> Old Friends
>  by SmutAltYAY
> --------------------------------------------------------------------------

> Old Desires
> --------------------------------------------------------------------------

Cheerilee hummed as she waited outside her friend's home. She knocked again "Marey! I'm here!" She called out again before going back to waiting.

"One minute!" Came a call from inside

"Kay!" Cheerilee took a breath with a smile. Today always felt so nice. It was the day of the week they got together and just relaxed before complaining for a while. They both always had plenty of things to complain about. Heck, today was so much about just relaxing and getting any worries off their chests that even their clothes reflect it. Cheerilee was wearing pajama's under her long jacket. Luckily it wasn't winter quite yet.

Soon the door opened, allowing Cheerilee in. "Oh, cute! New pajamas?" She asked as she looked over the cute black, suit looking pajama's her friend was wearing. They even had a fake little bowtie attached to the front.

Marey giggled and nodded "Oh, yes. Well my old ones ended up with a hole in them unfortunately. I sent them into Rarity for a quick fix."

"I see. She should be done soon though I imagine?" Cheerilee asked as she took her jacket open as the door closed.

Marey Shrugged "True but I saw these and couldn't pass them up. They're so soft!" She said while hugging herself.

While Marey enjoyed new, soft Pajamas, Cheerilee had enjoyed keeping the same pair for a while. There was something she found so comfortable about keeping the same pair for ages. The pink pajamas were covered in patches. All repaired by Cheerilee herself.

Cheerilee rolled her eyes and pulled out  a bottle from the large jacket. "As always. One hosts and the other brings the booze" She explained as they moved into the living room with a grin as she placed it on the table. As they sat down she wagged a finger. "But I swear. If you bring strong stuff again next week, We'll have problems. We barely got anything vented before passing out!"

Marey at looked apologetic "Sorry Cheery. I was too focused on the forgetting part that I ignored the venting part."

Cheerilee shook her head "It's fine. Just remember. Not too strong. Anyway! It's time for venting. Do you want to go first or should I?" She asked as she poured herself one of glasses sitting on the table.

"Oh, by all means. Go right ahead. My meetings are next week so it hasn't been quite as bad as it could be." 

"I suppose being a mayor isn't always stressful, hm?" Cheer joked before taking a breath, followed by a sip "Well. To start off, those blasted foals are just as annoying as always. Don't get me wrong, I don't hate them. I don't dislike them-"

Marey chuckled "Cheery, please. I know. You love your students. You say so every time."

Cheer sighed and chuckled "Right, right. The issue is that they're all at that age. They're starting to form couples and it's so obnoxious! I understand that it's a normal part of their youth but for goodness sake. I'm trying to teach them and they're making goo goo eyes while passing notes the entire time. Do what you want but at least pay SOME attention to the lesson!" She groaned before taking a swig of her drink.

"Well... To be fair-"

"Oh, here we go!"

"No, no! Well... sorta" Marey giggled with a smirk. "How many ponies stole your attention away from our lessons?" She playfully reached over and shoved her friend. "And how many ponies did you steal the attention of? That body of yours was- and is still- absolutely stunning." She chuckled as Cheerilee hid her embaressment behind another swig of her drink.  Marey glanced down at her friends crotch. The thin, well-used fabric barely hiding anything. "That bulge especially. You may find it annoying nowadays but back then you loved when ponies stared."

Cheer was pouting as Marey finished "Oh, shush. It would be much easier if I was purely a mare like you. Do you know how many outfits I can't wear because of this oversized thing?"

"Mhm. You tell me every time."

"Well... It's still true. Anyway, it's your turn." She said, wanting to push the focus off of herself.

"Well, alright." Marey took a long sip of her drink before sighing. "I'm fucking horny."

"Wha-" Cheer began before cutting herself off by falling into a small coughing fit.

"Oh, jeez! I'm sorry Cheery!"

Cheer waved a hand as she cleared her throat "It's fine, but what was that?!"

Marey blushed, scratching the back of her neck. "Well, it's true. I haven't been on a date in ages and it's really been getting to me recently." She admitted. "It's such a bad itch and I just can't scratch it."

"Uh huh. Is that why you brought up my bulge?"

Marey shrugged "Perhaps. But I could have just as easily brought up that chest of yours."

"But that wouldn't do anything for your itch."

Marey pouted before groaning "Alright. So I'm horny. I already admitted that. How am I supposed to not think about a dick that would hit every little spot inside?"

Cheer rolled her eyes and readjusted herself in the seat. As much as she was usually able to keep calm, hearing her old friend talk about her dick was a little exciting.

