A loving mother

by Krokorokok

Rating: mature
Tags: Other, Romance, Sex, Bon-Bon, Cheerilee, Anthro, Lyra, My Little Pony: Friendship is Magic, Alternate Universe
Length: 7030

Button's Mom has got it going on

Milano.

A name famous among mares and stallions and children. A name that's famous for being such a caring mare.

A name that belongs to Button's mom.

However, as famous as she is for those things, everypony also knows that, due to some unforeseen circumstances, she is a now a single mother. Now, with her annual heat coming closer than expected, she has no stallion to set her eyes on. No stallion to ease her off of her pain.

That is, until she sets her eyes on Button. Her own son. Her own flesh and blood.

Question is, will Button still see her as his mother?

Or perhaps something more? Will the passion for each other continue to burn brightly for the young stallion and his beloved mother? Or will he deny her, just as how his father had done so long ago?

Read on and find out

(Alt. Story name: Button's Mom has got it going on)

Hi guys! Kro here bringing a one-shot that....oh dear....has clop.

Yes, you heard me. This story has clop in it. Please, cut me a bit of slack since this is my first time writing clop. Like, ever. If it isn't to your liking, then I'm sorry that I disappointed you. This story was asked as a request by someone who wants to be anonymous.

Also, Button is aged up, now being 18 in this story, with his best friends around the same age.

Anyways...erm...I hope you like it.

Erm...Author...Why does this story have porn of me and....MY SON?!?

....Uhhh....Long story Miss Milano....

Published 2014-11-06 21:30:03 UTC
Last updated 2014-11-06 21:30:03 UTC

"....Hi sweetie~!"

Author's Note

Update: I'm not dead. Just really busy

...I did it...

...After so long....I have finally done it...

I freaking did it.....Oh God have mercy upon me as I have created this abomination that is 'clop'

Anyways, I hope this was good for you guys. I have never written anything like this in my entire life before, so seriously expect a lot of mistakes. Please, please, please do help me, as any form of help when writing stuff like this is most welcomed. Also, I would like to ~~kill~~ thank the one person who requested this. I shall keep his/her identity a secret.

You are dead to me

With this, I shall bid thee farewell for now.

(P.S I will probably write a different story as to tell what happened during Milano's stay at Lyra and Bon Bon's home as well as afterwards. Probably)

(P.P.S This is my first time writing clop, so don't expect it to be godsend or something)

Lastly, before you all go, I am so sorry Miss Milano! But Button asked me to post this!

BENJAMIN MASH!!! YOU ARE DEAD!!

I am so sorry Miss! But on the bright side, You're going to be popular!

As what? A stripper?!

...Erm...I don't know??

....*twitch*

Oh no...HELP ME!!! SOMEONE HELP!! *runs off into the sunset*

COME BACK!!!

"....Hi sweetie~!"

Ponyville.

The lovely rustic town was bustling with ponies, all of which were all in a rush around town for an odd reason. Ponies running their shops were in a rush to get their customers orders filled. However, even with the rather hectic time, two particular ponies were leisurely chit-chatting with each other, minding their own business as they continued to chuckle in between.

"...and then I shot him down. He was never my kind of guy" the mare known as Cheerilee, said with a small smile. She was cerise colored Earth pony, with a much lighter shade for her mane and tail. She's Ponyville's local university teacher and used to be the main teacher for all the colts and fillies. She had unfortunately lost her job being a teacher for the fillies and colts, but was soon shocked when she found herself being the head of the teaching staff for the university.

Needless to say, she took the opportunity, seeing as how she would teach the children she had once taught when they were young. As of right now, she had no after school lessons to be attending to, so she had took the time to call once of her friends on her mobile phone a few hours ago. The very same mare that was in front of her.

The one who she was talking to was Milano, her best friend. She was a light chestnut brown colored earth pony with a brown mane and tail color. She works as a part time school teacher, whom helps out Cheerilee at odd weeks, as well as working as a nurse at Ponyville's local hospital on even weeks, mostly tending to the sick children there, of which was her profession, having a cutie mark to prove it.

And as what everypony knows, and what she quite is famous for, she is the caring mother of Button Mash, Ponyville's rambunctious gamer.

How she managed to earn that famous title still eludes her. Something about an acronym starting with an 'M' and an 'I'....

"Hahaha, why not?" she asked, chuckling slightly. This in turned caused Cheerilee to slightly chuckle as well.

