Equestra-Sexuality

by DeluxeMagnum69

Rating: mature
Tags: Comedy, Alternate Universe, Human, Anthro, Romance
Length: 21059

[CiE] (Clopper in Equestria) Fapping to cartoon ponies is one thing. But being sexually attracted and lustful for them is another thing. That's bit of a problem. Phil has a problem.

Warning: Semi-Anthro ponies, drastic transformations, and hot sweaty pony sex.

A CiE, [Clopper in Equestria]

Some people have a few problems that make them who they are. That makes people special, very unique. However, some problems are dark secrets that shouldn't see the light of day. It may taint their image in this cruel world.

Sometimes, it's for the best to keep it hidden.

Editor:
shadowrider89

Amazing cover art: Alter Ego, Wish, Fiction done by AkumaRedClown on Deviant Art! Please check him out, he needs more love!

Published 1970-01-01 00:00:00 UTC
Last updated 2014-05-12 22:38:23 UTC

Chapter 1: An End with a New Beginning

Equestria-Sexuality

Chapter 1: An End with a New Beginning

"Open your eyes, look within. Are you satisfied with the life you're living?" -Bob Marley

The name is Phil. No, not 'Philip'. Just Phil. I don't like my full name believe it or not. 'Philip' sounds stupid on my opinion. I mean, 'Phil'! C'mon, that's better! To describe me well, I'm just a boring guy with a pathetic life. In all, I'm just a loser.

I have black hair and dark brown eyes, that's a boring feature. But in my eyes, there's these weird purple tints in them. The purple is a more dominant feature if you ask me. I probably look like a demon with a dick the size of a baseball bat. A small incident with my junk almost cost me a court hearing.

You don't want to hear about that.

Anyway, I'm pretty tall. I'm about 6'7. I'm not fat, but I'm not skinny. Let's put it that way I was an 'average' torso level. I was taller than my dad when I was in junior high. Or middle school if you want to put it that way. He's 6'0 and I was 6'1 when I was in junior high/middle school. He wasn't very happy with that fact because he had the title of being the 'man of the house'. But not angry furious, but jokingly furious. Funnily, my mother was more manly than my father in some ways.

For example, he would cower in fear when there were spiders around. He would kill any bugs in a heartbeat expect arachnids. My mother knows that he had a childhood trauma with them and she willingly gives up the title 'man of the house' to him. They were a very happy couple.

My mother was a very proud woman that seemed to run the house more than my father. She was a tough woman, but my father?

Not so much.

He was a very carefree fun person to know. I think I loved them. But I think 'love' is too much because my parents never did say that to me... It seemed that they showed it in actions, but never words...

Anyway, my parents had very good jobs to support me and my siblings. I have two older sisters, an older brother, and a younger brother.

It's been such a long time ever since I was in contact with them. In fact, I think I didn't even attend one of my sister's weddings...

Their names really don't matter anyways. It's not like I'm going to see them anytime soon!

...

And... I don't have any friends... It may be because I look so different. I've always been different. Even my own parents look at me as different. I always have been. I've read that a parent's habits would go down to their kids. Seems that I was an exception...

And even my siblings were different from me.

Way different...

Now with no parents and my siblings now gone from my life, I don't even have anyone to count on. When I look at myself in the mirror, I look away immediately to who I have become. A sore fucking loser with no life. It's painful just to see myself.

It's the same fucking shit everyday. I'm a slave to my routine.

Wake up, work, come back home and do stuff, and sleep. Repeat.

It's a good life, eh? No, I hate it with all my heart. And I'm only 19-years old. A college freshman drop-out and barely passing high school, I have no idea what to do with my life anymore...

In fact, I think I should end it... Right here right now. I just want to end my pain. Goodbye world.

I looked at the note I just written. 'I just want to end my pain', a part of my note read. I sighed as I placed my messy hand written note on a small wooden counter by the side of me.

My home wasn't special at all. Just a small apartment that barely has the needs to sustain life. The walls are breaking down and having cold water for days. I got used to cold showers though due to the fact that was the only way to stay clean. Across the living room I sat, I looked at myself in a broken mirror. I stared at myself and scoffed in disgust. I looked horrible.

Just looking at my own face wanted me to kill myself.

And I could.

I looked down at a handgun my father left when he died. He never wanted me to wield a gun, even own one for that matter.

He would always say, "When you get older, I'll teach you!"

He never did.

My mother and father passed away before I just got into high school. I always cringe at the memory my parents di-... Passed away... It was just an ordinary day...

I shake my head to clear the horrible memories that seemed that just like yesterday, in which was actually years ago. My mind cleared and my focus soon zoomed on the M-1911 pistol in my hands. The gun was actually particularly heavy despite it being very small. I rubbed my fingers across the grip of the tool of destruction. I could just end my pain with a pull of a trigger.

And it would all be over.

Quick, painless, and quick. Did I mention quick?

My parents never did say that they loved me. In a way, they did, but never saying 'I love you'. Of course they cared for me and my siblings dearly, but I just don't know if they did. They worked their asses off for us to have a good life. But even with that effort, I still feel empty. More emptier than before. I've never been truly happy, but I have been 'happy' on occasions nonetheless.

That's when My Little Pony comes in. Now before I've even watched it, I have to say something. I've never really 'liked' a girl or guy. I thought I was an oddball of the group because I was a homosexual.

I was wrong. Thinking about it, I thought liking a girl was odd too. It seems that I just wasn't attracted to humans, period.

I have a dark secret. A secret so dark that no one around me knows about. It's a secret that's dark, that's like me. Too afraid to show itself, afraid of the light. But I have a good reason to stay hidden. I've always been different. Never had I ever had been attracted to a human being.

Something else made be... happy. And it wasn't humans. It was...

Ponies.

Yes, I-I-I'm attracted to ponies... Sexually...

I would relieve my stress and other stuff to ease myself. Sounds fucked up to you, but to me, it just seems right. First, I was attracted to horses and I managed to keep my urges down somehow. Now, it's ponies. Preferably My Little Pony ponies. I've had fucked up fantasies about them - something you do not want to hear about.

I've been trying my best to stay way from that material, but it just doesn't feel right when I watch human porn. Ha, look at me. Putting that as a genre...

I blinked hard and looked down at the cold metal weapon in my hands again. It was like screaming to be used to end my pain. I sighed and then shuddered as I sat on top of my couch, squirming around. I played around with the stiff barrel of the gun before I decided to end my pain.

This wasn't the life I wanted to live. I just want to end it and see what the afterlife have in store for me. I've never been a religious guy, so I never knew what the afterlife would be like.

I re-read the message I wrote on the piece of paper.

I just want to end my pain.

My shattered heart just couldn't bear it. Taking a deep breath and slowly closing my eyes, I brought the loaded gun up to the side of my head. A simple pull of the trigger could end my life. I could feel the stiff cold barrel boring into my skull.

I could feel my finger - my whole body trembling to what I was about to do.

With my finger about to press the trigger, I felt a salty tear stream down my face onto my lap. I just couldn't believe I was actually doing this. Breathing heavily, I opened my eyes to just close them again.

"Goodbye, world..." I thought.

Summoning all the willpower of my finger, I braced for impact for the bullet to go through my head. I was going to press the trigger.

But I didn't.

I gasped for air and almost threw the pistol onto the side of the wall. I was sweating and breathing hard as I stared at the pistol with shock. Then I placed my hands on my face and started to weep. My hands were a shield to defend myself from nobody. I was ashamed of myself.

I always cried and rarely laughed. I wish it was the other way around. I wished that Pinkie Pie was in my life to make me smile. It's been forever since I actually smiled. Mostly, it was just a blank frown from my face.

I got up from my couch and stretched, wiping my tears away from my face and eyes. I was half and half on my current situation. I was half glad I didn't pull the trigger and half depressed that I didn't. I could've just ended my pain right there.

But I didn't.

Wiping the tears on my gray sweatpants, I walked over to the door as I placed on my hoodie on, covering a white undershirt I wore. Putting on a pair of sneakers, the long sweatpants almost covered them. I zipped my hoodie up and hood on. I always did that.

I felt that the shadows hid me and comforted me. I always felt that my face was hidden in my hood, hiding me identity, hiding me. I always loved the shadows. Stepping out of my own apartment, I walked down the usual flight of stairs and out the door. My door didn't need locking anyway. Who would barge in my 'house' anyway?

I stepped outside the apartment complex and I felt a cooling breeze of the night rustle my hair a bit. And that was accompanied by a chill down my spine. The beautiful night sky had a few stars and the moon was absent. The sight I loved to see. It was a little after midnight.

And as usual in this time, I always go to the same gas station to pick up a few things. With each step after each step, I soon forgot about myself and the gun. It was almost distant. There weren't many street lights, but I was glad of that. I felt hidden and safe in the darkness. After a few minutes of walking, I saw the gas station in sight.

Walking to a point where it was right across the street, I crossed the street as usual. No matter what, I always crossed the same street. Never had I ever walked a different route yet.

The bright lights from the station angered me a bit, but I knew it was just a small thing. It wasn't going to kill me. I was just going to buy a few things and go. Opening the door of the station, the guy behind the counter gave me a smile.

"Hey!" he said.

I nodded back in reply, moving into the aisles of food. I picked out the usual; a glass bottle of chocolate milk, a danish, a bag of chips, and an Arizona Iced tea.

"The usual?" the guy behind the counter asked.

I nodded.

I didn't even know the guy's name. I've been here hundreds of times and never had he asked me my name and vice versa.

Walking up to the counter with the merchandise I already had my money out and slid it across the counter. As I did, the guy already placed the stuff I had on the register.

"You're good to go." he said with a smile.

I replied the same way. I nodded.

My stuff were already in a plastic bag, so I started to head off before the guy said something to me.

"Oh, and here!" he said.

I looked over, my hood still on my head.

"Here's some gum!"

He handed me a pack of "Hubba Bubba" bubblegum. Fresh and new.

I stood dumbfounded and lost for words.

"Th-thank you..." I managed to say, looking back at the cashier.

"Not a problem! he said, "It just looked like you need a small boost! Have a nice night!"

"Yo-you too..."

I walked out of the gas station, as if the gum he gave me was a gift from the gods. The plastic bag in my hand slowly slid down my arm so that both my hands were free. I had never experienced an act of kindness before. Never in my whole life had I experienced it. Slowly wrapping the wrapper from the bubblegum, I took out a piece and slowly unwrapped it. Hubba Bubba was my favorite too. I loved the shape of them. Popping the piece in my mouth, I began to chew it.

Oh, how I loved that taste!

Crossing the street and chewing the gum, my night was a little bit lifted up. In fact, I was going to watch a little bit of My Little Pony. Walking across the dark street, I began to hum the tune of My Little Pony. The amazing tune conquered my mind as I was now in the middle of the street, I heard a loud honk that interrupted me.

*HONK*

I quickly turned to see bright headlights - coming right at me. It all happened so fast. Next thing I knew, I was checked hard on my hip by the oncoming vehicle.

*CRACK*

I literately felt my entire hip just shatter as I fell so suddenly. The milk bottle in my plastic bag shattered as I found myself lying on the cold pavement with liquid on my head.

Blood.

My vision was quickly fading when I heard the driver of the car open his door. The bright light of the headlights impaired my vision, but I could still see.

"O-oh-oh my fucking God!" the male driver said, panic in his voice. "Are you alright?!"

I could then hear him dialing up his phone.

"911? Please, come quick! I've hit someone! Please!..."

The words of the driver slowly faded away as I felt the blood drip from my head onto my face.

I was going to die like this. I was actually happy that I was dying. A little bit... My pain was soon gone. With a small pained smile, I closed my eyes. The sound suddenly disappeared as I now was gone from this world.

My pain ended.

---

"Hey. Wake up." a dark voice said, the voice being dark as the darkness.

"Ugh... what?" Phil muttered.

"I said, 'wake up.' " the dark voice said, "I have other souls to get to."

"What do you mean?" Phil asked, his vision completely disoriented.

"I mean by you little shits dying and need to get to." the cold voice said, "Now get up."

Phil looked over to the figure and small a big black blob in his vision.

"Are you wearing black?" he asked.

