Benny stood in front of his couch, staring at Trixie slumped over in a heap with another half-empty bottle of vodka, thankfully bereft of any puke stains.

He wasn't sure how much she actually consumed but he was pretty sure she passed out, given how the credits for what appeared to be The Sorcerer’s Apprentice were scrolling. So, at least the subject matter seemed to fit for the stage magician, but it likely had been less than an hour that she'd been out of it.

“Vinyl… you mind giving me another assist with Trixie again? I can’t blame her for boozing it up, but I’ll get it all straightened out tomorrow.”

Happy to help and finding it funny to see Trixie drunk again, Vinyl lifted the inebriated pony in her aura.

“Back to the wagon?”

While the guest room was originally set aside for her, Benny thought it best to keep her in someplace familiar.

“Yeah, just tuck her in.”

Giggling foolishly, Vinyl trotted off, leaving Benny alone with Octavia, which Benny was glad to have again. Though having Vinyl back would make it better, it wouldn't be long until she was with them again.

“Well, on the bright side, we got the house to ourselves.”

Despite the attempts to reassure her by the other mares earlier, Octavia was only really comfortable being herself with Benny at his house.

“Yes… and I’m glad we have it because I do believe we need to talk.”

Benny tilted his head down to see Octavia taking a seat on the couch, looking both frightened yet ecstatic. With so much going on, he had to question what had her so worked up.

Just as important, what the conversation she was about to start was going to cover, Vinyl returned.

Using her chipper, carefree voice she typically spoke in, she came in to set the pace.

“Yo, hot stuff. Why’d you skip out on all the sexy stuff past basics today? You wouldn’t believe all the crazy stuff your friends have been doing.”

So that was it. They were going to give him “The Talk.” Or at least that’s what he thought until Octavia pulled back on the potential overselling of accusations.

“Oh, do calm down, Vinyl. You’re making it sound like you’re disappointed.”

Considering the escalation of things, Benny could see where this was going. However, once again, he was set off course by Octavia, who was quick to take the proverbial reins.

“Benny, my dear. Don’t be so worried. After everything we’ve heard today, the biggest take away is that we have no idea what we’re doing and that we shouldn’t rush things. We just want to talk about it so-”

“Remember how you said you didn’t want to make any assumptions and walk in to see us kissing?” Vinyl asked with a huge shit-eating grin, immediately cutting Octavia off. “And then that totally happened? I think we're all trying to learn each other’s songs at the same time, but you're not sharing all your sheet music with us."

As clever as that analogy was, Octavia could already see that being taken the wrong way.

"Music references aside, we don’t think you’re ready. Vinyl and I haven't even had the chance to see how we really feel about each other either. Of course, while having a foal out of wedlock doesn't appear to be an issue for any of us, it still seems early to just jump at the opportunity that the others seem reticent on doing."

Ever the more free-spirited of the two, Vinyl flopped on the couch, leaving plenty of space for Benny to join them, then turned to him with a sultry grin.

“Not that we’re against having a smooch or two with you. You said no kisses on the first date. Last night was number two, stud.”

Benny gave an awkward smirk at the close proximity and looked like he was trying to laugh, but Vinyl could see that the joke made him at least a little uncomfortable.

"Don't worry, stud. Me and Tavi can keep each other occupied until you’re ready.”

Octavia's face instantly flushed with red, and her whole body went on high alert.

"Vinyl! We had one kiss, and we still don't…"

One look and Vinyl's grin gave the joke away, replacing the cellist’s embarrassment with flustered annoyance.

"Oh, for the love of… You are simply impossible, but… I am glad you keep me on the tips of my hooves."

With the emergency canceled, Benny decided to join them on the couch. Again, their soft approach, even with Vinyl's smart-ass jokes, Benny went back and forth with what he was doing. At the very least, he was willing to talk it out.

"I guess I should start by asking what else you were informed about and what questions you might have."

Without missing a beat, Vinyl leaned against Benny’s side and made a jerking motion with her hoof over his crotch.

"Yeah. How much does it cost for a money shot?"

Octavia didn’t know whether to laugh or be disgusted as she slapped Vinyl’s hoof away from Benny and shouted, “Vinyl!”

Surprisingly, Benny was cracking up at the joke, earning a look of surprise from the pair..

“Oh, Jesus. You two are a fucking riot.”

He took another moment to get the laughing out of his system. That took about the same amount of time as it did for Vinyl to stop.

Poor Octavia had turned away and covered her muzzle behind her hoof, not very effectively hiding her blush or her embarrassed laughter.

Benny had to appreciate what a great combo those two made. Certainly helped defuse any awkwardness he was feeling.

“Well, I’m not sure who told you what a money shot is, but if that’s what you want… I’d charge ya about Free… Free-Fiddy.”

Happy to hear her stud willing to joke along, Vinyl finally had a serious question.

“Alright-Alright-Alright. So what’s up with the girls all going crazy about how good a stallion’s cum is? I mean, we were told that you colts will just spray that stuff anywhere or have your mares swallow it. Isn’t the whole point of it to get the mare pregnant, or is it just because you human stallions can’t knock us up?”

Perhaps a bit in-depth with their questions, but at least this they were real questions he could answer.

“Okay, so, I don’t claim to know too much about how the mares with my friends… Gah… I kinda wish I didn’t know that now. Anyway. The whole thing about a guy blowing his load on a girl’s face or chest is just a visual thing, more show than anything else. As for swallowing it… Are you sure you want me to really talk about this?”

Before Vinyl could attempt another joke, Octavia made the call to reason.

“I believe we’re past the point of revulsion and disbelief. Mainly because of Starlight and her marefriends. Though Pinkie also informed us of some more interesting acts as well, but mainly it was Oven Fresh with some of the mares Peter is with. Even Princess Twilight appeared to confirm many of the claims we were skeptical about from what she’s experienced. That and Fluttershy and Rarity are just as interested in each other romantically as Vinyl and I. So even if our anatomy is different from yours, it sounds as if much of the options for Vinyl and I are limited to similar oral methods. That is, of course, if the two of us were to ever attempt such an act, swallowing would be inevitable.”

Vinyl nodded along, though her sense of humor seemed to have parted ways, revealing her actual confusion on the matter, even going so far as to get her shades pulled up.

“Yeah… just being real with you, Benny. Even though they make it sound fun, we just don’t understand how it works. Do you have any experience with any of this sex stuff? Not with ponies, obviously, but with yoo-ooooouuuuuu…”

It was in all likelihood an accident, but Vinyl nearly slipped up and asked Benny about his ex.

Sadly, even stopping short, he knew what she was going to ask.

So… If getting over his past was supposed to help him be the better person he needed to be here, he might as well open up. Starting in a calm neutral tone.

“Yes, I did have sex with my ex… Like… a lot. And yes, we did just about everything beyond the basics that I’m sure the other girls told you about tonight. And yes, we both enjoyed it. All of it.”

