Apogee's Play Date

by Clopficsinthecomments

First published

Apogee is sent out by her mom to find somepony her own age to date... a desperate attempt to get the precocious filly to extract herself from romantic involvement with her mother. That plan backfires spectacularly when she brings home a cute colt!

A collaboration fic with Shakespearicles. The fic bounces between the two of us! I have the odd chapters and he has the evens. His is here, but you start with my fic! Enjoy!


Apogee is a precocious little filly. She's got her father wrapped around her hoof and she's well on her way to bagging her mother as well! Delta may have already indulged in Apogee's particular brand of 'familial love', but she's doing her best to resist the adorable filly.

In a last gasp attempt to dissuade Apogee, Delta Vee sends her daughter out to at least attempt to pick up a colt her own age. Though she isn't happy about being sent away, Apogee is determined to show her mom that she could easily bag a coltfriend... she just chooses to be with her mom instead.

But maybe... if Apogee did manage to pick up a cute, videogame-obsessed colt... it would distract her and prevent her from engaging in incestuous activity? Certainly, it wouldn't lead to even more debauched sex as a result of that colt's similar 'family-tangled' past?

Hoah boy.


Contains: incest / group-sex / lesbian sex / anal sex / a colt getting the experience of a lifetime


Special thanks to xRei for some tremendous editing work!
All characters are of legal age!

Chapter 1. Course Corrected

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The sun beat down on the outskirts of Las Pegasus with waves of unrelenting heat. It was like that a lot lately, which might lead some to believe that somewhere in Equestria a dastardly supervillain had gotten their paws on some arcane artifact, but for Las Pegasus it was just another dusty midsummer Friday afternoon.

Like most teenagers, Apogee was excited that her private school had let out for the weekend, quickly flitting off from the gated cloud community where Pegasus Livery for Young Colts and Fillies was situated, tying her blazer in a hasty knot around her hips and scanning the desert for her landing site.

Delta Vee’s Rocket Junkyard.

“Mooooom?” Apogee’s voice rang out through the trailer.

The adorable yellow filly poked her head in through the front door, peering into the dusty interior with a curious glance. She knew she'd have to inspect each and every room of the small mobile home. Her mother sometimes had a tendency to sleep through even a test rocket firing, and needed a good shake to be woken.

She trotted in, noticing the kitchen and living room area were uncharacteristically clean. At least, by the standards that she’d come to expect from her mother. Apogee smiled to herself. Her mother would never admit it, but since the filly had tried to spend more time at the junkyard, Delta had been making small efforts to keep the place in better shape. Trash actually got bagged and left outside for pickup, the refrigerator sometimes had non-adult beverages stocked in it… and most importantly, the cabinets were well stocked with Boop-a-Roops.

“You in here, mom?” Apogee trotted down the narrow hallway, coming up to the small door that opened into the bedroom of the trailer. She rapped the faux-wood plastic twice. “You there?”

Apogee heard a grumbling tumble, followed by the clink and clatter of bottles bouncing off one another and rolling off in different directions.

“Who the hell… what the…” Muffled groaning came from behind the door.

“C’mon mom…” Apogee whined. “I’m coming in!”

The peppy young filly pushed open the door, peeking through with an expectant and mischievous smile. The sight was no surprise to her. As much as Delta had attempted to put the ‘public’ part of the trailer into order, her room was still a shrine to her squalid nature. An unmade, unkempt bed was simply the tabernacle of a swirling cacophony of trash, clothes, empty bottles, old vinyl records and unidentifiable rocket parts, strewn all about her room.

“Dammit Gee!” Delta grumbled, reaching out for a discarded and dirty wife-beater to cover herself up. “I was just… taking my afternoon nap, I’m still uh…” she scrambled to think of some kind of excuse, “...naked.”

Apogee chuckled slightly. “Oh gimme a break, mom…” Apogee’s keen eyes caught Delta’s quick movement to surreptitiously withdraw something from her lower body area and tuck it quickly under the sheets. Apogee’s smile became smug, “...it’s not like I haven’t caught you… napping before…”

“Dammit kid, where’d you get such a smart mouth, anyway?”

“Hmm…” Apogee grinned, fluffing out her wings as she pranced around the side of the bed, “...I think it must be genetics.”

Delta hopped down from her bed, quickly sorting out her wings as she turned with a tired grunt toward her daughter. “Uh huh, well you certainly didn’t get your brattiness from my side of the family.”

Apogee looked back at the older blue pegasus with an arched eyebrow, challenging the ridiculous statement without saying a word. Both ponies looked at one another with a moment of tense silence, before Apogee’s wide grin and light chuckle shattered the facade of a grumpy standoff, the scene quickly devolving into a mirth-filled, good-natured, hearty chuckle.

Delta stretched her shoulders slightly, waiting for a pop from the joint that never came. “So, kid what are you doing here anyway? I wasn’t expecting you until next week, aren’t you supposed to be at your Dad’s this weekend?”

“He’s stuck heading out to a conference in Manehattan this weekend, he told me that I would have the run of the place and could do what I wanted.” Apogee trotted around to the other side of her mother’s bed, poking around. “So… here I am!”

“Uh huh.” Delta frowned. “Listen kid, are you sure that he’d be cool with you coming over here? I don’t think that’s exactly what he had in mind…”

“Yeah, yeah…” Apogee waved a hoof at her mom. “I’m sure he wouldn’t mind, he’s always happy to hear that we’re spending more time together.”

Delta’s brow furrowed. Apogee regarded her mother with a soft sigh, she knew that her mom was probably comporting any number of ill-intentions on Jet’s desire for the two of them to grow closer. Some things would never change, regardless of how hard she prayed to Celestia at night.

Anyway...” Apogee jumped up onto the messy bed, crashing down with a happy thump into the sweaty sheets, resting on her butt with her back against the headrest, “now I can hang out with you all weekend. A real girls weekend for once!”

Delta’s hoof made it up to her brow, rubbing it with a well-practiced motion of frustration. Apogee quickly countered with an expansion of her eyes, letting them grow to big puppy-dog shaped saucers, pleading with her mother to not kick her out.

“Alright, alright…” Delta rolled her eyes, “enough with the dramatic facial expressions, you can stick around this weekend.”

Apogee squee’d, kicking her hooves up and down on the bed in glee. This was going to be awesome! Just like she’d told her best friend all throughout the school week, she’d hang with her mom, they’d watch sappy old sci-fi movies, she’d show her how to drink like a real rocket-mare, they could talk about colts… and… maybe… do a little more.

Apogee was no stranger to what more modern ponies might call ‘improper familial relations’. Her interest in the subject was piqued when she’d started to read about the ancient pre-unification tribes of the Las Pegasus area. Her teacher, Ms. Kindnicker, quickly suggested they all pick an element of the militaristic, tribal, pegasus society to present to the class. Diz was interested in weapon technology, less serious fillies were interested in fashion styles, the jocks were interested in physical prowess and wingspans… but Apogee was interested in their family structures.

As a child of a rather ‘dysfunctional’ household, it was hardly surprising.

She quickly discovered a number of rather academic texts looking into the fascinating patriarchal family structures - a far cry from the modern, mare-dominated society of Equestria. The ancient pegasus tribe had divided themselves into five major houses, each ruled by a single patriarch. Within those houses, bloodlines and minor family relationships were tracked obsessively. Families were everything. She read with fascination about how marriages between the major houses were rare, political events, meant to solidify alliances or negotiations. Otherwise the houses would never marry outside of their trees. Minor houses would rise and fall by their ability to intermarry with their relations. Some of the more lurid textbooks implied that romantic, sexual relationships were as much a part of intrafamilial relation-building as they were a part of the rather incestuous marriages.

The whole thing really put Flash Magnus’s recent scandalous indiscretions with his ancestors, a popular topic in the Equestrian national newspapers, in a new light. You could hardly expect the poor fellow to be transported so far into the future and adapt so quickly to the new social mores.

For Apogee, it had always just been one more chip in the pile of reasons she collected that told her everything she was doing was normal… that the extension of her intense love for her parents should naturally lead to physical expression.

For some time she’d had a rather heated relationship with her aerospace-CEO father. What had started as one steamy, heat-induced weekend where a father’s mistake became a daughter’s joy. Their passionate sexual relationship had brightened both of their lives, an activity that they tried as best they could to constrain to one night a week so that it wouldn’t infect their parental-child relationship. One two many broken date-nights had driven the sex-starved filly to her mother… and though she wouldn’t dare share with her mom that she too knew just how large Jet’s phallus was… she did turn to her for the affection she now had a thirsty addiction for. After another tumultuous set of circumstances… she found that affection with her mother as well. The filly now had her choice of parental love, depending on who was available and which house she was currently staying at.

And now she was faced with an opportunity to express that affection with her mom once again.

Gee let her left hoof dip under the covers that had so hastily been arranged by Delta to hide her obvious lewd activities. Fishing around under the sweaty, cheap, Walmaret brand sheets she quickly found what she was looking for. Her hoof’s frog felt slick, sticky silicon and bit her tongue with the effort required as she delightedly yanked the clumsy, stiff rod out into the open.

“Oh ho? What’s this mom?” Gee asked with a cocked head, affecting an innocent face.

But her mom was having none of it. “You know what it is, Apogee. I caught you trying to borrow it last week to: ‘scratch your back.’ Don’t be annoying right now, please..”

Apogee’s innocent facade faltered slightly. Perhaps her mom was still a little bit too grouchy at her intrusion to be feeling… frisky. The teenage filly rolled from her back onto her stomach, the pleats of her school skirt twirling with a flourish. “So colorful, mom.” Apogee giggled, looking at the bright orange molded stallionhood. The color seemed to almost fluoresce in the dim light filtering through the drawn curtains of the trailer, making the veiny, artistic additions to the small-sized dildo really stand out. “Is orange your favorite color?” Apogee chuckled a bit, waving the sex-toy playfully like a flight mechanic guiding in a taxiing plane.

“Uhhh… no…” Delta grunted. “It was in the bargain bin, probably because of the color.”

Apogee chuckled, kicking her rear hooves with mirth. She felt a momentary pang of pity if any stallion were so unfortunate to have fur that was such a shade of radioactive orange.

She noticed the slickness on the smallish-sized phallus, bringing it closer to her nostrils for a sniff. Though there was that faint pang of lubricant, it was unmistakable that the dildo had already made its way into a warm, wet, comfortable crevice. The cinnamon smell of her mother’s musk filled her snout, making her little heart pump faster with excitement.

It wasn’t the first time she’d smelled that aroma, or been so close as to almost be bathing in it. And after a long day of school lectures spent daydreaming about things that teenage fillies would think about in these musky Spring months, little Gee was ‘thirsty’.

She glanced over at her mom, who was regarding her close inspection of the dildo with an arched eyebrow and the beginnings of a blush, and thought up a playful excuse for her next act. “Hmm… you know mom, the other fillies at school are all talking about how their coltfriends just love getting blowjobs…”

“Don’t worry ‘bout them.” Delta shook her head slightly. “Buncha little sluts…”

“Mmm…” Apogee mused absently. “Still, I do wonder what it would be like… I mean… how do you even…” Apogee opened her mouth wide and let her pink tongue slide from her mouth, sizing up the sticky sex-toy she was about to ingest.

“Apogee!” Delta’s wings flared out and she reached a hoof toward her, “...w-wait…”

Apogee paused mid-preparation of her swallow, glancing over at her mother. It was so cute to see her attempt (and fail) to hide her embarrassment. She cocked her head and affected an innocent, perplexed face, flicking her ear slightly in curiosity at her mother’s reaction.

“I… uh… l-let me get a smaller one, that one is probably too big for you to practice on.” Delta was struggling for words. “Maybe something more the size of colts your age.”

“Pffft.” Apogee couldn’t help but laugh. Compared to her father, this little toy was almost pathetically undersized. “Hahaha… don’t worry about that, mom. I’ve…” Apogee stopped herself, realizing she was about to admit to her mother just how expertly she could fellate large stallionhoods, thanks to practice with her father. Perhaps not the best idea. “...I’ve uh… got a lot of confidence.”

Nailed it!.

Delta’s face was flushed as she reached across the bed, intending to snatch the offending item out of her daughter’s grasp. “Still, let me get you a different one, a fresh one-”

Before Delta’s hooves could reach her, Apogee plunged the toy into her mouth. Letting her mom swap this for a fresh one would defeat the purpose. Her tongue played around the stiff silicon ridge, ignoring the bitter, chemical taste of fake-flesh and lubricant, instead luxuriating in the heady tang of her mother’s nectar. She inhaled more and more of the penis into her muzzle, her nostrils flaring with each heady breath she took... She brushed it back and pulled the pseudo-penis deeper, letting her tongue reach the medial ring of the device as she savored more and more honey.

Drool ran from her mouth as she pulled back off the dildo, slurping all the way. She let her big crimson eyes flutter open to stare at her mom. The blue pegasus was watching, wordlessly. A swallow was stuck in her throat. Apogee could see her mother's wings throbbing, not from surprise or embarrassment… but excitement.

Good.

“Likesh thishh?” Apogee messily slurp-spoke around the edges of the cock, letting her drool haphazardly fall. “Am I dooingsh ish righshtsh?” Apogee wiggled her hips in what she imagined was a playful, sultry way. Surely this would entice her mother to hop up on the bed with her.

Delta simply nodded, her blush deepening, eyes darting back and forth. “A-apogee...:”

Apogee pulled the dildo from her mouth entirely and let herself onto her belly. She wasn’t going to let her mother escape so easily, she was sure that she’d set the hook… and now only needed to reel her in.

She wriggled herself around on the bed in what she imagined was a sexy, mink-like manner, but really resembled the movements of an inebriated salamander. Sticking her rump up in the air, she flicked her blue-green tail up, making her skirt flip up onto the small of her back, revealing the filly’s white and blue striped panties. Apogee chewed her lip in concentration as she tried and failed to lower the cotton underwear with her tail, an act that all the magazine stories made out to be an easy task... But she only managed to shift the slip of fabric partway down her cute bottom, revealing that sacred, tender flesh just about her tailhole.

“Apogee.”

She didn’t notice the change in her mother’s tone. She was too busy trying and failing to make her underpants slide down her sock-clad thighs while trying to flash her plot in something like a seductive display to her mother. Those damn panties were just bunching up!

“Apogee!”

She gritted her teeth and lifted her dildo-clutching hoof, reaching back to grab at the plain panties (why hadn’t she picked the sexy ones this morning!?). She used the tip of the fluorescent, plastic penis to pull at the stubborn elastic waistband of her garment, deliberately dragging its tip up her puffy lips, making the white cotton turn transparent with her soaking juices. “Oh mom… I need you to hel-”

“APOGEE!” Delta’s hoof slapped the dildo out of her weak grasp, sending it comically spiraling across her room.

The filly felt like she’d been hit with a stray lightning bolt. Adrenaline and anxiety dropping through her gut like a cold boulder. Her mother promptly flipped her skirt back into place and spun her around to face her, forcing her to sit upright before her.

“Just what the hell are you doing, kid!?”

Apogee’s face flushed red. Had she done something wrong? Why was she being treated like this? Shame, embarrassment, humiliation rushed through her: the specter of rejection was a cruel and unforgiving banshee. Her teenage mind struggled to keep up. “W-what? I don’t… understand.”

Her mother looked back at her with a sigh. “Do you even know what you’re doing? You have no idea, right?”

Apogee’s mind raced. What was she talking about. Of course she knew what she was doing. She wanted to get closer to a pony she loved dearly. Just like with her Dad. What could be better than basking in that love, which made them all feel so good? Her eyes sparkled with early tears as she looked desperately for some sign of relief, of comfort… some sign that this was all a cruel joke. “W-what do you mean?”

“You’re just a kid, kid.” Delta grunted. “Playing grown-up games with a never-was… who also happens to be your mother… your much older mother.”

Was that what this was all about!? She thought they’d been THROUGH all this. Apogee screamed in her own head. That she was too young!? Too immature!? Her red-face of shame quickly became a red-face of anger, the filly blinking away the light dewy tears that had begun to form prior. “What!? I’m OLDER than I was last week… you didn’t complain THEN!”

Delta looked away from her, muttering softly. “...maybe that was a mistake…”

Apogee felt a tingle of electricity race down her spine, making her hackles rise like an attack dog ready to strike. “What!?” Her shout was loud even in her own ears.

Delta whirled back on her, with the look of a cornered animal, ready to strike out in desperation. “What the hell is a little squirt like you doing in my trashy trailer on a Friday afternoon, anyway!? You should be out at a movie-theatre, or an arcade, or studying or…”

“Y-yeah… s-sure.” Apogee squeaked, her ears folding back. She didn’t want to fight with Delta. It was the last thing she had wanted to do. But the disappointment was painful, stinging. It made her feel like the love she so desperately wanted to share was being emptied out like spoiled milk, unwanted… circling down the drain. “I guess I see what you mean…”

Delta was looking at her with something approaching the beginning of sympathy. “Don’t be so down, kid. It’s an important life skill you know… being able to pick up stallions… young filly.” Apogee watched her mom try to salvage the situation, her wings fluttering again. “I don’t want you to end up being the kid at prom that has to bring their dad with them. Can’t you just try to pick up somecolt your own age?” Delta bit off her frustrated question before too much bitterness poured into the interrogative, but it was too late. Apogee felt like she was being bullied in the hall by Tessla, her arch-nemesis, a filly who loved to point out how Apogee had no hope of getting a coltfriend. It was so much worse coming from her mother, though. “You’re too smart to be so desperate that you need to turn to your damn family to get some sexual attention.”

Apogee shivered, as the set of fears that most teenagers try to avoid raced through her head: was there really something wrong with her? Was there something wrong with how she looked? Did Delta and Jet only ‘love’ her because she was their daughter? It was a small fear, something that always haunted her, as she’d sit with her best friend Diz in the library and discuss their shared failures at romance and crushes.

“H-hey!”

“...is for whorses, kiddo.” Delta grunted flicking her nose as she turned away, reaching for her pack of cigarettes on her night table.

Apogee jumped off the bed, wheeling around the room to try to catch her mother’s eye again as she turned away. She had no idea whether she should feel crushed or furious, apologetic or insulted. Damn these adult arguments were so complicated! She didn’t know if she should cry or flip her mother the high hoof. Her chest puffed up, and she puffed out her cheeks… a contained explosion of invective poised to strike. She opened her mouth ready to let loose with a torrent of venom...