"No offence to him. It's just that...well, nothing seemed to spark between us. He's cute and all, kind hearted as well but...it just didn't work" Cheerilee admitted, sighing a little as she placed her head on the table of the rather empty diner.

However, just at that moment, a mint green unicorn wearing a mint green blouse and dark blue jeans came in through the glass door, a grin on her face as she panted a little. She stopped for a while, scanning the area until her eyes locked onto the two mares sitting nearby, causing her grin to grow even larger.

"Hey girls! I was looking all over for the two of you!" she exclaimed, waving a hand at them as she gradually walked closer towards the two mares.

Cheerilee sat right up when she heard the voice of one of her close friends. She turned around and locked gazes with the mint green unicorn, smiling. "Hi there Lyra. Nice seeing that you're still perky as always" she said, ushering a seat towards the mint green mare.

"Meh. Not as perky as Pinkie, but close" Milano said, shrugging her shoulders as she grinned a little, causing Lyra to chuckle.

"Heheh, that's true....Anyways, how are the two of you holding up?" Lyra asked, grinning and taking in deep breaths in between.

"Same old same old. Nothing too crazy. Sorry" Milano said with a mock sorry, causing the two other mares to chuckle.

"Anyways, how's life been? How's Button, huh Milano?" Lyra asked.

"I'm fine, thank you very much. As for Button, well...you know...always the gamer" Milano chuckled before giving a small sigh, smiling sadly at the fond memories of how Button first got his JoyBoy. He practically leaped into the air and did a spin before thanking her, going on his merry way to play. He was only 11 when he received it.

It was funny how time flies by so quickly...

"Hey now! You have a computer of your own with like...tons of games. Not to mention you also use his consoles, like, a lot! Why the face?" Lyra asked, using her hands and waving them about comically.

This was true. Back in her teenaged days, Milano was a 'hardcore gamer'. She would often stay up all dusk till dawn to try and defeat a game or to do a speedrun, at which, she had once woken up 5 hours late for school, which at that point school was nearly over.

Even now, she's still a gamer, though not so hardcore as back then. She would often use her son's consoles and play on his account, which would often surprise other players, when she uses the mic to tell her foes to "Piss off you cunts!".

"Well...It's kind of funny of how my love for gaming also rubbed off of him. Luckily for me, he's a really fun co-op partner to be with. Not to mention his grades in school is also rather high, despite him playing all the time" Milano replied, grinning proudly.

Lyra gave a whistle. Before she could reply or ask, Cheerilee beat her to it, adding, "She's not lying. I'm currently teaching him as well as the CMC and suffice to say, he is doing a really good job in his studies. Especially his Mathematics, which is ironic since he hates the subject with a passion" Cheerilee said, causing Milano to chuckle.

"No kidding. Saw him open the book and read a single sentence, which he gave up reading it after that. Had to force him to read the chapter he had to study on." Milano added with a small annoyed look on her face.

Lyra laughed. "Hahaha! So, he's got his eyes on some young mare?" she asked, causing Milano to ponder.

"...Hmm. None that I can think of. You know, now that I think of it, young stallions of his age would normally have at least one by now. Not sure if being rather close with Rarity's sister counts. Erm...Sweetie's her name if I'm correct" she said. Milano chuckled at how the two would make a really cute couple together.

Although...Now that she thinks of it...he was growing up to be a very handsome young stallion. A smart, good looking and rather toned young stallion. It would be a shame to any of the young mares who won't date him, just because of his gaming addicting.

Dismissing those thoughts, she shook her head and asked, "Anyways, why did you say you were looking for me and Cheer?" she asked, cocking her head questioningly.

Lyra then slapped her forehead with her right hand and exclaimed. "Ah buck! Nearly forgot!". She sheepishly smiles afterwards before composing herself. "Well, Bonnie asked whether the both of you wanted to come for a little girl RnR. We haven't had any time to ourselves nowadays" Lyra said, lying down on the table. "And I really need some relaxation! Practicing for orchestra's is tough work"

Milano and Cheerilee looked at each other before staring at the mint green unicorn and thinking. It was true that they needed to relax, not to mention the last time they had a girls night out was about three weeks to a month ago. It was really tempting actually, since it was the start of the weekend and all.

Eventually, the two mares looked at each for a moment, staring at each other for a while before nodding, smiling at the mint green unicorn. "That sounds like a lovely idea. I have nothing much to do other than mark a couple of essays. I'm in!" Cheerilee said, giggling a little as the thought of a girls night wandered through her mind.

