Mistress Mare-velous: Mound Masher

by Vis-a-Viscera

Rating: mature
Tags: Romance, Thriller, Porn, Fetish, Rainbow Dash, Fluttershy, Sex, Power Ponies, Applejack, My Little Pony: Friendship is Magic
Length: 4258

Applejack and Rainbow Dash - or rather, Mistress Mare-velous and Zapp - take trick-or-treating to the next level.

Zounds! It seems that not only have Mistress Mare-velous and Zapp found some trouble in Ponyville, but that they've also been hypnotized by the Mane-iac into doing some debauchedly dirty deeds! Can Saddle Rager help break through to this two perverted Power Ponies to keep Nightmare Night from becoming a nymphomaniacal nirvana? No. The answer is no. Zapp-velous clop can't be stopped.

Part 1 of a Power Pony collab I'm doing with ArDee, for KrazyTheFox's W.F.F. contest.

Pic credit goes to mixi-pony.

WARNING: ♫ So whip It ♫ into mares ♫ Spread 'em wide ♫ Get snared ♫ Plow ponuts ♫ Left and Right ♫ For Zapp an' Rager ♫ This Nightmare Night ♫ Now Whip It! ♫ WHIP IT GOOD ♫

Published 2020-08-24 19:00:00 UTC
Last updated 2020-08-24 19:00:00 UTC

Power Ponies X1 - Turnabout is Tail Play

Author's Note

KINK WARNING: Vaginal ♦ Role-play ♦ Wingplay ♦ Tailplay ♦ Pretend Hypnotism ♦ Light bondage

Thanks to RDT for prereading/editing.

Looking for a FIMFic commission yourself? just follow this handy link's instructions.

Power Ponies X1 - Turnabout is Tail Play

“Even you’re not fast enough this time, Zapp! Mare-velous is mine to do as I please with, and soon you'll be too! It’ll all be over in a… well, you-definitely-know-what.”

Zapp, the weather-controlling Power Pony, couldn’t have rolled her eyes harder. Folding her forehooves, she smarmily regarded that wild-maned villainess atop the Town Hall. A creek rang out as Mistress Mare-velous swung from her upside-down spot over the roof, tied up by her own bull-rope lasso. “Really, Mane-iac? You gave me the location and thought I couldn't make it?”

“Yeah, such a mystery where the Mane-iac gets off thinkin’ you're a one-minute mare-’sides all o’last night, Princess!” Mare-velous snapped back.

Zapp’s cocky grin only grew at the insult. “Oh real nice, Mistress Mad-cow! An’ here I thought a thank you was in order! Guess that’s what I get putting hooves to the biggest ass in this place - and Mane-iac, too.”

“Silence! And also… my butt does not look that big!” The Mane-iac flicked a tip of purple-pink hair away from her temple with one of her tentacles. “Those hayburgers are just really good this Nightmare Night! But for you Zapp,all you’ll be tasting is defeat!”

With a flick of Mane-iac’s tentacles, the rope connecting the bound Mare-velous to the roof was cut. At the same time, five more green tendrils shot from the Mane-iac toward Zapp, intending to catch the spandex-clad pegasus mid-flight.

But Zapp was quite a quick-thinker, too. She caught two of the lashing appendages and used them to tie another two tentacles together. Her act left them a squirming mess as she leaned back on the, using the canopy they made to slingshot herself toward Mare-volous. The fifth tore a hole in her spandex, her fluffy chest springing out as if to clot the wound to her bodysuit. “Oooh, you wanted to see me topless? Next time, just ask!” Zapp sassily shot to the fuming Mane-iac.

Tucking her body forward, Zapp caught Mare-velous scant feet before she’d hit the first floor’s thatched overhang. Zapp then braced her hindlegs on that roof, growled like a bitch in heat when Mane-iac’s last tentacle whacked her on the rump as it whistled past, and sprang up.

The Town Hall’s windows whistled past Zapp as Mare-velous turned to face her. “Cuttin’ it close, sunshine,” she sensually whispered. “Actually feel a little hot in these bonds, no-”

“Oh stop lyin’ and put your hoof up; the only thing that ever gets you hot is my tongue in your twat.” But Zapp was still grinning at her, even as she shot up one of her forelegs. Mare-velous did the same with one of her hindlegs, as her upper body was still confined in the ropey prison. Both Power Ponies hit Mane-iac’s chin so hard, a THWAK! speech-bubble popped up next to the back-arched villainess.

