“Come one, come all! Watch in awe as The Great and Powerful Trixie performs feats of magic beyond your wildest imagination!” Trixie exclaimed, grabbing the attention of her still-growing audience. You are a part of that audience, but it’s not Trixie you’re here to watch. You’re here to watch Trixie’s assistant, Starlight Glimmer.

Your marefriend.

A voice to your left pulls your focus away from the stage, and you turn to see Ponyville’s resident fashionista, as well as one of your closest friends. “Hey, Rarity!” You greet her.

“Hello, darling. Anxious to see Starlight Glimmer’s performance?” the white unicorn greets, styling her mane with a hoof as she approaches you.

You rub the back of your neck nervously. This marks the first time you’ll actually get to see Starlight and Trixie perform, and you were admittedly worried.

“Just a bit,” you reply. “So what kinds of tricks do they normally do?”

Rarity seems to pick up on your worry, and chuckles dismissively. “You don’t have anything to worry about, if that’s what you’re wondering. Trixie and Starlight make a great team, and neither of them have even been seriously injured before.”

“Well, that’s a relief,” you sigh, turning back towards the stage. The sun was setting on a beautiful day, disappearing into the horizon behind Trixie’s stage and casting a beautiful orange glow over it.

Trixie seems to have been waiting for everyone else to show up before jumping back into character. Facing the audience, she then smirks as she addresses them.

“Tonight, for the first time ever, my assistant and I shall be performing a brand new routine!”

Keeping your eyes focused on the stage, you lean down towards Rarity and whisper, “‘New routine’?”

“I’m afraid I have no idea what she’s talking about,” Rarity replies. “Starlight wouldn’t let any of us watch while they practiced.”

I hope she knows what she’s doing, you think to yourself, standing upright again. It’s at this moment that Starlight trots out from behind the curtain. She’s wearing a cape, much like Trixie, and she looks…ok, pretty adorable.

“Are you ready, Starlight?” Trixie asks. Starlight nods, and Trixie rears up onto her hind hooves, her forelegs spread out into the air boisterously. “Then gaze upon us in wonder, as we perform the Flight. Of. Light!”

There are a few murmurs throughout the crowd, but they’re mostly drowned out by the thunderous clopping of hooves against dirt. Trixie looks to Starlight, and they both nod. Starlight’s horn lights up and a light blue glow envelops her body. Just as Trixie had so boldly claimed, you watch in awe as Starlight magically floats into the air. Her ascent is slow at first, but she begins to pick up speed as she flies around above the stage.

Rainbow Dash be damned, Starlight Glimmer must have practiced flying just for this show, because she was doing all sorts of flips as the crowd watched on. After a few moments of it, she comes to a stop directly above Trixie. The showmare’s horn joins Starlight’s in lighting up, and she fires off what looks like a bolt of electricity in her assistant’s direction. You’re about to panic, but Starlight nimbly dodges the spell, and it explodes behind her in a beautiful array of fireworks.

Okay, so this was what she meant by ‘Flight of Light’. Starlight soars up as another bolt goes off behind her, the purpleish-pink unicorn doing a front flip right back through the ensuing fireworks. You can only assume that her magic kept her from being singed as the two go through their routine. It’s certainly not the best display of magic you’ve ever seen, but it’s definitely one of the most entertaining. Before you know it, Starlight lands on the stage next to Trixie, the glow around her body gradually disappearing as her horn flickers out.

It looks as if Trixie is about to move on with the show, but the applause is too intense for her to say anything. You join in, as does Rarity, and you lean back down towards her. “That was pretty awesome.”

She nods, smiling. “I must admit, I never expected that Starlight Glimmer could become such a gifted flyer.”

“Yeah, but she looks really tired,” you point out. The whole routine had only lasted around a minute, and already she was panting as if she’d just run a mile. That flight spell must take a lot out of unicorns who perform it, you think to yourself.

The crowd finally seems to be simmering down, and Trixie grins. “You liked that, huh? Want to see more?”

Your eyes widen at that. With the condition Starlight is in, ‘more’ doesn’t seem like an option. And yet, her horn comes alight once again and she begins to float into the air for what you assume is the encore of this trick. She’s clearly struggling to keep herself in the air, but you don’t want to interrupt. If she’s trying to do it, then she must think she’s able to.

The routine picks up right where it left off, as Starlight nimbly dodges a bolt of magic and begins flying through the air. Her flying is much lazier this time around, and it shows as she just barely manages to outpace the strikes Trixie is placing. Then it happens. Her horn flickers out, and the next bolt of magic hits her directly in the side. She plummets down to the ground just off-stage, and the impact kicks up a cloud of dust as the onlooking ponies gasp.

