The Last Earth Ponies

Newborn foals didn't sleep this well.

Cream Heart didn't wake to the slow rise of the dim lights for dawn. Only once they grew to full brightness did she even start to stir awake. But she still woke with a smile plastered on her face. Her delay to rise was cut short by the breakfast meal bell, making her lurch upright. As she shifted, she realized that her side of the bed was drenched with sweat, and pony-knows-what else. Her cozy comfort instantly vanished in lieu of shame as she looked to Button's side of the bed.

Button was already up, standing over at the food counter and idly chewing as the tray slid through. His stiff erection hovered just under his belly. He looked over at her, now suddenly awake. He shifted his legs and tail to try to hide his shame, trying, and failing, to not be obvious about it. And also just failing in general to even hide it. He sat on the floor where he was and hunched over, making it even more obvious.

"Uh, morning, Mom," he greeted. "Breakfast?"

"Yea... yeah, sure," she said, slowly sliding out of bed. Her mane and tail were plastered to her matted fur. Her reflection in the window looked like a whorse, walking home in shame from a very long gangbang.

Breakfast was savory crepes, home fries, and... "A pickle!?" she asked, looking at what he was eating.

He nodded. "Yeah, it was already on the counter when I woke up this morning. I know I'm not really a pickle kind of pony, but this dressing..!" Cream watched in horror as her son sucked on the former cucumber to an obscene degree. His tongue lapping up the sticky residue from one of her many, many orgasms with the vegetable lodged as deeply inside her pussy as her hoof could shove it. "Do you want a bite?" he offered. He took her stunned silence as a no and finished eating the entire thing. "Mhmm! Delicious! I hope we get more of those."

Despite her shock, her nethers still quivered at the mere thought of exactly that.

She grimaced and shoved those thoughts away before she quickly grabbed a plate of food and walked back over to the bed. She tried her best to make the bed, covering the stained mattress with the blankets. But there was no covering up the smell. It pervaded every corner of the room now. And by the looks of it, Button was suffering the effects of it even worse today.

She ate her food and looked over at where he was sitting on the floor, still hunched over with his back to her. She felt awful that this was happening to him, and that it was all her fault. She looked at where his JoyBoy was sitting on his pillow.

"Did you want your game?" she asked.

He shrugged. "The batteries died this morning," he said without looking at her. He finished eating and just sat there.

"Are you just going to sit over there, then?"

He shrugged again. "I guess."

"..."

"Mom?"

"Yes, dear?"

"Is this how I die?" he asked. "Of boredom?"

She couldn't keep herself from chuckling, despite how serious he seemed, if overly dramatic.

"We're not gonna die of boredom," she assured him. He didn't respond. "Are you okay?" He shook his head. "Why don't you come sit over here?"

"I... I can't."

"It's okay Button. I know. It's nothing that... We can... It's alright. Just come sit over here."

Button's red face looked back over his shoulder and then looked away again in shame. But eventually he stood up and shuffled over towards her. His stiff erection bobbed underneath him with each step as he walked. He sat down next to her and slumped over again before grabbing a pillow in his hooves to cover himself.

She put her hoof on his. "It's okay. You don't need to be ashamed." His face just turned a deeper red. "It's not your fault. It... it's my fault." He gave her a dubious expression. "It's spring time. Or at least, it was going to be springtime in Equestria. And I'm a mare, so you know what that means." He shook his head. "You know... from your Estrus Education class?" He gave her a blank look. "Oh, don't tell me you were playing video games through that class too!"

He smiled nervously. "Uh... apparently?"

Cream Heart took a deep breath and rubbed the bridge of her nose. She couldn't believe she was going to have to give her adult son The Talk. "I really wish that your father had been around to do this once you had gotten your cutie mark..." She sighed. "Okay, so... when two ponies love each other very much..." She paused. A lot of the talk wasn't especially relevant anymore. She tried to narrow it down to the need-to-know parts. "Okay, so you know how fillies and colts have different body parts?"

"Yeah, obviously."

"Alright. Good. So, every spring, mares have what's called estrus, and it means that a mare is ready to... well... Do you know what pheromones are?"

"Weren't they like, the kings of ancient Somnambula?"

Cream Heart didn't know who failed him more, the education system, or her. "No, sweetie, no those are pharaohs."

"Oh."

"It just means that mares start to smell a certain way to stallions, which upon closer inspection, you are." She lightly elbowed him in the ribs.

"Mom!" he whined and clutched the pillow closer.

