The Son is Shining

by Shakespearicles

First published

When tragedy strikes the family, it could mean no more 'special' Mother's Days for Velvet and her son.

Mother's Day 2015

Twilight Velvet's little colt isn't so little anymore. After their last 'special' Mother's Day, her son, Shining Armor, had gone to join the Canterlot Royal Guard. Now he's married to a princess, ruling an empire, starting his own family. Will he even have time for her this Mother's Day?

Canterlot Inbound

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The Crystal Empire - April

"A letter from Canterlot, Your Highness!" The messenger pony said, entering the throne room of the Crystal Empire palace.

"Thank you," Princess Mi Amore Cadenza said, taking the scroll from him. Sitting on the throne, she looked at the seal and glanced to her right. "I think it's for you," She said to the stallion beside her. Her husband, Prince Shining Armor, took the scroll from her. The seal on it belonged to his sister, Princess Twilight Sparkle. But the hoofwriting of the address was definitely his mother's. He pulled the scroll open and read the contents. "What is it?" Cadence asked after a moment. Shining rolled the scroll up and put it away.

"It's my paternal grandmother," he said solemnly. "She's dead," Cadence knelt beside him.

"Oh Shiny, I'm so sorry," she consoled.

"It's okay. She was pretty old. And it says that she died peacefully in her sleep," he said.

"But are you okay?" she asked.

"Yeah, I'm fine. I-" he looked away, feeling a little regret. "I never really knew her. She lived in Fillydelphia. I had gone to visit her a couple of times when I was younger, but she never seemed to remember me. Dad said it was because she was sick. Beyond that, he never said,"

"What are you going to do?" Cadence asked.

"I need to go to Canterlot. And from there, Fillydelphia, for the funeral," he said.

"I'll come with you," she offered.

"No, that's okay," he said. "You stay here and look after things in the Empire. I should be back in a few days." And with that, he kissed her goodbye and followed the messenger pony back to the train from whence he came.

It was already evening by the time they boarded. He was told that the train ride would run over-night to reach Canterlot in the morning. The Frozen North line that had previously brought Royal Guards ponies to and from the northern outpost had since been retrofitted with the Crystal Empire's train, complete with a luxury caboose car.

Even after months of being a prince by marriage, Shining still was somewhat uncomfortable with all of the luxuries that surrounded his royal status. Even as an officer in the Canterlot Guard, he never took any conveniences that were not afforded to those stationed under his command. He ate what they were rationed. Carried his own equipment. On the front lines, if they had to sleep in the mud, then so did he.

And they respected him for it.

Shining sat in his chair in the caboose, regarding the bed opposite him. It was one of the nicest bed he'd ever seen, aside from the one he now shared with his wife. There was plenty of room for two, three, hell, even five could lay there comfortably. He remembered being packed into the troop cars during that skirmish with the griffon kingdom. It never came to a battle. They were there as a show of force while Princess Celestia wielded her diplomacy. One of those scuffles that the history books will neglect to record. He remembered what it was like packed in there; shoulder to shoulder, pack on lap, spear in hoof, barely enough room to even let out a fart.

And here he sat, a whole car to himself. A bed with night stands. A chair, and a desk stocked with quills and ink. A bookshelf with an assortment of reading and plentiful candles. He opened the cabinet opposite the end of the bed.

"... and a fully stocked mini-bar," he said to himself, pulling a bottle from the shelf. He looked around, as though somehow afraid that somepony was watching. His eyes reported that yes, he was indeed alone. He pulled the cork from the bottle and poured himself a glass. "It'll help me sleep," He reasoned with himself. He threw back the first drink. It was smooth. Dangerously so.

For most of his life, Shining was not a stallion of means. What little he had, he had earned. Which wasn't to say that he was rich, now per se. As royalty, or rather in a more practical sense, a celebrity, money no longer had any real meaning to him. He neither earned nor spent bits any longer. He would show up in the dining hall and food would just be there. He and his wife would go out and their service was complimentary, the food or drink was 'on the house'.

The very concept of the 'how' of his new life hadn't even really occurred to him until this moment. He hadn't had the time. Ever since the day they'd gotten married, it had just been a hurricane. Hurricane Cadence, and he was just holding on for the ride. He poured himself another glass of what he now freely presumed to be 'complimentary' cider and drank it. Just as smooth as the first.

That was the sure sign of top shelf liquor. When it tastes like it's not even liquor. He'd had some home-made stuff in the past that amounted to little more than dungeon wine. It would go down rough, an oft come up the same way. But not this. It was good, smooth, and strong. The room began to wobble like it was moving around him. He hadn't drunk that much. It was the train making a turn, causing the car to lurch a bit to one side. He quickly realized that cider and a moving room would quickly become a bad combination. He opted instead to just lay down and deal with life in the morning.

Shining opened his eyes. The room had stopped moving. The door to the caboose opened. His mother, Twilight Velvet walked inside the car.

"Hey sleepy head," she greeted him as he sat up and got out of the bed. "Did you sleep the whole way here?" she asked as she sat on the bed herself. "Ooh this is comfy!" She flopped onto the covers, sinking into the lush mattress. It was apparent to Shining that she had gained a fair bit of weight since he had last seen her. She looked back at him and fluttered her eyes. "You know, it would be an awful shame to waste this private train car..," she trailed off, wagging her hips at him on the bed and lifting her tail. He needed no further instruction. It had been so long since the last time he had been with her in this way. He was on top of her in an instant. Beneath him, she could already feel his eager hardness at her entrance.

"Hey now, go easy with me,"

"Why?" he asked in a naughty tone, nibbling on her ear.

"Because," she said, rolling to the side a bit and rubbing her tummy. He realized that she hadn't simply gained weight. She was pregnant! "Yeah, you're going to have a little brother or sister,"

"Can we still... you know?" he asked.

"Oh sure. I've been craving it. But you know how your father is," she winked. Shining kissed her, pressing his hips toward hers. In his haste, he was finding it difficult to hit his mark. At the risk of souring the mood, he broke the kiss, taking his length in his hoof to aim it manually, pulling her tail aside with his other hoof. As soon as her tail was moved he was greeted by a surprising sight. A pony's head was sticking out of her vagina. She looked up at him from under the tail.

"Hi Shining! It's me, your little sister" Twilight Sparkle said. "I'm here to out-shine you at everything you do, and be mom and dad's favorite foal. You can run off to join the Royal Guard, but you're going to have to marry a princess before they notice you again!"

"Ahh!" Shining cried. "Not again!"

"Gah!" Shining gasped as his eyes shot open. He was still under the covers of his bed. "Wow, that was a weird dream." On the pillow beside him, a mare rolled over.

"You're telling me," Princess Luna said.

"GAAAH!" Shining Armor's head popped off the pillow with a start. His eyes scanned the room, reporting that he was indeed alone. "Okay, THAT was a weird dream," he said to himself, grabbing the book from the nightstand and opening to a random page. He could read the book, which was a sure way to tell that he was indeed not in a dream any longer. He rubbed the sleep from his eyes and roused himself to his hooves, stretching his legs. A knock came from the door.

"Your Highness, we've arrived at Canterlot," one of the guards stationed outside reported.

"I'll be out in a second," Shining said as he gathered his things together. Outside the train, on the dock of the station, his family waited to greet him. He stepped off of the train as Twilight rushed over to greet him. They caught eachother as she jumped into the hug. The two crystal guards followed him off of the train. "Oh, no you guys don't have to come with me. Stay on the train and head back to the Empire."

"We're sorry, Your Highness. Princess Cadenza's orders. Wherever you go, we go."

"For your protection," the other guard said.

"My protection? I don't need protection. I am- was, a captain of the Canterlot Royal Guard!" Shining said. The crystal guards exchanged dubious glances. Shining moved in a flash, grabbing a sword from one of their sheaths, pointing it menacingly at them. The other pulled his sword while the first fumbled with his spear.

"Sir, please! Drop the sword!" He begged.

"Or else what? You'll make me?" He asked incredulously. "Look at you both! Even now I'm still the best there ever was! There could be ten of you and I'd still be able to cut through all of you like cake!" He spat, tossing the sword on the ground the guards' hooves as the train began to pull away from the station.

"Shining, please," Twilight said, putting a hoof on his shoulder to diffuse the tension. "You don't need to show off." She looked past the guards at the train. "Oh no! Look who's on the train!" She cried out. The two guards turned and looked behind them before they each vanished in a flash of purple light. An instant later they reappeared inside the train. They rushed to the window, sticking their heads out to look back at the dock, speeding away. "IT'S YOU!" She shouted to them. She turned back to her brother beaming with a smug grin.

"What was that you were saying about showing off?" He asked her. She rolled her eyes.

"Shining, I know you were in the Guard for a long time," she said "But someday, when a mosquito lands on your balls, you're going to learn that violence isn't always the answer," The siblings walked over to their parents waiting a short distance away and chatting with Twilight personal guards.

"Your Highness."
The Royal Guards greeted in disharmonious stereo, unsure of how to address their former commander.

"What about these two?" Twilight asked Shining of her guards. "Are you going to threaten them as well to leave us alone?" Shining put his hoof up in deference.

"No. By all means, show me how it's done," Shining said in a thinly-veiled, sarcastic tone. Twilight smiled and turned to the guards, fluttering her eyelashes.

"All right now. You colts go ahead and run along back to the castle," she said in a saccharine-sweet tone. Neither of them moved. "Come on now," She continued. "I know you both went through a lot of work to earn this assignment and you have my gratitude. But you must have heard what my previous guards have said about me, haven't you?" They gulped. "You have, haven't you? Be honest." They each nodded. "What did they say, exactly? And don't lie! I will know if your lying,"

"They said that- that, you're crazy," one of them stammered. She smiled at his nervousness.

"Then why don't you go ahead and head back to the castle then and take the rest of the day off?" Twilight offered.

"But- but Princess Celestia said-" he answered

"Princess Celestia isn't here. I am. Worry about me!" she cut him off. He stood fast.

"We're not afraid," he said as they both stood tall. "Wherever you go, we go!" Twilight sighed. It was clear that she wasn't going to be able to reason with them.

"Hey Shining, you know what I feel like?" Twilight asked.

"What?" He asked, rising to her bait. She spread her wings.

"Flying practice!" she said. In a flash, she and her two unicorn guards vanished in a flash of purple light, reappearing several thousand feet in the air. They grabbed eachother in a panicked hug and screamed.


Twilight tucked her wings and followed them downward in free-fall. The ground rapidly approached them.

"Are you two- HACHH! Thwoo!" Twilight spat out the bug that flew into her mouth. "Are you two ready to head back to the castle!?" she shouted over the sound of the air rushing past them.


"Are you sure you don't want to follow me around!?" she asked.


Another flash and the trio reappeared on the ground. As soon as the two of them recovered they galloped as fast as they could in the general direction of the castle. "I wonder how you ever got a reputation for being crazy," Shining dead-panned beside her as they watched them run off. A large droplet fell onto his ear.

"Oh look, I beat my loogie to the ground!" Twilight said with a smile.

"Eww," he cringed, wiping his ear clean.

"Are you two quite finished playing around?" Twilight Velvet asked.

"Sorry mom," they said in stereo. From the opposite direction on the track, a different train pulled into the station.

"All aboard for Fillydelphia!" the conductor called from the front of the train.

"Come on, that's us," their father, Night Light said as he led them onto the train. The solemn tone reminded them of the gravity of the trip. They were going to a funeral for Night Light's mother.

The Departed

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As soon as they stepped onto the train, Shining headed to the aft. "Where are you going?" Twilight asked.

"The trains of Equestria have special caboose cars for royalty and VIPs. I thought we would be riding there," he said.

"We could look at it at least," Twilight Velvet said. They opened the door to the caboose. It was much like the one he had ridden in down from the Crystal Empire. "It's very nice!" She said. "But as big as it is, I don't think we can all sleep in one bed." She smiled.

"We've already booked a sleeper car for the trip," Night Light said.

"And I've already made arrangements for a sleeper sofa in the reading car," Twilight Sparkle said.

"You would," Shining said.

"So I guess you'll have this one all to yourself," Velvet said, turning on her heel and following her husband to the sleeper car at the forward end of the train, Twilight not far behind. The door closed behind him, leaving him alone in a box on wheels for the second time in as many days. But Shining was not the pony in a box that everypony was gathered for.

At the funeral in Fillydelphia, the Sparkle family met the rest of Night Light's extended family. Each pony who knew his mother got up in turn to say a few words about the mare and the impact she'd had on their lives. Last to go was her son, Night Light. "Thank you all for being here. I know that many of you had to travel a great distance to be here. Especially my son," he said, extending his hoof to Shining, who was sitting between his mother and sister. Prince Shining raised his hoof for his more distant relatives who hadn't seen him since he was a foal. Night Light continued. "The tradition of the wake isn't for the sake of the dead. But for the living left behind," he put his hoof on her casket.

Night Light talked at length about her. Shining and Twilight never really knew her very well, but she sounded wonderful. After the wake, everypony went to the cemetery for the final part of the funeral. It was a perfect day for it. Overcast with just a sprinkle of rain. April showers. They all ended up at one of their relative's house. A great aunt something or other. Shining wasn't really sure. Mostly he just felt uncomfortable. By the time it was all over, the sun was getting low in the sky and they needed to get going to catch the train back to Canterlot.

On board, Night Light turned in early. It had been a long day for everypony. But for him, burying his mother, it was longest most of all. Shining and his mom sat in a couple of empty seats in coach while Twilight read her book at the other end of the car. He sat there, glad that the whole ordeal was over and that they were heading home. "None of that looked fun," Shining thought, grateful that he didn't have to do it. And then the bottom of his stomach dropped out. The icy realization that one day he would have to do it for his own mother. He leaned over and wrapped his hooves around her. Less a hug, and more a fearful embrace as though he were afraid that somepony would take her away this very moment.

"Hey. What's all this about?" She asked, hugging him back. He fought back the misty sensation at the corners of his eyes.

"Promise me you'll never die," he said.

"Shining," She started. He just squeezed harder. "Okay. I promise I'll never die," she humored him. It was a lie of course. She knew it. He knew it. But they both pretended to believe it. After a few moments, the gripping knot in his chest passed. His mind relieved him of pondering his mothers mortality and went back to disregarding it. He took a deep breath and made an attempt at small talk.

"So, what's new?" Shining asked. "I haven't really seen you since Twilight's coronation last year."

"Not much really. Writing, getting the garden ready."

"Any plans for Mother's Day?" He asked.

"Not that I know-" She caught herself halfway through her sentence, looking up at his eyes. His eyes put far more implication into the question than the simple words relayed. His hoof landing on her leg confirmed her suspicion. "Not that I know of," she finished, putting her hoof on his, keeping it from moving any further north, but at the same time, not making any real effort to push it away either. "I imagine you'll be spending it with your wife?" She said, putting emphasis into the word. Casually reminding him that he was now married.

"I'm sure I could slip away for a couple days," he said, grinning slightly, shifting his hoof a little. Velvet increased the pressure on his hoof with hers, halting his advance. She cut her eyes to the side, directing his to Twilight, sitting at the other end of the car. He looked back at her. "What? We're just talking," he said, leaning in to whisper beneath the din of the train rolling on the tracks. "She can't see my hoof." He tried to move again, but she held him firm.

"Shining!" she scolded him as quietly as she could. "This is hardly the time or place!"

"But I miss you," he said with a hint of a whine. "We haven't..," he trailed off, "in years. I don't want to wait until Mother's Day."

"Shining, don't you understand? That can't happen. Night L- your father isn't going away this year, or ever again," she said. "I know it's been years. But I thought that you had grown out of it and found a mare of your own. Don't you love Cadence?"

"Of course I do."

"Then you shouldn't be doing this sort of thing behind her back. I raised you better than that!" She said, pushing his hoof away completely. Shining sunk his shoulders, dejected. "Now go to your room. I'll see you in the morning."

"Okay mom." Shining got up from his seat. "Goodnight. I love you."

"I love you too, sweetie," she said. "You too, Twilight. It's getting late."

Shining stirred in his bed to the sound of his cabin door opening. It was the middle of the overnight trip and it was dark except for the pale moonlight streaking in through the window. He peered into the darkness, trying to make out who it was, without giving away that he was awake. They crept silently across the room beneath the constant noise of the train on the tracks. As she walked through the moonlight he could see the shape of her mane, cut into neat bangs. But he was still unsure if it was his sister or his mother.

