The sun rose over Silver Shoal, filling the place with warmth and heat. Birds sang their usual morning song as the natural alarm to wake up. The rays of the morning star peered through the windows of a room. It shined down on a certain guard, Storm, and he felt it hit his face. He groaned as he made some sounds before forcing an eye open and yawning. Storm was welcomed to a sea of lavender as he saw the lovely face of his girlfriend, Twilight, who was all snuggled up and cuddling him. Just waking up next to a beauty such as Twilight made him feel like she was a princess. The guard smiled before leaning over and kissing her cheek as Twilight stirred from that simple contact.

The stallion quietly wiggled from her arms without disturbing her sleep. The stallion had just finished cleaning himself up when his nose began to pick up something. The scent he smelled was rather delicious and tasty, and he began to feel his mouth starting to water. The unicorn followed the scent as he descended the stairs and found the source. The sound of the oven going off was heard as an older mare bent over to pull the tray of biscuits she had prepared. She smelled them before turning her eyes to see the guard.

“Well, you’re up early,” said Velvet as she saw her daughter’s boyfriend.

“Well, I usually do for my morning exercises,” said Storm, as his body was used to it. “Though, I’m surprised you’re up.”

“I figured I’d get a start on making breakfast for you kids,” the mare said as she stirred a pot.

“I see,” said Storm as he sat at the table. At that moment, recollections from last night began to fill his mind. The guard rubbed the back of his neck as he was reminded of what he did with Twilight’s mother. “Um, listen, Ms. Velvet… about last night…”

“Let’s save that conversation for after breakfast, mmm?” said the older mare with a smile as she returned to cooking. Storm was caught off guard by that as he felt, given what they did, she’d want to talk right away, but instead, she simply shrugged it off. “If you wouldn’t mind Storm. Could you fetch Twilight? Breakfast is almost ready.”

“Sure,” responded the guard.

He got up from the table and proceeded to head back upstairs as he stopped to glance a gaze at the older mare. Her light humming and pep in her step made it seem like she didn’t care that last night they had sex. It confused the stallion as he expected her to give him some kind of talking; regardless, he would have to wait until after breakfast to hear what she had to say.

Twilight was still asleep as the door opened, and Storm came in to check on her. The guard bent down by her side as he gently shook her and whispered softly.

“Twilight. Come on, it's time to wake up…”

“I don’t want to… five more minutes…” responded the mare, acting like a filly wanting to sleep in..

“Come on, Twilight… Princess Celestia is gonna be here soon.”

“She is?!?” said the mare as she opened her eyes and sat up in a panic.

“Well, that worked,” chuckled Storm as the bookworm realized her boyfriend tricked her and grabbed the pillow she was using to throw at him.

“That’s not funny, Storm!” said the mare as she crossed her arms and put on a pouting face.

“Aw, come on, Twilight. No need to make that face,” said the guard as he slid next to the mare. He put his arm around her and kissed her cheek as it lightened up her mood. “Your mother’s making breakfast and wanted me to get you up.”

“Fine. I’ll be down in a bit,” said the bookworm as Storm nodded and left to allow his girlfriend to change and get herself ready.

Once Twilight had changed, the mare joined her mother and boyfriend for a hearty breakfast. Safe to say, Velvet’s cooking wowed Storm, as he couldn’t get enough of it. It pleased the older mare to know she still had her magic touch that Storm was acting like her late husband when they first started dating.

“So, how was it?”

“One of the best meals I’ve ever had, Ms. Velvet,” said Storm as he approved the mare’s cooking.

“I’m pleased to hear that,” said the older unicorn as she grabbed the remaining plates and headed to the kitchen.

“So… what do you want to do today?” asked Twilight to her boyfriend.

“Honestly, I have no idea,” responded the guard, as they didn’t quite plan their trip out before coming here.

“Well, lucky for you, I came up with a list of ideas. Let me go fetch them,” said Twilight, leaving the table to rush upstairs to find her list.

Storm watched his girlfriend leave before he got up from the table and moved to the couch in the living room. He closed his eyes momentarily when he heard the sound of some throat clearing. He opened them and saw Velvet standing next to him before she took a seat.

“Now then. You wanted to discuss our topic of conversation from earlier?” said Velvet.

“O-Oh… right,” said the guard as he started to feel his fears growing. “Listen, Ms. Velvet…”

“Storm, what did I say?” said the mare sternly about addressing her.

“Velvet,” responded the guard more casually as she smiled, “Listen about last night. I appreciate you giving me and Twilight some incite into our sex life. It was one of the best sessions I’ve ever had with her. I’m grateful for that, but… I also want to apologize.”

“For what?” asked the mare calmly.

“You know… us. What we did? I know it was the heat of the moment, but that doesn’t excuse what I did to my girlfriend’s mother. So I understand if you’re upset or even angry at me. I know I overstepped a line, and I would never do something like that. And… I understand if you never want me ever to see Twilight again. I take full responsibility for my actions and… I deeply ask for your forgiveness, " said the guard, kneeling before the seated mare with his head down.

Velvet had a stern look as she looked at the guard before her. She could tell that Storm meant every word that came from his lips. It made her smile to know her daughter was in good hands and had someone like Storm to look after her. Storm didn’t dare lift his head as he was in no position to do so; he saw Velvet get up from the couch as she stood before him. Waiting for her to pass judgment on him and strike holy hell upon him, he soon felt a pat on his head.

