Author's Note

As the Sirens said in Rainbow Rocks, welcome to the show, folks! And I’m planning to make it a very grand M-rated spectacle indeed. This work is a story commission for Guardmaster. The overall story arc and fetish themes were his idea, but the framework and plot weaving around it are mine.

Though only a prelude, this opening chapter is borderline R-rated for vivid fantasizes of stripping and public nudity resulting some involuntary undressing, and far worse than that, some severe (non-sexual) teasing of Trixie and her band. Hope you enjoy!

And thanks go to my usual prereading crew of AJ_Aficionado, Silentwoodfire, and Silverblade5 for their usual array of edits, comments and suggestions. Far as I’m concerned, they’re about the best set of prereaders possible.

PS: the names of Trixie’s bandmates (yes, I know they have canon names, but I’m not using them here) are taken from one of AJA’s more unlikely successful stories—an FoE M-rated side story called The Alicorns of Oasis. You’ll see why I borrowed the names if you read it. It’s well-written and recommended reading for fans of the genre.

Prelude to Power

“Whew! And that’s a wrap!” Rainbow Dash announced as they ended their latest band practice session with a near-perfect rendition of Better than Ever, which had become the song they always ended with to show that they really were Better Than Ever.

It never failed to cause them to Pony Up, though they found themselves with increasing trouble getting through it when they had. Nobody had said anything yet, but each found themselves increasingly aroused whenever they sang it, feeling like something was trying to flow into them as they got into it. And now matter how many times they sang it, it never got old; it remained their favorite tune—even an anthem of sorts for them.

But despite some flushed cheeks and even a few visibly erect nipples, they made it all the way through, each hoping that the others didn’t notice how incredibly horny to say nothing of supremely sensual they were feeling. Though Rainbow Dash in particular wasn’t at all averse to showing off her athletic form and abilities, she wasn’t interested in exhibitionism as a rule. But now…?

But now, all she could think of was stripping herself naked and allowing all eyes on her as she played guitar, letting the music they created immerse her and… undress her?

The nonsensical yet somehow irresistible thought remained potent, even after they had finished their practice. But though Rainbow didn’t know where it was coming from, she knew the one thing that might knock it back for a bit—food.

“Come on, girls! Let’s get packed up so we can hit the Big Burger Palace! I’m famished for one of their triple-decker baconator specials!” She tried to suppress her lingering horniness with her hunger. “And besides, I think Trixie’s band has the room reserved next.” Rainbow’s expression turned to one of distaste as they began stowing their instruments, leaving her still trying to ignore the increasingly insistent warmth and wetness between her legs.

“We do indeed!” Trixie didn’t wait for them to leave before barging in with her band, who looked as impatient as ever. “About time you girls finished! We were due to start practice five minutes ago!”

“Yeah, well, hold yer horses, Trixie,” Applejack spoke up in an annoyed tone while Rainbow Dash just rolled her eyes—there was no better distraction from just about anything, they had learned long before, than the presence of Trixie Lulamoon. “Especially since if memory serves, your band ran over by twenty minutes last time!”

“Hmph! Perfection cannot be rushed! Trixie’s Great and Powerful band needed the extra work to win this weekend’s competition!”

“A competition? What competition?” Rarity asked, her cheeks slightly flushed.

“You mean you don’t know?” Trixie went aghast, then smug; an expression promptly copied by her three bandmates—Shimmersage, Shadebloom and Azura. “Well, I suppose it’s not too surprising! After all, only the best bands were invited!” As one, they all stuck their noses in the air.

“A contest? That we’re not in?” Rainbow Dash said suspiciously, crossing her arms over her chest to hide her almost-painfully erect tits, which were standing out more sharply than she could ever remember before. “How could they not invite us? We’re the best band in school!”

“What? Certainly not better than mine!” Trixie insisted.

“I don’t know, Trixie. We can hold our own, and Flash’s band is pretty good too…” Sunset pointed out with a smile and wink to her friends; her favorite leather jacket providing a modicum of protection of her own erect nipples from prying eyes—she’d never known her human teats to feel so stiff and sensitive!

“Ha! Those pop-playing guitarheads? They’re not better than us!” Trixie boasted.

“They sure are! And so are Lyra and Bonbon,” Sci-Twi said with a grin of her own as she levitated her laptop into her backpack, wondering why she felt increasingly sensual and if the pony-up magic was somehow to blame. She had to stop herself several times while singing from magically undressing herself, wondering further if she could devise a spell to just dematerialize her outfit, dissolving it right off her form. “They do some really good synthesizer work! You should have heard their remix of Beethoven’s Fifth Symphony!”

Trixie gave her a look of disbelief. “They’re not a band! They just play sappy piano songs!”

