Scootaloo mistakes Pipsqueak for a mare. That one thoughtless comment leads to an awful lot of discovery about each other and a whole lot of sex. Sweetie Belle included
Trust. Acceptance. Understanding. These are important qualities Pipsqueak will need when he's about to engage in coitus with a Pegasus who's eager to make him her mare.
Don't worry, she'll be gentle. Her best friend will make sure of that.
Characters are of Carousing Age, given this fic is Anthro.
See inside for a full itinerary of goings-on at Camp Go Squick Yourself, but this fic includes Futa on Male, Futa on Female, and M/F
Characters Are Of Age To Vote, Drink, And Carouse Bonus
Futaloo, Where Are You? Bonus
Stage 4 Anthro With Jazz Hands Bonus
Pipsqueak's First Cock Bonus
Scootaloo's First Cock Bonus
Sweetie Belle Is Indiscriminate About Who She Boffs Bonus
Breasts That Are Illegal in Australia Bonus
More Pitching and Catching Than The World Series Bonus
Enough Lube For A Slip 'n Slide Bonus
Porn, Porn As Far As The Eye Can See Bonus
Cloud-Shower Bonus
Anal Creampies For Everypony Bonus
Yes, She Has A Safeword Bonus
- - -
Pipsqueak frowned as the pins ricocheted, four of them crashing into the others in a blur and the lot hitting the back of the alley. “Right, that produced no results.”
Sweeper shrugged. “What's next?” He dusted his hind hooves on the mat and reached for the damp towel to cool his hands off. Then he flexed his fingers, grimacing slightly. “Hate to say it, but I'm starting to get tired. Even I don't spend my whole life slinging bowling balls. I'm going to be sore tomorrow.”
“Almost done. And will you stop complaining? You'll be fine tomorrow. You always are.” Pipsqueak checked the ticky-box by 'unbalanced ball.'. He'd inherited Princess Twilight's love of the ticky box. “Your skill obviously has some effect on the ball. Out of ten throws with that weighted one, you still managed seven strikes.”
“Should have been eight, but that 7-10 split in frame five stymied me.” He picked up the ball that they had doctored and set it back in its crate. “Imagine if I had to try and make that shot with hooves rather than hands?”
The two of them were testing their Twilight Time theory on just how much a sporting Cutie Mark could influence the outcome of a match. There had to be limitations, otherwise a pony could simply throw strikes all day without a break. Princess Twilight, having some understanding of the limits of cutie marks herself, had encouraged the two colts to be innovative in their experiments. And so they had. At least the alley had been pretty much empty tonight, so they could do their tests without disrupting a lot of ponies. They had manipulated pin position, lane conditions, ball composition, and others, to see if Sweeper's talent could be made to manifest.
“We've just got an External Influences hypothesis left.” Pipsqueak considered nearby distractions that could be useful. If Sweeper's marefriend had been around, it would have been good. But he was used to having her nearby. It wasn't a great distraction if you knew the pony. If they had been outdoors, he would have asked her Pegasus friend Diamond Rose to buzz him a little, but indoors? The bowling alley had a 'No Flying' policy. “Hrm. I might need a moment. Take a break while I think about this.”
Nodding, Sweeper slumped back in his chair and stretched his legs out, whisking his blue and white tail free. “Sure. Go flirt with the old Crusader-mares over there. Maybe you can get Scootaloo to buck another bowling ball over half a dozen lanes while I'm trying to wind up.”
He chuckled at that, but spared a glance towards the three young mares. He'd been watching his old classmates on and off for most of the afternoon, when he wasn't taking notes on Sweeper's throws. He couldn't help it, not when they were as raucous together as they were when they had been fillies.
Sweetie Belle was daintily nudging her ball down the lane, as oblivious as ever to the notion that one could actually wind up and throw. As much as she derided her older sister's way of declaring ordinary sports like bowling 'uncouth', she was every bit a princess as Rarity when it came to competition, the annual Sisterhooves Social notwithstanding.
Applebloom was unwrapping and re-wrapping her wrist, gingerly twisting it back and forth. Pipsqueak was willing to bet on a work injury, rather than a sporting one. Nopony worked like an Apple. She had probably hurt it carrying apple baskets or fixing the barn. As she pressed both palms together and grimaced, she flexed impressively muscled arms, then appeared satisfied and reached for one of the lighter balls.
And then there was Scootaloo, back home after being out on the speed-racing circuit for another season. She was lounging over three seats, hind hooves stacked on top of each other. Whereas her friends had worn pale T-shirts and form-fitting shorts, she was dressed in a sports bra, sweatpants, and a wacky tie-dye, short-sleeved shirt that she'd opened down to her navel. Two orange wings were pushed through slits at the back, but they were currently folded up. When they were out at their full spread, Pipsqueak bet they looked pretty cool. Her fingers were mussing her barely-there purple mane, buzzed down to nearly her skull on the sides. It had been growing back for nearly a month, and the long stripe still there was almost like a soft little mohawk, but she was constantly swirling it and pushing it back. The circumference of her arms was nearly a match for Applebloom's, and the thickness of her thighs was evident even in her sweats. To Pipsqueak, she was bad, butch . . . and beautiful.
Grinning, he patted Sweeper on the knee. “Cheers. That's a good idea. Just start up again when you're ready. And I'll go and see what they think.” Ignoring the look of alarm on his friend's face, Pipsqueak slipped down the stairs to the main level and darted across to where the ladies were high-fiving after Applebloom's spare.
Scootaloo was the first to look over and she did a double-take. “Whoo. Hey there, cutie!” Then her double-take became a triple-take and she stifled a snort. “Whoah, Pipsqueak? Is that you?” She hooted and slapped her leg as she sat up. “I thought you were a mare for a minute there!”
Mortally offended, he glowered back at her. “Hello to you, too.” Mare? It wasn't like he'd bounded up to them in a dress.
“Oh, ignore her,” Applebloom said, undoing and re-wrapping her wrist yet again. “She ain't seen you for a couple years like I have. Besides, you're gettin' too skinny for your own good..”
Pipsqueak looked down at himself. He could see his hooves and his legs without having to inhale and hold his stomach in. Wasn't that the point? “What's that supposed to mean?”
Applebloom got up, since Scootaloo was too busy cackling at his reaction. She smoothed his brown mane away from his face and her palms cradled his cheeks. “Look, it kinda starts here. You got a real slim face. Your cheekbones do this sorta thing . . .” She rubbed her palms down towards his chin. “And you come to a point here, rather than bein' all blunt.”
He nodded, his head still pressed between her hands. “Yes, so what?”
She shook her head, her touch gliding down to grip his shoulders through his shiny, collared shirt, then quickly moving along his sides to slip beneath the hem and caress his waist and hips, as if she were measuring him for a new suit. “Ain't just that. See how my fingers can touch each other? You got the kind of build that's . . . well, opposite of my family. We all bulk up. You're . . .”
“Graceful,” Sweetie Belle suggested. “You move smoothly. And you're slender. What did you do, take up running?”
This was beginning to get embarrassing. Normally he wouldn't mind a mare like Applebloom patting him down like this, but it wasn't as if he'd asked for it. “Could we please stop talking about me for a second?” He glanced over at where he'd left Sweeper, but his friend was stretching and rolling his wrists, not even paying attention. “I just stopped over because I'm on a project and I could use some help.”
Applebloom and Sweetie Belle perked their ears, but Scootaloo yawned and flopped back down. “Bored now,” she declared, then darted a glance at him to see if he'd pursue it. Oh, yes. That was the Scootaloo he remembered. She'd gotten a rise out of him and had been hoping to keep the attention.
“It's your turn,” Applebloom prompted her. “Go an' throw your ball. We'll listen to him. And no cheating!” she called after her friend, who rose and slouched towards the ball rack. “Go on,” she said, turning back to him.
Pipsqueak nodded over at Sweeper. “We're cataloguing the effects of his cutie mark on various influences. And we've reached the part of the experiment where we need somepony to try and distract him. Either of you have some ideas?”
Sweetie Belle grinned and looked over her shoulder. “Scootaloo's a distraction.”
“He thought of that,” Pipsqueak pointed out. “In fact, I think he's expecting it.” It was as known a variable as all the other things they had tried tonight, but still. “We need something a bit more . . . unexpected.”
She pouted and snapped her fingers, her pale pink tail swishing her disapproval of being unable to use her friend. “Phooey.”
Applebloom glanced down at their scoresheet and ticked something off on her fingers. “We got another frame an' ain't neither of you gonna catch me at this rate.” She looked up again as pins crashed and Scootaloo yelped with glee at a surprise strike. “Not even if she follows that up with a turkey.”
As their friend came back gloating, both ex-Crusaders glanced at each other and Pipsqueak could see one of those infamous mental conversations taking place. Scootaloo, meanwhile, got right up against him, invading his personal space, and stalked around him as if she were thinking of buying him. “Dude, do you even work out? You're barely toned, but you look like you got stretched. And with that shirt? Untucked? You're hiding your real shape.”
“Scoots, a word?” Applebloom said warily as Sweetie shrugged and went to take her turn. “And get outta his face. He ain't a prize steer that ain't been eatin'. So he's a little bit on the mare-ish side with those legs. It's cute.”
Oh, now he was cute. Pipsqueak groped for a comeback that would restore his masculinity and pride, but Scootaloo patted his shoulder and stepped back as Applebloom pulled her in for a quick, whispered conversation. From the expression on her face, she didn't like what she was hearing, but she shot a look at him that made his ears flick and heat up at the same time.
Sweetie Belle now pranced back, having managed to hoof all her balls into the gutter once again. But she didn't seem too perturbed. In fact, she was grinning. “I know that look. Applebloom's thought of something.”
“Might say I have,” she allowed. “Remind me: Was Sweeper there the day Diamond Tiara thought it'd be real funny to steal my bra and run it up her family flagpole?”
Scootaloo snorted. “Nah. He was out at a tournament in Manehattan, I think. I remember him talking about the prize money later.”
Applebloom pulled her arms inside her T-shirt, which hung down to her thighs. “Thought not. Might wanna gather up our stuff.” She nodded at Pipsqueak. “You get one shot at this and you're gonna owe us afterwards.” One arm re-emerged from a sleeve, dangling a green bra and she handed it off to Sweetie Belle. “Be right back.”
He blinked as she sidled casually across two lanes to get up close to where Sweeper was just picking up another bowling ball. “Oh, hang on. She's not going to . . .”
As his friend took a breath and sighted down the ball, beginning to take his steps towards the foul line, Applebloom grabbed the hem of her shirt and yanked it up to her chin.
From his end, Pipsqueak could only see her long, bare back and the fuzzy tufts of yellow fur above her tail. But the reaction from Sweeper was a simultaneous bobbling of the ball and a stumbling on his hooves. There was a thump on the lane as the bright blue ball skittered free, but hung just on the rim of the gutter as it spun down the lane.
Applebloom had let her shirt drop by then, but he could see past her, to where his friend was windmilling his arms, staying just on the right side of the foul line. Then there was the sound of pins clattering and everypony looked down the lane to see that the entire right side of the framework had dissolved. Sure, there were still four pins left standing, but for a pony bowler of his calibre? An easy spare.
There was silence as Sweeper staggered backwards, shaking his head. Then Scootaloo snickered. “For science, yeah?” she asked.
Applebloom grinned back, smoothing her top along her tummy. “Yup. Twilight would yell at us, but we've got scientific principle on our side.” She looked at Pipsqueak. “That any help?”
He shrugged, still surprised from her tactics. “Perhaps, but to really determine if it's a factor, we'd have to repeat it at least four more times.”
Sweetie Belle's ears drooped. “I don't think we're going to be able to get away with it even once more.” She nodded down the alley. The owner, Mr. Kingpin was glaring at them.
“Yep,” Sighing, Applebloom reached for her purse and held out her hand for her bra, stuffing it inside. “Toldja. C'mon. We can get out the back way before he gets to us.”
