Cuckquean Cadance

by Third Wheel

Rating: mature
Tags: Changelings, Porn, Sex, Fetish, Crystal Ponies, Shining Armor, Anthro, My Little Pony: Friendship is Magic, Princess Cadance
Length: 4906

There's only one thing the Princess of Love likes more than fucking her husband, and that's watching him fuck somepony else.

Cadance loves her husband. She really does. She thinks Shining is a wonderful pony, handsome and caring and awesome at sex. And that's precisely why she can't allow him to waste time fucking an ugly, incompetent mess like her. Not when he could be fucking dozens of better mares, while she gets to watch and do nothing about it.

Contains: cucking, specifically cuckqueaning, Cadance being a massive fucking cuckquean, humiliation, multiple male orgasms, large breasts, large ass, huge male endowments, consensual cheating, bondage, mentions of incest play, fun with changeling powers, some spanking, anal, throatfucking, orgasm denial, cock worship, creampie, ass shaming and tits shaming, anthro, sex, cum eating, masturbation, verbal degradation

An entry into Dirty Little Secret's Dirty Little Contest.

The cover art was commissioned specifically for this fic, and delivered by Hooves-art. The full version can be found as number 2281385 on Derpibooru.

Published 2020-02-26 18:00:01 UTC
Last updated 2020-02-26 18:00:01 UTC

Watching From the Sidelines

Her thighs were spread wide, and her hooves tied to the front legs of the chair. Her arms were folded behind her, wrists bound together just above the start of her tail. Her wings were bound too, straining against the coils of rope in shuddering quivers of arousal. Her chest was secured to the back of the chair, ropes going over her shoulders and crossing diagonally on the front, pushing out her full breasts.

Around the base of her long, spiralling horn was a thick black ring of heavy metal, sealing away her magic. Her mouth was forced open by a ring gag, drool leaking down her chin and onto her chest. Clamps pinched her reddened nipples, a thick dildo sat buried in her ass, and a smaller one pressed lightly against the entrance to her sex. Barely enough for her to feel it, endlessly teasing her. But no matter how much she thrashed around in her restraints, she couldn't get it to enter her, nor to rub against her marehood in a satisfying manner.

That was alright. Her sex didn't deserve to be used. She didn't deserve to be fucked. All she could do was watch, and that was alright. Watching was all she needed to do anyway. Watch as a better mare got what she didn't deserve. Watch as her husband fucked somepony who could please him in ways she'd never be able to. Watch as Shining sunk his cock in and out of another mare, knowing she'd never get to feel it again for herself.

It was perfect, so perfect. To watch. To be kept there, in the throes of her own yearning pleasure, light years away from the edge of a climax she was unworthy of but always aroused, always tormented by the ghost of what the other mare was feeling. That was what her place should be. She was inferior, she was undeserving of pleasure, her only purpose was to allow her husband to satisfy himself with real mares.

The one he was fucking right then looked exactly like her, on a superficial glance. But she was different. She was better. Her tits were larger, her waist thinner, her hips wider, her ass bigger, her lips thicker and her skin smooth and flawless. Cadance herself could never compare. She was utterly, disastrously outclassed. She could never hope to compete with something like that. All her imperfections, all the little flaws of her body, all of that had no place on the other's form, replaced by breathtaking perfection.

Her body was divine, exuding sexuality from every inch of her naked skin. Cadance knew it was foolish to even try to compare herself to the goddess-like figure. And her actions! Harmony, Cadance knew without question that she was beat there just as well. The jerks of her hips, the small gasps from her lips, the way her hands roamed over Shining's body, the way she arched and pushed herself to please his shaft. Every single one of her movements was dripping with purposeful sexual intent, as beautiful and as pleasurable as it could possibly be.

Cadance, the real Cadance, thrashed and moaned in her restrained position, watching Shining's massive shaft as it pumped in and out of her better double's cunt. The other Cadance wrapped her legs around his waist, meeting his thrusts with jerks of her own hips, throwing her head back and screaming in a voice that dripped sweetness like honey as she ran her immaculate hands over the stallion's perfectly sculpted abs and chest. He was so beautiful, and Cadance knew he deserved more than her. He deserved better than her.