Her pale fur in the moonlight was too light to be Twilight Sparkle's. That narrowed it down to one. She stopped beside his bed and just looked at him. Both of their faces were hidden from the light, but he could just feel her eyes on him as she scanned him up and down. Shining tried to keep his nervous breathing controlled and steady, unsure of what she was going to do. She slowly, gently, sat at the edge of the bed next to him, still laying on his back. There was enough space for her to sit comfortably without sitting on him. For what felt like quite a long time, she just sat there, as though pondering what to do next.

He was all but certain that she could hear his heart pounding in his chest as he watched the silhouette of her hoof move over him, and taking the covers in her grasp. At an agonizing pace, she slowly peeled them back, uncovering him. He couldn't see what exactly she was doing without moving his head and giving himself away. But he could feel it when she put her hoof on his stomach. Gently at first, just letting it rest there. But not for long.

After a moment she moved her hoof to his sheath, barely touching it. Shining involuntarily took a sharp inhale at the contact. She froze in place, afraid that she'd been caught. When no more reaction came from him, she continued. She just rubbed him softly, occasionally bushing her hoof against his balls. It was all the coaxing 'Little Shiny' needed as it started to extend from its sheath.

Shining braced himself, but couldn't help but feel his fur stand up as she placed her hoof on his exposed shaft for the first time. She was amazed that he didn't suffer brain damage from all his blood leaving his body to fill the massive appendage. She grasped it in her hoof and felt to come to full rigidness, the weight even more than last time. She brought her other hoof over to help, cupping his heavy balls while she started to slowly stroke his length. Shining could see his dick in her hooves through the tiny slit between his eyelids. She lifted his length upright and brought her lips to his swollen head, taking him into her mouth.

Shining was no stranger to oral affection, but this was something else entirely. She took more of his shaft in her mouth as she worked on what was left outside with her hooves, using the copious saliva that was dripping down. Shining absentmindedly reached out and grabbed her supple flank. Velvet shot upright at the contact, letting him slip from her mouth and falling with a wet slap against his belly.

"Shining!" She gasped, trying to pull away from him. Before she could say another word, he opened his eyes and put his other hoof on her other hip. He looked her in the eyes, making no attempt to continue the masquerade any longer. He pulled her on top of him, grasping her mane in his hoof, pulling her face down to his as he leaned upwards to meet her in a kiss. At his hoof's direction, she brought her leg across his body and straddled him. She rolled her hips forwards and back, grinding her wet marehood against the veiny ridges of his throbbing shaft.

"Shining, I'm sorry, I just-" she moaned. "I just needed to see it again,"

"Shhh," He hushed. "It's okay." He grabbed her ass with his hooves and lifted her upwards, letting his hard erection spring upwards toward her opening. It glowed a faint pink as she guided it with her magic while he lowered her onto it. The glow vanished along with the rest of him inside of her when her ass finally came to rest against his hip.

"Oh my gosh!" she moaned, putting her hoof on the bulge in her belly. "It's so big! I've never felt so full before in my life!" She lifted herself once more with her strong thighs before Shining grabbed her hips and thrusted upwards into her. Letting gravity do half of the work, he let himself fall out and rebound off of the coils of the mattress while Velvet tried her best to keep steady, hovering over her son while he was jack-hammering her from beneath.

On a particularly powerful thrust, she lost her balance, slipped off of him and tumbled over his shoulders onto the bed behind him. Without losing a tempo, Shining rolled out from under her and was behind her in an instant. Before Velvet even knew what was going on, she could feel one of his hooves grabbing her flank and the other pulling her tail aside. Her breath left her lungs as she felt his slick cock easily slip back into her hot pussy. Velvet grabbed a hold of the pillow and just held on as he ravaged her from behind, his hips slapping hers in a steady rhythm, his balls smacking against her clit. Shining could feel her pussy making little constrictions with each shock to her sensitive nub. Velvet turned her head to the side trying to speak between gasps for air.

"I want to- Ah! I want to look into your eyes," She moaned. Shining backed up a little, letting her roll over while he was still partially inside her. The feeling was incredible for them both. As soon as she was on her back he picked right up where he left off, fucking her with wild abandon. He leaned over her, wrapping his hooves around her and holding her close in embrace.

"Oh mom," he moaned, feeling himself getting closer to climax. The train began a wide turn. The moonlight moved across the room onto the bed. Shining leaned in to kiss her. He felt her constricting tighter around him, driving him over the edge. "Oh OH, I'm cumming!" Shining felt his cock twitch and spasm as he pumped spurt after spurt of white spunk.

"Yes! Cum inside me!" Velvet cried. "Fill me up with your cum!"

Shining opened his eyes as the morning sun poured through the window. He was still thrusting against the pillow. The shock of his orgasm had awoken him from the dream. He extricated himself from the sticky sheets and stripped the bed, stuffing the linen into the hamper. The incline of the train on familiar tracks told him they were fast approaching Canterlot. He hopped into the small wash basin and gave himself a sponge bath to get the musky reek of semen off of him.

At Canterlot Station, Shining bid farewell to his family. He had to switch trains to take the Crystal Line back to the Empire. Twilight stayed behind waiting for the next train to Ponyville. He missed his family. His mother most of all. He hadn't had a 'special' Mother's Day visit with her since before he'd joined the Royal Guard and married Cadence.

"Cadence," He sighed to himself as he watched Canterlot roll away behind him. He had to do something about all of this. But his mom was right. He shouldn't be going behind her back with these sort of activities. He shook his head. For now, he was heading back to the Empire. To his wife.

You're Invited

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May - Canterlot

Night Light walked into his house with a hoof full of mail from the mailbox. "Bill, bill, bill, junk-mail. Something for you honey," he said, tossing the envelope across the table. Velvet looked up from her breakfast. It was from Fillydelphia. She opened the envelope and read the letter inside.

"Oh my gosh!" she gasped.

"What is it?" Night Light asked.

"It's an invitation to the Equestrian Writer's Society annual banquet! They want me to be a guest speaker!" She continued to read the letter.

"That's amazing! When is it?" he asked.

"It's the second Sunday in May," she said, glancing at the calendar and back at the letter. "Oh my gosh, that's only six days away!" She finished the page. "... see enclosed ticket." She overturned the envelope as the ticket fell out for the train ride to Fillydelphia. "It's just the one ticket." She frowned.

"That's okay, honey. I don't think work would let me skip out on such short notice. But you go ahead. This is the opportunity of a lifetime!" he said.

"Yeah. It is," she said with a smile.

Velvet waved goodbye to her husband on the dock from the train as it pulled away from the station. She'd just gone on a train ride to Fillydelphia last month. But this time it was for a happy occasion. She was giddy with anticipation. She looked at the map of the train in her guide to locate her sleeper car number. She couldn't seem to locate it. She flagged down a porter. He trotted over to her.

"Excuse me, could you help me? I seem to be having a bit of trouble locating my room," she said. She gave him her ticket with her name and room number on it. He looked at the ticket and back to her.

"Right this way," he said. She followed him to the back of the train, past the regular sleeper cars, past the dining car, the lounge, observation, and coach.

"Where are we going?" she asked. He spoke back to her over his shoulder as he walked.

"The Prince has given special instructions that should you choose to travel with us, you would be given the Royal Accommodations," he said, opening the last door. "Just through here," he said with a bow as she passed. "Please make free use of any and all amenities during your trip. Free of charge of course. Is there anything I can get for you?"

"No, no I'm fine. Thank you," she said, standing there in the suite. He nodded politely, leaving the room and and closing the door. She placed her bag on the floor and sat in the chair by the desk. She felt a bit out of place in the grand suite. It was a lot of space for one pony, she felt. The chair she was sitting in was very comfortable, she admitted, much better than the ones in coach. That was good enough, she decided.

She sat there, tapping her hooves on her knees. The last of the Canterlot metropolis vanished from the windows, leaving only the expanse of the Equestrian landscape beneath the mountainside as they headed down. Boredom got the better of her quickly when she pondered the length of her travel ahead of her.

"Free reign of any and all amenities..," she recited to herself aloud. She opened the cooled minibar. "... free of charge?" She pulled a bottle from the cabinet. "Yes please!" She smiled, pouring herself a glass of wine in an ornate crystal goblet. Inside the ice box was an assortment of fine cheeses and chocolates. Velvet smiled wider. "I have to thank Shining for this the next time I see him," she said.

Velvet sat back in the chair, enjoying the scenery passing as she snacked on a bit of chocolate and sipped her wine. After a little while, she felt her heart flutter. She wan't sure if it was the wine, but the room felt just a bit too warm for her. She opened the ice box to find something to drink. Perhaps juice or just water. Something that was non-alcoholic. She did a double take, looking at the box the bottle of wine came from. She thought it said 'wine lovers' collection. But it was the 'Lover's Collection' aphrodisiac food and wine set. It would explain why she was feeling a little... hot and bothered.

She closed the icebox, looking elsewhere for refreshment. She didn't need to show up in Fillydelphia as a ragged mess in need. She pulled open the drawers of the bureau for the sake of a complete search before she resorted to ordering some kind of room service. She recognized some of the clothing as that which Shining had worn on occasion. Also some of Cadence's outfits. Presumably for when they traveled. As they often did. One of the draws she opened had some scanty negligees. When she opened the draw, a box in the back of it shifted forward with the momentum of the draw.

In her curiosity, she opened the box. She gasped and dropped it with a thud back into the drawer. It was a rubber stallion phallus. Cadence's, she presumed. She looked at the lid of the box. 'Clone a Willy' it said. In the bottom of the box where the dildo had been were some photos. They were of Shining Armor! They looked to have been taken by Cadence in this very train car. They showed Shining sitting on the edge of the bed with an oblong box in his lap, pointing upwards. The next one was Cadence pouring something into the box. And the last one was Shining holding up the dildo next to his penis. Velvet understood what it was. They'd made a rubber cast of his penis. Probably for Cadence to use when she had to travel alone.

She should close the drawer, she thought. She should put the replica of her son's genitals back in the box and stop staring the the photo of his dick. Her hoof didn't seem to get the message. She sat there, trembling with the photo in her hoof. Her other hoof had other plans, seemingly managing to find its way between her legs. Her eyes drifted to the dildo laying in the drawer. "I mustn't," she told herself. She chewed her lip as her hoof continued to rub her pussy. "At least, not without washing it afterwards," she said, grabbing it from the drawer.

She practically jumped onto the bed with her son's faux cock flopping in her hoof. She rolled onto her back and spread her legs. She grasped it firmly with both hoofs, rubbing it up and down against her folds, forcing herself to not just plunge it right in. "No need to rush," she coached herself. "It's a long trip. I should pace myself." She rubbed the length against her, brushing the flared tip across her clit with each pass. She moaned as her impatient need eroded her willpower. "Oh what the hay. I'm on vacation."

She brought the tip to her wanton entrance, pressing it against her. She applied a bit of pressure, but it was bigger than Shining was years ago. He had clearly grown up. And it was certainly much bigger than Night Light ever was. She struggled to accommodate it's girth. "Oh, this is not fair," She griped. She put the dildo down on the bed and fished through the drawer. She pulled out the lingerie and the box. A large jug and a wide-plunger syringe with a tube attached rolled forward. She held up the items and looked between them. The bottle was clearly of lubricant. But the tubing didn't factor in.

Back at the bed, she was about to apply the lube to the dildo when she noticed the hole in the base of it and the tip. The light went on in her mind as she finally understood the purpose of the device. She picked up the lingerie off of the floor and caught herself in the mirror. The garter belt and leggings were a black mesh, as was the corset. Cadence wasn't that much taller than her. They would likely fit.

"Why not?" she decided, slipping into the articles. After a bit of adjustment, they weren't too loose on her at all. They were quite comfortable, in fact. "Now, where was I?" She put the end of the tube into the bottle of lube and pulled back on the plunger, filling it with the white goo. Then she inserted the tubing into the back of the dildo and gave the plunger a little push, forcing the liquid up through the phallus. a few droplets appeared at the tip. It was a very realistic effect. She smirked and grabbed the dildo once more, pressing it to her entrance, framed now by the lacy, black lingerie and well lubricated. She took a deep breath and relaxed as she felt herself stretch around the monstrous thing. Her distended lips snapped closed around the shaft once the flare of the head popped inside. "Oof," she huffed.

It was nowhere near as bad or the size of having a foal. But this was something that she was willfully stretching herself with, and in the opposite direction. She pushed more of it in. Even as wet as she was, the textured surface tugged and pulled at the taut edge of her vagina, pulling her clit downward into contact with the intruder, and sending little bolts of lightning up her body.

Her advance came to an abrupt halt at the medial ring on the shaft. She was already at her limit with its girth. She didn't have the strength in her hooves to push past that. She rolled over onto her belly and tried to stand on all fours the bed. The snug dildo hung from her taut behind as she lowered herself into a squat. The base came to rest on the mattress as she let her body weight assist in pushing down on it. The new position helped her relax her pelvis floor, giving her that little bit of extra slack. With a bit more pressure she was nearly there. The compressed coil of the mattress sprung upward into her once the medial ring slipped inside, causing several inches to fill her with surprising speed. It was the last straw.

"Nnggghhh," Velvet moaned as a new rush of wetness ran down the remaining shaft, soaking the bedding around it. Her knees shuddered but she kept herself upright. Once the wave of euphoria passed, she got to really hopping on it, bobbing her hips up and down, taking it in and squeezing it out with her muscles. She looked across the room, in the mirror. She looked at herself on the royal bed, in Princess Cadence's lingerie, riding a replica of her son's dick. Maybe it was the wine. But she saw herself in a way that she hadn't in years. She looked sexy. She felt sexy. She wanted to fuck. She wanted to be fucked. Not some boring old quick session of missionary from a stallion too tired after work to even bother with some half-assed foreplay.

She wanted a stallion armed with this dick. She wanted to feel him thrusting into her. Pumping and throbbing hot flesh, pounding her. She wanted to feel him tense up and grunt as he- as he- Velvet grabbed the syringe as she slammed her hips down a final time onto the dildo, and pressed the plunger all the way down.

"Ooohhh!" She let out a throaty moan as she felt her depths being stretched by the fluid pumping out of the tip of the dildo. The wide head made a tight seal, keeping it all compressed into her depths. She keeled over onto the bed and pressed her hooves to her stretched pussy as it twitched and quivered a second time around the fake cock. She writhed and rolled across the covers over to the edge of the bed with the big toy and all that pseudo-cum jostling about inside of her. She scooted her ass over to the edge and pulled the toy out with a wet 'plop'. A rushing torrent of the creamy lube, as well as her own juices, poured out, soaking the bed skirt and the rug. The bulk of it emptied, she rolled back over onto the bed and passed out.

The screech of the train's brakes as it neared the Fillydelphia station woke her from her exhausted slumber. Panic struck her as she looked at the sticky mess of the floor and the sheets. The surge of adrenaline shot her to her hooves and to action, scooping up everything and rushing to put it all back in its place. And then trying her best to make the mess on the floor look like spilled... well, anything except lubricant. She didn't know what kind of cleaning service worked in this car, but nopony deserved that. The voice came over the train's intercom as the train came to a halt at the station.

She was about to walk out when she realized she was still strapped into Cadence's lingerie. She didn't have time to undo all the clasps and buttons. She opened her bag and quickly threw a sun dress over it. She could take time getting out of it at the hotel and return it to the drawer on the return trip. Satisfied that she looked decent, she stepped out of the suite and off of the train. A pony on the dock held a sign for 'Twilight Velvet'. "I'm Twilight," she said.

"This way ma'am," he said, leading her to her chartered carriage. He opened the door for her and she stepped inside. After a moment, she was on her way. On her way to arriving at the Bitz luxury hotel of Fillydelphia. When she arrived, he opened the door for her again and directed her inside, carrying her bag for her to the front desk.

"Reservation for Twilight Velvet," she said.

"Ah yes. We've been expecting you," the hotel manager greeted her. "This way. I will escort you to your suite," he said. They walked together to the elevator. "This is your key," he said, putting it into a special lock in the elevator. "It's the only way to get to your suite on the tenth floor,"

"Which room is mine?" she asked.

"You misunderstand. It's the tenth floor. The whole floor. Its a penthouse," he said stepping back out of the elevator. "Enjoy your stay. And let us know if there is anything at all that we can get for you during your stay. All expenses paid," he smiled as the elevator door closed. It all seemed too good to be true. She knew her writing was popular. But she felt practically like royalty here.

The door of the elevator opened and she stepped out into what looked to be an entryway. Straight ahead was another door with a lock. Velvet put the key in and turned it. The heavy door swung open, revealing the lush interior. She put her bag down inside and closed the door behind her. The suite was bigger than her whole entire house in Canterlot. And she was not strictly-speaking, poor, either. Outside was a patio overlooking the city below. There was a kitchenette, and a separate bedroom. Inside was a fireplace, a huge Jacuzzi tub, and a bed the size of her whole bedroom back home.

