Trouble Shoes stood tall over Aloe's panting, squirming, squirting, and barely conscious body. Her expression was one of shock and bliss, with tears ruining her makeup, and her pussy lips quivered as her engorged clit winked sporadically. "My lot in life, I suppose," he commented with a hint of sadness and longing, sinking to a sitting position that still left him taller than a regular pony.
Lotus sat beside him, flabbergasted, looking between him and Aloe with wide eyes and a stuttering mouth. After a few seconds of silent and utter confusion, she finally spoke. "How... did you do that?"
Trouble Shoes looked towards the distance, a melancholic expression on his face. "Well, you see, it all started some time ago at this point."
Lotus watched him in worried fascination, wondering what kind of spell or artefact could have ever allowed him to perform the feat he'd just displayed. She was a little aroused herself, her nethers damp and her nipples stiff on her teats. She and her sister had just been looking for a quick fuck, and the tall stallion had seemed like a good snack they could share, but it was looking as though they'd bitten off more than they could chew.
Trouble Shoes began his tale. "It was at a rodeo I was attending, where it all began. Applejack was there, and her brother had come along too, and his wife with him. A nice unicorn, she is, with long beautiful legs and a lovely smile. I happened to overhear them talk about how good he was in bed, you see, and I think the whole rodeo crew heard her screams that night.
"Now I've never been one much for relationships. My lot in life, I supposed. With how clumsy I am, ponies tend to stay a few steps away just to be safe. Not that I can blame them. But I wanted to have a special somepony for myself too. So I figured, if I couldn't do anything about how inconvenient things would be out of bed, I could at least make sure they were good in it. I wanted to become the best a mare could have, and so I trained."
"You trained?" Lotus asked, befuddled.
"I trained." Trouble Shoes nodded, and his still hard cock slapped against his belly in time with the motion. "I trained to be the best partner in bed a mare could have. I stayed up late every night for it. I had a strict routine and I stuck to it. A hundred forward thrusts, a hundred hip flexes, a hundred cock tensions, and two hours of edging every night. Without using any porn or toys, to strengthen the mind too.
"It was incredibly hard. Some nights I felt like I couldn't make it. But I persevered. Every night, without fail, even when it felt like my balls were going to give out. Eventually my mane fell out." He pointed to his bald head. "I didn't stop though. I never stopped. And now here I am. That's my secret."
Lotus looked at him with a twitch of her eyelid. For a few more moments she was silent, and then she burst out into hysterical laughter. "You expect me to believe that?"
Trouble Shoes looked dejected. "It's the truth."
Lotus had to wipe a tear from her eye, though her spasmodic laughter was still tinged with nervousness. "For a moment I was actually worried there. I suppose poor Aloe was just really pent up." Calming down enough for it, she leaned back and spread her legs, exposing her glistening pussy. She circled it with a hoof, biting her tongue as she caressed her sensitive labia. "Come on, now. Let's see if all that training really did something."
Trouble Shoes sighed, but he complied. He stood and positioned himself above Lotus, his long, thick cock standing hard at attention and barely coated in Aloe's juices. "Don't say I didn't warn you though." He lowered himself as Lotus leaned back farther, and found the entrance to her marehood.
Lotus wanted to say something in return, but in that moment Trouble Shoes thrust forward into her. His shaft spread her vagina wide and the words died in her throat. Her eyes rolled back into her head, her muscles went limp, and before Trouble Shoes had even fully entered her she was screaming her orgasm and cumming all around his cock.
Trouble Shoes sighed as he pulled back from the cumming mare. "Just my lot in life, I suppose."
"And so you can't find yourself a mare at all?" Braeburn asked over a glass of cider.
"Nope," Trouble Shoes said before downing his own glass. "They always cum after the first thrust, like I said. Good on them, I mean, I'm glad they enjoy it, but I wish I had a chance to properly go at it too."
Braeburn pondered his friend's predicament for a bit, staring into the shallow depths of his glass. "I'm sorry to hear that," he finally said. Then he emptied said glass. "I'm happy I don't have to deal with mares myself, I guess."
"Excuse me." A voice from behind Trouble Shoes drew their attention. It was sultry and rich, and turning they could see it belonged to a mare who seemed to carry herself with just as much self importance as what she put into her tones. "I do apologise, but I could not stop myself from overhearing your little conversation." She stepped between them, adjusting her silky deep purple scarf, colour-coordinated with her mane. Her face was tastefully accented with makeup, just enough of it to straddle the line between a whore and a high class mare. A curl of her mane partly hid one of her sapphire eyes, giving her expression a hint of mystique. Her hips were wide, hugged tight by her elegant black dress, and she swayed them just a touch with each step.
Braeburn tilted his head. "Rarity, was it?"
"That would be me, yes," Rarity replied. She then turned to Trouble Shoes, and fluttered her long fake lashes at him. "And you must be Trouble Shoes, yes? I have heard of you."
"From Applejack?" Braeburn asked from behind Rarity.
Rarity held back an eyeroll, and merely pursed her glossy lips. She didn't mind Braeburn, but she was one drink too deep to care about him at that moment given what the alternative was. She was looking for a good fuck, and by Celestia she would get it. It wasn't often she had a chance to roll in bed with a stallion that big. "Actually, it was from the masseuses at the Ponyville spa. Aloe and Lotus, I believe you'd know them." She eyed Troube Shoes's face with interest.
Trouble's expression soured a little. "I would."
"So the stories are true after all." Rarity motioned her polished hoof to the bartender in that vague way bartenders understood to mean a request for the best compromise between an expensive drink and a hard-hitting one, for those kind of ponies who wanted to get hammered but still keep up appearances doing it. "Or the claims, at least."