Despite the expected fallout, that didn’t seem to sting at all—mostly because neither of the two mares seemed to judge him over it. Either way, progress is progress.

“I was with maybe all of three girls after that. I wasn’t in a good mental place back then, so I didn’t even really enjoy it." He turned with a grin at Octavia. "And honestly, I enjoyed that kiss I gave you this morning more than I did any of my time with the last three girls I've been with."

“Wait-What?!” Vinyl called out, red eyes rapidly switching between the two. “Benny kissed you before I did? What the fuck?”

Benny mentally facepalmed over that reaction and his phrasing.

“I gave her a kiss on the forehead. You kissed her on the lips. So technically, you kissed my marefriend before she was also your marefriend.”

“Oh,” Vinyl said, clearly embarrassed for being in the wrong. “Well, that’s my bad, stud. But if it makes you feel any better, she’s a good kisser. So you got that to look forward to.”

Taking another good look at Benny and his goofy smirk, Vinyl thought it was high time to collect on that post-second-date kiss.

"Hey, still being serious here. I'm pretty sure that dinner we just had counts as a third date. Would it be pushing it if I asked for my first kiss?"

That was fair… sort of. It wasn't like he actually owed her a kiss, but he didn't have a reason for holding back.

Thinking about it again, why not capitalize on it?

"How about a kiss good night?"

Before even saying that, Benny knew how quick Vinyl could be with a comeback and rose his finger out in front of her to prevent one. At the same time, he was growing curious himself over what all the fuss was about.

"Would it be too forward if I invited you both to my room for the night? At the very least, to get that goodnight kiss."

Octavia, suddenly bashful again, felt her heart race as she tried to maintain eye contact. And naturally wasn’t doing an especially good job at it.

"I… would. Vinyl?"

With the dual invitation set, Vinyl couldn't resist or stop herself from cracking wise.

"Sure. We fucking tonight?"

Expecting such a response, Benny laughed, knowing her sense of humor well enough by now.

"You’ll get a kiss at the very least. What you two do after that, that's on you. But, just give me a minute to change and clean up a bit."

No sooner after Benny was out of sight, Octavia approached Vinyl with her conflicting thoughts and more than a little anger.

"What were you thinking? What if he said yes? We're not ready for sex. We don’t even know how to perform it."

Still looking confident, Vinyl lifted her shades, looking Octavia directly in the eyes, half-mocking, half asking for clarification.

"We're not, as in me and you, you and Benny, or all three of us?"

If Vinyl wasn't going to make this easy, Octavia wasn't either. So, instead of answering the question, Octavia stepped off the couch, walked up to Vinyl, reached up with a forehoof, and pulled the wisecracking DJ into a kiss.

Vinyl wasn't expecting her mare to be so forward, and when the kiss was over, she was doubly surprised to see the smirk Octavia was giving her.

"How about we see what Benny wants to do, first. After that…"

Without finishing her proposal, Octavia turned and headed for the stairs.

"Come along, would you. I doubt Benny will need much time to prepare."

Vinyl was left stunned by the possibilities left open by Octavia walking away with what she was open to by not saying it.

"Ta… Tavi? Wait! You didn't tell me what you want to do!"

Already halfway up the stairs, Octavia simply continued her strut up the steps, swiping her tail side to side, flashing her musical counterpart what the other mares had emphasized so much admiration towards.

For Vinyl, it could have been a tease or simply a joke. If it was something more serious, she didn't know how ready she was herself but didn't want to pass up what all the others were boasting about. And Octavia wasn’t known for her jokes. Certainly not practical ones.

"Hey! That's not funny! I thought you said you wanted to… Tavi!?"

Standing In front of his queen-sized bed, wearing only a thin pair of basketball shorts, Benny was unfolding a new sheet over the fitted one. Having pulled out his fine Egyptian Cotton sheets, he was hoping to impress his mares.

Entering the room from behind, Octavia took in the sight of seeing Benny with so little clothing.
While she could’ve taken a page out of Vinyl’s book and said something clever, she opted to keep things casual and not spoil the mood.

"Could I lend a hoof?"

Hearing her voice and curious as to her reaction, Benny casually turned, bringing his shoulders back and letting his chest stick out just a bit more than normal.

Even though he'd been out of the navy for a few years and lacked a movie star physique, his basic routine had kept him in very good shape. Needless to say, the sight was appreciated.

Octavia was about to comment as much but was distracted by the thud of Vinyl tripping over her own hooves and bouncing her head off the door frame.

"Ow! Damnit!"

No sooner had she finished her cursing and held her head did she snap back to trying to look cool and leaned against the door frame as if nothing had happened.

"Sup, stud? Looking good."

While the gentleman thing to do would be to ignore the fuckup and counter with something equally gratifying, he figured she could take a joke.

"So… do you walk very often, or did the stairs and carpet floors throw you off, err...?"

Thankfully in good spirits about it, Vinyl could take a little shade. Fitting, given her preferred eyewear.

"Nah. The walking is nothing new. I’m just too focused on what I'm looking at."

Ready to turn the tables again, Vinyl lifted her shades, eyeing Benny up and down as she strolled up and brushed her tail up under Octavia's, making the unexpecting mare freeze in place.

"You both got me tripping."

That was a good save, and Benny chuckled, ready to give her some props.

"Alright. Any more cheese from you, and you'll be sleeping on a cracker tonight."

They shared a short laugh, but after Benny threw the blanket over the bed and the lights were turned off, it was time to get settled in for the night.

As one would expect, Benny laid in the center of the bed while each of his mares took to their own side. Octavia on his left, Vinyl on his right.

As they got comfy, Benny started the first bedtime conversation. Though it was strange, they both kept a conservative amount of distance from him. He had to wonder if something changed.

"Okay. So you two are now an item along with me. What… Does this change anything between any of us?"

Hoping to be the first to respond, Vinyl quickly answered.

"I don't think so… other than me being a little jelly that you get to be in the middle. But, hey. It's your bed, and… Were you serious about that goodnight kiss?"

"Good question," Benny jested, still trying to have a little fun with the two. "Not sure how I'm gonna do that when the only girls I'm with are so far away from me."

Taking the hint, both mares scooted in more, but both seemed a little nervous about getting too close.

It was leaving Octavia conflicted on what she should be aiming for, even if the humor wasn't lost on her, which caused a quiet laugh to spill out over his chest.

"Look, stud," Vinyl answered. "Between you and Tavi dropping hints like I drop beats, I'm not sure who I should be sleeping closer to tonight. Just be cool and tell me what you want, and I'll meet ya halfway."

Thinking about it, he didn’t really know how to answer. All he could think of was different jokes to make to help defuse the tension the same way he did at the spa.

