She-Mare! And The Masters of the Elements!

by iamthemithras

Rating: teen
Tags: Slice of Life, Alternate Universe, Comedy, Random
Length: 3211

Princess Celestia, the daugther of King Sol and Queen Moonlight was endowed with fabulous secret powers given to her by her magic crown. With it, she must prevent the evil Nightmare Moon from conquering Castle Canterlot, and in turn all of Equestria.

[size=14][Please read the entire Intro to make slightly more sense of this story! thanks!][/size]

[size=14][Note: The story will not be in a script format, also contains crude jokes][/size]

Princess Celestia, daughter of former rulers King Sol and Queen Moonlight was given fabulous secret powers from a magic crown delivered to her by the sorceress Twilight Sparkle. By proclaiming the magic incantation "BY THE POWER OF CANTERLOT!" she draws the fabulous secret power from Castle Canterlot turning her into She-Mare, the most powerful mare in the universe.

Now she must defend the powers of the Castle from falling into the hands of Nightmare Moon and prevent her evil schemes to conquer Castle Canterlot and in turn, all of Equestria.

Published 1970-01-01 00:00:00 UTC
Last updated 2013-11-10 13:50:02 UTC

Episode 1: The Obelisk

SHE-MARE

AND THE

MASTERS

OF THE ELEMENTS

Episode 1: The Obelisk

Nightmare Fort. The glorious castle mounted atop the moon, Home and fort of the all-powerful Nightmare Moon - praise be her majesty! Long live the rightful ruler of Castle Canterlot and all of Equestria!

"NO. I AM NOT AMUSED"

"H-huh? But it's awesome, my mistress!"

"LONG LIVE THE RIGHTFUL RULER? DEAR RAINBOW DASH, YOU KNOW I LIVE FOR ETERNITY. THE GRAMMAR NAZIS WILL EAT THEIR HEARTS OUT ONCE THEY SEE THIS ERROR IN THIS PLAQUE"

"O-oh right. Sorry."

Rainbow Dash proceeded to correct her error and flew to the dark side of the moon to get more moon rocks to mold into my beautiful greeting plaque for my castle. Ah yes, Nightmare Fort - a proud achievement of mine hoofcrafted atop this giant rock for centuries... I need a new hobby.

I have made the moon my home, after being banished from Equestria by my all-mighty parents - once joint rulers of Equestria, King Sol and Queen Moonlight - because of my rebellion against Celestia's destined rule of Equestria one day. No fair! I, Princess Luna, alter-ego Nightmare Moon is more worthy than my sexually confused sister! I am more intelligent, more beautiful, more respected, more--

"Princess Luna, It's done!"

"HOW MANY TIMES DO I HAVE TO CORRECT YOU, I WILL ALWAYS BE ACKNOWLEDGED AS NIGHTMARE MOON!" i shouted at the ignorant Rainbow Dash, both for interrupting my internal monologue and undermining my authority. Only i can call myself Princess Luna.

"S-sorry Nightmare Moon! but the plaque is ready!"

She pointed her front hooves at the newly made plaque. Marvelous work. Rainbow Dash is a good sculptor

"EXCELLENT! YOU HAVE MADE A - wait a minute, WHAT TOOLS DID YOU USE TO CARVE THE LETTERS ONTO THE PLAQUE?"

"Uh... rocks?" She held up a piece of moon rock to me "Moon Rocks are surprisingly soft though, it could crumble with just a really strong push. i'm surprised the castle isn't as durable as these--"

"AHEM - OF COURSE! THE GLORIOUS NIGHTMARE FORT IS MUCH MORE DURABLE THAN THIS PLAQUE -- UHH.. - LET US NOT DISCUSS THIS FURTHER AND TALK ABOUT MY NEXT PLAN TO INVADE CASTLE CANTERLOT INSIDE!"

Yes. my next plan to conquer what is rightfully mine! Rainbow Dash followed me to the castle as we meet up with Pinkie Pie and Rarity around the planning table, three of the masters of the elements of this world. The other three are cronies of the less admirable Princess Celestia. I do not know if the masters of the elements are against each other, all i know is that three of them is on my side, seems fine with me. We all seated at the chairs around the rectangular table - with them on my sides to emphasize which one of us is the boss

"GREETINGS EVERYPONY! I AM PLEASED TO SEE YOU ALL THREE IN THIS GATHERING. really. TO HEAR MY NEXT PLAN TO CONQUER CASTLE CANTERLOT!"