The impact sent an electric shock through their bodies. No matter the time or place, Power Ponies always got together when the bad guys made dark and stormy nights wetter.

As Mane-iac flopped wordlessly over the edge of the building, hair-tentacles limp in her unconsciousness, the two crime-fighters only had their attention on each other.

Zapp let out a shuddering breath as she laid on top of Mare-velous, her muzzle pressed against the crook of the other hero’s neck. Mare-velous wriggled uncomfortably in her bonds as the pegasus did so, but paused with a fierce blush at the next words from Zapp’s smart mouth. “Mmh, okay, I think I see what you mean now. That was buckin’ euphoric. And while I’ve got you all wrapped up like a Hearth’s Warming present…” The pegasus stood up from her position atop the other mare and did a one-eighty, her rear-end now lingering high above Mare-velous’s face.

“Z-zapp, what’re you--HEY--mmfffpfffnnnngh!” The mare’s protests were cut short as Zapp unceremoniously plopped her firm, spandex-clad ass down on Mare-velous’s face, the soaked camel-toe of her suit’s crotch mashing firmly into the mare’s protesting muzzle.

“Mmh, that’s it, rodeo-rider, get deep in there!” Zapp called to the other mare lasciviously. Her eyes stared intently at the crotch of Mare-velous’s own suit, just as sodden and obviously stained as her own. ‘Poor girl, too stubborn to admit she needs help from a friend even when she’s clearly needs it in a bad way~`

The pegasus resolved herself to fix that situation, gripping the slippery, wet spandex in her teeth and tugging at it until it started to tear, forming a torn-up hole in the suit that perfectly exposed Mare-velous’s throbbing labia and winking clit to Zapp’s hungry eyes and greedy tongue. The jagged hole in the spandex also put a teasing pressure on the earth-mare’s plump, perky teats, causing Mare-velous to moan into the pegasus’s spandex clad ass despite her - increasingly halfhearted - protests.

With her quarry now fully exposed, Zapp attacked with speed and voracity befitting her headstrong reputation; digging her muzzle into Mare-velous’s eager quim with barely a moment’s hesitation or thought, she turned the mare into a groaning, moaning, hip-wiggling mess in the blink of an ordinary pony’s eye. Nopony knew all the ways a Power-Pony ticked quite like another Power-Pony, and the two of them were showing this with gusto!

“Mmph, y’all ain’t that only one with tricks up ‘er sleeve, mah Thunderbird~” Mare-velous growled, seeking to return the favor in the only way she could, given her incapacitation. Zapp grinned into Mare-velous’s clenching depths as she felt the mare’s teeth digging into the crotch of her suit, her superpony strength making the action effortless despite the durable material.

Zapp flinched mid-lick as Mare-velous gave a playful little nip at her inflamed outer lips, tugging at the sensitive flesh in a way that made the pegasus’s hind legs and ears twitch. It also tore a strangled groan from her throat, a mix of pleasure and pain at the act sending a thrill up her spine. This caused a feedback loop of pleasure between them as Zapp’s groan into Mare-velous’s depths caused the earth-pony to let out a deep, stimulated hum of her own. Although far quieter than Zapp’s loud moaning and groaning, she still had a stout pair of lungs that gave her vocalizations a bone-rattling basso tone.

“Unnnhffff-buck! Bucking...UNGH!” Zapp gave a full-body twitch as Mare-velous’s groan resonated against her g-spot, sending her into uncontrollable spasms as she felt herself catapulting over the edge into an orgasm so sudden and intense that it turned her vision white. Her muscles clenched in wild, unpredictable patterns as the potent mix of her body’s reward for procreation roiled through her, soaking the earth-pony’s masked face in her electrically-charged, petrichor-scented release. She still had enough wherewithal in her hormone-soaked mind to intensify her efforts in getting Mare-velous off, twisting her muzzle every-which-way to get at every inch of the other mare’s eager, moist depths.