As the three girls scrambled, Scootaloo pointed right at Pipsqueak. “You, sexy mare. You owe us big time. Ice cream later at Sugar Cube Corner.” Then she was vaulting over the vinyl and plastic seats and following her two best friends through the emergency exit.
Sulking at Scootaloo's parting shot, Pipsqueak picked up his list and wrote in 'method used: topless mare' beneath the ticky box for External Influences. Then he ticked it off.
- - - -
It took a while to convince Mr. Kingpin that Sweeper had not merely been the victim of a prank, but was indeed part of a Princess Twilight-approved social experiment. Even if a pony allowed for the innate chaos caused by certain citizens of Ponyville, Pipsqueak certainly hadn't asked Applebloom to show off her boobs. And, frankly, if there was one thing she had going for her, it was that most of Ponyville had already seen them in the aftermath of the flagpole fiasco with Diamond Tiara. One pony had kept her dignity that day, even while soaked through to the skin in a white T-shirt. The other one had simply blamed it on the family butler.
So both colts had escaped unscathed, although Pipsqueak had been tasked with giving Applebloom the notice of a month-long ban from the Alley. Scootaloo and Sweetie Belle, as known accomplices, had merely received a week's banishment. Sweeper had thrown up his hands, taken the data they'd accumulated, and gone home. Pipsqueak couldn't blame him, since he had been the test subject all evening. Privately, he was envious that his friend had gotten a Crusader-approved eyeful of Applebloom.
And as he sat by himself in Sugar Cube Corner, with Pinkie Pie pronking around and being pink, he sighed and held out a hand in front of him, trying to see what the girls had seen. Mistaken me for a mare? That was the craziest thing he'd heard. Sure, he'd been a bit gangly when he was younger, but he'd grown up and filled out. Or, at least, he thought he had. Unconsciously, he flexed his arm and did his best to assess the curve of his bicep. It was enough, wasn't it? Then he remembered what Applebloom had said about fitting her hand against him.
His white ears waggled as he thought. Maybe Scootaloo was just reacting to all the times she'd been accused of being a colt, using some sort of turnaround as fair play and he'd just gotten caught up in it. But Applebloom had been so sure . . .
He kicked one hind leg up to cross over his knee, looking down at the splotch of brown colour on his right hoof, then at the cuffs of his trousers. The salespony had convinced him that the slim line of these black pants had been the way to go. He tried to fit both his hands around his thigh, to see if he was getting too skinny.
Then he looked up and blinked, because Applebloom was standing beside him, palms flat on the table, with the neck of her shirt gaping and giving him a view of her cleavage. He noticed that she had yet to put her bra back on, but she was less than curvy, so you really had to be looking to see it. “Did you get what you needed from that?”
Pipsqueak nodded. “It wasn't really much of a sample size, so Twilight's going to question the results, but he still didn't throw a gutter ball. Like I said, we'd have to do it again. I just don't think you should have to be the one. You already flashed him once. And, uh, you really didn't have to the first time, either.” He looked past her for Sweetie Belle and Scootaloo.
She waved it off and sat beside him. “I've been good for too long. Kinda missed doin' something silly like that. And they're comin'. I just wanted to get here before them, cause you looked a little freaked out back there when Scoots was diggin' into your psyche.” Sighing contentedly, she sipped her sarsaparilla float, the treat ensuring that Pinkie Pie wouldn't disturb them. “You're pretty good-lookin', Pips. Even I can't deny it and I can't really be bothered to look around right now.” She tossed her red ponytail back over her shoulder and swished her real pony tail from side to side. “But it ain't a bad thing, really, what she said. So don't let it get to you.”
He waved his hands over his own bowl of chocolate ice cream rather helplessly. “I don't understand. She makes one comment about me looking like a mare and I lose my mind?”
“Ain't just that.” Applebloom shrugged and took another long pull on her drink. “Like Sweetie said, you're light on your hooves. And with your pinto colourin', you don't quite have the chest definition that other colts like Truffle or Snips have. Or me.” She gave her own small breasts a quick heft and chuckled. “Just the way your genes have gone, I guess. So, yeah, you had what Rarity would call 'quite the silhouette' and it got Scootaloo's attention.”
“Darn right it did,” came her voice from behind him. He jumped a little and mentally cursed himself for not putting his back against the wall. Then there was a gentle weight against him as she settled her hands on his shoulders and pressed herself against him. “Don't you move, pretty boy,” Scootaloo murmured, kissing him behind the ear. Out of the corner of his eye, he could see Sweetie Belle settling in across from Applebloom and grinning just as widely.
“Hello, Scoots,” Pipsqueak said weakly, flicking his ears away from her hot breath. “Not that I mind the attention, but could you please make up your mind on what gender you think I am?”
“What's the fun in that?” she asked, giving his shoulders a rub before lifting herself off and plunking herself down right across from him. “What if I think you're cuter as a mare than as a stallion? Is that so terrible?” Sweetie Belle rolled her eyes and thumped her friend on the shoulder, but Scootaloo shrugged it off and just turned her smile back to Pipsqueak.
Well, his life was getting weirder than it had been an hour or so ago. He'd stepped into the middle of something back there in the bowling alley, he was sure of it. Even if nopony else at the table was aware of it.
Pinkie Pie poinged up, yodelled her latest song about baking, delivered a pair of cupcakes split down the middle with scoops of ice cream in between, and then vanished as quickly as she'd shown up. It was all part of the Sugarcube Corner experience and all four ponies both expected and appreciated it.
When the three mares turned back from the performance, Pipsqueak took a deep breath and decided to tackle the issue, hoping to pull it out of hiding. “I'm missing something here, aren't I?” he asked, as Pinkie's dust-outline pranced about before disappearing in a puff.
Sweetie Belle shook her head. “Nah. We just went bowling today to get Scootaloo to cool off a little. She's been needing to burn off energy since she got home from the racing circuit last week. Havin' a real job like the rest of us now is just killin' her.”
“My routine's all off,” Scootaloo grumbled, digging in with her spoon before her ice cream could melt too much. “I can't go flying for six hours a day here in Ponyville. Well, I can, but it's weather work and not speed laps.”
“She's been runnin' hot for days,” Applebloom added. “And it don't help that we aren't all as free with our time as we used to be. Sweetie's barely been able to keep her in check.” She ignored her friend sticking her tongue out at her. “So you came along and she got all fired up. Maybe you can drag her to your Twilight Time later and let the Princess put her to work or something. You'd give the both of us a break. ”
Pipsqueak sighed in regret. “Wish I could. Princess Twilight and the others are away from Ponyville right now on a Mission of Friendship again.”
Raising her head from her snack, Scootaloo scowled cutely. “I knew that. Rainbow Dash isn't here to push me like I'm used to.”
“See?” Applebloom squeezed his shoulder. “You ain't missin' anything. Scoots is just all het up.” She looked across at her friend. “You need to get laid or something. That'll wear you out good.”
Scootaloo raised her shoulders a fraction of an inch, as if putting any more effort into her shrug would have major consequences on her health. “Oh, sure. I'll just grab Sweetie Belle, go home, and bang her through my cloud bed.”
Pipsqueak was grateful he didn't have a float with him, because he was sure he would have spat it all over a hotly-blushing Sweetie Belle after hearing that. They both had white coats, which made embarrassment that much more visible than darker ponies. “Whoa, whoa, whoa . . . ”
Scootaloo smirked at him. “Little too much information there?”
He nodded.
“Hey, I saw the way you were looking at me back in the bowling alley. You know, before I started saying you were one of the prettiest mares I'd seen in ages.” She set her forearm down on the table and gave a purposeful little flex. “So, do you like what you see, Pipsy?”
Now he was about to put his hoof in it. But as sexy as she made herself, Pipsqueak had his self-respect. “I'm not a stud service, Scoots.”
“Course you're not,” she scoffed. “If anything, I'd be servicing you. Trust me, you can't knock me up.” Scootaloo scooped the last mouthful of cupcake and cream into her mouth and swallowed, licking her lips. “See, I'm all about the mares, dude. But you're kinda setting something off in me that makes me think you'd be the first colt I'd even consider.” She sighed and flexed both arms this time, showing that they rivalled Applebloom's in muscles. “However, and I can't stress this enough, you'd be my mare, not the other way around.”
Pipsqueak chuckled a little at that, but it petered out when neither Sweetie Belle nor Applebloom joined in. He felt a sudden void open up in his stomach, equal parts trepidation and curiosity. Scootaloo was hot, really, and being the first colt ever in her would be amazing, but there was just something in her mood that gave him a little bit of a scare. In a good way, though. Maybe there was a way to keep his self-respect and still indulge her. And himself.
Scootaloo tilted her head, maybe sensing what he was feeling. “You know how it usually goes down, yeah?”
He nodded. He'd been behind the barn once or twice before with very enthusiastic and feminine partners. Everypony had had a good time, for what it was worth.
“Well, with me, it's a little different. And before you start reconsidering your stud service, let me show you.” She glanced around the bakery. There were no other ponies present except the four of them, plus Pinkie Pie somewhere in the kitchen, judging by the sound of singing and the crashing of muffin tins. Then she reached beneath the table and Pipsqueak felt her fingers fumbling for his. "C'mere," Scootaloo murmured, snagging his hand and sliding it carefully between her knees. "Don't panic, mm'kay? I'm trusting you with this. Just ... here.." His fingers stroked along her leg and she breathed out, shifting in her chair as she squeezed her strong thighs against his wrist, guiding him higher . . . and then his palm caressed something through her sweatpants, making his ears flick right back.
He knew a sheath when he felt one.
Scootaloo inhaled again and let his hand go, but he didn't pull it back right away. Both of them were half-hunched over at the table and he looked into her violet eyes as he traced the outline of her groin. Then he shook himself and snapped upright. He could feel the heat in his face again.
“Nopony else knows,” she whispered. “Except a couple of Cutie Mark Crusaders . . . and now you.”
Pipsqueak swallowed hard and —as much as he had tried not to during the day — looked at her chest more closely. The sports bra had her breasts encased, but there were some curves there, although very slight. She was still a mare. Just . . . “Might I ask . . . how?”
“Well, it could be that one of Applebloom's old Twilight Time potions didn't do what it was supposed to do.” Scootaloo leaned back and began ticking off on her fingers. “Or, if you believe Diamond Tiara, I'm just a colt pretending to be a mare and should just admit it. Or I'm a freak of nature who was born with it. Maybe it's a Pegasus thing. Or Luna's got a weird sense of humour when it comes to inspiring ponies. Or I fell into Poison Joke the other month and it's taking forever to wear off. Oh, or I'm a changeling. Can't forget that one.” She shrugged. “One of them is true. It's cooler if I don't tell you which, just to add to the mystery.”
He looked over at the others, who both shrugged. “Hey, she's our friend. We ain't givin' away her secrets,” Applebloom said.
“Not when we're in on them.” Sweetie Belle blushed at that. “Uhh, yeah. Trust me, it's real. She's real.”
This was all too much, too fast, so Pipsqueak closed his eyes and tried to breathe. Maybe that meant they were dating, or perhaps they'd just had an every-colt's-fantasy slumber party where pillows were tossed and fillies got naked. And right now, it wasn't important. The filly —well, mare — that he thought was so butch was actually packing a sheath. And she was offering to . . . well, do things to him, probably involving his own equipment and hers together. It was very confusing. And just a little exciting.
“You okay?” came Applebloom's quiet voice, right up against his ear.
He nodded, not ready to open his eyes yet.
“It's okay if you're curious, y'know. My brother always said bein' curious wasn't a sin.” He felt her hand begin to rub his back and his breathing eased up, the tension lessening. “I was curious, too, but it took just one look for me to be all satisfied.” She snorted, almost nickering at him. “You're looking like you might be eager for more than just a glance. And that's okay, too. Scoots is willin' to take you on.” Her chuckle ruffled his ear. “Jes' make sure she plays fair with you, okay?”
His ear flicked up and that and he opened one eye to look at her. “You mean . . .”
