"And that is it for today's lesson." Cheerilee joyfully said to her happy class.

The class burst with sounds of happiness and joy, today's lesson was especially boring.

"Oh and before I forget." Cheerilee instructed. "Sweetie Belle and Button Mash. I need you two to stay after class."

"Aww." Both Sweetie and Button Mash said in disappointment.

Nopony could see the small twinkles of curiosity and subtle excitement in the Cheerilee's eyes. After everypony left the room, the only ones were Cheerilee and her little foals.

"Now then my little ponies." Cheerilee smiled. "I'm gonna need your help cleaning the classroom."

"We had to stay after class for that?" Button protested. "I could be playing games right now." Then he looked at the cute Sweetie Belle smiling as she stared to put textbooks away. 'Maybe it's not so bad.'

"Now my little ponies." Cheerilee announced to the two. "I have to run out on an errand. Can I trust you two to keep cleaning?"

"We will." Both ponies replied.

The cleaning wasn't so bad; Button was pushing desks across the room but it was what Sweetie was doing that caught Button's attention. Sweetie was in charge of picking up trash and although there wasn't much trash, Button got a look of her little flank everytime she bent over.

'Did Sweetie's flank always looked that good?' Button thought to himself.

His glances didn't escape Sweetie Belle. She saw that he was checking her out. Normally, Sweetie would confront or say something. But after her time with Fluttershy, Sweetie learned to appreciate her body. She thought the idea of anypony, especially a colt like Button Mash, was nice....almost a turn on. She wanted to tease him a little.

"Hey Button?" Sweetie asked.

"Y-yes?" Button replied with a nervous stutter.

"I can't reach this trash here." Sweetie said, squeezing between two cramped desks, showing off her rear. "Can you give me a push?"

Button gulped the frog in his throat, he knew the only place he could push was against Sweetie's rear.

"Uh...Sure..." Button eventually said.

Slowly walking over to Sweetie Belle. Giving her rear a good look, Button tried to figure out how to do this.

'He's so cute when he's nervous.' Sweetie thought to herself. 'Maybe I should help him out.'

Sweetie slowly started shake her hips, it was a subtle movement, but one that was making little Button very nervous.

'Is she shaking her hips.....on purpose??' Button thought to himself but then shook the idea away. 'No..there's no way Sweetie would ever do that. I'm just imagining things.'

Button lifted his hooves and gently placed them on Sweetie's rear.

"aahhhooohhhhh." Sweetie quietly moaned.

"Ahh...I'm sorry!!" Button panicked, moving his hooves away.

Sweetie could almost laugh at how bashful Button was. Maybe she should push his buttons a little more.

"It's okay Button." Sweetie replied. "I was able to get that last piece of trash. But I think I'm stuck." Sweetie shook her cute little flank a bit more, making it appear that she was stuck. "Could you pull me out?"

"Uh..umm..." Button knew that only thing he could grab was her flank. ".....alright...."

Button wanted to do this quickly. So he took a firmer grip of Sweetie's flank and tried to pull her out.

"Ohh...Button..." Sweetie was able to muffle that moan. The first one was a fake to mess with Button, but this one was real.

Sweetie didn't know why but Button had a pretty good grip and somehow, by chance, knew which part of Sweetie's flank excited her. Maybe Button wasn't as inexperienced as she thought? She had to know more.

"Just a little more Button." Sweetie said in a sensual voice. "You're almost there."

Those choice of words...and with that voice...and on top of that, gripping and pulling on her flank...Button was starting to feel a bit of a growing sensation near his crotch. It started over a month ago, but since then Button has felt this almost every time he looked at a mare, even Ms. Cheerilee made him feel all funny; but nothing him feel this sensation more so than Sweetie Belle. He's had a crush on her for quite some time, but was too shy to confess or worse yet afraid to get rejected. Taking a firm grip of the rear, Button quickly yanked Sweetie out of her stuck spot, but he pulled a bit too hard. Flinging Sweetie with him and loosing balance, Button fell onto his back with Sweetie landing on top.