"No, I'm wearing hot pink." the dark voice said sarcastically.

The voice then sighed.

"I actually wish I did..."

"What?" Phil asked.

"Just fucking get up."

Phil shot up to his feet and rubbed his eyes.

"Wow, you actually did get up..." the dark voice said, "I like you, what's your name?"

"Don't you already know my name?"

"Hmph. What a boner killer. You know, I never did have a conversation like this before, Philip."

"It's Phil." Phil said, getting a little annoyed.

"Well Phil, I'm Death." the voice said.

"You're... what?"

Phil's annoyance for the voice instantly shattered.

"Death." the dark voice said plainly. His tone then changed.

"Actually, I like the name 'Bubba'... I wish I was named that... Anyway, do you know where you are?"

"Uh... No?"

"Well, welcome to the afterlife, Phil." Death said as Phil's vision cleared.

Phil saw a hooded black figure with a sharp scythe looking at him. The cloak of the hooded figure was very ragged and dirty.

The face was hidden in the dark hood as it continued to talk on.

And the human before the deathly being was just lost for words.

"You know, I wish I was called 'Phil'... That's a good name..." Death mumbled. "I wish for many things..."

Phil looked around and saw what it looked like to be an apartment room.

"Are... we in a room?" Phil asked, looking around.

He looked at an empty pizza box and porn posters.

"Mmhmm." Death said, "The last guy loved his room so I decided to give him a nice look at it."

Death then looked towards one of the said posters and stared at it.

"What's the logic in that?"

"I don't fucking know." Death said, looking at Phil now. "You human beings are weird, I'll tell you that!"

"Yeah... But you're just insane..."

"Excuse me?"

"What?"

Everything around Phil then suddenly turned into darkness.

"My, my..." a dark voice said. "You're bright and sharp, human!"

"Who are you?"

"I am just a little test..." the dark voice said. "You can call me Death if you like!"

"But... I just saw you ther-" Phil began to say but was interrupted by the voice.

"Hmm... Death doesn't have that authentic ring..." the dark voice said, droning on.

"What about 'Bubba'?" Phil asked unexpectedly.

He widened his eyes and covered his mouth. He had no idea why he just said that.

"Hmm... Yeah." the voice said. "I like that! Bubba shall be my name!"

"Where am I... Bubba?" Phil asked a little frantically.

"You're in a void between life and death. You are not dead, but you're not alive. You're in neither heaven or hell..." Bubba said.

"Then does God exist?" Phil asked, wanting to know answers. "Or any other divine beings?"

"You'll have to be dead to know that. And you don't want that, do you?"

"Yeah..."

"And I will make you an offer."

"Wh-what is it?"

"You can go to anywhere in the entire universe, dimensions... anything... What will it be?"

"An-anywhere?" Phil asked.

"Anywhere." Bubba replied.

"Equestria... Ponyville..." Phil muttered.

"Ah, a nice choice!" Bubba said with glee. "You're lucky that you get a second chance!"

"Wow, really?"

The voice then smirked.

"Have fun, human!" Bubba said. "You should be very careful for what you wish for!"

A bright blue light enveloped in Phil's eyes, the sound and the feeling of being in a room gone.

"I-I can't believe it..." Phil thought to himself. "Am I actually going there?"

A small smile started to form on his face, but was rudely interrupted by a head-splitting crack on his head.

*CRACK*

And everything went black for him. Again.

---

"Hey where did the basket go?" a southern accent voice asked.

The voice came from somepony by the name of Applejack. Applejack had two powerful hind legs that supported her upper body. Walking upright on two hooves, the farm pony wore a small brown jacket that exposed most of her belly. Wearing a piece of cloth that wrapped around her breasts, her upper hooves crossed over each other to show her disappointment.

Applejack wore long brown pants as she started to walk down a dirt road, hoping to find the lost basket.

Ponyville, Equestria; a wondrous place that was inhabited by many ponies.

"Where did that thing go?" she asked herself again.

Applejack then spotted a straw basket on the side of the dirt road: withered and broken down. But it looked like the basket she was looking for.

"There it is!" Applejack said in accomplishment. "I wonder what it's been through just to be on the side of a dirt road..."

Applejack walked up to the basket and was about to pick it up before she saw movement in the broken down basket. She almost jumped back in shock and screamed, but the farm pony kept her composure.

"What in 'tarnation?"

The farm pony kneeled by the basket as she saw a small figure move underneath something that looked like a blanket. Curious, Applejack lifted the dirty blanket up to see a cute little foal. The foal underneath the blanket had a gray coat and a black mane. And it was sleeping soundly.

There wasn't anypony in sight, Just her and the basket carrying the foal.

Give to good home, it said messily on the basket.

"This must've been out for days..." Applejack said as she looked into the basket.

Applejack could see the tainted blanket almost tattered to pieces due to the weather.

"Well, looks like you're coming with me..." Applejack said as she put her hooves inside the basket.

Applejack gently picked up the foal and the basket slowly crumbled away as she did. The gray foal slept soundly as it rested it's head on Applejack's shoulder.

"Aw, look at you!..." Applejack cooed as the foal continued to sleep.

The foal was still asleep and continued to softly snore. Applejack wrapped her arms gently around the foal as it was her own.

"Fluttershy would know what to do..." Applejack said to herself softly.

With that in her head, Applejack walked into the direction to Fluttershy's cottage.

---

In a certain part of Ponyville, a yellow pegasus who loved to take care of animals did her daily work - taking care of animals.

Fluttershy had a very busty figure with strong legs and arms. Gentle and kind eyes, she was humming a gentle tune as she worked. Fluttershy wore a green sweater that emphasized the size of her breasts. Oblivious of that, she grown very fond of it and liked the sweater very much. A cute little skirt matched perfectly with her figure. Using her hooves to carry a bucket, it was a daily chore for her to take care of the wildlife.

Squirrels, chipmunks, bunnies, animals of all kinds ran around Fluttershy's cottage. Continuing to work, a familiar voice caught her ears.

"Fluttershy!"

"Applejack?" Fluttershy called out.

"Hey!"

"What's up, Applejack?" the shy pegasus asked the farm earth pony.

"Well... I found somepony..." Applejack said, carrying the small foal in her arms.

Fluttershy dropped the bucket in her hooves and hurried towards Applejack.

"You... You found a foal?"

The voice of the ponies dropped, not wanting to wake the sleeping baby.

"Ye-yeh..." Applejack said as she looked at the foal, "I didn't know what else to do and instinctively came to you, Fluttershy."

"I'm glad you did, Applejack! He's just so cute!" Fluttershy said. "Where did you exactly find the foal?"

"On the side of the road..." Applejack said. "Celestia knows how long this little guy's been out here..."

"Why would any parent do such a thing?" Fluttershy asked indirectly to Applejack.

"I don't know, Fluttershy." Applejack said. "Now that I'm thinking about it, I was lucky to find this lil' feller'."

"Something must've happened to his parents then..." Fluttershy said. "May I hold him?"

"Sure!" Applejack said, gently handing the gray foal over to Fluttershy. "And... do you feel something different coming out of him?"

"Hmm? What do you mean?" Fluttershy asked before some kind of shock that she never felt before jolted through her. "Yeah... I do now..."

Fluttershy took closer inspection on the foal and saw something distinct.

"Oh... I see..." Fluttershy said as her eyes examined the foal.

"What is it?"

"His back is arched in such a way that he's on fours." Fluttershy said.

"So he ain't upright like us?" Applejack asked.

"Yes." Fluttershy said, nodding her head. "I think that must've been why his parents just left him on the side of the road."

"Poor guy..." Applejack said, her eyes taking pity on the foal in Fluttershy's arms. "So what next? Do we give him to an orphanage?"

"I don't think the orphanage is a good idea." Fluttershy said. "I'll feel horrible because I know this guy will get picked on just because he's different... I'm going to do it..."

"Do what?"

"Raise him up myself."

"Whoa, Fluttershy..." Applejack said. "You sure about this? You know that this'll change your whole life, right? A mother is tough work!"

"I always thought I was a mother..." Fluttershy said with a small smile as she looked towards the small animals she took care of.

"But Fluttershy, the animals you take care of is childs-play compared to raise a foal."

"I know." Fluttershy said, looking down at the sleeping foal in her arms with a smile. "It's just that something's telling me to take him in..."

Applejack knew that just being a little different would be tough to fit in. But the foal in front of her was different beyond any extremes. It would be near impossible for the guy to fit in.

"Ya'... Ya' sure you don't want to give the lil' guy to the orphanage?" Applejack asked one last time.

"Remember that I said that there's something that's telling me to take care of him." Fluttershy said as she looked down on the foal's face again. "There's something very special about him."

"Alright... Then what are you going to name him?" Applejack asked, walking up next to Fluttershy to get a good look on the foal.

"I don't know just yet." Fluttershy said. "Ooh... He looks cold... Can you hold him for a few seconds? I'll fetch a blanket for him."

"Sure."

Fluttershy handed the sleeping foal to Applejack and headed inside her cottage.

"I wonder what'll be a good name for ya'..." Applejack said as she softly cradled her arms back and forth.

The foal let out a small yawn which gushed Applejack's heart. Without realizing it, Applejack had a bright smile on her face.

"Applejack, I got it." Fluttershy said as she got a soft baby blue blanket.

Applejack shook her head as if she was in some kind of trance and handed the foal over to Fluttershy. The pegasus wrapped the soft blanket slowly and gently around the foal so that it was snug and comfortable.

"Fluttershy!" a voice called out above.

It was Rainbow Dash.

"Do you have any-huh?"

The cyan pegasus looked at the small foal in Fluttershy's arms. Rainbow Dash wore tight black shorts and clothing that seemingly looked like to be a blue tank-top. Her classic rainbow colored hair sat proud upon her head as her wings continued to keep her afloat above the ground. Rainbow Dash was actually very quite flat-chested. In comparison with Fluttershy, she was flat as a flat-board.

"Is that-is it- what?"

"And a hello to ya'll, Rainbow Dash!" Applejack greeted as a dumbfounded face from the cyan pegasus stared at them.

"Hey Rainbow Dash!" Fluttershy said towards her. "Isn't he just the cutest?"

"Is he... yours?" Rainbow Dash asked, a shocked expression on her face.

"He's going to be!" Fluttershy said with a smile.

"I found the lil' guy on the side of the road." Applejack said.

"So you're going to be a mother?" Rainbow Dash asked as she finally placed her feet on the ground.

"I know it's so sudden, but something's telling me to take him in."

"Ya' know what I said." Applejack said. "Taking care of a foal is tough work and I'll help ya' in taking care of him."

"Oh, no need, Applejack!" Fluttershy said. "I can take care of him my-"

"Nah, you can't." Applejack said, "If you're going to take care of him, you'll need tons of help. You have animals to tend to, don't cha'?

Look, ya' going to need help whether ya'll like it or not, sugarcube. I am going to help ya'."

"Yeah, I guess you're right..." the pegasus said.

The little foal in Fluttershy's arms yawned again, shattering and melting the hearts of the three ponies around him.

"Aww..." Rainbow Dash cooed. "Look at that little guy!"

Applejack laughed a bit to see the athletic pony give a lot of affection.

"Too cute for ya'?"

"I-What?... Yes..."

"Do you want to hold him, Rainbow Dash?" Fluttershy asked. "Looks like in your eyes you want to."

"Uh... sure..." Rainbow Dash said, walking with her arms a little out to hold the foal.

As the small foal was placed in Rainbow Dash's arms, a small smile crept onto the cyan pegasus' face.

"Hey little guy!..." Rainbow Dash said cheerily.

The foal yawned again, exploded Rainbow Dash's heart. Twice.

Fluttershy and Applejack giggled a little to see the look on Rainbow Dash's face.

"Ya'll want to surprise the rest of the gang with the new edition to our family?" Applejack asked. "I think they'll be in for a lil' surprise!"

"Heh, yeah!" Rainbow Dash said as she looked down at the sleeping foal, "Here, Fluttershy." she said as she handed the foal to the yellow pegasus.

"I'll rally them at Twilight's!" Rainbow Dash said, her wings beginning to flutter. "Be there soon!"