“Oh, Storm. You’re really something,” chuckled Velvet as she petted the guard like he was a pet.

“Huh?” responded the stallion with some confusion.

“Get up,” said Velvet as she bent down to grab the guard’s hand and lift him up to sit on the couch with her. “Listen. Last night, it was something. Was it the heat of the moment? Yes. Did we do something unorthodox? Yes. Did it feel good? Perhaps. But understand, last night, my true intentions were to see if you did belong with my daughter.”

“Huh?”

“Tell me, Storm. Do you like my daughter?”

“Yes, obviously.”

“What do you like about her?”

“I like that she’s… smart. Pretty, beautiful, a bit obsessed with making things perfect, but even that adds to her natural charm. I love the scent of her lavender mane. I just… I just love being around Twilight because… it makes me feel something good. And I’m not talking about the sex; I’m talking about the connection we have.”

“Then let me ask you this? Do you love Twilight?”

“Yeah.”

“I don’t think you get what I’m saying. Do you love Twilight?”

“What?” said Storm, as he didn’t quite understand what Velvet was trying to get at.

“Do you love Twilight?” repeated the mare, emphasizing love.

The guard was now confused in all sorts of ways. He didn’t quite get what the mare was asking him as it seemed to be a simple question. But the way she kept pushing it, it felt like she was asking for something even deeper behind it. Storm didn’t know what to say, as he didn’t want the mare to get the wrong idea. Velvet could see that her question stumped Storm as he didn’t get what she was trying to fish for. Regardless, how he was mentally stumbling around, trying to come up with an answer, made her smile. Seeing the young stallion stammer reminded her of when she and her husband were her daughter’s age, and she asked him that same question. He responded that he didn’t know what to say as it seemed somethings never changed. Just as Storm was about to say something, Velvet placed her hand on his, getting the guard to look at her.

“It’s okay. You’ll know when it’s time,” was all the mare said.

Storm now had his mind blown after hearing that. The question she asked would be on his mind for quite some time.

“I’m just glad Twilight is with someone like you. It does my heart good to see my daughter be with someone she likes. Maybe I might be grandmother after all.”

“W-W-Well, I don’t know about that now,” stammered Storm, as he didn’t want to go that far in his relationship with Twilight. “So… are we cool?”

“Yes,” smiled Velvet as she held nothing against her daughter’s boyfriend.

“That’s a relief,” said Storm as he wiped his forehead.

“Though… if you don’t mind me asking. Since I offered to help you and Twilight with your sex life, perhaps I could require your assistance with something.”

“Um, s-sure?” said the guard cautiously.

“See, last night while we were doing it, I got some inspiration for a piece I’m currently working on and wondered if…” The mare leaned over and whispered into Storm’s ear. The guard listened to the mare’s proposal as his eyes widened when she finished.

“Oh, fuck!” shouted Storm as his body acted on its own, causing him to stand up and trip over the table as he fell on his back.

“Are you okay?” asked Velvet, leaning over the couch’s armrest to look at the fallen guard.

“No,” responded the stallion, looking at the mare before kipping up to his feet. “You want me to… to… do… I-I can’t! Velvet, I appreciate that you’re willing to give me a bye after last night, but I… I can’t do that. What would Twilight say?!?”

“Well, she’d be a part of it. I doubt she’d say no,” smiled the mare.

“I just… I… I can’t…” the guard broke down as he fell to his knees.

Velvet could see the internal struggle forming in the guard’s young mind. She knew where he came from, and what she had just asked violated many sacred rules about personal boundaries and relationships. The mare got up and bent down to grab his chin to make him look her in the eyes.

“Storm, I know what I’m asking is quite out there, and I can see why you’re so hesitant. So… if it makes you feel any better, I give you my consent. There, I said. I give you my consent.” said the mare, hoping to calm down his nerves.

The guard just looked worried as though the woman permitted him to do what she asked; he still felt it was wrong.

“I admire you for being noble in your ideals and beliefs. It’s admirable and quite cute. Not many ponies have that left in them. Which is why I’m glad you do and it’s another reason why I’m glad you’re with Twilight. Listen… I’m only asking for this one favor. And it’ll be just between the three of us. Nobody else will ever know. I won’t tell, Twilight won’t tell, and you won’t tell. We’ll take this secret to our graves.”

“Somehow you saying that doesn’t make me feel any better,” commented the guard.

“Storm… one thing when you’re in a relationship is to try new things to spice it up. And be serious, after last night, after what we did, are you really gonna pass this up?” said the mare, pointing at her body.

The stallion hated that a part of him wanted to. His selfish side was coming out and trying to influence his mind to take the offer, but he didn’t want to fully give in as his noble duty as a guard clashed with it. But his selfish side was telling him that he had to follow whatever order he was given as a guard. The guard took a deep breath as he looked at the mother of his girlfriend.

“Nobody needs to know…”

“Nobody will. I promise,” smiled Velvet.