"I can go. Although, I do have to tell Button first, otherwise he'll be worried sick about me" Milano said, giving a thumbs up indicating she was good

Lyra then sat upright and pumped her fist into the air. "Awwww yea!! I'll go right ahead and tell Bonnie then! See you!" Lyra exclaimed, running out the door as she made her way back, leaving two mares, chuckling at their friend's rather antics.

"Well, I guess I should go now. Button might be worried why I came back a little later" Milano said, now standing up. Cheerilee stood up as well to accompany her friend back home before she too would go back home to prepare.

"Ugh...Finally...The weekend is here!" The young Earth pony said to himself, flinging his bag across the room and onto his bed.

His name is Benjamin 'Button' Mash, an 18 year old Earth pony who once came from the big bustling city of Manehattan. He had a brown fur coat with a lighter shade of brown for his mane and tail. He was a particularly laid back pony, often his mind wandering off into a far distant place filled with nothing but video games.

He had just came back from Ponyville's only university, his brain tired beyond comprehension due to all the work he had to do. Now, he was no smart pony, all his homework almost always being utter garbage and his mind focusing on mostly gaming and game related stuff. And yet, for some miraculous reason, he had still managed to pass all of his major exams, especially Mathematics, with a good amount of A's and a couple of B's.

Sighing a relieved sigh, Button took off his dark blue uniform jacket, placing it on the neck of his chair before unbuttoning his plain white uniform, revealing his rather toned chest. He stared at his chest for a while, sighing once again before chewing on the inside of his cheek. He had yet to find out how he was able to get them. All he's ever done was stay at home, play video games and get nagged on by his mom.

A lot. Every single time.

Grabbing the two pieces of clothing, he took a towel that was hanging on a hook behind the door before making his way to the bathroom down the corridor to take a nice long hot shower. He had definitely needed it after all the stress he was put under at school.

"Benjamin this! Button that! Bleh!" Button said in a mock toned, gritting his teeth as he remembered his lesson with Mr Quill. It was hard enough to pay attention in his class. Every single time, the teacher would ask him to explain to the class about something he particularly had no care for whatsoever.

Walking in relative silence, he walked into the bathroom, placing his uniform on the clothes basket just outside. Removing the rest of his clothes, he turned handle of the shower with water starting to pour over him. He flinched in surprise from the sudden cold to which he had to readjust the temperature to his liking.

=#=#=#=#=#=

After his rather lengthy hot shower, Button stepped out of the bathroom, a towel wrapped around his waist with his mane was still dripping wet. Making his way back to his room, with no care for the floor being very wet, he proceeded to dry himself thoroughly inside his room, grabbing a pair of underwear from the drawer and wearing it. Going over to his wardrobe, he picked a random shirt and a pair of shorts.

Now being fully clothed and feeling fresh, Button gave a huge tired yawn before leaving his room once again to go to the kitchen and prepare something for himself. Once there, he began to browse through the selection of different assorted food in the kitchen pantry, humming to himself, thinking what he should probably eat.

Just then, he heard the door open, accompanied by a female voice he knows very well.

"Button! I'm home honey!" His mother called from the living room.

His attention was then diverted back to the pantry. "In the kitchen! Trying to figure out what to eat!" he yelled so that his mother would hear him. Staring at the pantry for a moment, he went up and grabbed the packet of instant noodles. And just at that moment, his mother came in.

"Hi honey! So how wa-....Instant noodles? Really now Button??" Milano asked with an unamused look, her hands were placed on her hips.

"What..?" Button simply replied, seemingly unfazed by the look his mother gave him.

Milano sighed before shaking her head. "Seriously now Button. Eating too much of that stuff is bad for your health" She said, crossing her arms as she gave him a worried look.

"...Says the one who eats chocolate almost everyday when she gets the chance" He countered with a smirk as he saw her face flush.

"...I suppose you have a point. Fair enough" She said, giving up. With that, she shook her head once again and coughed before asking, "So, how was school today?"

"Meh...The usual. Although it was more mentally draining that anything else to be honest" Button replied, grabbing a pot and filling it with water.

"Two periods of Math, isn't it?" She asked with a small smirk. Button merely groaned as he nodded his head, placing the pot onto the stove to boil the water, placing the noodles into it. "Just try not to get a 'game over' you hear me? I'll be taking a shower now"

This caught his attention for a moment. "You going out?" He asked, causing his mother to reply with a "Mhm"

"I'll be having some R and R with the girls. Suffice to say that would mean I'll probably be home late" She said. Button's mouth curved into an 'O'. He stared at her for a moment before she left the kitchen and out of his sight, sighing as he shook his head.

