Aria strolled through the tunnel beneath Cumworld, keeping pace with Spike. She wasn't exactly sure how the Bad Dragon armor worked, but Spike seemed able to move like normal, despite carrying what had to be hundreds of pounds of metal armor.

“Cap wasn't just being nice back there,” said Spike. “You did good for your first fight with a villain.”

“I got my ass kicked and threw one punch,” said Aria. “I don't know how anyone can consider that ‘good’.”

“Well, you're alive. That's something to be proud of.” They reached the door, at which point Spike put a hand to his chest. Bad Dragon’s back raised to allow him to step out. He pressed his finger against the sensor (Aria shuddered in disgust), then hopped back in his suit when the door started the process of unlocking.

“Did you really have to pick the most disgusting possible method of unlocking the door?” asked Aria. “I don't want to have to diddle myself every time I wanna get in.”

“If you think this is bad, you should've seen the prototype,” said Spike. “Where there's a sensor now, there used to be an eight-inch dildo. Before I had the process streamlined, you had to ride it for like a minute and a half.”

“What made you change it?”

“Because I needed to get in, too.”

“Ouch.”

“Damn right, ouch. Was walking funny for weeks.”

The door slid open and, with an ungodly image in her brain, Aria stepped into the S.E.X.Y HQ.

Pinkie was pacing back and forth, clutching her head as she did. Fluttershy was quietly working in the kitchen, pouring tea for her and her partner. She used her free hand to hold an ice pack to her eye. When she removed it, Aria caught a glimpse of the bruised, blackened eye.

“I'm sorry, I'm sorry, I'm sorry, I'm sorry…” said Pinkie.

“Pinkie, it's okay,” hummed Fluttershy. “Honest, it's fine. Don't worry about it.”

“The hell happened to you?” asked Aria. Fluttershy squeaked in surprise, vanishing from sight. After a few seconds, she faded back into view.

“You startled me…” she said quietly.

“Seriously, you didn't have that shiner when we left,” said Aria. “Who knocked your lights out?”

“Aria, shut up,” whispered Spike.

“What?”

“I'm sorry, I'm so, so sorry.” It was unclear if Pinkie was intentionally speaking aloud or if her thoughts were just leaking out. She looked up, eyes stopping on Fluttershy’s bruise. “I'm… I'm gonna go have some alone time. See you later.”

“I'll be right behind you,” said Fluttershy. Pinkie shook her head.

“Not this time, Flutters. I mean alone.”

Before Fluttershy could stop her, Pinkie had slipped through the door labeled KEEP OUT, locking the door behind her.

“What's her deal?” asked Aria. “What happened to you?”

“It's… complicated,” sighed Fluttershy.

“We’ve been trying to find a way to cure Pinkie for ages now,” said Spike. “And, so far, nothing has worked. We're getting desperate, so now we're trying exposure therapy.”

“So you are trying to get it out of her system,” said Aria.

“Like I said, it doesn't work like that. It's not like letting a kid eat as much ice cream as he wants so that he doesn't want it anymore.” Spike stepped out of his suit, then flipped something inside of it; Bad Dragon started to walk itself into the sleeping quarters.

“It's more like… A kid who's afraid of dogs, but their parents own a pound,” said Fluttershy. “We'll never get her to ignore the sensations. We're just trying to get her used to it so that she can live a normal life.”

“So you go in there and what? Poke her with a stick?” asked Aria.

“Sometimes. But she responds better when I personally touch her,” said Fluttershy. “And, normally, my barriers hold up and she couldn't hurt me if she tried.”

“Fluttershy’s a special kind of Xenic,” said Spike, catching Aria’s question before she asked it. “She has a bunch of powers, most of which she hasn't even found out how to use. Two she does know how to use are invisibility, which you've seen, and her barriers. Impenetrable shields of energy. She's effectively untouchable, which is why she's the one to deal with Pinkie.”

“That and she's… you know…” Fluttershy bloomed bright red. “But my powers go away if I ever have thoughts about… Well, I have to keep a clear head. Let's say it like that.”