Twilight returned upon finding the list she managed to come up with. She saw her boyfriend and mother sitting on the couch while waiting for the mare to return to discuss what went down between them. The bookworm rushed to her boyfriend’s side and began listing what they could do. Velvet stopped her daughter’s rambling as she told her daughter about their conversation; Storm sat silently between the mares as he still had some guilty thoughts. Once Velvet finishing her proposition, the guard expected his girlfriend to be against the idea. She initially had a distasteful expression, but that soon changed to a chirper one as she seemed fine with her mother’s idea. The guard slumped against the couch, hoping his soul could recover from what he was about to embark on.

“Alright, so here’s the rough script I came up with,” said Velvet as she handed both her daughter and the guard sheets of paper.

The two looked at it as there were tons of words on it, along with the names of the characters they would be acting out.

“Any questions?” asked Velvet, wanting to get them out of the way before they did this.

“Yeah… I don’t know if I can act this way,” said Storm, looking at some words in brackets that were voice directions on how Velvet wanted him to act. “I don’t know if I have it in me to behave like this.”

“It’s acting, Storm. You’re supposed not to be yourself. Think of it as a way for you to empress a part of yourself that’s hidden deep inside that ponies normally wouldn’t see.” said Twilight, offering encouragement to her boyfriend.

“Just do your best, Storm. And it’ll come out naturally,” smiled Velvet.

“I’ll… I’ll try,” said the guard hesitantly, as he was willing to do it for Velvet’s sake.

An office building was shown as inside there was a pony at their desk. The stallion was currently hard at work as he was busy filling out reports and complaints to some of his employees. Soon there was a knock on his door.

“Come in,” said the unicorn as the door opened.

In came a unicorn mare as she wore a business shirt and skirt with black heels. The stallion took a moment to look up from his latest paperwork to glance at the pony. Upon first impression, the mare was not bad of a looker. He could tell this mare was a mother based on how her body had adapted after giving birth, regardless, his mind was focused on other things.

“Pleased to meet you Ms…”

“Velvet,” said the mare as she sat down before the desk.

“Charmed. Now I assume you’re here because you heard of me finding a new secretary/assistant.”

“Correct. I’ve had some experience in this sort of field.”

“Indeed you have,” said the stallion as he pulled out Velvet’s application along with her resume. “Working for some of the biggest corporations in all of Canterlot and even working for the royal library archives. Though that does beg the question, why did you give up such a prestigious position such as that?”

“Well, things change. I was young when I started and have always been fascinated with literature. Being a librarian at the Royal Archives was just an added bonus to get closer to all the literature works. But I soon met the stallion that would be my husband, and priorities shifted. I left my job to pursue my dream of being an author. Ultimately, I set out to make my dream a reality, but no one has even given me a chance. I’d figured with how successful you’ve produced many young authors; perhaps you could give little old me a chance.”

“You do realize it’s quite a gamble on my part, yes?” said Storm as he stood up and turned to face the window. “I’ve been in this game for quite a while, Ms. Velvet. I’ve learned that there will always be someone younger, hungrier, someone hotter. But the long game in this business and in life is about skill and merit. And survival.”

“I understand,” said Velvet, as she knew where the stallion was coming from.

“And at someone your age, you’re already at a disadvantage. So understand that if I take a risk with you, will it pay off?”

“Please… all I’m asking for is a chance.”

Storm took a deep breath before turning to face the older mare.

“Very well. One chance. If I publish your current work and it sells, I’ll double the payment for the next book you release. One chance, Ms. Velvet. Make it count.”

“I will,” said the mare, holding back her inner excitement.

Soon, the contract was signed. The mare had her book published as it sold out instantly. And true to his word, he paid the mare double. For the next few months, things went smoothly. Business was up, and sales were at an all-time high. Velvet was experiencing the good life as she dreamed of being a successful author.

One day, while Storm was in his office doing some paperwork. Velvet was in his office as she was helping the stallion out.

“I appreciate you staying behind, Ms. Velvet. But you don’t have to.”

“It’s no trouble at all,” said the mare as she didn’t mind the extra work.

“I appreciate you willing to put in the hours, but isn’t your family concerned about where you are?”

“Oh, don’t be silly. My daughter is practically a young adult.”

“And your husband?” asked Storm.

The mare paused after hearing her husband being mentioned.

“He’s… sadly no longer with us,”

“I’m terribly sorry to hear that. My apologies.”

“It’s okay. You didn’t know. And… thank you,” said the mare as the pair just sat silently and continued to file the paperwork.

Two hours later, the pair managed to finish everything.

“Finally,” said Storm as he leaned back. “Thank you again, Ms. Velvet.”

“It was no trouble at all. Now then. Will that be all, sir?”

“Yes. You’re free to go,” said the stallion as he got up.

The pair proceeded to the door as Storm got the mare’s coat.

“Here, let me help you,” said the stallion as he offered his services.

The mare complied and allowed her boss to step behind her before putting one arm through the coat, followed quickly by the other as his strong arms wrapped around her front. As his hands came around, however, one ever so gently brushed against the bottom of her breasts. A tingling feeling ran through the mare as a sharp gasp escaped her mouth.