“Oh, and don’t forget about Apple Bloom, Scootaloo and Sweetie Belle!” Pinkie Pie added as she somehow stowed her drums behind a curtain, which disappeared as soon as she drew the shade back. Nobody saw her remove her panties from beneath her skirt while she was hidden, leaving her delighting in the feel of the air conditioner breeze from the floor vent blowing right between her slickened thighs. “They’ve become internet sensations!”

Trixie’s jaw fell open further. “Those three? The self-described ‘Destiny-Seeking Teenagers’? The only thing they’ve succeeded at is becoming memes!”

“Oh, um… I really like Bulk Biceps on the violin…” Even Fluttershy decided to get in on the teasing, mostly because she was about an inch away from starting to paw at her chest and crotch, finding herself with an incomprehensible urge to both bare a breast and rip off her skirt, spreading what Rainbow so crudely termed her ‘pussy lips’ wide for all to see.

“Oh, please! Who even cares about classical?” Unaware of their thoughts or states, Trixie rolled her eyes and crossed her arms in a gesture once again copied by her bandmates.

“Well, Octavia does. Reckon she and Vinyl would make a pretty good label.” Applejack offered a very deliberate shrug while giving the rest of her friends a wink, trying not to laugh, feeling almost as sexually heady as when she’d eaten some exotic apple breed the Pony Twilight had brought over from Equestria. What did she call them again? Zap apples…? Reckon those would make some excellent special reserve cider! I oughta put it in the punch next time we have a party!

“Vinyl Scratch? That chatterbox? Her wubs overpower everything and she never lets anybody get a word in edgewise!” Shimmersage answered this time.

“And don’t forget about Snips & Snails rapping!” Pinkie Pie piped up, feeling so good and ready for some good oral that she vowed to visit Hollow Shades High soon, where she had frequently enjoyed the company of two students there named Chest Candy and Triton. “They’re better than you, too!”

A blood vessel bulged on Trixie’s forehead as an eye twitched. “Are you insane? Those two can’t even make a proper rhyme!”

“Yep. And then there’s Derpy’s band…” Rainbow Dash went for the kill, no longer thinking about undressing and sex so much as teasing Trixie, which was nearly as fun.

“DERPY???” Trixie and her three bandmates echoed in pure outrage.

“Oh, yes! She does some truly magnificent music with her homemade Sitar!” Rarity struggled not to chortle as she carefully secured her keytar in its hard case and locked it shut. The mundane act left her impressed at her own self-control in not ripping her clothes off as their band practice progressed, wondering if she could use her crystal constructs to rip them to shreds from the inside out. Such unseemly thoughts! But why do I keep having them…?

Trixie’s outrage reached a boil. “It has one string and sounds like a cross between fingernails on a blackboard and a caterwauling cougar!” she all but shrieked, only to fall silent and fume as the Rainbooms could contain themselves no longer, collapsing in laughter.

“We’re sorry, Trixie…” Rainbow finally managed between guffaws. “That was just too easy!”

“We were only teasing, Trixie.” Sunset put a hand on a still-steaming Trixie’s shoulder, hoping she wouldn’t notice her rosy cheeks or the surge of scent she feared she was producing. Whatever’s going on, I’d better relieve this with some self-pleasure sooner rather than later! “You’ve got a good band, and don’t think we don’t know it. Right, Rainbow?” Sunset asked pointedly.

Though a still-snickering Rainbow rolled her still-teary eyes, she nodded. “Yeah, I guess you do. You’ve made some good original works, even if you could use a little more variety in your song themes!”

“So what’s this competition, then?” Applejack asked before Trixie could retort. “Reckon this is the first Ah’d heard of it!”

“A new record label is looking for local talent! So they’re holding tryouts over at Kingdom High this weekend! All entry fees go towards local charities, and the winner gets to have their band play music for their inaugural album!” Shimmersage excitedly answered.

“Ooo… sounds like fun!” Pinkie Pie popped off along with some confetti fireworks, imagining it was Triton’s cock erupting in her mouth.

“Fun? This is serious! This is the Great and Powerful Band’s ticket to true stardom!” Azura added as Trixie went starry-eyed, their hands going to their suddenly rosy cheeks

“Not if we win it!”Rainbow Dash instantly boasted, to which Trixie and her bandmates laughed.

“Well, in that case, you’d better move your blue butt, Dashie!” Shadebloom snickered. “You’ll never make it, though. The deadline to sign up is at 5 PM today in Principal Molyneux’s office, and that’s just two minutes away! So I guess you’ll just have to—”

There was a massive rush of wind as Rainbow streaked out of the room at her incredible top speed, leaving a prismatic trail in her wake. She returned just six seconds later to a second hurricane blast coming from the other direction that left Trixie’s bandmates with their jaws dropped open and hair sticking straight back.

“Done! The Rainbooms will be there! Though I think Principal Molyneux might have been a bit peeved at me for blowing all the papers off her desk. And sorry for taking so long. I had to stop and give Gilda a noogie. She hates that! Oh, and she said she had a message for you, AJ.”

