Starlight Glimmer sighed.
The wash of frigid air was a respite beyond welcome. Celestia’s grace was punishing in high August, and on particularly sweltering days Starlight wondered if it would be considered a social faux-pas to politely ask the sovereign of the Equestrian nation to knock it off.
She stood perfectly still - a welcome posture given the hectic morning - and absorbed the chill all around into her coat, allowing it to send through her body a welcome shiver. Her eyes beheld a familiar sight, but she ignored their messages that something was amiss and settled them beneath her eyelids, choosing self-indulgence over curiosity.
“...ahhhhh…”
The past week had been excessively hot, and the air conditioning she now enjoyed was a luxury few ponies had access to. The wealthy could pay a local sorcerer to enchant objects in order to make them emit a constant chilly aura, but the spell was no easy feat, and the service didn’t come cheap. Pegasi could soar above the clouds, but there were some days that no place was much of an escape regardless of elevation, and Starlight had heard from many a winged pony that fanning oneself with one’s feathers soon became tiresome. Earth ponies seemed to be the worst off, but seldom did Starlight hear them complain. Their tenacity was a concept she used to look down upon in lieu of wings or a horn, but she found herself envying them simply for possessing a stubborn streak that even nature struggled to beat down. In such punishing heat however, no tribe appeared to have a clear advantage, and Starlight witnessed members of all three tribes wilting under the sun.
Starlight knew spells to generate cold herself, but maintaining a chill aura around her own body required constant concentration that would belie her ability to enjoy it. Besides, she had her own daily tasks to perform as a friend and guidance counselor. She had thought her magic better employed to cooling smaller dorm rooms for her students, or important storefronts for the citizens of Ponyville. The drafty Palace of Friendship was simply too large a space to keep enchanted for very long. Thus her daily toil had been admirable, selfless, and sadly abominable.
She had been called to this small place without expecting an enchantment, and found herself quickly wound up in its chilly tendrils. She would go back to her responsibilities...soon. Yes, soon. Certainly it would be impolite to not linger at least long enough to discover her host’s intentions, would it not?
“Trixie?”
Calling out, Starlight finally opened her eyes. The interior of Trixie’s trailer was as soothing as ever in its palette of soft blues and purples, but the space seemed oddly larger, and it took but a moment of focus to figure out why. Most of Trixie’s ‘stuff’ was nowhere to be found. Trunks, cookware, props and chotchkies picked up in the wandering performer’s travels all were absent, leaving nothing for the light from the small, high windows to touch but a few starry trinkets hung from the ceiling. These spun about lazily in the air, bathing the room in pinpricks of colored light that reminded Starlight of a clear and brilliant night sky all around her.
Starlight took a step and found herself bouncing. She glanced down, and found that nearly the entire floor of the trailer was covered in a very large, soft mattress, which in turn was coated with myriad satiny pillows and cozy quilts. The sight would have been absolutely appalling outside in the heat, but Starlight was rapidly cooling off, and if anything the blankets looked toasty. The mattress was far too large - it carpeted the entire room, far beyond any size made by a sane manufacturer.
Starlight stepped further into the chamber. “Trixie? What’s up? You said you wanted me for something?” Concern alighted the mare’s features as she looked about again. “Where’s all your stuff? And how did you get this...this huge mattress in here? Is everything okay?”
A voice that was clearly Trixie’s shrill tone emanated from every direction in echo. “Do you like it? I made it myself.”
“You made this?”
“Mmhmm!” Trixie’s voice replied. “All I had to do was take a friend’s advice, and lo and behold, I learned to make things that aren’t even teacups!”
Starlight grinned wryly. “Well, I dunno why you would make something like this, but good job, Trix.” She pawed the mattress-floor with a hoof. “This is definitely next-level stuff. Now, you wanna tell me what I’m doing here? It’s not that I don’t want to check out your magic, but I was in the middle of some work.”
“Psh, work,” Trixie’s voice scoffed. “Don’t you like spending time in my little refrigerator? It’s not that hard to keep a tiny space like this cool if you don’t have any place to go, you know.”
Starlight considered the soft, welcome kiss of the cold and murmured comfortably against it. “Well...I mean I can’t say I don’t like it. But just because you’re not busy, doesn’t mean I can just--OOF!”
Starlight’s words floated away on the wind that had been thoroughly knocked out of her. She was on her back upon the mattresses and thus unhurt, but a bundle that matched her size and weight prevented her from immediately rising up. In an instant her vision was filled with the violet eyes of her best friend, and she could feel warm breath from the soft blue muzzle that touched her own. Trixie’s silver tail was wagging like a puppy, but Starlight could only tell because she could feel the air displacement and the intermittent sensations of hair brushing her thigh.
“Surpriiiiiiise!” Trixie announced. “You are now a prisoner of the Great and Powerful Trixie!”
Starlight snerked. “Prisoner huh? Where were you hiding?”
“A good magician never reveals her tricks, dear,” Trixie replied saucily, her four hooves planted firmly on the mattress around her friend’s prone body. “I may not be a princess, but can you really question a magic-show performer about something like a disappearing act?”
“Point,” Starlight said drolly. “You did really good with this transmutation spell Trixie and I’m totally proud of you...and believe me I wish I could stay, it’s really comfy in here, but I really have to--”
Trixie wasn’t listening. She had taken to nuzzling Starlight’s cheek, and was whispering in her ear. “--have to stay with meeee, because you’re my ‘pretty decent for an assistant-detective-helper person’ prisonerrrrr….”
Starlight grinned and flared her horn up a bit just to make a show. “You know you can’t keep me here if I really wanna leave, right?”
“Oh, I know,” Trixie cooed. She drew back, and Starlight beheld an image of the flushed cheeks and lidded eyes of her friend. “All that means is that I have to make you not wanna leave…”
Starlight opened her mouth to speak, but Trixie captured it in a deep kiss. She introduced her tongue almost immediately, aware that some ponies might find that too forceful even of their mates, but she knew precisely whom she was dealing with. Starlight murmured in protest against it and twitched her body, but made no effort with her superior magical ability to force her way up.