The whole time, you can hear Trixie yelling out her apologies to Starlight, but your eyes are focused completely where Starlight had fallen down. The mare is slow to get to her hooves, and the first thing you notice is the disaster zone that is her mane. It was completely disheveled, bits of it sticking out. But then her eyes start to water, and she gallops off without warning. You’re too shocked by what just happened to react right away, but you can feel Rarity tugging on your shirt sleeve.

“You should go comfort her, dearie. I’ve never seen her this upset before…”

You’re not going to argue with that. Starlight had been there for you since the day you two first met, and you weren’t about to leave her alone after something like that. But then again, you’d never seen her that self-conscious before. As you walk past the stage, you hear Trixie call out to you. “I’m sorry, I never meant to hit her….”

“I know you didn’t, Trixie,” you pause, turning to smile at the showmare. “Starlight just tried to push herself a bit too hard, but she’ll be alright.”

“I hope so…” Trixie replies sadly.

“Starlight?” You call out, knocking on the door to her bedroom. Silence. “Are you alright?”

“L-leave me alone, I’m nothing but a failure!” She cries out from behind the door, sobs echoing off of her last word.

You let out a sigh. “You’re not a failure, Starlight. You just made a mistake--it happens!”

“Not during a spell that you’ve practiced for weeks on end!” Ugh, this was going nowhere fast. “I can’t even keep a simple flight spell going long enough to make my best friend’s show go well!”

“That’s it, I’m coming in,” you tell her. You don’t care what she thinks at this point, she obviously needs some comfort and just won’t admit it. You turn the doorknob and push her door open, stepping inside and closing it behind you. Starlight is lying face-down on her bed, buried in her pillows. You kneel down next to her, gently rubbing the top of her head. “It’ll all be okay, Starry…”

You hadn’t used your nickname for her in quite a while, but now seemed like an appropriate time. Unfortunately, it didn’t seem to have much of an effect on her. “Go away…”

“Sorry,” you smirk even though she won’t see it, “but I’m not leaving until I cheer you up.”

“I’m going to be the laughingstock of the whole town, I just know it…” She replies sadly. Just hearing her sad almost made you sad as well. Almost. But you couldn’t afford that, not right now. “I’m sure you do, too…”

Your eyes go wide at that. She actually thought that you were going to make fun of her? “Starlight… look at me,” you say, grabbing her by the cheeks and forcing her to. “You are not a laughingstock. Why would I even think that?”

“Just look at me!” She cries out, tears flowing freely down her cheeks. “I look hideous!”

Her mane is even more of a mess than it was directly after her crash landing, and you wince as you notice the small bruise beneath her left eye. But, even with that in mind, you offer her a warm smile and cup her adorable little face in your hands, wiping her tears away with your thumbs. “Starlight, I don’t care what you look like. You’ll always be beautiful to me, because I love you.”

Starlight doesn’t say anything. She just stares up at you with those adorable eyes, and your heart melts.

“... You really think I’m beautiful?” she asks.

“I do,” you smile at her. “You’re the most gorgeous mare in Equestria. Heck, if it wasn’t for you, I would probably hate it he—”

You find yourself cut off as Starlight leaps forward, instantly closing the distance between you and slamming her lips against your own.

Well that certainly caught you off-guard, but you aren’t going to complain.

You wrap your arms around her back, hugging her close and you can feel Starlight melting into your embrace. She moans dreamily against you as you hold her they way you were intended to. Both of your lips continue to work sensuously against one another, and all the while the most pleasant heat you have ever experienced seems to radiate outward from your core. Suddenly, you don't care that it was already pretty warm and stuffy to begin with... because this warmth, right here... you want to relish this warmth forever.

You too, can feel the heat rising within Starlight as you drag your fingertips down her back. Her desperate attempts to somehow get even closer to you than you two already were was all the subtle communication you need to continue your comforting ministrations...

...and so, you gently part her lips with your tongue, wordlessly requesting entrance.

She wraps her own forelegs around your neck, and grants you near-immediate access. Thus, gingerly worming your tongue into her mouth, you sink further into the kiss.

The feel of her fur against your nose not only tickles, but fills you with a sense of warmth. You couldn’t enjoy it for much longer, however, as the two of you break apart after a mere few moments. Starlight pants for breath as you clamber up next to her on the bed. She then leans into you, her head resting just below yours.