Rarity - my fashion designer who spawned my glorious armor was eager to compliment me as always "Yes Nightmare Moon, what plans do you have in mind deary?" always with a generous thought. Without her, my true identity as Princess Luna will be compromised!

"Are we going to put ourselves into a giant gift box like last time? ooh! how about inside a giant cake this time!" the pink pony is a nuisance to me sometimes and her..plans.. have questionable logic but she is good company nonetheless

"NO! LAST TIME WE PUT OURSELVES INTO A GIANT BOX, CELESTIA THOUGHT WE WERE STRIPPERS! I WILL NOT ALLOW OURSELVES INTO SUCH INDECENCY AGAIN! although the giant cake idea sounds plausible.... NAY, IT WILL NOT WORK"

"Why are we always doing this meetings anyway? can't we just storm over there and fight everypony? It's not like our plans are actually working!" Rainbow Dash stomped her hoof on the table, the ever hard headed pegasus, always ready to get us in danger.

"SILLY FILLY! OF COURSE WE MUST ALWAYS PLAN OUR EVERY MOVE! BECAUSE WITHOUT PLANNING... UH.. THINGS... wait... uh... ORGANIZATION IS... ... ... ... ... OH I'M SORRY, WAS I TALKING TO YOU, YOU PROBABLE TRANSVESTITE WITH YOUR FABULOUS MANE AND TAIL BUT BUTCH PERSONALITY? SHUT UP BECAUSE MY NEXT PLAN IS MARVELOUS!"

Rainbow Dash just slumped back to her chair. She's used at me insulting her like this, even the other two. I promise i'll give them their own share of land once my plan succeeds...

"SO. WE ALL KNOW THE QUESTIONABLE SEXUAL PREFERENCE OF PRINCESS CELESTIA DESPITE BEING LIBERAL ABOUT IT. SOMETIMES SHE CLAIM TO BE A BISEXUAL, SOMETIMES A LESBIAN, SOMETIMES SHE'S INTO OTHER KINDS OF CREATURES, BUT EVEN SO SHE HAS GOT TO BE THE BIGGEST WHORE IN THIS UNIVERSE PROBABLY RIGHT BEHIND A KARDASHIAN" I am not exaggerating

"What's a kardashian?"

"SO I HAVE PROPOSED THE BUILDING OF A GIANT OBELISK NEAR THE CASTLE POWERED BY MY MAGIC TO DRAW IN THE ATTENTION OF PRINCESS CELESTIA HERSELF!"

Rarity, ever so trying to sound more majestic than i am ".. but darling, how will that draw in the attention of the princess?"

"BECAUSE IT WILL BE SHAPED LIKE A PENIS! I THINK I WILL EVEN PROPOSE A FOUNTAIN ON TOP"

Rainbow Dash shot me a look "A Penis? That's YOUR plan, mistress?"

"YES RAINBOW DASH, YOU KNOW WHAT A PENIS IS DO YOU? I'M SURE YOU HAVE ONE!"

"I don't have a penis! I'm a mare!"

"ooh! will WE be inside the penis, Nightmare Moon?" Pinkie Pie seems to be pleased with my plan.

"HMM... LET'S THINK ABOUT THAT" i touch my chin with my hoof, Pinkie Pie maybe on to something here

"Forgive me for not finding the idea of being inside a penis attractive, but mistress why a penis? Really?" Rarity is all perplexed of all this, but i guess i shall show leniency for their lack of faith for me because i am a merciful ruler, not like that bitch Celestia

"YES. A PENIS. BECAUSE SHE'S A WHORE. TRUST ME, IT'LL WORK"

Pinkie Pie stood up from her chair and laid her front hooves on the table "oooh-oooh! maybe streamers could sprout out of the tip when she comes! and we'll yell 'SURPRISE!!!'"

"Stop talking about penises!" Rainbow Dash screamed at Pinkie Pie. Pretty insecure about penises for a transvestite.

"Princess Celestia! Princess Celestia! We have a situation at... what the hay--"

Twilight Sparkle stopped her tracks on the way to Princess Celestia's room. She saw them watching a particular movie on the screen of a mirror in front of them, projecting light and producing the sound of the film by two hollow cases beside it vibrating. The music playing is... somehow catchy and at the same time flirty.

"Come on Fluttershy, just give this movie a chance..." Celestia is lying on her bed with Fluttershy on her side, both completely oblivious of Twilight's presence "It's really great!"

