It was a cold fall afternoon, the trees were bare and the skies were gray. A light snowfall was drifting from the heavens and covering the ground in small piles. Some ponies were out and about shoveling snow while others stood in the sparce and almost empty marketplace, trying to sell their wares in the cold, bundled up in thick coats and shuffling around to try and keep warm. Most ponies had made their way to a small shoppe with a crackling fire and bubbling cauldron set up, not really to buy much but mostly to try and get warm in the heat of the flames. Canterlot was rather quiet during these times as the more wealthy ponies would be avoiding going outside, perfering to stay in their lavish mansions while the poorer would be out in the market, getting the less expensive fresh foods and items brought in by traders. The shoppe being crowded around was owned by a zebra, who was standing in the cold wearing only a loincloth and potions gathering belt and seemed to oddly not be affected by the cold. He stood in front of the cauldron and occasionally stirred in some new and fresh ingredients, changing the color of the liquid inside and a pleasent steam rising up out of the cauldron. A set of bowls sat on the table and he ladled up some soup into each of them, offering them to the ponies crowded around. A few of them nodded their thanks and he nodded back to them. The zebra occasionally went into the cabin set up part of the shop and returning with dreamcatchers and handmade Zebrakin blankets and rugs and the occasional dreamcatcher. A azule unicorn wearing black jeans, a ski jacket and sneakers, walked up to the shop and brushed his blue and white mane out of his face "you seem to be pretty busy Nyo. raking in the bits i see. Also how the hell are you not a frozen zebracicle by now?" Nyota chuckles a little bit and points to the fire "that is pretty good at keeping me warm Winter. did you come by just to tease me or did you have another purpose?" Winter chuckles a little bit "i was wondering if you would want to come by and just hang out later." Nyota nods a little bit "yeah sure i can do that. You going somewhere right now?" Winter shrugs "not really, but i might try to catch a hockey game soon." Nyota nods and hands winter a gorde canteen full of warm tea "here. this should keep you warm for a while." Winter takes it and walks off "thanks man! see you later!" a few more ponies crowd around the fire as Winter leaves, most of them just trying to get warm rather then wanting to buy much of anything. Chrysalis made a few appearances, coming out of the cart in thick heavy winter clothes and shivering a little and usually complaining about the cold. As the sun began to set Nyota closed up his shoppe and the fire died down, ponies scattering to their homes to escape the cold. Nyota slowly made his way through the streets to Winter's house, starting to shiver a little as he walked, the cold starting to get to him. He got the house and knocked a little, but no pony came to the door. Reaching under the mat he took out the spare key and opened the door, poking his head inside "hullo?" he could only hear the sound of water running but didnt know where from and made his way inside. From the fire in the fireplace he reasoned that Frozen must be home and winter must still be at the hockey game. Nyota made his way to the fireplace and stood in front of it, letting the heat wash over him. He listened to the sound of the water running upstairs and shrugged, taking off his loincloth and placing it near the fire to dry off and warm up, letting the head of the fire run over his naked form and warm him up. His shivers slowly subsided and he relaxed, sitting down near the fire and letting the heat run over him. He had started to doze a little when steps could be heard on the stairs and Frozen came down wearing only her bathrobe "Winter hun is that you?" Nyota sat up and was moving to get ahold of his loincloth "no its just me. i was waiting for Winter." Frozen steps down and looks over, catching sight of the zebra stallion standing there in the nude and blushes a little bit "well hello handsome. You havent been by in a while." Nyota looks over at her and nods a little "it has indeed been a long time....." he pauses as Frozen's robe slips open and one of her breasts was revealed. The strapping stallions eyes were drawn directly to that one exposed breast and she blushed a little and went to cover it up but he spoke "NO!" Frozen giggles "oh you dont want me to cover up hmmm?" Nyota colors a little and looks at her "well you can see me naked and as you know, what is good for the goose..." Frozen smiles and opens her robe a little bit, letting her second breast appear from behind the fabric and Nyota stares at the two breasts "those are quite nice looking...." Frozen giggles a bit "yes i can tell you like what you see." Nyota looks down and notices that while he had been staring at her breasts his cock had flopped out of his sheath and was hanging down, not yet erect, but still impressive even in its flaccid state. Frozen walks over and takes Nyota's hand and places