“I’m sorry… my hand slipped. I never intended…”

Storm swallowed his breath hard after realizing what he did as the mare spun around to face him. The pair were frozen in place as he still held her coat. The mare’s eyes drifted from looking at her boss to his body, seeing how well-toned he was. The years without her husband had starved her of physical intimacy, and it wasn’t until the conversation she had had with her boss that she realized how lonely she truly was. Sure, she had her daughter, but… she still yearned for that touch from a stallion. The mare was motionless as the heat between them was intense. She felt her heart beating out of her chest as she kept eyeing her boss. She also felt something pressing against her inner thigh as it made her body even more horny. What the mare wanted was clear, and the thought excited her even more.

The mare felt her body become weak as her coat fell to the floor, and she instinctively found herself backed up to the door as her boss got closer. He, too, was under this spell as his hot breath hit her face, making her fall under his control. The two stayed there, not wanting to leave, as he began to bring his lips closer. Velvet did the same, and soon, they connected. Upon first contact, a huge wave of emotion washed over the pair. For the mare, she was reminded of a feeling she once felt so long ago. She soon gave in, wrapping her arms around his neck as Storm’s hands wrapped around her back.

The two began to trade saliva as Velvet’s legs started weakening. The mare was lifted up by her boss as he grabbed a hold of her legs, which she wrapped around his waist. He then began to carry the mare back over to his desk as he sat down in his chair with the mare. The pair did not break contact during that exchange as her hands began to roam. She felt her boss’s muscles through his shirt as she soon took it off. The stallion’s hands began to roam as well as he unbuttoned her dress shirt; Velvet it as she pulled her lips back and got off her boss’ lap. The mare then began to put on a show for her employer as she stripped away her business look. The mare was soon left in her garments underneath that didn’t really hide any part of her body but gave her the look of a sophisticated yet slutty MILF. She had a pair of fishnets, a tied-up purple blouse, and a similar colored G-string and it was topped off by her high heels and glasses she still wore.

Seeing the sight of the mare caused Storm’s erection to get even harder as it was visible to see his shaft poking through his pants. She noticed it, too, as she returned to her boss and got down on her knees. She began to unbuckle his belt and opened the front of his pants to pull them down. Once she did that, the beast that was locked away came out and lightly smacked the mare in the face. She felt how hard it was against her face, and it enticed her even more. She gave the tip a few licks before putting her lips around it and trying to get it down her throat.

Storm moaned as the warmth of the mare’s mouth was uncanny. He instinctively grabbed her head, and with one firm shove, he managed to ram his cock into the mare’s mouth.

“Mph! Mm-mmmm! Mmmph!”

The stallion hen began to let go of his sanity and proceeded to face fuck the mare. The mare was in bliss as she felt her boss shoving his member deeper and deeper down her throat to see if he could get it all in. Eventually, he managed to hit the back of her throat as she took his entire length. Storm loosened his grip on the mare’s head as she pulled back but kept the dick in her mouth before he pulled her back on it. They did this for several minutes as Storm was forcing Velvet to keep all of his cock in her mouth; she didn’t seem to be struggling as she used her tongue to slurp up every part of his shaft, making the stallion moan.

“I never realized you were this slutty, Ms. Velvet!” groaned Storm as she took all of his girthy inches in her mouth with ease.

The mare’s yearning for physical touch flooded her mind as she only cared about getting some. Her mouth was being stretched like never before. Her tongue massaged his shaft as she tasted all the flavors that came from his musky, meaty shaft. The scent developing around the pair triggered their primal senses as they wanted nothing more to do than to mate and fuck like olden times. The intoxicating scent and stench sent waves throughout their bodies as they were driven over the edge.

“Mph! Mmmph!” was all Velvet could say, given she had a mouth full of delicious cock.

The mare’s horn began to glow as she used her magic to fondle her boss’ balls. It caused the stallion to groan even louder as the newfound pleasure she was doing did him in. Her pussy was starting to get wet as her panties were drenched from the arousal that occurred.

“Well, Velvet. That tight throat of yours… is something else!” grunted Storm as he just went even fasted in ramming his cock into her mouth. “Don’t suppose… you would like… some additional duties as my assistant?”

With some more thrusts, Storm brought himself to climax. After a bit more times mounting her face, the stallion managed to hilt himself inside her throat. His member erupted as it shot off rapid-fire streams of his semen deep into her belly. Load after load was fired and deposited into the mare’s mouth as it reached her stomach. Velvet willingly let herself be held in place as she swallowed every single shot. The stallion then pulled his cock out of her now expanded throat as he released his hold of her. He fell back in his chair as he had to catch his breath from the sudden ejaculation.

“Whew! Dear Celestia… I haven’t cum that hard in quite a while,” said the stallion as he couldn’t remember the last time he had a climax this intense from any of his previous masturbations.

“Is that so?”

Storm looked as he now saw Velvet leaning against his desk as she posed seductively.

“I wouldn’t mind doing those… extra duties,” said the mare as she wiggled her finger at her boss to come to her.

His energy and shaft immediately recovered as the stallion was drawn to the mare. He got right up to her, put his arms around her, and locked their lips. Storm used his magic to make all the stuff on his desk fly as he sat the mare on top of it; the pair continued their makeout session as Velvet kicked her heels off and wrapped her feet around her boss. It brought the pair closer as the mare soon found herself pinned between the wooden structure and her employer. Storm then brought his hands to untie the front of Velvet’s skirt; it made her breasts pop out from their restriction. He then began to attack the mare’s neck as she held the back of his head. Storm then moved down as he planted kisses along the way to her breasts before he started to grope them. It caused the mare to throw her head back as her glasses fell off.

