GlimmerShy, or How the Cutie Marks Were Really Returned

by Mike the Red

Rating: mature
Tags: Sex, Random, My Little Pony: Friendship is Magic, Alternate Universe, Romance, Comedy, Starlight Glimmer, Fluttershy
Length: 2725

Fluttershy is caught spying on Starlight Glimmer -- who has a different idea of punishment for the pegasus.

Fluttershy should have known better than to try to spy on Starlight Glimmer. She soon discovers that the unicorn has a thing for pegasi -- which leads to some hot and steamy action between the two.

An alternate universe what-if clop-fic.

Published 2024-05-30 04:00:01 UTC
Last updated 2024-06-18 01:33:55 UTC

Do You Like What You See?

Fluttershy hovered at the window, looking at the pink unicorn mare who was using a towel to dry herself off. Unbeknownst to the pegasus, the unicorn had spotted her. Starlight's horn glowed brighter as the pegasus found herself enveloped in a turquoise aura, then watched in horror as the window was opened and she was brought through the opening. She trembled in fear at having been caught, doing her best to hide behind her mane.

"Well, well, what do we have here? A peeping Tom? Or were you so entranced by my flank you couldn't help but stare at my sexy plot?" she grinned, then spread her haunches a little wider, flagging her tail, and putting her marehood and ponut on full display for the terrified pegasus.

"Um, um, well ... it's like this, umm," Fluttershy stammered before trying to hide her face with her mane.

"So, you do like my sexy plot, don't you?" Starlight husked breathily. "I'll have you know, I happen to like pegasi! Especially ones as pretty as you! And since you think my flanks are so sexy, I'll even give you a taste!" she added in her sultriest tone, levitating the helpless mare towards her with her magic. Without bothering to ask, she forced the pegasus' haunches open to get a better look at the golden yellow outer labia of Fluttershy's pussy. "You look very tasty -- I think I'll start first!" she giggled. The pegasus' eyes went wide with fear -- and the uncertainty of the unicorn's seeming lack of predictability caused her to shake and tremble even more.

"Oh, relax, I'm not gonna hurt you -- yet," Starlight chuckled as she carried Fluttershy to her bedroom in her aura. "I just need to find us a more comfortable location -- I hate doing this sort of thing on the floor, y'know?"

"No, no, no, please don't! Please, I'll do anything you want!" the pegasus squeaked in a tiny voice, her body still trembling as she shook her head.

"Anything? Mmmh, just what I wanted to hear," the unicorn purred sultrily as she laid the mare on her bed, using her magic to force her haunches wide open once again. "Mmm, such a pretty sight! Your pussy is perhaps the prettiest I've ever seen!"

Fluttershy couldn't help but blush at the comment, offering a sheepish grin. "Um, well -- I've heard that before -- but -- umm, what are you going to do?"

Her query elicited a soft chuckling from the unicorn who flashed a wicked grin. "Oh, Fluttershy, I'm going to do everything I want to you! There's nothing you can do to stop me!" she exclaimed jubilantly. Before the pegasus could respond, Starlight quickly mashed her muzzle against her sex and began teasing the fleshy folds of her golden lotus, tasting and probing with her tongue. Fluttershy involuntarily moaned at the sensation, arching her back instinctively as her arousal seemed almost instantaneous.

"Mmm, you like that, huh? Good, good!" Starlight cooed before returning her attention to Fluttershy's marehood. Her swift arousal almost caught the unicorn off guard, but she took it in stride as she placed her forehooves on the pegasus' haunches, spreading them even wider to allow easier access to her garden of pleasure. Starlight began licking in earnest now, sliding her tongue roughly over the entirety of Fluttershy's pussy, then pushing it as deeply as she could, loudly slurping the nectar as she became more aroused. The pegasus lubricated quickly and Starlight sucked at the juices, drinking as much of it as she could while continuing to lavish the mare's pussy with the broad flat part of her tongue. She gave a light nip to the pegasus' little love button, eliciting a deeper moan of pleasure.

"Aaah! Aaaah! Yesss!" Fluttershy hissed as she lost her resolve to keep herself from succumbing to her pleasure, her wings having gone completely stiff. She arched her back again, thrusting her hips into the unicorn's face. Starlight giggled at this, emboldened by the pegasus' willingness to please. She continued to moan, gasping for breath as her body began to tense up in anticipation of her coming climax.

"Mmmh, not so fast there, Fluttershy! You're going to get a turn with me!" the unicorn giggled as she climbed on top of the pegasus, then turned around to plant her haunches on the other's face. Fluttershy gasped again as she took in the sight of Starlight's dark pink fleshy folds, extending her tongue to taste the unicorn's juices. She herself had become quite aroused with the activity and Fluttershy was now quite happy to return the favor.

"Oooh, Starlight! Your pussy is very pretty, too!" the pegasus cooed before renewing her ministrations to the dark pink object of her lust, thrusting her tongue deeply into it, sensing the unicorn's winking marehood grasp it and her pussy muscles contracting on it. Fluttershy caressed Starlight's flanks with her hooves, tracing her cutie marks, then grasping her flanks firmly, squeezing them a little as she flicked her tongue rapidly back and forth along the length of the unicorn's wet and slippery slit.