it directly onto one of her breasts and leans in and whispers in his ear "why keep looking hmm? i dont mind if you touch." her hand rests on his abdomen and then goes down and getnly takes ahold of his cock and starts to stroke it lightly, feeling it engorge with blood and grow hard. Nyota colors some at the feeling of her hand stroking his cock into a erect state but fondles her breast lightly, rubbing the nipple gently, bringing a gasp from the mare. her hand moved and her thumb swirled around his cock head and made him gasp and she giggled some as she felt his cock twitch in her hand. Frozen moved up close and pressed against him "hmmm such a well hung stud in my house, whatever is a mare to do?" Nyota leans down and places a kiss on her neck, taking the time to reach up and grasp one of her breasts of his own accord "mmmm well I think a stallion might find the mare attractive, he might even call her a milf." Frozen giggled some and gasped at the kiss and the fondling, leaning into him "well perhaps this mare would like to get a taste of the stallion, since he is tasting her" Nyota colors a little as the older mare turned back and kissed his lips, then down his muscled chest and stomach, stopping and lifting his cock to her lips and kissing the end of it. The warm gray and black cock twitches in her hands at the kiss. She smiles and looks up at Nyota and kisses it several more times and then takes it into her mouth. Nyota lets out a little gasp at the feeling of her warm mouth moving over his cock, her tongue coming up and bathing it in saliva. She closed her mouth and began to suck on the warm zebra cock, her eyes going up and watching the stallion as she sucked him off. Her hand made its way up and fondled his nut sack and she murred at him, pulling back some "these feel very full. somepony must be pent up." she takes one nut into her mouth and swirls it around, her tongue running over it as he hand starts to play with his spit coated cock, making it twitch and making the stallion moan softly. She lets go and takes the other nut into her mouth, swirling it around her mouth and still jerking his cock "mmmm such warm full nuts and this throbbing cock just wants to release that pents up seed for me." she giggles a little as she plays with the cock and balls, making the zebra stallion gasp and lean back some. She moved back to sucking on his cock, her hand moving to fondle his wet nuts now, feeling the cock in her mouth twitch a little and tasting some hot pre starting to leak out. She takes her mouth off and licks the head of the cock like a ice cream, swirling to encourage more percum to leak out and she lapped it up like a cat after some cream "mmmm going to cum soon? Don't worry if you do, I'm sure a big boy like yourself has more then one load inside of you." she returns to sucking on his cock and fondling his nuts some more, bobbing her head and then going down and deepthroating him, gagging a little bit but able to take it before pulling back, her free hand running along his shaft as she sucked on the front of the hot cock in her mouth. Nyota closed his eyes and let out a small grunt, his cock head flaring up inside of Frozens mouth and she smiles, running her tongue along his cock as she played with his balls "come on big boy. Cum for momma. let me taste that hot sticky load." she deep throats him and Nyota lets out a loud sound as his cock erupts,  throbbing and pouring a hot load of sperm down the mares throat. She pulls back and coughs some and then puts her mouth back around the head, gulping down the sperm as it comes out, rubbing his nuts to encourage more sperm to come out. Nyota lets out a audible sigh and Frozen stands up, cleaning up the sperm and licking it off her fingers "i hope you arent just a one pump chump....OOOHHH" she gasps as the stallion moves in and kisses her neck and then takes one of her breasts and sucks on it. He pushes her back against the wall and kisses down and then french kisses her pussy, sliding his tongue into it and slurping at her depths, making the mare coo and tremble a little. Nyota starts to eat her out, his tongue sliding in and out of her pussy, slurping deeply and he laps against her clit gently. Frozen trembles "oh fuck yes its been forever since a stallion has eaten me out properly." Nyota continues to slurp and lap at her pussy, making her quiver and shake, her hands squeezing her own breasts "oh fuck yes right there! RIGHT THERE!" Nyota laps at her insides, making the mare tremble and moan loudly as she squeezed her own breasts and then her body shuddered in spasm and her pussy gushed femcum into the stallions mouth. Nyota slurped it down and then stood up and wiped his mouth "your pussy is very tasty."  