Contains established rules of a friends-with-benefits situation, blowjobs, ass play, teat play, stealth oral sex in a mostly empty park, and getting caught!

Walking through the park with a gray griffon cock on one side and a zebra stud on the other, Mrs. Cake sipped her bottled strawberry lemonade before letting out a big exhale. After receiving their drinks and cooling off, profusely blushing from getting caught acting like colts in front of Mrs. Cake, the three of them decided to go for a walk. While Dusty seemed more visibly relaxed despite the argument minutes before, even looking downright content with a bottle of root beer in one talon, the same couldn’t be said for Raza. The zebra had a face like he had just walked into some mud, his muzzle all scrunched up as he barely drank from his own bottle of root beer. Dusty looked at Mrs. Cake before looking at the zebra stallion and speaking up.

“So whatcha do in your free time?” Dusty asked. “I said I met Mrs. Cake at my job, but I suppose I didn’t mention what it was, huh? I work as a masseur, pays pretty well and fulfills my enjoyment in life. And no, before you ask, Mrs. Cake is the only client that I’ve gotten…unprofessional with, so to speak.”

“Even if that wasn’t the case, I really don’t mind,” Mrs. Cake shrugged. “I want Raza to eventually find someone to settle down with, and the same applies to you, Dusty. Just don’t do anything that’ll make you lose your job.”

“Heh, yeah,” Dusty chuckled. “But seriously Raza, what do you do for a living? Or for fun? Surely your only goal in life isn’t just to-”

“I’m a caretaker,” Raza rolled his eyes as his movement perked up a little, more than eager to shut up the griffon as he stood up straight and looked at the two. “At a senior living facility, for various ponies and even the occasional other creature in their last years of life.”

“Oh,” the smugness was wiped off Dusty’s face as he looked briefly at his bottle before back at the zebra. “That’s actually pretty cool.”

“And sweet,” Mrs. Cake agreed.

“Yeah,” Raza nodded, puffing his chest a little as he continued. “I may not be some macho stud scoring it with the mares left and right, but the older folks love my company. And with how many of them used to have some racist reservations about me, I consider that an achievement in itself.”

“Eh,” Dusty shrugged. “It’s not really our responsibility to make ponies like us, but I see what you mean.”

Mrs. Cake looked at the two, still coming to terms with how the two guys differed from what she thought she knew about griffons and zebras. She realized that she was blatantly generalizing about so many aspects of them, that she had just let herself acknowledge them by their individual selves instead of their species. Sure some parts of them were true, like griffons having predatory instincts to hunt their partners in the bedroom, but Raza was a wild card in the sense that he was a far cry from what she knew of zebras. It left her intrigued to know more, but for now, there were more pressing matters to attend to.

“So the reason why I’ve brought you two here, besides that you two should meet each other,” Mrs. Cake explained. “Is that if I’m going to have regular partners out of wedlock, there should obviously be some ground rules to establish boundaries. After all, I’m still an older mare with a business and a family. And those two parts of my life come first and foremost.”

“Agreed, and understood,” Dusty nodded fast. “I’m not planning on putting a bun in your oven anyways~!”

Mrs. Cake snorted at the wordplay, and Raza rolled his eyes before nodding at what the chubby blue mare was saying. Even if Dusty didn’t take this arrangement seriously, the zebra stallion believed that he cared far more about what Mrs. Cake had to say. After all, what kind of future husband would he be if he didn’t listen with both ears?

“Well, anyways,” Mrs. Cake giggled a bit before speaking a bit more seriously. “You two are allowed a sexual relationship with me for the time being, and even a friendship with or without that involved! But the most that we’ll ever be are friends, and nothing more.”

“Damn, you’re telling me I can’t date Raza here?” Dusty pouted, before blowing an exaggerated kiss in the zebra’s direction as Raza gave a scrunched up expression like he was going to vomit on the spot.

“Not in a million years,” Raza scoffed.