"You always were a hornball." Cheer teased, before finishing her glass and pouring another.

Marey took a deep breath and stood from her seat before walking over to her friend. "Maybe so. But it's not as if we haven't done something like that before." She said as she reached down, rubbing along the sheath poorly hidden behind thin fabric with one hand while the other reached up and grabbed Cheer's breast.

Cheerilee gasped at her touch and bit her lower lip. "Come on Marey. We both know how we get. This is a bad idea. We were lucky when we were young." She said that but her bulge continued to grow under Marey's touch."

"Perhaps. But perhaps I wanted something more to happen."

"Wh-what? Mare-"

"Look!" She exclaimed before taking a deep breath as she pulled her hand away from Cheer's chest and up to her cheek. "What I'm saying is... maybe there was more to what I asked way back when. Maybe there was a reason I didn't have any condoms. Maybe... Maybe I wanted it to last more than one night."

Cheer took a deep breath as Marey pulled her pajama pants down, exposing the pale pink sheath with matching heavy balls and the growing magenta shaft. "So... All those teasing compliments about my body? That was your oh, so, clever way of trying to tell me?"

Marey kneeled in front of her oldest friend, the shadow of the growing member casting a shadow over her head. "I never did say I was good at explaining myself and you were always a pretty non-observant."

"A match made in- Ngh!" Cheer's joke was cut short as she felt Marey's flat tongue against the bottom of her shaft.

"I can't help but notice you're far from stopping me." Marey teased before dragging her tongue towards Cheer's tip where she placed a kiss.

"Well... maybe I've always thought about it too." she admitted as she looked down at her friend currently nuzzling her nose against her balls. "Thought about what kind of relationship being with my best friend would be like. How it would feel?"

Marey moved back up, gently kissing along her shaft "Something like this I imagine. We've been together in one way or another for so long, I can't imagine putting a different name to things, or even living together would be too different. Heck, It would be pretty nice to have someone to come home to." She dragged her tongue back up to the tip with a hum "We're in our thirties anyway. Why don't we stop beating around the bush. We're better than that."

"Ngh~ Ah~ Is it beating around the bush if I never noticed?" Cheer joked as she shimmied her pants the rest of the way off.

"Maybe not. But I certainly was." She said before wrapping her lips around Cheer's tip, moaning softly as she pushed her way down it.

Cheer squirmed and gasped as she groped her own chest, quickly undoing the buttons so she could play with them without hurting her top. Marey didn't have anything more to say as she bobbed her head. How long had it been since Cheer had felt a pair of lips around her dick? Ages. There was once at a parent teacher conference. Spoiled Milk demanded that Diamond get a better grade and basically forced herself onto Cheer. It wasn't a memory she liked and regardless what Spoiled did to her, Diamond's grade stayed the same. She was a professional. Honestly Cheer couldn't remember the last time she got blown and enjoyed it. Actually... that's a lie. The last time she remembered enjoying it was... with Marey. In their early twenties.

She gasped again as Marey hit her limit. Just before half way. She'd lost some skill with her age. But that was fine. Her hands were eager in their work. One slowly but determinedly stroking the still exposed  bit of her shaft while the other fondled her balls. She felt like the center of attention. It wasn't like a classroom. She was a focus there but her audience was stuck there. Marey made her feel... good. She reached down, running her fingers through Marey's grey mane. She knew that some of it was dyed of course. But she also knew that Marey suffered from young age greying. It was just a coincidence that it fit her look.

"M-Marey..." She gasped as she felt a pressure start to build up. She knew what was coming but she also knew that Marey probably knew. She could feel her balls tighten and pull up. She gasped and tried to hold it back. But she couldn't help it. Feeling Marey's lips and tongue caress her shaft was too much.

Marey pulled back until  a little more than the tip was between her lips as Cheer grunted and moaned. A moment later her mouth was filled with thick, hot seed. She immidietely gulped it down, only to be assailed by another and another. She could feel some drip onto her chin as she did her best to swallow. Eventually it finally ended and she pulled off with a popping noise. She ran a thumb across her chin, collecting the seed that had escaped before licking it clean. "My, my. A bit pent up, hm?"

Cheer blushed and giggled between panting "What can I say? Making lessons and correcting homework takes up my evenings." She admitted as her shaft flagged a little.

"Oh, no you don't." Marey said to the dick in front of her. She reached forward and started to stroke it. "I've waited way too long for this. You don't get to be one and done. Even if it's been a decade, I know you have more than one in you.