“Don't let her hog all the fun.” Applebloom shot a look across the table. “You get what I'm talkin' about, Scoots. You slot one home in him, you're lettin' him have a go at your round little rump, too.”
Scootaloo sulked, looking put-upon. “Fiiiine. But Sweetie Belle's gonna be there, too. She can take one for the team.”
Pipsqueak's ears twitched and he squeezed his eyes shut once more. It was a mental image he was having a very hard time not imagining, Scootaloo kneeling over him, grinning as she thrust home . . . and his attention refocused on his surroundings as there was a thump and a yelp from across the table as Scootaloo got whapped again.
“Says who?” Sweetie Belle sounded half-amused, half-intrigued, which was precisely the way he was feeling at the moment. “I'm coming with, all right, but I decide which of you I'm rolling over on.”
Applebloom just kept rubbing his back, as if she knew how much of a struggle he was facing. “S'okay, Pips. She's somethin', I know. Just think of it like learnin', but for your body. Like Twilight Time.” She laughed. “Sort of a 'Scootaloo Summit', huh?”
“Scootaloo Symposium?” Sweetie Belle suggested, sounding doubtful.
“Seminar,” he said, opening his eyes again and finding a way to grin. “Definitely seminar.”
Scootaloo growled at all of them and crossed her arms. “When I get home, I'm looking those words up.”
The walk back to Scootaloo's cloud home was interesting. She had kept herself in front of him the whole time, no matter how much he tried to catch up. Part of him liked the view, because she constantly swished her tail and her sweatpants were riding low on her hips. He could see the waistline of her underwear, too, which looked a lot like a pair of boxer shorts. And the other part of his mind was watching her hips sway as she walked. She had something special hidden away there and . . . just what he had gotten himself into?
Scootaloo was definitely a mare; he could deal with that. But what sort of things did a mare with a cock do? And what did she like? He could guess at most of it, given what he liked, but he wasn't sure how or if he'd be able to please her the way other mares were able to please him.
She glanced back at him and winked, which made Sweetie Belle laugh. And he looked over at the pale grey unicorn. She had more experience than him, obviously. “What do I do?”
“Relax,” she offered. “That's most important. Don't let her dictate everything, because you're allowed to have fun, too. She can get pretty randy, but don't be afraid of her.” Her gaze dipped down to his own trousers and she twisted her fingers together. “Look, I don't sleep with stallions very often . . . or at all, so I might need some time to explore before I let you flip me over, okay?”
Pipsqueak nodded, feeling more and more like an interloper between the two mares. “I guess it's not the same with her?”
“She's got breasts,” Sweetie pointed out. “I'm good with those. And she fits so well inside me that I just kind of give that part of her a pass. You'll see what I mean.” She gave a sudden squeak and a hop. “Here we are!”
The three of them looked up at the small, floating house made of cloud overhead. Scootaloo hadn't overdone it on the rainbows like Rainbow Dash had, but she still had sculpted enough turrets and cool spires to make her home her own little castle. Grinning, she turned and spread her wings open. “Sweetie, cast your spell. I'll get the stairs.”
Before he could ask, a blue glow surrounded him and he felt the ground beneath his hooves shift just a little. It didn't seem any different than before, but as the glow faded, he felt the need for the ground to be a bit springier than it was. As an Earth Pony whose hooves almost never left the ground, it was an unfamiliar sensation.
“Cloud-walking spell,” Sweetie said, stretching her arms over her head and arching her back. “One of the first things I learned from Twilight when I could, so when Scootaloo got her own place, we could visit her. Plus it meant we didn't have to fool around in my room back home.”
Scootaloo flew up and undid a cord that was hidden in a tuft of cloud, then gave it a yank. A dozen smaller clouds, built like stepping stones, spiralled down from her front door and stopped in front of them. “Come on up!” she called.
Sweetie Belle leaped agilely onto the first cloud, poinging up in a rising circle, as Pipsqueak followed behind, slightly wobblier. The clouds were still fluffy and sank a little beneath his hooves, so he had to catch his balance with each step. Scootaloo was hanging her head off the edge of her porch, watching as they made their way up.
“It's cool,” she told him, reaching down to grab his hand and give him a strong pull up the final step. “Cloud floors are much stronger, so you won't slip once you're inside.” With a flick of her wrist, she drew the spiral cloud staircase back up and let the cord vanish into the fluffy whiteness again. “Let's go.”
She was already stripping as she strode into her home, slipping her last two buttons free and flinging her shirt over the back of a chair. With a dip and wiggle, she had shed her sweatpants. They went flying as she kicked them off. Settling back against the doorway to the living room, she raised her arms high above her head. Her back arched and her wings flared open as she smirked at both of them, cocking a leg in her sports bra and boxers. “How's this?”
Pipsqueak coughed. She looked incredible, with her arms and calves on display. She was the epitome of a racing athlete. Then he saw the outline of her sheath against her underwear and, as she cocked her hips at him, he found himself blushing. “Ah, I . . . I wish I could show off the same way?”
Her pleased cackle made his ears twitch and Sweetie Belle patted his arm as she teasingly twiddled one of her bra straps beneath her T-shirt. “Go have a shower,” she suggested. “We won't start without you.”
“Course not,” Scootaloo cooed, grinning. She peeled herself off the wall and strutted towards him. “Let me show you.” Snagging his fingers in hers, she led him down the hallway and, turning suddenly, she backed him through another doorway into the bathroom.
“Cloud shower,” she told him, pointing to the marbled cloud with black and white chains on them that denoted hot & cold water. It hovered off to one side, near a drain in the white floor. There was no stall or tub in the room. “You know how that goes.” Pressing a bar of soap into his hand, she kissed his cheek and gave a small grind of her groin into his hip to let him feel the lump between her thighs. “I bet you clean up well, Pips.” She grinned. “Because I do, too.”
Deciding to be bold, he slid a palm between their bodies to touch her. Her own little gasp at his daring made him blush, but neither of them said anything as they stood there. She was looking at him, ears pricked as he cupped her sheath through the fabric. To his own surprise, he found himself caressing her. There was nothing to even say at that moment, as her eyes were captivating him. He was holding another pony's sheath for the first time in his life and imagining that he could feel the slight thrum of her pulse. She tilted her body up at him, silently offering, but he wasn't quite ready to go farther and stepped back to give himself some space.
Scootaloo twitched her hips and cocked her head at him, even as she adjusted herself. “Bold,” she said. “I like my mares like that.”
“Scoots,” he sighed. How far would she take this?
“If you're wondering, the answer is 'all the way',” she murmured, “until my tongue's in your ear and you're sitting on my cock.” She cupped his neck and stood up on her toes, a hot, wet swirl invading his ear. The sensation made him groan and lean into her, even as she was pulling back just like he had seconds before.
“That's half,” she said, turning to flaunt her tail at him. “Can't wait for the other half.” With that, she left him alone.
Breathing harder, Pipsqueak stared at the half-open door, then reached out to close it fully. It was frightening how good it had felt to stroke her sheath, to watch her eyes close as he had been the first colt to touch her there, to fondle and trace her, to make her lips part . . . Shaking himself, he took his time undressing and put his clothes over an empty towel rack.
So he didn't have a problem with touching her sheath. He wasn't sure what that said about him, but he was sure that would be the least-worrisome thing of what would happen in her bedroom. Then again, once she was unsheathed, would he feel the same way? Finally nude, he began to pull the chains, mixing hot and cold water carefully to his preferred temperature.
After a few minutes of scrubbing beneath the carefully tilted cloud, Pipsqueak began to relax. He had been slightly out of his own sheath from the exhilaration of rubbing her, and so he carefully gave himself a few soapy strokes, sighing as he slid free. The water was warm and he absently let his palm glide along his length before he worked down into his sheath, wincing a little.
The knock on the door startled him slightly, but he figured Scootaloo wouldn't bother with that. She would just barge back in, having thought of a topper to her evil teasing from earlier. So it had to be Sweetie Belle. “D'you need in?” he called.
“Coming in,” she said back. Her head poked in and she shaded her eyes. “You're probably not decent, but I wanted to talk.”
“It's a small room,” he pointed out, “And Pegasi apparently don't believe in shower curtains. And yes, I'm naked, Sweetie.”
She slipped into the room and twitched her ears at the steam. She was wearing just her panties, having left the rest of her clothes somewhere between there and the front entrance. Her breasts were high and tight, capturing his attention right away, and it was a relief to feel arousal at such a sight. He still couldn't help picturing what Scootaloo's breasts looked like, but he pushed that thought aside as Sweetie Belle quickly stepped out of her underwear and hung it beside his clothes. The cleft between her legs was a welcome sight as well, with the small tuft of fur at the base of her belly drawing attention to the lips of her pussy.
She joined him beneath the spray and smiled up at him. “Sorry if I'm intruding. It's better without her listening in.” She glanced down at his length, pursing her lips, then reached out to touch his underside with his palm. “Here, let me?”
At his nod, she took the soap from him and replaced his fingers with her own, reaching into his sheath to clean him up. At his wince, she stretched up to kiss his cheek. “Are you okay?”
“Why wouldn't I be?” he asked, slightly incredulous at the situation. “I've got two pretty mares, one of whom I've thought is the hottest things on two hooves. And she wants to plough me about as hard as Applejack can furrow a carrot field. And then there's the amazing mare with her hands on me in the shower at the moment.”
Sweetie Belle nodded. “I understand. Sarcasm is your way of defending yourself.” She lightly rubbed soapy fingers along the base of his cock, not looking away from his face as she worked him by touch. “Turn around and I'll do under your tail, if you want.”
He blushed at that, realizing what she meant. But he turned to press his front into the wall. His cock was trapped between his belly and the cool cloud, the sensations making him feel even harder. Behind him, he could hear Sweetie humming as she massaged his dock, then slipped her fingers down between his legs. Her fingers rubbed down low and caressed the soft part of his groin behind his testicles. Then they flicked back up and she nudged his stance a little further open.
“This is going to be intense,” she told him, leaning in to press her breasts against his back. “but don't let it overwhelm you.” A single finger slipped up inside him and he breathed out at her slow penetration. Sweetie kissed his damp shoulder and worked him carefully, letting him feel her exploration before sliding out. “You're a perfectly fine colt and you can be a colt, no matter how many times Scootaloo calls you a mare.” Two fingers slid their way into him this time and he felt her other hand guiding his hips up, the little mare fingering him gently.
He gave a small grunt and chuckle as her other hand came over his thigh and stroked his length. “I'm starting to get used to it,” he admitted. “It's hot, in her own way. And that doesn't feel too bad.” Honestly, it felt a little strange as well, but Pipsqueak had decided that not freaking out about new things would be the best way to get through this. If he found himself liking it, so much the better.
“You just like the attention she's giving you,” Sweetie said. “It'll be a little like this, but just relax. She'll make sure you're lubed up. I always am.” She slipped her fingers out and he closed his eyes at the sensation, then he felt her step back and he turned around. She was scrubbing her hand clean and her gaze did dip down once again to his straining erection, but she merely finished up and spun herself about. Leaning back into him, she took one of his hands and put it on her breast. “Do me now, please?”
As she nestled her head against his shoulder, he sighed and began to wash her stomach. “What about you?” he asked, reaching lower and feeling her squirm appreciatively. “You've, well, been there before. Is this okay that I'm here?”
She tilted her head back, the spray from the cloud pattering against her small breasts, even as he explored the wet fuzz of her cleavage. “Oh, sure. I'm not dating Scootaloo. We're just occasional fuck-buddies.” His other hand slid between her legs and she stifled a squeak at the touch of his middle finger along her slit. “Mmm, easy does it, just like that.” She chuckled. “Believe it or not, she does do foreplay.”
“Oh, good,” he breathed. He was enjoying this, though, and was a little reluctant to have it stop. But he was eager to be with Scootaloo. “No offense, but as good as you feel . . .”
“You want to be in her arms,” Sweetie Belle finished, seeming completely unoffended. She gave an experimental wiggle against him and grinned as he turned her to rinse her off. “If you need me to take some of her weight off you, just ask.”