In some ways, that was better than shutting down, but it wouldn’t help any of them. The constant teasing and misdirection could easily become a problem if he allowed himself to continue going on like that. Might as well be honest.

“I don’t really know what I want,” he finally admitted. “I know what I wanted before is probably impossible. I even thought I had this whole thing figured out with how to trick fate into giving me a pass so I could float my way through this world and go home… Now I have both of you, and I don’t know how to make myself move past this part with us.”

Octavia listened closely to what he had to say, which was mostly a lot of the same, other than him realizing he’d come to a crossroads. He wasn’t sad or troubled by his position, sounding more like he hit a flat note with no clear emotion behind his thoughts.

He really was lost, and she wanted to help guide him back on track.

“Benny, you did say that we were free to express ourselves any way we wished to while we’re here. And while that was directed at me to understand how Vinyl and I felt about each other, I’d hope you’d reciprocate with how you feel about us.”

If that was the new discussion to have, Vinyl could tell it wasn’t going to be over soon and decided to turn upright and sit on her haunches.

“Alright, stud. Let’s hear it. Hot or cold, you’ve got two great mares in bed with you, and we’re both hoping for at least a little physical attention. Even if just the good night kiss, we gotta know where our limits are. Tavi at least flashed me that lickable, stickable spot under her tail-"

"Vinyl!" Octavia shouted out of embarrassment, covering the aforementioned spot with her tail, but Vinyl wasn't slowing down, despite her chipper demeanor.

"Cool it, Tavi. It's nothing to be embarrassed about. Everypony has a body. You seen one, you seen'em all… Except you, dude. Your body is way different, but that’s not the point or even important if you're not going to share it with us. And I don't know about Tavi, but being this close, I'm curious, but I also don't want to take things too far and have you mad at either of us."

Getting closer to extending her olive branch, she turned to Octavia. What little light remained in the room revealed that mare to be waiting on the edge of her seat to see what Vinyl would say next.

"Tavi, homegirl, baby, my porcelain doll-faced sweetheart. I enjoyed our first kiss, even though it was interrupted, and at least while we're here and you're confident with it, I'd welcome another one anytime. As for all the new stuff Starlight and the other girls talked about. Whatever you wanna try, I'll give it a whirl."

Running on her last fumes of confidence, Vinyl turned her attention to Benny again.

"Same goes for you, stud. Also, any of the hand stuff sounds good to me. As for anything with your stallion parts… maybe some mouth stuff, but I'm taking Starlight’s advice on holding off on the rut. Too painful."

Well, Vinyl certainly was blunt and to the point. Yet, that did clear up any ambiguity. Certainly, more than Octavia had done.

Octavia forcefully cleared her throat as she sat up.

"Ahem. Vinyl, our first kiss was a welcomed surprise. One I would like to return the favor of. As for what the others spoke of… I suppose if we are here and have our privacy, I would be willing to see how we can go about slowly furthering our relationship."

She made a slow turn to Benny. He looked to be on alert, though likely trying not to spook her or Vinyl by the looks of it as he sat between them.

"Benny… I… Well… everything Vinyl said she would do, I feel the same. But only when you're ready. Though, even if we don't kiss for a while, I'll simply say that I love the feeling of being in your arms. So… if that’s ever not too much trouble…"

So… Here Benny was. Now seeing that he was not much different from Cerb after all, now that he realized where he was positioned.

Two mares in love with each other, trying their best to take their time with him while wanting to be closer to him. Only instead of a tent, they were sharing his bed. The acceptance may have come heavy-handedly, but that was what he needed, just like with Cerb. Only this time, it was one friend offering advice and clarity of their situation and another pony forcing him to open up and try to move onto something better.

All things considered, he was ready to accept their help to figure out how to move forward.

"I like having you both with me. Sitting next to each other, especially on the couch watching movies… I've missed that. Now in bed together… I'm mixed between thinking we might be going too fast and me wanting to see how good it would be to have a sex life again. I… guess I'm curious, too."

Vinyl could see him struggling, much like Octavia had with many things that kept her grounded and single in Ponyville. Thus already well versed in what such behavior resulted in, she decided to help give Benny the push he needed.

"Benny, if you really are curious like me but nervous like Tavi, I can make the first move if that'll make it easier. But if you need more time, I'll always be ready for you."

Now, after giving Benny the space he needed on top of the open invitation, she turned her attention back to Octavia.

"In the meantime, how about we try to see what all the fuss is about with this mare on mare loving that goes beyond a kiss? Maybe even BenBen can give us some pointers."

Octavia remembered Rarity saying that having a human stallion made the experience better while with a mare, or the other way around. Either way, if what they spoke about really was so good that others could try to sabotage their relationship to steal their human away, it had to be worth trying. At the very least, it would make her relationship with Vinyl stronger and maybe even help Benny want to be closer with both of them.

“You don’t mind, do you, Benny?”

For the first time in his life, Benny was asked by two females to watch them fool around and give pointers. All of which came after welcoming him to their bodies just short of taking their virginity.

Of course, they were ponies, the only females he had available to him, and he was still on the fence about joining them.

However, he knew he was the last guy to cross that bridge, and the rest of the guys were already setting up for the long haul there. He'd have to join them eventually if he didn't want to go stag for the rest of his life.

"I might be able to help," he answered, with minimal reservations, causing the mares to perk up.

With the stage set, the audience in attendance, and Vinyl’s mare insight, she leaned forward and planted her lips to Octavia’s.

It was better than earlier that day. They were free of judgment and held no fear of being caught in the act. She could enjoy sharing this with a mare, in spite of being young and fertile. It was what her heart wanted and was better than any daydream she had secretly held from the world. It didn’t matter that her Tavi wasn’t a stallion. They had always been a perfect match.

Octavia fearlessly held her lips to Vinyl’s. Even if there was a small group in town who brazenly shared their emotions for each other, here with Benny, there were no rules that bound her. Vinyl had always been her opposite. Brash, largely anti-social, but always outspoken when she chose to speak. So much braver than her, adventurous, carefree, and secretly wanted her as well. Knowing they’re passions were shared for one another and willing to love her was exhilarating.

Even if they were doing it behind closed doors, it was like spitting in the face of the world that would tell them no. This was her new symphony, their song to sing. Together, no pony could tell them they were wrong. The lyrics were whatever they wanted them to be.

Now, wanting more of their music to be heard, Octavia reached out and held Vinyl’s face, holding her like a precious instrument. Their unbridled passion finally being played for their one stallion audience.

Benny observed silently, the faint light from the moon outside masking much of the details, but as his eyes continued to adjust, he wasn’t turned off by what he saw. He'd seen this before with fellow shipmates over the years, though perhaps not as delicately as these two demonstrated. They were in love, though it was like two timid teenagers testing the waters. Actually, the more human their display of affection made them, the more arousing their proposition appeared to be.

