Like Mare, Like Filly

by Fygero

First published 5th of January, 2020

Roseluck is like any filly who’s walked into Camp Everfree – sweet natured, perky, and lovely. Walking her through pony-prep will literally be Timber Spruce's pleasure, especially if he can encourage her gorgeously petite anthro mom to join in.

Warning: Clopfic, Foalcon (all underage characters are full-blood ponies)

The human world and Equestria are joined. Humans come to Camp Everfree for their unique services, and with the pony age of consent set at an enterprising twelve years old, a vibrant market has emerged for perky preteen ponies like (younger) Roseluck to sow their wild oats, meeting human men and indulging in the delights their tight little pony bodies were designed for.

Men of the human world – not just some, but all of them – have come out from behind the curtain of denial and confronted their buried desires. No longer is there a stigma to want these tiny pony temptresses, galloping around naked with swishing manes and tails, not even trying to conceal the sleek curves and crevices of their tiny, hairless cunts. A door has been opened, a chance for every man to have what he’d never dared to dream.

The fillies themselves have only the barest concept of their desirability. They’re foals, and they don’t see the sublime beauty of their young, developing bodies – they don’t know the deep, sexual hunger they stir, just by being themselves.

To achieve their full potential, they need to be shown, and it is the ambassadors and pioneers – men of skill and knowledge like Camp Councilor Timber Spruce – who have been entrusted to kindle the spark of sexual awakening that glows inside every Equestrian filly.

Chapter 1: Roseluck Turns Twelve

Camp Councilor Timber Spruce stepped into the waiting room. “Celeste Luck?”

A slim anthro mare stood and smiled. “That’s us,” she said, stroking the flank of the filly beside her—she looked maybe ten or twelve. With lush vermillion manes and tails, they were clearly related, notwithstanding the fact the filly was full-blooded pony. “Come on sweetheart. It’s our turn.”

Spruce checked his clipboard. Applicant: Roseluck; mother: Celeste; date of birth…oh, wow. It was Rose’s birthday. She was turning twelve. “You must be Celeste,” he said, greeting the mother. “Welcome, welcome. Come on in.” Spruce held the door for them both and watched Celeste’s glossy tail swish. She’d had her skirt tailored to let it project—as well she should. Gorgeous. Just gorgeous.

He offered them both a seat—Celeste sat and crossed her legs while Roseluck leapt up onto hers, turned around twice and sat, curling her tail around her. “So, Celeste,” Spruce said, not sure whether this joke was going to fly or not, “you and Rose are, what, half-sisters?”

“She’s my Mom,” Rose said incredulously, flicking her mane. She’th my mom. Cute lisp—must be the braces.

“Your Mom?” Spruce said, copying her disbelieving tone. “As if anypony would believe that.”

Celeste watched on, smiling.

“I’m not a mare,” Rose’s green eyes—improbably large on her adorable tweeny-pony face—flashed with delight. “I’m only elev— I mean, I’m twelve.”

“Twelve? You’re kidding.” Spruce creased his face into frown and looked at his clipboard. “Well I’ll be darned. You are twelve…today?”

Rose nodded, beaming.

“Happy birthday.” He shot Celeste a wink. She’s going to be fine, it said. Rose seemed completely at ease. Her mother must have prepared her for this, or perhaps she had older pony-pals who’d been talking. Whatever, Spruce was happy. Nervous mares, nervous fillies—they complicated things. He liked Rose already, and he wanted things to stay super uncomplicated.

“Anyway,” he said, rubbing his hands together. “How can Camp Everfree help you ponies today?”

“Well,” Celeste began, “as Rose says, she turns twelve today, a-a-a-nd…”

“Ah, you’ve come for the pony-prep program.”

“Precisely.”

“Good, good. Just to let you know, I’ve done heaps of these, so you’re in capable hands.”

“My friend Fluttershy came here,” Rose said.

“Fluttershy’s two months older,” Celeste explained. “It’s all Rose’s sixth grade class is talking about, and she’s just been dying for her turn.”

“How flattering.” Spruce smiled and crossed his legs. “So, Rose, apart from what Fluttershy told you, have you read any books on this?”

Rose nodded. “I read Riding with Humans. Twice.”

“Oh great,” Spruce said. “That one’s my favorite. “What about Mom? Did she tell you what it was like for her?”

“It was a bit different for me,” Celeste said, indicating with a gesture her sleek anthro-pony body. “The age of consent for us over there is eighteen.” She stroked a hoof through Rose’s mane. “Ponies, on the other hoof…”

“Of course, of course.” Full blooded ponies like Rose weren’t human, so they weren’t subject to human laws, but being self-aware and intelligent, nor were they technically animals. When Equestria was first discovered, gifting humans an almost limitless supply of sleek, gorgeous little fillies, they wisely elected to adopt their age of consent for ponies—twelve.

“Pony-prep’s changed since I did it anyway,” Celeste said, twisting her mouth with a look of disappointment. “I went through when they did it at school.” She said the last word with a sarcastic twist.

Oh, no. You poor thing.” Spruce made a face. “Not—”

“Uh huh.” Celeste grinned broadly. “Stuffy old teachers with books and line drawings of human men and fillies.”

“And the colts all giggling and the fillies all blushing?”

Celeste laughed. “Exactly. Oh, it was awful. My dad was human, but I grew up in Equestria. The first time I visited your world, I learned more in two minutes in the back a Dodge than I ever did in those awful classes.”

Spruce winced good-naturedly. “Was it that bad?”

“He was terrible, and not exactly a stallion, if you take my meaning. Two minutes is being generous. But if you can’t laugh about it, you’ll cry. Still, I’m a little jealous—I’d have loved visiting Everfree at Rose’s age.”

And Everfree would have loved you, too, Spruce thought, admiring the way her skirt slid a little higher up her crossed legs. “Well, a lot of mares don’t look back fondly on those moments. Anthro or pony. That’s why we created our program, so fillies like Rose could do pony-prep with experts before meeting their first human men.” Spruce took a modest half-bow as he said it.

“We’re so lucky to have you.”

“Indeed.” He leaned forward, looking intently at Roseluck. “So, Rose—can I call you Rose?”

Rose smiled and nodded, sitting up straighter. Her vermillion mane bobbed jauntily, and the tip of her tail swished, curling delicately around her front hooves. She was really very pretty when she smiled, Spruce thought. He wondered whether the father was still in the picture. An Equestrian stallion, obviously, if he’d sired a full-blood filly with Celeste. He’d handed down some strong pony genes—Roseluck was prettier than Celeste, even, with a spray of freckles that hadn’t faded yet, and her face still bearing those delightfully foal-ish proportions—large eyes, long lashes, button nose. The braces gave her a pouty look, like her mouth was especially eager for some fresh new experience.

“Rose, have you and Mom done any of the exercises in the back of the book?”

“We haven’t,” Celeste replied for her. “You really need a second pair of hands for most of them, and Rose’s father isn’t living with us anymore, so…”

That answers that mystery. “Totally understandable,” Spruce said, holding up a ‘no more explanations’ hand. “Don’t worry about it. We do them all in this session anyway.” He turned back to Rose. “Rose, do you ever look at yourself in the mirror?”

Rose pursed her lips in thought. “You mean, like brushing my mane?”

Spruce laughed in a nice way—indulgent. “No sweetie, not brushing your mane. I mean a little lower down. Have you been looking at how your body’s changing?”

“Um, well, I’m starting to get boobs…kind of.” She sat up on her hindquarters and touched herself there, the hooves of both forelegs absently caressing her nipples, hidden discreetly beneath her coat.

Spruce had noticed the twin buds when she walked in; they had just enough weight to swell when she was standing on all-fours.

Rose smoothed the pelt down on her chest, showing Spruce their tender shape—tiny and round, the size of plums. Planting her forelegs back on the chair, they plumped up a little fuller.

“They’re sure coming along.” Spruce looked at Celeste’s bust, herself barely an A-cup. “You might end up bigger than Mom, maybe.”

“We can only hope,” Celeste laughed. “I dithered about wearing a bra today—most days I don’t bother.”

“Mmm, well if Rose is planning a trip to the human world, she might be about ready for a pony-blouse. Especially now she’s twelve. She’s going to be doing a lot of new things, soon. Am I right, Rose?”

“I hope so.” She turned to Celeste. “Mom, can we go clothes shopping tomorrow?”

“We’ll see, Rosebud. Let’s get you through today, first.”

“What about down lower, Rose?” Spruce said. “Have you tried sitting in front of a mirror to look between your hind legs?”

Rose shrugged. That probably meant yes.

“And how was that? Did you look inside? Does anything look different?”

“I dunno. Maybe.” Rose wobbled her head from side to side, flipping her mane out of her eyes. “It still looks like a bottom. I don’t know why fillies have two—colts are much more interesting.”

“Ha!” Spruce sat back, laughing. “Go and ask a colt, see which one he finds more interesting.” He quickly composed himself. “Sorry, but you’re quite right—the pony vulva does look very uninteresting at first glance, doesn’t it? Maybe we can change your mind on that today.” He looked questioningly at Celeste. “Do you mind if we…?”

“No, of course. God, that’s why we came.” She stood up. “Where do you want me?”

“Let’s sit you on the side of the examination table,” Spruce said, kicking out a little step so that Celeste could climb up. “And to get started, why don’t we get your blouse and bra off.”

Celeste swept her tail out of the way and perched on the paper-lined table with her knees modestly close and smoothed her skirt down over her thighs. She unfastened the buttons of her blouse one by one, working down from the neck and exposing a dainty, lace bra that matched her mane and tail.

When she peeled off the blouse, Spruce lingered a moment and enjoyed smooth, creamy coat covering her tummy, which extended almost up to her bra where human skin took over. She didn’t work out, he hazarded, but she didn’t need to. God, she had the body of a twelve-year-old herself.

“And the bra, you said?” she asked.

“Yes please.”

Celeste reached back to unhook it, arching prettily and shaking her long hair back over one shoulder.

Spruce swallowed. He couldn’t help but wonder what kind of show she’d put on if she was trying to be sexy about it. She shrugged out of the loops and laid it aside.

Spruce saw a lot of mares with their tops off—anthro and pony alike—but few stacked up quite like Rose’s mom. Her breasts were shallow and almost perfectly round, just soft mounds of flesh with tight areolas and pointed nipples. If he had to guess, he’d say she’d never breast-fed. “They’re lovely,” he said.

“Oh, they’re nothing,” Celeste said. “You should’ve seen them when I was pregnant. B-cup bonanza. I did a lot of galloping on the beach before my belly got too big, I can tell you.”

Spruce laughed politely. “You’d never guess.” He placed one hand in the small of her back, gliding his fingers through her coat. “May I?”

“Of course.”

He caught Rose’s eye. “You hear that, Rose? Nopony has any right to touch you without your permission. Not even your camp councilor.”

Rose nodded sagely and clopped closer to watch.

Spruce cupped Celeste’s breast—well, cupped is perhaps the wrong word because it was far too small to fill his palm. He stroked the plump underside and lifted it with his fingers. It was so tight—firm to the touch. He squeezed the areola between his fingers, working the nipple until it hardened to a stony peak. It swelled larger and flushed with blood to a deep purple-brown. He drew Rose’s attention. “See here, Rose?” he said, rolling it back and forth in his fingers. “This little hollow on the end—that’s where the milk came from where you were a foal.” He looked up and caught Celeste’s eye. “Did you breastfeed?”

She nodded, looking back down at her nipple between Spruce’s fingers.

“Is there milk in there now?” Roseluck asked.

“Not anymore,” Spruce and Celeste answered together.

Celeste smiled self-consciously at Spruce. “Sorry, you go ahead.”

“The milk comes in when the foal is newborn,” Spruce said to Rose, ushering her closer, “but it dries up if you stop feeding for too long.” He bade her to stand on her hind legs and took one fore-hoof, encouraged her to explore her mother’s other breast. He squeezed the one he’d been holding and encouraged Rose to do the same. The filly had no thumbs, but she nudged it around with a fuzzy fetlock, making the soft flesh blush a lovely shade of pink.

“Hmm,” Rose said, stroking the areola as Spruce had done until it hardened. She flicked the rubbery tip back and forth with the tip of her hoof, smiling each time it sprang proudly back. “Will mine do that too when I have a baby.”

Celeste nodded.

“They’d might do it now,” Spruce said. “Do you want to try?”

Rose exchanged a questioning look with her mother.

Celeste nodded. Go for it, her eyes said. That’s what you’re here for.

“Okay.” Rose smiled back up at Spruce, beaming. Her, eyes sparkled—they seemed even bigger and brighter than before, like a princess pony readying to discover her cutie mark.

“Sit up here,” Spruce said, patting the exam table. “Maybe between Mom’s legs.”

Celeste shuffled back and hitched her skirt higher, giving Spruce a glimpse of pink panties that matched her discarded bra. She spread her legs and made space for Rose to leap up and position herself between them, turning and sitting once again on her hindquarters.

The twelve-year-old whinnied and wriggled to get comfortable. “I need more room, Mom.” She shuffled back as Celeste made more space, rocking her bottom and shuffling her closely placed forehooves. There was a little gap between those creamy fetlocks, and Spruce thought he might get a little glimpse of pony-pussy, but somehow it remained hidden.

Spruce stroked the points of her shoulders, just beneath her neck. “Okay?”

“Mm-hmm”

He stroked down over her pelt until he found the twin swellings and swept the cream-colored fur until her tiny nipples peeked out. He almost gasped. They were delightful. Surely they’d only been growing a couple of months, at most. Set wide apart on her flat chest, just the smallest, tenderest pillows, topped with sugar-drop nipples the color of coconut-ice.

“They’re not very big, yet,” Rose said in a quiet voice.

“Sweetie, they’re perfect,” Spruce said. “They’re just the right size for a little filly like you.” He got her to sit up straighter, raising her forelegs and balancing back against Celeste. He put his hands on her waist, his thumbs meeting over her belly-button. His fingers almost touched at the back; he squeezed a little, seeing if he could manage it, and Rose sucked in a breath to help. It was no good. Maybe if he’d met her when she was a little younger, but then those little titties wouldn’t be so goddam edible. No, she’d come to him at the perfect time. He shaped his hands beneath them, the webbing between thumb and forefinger describing a curve that perfectly traced the tiny swells.

Rose’s eyes met his again. They were wide and bright beneath the long fluttery lashes. My Little Pony eyes.

“May I?” he asked.

Rose swallowed, and after a moment she nodded.

Spruce asked the same question of Celeste with a knowing look.

“It’s okay, Rosebud,” she whispered in Rose’s ear, hugging her tight. “It feels really nice. I promise.”

Spruce stroked once with his thumb, kneading the soft fur in slow circles. Exquisite. Softer than Celeste’s. Her young coat felt delicate, like if he was too rough then he’d leave a scar. He did the same with the other one, circling, avoiding the nipple for the time being. “Is that okay?”