The stallion then ceased his assault as he got the mare to lie down on the desk; he moved his hands to her legs and removed the last of her clothing as she was now nude as the day she was born. Storm bent down as he was now face to face with the mare’s more sacred treasure. He could see how wet it was as some of her juices were seeping out. He initially grazed her outer lips with his fingers, getting a reaction from the mare, who made a sound.

“What are you waiting for?” egged the mare as she longed for what she wanted.

Without a second thought, he dove in and began to eat the MILF mare out.

“Oh! Oh, Celestia!” said Velvet as she felt Storm’s tongue in her cunt. She enjoyed the sensation of the stallion eating her out as it’d been so long. The stallion was lapping up the mare’s pussy as if it were his last meal.

The mare instinctively had one of her legs placed over her shoulder to allow the stallion a better position to eat her out. Velvet gathered enough strength to push herself up and look at the young stallion making her feel good. She was so pleased that she couldn’t keep her mouth shut and placed her hand on his head to keep the stallion there. With her free hand, she began to play with her breasts to give herself even more pleasure. Storm soon ceased his assault as he looked at the mare; she knew what was to come next as she brought her hand down to spread open her pussy lips.

The stallion smiled as he grabbed one of her legs to place on his shoulder as he lined up his shaft with her cunt. Upon first contact, Velvet let a moan escape her lips before it entered her. Storm pushed past the tightness of her cunt as he looked to get all of his inches in there. It met with some resistance due to it not being used in quite a while, but soon, it warmed up to the length of her boss as it fit snugly. The stallion then began to move as he pulled back before pushing back in.

“Oh, fuck! What a tight pussy!”

“Sweet Celestia! Oh, it’s so big!” said the mare as she focused on the thing going into her snug cavern.

“Tell me… did your husband ever show you what a true cock felt like?” said the stallion as he rammed his cock deeper and deeper into her.

“Ah! Fuck! Ugh! Oh, shit!” was all Velvet could say as it felt good to be stretched out by this hung thing.

The euphoric feeling was insane as Storm was ramming himself into the mare, his balls pressing against her fat asscheeks and his tip wrecking her insides to the point that he was determined to make her his. He was completely inside of her as her inners held onto his shaft, not wanting to let the meat piston out anytime soon. Storm grunted from pleasure, as did Velvet, now having gotten used to the feeling of it.

“NGAAAAAAAAAAAAAHHHHHHHHHH!” screamed the unicorn mare. His hips were reared back, and she could feel an emptiness inside of her, but on him stuffing her full again in one powerful pound, powering his cock into her and crashing it all the way back into her.

“You like that, huh?”

“Oh, yes!”

“You like my dick fucking you, Ms. Slut?!?” said the stallion as he continued to pick up the pace while gliding effortlessly into her cunt.

“Mmm! Yes! I enjoy it! Shit! Shit! SHIT!” said the mare as her moans were getting out of control.

Slutty sound moans filled the room, accompanied by their skin slapping. She was enjoying this, and she knew it. It felt too good for her not to. With her tongue lulled out of her mouth and a cock-drunk look on her face, Velvet was helpless to the machine pounding into her pussy again and again. The desk began to shake from their actions as Storm hoped it would hold them. Velvet’s limbs curled around Storm’s body as she pushed him deeper into her body. Eventually, the mare began to let some new sounds escape her body.

“I’m gonna cum… I’m gonna cum!”

At that moment, a thought crossed Storm as he ceased his thrusting but kept his member inside. Velvet felt it and looked at her boss, wondering why he stopped just as she was about to experience nirvana.

“Why?”

“You know what I want!” demanded the stallion as he flexed his authority over his employee.

The mare took a second as she realized what her boss was doing. She took a moment to collect her thoughts before looking at him and spoke.

“Please…”

“What was that?”

“I said, please…”

“Hmm. I can’t hear you…”

“Please! Fuck me! Fuck me till my stomach is bulging, till you pump me full of your foals! Make me your slut! I’ll do anything you ask of me! Just please… give me your cock! I need it!!!” yelled Velvet.

“That’s what I thought,” smirked the stallion.

He then obeyed and thrusted upward, making Velvet shout. He began to really give it to the mare as she was more than happy. The stallion was now on a mission and that was to make this mare his and his alone.

“You like that, huh, slut?”

“Yes! I’m a slut! I’m a filthy slut who loves your cock! Keep going, sir!” said the mare, fully succumbing to the member and giving her the pleasure she craved.

Storm gave in to his lust-filled intents as he put everything into making sure that this slutty MILF mare knew who she belonged to. He could feel his climax starting to rise from his cock as he sped up.

“Ngh! I can feel it getting closer! You want me to pump you full?”

“Do it! Fill me up with your cum! Fuck me like a filly on prom night!” shouted Velvet at the top of her lungs as she held onto the stud.

Storm grabbed hold of Velvet’s childbearing hips as he went all in. Going to town on the helpless mare who fell under his control as he was determined to pump her full of his cum and mark her as his own broodmare. He brought their lips together after a couple more bucks to make contact. Velvet instantly submitted to his tongue as, at that moment, they came. They immediately broke their kiss to scream.