And the bed! The bed was covered in rose petals. There was a bucket on a stand with a bottle of champagne. There were scented candles on the mantle. Soft music came from the phonograph. Among the petals on the bed was a single, plain white envelope. Velvet reached over and picked up the envelope, tearing it open. Inside was a simple pink card.

Happy Mother's Day

- Shining

"Happy Mother's Day," Shining said from the doorway.

Mother's Day

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Velvet jumped. "Shining! You scared me!" she said, letting her heart steady itself. "What are you doing here?"

"It's Mother's Day," he said simply. "Where else would I be, but by your side?" he asked. He walked over beside her, putting his hoof around her.

"But, how would you even know that I was here?" She asked, still confused. He smiled. He loved his mother. She was a brilliant mare. But sometimes...

"Mom, I may have heard about the writers convention. And I may have accidentally taken your ticket. And I may have sent you a forged copy."


"Here's your real invitation," he said, giving her an envelope. Inside was a similar letter to the one she had received in Canterlot. The only thing that was different was the date. And that she would have to provide her own transportation. And lodging. And meals. Nothing was included. Just an invitation to speak at the banquet.

"But this says that it isn't until June," she said, looking up at him.

"Well, gosh," he said with a facetious grin. "Whatever shall we do in this luxury suite for a whole weekend together for Mother's Day?"

"Shining..." she started.

"Hey, you said that we couldn't do it because Dad would be at home, and not in Fillydelphia. So I decided if he's going to be there, then I'd bring you to Fillydelphia instead."

"Shining," Velvet looked around them at everything, "you didn't have to do all of this."

"But now we can enjoy ourselves all weekend without having to worry about anypony! No one will bother us! Nopony even knows I'm here," he said.

"But how did you manage to... to do all this without me or anypony knowing that you're here?" she asked. Shining smiled and buffed his hoof on his fur.

"What can I say? I'm good," he said. Velvet shook her head.

"You still shouldn't be going behind Cadence's back like this," she said.

"You mean like you and Dad?" He asked.

"First of all, you are not helping your argument. And secondly, I only ever kept the truth from your father to protect you," She said. "And believe me, I know. Lying puts a terrible burden on a marriage. You shouldn't start now."

"Who says I am?" he said. Velvet raised an eyebrow. "Cadence knows where I am, and why."

"She knows about- about US!?" Velvet cried.

"She's my wife, Mom. I don't keep any secrets from her. You of all ponies should appreciate that."

"Shining! Do you have any idea how reckless that was?" Velvet started to pant. "What if, what if she- oh I don't even know what would happen!"

"Mom, relax!" Shining said, putting his hooves on her shoulders. "You need to give her more credit than that. After all, she is the Princess of Love. All love. She's very understanding."

"I need to sit down," she sighed.

"Oh my gosh! Of course. Forgive me," he said clearing a spot on the bed for her. "You've had a long trip. You must be exhausted. Here, I have the tub ready for you. Why don't we get you out of that dress and I can give you a bath like old times?"

"I still can't believe you remember that," she said.

"How could I forget?" he said, pulling the dress up over her head. "Whoa now. What is this?" He asked. "This looks familiar," Velvet looked down at Cadence's lingerie that she was still wearing.

"This is... *sigh* actually a long story," she said.

"I look forward to hearing it," he grinned.

"Can you just help me out of it?" she asked.

"With pleasure," he helped her undo the many clasps and buttons of the corset and garter belt, slipping them from her body, peeling the stockings off of her legs, one by one. "There we go." He walked with her over to the large, bubbling tub, holding her hoof as she stepped in. Once she was settled, he stepped in, sitting opposite her. "Ah. This is nice."

"Yes. It is," she said, closing her eyes. He scooted over beside her in the tub, putting his hoof on her leg under the water, working his way up her thigh. "What do you think you're doing?"

"Just giving you a Mother's Day you'll never forget," he said.

"You've already done that," she said sincerely. He grinned wider.

"Oh, you ain't seen nothing yet!" His hoof reached her crotch, wedging down in between her legs. Velvet spread them for him. He rubbed the top of her pussy with the tip of his hoof as she practically melted in his hooves. She leaned back in the tub, giving him better access to her. Under the warm water, his soft hoof played with her marehood. "Hmm, we need to make sure we get your dirty bits nice and clean in the tub," he said. "How's that?"

"Oh Shiny, that feels wonderful," she breathed.

"Hmm. I can't wait to taste it," he said.

"Well you're gonna have to wait. Because I ain't getting out of the tub for a while yet," she said.

"Oh. Okay," Shining pulled his hoof away from her pussy and took a deep breath before diving beneath the surface. Before she could even react, she could feel him between her legs, his lips wrapped around her vulva, his tongue running up and down her slit. Velvet held on to the edges of the tub as her legs bucked and twitched. It had been ages since somepony had gone down on her. But never in her wildest imagination had she ever thought to have a pony do it while underwater. The bubbles from his nostrils were right against her clit. The sensation was out of this world. She reached down and pulled his head up. "What? Did I do something wrong?"

"No, you were wonderful. I was just making sure that you came up for air," she said, pulling him in for a kiss. His kiss was passion incarnate on her lips. His tongue danced with hers as she tasted herself on his lips. She could feel his heart pounding in his chest against hers. His ragged breath from his nostrils on her cheek. He pulled away after a few moments. "So, after all this time," she said. "You still think I'm... attractive?" In answer, he pulled her over to him so that she straddled his lap. He sat up, causing 'not so little shiny' to pop up out of the water between their bellies.

"Was there ever any doubt?"

"Oh my goodness!" She gasped, seeing it first hoof for the first time in years. She reached between them with her hooves, taking it in her grasp, idly running them up and down his shaft.

"Yeah. Get it good and clean," he said. "I've been getting it so dirty putting it in Cadence," Velvet just nodded and moaned as she continued to jack him off. "Hmm, I don't know if your hooves are going to be enough. It's really dirty. You might have to use something else," Velvet was only half-listening. She was absolutely mesmerized by the behemoth in her hooves. She felt his hoof running through her mane. He didn't push her. But she understood his direction all the same. She leaned forward and put her mouth on the tip of his cock, wrapping her lips around it. She bobbed her head on his, swirling her tongue around it. Shining's head lolled back at the feeling. She worked her way down his shaft to the water level before backing off again so she could breathe. "If only there was a nice, clean pussy I could put it in instead," He said. Velvet looked up at him his his cock still in her mouth. She let it pop free and stood up in the tub with a leg on either side of his waist and her hoof on the rim behind him.

"Hmm, like this pussy?" she asked, rubbing it with her hoof an inch from his face. Shining stuck out his tongue, running it up along her puffy lips, still dripping with water from the tub. "How does that taste? Clean enough for you?"

"Yes. It's perfect," he said, putting his hooves onto her hips, intent on pulling her down onto his dick.

"Uh ah!" she said, pushing his hooves away and pushing down on the top of his head, making him slink down into the tub. She shifted forward over him, pulling his head between her legs. His eyes crossed, looking up at her marehood above him before she lowered herself onto his horn. Steadying herself on the rail, she worked her hips up and down in short bobs on his horn, pleasuring herself while he was relegated to a view of her tail bobbing behind her. She hopped, rolled and leaned in all possible directions, causing his horn to rattle around inside of her, hitting her in spots that she didn't even know she had. She could feel the spiral ridges of his horn stimulating her sensitive walls. He felt her walls gripping his horn in excitement. Her pace quickened.

"Ngh. NGH NGHaaahaahhh!" she cried out as Shining could feel her hot nectar dribbling down his forehead to his lips. He lowered himself out from under her and let her climb out onto the carpet with a towel. Her legs gave out and she rolled onto her back.

"You ready for bed?" he asked as she laid there, sprawled out on the towel.

"I just woke up on the train," she said. "I'm not sleepy."

"Oh, I didn't say anything about 'sleeping'," he said. He climbed out of the tub, still dripping wet and got on top of her, his erection pinned between them. He kissed her as she wrapped her legs around his waist. Her hot pussy pressed against his wet shaft as he ground against her, getting her natural lubricant all over him. Pulling back a little, he brought his tip down to her folds. "Are you ready?" he asked. Velvet answered as she reached between her legs and spread her pussy for him. He pushed forward, trying to wedge his broad tip into her tight opening. They both held their breath as they felt her start to give way to his thick girth. Wider still she went, trying to envelope him with her soft lips until at last, he slipped inside her. They both sighed in pleasure and relief as he just held himself there for a moment. She nodded and he continued to enter her. Inch by inch, more of him slipped inside of her warm embrace.

Velvet felt herself being pushed along the floor. Shining stopped and looked down. His medial ring was stuck outside of her. Shining moved his hoof to her shoulder on the floor, to keep her from sliding backwards. Velvet gripped his waist tighter with her legs. They pulled themselves toward each other until it, too, slipped inside. Shining knelt down, lowering his hips to hers until at last he was all the way in. Velvet was breathing heavily underneath him. She put her hoof to her belly where she could see the bulge he was creating. Shining looked down to her hoof and watch in awe with each thrust as his wide head moved a bulge up and down along her abdomen with each thrust.

"What do you say we move to the bed?" he asked. Velvet nodded. "Okay. Hold on." Velvet crossed her ankles behind his back and wrapped her hooves around the back of his neck and hung under him, still impaled on his massive dick, shifting about inside her with each step he took across the bedroom until she felt the bed under her. His hind legs stopped at the edge of the mattress as did her hips. It was the perfect height for him to pick up right where he'd left off as he resumed his thrusting into her. She could feel him swelling inside her. "Ngh, getting close," he said.

"No! Not inside Shining! Don't cum inside me!" she begged.

"Well, where do you suggest?" he asked.

"I could think of a few options," Cadence answered, strutting across the room. Velvet looked back over her shoulder.

"Cadence!?" she cried in surprise.

"That's my name," she said with a smile. "Remember it. You'll be screaming it later,"

"Uh Cadie?" Shining said with a sense of urgency.

"Oh, right," Cadence said, climbing onto the bed, face to face on top of Velvet, bringing her own wet pussy beside Velvet's occupied one. "Go ahead dear," she instructed. With a final, rapid thrust, Shining withdrew from his mother and quickly stuffed it into Cadence's pussy, just in time for him to blast his cum deep inside her. "Hmm," Cadence purred, feeling the sheer volume of it. "You haven’t cum this much in a while."

"I guess mom brings out the best of me."

"Wouldn't this just be a delightful Mother's Day gift? For this to be the day we conceive her grandfoal?" She leaned back with Shining still deep inside her, turning to kiss him. She laid back down to kiss Velvet who was still in a state of shock, pulling away. "What's the matter? Have you never been with a mare?" Cadence asked. Velvet shook her head.

"Oh, well you're missing out," she said. "Us fillies know best what really turns us on. Here, try," Cadence leaned down, kissing her mother-in-law. Velvet was a bit frigid at first, but Cadence was patient, letting her warm up to the idea. Gradually, Velvet began to kiss her back. Her tongue reached out, inviting Velvet's to join her. Kissing a mare, Velvet found, was less of a battle for dominance as it was a dance, ending when Cadence pulled away. "There. That wasn't so bad. You know what else us fillies can do better? Eat pussy!"

It was strange to hear such vulgarity from the pink princess. But no sooner had she said them did she vanish from Velvet's view, turning around so that her head was between Velvet's legs. And Velvet was treated to the sight of Cadence's marehood straddling her face. As before, Velvet froze up, unsure of what to do, if anything. Considering that only moments earlier, her son was balls-deep in her pussy, she could hardly be accused of not being sexually adventurous. And suddenly, Cadence had her mouth on Velvet's pussy, licking and sucking on her with wild abandon. Velvet squirmed underneath Cadence, too distracted from the feelings to focus on doing anything for Cadence.

"Go ahead," Cadence said. "Just do whatever you would want to have done to you," she said. "I bet you can taste Shining in there," She giggled before resuming her work on Velvet's pussy. Velvet reached up and touched Cadence's pussy with her hoof. It was almost as if it were an experimental touch to confirm that yes, it really is there in front of her face, and yes, this is really happening. With her hoof she spread her lips.

She'd used a mirror when she was a filly. But she'd never gotten quite such an intimate encounter with a vagina like this up close. Most of her knowledge was tactile of her own body. A bead of white dripped from her opening, landing on her nose. Velvet reflexively licked it. It was Shining's cum dripping from her, all right. She craned her neck upwards. Cadence, sensing Velvet's movement, spread her legs and lowered herself to Velvet’s open mouth. Velvet stuck out her tongue and licked along the middle and into her as she had felt Shining do to her.

"Ngh." Cadence moaned at the feeling as her muscles flexed, causing more of Shining's cum to leak out into his mother's waiting mouth. Velvet pressed her mouth to her pussy, licking deeply inside her and sucking. "Easy now, leave some to make a foal," Cadence said jokingly.

"Don't worry, there's plenty more where that came from," Shining said, walking back into the bedroom. "This is going to be an amazing weekend. And Mom, before this is over, I want to do you both in the caboose."

"Shining, I don't think that there is any way that it will ever fit in my ass," she said from under Cadence’s tail. The pink mare giggled on top of her. "Oh, you mean the literal caboose on the train ride home."

Shining shrugged. "Can't it be both?"

... Deserves a Mother's Night

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Shining Armor sat on the sofa, opposite the bed, watching the two mares recover. Cadence climbed off of Twilight Velvet, sitting on the edge of the bed beside her, helping her up. Velvet did the best she could to clean the rest of her son's cum from her face.

"Um, you, uh, you missed a bit," Cadence said. Velvet felt around on her chin and nose. "No, here, let me get it." With that, she leaned in, licking the spots of semen marring her cheek, putting her hoof on the back of her neck and pulling her in for a kiss, tasting his cum on her tongue. Breaking the kiss, she licked more from her forehead, and the droplets on her horn. Velvet shuddered as Cadence ran her tongue up along the spiraled ridges of her horn. Reaching the tip, the taller mare craned her neck and took the horn in her mouth.

"Oh wow," Velvet moaned as Cadence bobbed her head up and down on her horn, running laps around it with her tongue, squeezing and sucking with her lips.

"Yeah, she's really good at that," Shining said from the couch. He watched the two mares while he recovered from cumming, himself, drinking some juice. If being married to Cadence had taught him anything, it was that keeping up on his liquids during these 'sessions' of hers was paramount. The last thing he needed was another awkward trip to the hospital for dehydration.

Cadence worked her way backwards on the bed, supporting Velvet's shoulders, laying her back down. Her mouth never left her horn. Velvet's eyes fluttered closed in bliss. Looking across her torso, Cadence caught Shining's eyes, and pointed to Velvet's legs. Shining pointed to his still-wilted erection, even now only part-way stiff. Cadence rolled her eyes and took her mouth off of Velvet's horn just long enough to waggle her tongue at him.

"Ah," Shining mouthed silently and nodded in understanding. He quietly crept over and knelt between his mother's legs. He watched her pussy flex and wink, quivering from Cadence's attention to her horn. Her tail running between her legs was like a white and purple carpet leading him home. Leaning closer he could smell the heavy aroma of her fresh arousal. The heat of her loins was practically radiating off of her. He could feel it against his face, mere inches away. He couldn't wait any longer.

He let his tongue roll out from his mouth, opened wide, and closed the distance on her, licking her whole pussy at once in a wide swath. Velvet jumped reflexively, practically suffocating him as her legs snapped together against his neck.

"Ow," All three said in unison.

"Shining!" Both mares followed.

"What!? I thought it would be a nice surprise," he said, rubbing his neck.

"Well it was certainly that," Velvet said. "But Cadence had my horn in her mouth and you startled me." She glanced backwards. "Darling, are you alright?"

"Yes, I'm fine. You just hit my tooth. Your horn?" she asked.

"I'm okay. How would you like it if somepony used teeth on you?" Velvet asked her son.

"I'm sorry," he said.

"Well you can start making it up to me right now," Velvet said, pointing at her pussy. Velvet laid back down so that they could each resume pleasuring her.

"And you can make it up to me after," Cadence said before she went back to sucking his mom's horn. Shining put his hooves on both of his mom's thighs to keep her from crushing his head again and ran his tongue up her slit. He moved patiently, methodically. Making sure to give every part of her marehood due attention. Up and down, swiping left and right. Each pass a different direction, keeping her guessing. Every so often, giving her swollen clit and lick, causing her back to arch and writhe about on the sheets. He moved his hooves up her thighs, reaching in to gently spread her lips with the tips of her hooves, giving his tongue better access to her most sensitive areas. His long tongue probed her depths, savoring the sweet nectar at the source.

