Scootaloo stamped her hooves against the cobblestones of Canterlot’s Celestial Square, just as enthralled by the pyrotechnic finale of One Trick’s last song as everypony else there. It felt for all the world like the band – and especially the lead singer, Star Shooter – had been playing just for her and nopony else.

Of course, the rest of the crowd thundered right along beside her, probably feeling exactly the same way. Apple Bloom and Sweetie Belle bounced ecstatically on either side of her, both of them squealing just as loud as she was, and she could barely hear them over the crowd.

“Wasn’t that amazing?” she shouted to her two friends.

Sweetie Belle responded by shouting something back – something Scootaloo couldn't quite make out. Apple Bloom didn't seem to have heard her at all.

Whatever. They’d all talk about it later, of course. What mattered now was cheering the band as they gave their final bows and ducked out somewhere behind the stage. The brightly colored lights of the stage stabbed out into the night, making it kind of hard to see where they went.

Apple Bloom leaned in very close to Scootaloo’s ear, managing to make herself heard over the racket. “Come on, let’s get goin’ before the crowd does, or we’re gonna have to wait in line for days at the ice cream parlor!”

As excited as she was, Scootaloo had to admit it was a good idea. Always a practical one, that Apple Bloom.

Neither of them were able to get Sweetie Belle to hold still long enough to talk into her ear, so in the end they just started physically dragging her out … at least until she figured out what was going on and started following them willingly.

The problem, though, was that by the time they got Sweetie Belle moving, everypony else in the crowd seemed to get the same idea. Suddenly, instead of weaving their way through a stationary crowd, they were trying to force their way through a stampede of ponies all trying to beat the crowd and only making things worse.

It was all Scootaloo could do to stick with her two friends and avoid being trampled by all the other ponies, most of whom were much bigger than her and seemed to lose all idea of looking where they were going once the crowd started moving.

“Hey, watch it!” she shouted at a big yellow stallion who nearly flattened her. “You almost squished me!”

Whatever he said back to her, she couldn’t make it out over the clamor of the crowd. But from the look on his face, he’d had no idea she was even there.

It didn't matter. The crowd pushed and jostled, and soon she was separated from him, probably never to see him again. If it weren’t for her holding on to Apple Bloom’s tail with her teeth, she’d have been pushed away from her, too.

As difficult as the stampede was for little ponies such as her, what made it even worse was the occasional pony who – for whatever dumb reason – was trying to cross the square in the other direction, forcing their way through against the crowd … and probably bumping against every single pony in the crowd on their way.

One such, a green unicorn mare, nearly bowled over the pony right in front of Scootaloo. The green mare went down briefly, stumbling and rolling, but popped right back up and doggedly went back to fighting the crowd.

She must have been really desperate to get over to the stage for some reason. So desperate that she didn't notice when a laminated card on a lanyard fell out of her saddlebags in the tumble, coming to rest right at Scootaloo’s hooves.

Scootaloo snatched it up, turning and yelling to the mare, “Hey, you dropped this!”

She didn't seem to hear. She kept on pushing through, and the crowd kept on pushing Scootaloo the other way. In only a couple moments, she was out of sight completely. It wasn’t like Scootaloo had time to go chasing after her – she had a hard enough time fighting her way back to Apple Bloom and Sweetie Belle, even though the two of them were holding back and waiting for her.

By the time she caught up, they were leaving the square and the crowd – starting to break up and head different directions – was a lot easier to walk through.

Now that she finally had a moment to spare from putting all her concentration into not getting stepped on, she took a look at the lanyard she’d picked up. Maybe the mare’s name and address would be on it?

Her jaw dropped. No way! It couldn’t be!

She looked at it again … shook her head and looked at it a third time. Each time, it read exactly the same. It was a real backstage pass – for One Trick!!

“Hey,” Apple Bloom shouted at her, poking her in the side to get her attention. “Are you comin’ or what? We’ve gotta hurry if we’re gonna get our ice cream before the train comes!”

As Sweetie Belle came back to look at her as well, a big, slow smile spread over Scootaloo’s face. The reality of what she held in her hooves was starting to really sink in. It would be a bummer for that green mare, but for the three of them…

“Actually, girls…” She held up the pass for them to read. “I think I’ve got something better than ice cream.”

Both of their jaws dropped in unison, and they let out a pair of squeals that made the crowd flowing around them stop and stare.

Sweetie Belle just stood and gaped, her mouth moving without words. Apple Bloom, though, was a bit more eloquent. “What in the… But…?”

That’s when Sweetie Belle found her voice and finished Apple Bloom’s question: “Scootaloo! What kind of miracle did you – where’d you get that?”

Scootaloo held the pass up next to her face and smiled smugly. “Oh, I have my ways.”

Apple Bloom just gave her one of the deadpan stares her family was so good at. “But seriously, though. Where’d you get it?”

Slipping the lanyard around her neck, Scootaloo shrugged. “Found it on the ground. Somepony dropped it.” She didn't even care if those two believed her or not. “So, are you gonna come with me and meet One Trick or not?”

Once all three of them had fought their way back through the crowd and found the inconspicuous entrance to the backstage area, they encountered a problem.

It was a big problem – a big, brown, burly problem whose name, according to the tag on his security guard jacket, was Coco Puff.

“Get lost, kids,” he told them. “Backstage is for adults only.” He stood firmly in front of the only door in, and it looked like it would take an army to move his bulk out of the way.

“We are adults,” Apple Bloom lied.

“Yeah!” Sweetie Belle was quick to back her up. “We’re just, um … short.”

The bouncer’s eyebrow rose slightly. He didn't budge.

Scootaloo stepped up in front of her friends, getting right up in his face. “And besides, we have a pass! See?” She held up the pass right in front of his face.

After inspecting the pass for a few moments, he snorted. “It’s a valid pass for one pony.” Through his glasses he stared them down. “Not three. Either of you two got a pass?”

The three of them glanced back and forth between each other.

Coco Puff smiled slightly – the only emotion he’d shown during the entire encounter so far. “Didn't think so.”

With long habit from their days crusading for cutie marks, the three friends retreated a little way away and went into a three-sided huddle, just far enough away that the guard wouldn't be able to hear anything they were saying, though he surely saw the occasional glances they shot his way.

“So,” Apple Bloom said conspiratorially, “rock paper scissors?”

Sweetie Belle shot her a look. “No – come on. Scootaloo should obviously get it. She’s the one who found it.”

“We don’t have to,” Scootaloo said in an attack of conscience. “We could all just go get ice cream like we planned…”

“What? We ain’t givin’ up on an opportunity like this! Sweetie Belle is right – you should go, Scootaloo.”

The idea of going backstage with her friends had been nothing but exciting – just like their old cutie mark adventures. The idea of going in there to meet those awesome ponies all alone… Well, that was exciting and terrifying. Scootaloo glanced back over at the bouncer. Could she really do this … alone? What would she even say to somepony like Star Shooter? It was a lot to even think about. She could hardly imagine actually doing it.

“Then it’s settled,” Sweetie Belle said. “Have a fun time for us, and tell us all about it when you get back!”

As they broke from their little huddle, Apple Bloom gave Scootaloo an ‘encouraging’ slap on the rump. “Yeah – go get ‘em! And don’t forget to get stuff autographed for us!”

Scootaloo laughed a little nervously. “Um, yeah – I will.” She turned and looked at the bouncer again. She wasn’t scared of him. The worst he could do was keep her out, right? And he couldn’t do that when she had a valid pass. It wasn’t that, though. He was the perfect ponification of that dark cloud of self-doubt hanging over her. It was just as bad as the first time she’d met the Wonderbolts. What if Star Shooter and his band didn't like her? What if they blew her off and told her to get lost?

“Well, what’re ya waitin’ for? Go on!”

She jumped a little and then headed quickly off before Apple Bloom could ‘encourage’ her again … and once she got moving, it was much easier to keep moving.

So what if it was like meeting the Wonderbolts all over again? That had ended up being pretty great, hadn’t it? If the band ended up being a bunch of stuck-up snobs who didn't like her… Well, they could stay that way, and she’d go eat ice cream with her friends, and that band would have three less fans from now on! She didn't owe them anything at all.

By the time she passed under the bouncer’s scornful gaze, she didn't even care about him anymore. How could she be scared of a pony named Coco Puff, anyway? She just flashed her pass at him as she trotted on by, and instead of worrying about him, she turned back and waved to her friends. The last thing she saw before ducking in through the anonymous grey door was them smiling and waving back.

She had expected some kind of inner sanctum even darker than the night outside, where she would find the band members alone and brooding together over something … probably something cool. That wasn’t it at all. Instead, she found herself in a well lit room, kind of like a widened hallway, but so packed full of boxed-up musical equipment that the ponies bustling back and forth through it still had to squeeze by one another.

There was no sign of anyone from the band back here, and no real indication of where she should go. Maybe anypony who had a pass was already supposed to know.

At first, she was afraid that the way she was standing and gawking around would make everypony suspicious of her … but no. They barely seemed to see her at all, and they all seemed way too busy to worry about somepony as small as her, anyway.

The only thing to do was to start exploring and hope she came across the band. They had to be back here somewhere, didn't they?

A series of doors led off from this corridor, in the direction leading away from the stage. She’d just have to try those…

The first one was just a dim storage room, full of old sets and props. Even though it was the middle of the summer, most of the things she saw in there seemed to be for the Hearth’s Warming pageant. It smelled musty in there, and the out-of-season decorations in the darkness loomed at her in a vaguely creepy way. She shut the door quickly and moved on.

The next one was clearly labeled as a bathroom, and since she knew the band wouldn’t be hanging out in there, she moved on to the one after that. This one was full of pipes and wires, and the one pony in there – a scrawny stallion with thick glasses – looked up at her as if to ask what she wanted.

“Oh, um… Never mind. Wrong door,” she said, hurrying back out before he might question who she was and whether she really had any right to be there.

The door after that, though … now that looked promising. A slightly nicer, fancier looking door with a sign on it that said ‘DRESSING ROOMS’. Could she really go in there?

She glanced down at the pass hanging from her neck. It did say ‘all access’, so…

Shrugging it off, she made up her mind and barged in through the door, bracing herself for any reaction she might face. If they were going to kick her out, they would. She’d just say it was a misunderstanding.

Nopony yelled at her when she stepped in, though. There was nopony around at all – just another hallway. This one was smaller and quieter than the other, lined with doors on either side and plush carpet the whole way through.

It wasn’t until she started reading the temporary nameplates on those doors, though, that it really hit her where she was: Static Impulse, Moody Blues, Steel Crescent, Flash Fire, and of course … Star Shooter. There were a few more doors, these ones blank, so she stopped there, at the last in line. Star Shooter’s dressing room!

For a long while, she stood there in front of his door, her hoof reaching up toward the doorknob … but no matter how much she tried to psych herself up to it, she just couldn’t force herself to take that last little step and open the door.

When she noticed that she was hyperventilating so much she could hardly see straight, she forced herself to take a step back and relax.

Okay, okay… She wouldn’t go to Star Shooter right away. Maybe she could meet some of the others first and help get her nerves together. Blindly, she opened the door on the other side of the hallway and stepped in, not even noticing whose it was.

And … it was empty.

Somepony had just been here, obviously. The room was really tiny, with just a desk and a well-lit vanity mirror over a sink on one side across from a padded chest that could work as a seat, and in the back, a frosted glass door leading to a little private shower. A smell of cologne lingered in the air in here, and there was still a bit of water in the sink next to the flashy outfit Moody Blues had been wearing on stage. But nopony was here.

Feeling more than ever like she was poking her nose where it didn't belong, she went back out and tried the next door in line. This time, she paid attention to whose name was on the door: Flash Fire.

Again, the room was empty … even emptier somehow, since the lights were off and there was no sign of anypony being there recently.

She tried Steel Crescent’s room next, and this time… Well, this time, she knew the moment she opened the door that he was here! The shower in the back was running at full blast, beginning to fill the small room with steam and fogging the mirror.