A new voice cut in. "And yer planning to put those to the test, I assume?" Applejack stepped up to the bar, and sat her fat ass on an empty stool. "Heya, cousin," she greeted Braeburn, who was pouting at being completely ignored by the other mare. "I'm afraid Rarity here has had too much to drink to care about anything that isn't straight."
"I noticed that," Braeburn said.
Rarity kept ignoring both of them, true to Applejack's words. She grabbed the glass the bartender presented her and downed it quickly, then leaned into Trouble Shoes a bit too much to seem anything other than ostentatiously flirtatious. "So, what do you say? Are you willing to give this mare a chance?"
Trouble Shoes sighed. "Well, I suppose it's worth a shot."
"Marvellous." Rarity stood and gave him a peck on the cheek, then began to head up the stairs. Her hips swayed even more as she put on a proper strut, lifting her hooves more than necessary and flicking her tail this way and that. "Come along, Darling. It's time we show some ponies what a real mare is like when she takes a stallion."
Trouble Shoes looked at her go. Then, with a polite nod to Applejack and Braeburn, he excused himself from his seat and followed Rarity along to her room.
He was back about a minute later, dejectedly letting his cock retreat into its sheath. Rarity did not come back, but her wails of ecstasy finally stopped a couple hours before dawn, finally letting the bartender sleep.
"You!"
Trouble Shoes stopped in the middle of the road and turned to where the voice had come from. "Me?"
"Yes, you," a rather annoyed-looking light blue unicorn clad in a purple star-patterned magician's outfit repeated. "You're a showpony, aren't you?"
"Rodeo clown," Trouble Shoes said. "I s'pose that's close enough. My name's Trouble Shoes, and you'd be?"
"Trixie Lulamoon," Trixie said as she approached him, "travelling magician and bedazzling sorceress extraordinaire." She spoke more quietly as she got closer. "Is it true what they say about you defeating one of the Elements of Harmony all by yourself?"
Trouble Shoes tilted his head and blinked. "You could say that, I guess."
"Marvellous!" Trixie flashed her cape and turned towards her conveniently placed travelling wagon, just to the side of the street they were on. "Come along. The Great and Powerful Trixie requires your assistance." She kept her tail high as she walked, draped provocatively over backside. She didn't really care about fucking, already having a marefriend and tons of totally real admirers, but she wasn't above it and especially not with what she had planned in mind.
Confused, but interested, Trouble Shoes followed her. "What for?"
"My show, of course." Trixie pointed to the conveniently placed posters on the nearby wall. "My manticore is sick and I need a replacement for my final act. Luckily, I heard you were in town. What better climax to a show than me besting someone who took down a hero of Equestria all by himself?"
Trouble Shoes blushed and coughed. "Miss, em, you do know how exactly things went down between me and Miss Rarity, right? I wouldn't want you to get the wrong impression."
Trixie rolled her eyes and pointed to the conveniently highlighted 'Adults Only' words on the poster. At his questioning glare, she scrunched her face. "A mare has to find ways to make a living in this economy." With that said, she opened the door to her wagon and walked inside.
Trouble Shoes walked in after her, leaning down to fit through the entrance and grimacing as the wood creaked under his weight. Inside, Trixie was already busy setting something up. "Miss, are you sure this is safe?"
"Oh but of course," said Trixie from within a brightly coloured box that her front and back halves poked out of, suspended over a set of wheels and metal bars. With her lying on her back, her sex was fully exposed, already a little slick, and so were her slightly darker teats capped by puffy nipples. With a flick of her horn she bisected the box down the middle and slid the lower part aside, so her two halves were no longer aligned. "See? Whatever it is that you did to her won't affect me, not when my pussy and my head aren't connected. We should do a test run to see what positioning works best." She eyed him, and her hind legs wiggled beside her. "Come on." Pointing to her bottom half as her pussy winked she added, "It's not gonna fuck itself."
Trouble Shoes slowly moved into position as his cock slid out of its sheath. Truth be told, he was actually a little excited by the prospect of what Trixie was proposing. If what she said was true, he could finally get a proper fuck, and she'd have her climactic performance. With a smile beginning to bloom on his lips, he lined himself up and thrust into her detached back half.
Trixie did, thankfully, manage to regain her sanity in time for her show, if only because it had been morning when she'd met Trouble Shoes and the show was at night. She had to give up on her big climax, as the other kind of big climax it would have resulted in would have made carrying it out an impossibility. She did still make quite a splash, however, by presenting a somewhat dejected Trouble Shoes as a challenge for any and all female audience members willing to put themselves to the test.
"Just my lot in life, I reckon," said the bald stallion as the last of them too failed to make it to the base of his shaft and had to be carried away, adding her juices to the long trail that already marked the path towards the exit.
"Excuse me, Sir. Mr Trouble Shoes, Sir?"
Trouble Shoes looked up from his sandwich. A young stallion stood in front of him, a nervous but excited expression on his face. "That would be me. No need to be so formal about it. What about you?"
"My name is Pistachio, Sir," Pistachio said, before realising his mistake. "Sorry."
"Don't worry about it." Trouble Shoes bit into his sandwich, and chewed thoughtfully. "What brings you here?"
"Well, huh..." Pistachio rubbed the back of his neck. "I was hoping you could... teach me."
"Teach you?"
"Teach me." Pistachio nodded.
Trouble Shoes blinked. "You wanna be a rodeo clown?"
Pistachio quickly shook his head. "Oh, no no no, it's..." He made a weird face, then got quieter and leaned in. "I mean the other thing?"
"Other thing?" Trouble Shoes quirked an eyebrow and bit into his sandwich again.