Pipsqueak nodded. As they both dried off and she slid her panties back up her legs, he considered staying nude, but reached for his own briefs and stepped into them. He doubted they would stay on too long, but appearances were necessary.
When they returned to the living room, Scootaloo was sprawled out on her couch, looking as butch and alluring as she had in the bowling alley, with her legs stretched out and her back against the armrest. She'd removed her bra and her small breasts were beautifully on display. Where Sweetie was firm and full, Scootaloo was a gentle swell with firm, dark nipples. Her boxers were still on and she had her front leg bent at the knee, hiding any sign that she was aroused or not.
She glanced up at him and he swallowed hard as her gaze pinned him. It roamed down to his groin, and up again. Then she was up and moving towards him, off the couch in an instant. Pipsqueak couldn't remove his own gaze from her chest. The ache to nibble the small orange fur-tuft on her breastbone before taking her nipples in his mouth was almost painful.
Scootaloo tweaked him through his briefs and he jerked in her grasp. She grinned. “Hold that thought, sexy. I'm going to freshen up, then I'm going to start eating you, starting at your ears and going down.” She brushed past him, ensuring his bicep got a touch of both her breasts, then she was gone again.
Pipsqueak stared after her, feeling his quick breathing, and almost despaired that he would ever get his hands on her at this rate.
Sweetie Belle chuckled. “Oh, she's ramping it up.”
He just groaned in reply.
- - - -
There was no other way to describe the way it happened: It was a pounce. Literally.
Sweetie Belle had taken pity on him and had led him the couch to have some light necking and petting, with her lying beneath his body and letting him fondle her breasts as she nickered and nibbled on his ear, occasionally exchanging little tonguing kisses. She had felt marvellous and her thighs had cushioned his erection with small little rubs, Sweetie exploring him as much as he was touching her.
Then there was the rustle of wings from overhead and Scootaloo suddenly used him for a landing pad. Her knees settled into his cutie marks and her mouth fastened onto the side of his neck, the hot, wet pull making him moan and jerk his head to the other side to get her to keep doing just that. Sweetie Belle had slithered out from beneath him, obviously anticipating her friend riding him right down.
“So much for that stiff upper lip,” she purred into his ear. “Come on, pretty. It's time to see what I'm working with here.”
Pipsqueak braced his arms, taking her weight and switching his tail against hers. “I'll have you know my stoicism comes from Ponyville's never-ending parade of disasters, Scoots. The Trottingham influence really doesn't matter.”
“Eh. Don't care.” Scootaloo's touch stroked down his arm, then applied a little pressure just inside his elbow. Pipsqueak collapsed with a grunt and ended up flat on his back with her straddling his waist. She loomed over him, even with her small size and bare breasts, and an unholy glee was in her gaze as she ran her palms over his chest. “Wherever you came from . . . you're in Scootaland now. Population: Three. Me,” She licked her lips and trailed her touch down his navel. As he followed her finger, he noticed she had shed her boxer shorts. “My cock,” She rolled her hips against his, showing off her sheath. “And you.”
Lying there, at her mercy, Pipsqueak had only one thing to say: “Might I have my passport, please?”
Scootaloo waggled her ears as she brushed her nose against him. “Oh, no. Not until I . . . hmmm . . . stamp it.” A tilt of her groin made her meaning clear and she kissed him, her tongue slipping into his mouth. He didn't duel with her, but simply reached for her waist, holding onto her cutie marks and letting her plunder his mouth, stealing his breath with little flicks of her tongue.
Breathing harder, she eased back and nuzzled his chest. “I swear, you'd still make a lovely mare.” Her palm rubbed his breastbone, sliding along to tease a nipple. “All you really need is a pretty pair of tits here.” She nipped lightly at his other one, laving her tongue across the bite and making him arch beneath her. “Mmmm.” Her weight lifted and he felt her fingers tangling in his briefs, tugging and pulling them down his legs until she hooked a hoof in there and cast them off. “There we go.”
She let him sit up, even as she lay back against the other armrest and spread her thighs wide, letting him take in the sight of her fully nude. She teased her fingertips against her sheath and gave him a smouldering look that made him feel as if it was his own cock she had begun to stroke.
Pipsqueak wasn't sure where to start, but he slid over and leaned in to kiss her again. He figured that would be a safe bet. Scootaloo tilted her head up to meet him and her fingers unerringly found the soft spots in his ears, the deep, rubbing pressure pulling another moan from him. Then she was kneading the nape of his neck, pressing his head down, and he was finally, finally nuzzling her breasts, her small mounds feeling heavenly against his nose. She cooed overhead, squirming a little to get her nipples in his mouth, her writhing encouraging the soft bites he found himself making.
He kissed her cleavage and nuzzled at her breastbone, closing his eyes as he felt Sweetie Belle suddenly at his back. Her hand stroked his spine as Scootaloo kept working the tension out from beneath his ears and skull, the two mares sandwiching him between their bodies. He could feel Sweetie nuzzling and nibbling at him, then the smack of lips as she kissed Scootaloo. Her hand joined him at her friend's breasts and he kissed her fingers, eliciting a giggle.
With a sigh, he looked up at her and Sweetie Belle, then Scootaloo broke a particularly hot kiss with her friend and she grinned down at him. Her fingers kneaded lightly into his mane and he found himself sliding down her body with the lovely pressure . . . and something warm and firm brushed his chin.
“Well?” she murmured, pressing down. “It isn't going to suck itself.”
He could feel the resigned exhale of Sweetie Belle's stomach against his back, and hid his grin against Scootaloo's own fuzzy navel. She was probably rolling her eyes and glowering at her friend, but before the two of them could start tussling with him in-between them, he groped carefully between her legs and took her cock in his hand.
Her sigh made his ears prick in her grasp and he peeked up at her to see her head lolling back in bliss before she perked up and watched him. Holding her — and her gaze, he just stroked up and down, feeling her full length, his touch making her chirp softly, like only a little Pegasus would. He could feel the tightness inside her and understood it since he was feeling precisely the same way.
His pulse was hammering in his ears for him to really consider what he was doing. He could feel his own erection against the couch cushions. If he moved up to kiss her and arched his hips the right way, he would nestle right against her cock. A small shudder ran through his chest at the thought, almost forbidden, but he felt it was something to keep and surprise Scootaloo later. He had to show her that he could be daring, too. So he shifted his grip up and began to pump her in earnest.
She moaned at that and let her head loll back again, even as her fingers dug into the back of his jaw, kneading firmly and making him switch his tail. The rubbing went on, his head lowering in her grasp, then, before he knew it, he was dipping down. And he gave her cock a tender, tasting lick.
Her gasp was the first that made him fully aware he had taken her in his mouth. The touch on his head became a caress and Pipsqueak felt her thrusting her hips. She was warm and musky, the little mare panting as he sucked and swirled his tongue around her tip. Her hands eased up on the pressure as he showed no signs of pulling back and instead she showed him how to bob his head on her cock, cooing as she guided his head up and down. Pipsqueak sucked a little harder, then wriggled his head free of her grip. Pulling off, he gave her a few strokes with his hand and lifted his gaze to see her watching him, violet eyes bright with arousal.
“Oh, that's good,” she whispered, slithering one hind leg against his side. She looked all ruffled and content as she adjusted her position and her hand joined his in stroking. “Lick it again, Pips, please. I liked that. Mmm . . . ”
Her muscled thighs were resting on his shoulders now as he caressed her. He wanted to pleasure her, to please her, to make her want him, and so he lapped and she squealed. She was smaller than she looked once she was in his mouth and her touch was gentle, even as she cradled him with strong legs. He took over the momentum of her thrusts, Scootaloo no longer fucking his mouth, but him blowing her. Her groan came again, even happier, and her fingers slid through his mane, not grabbing on, but stroking him as he sucked her cock.
“Yeeeah,” Scootaloo breathed, reaching down to slip herself out of his mouth. She lay back and rested her cock against her stomach, kneading the underside to jerk herself off. “That felt nice, you naughty mare.”
Pipsqueak blushed, mesmerized by the display of her stroking. Her cock was a dark shade of her coat, quite dark, and she was starting to bead at the tip already. Then she glanced down at him and noticed the same thing he had. With a small grin, she tilted herself forward and offered it to him. Obediently, Pipsqueak took her cock back into his mouth and sucked her clean, her accompanying yelp making his own erection flare hotly.
“Oh, geez. That was hot.” She tugged herself free again, pressing her length against her belly and pulling herself taut to show off her sheath. “Wanna go a bit lower?” she coaxed.
With her guidance, he licked the join of her sheath and groin, lavishing her with long strokes of his tongue. Her musk was everywhere and his tail was flagging behind him as he inhaled her scent, pausing to nibble at the join of her thighs, too. Then, greatly daring, he spread her open and sucked one of her testicles into his mouth. The soft cry she gave at that made him repeat the process on her other one. She made the same hot little noise.
Pipsqueak did it again, sucking her in, then letting her go with a wet pop. She had herself in hand as he did that, pumping slowly. “Keep going, babe,” she whispered, her hips arching with every tug of his mouth.
He did, nuzzling at her sheath and fondling her. Then, before he could lift his head to see how hot she looked, she was pushing him away.
“That was good.” She shivered as his fingers stroked the inside of her thigh. “So good, Pips.” She sighed and let go, her cock brushing his muzzle. “Mmm. You were about to hair-trigger me, and that's not cool.” She slid down and cinched her thighs lower, right around his waist, making him grunt in sudden surprise. “Give Sweetie a little taste of that, mmkay? Then I'll let you see what you're in for.”
He put a hand on the outside of her thigh. Holy Hoofington, it was like a rock. “Maybe I will,” he told her, stroking her breast. He loved the fit of her in his hand. A tug on her nipple made her growl at him cutely, swivelling her hips, which sent his own body rocking, trapped in her leg-scissors.
“Don't leave her out,” she told him. “Give her some love and I'll see about returning the favour. You do want to be the first colt to have their cock in my mouth, don't you?” Her legs gave him a squeeze and he gasped at the sudden pop as something realigned in his pelvis . “Besides, it sounds like you need a good loosening up.”
Pipsqueak tried to slide an arm between her thigh and his side, only for her to growl again and squeeze harder, so he abandoned that idea. “Isn't that what your massive tool is for?” he asked.
“Dude, it's not massive at all!” Scootaloo rolled her eyes. “It's not like I'm stacked and hung here, see? Geez, maybe you should just keep sucking my cock after all. You were really good at it.” Then she relented, her thighs unclenching, and Pipsqueak gratefully drew a full breath.
As he turned over and sat up to rest his hooves on the floor, Sweetie Belle, gloriously nude, pushed his knees together and straddled him. “What would they say back in Trottingham if they knew you could please a mare and her cock so well?” she asked, smiling as she leaned in to buffet his cheeks with her breasts.
Pipsqueak shrugged, enjoying all the sensations she was providing. “I was five when I left. I doubt it crossed anypony's mind.” He raised his hands to caress her breasts.
Sweetie giggled and ground against him. “You like my pretties, huh?” She took her time, allowing his hands to roam her body as she got him laid out on his back, then knelt over his chest with her rump in his face. With her back straight and her white, crisply trimmed hooves nestled against his ears, she flicked her tail and lifted it to show herself off, nice and pink.
The view from between her thighs was incredible and with each sway and roll of her hips, Pipsqueak clutched at her calves. She was lowering herself in mere fragments of an inch at a time, putting on a show and tantalizing him for all she was worth. The treat waiting for her at the end of her journey wasn't going anywhere, after all. She could indulge. Her tail brushed his forehead and she arched, dropping onto her elbows just to give herself the room to grind in midair and pop her hips in little flicks of motion.
He could have leaned up and put an end to her little routine, but the more he waited, the hotter she would get and the sooner she would drop. Then a sudden wet heat below made him buck and he peeked between her thighs to see Sweetie bobbing her head on him. To his surprise, she dipped down further, her own hips tilting up the more she engulfed his cock.