With a dash, a small rainbow appeared behind Rainbow Dash as she almost made a sonic rainboom.

*boom*

"I'll get a basket." Fluttershy said, a small smile on her face. "Hold him for a little bit, Applejack."

That was an offer that she wasn't going to put down. Applejack willingly held the small foal as Fluttershy stepped into her cottage.

"Well, lil' feller..." Applejack whispered, "Welcome to Ponyville..."

---

"A PARTY?!" an overenthusiastic voice asked.

"Ye-yeah, Pinkie Pie..." Rainbow Dash said as she rubbed her head due to the sheer volume from the party pony.

The party pony: Pinkie Pie beamed a smile, a smile with glee just to the mention of the word, 'party'. Pinkie Pie wore a light pink shirt that almost matched her coat color along with very pink short shorts. Long socks mixed with pink and more pink went up her leg to almost her whole thigh. Four hooves total, Pinkie Pie clapped her hooves together as her powerful hind hooves held her weight.

"YAY!" Pinkie Pie said. "Where is it?"

"Twilight's, but-"

Too late, Pinkie Pie was gone.

"We need to get Rarity, Pinkie Pie!" Rainbow Dash called out.

In a split second, a pink blur came back.

"Let's go, Dashie!"

In another blur again, Pinkie Pie set out for the boutique. Rainbow Dash sighed as Pinkie Pie was just being Pinkie Pie.

---

A few minutes later...

"Wh-what're guys doing here?" Twilight asked to her friends.

Twilight was a purple unicorn that wore a white schoolgirl outfit, a uniform that she would wear at Celestia's academy back in Canterlot.

Wearing a small skirt that matched well with her clothes, Twilight was confused why her friends had come to her place. The Golden Oaks Library.

"A party!" Pinkie Pie said we glee.

In her mouth was a party horn. With that in her mouth, Pinkie Pie blew into the horn, blasting Twilight's face with noise.

"Party?" Twilight asked as she recovered from Pinkie Pie's horn blast. "What part-"

"Hey Twilight!" Rainbow Dash said, flying in, "Ready for the party?"

"Wait, wha-"

"Good day, Twilight!" a very lady-like voice said.

It was Rarity. Rarity was a white unicorn wore a long-sleeved black shirt that almost went down to her hooves. Wearing socks with the same color as her shirt, Rarity also wore a skirt.

"I've heard that Pinkie Pie and Rainbow Dash that you're having some sort of party!"

"What? No, I'm not having one..." Twilight said. "I was just studying."

"Well, it's going to be a party soon!" Rainbow Dash said as Pinkie Pie and Rarity walked on in. "Just you wait!"

"What's going on here?" Spike's voice came from upstairs.

Spike was a baby dragon that looked tiny in comparison with any pony. With purple scales and green spines, Spike looked confused below.

"Howdy ya'll!" Applejack's voice came from the door.

Greetings from everypony and dragon greeted the farm pony.

"I just don't get this, why are we here?" Twilight asked.

"We have a new edition to the family, everypony!" Applejack said as Fluttershy walked in with a straw basket in hoof.

"Oh... Please do be quiet." Fluttershy said softly. "He's sleeping."

"Who's sleeping?" Rarity asked.

"Him." Rainbow Dash said, pointing towards the basket.

Raising the basket onto the table, everypony and Spike, who tried to get a good look, peered into the basket to see the sleeping gray foal.

"Aw, look at him!" Pinkie Pie said, looking at the sleeping foal.

"He's just so cute!" Rarity said, squealing a little.

Twilight giggled and smiled, leaving Spike on the ground wondering what's happening.

"Hey, what's happening?" he asked.

"You know what this calls for?!" Pinkie Pie asked loudly.

"Pinkie, no!" Fluttershy said.

"A PARTY!" the party pony said, getting her party cannon out of no where.

*BOOM*

The cannon exploded, loud enough that if anypony was sleeping, they would wake up. Party material materialized on tables, covering the air with balloons and confetti. With a strained look on each pony's faces, they expected the foal to start crying. But surprising, it didn't.

Instead, the foal's eyes started to flicker, soon beautiful purple eyes that had a hint of brown stared at each pony.

"Huh, why isn't he crying?" Applejack asked. "I know that if you make a noise like that, they cry."

The foal in the basket had a shocked look on his face, looking at each pony.

"Wh-where am I?" the foal asked.

The ponies were shocked to see a very young foal speak. The voice was young and kind of childish.

"My God... Where the hell am I?" the foal continued, trying to get up inside the basket.

The foal fumbled as he managed to get up inside the basket. The Mane Six looked shocked as the foal stood and looked up at them.

Youtube Video

***[Witch Doctor - Ooh Eeh Ooh Ah Aah Ting Tang Walla Walla Bing]* (start at 13 seconds)**

The foal suddenly jumped off the table and made a dash to the door. Surprisingly swift for being small, the foal ran under the legs of the ponies, kind of screaming.

Fast as it's legs could go, the tiny foal almost made past the door.

"I've gone crazy! Insane!" the foal said as it's small hooves clicked on the wooden floor of the library.

Rainbow Dash luckily was fast enough and blocked the doorway, stopping the foal in it's tracks.

"Stay where you are!" Rainbow Dash said loudly.

The volume did not help at all. Instead, the foal took another direction in the library, scared out of his mind.

"I need help!" the foal said, circling around the room.

Applejack dove to try to get the foal, but tripped over something on the floor, knocking Twilight over.

"Ah!" Twilight said as she was knocked over.

"Sorry Applejack!" Spike said. "And Twilight! Sorry!"

"It's aight', sugarcube!" Applejack said, getting up and helping Twilight, "We need to get him!"

The foal continued to run around the room, but was blocked by Pinkie Pie.

"Come here!" she said in a playful tone as she lunged forwards.

"AHH!" the foal yelled, making his way towards the table.

"Oh, stop darling!" Rarity said as she saw the foal heading towards her. "Stop before you hurt yourself!"

The foal got under the table as a yellow hoof behind him slammed on the ground.

"Please stop!" Fluttershy said as the foal now got to the stairs, "We don't want to hurt you!"

"My ass doesn't want to get hurt, that's what!" the foal said frantically.

The foal tried to climb the stairs and managed to do so with great effort. Breaking sweat and getting up the stairs step by the step, the foal was breathing heavily. Wooden poles from the side of the stairs served as an opportunity for the ponies to catch the foal quick.

"Ooh... He's good!" Pinkie Pie said as she just recovered from the lunge. "Come back!"

Sticking her hoof between the wooden poles, Pinkie Pie's hoof almost crushed the foal on the side.

*CRASH*

"Pinkie! Stop it!" Fluttershy said, as she saw what almost happened. "You almost hurt him!"

"No! No! Get away from me!" the foal yelled, sheer panic in his voice.

*CRASH*

"Come back, you!" Rainbow Dash said, striking from above.

"R-Rainbow Dash! Stop!" Fluttershy said.

The foal somehow flung into the air, high above the staircase. It was about more than a few feet fall. In slow motion, Fluttershy could see that she still had the chance to catch the small foal. With her hooves out, Fluttershy knew she could catch the foal. The foal was angled so perfectly to Fluttershy that it was a perfect catch.

However, the foal suddenly dropped to the floor as gravity made it's toll.

[end]

The foal face-planted onto the ground, a loud crack heard.

*CRACK*

Everything then went black for him.

Again.

To Be Continued...

Chapter 2: The 19-Year old Foal

Chapter 2: The 19-Year old Foal

"Vomit is like a punch in the shoulder. Once you get hit, you hit back. And it goes on until both people stop." -Anonymous

"First, I would like to ask all of you a question..." Phil heard groggily as a female voice echoed. "How did a foal get dropped on head when there were six of you?"

Phil's eyes struggled to open as multiple colorful figures stood about in front of him.

"Well..." another voice said. "You wouldn't believe us if we explained..."

"Ooh! Look! He's waking up!" a cheery voice exclaimed.

Silence filled the room as Phil's vision began to clear up. He groaned as his head pulsed time to time in an odd fashion. His vision soon cleared as he saw six tall mares looking at him.

"Ya'll alright, sugarcube?" Applejack asked.

"Wh-where am I?" Phil muttered.

A nurse by Phil's side, Nurse Redheart almost screamed in terror. However, only the Mane Six; Twilight, Applejack, Rarity, Pinkie Pie, Fluttershy, and Rainbow Dash looked at Phil as if they now knew that he talked.

Phil's eyes widened as he was now conscious of what was around him.

"Where do you think you are?" Twilight asked as Phil slowly started to panic.

"Am I dead?" Phil asked as he placed his hands - now hooves, on his head.

Upon realizing that, Phil then stopped touching his head and slowly put his hooves down to eye level - looking at them as if he never saw them before.

"AAAAAAAHHHHHHHH!!!!!!"

The whole hospital literally shook as Phil screamed at the top of his lungs. He looked at his hooves again, still screaming and touching his face. The yelling from him stopped however as all the ponies saw Rainbow Dash putting a pillow against Phil's face. The arms of Phil flailed around the pillow as he was getting brutally suffocated by a cyan mare that was about six times bigger than him.

"Rainbow, what the hell are ya' doin'?!" Applejack asked as she immediately tried to pry off Rainbow Dash.

"Trying to stop him from screaming!" Rainbow Dash exclaimed as Phil's foal-lish screams were now muffled enough to be tolerated. "And you're welcome!"

She continued to squish the pillow into Phil's face as Applejack couldn't get a good grip on the cyan pegasus.

"You'll kill the poor thing if you keep doing that!!" Rarity exclaimed as she started to see the foal's flailing starting to weaken, "Stop that!"

With Rarity's cries and the help from Twilight's magic, Applejack and Rainbow Dash - along with the pillow flew down to the hospital floor with a thud. Twilight's magic began to do work as a purple aura formed around the gray foal that was gasping for breath.

"Are you alright?" Fluttershy asked with worry as Twilight placed Phil in the yellow pegasus's arms.

Phil nodded as he continued to gasp for air. And as he turned in Fluttershy's arms, he almost suffocated again due to the sheer size of Fluttershy's breasts.

"Why did ya' do that, Rainbow?!" Applejack asked with fury in her voice.

"Sorry! Instincts!!" Rainbow Dash exclaimed. "Many other pegasi and I would us clouds! It never hurt anypony!"

"Fo' what?"

"It's just a small habit I developed during flight camp!" Rainbow Dash said, "Clouds never hurt anypony!"

"Hmm... You don't look good..." Pinkie Pie said as she was rubbing her chin and squinting her eyes at the foal in Fluttershy's arms. "Me - Doctor Pinkie will have to check you!"

The pink party pony got a thermometer from a nearby jar that was on a counter and stuck the said thermometer in the foal's mouth.

"Er... You might want to know one thing..." Nurse Redheart said as everypony's eyes went to the nurse. "That's a rectal thermometer." she said, pointing to the glass tube in Phil's mouth.

"PYEH!!" Phil said, spitting out the rectal glass instrument from his mouth.

The instrument that was stuck up asses clattered to the ground as Phil started to make sick noises.

Disgust from everypony's - expect Pinkie Pie's, face went to the foal and thermometer as an odd silence filed into the room. Only Phil's coughing and suffering filled the room as he hacked with bulging eyes.

"is it... clean?" Rarity asked, backing away immediately from the thermometer from the ground as if it was a repulsive thing that could kill you with a touch.

"Y-yes." Nurse Redheart said with a weak smile.

But the weak smile just accompanied the fact that the rectal thermometer wasn't clean at all.

Phil hacked even harder as he suddenly threw up. Disgusting - and surprisingly large amounts of vomit ejected out from Phil's tiny foal body as a horrible mixture of green and yellow poured out onto the ground. Fluttershy had determination to hold on to the foal in her arms despite the foal throwing up abnormal large amounts of puke all over her.

Fluttershy tried her best to not throw up also as she felt warm sloshy liquid getting on her hooves.

"P-Pinkie Pie..." Twilight managed to say as she herself tried not to hurl as well. "Whi-which jar did you take it from?" she  asked, pointing towards two jars on a counter that had totally different labels.

A jar that was filled with thermometers were labeled: Clean.

However, the one next to it was labeled: Dirty.