Once his food was done, he placed it in a bowl with an accompanying fork, bringing it to his room. Once there, he placed the bowl on his wooden table and proceeded to turn on his laptop, which his mother bought for his 16th birthday. As the start-up sequence was happening, he proceeded to eat his noodles in small amounts.

Just across the corridor, he could hear the sound of rushing water enter his ears with a follow up of his mother's voice humming a merry tune. A little while later, his computer had finished its start-up sequence, a brief tune emanated from it. The screen went black for a moment before a myriad of colors emerged, various icons from a couple of documents and games were spread across.

'I really need to reorganize this...Ah well...' he thought to himself, placing the bowl down for a moment as one last noodle entered his mouth.

With a hand on his wireless mouse, the pointer made its way to an odd black icon, simply titled as 'Steam'. Double clicking it, a window popped up, with two blank spaces that were meant to be filled in. His username and his password. Typing them in and clicking, 'Sign in', the window disappeared for a brief moment before the entire computer screen went dark grey, which was now filled with a multitude of games, displayed at the left side of the window.

"Hmm...Pip and Rumble are on" he muttered to himself before shrugging his shoulders, taking a bite from his noodles, his eyes never leaving the screen for a moment.

The window was currently on the 'library' section and deciding that there might be some games worth noting, he went to the 'store' section, where there was a brief blank page before the entire page was now filled with a variety of games. His ears flickered as a sound of his door being opened caught his attention. He turned his head towards it and found his cheeks quickly heating up.

Just there, was his mother, her body still wet, naked.

"M-Mom!! Wh-What the shit?!" Button yelled out loud, turning his head away as he beheld a small blush.

"Yea...I forgot I washed my towel and it's still wet. Mind if I use yours?" She asked, causing Button to hesitantly nod, as his cheeks grew more red. "Sheesh...It's like you've never seen me naked before in your entire life" she said, rolling her eyes. She went behind the door and grabbed a light blue towel and left the room. However, just as she was about to leave, Button subconsciously turned his head back, catching a quick sight of his mother's rump. He blushed as he turned his attention back to the screen, shaking his head.

It was true that it wasn't the first time he saw her naked. But it still made him very flustered.

Later that Evening

"..and I was like, 'I'm sorry! I don't date snobs like you'. With that I gave him the finger before leaving" Lyra said, causing the rest of the mares to laugh loudly.

The atmosphere at Lyra and BonBon's home was very lively, filled with snacks, drinks and friends to join in the fun. Currently, the mares were huddled closely together, talking about their latest dating experience, to which they all had huge laughter outbreaks whenever something hilarious happened.

"At least it wasn't as bad as mine alright! The stallion said he would take me out to a date. Next thing I knew, I'm in a bar, with him drunk as tartarus!" Cheerilee said with a grin as the rest of the mares continued to laugh.

"Hehehe! I'm rather sorry for all of you" Derpy Hooves, a pegasus with a light grey fur coat and golden mane and tail color, said with a small smile.

"Yea! You should! You're lucky you have that stallion of yours. Although...he's really odd. Keeps saying he's the doctor, even though he isn't" Lyra said, pouting as she crossed her arms.

"H-Hey! Don't make fun of him! Turner's a really good guy, even if he may be odd at times" Derpy said, feeling a little flustered. "And he always has this weird blue box..." she added in a very soft tone, scrunching her face.

"Anyways, how bout you Milano? Come across any stallion of your fancy?" Bon Bon, an earth pony with a light green-ish grey fur coat, sapphire blue mane and tail with a light fuchsia stripe in the middle, asked in a cheeky tone.

Milano stayed quiet for a while, heaving out a heavy sigh. Even after years since Button was born, she still wasn't ready for the dating game, afraid of being left once again. "....No" she replied softly, sighing once again. The rest of the girls looked at each other with concerned faces. They all knew about her story, how she was left behind by a stallion she loved long ago and had to raise Button on her own. The experience probably traumatized her, still thinking that if she were to date and fall in love again, the same thing would happen.

"...Hey, it's fine. We'll stop talking about it if you're uncomfortable with it" Lyra said with a tender smile, causing Milano to smile as well as she shook her head.