At the other end, Cadence could feel little tingles running through her tongue with the tiny discharges of energy from Velvet's horn. Her mouth was filled with that metallic taste that only unicorn lovers could know. Velvet's motions on the bed became more erratic. Cadence quickened her pace. Shining could sense that his mom was getting close. He pulled out all the stops and wrapped his lips around the top of her pussy, assaulting her clit with his tongue.

"Oh, OH OohaaaAAAHHH!" Velvet cried out. Cadence felt the hair of her mane sticking up. She pulled her mouth off of her horn just in time for Velvet's horngasm to erupt from the tip, crackling and arcing little bolts into the air. Velvet wrapped her legs around the back of Shining's head, holding his face against her muff, flooding his mouth with her juices. Shining kept a tight seal, not letting a single drop go to waste as he greedily swallowed it all. As her strength faltered, Velvet's legs went limp, falling to the side of the bed, and letting Shining fall backwards onto the carpet. Cadence gave Velvet's warm horn one last loving suck, and after, blowing a ring of magical smoke after that evaporated into nothing.

"Whoo," Velvet said, shaking her head as she sat back up. "That was- wow." She looked down at Shining, sitting on the floor between her legs. His erection back to full mast. "You know, your father would never do that for me," she said. "He would never go down on me,"

"Well I love doing it," he said. "I can't get enough,"

"It's true," Cadence said. "It's the reason why I can never let him walk behind me in public," Shining blushed. "Something to drink?" Cadence offered to Velvet. "One can not live on 'protein shakes' alone," she said with a wink, climbing off of the bed. "I've some wine on ice in the kitchenette. Come,"

"Oh, I intend to," Velvet grinned.

Standing beside Velvet at the kitchen island, Cadence poured two glasses of wine and water. One for re-hydration. The other for relaxation. Each mare leaned against the counter, sipping their drinks.

"So which of you planned this?" Velvet asked.

"It was Shining's idea initially. But I handled most of the details," Cadence said. "We agreed that it would be better that there not be a paper trail connecting him to this, with you involved," Cadence jumped a little. "Ooh!" Both mares looked back at Shining with his head under Cadence's tail, happily licking away. Cadence looked back at Velvet. "See? This is the sort of thing that I'm talking about. Ngghh!" She moaned and recovered. "It's like having two tails sometimes," Velvet looked back in envy.

"That is the opposite of a problem," she said. Cadence smiled knowingly. Velvet turned back to Cadence. "Though I have to ask... how did he even broach the subject? I mean, about him and I?" she asked, glaring back at him. "Especially after I specifically told him to never tell anypony!" A muffled apology came from under Cadence's tail.

"Well, one evening, a few months before we were married, he'd asked me if I had dated any other stallions before him. And I said no, not really," Cadence said. "The furthest I'd gotten with a stallion was a few stilted dances at Aunt Tia's events. But I never chose a stallion suitor until Shining,"

"I feel like there is a 'but' to this story," Velvet said, reading Cadence's eyes.

"But... that wasn't to say that I hadn't had a couple of filly friends who showed me a thing or two,"

"Clearly," Velvet smiled.

"So I asked Shining if he had and filly friends before me," Cadence said. "And he honestly admitted that yes, he'd been with a mare before. But he promised that he hadn't done anything with her since he and I started dating. I asked what her name was, but he said that he had promised to keep it a secret," Cadence arched her back and moaned. "Mmphhh. Okay now, take a break with that before it gets too sensitive," she said. Shining lifted his head out from under her tail.

"Oh, now look at you! A sticky mess," Velvet scolded. "Get over here," Shining obediently walked over to her. "You always were a sloppy eater," she teased, kissing him and tasting Cadence's juices on his lips and tongue. She levitated a wash towel under the sink faucet and brought it over, wiping his face clean.

"Mooom!" he complained.

"No whining," Velvet scolded, before turning back to Cadence. "Now you were saying?"

"Well, true to his word, he didn't give up your secret," Cadence said as she took another sip of her wine. "So you can blame me. I kind of forced it from him. You see, when he proposed, I said yes. But I told him that I didn't want there to be any secrets between us. And if I was going to be his wife, he would need to tell me. Besides, I was curious who had given him such talented experience. So he promised he would tell me as soon as we were married. As long as I promised not to judge him and that it just stayed between him and I," Cadence finished her wine and carried her glass of water with her as the two of them moved back to the couch. "Shining, my bag?" Shining nodded and went to fetch it.

"So, after all the chaos had settled down from the changeling invasion and he and I were wed, he leaned over to me and whispered in my ear..,"

" 'She was my mom.' " Shining said, quoting himself from his wedding day as he walked in with Cadence's bag.

"You can imagine my surprise," Cadence said. "But as I promised, I didn't judge him for it. Later that night, when we were alone in the honeymoon suite of the resort, he explained what happened and everything since. I told him that I was fine with all of it, and as I've promised, I've kept my lips sealed,"

"And then what happened?" Shining asked, leading.

"I asked him what he wanted to do first as husband and wife, and he said 'this'," Cadence said. Shining pulled a book from her bag and tossed it to her. "And he showed me this,"

"Shining! I thought you destroyed this after we..," Velvet blushed "After after we did all of them,"

"Sorry," Shining shrugged.

"Gosh, it's been forever since I've seen this," Velvet said, flipping through the pages.

"I must admit, it was a little weird seeing a complete reproduction of the Pony Sutra with you and him on every page," Cadence said. "I was really rather envious. But after a while I got used to seeing it, and seeing you in that way. At Twilight's coronation, it was strange seeing you because by then you'd become 'the mare from the sex book'. I'm surprised that you couldn't smell how worked up I'd gotten seeing you in person after reading that. He certainly is quite the artist and captured your good side,"

"They're all good sides," Velvet gloated.

"Don't I know it," Shining grinned.

"Anyway, when this, the first Mother's Day after we were married, was coming up, he told me about your little annual... tradition. I asked if he intended to keep it. And he told me no, now that he was married. I felt like it wasn't my place to come between him and his mother with a love like that. So I said that he could and it would be okay. But he said that it was still no, because you wouldn't be alone at home this year because his dad wouldn't be leaving town," Cadence got up from the couch and rummaged through her bag. "So one thing led to another and we planned this special trip just for you!" she levitated her lingerie that Velvet had worn from the train. "But I see you already made it 'special' before you even got here. I take it you met Lieutenant Latex?"

"Who?" Velvet asked.

"Oh, I think you know," Cadence smirked. "In the drawer, on the train," Velvet blushed. "I'll take that as a yes. See? I told you she'd like it," Cadence said to Shining. "Now, where were we?" she asked. Shining looked in the bag, beside her.

"How about this one?" he asked, pointing at something in the bag. Velvet couldn't see what they were looking at.

"Oh, I don't think she's ready for that yet," Cadence said.

"How about these?" he asked, pointing at something else.

"Hmm, maybe later,"

"This one then," he said.

"You want to see us use that?" she asked. He nodded excitedly. "Okayyy." She grinned.

"What's in there?" Velvet asked.

"I used to be a Filly Scout. I like to be prepared," Cadence said. "Ooh, speaking of prepared..," Cadence opened and reached into the side pocket of the bag.

"Something else?" Velvet asked.

"It's one of my 'options' that I mentioned earlier. I'm pulling something out... so he doesn't have to," Cadence said, taking out a vial. "Here, drink this,"

"What is it?" Velvet asked.

"A simple birth-control potion. It lasts for at least three days, but no more than five," she said. "And Shining, a fertility potion for you and me. Cheers," All three ponies drank their potions. "There now. Why don't you join us on the bed?" she said. Velvet got up onto the bed beside Cadence. "Shining, if you would?" he nodded, reaching into the bag and grabbing the selected item while Cadence put the rest of the bag on the floor. In his hoof was a mottled dildo. It wasn't quite as thick as Shining, but it was nearly twice as long, with a rounded head at each end.

"Lay down," Shining instructed. Velvet laid on her back as Shining rubbed the tip against her wet pussy. Once it was sufficiently lubricated, he pushed it inside, feeding several inches in after until it came to a halt, bottoming out inside her against her cervix.

"End of the line dear," Velvet said, blushing. She waited for him to start thrusting it with his hoof. But he just held it there as Cadence shuffled to the opposite side of Velvet, spreading her legs. Shining worked the other end into Cadence in a similar fashion. But this time, Cadence shimmied down the length of the toy until her pussy was pressed against Velvet's. She wiggled her hips, stimulating herself on the other marehood, trying to do the same for her. Velvet turned to the side just a bit for leverage as they each started to buck back and forth against eachother. Their pussies mashing against eachother with wet slaps mixed with the harmonious moans of pleasure from each mare.

Shining watched the show from the front row on the mattress beside them. He slowly stroked himself, enjoying the action. Truly, this was the new greatest day of his life. Each of their clitorises glowed with the magic from the other mare as they played with eachother, bucking all the while.

"Ohmygosh! Ohmygosh!" Cadence cried out as her orgasm rolled through her. Velvet not long after.

"Ah, AH AHHhaaa!" she cried. They were getting their wetness all over the covers and eachother. Shining reached into the bag on the floor.

"On your knees," he said. "Both of you," Together, they both got down, kneeling on all fours, never losing contact. "Stop for a second," he said. They paused for a moment, catching their breath. Only to immediately have it taken from them. Cadence gasped first, looking back at him playing with her ass. Shining worked a second, more slender dildo into her anus. Like the first, it was double ended, and slathered in lube from the bottle in his hoof. He pulled Cadence's hips to his mother's, letting him put the other end against her pucker. She tensed in surprise. "Just relax. It's not that big," Velvet looked back at him and took a deep breath, relaxing her muscled. With a little less resistance, he pressed it against her, just barely getting it in. "Back up on it. I'll just hold it here," Velvet took another deep breath and pushed her hips back as her o-ring stretched around it. She froze up a little as it finally popped inside of her. "There you go," With the hard part passed, she pushed further back.

Along with being more narrow, it was also about one third the length. After no time at all their butts were smacking against one another once more. The new sensation on her ass was wild for Velvet. And feeling the two moving in and out of her as she and Cadence fucked eachother was euphoric. Cadence, for her part, was on cloud nine. It had been so long since she'd gotten a chance to be with another mare. Especially now that she was married. This was something that she long desired. And to be able to enjoy it with her husband made it all the better. "Mmf Mmf NGHh!" Cadence moaned into the bedding. Each of them going still from exhaustion.

"Tug of war!" Shining said. They each looked at him. "Try to pull apart, and whoever is able to keep the toys in them is tighter,"

"Making love isn't a competition dear," Velvet said.

"Yeah, because I think we both know who would win," Cadence added. "Me," Velvet narrowed her eyes back at the mare doubly attached to her.

"You're on," Velvet said.

"Okay, let's make this a fair fight," he said, reaching between them, adjusting the toys to center them. He grabbed each one, moving them back and forth in opposite direction of eachother like pistons in and out of his wife and mom. Both mares writhed at the feeling of the two textured toys rubbing against eachother through the thin wall separating their rectum and vagina.

"Gah! Just-" Velvet moaned. "Just center them already and quit, ooh- playing with them!"

"He, he. I couldn't help it," he said, leaving them centered. "Okay together now," Each of them pressed against each other's buttocks. "Ready?" They both clenched, trying to hold on. "Pull," The two mares pulled away from one another. Velvet's virgin anus kept a death-grip on its toy, pulling it from Cadence's more... experienced back door with a pop. Cadence, meanwhile kept a hold on the larger toy in her pussy, as if flopped away from Velvet's sopping wet vagina.

"Hmph," Velvet huffed, though she honestly wasn't surprised by the results. "Have yourself a couple of foals and then we'll talk," she said as each of the mares pulled the toys from themselves. "Okay, my turn," Velvet said, grabbing the bag. "Let's see what kind of goodies you have in here," she looked through the bag. "Ooh, here we go." She pulled out a blindfold. "Put this on and lay down," she said, giving it to Cadence. Cadie smiled and did as she was told. "I've got something for you," she said to the blindfolded mare. "Shining, don't give away what it is. I want her to be surprised,"


"I don't know how much of a surprise it's going to be. I packed the bag," Cadence said. Velvet smiled.

"Alright, here we go," Velvet started. Cadence felt something rubbing against her pussy, as she was expecting. She spread her legs. Velvet was having a tough time getting it inside. She was certainly wet enough. And whatever it was had plenty of lube from the bottle. She'd taken everything in the bag at least once before. Perhaps she was just nervous from being blindfolded. Sure enough, her heart was racing. She took a deep breath to calm herself and relax. "That's it," Cadence felt herself stretching around it. Whatever it was, it was big.

"Ah, Big Red. It had to be." Cadence thought. It was the biggest toy she had. It wasn't one she used often. She'd gotten it purely for the novelty of it. It was the only thing bigger than her husband. That was probably the biggest factor in it's lack of use. Cadence took another breath as the widest bit finally breached her tight opening, slipping inside.

"Holy cow..," Shining gasped from off to the side. The texture of it was a little strange. But she figured that it was probably because she didn't use it often enough. Or perhaps it was the lube. Velvet pushed more into her. She felt incredibly full, stretched to the limit. After a couple of minutes of steady progress, she felt it press against her innermost barrier, making her feel a little dizzy.

"Okay, you can take off the blindfold," Velvet said. Cadence lifted the fabric. Her eyes focused in the light and then immediately went as wide as dinner plates.

Between her legs, Velvet was looking up at her with a wide grin. "Surprise!" She had her whole hoof inside Cadence, up to her elbow! She could see the bulge in her abdomen where her hoof was. Shining was furiously stroking himself to the scene. He watch from the sidelines for long enough. He wouldn't wait any longer.

He moved behind his mom and mounted her. Velvet lurched forward as he pushed himself into her, returning his stallionhood from whence it came. He wrapped his hooves around her waist and jack hammered her hot love tunnel. He watched over her shoulder in awe as his mom worked her hoof in and out of his wife. Her pussy lips we stretched taut around her foreleg. Her clit was pulled downward with each advance of her hoof. It couldn't help but be rubbed against her leg each time it entered, and then smacking into her upper leg each time her elbow prevented her from going any deeper.

Cadence watched the bulge moving up and down her abdomen. She could feel her organs being rearranged while Velvet tried to win a boxing fight with Cadence's uterus. Cadence could feel a huge orgasm building. Velvet pushed her hoof all of the way inside and held it there. She rolled her hoof around, deep inside her, causing the bulge to distend outward even more. "Hey look, I think the foal is kicking," Velvet said.

"Oh. MY! GAAAAAA!!!!!" Cadence cried out. Velvet felt her pussy clamp down on her foreleg like a vice, threatening to break it clean off as she spasmed and jerked her whole body around on the bed, pulling Velvet with her. "It's too much! Pull it out!" Cadence cried. Velvet tried to withdraw her hoof. "AhhhHHH!" Cadence cried out as a second orgasm crashed over her. "Please!" Cadence cried.

"I'm trying!" Velvet pulled a few more inches out, stretching her wider as the biggest part of her hoof neared Cadence's exit.

"Please!please!please!" Cadence begged, squirming, a mare possessed, no longer in control of her own muscles. Finally, Velvet's hoof popped free. "AHHH!" Cadence arched her back as her pussy sprayed her orgasm forcefully up at him and his mother, wetting their faces. Velvet had never seen such a thing. The very sight, combined with her fresh flavor on her lip, pushed her over the edge.

"Oh SHINY!" Velvet's legs gave out and she lurched forward onto her daughter-in-law's belly. Cadence held Velvet's head still with her hooves as her orgasm took her. Her pussy rippled and gripped Shining thrusting cock inside her. Milking him for his own climax.

"Oh fuck mom, I'm cumming!" he yelled.

"Yes, cum inside me this time! I want to feel you fill me up! I need it!" she moaned. He grabbed her tail and squeezed her ass, slamming home a final time. She could feel his thick cock flaring wider still, pressed squarely against her cervix. She could feel her love tunnel fill immediately as the first bout of cum exploded from him. His flared head made a tight seal. His second volley of semen was even more voluminous than the first. With nowhere else to go, the third blast began to force his seed into her womb. More and more came, even after he was certain that would have finished. Velvet felt nauseous as she reached under her, feeling her belly distend. Not since she'd carried Twilight had she felt so full last. "Oh, I can't take it!" Shining's cock finally stopped twitching. He started to back out.

"No, wait!" Cadence said, getting to her hooves.

"What is it Cadie?" Velvet groaned. "This is getting really uncomfortable,"

"No sense in letting all of that go to waste," she said. She pulled out a penis pump from her bag and disassembled it, taking only the long, clear tube. She scrambled over to the edge of the bed beside them, laying over the edge with her hooves on the floor, and her butt up on the bed. She easily got one end of the tube into her vagina. "Okay, Shining, see if the two of you can shimmy over here," she instructed.

