Pound greeted the mares, maintaining a calm expression. That was until he felt his mum’s hoof on his cock. He gasped, shivered and let out a low moan before covering his mouth. “S-sorry about that…how can…how can I h-h-help you?”

“Are you doing okay?” Bon Bon asked, looking at the colt. Pound panted a little more, trying to calm himself down. “Is this your first time taking an order? There’s no need to be nervous.”

Bon Bon and Lyra had completely misunderstood what was going on, the way they were speaking the colt only seemed to add to the tingling that was running through his cock and balls. Swallowing nervously, he continued to take their order. Both mares couldn’t help but show support to the brave colt who was so nervously taking their order; the two of them were blissfully unaware of what was happening. How beneath this counter, so close to them, Cup was jerking off her son.

Moving her hoof at a steady pace, Cup was trying to get her son to cum, to settle down his raging boner. But it was starting to become apparent that a hoofjob wasn’t going to be enough. Pound was a growing colt, and he was going to need more and more to get him to come down from this feeling. Still, she continued to stroke along her son’s length, trying in vain to get him to cum. But it wasn’t enough, she could feel it as her body was slowly getting warmer as well.

‘No, no, no, I can’t. I just can’t!’ Cup thought to herself, seeing the only option she had to do. Looking at this leaking cock, she knew that if a hoofjob wasn’t working, maybe a blowjob would? Shaking her head, she was in a mental flurry of emotion. ‘This is going way too far! He’s my son, and I’m his mother. I can’t do this to him!’

Stroking faster and faster, she was hoping to get the colt to cum, but it wasn’t working. But she couldn’t actually be considering licking her son’s dick, let alone sucking him off? No, no, that was too much, her body could feel a growing, wet warmth where she was so burtally tonguefucked, but she did her best to ignore these feelings. She didn’t want to, she didn’t want to do it, but the smell, it was so sweet, and the moans Pound was making were so adorable and innocent.

Eventually, Cup had to accept that Pound’s cock wasn’t going to go down from her hoofjob. With great reluctance, she adjusted the angle of the dick, opened her mouth, and took it in her moist, wet hole. The colt gasped, panting as he immediately came into his mother’s mouth. Cup swallowed down the amount of cum that was being pumped into her mouth. It was so thick, potent, and strong tasting. She could feel as her pussy was dripping wet from this flavor, even as her mind continued to reject this sensation. She didn’t want to enjoy this, even as her body was feeling more pleasure.

‘Okay, that should be enough to-’ Cup thought, pulling Pound’s cock from her mouth, only to see it was still hard; even throbbing harder than before. ‘Oh, for Celestia’s sake. Settle down!’

“Are you okay, Pound?” Bon Bon asked, looking concerned for the colt as he was panting and shivering. Clearly holding a look of pleasure on his face as he continued to put in their order. “I know you’re nervous, but take your time, we can wait.”

“Well, he is a growing colt.” Lyra chimed in, giggling as she could help but pose herself a little in an alluring fashion. “Maybe he’d old enough to notice mares, and we’re just too much for him?”

“Lyra! Don’t embarrass him.” Bon Bon sighed, seeing the look on Pound’s face. The colt was shivering, feeling the tingles and sensations run throughout his body. “Don’t mind her, keep taking your time.”

As Pound continued to struggle to take the mares’ orders, Cup was slowly and carefully sucking off this colt’s cock. It wasn’t the biggest, but was certainly impressive for his age. She could feel it twitching against her tongue, as she slipped and slid her tongue and lips over its length. She savored the girth, not stopping as she bobbed her head slowly up and down. Pound only continued to pant and moan, but did his best.

Cup’s body was in an utter betrayal of her mind. Her pussy was leaking out more and more of her sweet nectar, and even the fear of this alone revealing her was the last thing on her mind. But it wasn’t like she was doing this out of her own feelings and arousal. No, no, no, never! Her pussy was wet because Pound had previously tonguefucked it to the point of orgasm. There was no way she would’ve been doing this of her own free will. Pound’s cock just wouldn’t go down with a hoofjob, and if he was to do his work today, he’d need a clear mind.

These were among the numerous thoughts running through her mind as she sucked off this cock. It also wasn’t like Cup was inexperienced with oral sex. She used to love doing it, spending hours sucking off Carrot before, during, and after the twins were born. But as Pound and Pumpkin grew up, her husband was becoming more and more distant, focusing almost entirely on the business. While this had helped with the bakery making more and more money, to help support the growing family, it left Cup sometimes feeling untouched.

For years, she was able to stave off these feelings, only to now have all of this slowly begin to unravel as she continued to suck off Pound’s cock. The colt was panting, shivering as he could feel the way his mum’s mouth enveloped his length, how the warm, wet tongue was rubbing along it, making him feel as if he could cum again at any time. The way she was going at it, Pound was gonna let out another heavy spurt of his thick cum.

The pleasure was almost impossible to explain, the way he felt the intense tingling running throughout his body, mixed in with the feeling of pleasure and almost mind numbing sensations. He couldn’t fully understand what was happening, but this feeling was so much better than when Cup had stroked him off before. And with how she was trying to muffle the quiet, wet sounds of her blowjob, it was so much for him to take in. Despite this, he continued to take the order.

‘Mumma’s…licking…my…’ Pound thought, his mind being constantly interrupted by the pleasure. ‘I need to…keep going…make Mumma…proud…’

Pound continued to take the order, with Bon Bon and Lyra patiently waiting, showing their support for the hard working colt as he continued to take their order. Cup continued to suck off her son, even reaching out with her hoof to gently fondle at his balls. The colt was getting closer and closer. He was going to cum. Cup could feel it as Pound’s cock was swelling a little bigger, and his balls were tightening against his body.

‘Oh thank Celestia!’ Cup thought, feeling as she was feeling her mouth start to get a little sore. ‘Come on Pound, just cum for me. Get it out, so this can be over.’

Pound panted hotter and hotter, shivering as his eyes were rolling back as his cock finally released his load. Cum gushed from his cockhead, filling Cup’s mouth as she drank down as much as she could. Even for a colt like himself, Pound had a very impressive load as it was firing off in his mum’s mouth. Cup’s tongue tingled as her throat tightened a little as she gulped down as much as she could. It wasn’t too much, but certainly was more than she expected.

Even after drinking down the cum, Cup continued to suck off Pound’s cock, not wanting to let a single drop escape, as well as to keep him from getting hard again. This did work to finally settle down the colt’s dick. But it also made him let out another small bit of cum, and then finally start to go limp. But to Bon Bon and Lyra, Pound partially collapsed on the counter, panting, and drooling somewhat as his tongue dangled from his mouth.

“I think we broke him.” Lyra commented, looking as Pound halfway collapsed on the counter. “Hey, hey Pound? Yoohoo, are you okay?”

“Yes, yes, I’m fine! So totally fine!” Pound snapped back to attention, seemingly running off a mix of clarity and panic. “I have your orders here, and I’ll be right back!” Before another word could be said, he rushed off.

“Huh, guess he got his nerves back.” Bon Bon commented aloud, shrugging her shoulders. “Well, I’m glad he’s growing up. I remember when he was a little foal.”

“Oh yeah, Mr and Mrs Cake looked so tired from all the crying.” Lyra giggled, thinking back on when the twins were younger. “Thank Celestia that Pinkie was here to help.”

“Speaking of Mrs Cake, I hope she’s okay.” Bon Bon commented, looking over towards the kitchen. “Usually she’s the one to take the orders. So I hope she’s not sick.”

“Nah, she’s probably fine.” Lyra commented, looking over towards the kitchen. The two mares were so close to the mare in question, her mouth full of cum; and yet they were unaware. “Pound’s growing up, so maybe she’s letting him try taking orders?”

As the two of them continued their conversation, and Pound was busy preparing their order, Cup was still under the counter. Hooves covering her mouth to muffle any breathing or panting that remained. The taste of Pound’s thick cum was still fresh on her tongue. It was so strong tasting, and yet sweet and creamy. The flavor was amazing, but Cup didn’t want to admit this. She couldn’t do it. If she did, she would be acknowledging that she got turned on by sucking off her son’s cock.

‘Oh, sweet Celestia…what am I thinking?!’ Cup thought, her mind was in a flurry of emotions. Regrets and passions were swirling in her head, her body was shivering as she swallowed down the last globs of Pound’s cum, and her mind was struggling to hold back admitting how good it felt. ‘I can’t be thinking this…I can’t…but…” She shook her head, trying to shake these thoughts away, but sooner or later, she knew she was going to have to confront these new growing feelings.

Pinkie's Offer

Cup Cake wasn’t sure what to do anymore. Her son’s behavior had grown from a simple curiosity to nearly disrupting work. Ever since Pound’s dick had become active, he had become more and more dependent on her help. Hoof Jobs were somewhat effective, but for the most part, the mare found herself taking a small step away from the kitchen to give her son a quick blowjob. He always appreciated it, and the way he would moan and pant would sometimes make Cup’s body tingle a little.

But it was becoming too much for the mare to handle. She knew she needed to tell her son to stop, but at the same time, she felt like she couldn’t. Pound was just so innocent, just so sweet, and he didn’t mean to be horny all the time. It was just his cock, this big, juicy, tasty looking…she would have to shake her head of these thoughts whenever they would come up. She didn’t want to admit it, but Pound did have an impressive dick.

“Oh, what can I do?” Cup asked herself aloud, pacing back and forth. “Pound’s…problem is getting too big…” Pausing, she felt a small shiver run down her throat and along her spine. “I can still taste him, and that was over an hour ago. What am I going to do?”

“Maybe I can help?” Pinkie commented, poking her head into the room. The sudden sound of the bouncy mare nearly made the older mare fall over with a shock. “Oh, hey Mrs Cake! What’s wrong? My Pinkie Sense told me you’re stressed. So what is it?”

“Oh, hey Pinkie. It’s nothing…it’s…” Cup replied, not sure how to respond. Pinkie was already a flirty mare by nature, but she was a kind, caring mare too. Maybe she could help? “It’s…it’s Pound. He’s growing up, maybe a little too fast.”

“Well of course he’s growing up. That’s what colts do.” Pinkie smiled, seemingly not getting what Cup was meaning. “But that’s not it is it? Are you worried about your little foals growing up too fast?”

“Well…yes, and no.” Cup explained, swallowing her nervousness. “Pound’s…dick has been growing and I’ve…I’ve had to help…relieve him from time to time.” Pinkie’s eyes widened in surprise, and her lips curled into a curious smile. As if that wasn’t enough to make her feel embarrassed, the mare continued. “But lately, he needs…relief more and more often. And sometimes, my hooves aren’t enough.”

“Oh! I see, I see…” Pinkie replied, quickly looking out into the hallway, as if to look for anyone eavesdropping. Closing the door, she leaned in closer to the mare. “So you gave little Pound’s not so little pounder a blowie?”

“I…yes…yes I have…” Cup sighed, feeling herself shivering as she felt so dirty saying it. But equally, finally admitting it to someone gave a small sense of relief. “I…I don’t want to keep doing this. But I love my little Pound, and the look on his face when he has an erection. It looks so cute, like he’s in pain. And I’m his mother. What else can I do?”

“Golly, Mrs Cake, sounds to me like you’re really going through a lot.” Pinkie commented, gently rubbing Cup’s back as she tried to comfort the older mare. “I know, maybe you just need something to help you think?”

“Pinkie, at this point, I’m just about ready to take any help.” Cup sighed, not sure what to do anymore. “I…please promise me, you’ll keep this conversation to just between us?”

“Of course, Mrs Cake. I pinkie promise!” Pinkie smiled, placing a hoof over one of her eyes. “Now, as for your immediate problem. I might have something that could help.” Reaching into her poofy mane, she pulled out a small slip of paper. “Ah! Here we go. Meet me at this address after we close today. It’ll help! I promise!” Before Cup could ask further, the mare turned to bounce away, off to do whatever her plans for the day were.

“This better be worth it.” Cup commented, sighing under her breath as she looked at the address. “Oh well, couldn’t hurt to try.” With that, she went on to resume her shift for the day.

After finishing her shift, Cup closed the bakery and left without saying a word. She was kind enough to leave a note for Carrot, but all it said was that she was meeting with Pinkie. Walking along the darkening streets, she felt as if her body was being struck with a shivering chill. Was this nervousness? Guilt? Uncertainty? No, no, that couldn’t be it. Pinkie was a long time friend, and she would never suggest something if it wasn’t in Cup’s better interest and betterment. Time seemed to fly as she had these worries and doubts, as before long, she had arrived at the place where Pinkie told her to meet.

It was a house, just a modest looking home. Nervously, she looked around, and seeing nopony around, knocked at the door. There was a small, and yet exhausting amount of time before the door opened. Standing there, was a familiar mare she had seen before. Cream Heart, one of the mares in Ponyville with a somewhat sketchy reputation as being a milf, seducer, and homewrecker. Cup had heard these rumors, but paid them no mind. But why was Pinkie asking her to meet her here?

“Mrs Cake? What brings you here this evening?” Cream asked, raising a curious eyebrow. “Is there something I can help you with?”

“I…I don’t know.” Cup replied, showing the paper Pinkie gave her. “Pinkie gave me this, and told me to come here tonight and-”

“Oh, I see. Yes, she’s here.” Cream nodded, gesturing for the mare to follow. “Right this way.”

Closing the door behind her, Cup followed behind this mare. The way she walked, the sweetness in her voice, it was easy to believe these rumors, but Cup had far more to worry about than gawking at some other milf mare. Cream said nothing, only guiding her guest to a room at the end of a long, dark hallway. Opening the door, Cup’s eyes widened. Inside, she saw Pinkie, but she was in the middle of making out between four other colts. An earth colt, pegasus, and two unicorns made up the four, but it was the way the mare was engaging in such activities with them that made Cup blush and stutter nervously.

“Oh! Mrs Cake! You made it!” Pinkie cheered, waving to the mare as she gestured to the colts around her. “This is Apple Bud, Dipsy, Powder Blue, and Shining Star. We’ve been waiting for you!”

“W-w-w-w-what’s going on here?” Cup stuttered, looking over to Cream who only seemed to have a calm smile on her face. “You…you’re okay with this?”

“Colts are gonna grow up eventually, so why not show them so they can be better prepared?” Cream commented, then turned her attention to Pinkie. “I’m gonna go back to Button and Sweetie, have fun with your guests.”

“Okie dokie lokie!” Pinkie giggled, to which Cream left the room. “So, now that you’re here, we can begin.”

“Begin what? And did she say Button and Sweetie?” Cup asked, still not sure what was going on. “What’s going on here?”

“Oh yeah, she and her son have been fucking for years.” Pinkie explained, still giggling as if she was remembering something. “Sweetie was a little mad when she found out, but now the three of them have been in a loving threesome for a while now.” Looking at Cup, she saw the older mare was still confused. “Oh right, why did I call you here? Well, I figured this was the best way to help you get over your worries.”

“By taking advantage of these innocent colts?!” Cup gasped, looking at the ponies. Sure, they were small, and cute, and she could see their cocks poking from their sheaths. “D-d-do their parents even know about this?”

“Well…yes…yes…yes I believe so, yes.” Pinkie replied, tilting her head back and forth as she thought. “You see, these little goodies were actually really naughty, and so my Pinkie Sense told me they were just tense up, so Cream and I told their parents we could help them. And so we are.”

“And you do this…by…by…” Cup couldn’t even say it, she was blushing so intensely as she looked at the colts. They were blushing up at her, and she could almost smell the combined scent of their dicks. “I-I-I-I don’t know about this, Pinkie…m-maybe this was a bad idea?”

“What are you talking about?” Pinkie commented, bouncing her way over to the mare. Walking around, she took a hoof, groping at Cup’s ass. “With an ass like this, you know it’s a good idea.” Cup blushed, only to then let out a yelp as the mare then smacked her ass. “But, if you’re still nervous, I can help with that.” Before Cup could even say anything, she moved herself right in front of her, and gave her a kiss.

This wasn’t just some lip on lip type of kissing, this slutty mare was fully making out with Cup. Her tongue slipped into her mouth, moaning a little as she was sending wave after wave of intense pleasure as she was feeling herself getting all these tingling sensations. Cup’s mind was becoming numb as she could feel her pussy getting wet. She hadn’t been kissed like this in so long, and the pent up feeling she had only seemed to come out all at once. But eventually, Pinkie pulled herself away, looking deep in the mare’s eyes.

“There we go. Feel better?” Pinkie asked, to which all Cup could say in response were low cooing and some moans as her mind was catching up to her body. “Sounds good to me. And besides…” She looked at the colts, all who were blushing, panting, and had their dicks twitching out precum. “I think they’re ready too.” Before Cup could even attempt to say anything, she placed a hoof on her lips. “Don’t worry, today is just about putting you at ease. So you get to watch me with these little darlings.”

Cup only watched, finding a place to sit as she couldn’t take her eyes off Pinkie. The four colts approached the pink mare, panting a little as their dicks were twitching and leaking out precum. She giggled, getting in a lying position as the colts drew nearer. Reaching up, she started by fondling their small balls with her hooves, while two others approached, focusing more on Pinkie’s impressive looking, soft pink teats.

“Come on, don’t be shy.” Pinkie giggled, looking at the colts. “Just like last time, let Pinkie give you all some yummy cummies!”

Opening her mouth, Pinkie took in one of the colt’s cocks, sucking it off as the colt was panting and moaning in pleasure. Her other hoof was busy playing and teasing the cock and balls of the other colt at her side, which was also panting and moaning in an adorable fashion. At her teats, the other two colts were busy trying to pleasure the older mare. One was pressing his mouth against her teats, suckling on her nipples while his dick was twitching, while the other was pressing his face against Pinkie’s moist pussy lips, getting her even wetter as he attempted to pleasure her.