“You're normally really good about it,” said Spike. “You hang around Sunny, and her costume leaves very little to the imagination. Your barriers don't normally falter. So what changed?”

“I'm not sure. Normally, my concentration is fine, and I just don't think about it.” Fluttershy sat herself on the counter, taking a sip of her tea. “But I guess it's just one of those days. Hearing her… in that state. I lowered my guard and got hurt. I wish she'd see that it's my fault…”

“She punched you because she was too hot and bothered?” asked Aria. “Some girlfriend. She needs some self-control.”

Before Spike could say anything to diffuse the situation, Fluttershy vanished. She appeared a few moments later, a mere few inches from Aria. Aria didn't like how suddenly intimidating Fluttershy was. She had to look up slightly to make eye contact with Hymen, and, when she did, there was a fiery determination in her eye.

“Pinkie is the best girlfriend anyone could ask for,” said Fluttershy. “She hurt me, but it was an accident. Don't talk about her like that. Not without understanding everything she goes through.”

“Uh… My bad?” said Aria. “I didn't mean…”

“Of course, you didn't. And I forgive you.” Fluttershy walked back over to her countertop, sipping her tea. “Now you know not to do it again.”

“Apparently, I got a lot of shit to learn,” grumbled Aria. She noticed that Spike had gone silent. She knew he was behind her, and she had a nagging suspicion as to why. “Spike, I swear to God, I will punch you in the face if you're staring at my ass.”

“Okay, okay, hear me out.”

“I'm getting my fist ready as we speak.”

“I was staring at your ass, but not to be a creep,” said Spike. He came around to face Aria, wearing his iGlass and drawing through the air. “I'm trying to design you a new costume.”

“Uh-huh. And why should I take your word for that?”

“Because I honestly don't need to stare at your ass. I've got plenty of pictures already. When you were a villain, it took like five minutes for you to get into your suit.” Spike grinned mischievously. “That's plenty of time to get some great pics.”

“Alrighty, then. I won't punch you in the face,” said Aria, shifting her mass to her right hand. “I'm gonna punch you somewhere else.”

“Listen, A.M., I've been perving on girls for years,” said Spike with a yawn. “I've been kicked in the junk so many times, I honestly don't even feel it anymore.”

The crime alarm blared, lighting up the section of the map that displayed the Lower East Side of Canterlot City. Spike swiped through the air, flipping through invisible documents.

“Crime alert for general villainy,” said Spike. “That's not a robbery, kidnapping, or murder. It's just a villain, hanging around being evil.”

“You have a crime alert for that?” asked Aria.

“Duh. That's how we catch most of our bad guys.” Spike tapped the side of his iGlass, and Bad Dragon strode back into the room. “Villain is an old friend of yours, and someone I don't have any records on. I'm assuming you wanna scope it out?”

“But gee, golly, gosh, Spike, the Captain told us not to!” said Aria, her tone ingenuinely innocent. She dropped the voice, returning to her normal, flat way of speaking. “Duh. I gotta give that bitch a piece of my mind.”

“Well, can't let you go on your own,” sighed Spike. He stepped into his armor. “Fluttershy, you coming?”

“I… Pinkie…” Fluttershy glanced at her door, which was still locked. She sighed, shaking her head. “Okay. She'll call me if she needs me. I'm ready.”

“Alright, S.E.X.Y,” said Spike. “Let's move out!”

As soon as Aria saw Adagio, she was angry.

Spike had landed Aria a few yards away from the Hip-No-Tits and her new associate. Adagio’s costume had remained largely the same since Aria last saw her: a dark orange bra (decorated with beads and sequins) and thong, her legs covered by a sheer belly-dancer skirt. The only change that Aria noticed was in the addition of several beads hanging from Adagio’s wide, sensual hips. That said, it's very possible that Aria missed something, because she was hardly focused on Adagio. Most of her attention and rage was devoted to Adagio’s associate.

She stood, drifting dreamily in whatever fantasy land she resided in. Her long, two-tone blue hair was tied up in a ponytail. She wore heels which boosted her up enough that the natural trail of the eyes would fall onto her massive breasts, barely contained by her bodysuit, which hugged her body and accentuated and further emphasized her generous (bordering on excessive) rack.

