Two Tickets

by Shakespearicles

Rating: mature
Tags: Romance, Mrs. Cake, Carrot Top, Porn, My Little Pony: Friendship is Magic, Sex, Cake Twins
Length: 11697

Cup Cake's willpower is put to the test on an overnight delivery trip to Fillydelphia in a train sleeper cabin with nothing but time, her libido, and her son.

Things between Carrot and Cup Cake have been rocky for some time. Between the stress of work and raising a family, they have been finding less time and energy to satisfy each other.

A planned evening of prescription-fueled passion is interrupted by an urgent, overnight delivery. Pound and Pumpkin Cake can't make the delivery or run Sugar Cube Corner alone. Cup Cake decides that she will make the delivery with Pound, while the others stay behind and run the shop. Traveling overnight in the sleeper car together with only time, her son, and her needs, Cup Cake's willpower is put to the test.

Written for the May'19 Wincest Mothers Contest.

Published 2019-06-02 22:20:02 UTC
Last updated 2019-06-02 22:20:02 UTC

Two Tickets...

"It's not that I don't want to..." Cup Cake tried to explain her feelings in marriage councilor's office. Her husband, Carrot Cake sat beside her, listening attentively. Across from them, sitting at her desk, their therapist waited for her to continue.

"But...?"

Cup Cake sighed. There wasn't any other way to explain it. "But I just don't want to," Cup said. "The stress of running the bakery, and raising the foals... it's just been so taxing! By the time I get to bed at night I'm exhausted! We barely had time for each other to be intimate before Pound and Pumpkin came along, but now!? Forget it."

"I understand, Mrs. Cake. Who has time? Who. Has. Time? But then if we do not ever take time, how can we ever have time?"

"We do try to take time," Carrot said. "We try to make time. Some evenings I'll close the shop early and send the foals out to go see a movie. But then when we get to the bedroom... all she wants to do is sleep."

"I'm tired!"

"I'm tired too," he said.

"I know!" she said with an edge to her voice.

"What's that supposed to mean?"

"Carrot, I need more than for you to just lay there and make me do all the work."

"But I thought you liked being on top."

"Only because when I'm not, you just climb on top and hump away! Maybe that's all you need, but I need more than that. You used to spend hours on foreplay with me."

"When was the last time we had hours to do anything for ourselves!? We're at this appointment on our lunch break."

"Mrs. Cake," the doctor interjected, "Do you not get satisfaction through intercourse alone? I mean, I get that you would like to have more time for more than just intercourse to feel emotionally satisfied. To be more direct, I'm asking if you are able to at least achieve orgasm during intercourse."

"No," Cup admitted.

"Liar," Carrot objected. Cup Cake balked. "You've cum during sex. You've told me so. So you're lying. Either now, or before."

"Mrs. Cake?"

"I used to. Before. But it has... been a long time."

"But, just a couple weeks ago, you said-"

"I know what I said, Carrot. I said it for your benefit. Because if you knew you weren't satisfying me you'd be depressed and useless out of bed too."

"Mrs. Cake? Remember what we talked about." she chided.

"I'm sorry! I'm sorry." Cup Cake rubbed her temples with her hooves. "That was coming from a place of anger. I love you Carrot. And I know that it's not your fault that things have been... stressful for us lately. It was unfair and mean of me to call you useless."

"I understand that you didn't mean it," Carrot replied the practiced words of their conflict resolution sessions. It didn't do much to take the sting out of her angry words.

"I think I can help," the doctor said. "I can understand how the deterioration in the quality of your sex life has led to your lack of desire, Mrs. Cake. And so now you don't want it at all. You don't want to waste the time or energy. You don't want to face the disappointment. And I can sense that you may even resent your husband for being able to get satisfaction where you, yourself, can not." Cup Cake's frown deepened. "But as I said, I think I can help. You may not want to have sex. But, do you want to want to? I'm sure that you husband wants you to, Mrs. Cake. Do you? Do you want that desire back?"

"... Yes."

The doctor filled out a slip from her prescription pad and gave it to Cup Cake.

"What is this?"

"It's a prescription for Zesper. This should help with your libido."

"I'm not concerned about my libido, doctor. What I want is for my husband to spend more time on my needs than his own."

"Sweetie, you know I would if we had more time!" he said. Their counselor raised her hoof to defuse the argument before it started.

"Unfortunately if you want more hours in the day, you will have to ask Princess Celestia. But I can help you make the most of the time you do have. Zesper is 'heat in a can' without all the nasty side effects like the itching discomfort. It should give you increased libido, heightened arousal, and there are very high success rates of increased orgasms during intercourse reported. As I said, it will help you make the most of what time you have once it gets up to therapeutic levels. Two tablets. Just take one every morning and evening. Think of them as your two tickets to paradise."

"I guess it's worth a shot."

Mrs. Cake filled out the prescription at the apothecary on the way home. She couldn't wait until the evening. She decided to take one before they even left to go home.

Sugar Cube Corner was a hurricane of controlled chaos as it always was. Pound Cake and his sister, Pumpkin Cake, were a blur moving about the kitchen in choreographed tandem. The two of them didn't quite make up for the reality-bending abilities of Pinkie Pie, who was now a teacher at Princess Twilight's School of Friendship. But they did their best to fill in for her absence.

As early as the bakery family woke up, the Cakes' lunch break was brunch for the rest of the town, to ensure that they would be back in time for actual lunch time. Carrot and Cup Cake were not so cruel as to abandon their foals to the Ponyville lunch rush alone. They grabbed their aprons and joined their foals in the fray.

"Gimmie a Sit-Rep!" Cup Cake barked at her children, demanding a situation report.

"Everything is five by five," Pound reported.

"Lunch sandwich loaf?" Carrot asked.

"Baking. Four minutes left on the timer," Pumpkin replied.

"Cuteceanera cake order?"

"Out of the oven, cooling now, waiting for frosting."

"Scones delivery?"

"Boxed and wrapped."

"Pound cake?"

"What?"

"No, the literal pound cake for one o'clock!"

"Not mixed yet!"

"Get on it!"

The Cake family loved pressure. They ate it for breakfast. They thrived on it. And with the promise of a Zesper-fueled evening, the usual stress of it rolled right off of Cup Cake's back. Time flew by and before she knew it, the kids were locking the door and sweeping the floor for the evening.

"Early to bed, early to rise," Cup Cake called out into the closed bakery.

"Makes a pony healthy, wealthy and wise," her foals replied in unison as they headed upstairs to their bedrooms. Cup Cake turned to face her husband who was wiping the sweat from his brow.

"Shall we?" she asked.

"Oh, are you feeling frisky already?" he asked, heading upstairs.

"Honestly, no. Not yet. But maybe once we get started." She followed him into the bedroom and he flopped onto the bed his back. He was already starting to get hard with excitement. She stood beside the bed.

