“We shouldn’t be doing this,” Starlight murmured, closing her office door behind Trixie as the pale blue mare went to practice for her show in the evening. “It’s bad enough when she’s on tour, but when she’s here in town?”

“And yet, you didn’t ask me to leave the office,” her young assistant teased her. “You had me right here next to you while you promised you’d be at her show tonight… when we both know you’d rather be here, with me, finishing your… reports.”

Starlight shivered as she felt her illicit lover’s gentle caress against her cheek. She reached up, brushing away the touch she already knew so well after so brief a time.

“It’s not like that!” She protested. “It was… I’m sorry, Phyllis, but this whole thing has been a mistake!”

Starlight squeezed her eyes shut, trying to squeeze back tears as she felt her lover’s disapproving gaze.

“It’s just… I’ve been so busy, so lonely lately!” She explained. “I never meant for things to get this far, this complicated! I just… I just wanted someone to talk to, while I was working.”

She felt Phyllis stroke her cheek again, and then the broad, curved leaves continued down, playing along Starlight’s throat.

“And that’s what I’ve been. Someone to talk to, and so much more. You know her shows will always come first. You know she’ll never appreciate how important your job is to you. That’s not a problem with me.”

Phyllis curled a vine around Starlight’s neck, drawing her close and gracing her lips with the gentlest kiss from a central leaf.

“You know that I’ll always be here for you. Always ready to listen. Always ready to help you relax after an appointment or meeting. Always here for you, and all I ask is the chance to serve you. Trixie only ever thinks about herself!”

“That’s not true,” Starlight protested weakly. She gasped as Phyllis’ leaves reached around, stroking her flank. “Sh-she just… she has her own problems!”

“Sure!” Phyllis shook with a short laugh, leaves waving in the air. “Like being a narcissistic egomaniac with more Daddy issues than you have! She’s always going to be chasing after his career. You’ll always be her fourth priority, at best. Herself… her Daddy… her wagon, and then… you.”

Starlight whimpered, as much at the tender caresses drawing her closer and closer to her potted paramour as at the cruel truth of Phyllis’ words.

“You’re always number one to me, Starlight!” Phyllis crooned, finally reaching beneath the unicorn’s barrel, between her haunches to gently massage her teats.”Now… just let me show you how important you are.”

Starlight gasped, feeling the achingly familiar touch of broad, flat, cool leaves against her marehood. Phyllis’ grip tightened around her, more vines reaching out and wrapping around Starlight’s legs and barrel. The mare climbed half-way onto her desk, a hoof on either side of Phyllis’ pot to give the philodendron full access to her body.

It was access that Phyllis took full advantage of, stroking every inch of the counselor’s body. Her leaves played the edges along her nipples, flicking the very tips against her and drawing hungry whimpers out of the unicorn. More of them curled up, working layers of plant matter into a pseudo-phallic stalk and plunging into Starlight’s winking marehood, and as her mouth opened to cry out, another stalk plunged into it.

Starlight’s mind went blank as she submitted to her mistress’ eager pounding. She suckled at the stalk in her mouth, clenching down around the one in her marehood and clutching desperately at Phyllis for something to anchor herself to. Her body shook as Phyllis’ expert touch hit every one of her most sensitive spots, even starting to trace along the soft frogs of her hooves. Starlight felt herself lifted off of the ground, and as her first orgasm overtook her, gave herself over entirely to the pleasure.

Even as her body writhed in pleasure, she felt her stomach churn. So many breaks, so many late nights, long lunches, spent under Phyllis’ ministrations. So much stress, seeping out of her muscles and mind as the philodendron gave her the attention and affection she needed so badly.

So much time she could have spent studying, working on her skills, improving herself… so much time she spent missing Trixie.

“You’re thinking too much, love,” Phyllis crooned as she curled vines around Starlight’s head. “Let me take all that away.”

Slender green tendrils pressed into her ears, sliding gently into her skull and stroking along the curves of her brain. The strange tickling in her head gave way to bliss as Phyllis probed her pleasure centers, overwhelming the sensations from her nerves with a direct explosion of unadulterated bliss. Starlight’s eyes rolled back in her head, the capacity for thought fucked out of her by the plant she’d grown to love.

Outside the school, Trixie finished checking her supplies, making a list of what she needed to pick up to get ready for her next show

“Smoke bomb supplies, new handkerchiefs to replace the ones the manticore ate… new chains for the manticore… manticore rampage insurance…. Maybe Trixie should stop taking the manticore along when her Great and Powerful Assistant isn’t there to assist with the Mouthdive, he really is kind of a wash for marketing when the ponies who come to see the show flee screaming after he gets loose.”

Point of fact, when said Great and Powerful Assistant was increasingly tied to Ponyville and her office, maybe it was time to retire the Mouthdive entirely.

Trixie sighed, sitting down on the grass in front of the school.

She missed Starlight.

Even when she was in Ponyville.

Especially when she was in Ponyville.

That was it. The Great and Powerful Trixie mattered. Starlight mattered! Sure,their careers mattered, but what mattered more than that?

Pinning that mare against her desk and making out with her for the next however long they had before her next appointment, that’s what!

Trixie stood up resolutely, pushed her hat forward, and marched back into the school. Her hoofsteps rang out through the halls, only to be swallowed by the crowd of students who wisely choose to pretend they were not cowed by the Great and Powerful Trixie’s presence. After all, they did not stand in the path of Trixie’s romantic hurricane - though any student who had interrupted Starlight’s lunch would certainly do well to make themselves scarce!

Or suggest a three-way. Trixie was not necessarily averse to that idea, particularly if it was the right student.

As she approached Starlight’s office door, Trixie was glad to see that there was no line outside of it, like there had been the last time they’d had a disagreement about their schedules. The door was closed with the sound-blocking charms in place, just like she’d left them, so with a little luck Starlight would be reading or enjoying her lunch. And, with a little more luck, open to dessert!

Trixie reached out, her hoof touching the door before she pushed, swinging it wide open.

There, on Starlight’s desk, Trixie saw Phyllis.

Above the desk, Starlight floated, her blue magical aura holding her in the air while she stroked, penetrated, and fondled herself with the poor philodendron’s vines and leaves. Her mouth lolled open, two vines extending into her ears.

The room absolutely reeked of sex and shame.

Then, Starlight realized she had an audience. Her eyes widened as she looked at Trixie, shouting something around the vegetable-matter dildo that was plundering her throat.

Without a word, Trixie slammed the door shut, turned around, and started marching back out the way she’d come in.

The Great and Powerful Trixie mattered. Starlight mattered! Their relationship mattered, but what mattered more than that?

Finding her way to Berry Punch’s and drinking herself into Great and Powerful oblivion, that’s what!

Some things, it was just better not to know about one’s partner.

Author's Note

Snow Quill commented on the shortage of Phyllis/Starlight material. This resulted.

I REGRET NOTHEEEEEEEENG!