Cup could only watch on, shocked at the sight of Pinkie’s behavior with these colts. And yet, the more she watched, the more her mind turned back to her time with Pound. How good his tongue was against her ass and pussy, as well as the feeling of his dick rubbing against the back of her throat when she sucked him off. She could feel her body getting hotter and hotter as she continued to watch. As well as this, she could feel as her own pussy was slowly getting wetter. Was she getting aroused by watching Pinkie being gangbanged by colts?!

Pinkie looked like she was having the time of her life. The way the colts were working so hard to draw out as much pleasure as they could, and yet were so adorable in their attempts to make Pinkie feel good. It tugged and teased at Cup’s motherly heartstrings. She couldn’t help but feel a warmth in her chest, how these colts were so hardworking, and the pleasure Pinkie was feeling only added to this sensation. For a moment, she could only stare, watching each and every colt that was rubbing, licking, kissing, and suckling along Pinkie’s body as the mare shivered from feeling these colts on her.

Pinkie continued to service this colt in her mouth, moaning playfully as she was sucking him off. Her hoof was getting the other one closer and closer to a small orgasm. And the two by her thighs were enjoying the feeling of her soft teats, and her glistening wet pussy. Her moans became louder and louder, more and more whorish in tone as she was feeling herself getting closer to a climax. The colts only panted and moaned, picking up their own paces as they wanted to bring out as much pleasure as they could from the mare.

Cup only watched on, shock and awe on her face as the colt’s adorable faces when they moaned, and how their dicks twitched and leaked out more and more precum. They wanted to cum, that much was clear, but the way they were going about it, they wanted Pinkie to cum first. Ego maybe? The feeling that these colts wanted to make the slutmare cum first to make them feel bigger than her? Or was it a kindness? Where they wanted to make Pinkie cum because she does something like this for her.

But there was no way they could hold themselves back. The colts moaned and huffed, but tensed up and shivered as they were cumming. The one in Pinkie’s mouth reached up and hugged against her head, humping faster and faster against her mouth to try and get the most out of his orgasm. The one being given a hoofjob shivered as he fired off a few spurts of his cum all over Pinkie’s face and mane.

The ones closer to her pussy didn’t cum, but they were shivering as if they were going to at any moment. The one at her teats began to crawl onto the mare’s belly, angling himself to slide his cock between her soft teats. While the other one pulled his soaked muzzle from her pussy, and started to rub his cockhead gently against her moist entrance. Pinkie moaned with the dick in her mouth as she felt the colt slowly starting to push his dick in her pussy.

Cup was still shocked, these colts, these sweet, tender, innocent looking ponies were currently gangbanging one of the sluttiest ponies in town. It was just more than she thought she’d ever see. But the part that seemed to worry her the most, is that she couldn’t look away. The way their cute, little bodies humped in and out of Pinkie’s wet holes, along her alluring curves, and the look of sheer bliss in her heart filled eyes.

Moving faster and faster, Pinkie was milking these colts, getting them to cum again as she did not switch over to the other colt, lifting and placing him on her face as she let the first one hump and rub his cock in her poofy mane. Pinkie’s mouth was being humped, her teats were being toyed with, her pussy was being fucked, and her mane was being jerked into. And yet, she had this look of sheer control and pleasure, as if she loved this feeling and couldn’t get enough of it.

The one in her pussy was getting close. He was panting, with his little tongue dangling off the side of his mouth. Pumping himself in and out of Pinkie’s pussy, he could feel as his dick was twitching, ready to blow. The colt rubbing between the mare’s teats was equally getting close to an orgasm. The two were rubbing themselves against and in the mare, making her moan in pleasure as she was sucking off the other colt.

Pinkie loved this feeling, to be fucked and pleasured by such sweet, innocent, and playful colts. Sure, older stallions had far bigger cocks, able to stretch her flexible body and stuff her with so much cum, she could almost drown and bathe in the spunk. But there was just something so amazing, so passionate, and so heart warming as to have these adorable colts work so hard to try and make her cum for them. Pinkie shivered as she was feeling tingles of pleasure run through her body as she did so.

These shivers were just too much for the colt in her pussy. Panting and crying out in a small moan, the colt pushed as hard and deep as he could, bottoming out in the mare’s soft hole as he released himself. The colt couldn’t hold himself back. Moaning out in an adorable sound, he came in Pinkie’s pussy. The small amount was so warm as it spilled in the mare’s pussy, to which her tight hole eagerly drank it all down.

Moaning a somewhat muffled sound on the colt she was being facefucked by, Pinkie sucked faster and faster. The sound of her slutty moans echoed a little, sending a shiver down Cup’s spine as she could see the looks of cute pleasure on the colts who had come. They looked like they had so much fucking Pinkie, and the mare’s moans showed off how good she was feeling. The one at her teats seemed to be the next one ready to cum.

Pressing his small hooves against her soft teats, he was humping in and out as if she had another soft pussy. Panting and moaning, he was huffing as he was struggling to hold himself from cumming. Pinkie’s moan, and the softness of her teats were too much for him, however. He was about to cum, and no matter how much of a strong face he tried to put on, he couldn’t hide the scarlet red blush on his face.

This colt came, pressing and almost hugging himself against Pinkie’s teats. His small, sloppy mess spilled out, making a small pool of colt cum on the mare’s belly, but it was too much for him as he collapsed, sliding off the side of Pinkie’s belly as the mare continued to suck off the last colt. He was holding out as long as he could, but it was obvious that he was about to cum. Wrapping her hooves around him, Pinkie hugged his body close, letting him hump in and out of her mouth as she moaned and giggled.

Cup could feel a growing heat in her own pussy. She didn’t want to admit it, but she was getting aroused by this. Her body at the very least, not her mind. Her pussy was getting wet, her heart was getting lighter, and she couldn’t help but feel as if she was sweating nervously. Would Pound be this adorable if she let him fuck her? No, no, no, this wasn’t right! She came here because Pinkie seemed like she could help. But how was this helping?

Bobbing her head up and down, faster and faster, the mare wasn’t able to stop herself from letting the colt’s cock rub along the back of her throat, and how it was tickling along her tongue. The colt was moaning, wrapping his hooves around Pinkie’s head, hugging and humping in and out of her mouth. He was about to cum, but wanted to hold out a little longer. Would this be over after the first orgasm? Did he want to just try and dominate Pinkie? Could he? All these questions stirred in Cup’s mind as she watched on.

Eventually, the colt’s stamina gave out. Trembling, he smacked his body as hard and as deep as he could in Pinkie’s mouth. She moaned as she eagerly drank down as much cum as she could. As well as this, she reached full around the colt, hugging one hoof around his back, and the other was playfully groping at the colt’s flank, making him flinch and cum a few more spurts of cum in her mouth. Pinkie swallowed it all down, drinking and slurping the colt’s spunk down like a sweet treat.

The colt, weakened from his orgasm, slipped off the mare’s face, sliding off to the side as he lay panting and exhausted. Cup looked at the four colts. All of them were tired, their little cocks weren’t fully limp, but not fully hard either. So maybe they could keep going, but needed a moment to rest. Was this something Pinkie did so often with them, that she’s trained them to handle multiple rounds of sex? What would happen when these colts grow up? Would they be massive studs, able to fuck for hours?

Cup could only shake her head of such notions. She didn’t want to think about any more dicks, and yet even when she closed her eyes, her mind seemed to play around the idea of her riding Pound’s dick. To take charge, to see that adorable look on her son’s face as he would cum in her pussy. Or would it be the opposite? Would she let him fuck her from behind, or even hump her throat like a pussy as he came in his sweet and precious voice? Cup could only continue to shake herself of these thoughts. It was all Pinkie’s fault for confusing her like this, it had to be.

“Very good. Very, very good.” Pinkie cooed, laying in the afterglow as the four colts collapsed on the floor. “Aww, they’re all tuckered out.” Giggling again, she looked over to Cup. “So, what did you think?”

“What do I think? What do you expect me to say?” Cup gasped, seeing the sleeping, spent colts and back to Pinkie. “What was the point of all this?”

“Oh? Well, the point was to show you that fucking colts is okay.” Pinkie replied, looking between the colts and Cup. “I mean, if you want, I can show you how to please Pound. The same way I just got all these cuties to cum.” Her lips then curled to a playful smile. “Or, if you don’t wanna handle a little Pound, I could take care of him…if you want.”

“You don’t mean…” Cup asked, but of course Pinkie meant what she was saying. She had just watched her fuck four colts at once, and this slutmare looked ready to milk more young dicks with her body. “I…I…I…”

“No need to be shy about it.” Pinkie replied, getting uncomfortably closer to the milf mare. “Besides, you know I’m highly qualified. Look at how happy I made these little darlings. I can do the same to Pound and his dickie.”

“I…I…n-no…no, no, no, absolutely not!” Cup snapped for a moment, only to calm down a little. “I’m sorry…but I…I…I need to think about this.” Before Pinkie was given a moment to reply, the mare turned, rushing out of the house in a mad dash.

“Oh gosh…I guess I might’ve come on a little too strong.” Pinkie sighed, rubbing the back of her head as she realized her plan didn’t work as well as she hoped. “I’ll have to apologize to Mrs Cake later.” As she spoke, she looked over and saw some of the colts were waking up a little, or at least their dicks were getting hard. Giggling, she licked her lips. “But…it is pretty late. And she might need time to think. So I guess there’s no harm in waiting until tomorrow.”

Reapproaching the colts, Pinkie took her hooves and started to rub them, getting them nice and hard as she continued to giggle. The pink slutmare loved this, seeing them moan and almost plead and beg for her touch. And they would get it. Oh yes, they would get Pinkie’s pussy, mouth, ass, teats, mane, anything they wanted, she would have them fuck her. They were just so adorable, so precious, that she couldn’t say no when seeing their moaning faces. Looking back towards the door, she wondered if Cup would eventually see her side of things. But this would be an issue for later. For now, she was craving some yummy colt dicks.

Secret Relief

Pound’s mind hadn’t been the same since his mum sucked his dick. As well as this, seeing his sister, Pumpkin, not only accidently try his cum, thinking it was glaze, but seemingly liked it. All throughout the night, he ran the scene through his mind over and over again. He couldn’t get it out of his head. There was no way he could tell her, she’d be disgusted, or worse, tell their mum. Shaking his head of the worries, another thought ran through his mind. What if he could see if it was his cum, or just a fluke. What Pumpkin didn’t know couldn’t hurt her, right? Somewhat convinced of this strange idea, he tried to sleep comfortably about it.

In the morning, Pound rushed over to the kitchen, grabbing a small dish with a glazing brush. With it, he ran to the restroom and began to feverishly masturbate until he came enough thick, hot spunk to nearly fill the small dish. Rushing back to the kitchen, he cleaned up his hooves and started rolling out some dough. He had to work fast, having woken up a couple hours before the rest of the house, he needed to get this done or else this crazy idea would be discovered. Panting a little, he rolled out the dough and started getting them into shape. He was going to make donuts.

By sheer fortune, or even some blessing from Princess Celestia, Pound managed to finish two donuts, and was just finishing the glaze when he heard the merry trotting of his sister coming down the stairs. She had always been a bit of an early riser, though more often than not, this was to try and sneak a few bites of any extra sweets from the day before. Regardless, Pound was going to take full advantage of this, only pretending to notice Pumpkin right as she walked in the kitchen.

“Oh, Pound?! You’re up early.” Pumpkin asked, looking at her brother with a curious expression. “Are you…making donuts?”

“Why yes, yes I am.” Pound replied, just putting the last of the cum glaze on the two donuts. “I figured, since you have your massive sweet tooth, and you really liked that new glaze I made, that I’d make some more for you.”

“Aww, that’s so sweet.” Pumpkin commented, walking over to give her brother a hug. “You’re such a good brother.”

“I will try.” Pound replied, taking a step back as he let his sister’s magic take hold of the finished food. “Let me know what you think.”

“Oh I will.” Pumpkin giggled, licking her lips as she levitated it over to her mouth. Opening it, she took a big, cheerful bite out of the donut, almost moaning a little as she savored the flavor. “Oh my, it tastes good, like really, really good!”

“Oh good, I was worried I got the recipe wrong.” Pound chuckled, trying to hide the face he was blushing as Pumpkin was eagerly eating a cum glazed donut without realizing it. “I guess I’ll have to put these on more pastries I make.”

“Oh you should! You really should!” Pumpkin smiled, eating the rest of the donut eagerly. “These are so good, are you sure you don’t want the other one?”

“No! No, no, no.” Pound responded, almost in a snap back tone, before clearing his throat. “I’m sorry, I woke up a little too early to make them. But I made them especially for you, so you should have them.”

“Aww, thanks Pound!” Pumpkin replied, hugging her brother again. “You’re the best!” Pound could only walk away after the hug, struggling not to laugh to himself.

As the colt left the kitchen, the happy and slutty Pinkie skipped and bounced her way in. Despite having just come back from a long night of colt orgies, she wasn’t sleepy in the least. But she did notice the happy look on Pumpkin’s face as she was eating the donut. Deciding to be a little playful, the mare snuck up behind the filly, and before she realized it, Pinkie’s hooves were in front of her face. Pumpkin nearly jumped out of her coat, but then heard the familiar giggling voice.

“Peekaboo…who’s that pony behind you?” Pinkie giggled, hugging the filly close to her. “Heyya Pumpkin! Whatcha eating? Is that a donut? Looks yummy!”

“Oh, hey Pinkie!” Pumpkin giggled back, looking at the goofy, happy smile on the mare’s face. “Yeah, Pound made some donuts for me, even put in a special glaze.”

“Special glaze?” Pinkie asked, her nose picking up a faint and familiar scent. “Can I try some?”

“Sure.” Pumpkin smiled, breaking off a piece of the donut and handing it over to Pinkie, who eagerly took a bite, almost moaning from how it tastes. “Tastes good, doesn’t it? I’m so happy that Pound made them.”

“Oh yeah, they’re so yummy!” Pinkie cheered, seeing the look of happiness on Pumpkin’s face. “And they have such a unique, but familiar taste.” As she pondered, she felt a sudden shiver run though her body. Her Pinkie Sense was telling what this was, cum. “Pumpkin, what do you think the glaze is?”

“I don’t know, but it does taste really good.” Pumpkin cooed, shivering a little as she finished it off. “I don’t know why, but it really tastes good. And well…” She paused, looking at Pinkie with nervous eyes. She trusted her, so there wasn’t any reason she wouldn’t talk to her about this, but even then, it was a little strange to the filly. “But eating these donuts is making me all tingly. And since Pound worked so hard making them for me, I feel…well, all tingly…all over. Pinkie, what’s going on?”

“Oh, don’t you worry about that.” Pinkie partially lied, leaning in to hug the filly. “The tingling is good, it means it was really yummy.”

“Really?” Pumpkin asked, being reassured by Pinkie’s words. “Aww, thanks Pinkie. I knew I could count on you.”

“Don’t mention it.” Pinkie replied, smiling at the filly’s trust in her. But her smile turned from innocent and cheerful, to a playful and mischievous smirk. “But speaking of not mentioning it. Keep quiet about this from your parents, and I can show you where to get more of this yummy glaze.”

Pound was in an annoyed huff. Moving throughout the house, it was like he couldn’t get any time with his mum. Everytime he would try to get to her, she wasn’t there. She had to be home, he just knew it, but it was like he couldn’t find her anywhere. It was beyond frustration. Since seeing his sister happily eat those cum glazed donuts, he’s been fighting off a growing bit of a pent up boner. It was only through sheer force of will that he wasn’t waving it back and forth as he trotted about the house looking for his mum.

Not even masturbation could alleviate him of this dick. Sure, he was getting some tingles and a little cum out as he was feverishly stroking off his hoof in the bathroom. But after Cup sucking his dick, nothing could even remotely compare. His mum’s soft folds, her precious, delicious mounds, and that beautiful mouth. There was no way he could go back to just jerking off from that. Cup’s mouth had inadvertently spoiled him and his cock. Groaning in frustration, he finished the best he could, but at best, this settled down his dick, but he was still so very, very horny.

“Pound? Are you still there?” Carrot called out, knocking on the bathroom door. “When you’re done in there, I need you to take out the trash.”

“Okay, dad.” Pound groaned, rolling his eyes as he cleaned himself off as best as he could. Getting out of the bathroom, he only sighed again, mumbling to himself. “Worst…day…ever…”

Taking out the trash, Pound tossed the large sack over into the dumpster, but when he did so, he noticed a slip of paper break free from the trash already there. He couldn't fully see what was written on this paper, but what he did see had the words; “good time” on it. Curious, he reached for this bright pinkie colored paper, it seemed to be an advertisement, or some note that must've been thrown out for whatever reason.

“For a good time…with Velvet Tongue…” Pound read to himself, muttering the words in a whisper. “Come to The Wall at 3 o’clock…” Looking at the paper over and over again, he pondered aloud to himself. “Well…not like I have any other options.” Crumbling the note, he tossed it away again and trotted off to the house, not noticing the smiling face of Pinkie hiding just out of sight.

When the time came, Pound followed the instruction, meeting at the location to meet this Velvet Tongue. Arriving at The Wall, the colt looked around, but saw nopony else was there, only a small sign over an open hole that he couldn’t see through to the other side. Looking at the sign, it read: “Wait for the Knock, then Place your Dick in the Hole, and let Velvet Tongue work her Magic”. Shrugging a little, he did another look around, and when he saw no one was coming, he approached the hole.

‘Hmm, do I just…stick it in?’ Pound thought to himself, though he was reading the sign over and over again. ‘Maybe I just have to wait?’ As he sat there, his mind wandered as to what sort of mare this Velvet Tongue was. What did she look like, and if she was just going to suck him off, or would she let him fuck her?