When Trixie broke the kiss, she found her partner gently panting. “Magic schmagic. As if the Great and Powerful Trixie doesn’t know how to wrap her assistant around her little hoofy by now.”
Starlight took a moment to catch her breath. Having something as simple as deep kissing for a weakness made her vulnerable indeed, and thus she told nopony about it. Nopony except her best friend of course, who hadn’t hesitated to use it against her once their relationship deepened.
“N-no fair,” Starlight laughed dryly. “You can’t just take me from zero to horny in six point two seconds anyway. That’s not how it works. Haven’t you ever heard of foreplay?”
Trixie was stroking Starlight’s cheek with a hoof as she might pet a cat. “I beg to differ, dearie. That’s not how it works for most ponies, but there’s no way you can resist me. I’m your outlet, and you know how much you need me.”
“Tch, yeah right. Last chance. Are you gonna let me up, or do I have to do it myself?” Starlight was not upset with her friend, but she sparked her horn to life again anyway, intending to teleport herself anywhere in town out of the other unicorn’s grasp solely to win the current ‘competition’.
Trixie unabashedly ran her tongue from the base of Starlight’s horn to the tip. “Mmm, minty~”
Starlight shivered. Not every unicorn was so susceptible to manipulation of the horn, but it was yet another weakness her special friend was well aware of. Trixie drew nearer, and Starlight went cross-eyed trying to keep her in focus.
“Shhhhh,” Trixie cooed. “Turn it off, sweetie. It’s just you and me here. You’ve got time for a frosty quickie on a hot day, and I prepared all of this just for us. You’re my prisoner and you’re not going anywhere.”
Trixie pressed her soft lips into her partner’s again. Starlight shivered and made a token show of resistance, but Trixie flooded Starlight’s mouth with her tongue, turning her head to lock their muzzles together with a chorus of smacking noises.
Starlight felt a hoof on her chest. It was not a firm touch, rather, it was a signal from her lover that said ‘I shouldn’t have to hold you down.’ She felt a tingling aura of magic around her body, massaging her tight muscles from the day’s toil, and at length she took to suckling on the offered tongue. She drew it in, and in her mind heard the telepathic voice of her lover, unicorn to unicorn.
Shhhhh…. Trixie said again, this time in Starlight’s mind. ...good girl, suck on your Great and Powerful Mistress’s tongue...show me you want to stay…
Trixie stabbed her partner with her tongue, practically rooting the back of Starlight’s head to the spot. Starlight shivered and wriggled like a serpent, but her body eventually went slack, and she let the single hoof upon her chest hold her in place.
Horn, Trixie projected amid the smacking of lips. I shouldn’t have to fish out that sexy repressor ring thingy we bought in Manehattan together, should I?
“...nuh-uh…” Starlight muttered vocally. She let her horn wink out, but her eyes snapped open like mousetraps when she felt the presence of something long and hard poking her in the softness of her round pony belly.
D-did you give yourself a…?
Mmmhmmmmm, Trixie confirmed, the sound bouncing around in her lover’s mind like wind chimes. Isn’t that just the best little spell we learned together?
Trixie finally broke the kiss. Starlight rolled her eyes, feeling faint, and glanced weakly at the sparkling ceiling. “...hahh...hahh...hahh…”
“Ready to be my prisoner now?” Trixie whispered. She had taken to blatantly humping her friend’s tummy with her summoned appendage, and had already wet Starlight’s coat with clear pre-seed. “These things are amazing, you know. Stallions have all the fun.”
Starlight managed a cocky face, despite the throbbing of her lungs and the heat on her face. “...heh...heh...y-you can’t beat me that e-easily…”
“Yeah. I didn’t think so.”
Taken aback by the response, Starlight turned her eyes back to Trixie and found upon the unicorn’s face a grin that bordered on devilish. Trixie lit her horn, and beside her head floated half a dozen small objects that looked like polished metal ice cubes. Starlight started, but as the cubes floated out of sight, Trixie bent down to kiss a bead of sweat off her lover’s brow.
“You’ve been melting for a week now, you’re so hot,” Trixie observed. “There’s better ways to cool off than a glass of iced tea, you know.”
Starlight gritted her teeth and jumped. She knew what the little cubes were, and as they began to run down her sides, her nerves were fried by a shock of cold. Whiskey stones were intended as a superior alternative to ice cubes in drinks because they lasted longer and never melted. Some were made of stone, but these had surgical steel exteriors that housed a liquid core, composed of chemicals that froze well. To call them cold was an understatement, and though they barely brushed her coat, she could feel a tiny stickiness from them, as from a tongue against a flagpole in the dead of winter.
“Nnngh...nngh...ahh…!”
Trixie delighted at the sudden return of the tenseness she had massaged away in her partner. She continued to slowly hump her lover, compressing her girth and wetting both their tummies as she mashed her body down into Starlight’s. She placed her pursed lips at the tip of Starlight’s horn and allowed the taper to part them, as she slid down to tightly swallow the magical appendage. Her tongue swirled about, tracing the spiral in perfect form as she descended.
“...nnnahh...ahhh…! S-so...so cold…”
The Great and Powerful Trixie is your mistress, assistant, Trixie projected. You’ll endure it for me, won’t you? Just because I want you to be cold.
Starlight whimpered. She nodded stiffly, her horn still in her partner’s mouth, and opened herself to the stones as they brushed her roughly down each of her flanks. The cold seeped in until she found herself shivering as in the icy season, desperate for the warmth of her partner’s body. Starlight parted her hind legs and hugged Trixie’s flanks with them in an attempt to wrap herself in body heat from the other unicorn.
Trixie took her partner’s horn to the hilt until she was kissing Starlight’s forehead. She pulled back, her retreat slow and tight, and balanced one of the icy stones on Starlight’s muzzle.
“Good puppy,” Trixie condescended. “Hold that there…”
Fiery cheeks sought to drown Starlight in volcanic embarrassment, but so luscious was the allure of bending herself to another’s will that she could scarce deny it. She balanced the cold stone on her muzzle like a pet with a treat, allowing it to freeze her snout and send tendrils of cold along the nerves in her face. Rather than resist, she shivered freely under the calm body of her lover, showing openly the effect of the stimulus.