“So you’re saying there’s a chance-”

“Alright, alright,” Mrs. Cake interrupted the two before they could get into another bickering contest. Raza took a deep breath, trying to maintain his cool despite Mrs. Cake trying to once again deny how she felt as well as Dusty’s antics. Of course as long as she says such, Raza would be her friend with benefits. But the older mare wasn’t dumb, knowing how he felt and still letting him be so close to her. She was knowingly leaving the door open for him to continue shooting his shot, and that’s exactly what Raza would do. As the two guys went silent, Mrs. Cake continued. “Of course, if this wasn’t clear, no one else is to know of our personal arrangement. Especially not my husband.”

“Yes ma’am,” both Dusty and Raza said in unison with a level of shared nervousness, only imagining what a fierce mother bear Mrs. Cake would turn into at either one of them being a threat to her family.

“Good, and the third rule is that if either of you visits Sugarcube Corner, you let me know in advance even though you’ll have a coverup story,” Mrs. Cake added. “And while I’m clearly no gold digger, there is a bit of money needed. For regular birth control potions that you two need to take turns paying for. Zecora, the zebra in the Everfree Forest, sells them for dirt cheap. Which leads to another rule, that you cannot mention me as part of this arrangement to anyone whether it be a good buddy, Zecora, or a stranger on the other side of Equestria.”

“That means you can’t be telling your elderly pals about her big booty,” Dusty quipped just as Raza took a swig of his drink, causing the zebra to spit it out as the gray griffon squawked with laughter. “Woo! I crack myself up sometimes…”

“At least I know you’re listening,” Mrs. Cake sighed with a small smile. “Unless they’re spontaneous creatures passing by, you’ll need my permission if you intend on bringing anyone from your personal lives as a ‘plus one’ for fun times.”

“Like the old folks!” Dusty squawked.

“You’re not funny!” Raza shouted, slightly humored but also annoyed at the griffon’s excessiveness. As much as he wanted to like Dusty, the threat of the griffon further pursuing Mrs. Cake still lingered on his mind. It was almost as if the gray griffon was trying to get a rise out of him. But the last rule didn’t really bother Raza at all. Anything was possible, but he really didn’t have anyone he intended to go and fuck Mrs. Cake for obvious reasons.

The chubby blue mare pondered if there were any other rules to add, or if it would be of any relevance to mention the fact that they technically weren’t the only fuckbuddies or sexual contact she had recently. They likely assumed that she was still having sex with her husband, but definitely didn’t know about Phoenix, the many “clients” she “serviced” in the gloryholes room of the shop, or those three spectators. Plus, how would she say it out loud? Rule number 7 was that she’s allowed to fuck whoever? Isn’t that implied the moment she decided to hook up outside of her marriage? And Celestia forbade her to try to make “no means no” a rule. If Dusty and Raza didn’t already know that, they’d have far bigger problems. Nodding after two minutes of silence, Mrs. Cake looked at Dusty and Raza.

“Seems like that’s about as many rules I’d consider to be appropriate,” Mrs. Cake decided. “What about you two? Does that both work for you?”

“I see no problem with it, I’ve got plenty of money for the birth control potions,” Dusty shrugged.

“Seems like a great plan for the time being,” Raza agreed, emphasizing the ‘time being’ part in his mind as he saw Dusty grin with his tail flicking back and forth.

“Now that our agreement is in order, let’s suck on it!” Dusty declared, earning puzzled expressions from both Mrs. Cake and Raza as he rushed ahead of them. Looking over his shoulder, Dusty continued. “Follow me, you two. There’s a very secluded spot behind a bunch of trees and bushes, I’ll show you.”