“AAAAAAAAAAAHHHHHHHHHHNNN!” screamed Velvet as she was drenched in a sea of ecstasy and felt herself being filled with several shots of semen.

Storm was balls deep into the mare as he intended to coat her insides fully white. The first rope of his thick seed shot into the mare as Velvet was; thankfully, it was a safe day for her, and the amount she felt stirred inside of her would have definitely given her some foals. The mare just lay there, motionless, as she took all the seed from her boss to ensure she was an obedient slut and worker. To think after so long, she wondered if she’d ever get this feeling following her late husband’s passing. But now here she was, getting dicked down in her boss’ office and enjoying it.

“It’s so good,” cooed Velvet softy, taking a look at her pussy and seeing Storm’s cock pump her full. After minutes of orgasm, the stallion bucked into her a few last times, wringing every last drop out of his cock, before pulling out of the MILF’s cavern, and Velvet had never felt so full before.

“I hope you meant what you said. ‘Cause I’m far from done,” said Storm, as all the times he masturbated to pony models in magazines had left the stallion with some pent-up as he needed to release it.

“Well, I’m a mare of my word,” responded Velvet.

“Good. Now, get up and bend over the desk. It’s time to spread your fat asscheeks wide open!”

The mare obeyed without hesitation as Storm slipped out and off of her. She almost immediately turned around and leaned over the desk of her boss. She felt her breasts pressing against the wooden structure while giving her employer a lovely angle. The mare then brought her hands back to spread her ass apart to reveal her delicious ponut. The stallion smirked as he approached the mare and immediately grabbed her cheeks to fondle. It got a reaction from the MILF as she could tell he had the magic touch. He soon brought his cock to be aimed at her slick ponut as, from the looks of it, it seemed even tighter than her pussy. Soon he got in position and pushed his massive shaft into the backdoor of the slutty MILF. Upon entering, Storm’s suspicions were confirmed as her ponut was indeed tighter, and he couldn’t wait to stretch it out just as he did with her mouth and pussy and fully mark her as his.

Before Velvet could say anything, Storm began to ram into her. Not waiting for the mare to give him the signal, he began to thrust as already this was a new sensation. The way Velvet’s backdoor felt on his dick, how it caressed every ridge of his cock, he was looking forward to having this mare in his back pocket. Velvet cried out, not in a painful way, but in an ecstatic way, as she was enjoying her treatment. She had her hands on the desk as Storm held onto her hips and fucked her really hard.

“Fuck! I thought your mouth and pussy were tight… but this takes the cake! How long has it been since you’ve felt something back here?”

“Too long!” said Velvet as she leaned back into her boss to take even more of his cock in her ass.

“Well, don’t worry. I plan to make sure this hole gets used every damn day!” said the stallion as he brought a hand up to grip Velvet’s throat as the roughness turned the MILF on even more.

“Oh, fuck yes! It’s so good! Harder! Fuck me harder! Deeper!”

The stallion then upped the ante as he moved his hands about so that one of them began to play with her pussy while the other fondled her breasts. Velvet was too far gone as she just let the stallion do whatever he wanted. Feeling his cock fuck her ass as his balls bounced against her cunt, she was looking forward to having this every day for the rest of her life. No more would she go days on end without physical intimacy; her boss was gonna make her feel special and then some.

“Yeah, that’s it… good girl. You enjoy getting dicked down by this beast? You can’t live without it, can you, huh, slut?”

“Fuck yeah! Oh, I need it! I need it! I need this every day! I’ll die if I don’t have your cock in me at least once!” shouted the MILF.

Storm then changed tactics as he removed his hands from her breasts and pussy as he delivered a hard smack to Velvet’s ass. She yelped and eventually got used to it as she felt him grabbed her hips to fully slam his cock into her. The stallion then moved one of his hands under her legs to lift it up and give him better access in plowing her ass. Her breasts bounced from all the thrusting he was giving her as her eyes rolled into the back of her head with her tongue lolling out.

“Please… I can feel it coming! Give me everything!” Storm heard that as he slammed even more fiercely, making her pant and groan until she felt him reach his climax. “GAAAAH! YES! FUCK!”

The stallion buried himself into the mare’s ponut as before; it squeezed him, and he loudly grunted. Her ass was milking him more effectively than her pussy as he found his new plaything. She collapsed and fell on the desk as it’d managed to hold on despite all they did to it. He soon laid on her back, not putting his full body weight on her as both panted up a storm. The MILF now had all her holes filled up, and each one proved to be just as good, if not better, than the last. The mare was definitely looking forward to these additional duties as she couldn’t wait for the next one. Luckily for her, she didn’t have to wait too long.

Velvet was pressed against her boss’s office window as the stallion held the mare.

“Let them see. Let them see who you truly are!”

“I’m nothing but a slut! A hungry cocksleeve for you! Oh, fuck me till I’m nothing but a cum dumpster!” said Velvet as she enjoyed the public display of being fucked.

The pair soon found themselves on the couch in the office as the mare was riding her boss as if there was no tomorrow. She planted her feet so that she could be able to lift herself up and down his cock; the two were moaning loudly as Velvet was going at it.

“That’s it. Ride that cock, slut.”