Rose whinnied nervously and licked her lips. “Uh-huh.”

“You want me to keep going?”

She nodded again. “Yes please.”

Spruce kneeled on the step. His face was about the height of Rose’s chest. “Rose, if a man respects you, he’ll do this for you every time you’re together.” He kissed her breast, nuzzling the fur, brushing his lips through the gently swollen underside. “If he’s just using his hands,” Spruce went on, talking between kisses, “don’t let him go any further until he does it properly.” He drew Rose’s areola into his mouth and sucked hard, eliciting a surprised gasp. He worked the other nipple with his fingers, gently rolling it, pinching, stroking the tender flesh underneath with his other fingers. “Men have clever lips and clever fingers. Do you feel the difference?”

“Y-yes.”

Rose’s chest shuddered beneath Spruce’s lips. He drew away an inch and blew cool air on the nipple. “Which one feels best?”

“This one,” Rose breathed, bringing her fetlock up to cup it, offering it again to his lips. Spruce returned with more passion, more venom. He used his teeth on her—gently, of course; it was only her first time and he didn’t want to frighten her. He did want to show her the adoration her young pony-body could elicit from a man, though. She deserved to know that for all the human and anthro cover girls out there, all the models and the porn stars, she was the one at the peak of her sexual beauty. Her young pony-body—not yet grown but so, so ripe—was a heavenly delight. With what he showed her today, a cutie like her might make…shit, who knows, ten thou’ a night in Camp Everfree—more if she got a stent. They weren’t exactly legal, but neither were twelve-year-old girls in the human world, and pre-teens ponies with stents were like fucking crack cocaine.

Swapping sides, Spruce nuzzled the other breast, voicing his approval with a soft growl. He used his nose, plowing it through the pillowy flesh, licking her pebbly nipple in long, glorious swipes.

Rose held them both for him and he dropped his hands. She offered him one, then the other, whinnying softly whenever he sucked the nipples. She pushed them together with her hooves, trying to lend herself cleavage. Spruce nibbled at the tips, moving back and forth like he was watching a tennis match, making a game of it with her and earning himself an amused giggle from the filly.

He stroked her tummy casually with his knuckles, fingertips venturing downward, dangerously close to her virgin center, which was tantalizingly hidden between her hind legs . Had Celeste noticed? Perhaps. He didn’t much care. The pony-prep program gave him an almost free rein. The world just about fucking ended when humans discovered Equestria. Sentient, intelligent ponies—they didn’t know whether to nuke ‘em or build a wall to keep them out. But then some genius YouTubed a perfectly legal twelve-year-old filly getting her smooth, virgin slit plowed by a big black human dick. A billion hits in forty-eight hours. The clop-clop porn internet boom preceded the first ads on Craigslist by about a week. Pre-teen slut-ponies began cashing in. Organizations like Camp Everfree soon followed, providing weeklong stays for humans and a selection of the finest fillies to entertain them. A cutie like Roseluck would go five grand, easy. Ten if she’d do two guys at once. Even a plain looking pony could fetch a grand or so—providing she was clean and smooth.

Viva la free market. Spruce fancied Rose would amass quite a college fund working vacations at Everfree, even before she finished junior high.

He stroked a thumb over her pussy, just a graze, a touch—a reminder if she needed it, about what it was that men would want from her. Her breath caught and her thin chest shuddered. He nuzzled her breast fiercely, growling low in his throat. He wanted her badly, and he was letting her know it. She was exquisite, so pure and unexplored. Her body teemed with hormones, rattling their cage and screaming how ripe she was. Timber Spruce was going to set them free.

Rose blew out a long breath, almost whistling. Spruce felt it ruffle his hair.

How could she not know? Men would do anything—literally anything—to have her tiny pony body, and it was his job to show her. Every time she galloped around one of the crossover parks, dicks were getting hard for her, watching her do pony cartwheels in the grass, just hoping for a glimpse if her tail swished the right way. And fillies like Rose were completely oblivious, teasing them mercilessly just by being themselves.

Spruce felt her body soften as she relaxed into the caressing, and perhaps began to get the first inkling of her power. With instinctive sexuality, she arched her pony breasts into his tongue and opened her hind legs wider. He stroked her pussy again, tracing the edges of her puffy lips, finding the sleek center line with a searching fingertip. He touched her clitoris, rocking back and forth over the top.

Rose whimpered. Had she ever explored that place? It thrilled Spruce to think he was playing tour guide, introducing her to fresh pleasures that had been right there for the taking. Such a waste it would be to indulge them by herself. Soon she would grow and mature. Not that it would be too late—adolescents, mares, men never tired of Equestria’s sleek, perky ponies—but they would have sweet Roseluck now, over and over, alone or in pairs while her straining pony pussy was still too small to take their full length.

“Mr. Spruce?” Celeste said. “We probably should keep moving. I need to get Rose back to school before third period.”

It took an almost physical force, but Spruce released her. He longed to slip between the plump outer lips of her sex. Sighing, he treated each sugar-drop nipple to one final suck before stepping back. “Was that nice, Rose?”

“Hmm?” Rose opened her eyes and batted her lashes. She seemed disoriented. “Is that all?”

“It’s not even nearly all, sweetheart,” Spruce said. “We’re just getting started.” He touched her young breasts again—he was powerless not to. “See, they’re hard. Just like Mom’s.” He rolled a nipple between his fingers, bringing it back to a stiff peak.

“What are we going to do next?” Rose asked, jumping down with a clatter of hooves. Her voice betrayed a breathy hint of eagerness.

“Well, if Mom’s ready”—Spruce exchanged a look with the bare-breasted Celeste, whose big eyes flashed almost as excitedly as Rose’s—“then we can take a look at her downstairs and show you what mares look like up close. Do you want to do that?”

Rose nodded, following Spruce’s eyes to the sheer strip of pink gauze between her mother’s legs. There was a dark blot in the middle, Spruce was delighted to see—evidence of Celeste’s rising anticipation for what he had in store for her foal.

Author's Notes:

My first foray into FimFic. Please be gentle. Obviously, I have only the barest passing familiarity with the canon. I have taken some liberties and introduced non-canon features listed below. I know this can be flame-bait in fanfics, so please gently correct me where I've overstepped, or where I could use real canon to better effect.

• Travel between Equestria and the human world is open, allowing EG humans and ponies to interact.
• Anthros are the product of pony-human mating. An anthro woman can bear a pony foal sired by a stallion, or an exotic human (Equestrian Girl) sired by a man.
• Roseluck's mother here is an anthro, Celeste. I don't think Rose's parentage is revealed in canon, so this should be consistent. The name Celeste is arguably over-used, but then so is Madison in the human world. Deal with it.
• Fillies develop human-like breasts. This is porn, and human-like erogenous zones are generally more arousing than equine ones.
• Ponies have a coat / pelt (and anthros have a partial coat). This is presumed in the canon, but their coats are drawn so sleek as to be skin. Porn is tactile, so I had to make a decisive call either way. Hopefully it works for more than the furries out there.
• I've coined terms for erotic effect, like tweeny-pony and pony-pussy. If this is bad form, let me know.

Thanks for reading. More chapters are coming. The whole thing runs to about 22K words.

Chapter 2: Tasting Mom

“Celeste,” Spruce said. “Could you pop your feet up in the stirrups? Do you want your skirt on or off?”

“On,” Celeste said, sliding down to the end of the table. With practiced ease, she kicked off her heels and used the stirrups to lift her ass, skimming her panties down over her hooves and off.

Spruce smiled appreciatively. “You look like you’ve done that before.”

Celeste blushed. “It saves on medical if you can pay in kind.”

“Smart woman.” He winked at Rose. “Listen to your Mom, Rose. “A pretty girl like you shouldn’t need to spend a penny from now on, especially not in the human world.”

Rose frowned uncertainly.

Not to worry, she’d learn. She was going to get plenty of practice. Spruce led her to the end of the examination table and showed her how to adjust the stirrups, and together they cranked her mom’s legs wide apart.

“Do you want to lie back, or watch?” he asked Celeste.

“I usually just lie back and enjoy at the gyno-vet,” she said. “But I probably should watch this time.”

Spruce raised the other end of the table into a back rest. “Better?”

“Mm-hmm.” Celeste wriggled in her seat—Spruce would’ve bet her breasts couldn’t jiggle, but it’s a bet he’d have lost. She saw him looking and smiled. “That feels great. Thank you.”

“Now,” he said, returning to the other end and stepping between Celeste’s open legs. “Let’s see what we’re working with here.” He took the hem of her skirt, and after getting a nod of consent, he lifted it and laid it back on her flat tummy.

“Oh,” he gulped. “Wow.”

“You don’t mind, do you?” Celeste said. “I had it done when I was younger.”

“It’s…” Spruce touched her cunt—her completely smooth cunt. “It’s wonderful.” There weren’t even any follicles. Celeste was as flawless as any pre-teen filly. If they gave Barbie dolls cunts, they’d look like hers.

“The laser removal takes a few treatments,” she said. “But everyone seems to enjoy the results. Rose doesn’t have any hair down there yet, but we’ll get her done as soon as she needs it.”

“Mo-o-om. Do I have to?”

“You should.” Spruce gave Rose a sober look. “This is excellent work.”

“Mine was only wispy fuzz to begin with,” Celeste said, touching herself, stroking her own flawless lips. “Even at eighteen, a lot of men thought I was younger. They say it’s better if you get it done before the hair grows in properly.”

Spruce could hardly believe he was looking at an adult anthro woman, let alone a mother. This kind of thing was getting common—smooth, pre-teen pony-pussy was in vogue, and it wasn’t just human men who liked the feel. Nobody could have predicted the wild swing in public sentiment that followed the discovery of Equestria. Pedophilia was still reviled in both worlds, and rightly so—pony fillies under twelve were foals, after all. Spruce was a bit more avant garde—he drew the line at eight, maybe few years younger if the filly had a stent—but that magical moment when pony-puberty took hold, the golden year of perfect, budding breasts and a bare, doll-like vulva was something every man craved whether he admitted it or not. It didn’t matter that it came in pony form. In many ways, it was more exciting—just having one standing in front of you on all-fours was a sexual position. The thrill of peeking beneath a glossy, colorful tail and finding that beckoning crease, like a ripe peach, scarcely a hint of an opening between smooth, soft labia—no man could sink his cock into a hairless pre-teen pony without acknowledging he’d known her at the breathy peak of her desirability.

“Truly, truly excellent results,” Spruce said. He’d never expected to meet a grown woman or mare with such a lovely cunt. “You’re very lucky.”

“If you want”—Celeste raised a querying eyebrow—“you can…you know…”

Spruce smiled. “Just take it off the application fee, right?”

Celeste shrugged coyly. Her nipples were dark pink chips of granite.

It was a tempting offer but looking after Rose was his top priority. Just in case, he palmed a Viagra from his jacket pocket and swallowed it dry. “Let’s have a closer look, shall we Rose?”

Rose nodded eagerly, still viewing everything in this brave new world through excited My Little Pony eyes.

Spruce touched Celeste at her center. That was all it took—that and the strain of her parted thighs. Her inner labia peeled slowly open to reveal her shiny pink clit mounted above a slick, heart-shaped entrance the size of a button.

“How you ever got a foal out of there is an eternal mystery,” Spruce muttered.

“Shh,” Celeste giggled. “Don’t tell anyone, but I might have gotten a little work done.”

Here was a woman who’d had some serious good fortune in the cosmetic surgery game. She was beyond perfect. Spruce’s dick hurt just to look. He stroked a finger down her slit, spreading her welling nectar and making everything in there glisten seductively.

Celeste flexed and closed her pussy over his fingertip.

Spruce took a slow breath, his balls lifting and tightening. “Nice trick.”

Rose had her front hooves up on the examination table and was staring intently into her mom’s silky purse. “That doesn’t look like a bottom.”

Spruce suppressed a laugh. “It sure doesn’t, sweetie,” he said. “Do you want to touch it?”

Rose nodded, her mane bouncing double-time.

“Start down here.” Spruce showed her where, sliding his own middle finger into Celeste’s tight box, working his bony knuckle in and out past the narrowest point behind the opening.

Rose copied, as best she was able without fingers, gliding the tip of one hoof through her mom’s slit with a tentative, nervous touch. “It’s slippery.”

“That’s what happens when you’re excited,” Celeste said.

Rose licked her lips, obviously framing her next question. “Will mine do that?”

“It might take a little practice,” Spruce said. He sat down and pulled his office chair up between Celeste’s legs, patting Rose’s flank. “Hop up between my legs, sweetheart. We can get a closer look at Mom together.”

Rose allowed him to lift her up, sweetly compliant, and he stood her with hind legs straddling his lap and front hooves on the table between her mother’s splayed thighs.

“Let’s scoot in a little closer.” He held her slender pony-hips as he pulled the chair closer, and she clopped back over his lap till she was perched right above his dick. “That’s better. Are you still looking after Mommy? Why don’t you ask what she likes?”

Rose looked back over her shoulder and then at Celeste. Her wide-eyed expression was too easy to read. Are you serious?

“Use your fetlock, Rosebud.” Celeste held up her own hoof with the wrist bent, showing how to best employ that bony protuberance. “Like th—” Celeste arched and closed her eyes. “Mmm.” She rocked her pussy into her daughter’s caress. “A bit harder…yes-s-s-s.”

Spruce closed his arms around Rose’s flanks and found her breasts again, his touch rougher than before, less mindful. He pinched her nipple and made her whinny.

Rose mauled her mom’s cunt slow and firm, quickly discovering how the lips spread and opened. She pressed over the opening, rubbing, kneading, rhythmically massaging Celeste’s weeping hole.

Her mother encouraged her with tender sighs and gasps, rewarding the touches that brought her closer to what was perhaps un unexpected climax.

From behind, Spruce stroked down past Rose’s tummy and laid his fingers over the velvet pad of her young cunt. At twelve, her breasts and womb were still those of a foal, but her hormones knew differently—they ran her body on raw instinct, and they wanted—no, they demanded, the touch of stallion. Helpless to resist, Rose swayed her back, pushing her young pussy down and back, unconsciously giving herself to be mounted from behind.

Spruce stroked her glossy pink and purple tail, making it twitch skittishly beneath his touch, but never quite enough to expose to object of his desire. That would come, though, and Spruce wouldn’t need to teach her. A filly learned to lift her tail the same way she learned to shoo flies with it—it was an as-needs thing. Offering her pretty pussy to men would soon be all too familiar to young Rose.

“See this spot here?” He tickled Celeste’s clit, causing her to gasp and pump her hips.

“Uh-huh?”

Spruce put his lips close to Rose’s ear, making it flick. “Lean forward and give her a kiss.”

Rose turned her head, questioning, and her tail did in fact lift a fraction higher. She was almost ready. His dick ached to finish this. “Go on,” he whispered. “You’ll like it. Mom will, too.”