Her tail was lashing now, brushing his face and obscuring his view, but her mouth was somewhere past his medial ring. His gasp at her suction made her hips suddenly still at the puff of his breath over her bare skin, then there was a little wiggle and she suddenly slid herself down onto his face.
Pipsqueak caught the base of her tail, tucking a thumb up against her dock to make her hips ease up, then gave her a deep lick, his tongue parting her folds and delving right into her slit. The muffled noise he could hear and feel against his cock suggested he'd made a good start.
Lapping firmly, he soon had Sweetie Belle quickly grinding back into his mouth, desperately seeking to get his attention on her little pink clit. She was streaming wet, soaking his chin, and soon she had pulled her head off his cock and arched back up to ride his face fully.
His cock, meanwhile, hadn't gone unattended for long, as Scootaloo had gathered up her ego and warmed to her own work. Her first lick had been hesitant, but her stroking had stayed firm and soon she had taken him deep in her mouth. Not that he could see her, with Sweetie Belle's rump in his vision, but he had felt her cock brushing his fetlocks several times. He had been tempted to trap her between them, but the mechanics of managing that while eating out a unicorn and being blown by a Pegasus mare with a cock of her own was just too much for one pony to manage.
Sweetie had jammed a hand between her legs to spread her labia wide open for his tongue and was jilling her clit, pressing it between two fingers as her whines of pleasure continued to change pitch, the little mare's voice deepening the closer she was to coming. She had started in the Squeaky-Belle range, and had lowered to where she was just below Scootaloo in voice, her moaning taking on a softer, rounder quality.
“Uh-huh,” she breathed, her other arm grabbing onto the back of the couch. “Uhhh-huuuhhhhh . . . riiiight there. Nnnngh!” Her tail twitched in his grasp and she rolled her hips down against his tongue. “Sooo close, Pips. Keep —nnnngh— going!” She began to flag, her panting growing as she rode him, the lapping of her pussy coaxing her into giving it up. Which she did with a low cry and sudden corkscrew of her hips. “Ahhh . . . nnn!”
Her thighs quivered and shook as he held onto her hooves, Sweetie dropping back onto all fours as she rode the wave cresting through her. She pushed back just a little against his nose, but didn't jam herself hard, just rolled her hips and soaked up all the pleasure she could.
Then he could see light again and there was a panting, flopped-out mare lying on top of him. Further down, Scootaloo was stroking Sweetie's hair. And grinning. “Oh, yeah. Very well done.”
Sweetie Belle weakly flared her jazz-hands as she was face-down in his groin. “Ta-daaaaaa.”
“I try,” he panted, unwinding his hand from Sweetie's oh-so-fluffed-out tail. She cooed and wiggled her hips at him, looking right away as if she were ready for another go-round.
Scootaloo gave her a scornfully adoring look. “Yeah, she's multi-orgasmic. Makes me wish I could be, too.” She glanced up at him and gave a tug on her cock. “You can guess why I can't be.”
Pipsqueak shook his head. “Can't imagine.” He delicately extricated himself from Sweetie Belle and she sat up to nuzzle at Scootaloo's groin. “So?”
Scootaloo heaved a sigh as she got a lick on her cock from her friend. “Mmmmph. Sit tight, lover. Gotta take care of Sweetie here and you can see just what's waiting for you.” She held Sweetie Belle's head as her friend continued to lap at her. “C'mon, babe. Wanna get you all spread, you horny little mare.”
Managing to push her away, Scootaloo sat herself down and reached into a bowl on her end table, plucking a condom wrapper out. Sweetie took it and tore it open as she knelt down in front of her. As Pipsqueak watched, wide-eyed, Sweetie Belle used her mouth and slid the condom on in a series of head-bobs. Catching his eye as she came back up, she blushed and smoothed it down with her hands at the base of the sheath. “We don't know if she can get me pregnant. I'm not taking that chance.”
With her arms splayed over the back of the couch, Scootaloo shrugged and opened her legs as Sweetie Belle got up and turned around to sit in her lap, lining herself up with her cock. “Not like I can experiment with that.” Her breath hitched as wet, pink pussy rubbed against her tip. “Ohhhh, don't tease.” She reached for her friend's hips, but before she could touch, Sweetie Belle dropped that last inch.
As Pipsqueak swallowed hard and watched, Scootaloo threw her head back, panting as her fellow former Crusader sank down her cock. White hips bucked lightly as she worked her way down, accompanied by tiny whinnies and squeaks. Then, with one last little grunt, Sweetie Belle was all the way down. She reached back to brace herself, opening her legs up to hook them back over her friend's knees, and there she was, stuffed on a thick cock, her outer lips puffy as she wiggled.
Both mares were panting. Sweetie Belle was humping, trying to get a purchase with her hooves barely scraping the floor. Her stomach muscles were rippling as she fought to keep upright, with her chest thrust out and Scootaloo holding her arms behind her back.
Tossing her cotton-candy mane to the side, she swallowed hard and looked at him. “For . . . display purposes . . .” she gasped, “hmmmm! . . . only!” Then she gave a tiny cry as Scootaloo began to bounce her in her lap. “Aah! Aaaaahh!”
It was indeed a display, one from which Pipsqueak couldn't look away, as the slap of hips against her rump and her cries filled the room. But he truly had eyes only for Scootaloo and how she was the one in charge. Her muscled thighs were spread open, keeping Sweetie just as wide. Her head was thrown back, her mohawk rustled, her expression ecstatic as Sweetie rode her cock. And her breasts were bouncing as well.
Gasping, Pipsqueak reached lower, fondling his sheath, pretending it was her that was touching him, even as she was splayed out in front of him, absolutely fucking Sweetie Belle in her G-spot. At the angle she was taking Scootaloo's cock, there was no way that it was missing her hot little zone. He pumped himself lightly, feeling his own slick arousal coating his shaft, careful to keep his strokes slow so he didn't come too early.
As well-primed as Sweetie was, it wasn't long before her cries were rolling into the lower tones once more and he could hear her orgasm singing as she called for Scootaloo to rock her harder. When her climax finally broke, the little white mare arched back, green eyes wide and her thighs shuddering. Scootaloo, for her part, looked as if she were in blissful agony, her hips thumping up against Sweetie's rump, even as the unicorn was coming. She even let one of her friend's arms go to grab onto the base of her own cock, her teeth clenched.
She was holding back her own climax, saving it for . . . him. Pipsqueak groaned. At that moment, whatever she asked, he would do it, just to give her that same expression as Sweetie Belle. Only with Scootaloo having the best orgasm of her life.
Then there was a pause with the two mares as they slumped back together. Sweetie Belle peered out from beneath her wildy-strewn mane at him, panting hard and whining as her ass was still rolling, trying her best to stop as well. “Ahhh . . . hmmm . . . get me off, Scoots . . .”
“Already did,” Scootaloo groaned, grabbing onto her hips and halting her. “Get off me before I get off on you.” With a shove, she clenched her teeth as Sweetie Belle indeed slid right off her. “Oof.”
“Unf,” her friend agreed, flopping over onto her back on the cloud floor. “Ohhhh, I saw my future grandfoals' cutie marks when I came.”
Scootaloo chuckled, her head lolling from side to side. Then her gaze met Pipsqueak's and she grinned as she managed to sit back up. “Mmmmf. I think it's your turn, Pips.” She sighed heavily. “And you are gonna get nice and loosened up, just like I promised. C'mon over here and let me work my magic on your hard cock for a bit.”
Sweetie Belle laughed from where she lay. “She's lust-drunk again. When she gets like that, you are golden.”
Pipsqueak's cheeks felt as if they were on fire as Scootaloo leeringly rolled her condom off and spread her legs at him. She was two cushions away, breathing hard, her coat matted in places, and as she swirled her hand messily through her mane stripe one more time, he swallowed hard and made his way over to her.
“That's it,” she murmured, as he cautiously put his knee beside her thigh and stretched over to straddle her lap, facing her. One hand went right to his hip and she kneaded him in firm circles, her fingertips sliding right to the base of his spine. “It's okay, sexy.” Scootaloo smiled at his groan as she padded up his back, his hips canting down and she made a deep sound of satisfaction as his cock pressed into hers. “Oh, yeah. Riiiight there.”
He took a shaky breath as she ran her other hand up and down both their cocks, stroking them together. “Oohhh. . . ”
She nodded, leaning up to kiss him. “We'll keep it slow, like two good mares should be together.”
His blush only intensified at that as she reached lower, fondling his sheath like he had fondled hers earlier. “Are you ever going to stop with—”
Her free hand covered his mouth and she shook her head. “Not for a while.” She nudged his tip with her own, circling herself against his head. “Yeah, that feels good.” Smiling, she kissed him again as she thrust her hips up along his length. “First time I've ever fenced with another cock, you know.”
Pipsqueak sighed as she rubbed herself against him. “This isn't fencing. That's a little more . . . competitive. But this is fine.”
“Not gonna argue.” Her thrusts stayed steady as she glided and ground herself against him. “Fuck, I could come just like this.” She tilted her head and nickered. “But I'd really like to ride you. How do that sound?”
“Well,” he breathed, feeling her other hand still teasing his tail, “it sounds rather tempting.” She had him nearly panting with the sensations she was wringing from him.
“First colt on my cock, and all, yeah. I suppose it would.” She smirked, then her gaze lost a little of its erotic intensity. “Look, this is gonna be delicate, so give me your hand.” She reached out of his view and he figured it would be his turn to sheathe her cock with a condom, but instead she flicked the top off a small bottle and poured warm liquid into his palm. “Be a help and lube me up?”
Pipsqueak reached down to join her in her stroking, shivering as things got slippery quickly and the hot gliding of his cock against hers grew slicker. He felt another touch on his back and looked over his shoulder to see Sweetie Belle. She picked up the bottle and moved away, her caress reaching down to his tail and dock, telegraphing what she planned to do. Her touch was so gentle that he almost didn't notice, but the slow intrusion of her fingers once more made him push back and groan.
Scootaloo whickered some more, working him from the front as Sweetie Belle worked him from behind. “That's good. Wanna get you all spread, you horny little mare.”
His ears twitched and he whimpered under his breath. When she put it like that . . . “Not going to use another condom?” he asked.
She growled in her throat and smiled. “Nnn-hnn. You, babe, are ridin' bareback, right until you take my load. Turn around, yeah?”
His thighs were damp as he slid off her lap and got himself turned about. It was the lube, but it could have been the effects of all she had put him through that evening, from the first touch beneath the table at Sugarcube Corner, to her teasing in her bathroom, right down to her deliberate, blatant fucking of Sweetie Belle. Now she had him where she wanted as he lowered himself into her lap.
Her first probe there made him gasp, but he didn't pull away. She stroked him up and down with her tip, then tugged him back carefully. “Ahhh,” she breathed, kneading his thighs. “Just like that, Pips. Easy, now.” Everything was so slick and slippery, it felt as if he would sink down on her all too fast, but her first push was slow and she slipped up into him snugly.
“Oh, fuck,” she whined, “you're so tight. Ahh . . .” With her holding onto his hips, she gave another push and Pipsqueak groaned helplessly at the sensations. “'Kay?”
He nodded. “'Kay.” Oh, Celestia, she was taking him and he was liking it.
Bit by bit, Scootaloo slid him down her cock, inch by gentle inch, until she was hilted all the way in his ass. He could hear her ragged breathing as he touched her thighs with the back of his own and her arms wrapped around his chest, her face against the back of his shoulder. “Hmm, so sweet,” she offered, moaning as she finally, fully possessed him.
He could feel her hot breath up against his ear and the wet swirl of her tongue. Then her knees were spreading, opening his legs with hers, and she was gathering him up at his elbows as his chest was pushed out. Pipsqueak could only give in and go limp as she guided him into the same pose as Sweetie Belle. And, leaning back with that little hump of of her hips, Scootaloo made him her mare with her first thrust.