"Sorry, just trying to lighten the tension," she apologized before she continued. "So anyway, that smell makes that," she pointed at his lap, "do that."

"Because of the way you smell?" he asked. She nodded. "Okay, but why though?"

She rubbed the back of her neck. "W-well the why isn't particularly important anymore. Here. With me."

"... but why?"

"Well, because you're my... Because I'm your... It's just not important, okay!? Trust me."

"Oh... kay."

"Look, I know how uncomfortable you feel right now."

"Do you?"

She grit her teeth. "Yes, Button, I do." She took a deep breath. "That's why I am going to... teach you... how to... deal with yourself." He gave her a confused look. "To make that..." She waved at his lap, "go away."

"Oh."

"Yeah."

"So...?"

"Right, um, so what you do is, you hold it with your hoof, or both hooves for you, and..." She made a jerking motion with her hooves. "And you just do that until it goes off. And then it'll go away."

"Goes off?"

"Yeah," she said. He looked unsure. "Trust me, you'll know."

"So... should I just... now?"

"Is it still hard?" she asked. He nodded. "Then yeah... uh, go ahead."

He removed the pillow covering himself, letting it spring free. Cream Heart audibly gasped. His face turned red again. "What? What's wrong with it?" he asked.

"What? Nothing."

"Why are you looking at it weird?"

"I'm not."

"You're staring at it."

"I am not staring at it," she said as she very obviously stared at it. "It's just... big."

"Is that bad?"

"NO!" she answered a bit too quickly, and loudly, with just a bit too much of a grin. "Big is good!" He looked nervous. "I mean, it's fine! It's normal. It's better than normal."

"Mom?"

She shook her head. "Right. Right. So, yeah, you just hold it with your hooves and..." she repeated the motion, "Up and down."

Button held his penis with his hooves and started to jerk himself off. "Like this?"

Cream chewed her lip and nodded. "Mhmm!"

Button winced. "It... it kinda hurts."

"Oh, right, well, you're hooves should be wet. Spit on them!"

"But there's a sink-"

"No. Water is no good. Use spit or..." she cut herself off. "Spit."

Button spit into each of his hooves and started again. "Uh, it still... ugh..."

"Well, here, you can try using something else," she said. She grabbed the sheet and made a couple loops around his shaft. "Here, like this." She started moving the sheet on him.

Button nodded. "Okay, yeah!"

Cream Heart realized she was jerking off her son. She pulled her hooves away. "Uh, okay, now... now you do it."

He grabbed the sheet wrap and started doing it himself but his excitement faded into disappointment. "It... it's not the same when I do it. Can you keep doing it?"

It was all she could do to not just pounce on him and ride him raw. But she stayed resolute. "Button, no."

"Why?" he asked. He looked like he was about to cry. She clenched her eyes and grit her teeth as her last shred of willpower melted.

"This... ONE time!" she said sternly. He looked as excited as a foal on Hearth's Warming morning. He took his hooves off himself and presented it to her. She held the sheet to begin and then stopped. He was about to whine until she pulled the sheet off him. "I can at least show you how to do it right."

Button was worried at first after how it felt without the sheet before. But she added much more spit than he had and got her hoof well lubricated. Once she started moving it, it felt good. Really good. Much better than the sheet even.

"Woah... wow!" Button gasped.

"Yeah!" she said with pride. "How's this?" Button couldn't answer with anything other than a few jumbled vowels. She just smirked and slid her free hoof between her legs.

"Wha- what are you..."

"Mommy needs to deal with herself, too," she said as she rubbed her pussy with her hoof. She hadn't realized just how wet she had gotten. She quickly soaked her hoof with her arousal and started making lewd squelching sounds. Once her hoof on him started to get dry, she switched. Button watched her pull her dripping hoof from her pussy, slathering his dick with her copious lubrication. It worked even better than spit. And the scent! Button was lost in the haze of her heady aroma. His nostrils flared and he started panting through his mouth, flooding his lungs with her pheromones. His heart raced, rushing them to his brain even faster.

"Muh.... Mom! Something's gonna-"

"Mommy knows exactly what's going to happen, sweetie! You just hold on!"

It was all he could do to just grip the edge of the mattress as Cream Heart moved her hooves faster. The one in her crotch was a blur on her clit. "Ffff-FUCK!" she moaned as she brought herself to orgasm, gushing a fresh splash of wetness onto the floor. She brought both hooves up together to jerk him off and cup his balls. "Oh, poor baby. These feel so full and heavy! It's your turn now, sweetheart." Button's legs started to shake and she felt his balls start to tighten. His tip flared wide in front of her. "Yes! That's it! Cum for Mommy!"