Pistachio nodded. Still speaking quietly, he explained, "You know, that thing. That thing you did with Miss Rarity."
Things clicked into place in Trouble Shoes's mind. "Oh. That thing."
"Yes." Pistachio nodded. "Would you please teach me to be like you, Mister Trouble Shoes, Sir?"
Trouble thought about it for a moment. "No."
Pistachio looked dejected. "But... But please, Mr Shoes. I'll do anything you want, I swear! Just please take me as your apprentice."
"You don't wanna become like me, kid," Trouble Shoes said after finishing his meal. "It ain't a good life."
"I don't care." Pistachio looked at him with a feverish intensity in his glare. "I want to learn to please mares like you pleased Miss Rarity."
Trouble Shoes looked at him. "It's a lonely road to walk."
Pistachio held his gaze. "Please."
Trouble Shoes took a deep breath. "Alright then. Fine."
Pistachio looked stunned, and then began to squee in joy. "Oh thank you. Thank you, thank you, thank you!"
Trouble Shoes sighed, but he did smile.
"Trouble Shoes!"
Trouble Shoes straightened in his bed, hitting his bald head against the lamp hanging above it. He flinched and blinked a few times, then remembered the booming voice that had just woken him up in the middle of the night. Groggily he got to his hooves and headed for the window, as the voice seemed to have come from outside. The sky was tinged like at dawn and bright like at noon, a strong and clear red glow that seemed to be coming from the street below. He opened the window and looked down. "Yes?"
A unicorn stood in the middle of the road, though perhaps it would have been more correct to say she was floating there. Her mane and tail rose skywards as if a strong wind was pushing them up, and her hooves barely touched the dirt below her. Her colours were hard to tell, bathed in the ominous red glow coming from her horn and her eyes and the gem in the black jewel hanging around her neck. She looked up at him with a grin. "Come down and face me!" she bellowed.
Trouble Shoes yawned. "Ma'am, with all due respect, can't this wait until tomorrow?"
"Come face me now, you coward!" the unicorn yelled.
Trouble Shoes sighed and muttered something about his lot in life as he closed the window and made his way downstairs over the course of a couple minutes. "Ma'am, may I at least ask you to stay quiet as to not disturb the ponies around here?"
"Quiet!" the mare replied, speaking even louder than before even though he was right in front of her. "I'm sure you're wondering what I'm here for. I'm sure you must be dying to know just who this mysterious mare is and why she's after you."
Trouble Shoes sat down. "Not really, no."
She ignored him. "Well, wonder no more. I am Starlight Glimmer, and I am here to bring an end to your reign of terror!" She posed for dramatic effect.
Trouble Shoes had trouble keeping his eyes open.
Starlight's eyelid twitched. "Starlight Glimmer! You know? Our Town, time travel spell, Princess Twilight's personal student?" She searched his face for a reaction. "Nothing?"
Trouble Shoes began to fall to the side, which jolted him awake and back to sitting straight. "Afraid not, Ma'am."
Starlight grunted. "Ah, whatever. I am here to defeat you, Trouble Shoes."
"Defeat me?"
"In bed!" Starlight clarified. "I heard of what you did to my friend Trixie, who is totally only my friend but also I have passionate sex with. That's not important here. It's perfectly fine friend on friend sex. But tell you what, you fiend, no one is allowed to mess with my friends without facing my wrath!" She spread her legs wide into an aggressive stance and lowered her horn towards him. "Now that I have the Alicorn Amulet with me, not even you can hope to stand up to my power!" Suddenly, she turned around and flagged her tail, exposing her wet marehood. "Come on! Face your doom at last!" Her nethers winked and clamped fiercely down on nothing, in a display both arousing and menacing.
Trouble Shoes eyed her for a few seconds. Then he sighed and got to his hooves. "You could have just asked," he said.
Starlight laughed mockingly, but her next witty remark got caught in her throat as she felt his weight settle over her back. She steadied herself and focused all her power, but his first thrust still hit her like a wall. Sparks of pleasure exploded all over her pussy and all through her head. Her knees went weak, chills ran down her spine, and a choked moan escaped her drooling mouth. Still, she endured, and managed to straighten herself up again. "Is that all you got?"
Trouble Shoes looked down, eyes still clouded with sleep. "Oh, oops. Sorry, Miss Glimmer," he said, seeing he'd accidentally only rubbed against the outside of her pussy and then slid against her belly with his thrust. He drew his hips back and lined himself up properly. "That should do it." He thrust forward again, properly this time, spearing his cock into her sex with a wet squelch.
Pistachio arrived not a minute later, having rushed his way there after seeing the evil red light and hearing Starlight's words booming across town. He'd redoubled his efforts when he'd seen and heard the huge magical explosion that had soon followed. He thought he'd gotten there too late at first. "Mr Trouble Shoes!" he yelled, galloping closer towards his teacher's body, but once he arrived to it his fears evaporated. Trouble Shoes wasn't hurt, and he hadn't passed out, he had merely fallen peacefully asleep.
As for the mare beside him, the amulet had fallen from her neck, cracked under the strain after trying to hold back the wave of pleasure she'd been hit by, and her eyes had gone from glowing red to sheer white after rolling back into her head in the throes of the titanic orgasm that had completely overtaken her, leaving her a twitching, leaking mess for many more hours to come.
"Is it true what they say about you?"
Trouble Shoes swallowed his bite of apple fritter before answering the alicorn in front of him. "Folks say lots of things about me, Ma'am." He had a look around at the ponies attending the fair, cheerfully laughing and eating and playing under the warm sunshine and clear sky.