Like Sweetie Belle, Pipsqueak couldn't quite reach the floor because Scootaloo was bouncing him on her cock. All he could do was lean back and take her thrusts, slow and steady. She wasn't lifting him too high with each pump, but he was riding her, feeling and hearing the slap of her hips against his rump. It was so very different from watching and hearing Sweetie Belle being ridden, because it was Scootaloo's cock inside him. And she was fucking him to her own delight.
He was breathing hard, hearing his own moans as he bounced. She was cooing behind him, one arm at his elbows to hold him, the other reaching over his thigh. Then she had him in her hand and was stroking him as he sank down her one last time.
Her own breath was ruffling his coat along his spine as she planted kisses down his back, settling him into her lap. “Mmmph, stay like this, 'kay?” she said. “Just need a second here.”
Pipsqueak could only look down at where she was jerking him off and grunt as her fingers fumbled down beneath his groin, slipping behind his testicles and pushing up, suddenly making him shudder as she kneaded a tender spot that was . . .“Hnnnngh!” He clenched his teeth as sudden sparks were racing through him.
“There, yeah?” She pressed again and he felt the the dip of that spot, making him twitch in her grasp, then she stroked him there. “Just about where I like it, too. Hold on, sexy. I'm going to fill you up.” She began to thrust again, slow and firm, keeping that pressure there. “Ahhh... that's it.”
Pipsqueak found himself bouncing again, her panting, breathy, randy little voice soothing him as she kept whispering snatches of dirty talk to him. He surrendered to her attentions and there was nothing to do but take her as she thrust into his ass.
Scootaloo grunted, her fingers buried behind his testicles, kneading even harder as she fumbled to keep the pressure there. “Mmm . . . feathers, I'm so going to bust a nut in you. Just take it, babe. Take it like the pretty mare you are.” Her fingers curled and pushed and Pipsqueak could only shudder and gasp as he felt that spot tingle, sending a surge through his cock. Even as Scootaloo was pumping hard into him, she was burying her head against the back of his shoulder and sobbing as her thighs trembled. And the first hot gush of her cum spilled into him.
Pipsqueak almost neighed as her second load was matched by the sudden jolt of pleasure between his legs. Scootaloo thrust harder and came even more inside him. He moaned in response, feeling himself twitching and spurting as he finally and fully gave it up to her in a hot rush of his own. His climax was met by another fumble of her fingers and his cock twitched against her palm. He could feel the warmth of his cum as he spilled into her hand over and over, running down her wrist and over her groin beneath him.
Scootaloo held him tight as her hips rocked beneath him, her palm caressing and coaxing him to come as much as he could. Then she panted and thrust the last of her load inside him, finishing him off in one last spurt. “Ohhhh . . . ohhhh . . . AHH!”
Drained, he could only slump against her and pant. Then she was propping him up on her and cradling him as she guided him down onto his side on the couch, rolling with him and snuggling into his back. “Yeaaahh,” came her sigh. “That was awweeesome.”
Pipsqueak couldn't move. Maybe he could blink, but moving now wasn't an option. He was spent and Scootaloo was snuggled up with him. Then he felt the cushion beneath him shift as she got up. “Mm.” She kissed him on the cheek. “So hot, babe. Be right back.”
Okay, moving was now an option. But the minute he shifted his weight, he could feel warmth leaking out and he blushed. Oh, that was what he had just let her do. “Yow.” It was starting to sink in how much she had ridden him.
“There it is,” Sweetie Belle said as she appeared to sit on the floor in front of him, still nude and lovely. “The clear head after the orgasm.” She reached out to rub his ears. “I was kind of like that, too, the first time I let her mount me. Not that it wasn't fun.” Her wistful sigh made him smile, even as her touch stroked down along his head. “So, you okay?”
“Where did she go?” he mumbled, briefly worrying that he was making a mess of the couch.
“Bathroom.” Her fingers dug in a little more. “You did just take it up the ass from her. She wants to get cleaned off before it gets back into her sheath.” The scritching went on and she stroked his mane. “You should go join her. I can flip the cushions again.”
Part of him pondered just how many times she had flipped the cushions before, since there were only two sides to them and how many stains had already been made, but he settled for sighing and feeling his body process the vigorous pounding Scootaloo had given him. “What about you?”
Sweetie Belle kissed his forehead. “I can wait. Might get myself off again while you two are washing up. I'm greedy that way. My third ones are usually horn-sparkers.”
Pipsqueak tried to perk up. “Need some help?”
Her laugh tinkled. “You're in an after-sex coma right now. Go. Scootaloo's wet, sated, and probably willing to talk to you now without telling you how she's going to ride you hard and put you away wet.” She wrinkled her muzzle a little as she patted his cutie mark and came away with a dollop of lube. “Well . . at least she was right about it.”
He peeled himself off the couch and, wincing at the results of his introduction to the joys of a horny Scootaloo, stumbled across the room and into the hall, where the mare herself was just coming out of the bathroom, clothed only in a swirl of steam.
She stopped as she saw him, then smiled. “Hey. I swapped the clouds out so the hot water's fresh. Want a minute, then I'll help wash your tail?”
As she stepped aside for him, he looked down at the body that had been pressed against his for the last while. The haze of lust had lifted, but even now, the sight of her made him twitch. Her breasts were still enticing, her sheath soft and alluring, and her smile warmed his chest. Then he felt a trickling reminder of what she had just finished doing and switched his tail down against his rump. “Uhh . . . yes. Good idea.” He hurried past her.
A few minutes later, the cloud-shower was running again and he was letting a grinning Scootaloo back into the bathroom. “Sorry,” she said. “Guess I forgot that it was your first time dealing with that. You all right?” At his nod, she picked up the soap and immediately nudged him into the stream of hot water. Pressing herself right into his front, she reached around his waist to begin working her fingers through his dock. “So. Was it good for you, too?”
Pipsqueak gazed down at her. “It's something I won't forget soon.” He put his own hands on her hips. If he looked straight down, he could see her sheath rubbing against his. “Neither is that.” It still didn't bother him at all. It could mean several things, but rather than panicking, he just let her glide against him. If it was something she liked and felt that good, she could do it.
Scootaloo looked down, then back up at him. “You know what you are,” she said, delicately wringing his tail out. “You're a Scootasexual. Doesn't matter what I'm packing, because you want it, don't you?” Surprised by her pointing it out, he tried to back up a step, but she held onto him and kept her body pressed against his. “Dude, you let me ride your ass on a whim! You don't go doing that if you're not really into the mare.” She shrugged. “Well, unless you like that sort of thing on your own, but I don't believe you even considered it at Sugarcube Corner before I put your hand there. When did you make up your mind?”
He let his breath out and his hips continued to sway with her kneading. “Oh, about the moment I saw you looking all griffin-may-care at the bowling alley,” he admitted. “Scoots, I know you're the kind of mare I like, because I can look at you and go, 'Yeah, I’d let her rail me like she was the Crystal Express'. And if you happen to have some mysterious reason that involves having a stallion's lower half, I don't care.”
“Yeah, and that’s my problem,” she said, giving a small snort and smacking the back of his thigh lightly. “You're still lusting after me, even after our little ride out there. I mean, you're cool and all, Pipsqueak, but you deserve a mare. And that's really what I like, too.” She gave another quick glance down. “Plus, you know, breasts. I really like breasts. Fuzzy breasts like mine. Breasts are awesome.” She traced one briefly, then she shuddered and closed her eyes as he palmed the other one and began kneading. “Oh, dude, come on.”
“What?” he asked. “Is this one time? 'A kiss, a dare, thank you, you pretty mare'?” He pulled Scootaloo closer and she hissed as she stood up on tiptoe to swipe her mouth against his. The kiss was hard and fierce and she put her weight behind it, backing him right up against the cloud wall.
Then she flapped her wings once and her legs were wrapped around his waist. “Let me remind you what it was. It was you agreeing to get me laid,” she pointed out, eye to eye with him, “and you were a great lay, Pips. I will always remember you for doing this. I even admire you for doing it. But your infatuation with me is going to fade. You aren't going to lie in bed at night and dream about cocky little me.” She raised an eyebrow. “If you know what I mean.”
He got his hands beneath her rump to hold her up. “Yeah, you may be right. It's hard to know how it would work. You're brash, I'm not; You're a speedster who spends half her life touring the country; I'm the colt who never goes anywhere or does anything interesting. Or anyone. Well,” he added, “Until about ten minutes ago.” Ignoring her derisive snort, he braced his forearm beneath her tail and cupped her neck with his other hand. “But am I really just a one-night stand?”
“You're welcome to be.” Scootaloo half-closed her eyes as he rubbed her. “I don't see them as a bad thing, because, y'know, it's not like I bang everypony. It's just been Sweetie Belle up until now. I trusted you with my secret, dude, just like I trust her or Applebloom. That's not a one-night stand, that's a lifetime commitment to keeping me safe. Because one day, somepony might find out who won't be so understanding or accepting. And I'm gonna need your help.” She brushed a wet fringe of her purple mohawk off her forehead. “It would be easier if I was just some sort of femme-y stallion. At least I could use the excuse that I just had a flat chest. But this is harder to explain.” Scoots wiggled her sheath against his. “Mmm. Forgive the pun.”
With his back against the wall, he looked at her. “Wait. It's not bad that we're only, uh . . .”
“Fuck-buddies,” she murmured, her voice imbuing the word with a certain amount of onomatopoeia. “it's the highest honour I can give a pony right now. Not one member of any of the racing teams in all of Canterlot knows I'm packing. Not one of the ponyrazzi knows. No. One. Knows. I can't imagine how many odds I've beaten to not be found out so far. I mean, I'm not huge and it's not easy to spot, but one of these days, my luck is going to run out. And I'm going to need friends I know. Not lovers, but friends. One-night stands won't attract as much attention as a relationship would, because those I can lie about.”
He sighed. “Scoots, it would be easier if you did decide to date me. No one would guess that you've got a sheath if you had a colt back home. Then no one would even ask about it.”
“I am NOT using you as camouflage!” she hissed. “It's unfair to you and it's unfair to your feelings.”
Both of them fell silent, just in time to hear a low cry from the other room, even over the sound of rainwater.
Scootaloo grinned. “Sweetie?”
“Yeah,” he said. “She, uh, said the third ones make her horn spark.”
Scootaloo climbed down off him and stroked her hands down his wet chest. “We should get out there, then.” She grimaced and changed her tone. “I'm not mad at you. I'm a little mad at myself for not being able to return those feelings you're having for me. I'm really all about mares.” She smiled. “You think you're going to help me by having a safe place set aside if I crash and burn. But I'd just rather my friends be there to help. I can always come home again.” Her fingers dug into his coat and he grunted as she gave a little tug on his chest tuft. “So, uh, one more for the road? I did say you made a fine mare. I can give you one more go.”
Pipsqueak gestured. “Won't we just end up back in here arguing some more afterwards?”
“Sure.” Scootaloo looked at him, then thumped him on the arm.
“Ow! What was that for?”
“That uncertain look on your face. Don't you recognize a hypocrite when you see one?” She blew air out in disdain and mussed up her mohawk. “You're pretty good at being all sexy, okay? I like it, even if I don't really like colts. So let's go before I change my mind and hoof you out.”
- - - -
The living room still smelled of sex and pony musk. A rather pleased and dazed-looking Sweetie Belle, her mane as mussed as Scootaloo's, had kissed them both and made her excuses to dash out briefly. Pipsqueak noted that she had indeed taken the time to flip the couch cushions, but he wasn't sure if it was smart to sit back down on them, given the indications of previous stains.
He looked at Scootaloo, who had put her hands on her hips and was frowning at the furniture as well. “Not so sexy afterwards, is it?”
“Eh.” She shrugged. “We can always mess up a cloud chair or something. No armrests is good for getting the kind of spread I like. But I really have to get those things dry-cleaned. I just keep forgetting.”
“And how long have you been an adult?” he asked, grinning.
“Shut up.” Crossing her arms over her chest, she flared her still-damp wings and spritzed him. “You want a patented Scootaloo-brand blowjob or what?”