“I-’m sorry mom!” Ultimately, at heart, Apogee was a good girl. Too much of her father in her.

“Save it, kid.” Delta sighed, pulling a cigarette from her pack and stuffing one of the Marelboro sticks between her lips. “Let’s just forget the whole thing ever happened.” Delta’s light chuckle, as if the whole thing barely mattered set Apogee’s teeth on edge. She stomped her hoof, anger coming back into her face, all those curses rising biliously in the back of her throat again.

Ultimately, at heart, Apogee did still have some of her mother in her, after all. “Buck that!” she shouted. “I don’t want to just pretend there’s nothing between us mom. I love you!”

Delta winced, though Apogee couldn’t tell if it was from her declaration or the lighting of the cigarette in her mother’s lips. She waited as Delta took a half-hearted drag and let out a sigh with a concomitant cloud of acrid smoke. “Tell you what, kid. You convince me that you still… ‘love me’... even after you’ve tried being with a colt your age and I’ll believe it ain’t just your filly-brain wired on hormones.” Delta emphasized her last few words with annoying taps to Apogee’s forehead.

“Th-that’s not fair!”

“What pony ever said the world’s gotta be fair, kid?” Delta chuckled, walking toward her kitchen.

Apogee was left for a half moment, annoyed at being brushed aside by her mom, treated like a little foal who could be placated with the false promise of ‘maybe later’, like she’d asked to go to a theme park, or to get her favorite candy.

But her self-pity didn’t last long, Apogee clenched her jaw tight and steeled herself. If that was the way her mom wanted to play it… Apogee would throw it right in her big, dumb, smug face.

She raced out of the room, brushing past her mother at a trot before bursting out the front door.

“Hey! What the… where are you going kid?” Delta called after her, surprised that Apogee had suddenly decided to take off at a flying start.

“To go land a colt, obviously!” Apogee called over her shoulder as she took wing, leaving a soft dust cloud behind with the powerful flap of her takeoff.

Apogee didn’t see her mother left behind, shaking her head at how badly she’d screwed up her attempt at being a good mom.


***DON'T CLICK THE FIMFIC NEXT CHAPTER! THIS IS A SHARED FIC!***

***Chapter two can be found HERE***


Chapter 3. The HayScore

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***You should have come here from Chapter two***


Apogee fluttered into the busy parking lot, almost skidding on the light dusty sheen that blanketed all asphalt lots this far from downtown. The coastal desert sands which surrounded Las Pegasus found their way into every crevice and onto every surface. It was as inevitable for the city to be coated in the coarse grit as it was for a pony to find their skin chafed after a long day at the beach.

After dusting herself off with a brush of her wing, she glanced at the flickering neon sign above which proudly read, 'HayScore!', the exclamation point noisily plinking in and out with an irregular rhythm. Unsurprisingly, they still hadn't fixed the neon tubes since the last time she'd been here. Maintenance wasn't high on the priority list for these kinds of establishments, though in a way that was part of the charm, or so Apogee would argue. Pushing open the door, her nose was soon assaulted by the musty smell of dried sweat and hay fries. At this point she was used to it. This cave-like atmosphere had always been a refuge of sorts for Apogee and her best friend Daisy Cutter. Hanging out at other, more ‘filly-like’ locales like the mall or the Las Pegasus strip ran the risk of running into the ‘popular’ clique from her school…

It wasn’t that Apogee and Diz were bullied, but they’d just as soon avoid the hassle of dealing with some of those stuck-up snobs. Those popular mares would never be seen in someplace like an arcade, which made it a great spot to escape from the environment of privilege she'd grown up in.

Plus, they’d get to play some amazing classic arcade games! All the young colts and fillies might be glued to their Haystation 4’s, but Diz and Apogee had learned the joy of standing beside one another, cheering each other on as they tried to get a new highscore in Horsey Hong.

Apogee sighed, tension boiling off her under the familiar black lights and beeping sound effects of her haunt. She knew it wasn't the ideal place to find a colt or stallion, but she could do with a little break before trying to sneak into a bar, or going to a weight-lifting gym, or to her high school’s hoofball field… or wherever it was that eligible colts and stallions could be found.

She groaned and rubbed her temples - she didn’t know the first thing about picking up boys. She hoped Diz–who often came to the arcade around this time–would have some sage advice she could offer. She'd better show, otherwise Apogee's chances of finding a stallion were abysmally low.

Hoping her friend might already be here, she looked around for a familiar face. She soon saw one, though it wasn't the one she'd hoped to see. An annoying, acne-faced wastoid named Keith (a weird name for a unicorn), who was munching on cheetos, grinned at her while he leaned on a nearby game cabinet. Before she could break eye contact, he wiggled his eyebrows at her suggestively – as he always did, much to her and Diz's chagrin. She could forgive the acne, but the messy coat of cheeto dust and his half-grown in, scrawny beard were just too much to bear. And that wasn’t even getting into the issue of his body odor.

She shuddered, and stuck her tongue out. “Don’t hit on me… Not today, Keith. I’m just, really not in the mood.” She turned away, leaving him behind her with a derisive flick of her ears.

The grey-furred, scraggly unicorn colt rolled his eyes and scoffed. “Oh don’t flatter yourself, feather-head. I just thought you might like to know that you aren't the reigning champion of LUNA’S Lander anymore.”

Apogee froze midstep, eyes widened in shock.

LUNA’s Lander was her favorite game. She’d spent hundreds, maybe even thousands of coppers on the older arcade box, dropping coin after coin into its greedy slots as she and Diz would waste away the long summer afternoons and evenings. Not only did Apogee hold the high score on the game… she held the top ten scores! Patrons of the arcade knew to clear out and let Apogee, master LEM pilot, go to the front of the queue… nopony even dared attempt an assault on her lofty score.

How was this possible!? She whirled around to fix Keith with a steely gaze.

“Horse apples!” she huffed. She didn’t usually swear, but this was a special occasion.

"It's true," the attendant said with obvious, smug glee. “If you don’t believe me, see for yourself. He’s still there, putting up score after score."

All thoughts of her fight with Delta and stress over how she would find herself a coltfriend were driven from the filly’s mind as she raced down the aisle of the arcade. The arcade was conspicuously empty for this time of day, and she soon saw why.

A large crowd of ponies was gathered around the LUNA’S Lander cabinet, watching somepony play the game, cheering and clapping as he manipulated the controls. Playing the game. Her game. Her score!

“Outta the way!” Apogee grumbled, pushing through the ring of ponies watching. “Just who is this….”

Apogee bit off her words as the pony came into view. It was a teenaged colt. An earth-pony only a little bit bigger than she was. He had a dark-brown coat, the short hairs of which seemed to rustle and stand on end as he worked the controls with silent intensity. His lighter brown mane bounced around, a messy mop that was concealed under a multicolored beanie with a small propeller on top, like something out of one of her old comic books. His amber eyes were fixated with intensity on the black and green CRT screen, as he gingerly caressed the controls.

Apogee fell silent. His play was sublime: he wasn't cheating, he used no exploits or underhanded tricks that she could see. He was beating her score, and he was beating it legitimately. He was good.

On screen, the little spacecraft danced and spun around waves of asteroids and space debris at a frighteningly fast pace, racing toward the cold grey surface of the moon, pulled inexorably by gravity that could only be counteracted from an ever-dwindling fuel gauge. One thing about the old-school games… they’d been designed to swallow foals’ bits as if they were greedy griffons - and that meant they were HARD.

Apogee bit her lip. This colt had already reached the bonus stage of the cabinet; it was a feat that few ponies could pull off. LUNA’s lander required you to carefully land at several poorly marked landing zones. But that wasn't even the worst of it! Even assuming your tinfoil craft didn't get shredded by the asteroids, firing your engines too early or too late was sure to put you at mercy of gravity.

For those skilled enough to manage this herculean task, a small avatar of Princess Luna would trot out to your spacecraft and partially refill your fuel tanks for each successful landing you made. With anything but the boldest of trajectories and the most practiced of timings with the engines, you’d quickly run out of fuel and get a game over before completing your mission to reach each landing point. But if you managed to hit all the landing points, you would be given an opportunity to attempt the bonus stage: fly for as long as you could to the right of the screen, using all of your fuel to obtain a maximum distance travelled and rack up a massive score.

Apogee watched as the lander fired at full blast horizontally, racing in a parabolic arc off toward the right of the screen, somehow perfectly timed to miss little flecks of space rock, which were themselves travelling at various speeds… weaving through the deluge with maximum efficiency.

She’d gotten to this stage herself only a few times…but she had more fuel in her gauge when she did so... Apogee smiled to herself smugly - she WAS still the best after all! Any moment now this colt would need to rotate the lander 180 degrees and use the engine and its remaining fuel to slow his horizontal velocity down, so that he’d have only the barest of chances to even attempt a landing.

Apogee’s eyes widened with shock as the colt continued on, angling his lander even higher up, increasing the speed and trajectory, all but ensuring that his efforts could only end in a fiery, disappointing crash. The entire crowd gasped as one, and Apogee could no longer hold herself back.

“What are you doing!? There’s no way you’re going to be able to land now!” Apogee pushed forward as she shouted, pressing up against the colt.

His eyes briefly flicked from the screen to her face, and the look of concentration, complete with tongue stuck out as he worked the controls, faltered momentarily. He stared at her with mouth slightly agape for only a moment, then returned his attention back to the screen and grinned.

“Nah, I got this, just you watch!”

Apogee bit her tongue, an incredulous comment dying in her throat: she refused to believe the colt would be able to pull off his cocky claim. Yet her astonishment was compounded when he tilted the low-pixel-count lander on its side, and hammered the translation joystick against the direction of motion. The tiny maneuvering thrusters on the lander began to fire, ever-so-slightly starting to slow the lander.

The hackles on Apogee’s back stood up. You weren’t supposed to be able to use the RCS thrusters for that! The impulse rating on those nozzles was tiny! You were only supposed to make major delta-v changes using the main engine! Her mind raced to compute the trajectory, the altitude, the new variable of the tiny thrust from the maneuvering jets, and the miniscule fuel remaining for the main engine bell. She chewed her lip.

It was going to be close.

As the altimeter began to roll down, numbers rolling off at a terrifying rate, she eyed the red button reserved for firing the main engine. He had only moments to turn it back on, what was this colt DOING!?

Just when she was about to hit the button herself, the teen slammed on the button, igniting the main engine of the LEM and throttling the engine to maximum fuel flow. The craft decelerated at a terrifying rate as the rocky lunar surface raced up to meet its feeble, spindly landing legs.

“Too early!” Apogee squeaked, unable to contain herself. She could already tell he'd decelerated too early. His premature suicide burn would leave the craft hovering tens of meters above the surface, with no fuel remaining, only to come crashing down the rest of the way in a helpless descent, fully at the mercy of the moon's gravity.

“Shoot!” Button cursed under his breath. He’d obviously come to the same conclusion, but there was nothing he could do: he was task saturated with dodging a new, ferocious storm of micro-debris using the translation thrusters. There wasn't enough time to focus on both the descent and the asteroids. His shoulders slumped in anticipation of his unavoidable destruction.

“Here!” Apogee pushed forward, bumping the side of her flank against the colt’s, positioning herself to handle the thrusters. “I’ll handle the engine, you handle the controls!”

She took up a position next to the colt, ignoring his stunned expression as she began to skillfully tap the engine light and engine shutdown buttons in succession. Alternating the main engine between zero and one-hundred percent in quick, staccato bursts helped ease the velocity down toward zero in a more controlled descent. But the earlier, premature thrusting had left the craft with only the barest remaining fuel. It was going to be close.

“Ten seconds!” She grunted, sweat forming on her brow. She had to work in perfect synch with the colt’s deflections on the control, each roll, pitch and yaw to avoid objects throwing the main velocity vector of the engine wildly about, requiring her to hit the ignition button with extreme precision.

“Less yaw!” She growled!

“More thrust!” He chirped back at her.

The two had become like a single entity, each movement complemented by a reaction from the other, skillful hooves tweaking and teasing buttons and knobs with the deftest of touches as they approached the climax.

“Yes! Yes, that’s it!” Apogee huffed, short of breath. “That’s the spot, keep it there, keep it there!” She could feel her wings extending with excitement, as the colt managed to peg the craft’s engine vector directly through its prograde vector, just in time.

“Harder! Harder! Thrust harder!” The colt groaned out. “So… close… we’re going to…!”

“TOUCHDOWN!” Apogee and the colt cried out at the same time.

The lander hit HARD. And one of the legs crumpled under the impact, the low-resolution white pixels winking out of existence on the old CRT screen. Neither said a word, or even breathed, as the little stricken lander rolled forward along the cratered surface slowly scraping to a halt… without breaching its hull integrity.

SUCCESSFUL LANDING!

YOU ARE WIN. (It was made by Neighponese developers)

Apogee threw her forehooves up in joy, wrapping them around the neck of the brown haired colt as he did the same to her. The two did an awkward dance of joy, clutching one another and whooping in triumph, two nerds that were too caught up in their moment of triumph to realize what a spectacle they were making of themselves. They were oblivious as the crowd cheered and gathered closer, everyone eager to see what the new high score for the cabinet would be.

But the two young teens were far too interested in one another and the challenge they’d just pulled off.

“You were amazing!” The colt smiled at Apogee. “When you were hitting the thrusters like *pew pew pew*”

Apogee blushed as the colt effused praise on her. “No, YOU were awesome,” she quickly retorted, “you were dodging that one wall of asteroids, like *pyeow pyeow*.”

The two dorky teens continued to exchange video game-related compliments and sound effects, happily hugging one another, when someone in the crowd spoke up as a whispered gasp came from the crowd.

“Look at that! A 999999999 score! If they’d gotten even a pixel further it would have flipped the counter over and they’d have gotten a negative score!”

A thunderous cheer rose up from all around them. Apogee and the colt blushed, suddenly realizing just how much they were the center of attention, and they untangled themselves with embarrassed, chuckles.

“Well, go on.” Apogee grinned at the glowing young teen, “enter your initials already!” She nodded at the cabinet.

“It wasn’t just me though… we’d never have made it if you hadn’t jumped in.” He rubbed his two forehooves together and looked up at her. “YOU should put your name in… what is your name, by the way?”

Apogee chuckled inwardly. It was the most adorable way that a colt had ever asked for her name, and quite devious, too. Though he was willing to give up all claim to his high score just to meet her, which was sweet in its own way. But two could play at that game.

“My name’s Apogee.” She smiled.” But I tell you what, why don-”

“You’re Apogee?” The colt looked stunned. “You’re the one who holds records on pretty much every cabinet in here!” The colt’s face lit up with surprise and awe. “I’ve never actually met a filly that plays games!”

Apogee leaned back slightly, eyebrow arching, starting to open her mouth to offer a rebuttal.

“...that’s so COOL!” The dorky young colt danced on his hooftips and did an excited twirl. “The only other mare I know that likes video games is my mom... though to be fair, that’s pretty much the only mare I really know…” He brought a hoof to his mouth quickly, his eyes widening slightly. “Shut up Button, you’re making a fool of yourself.” He muttered, barely audibly, under his breath.

He was a strange, goofy kid. But any offence she may have taken was washed away by his wave of enthusiastic awkwardness… not unlike her own dorkiness. She quickly trotted over to the cabinet, clearing out the onlookers and beginning to flick the joystick to scroll through characters.

“Tell you what,” she said as she plucked out the characters 'APO', "let's split the high score. We’ll put in the first three letters of my name, and you can put in the last three letters of your name. Which you still haven’t told me, by the way.” Apogee looked back over her shoulder at the youth.

He was staring at her.

Or more accurately, at her butt.

Apogee felt a rush of blood to her face. "Uh…"

She hadn’t noticed, but with all the excitement, her wings were part way extended and her body had a healthy sheen of sweat. Her tail was partially flagging, lifting her school skirt well clear of her teenage hips. As her eyes traced the colt’s gaze, she caught him staring at her marehood.

Her hoof raced to grab the hem of her gray school skirt, making ready to yank it over her flanks and cover herself, an instinctive reaction to accidentally flashing a stranger. But as her hoof went to grab the fabric of her skirt, she stopped. Her curiosity to see what the colt might do was greater than whatever (little) priority she had.

He was looking at her plot intensely, a heavy blush forming on his face. His muscles jerked and spasmed, a war clearly present in his posture as he doubtlessly battled against his own male hormones. She'd seen this kind of thing before. His desire to take in every inch of her plot, without the sense to look away, was strangely cute.

More to the point, He was cute.

The reality of this thought sunk in. He was cute! Why not try to flirt with him? They shared a common interest, and he seemed every bit as socially obtuse as she was. At the very least, she had managed to catch his gaze without even trying. This could be her lucky break!

Thoughts and schemes poured through her head, and all the while her heart was thumping louder in her chest Blood rushed through her head, making her ears buzz with noise and her vision blur with excitement. Even as her excitement grew to a fever pitch, the colt's stare never left her rump for even a second.

This seemed too good to be true. But what about him? Was he thinking about her? Did he like what he saw? What was he imagining right now? Doing naughty things with her?

She felt her body begin to react with the earliest signs of physical arousal. Her powerful wing muscles filling with blood, slowly extending outward, her a rush of heat to her nethers, plumping up and signaling to the hungry colt’s eyes that she was excited..

The colt’s nostrils flared slightly.

Apogee embarrassingly wondered if he could smell her. She hadn’t washed all day, and she had gotten a bit worked up in her mom’s trailer not so long before.

His blush deepened and she saw him shuffle his back hooves slightly.

She grinned. What if he was getting a boner? A naughty thought raced through her head… silently she hoped she had given him one. She consciously squeezed her pelvic muscles, hoping to coax a lewd display out of her young body, to give the colt a flash of even more. She chewed her lips as she focused and squeezed, but she only managed to make her dock bounce and jump with the effort.

The colt’s adorably guilty eyes flashed up to her face, widening in shock as he realized he’d just been busted.

Shoot! Apogee thought, upset that her little show had to be ended, lest he now suspect her of purposeful impropriety. She quickly pulled the hem of her skirt down and lifted her eyebrows with a bemused glance, before clearing her throat. “Ahem?” She grinned, letting him know that he’d been caught, but that she wasn’t displeased with his ogling.

