The nightlife of Ponyville was pretty much non-existent. The bars were few and far between, and even the places with the most traffic could barely scrape together a handful of customers in comparison to those cushy, expensive, and loud nightclubs up in Canterlot.
Distraction preferred these quieter places for his bar crawling. Of course, it still wasn’t perfect. The place was little more than a rundown shack with a table and cellar. The barman was some old fart who could barely see a foot ahead of him. In a perfect world, he’d never come within a country mile of this place.
But, unfortunately, he had to. He spared another side glance to one of the only other patrons of the bar. His guess as to why this girl chose this place over any other one in town was as good as any. They were seated pretty close to each other. He could see the sweat drip down her sand-colored skin, and her sharp emerald eyes glared seriously at some scrap of paper in front of her. She had a solid horn sprouting out of her ash-colored hair. Honestly, Distraction didn’t care about any of that. What truly mattered was her massive rack as it slumped down on the old wooden bartop.
By god, they were massive. He was sure it was just his imagination, but he thought he could hear the creak of the wood when she shifted around. Those puppies were begging for air, but her bra and short sleeve shirt kept them contained. Those made all these hours worth it.
It’d only been a few days that he’d been watching her, but he was sure this woman was deceptively scatterbrained. Leaving all manner of objects behind when she left, ordering the wrong thing, or nothing at all for hours on end. With tits like those, Distraction didn’t exactly expect her to be stacked in the brains department.
He’d gone over this plan a bunch of times in his head. He drained his glass, got up, then slid next to his target. He took a deep breath and begun the conversation.
“Hello,” he said, keeping his voice smooth. The woman looked up at him, clearly confused, then nudged his drink towards the bartender, who squinted through his eyes at him. “Why don’t you fill me and the lady’s drinks up, eh old man?”
“Hi?” asked the woman. She slipped the paper she was reading into her bag off to the side. “I’m sorry, do I know you?”
“Not yet, babe,” he said, giving his best smile. “I’d seen you across the bar and was wondering if I could get to know you.” The woman smiled, then stuck out her hand.
“Sure, I guess we could be friends.” Her fierce gaze from before evaporated into a softer one. Her smile and shake seemed genuine. “I’m Mercury Shine. I haven’t met a bat pony before.”
“Y-Yeah, we’re a dime a dozen up in Canterlot,” he stumbled. Her friendliness was a bit off-putting, but it didn’t change his plan. “Name’s Distraction. I’m part of the Lunar Guard, y’know? Pretty high ranking officer, at that.”
“Woah. I’ve never met a Lunar Guard either!” The two drinks arrived, and so did the second part of Distraction’s plan. He reached into his pocket and pulled out a small enclosed pouch, ripping the top off and pouring the contents into his drink. He swished it around for a moment, then looked up to Mercury’s understandably confused face. After she’d taken a sip from her drink, she paused. “What was that?”
“Oh, that was a bit of something us Lunar Guards use. Keeps us sharp and focused while we drink just in case something starts up.” He carefully studied her face, waiting to see if his lie had taken hold of her curiosity. “It adds a pretty sweet taste to otherwise bland liquor. Want to try?”
“Erm…” she looked at his glass, then back to her own. Caution flashed over her face for a moment, but Distraction simply pushed his glass closer.
“Go ahead and taste it. I promise It tastes nice, too.” She looked at him with a bit of worry in her eyes but eventually brought the cup to her lips. He watched her take a sip, then put the cup back down. It was slight, but he could see her lip begin to quiver and shake, and her pupils dilate.
“T-This is pretty good,” she said, quietly. She lifted the glass back up, slowly draining the glass in one go. Distraction sighed, relief washing over him. The drug’s addictive properties hadn’t failed. Once she’d finished, she placed the glass down on the table. As expected, her face was completely red. Distraction smirked but kept it somewhat under wraps. “Woah. I didn’t expect you to be such a lightweight.”
“Hehehe… yeah.” Mercury’s voice was high and full of whimsy, and her eyes looked lazy. Perfect. He reached over and grabbed her side, giving her support, though it didn’t quite look like she needed it. Subtly, but surely, he nudged her to her feet. “Woah, everything is spinning.”