"...It's just....it's hard for me to commit to somepony since....well...you know" she said, causing the rest of the mares to nod. "Anyways...How's the shop been the past week?" she asked, causing both Lyra and Bon Bon to chuckle.

"Swell. Although pay could be a little higher" Lyra said jokingly, causing Bon Bon to slug her shoulder rather hard, though causing no big reaction from the mint green mare.

"Hey! I'm your boss remember?!" Bon Bon asked in an annoyed tone, causing Lyra to laugh loudly as the other girls giggled.

"Relax Bonnie. I'm just kidding! Can't really complain since I can get free samples!" Lyra fist bumped the air with a grin on her face. The rest of the mares laughed at Lyra's comment. Suddenly, Milano let out a gasp before groaning in pain, crossing her legs. This caught the attention of the rest of the mares, whom were now comforting the pained Milano.

"Milano! What happened?" Derpy asked.

"Ah!...Ngh...I...Oh Celestia....I-I th-think...my heat...came in...ah!...early!....Ngh...Sh-Shit..." Milano squeaked, panting heavily as the burning sensation in her nethers grew more painful.

The mares looked at each other in worry. This was the first time that her heat came in early and with her medication was back at her home, they all only had one option which was to escort her back. From the looks of it, her heat was probably the worst she had experienced and since they all knew that she would excrete tons pheromones, any stallion would take advantage of her if she was alone since it would make them go sexually haywire.

"...Come on. We'll help take you home" Cheerilee said, grabbing her handbag.

The mares soon left the building, helping the pained mare back home and trying not to attract a whole lot of attention. Which was difficult to say the least. With all the stallions giving a half lidded look and their marefriends looking at them with utter disapproval.

"...Phew. We're finally here" Bon Bon said as she panted. "That took...far longer...than expected..."

"No shit! I had to use up most of my magic to keep those buckers away!" Lyra gasped as she was still holding onto Milano with her arm over Milano's shoulder, who was still in relative pain.

"...Th-Thanks...ah!....g-girls..." she gasped and panted, all the while smiling at her friends.

"It's fine...We trust that you do have your medication" Cheerilee said, panting as she opened the door with the key.

"We should also probably go now. It's getting rather late and I wouldn't want Turner and Dinky to worry" Derpy gave a small frown but soon smiled. "We should try and host our get-together on a different day. Wouldn't want something like this to happen again" she giggled, causing the rest of the mares, Milano included, to chuckle.

"Yea...That would suck really bad" Lyra removed her arm and let go of Milano, who was a little bit shaky in terms of her walking. Cheerilee then gave Milano back her handbag, to which she gratefully took it, stiffing a moan.

"Hey now! You be careful, alright?" Lyra asked, earning a pained smile and a nod from the chestnut brown mare. "Alright...We'll see you soon then. Take care!". With that, the four mares waved goodbye, their forms disappearing into the night as Milano went inside the building.

Slowly making her way back to her room, she continued letting out gasps and moans as her nethers grew more and more hot. She needed someone to just take her right now and rut her into next week. The simple thought of being rutted made her body heat up more as her marehood demanded that very thought at that instance.

However, just as she was about to reach her room, she noticed Button's door was slightly ajar, with the lights turned off as flashes of multicolored lights kept on flashing from inside. She had hazard a guess back then that Button would still be up late at night, with those flashing lights confirming her thoughts.

Just then, Milano heard something that made her eyes dilate. It wasn't the sound of metal against metal, not the sound of pixelated magic being fired.

But a moan. However soft it may be, Milano still heard it.

With her curiosity getting the hold of her, she slowly made her way to the door, opening it tad bit more to reveal, much to her horror, was Button, whom was on his computer, with his erect penis out as he was jerking off, all the while gasping and moaning. Needless to say, she was very surprised that her son was doing this. However, her mind was fuzzy as the hotness in her nethers continued to burn and the sight of a cock had brought out her inner lust. She could just feel it, her son's huge penis, being rammed into her with immense force. The immense pleasure she would have, with him made her entire body shiver in anticipation.

Thankfully, some part of her mind was still unaffected by her lust.

But not for long.

'Snap out of it! He is your son, for Celestia's sake! Not some plaything for us to have fun with!'

'Ngh....That's true...But...Ngh!...I can't help it!...I want it!...And I want it now!! Oh the sensations I would feel with that thing inside of me, pounding my very insides...I am going crazy just thinking about it!!!...Ah! And not to mention...He is soooo handsome~...'