"Did you want to be on top?" he asked. "I assumed you did since you said-"

"No, no. Forget that. Besides my legs are killing me. I don't want to be squatting on top of you tonight."

"Okay." He rolled off the other side of the bed. She took his place and laid on the bed, spreading her legs. He climbed on top of her to assume the missionary position. His erection bobbed excitedly between her thighs.

"Excuse me," Cup Cake said of his presumption. "You said you would 'see to my needs' if we had time." She gestured down at herself with her hoof in an implying motion, "Well? We have time."

"Oh, right. Well, I'm pretty tired too," he said. She glared at him. "But you took the Zesper, so it shouldn't matter right? You'll get yours too."

I better.

He didn't wait for her to argue. He took his dick in his hoof and pressed the tip to her pussy. At the very least it did seem wetter than before. He slid into her and hilted with relative ease. After a few thrusts he was happily humping away.

"How it that? Better?" If it was any better, she wasn't noticing.

"Yeah," she lied. "Actually let me roll over."

"Okay!" He pulled out and let her roll over onto her hooves.

Between the two positions, she preferred him from behind. He was much taller than her. He was tall and lanky. His dick matched the rest of him. Just a bit above average in length, but just as lean as the rest of him. It served the job of delivering his seed deep enough to give her foals. But when she was on her back, it did little to stimulate her. However, when he was on top from behind, the difference in height necessitated that he fuck downwards. The angle made him strike against her g-spot in a way that used to get her off during intercourse.

As he got back on top and resumed rutting her, he was hitting her spot in just the right way that made things look promising. All he had to do was maintain that angle and pace for a little longer and-

"Aaaand time to frost the buns!"

Never gets old.

He pulled out and spurting his load across her cutie mark and the rest of her rump before flopping onto the bed beside her. She gave him a minute to catch his breath.

"Ahem?"

"Yeah yeah, I got it." Carrot rolled over and opened the nightstand drawer to get the box of tissues. Her cleaned his mess off of her and tossed them into the wastebasket before flopping back onto the bed. "Ah, that was amazing!" Cup Cake rolled onto her back and looked over at him. "Wasn't it? I mean, didn't you... you know?" She shook her head and spread her legs again. "Sweetie, I told you I was tired, now I'm even more so."

"Come on! You already did most of the work. You just need to finish me off," she insisted. Carrot groaned and crawled across the bed between her legs, grateful that he didn't have to contend with a cream pie. She felt him start to lick her and she closed her eyes, focusing on the sensation of his lips and tongue pleasuring her. Her started out quick and then slowed his pace, teasing her like he used to, edging her toward pleasure to build her up. He slowed down more and more until she was almost certain that he had stopped completely.

Just when she was about to tell him to pick up the pace, she felt him practically vibrating against her clit. It was like nothing he has ever done to her before. The vibrating came in regular intervals. Each time driving her pleasure slightly, but not quite enough. She opened her eyes and propped herself up to see what he was doing to her.

He was snoring into her pussy.

With a huff, she rolled over to sleep on his side of the bed and left him where he laid for the night.

The next morning, she woke up and saw that he hadn't moved from where he had passed out, and he was still happily sawing logs. She got up and stretched. Her cruel, internal clock had woken her just a few minutes before her alarm. She looked over at the prescription bottle on her nightstand. The doctor did say it took a couple doses for it to be up to therapeutic levels.

Tonight would be different, she promised herself. She took her morning tablet.

"Tonight better be different," she muttered, hastily taking an extra tablet before setting the bottle back on the nightstand.

The alarm clock rang. She silenced it with her hoof while Carrot stirred awake.

"Oh, hey," he said with a yawn. "Did we... did you..?"

"Hmm? Oh. Yeah. You made me cum so hard that you passed out."

"I... think I would have remembered that." She rolled her eyes. He leaned across her and grabbed the prescription bottle. "But hey, tonight will be better, right?" He opened it and one into his hoof.

She shrugged. If it was worth doing, it was worth over-doing. After all, nopony every died from being horny.

Fuck it.

She opened her mouth and swallowed a third tablet. They washed up in the bathroom and headed downstairs to ready the bakery for the weekend. They could here Pound and Pumpkin getting themselves ready to join them shortly.

"What do you think the foals have planned for tomorrow?" he asked.

"What do you mean?"

"Mother's Day," he said.

"Oh. I had completely forgotten," she said. "But I would think you would know better than me."

"Nope. They cut me out of the loop this year. They insisted on doing something themselves."

"Well then I guess we'll both see." There was a knock at the door. Pound and Pumpkin came bounding down the stairs.

"I've got it!" Pound said.

"We're not open yet!" Cup Cake shouted at Pound. "For Celestia's sake the sun isn't even up yet!"

"It's the mail mare!" Pound said, seeing the uniform through the glass door.

"No it's not!" Pumpkin said. "It's somepony else." They opened the door. Indeed it was a mail mare, but it wasn't the usual Ponyville carrier.

"Overnight express from Fillydelphia!" she announced, giving Pumpkin the envelope, before flying off.

"What is it?" Cup Cake asked as she started mixing bread batter.

"It's from Fancy Pants. He's hosting a party in Fillydelphia. He wants the 'world famous Marzipan Mascarpone Meringue Madness'!"

"Oh, wow!" Carrot said. "That'll cover a week's worth of expenses. But we're going to have to do a lot of prep for that project. When does he want it?" Carrot read through the rest of the letter.

"Tomorrow. Morning."

"HA! Not gonna happen!" Cup Cake laughed out loud. "It would take a day just to make it, IF it wasn't already so busy. Then it's a day's trip by train just to deliver it there."

"He says he'll pay four times the price if we can deliver."

Cup Cake dropped her mixing spoon. The only sound in the bakery was the clatter of the wooden utensil on the tile floor as everypony else froze where they stood.

"Including delivery costs," Pumpkin finished.

"That's a month's worth of income," Carrot said, barely louder than a whisper.

Cup Cake did the math. "If we started right now... got it on the train by four thirty... twelve... fourteen... sixteen..." She looked up at her daughter. "Pumpkin, lock the door. We're closed today. Carrot, get the rest of the ingredients out of the pantry. Pound, start prepping. Let's bake this bitch!"

Passer-by customers could only look at the closed sign with disappointment before joining the others gawking through the window at nothing short of a miracle being performed in that kitchen. Some came and went. Some stayed to watch longer than others. None stayed to watch the entire thing. But after eleven grueling hours, the final steps were at hoof.

"Okay Pumpkin, you're the star of this show," Carrot Cake said with encouragement. They had always enlisted the help of another unicorn before, either Rarity or Princess Twilight. Pumpkin had seen it done before, but she had never done it herself. The final pieces of the M.M.M.M. hovered in her magic as she gingerly placed them one on top of the other until the final tier was in place. The entire assembly glowed for just a minute more.