Rose seemed to mentally steel herself. She leaned forward, stretching the long muscles in her hind legs and enhancing the already perfect proportions of her sleek, pre-teen pony ass.

“That’s right. Kiss it.”

So tentatively, she placed a small, chaste kiss on Celeste’s love button.

Oh, Rosebud!” Celeste’s breath came in a shudder.

“I’m sorry, Mommy,” Rose said, quickly standing back up. “I didn’t mean—”

“Again,” Celeste growled, her voice tainted with lust. “Eat me.”

Roseluck kissed her again, letting her lips linger this time, perhaps tasting her mother’s raw essence.

“That’s it,” Celeste said, breasts aquiver, her breath coming in gasps. She wound her fingers into Rose’s mane. “Use your tongue, Rosebud. Make Mommy come.”

Rose locked her lips onto her mom’s clit and sucked like a newborn foal on the teat. Celeste lost her shit, crying out, kicking at the stirrups and bucking into her daughter’s face.

Spruce’s cock yearned for her. He freed it with one hand and stroked himself beneath Rose’s swishing tail, touching it to the dampened crevice of her cunt. God, she was wet for him.

Rose seemed to have discovered a hidden talent for pussy, alternating between nosing and eating her mom’s cunt, licking her clit with her long pony tongue.

Spruce lifted his hips and, guiding Rose, rubbed her succulent pussy over his swollen shaft, feeling her heat, bathing in her wetness. He lost the will to wait and peeked beneath her tail. There wasn’t much to see, just her slender pony ass and a pair of plump, pale lips nuzzling his cock, her juices drizzling down his shaft and coating his balls in her fresh young scent.

He pulled a condom from his pocket, letting Celeste see the shiny foil pack, but after rolling it down his cock, he tore the tip with his fingernails, just enough to slip his knob though—friction would do the rest. He’d have all of this sweet, virginal filly, or he’d have none at all. And if she trotted away with a creamy gift warming her insides, well, Spruce was a professional—he’d give her a do-over at no extra charge.

He angled her forward and burrowed the tip into her tight groove, feeling around for the softening that announced her virgin opening. She was so petite—his cock was like a stallion’s, rudely spreading her tiny slit. He could hardly imagine how he’d ever get it inside. “That’s right, sweetie,” he said, finally slotting into her entrance and guiding her flanks, searching for just the right weight and angle that would open her up. “Work it.”

Perhaps Rose misunderstood, because she attacked Celeste’s cunt with renewed zeal, snorting and blowing like an excited mare, her own noises of breathless lust mingling with her mother’s, and the pair of them rising in volume until Celeste’s moans took on a frantic note.

“Rose! Honey! Stop!” Her strained voice became a croak. “I’m going to…I can’t…”

Rose ignored her and buried her long pony-tongue in Celeste’s tight box, eating out her mother with great, lustful bites.

“Ye-e-e-e-e-s!” Celeste came on Spruce’s examination table. Uncontrollably. Her legs shook with spastic glee and the tendons in her groin stood out like suspension bridge cables. Her cunt bucked madly beneath Rose’s searching tongue, spasm after spasm wracking her body, slowly unwinding until finally she had to pull Rose’s lips from her incandescent slit.

Roseluck straightened, slipping free of Spruce’s dick with a wet slurp, her innocence still intact. “Mom? Are you okay?” She wiped her mouth with the back of her hoof.

“I’m wonderful, Rosebud,” she sighed. “You were wonderful.”

Sighing, Spruce slipped the condom off and wrangled his straining dick back into his trousers, trying not to groan. “Did you like that, Rose?”

Rose turned and perched sideways on his knee, once again draping her tail modestly across her weeping pussy. She smiled shyly and nodded, braces flashing.

“Do you want to have a try on the table? Like Mom?”

Rose licked her lips and touched absently between her legs. If only she knew how close she’d come to having a dick in there. She looked from Spruce to her mother, eyelashes batting nineteen to the dozen. “Will you do it, Mom?”

“Some fillies like a man to do it,” Spruce said, nodding encouragingly. “It’s the whiskers.” He stroked the stubble beneath his bottom lip. “They say it feels nice.”

Rose looked hopefully at her mother. “Mom? Can I?”

“If Mr. Spruce doesn’t mind. Not all men like the taste.”

“I like it,” Rose said, licking her lips again. “It tastes like…fun!” She reddened and lowered her eyes. “That sounds silly.”

“Not at all, Rose,” Spruce said. “Mom and I know exactly what you mean. And she’s right, lots of men don’t like it, but I can show you a trick if you like, so they’ll do it even if they don’t want to.”

Chapter 3: You’re definitely supposed to suck it

Rose watched him intently. She swallowed heavily. “O-o-o-kay.”

“Do you want to practice with me?”

She nodded. “Okay.” She seemed inordinately keen to discover what it felt like to get eaten.

Spruce patted her flank. “Hop down on the floor and I’ll show you.”

Rose leaped down off the chair and stood on all-fours in the middle of the office, blinking up at Spruce with an expectant look.

Spruce laid his jacket over the back of the chair and kicked off his shoes. “What you just did for your mom,” he said, adopting an instructional tone he thought Rose might need now the stakes were rising, “you can do for a guy, too. Do you know what I’m talking about?”

Rose nodded. “I think so.”

“Ponies at school talk about it?”

She shrugged, which seemed to be Rose’s version of ‘Yes, but I’m too shy to talk about it.’

“What do they call it?”

Rose glanced at her mom and then back at Spruce, her brow creased with worry lines. “I think it’s a bad word.”

“We’re in a safe place here, Rose. I don’t think you’re going to get in trouble.” He really wanted to see her pretty pony mouth form the words.

“I think…I don’t ever say it, but I think they call it cock-sucking.”

She caught Spruce mid-swallow and he almost choked on his own spit. “Oh!” He coughed, clearing his throat. “Yeah, that one maybe is a swear word. Cock-thucking. Spruce’s dick heaved. The perky, vermillion-maned middle-schooler talking about sucking his dick was divine, but the lisp was the icing on the cake.

“I think we should call it a BJ,” Celeste said archly.

“What’s a bee-jay?”

“It’s short for blow-job,” Spruce said. He looked over at Celeste, who’d taken her feet out of the stirrups now and put her skirt back down. She still had her tits out, though, so that was nice. “What do we reckon, Mom, is that one a swear, too?”

Celeste waggled her hand. Maybe.

Rose frowned again. “I don’t think they’re the same thing.”

“I don’t get you, Rose.”

“Well, isn’t one, you know, sucking—and the other one blowing?”

Spruce laughed, and Celeste joined in. “You’re absolutely right,” he said, ruffling her mane. “Whoever called it a blow job really messed up.”

“So, you’re supposed to suck it, then?”

Spruce nodded. “You’re definitely supposed to suck it.”

“’Cause Fluttershy says you can just hold your mouth open and let him put it in.”

Spruce blinked. “Well, I mean, you can do that—”

“But it feels nicer when you suck,” Celeste finished.

Spruce smiled. She was doing half his job for him. “And if you really want him to lick yours—”

“Then you do what feels nicest,” Rose finished, nodding slowly and smiling. “Sneaky, huh?”

“Are you going to give it a try?” Spruce asked. “Do you want to try sucking mine?”

“You mean bee-jaying yours?” Rose said precociously, the delight at correcting a grown-up making her eyes sparkle.

“I think we can say ‘sucking’.” Spruce gave her a wink. “It’s the other word that’s the swear.”

Rose licked her lips, making them shine. She just knelt there, looking at Spruce’s trousers, then up at Spruce, then back down again.

“Do you want me to get it out? Because I don’t mind if you do.”

Her eyebrows knitted. For a moment she was paralyzed by indecision, but then she shuffled forward on nervous hooves, staring intently at his zipper. “I don’t think I can,” she said. “I don’t have fingers.”

“You can use your mouth,” Spruce said, conveniently holding out the tab of his zipper.

Rose took it between her teeth and struggled a moment with it, touching him half a dozen times though his trousers before she finally slid it down. Exploring gamely, she nuzzled inside and found his hard dick, now tucked safely back in his shorts. She probed around blindly, snuffling and licking his cock and balls a few times without gaining any purchase. “I can’t…seem to…”

“I’ll give you a hand,” Spruce said. He unbuckled and stepped out of his trousers off, draping them over the chair with his coat. And then, only because he was too hard to properly enjoy Rose’s fumbling, he pulled down his shorts and kicked them off. His dick swung free in front of her face—God, that was better. It was so hard, it gleamed.

Rose flicked her mane out of her eyes and peered anxiously back at Celeste.

Spruce stroked his fingers through her hair. “What’s the matter, Rose?”

“Mom, it’s too big. I don’t want to anymore.”

Oh, this was not good. Not good at all.

“Rose,” Spruce said, “it’s really not that scary. Why don’t you just hold it and—”

Celeste silenced him with a hand. “Rosebud, you don’t have to do anything you don’t want to.” She kneeled down next to her daughter and hugged her to her chest. “It’s scary the first time, isn’t it?”

Rose nodded, her face buried between Celeste’s breasts.

“I was scared too. Did you know that?”

Rose shook her head.

“I really was. I was older than you, but I wasn’t with a nice man. He wasn’t very gentle.”

Rose spoke in a tiny voice. “What happened?”

“He tried to put it in too far.”

“Is that bad?”

“It is if you’re not ready. It made me feel like I was going to be sick.”

Rose shook her head again. “I don’t want to be sick.”

“You know what, Rosebud? I don’t think Mr. Spruce is like that man. I think he’ll be much gentler.”

Rose pulled her face from Celeste’s breasts and looked up at her beseechingly. “Can we go back to school, Mommy? Please? I don’t want to do it anymore.”

Celeste sighed. “Okay, but do you mind if I try? I like sucking cock.”

Spruce smiled. Things were looking up.

Rose’s eyes bulged.

Celeste gave her a look of mock indignation. “What? I’m a grown-up. I’m allowed to say it.”

“But you said it’s a bad—”

“If you can suck it, you can say it. That’s my new motto. Now move over—I want to suck Mr. Spruce’s cock.”

Spruce turned to Celeste so she wouldn’t have to make an ungainly shuffle on her knees, hovering his dick a few inches from her mouth.

She looked up at him hopefully. “Do you mind if I get something from my bag?”

A condom? Jesus, a blow job with a condom was as dull as a half-sucked popsicle. “Yeah, sure,” Spruce said, trying to keep the disappointment from his voice.

Celeste popped to her hooves, breasts jiggling again—God she was hot—and fussed about in her tote. “I used these all the time when I was working my way through college.”

Spruce sighed. The Viagra was starting to kick in and his dick throbbed like a motherfucker. He’d gone from almost bare-backing a twelve-year-old to a raincoat blow-job from her mom. He could look forward to an uncomfortable afternoon with an infinity-boner.

Celeste cast him a self-conscious backward glance. “It’s silly,” she said, “but they make me feel younger.” She pulled out a metallic silver bundle, which she separated into a flimsy nylon crop-top and cheerleader’s skirt.

Things just got better again.

She modelled the crop-top over her breasts. “Is that okay? It’s not weird or anything?”

“It’s perfect,” Spruce said. “You could totally make the squad back in college.”

“Oh, I never cheered.” Celeste waved off the idea, pulling the top over her head. “I was still a double-A cup when I graduated.” The filmy garment was far too small and had no elastic—it hugged her breasts but hung loose, just barely covering the nipples. “I just made spare cash taking clients behind the bleachers.” She shimmied her chest, offering Spruce tantalizing glimpses of her wobbling under-breast.

“Very enterprising.”

“Still,” she went on, dropping her skirt and stepping into the obscenely short, red and god uniform, “it’s not like in your world. Ponies can make crazy money after a game—especially if the team wins.”

“That so?”

The skirt was shorter than the crop top, and Celeste’s hips weren’t as narrow as they’d been when she was in college, so he could see the silky lobes of her pussy beneath the hem.

“Sorry, one more thing,” Celeste said, feeding her tail through the hole at the back. “Promise I’ll be quick.” She fished around again in her bag and found some hair ties and a comb, and with a speed borne of years’ practice, she tied her bouncing vermilion mane up into twin pony-tails, tying them off with silver ribbons that matched the uniform.

She presented herself front-on for Spruce, perky and smiling. “Worth the wait?”

“I wasn’t joking before,” Spruce said. “Walk around a college car park like that after the game and you’ll make enough for a beach holiday.”

Celeste shrugged, kneeling again in front of Spruce. “Not like Rose will. I dunno, maybe we’ll do some ménage stuff together if the price is right.”

“Mom, can I try out for cheerleading next year?”

“We’ll see, Rosebud,” Celeste replied. “See how you go today, though. Pony cheerleading is a lot different in the human world. Fillies need a whole extra skill set.”

“Like giving bee-jays? Don’t the boys all have to play football, though?”

“Not the players.” Celeste frowned. “Geez Rose, don’t go giving it away. Ponies aren’t put in the squad for the players, it’s for the men in the stands. Hell, they don’t come for the sport.”

Rose’s lips narrowed. “Mom, I thought you were going to suck Mr. Spruce’s cock.”

“I am.” Celeste folded Spruce into the crook of one fuzzy forehoof and flashed Rose a look. “And you watch your language, young lady.”

Spruce’s dick bucked. He couldn’t wait to see how this might progress.

“Once you’ve got a hold,” Celeste said, using this as a teachable moment, “you can just stroke it for a bit.” She jerked his cock slowly, using the full length and allowing the cock skin to float freely over the hardened shaft beneath.

Rose clopped closer. “I thought Mr. Spruce said it was better to use your mouth.”

“With men you need to build up slowly. They’re not like stallions.” She moved her grip closer to the end, making space down by the root. “Do you want to help me?”

Rose’s face took on a worried look, like maybe she was being tricked. She took a hold anyway, folding her small fetlock around the girth from the other side, and together they worked his long cock as if they were one.

“Do you want to try on your own, Rosebud?”

Rose didn’t take her eyes off it. She just nodded. “Horseapples,” she gasped when Celeste let go. She shot a look at her mom. “It’s heavy.”

“Why don’t you get closer? Take a better look.”

Rose reared up on her hind legs, bracing one hoof on Spruce’s hip and bringing her face very close to his cock. She raised him straight up, and balancing on her hind legs, she cupped his balls with her other fetlock.

“Do you know what those are?” Celeste asked.

Rose nodded. “It’s where the stuff comes from.” She shifted her attention to the other end, watching Spruce’s cockhead magically fold away and reappear, over and over.

Celeste leaned forward and kissed the tip, then sat back on her heels.

Rose kept pumping, but she watched her mom cautiously for a few moments, perhaps waiting to see what would happen next.

Celeste just looked back at her filly, her face unreadable.

Rose brought Spruce’s cockhead to her lips and kissed it too. She glared back at her mother. You didn’t need to speak twelve-year-old to read her expression. You happy now?