"O-oh.. uh i don't know Princess Celestia... everytime we watch this movie i... feel weird.."

"Weird? Aha-what do you mean Fluttershy? - there's nothing to feel weird about here..." the princess caressed Fluttershy's back on her side, feeling her soft coat's warm and plush texture on her hoof

"W-what a-are you doing princess?" she felt like she wanted to move away from Celestia's side, but strangely the hoof on her back rubbing on her back feels mildly relaxing

"I'm just helping you relax dear..." she slightly deepened her push, following the stroke of the two ponies on the screen in heat. She tugged her closer, her head leaning close to the yellow pegasus' ear "see, don't you feel relaxed? like the two mares on the sceen?"

"I-I.. I d-don't know..." she can feel the hoof sliding slowly to her rump as her cheeks redden, feeling even weirder than before..

Celestia sighed and withdrew her hoof "Alright... fine..." with her magic, she turned off the movie in the mirror, turning it back into a regular mirror "Let's just sleep then"

"B-but! o-oh.. o-okay..." Fluttershy changed her mind about telling Celestia to continue. maybe it's best if they do sleep now "I-im sorry... I feel bad now..."

"It's alright Fluttershy, let's just rest" Celestia laid to her side facing Fluttershy and closed her eyes.

"I-It's alright if you want to continue watching with me - i-i don't mind!" the yellow pegasus hoped that she didn't hurt the princess's feelings... and that she wants to feel the.. sensation from her again "I don't feel weird anymore! please don't be mad..."

"I'm not mad Fluttershy..." she's not mad, she's just turned off. she's used at having one-night stands and sometimes she just wants more aggressive partners "besides, this is the fifth time we've been watching Mean Mares starring Lindsay Lotion-hooves"

".. m-maybe we can try the Mysterious Mare Do Well XXX next time?"

".. yeah... the one with the tentacle scene?"

"AHEM"

Celestia and Fluttershy shouted in unison "TWILIGHT?!" sitting up from their bed.

"Uh... sorry for interrupting.. whatever i was interrupting but Nightmare Moon is building a tower right near the castle for who knows what for - we might need She-Mare for this, we need you now She Mare!"

"Um.. can i stay?... i..i don't want to transform into my Angry self from the Princess's power"

"..hmm... Fluttershy, the sorceress needs our help. But i guess i can leave you behind for now"

"Y-You can?" the yellow pegasus turned to Princess Celestia, hoping she won't have to go

"nnnnope!" grabbing a crown from inside her flowing mane with a smile, she puts it on and said "BY THE POWER OF CANTERLOT!"

a victorious battle cry sounded at the scene for no reason and surrounded Princess Celestia with blinding light from all directions, materializing on her person are gold horse-shoes on her hooves, a gold necklace, and her mane had the power to glitter.

"IIIIII HAAVE THE POOOOOOWWEEERRRRRRR!!!!" completing her transformation, she pointed her horn at Fluttershy and zapped her with a surge of light

Fluttershy let out a roar as a... some sort of protective leaves cover her as she transform into her Angry Fluttershy persona

"RAWR!"

"EXCELLENT! WITH THIS PENIS STATUE FINALLY ERECTED no pun intended SOON IN EXCHANGE FOR IT, PRINCESS CELESTIA WILL HAVE TO HAND OVER THE RULE OF EQUESTRIA TO ME!"

The all-mighty Nightmare Moon is standing next to Rarity, a short distance near the humongous 10 meter tall obelisk as wide as 2 meters. That whore Celestia can't resist a structure so finely shaped

"Well... i will agree that the statue does resemble a stallion's ensemble... but can you really be so sure of this?"

"WHY YES! OF COURSE EVEN WITH MY CLEVER PLANNING IT IS WISE TO PREPARE BACK UP PLANS BEFORE HAND - WHICH IS WHY YOU WILL NEED TO LOOK MORE RAPE-IER FOR PLAN B"

"W-What?! BAIT? but what for?!"

"FOR PLAN B! IF CELESTIA LOSE INTEREST OF THIS GIANT COCK, I CAN ALWAY TRADE YOU IN FOR THE RULE OF EQUESTRIA"

Rarity is panicking a bit "B-But - TRADE ME IN?! Are you daft my dear lady?"