"Moment of truth," she said. The glow around the cake faded as she released her magical hold on it. Nopony moved. Nopony breathed. Nopony blinked.

The cake held.

The entire family let out a sigh of relief.

"Alright gang, we're not out of the woods yet," Carrot said. "Let's get this thing to the train. We've got... twenty minutes. Pound, I need you to zip ahead and get a couple of tickets." He gave his son the necessary bits. "Pumpkin, you're back on!"

Mr. and Mrs. Cake carefully wheeled the cake down the street while Pumpkin followed behind, ready with her magic if needed. The M.M.M.M. had become a lot more stable in the years since its prototype for the National Dessert Competition. But they weren't taking any chances. Pound Cake zipped back to where they were.

"I've got the tickets! And I told them we were bringing the Four-M! They've got the freight car open and ready for us as soon as we get there!" They got to the train platform and successfully loaded it onto the train.

"Holy macaroni! I think we did it!" Carrot said.

"Wait, so who's going with it?" Pumpkin asked.

"..."

"It's a two-pony delivery." Pumpkin said. "Pound and I could-"

"No, I'm got sending you halfway across Equestria by yourselves," Carrot said.

"I was going to say, run the shop," Pumpkin said.

"No!" Cup Cake said. "I mean, not yet."

"Well we can't just close the shop. We have all those orders for tomorrow!" Pound said. Cup Cake rubbed her chin for a moment.

"Pound and I will make the delivery. You two stay behind and take care of the bakery."

"Shouldn't I come," Pumpkin said. "You might need my magic for the cake."

"Yeah, I can run the bakery just fine," Pound said.

"The Four-M will be just fine. If it can survive a Ponyville dirt road, it can survive a paved Fillydelphia street. And..." Cup Cake closed her eyes and took a deep breath. "Kids, I love you both equally. But Pumpkin is the better baker."

"HA!" Pumpkin gloated, sticking out her tongue and and blowing a raspberry at her brother.

"ALL ABOARD!" The conductor called out.

"Alright, let's go!" Cup Cake said.

"Pound, wait!" Carrot said. He took his bow-tie off and tied it around his son's neck. "There you go. You've earned that. Now go make us proud."

"Thanks Dad."

Pound Cake and his mother boarded the train. They waved to Carrot and Pumpkin Cake on the platform as the train pulled away, bound for Fillydelphia.

... To Pound Town

Cup Cake followed her son as they made their way back through the coach section of the train to the sleeper cars. Pound checked the ticket number on the key he had in his hoof and compared them to the cabin doors.

"2D... second car... cabin D... Ah, here it is!" he said. He slid key in and opened the door. The cabin was barely larger than a closet. "Oh. Just one bed. I told them it was for two ponies!"

"They must have thought you were bringing your special somepony," Cup Cake teased.

"Mom, you know I don't have a special somepony."

"I know. But don't worry. It's a big enough bed," she said, sitting on the edge of it and making herself comfortable. "It'll be like when you used to come to our bed whenever you'd have a bad dream."

"I did not!"

"Oh, you did so," she said with a smirk. She glanced through the small window of the cabin. The sun was getting lower in the sky. "Did you want to go the observation car and watch the sun set?"

"It's something to do, I guess." They left their bags in the cabin and went to the observation car. The town of Ponyville was a distant memory as the land rolled by outside. Everything turned to a dark orange hue as the sun got lower to the horizon.

"It's so pretty," Cup Cake said. She reached over to the seat beside her and put her hoof on Pound's. Years ago, she would hug him goodbye when seeing him off to school. He used to wince and pull away from her affections for fear of his friends teasing him. But now, he accepted the affection openly. His friends weren't here to see him now. And even if they were, he wouldn't have cared what they thought of him for it. He was very mature for his age.

"Food? Drink?" one of the porters asked as she passed by with a refreshment cart. A rumble in her stomach made Cup Cake realize that, in their haste, they'd neglected to have any kind of a dinner.

"A couple sandwiches?" she asked Pound. He nodded. The porter grabbed the food from the tray and served them each with a small plate.

"Something to drink? Some cider?"

"Ooh, cider!" Pound said enthusiastically.

"Water is fine," Cup Cake said.

"Come on, it's a special occasion," he said, reminder her of just how much they were about to make from this trip. "We worked hard for this. Enjoy it."

"Ugh. Fine."

"Two bottles of cider," Pound said.

"One."

"To share?" he asked.

"Maybe."

The porter gave them each a glass and took a bottle from the ice box. It was not a small single-serving bottle. It was a large bottle that would serve a table. Cup Cake was about to object, but not before Pound quickly paid the porter with his own bits, and thanked her.

"Congratulations," she said to them. "On the special occasion, I mean. It's good to see that love knows no age limit."

"I- I-" Pound tried to correct her but she was already heading to the next car.

"How embarrassing." Cup Cake teased him as she ate her sandwich. "For her to think that your special somepony would be some old mare like me."

"Why do you say that?" he asked.

"That was obviously what she thought. After all, you were holding my hoof, and buying my drink."

"No, I mean, why do you say that it was embarrassing?"

"Isn't it? I'm hardly the most attractive mare these days."

"Don't say that. You're really pretty."

"Oh, you don't mean that. You're just saying that to spare my feelings."

"No. I mean it. You are pretty."

"You really think so? Even though-" There were scarce other ponies in the observation car. None were particularly close to them or paying attention to their conversation in the slightest. Even so, she lowered her voice. "Even though I'm your mother?" she asked.

"Who you are doesn't change how you look," he said. "Why? Are you embarrassed about it?"

"What? No."

"Then why are you whispering? Do you not want ponies to know that I'm your son?"

"No..." she said in a half-truth tone. "It's just... flattering... for somepony to think that I could be dating some young stud."

"Stud?" he asked in surprise. She blushed the the word had gotten away from her.

"Well, a handsome young stallion," she clarified. "Is there another word for it?"

"Really? Me?"

"Well, sure," she said. The seriousness melted away from his face and was replaced with a dubious smile.

"Yeah right. You just have to say that because you're my mom." He finally started eating his sandwich with his free hoof.

"Well, that may be true. You are my son. But doesn't make what I said false. As you said yourself, who you are doesn't change how you look." Pound Cake sat there, still wearing her husband's bow tie. He reminded her so much of him. Though she couldn't explain how. He looked nothing like him. Neither his fur or mane matched her husband's. He wasn't nearly as tall or lanky. Really, all he had was the bow tie. But it still gave her that same feeling when she first started dating Carrot.

They both looked out the window as the sun kissed the land's end. His hoof was still in hers.

"You know, when we were younger, your father and I used to stay up all night just to watch the sunrise."

"What happened?" he asked. Cup Cake chortled.

"Life happened," she said. "Things changed. Running the bakery. You and your sister. We see plenty of sunrises still, getting the morning bread ready. But staying up all night? We haven't done that since before you two were born. When two ponies make a life together, things get more... predictable."