They were both beautiful, with near-flawless features. Their personalities were warm and calming, and he enjoyed every bit of contact they shared. But if they were exploring each other, maybe Cerb had the right idea with his two devoted mares. So, maybe a little more self-indulgence wouldn't hurt.

"You should try opening your mouths a little and softly massaging each other's tongues."

Vinyl opened one eye, and with a grin, winked once before closing her eyes to do just that.

The girls before had mentioned these kinds of kisses, and they had briefly seen a few examples here and there but given it much attention. Benny had occupied most of their attention. Then again, there were many upon him that night.

Octavia started first, first only gliding far enough to reach her mare's uncharacteristically shy approach, and darted back. The feeling was curiously unfamiliar but pleasant enough to try again. This time when their tongues met, Octavia followed Vinyl's back, encouraging her partner to equally return the gesture.

They had pushed past their previous known limits of showing affection, sparking a soft but subtle moan between the two. It was certainly better than any normal kiss.

These humans really knew how to make loving each other better than they could have imagined. Though if they wanted to continue to explore, it was time for Octavia to be brave. Thus, she ended the kiss.

"Well… that was certainly better than I had hoped for. Why don't we pick up the tempo?"

Vinyl stared at Octavia's flirty grin, not expecting her to move so quickly into doing more, but she had already committed to accepting the invite.

The hesitation was noticed, but Octavia wasn't about to lose the melody and crawled closer, taking her mare's hoof in her fetlock. In a slow, fluid motion, she brought the hoof between her legs, letting her partner’s frogs press against her mound.

It was such a strange thing to do, yet the fact they were doing it seemed to install a stronger form of trust. Even still, the fact Octavia was allowing her to touch her most private places was ludicrous enough to make Vinyl giggle with her usual smug smirk.

“This is so crazy. Does that feel nice, though, Tavi, babe?”

After all the concerns of losing Benny that day, followed by the build-up of sharing this moment, Octavia was hesitant to say.

“I… think we’re doing it wrong.”

Confused, Vinyl immediately pulled her hoof back and lit up her horn enough to examine it. Her confusion giving way to frustration.

“What the buck? Why aren’t you doing all that moaning or… You’re not even wet. Wait? Shouldn’t I be wet for this? I didn't even get an ear twitch. That's still a thing, right?"

Needless to say, Benny was baffled by the claim that they could fuck up rubbing each other off. Sure they were total amateurs to this sort of thing, but this was like the easiest way to arouse someone.

"Hold on. Are either of you actually in the mood for this?"

Thinking that Benny doubted them, Octavia quickly tried to defend herself.

"I might not have the twitching ears, but I would like to give this a try."

That was the second time that came up, and Benny had to know what they were referencing.

"What do you mean, twitchy ear thing? What's that have to do with this?"

Vinyl answered but had a little laugh in her voice with it, clear amusement in her tone.

"Yeah, so apparently all the girls that have been doing the sex all get twitchy ears when they’re feeling seriously horny. We haven't had that yet."

That was odd, but who was he to question it, not like he was an expert on pony anatomy. Then again, maybe hooves simply weren't enough for them to get the job done. Guess fingers really were a major gamechanger.

"Well, I can't say I've ever heard of that, but maybe using your hands-I mean hooves, isn’t her thing. Some girls don’t get off from certain types of stimulation or rubbing.”

Again, Octavia didn’t want to be the one to disappoint. Not that she hadn’t enjoyed the experience for what it was, but Benny was right about a hoof just not doing it for her. If that was the case, she wasn’t going to bother seeing if Vinyl was just as nonresponsive to the same methods.

Then again, given said pony’s own lively lifestyle, it was a safe assumption.

"Vinyl, dear. Let's try something else. How about you turn around so we can try that thing Cream Heart and Cheerilee said they did today."

While they had little time to chat with Starlight during the post-dinner cocktail hour, after hearing how excited Chris got from watching Starlight and Prim Posy do something similar, Vinyl thought this had to get Benny more involved. At the very least, it would do more than her hoof did for Octavia, inspiring Vinyl to stand up and turn herself around.

With the lights still off and Benny’s eyes already readjusted, once Vinyl lifted her tail, he knew what was about to happen. Granted, there wasn’t much else it could have been, Octavia was still pleased with herself to see Benny’s attention focused on them.

"I'm sure this will do the trick, but any help you want to offer will be more than welcomed, Benny."

Swallowing her fears, Octavia looked upon the part of Vinyl that would have revolted her only yesterday with an earnest mindset. The kissing worked well, but the hoof work fell flat, so this had to work.

To prove it, she held Vinyl by her flanks, pushed her muzzle beyond the tail, and slowly took her first taste of Vinyl’s ivory slit.

It was clean, fresh, a simple flavor of sleek skin and a subtle sweetness to the taste, nothing at all like the horrors she would have imagined before today. Her first brazen attempt to pleasure her mare was greeted with a flinch, snort, and a giggle from Vinyl.

“Hey, that tickles a little. I think you’re supposed to go deeper, Tavi.”

Not exactly the encouragement she needed, but it was better than the nothing a hoof provided. Still, she was determined and pressed her lips against Vinyl’s perfectly white exposed mound and forced her tongue into the pink center. The sweet taste that was treated to her tongue grew richer with a pleasant tart mixing in.

While not as mutually involved as a kiss, it seemed enjoyable. Certainly, an odd way to show a mare you loved them, but it without a doubt showed commitment. Each lap helped to build up her confidence that they were making the most of their time together, building new bonds in ways only a brave few others had attempted.

Her adamant pursuit had passed their first minute of the experiment in with each other and had finally drawn a powerful response from Vinyl.

“Uhh… I think we’re still doing something wrong, Tav.”

Powerful didn't necessarily mean powerfully good, which left Benny extremely discombobulated. Were they just teasing him and goofing off, or were both of them simply incapable of pleasing each other?

“So, are you completely sure you’re both in the mood for this? If not, I get it, but you shouldn’t have to force yourself to do this if you’re not really into it.”

Now embarrassed/frustrated, Octavia released Vinyl and started to question everything she was told that day.

“We thought we were, but for the life of me, I can’t understand what we’re doing wrong. Mayor Mare spoke so vehemently about how she enjoyed Sniff treating her like this, and Lyra was equally as passionate about such methods. It was the same for all the others. Even Fluttershy and Rarity admitted to positively reveling in their time together. Albeit, rather vaguely but… Is there something wrong with us?”

Judging by their responses, both in service of each other, as well as their questions of inadequacy, Benny figured they must have been going too soft on each other. Although, watching them had turned him on, as odd as that even seemed for him.

At this point, though, it had been eleven straight days of not being able to jerk it, and the possibility of at least a blow job had his interest vested on them turning their attention to them sound desirable.

Who knows, maybe it was just the push they needed.

“Girls, I’m sorry for not getting more interested earlier, but I am now."