Scootaloo closed the door as silently as she could, her eyes going wide as she watched the silhouette behind the shower door move. Steel Crescent – if that was who it really was back there – was scrubbing himself down in a very businesslike way. It still made her fur prickle a little … and her tail rise a bit. She was more sure than ever that she shouldn’t be in here, but she couldn’t make herself look away, and she definitely couldn't force herselt to leave like she knew she should.

Who knows how long she spent there, mesmerized by that sight… Steel Crescent was the least masculine of the ponies in the band, by Scootaloo’s reckoning, and his body looked almost like a mare’s, especially with his mane and tail wet from the shower. He was always the one that sensitive, romantic fillies fawned over. Sweetie Belle couldn't get enough of him – she had a poster in her room of just him alone! Scootaloo had always rolled her eyes at that, but now that she was there with him, practically in the same room as he showered, she couldn’t help but think of those hooves going up and down her body instead of his…

He reached down and the shower cut abruptly off.

Scootaloo froze. She suddenly knew she had to get out of there before he saw her … but without the noise of the shower to cover it, he was sure to hear the door opening. She had to do something, and fast, before he–

The shower door opened, and Steel Crescent stepped out, reaching for the towel on a nearby hook. He froze when he saw her.

Scootaloo stared back, gaping at just how blue he was. He’d always been dark grey with a silver, blue-streaked mane, but … but…

“Oh, um…” He looked her up and down again, his eyes finally settling on her backstage pass. “Wow, they really mean it when they say those passes are ‘all access’, don’t they?” As he started toweling himself off, he glanced over at her again. “Don’t worry, it’s not like I wear any clothes on stage anyway, right?”

“I…” She couldn’t force herself to speak. There she was, together in this little room, alone with Steel Crescent of all ponies, straight out of the shower and … blue! That seemed unduly important to her. “You’re um…”

Steel Crescent glanced down at himself, where she was staring. “Oh, yeah. I guess most ponies don’t know that. Everypony just kind of decided I look a lot cooler like that, so I always end up grey. That’s why I take so long in the shower – takes forever to rub all that coat dye out.” He rubbed himself ruthlessly with the towel, drying off quickly. “You, um… Well, you know the meet-and-greet with the fans was supposed to be before the show, right?”

Scootaloo gasped. Of course! She knew that finding this pass had to be too good to be true!

“It’s okay, don’t worry about it.” He hung the damp towel back up on its hook and effortlessly shook his mane back into its characteristically crescent shape. “Hey, most of the guys should already be down in the lounge. Come on.”

Her jaw dropped. “O-Okay!”

Steel Crescent headed down the hallway, and she followed him – trying not to stare at his ass too much – all the way down to the end, where he led her inside another door without any hesitation at all. Of course he didn't hesitate – this was all totally normal for him. Scootaloo felt like hesitating herself. She really felt like it deserved some dramatic pause before the plunge … but Steel Crescent just walked right in, leaving her no choice but to hurry after him.

When she came in, her eyes went wide. All of them were here – all of them except Star Shooter, disappointingly … but still. There was Static Impulse and Flash Fire. Over there, lounging and nursing a drink that he didn't quite look old enough for, Moody Blues looked up to see who’d come in.

“Hey bro, took you long enough, as usual!” he said with a playful punch to the shoulder. Plopping his drink down on the table next to him, he looked quizzically at Steel Crescent’s obvious follower. “Who’s that?”

“Um…” Steel Crescent rubbed his hoof through his mane. “What was your name, by the way?”

“I’m, uh…” For a moment, she thought about using a fake name, but decided against it. “I’m Scootaloo.”

Flash snickered. “What, are we adopting kids now?” The other members chuckled as well. Steel Crescent shrugged and looked away.

Scootaloo scoffed. “I’m not a kid!”

“Oh really,” Static Impulse said, standing up next to Flash. “Just how old are you, then?”

Scootaloo gulped, feeling a bit of a cold sweat coming on. Crap, she thought. I can’t tell them how old I really am, can I? Am I even allowed back here?

Static Impulse stood up and began to walk toward her.

Come on, Scootaloo, think! She put a hoof to her mouth to steady her nerves. How old should she say? “Eighteen?”

Uh-oh. That was rather less confidence than she’d hoped to force out. It got a small chuckle from Flash and a smile from the rest of the band.

“Eighteen? Really?” Flash said through a fit of laughter. “Okay, when’s your birthday, then?”

Scootaloo felt her head going woozy from the pressure. “Um … Neighvember third, ten twenty nine.” There. That sounded more confident.

Static Impulse now appeared in front of Scootaloo, peering down at her carefully.

“So, based on that, you’re twenty.” Moody Blues raised an eyebrow at her.

Scootaloo noticeably shrunk to the floor. “I, I’m sorry, I have a pass. I don’t mean to be trouble I just...” Tears started welling up in her eyes. Darn it, she said to herself. Not now – not in front of them!

She really didn’t want to lie even more, but she didn’t want them to push her away, either. Then she’d have let all her friends down. Maybe she should have gotten ice cream with them after all.

Static Impulse looked closely at her pass.

“Hey, look, everyone, it’s Sugar Bee! She’s the owner of SuBe Farms! It says right here on the back of her pass.” He laughed, with a bit of a snort. “Remember? She was back here before the show. Really cool gal!” Static led out another deep chuckle. “She looks a bit different now, but hey, ponies change, am I right?”

Steel Crescent looked down at the pass and laughed at the revelation, and the other band members nodded and went along with it. They all seemed to think it was hilarious.

Scootaloo was devastated. Of course passes would have names, just like the ones the band members were wearing. She was ruined. She should probably tell them she’d just leave on her own if they didn't call for security or something.

After a short pause, all the band members snickered and then laughed out loud, taking Scootaloo by surprise. It was a boisterous laughter, one that belied the seriousness of the situation.

Static Impulse came around, put his hoof over her shoulders, and smiled in a way that reminded her of Pinkie Pie. “We’re just messing with you, kid. We don’t care about any of that! It’s all good!” Then he leaned in close. “The only questions that really matter are whether you’re a fan of our music, and if you feel up to hanging out for a while.”

Steel Crescent nodded. “Seriously. We’re not gonna be doing anything important. Just playing some games and getting some food before the night’s out. If your parents gave you permission, then you’re good to go.”

Scootaloo was flabbergasted, taking a little longer to process the complete reversal the conversation had just taken. She’d been so sure they wanted nothing to do with her … and now they wanted her to hang out ... with Them? Like, all night?

Lack of parents aside, Scootaloo knew her friends would have her back because they told her aunt that they would be staying at the Apple family’s tonight. She knew Apple Bloom would cover for her.

“Absolutely! I’m down. And yeah, parents won’t be a problem!” she said with an ear-to-ear grin.

Static jumped for joy. “Then it’s settled! Now where’s Twinkle?”

“Um, Twinkle?” Scootaloo asked. Who the heck was that?

“Oh, that’s just what we call—”

The door opened again, and in came Star Shooter. He was a pegasus pony, just like her, and the only thing that shone brighter than his snow-white coat was his royal blue eyes. Swinging his golden mane as if he was making his grand entrance on stage all over again, he posed for a moment, as if anticipating praise from his band members – praise that wasn’t forthcoming – and only noticed Scootaloo after giving up on his grand entrance. “Hey, who’s the filly?” He gave her a heart-melting smile.

Scootaloo’s jaw dropped open at the sight of him. That had to be him – the real him! – even without seeing his star-glitter cutie mark, she knew that no other stallion could ever look like that. “I… I’m, um…” She just couldn't make her mouth work. She couldn't believe she was even in the same room as him.

“Her name’s Scootaloo,” Static Impulse said. “Don’t worry, she’s cool.”

She’d given up on trying to force words out of her mouth for the moment. But hearing someone she admired so much say that she was ‘cool’ made her glow from inside all over again.

“Usually she talks a bit more, though,” Flash Fire added with a little chuckle.

Her face burned hot. “I’m just, um… Hi, Star Shooter. I’m a really big fan.”

Before Star Shooter could respond to that, Static Impulse barked out a quick laugh. “Too bad you spent so much time on that beauty routine. While you were gone, Steelie here seduced this sweet little filly and claimed her.”

Scootaloo’s fur stood on end. “Hey! I haven’t been–”

“I did no such–” Steel Crescent stopped himself as the rest of them burst out laughing again. “Oh come on, you guys. Just because she wandered into my dressing room…”

“She just happened to wander into your dressing room?” Star gave him an incredulous look. “Likely story. But, I guess, if she’s already claimed…” He grinned, looking back into Scootaloo’s star-struck eyes, hoof on his chin.

“No, no! I’m not already claimed. I’m, um…” Wait, what was she going to say, again? ‘Down for anything that might happen’? ‘Totally in love with you’? ‘Ready to go right now’? “... Not claimed,” she finished lamely.

“Well then.” Smiling he came up to her, taking one of her hooves in his. “Allow me to introduce myself. I’m Star Shooter, but my friends just call me Star.”

“Filthy lies!” Flash Fire yelled out.

“Yeah,” Moody Blues chipped in. “Your real name is Twinkle Star, and all of your friends I know call you Twinkle.”

He sighed slightly. “Ugh, fine. You guys never let me get away with anything, do you?” Looking back down at Scootaloo, though, he smiled. “Really, though, you can call me anything you want.”

“I, um… Okay.” Scootaloo couldn’t help herself. She felt dizzy.

“Uh-oh,” Moody Blues teased, “Looks like lover boy here’s got another not-so-secret admirer!”

Star looked away, his ears dropping against his mane. “It’s … it’s not like that.”

Flash Fire stomped a hoof down. “Not like that? Ha! What – do you think we’ve never seen you with the fangirls before?”

“Guys, come on!” Star actually began to blush.

Moody Blues came over, sidling up to the lead singer. “Ooh – he’s totally hooked, just look at the way he’s—”

“Hey,” Star said suddenly. “Are we going to hang out here all night, or are we going back to our suite?”

“I don’t know…” Moody Blues wagged his eyebrows. “Are we?”

They all laughed when Star turned and huffed his way through the door … but also all followed him. Scootaloo followed as well, feeling awed to be in such company.

The idea of going to their suite with them weighed pretty heavily in her mind as well. She wasn’t about to turn down an invitation like that – not a chance – but what did it mean? Did they invite all kinds of fans to hang out like this, or was it just her? Was she that special somehow? No, she couldn’t be. But she sure felt special. Even if she wasn’t the only one ever, she was the only one tonight. And as stressful as it was to suddenly be thrust into this group of tight-knit friends as the stranger, there was also no ignoring just how awesome this all was. Apple Bloom and Sweetie Belle were never going to believe her!

As they left the concert hall and headed out into the now-empty street, Static Impulse came up alongside Star. “Don’t worry about Flash and Blues,” he said. “They’re just giving you a hard time ‘cause they’re jealous.”

“I know, Sparky – I know. I just wish they wouldn’t do it quite that much in front of the fans.”

Scootaloo hurried up to come along his other side. “Hey, did you just call Static Impulse ‘Sparky’?”

Static Impulse gasped. “Crap...”

Flash fire came up behind Scootaloo. He gave a laugh that would have been better suited to a villain about to unleash his doomsday weapon. “His real name is Moonlight Sparkler.”

Static Impulse hung his head low. “Ugh, not again. That’s no relation to the Sparkle family or the new princess, by the way – everypony seems to think that.”

“Oh come on,” Flash Fire teased. “If I had a name like that, I’d let people think I was related to the new princess. Makes the name ten times cooler.”

“They just call me Spark.”

“Sparky,” Star corrected.

Static Impulse sighed and rolled his eyes. “Yeah. I guess so.”

Scootaloo couldn’t help but giggle slightly, which she immediately felt bad for, especially after seeing the way he looked at her. “It’s a great name,” she said, putting enough heartfelt admiration behind it to make him smile.

“Yeah,” Steel Crescent said from behind her – why were so many of these stallions wanting to walk behind her? – he chuckled nervously. “Don’t even get into what my real name is.”

Flash Fire laughed. “Yeah, with a name like—”

“I said don’t even get into it!”

That earned Steel Crescent some more laughs from the other stallions, but none of them offered up his real name. Scootaloo shrugged it off. Calling him ‘Steel Crescent’ was good enough for her!