Immediately, Aria subconsciously covered her chest with her arm.

“Ah, my traitorous protégé,” said Adagio, resting a hand on her hip. “And, of course, The Fapper is right by your side. Appropriate.”

“You replaced me?!” demanded Aria. “You leave me in the hands of Kink, then you just forget about me and replace me?! With this cow?! What the hell, Dag!”

“Don't think of her as a replacement,” said Adagio with a sly grin. “Think of her as an upgrade.”

“Hi, guys!” said the new villain brightly. “I'm Sonata, and it's totes awesome to meet you!”

“No, you idiot! It's not awesome to meet them! They're the heroes!” Adagio slapped Sonata in the back of the head. “And don't tell them your real name! Use the one I gave you!”

“Oh. Sorry. Can I try again?”

“For the love of all things holy…” groaned Adagio, massaging her temples. “Look, it's her first meeting with superheroes, and she's not that bright to start with. Would you mind terribly if she had a do-over? You can just start back at the end of your tirade.”

“Are you serious right now?” asked Aria. Spike elbowed her gently (which, on account of his currently metal elbow, still kinda hurt).

“Let's not be rude, Ass Master,” said Spike. A little more quietly, he added, “Plus, I'm nervous about Hitomi J-Cup over there. Need to do research. Kill some time.”

“Ugh. Fine,” said Aria. She thought back to what she had said earlier. “You just forgot about me and replaced me, with this cow, what the hell Dag.”

“Don't think of her as a replacement,” said Adagio, with all the villainy smarminess of the first rendition. “Think of her as an upgrade.”

“Hi, guys!” said Sonata. “I'm the Titty Titan, and it's totes not awesome to meet you!” She turned to her partner, grinning ear to ear. “Did I do it good that time?”

“That's a bit better, I suppose,” mumbled Adagio. “It's not like I'm going to yell at you twice in a row. It's fine.”

“Yay!”

“What the hell is even happening right now?” demanded Aria. “I was told there would be general villainy and so far all I've seen is Madame Thigh-Gap and Boobs-For-Brains loiter.”

“Loitering is a crime,” noted Spike.

“And I downloaded, like, thirty movies last night without paying for them,” said Sonata. “So that makes me a soft square pilot!”

“She means software pirate,” groaned Adagio.

“Piracy does not count as villainy. It's a victimless crime,” said Aria. “Like punching someone in the dark.”

“I have several problems with that logic,” said Spike.

“My point is, I'm bored.” Aria prepped her fists for combat. “So can you assholes please do something evil so I can justifiably punch your teeth down your throats?”

“Titan, show them what you've got,” said Adagio. Sonata reached into her suit’s pocket and pulled out miscellaneous junk and debris.

“I've got two dollars and twelve cents,” said Sonata, counting her change. “And a stick of gum, three scrunchies, and a BOGO coupon for Carlos’ Tacos. Ooh, we should deffs get some tacos later! Ass Master, Fapper, you guys wanna come with?”

“For the last time, they are the enemy!” shouted Adagio. “And we don't invite the enemy out to lunch!”

“Sorry, Dagi. I forgot.”

“Just… Just pull out your tits.”

“Okie-doke.” Sonata slowly unzipped her suit, opening it just enough to let her breasts pop out.

“Hey, Titty Titan,” said Spike. “Mind standing still for a moment?”

“Sure thing!”

Spike stepped out of Bad Dragon, clutching a very expensive-looking digital camera. He snapped a few dozen wonderfully high-quality images before returning to his armor, presumably to upload the images to his database.

“Score. Thanks,” said Spike.

“He's going to beat off to those, isn't he?” sighed Adagio.

“Probably, yeah,” said Aria. “Don't know what you expected from a dude named The Fapper.”

“I don’t really get why you told her to do that in the first place,” said Spike. “What did you think I'd do?”

“Fair enough. Now, if you don't mind... Titan, Boob Blast,” ordered Adagio.

“Okie-dokey!” Sonata grabbed her breasts, squeezing them together. A ball of dark blue light formed just beyond her cleavage, growing larger with time. Sonata let go, and the blue orb rocketed forward, faster than either Aria or Spike could react to.