“Yes, sir!” obligated Velvet as she picked up her speed to bounce on her boss’s lap. Her breasts bounced every time she came down as Storm couldn’t help but look at those majestic things.

Storm then began to thrust his hips upwards to help the mare get off. It caused her to lean her head back while letting out some slutty sounds. He gripped her hips tighter as he pulled her down even more on his dick. The MILF leaned forward, placing her hands on her boss’ shoulder, to allow herself to ride him even faster. It caused the stallion to moan as he wrapped his arms around her back as he enjoyed it. The MILF then felt herself starting to cum as Storm held her in place and pounded her. She screamed upon feeling her climax as her pussy squeezed around his dick.

The MILF was then flipped over on the couch as she had her ass sticking up. Storm had one leg on the couch as he was railing the MILF’s tight asshole again. The mare clawed and grabbed the cushions of the couch as she was nothing more than a fucktoy for the stud.

“Come on, slut! Tell me how good I am!” demanded Storm as he brought a hand down on the MILF’s ass as her cutie mark was turning red.

“Oh, you’re so good! No pony can compare to your massive cock!” said Velvet, playing into the role play, “Break me! Break my MILF pussy with your fat cock! It’s the only one that deserves to be in it!”

The pair were horny mates that the world outside of the office could be ending, and they wouldn’t care. All that mattered was what was happening in this room. The only thing on each other’s mind was sex and nothing else. Storm could feel himself about to unleash another load inside the mare as he felt it coming any moment now. The pair were so far gone they didn’t notice the sound of the office door opening.

“Mom!”

The pair had their sense of reality hit them hard. For the MILF, she’d been fucked too much to fully focus, but processed what she saw before her. Her daughter standing in the middle of the doorway. The girl had been wondering where her mother was as she wasn’t home just yet. She remembered she had told her that she would be sticking around her boss's office to help with some paperwork, so she figured she’d start there or at least see if she was still working. However, the mare didn’t expect to find her mother being plowed by her boss, as it made her freeze. The younger mare was bewildered to see her mother and her boss going at it like wild animals.

“Sweetie…”

“Mom, what are you?”

The lavender unicorn could only listen to her mother as her body shut down. To think that the same voice that used to sing her lullabies to sleep was the same one letting out those hearty moans.

“Sweetie. Come here. Join us,” encouraged the MILF.

“What?” said the mare at what her mother was proposing.

“You’re always studying those books about pony anatomy; I’d figured why not get a real demonstration!” said Velvet as she used her magic to push her daughter in and lock the door behind her. “Trust me, you'll appreciate it once you get a taste.”

“Mom!”

The MILF pulled herself off of her boss’ dick as it glistened with her cunt juices. Upon seeing it, the mare’s daughter winced as seeing the thing made her feel something. She’d seen pictures of a stallion’s shaft from the books she read about anatomy, but to see it with her own eyes… words couldn’t justify how big it was. She then felt her mother grabbing her shoulder and pushing her toward the thing as soon as she was kneeling in front of it.

“Go on, sweetie. Have a taste,” said the MILF.

The mare didn’t know what to do as she wrestled with many thoughts. Soon her body acted on its own as her hands touched the dick of her mother’s boss, and it reacted to her. She felt the slight mix of juices from them before she leaned her head in and began to lick the tip. It was mostly salty, but a good kind of salty. The mare’s daughter then began to dive her mouth around the tip as she licked it up like a lollipop. It caused Storm to groan as he found the mare’s touch to be equally on par with her mother’s.

“She’s certainly inherited your skill for sucking dick,” moaned the stallion as he placed a hand on her head.

He then forced Twilight to take his entire shaft as he drove into her mouth. The mare squirmed for a bit but didn’t fight against it as the taste of this big meaty thing was too intoxicating. All the textbooks she read about a stallion’s shaft paled compared to what she felt.

“Doesn’t it feel good, sweetie?” asked the MILF.

“Ugh! Mmm!” said the mare to her mother as she fell in love with the taste.

“Oh, shit, ugh!” said Velvet as she was shown taking Storm’s cock once more in her defiled pussy.

“Show your daughter what she’s been missing!”

“Sweetie, you are going to love this!” moaned the MILF as she was being driven to heights unheard of.

Soon the stallion finished with the MILF as he turned to the mare’s daughter, who was now stripped naked and eager to try it out. With the mare’s daughter having a fat ass like her mother, perhaps even more, he couldn’t wait to break her in just as he did to her.

“Oh, it feels so fucking good!” screamed the mare’s daughter as she soon fell under the same sense as her mother. The feeling of a cock being rammed into her was unbearable and intoxicating, that she craved for more.

“That’s right. Worship my cock, you little slut!”

“I love it! I fucking love it! Thank you, thank you!” shouted the mare’s daughter as she relished of being dicked down by the stud. “I love you so much I want to empty everything in me!”

“Destroy my pussy!” yelled Velvet as she was being rammed by her boss, who was behind her and grabbed her horn to really give it to her.

Both mares were taking turns fucking the huge rod of the stallion as they filled the room with even more moans and the scent of sweat and sex.

“I love this little tight hole!” said Storm as he had the mare’s daughter in a full nelson and was ramming into her.

“Please… rail that slut hole!” said the lavender mare as she just succumbed to his ways. “Oh, fuck. I love this cock!”