Button tensed as she felt his shaft start to throb. She held it firm and pointed it at her open mouth. He moaned out loud as the first thick rope of white shot from his penis into his mother's mouth. He didn't even understand what he was seeing, but he felt sick for her to have that happen. But she was still smiling and just opened her mouth wider as he shot again, and again, and a fourth time before she lunged forward and sucked several inches of his dick into her mouth.

He could feel her sucking and swallowing as he kept spurting. But he couldn't see what was happening. In that moment all he could see was the inside of his skull as his eyes rolled back. Every muscle in his body went limp and he flopped backwards onto the mattress. It was like she had sucked out his spine. She finally stopped when it sounded like he was struggling to breathe. His shaft popped out of her mouth and landed on his belly with a wet slap before it wilted and retreated back into his sheath. One of his legs was still twitching involuntarily.

She climbed onto the bed next to him and once his eyes stopped going off in different directions he was able to focus on her. She opened her mouth and stuck out her clean tongue, showing that she had swallowed it all.

He gave her a confused and concerned look that only started to register to her once the post-climax sobriety set in and she realized what she had just done. And with whom. She sat up on the edge of the bed and looked away, unable to face him.

Button sat up more slowly and looked over at her. "Why did you... with... in your mouth?"

It was Cream Heart's turn to blush. "I, uh... I just didn't want it to... uh, to make a mess." She said. He seemed unconvinced. "That- that was a, um, an advanced technique. Obviously I don't expect you to do that. To yourself. When you do that yourself. From now on," she said.

"Oh."

"Yeah."

Button looked down at the floor in disappointment. He couldn't imagine anything he'd be able to do that would feel anywhere near as good as that was. He looked at the puddle where she had been kneeling. "What about you?" he asked.

"I just said that I'm not doing that for you again. It was a one-time thing, and we shouldn't have even done that!"

"No, I don't mean you doing it for me. I mean me, doing it for you." He pointed at the puddle.

"No- Nooo!"

"But Mom, it felt so good when you did it for me," he said. "I just want to-"

"Absolutely not!" she snapped "We've already crossed too many boundaries as it is! I am entirely capable of dealing with myself!" He frowned and looked away. "Look, now you know what to do, and what to expect. So any time you get... like that, you can fix it. And I can worry about myself. Like two normal adults."

"Okay..."

The next day, Cream Heart watched the dominant female hyena across the hallway pinning down the submissive male and riding him like he owed her money. She sighed in envy as she rubbed her pussy. If only it were that easy. In the window reflection, she saw her son looking back at her over his shoulder. "Mom?"

Cream paused her clopping. "I told you; you stay in that corner, and I'll stay over here until we're both finished!"

"I just... I want to come over there with you."

"No. You have to deal with it yourself. I am not doing that for you again."

"I know. But I just... I wanted to watch you while I do it."

"NO! We are not going to start..." she held her tongue. "We just need to get through the next week or two until my estrus passes. And then all of this will go away."

Button sulked. "...Okay."

Cream Heart said it as much for her own reassurance as his. The heat was worse than anything she had ever experienced before in her life. She felt like she was burning up, like her whole body was on fire. "Stay over there. I just need a drink of water."

She quickly walked across the room to the drinking fountain. She gulped down water to quench her thirst, but nothing seemed to make her feel better. Before long, she was going to need Button to tie her to the shower pipe before she did something they would both regret. But he was no better off, she realized. If she were tied up, who knows what he might do to her. He could pin her down and have his way with her and she would be helpless to stop him as he ravaged her supple-

Cream realized she was clopping herself silly at the water fountain, and Button was shamelessly watching her clit winking. And she... she... Her legs trembled as she came into her hoof, dripping fresh wetness onto the floor. Button grunted and his flare swelled as he came, arcing his spunk specifically in her direction, though still well out of range.

Cream Heart caught her breath and turned to scold him when she heard a knock on the window. A couple of the bipeds had been watching and one pointed at Button jerking off. The other wrote something down on the clipboard. None of them looked pleased as they stormed off.

"Oh, shit."

"Did we do something wrong?" Button asked.

She tried not to blurt out "A fucking lot!" Instead she tried to stay calm. "I hope not." How much had they seen? They must have seen everything. To have seen a mother behaving that way with her own son? They would likely be separated. At least until the end of her heat. But what if it was forever? "I'm sure it'll be fine."