"Why?" Pinkie Pie asked, giving no heed to turn around and read the labels. "Does it matter?"

Phil had stopped hurling and gasped for air as he wiped away the remains of his stomach content from his mouth. Looking up to see what Twilight was pointing at - he saw a jar, only the Dirty jar.

Phil hurled again and this time, much more intense. Doubled the amount of vomit spewed from his mouth.

"EWW!!" Rarity exclaimed as she ran out of the room. "That's just disgusting!!"

Fluttershy couldn't bear it anymore and just couldn't hold it in. The feeling, smell, and just the sheer disgust of the sludgy liquid broke the shy pegasus. She threw up - all over Phil.

"Bleh!!" Fluttershy said as she spewed her own stomach contents on top of the foal in her arms.

It took the gray foal in her arms a second before he comprehended what just happened.

"BLARGH!" Phil said, throwing up more violently.

Throwing up again triggered Fluttershy to do the same also. She threw up again. All over Phil again.

"Mother of Celestia!" Rainbow Dash exclaimed, putting her hooves over her mouth and nose to hopefully conceal her need to vomit also.

"Th-this is disgusting!!" Applejack said, almost hurling also.

Twilight forced herself to look as her horn turned into a majestic purple.

A few painful minutes later...

Phil laid unconscious in a small tub of water as if he was lifeless. Fluttershy - now changed into a nurse outfit scrubbed Phil clean with soapy water as he limply floated in the water.

"By the gods..." Twilight sighed, face hooving herself. "Yo-you're alright by doing this all yourself, Fluttershy?"

Fluttershy nodded with a smile as she softly lifted Phil's hooves and began to scrub him.

"He's just a foal." Fluttershy said, turning her head towards the group of her shocked friends.

As she did that, Phil's head became submerged underneath the water as a small gurgle came to the surface of the water.

"He's a foal that can throw up more than his body can contain!" Rainbow Dash exclaimed. "That's just a little bit odd, don't you think?"

"Somethin' just must be different with his stomach, Rainbow." Applejack said. "Nothin' much if you think about it."

"Well, can't you at least go home and change?" Rainbow Dash asked towards the yellow pegasus.

"I don't think any of you guys can handle this." Fluttershy said as the small gurgle from the tub intensified.

"Sorry, I can't find any larger sizes or any other clothes." Nurse Redheart said, poking her head in the room. "There's hospital gowns, but I don't think you want to wear that.... Are you sure you're fine with what you're wearing?" she asked Fluttershy.

"Oh, yes!" Fluttershy said. "I'm fine!"

Fluttershy wore a nurse outfit that was indeed way too small for her. It was skin tight and just emphasized her breasts.

A loud gasp suddenly erupted from the tub next to Fluttershy as Phil now finally woke up.

"Sweet baby Jesus!" Phil gasped as he hung from the side of the tub. "What were you trying to do? Kill me?"

"S-sorry!" Fluttershy said, holding the wet foal. "You must be in shock..."

Fluttershy stood up as she softly cradled the foal. As Phil tried to get comfortable, he finally noticed that Fluttershy was wearing a sexy nurse outfit and was lost for words.

"Um-well, I just... I-" he stuttered as he was gently and warmly held by Fluttershy.

"What's your name?" Twilight asked as she walked towards him.

"Pardon?"

"Your name." Twilight said, bending her knees to a crouch. "I know now that you're not just a foal."

"Phil." Phil instinctively said.

But he immediately face hooved himself as he regretted what he did. He could've said an awesome name. An awesome name like Dusk or Shadow.

"Phil?" Pinkie Pie asked with joy.

"Welcome to Ponyville!" she said, snatching Phil from Fluttershy's arms and hugging him tightly.

Fluttershy fell to the ground as Pinkie Pie's actions were very sudden.

Phil's face slammed into Pinkie Pie's breasts, suffocating him. And her bear hug was so hard it was crushing him.

*CRACK*

"Ooh! My back!" Phil's muffled voice said

His muffled voice managed to escape from Pinkie Pie's iron grip.

"Pinkie! take it easy!" Twilight said, using her magic to softly pry the two away from each other.

"Aw, c'mon!" Pinkie Pie said. "He was liking it!"

Twilight raised an eyebrow as the foal in her magic looked terrible. Phil's mane was frizzed all over the place along with his face derping. Phil then shook his head, clearing.

"And Phil, how old are you?" Twilight asked.

"Yo-You wouldn't believe me if I told you." Phil replied.

He just coudn't believe that he was actually in Ponyville. It was a bit different, by nonetheless, his wish was fulfilled. Just looking at Twilight, the purple unicorn in front of him, just looked like Twilight from the show. She was just taller and stood on two hooves - just like the rest of the Mane Six.

As Twilight's eyes observed Phil, Phil remembered reading 'Human in Equestria' fanfics on FimFiction that it wasn't the human found the ponies. It was the ponies that find the human. However in his case, it was ponies that found a human in a foal body. Not that they knew he was a human yet.

"How old?" Twilight asked as her eyes continued to look at Phil in a studying manner.

"19-years old." Phil said. "A 19-year old human."

"A human?" Twilight asked as her eyes went up in curiosity. "I've never heard of them before!"

Somehow, the age didn't hit Twilight's mind. It was what species he was/saying.

"You shouldn't have." Phil said, recalling his knowledge of reading many stories on FimFiction.

"And how does exactly a human look like?" Applejack asked.

"Well, humans have two feet and two hands." Phil said, trying to explain how his species looked like.

"Hands?" Rainbow Dash asked. "Like on monkeys?"

"Yes, exactly." Phil said. "Also, can I see a mirror? I don't know how I look like." he requested.

"Yeah, sure." Twilight said as a small mirror on a counter illuminated with her magic.

The small mirror levitated above Phil's foal head as it slowly came down. Phil saw himself as a small gray foal with a black mane and purple eyes, the tint he had when he was a human.

Phil sighed as he accepted of what he was. It was better to be a foal and to be in the current situation than to be a human running around naked, screaming.

"Doctor Pinkie has diagnosed you!" Pinkie Pie exclaimed.

"Er... What?" Phil asked a little bit uneasily towards the pink pony.

"Hunger!" she exclaimed.

And the next thing Twilight, Applejack, Rainbow Dash, and Fluttershy knew that Phil was gone. And the next thing Phil knew, he was already outside the hospital taken away by Pinkie Pie.

"H-hey! Pinkie Pie!" Phil exclaimed. "What the hell are you doing?"

"You look hungry!" Pinkie Pie said as she jumped in an insane speed.

"Where you taking me?!" Phil asked as he struggled to get out of Pinkie Pie's grip. "Let go of me!"

"I can't do that to a guy that's hungwrey!" Pinkie Pie cooed.

"What?"

"Sugarcube Corner, Phil!" Pinkie Pie said. "It's a place I work and live at!"

"Su-Sugarcube Corner?" Phil thought to himself.

His mind was trying to comprehend if Sugarcube Corner looked exactly like in the show. As in the exact angle of the hallway, doors, location, and et cetera.

Back at the hospital...

"Hey, where'd they go?!" Rainbow Dash exclaimed as she noticed Phil and Pinkie Pie were gone.

"Th-they couldn't have gone far!" Fluttershy said with worry.

"A human..." Twilight thought to herself as she tried to make it out. "I'll have to send a letter to the princess..."

"She said him being 'hungry'." Applejack said. "Now let's go!"

Twilight, Fluttershy, and Applejack made their way to the front door as Rainbow Dash just busted out the window as her powerful wings took flight. Scaling the horizon as far as her eyes could go, Twilight, Applejack, and Fluttershy was down below exiting out the hospital.

"They have to be at Sugarcube Corner!" Rainbow Dash said and suggested, pointing her hoof towards the direction in the village.

A few minutes later...

Twilight, Applejack, Fluttershy and Rainbow Dash finally got to the sweet shop as they heard Pinkie Pie's voice.

"Go on! Open wide!" Pinkie Pie said.

It seemed that she was feeding a particular foal. A muffled reply answered Pinkie Pie, no words made out whatsoever.

"Here you go!" Pinkie Pie's voice said again.

"Pinkie Pie!" Applejack said, walking into Sugarcube Corner with Twilight, Fluttershy, and Rainbow Dash behind her, "What the h-"

The four ponies saw Pinkie Pie stuffing baked products of all kind into Phil's mouth. Muffins, cakes, pastries, cupcakes - you name it. Pinkie Pie was stuffing everything down Phil's throat.

Phil was seated into a baby chair and was bulging close to a circle as he was clearly being overstuffed.

"Ki-kill me..." Phil managed to say before Pinkie Pie stuffed his face again.

"Pinkie Pie!" Fluttershy said, running up to the party pony. "What are you doing?"

"Feeding him." Pinkie Pie replied as she shoved a whole pink cupcake down Phil's throat.

"You're overfeeding him though." Fluttershy said. "You don't want him to throw up again, do you?"

"I ask him if he wants more and he nods." Pinkie Pie said as she got a double layered cake. "See?"

Fluttershy looked over to Phil to see him 'nod' repeatedly. In fact, it was actually that his body was in shock. Horrible shock.

"I think that's enough." Fluttershy said, putting her hoof on Pinkie Pie's own hoof to stop her from stuffing the giant cake down a foal's throat.

"Nurse Fluttershy you silly, I'm a doctor!" Pinkie Pie said. "I know when a patient has enough!"

Fluttershy looked down at herself to see that she was in a very coat-tight sexy nurse costume that barely covered her hear.

"Pinkie Pie... Tha...that's enough..." Phil managed to mumble out.

"And that's enough!: Pinkie Pie said, setting the cake down.

Twilight's horn glowed with magic as Phil now soon maintained his 'old' foal form. Phil gasped for air as his form stretched a bit as the unicorn's magic did her work.

"Thanks Twilight!" Phil said with a smile.

"How do you know my name?" Twilight asked, raising her eyebrow. "None of us mentioned my name in front of you..."

Phil was trapped in what he got himself into.

"Um..." Phil said, looking around the room. "Lucky guess?"

"Good enough!" Pinkie Pie said, grabbing Phil. "Now, what do you want to do?"

"Do... what?" Phil asked as he looked down at the elevation he was at.

Phil was about a foot to two feet in size as the pony who was holding him up was about six feet tall. It was going to be a rough fall if he fell..

"Can you put me down?" Phil asked as Twilight continued to look at him curiously.

Pinkie Pie placed Phil on the ground gently as possible. His four hooves clicked to the ground as he tried to get comfortable to walk around. Always being used to walk around on two feet, four hooves would be very tough to get used to.

It was basically back to square one for him.

"Anyway, sugarcube..." Applejack said. "Did you know we found you in a basket?"

"In... in a basket?" Phil asked, looking up.

By being so small and short, Phil could easily look up the skirts and shorts of the tall mares that stood high and tall. His face grew a shade of red as he tried his hardest not to stare up at specific spots.

"Eeyup." the farm pony said. "Is there by a chance you remember anythin'?"

"No, nothing at all." Phil said, lying a little.

He hazily remembered talking with Bubba or Death and then suddenly - wham, Ponyville. Even if he told the ponies that he was talking with Death and the deal he made, he would be declared insane. But despite being called 'insane', Phil was very happy just by looking up at the mares.

"Uh... Ya'll a'right?" Applejack asked as she leaned a little towards Phil to see what was wrong.

All Applejack could see what Phil drooling a bit and having a little bit of an odd look.

"I'll be back soon." Twilight said, walking out of Sugarcube Corner. "I just need to get something."

"Hey, wait a minute..." Rainbow Dash said, looking around as Twilight exited out. "Where's Rarity?"

"I'm heeeere!" a lady toned voice cheerily said.

A pony wearing a bio-hazard suit that was spiffied up entered into the sweet shop.

"Well, what do you think?" Rarity asked underneath the bulky suit.

"Uh, why are you wearing that?" Rainbow Dash asked.

"Oh silly Rainbow Dash! It's so that I don't become tainted and contaminated!" Rarity explained.

"I guess that I'm the reason why?" Phil asked as the gas-mask like visor of the suit looked down.

"My, you have good vocabulary for a little wittle foal!" Rarity cooed.