“Now do you want to set everything you’re doing today aside for a nice pussy pounding, assistant?” Trixie offered with an air of superiority that was practically tangible. Starlight’s ears drooped, and with bewilderment in her eyes, she only nodded.
“...uh huh…”
Trixie sat up on her haunches, but did not immediately lay back down to ram her new penis home. Instead she wrapped a hoof around it and pumped slowly, allowing Starlight to feast her eyes on the twitchy, veiny organ. When Trixie was certain her partner was captivated by the sight, she levitated another cold stone and ran it from chin to marehood over Starlight’s body. Starlight shivered again satisfactorily, and Trixie dipped her hoof to the other mare’s weeping entrance. She pulled it back after only a single swipe over Starlight’s engorged button, and brought the hoof to her lips to taste of it.
“Mmmm,” Trixie hummed as she masturbated herself. “You see? I can get you going as fast as I want. I’m not even a stallion, but your body is throwing itself at me. Begging me to mate and breed you.”
Starlight’s chest was heaving. Without words she turned begging eyes up to her great and powerful mistress, unabashedly tossing ample fuel on the fire of Trixie’s ego. Starlight didn’t resist in the slightest when she felt an aura of magic that was not her own surround and lift her, but she let out a yelp when she was suddenly inverted and tossed to the mattress upon her stomach.
Trixie was atop of her partner in half a second. She pinched Starlight’s cutie marks between her forehooves and hauled her rump up, even as she sent another stone sliding down Starlight’s spine. Starlight whined, for her lover had maddeningly halted to only brush tip against entrance.
Trixie smirked. “I’m waiting to hear you say ‘oh no Trixie, we can’t, I’m so busy today, I have responsibilities, what would Twilight say, what if I get pregnant, what if Equestria gets threatened again and we have to save it but we’re too busy fucking like the animals we are, oh gosh oh golly oh gee--’”
Starlight’s voice was muffled by the quilts, but her stutters were clear: “...sh...sh-shut up and...f-fuck me…”
“Shut up and fuck me what?” Trixie cackled.
“...sh-shut up...nngh...a-and fuck me...g-great and p-powerful...m-mistress…”
“Oh, you know what Trixie likes to hear. Good girl, and by the way,” Trixie added, “I magically soundproofed this entire place. So let your mistress hear how much you love it.”
Trixie leaned over her partner and shoved her organ immediately to the hilt, her hips instantly coming into contact with Starlight’s rump. The latter howled with sweet release, her plump lips and gyrating walls eagerly swallowing the weapon that took her.
Trixie left a line of three stones perched upon Starlight’s back, but they began to fall off when she quickened her pace. “...nnnnohhhhhyes...that’s what Trixie wanted today...nn-hahh hah...Trixie’s been wanting your pussy for like two weeks now, but you’re always so busy…”
Starlight was moaning into the quilts. Her hips rolled, her juices lathering her familiar lover as the stimulation took over her thoughts. She felt a tingle between her legs, and dully realized her lover was enchanting her.
“Mmmm...you get one too…” Trixie muttered.
Trixie reached under Starlight and began to stroke empty air, but Starlight could already feel what was rapidly coming into being. The tingle was in the wrong spot for a mare - it floated several inches from her body, yet it sent shockwaves of desire through her until she too became laden with a twitching penis and dangling, heavy testicles that swayed under her with every thrust.
Trixie pinned the new penis to Starlight’s stomach and used the leverage to ram into her marehood all the harder. “...nnh...y-yes...Trixie’s g-gonna breed you s-silly...sweet Celestia that’s good…”
Starlight’s mind was empty white. She could string together no complex thoughts, for the pleasure from two erogenous zones coupled with her recent abstinence tore apart every Jenga tower of thought she attempted to build. She pistoned her hips, grinding greedily into her lover until Trixie lost her dominant cool and began to shiver as well. Trixie’s thrusts had moved past the point of control, and that was enough to make a single thought flash in Starlight’s brain. She placed her hind hoof on her lover, interrupting Trixie’s rhythm, and pushed the other unicorn entirely off of her. Trixie, overwhelmed by need and shocked with reaction, offered no resistance and flopped over onto her back; her slick penis stood tall and dripped with a bulb of desire.
“Wh...wha…?”
Starlight managed to drag herself up on flimsy legs. With a tenacity that rivaled the Earth ponies she admired, she actually moved a step or two before her limbs gave out, and then flopped down between her partner’s legs. Without a word she took Trixie’s penis into her mouth, assaulting it with her lips to the sudden sharp cries of the mare who had once been atop her.
...t-two can play… Starlight projected, her heaving breaths evident even in her telepathy. ...y-you’re the one who’s getting bred...you’re gonna look so sexy when you walk around town with a heavy foal tummy and have to admit it’s because you tried to take me...heh…
Trixie wiggled, kicked, and cried to the ceiling as sparkles of light danced over her coat from the spinning stars above. She bit her lip in an attempt to fight back the reactions, but the voice in her head persisted.
You want mommy to fuck you, little Trixie...you know you do…
“...mmh...mmmheh...y-yes…”
Yes...hahh...y-yes what…?
“...y-yes m-mommy...ohh...f-fuck y-your Trixie…”
Starlight traced every vein of her lover’s plump penis, and locked her lips behind Trixie’s flare to draw deeply of it. This elicited sharper moans still, and though she was loathe to set it free, Starlight slipped off the cock in her mouth and crawled atop Trixie’s prone body. She fell upon Trixie in a flourish and caught the mare’s neck between her teeth, biting into her as she rammed her as yet dry member into her lover’s sopping channel.