She couldn't hide that she was worried, and he could tell. But lunch came and went without anything more of it. It seemed that they were worried over nothing.

~

They sat together eating their meal, each taking a break to drink. Button sat back down to finish eating and his erection started to sprout out of his sheath again, standing tall between them. Cream Heart averted her eyes and tried to pretend it wasn't there.

"Should I... try to deal with it?" he asked.

Cream looked at the biped standing guard outside the window and she shook her head. "Not right now. Just try to ignore it." The creature stepped to the side to see past Button's shoulder, at his erection.

Button followed his mother's eyes and looked behind him. It made a note on the clipboard and quickly walked away. "Well, it's gone now. So I guess the coast is clear?" he asked.

Cream opened her mouth to answer, but the door in the back the enclosure opened. Four of the creatures walked in with shock batons. The ponies were both on their hooves at once and they backed away to the opposite corner. "Get behind me, Button!" she commanded. The creature walked towards them. "You're not taking him from me!" she screamed.

She reared up and snarled at them before turning to kick at the nearest one. But they were ready. She got a sharp jab to her flank and a powerful jolt. Her vision flashed white with pain, but she was fueled up on maternal adrenaline. She turned and lunged at another, landing a bite on its arm before she took a second jolt to her neck and chest. Her blood was burning and her eyes were full of fiery wrath, but she still dropped like a sack of potatoes. Even laying on the ground, she kicked at their shins as they stepped over her.

"Mom! MOM!" Button backed into the corner away from the threatening batons. One of the creatures took out a loop of rope and lassoed him to pull him along from the corner.

"Leave him alone! He did nothing wrong!" Cream screamed from the floor, still kicking weakly. Two more creatures brought in a piece of strange-looking furniture. The pair not wrangling Button picked up Cream off the floor.

"Don't hurt my mom!" Button snarled.

They placed Cream on the padded bench on her belly and strapped her to it. She just barely had the strength to turn her head to look behind her. They set the bench at a slight decline so that her hind end was up in the air. They tied her tail and pulled it up and away, completely exposing her privates. Then they pulled Button over to stand behind her.

Cream suddenly felt several fingers slide into her pussy, expertly massaging her g-spot.

"Leave my mom alone!" Button screamed. "Mom! Mom, are you okay!?" He barely got the question out before a bridle was put over his head with a bit strapped into his mouth, preventing him from closing it.

Cream couldn't even think straight as the creature stimulated her with a dexterity that she had never experience before. She felt that familiar pressure building up inside her quickly.

Button struggle against the ropes as her clit started to wink. They shoved him forward, face-first into her pussy and she let out a whorish moan as she squirted into her son's open mouth, filling it until he was forced to swallow. His erection that had retreated out of fear returned with a vengeance. It was so hard that it almost hurt, and the creature stroking his dick to get him even harder didn't help.

They pulled his face away from her pussy and, just as quickly, hoisted him up to lay on top of her. One of the creatures guided his dick forward. He didn't realize what was happening right away, but Cream did as soon as she felt them shove his hips forward, and her son's penis was inside her.

"Button!" she cried.

"I'm sorry!" he slurred through the bit in his mouth. "It's not me!" They pushed his hips forward, sliding his entire shaft inside her, and when their hips met, she let out another throaty moan. "Stop it! You're hurting her!" Button screamed.

But it was entirely to the contrary for Cream, as they put straps around their legs and bodies, binding them together. Her son's length and girth was the perfect fit for her, his tip just barely kissing her cervix. It filled a hole in her, both literally and figuratively, that hadn't been filled properly in years. She cried and Button fought against the restraints even harder. "You're making her cry!" Once they were bound together, the creatures left them there and exited the enclosure, sealing the door behind them.

But Cream Heart wasn't crying from pain. It was from shame. Not in the act itself, but from how much she was enjoying it. The feeling of a stallion inside her at long last. It was what she wanted; what she needed. And not just some random stud out behind a bar. It was somepony that she loved, and whom she knew loved her. She enjoyed it, not in spite of it being her son, but because of it. Denying it to herself for so long, it made her enjoy it more intensely. And she felt ashamed for it.

Button struggled against the bindings, but his legs and upper body were held firmly in place. The only part of him that had any freedom of movement was his hips. But every time he tried to pull back the bands pulled him back forward again, thrusting his dick inside her. "Mom, I'm sorry!"