"NO, I AM NIGHTMARE MOON! YOU WILL NEED TO LOOK BITCHIER AND DESPERATE AND -- you know what, keep that look, EVERYPONY WANTS TO RAVAGE A SLIGHTLY CONDONING WRECK OF A MARE.... OH, SPEAKING OF WRECKS" Nightmare moon got face to face with She-Mare as she descend from the sky accompanied by her sidekick Angry Fluttershy

"Nightmare Moon! I don't remember building giant penises as one of your bizzare hobbies. Are you done with the sand castle you made in the moon?"

"OH SCREW YOU SHE-MARE! WHAT KIND OF NAME IS THAT ANYWAY? SHE-MARE?? WHAT ARE YOU, THE FIRST TRANSVESTITE SUPER HEROINE?"

"At least i don't talk like some deaf old-hag, are you gonna adjust that hearing aid sometime?"

"THIS IS MY ROYALTY VOICE, ONLY THOSE WHO ARE WORTHY ARE CAPABLE OF PROPERLY USING THE ROYAL VERNACULAR, WHICH IS WHY I AM THE WORTHY RULER OF CASTLE CANTERLOT! AND BESIDES IT'S NOT LIKE I BRING A SCHIZOPHRENIC SIDEKICK WITH ME"

"H-hey! R-Rawr!!" Fluttershy did her best angry face and roared at Nightmare Moon

"Oh my. that Outfit is so crass, whoever designed that for you?" Fluttershy faced Rarity appearing at her right and still giving her the angry face "Rawr!"

"LET ME REPHRASE THAT. - AND BESIDES IT'S NOT LIKE I BRING A SCHIZOPHRENIC PET WITH ME!"

"Enough Nightmare Moon!" Celestia poi--SHE-MARE pointed her horn at the dark alicorn "Why are you building a giant penis near Castle Canterlot?"

"EASY! SO I CAN HYPNOTIZE YOU INTO HANDING OVER THE CONTROL OF CASTLE CANTERLOT TO ME! PINKIE PIE, DEMONSTRATE!"

"okie-dokie-lokie!!" the pink and rainbow mare was inside the obelisk and the former pushed a button labeled 'ACTIVATE!' yes, even the labels of her majesty's machinery are blessed with the royal voice

An invisible wave sprang from the tip of the obelisk and rained down on everypony making a humming sound, enveloping everypony around the statue

"HAHA! WITNESS! YOUR POWER DRAINING AND YOUR LUST FOR THE INANIMATE OBJECT RISING! SOON YOU WILL BE UNDER MY COMMAND BECAUSE OF THIS.. GIGANTIC.. SEXY ENSEMBLE OF A STALLION, DRAWING YOU CLOSER TO IT, ALMOST LIKE YOU FEEL THAT YOUR DEEPEST DESIRES WILL BE FULFILLED BY THIS WILLING OBJECT..."

"Uh... Pinkie? is Nightmare Moon talking like that part of the plan?" cramped inside the obelisk, Rainbow Dash turned to Pinkie hoping that their leader forgot to mention some parts of the plan to her

"I don't know! I'm just waiting for the part i send out these streamers through the tip!"

It seems that Nightmare Moon had added too much sexy power on the signal transmitter, affecting everypony instead of just She-Mare herself "... YOU KNOW WHAT, NEVER MIND YOU CAN KEEP THE CASTLE!" she trotted to the statue

"Oh no! You can HAVE the castle! Thanks for giving me this penis!" She Mare ... ran past the other alicorn towards the obelisk

"NO! STAY BACK!" Nightmare moon leaped on She--... and wrestled her to the ground "I BUILT THIS PENIS! IT'S MINE!"

Struggling with Nightmare Moon, Sh-- tried to reason with her "You were giving it to me!"

"WHAT? NO I WASN'T!"

"Yes! Yes! Give it to me! Give it IN!"

"NO!.. wait, WHAT?"

"Go on! Ahh YES! MORE! MOORE!!"

"WHO IS MOORE?"

"Don't stop! ah! don't stop! ah! ah! AH! DON'T!!"

"... ... I'M NOT GIVING YOU THE PENIS!"

meanwhile, Fluttershy and Rarity was also wrestling each other for the tower

"Listen, Fluttershy, be a dear and DON'T BE A FUCKING BITCH!" Rarity bit on one of Fluttershy's wings

"AGH! You make me angry Rarity!" Fluttershy overpowered the unicorn and bit her stomach. A midst of Rarity screaming in terror of saliva ruining her coat, Fluttershy muffled while her teeth still clenched on her stomach "MY PENIS! MIIIIIIIIIIINE!!!"