“You need to get home, Mercury.” He began to drop his act, his smooth voice fading away. “Here, let’s get some fresh air.” Mercury looked to him, her glasses slumped on her nose, but didn’t fight or frown. He paid for the two’s drinks, then led her towards the door. Once they’d gotten outside, Distraction was all but lifting her alone. Considering his runtish size and thinner figure, dragging Mercury along wasn’t exactly a walk in the park.
Of course, he wouldn’t need to go far. Instead of her house, he simply dragged her behind the bar to its parking lot. There was only one car there, and Distraction led them to it. He left her leaning on his car for a few moments before whipping out his keys and opening the back door. By the time she was laid down, her eyes were closed and her breathing was stable. She was knocked out.
“Fucking hell, “ said Distraction, taking a quick breather. He leaned over her, hands on either side of her head and snarled. “You’re as dumb as a bag of rocks, but you weigh the same, too.”
He brought his hand up her side, slowly bringing her top up with it. He lifted until her bust was in full view. He could barely stop himself from drooling as he grabbed a handful of it. She flinched, but she wouldn’t be waking up any time soon.
He snaked a hand around her back, quickly unfastening her bra and releasing her breasts from the constraint. Once he pulled back her bra, he realized that she was just as stacked as she looked in the bar. He ran a finger around her large areola, eliciting a muted moan from her. His libido only grew stronger in his pants.
“You might be a useless bimbo, but hey, you’ll give me a fun time.” He backed off for a moment, fumbling with his pants. “Of course, you’ll be out for most of it, so I guess talking to you doesn’t matter—”
A hand grabbed him by the throat, his heart skipped several beats as it did so. His vision was disoriented for a moment before focusing on his assailant. Once he confirmed who it was, he wished that his heart stopped beating forever.
“Goddamn, my head. Of course, I get shafted with the hangover.” Distraction wanted to ask why Mercury seemed fully revived, along with why she was so strong, but the grip around his throat cutting off his airflow seemed to be more pressing. “I’ll sort it out later. The hell is my bag?”
All while keeping Distraction an arm’s length away, she searched the bag she found on the floor of his car. He could do nothing but sit still or helplessly flail while she searched. Distraction had only ever seen people go blue from asphyxiation in cartoons, but his already dark shade seemed to be turning even darker.
“Ah, here it is.” She pulled out two small bottles of liquid, one purple, and the other brown. She quickly downed the purple one shaking her head afterward. Finally, she released her grasp, letting Distraction fall to the ground. He coughed and sputtered as he tried to get oxygen back into his lungs. He only got a few gulps of air before Mercury grabbed him up again. “And this one's for you.”
The brown liquid tasted awful against his tongue, but his body decided it would rather drink it down than risk another choking. He pulled away from her this time, managing to crawl a bit away once she finished making him drink.
“You useless fucking cunt!” He shouted. “You think an assault against a Lunar Guard is gonna go over well, you bitch?”
“Oh, the Lunar Guard, huh?” Mercury’s face was nowhere near the same as before in the bar. While her glare was intense, perhaps frightful, this one invoked a whole other emotion. Her smile was wicked and devilish, even more so that the King of Tartarus himself. “I wonder how they’ll feel if I tell them you tried to rape me.”
“You dumb bitch,” said Distraction, mustering his best intimidating glare. “Who do you think they’ll believe?” Mercury tapped her chin a few times.
“You’re right. If I tell them you tried to rape me, they wouldn’t believe it,” she said. Distraction laughed. He knew that being a bat pony would scare others into thinking he was in the Lunar Guard. Using the law as leverage to evade it was his perfect description of irony. “After all, it won’t be me who looks raped.”
“W-What are you on about?” asked Distraction. She responded only with her grin. That was enough of a cue for his body. An ache rang out all over him, bringing him back to the floor. His head was spinning and he was dizzy. He felt gorged and starving at once, and his eyes seemed fit to burst at any moment. “Fuck… what the hell is…”
“The first transformation is always awful,” said Mercury, nonchalantly. He could barely focus on her, though. His chest burst out like a balloon slowly filling with water. Down below, he could feel what used to be a raging hard-on get seamlessly folded and stuffed within him. All of the symptoms stopped at once, shocking him back into that parking lot. He slowly got off the ground, his back slumped and legs shaky from his new body. “Not too bad, though.”