Mrs. Cake, and Raza who occasionally glanced at the beautifully blue baker, followed Dusty as he ran towards the spot like a cat chasing after a red dot on the ground. Fortunately as the sun was beginning to set, the park was closing for the night as families were leaving, making Mrs. Cake more at ease to follow Dusty in whatever mischievous plans he might have going on. The security guard would be the only one hanging out in the park, and Mrs. Cake highly doubted he was going to look around wherever they went. Watching as Dusty disappeared behind a group of trees, Mrs. Cake and Raza slowly followed him. With both a large set of bushes and the trees surrounding them, Mrs. Cake didn’t have to wonder for long what Dusty had planned. The gray griffon had stood on his paws, his back against the tree as his long dark gray cock stood sharply in contrast to his regular gray shade of fur and feathers. Raza stopped, his eyes nearly bulging out of his head as he saw his adversary blatantly sporting his longer equipment.

“So,” Dusty snickered as he took in both his friends’ gobsmacked expressions. “In order to seal the deal with both of us, Mrs. Cake, why don’t you blow both of us? To suck on it, so to speak.”

“I don’t think that’s how the saying goes,” Mrs. Cake chuckled. “Okay, but I’m going to choose Raza first. I’m a bit smarter than you give me credit for, Dusty. I can tell you’ve been giving him an especially hard time~”

With the last two words slipping out of Mrs. Cake’s mouth, her forehoof reached down to Raza’s mostly flaccid length as she began playing with it. Raza didn’t have time to gloat as he felt the pleasurable sensation right away, closing his eyes and giving a deep moan. Mrs. Cake played with his length a bit longer, coaxing it until all of Raza’s cock was hard and erect. Gesturing her head towards the tree next to Dusty, Raza didn’t need any more cues to know what she meant. Galloping over to the other tree, Raza stood on his hindlegs and rested his back against the mildly uncomfortable sensation of the tree’s wood while his own wood awaited Mrs. Cake’s touch. The chubby blue mare hummed happily as she walked towards Raza slowly, swaying her wide hips and fat ass cheeks from side to side as if she had done this routine many times before. Dusty even jumped off his tree and walked up behind Mrs. Cake. While he didn’t intend on fucking her yet, making sure she got needy just from the feeling alone of blowing dick, Dusty set to play with a pair of teats that he had deeply missed since their last encounter. Swooping in and twisting the MILF’s blueberry-like crotchteats before Mrs. Cake even started blowing Raza. The blue mare gasped, letting out a long moan as her mouth opened wide. Taking the opportunity, but not in a way that would be rude, Raza slowly placed his forehooves on each side of Mrs. Cake’s forehead as he gently pulled her to his erect cock.

Feeling the tip land on her tongue, Mrs. Cake became aware of what Raza was doing, and surged forward as she hilted him in her mouth. Feeling the sensation of Raza’s eight inches of glory in her mouth and partially down her throat, Mrs. Cake’s eyes watered from the pressure and caved from the combination of that and the teat play that Dusty was blatantly doing. Moaning loudly against Raza’s length, Mrs. Cake’s eyes rolled to the back of her head as marecum squirted all over Dusty’s forelegs and chest.

“Holy shit!” Dusty cackled, looking up at Raza with a smirk. “Told you she’s a slut, ain’t that right, Mrs. Cake?”

Neither Mrs. Cake or Raza could get mad at the griffon’s remark. Mrs. Cake was hornier than a young mare having sex for the first time, and Raza was in awe of how Mrs. Cake looked from where he was standing. He could hardly believe that this was the same mare that had bossed him around in an alleyway, but then again, Raza was aware that Dusty was subtly calling the shots in this particular situation. He knew that to an extent, Mrs. Cake liked it rough and fiery hot, the spontaneous acts that her pathetic husband lacked. And as much as he reasonably could, Raza wanted to give her just that. Pulling out most of his thick length from her throat and mouth, giving the chubby blue mare some relief as she breathed in and out through her nostrils, Raza surprised her by slipping most of his cock back in. Mrs. Cake moaned, clapping her ass cheeks on instinct and further getting Dusty’s attention. Seeing her rippling ass cheeks around her fat blue ponut was more addicting than it had any right to be, and so Dusty kept one talon tweaking her sensitive nipples while having the other getting a talonful of MILF ass. As he did that, and Raza slowly but repeatedly pounded his cock into Mrs. Cake’s mouth, the chubby blue mare took the free time to appreciate what she liked about both their dicks and compare.