"You sound sad saying that."

"No, it's nothing like that," she said as the sun finally vanished beneath the horizon. "I'm just tired. It's been a long day." She got up to head back to the cabin. He picked up the bottle of cider and followed her. In addition to the bed, the small cabin had a small chair, and an even smaller table that unfolded from the wall. It was a shelf, more than anything. Pound set the bottle on the table and sat on the bed. Cup Cake sat on the chair on the opposite side of the table from him. At the first opportunity, he opened the bottle and was about to take a drink. "Pound!" She took the bottle away from him.

"Hey! I'm old enough... In Fillydelphia."

"We're not in Fillydelphia yet, buster!" She took a drink from the bottle set the bottle on her side of the table, slightly out of his reach.

"Wait, why aren't you in the bed? I thought you said you were tired."

"Tired. Not sleepy," she said. "I did bring a book to read if you're ready to sleep."

"Nope."

"Well, I also brought some playing cards."

"What are we going to play? Appleoosan Hold'em? I don't have many bits left."

"I was thinking more like Go Fish, but..." Cup Cake trailed of and smiled before taking another drink.

"But what?"

"No no. It's silly."

"No, come on, tell me."

"Well, your father and I used to gamble with kisses."

"Kisses?"

"Yeah. We'd bet kisses. And if someone lost, they had to kiss the other pony."

"But... wouldn't you have to kiss them back if they're kissing you?" he asked.

Oh you poor, sweet, summer foal, she thought, There are so many places to kiss somepony besides their lips.

"Like I said, it was silly," she said.

"I guess Go Fish is okay," he said. Cup Cake turned and reached into her bag to grab the box of cards. She dealt out a hoof of cards to each of them and left the rest in the middle for the draw pool.

"So what's up with you and Dad?" he asked.

"What do you mean?"

"I saw the appointment you had yesterday. I looked up the doctor. Marriage councilor. So... what's up?"

"Oh sweetie, it's just a... marital check up," she said. He raised a dubious eyebrow. "Are you sick when you go for your annual physical?" she asked.

"No."

"Exactly. We're just... going in for a check-up before there is a problem," she said.

"..."

Cup Cake took another drink.

"Okay," he said at last. She wasn't sure if he actually accepted the explanation or not.

"Your father is a good stallion."

"I never said he wasn't."

"No, I know. I-" She didn't know why she'd said that. She didn't understand why she'd suddenly become so defensive. Why she'd suddenly needed to defend Carrot, and her marriage. To Pound of all ponies. It was none of his business. He didn't need to be burdened with their marital problems. If they had marital problems. Which they didn't. Because they loved each other.

And yet-

No. She loved Carrot. And he loved her. That was enough. That's what all the songs said. All you need is love. And that was enough.

And yet.

Cup Cake took another drink. It would help to calm her mind. She was thinking too much. Over-thinking things. That was the problem. And that was the only problem. Carrot was a good stallion. He worked hard to provide for her and their family. It wasn't his fault that he couldn't make her cum.

And yet.

It didn't matter. It wasn't her place to talk about it with Pound anyway. Her sex problems were her own. He probably didn't even know was sex is.

Sex is.

Sexis.

Sixis.

Sixes.

"Mom?"

"Hmm?"

"Sixes? Do you have any sixes?"

"Oh, uh, no. Go fish," she said. He took a card from the pile. He looked back up at her and waited. She looked back at him. She hadn't minced words before when she'd said how handsome he was. Bow tie or not. If she were just a little more single...

And not his mother! That was the important bit.

Cup Cake felt her heart racing. Like she had just awoken from a dream where she had tripped over a root and the fall in the dream woke her with a start. The rush of adrenaline made her feel like she had almost been caught doing something naughty. Was it her thoughts? All she thought was that her son was handsome. Was that so wrong? She felt like a filly that had just been caught playing with herself. After all, he was at that age now. He surely must have discovered himself by now. Jacking off in his bedroom, or the shower. She could show him how to do it right... If only she wasn't his-

"Mom?"

"Nothing! Wait, what!?" She blinked rapidly to get back to clarity in the moment.

"It's your turn."

"Oh, uh... do you jack- I mean- have you jack- I MEAN- do you have... jack... any jacks?" she said, focusing on each word.

"Uh... no..." He shifted on the bed. "Go fish."

She felt like a spring, wound up. She needed to relax. She had another drink. That'd help. If a little was good, more was better. She took a second swig and set the bottle down. A bit harder than she meant to. But she didn't spill it.

"I'm not saying your father is perfect," she said. "But really, who is?"

Pound didn't answer. He knew what this was. He didn't have a special somepony. But he had enough filly friends who had coltfriends of their own. And he was the one they came to to complain about them. She was venting. She didn't need answers. She didn't need solutions. All she needed was for somepony to listen to her. And his workaholic mom wasn't flush for friends outside of work and customers. No. What she needed was an active listener and affirmation.

"He's a good stallion. He tries his best. For me to ask more of him would be selfish," she said. She picked up the bottle again. Not drinking, just yet. Content to just hold it. "But I'm just a mare. A mare with needs too."

"No, no. You're right. Like you said, nopony is perfect," he said.

"He works hard. But I work hard too! It's not fair that he gets to... That he..." she briefly remembered whom she was speaking to. She took a drink and settled down a little. "Your father is a good stallion."

"Hey, he sure is. Cheers to Dad, right?"

"Cheers." She took another drink. She leveled her gaze at him. "Pound...?"

"Yeah?"

"I know you don't... have a fillyfriend."

"It's okay-"

"But I know someday... a stud... I mean, a handsome young stallion like you... is gonna... and you need to know that..."

"Mom, I... I know. We had the whole... talk... in health class with Ms. Cheerilee."

"I know but, just... just... you need to make sure that you just... make sure that... you both enjoy it."

"Mom, I know all about consent and-"

"No! I mean- I mean, yes, that's important too. But I mean... I mean enjoy it! There's more to it than just... the in and out."

"Yeah. I- I get it. I know about... foreplay."

"Do you though?" she asked, if a bit in an overly-aggressive-bordering-on-accusatory tone. "DO YOU!?"

"YES!" Pound assured his mother. He was beginning to understand what ponies meant when they said that drinking made ponies look ugly. He had never seen his mom behave like this before. She was too... honest. He felt like a foal that was having all the the mysteries of the world stripped away at once. There is no Santa Paws. There is no Tooth Breezie. Oh, and by the way, your parents had sex!

Cup Cake could sense the shift in his demeanor. The way he shrunk into himself on the bed as she raised her voice. She realized just how she must have looked. She felt awful.

"I- I'm sorry. I think I just got too carried away," Cup Cake apologized and sank back into her small cabin chair. Her back slid down into it as her hips slid forward. She was practically recumbent in the seat. Even as she had made herself smaller, and less imposing. He still couldn't look her in the eyes. He looked down in deference. Or- no, he wasn't looking at the floor. He was-

She followed the angle of his gaze. She realized exactly where he was looking. And in her position, she was mare-spreading. It wasn't intentional, but she was.