“W-Wha… why is this…” He pressed a hand against his chest, now budding with soft melons. His dick was gone, the space between his legs now unnaturally barren. His voice was higher, too. “What the hell did you do to me!?”
“You must be dumber than you look, kid.” She took a seat in his car and spread her legs wide. Though she still had jeans on, it was hard to miss the large imprint in them. Distraction looked from it to her face, the truth slowly settling in his mind. “There ya go. That wasn’t too hard, was it?”
“Change it back,” he mumbled, grinding his teeth and glaring. “C-Change me back or I’ll… I’ll fuck you—”
“You’re a loudmouthed little brat, aren’t you?” The serious glare on her face shook his body to its core. The feeling of her unbreakable grip was still fresh on his skin. “Well, if you’re going to do something to me, I should get a bit closer, shouldn’t I?” He shied away, but when she put her hand on the door to get up, he fell to the ground.
“Fucking bitch...” He whimpered more than he yelled, which made Mercury’s ravenous gaze return with new intensity. “What the hell happened to you!?” She rolled her eyes.
“I have a bit of a condition,” she said, waving her hand dismissively. “If I get knocked out, I switch over to this form. You’d never believe the number of times I’ve woken up under someone looking to get their dick wet.” She shook her head disappointedly. “I swear, you lowlifes see a nice pair of tits and don’t think about the baggage. You’re just as brain dead as other me.”
“Braindead…” His teeth and fists clenched down hard. “I don’t want to hear that from some cunt with legs.” Mercury sighed, her face returning to deadpan. Even now, Distraction could feel his knees wobble and his body shake, but there wasn’t much he could do. “Change me back right the fuck now.”
“Ah… still so feisty. We can fix that,” she said, getting comfortable in her seat again. “I’ll change you back. But first, you have to pay for what you did.” He didn’t want to know or ask, but when she looked at him directly in the eyes and beckoned him closer, his body begged for him to just obey. It was slow, but he got to his feet and closed in on the beast.
“What the fuck do you want?” he said, his voice breaking and stumbling along the way. She giggled, then pointed to the ground. “W-What, you want me to get on my knees?”
“I have to spell everything out for you.” Mercury’s arm shot forward, grabbing him by the side. He was helpless to stop her from pulling him down to his knees, directly between her legs. From this close, he could see something twitch and spasm in her pants. “You’re gonna use that useless mouth of yours to get me off. Then I’ll think about it.”
“N-No…” Mercury smirked, then grabbed a fistful of his hair. With the other hand, she unzipped her jeans and pulled them down to her ankles. Between her legs hung a cock Distraction couldn’t even imagine. The tip was down to her knees, and it struggled to fit between the space in her legs. “I-I can’t… I’m not gonna put that in my mouth!”
“That’s sadly not up to you.” Distraction fought against her grip, but she didn’t seem to mind. She pinched his nose harshly, cutting off his oxygen. Distraction wanted to fight harder, but with his lungs burning, his mouth was forced open. Sadly, he wouldn’t get much oxygen before she forced her cock down his throat.
What was worse was that she hadn’t let go of his nose. Every inch she gained, the less he could breathe. It seemed like an eternity had passed before his mouth hit the base. He could feel himself flashing in and out of consciousness. The small twitching and jerking of her warm cock deep in his mouth was the only thing keeping him awake. His eyes looked up to hers, anger and hatred clear behind them. “Whew. You sure can take a mouthful, huh?”
She pushed him off of her cock, being careful not to let his limp body hit the floor. His eyes shot open and he convulsed. He coughed and sputtered again, trying to get as much air into his lungs as possible.
“Hey. We’re not done here.” Mercury lifted his limp body with one hand, and grasped at his jaw, forcing him to look at her once again. “I hope you liked that, ‘cause It’s going back down there until I fill your belly with cum.”
His whimpering fell on deaf ears as she positioned him again. He made a futile attempt to push back against her thighs but found himself in the same situation again. This time, though, she pulled back and forth, her cock pushing in and out of his throat. He took whatever breath he could before she shoved herself in again.