In seemingly no time, they were at the hotel. It was only about a block away from the concert, after all.

They crossed the fancy lobby – suitable for even the best hotel in Canterlot – in a rush. Scootaloo barely took any of it in before they made it to the elevator on the other side.

And once there, everypony crammed into the same elevator. Nopony wanted to wait behind for a second trip up.

It wasn’t a very big elevator. With five full-grown stallions stuffed into it along with her, it was quite cramped indeed. Scootaloo was keenly aware of the bodies pressing against her on all sides, and even though everypony had been talking and joking in the lobby, nopony said a word in here.

Moody Blues, the slimmest of the bunch, ended up pressing against her left side; Static Impulse’s warm, charcoal-colored coat rubbed against her right. And Star… He was right behind her, his soft chest fluff pressed against the top of her rump. It reminded her of the one time she’d had a stallion – or a colt, rather – a fumbling, unsatisfying little romp with Rumble. She tried not to think about it. Her tail kept wanting to lift up as it was – she had to keep it clamped down and not think about … that. She would not embarrass herself by rubbing herself against her longtime idol like that.

The elevator ride was long and slow, apparently going up to the very top of the hotel. By the time the doors dinged and slid open, Scootaloo was trembling in place, almost certain that she wouldn't be able to hold her body in check long enough.

She darted out of the elevator in a rush, glad to be free of the crush of warm, tempting stallion bodies around her. Her headlong rush was immediately stopped by a locked door – the only door in a small anteroom outside the elevator.

Trying to act nonchalant, she propped herself up against the wall by the door jamb. Hopefully, they wouldn’t notice how heavily she was breathing … or guess the real reason why.

Thankfully, none of them did notice. Or if they did, they didn't say anything about it.

Star came up to the door, grinned at her, then fumbled in his mane. He frowned, then fumbled some more. Eventually, he sighed. “Um, does anybody else have their room key?”

Steel Crescent pushed his way past Star, a key already in his hooves. “I swear, Twinkle, you’d lose your own tail if it wasn’t attached to your ass.”

Looking away, Star sighed. “Yeah, you’re probably right.”

The door clicked open. As Flash Fire went inside, he gave Star a playful poke in the ribs. “Oh, don’t be like that. We all know you can’t help it.”

Star rolled his eyes as the others laughed, then ushered Scootaloo inside before coming in himself.

Inside, the hotel suite was even swankier than the lobby had been. It was beyond anything Scootaloo had ever experienced, except maybe her brief visits to the Castle itself … and this place was much more modern and trendy than the centuries-old luxury of the Castle.

This place, though, this place was just cool. Everything was squared-off and sharp-looking, from the chandelier made of a dozen sheets of horizontal glass to the long, low couches around the room with their angled cushions that somehow managed to look silky soft despite their shape.

She paused just to stare at everything as the stallions all walked past her.

All except for Star. He stopped next to her. “Yeah, pretty incredible, huh? Always liked doing gigs in Canterlot. Even Manehattan and Las Pegasus can’t really compete.” Taking a few more steps, he glanced back at her over his own rump. “Come on, make yourself at home.”

Scootaloo followed him deeper into the main room of the suite … but she wasn’t quite sure how to ‘make herself at home’ here. At first, she followed Star, but when it became clear that he was headed for the bathroom, she peeled away, suddenly nervous, and propped herself up on one of the couches. She hoped the way she held herself there looked nonchalant … not as silly and phoney as it felt.

For a few moments, she was completely at a loss and just hoping to go unnoticed for a while … until Flash Fire and Moody Blues fired up their game console, lighting up a huge screen on the far wall.

She gaped at it. “No way! You have a game sphere in your hotel room?”

Steel Crescent sat down next to her, a little closer than he really needed to. He laughed. “Nah – it didn't come with the room or anything. But Moody never leaves home without it.”

“My name’s Blues – just Blues!”

“Right, right.” Steel Crescent laughed again. “I keep forgetting that, don’t I?”

The game booted up into some fighting game she wasn’t familiar with. The two players immediately went at it against each other, one of them playing as some kind of sheep and the other as a cow. Weird.

“You won’t forget it when I kick your ass in Fightin’ Herds,” Moody Blues called out without looking away from the screen, his hooves frantically mashing the controls.

“You’ve got to beat Flashy first. Good luck with that.”

Scootaloo wasn’t sure which character on the screen was which, but from the look on Blue’s face, it wasn’t going well for him. It looked like Steel Crescent was right.

But then Steel Crescent nudged her with an elbow. “Hey, you want to take a round next?”

“Me?” Scootaloo stared at the frantic action on the screen and gulped. “I don’t know. I probably wouldn’t be very good at it.”

“Can’t be worse than Moody,” Steel said.

And indeed, the moment Steel said that, the cow on the screen collapsed and stopped moving. From the way Moody Blues groaned and dropped his controller, it seemed he’d lost, and lost badly.

“Aw, come on – that’s cheating!”

Flash Fire looked at him condescendingly. “It’s not cheating, it’s called a combo move. Maybe you should try one someday?”

Moody Blues stomped away from the game in a huff. “Whatever. Let’s give the new girl a round. What’s her name again, Scootaloo, right?”

“That’s right,” Scootaloo confirmed, with a bit of pride.

Before Scootaloo could get up, though, Static Impulse came back from where he’d been rummaging around in one corner of the room. “You nerds and your games. Is this how you impress a fan? Here.” He gave her a glass full of amber liquid. “This is the kind of round we ought to be giving her!”

She stared at it. “Is this…?”

“Just a little gift from the mini-bar. Most of the stuff in there isn’t very good, but Hoofington Hops isn’t bad at all.”

Scootaloo sniffed the contents of the disposable plastic cup. Kind of like sweet fruit that had gone bad, but also something like wheat or hay. It almost made her eyes water.

Moody Blues was getting interested, coming over to them as Static Impulse quickly drained his own cup. Moody Blues looked at her knowingly. “Go on, give it a taste. I bet it’s better than all the other stuff you’ve had before.”

“Yeah.” She put on the most convincing grin she could manage. “All the other stuff I’ve had before.”

Well, there was nothing else but to give it a try. If she was going to convince them that she was a cool pony who deserved to be here, she had to play the part.

She took a careful sip. It filled her mouth instantly with a pungent, fuzzy taste that made her eyes go wide. If the two stallions hadn’t been watching her, she would have spat it out instantly. Instead, she forced herself to smile and swallow, hoping that they wouldn’t be able to see the way her eyes were watering. “Wow, that’s…” she blinked away the tears trying to form. “That’s great!”

Static Impulse smiled back, apparently oblivious to her suffering. “Knew you’d like it! I’m gonna go back and get a few more – anypony want some?”

A bunch of voices called out in answer. Apparently, everypony wanted some of that vile stuff. It was by far the worst thing Scootaloo had ever put in her mouth. She had no idea why they seemed to like it so much, but she clung to her own cup, pretending to take another sip without letting any of it actually pass her lips.

Moody Blues was still there, smirking at her. He seemed to see right through her. “New favorite brew, hm?”

Instead of answering him, she took another sip, actually drinking a bit of it this time. She just nodded.

After that, it was easy enough for her to settle in on the couch between a couple of the stallions and watch them take turns playing their fighting game. She’d only drank half her cup while most of them had already gone through two or three, but none of them seemed to mind, and nopony called her out on it. She just kept slowly suffering through hers and hoping she wouldn’t need to drink another one.

“So, where ya from?” Moody Blues asked. “You don’t seem like the usual snobs from Canterlot.”

She kept one eye on the screen. Star was doing so much better against Flash Fire than Moody Blues had. It wasn’t even close. And as for Moody Blues’s question… Some ponies might be ashamed about being from a tiny town, but Scootaloo would never be ashamed of where she’d come from. “Ponyville!” she said proudly.

Blue just furrowed his brows. “Ponyville?”

“Oh come on,” Flash Fire said. “You must have heard of Ponyville.”

Moody Blues shrugged.

“You know, the site of the Summer Sun Celebration when Princess Luna returned? The place where the Elements of Harmony live? The town with the brand-new sparkly castle where Princess Twilight lives?”

Blue shrugged again. “I guess I don’t read the news much.”

Flash Fire groaned. “Please excuse our idiot. I’m sure the rest of us all know about Ponyville. It’s a real up-and-coming town, isn’t it? Hey … maybe we should have a concert there someday. You think the Princess would let us use her ‘sparkly castle’, as Sparky here so elegantly called it?”

Scootaloo perked up even more. “Yeah! I’m sure she would. Twilight’s really nice! This one time, she—”

“Wait.” Static Impulse reached out and held Scootaloo with a hoof – she secretly thrilled at the touch.. “You know the hottest new Princess in Equestria? Like you know know her?” he said.

“Oh here we go,” Flash Fire said. “Sorry about Sparky. He’s got a bit of a crush.”

“Well, um, yeah.” Scootaloo blushed a little under the intensity of Static Impulse’s relentless interest. “I have a kind of study session with her sometimes. We call it Twilight Time. This one time, when I was racing along on the scooter I’d just finished building, she—”

“Racing, you say?” Moody Blues jumped up. “Come on! We’ve got to play Wonderbolts Derby – it’s been forever since anyone could give me any real competition in that, and I bet you can do it. Besides, it’ll be better than watching Star beat Flash Fire in Fightin’ Herds again and way better than listening to Flashy go on about his favorite purple princess for hours!”

Nopony actually moved to switch out the games, though, not with the way the competition between Star and Flash Fire kept heating up. A couple of the others were so interested in it that they were actually cheering the two on.

The couch was a little bit cramped for so many ponies lounging on it. She was pressed between the warm orange fur of Flash Fire and Static Impulse’s charcoal black. And even though there were a lot of other things on her mind, there was definitely a part of her – a very deep part – that only cared about how close those oh-so-desirable stallions were to her own body. She hoped she wasn’t leaving a stain on their couch.

And as the night went on and cups became emptier, she began noticing that their restraint was slipping a bit. She saw Static Impulse shift his legs to hide the way he was beginning to slip out of his sheath, but she still saw a little bit of what he was hiding. Flash Fire seemed to think that holding his empty cup over his lap would hide things, but that orange mottled cock was much too big to be hidden behind a little plastic cup. Scootaloo did her best not to stare. That would be rude. But she did sneak quite a few glances.

In fact, she was so busy sneaking glances that she didn't even notice Steel Crescent going around and asking ponies what they wanted … until he came right up to her and said, “Feel like getting anything from room service?”

Scootaloo blinked up at him, her mind struggling to change gears that fast. “From room service?”

“Yeah … that is what I said.”

“Oh, um…” What did ponies even order from room service anyway? She’d never stayed in a hotel this fancy, and all she knew for sure was that it must be horribly expensive. She couldn’t afford it, and she couldn’t ask them to pay for her. “I, um… I don’t really need anything.”

Just as Steel Crescent was about to walk away, Flash Fire cut in from the side. “Hey, now – you’ve got to get something.” He’d finally lost to Star a while ago, and as the others played on, he scooted even closer to her. “I know they don’t allow any food in that concert, and you haven’t gotten anything since then, right? You must be starving!”

“But I…”

“Oh come on – don’t play tough with us. I know you must be…” Flash Fire caught the nervous look on her face. “Oh, you’re worried about how much it costs, aren’t you?”

Her cheeks heated. She looked away, but she did manage a slight nod. Surely now they’d lose interest in her, now that they knew she wasn’t one of the high-class mares they were probably used to hanging out with.

To her surprise, though, Flash Fire laughed. “Don’t sweat it – our contract says that our stay in Canterlot is all-expense-paid. As long as you don’t order enough food for fifty ponies or something, they’ll never notice one or two extra meal orders on the bill.”

“Oh…” Scootaloo smiled now. That sounded more like something she could deal with.

“So,” Steel Crescent said, “Are we finally ready to order now? I guarantee I’m twice as hungry as you are.”

“Um, is there a menu or something?” Scootaloo felt her blush coming back on. So much of this was still unfamiliar territory for her.

Steel Crescent rolled his eyes, but Flash Fire leaned in close … excitingly close. “Maybe in other hotels, but this is the best place in Canterlot. You just tell them what you want, and they’ll do it.”