"What?"

"Um, Pinkie Pie..." Fluttershy asked softly. "Do you have any clothes I can borrow? I feel more embarrassed every second I wear this."

"Yeah sure, just go upstairs. You'll know where my room is. Also, just be a little quiet. Pound and Pumpkin are still sleeping." Pinkie Pie said as Rarity picked up Phil.

"Thanks." the busty pegasus said as her hooves softly clicked on the staircase.

"You cute little thing!" Rarity cooed as she squished Phil's cheek softly over and over.

"Whoa - hey, stop that!" Phil said as Applejack, Rainbow Dash, and Pinkie Pie were watching a pony wearing a protective biological suit just to handle a foal.

"Aren't you just the cutest!" Rarity continued as Phil's cheeks were continuously poked at.

Rarity's gas-mask visor made it a bit creepy as her eyes were barely seen underneath it.

"I'm back everypony!" Twilight's voice came in as she walked into the sweet shop. "I sent a-what?"

Twilight now saw a bulky bio-hazard suited pony poking at Phil's face.

"Wh-what are you doing?" Twilight asked.

"Oh hello there, Twilight!" Rarity said, stopping at what she was doing and looked back. "Now what were you trying to say?"

"I-I sent a letter to Princess Celestia..." Twilight said, trying to comprehend why Rarity was in a protective suit to touch Phil.

Phil grunted as he tried to escape Rarity's thick gloved grip of her hooves.

"Anyway... Phil, how do you feel?" Twilight asked.

" 'Touched'..." Phil replied as he now tried to squeeze out.

"P-Pinkie Pie..." Fluttershy's voice came from above. "Do you have anything else to wear?"

"No, not really." Pinkie Pie replied. "What's wrong?"

"It... it doesn't exactly fit..." Fluttershy said, coming down from the stairs.

Fluttershy came down the stairs with a small shirt that barely covered her belly along with a pair of shorts that stuck to her coat. It exposed more of her than the nurse outfit. Fluttershy blushed as she tried to pull her shirt down to only squeeze her breasts. Phil's mouth dropped open to see what he was seeing as the most attractive he had ever seen so far.

But then he hit himself to snap himself up.

*smack*

He hit himself right across the face.

"Fucking God..." Phil thought, face hooving himself. "Keep those thoughts out!! Keep them out!"

Phil remembered one of his fantasies when a flustered and turned on Fluttershy came down a set of stairs and-

*WHACK*

Phil smacked himself in the face to hope that pain would snap him out of his impure thoughts. It worked, but it hurt. A lot. A lot as he accidentally gave himself a black eye.

"Darling!" Rarity exclaimed as she looked at Phil who was in her hooves. "What happened?!"

"Mu-muscle spasms..." Phil lied as one of his eyes started to turn to a nasty purple. "I sometimes do that a lot..."

"You poor thing!" Rarity said as she softly patted Phil's mane.

"T-twilight!!" a voice came through the door.

Spike came in breathless as he held a letter in his hands.

"Yo-you know... I-it-it would be easier on,,, me.. i-if you... st-stayed a-at the library!" Spike managed to say between gasps for air.

He then fell down to the floor with the letter following after him. Twilight's magic however caught the letter.

"Thanks, Spike." Twilight said as Spike was gasping and wheezing for air.

She opened the letter to begin reading.

To Twilight: My most trusted and faithful student;

In your last letter, I have received that you have made contact with a human - an alien. Please come to the Canterlot Castle immediately as I would like to personally meet the human!

From Princess Celestia

Twilight's mouth gaped in a little shock for the Princess asking immediately to see the human, Phil. She looked over to Phil softly touching his bruised eye and poke it.

"Ow... That hurt..." he muttered.

"Aw... you want me to kiss your boo-boo? Rarity cooed.

"Wha-no! No!" Phil exclaimed as the gas-mask visor got closer to him.

"N-NO! No-AHH!!"

All the ponies grimaced a little as Phil yelled in pain.

To be Continued in Chapter 3

Chapter 4: Waking the Nightmare

Chapter 4: Waking the Nightmare

Phil tried to army crawl and stay away from the lunar princess's hooves. Luckily, his body was tiny, but it was a body he was not at all comfortable with. He found himself thinking before making a move. Unfortunately, the space was so tight even for his tiny body. He could barely breathe without touching her.

Sweat began to stream down from Phil's foal face as he tried to calm his breathing. But the small bear pajamas Rarity made contributed to even more sweat produced from his sweat glands.

"In... out... In... out..." Phil thought as he took a small deep breath.

He was careful not to breathe too loud as the princess of the night snored pretty loudly. Her soft blue fur almost brushed Phil as she groaned and stretched. She immediately went back to snoring as Phil's breathing became rapid.

Her hooves were even closer now.

"I-I don't wanna die!" Phil thought as he pressed his body in the mattress. "I'm too young to die!"

"And we also have a lot of information about the humans in books!" Princess Celestia said as Twilight's eyes lit up.

"Books?" she asked happily with glittering eyes.

Rainbow Dash chuckled a bit and commented her about being an 'egghead'. Applejack and even Rarity joined in laughing as Fluttershy followed behind them.

"Ooh, about the humans?" Pinkie Pie asked.

"Yes, from their history to their anatomy." Princess Celestia said, sticking her tongue out.

She led the group of ponies into a library as high shelves held books. The wooden texture of the shelves sat in many rows as Twilight's eyes glances at almost each and every shelf. Twilight had almost read everything in the Canterlot Castle, but the ideas of reading about an supposed extinct race was mesmerized her.

"But the books about humans aren't here." Princess Celestia said as she walked by many bookcases. "I have a special staircase that'll lead us to a secret passageway!"

"Ooh! Secret passage ways!!" Pinkie Pie said as Princess Celestia walked up to a bookshelf.

Her hoof bent a red book at an angle and the bookshelf then magically slid to the side. The tall book carrying shelf shuffled on the ground as a large opening in the wall led a way down. Boring gray stone walls led down a spiral case of stairs as Rarity let out a disgusted groan.

"Ugh, that gray is just so icky!"

"All or nothing!!" Phil thought as he braced himself for an escape of a lifetime.

With the motivation in his mind, Phil brought his hooves up and pushed himself off using Luna. He felt himself slide before he found himself faceplant on the ground. A good few feet for him to fall gladly accepted him as his face made conact with the somewhat soft floor.

As Phil braced himself to Luna's fury, he closed his eyes and waited for wrath and judgement upon him. He-

"Hmm?" Phil muttered as he lifted his head up.

Luna was still snoring soundly, in which the foal sighed in relief.

"Thank Celestia!"

Doing a little victory jig dance, Phil found another problem before him. Opening the door. Analyzing the dark room, he found that he would needed 5 of himself to barely reach the door knob.

"Well... Fuck."

Two night guards outside of Luna's door stood proud and strong in pretty black armor. Their spears by their sides, their orders were to make sure that the princess of the night got her rest. They looked straight ahead as the time passed for their duty.

"Hello guards!" Discord said, popping out of nowhere.

He manifested from behind them and wrapped his arms around the guards.

"Say, is Lulu getting her rest?"

The guards ignored the spirit of chaos as he over towered them. His 12-feet slim body looked gigantic compared to the 7-feet guards.

"Damn, do any of you have fun?" Discord asked, sighing as he snapped his fingers.

He was now on top of a giant floating beanbag sipping on a rainbow drink. Placing purple shades on his nose, the guards still kept their composure as Discord brought in a rubber ducky by magic.

"Hmm... How can I... kill..." a voice softly asked behind the doors of Princess Luna's room.

The guards were immediately alerted as their pitch black weapons were in their hooves.

"Ooh, this is getting fun." Discord said as he got a bag of popcorn out of nowhere. "Let the games begin!!"

Meanwhile inside Princess Luna's room...

"Hmmm... How can I get up there without killing myself?" Phil asked himself quietly as he looked up at the door.

He looked at a nearby dresser and thought of a plan. On the leg of the dresser, there were small nubs he could use to get up.

"I could just climb on it..." Phil thought as he looked at his hooves. "It won't be th-"

*CRACK*

The door exploded open as two night guards with spears out entered the room. Phil on the other hoof was launched into the air due to being right next to the door. In mid-air, he luckily landed inside an open clothes drawer, landing in many clothes.

Phil gasped as he surfaced from the clothes and looked down at what he landed in.

Panties.

Around him were panties everywhere. The undergarments were dark blue color just like Luna. He didn't know he was actually having one of the panties on his head. He was wearing it in a fashion like a hat.

"I-WHAT?!" Phil exclaimed as Princess Luna moaned awake.

"There's the assassin!!" one of the night guards said, pointing one his hooves at the gray pony in the drawer.

The other guard nodded as he twirled the spear towards the assailant. With expertise with just hooves, the guards lunged forwards him with the point towards Phil.

"No get away!!" Phil yelled as he jumped out of harm's way.

The spears penetrated through many of Luna's undies, hooking them back. As the guards retracted their spears, they were shocked to see what they had fished.

By now, Phil was running out of the room wearing a pair of panties on top of his head and literally wearing one. A trail of the undergarments followed him out as Princess Luna slowly woke up.

Her eyes slowly opened as she saw the two night guards holding a pair of her panties.

"WHY ART THOU HOLDING THAT?!" Princess Luna yelled on the top of her lungs.

As Phil ran out, powerful light of dark blue magic magnified as he continued to run for his life. An explosion rumbled the entire castle as Discord floated beside Phil.

"Nice one Phil!" he said, giving a thumbs up. "I hope you see why I never mess with Lulu while she's sleeping. I learned the hard way."

"I guess... I... did too!!" Phil breathed heavily as Discord had a smirk.

"Nice attire." he said.

"Uh... Thanks." Phil replied, struggling to get oxygen to his young lungs. "Rarity made it."

But Discord was complimenting on the panties upon Phil's head and legs. He snicked as another explosion rumbled the entire castle.

An explosion shook the whole foundation of the castle as Princess Celestia, Twilight, Applejack, Rarity, Pinkie Pie, Rainbow Dash, and Fluttershy looked up to see dust fall from the gray stones.

"Huh? What's happening?" Rainbow Dash asked as she brought her hood to her forehead.

Everypony could feel the vibration come in and suddenly subside from the anomaly of an earthquake.

Chapter 5: Lulu's Cold Hard Wrath

Chapter 5: Lulu's Cold Hard Wrath

The rumble came to a sudden stop as Princess Celestia merely shrugged it off.

"In here, I've had a secret passageway keeping some of the lost knowledge for many years." the princess said.

"Then why do you have them hidden away if it's a part of history?" Rainbow Dash asked, raising an eyebrow. "I'm not an egghead like Twilight, but I at least know that history is important."

Twilight gave Rainbow Dash a look, but it quickly subsided as Princess Celestia explained.

"Well, it's very complicated." Celestia said as the group walked into a large stone room.

Dusty old books were preserved in a glass case as what it looked like to be identical copies.

"There are some secrets that are best hidden, my little ponies." Princess Celestia said as she walked over to a red and black book.

The book was decently sized, the size enough to carry around with you conveniently. With magic, Princess Celestia levitated a single book to Twilight's hooves.

"Is-is this what I think it is?" Twilight asked as she stared at the book.

"Information about humans, yes." Princess Celestia said as she levitated 5 other books to Rarity, Pinkie Pie, Applejack, Fluttershy, and Rainbow Dash.

She smiled.

"You're one of the very first ponies for a few thousand years to have a chance to learn about humans!" Princess Celestia said.

"Did you actually make this by hoof?" Rarity asked as she looked at the perfectly twitched book.

"Yes, I actually did have a bit of time to bring back ancient knowledge! I've even had the time to put it to today's dialogue!" Princess Celestia said. "I ask for all of you to read it if human habits appear in Phil."

"That's interesting..." Fluttershy quietly commented as she already reading the book out of curiosity.

"Well, I already did finish the Daring Do series a couple times already..." Rainbow Dash said, looking at the book. "I'll give it a read, Princess."

"Yeah, I do really need to read something!" Pinkie Pie said.

"This'll be a mighty good read 'round the farm." Applejack said as she looked at the book.