The blast connected with nothing, a few feet from Aria and Spike, then exploded into black smoke. Aria stared at the explosion, wondering what had saved her. As the smoke dissipated, Aria noticed a wall of shimmering pale-pink light in front of them that definitely wasn't there five minutes ago. Spike let out a relieved sigh, tapping his wrists and drawing a laser cannon on each arm.

“Thanks for the save, Hymen,” said Spike. “Wasn't expecting that.”

A bit to Aria’s left, the air began to shimmer. Fluttershy faded into reality, wearing her not-very-superhero-y costume of jeans and a hoodie.

“No need to thank me,” said Fluttershy softly. “Happy to help.”

“Your concentration is crazy,” said Aria. “How are you staring at those chestbeefers and not thinking any dirty thoughts?”

Fluttershy blinked, her face blushing faintly pink. Slowly, her barrier faded away into nothing.

“Well, I am now…”

“Well, that's not great. Hymen’s not the best for fights,” sighed Spike. “H, you want a Cumshot?”

Adagio, Aria, Fluttershy and Sonata all turned to look at Spike curiously.

“I beg your fucking pardon?” said Aria.

“He's so forward…” said Adagio, a touch of admiration in her voice.

“I'm sorry, but… I don’t think I could ever look at you that way…” said Fluttershy, her blush intensifying. “Also, I'm kind of, sort of, a little bit gay…”

“Me next, me next!” cheered Sonata.

“Geez, I really need to talk with Hypergao about these names…” said Spike. He tapped his arm and a panel slid open, popping out what appeared to be a small laser gun. “This is a Cumshot. Just shoot if you feel threatened.”

“I always feel threatened, at least a little bit,” said Fluttershy, taking the blaster.

“Then you're gonna love the Cumshot.”

“Can we please just fight them now?” asked Aria. “Because I'm starting to imagine you two in some unsavory situations that make me wanna bleach my eyes.”

“Aria and I don't very often see eye to eye,” said Adagio. “But I want nothing more than to stop talking about some creepy man relieving his stress on some poor girl’s face.”

“I appreciate you calling me a man,” said Spike. “Normally I get boy, pig, or a restraining order. Sometimes a combination of the three.”

“Got a plan, Fapper?” asked Aria.

“Well, whenever the Captain isn't around, I'm sort of the interim leader. Plus, I probably have a higher IQ than the rest of you combined.”

“In fairness, that's not saying much,” said Adagio. “I'm pretty sure I'm the only other one here who's smarter than a sack of puppies.”

“Ooh, there are puppies?!” asked Sonata brightly. “Where?!”

“See?”

“The point is, yes, I do have a plan,” said Spike. “I'll take Titty Titan. You go handle Hip-No-Tits. Hymen, cover her, try to get your powers working. Don't think about the massive honkers. Think about… Actually, I don't know what can top those.”

“What's the most un-sexy thing you can think of?” asked Aria.

“Cargo shorts,” said Fluttershy.

“Well, then, think of cargo shorts. Wait, cargo shorts? Why cargo shorts?”

“They're so tacky. Unless you're the Crocodile Hunter or an employee at Jurassic Park, you probably shouldn't wear them.”

“Fine. Think about cargo shorts,” said Aria. “And let’s kick some ass!”

Spike zipped over, firing green beams of energy at the Titty Titan. Despite her blank, mindless demeanor, she reacted rather quickly to Spike’s attacks, squeezing her breasts and firing jets of light of her own. Aria couldn’t focus on them for too long, because she had her own battles to deal with.

“Be careful, Aria. I’d hate to have to hurt you,” said Adagio. “After losing so spectacularly to The Streaker, I’m sure you’re in no mood to repeat the experience.”

“Bite me,” said Aria. She leapt forward, swinging savagely at Adagio’s head, just barely missing her face. Adagio leaned back, using her natural flexibility to escape attack. She twirled and dodged, creating much-needed separation between her and her former protégé. She raised her arms above her head and sensually began gyrating her hips.