“Oh, um… Maybe just a hayburger and fries, then?”

Both Flash Fire and Steel Crescent startled her with their laughter. Star choked, which lost him his match against Static Impulse.

As Static Impulse celebrated his victory, he patted Star roughly on the back. “Looks like the two of you have a lot in common!” He laughed as well. “Maybe you two should get married! Then you could settle down and raise a batch of burger-eating kids!”

Scootaloo had shrunk down in her spot at all the commotion she’d unexpectedly caused, but Steel Crescent pulled her out of it with a friendly nudge to her shoulder. “Don’t let it get to you – we just like to tease Star about his ‘simple tastes’. It’s funny that out of all the foods in the world, both of you would pick plain old hayburgers.”

She forced a little laugh, but the smile was genuine. She was actually a little pleased to see that her idolized lead singer was actually just as down-to-earth as her … at least in some things.

The food arrived fast – shockingly fast. It was delivered by a tall, lanky unicorn mare who sneered at them – especially at Scootaloo – as she wheeled a cart full of covered plates into the room.

But she was quickly sent off – in a rather more pleasant mood after she’d gotten a tip – and everypony except the two in the middle of their match rushed over to the cart.

Scootaloo bunched in with them just as fiercely as the rest, pushing her way through the feeding frenzy as ponies uncovered plates and tried to figure out whose was whose.

“‘Scuse me,” she grumbled as yet another bigger-than-her stallion blocked her view of the plates. Even though the food had come quickly, she was absolutely starving. “Does anyone see which is mine?”

“Here you go, here you go.” Steel Crescent passed her a plate with the delicious-looking burger on it. “Just have a little patience, okay?”

Static Impulse took a short break from chowing down on his tray of cupcakes to glance over at her flank. “Say… What kind of a cutie mark is that, anyway?”

She glanced down at her own flank where Static Impulse was looking – where everyone in the band was suddenly looking. All that male attention on her rump felt … interesting. She had nothing at all to be ashamed of, though. “I got my cutie mark for helping other ponies find the purpose of their cutie marks! Me and both my friends got matching ones at the same time, all three of us!”

“Three at the same time?” Static Impulse said before summarily going back to his cupcakes. “Just like us, guys! That’s wild!”

Steel Crescent eyed her speculatively, though, rubbing his chin.

She glanced over at him. “Hm?”

“Oh…” He smiled deviously. “I was just wondering if your two friends are as cute as you are.”

“They’re not…” She stopped herself and blushed a little. How could anypony even answer a question like that? If she told him her friends weren’t as cute, that would seem conceited, but if she told him that they were cuter, the stallions might start being more interested in them than in her. “I, um… I don’t know.” Were her friends cuter than her? Maybe Sweetie Belle was a bit more nicely groomed. Maybe Apple Bloom was better endowed when it came to having a nice thick rump to draw stallions’ eyes.

Flash Fire nudged her. “Don’t let him get to you – he’s only teasing. “You’re the cutest filly I’ve seen in a long time, let me tell you.”

“Flashy really doesn’t get along with the fillies well,” Steel Crescent added as an aside.

Flash Fire ignored the gibe. “Although … if they are as cute as you are, I could definitely see the possibilities of having all three of you here at the same time…”

“No!” Scootaloo shouted, surprising herself with the vehemence of it. She blushed as all the stallions stared at her. “No, I mean, um… Not now, though maybe I could introduce you guys to my friends some other day?”

Looking in her eyes very meaningfully, Flash Fire smirked. “We might just take you up on that.”

Had she … just set up another date with them, with the other Crusaders? Apple Bloom and Sweetie Belle were going to be so amazed when she came back to Ponyville! She could already imagine the faces they’d make when they found out...

What was more interesting were the looks some of these stallions were giving her now. She shook herself a little, reminding herself to stay in the moment and enjoy what she already had. When she met the appraising look Moody Blues was giving her, he broke eye contact, looking away and blushing slightly. But when she met Steel Crescent’s gaze, the illicit heat she felt behind it made her look away and blush.

Eventually, the food was all gone, and everyone had taken a turn on the game but her. It definitely wasn’t her kind of game, but the others insisted that she couldn’t just sit there and be bored all night. At first, she still refused, but when Star himself insisted that she should have some fun, she shrugged. “Okay, why not?”

Steel Crescent ended up being her opponent – a right he claimed by having defeated everypony else so far … or at least being the most recent winner. Scootaloo wasn’t entirely sure whose character was whose on the screen.

Once she’d figured out the very basic controls and the match began, it was obvious why this wasn’t her kind of game. She didn't stand a chance against the stallion’s experience and practice in it. The only thing that saved her from complete embarrassment was that Steel Crescent had been through a few cups of Hoofington Hops already, which slowed down his reactions a little bit … almost enough for Scootaloo to keep up with him.

Eventually, though, he did claim victory – with a truly spectacular finishing move that blew Scootaloo’s character clear off the screen.

“Oh come on,” Star said. “You could at least let the girl win once. Are you really that competitive?”

As much as it made Scootaloo tingle inside to hear Star sticking up for her, Scootaloo was that competitive, and she had no intention of being coddled and condescended to. “Hey! I don’t need any kind of special treatment. Whip out a racing game, and I’ll beat the pants off of all of you!”

“We don’t even wear pants,” Flash Fire quipped.

Only allowing herself the briefest of glances between his legs to appreciate just how true that was, Scootaloo hopped up from the couch. Without her even realizing it, her tail flagged high, giving all the stallions a peek underneath.

She rummaged through the box of games, her flanks wiggling a little behind her as she dug through them. “Nope, nope, nope…” Most of the games were single-player and the ones that weren’t were fighting games. “Nope, nope, nope…” It wasn’t until the end of the stack that she finally found a suitable one she could kick these stallions’ flanks at: Pony Dance Revolution. “Yeah! That’ll do!”

When she turned back toward the stallions, holding the game cartridge up in her hooves, her jaw dropped and her heart skipped a beat. They were all showing now, all five stallion cocks at least halfway erect. All of them were doing their best to inconspicuously hide it, but sitting on the couch like that, it wasn’t easy. Was that all in reaction to watching her? Only then did she realize how high her tail was sticking up. Oh wow … she’d really been giving them a show as she went through the box of games, hadn’t she?

“So, um… The game, then?” Steel Crescent said slowly.

Eager to distract from the state she’d put them in, Star hopped up and came toward her, his pale pink cock swinging underneath him and vying for her attention.

Both he and she pretended to ignore that and instead got the game up and running. They did so wordlessly and in a rush, both of them sneaking glances at each other where they shouldn’t be and trying to ignore the stallions still on the couch and quite obviously doing the same.

Once they’d rolled out the controller mats that would register their dance steps and fired up the game, Scootaloo was able to sink into it a little and forget about who she was dancing with, forget about what was still swinging between his legs.

It took all her concentration to keep up with the steps, but she was managing it. She was managing it better than Star, at least.

Their two controller pads were right next to each other. Probably too close to each other, in retrospect. She could practically feel the heat of him moving alongside her; he panted a little as he tried to match the same steps she was doing.

Scootaloo just grinned all the wider. She was crushing it now – way ahead on the scoreboard as Star began to tire. But she could keep this up all night!

As they neared the end of the song and got into the really tricky part, though, it turned out to be too much for Star. Trying to keep up with the increasing tempo, he somehow got his hooves crossed.

Scootaloo didn't see just how he managed that – she’d been too busy trying to keep up with the beat herself – all she knew was that Star’s end-over-end tumbling body suddenly crashed right into her, sending them both sprawling on the plush carpet.

Harsh ding-ding-ding noises came from the game as they both missed all the last steps of this dance. But Scootaloo barely noticed that. She’d ended up on her back, and Star had somehow wound up turned around and on top of her. And there was his … his cock, right there in front of her face, just inches away. It hung halfway out of his sheath and moved up and down a little with every panting breath he took. She was breathing heavy, too, and every breath carried a whiff of his clean but very masculine scent.

She stared for a few long moments before Star seemed to realize the position they were in. He shot up off of her, darting almost all the way back to the couch. “Oh my gosh! I’m so sorry I didn't mean to … um…”

Scootaloo hoisted herself up and sat on the carpet where she’d fallen. She stared at him with a grin.

“It … it was just an accident, I swear!” The authenticity of Star’s apology was undercut a little by the growing laughter of the other stallions.

This was an odd position for Scootaloo to find herself in. She actually had an odd kind of power over him at the moment. Over him. Wow. For once, she didn't feel like the intruder, like she didn't belong. And she could finally speak her mind without worrying about it.

“Don’t worry about it,” she said, then winked. “I kind of liked the view, anyway.”

That had far more effect on the stallions than she’d thought it would. Their giggling stopped. Their jaws dropped. And that wasn’t the only thing that dropped. Whether it was what she’d said or the tone she’d said it in, it caused all five cocks to come sliding back out of their sheaths.

Scootaloo’s eyes went wide, staring at them all. Was that all for her? She’d never had that kind of effect on so many stallions before. And it made her feel … powerful, in a way.

She picked herself up carefully, very aware of all the eyes watching her. When she stepped back onto her controller pad and coyly said, “Who’s next?” everypony except Star jumped forward at once. She grinned. Oh yes, this was going to be fun.

And it was fun. None of the others were quite as bad at it as Star. Or, at least none of them actually tripped over their own hooves and fell. The only one who actually gave her a challenge was the drummer, Flash Fire, who turned out to have a really good sense of rhythm. Even then, though, Scootaloo was a little better with her hooves and ended up beating him … if only just barely.

She danced in front of them, shaking her hips behind her as she gloated. “Now that’s how it’s done! Pony Dance Revolution champion! Woohoo!”

None of the stallions were very good dancers – that explained why there wasn’t much choreography in their show – but they weren’t sore losers about it, either. All of them were grinning almost as much as she was. They seemed to enjoy seeing her so happy.

When she happened to glance up at the clock on the wall, though, she froze. It was almost midnight! How had it gotten so late already?

“Huh? What’s wrong?” Star asked.

She deflated, seeming to shrink a few inches shorter. “Ugh… It’s getting pretty late. I should probably… You know…” She didn't even want to say it, but she knew she should probably be going home soon. Damn! And things had just started getting really awesome, too!

Star glanced over at his fellow band members. All of them met his eyes and gave slight nods as some unspoken signal passed back and forth. Then he looked back to her. “You don’t have to go if you don’t want to. I think we’d all be fine with it if you wanted to stay the night. Right, guys?”

The four other stallions all nodded again, giving various grunts and “Uh-huh”s of approval.

“You mean…” Scootaloo stared wide-eyed. “... Like a slumber party?”

Star chuckled. “Yeah, um… Something like that.”

Scootaloo beamed. “Yes! This is going to be so awesome!”

When she returned to the couch, expecting somepony else to take over the game, nopony did. Instead, Steel Crescent turned the system off. All of them squeezed onto the couch alongside her.

It was a tight fit – she was wedged in between Star and Flash Fire, keenly aware of their warm bodies pressing against her on either side.

Everything was quiet for a moment; nopony said a thing … not until Scootaloo finally broke the odd silence. “So, um… Are we all going to watch a movie or something?”

Star leaned closer to her. “We … had something more interesting in mind.” Heart-stoppingly, he looked right into her eyes and brushed a bit of her mane over her ear.

Scootaloo gazed into his blue eyes, utterly transfixed by the way they were slowly drawing closer. She was dimly aware of the way Flash Fire was running a hoof slowly down the line of her back and nuzzling slightly into her mane, but that wasn’t what was pinning her in place like a lightning bolt.

He was so close now. Their noses touched – just the slightest contact. She could feel his soft, warm breath on her muzzle.

Inevitably, she gave in. She kissed him. At first, it was just a tentative peck on his lips, but when he held his hoof around the back of her head, drawing her in and deepening the kiss, she went along with it eagerly. When his lips parted slightly, she gave him her smaller tongue to play with as he wished; he caressed it with his own, and with a sensuousness that made Scootaloo’s fur stand on end.