"Ah, thank you everypony!" Princess Celestia said. "I don't have much artifacts here, but that book has many things to offer you!!"

"Color me interested!!" Pinkie Pie said. "I wonder what Phil eats!"

The castle began to shake again as the ponies grabbed for cover except Celestia and Pinkie Pie. It slowly died down as Princess Celestia spoke up.

"And be sure for Phil not to read the book just in case!" Princess Celestia winked. "It might be a bit uncomfortable for him."

The ponies all stared at the book a bit confused as Pinkie Pie began to bounce out the room.

"Well gang, we need to go back to Ponyville and give Philly a proper welcome!!" Pinkie Pie said joyfully.

"Ooh, I really do want to make him a few things!" Rarity said.

As Applejack, Fluttershy, and Rainbow Dash followed behind them, Twilight began to walk out before Princess Celestia.

"Twilight?" Princess Celestia asked with a serious tone.

The purple unicorn looked back at the sun princess to see her with a big box in her hooves. Princess Celestia than levitated the box towards Twilight.

"There are very important things in there." Princess Celestia said proudly as the white box was placed in Twilight's hooves.

A bright red ribbon was keeping the top in place with the bottom. As Twilight began to undo it to see what was in there, Primcess Celestia continued on.

"Do not open the box until you reach Ponyville!"

Twilight fumbled her hooves and quickly redid a shabby knot on the box. Princess Celestia didn't seem to notice as she looked down at Twilight.

"There will be instructions inside the box and I believe you can do them!!"

"I won't fail you princess!"

"Oh, and a few other things..."

"Yes?"

"Be sure to open the box up privately with no pony else in the room." Princess Celestia said a bit slyly. "And take real good care of Phil. You won't regret it." Princess Celestia winked.

"You've got damn balls, Phil." Discord said as he brought the foal onto his head with magic.

"Uh, thanks." Phil replied to Discord's comment.

"No, really." Discord said with a serious tone. "When Lulu is sleeping, it's impossible to pull pranks on her." Discord said as he gently placed the colt on his head. As he did, he began to walk through the long halls of the castle. "The moment I do something, she bursts out and beats me to death."

Discord seemed to sigh as he brought his paw to the bridge of his nose.

Phil was very surprised. This was Discord. The spirit of chaos. And seeing him like this was very odd.

"Anyway, with Lulu waking up, I need to hide before she accuses me of raiding her underwear drawer."

"Underwear drawer?" Phil asked. "What underwear drawer?"

"Oh, something I did a few weeks ago." Discord half lied.

The small incident that happened on Discord's part and with Phil involved was being stated. However, he really did raid Princess Luna's drawer a few weeks ago. With chaos at hoof, he could do so many things with undergarments.

"She always keep these grudges from me. I mean, mare undies are nice, but what do you really expect me, Discord, the spirit of chaos, to do with them?" Discord asked as he levitated Phil in front of him.

"Wear 'em?"

Discord was suddenly in white panties and held a feminine pose.

Phil began to sputter and choke in disgust as Discord took a picture of Phil. A bright light captured Phil suffering as he managed to yell something out.

"Argh!! That's sickening!!" the foal yelled as Discord snapped his fingers.

The panties disappeared as the picture slid out of the camera. Grabbing the picture, Discord slowly blew on it and waved it as a fan to develop the picture faster. A picture of Phil having a disgusted - yet hilarious face was shown as Discord began to chuckle.

"Ah-ha, see what I mean?!" Discord asked, laughing his ass off as he was breaking composure. "Oh, this is rich!!"

"Th-that was disturbing..." Phil muttered as he shuddered of the horrible image of Discord in his mind.

Phil suddenly felt Discord jump and reacted in grabbing Discord's horns. Landing in the castle gardens. Phil took a unexpected sniff of Discord's hair and the gardens. His face was a reaction of bliss and weirdness as Discord took a deep breath.

"Ah, the gardens..." Discord said as Phil sat up.

From Discord's tall height, plants, trees, and even the animals were seen. Phil imagined himself on the ground unable to even look at the flowers on the shortest plant. Heavenly smells of the garden entered Phil's lungs as Discord paced rather slowly.

"Beautiful, isn't it?" the spirit of chaos asked, looking around the garden.

He actually bent down to look at a rose that grew on a luscious green stalky plant.

"Ye-yeah..." Phil replied as a few birds flew nearby.

"Just so... majestic..." Discord continued as he looked up at the sky.

Clouds formed in the sky in a organized pattern as Discord's eyes took in the beautiful blue color and the white fluffy water vapor puffs.

"But it's like... Harmony. Bleh." Discord said, sticking his tongue out in disgust.

With a finger pointed out, Discord clumped the clouds with magic. With that done, Discord drew the shape of a penis in the clouds. A very suggestive image now laid in the sky for all of Equestria to see. Phil began to chuckle as Discord's face lightened up.

"I-I'm glad you like it, Phil..." Discord said, a bit surprised. "Wow... Normally, everypony would avoid me..."

"You're not bad, Discord." Phil said, patting Discord's head. "I understand being alone and have... no one.. to turn to..." Phil felt himself suddenly turn down as the years of solitude bored into his mind.

"All those years..."

Discord took notice of this and levitated Phil in front of him.

"Hey, lighten up." Discord said with a bright smile. "I'll be your friend."

"Wow, really?" Phil asked, his face lighting up.

"Yeah, the magic of friendship really changed my views." Discord said, rushing through what he was saying. "Ugh, gag."

"You don't have to say that, Discord." Phil said, bringing his hoof out.

"Brohoof, huh?" Discord asked as his paw turned into a yellow hoof.

"Brohoof." Phil said with a smile as Discord softly pounded Phil's tiny hoof.

"Oh, by the way, you have something on your-"

A sudden clash of thunder clapped above the gardens, scurrying the animals away as a dark figure in the sky appeared above Discord and Phil. The princess of the night, Princess Luna, landed on the ground and snorted. The ground literally broke apart as the sheer force broke the solid stone and rock. Snorting again, anger boiled in her eyes. Wearing a bathrobe and clearly enraged, she approached Discord.

"Calm down, Lulu." Discord said, slowly backing away as a sweatdrop slid down his head. "You're, uh, having a sexy morning wearing that eye candy stuff."

Out of all the things to say...

Discord being about 12-feet tall, it was a sight to see a mare that was about 6-7 feet tall bring him to his knees.

"Shut thou unpleasant noise hole!!" Princess Luna shouted. "And calm down after you framed my guards?!"

Phil cowered and began to shake in fear. This was the complete wrath of the princess of the night.

"Frame them?" Discord asked, scoffing. "Please! I rather think they enjoyed what they saw!"

"Enjoy it?! Out of all the things to say, thou fiend!!"

"They're stallions, are they not?" Discord asked.

"They are homosexuals!" Princess Luna yelled. "I personally assigned them to guard the door I'm sleeping in! Do thee think I'm some idiotic fool?!"

Phil remembered the guards, but didn't completely remember what he saw. Out of complete curiosity, he opened his mouth.

"Wait..." Phil said. "Say wha-?"

Before he could be heard by Luna, Discord stuffed down a large pastry down his throat. The little foal started to choke, obtaining attention from the princess of the night. Princess Luna looked down at the colt foal with a gray mane and cute purple eyes. He wore a blue onesie that seemed to have ears on the hood.

And upon his head and rump were - her panties. The dark blue material sat on top of the cute foal's head as she could see the foal tearing up with cheeks full of a sweet delicacies.

Princess Luna took a deep breath as she brought up a hoof up to Discord's face.

"Did thou did that?!" she asked as her red turned a bit red.

"Me?!" Discord asked. "I certainly did no-"

*CLOBBER*

Princess Luna's hoof met Discord's cheek, sending him far up into the sky. Before that though, Luna grabbed the terrified gray foal with her magic. As Discord fell into the distance in astonishing speed, a long painful yell was heard. A few moments after being clobbered into oblivion, a small twinkle was seen next to the penis shaped drawing in the sky.

Luna frowned as dismantled the drawing of the suggestive drawing in the sky and placed her attention on the purple eyed foal.

"Aw, it's alright. Everything is going to be fine." Princess Luna said as she took off the panties off of Phil's head and rump.

Comical tears flowed down Phil's eyes as he curled up into a ball and shook. Never was he so terrified in his life. His new friend was sent to oblivion in front of his eyes and the same thing might happened to him.

As he saw the panties taken off of him, he cried even harder. Any slip could mean a ticket to loose tooth city.

Princess Luna just thought the little foal was crying due to Discord's corruption. Holding the foal in her arms in a loving and motherly way, she hummed softly as she hugged Phil.

"There, there..." Luna whispered.

Phil immediately stopped crying as he was face to face with Luna's breasts. Hugging Luna also, he smiled and closed his eyes as he felt himself going to sleep.

"Mmm... Breasts..." Phil softly muttered quietly.

"Oh, Luna!!" Princess Celestia bubbily asked as she entered the gardens.

Princess Luna turned towards her elder sister with the sleeping foal in her arms and panties in her hooves.

"Ooh, you gave him a little lesson about mares?" Princess Celestia kinkily asked as she winked.

"I-WHAT?!" Princess Luna screamed. "No! I don't go after little fillies nor colts!!"

"And with what I'm seeing, you gave him a little lesson."

"Sister, he's only a foal!!"

"I know, and foals can learn many things."

"What exactly happened to him?" Fluttershy asked as she saw Phil asleep with wet tears in his eyes.

Fluttershy carried Phil in her arms, who had a pacifier in his mouth and a hood over his head.

"I really don't know." Princess Celestia said, sighing. "Luna won't tell me."

"I DID tell you, sister!!" Princess Luna's voice yelled from deep within the castle.

"Let's say some things only Phil himself can tell." Princess Celestia said. "Luna did something to him." Princess Celestia added in with a whisper.

The Mane Six was a bit shocked and looked down at Phil with an odd look.

"Uh, alright?" Twilight asked with the box in her hooves.

Phil yawned and drooled on Fluttershy's shoulder, the saliva spreading everywhere.

"He's just like a foal." Applejack said as she wiped at Phil's mouth. "Are ya' sure he's 18?" she asked, looking towards Princess Celestia.

"That is something I'm not sure of, Applejack." Princess Celestia said. "But something tells me he actually is a human."

Fluttershy seemed to agree with Princess Celestia as she nodded her head.

"Farewell my little ponies!!" Princess Celestia said, waving her hoof at the Mane Six. "I can't wait to hear from all of you!!"

After a ride in the train...

Phil's eyes started to slowly open and tried to adjust to the harsh I didn't remember much from what happened. Moments ago, he remembered himself being held by Luna and crying himself to sleep. With her soft boobs to my face, darkness was basically the last thing he saw. Also vaguely remembering Discord offering friendship to him, all these went to his head, leaving him very confused.

"Uh, sugarcube?" Applejack's voice asked. "Are you alright?"

Phil opened my eyes to see the Mane Six staring at him with curiosity and bit of a worried look. And now that he was right next to them, he have to admit; they were hot. His eyes looked at their splendid curves and their-

"Sugarcube?" Applejack asked again before Phil realized he looked like a complete idiot.

"Er, I, what?!" Phil accidentally blurted out as their bodies seem to attract his eyes and thoughts.

"You look sick." Fluttershy said as she brought a hoof to his face.

Her silky soft hoof delicately brushed Phil's face as he felt my body shudder.

"Did you do anything rash at the castle, kid?" Rainbow Dash asked as she raised and eyebrow at him.

"O-of course not, Dashie!!" Phil quickly said.

Fluttershy leaned close as Phil felt himself tremble before her.

"Open your mouth, Phil." Fluttershy said.

"Uh, alright?" he answered, opening his mouth as sweat dripped from his head.

His heart was pounding as Fluttershy seemed to take a sniff of his breath.

"Just... what did you drink?" Fluttershy asked, sniffing the air a few times.

"Drink?" Phil asked. "Drink what?"

Fluttershy seemed to have a baby bottle in her hooves and opened the cap. Taking a small sniff, she seemed to look towards Pinkie Pie.

"Pinkie Pie, you filled the bottle, right?"

"Yeah, strong alcohol!!" Pinkie Pie said as Phil's felt my vision slowly blacken out.