For one, Raza had a shorter length by at least a couple of inches, but it was much thicker and arguably the bigger overall dick in the chubby blue mare’s opinion. However, just from a good look, she knew that Dusty’s dick was longer. Feeling Raza’s balls repeatedly slapping against her chin, and Dusty playing with both her ass and her teats, steadily helped her fall into a mushy lust puddle as they upped the ante. Started to thrust in earnest, his balls continuously smacking Mrs. Cake’s muzzle in the best way possible, Raza closed his eyes as he refrained from noticing Dusty. As far as he was concerned, this was him and Mrs. Cake submitting to each other and becoming one with their bodies. Hilting his entire length into Mrs. Cake’s mouth one more time, Raza kept his forehooves gently on the chubby blue mare’s head as he sighed and unloaded his zebra seed down her throat. Despite the discomfort that came with deepthroating, including the occasional test to her gag reflex, Mrs. Cake couldn’t be happier to gulp down the young adult zebra’s load. She would’ve stayed there for at least several minutes if it weren’t for a loud and harsh smack on the ass from Dusty as he rushed up to Raza.

“Alright Mr. Greedy Nut,” Dusty squawked as Raza was trying to enjoy his post-nut feelings. “Switch places with me, will you? You’re not the only one trying to get your freak on, considering this was my idea.”

“Ugh, don’t remind me,” Raza rolled his eyes and scowled, rubbing Mrs. Cake’s crimson mane in circles with his heart warming up at seeing her muzzle-deep on his dick. “I’m not going to push her off me though, let her move on her own.”

Pulling back, Mrs. Cake licked her lips as she laughed at Raza.

“No need to talk about me like I’m not even here,” Mrs. Cake chuckled. “Yes, that only seems fair. And of course, I was going to play with this bird’s cock anyways~”

Raza sighed, landing on all four hooves as he got off the tree after having properly gotten off himself, letting Dusty take his exact place as the griffon stood on his paws and rested his back against the tree again. Looking like the cat who ate the canary, Dusty brought a talon to his chest and winked down at Mrs. Cake as she moved towards him.

“Hey, don’t worry about deepthroating all of this~” Dusty purred, thrusting his hips and emphasizing his length as the near foot-long bitchbreaker slapped against his chest and belly fur. Mrs. Cake kept walking towards his length like it was a siren’s call luring her further into temptation until the siren took her down. And to the chubby blue mare who was already far gone in her unfaithful actions, Mrs. Cake couldn’t have cared less as she pressed her muzzle against Dusty’s intoxicating length and rubbed her nostrils up and down it. While deepthroating was Mrs. Cake’s preference when it came to Raza, a much longer length deserved a different approach. Taking in the vaguely earthy musk of the griffon, Mrs. Cake placed kisses from the base of the cock’s cock before reaching the tip and swirling her tongue around it.

With his needs properly sated, yet not feeling at all comfortable with leaving Mrs. Cake alone with the griffon who had recently said he wanted the blue mare all to himself, Raza stared longingly at Mrs. Cake’s fat ass cheeks. Dusty certainly helped himself while the zebra was getting a blowjob, so what was wrong with doing the same? Trotting over to face Mrs. Cake’s behind, staring at her cupcake cutie marks, ponut, pussy lips, and her crotchteats visible further up her body, Raza couldn’t have found the MILF’s name more fitting. Whether it was her birth name or her name from getting married, Raza couldn’t have cared less as he ogled the bountiful cake in front of him. Bringing a single forehoof to Mrs. Cake’s ass cheek, slowly moving part of it up and down as he felt out just how generous her ass was. Dusty might’ve been perfectly fine with twisting and slapping away like Mrs. Cake was some lowly whore, but Raza knew better. Such a loving mare was deserving of having her body being worshiped like she was royalty. So Raza placed his other forehoof on her other ass cheek as he brought his muzzle to her behind and licked up. Tasting just as sweet as he expected, his nostrils being flooded with the familiar scent of bakery goods, Raza moved to another part of Mrs. Cake’s ass and began peppering kisses down her hindquarters.

