It was a warm spring afternoon as the two unicorns made their way through the park. The place was pretty quiet since it was practically empty, it being early enough that younger ponies were still in school, while also late enough that older ones were returning to work after lunch. The park was not completely empty, as there were still a few ponies out and about. There were even some that were clearly couples simply enjoying time with each other. It was the perfect place to either talk softly, or just walk together in comfortable silence.
Unfortunately, the silence did not quite feel comfortable for one of them.
"Is something the matter?" Starlight Glimmer asked.
The question seemed to catch Trixie off guard, as she turned toward the other mare, eyes wide. For a moment, Starlight saw Trixie tense, lifting her head up high and narrowing her eyes. It was a look that Starlight Glimmer had come to recognize easily. Trixie was about to put on a brave -- if boastful -- face and pretend that everything was fine. Even after the time they had spent together, it was still a bit of a challenge for the show mare to genuinely open up.
Except the look did not last. This time, Trixie paused, shifting. Her nose dropped as her eyes looked away. She ran her tongue across her lips.
"I've... been thinking about something," Trixie replied. "It's... something I need to talk to you about, but it's... not exactly easy."
Moving closer, Starlight pressed her shoulder to Trixie's and tried to give her best reassuring smile.
"Hey, you can tell me anything."
The look on Trixie's face indicated that she did not agree. At least not fully. A small part of Starlight Glimmer felt a little hurt. They were friends, and had become romantically involved with each other. The two of them had even bonded over the fact that they had both gone insane and taken over towns out of -- what was in retrospect -- petty anger. What could Trixie possibly have to say that would drive them apart after that?
Don't push her, a voice which sounded a lot like Twilight Sparkle said. Yes, trust is a part of friendship, but so is patience and understanding. As well as respect.
The voice was right. Pushing her own disappointment aside, she kept her focus on her marefriend.
"It's okay," she said softly. "If you don't want to tell me, you don't have to."
"Except I do," Trixie replied. "Because it's something that will affect us. Besides, you'll find out eventually. It's just..." Biting her lip, she looked away. Her ears twitched as she looked around the park. "It's... not really something we should be talking about here, anyways. I'll tell you once we're in my wagon."
"Okay?" Starlight said. Really, she was unsure what to say to that. So instead she continued to walk with Trixie, their pace picking up speed to get to the wagon faster. As they went, Starlight tried to figure out what it was that Trixie was going to tell her.
At the wagon, they stepped inside, Trixie shutting the door behind them.
"Do you want something drink?"
"No, thanks" Starlight answered, moving to make herself comfortable. She then bit her lip, resisting the urge to pester Trixie about whatever it was she wanted to talk about. The question was really picking at the back of her mind. At the same time, she could remember her own hard time when it came to doing something she did not feel ready for. Especially when she was kind of forced to by outside and extenuating circumstances.
Trixie grabbed a drink and moved to sit down across from Starlight Glimmer. After taking a sip, their eyes made contact, then Trixie looked away, her cheeks turning bright red.
"Trixie," Starlight said softly, "I don't know what you want to tell me, but I don't think it can be as bad as you imagine."
"Easy for you to say," Trixie huffed, ears pulling back. "You haven't had to go through this before."
"So... you've told others?"
Trixie glanced at Starlight then away. The show mare's ears seemed to droop more as she looked down, sagging a little. Tears started to form in her eyes.
"Twice," Trixie answered, her voice barely above a whisper. "It... it didn't go well."
The sight of seeing Trixie so sad sent a pang through Starlight Glimmer. She got up to console the other unicorn when Trixie held up a hoof to stop her.
"No. Just... just give me a moment."
Starlight Glimmer pressed her lips tight, but gave a nod. She sat back down her spot, looking away from Trixie to give her some privacy. Although there was not much to look at. While it had become a bit more organized to allow the two of them to fit in it more comfortably, the wagon was still pretty small. It was intended just to fit Trixie and her props while she was on the road. Plus, a part of it was a fold up stage that could be used when and where necessary. And even though Trixie was always trying to improve her show, the stuff that was in the wagon never really seemed to change much. So, Starlight had pretty much seen it all before.
"Okay," Trixie said, getting Starlight's full attention back on her. "I think I'm ready now. Although it will be much easier to..." she swallowed "... simply show you and explain after."
With that Trixie turned to face Starlight Glimmer and leaned back. Pulling her legs up onto her seat, she spread them as wide as she could to expose her full underside. She then closed her eyes and her horn started to glow.
"Wha..." Starlight started to ask, but stopped at what she saw.
The pale magenta aura of Trixie's magic engulfed the space between her hind legs (which Starlight realized was lacking nipples). The energy thrummed and pulsed as it shifted, moving in from the legs and down from the stomach. As it did, it bulged outward. Inside, something started to form. The lower part of it was darkening as the upper part seemed to get more solid.