While Pound was busy waiting for this Velvet Tongue to show off, Pinkie and Pumpkin were making their way to The Wall, but from the other side. The filly wasn’t sure how this was related to getting more of this cream she liked, but she trusted the older mare. Pinkie couldn’t stop giggling to herself, feeling a somewhat rush of fun and a flurry of eagerness. She couldn’t fully believe what she was about to do, but Pumpkin looked so happy when she was eating that donut, showing that surely there wasn’t any harm in giving her what she wanted.

“Here we go. But keep your voice down.” Pinkie whispered with a giggle, the two approached The Wall. “This is it.”

“Right here?” Pumpkin asked, whispering as she looked at the hole, not fully able to see through to the other side. “Okay, so this is where I can get that cream?”

“Oh yes, just a moment.” Pinkie whispered, raising a hoof, she knocked at the wall. After a few awkwardly quiet moments, Pound slipped his cock through the hole. “There we go.”

Pumpkin’s face went into a bright, red blush. She had never seen something like this, at least not this up close. It was a stallion part, that much she was sure, having accidentally walked in on her father once or twice. But was this where the cream came from? Licking her lips, she could still taste the flavor of this glaze she had had earlier. But the more she looked at it, the more she was shivering with some strange, tingling feelings.

“Is…is this it?” Pumpkin asked, whispering to Pinkie, her eyes still fixed on Pound’s cock, unaware it belonged to her brother. “Where does it come from?”

“Yep!” Pinkie explained, holding back her giggles as she looked the cock over. “Pretty big too.” As she gazed at this dick, she shivered a little, wondering what it would be like to have such an adorable beast inside her. “Well, let’s get you that cream.”

Opening her mouth, Pumpkin almost felt an instinctive urge to lick at the tip of this dick, seeing some of the cum she wanted to leak out of the blunt cockhead. At once, the flavor struck her senses. It was the same as before, the strong, rich, and delicious flavor she had tasted before. Her body felt the same tingles as before, but they were growing stronger as she was licking more and more along the cockhead. Both Pound and Pumpkin were unaware of what was happening. He believed this Velvet Tongue was slowly working his length over, while she believed she was getting this sweet cream she craved. Only Pinkie knew the truth, and she was getting turned on watching this display.

Taking in more and more of this length, Pumpkin started to bob her head up and down, licking and sucking off this cock, the taste of the precum was making her tongue tingle, sending shivers down her spine. She couldn’t explain it, but sucking this…this thing, it was making her body feel hot. Her pussy, it was feeling just as tingly as her tongue, and she felt she only wanted to do this more and more. Pinkie smiled, resisting the urge to just start rubbing her own soft pussy while watching Pumpkin unknowingly suck off her brother.

“Don’t just suck on it for the cream.” Pinkie suggested, smiling as she stared at this cock. “But look at those orbs.” She gestured to Pound’s balls that had made their way through this hole. “That’s where the cream is stored, but you get it out of the shaft by sucking and licking it.”

“Really?” Pumpkin asked, pulling her mouth quickly off this dick. Leaning down, she pressed her muzzle against these round balls. Sniffing it, she only shuddered and cooed softly as if her body was feeling even more pleasure from it. “They smell so good, so sweet.” Opening her mouth, she couldn’t help but roll her tongue over this sack.

“There we go, just like that.” Pinkie encouraged, surprised at how quickly Pumpkin had taken to oral worship, without even realizing it. “That’ll help get the cream nice and warm, but you gotta suck the shaft for the full load.

Pound moaned softly, shivering as he compared this blowjob to the one he got from his mum. They were remarkably similar, but there was still a vast difference between the two. Cup’s mouth felt so much better, but this Velvet Tongue was a very close second. Part of him wondered what else this mystery mare could do for him. Pumpkin only continued to suck off this cock, taking it deeper and deeper in her mouth. It was so strange, like a familiar feeling, as if she had seen this thing before, but couldn’t place it anywhere in her mind.

‘This tastes so good.’ Pumpkin thought to herself, feeling as her own body was shivering from the growing pleasure. ‘But I want more. Maybe if I go faster, I can get the cream faster.’ As soon as she thought that, she started bobbing her head up and down the length faster. The faint sound of her sloppy wet blowjob was making Pinkie more and more aroused.

While Pumpkin was enjoying this, unaware that she was sucking off her own brother’s cock, Pinkie could smell it, the filly’s arousal. It was sweet, with a hidden aroma of want and desire. The older, slutty mare licked her lips, gazing at Pumpkin with lustful, hungry eyes. Giggling a little, she carefully snuck around the filly, taking full advantage of her distraction. It wasn’t until she was almost a hair’s breadth away from the filly’s small, round, tight looking flank that Pumpkin realized she was there.

‘Pinkie?!’ Pumpkin thought, unable to reply as the cock almost gagged her. ‘What are you-ohh!’

Grabbing at Pumpkin’s thighs, Pinkie spread them, exposing not only her winking, tight looking pucker, but her delicate, glistening wet, sweet smelling pussy. Licking her lips, the slutmare couldn’t hold herself back and leaned in. Giggling some more, she started with a tender kiss, letting her own soft lips press against Pumpkin’s own pussy lips. It was sweet and slow, a steady motion that was going to try and put the filly at ease, as Pinkie wasn’t nearly as finished.

Pumpkin felt a shiver run down her spine, but the cock in her mouth, the sweet taste of the precum rubbing along her tongue, she was still partially in a daze. Pinkie, not sensing anything was wrong, pushed forward. Using her lips to better spread the filly’s pussy lips, she started to slowly wedge her slippery tongue into this pussy. But this was the end of Pinkie being gentle and slow. As soon as she managed to get the tip of her tongue in this moist hole, she shoved her oral appendage in there.

Pumpkin gasped a breathless moan, pushing herself more on Pound’s cock, which only caused him to gasp as well as his dick throbbed ready to blow unknowingly in his sister’s mouth. Pinkie wasn’t holding her back. Sliding her tongue in and out of this sweet, filly pussy, the slutmare was eagerly feasting on this young delicacy. Pumpkin was shivering and moaning, her body somewhat trembling as pleasure was rippling into her from both ends. She was caught between this magnificent cock and its tasty cum, and Pinkie with her amazing tongue.

The filly’s eyes were starting to roll back as she could feel herself getting closer and closer to orgasm. Pumpkin had never felt this good before, and the more she felt this good sensation, the more she bobbed her head up and down the length of this cock. She couldn’t understand it, but she couldn’t get enough of it. Pinkie was equally savoring this young pussy. She normally loved the taste of delicious colt dick all over her, but there was still a special flavor of filly pussy. And her cute moans only made it all the more savory.

‘What’s going on?!’ Pumpkin moaned, thinking to herself as her mind was bubbling with all manner of pleasures. ‘My…my lower place…it’s getting all tingly…’ Panting over this cock, she continued to suck it off, feeling as if she was going to cum at any moment. ‘Something’s coming…my belly feels so tight…why does this feel so good?’

Pinkie continued to feast on delicious filly pussy, rubbing her face against this soft, tight flank. It was so good, making her own pussy so wet and aching for cock or tongue to fill it. She would need to ride some dick after this. Maybe she could snatch up some colts for an orgy, or she’d have to call in some favors from Applejack to “borrow” Big Mac for several hours. Either way, this slutmare needed to feel a release soon. But that can come later. For now, she wanted to let Pumpkin experience her first major orgasm.

Pumpkin could feel herself getting closer and closer. The sensation of having this yummy dick on one end, and slick, slippery tongue from the other end. It was all becoming too much for her, and she needed to let it all out. Panting and moaning muffled sounds of euphoric pleasure, she submitted to the feeling. It felt so good, to feel it from both ends, and would need to feel this again. Whimpering out her adorable sounds, she tightened up, shaking as she released herself.

Pinkie just barely managed to pull her tongue free of Pumpkin’s tight pussy before being sprayed with her glistening juices all over the older mare’s face. It was so sweet tasting, and smelled like some baked pie. Pinkie couldn’t help but continue to kiss and lap up the sweet flavor of Pumpkin’s nectar. She loved this feeling. It was so good, and she could only continue to lick and taste down this sticky sensation as she was rubbing her own pussy with one hoof.

Pinkie’s pussy shivered and soaked the mare’s hoof, causing her only to tremble a little in the pleasure it was rippling throughout her body. She wanted more, part of her just wanted to toss Pumpkin off this cock and deepthroat it until her belly was round and bloated with cum. But that could come later. Pinkie wanted to be patient, she wanted to enjoy this build up. And most of all, the idea that she had managed to get both brother and sister to fuck filled her with an eagerly glee that few sensations could rival.

While Pumpkin was experiencing her powerful, wet, and sloppy orgasm, it caused her to not only deepthroat Pound’s cock, but the tightness of her warm throat was enough to push the colt over the edge as well. He panted and moaned, feeling as his dick swelled and throbbed, finally releasing himself in this Velvet Tongue. Pumpkin wasn’t given enough time or warning, Pound’s release was just as big and wet as hers was in Pinkie’s mouth. Despite her attempts, the filly just couldn’t hold it all, and yet she instinctively tried to swallow it all.

Pumpkin’s eyes widened as she drank down the cum, gulping as much as she could, but it was too much. The force of this powerful orgasm, added in with the weakness in her knees, caused her to fall back. The cum splattered and spilled all over her face and body, barely any of it fully getting in her mouth, save for the initial burst. Pound grunted and groaned, letting his cock throb and cum madly as he unknowingly coated his sister’s body in his spunk. This also caused Pinkie to fall back as she looked at the resulting climax.

‘Oh wow…that felt so good…’ Pound thought to himself as he slowly managed to pull his limping dick away. Shivering nervously, he considered looking through the hole, maybe to see if he could see this Velvet Tongue; but was still too shy about it. ‘I need to come here again sometime. She was almost as good as mummy.’ Once his cock was settled back in his sheath, he merrily trotted off.

“Welp, looks like the yummy cream is gone.” Pinkie commented, looking through the hole to see Pound trotting away. She licked her lips as she got one last look at his swaying balls. Quietly, she whispered to herself. “I’m so gonna get that dick.” After another giggle, she looked over to Pumpkin. “So, how was the cream?”

“It was so good.” Pumpkin cooed, looking at all the creamy, thick cum that was all over her body. Rubbing herself down a little, she licked along her hoof and body as best as she could. “It’s so good, so tasty.”

“Oh yeah, it’s a very tasty thing.” Pinkie smirked, getting in a position over the filly. “But you made such a mess, I can’t let you get home like this.” Leaning in, she started to lick along Pumpkin’s body.

The filly, too weak from her orgasm, and her mind still fucked silly in her afterglow to stop the mare. All she could do was moan some more as Pinkie worked her tongue over the filly’s body. Pound’s cum tasted so good, the flavor mixed with the taste of Pumpkin’s orgasm that remained on the mare’s tongue. She shivered, savoring it for a moment, but then returned to licking and lapping it up until Pumpkin was eventually cleaned up. But she was still laying there in the afterglow of her pleasure.

“There you go, nice and clean.” Pinkie giggled, looking down at the goofy smile on Pumpkin’s face. “Looks like you had a lot of fun. But that’s not the end of it.” Her expression changed to a confident, yet playful smile. “Just listen to your auntie Pinkie, and I’ll make sure you can get more of this yummy cream again.”

“Yay…thank you, Pinkie…” Pumpkin cooed, smiling her silly face to the mare. “It was so good…I want more.”

“Oh yeah, I’ll make sure you get more.” Pinkie replied, her face maintaining this happy smile. “But next time, try to save some for me.” She shivered as she giggled, the scent around her became heavy with lust and passion. “I wanna taste some yummy cream too.”

Things seemed to be going in some direction. Pound had unknowing fucked his cum in and all over his sister. Pumpkin was now borderline addicted to the taste and smell of cum, without realizing what it was. Cup Cake was nervously conflicted on what to do in regards to her son’s growing feelings and needs, even as she tried to push the memory of tasting this cock from her mind and mouth. And all the while, Pinkie was savoring this feeling, enjoying the thrills and excitement she was bringing to this family.

Fantasies

Cup Cake was in a rush, she had to be. Working herself into almost the point of collapse in the bakery, the older mare needed to keep herself as busy as possible. Her mind was just as fatigued as her body was getting. She needed to keep herself in this passionate display of professionalism. If she didn’t, she feared her mind would wander. And if it did, it would return to Pinkie, those colts, and especially Pound. Her body shivered a little as the face of her son entered her thoughts.

She couldn’t fully banish her son from her mind, especially his recent behavior. His smiling face, as it moaned out in orgasm. The way his cock throbbed in her mouth, and hooves. Or even how his tongue drove the older mare to the point of spraying her love juices all over him. But then she shook her head, almost smacking herself a little as she needed to maintain focus. As well as her mind, her heart was in disarray. For the last day and a half, she had gone out of her way to not interact with her son.

It wasn’t like she was actively trying to avoid him, she loved her son, but it was just so difficult to be in the same room as him. Or worse yet, if they were alone together for too long. She had hoped that spending some time away from her son would help quell his indecent feelings towards her, as well as to help her get over the thoughts of him and his large cock against her hooves, back in her mouth, or even deeper in her soft folds.

Shaking her head, even more frantically than before, Cup couldn’t let herself think about Pound more than she always was. This behavior didn’t go unnoticed however, Carrot, having been busy with more the financial records and bill paying of the business, only just noticed the way his wife had been looking. He knew she was upset about something, there was no way she would commit herself so feverishly to her job, something had to be wrong.

“Something wrong, hun?” Carrot finally asked, walking into the kitchen. His voice nearly caused the mare to jump out of her coat before looking over to him. “I haven’t seen you work this hard since after finding out you were pregnant. What’s wrong?”

“Oh, n-nothing…nothing at all…” Cup replied nervously. She couldn’t even begin to imagine telling her husband anything. “I’m just…I’m just a little…I think I’ve just been so focused on work lately.”

“I’ve noticed.” Carrot commented, seeing the vast amounts of cakes, cupcakes, and other treats that were being prepped and baked at once. “But you look so stressed. So what is it?”

“It’s…okay…I’ve been a little pent up lately.” Cup replied, not fully lying, but not being fully truthful. Strutting her way seductively over to her husband, she fluttered her eyes at him. “I was thinking maybe…you and I…can have some time alone. It’s been so long, after all.”

Carrot’s expression could only be described as a mix of curious, perverted, and happy. It had been a very long time since he and Cup had been intimate, and the chance to do it again would be nice. Nodding, he smiled at her, leaning in to give her a loving kiss. Cup took it, savoring the feeling of her husband’s lips on her mouth. The two enjoyed this moment for a little bit before pulling away. It had been so long, the mare’s body shivered and shuddered, longing to feel the touch of her stallion again. She wanted to forget about what had happened, and only to be with Carrot.

“So…see you tonight?” Carrot asked, not having had to woo his wife in so long, he was a little awkward about it. Cup only nodded, a blushing smile ran across her face. “Alright, I love you.”

“I love you too.” Cup smiled, almost feeling giddy with anticipation over what was going to happen tonight. As Carrot left her, she was almost humming to herself in joy. “Finally, it’s been so long.”

This was what she needed, a reminder that while Pound’s dick was impressive, and that there were mares like Creamy and Pinkie who loved to fuck with colts, Cup wanted a real stallion. She longed for the touch of her husband again. All she needed was that, a real stallion to fuck, and she could move past this Pound situation. She didn’t need to worry about her son’s growing and impressive cock. She had Carrot, and his dick was good enough for her. So enraptured in her own thoughts and wants, she failed to notice Pinkie walking into the room.

“Hey, Mrs Cake!” Pinkie greeted, nearly startling the mare. “You look really happy. Oh! Did something happen?”

“Oh, hello Pinkie.” Cup replied, not fully sure what to say to the mare. Then again, it’s not like Pinkie could ruin this evening. So surely there was no harm. “Well, I’m just having a very good day. And later on, I would like to be sure Pound and Pumpkin are going to bed a little early tonight.”

“Oh? Oh! You and Mr Cake?” Pinkie asked, only to see the blush on Cup’s face. “Don’t you worry, I’ll make sure it’s gonna be a night to remember.”

“No, no, no, that’s fine Pinkie.” Cup replied, not wanting Pinkie to get involved in any of this. “I appreciate the offer, but if anything, can you please make sure both Pound and Pumpkin are asleep?”

“Okie dokie lokie!” Pinkie nodded, skipping and bouncing away as her mind was teeming with all manner of plots and schemes. Once out of earshot, she murmured to herself. “Looks like I don’t have a lot of time. I better get to it!”

The rest of the day went along very smoothly, with both Cup and Carrot working hard on the business, as well as preparing for the next day. With the day’s work just about finished, the mare was ready to go to bed. The stallion remained working in the kitchen, wanting to get everything nice and cleaned up while his wife went off to bed. It was going to be a wonderful night, the two of them could just feel it. But what they never considered was that Pinkie had her own plans.

After setting Pumpkin to bed, Pinkie had met with Pound in her room in the attic. The colt was nervous, having the pink mare call on him like this. He wasn’t sure what she wanted, and there was just something about her voice when she met with him, telling him to see her after the work day was finished. The colt could still hear, almost feel her sugary sweet words in his mind as it seemed to make his cock twitch a little in his sheath. Arriving in the attic, the first thing he saw wasn’t the mare’s face, but her ass.

Pinkie was looking over something, some massive array of plots and plans scrambled and written on a board, all connected by different colored strings. If he could, Pound could make out whatever it was written on this board, but when he gazed in that direction, only Pinkie’s large, round ass swaying back and forth as she was seemingly deep in thought. But this was just a little game to her. She knew Pound was there, and wanted to tease him a little bit.

“Uh…Pinkie…” Pound nervously called to the mare, trying in vain not to stare at the mare’s amazing looking, round flank. “Y-you said you wanted to meet me after work today?”

“Oh yes, I wanted to give you something really special.” Pinkie giggled, turning to smile at the colt. “I know you and your mum have had a few…awkward moments.” Pound shivered at her words, which only caused her to continue. “And I know about your time with Velvet Tongue.”