“Uh…. s-sorry," he stammered nervously. “Button. My name’s Button.” He smiled nervously back at her. “Button Mash.”

Apogee stepped back and away from the cabinet, the crowd having mostly cleared away, returning to the assorted rows of beeping, flashing games ready to steal their hard-earned bits and leaving the two teenagers together.

“Well Button… why don’t you put in your last three initials.” Apogee nodded toward the cabinet.

“S-sure!” Button trotted forward, taking the joystick and rolling through the list of characters to fill out the highscore entry. M… S… H… APOMSH. “I skipped the A, but Apomash actually sounds pretty good, don’t you think?”

Apogee hummed back a response. “Mmhmm!” But she wasn’t paying attention to the cabinet. She’d been focusing on the body of the colt. Looking at him in a way that she hadn’t before.

He still had that lanky-build that so many teenage colts of her age possessed: the skeleton of a stallion without the layers of muscle and fat. There was none of the stallion-ly sharpness, the rough chin or square shoulders... features that she had always loved in the heroes on her wonderbolts posters… and in her father’s build. Still, there was a soft cuteness to him. His face… his withers… his long, earth-pony legs… and his cute, earth-pony rump. She could sense that he would grow to be a big, handsome earth-pony stallion.

She understood why her mom sometimes went after younger colts. They were pretty cute.

As Button chittered happily about the impossibility of their high score, Apogee felt a surge of teenage foolhardiness, likely assisted by the copious hormones racing through her. She made a little coughing sound as a ruse to get the colt to turn and look at her… so she could see his eyes.

He turned.

Both teens stood there awkwardly. The building silence became an interminable eternity. Apogee's lips failed to produce words to dispel the awkward teenage gawking. She was caught in a cycle of looking between the colt’s body and face, her curiosity getting the better of her and making her ogle him like some perverted lech of a mare. Before this creepy staring went on too long, she brought her eyes back to his deep brown irises, embarrassed that she might have been caught ogling, only for her to see that Button was, at that moment, doing the same thing to her… and setting her off on a new round of teenage-hormone fueled inspection.

Her mind raced with the occasional dirty thought: Apogee imagined kissing the cute colt, her blush deepened at the prospect. She had trouble meeting his eyes when her hormone fueled imagination flashed other images... of sturdy erect things flopping across her face… or a thought of him climbing up on her from behind, using those lanky forelegs of his to wrap around her neck…

Celestia! Why was she thinking all this!?

As she questioned her sanity, the two teens shared a thoughtful look at each other. Maybe he was thinking the same thing? Impossible to know, really. And the more she thought about it, the more foalish she was beginning to feel.

Apogee waved a hoof and chuckled openly. The sound of her good-natured mirth was enough to jolt them both out of their puppy-love stupor.

Button was the first to speak, clearing the air of the earlier awkwardness. “So you like LUNA’s Lander the most, huh?” he asked, his hoof nervously scratching the back of his head. He pointed toward the arcade cabinet where they'd shared their mutual triumph.

Apogee was glad for a distraction from the heavy sexual tension that had hung in the air between them. Chatting about video games was obviously a safe subject for Button. She cocked her head slightly, surprised that he was able to tell which, of all the games in the arcade, was her favorite.

“Yeah, it is…” Apogee nodded. “How did you know that?”

Button flashed a brilliant grin “Dunno… could be that you had every high-score on this cabinet, and only a smattering on other ones… but I could just tell that you really liked this game. Like… like liked. The way I like games.” Button nodded at his cutie mark, which Apogee noticed for the first time: an old school directional pad.

“Yeah, I really DO like LUNA’s Lander," Apogee agreed, trotting up next to the colt, her hips brushing past his. “Not so much because I love the GAME so much, but I really love the theme. A semi-realistic lunar landing simulator is just so cool! You could almost see how we might one day make a real lander… it won’t work anything like this one of course. I’ve actually seen the real RCS system that the Stalliongrad space program used twenty years ago: there’s a fully working model in my mom’s junkya-... I mean spaceship storage lot.”

The look of curiosity on Button's face slowly gave way to something like wonder. “Woah. That’s amazing! So you like space stuff, huh?” he asked, wincing at his own words. The air of uncertainty in the way he spoke was surprisingly endearing. Or, perhaps it was his enthusiasm.

Apogee cut past his awkwardness and said, “My mom and dad do… or did a bunch of space related work. I’ve always wanted to go.”

Button's smile widened. Apogee likened it to admiration; it was the same look she imagined herself having whenever her mom and dad talked about, as Button so eloquently put it, 'space stuff'.

“That’s pretty cool,” he said, but didn’t you say that this isn’t a realistic simulator? This game was designed by one of the greatest video-game developers of all time at Neightendo, almost 10 years ago, and he used all sorts of cutting edge graphics and algorithms to make the best simulator possible!” He stomped his hooves as he continued to rattle off the history of the game. “You should know, among the gaming community, LUNA’s Lander is consider to be one of the best examples of a ‘hardcore’ simulator.”

It was becoming increasingly difficult to withhold a giggle at Button's expense.. He was adorable when he got worked up about his video games. But she couldn’t let a space neophyte like him get the wrong impression about just how complex real space-landings would be. “Nah, this may be a great game, but the ‘real’ thing would be an order of magnitude more complicated!”

Apogee trotted out, flaring her wings, and going into lecture mode. Diz would be proud. “For one thing, this is a two-dimensional simulator of a complex three dimensional problem…. In fact, somepony could even call it a four dimensional problem if you consider the issues of time and gravity on a landing trajectory… now I know what you might say: ‘but they added in all sorts of space debris and stuff to make it even harder!’” Apogee huffed, patting the top of the cabinet like a used car sales pony, “but that doesn’t even begin to make up for a number of other inaccuracies. For instance, the reaction control system that is used to make the craft pitch, roll and yaw… and which you used to cheat out a few extra delta-vee of thrust-”

Button puffed up his chest. “Nah, that’s not cheating Apogee. We call it an exploit.”

Apogee stuck her tongue out playfully before continuing. “Whatever you call it, it’s impossible in the real world: RCS thrusters need fuel just the same as any engine does, it isn’t a magical perpetual motion machine… and with current RCS technology, you’d burn out the nozzles if you fired for longer than a few seconds, let alone the minutes that you were ‘exploiting’.”

"Huh," he muttered, looking equal parts intrigued and baffled.

“That’s not all… I guess I ‘exploited’ the game too by shutting down and starting up the main engine the way I did.” As soon as the word 'exploit' left her mouth, Button looked ready to correct her on the use of the word, but she pressed on before he could interject. "But that’s also totally impossible in the real world. Lighting engines is really complicated, most of the time it can only be done once! And even if it is an engine that can be re-lit, it takes a lot of extra systems to make it reliably work, and you definitely can’t flick it on and off like a light switch.”

Her nerd-gasm about the complexities of rocket engine ignition only seemed to strengthen the young colt's amusement. She hoped his obvious amusement came from a place of respect. She was being super impressive and knowledgeable right now! He should be impressed.

“How do you know all this cool stuff about rockets?” Button asked.. Apogee felt his tail brush against hers, but she wasn’t sure if it was on purpose or just coincidental. “I mean, ponies barely talk about the rocket program anymore.”

Apogee carefully flicked her short tail-bun back at Button, trying to make it seem like she may have accidentally brushed him as well, tickling the side of his flank. It was scary and exciting, flirting physically this way.

“So, how come an incredible video game player like you hasn’t come around this place before?” Apogee asked, nodding over toward one of the empty tables in the concession are of the arcade. Button looked over at the table then back at her with a blank expression on his face.

“Huh? Is something wrong with the table?”

“No, Button, I was suggesting we go sit over there.” Apogee giggled.

“Oh? Why? Don’t you want to play some more LUNA’s Lander?” Button asked, dangling a bit in front of her.

Apogee was taken aback at that. Yeah she wanted to play, but weren’t all serious dates supposed to be at a table, where a colt and filly would stare deeply into each other’s eyes over a milkshake, slowly draining the glass until reaching the bottom and then they could… well… “But I want to hang out with you, and y’know… chat…?”

Button chuckled, the peals of his soft laugh delighting Apogee’s ears, she could see herself easily being swept up with his goofy, clumsily outgoing good humor. “Naw, we can hang out doing something fun, like video games. Plus, I always find it easier to think and chat if I’m playing a game.” Button scooted over to one side of the cabinet, making room for Apogee. “Here, we can try to do the two-player style again.”

“S-sure!” Apogee squee’d, as the cabinet blinked back to the start screen and Button prepared a new round. “So, you didn’t answer my question: how come this is the first time I’ve seen you around here?”

“Aww, well… that’s ‘cuz I just moved out here with my mom," he said, his voice and posture visibly deflating as he spoke. “I had to leave my whole town behind, all my friends… my school… but most importantly…” The colt became more misty-eyed with each labored word he spoke. “...all of my records at the Ponyville arcade.”

Apogee couldn’t help but scoff, her cheeks bulging out slightly at the colt’s sadness.

“Hey!” Button glowered, having sensed Apogee’s disbelief. “It’s a big deal! I had the high score on every single cabinet in there! I would go every weekend to defend my records against challengers and visitors! All for naught! Even my mom didn’t understand.”

Apogee sighed. “Sorry, I didn’t mean to laugh, you just looked so… passionate.” Apogee blew a puff of air to clear a strand of her mane that had fallen across her face. “I know how you feel about your mom not understanding. I have to deal with the same thing.”

Button grinned out of the side of his mouth. “You too, huh? Let me guess, your mom treats you like you’re still a grade-school, blank-flank foal, right?” Button’s jolts on the joystick became more heated and ferocious. “She doesn’t want to see you as able to make grown-up decisions, right?”

Apogee glowered, the conversation with her mother from earlier that day springing back to mind. “Yeah, you’ve hit the nail in the horseshoe… but that’s only the start of my problems.”

“What do you mean?”

Apogee stiffened… she had to be careful not to reveal too much to this random colt. “Well… not to be a jerk or anything but it’s made worse by the fact that I have a really special relationship with my mom. How best to describe it… well.. we’re REALLY close.”

Button’s eyebrow arched and he looked at her with a smirk, “I doubt that you’re as close as I am with my mom, but go on.”

Oh if only he knew, Apogee thought to herself. But she didn’t want to seem like a brat: Button might have a really important relationship with his mother.

“Well… let’s just say that… uh…” Apogee’s mind was feeling a bit scrambled. How could she share her feelings with Button without spilling the beans? More to the point, why did she feel so comfortable talking with him... ? “Well, my mom has this weird hang-up. She seems to think the closer we get, the more she’ll end up hurting me.” Apogee grunted, her hoof hammering the controls of the game with frustration. “So as soon as I think we’re making some progress… getting closer… suddenly she shoves me away like she’s the only one who gets to decide what’s best for me!” Apogee’s face turned darker, “At least, I think that’s what’s going on… maybe she’s just pushing me away for her own benefit.”

“No that’s not it.” Button said earnestly, actually taking his eyes away from the game to look at her. “I mean, who could push someone as awesome as you away and think it was for their own benefit, she’s gotta be doing it because she thinks it is the best thing for you.”

Apogee blushed in spite of herself. It was nice to be called awesome. It was true, after all, so it only made sense that somepony recognize it once in a while.

Button stared at her, temporarily distracted from his game. "Sorry if that was kind of sudden. You really do seem… um… nice."

"I don't mind," she said breathlessly. “But back to the point, don’t you think that I should get to decide what I want? Why should my mom be able to tell me that I need to find a colt my age?”

“Of course!” Button piped up, his attention back on the cabinet. “Just because I said your mom is doing it for your sake doesn’t mean I think it’s right. I’m having the same problem… how do I show my mom that what I want matters too?” Button continued talking, the stream of consciousness permitted by his divided focus on the game allowing his dialogue to pour out freely and without hesitation. “You said that she wanted you to date colts your age? So that means you don’t want to do that?”

Apogee quickly corrected him. She didn’t want him to get the wrong impression. “Well… no, it’s not that. I mean… I’m not opposed to dating a colt my age… it’ just…” Apogee groaned, struggling with how she could word things.

“Hey, I get you, though.” Button mumbled. “My mom has started to push for the same thing. She acts like it would be the easiest thing in the world for me to just wander out there and fall madly in love with some filly and start a relationship with her.” Button’s grumble became a growl. “They really don’t care how much we feel, do they?”

“No.” Apogee agreed.

Some silence passed as the cabinet continued to make its bleeps and bloops. Apogee was lost in thought, her mind spinning but unable to form exactly what it was that was bothering her.

“So,” Button’s voice interrupted her, reminding her of his presence, “how long have you and your mom been a thing?”

A shiver of fear raced up Apogee’s spine. He knew.

How!? Oh wait, was he just referring to her troubles with her mother, or was he implying a relationship? Quick Apogee, play it off like it was the former! “H-huh?” Apogee’s voice croaked at just the wrong moment, making her dubious response even more suspicious.

“How long have you and your mom been so close?” Button asked, nonchalantly.

“Wha- What do you mean?”

“Like… so close with your mom that you get really upset if she sends you out to find a colt your age.” Button cocked his head and narrowed his eyes slightly, a suspicious glance blooming in his face. “Why… what did you think I meant?”

“N-nothing!” Apogee squeaked, standing straight up right.

“Uh huh…” Button coughed. Looking around to make sure nopony was in earshot. “Y’know… call me crazy… but.. what if I were to… hypothetically wonder if somepony in a similar situation, might have a somewhat more… special relationship with their mother?”

Apogee tried. She really did. She knew she had to try to not react at all, to have the coolest poker face that would be completely unreadable… then she could feign a lack of comprehension…

Apogee was terrible at poker.

The shiver that went through her body was a tell that she was sure the colt had seen. Somehow, impossibly, she felt like this colt was an expert in the subject of concealing taboo relationships… and that he’d seen right through her. This was bad.

“I didn’t, I mean… I- don’t…” Apogee grasped for words, her fears peaking as she imagined this unknown colt running to the nearest police officer and spilling the beans, ruining everything.

“Relax.” Button said soothingly, his eyes widening. He must have realized just how panicky she’d become. “I didn’t mean to frighten you. Honestly, I never understood why ponies get so uptight about it. If it weren’t for her insisting I keep it quiet, I’d happily tell everyone that I was sleeping with the most beautiful older mare in the world: my mom.”

If Apogee’s words had trouble escaping from her lips before, now they caught in her throat like a lump of peanut butter. She barely avoided sputtering in surprise. Had Button really just confirmed what she thought he had? “Y-you… sleep… b-buck... your mom?”

Button blushed a little bit. “Yeah. I really shouldn’t have told you so promise you’ll keep it quiet, OK? H-hey!”

Apogee grabbed the colt by his shoulders, twisting him away from the arcade cabinet, she stared deeply into his face, scanning it intently for any sign of deception: maybe this was all a ruse to get her to completely admit to her incestuous predilections… was this some elaborate sting operation?

“Apogee! The gam-” Button’s complaint was cut off by the sound of a crashing explosion, and the flashing light of the cabinet.

YOU ARE CLASHED. GAME OVER. LUNA’s Lander was an unforgiving, if illiterate, game.

“Tell me again what you just said, Button.” Apogee asked, her eyes desperate.

Button tore his face away from the screen and looked at his new friend. “I said: I’ve been rutting with my mom for years now. It’s really not that big a deal, is it? I started so long ago.”

Apogee couldn’t see any trickery in his face. He was telling the truth. The surprise and shock in her face melted away to a goofy smile - a compatriot! She wrapped her hooves around buttons shoulders pulling him in for an exuberant hug.

“Ohmygosh ohmygosh ohmygosh!” Apogee squee’d, crushing the colt enough to make his eyes bulge out. “Tell me everything!”

Button coughed slightly, blushing and shifting his hind hooves nervously, as if concealing something. Apogee idly wondered if the hug had perhaps been a bit too exciting for the young colt. “What’s to tell… I was becoming a brat when I was a younger colt, I think I had a really high libido… at least I felt like I did.” Button rolled his eyes. “But then my mom started to help me… well… get some release. We got closer and closer.” Button sighed and plopped down onto his hind legs with a dreamy glint in his eyes.

As he sat down, Apogee’s hungry eyes raced downwards to catch a glimpse of Button’s… button peeking out from his nethers… maybe from her hug? Apogee thought to herself with hopeful, heart-pounding excitement.

Quickly, she covered her mouth to conceal her grin. But she couldn’t conceal where her gaze was fixated.

Button did a poor job of hiding his recognition of what she was doing... He stood back up with a start, a blush forming on his face as he rubbed the back of his neck. “Ah… s-sorry…”

Apogee tried and failed to contain a belt of laughter. It was cute to see his embarrassed reactions to her attention. She pressed forward on the more pressing topic though, happy to give the poor colt an out.

“Didn’t it cause you all sorts of problems? What happened when your friends found out, your teachers, your neighbors?” Apogee asked, the same fears that she had been suppressing with bubbling up in her mind, ripe to be addressed by this colt - a seemingly veteran of incestual parental relationships.

“Well, I always thought we kept it on the down low.” Button sighed, “but clearly I was missing something… I think one of the main reasons my mom moved me out here is because she was worried that other ponies were being suspicious… there are definitely a lot of nosy ponies out there, ready to stick their snouts into another family’s business.”

Apogee grimaced, that wasn’t exactly the reassurance she’d been hoping to hear. “O-oh. What about your relationship with your mom? Is it closer? Do you guys do romantic things together? Do you go on dates or go see movies or-”

“With my mom?” Button stuck his tongue out, making a mock face of disgust. “Bleh… no, we don’t do any of that sappy, gushy stuff. That would be weird.” Something was strange about Button’s response though. Apogee could almost swear she saw him sigh wistfully.

Apogee sat down, her brow furrowing in frustration, she massaged her temples, trying to ward off an impending headache from the comment she’d just heard. “You… you are actively bucking your mom… but you think that going on a date with her is weird?”

Button could only shrug in response. Something seemed off. There was something the colt wasn’t telling her.

“Ok ok… but tell me.” Apogee became serious again, this was the key question for her… a lot hinged on Button’s response. “Since you’ve started doing it with your mom… do you think she… loves you more?”