You’re my prey… Starlight projected as she shook her head and thrashed Trixie’s neck about like a timberwolf. ...you’re mommy’s prey...mommy’s gonna fuck you silly and eat you up…
“Ohhhhhhnnnnmmh…”
Trixie’s hoof found the back of Starlight’s head, and she caressed it with great affection, encouraging the painful hickey to continue. “...mmh...m-my predator...T-Trixie is your prey...oh...Trixie’s helpless…”
Starlight built up a rhythm, grunting with satisfaction as Trixie’s vaginal walls fell right in with it. She mashed her tip against the other unicorn’s cervix, kissing the entrance to her womb over and over again with sloppy, clumsy strokes. Her jaws never relaxed - she held Trixie there, as if waiting for her to asphyxiate.
Trixie wrapped all four of her legs around Starlight’s body and tried to shove her past the point of full penetration. Her trapped tail was twitching like mad, and she pressed her neck into Starlight’s blunt jaws, as if begging her to finish the job.
“...m-my predator...b-breed Trixie...oh please breed Trixie...Trixie needs it so bad…”
An old spell, one Starlight ought never to make use of ever again, vaulted to the forefront of her mind.
Starlight Glimmer was a mare with a sordid past. Any thought of what she had once been was a source of shame to her, and most ponies knew far better than ever to bring the subject up. She had worked since that time to prove herself to others as a reformed pony, and had finally achieved the success required to put her mind at ease. But one of the reasons she had gotten so close to Trixie Lulamoon, of all ponies, was their shared struggle against desires that would never truly go away. With Trixie, Starlight could let fly any way she wanted, without shame.
Starlight rammed herself into Trixie with abandon, but as she let go of her jugular to take her lips instead, she drew the other pony up with her and flopped over until they were both on their sides. With Trixie’s hind leg draped over hers, Starlight continued to penetrate her deeply, taking her chin under one hoof and pulling it up so that they met one another’s eyes.
Trixie could barely speak through her breaths. “...hahh...hahh...mmmh...Trixie loves you so much…”
Starlight fared no better in terms of control. She smoothed back Trixie’s perspiration-matted mane. “...nnnh...y-you’re so a-adorable when you...t-talk in the third person…”
Trixie drew near and nuzzled Starlight under the chin with her cheek. “...mmmmm...Trixie loves Starlight’s cock...Trixie wants it all...Trixie could just melt into Starlight…”
That last line was Starlight’s cue. At first she had needed physical objects to cast the old spell, but during her time in the caves, fleeing from her future teacher and stewing over how best to exact her revenge, she learned how to do it on her own. It was taboo magic, magic she never even told Twilight she was still capable of, but she wanted to be of her lover just as much as Trixie begged for it.
Starlight lit her horn, and a murky green glow surrounded the couple. She had never cast this spell on herself before, nor had her goal ever been to ‘swap’ as opposed to ‘remove’, but the technical alterations in the magic were simple enough for her level. She felt a strange sensation - as though her very personality were being ripped from the surface of her body like Velcro. Trixie winced with presumably the same feeling, and Starlight watched as the other unicorn’s body simply...faded. Trixie’s coat, mane, and eyes went off-kilter like a flat note in a concerto, and the flippant air she always kept about herself muted to a level of soft, honest affection that Starlight didn’t know Trixie had in her. Starlight felt her own sharpness dull, and they both glanced up to find their disembodied cutie marks floating in a glowing circle about their heads.
Trixie pawed at the circle as it floated by. “Wha...wha...how…?”
Starlight felt faint. She reached out to stroke Trixie’s side and shush the worry from her brow.
“...it’s okay…” Starlight said gently, “This is how we’re going to get closer...closer than any two ponies can be…”
Starlight felt her magic weakening, as though the power were leaking out of her as from a pin in a water balloon. She hastened to complete the spell, and the two watched in wonder as their cutie marks came to rest upon the opposite pony’s naked flank. At once the two ponies bloomed again, the color returning to their faces, and Starlight wasted no time spearing her lover with another gradual thrust. She drew in close and peppered Trixie’s jaw with light kisses, working up to an ear that she favored with a whisper.
“Mmm...the Great and Powerful Starlight is still horny…”
Trixie whimpered anew when Starlight pressed in to bite at her neck again. She squirmed and fidgeted, allowing Starlight to push her once more onto her back and mash her into the quilts. The girth that brushed against her sensitive places sent reminders to Trixie’s brain that was still a mare in coitus, who had yet to achieve nature’s satisfaction.
“Ooh…” Trixie cooed as she again pushed on the back of Starlight’s head. “...eat Trixie up...Trixie’s your assistant...you’re so powerful and great…”
The spell, now that Starlight had experienced it for herself, felt a little violating...but into her mind seeped aspects of her friend’s personality, as though parts of her own mind had chosen to take and integrate them like new lines of code. She felt a oneness with Trixie that was utterly indescribable with mere words - rather than being diminished by the process as her victims of old had been, she felt enhanced, like she was now two mares in one.
“Nnn…” Starlight rumbled, “...you’re the Great and Powerful Starlight’s prisoner...her prey…” Starlight nipped Trixie’s ear so hard she nearly docked it, and from her lips came words that ought to have made her blush anywhere else. “...g-gonna...f-fuck you full of fillies...nnghah…”
Her thrusts redoubled; soon surpassing their prior pace. Starlight tangled her four legs into her lover’s, pressing her body into Trixie’s until the blue unicorn’s erection was pinned by warm, gyrating softness in every direction. Starlight altered her angle to dig with her flare at the roof of Trixie’s channel, eliciting from the other mare a feral cry. This wasn’t the first time they had been together, and Trixie wasn’t the only one who knew exactly how and where to touch her partner.
“...c-cum for Starlight…” Starlight whispered as she hammered her friend. “...show your predator how much you want to be gobbled up…”
Trixie let out an even louder cry. Her back arched involuntarily, and though she was of nearly equal weight and in no position of advantage, she managed to push Starlight’s entire body up a little on adrenaline alone. Half giggling, half crying, Trixie’s inner walls went into random spasms, and she immediately wrapped Starlight up in her hind legs and pulled her as close as possible, forcing the veiny penis inside to mash hard up against the entrance to her womb.
“...anhn...ah...AH…! B-breed Trixie…!!”
Caught in a silky vice, Starlight could not but oblige. With a cry of equal measure to her lover’s, she pushed herself over the top, allowing the strange welling in her testicles to emit from her body in bursts of hot, gooey love.