He'd taken quite a liking to changelings, and to the one with him at that moment in particular. She'd become a regular, his most frequent partner. It allowed for quite a bit of fun. He could fuck any pony he wanted thanks to her, without the troubles that might have come by actually doing it. Other Princesses and royals, famous ponies, other creatures on occasion, or maybe his own sister or mother. And even his wife, though only a version of her that was worth fucking, unlike what Cadance knew herself to be.

After all, how could she ever go up against a creature who could shift her own body to be as pleasurable to her husband as anything could possibly be? She knew her own marehood would never have felt as good around his cock as hers, every inch of it designed to make him feel nothing but pleasure. Sometimes, the changeling even replaced her in public. Cadance would be left tied up in her room, watching as the superior mare basked in the stallion's love and in the crowds' adoration.

With a grunt of satisfaction, Shining's hips violently slammed against the fake alicorn's thighs, sending ripples through the jiggling flesh of her soft, full ass. He remained there, kneading her large breasts, as her sex milked his shaft and drained as much as it could from his swollen balls. The mare herself let out a series of long, heavy and breathy pants, a line of drool spilling from her plump lips as she gazed into the stallion's eyes with a satisfied, almost dizzy look on her face. The face of a mare losing her mind to pleasure.

It was an even more beautiful and satisfying sight for the unicorn who'd just fucked her. The real Cadance shivered, reminded that she could never please him as well as her, reminded that she herself would never feel the pleasure of him inside her again, nor of any stallion or anything at all. Her sex would be forever yearning for something she would never receive. She didn't deserve sex. She existed for the pleasure of her magnificent husband, and it would be an utter waste for him to have sex with her when he could be fucking a better mare.

With a pleased smile, Shining pulled back. Immediately, but with gentle movements, the better Cadance was taking his still hard cock deep down her throat, moaning and fingering herself as she cleaned and lapped up as much of his cum as she could. The real Cadance could never swallow his shaft so well. She simply couldn't give him what other mares could. She was inferior, worthless, useless except for enabling his access to other mares. The better her pulled back, and they exchanged a look. Cadance shivered, seeing the contempt smugness in her superior double's expression.

"Should I turn into someone else next?" she asked, voice sultry and dripping with sugar, as she wrapped and pressed her fat breasts around Shining's shaft. "Do you want to fuck Celestia? Chrysalis? Twilight?" As she talked, she stared with a cynical expression towards the mare she was imitating. She'd been hesitant about the whole thing at first, but seeing just how much Cadance enjoyed being utterly humiliated had ignited a sadistic streak in her she hadn't even known she had. She pinched her nipples, glaring with disgust at the whimpering alicorn's smaller, less firm breasts.

"I'd say this is enough for you today. I already invited Lilac, she should be arriving soon." Shining ran a hand over the false Cadance's neck as he spoke, then stroked her luscious mane. "We can hang around more later if you want though. I can come sleep with you once we're done." He threw a look at his wife. "I'd much rather do that than stay here anyway." He cupped one of the changeling's large breasts and kneaded it within his grasp, then let go of it and stepped down from the bed.

The changeling undid her disguise just for a moment, then took on the same shape as the real Cadance. "Such a shame I have to go out looking like this," she commented, staring at her chest and behind as she began to fetch her clothes. "It would be torture to be stuck in this body all the time. I can't even think about being this ugly." Before leaving, she stood in front of Cadance for a moment. "Don't you agree? Look how awful you look. You only ever got married because you're royalty, but at least you understand your place and let you husband have some real sex." Then she sauntered out of the room.

A moment after she'd stepped out, a crystal mare came in and closed the door behind herself. Lilac Luster, former beautician and now one of the maids working in the castle. The one they'd chosen to let in on their games. She would end up working closely with them anyway given her past qualifications, so she was the one best suited for it. Of course, in time, Shining would be fucking any willing member of the castle staff, and everyone would know just how pathetic and useless his wife was at satisfying him. But for now it was only a few. The pink mare was one of them. She wore a maid outfit, with evidently nothing underneath, and her long green-grey mane was kept in a ponytail.