'...Gah! Shit! Los-....ontrol! You! Down there! Stop th-...-ight now!'

'Dicksdicksdicksdicksdicksdicksdicksdicksdicksdicksdicksdicksdicksdicksfuckmepleasedicksdicksdicksdicksdicks'

'Buck! No! Sh-...*static*..I-*static*....'

And with that, Milano's mind had suddenly been taken control of her lust.

With a seductive lick of her lips, she opened the door, causing it to squeak. This in turn caused Button to gasp loudly, turning around to see that his mother was now in his room with an odd look on her face as she continued to lick her lips.

"...Hi sweetie~!" Milano said with a grin as she inched her way closer to Button.

Button gave a nervous gulp as he pushed his back further against his chair. "...Oh? What's this?" Milano asked, feigning ignorance as a predatory smile emerged on her face. Button, whom was still in his seat, tried to inch away, but was stopped when his mother was now against him with a grin on her face as she looked back and forth between him and the computer, which was still playing the video.

"I thought you were a good young stallion when growing up~?" Milano seductively asked, stuffing her face onto Button's dick as she exhaled a hot breath, who gave off a gasp. "Looks like I have to punish you~ You're such a naughty stallion, aren't you~? Looking at stuff that I told you not to look at long ago~" she said.

"I-I can explain!" He yelped, trying to salvage the situation.

However, Milano knelled down and grabbed hold of Button's face, pinning him onto his chair and pulling him into a deep and lust filled kiss. Button was surprised from the sudden act, trying his best to pull away from his mother but to no avail. Halfway through the kiss, Button felt something poking his teeth, demanding access to his mouth.

Button had no other choice but to yield, to which when he did, he felt his mother's tongue lash out, already surveying the inside of his mouth. Button gasped once again when he suddenly felt his mom's tongue wrestling his. He had no idea what to do. A small part of him like this feeling and wanted to be fully part of it. Yet, the other part of him screamed for this to stop, deeming it to be wrong.

To Button's utter gratefulness, he felt her stop, releasing her grasp on his head and letting to of the kiss. A trail of saliva dripped down Milano's mouth as she continued to give her son a seductive look. Licking her lips, her sight trailed downwards to his still erect shaft with hungry eyes. "Mmm...My beautiful son....How you've grown...So...big..." her voice trailed off.

Button's eyes went suddenly wide and he gave off a grunt then a moan when his mother grabbed his shaft before giving it a tentative lick sending pleasure through Button's spine. "Mmmm...So salty....Smells so musky..." Milano gave off a hungry growl. "Relax honey...Let mommy do her job". With that, using her other hand, she removed a black in in her mane, making her mane fall gracefully, shaking her head slightly and using the same hand to set aside a few stray strands of her mane away, all the while giving Button a seductive look.

Once she was done, she then began to lick Button's shaft, earning gasps and moans of pleasure from feeling of his mother's tongue lap around his penis. She continued to lick his penis as if it were a lollipop, sucking the tip every once in a while, causing Button to gasp even more.

Smirking to herself, she then used one of her that was on his dick to massage it, with her tongue continuing to lick the entire thing. Thinking that he was set, she stopped for a moment, bringing her face up to stare at her son's face, filled with pleasure as he gave of a moan. "That felt good, honey~?" she asked teasingly, causing Button to nod reluctantly. "Hehehe! That's nothing my son~" she teased him once more before going back down once more.

This time round, much to Button's utter shock, Milano dived right in, engulfing his entire length in her throat, causing Button to arch his back slightly from the sudden contact and from the immense pleasure he felt coursing through his spine. Then, ever so slowly, Milano began to bob her head, taking in his entire shaft every time.

"Mo-Mom!...Ngn!..." Button said breathlessly, the feeling of his mother' shot mouth on his penis was indescribable. It felt really good and yet, felt so wrong as well.

Pulling out from the blowjob, Milano massaged his dick for a moment. "...Just...don't say anything. Let mommy do all the work~" Milano gave a seductive grin before diving back in, her sucking rhythm returning once she did so. With her relentless assault on her son's length, she could only smirk at the sight of Button's face, a very faint smile showing.

"M-Mom!...I'm...I'm going...ah!..." Button said as his breathing became more and more ragged, feeling a sensation that wanted erupt from his cock.

Pulling out once again, Milano pumped his length at her full speed. "Go on sweetie...In my mouth...And don't miss~" Milano winked at Button, aiming his length at her mouth.