Frozen pants some "i hope...you dont think.....we are done yet.....i still want....to feel that rod of yours....inside of me." Nyota chuckles and takes one of her breasts and starts to suck and kiss it gently "mmmm and i want to feel those folds around my cock as well." Frozen gasps a little as he teases her nipples and then scoops her up "shall i carry you to your room hmmm?" she puts a arm around him and nods "mmmm yes you should big boy." Nyota carries her up the stairs to her room, his rock hard cock poking against her back and his eyes kept drifting to her boobs and pussy. Frozen caught his glances "mmm dont worry, soon you will be able to feel my pussy around your cock." Nyota colors a little and kisses her neck as he carries her into her room, laying the mare down on the bed and then laying down beside her. Frozen rolled onto her side and rubbed her hand across his chest and stomach gently "mmmm my big strong zebra, how do you want me hmmm?" her hand navigates down and was soon rubbing up and down his warm cock, reaching down to give his nuts a fondle before jerking him slowly again. Nyota looks at her and gently cups one of her breasts "mmmm well i do like to see a mares breasts as I plow her." he pauses and looks around "what about a condom...should i get one" Frozen puts a finger to his lips "we shall not speak of those things. I want to feel your raw meat inside of me as you pound my pussy until i can feel you unload these impressive balls into me." she fondles his nuts again at the words and he gasps a bit as she squeezes some "yes ma'am!" Nyota moves over her and looks down at the mare as he lines himself up, pressing his cock head against her moist and warm pussy, feeling the lips kiss against his flat tip. He pushed forward and then gave a nice shove, both of them gasping, her at the feeling of his cock filling her insides and him at the tight feeling of her pussy engulfing his shaft. Frozen let out a small coo as the stud pushed in deeper and deeper until his cock was fully engulfed by her pussy, having gone balls deep into the mare. He lets out a soft gasp "damn you are tight." Frozen gives his muzzle a kiss "it has been a while since i had a decent cock to stretch myself out." Nyota gives a little kiss back and then starts to hump her slowly, his cock sliding out almost all the way before getting shoved back in. Frozen and Nyota both moaned at the feeling, her at his cock rubbing at her deepest parts and him at the feeling of a tight pussy squeezing and sucking at his shaft as he pulled out and pushed in. Nyota picked up some speed as he humped her, the two of them moaning a SHILK SHILK SHILK sounding as his cock moved in and out of her pussy, a small smack as his balls slapped against her.  He pulled up her back leg and tugged her close as he hammered her pussy, the mare moaning and letting out a coo as he did, getting a little more depth into her. Nyota moved a hand under Frozen and cupped a breast, pulling her close as he did, gripping that tit as his cock slid in and out, letting out some moans of his own "im not sure how long i can last..." Frozen moaned a little at the groping "i wont be able to last very long either, this is the first real fucking ive had in a good long time." Nyota takes a deep breath and slows some, determined to give the sexy MILF the fucking she deserved. Frozen moaned as Nyota slowed some, his cock still pistoning in and out of her pussy, making the mare tremble as his other hand pinched and rolled the nipple of the breast he was groping. Nyota nuzzled her collarbone and gave it a few kisses, feeling the mare tremble under his touch, giving her a little kiss with each gasp he that he manged to bring from her. Frozen felt the thick cock thrusting in and our of her, felt the warmth of the stallions chest on her back and his hand fondling and playing with one of her breasts and moaned aloud "ooh im going to cum!" Her pussy clamped down on his cock, but he kept humping her as her whole body spasmed as she came, her juices flowing out and down his shaft and onto his balls. Nyota sped up a little, making the mare moan even louder "oh fuck oh fuck oh fuck yes right there you magnificent stud, keep pounding me right there....OOOH!" she came again and Nyota grunted "holy fuck frozen your so tight i dont think ill be able to hold back much longer" Frozen moans a little "mmmm thats okay stud, you just make sure to get nice and deep when you blow, i want your sperm deep inside." Nyota colors at the wording but continues to pound that sweet milf Pussy before taking a deep breath "im gonna....im gonna!" he rams in balls deep into her "im cumming!" his cock head flared up and his thick shaft throbbed, shooting ropes of hot sperm deep into the mare, making her cum as well, her pussy gushing and sucking at his cock, seemingly to try and milk him dry. Nyota lays back and pants some "holy crap that was amazing..." Frozen smiles "yes it was. you should fuck me more often Nyota" the two settled some in the afterglow, unaware that Winter had returned home and was standing just outside the door, having listened to the intense sex session with his ear to the door and his cock in his hand. he had to cover his own mouth so as not to make any noise as he ejaculated, trying to catch it in his hand as he did so, watching the white golbs ooze between his fingers and drip on the floor. He peeped inside and saw Frozen pull Nyota close, the zebras cock still deep inside the milf, making her coo a little.