Ponies didn't normally wear clothes. But their tails did serve some measure of modesty. But with her tail hanging down from her seat, she was completely exposed to him. Foal were taught that it was impolite to stare. But how could he not with her lewd display? She quickly righted herself and crossed her hooves as a lady should. He snapped from his trance and they both pretended to have not noticed what had just happened. What she wouldn't give to go back in time and undo it, though.

"What I wouldn't give to go back in time and..." She trailed off and looked across the table at her son. Realizing that if she really did undo some things, he would not exist. And she didn't want that.

"And what?" he asked.

"Sorry. It's nothing. Just wishful thinking. If I changed anything, I'd be a different mare with a different set of complaints."

"Complaints?"

"Not complaints, really. It's more of a 'the grass is always greener on the other side of the fence' sort of thought. It's not like I regret the life I have now. You and your sister are everything to me. And having the bakery with your father had been my dream ever since I first learned how to bake. But there is always that part of me that wonders what things would be like for me now if I hadn't met him. If I hadn't had foals. If I was still the wild filly I was when I was younger."

"I can't imagine you having ever been wild," he said.

"I most certainly was wild when I was younger. And not all that much younger than I am now, as a matter of fact!" She took another drink from the bottle. "Your father likes to think that I tamed him when I met him, but he did much the same with me. Or maybe we just did it to ourselves..." She trailed off, thoughtfully. "Getting married and running a business, it forces you to be responsible and sensible. And having foals-" she sighed. "I think what I miss the most was being so care-free... And passionate. That's one thing your father was; passionate."

"Was?" he asked. She opened her mouth to correct herself. But she said what she said. And if she tried to change it now, it would have been obvious to both of them that she was lying.

"I... I probably shouldn't be telling you this. And I'm sure it's the cider talking."

"It's okay Mom, you can tell me. Whatever happens in this cabin can stay between us," he said. She hesitated. But it was something she had been wanting to vent about for some time.

"It's just, I know how much you look up to him. But your father is not the greatest of lovers."

"No?"

"Well, there was... oh you don't want to hear about your mother's sex life!"

"No, really. I'm curious now."

"Well, okay. Before I met your father, I dated another stallion. Really though, at the time he was barely more than a colt... And I was a lot younger too," she quickly added. "You know your father is two years younger than me. But the pony was almost seven years younger. In fact at the time..." she thought for a moment. "He was actually just about your age. The younger brother of a friend of mine." She took another drink. "By Luna's stars! He really knew how to..." she tried to find the words, "make a lady happy."

"So... why did you end up marrying Dad?"

"Well my friend wasn't too keen on me dating her brother in the first place. We tried to keep it a secret, but she found out. And word to the wise, Pound, fillies always find out."

"Okay."

"Well, she took it upon herself to let me know that I wasn't the only mare he was... making happy."

"Oh. Is that why you broke up with him?"

"Not quite. I decided to not get mad. I'd get even. That was when I met your father. Or rather, when I started dating him. I had seen him around town and I thought he was cute. I told him my situation and my plan and he was okay with it."

"Wait, what plan?"

"Oh, to have sex with another pony, and be found out, so he would know how it felt."

"What happened when you got caught?"

"Oh, we didn't get caught for a long while. Like I said, a filly always finds out. But stallions can be thick as a brick. And he was a thick one, for sure. Unlike your father."

"Huh?"

"Never mind."

"Wait, so you were having sex with both of them?" he asked. She blushed.

"Yes. For a little while."

"And Dad was okay with that?"

"Yes. Like I said, I was up front with him about everything. He was just happy to be getting any from me. He wasn't the most popular stallion with the mares. That was part of the reason why I picked him. He seemed safe. And he always considered himself lucky to have me, even if it meant sharing."

"So what happened next?"

"Well, were were found out, eventually. I had to make it pretty obvious. He was mad, of course. But I told him that I knew about him, too. He thought that was it for us. But I had come to quite like the arrangement that I had. So I asked them if they would be okay with continuing. His side-mare was having none of it. She was furious when she found out about me and left. And he couldn't bring himself to knowingly share me with another stallion. So all that was left was me and your father."

"Wow. Not exactly the fairy tale I imagined."

"Life is no fairy tale, son."

"So dad stayed with you after all that? Wasn't he afraid that you would cheat on him like you did with him in the first place?"

"Afraid!? Baby, he practically encouraged me!"

"What!?"

"Your father has a very... eh, specific interest. The idea of me with another stallion actually turns him on."

"Why?"

"It's complicated. And a lot of it is psychological stuff that you won't understand until you're older. But it has a lot to do with trust and communication. And some ponies just get turned on by things that just seem strange to others, like being tied up, or whipped."

"Wow."

Cup Cake felt herself getting wet from thinking about just exactly what sort of strange things she meant. She realized she had been absent-mindedly rubbing the side of the cool cider bottle against her crotch. The bulbous shape of the cider bottle was looking mighty attractive in her hoof. Once it was empty and he was asleep, she might have to avail herself of it. In fact, beneath the cider on her breath, she could smell just how excited she was getting. And if she could smell herself, she knew he must be able to smell her as well in this confined space.

She looked over at him. He seemed intent on focusing on nothing, staring off into space at the wall. But his nostrils were flaring on reflex, instinctively drawing in more of the aroused mare's scent. She needed to deal with herself soon. But to do that she needed to get him to sleep.

"Here." She passed the cider bottle to him. There was a couple swigs left. "You are a stallion now, I suppose. You can have the rest." He took the bottle and was about to drink, but stopped. "What's wrong?" she asked.

"I thought a colt wasn't a stallion until..."

"Until what?"

"... Until he wasn't a virgin anymore."

"Is that so?" she asked with a sly grin. "Well, are you then?"

She realized that she had just asked her son, in so many words, if he'd ever had sex. She was fairly confident of what his answer was. But one could never know these days. And she wanted to know if he was a 'stallion' or not.

He nodded.

"Really!? When? Who?"

"What?"

"Who did you have sex with?"

"What? Nopony! I just told you I'm a virgin."

"Oh. Oh! I was asking if you thought you were a stallion. But- but never mind. That isn't what makes a colt a stallion anyway! Go on. Have some." He lifted the bottle again and drank most of what was left in it with the first go. And then the rest on the second. After he finished, he just held it there a moment, as though smelling the remnants of the cider.

But she knew it wasn't the cider he was sniffing. It was her scent on the bottle from it being in her lap. She looked down at herself. She was even wetter than she thought. When she glanced back up she caught him licking the bottle when he thought she wasn't looking. He was smelling her scent. He was purposefully licking what she had hoped was only condensation.