"Just Cadance is fine." Cadance leaned forward over the table, like a cat, with a predatory glint in her eyes. "They say you can make any mare cum with just a thrust." Her tail, curved into a heart shape, swayed this way and that, held up above her round ass. More than a few ponies turned to stare as they walked by.
Trouble Shoes took another thoughtful bite of his fritter. "Most of the time it's only half a thrust, I reckon. If you mean a full thrust as the back and forth motion, that is."
Cadance's eyes lit up and her wings flared out. "Oh, that's just what I was looking for!" She leaned even farther over the table, to the point she was more on it than not. "You wouldn't happen to be free tonight, would you?" The smell coming from her was unmistakable. She wanted him to fuck her, and she wanted it hard.
Trouble Shoes chewed and swallowed his newest bite. "Aren't you married?"
"What do you think my husband is up to right now?" Cadance raised a seductive eyebrow at him. "Life's too short to bed just one pony, even if there's only one you want when you're out of that bed. I don't mind what he gets up to, and he won't mind this."
Trouble Shoes thought about it, and he felt his cock poking out as he stared at her. "Fair enough. I have a number to perform later, but I'm free after that." Maybe the Princess of Love would actually be able to take him on, after all. He smiled at her before biting into his food again.
As his luck would have it, though, it seemed things wouldn't go as either of them were hoping. Right at that moment, the afternoon sky went dark, and before either of them had a chance to even look up a strong gust of wind blew away the table and Cadance with it.
"Citizens of Ponyville!" a voice spread all over the darkened fair, distorted by the magic amplifying it. "I have come to take over your town! Surrender now, or face the consequences!"
Trouble Shoes finally looked up. It wasn't clouds covering the sky, but rather something dark and large, almost a floating city of its own, a giant black rock full of holes and tunnels with a few glowing blue areas underneath it. He almost choked on his food. "What in the hay is that?"
"A changeling hive," replied Twilight Sparkle, suddenly standing beside him with a fierce expression. Her eyes narrowed. "Queen Chrysalis," she hissed. Then, amplifying her own voice to be heard all the way to the flying hive, she said, "We will never surrender to you!"
"Yeah!" chorused her friends and Shining and Cadance, who were suddenly standing behind her.
Chrysalis laughed. "Very well then. Prepare to be annihilated!" A green glow spread in patches over the flying hive, and suddenly swarms of changelings began to descend from a myriad openings on its surface, flying in formation towards Ponyville down below.
"Get ready, girls," said Twilight, charging up her horn.
"Mr Trouble Shoes!" a voice suddenly piped up, and Trouble Shoes looked to see Pistachio running towards him. He also saw, a little higher, a group of changelings aiming for the young stallion.
"Look out, colt!" Trouble Shoes called out, motioning for Pistachio to look up and notice the approaching danger. Right as he did that, however, a large swarm of changelings descended towards him and the nearby ponies as well.
The combined air movement of their synchronously buzzing wings created a current of air so strong that Trouble Shoes, having lifted a hoof to point towards the danger closing in on his friend, was swept up and sent tumbling off balance. He stepped this way and that on his hind hooves, failing to halt the inertia of his own weight, and as she'd been too focused on her spell to see him he ended up landing square on Twilight's head. Her horn discharged violently at the impact, and the teleportation spell that had been meant for her and her friends hit only Trouble Shoes instead.
He disappeared in a pop of light, leaving behind an alicorn with an aching horn and a befuddled Pistachio who barely managed to dodge the changelings barreling towards him at the last moment.
Trouble Shoes landed on his head. He groaned and stood himself up, looking around. The space he was in was dark, with oddly shaped slick black walls barely lit by a soft green glow that seemed to largely come from a spot in the middle of the room, where a green orb sat atop a raised portion of the floor. In front of the orb was something that looked a bit like a pony, but taller and mangled and more insect-like, cackling to itself. Positioned as it was, the thing gave him a clear view of its scrawny backside and ragged tail, and of the oddly glowing and slightly off-shape marehood behind it. It seemed to be a she, between that and the sound of her laughter.
Trouble Shoes, seeing the thing hadn't noticed him yet, decided it was best if he found a way to get himself out of there. As quietly as he could, he began to back away from the clearly insane if slightly hot-looking monstrosity. It just so happened that, since he was keeping his eyes on her, he bumped into a misshapen off-purple log randomly sitting upright in an arbitrary spot, causing it to fall rather loudly to the ground.
The creature stopped her cackling, and slowly turned towards him. Her large slit eyes landed on him and her mouth sat half open, baring her fangs. For a moment or two, they just stared at each other. Finally, Trouble Shoes gave a cough, and tried to shuffle back a little more.
That seemed to jolt the other into action. In an instant she was upon him, pinning him with his back against the floor with surprising strength considering the evident holes in her legs. "What do we have here?" she asked, baring her teeth and tasting the air with her long tongue. Her voice was sharp, distorted, but strangely not unpleasant to listen to. "What have the ponies sent this time?" She licked Trouble Shoes's face, slowly and needlessly sensually, and then licked his smooth head as well. "I can taste Twilight's magic on you." She cackled again. "Do those fools think this is all it will take to defeat the mighty Queen Chrysalis? No matter. They will learn soon that none can hope to challenge me!"
She stepped back and her horn lit up, and Trouble Shoes found his limbs forcefully held down and spread apart. "Ma'am, I believe there has been a misunderstanding," he tried to reason.