Button turned his head and looked at her from the corner of his eye. "Huh? I mean, she doesn't love me any less. Is that what you mean?"

“No, no… I mean… do you think your mom loves you more than she did before?” Apogee wouldn’t let the question go… she needed to know.

“Jeez Apogee… I mean… she’s my mom. I don’t think it’s possible for moms to love their foals any more than they do already, right? It’s like, maxed out right from the start, isn’t it?”

Apogee tried as best she could to not let her shoulders slump, not to let the flash of disappointment race across her features. But she knew that it had happened. The brave smile that she put on was a moment too late: Button had noticed.

“What’s wrong… was it something I said?”

Apogee shook her head, trying to cheer herself up. There was a cute colt chatting with her… and they were getting along so well! She didn’t want to scare him away with her troubles… he just… had a special mom, that’s all. “No, nothing… so… tell me about your time with your mom… how often do you guys do it?”

“Whenever I need it, I guess… my mom’s pretty accommodating.”

Apogee’s eyes narrowed with naughty intent. “And how often do you need it.”

Button shifted his weight and squirmed at the question, like there were little pebbles under his hooves. Apogee often forgot that not everypony was as tactless and blunt as she was. Even the most cocky of teenage colts (and Button didn't seem particularly cocky) would have trouble puffing their chest out in front of a cute filly on such matters “O-oh… you know… I’m sure about as much as the average stallion.”

Apogee chuckled mercilessly, she wasn’t letting him off that easy. “Oh, so you’re an average stallion, then?”

Even the most mild of teenage colts (which Button did not appear to be) would rise to such a challenge in front of such a cute filly. “Oh, well… actually above average I think… you know… significantly so… “ Button tried to casually rest his left forehoof on the arcade cabinet, leaning against it like he didn't have a care in the world. “At least my mom says so… no big deal or anything…” his hoof slipped slightly, almost making him stumble.

Apogee snickered. “OK then Mr. Above average... just how often do you sleep with your mom?”

“Uhh...well… I guess about once a day? I don’t mean I’m actually sleeping with her you know. Sometimes it’s just a quickie in the kitchen or whatever.”

Apogee rolled her eyes, that much was obvious. “Only once a day huh? I didn’t realize younger colts couldn’t go more than one round?” Apogee mused to herself out loud, thinking back on some of the discussions she and Daisy had gotten into in the library.

“Well, yeah!” Button quickly stammered. “I’m basically like a turbo-fire button on a controller: I don’t ever stop.”

Apogee couldn’t help herself and snorted aloud. It appeared Button had a bit of a braggadocious, boastful, exaggerated side… “Uh huh… well… Turbo... tell me this… have you ever...” Apogee leaned in close to Button’s ear glancing about conspiratorially and making Button flick his ear intently to listen to her whisper… “put it in her butt?

Button’s face went beet red and he stood stock straight. Apogee imagined she could see a geyser of steam burning out of his ears. “Y-you can p-put it in…. that?”

Apogee giggled, and walked past the colt, flicking her tail up and brushing the end of his snout with her tail bun playfully. “So it seems that I’ve got more XP than you… Turbo...” Apogee smugly chuckled and shook her shoulders with glee, happy to show the colt that he wasn’t the only experienced teen in the room, “...maybe you should call me turbo prime.”

“Okay, even I think that’s nerdy.”

Both teens burst out into a hearty chuckle. The tension could only build up for so long with these two goofballs.

Button cleared his throat and pointed at her. “But seriously though… you’ve done… that?”

Apogee's ears folded back and her crazy grin widened ever further. It was strange how comfortable she felt around this colt - it was so easy to share things with him, even such private things.

“B-but how? I mean…” Button scratched his head. “Now that I think about it, how do you even do anything with your mom? Like, don’t you need to have something to put in there?”

Apogee snorted, covering her snout. “No, silly… mares can do plenty of things without a stallion. Didn’t they teach you anything in health class? There’s only, like, one stallion for every three mares… of course mares can take care of each other!”

Button’s mouth was slightly agape. Apogee could see him squinting, trying hard to imagine just how such a task would be accomplished. “I guess I didn’t pay attention in health class - I considered my hooves-on experience to be sufficient. So do you like… use a hoof or…”

“Are you asking how my mom and I make love?” Apogee wriggled her eyebrows coyly, putting her face close to Button’s. “Well, for sure hooves can be involved… and wings… and toys...” Apogee shivered in excitement. "And tongues..." Apogee began to walk past Button, brushing her neck against his side as she spoke over her shoulder, “but you don’t always need to stick things in other things… there’s plenty you can do with rubbing...” Apogee pressed against the colt’s side seductively as she said this. Her heart thumped with excitement: being all sexy and flirty just like in those magazines was so much fun, so exciting! The feel of the colt’s fur against hers was so different than her mom’s or her father’s, the shorter coarser earth-pony hair scritching her coat nicely. Now just to finish it with a little tail flick to his nose again, she was practically a debonair seductress!

“ACHOOO!” Button’s body heaved against hers.

“Oh, sorry!”

“Why do you keep flicking my nose with your tail!?”

Apogee coughed into her hoof. “I was trying to flirt.”

“Oh… well, I didn’t realize flirting could get so… nasal.” Button chuckled. “I always figured it had a lot more to do with the stuff, y’know below?” Button grinned before pointing at Apogee’s nose. “I mean don’t get me wrong, Apogee. I think your snout is pretty cute, but what I saw earlier...” Button almost face-hoofed as he realized he’d busted himself

“Hey!” Apogee chided playfully. “Didn’t anypony teach you that you’re not supposed to stare?”

Button groaned. “You looked too when I sat down!”

“I barely saw anything!” Apogee whined. “Compared to your stare I had no time at all!”

“You can’t blame a guy for looking at something that’s right in front of him!”

“Well then, you shouldn’t blame a girl either!” Apogee stepped forward and used one of her still extended wings to flick her primary feather tips underneath buttons dark brown tail, flipping the whole thing out of the way.

Apogee had only a moment, but she quickly took in every detail of the teenage boy’s plot. Beneath his tailhole was a long stretch of smooth, unwrinkled skin, quite unlike her father’s, a slick taint that smoothly transitioned to a pair of egg-sized orbs, hanging in a firm pouch that quickly retracted with fright at their sudden exposure/ Not as pendulous or large as her father’s, but rather cute and pleasant. Apogee thought to herself. Her mind flashed to a thought of trying to fit one of them in her mouth, or even both…. Something she’d never been able to do with her father. Would the smoother, darker balls taste different?

She snorted slightly, as if to banish the naughty thought that had popped into her head. But it was immediately replaced with another as she caught a glimpse of the colt’s semi-erect colthood hanging downwards under his scrotum.

So she had been getting Button ‘worked up’! She chuckled to herself, proudly.

The dark brown, almost black penis looked long and slick. And big. Maybe it wasn’t as heavy and thick as her father, but for his age at least, it was impressive. She chewed her lip slightly with restrained admiration. The flare looked different too: her father’s had always been knobby and intimidating. Button’s was rounded and smooth. It seemed a bit large for the lanky youth, but filled with youthful exuberance and vitality, a thin medial ring bisected the shaft and a tight slit capped the round flare. Apogee’s mind quickly evaluated the colthood in one word: cute! The organ quickly shrank under its unexpected exposure to the female gaze, retracting back up into Button’s sheath, to Apogee’s dismay.

“Woah!” Button yelped, as he tucked his tail down quickly and danced on his rear hooves while turning to face her, trying to cover himself from her tail flip.

Apogee smiled with a toothy, shark-like grin. “Now we’re even.” She winked at the young blushing colt.

“L-like what you saw?” The colt stammered out, trying to play it off like he was some swaggering uber-stud… but Apogee could see right through that: he really did want to know what she thought about his appearance, was nervous about it even… and her heart warmed even further.

“Uh-huh. You’ve got nothing to be ashamed of.” Apogee chuckled, even as her mind raced internally: just where was she getting this confidence from? Her stomach felt like it was filled with butterflies - she was actually flirting with a colt!

“Y-you too.” Button gulped his eyes meeting Apogee’s before quickly darting away to inspect the ceiling. “Your butt was… uh… really nice.”

Apogee’s face blushed a bit of a deeper shade of red, and a desire to squee rose up from her gut. She’d just gotten a compliment from him! This was awesome! They were practically going out! Wait… why was he still looking at her? Oh crap, was she supposed to say something?

“I too, uh… thought… your butt… was cute.” Apogee stammered, trying to puff her pegasus chest fluff out assertively. Inside, she desperately wanted to facehoof - her only saving grace was that nopony else had been around to hear such a lame line.

The shame was quickly forgotten, replaced with bubbling, excited nervousness as Button whispered with anxious fear. “C-can I… k-kiss you?”

Apogee nodded slightly, her heartbeat drowning out all other sounds in her cute, freckled ears. It was far from her first kiss: she wasn’t afraid about what to expect... but this would be her first kiss with someone other than her mom or dad! She shut her eyes and began to lean forward.

She felt the soft contact of the colts lips as they kissed. She felt the brush of air from his nostrils against her nose. He wasn’t as strong and overpowering as her father, or as silkily passionate as her mother… he was… curious. Not inexperienced or experienced.

She began to part her lips, intending to press her tongue into his mouth and deepen their embrace, as she reached a forehoof to wrap around his barrel and pull him closer to-

“Button? Button are you back here? We were supposed to meet out front almost- oh!”

Suddenly, Button yanked himself back from the kiss. Apogee’s eyes snapped open and she saw that their little corner at the back of the arcade had a new visitor: an older, middle-aged mare with tan fur and a brown mane, pulled into a ponytail. She had big beautiful blue eyes and a warm, welcoming face… Though she was currently covering that face in surprise.

Why was such a beautiful mare staring at them in such a state of shock?

“Mom!” Button’s voice jumped up an octave in excitement. The colt whirled around and threw his arms around his mother, pulling her into a tight hug.

Apogee watched as the beautiful mare took her son into her arms, returning his affectionate squeeze with just as much intensity. Apogee could see the lines of relief and genuine happiness on the mare’s face. She genuinely loved her son. She wanted the whole world to know it. She was happy. Apogee couldn’t help but feel a little bit jealous.

In more ways than one.

“Hey Button!” The mare finished her squeeze then nuzzled her teenage son with a bit of insistence, “Aren’t you forgetting somepony?”

Button cocked his head.

“Button.” The mare scolded through clenched teeth. “Who’s this lovely filly you’re so rudely ignoring.” Her motherly tone betrayed some modicum of disappointment in her son’s understanding of how to treat fillies. Clearly, he would need some coaching.

Button looked up at his mom, and finally it seemed as if a lightbulb had just clicked in his head.

“OH!” He trotted back over to Apogee, his ears folded back apologetically. “This is Apogee, she’s a new… friend of mine.” He put an arm around her shoulder. “She may even be a better gamer than you! She’s got skills!”

“I could see that.” Button’s mom chuckled. “I’m sure she could leave me in the dust.”

Apogee blushed slightly, she sensed the mare was referring to the kiss and its implication more than any videogame talents. If only she knew that her son had already spilled the beans.

“Pleased to meet you, Mrs. Mash, my name is Apogee.” Apogee politely introduced herself with the formal half-curtsey and extended hoof.

“Pretty and a lady?” The mare chuckled, extending her hoof and giving Apogee’s a shake. “Please, call me Cream Heart dear.” She smiled warmly. “I’m so happy my son has made a new friend in Las Pegasus so quickly!”

Apogee smiled back. There was no insincerity in this mare. She really did want the best for her son! Apogee could feel her warmth and affection, though she was only caught in the periphery of her true target.

Button jumped up with a start and fixed his mom with a serious gaze. “Mom, don’t start with that again right now. Apogee and I are friends, ok!?” The colt stomped his hoof as he glared at his mother. “I know what you’re already thinking!”

Apogee backed up a step, watching the two.

“Button… I…” Cream began.

Button hissed through his teeth. “No! What we have can’t just be replaced.”

Cream Heart stiffened slightly, her eyes flashing up to Apogee’s with a bit of fear. Apogee knew she was worried that Apogee might see something deeper in that statement, might start to suspect something. She couldn’t know that Apogee already knew everything.

“Button, I’m your mother.” Cream Heart cautioned, through her own clenched teeth, warning her son to be cautious. “Nothing will ever change that.”

Button stepped forward and nuzzled his mom’s neck. “I don’t care about that. I love you, mom.”

Cream looked up at Apogee with a nervous smile. “You’ll have to forgive Button… he’s a bit of a rather… attached son.”

Apogee smiled back politely, not betraying anything. But inside, she was getting a bit annoyed. Watching her new friend able to snuggle with his mother so affectionately, so unabashedly… and the way he genuinely received her warm love in return…. It wasn’t fair.

“Oh yeah. I can see he’s definitely a momma’s boy.” Apogee meant it as a joke to relieve the tension, but Cream took it differently, trying her best to salvage her son’s chances with this new filly.

“Oh no, he’s not usually like this at all.” Cream assured. “I think he’s just a bit lonely having moved to a new town and…”

“Mom.” Button grunted. “Stop trying to find a replacement. Nothing can replace my mom.” Button stated with finality, before starting another bone crushing hug.

Cream Heart hesitated, eyes flicking between Apogee apologetically and back to Button, but she couldn’t resist any longer. She wrapped her son back up in a big hug, squeezing him even harder than he was squeezing her. “Oh you goof - you’re blowing it all in front of your new fillyfriend just to give your mom a hug.”

Apogee’s teeth were standing on edge. This wasn’t fair at all.

“I don’t care! I love you so much, mom!”

Her teeth ground back and forth, her hooves tapped on her elbows, her arms crossed in front of her.

“I love you too, Button!”

That was it!

“MY MOM LOVES ME A LOT TOO, YOU KNOW!” Apogee blurted out, annoyed. She hadn’t even noticed that she was standing on two hooves, arms crossed combatively, wings extended, looking like a pegasus warrior of yore.

Both Button and Cream Heart were stunned out of their little snuggle-fest to look over at her. Their eyes were wide with surprise.

“I’m… sure she does, dear?” Cream Heart asked, disentangling herself from her son’s hug.

“S-sorry, Apogee…” Button mumbled, before looking at his mother. “She’s got a rocky relationship with her mom.”

Cream Heart’s face changed to one of compassionate understanding. “Oh, I see-”

“It’s NOT rocky. I was just upset Button. In fact…” Apogee’s mind raced, she wanted to prove to these two that she could hug her mom just as affectionately, just as genuinely. “...if you come to my mom’s work I’ll show you.” But even more importantly, she wanted to prove it to herself.

“Oh Apogee, dear, I didn’t mean to- and I don’t think we have time to-”

“Just because we don’t hug and say lovey-dovey stuff doesn’t mean she doesn’t love me, you know!” Apogee tapped her hoof. “In fact, I bet my mom and I are just as close as you two are.”

Apogee didn’t miss the stolen glance that Cream shot at her son before the older mare continued to try to placate her.

“I’d love to meet your mother, some other time th-”

Apogee couldn’t stop herself, she hated that her statements were being taken as idle boasting. She wanted something to strike home- “And yes, I am referring to the special relationship you two have. I have that with my mom too.”

Cream Heart froze. Her face went ashen white. A shiver ran through her body. “W-what did you tell her, Button.”

Button sighed. “She told me first. Kind of.”

Apogee immediately felt awful. She hadn’t meant to terrify this nice mare… she’d just… wanted to convince herself that she could have the same… argh! “Sorry… I’m sorry! You don’t need to worry about me saying anything, Mrs. Heart.” Apogee quickly melted.

Cream Heart still seemed too stunned to understand what was going on, she looked to her son with confusion. “Button, we’re moving out here to start over… why would you-”

“She’s the same as us mom.” Button insisted. “I felt like it was somepony I could actually talk to… to open up with… She has the same relationship we have with her mom.”

“I won’t say anything, ma’am.” Apogee folded her ears back. “I’m really sorry I said anything in the first place. Maybe I should… just… go.” Apogee started to walk out past the pair.

Button reached out for her but was beaten to the punch by Cream, who placed a placating hoof on Apogee’s shoulder.

“Maybe I should meet your mother after all.”


***Chapter four can be found HERE***


Chapter 5. Play Date

View Online


***You should have come here from Chapter four***


Apogee didn't expect her mom to know Cream Heart. But it turned out they were students together at the same college before Delta met Jet Stream. Apogee watched with wonder as her mother’s face blossomed with surprise, before melting into a happy grin. “Cream!”

The two mares embraced, a polite hug in which Cream held on a moment longer, adding a little squeeze of affection. “I haven’t seen you in, why it must be almost eighteen years now!”

Delta grinned back at the friendly mare, breaking the hug to look over Cream with fire dancing in her eyes. “And you haven’t changed a bit… I’d heard you’d gotten hitched and dropped out to pop out a foal in some country town, but I never heard where.”

“Ponyville,” Button piped up. Apogee could hear the defensiveness in his tone. A part of a pony's heart is forever with their hometown…

“Oh, where are my manners! This is my son, Button Mash.” Cream smiled, pushing her colt forward.

Delta extended a hoof toward her college friend's son with a slow, deliberate motion, as though she expected he might be made of lava and would need to pull it back at a moment's notice. "Nice to meet ya, kid."

“You too miss…?” Button asked, cocking his head slightly.

“Delta Vee.” Delta chuckled, giving the colt’s hoof one more shake. “But I let cute colts like you call me Vee.” Apogee hoofpalmed. She couldn’t believe her mom would hit on Button! She did her best to shoot a stern glance at her mother. Even if it was just polite joking about, it was still terribly embarrassing.

“Right… uh, Vee.” Button finished, before taking a step back and sidling next to Apogee.

“Everything was such a whirlwind back then,” Cream said. “But I’ve never been happier to look after my little Button.” Cream glowed as she looked over at the colt with pride.

“Well, you sure did a fine job.” Delta winked at Cream. “I gotta say, he’s just as cute as you - if he was eighteen I might just try to pick him up at a bar.”

“Mom!” Apogee couldn’t hold her condemnation back any longer. She shouted out with pure, mortified, teenage embarrassment wings flared wide.

“I am eighteen.” Button deadpanned.

“Rawr.” Delta chuckled, pawing her hoof like a cat and wiggling her eyebrows.