Celeste placed her hoof over Rose’s to hold Spruce’s cock still, and she treated the top few inches to half a dozen slow, wet kisses, finishing with her lips over the tip. Spruce watched rapt as her tongue snaked out and licked three or four slick circles around his knob.

Again, she sat back and looked at Rose.

“I know what you’re doing, Mom,” she said, letting go and dropping back to all-fours. “I’m not stupid.”

“I never said you were, Rosebud.” She nodded at Spruce’s erection. “That cock tastes nice. You should try some.”

Rose gave her a withering look. She turned her attention back to Spruce’s dick, wrinkling her nose. “I’m doing this because I’m curious,” she said flatly. “Not because you tricked me.”

Frankly my dear, thought Spruce. I don’t give a damn. You can blow me. Har har. Get it? Blow m— JESUS CHRIST!

Rose had craned her neck up, wrapped her long pony tongue around Spruce’s shaft, and gobbled it into her mouth like a tasty carrot. With long, deep slurps, she drew his tender knob-flesh down the channel of her tongue. Tail swishing, head bobbing, she pumped and worked the shaft with her lips, getting it wet all over.

God, he’d never been sucked so furiously. His balls boiled. He was going to come if he wasn’t careful.

She batted those enormous long lashes at him.

Jesus! Stop looking. The sight of the gorgeous middle-schooler eating his cock was pre-ejaculatory kryptonite. Her little pony mouth around his too-big cock, her pretty lips stretched tight, working like mad—it was too much. Spruce groaned, utterly conflicted between the need to hose Rose down with a hot load of cum and the overwhelming desire to keep ravaging her tiny, willing body.

She kept at it for how long—ten seconds? Twenty? It couldn’t have been much longer because Spruce had stopped breathing and he would’ve passed out. At the critical moment, right when he felt that first warning contraction in his balls, Celeste moved in and folded her hoof around the base.

“Slow down a little, Rosebud. It’s not a race.”

Rose took her mouth away and the volcano in Spruce’s ball-sack bubbled back down to a simmer. He took a shaky breath. Shit, that was close.

Celeste let watch while she gave Spruce a long lick up the underside. “Pretend it’s an ice-cream cone,” she said. “Go too fast and you’ll get brain-freeze.”

Rose giggled. “And if I go too slow will it dribble down my chin?”

“You don’t know how true that is. Watch Mommy, Rosebud.” Celeste closed her mouth over Spruce’s dick and set to work with a slow, wet blow job. Using her fetlock and mouth in a hypnotic rhythm, she bobbed her head and slithered her tongue around his knob, the whole time maintaining a sweet suction that enveloped his cock in wet, tropical heat.

Rose watched on closely, shuffling her hooves and occasionally licking her lips as she waited her turn.

Spruce caught her eye and winked. “Your mom’s very good at this, Rose.” He felt Celeste’s soft mouth harden in to a smile. He got Rose to stand up against his hip again and reached down to fondle her breasts, and in return, she ran a fuzzy fetlock over his balls, stroking and juggling them as Celeste sucked him off. Celeste gave a jealous moan and looked up from her mouthful of cock, so Spruce caressed her tits as well, gaining the easiest of access beneath the dangling hem of her cheerleader’s crop-top. The comparison from mother to daughter was exquisite. Celeste was firmer, fuller—the curve underneath each one describing shallow arcs that met in the middle. Rose’s were tiny and soft, covered in the fur of her silky, cream-colored coat—little islands of desire set far apart in the flat sea of her skinny pony chest.

Celeste came up for air, drawing Spruce’s dick from its wet heaven with a loud plop. “Mmm, Mr. Spruce has clever fingers, hasn’t he Rose?”

“Uh-huh.” Rose’s body swayed like a reed, teased into motion by the breeze that was Spruce’s clever fingers.

Celeste drew her closer with a touch beneath her chin, and together they shared Spruce’s cock, kissing and licking it all over. “Do you think he has a clever tongue, too?”

“Mie-mummo.” I dunno, Rose said through a face-full of dick.

“If you’re nice to him then he might use his clever tongue on you.” Celeste’s hand disappeared between between Rose’s legs, forcing a hot gasp from the girl’s nostrils and bathing Spruce’s wet shaft in the blast. Celeste’s voice took on a teasing, sexy tone. “Do you think you’d like that?”

“Mm-hmm.” Rose didn’t break contact with her kissing and licking.

“Do you want him to lick it all over? Do you want him to suck you…here?”

Rose flinched and let out an excited whinny. She broke contact for a second, just long enough to breathe the one word. “Yes.”

Celeste kept going, whispering in Rose’s ear and stroking her cunt. “He knows just how nervous fillies like it, long slow licks all over…here…and here…”

Rose blew and snorted with rising pony pleasure. She slid Spruce’s cock in her mouth, socked into her cheek, licking and slurping on it like a big fat carrot.

“Do you feel a tingle inside?”

“Mm-hmm.”

“That tingle is like paddling at the beach—it’s just getting your hooves wet. When he sticks his tongue inside you…here…”

Rose whimpered. Her jaw quivered, and Spruce slipped deeper into her mouth.

“…a big wave is going to pick you up and carry you away, and it’ll feel like a million tongues and a million pairs of lips are kissing you all over. Does that sound nice?”

“Mmmm.” A note of urgency turned her moan into an erotic plea for release.

“Boys love when you suck their cock. You know that? They’ll do anything for a filly who sucks them off. If you do that for Mr. Spruce, he’ll do all of those things for you—he’ll eat your pussy till you come like Mommy did.” Celeste got out of her way and handed over control of Spruce’s cock.

Rose dropped back down to all-fours and with hooves planted wide and tail swishing excitedly, she set about copying her mom’s example, gliding a couple of inches of thick meat through the slick cavern of her virgin mouth.

Celeste knelt behind her, fondling her cunt, her breasts, and whispering words of encouragement in her ear. “Rose, you’re such a good cocksucker. Are you sure you haven’t been practicing on the boys at school?”

“Nn-nnn.”

“Isn’t she good, Mr. Spruce? Have you ever had a BJ this good?”

Spruce gulped. “I don’t think I have.” Spruce had had his dick in a lot of inexperienced mouths, but never like this. He quite literally had his own gorgeous cheerleader, a teen look-alike, rooting for him to fuck her daughter’s face.

“What do you like the most, Mr. Spruce? Is she using her tongue?”

Spruce felt Rose’s tongue go to work, snaking down his dick, darting past her lips to follow a rigid vein along the underside. “Uh-huh. She’s really good with that.” He felt Rose smile around his cock.

“Is she sucking hard enough?”

The pressure tightened around his shaft and Rose’s cheeks sucked in.

“It’s just right. Exactly how I like it.”

“You’re doing great, Rosebud,” Celeste whispered. “I think Mr. Spruce really likes it. See if you can suck him deeper. Boys like it when you suck it down.”

Rose neighed and gobbled a little more, her tiny mouth stretched wide around the thickest part of his cock. Spruce’s knob sank into the silky heaven of her soft palate. He flexed his dick, making it swell in her straining jaws.

“Guk!”

“Careful Rosebud.” Celeste put a warning hoof on Spruce’s hip and pushed him back to a safer depth. “Did you almost sick up?”

“Mmm.”

“There’s a trick to not sicking up. You want me to show you?”

Rose nodded and pulled Spruce’s cock out of her mouth.

“Put the back of your hoof here,” Celeste said, “on my throat.” She held her hoof over Rose’s and leaned over to take Spruce back in her mouth, quickly sliding him in and out and wetting his cock down in her own saliva. Bringing him to the back of her mouth, she held him there and swallowed down on his cock—twice, three times—before drawing him back out.

Spruce’s balls lurched. Celeste’s action was hot and tight, and she’d taken him at least an inch deeper than Rose had.

She slid him in again—swallow, withdraw, swallow, withdraw—each time a little deeper, drawing him out at last with long wet slurp. “Watch this, Rosebud.” With a lick around his cockhead, Celeste went down again, swallowing and withdrawing one more time before she tipped her head back and slid his long dick straight down her throat.

“Oh, horseapples,” Rose breathed. “Where’d it all go?”

Spruce’s dick was in heaven. Celeste wasn’t just mouthing it, she was sucking and swallowing, working the thick root with her lips, sliding out her tongue to lick his balls. He strained against the insta-gasm, pulling his cock back through unbearable suction, but Celeste gobbled him back down, cramming his thick tool down her throat and pressing her face into his groin.

“Oh God,” Spruce groaned. He put his hand on the back of her head, cupping the nape, pressing his dick deeper and preparing to unload a steaming wad down her throat.

“Mommy, no fair. It’s my turn.”

For the second time, just before Spruce reached critical mass, the bliss ended, and Celeste drew him out, disgorging long, glistening inches of cockmeat as if from nowhere. “I’m sorry, Rose,” she said, sitting back and returning Spruce’s dick. “I got a bit excited.”

“You and me both,” Spruce muttered.

Rose took him back in her inexperienced mouth and stood there sucking contentedly on the first couple of inches until she had a tight fit.

Spruce was at the edge now, and more than ready to give Rose her first dose of tonsil cream. He couldn’t wait to see the look in her eyes when the first shot went off in her mouth.

He put his hand on the back of her head, as he’d done with Celeste. As if on cue, Rose looked nervously upward through batting long eyelashes.

“Don’t you hurt my baby,” came the low warning from below.

Spruce held Rose’s face still and fucked her slowly in the mouth, just the first couple of inches.

Rose watched on, her huge green eyes never leaving Spruce’s.

“You are so beautiful,” he whispered.

Rose smiled and blushed.

Spruce pressed a little deeper, slowly feeling his way into the back of her mouth. The moment he sank into her soft palate, Rose swallowed over the top of his knob—good girl—caressing it with her silken muscles and furiously working her tongue from beneath.

Spruce withdrew, slowly, no fuss, just like he had when it was only the first couple of inches. Trust me, Rose, he told her with his eyes. Trust me with your pretty little mouth. He slid back in, swallow and squeeze, then pulled out again.

Celeste stroked her hair. “Now you’ve got it.” She cuddled back into Rose, one hoof caressing her breasts, the other between her legs, teasing her cunt in ways Spruce could only imagine with burning envy.

“Mmmm.” Rose responded to the sweet attention on her pussy, moaning around her mouthful of dick and sending rich vibrations through Spruce’s shaft. Her action was tight and wet—almost perfect. The boiling pressure in his balls told him he wouldn’t last much longer, although he wasn’t finished yet defiling Rose’s lovely mouth.

“Keep swallowing, gorgeous. You’re doing great.” Spruce took her head in both hands, signaling a change, and the next time she swallowed his knob he left it in, making her do it a second time before he withdrew.

Her eyes bulged and her nostrils flared, but she didn’t panic. A little drool dripped from her bottom lip.

Spruce stroked her pretty mane. “You’re such a good cock sucker, Rose.”

She smiled happily, sucking him harder, swallowing down the cocktail of saliva and pre-cum.

He slid in deep again—swallow one, swallow two—and on the second one he allowed his dick to get dragged in by pressure and channeled into the back of Rose’s throat. Reflexively, she swallowed a third time, and when the hard muscles of her trachea closed over his knob and squeezed him tight, Spruce gently withdrew, letting her finish the action without his dick blocking the way.

“Careful,” Celeste warned.

“That was incredible,” Spruce said, smiling down at Rose. “Most fillies don’t learn that till they’re mares.” He kept fucking her mouth slowly while she got her breath back and the worry lines on her brow softened. “I’m nearly finished, honey. Just a few more big swallows.”

Celeste put her lips close to Rose’s ear. “Get ready Rosebud—it’s gonna squirt in your mouth.”

“Mmm!” Rose’s urgent cry might have passion or panic, it was impossible to tell.

“Get ready to swallow, sweetheart.”

Spruce went deep again, squeezing his soft cockhead past her tongue and down into her throat. Rose swallowed like a super-pony and he rewarded her by taking it out and doing it again. Over and over, he pushed his throbbing meat into her mouth and Rose gobbled it all down.

He held her head still, but the rest of her writhed erotically, and when she wasn’t swallowing cock she moaned in an increasingly frantic tempo to the ministrations between her legs.

Jesus Christ. She’s about to come! The realization was an instant aphrodisiac—or maybe it was the Viagra talking. Spruce’s balls boiled, lifting in readiness. Not yet! Not yet! He held his dick at three-quarters, resting on the back of Rose’s tongue and straining to hold back the tide.

“You’re almost there, Rosebud,” Celeste urged. “Let it go.”

Rose closed her eyes. Her breath came in shudders, then whimpers. She stiffened and arched, her tiny body trembling as she silently screamed into the skin-flute lodged between her yawning jaws.

Even if Spruce hadn’t been on the edge, the stunning sight of Roseluck’s first orgasm would have been too much. No sooner had he relaxed his balls than they were seized by a powerful, heaving contraction. The rush was exquisite. Hot cum flooded his cock, searing his vas—he gave an almighty pump and hosed it into Rose’s waiting mouth.

Still coming, Rose jerked back, squealing and bubbling cum out her mouth while Spruce pumped helplessly, laying four more juicy ropes across her face.

“Oh, Rosebud,” Celeste said, folding her into loving hug. “Your first facial. You’ve done it, baby, haven’t you?”

“Mm-hmm.” Rose laid her head back on her mother’s shoulder, her face loaded with cum like an artist’s palette.

“You’re almost done. Just suck him dry and you’re finished.”

Following Celeste’s lead, Spruce put his softening cock back between Rose’s lips.

“That’s it, my baby,” Celeste whispered. “Swallow it all down.”

One eye gummed up with cum, Rose obediently sucked him back in and laid his cock down the length of her tongue, milking the last weak spurts of jizz from his balls with long, powerful sucks.

“All done, baby,” Celeste said softly. “Let go now and Mommy’ll clean you up.”

Spruce slid his dick free and passed the Kleenex from his desk down to Celeste. He still had an impressive semi from the Viagra, but he’d need a few minutes to get back to peak. He flopped back in his chair and held the wastebasket for Celeste while she wiped cum from her filly’s face.

He bent down to catch Rose’s eye. “You were fantastic, Rose. Congratulations.”

Rose mumbled something that might have been thank you.

“And you had an orgasm. Did you know that was going to happen?”

Rose shook her head. She blinked her, mostly cum-free, and grinned.

“It felt good, huh?”

She nodded.

“Did you get a surprise when I came in your mouth?”

Nod.

“How did it taste?”

Rose shrugged. “I dunno. Okay, I guess.”

Spruce had a little pony suck his dick most days, and for the fifty percent or so who were good enough to make him finish, he usually came in their mouth. Some took it better than others. In terms of reactions, Rose was somewhere in the middle. In terms of technique though, she’d just raced right into his top ten along with her Mom.

Like mare, like filly. Most don’t show so much talent at her age, but Rose was a natural born ponyslut. She was going to swallow a lot of cum in the next twelve or eighteen months.