Mother and son shuffled over to her. Velvet could feel her son's cum sloshing about inside of her tummy. Shining straddled Cadence on the floor with a very-full Velvet above her lower half. "Okay, when he pulls out, squat on this tube. Ready? Go!" Shining pulled his penis out of his mother's vagina. He pulled her tail down, and helped to guide her onto the tube. Velvet groaned as she felt the pressure release. A torrent of white spunk rushed through the tube into Cadence's freshly-stretched marehood. Her vagina filled quickly with most of Shining's volume still inside his mother's womb.

"Mom, see if you can push more into her," Shining said. Velvet tensed her abs. Cadence could feel herself stretching from the pressure. Some managed to squeeze past her cervix.

"Ngh!" Velvet grunted. Shining wrapped his hooves around her waist and squeezed. "OooHHH!" Velvet moaned. Cadence felt herself overflowing out from around the tube. The pressure was too much as it popped free from Velvet's vagina. An avalanche of semen rushed from Velvet's pussy, soaking Cadence beneath her completely. Velvet collapsed on the bed, passing out from relief, cum still running from her hindquarters. Cadence sat up in the sticky pool while she kept her eyes clenched shut..

"I don't think we'll be using a virility potion on me again any time soon," Shining said, helping her to the shower, looking back at his mom, passed out on the bed. "I think we broke her," he laughed. Twilight Velvet slept grinning the rest of the night.

The next morning, Cadence awoke first. Velvet was still sound asleep in Shining's hooves. She staggered into the kitchen, putting on a pot of coffee. While it brewed, she quietly walked around the bedroom, cleaning up the various items. Then she found something that made her panic.

"Shining! Shining!" Cadence whispered urgently into Shining Armor's ear.

"What? What is it?" He whispered back, trying to keep from waking his mother beside him as he pulled away from her and climbed out of bed. Cadence held up two empty potion bottles in front of him. "Yeah, and?"

"These are the potions that your mother and I drank. One, a contraceptive, and the other a fertility potion," she said. He looked at both of them.

"Which one is which?" he asked. They both looked the same.

"I don't know! The labels have been smudged!" she said.

"But you gave her the right one yesterday right?" he asked.

"I think so," she said.

"You think so!?" Shining asked.

"Do I smell coffee?" Velvet asked, sitting up in bed. "I could sure go for some," she climbed out and walked past them. "Good morning," she said with a smile.

"Look, if I'm right then there's nothing to worry about," She whispered to him.

"And if you're wrong?" He asked. They both looked into the kitchen. Velvet poured herself a mug and sat on a stool at the kitchen island. Sitting upright caused more of his cum from the night before to leak from her.

"Then it's far too late to do anything about it now," Cadence sighed.

Ending 1: She Took the Correct Potion.

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"Hey mom, you took the correct potion yesterday, right?" Shining asked.

"What do you mean?" Twilight Velvet asked.

"Do you remember what the label said?" Cadence asked.

"It was a picture of a foal with a red line going across it. Contraceptive," Velvet said, sipping her coffee. "Give me some credit. I'm not just going to blindly drink a potion and not check the label. Why do you ask?"

"The labels were smudged on the bottles this morning. We couldn't tell which was which, and we got scared," Shining said.

"I would be too," Velvet scoffed. "I don't need that happening again."

"What?" Cadence asked. Velvet finished her coffee.

"Having another foal." She put her empty cup back on the tray on the island. "So, what shall we do today?"

"Well, I've had my eye on that billiards table in the living room," Cadence said.

"That's not the only part of your body that I'd like to have on it," Shining said with a coy smile. Cadence rolled her eyes. "What? Have either of you even ever played before?"

"I haven't," Cadence said.

"Me either. But I know how to play," Velvet said.

"Me too."

"Can we at least play one game before we ruin the felt on it?" Velvet asked.

"But there's three of us," Shining said. "If you two play, what am I going to do?"

"Watch," Velvet said simply.

"Okay..." Shining said. The two mares each grabbed a pool cue. "Since neither of you have played before, it should be a fairly even match. But let's make it interesting." He held up the cue ball. "Every ball that one of you sinks into a pocket has to go into the other pony's ass." He grinned. "And it has to stay there until the game is over. If it falls out, that pony loses."

"I don't know..." Cadence wavered.

"What's the matter?" Velvet teased, recalling the tug-of-war competition from yesterday. "Did Shining stretch out your o-ring too much?"

"No!" Cadence denied, fuming at Velvet. "Fine. You're on."

"Wait, what about the cue ball?" Velvet asked.

"If somepony scratches?" Shining thought about it for a second, trying to think of something sexy. "It would be the other pony's turn but... they would have to put it in their pussy and squeeze it out onto the table for their shot."

"Ooh, I could see that getting tricky." Cadence said. "So who goes first?"

"I would say Mom, since it's Mother's Day..." Shining said.

"That seems awfully arbitrary," Cadence said. "Letting her break gives her an advantage, and the chance to pick which type she's playing."

"Are you sure you've never played before?" Shining asked.

"If she sinks a striped and a solid, she'll get to pick which one she wants and I'll have two balls in my ass before I even get a chance to start!"

"Okay, how about this," Shining said, "any balls that go in on the break has to go in the ass of the pony playing. It stays their turn, and normal rules apply thereafter."

"That... seems fair," Cadence said.

"I almost don't want to go first now," Velvet said, lining up her cue. Her first shot missed the cue ball completely. "Hey!" She looked behind her. Shining was under her tail, licking her pussy as she leaned on the table. "That's cheating!"

"I told you. It's like having two tails with him," Cadence said.

"It's not fair! I get a redo!" Velvet demanded. Shining pulled his head up.

"Since you didn't even hit the cue ball, yes, you get a 'redo'," Cadence said. Velvet tried to steady her shot, hitting it this time. The balls scattered around the table, bouncing off of the sides. A striped ball fell into a side pocket.

"Looks like you're striped," Cadence said, pulling the ball from the pocket. Holding it in her hoof she waved to Velvet in a 'turn around' motion. Velvet did an about-face and lifted her tail. "I'm going to enjoy this game." She said, thoroughly licking the ball before pressing it to Velvet's anus. Velvet flinched at the cold contact. She took a deep breath as Cadence pushed it into her. Velvet felt herself stretch around it to it's widest part before snapping shut around the last bit.

"It's still your turn," Shining said. Velvet shifted her hips, trying to get used to the sensation in her ass. She lined up for an easy shot for another striped ball near the corner. But she struck the cue ball a little too hard and it followed the striped ball in after it.

"Damn." Velvet cursed, losing her turn. She put her cue on the rack and took both of the balls out of the pocket. "Looks like it's your turn, Princess." She smirked. Cadence sighed and assumed the position, lifting her tail. Velvet started with the cue ball first, rubbing it against Cadence's wet pussy. "Wow. This is really turning you on huh?" She asked, rubbing it up and down her slit.

"Quit playing with it and just let me have my turn," Cadence said. Velvet pushed the smooth cue ball inside with little problem. Next, she got the striped ball wet in the same way, then slowly pushing it inside of her ass. "Ooh," Cadence moaned, feeling them move against one another inside both of her holes.

"There you go," Velvet said. "Take your shot." Cadence couldn't help but notice that Velvet had deliberately put the cue ball in her pussy first. She would have to squeeze it past the striped ball pressing against it next door in her ass, without losing it as well. Cadence backed up to the edge of the table, trying to aim with her butt. Cadence clenched her muscles, trying to expel only the cue ball. Velvet and Shining watched her ass pucker, the striped ball made a brief appearance, peeking out from her ass before the cue ball sailed out from her pussy under it. To everypony's collective astonishment, she even managed to hit a solid into a pocket, but also another striped.

"You got one," Shining said. "But also one of hers. So unfortunately, it's her turn and you each have to take another ball." He pulled the two balls out of the pockets. "I'll handle this round," he said, waving Cadence over to him beside his mother. They each presented themselves, pulling each other's tails up. "Here we go." He pushed the balls into each of thier asses at the same time, feeling them clink against the one already inside, pushing it deeper. He gave them each an extra push with the tip of his hooves until their asses closed around the new balls.

The game continued. Each missing and hitting points in fairly close scores. As the table grew more bare, the two mares walked with increasingly bowed legs, finding it harder and harder to score points. At last, there were three left. The eight ball, a solid and a stripe. Velvet sunk her last striped ball but scratched. "Damn!" Shining brought the striped ball to Cadence's ass. But she was already crowning with the previous one nearly escaping. Shining tried to push it back in with the next one.

"Um, I think you're full," Shining said.

"Ha!" Velvet gloated, nearly losing one herself in the spite.

"No! I can take it. Push it in." She begged.

"Okay. I got this. Let's make some room." He put the ball on the table and mounted her, pressing against the ball with his steel rod of an erection. With a steady push of his hips, his dick slid into her stretched ass. Cadence's voice dropped into a deep, throaty groan.


The train of balls were shoved far deeper up her ass than anything had ever gone before, not stopping until she felt his hips press against hers. Resisting the overwhelming urge to fuck her silly right then and there, he pulled his dick from her ass with an audible plop. "There now," he said, easily pushing the last ball inside. "Lots of room." He turned to Velvet with the cue ball in his hoof. "There now, your turn."

"That's not fair!" Velvet complained. "She has a huge advantage now! There's no way I can play the scratch without the same thing." She pointed her butt at him in a demanding motion.

"Okay," Shining sighed in facetious surrender. "In the name of fairness. Are you sure though? We've never done this." His dick bobbed under him excitedly.

"I didn't come this far to lose now," she said, lifting her tail. Shining applied some more lube to his dick, pushing it into her tight pucker. She wasn't kidding. One was just inside her entrance as well. His wide cock popped into her with less difficulty than he had feared. But then again, he realized, her ass had been getting quite a workout today. Velvet grunted as the air was pushed from her lungs. Her abdomen was filled with billiard balls snaking their way up through her, pushed by the full length of her son's dick, ramming from behind until she felt him bottom out inside of her.

After pulling himself from her, he pushed the cue ball into her pussy. Velvet smiled. This would be easy now that she didn't have to worry about losing any of the others. She looked back over her tail at the table and squeezed the ball from her marehood, sending it across the table and hitting the eight ball. But it didn't make it to a pocket. It was Cadence's turn.

Shining pushed the ball up Velvet's ass as Cadence lined up for her shot at the eight ball. It was a perfect setup for the corner pocket. She struck it as it moved in a perfect line to the pocket, falling in.

"Damn!" Velvet cursed. The cue ball rolled in after the eight.

"Oh no!" Cadence cried.

"She scratched on the eight ball," Shining said. "And Cadence..." he said. She turned around. He pushed the eight ball into the last pocket. Hers. The cue ball, which had been in both of their pussies several times followed it in after, just as she did in the game. Shining stuffed them both deep again with his dick, pushing the entire line of balls inside her further still. "Mom, you too," he said, mounting her as well.

"What for?"

"For the next game," he said, ramming his dick home again before pulling it free. Satisfied that they were both stuffed, he ran into the next room and grabbed a couple of baskets. "Alright. Were' going to need to get those back. So, my little chickies, time to lay those eggs!" He placed one basket under each of their tails. "First one to fill their basket wins. Ready?" Each of the mares squatted down above their basket. "Go!"

The room was filled with the strained grunts of each pony trying to push the eight billiard balls from their colon. Velvet had the extra striped one from the beginning of the game. Cadence had the cue ball. Cadence scored first as the sound of the heavy thud in the basket punctuated their groans. Velvet clenched her stomach and squeezed. Two dropped into her basket on quick succession, clinking against one another. Cadence answered back with two more popping out. Behind them, Shining kept a close watch on their winking backsides, keeping score. Velvet made another push, breaking for some rapid breathing.

"Are you doing lamaze?" Cadence asked. Velvet nodded. "Hnnngggg!" Cadence squeezed out a few more.

"Ooh, it's going to be close!" Shining said.

"Done!" Velvet said triumphantly. Cadence looked like she was going to cry. "Aw, don't feel bad." Cadence opened her mouth, as though to yawn.

"Ah, ah, AH, Choo!" Cadence sneezed, launching the last ball into the basket, crashing into the others, sending some into Velvet's basket.

"Alright! Victory fuck!" Shining said, lifting his mom onto the empty pool table.

"Uh uh ah!" Velvet scolded, pushing him away. "Not before you clean up!"

"Aww," Shining whined. He picked up the baskets, collecting the balls and dumping them into the sink, washing them thoroughly with soap and water. Velvet climbed down off of the pool table.

"I'm going to need to take a shower," she said.

"Wanna make it a golden shower?" Cadence asked with a grin.

"What's a golden shower?" Velvet asked. Cadence took her hoof and led her to the bathroom.

"Why don't I show you?" she said, closing the door behind them. Shining huffed, standing at the sink, finishing his work and drying them with a towel. He took the now-clean set back over to the table and dumped them across the table, most rolling into pockets, running through the internal workings of the table into the bin below. He could hear the two mares giggling in the shower when there came a knock at the door. Shining rolled his eyes and readied his angry words.

"Do you not know what 'Do-Not-Disturb' means?" Shining fumed.

"I'm terribly sorry sir, but I have an urgent message for Mrs. Twilight Velvet. Is she available?" the bellhop asked.

"She's, uh..."

"Cadence! What are you doing!? Oh my gosh!"

"She's busy." Shining said, taking the envelope from him. "I'll see to it that she gets it. Now go," he said tossing him a few bits and closing the door. Shining opened the letter and read it quickly as he made his way back to the bathroom. "Um, Mom?!" he yelled through the door before opening it. Velvet was still sitting under Cadence's legs in the shower.

"Shiny, be a dear and fetch me a tall glass of water." Velvet said. "I think Cadence is going to need a shower as well."

"Okay Mom, that is very hot and I will deal with it later. But you need to read this first," Shining said.

"What is it?" Velvet asked, levitating the letter in front of her, a look of panic washing over her. "When?" she asked desperately.

"It arrived just now," Shining said.

"What's going on?" Cadence asked, un-straddling herself from Velvet, letting her stand.

"Due to a scheduling conflict, they've moved the award ceremony up to this weekend. It starts in less than an hour!" Velvet panicked. "I need to shower. For real. And get ready!"

"I can help with your dress and makeup!" Cadence said, stepping out of the stall as Velvet turned the water on.

"I'll get your note cards together!" Shining said, heading out to the living room. Velvet washed herself quickly and stepped out into Cadence's waiting hooves, toweling her off. As soon as Velvet took over, Cadence was waiting and ready with a blow dryer for her mane and tail. With incredible speed and efficiency, Velvet's hair was perfectly styled and her makeup was applied. Shining stood in the doorway with her dress ready for her and her note cards ready in hoof.

"You're going to do great," Cadence assured her.

"Are you two not coming?" Velvet asked.

"We are, but we can't draw any more attention to ourselves by showing up at the same time as the guest of honor," Shining explained.

"We'll be down there on the next elevator," Cadence said.

"Wish me luck." Velvet said, stepping into the elevator."

"Good luck," they both said in unison.

"... and out next guest needs no introduction," the announcer said at the microphone. "We are very fortunate to have the best-selling author, Twilight Velvet!" Shining and Cadence waved to Velvet from the back of the room as she walked up to the podium, placing her hooves on it and reading her note cards.

"Mares and Gentlecolts, let me begin by saying what an honor it is to be here today before you all," Velvet said. "I'd like to read a short passage from an old book I had read from when I was a filly, which inspired me to become a writer myself." She dropped the old tome on the stand and let it fall open, raising a bit of dust. Velvet tried to wave it away with her hoof, but it was too late. "Ah, AHH AHHH CHOOO!"

BANG! THUD! Thud thudthudthud!

From behind the podium, a striped billiard ball rolled across the stage.

Ending 2: Pt. 1: She Took the Wrong Potion

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"Hey mom, you took the correct potion yesterday, right?" Shining asked.

"What do you mean?" Twilight Velvet asked.

"Do you remember what the label said?" Cadence asked.

"It was a picture of a foal with red lines going across it," Velvet said, sipping her coffee. "Give me some credit. I'm not just going to blindly drink a potion and not check the label. Why do you ask?"

"Red lines how?" Cadence pressed.

"Like an X. A tilted X. Like a contraceptive right?" Velvet asked.

"A tilted X?" Shining asked. Cadence took out her own potion bottle.

"Like this?" Cadence showed her.

"Yeah! Exactly like that." Velvet said. Shining looked at the bottle. His face grew a whiter shade of pale.