“Oh my Celestia.” Apogee covered her face with both hooves, unable to bear this trainwreck any longer.

“Oh relax kid, I’m just playing. I won’t steal your coltfriend.” Both Apogee and Button glanced at each other and blushed. The specific dynamics of their relationship hadn’t been discussed… but Apogee didn’t want to dispute it and she hoped Button didn’t either.

Cream stepped forward and, thankfully, silenced her mom's embarrassing tirade... "You always were a tease," she said. “Honestly though, I didn’t even realize you were into colts back in college.” She gestured to Apogee. “Guess I was wrong.”

Delta grinned. “Hah, and I wasn’t even that experienced back then. I’ve learned techniques since that would convince you I’m one of those butch, no-stallion, filly-foolers.”

Apogee distressed at the lack of a nearby rock to hide under. Could her mom be more unbearable? She puzzled at the connection between her and Button's mom. "Just how do you two know each other anyway?"

"Oh dear," Cream said, her eyes flicking between her son and Apogee. "Well, Delta and I were very good friends back in college."

"Really good friends," Delta said, her brow raising a millimeter.

Cream scuffed the dirty vinyl floor of the trailer and nodded. "Really good."

Thinking the two had concluded their poorly veiled innuendo, Apogee opened her mouth to speak, only to be cut off by her mom's snort of amusement.

"We used to be really intimate, is what I'm saying."

"Yeah mom, we got that," Apogee deadpanned.

Delta ignored her and continued. "She used to be able to do some amazing stuff with her mouth."

The two other females in the room nearly did a spit-take.

"Mom!"

"Delta!"

Meanwhile, Button was coping with the situation about as well as a young, virile stallion would when you find out your mom, your lover, was having sex with another mare. Apogee was finding it all but impossible not to think the same thing that Button was no doubt thinking. They were both attractive mares after all.

Apogee struggled to keep her wings from jutting out.

"Is this really the time and place?" asked Cream, whose conviction fell short of being truly convincing.

“Eh, whatever,” Delta said with a chuckle, then ignored the others and headed toward the fridge. “All these kids have the internet these days, I’m sure he’s seen what mares and fillies get up to before they finally manage one of those rare stallions. Half the damn porn on pornstable.com is about herds getting down when the stud is out.”

“But still… I’m his mother! And besides, it wasn't 'on the regular', it was just a one-time thing!"

“Eh, moms have needs too.” She opened the fridge. “Speaking of, can I get everyone a drink?” She shuffled around in the ancient loudly humming refrigerator. “For once I’m actually well-stocked: I’ve got cold beer, warm beer, and already opened beer.”

Apogee trotted over to the kitchen table, pulling a chair out for Cream politely. She sighed, sitting down at the kitchen table. “No, we really shouldn't-”

*pssshhh* *pssshhh* *pssshhh* Apogee watched her mother skillfully remove three bottle caps almost simultaneously with her primary feathers, before sliding the bottles across the table.

“Too late, they’re already opened now.”

Apogee caught her bottle and took a seat next to Button, who had his own bottle promptly yanked out of his hoof.

“Oh no you don’t, mister. No underage drinking for you!” Cream scolded.

“Oh lighten up, Cream.” Apogee watched as her mother sighed, taking the last seat at the table and finding her glass of some unknown liquor that she’d probably been nursing before they’d all come in. “First off: the age of drinking in Las Pegasus is seventeen. Second: this happy reunion definitely calls for adult beverages.”

“I d-don’t really like alcohol,” Button piped up.

“Kid, it’s an acquired taste, work with me here.” Delta groaned, throwing out a little insistent nod at Apogee. She hurriedly took a little sip and smiled at Button encouragingly. He followed suit. Apogee had to suppress a giggle as the colt flinched and worked his tongue uncomfortably in his mouth. Her mom always had enjoyed the more bitter lagers - not the ideal drink for an inexperienced drinker.

“That-a-boy!” Her mother praised the colt, before leaning back and gesturing over at Cream. “So what brings you out to my little neck of the woods Cream? Please don’t tell me you’re such a helicopter mom that you insisted on meeting your son’s filly friend’s mother on his first date.”

Cream shook her head and glanced briefly at Apogee before addressing the blue pegasus. “Well, no. Actually, the reason I had to meet with you is that both of our kids have been a bit… uninhibited with one another.” Apogee stared down at the table, hoping to avoid Cream’s disapproving stare, from the corner of her eye she could see that Button was doing the same thing.

“Well they are teens Cream. They’ve probably got more hormones than a fast-food hayburger...” Apogee heard her mother cackle mirthfully. “Did ya catch ‘em bucking or...”

“What? No!”

“Sheesh, so just a little harmless blowjob? I’d th-”

“Not that either!”

Apogee heard the frustration in her mother’s voice. “Cream if you are getting that upset about a little petting and kissing I’m going to be severely disappointed in how much of a wet blanket you’ve become.”

Apogee heard Cream’s hoof hit the table with a clatter punctuating her interruption of Delta. “Apogee told me about the relationship you two have.”

Apogee didn’t dare to look up at her mom, keeping her eyes glued to the cheap, stained wooden grain of the kitchen table. But she could feel the temperature drop several degrees, the deathly stillness from where her mother was sitting, could feel her mother’s gaze boring a hole at her.

“And then my son…” Apogee sensed the hesitation in Cream’s voice, “decided he should inform Apogee that I have the same relationship with him.”

There was a moment of silence. Apogee couldn’t stand the tension any longer. She glanced up to see her mother with mouth slightly agape, stunned like a pony about to be struck by an alicorn’s statuifying spell. She reached for her shirt pocket at the pack of cigarettes there.

“So let me get this straight…” Delta spoke through teeth clenched about a cigarette as she searched for a light, her eyes never leaving Apogee, Button and Cream. “You and your son are…”

Cream slid over the cheap plastic lighter which had lain on her side of the table. “Yes, we’ve been involved.

“Fucking, you mean.” Delta stated bluntly, lighting the cigarette in her mouth, taking a few small sucks to catch the ember in the tobacco-filled end.

Apogee could see Cream shudder slightly at the bluntness of the word. Her hackles seemed to raise as she raised an eyebrow. “I wouldn’t have been so crass… you and Apogee have been doing the same thing.”

“Oh don’t get me wrong.” Delta grinned painfully. “I’m not judging.” She glanced over at Button. “Well… actually, if I had to make a judgment it would actually be: you’ve got good taste.”

“Vee!” Cream scolded.

“What?” Apogee watched her mom roll her eyes and take a long drag. “I’m just… trying to process everything… forgive me if I use a little humor.”

Cream sighed, sinking into her chair a little bit. Apogee could see that she wasn’t as tense - the anxious energy she’d been holding back since the arcade bleeding from her posture. “Sorry… it was a pretty shocking moment for me too.”

“So you two are a pair of little lovebirds… or more like stool pigeons.” Apogee swallowed nervously as Delta addressed Button and her directly. “Just how exactly did this little confessional session go down?”

“Well…” Apogee started off with a hesitant and meek tone, one that had always served her well when she’d found herself in trouble with her father. She explained how she’d arrived at the arcade and heard of a colt breaking all her records at her favorite game and how she’d gone over to watch him. Button chimed in with his perspective, chatting about how a cute filly had come up to him as he was playing LUNA'S Lander, and how the two had worked together to get a high score. Cream and Delta listened patiently as Apogee and Button started taking turns praising the other’s abilities and performance, each managing to slip in compliments about the other as they finished recounting their triumphal high score on the cabinet before Delta interrupted them.

“OK OK, I get it.” She grinned, blowing dark blue smoke from between her teeth. “You’re both gigantic nerds with the hots for one another… so before you nerdgasm all over my table can you get to the point and explain why you’d find it necessary to spill secrets which could land both of your moms in hot water?”

Apogee and Button both flinched at the rebuke, ears folding back flat against their heads.

“Well, we got to talking afterward.” Apogee explained, reverting back to her apologetic tone. “And Button was explaining how he’d just moved out from his hometown with his mom, and how she was forcing him to go find somepony his own age to make friends with, totally disregarding his own feelings… rejecting him...”

Cream covered her mouth with a hoof and looked at her son, who was sadly hanging his head. “Oh Button… I wasn’t ignoring how you felt, I’d never reject you. You know that right?”

Button spoke up softly, grimacing slightly at Apogee. “And Apogee told me she was going through something similar with her mom… she was worried that her mom didn’t really love her. Maybe had never loved her. And was sending her to find a colt just to push her away and get her out of her mane.”

Apogee tried really really hard not to cry, but she could feel the tears forming in her eyes. It hurt really bad to hear somepony else say what she was terrified of, to the pony she was most afraid would hear it. Her eyes flicked over to Delta who seemed more bored than anything, though there was a small glimmer of recognition from the older mare that she’d felt something… maybe it was only annoyance at the colt stating things so bluntly.

“Well… I don’t know about all that lovey-dovey crap. But I did send Apogee out to find a colt and get out of my hair.” Delta sighed, taking a drag on her cigarette. “I mean, I didn’t mean anything else by it… but I’m sure your mom over there was thinking the same thing bucko.” Delta huffed, gesturing toward Button. “Like it or not, love or not… you two are gonna find yourselves up shit creek without a paddle if word of this ever got out…”

“I don’t care about any of that!” Apogee cried out, her hoof bumping the table.

“Yeah, well… you oughta care, kiddo.” Delta snapped back. “Loving somepony means sometimes you gotta make hard choices that aren’t fun for you to put up with. It’s not always like in your comic books.”

Apogee glowered, staring at the table. She hadn’t really thought of it that way. She noticed Button reaching out for Cream with a hoof, seeking his mother’s comfort.

“She’s right Button.” Cream nodded, pushing away her son’s hoof. “I’m asking you to find somepony your own age because I love you so much. There’s so much that you deserve to experience: young love, marriage, being a father…. Things I could never give you.” Cream sighed holding up a hoof to cut off her son before he could even begin a reply. “I mean, think of me in my old age! Are you going to change my diapers and carry me to the sponge bath when you’re in your middle age? It would be selfish of me, and unrealistic of you to do that…”

Both of the teenage ponies were stymied now. Apogee looked over at her new-found friend… through the haze of her own tears, she could see that his eyes were turning red and puffy as well. This sucked. Apogee felt a hot tear dribble down her cheek and splatter on the table below. As it landed with a devastating little splash, she felt as much as heard Delta stiffen in her chair. She looked up quickly to see her usually grouchy mother looking at her with concern… but almost as soon as she had been spotted Delta coughed and glanced away.

“Lighten up you little foals…” Delta blew a puff of blue smoke out of her cigarette, plucking the white stick from her teeth and using the brief respite to take a sip of her drink in what seemed to be a well-practiced maneuver. “I didn’t say that you had to drop your relationship with us all at once… there can be a transition.”

Apogee’s ears flicked up. She sniffled, clearing her throat slightly before looking over at Delta with a quizzical glance. “T-transition?”

“I mean, sure…” Delta took another sip and leaned back in her chair. “We can’t be TOO strict, after all. Gotta use the carrot as much as the stick, right Cream?”

“Huh?” Cream glanced quizzically at Delta, tilting her head from lack of comprehension.

“Well, the way I figure it… our two progeny here have had very limited interaction in the romantic department to date…beyond their time with us... and that’s partly our fault.”

Apogee didn’t bother to correct her mother’s assertion. The revelation of Jet’s activities with her could definitely wait for another moment.

“The way I see it Cream, we owe them a gentle, smooth transition to a more normal teenage sex life.” Delta’s smile was getting more sharklike: never a good sign.

“I’m not sure I follow.”

“Well… I assume you’ve been doing the horizontal tango with your young buck there… pony-style, dolphin-style, cowgirl, blowjobs, hoofjobs..”

Cream couldn’t help but blush slightly. It appeared she wasn’t used to having her incestual proclivities listed aloud. “Y-yes… of course but wh-”

“Anal? Has your young lad broken in your back door?” Delta grinned wickedly.

“No! Of course not!” Cream’s face was a bright crimson. “We’ve only ever done regular, vanilla stuff!”

“Too bad…” Delta chuckled. “But that just proves my point.”

“Which is?” Cream asked, her tone implying she was starting to get exasperated.

“We owe it to our kids to make sure their first time with each other is a pleasant experience.” Delta grinned. “No offense Cream, but if your boy pounds little Apogee here like he probably ruts you, and gives her any kind of bad time… I’ll be obliged to geld him personally.”

Cream’s ears folded back. “He would never-”

“And likewise," Delta went on, fixing her daughter with a steely gaze, "if my little daughter treated your son like she treats some of my very expensive sex toys… well, I might not even have the opportunity to geld him… and I’m sure you’d have something to say to her about her bedroom demeanor.”

Cream glanced directly at Apogee. For once, Apogee could feel a glimmer of the mare’s protective instincts for her son, directed at her.

“I’m sure Apogee would never… but just what are you suggesting, anyway?” Cream grumbled. “Can you stop trying to beat around the bush, already?”

Delta scoffed. “What I’m suggesting is we help transition our kids to one another - make sure everything goes swimmingly.”

“Are you seriously suggesting a foursome… with our kids?” Cream heart asked, her eyebrows skeptically raised.

It suddenly clicked in Apogee’s head what her mother was talking about. She could suddenly see herself entwined with Delta, as Button and Cream watched on… or, hay, even joined in! Button was a cute colt, after all… and Cream… Apogee felt herself heat up a bit as images of the older mare kissing her flashed through her teenage mind.

Delta grinned and nodded. “Yep. I mean, just look at those two faces. They’re practically drooling at the suggestion already!”

Apogee’s eyes flicked over at Button, and she saw that he was indeed looking a little like a wolf staring at a steak, as his eyes scanned over the three mares sitting around the table. Apogee could only imagine what fantasies were running through his mind...

“I- I don’t… don’t know…”

Delta kicked a hoof up on the table, leaning back with confidence. “C’mon Cream. If your boy is anything like my filly, you can never get them to do something they don’t want to, especially once their mind is set. What better way to actually get this done than to actually cajole them along to do it?”

“But… all four of us…”

“Oh please.” Delta sniffed. “I know you don’t have any issues with Button… or with me.” Delta winked at Cream. “And you can’t tell me honestly that Apogee doesn’t have the cutest little rear you’ve ever snuck a glance at.”

Apogee saw Cream glance over at her, those big blue eyes flashing with intensity. Apogee wasn’t sure, but she felt like there was something in that glance, that blush… maybe Cream really did find her cute!

“I-I... “ Cream hesitated as she looked at her son, trying to discern just what it was that her son wanted. “I mean… she is cute… but…”

“Not that I’m blaming you…” Delta stood up and walked over behind the younger colt, purposely dragging her blue tail across the teen’s shoulder. “I’m looking forward to taking Button out for a little test drive myself.”

“D-delta!” Cream stood up, pushing her chair back.

“What?”

Cream’s cheeks were a heated red now. “Y-you can’t just… have a big orgy to fix everything!”

Delta rolled her eyes. “Oh please, four ponies does not an orgy make, Cream… besides can you think of a better way for our kids to start ‘widening their social circles’?” Delta waggled her eyebrows suggestively.

Apogee groaned. “Mom, please tell me that wasn’t a pun about my marehood.”

Delta laughed aloud, but before she could chuckle out her affirmative, she was cut off by Cream. “How about the traditional route Delta? Teens fumbling in the dark and making stupid mistakes?”

Delta’s teeth grit, she muttered under her breath, just barely audible to Apogee. “I’ll be damned if I let Apogee make a stupid mistake.”

Apogee opened her mouth, about to say something in response to her mother’s tiny slip, but Delta had already pressed on.

“Besides - just look at your boy’s face… he’s as happy as a Ponyville baker in a candy shop.”

Cream looked over at Button. Even Apogee could see the dopey, grinning face.

“B-button… are you… would you be OK with this?” Cream asked, looking over at her son.

Button swallowed and nodded enthusiastically. Apogee would have sworn that the colt’s little propellor hat would have twirled if it were powered by his poorly-constrained excitement. “Y-yeah Mom, especially… if it’s with you.”

“And you Apogee…” Cream turned her gaze at the filly, fixing her under her gaze. “Would you be OK with… this?” Cream’s beautiful mane, done up in its lovely ponytail, slipped from one side of the earth-pony’s shoulder to the other. Her deep blue eyes were so beautiful, and seemed to be filled with a hesitating lack of confidence.“I am an older mare, and we’ve just met…”

“Course she is…” Delta grinned. “Right kiddo?”

Apogee wasn’t sure how to react. At first she was going to nod, to exclaim just how beautiful Cream Heart was. Anything to assuage the unsure look on that kind pony’s face. But Delta’s interruption made her grimace, she almost wanted to rebel against her mother out of spite. She hated it when her mom took her feelings for granted. The hesitation sent a shockwave through Cream, who had been studying her with intensity. Apogee immediately softened.

“Y-yeah, you’re… r-really beautiful Ms. Heart.” Apogee blushed, tapping her front hooves together and looking up under her bangs at the beautiful mare sitting across from her. “I’m a bit n-nervous… though…”

Cream smiled with such warmth that Apogee felt herself flush with relief. The earth-pony reached behind her head and took hold of her ponytail unclasping the band that held it in place, letting her luxurious, long blonde mane spill down behind her. Apogee felt her mouth gape open as the mare shook her golden locks free… it was like a scene out of a shampoo commercial… she was like a supermodel!

“Oh, Apogee…” Cream blinked at the younger filly with a smile, “you don’t have to be nervous with me… we can take things just as far as you’re comfortable with.”

“Oh, Mom… I love it when you let your mane down.” Button half-whispered next to the yellow pegasus filly. Apogee was almost certain she heard a telltale *thump* from under the kitchen table. She covered her mouth with a little giggle.

“Hey my young stud,” Delta tapped Button on the shoulder. “I believe you’re forgetting about somepony here.”

Apogee saw her mother lean down from out of the corner of her eye, as she aggressively pushed her lips into Button’s surprised face. Apogee knew that type of kiss. She remembered how her mother’s skilled tongue, tasting of spicy scotch and smoky cigarettes, would press into her mouth - dominating its prey as it explored and thrashed about.

“Mmmhmm hmm…” Delta chuckled, breaking her kiss with a little smack. “I can tell there’s a lot I’ll need to teach you, my young stallion.” Delta spun the colt around in his chair so that Button would face her.