Or was that from the way Flash Fire’s hooves gently massaged her back? What was even happening to her? She’d never thought that she could do this kind of thing with two ponies at once … not to mention the other three eagerly watching, as if waiting their turn.

When their lips separated, they didn't go far – she was still looking right into his face, he into hers.

What was going on? Had she made a horrible mistake in coming here alone with all these stallions … or was it the best decision she’d ever made? Fear and anticipation were bouncing back and forth inside her, and she couldn’t quite tell which was which. Or was that just good old fashioned arousal?

“We don’t want you to do anything that’s uncomfortable for you,” he said in a warm whisper that made it sound sensuous. Had he somehow noticed the way she was feeling? “We don’t want to hurt you, and you don’t have to do anything unless you want to do it.”

She glanced down, just for a moment. Star’s cock had come all the way out of its sheath, rising in front of him as he sat.

Scootaloo knew that if she hesitated now, she’d never do it. There were so many rational reasons why she shouldn’t go through with this, and she didn’t allow herself to start going through them all.

Instead, she slowly reached out, her hoof trembling, and she touched his cock.

It was warm, thrillingly thick, and the skin of it was surprisingly soft and smooth, masking the growing firmness she could feel deep inside. Slowly she slid her hoof across it.

She’d never had the chance to just touch one like this.

Star ran a hoof along her face. But instead of turning her muzzle up toward him for another kiss, he turned her face toward Flash Fire.

Her hoof still on Star’s cock, she looked into Flash FIre’s knowing grin. She gave into the implicit invitation and kissed him as well, beginning to stroke Star more firmly. Oh … Oh Goddess! Flash Fire’s kisses were firmer, rougher. She felt herself melting into a puddle between the two stallions. This was… This was…

The moment her lips separated from Flash Fire’s, Star pulled her back to himself, guiding her into another kiss with him.

She still couldn’t believe it – she couldn’t believe she was actually making out with these untouchable ponies … not to mention the way she was touching him.

Wrapping his hooves around the curve of her back, Star pulled her in closer, deepening the kiss. Scootaloo gladly let him take liberties with her tongue, moaning against him as her body was pulled around to straddle his lap. Both her forehooves stroked eagerly up and down the curved thickness of his cock. She couldn’t get enough of that warmth. Her tail rose high behind her as her hind legs stretched over Star’s thighs … and still, she didn't break that amazing, impossible kiss.

Flash Fire was behind her.

When had he gotten up? When had he gotten there? Scootaloo broke the kiss for a moment, glancing over her shoulder at him. He grinned back, and the heat in that look made her tail twitch. The others were all around, blatantly watching, some of them idly stroking themselves…

“Hey,” Star said. “Don’t worry about them yet.” He pulled her into an almost-kiss, his lips brushing hers as he talked. “There will be plenty of time for that later.”

Scootaloo let herself be entranced by Star’s blue eyes, the motion of her forehooves becoming greedier and more passionate, and she kissed him again.

“Good Goddess, just look at her.” Flash Fire’s voice came from behind her … but lower down than he’d been before.

She shivered. It felt almost like he was right up between her outspread hind legs. Her pussy tingled and dripped, winking open for him.

The slight gasp Flash Fire gave when he saw that was easy for Scootaloo to hear. “She’s so cute, and so perfect and smooth…” He paused, and she could imagine him licking his lips. “Sorry, Star, I have to get a taste of her!”

Flash Fire grabbed Scootaloo’s hips and pulled. She slid downward over Star’s legs, her face trailing down his chest until her rump stook up above his knees and she’d come face-to-face with the firm cock still between her hooves.

“It’s okay, Flash.” Star stroked Scootaloo’s mane a little. His cock twitched in her hooves. “I kind of like her there…”

Scootaloo stared at the big, flattened head of Star’s cock. Her mouth fell open, and her hooves kept moving … but she couldn't quite do it. She knew what he wanted, but she’d never done that before, not with anypony. Her one little ‘playtime’ with Rumble had been far too frantic and instinctual for anything like this. What if she was bad at it? Starting with a pony like Star Shooter as her very first … it was a lot of pressure.

Flash Fire’s grip around her hips tightened, stretching her ass cheeks just a bit. Without any further warning, she felt his warm muzzle against her pussy lips, felt his broad wet tongue slide over the bulb of her clit as it winked outward, felt that tongue dip slightly inside her and catch the little gush of her juices flowing.

She gasped hard. She’d never felt anything like it before. Her whole body went limp for an instant … and that left her to fall, open-mouthed, right onto Star’s cock.

Even as she tried to come to terms with the roiling pleasure she suddenly found between her hind legs, she also had to figure out what to do with the mouthful of musky-warm stallion cock she’d just acquired.

At first, she could only moan, her forehooves slowly sliding down his length as she shuddered.

He seemed to like that, answering her moan with a little one of his own. She looked up at his face, trying to gauge his reaction. The look she got in return surprised her. He looked down at her with a kind of adoring awe … it actually reminded her a bit of the way she felt about them. Could he … could he really feel that way about her?

“Oh Goddess, you’re so adorable right now,” he said, still looking down into her eyes.

She smiled a little – both from the heady feelings Star was giving her and the more physical feelings Flash Fire was giving her. She’d … she’d never been so happy, never felt this full and bright inside since the day she got her cutie mark.

Now it didn't matter if she wasn’t good at it. She wanted him to feel as good as she felt, and she had the means to do it, right there in her mouth.

Pulling up off of his tip, she instead began running her mouth up and down the curve of his cock, dragging her lips and tongue along the supple skin and letting herself be free with the moans Flash Fire was drawing out of her.

Star’s hoof played through her mane and helped guide her up and down. She eagerly let Star use her mouth; more than half of her was lost in the tingling, flooding pleasure coming from under her tail. Flash Fire’s tongue and lips seemed to be everywhere at once. Everything from the underside of her tail to the soft cleft between her legs seemed to be swimming in the juicy, warm embrace of his mouth. He went everywhere, leaving no sensitive spot untouched. She was dripping in a mix of what he left behind and her own juices, and she couldn’t tell one from the other.

Her forehooves hugged Star’s cock against her face like she never wanted to let it go, even as she licked and kissed the base of it near his sheath. She began to work her way back up … but Star’s guiding hoof instead asked her to go down.

But, but… what else could she…?

Trying to keep a clear head despite the way Flash Fire was suckling the bulge of her clit, she glanced downward. Oh…

How many times had she seen a nice pair of stallion balls? Unlike their cocks, stallions couldn't hide those as easily. And she’d definitely been peeking whenever she thought she could get away with it. Apple Bloom’s big brother… Rainbow Dash’s Wonderbolt friends in their tight flight suits… Even Twilight’s big brother… They’d all found their place in her half-formless, lust-drenched dreams on those hot, late-spring nights.

But she’d never been so close before, and never seen a pair she wanted so much before. Star’s were pale pink, just like most of his cock, and they bulged out so plump and full right below her face, held up by the couch cushion as if on display just for her.

“Oh fuck yes,” Star groaned as Scootaloo nuzzled her way down. He flicked his hoof through the little curl at the tip of her forelock. The base of his cock was hot against her forehead as she licked and kissed those big, firm balls.

Flash Fire’s tongue slipped in and out of her now, writhing around and awakening feelings she’d never thought possible. One of his hooves slipped up between her outspread legs and gently rubbed her tiny teats, seeming to delight in each of the two little nubs of her nipples.

She moaned again, her lips still pressed against the broad curve of one of Star’s balls.

There was a feeling growing inside her, a clawing emptiness, a hot chasm inside her. It didn't need any thought to recognize that her body was yearning for something inside her, something to complete her. Flash Fire’s tongue was nice, but she wanted to be full, to be stretched to bursting. Flash Fire wasn’t reaching deep enough! She needed more – she needed something all the way inside!

She worked her way back up Star’s shaft, no longer even thinking about how it would feel for him – though the way his breath caught was hint enough about that – all she was worried about was how incredibly turned-on she felt, how much she needed that firm, warm cock against her lips.

When she got up to the tip, she stretched her lips around it right away, letting the bulk of it slip inside. She pushed down, wanting more, wanting to feel even fuller. His tip pressed against the back of her throat uncomfortably, but she didn't have nearly as much of him inside her as she wanted, as she needed. There was nothing left for her but to swallow him deeper. Her throat pulsed around the girth of it, squeezing in a way that made her want to cough … but there was an insatiable desire in her stronger than that discomfort, and she gave it everything she had, easily passing Star’s medial ring.

“Woah, just look at her go,” Steel Crescent said. Out of the corner of her eye, Scootaloo could see that he was slowly stroking himself, nursing his own hard-on. “This filly’s a natural.”

Just as he said that, though, Scootaloo finally couldn’t hold back the cough anymore. She came up sputtering, sticky drool dribbling down on Star’s cock.

She blushed, knowing she must have completely ruined the moment and now they wouldn't want anything else to do with her.

But … no. Star looked down at her, grinning and brushing his hoof through her mane. If anything, he seemed to like the sight of her drooling on his cock.

Hesitantly, she bent back down and took the head of his cock back into her mouth. Just the head this time. She looked back up at him with her lips around his tip, hoping he wouldn't stop her.

Star bit his lip slightly. “You’re so damn cute.”

She would have smiled if her mouth wasn’t already stretched full of stallion cock.

“Ha!” Flash Fire pulled her tail up even higher and came closer, his chest pressing against the top of her rump. “If you think her face is cute, you should see this side of her. You’ve never seen such a tight little ass and perfect little pussy.”

“I’m sure you’re right,” Star said, caressing Scootaloo’s mane again as she bobbed her head up and down on him, getting him to grunt with satisfaction. “I’ll take your word on it for now.”

Flash Fire surged forward, suddenly laying his substantial weight on Scootaloo’s back. She spread her legs out slightly, instinctively helping her hold him up … and preparing herself. She felt something bump softly up against her. Something very warm and firm.

Her eyes shot open, looking up at Star anxiously.

He smiled back down at her reassuringly. “Are you ready?”

Was she? Did she really have any idea what she was doing here? For a moment, doubt struck through Scootaloo’s whole body, making her shiver and wish she was anywhere else.

But only for a moment. After that, the taste and the warmth of Star’s cock in her mouth reminded her of how much she wanted to be filled. The gentle pressure of Flash Fire’s tip against her pussy lips reminded her of just how close she was to getting that. Her pussy winked wide open, kissing wetly against Flash Fire’s tip and doing its best to swallow him in. She could tell by the way it twitched against her that he was just as ready for this as she was.

She nodded slightly, as much as she could with Star’s cock in her mouth, and hummed, “Mm-hmm.”

Flash Fire pushed forward, and his cock entered her. At first, it was a sudden surge as her pussy struggled to stretch around his size and give in to the pressure. But that flowed into a smooth, even push that slid his shaft perfectly along her inner walls.

Scootaloo shuddered and moaned around Star’s cock as Flash Fire’s slid into her. Barely halfway, but she already felt so full. It was amazing.

He pulled back slightly, sucking in a breath through his teeth. “Fuck, man… She’s so tight.”

Shoving herself down hard on Star’s cock, Scootaloo tried to distract herself for that moment, to give herself something else to be filled with while she waited for that thick, hot cock inside her to fully return, her pussy winking greedily around the shaft of it. She already felt empty without it, even hollow … desperate for him to push forward again.

He came back, deeper than before. The broad tip of his cock touched a place inside her that nothing ever had before, making her hips buck slightly from the sensation.

She instinctively arched her back to try and make it happen again as he retreated and entered her again. She’d never felt like this that one time she’d been with Rumble. It was … the throbbing pressure of it filled her whole body, filled her whole mind, in a way she’d never thought could be possible.

Flash Fire rocked his hips back and forth, rubbing the tip of his cock right over that special spot deep inside her. She felt like her body was coiling up within, a building pressure inside her. She didn’t know what it was, but with each thrust the feeling grew larger, out of her control. She rocked her hips toward Flash with each thrust, not just because she wanted to, but because her body demanded it.

And then it just happened. A hot glow like she’d never felt before bloomed out from that place inside her. It made her whole body go tense, made her eyes go blank, made her pussy grip down on Flash Fire’s cock like it would never let go. She was dimly aware that she was screaming – as much as she could with her mouth full of Star’s cock.