Immediately, the newcomer stared up and down Shining's body with hungry, sultry eyes, licking her lips at the sight of his erection. Then she turned to Cadance, and almost spat in her direction, going by her expression. "So. How's the bitch doing?" she asked, removing the top of her attire to reveal her small, perky breasts. She stepped forward and began to wriggle out of her skirt. "Oh wait, bitch implies she's doing any fucking." Giving her back to the alicorn as the garment hit the ground, she spanked her own massive, jiggling ass.

Cadance stared at her, mouth watering and eyes almost rolling back. She tried once more to get the dildo in front of her into her sex, to no avail. Stars above, that ass! So big, so beautiful. So much better than the pathetic excuse for a backside she had. Shining could spank it and knead it and rub his shaft between those thick buttocks and plunge his cock deep into it and watch the flesh redden and ripple under his blows and the thrusts of his hips. Cadance couldn't give him that. She couldn't. She could just watch as someone better let him have what he deserved.

Without wasting time, Lilac sunk to her knees and began to lick up the unicorn's shaft. She helped herself with a hand, stroking his length and smearing her spit all over it, while her other hand drifted between her legs and began to tease her own sex. "Have I ever told you how good changeling juices taste on your cock?" asked the crystal pony before planting a kiss on Shining's tip. "Just how many mares have you fucked with this thing? How many can you fuck? Fuck, I wanna see more of those bitches I used to work with speared on this."

Moving lower, the mare began to kiss and suckle his balls. Prickles of electricity chased themselves over her skin, fed by the light teasing of her sex. She could practically feel Cadance's gaze, burning on the back of her head, taking in every detail of her body. The Princess was jealous of her. The Princess thought she was better. The Princess wanted her to fuck her husband while she watched. Harmony, it felt so hot. All that time spent looking up at Cadance, to then find out how she wanted to be seen. It was inebriating to be allowed to humiliate the alicorn like that.

"Oh fuck, I can't wait longer. I just want to choke on this big fat cock of yours. Stars, it always feels so good when you pound my throat. Other mares are missing out on not getting to fuck a hunk like you." Cadance's whimpers and cry were music to her ears, a beautiful symphony drawing her own perverted enjoyment of the situation to new highs. It felt so good to be looked up at. It felt so good to be treated as the better one of the two. And, in fairness, Shining was amazing at fucking. Cadance knew what she was missing out on, and it made everything more delicious. "Fuck my face," the mare lustfully demanded, wrapping her lips around the top of the unicorn's cock.

Shining didn't need a second invitation. Grabbing the back of Lilac's head, fingers digging in her mane, he shoved the mare forward and hilted into her. Then he pulled her back, and began roughly thrusting in and out of her. His eyes occasionally looked down to the crystal pony's pleasure-drunk expression, making sure she wasn't getting uncomfortable with his rhythm, but most of the time they remained focused on his wife. She was crying, shaking in her bonds, and her marehood winked and leaked onto the chair.

"You wish this was you, right?" the stallion mocked her. "Too bad you stop at the sucking when it comes to sucking cock. Couldn't even take a dick in your throat, Princess of Love my fucking ass. You pick any whore on the side of the street or slutty girl in a school and she'll make for a better fuck than you. Not that it's much of an accomplishment, I'm pretty sure a normal mare while sleeping could still be better at sex than you are." He looked down at Lilac again, to see her smiling and masturbating at his words.

It had been an odd sensation, the first times. Finding out that Cadance was like that. Finding out what she wanted him to do. Not because he didn't want to. The opposite, actually. It felt wrong, but Harmony, it felt amazing. And he was afraid of going too far. Afraid of hurting her, and liking it. But Cadance wanted to be hurt. And damn it, it was the best feeling ever to just indulge in the fantasy she wanted them to play. Getting to fuck other mares, getting them to worship him like that, getting to humiliate his wife.