Trixie looked positively juvenile - like a filly enamored with a new toy as she caressed Starlight’s cheek. “...ah...s-so much inside Trixie...pump...pump…” The mare was counting the explosion of each rope of semen, and Starlight found herself doing the same, the two of them saying the word together.
Starlight felt more and more semen flowing through her enchanted system. She emitted it with no resistance, allowing nature to best her completely. “...r-remember when we first tried this spell…”
Trixie nodded weakly. “Mmhmmm...I...w-was wondering how stallions controlled it...even little breezes were making me all stiff…”
“...y-yeah…” Starlight agreed. “Th-they said our m-minds wouldn’t know what to do with the sensations...all I wanted to do was...f-fuck you like a teenage colt…”
Trixie’s eyes narrowed wryly. “Trixie thinks that sounds like a wonderful idea.”
“Eh?”
“You know,” Trixie said wryly. “Fucking you like a teenage colt.”
At once, Starlight found herself hurled entirely off of her lover and clear across the trailer. On her back, she kicked her legs uselessly in the air and glanced between her hind legs to see Trixie standing over her. The unicorn smelled of drippy mare juice, her erection stood tall, and the glow in her horn was decidedly the color of Starlight’s own magic.
Trixie tilted her head and grinned almost evilly. “Did you forget that you’re not the only one you cast that spell upon, oh Great and Powerful Starlight? Did you forget what you just gave me…?”
Intrigued, Starlight lit her horn (now in the color of Trixie’s magic) and attempted to envelop her body in the glow of levitation...but the spell petered out. Trixie cast the same spell upon herself, and was soon floating above her lover, prodding Starlight in the cheek with her wet tip.
Trixie grinned wickedly. “This must be that special levitation spell you know - the one you can maintain for so long that you can do stuff like fly up to Cloudsdale. It’s really not fair to other unicorns that you can do things like this, so...thanks for sharing.”
Starlight was about to kiss the tip of Trixie’s penis, but it pulled away, and Trixie took to enjoying the dexterity of floating through the air that the enhanced levitation afforded her. When she had satisfied herself with this, she fixed Starlight with another stare.
“Oh ho...now Trixie has an idea,” Trixie oozed. “I wonder if The Great and Powerful Starlight’s magic can do it…”
Trixie sparked her horn, and in a flash of light, morphed herself into the guise of a bat pony. She looked herself over, considering the tufts at her ears and the leathery wings that had begun to beat like breathing to keep her afloat, and ran her tongue over the sharp fangs that protruded from her lip.
“Oh yes...yes this will do perfectly,” Trixie cackled.
“...that’s not a bat pony,” Starlight observed weakly. “...your eyes are all red…”
“But of course it’s not,” Trixie said from midair. “I came up with something better.”
Trixie never took her eyes off of her lover’s as she floated slowly down atop her, planting all four legs around Starlight’s perimeter just as she had when she had first tackled her quarry. Starlight shrank in the face of the diabolical eyes that Trixie brought to bear.
“Trixie’s the predator now,” Trixie rumbled sweetly. “You’re in Trixie’s web...you don’t wanna fight though, do you…”
It may have been something in the magic that bound them together, or it may have been a sheer likeness of mind, but Starlight knew her lover’s intentions even before Trixie’s fangs loomed over her jugular. She presented herself, and Trixie bit deeply into her, sinking her fangs into Starlight’s yielding coat.
“...ahh…” Starlight whispered. “...poison me...make me helpless…”
The sensation of release came into Trixie’s mind, but it was not from her stallionhood. Instead, she envenomed her captive, pumping a paralytic through her hollow fangs and injecting it into her hapless prey.
Starlight wrapped all her limbs around Trixie tightly, but as the toxin spread through her system, she felt her knees and elbows disobey her as with the involuntary sensation of a yawn. She fought, but gradually her grip gave way as her four legs spread out on their own. They moved with the gradual twitch of an erection, until each limb was stiff and unmoveable, leaving Starlight in a helpless spread eagle position.
Trixie licked the wound she had given her friend with a serpentine tongue that seemed more like that of a dragon, “Trixie’s poison is in you now, but don’t worry, it doesn’t last long. Just long enough to gobble you up...or fuck my little ones into you and make a darling broodmare out of you…”
Starlight found that only her legs were paralyzed. She could breathe, speak, and most importantly, feel every sensation in her tender places. The wound in her neck hurt, but she didn’t care - if anything she welcomed the pain as a gift from her lover. She opened her mouth as to speak, but Trixie wrapped her prehensile tongue around Starlight’s equine one, and brought their lips together in another of those withering kisses that Starlight couldn’t resist. This time however, the tongue inside Starlight was capable of things she had never before dreamed.
“Mmm--hmmm,” Trixie hummed as her long tongue slipped down Starlight’s throat. Starlight felt a gag reflex well up in her, but Trixie’s jagged, batlike horn lit again, and the reflex simply went away. Starlight had no desire to choke when the tongue began to explore the depths past her uvula, and was taken by the odd sensation of the thing inside her, writhing about like a parasite.
Trixie’s coat had darkened with her transformation, and the bobbing head of her stiff member sought the release that she had yet to enjoy. She leaned her hips forward until her erection painted itself with slickness from her lover’s slit, and with a soft squish pushed her flare inside.
“...nnghhah…”
Starlight whimpered, her legs still drawn into complete helplessness. Speech was beyond her, so she projected thoughts into Trixie’s mind that mingled with her own, until neither was certain who among them was the one speaking.
love you so much
you have no idea
wanted to do this forever
so lonely until I met you
nopony understands me like you
adore getting weird with you
The thoughts whipped into a storm, battering both their minds with gale force gusts of passion. Starlight’s limbs began to twitch slightly. Trixie responded on a predator’s instinct, and pulled her tongue out of her lover’s body only to bury her fangs in the same spot and poison her prey anew. Starlight winced with the pain of it, the warm sensation traveling across her veins and delivering new stiffness to her joints, which stretched out again as if pulled taut by a torture rack. Trixie rammed her penis home with the same clumsy, teenage neediness the spell notes had warned them about, and Starlight began to sniff back tears.