She shook her head. She wouldn't have him feeling ashamed for this, too. "No, Button. It's okay." She panted. "Just... just keep doing that with your hips!"

"Doesn't it hurt with all that... with me in there?" he asked.

"No, Button! It feels wonderful, please! Keep going! You're making Mommy feel so good! Please don't feel sad!"

Button moved his hips with intention now. "Mom, I... It feels really good for me, too!"

"I know, sweetie!"

"Why didn't we do this sooner?"

Every rational objection flittered through her mind at that question, and there, in that moment, in that place, after everything that had happened... they all rang hollow, even to her. She answered honestly, "I don't know."

"I love you, Mom."

"I love you, too!" Cream moaned as he fucked her faster. Her legs trembled against the restraints and her pussy quivered and squeezed the stallion's dick inside her.

Button felt her vaginal muscles rippling around his dick, as though she was trying to suck him deeper and milk him. "W-whoa! Mom! Did you do that!?"

"Ngh-hnn!" Cream Heart could only moan in confirmation as she started to cum. Her clit winked against her son's balls each time he hilted into her and started making wet slaps as her juices squirted out around his dick. She felt his girth throb even thicker inside her as his tip flared.

"Mom, I... I'm gonna... It's gonna... inside you!"

"Yesss!" she hissed through her teeth.

"M-Mom!" Button moaned before he thrusted forward one final time, pressing his flared tip against the small opening to her womb as his orgasm joined hers. His penis started to twitch and pulse, his coordinated muscles working to pump his virile seed and deliver it as deeply as possible into the fertile mare.

Cream Heart felt her son's hot semen splash against the inside of her uterus. Not just once, but again and again as he flooded her, filling her to the brim. Warm as it was, she could feel it dousing the flames of her heat as his stallion hormones seeped into her bloodstream.

"S-so good!" Button babbled as he pressed his face into the back of her mane, smothering himself in his mother's scent. His hips continued to tremble weakly as he finished cumming.

Cream Heart looked up from the block. Several of the creatures on the other side of the window seemed pleased. They were clapping and shaking each other's hands. With no strength left, she laid her head back down on the block and waited for them to be untied. But soon the waiting game became the sleeping game.

~

Cream Heart woke up some time later in the bed. She wasn't sure if it was even the same day, but whatever sedating effects she had been under were now absent and she roused easily from her sleep without any ache. Not the least of which was the absent ache of her estrus. She moved to sit upright but found that Button was still strapped to her, with his penis still well-lodged balls-deep inside her pussy.

With her hooves freed, she was able to release the simple buckle on the strap and shift herself away. His softened penis slid out of her with a wet plop and a bit of his extra cum spilled out with it. Judging from the bloated feeling sloshing around in her lower belly as she walked, she was reasonably certain where most of the rest of it still was.

She sat on the toilet and relieved her bladder. After it flushed automatically there was no buzzing red X, but instead a green checkmark with a ding sound.

Button blinked awake from his pillow and looked at the display. "What does that mean?" he asked.

Cream Heart shuffled back over to the bed to sit down. She laid back onto her pillow and rubbed her belly with a sigh. "You'll find out soon enough."

Button sat up and looked at his bag next to his side of the bed. Next to his JoyBoy was a new set of batteries. "Mom, look!" He held them up to show her.

"A treat for a job well done, I suppose," she mused.

"Did I?"

She nodded. "You did what they wanted."

"I'm sorry."

"I told you, it's okay," she assured him. "It was what I wanted, too. At least, part of me. But I tried so hard to keep it from happening."

"You said it felt good."

"It did," she said. She couldn't keep the grin from her face. "It really did."

"So why didn't you want to do it?" he asked.

She sighed. "It doesn't matter anymore." She looked over at the batteries. "I guess you can go back to playing your game."

"Yeah." Button put the fresh batteries in the JoyBoy and turned it on. He looked at the game menu for a long minute and then turned it off.

"What's wrong?" she asked.

He looked back over his shoulder with red cheeks at her. "Mom..." He got up and moved across the bed to where she was. She could see that he was hard again. "There's something else I'd rather do again. Can we keep doing it again?" he practically begged.

She smirked. "Of course we can." She started to roll over, but he stopped her.

"No, I... I want to see your face while we do it this time," he said. She laid back down and he moved over her. She looked at his penis, hovering over her at attention and she anxiously waited for him to start. But first, he leaned down and kissed her on the lips.

"What was that for?" she asked.

"Because I love you," he said simply.

"..."

She kissed him back.