Zapp was always the first to cum in these situations; both because she was just as much of a one-minute mare as Mare-velous had teased earlier, and because Mare-velous’s earth-pony endurance was like a brick house. The pegasus would always cum herself stupid by the time she’d manage to wring a single orgasm out of the other mare, but she inwardly loved the dynamic - even if she’d never admit it to Mare-velous’s face.

Plus, what the power-pony lacked in orgasm count, she more than made up for in intensity and volume. An earth-pony’s base breeding instincts far outpaced the strength and intensity of those in the other races, and the mind-erasing endorphins their orgasms gave them were just as intense to match. Nopony could out-grow, out-lift, or out-cum an earth pony, even on their worst day.

Those stronger instincts did give them one weakness in the heat of the moment, though; one that Zapp already knew how to exploit to its fullest, well-versed in the other mare’s weak points as she was. Shaking off the haze of her first orgasm, Zapp gripped the base of Mare-velous’s tail right above the dock and gave it afirm yank, straining the mare’s tailbone to an almost painful degree. The fur on Zapp’s exposed bits of coat began to stand on end as a powerful electric charge built up around her hooves, and with a grunt of exertion, the mare released it - directly into the hoof clenching Mare-velous’s tail.

The natural resistance pegasi had against lightning strikes shielded Zapp from her own discharge, but did nothing to protect the mare she was embracing. Mare-velous’s eyes rolled back into her head as the electricity lanced through her nervous system, her chiseled muscles clenching and writhing beneath her tight-fitting suit. Her pussy writhed and spasmed around Zapp’s snout, gushing buckets of her apple-scented feminine ejaculate directly into the pegasus’s face. A grunt of surprise left Zapp’s mouth as she felt Mare-velous overcome the force of her own lasso stringing her forelegs together, coming free of their bonds in a burst of motion as they wrapped themselves around the pegasus’s cute, firm ass in a split-second.

The force Mare-velous applied to Zapp’s cheeks would definitely be leaving red hoofprints beneath her suit from how bone-crushing the pressure was against them. The tingling sensation of pain from the superheroine’s grip only amplified Zapp’s pleasure further, her body already roiling in the throes of a second orgasm from the earth-pony’s efforts; Mare-velous, even in the grip of her own spine-rattling orgasm, had still managed to regain enough control of her extremities to pull Zapp over the edge once more.

As the rush of hormones assaulting their bodies slowly began to die down, it left behind a drowsy afterglow of contentment and appreciation in its wake. With both of them still panting heavily, Zapp flopped down and rolled off of Mare-velous’s chest, laying on the cool, smooth concrete roof of the building they’d chosen for their escapade. The two of them stared up at the light-pollution-choked stars of Ponyville's night sky for a few precious moments, interrupted only by occasional sounds of contentment, before turning their heads simultaneously towards each other. Crisp green silently gazed into sparkling fuchsia, neither mare needing words to describe what the other meant to them in that moment.

A moment which was, of course, promptly ruined by the appearance of a wave of green hair-tentacles surging up from over the edge of the roofline. Their owner’s maddened cackle soon accompanied them. The two mares attempted to jump up from their vulnerable positions, but a combination of afterglow-induced lethargy and the speed of the assault meant that neither of them were capable of responding before the Mane-iac grabbed them up in her tentacular, spectacular hairdo, gripping them in an iron-strong, full-body constriction that prevented both mares from moving even an inch unless the villainess decided to let them.

“Rrrgh! You better let me go so I can kick your ass back into prison, you bitch!” Zapp growled aggressively at the evil mare, who briefly flinched in surprise at the swear before adopting a matching scowl of her own.

“Such manners! I would expect better conduct out of heroes, you know~! Though it seems not even the Power Ponies are immune to their...baser urges…” Mane-iac trailed off with a lick of her lips, and both mares shuddered and shuffled uncomfortably as the villainess gave each of them a predatory, lustful glare while teasing at both of their exposed crotches with hair tentacles. “Which is something I plan on exploiting to full effect, fufufufu!” She finished with a hearty, mildly-insane laugh of exultant glee.

“Whatever yer plannin’, it ain’t gunna work, ya fiend!” Mare-velous said with a scowl.