Even if they were zero for two with their attempts to stimulate each other, they at least got Benny in the mood, so it was still a victory. At least enough to let Vinyl make the next advance.

"Oh, are you now?"

And it was then that Benny realized just how blunt he was being. That turned out to be because of how drawn into the two mares he was. He couldn’t believe what he was even thinking now.

"I never really got a good look at them before, but even in the dark, that is one smooth looking pussy. And that ass is just perfect. I can’t believe how good they look. I can’t believe how much this is turning me on."

Seeing they had Benny’s attention, Octavia brushed Vinyl’s tail to the side and zeroed in on her target.

The pure white smooth skin of Vinyl’s marehood was presented free of obstruction from Benny. There was some aesthetic beauty to behold, though, given their lackluster experience, Octavia still didn’t see the appeal. She only hoped that the oral affection she was about to attempt to deliver was at least close to being as appeasing for their observer.

Keeping as much of her eloquent demeanor viable as she could, she slowly parted the divide in front of her and gently sampled the forbidden succulence once more.

Taking more time to appreciate her mare, she noticed notes of the subtle sweetness like a melon infused tonic, but still with the hints of something tart she couldn’t place and another that was almost metallic. Overall, more flavorful than a kiss, and she welcomed herself to another taste.

"Yo, Benny," Vinyl abruptly spoke up in the midst of Octavia getting more acquainted with her inner folds. "You got any techniques you can teach Tavi? I'm not feeling anything special."

Shocked, Octavia stopped mid-lick, her tongue still extended, then pulled back.

"What? But… Nothing? Really? I thought if I just gave it a little more effort..."

With her backside unattended, Vinyl turned to face Benny and took a seat.

"This isn't some big joke, is it? Cuz I gotta tell ya, if it is, it's probably gonna start a fight."

There was no way this was happening. It couldn't be. Was the trick being played on him?

"No. Are you two messing with me? Because if you are, that's probably the best dick tease I've ever seen. I’d even laugh if I wasn't so hard right now."

That sounded legit, as far as Vinyl could tell. Maybe all they really needed was some help.

"Okay-Okay. If nopony is pranking anypony, what are we doing wrong? Help us out here, stud. Did we even kiss the right way? Because so far, that's been the best part."

Well, fuck it. Benny had to start somewhere.

"What I saw looked good. How about you show me what ya got?" He requested with a smirk, even though internally he was feeling ever so nervous about how things would progress.

It was about time things got serious, and Vinyl was ready to get a little more acquainted with her human.

"Pucker up, stud. Let's see if your lips are as good as your hands."

Vinyl stood up, quite confidently, and strolled up to Benny.

Without hesitation, she planted her lips to his and instantly felt something immaculate. The exhilarating rush exciting her to the core had her push in harder and wrap her forelegs around him as she opened her mouth.

This was what the girls had spoken about, and as her tongues met Benny’s, there was no going back. What she felt was better than music, but this wasn't supposed to be strictly a duo.

"Wow!" She blurted out as she forced herself away from Benny. "That! Tavi! I don’t know what we were doing wrong, but Benny’s got it."

Benny fell back slightly, thinking something wrong happened. Even if Vinyl was clearly elated from the kiss, the reaction was too drastically different from what he saw only moments ago.

"Wait? What happened?"

Vinyl, however, ignored the question and fell back on her haunches, gleefully giddy at her discovery.

"Tavi, babe. It's his hands on you times ah-hundred. Whatever he's doing… Tavi, you gotta kiss this stallion. You won't believe it."

Any arousal he’d been feeling was gone as Benny now needed a moment to get his bearings straight. The early departure from Vinyl didn't match what she was saying.

"Woah. Slow down a moment. What's going on? What happened?"

Still on a high from her discovery, Vinyl spoke to clarify with all the joy of a child on Christmas… or Hearth’s Warming since this was Equestria.

"Benny, my boy. That kiss… Oh, my Celestia. Your hands on us feel amazing, but that kiss… Buck it, Tavi, if you don't get up in there, I'm gonna hog him all night and… Ugh! The tongue stuff. We gotta try that tonight. Can we?"

So, it was, in fact, a positive experience, as Benny began to understand it. Perhaps he didn't fully appreciate what his magic hands and everything about his physiology were capable of. Maybe that was all the more reason to take things further.

Granted a part of him did want to explore this odd phenomenon… but he could save that for another time. Preferably when Chris could provide some briny insight.

"Tavi? If you're still up for this, I'm ready to show you what we can do."

Octavia was slightly taken back by her mare’s over the top response but was more than willing to accept Benny’s invitation. Although there was one consideration she had to extend first.

"You don't need me to wash up or… After what I just did with-"

"I honestly don't mind," Benny quickly answered. "It's been too long since I last had sex, and you are the only two I want to do it with. Hell, I'll settle for a blowjob tonight, but if we're gonna do this, we might as well get used to it."

With that statement made, Octavia crept closer, still trying to take things slow, but was pulled closer by Benny. In an instant, she was now face to face with him, mere inches away from the kiss she was looking forward to all day.

"I've never been with two girls before,” Benny spoke with his anticipation rising. “So this is a whole nother first for me, but we'll make it work."

That was more than Octavia needed to hear and gently pressed her lips to Benny’s, and suddenly Vinyl’s reaction made sense.

It was as if her lips were awakened. The feeling of skin on skin was amplified to a new level of awareness. Even the taste of him invading her mouth was a symphony of comprehension she never knew, and she pressed further for more of him.

Kissing a pony was unlike anything Benny had before. The softness of their lips and tongue, as well as being larger than a human’s, was exhilarating how it massaged his.

He brought his hands up onto her shoulders, feeling her up and coaxing her closer. His hand ventured farther as she drove further, draping her fetlocks over his shoulders and around his neck as his hands found their way past her barrel.

Every caress under his hands brought her down on top of him, forcing Benny down on his back with Octavia laying on top, trapping his right arm between them. His earthy scent grew more robust with a flare of sea salt nearly burning through her lungs, energizing her desires.

As her body grew electric from their growing tussles, a new urge was coming to life inside. It was growing stronger the closer Benny’s hand ventured between her legs, but their position wouldn't allow for it.

"Woah-Woah-Woah, you two," Vinyl quickly interrupted. "Don't leave me hanging over here."

Of course, Benny hadn’t forgotten. They had barely even started. Also, having never been in a three-way before, let alone with ponies, his mind scrambled for what to do as he broke free from Octavia’s lips.

"Shit, that's my bad."

Octavia sat up, straddling Benny’s crotch, finally feeling the erection waiting for her underneath for the first time.

"Benny, dear. How do you make everything feel so… Why… I can't even think of a word for it."

She looked down at his crotch with a swirl of unfamiliar thoughts. All of them were of what the girls mentioned, but all of them sounded positively appealing. It was no wonder she found herself starting to rock her hips against him. Everything felt so unreal, and suddenly their slow pace felt as if it were a hindrance to her growing desires.