“H-h-how did you…” Pound stuttered, taking a step back. Giggling, the mare only continued to sway herself over to him. “W-why…what are you…”

“How do I know?” Pinkie asked, giggling almost seductively as she leaned in to gently whisper in his ear. “Who do you think Velvet Tongue is?” Before he could answer, she licked along his ear. “Your cock was so yummy.”

“It…it was you?!” Pound gasped, staggering back as Pinkie continued to giggle. “B-b-b-b-but…I don’t…” His mind was in a panic, unsure what to do or think.

“Aww, don’t worry Pound.” Pinkie giggled, winking playfully at him. “I can have your yummy dick later. But I know you really want your mummy.” Pound blushed, trying to speak, but the words were caught in his throat. “Aww, so cute. Don’t worry, Pinkie’s here to help you.”

Pound wasn’t sure what to do. One the one hoof, Pinkie was Velvet Tongue, and having had her on his dick before, he wasn’t sure if she could even compare to his mum. But then again, if she was offering to help him, maybe she was telling the truth. As goofy and slutty as she was, Pinkie always kept her word. And if she could help him with his mum, maybe this was worth doing. The fact she hadn’t told either of his parents about what he did was enough proof of that.

“W-w-w-what…what do you have in mind?” Pound nervously asked. His own dick started to twitch in his sheath as the memories of Velvet Tongue’s mouth on his shaft felt. “I-I-I-I-I…”

“Don’t worry. All you have to do is just go to your mum’s bedroom tonight.” Pinkie giggled, her lips curling into a playful smile. “As for your daddy, I’ll keep him distracted.” Pound was far too distracted by the idea of being with his mum that he didn’t even consider what she was going to do to his dad.

“O-okay…sure…” Pound nervously nodded. “W-what should I…”

“Just wait near your parents’ room. You’ll know when it’s time.” Pinkie giggled, shifting over to walk past the colt, making sure to sway her ass from side to side as she did so. “Trust me, you’ll love this.”

Leaving Pound in her room, Pinkie skipped her way over to the kitchen. Thankfully, Cup was already gone, having gone to bed in anticipation of her husband. So with only Carrot there, the mare giggled a little. The stallion was alone, and it only sent a shiver of pleasure throughout her body as she did so. Swaying her way over to him, Pinkie took her time, wanting to see how long it would take for her to approach Carrot unnoticed.

“Hey there, Mr Cake.” Pinkie eventually greeted, her giggling laughter nearly causing Carrot to yelp and fall over. “Working hard, and alone?”

“Oh, Pinkie…no, no, I’m fine.” Carrot replied, seemingly mixing around his words before composing himself. “What is it? I’m very busy.”

“I can see that.” Pinkie cooed, getting even closer to the stallion. The way she spoke, how she gazed at him, her eyes were devouring him, and her words were tantalizing him. “You’ve been working so hard. Maybe you need an extra special…yummy reward.”

“Pinkie…don’t you look at me like that.” Carrot commented, backing away slowly as he was certain she was planning something. “I know that look in your eyes, and the answer is no.”

“Aww, but your little biggie is getting super eager for me.” Pinkie giggled, pointing at Carrot’s dick, seeing it slowly poke from its sheath. “Looks to me like it misses me.”

“N-no…no, no. This isn’t right.” Carrot commented, winching as he continued to take a few steps back. “I love my wife, and we can’t do these things anymore.” He was having a huffing feeling as his heart beat was getting faster. “What happened…that was a mistake. And I don’t want to make that mistake again.”

“Aww, you didn’t think it was a mistake before.” Pinkie giggled, swaying her way over to Carrot, who only continued to back away nervously. Eventually, his flank touched the wall. “Besides, I wanted to have a little more fun.”

“P-Pinkie…listen to me…we can’t do this anymore.” Carrot stuttered nervously. He was sweating, feeling the mare’s gaze almost devour him as he was unable to look away from her. “I love my wife. And what I did was wrong.”

“But when I was doing something…” Pinkie teased, now getting close enough to whisper seductively to the stallion. “You said…I was the best…cock loving…whore you’ve ever fucked…”

Her words, Pinkie sexy but vicious words cut and rippled deeply in Carrot’s mind and body. He was shaking, twitching a little as the memories of his times with her were flooding back to him. He hated this, he didn’t want to do this, and yet he could feel as his cock was starting to poke out from his sheath. He hated this, he didn’t want to feel this way, but it was becoming more and more obvious that Pinkie not only noticed his reaction, and it only made her want more.

“See, your yummy dickie misses me.” Pinkie giggled, smiling at him and fluttering her alluring eyes. “Maybe I should ask him?”

“No, Pinkie. No, not that…” Carrot protested, tensing up as he saw the mare drop down and get under him. “Whatever you’re planning, stop!"

Cup waited patiently for Carrot to show up. She wanted to be with her husband now, but understood he was very meticulous with his work; so it would be a small while before he would come to bed. Normally, she wouldn’t have any issues with this, but right now, it was agonizing. She needed her husband, she needed his touch, but most importantly, she needed his cock. This big, stallion dick, she needed to have a real size inside her again.

“Mmm, yes.” Cup moaned a little, letting one of her hooves slowly rub its way down her belly, ending at her soft teats. As soon as she touched them, she gasped out, shivering as the pleasure rushed through her. “Carrot…oh Carrot…Mmm…”

Rubbing on her teats with one hoof, Cup moaned out, she missed her husband’s touch, and wanted even more of his embrace. Closing her eyes, she let her mind wander further and further into a fantasy of what was to be expected tonight. She could see it, Carrot would walk into the room, silently close the door, and approach her. There was something in his eyes, that hungry look, the look she craved. She wanted him like this, she wanted her husband to take her.

Letting her mind wander, Cup only began to imagine how it would be once her husband would come to the bed. Back when they first got married, it was a nightly event. The stallion, so tired after a hard day’s work, would strut his way over to Cup, who would lay in bed, showing off her round, soft flank to him. The look in his eyes, fatigue, but it would be renewed as soon as Cup would spread her legs, showing off her soft teats to him.

Carrot would stare at his wife, a lustful hunger would fill his eyes. Cup would only lay there in anticipation, eagerly awaiting her husband’s touch. The way it would look as he would approach the bed, his eyes looking her over. But once he reached the edge, he was crawling on the bed, but not towards his wife’s mouth. No, no, he would go for her teats, those big, lucious things. Not fully of creamy milk yet, but would soon be after he would fuck her full of his foals.

Cup would only moan out, feeling as Carrot’s mouth would explore her lower body. The way her nipples would get hard in his mouth as the stallion would begin to suckle on them. Pushing on the other with his hoof, he kneaded the soft mound like it was the most delectable dough. The mare would moan in the pleasure, not wanting to stop her husband as he would continue to lick and suckle her teats. Her body would shiver and tremble, while her pussy would get wetter and wetter.

A sweet smell would fill the air, her arousal would become all the more clear while Carrot was only building up this foreplay. She wanted him to just take his big dick and fuck her, but he wanted to tease her. He wanted to make her beg for it. And he wanted to make sure when he would finally fuck her, she would be cumming just from the first thrust. Carrot would continue suckling her teats, as if he was seeking to drink the milk that wasn’t in there yet. His cock would slowly slip its way from his sheath, eager to pleasure itself with his wife’s body.

Cup would only moan for him to fuck her, she would beg for his dick, but Carrot would only tease her further. Moving his mouth slowly from her teats, the stallion would then bring his mouth and skilled tongue to her moist, tender, sensitive pussy lips. The mare would moan out, arching her head back as she would feel the sensation of her husband eating her out. Though he was always a rather skinny stallion, Carrot was a very big eater. And because of this, he knew how to use that tongue of his.

Kissing at her pussy lips, he was tender, gentle, and loving. He cared about his wife’s pleasure, making her shiver and twitch from the pleasure. It felt so good to have Carrot eat her out like this, the way she was making way for him and how he teased her. Cup couldn’t help but let out small moans of growing arousal. She was fidgeting, ready for her husband’s cock, but he wanted to keep teasing her.

Whatever words she would coo to him, it only made him continue to tease her pussy, only just barely slipping in the tip of his tongue to push her further and further over the edge. Cup needed some relief, she needed to feel what it was like to have something inside her. Whether she meant to or not, she would then reach down with her forehooves, pushing Carrot to eat her out even more. She wanted to feel him inside her.

Carrot would return this attempt by giving his wife what she wanted. Opening his mouth, he would use his lips to part open Cup’s pussy. Immediately after, moaning into the mare’s moist entrance, he would slowly slip in more and more of his tongue in her warm hole. The mare would only moan some more, feeling her body twitching from the near constant sensation of bordering her next orgasm. She wanted to cum, and while she was always just on the edge, something would stop her.

Carrot’s tongue would continue to slip in and out of his wife’s pussy, making her shiver and moan. She would beg for his cock, pleading with him to fuck her like the loving whore she was. She loved her husband, she wanted to do anything for him. And while he was enjoying the sweetness of her pussy, he was reaching his own breaking point as well. After tonguefucking his wife for several more passionate minutes, Carrot would pull himself from Cup’s pussy.

His face would be soaked with her juices, to which he would happily lick up as best as he could. And what he couldn’t get off, he would smother himself between her large, soft teats again. Wiping and rubbing himself against and between her soft mounds, Carrot would almost crawl his way over and up his wife’s body, ending with him on top, and his cockhead just barely kissing at her pussy lips. She would moan softly, fidgeting as she just felt the faintest touch of it against her sensitive entrance.

Looking at her, he could see the flushed and aroused look on her face. She wanted him so badly, and this build up, this foreplay was becoming more than she could bear. Carrot would see this, and lean in to give Cup a deep, passionate kiss. The two would roll their tongues together, making the mare even more aroused as she could taste herself on her husband. She would moan in his mouth, fidgeting some more as she was getting to the brink of cumming.

While they kissed, Carrot would know exactly what his wife would want. He would know how much she craved the feeling of his dick inside her. She’s been such a slutty mare ever since they dated, which only became more and more arousing as they got married. The two were ready for the rest of the night, and he was going to make it big and loud. Pulling back only for a moment, he stared longingly at her, before ramming his cock in her pussy.

Cup would moan out, cumming a sloppy wet mess of an orgasm all over Carrot’s cock. Her tight pussy would squeeze along his shaft, but still invite him to go deeper. She wanted to feel every inch of him deep inside her. She loved him, she longed for him, and she wanted to milk out every drop of his virile cum to be released in her fertile womb. The feelings of arousal, the sensations of passion, and the tremors of lust, all filled her being.

Carrot would then start picking up the pace of his thrusts. It would still be a steady series of humping, but the speed would increase. He was working his way up as he could feel Cup’s teats pressing up against his body. She was moaning, unable to hold back as she would then reach up and wrap her forehooves around him, hugging her closer to her body. The two would continue to make out, letting their lips and moans embrace.

Carrot’s cock was so big, so long, the way it was rubbing against all her most sweet and sensitive spots. Cup loved it, she loved to feel him inside her like this. She longed for more, to start a family, to be Carrot’s loving wife forever. The two of them had a successful business, and now all they needed were some foals to make it all perfect. Her body was in overdrive, craving the desire to bear his foals. Lifting her legs a little, she tried to lock him in place.

Cup felt it, the desire to be impregnated, to be bred by him. Though kids weren’t exactly the highest on his list, he loved his wife too much to say no to her. Thrusting faster and faster, he would pump himself, slapping his cum filled, heavy balls against her body. She would moan in his mouth, her body would desire nothing more than to feel his hot load deep inside her. She was getting close to another orgasm. Carrot could feel his wife’s urge to be bred, to have hid foals, and to love them always.

Thrusting now faster and faster, he would be bottoming out his full length with each hard motion. His shaft was filling out her inner canal, and he was pacing his humping to the rhythmic pattern of her panting moans. He was feeling it, the tightening of his balls as he was going to cum at any moment. Cup wanted it, she needed to feel his hot seed inside, her womb was begging for it. Closer and closer, the two would go. They were nearly there, just a few more passionate moments until-

Suddenly, there was a knock at the door. The sound not only roused Cup from her fantasies and memories, but she nearly fell out of the bed. What was going on? Looking at the clock, she could see Carrot was quite late coming to bed, and he wouldn’t need to knock when coming to bed. Looking at how soaked her hoof was, she quickly wiped it on the side of the bed before rolling off it. Steading her breath, she wanted to try and not be panting when she answered the door.

“Dear? Is that you?” Cup asked, approaching the door. Opening it, her eyes widened as she saw the timid Pound staring up at her. “Pound?! What are you doing here?”

Kissing Feelings

Cup stood there, in her bedroom doorway as her son was looking up at her. He was sad, his watery eyes looked at her with a look of remorse, sorrow, and pain. Her heart ached, making her only feel as if she could drop to her knees, pull Pound in, and hug him closely. The mare swallowed nervously, having expected Carrot to show up, but she couldn’t just send Pound back to bed. She’s been avoiding him all day, and now he was standing there, and the look on his face was too much for her motherly heart.

“P-Pound?!” Cup gasped a little, quickly adjusting herself to her son couldn’t see how aroused her pussy and teats still were. “W-what are you doing? Shouldn’t you be in bed?”

“I just wanted to say I’m sorry momma.” Pound sniffled, looking up to the milf mare with small tears in his eyes. “I’m sorry I’ve been bothering you so much.” Sniffling, some tears ran along his cheek, dripping onto the floor.

“Sweetie, what are you talking about?” Cup asked, looking down at the adorably sad look on her son’s face. “Why would you ever think that?”

“Cause I haven’t been seeing you all day.” Pound sniffled, his tone sounding more and more on the brink of tears. “I know it’s because of what I was doing…and I’m sorry. I’m sorry I upset you momma. I just wanted to tell you that.”

“Oh no, no, sweetie, come here.” Cup commented, cooing as she realized what she had done. Reaching down, she brought Pound into a hug. “You’ve never been a bother to me, and I’m not upset at all.”

“So…so do you still love me?” Pound cooed, wiping from his tears with his hoof. “I’ll stop, if it means you love me again, momma.”

“Pound, my precious colt. I could never stop loving you.” Cup cooed, leaning in to help wipe away her son’s tears. “You’re my special little guy.”

Cup felt her heart melting in her chest, fluttering as a flurry of emotions as she held her son close to her. She knew that avoiding Pound would hurt, but to see the crying eyes of the colt. She couldn’t hold herself back, she hugged him close muttering to herself. Quieter than a whisper, she couldn’t stop herself as she was struggling to hold back her own tears. She was sorry, regretful over having to do all this, but these last few days had been so fast and so confusing. Parental instincts took over, Carrot wasn’t anywhere near her thoughts now.

“Pound. We…we can talk, if you’d like.” Cup asked, looking at her son. “I think…I think we need to have a talk about what has been happening.” Pound only sniffled again, following her into the room.

Sitting on the bed, Pound joined his mother. He felt so nervous, and Cup was just as nervous. For a moment, there was an awkward silence, the mare held her son close to her. Rubbing the colt’s back, she tried to comfort him. But Pound was only looking at her, sniffling a little as his adorable eyes looked her over. Cup only sighed again as she looked to her son, hugging him close still. But eventually, she would need to speak. At first, it was like a lump in her throat, but after a moment or so, some words finally managed to escape her lips.

“Pound…” Cup said, still struggling to put together what words she could. “You know I love you. But what we’ve been doing, what I’ve…what I’ve allowed. It’s not appropriate.”

“But…why?” Pound asked, looking up to Cup with curious, innocent eyes. “It feels good, and I know you felt good from it Mumma. So why is it bad?”

“It’s…I’m sorry, but it’s hard to explain.” Cup tried to explain, looking at the colt as she struggled to put it in proper words. “You see, this is something that only…only ponies who love each other very much should do.” Sighing, she realized she would have to explain more than she hoped to her young son. “Take your father and I, for example. We both love each other, and so such behavior is fine. But-”

“So you don’t love me?” Pound asked, getting ready to cry again as she nuzzled against his mum. “I’m sorry mumma, please don’t hate me!”

“No, no, sweetie, it’s not that…” Cup swallowed nervously as she was struggling to put it in words. “When I say, love, it means something different when it comes to your father and me. I love you, just like I love your sister. You’re both my precious little cakes. But there are different types of love. Do you understand?” Pound only shook his head, sniffling again. “Well, there are steps in a relationship. So the love, or relationship I have with your father will be different from how my relationship and love for you and Pumpkin is. But that doesn’t mean I love you any less. It just means that what we all do is going to be different.”

Pound still wasn’t fully understanding what his mum was saying. Cup was trying her best not to get frustrated with her son. He was so cute, and she couldn’t bring herself to hurt his feelings any more than they already were. But it was just so difficult to put it into words. He was still too young to understand these things, and now she was going to have to explain more than she ever thought he would learn at this age. Cup had hoped that Pound would learn more about this in a couple more years at school. But now, there was no choice. This had to be done.

Cup continued to ponder, thinking as she further elaborated in the best way she could. Maybe she should just be more upfront about it and get it over with? At once, a flash of what Pinkie did with those colts ran in her thoughts, which sent a small shiver down her spine. Such an action, no, she couldn’t do that. Not after everything else. Maybe a kiss, yes a simple kiss. A way to maybe help him get through this rut of his, but not take things too far. Swallowing her last resolve, she looked at the colt.

“Okay, Pound, how about this?” Cup suggested, still sounding very nervous as she spoke. “How about just a kiss? But that’s it. A simple kiss, and then you go off to bed.” Before Pound could respond, she continued. “After that, we never speak of what happened tonight, and we can go back to the way things were. How does that sound?”

“Okay, mumma.” Pound nervously shivered, leaning in to go and kiss his mother. It wasn’t the first time that they had kissed, but Cup needed to just give him one that would help put his mind at ease. “L-like this?”

“Yes sweetie, hold still.” Cup cooed, leaning in puckering her lips to her son. “Just remember, just a kiss.”