When her body stopped twitching and spasming she came back to herself. She found that she’d somehow swallowed the entire length of Star’s cock, her lips pressing against his sheath. It didn't hurt or choke anymore – now she just felt comfortably full, pleasantly stuffed from both ends. There was still a warm, fuzzy haze around everything she saw and felt, and she felt slightly disconnected from her body.

Slowly, her limbs still shuddering a little, she pulled herself up off of Star’s cock, then looked up at him. “What… What just happened?”

“Huh?” He blinked down at her, not understanding.

But Steel Crescent answered her: “Looks to me like you got off.”

“Got … off? Got off of what?” she asked, slurring her words a little.

All of the stallions stopped what they were doing and glanced back and forth between each other. All except for Flash Fire, who slowly began moving inside her again, drawing another moan out of her. Even that small motion threatened to send her back into paroxysms of ‘getting off’.

“He means you had an orgasm,” Moody Blues said. “You know what that is, right?”

“That’s when a stallion—” She faltered as Flash Fire gave another firm thrust into her pussy. “When a stallion’s stuff comes out.”

There was a moment of quiet, broken only by the sloppy little sounds of Flash Fire’s shaft slipping in and out between her desperately winking pussy lips and the slight slapping sound from when Flash’s thighs connected with her ass.

Star looked down at her and ran a hoof through her mane. “You really don’t know, do you?”

She looked back up at him, ignoring the little bit of cock-sucking drool trailing down her lower lip.

“Mares can have orgasms, too. There might not be anything that comes out, but it feels pretty good, doesn’t it?”

Flash Fire pushed into her again. She gasped slightly. “Uh-huh.”

“Nopony you’ve ever been with has given you an orgasm before?”

She shook her head a little. With Flash thrusting in a steady rhythm behind her, it was hard to focus on Star’s voice, let alone respond.

“Well, we’re going to fix that.”

“Flashy already did,” Moody Blues pointed out.

Steel Crescent ignored him and resumed stroking himself. “Yeah, we’re going to make you cum so hard tonight, so many times, you’ll be lucky if you remember your own name by the end of it.”

Those words – along with the sight of him stroking his huge cock – made her both eager and a little scared at the same time. But as Flash Fire gave her another thrust, almost driving her to orgasm again, she knew she wanted it, wanted it more than anything. She wanted to feel like that again – she wanted it as many times as she could get!

When she looked up at Star with that hunger in her eyes, she was a bit surprised to see a similar hunger reflected right back at her. He glanced back and forth between her face and his cock as Flash Fire’s thrusts rocked her back and forth.

Oh, of course. She’d been neglecting him a bit, hadn’t she?

She grinned at him for a moment, then darted back down to take his cock back into her mouth. It seemed easy now. The post-orgasmic haze seemed to make everything relaxed and willing to take anything … including Star’s cock all the way down again.

The moan he gave made it all worth it. She could tell that she was making him feel amazing, that she was doing something special. And that made her feel special. That special feeling spread through her from her heart all the way down to the deep place Flash Fire’s cock was touching, glowing hot like before, almost like, like—

This time, when she orgasmed, she stayed right where she was, eagerly bobbing her head up and down on Star’s cock as the tremors and misty fireworks of pleasure bounced back and forth through her body. If anything, she went at him even more desperately, slavering herself all over that beautifully hard cock of his, even as she tried to moan in utter bliss.

Star’s cock flared inside her throat, choking her off completely. “Oh! Oh fuck!” he cried out, both of his forehooves digging into her mane as he half-involuntarily held her down.

She let him do it, wanting nothing more than to be filled by him, to be used by him. In the orgasmic haze she was in, breathing hardly mattered anyway. He managed to shove himself just a bit deeper with trembling muscles, and that only made her want it more.

Just as Scootaloo’s orgasm faded away, Star let out a loud gasp. His cock pulsed and his body tensed – a thick bulge in the underside of his shaft rushed over Scootaloo’s tongue and into her throat.

Star’s thick cum splashed into her throat. She felt the warm explosion deep in her gullet, the sudden surge of pressure and the pang of a need to breathe too long ignored.

Scootaloo coughed, sputtering up a little bit of his cum. It was too much! She pulled her head up, fighting against Star’s trembling hooves. Another gush of cum spewed into her throat, not as deep this time, but just as choking. Finally, she managed to pull his cock all the way out, his huge flare coming free from her lips with a pop … just in time for the next stream of cum to come shooting out, straight onto her tongue.

She’d never tasted that salty, musky flavor before, but at the moment, she was much more concerned with just managing to suck in a clear breath. A barrage of thick wet splatters hit her face as she gasped and heaved … but even through all of that, all she wanted was for Star to feel good. Her forehooves stroked him, encouraging even more spurts of sticky cum to land on her face.

Finally, Star had no more to give. His cock went limp in Scootaloo’s hooves, and she finally managed to catch her breath. Slowly, her body stopped shaking.

Flash Fire had stopped moving, though he was still inside her. “Are you okay?” he asked, a slight tinge of awe in his voice.

She glanced back at him, still breathing heavily, cum dripping off her face. She reached back toward his chest with a front hoof, though she couldn’t quite reach. “Don’t…” She took a deep breath. “Don’t stop.”

He gently touched her hoof with his own. His eyes dilated a bit at the sight of her like that, at the husky sound of her abused throat … but he did as she asked. He tightened his grip around her flanks and pushed hard inside her, taking her to the utmost.

That drove a little squeal out of her, even as it pushed her face back down against Star’s soft, spent cock and still-bulging balls. She smeared her messy face against those perfect smooth balls and just let herself float away in the absolute bliss of finally having her unspeakable eustreous-driven fantasies fulfilled.

Flash Fire’s thrusts grew more frantic and less controlled, holding them deeper and longer. His tip began to flare out, sealing itself perfectly against the entrance of her young womb. He grunted heavily, gripping her even tighter around the middle. “I…” He pounded himself into Scootaloo again. “I’m gonna—” Before Flash could finish his sentence, the first surge of his cum surged forcefully against Scootaloo’s womb. He gave a long, drawn out moan of relief as he trembled from the feeling.

The pressure built there, deep inside her, even deeper than his cock could reach, flowing into her. Every time his cock pulsed, it churned inside her a bit more. Scootaloo moaned against Star’s warm thigh, the sound escaping her mouth all on its own. She felt so close to getting off again, but it just wasn’t … quite … there. She needed him thrusting powerfully into her again. This throbbing and streaming felt amazing, but it wasn’t what her body needed.

Soon, Flash Fire’s pulses grew weaker. He still breathed just as heavily, his chest heaving against her back, still gripped her flanks tightly between his forelegs, but the hammering throbs from his cock died down to a last few twitches and then went still.

As both of them slowly caught their breath, his cock softened inside her, no longer stretching her so tightly inside. She moaned at the loss of that sensation.

When he pulled out of her, the warmth of his cum flowed out of her right along with his softened flare. When his hugely spread tip plopped out of her, she looked back at him. A little splash of white stained the couch behind her.

Scootaloo caught herself licking her lips, wistfully watching it drip. What was wrong with her? It was just cum, right? She should have thought that it was gross. Yet, she couldn’t deny the tingling need deep inside her body. It quietly cried out inside her, ‘What a waste – I could have had more!’

A shiver ran through her. That voice – that need – inside her was strong. She’d never felt anything like it. And now that she knew exactly where she could find more, she couldn’t feel anything but that need. It was like she could still feel that orgasm inside her, waiting to come out, needing only the trigger to be pulled just right.

She looked around herself. Star looked down at her with a bemused, loving smile, Flash Fire panted and crashed down on a recliner to recover.

But there were three other stallions watching her. Steel Crescent looked at her and licked his lips. Static Impulse grinned and stroked his cock as dark grey as his coat. Moody Blues, though, took action. He got up from the chair he was in and slowly strode toward her, his eyes never leaving hers, his cock bobbing hard under his belly.

“My turn,” he said. “Come here, pretty little filly.”

Scootaloo felt her legs go weak at the sight. ‘Yes,’ her body cried out to her, ‘that’s what I need!’

Despite being the smallest and skinniest of the stallions, that cock under his faded blue belly looked every bit the match for Flash Fire’s … maybe even a bit bigger. She came up to him, her body running on automatic, just wanting to be closer, closer, closer until he was inside her. But he had other ideas besides just letting her wiggle her way underneath him. He took hold of her and nudged her to the side, onto the coffee table. She willingly went along with it, letting him roll her over onto her back – anything that would get her closer to that next intoxicating dose of full-grown stallion cock.

He came right up between her spread legs as if he’d expected her to do exactly that. He loomed over her, looking down at the long curve of her belly, the dainty little nubs of her teats, the desperately winking lips of her pussy.

But he didn't mount her as she’d expected him to. Instead he lowered his head down as if wanting to get the closest possible look at her teats and pussy.

She moaned slightly. Please oh please – she just needed a cock inside her!

He kissed one tiny nipple. It made her whole body twitch, made her suck in a gasp of breath. What was he doing? Only foals did that! But as the tingle of it spread through her whole belly, she squirmed against the table. Oh yes, that was nice.

Moody Blues switched to her other nipple, making her squirm and arch her back against the low table all over again. Meanwhile, Steel Crescent and Static Impulse came up around the other side of the coffee table, near her head.

What Moody Blues had been doing with her nipples was nothing compared to what happened when he went a bit lower, though. To think of him licking her there, even though she was still dripping! Even the first slight touch of his tongue against her pussy lips lit her whole body up, making her legs twitch and her clit wink out into his mouth. And that only invited him to take the sensitive little nub completely into his mouth, sending a rainbow explosion of pleasure that rocked her whole body.

“What—” She moaned and gasped for breath at the same time. “What’s he doing?”

Static Impulse chuckled. “Patience, we’ll get to the part you want soon.”

Steel Crescent was much more helpful, though. “Yeah, he just likes to get a taste of it before he goes in. You don’t mind, right?

“Mm-hm,” she moaned. That and a slight nod of her head was all she could manage. Moody Blues’s flicking, licking tongue sent waves of tingling fire all up and down her whole body, making her fur stand on end and her eyes go blank.

Her eyes didn't go quite blank enough not to notice the two cocks that sprung up in front of her when Steel Crescent and Static Impulse both reared up on their hind legs, though.

Their towering cocks filled her vision, one for each eye, one lighter grey, the other darker grey. As Moody Blues’ tongue probed into her pussy, scattering her thoughts, she knew what the other two wanted. Before today, she might have balked at doing something so lewd, so obscene. Not now, though. Now her body cried out for more of the hot, stiff flesh displayed in front of her. She craned her neck back, opening her mouth wide and sticking out her tongue, inviting them to enjoy her mouth as much as they liked.

Both of them were so eager for it that they shoved their cocks forward at the same time. Scootaloo’s tongue slid down the valley between the two cocks as they pressed together. They jerked as if they were about to pull away, but she licked both of them profusely, slathering her tongue over all the supple-stiff cock she could reach, nuzzling their shafts together, all but begging them to stay.

It was enough – they did. Scootaloo could fill her face with cock to her heart’s content.

Down between her legs, Moody Blues gave her pussy the same treatment, leaving no part of her ignored. Every part of her from her tail to her teats seemed enveloped by his warm, wet tongue as it caressed her every curve and nook.

The burning pressure inside her grew all over again, especially when Moody Blues paid attention to her desperately winking clit. But even though she tried to satisfy herself with the cocks in her face, taking each of them deep into her throat in turn, the feeling of his tongue on her pussy just wasn’t enough. She needed to feel the warmth inside, the pressure, the strain of her little pussy trying to stretch around a huge cock.

When Steel Crescent pulled out of her mouth to give Static Impulse another turn, Scootaloo moaned loudly. “Please!” she cried out to anypony who would listen. “I need it inside me!”

Thankfully, Moody Blues was more than willing to do just what she said. His tongue left her for a moment, and he chuckled slightly, but she felt the two thuds through the table as he placed his front hooves on either side of her.

Scootaloo wrapped her forelegs around the two cocks in front of her, nuzzling her face between them as she licked and moaned in anticipation. Now that she knew how good it could be, every moment of waiting was unbearable.