"Hush!" Chrysalis advanced upon him. "I shall drain all those ponies of their love, and I will begin with you." She placed herself over him, spread her own legs, and reached his crotch with her magic. Despite the situation, Trouble Shoes found himself getting aroused at her magical touch. Perhaps scareoused, even. She eyed his growing erection with predatory interest. Her own sex, clear to see from Trouble Shoes's position, opened up and dripped thick ichor over his cock, making it throb. Her insides seemed to writhe in alien ways, only half visible in the gloom. "Yes. I shall reduce you to a husk, and soon all of Equestria will follow. None can stop me now!"
With that, she slammed down her hips, hilting Trouble Shoes's cock into her vagina. Her strange walls clamped down on him, feeling unlike any pussy he'd ever fucked. All was quiet for a moment, as Chrysalis looked like she was frozen in place. Then, as if an invisible thread had snapped, she gushed out a torrent of juices that propelled her away from Trouble Shoes's cock and into the nearest wall, knocking off her crown. Her magic faltered, and Trouble Shoes took that as his chance to get back to his hooves.
From her spot, pressed against the wall like a squashed bug, Chrysalis panted and shook, trying to get herself to focus again as her sex dribbled down her thighs. After a few moments, she managed to detach herself from the wall and fell back to the ground, flexing her knees before straightening her legs again. "You..." she growled, looking at Trouble Shoes through her mane as she held her head low and her horn pointed at him. Her eyes had narrowed even further, and saliva dripped down to the floor from her maws.
Trouble Shoes looked behind himself, but upon confirming there was no one else and she was speaking to him directly he turned back and swallowed. "Yes?"
Chrysalis growled louder. Her whole body was twitching slightly, and it almost looked as though her chitinous skin had turned soft and malleable, and something was writhing underneath it. "Tell me your name," she asked in a voice deeper than the one she'd had a moment before, strangely echoing not from the walls around them but from within her throat itself.
Trouble Shoes took another small step back. "My name's Trouble Shoes."
"Trouble Shoes." Chrysalis tasted the name in her mouth, running her tongue over her lips and fangs. "Very well." She straightened herself. Her chest was glowing a sickly green, a light underneath her skin that pulsed like a beating heart. "Allow me to introduce myself. I am Chrysalis, Queen of the changelings."
Trouble Shoes ignored the fact that she'd already mentioned that, out of mostly politeness and a bit of fear.
Chrysalis continued. "I have conquered nations and brought kingdoms to ruin. I have defeated heroes and would-be tyrants alike. I have crushed everyone who dared stand in my path." She stood straighter still. "My sexual prowess is unmatched. I have made every opponent into an obedient sexual pet, dependant on my touch, obsessed with the ecstasy I could bring them. Changelings possess the perfect anatomy for sexual gratification, and I am the strongest and greatest among them."
Trouble Shoes stood in silence, rubbing the aching bump on his head.
"I can shape my body to perfectly match the situation at hoof, use my magic to sense and condition the desires of my partners, and exercise precise control over every part of my organs. I can milk any cock dry with just a flex of my inner walls. I can make any pussy cum with just a flick of my tongue. None have ever managed to resist me in bed. I have grown stronger and stronger still, draining the love of everyone I defeated, becoming utterly unstoppable. I am the perfect sexual specimen."
Trouble Shoes had taken interest in the log he'd accidentally knocked over, and he was placing it upright again.
"But I grew bored of my conquests," Chrysalis continued. Her tone had grown forlorn, and for a moment she stood in a more regal and less beastly manner. "Every adversary fell in a single blow. I longed for the struggle of my younger years, the fight and the conquest. Power is nice, but it's just not the same when you're unmatched. I stood alone at the apex of sexuality, unmatched, and yet none could hope to satisfy me as a result." Her eyes narrowed and her piercing glare settled onto Trouble Shoes again. "Until now."
Trouble Shoes felt her eyes on him and froze up, looking back at her slowly.
A maniacal grin split Chrysalis's face. "Finally." The glow within her began to pulse again, and her skin shifted and rolled in strange patterns. "Finally, I no longer need to hold back. Finally, a worthy opponent!" As she said that, her body began to visible bulge out and warp. "This form I have constrained myself to is no longer a necessity. I can reveal my true strength at last. Prepare to face my true power in all its sexual magnificence!"
"Okay," Trouble Shoes replied, his flat expression lit by the green glow of Chrysalis's magic.
"Behold!" Chrysalis yelled as her form began to change properly. Starting at her front but all over, her frame became thicker and wider, and she grew taller still. The holes in her legs filled out, leaving them long and slender as they raced up to her shoulders and thighs. Her hooves took on a sharper shape and a polished sheen. Her lips grew bigger and her now even longer tongue ran over their reflective surface. Her mane became lush and curly, falling sensually over her head and down her shoulders, losing its ragged appearance.
The same happened with her tail. Her ass widened, becoming large and rounded and bubbly, quivering with every step she took. Her wings became bigger and covered in exotic, inviting patterns. All over her smooth black body lines of glowing green energy chased themselves, radiating light and unrestrained magical energy. Her horn became longer, but more elegantly curved. Her pussy winked obscenely as her anal rim tightened, and the glowing insides of her genitals shifted and throbbed, ready to milk anything that came close. Underneath her, the small buds of her teats engorged into heavy crotchboobs swinging between her fat thighs and child-bearing hips, leaking droplets of a strangely coloured milk whose smell was heady and potent.
Chrysalis, now a fetishised sexual fantasy given flesh, flashed her most cruel and seductive smile at Trouble Shoes. Then she lunged forward.
"Are you alright there, Twi?" Applejack asked as she bucked a changeling in the face, sending it flying into a group of its kin.
Twilight was still massaging her battered horn. "Getting better, but I don't think I can get us up there yet."
