The Cutie Remarking

by FruitTrifle

A Change in Plans

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To say Starlight was pissed was an understatement. All her plans, all her followers, her base! Gone, ransacked now no doubt by that false princess! She walked deeper into the caves she'd been forced to flee into. Well. Fine...she could adapt, she could move her plans up or change them entirely. Besides, she wasn't stupid enough to not have contingency plans or, in this case, an emergency stash. Lighting up her horn, she moved deeper, he plain dress doing little to insulate against the biting cold of the caves. Her magic lit up sigils on the walls-basic ones that turned up in the presence of her magical signature, but were there to show her the way to a special cave. It looked like the others she'd tramped through, but she made a beeline for a wall.

Kneeling before it, she cast a spell on it, and a low rectangle-almost like a drawer-slowly ground out of its home in the wall. Starlight grinned-she put rummaged in the drawer, a number of glowing magical artifacts lighting up her search. She had tried to make others see her way by words, by convincing arguments! But, clearly, that had failed...she lifted up some sort of amulet. It was glowing dully, but she knew it was because it wasn't in use. A tiny bit of magic...and it would take, and consume, any cutie mark. It took a few years to do so, but she'd get its magic in the meantime. She had wanted her citizens to see the marks she took, to look upon them in disgust as she had, so this wonderful item was hidden away.

No more. Obviously, she'd been far, far too lenient with those she taught. Far too kind and forgiving. No longer. She was going to get revenge on Sparkle for what she'd done, and prove to her how futile it was to resist Starlight! She grinned wider, the faint glow lighting up her mad grin. And she knew just where to start...


Celestia rested on her throne, her sister in her own throne to Celestia's right. It had been a week since her most faithful student had sent her a letter about Our Town. She was very proud of Twilight for ensuring everyone could be individuals, and find joy in their destinies. She was also proud that Twilight suggested leaving a spell to let them send letters right to Celestia- emergency or intel use only, of course. It had even been used already! A poor, scared pony, with information about that misguided Starlight Glimmer. Too scared to even write her name in case it was seen! Of course Celestia had accepted the asked for meeting at the asked for time-just before dawn, so she could speak to Luna on her nightmares as well.

The only guards were those outside the doors, that lit in the cloaked, reluctant pony. She drew it around her closer as she approached, bowing stiffly and shivering. Celestia looked at her with gentle pity and love. "Now now, my little pony-there is no need to be afraid."

The pony stopped shivering, and grinned. "Not entirely true, princesses," taunted a voice. Luna was first to her feet, recognizing that voice from a number of nightmares recently. Her beam of concentrated moonlight bounced off an impressive shield, hitting the wall. It crumbled, but showed another shield behind it-the throne room had been cut off from the rest of the castle entirely. Luna gaped at the show of sheer power on display, before clenching her teeth, summoning armor to from around her, akin to Nightmare Moon's but in pure silver.

She didn't bother with a speech asking for surrender, she could feel this attacker would be satisfied with nothing except victory. She launched herself across the room with her wings, at a speed that threatened the sound barrier. She hit the shield...and was bounced off at a purposeful angle, that slammed her into the floor and bounced her into the wall behind their thrones. Both the floor and the wall had spiderwebbing cracks coming from the holes the alicorn's body had smashed into them.

Celestia watched in shock, before standing, her own gold armor beginning to form on her. "Enough! Your trauma is not an excuse for this! Stand down, so we may help you and not hurt you further!" She was not worried about her sister-a couple of bounces wouldn't have hurt her more warlike sister, she'd be dazed at most. More importantly, was the pony who had come to her claiming need and used her kindness to attack. The pony in question, standing tall in front of her laughed lowly, mockingly, before throwing back the cowl's hood. Starlight Glimmer.

"Your kindness borders on naiveté, princess...remember that is what set your downfall in motion." she sneered, as Celestia threw a sunbeam at her. Like her sisters, it bounced off, this time wrecking the high ceiling. Using her magic, Starlight hovered in the air, grinning viciously at the princess below her. The amulet at her throat began to glow, throbbing in a golden shimmer.

Celestia also took to the air, the pair trading magical beams and blocking with magical shields. A great silver beam added to Celestia's, Luna having recovered, but the combined strength did nothing but push Starlight back with her shield. She chortled, taunting, "The two most allegedly powerful ponies in the whole land...and you can't take down a single mare?" Her fingers danced over the amulet, now the gold shimmering with silver, "No wonder you need Twilight to fight your real battles!"

The princesses bristled at the insult. "You have no idea our plans for her!" Celestia cried, "She will be a wise, powerful, and kind ruler!" This time, Celestia got up close, trying to physically punch through the barrier. The combination of earth pony strength and unicorn magic infused armor began to cause spiderweb cracks, Starlight cackling as they were fixed as soon as they happened in the blink of an eye. Luna joined in, flying up to the ceiling, diving bombing the shield on its other side and crashing into it feet first, and then launching back up to do it all over again.

"Fools!" Starlight continued to cackle, "You do exactly as I want, over and over!" The princesses took this as mad rambling-they couldn't see why this was something any pony would want. So they ignored her, and continued trying to beat down the shield. Starlight grinned wider, eyes just as wide. The only thing they managed to do was force her and her shield to the floor again.

Luna hit the roof, catching herself in mid air, and looked up. She gasped-she hadn't hit the roof at all! Starlight was shrinking the bigger shield keeping everypony else outside! Luna glared, "This is your plan? Shrink a room?! You are as mad as you look, dictator." She couldn't deny maneuvering would be harder in the smaller bubble, but a few good shots with pointblank magic bolts would make that irrelevant.