Lilac kept gagging and slurping up on Shining's cock, still fingering herself and pinching her nipples while she listened to his words. Shivers of arousal shot up all over her skin, making her back arch and her tail lift itself. The sounds coming from Cadance behind her just made everything hotter. She was sucking off the Prince, while his wife got to watch! She brought a hand to his balls, smearing them with her marehood's leaking arousal. She wanted to make him cum. She wanted the pathetic bitch behind her to watch as she made Prince Shining Armor cum with her throat!

And eventually, Shining did. Forcing Lilac's head all the way down on his shaft, he held her there as he began to shoot inside her throat, each throb of his shaft sending a new spurt of cum down to the crystal mare's stomach. Shivers of electricity coursed down his skin, and he closed his eyes for a moment as his orgasm hit him. Then, as he still kept filling Lilac with his seed and still felt his head light from the pleasure, he looked at Cadance and sternly spoke, "See, you worthless piece of useless meat? This is how a real mare pleases a stallion."

Once she felt the unicorn's grip on her head soften, Lilac began to pull back, wrapping her lips tight around his impressive girth to catch every drop of spit and cum on the surface of his shaft. Shining's cock came free form her mouth with a loud pop, still hard as a rock and ready to go for another round. After kissing his balls and drowning herself in their smell, the crystal pony gripped Shining's member for a moment, marvelling at the firmness of it beneath her fingers. "I bet the slut there wishes she still got a chance to ride this beauty. Imagine being so pathetic you have to give this up!"

Then, with quick movements, Lilac turned around and lifted her ass up in the air, rubbing her full soft buttocks against Shining's shaft. "Then again she doesn't have an ass nearly as good as this. Does she even have an ass at all? I wouldn't be surprised if she put padding on her clothes to make her body look less like the complete disaster it is." She gave a short, acid giggle. "She never let you fuck her ass, didn't she? Couldn't handle it, the stupid little thing. Couldn't even take her husband's cock like a real mare. Was it too big, you dumb sexless failure?"

Cadance was a whimpering, shaking mess, the ache in her chest tearing her apart. Sensation overflowed within her, making it impossible to keep up with it, it was all too much and it was crushing her. She couldn't move, she couldn't fight back at all as she was forced to watch her Shining fuck mare after mare, as she was forced to listen to them degrade her like the complete catastrophe that she was. She wasn't good enough, she wasn't even close to good. She was useless, her body ugly, and no stallion would ever want her if they saw what she was really like, or just how inept she was at sex.

Her everything hurt. It was a deep, all encompassing sensation of shame and wrongness. Her chest felt wounded and pierced. Her limbs heavy, and her bones on fire. Her breath burned down her throat, and her eyes stung with the flow of tears she couldn't control. And yet it felt so good. That hideous, inescapable feeling of malaise, that desire to have the ground swallow her up, the continuous reminders of her failure. In a twisted way, one that ashamed her when out in the light of day, she craved it, she couldn't get enough of it. It left her completely at the mercy of emotions she couldn't control, and losing herself in it was like a drug to her.

Shining placed his hands on Lilac's hips, and pushed the mare slightly forward. "She didn't, no," he replied, lining up his cock with the mare's backdoor. "Not that it would have mattered. She was bad at everything. She couldn't suck a dick, she couldn't jerk one off properly, and she was so bad at straight fucking that sticking it in her was worse than any toy." He pushed forward and pressed his tip on the entrance to the other's ass, getting her to moan in response. With a smile, he spanked her asscheeks and watched them ripple under his strike, while she moaned again.

"It's a miracle she got pregnant, because I sure as shit never came from anything she did. Had to pretend all the time. Maybe she scraped some cum from the sheets after I'd masturbated or fucked a mare worth fucking and put that in her cunt, just to feel what that's like. Can't blame her, it must be pretty hard knowing you'll never be able to make a stallion cum. At least now she can pretend she did something." He stared at his wife. "Would be a fucking shame if the country found out the Princess of Love couldn't even get her husband to love her, wouldn't it?"