“You know, mmph, you could speed this whole thing up with those hands of yours,” she said. Her smile was evil as she quickened her pace. “My balls need love too, right?”
His hands shook slightly, but there was nothing to be done about it. He slowly reached up and fondled her balls. He rubbed them slowly, feeling the rough texture against the softer one of his hands. They jumped and bounced as he did his work, much to Mercury’s apparent pleasure.
“Oh? Are you actually behaving yourself? Mmph, good.” She grabbed the back of his head and pulled him in. Her thrusts weren’t as furious, but these small pumps against the back of his throat felt wrong all the same. “Ah… I’m close. Give those things a squeeze!”
He couldn’t muster much strength, but he followed her instructions anyway. He pushed against her balls and felt them pull up and inwards. He didn’t have even a second of free time before a jet of hot cum shot from the tip of her cock and into his belly. The cum came in waves and lots of them. Over and over, second after second, he’d feel cum slide deep inside him. It became maddening just waiting for her to finish. Eventually, she pushed him back, his saliva slick along the shaft.
“You better get every drop of cum, slut,” said Mercury, chuckling deeply. “I didn’t waste a load on your worthless mouth for you to spit it out.”
As her full length slipped out of him, he was forced to try to swallow down however much cum was stuck in his mouth. Even after a few gulps, he could still feel the strands sticking to his throat. Still, with his body shaking and oxygen finally allowed to find it home in his lungs, he was just glad that it was over.
“Well, well, Distraction.” She got to her feet, but Distraction was too busy recuperating to know why. “You might be worth a bit more than the dirt beneath my boots.” Distraction looked up, an exhausted glare on his face. “You’re not done yet, slut. Get up.” Distraction was a bit slow to follow her order.
He tried to turn around to face her, but her arms wrapped around him before he had the chance. One snaked up his shirt, poking, prodding and rubbing against his previously neglected breasts. The nearly made him double forward, his knees wobbling even more under her rough grasp. The other hand snaked down to his already loosened pants, quickly slipping down to the slick depths beyond. With the way her hands maneuvered, this couldn’t have been her first time.
“Where’s all that vigor from before, hm?” The end of her sentence was punctuated by her shoving her first few fingers deep inside his awaiting pussy. He bit his lip.
Awaiting?
“N-No…” He said, trying and failing to escape. He could feel her breathing as it became heavy against his neck. “Fuck… I can’t—” He was shoved forward and back onto his knees. His hands rested against the back seat of his car. By now, the heavy scent of sex clogged the air.
“Well, it’s not as if I didn’t say this would happen.” He tried to lift himself even a bit, but Mercury’s hand pressed roughly against the flat of his back, pinning him in place. “Anything else you want to say, hm?” Even though his mouth was full of seat leather, every snarky remark was shot down by his common sense. He was helpless. “Ah… that’s good.”
Mercury all but ripped his boxers off, revealing the wet pussy lips beyond. Distraction could feel a shiver go up to his spine when she pulled back his butt flab. Her thumb poked and prodded at it, only making his body go wilder.
“I hope you did a good job earlier, by the way,” called Mercury from the front. “I didn’t exactly come with any lube.” He barely had time to wonder what she meant before he felt her massive head poke against his asshole.
“N-No, stop!” He shrieked. He instinctively retreated further into his car only to get grabbed by his waist. The other door was just a few feet away, but it seemed impossible to reach. “You’re crazy, it’s not gonna fit!” She pulled him towards her inch by inch, before long pushing her tip past his asshole. He bit down on his lip, trying to overwrite the pain below.
“It’s close enough,” she said with a chuckle. She pushed further in, pulling another shriek from Distraction. She didn’t stop even for a moment, the saliva from before doing little to help. Distraction could feel his body warp and squish to accommodate her dick as it went deeper and deeper. He could feel the bulge in his stomach before he felt the base tap against him. Mercury leaned forward, placing her right leg inside the car to get a better angle. She took a deep breath, the hot air brushing past Distraction’s back. “You still up, kid?”
Distraction saw stars dance across his vision. The pain threatened to knock him out ten times over, but through some sort of wicked luck, he held out. Even without anything in his mouth, he felt short of breath.