"How is it?" she asked. He instantly zipped his tongue back into his mouth and looked at her in shock and shame. She had asked an unintentionally-loaded question about the cider. But the expression on his face told her that he wasn't sure what she had meant. Surely he wouldn't have thought she'd asked her son how her pussy tasted. But now that she could see the gears whirring in his mind, that was curious to know his answer to that, instead.

"It's... good," he said. Her body practically quivered. It was a neutral response. Surely he meant the cider. But just thinking about the possibility that he was talking about her filled her with excitement, even as she knew it was wrong to feel that way. Just as she knew it was wrong for him to have licked so.

"I know it wasn't much. Just a taste," she said. He turned the empty bottle in place on the table, looking at it from all sides.

"Yeah. I'd love to have some more."

"I bet," she teased.

"Yeah." He just stared at her for a long minute. She just stared back. The veil of pretense was so thin it was almost nonexistent.

The reality of it struck her in a moment of clarity. The tension in the air was as heavy as her musk. She needed to defuse the situation fast before one of them said or did something they'd regret.

"We have to get up early tomorrow," she said at last. "I suppose we ought to get to bed."

"Oh. Yeah, right." He couldn't keep the disappointment from the tone in his voice or the expression on his face. He shuffled awkwardly on the bed. She moved to climb in beside him to pull back the covers from under him. The sudden shift caused him to roll over onto his back. What he had been laying on to conceal sprang into full view in front of her.

A stallion indeed.

Brown as his mane and mottled with tan, it wasn't quite as long as his father's. But it was easily much thicker. It looked painfully hard as his veins throbbed along its side. She couldn't take her eyes from it.

"Sorry!" he blurted, quickly grabbing the blankets to cover himself, breaking her trance. She came to her senses and just tried to smile at him.

"Oh, it's okay. Nothing I haven't seen before. I used to change your diapers, after all." She glanced at the bulge in the sheets.

"Heh." He rolled back over onto his belly.

"Why don't we get some sleep?"

"I'm... not really sleepy."

"Too excited?" she asked. As much was plainly obvious to both of them. "About tomorrow?" she added. He nodded. "How about a back rub? That always helped you fall asleep when you were little." She sat on the edge of the be beside him and began rubbing her hoof up and down along his back through the blanket. As she did, she hummed along with a lullaby she had used to sing to him. It was working more on herself as she felt herself getting more sleepy. She closed her eyes to rest them for just a bit. She continued to hum as Pound adjusted himself to get more comfortable. He had always been a restless sleeper whenever he'd come to her bed after a bad dream.

After a few minutes, she'd finished the song. She opened her eyes to see if he had fallen asleep. He hadn't. In fact he was staring right at her with that same nervous expression of a colt with his hoof in the cookie jar. He was looking up at her. That slowly register for her. The fact that he had rolled over onto his back. She looked down at her hoof, rubbing the bulge in the blanket. She had been for some time.

She pulled her hoof away as though it were on a hot stove. He was visibly crestfallen.

"You can keep going," he said. "I mean, can you?"

Cup Cake scoffed. Wordplay and teasing was all good fun. Actually it really wasn't okay. But this was really not okay. And he'd practically just asked her to jerk him off.

"Pound, no." Her tone wasn't angry, but firm. They had been skirting the line of indecency all evening, but this was clearly too far, no matter how badly she might have wanted to indulge him. She was his mother and she needed to be the responsible one.

"But I'm so..." He whimpered, unable to even say 'close'. Cup Cake felt awful. She never intended to blue-ball her own son. But everything about this was her fault. Between her musk and her teasing, and then her rubbing, how could he not be diamond-hard?

"Pound, you know I can't-"

"Please?" he begged. His voice was as pained as his face. Her heart broke. It wasn't his fault. This was her mess and she needed to deal with it. Maybe it was the cider-logic talking. Maybe it was just her thinking with her loins. But the two had been slowly chipping away at her willpower all evening. The power of 'please' from his trembling lips landed the killing blow on the last of her resistance.

"Okay. But only because you said please," she half-lied. His face practically lit up with anticipation. She moved her hoof toward him. He watched it with laser focus as it got closer to him. She watched her own hoof, scarcely believing what she was about to do with it. She had barely touched his shaft through the blanket when he let out an audible groan. "Really? Already done?" He shook his head quickly. "Oh, okay then." She slowly started moving her hoof along his shaft.

She looked at his eyes. His eyes were fixed on her hoof. After about a minute he finally looked up at her while she kept going. His hind legs kicked a little bit, kicking away the blanket, exposing himself bare under her hoof. She'd touched his penis briefly before pulling her hoof away again.

"Really?" she asked of his brazen move. He nodded. She feigned disapproval, but placed her hoof on him again, directly. He was already panting as she started stroking him again. His dick throbbed harder under her hoof. She could tell he was nearly there. She quickly looked around for something to use to deal with his mess. A trash bucket or anything. Nothing. There was nothing like that to use and she was almost out of time. An obvious solution came to her mind. It was concerning how much she liked the idea.

"Okay, look," she said. "I'm only doing this because I don't want you to make a mess of the place. But you need to tell me when you're going to finish, okay?"

"Okay." And with that, she leaned down and took the tip of her son's dick into her mouth. She had sucked off Carrot plenty of times in the past. But he was nowhere as thick as Pound. She had to stretch to keep her teeth off of him, but she managed. She continued to stroke his shaft as she started to bob her head on the end. She used her free hoof to gently cup his heavy balls.

He made little squeaking noises that she's never heard from him before. A jumble of consonants and guttural vowels escaped him as his mind shorted out. She could read his body language well enough. His legs tensed, and his balls tightened in her hoof. The tip of his cock flared wide inside her mouth. She took a deep breath.
She knew what was coming next.

Her son.

Her son was cumming.

In her mouth.

"M- Mom!" He barely managed to get the word out before she felt his shaft throb in her hoof and the first blast of his hot cum erupted into her mouth. She knew from experience that she had only a fraction of a second to swallow before the next load. She gulped it down just in time for her mouth to be completely refilled again. She swallowed again, but still more came. By the fourth burst he finally started to decrease his volume. At last a throb came without more semen. She pulled off of him just enough to catch a breath. Her hoof squeezed the last bit out into her mouth as she finally released him, taking a moment to actually taste it before swallowing that too.

"W- wow! Wow! Oh my gosh, Mom, that was incredible!" he said. "Thank you!" Cup Cake blushed at the compliment.

"I would say 'you're welcome', but don't get any ideas about making this a habit." She smacked her lips, swallowing the last bits of him in her mouth.

"How was it?" he asked.

"What a thing to ask."

"Mom, I'm positive that you weren't talking about the cider when you asked me that," he said.

"Pound-"

"And I wasn't either, when I said I'd love some more."

"Pound, no. We- we've already gone too far!" She turned away from him and sat up on the edge of the bed. Her willpower had gotten a second wind. But it was barely more than a breeze. Carrot Cake hadn't gone down on her in ages, and here was this handsome young stallion practically begging her to let him please her. He moved past her, sliding off the bed and he stood in front of her. He leaned over to hug her.