Lilac felt Shining's cock suddenly force its way inside her, and screamed out in pleasure. She never, ever got tired of the fullness she got from the Prince's dick, comparable only to her biggest toys and made far superior by the stallion's technique. "Oh my fucking yes!" she slurred out, face pressed against the ground and eyes focused on Cadance, while one hand moved back to rub her clit. "Damn, with how good you are at fucking they should have made you the alicorn of Love, stud- Oh fuck!" Her eyes rolled back as Shining thrust into her at just the right angle, and drool dripped down her chin.

The unicorn kept moving his hips back and forth. Lilac's insides were wonderfully tight around his shaft, like always, and the plump curves of her fat round ass felt wonderful to slap against with his body at every movement. They reddened under his repeated strikes, and rippled almost hypnotically. His eyes stayed mostly focused on his wife though. On the desperate, mad look in her, filled with so much pain and so much longing. He wanted to cum. He wanted to humiliate her even further by showing her just how easy it was for another mare to make him cum with her body. He wanted to make her feel useless, worthless.

Suddenly grabbing hold of Lilac's mane, Shining hilted inside her ass and came. He kept thrusting, slamming his thighs into hers, while his cock throbbed and shot inside her. The mare beneath him howled as her neck was forced to arch back, and the combined stimulation of her fingers in her dripping wet sex and the stallion's shaft moving inside her brought on her own orgasm. Shining kept sliding in and out of her for a few moments more after his cock had stopped spurting, riding the high of pleasure he'd been left with.

Then, with a satisfied sigh, he pulled back and pushed Lilac slightly forward. "You see that, Cadance?" he practically spat in the alicorn's direction. "That's how a real mare does it." He pointed at his cum, oozing out of the crystal pony's backdoor. "This? You're never going to get any of this. Not from anyone. Better buy yourself a self-lubing toy if you ever want to feel something shooting inside you again, though knowing you I wonder if you'd be able to even get one of those to push out something."

A little dizzy from her rutting, Lilac got up to her legs. Turning around to face Shining, then looking back over her shoulder, she slipped two fingers in her ass and gathered up a handful of the unicorn's cum, then ate it while staring at Cadance. "You'd want to taste this, wouldn't you?" She giggled to herself as she slipped back into her uniform, not before giving another firm smack to her own rump. "Too bad you're about as hot as a frozen piece of wood, and even worse at fucking!" She walked out of the room, redoing her ponytail and swishing her hips side to side.

The door clicked shut once more, and Shining sat back on the bed, staring at his wife. "Now what?" he said, in a tone that made it clear he wasn't asking a question. "You think I'm going to untie you, and give you a little pity fuck? Let that useless would-be pussy of yours have an orgasm? Maybe tell you it's alright, and I was just playing?" He laughed, then spat at her. "Fucking bitch. Yeah, I could fuck you." He stood, and pointed at the erection he was still sporting. "But you know what, you miserable little pile of failures? You know fucking what?"

He stepped forward, and placed a hand around his shaft, beginning to masturbate. "I'd never fuck you. Not if you asked, not if you begged, not if you were the only pony left I could fuck." He slapped Cadance's face with the back of his hand. "No one would ever fuck you. You're ugly, you're worthless, and you can't please a stallion. I'd much rather fuck my own hand than even think about letting you touch my dick." His cock was aimed straight at Cadance's face, as he pumped on it with his hand.

The smell of sex and virility coming from Shining's stallionhood hit Cadance's nose like a sack of bricks, and her mind went almost blank for a moment. More drool fell from her mouth and onto her tits, while tears still streaked her cheeks. Her arms and legs struggled against the rope binding her, but to no avail, while her wings strained against their restraints. Her cunt leaked arousal onto her thighs, but nothing came to quell the hunger for stimulation she felt. Her reddened nipples stung in their clips, and her backside ached from the toy inside her, teasing her without release.