Trixie, smiling warmly with her drawn fangs, brushed back Starlight’s mane and stared into her eyes.
“I can seee youuu…”
“...nnnh...ahh…”
“You never get to be helpless, right?” Trixie whispered knowingly. “You can’t let ponies see you that way, so you never really let your mane down, do you.”
“...n...nuh…”
“But Trixie can see you,” Trixie said softly. “Trixie knows how much you want it, and how weird you’re afraid ponies will think it is...but you don’t have to hide from Trixie.”
Starlight accepted the rough invasion of the thick penis that spread her. She whimpered and whined, until her brows peaked in helplessness and the tears began to run down her cheeks.
“...ahh...hahh...i-it hurts…”
Trixie’s hips were going like pistons, but her expression remained calm and collected, despite the sweat and blush she already wore. “Mommy wants it to hurt you though...”
“...y-yes mommy...nng...oww…”
“So you want it to hurt too, right?”
Starlight nodded stiffly. “...uh huh...o-ohh...h-hurt me...h-hurt me...m-make me cry…”
Trixie rammed the pony who bore her cutie mark with no consideration for her comfort. She leaned to the other side of Starlight’s neck and bit down hard, this time without venom, just so her lover could feel it. She could hear Starlight sniffling, sobbing, and for a moment she considered relenting - until Starlight pushed her neck out further.
“...T-Trixie...hurt me p-please...ohh...ahhahh…” Starlight whispered.
Trixie drew up to Starlight’s ear and whispered within.
“Mommy Trixie loves it that you want to cry for her.”
At that, Trixie bit down on the ear, piercing the thin membrane with one fang, and yanked. With the magically-induced instincts of a predator, she reveled in the warm trickle of coppery blood that seeped down her throat. Starlight howled, but her inner walls were still pumping, and she was rocking on her rump with the rhythm to make up for her paralyzed hips.
Trixie instinctually cauterized the wound with her saliva and looked down into Starlight’s face again, to find the mare a mess of passion and pain. Starlight’s tears were flowing freely, but she bore a look of abject adoration, as though Trixie truly were the disciplinarian parent that the lilac sheep had once been in need of. The image only encouraged Trixie to keep it together - to keep her body firm against the uncontrollable trembling of her partner. Trixie kissed one of the tears away, and with her eyes closed, touched foreheads with Starlight.
“...cum for me sweetie...cry it out and cum for me...and Trixie will fill up your little tummy…”
On cue, Starlight’s body went into the violent spasms of climax. Trixie had no desire to resist, and so she rammed herself as deep as the wet orifice she was penetrating would allow - planting all her weight down on her victim as her penis sought the deepest place to facilitate breeding. Her testicles twitched, and she began to deliver her milky payload into her lover’s bare womb, just as she had received moments before. She too counted each pulse aloud, and her lover chimed in to sing their odd, private song:
“...pump...pump...p-pump...ahhhpump...mmmh...so much…”
Her seed released, Trixie felt a sudden stall inside her. She collapsed upon her lover, limbs slackening, and her enchantment vanished, returning her to the guise of a normal unicorn. The poison fading, Starlight slowly wrapped her legs around her lover, and the two fell again to their sides, entwined in a complex embrace. They panted together, lungs pumping at the same exact pace, and went so far as to wrap their tails together too.
Starlight was the first to make a sound, but she could do nothing but sob again. Trixie smiled affectionately and touched her cheek.
“...feel better?”
Starlight sniffed hard. “...uh-huh...I really needed that...th-thanks…”
“Only pansies sit around and talk about their feelings,” Trixie grinned. “Real mares just show them to one another.”
Starlight snerked sarcastically. “Yeah right, like we do every day of our lives.”
Trixie’s facade was down - partially from the mix of personalities, and partially from the moment. “...that’s because we’re bad ponies, you and me. And we’re cowards.”
“...I know.”
“But it’s not so bad,” Trixie said as she teased Starlight’s wounded ear into a twitch. “Because we get to be birds of a feather.”
Worn-in tear tracks marred Starlight’s coat, but her lips went back in a grin until the expression gave Trixie pause.
“What? Do I still have fangs or something? That was actually pretty cool you know…”
Starlight placed a hoof on Trixie’s shoulder and began to push on her, as if trying to nudge her onto her back. There was a brushing sensation, and Trixie glanced down to find the purple penis that had bred her once, already trickling anew with clear fluids.
Trixie blinked. “M-more? But Trixie’s exhausted…”
“You had the last laugh,” Starlight reasoned, her grin expanding the more. “You don’t think I’m going to let you lord it over me until the next time we get to sneak off somewhere and fuck each other like horny dogs, do you?”
Trixie lit her horn, and watched the magic fizzle out from exhaustion. She chuckled nervously. “N-no! Eh heh…just...aren’t you even tired…? I mean we both came from like, every happy part we have now…”
Starlight was still panting. She was clearly tired, but she rose to her hooves anyway and showed off Trixie’s cutie mark on her flank. “You remember when I said you were better than Twilight at magic?”
Trixie huffed. “Thanks, that’s something I want to be reminded about right now. I told you that it was only because I had missus nutball power amulet mucking up my brain.”
Starlight shook her head. “Not what I meant. What I meant was you’re better at stage magic. Just like Rarity’s better at sewing. It’s not just magic. It’s your talent.”
“Trixie doesn’t see what your point is.”
“Oh, you will...”
Starlight fired up her horn, and with the glow of Trixie’s magic, levitated a small quilt above her head. She concentrated, and the quilt transformed into a length of colorful scarves, tied together end to end. With a wicked grin, she assaulted her friend with the scarf-rope, heedless of Trixie’s yelps, until the blue unicorn’s upper half was practically mummified in them. Her bonds were tight, and they ran from the roundness of her stomach all the way up to her neck.
“H-hey!” Trixie complained. “I work with scarves, but I don’t just poof them out of other...stuff, like that!”