“I know it probably doesn’t seem worth it now,” he told her, “but when you suck a boy off like that, you’re putting money in the bank.”

“You mean, like getting paid for it?”

More than you can imagine. “I meant it figuratively, but yes, boys will pay a lot for a filly who’ll swallow. What I meant was that after a blow job like that, a fella feels grateful—like he might want to return the favor.”

Rose nodded uncertainly.

“Do you want another orgasm?”

“Um…”

“Rosebud?” Celeste leaned around to see Rose’s eyes. “Mr. Spruce is asking if you want him to lick your hoo-ha?”

A smile stole slowly across her face, and once Rose had succumbed to it, she nodded eagerly.

Foals. Spruce smiled back and shook his head ironically. They bounce back so quickly.

Chapter 4: A Very Pretty Pussy

“Hop up on the table, Rose,” Spruce said. “Pop your feet in the stirrups, just like Mom did.” Spruce pushed the stirrups close together so that Rose wouldn’t have to stretch.

She clambered up via the step, tail swishing past one cocked leg and offering Spruce a tantalizing flash of the plump crease where her hind legs met. “It’s not really made for ponies, is it?” she said, settling into the seat human-style with her feet up. Her lips parted in a nervous smile that threatened to collapse with every breath.

“I need to get one custom made for fillies,” Spruce said, rolling his office chair up close. “I got this one from a human gynecologist.”

“Do they lick ladies down there?”

Celeste smoothed Rose’s forelock out of her eyes. “Not usually. But it’s a good way to get a discount.”

Spruce smiled and exchanged a look with Celeste. Maybe later. No, probably later. Under any other circumstances he’d jump at the implied offer, but at that moment he was pouring all his focus into filling up her tasty twelve-year-old filly.

He touched her knee. “You ready, sweetheart?”

She nodded, cutting her eyes across to Celeste.

“You want Mom to hold your hoof?”

Celeste didn’t wait for the answer—she just moved in close to Rose’s shoulder and clutched her daughter’s foreleg in both hers. “You’re going to be fine, Rosebud. Mr. Spruce’s going to be really gentle, right Mr. Spruce?”

Spruce winked at Rose. “You bet.” He wound the Velcro ties around Rose’s ankles to hold her hooves in the stirrups, and swallowing back his own nerves, he cranked them apart.

Rose allowed her hooves to part but kept her knees together, her breath coming in a ragged whistle now as she was quickly coming to realize what it meant to open her legs for a man.

With her knees closed, Rose probably thought her modesty was intact, but from Spruce’s angle, he had the perfect view between her ankles at the lovely clamshell of her pussy, tucked primly between a pair of slender filly thighs.

Lovely. Absolutely lovely. Spruce’s cock gave a small jerk of approval.

Her slit still glistened from her mother’s earlier ministrations. Had Celeste fingered her? Or had she just rubbed her clit? Spruce hoped it was the latter. He wanted to watch Rose’s eyes the first time he squeezed a finger through her entrance. She probably knew fillies had a hole down there, (probably—more like certainly) but in Spruce’s experience, fillies Rose’s age never really understood the reality of it until someone showed them.

More than anything else in this job, Spruce loved being that someone.

Coming up from underneath, he stroked Rose’s silky cunt lips for the first time, making her jump. She voiced a breathless whinny and her thighs parted—almost involuntarily it seemed—before snapping closed again.

“Rosebud,” Celeste said softly in her ear. “You have to open up if you want Mr. Spruce to lick you down there.”

Rose shot her a worried look. “It’s embarrassing,” she whispered desperately. “Mine doesn’t look like yours, Mommy.”

“They all look different, sweetie.”

“But…what if…?”

“What if, what?” Celeste asked, her voice still an indulgent whisper.

Rose writhed, clearly reluctant to give voice to her worries. “What if he doesn’t like it?” she whispered.

“Oh, sweetie,” Celeste said, knitting her brows. “I don’t think that’s very likely.”

Spruce placed his hands on Rose’s knees, offering a token pressure to let her know which direction they would be going. “Rose?” He gave her a friendly smile. “It’s going to be fine, I promise.”

Rose relaxed her thighs and let Spruce draw them apart.

Oh, fucking hell. This is what heaven looks like.

She was… There was no other word for it—Rose was perfect. As she spread her legs, her pussy resolved into a single tight crease, separate and distinct from the slim globes of her rump. It was tiny, barely a couple of inches from top to bottom and sitting open like an expectant lover’s kiss. Her delicate inner lips glowed a deep pink, glistening with her own juices.

Spruce swallowed. The poor pony looked beyond horny. She didn’t need tongue—she was open and ripe, ready for business. Spruce wondered whether she’d mind if he gave her a little cock first. Just the tip. Maybe a few inches. He closed his eyes and had a vision—so strong it was virtually a premonition. It was Rose coming with his dick inside her, her heaving cunt clutched tight around his shaft while she trembled through the throes of a powerful climax.

That never happened. Very small fillies needed a patient teacher to help bring them to climax on a cock, but Rose might be different. He’d never seen a pony so obviously gagging for it.

Rose sniffed. “Mr. Spruce? Is it okay?”

Spruce swallowed hard again. “It’s perfect, Rose. I was just admiring it. You’ve got a very pretty pussy.”

“Really?” That seemed like the very last thing she’d expected to hear.

“I was trying to think when I’d seen one so pretty, and you know what?”

“What?” She stifled a flattered giggle.

“Yours is the prettiest.”

The giggle found its way out this time. She waggled her rump, teasing Spruce mercilessly with a wink of her pussy lips. “You’re just saying that.”

He leaned closer. “Can I kiss you?”

“Um? On my li—?”

“On your pussy. Can I kiss you down here between your legs?”

Rose’s breath whistled through her nose. Her voice came in a whisper. “Uh-huh.”

Spruce leaned in and kissed her softly, down low over the top of her opening. He finished it with a smack of his lips, knowing she’d feel the vibrations through her clit.

Rose wriggled again in her seat, chasing his touch as he withdrew.

“Was that nice?”

“Yes-s-s.” Rose sighed out the sibilant. “Can you do it again?”

Never one to disappoint, Spruce kissed over her parted entrance again, not so slowly this time. He grazed across her hairless lips and showered her pussy with tiny kisses until he reached her clit, where he held for a long moment before touching her there—flick, flick—with the tip of his tongue.

Rose snorted and blew, grunting, deep in her chest as she arched upward. “Please,” she whispered. The naked lust in her voice was the sweetest aphrodisiac.

Spruce stroked his palm over her smooth mound. His fingers cavorted upwards, dancing over her flat tummy, finding her nipples and circling there.

“That tickles,” Rose whispered. She didn’t stop him though.

He pinched them, unleashing a rolling wave of goosebumps across her abdomen.

“Mr. Spruce,” Rose purred. “Please. My pussy…”

Celeste swept back Rose’s vermillion forelock. “It feels better when you take it slow, Rosebud.”

Rose looked up at her mom with pleading eyes. “I think I’m going to come again, Mom.”

“Just go with it, sweetie. Let yourself go. Lots of fillies have two in a row.”

Spruce placed his open mouth over Rose’s pussy and slowly licked the length of her swollen labia, sucking the virgin flesh into his mouth and lashing it all over with long, wet swipes of his tongue.

Rose’s moan was a low, keening wail of potent need.

He delved between her lips, raising her pitch an octave. Leaving her clit alone for the moment, he swept the tip over her tiny entrance, applying enough pressure to stretch but not to penetrate. Her unbroken hymen was like a drum, taut and firm beneath his tongue, just a crescent of opportunity that pulled her young canal tight without hindering gentle exploration.

Spruce was just such a gentle explorer—he would pleasure her with fingers and tongue, and then when she was ready, he’d follow it up with the something larger. He couldn’t wait to be her first. Almost literally. He’d come only a few minutes earlier, but the exquisite throb in his balls reminded him of his own first time, an honor he’d shared with his cousin in a tent in his aunt’s backyard.

He ate Rose like an apple, in long cunt-munching bites, pressing his lips deep between hers and slurping up her juices as they ran down his chin.

Rose placed her hooves on his head, guiding him, having him lap at her opening and nuzzle her rigid love-button with his nose. “Harder,” she pleaded—it came out little more than a squeak.

Spruce mauled her soft, wanton pussy, peeling back her succulent young flesh to ravish the clinging virgin purse at her center. He tasted the acrid tang of her lust as fresh, pre-teen jizz spilled from her cunt, making a slick passage for the cock her ripe young body so desperately craved.

“Oh! Oh! Yes!”

Watching her angelic, pre-orgasmic face, Spruce worked the tip of his finger into her glistening hole and stroked the knob of his first knuckle past the clutching crescent of her cherry.

Rose’s eyes shot open and her thighs clamped shut around his ears. “Horse apples! You’re in my…Ohmygo—”

Spruce slid past the knuckle, driving a squeal from her chest. Pulling against the clinging suction, he withdrew, then slid smoothly back inside, squeezing the second knuckle beyond that tightest barrier to earn himself another lustful cry.

“Y-y-yes.” Rose’s lips stretched tight across her teeth.

Going for broke, Spruce slurped up her clit and attacked it with his tongue. Driving deep into her cunt, he stroked her slick innards with his fingertip until she found her secret muscles and squeezed them around him. When he hit her G-spot, Rose cried and bucked, but the stirrups held her fast. Spruce abandoned her breast to shove her legs open, hauling back mercilessly on the stirrups with a whir of metal ratchets until she was spread and helpless.

Rose’s breath caught. Splayed and utterly vulnerable, she thrust her slender pony body onto Spruce’s fingers and tongue, and then with an ululating cry of release, she finally tripped over the crest and climaxed. Her flat chest shuddered through the release and her cunt sucked down on Spruce’s finger like a wet glove, and then, with a surprised squeal, her first spray of filly-jizz shot forth and trickled down Spruce’s chin.

Chapter 5: No such thing as too small or too tight

Spruce couldn’t wait any longer. He rose and stood between her legs, his cockhead resting heavily on her smooth mound. “Shut your eyes, honey, I’ve got a big surprise for you.”

Celeste squeezed her fetlock. “This is what we talked about, Rosebud. You ready to become a big girl?”

Rose stared wide-eyed down at Spruce’s cock.

He rode it slowly forward, dancing across her tummy until his balls nuzzled her silky lips. A bead of pre-cum dripped into her navel making it glisten like her clinging virgin hole. Spruce closed his eyes, imagining himself balls-deep inside her. He’d be so far up there she’d be able to taste him. He pressed against her open lips, relishing the slick heat warming the root of his long cock.

Celeste smoothed back Rose’s forelock. “Sweetie?”

“Mommy, I don’t think it’s going to fit.”

“He won’t stick it all in, Rosebud.” She looked up. “Will you Mr. Spruce?”

“Fillies her age don’t usually—”

“Not today,” Celeste said, jumping back in before Spruce could finish.

Interesting. Spruce wondered whether Celeste was considering a stent. He glided the underside of his cock through her slit a few more times, getting himself nice and slick for her. Rose was so wet and ready, he wasn’t going to need any lube at all.

Celeste reached down and covered Rose’s pussy with her own hoof. “Aren’t you…you know, forgetting something?”

Condom. “Shit…I mean, yeah, sorry.” Spruce grabbed a fresh rubber from the drawer and rolled it on. Damn, he must be wound up to have forgotten that. He mourned the missed opportunity to fuck Rose earlier when he’d torn the end of the condom; he wouldn’t get a chance this time with Celeste watching so closely.

He dragged his sheathed dick one last time across her clit, making her shudder, and then slid the tip down and into her juicy cleft, probing around for the soft depression that marked her entrance. When he found it, his knob settled deeper, pushing out her plump young lips.

Celeste squeezed her front leg. “Ready for your first big dick, Rosebud?”

Rose scarcely had time to nod. Young fillies got the jitters easily, and Spruce found it rarely paid to make them wait. He flexed his cock and pushed manfully into her willing little hole, tearing her hymen as quickly and gently as he knew how, and eliciting only a single shallow whinny.

Spruce’s heart almost stopped. “Oh! Fuck!” Roseluck was beyond tight. She was a velvet glove, clamped in a vice, sunk to the bottom of the ocean. He’d gotten barely two inches inside her before the wet, clenching pressure was too much to push past.

She was snorting and blowing, open mouthed, staring down at Spruce’s thick tool splitting her pussy.

Celeste stroked her forelock. “Look at you, sweetie, with your first big dick inside you.” She kissed Rose’s cheek. “Mommy’s so proud.”

Rose stole a glance at her, returning quickly to the gorgeous sight of her freshly popped juice-box. There was only a little blood trickling down between her legs, which she wouldn’t be able to see from her angle. She licked her lips and caught Spruce’s eye. “Is that it?”

Spruce smiled and shook his head. “We’re not done yet, Rose.”

Celeste stroked her fingers over Rose’s hairless mound, touching her pussy lips and feeling for herself how tight her filly’s young cunt was stretched. “I think you’re ready for a little more, Rosebud. Mr. Spruce’s gonna be really gentle; he’ll do it nice and slow until he’s ready to finish, won’t you, Mr. Spruce?”

“You bet.” Spruce smoothed his hands over Rose’s flat tummy and gripped her round the hips, delighting in her slim pony curves. In the next year or so, her hips would flare and her waist would tighten, and even with a perfectly hairless pussy, she’d lose some of her uniquely pre-teen equine allure. “Nice and gentle,” he said, pulling the tip of his dick back through her clinging lips. He danced his cockhead around her opening again, spreading her own copious juices. Slower this time, he pressed inwards, watching his thick, purple cockhead open her up, wider, wider, until with an almost audible pop and a gasp from them both, he slipped inside again.

She felt hotter this time. Wetter too, if that were possible. Rose whinnied quietly. Spruce could tell she was going to be one of those fillies who loved the sensation of being entered—having a dick play around in her opening and the tight channel right behind it. He gave her what she craved, just his cockhead, rocking in and out, stretching and penetrating her tiny cunt, getting her hotter and wetter. Every few strokes, he gave a deeper thrust, just an inch, and such was the heat, each time he thought she’d melt through the rubber.

Rose watched, eyes wide and lips slightly parted, while over and over his enormous cockhead disappeared inside her.

“That looks fun, Rosebud.” Celeste said, rolling Rose’s nipple between her fingers. “I think I should have gotten Mr. Spruce to fuck me, instead.”

Rose shook her head, not taking her eyes off the spectacle below. Get your own dick, Mom, that look said. She swallowed heavily and shifted her rump, edging from side to side. “I think I’m gonna come again, Mommy.”

“You go ahead,” Celeste reassured her. “I think Mr. Spruce likes it when you come.”

Spruce kept fucking the wet rim of her pussy. “See if you can squeeze me, Rose.”

Rose frowned. “Squeeze you?”

Celeste closed her fingers around Spruce’s cock and stroked the ridge behind Rose’s cunt. “Back here. Use your secret muscles.”