Starlight cackled madly, the amulet half hidden by her cloak letting off gold and silver sparks randomly. They became brighter with each physical or magical attack that hit one of her shields. The sisters, overwhelmed in their magical senses by both themselves and the other, thought nothing of a third growing power. They assumed the other was making some sort of trap for the dictator, foolishly not bringing attention to it, should they give away the plan.

Starlight grinned madly as the sisters paused to catch their breath on either side of the room, facing her. "Well...now it's my turn, don't you think?" she chortled. She pulled the shield around her body tight, conforming it to her body shape. It wouldn't last long, but it didn't need to. As she expected, Luna ran in to grab Starlight around the middle, maybe aiming for a pile driver. Instead, the shield exploded outwards in shards of magical essence as soon as it was touched, tearing through some of Luna's armor, shredding a wing's feathers, and cracking her horn. Luna had managed to keep her hold on Starlight, but as the pain pulsed through her head, she slumped to her knees, half consciously leaning on Starlight, even now trying to keep her still.

Celestia screamed in horror and rage, furious anyone would dare hurt her little sister. She summoned a massive double headed battleaxe, in the same gold as her armor. Her mane exploded into fire, dancing around her. Starlight, however, grinned widely at the mad princess as she yanked Luna's mane to make her face her sister. "Does this make you mad, Celestia? Does this fill you with fury beyond comprehension?! Well then!" she kicked Luna away like a sack of rotting apples. "Give me your best shot..."

Her taunts and sadistic kick had the effect she wanted. Celestia screamed in pure rage this time, focusing a massive solar flare of her magic at Starlight, who cackled as it engulfed her. Instead of the ashes Celestia expected to see, already feeling guilty about the force used, was a maelstrom of magical power that pulled in her solar flare, and kept pulling. Celestia gasped, resisting, but the opposing force had hooked into her own magical signature, right to her horn.

Boosted by Starlight's already considerable power, the amulet devoured the princess' magic, even her cutie mark beginning to fade. Soon even her mane and tail hung limp, as the last sparkle of sun was erased from her flank. It reformed on the amulet Starlight wore, advertising her victory. Celestia stared in confused horror, not so much as a magical spark coming forth despite her best efforts. Her eyes fell to Luna, collapsed at Starlight's feet, groggy and in pain.

"Fly, Luna! Escape, little sister, please!" she begged, her own wings useless without pegasus magic to get her off the ground let alone fly, but it didn't stop them from fluttering in her distress.

Luna's head lolled listlessly to peer at her, the cracked horn sending spasms of toothache like pain throughout her head. She didn't seem able to understand, until Starlight turned to laugh at Celestia's panic. Luna's eyes cleared, having been faking it for a chance to run. She gave Celestia a look of sorrow and guilt, mouthing a promise to find Twilight and reverse it all. She leapt into the air, taking flight-only for Starlight's shield to come down with the same velocity Luna went up. It smashed her into the ground, only the lack of more speed from her snipped feathers and alicorn hardiness prevented something lethal. She twitched, moving, and groaned in pain. Everything hurt, but the damage from her now broken wings and snapped wrist was the loudest. Thank harmony her horn hadn't taken more damage.

Starlight tsked, grinning. "What? You thought I forgot about you, or the shield? Of course not...and don't worry...Twilight will absolutely be joining us," she promised, eyes wide with anticipation. "But first!" she lifted her hands, focusing power through her horn, to the amulet, and the combination of her magic and Celestia's hit Luna, forcibly prying her magic from her. She screamed, trying to fight at first, but it made the magic backlash and burn every nerve ending she had. She sobbed, begging Celestia to forgive her, and willingly gave up her magic, her cutie mark as well fading to return on the amulet.

Finally it ended, Luna slumping sideways to pant on the floor. She jerked when magic touched her again, and was surprised when it was clear it was healing magic, fixing her up entirely, if still magic and cutie less. She eyed Starlight with suspicion, who only smirked in reply. She sauntered away, towards the thrones, dropping her cloak, but keeping the amulet. Under it all, she was bare. The sisters watched, stunned, by the sight of a fairly large cock between her legs.

She clicked her tongue at the two thrones, before using her magic to force them together, melting them into one and reshaped to be a single, tall throne. Starlight sat on the newly made throne, legs wide to show off her monster cock. She sneered from her place above them.

"Both of you-strip of your armor. You belong to me now, and I plan to enjoy it in its entirety." The pair glanced at each other.

Celestia nodded, "Do it, sister-it's best for us to play along," she whispered.

Luna looked like it was distasteful to her, but nodded back, and the pair began slowly undoing and dropping the pieces off to the side. They stood in front of the throne, Luna more lithe than her sister's wide chest and hips. Unlike her sister, she tried to cover her chest and crotch. Starlight let her-for now...

"Both of you. Turn to each other." she ordered, the pair looking at each other in confusion, but obeying. Starlight nodded in satisfaction, eyeing up the thighs facing her. She focused, eyes glowing white and her horn charging up with a magical whine of building energies. She shot the spell at the pair, the magic condensing on their flanks. With a flash of light, it revealed Starlight's equal signs. She smiled with smug satisfaction.

"Originally, this is what I wanted. No one above or below others..." her expression became grave. "But it's become clear. You wish to keep the thrones to yourselves, and your forced alicorns! No one can be truly equal with you mares puppeteering it all! I see it now...I was here to make your student suffer. And I will...but I will also be kicking you two worthless holes off the throne. Equestria needs a FAIRER leader, one that will actually led them into a great, equal, tomorrow!"

She looked up, grinning as her shield melted to nothing. "Ah...and here comes our esteemed guest. Welcome, Twilight Sparkle,"

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