Lucky for her, she didn't have to wait long. The firm, hot pressure of Moody Blues’ tip pushed against her entrance, and her body welcomed him greedily, even if her still-sloppy pussy struggled to open and let him in.

He was tender with her, giving slow thrusts in and out, gently moving a tiny bit deeper with each one. Of course he must have been doing it for her benefit, but to her it just felt like teasing. She wanted to be full again, to be stretched, to feel the heat of his cock spreading through her whole body.

And Moody Blues wasn’t giving that to her, not yet. She opened her mouth to protest, to tell him to give her everything he had, but as soon as her mouth was open, Steel Crescent’s cock filled it. Her cries were muffled around the tip of his spit-slick cock. She was so desperate to be filled somehow that rather than protesting more, she gulped down as much as she could of Steel Crescent’s length.

Moody Blues’ progress may have been slow, but at least he kept going. It took a precious, tension-riddled minute, but he eventually gave Scootaloo every bit of his length.

Moaning deeply, she exchanged Steel Crescent’s cock with Static Impulse’s, swallowing him down just as deeply. She needed it, oh how she needed it! She ignored the drippy mess her face was becoming – all that mattered was being filled.

Once their two bodies had gotten fully acquainted with one another, Moody Blues finally stopped holding back. He gave Scootaloo a firm thrust, and another. Before long, her whole body went tense. With one more thrust, that tension exploded.

Scootaloo let Static Impulse’s cock slip out of her mouth as she arched her back against the coffee table and spasmed. She let out a wordless wail of pleasure, loud enough to echo off the walls. That trigger inside her had finally been pulled, and now she could finally burst.

And throughout all the shaking and contortions her body went through, all the desperate squeezing of her pussy around his girth, Moody Blues never stopped moving. His firm, even thrusts heightened and extended her orgasm, bringing her to new levels she’d never felt before. The pulsing of her inner walls molded itself around his rhythm, as did the waves of pleasure washing through her head.

Even as her orgasm ended, Moody Blues kept up the same pace. Slowly, Scootaloo was able to catch her breath. When her eyes finally came back into focus, there were four cocks in front of her, not just two, though only the original two were still hard. Star Shooter and Flash Fire had joined the other two stallions around the small table, forming a half-circle crowd around her head and adding their limply hanging cocks to her feast.

It was quite a lot for one filly to handle, but love-drunk as she was, Scootaloo was game. She gathered them all closer with her hooves and busied herself licking and sucking indiscriminately. Absolutely anything could have been put in front of her mouth just then, and it would have been licked, would have been suckled. When she couldn’t keep up with just her mouth, she stroked the stallions around her with her hooves. She wanted more of it – all of it – and she just couldn’t get enough.

She was still in a post-orgasmic haze, drifting along on erotic momentum as Moody Blues pleased himself with her pussy, and she was determined to make all of them feel every bit as good as she felt.

Although she tried to give each of them equal attention, they didn't have equal reactions. Static Impulse stayed just as hard as he’d been. Star’s cock slowly revived, growing larger, stiffer, and more fun to lick. Flash Fire couldn’t recover so easily – she got him to grow a little, but he always went back down by the time she got back to him. Steel Crescent, though… She saw his flare blooming wide at the end of his cock, and she knew exactly what that meant.

Temporarily abandoning the others, Scootaloo opened her mouth wide for Steel Crescent.

He must have understood the invitation, because his flared tip was immediately planted against Scootaloo’s lips. No matter how wide she tried to open her mouth, his hot cock flesh firmly pressed against her lips all the way around, unable to push through.

No – that wasn’t the way she operated. She hadn’t gotten any of the things she’d had to struggle for in life by giving up when things were difficult. With a muffled cry of strain, she forced herself onto him, timing it just right so that she’d be assisted by one of Moody Blues’s firm thrusts.

Pop.

Steel Crescent’s tip was in! Scootaloo’s eyes drifted closed as she felt the enormous flare fill her mouth, squeezing just to fit. She tilted her head back, relaxing her throat in a way that had quickly become second nature to her.

And Steel Crescent took advantage of that invitation as well. He plunged his flaring cock deep into her throat, deeper than any of the other stallions had yet done. It probably would have made her choke if it wasn’t for the fuzzy haze of relaxing pleasure that had been flowing through her whole body. Even so, it was uncomfortable. Her throat spasmed around the huge intrusion.

With one trembling hoof, Scootaloo touched her neck. Yes – she wasn’t imagining it. There was a bulge in the front of her neck.

Steel Crescent moaned when she touched it.

One of Moody Blues’ thrusts passed … two… And then the idea came to Scootaloo. She would have smiled like a cat in cream if her mouth wasn’t stretched tightly around the base of Steel Crescent’s cock.

With one hoof, she stroked her own neck up and down, earning even more moans from him. With her other, she reached out past her head and gently touched his balls, coaxing him into emptying inside of her.

It didn't take much coaxing. He must have been so close to the edge already.

Scootaloo was already swallowing when the first thick stream of cum poured into her throat. She eagerly gulped it down, just barely in time for the next. She could feel each one coming – a kicking pulse in the base of Steel Crescent’s cock she felt with her tongue. His cum pooled warm and thick in her belly, and still she swallowed more of it, taking everything he had to give.

And finally there was no more. Steel Crescent pulled his softening cock and mercifully soft flare out of Scootaloo’s mouth, letting her gasp and pant for air as he stumbled backward. Of course… He must have been exhausted after giving her a load like that.

Before she could even think about which cock to take into her mouth next, Moody Blues grunted. His flare swelled rapidly inside her. She could feel it stretching open the entrance to her womb. The sight of the way she’d treated Steel Crescent must have really gotten to him… He braced himself with a visible effort of will and yanked his cock out of her.

Scootaloo mewled piteously as her pussy was abruptly left empty. No! She’d wanted this, wanted it inside!

Too late – Moody Blues let out another groan, and, rubbing his cock with one hoof, he let loose. Heavy splatters of hot cum jetted out onto her belly fur, some of them flinging far enough to land on her neck, others dripping right down on her teats. Moody Blues drenched her in cum. It slid off of her belly in runnels, and still more came. She felt like she was bathing in it, and it still wasn’t enough. It wasn't getting where she needed it most – deep inside her.

When Moody Blues had finished, she was actually given a moment’s respite … and a towel. Flash Fire had given up on reviving himself enough to enjoy her mouth and he’d come back from the suite’s bathroom with a fuzzy white towel.

Scootaloo took it gratefully … and even though she still felt a bit dizzy from all the orgasms she’d had tonight, she availed herself of the towel thankfully, cleaning up her face first, then wiping down her belly.

When she looked up, she saw that the night wasn’t over yet – there were still three hard cocks in front of her: Star Shooter’s, Static Impulse’s, and … Moody Blues’? How … how was he still hard? He’d just unloaded himself on her belly!

She looked up at him. “H-how?”

“I, um…” He blushed and rubbed the back of his neck. “That was really hot what you did with Steel, and.... I kind of wanted to, um…”

Star gave him a playful punch on the withers. “You greedy dog!.”

Scootaloo licked her lips. “I could do that again, but…” She glanced over at Static Impulse and Star.

The three stallions glanced back and forth between each other for a few moments. Then Static Impulse’s eyes lit up with an idea. “Hey, Star, remember that one mare in Manehattan?”

It took him a moment, but then Star’s eyes lit up with the same idea. “Oh yeah – ‘Room for three?’ Front or back?”

Static Impulse grinned. “Oh, you know me. I’m a backdoor kind of guy. Just give me a minute to lube things up first, then she’s all yours.”

“Hey!” Scootaloo glared up at them with as much ire as her lust-addled brain could muster. “You wanna clue me in to this grand plan of yours?”

“Oh, right,” Star said. “Well, um… There’s three of us still ready to go, and you’ve got three holes, so…?”

“Three?” Scootaloo blinked. “But…” Then her mind caught up with the idea. “Oh…”

“We’d totally understand if you didn't want to do something like—”

“Yes!” The word surprised even Scootaloo as it shot out of her mouth. Before tonight, she never would have even considered letting a stallion use her ‘third hole’. But now… Her eyes were full of the three cocks in front of her. That was all she wanted, all she needed. And having all three at once had become an inexplicably enticing idea.

Scootaloo blinked. Seemingly in the time of her blink, all three stallions were in position. Moody Blues held his cock up in front of her face, Static Impulse laid his against her pussy lips, and Star hung back behind, waiting for his turn.

Moody Blues was the first – Scootaloo tilted her head and took him in her mouth. Just a little bit at first, just a start.

Static Impulse’s cock was still slick from her mouth, and unlike Moody Blues’s insertion earlier, he wasn’t afraid to take advantage of how slippery her pussy lips had gotten. He plunged his cock into her, sending the tip of it rippling over her inner walls. Scootaloo moaned appreciatively and let Moody Blues’s cock slip deeper into her throat.

While the other stallions had stretched her and filled her inside, Static Impulse glided smoothly along. His cock was longer and more slender than the others, its touch lighter and more teasing as it slid up and down her inner walls. Scootaloo’s feathers ruffled against the surface of the table and she shuddered. This felt surprisingly good. It didn't drive her straight toward orgasm like the thicker cocks had. In a way, it was more like when Moody Blues had licked her, but deeper and more satisfying.

All too soon, though, it was over. Static Impulse pulled out of her pussy as easily as he’d slid himself in. With Star’s help, he grabbed her hind hooves and twisted her to the side a bit.

Taken by surprise, all Scootaloo could do was to go along with it. She let herself be turned onto her side, yet she never let Moody Blues’s cock slip out of her mouth even for a moment. She just let her throat twist around him … and she even began stroking the slight bulge in her neck, just to please him more. The bulge wasn’t as pronounced this time – he wasn’t flaring yet – but he still seemed to like it just as much as Steel Crescent had. He let out a long, low moan as he felt Scootaloo’s efforts.

Meanwhile, Static Impulse and Star Shooter had gotten themselves in just the right spots. Scootaloo felt two warm, firm touches down between her hind legs. Her pussy winked and kissed the one; her asshole puckered shyly against the other. She wished she could turn her head and look at the two stallions, but she couldn't, not with her mouth so full.

“So … you first or me?” Static Impulse said quietly – not quietly enough to prevent Scootaloo from hearing it.

Star stroked her flanks, tracing over her cutie mark and the curve of her ass. “You first,” he said. “I’m pretty sure she’s never done this before, so be careful.”

And Static Impulse was careful. He was as gentle as he could be, given the circumstances. Despite how slick his cock had gotten after Scootaloo’s mouth and her pussy, her asshole still put up a substantial amount of resistance. Despite how much Scootaloo wanted it, how much she wanted their cocks inside her – all the cocks, in any way possible – she couldn’t help being a little nervous, and that made her clench under her tail.

Static Impulse had to press firmly in order to make any headway. Her eyes opened wide, staring unfocused at Moody Blues’s balls as her asshole began to stretch open.

She’d been afraid it would hurt. It didn't. It was a bit … uncomfortable, but before she knew it, she felt Static Impulse’s shaft beginning to glide into her. It felt so much bigger there! If she hadn’t already seen it, felt it inside her pussy, she could have sworn his cock was the thickest out of all of them.

It was so much to take in, so overwhelming. She might have called for him to stop if it weren’t for her mouth being stuffed absolutely full of Moody Blues’s cock … and for the feeling of Star’s cock beginning to spread open her pussy lips.

Just as Static Impulse squeezed himself all the way in, Star Shooter began his own plunge. Scootaloo whimpered to herself as she felt her idol’s cock slip in between her pussy lips and enter her. Not a whimper of pain – a whimper of pleasure and need. This was it. Even after all she’d already done tonight, this was something special. This was her and Star – the Star Shooter – becoming as intimate as two ponies could possibly be.

And as he slowly pushed his cock farther inside, Scootaloo found herself stretched as she’d never felt before. For all that her two holes were separate, they shared the same space inside her body – a space now filled by, and straining to contain, two fabulous stallion cocks.

With a satisfied grunt, Star hilted himself inside her. “Sweet Celestia, she’s tight.”