"And when do these come off?"

Vinyl strolled up next to Octavia, barely able to block out the bulge beneath his pants.

"Yeah. Why’re you still wearing those? I know you all look different down there, but with a kiss like that, I can only imagine what a rut is gonna be like."

If a rut was what they wanted, Benny knew that sex was still a ways off, but he could compensate.

"It's going to be a minute before we can get that far, but these are coming off."

Eager to see what lay hidden under Benny’s shorts, Octavia slid off to the side, though Benny was struggling with a game plan.

Both of his first kisses with them had been wonderful, and even if he had been able to taste any bit of Vinyl on Octavia's lips, there were no off-putting odors or tastes. He was going to have to play it by ear. Or at least he would have if Octavia hadn’t spoken up with her own idea.

"Would it be acceptable if I took my spot on your lap again while you and Vinyl got back to kissing?"

Thank God for their curious nature. It surprisingly made things so much easier.

"We can do that," Benny answered thankfully.

As Vinyl walked closer, he felt two soft pads run up the length of his shaft. Octavia had taken to inspecting his member. Before he could give any feedback on how nice it felt, Vinyl already had her lips pressing into his.

Reasoning that the inspection wouldn't last long and she’d figure out what to do, he focused his attention on Vinyl.

She was as passionate and involved as before, only now he was essentially trapped under both mares. Unfettered by his position and feeling over Vinyl’s neck and chest, he had a passing thought of how out of character their behaviors were.

Granted, even if he knew he wasn't an expert on the mentalities of what amounted to two background characters who owed most of their personalities to fan works, he put aside those thoughts when he felt his Octavia mount his hips again.

Maybe these were the kinds of things that happened off-screen, or he was helping them learn to open up to new experiences? Whatever this was, for him, it was a guilty indulgence he was too horny to turn down.

Before taking her seat, Octavia remembered how so many of the girls earlier raved about how a human’s cock felt. Touching it, sucking it, the feeling of it pressing into them rivaled or surpassed oral, depending on the mare. On all accounts, it was a must-try and came highly recommended for a starter.

She had felt it over. The smooth skin felt better on her hoof than even the finest of bows or polished instruments. The more she touched him, the stronger her urge to rut became. It was a side of herself she never even knew existed. Now feeling his mass against her, the warnings of not trying to force a rut sounded as appealing as cutting the strings on her cello.

Even if she wasn’t able to bear a foal or had even married him, she wanted to feel him inside her. The thought of him thrusting and releasing his seed inside to start a family was making her wet.

Was it the thought of a rut or a human’s act of fucking that got her heating up and steadily coating both of them with her lustful fluids? Maybe it was knowing how close she was to having her virginity taken like a mother to be? It wasn’t just her, either. The moonlight shining in revealed Benny’s hand, curling up under the moaning unicorn into the glistening white mounds of Vinyl’s virgin folds being parted.

“Uhh!” Vinyl cried out as she threw her head back. “Just put it in already."

Benny answered her plea and began to probe his finger deeper, sliding it back and forth, careful to gather more lubrication on each advance. He found it remarkable how quickly each mare's moans and arousal grew by the second. The power of hands had been grossly underestimated.

With every push deeper Vinyl felt herself being invaded, she would spread her legs wider and lower her haunches further. When she felt his palm meet her mound, she forced herself down to the mattress, sitting firmly on his hand.

She held herself there, just basking in the glow spreading throughout her body as her sweet perfume emanated into the room.

"Ugh! How did Starlight manage a rut? Oh, fuck, your hands…"

Octavia, still grinding against Benny’s cock was of a different mindset.

"When can we tuh-uh-try that? I want that."

Unprepared, all those wonderful feelings radiated up and burst with a new pinnacle of sensations that shattered the rest. Her forelegs locked up, and her rear legs shook as her first orgasm left her gasping through the inner convulsions begging her to fully consummate this union.

Unprepared, she let the feeling overtake her. Her mouth agape, eyes clenched shut, and the trails of her climax covering more of Benny. It was beyond exquisite, leaving her longing for further demonstrations of euphoria.

"That was… divine," she finally mustered the strength to say as her climax began to wain.

Next to her, Vinyl felt her muscle flex a ring around Benny’s finger and attempt to pull him in deeper. With the tightening grip, she raised her hips as she placed a forehoof on Benny’s arm to hold him still.

Only rising as far as the first knuckle, her inner walls squeezed again, making her drop down. It wasn't exactly how the other girls said to do it, but she couldn’t help but do what only felt natural. So again she rose up, dropping only when she felt her body tighten.

Over and over, she increased her speed while Octavia's moans grew louder, incredulously accepting the sensations he was giving her. She looked down at his face, seeing he was enjoying himself.

Feeling her use his hand as she was, was as close to a rut as she could get, only intensifying her impulses for the real thing.

"Ugh! This feels crazy-good. How d-uh! Ugh! Tavi? How do you know when-nnn yer about'uh-"

Even faster than Octavia Vinyl slammed her pussy down on Benny’s hand as she achieved what she was asking for. Her inner walls violently squeezed down and stroked over the digit buried deep inside.

She grunted with heavy groans while Benny began to see how in over his head he was. He had flipped the switch inside them. Their fevered visual semblance of lust was unavoidably recognizable as any woman he’d seen wear it.

He knew If he wasn’t careful, he was going to wear them out before he got his. And there was no way he was being left with blue balls tonight.

“Okay. I think we need to switch things up before you both get carried away.”

On his lap, Octavia was getting more in tune with her body and working the head of Benny’s cock over her clit. She had heard Benny’s request but didn’t stop until the last few moments of grinding triggered another orgasm, stronger than the last, making her call out in a long deep whine.

Benny held his free hand over her hip. Even her sex noises were a seductive melody all their own.

At the same time, Vinyl intended to keep going. However, as soon as she lifted herself up to start again, Benny quickly snaked his hand free from under her hold, and she pounced on it.

"Woah! Hold up. Can't we keep doing this for a while?"

In for a penny, in for a pound, but Benny was going to take control of this situation.

"I figured you two would like to swap to something better. Don't you?"

The two mares turned to each other, both curious to see how the other's option would fare.

With little to no chatter, the two went to change spots, but Benny quickly altered the plans yet again.

“Hold up. Let’s change things up a bit.”

Instead of just swapping positions, Benny had Vinyl lay on her back in front of him, while Octavia laid belly down next to Vinyl. This made it easier as he positioned himself between Vinyl’s legs with his left hand while he angled his hardon down to her wet slit. With his right hand, he reached down behind Octavia and found her waiting center.

"We can try this out, then try something else you want."

Octavia looked over her shoulder with a sultry smile, humming her approval. Next to her, Vinyl lifted her legs, giving Benny a better angle and another option.