"Mom, you made me feel so good. You deserve to have the favor repaid," he said. His hoof slid down along her back, moving around front to her thigh. It was plainly obvious where it was headed. She put her hoof on his to halt his advance.

"How magnanimous of you," she sarcassed. "And I'm sure it has nothing to so with you wanting to get your first taste of pussy." She started to push him away. He looked into her eyes and shrugged.

"Can't it be both?"

"I'm your mother! You shouldn't want to do that with me."

"Why not? You're beautiful!"

"You can't really believe that."

"I do. I love you. I just want to show you." His hug slid down along her body as he knelt on the floor in front of her. He rested his cheek on her thighs, firmly clamped together. She ran her hoof through his mane to try to console him. This had all gone too far already. She could have justified jerking him off as taking responsibility to deal with a problem that she had created. And she could have pretended that the blowjob was to save a mess. She could tell herself that it wasn't because she desired it and she could almost believe it.

But this was oral sex for its own sake. Her son wanted to go down on her explicitly to please her. He wanted to do it. And she wanted him to do it. His hoof was slowly wedging itself between her knees. Her muscles holding her legs together were getting weaker by the second, along with her mental resistance.

"Please?"

"Pound," she said, lifting his chin with her hoof, "two things..." He stopped for just a second to listen to her. He looked up at her from her lap. "One, your father can never ever find out about this! Neither can your sister, or anypony! This stays our secret." Pound's eyes lit up like a Hearth's Warming tree. He was practically ready to pounce on her. "And two," she continued, "... this is it. This one time. Okay?"

"Okay!" He waited. His hoof was still between her knees. He didn't try to force his advance, but he didn't remove it either. He looked up at her while just waited. At last, she relaxed her legs and let them fall open for him. He moved between them as she laid back on the bed. She closed her eye and braced herself, expecting him to dive in and ravage her. But no such thing came. She propped herself up just enough to look at him.

He sat there at the edge of the bed and just stared at her. He stared at her marehood with intense scrutiny. His head tilted slightly from one side to the other as his eyes ran up and down between her legs. He looked to be committing every line and curve of her sex to memory, given how unlikely he would be to be privy to such a sight again.

"Well?" she asked, urging him to get on with it before she lost her nerve. He glanced up to look at her eyes, and then back down to her marehood again. He reached out with his hoof, trembling nervously at first. She gasped as he first touched her. Not quite on her pussy, but just slightly to the side. He gently pulled his hoof aside, causing her sky-blue lips to part, revealing her pink innards. He looked on with utter awe.

"Come on now," she said. "Your father already told me that he knows you've gotten into his stash of dirty magazines. So I know you've seen one before."

"Not like this," he said. He was close enough to her now that she could feel his breath on her nethers as he spoke. Her musk flooded his every sense.

"Pound, sweetie, it's not polite to make a lady wait. You said you wanted another taste, so... go on and do it before I come to my senses."

Pound shuffled closer on his knees until he was within striking distance. Her aroma was so thick in the air he could nearly taste her on his tongue already. His mouth watered, nearly as wet as she was. He was barely a hair's breadth away. He pursed his lips and kissed hers. She trembled at his touch. He kissed her again and kept himself pressed against her, as though he were genuinely kissing her mouth. He waited a moment before parting his lips and extending his tongue. Her flavor, hot and fresh from the source had him drunk on lust. He moved more boldly, licking deeper into her, sliding down between her lips to her honey pot. He stiffened to probe deeper into her, drinking deeply of her.

"Oh Pound, that feels so good. It's been ages since your father has done this for me!" she moaned, reveling in the sensation. He stopped and she felt him pull away. She looked down at him and he looked upset. "Wha- what's wrong?"

"I just- I'm glad that I'm making you feel so good but... I feel bad that it's been 'ages' since Dad did this for you. I just don't understand why. This is... Mom, this is just so good! Your scent and flavor! I wish I could do this all night for the rest of my life! I would have this for breakfast, lunch, and dinner!" Cup Cake blinked back her tears. Carrot had never been overly critical of her marehood. But he was never so romantically enthusiastic as this about eating her out.

"Well then don't stop," she said. He obliged, resuming his tongue bath of her entire marehood. He left no spot untouched, licking up and down, probing in and out, flicking from side to side. He gave her clitoris little kisses each time it winked at him, making her tremble. She ran her hoof through his mane, stroking his head as he moved, using even his nose and chin to pleasure her. She felt herself fast approaching something she hadn't had in a long time, an orgasm at the hooves of somepony other than herself.

"Pound. Yes, Pound. Yes. Almost. Keep going..." He wrapped his hooves around her thighs and held himself fast against her as her hips began to buck. She cried out, gripping the back of his head, pressing his face into her pussy harder as her thighs clamped shut around his head.

"Pound!" Her pussy quivered and spasmed. Her eyes rolled back as the most powerful orgasm of her life rocked through her. She could feel her hot marecum spurting into his eager mouth. Barely a drop dripped down her thighs as he greedily gulped down her nectar. She hadn't squirted since before she'd met Carrot. Her hips bucked and thrusted against his face as he kept licking and sucking through her orgasm, prolonging her ecstasy.

She heard and felt his desperate snorts for air with his nose just barely getting enough clearance from her to breathe. Her legs released him at last to let him come up for oxygen. He panted nearly as hard as she did, coming down from her high. He stood up and wiped the corners of his mouth. She looked up at him and extended her hooves. He leaned over her and embraced her in the hug.

"Thank you so much sweetie! You know just how to make mommy feel so good!" She pulled him in closer to kiss him on the cheek. He had the same idea and their lips met. She could taste herself on his lips. They both froze for a second. Oddly, after everything that they had done, this was somehow more intimate. But he didn't pull away, and she didn't want him to. She pulled him into their kiss harder, and was the first to part her lips. He joined her less than half a second later, falling onto her as he did. That was when she felt it pinned between them.

She rolled her hips back and gripped his sides with her knees, pressing her hot marehood against the side of his shaft, feeling it sliding against her with every slight move either of them made. His hips moved on instinct, making little thrusting motions as she kept kissing him and enjoying the sensation. With each time he pulled back, he shifted back just a little further. His tip inched closer and closer. She felt the crown of his tip just barely graze against the top of her clitoris. Her legs gripped him again, keeping him from moving any further down. He all but whimpered.

"Pound," she tried to reason with him, "You got your taste. You repaid the favor to me. Thank you. Really. But we can't go any further."

"Mom-"

"This is a line we can't cross!"

"But... I want to be a stallion..."

"And you will be. But it shouldn't be with me. Not for your first time. Not ever."

"Mom, please?"