"Mom! That's a plus sign! For the fertility potion!" Shining cried. The three of them sat there, looking at one another in shocked silence.

"Oh horse apples!" Velvet cursed, getting to her hooves. She paced around the suite, trying to think of a solution. Cadence put her face in her hooves, unable to believe that she hadn't double-checked before giving it to her. "But I'm off my cycle!" Velvet said.

"It doesn't matter," Cadence said through her hooves. "It's meant to trigger estrus." Velvet paced faster. Shining jumped up.

"Maybe dad will think it's his!" He said. Velvet shook her head.

"That won't work either," Velvet said. "Your father got a vasectomy after Twilight was born." Shining sat back down, frustrated.

"Well, we've got eleven months to figure it out." Shining said.

"How do you figure?" Cadence asked the question both mares were thinking.

"Well, that's how long it would be until you would be due, right?" Shining asked. The mares exchanged dubious glances.

"Shining," Cadence said, putting a flustered hoof to her forehead. "do you really think that your father will just think that she's just getting fat?"

"Uh..." Shining pondered.

"Just as well, it will be some time before I even begin to show. But we're getting ahead of ourselves. We're assuming all of this IF I even am pregnant," Velvet said, cautiously optimistic.

"So what's the plan?" Cadence asked.

"I'll go home. I'll take a pregnancy test in a couple of weeks. And if it's positive, we'll go from there."

"But Mom, wouldn't the foal be... you know? Unnatural?" Velvet looked away. She thought about their daughter, Twilight Sparkle.

"I'm not worried about that." Velvet said.

"Well, you just let us know if you're pregnant. We'll think of something." Cadence assured her, putting her hoof on her shoulder.

"Thank you."

Canterlot - Four Weeks Later

Twilight Velvet sat on the toilet in her home. Her husband, Night Light, was at work for the rest of the day. She had deliberately gone to the apothecary on the far side of town, where nopony would recognize her. The last time she had gone there was nearly twenty years ago for the very same reason. A pregnancy test to see if she was with foal from her son. She sat there, reading the instructions on the box.

The at-home pregnancy test hadn't evolved much in the intervening decades. But part of her felt that if she did everything perfectly, it would somehow avert this disaster. She opened the packaging, stood up and lifted the seat cover. Squatting back down on the seat, she levitated the tester strip between her spread legs. With a tired sigh, she relaxed and let her stream flow freely from her nethers, soaking the strip.

She placed it on the sink counter. "Allow two minutes for accurate results." She recited aloud as she sat there, emptying the remainder of her bladder. Here, along with the shower, were her two favorite places to think. Just... think. Some of her best story ideas had come to her in the bathroom. With nothing to distract her, she was free to just think.

Twilight Velvet had not written a word on her typewriter in over a month. Her every waking thought had been consumed with the dread of this very moment, of this day. Her dreams, haunted by the consequences of her, and her son's recklessness, of Night Light finding out about her. About them. She looked up at the clock on the wall. The second hand slowed to a crawl in its procession around the dial.

She had been living in a state of denial for the past month. Simultaneously trying to ignore this problem while yet being unable to think of nothing else. Perhaps she had convinced herself with certainty that this would be negative. After all, if it was positive, there was no sense in worrying about it. What good would it do? The second hand completed its second circuit. She sighed and looked over at the tester. She cleaned herself up and headed to her study, taking a letter.

Prince Shining Armor of the Crystal Empire,

You asked me before if I was sure. And I can tell you that I am positive.

- Me

Twilight Velvet finished her cryptic letter. She was sure that they would know what it meant. And whom it was from. She tied the enchanted ribbon around the scroll, activating the spell. The paper evaporated into green smoke, going out of the window. Velvet put her face into her hooves and wept. She was pregnant for the second time with her son's foal.


Later that evening, Night Light came home from work.

"Velvet!" he called into the house. "I'm home."

"I'm upstairs." she called back. Night Light put his bag down and poked his head back outside. The flag on the mailbox was up. He trotted back outside and grabbed the mail, sorting it on the kitchen table. Bills and junk mail mostly.

"You got something from your publisher, honey!" he said.

"What is it?" she said, from upstairs still.

"Some kind of package," he answered. She trotted downstairs to the kitchen. She had completely composed herself. One would never even be able to tell that she had been crying. "Here." He passed the package to her. She pulled the strip open, letting the papers slide out. She read over the cover letter, read it again and flipped through the other pages. Her eyes widened. "What is it?" he asked.

"Random Horse Publishers wants to send me on an trip all across Equestria and write about it for their Equus Geographic Annual!" she gasped. "There are itineraries in here for the next eleven months!" she said.

"We're going to see all of Equestria!?" Night Light asked, excited. Velvet poured over the contents of the package.

"There's just the one ticket," she said. Night Light's smile faltered.

"That's- that's still really great news," he said, trying to mask his disappointment. "When is it?" She looked at the date on the ticket.

"I leave Canterlot in two weeks," she said.

"That doesn't give you much time to prepare," he said. "Or me." The sudden of leaving realization hit her.

"Do you... not want me to go?" she asked. He put his hoof on her shoulder.

"Velvet, this is a once-in-a-lifetime opportunity! Of course you should go," he said. "But I'd be lying if I said that I wouldn't miss you." He kissed her.

"I'd miss you too," she said. "Eleven months is a long time though." He kissed her again.

"And I'm sure you'll tell me all about it when I see you afterwards," he said, holding her tighter. She smiled, nuzzling into his shoulder. A skilled, passionate lover he may never have been. But a better husband she never knew.

In the dark of that night, Twilight Velvet sat in her bed. He husband, fast asleep beside her. She turned the ticket over in her hoof. How in the world was she to even undergo this trip across Equestria in her current state, she wondered. She ran her hoof over her belly. It looked no different from a month ago. But it would before too long. She'd be having her foal on the road. Out in pony-knows-where. And what then? Would she cut her trip short? What would she tell Night Light? She glanced over at him, snug under the blankets.

Anything but the truth.

Two weeks later...

"And you're sure you have everything?" Night Light asked again on the station platform.

"Yes!" Velvet reassured him. "We triple-checked the checklist to make sure we didn't miss anything when we double-checked the checklist." She glanced over her shoulder as the porter grabbed the last of her checked luggage, bringing it into the freight car. All that was left was her carry-on in her hoof. "And even if we did, it's too late now." She smiled. "Besides, the publishers said that they would provide anything I needed for the trip that I didn't bring. I'll be fine!" she reassured him.

"ALL ABOARD!" the conductor called out the final boarding call to the platform. Night Light hugged her again, one last time.

"Be safe. I love you," he whispered.

"I love you too. I'll write you whenever I can!" she said, squeezing him back. "I've gotta go." She boarded the train, waving goodbye to her husband from the window as it pulled away from the station. When she could no longer see him from the window, she turned back to the interior of the train, seeking an attendant to show her to her seat.

"This way ma'am." He directed, as they walked to the aft. They passed by, what was clearly, her seat number. Row 3, seat 4. "Here is your car ma'am. Just through here." Velvet found herself once again standing at the door to the caboose.

"Um, I think my seat was back there," she said, pointing at the seat and her ticket. The attendant pointed at the name on the ticket.

"You are Twilight Velvet, are you not?"

"I am."

"Then you are on out V.I.P. White-list. Just through here ma'am." He said with a respectful nod before leaving her. Velvet shrugged, assuming that it was a permanent gift from her son. 'Much like this,' she thought as she rubbed her belly. It looked like she would be traveling in style for the rest of the year. She pushed open the door.



"Cadence!? Shining!? What are you two doing here?" Velvet asked.

"We thought of something," Shining said from his chair.

"Just like we promised we would," Cadence said from the couch.

"You're coming along with me on my trip across Equestria?" Velvet asked. They both looked at her in silence. "How did you even know about that?" she asked. Again, they sat and stared, waiting for her to understand. She sighed and slumped onto the couch beside Cadence as the realization washed over her. "There is no trip, is there? You forged the letter from the publisher, just like the speech letter." They both frowned nodded, seeing the disappointment in her eyes. After a moment, she raised her eyes and asked of them, "I assume you have some kind of a plan for me?" Cadence put her hoof on Velvet's tummy.

"Yes, but first, are you..."

"Pregnant? Yes. I checked twice," she said.

"Does dad know?" Shining asked.

"No. Nothing," Velvet said. Shining let out a sigh of relief. "So what's this plan of yours?" Shining looked to his wife.

"While you're pregnant, you'll be a guest of the palace in the Crystal Empire, far away from anypony who would know or recognize you," Cadence said.

"And after?" Velvet asked.

"We would raise the foal as one of our own." Cadence said. "If that's alright with you, of course," she quickly amended.

"Dad would never even have to know that you were ever pregnant," Shining said.

"So you're just going to tell everypony that you adopted?" Velvet asked.

"Well... more like that I had fraternal twins," Cadence said with a smile as she rubbed her own belly.

"You too?" Velvet asked. Cadence nodded excitedly.

"It's the perfect plan!" Shining said excitedly, clapping his hooves together.

"Yeah. Perfect." Velvet sighed sarcastically. "What could possibly go wrong..."

"Relax," Cadence assured her. "We've thought through every aspect of this plan. Everything will be fine." Velvet rubbed her jaw with her hoof and stared out the window, watching the last outskirts of Canterlot vanishing behind them.

"So..." Shining said, trotting over to them, "it's going to be a while until we get back to the Crystal Empire..." he insinuated himself on the couch between the two mares, "it would just seem like an awful shame to waste this semi-private room..." he grinned. Velvet turned back around to see her son sitting beside her with his shaft already hanging from its sheath, hardening with each heartbeat. Velvet rolled her eyes and put her hoof to her forehead.

"Shining," she groaned, "it has been less that three minutes and you're already irritating me. I literally, just walked in the door. I just sat down. So cool it!"

"But-" Shining was object.

"No 'buts'!" Velvet said. "I'm your mother first, and your lover second. Don't forget that!" She took a deep breath. "I'm still trying to deal with the fact that we were both so reckless last month that you've gotten me pregnant! And now, the only way to cover it up is an elaborate scheme where you two cart me off to the Crystal Empire for nearly a year away from my husband and daughter!" Shining visibly wilted from being chastised. "Shining, dear, I love you. Nothing is ever going to change that. But sometimes I worry that when all of your blood goes to that big thing," she lightly tapped his shaft with her hoof, "it deprives your brain of oxygen." Cadence had a cheap laugh at the remark. Velvet put her hoof on his shoulder. "If you're really that worked up, don't let me stop you and Cadie from enjoying eachother in this... semi-private room," she said mocking him.

"What about you?" Cadence asked.

"I'll be... on whichever piece of furniture you two are not," Velvet answered. Cadence was barely to her hooves before Shining very nearly tossed her onto the bed. Cadence tumbled with the landing, ending up on her back. Shining climbed onto the bed after her, with little other provocation needed to be fully hard once more. Velvet, for her part, tried not to leer, but nor could she look away as he slid into her with practiced ease. Cadence moaned out in pleasure as he filled her with his length. Clearly Shining wasn't the only pony who was hoping for some action. Cadence was already very visibly wet.

Velvet feigned disinterest, opting to look out the window. But the odd tree passing by could not take her attention from the lewd moans emanating from so nearby. She could no longer lie to herself. She stood up and grabbed the desk chair in her magic, setting it beside the headboard of the bed. Shining saw her walking over. He pulled out of Cadence in excitement.

"NGH! No! I'm so close!" Cadence cried.

"You heard her," Velvet said, taking a seat beside the bed, "Rut her harder!" Shining did as he was told, putting his dick back into his wife, giving her hips a few more slaps of his own before Cadence let out a throaty moan of pleasure, soaking the sheets in her juices. "Easy now, she is pregnant after all."

"Don't worry," Shining said between thrusts, "the doctor said a healthy sex life is good for the mother and foal." Cadence's eyes focused as her orgasm wore off.

"Just no magic, or potions of course," she said, panting. Velvet sat and thought for a moment.

"So, have you two thought of any names yet?" she asked. Cadence opened her eyes, turning her head to face her.

"What?" she asked between heaves of Shining rutting her.

"Names. For the foal." Velvet repeated.

"Stormageddon!" Shining answered.

"Absolutely not!" Cadence retorted from under him.

"Aww," he complained, pulling one of her legs over his shoulder, hitting her from a new angle.

"Ngh, ngh nghhhmmmfff!" Cadence bit her lip, stifling a scream as she rode out a second orgasm.

"I love how tight you are, especially when you clamp down like that," Shining said, "I sure am going to miss it."

"What?" Velvet asked, "The tightness?" Shining nodded. Velvet sighed shook her head in a shared exasperation with Cadence. "Shining, I've had two foals. And you darn well know that it hasn't affected that part of me."

"I can only imagine what it was like before you had me though," he said with a stupid grin.

"What in the- augh!" She climbed onto the bed in frustration. While facing her son, she straddled Cadence, careful to keep her weight off of her torso. "Open your mouth!" Cadence opened her mouth and started licking Velvet's marehood. "Ooh! I appreciate the effort Cadie, but I was talking to Shining."

".... Do you want me to stop?" Cadence asked.

"No, I'm not saying that." Velvet smiled. "Now open your mouth, say 'ah'," she said to her son. He did as he was told.


"NO! Not 'uh', 'AH'!"

"Ah!" Velvet put her hooves to either side of his mouth, stretching it open as far as she could without hurting him, but certainly enough to cause him a bit of discomfort before letting him go.

"What are you doing?" he asked.

"Making a point. Close your mouth now." He did. "Can you close it tightly?" He nodded yes. "Exactly. Because it's a muscle. No matter how much you stretch it, it can always spring back just as tight," she said. Cadence took a break from licking her.

"If we're done with the lecture, can you let him get back to fucking me?" she asked impatiently. Shining resumed his thrusts, rubbing his sore jaw with his hoof.

"Aw, come here," Velvet said, "let me kiss the boo boo." She leaned in and kissed him deeply while he fucked the mare eating her pussy. Cadence could feel a tendril of magic playing with her clit, driving her wild.

"Ooh Shiny, is that you doing that?" she asked. Velvet broke the kiss.

"No dear, that would be me," Velvet said with a smile. Cadence moaned out loudly into Velvet's loins as she sent her over the edge yet again, clamping down on Shining.

"Hey mom, say 'ah'," he said. Velvet opened her mouth to ask why. She was answered with Shining pulling out of Cadence at the last second and launching his first blast of cum up at her mouth. His aim was a bit off, and most of it landed on her chin and shoulder. She moved in a flash, grasping his shaft for aim. His second rope fired forcefully into her ready mouth this time. By the time his third pulse ran up his shaft, she had her lips wrapped around his flared tip, sucking and licking him through the rest of his climax. Shining struggled to keep his composure as Velvet hummed her moan onto him as Cadence finally brought her to climax. After a few moment, Velvet let him slip from her mouth and rolled off onto the other half of the bed. Cadence looked up at Shining, licking her lips.

"Hmm, you're right. It does taste different when your pregnant," Cadence commented on Velvet's flavor. Velvet propped herself up and leaned over, giving Shining's shaft one last long lick.

"Mmm, you too," she said, tasting her on her son's wilting shaft.

"So what were you saying about not being in the mood?" he teased.

"Yeah, yeah." Velvet sighed, rubbing her tummy in the afterglow of her orgasm. "I guess I needed that more than I thought."

"Really?" Shining asked. "I would have thought that with you going away for so long that... you know. Before you left, you and dad would have..." he made an 'implying' motion with his hooves. Velvet climbed off of the bed and cleaned herself up a bit with a towel. Cadence sat up and did the same. Shining waited on the foot of the bed. Velvet could see that he was waiting for some kind of answer or explanation. She could lie, she thought. But what good would it do now?

"Shining," Velvet began, as she took a seat on the couch, "Your father and I, we haven't..." She trailed off a bit, "We haven't been romantically active for some time."

"Oh my gosh, really?" Shining asked.

"When you get back, I could help with my love spell!" Cadence said.

"Thank you, Cadence. But we don't need that," she said. "Shining, your father and I still love eachother very much. So don't worry about that. It's just that..." they both listened intently, "It's just that, your father is not the greatest of lovers."

"Have you not tried to teach him what it is that you like?" Cadence asked.

"I have. It's not his fault for lack of trying. He's just... disadvantaged," she said. Cadence tried to hide her knowing smirk. But Velvet could see that Shining did not understand her innuendo. "He's small. Down there."

"Like, smaller than mine?" Shining asked. Velvet scoffed.