"Wow!" Sweetie said with shook and awe.

Button opened his eyes and saw something he thought he'd never see. By some form of fate, Sweetie's tiny flank ended up on to of Button, staring him in the face. He could see the cute slit that was her delicate looking pussy. Sweetie had a better surprise, staring her in the face was Button's half limp dick. It may of been at half mast but it was still impressive. Maybe the size of the average colt's. But after Button got a look of Sweetie's slit, it hit full mast instantly.

"Wow!" Sweetie was almost drooling over it. "It's almost as big as my arm."

"I'm sorry Sweetie Belle." Button apologized. He has kinda been embarrassed about his "size" because he didn't know what the average size was and assumed his was too small. "I didn't mean to-"

Before he could finish his sentence, Sweetie practically shoved her flank against his muzzle, muffling him out.

"Shhhh Button." Sweetie said licking her lips, staring at the meat rod that lay before her. "I won't tell anypony if you keep quiet about this."

Button couldn't believe what just happened. Just as Sweetie ended her statement, she began to slowly flick her tongue on the head of the rod before her. The sudden sensation was amazing. Button never felt this way. But Sweetie wasn't done yet. Slowly moving her tongue up and down, Sweetie gently stroked the shaft with her tongue, using her little hooves to caress Button's balls.

"Sweetie..." Button moaned. "It feels...it feels...."

"It's okay Button..." Sweetie said, slowly siding her flank up and down Button's muzzle.

Sweetie was so amazed, she could handle any of Fluttershy's toys like it was nopony's business. But there was something different about holding the real thing in her hooves, to take in it's taste with her skilled tongue. Button could smell something sweet. It was a new smell he never smelled before, it made him want to taste it. Button, thinking he knew what to do, stuck out his tongue and gave Sweetie's slit a gentle lick.

"mmhhhmmm!!" Sweetie cooed, getting ready to put her eager mouth over Button's large dick.

Button felt the tight and warm sensation of Sweetie's mouth, knowing he's doing something right, he started being more proactive with his tongue. Because of its size, Sweetie was unable to deep throat the shaft but was able to go in pretty deep, letting the head to kiss the back of her throat. Button figured he'd try something different and eased his tongue in and out of Sweetie's pussy, getting a taste of her sweet smelling juices.

Both ponies went at each other for the better half of an hour, Sweetie had a good level of stamina because of Fluttershy's activities. But Button was holding his own very well. Was this a natural talent, was he born with a huge cock and the stamina to make it last?

"Sweetie...I'm gonna...I'm gonna..." Button moaned, his balls felt tight and his cock felt it was ready to blow.

"Just let it all out in my mouth." Sweetie moaned and begged. "Let me taste your sweet cum!"

Button couldn't hold it in anymore. His cock shot a steady stream of thick cum deep in Sweetie's mouth and down her throat. There was so much that Sweetie was barely able to swallow it all. Sweetie pulled her mouth of Button's cock, making a popping noise.

"Oh Button!" Sweetie cooed in satisfaction, kissing Button on the cheek. "That was amazing!"

"Was it that good?!" Button was amazed he was able to pleasure his crush. Was this it? Could this become love? "Does that mean you'll....you'll go out with me?"

"Go out with you?" Sweetie said in a confused tone. Then jumped all over Button, rubbing her sweating body against his. "You already have me!"

Sweetie and the very excited Button were about to share a romantic kiss till they heard an "ahem."

Looking over to the door was Ms. Cheerilee. "Hello my little ponies."

Author's Note

To my loyal readers, I am thankful that you have all enjoyed my work but I regret to tell you all that this story shall be ending soon. Don't fret, I will make this a full circle ending, no stupid random cut-offs. Everypony will have their happy ending and there will be no loose ends. As you also know, I stick to a limit of anywhere from 1,200-2,000 words per chapter (as a form to challenge myself) but the final chapter will not be restricted by this rule. If inspiration hits me in the meantime, then I will make more chapters; but as of right now I have an ending in sight.