Rainbow soared past her. "We'll just have to make it there on our own." She shot skywards, but not even a third of the way to the hive she was surrounded by too many changelings for her to make it through. She dealt with them by diving for a nearby cloud and bucking lightning out of it towards them, but it still forced her to get back towards the ground.
Shining Armor grit his teeth besides Twilight as changelings beat against his shield spell. "A little help?"
"On it," Cadance replied, swooping in to repel them with her magic.
A little to the side, Pistachio was busy beating back changelings his own way, thrusting into them as his teacher had taught him to and managing to send a few unconscious after some fucking. He was growing tired, but holding his own even as more of them advanced, and the few passed out changelings lying around him with their sexes squirting and glowing hearts in their eyes were deterring some of the others from approaching him. "I hope Mr Trouble Shoes is okay."
Chrysalis struck forward with her tongue as Trouble Shoes tumbled back, trying to get away from her. She skimmed the underside of his erection, making his cock twitch. At the same time, her tongue recoiled and drew back, heated up by the mere touch of his shaft. As Trouble Shoes got back to his hooves she advanced again, stepping this way and that in an attempt to confuse him, swaying her fat ass with every motion.
Trouble Shoes kept stepping and stumbling backwards, trying to avoid her. Suddenly, as Chrysalis closed in, he saw an opening. While she lowered herself and reached forward with a hoof towards his cock, he stopped moving moving backwards and held his ground, flexing his hips forward. Chrysalis, carried by her momentum and by the weight of her body, went farther than she'd anticipated. While her hoof did stroke along Trouble Shoes's length, her face ended up closer to his tip than she'd anticipated, and the musk of his virility hit her nose.
Both staggered back, Trouble Shoes's cock beaded with pre while Chrysalis's thighs clenched. They squared each other for a moment, then both advanced. The only way forward was clear to both of them. One had to defeat the other and bring them to orgasm. At once, they both attacked.
Chrysalis expertly twirled to strike at Trouble Shoes's belly with her tail. Trouble Shoes tripped on a puddle of her juices she'd left on the floor, and fell with his face forward into the blow that had been aimed at his belly. He got his face completely full of her tail, and as he kept sliding he bit down on it. Chrysalis yelped as she was dragged back from it, and her pussy gushed at the strength of the motion.
She would not let herself be defeated so easily, though. She spread her wings and halted herself, planting her hooves on the ground and flexing her long sexy legs. Her crotchboobs swung wildly, but she held and her tail slipped from Trouble Shoes's mouth. Quickly turning, she went on the offensive again, diving low and slithering left and right with blinding speed in an attempt to find an opening from which she could strike at Trouble Shoes's balls, convinced a single squeeze from her hoof would be enough to make him climax if she released her magic into them.
But no matter how quickly she moved, Trouble Shoes seemed to always manage to defend himself, at most letting her graze his testicles with a glancing blow but never fully allowing her to grip them. There was always one of his legs getting in the way, or a tilt of his frame that threw off her aim, or a strange motion that was off-beat compared to his other movements and landed his nuts out of harm's way.
Trouble Shoes, meanwhile, was struggling to stay up right, swaying back and forth to keep his balance as Chrysalis darted around on the floor. He almost fell countless times, and every time he moved one way there came another strike from her legs or her mane getting in the way and forcing him to trip and stumble the other way. As he unsteadily moved side to side, though, he began to take notice of a pattern to Chrysalis's movements. He noted, too, how she seemed to be making faster and less measured lunges the longer things went on.
Seizing an opening when Chrysalis moved in too far and too carelessly, he brought his hoof down on her mane. As Chrysalis tried to lift her head again to move the other way, she found it pinned there, and hissed in annoyance and hurt. Trouble Shoes used her momentary distraction to clamp both his hind legs around her neck and place himself on top of her. From there he reached forward over her fat ass, trying to get to her nethers with his mouth.
Chrysalis, feeling his weight on her and his barrel sliding forward over her back, and the heat of his cock next to her neck, quickly realised what he was planning. In an impressive display of strength, she planted all hooves firmly on the ground and pushed up, pressing her back into Trouble Shoes's underside. She reared up, and before Trouble Shoes had a chance to actually get close to her sex he was sent rolling forward and off her back. He landed on the ground onto his back, while Chrysalis turned towards him.
She saw him lying on his back with his hard cock exposed, and in an instant she jumped towards him, her mouth open wide to take in his dick and make him cum. Trouble saw her jumping a moment too late to dodge, and so did the only thing he could in that situation. He flexed his hips and legs and thrust forward to meet her assault, hitting the inside of her mouth with his cock.
For a moment they were linked, his shaft sliding into her as her maws tightened around him, then a green blast of magical energy split the two of them apart. Trouble Shoes rolled along the floor, and opposite him Chrysalis did the same. At the end of his tumble he stood, and watched her as his cock throbbed. Chrysalis opened her mouth as she straightened herself, but her knees buckled. A choked moan came from her throat and a torrent of drool began to flow out of her open maws, thick as it passed over her sharp fangs, while her tongue lolled out. She stood there panting and trembling, staring towards the floor with twitching eyes.
Finally she calmed her breathing enough to focus on him again. "Impressive," she said after opening and closing her mouth a few times. She was still drooling, but she'd regained control of her tongue. "You managed to withstand even a moment of oral from my mouth, while in this form. Your sexual prowess is incredible."
Trouble Shoes's cock slapped against his belly. "You're pretty good too."
Chrysalis grinned, saliva still flowing from between her teeth. In a flash of light she burst forward again, wings buzzing and legs flexing. Her mouth opened wide and her long, impressive tongue darted forward like a whip, seeking to strike Trouble Shoes's cock.