As soon as pressed her lips against Pound’s, both their bodies trembled from the sudden surge of pleasure. Both their eyes rolled back as they felt an immense pleasure rippling through them. The mare was ready to settle on this, knowing her husband should be back at any moment. And while she was starting to enjoy this sensation, she needed to stop this. But right as she was about to pull away, she felt the soft touch of Pound’s hoof on her teat.

‘What is he doing?!’ Cup’s mind echoed out, filling her with all kinds of worries. ‘He’s…he’s kissing so hard…’ The colt only pushed harder, wanting to put his full feelings into his kissing, even as his body trembled from the slight strain of lifting himself.

In the upper floors of the Bakery, where Pinkie’s room resided, she and Carrot were laying in her bed. Or rather, the slutty whore mare was on her back, while the stallion was over her. The two were making out, with her giving sultry moans in his mouth as their tongues embraced each other. Their lips pressed and wrestled together, only breaking every so often so that Carrot could kiss and lick along her neck.

“How’s that feeling?” Pinkie moaned, looking at the look of regret and passion in Carrot’s eyes. “Don’t you miss Pinkie’s pussy?” She giggled as she looked at the stallion, trembling a little in her embrace. “I know I missed your yummy body.”

“I do…but I shouldn’t…” Carrot groaned, unable to fully hold back. “This is wrong. So very wrong. I can’t keep doing this to my wife.” Part of him accepted that if he was going to regret this no matter what, he might as well embrace it a little.

“Aw, don’t worry about that Mr. Cake.” Pinkie giggled, wrapping her arms around Carrot’s back, pulling him closer. “Mrs. Cake is a beautiful mare. But your fat cock is just too good to not be shared.” Her voice was numbing his sense of morals as she spoke, whispering seductively in his ear. “Don’t you want to stuff my oven full of all your hot buns?” Licking his ear, she giggled. “Come on, Carrot. Give me a hot cream pie, and glaze my cakes.”

Carrot’s mind was struggling more and more to resist this mare. It was impossible. Pinkie was among the best whore in Ponyville, maybe even Equestria. And he was just a simple stallion, how could he possibly resist this mare? Swallowing nervously, he continued to make out with the mare, feeling her hot breath kissing against his face and neck, all while his cock throbbed harder and leaked out globs of precum.

“Fuck…your dick is probably begging for it.” Pinkie continued to coo and moan, looking up at the stallion she was seducing. “I want to feel you so deep inside me.” Carrot only swallowed nervously, knowing a mare like her could take all night to pleasure.

Carrot only continued to make out with the mare. His mind was slipping into the debaucherous passions. He hated this, he knew he was going to regret everything about this, and yet his body just couldn’t stop. Pinkie was that, a sweetness, an addiction that drove his senses wild. He hated how much he craved her. His love for his wife only reminded him of his weakness, how he could be so swayed and teased by this whore.

“Come on, Carrot.” Pinkie cooed, moaning softly in the stallion's ear. “This Pinkie pussy wants some yummy cock to give me…” She paused for a moment, only to speak in the most alluring, seductive tone she could. “A…big…thick…gooey…cream pie…” Carrot’s mind shattered, there was no escape from the pleasures he would be forced to endure, and this whore mare was only giggling to push him to his limits.

Pound was keeping up his kissing, pressing his hoof against Cup’s soft teats, savoring the sweetness of his mum’s tongue. The mare’s mouth tasted so good, and the colt couldn’t get enough of it. The older mare was in shock and awe as she could feel as she was losing in this tongue wrestling with her young son. Her strength was starting to wane as she was feeling herself falling back into the bed.

‘What’s happening?’ Cup thought, still feeling as her teats were teased and pressed, and her mouth was being so passionately kissed. ‘My son…has he always been such a good kisser? No, no, I need to stop this…I need to…need…to…to…’

Cup’s mind was starting to go numb as one of her hooves was seemingly reaching down. Whether she was aware of this, the mare wasn’t sure, but it seemed a part of her wanted to feel her son a little more closely. Just before she was about to touch Pound's cock, the colt’s twitching size leaked out some warm cum on her hoof. Cup’s hoof twitched, realizing what she was doing. But she didn’t pull her hoof away from this cock.

‘Well…he is playing dirty…and I am feeling very pent up…’ Cup thought, her reasoning was slowly leaving her as she was justifying her thoughts and actions. ‘Well, if he’s gonna play dirty, I might as well too!’

At once, she took her hoof, and began to slowly stroke along Pound’s length. The colt gasped as he continued moaning in Cup’s mouth. A jolt of pleasure rushed throughout his being as he felt he could come from this small stroking at any moment. He gasped a bit, but only seemed to keep playing with his mum’s teats and rolling his tongue in her mouth. The milf mare also was getting more and more into it. If this was going to be the end of all of this, she might as well give her son something to remember.

Unfortunately, this message was not being properly taken in by the colt. Pound, believing that his mum was getting more and more into it, could smell her own growing arousal; unaware this was remnants from her previous masturbation. He pushed faster and faster, giving into the debauchery of his pleasure. He loved this feeling, it was making his mind go numb as his body was shivering. The mare only stroked along his cock faster and faster.

His heart was racing, reason was leaving, giving way to passion. His body was acting seemingly on its own. He wanted to show his mum that he loved her, and part of him only screamed out that this was the way to do it. This was how he would show his mum his love. And if he did well enough, this would be how she could love him. His body felt this, an urge to please her, and in doing so, she would love him again.

Cup only could do her best to resist, but her son’s hooves were just so good as they pressed into her teats, kneading and massaging them, teasing her sensitive nipples. If it wasn’t for the fact she was so pent up and on the edge from earlier, she would have resisted, but she felt herself being so weak compared to Pound’s advances. And at the same time, she felt something else, a tinge of motherly guilt.

Ever since that first time, when she saw her son’s cock so long ago. And now that she had been trying to avoid it, she still couldn’t get it out of her mind. Pound was reacting to this, this was her fault for trying to avoid confronting this. She felt so terrible, she had caused him to think she didn’t love him anymore. As a mother, she felt her heart sink, she was almost on the brink of tears.

While all of this was going on, Pumpkin, who had gone to bed early, felt herself stirring in her bed. Despite having gone to bed early, she couldn’t find any form of rest. Given that time in the alley with Pinkie, the memories of this thing that the glaze and frosting came from. The way she could still taste it on her tongue, the way it poured down her throat as she struggled to swallow it all. The filly’s body just couldn’t handle it. Fluttering her eyes open, she groaned in frustration.

“Why can’t I sleep?” Pumpkin groaned as she tossed and turned in her bed. “I’ve never had problems sleeping, what’s going on?”

Since that day, she and Pinkie had been talking over and over again over what had happened. The slutty, pink mare seemed to be a little envious of what Pumpkin had done, though the filly wasn’t sure why. But the mare would repeatedly tell her that while it was fun, what they did had to be a secret. But why? Why would she be so insistent to be quiet about it? Pumpkin wasn’t sure, but when Pinkie promised to take her out to get more sometime, the filly couldn’t complain.

Part of her felt a strange tingling, the same that she had felt before, but it was different. These tingles were warmer, more intense, and it felt as if it was concentrating around her tight, petite pussy. When she had asked Pinkie about it, the mare only told the filly that it was normal for a pony of her age, and meant she might want the special glaze again. Throwing off her blanket, she dragged herself out of bed.

“Ugh…this is so frustrating.” Pumpkin said to herself, sighing as she rubbed her temples. Looking over though, she saw Pound’s bed was empty. “Oh? Pound didn’t come to bed yet? How late is it?” Sighing, she left her room. “Maybe some water will help.”

Walking over to the bathroom, Pumpkin grabbed a cup, filled it with water, and drank it down. But this still didn’t feel like enough for her. Filling it again, and again, she drank and drank the cool liquid, but the flavor of the throbbing mass she sucked on was still there. It wasn’t that she didn’t hate it, but she couldn’t figure out why she couldn’t get the taste out of her mouth. And what was even stranger, was how she felt her body was getting warmer whenever she was thinking about it.

“I don’t…why do I…” Pumpkin muttered quietly to herself. As she put down the cup, she felt another shiver run through her body. “Oh…well, I did drink a lot.” Closing the door, she sighed again.

After going to the bathroom, she was set to return to her room. But then a sound perked her ear. It was a muttering sound, but faint. It sounded almost like a mare was calling out in a feeling of…something. Curious, Pumpkin looked down the hall, to her parents’ room, where the door was still a little ajar. Listening in a little bit, the filly began to slowly walk her way over to the room. But then hesitated, she paused, not sure what she was doing.

“What could mum and dad be doing to make that noise?” Pumpkin muttered quietly to herself. Swallowing nervously, she let curiosity outweigh her timidness. “M-maybe a peek wouldn’t hurt. I think I used to hear Pinkie make those sounds in her room. So maybe it’s not that bad.” With her resolve somewhat strengthened, she continued to the room.

Pound only continued to kiss at his mum, moving himself closer. It was like his body was instinctively trying to come to her and lay on the bed. The mare was struggling to hold herself against him. Her previous masturbation had seemingly weakened her as she was feeling herself strain against the colt’s strength. As well as this, passion and heat were flooding her body. Though she didn’t fully want this, her body was still so sensitive from before.

‘Pound…he’s so rough…so assertive…’ Cup thought, feeling as her mind was slipping for a brief moment back to Carrot. ‘Just like…his father…’ She then shook these thoughts away. ‘No, no, this isn’t right! I need to stop…I need to…I need…I…’

Forced pleasure only seemed to continue filling up inside her. She could feel as Pound was making her body crave more and more attention. Her soft mounds were so good, feeling as the nipples were getting hard, trembling and twitching as she felt as if she was on the cusp of cumming at any moment. Based on how much Pound’s cock was throbbing along Cup’s hoof, the colt was ready to cum too.

Panting a little, some moans escaped both their lips, whether Cup meant it or not, her body was still craving that release. To feel the warmth of hot cum along her body, let along deep inside her. Part of her wanted this, not her thinking side, but just her pent up body. The way she wanted to feel that touch of masculine warmth against her was so enticing. But her mind didn’t want this, things were already going way too far. She didn’t want to keep stroking her son off, but Pound’s moans were getting so adorable, her maternal sides were giving in.

Pound was moaning in Cup’s mouth. His cock was twitching, leaking out small amounts of his precum on his mum’s hoof. This only lubricated her hoofjob, making it all the easier for her to stroke him off. His dick leaked and twitched, while his hooves only continued to press and knead into Cup’s teats. As he did so, he could feel as she was shivering, her own pleasure was becoming more and more on the cusp of breaking through.

Eventually, Cup managed to conjure the strength to pull back, but it was too late. As soon as they broke their kiss, both she and Pound let out a low moan. At once, the colt’s cock twitched, releasing its pent up orgasm. Cup had only barely a moment’s notice before she saw this dick spurt out a small amount of cum. The load fired off, causing her to fall back in her attempts to avoid it. This only caused her to fall on her back, with the cum landing a little across her face, but the rest ran down her plump belly, and between her soft teats.

This feeling, the warmth and sticky texture of cum, was too much for the mare. Whether she wanted it or not, Cup’s body couldn’t hold itself back any longer. The milf mare’s pussy spasmed. She was cumming. At once, a small stream of her juices sprayed out, soaking at Pound’s body. His own strength was weakened, causing him to fall back onto the bed as well. His mum’s sweet nectar spilled on him, soaking his cock along with what other cum was leaking out of him.

Cup and Pound were laying there on the bed, both panting as they were coming down from their climaxes. The colt’s cock was still partially hard, leaking out some remnants of his cum, while the mare was looking at her son. This was wrong, so very, very wrong. But there was something that felt…almost right about this. Cup loved Pound, and he loved her. It was almost a regretful feeling to have to send him back to his room tonight. A flickering thought, an echo of passion that radiated in the mare’s head seemed to be interested in keeping him, to see how far these things go.

But she banished these thoughts. She couldn’t do this to Pound, not after what she said. She had to maintain her resolve. As Cup was reaching out to wake her son, to tell him that he would need to go to bed. It was by some sheer luck and fortune that Carrot hadn’t walked in on them, but this fortune wasn’t going to last all night. Swallowing the last of her worry and resolve, she was about to place a hoof on Pound’s shoulder, when something else caught her eyes.

The colt’s cock, this big thing, it was still hard, throbbing as more cum was leaking out. Cup was in shock and awe of this. Surely, cumming from her hoof should’ve been enough for him to settle down. That seemed to have been the case before. But this was different, his dick wasn’t settling down. If anything, it looked like it was getting more and more pent up. From his tight, and almost growing balls, no doubt full of potently thick cum, along his girth that was intimidating in how big it was getting.

“It can’t be…” Cup mouthed quietly to herself, shivering nervously as she looked at this cock. “No, no, I know Pound is an early bloomer…but this…this can’t be right…” Panting a little bit more, she realized what had to be done.

Rubbing on Pound’s shoulder, Cup woke up her son. As he looked to her, his eyes were glazed over, almost like a primal beast that was ready to pounce again. It fully dawned on her. Her son, he wasn’t just going through some little hit of puberty. He was going through a rut, his first major rut. Unlike mares, whose first heats can be intense but manageable, a stallion’s first rut is more akin to a primal awakening.

That Night

“P-Pound…” Cup said nervously, swallowing some of her courage as she looked at the colt. “I…I’m sorry, but how about you…what I mean is…” She had to leave, any excuse would do, but words were getting caught in her throat. “I…I should check on your father…”

Getting up from the bed, she tried to leave, but in her haste, she tripped. Tumbling forward, she crashed on the floor, landing face down. Her large, round flank was pointing up, which gave Pound the perfect view of her glistening wet, sobbing pussy. The colt’s eyes lit up, getting wide and predatory as he looked at his mum’s mounds. Swallowing nervously, he licked his lips, and shifted a little along the bed.

“P-Pound…Pound…you need to listen…you need to-oohh!” Cup tried to say, only for a moan to escape her lips. Pound had reached her, and was already rubbing his small hoof at her entrance. Her pussy was still so sensitive, and any attention was making the pleasure swell and swell. “P-Pound! You need to stop!”

Cup tried to push Pound away, but she wasn’t in a good position, and her strength was still weak from her previous orgasm. The colt only seemed to notice her hot sex. His mum’s words were nothing more than murmurs as he was feeling his cock throbbing harder. Some remnant cum leaked on the floor, his dick was feeling the urge to fuck, to delve deep in this milf mare’s tight hole. Cup was only panting nervously, struggling to move, let alone crawl away from her rut-addled son.

Reaching up, Pound mounted his mum. His hooves pressed against Cup’s ass, aslmost rubbing a little as his cockhead was being pointed towards this dripping pussy. The mare was now panicking. She couldn’t escape, she didn’t want this, even as her pussy craved such attention, this wasn’t right. She was too weak to do anything, and yet her son was about to fuck her. He was in the perfect position to get inside her.

“P-Pound…P-Pound…you need to stop this…” Cup said, trying one more time to plead with her son. She was trembling, she was afraid. Her body was in the need to be fucked, but her mind was in constant shock and oppostion to this. “Please…Pound…”

The colt paused for a moment, possibly having some moment of clarity. Maybe this would be the end, and he could stop before things would go too far. But whatever sense of restrain, sanity, or coherent thought that remained within Pound was only shattered as he leaned a little forward by accident. His cockhead kissed against Cup’s pussy lips. A shiver ran down his spine, the pleasure was too much, he needed to fuck. His body desired only the urge to breed. Letting out one more low huff of groaning air, Pound thrusted forward.

Cup screamed out, or rather, she would’ve if not for her forehoof quickly covering her mouth. She didn’t want anyone in the house to hear what was happening. She felt her body only ripple and surge with forced pleasure. It was painful, shameful, but it wasn't only that her son was forcing himself on her, but it was because it was actually her tailhole that was clamping around Pound’s cock. The colt only fucked faster and faster, he couldn’t hold himself back anymore. His mum had bent over, she had to be into this, and thinking was so hard as his cock was taking far too much blood.

Humping in and out of this soft, tight asshole, the colt huffed and moaned out. As determined as he was, he was still small compared to the mare. Her soft ass pressed against his body as he struggled to hold himself up while mounting his mum. She tried to keep any sounds muffled, not to keep the rest of the family from hearing her, but more she didn’t want Pound to learn that while she didn’t want this, her body was squeezing his length in pleasure.

‘No, no! I need to stop!’ Cup thought, feeling a great shame as she wasn’t trying to flee. She couldn’t move, her body felt so heavy, and it was getting harder and harder to think as she felt her insides being filled by this colt’s cock. ‘I can’t…I can’t move…yes, that’s it. I’m not letting Pound fuck me, he’s just taking advantage of me.’

Regardless of whatever reasons that Cup was telling herself, Pound was fucking faster and faster. The mare’s hoof was only able to hold back so much of her moans, but the few sounds that weakly trickled out of her mouth seemed to only cause Pound to feel an invigorated urge to keep fucking. Reaching up, he hugged her huge, round, soft ass as he humped in and out of his mum’s rear. The sound of sloppy wet slapping sounds was slowly filling the room as it mixed with the colt’s adorable moans.

Cup tried to put up some resistance, but it couldn’t be done. Pound’s hard thrusts were hammering in and out of her tailhole with such force that it was impossible to crawl away. It was like her strength was being fucked out of her, and every slapping of his balls against her ass only caused another low, sultry moan to be forced out of her. This was so humiliating, and even as her deep canal was clamping tightly against this cock, her mind was struggling to resist.

‘Pound’s…cock…it’s so…so big…’ Cup thought, muffling what moans she could. ‘Please…Carrot…don’t come yet. Please, don’t walk in on your son…raping your wife…’

Cup’s fears and worries wouldn’t come to pass. Carrot was far too distracted by Pinkie and her perfect, slutty fuck hole to even think of coming to bed. In the mare’s room, the stallion was busy pounding his own impressive length in and out of her softness, making her moan out in pleasure. It felt so good, and as much as he hated it, Carrot couldn’t help but thrust his frustration into this mare as if he was trying to break her womb and fill it with cum.