“I’m gonna enjoy having both you and your mother all to myself!” said the stallion as with two fuckable mares at his side, he was looking forward to the days to come.

“I enjoy your fat cock! Fill me up with your cum, I want to have your foals so fucking bad!” said the mare as she played her role of being nothing more than a cocksleeve for her mother’s boss.

“Here it comes… slut!” said the stallion as he emptied everything into the mare’s tight pussy.

She screamed as she felt the shaft firing off several rounds into her well-stretched-out cunt at this point. The mare had proven she had her mother’s sexual energy and even lasted a bit longer than her mother during several rounds. However, she had reached her physical limit and passed out in the stallion’s arms. After gently setting the mare down on the couch, he looked at the MILF as she’d been playing with herself. He approached the MILF and got her to lie down before pinning her in a mating press. From there, he didn’t waste any time as he had one last go left in him.

“Use that fuck hole! Thank you! Thank you for using my cunt as your personal cocksleeve!” said the MILF as she looked into her boss’ eyes.

“That’s right. Worship this cock,” said the stallion as he controlled this MILF with his shaft.

Soon the pair began to approach their final octave as the stallion picked up the mare, still in the mating press, not once letting go. He now stood up with her as he shifted into overdrive. Velvet felt her limbs starting to lose strength, but she somehow held on, not wanting to fall from the hard thrusts she got that moved her body without her control. Her eyes fully rolled to the back of her head as she screamed so loud that the windows might have shattered.

“I’m… cumming!” said the stallion.

“YES! Do it! AAAGGGGGGHHHHHH!!!!!!!!!!!!!!!!”

The mare shouted as the stallion fired several last shots into her womb; her stomach was now bloated from all the times he ejaculated into her. She immediately passed out in her boss’ arms as he saw the lifeless mare he was holding. He sat her on the couch as he lay between mother and daughter. He pulled both in to grasp their asscheeks as he soon passed out himself.

The train pulled into the station as it came to a halt. Several ponies exited the vehicle as several more began to get on.

“Come on!” said Twilight as they needed to get on to return to Canterlot.

“Now, let’s be clear, right? You’re not gonna blackmail me or use what we did…”

“Storm, I gave you my word. You and Twilight help me act out a scene for my upcoming work, and there’s no tension between us,” said Velvet; it’d been days since they did that little activity, and the guard was still worried she might report him to the Princess.

The days to follow that activity they did as a threesome were mostly filled with normal fun, but Storm still kept his guard up as he feared Velvet might do something drastic. Yet, here they were, at the end of their vacation, and she kept her promise.

“Though… there is something I want to say.”

“Oh, no!” said the guard as he feared for his life.

“It’s not what you think. I just want to say… thank you.”

“Hmm?”

“Thank you… thank you for taking care of my daughter. It does me good to know there’s someone like you watching over her. I can rest easy. And perhaps… maybe… I’ll have something else to look forward to.”

“Which is?” said the guard cautiously.

“You’ll find out in time,” said the mare as she looked at her daughter, getting them tickets back to Canterlot. “Twilight’s lucky to have you.”

“Yeah, I guess.”

“Or… maybe it’s you who's lucky to have Twilight. Either way, keep on making her the luckiest mare in all of Equestria. Heaven knows she doesn’t have to worry about your performance in bed. I certainly give it a five-star review.” smirked Velvet as she spoke seductively into the stallion’s ear.

“Okay, I get it!” said Storm as he began to walk away from the mare, not wanting to fall under her control after what they just did.

The mare chuckled at her fun with the guard before approaching her daughter, who had finished getting them the tickets. The train whistle blew as it served as the warning for the ponies to board.

“Thanks so much, Mom,” said Twilight as she hugged her mother for a great vacation.

“I should be thanking you, Twily. I got to spend time with my daughter. And got to meet the lovely stallion who I know will make sure you’re taken care of,” said Velvet as the pair looked off to see Storm putting the luggage away in the compartment. “Promise me you’ll write to me and keep me posted on your lessons with the princess.”

“I will, Mom.”

“Last call!” shouted the conductor.

“Twilight!” shouted Storm.

“Bye,” said the mare as she turned to get on.

Storm was about to get on when Velvet stopped him and got his attention.

“Promise me you’ll look after her.”

“I promise, Velvet.”

“By the way… do I still got it?” asked the MILF as she cast a sultry look at her daughter’s boyfriend.

Storm initially rubbed his neck as he looked away to avoid other ponies getting the wrong assumptions. He soon turned to his girlfriend’s mother and gave a gentle smile.

“Yeah.”

The guard hopped on board as the train began to pull out. Velvet soon joined a sea of other ponies as they all stuck their arms out and waved goodbye. The two ponies and everybody on board leaned out of the moving train and waved goodbye to their respective parties. Soon, the train began to race down the track.

Upon returning to Canterlot, the pair parted ways as Storm had to get up bright and early. The guard said goodbye to his girlfriend as he approached his room. He opened the door as inside was his friend who was reading a magazine when he heard the creek of the door and saw his buddy.

"Hey, bud."

"Hey," said Storm as he entered and approached his bed.

"Welcome back. How did your vacation go?" asked Shadow.

"Just... great," said the guard with a half nervous smile and a thumbs up.

Author's Note

Happy Mother’s Day.