True to her words, the flagging shaft quickly regained it's previous energy. Standing tall and proud. "There we go~" She cooed before shimmying out of her own pajama pants. "I haven't felt a nice big anything in me for a long time. I'm going to enjoy this." She cooed before moving forward and rubbing the still saliva covered tip against her wet marehood. "Mmm~ Oh yeah~"

"Marey... Will we be a... a thing? After this I mean?" Cheer asked bashfully. She wasn't sure if this was just going to be a one night thing or not. Even with all they'd said, she wasn't completely sure.

Marey smiled and got closer to Cheer as she gently lowered herself on the hard shaft. "Cheery... My dear, stupid Cheery." She teased as she kissed the schoolteacher "I mean for this to be more..." She said softly before moaning as she dropped further down "Mmm~ Fuck~ I want this to be a relationship. I want to be your marefriend and more. I want your foal." She admitted as she bottomed out on Cheer's crotch.

Cheer was without words as she gasped and wrapped her arms around her, hips starting to move. "I- I'd be happy to. Please. But- but only if you're sure. It's a big responsibility."

The mayor giggled, moving her hips as she ground against Cheer's groin. "I would enjoy nothing more. We've both been alone long enough." She started to move her hips up and down, grinning as Cheer kept a hold of her. "But we both know you're still holding back." She took off her top, tossing it to the side as she pushed Cheer's face into her generous chest. "I remember how you were. The way you lost control."

"I- I don't do that anymore." Cheer said, though she was barely stopping herself from doing exactly that. The joy and pleasure together was pushing to want nothing more than to take charge and fill her friend to the brim.

"That's fine. You're a respectable mare and in full control. But you don't have to be. Not with me." She leaned forward, gently nipping Cheer's ear "Not with the mare who wants to be your wife."

That flipped a switch in Cheer. A long rusted and ignored switch. Her grip around Marey tightened before she stood and turned them around. When she let go, Marey was sitting in the chair; magenta cock deep inside her. She was about to say something when Cheer started to move. Pulling all the way back before slamming herself back in with a lewd slap. That was the beginning of what Marey would later jokingly call "The Breeding Session", much to Cheer's embarrassment.

Both mare's grunted, moaned and gasped as Cheer pounded into her again and again.

"M-Marey. I want-"

"I know, you idiot. I've wanted it too." Marey said before thrusts "Even during all m-ngh- my dates tha- mmh~ I always thought- oh fuck- thought about if it was- was you. What- That's it- What would it be like?"

Cheer leaned down, capturing Marey's lips in another kiss as her hips continued in a blur. "I thought you said you haven't had any dates?"

Marey gasped and rolled her eyes "I meant all of them. Since- ngh- ah- Since I met you."

Cheerilee bit her lower lip and kissed Marey yet again as she continued. She was bad with words that didn't have anything to do with teaching. She never knew about Marey's feelings until now. But she'd do it. She'd prove that she felt the same. She'd give Marey what they both wanted. "Marey. Marey. Marey, Marey- ngh- Marey!" She mumbled into her lips as she felt it coming. She felt her flare swell. Felt her balls pull up to her body. "Marey~!" She shouted before it happened.

"Cheer!" Marey shouted as her own orgasm hit as she felt her cervix happily open to accept Cheers seed and her womb overflowed with it. It was so warm inside and just kept coming. She could feel the excess escape from her marehood and pour down her thighs.

Marey panted as she wrapped her arms around her Marefriend "Oh... my. Cheer that- Oh!" She gasped as Cheer's hips started moving again "Oh, ho~ There you are. Mmm~ I suppose we have to try more than once to make sure it sticks~"





Six Months later




"Ms. Cheerilee?"

"Yes, Sweetie Belle?"

"Is it true that you and Mayor Mare are a couple?"

Cheerilee blushed as her class started to bustle with whispers and conversation but she took a breath and smiled "Yes. Yes we are."

Scootaloo raised her hand quickly, but didn't wait for an answer. "Is she pregnant?"

"Scootaloo! That's private."

"Oh come on! We can all see her belly!" Scootaloo whined

Cheerilee rolled her eyes "It's still private."

Apple Bloom raised a hand, shaking it eagerly in the air.

"Yes?"

"Are you two gettin married?"

Cheerilee sighed but was still smiling. "Yes. We do plan on it."

"OOoooooo~!"

"Which is a good segue into a quick lesson!" She ignored the groans as she turned towards the blackboard. "The differences between Miss, Ms and Mrs."