"Shiny, compared to you, every stallion is small!" Velvet said. He grinned. "But don't let it go to your head!" She relaxed a bit and continued. "But your father, he's quite below average. Even as a colt you were bigger than him. It's not like he's not practical-joke small, but he's never been able to bring me to orgasm on his own. And after Twilight was born, I guess I got tired of faking my enjoyment in bed. And I guess he got tired of pretending to not notice that I was faking it." Velvet frowned. "But even so, I've always been loyal to him," she looked up at them on the bed "with the exception of you I guess. But our marriage is still a happy one."

"We should get some rest," Cadence suggested "It's going to be a long trip." Velvet nodded, laying down on the couch. "Please," Cadence waved her over to the bed, "there's more than enough room." Cadence and Shining moved over a bit as Velvet climbed into the bed. Shining laid in the middle as the two mares, each pregnant with his foals, cuddled up on either side of him.

Ten Months Later

Shining walked with a plate of food toward the guest bedroom of the Crystal Palace. He pushed open the door. Twilight Velvet was laying on her side on the bed, writing with a quill. "Hey mom, are you going to have dinner?" he asked. She looked up from her work, adjusting herself so she could see him over her massive belly.

"Oh goodness, yes! I'm famished!" she said. "Let me just finish this letter to your father and I'll be right out."

"Where are we writing from today?" he asked facetiously.

"Well my letter last month was from Hollow Shades. And I'm almost due," she said, rubbing her swollen tummy. "Any day now. So since I'm circling around back to the Crystal Empire, my stop is in Neighagra Falls. I've been reading all about it in preparation." She motioned to the tourist books on her night stand. "I'd really like to actually visit it when this is all over."

"Heh, it's a date," he said. Velvet finished writing and sealed the letter, ready to be posted in the morning. Velvet tried to sit up, but flopped back over in bed in frustration.

"Ugh! I'm so exhausted!" Velvet said.

"From what? You've been in bed all day," he said.

"From having to get up to pee every thirty minutes, and carrying THIS each time!" she said, pointing at her abdomen. She laid there for a minute. "Can you just, bring that plate over here for me?"

"Sure," he said, clearing off the night stand and placing the plate on it.

"What is it tonight?" she asked.

"Oh, a little of everything."

"A little?"

"Well, there's more in the kitchen for you if you're still hungry. After all, you're eating for two," he said sitting beside her on the bed, giving her a belly rub.

"Yeah well, it feels like four," she said, stuffing her face with whatever she could reach first.

"Don't even joke about that!" he said. "One from you and Cadie will be plenty to keep our hooves full."

"Hmmph." Velvet continued eating. "If your father wanted me before, he's definitely not going to after I've gained all this weight." Shining put his hoof to her stomach, running it down her body.

"Well I don't mind it at all," he said.

"Oh please!" She motioned to herself. "A middle-aged, pregnant mare? Nopony could possibly find this sexy."

"Actually I do," he said, as his smile widened. He ran his hoof lower along her body, down in between her legs. "I really do."

"You really think I'm still sexy like this?" she asked.

"I think you're even more sexy," he answered. His hoof reached its destination, teasing her marehood.

"Mmhh, you always were a strange one," she moaned as she closed her eyes.

"She said, pregnant from fucking her son. Kettle, meet pot." he said playfully mocking her.

"He said, playing with his mother's pregnant pussy," she retorted.

"Heh, heh. Touche." She could see that all of this dirty talk was really getting to him. His shaft had already extended from its sheath, rapidly hardening. It poked her as he leaned in to kiss her. One hoof still playing with her pussy, he ran his free hoof over her as he worked his way down her body. He took a moment, stopping at her swollen teats. Normally little more than a couple of invisible nubs in her fur, they were now as large a cantaloupes, engorged with milk in preparation for the foal. He teased one with his hoof, and took the other into his mouth, suckling from his mother once more. He wrapped his lips around her nipple, sucking and stimulating her. He was rewarded with her warm, delicious milk.

"Mmh, Shiny, that feels so good," she moaned. Her belly had made reaching her lower half a challenge. But she had been able to alleviate her mammary discomfort by milking herself with her magic. But it always felt so much better when the ache was eased in the way nature intended, nourishing her children. She reached down, rubbing his mane with her hoof, pressing him into her more. "The other one too." He obediently switched to the other nipple once the first had been thoroughly emptied. "Such a hungry boy. Drink up all of mommy's milk. Don't you waste a drop." Shining would dare do no such thing. He treasured his mother's milk, enjoying it while he could. He decided it was quite his favorite aspect of having a pregnant lover. Not to mention two. But the thought was marred with a bittersweet pang. Jealous that he would have to soon relinquish this treat to the new foal.

"Mm, thank you dear, that feels much better," she sighed.

"Well if you think that feels good," he trailed off, and trailed further downward between her legs. Her view of him was now obstructed. Though, while she could not see what he was doing, she could sure feel it. Her pussy lips were swollen and puffy. He nuzzled them with his nose, spreading them slightly. Her aroma was heavenly. Her biological chemistry was different now that she was with foal. Her scent was more mellow, less sharp. He stuck his tongue into her, running from her wet honey hole up her lips to her sensitive nub. Her taste was sweeter than before, without the tartness he had been used to. Not worse, not necessarily better. Just different. He made intentional effort to vividly remember this always. After all, he had no intention of getting her pregnant again. That was for sure. He gave her clit a playful suck.

"Oooh," she moaned. She writhed a bit on the bed, restricted as her movement was. Shining felt like he was going to fuck a hole straight through the mattress if he stayed on his stomach between her legs any longer. He rose to his knees, bringing his steel-hard shaft to bear against her lips, getting it slick with her copious juices. "Ugh, Shiny?" He paused for a moment. "This thing is crushing me," she said, pointing to herself. "Let me roll over." He let her legs go as she lurched over to laying on her side. "Ah. That's better. Now I believe you were going to make me feel good?" she asked with a coy smile.

Shining shimmied on his knees, readjusting himself. He helped lift her leg a bit, spreading her open slightly. It was enough to realign himself with her entrance. With a gentle heave, he pressed into her. A little coaxing, and her lips gave way, bidding him entrance into her marehood. With the foal taking up so much real estate in her abdomen, it left room for little else. That, combined with her legs laying together, made for an exceptionally tight fit. It likewise felt especially good for Velvet as well. The position on her side caused him to hit her in a new angle, stimulating her in all new ways. And it freed up his hoof to continue to play with her clit, pulled against him as she stretched around his girth.

With each thrust he worked himself deeper into her. But he felt himself bottom out inside of her much sooner than he had expected. Still, he was able to still get more than half of it in. He kept it to quick, short strokes, minding his depth. It felt no different to Velvet though. He was still hitting every part of her love tunnel, albeit compressed a bit. Her nerve endings where bundled closer together, feeling extra-sensational. She could feel her climax building quickly. Her muscles tightening into a coiled spring, ready to snap.

"Oh, Shiny! I'm- I'm gonna-"

"I can tell! I'm close too, mom!" He felt her gripping him tighter. It was too much. He felt himself flare wide inside her. He didn't bother holding back. "MooooOOOOM!!!" He arched his back, as he felt the first load burst forth into her.

"Please Shiny! Keep going! I'm so close! Keep going!" She begged. He felt so huge in her, she needed to cum so badly. Shining grit his teeth as the second bout of cum launched inside her. He forced his hips to keep bucking. He pushed through the third rope, fighting the lightning as he was over-stimulated. It felt so good it that it bordered on pain. He saw stars, his eyes rolled back, but he never stopped, and he didn't let her down. "Ah, AH! AHHHHHHhhhhh!" Velvet cried out. Shining felt himself become squeezed right out of her as every muscle in her tensed at once, flooding his crotch with a massive gush of her wetness.

"Holy crap, Mom! I've never seen you cum so hard!" Shining sat back in amazement. Velvet rolled onto her back and lurched upward, cradling herself.

"Oooohhh!" She moaned out, rocking herself a bit. "Shiny!" she gasped, "I think my water broke!" She huffed and began to breathe heavy.

"Oh. Well that explains a lot," he commented, noting the exceptionally soaked sheets. "Wait, OH MY GOSH YOUR WATER BROKE!" He jumped to his hooves. Velvet moaned out again.

"GGRRRHHH! UGH! I'm having contractions!" Velvet cried.

"Are you sure?"

"Shining! I've already had two foals! I know what a damn contraction feels like!" she snapped.

"What does it feel like?" he asked. She replied by kicking him in the stomach, knocking the wind out of him.

"About like thaaaaaaat- ooooohhhhhHHH!" she groaned again. "And they're getting closer together!"

"I'll get Cadence!" Shining groaned, picking himself up off the floor. "She took those midwife classes!" He ran to the door. Just as he reached to open it, it was kicked in.

"Shining!" Cadence yelled into the room. "I think the foal is coming!" Shining rolled out from behind the door, holding his kicked stomach, and rubbing his head where the door slammed into him.

"I can tell!" he said, pointing to his mother on the bed, panting in the throes of labor.

"No, I mean MY foal!" She cried, cradling her own swollen belly. "NNNGGGHHHH!" She groaned. "I think I'm having contractions. It feels like I'm getting kicked in the stomach!"

"Yeah," Shining groaned, still struggling to breathe as he helped his wife to the bed beside his mother, "that's a contraction."

"How *huff* far *huff* apart?" Velvet asked between gasps.

"A few minutes," Cadence answered as she settled onto the bed. "You?"

"NNNNGHHHH!" Velvet groaned.

"Um. Less," Shining said.

"Oh my gosh! That foal is coming now! Shining you need to help her!" Cadence said.

"What!? How!? What do I do?" Shining panicked.

"You need to get down there and see how she's doing," she directed. Shining moved over to his mother and looked at her crotch.

"Uh, she's still pregnant," he informed her. Cadence rolled her eyes.

"No! You need to look inside and she how much she's dilated," she instructed. "Use your magic like a speculum."

"A what now?"

"A SPREADER! You need to spread her vagina open so you can see her cervix!" Cadence barked, growing impatient.

"Ohhh kay. Um, alright mom, let's... have a look see..." He leaned down and called his magic to his horn, pushing a blue aura into her. He moved it like a small dildo at first and then pulling it apart, glowing brightly to illuminate the way. He peered inside, seeing his mom in a whole new way, and not one he particularly wanted. "Ugh."

"Can you see the small opening at the back?" Cadence asked.

"Is it supposed to be small?" he asked

"Normally. Is it now?"

"Noooooope." Shining said with a gulp. He felt his stomach doing flips.

"That's okay! That's good!" Cadence said. "I need you to be my eyes. Describe exactly what you see."

the horror

the horror

"It's- she's- it's like she's blowing bubbles." Shining felt his dinner rising in his throat but suppressed it. "Two white bubbles."

"Okay, that's the foals hooves." Cadence said. "That's normal! Her forehooves, then her head, then the rest of her body."

"GNNNGHHHOOO!" Velvet let out another grunt, pushing out more of the foal and amniotic fluid. Shining's eyes shrank to pinpricks as he lost his magic and tumbled backwards onto the floor, babbling incoherently.

"CAPTAIN ARMOR! ON! YOUR! HOOVES!" Cadence yelled at the top of her lungs. Shining's body moved on reflex at the command. "Your First General Order, Captain?"

"To do whatever you tell me to, Princess!" He answered without hesitation.

"You are going to get over here and deliver this foal, Captain! Failure is not an option! So suck it up buttercup!"

"Proceeding Ma'am!" Shining Armor, or at least, his body, moved back into position, hooves at the ready. Velvet pushed again as the foal began to emerge. "I see legs!" He reported.

"Keep going Velvet, your almost there." Cadence said, putting her hoof in hers. "Nhggh." She felt her own contractions getting closer together as well. Velvet pushed again.

"I see uh, a horn. And now a head!" Shining said.

"Come on! One more big push!"






The foal's cries broke the silent stillness of the room. The shattered pieces of Shining's mind coalesced back together as he looked down at the tiny foal in his hooves. "Hey there little guy. Welcome to Equestria."


"Shining, it's her foal. Cut the cord and give it to her," Cadence said. Velvet reached out with her hooves. Shining took the section of cut cord and placed it in her hooves. "The foal, not the cord!"

"Oh, right," he apologized as he gave her the foal.

"And fetch a towel for a blanket- NGGGHHH! Make it two!" Cadence moaned through another contraction.

"Oh shit!" Shining ran to the linen closet and back again with a hoof-full of towels, wrapping Velvet's foal with one for her. He moved over to Cadence, ready for round two. "Okay, let's have a loookOOH NO! OH FUCK! OH WHAT THE FUCK!!!" Shining's mane stood up on end, looking at the mess on the bed between Velvet's legs. "WHAT the fuck is that!" Shining keeled over and actually threw up on the floor this time.

"What is it!?" What's wrong?" Cadence cried.

"It's just the placenta, Shining!" Velvet said, rolling her eyes as she completed her delivery. "It's normal."

"NO! FUCK THAT! That is NOT normal!" Shining retched onto the floor again.

"Shining, I've had three foals. And they all come with one. It. Is. Normal!" Velvet said.

"But it looks like- -URP-" Shining dry-heaved.

"No. They never show that part in the movies, do they?" Velvet sighed. She grabbed a towel from the stack he brought and covered up the after-birth. She looked over to Cadence breathing heavy beside her. "You see this shit? Remember this day this whenever stallions try to convince you that they're the stronger gender." With the awfulness hidden, she called out to her son on the floor. "Okay Shining, it's all gone!" she humored him. He nervously stood up, and peeked at the bed. Indeed he didn't see it anymore. "Now you need to help Cadence just like you helped me okay? Can you do that?" He nodded slowly, still a bit queasy. He put out his hooves under Cadence. "Uh uh uh! Not like that! go wash yourself up, pronto!" Indeed, he was still wearing much of his dinner. He trotted to the bathroom and washed his hooves and face.

Shining returned, ready for action. He took a deep breath and used the spreader spell again, looking inside his wife. He still winced, if only just, this time. "Uh, it looks like just one big bubble."

"The foal must be coming out head first." Velvet said. Cadence's eyes went wide.

"Is that- is that okay!?" She cried nervously.

"It's fine!" Velvet assured her. "You're fine. Everything's going to be fine! Some foals are just like that. Twilight was born head first and she was fine!" Cadence looked back to Shining, giving another push. Shining let go of the spell and readied his hooves to catch the foal. "Just keep breathing!" Velvet coached.

"GAAAAH!" Cadence pushed again. "It's HUGE!"

"The first foal is always the hardest! But you're doing great!" Velvet assured her. Shining watched the bulge in her abdomen shift downward with each successive push, and then beginning to appear at her entrance. Or, exit, in this case.

"ARRGGHHH! It's gonna tear me open!" Cadence cried as she was stretched to her limit. Shining shrieked.

"OH no ohnonono NO this is DEFINITELY NOT NORMAL!!!" He cried.

"Shining! Shut your mouth! You are not helping!" Velvet scolded. "You're almost there Cadie! One more huge push!"

"AHHHHHHHhhhhhhhh......!-" Cadence kept screaming, her face taut wide even after her lungs had long run empty of air. After what seemed like an eternity, her muscles finally relaxed. She gasped for air. It was free of her and he legs fell limp.



But for her ragged breathing, the room was dead still. Cadence could barely refocus her eyes. Velvet was frozen in place, her foal, clutched to her chest. Shining, at the foot of the bed just stood there, mouth agape. He couldn't move. He couldn't speak. He just stood and stared.

"What- what's wrong?" Cadence asked. "Where's my foal? Why can't I hear her?" She cried. Shining blinked. He looked up at Cadence, at his mom, and back down again. Velvet looked over at Cadence, scrutinizing her for a moment. "What's going on?" Cadence demanded.

"Mom?" he asked. She looked down below Cadence. "Now I know this isn't normal," he said. Velvet just shook her head slowly. Cadence bawled out.

"What the hell is going on!" Cadence cried out in hysterics. Shining reached down and lifted with his hooves, revealing a glistening, green egg. Horror washed over Cadence. "I- I can explain!" She cried.

Ending 2: Pt. 2: The Last Laugh

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"Explain? Explain!?" Shining scoffed at Cadence. "Oh I'd sure love to hear an explanation for this! I know what you are, Face-stealer!" Shining yelled. His horn glowed, slinging a disguise-nullification spell at her that he's learned from his sister, battling the Changeling invasion. The spell hit her and buffeted off without any reaction.

"I'm not a Changeling!" Cadence cried, in annoyance more than anything.

"Well then explain this!" He demanded, pointing at the egg laying on the sheets between her legs. "Ponies don't lay eggs! Wait, do they?" He asked his mother on the bed beside her.

"No, they do not," Velvet answered glibly, still cradling her own newborn amidst the chaos.

"They do not!" Shining repeated.