Rose arched her pelvis, and Spruce felt her pussy clench—just enough to squeeze his cock out. He caught Celeste’s eye and nodded.

“Well done, sweetie,” Celeste said. “Ask Mr. Spruce if he likes it.”

Spruce was back inside, and Rose squeezed his dick out again. “Do you like that?” she asked.

Spruce nodded. “Keep practicing. Guys love girls who can do that.”

Rose grinned proudly, taking over the thrusting and rocking her groin, pushing herself onto his cockhead and then squeezing it out again. Soon she began puffing heavy breaths out through flared nostrils. Picking up the pace, she added more whinnies and snorts to the playlist.

“Are you about to about to come, Sweetie?” Spruce asked, readying himself to drill her when she tipped over the edge.

“Uh-huh.” Her voice had a note of urgency and tears were welling in her eyes.

“You’re doing great, Rose,” he said, rubbing her clit. “Get yourself off. Remember, guys will look after themselves.”

It was all Rose needed. With a rising neigh, she peaked and tripped into an arching, shuddering climax. Goosebumps pricked her breasts and her forelock tumbled down over her pretty face.

Celeste kissed her forehead. “Don’t stop, Rosebud. Ride it out.”

Fucking a twelve-year-old to climax was a rare treat. Doing it for one as hot as Rose, so young and tight—hell, she didn’t even have breasts a few months ago—that was almost unheard of. It didn’t matter that Spruce had come in her mouth only a few minutes earlier, he was already about to blow his load again in her cunt.

He gripped her around the waist and pushed slowly in though her small, convulsing entrance. The tightness was exquisite. She was so wet; there was no friction, only unimaginable pressure and pleasure. “Oh, fuck,” he groaned, easing the fattest part of his cock into her pleasure center. It was almost too much to—

—when he was suddenly blocked.

Or at least, his cock was blocked. With just two and a half inches of dick in her, Rose was full. Spruce closed his eyes and silently swore. He hadn’t quite realized how big he’d built this moment up in his mind. A pre-teen pony being too small or too tight was almost an oxymoron.

“What’s wrong?” Celeste had sensed something. Her face was flushed. Nostrils flared and eyes wide, she was anticipating watching her filly get her first proper fucking—probably reliving her own first time.

Spruce took a slow breath and probed gently into Rose again, and again he came up against that hard barrier. “Her cervix is too low.”

“My what?” Rose had come down from her climax and was again watching her own swollen and impaled pussy with interest.

“Sorry, Rose,” Spruce said, reluctantly pulling his dick free and stripping off the condom. “Seems you’re not quite ready after all.”

Rose’s face fell. Three orgasms in the last fifteen minutes and still she was keen for more. It was a cruel twist not to be able to give it to her.

“It’s your womb, Rosebud,” Celeste said, patting her foreleg, “where you’ll make a foal when you grow up. Yours is in the way.”

Rose’s brows knitted. “Does that mean I can’t ever—?”

“No, no,” Celeste and Spruce answered in a chorus. Spruce continued, “It’ll probably lift when you get your first period. That’s only six or nine months away. A year, tops.”

Tears were forming in Rose’s eyes. “Mommy, no. I told Fluttershy—”

“Shhh, sweetie.” Celeste gave Spruce a look. “A low cervix isn’t always a bad thing, is it Mr. Spruce? With the right”d—she paused meaningfully—“treatment, lots of human men even prefer it, isn’t that right?”

Spruce’s heartrate suddenly spiked. Good God, she was really going to do it. “Strictly speaking,” he said, choosing his words carefully, “there are treatments, but they’re not FDA approved for fillies. Our little sickbay here can only prescribe them for mares.” He and Celeste shared a knowing look.

“Mares,” she said. “Like me, for instance.”

“Exactly.” Spruce released the ratchets on the footrests and tore open the Velcro around Rose’s hind legs. “You can get down if you like, Rose,” he said, still looking at Celeste. “I think we’re done, unless your Mom has some other condition she wants treatment for?”

“Actually.” Celeste pursed her lips thoughtfully. “I’ve been having this problem with my…”

“Painful sex?”

“Um, yes? And no,” Celeste said, her eyes crinkling with a smile. “You know, it might be easier if I show you. And since you’re already”—she eyed his bulging erection—“ready…”

“I do have a little time,” Spruce said, nodding. “Hop down, Rose.” He took her under the forelegs and helped her down to the floor. “Mom and I are gonna finish up quickly. You might even like to watch.” He patted the seat of the examination bench for Celeste.

“Would it be okay over here?” Celeste laid the backrest down flat and climbed onto the little wooden step. She leaned forward over the bench, proffering her ass and smiling coquettishly at Spruce.

She was a doggie fan. A shame, in a way; Spruce was looking forward to seeing her gorgeous pussy again, even though memory and cool logic dictated it was a far cry from the succulent little peach tucked between Rose’s legs.

“Happy to oblige,” Spruce said, grabbing a fresh condom.

“You won’t need that.” Celeste winked at him. “Latex allergy.”

Bareback. Nice. Celeste had this payment-in-kind act down to a fine art. “As you wish,” he said, moving in behind her and lifting her little cheerleader skirt onto her hips.

She lifted her tail, exposing her exquisite rump.

Jesus Christ. Screw the view of her pussy; her ass was even cuter. Small, tight, and high, and not even a hint of cellulite, despite—what was it, one or two kids? The blond pig-tails, the perky A-cup tits peeking out beneath her cheerleader’s crop-top—from behind, Celeste had the near-perfect body of a college girl, which wasn’t too old for Spruce. Not by a long shot. He got more than a few anthro freshmen coming in at eighteen and they balled every bit as well as middle-school ponies. Better, sometimes, because they often came in without their parents and he could do them bareback.

“Rose,” he said, cocking Celeste’s left leg in air with one hand. “Could you help put my cock inside your mom?”

Rose quickly skittered beneath the bench and took Spruce’s cock in hand, and together they conspired to guide the tip between Celeste’s wet cunt lips.

Spruce lowered her leg, letting her stand tail-raised and thighs-together again. “Keep them tight,” he said, cupping one ass check in his palm.

Celeste squeezed her thighs, flexing, squirming his swollen knob around in her entrance.

Spruce held her by the hips and pushed a little way in, testing to see how wet she was. ‘Plenty’ was the answer. And tight to go along with it. Not as tight as Rose, but tighter than other women her age. More than tight enough to sustain that mental image he had of a hot college freshman.

He felt Rose moving around down there.

“Oh, Rosebud,” Celeste groaned. “Yes.”

Rose was sucking her mom’s clit, again. Spruce shook his head in wonder. Here was a little filly set to make a lot of money in the next two or three years. Between the stent, her natural twelve-year-old curiosity, and an insatiable lust for cock, Roseluck was going to become a very popular feature at Camp Everfree.

Spruce pushed slowly into Celeste’s cunt, opening her up like a long-awaited gift. She took it all with a low moan, using her cunt muscles to massage the root of his cock with a practiced squeeze. Cupping her tits beneath the crop-top, he set about fucking her long and slow, tip to root, feeding her all eight inches with every stroke.

“Mommy?” A voice of wonder from under the bench. “Does it hurt?”

Celeste rocked back hard onto Spruce’s cock. “Play with my clit, baby.” Then after a moment, “Mmm,” and, “Ask Mr. Spruce if he wants you to lick his balls.”

Rose didn’t bother asking. He felt hooves on his thighs and then the warm delight of a wet little tongue laving his balls.

“Jesus Christ,” he moaned under his breath. He was already on the edge from being inside Rose only a moment earlier, and between Celeste’s preternaturally tight snatch and Rose’s angelic lips sucking and nibbling at his ball sac, he was almost ready to blow.

He fucked Celeste harder, banging her from behind, slapping her tight ass with his groin. Rose couldn’t keep up down below and went back to tonguing Celeste’s clit. Long and hard, wham, wham, wham, Spruce pounded her cunt, building the friction up to a furnace heat.

“Yes! God, yes!” Celeste went down, flopping over the examination couch on her stomach, arms and tiny breasts dangling over the opposite edge, but she held her legs together, squeezing Spruce’s cock tight. “I’m coming.”

Spruce pinned her to the table with both hands. With Celeste’s legs quivering, ass writhing, he drove into her, straining and twisting at the end of each stroke, spreading her ass cheeks to get himself deeper. Right at the dizzy limit, the very tip of his reach, he felt the nub of her cervix, soft and high, right at the peak of her fertility. That was it for Spruce. He let go. Pressed up against the gateway to her womb, he came inside her. Rose chose that moment to cup and squeeze his balls in the crook of her fetlock, and after the long build-up from mother and daughter alike, it felt like he emptied the contents into Celeste in a single stream, jetting long hot ropes of fresh spunk directly into her fertile core.

He held there, deep inside, his cock still jerking and spasming while Rose again licked her mother’s slick musk from his balls.

Celeste propped back up on her elbows on the bench, panting, rolling her ass and stirring his seed in her depths. “Mmm,” she sighed. “I’d forgotten how good that feels.”

Spruce was still hard. The Viagra had really taken effect. He could probably do her again and plunge out that hot load of cum until it ran down her legs, but there was still business to transact. He pulled his dick slowly free, and Celeste’s surgically enhanced pussy squeezed closed to a coin-sized slit without spilling a drop.

The girls cleaned up with Kleenex from Spruce’s desk while he fished a drug sample from the sickbay cabinet. He handed it to Celeste when she’d finished buttoning up her blouse. “One a day,” he said, holding onto it and waiting before he released it into her grasp. “Any more than that”—he made sure he had her eye—“like, two for instance, and the cervix softens too much and opens.”

“Understood.” Celeste stuffed her cheerleader’s outfit back in her bag and tucked the pills into her purse.

“I’d like to monitor Rose,” Spruce said. “You know, just to make sure she’s fit and healthy.”

“I’ll be needing a followup after a few days on these pills,” Celeste said, patting her purse. “Do you make house calls?”

Spruce smiled. “Not usually…”

Celeste stroked the flank of her gorgeous, pint-sized filly. “But you’ll make an exception.”

Chapter 6: Naughty Little Pony

Spruce let himself in the squeaky garden gate and approached the porch via a cobbled path lined with rosebushes. He spied both the brass knocker and the hoof-friendly doorbell early enough to resolve the internal conflict over which to use. Obvious choice, really. Knockers are ornamental. A doorbell can be heard even when the family is out the back.

Bing…bong.

The sound did indeed come from deep inside the house. Spruce waited a few seconds in silence, and for a moment wondered whether he had the date and time right. Celeste had sent the invitation via private text, so he’d had to copy it manually to his calendar.

Clopping hooves. Quiet ones, stepping lightly on hardwood floors. He detected shadows moving on the other side of the opaque glass doorframe before he heard a bolt clunk and a safety chain rattle.

The door opened a crack on the chain, and a green eye peeked out through the gap.

“Hey, Rose,” Spruce said. “It’s me, Mr. Spruce. Did Mom tell you I was coming over?”

The door clunked shut, the chain rattled, and a moment later it was pulled wide by a beaming Rose, looking radiant in a green and white cheerleader skirt and pony crop-top. “Hi, Mr. Spruce.” Her mane was done up in some kind of elaborate braid that probably had a name.

“Wow, cheerleader. You made the squad?”

Rose wrinkled her nose. “Tryouts aren’t till next month, but Mom says I’ll get plenty of use out of it at Camp Everfree even if I get cut.”

Spruce smiled and shook his head. “I wouldn’t worry, sweetie. Something tells me you won’t get cut.” There might be prettier girls in Rose’s middle school, but none as adorable. “Hey, can I come in?”

Rose pulled the door wide and stood aside.

“I love your mane,” Spruce said, touching it on the way through.

She shut the door behind him. “It’s a mermaid braid,” she said, leading him down a long central hallway. “Mom helped.”

“You look beautiful.” Spruce watched her ass all the way down the hallway, the flimsy cheerleader skirt sat high over her flicking tail, flashing her ass and tantalizing glimpses of her money-box. He felt the first stirrings of a hard-on.

Rose led him through a set of double-doors into an open-plan family area, with a dining table and chairs, a warm TV area surrounded by sofas, and a modern, white kitchen off to the side. “Mom, Mr. Spruce is here to finish off our thing.”

Celeste was in the kitchen, separated from the living area by a breakfast counter. “Hi, Mr. Spruce.”

“Just Timber will do.”

Rose went to the dining-room side of the counter where she had a little plastic step set up, bringing her up to a comfortable height to work at the counter. She took up a vegetable peeler connected to a hoof-strap and resumed work on a half-peeled potato.

“You found the place okay?” Celeste asked, opening the obligatory chitty-chat. Spruce had done a few home-visits like this one. They were almost always awkward, being less formal, but things usually loosened up by the time he got their daughters’ legs open.

“God bless Google Maps,” he said, pulling out a straight-backed chair. He laid his bag on the table and sat a few feet behind Rose, intending to enjoy her lovely ass some more. “I love your house. Is it just you two?”

“Rose’s brother Ben is staying with a friend.” Celeste gave him a wink. “I told him we were watching Frozen.”

Spruce laughed, suddenly remembering where he’d seen Rose’s hairstyle before—not from the movie, but from the countless animations on Pornhub of Queen Elsa getting her tiny, hairless cunt reamed.

“Can we, though, Mom?” Rose ventured. “Watch a movie?”

“We’ve got a guest, Rosebud. I don’t think Mr. Spruce came over to watch Disney.”

“Yeah, but after we’ve had sex…”

Celeste smiled apologetically at Spruce, who waved it off. “No, don’t worry about it,” he said. “That is why I came. Are you looking forward to it, Rose?”

Rose looked over her shoulder and gave him a smile that was all braces, and, he noticed for the first time, lipstick. “I’ve been taking the pills, one in the morn—”

“Uh-uh-uh!” Spruce and Celeste silenced her with stop-sign hands from both directions. Rose’s face fell, distraught she’d done something wrong without knowing what.

“Sweetie,” Spruce said, “we don’t talk about the pills, not even with your friends.” He zipped his fingers across his lips and threw away the imaginary key. Rose nodded warily and copied the gesture.

It’d be Celeste’s job to discreetly let the johns know that Rose had a stent. Spruce had provided the pills to Celeste, of course, not Rose, but he would also fit the stent—probably later that evening—so it was a flimsy defense that wouldn’t hold up to close inspection in a court.

“Have you been practicing, Rose?” Spruce asked, getting the conversation back on topic.

Rose nodded, turning back to her potato peeling. “Mom and I have been doing it after Benji’s bedtime. Just, you know, with our mouths. Mom likes when I eat her out.” Rose wiggled her ass proudly, flipping her tail and flashing what Spruce thought might have been a flash of smooth pussy lips.

“I bet she does,” he said, crossing his legs and stretching the top one out to lift Rose’s skirt. “I remember how good at it you were the first time. You must be amazing now you’ve had practice.”