“I guess I have half of my magic, and half of yours,” Starlight mused. “Now, let’s see what else I can do with it…”
Starlight let fly again, and Trixie’s ears swiveled at a poofing noise behind her. She tried to turn her head to no avail, and complained thoroughly about seeing what Starlight had done. Starlight ignored the complaints and sauntered over to straddle her bound companion with her hind legs, standing bipedal over her as she piled up pillows behind Trixie’s head.
“Oh, don’t worry about that...you just be a good pony and help a mare out, hm?”
Trixie was being poked in the face repeatedly by Starlight’s flare, and she whined against it. “But I wanna know what you diiiiiiiid…”
“Shh,” Starlight cooed. “Open wide for The Great and Powerful Starlight...stroke my big old ego for me…”
Trixie pouted, but her own magic was being used to stroke her languid, after-glowy penis back into neediness. She surrendered and let herself become stiff again - reaching out her tongue to lap at the little bulb of wetness that had formed at Starlight’s tip.
“That’s my girl,” Starlight whispered. “Get me ready…”
Trixie tried to echo the word ‘ready’ as a question, but the moment she parted her lips, Starlight placed a hoof on her head and pushed forward with her penis to steal the bound unicorn’s words. Pacified, Trixie twitched her hips in vain as the tried to hump empty air. Her tongue danced about Starlight’s girth, but the other mare only pushed her way in once - when she retreated, she pulled herself totally out.
“B-but--” Trixie questioned.
“Shhhh,” Starlight said again. She ran her curved erection over Trixie’s face until it blocked everything between her eyes, and then laid her heavy testicles upon the bound mare’s muzzle. “Deep breath...get my scent back in you…”
Trixie obeyed, the scent of heat kindling her arousal again. She sighed, and when presented with one plump testicle, took it into her mouth to gently suckle upon it. Starlight kept it there as long as she felt like it, and then replaced it with the other, directing her mate to lavish once again.
“That’s it...get me ready for my fun…”
Trixie was expecting to be taken again. She parted her hind legs and drew her tongue along the underside of the retreating penis, but Starlight stepped away, and a glow of levitation appeared somewhere behind Trixie’s head. Into her view floated an intricate, lifesize, anatomically correct plush representation of none other than Princess Twilight Sparkle, complete with the snarky, condescending look that Trixie had always envisioned her with.
“...wha…?”
Starlight levitated the creation over Trixie and pushed its rump into her face. With purple plot taking up all her vision, Trixie marveled at the perfect roundness of it while Twilight’s tail floated down to drape over her silvery.
“Mmh,” Starlight said from somewhere off to the side. “You’re lover’s gonna fuck that pony you hate while you watch. Lick her pretty princess pussy. Make her feel good so she gets nice and wet for me…”
Trixie was astonished, and her heart skipped a beat. This was a fantasy she had told nopony of, not even her partner, but somehow Starlight knew. Was it the connection afforded by the swapping magic? Or was it merely the way they understood each other, and how similar in desires they both really were?
“Come on,” Starlight said as she made the huge plushie rub its soft rubbery lips over Trixie’s face. “You want me to fuck her, don’t you? Doesn’t she deserve it more than you do?”
Trixie’s eyes lidded. The plush mare even smelled vaguely of Twilight, and Trixie felt agreement escape her lips involuntarily. She parted her muzzle and began to pleasure the toy opening that ought to have been pleasuring her. Her twitching blue penis meanwhile went untouched, save for maddeningly slow rubs from Starlight’s hoof.
“She’s better than you, isn’t she?” Starlight went on. “She’s smarter than you, and stronger, and more powerful. She has so many friends and she’s so important, and she’s a princess now, so you’re expected to bow to her. It just makes you so jealous--or that’s what you want ponies to think, anyway…”
“...muh huh…” Trixie muttered as she slipped her tongue into plush Twilight’s channel. She traced her walls and flicked over her button with care, as though she expected the toy to complain if she did a poor job.
“But it doesn’t really make you jealous, does it?” Starlight cooed. “She’s so sexy, that’s what you really think. She’s so powerful, and you wish you could let her into your life, to run everything for you her way. To tell you what you should think.”
“...mmfnnf…” Trixie stepped up her pace, pressing her face against the faux puss and weaving herself into the striped tail hairs. The mare who had upstaged her more than once was all around her, making her insecurities and desire for sexual surrender bubble to the surface.
Starlight continued. “Now your lover is going to breed with the princess’s better genes instead of yours. I’m gonna make her tummy all nice and fat for months and months with my seed, while you get to lick her and please her all the while…”
“...mhh...hahh…hahh...b-better than m-me...ahh…”
Trixie wasn’t sure where Starlight was, until a glow of magic pushed the purple pussy just out of reach of her tongue. It glistened with her saliva, and she detected her partner behind her head. Starlight was again straddling Trixie’s face, but this time from behind. She took a step forward, placing her hooves on Twilight’s rump, and touched her fat tip to the opening that Trixie had prepared for her.
“Watch me fuck her,” Starlight whispered from above. “The princess is stealing your lover away...”
Trixie kicked weakly and kissed the dangling, fuzzy sack that came to rest on her chin. Starlight left it there on purpose for a moment, and then raised up to penetrate Twilight, making a slow show of it for her partner’s viewing pleasure. When she was properly mounted from behind, Starlight threw her head back and let out a loud, deflating sigh.
“Mmh...it’s so good Trixie...she’s such a great lover...so much better than you...I think I might just end up in love with her, instead…”
Trixie’s face was on fire. Her eyes were rooted to the action, and she was panting as though the lilac spire were taking her instead. She watched as Starlight took the mare who had bested both of them more than once, and shut one eye when a line of their joining splattered onto her face.
“Nnh...mmnnh...Trixie...Twilight wants me to love her instead...ohh…”
The magic that was gently stroking Trixie winked out, and she immediately whined, uselessly trying to buck her hips up at the plush mare above. No sooner had she complained but her bonds loosed and fell away, setting her completely free.