Chapter 6: Welcome to the Herd

Chapter 6: Welcome to the Herd

"Hey, can't you tell the difference between milk and alcohol, Pinkie?" Phil heard a blurry voice echoed throughout his mind.

"We wanted to give him milk?" Pinkie Pie's voice asked.

"Get it together, Pinkie!” a familiar tomboyish voice replied, “Princess Celestia said-"

"Ooh, look! He's waking up!"

Phil groaned as he felt his gut pound against his small belly. His eyes gave him images of a body while his ears gave him blurred and echoing voices.

“Why am I being knocked out so much?” he muttered to himself, hearing the train’s sound of going across the tracks.

“Alright…” Twilight’s voice said as she walked into the train car, “I took out all the alcohol in his body. He’ll be fine really soon.”

“Alcohol?” Phil asked a bit sluggishly, “What are you trying to do, kill me?”

“Too much of alcohol can kill you, not a drop!” Pinkie Pie said, “Seems like your itty bitty body couldn’t handle it!”

Phil suddenly then realized that he was in the body of a foal colt. He twisted and turned in the arms of Fluttershy. The yellow pegasus watched him carefully, seeing him inspect his own body.

“Careful now, you don’t want to get hurt!” Fluttershy said.

Phil squirmed for a bit then his body relaxed. With a sigh he brought his right hoof up and stared at it.

“Is... this real life?” he asked.

“I think it’s affecting his brain,” Twilight said, with her hoof to her chin.

Phil clopped his hooves together, making a nice clapping sound. “Huh…” he said, “So that’s how it feels like.”

“Feels like what?” Fluttershy asked sweetly, lighting patting Phil’s mane.

       “Oh, nothing,” Phil said, feeling relaxed as Fluttershy’s hoof stroked him. He sighed in comfort and cuddled on Fluttershy’s lap.

Twilight kept her mouth shut and didn’t say a word. She didn’t want to disturb him at all. Her mind then suddenly went to the mysterious package given by Princess Celestia. Twilight looked beneath the seats and used her magic to get the wrapped object. Twilight held it in her hooves, inspecting it. ”I wonder what’s in it…” she thought to herself, sitting down on a seat.

Phil slowly closed his eyes, comforted by Fluttershy and the rails of the train. But due to his new body, he overheard a conversation about him with his gigantic ears.

       “What do you think of him, Applejack?” Rainbow Dash’s voice whispered faintly.

        “Phil?” Applejack’s soft voice replied back.

       “Yeah.”

        “What about him?”

       “Don’t you think he’s a bit… weird?”

       “What do you mean by that, Rainbow?” Applejack asked with a stern tone, “You haven’t even talked with him yet.”

Rainbow Dash was silent for a few seconds before replying back. “Yeah… You’re right…”

“And how can you ever think of that?” Rarity’s voice chimed in, “Just look at him!”

At moment, Phil felt many pair of eyeballs stare at him, making him tense up and uncomfortable. He shuddered, going side to side. But he knew what Rainbow Dash was saying of how he was weird. He was always different from the rest. As long as he could remember, they could see himself as alone and an outcast. Phil sighed again, rubbing his face.

“Then again, this is a chance for me to start anew.” he thought. “But then again…”

“Isn’t he just the cutest thing?” Rarity commented towards Rainbow Dash and Applejack..

Phil squirmed to his back with his hooves up and sighed. “Damn, this has got to be more than true. I mean, I’m here! Equestria! I hope this isn’t all a dream… he thought, taking a deep breath, ”I wish there is actually a way knowing that I’m here…” Phil opened his eyes, finding himself look into Fluttershy’s.

Fluttershy giggled, “Trying to sleep?”

Phil found himself blushing, staring up her enormous knockers that laid before him. “Uh, well, yeah, but I can’t sleep,” he replied.

All of the sudden, a black image streaked by his vision. It was momentary, leaving his head craned to the side to look.

“Hey, did you see that?” he asked, almost falling out of Fluttershy’s lap. Luckily, the pegasus held onto him.

“S-See what?” Fluttershy gasped, scared of him hitting his head again.

“T-That thing!!” Phil replied, pointing his hoof at the door, “It was just there!!”

“I’m pretty sure it wasn’t anything much,” Fluttershy said, bringing Phil close to her chest.

“Uh, maybe,” he replied, moving his airway away from Fluttershy’s breasts. He then looked down at the ground. “Can I walk around a bit?” he asked.

Fluttershy had an uneasy face, a bit unsure what to do. Slowly, she reluctantly placed Phil on the ground. “J-Just don’t get out of sight, please,” Fluttershy said with a worried tone.

Phil softly chuckled.

“I know how to take care of myself, Fluttershy,” Phil replied, taking a step. But with four legs, he tripped over them. In one quick movement, his face met the warm and loving ground. With his face on the floor, Phil grunted and got onto his short stubby hooves. “Wow, this is much harder than I thought.”

Even though he walked perfectly fine at the castle, Phil found the need to concentrate on his leg movements. With his tongue out, Phil stumbled towards the door.

“Pinkie Pie?” Fluttershy whispered towards the pinky pony.

“Yeah?”

“Can you watch Phil?” she asked anxiously, “But don't let him know.”

Pinkie Pie slauted and winked, “No worries, Fluttershy, I won’t let you down!!”

Phil’s body was slowly getting out of sight, his hooves stumbling on the ground. All that was on his mind was synchronizing his legs. Suddenly, Phil’s face scrunched onto a door. It creaked open, leaving him to rub his face. He grimaced and massaged his face.

“Enngh,” he said, a bit dazed. He blinked a few times before hearing the sound of a creaking rocking chair. The sound was at a balanced pace, the old wood was moving back and forth. Phil became more curious and wandered into a room. A gigantic room much bigger than a train car laid in front of Phil, rattling his tiny mind. He stepped out of the room and looked beside it. It was nothing.

“It’s bigger on the inside…” Phil said to himself. He looked back into the pitch black room, hearing the rocking chair once again. Phil took a deep breath and walked into the void. As he did, Pinkie Pie’s head popped out and looked around for the little foal.

“Huh?” she said, “Where did he go?”

Phil’s trotted deeper into the darkness and found a old wooden rocking chair go back and forth.

“Hello?” he asked.

Phil slowly walked up to the chair and saw a cloaked black figure sitting in it. Bone white fingers gripped the armrest and the black hood was tainted and ragged.

"Well well well, what do we have here?" the cloaked figure said, leaning back in the chair.

Phil was lost for words. He watched the dark figure slowly turn towards him and both of them looked at each other for a second.

“ ‘Sup?” the dark voice said.

"Y-Y-Yo-You're..." Phil began.

        "Yes," the cloaked figure replied, "It is I!"

        "Bubba?"

        "Ah, you remembered!" Bubba said cheerfully. It was very odd coming from such a dead figure. Bubba's skeletal fingers whipped up a cigarette and began to smoke it. From his void face, great white clouds of nicotine and hidden toxins erupted. After a few puffs, Bubba looked down at Phil, who was now dumbfounded.

"Want one?" the grim reaper asked, holding a death stick in his bony fingers.

        Phil shook his head.

        "Anyway... Phil... " Bubba said between puffs, "How's this new life treating you?"

        “I-It’s going good.” Phil replied, stuttering between words.

        “Fabulous.” Bubba replied with a flamboyant tone, “Now, you’re going to bitch, right?”

        “What?”

        “I said, ‘you’re going to bitch’, right?”

        “I don’t follow.”

        “In less than thirty seconds you’ll be a complete bitch that’s on her period.” Bubba said, looking at his bone-white wrist.

        “How do you know?”

        “Do you like what I did with your body, sport?” Bubba asked, “How does it feel like to be a hormonal male teenager trapped in such a young body?”

        “Y-You did this on purpose?!” Phil exclaimed, feeling his young squeaky voice rise.

        “Ah, easy, cut it, slick,” Bubba said, wincing at the pressure of Phil’s young voice.

        “W-Why would you do this to me?!” Phil asked.

        “Well, the question is,” Bubba said, lighting up two more cigarettes, “why not?” He placed the sticks near his voided face and took a puff. “It’s fun, really.” With that said, he opened up a newspaper.

        “Don’t you know how it feels like to be in my shoes?!” Phil asked.

        “Actually, yeah,” Bubba said, sighing the smoke out, “I do.” He then looked towards Phil and looked at his hooves. “Also, you don’t have shoes.”

        “It’s a figure of speech, Bubba-asswipe.”

        “Whoa, unchecked aggression, little guy!” Bubba said, “You know, are you still going to be foal-ish?”

        “Why you do this?”

        “Is he still going to be like this?” Bubba asked out of the blue, looking beside him.

        Another incarnation of Bubba sat on the ground, reading a newspaper.

        “Yeah,” the incarnation said nonchalantly, “Can I bum a cig?”

        Bubba simply handed his double a few cigarettes and looked towards Phil.

“You don’t have to be like this, kid,” Bubba said, sitting back in his chair, “Let’s make a deal.”

“What do you mean by deal?” Phil asked, raising an eyebrow.

Bubba looked beside his double and there was a triple.

“Is he still going to be like this?” Bubba asked to his triple doppelganger.

The third one nodded, seeming to hold a PlayPony magazine. “Yeah, still a whining bitch.” The magazine had a very busty yellow mare bending over with bedroom eyes.

“Where are you coming from?!” Phil asked.

“Simple,” Bubba said, beginning to open up a newspaper, “That’s me in a minute,” he said, pointing at the newspaper reading Bubba. “And that’s me in a minute and a few seconds,” he said, pointing at the PlayPony Bubba.

“You’re going to read PlayPony?” Phil asked.

“Hmm…” Bubba said, scratching his head, “You’re right!! I should give it a look!”

With a snap of his fingers, a cover with a yellow mare popped up. He opened to the first page, making Phil very curious what he was looking at.

“Say…” Bubba said, scratching his chin, “I really like this stuff.”

“Can I see?” Phil asked, trying to sneak a peek.

Bubba closed the magazine before Phil could even glance a look.

“Sorry squirt,” Bubba said, “you’re still too young to see this stuff!”

“Son of a-”

“Now, don’t cry,” Bubba said, rustling Phil’s mane with his skeleton hand.

Phil shuddered and went into a fetal position, feeling the icy touch from Death himself. His face had terror and shock from the touch, but Bubba didn’t seem to notice.

“There’s a reason I’m doing this you know,” Bubba said, patting Phil’s head.

“What kind of sick reason is that?”

“Well, life has a plan!” the cloaked reaper said brightly, taking a quick puff of a cigarette.

“What kind of fucked up plans?”

“Hey, it’s life, like I have control over it.”

Phil gave Bubba a unbelieved look with his mouth gaped wide open.

“Run along now,” Bubba said, shooing Phil away, “You’re almost in Ponyville.”

Phil puffed his cheeks and stormed off, exiting out the room that was bigger on the inside.

“Nice, nice, real/ nice,” Bubba said, stroking his chin. He looked down at the magazine cover and admired it. The yellow mare’s groin area caught his full attention. “Maybe I should give him a vagina. Or shouldn’t I? But wait, why not?” he asked himself.

Bubba chuckled to himself, but it turned into loud maniacal laughter.

“Oh-ho!!” he exclaimed, “I’m an asshole!”

“Excuse me, sir,” Pinkie Pie said, standing beside Bubba, “Have you seen a little foal?” she asked, “About this small?” she said, using the space between her hands to give Bubba a proper measure of Phil.

“How the hell did you get in here?”

Phil trotted on, scoffing at the conversation he had with the Grim Reaper.

“He thinks he can do anything just because he can,” Phil said, muttering to himself, “Deal, schmeals, like he can-”

“Phil?” Twilight’s voice called out, “Where are you?”

“Down here,” he replied.

Twilight was soon seen walking around the corner. She crouched down low to Phil and began to talk.

“We’re almost nearing Ponyville right now,” she said, “Now, is there anything that you like to do?”

Phil found himself put on the spot with such a question.