Apogee stifled a little squeak as Button’s erection popped into view from under the table. If he hadn’t been fully stiff before, Delta’s passionate kiss had certainly transformed him. Apogee caught another glance of the colt’s equipment before he tried and failed to cover himself with his forelegs: there was too much to cover… and too many hungry female eyes to cover it from.

“Aww, no need to be shy now…” Delta chuckled, resting one hoof on Button’s shoulder before using the other to carefully move the colt’s concealing hooves out of the way. Apogee watched, swallowing nervously, as her mother touched the end of the colt’s bobbing, brown erection - a healthy foot of quivering, energetic young colt-flesh. “Mmm… very impressive my young stallion…” Apogee could feel her mother’s shark-like grin as the older mare gently prodded and bounced Button’s colthood.

Apogee felt a hot breath on her ear, followed by the soft whisper from Cream Heart, who had crept closer and now leaned over near to her, her hair falling across Apogee’s face.

“Well Apogee, you seem to be a bit nervous, if I didn’t know any better…” She chuckled warmly. Apogee felt a reassuring, gentle rub from the older mare on her shoulder. She kept whispering, the two of them watching the unfolding scene between Button and Delta, as if she were a safari guide and didn’t want to spook the wildlife. “Is it your first time seeing a boy hard like this?”

Delta chuckled slightly, glancing up as she took note of Apogee’s nervously shy posture. “Heh - I keep forgetting that this is all new for Apogee.” Delta grasped the base of Button’s cock firmly, waggling the stiff flagpole playfully, making the colt groan out. “Or is it? I don’t know what you kids get up to nowadays.”

Apogee’s mind raced. It didn’t help that at the same time she was trying to keep her story straight with her mom, her vision was filled with a drooling cockslit, throbbing in the hoof of her mother’s touch. “Uh… y-yeah… it’s the first time I’ve ever seen… a real, live… colthood.”

Delta chuckled, brushing her mane back behind her flicking ears as she sat down on the floor in front of the still seated colt. “I’m sure that you must have seen a few things in my magazines.”

Apogee nodded stiffly. She was trying to keep her wings from extending: the hot breath of the beautiful earth-mare on the nape of her neck was quickly making that task impossible. Her eyes flashed from her mother, staring at her with her big, sultry red eyes from behind Button’s fully erect colthood, up to the poor colt himself, who was whining and shifting in his seat, hooves gripping the edge of the kitchen chair in restrained agony.

“Well then,” Delta looked away from her and up at the colt but continued to lecture in her direction. “You should recognize exactly what a blowjob is.”

Apogee watched as her mother opened her muzzle, letting her long pink tongue slide out and over the colt’s brown sack, extending as far as it could underneath his pouch, as if weighing the heft of each of his egg-shaped testicles. “Make sure you start with his sack - colts really like that… don’t be afraid to really get in there: balls smell awesome if you’re getting into it.” Delta chuckled, before dipping back in and engulfing the teenagers left orb in her mouth.

Apogee groaned as she felt a nuzzle from Cream Heart press into her chin. She couldn’t help but reciprocate, pressing back against her. It was so hot… watching her mom swirl one of Button’s eggs in her mouth.

“Is this turning you on, dear?” Apogee heard Cream whisper into her ear. She nodded softly. “Good… your wings seem to agree as well.” Apogee felt a light brush against her left wing-pit, where Cream was standing. The mare was moving her hoof down her left side, gently stroking her in her chair as they watched Button.

“Oh Delta…” Cream giggled, suddenly speaking a bit louder. “Be uh, careful with his right one… he’s got a little bump there tha-”

“MOOOoom!” Button protested, craning his head over to rebuke his mother.

Cream ignored him and continued on. “We got it checked out and it's fine… but he can be a bit sensitive…”

Button groaned with what sounded like frustration… but Apogee quickly noted the moan shift to more of a moan of ecstasy, as her mother did just as Cream suggested. Apogee watched her suckle the brown ball intensely.

“I’m sorry dear…” Cream whispered into Apogee’s neck contentedly. Apogee felt a nervous shiver rush through her as the mare’s hoof made it to the top of her thigh, always playfully squeezing and stroking, testing her limits… coaxing her instead of claiming her. A totally new experience for the filly. “I didn’t mean to ignore you.”

“Mmm… N-no…” Apogee moaned back, letting one of her forehooves squeeze Cream’s assuringly. “I like it… t-tell me more about wh-what he likes…” Apogee whispered. She could feel the intense love in Cream’s affection for Button… and hearing it was like basking in the warm sun.

“Oh… you want to know what my son likes, hmmm?” Cream whispered in Apogee’s left ear, finishing her hushed gasp of a statement with the lightest of licks with her tongue. Apogee could feel the mare’s hoof making soft circles on her leg, slowly tracing closer and closer to her inner thigh. “Well, I’m happy to be your guide…”

Apogee trembled, sinking deeper into her chair. Cream’s hooves were so relaxing… so reassuring. And watching her mother begin to fellate a colt in front of her was almost as visually stimulating.

“My son loves it when a mare wraps her tongue all the way around his base…” Cream purred next to Apogee’s face, loud enough so Delta could hear. The pegasus picked up on the instruction, snaking her pink tongue as far out of her muzzle as she could manage, coiling it around the thicker base of Button’s colthood like a fleshy-lasso, snaking it up his shaft.

Apogee mumbled back. “O-oh… he does?” Cream’s hoof was well over the crest of her thigh now, calmly making its way toward her lower belly. Already it was starting to brush against the sides of her teats, ever so slightly.

“Mmmhmm… and watch his little right hoof.” Cream giggled ever so lightly, before blowing another stream of warm air through Apogee’s ear. “Right as your mom reaches his ring… there!” Apogee saw Button’s right rear hoof twitch and kick slightly, as he clenched the seat edge with white knuckle intensity.

“Never fails…” Cream chuckled. “Though your mom shouldn’t dwell on his ring too long… his real favorite spot is just under his glans… right where his juices pool up before they drip off of him…”

Apogee groaned: Cream’s hoof had suddenly jumped onto her left teat, softly grasping it. At the same time, her mother brought her muzzle up from Button’s medial ring, planting a deep suckle on the spot Cream had mentioned, slurping noisily at the clear colt-juice as she attacked his building glans with vigor.

“OH F-FUCK!” Button swore, his chair hopping slightly.

Apogee groaned herself as well, though her mouth was unable to form the words needed to swear. Cream’s hoof movements were so wonderful… she felt she had to respond somehow… she couldn’t just sit there! Apogee drunkenly groped her left hoof over to Cream’s body, pawing idly at her what she imagined was her leg.

“Oh, that’s sweet of you…” Cream murmured. As Apogee fumbled. “Why don’t I help you a bit…” Apogee felt Cream’s other hoof take her idly wandering one, quickly directing it somewhere slightly lower… somewhere hot... and wet. That slick fleshy heat bubbled under her hoof. “Mmm… that’s it, sweetie…”

Apogee swallowed, as Cream’s hoof began to play with her sensitive nipple, quickly tweaking it to an aroused, engorged state. “Now look sweetie, see how your mom is going to take all of my little colt’s head in her mouth?” Apogee nodded with a whimper, feeling Cream’s hooves start to play down further, leaving her teenage teats in the direction of her nethers. She didn’t dare to look down though, she didn’t want to miss a second as Delta raised up, opened her mouth as wide as it would go… and engulfed Button’ cock head in one swift motion.

“Now my boy has some bad habits…” Cream cooed into Apogee’s throat as she nuzzled the filly once again. Apogee felt the mare’s hoof brush against the top of her fillyhood’s pubic mound. She moaned and spread her legs wider, trying to signal her burning desire to Cream Heart. She unconsciously began to dig her hoof into Cream’s wet snatch, feeling it quiver and thrum - she wished she could bury her hoof in her own pussy… and begin to rub against that burning need. “Mmm… that’s real nice Apogee… oh there he goes, see how he grabs Delta by the ears? It’s a bad habit… oooh….”

Apogee watched as Button, squeezing his eyes shut, vainly tried to drive more of his rigid member into Delta’s sucking muzzle. Apogee resisted the urge to shut her eyes from the pleasure she was feeling, biting her lip to stay focused as she watched her mother plunge part way down the colt’s cock, messily drawing the teenage colthood deep into her throat.

“Oh… my… that’s probably a bit advanced for you sweetie… oh, what do we have here?” Cream naughtily cooed, her hoof finally bumping against Apogee’s little pink, throbbing bud. Instinctively Apogee humped up into the new source of stimulation, desperately wanting to drive her sensitive clitoris against Cream’s exploring hoof. As she strained against the raw feeling she mashed her own hoof into Cream’s marehood, grasping and fumbling at the older mare’s fatter, hotter pleasure bud. “Ohh my… you’re an enthusiastic little spark plug,... mnf!... aren’t you!” Cream whispered, totally in control of herself, despite her odd grunt of pleasure.

Apogee let out a low rumbling moan and twisted her gasping head toward Cream. “P-p-pleassee….”

“Oh alright, you silly filly… I always was too much of a softie…”

Apogee felt the teasing hoof dip into her tight slit before it was quickly joined by Cream’s other hoof. No longer was this a teasing, rubbing, relaxing petting session. The older, skilled mare began to stroke her swollen, plump filly lips with one hoof, as the other carefully and quickly flicked at her winking clitoris.

Apogee had one last image of her mother deepthroating Button with renewed intensity and vigor, the younger colt clinging to her mother’s head as if it were a life preserver in a storm before she shut her eyes and was lost in the pleasure of being hoofed off. She felt the breath driven from her lungs as the burning teasing quickly became an intense roller coaster ride of stimulation. The tension was building up in her quickly now - it was like Cream Heart knew how to masturbate her better than she herself did! She groaned, feeling a little gush of her filly juice spill from her under the earth-mare’s ministrations.

“There’s a good little filly! Mmnh...Easy now!” Cream whispered with a little nip at Apogee’s left ear. The pegasus-filly had begun to simply mash her hoof into Cream’s marehood without any rhythm or rhyme - she was barely aware she was even doing it… everything was focused on the pleasure thrumming through her sopping, aching nethers… building up like an elastic band being wound tighter and tighter and tighter…

“You’re such a good girl…” Cream cooed, nipping along Apogee’s neck. Apogee’s tongue hung from her mouth and her eyelids rolled under their lids. Her hoof hung limply in Cream’s lap - she’d never even stood a chance at reciprocating what she was currently receiving.

“C-Creeeam…. p-puhlease…” Apogee whined through grit teeth.

“Mmm… why don’t you just… cum for me?” Cream cooed. The stroking of her hoof had become less rapid… Now she was grinding into Apogee with deep, powerful strokes, hitting her in just the right places. “Just let it all out… my pretty filly… just cum, for me…”

Apogee squeaked, then squealed, the heat had spread throughout her entire body, her muscles coiling with intensity before, at Cream’s gentle urging. She began to break.

“Oh, fuuu-uuuuck I’m cummmming!” Button screamed out in a beastly groan, just as Apogee's own mouth opened to say the same. The surprise made her eyes flutter open, registering in some primitive part of her mind the humping, pumping gyrations of a colt in orgasm - firing his load into her mother’s throat.… the sight lowered her guard for a half-instant… and she snapped.

“M-me tooooooo!” Apogee felt the roil of orgasmic bliss wash out from her pussy, her cunt clenching and unclenching as a wave of pleasure rolled through her belly, up her spine, and into her mind… where it exploded like fireworks on the eve of the Summer Solstice.

“Ride it out, sweetie… let it hit you fully…!” Cream encouraged as she rubbed Apogee even harder in the throes of the filly’s orgasm. Apogee’s hooves rocketed to her nethers, clenching at Cream’s unendingly moving hooves in desperation, he body humping and spasming without her control. “Good girl… yes… YES…. YES!!!!”

Apogee felt herself empty, heavy squirts of fillycum splattering out into the grinding hooves, soaking Cream, her hooves, the chair, the kitchen floor. Gush after gush of her cunt-juice splashing out, all as Cream cheered her on with excited whispers.

“Ride it out… there… yes… shh…. Shh… breathe… breathe Apogee…” Cream coached Apogee through the last aftershocks of her gasping, breathless orgasm. With a tired gasp, she finally caught her breath, slumping back into her seat, her muscles finally releasing after their long exertion.

Through a fog of hazy, pleasure affected vision, Apogee saw Cream lift a sticky hoof to her snout, licking a few nectar-like droplets clean before grinning over at her mom… who was also licking up a sticky strand of teenage stallion batter that had found itself on her chin.

“Not bad Cream… if only I’d known you were that good with your hooves!” Delta grinned, wiping the last of Button’s spunk from her face. The colt had tumbled off of his chair to rest on the floor in a contented heap. Cream blushed, he ears swishing back as she flicked her hair over her shoulders. “But your boy needs a little work… barely lasted a minute in my mouth! Maybe I need to show you a few tricks, Cream.”

Cream’s eyes flashed with anger. She must know that she was being goaded, but Apogee was quickly-realizing that anything related to her beloved son was an Achilles heel for Cream.

“Oh Please, Delta... “ Cream chortled. “He was already worked up… otherwise your rather unsophisticated throat swab would have had him bored to death.” She pointed at her son, gasping and panting on the ground. “Hay, he’s not even hard anymore! Usually it takes him two or three shots under my care for him to even get a little spongy!”

Apogee worked herself off the chair shakily, crawling over toward her new friend. Not only was she worried about him… but he looked like a very comfortable brown pillow with which she could curl up to recuperate…and he also was emitting the most lovely, musky smells. She rolled over to him, feeling her head rush with exhaustion, deciding that propping herself against the wall upright may be a better option for both of them.

“D-does it really matter?” Apogee groaned as she rested against the trailer wall. With a hesitant reach, she hooked her hooves under the colt’s upper arms. Immediately she felt his sweaty fur and shuddering skin - he was hot... and heavy… with a grunt, she hoisted the semi-conscious Button over top of her lap like a big, comfortable blanket. Apogee sighed,

“Nah, let me tell you kiddo, the great thing about giving stallions blowjobs is that the sloppier and messier you are… the more they like ‘em.” Delta chuckled, winking at her.

Cream huffed, stomping her hoof lightly. “Spoken like a true amateur… Apogee, sweetie… let me show you how to give a really good, passionate licking to my boy…” Cream knelt on the floor in front of the two teenagers, creeping forward on her belly toward her sons splayed out legs.

“Oh fuck that.” Delta snarled, her wings flapping as she spun and walked over next to Cream. She jabbed a hoof at Apogee. “Kiddo, you watch me real close as I show you how this is done.

Apogee put her head on top of Button ’s, looking over the top of the mumbling, half-coherent colt to watch their two mothers begin to assault his colthood with a voracious thirst.

“Mmfh… when he’s soft… *lick*... you have to focus on the head…” Cream smiled up at Apogee and Button, her pink tongue working its way sloppily around the colt’s still sticky ridge, lapping up the remaining flecks of colt-batter left over from his most recent explosion in Delta’s mouth.

“Pfft… spoken like a mare who’s only suckled teen colts for the past ten years…” Delta chided. She was working her snout much lower down, wrapping her maw around the still thick, flaccid base of his dick's throbbing brown base. “After they… hmmng… have already cum you wanna… *slurp*... work the base so that they get stiff quickly.”

Whatever the appropriate technique, Apogee was being treated to quite the spectacle. It reminded her of something out of one of her mother’s magazines: two beautiful older mares working their muzzles up and down the same cock, their hooves stroking the legs and balls of the poor boy who was still struggling to recover from his first orgasmic release.

Apogee had to stifle a giggle: the mares were being so competitive! When one would make a point of taking the whole of Button’s quickly reinvigorating cock into their mouth, the other would quickly answer by doing the same to Button’s entire medial ring. One would lick the entire left side of his once again rigid shaft… from right below his balls to just under his coronal ridge, all while wiggling their eyebrows in challenge… and the other would quickly follow-suite, pointedly ensuring they licked just slightly longer or more sloppily.

Button groaned underneath her chin. “Wh-wha the… whass happening?” He seemed to finally be coming to once again.

“Shhh….” Apogee hushed. “Just watch…”

Button stiffened and moaned under her. Apogee was a bit jealous that the colt got to wake up to such hedonistic lavishment. His colthood was back at full-throbbing attention, pinned between the mouths of two beautiful mares as they suckled him lips racing over bumps and veins on either side of his shaft.

If only one of them had a camera to record this moment!


NSFW PIC OCCURS HERE(remove space): https://derpi booru.org/1891140


“Mmmm… b-buck….” Cream groaned, her tongue sometimes running over Delta’s as they traversed their separate, sloppy, slick trails.

“Fucking hot…” Delta chortled. Apogee could see she was deliberately trying to increase the number of times the two mares’ lips would come into contact.

Apogee suppressed a little squee as her mother and Cream broke off from their wet double blowjob as their noses collided once again in what could only be called a ‘convenient’ accident. Immediately, both mares happily transitioned their writhing tongues from the boy’s penis… and into each other’s mouths. The two former lovers shared a deep, passionate Prench kiss. Their hooves found the backs of one another’s manes, neither one of them slowed in the slightest by the stiff teenage cock which would bounce against the side of their face as they passionately made out.

Button mewled slightly, his hips vainly thrusting at the air. The poor colt had been brought to the edge, only for his two mares to leave him stranded. Apogee wanted to hush him, silence him somehow… watching her mother and Cream kiss with such ferocious intensity was a whole new kind of exciting for her…

Cream opened a single eye as she felt Button’s length vainly rubbing against her in protest at her departure from pleasing him. She cast a knowing look at Apogee and brought her free hoof to grab one of Apogee’s, which to this point had been simply holding Button up in a half-hug under his armpits. With mischievous fire in her eyes, she guided Apogee’s hoof down to Button’s cock…

Apogee swallowed with nervous intensity but took the colt’s base in her hoof. It was so hot... and wet! Unlike her father’s she could actually wrap her hoof around the base of it, and she proceeded to give the colt a few pumps, quieting him.

“Oh… Ap-Apogee…” She heard Button groan out the side of his mouth. She felt him take her pumping hoof in his own hooves, gratefully grasping her for masturbating him.