"Your finger was surprisingly big, but I want to try rutting if you're up for it."

Hearing that was now on the table, Octavia didn’t want to let the gratification only go one way.

"Benny, dear. We still have to do something for you, so don’t leave us too tired to return the favor."

That was a good suggestion, but Benny wasn’t exactly given a good timeline to work with from what he’d been told.

"We'll make it work."

Ready to get started again, Benny pressed his middle finger into Octavia. Unlike when starting with Vinyl, she was sopping wet, so there was no need for working his way in.

Vinyl, now was just as wet from moments earlier, and she joined in her mare's quiet moans as Benny pressed the length of his cock between her folds. It wasn't exactly like being fingered, but just like Octavia's expression signified, it was a different kind of amazing.

Kneeling with his legs spread far apart, Benny kept his thumb pressing his stiff rod against the horny mare. The long strides against her were devilishly tempting him to go in all the way. To finally feel a woman's welcoming silk sleeve, wanting him to take her, there was more than enough room for at least some compromise.

After going for almost five minutes and giving the amount of big O's his mares had, a little escalation was warranted.

Taking another stride down, he pressed his tip into her canal. A subtle thrusting upwards let him know he hadn't gone too far.

Taking a slide back up caused another thrust, making the more primal part of his mind want to try for more. Following his same path down, he pressed inside again, this time letting her assist in taking in his member.

As hard as he was, he was stopped at her barely taking the head and then bending his cock after that. With a deep grunt, even she showed signs of discomfort, making him ease on the pressure.

"Yeah... We're not there yet… but… do you like this so far?"

Beneath him, Vinyl was shaking in anticipation.

"Keep going, stud," she requested in a shaky voice, trying to keep her usual cocky smirk.

Still keeping pace with Octavia, not wanting to deny her anything less than optimal service, Benny continued his other efforts, carefully probing his tip into Vinyl’s canal.

All too quickly, he realized he couldn't continue when Vinyl couldn't stop trying to press herself up against him. She was just too tight to try forcing himself without hurting her. Her inability to control herself had him pull out.

"Okay, let's switch up. What else do you want to try, because this ain’t happening tonight.”

Vinyl raised her head like a demon rising from its grave. The look in her eyes was a hunger just as strong.

"I think it’s time I felt that tongue of yours, BenBen. How about you get on your back this time?"

Saying yes meant giving up most of his control over holding back their advances, but fair was fair, and he was curious to try oral as well. At the same time, Octavia knew what she wanted, but Vinyl had proven that to be unreasonable, given her difficulty trying to rut. If that was the case, taking care of her stallion was the next thing on her list, and that came highly recommended by Starlight and Cheerilee.

"Don't worry, BenBen,” Octavia’s voice crept through the dark, just as sensual to his ears as his body was to quell her hunger. “This time I'll take care of you."

Benny looked at both mares who were staring at each other. They shared a devious grin, then rose up and pushed him on his back.

Vinyl, knowing what her mare had in mind, was going to take a slightly different position for this next act.

"Okay, stud. You just lay back there and do what you do. I'm gonna see what my girl gets to enjoy."

Here was the real test for Benny. Going down on a mare wasn't something Cerb covered, and the other three he knew would have likely done this well, so there wasn't any stopping it now.

He raised his hands and grabbed Vinyl by the flanks to help guide her down.

It was the moment of truth, and his first taste was better than he could have hoped for.

Clean, a little sweet, but with the same pleasant tart that matched the scent of their arousal. No sooner did he agree with what he was doing, he felt Octavia take his member into her maw, encouraging him to service their mutual partner all the more vehemently.

Vinyl sat atop Benny’s face, drunkenly swimming in the euphoria of proper cunnilingus. This new form of pleasure was different from the other ways Benny made her cum, the sensations buried deeper into her core with every lap over her clit.

The view she had of Octavia was all the more arousing. The muzzle of her mare was down to the base of Benny’s cock. Her eyes were closed, looking just as content and focused as if she were performing for royalty. The way she sucked, so devoted and passionately, looked to be so inviting.

Powerful yet careful, suckling on his cock sang to how much Octavia was enjoying herself. A gentle bobbing of her head and the protrusion of her tongue down his shaft as she rose nearly had Vinyl fall forward from her services to join her melody mare.

Everything she felt, the aroma in the air, and the lewd sights she saw became too much. Before she knew it, her legs were locking up, and her body was left quivering as she hit another peak.

Unlike the others, a long steady whine was all she could muster while her eyes stayed locked on the sight of the fellatio happening below her.

She was transfixed on Octavia, anchored to Benny as much as Vinyl was unable to abandon her own stimulation. Adoringly attentive, she'd always idolized Octavia. Always in control and so well put together. Even here, doing something so grotesque as sucking on a stallion’s cock, she was poised and refined.

Then again, it was Benny she was sucking off. He was fun, yet civil and polite. Courteous yet could throw out jabs at her like a pro. Of course, everything about him that she smelt and felt was beyond what she could have imagined a partner could be for her. In some ways, he was better than the mare she had hoped to be with. Now, she had both, and it was Benny that gave them the chance to finally be together.

He had accepted them before they had even accepted each other. Encouraged her “Tavi” to express those feelings, neither of them had been brave enough to admit until then. Now, just assuredly as they had committed to sharing their intimacy as a loving trio, she would give anything to keep her lovers as they were with her tonight… Together.

“I’m gonna cum again-Uhhhg!”

So wrapped up in the moment, Vinyl hadn’t noticed how weak she had become. It wasn’t only every orgasm that had drained her. The feeling was constant. Each glorious climax only expedited the process. That last one was making it harder to hold her head up, though her hips were working just fine on their own.

She opened her mouth to offer her praise for Benny’s diligent service, but only moans could be uttered. Another peak was already ushering in an additional flood of pleasure that was drowning out her motor functions.

That was right. Each orgasm came faster or lasted longer the more a human would keep at it. Oral, hands, or even rutting. Each mare that had more than a few minutes’ worth of experience shared the same story.

So, Vinyl had to make a choice soon of what she wanted to do. Keep cumming like crazy and let Octavia do as she pleased, or change things up and have a shot at doing something more with Benny or Octavia. The time for making a choice was running out, though. As her body tensed and trembled from another climax her eyes were falling as weakly as her head, and her limbs were nearing the same points of fatigue.

Thinking about it again, only her panting and moaning could be made out. Her voice was all but lost to her, and the way her hips continued to rock and grind against Benny’s face felt too damn good to move away from.

So, in the end, sex exhaustion was a good way to end the night.

Speaking of that sex exhaustion, she came again before fully coming down from the last. The sudden jump back to that summit left her legs shaking, making it difficult to support her own body weight. A sudden slip in her posture, however, was going to bring enough concern for Benny to stop.