“Mmh...I could have my fun with you now...but anyone worth doing is worth waiting for, as my dam always said...or was it anything~?” Mane-iac said teasingly, not acknowledging the rise Mare-velous was trying to get out of her. “In any case...let’s get this over with…” Her voice became an intimidating, hissing whisper that tickled the two superheroes’ ears with discomfort, causing them to writhe uncomfortably against their bonds.

Zapp grimaced as Mane-iac stared deeply into her eyes with those ghastly, piercing red-and-green orbs, full of malice and ill intent. An odd glow filled them as they began to swirl in her eyes. A staggering headache filled the pegasus’s head but she couldn’t bring herself to look away, as entranced as she was by the dazzling colors. “Preeeetty…liiights...” The pegasus said breathlessly, panting as her tongue drooled out of the side of her maw.

“Z-zapp? Zapp! Snap outta it!” Mare-velous yelled in desperation, a burst of energy filling her limbs as she saw her friend in trouble. The villainess was having none of it, though; the earth-mare wheezed as Mane-iac’s hair snapped to bone-crushing tightness around her, struggling for breath as she felt like her head was going to pop off!

Through the fading blackness of her oxygen-starved brain, she watched hopelessly as Zapp’s head flopped to the side atop the coils of hair holding her in place. Mane-iac cackled in triumph as she broke eye contact with the mare, though the pegasus’s eyes remained a worrying mirror of the villainess’s own even after they separated. Mane-iac released her, and she flopped to the roof, unmoving.

Mane-iac turned her attention to the incapacitated and asphyxiated power-pony, and raised an eyebrow as she noticed the orange mare turning a shade darker with her cheeks puffed out. Relaxing her grip on the mare slightly and allowing her to breathe once more, Mare-velous let out a desperate gasp for air the moment she was relieved.

“ZAPP-mmmph!” Mare-velous shouted in desperation, though she was silenced as one of Mane-iac’s tentacles wrapped around her mouth.

“So loud and annoying…” The madmare growled. “I’m going to enjoy turning you into my puppet.”

Avoiding the mare’s glare as much as she could, Mare-velous twisted and turned in Mane-iac’s grip while squeezing her eyes shut - with a snarl of frustration and anger, the mare used small hair tentacles to grip at the earth-mare’s eyelashes and tug her eyes open.

“Aaagh...n-no...uuuuuhh…” Mare-velous’s pained groan trailed off as her eyes swirled red-and-green, just as the Power Pony before her had.

Mane-iac bellowed a villainous, self-indulgent laugh as the enthralled earth-mare flopped bonelessly out of the villainess’s tentacles, lying motionless next to her fellow superhero as Mane-iac stood imperiously over them. “I’ve won! I’ve finally beaten some of these incorrigible worms!” She almost sounded like she didn’t believe her own words, continuing to stare at the two swirly-eyed mares as she weighed her options.

“Hmm...but how to best use the two of you…” She mused. Her eyes widened as a thought popped into her head, and she was unable to withhold the sense of malicious glee that she felt from the very idea of it; she felt like her heart would burst! A rictus grin spread across her face as an uneven, deranged giggle left her throat, quickly descending into cackling pearls of insane, villainous laughter. Citizens glanced warily out of their windows from the unsettling sound, and flocks of pigeons fled in droves from nearby roofs.

“This day has been just perfect! The kind of day of which I’ve dreamed since I was small!” Mane-iac shouted joyously, more talking to herself than the two defeated Power Ponies at this point. “Every pony I’ll soon control, every stallion, mare, and foal...who says a girl can’t really have it all?!” Another deranged little giggle left her throat as she continued her monologue.

A glance down at the two limp mares gave her pause. She licked her lips. “Now...let’s do this. A-hem!” She cleared her throat, causing the two heroes’ aimless gazes to snap to her face in attention. If the power she had over them hadn’t been intoxicating enough to have her soaking the crotch of her suit, she might’ve been creeped out.