"Hunh, hunh, hunh, you're, hunh, gooood!" Starlight huffed, gasping for breath between words. Sweet Celestia, who taught her how to do this so well? the unicorn thought silently as she tried to replicate the pegasus' mastery with her tongue. The unicorn silently swore to herself at the pegasus' abilities, wondering if choosing to do this was such a good idea -- but that was quickly discarded as Fluttershy continued to short-circuit Starlight's brain, the fluid motion of the pegasus' expert licking and probing of the unicorn's slit along with the tantalizing nibbling of her love button making the idea of punishing the mare less and less desirable.

"Come on, Starlight, aren't you going to lick my pussy? You certainly thought it was pretty -- come on, show me how pretty you think it is!" Fluttershy giggled before returning to her ministrations on the unicorn's pussy. Said unicorn huffed and gasped for breath, her thoughts a jumble as she tried to reconcile the pegasus' effectiveness.

"Huff, okay, huff, Fluttershy!" she grunted, redoubling her efforts to prove her worthiness, licking and sliding her tongue all over the golden lotus as it winked in approval of the attention it was receiving. Fluttershy moaned in pleasure again, cooing and goading Starlight to go faster, to nibble a little harder, to tweak the nipples of her teats. The demands being placed on the unicorn had her struggling to please the pegasus who became increasingly more insistent despite the amount of pleasure she was providing. Starlight felt a tinge of panic begin to rise within -- and was once again forced to discard these feelings as the sensation of Fluttershy's ministrations caused her body to involuntarily stiffen, the intensity of the approaching orgasm building like steam in a pressure cooker.

"Aaah! Aaah! Oooh, Fluttershy!" the unicorn moaned in pleasure, gasping for breath as she tried to keep pace with the seemingly frenetic pace of the pegasus.

"Ooooh, sounds like you're liking this!" she cooed in return, now running her tongue all over the unicorn's pink flower, probing the inside of it, sliding her tongue in tight circles around Starlight's dock and nibbling a little bit harder on her love button. The pegasus slid her hooves on the other's cutie marks, exposed for all to see -- that is, if they could see into Starlight's bedroom! The sensation caused the unicorn to cry out in unanticipated pleasure as her body stiffened further still.

"Unh, unh! Aaah! Oooh! Yesss!" Starlight hissed as she lost her resolve to try to break or punish the yellow pegasus and instead was beginning to succumb to her own selfish pleasure, not even bothering to lick the other's pussy but revel in the blissful sensation being provided her. The warmth inside her was building to a crescendo and even Fluttershy knew just how close Starlight was to reaching her climax.

"Oooh, Starlight, aren't you going to lick me? I thought you liked the way I looked or tasted," Fluttershy cooed softly, trying to goad the unicorn into more action.

"Aaah! Aaaah! Aaaaaah! Ooooohhhh shhit!" she replied as the sensation of the pegasus' breath blowing across her very wet pussy caused her to succumb completely to her pleasure, her body shaking and trembling as she wallowed in ecstasy, moaning even more loudly and rolling off Fluttershy's body to lay on the bed next to her. "Huff, huff, that, huff, was, huff, huff, gooooood!"

"Mmm, I'm glad you liked it, Starlight -- but how about giving us back our cutie marks?" the pegasus asked, emboldened by her success at bringing the unicorn to a screaming climax. The unicorn's eyes went wide with surprise upon hearing that, causing Fluttershy to wince a little. "Um, how about some more licking and sucking?" she asked, receiving an almost enthusiastic nodding from Starlight.

"Unh, um, if you, um, do that for me again, Fluttershy, I'll give them back," came the dazed unicorn's breathy response. Her eyes appeared glazed over as a result of experiencing such a strong climax. As she rose, Fluttershy noticed the two-pronged Staff of Sameness in the room. She grabbed the staff, pointing the double end at the unicorn's exposed genitalia.

"How about we try something different?" asked Fluttershy as she flashed a wicked grin at Starlight, still pointing the staff at her.

"What? You -- you're going to --?" the unicorn asked almost fearfully, her eyes wide with surprise and shock at the pegasus' boldness. Staring at the business end of the staff was something she did not particularly enjoy.

"Have you tried this yet?" asked the pegasus, grinning more broadly, motioning the staff as if to thrust it into and out of the unicorn's pussy. "You have two holes, so..."

"But -- but -- the magic in that staff --"

"Should make you feel a lot better!" Fluttershy giggled.

Author's Note

The cover image I felt more appropriate for this story is a NSFW pic -- fairly easily found by googling it.

Starlight the Lightweight

Starlight could not believe her eyes -- here she was, practically a captive at this point, the business end of the staff she had used so many times on other ponies now pointing at her lower abdomen, the tip of each end being prodded at each of her lower entrances. A shiver of fright seemed to flow through her, and her eyes revealed this to the emboldened pegasus, who now flashed a wicked grin at the unicorn. As the pegasus moved the staff closer to the two openings (which glistened in the light because of all the moisture), the staff seemed to transform itself, as though the staff had some sentience to it. The two pronged ends appeared to become long pink rubber dildoes, catching both ponies off guard.