Celeste caught Spruce’s eye and nodded. “Amazing, is right. I’ve retired my Magic Wand.”

Spruce got his toe under Rose’s skirt and watched her tail slowly swish back and forth across that delectable spot where her legs met. There it was, her pussy, tiny, tight and hairless, tucked up high in her thigh-gap. He was instantly hard for her.

“Mr. Spruce…Timber,” Celeste went on, “will you stay for supper?”

Rose for appetizer, Celeste for dessert—or maybe both together. “Yeah, that’d be nice.” Spruce hadn’t taken a Viagra, so a break between courses would be welcome.

“I wanted to get your thoughts on a few options for…you know, marketing. Beyond Everfree, I mean.”

Spruce smiled. It seemed they were on the same page. With the stent, Rose would suddenly become premium product. “Spruce could place her in some well-paying gigs at Everfree, but Rose needed to find the big leagues—wealthy men who longed to feel their cockhead slip past her cervix, to drop a load directly in her young womb. Men like that would pay a fabled king’s ransom. “Have you considered going through the school system?” he replied, making sure of his guess. “If Rose is trying out for cheerleaders, she might get a scholarship to a human school.” The schools facilitated pony prostitution ostensibly for the fillies’ protection, but it was really for the 10% cut they took. It was the only reason the scholarships existed.

Celeste wrinkled her nose. “Mmm, that was the plan, but then…” She zippered her lips and rolled her eyes playfully. “It just seems like a waste, if you get my meaning.”

“Loud and clear,” Spruce said, understanding Celeste planned on turning Roseluck’s stent into some major cash. “The extra five G’s is a big motivator.”

Celeste’s eyes bulged. “Five?”

Spruce laughed. “That’s just the premium a stent will fetch on top of the base. And it goes up from there if Rose gets certified to Level-2 or 3.”

Celeste seemed surprised. He reckoned that once she got Rose’s college fund loaded up, she might be planning a Las Pagasus vacation to celebrate. “Good God,” she said, taking the peeled potatoes from Rose to wash them. “Where do we find people who can afford that?”

“At school,” he said, nodding when she frowned in disbelief. “You’d be surprised.” Spruce stood and moved next to Rose at the bench, placing his hand on her ass. It fit perfectly in just the one hand. “Fillies like Rose”—he winked, implying ‘fillies with a stent’—“are prized. And most of them aren’t nearly as pretty.” He squeezed Rose’s ass and smiled down at her. “They’ll come find you,” he said, directing his attention back to Celeste. “Especially if they see her in the cheer squad but not for sale.”

“Won’t the school be suspicious if she’s not…making herself available?”

Spruce shrugged. “Not if they’re compensated.”

Celeste looked shocked. “I’m supposed to offer them a bri—”

“Uh-uh!” Spruce held up a hand to silence her—the one not fondling Rose’s ass. “Nothing untoward. You still bank whatever you charge via their account. Sticker rate for the first game or two, then when word gets around and a queue begins to form, you make a silent auction of it. The school gets their cut, so they’re more than happy. Then you ask if you can drop Rose from the roster but keep your charge-account open. If they say yes, you say thank you, wait for the whales to find you, and keep banking through the school account whatever you make at the game.”

Rose looked up at Spruce. “Are we talking about having sex for money?”

Spruce smiled. “Yes, sweetie.” He lifted her skirt and cupped her bare bottom, the middle finger finding the soft meeting point where her rump curved up into her pussy.

“I don’t really know how to do it yet,” Rose said. “Does that mean we won’t make as much money?”

“Not in the slightest,” Spruce said, shaking his head and trying not to laugh. “In fact, most men like a filly who’s just learning. If you’re good at play-acting, you can pretend it’s your first time even when it’s not.”

That silenced her for the moment, and a look came over her face suggesting this was her first realization that sex was more multi-layered than she imagined. He moved his hand down and stroked her pussy. She wasn’t wet yet, but she welcomed his touch, rising on the points of her hooves, and Spruce figured some fragrant pre-teen musk was probably not far away.

“And that works?” Celeste asked.

“What, pretending you’re a virgin? Sure, I mean, you have to—”

“No, the thing with the school. Going off-roster and waiting for people to ask.”

“Not every game. And especially not at Rose’s price. She’s a unicorn—metaphorically speaking—pretty, petite, and she’s very, very tight. She’s going to be popular until she hits puberty, and even then, if she stays smooth…” He teased a bead of juice from Rose’s cunt and was using it to spread and separate her plump pussy lips, greasing her whole slit without touching her clit. “Ten’s gonna be entry price,” he went on. “You’ll need to hunt if you’re looking for proper whales, but you should find a handful of regulars that Rose likes, who’ll pay for something extra.”

“You mean like a fantasy?” Celeste asked, adjusting the temperature on the oven. “Isn’t she already the fantasy, though? The school-aged pony, or the cheerleader?”

“Or the kid sister,” Spruce said, waving his free hand speculatively. “Or the daughter.” He tickled Rose’s soft opening without penetrating her. “Don’t let species be a barrier. Rose, do you think you could pretend a man you were having sex with was your father?”

“Daddy, don’t,” Rose hissed, sotto voce. “You’re not supposed to be touching me…”—she rolled her eyes—“down there.”

Spruce and Celeste laughed together, out loud and from the belly. Rose was a natural. Spruce was already hard, but the look of daughterly betrayal in her eyes when she’d called him out made his dick lurch with desperate want.

“I saw that on YouClop,” she explained, smiling proudly.”

Celeste frowned. “So, incest fantasies are where it’s at, huh?”

Spruce waggled his hand—comme ci comme ça. “Incest fantasies are just another variation on a costume,” Spruce explained. “Cheerleader, first communion, school uniform. Her behavior—reluctant, curious, Lolita—that’s another layer, and so is the relationship. She can be a lost pony seeking help from a stranger, a daughter, an exchange student—they’re all part of your base offering.”

“Sorry, I don’t get it.” Celeste drizzled olive oil over the vegetables in a roasting pan and put them in the oven. “I thought the fantasies were all extra.”

Spruce worked a fingertip into Rose’s hole, making her gasp and double over on the kitchen counter. “Proper fantasies are bigger—all afternoon, or even all night.” He stopped fingering for a moment. “Rose, what would you think if a man wanted to pretend to be your dad and take you to Pony Island. You could go on rides and stuff together, eat candy-floss—you know, normal family stuff.”

Rose pursed her lips in thought. “Do we have to have sex at Pony Island?”

“No, no. Nothing like that. But he might want you to sit on his lap on the Ferris wheel, and if no one was watching, he might touch you a little.” Spruce used the hand not in Rose’s pussy to demonstrate, cradling her ribcage and stroking her breasts.

“Is that all?” She looked from Spruce to Celeste, then back again. “And I’d get free candy-floss?”

“Yes, free candy-floss,” Spruce said, laughing. “And you’d get paid. “But you’d also have to give him a BJ and have sex when you got home.”

Rose thought it over. “And I’d have to call him Daddy and pretend I didn’t want to do it?”

“Or pretend whatever he asks for,” Spruce explained. “Some men like a Lolita. Do you know what that is?”

Rose shook her head.

“It’s when he pretends he doesn’t want to, and you have to talk him into it.”

Rose bit her lip, suppressing a smile. “Like by letting him see up my skirt?”

Spruce had a moment of realization. The cheerleader skirt, Rose standing up on the plastic step—he’d been played by a twelve-year-old. Sure, he’d come with the intention of molesting her anyway, but in truth, the finger in her pussy wasn’t his doing, it was hers.

Celeste came to the counter opposite Rose and held both her hooves. “So the more elaborate the fantasy, the more…valuable? If it was a Mommy and Daddy thing, like a family outing…”

“Exactly what I’m talking about,” Spruce said, fucking Rose deeper, working his knuckle through her opening.

Rose moaned and sank lower on the counter, and Celeste pulled her forelegs straight, stretching her out like on a spanking horse. The idea of Rose’s mother holding her down for him—while they were talking about foalcon fantasies, no less—was erotic beyond even his experience.

Spruce tried to keep his mind on the conversation. “If you did a family outing with a client, like Pony Island, or better, to the beach or a water-slide park…” He conjured a mental image of Rose soaking wet, perched in his lap to go down a water slide and squealing all the way.

Her moans were coming louder. She arched and angled her hips, inviting Spruce’s finger deeper. He went all the way to the webbing and then worked on getting a second one in—a task more easily imagined than achieved.

“I like the idea of being involved,” Celeste said. “Not just to keep an eye on her, but now we’ve been practicing together, I think it’d be fun to share her with a man.”

Spruce knew a cue when he heard one. He pulled his fingers out of Rose with a slurp and quickly stripped, while on her side of the bench, Celeste pulled over a gas-lift stool and adjusted it to counter-height. She sat and lifted her dress to reveal she was panties-free and shimmied her ass closer to bring her pussy beneath Rose’s mouth.

“Eat me, Rosebud,” she said, grapping Rose’s forelegs and hauling her closer. “Just like we practiced.” Rose, up on points now on the plastic step, dipped her tongue into her mother’s tight seam, making her gasp. “Mmm, there’s Mommy’s good foal.” She bit her lip and let a shudder take her body. “What would this be worth?” she asked Spruce, releasing Rose’s forelegs and lacing her fingers through the filly’s mane, guiding her tongue to her clit. “The two of us together?”

Spruce stroked Rose’s pussy again. He wasn’t yet ready to fuck her until he’d exhausted the possibilities of this unexpected situation. “Basic extras usually go around $250 each. Like kissing, using his fingers and mouth on her, having a parent watch.”

“Watch?” Celeste cried out probably louder than she’d intended when her clit disappeared between Rose’s sucking lips.

Spruce laughed. “It’s semantic, I know. But it’s not worth as much as you’d imagine. The kind of men who want Rose…” He shrugged, not wanting to say, ‘don’t like them older than fourteen.’ “The premium extras,” he went on, tickling Rose’s clit and making her squirm, “are all for letting him go further.”

Celeste raised her chin, silently asking the obvious question.

“You know, ropes and stuff…”

Celeste sniffed. “That needs a Level-3 certification, doesn’t it?”

“Soft restraints are only Level-2. I’d be happy to take her through it,” Spruce said. “We can try it out tonight if you like—start out with you holding her down…?”

Celeste looked like she was thinking it over, but she didn’t seem convinced. She sank lower in the bar stool. “Go deeper, Rosebud,” she said in a soft voice.

“Or toys?” Spruce suggested. “Spanking? They’re both Level-1. Popular with the daughter kink, too. I brought a little plug if you want to try.” He fished in his bag and found a slender green anal-plug, just wide enough to accommodate a AAA battery.

“Rose?” Celeste asked, stroking her hair. “Mr. Spruce wants to know if it’s okay to smack your bottom.”

“Hmmph?” Even with a mouthful of pussy, Rose’s shock was apparent.

“He won’t do it hard, sweetie.”

Spruce lifted her skirt and gave her a little smack, aiming it low and over her pussy.

Rose whinnied and plunged deeper into Celeste’s folds.

“I think that’s a yes,” Celeste said.

Spruce slid the little toy in and out of Rose’s cunt, greasing it up with her own nectar, and smearing some more Rose-juice around her ass with his finger. “This is going to feel nice inside you,” he said, pressing the tapered tip to her puckered hole. “Try to relax, okay?”

Rose’s moans became louder and more plaintive as he pressed harder, and as he squeezed the tip inside, she broke contact with Celeste’s cunt and cried out, grabbing on tight to the counter.

“That’s it, sweetie,” Spruce said, pressing it gently home until her sphincter squeezed tight around the narrow neck, and the nickel-sized base sat flush against her skin. He tapped the end to start it up on Slow, just a low, background vibration.

Roseluck came up for breath. “Mommy,” she said excitedly. “It’s buzzing inside me.”

“I know, Rosebud. Does it feel nice?”

Rose thought about that for a moment and nodded.

“Are we going to let Mr. Spruce spank you, now?”

Rose nodded again. She was panting.

“Good girl.” Celeste passed the nod on to Spruce.

Spruce raised her skirt up over her lower back and, holding her tail aside, gave her another soft smack. He used his whole palm, spreading the blow over her rump, rubbing her there and deliberately grazing her pussy. Rose moaned into Celeste’s cunt, and Spruce felt a fresh wellspring of hot juice wet his fingers. He spread it round, mauling her puffy lips and diddling her clit.

“Smack her again,” Celeste demanded.

“Mmm!” Rose complained, her mouth full of pussy. The look of ecstasy on Celeste’s face suggested she was receiving a hummer directly on her clit.

Spruce smacked Rose again, a little harder than the last one, raising a pink glow on her cheeks. This time when she cried out, Celeste cried with her, “Yes, Rosebud! Oh my God!”

Spruce rubbed her ass and fingered her pussy hole, in and out, round and round, making her legs quiver. “Have you been a naughty filly, Rose?”

“Mm-mmm!” The denial was automatic.

“She has,” Celeste panted. “She’s been practicing flicking her tail.”

“Mmmm!”

“Rose, really? Have you been doing that to tease me?”

“Mm-mmm!”

Spruce landed another smack, much louder than it would have been painful. He held his hand against her rump while she squealed her pain and excitement, letting the warmth of his touch stimulate her now-sensitive flesh. He stroked his cock, gliding the tip through her wet cunt lips, adding his own pre-cum to the slick cocktail of juices weeping steadily from her hole.

Rose pushed back onto his dick, and he let it slip inside. Just the tip. She felt every bit as magical as he’d remembered—tight and wickedly hot. It was all he could do not to just shove the rest in.

“Rose? Answer me, Sweetie. Have you been flicking your tail to tease me? Be honest, or I’ll have to smack your bottom again.”

“Mmmm!”

Her mother held her fast, fingers twined in her blond hair, never letting her up for air. “She can lift it, too,” Celeste said. “She’s been showing me.”

“Rose, I’m very disappointed in you. I think you need to show me.”

Rose lifted the vermillion brush of her tail, raising it and waving it slowly like a flag.

Oh my God. Spruce’s balls boiled. The universal pony signal—I’m ready, fuck me. She was wet and open and so, so ripe. Combined with the knowledge of what was coming—Rose’s cervix, soft enough now to penetrate and let him drive all the way into her core—was enough to make him weak at the knees. He rubbed her rump again, letting her anticipate what was about to happen.

Rose whined pitifully but never left off licking her mother’s pussy.

“I’ll tell you what, Rose, make Mommy come, and we’ll forget all about your punishment.”

“Mmm-hmmm.”

That sounded like a yes. Spruce wound up and gave her three more. Smack! Smack! Smack! The squeals and snorts came. Rose was gasping for air in Celeste’s cunt and expelling it just as quickly with cries of rapture and outrage, utterly immersed in the unanticipated bad-pony fantasy.

Celeste arched, eyes shut. She was right on the brink.