“...touch your penis,” Starlight muttered, the only view of her a closeup of her churning testicles and penetrating spire. “...be a good girl and lie still...rub yourself and let the princess watch you...show her you’re happy about her new prize she claimed from you...ahh…”
Trixie’s hooves moved down to her erection, and she took in a sharp breath as she began to stroke herself. She scooted further down on her rump, so the plush toy’s smarmy eyes could ‘see’ what she was doing.
“Mmh...oh princess…” Trixie whimpered, “...s-see…? I’m a good mare...f-fuck my lover...make her yours...you’re so sexy…”
Starlight had a firm grip on the stuffed horse and was ramming it from behind, eliciting loud squishing noises as she dribbled more love juice into Trixie’s mane. “Mmh...g-gonna cum deeeeep insdd-ide her...hah...b-be a good girl and y-you’ll get leftovers…”
Trixie rubbed herself with both forehooves, using her own seminal fluid for lubrication, and couldn’t close her mouth for the panting. Her head was getting fuzzy, and the joining above her was the center of her world. She was no match for her kink, and she felt semen burgeoning up inside her, threatening to erupt.
“...mmh..S-Starlight...g-gonna cum…”
“D-don’t get the princess dirty,” Starlight ordered. “...c-cum on your tummy and rub it into your coat...make a big mess…”
Trixie bit her lip and fought against the urge to disturb the mating pair with her cries. She went still from head to hoof, eyes shut tightly, and angled her penis towards herself. Gusher after gusher of sticky seed spurted out onto her, making warm trails that she immediately began to massage into place straight up to her chest. The enchantment that gave her stallionparts ensured the heavy volume of each release, and these she smeared all over herself without care.
“Hahh...hahh...Tr-Trixie...I-I’m breeding the princess...we’re gonna giggle in her bed and afterglow together while she sends you out i-into the hall…”
Trixie knew Starlight was no longer trying to push her to the edge - the words were for the mare in coitus herself. Trixie reached up and began to lick at Starlight’s testicles, speaking between her machinations.
“Do it...breed her good, just like she wants you to...then you’ll be hers, stuck to her forever…”
“...ah...ahh...hahh...nnnghhAHHHAH!”
Starlight thrust forward and ceased all movement, save for the pouring of her seed into Twilight’s deepest place. She let out three great bursts, and then forced herself to pull out and point her tip directly at Trixie’s muzzle.
“G-get your reward...get it all over you...o-open your mouth, too…”
Trixie obeyed every command. She let the sticky semen force one eye closed and coat her cheeks. She bowed her head once just to get some in her mane, and opened wide for a coating over her tongue. Even her horn ended up covered in viscous droplets, which ran down and pooled about its base.
Bereft of strength, Starlight used one final burst of Trixie’s magic to shove plush Twilight away. She then fell forward and ended up lying on top of Trixie, each mare’s face pointed at the crotch of the other. Trixie’s legs came up to wrap around her prize, and the two wriggled together, sharing and spreading the semen into both their coats.
“Mmmm...hmm hmm…” Trixie giggled, “get all dirty with meee…”
Starlight could scarce form words. “...what...what h-have w-we been doing a-all afternnnoon…”
“Being in love,” Trixie said softly from between Starlight’s legs. “And exploring our secret junk. So worth renting a storage shed for my stuff for the day.”
“...there’s so much goo though…” Starlight complained, her chest rolling against Trixie’s stomach with the working of her lungs. “...how are w-we gonna get cleaned up…?”
“We’ll sneak into Twilight’s bathroom, all covered in semen, and take a shower together, of course…and use up all her pretty dry towels…”
Starlight laughed. “You’re such a bad pony.”
Trixie licked her partner’s rump and bit it once, just to elicit a yowl. “Takes one to know one. I don’t think I could magic my way out of a paper bag right now though...you’re gonna have to let me up.”
Starlight wriggled her legs. “What if I don’t feel like getting up?”
“...then we’ll just have to lie here until we feel like fucking again.”
“Darn,” Starlight said sardonically. “What a shame.”
The two caught their breath in silence for a time. Starlight brought Trixie’s hind legs together and fluffed them like a pillow, splaying out over them in warm afterglow.
“Heh…I must love you or something, you impulsive, insecure, arrogant, cowardly idiot.”
Trixie rubbed Starlight’s flanks. “My arrogant cutie mark looks just right tattooed all over your butt, though. Same time tomorrow?”
“We don't have a ‘same time tomorrow’,” Starlight pointed out.
“Don't we?” Trixie mused. “Well, we should.”
“Yeah…” Starlight sighed deliciously, pretty pinpricks of light from above dancing in her eyes. “...we should.”
“Sooo, um…” Trixie ventured mousily, “...about that, err...plush you made over there…”
“Yeah?”
“Is that weird?”
“...I dunno, do you think it’s weird?”
Trixie cleared her throat and changed her approach.
“Is it an enchantment?”
“Nope,” Starlight grinned. “Transformation. From one of your pillows. But I should probably change it back I guess--”
“No no!” Trixie cleared her throat, and then more calmly: “I mean...no. Don’t...you know. Waste your energy. I know you’re tired. I’ll shove it somewhere, don’t even let it bother you.”
“I bet you’ll shove it somewhere…”
Trixie undulated her body up against her paramour. “Just for that, I’m gonna make sure you’re stuck to me for the rest of the afternoon.”
“Promise? The Great and Powerful Starlight is no match for a flood of marecock semen, after all.”
“Neither is her assistant helper person!” Trixie declared gleefully. Soo...”
“So?”
“Soo...same time tomorrow?”
Starlight settled down into the pool of seed and nuzzled her lover’s legs. She rolled herself over Trixie’s trapped penis, until she felt the tiniest, satisfying twitch.
“For there to be a same time tomorrow,” Starlight whispered, “I’d have to leave before then. So no. Same time tomorrow is not gonna happen.”
Worn, bruised, cutie mark confused, and marked by her lover’s devotion, Starlight Glimmer settled in to Trixie Lulamoon’s trailer. She sent a message by magic to the School of Friendship, cancelling her few remaining appointments for the day. There might be some explaining to do later, but she didn’t care.
Now and then, everypony needs a ‘same time tomorrow’.