Now Pipsqueak laughed. “Patented? Didn't you just give your first one half an hour ago?”
“Yeah.” She made a mad face at him, even as she stalked closer and put her arms around his neck, shimmying her breasts. “And I'll rip you out of your sheath if you tell anyone this, but you were kinda nice. So I want to do it again. And I want you to watch.”
“You,” he told her, holding her hips steady, “are just every mare's dream, aren't you?”
She smirked. “And you're a filthy Scootasexual. That's hot.” She bumped her sheath against his. “So, sit or stand?”
Pipsqueak groaned at the mental image of her going to her knees in front of him. This was the first time she'd even given him a choice, obviously trying to make up for her earlier rejection of his offer. Well, if this was the way she wanted things, he would just have to respect her wishes. “Kneel down, Scoots.”
Scootaloo wriggled as she obeyed. The sight of her looking up at him as she massaged his sheath was enough to bring him out and she quickly slid her palms along his length. “Dude, you're bigger than me. That's hardly fair.”
He sighed, not believing he was having this talk with her, especially with her down there. “Scoots, I'm pretty sure most stallions are bigger than you. Are you even going to tell me how it happened now? I thought you trusted me.”
“Oh, I do.” She kissed the underside of his cock, cupping his testicles. “I told you, too. The real reason's in there somewhere. I just think if you really knew, it'd be weird, that's all.” Her head came up and she slipped him into her mouth. “Mmmmph.”
The incongruity of that statement made his head spin, although that might have been her sucking. Like everything else she did, Scootaloo really didn't have a technique, but she made up for it all with enthusiasm and a fast learning-curve.
Her head bobbed up and down in his grasp and her cheeks hollowed as she blew him, nice and slow. She occasionally peeked up at him, watching his expression, hooding her eyes with each caress of her pony ears. She did shake off the occasional attempt to guide her head or to push her down further, but would acquiesce to a gentle thrust now and then, taking his cock as deep as she could before pulling back and mouthing him some more. While she kept one hand wrapped around his length, she would reach down with her free hand to stroke her own cock as it began to emerge once more.
Finally Pipsqueak's longing for her outweighed the pleasure she was giving him and he gave the tips of her ears a tug, making her purr against him and look up. “My turn, Scoots, huh?”
She chuckled and rolled from her knees to stretch out onto her side in front of him. “Oh, yeah? See something you like?” She traced her outline for him, arching her shoulders back.
A mare with whom he had already done things he was certain few stallions could have? A mare who preferred her own kind, even though she wasn't quite the same? A mare so stunning to his eyes that she could even make masturbating her own small cock a sight to behold?
Pipsqueak didn't say any of that. Instead he glanced behind him, then stepped into her kitchen, picked up one of the cloud chairs there, and brought it back to her. Setting it down, he sat and spread his legs open for her, patting his thighs. “Come on over.”
“~Come on over,~” she sang, a very large grin on her face as she picked up on his cue, “~come on over, baby . . .~” Showing that she should have been a dancer rather than a racing pony, she twirled up to her hooves gracefully. Sashaying over to him, she moved her hands to his shoulders and massaged him with deep circles of her thumbs. “You do love this cock, don't you?”
“If it's yours, then yes,” he said, looking up at her. “If it were on somepony like Applebloom, I'd be much more intimidated. Even if I haven't seen her breasts like everypony else in town.”
Scootaloo pouted and kneaded just a little bit harder, making him moan. “Awww, are you thinking about somepony else's breasts instead of mine?” She shimmied them. “I mean, hers are kinda awesome, but they're just as small. None of the Crusaders ever really got busty, though.”
Pipsqueak reached up to give one a squeeze, even as his other hand began stroking her cock. Her head went back with a pleased sigh and he grinned as he kissed her tip, making her hips tilt. “You're all so athletic,” he murmured, moving his hand to her thigh to cup and caress it. It was as thick as his chest, he would swear. “Look at you here; you're so muscled.” He licked her cock again and she swayed, caressing his cheeks with it as she began her pre-coital cooing.
“Suck it, babe?” she murmured. “I really like it when you do that.”
“I might have learned a thing or two a couple minutes ago watching you,” he joked, tracing the outline of her medial ring, before rubbing his chin against her.
Scootaloo moved her massaging up to his ears, her thumbs sliding hotly into the insides and beginning to stroke, making his head sway in her grasp. “Oh, have you?” she asked. “Was hurrying up and taking it in your mouth not one of them?”
Pipsqueak gave her another quick, firm suck, eliciting a groan from her. “I thought you wanted to enjoy this.” His stroking became a careful hand-over-hand pulling on her length before he gave in to her inevitable tugging and pleading little whinnies and let her thrust up into his mouth again.
“There you go, babe,” she said, sighing and working his ears good and hard. “Suck my cock, just like that.”
Scootaloo talked an awful lot when she was enjoying herself, but he had seen —and felt— when she was serious, she would shut up and let her hips do the talking instead. For her, it was all foreplay until it was time to dig in and go to work on whichever pony she was fucking. But her ear-rubs were sheer bliss.
Pipsqueak's sounds of pleasure were muffled around her as she fondled him, the pressing and tugs expertly bobbing him on her length and he took her slow thrusts again and again. Her breathy moans and explicit descriptions of how she liked his mouth had him so very hard as well.
It was possible that she planned on finishing off down his throat, given the way her hips were beginning to pop, but then she stood back and he got his first view of something other than a firm and fuzzy orange navel.
Scootaloo grinned down at him, her slick, firm cock curved up against her stomach. “Not bad, babe. So? Turn over for me?” She turned to reach for her lube bottle, but paused as she saw Sweetie Belle sitting on the arm of the couch with it in her hand. “Oh, hey, Sweetie. All good to go?”
“About as good as you are, apparently.” Sweetie Belle pointed out, stretching her hind legs and kicking her hooves. “You remember what Applebloom said, right? You slot one home in him, you have to give him a fair shot, too. Well, you came. And now it's his turn.”
She blinked and Pipsqueak could see the gears turning as that agreement she had casually waved off back at Sugarcube Corner came back to her. Her wince was impressive. “Oh. Uh . . .”
“No 'uh's, 'but's, or 'no way's, Scoots.” Sweetie Belle waggled the bottle at her. “You have an obligation.” And she sounded far too eager at the prospect. At the same time, Pipsqueak almost raised his hand, but hesitated. Sure, it was his body they had been playing with all night and he obviously had a say on if he would get to take Scootaloo's, well, rear end, as it were. But the least smart thing to do was to get between those two mares in this sort of situation.
“Aw, come on!” Scootaloo yipped. “I can just keep blowing him, can't I? It counts if he comes in my mouth.” She swished her violet tail, showing off that pert little rear that she obviously didn't want to give up. The backs of her legs were thoroughly muscled and the sight of them tapering up into her powerful glutes made him lick his lips.
“Not what you promised,” Sweetie admonished her. “You blew a load in him. He gets one in return.”
Scootaloo pouted and looked back at him. “No offense, dude, but I'm too awesome. I give cock, I don't take it. You were pretty awesome in taking it, though.”
He shrugged. “Thanks, I guess. But you're just going to leave me no choice in the matter? Not cool, Scoots.” It felt like the weirdest time to do this, when all three of them were naked, but he wasn't sure what she would do if she kept her insistence up.
She sighed, looking regretful. “All right. I mean, if it's not cool, that's not good. But you're gonna have to make me take it. And I'm not talking by some grand, romantic, sappy gesture. If I'm going to get cocked, there's gonna be a struggle. That okay?”
Grinning, Sweetie Belle shrugged and reached out, taking her friend by the shoulder to face her. “You're going to say no when you mean yes?”
Scootaloo shrugged. “That okay? If I really, really want to stop, I'll say . . . what, 'rainbow'? I can remember that if I have to.”
Sweetie glanced at Pipsqueak. “Pay close attention to what she says. She's trusting us again with this.”
He nodded. “Right.”
“Good. Now . . .” With her arms slipping around Scootaloo's shoulders, Sweetie tilted her head and took her in a long, drawn-out kiss, slipping her tongue past her lips. Slim breasts pressed against her chest, the two mares drawing close, even as Sweetie bumped her hips against Scootaloo's. It was a full-body kiss, one reserved for the most intimate of companions. And, as Scootaloo broke away and panted at her with her tongue fully lolling out of her mouth, Sweetie Belle stroked her fingers through her friend's violet tail and flicked it at Pipsqueak, winking.
With a nod, he reached out and caught the proffered tail to tug gently, the little mare thankfully not kicking out. She did give a tiny yelp and stumble backwards as he reeled her in, bringing her front right up against him again. “Hey!”
“Caught you,” he pointed out. “Scoots, I don't want to hurt you, or hold you back, or even tie you down. I mean, not yet. We just hooked up. So can I offer you a choice?”
She grumbled a little, but let him ruffle her tail, ears pricked and listening. “Go on, then. And make it good.”
Pipsqueak sighed and kneaded tenderly. “I'll be honest. You're beautiful and buff. Your thighs alone are worth a week of attention from any pony. And your breasts are a thing of beauty” He kissed her chest and tucked her tail up against her back, searching for the words that could hold her attention as Sweetie Belle silently moved up behind her. “And if it came to a real struggle, you'd overpower me easily. But I know you aren't going to hurt me, just like I'm not going to hurt you. Because I really, really want get you all spread out,” His voice dropped to a whisper, “you horny little mare.”
Scootaloo jerked in shock as her friend suddenly squeezed the bottle right up beneath her dock. “GAAAAAH!” She whipped about and glowered at Sweetie as lube coursed down the back of her thighs.
“What? It wasn't that cold.” Sweetie grinned and danced back out of reach.
Pipsqueak snagged Scootaloo by her tight hips and hauled her back before she could pitch a larger fit. His cock dipped between her legs to be drenched in lube, and she suddenly twigged to what was going on as the tip slipped right up beneath her tail and nudged her firm rear end. She wriggled, but her legs were eased apart by his knees between them and she glanced back at him as he lifted her tail for her. “Oh, no. No, no, no, dude.”
He nodded. “Oh, yes. Just think of this as part of the struggle. Is that okay?”
Scootaloo gave a nod and a tiny squeak, even as she made a half-hearted attempt to get away. But she was off balance and Pipsqueak had her by the waist again as she lashed her tail at him. Her hips were rolling, though, as he carefully brought her down. Then his cock was pressing between her legs and she was blushing at the feel of it. “Nngh . . . you're big. Oh, fuck, are you really going to put in me?” Her ears went back and she writhed, but couldn't stop the slow working back and forth as his thumbs kneaded her glutes.
“Yeah,” he murmured, lifting his hips a little more to press his tip into her dock, then down between her cheeks, where she was slickest, and she gasped a little as the head nudged into her. “Is this okay?”
“Y-y-yeah,” she gasped. “Get on with it. Make me a mare, huh?”
“Slowly,” he assured her. Her firm behind was hypnotizing him with its glide against his tip as she stroked him with her rump. Then everything lined up and the head of his cock sank into her. Her startled yip was matched by his pleased moan and she rocked forward off of him, only to be caught and brought back to be slowly penetrated again. “Uh-uh, Scoots. Not escaping. You good?”
“It's okay. I told you I wasn't going to give it easily,” she said, breathing harder. “But feathers, that just surprised me.” Then her grunt became a groan and her head hung down as she finally did give in, his cock easing into her ass. She panted and arched her back as she took another inch, with nowhere to go but down, although his rocking back and forth opened her up and gave her time to adjust and take it.
Another slow thrust and she was off-balance, her hands seeking purchase on his thighs. “Fuuuuck,” she moaned. “Can't believe I'm getting cocked.” Groping back, she shuddered as she sank down a bit more, then she was bottoming out on him with her hard thighs meeting his.
Sweetie Belle chuckled. “Oh, you should see her face right now. Her eyes are almost crossed.”