Trouble Shoes held his ground. As he saw her tongue lash out, he flexed and gyrated his hips. Using his motor control skills and the erection he was still sporting, he began to swing his cock to meet every blow of her tongue with one of his shaft. Every impact was punctuated by a flash of green, and by pre dripping from his tip just as drool came from Chrysalis's mouth.
She was relentless, trying new angles and speeds, thrusting and swinging and twirling her tongue to try and coax an orgasm out of him. Every time his cock struck back a spark of pleasure travelled down her prehensile muscle and into her neck, then up to her brain, but she didn't let that stop her. It only made her more aggressive. It had been ages since she'd experienced anything of the sort.
The magical bursts of excess sexual energy that her body failed to absorb would light up the whole room, pushing Trouble Shoes back as she chased him, and soon the hive itself began to react to them, shifting in response to the discharges. Emboldened by the thrill and adrenaline of finally being challenged, Chrysalis redoubled her efforts, coiling and twisting her tongue on itself to strike multiple times at different parts of Trouble Shoes's cock.
As she saw him struggle to keep up with her assault, she sent a curve of her tongue farther ahead and forced the stallion to trip over. With his back against a wall and his cock exposed, she made to deliver what she hoped may be the definitive blow. She retracted her tongue and spun around while sailing through the air, using the momentum of her previous jump to carry her as she planted her posterior against Trouble Shoes's dick, enveloping it with her asscheeks.
The resulting surge of unrestrained sexual magic was blinding, and it heavily warped the hive around them. The explosion sent Trouble Shoes sailing upwards through the shifting tunnels of the floating hive. Beating her wide wings quickly, Chrysalis followed behind him, striking again with her tongue and her hooves. Trouble Shoes seemed to have gotten a second wind though, and he was back to matching her attacks with jerks and throbs of his cock. Each miniature explosion sent him farther up, and as he kept up with Chrysalis's intensifying pace they burst through the top of the hive.
Chrysalis flew to a side, mouth still open and drooling, and stared Trouble Shoes down as he got back to his hooves. "Yes. You are everything I hoped you would be. Finally, a truly worthy opponent." She reared up on her legs and her horn began to glow bright green, gathering magic in its crooked curve. Trouble Shoes just stared at her with a flat expression. "You are the only one who's ever managed to last this long against me. But you won't last much longer. Once blasted with my sexual magic, any creature will be instantly brought to orgasm!" Her horn shone brighter and brighter still. Then, in a blinding flash, she released the magic like a green torrent.
Trouble Shoes was enveloped fully as the top of the flying hive writhed and reshaped itself upon being exposed to so much sexual power. As the light cleared, however, still he stood immobile where he had been, an unbothered expression on his face.
Chrysalis teleported beside him. "Take this!" Using his moment of distraction, she placed a hoof over his shaft and gave it a jerk. Pre dribbled from it, and a wave of energy spread out around them. Chrysalis grinned, and stepped away from Trouble Shoes. "This was fun," she said, "and I truly liked being challenged for once. But it's clear now that it's over. You cannot hope to win." She turned back to him and stared him down, before continuing, "Changelings are the pinnacle of sexual evolution, and I am the strongest changeling to ever live. No pony could ever hope to match up to me. I have perfect control over every part of my sexual biology and mentality. What would bring a pony to orgasm I can withstand with complete ease. I can even halt my own existing arousal by manipulating the sexual energy within me." As she said that, she furrowed her brow in strenuous concentration, and after a moment the flow of drool from her lips finally stopped. "I can undo any progress you may achieve. I can replenish the energies I consume and even grow stronger by absorbing the sexual energy of our encounter, on top of possessing near limitless stamina myself. But you will only get closer and closer to orgasm, and physically weaker too, and eventually-"
"Are you done?" Trouble Shoes asked. "I never much cared for biology."
Chrysalis watched him for a moment, stunned. Then her expression grew predatory and lustful. "Not yet." Her horn began to charge up magic again, but so did her whole body. The glowing lines along her form grew brighter and brighter, until she was fully enveloped in a rich green glow. She was positively radiant, warping the air around her with the sheer amount of power emanating from her. And then, in an instant, the surface of the hive beneath her hooves buckled as she shot forward at blazing speed. She was in front of Trouble Shoes in a blink, and a wave of energy exploded forward from her horn, a beam of power that dwarfed the previous one in size.
The beam tore through the upper layer of the hive itself, a river of magic warping anything in its path. The myriad changelings still housed within, caught in the path of the blast, all instantly came as their bodies were overloaded with sexual energies, leaving the corridors a mess of writhing bodies, throbbing cocks, twitching pussies, and juices of all kinds. Some had even transformed into more colourful versions of their species, unable to contain the love within them any longer and having found a happiness beyond the base instinct to hunt for love.
Trouble Shoes was sent flying back from the blast. Chrysalis, using the energy her body was giving out to propel herself, reached up to him as he sailed through the air. Seeing as he was fully exposed, she began a full on assault. Never lingering too long, as prolonged touches burned even her form with lustful heat, she went all out against his cock in all manners of ways. She stroked it with her hooves, licked it, kissed the tip, wrapped her tail around the length, massaged his balls, jerked it with her hind hooves, rubbed it with her horn, and all other sorts of lewd motions executed at blinding speeds.
"Unleashing the sexual energy stored within me, I can go beyond even my biological limits. I become a being of pure sexual magic," Chrysalis explained as she continued her assault, her whole body glowing bright still as she vented out power. With one particularly strong motion, she wrapped her long tongue all around Trouble Shoes's cock and threw him skywards. Propelled by her magic more than by her wings, she dove down and then surged up to meet him. At the last moment she turned in the air, aiming her thighs precisely for his dick. "Take this!" she yelled, as she impacted him in mid-air and his shaft slid between her thick hind legs, enveloped by her engorged crotchboobs, rubbing against her smooth belly while his balls kissed her clit.