“Not too often you see such a talented whore.” Mercury leaned down, pressing her off-hand down on his back again. She pulled her cock back, not letting the tightness slow her down at all. She pulled her hips back and, with a loud pop, her dick pulled out. That seemed to bring air back into Distraction’s lungs. He grasped at the seat, tears welling up in his eyes. “I’ve barely touched you and it looks like you came already.”
His body had already shut down. His arms and legs became noodles, and he couldn’t do much more than wait for the next time she wanted to shove her dick in. He did a good job hiding this from Mercury before she flipped him over onto his back.
“What’s wrong, Distraction? Bat’s got your tongue?” She laughed playfully as she rubbed her tip against his lips. His head looked over to the side, the only sign of defiance being his gritted teeth as she did so. “Come on, slut. Tell me where you want it.” Distraction weakly raised his hand, moving it over his clit.
“I want it... here,” he mumbled. Those words made her wicked smile return double fold. She grabbed his arms, crossing them over each other as she pushed forward and into his pussy. “T-Too big! It’s still… too big.”
“No, no, Dissy,” said Mercury, pushing even deeper still. His grimace grew more apparent. Though all of his body was numb, somehow, her dick still tingled as it squished through his sopping cunt. “You wanted this, remember? Mmh, and if you’re good, I might stuff a foal or two in you.”
“Y-You said… mmmph!” Mercury had pushed as far as she could go. She pulled back and rammed in again, Distractions juices squirting against Mercury’s thighs nicely. “You said you’d c-change me back!”
“Why would I put you back in that useless body? At least like this, you can pleasure me properly.” She rammed in and out, with Distraction’s legs twitching in ecstasy. When he looked up, he was met with Mercury’s determined face mixed with that touch of evil he had gotten used to. She was fucking him good, and his body couldn’t deny it. “And maybe with my genes swimming around your belly, you’ll finally be good for something!”
Her grunts fell in tune with her thrusts, which picked up speed as well. Distraction could even feel his heart begin to beat along. His pain had faded, and his body had given in to the pleasure Mercury provided. He didn’t even try hiding his moans anymore, which only bolstered Mercury’s stamina. With every thrust, squelch and moan, Distraction got closer to the one thing he wished he didn’t think about.
Mercury’s domination was sexy as hell.
All too soon, it came crashing down. Mercury stuffed her cock in as much as she could so each drop of seed could find its home deep in Distraction’s stomach. The volleys came quick, hard, and hot, scorching Distraction’s womb with liquid fire. It didn’t stop when he was full, either. Mercury kept cumming, more and more of her seed filled him up until it had no choice but to spill over. Even then, when she pulled out, a few more rounds belted over his chest, covering his breasts in the thick strands of cum jetting from her cock.
They were both out of breath. Mercury let go of his arms, but Distraction was too spent to move them far. The car was filled with Mercury’s scent, from her sweat to her perfume to her cum, all around him smelled sweet.
Distraction closed his eyes, seeing if he could pull himself up after all that had happened, but it seemed impossible. He had to let his body run on autopilot for now. And that meant trying to pump out the impossible amount of cum inside of him.
“Wow, what a workout,” said Mercury, pulling out of the car completely. Her dick hung limp with cum splattered all over the shaft and balls. “Breaking in a new cocksleeve takes a lot of work.”
“C-Cocksleeve?” Distraction mumbled. “You mean you’re not... done with me?” Mercury chuckled under her breath, sending a mix of excitement and worry shivering up Distraction’s spine.
“You’re sounding eager,” she noted. Distraction’s face lit up, but he bit his lip to calm himself down.
“Well, it’s not like you’re gonna leave me alone,” he said, using his arms to push himself to a sitting position. “And if I say no, you’re just gonna do it harder…”
“It sounds like you’re putting words in my mouth.” Mercury grabbed Distraction’s face with her off-hand, sticking her thumb in his mouth and pulling it open. “But it’s not a half-bad idea. Maybe I should have you start with this cleanup. Using your tongue, of course.” Distraction looked at the mess she’d made all over him, his car, the parking lot, and herself. His body had finally stopped shaking, but that just meant he was ready to do it all over again.
“O-Ok,” he mumbled. “I’ll get right on it.”
Author's Note
After-Sex Smoke