When the magic disappeared what remained was a sheath with a pair of testicles, and the tip of a penis sticking out.
Starlight Glimmer's eyes went wide as she stared at the male genitals that had now appeared on Trixie. Pulling her gaze away from the spot, she looked up Trixie, who was blushing even more than before.
"Y-y-you-" Starlight tried to say, "you're transgendered?"
At the question, Trixie shifted, letting out a sigh as she leaned forward.
"Well, that was a better reaction than I expected," she said softly before straightening up. "And yes. I am...a... transmare." She moved to sit up, pulling her legs together to cover her sheath and balls. "If you want to go, I won't stop you."
Starlight Glimmer looked at Trixie for a long moment, trying to process what she had seen. The mare that she had known, that she had made friends with, and developed feelings for, was not entirely a mare. The proof was now right before her, even if hidden by a modest sitting position.
Closing her eyes, Starlight Glimmer got of her chair, straightened up and took a step.
Moving next to Trixie, Starlight put her forelegs around the other mare and pulled her into a hug. She could feel Trixie's body tensed as she turned to face Starlight, eyes wide.
"So... you're okay with this?"
Starlight considered her answer for a long moment, looking into Trixie's purple, tear-filled eyes. Starlight's smile faltered a little, but she pulled the other mare closer, kissing her on the forehead.
"I'll admit it was not something I was expecting, and kind of a lot to take in." Her hoof moved to rub the other's back gently. "Honestly... I'm not entirely sure how I feel about it. But... I care for you, Trixie." She pulled her into a tighter hug. "And I want to try to be with you no matter what. I mean... it doesn't change who you are, right?"
Tears welled up more in Trixie's eyes as she leaned in to pressed herself against Starlight.
"Thank you."
Starlight gave a small smile and kept holding Trixie, rubbing her back gently. It was true. Trixie was still the same mare that Starlight had always known. The same mare that had taken over Ponyvile, the same mare that had trusted Starlight to save her from the maw of a hungry maticore, the same mare she had bonded with over feeling like an outcast. That was not all to it, but it was what they started with, and their relationship had grown from there. True, there had been rough patches, but they had worked through them.
A small question formed in the back of her mind.
"Trixie? If you don't mind my asking, what happened the other times you told somepony?"
Trixie looked up. Wiping the tears from her face she took a deep breath and straightened up.
"When I say I told two before, I mean two romantic partners found out," Trixie explained. "The first was after mom and I moved to a new town and I started my life as Trixie. I had met a colt at school and we kind of got involved. It had been innocent at first as we became friends at first, but as the school year continued, it became more and more serious." A small smile tugged at her lips. "Then came the end of the year school dance. He asked, I said yes, and you can guess what we were planning to do after."
The smile then faded as her ears dropped.
"Then he found out, and... didn't take it well. There was some yelling, some throwing. He said he wasn't... wasn't a 'fag,' and... well... He used a lot of names for me I don't really want to remember, much less repeat..."
There was a moment of silence between the two, broken only be the sound of an occasional sniffle.
"Luckily, he never told anypony else," Trixie finally continued. "Although I think it's more so none would know how close he came to 'banging another dude. So I was able to finish the year and graduate without any real trouble from it. Haven't seen him since.
"The second one wasn't as bad... but it still hurt." Trixie looked at a hoof. "It was in Manehattan, learning about stage magic. One stallion had this cute mare of an assistant. A couple times, we were backstage and started flirting with each other. Eventually, we finally went out on a date. Not wanting a repeat of what happened last time, I decided to tell her early on. So that's what I did during dinner. She excused herself to use the bathroom, and never came back."
An angry laugh escaped Trixie as she grinned.
"At least that time, I got to drown my sorrows in a giant hot fudge brownie. Anyways, she did tell some of the others, and while most didn't seem to care, others became uncomfortable and awkward around me. The worse was one that stopped seeing me as a pony and more like a prize. Who tried to have sex with me not because he liked me, but because he had never 'done it with a tranny before.'"
Trixie let out a huff and shifted, moving to lie back with her head resting on Starlight Glimmer's chest.
"That was when The Great and Powerful Trixie" -- which she said without her usual bravado -- "became a traveling show mare, who was proud, boastful, and more than a little sarcastic on stage, but was mysterious, aloof, and distant off. All while trying to get enough bits to afford a proper gender shifting spell. That was until arriving here in Ponyville. You know the rest from there."
Yes, Starlight Glimmer did. It had been a part of their conversations when they had first met. It also explained some of the way that Trixie acted. It had taken some effort on Starlight's part, but she managed to get a decent idea that the first time Trixie had come, she had been pretty grandiose on stage, but had basically hidden in her wagon and told ponies to leave her alone after. Maybe she would let them praise her and get things, but she never really let them get close.
But the statement before that stuck out to Starlight quite prominently.
"So, you want to fully transition?" she asked.
"Yes," Trixie answered, "but it's a very high level and specialized spell that very few can cast. The ones that are willing to do so charge a lot for it."
"Well... if you want, I could talk to Twilight about it. I think that between the two of us, we could have enough magic and talent to perform the spell."
"...I'll think about it..."
"No rush," Starlight said before a new thought came to her. "Does that mean you've never had sex with another pony?"
The blush returned to Trixie's face as she answered, "yes. I have never gotten close enough to another pony to... be properly intimate."
Starlight tilted her head to look Trixie in the eye. Her own eyes narrowed as a smile formed.
"Want to fix that?"
Trixie's eyes went wide at the question, ears perking up as she tensed.
"What?"
"Trixie, do you trust me?"
"Of course," Trixie replied. "I mean, I did just tell you one of the biggest secrets of my entire life, and you're still here."
"Do you want have sex with me?" Starlight asked.
Trixie shifted, looking at Starlight Glimmer. She licked her lips.
"...yes..."
Starlight Glimmer's smile grew wider at the answer, and her horn lit up. Gently, she picked up Trixie in her magic and turned her around before laying her back down on the seat.
"Then lie back and relax," Starlight said, trying to sound as seductive as possible. "Just let Starlight take care of you."
Trixie gave a nod and moved to get more comfortable, watching Starlight. Her hind legs shifted, granting full view of her sac, sheath, and the emerging tip of her shaft. Slowly, Starlight leaned forward, then pressed her lips to Trixie's.
A small moan escaped the pair of them before they broke apart. Starlight then moved lower, kissing the base of Trixie's throat, then down to her chest. Her horn lit up as she continued to work her way toward the other mare's stomach, her magic taking a hold the sheath and sac. A small gasp from Trixie was her reward as Starlight gently rubbed the sac and alternated the firmness of her grip on the sheath.
By the time Starlight reached Trixie's shaft, it was fully erect. Her magic faded as she released her grip, looking at it fully for the first time. During her time running her town, Starlight had enjoyed sex with a number of ponies of both genders. It seemed to be an especially effective way to get the stallion's to give in and accept her way of thinking. Not always, but enough. During that time, she had seen quite a number of genitals that varied in length, girth, and shape. Much more than she had seen in any anatomy textbook.
Trixie's was the smallest that Starlight Glimmer had seen. It was both shorter and thinner. There was a curve to it, which from Starlight's experience had always hit her in the best spot. Although... would it be able to reach that spot considering the length? It was still enough to penetrate her and give her some pleasure.
With a shake of her head, Starlight pushed those thoughts aside. This was supposed to be about Trixie's pleasure, not hers.
Leaning closer toward the erection, she took a deep breath, then blew gently across the head. The length twitched, a small bead of fluid forming from the opening. Starlight's tongue pressed down against the top of the head, running across it to lap pout the spot of pre-cum. She then traced along the edge of the head, looking up at Trixie as she did.
Trixie was clearly enjoying it. Her head was thrown back, eyes closed, and mouth hanging open. Considering what she had said earlier, having a mouth even near her privates was something new, to say nothing of having them licked.
Or sucked.
Pulling her tongue away, Starlight pressed her lips against the tip, giving it a kiss. She then pushed down more, opening her mouth wider. The head pushed past her lips. Then her teeth. Her tongue pressed against the underside of the length as she pushed her way further and further down, taking the entire length into her mouth until her nose pressed against Trixie's crotch.
Starlight closed her eyes and pressed more as she took a deep breath, letting the scent of Trixie's musk fill her nose. Lips pressing tight to form a seal, she clenched her mouth to pressing her tongue and cheek against the side more. She then let out a low hum before pulling her head back, stroking along the length.
A moan escaped Trixie as her shaft twitched once again, releasing a spurt of pre into Starlight's mouth.
The reaction made Starlight Glimmer feel rather proud of herself. Thrusting back down, she took the entire thing into her mouth again. This time, she sucked hard as she pulled back, pulling the skin up along with her. Reaching the head, she released it with a pop, pulling back. A strand of pre and saliva ran from her mouth to the head. Starlight flicked her tongue out to catch the strand, pulling it into her mouth.
A gasp escaped her as something stroked along her vaginal lips and the cleft between her rump cheeks. Looking back, Starlight could not see anything, but she felt the pleasure of being teased. Turning back, she looked up to find Trixie smirking as her horn glowed.
"You didn't actually expect to sit back and do nothing, did you?" Trixie asked, raising an eye brow as she smirked. Her horn then flickered brighter.
Starlight Glimmer gasped louder as the magic stroked over her clitoris and circled the edge of her tailhole. Her hips shifted, moving to press back against the pleasure and wiggling slightly. Trying not to get too caught up in her own pleasure, she returned her attention to teasing and pleasing the other mare. Her head moved lower as she brought her mouth to Trixie's testicles. She pressed her lips against the sac, then let her tongue flick out to stroke the skin and sensitive orb inside. Slipping the skin and testicle in her mouth, she suckled gently.
The sound of a faint whimper reached her ear, and the magic touch pressed against her nub and backside more firmly. Looking up, she saw a gleaming line along the underside of the shaft. A line of pre-cum had leaked out and dripped down along the length. Letting the testicle and skin fall from her mouth, Starlight moved to lick up the remains of the escaped fluid.
She could also feel herself dripping wet with excitement as the magic continued to tease her.
"I think that's enough foreplay," Starlight Glimmer purred out as she moved to get up. Slowly, she crawled forward, making her way on top of Trixie. Starlight kept her body low as she went, allowing the fur of her underside to rub along the length of erect member. Her own horn lit up as she moved into position, looking down at Trixie.
"Ready?"
Trixie licked her lips and nodded.
With a smile, Starlight Glimmer moved in to kiss the other mare, eyes closing to enjoy the moment. At the same time, her magic gripped Trixie erection, moving to line it up with her vaginal lips. Her hips rocked back and forth, rubbing her slit and clit against the flat head of the cock. Each movement sent small flickers of pleasure through her body.
Finally, she pushed down.
The two of them both moaned out as the tip of Trixie's shaft spread Starlight Glimmer's vaginal lips, making its way into her depths. Her walls clenched as the length went deeper, feeling every twitch against her insides. After so long without, it felt simply wonderful. Especially when Starlight bottomed out and it hit just the right spot. Not only did Trixie's erection touch Starlight's g-spot, but the flare actually pressed directly against it.
It was like it had been made for her.
The kiss broke as Starlight leaned back, shifting her hips to feel the shaft moving inside her and grinding her clit against Trixie's stomach. Between the swell of the flare against her g-spot and the teasing of her sensitive nub, Starlight was feeling more pleasure than she ever had before. Beneath her, Trixie started to shift her own hips, rocking back and forth to grind up against her.
Taking it as a sign, Starlight clenched her inner muscles and lifted her hips. Slowly she raised herself up, stroking along the length as it slipped out of her. She even gave an extra squeeze as the medial ring escaped, causing her to moan out again. Reaching the top, Starlight swirled her hips before pushing back down again. She then ground hard against the other mare, and started her way back up.
Soon, she got a slow rhythm going, working her hips at a gentle pace. Each time she pushed down, she could feel Trixie pushing up to meet her. The other mare's eyes were closed as they moved, lost in the pleasure she was experiencing.
It was very cute.
Leaning down, Starlight pressed herself against Trixie, pushing her muzzle against the other mare's neck and nuzzling gently. She then began to pick up her pace, raising and lowering herself faster. Her walls continued to squeeze and clench, gripping the shaft inside her tightly as it stroked at her sensitive depths.
She could feel herself getting close, and was willing to bet that Trixie was as well.
A pair of hooves gripped Starlight's rump, pressing and massaging the cheeks. One moved under her tail, stroking the base and along the cleft of her cheeks. The warm soft wetness of a tongue pressed against the base of her horn, slowly working its way up.
That was all it took to send Starlight Glimmer of the edge. Pushing down hard one last time, she froze as her entire body tensed and shook with pleasure. A cry escaped her throat as several sparks of magic shot from her horn.
Trixie replied with a cry of her own. Her hips pushed up hard one more time, trying to bury her shaft as deep inside Starlight as it could reach. She held Starlight tightly as her entire body tense, length swelling and twitching to shoot spurt after spurt of her seed into Starlight's wanting body.
As their orgasms ended, the two of them collapsed. The pair of mares laid there limply, panting heavily in the after glow.
"That... was... amazing..." Trixie panted out. "Much better than anything I've done on my own."
Starlight Glimmer smiled and moved to kiss Trixie. As she did, her body moved, causing the softening cock to slip out of her.
"I enjoyed it as well," Starlight said as she broke the kiss. She then grinned. "Maybe next time, you can take a more dominating position."
Trixie shifted to look at her, raising an eyebrow.
"Next time?"
"Mm-hm," Starlight replied with a nod. "That is assuming you want to. Personally, now that we've reached this point, I'd like to keep going."
A large smile spread across Trixie's face as she pulled Starlight Glimmer into a hug, kissing her again.