“Shh… Button…” Apogee cooed at the grunting colt. “Just watch…” She felt the hot colthood in her grasp begin to throb far more intensely, as internal muscles throbbed and strained. She felt the blood rush through her grip as his flare began to fatten out.

“I-I… I’m really… close!”

As the colt squeaked these words, the two mare’s broke off their kiss, twisting apart with only a small strand of saliva separating them before they returned to the colt’s expanding flare and throbbing penis.


NSFW PIC OCCURS HERE(remove space): https://derpi booru.org/1890919


“Keep pumping, kiddo!” Delta encouraged. Apogee did as instructed, stroking with even greater intensity as she bit her lip… she’d never been in such… direct manual control of a stallion’s orgasm. Most of the time she was under her father or riding him as he pulled down on her…. being able to turn Button’s knobs like this… to feel the colt strain and groan under her rapidly pumping and squeezing hoof was… incredible!

“F-fuuuuuuuuuuck!!!!” Button quivered under her. His hips lept powerfully off the ground, lifting her with him as he bucked into her. Apogee squeaked and jerked her hoof back, so she wouldn’t be knocked over by his thrusts… leaving it up to the two beautiful momma mares to finish him.

The first jet of cum shot straight up into the air, arching back toward the groaning colt, splattering across his belly and his own face. The second launched even further than the first. Apogee felt the warm spatter of cum that launched over Button’s head and landed in a thick, wet rope across her face and hair. She could smell his sweet, earth-colt, musk. Without even a moment’s hesitation, she licked her face, lapping up the strand that had landed there.

‘Tastes amazing!’ Apogee thought. She would have loved to get more… but the remaining blasts were being thirstily suckled up by his mother, Cream.

“Pfft… that’s hardly fair. We both did the work, but you get all the reward?” Delta snarked sarcastically, as Cream’s throat bulged with swallow after swallow of her son’s load.

Cream pulled her muzzle back with a satisfied *fwah* and smacking of her lips. Apogee was almost sure she could see the foggy-heat-steam of Cream’s mouth from the thick load she’d just taken.

“Only fair, you got the first one.” She chuckled. Then reached a hoof down to gently massage her son’s sack. “Besides, there’s plenty left. Told you he needed to be warmed up properly...”

Apogee could see that Button was indeed, still hard and throbbing. Unlike before, where he’d come out of Delta’s mouth limp and in need of recovery, Button’s cock seemed to throb in full erection. Angry and over-stimulated. Strained to bursting. Throbbing with a dark brown swollen-intensity. Ready to FUCK.

Apogee bit her lip and swallowed.

“I can see that.” Delta blew a silent whistle of admiration. “Just what are you feeding this kid, anyway?”

“He’s always been a little too… backed up… takes after his father.” Cream chuckled, with a sigh. “...but I will admit that I happily feed him LOTS of very… ‘sex-health positive’ fruits and vegetables. Even the exotic ones from Zebrica. He is a growing boy after all…”

Delta scoffed. “Yeah he’s growing all right.” Standing up, she shook her head. “Damn Cream, you randy mare… stuffing your kid’s belly full of those chemicals while you're flicking your tail and filling his nose with your overactive hormones.”

Cream simply stuck her tongue out at the pegasus. With a naughty smile. It was a side that Apogee hadn’t expected to see from Cream Heart - she got a bit mischievous when she was worked up. “Oh shut it - I’m sure you’re hoping to ‘fill your belly with his chemicals’, so don’t complain to me.”

Delta’s grin was predatory. “Damn straight.” She turned about and flicked her tail from side to side. Looking over her shoulder, she growled at Button. “Up and at ‘em, stud. You haven’t passed my ‘you-can-fuck-my-daughter-test” just yet.” With her burning, smoldering gaze, Delta hiked up her blue tail, revealing her tight tailhole, and drooling dark-blue marehood. Apogee swallowed involuntarily. She’d only ever seen her mother’s clit sticking out that far when they were deep into one of their ‘sessions’... and only then if some pretty serious toys were involved.

Button scrambled up to his hooves, wiping his face as best he could, trying to clear the gunk from the side of his nose.

“Sh-should I… get a condom… or?” Button asked hesitantly as he walked toward the older blue pegasus under the watchful eyes of three females. His cock was almost painfully erect, glued against the underside of his belly, still partially flared out in excitement.

“Pfft… fuck that. I’m old, and I’m clean. You’re good.” Delta chuckled, bending her front half down and thrusting her plump ass up in the air. A powerful wink sent a squirt of clear liquid to the ground, splattering against the linoleum with a loud plop.

Button trotted forward. Apogee could tell he looked unsure of himself, eyes flipping over to his mother and even to her. She could see the desire in his face… but maybe he was just nervous about being with another mare for the first time in his life.

“C’mon stud! Mount up!” Delta giggled, her wings flaring out and one of her rear hooves stomping.

Button waited for a nod from Cream Heart before he did just that, clambering up with some difficulty onto the mare’s back. Apogee avoided laughing at the nervous colt, but she could see his body instinctively begin to hump and thrust as he got up, his fattened flare erratically missing and landing with wet slaps against Delta’s teats and lower belly.

“...seriously? Take your time, kid.” Delta tried to coax him.

“I’m just… a little nervous…” Button grunted as he whiffed again, his flare sliding off the inside thigh of Delta’s dripping nethers.

“Here honey.” Cream stepped over. “Let me help!”

Apogee whispered a little ‘Awww’ internally as Button’s mom took hold of his fat flare, shifting the colt backward and aligning him with Delta’s waiting, wet, warm marehood.

“She’s tighter… mmmf!” Button grunted. His flare having trouble sinking into the exposed blue-pink flesh.

Cream rolled her eyes, using the edge of one hoof to pull at Delta’s labia as the other stuffed her son’s colthood into the juicy MILF-snatch.

“Ohh…. yeah!” Button groaned as his brown cock sank inch after inch into Delta.

Apogee bit her lip with desire. She felt a pang of jealousy… but she wasn’t sure if she was jealous of Delta or Button.

“Yeah! Take it!” Button grunted, beginning to hump. “So good!”

Apogee cocked her head with confusion. The colt was only part way into her mother, barely up to the medial ring… and though the colt was humping… the way he was just arching his back and flexing his hips barely moved his shaft more than an inch backward and forward.

“Y-your pussy... “ Button huffed, his head resting against the back of Delta’s neck. “...is so… tight!”

Apogee saw her mother roll her eyes slightly and look back with a bit of a bewildered look. “Uh… thanks?” Her blue wings shuffled slightly as the treen continued to hump blindly, making little progress. “You wanna get started anytime soon?”

“Vee!” Cream clicked her tongue, stomping a hoof.

“I-it’s a weird angle…” Button grunted. “You’re smaller than my mom… I can’t…”

Delta smiled back at Apogee with that shit-eating grin of hers. “Kiddo, sometimes if your stud’s making excuses…” Apogee’s eyes opened wider as she saw her mother push her lower half up and bend her forelegs, preparing to spring back. “Ya’ gotta take the reins for yourself.”

With a push, Delta shifted all of her weight back against the teenage colt. With only two legs on the ground, the sumptuous plot rushing at him easily knocked him off balance, and he was quickly on his heels, stumbling backward as Delta continued to shuffle into him.

“W-w-woah!” Button yelped, losing his footing at falling back to land on his rump. Usually, this would mean that he would slip right out of Delta… but Apogee could see that this was all a part of her mother’s larger plan. With a deliberate butt-slam that could have been done by one of the Mexicolt luchadores that Diz loved so much, Delt fell back onto the colt.

“Ooophhfnnnnnnnmmmm….” Button grunted, the air being driven out of him.

Apogee let out a sigh of relief. She’d been a bit nervous watching her mother impale herself onto the teenager with her own body-weight. His brown cock had pounded all the way into Delta’s tight snatch, not even hitching on Button’s medial ring… and more importantly, Apogee hadn’t seen anything bend or stretch in ways that Celestia hadn’t intended.

“Celestia Delta!” Cream shouted, rushing to her son’s lower legs. “You could have hurt the boy!”

“Nah. I’m a professional.” Delta stuck her tongue out, then paused to consider. “Uh… actually... I should say a skilled amateur. But I’m gonna make him hurt… so… good…”

Apogee watched from the side as her mother, straddling the supine colt, began to grind her well-rounded plot into his hips. Button was being trapped under the heavy pressure of the older MILF-pegasus’s plot, pinned under her thighs as she began to hump and grind on his cock.

“Mmm… sorry stud…” Delta groaned, her hooves resting on Button’s legs, giving her greater purchase to grind her nethers against Button’s lower stomach, “...but I couldn’t wait anymore… so now I’m taking you for a little ride.”

Delta’s tail flicked back and forth in front of Button’s face playfully, swatting him as he gasped for air. But Apogee could see that her mother was done caring about her new coltfriend’s health: she was starting to pound herself into him. Raising herself an inch off of his body, barely revealing the sticky wet mess developing where Delta’s marehood was drooling down onto Button’s shaft before slamming back down against him with wet, meaty *PLAPS*.

“Oh f-fuck!” Button shouted, reaching forward and grabbing two hooves of Delta’s ass.

“You better hold on, stud… I ain’t your momma!” Delta threw her head back, as she began to slam harder and harder, drawing more of the colt out of her with each stroke, as she fucked herself on Button’s pole.

“Apogee come over here…” Cream beckoned, from between Button’s legs. “You should watch your mom work.”

Apogee saw Delta’s face blanche slightly, though her pace didn’t stop one bit. She didn’t have time to process what that might mean though - she was already being pulled over by Cream. And the earth-mare was right: it was a sight to behold!

Apogee sat in front of her mother, watching as she worked the full 12-inch length of Button’s cock, rutting herself silly with long strokes up and down the boy’s thick throbbing tool. Delta’s ample teats swung in a lazy up and down motion, her nipples fully engorged in their eraser-like way. Her big red-eyes watched Apogee’s face as she took in every detail of her mother: her flaring blue wings, the sweat trickling down her brow, the way her tongue hung out of her muzzle, the quivering forehooves as they grasped at Button’s knees for balance, her clenching marehood, and the fat, winking, pink clitoris that was shooting in and out in pleasure.

And Apogee could see that her mother loved being watched.

“Ap-apogee…” She whispered, no longer as rowdy or boisterous. “F-fuck it…!” With a groan, Delta slammed Button all the way to the base and began to shudder, a trembling convulsion that shivered from her mother’s chest out to her wingtips… then to her pussy. The dark blue lips parted again and again, spread wide by the full extension of the winking lovebud, and then… she squirted.

Apogee watched as her mother’s pink winks sloshed clear mare-cum in three powerful splashes, the sticky substance coating the colt’s brown ballsack and adding to the growing puddle on the floor below.

“Oh… w-wow… kiddo…” Delta moaned, looking down at Apogee with love-drunk eyes.

Apogee opened her mouth to say something when she felt a hoof gently push her between her shoulder-blades. But not towards her mother’s face… but her mother’s nethers.

“I think you should have a taste, Apogee… don’t you?” Cream’s sweet whisper came in through her right ear, the playfulness in her tone intermixed with a mischievous challenge toward her mother.

Delta’s drunk face began to change into something of nervous surprise. “C-cream… don’t make her do anything…” Apogee could see the concern on her mother’s face… she was worried about her! “...she doesn’t want toooo ooooooooooh!”

Apogee dove snoot-first into her mother’s muff. Resting on her belly, with her pert-little butt wagging happily like a puppy-dog, Apogee found herself face-to-snatch with the familiar blue marehood. It hadn’t been stuffed with colt-cock the last time she’d seen it, but that just made the whole thing even sexier.

Apogee stuck her tongue out, letting herself lick Button for the first time, starting her tongue at a spot right between the orbs on his brown sack, tasting the salty-spicy musk of his balls as she licked up over the base of his quivering dick… and onto the exposed pink flesh of her mother’s cunt. The way the shaft was inside her was pushing all of her mother’s sensitive inner bits outwards, giving Apogee plenty of tender inner-velvet to lavish with her tongue, pink muscles exploring pink folds as she worked her way in between her mother’s clit and Button’s cock.

“Oh… oh fuck Kid!” Delta moaned out, as she brought a hoof from Button’s knee to the back of Apogee’s head. Apogee grinned with delight knowing that her mother was trying to stuff her face into her muff: it meant she was doing it right!

It was a fascinating union to explore: Delta’s quivering pussy clenching and wriggling around the stiff, erectly thrumming steel of Button’s colthood. Such a strange mixture of juices, tastes and sounds. Apogee giggled, her tail wagging with delight behind her.

Then she felt it.

The barest touch of warmth on her own plot. A little kiss on one of her freckled, athletic ass-cheeks. Her wings snapped out wide in surprise. She hadn’t been expecting that!

“Don’t mind me, Apogee.” Cream cooed from behind her. “I just want to make sure you’re having the best time possible.”

Apogee was about to look back when she felt two hooves grip her hips... then a warm wet nose press against the bottom of her tail hole, before a writhing, grasping tongue plunged into her fillyhood.

She groaned out into her mother’s clit and Button’s testicles as she was overcome with the flood of sensation. The mare eating her out was obviously skilled… and VERY passionate. Stars were going off in Apogee’s eyes as long, luxurious licks wrapped around her plump, dark-yellow lips, darting in to sample her tight teenage honeypot, slipping back out to tease her quivering rosebud… sliding back to coil around her bit-sized lovenub… all while two hooves pawed and massaged her rear.

“Oh… f-fu-uhh...ck….” Apogee groaned, her face soaked with the spurting fluids from the cock and snatch she was being ground against. “I’m… oh…. J-jeez…”

Apogee felt the licking at her teen-pussy pause. “Go ahead honey, cum on my face…” Cream cooed warmly.

Apogee’s wing twitched and quivered as she felt herself do just that. Like before, warm washes of joy slid through her, the teasing tongue coaxing a happy cum from her body… little winks accompanied spurts from her pussy as she emptied her filly juice into the waiting, suckling mouth at her snatch… each squirt coming with a little backward hump into the wonderful, pleasing face.

“Yeessssshhh….” Apogee grunted, her wings quivering in time with her spasms. She nuzzled into the brown sack and blue-pink cunt, pressing her muzzle into it involuntarily as she basked in the throes of her release.

The domino effect is a real thing.

Apogee’s nuzzling set off another quivering spasm from Delta, who tightened and released her powerful pelvic floor muscles, shuddering under the too-intense stimulation from her filly’s grinding love-nuzzle. The involuntary cock-milking grasps of her body, programmed by evolution to extract the stallion-batter (or colt-batter), fired with a gut-clenching intensity that made Delta bite her lip to suppress a whimper as she rode out her mini-orgasm… quickly led to a third effect of the sequence cascade.

Apogee dimly noticed through hazy, rolling eyes the sudden bulge that appeared in her mother’s lower tummy, just above her bouncing, sweaty teats. A small ring pooching out from her gut that could only be from Button flaring deep inside her, a precursor to him emptying his sticky load in her womb.

She felt the colt’s brown balls clench and jump, throbbing up to the base of his cock again and again as his thick colthood pulsed with orgasm tenses of spurting release. She heard his hooves clatter against the floor as he thrust up, humping with abandon into her mom…

And she felt the spill of hot, white slime as she overflowed from his spurting, sticky release… the white semen foaming out of Delta’s tight seal around his base, seeping out over Apogee’s face, staining her with the colt’s white, musky cum. She was too tired, too orgasmic, too happy to care… only dimly noting that the musky batter was just as tasty as her first sample… and that her twitching pussy was only slightly less sopping wet than her face, as bodies and ponies moved around her. She was way far gone in a swim of happy dopamine, reducing her to an almost hallucinogenic wash of neurochemical stew. A melted pile of contented pony.

But her brain was still registering what was going on - storing it in some visual memory bank.

“H-holy… f-fuckin’ “

“Button! Language!” Cream chided, chuckling. “I’ll permit it when in the process of making love, but there’s no need to be crude when between sessions.”

“Moom…” Button groaned, barely able to complain. He had rolled onto his side. Panting, sweating and gasping, looking like a royal guard pony who’d just escaped from the frontlines of a changeling invasion… except for the fact that he was still sporting a massive, unabated erection in full flare, covered in the frothy leftovers of marecum and stallion batter, including a sizeable mess around his balls.

Delta looked over at him with a shake of her head and a chuckle. “Fuckin’ A stud. You swear when you like.”

“Delta!” Cream began with a stomped hoof.

“Damn, even for a young colt you sure don’t tire out easy.” Delta chuckled, prodding Button’s organ, clicking her tongue. “If you can outlast even my little Apogee, you've got some stamina…”

“Told you…” Cream sniffed, holding her head up high with pride as she basked in the praise being given to her son.

“Pffft! Hahaha... “ Delta cackled, holding her stomach as she laughed. “You should see yourself Cream, trying to look all proud when your chin and chest are soaked with fillycum! But… yeah, he’s got staying power, this kid… that’s something."

“Told you..” Cream shook her rear with happiness as she tried to clean off her chin and chest with her hoof.

“I… I think I could actually take a break.” Button choked out, as he tried to lift himself to all four hooves.

“Hahaha!” Delta chuckled aloud. “No way that’s happening, stud.” Delta flicked her rear back and forth, waggling it as it left little drips in its wake. “And not just for me...” Delta wriggled her eyebrows with a further wriggle of her hips. “But for your poor mom.”

Delta huggled Cream and squeezed the earth-mare into a tight hug, pressing her breastbone against hers.

“H-hey!” Cream yelped.

“Everypony else has been gettin’ their rocks off all afternoon…” Delta looked back over her shoulder at Button with a wry and cocked eyebrow. With a flap of her wings, Delta pushed forward, knocking the earth-mare off balance and sending the two beautiful mothers falling down in a heap, one stacked on top of another. Delta grinned while looking down at Cream. “While your darling mother has been spectating from the sidelines. We should change that.”

Delta wrapped her blue tail into Cream Heart’s auburn tail hairs, sweeping it aside with a powerful flick. At the same time, Delta slid her rear-hooves inside the earth pony’s rear legs and pushed outwards, spreading her legs wide.

In less than a moment, Button was treated to the sight of two delectable MILF-pussies stacked one atop the other, two beautiful momma-bears laying belly to belly on the linoleum floor with their plots on full display.