Scootaloo gave an exploratory squirm, her wings beginning to buzz as she moved, but Sweetie moved forward to put her hands on her friend's thighs, pressing her back down so she was completely hilted. “Nuh-uh. All the way.”
Her little whine was impressively sexy, and Pipsqueak held onto her waist as she leaned back on him, her head nearly against his shoulder. He kissed her cheek and gave her neck a bite. “You're on me, you pretty mare. I think I'll let you get used to my cock in your ass, then you're going to bounce.”
Scootaloo's whine increased. “Awwwww. That's my thing! Can't I do all fours or something?”
Sweetie Belle kissed her throat, sitting on her other side. “Sit, Scoots. You're hot like this. No rainbows?”
Her ears waggled, as any talk of awesomeness or hotness increased her odds of liking it. “Nooo. . . it's cool.”
“So sexy,” he assured her, stroking her as he rolled her hips on him, letting her feel just how full she was. She was tight but sopping, thanks to Sweetie literally squirting her up the ass. “Just sit there and take it.”
“Since when do you get to be all 'take my cock, Scootaloo'?” she growled, adding a little roll to her hips, her hooves off the ground since her hind legs were hooked over his. She was caught and she knew it, but she was taking her turn, no matter how much she grumbled. Her safeword was still unused.
Pipsqueak eased up on his grip, lifting one of her legs by the back of the knee, then the other, spreading her open. “Ready? I'll be gentle.” He had no upper body strength that matched hers, so it wasn't like he would be able to give it as good as she did, but that wasn't quite the point. The pose made her lean all the way back against him to fight for balance and she lifted her arms to loop them around the back of his neck.
“You'd better be.” She made some soft noises as she was jounced lightly. “Bastard,” she mumbled, then her eyes widened. “OHH!” Her cock twitched and her mouth fell open. “Whoa. Right there. Do that again?”
Sweetie shifted with interest. “Ooh, what did you do?”
“He's . . . ahhh . . . felt sooo good. AHH!” Scootaloo whined, lifted up slightly, then slid down and the same noise came from her as Pipsqueak's cock nuzzled her prostate once more. He hadn't planned on it, either. She was just at that angle and was squirming atop him as he thrust. “Fucker's so full in me . . . UNGH!” Her cock bobbed, nearly streaming with arousal, and she couldn't lift a hand to hold herself. His pumping was hitting her in the right spots and she was responding to it with a nearly rock-hard erection.
She looked over at him. “How about a hand?” she begged, squeezing her own linked fingers behind his neck.
Pipsqueak kissed her. “Then I'd have to let you go and you wouldn't be getting this as good as you are.” He gave her another push and she stifled her yelp as the now-constant trickle from her cock reached his groin. He finally did let her knees go, as his arms weren't strong enough to keep a body like hers contained forever, but he did pull her knees apart to keep her open on him,
She moaned as she looked down at herself and saw how much she was spread, then glanced over at Sweetie Belle, who was just grinning and watching her. “What?”
“Oh, nothing. I think you're gonna get off on your own, even without my help,” she said, lounging back casually.
“I hate both of you,” Scootaloo hissed, then her cock twitched again and she nearly cried at the sustained pressure of Pipsqueak tugging her hips right down on him, his cock pressed into her suddenly-tender prostate. It made her buck and stream more arousal down her own cock. “AAAAH!”
Her noises and her tightness had him nearly throbbing, his pulse hammering in his groin as Scootaloo rocked on him and he watched her rump grind. He could only breathe harder and thrust into her as she rode his cock, but then he felt the beginning of the end for him. “Gonna come, Scoots. Gonna come hard.”
Her ears flicked back and she gave another growl, as if to try to ward off what she was sensing, but Pipsqueak coaxed her into surrendering, reaching around to begin pumping her cock. She was still streaming, shocking him with how slick she was as she bounced up and down, her hard thighs slapping his. She'd taken over the ride somehow, sometime before and was now bucking like the little bronco she was.
“Oh, yeah, stroke my cock,” she panted, using her legs to clench and grind. “Been making me moan with yours long enough.” Scootaloo tossed her head and her wings flared as if she were lifting off, but then was tugged back down to settle on his cock and she yelped as she felt him flare inside her suddenly.
“Oh, you bastard! NNNNGH!” Scootaloo arched her shoulders, panting hard as he groaned and filled her with his first hot, full spurt of cum. Her cock schlicked in his grasp, her body almost milking him as he pushed her hard towards her own climax. "Ugh, you utter bastard," she moaned as he kept coming inside her, obviously feeling the spurts. "Just fucking coming in me like that." A soft cup and pull on her length made her yelp and roll her hips as she took another hot gush.
As Pipsqueak grunted and finished off in her ass, Scootaloo gave an anticipatory sob and he felt her own cockhead flare, so he tucked her length up against her stomach and held it there as she squirmed on him. Her indignant yelp at the first spurt that soaked her coat and spattered through his fingers made him just thrust up against her, even though he was spent.
She came good and hard against her own body and his hand, riding it out like a little champ. Then she finally slumped back, panting. There was a pause as she collected herself, then, rather than cuddle back into him, she wriggled off and stood there, half of her front completely bedraggled and dripping with the evidence of her orgasm. Her thighs and tail dripped with the evidence of his orgasm, and she scowled at him in the most intense and erotic fashion as her chest heaved. “Dude. Not cool. Sure, I deserved it, but not cool.”
“Of course not. It was hot,” Sweetie Belle explained from over on the couch, where she'd obviously taken shelter outside the blast radius. “Are you sure you have enough spare clouds for that much cum?”
Scootaloo snorted and gently swatted Pipsqueak's hand away. “I'm getting this out of me. Feel free to follow, if you want. As for you, Sweetie, go get yourself off again or something.” She ignored Sweetie Belle's giggle and stomped from the room.
The little white mare put her chin in her cupped palm and grinned at him. “Good one, handsome. I think she liked that.”
Pipsqueak tried to catch his breath. “That's . . . pretty athletic. Should have just let her drop onto her hands and knees.” Scootaloo was a Pegasus, which meant she was lighter than the average pony, but she was also rather built, which meant she was a rather solid mass in her own right. Overall, he would have thought harder about taking up her offer for all fours.
“Yes, you should have thought of that before hauling her in.” She rolled over and kicked her hooves. “Ooomph.” Tilting her head back, Sweetie Belle gazed upside down at him. “I'd offer you a go on me, but I think it should wait until next time. If we even have a next time. She might wig out over this and ban us both from her bedroom.”
“We never reached the bedroom,” he pointed out, wincing as he pried himself off the couch. “How did that even happen?”
“She never lets anypony back there. She thinks it's too icky and lovey-dovey romantic if she takes somepony to bed.” Sweetie Belle shrugged. “As opposed to mounting them and making them shriek in orgasm, I guess.” She waggled her fingers at him in a mock little jazz-hands display. “Go hash out your relationship with the little spitfire, okay? I'll be here.”
Sighing, Pipsqueak limped once more towards Scootaloo's bathroom. He hoped this wasn't going to become a thing between the two of them. He'd be waterlogged if he had to have any more conversations beneath steaming-hot showers.
At his knock, Scootaloo opened the door, reached out and hauled him bodily into the room, shoving him beneath the water once more. “It's a good thing cloud homes don't dump their drainwater,” she said, yanking the cold-water chain and standing there, grinning as he yelped and danced away from the sudden shock. “Or everypony would know that there's sexy times going on.” Taking pity on him, she re-adjusted the temperature. “But I'm going to need to do soap-shopping after this. I wasn't expecting to even have company today.” She winced as she dug into her stomach, sluicing her own cum off beneath the spray. “Fuck, I haven't been that hard in ages. You cocked me pretty good.” She looked up at him. “And I'm sorry.”
“For what, not thinking that you'd get a turn?” he asked. “It's okay. We worked it out. Besides, you were the one who wanted one for the road.”
“Just didn't think it'd be my road you paved.” Scootaloo flicked her tail and made a face. “It wasn't fair to you and I am sorry about it. Just don't let word get out I'm good at taking it up the ass, mmkay?”
He chuckled and took his time cleaning up as she did her best to discover all the nooks in which she'd gotten sticky. Eventually she gave up and turned around to present herself for his help. He was more than happy to get his hands on her firm glutes once again. “I know it doesn't change anything, but you said I had made a lifetime commitment once I knew your secret. I can handle that.”
“Oh, sweet. Just don't tell the future Mrs. Squeak if she wonders why the five-time Air and Land Racing champion keeps hiding in your foals' treehouse. It'll be one of my safehouses after Sweet Apple Acres and whichever branch of Rarity's Boutique is closest if somepony ever discovers that I'm more than just a mare.” She sighed as her tail lifted and he washed her croup.
“What, no Rainbow Dash's house?” he asked. That struck him as the obvious first choice of shelter for her.
She shook her head. “I'd have to tell her, then. And she'd want me to get ahead of it and be honest with ponies and the whole thing. Being Rainbow Dash is all about everypony knowing you're awesome. But being Scootaloo means knowing you're awesome and not having to keep telling everypony that.” She preened a little. “Although, if the future Mrs. Squeak is cute enough and interested, she's welcome to learn for herself. You can take the foals out to the movies or something.”
Pipsqueak snorted. “Just remember to flip the couch cushions before we get back.”
She chuckled, but then sighed as he moved closer and soaped up her dock, just like she had done for him. “Dude, right there. That's the spot.”
“So,” he said to her, “You've had your colt as a mare. You've gotten taken like the mare you are, and you had a mare like you said you prefer. Productive day?”
“Yep, and I went bowling and got free ice cream out of it. Pretty good day,” Scootaloo admitted. “I'll say it again: You're a good colt and you made a fine mare for me.” She stretched up and kissed his cheek. “And if I ever had a choice, I'd let you make me a mare again any day.” Then she grimaced as he massaged the base of her tail. “Just . . . not right away. Also, I am trusting you. Don't let me down with this. I have leg muscles that will squeeze you until you cry. And I have friends with leg muscles that will make you scream.”
Pipsqueak let out a breath. “If that ever does happen? Can you make sure the last thing I see is Applebloom with her shirt up and taunting me? I can't die without having seen what everypony else has.”
She slugged him in the shoulder. “It's supposed to be punishment, not a last lingering look at a hot mare.” Slithering out of his grasp, she reached for a towel. “I'm starting to get pruney. Let's see if Sweetie Belle's found your briefs. They've probably gotten kicked under the couch. If we can't find them, I have some boxers that might fit you.” Her eyebrows went up. “Oooh, hang on. That would just be perfect. A pretty marecolt like you wearing a coltmare's boxers. A little souvenir to remember me by, huh?”
He stared at her. “You are a kinky little thing, aren't you?”
Scootaloo giggled. “Oh, yeah.”
Five minutes later, he was sitting on the couch, looking suspiciously at Sweetie Belle. Scootaloo was in her bedroom, selecting a pair of boxers for him. “Are you sure they aren't wadded up in the pocket of your shorts or something?
Sweetie Belle looked as innocent as a filly who had just finished Twilight Time, rather than a mare who had enthusiastically ridden his face just half an hour earlier. “Do these pockets look like they could hold anything wadded up?” She got up and spun around, showing off her slim shorts.
Pipsqueak briefly suspected they were tucked in her waistband beneath her shirt, but investigating would most likely involve something more than a simple shirt-flip and he didn't have the energy for another round with either mare at the moment. He would just accept Scootaloo's help, then take them off as soon as he got home and she could have them back the next time he saw her.
Scootaloo sauntered back in, wearing just her boxers and one of her black dress shirts with all the buttons undone. Naturally, she hadn't put her bra back on. Her hands were empty, too.
“Didn't find them, did you?” he asked, half-sarcastic.
“Nope. But you can have these.” Putting her thumbs in her waistband, Scootaloo pushed her underwear down her legs and stepped out of them. “Here, fresh off the mare.” She kicked them up onto a finger and held them out to him. “Just the way you like it.”
Well, perhaps it wouldn't hurt to wear them for a little longer.