"Shining- please!" Cadence cried.

"Shining, let her explain. And give the poor filly a minute. She did just finish going through labor," Velvet said. Shining backed off with a huff, grabbing a chair from the desk on the other side of the bedroom, never once taking his eye of the egg or his wife. He carried the chair back over to the bedside as Velvet helped Cadence with a blanket and wrapped the egg with a warm towel.

"So, 'Cadence', if that is your real name-" Shining interrogated.

"You know it's me!"

"Care to explain what this is all about?" he asked. Velvet took the egg, wrapped in the towel and passed it to Cadence to hold. She recoiled and sneered for a second. Velvet didn't press the issue and placed the egg in the second bassinet.

"I'm sure she will, Shining," Velvet said. "But first, can you bring me a cider?" she requested.

"But aren't you going to be breast-feeding?" he asked. She looked down at her drained teats from him suckling earlier.

"Not tonight. And it'll be out of my system tomorrow. Shining, I haven't had a cider in almost a year. And I think we can agree that we're all having a real lousy day," she said. He looked back and forth at the two mares. Cadence nodded in agreement.

"... I'll bring three."

"So, Flurry Heart huh?" Velvet asked, holding her little filly in her hooves. Cadence nodded.

"It was what we wanted if we had a filly," she said.

"I suppose I don't really get a say in it, since you two will be the ones raising her," she said. "When are you going to make the big announcement to everypony?" He sighed, finishing his drink.

"I guess as soon as this all blows over." She motioned to herself and the egg.

Cadie," Shining walked over to her, passing her and his mother each a mug. "I'm sorry I yelled and called you a face-stealer."

"I'm sorry too." she said. Cadence made her way over to the coffee table, settling down beside Velvet on the sofa.

"Hey sweetie," Velvet said, putting her hoof on hers. "How are you holding up?" Cadence looked over at her. Her mane was a fright, her eyes were puffy and red.

"I've had better days, you know?" she said. Velvet let out a quick chuckle. Cadence joined her in the moment of levity they both desperately needed. "Oof." she moaned.

"What's the matter?" Velvet asked.

"It's these things." She pointed at her teats. They hadn't received the recent attention that Velvet's had enjoyed. They both appeared quite full.

"Have you not milked them today?" Velvet asked the obvious. Cadence shook her head. Velvet lifted the foal from the crib.

"Here, why don't you feed Flurry Heart? I'm sure she could use it. And it'll be great to help you bond." Cadence rested on her side, taking the foal to her. She instinctively suckled as Cadence held her to her teat. All of her fears and doubts seemed to fade from her mind as she looked down at the foal in her hooves. And in that moment she felt that no matter what came of tonight, that-

"You're going to do fine," Velvet said, reassuring her as though she could read her thoughts. "You're already a natural."

Shining sat quietly, just watching Cadence feed little Flurry. He looked at his wife. Her mane was a fright, her eyes were puffy and red. And she was beautiful, feeding his daughter. By the time the tiny filly had her fill, Cadence was feeling much better.

Cadence set the sleeping filly back in her bassinet and sat back on the couch, her teats no longer uncomfortably full. Cadence picked up her mug for a drink. "Oh, what a relief it is," Velvet said, knowingly, taping Cadence's mug with hers, each taking a sip. Cadence took a longer sip. And then another.

"Ahhh," Cadence sighed in satisfaction. She looked at the other two ponies. "I guess I owe you an explanation. I had always meant to tell you, Shiny, but I was always afraid to." He reached over and put his hoof on hers. "It was back before the wedding, obviously," she began, "it was right after the threat had been made against Canterlot."

"I remember that night. Everypony had been recalled back to the barracks. I ended up being out on patrol all evening!" Shining said.

"I thought you were going to be, too," Cadence continued. "But you- well, what I thought was you, came home shortly after you left. And wanted to show me something. A big romantic gesture! She looked just like you."

"Baby, it's not your fault," he said. "She fooled all of us." She wiped her eyes again, regaining her composure.

"I know," she said. "And then she brought me down to the caves beneath Canterlot. They were beautiful, but it was dark and scary. But I felt safe because I thought I was with you." She drank some more of her cider. "But every now and then I'd catch a glimpse of something in the reflections of the gems. I thought it was my imagination running away on me. We got to a small alcove at the end of the mine and that was where... that was when..."

"Shh... you don't have to say it." Shining said.

"She took me right then and there, with your body. I could see something in the crystals. There were two of them, opposite eachother, like one of those infinite mirror tunnels? And in the reflection of the reflection, I could see her true form!"

"She could see me looking at her but she didn't stop. She just smiled at me with that awful smile. I felt her change inside me. When she finished, it didn't feel like when you normally cum." She paused for a minute. "I talked to Twilight about Changelings afterwards. And she told me that they have an ovipositor."

"A what?" Shining asked

"It's like a penis, that lays an egg. Twilight said that Changelings are a species of parasitic xenomorphs. They can't reproduce on their own. They need a host to incubate their eggs." Cadence finished her cider. "For a long time after that, I was afraid I was going to lay an egg. But I never did. Until tonight."

"So that was why you were having trouble getting pregnant?" Shining said.

"I never thought of that. But I guess the fertility potion must have been what finally let you fertilize her egg." She tapped her chin with her hoof. "But the worst part about all of it was that when she finished, she took my form and trapped me in the caves. She vowed that your first foal would be hers. But I thought she that meant that she was disguised as me and she was going to..." she trailed off for a moment, looking at Shining, "mate with you." She looked over into the bassinet. "But I guess she got the last laugh after all." Cadence sighed and finished the mug of cider. The three of them sat quietly for a while, none knowing what to say. The silence, punctuated only by the occasional murmur from little Flurry, stirring in her crib. Then Shining sat upright suddenly.

"No! She didn't!" he said with a start. "Cadie, don't you see? We can look at this as a defeat or a blessing! The Queen didn't win. We did!" He moved over to the egg. "This changeling isn't one of her hive. It'll be ours. An ally to Equestria!" He grinned.

"Shining, I don't know," Cadence said hesitantly. "I understand that you want to love it. It's half your foal. But it was the Queen's egg. I was just its... first apartment."

"No, Cadence," he got down on his knee in front of her, holding her hoof. "We can raise this changeling as one of ours. Just as Twilight raised a would-be-dangerous dragon, as an ally, a friend. So too can we." He stood and picked up the egg from the bassinet, holding it in his hooves. "Just imagine! A changeling in the royal guard! He would be the ultimate infiltrator!" He lifted the egg up. "Stormageddon, the spy!"

"Shining, harbor whatever illusions you will, but we are never naming anything that!" Cadence said. "Not even a house plant. That is just... the worst."

"No! It's too late! Stormageddon!" he repeated, smiling as he cradled the egg. "My son, Stormageddon!" Cadence did not share his enthusiasm. She crossed her hooves in protest.

"Whatever comes out of that egg will not be my foal." She huffed. Shining put the egg back in the bassinet.

"Cadence, we can't undo what Chrysalis did." He said. "All we can do now is make the best of the hoof we've been dealt. The Queen may have provided the egg, but this will NOT be her offspring. She didn't carry it for eleven months. She didn't give birth to it. She won't be around to raise it. YOU will! You've already done the hardest tasks for this one, not her. You are more his mother than she'll ever be!" He could see that she was considering his words. "Look, I don't expect you to love the idea right away, but maybe, if you give it a chance, you could one day?" She thought about it for a moment and nodded. "Well, it's a start."

"I suppose now that you're not pregnant anymore, you'll have to make the big announcement to the empire." Velvet said. "Introduce everypony to Princess Flurry Heart."

"That can wait a few days," Cadence said. "What about you?" she asked Velvet.

"Well, now that I'm no longer expecting, I'll be expected back home in Canterlot," She said.

"What about..." Cadence motioned to Velvet's remaining baby weight.

"Eh, too much of the local cuisine." She said.

"And those?" Shining pointed to her teats, still enlarged for nursing.

"New, exotic foods do strange things to a mare," she said with a straight poker face.

"He, he." Shining chuckled.

"What's funny?" Velvet asked.

"Stormageddon the Changeling Spy," he said aloud. "Hey, you know what this calls for? A Spin Off!" He ran out of the room.

"What?" Cadence called after him.

"A Spin Off!" he yelled from the kitchen. He trotted back in with a bottle of champagne, pointing at the cap in lieu of a cork.

"You mean a twist-off?" Cadence asked.

"Yeah, whatever," he said, opening the bottle in celebration. "Hmm, I wonder how Dad is doing..."

Meanwhile, in Canterlot

Twilight Sparkle walked up the steps to her foalhood home. She'd been so busy in Ponyville over the past couple of years that she had barely visited her parents. Even less so, now that she was a princess with so many new responsibilities. She'd already forgotten to visit for her mother's birthday. She would not make the same mistake for her father. She knocked at the door and waited a while. After a few moment, her dad finally opened the door.

"Hi Dad!" she said and she leaped forward to hug him. He was surprised at first but hugged her back. After a moment of embrace she let go. He took a step back inviting her inside. It was then that she got her first really good look at him. His fur was scruff, and his mane was disheveled. He looked tired, unkempt. "Dad, are you okay?"

"Yeah, uh, yeah I'm fine." He scratched the back of his neck and tried to surreptitiously straighten his mane out. It didn't go without notice. "I just wasn't expecting anypony today."

"Really?" she asked.

"Yeah. Why?" he asked. Her father was many things, but a good liar he was not. Twilight could tell that he honestly had no idea why she was there.

"Dad, it's Father's Day!" she said. He looked at her strangely and ducked back inside looking at the calendar.

"Is it really June already?"

"Yeah, it's been June for like, two weeks." She said. He looked even more confused. "Dad, are you sure you're okay? Where's Mom?"

"Probably having an affair." He mumbled a bit too loudly.

"What!?" Twilight shouted.

"No! I- I don't know exactly," he stammered. "She's been traveling for her publisher. All over Equestria. And it's just-"

"Just what?"

"It's just nothing. I'm probably just over-reacting," he said.

"But?" Twilight asked, leading him. He looked at her. She wasn't a little filly anymore. It was times like these that he was talking about, when he would tell her that she was too smart for her own good. But he could tell that she could see right through him.

"But... for the last few years, there have been a lot of 'long weekends' and trips to other cities and 'work assignments' that she seemed to look forward to way too much. And she would always come back with that sort of afterglow. You know?"

"You think Mom is cheating on you?" Twilight gasped.

"She must be," he said.

"But how can you be so certain?" she asked. Night Light sat at the kitchen table and cleared a space in the mess for a drink, grabbing himself a glass and a bottle of Applejack Daniels.

"Last year, I was taking out the trash, and the bag ripped on the railing. I was cleaning up the mess and putting it in the bin, and I found a pregnancy tester box." He poured himself a glass. "I had a vasectomy after you were born, so there would have been no reason for her to have needed that."

"I- I can't believe Mom would do that to you! What is wrong with her!?"

"Now Twilight, stop!" he said, putting his hoof up. "It's not her fault."

"How is it not her fault?"

"She's- she's a mare of flesh and blood. A mare with needs. And I-" He frowned and sank into his seat.

"What? What's wrong?"

"And I can't meet them. Physically." He admitted. His expression was a mixture of embarrassment and shame. Twilight tried to stay level.

"Dad, listen, I know you're getting older. But there are potions you can use to help... your royal guard salute." She said with the best euphemism she could think of.

"No, it's not that," he said. "It works, it's just... small."


"Yeah. Small. Like, really below average," he said.

"Dad, a micro-penis is a real disability, and it's not your fault. In fact-"

"No, no, it's not that bad," he said defensively. "It's just- enough to be embarrassing." He went to pick up his glass. Twilight put her hoof on top of it, slamming it back down on the table.

"Show me." She said. Night Light leaned back in shock at the request, his eyes going wide.

"Um, no?" he said.

"Why?" she asked.

"Because it would be weird!" he said. Twilight rolled her eyes.

"Dad, you used to change my diapers. You've seen my vagina plenty of times. Was that weird?" she asked.

"That was different. We're both adults now," he said.

"Yeah? Well one of us is acting very childish," she said. She stood up and turned around, lifting her tail, flagging at him and showing off her marehood. Nightlight reflexively tried to look away, but found that he could not. Daughter or not, it was the only pussy he'd seen since Velvet had left almost a year ago. It glistened with her juices and her tail wafted her aroma at him. All too quickly she sat back down. "There. You've seen my genitals. Now they're old news. So why don't you just- oh, okay, here we go." Night Light didn't realize it at first, but seeing her like that was having more of an effect on him than he knew. His shaft began to emerge from his sheath. He tried to cross his legs and turn away, afraid to admit that she had turned him on so.

"Twilight?! What are you- are you?-" He tripped over the words. Twilight could see his nostrils flaring reflexively as his breath grew ragged.

"What?" She looked down at her own flank. "Oh, yes. Well it is April. I must be getting into season." She turned her attention back to him. "But enough about me..." She grabbed his chair and turned it back to her. He had become fully extended, hanging low. "Does it get any bigger?" she asked.

"You know, every time I hear that question, it doesn't get any easier," he replied. Twilight thought about what she'd asked and realized what it sounded like.

"No! No! I didn't mean anything by it!" she said. "I'm just honestly asking." Night Light looked down at her as she leaned in closer. He could tell that she was dead set on this, and there could be no dissuading her.

"Uh, no, it gets a little bit bigger when it gets harder," he said as matter-of-factly as he could. He stilled tried to squirm away. "Come on Twi, I know you've studied pony anatomy. You know this."

"Yeah, but I've never seen it," she said.

"Yeah, well the show's over now so- wait what?" he asked.

"I've never seen one, well, outside of a diagram in a book," she explained. "Can you make it harder? Do you need to see my pussy again?"

"I uh-" Before he could even comprehend what she'd just said, Twilight was on her hooves again, with her tail lifted and her butt pointed at his face, closer this time.

"Is it close enough for you to smell?" she asked. If he leaned forward mere inches, it would have been close enough to taste. Twilight could see the effect immediately as his penis stiffened and pointed skyward, throbbing hard with each of Night Light's rapid heartbeats. "Ah, there we go," she said. She trotted over to the kitchen drawer, full of all sorts of random junk. She found what she was looking for quickly. A measuring tape. "Okay, now hold still." Before Night Light could even object, she took grasp of his penis in her hooves and held the measuring tape in place, measuring the length and the circumference. She made a mental note of the values.

"Well, it looks pretty big to me," she said at last, still holding onto it, moving it from side to side, inspecting it from every angle. "These too," she said, cupping his balls in her hooves. "Any mare would be lucky to be able to have this inside her," Twilight said, playing with it a bit more, stroking the length.

"I wish you're mother thought that." Night Light said through his teeth, trying to keep his composure as his daughter jacked him off.

"Mom doesn't know what she's missing, then," she said.

"Twi, you ugh- you ahh, need to stop thaaahht." He said. Twilight looked at her hoof and realized what she must have been doing to him.

"Oh my gosh, I didn't even realize!" she said. "Are you going to ejaculate?" She sounded more excited than she ought to have. "Will it be a lot?"

"YES! I mean no! I mean- please let goooooOOOOOHHH MY GOSH!" he cried out as he felt himself go past the point of no return. Night Light's first spurt shot straight up, landing on his daughter's horn. Twilight instinctively looked up as the second glob landed on her nose, and the third on her upper lip. She let go of him and it slapped against his belly, spent of it's load. Twilight reflexively licked her lip, tasting her father's semen.

"Hmm, interesting taste," she commented. "But I wasn't ready. Let me get my graduated cylinder from my bag so I can measure it. Can you ejaculate for me again?" Night Light's head was spinning. It had been a long time since anypony had touched him like that. He came even faster than normal after so long of a dry spell. But this was his daughter! She flagged her tail at him again, her clit winking at him as she rummaged through her bag.

"Twilight, no! We can't be doing this! I've already let this go too far," he said sternly. "You're my daughter!" She rolled her eyes.

"Would you relax?" She backed up toward him, touching his snout with her nethers. "Here, think about something else," she said as she sat back down on the floor, getting her measuring instruments ready. He licked his face where her wetness was on him. She could see him getting hard again already.

"Twilight I-"

"Now, now. I tasted you, so it's only fair," she said, "you can thank me after."

"After what?" he asked. Her reply was only taking grasp of his dick again and stroking it as she pointed the tip at the opening to the graduated cylinder. "Twilight!" He shouted.

"Relax, I said. It's for science!" she said. Her hooves on him felt incredible. Her taste lingered on his tongue. His mind became fogged, overcome with her arousal, and his own.

"Well... if it's for science..." he finally relented. "... could you go a little faster?"