The resulting shockwave of sexual energy rose over the top of the hive like a tide, massive arcing discharges of power unleashed from the point where their bodies touched and carving pathways over the surface of the hive before, with one final deafening blast, Trouble Shoes shot skywards, drenching Chrysalis in his precum.
He shot high, past the clouds, and slammed into a mare. "Hey! Let go!" she yelled as she suddenly found a rather huge stallion hanging from her hooves and understandably failed to keep flying properly as a result.
"Sorry, Ma'am," Trouble Shoes replied, looking down to where the floating hive was barely visible. "Let me just..." He shifted his position, and in doing so accidentally brought his still hard cock to brush against the mare's nethers.
"That's Lightning Dust to y-AAAHHHHH!" The mare suddenly screamed as intimate contact from his massive cock made her cum on the spot. Chrysalis's sexual juices, still coating Trouble Shoes's cock, reacted to her orgasm and shone bright, enveloping the stallion in magic. He looked over himself and felt their power, and let himself fall back towards the ground after a moment of reflection. Meanwhile, Lightning Dust began to plummet in the throes of her orgasm, though she would regain herself in time and avoid a crash.
"Of course, this poses extreme strain on my body." Atop the hive, Chrysalis's body ceased to glow as she looked skywards and talked to herself. "Giving out love like that puts me at risk of undergoing an involuntary transformation, and I cannot use it for long. Thankfully, no opponent could ever withstand it for-"
Trouble Shoes landed on the hive with a loud bang, hard enough to make the whole structure tilt on its side. Down below, Starlight looked in awe at Trixie waving her hooves around. "Well I'll be... You really did it."
Trixie looked at her, then at the tilting hive. "Oh. Oh! Of course. Hah." She chuckled nervously. "I did it."
Back on top of the hive, Chrysalis stared at Trouble Shoes, still sporting his erection. He rubbed a growing bump on his bald head. "Ow," he said, looking around. "Looks like I made it, at least."
"This stallion..." Chrysalis's eyes narrowed. Her wings buzzed. Then, in a flash, she lit up again and shot towards him. "I'm not holding back anymore!" She was on him in a second, dashing all around him as she fired a blast after the other of sexual magic towards his cock.
Trouble Shoes initially showed no reaction, but as Chrysalis passed before him he shifted his hips and gave a throb of his cock. A shockwave of sexual energy sent Chrysalis tumbling across the top of the hive, drool spilling from her mouth.
She looked at him with mad glee, quivering all over. "Yes! You are really a prey worth hunting!"
But Trouble Shoes was already in front of her. Behind her. Faster than she could track, propelled by her juices over his body reacting to his own sexual power. He gave her pussy a lick. There was an explosion as Chrysalis felt her mind slipping, tumbling, plunging over the edge of orgasm as her whole body shook and her inner walls spasmed and- At the last moment, at the last possible second, she pulled herself back together and staved off her climax. Jumping back, she looked to Trouble Shoes with utter determination. "I will defeat you!"
Her whole body shone a blinding green, titanic currents of power surging outwards and reshaping the hive beneath her as she rose into the air, brighter than the Sun, surrounded by a growing sphere of immense energy. She posed with her legs spread out, her body vertical in the air, her nethers exposed and overflowing with magic. "All the love within me will be unleashed, forcing you and the rest of the Ponyville to instantly cum!" Within the blazing light of her magical power, her heart beat, emotion surging out of her own control as she prepared to let loose all the sexual energy she kept inside. "Love cannon!" she screamed, as the tsunami of her magic came forth from her sex.
"Well in that case..." Trouble Shoes looked at the approaching blast, blinding and massive. He flexed his legs a little. "I guess I should give you a serious thrust."
With that, he jumped, his cock pointed forward. It met the blast of Chrysalis's power, and stalled it. Then, with just a flex of his hips, pushed it back. Trouble Shoes sailed through the air, forcing the tide of green love to retreat before him. Chrysalis watched, unable to move, as he came towards her, bringing all her power back with him.
After just a moment of sailing through the air, Trouble Shoes was on her. All the magic she had unleashed was condensed in a sphere of boiling plasma at the tip of his cock. She looked at him in utter terror. He looked to her and smiled, holding on to her glowing body with his hooves. At once, he thrust into her pussy, and kissed her.
Her own energy exploded within her, detonated by Trouble Shoes's thrust, and Chrysalis came. Green light shot out of her eyes and mouth, growing brighter until in turned white, then even further as it became pink. Her whole body became wrapped up in pink light, and as her mind was absolutely wracked and unable to control any aspect of her form or thoughts and she came harder than she ever had in her life, harder than she'd ever made anyone cum herself, Chrysalis transformed in an explosion of love and lust that shattered the green core that had been keeping her hive afloat, and lit up the whole sky a fiery, passionate pink colour.
Twilight, thankfully, recovered her magic in time to catch the floating hive before it could fall down onto Ponyville.
In the distance, the sky grew red as the Sun began to sink below the horizon. A transformed Chrysalis, looking like a fluffy moth and utterly drenched in her own sexual juices, looked towards the first stars shining up above as she panted and shook. "I lost."
"Yeah," Trouble Shoes said, sitting a short distance away. "It was pretty nice though."
Chrysalis was silent for a moment. Then she sighed. "You lie. You were never even close. I never stood a chance to make you cum." She kept staring up as Twilight started to lower the hive, while Trouble Shoes began to walk away. "You were just too good at sex," she said sweetly, "Trouble Shoes."