“Hymen, look away!” shouted Aria, jumping in front of her to shield her from Adagio’s hypnotic dance. She tried closing her eyes to save herself, but it was too late. She could feel Adagio’s influence tug at her brain. She felt her eyes open themselves, and she was suddenly somewhere very different from where she started. She was floating in a shimmery, orange void. She was surrounded by several Adagio’s, each strolling through the void with ease.

“Why even bother, Aria?” echoed Adagio’s voice. “You know that you’ll never be one of them. You’ll never be a hero. So why even try?”

“Get out of my head!” shouted Aria, her voice fading into nothing almost before the words left her mouth. “I’m done with you!”

“You’ll never be done with me. I’m the reason you’re here!” The Adagio’s vanished, replaced by one impossibly large version of the Hip-No-Tits. “You only know how to use your power because of me!”

“You left me behind! I thought we were supposed to be friends!”

“And that was your mistake. You are not capable of having friends! You are a tool to aid me in reaching my goals! So submit, Aria Blaze,” Adagio’s voice faded to a faint whisper as she scooped Aria up in her massive palm. “You are not meant for heroics. You are not meant for friends. You are meant to do as I tell you. You are meant to obey.” Adagio raised her titanic fist, holding it threateningly over Aria’s head. “You’ll never be a hero, Aria. You’ll never become their friend. You’ll never be one of them! You will never be a hero! You will forever be The Hip-No-Tits’ lackey, the former bad guy. You were born for this, Aria Blaze, and you know it deep in your heart. You’re no hero.” She brought her fist down. “You’re a villain!”

Adagio’s fist never hit Aria, instead colliding with a wall of pink energy that had appeared from nowhere. Aria’s eyes grew wide, instinctively looking to the right. There was no way Fluttershy was there. There was technically no “there” to be. Aria knew this to be in her own head, so she looked to her right with the full understanding that it was impossible for Fluttershy to be there.

“You’re wrong,” said Fluttershy, holding up her barrier. “There might not be good in your heart, but Aria is more than you’ll ever be.”

“How the hell did you get here?!” demanded Aria and Adagio, perfectly synchronized.

“I… I don’t know. I started thinking about cargo shorts, like you said. Then, all of a sudden… I was here. I’ve never done this before.”

“Well, get us out of here!” said Aria. “We can’t beat her here. As long as we’re in my mind, Adagio will be able to beat us.”

“You’re delusional! You need me to be complete! You miss being my partner! You wish for me to take you back!” shouted Adagio, trying and failing to crush the barrier.

“Don’t let her get into your head,” said Fluttershy. “You don’t need her. You have us.”

“I just met you! All I’ve done is diss your girlfriend!” said Aria. “How can you possibly be sticking up for me?”

“Because it’s the right thing to do,” said Fluttershy. “Because we have to show you how to be good, so you can do the right thing, too.” Fluttershy buckled, her barrier failing slightly. “And I know it’s scary and weird and hard to wrap your head around, but we’re here for you if you need us.” Her barrier cracked, dropping her to her knees. “And, right now, I need you.”

“She’s lying! They’ll never accept you!” shouted Adagio, smashing again and again at Fluttershy’s barrier. Her voice started to fade as Aria stood up. “You’ll only ever be safe by my side, Aria. So come back to me. Join the others. Together, we’ll take whatever we want. We will have the whole world in our hands. All you have to do is give yourself back to me…”

“Hymen, drop the shield,” said Aria quietly. “And get ready to move.”

“A-are you sure?” asked Fluttershy. Aria nodded, growing her fists to the maximum possible size.

“Yeah. On my count. Ready?” Aria took a deep breath, bracing herself. “Three! Two! One! Go!”

The barrier dissipated, and Adagio’s fist came crashing down. Aria held her hands up high, catching Adagio’s hand before it could smash them. She strained under the weight, but managed to keep it up.

“Go!” shouted Aria. Fluttershy nodded, then ran as quickly as she could across Adagio’s palm. He ran up her arm, jumping from Adagio’s elbow to her shoulder, then from her shoulder to her face, clinging onto her nose and clamoring up to her eye.

“Get off of me, you pest!” snapped Adagio.