Meanwhile, Mrs. Cake was slathering Dusty’s dark gray cock with her tongue, occasionally looking up at his smug expression before closing her eyes and resuming her work. She would lick up the tip and down to the base, reaching his balls and sucking on them for a few seconds before returning to licking his length. She did this for several more minutes before using a forehoof to angle the tip of his griffon dick towards her open mouth, proceeding to plunge half of it past her lips as she bobbed up and down. Feeling Raza praising her ass so highly and servicing Dusty was such a sharp improvement from the lonely months that bleeded by, nearly being the emotional death of her by the time Mrs. Cake had stumbled across these two. Dusty closed his eyes, giving small grunts here and there as he restrained himself from bucking his hips into the blue mare’s mouth. He knew while he length was considerably thinner than Raza’s length, he still wore a long “sword” that he didn’t want to hurt the older mare with despite his degrading acts the past two times they got messy. Even though the sight of Mrs. Cake bobbing her head up and down half his length, her eyes rolling to the back of her head while she began fondling his balls with one forehoof, was becoming too much to bear as soon as the gray griffon’s eyes flashed open once more.

“Shit! Fuck!” Dusty hissed through his gritted beak, nearing his orgasm.

Raza kissed the rim of Mrs. Cake’s ponut, his forehooves moving up and down the mare’s legs before he brought a forehoof to her crotchteats. Granted he didn’t have the talons that would’ve been great for twisting the blueberry nipples, that still didn’t mean he couldn’t play with them. Rubbing over the nipples and evoking the fiery warmth inside the blue mare that came from touching such a sensitive area, Raza took deep satisfaction in hearing Mrs. Cake’s higher-pitched moans vibrating against Dusty’s length as the griffon reached his peak. Hilting almost his entire length inside Mrs. Cake’s mouth, Dusty gasped as he placed his talons gently on Mrs. Cake’s head before sighing as he shot rope after rope of his griffon cum down the MILF’s throat. Claiming her mouth, even after Raza had, felt deeply cathartic as he got to have another carnal affair with the chubby blue mare. He had accepted his place far more than Raza had, but that didn’t mean he had zero fondness for the chubby mare. Quite the opposite, feeling like for the first time in a long time, he had a true friend.

As soon as Mrs. Cake had finished gulping down Dusty’s entire load, the blue mare pulled back from both his cock and Raza’s ass and teats play as she walked to the other side of the secret spot. Making sure her tail was off to the side as she clapped her ass cheeks, Mrs. Cake glanced over her shoulder as she smirked at Raza and Dusty.

“Why don’t one of you dears decide who is going to fuck me~” Mrs. Cake giggled, enjoying the beak-dropped expression from Dusty and the starry-eyed one from Raza. Both of them clearly desired her deeply in different ways, and the specifics of those ways didn’t really matter to Mrs. Cake so long as she got fucked. As Dusty got off the tree and the two slowly moved closer to her, a rustle in the bushes startled all three of them as a golden yellow stallion with a bushy dark yellow mane barged through in his security guard uniform.

“Hey!” the stallion shined a flashlight at the three. “What are you guys doing here? Don’t you know it's after-”

“Run!” Dusty squawked, until he realized the obvious solution that his friends lacked. His wings opening from his sides, Dusty took off into the sky without any warning. Mrs. Cake and Raza bolted into two different directions, the three of them destined to meet again very soon…