“Mare-velous... I have a present waiting for you in your family’s barn.” The mare’s eyes widened slightly despite her hypnosis, the knowledge that the Mane-iac knew where she and her family lived nearly drawing her out of the villainess’s thrall. The evil mare winced; she’d have to be more careful. “We’ll see how your loyalty goes when you… keep her from falling under my swan song. Zapp, feel free to assist her.”

The two mares nodded stiffly, getting back onto their hooves. Zapp took to the air and gripped Mare-velous around the barrel, and the two of them flew soundlessly into the dim evening sky.

Miles away, in a small utility barn on the Mare-velous family homestead, faint grunts of effort and whimpers of worry emanated from the slat-sided outbuilding.

Inside, the yellow-coated, pink-maned form of Saddle Rager was strung up by her forehooves, her wings tied tightly around her barrel by a thick, sturdy rope. Despite the name, the mare was typically a shy and delicate little thing; only able to use her astonishing powers of hyper-strength in extraordinary circumstances - unfortunately, her current situation didn’t seem to qualify as such.

“Oh dear...w-where am I? W-why am I, nnngh, tied up?” The pegasus whimpered to herself as she slowly came to wakefulness. The last thing she remembered, a green tentacle of some kind had gripped her, and then everything went black…she would recognize those foul limbs anywhere, though. “M-m-m-mane-iac? Oh dear…”

The front door of the barn clattered as somepony gripped its handle, the clinking rattle of chains also sounding out as they did so. A feminine voice grunted as the tink of stretch-sheared metal reached her ears, and the chain flopped to the ground in front of the door. The thin wooden door edged open with a creak of old hinges as the visages of two very familiar mares greeted her. “Mare-velous! Oh, and Zapp, too! Thank goodness you’re both here! Is Mane-iac on the loose again? What happened to the rest of the Power Ponies?”

Neither of them responded, confusing Saddle Rager. “Umm...girls? Eep...” The mare trailed off, eyes shrinking to pinpricks as she saw the odd flicker of color in the superheroes’ eyes, staring at her with visible intent...but of what, she wasn’t sure.

The two of them licked their lips in a worryingly predatory manner, approaching the strung-up pegasus and skulking around her in a circle as Saddle Rager struggled with where to look. From her higher vantage, she couldn’t help but notice that their suits had been torn open under their tails. Zapp’s tight outer lips were all that was displayed for her, but Mare-velous had her suit ripped from dock to teats, lewdly exposing all of her sensitive areas to anypony behind her. Saddle Rager felt a blush light up her face as lurid thoughts flowed unbidden to her head, clenching her eyes shut as she felt her thighs moistening underneath her teal suit.

Zapp paused in her circling, sniffing loudly at the air like a dog finding a trail as her nostrils flared and filled with Saddle Rager’s enticing floral scent. She heard Mare-velous acting similarly behind her, and squeaked loudly as she felt the earth-pony nuzzling at the crotch of her suit. The pegasus was helpless to defend herself from the assault, unable to muster the nerve to lash out against her enthralled friends with her hindlegs.

Saddle Rager was certainly sure of their intent now!

The sensation of flat pony teeth digging into the crotch of her suit, pressing into her labia, made the bound pegasus shiver from head to hoof. She felt air on her dampening, sensitive folds as the sound of tearing spandex echoed through the barn, her suit giving way to the two other mares’ combined assault - Mare-velous attacking the space under her tail while Zapp assaulted her teats and drooling slit. “N-no...p-please...don’t do this...this isn’t like you girls...resist whatever she’s done to you!”

But her cries fell upon deaf ears. Despite her meager attempts at resistance, the two mares continued their merciless assault on her most sensitive places. She was unable to hold back a deep, aroused groan as Zapp fluttered up behind her; Mare-velous taking the mare’s place lapping at her eager, clenching folds. On the other end, her fellow pegasus - and former ally - gripped both of her wing-bases and stroked them with the frogs of her suit-clad hooves.

She feels Zapp pause for a moment, grumbling to herself, and the ziiip and rustling sounds from behind her tell her that Zapp is de-suiting. Soon, Zapp is back on her, her hooves gaining better purchase against Rager’s sensitive wings.