"You okay there?" Came Benny's voice from under Vinyl’s tail.

Nearly exhausted to the point of immobility, Vinyl slumped away to Benny’s left, turned, and laid next to him again. She was still a bit out of breath, but a smile crept up as she saw his expression from Octavia’s continued efforts.

"I'm doing more than fine, stud."

Not too tired to quit altogether, Vinyl reached out and pulled Benny into a deep kiss. Sure, the idea of tasting herself still seemed a bit extreme, despite both her mare and stallion having done it. And yet, it was everything her first kiss with him was, but with something new she enjoyed mixing in with it.

Even better, she had enough strength to easily lift up her side to let Benny slide his arm under her. The fact he could easily pull her higher up onto him was an exciting show of strength from him, but not nearly as much as feeling his hand move down her ass. More than just the kissing with him, she moaned lewdly as she felt his finger penetrate her.

It really had been a while since having this, and Benny wasn't trying to hold back. Going down on Vinyl had been sexually exhilarating after he got into it. Kissing her afterward was even hotter, and not even something his ex would do. Oral just wasn't a thing for her, and Octavia was already leagues ahead in terms of making it enjoyable.

The tightness around his cock in every moment she sucked him deeper, how strong her velvet tongue could stroke him, how every gulp of her salivating just did something wonderful to the tip. He imagined both how Vinyl would look while sucking him off, and what it would be like to finally give her the rut she wanted.

His mares were beyond beautiful in their own ways. More than that, they were hot, and just thinking of all the fun things they could do excited him over the edge.

He reached down with his free hand and gripped Octavia's head. Then, with three short pumps against her lips, he groaned loud and proud as he unloaded a torrent of white.

Octavia's senses were flooded along with her throat. It was a terrible dilemma she found herself in. Swallowing continued to spread the warmth and a new awakening in her system, but everything it was doing in her mouth made her want to savor it.

With every gulp, there was a little more added, traces that lingered around where she sought to recover more. Humming merrily, she raised her head till the tip of Benny’s cock was held under her lips and began to suckle.

Unfortunately, as the last drop of cum had been devoured, his erection began to wither. She would have to go without until the next time they could share a moment like this. That is to say, if she did an acceptable job, and she looked up to find out.

"Did I do it correctly? Did you enjoy yourself?"

What a silly question to ask, but Benny didn't have an issue being honest.

"Enjoyed is an understatement, Tavi. You were flawless."

He motioned for her to move up and join him, taking her at his right side. Once she got settled in, he wanted to level with his two mares.

"I can see we have a good thing going, and I'm looking forward to doing more, as I'm sure you are, too."

Needless to say, Vinyl was anxious as well.

"I want to try everything. Can we do this every night?"

Octavia was of the same mindset, clinging to him a bit drunkenly, though visibly adoring him.

"Benny, everything we did tonight was magnifico. And make no mistake, until we can rut properly, I will happily do this with you again. Although, I do regret not being able to kiss you for a while… Why is that, by the way?"

A valid question, though the answer was going to sound a bit hypocritical.

"Yeah, it sounds a little strange given how easy it is for me to go down on you, or at least Vinyl so far, but guys typically really don't like the idea of tasting their own spunk."

That did seem strange, given Octavia's own experience with having him cum in her mouth. She started to feel remorse for his limitations and looked up to him with apologetic eyes.

"You're really missing out on something utterly spectacular."

While heartfelt and probably coming from a genuine place, it did nothing to convince Benny to change his mind.

"Be that as it may, it's just something I don't want to do. At the same time, though..."

In a sympathetic act to show some compassion, Benny gently kissed Octavia on the lips.

Given how intensely she sucked him off, he figured her lips were free and clear. At least he hoped they were. Just to be on the safe side, he turned his lips away from the kiss before it got too heated.

"So long as it's not a mess everywhere, we can still at least kiss like normal."

That only seemed to warm Octavia's heart even more, encouraging her to snuggle in intently and kiss Benny on the neck.

"I'll be sure to not make it a problem for us in the future. Not that I would want to waste a drop, as it were."

On the other side of Benny, Vinyl could only imagine what she missed out on.

"Maybe I can give that a try tomorrow, but as for the mess I make, it doesn’t bother me none, stud. Which is pretty out there when you think about it. This sex stuff is crazy. Certainly does wear you out, though."

Benny yawned just after Vinyl finished saying that. It had been a long day, and while not the most intense or involved sex he'd ever had, he was still ready to clock out.

"How about we settle down for the night. We got a lot of time before we have to leave tomorrow. Plenty of time for some more fun if you're up for it."

Octavia, loving the sound of that, traced her hoof up Benny’s chest.

"Mmm, it's a date."

Returning back to the Human Embassy, with Trixie having a repeat having an alcohol-induced sleep. Of course, what really matters was Octavia and Vinyl starting to level with Benny. Turns out that being upfront and civil, minus a few crude jokes, was just what BenBen needed to soften his position with these two, as well as each other.

It is kind of fun seeing how these three get along. By that, I mean Benny is a nice guy. A little damaged, often reserved and/or strictly business, but can also be a goofy jokester. Vinyl is chill, but often acts like she takes nothing seriously, but is very caring and considerate, even when she's pushing everyone's buttons. Then there's Octavia, who is of course, prim, posh, well-spoken, a bit shy, and very considerate.

Put them together, and they have a great dynamic of pushing and pulling each other to react differently.

Anyway, after some valid questions and honest answers, Benny decided to extend his overnight stay offered to his two lovelies, which evolved into offering to share his bed with them. The couch just wasn't gonna do it for them again.

And come on... If that wasn't obvious intent to leave the option open for a little hanky-panky, you need to get out more.

Even more evident was the fact Benny was wearing ONLY some thin basketball shorts. The kind of shit chumps wear to a strip club when they think they're gonna pull a fast one on the dancers. Because with less in the way, there's more to feel.

Anyway, with all three in bed and finally establishing where they all stood with what they wanted or were willing to do established, Octavia and Vinyl took the lead with each other.

Their failed interaction is the first case of two mares failing at getting freaky with each other But not the first two ponies to fail at this.. Seems there is something else going on that they were able to enjoy their first intimate acts with each other.

...

Then...

my boy...

Benny...

Finally... He makes 6 of the 7 to cross that proverbial bridge, and I imagine he is a much happier man for it. But, while not exactly the most well planned out romantic night together, he at least pulled out enough can-do attitude to make it work.

Now than. Since Benny seems to be taken care of, we still got a few more lively events to get through. Keep in mind, some of these chapters aren't going to be all focused on some bed time activities. There will be some important bits of info showing up between romantic developments.

Also, while I wished to gift you all with some holiday extra goodies, it just wasn't in the schedule. It was going to be more art. Instead, I'm going to try and shoot for a bonus Saturday release if I can work it in. Regardless, you'll have to wait until next week for: