Starlight's favorite game
What games do you want to play?
Starlight Glimmer sat at one of the tables in an out-of-the way room within Twilight’s castle, putting the finishing touches on a scroll she was working on. Just as she had been expecting, her friend Sunburst entered the room a few minutes later. She knew he would come looking for her after he and Maud were done talking.
“Starlight, what happened? Maud and I found some fascinating sedimentary stratum, but when I turned to show you, you were gone.” He looked concerned, but Starlight just smiled back at him and hopped off the chair she sat in, picking the scroll up in her magic.
“Maud does have a way of making rocks really interesting, but I wanted to work on something a little more ‘us’.” She levitated the scroll over to Sunburst.
The orange stallion unrolled the scroll and began to look it over “What’s this?”
“Just a little something I made up.” Starlight replied, unable to hide a tone of smugness and confident grin.
She knew Sunburst wouldn’t be strong enough to cast it, but he was more than smart enough to figure out the complex series of chained spells. It was something she really liked about him, he was brilliant in his own way, and the dorky excitement she could see spreading across his face as he grasped the concept of the spell was cute. “Whoa! You made up this spell? Just now?”
“Yup!” She beamed with a wide grin to her friend. Her horn lit, lifting the scroll into the air and activating the first spell in the chain. The magic swirled around them, starting off the first and most basic of the spells, a simple illusion to coat the room and re-create their foal-hood home from years past.
“Wow.” Sunburst said as he gazed around the altered room, it was a perfect copy of his friend’s old home.
“I know, right? But wait, there's more!” Starlight could hardly contain her excitement, this was going to be so much fun for the both of them, just like old times!
The next spell in the chain activated, this one a bit more complex. It was a glamour mixed with a mental phantasm, the images it left behind were two young foals, crafted to look like Starlight and her friend, and the mental overlay would make the figment bodies feel and sound like the representations they were meant to be. It was a clever bit of spell work, and overall much easier and safer than an actual age spell, and as long as neither of them fought the illusion, it would be for all intents and purposes as if she had just turned them back into young versions of themselves.
Starlight grinned as the spell completed, showing her that she had gotten the details perfect, Sunburst stood before her looking exactly like the little colt she had missed so much… although he looked both slightly confused and a little startled at the moment.
“Cool, right!?”
“Um… Sure?”
Starlight put that out of her mind for now and zipped off to the adjacent room, returning in a blink with her favorite board game. “Now we can play Dragon Pit! Just like we used to!”
Sunburst hesitated, trying to get her attention “Actually, I thought we could go with Maud and-“
“I mean, nothing was better than just you and me playing this game when we were foals, right?” She was ignoring the nagging feeling building in the back of her head, nothing was more important than re-connecting with her old friend.
”Starlight…”
“Do you what to be red or blue?” That incessant nagging voice telling her she may be going a bit too far, the one that sounded way too much like Twilight, could just shut up for now.
“Starlight! I don’t want to play this game at all!” he shouted then looked her in the eyes.
Instantly she could feel tears form in her own eyes as a sinking sense of dread filled her as she finally realized. Sunburst had never liked this game, he had only been pretending to be her friend, he had finally had enough of her and was going to leave her for good, probably to go hang out with Trixie and Maud, who were much better friends than she had ever been.
“I came back here because I wanted to try to be with you, Starlight. I-I’ve been attracted to you ever since we were f-foals…” he said turning his gave away, a blush crossing his face, “I used to have dreams about you when we were young. You… you were so cute like that.” his eyes briefly flickered over her form, the blush growing deeper. “I was trying to forget those thoughts, they aren’t r-right. But seeing you like that again… Sorry, you probably think I’m a huge pervert right now,” he stood up and took a step back from the table “Um, I should probably just go somewhere else…”
Starlight was a little shocked, her best friend had just confessed to being attracted to her, and possibly wanting a more meaningful relationship when she had thought he was going to abandon her forever. But at the same time, he was attracted to her in this little filly body, as apparently he had been for years. Her eyes still felt moist but she could feel her own cheeks grow warm, and a little flicker of excitement stir in her belly.
A brief thought flashed across her mind ‘it’s not like it’s unheard of for young ponies to… experiment. We missed out on that when we were younger, he left for school just as we were starting to get to that age’ the realization gave her a surprising feeling of loss, like they had missed something important in their youth, never to be claimed again. ‘…never? Why not? This spell is still going, it’s not like we’re really foals, so there’s nothing actually morally wrong about wanting to… play some games…’ Starlight felt her cheeks form into a wider smile even as they grew more heated from her blushing.
“Sunburst, you naughty little colt. Have you been having dirty dreams about little fillies?” Slowly, she walked around the table towards the little unicorn, she made her gait take on a bit of a strut, at least as much as her shorter legs would allow. The way Sunburst’s mouth hung open as if he was trying to respond and couldn’t remember Equestrian made her feel that her efforts weren’t completely wasted.
“I just wanted to play my favoritest game with you, Sunny… but maybe, you want to play a different game with me?” Starlight threw him the biggest puppy dog eyes, mixed with just the cutest little pout she could muster, pressing her little hooves against Sunburst’s shoulder and turning the full force of filly adorableness against him.
Sunburst’s hooves slipped off the table. He went crashing to the floor clutching his chest. “Hnng! Sta-Starlight, what? But we, you, I…”
The little purple filly hardly gave him a moment before pouncing on him, “Oh noes! Sunny, I made you fall down! Are you okay?!” She lay atop him as he was sprawled on his back, pressing her extra soft little body against him.
Sunburst clenched his eyes closed and tried to calm himself, “Starlight,” he said in barely a whisper “you need to stop, or I’m going... I might... “
“Might what, Sunburts? Try to do naughty, depraved things to a helpless, innocent little filly?” She rocked her body back and forth across his, feeling her tiny nipples press into his lower belly. Starlight leaned down to whisper in his ear “It’s okay Sunny, we aren’t really foals, and I feel like I’ve missed so many experiences with you. I don’t want to keep missing out on things. And if I can, I want to get something back that we both missed out on years ago. Besides, don’t you want to play some games with your cute little filly-friend?”
Sunburst looked into her eyes, trying to determine if she was serious and Starlight tried to assure him, letting him know that she really did want to peruse something more meaningful, but also that she wasn’t about to let this opportunity slip by. “It, it isn’t just any little filly Starlight. It’s always been just you. You were so adorable, I thought I had to get away from you before I did something stupid and hurt you. I’m sorry I never came back…”
Starlight felt her heart swell just a bit at his words, to know that he had felt so deeply about her for so long made a wonderful warm sensation bloom in her. Other feelings spread to other parts of her as well though, and as wonderful as it was to hear such sweet words, it was time to try to coax her new colt friend to take the initiative. “Awww Sunburst, that’s so sweet,” she said, wrapping her forelegs around his neck and nuzzling into his cheek “If you keep saying such nice things to me, I might let you have a special present…” she moved to whisper even more quietly into his ear “did you want to stick your big, hard colt dick in my cute little filly pussy?”
Sunburst’s reaction was instant, he gasped, gritting his teeth and clamping his eye shut, his hooves moves to grip her by the waist. Starlight felt something bump against her rump and slide up beside her dock, leaving a slick trail. She grinned down at her colt “Hum, looks like you brought a little friend to come play… with… oh holy Celestia…” Starlight had turned her head to look over her shoulder at Sunburst’s colthood, and was met with a towering shaft of black throbbing stallion flesh. Her eyes had gone wide and she could feel her breath hitching.
“You… You didn’t make the illusion an-anatomically correct.” Sunburst panted, “Not surprising really, heh.” He swallowed “You probably just skipped over that part when you were craft… crafting it. I-I mean haha, why would you take time to craft an accurate visual and sensory representation of a young colt’s….. parts”
Starlight was still staring in awe at the pillar of meat behind her, now resting fully halfway up her back and pulsing with Sunburst’s quick heart-beat. It wasn’t really nearly half the size of her entire body. Her real, fully mare sized body was just being covered with an illusion, her mind being fed sensations and altered perceptions to make everything look and feel bigger around her. Still, she was suddenly torn between panicking at the thought of being split in half by a monster stallion cock, and desperately wanting to feel something that enormous repeatedly plunged into her soaking depths.
“Um, we… we can stop and you can f-fix the spell if you want to, Star-hah…”
The little pink filly had spun around, still sitting on his stomach, her tail to Sunburst. She leaned forward and pressed herself up against his seemingly massive pole, she wrapped her forelegs around it as if hugging it and nuzzled her cheek against the top of his flared head, smearing a trail of clear slime across her face and cooing softly as she was warmed by the intense heat coming off of his member. She turned her head to look at him over her shoulder with heavy lidded eyes and a sticky string of pre-cum stretching from her cheek back to the tip of his dick. “Is this all for me, Sunny?” she whispered back at him. He felt her slide her hips forward on his stomach, leaving a slick trail before she bumped against the base of his cock. There was a soft squishing sensation and an incredible warmth from the point of contact.
Sunburst let out a shaky breath. “S-so friggin s-soft….” Having his entire stallionhood wrapped in the embrace of a warm, fuzzy little body as she returned to nuzzling the top of his shaft was driving him quickly insane, Sunburst realized that he had to get himself under control or he has going to drown his little friend in a river of pent up lust. He leaned forward a little, propping his back against a nearby chair and wrapped his own arms around Starlight, hugging her close to him and also squeezing her between himself and his throbbing member. It let him catch his breath a little, and allowed him to really enjoy his friend’s softness. He had never felt something so incredibly fluffy in his entire life, and wondered if it was an effect of the spell she was using, or if Starlight’s own coat was always this amazingly cuddly.
They sat for a moment, both breathing heavily. The pink unicorn could feel herself rub against the base of Sunburst’s shaft each time he took a breath. Starlight leaned forward and began licking the very head of Sunburst’s cock, lapping at the beads of pre-cum that were forming and using her tongue to spread the moisture further, wetting and slicking his shaft. She rocked back and forth slightly on his stomach, grinding her fillyhood into the base of his pole and squeezing him against her own tummy with her forelegs. The moisture she was spreading with her tongue quickly began seeping down onto her chest and lower body, making her embrace on his cock slick. Sunburst’s hooves gripped her hips, massaging her rump where her cutie mark should have been and helping to slide her back and forth against the base of his dick, quickly soaking both of their lower halves in filly juice.
Starlight was having enough of foreplay though, she loosened her grip on his member and stood up on her hind legs, gripping the edge of the table to keep her balance. “Sunny, I really like our ‘special hugs’ but I’m all itchy and tingly on my insides, can’t you help me?” another adorable pout caused Sunburst to groan and his shaft twitch, slapping into her crotch just in front of her pussy.
“Oh Starlight, I’ll help you, I can scratch all the way inside of you and make you feel better, I’d do anything to help such a pretty little filly.” Even seated on the floor as he was, Starlight had to stand on her tip-hooves to rub the flare of his head against her opening. Little rivulets of mare-juice ran down his pole each time she rubbed him between her lips, slowly spreading herself more and more around his flare with each rock of her hips.
She had to keep reminding herself that she was actually a grown mare, and despite the fact that Sunburst’s cock looked like it would reach all the way up to her rib-cage, it was all the illusion feeding her a slightly altered perception. His rod wasn’t actually big enough to rupture her internal organs, and if she lowered herself onto it, the head wouldn’t actually pop out of her mouth…
Sunburst shifted slightly, settling his back more comfortably against the chair behind him. He raised his rump off the floor as he did so, just as Starlight let her weight off of her tip-hooves for just a moment. The head and several inches of Sunburst’s cock pushed up inside of Starlight then, and the mare gasped, her eyes going wide and her grip on the table tightening like a clamp.
“OH! holy sweet merciful baby Luna!!” Altered perspectives and mental illusions aside, Starlight realized in that moment that her friend was huge. She felt her pussy clench down, just on the verge of being able to accommodate the intruder suddenly within its walls.
Sunburst felt his breath catch as well, as he inadvertently thrust up inside of her, Starlight clamped down on his stallionhood and her walls almost seemed to flutter with contractions for a moment. He had to bite his tongue to keep from filling her with seed right then. Wet, soft, hot, and incredibly tight, he had never experienced anything like this in his life. Without thinking about it, he grabbed her hips and pushed up inside of her just a little more. He needed to feel more of this incredible tightness.
Before Starlight could catch her breath, she felt Sunburst push, his thick cock spread her depths and she felt his flare shove past her g-spot. She came. It was so sudden she hardly had time to react, she buried her head in her forehooves against the table and moaned, lifting her hips just a few more times as she felt her inner legs soaked with her own fluids, then collapsed onto the table, feeling her hind hooves leave the ground and Sunburst’s massive rod pop out of her. The filly lay panting on the table top, vaguely aware of her friend standing by her side and speaking to her. “Huh? You say somethin’?” she asked, unable to wipe a stupid grin off her face.
Sunburst looked a little concerned. “I’m sorry Starlight, are you okay? I should have waited, let you set the pace, I just couldn’t help it, you were so-muf” His friend threw her hooves around his neck and dragged him close, mashing their lips together and invading his mouth with her own tongue. He felt her hum happily into his mouth as she clung to him. Starlight kept him locked in her amorous embrace for several minutes as he slowly grew less nervous about having possibly hurt her and began to return her affections. Finally she released him, laying back across the table and knocking a few game pieces onto the floor.
“Oh fuck, Sunburst that was incredible! I’ve never had my pussy filled like that before. You hit everything inside of me just right, I feel like I came gallons!” Her hooves ran down the length of her body, pressing down against her nethers and causing her lower lips to spread lewdly, sticky threads of her fluids stretched across her hole which still gaped slightly from his intrusion.
Starlight’s spell was altering the way he perceived her voice, making her sound like the little filly he remembered from years ago, hearing such words come out of her and watching the erotic display she was putting on made his still hard cock swell almost painfully. He could also smell her musk this close up and unconsciously lowered his head towards her pussy, his nostrils flared at the smell.
Starlight smiled down at him, “Do I smell good Sunny? Do you want a taste of my little filly cunny?” She hooked her forehooves under her legs and rocked her rump off the table, spreading wide for him. He needed no more of an invitation, his muzzle dipped down and pressed against her extra soft lips and took a deep breath in. Starlight let out a shaking breath as cool air rushed over her sensitive folds into his nostrils, then groaned when that was replaced by a warm exhalation and a firm tongue pushing into her. The little pink filly gripped her friend’s head and thrust her hips at his face, making sure to thoroughly coat him in her nectar, she liked getting messy when she was playing with herself and would frequently need a shower and her bed sheets cleaned after masturbating. As the tingling sensation grew in her stomach again, she finally pulled his head away from her soaking marehood, dragging him back up into a deep kiss and loving the taste of her own fluids in his mouth.
Starlight broke the kiss, nuzzling along the side of Sunburst’s face and smearing wetness across her cheek, she nipped lightly at his ear and whispered “I want you inside of me now Sunny. Cram that big, thick meat into my little filly holy, don’t stop rutting me until I’m filled with your cum.” One of her hind hooves lifted and gently rubbed between his hind legs, massaging his heavy balls.
The little yellow colt was breathing heavily, his gaze lost in her big purple eyes as the filly underneath him begged him to fuck her. Starlight pushed herself back on the table slightly and pulled one of the chairs over with her magic. Sunburst slowly stepped up on it, unable to pull his gaze from her. He put his forelegs to either side of her, giving her a quick hug and causing her to hum in happiness. His oversized member pressed against her tiny fillyhood, spreading her puffy lips around it while he slowly drew back across her soaking wet folds, her clit winked against the underside of his cock until his flare bumped across it to rest pressed against her opening. Starlight was letting out an adorable series of breaths and gasps the whole time, then caught her breath altogether as her friend started to push into her.
Sunburst groaned, Starlight was so tight around him, but he pushed forward with everything he had, slowly burying himself inside of her, she released her breath in a long drawn out sigh, “aaaaaahhhhhh… Sun-Sunny, that’s amazing, I’m so.. EEP!” She hadn’t realized how much of him there still was until his medial ring pushed into her tight hole with a slight pop. Only a moment later, the head of his dick pushed against her deepest wall, causing her to take another quick breath in and clench up inside.
Sunburst finally got control of himself, “Starlight? Are, are you okay?” she was breathing deep and her eyes were clenched closed, one hind hoof seemed to be keeping him from plunging any deeper, but the other was wrapped around his backside, not allowing him to pull out either.
“Uhhnnn… so fucking full.” She calmed her breaths and opened her eyes to look down between them. Her eyes widened when she saw he still had almost a third of his length to go. “Holy fuck, Sunburst your dick is huge... Just, Just go slow, that’s as deep as I get sweetie.” She said with a nervous chuckle.
The colt was blushing furiously at her words, both the praise of his member as well as the dirty things coming out of the little filly’s mouth. He just nodded at her, then slowly started to pull back out of her depths. He could feel trickles of her juices dripping off the table edge onto his hooves, it was providing plenty of lubrication and soon he felt his head squeezed again by her tighter entrance. He braced his forehooves again and pushed himself back into her, delighted by the high pitched sighs she made with every motion. In only a few more thrusts he had a rhythm down that buried him perfectly within her each time, bumping up against her cervix gently each time he finished his forward movement and stretching her cunny lips every time he finished rocking back.
Starlight’s sighs quickly grew in volume, reaching loud cries of “HAAA! FU-FUCK YES! UUAHHH!” almost in time with each push. There was practically a little waterfall of filly fluids running off the edge of the table. “Sunny! Sunburst! Deeper, fuck me deeper!” He hesitated a moment before adjusting his thrusts, placing his forehooves above her shoulders and pulling her down onto him with every push.
Starlight could feel him pushing against the barrier inside of her, each time stretching it just a little more, it was slightly painful, but the extra girth as the base of his cock pushing deeper inside and his medial ring now constantly brushing back and forth against her g-spot made that trivial, then with a final hump, she felt the head of his cock pop into her deepest sanctum. She couldn’t even shout, she just wrapped all four of her legs around Sunburst and held him inside of her. The sudden pull, and the fact that he was standing on a chair with a pool of mare lubricant coating it caused the colt to pitch forward, the last couple inches of his thick shaft buried within her and his crotch and balls mashed up against the incredible softness of her pussy.
Sunburst’s tail was suddenly coated in a spray of female nectar, as suddenly Starlight’s velvet soft walls began clamping around him, clenching, milking and almost massaging his member, as if her body were begging him for a return, a sharing of his own fluids. His own body couldn’t possibly refuse. “Ah! Starlight! I’m cumming!” With a cry, he felt his member throb, his balls clench, and jets of his cum sprayed into Starlight’s womb.
Starlight wasn’t sure if she came yet again, or if the feeling of her colt emptying his load into her deepest reaches just caused her to have one massive prolonged mind blowing orgasm. Her walls clenched in time with the throbbing stallionhood buried inside of her, and she could feel moisture gush out of her with each release, surely a mixture of her own and his by now. She released a final high pitched groan as she squeezed Starlight against her body, trembling slightly, before flopping back onto the table with a little splash of sexual fluids that had pooled under her. Her friend rolled over onto the table beside her, both of them panting and trying to catch their breaths.
“Fuck,” Starlight panted, “We should have done that years ago.” She couldn’t get the happy smile off her face, not that she wanted to.
“Yeah, it kinda makes me regret my decision back then…” The colt next to her responded, still smiling as well, but his ears had drooped and he looked like he really regretted those lost years.
Starlight rolled over and lay against him, wrapping her legs gently around him. “No point in regretting it, and we can always use the spell if you feel like going back to re-live some old games of ours.”
“Hehe, maybe. But I kinda want to be able to move forward with you too Starlight, not just focus on our past.” He said, snuggling up against her. “You… Do you want to be my marefriend Starlight? I know I’m going to be up in the Crystal Empire a lot, but I think we can make it work if you want to. I think this proves, as long as we both want to be friends, or something more, we can make anything work.”
“Heh, that sounds like one of Twilight’s lessons…”
Sunburst just smiled at her, “She seems like a pretty good influence to take lessons from.”
Starlight nuzzled into his neck and sighed “Yeah, she’s really pretty incredible. I feel like she’s opened so many new doors for me, just by giving me a chance. She may be the second most important pony I’ve ever met.” The significant look she gave Sunburst left little doubt in his mind about who she thought the first on that list was.
They moved together again as Starlight’s spell dissipated around them, sharing a loving embrace and a lingering kiss in their proper forms once more.
Outside the door, Princess Twilight Sparkle wiped a happy tear away from her eye as she watched the conclusion of the scene through the slight crack in the door... of course this didn’t do much good since her hoof was drenched in her own vaginal fluids. Twilight “Tsk”ed as she magicked the puddle up off the floor underneath her, briefly wondering what to do with the little orb of liquid. She blushed as she thought of one possible solution, but dismissed it. Perhaps if she had cleaned the floor before making a mess on it… She stood and began trotting away, she’d just dump it in the first sink she came across, or out a window.
Trixie Lulamoon met her just around the next turn however, and both mares paused as they looked each other over, Twilight regretted that there was still just a bit of tension between them, but Trixie smiled to her the next moment, and Twilight found herself responding to it in kind. “Hey Twilight, I was supposed to meet Sunburst and Starlight, but they didn’t show up at my cart, have you seen them? … What’s that?”
The Alicorn chuckled as she moved the little ball of fluid behind herself. “Eheh, I was just cleaning up a… leak. I think those two are just down the hall, they mentioned something about a new spell. You should ask them about it.” Twilight beamed happily at the blue mare.
“Huh, you wouldn’t think a solid crystal castle could leak. New spell you say? That sounds like it could be fun. Thanks Twilight!” Trixie waved at her as she passed, continuing down the hallway.
Twilight’s eyes lingered on the pretty magician’s backside as she departed ‘It was me who was leaking, not the castle, and I think I’m starting to again…’ her friendly smile slipped into a bit of a smirk, she’d have to take a peak back into that room in a few minutes to see how that little meeting was going, she would have to remember to bring a mop this time. Maybe she could invite herself in to play a few games with them too…