"Do you think I'm masturbating to you, slut?" Shining slapped Cadance again, leaving her other cheek to redden just as the first had done. "You wish I was, don't you? You wish you were good for something. Aren't you thinking exactly about that? That you can't bring pleasure to a stallion, but maybe you can let one use you?" He gave a grunt, and pushed his hips forward, almost placing his dick into the alicorn's mouth. "You'd love to be a cumrag, wouldn't you? Let stallions jerk off over your body. Be useful for something, even as just a toy."

Shining laughed, changing up the rhythm of his strokes. "Too bad no one would want to jerk off to you. Let me tell you, it's hard enough looking at you and not getting soft immediately." He spat in her face again. "No. I'm thinking about real mares, Cadance. Mares that know how to please a stallion. Mares that you can fuck and feel good with instead of wanting to throw up. Mares that look good. Every damned maid and female guard in this castle looks better than you, and I bet my soul they fuck better as well."

He slapped the alicorn twice more, while his other hand moved to focus on his tip. "Every mare in the streets of the Empire looks better than you. Every married stallion goes in bed with a mare that's better than you. And you're supposed to be a Princess, for fuck's sake. Celestia, Luna and Twilight are beautiful, and there's not a pony in Equestria who wouldn't want to have sex with them. You? You're nothing. No one wants you. No one cares about you. The closest someone can have to a wet dream with you is a nightmare about having to fuck you."

Feeling his orgasm draw closer, Shining angled his hips. "You disgust me. I would rather fuck my own mother than you. I'd rather fuck my sister than you. I'd rather let Chrysalis take over my mind again than spend another night having sex with you. I would rather sleep with any other mare than be in the same bed as you. You're ugly, you're a failure, and I can't even cum while looking at you!" He closed his eyes and threw his head back. "I'm thinking about a real mare, Cadance. I'm thinking about fucking her and cumming in her instead of being stuck with a worthless lump of ugliness and ineptitude who can't even satisfy the stallion she's supposed to love!"

There was a spasm in Cadance's body, from somewhere deep within her, a strong pull from the core of her very soul that sent sensations she couldn't even describe cascading through her body at the sight of Shining's cum shooting towards her. And then it was all crushed, as the pink glow of the unicorn's magic stopped his seed just a hair's breadth away from her face with one of his shields. The stallion gave an acid, bitter start of a laugh, and mocked her, "Did you really think I'd cum on you? Please. A failure like you doesn't deserve even that."

Like a rope had been severed, everything came crashing down inside her with a strength no orgasm could compare to, and she began to cry and howl and thrash around. Her breath was heavy, an ache in her chest that pierced right through her heart, and every last fibre of her being screamed in agony and desperation. And beneath the maelstrom of her wounded emotions was deep, sincere gratitude towards her husband, for letting her be the one she wanted to be deep down, and letting her live out a fantasy most would have found concerning at best.

Shining spat in her face one more time, then turned around and moved to fetch his clothes from a pile on the ground. He stuffed his shaft in his underwear, slightly softened but still ready to go back to full size, and slipped into his pants. "The guards outside think you left the room already. You'll stay here tonight, like the unwanted toy you are. I'm going with the version of you that's worth looking at, though I'll probably have her turn into someone I'd actually want to fuck." And with that, he finished dressing and walked out of the room.

The lights turned off. The door shut, then clicked as it was locked. And Cadance was left there in the dark, tied to her chair, staring through her tears at the crumpled bedsheets and stains of mixed arousal all over the bed and carpet. Her breath heavy and painful in her tired chest, she remained limp in her bonds, letting sobs and cries wrack her body and tears burn down her eyes as she lost herself to the overwhelming feeling of malaise she so desperately, guiltily craved.

Author's Note

Lilac Luster appeared in Games Ponies Play, if anyone was wondering. Not an OC, though I originally had one in her stead.

This fic was voted for on my Patreon, and for a while was available there in early access. Support me there if you want updates on my fics, early access to scenes and the ability to vote on future stories, among other perks.