“Sorry for this,” said Fluttershy. She clenched her fist and punched Adagio as hard as she could directly in the eye.

“AH!”

The world snapped back to reality, tossing Aria and Fluttershy back onto the street they had been on to start with. Aria clutched her head tiredly, reeling from Adagio’s power. She looked around, seeing Fluttershy all but passed out to her left, and Adagio just in front of them, rubbing her eye gingerly. Somewhere out of sight, Aria could still hear Spike struggling with Sonata.

“Thanks,” said Aria. “She would’ve put me completely under her control if you weren’t there.”

“N-no… problem…” panted Fluttershy. “Just… happy to help…”

“Titan, fall back!” commanded Adagio. Aria looked over to the scuffle, in which it appeared that Spike was fondling Sonata’s breasts. Aria wondered if there were any combat benefits to that course of action.

“Could you let go for just a sec?” asked Sonata. “I gotta go to my boss!” She grabbed Spike’s hands and forced them to squeeze her breasts together. She fired a jet of energy, impacting Spike and sending him flying back. As soon as she was free, Sonata jumped away and helped Adagio to her feet.

“Cover our exit,” ordered Adagio. Sonata nodded, then fired a jet of energy at the ground, which exploded into a large cloud of smoke. “See you next time, S.E.X.Y!” Aria grabbed the Cumshot from the ground, firing it blindly into the smoke. From what she could tell, the tiny green beams that the gun fired met with nothing. By the time the smoke had cleared, Hip-No-Tits and Titty Titan were gone.

“Damn! We let them get away!” growled Aria. “And that’s two ass-kickings for me!”

“Plus, Captain Kink is going to be pissed when she finds out.”

Spike, Fluttershy, and Ara turned, each set of eyes nervously falling onto the intimidating form of the leader of S.E.X.Y. Sunset Shimmer cracked her whip menacingly, frowning at her team.

“Oh, wait,” snarled Sunset. “Too late.”

“Look, Cap, before you start yelling at, and potentially whipping us,” said Spike. “I just wanna say… This was all Ass Master’s idea.”

“Fuck you,” groaned Aria.

“So I give you simple directions. I tell you to go back to HQ and wait for me. I specifically tell you not to go after Hip-No-Tits. Yet, for some reason, you decided to do exactly that.” Sunset stepped forward, striking fear in her subordinates’ hearts. “Why is that?”

“Uh… We thought we could take her?” said Aria weakly.

“And we thought we could get away with it?” said Spike, just as faintly.

“Give me one good reason not to whip your asses raw,” said Sunset.

“Ass Master helped me get a new power,” said Fluttershy. “And I helped her understand that being a hero is what she really wanted to do.”

“And when I was wrestling with Titty Titan, I stuck a tracker under her boob,” said Spike. “So we’ll be able to track them, at least for a while. If we move quickly, we can get an advantage on them.”

“Yeah, and did we mention Fluttershy’s new power?!” said Aria. “I helped make that happen. So you’re welcome.”

Sunset glared at her team, then broke into a smirk. Truth be told, she never expected Aria to stay at HQ. She’d have been disappointed if she did. And, though far from perfect, Sunset couldn’t say she was disappointed with the results. She gathered her whip and attached it to her belt.

“Alright, then,” said Sunset. “Let’s go home.”

Author's Notes:

S.E.X.Y. OFFICIAL TRADING CARDS

#03
Hymen

Real Name: Fluttershy
Age: 25
Height: 5'8"
Weight: 152 lbs
Power: Invisibility, Energy Barriers, Telepathy, <UNKOWN>
Affiliations: S.E.X.Y.

Strength: 3/10
Speed: 7/10
Stamina: 6/10
Endurance: 5/10
Intelligence: 7/10

Fluttershy is a rare type of Xenic, a Virgin Mary. These Xenics have a multitude of powers that grow and change with time, but lose them whenever they have impure or debauched thoughts. If a Virgin Mary were to lose their virginity, their Xenic powers would be gone forever. Fluttershy is always learning of her powers, gaining new ones in hopes of one day being able to live a normal life with her signifigant other, fellow superhero Hypergao.