“Oh, yeah? What’s that?” Applejack asked, to which Rainbow Dash said nothing but smirked as she raised her middle finger, eliciting a laugh straight from the belly. “That’s our favorite griffie girl.”

“Charming.” Rarity rolled her eyes, her excitement ebbing as quickly as it had come—as a rule, nothing killed her mood faster than vulgarity. “For as insulting as she is, I really don’t see why you two like her. And if you ask me, the students at Kingdom High are utterly uncouth ruffians! They may call themselves the Griffons, but they’re little more than grandstanders!”

“‘Cause she always calls it like she sees it, and she don’t mind throwing down if you don’t like it,” Applejack answered instantly as she snapped her case shut. “Ah respect anybody who can run their mouth and back it up!”

“And ‘cause she’s been my friend forever despite a few bumps in the road,” Rainbow shrugged. “We kissed and made up after that whole birthday party debacle a couple years back. With the emphasis on kiss,” she grinned and closed her eyes, earning a playful swat from Applejack and giggle from Pinkie Pie. “Okay, we’re out! The room’s all yours, Trixie!”

“Well, in that case… guess we’ll be playing at Kingdom High this weekend, too. See ya there, Trixie!” Sunset said as she slung her bass guitar case and walked past the four still-speechless girls. “And may the best band win!”

Half an hour later found the seven at their customary corner table inside the Big Burger Palace. The waitstaff made perpetual reservations for them every week at that time, knowing exactly when they would show up and what they would order.

They hadn’t had to do anything except enter and sit down, as the staff knew perfectly well by then what they liked. Triple Decker bacon cheeseburgers for Rainbow and Applejack—the former with no vegetables and the latter loaded with them—a Buffalo Fried Chicken burger at maximum heat for Pinkie with a merely grilled chicken burger for Sci-Twi, a teriyaki tuna burger for Rarity (but that’s so boring!” Pinkie Pie always complained), and a mere double-decker cheeseburger for Sunset while Fluttershy went with her usual vegetarian bean burger, with them all sharing a large communal bowl of fries and onion rings.

Except for Fluttershy again, who preferred raw vegetables to fried ones; her one indulgence being some ranch dressing to dip them in. Their drinks ranged from a tall regular cola for Rainbow Dash and Sunset to diet soda for Rarity, milk for Applejack and sweet tea for Fluttershy while Sci-Twi just drank water, saying regular sodas had far too much sugar but she also didn’t trust the artificial sweeteners in diet drinks.

And then there was Pinkie Pie, who always got a massive root beer float or shake, leaving Sci-Twi in perpetual bewilderment that she never gained weight.

“Okay. So, if we’re really gonna win this competition, what songs do we wanna play?” Applejack asked as their burgers and sides were served.

“Never mind that! What outfits are we going to wear?” Rarity wondered aloud. “We do need to make the best first impression possible as we come out on stage!”

“Well, we could always go out in our birthday suits,” Applejack suggested with a wink, eliciting a series of blushes and slightly nervous laughs as Rarity went instantly scandalized, making a show of looking mortified with a hand placed over her heart. “Reckon that’d get everyone’s attention real quick!”

“It would, wouldn’t it?” Rainbow agreed only half-jokingly. “Just imagine us playing our songs naked!”

Cheeks flushed further as everyone began to do so immediately and vividly; Sci-Twi even felt her magic begin to act of its own accord again, tugging at her collar bow and the buttons of her blouse before she stopped it. She covered her suddenly heady thoughts with a fresh bite of her burger, though she hardly noticed the taste.

“Oh, um… that would be… interesting…” Fluttershy offered cautiously as she nibbled on a carrot with one hand while her other hand slid down towards her lap and began pulling her shirttail free of her skirt.

“That’s one word for it…” Sci-Twi said slightly pensively as her cheeks flushed and crotch went wet anew. “Or we could strip while we were out there…” she didn’t initially realize she’d spoken the thought out loud.

“Oooo… great idea!” Pinkie said eagerly. “And then they’d call us the Sonic Rainboobs!” She didn’t hesitate to yank down her blouse and flash her boobs at them.

“Pinkie!” A mortified Rarity threw a crystal barrier over her chest even as she vividly imagined herself doing the exact same act when she was on stage. “Are you mad?”

“Maybe we all are…” Sci-Twi said in a very small voice, turning their attention back on her. “I’m serious, girls. I’ve turned on my magic monitoring gear for our last few practices. I was trying to study the pony-up phenomenon further, but what I’ve found is that we’ve started getting these weird spikes of energy when we’re playing that weren’t there before.