“Thank you…” she whispers.

“You don’t need to thank me,” you reply, nuzzling your cheek against hers. “It’s my job to make you feel better, and that’s exactly what I’m going to do.”

“What are you—” Starlight is cut off as she feels your hand against her crotch. You palm her folds, rubbing slowly, and she sinks further into you as her body relaxes. She looks up at you, and you get lost in her eyes. You get lost in her, leaning your head down and pressing your lips to hers. You keep up your efforts as the two of you kiss passionately.

You’ve never gone this far with Starlight before, but this just feels right. Tonight's her night, damn it, and you’re going to make it one that she’ll never forget. You don’t care if she looks like a mess. You don’t care what anyone else thinks of her. All that matters is that she’s here with you, the light of her life.

Using your index and ring fingers to spread her already moist lower lips, you sink your middle finger into her warm, welcoming depths, and she gasps into your mouth. Her breathing quickens as your finger immediately begins to feel her out, your mind forming a mental map of her inner walls. She soon pulls out of your kiss, biting her bottom lip as she stares up at you. The display is cute, and you speed up your ministrations ever so slightly, eliciting an unsteady sigh of satisfaction from the unicorn. You give her a quick peck on the cheek as her warmth begins to spread out over your palm.

“M-more…” Her voice is barely a whisper. You’re all too happy to oblige her request, sinking your ring finger past her folds to work alongside your middle one inside. She squeaks at the added stimuli, and it’s music to your ears. She’s probably had enough of your teasing. You reposition your hand and pull your fingers out until only the tips remain before plunging them back in unannounced. She squeaks again, and you repeat the action, this time a bit faster.

The warmth spreading outwards from Starlight, from your mare, is enough to spur you on as you clasp the side of her face and pull her back into a kiss. Your free hand finds its way to to back of her head and you lovingly caress it as you redouble your efforts down south of her. The fact that her mane is as frazzled as it is fills you with a strange sense of adventure, and you slip your tongue back into her eagerly awaiting mouth.

She moans as your thumb navigates to the bottom of her lower lips, her hips grinding against your hand in need. Her constant winking makes it that much easier to make contact with her clit, and her eyes go wide at the little brush your thumb makes across it. Breaking your lips apart from hers, you lean down further and give the crook of her neck a teasing lick. She lets out a cute little moan, and you plant a few kisses on it as your thumb finds its resting place atop her sensitive button. Her body is growing hotter and hotter, and it’s the greatest sensation you’ve ever felt. You instantly want more of it, and so, you press down on her jutting clit with your thumb as your middle and ring finger keep up their constant thrusting at her entrance.

Her reaction is almost instantaneous, as more and more of her fluids are running down her quivering sex to soak your hand as she moans needily. Her scent begins to fill the air, and you roll your thumb across her clit as you latch your teeth onto her neck, suckling gently against the underlying skin just beneath her fur. That seems to get to her, and her body twitches violently against yours as she cums, her essence pouring out and soaking everything in the vicinity as her walls clamp down tightly on your fingers. You hug her closer to your body, waiting for her short, heavy breaths to subside.

She sinks into your welcoming grasp as her body finally relaxes, taking long breaths as you unlatch yourself from her neck. You bask in the afterglow of your efforts, beads of sweat rolling down Starlight’s fur as she turns to look up at you. Her looks tell you everything you need to know and you plant a gentle kiss on her forehead.

“T-that was…” She pauses, a smile forming on her lips as she nuzzles herself against you. “That was wonderful…”

“Yeah, it really was…” You reply. You’re about to return her nuzzling when you notice her horn flicker alight. Before you can ask what she’s doing, you feel your pants being tugged off forcefully by her magic. She slips them off with ease, followed by your boxers, and you’re left in nothing but your shirt as she raises herself off of you. You’re already hard, and she looks at your tool with interest.

“Wow, it’s a lot different than a pony’s,” she comments quietly, followed by a blush. “N-not that I’ve ever actually seen one in real life, just in biology textbooks and—”

“Starlight,” you cut her off, chuckling. “I wouldn’t think any less of you even if you had. But I have an idea, if you’re up for it.”

“What is i— Whoa!” She yelps as you grab her haunches and guide her on top of you, her hips hovering right above your head. She seems to understand what you’re trying to do, and lowers her own head down towards your crotch. Her warm breath blowing on your member is enticing, but that’s nothing compared to the tentative lick she rolls across the tip. “Are humans more sensitive there?”