"Please won't work this time sweetie. I'm sorry," she said. His hooves gave out from under him and he fell onto her. She held him in her hooves and felt him him shudder against her chest. His hips gave a few more fruitless thrusts against her abdomen before he sniffled. "Pound..." She felt her shoulder become damp. It broke her heart to have brought him to tears now, after he had done all that for her. After he had given her the best orgasm of her life. But as much as he wanted it, as much as she wanted it in her heart of hearts, she knew they couldn't keep going.

At least, not without being safe about it.

"Pound," she said, breathing a heavy sigh, scarcely able to believe she was about to say this. "you need to promise me that you'll pull out, okay?"

By the stars, it was like a switched had flipped inside him. What could have easily been described as a stiffly turgid member became a steel-hard weapon of bludgeoning. His next thrust against her tummy was hard enough to bruise her pelvis with it. He looked at her with wide eyes as though he couldn't believe his ears. She only nodded as she relaxed her legs again. At last, he moved down the last bit he needed to to let the tip of his dick move down along her parted lips to her vagina. He pressed against her again. Only a bit more and he would be inside his mother.

"Go ahead," she said.

Cup Cake felt herself stretch more than she ever had for her husband as her son's thick cock finally squeezed inside of her. He didn't push with his hips. He reached under her and wrapped his hooves around her, pulling her to him as much as he pushed into her. His whole body inched forward up along hers as he closed in to kiss her again. He was halted just a couple inches from her face. She didn't feel him bottom out in her. He was stuck as his medial ring reached her tight entrance.

She looked at at him. He looked worried, afraid to proceed, as though he might hurt her. She smiled and wrapped her legs around behind him, pulling the last few inches of him into her as his medial ring popped through. As his balls rested against her ass, she reached up with her hooves to hug him back as she met his kiss. He had to break the brief kiss first to gasp.

"S-so good! It feels amazing, Mom! You're so soft and warm and... and I can't even-" She adored the goofy grin on her son's face. She could feel his heart racing in his chest, and pulsing through his dick inside her with every beat.

"Your heart is pounding," she said, smirking at him with her play on his name. She flexed her legs around him before letting him go to move freely again. "How about you get the the rest of you doing it, too?" He hugged her tighter.

"It feels so good! just want to stay like this in you forever," he said.

"It feels great for me too, sweetie. I wish you could stay like this forever. But trust me, it will feel even better once you start moving." She flexed her muscles, giving him little squeezes with her vaginal muscles, making him slide out of her. "I pushed you out of me once before. I'll do it again."

"Nooo," he cried, hugging her harder to push himself back in all the way. She pushed again, making him repeat the motion.

"Doesn't that feel good?" she asked. He nodded. "Go on then. You do it. You're a stallion now, aren't you?"

"Uh huh," he agreed. He pulled back barely more than an inch before pushing back in, insistent on staying as deep inside his mother as he could. His meek little thrusts continued, but slowly became bigger and faster. She was grateful that he wasn't as long as Carrot. When Carrot got too carried away trying to hilt, his length would bluntly strike her uterus, leaving her aching afterwards. But Pound was just the right length to let him go as hard as he wanted without hurting her.

"There you go," she encouraged. She felt his medial ring pop out of her. He tensed with panic and quickly pushed it back inside. "Ooh, keep doing that!" she moaned. With a bit more practice, he had his rhythm and depth perfected. His medial ring popped in and out of her with each thrust. Inside her, it coursed back and forth across her g-spot, making her clit wink in time with their hips meeting. Her pussy was dripping with juices, rushing out each time his cock filled her, soaking him, her, and the sheets draped over the edge of the bed. Their hips made wet slaps each time he hilted her.

"Oh Pound! You're so thick! You're hitting just the right spot!" Her encouragement made him redouble his efforts. Cup Cake didn't expect that she would cum again after he had gone down on her. But she felt another climax rising quickly. She felt the knot in her tummy pulling tighter. "You're going to make me- you're gonna make mommy cum again!"

"Pound!" Her pussy quivered and squeezed around him. Her extra tightness and sensitivity let her feel every contour of her son's penis inside moving her. Her nectar gushed out around his cock with a forceful spray against his belly. "Cumming! I'm cumming!" It drenched his fur and dripped down over his balls, slapping against her ass as he kept on fucking her.

Her orgasm wasn't as big as the first one. But it was the first time she had cum from penetration in years. And he wasn't even done yet. Carrot was usually a quick one-and-done. Pound was ready for a second round mere minutes after she had sucked him off, and having cum so recently must have been what was letting him last so long. Riding on the heels of her climax, she felt another one building up even faster. He was going to make her cum again. He grunted and groaned, struggling to keep up the effort of the physical exertion.

"Mom!"

"Keep going! Keep fucking me! I'm almost there again!" she moaned. Her legs wrapped around him and her hooves locked together behind him, pulling him into her as tightly as she could, feeling his tip just kissing against her cervix. "Cumming!" She didn't squirt as much, but her pussy gripped him just as hard as ever as she came.

She was extra snug around him, as though he had somehow throbbed thicker inside her. He grunted and groaned as she felt her inner-most depths stretched wider than she had ever felt before. His cock twitched and pulsed inside her, filling her with a rush of new warmth. It wasn't until she felt the third or fourth gush of his fertile seed spurting straight into her womb that she realized what was happening. Her eyes shot open.

"Pound!" His face was locked in a grimace as he was trying push himself off the bed and pull himself free from the vice grip of her legs around him. She undid her legs in an instant and put a hoof to his chest to help push him off of her. His thick flare pulled free from her tight pussy with an audible 'plop', before pumping one final rope of cum up along her body, reaching her chin. He fell back onto the floor. His cock slapped against him as the last few drops dribbled out onto his belly.

"You came inside me! Oh, no! Oh no, you really did!" Cup Cake sat up at the edge of the bed and reached down with her hoof, expecting a torrent of cum to pour out of her abused pussy after seeing how big his last load was. But there was hardly any dripping out. Most of her son's cum was safely deposited deep inside her womb after her stretched cervix snapped closed again.

"I tried to warn you," he said. "But then you held me with your legs and I couldn't pull out!" She looked like she was about to cry. "So- so what do we do now?" he asked.

"We'll see," she said, looking at the young baker. "It depends on whether or not you just put a bun in this oven."

"Dad was always the bread expert," he said, trying to add a bit of much-needed levity. He got up to sit beside her on the bed. He looked at the small clock on the nightstand. "Happy Mother's Day," he said. She chuckled.

"Well, I just hope that cake we have is the only delivery that will have to come of this trip," she said as she rubbed her belly.

"... And if it isn't?"

"I'll deal with that after we get back home." He hugged her and pulled her into another kiss.

"Mom, you were right before. I am a stallion now. And I need to take responsibility for things, too. So we will deal with it, together. We'll find a way. I love you."

"I love you too. But what are we going to tell your father?"

"I'm sure we'll think of something. After all, Father's Day is coming up soon."