“D-delta!” Cream coughed out. “Really!? Mmmff!” Cream’s protest was cut off by Delta looking down with her wolf-like smile, pressing her muzzle against Cream’s and driving a quick, open-mouthed kissed onto her lover.

Their lips broke apart with a noisy *smack*. “Tell me stud…” Delta looked over her shoulder again, bright red eyes fixing Button’s with intensity. “You ever heard of a mare-sandwich?”

Button was looking up from his spot on the floor, as his mother and Delta looked back at him, two hot older mares begging him with their eyes, docks thrashing with excitement, pussies on display for the whole world to see, tail-holes quivering. He shook his head, wordlessly.

“Hehe, well it's your lucky day… most stallions would kill to try this even once in their lifetime.” Delta wriggled her hips, grinding her pussy against Cream’s.

“M-mom…” Button moaned out, getting to his hooves and starting to trot over, one hoof holding his throbbing colthood.

“Oh… Button... “ Cream cooed with a smile. “Come over…”

Delta flicked her tail again. “Alright kiddo… stick that lovely thing right between your mom and me… we’ll take care of the rest.”

Button looked at the target area in question: two plump marehoods, the crest of their fat labia majora touching, little (and not so little) nubs of pink flesh agonizingly close to grinding into one another. And just beyond that, two sets of beautiful teats smushing like beautiful fleshy pillows into each other… forming a hot, sweaty cleavage that he would shove his fat flare through.

Button gulped and mounted Delta for the second time, his target much easier as he pressed his cock forward into the gap between the two mares.

“Oh Button… you’re so hard, baby…” Cream groaned to him.

Twin streaks of hot, sticky marejuice traced over the colt’s cock, one above and one below, as he pressed his fat flare, then his shaft through the squished together marehoods. The mares shuddered and writhed as their two cunt mushed and molded around the cylinder pushing forward, their most sensitive lips and bits grinding into the colt’s flesh as he pushed his rod between them.

“Ooh!” Delta giggled. The colt’s flare had just speared through her crotchteats, the wide head popping just beyond the sweaty cleavage of her and Cream’s teats.

“Ohhh yes…. Yes!” Cream groaned out. Her son was sliding back and forth, rutting a furrow into her marehood, grinding his veiny, ringed length across her sensitive clitoris. “B-buck y-yemmnghh…” Her groan was cut off by Delta shoving her mouth onto hers, and pressing her tongue deep into her mouth.

The three ponies moved in a mass of grunting, sweating flesh. Cream and Delta were engaged in the most passionate of embraces, hooves finding their way to necks, backs, manes… heads thrashing left and right… mouth gasping for breath in between renewed assaults on one another’s tongues. Delta had hooked her rear hooves under Cream’s thighs, lifting them as much as she could, even using her wings to flap slightly, pulling their bodies tighter together… and sandwiching the colt between them. Button was gripping Delta’s rear for all his worth, having now found his stride, his brown balls swinging back and forth as he pistoned in and out between the two.

“Mmmngghhh….. Mngghhh….. Mngh!!!!” Cream began to moan into Delta’s mouth, her tongue losing tone and her body losing focus. Delta renewed her assault, bouncing her rear down on top of Button’s shaft, rocking Button’s cock deeper and deeper against his mother’s pussy, driving his shaft between the earth-mare’s larger, engorged teats.

Cream’s tail lashed back and forth on the ground in front of Apogee. It flicked wildly, her dock lifting up and slapping against her sons rear, encouraging him to hump harder… to grind against her fat clit with more intensity. But it was already inevitable…

Cream came… hard.

The strength of the earth-pony was on full display as she lifted with her powerful glute muscles, easily raising all three ponies off the ground as she ground into Button in the throes of her impending orgasm. Cream’s orgasmic groan reverberated down Delta’s throat, finally giving the pegasus-mom some pause as powerful earth-pony hooves gripped her tightly in their spasm.

Cream’s fat pink clit shot out, again and again, mashing itself wildly into Button’s colthood. Her pink inner lips winked out, again and again, gasping for air as the wave of pleasure overcame her. Her shudders intensified until she squealed and held her legs aloft in a constant state of tension, trapped in the ecstasy of her climax. As she squealed out, a clear unending stream of mare-cum spattered from her pussy, soaking her son’s legs in her obscene juice. Unlike the pegasus mares, Cream didn’t cum in squirts… she came in streams.

The half-lidded Apogee saw the soaking sticky squirt from Cream, a fountain of orgasm that only subsided all at once, as if someone had punctured a hole in the mare and she deflated instantly, all of the tension in her muscles releasing as she slumped to a puddle under the other two ponies on top of her.

“Th...thanks… Delta..” Cream whispered, her mane drenched in sweat, as she looked up with a warm, goofy smile at the pegasus.

“Don’t mention it.” Delta winked with a grin.

Cream promptly let her head fall to the floor and her eyes shut. She wasn’t sleeping, just gasping for some mental stability as she basked in the afterglow of her orgasm.

Delta chuckled, then looked over her shoulder. “Hey stud, you still back there?” Delta wiggled her rump on top of Button’s cock, still stuck between her teats, and jammed part way into her pussy.

“Uh… uh huh.”

“Good stuff.” She chuckled. “Now it’s my turn to get off.”

Button swallowed loudly… unsure what else he’d have to endure.

“Oh don’t worry kid, I’ll make sure you enjoy this one too.” She winked back at the colt. “I’m guessing that your prim and proper mom here has never let you try out the back door, hmm?”

Button’s eyes opened even wider and he stammered over his words as he tried to respond. “I-I’ve never… w-we… I… how-”

Delta laughed aloud again. “Easy kid, it’s not that big a deal.” Delta groaned as she put some weight into her hooves, separating herself from the top of Button’s shaft with a sticky *squelch*, so the colt could disentangle himself.

“Go to the third cabinet up there, open it up…” Delta motioned, before settling herself back down onto the recuperating Cream Heart.

Button struggled to his hooves, his mare-cum slathered dick complaining in the only way it could: by throbbing in full, flared-out erection, pinned against his stomach. He did as he was told, reaching up to open the closet (cock still pinned to his belly-button with arousal) and took the most obvious box down from the shelf inside.

“C-condoms?”

“Yep.” Delta sighed. “Don’t want you taking that thing raw right out of my ass and putting it into my daughter afterward. Ain’t sanitary… Plus it’s pre-lubed… not that we’ll be really needing that.” The mare chuckled as she looked down at her absolutely soaked hindquarters.

Delta stretched her neck with a little shake of her mane. “You pull this off, and I give you my gold-stamp of approval: full recommendation to rut the horseapples outta my daughter.”

“D-daughter… “ Button swallowed, looking down at Apogee. She returned his glance with a dreamy, drunken smile. She still wasn’t all there.

“Mmm hmm stud… that’s why we’re here remember?” Delta grinned. “This was just the appetizer…. Speaking of… get yourself ready…”

Button fumbled with the condom, tearing the thick foil wrapped and slinging out the strange plastic button of latex.

“L-like this…? I’ve never…”

“No, wrong way, you’d have to get a new one if you were… never mind… come over here.” Delta grunted.

The colt walked over, dick rock solid and rigid in Delta’s face as the experienced mare took the silicon covering and stretched it out so that it rolled tightly over the colt’s flared-out head. “Phew… you really are worked up, huh?” Delta choked, rolling the silicon condom down Button’s colthood, stretching it over his ring and all the way down to his base. “There we go… all systems GO.”

Button chuckled slightly as he walked around behind Delta Vee. “I-I didn’t know mares liked th-this stuff…”

“Mmhmm… some coltcuddlers too... “ Delta laughed. “I feel like getting really stuffed right now. It’s a nice feeling. If you TAKE IT SLOW.”

“Oh… okay…” Button stood up on his hind legs, not mounting so much as standing behind Delta, carefully stepping his hooves so that he wasn’t standing on either his mother or Delta’s tails. He laid his wrapped cock across the blue mare’s plump asscheeks, nestled against the right side of her dock. It was a strange feeling, the sensations deadened somewhat through the wrapper, but his pulsing penis making the whole thing look like a packaged sausage… it was kind of exciting!

“Alrighty now… you know which one is my asshole, right?” Delta grinned.

Button nodded. The colt took his head in his right forehoof, watching carefully as he brought the fat flare to the tight ring of flesh, quivering and twitching underneath Delta’s dock. “D-delta… I… I don’t think it’ll fit…” The flare was much larger than the tight ponut, and as inviting as the wrinkle of flesh looked, it seemed impossible.

“Don’t you worry, we’ll work it in there…” Delta grinned. “Rub that thing against my snatch a couple's times first, get it nice and wet…. Mmm… yeah like that…” Delta bit her lip as the colt pulled his cock against the mare’s pink flesh, still drooling a mixture of stallion and mare juices.

“Now… line yourself up… there you go, big boy…” Delta grit her teeth. “And push...”

“Oh… ohhh fuuuuuck!” Button groaned. The tight little pucker spread out impossibly, widening and widening, straining and stretching until finally, agonizingly, it slid around his heads immediately slipping around and pinching under his glans. He was inside her ass.

“Ooh… fuck that hit the spot!” Delta grunted out, eyes rolling back slightly before she closed them. “I fuckin’ love a good tailhole-rutting with a young stud.” She snorted, blowing air out of her nostrils.

Button’s eyes were screwed into knots. The colt’s shaft was wrapped in the hottest, tightest squeezing vise imaginable. He clenched his teeth and dug his hooftips into the flesh of Delta’s supple ass as he slowly sank his cock into the impossibly small sphincter, inch by inch, obscene squelching gurgles escaping from their union as he did so.

“Oh, Celestia… your ass is… so tight!” Button groaned out, his medial ring bumping against the mare’s stretched tailhole, preventing him from sinking any deeper.

Delta gasped. Throwing her head back with pleasure. “You’re… fuckin’... Telling me!” The way her eyes rolled and shut with pleasure, and how her blue tail flicked and lashed with excitement made it clear that the mare was struggling to contain her reaction to the pleasure. “Keep…. Hnggg… going!”

Button pressed forward again, a soft moan escaping his lips as the blue ponut swallowed his medial ring and he sank another inch into hot, twisting, MILF tush.

“Mmm… fuck yeah… stud… you like my ass?” Delta groaned, wings flapping. She writhed on top of the semi-conscious mare beneath her, grinding her sopping cunt against Cream’s pubic bone. “Fuck me!”

Button obliged, sliding the last inch into Delta’s tailhole. His whole colthood was now encased in boiling, tight, twisting mare ass... And he was going to do as he was told. “Oh… oh fuck! I love your… butt!” Button groaned, his hips starting to move back and forth.

“Good boy... stuff me… yes… harder!” Delta grunted as the cock stuck up her rear began to move faster, plunging in and out a third of its length with each stroke, the fat flare shifting her insides as the enthusiastic colt teenager pounded her. “F-fuck… -me-gn… ah… ah… ah…!” Delta lost her voice, resorting only to little squeaks as the colt began to really rut her.

Button’s pace had increased quite a bit, and he levered forward with all of his hip-strength. His brown balls slapped up against Delta’s pussy, his hips collided with her plump flanks with resounding *PLAP*s, each meaty collision causing Delta’s wings to twitch and flicker as he fucked her harder and harder.

“Mmnf! Mmnf! Mmnf! Mmnf!”

*PLAP*

*PLAP*

*PLAP*

*PLAP*

Delta’s head craned toward the ceiling, her tongue lolling out of her mouth as she mewled incoherently with Button’s rapid ass-fucking cadence. Her eyes shot open for just a moment as Cream’s hooves reached up and gripped her hips, jerking her downward to grind her marehood even more aggressively against her own.

“Oh… f-fuck…” Delta moaned, looking down at the earth-mare, who was gazing up at her with tired, satisfied eyes. “C-Cream… y-you-nff… unf… unf… unf…!” Delta’s head was thrown back again as the sounds increased in intensity: Button was showing his earth-pony strength now, driving with jackhammer-like thrusts.

*PLAP*

*PLAP*

*PLAP*

*PLAP*

“Go on, Vee…” Cream whispered, doing her best to mash her marehood against Delta’s. “...cum on my boy’s cock.”

Delta choked, squeaked, then began to moan… a long resounding exhortation. That shook the trailer’s windows. “OHhhhhhhhhhhhhhhhhhh…!”

Button’s cock was immediately crushed from an overwhelming, torquing twist of spasming sphincter muscles. His breath caught in his lungs and he froze, genuinely worried that the pressure around his colthood was reaching unhealthy levels… but the pressure only mounted and mounted… He grit his teeth, looking down at the twitching, spasming ponut clenching his cock, the groaning, orgasming mare wrapped around him… and a burning tension in his own gut quickly boiled up, the tension in his poor, over-stimulated colthood finally… snapping.

“Oh… f-fuck…!” He groaned out, falling forward onto Delta’s sweaty back. He humped involuntarily, as he began to spurt for the third time that afternoon, feeling the strange sensation of his boiling cum filling the condom in Delta’s ass. Rope after rope gushed out of his cockslit, filling the grunting, climaxing mare, making her belly grow ever-so-slightly with his release. “I’m… cumming!”

Button lay gasping on Delta’s back, unable to do anything but lay like a log, his cock twitching and spurting as the rest of him flopped like a fish on Delta’s back.

From the floor, Apogee watched the triple stack of ponies, their messy plots all facing her, all three shuddering and panting. Nopony was moving, all content to let time tick away as they glowed in their post-orgasms.

A little bit of movement happened as Button’s cock began to soften, his organ slipping out of her mother’s asshole in a lurid plop. His semi-flaccid cock hung down from her mother’s gaping tailhole, still clad in its clear condom, with the reservoir tip at the end filled out to the size of a baseball with Button’s white cum, hanging off the end of his penis like a yoyo at the end of a long string.

Not long afterward, Cream Heart began to move. It was no easy task to extricate herself from under two very comfortable, lazily basking ponies, but she found a way, rolling out and using her remaining strength to separate the two into distinct piles of pony in the sticky, musk-filled, humid kitchen of the trailer.

As she pulled Button’s condom off his colthood with a chuckle and shake of her head she prodded her son, rousing him.

“Button? Button honey... you still with me?” She cooed.

Button groaned and swatted away his mother’s hoof, rolling up to his side. “J-just… give me a sec… mom….” Button huffed, rubbing at his tired colthood.

Delta flopped over onto her back, pumping a hoof in the air and letting out a contented little cheer. “Wooo! That was… pretty damn… good!” She let her hoof fall back to the floor with tired contentedness. “I give you full permission to rut my daughter, stud.”

“G-great... “ Button sighed, pushing himself up and rolling over onto his belly. “H-how about this time next week?”

Cream chuckled and swatted at her son’s ear. “Oh don’t be a lazy-bones, honey.” Cream gestured over to Apogee, still watching them from her own sweaty heap with a goofy, smirk. “Your poor fillyfriend has been waiting verypatiently…”

Button looked over at Apogee and gave a weak, unsure grin.

Apogee’s smirk immediately blossomed into a warm, open smile.

“See honey?” Cream stroked her son’s sweaty mane. “Tell me, how do you think she looks right now.”

“P-pretty cute…” Button murmured.

“Sexy even, hm?” Cream leaned down, elbowing her son and wiggling her eyebrows.

“Y-yeah…” Button gulped. “She looks pretty… hot…”

Cream prodded Button over toward Apogee, the colt crawling weakly over to the young filly, who was still laying on her side.

Apogee wanted to say something nice in return. But she was still struggling to find her words after her orgasm at Cream’s hooves (and tongue)… and she still wasn’t confident in her flirting skills, in a normal setting, let alone such a sexual one. Instead, she did what felt natural to her, her over-stimulated mind insisting that she turn over onto her back and spread her legs apart, displaying her dripping fillyhood to both Cream and Button.

“See Button, she likes you too…” Cream chuckled.

“She looks a little… out of it.” Button questioned, unsure of himself.

“Sometimes we mares can get a little overwhelmed.” Cream chuckled, reaching out and patting Apogee on the leg. “Why don’t you help her unwind a little bit... “

Button looked at his mom and then down at himself, his flaccid cock partway back into his sheath. “Uhhmmm…”

“No, Button.” Cream tsked. “Not everything revolves around the stallion and his bits, you know.” She prodded her son forward toward the welcoming, nodding filly. “You can start off by helping her out, like a real gentlecolt…”

“Uhh…” Button cocked his head and looked down at his hooves. “Should I use my hooves, or…”

“Don’t you…” Cream sighed. She fixed her son with a stare and opened a hoof with disbelief. “Remember that time, after you broke the vase? It was a while back… you did it to me then?”

“You want me to… break her vase?” Button’s ears flattened back and his face belied his absolute lack of comprehension.

“YOUR MOUTH, Button.” Cream slapped a hoof to her face. “Honestly, I have really been spoiling you too much if you haven’t even realized that’s a thing stallions can do…”

“Oh!” Button pounded one hoof against the other like he’d just figured out a great mystery. “Oh.” He said again, as he came to a realization. “Oh… with my mouth…” He clarified.

“Go on, Button. She’s waiting.” Cream smiled and nodded.

“B-Button….” Apogee mewled, spreading her legs a little wider and nodding at the colt. “Puh-please…”

Button leaned forward hesitantly, getting closer and closer to her. Apogee gurgled slightly with joy. She’d always thought this colt was pretty cute, and now he was going to be eating her out… maybe even… rutting her.

She watched through half-lidded eyes as the colt got closer and closer to her musky, hot, tight little snatch, still drooling with aftereffects of the orgasm that Cream had brought her to earlier. She trembled with excitement… expecting to feel the colt’s pink tongue lap at her at any moment…

She felt the barest hint of a kiss on the center of her labia.

Button sat up, his lips pursed comically. He grinned up at Apogee and over at his mother. “Like that?”

Cream face-hoofed even harder than she had just before, dragging her hoof down across her face in frustration. “You’ve got to be bucking kidding me…” She groaned shaking her head. “My own son… I really have spoiled you…”

Button cocked his head in confusion. “I thought…”

“Button, honey. Follow along…” Cream leaned into Apogee’s nethers. “I’m going to need you to scooch in nice and close… it’s time for a quick refresher.”

Apogee squee’d as two heads dipped down between her legs.

Maybe dating wasn’t so bad after all!


***Chapter six can be found HERE***