“I can only describe it as an altered form of the pony-up magic. I’m not sure what it is, but… speaking for myself, its effect seems almost… sensual.” She cringed slightly as she spoke as her magical aura intensified again, starting to unravel the stitching of her skirt beneath the table; it got halfway up her thighs before she realized what was happening with a start, leaving her fiercely blushing, just relieved-or was she disappointed?—that it had not started at her blouse instead.

Everyone looked up and fell silent at her words. “You too, huh?” Sunset spoke first. “Have to admit, I’ve been feeling really horny lately when we sing.”

“And me,” Applejack’s honesty wouldn’t allow her not to admit it in turn. “It also ain’t just when we’re together. Whenever I’m practicing by myself or even just singing in the showe, I’ve been feeling it. It seems to feed on it all, somehow, and I keep getting these urges to…” she trailed off as her eyes went distant and her nipples visibly hardened beneath her shirt; for all her geode-imparted strength, she found herself wishing she could just will her clothes away, evaporating them off her like steam from a wet surface following a passing shower.

“To?” Rainbow Dash prompted, knowing it never boded well when AJ of all her friends was at a loss for words.

Applejack blinked hard, like she’d just remembered where she was. “Well, it’s hard to explain, and it don’t even make sense to me. But… near as I can tell, it feels like I got to be naked to… well, let the music flow. And I don’t mean just from me. But into me.” She rubbed her thighs together beneath the table at the incomprehensibly heady thought, feeling keenly the friction of her panties against the hard and hot nub of her clit.

“That’s exactly what I feel!” Pinkie popped off next with a few crackles of confetti that drew the attention of neighboring tables. “Whenever we play, or whenever I’m helping someone have fun, I get this neato urge to get naked! Don’t you, Rarity?”

Rarity’s intensified blush gave her instantly away, as did the sudden but perfectly rendered crystal construct she suddenly generated of herself naked. “What? No! Of course not! I would never desire something so unladylike!”

“Then what’s that? And why are you tugging at your blouse?” Rainbow smirked and pointed at the construct, then her friend’s chest, causing Rarity to look down and gape, immediately slamming her hands into her lap at the realization she’d almost entirely bared a breast. She belatedly hid the nude statue of her, covering her bust with another hastily erected crystal shield.

“So it’s not just me…” Fluttershy said in a very small voice, then looked up and eeped! When she realized all eyes were on her. “Oh. Um… I don’t know where it’s coming from or what it means, but um… I love the idea of it.” She gave a visible shiver and for a moment, tugged hard at her shirt before in turned into a simple caress of a breast cruve, ending with a nipple tweak.

“So what does it mean?” Rainbow asked, her burger momentarily forgotten as she found herself actively fantasizing about using her super-speed to undress herself in an instant—maybe even her friends! “And before you ask, yeah, I got it bad too—while we were playing that last song, I was wondering if I could run right out of my clothes and then streak the halls. I don’t get it, though—I’m no exhibitionist! So why do I want to do this? Why do all of us?” she asked.

Their gazes turned back on Sci-Twi for the answer. “I don’t know…” she hated admitting, having been listening to each of her friends intently in turn. “This is a new phenomenon, and I don’t have a working hypothesis of what it means yet. I need to examine my data more before I can form a theory. But…”

She flashed back in that moment to becoming Midnight, watching in terror but also a measure of delight as the magic overtook her and vaporized her clothes right off her body, leaving her momentarily naked for all to see as she was remade.

“Do you need help?” Sunset offered, reaching over to grasp the human Twilight’s hand. She, too, found herself increasingly wanting to be naked, and though the thought wouldn’t have troubled her as a pony, she couldn’t fathom where it was coming from now—at that moment, she didn’t even want to wear her favorite jacket! “Maybe if we put our heads together…”

“Maybe…” Sci-Twi granted as she casually fumbled with a fry, finding herself wanting to put something else together with her friend and savior, whom she had increasingly acknowledged she had strong feelings for but no idea how to properly act on them. But even that seemed separate from her ever-more compelling urges to undress, wondering again if there was some both practical and fun way her magic could accomplish it for not just her, but all of them.

She got an answer when she realized her undergarments were starting to evaporate right over her nipples and crotch as her shoelaces began to untie themselves, followed by her bow beginning to loosen. She then gave a half-swallowed eep! worthy of Fluttershy as she realized what she was doing, fiercely blushing as she looked away.

“Uh… maybe we should get all this food to go…” Sunset recognized the source of Sci-Twi’s distress from her memory reading powers involuntarily activating, realizing her friend’s magic was acting directly on her subconscious desires—and the same was likely happening to all of them with their own respective powers!

“Yeah. Let’s,” An equally tense Rainbow agreed, calling over a waitress and asking for boxes. Though surprised, they were delivered swiftly, and the seven girls parted with promises to stay in touch by text as Twilight teleported and Rainbow sped each of their friends home in turn.

In their haste to get home, Rarity’s nude crystal statue was left behind.