"Um, I didn't know it could do that," Starlight opined, her breath hitching as she contemplated what it would feel like to have both of her lower holes filled with the device. A pale pink aura enveloped the business end of the staff as it continued to transform, Fluttershy also seemed to be transfixed by this spectacle. Her surprise nearly caused her to drop the staff, but she quickly recovered her composure, now thrusting the double dildo end ever closer to the unicorn's exposed nethers.

"When I'm done with you, I want you to use this on me," Fluttershy purred, but hesitantly added, "Um, if that's okay with you..."

Starlight giggled at the statement, but her eyes were still glued to the staff, which had finally stopped glowing. The two dildoes at the end had lengthened somewhat and the one for the ponut entrance had become a bit thinner. The pegasus now gently slid the two protuberances into the unicorn's lower holes, the movement aided by the fresh lubrication as Starlight had become fully aroused yet again. The pink unicorn licked her lips lasciviously in eager anticipation of what was to come. Gentle thrusts of the staff grew faster at the unicorn's insistence, goading the pegasus to push harder and faster with the staff.

Fluttershy was growing bolder, thrusting the staff deeper and harder into the willing unicorn, her horn glowing a bright pink as the intensity of the sensation of having both of her lower holes filled caused her to moan loudly in pleasure. The pegasus allowed a small smirk to cross her features before she redoubled her efforts, thrusting the staff faster and harder still, trying to get the unicorn to wail in pleasure. What surprised Fluttershy was just how effective the staff was at providing both ponies pleasure, the unicorn getting the better of it as she cried out for the pegasus to thrust the staff even harder and faster!

"OOOOOHHHH!!! SSSSSHHHHIIIIT!" Starlight moaned, her pussy and ponut clamping down on the dildoes with as much energy as she could muster. Her horn was radiating pink magic, and when the pegasus noticed this, she gave the magic a good long lick.

"UUUUUUUUHHHHHH!!!! SSSSSSSHHHHHHIIIIIIIIIIT!!!" Starlight groaned before blacking out.

"Damn, I wanted a turn too, Starlight," Fluttershy grumped as she sat down next to the virtually comatose unicorn. "She's such a lightweight, I swear to Celestia," she added, tacking a sarcastic chuckle to the end of her observation. She took that opportunity to size up the unicorn's nethers after removing the staff from it. "Well, can't let a good opportunity go to waste," she opined, gazing at Starlight's very wet pussy and ponut. Fluttershy became freshly aroused, but set to the task of licking the pink mare's holes, savoring the flavor.

At some point during Fluttershy's licking of the seemingly comatose unicorn, Starlight came to and found herself being pleasured by the pegasus again. Said arousal made itself evident when she moaned deeply again, her pussy freshly lubricating Fluttershy's muzzle with another load of wetness. The yellow mare grinned wickedly at the unicorn eliciting a small cry of surprise from Starlight.

"Uhhh..." Starlight moaned, her eyes almost wide with fright at the effectiveness of the pegasus at bringing her to the peak of pleasure with seeming effortlessness. The pegasus giggled softly, causing the unicorn to moan again, her back arching up to try to coax the pegasus into probing her pussy more deeply yet again.

"Ooooh, Fluttershy," Starlight moaned softly, her tone quite high and tender. "Mmmh, I think I love you," she added, her eyes seeming to sparkle in the low light of the night.

"Mmmh, Starlight, you taste so good and you're so good at what you do -- mmmh, I think I might be in love with you too," Fluttershy opined softly, smiling warmly at the unicorn. Said unicorn smiled softly in return, the two of the locking eyes for a brief moment, then the pegasus returned to the task at hoof, lavishing her affection upon the pink lotus of the unicorn, glistening in the light of the full moon.

Princess Luna was able to see through her moon the pegasus and the unicorn having a night of passion with each other. With just a tinge of jealousy, she redoubled her efforts to ease the worries of some of her ponies, but not before placing a memory crystal in the room to record all the activity between the two ponies.

Starlight groaned as her pleasure overcame her yet again. Curse this yellow pegasus who can make me feel so good! Damn, I wish there had been other ponies here in Sire's Hollow who could please me as much as she does! DAMN, she's GOOD!!

Her inner thoughts caused her a great deal of mental turmoil, the pleasure she was receiving so great as to short-circuit her brain yet again. Despite her best efforts to resist the impressive feats of the pegasus, the unicorn found herself flailing about for anything that could help her win this battle against her pleasure. So intense was this desire that said unicorn found herself wailing in pleasure as the highly skilled pegasus brought her to yet another superb climax.

"UUUUUHHHHHHHH" Starlight moaned as once again she fell into a coma due to the overwhelming stimulation she had received.

"Ugh, be that way, then," Fluttershy grumped. "You are such a lightweight!"