“Y-yes,” you reply. Truth be told, you had never been touched there by anyone else, but the fact that it was Starlight doing it let you know that nothing else could ever compare. But this night is about Starlight, not you, so you lift your head up a bit and give her own folds a broad lick with the flat of your tongue. She tastes sweet, almost like honey, but the taste is nothing compared to the heady moan she lets out. She’s your everything, and you won’t be finished until she is.

With your wet muscle still assaulting her nethers, she lowers her head down to your member, and you let out a sharp breath as she takes the head into her mouth. She revels in the reaction she gets from you, circling her tongue on you as your free hand clenches the bedsheets tightly. Wanting to return the favor, you pull her hips down even lower and give her folds a few more frantic licks before slipping your tongue past her entrance and into her canal. She takes that as her signal to take in even more of your hardened shaft, and you explore her depths as your dick is concealed inside the wet warmth of her mouth.

She tastes better than you could have ever imagined, and you try to find every little nook and cranny you can just to get more of her sweet, sweet nectar. You can feel her gently grinding her hips against you, the warmth from her radiating across your face. You soon pull back from her dripping marehood, giving her clit a gentle, parting lick. The resulting moan does nothing but heighten your own pleasure as her voice hums around your cock.

She must be on a hair-trigger, because it only takes a few more licks and a playful nibble on her clit before she cums again, her juices flowing freely into your mouth as she pops your member free from the confines of her mouth and lets out the most adorable series of squeaks you’ve ever heard. This time, she doesn’t collapse against you, instead whirling around as soon as she’s ridden out her orgasm so that her face is right above yours. The two of you natually lock lips once more, your two tongues swapping the other’s taste as they writhe against each other wetly. Moments later, as she then pulls away, she gives your nose a little lick.

At the same time she does this, you’re acutely aware of your glistening member pointing proudly into the air, its tip prodding at the base of her tail, just waiting for her. She doesn’t disappoint, giving you a lustful stare as she says, “Now it’s my turn to make you feel good.”

Rising onto her hooves above you, she positions her hips over yours, then uses her magic to line your cock up with her entrance. With that done, she locks eyes with you and drops down without warning. Her descent isn’t slow, and the work you had done allows her to bottom out rather quickly. The first thing you feel is the heat, an intense heat that quickly spreads itself throughout your body as she gently lifts herself back up. You don’t want her to leave, so you grab her by her cutie marks and pull her back down.

You moan out, “F-fuck you’re tight…”

Opting to try and get used to that tightness, you forcefully roll her hips around on your own, grinding your member against every inch of her inner walls. You’re in complete euphoria. You’re in Starlight, and it’s the most amazing thing you’ve ever felt.

“Mmm, I love you…” She moans out. You know she does, and you love her too.

Catching her off guard, you roll over and turn the tables on her so that you’re now on top and she’s on her back, eliciting a cute yelp from the mare. You caress her sides as you force yourself inside of her once more in one hard thrust, eliciting a throaty moan from the both of you. Her bed rocks beneath the two of you with every thrust, and she moans out your name as your hips slam into hers.

You can feel your legs growing a little soaked the more and more you jackhammer into her folds. She yelps out every few thrusts and wraps her hind legs under your arms and around your back, holding you tightly against her. You’re not going to hold out much longer, but you try your best, if only to let Starlight release her pent up energy again. It doesn’t take long, though, and you’re assured that yes, she’s got a bit of a hair-trigger.

Your hips slam home a few more times before you feel your balls tighten up, warning you of your impending climax. Sensing that she was reaching hers, you thrust as deeply as you can into her and hold, locking lips with her as your twitching member fires off spurt after spurt of your seed into her spasming pussy. The two of you ride out your orgasms together, and when you’re finally spent after what felt like an entire minute, you collapse on top of her.

“T-that was…” you stammer, only for Starlight to finish for you in between pants.

“Amazing?”

You nod wordlessly and give her a kiss before rolling off to her side, your deflating dick sliding free of her marehood and allowing a pool of your mixed fluids to seep out from her and form on her sheets. You’re both hot, completely spent, and her bedsheets are ruined.

And yet, there’s only one thing on your mind. “Having your mane all messed up like that was totally hot,” you say.

“Well, I guess I’m going to have to cut it,” she replies, giggling. “If that’s okay with you, that is?”

“Like I said. You’re beautiful because you’re Starlight,” you reassure her. “You’re the light of my life.”

You’re aware of her gentle breathing, and turn to find that she’s already fallen asleep. You give her little kiss on the forehead, and you’re quick to join her in a blissful slumber.