Pinkie’s whorish moan only seemed to push him to fuck faster and faster. The mare’s body was just so damn fuckable. It was so warm, so wet, so tight, and the stallion couldn’t stop himself from driving his cock in and out of her soft hole. There was just something about her that was so impossible to resist. Carrot only huffed, grunting in frustration as he wanted to cum in her and let her go. He couldn’t see the clock, but could feel that he was too late to see his wife.

“Come on, Carrot. Fuck me harder.” Pinkie moaned, looking back at the stallion with hot, panting breaths. “Don’t you want to stuff Pinkie’s pussy full of hot cream?” Carrot only grunted, not wanting to admit how good this all felt. But the mare could see through his groans. “Maybe you’d like…this!”

Adjusting her body a little, Pinkie was smacking her big, fat ass harder and harder on Carrot’s cock. Her pussy easily took in his impressive length, and it was sending shivers throughout her body. She cooed and moaned, looking at Carrot with hearts gleaming in her eyes as she was filling her room with the sound of her sloppy wet pussy slapping on the stallion’s throbbing cock. Her slutty sounds, the sultry moans that tingled in Carrot’s ears only made his mind go a little numb, and his dick was getting closer to orgasm.

“Oh wowie wow!” Pinkie moaned, shivering as she was feeling this dick swelling in her pussy, stuffing her more and more. “Fuck…so big…keep going…”

Carrot did what he could to ignore the mare, but her moans, and the words that left her lips only drove the stallion’s arousal onwards. It was all too much for him, and while he hated this, he knew he couldn’t stop. His balls slapped as they tightened against himself, all while his throbbing cock swelled and swelled until finally his hard thrust met with Pinkie’s whorish slam and he bottomed out in her whore hole.

“Fuck…oh yeah…cream Pinkie’s tight pie…” Pinkie moaned out in orgasm, shivering some more as her womb drank as much hot cum as she could. Carrot shivered as well, he was cumming so much in the mare, it would be nothing short of miracle or magic that she wasn’t gonna get pregnant; even with the birth control he knew she was on. But as he tried to pull out, the mare’s pussy seemed to clamp tightly around him. “Oh no you don’t. We’re not done here.”

“Pinkie, I can’t keep doing this.” Carrot panted, trying to catch his breath as he was explaining himself to the mare; though it was clear she wasn’t listening. “I wanna go to be with my wife, and she’s gonna wonder where I am.”

“Oh don’t worry about that. Come here!” Pinkie giggled, looking back to Carrot. Before the stallion could register what happened, the mare’s tail skillfully wrapped around him, flipping him on the bed. Carrot gasped as the mare leapt up on the bed, landing on top of him. “There we go, now I know you’re not getting away.”

“Pinkie! This is going too far!” Carrot gasped, struggling to get the mare off of him as she was setting herself back on his cock. “We need to stop! He has to sto-aahh!” Pinkie cut him off by dropping her still gooey pussy on his cock.

“Oh no you don’t.” Pinkie giggled, pressing her forehooves besides Carrot’s heads. “I’m gonna ride this yummy dickie until I’m all full. And I’m gonna make sure you can’t close your eyes and think of your wife.” Carrot winced, feeling as if there was no escaping now, the slutmare had him trapped.

Pumping faster and faster, he growled a little, feeling his cock getting ready to cum in this whore mare. For a brief moment, he considered what Pinkie was planning. The way she wrapped her legs around him, she loved having him fill her womb with his hot seed. But then another worry crossed his mind. She hadn’t tried to keep him away from Cup like this in a long time, not since before the twins were born. What was she planning?

Whatever Carrot thought Pinkie was plotting, the mare continued to tease and toy with the stallion. His cock was the perfect toy for her, though after seeing Pound’s, she couldn’t help but think about the colt’s cock. Maybe when he was done plowing his mum’s ass, the slutmare would pay him a visit. If he was anything like his father, Pound’s cock must have so much thick, potent spunk in his heavy balls.

While all of this was happening, Pumpkin was staring at her father fucking his huge cock in and out of Pinkie’s sloppy pussy. Looking at this dick, it brought back sudden memories of the cock she had sucked to get the hot cream she had licked before. But there was something different about it. The one she licked and drank from was plenty big, but the one attached to her father was just massive. The more she stared, the more she could feel her jaw hurting a little.

What would it feel like to suck the hot cream out of this thing? And the way Pinkie was making such strange sounds, was she hurt? Did it feel good? What was all of this? Swallowing again nervously, Pumpkin felt a small shivering sensation running throughout her body. It was strange, like a warmth that was making her chest heavy, throat dry, and her petite, filly pussy was quivering. Shaking her head a little, she couldn’t take her eyes off Carrot’s cock.

There was just something so captivating about it, and how Pumpkin’s pussy was getting hotter and hotter the longer she stared. But then, for some reason, she let her gaze drift. Looking along Pinkie’s curvy, slutty body as the stallion was hammering his cock in and out of her soft, gushing pussy. The glistening nectar spilled out of her gooey hole, but then Pumpkin’s blood went cold and eyes widened. Pinkie was looking at her.

“Come on you stud, fuck your Pinkie slut.” Pinkie moaned, sounding even more sultry than before. Hugging the stallion as she bounced up and down faster and faster. “My hungry womb wants your yummy cock milk.” Carrot groaned in frustration, but his cock was throbbing harder in the mare’s tight embrace.

Carrot tried to end this, reaching up to get the mare off of his dick, but it wasn’t enough. All his forehooves could do was push against Pinkie’s flank. This drove the mare to only bounce and ride faster and faster. More than this, she would occasionally look over to Pumpkin. She didn’t want Carrot noticing, but she just couldn’t resist the urge to moan some more while looking at the filly. This was going to happen eventually, Pumpkin was bound to catch her father with Pinkie, and so the mare wanted to give the filly somewhat of a show.

Gasping, but quickly covering her mouth with her hooves, Pumpkin shook and shivered. Pinkie only smiled, then reached up to pull Carrot closer to her; making sure he wouldn’t notice his daughter was watching them. Taking this as a chance to leave, the filly backed away, carefully and slowly, but as soon as she was somewhat out of sight, she turned and all but galloped at full speed away from the sight she had seen; her body still hot, and her mind so confused.

Pound hammered his cock in and out of his mum’s body, her ass jiggling as his dick was filling her tailhole. But rather than be on the floor, the mare had managed to drag herself back onto the bed, or at least leaning against it. Pound didn’t stop, even as she had struggled to move away from him. The pegasus colt’s dick was rubbing and bottoming out in the milf mare’s ass, making her soft flank bounce as his hips smacked into her softness.

The colt didn’t speak, he couldn’t form words as his body was in a sense of instinctive urges to fuck and breed. Though he was still in Cup’s ass, he still pounded himself in and out of her soft, plump tailhole. The feeling was amazing, his many smaller orgasms up until this point had been serving as the perfect lubrication as he couldn’t contain all the raw, passionate emotions that he was unleashing inside her.

Cup’s mouth echoed out with the heat of her panting breath, as well as the moans being forced out of her. She couldn’t stop herself from making these noises. Her pussy was leaking out so much of her sweet nectar, it was making a small pool on the floor, staining against her bed. She couldn’t contain the sounds she was making, even as she knew they were just driving Pound to keep fucking her ass. On top of that, she couldn’t see the clock, unaware of how much time was passing; only hoping Carrot wouldn’t walk in on them.

Pound’s cock hammered and hammered, pounding as the room was filled with not only the echoing sounds of the hot, wet, sloppy sex the two were having, but also the air was dense. It was thick with the fuck fumes that were the result of the hot breath and sweat that steamed upwards. It was almost like there was a growing cloud kissing and creeping along the ceiling. It was all so much, and their bodies were only getting hotter.

Cup’s own body was all but submitting to her son’s cock. Her tight asshole was ruined. There was no way she could sit properly after this, and the way her ponut was stretched was only sending more shivers down her spine. Her mind resisted, but this only meant she wasn’t broken by the brutal anal fucking she was subjected to. She could barely speak, only feel as the colt’s dick just wasn’t stopping.

“P-Pound…it’s been…it’s been…why…why are you still…hard?” Cup weakly asked, her voice groaning and moaning as her body was feeling pleasure from this thick size. “J-just cum…cum in mummy’s ass…please…”

The milfmare pleaded, not wanting this to carry on any longer than it had, and she was feeling as if her son wasn’t going to stop anytime soon. Panic was still rippling through her mind. She feared not that her husband would just walk in and see her being anally raped by her son. But more of what he would do. Carrot had been so harsh, so brutal to their son lately, and her motherly side only wanted to nurture her son.

Was this how she nurtured him? Was Pinkie right, and all the colt needed was a loving touch? Was this what she meant to show me when she fucked those colts in front of her? No, no, that couldn’t be it. Pinkie was just a pervert, a slut, a whore. She was a loose mare who wouldn’t say no to doing such naughty…dirty…pleasurable…no, no! Cup shook her head, these thoughts and worries seemed to only flood within her mind. She didn’t want this to be how she would help Pound.

While Pound’s animalistic lusts and desires were strong and willing, his body was still that of a young colt. He wasn’t going to last much longer. Cup could feel it as it throbbed in her ass. Her plump ponut squeezed and tensed, embracing this dick. She knew it would be any moment now. Swallowing nervously, she knew that if this was to end, she had to start moving. With great reluctance, she lifted and pushed her soft flank against her son.

“Y-you…you like that…” Cup asked, trying to keep her voice down, but this was just to quiet her moans. “You like…fucking mummy…” She felt so terrible saying this, she didn’t want to be a slut like Pinkie, but she had to get Pound to cum or he would keep at this all night for all she knew.

Pound huffed and panted, gritting his teeth as he was hissing his pleasure out. His body continued to hump in Cup’s ass, letting out such sweet sounds as his cock throbbed and swelled with his coming orgasm. His balls slapped as his shaft met with the mare’s softness, causing him to bottom out with each motion of his body into his mum’s ass. Cup held in her moans, her body was enjoying this feeling, to be fucked in a way she hadn’t felt from her husband in so long.

“Come on…Pound…” Cup cooed, whispering her sweet moans to her son. She played the part of a slutty mare well, but still felt a hollow feeling in her chest. “Please cum in mummy…fuck her ass…fill my big…fat…juicy ass…with your cock…”

What was she saying? This couldn’t be her real feelings? No, no, this was just a ruse, something to get Pound to cum so he can stop fucking her ass. But for a moment, was this really so bad? Yes, this was bad. Her mind was slowly being corrupted by the pleasure rippling throughout her body. No, no, she had to get Pound to cum, she had to put an end to this. Doubling her efforts, she backed up her ass, making her son’s cock fill and stuff her, almost as if she was making him fuck into her belly from there.

Cup’s body shivered and shook, weakly barely able to keep herself up as she was feeling the colt’s cock pumping the last remnants of his orgasm into his mum’s asshole. Pound trembled, unable to hold himself back and after another instinctive hum into Cup’s tailhole, his hold on her ass weakened. Falling back, the colt slipped from her tight embrace, collapsing on the floor. As he landed on his back, another spurt of cum fired off from his cock, splattering against Cup’s round, sweaty ass.

“P-Pound…” Cup weakly asked, whimpering as she looked over to her son. Thankfully, he was finished, though he was knocked out. “Asleep? Good, good.” Panting a little more, the mare wasn’t sure what to do. “This has gone on too long.”

Twitching a little, Cup struggled to move, and while she managed to roll over to her side, she couldn’t hold it in. Rolling her eyes back a little, and gritting her teeth, cum spilled out of her fucked open ass, splattering on Carrot’s side of the bed. She groaned as she felt a little pleasure from this feeling. It was a sensation she had never felt before, but her body was tingling from it. But it was over, her son was satisfied; or at least unconscious.

“I…I let this keep happening…” Cup murmured to herself, unable to really think of what to do next. “But Pound…that cock…” Shaking her head a little, she still couldn’t look away from it. Even half erect, it was intimidating, making the mare shiver. “S-something needs to be done.” But as she pondered what to do, she failed to notice that she and Pound had been seen.

Standing, shaking nervously in the doorway, peering through the keyhole, was Pumpkin. Being more hidden than she was when she walked in on Pinkie and Carrot, she saw so much of her brother and mother. And while the angle she was at didn’t give her the best look of Cup’s face as she was being brutally, anally fucked. But now that it was over, her eyes were wide in shock; but not at the sight of Pound fucking Cup, but more her brother’s cock.

That was it, she recognized it, that was the thing she sucked on to get the glaze. Did Pinkie know this? Of course she did, she had to. She was the one who arranged her meeting with this thing. So she had sucked off her brother’s dick. But amidst the shock she was feeling, another sensation was swirling in her mind. Was it pleasure? No, no, that couldn’t be it, but her body was trembling, and her eyes couldn’t look away from Pound’s cock.

This wasn’t right, or was it? Pumpkin’s eyes were trembling, unable to process everything that she had just seen. Her father…and Pinkie, and now Pound…with their mother?! The moans that Pinkine were making when the stallion was hammering his cock in and out of her pussy, it was something that the unicorn filly couldn’t fully understand. Sure, she had learned a little bit about her body when her first heat came. But still, there was something about all of this that made her body tingle.

Did she want to feel the same pleasure both Pinkie and her mum felt? But did her mother really enjoy it? She wasn’t making the exact same sounds that the other mare was making. Both her father and Pound were making the same sounds. So there had to be something to it. And yet still, Pumpkin couldn’t understand it. Sneaking away back to her room, the filly’s mind was filled with the sights she saw, and her body was feeling so hot.

As soon as she got in her bed, Pumpkin threw her blanket over her, and yet could feel the heat getting worse and worse. Not only a warmth, but something else; an itching. It was an aching feeling that was sending small tingled throughout her body. Without thinking about it, she reached down with her forehooves, her body went tense as she couldn’t help but gasp out as she accidentally rubbed against her own soft pussy lips.

Quickly, and with some panic, she bit at her pillow, muffling the sound she accidentally made to ensure her mother didn’t hear her. After everything that had happened, Pumpkin didn’t want anypony seeing her like this. It was too much, and she had to sleep. Swallowing nervously, she tossed and turned in her bed, feeling the aching getting harder and harder to endure. Eventually, by some mercy, fatigue took her, and she fell asleep.

Pumpkin's Reflection

The morning after this incident, there was a smell in the Cake’s home. Though everypony in the household tried to ignore it, there was no mistaking it. Sex, the musky, heavy scent hung on the air like an invisible, but humid miasma. Cup Cake and Carrot Cake smelled it the most, each almost looking over their shoulders whenever the other passed them by. Though neither suspected the other of having any sort’ve affair, they both greatly feared the other finding out about their affairs. Carrot was especially paranoid, hoping that his wife didn’t notice how late he was coming to bed.

When he was finally able to escape Pinkie’s whore clutches, it was a little after midnight. Sneaking his way to his bedroom, he found his wife sleeping in bed. The bed in question was a major, soaked mess. No doubt, she grew bored waiting for him and spent her time pleasuring herself until she gushed every untouched desire and orgasm all over the fabric. The guilt was so great, he accepted it as his punishment for his unfaithful behavior, laying on the sticky, wet bed and just barely able to get some sleep.

Cup Cake was equally exhausted, and when she woke up this morning with her husband in their bed, she was so terrified he might’ve found out. She had just barely managed to get Pound cleaned up and in his bed, that she didn't get a chance to clean much of herself, just getting her son’s cum out of her gaping hole, and somewhat of the bed; but still collapsed from exhaustion in a soaked and sticky mess. Whenever she looked at Carrot, she was expecting him to say something. The bakery wasn’t open yet, so when was he going to confront her about this?

Right now, the two of them were hard at work in the back kitchen. They were prepping and preparing for the day’s sales. But there was still an almost palpable awkwardness in the air. Both ponies were guilty of cheating on their spouse, and were terrified of their secret coming out. For now, all they could do was keep working, and hope the other wasn’t going to ever find out. Cup Cake would need to speak to their son about this, she had to tell him as sternly as she could, that he can’t do such things to her. Equally, Carrot was mentally debating over what he would say to Pinkie. Telling her to stop only got him balls deep in her bed, so there had to be a different way.

“Oh, how odd!” Carrot finally spoke up, his voice nearly causing Cup Cake to jump in surprise. “Maybe something here went bad.” His voice almost cracked as he was haphazardly putting together this lie. “How about we take the day off? I’ll fix whatever’s going on down here, and you catch some more sleep?” Cup Cake pondered for a moment, but there was no way she was going to let this chance pass her by. Quickly, she left the kitchen, both ponies sighing a breath of relief as the inevitable was delayed a little longer.

Pound’s body was so sore. After last night, his arms, legs, chest, and especially his cock, balls, and sheath felt so sensitive, trembling even as he barely got any sleep. Pumpkin was more or less unsure what to make of everything. She was still laying in bed, but she was staring up at the ceiling. The previous night felt like some strange dream, but she knew it had to be real. Whenever she closed her eyes, she could still see her family, and the things they did. How her father was making Pinkie moan like that, how Pinkie’s eyes met with hers and the tingling that ran through her. Or even what she saw happen between her mother and brother, and the way she recognized Pound’s dick as the thing she had sucked before, the taste of the glaze she savored still felt warm on her tongue.

Pound’s memory of the night before wasn’t as good. When he tried to think back to it, it was more like a blur. He remembered his dick feeling hard, and he remembered meeting with his mother, but then the next thing he knew, he was exhausted in his bed, still wet from the speedy bath Cup Cake put him through. His bed was still wet with water, sweat, and leaking precum. Everything else was a blur to him. Stretching a little, he could see from the light in the window, it was time to get to work.