Spruce slid two fingers into Rose and fucked her hard and fast. No more gently-gently; he plunged her tiny cunt, plowing right into the webbing, diddling her clit with his ring finger at the bottom of each stroke.

Rose lost control, crying and shaking, struggling to regain her balance on the plastic step so she could drive back against Spruce’s hand.

Celeste tipped back her head, gasping and moaning. “Yes, baby! Mommy’s coming.” She bucked her cunt into Rose’s sucking, slurping lips. Her thighs shook, and with a long, low wail, she came all over her daughter’s face.

Rose wasn’t far behind. Finally free of her pussy-munching obligations, she turned her head in Celeste’s lap, whimpering and moaning in time with the pounding fingers in her cunt. Spruce touched the toy in her ass, raising the speed and eliciting a surprised, ‘Oh! Oh!’ from Roseluck, whose hips pumped madly in a furious imitation of the fucking motion.

“Come on, gorgeous,” Spruce said. “Your turn.” He got down on his knees and plunged his tongue in to Rose’s center, licking her succulent lips, slurping her tiny, pink clit.

“M-o-o-o-m-m-y-y-y!” Rose cried as Spruce ground the length of her slit with his nose.

“I know, Rosebud. Let it go, sweetheart. Make it snow.”

Perhaps Rose had a Queen Elsa fantasy, too, because her mom’s Frozen reference tipped her over the edge. With a shudder and a long, quavering whinny, she came, her squeaky, pre-pubescent voice tracking the three, no, four glorious peaks of her climax.

Spruce licked her out thoroughly as she crested the final summit, swirling his tongue around and beneath her clitoral hood, munching her soft lips, finding and drilling her little hole until he’d slurped up every drop of her sweet, my-little-pony musk.

“That’s it, Rosebud.” Celeste’s voice. “Ride it out.”

Spruce retreated as she came down, nuzzling her opening, kissing and laving her plump, pink lips with his tongue. “Did you like that, Rose?” he asked, standing and patting her rump. He touched the toy in her asshole twice more, switching it off.

“Mmm-hmm.” Rose remained flat-out, bent over the counter with her head in her mother’s lap.

Chapter 7: Driving it Home

“Come on, Rosebud,” Celeste said, stroking Rose’s mermaid mane. “Let’s go to the bedroom and Mr. Spruce can finish off your certification.”

Spruce caught her eye. “Actually, she’s perfect just the way she is. He fisted his cock, touching the tip between her hind legs and milking pre-cum into her slit.

“Sweetheart?”

“Mmmm?” Roseluck’s voice was drunk and sleepy. Her eyes fluttered and then closed again.

Celeste spoke softly. “Do you want Mr. Spruce to do you bent over the counter? It’ll be just like Mommy back in his office.”

Spruce didn’t care. He wanted her now. “Rose, reach back for me, sweetie, and spread your cheeks.”

Rose did as he asked, tail held high, forelegs straight back, the tips of her hooves planted in her thigh-gap, spreading herself down there and peeling open her puffy lips. It exposed her clit and the closed eye of her entrance. A fresh trickle of juice leaked out and ran down her thigh.

Spruce lined up his dick, the crown bulging twice the size of Rose’s tiny hole. He slotted it between her lips and found the soft, yielding depression of her vestibule. Rose gave a little moan, wriggling her rump to help him get it seated. Jesus Christ, Spruce was falling in love. This tiny, equine angel just wanted him inside her. With all the lovely, pre-teen fillies he’d fucked, he didn’t think he’d ever encountered one this hot—this hungry for cock. He lifted her braided forelock and ran it through his fingers.

“Are you ready, Queen Elsa?” Spruce asked. Rose lay with her head to the side, and he could see the smile curling at her lips. The blond Disney Princess was exactly who she was channeling when she braided her mane. “Do you know the words to the song?”

A bigger smile, this time.

Celeste rolled her eyes. “Oh, brother. Here we go.”

“Hey Google,” Roseluck giggled. “Play Let It Go.”

Google was every bit as ready to please as Spruce was. In a trice, it had queued up the warm mezzo-soprano snow queen, ably accompanied by Rose’s sweet child-soprano.

The snow glows white on the mountain tonight
Not a footprint to be seen

Spruce pushed, slowly stretching her untrained hole to take his big cockhead, watching her tiny lips spread under the mounting pressure. On the second bar of the song, her entrance yielded; the blind eye peeped open and Spruce eased his thick tool inside.

Rose kept singing, a crack in her voice the only concession to the slab of meat now splitting her young, hairless peach.

A kingdom of isolation
And it looks like I'm the queen

Spruce moved his cock in and out. Two, three inches at most, pulling back and letting Rose’s elastic opening almost squeeze him out, and then pushing back inside, stretching her all over again, as if for the first time. She was smooth as silk, warm as melted butter—wet and tight beyond his wildest imagining. Sweet pussy-musk glistened off his shaft and trickled down to his balls.

The wind is howling like this swirling storm inside
Couldn't keep it in, heaven knows I've tried

With the rising tempo of the song, Spruce ventured deeper, sinking nearly half his dick in the gorgeous twelve-year-old pony. Rose grew short of breath, panting out her lines.

Don't let them in, don't let them see
Be the good girl you always have to be

“Yes. Good girl,” Spruce breathed, gripping her narrow hips, fucking her a little faster, a little harder. He found her depth, filling her utterly with barely half his manhood, however this time her cervix was a spongy pad beneath his cockhead, softened and dilated with the hormones she’d been taking.

Rose’s voice dropped, either sensing what was coming next, or perhaps forewarned by Celeste.

Conceal, don't feel
don't let them know

Spruce nuzzled his cock against the gateway to her womb—

Well, now they know

—probing, shifting his angle, finally finding the opening. Pressing, stretching her most intimate hole.

Let it go, let it go
Can't hold it back anymore

Suddenly, the resistance was gone, and Spruce sank deep into heavenly, silken warmth. He gazed down, disbelieving, as inch after inch of rearing meat disappeared into her tiny, straining cunt hole.

Let it go, let it go
Turn away and slam the door

How? Jesus Christ, he held her tiny rump in his hands, for fuck’s sake. She was a Barbie doll—a pixie. She wasn’t big enough to take so much dick.

I don't care
what they're going to say
Let the storm rage on

And then, incredibly, he was there. Balls-deep in a twelve-year-old filly, her little hole convulsing around his thick root, squeezing, milking pre-cum down his length and into her hot womb.

Roseluck, what a gorgeous, filly-fancier’s delight. Slim and lovely, tail raised like a flag, bent over the counter and taken from behind. Like a trooper, she gasped out the last line of the chorus.

The cold never bothered me anyway

Celeste stroked her hair. “Rosebud, are you okay?”

“Uh-huh.”

“How does it feel?”

“Full,” Rose whispered. She wriggled her ass, unsuccessfully, for the most part, because her hindquarters were skewered all the way to the bellybutton. “I can’t move, Mommy.”

“You don’t need to, sweetheart. Just hold on tight to the counter and let Mr. Spruce fuck you.”

“Mommy!”

Celeste laughed. “What? It’s not a swear word when you’re doing it.”

Rose reached back again, spreading her cheeks, easing the strain on her overstuffed holes, for the plug was still in her ass. “It feels so naughty.”

“Saying fuck?”

Rose shook her head. She whispered to Celeste, “Mr. Spruce put something in my ass. When I squeeze, it feels like I’m going to come again.”

“Do you want to switch it back on?” Spruce offered. He’d been listening patiently, welcoming the opportunity to settle the turmoil in his balls. “Just touch the end.”

Rose looked up hopefully. “Mommy?”

“Of course you can, Rosebud. You do what feels nice.”

Rose stole a shy glance back at Spruce, a big grin lighting up her young features. She reached between her ass cheeks and touched the base of the plug—“Mmmm”—bringing it to life on Slow, with a low, buzzing vibration. Everything down there was so tight, so packed full with flesh and latex, it set Rose’s insides aquiver, massaging Spruce’s cock as if from her magical cunt itself.

“Rose, are you ready?” Spruce certainly was. It was time to complete her preparation—the serious business, the reason Celeste had brought her into Everfree. Yes, Sex Prep was about learning to let men fondle her tits and touch her pussy. For some fillies, that was as far as it went. For the ones who wanted to go professional, though, they needed to be certified by a professional. As part of his service, Spruce would let them suck his cock, he’d come in their mouth or on their face, and he’d use his tongue to show them how to achieve orgasm, but those were only extras. They qualified the girls for nothing. His primary service was making sure their tight, twelve-year-old pony cunts could take a cock. He was paid, in other words, to teach little fillies how to spread their legs and take a long, vigorous fucking.

It was why Rose’s certificate was still in his bag, unsigned. Because it wasn’t enough to let a man put his thing inside you—she’d done that in the clinic. Now she had to bend over and take it all like a grown mare. Willingly, and under adult supervision, she had to let a man invade her little fuck-hole and pound her till he came.

“Rose?” Celeste said, stroking her cheek. “If you’re not ready, sweetheart, you don’t have to.”

Rose reached back and touched the toy up to Medium. Gripping the counter with both hooves, she looked over her shoulder and offered Spruce a determined face. “No, I’m ready.”

Celeste sighed. “That’s my girl.”

Spruce stroked his hands around her flanks fingered the budding nubs that were her breasts. “You’re going to be fine, Rose,” he said. “But if you want me to stop, you just say.”

Roseluck nodded.

Squeezing her tits, Spruce eased his cock out of her womb and then slowly fucked her there, stretching and desensitizing that delicate gateway with his slick knob. He’d insert the stent later, a permanent collar to hold her cervix open, but for now he’d train her on his cock, taking her young womb over and over until it was supple and open.

Lovely, hot, pre-teen cunt enveloped his cock, sucking, distending, clinging to his shaft with every stroke. He went deep again, burying the entire eight inches and making Rose moan. “Squeeze me, sweetie,” he said, screwing it in tight.

Rose arched, trying to find her secret muscles. Spruce pumped his dick, making it swell, and the next time she arched, her womb contracted and clamped down on his cock, wringing pre-cum from his burning knob.

“That’s perfect, Rose. Good girl.” He leaned into his work now, rising up on his toes and using his weight to plow Rose hard, slapping her ass with his pubis and mashing her into the counter.

Rose neighed. “Ugh! Ugh! Yes! Yes!” Spruce pinched her nipples and made her whinny. She flopped like a landed fish, writhing on his cock, squirming and trembling and squeezing his shaft.

Celeste pried her hooves from the counter and handed them to Spruce. “Level-2?” she mouthed, signaling to Spruce she wanted Rose Light-Bondage certified.

Spruce twisted them behind her back, holding both fetlocks in one hand and riding her like a cowboy. Hard and fast, he got down low and fucked upwards into her cunt, drilling her, lifting her onto the points of her hind-hooves with powerful blows that rang out in the kitchen.

Rose climaxed again. Her hooves came off the step and she floundered on the counter, held in place by Spruce’s restraining hand on her back and his fat cock skewering her tiny pussy. Wailing, clenching her thighs, she trembled through two separate peaks before he released her forelegs and instead grabbed her hips.

His swollen cockhead passed effortlessly now from her clinging vagina to deep in her womb. Harder and harder, with long, full thrusts, he punished her tight cunt and slapped his big, swinging balls into her mound.

Not much longer. By any measure, Roseluck had passed levels 1 and 2. She was pre-teen royalty—a sweet little snow-queen filly, ripe for any man’s plucking…if the price was right. For Spruce, of course, the price was free. Roseluck had spread her legs and sucked his cock, all for the privilege of becoming a fantasy, twelve-year-old fuck-slut for cashed-up humans who couldn’t or wouldn’t molest their own daughters.

Spruce grabbed one leg and lifted it high, scissoring his crotch into Rose’s, driving his fat dick so deep, he could feel her supple cunt lips lapping at his swollen balls. He fingered the toy in her ass, taking it up to Max, it’s buzzing intensity ringing out in the kitchen like an angry beehive, even over the sound of Rose’s plaintive wails, begging him to “Come! Please, come!”

It was all the permission Spruce’s balls needed. A tickle down low in his sack became a tingle, and in a few pounding strokes—whap-whap-whap—it became an undeniable pressure, the point of no return. The snowball started rolling, picking up speed, building in size. His cock burned, every inch lovingly caressed by Rose’s succulent, warm insides.

He strained against the release, desperately building up his load, wanting Rose to feel him explode in her core.

Ten more strokes! If he could last ten more strokes…

Nine-eight-seven-six…They came so fast, and yet the sweet heat and pressure threatening to burst his balls made it seem a lifetime.

Three-two-one…And he released. His vision went grey and his eyes rolled back. Pressure flooded from his balls into his cock. For one heartbeat, two, there was nothing, then…

Bliss.

Thick, hot gouts of cum exploded from his cock, in an instant painting Rose’s innards white and flooding her womb. Long, burning ropes burst forth inside her, seeding her tiny cunt for the first time. He raised her leg high and scissoring up from underneath, somehow squeezed his dick deeper, lifting her by the pussy till her supporting leg kicked uselessly over the step. Four spurts of rich, creamy jizz. Five, six, injected straight into her hungry core. Even when he thought he was done, his cock kept spasming, draining his balls dry, and a few last lazy wads of spunk seeped from his cockhead and deposited deep in Rose’s flooded purse.

Rose was gasping. “Off. Turn it off.”

Spruce thumbed the ass-toy off but left it inside her. He wasn’t done yet. He’d use it on her again, maybe diddle her beneath the table during supper and tease her to a reluctant orgasm. Or, if he was lucky, she’d take it out and let him fuck her in the ass.

So many possibilities.

Spruce slid his softening cock slowly free. He helped Rose regain her balance and step down to the floor on wobbly legs. “Are you okay, sweetie?”

Roseluck nodded, looking down between her hind legs where a thick rope of cum hung from her hairless seam. Celeste offered a box of Kleenex. Spruce plucked a few and kneeled behind Rose, wiping carefully around and between her pussy lips while she held her tail high.

“Rose,” he said, looking up and smiling. “Pass my bag, will you?”

Rose put her forelegs up on the table and handed the bag down. Spruce fetched a soft, leather strap-on harness and snapped a thick, eight-inch dildo into the internal mount.

“This’ll keep your cervix open,” he said, working the fat, latex cock into her hole. He fucked it slowly back and forth, found her cervical opening, and slid the entire shaft inside. “Hold this for me,” he requested, cupping the leather harness to her lips.

Rose held it in while he buckled up the straps. “What’s this thing on the front?” she asked, indicating the ring and loosened straps for attaching an external dildo.

Rather than explaining, Spruce showed her, picking out a studded, purple cock which he snapped into the mount.

“Oh!” Rose exclaimed, waggling her new cock waggling up and down. “Wow. What’s it for?”

Celeste came around from the kitchen, smiling broadly. “Sit down on that chair, Rosebud, and I’ll show you.”

Author's Notes:

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