Mare-velous follows suit beneath her, the earth-mare’s tight red spandex unfurling over her toned orange body in a way that had Rager salivating and biting her lower lip despite her perilous situation. Mare-velous glanced up at her face, and waggled her eyebrows once she noticed the bound mare’s expression, salaciously swinging those wide hips of hers from side to side as she slips out of her suit. Rager’s gaze follows her friend’s ass like a pendulum, unable to resist the buff pony’s aura of pure animal magnetism.

The feeling of Zapp’s bare hooves digging into the base of her wings abruptly pulls Rager out of her stare; her eyes roll back into her head as pleasure assaults her senses, her friend knowing her weak spots - both in crimefighting and in the bedroom - like the back of her hoof. The purple raccoon-face mask slips from Rager’s face, the aroused sweat pouring from her causing it to slide off of her and onto the floor of the barn below. Her suit felt unbearably tight around her body as her nerves swell with arousal and sensitivity, even the simple act of moving caused it to grind against every inch of her body in exciting ways.

The torrent of stimulation blasting the poor mare’s brain had demolished any hope she had of maintaining her composure, and she let out an adorable, shuddering squeak as white-hot nirvana overtook her. A fountain of her sweet womanly essence cascades down into Mare-velous’s greedy maw, the earth-mare slowing her assault on Rager’s clenching quim as the pegasus surrenders to the might of her orgasm. Her wings throbbed in Zapp’s grip, flexing and shivering and rock-hard stiff with blood from the aroused misfires of her nerves.

Saddle Rager hung bonelessly in her bonds, completely drained of whatever energy she might’ve had left. The last thing she heard before her consciousness faded into a blissful, sleepy afterglow was muttering between the two mares, plotting whatever nefarious next move that their evil new mistress had enthralled them into doing.

Only Zapp and Mare-velous stood tall over their blitzed-out friend. Slowly, they turned to each other, their lips connecting in sweet ecstasy over a job well done. With Saddle Rager out there was no way Mane-iac could do to her what she had to them. After all, that was the name of the game, right? And then they could beat them together, like their tongues were doing as they tangled in each others’ muzzles.

The second they finished their steamy lip lock, Mare-velous took a longing look at Zapp. Her suit was in tatters, much like hers, but flure drenched in sweat and sparkling juices. But the look on her face couldn't have been more familiar, and not just in the bedroom. “Stars above, you're so buckin’ beautiful.”

Zapp turned a shade of purple with her blush, falling against Mare-velous’ chest and stroking lazy patterns in the fur. “Sheesh, Mistress, I know I am… but what are you…?”

“Your Mistress, Thunderbird.”

“You know it.” Zapp and Mare-velous kissed again, as more than two Power Ponies this time. Their hips ground together, crystalline juices making their thigh sticky and twitchy.

However, there was no rest for the weary. “Oh, my little Power Ponies…” purred the cider-rich voice around them. Mane-iac was back, at least vocally - no villainess accompanied her mocking tempo. “You didn’t think this Nightmare Night was done, did you? There are more of your friends to save from me. Hurry, before things get megalo-mane-iacal!”

Zapp snapped back to attention first. “Blast it, Mane-iac’s right! If we don’t make a clean sweep of the others, she could make more love-slaves! Then this town is doomed! Let’s go, Mare-velous” Her gaze turned back to the stilled Mare-velous. “Uh, Mistress?”

“The Mane-iac can wait a minute or ten. Right now… “ Mare-velous finally got out through a sin-dripping smirk. Sauntering up to Zapp, her hoof pointed down to her dripping thighs. “Start lappin’, Zapp.”

With her tongue wagging out like a dog’s, Zapp sank to her knees. An organic hoover gilded her to her fellow crimefighter’s folds and she was soon slurping away like it was a Saddle Arabian oasis.

Cosplay or not, ticking clock or not, Applejack knew every second she spent with Dash was a night to remember. And even as the sex-slick Fluttershy eeped and legged it from the barn, Applejack wouldn’t have had herself and Dash in any other position.

They still had three Power Ponies to ravish, too! Applejack's eyes closed as she thought of the possibilities, both from their end and hers. Oh, this Nightmare Night was going to be a sweet one in the Elements’ lives, one way or another.

Exactly how you ask? Well, find out in the next issue, in Zapp’s Fili-Second Fuckfest!