Static Impulse huffed and gave an extra thrust into her tail hole. “Ha – if you think that’s tight…”

Either the stallions became too absorbed in what they were doing to continue their conversation, or Scootaloo became too lost in the pleasure clouding her mind to pay any attention to it … she wasn’t sure which.

Her whole world narrowed down to these three cocks – two of them moved in and out in an alternating rhythm, and the third – Moody Blues’ – plunged over and over again into her throat. Every movement from any of the three set off another wave of disorienting, pleasure-laden fog in her brain. It made her dizzy with ecstasy. She wouldn't have been able to stand if they set her on her hooves. Luckily, she didn't have to. All she needed to do was moan in pleasure around Moody Blues’s cock as all three of them took her, had their way with her.

She’d never felt so full before, never imagined that she could. Every part of her was melting into a puddle of erotic bliss.

And the way they moved inside her! It felt like their two cocks, one in her pussy and one in her ass, were caressing her insides between the two of them, rubbing her from both sides in a dance that made her see stars. Or maybe that was just lack of air from how little she could breathe in through her nose as Moody Blues used her throat? She could almost believe that if the three of them pushed a little deeper, they’d all meet in the middle.

Through it all, she was dimly aware of the other two stallions sitting and watching. Steel Crescent was idly stroking his half-limp cock, while Flash Fire simply allowed his to drape over one thigh. It was their eyes, though, that got to her. Something about the way they looked at her, they way they seemed to know her, inside and out … it somehow brought the experience to an entirely new level. Did she … enjoy being watched? She’d never thought that she might, but she couldn’t deny the thrill that ran through her.

Of course, that wasn’t the only thing running through her.

The sheer overwhelming force of all three cocks inside her sent waves of pleasure channeling through every single nerve in her body. She felt the now-familiar pressure building up inside her again … but this time it was different. This time it was far more slow and intense than before. If her previous orgasms had been dams ready to burst, she felt like there was an entire ocean inside her now, with the surf battering against her in time with the stallions’ thrusts, getting closer and closer to breaking free in a torrential rush. Even if her throat hadn’t been stuffed full of cock, she wouldn't have been able to breathe. Her body lost track of something even that basic as it rushed toward that inevitable euphoria.

But she wasn’t the only one getting close. All three stallions were already flaring, which only intensified the sensation of being absolutely filled to the brim. She could clearly feel Moody Blues’ cock through the bulge in her neck now … and more than that, she could feel the rhythmic pulses deep inside her every time Static Impulse’s and Star’s flares passed over each other on their way in and out. It made her whole belly thrum like a primitive drumbeat urging her onward, onward, onward toward the orgasmic precipice.

Static Impulse was the first. He pressed in deep, deeper than he ever had before. New sensations lit up inside Scootaloo’s body, nerves that had never before been touched; her asshole stretched tight around the girth of his base. She felt that tight ring pulse outward, accommodating the bulge that traveled down the underside of Static Impulse’s cock.

A warmth immediately followed. Thick, sticky warmth deep inside her that grew and swelled with every burst of cum that his cock poured into her. That sensation – combined with Star’s ever more frantic thrusting – was all it took to drive her over the edge.

Her body froze in place, every muscle spasming against every other one, leaving her completely immobile, completely tense. The unbearable pleasure burned through her like the eruption of a volcano, singing everything it touched with bliss. All she could do was to scream her passion around Moody Blues’s cock, begging her own body for mercy … while simultaneously begging for more – wishing it would end ... while also wishing it would never stop.

The feeling of her voice around his shaft must have been what set Moody Blues off. As her throat convulsed with muffled squeals, he let out a loud sigh of his own, his body shuddering as his cock unloaded a second time. This time, it wasn’t as massive as the load he’d spilled on her belly, but it still coated the inside of her throat and forced her to swallow instead of moaning.

The two stallions filling her somehow stretched her own orgasm far beyond its natural limit. As long as they were pumping her full, her body remained stiff, trembling through an orgasm that felt like it would never end. Her pussy squirted and squirted against Star’s crotch, spasming around his cock and trying to milk that precious third cumshot out of him. Something primitive deep inside her knew that he was the one who really mattered – it was his cock knocking at the door to her womb, ready to release what her body had truly wanted all along.

Star fought against it. Even though he didn't stop his thrusting, Scootaloo could feel the strain in him: the utter stiffness of his cock, the way his hooves gripped at her leg. He sucked in deep breaths through clenched teeth. “I’m… I can’t…!”

Flash Fire slapped him on the ass. “Go for it, bro. Pump her full!”

With a strangled gasp, Star gave in. He slammed his cock all the way in, stretching Scootaloo to her utmost, pressing the tip of his cock directly against her womb, locking himself in that perfect spot with his broad flare.

Scootaloo’s orgasm began all over again when she felt that first hot surge directly into the empty place inside her. There! Now that was the hunger inside her that needed to be filled! She cried out again, Moody Blues’ cum splattering up around her lips as she did, but she couldn’t control even that much anymore. All that mattered was the surge after surge of thick, gooey cum that completed her, made her whole, warmed her from the core of her body to the very tips of her hooves.

Finally, after what seemed like an eternity, Scootaloo’s body went limp. She still shook with the aftershocks of that orgasm, but at least she could breathe. The stallions, dribbling out the last precious drops of their own orgasms, slowly began to pull out of her. But her newfound ability to breathe again was too little too late. Her vision went fuzzy around the edges, and she felt dizzier than ever. The last thing she felt was Star’s strong hooves wrapping around her, gently lifting her. Their concerned, muffled voices muddled into the background.

The concerned faces of five different stallions were the first thing Scootaloo saw when she came to. “I was…” She blinked. “Huh?” She was lying on something soft … the couch. But how had she gotten there?

“You kind of passed out for a bit, there,” Steel Crescent said.

Flash Fire gave Moody Blues a surreptitious kick. “See, I told you she didn't need a doctor.”

Scootaloo shook her head a little. Bad idea. It made the room spin around her. “H-how long was I…?”

“Only a few minutes,” Star said, kneeling down next to her so he could look into her eyes. “That was pretty intense, huh?”

“Yeah.” A slow grin spread across her face as she remembered what happened. She could still feel their warmth seeping into her deep inside. That … seemed important for some reason, but she couldn't quite put her hoof on it. Felt really nice, though, as she rubbed her own flank.

“And she was breathing the whole time,” Flash Fire pointed out. “I made sure to check.”

“Right, right.” Star nodded. “I guess we should have taken it a little easier on you, huh?”

Scootaloo just took a deep, contented breath. She had nothing to worry about. She was safe and happy. She could take this moment to simply enjoy the wet warmth spreading deep inside her… Wait! She gasped, her eyes shooting open wide.

Recoiling a little, Star gasped as well. “What’s wrong?”

“You… You came inside me! I felt it! I’m going to get pregnant!” She started to hyperventilate, her eyes darting frantically around the room. “I can’t! I’m too young to have foals of my own!”

“Relax, relax,” Star said, patting her withers.

“Relax? How am I supposed to relax? I’m— I’m not ready to be a mother! I can’t, I can’t…”

Flash Fire shoved his hoof against her mouth. Only then did she feel how wet and slimy her mouth still was from those many blowjobs. When her eyes shot up to look at him, he smiled down at her. “You’re not going to get pregnant. While you were out, I cast a quick spell on you. It’s a pretty basic one, but really effective. Don’t worry – you won’t be getting any foals from us.”

Scootaloo took a deep, reassuring breath. “You’re sure it works?”

Flash Fire nodded. “It does. Every time. You might feel kind of tingly and cramped on the inside for the next few days, but you won’t be expecting any foals anytime soon.”

Impulsively, Scootaloo reached out and hugged Star’s neck closely against herself. The tension drained out of her all at once … unlike the cum, which she could feel soaking into her tail very slowly.

When she finally let go of Star, she happened to look up at the clock. Already well past midnight. Closer to morning than nighttime. Horse apples! How was she going to get home now?

Well, there was the obvious answer – she wouldn’t, not until tomorrow. That depended on these stallions’ continued hospitality, though. “Um… Do you guys think it would be okay if I crashed here on the couch tonight?” she asked hesitantly.

“On the couch?” Star raised an eyebrow at her. “Seriously? After everything we just did together, you think we’d make you sleep on the couch?”

She sank down into the cushions. She should have known better. These stallions were stars. They’d already given her far more than she could have asked for.

“No,” Star said. “You can share my bed, little lady.” He smiled at her. “That is, if you want to.”

She found herself too weak to get up off of the couch on her own at first … but thankfully, there were five strong stallions around her who were more than eager to help. Her strength slowly returned as they helped her through a hot shower together, helped her dry off, and helped her to some absurdly expensive snacks from the hotel minibar. She passed the rest of the night in a deep, deep sleep, cuddled tightly against Star’s chest. She knew her time with him was nearly up, that they would have to leave Canterlot in the morning … but she made the most of every moment.

It was nearly noon when Scootaloo finally returned to Ponyville, and – of course – she found Sweetie Belle and Apple Bloom waiting for her just outside the train station, even though nopony else was around.

“Wow, you must’ve had a good ol’ time,” Apple Bloom said, smirking at the way Scootaloo’s mane was still mussed up. “Spent the night and everything, huh?”

Sweetie Belle was more pragmatic: “What did you get signed for us, what did you get signed?” Her eyes gleamed with her greed.

“Oh, well, uh…” Scootaloo took care to look embarrassed, just like she’d rehearsed on the train ride to Ponyville. “I didn't bring anything to get signed, so…”

Sweetie Belle’s heart visibly broke. “Nothing?”

“...So I had them sign this.” Scootaloo reared up, showing her belly to her two friends.

Both of them looked closer, their eyes wide as they stared at the five scrawled signatures on Scootaloo’s skin. Sweetie Belle’s mouth fell open silently, but Apple Bloom made better use of hers: “Ya had ‘em sign your teats? Are you plumb crazy?”

Scootaloo gave a well-practiced shrug. “That’s the only spot big enough that isn’t covered in fur.”

Sweetie Belle sighed. “Aw, I wish I’d gone. Your, um, teats are nice and all, but I can’t hang them up in my room, now can I? And the signatures will go away the next time you take a bath. They couldn't at least give you a poster or something? Even an old pizza box!”

Apple Bloom rolled her eyes. “Can’t ya just be happy that Scootaloo had a good time? Come on, Scoots, tell us all about it!”

“Oh,” Scootaloo said oh-so-casually. “Oh yeah, there was one other thing I got signed for each of you…”

Both sets of eyes were immediately riveted on Scootaloo as she fished out something hidden in her mane. She took out a couple of pieces of paper, no bigger than greeting cards. She’d planned on magnanimously doling them out to her two friends, but both envelopes were snatched out of her hooves before she could even take a breath.

“Yes!” Sweetie Belle cried out as soon as she looked at hers. “Signed by all five!” But she kept on reading then, reading what else was on the paper.

Scootaloo grinned, already knowing what the notes said. Both of her friends’ eyes widened more and more as the read the short letters.

Apple Bloom was the first to gasp. “This… This can’t be right. There ain’t no way…”

“Oh, it’s right,” Scootaloo assured them.

Sweetie Belle’s jaw dropped as she finished reading hers. “But… But this says that all three of us are invited to any show, backstage and after-hours!”

Both of them stared at her. Apple Bloom blinked repeatedly, glancing down at the note then back at Scootaloo. “What the hay did ya do with those ponies, Scoots?”

Scootaloo shrugged, keeping her secrets. “We just had a really good time, you know, and they said that if my friends were as much fun as I was, they wanted to meet all three of us sometime.”

Apple Bloom just stood and stared. Sweetie Belle began a quiet but high-pitched squealing as she all but bounced in excitement.

“And not only that,” Scootaloo said, “They said that they might bring their tour to Ponyville sometime, since we’re such a growing town now, with a castle and a friendship school and everything.” She grinned. “But… they also have a show next week in Baltimare, so if we can find a way to sneak off…”

Sweetie Belle and Apple Bloom glanced at each other. They exchanged curt nods. “Cutie Mark Crusaders secret road trip!” all three shouted in unison.