"This is getting weird. Pinkie, turn it off!"

"But i don't know how! There's only one other button here labeled 'SELF-DESTRUCT!' !"

"Push it! Push it now Pinkie!"

"I can't!"

"Why not?!"

"Because i can't reach it! It's at your side!"

Rainbow Dash turned to her left, and saw a bright red button almost within touching distance of her "... Oh..."

"Listen Nightmare Moon, i have a lot of experience with penises, i'm much better suited for that size than you!"

"I AM NOT A VIRGIN! HOW COULD YOU ACCUSE ME OF SUCH TRAVESTY?!"

"... I wasn't... look! Okay! - Just - We'll share the penis okay? how's that sound?"

"NO! I AM NOT SHARING THIS TOWER WITH --"

Everypony turned to the explosion at the tip of the obelisk, quickly snapping everypony back to their minds

"..N-NO! MY WORK OF ART!" Nightmare Moon screamed as She-Mare push her away on top of her

Debris fell from the statue as it collapse in front of them, Pinkie Pie and Rainbow Dash escaped through a makeshift door at the base and got away unharmed from the collapse.

"OH NO! MY PLAN! RUINED!!" Nightmare Moon just stared at her collapsed tower, too stunned to say anything further

"Aha! So we stopped this evil you were doing Nightmare Moon.. I think. Surrender yourself and be imprisoned at the Castle Canterlot Holding Cells, please?" She-Mare gave a smug at the other alicorn, unsure of what happened but confident that it all turned out well.

"...NNNO! THIS WILL NOT BE THE LAST YOU WILL SEE OF ME, SHE-MARE! I WILL GET YOU! I WILL GET YOOUU!!!" Nightmare Moon's horn glowed with a white sparkle that surrounded herself and her companions, enveloping them with glitter they fade into nothing as they teleport back to the moon. The echo of her 'I WILL GET YOU!' still present on the crash site

"So! I guess Castle Canterlot is saved, once again. Am i right, Angry Fluttershy?"

"G-G-GRR.. I-i guess! Rrrr" Angry Fluttershy is still doing her angry face. How cute.

"RAWR!"

SHE-MARE

AND THE

MASTERS

OF THE ELEMENTS

Intro

SHE-MARE

AND THE

MASTERS

OF THE ELEMENTS

A tall alicorn emerge from the shadows

"Hello there! I am Celestia, Princess of Equestria! - Defender of the secrets of Castle Canterlot!" she points to the glorious castle in the distance while lightning strikes in view for special effect, and then to a little yellow pony on her side

"This is Fluttershy, my fearless assistant!" she muse on without a hint of sarcasm

"O-oh! u-um.. hello..." she then retreated herself to the floor and cringed, covering her eyes with her hooves. Celestia giggles at this display and continues back to the reader

"Fabulous secret powers were revealed to me the day i held aloft my magic crown-" she places a gold decorated crown on her head, withdrawing it from inside her long flowing hair

"-and said... BY THE POWER OF CANTERLOT!" she roared as lightning strikes all around her, making her long flowing mane glitter in technicolor wonder while the background victoriously cry her name out

"III HAAVE THE POWEEEEEEERRRR!!!!" she screamed to the heavens just before she pointed her horn at Fluttershy and lightning propels from her horn to the little pony

"N-NO! T-THE PAIIIIIN...." light blinded the yellow pony as she brace herself from the thunderbolt as she slowly transform into.. an angry powerful Fluttershy "RRRAAAARGH!!!" she tried her best crazy face and let out an out-of-character roar

"Fluttershy became The Angrier Fluttershy and i became SHE-MARE! the most powerful mare in Equestria!"

Inspired by parodies of 1983's He-man

"Only three others share this secret"

This fan fiction will not make sense. I guarantee you

"Our friend, Twilight Sparkle the sorceress, Applejack our mare-at-arms, and Trixie the trickster!" Celestia ponts her hoof to three ponies grouped together, awkwardly waving their hoofs at the reader

"Join us together as we defend castle Canterlot from-" the scene changed to a castle in the moon

"-the evil forces of Nightmare Moon!"

Rainbow Dash, Pinkie Pie, and Trixie is on the entrance of the moon also awkwardly waving at the reader while Nightmare Moon do her evil laugh

"AHAHAHAHAHAHAHAHAHA!!!" She bellows her evil laugh, echoing around the moon while the scene fade out

SHE-MARE

AND THE

MASTERS

OF THE ELEMENTS