Getting out of bed, he didn’t notice Pumpkin laying there, and made his way to the kitchen. But rather than the sexy, wobbling flank of his mother, he saw Carrot rushing around the kitchen. He was opening every window in the place, as well as the back door as the air was thick with numerous air fresheners. He thought he smelled something rather wet and strange on his way downstairs, but it was immediately overpowered by flowers and fruit smells.

“Oh, Pound?!” Carrot said, nearly falling over himself as he noticed his son. “G-Good morning…” Cracking a nervous smile, his mind raced and raced. “We’re going to be taking a day…” But then, another thought crossed his mind. “Actually, your mother is feeling a little under the weather, and I need you to help me with a delivery…yes, yes, a big delivery…can you help me?”

“Sure, dad, I can help.” Pound replied, happy his father was being so nice to him, or at least sounding like it. “But what about the bakery?”

“There’s nothing to worry about, I have it covered.” Carrot replied, only realizing what he just said. He didn’t have a single plan for any of this, and was just going off any thought that popped in his head. He hesitated for a moment, but he was too far along in this now to stop. “Pinkie!” His voice echoed out as he called out for the pinkie whoremare.

“Heyya!” Pinkie replied, seemingly coming out of nowhere as she was now standing between the two ponies. Both Carrot and Pound nearly stumbled back from her sudden appearance. “Oh! What’s that smell? Smells…flowery…fruity…oh wait, wait, I know, I know, it’s-”

“The kitchen!” Carrot interrupted, his voice nearly cracking as he shouted. “Something in the kitchen went bad and that’s the reason for the smell. Don’t worry about it!” Looking at the two, his face blushed in embarrassment. “A-anyway, Cup Cake isn’t feeling well. So Pinkie, I need you and Pumpkin to watch the bakery today while Pound and I handle a delivery.”

“Okie dokie lokie.” Pinkie replied, giggling as she could tell why he was so flustered, but loved teasing a little more. “I know, I can call Sugar Belle! She’s really good at baking, and can help out.”

“Yes, yes, sure, whatever you say.” Carrot replied, trying desperately to grab what was ready for this fake delivery. “Glad that’s all settled, come along Pound.” The colt barely got a word in before being dragged off by his father.

Pinkie continued to giggle, fully aware of everything that had happened. Her eyes almost gleamed with eager giddiness. She was going to tease the stallion a lot more later on. But for now, it was way more fun to see him act so timid and skittish. It was part of his charm, to watch such shy and sheepish colts and stallions tremble whenever she was around. Her body shivered a little, like a Pinkie Sense tingling in her most sweet and sensitive places. But she’ll play with him later. Right now, she needs to call Sugar Belle.

Cup Cake was looking out her bedroom window when she saw Carrot and Pound leaving. She let out a small sigh, but it was a mix of relief and worry. She was somewhat relieved that she was given more time to clean up the house, especially her bedroom to cover up and clean the massive smell of arousal. But she was equally worried that Carrot knew and was planning to speak with Pound about it. Or worse, he knew it was their son who did it with her, and he was going somewhere to scold him without her intervention. Either way, there was nothing she could do.

Laying in bed, she stared up at the ceiling, and hated herself. She rolled over, looking at the wall, and hated herself. Even as she flipped over, burying her head in the pillow, she hated herself. If anything, being in this position immediately reminded her of the previous night. Her pussy quivered, getting wet, while her ponut winked in the memory. She couldn’t help but let out a small moan, and immediately covered her mouth. What was she doing?! She was moaning at the thought of what her son did to her. Why? Why was this feeling so strong?

Cup Cake hated herself, she was wallowing in the misery and pain of her body having felt pleasure from her son. The way his cock stretched and filled her holes, and how hot his cum felt as it flooded her deep and special place. And not only that, but when she closed her eyes, she could still see the adorable panting look on her son’s face, the way he moaned for her, and how her body was making her feel so good. She hated this memory, she regretted everything that had happened, and yet her body was feeling so aroused.

“No, no, no, no!” Cup Cake shouted, thrashing a little on the bed. “I’m terrible, I’m terrible, I’m terrible…” She was panting, her mind raced as her eyes were darting. Back and forth. She couldn’t do this, she couldn’t just lay there and be constantly reminded of what she had done. “I need to go…I need…I need space…”

Bursting off the bed, Cup nearly broke the bedroom door as she galloped out. Making her way down the stairs, she didn’t notice Pinkie and Pumpkin looking at her run by. The mare needed to be somewhere, anywhere, but not here. Panting and almost crying out in this frustration. Wherever she was going, it had to be better than the rampant thoughts, regrets, guilt, and sadness that was soaking her mental being.

“Oh, looks like she’s not that sick.” Pinkie said, looking between the doorway and Pumpkin. “Well, I think we should just let it be. Maybe she needed to do some stretches?”

“Yeah, I think we should.” Pumpkin commented, not wanting to think too much as to what her mother was doing. “So you said Sugar Belle will be helping us?”

“Yep, she should be over any minute.” Pinkie replied, smiling at the filly. “Besides, we have a lot to do today.”

“What do you mean?” Pumpkin asked, not fully looking at the mare either. “I mean, we’re just minding the shop right?”

“Oh yes, yes, we are, we are.” Pinkie giggled. “But I think we should have a girl’s fun day too.” Trying not to think too hard on it, Pumpkin got started with the preparation for the day.

Rolling out the dough, mixing the flour, Pumpkin kept herself as focused as she could. She couldn’t look directly at Pinkie, not for long. Her mind repeatedly returned to what she had seen the previous night. Her father, the stallion hammering his huge cock in and out of Pinkie’s moaning pussy. The look on her face as she held him, hugging him so close to her as he was stuffing her sweet and tight hole. The filly shook her head, but her mind couldn’t let go of the scene. This whore mare letting out such words, such a sultry tone as to make the filly’s body feel so warm.

Pinkie’s ear flicked, as her nose twitched. She gave Pumpkin a sideways glance. Her lips curled into a playful smirk, even if the filly didn’t see it. She knew that she was caught with Carrot, she looked at Pumpkin as the filly witnessed Pinkie being fucked by the filly’s father. But she could see the conflict and confusion on her face. Was he seduced by the mare? Did the mare get taken by him? Was this a mutually agreed act? Pumpkin’s mind was in a growing panic, and Pinkie couldn’t help but hold in small amounts of giggles.

She could smell it, Pinkie could smell the growing arousal that Pumpkin’s pussy was giving off. It was sweet, and the way she was trying to cover up her smell was simply adorable. If the mare had the time, she wouldn’t be against convincing the little filly to let her have a taste of her sweet innocence. Her mind then drifted to Pound, how his cock looked, and how sweet it must taste. Part of her envied Pumpkin, getting a chance to suck him off like that, but she was confident she’d get a chance soon enough.

“So…did you sleep well last night?” Pinkie playfully asked, wanting to tease the filly a little bit. “I slept so well last night…” Her tone shifted to be almost a little sultry. “But I must’ve tossed and turned though, cause I was so sore this morning…” Pumpkin shivered at the mare’s voice, her mind still recalling not just how her father fucked Pinkie, but how she caught Pound with their mum.

Pumpkin’s eyes seemed to only stare off into the distance when she recounted what she saw. The way her father, the stallion who raised her, was using his huge cock in Pinkie, the mare who was like a big sister to her. Her body couldn’t help but tremble a little at the memory; even as she tried to push it out of her mind. But the echo of Pinkie’s whorish moans, the way she was taking that cock and yet begging for more, it seemed to have seared itself in Pumpkin’s mind. As well as this, the filly couldn’t help but wonder; how did she handle it?

If what she saw in the fence was a dick, then the one attached to Carrot was huge, throbbing, and made the filly’s body tremble as it intimidated her. There was just something about it, her mind just couldn’t let go of it. He was so big, bigger than the one in the fence, and the way it stuffed and filled Pinkie’s softness made the filly’s body quiver. Pumpkin’s own soft pussy was tingling, it felt so strange, but she didn’t hate the feeling. She just didn’t understand it.

Pinkie giggled a little to herself, smelling Pumpkin’s faint, sweet smell, knowing what it meant. Soon enough, she was going to bring the filly out for some fun. So far, she’s got her to unknowingly suck off her brother’s impressive cock, and after last night, she was certain Pumpkin just needed the right push, and she’d be a fun little slut, just like her. But this would have to come a little later. Sugar Belle was still on the way, and when she would arrive, then the mare would put her plans together.

Pumpkin’s mind continued to replay events, the way Carrot’s body bucked and heaved, the way it was plunging itself so deep inside the mare’s pussy. Pinkie’s whorish moans, they were like a sweetness that poisoned and numbed the filly’s senses. Between every blink, she could still see it. The look of passion, of pleasure, and then the eyes of Pinkie staring at her. The way she saw the filly watching, and it only made her want more and more of Carrot’s fat cock. Pumpkin trembled a little as her memory showed her this.

Her body was frozen in place, heart hammering so hard in her chest, and the way those eyes washed over her caused her insides to slowly get warmer. Swallowing nervously, Pumpkin wanted to leave. Every part of her mind screamed for her to leave, but her legs wouldn’t move. She could only watch as Carrot’s cock was beating harder and harder into the mare. The way he stretched her, filling her so deeply with his size. His daughter watched, slowly panting as her body was becoming slowly aroused by this, even though she didn’t understand it herself.

If Carrot had looked, even by chance, and saw Pumpkin watching him blow his hot, thick, potent loads over and over in Pinkie’s gluttonous clutches, his blood would freeze and soul would flee from his body. Thankfully, the whoremare saw the filly first, and she was quick to hug him close to her body. As well as this, Pumpkin was almost thankful Pinkie did this, obscuring the stallion’s vision and granting the filly a chance to escape.

She wished she had just gone to bed, curled up in her bed and hoped to all the hopes she could muster that this was all a strange dream. But Pumpkin was wrong, and the faint sounds that drew her to her parents’ room only added to her haunting visions. Her mother, as well as her brother, fucking in her parents’ bed. The way Cup was moaning, her face with a mix of shame and pleasure letting out such alluring, seductive sounds. It wasn’t exactly the same as Pinkie’s moans, but there was still something about it that all but screamed out how good it felt.

And then there was Pound, seeing the way his dick was going in and out of their mother, and how his throbbing mass was filling and pressing so hard against the softness of her wet hole. Pumpkin couldn’t take her eyes off it. That was it, she was sure of it. The same thing she had sucked on, the same thing that gave her that sweet, delicious tasting glaze before. Did Pinkie know about this? She had to, right? She was the one who brought her to the place where it was. But then…how did she know? Did she orchestrate this meeting?

Pumpkin’s body was just as frozen as it was when she saw her father with Pinkie. The way this dick twitched, almost pulsing as it was making so wet, sloppy, slapping sounds. The way her twin brother’s body was also twitching, his heavy looking balls trembling and tightened as he was getting closer and closer to orgasm. Pumpkin couldn’t explain it, but she could start tasting the same glaze on her tongue again. As if by instinct, she licked her lips, feeling the warmth against her tongue again, she though she was so far from him. A flicker, a wiss pof of a thought crossed her when this happened; she wanted another taste.

Immediately, Pumpkin shook her head, instinctively taking a step back as she banished this notion from her mind. Why was she thinking this? There was no way she was actually thinking of going in there? No, no, that wasn’t it. She couldn’t bring herself to even take another step forward, let alone open the door, cross the threshold, and engage in this. But there was just something about Pound’s cock, the way he was using it, the softness of his own adorable moans, and how he was stretching their mother’s holes with this beating motion.

Thankfully, or by some divine mercy, Pound’s thrusts started to settle down, he was reaching the end of his humping. Pumpkin couldn’t tell what was happening. But with how he was tightening up, shivering and grunting, similar to Carrot, Pound was going to cum. His sister’s eyes widened as she saw her brother, the same colt she’s grown up with and been so close to, was twisting his face into such a display of pleasure, her face blushed as she watched the colt bottom out in Cup’s body. Pound cake, and the thick, creamy amount that was being pumped in his mother couldn’t all fit in her gaping hole.

Pulling out slowly, Pound collapsed, leaving only a leaking dick, slowly limping, and the result of his wild humping spilling out of his mother’s body. Cup was trembling, twitching in the afterglow of her forced orgasm. Pumpkin bit at her lower lip, unable to take her eyes from it. That was it, the glaze, this sweet tasting substance that she felt a desire to have again. She couldn’t get it out of her head, the memory flashes in front of her over and over again as the filly’s body was getting hotter.

With what strength she could muster, Pumpkin broke away from this doorway. All but galloping to their shared bedroom, the filly barely remembered what happened next. Jumping in her bed, she covered herself up. Curled up, she was trembling, her body was tense and every inch of the softness of her blanket was almost kissing against her sensitive body. Shivering more and more, another sensation struck her. It was a warmth, like a heat throughout her body, as well as another sweet smell coming from under the blanket.

Curious, she reached down with a forehoof, letting out a weak, whimpering sound as she touched at the source of this tingling sensation. It was her tiny, tight place between her thighs. Her delicate, fillyhood was wet. Not as soaked as Pinkie or Cup was, but it was moist, and just barely touching it with her hoof nearly sent a ripple of pleasure throughout her that caused her to gasp out. What was this feeling? Was this pleasure? Was this something she had never heard of? Whatever it was, she touched again, and again, and again, the curiosity drove her to rub her sweet place with her hoof before exhaustion finally set in, causing her to pass out in her bed.

“Hey…hey…Pumpkin…hey!” Pinkie shouted, getting the filly’s attention. Pumpkin gasped out, stammering over as she blushed at being brought out of this memory. “Are you okay? You’ve been staring at nothing for a while.”

Pumpkin wanted to thank her for getting her out of these memories, but since it was Pinkie, it only made it worse. Even with the thoughts banished for the time being, the filly couldn’t help but see the look of sheer, orgasmic joy on the mare’s face when she looked at her. Pinkie knew what was going through Pumpkin’s head, but wanted to continue playing along. Sugar Belle would be there soon, and she wanted to take advantage of what time she had left with the filly.

“You know, since Mr Cake and Pound are gone, and Mrs Cake wanted to step out…” Pinkie suggested, smiling as a wicked plan was crossing her mind. Pumpkin couldn’t help but tremble a little bit as the mare continued. “And of course, Sugar Belle is coming soon. Maybe the three of us can have some fun together?”

“S-sure…I think that would be fun…” Pumpkin nervously replied, worried for a moment, but certainly, Pinkie wouldn’t do anything with Sugar Belle there. “L-let’s just finish up today first, and we can go after.”

“Okie dokie lokie.” Pinkie giggled, only to hear a knocking at the back door. “Oh! That must be here.” Skipping off, she left Pumpkin alone for a moment.

There was a small sense of relief. Pumpkin’s mind was still in a frenzy of emotions, but she was confident that whatever Pinkie was planning, with Sugar Belle there, it wouldn’t be too risque or sexual. But whatever hope she had for these plans, they were destroyed the moment she saw Sugar Belle walk into the kitchen. The unicorn wasn’t normally an easy mare to read, typically a friendly smile on her face, but since seeing Pinkie in the seductive state she was last night, Pumpkin could just tell there was something about her.

Sugar Belle and Pinkie walked into the kitchen, the unicorn’s figure was quite an alluring sight. Being married to Big Mac, and living at Sweet Apple Acres, the mare was so kind and gentle whenever she would come to the bakery. But there was a look in her eyes, a look that she maybe hasn’t done anything outside of with her husband, but had seen things. And the look on Pinkie’s face, the cheerful, all consuming smile, it was all Pumpkin needed to know that Pinkie’s plans weren’t just for her, but for her and Sugar Belle.

“So I figured since it’s gonna be a dead and slow day anyway, we close shop early today.” Pinkie suggested, smiling and giggling between the two. “So I think the three of us should go off and have our own fun.” Pumpkin and Sugar couldn’t help but give the mare some nervous chuckles.

Delivery

Pound’s heart was hammering in his chest. Since leaving the bakery with his father, the two have been walking along the streets of Ponyville. Strapped to the stallion, was a cart filled to the brim and beyond with all the number of cakes, muffins, cupcakes, and other pasties that were in the special storage unit around the back of the bakery. But this wasn’t why he was so nervous. Pound was worried about his father, how Carrot seemed to be more and more aggressive with him as of late. Years ago, when he was a younger colt, his father treated him so happily and gently. But a little under a year ago, Carrot has been more harsh and critical of him.

Pound’s mind would occasionally be filled with thoughts, doubts, and worries. What was I doing wrong? Did my father not love me anymore? What can I do for him to love me again? What about this? What about that? All these insecurities haunted his thoughts, which only drove him to think about his mother. The way she still treated him so gently, and yet these thoughts turned into what he did with her the night before. Pound had to bite his lower lip, not wanting these memories to bring back his boner. The colt was terrified at the idea that his father would see his awkward erection.

“We’re almost there.” Carrot finally spoke up, nearly startling Pound. “We’ll be going to the Rich Manor. They’re hosting a party soon, and so need all the sweets they can get.” Pound said nothing, only nodding his head as he followed his father. “So once we get there, I’ll need to offset the sweets, but I’ll call you over if I need help.”

“O-okay…I understand…” Pound nervously replied, not wanting to disappoint him. “I’ll do my best.”

“I know you will.” Carrot nodded, walking a little more ahead, the cart rattling a little behind him. Taking a small breath, he looked back to Pound. “And after this, let’s go somewhere nice. It’s been a long time since the two of us have done anything together.”

“S-sure…” Pound replied, still sounding a little timid. “I…” He wanted to say something else, but the words became a whimper.

“Look…I know I can be…well hard on you…” Carrot sighed, not looking at Pound as he spoke. Clearly there was some misunderstanding he felt needed to be clarified. “I know I haven’t been as kind…or gentle, as your mother. But that’s only because I want what’s best for you, and when I was your age, my father told me this too.” He paused for a moment, as if contemplating his words carefully. “Pound, I want you to grow up to be a fine stallion, and while I sometimes think your mother is being too soft with you, know that we both love you.”

Pound didn’t know what to really say about this. His father had been harsher with him for the last year or so, around the time he was slowly feeling the tingles in his dick. But it wasn’t that Carrot didn’t love him as much as Cup Cake loved him, it was that the stallion had his own way of expressing it. He wasn’t having Pound help him because he felt he was a burden, he was asking for help because he trusted him. This caused the colt to feel a little more pride, and wanted to do more for his father.

“D-dad…” Pound weakly asked, tensing up as Carrot looked back at him. “Is…would it be okay…if I pull the cart? Just this once…”

“Hmm, well, if you feel you can do it, I don’t see why not.” Carrot replied, smiling a little at his son. Taking a few moments, he unstrapped himself from the cart. “Here you go. But be careful, it can be heavy.” Pound walked over, letting his father strap him into the cart.

Carrot was right, it was heavy, but he was a little wrong about how heavy it really was. To a stallion like him, it took some effort to pull it. But to a large colt like Pound, he was pulling with all his might to just barely get it to move. Carrot could see his son’s struggles, but didn’t want to stop him. Pound wanted to help, and he didn’t want to take this feeling from his son. Continuing on the walk to the Rich’s manor, the two moved slowly, accommodating for Pound’s struggles, but he didn’t complain. He wanted to make his father proud, and so said nothing as he strained himself to pull at the heavy cart.

“I know it’s heavy.” Carrot commented, trying to reassure his son. “We’re almost there.” He gestured with his forehoof over to the massive mansion coming into view. “We’ll go at your pace.” Pound nodded, not wanting to disappoint his father. “Thankfully, this is the biggest order we have today. All these sweets are going to the Riches.” He chuckled a little. “Apparently Filthy Rich is hosting a massive event and needed the sweets for catering.”

Pound still said nothing. He didn’t want to show off that he couldn’t do this, but the straining sensation that was almost burning throughout his smaller body was the perfect thing to keep his mind off the previous night. Though part of him could still see the way his cock hammered in and out of Cup Cake’s ass, as well as the softness of her inner folds around his dick, he body was being pushed so hard, that his cock couldn’t poke free from his sheath. Still, he shook his head a little, not wanting to think about how sexy his milf of a mother was, and how good it felt to blow all his hot, thick loads in her holes.

Arriving at the manor, Carrot and Pound made their way to the front gate. The stallion walked a little ahead of the exhausted looking colt. Knocking at the front gate, the two waited a few minutes without anypony coming to greet them. Waiting a few minutes longer, Carrot knocked at the gate again, a little harder and louder this time. But there still isn't anyone to receive them. Curling his lip a little, Carrot huffed an annoyed sigh as he rubbed his head for a moment. Pound remained standing as he was, catching his breath after pulling the heavy cart. But after knocking, almost slamming at the gate in frustration, Carrot huffed and grumbled a bit before composing himself.

“Okay, well if we wait too long, the baked goods are going to go bad.” Carrot sighed, still rubbing his head a little. “Alright, alright. Pound, I’ll stay with the cart. Could you go around the back and see if there’s anypony to let us in?” Pound looked at him in a little confusion, but only nodded his head, not wanting to upset the stallion.

Unstrapping the harness from Pound, Carrot nudged the colt through a larger opening in the gate. Pushing through the gate, the colt started heading around the back. His mind raced a little more about this situation. While there wasn’t anyone coming to get them at the front gates, he was technically trespassing now. Panting a little from the exhaustion carrying that care brought on him, the colt continued to do as his father told him to do. It wasn’t like he was sneaking around, he was looking for someone to open the gate to make sure he and Carrot could complete the delivery. So it wasn’t wrong, just necessary to get the job done.

Making his way around the side of the mansion, Pound could hear the sound of water. A pool splashing perhaps, as well as the somewhat muffled sounds of somepony out of view. For a moment, he paused, the faint noise sounded a little familiar. His mind raced a little back to what muffled moans Cup Cake made when he was pounding her ass into a cum gushing, sloppy, sweat soaked mess last night. Biting his lower lip a little, Pound tried to compose himself, he didn’t want his cock to slip out of his sheath. Looking around, he saw that Carrot was too focused on the gate to notice him, so he had to keep going.

Swallowing nervously, Pound made his way towards the source of the muffled noise. He was right, there was a massive pool of sparkling clear water that swayed a little in the soft, warm breeze. But that wasn’t what made his eyes widen. Looking at the side of the pool, he saw two ponies. One of them was some stallion he didn’t recognize, but the mare lounging in a provocative, almost seductive manner, was Spoiled Rich, the matriarch of the manor. Shivering a little, Pound felt an almost chill run down his spine. And while the stallion looked like some cleaner or handistallion to clean the pool, it was what he was doing with the mare that made Pound’s jaw drop. Positioned in a steady angle, Spoiled was sucking off this stallion’s cock.

The wealthy mare's mouth was far different from the way his mum sucked him off;. She was rolling her tongue along the length, easily taking it nice and deep, and was moaning a soft, whorish sound that made Pound’s body shiver as a tingle ran down his spine. The two didn’t seem to notice Pound staring at them, and it was impossible for him to look away. Spoiled was taking that cock better than Cup Cake took his, and he couldn’t stop himself from getting aroused as well. Swallowing nervously, Pound looked around for someplace to hide. If he stayed out in the open, he’d be noticed too soon. Hugging closely along the manor’s side, he watched on.

Spoiled sucked this cock, taking it so deep, her throat was bulging a little. And yet, despite the muffled moaning coming out from her mouth, her face somewhat seemed to remain in a stoic, uncaring expression. The pool stallion only continued to hump, fucking into the mare’s mouth, his own face showing how good it must feel. Pound licked his lips, wondering for a moment what it would feel like to have that much pleasure surging through him. Though something about this seemed to be wrong. That stallion wasn’t her husband, that much he knew, but she was doing something he though his mum told him should only be done by ponies who love each other.

Though he had only ever been to the Rich manor to help deliver sweets and goods, Pound was confident he had never seen this stallion before. But whoever he was, Spoiled was going to town on that dick, bobbing her head just as fast as the stallion was fucking her mouth. Her throat continued to quiver and pulse as it looked like the stallion was going to cum. Pound’s body trembled, his own dick getting big out of his sheath as he watched this stallion pull back, just to ram himself into Spoiled’s mouth. Her entire body tensed up, her large teats between her legs trembled as her nipples got hard.

The stallion held himself in place, almost hugging Spoiled’s head as he twitched and pulsed his possible thick and hot cum in her mouth. The mare swallowed down this load, gulping it all down with little difficulty. After a few moments, though they felt like an eternity to the colt, the stallion slowly pulled himself free of Spoiled’s mouth. Some cum spilled from her mouth, to which she wiped with her hoof, only to lick at it a little more. The stallion, holding a smug smile, and his cock still throbbing hard, seemed to be ready to move himself around her.

“No, no, it’s my turn.” Spoiled commented, her regular bitchy attitude rippling out of her voice. “You know the deal.”

“Right, and I just gave you some good cock in that hot mouth of yours.” The stallion countered, almost complaining as he spoke. “So why can’t I just fuck that tight pussy now?”

“Floatie! I pay you to clean my pool. Fucking me is a perk.” Spoiled explained, rolling her eyes under her sunglasses. “And I only allow that, because Filthy hasn’t touched me in years, and I need some excitement.” She spread her legs a little, showing off her plump pussy. “So if you want to get in her with that big, dumb cock, you better eat me until I cum.”

Pound couldn’t really tell what was going on, but the stallion seemed annoyed, almost offended at the comment. Did he not like eating out the mare? The colt didn’t really understand it, but the stallion was clearly upset. Huffing and grumbling, the stallion only walked off, his erection slapping between his thighs. Spoiled only lay back in her sunbathing chair, seemingly uncaring over the stallion’s reaction. But then, another thought struck at Pound. Spoiled was doing this because the stallion cleaned her pool and worked for her. So by delivering the sweets to her house, Pound was technically working for her. So perhaps the same treatment extended to him? He was too aroused to really think of anything else but how good the mare’s mouth on his cock must be.

After thinking it over for another minute or so, Pound decided to go along with this plan. Carefully and slowly, the colt made his way over to the relaxing mare. His hardening cock flopped between his thighs. As he got close enough, he found that Spoiled was in fact, sleeping. She was giving out faint snoring sounds, and her legs were spread, showing off her delicate, moist looking pussy lips. Pound swallowed nervously, not sure what to do now. Could he just lick it? Kiss it? Eat the wealthy mare out while she was sleeping? His mind raced, but the throbbing of his cock made it hard to really talk himself out of this.

Licking his lips, he leaned in, taking in the sweet smell of Spoiled’s pussy. It was different from his mum’s, but no less appetizing. Swallowing nervously, Pound couldn’t hold himself back. Leaning in, he gently, and delicately kissed at the mare’s pussy lips. Spoiled let out a small sound, nearly making the colt’s heart skip a beat. But she didn’t wake up, she he continued. Kissing in a loving manner, the same way he had done it with his mum, he treated Spoiled’s lower lips as if they were her upper lips. Using his mouth to carefully open up her softness, he allowed his tongue to slowly slip into her.

The taste was different than Cup Cake’s, it wasn’t worse, but not better, and yet Pound couldn’t help himself as he was letting his tongue slither into her soft folds. Spoiled’s soft copies were slowly becoming gentle moans, but she still seemed to be asleep as Pound continued to eat out this sweet tasting pussy. He couldn’t stop himself as he was getting himself more and more into her sweet folds. The mare only moaned out some more, as if the pleasure this colt was tongue fucking into her was mixing with her dreams. Either way, Pound’s cock was throbbing, dripping out his oozing precum, adding faintly to the arousing smell.

“Mmmm, yes…like that…’ Spoiled quietly cooed, moaning softly, which caused the colt to freeze. Was she awake? Did she see him? “Why’d you stop? It was just getting better.”

Spoiled wasn’t fully awake, but not still completely asleep anymore. But looking up, her head was still laying back, and so maybe she wasn’t looking down, and maybe her eyes were closed? Either way, he continued to lick and kiss at the mare’s pussy, making her body shiver a little in her soft moans. Spoiled’s voice only made Pound’s cock throb harder, she was feel good from this, and he too was getting more and more aroused. Swallowing down the sweet nectar, it tingled at his tongue, which made him slip himself deeper into her soft wetness.

Spoiled only continued to moan, laying back in comfort as Pound was all but worshiping at her pussy, giving her the love and attention that she was previously denied by the pool stallion. Whether she realized she wasn’t being eaten out by a different pony was hard to tell, and Pound’s mind was still in a haze from the sweet taste, smell, and her moans tingling in his ears. Putting a little more effort into his kissing, he was making out with Spoiled’s pussy, sloppily moaning softly in her inner folds as his tongue rubbed and teased along her inner walls. The mare moaned out a little more, letting out the pleasure she was feeling.

“I didn’t know…you were so good…at this…” Spoiled moaned, arching herself back as she shivered from the growing pleasure. “Keep going…don’t you…fucking stop…” She was becoming more and more intense in her words. “Eat that pussy, make me cum, and maybe I’ll give you a reward.”

Pound, being driven on, was tonguefucking Spoiled’s pussy was greater and greater ferver. She was so good, and her pussy tasted so amazing as the sweetness continued to dingled along the colt’s tongue. He couldn’t hold himself back, his tongue flicked and teased within her soft, pussy folds, pushing her just over the edge that she needed as she gasped out in orgasm. Pound barely had a moment to react before he got a face full of the mare’s spraying, sweet nectar all over his face. Licking at what he could, he tasted at the flavor of her climax, and it was even better than the previous sensation he had licked at before.

“Wow…I didn’t think…you had it in you. That was-” Spoiled commented, only to cut herself off as she finally looked down at Pound. Beneath her glasses, her eyes narrowed, and her mouth hung open in shock. “You…you have five seconds, to tell me what the fuck you are doing here, now!” Pound was scared, stumbling back in fear as he collapsed on his ass, his cock throbbing upwards. Her eyes then narrowed on this dick. “What?! How could it be…that’s…”

“I-I-I-I-I’m here...with my father…we’re delivering cakes and sweets.” Pound explained, panicking as the mare glared at him, though unaware her eyes were more at his cock than anything else. “I’m sorry, I’m sorry, I’m sorry. I didn’t mean to. I just…I saw you were upset, and it tasted so good. And…and…and…”

“Enough!” Spoiled snapped, making the colt flinch. Taking a deep breath, she looked the colt over. “So, you came here, and while my worthless pool stallion wouldn’t dare eat me out, you did it without asking?” Pound nervously nodded. “I see. Well, normally, I’d have you thrown out. But I’m in a good mood.” Laying back, she spread her legs again. “Since you did such a good job, I’ll give you a treat.”

Pound’s mind nearly became blank, nearly causing steam to blow out of his ears as he was struggling to process what was happening. But the mare’s pussy was right there, so wet and tantalizing. Was she serious? Was she seriously offering herself to him? Did he do that good of a job eating her out? He could barely think, and the mare didn’t look like she was going to be patient with him if he made her wait. Swallowing nervously, the colt reapproached her, getting ready to eat out this pussy again, but Spoiled then placed a forehoof on Pound’s head, stopping him. Looking up, he could see a wicked smile across her face.

“No, no. You’ve already gotten me nice and wet.” Spoiled commented, almost commanding the colt. “Now, you get to fuck me with that massive cock.” Laying back, she allowed the colt to somewhat mount her, angling his dick to her sobbing entrance.

Slowly, Pound took his cock, aiming the blunt head to kiss at the Spoiled’s pussy, making the mare coo a little. She was so aroused, so infatuated with having this colt dick inside her, her pussy lips opened, taking in Pound’s size. Slowly, but surely, she was taking him in. She shuddered, moaning so much as she could feel as the colt’s cock was filling her up. It’s been such a long time since she had felt a cock even half this good, and now she was going to enjoy herself. Looking down at him, she maintained her wicked smile, and while it made Pound’s cock throb inside her, it also made him tremble nervously.

“Come now, no need to hold back.” Spoiled commanded. “I want you to take this cock, and fuck me!” Pound did as he was told, placing his forehooves on her thighs, and started humping forward.

Spoiled’s head arched back, moaning whorishly as she felt herself getting filled by this cock. The pleasure rippled throughout her body, and it was like she was being fucked for the first time. Pound only thrusted with all his might, believing that if he failed to meet her expectations, she would throw him out. No doubt, she would tell his parents, and then his father would be ashamed, and his mother would hate him. Fear and panic caused his cock to throb and swell harder, making the mare’s pussy fill with his impressive size. Pound wasn’t exactly the biggest cock Spoiled had whored herself out for, but for a colt of his age, he was quite skilled.

“Just like that…keep going…” Spoiled moaned, looking at him with a smirk. “Don’t stop until I tell you to stop…” Lifting at her hind legs, she wrapped them around the colt, locking him in place. “And you cannot cum until I tell you to.”

Pound gasped, feeling as there was no escape. This was so much different compared to how he fucked his mother. Cup Cake’s pussy clamped down tightly, but this was a different type being clamped down. Spoiled’s pussy wasn’t planning on letting him go, she was going to have him fuck her until he would blow his load; if he was allowed to blow his load. Pound huffed, feeling the air hammer in his lungs as he was losing his stamina in this tight, wealthy fuckhole. Spoiled continued to moan out, her pussy becoming not only sobbing wet, but was already getting ready to cum again. She hadn’t taken a decent dick in so long, and with how well he ate her out, her insides were so sensitive.

“Yes, yes, yes…fuck me, fuck me, fuck me.” Spoiled panted, looking down at her little colt fucktoy. “Come on, I’m almost there. Make me cum, and I’ll let you cum deep inside me.”

Pound couldn’t think of anything, but he had to get this mare off. If he didn’t, she might just throw him away. Thinking was impossible, his mind was too filled with the feeling of pleasure surging and rippling throughout her being. But then, something caught his attention; Spoiled’s bouncing teats. Not nearly as big as Cup Cake’s, but Pound couldn’t help himself. Opening his mouth, he clamped down his mouth over the mare’s teats, taking in both at once as he passionately suckled at her soft, plump nipples. The wealthy mare gasped out as she felt her pussy clamp down hard and soaked on the colt’s cock.

This sobbing tightness was enough to pusy Pound over the edge. Given how she must’ve came, then that meant he was now allowed to cum. Moaning out, the colt slammed as hard as he could, releasing himself deep in Spoiled’s pussy. The mare gasped, the warmth of this cum, flooding her womb was intense. If not for the birth control she took, she would’ve no doubt became pregnant with the colt’s foal. Still, she held him in place, not wanting to let him go just yet as he continued to pump out more throbbing loads in her wealthy womb.

But eventually, Spoiled’s hold weakened, allowing Pound, and his limping dick, to slip free from the mare’s pussy. Cum, mixed with her sweet nectar, spilled out of her fucked open hole, making her quiver and coo in her afterglow. Pound couldn’t help but gawk as he fell back, sitting on his flank as he looked up at her. Despite the sunglasses hiding her eyes, her pleasured smile was more than enough of an indication to show how well he did. After about a minute or so, Spoiled looked back down at him. Composing herself, she nodded.

“Well, that was…adequate. At least you’ve earned your forgiveness for trespassing.” Spoiled commented, trying not to give too many indications at how good he actually was. “Now, as for your father. You can return to him and I’ll have one of the servants open the front door.”

“Thank you, thank you.” Pound smiled nervously. “Did…did I do good?”

“You did as well as I expected.” Spoiled replied. “But, if the mood suits me, I may call upon you again.” Pound nodded again, turning to leave the mare, not realizing how much her body was still trembling from the pleasure he had fucked into her.