With that encouragement from his mother, Button felt his member erupt in a trail of his thick, white semen, aiming directly at his mother's face.

Milano sighed in content at the sticky, gooey semen of her son was on her face, catching some of it in her mouth, to which she smiled and downed it. "My my Button~ You've made quite the mess~" Milano giggled as she saw her son gasping and panting, a smile now on his face. With her eyes trailing back down at her son's dick, she graciously took in the entire thing, happily slurping off whatever beads of cum that were still dripping off of it.

Once done, Milano removed her mouth off Button's dick, which was now limp. "Hehehe...You liked it didn't you~?" she asked seductively.

Button looked back at his mother, unable to reply with words and only replying with a small nod. He felt so tired now, with what his mother did to him taking up his energy.

She picked him up, then placing him back down onto his bed with a thud, climbing on too of him with a devious smile and a seductive lick of her lips.

Milano then went closer to her son, breathing heavily. Once she was up close, she gave a sigh of content before speaking. "You see honey...my heat suddenly went early this year. And since that wretched father of your isn't with us, I don't have any release". She then licked her lips deviously, "But...thankfully...I have you. And you're going to help mommy with her itch, understood~?" she asked, earning a small gasp from Button as his eyes widened considerably once more.

"M-Mom...Bu-But...Th-This is wrong! I'm your son!" Button gasped, earning a giggle from his mother.

Milano then stood up on her knees, taking off her blouse first, revealing her breasts that were being held up by a black laced bra. She then removed her jeans to reveal her black laced panty, a rather damp area could be seen. She took the two articles of clothing before hurling then to the other end of the room. "Hehehe! Don't worry Button~"

"All that sucking....and thinking of your cock in me...Oh! Made me so wet~" she seductively said, moving her hands behind her back and removing the straps that held her bra together, revealing her two perky C-cup sized breasts that bounced around whenever she moved

She trailed her hands down her lithe body and placing her fingers on the side of her panties, pulling them down dangerously slow, causing Button to gulp. Soon, Milano had removed her last piece of clothing, revealing her moist and glistening marehood that was dripping with her juices.

Button gasped and shivered as his mother made her way closer to him. He had seen his mother naked rather often, since it was only the two of them at home. But at this moment, with his mother naked in front of him, he couldn't help but gulp as he noticed just how beautiful and sexy she was.

His body also seemed to agree, as he felt himself getting hard once more, much to his embarrassment.

"Oh my~! You're hard again~?" Milano licked her lips seductively. "Hehehe....Get ready for round two Button~ This time, you're going down under~"

Letting out a small and weak "Huh?", Button's eyes suddenly widened and he gave a gasp as he saw his mother walk over his head, making him get a good look at her two wet and swollen lips. "Go on Button~ Touch it" she seductively said. With that, she lowered herself onto him and spreading her legs, with her glistening marehood in full view.

Button then took a gulp.

Button then exhaled a warm breath towards his mother's marehood, causing her to shudder in delight as his warm breath had teased her, more of her juices starting to drip down. "C-Come on..L-Lick it" she gasped.

To his Milano's utmost delight, he did as told, causing her to yelp out loud. His tongue massaged her lips tenderly enticing more moans of pleasure from her. His tongue then began to prod the inside of her wet marehood, to which it then slipped in, causing Milano to cry out in pleasure. She was in pure bliss as of now as she had been denied of this kind of relief for so many years.

She could feel his tongue massage the inside of her marehood, licking her walls and slurping off the juices that were flowing out of her. She could feel it coming now. Her orgasm was close, but she wanted to hold it in for a while long, relishing the pleasure her son gave her.

Soon, she felt herself tense up as she came, her hot juices flowing onto Button's face, surprising him for a moment before he started to gladly and hungrily slurp them off. Milano gasped a little and panted, feeling weak from her orgasm. It had been a long time since she had experienced an orgasm like that.

She then began to quiver as she realized her son was still doing his job of pleasing him. She then had to remove herself from him, much to Button's dismay. She sat down on near the edge of his bed, still panting. "B-B-Button...Yo-You're...really good" Milano panted as she gave her son a tired smile.

Button smirked a little before he then sat up on his bed, licking his lips and grinning. "Heh...I'm going to take my prize then" he said with a growl, surprising Milano as he shot forward and giving her a kiss.

"Mff!" Milano yelped a little. She did not expect her son to act so aggressively all of a sudden.

However, what caused her to be surprised was that Button had grabbed her shoulders before tossing her behind him, to which she fell onto the bed with a small thud. Button then climbed on top of her, giving her one more passionate kiss before pulling out. "Mom...Let me do the job for you now...Please" he said with a small smile, causing her to smile as well.

"Don't forget Button. Mommy will always love you~" she softly said, pulling her son into a kiss once again.

This time round, their tongues danced together in their mouths, gasping for air every so often. They wanted to gain dominance over the other, also trying not to hurt each other in the process.

They pulled out from the kiss once again, panting and gasping. Now was the time to seal their unity, not just as mother and son, but as something more. Taking in a deep breath, he steeled himself for what he was about to do.

Seeing her son's slight discomfort, Milano giggled. "Come on Button~ Let me have your joystick~" she seductively said, licking her lips for her inevitable dicking.

That was all he wanted to hear as Button felt his cock twitch in excitement. Aiming at the entrance of her pussy, Button gulped in as he began to prod the outside of her pussy, causing Milano to gasp out loud. She wanted it so bad.

"Do it Button! Give it to me!" she growled, gritting her teeth as she desperately wanted his rod inside of her.

Giving a growl of his own, Button gave in to his mother's demands, ramming his cock inside of her, causing her to scream in pleasure and in pain.

'B-Buck!...H-He's...so...big!' Milano thought to herself. Asking him to stop for a while, she panted and gasped as she had to readjust to the size of his cock. 'So...Big...for a stallion...his age...' she thought as a small quivering smile formed.

'It...feels so good...Man!...Mom's really tight! Holy crap!' Button thought to himself as he had to grit his teeth, forcing himself to stay alive from the sheer tightness.

She nodded her head to Button, causing him to rock his hips back and forth slowly at first. The pain Milano had felt soon turned into nothing but pleasure as her moans and cries of pleasure could be heard echoing through the entire room.

Button couldn't fathom how it felt so good. Her vaginal walls squeezing his member with every thrust that he made, her cries of ecstasy, it all felt too good.

"B-Buck! Yess!!! More!" Milano screamed in pure bliss, her eyes and mouth wide open, her tongue lolled at the side.

"M-Mom!...I...I c-cant..." Button managed to say out, causing Milano to growl once again.

"NO! Not now!" She screamed, pulling him onto the bed as their positions swapped, with her now on top of her. She laid down on top of him, placing her arms just beside his face as she positioned the entrance of her pussy right above his member. She then slammed down onto his member, causing the both to cry out in pleasure.

She arched her back as she continued to work on his member, bouncing atop him, sending jolts of pleasure to the both of them. The sounds of flesh slapping against each other could be heard.

With whatever, strength Button possessed, he managed to grab his mother's breast, causing her to gasp out loud, massaging one of them and using his mouth to suck on it as he bit on the nipple of her other breast. This got her right on the edge, sending her crying out loud as the pleasure she felt was amazing.

"M-Mom..! I'm...G-Gonna..." Button gasped. Milano grabbed his face and kissed him on the lips to silence him, letting go after a moment.

"P-Please...I'm...so close...Just...Ngh!" Milano pleaded to her son.

Button suddenly used his other free hand and grabbed his mother's flank, spanking it, sending her to reel her head back. She then looked at him with nothing but lust in her eyes. "Do that! Again!" she yelled, to which Button dutifully did so.

"I'm...gonna!...gonna!" Button panted as he greeted his teeth.

"Me too!...Release your seed inside! I want it in me!" Milano screamed as she grabbed onto his head and pulled him into another deep kiss, then wrapping her arms around him.

Then, with the last few sounds of flesh against flesh, both Button and Milano moaned in each other's mouths, with Milano's nails dug onto his back as Button felt his cock erupt, his seed shooting deep inside of her, painting her inner walls white as their juices mixed with each other.

After a moment, Milano let go of the kiss, both her and Button were panting and sweating profusely as mother and son stared at each other with loving gazes.

Panting a while longer, Milano felt her body go limp as she suddenly dropped down next to Button, pulling him into a tight hug, his member still deep inside of her.

"Th-Thank you...Button...Mommy loves you...very much" she panted, looking down to find her son was now fast asleep, his chest was rising and falling quickly. She giggled, giving a heavy yawn afterwards as she felt her eyes beginning to sag.

'Thank you...my son. We'll be doing more of this very...very soon' she chuckled to herself before falling fast asleep as well, nuzzling her son with a smile on her face.