“Well…” he said, thinking hard, “Uh, well…”

All of the sudden, a loud bang was heard. Pinkie Pie flew from the back with a smoky black trail behind her and skidded next to Phil and Twilight’s hooves. The little foal and unicorn stared at Pinkie Pie, who put out a small spark in her fluffy pink mane. There were scorch marks everywhere with ash covering her body.

“Hey guys!” she said, dusting herself off, “There was just a weird thing wearing black that gave me something!”

“What weird thing?” Twilight asked, looking across the train car hall.

“Gave you what?” Phil asked.

“I don’t know!” Pinkie Pie said, holding a green stone in her hands, “But it seemed like he really wanted it back.”

“Isn’t that stealing?” Twilight asked.

“Well, he wanted to give it to me, but didn’t want to at the same time!” Pinkie Pie explained, “He said to me, ‘It’ll make me more than happy to see you with this.’,” she continued on. “So, I did what he told me to do.”

“Interesting…” Phil said, gazing into the mystical orb.

“Then I’ll keep a hold on it.” Twilight said, using her magic to take the green stone.

“Okay! Cause I got five more!” Pinkie Pie said, holding out more orbs.

“Where did you get those?!” Twilight exclaimed, looking at the five more identical objects.

“That weird thing, Twilight,” Pinkie Pie replied, “He was pretty nice too.”

“Didn’t he say he wanted you to keep it?”

“Yep!”

The train suddenly halted to a stop, giving a small jerk of momentum.

“I just need to grab my stuff real quick,” Twilight said, walking away with the orb, “Pinkie, take Phil out and keep an eye on him.”

“Okie dokie lokie!” she replied.

“Why do I always have to be watched?” Phil asked.

“Why not?” Pinkie Pie replied.

“I-I’m not going to argue with that.”

Pinkie Pie hopped out the train cart with Phil in her arms, making it quite dizzy for him. With each bounce, a little classic “poing” was heard. The little colt felt the relaxing breeze of Ponyville and felt himself becoming sleepy.

“Goddammit,” Phil said to himself, “Why do I always feel tired?”

Within seconds, he was knocked out into a deep sleep. He snored heavily with his mouth wide open. Drool dripped drops onto Pinkie’s chest, but she didn’t seem to mind.

“Aw, he’s sleeping again!” she cooed.

Rainbow Dash made a disgruntled face. She saw the sticky salvia slather everywhere and put a thumb underneath her chin.

“So, what next?” she asked as Twilight stepped out of the train.

“It’s around 4 o’ clock,” Rarity said, looking at her wrist. Her face brightened up. “Tea anypony?”

“I’ll just stick to some cider,” Applejack said, “Tea makes me, uh, a bit,” She paused for a moment. “I’ll just have cider.”

“Girls, I know this sounds a bit selfish,” Fluttershy said quietly, pressing her fingers together, “But is it fine with all of you if-”

“Is there anything wrong with good old fashion tea?” Rarity asked towards Applejack as if she made a offensive comment.

“No, not at all, Rarity!” Applejack replied, “It’s just that tea isn’t my thing.”

“What about apple tea?” Pinkie Pie suggested.

“Girls, I-” Fluttershy began, but was cut off.

“Isn’t there ‘everything-flavored’ tea everywhere nowadays?” Rainbow Dash said out of the blue.

“That’s quite possible,” Twilight said, jumping into the conversation, “It’s actually a possibility to make artificial flavors. It’s a simple process of…”

Phil opened an eye and could hear multiple mouths going off at once. He slowly opened both of them and looked clearly annoyed. He gave a scowl and looked up towards Pinkie Pie.

“It’s too loud,” he said softly.

“You think there’s bubblegum tea?” Pinkie Pie asked, “And, ooh! ‘Bubble Tea’! That sounds catchy!”

Phil sighed. “I want to sleep.”

He suddenly felt himself nabbed out of Pinkie Pie’s arms and into Fluttershy’s loving embrace. “Hush now, quiet now,” she whispered sweetly. Phil felt his surrounds quiet down and closed his eyes.

“Much better…”

Twilight, Pinkie Pie, Rarity, Rainbow Dash, and Applejack conversed their conversation on the wonders of artificial flavoring, not knowing that Fluttershy was taking Phil away.

“You’ll need a nice and quiet place to sleep, lil’ guy,” Fluttershy said with a soft voice, “And I know just the place!” Walking away from her friends, they were still chattering.

“So you’re telling me you get only small parts of the flavor and put other flavors with flavors to make a flavor?” Rainbow Dash asked.

“Flav-Sception!” Pinkie Pie added in.

Twilight cringed at that well-made pun and pinched the bridge of her muzzle. “I’m going to stop talking for a little bit.”

“Flavorful!” Rainbow Dash said with a grin.

“I’ll be at the library,” Twilight said, walking away from the train station, “I just need to clear my mind.”

“See ya’ later then!” Applejack said with a small wave.

“I must say, those puns were ghastly,” Rarity said with a disappointed look.

“Did it evolve to a Haunter?” Pinkie Pie said out of the blue.

“What are you saying?” Rarity asked, giving a puzzled look.

“If we can trade, then it’ll become a Gengar!”

“I don’t follow,” Rarity replied.

“Yeah, what are you saying?” Rainbow Dash said with crossed arms, “You’re not even making sense.”

“Oh you little filly,” Pinkie Pie said, sticking her tongue out, “Don’t you know-” She stopped for a moment, looking down at her arms.

“Where’s Philly?” she shrieked.

“Who?” Applejack asked, jumping up from Pinkie’s sudden burst of energy.

“Me?” Rainbow Dash asked, pointing to herself, “You just called me a filly.”

“Gaaahhhh!!” Pinkie Pie screamed, “He’s my responsibility!!”

Twilight opened the door to her library and stepped inside. Taking out the small parcel from Princess Celestia, Twilight wondered what was inside. Was it an ancient rune? A blessed object? Was it a piece to a lost puzzle?

Intrigued by her imagination in what the sun princess could give her, Twilight greedily opened the package. However, upon so, her face lit up in disappointment. Twilight held up a brand new copy of “PlayPony for Mares” with a bold picture of a muscular stallion on the front page. The caramel brown stallion wore tight boxers with an enormous bulge and was teasingly “taking them off”. The unicorn gave a surprised look and lifted the magazine up. Underneath, it sat a spanky brand new “PlayPony”, untouched and seemed to be fresh off the press. A picture of a white vanilla mare was bent over in lingerie, with a hoof in her mouth. Twilight snorted, wondering if this was all a cruel joke.

Twilight blushed at the bulge of the stallion and then to the white smacking rump of the mare. Why would Princess Celestia give here these anyway? Twilight looked deeper into the parcel and found a note.

Twilight~

        I hope you enjoy this fantastic material that I got for you! You really need to ease your studies and get more kinky.

                                                        Princess Celestia

“Get more kinky?” Twilight thought, staring at the note from the princess. Another note card was under it and Twilight read it.

Oh, one more thing.

        Beneath the magazines is a novel that I know you’ll enjoy. I know you love reading and I hope it’ll open your mind of new knowledge!!

                                                        Princess Celestia

“A novel! That’s more like it!! Twilight exclaimed with joy, throwing the magazines to the side. The magazines bent in such a way that the white mare now had a large johnson in tight boxers. Twilight giggled and patted the crisp clean leather cover of the book.

“It’s beautiful!” she said, kissing the blank cover. She took in a deep breath of the new smell and sighed. “Now this is what I call real reading!!”

Unknowing to her, a small slip of paper from the book slipped out near the bottom of a waste basket. Upon the note, it read:

Twilight, are you reading this?

                Are you? Good. If you’re deep within the novel, be sure that no one is around you. I gave Luna this book and she became wild~. Took almost four of my guards to calm her down!! Just be careful and take care.

                                                        Princess Celest.

“Now to get reading!” Twilight said, rubbing her hands. She swept the excess paper off a table and drifted all around the wastebasket.

“Shoot,” Twilight said, looking down at the pile. Using her magic, she crumpled up all the paper together and stuffed it inside the basket. “Now,” she said, opening her book, “Where was I?”

Chapter 3: Meeting of Molestia

Chapter 3: Meeting of Molestia

"All aboard!" the conductor announced as the trains were waiting for it's passengers. "The train for Canterlot is about to depart!!"

Inside a train car, Phil was too much busy getting babied around by Rarity to notice that he was going to meet one of the princesses of Equestria.

"Hey, where we going?" Phil's voice said from a little baby carriage.

"We're going for a wittle train wide!" Rarity cooed.

Phil grunted to look out from his carriage.

"I see that, but where?"

Out of earshot, Twilight, Rainbow Dash, Fluttershy and Applejack were having a conversation.

"Why do you think Princess Celestia wants to meet him?" Applejack asked.

"I don't even have a clue." Twilight replied. "I'm asking the same question myself. Why does Princess Celestia want to meet him?"

The ponies looked towards Phil, where Rarity was trying to make him wear baby clothes.

"Hold still, darling! You don't want to ruin your clothes, do you?" Rarity asked.

"I don't wanna!" Phil's voice said. "It'll look stupid!"

But a full grown mare was much stronger than a little foal. Rarity successfully made Phil wear a deep purple one-suit along with a hoody. On the hoody were little bear ears.

"You look so cute!" Rarity cooed, raising him up from under his front arms.

The sight of a little talking foal wearing a cute one-suit caught the eyes of many passengers.

"Hey, put me down!" Phil said as he looked down to see a six-feet fall. "Leggo'!"

Phil's cries were interrupted as Pinkie Pie stuck a pacifier in his mouth. He began to suck on it rapidly and couldn't take it out.

"Hey, it does work!" Pinkie Pie exclaimed as Phil sucked on the pacifier.

She went in to take it out, but Phil's lips clenched it hard and wouldn't spit it out. He continued to suck on it as Pinkie Pie tried to pry it off.

"What are special about humans anyway?" Rainbow Dash asked Twilight. "There's got to be at least some information of what they are."

"I have no idea." Twilight said, seeming to bite her lip in frustration. "Maybe Princess Celestia knows and can explain it to us. She may have information that may not be in books."

"Do you think he's dangerous, Twilight?" Fluttershy asked.

She had changed back to her usual outfit; a green sweater and a skirt.

"He doesn't look like it." Twilight said as the group looked towards Phil, Pinkie Pie, and Rarity.

"Pinkie Pie, I think it's for the best if you don't do that." Rarity said as the pacifier stretching out from the foal's mouth.

Phil's eyes slowly began to close in sleepiness. He had gone through a lot of things in just a few hours. Just a few hours in Ponyvile, Phil felt his eyelids go heavy. All the stress on his foal body relaxed as he went into a deep sleep. With Rarity and Pinkie Pie the last thing in his vision, he closed his eyes and instantly fell asleep.

...

Some time later...

"Had a good sleep, sleepyhead?" a soft voice asked.

"We have arrived in Canterlot!!" a loud stallion voice announced.

Phil's eyes slowly opened up to see Fluttershy. He was still sucking on the pacifier.

"You're awake!" Fluttershy said with a smile.

Phil couldn't speak because of his mouth's refusal of letting the pacifier go. But he managed a smile which Fluttershy giggled in response.

"Do you want to be in the carriage or-"

Phil stuck his hooves towards the pegasus, seeming want to be carried by Fluttershy. Rarity seemed to coo about him too much and Pinkie Pie was pretty rough. The other ponies weren't around and didn't seem to interact with him much. Fluttershy was the one he felt safest with.

"Aw, you want to be carried?" Fluttershy asked as Phil's hooves wagged back and forth.

Phil nodded as Fluttershy's smile grew bigger.

"Okay, here we go!" the pegasus said as she grabbed the foal.

She wrapped her hooves around Phil comfortably as she put his hood on. It seemed that he didn't care. Phil continued to suck on the pacifier as Fluttershy walked out of the train cart to the rest of her friends. Twilight, Applejack, Rainbow Dash, Rarity, and Pinkie Pie were all waiting patiently for Fluttershy and Phil.

"Alright, let's go!" Twilight said.

The Mane Six and Phil began to walk while Phil was astonished and amazed due to the fact he had no idea where he was. It was a bustling city and it looked someplace very familiar.

"Where are we?" Phil asked himself in his thoughts.

A couple of high-class ponies strutted by with their heads up as Phil put two and two together. He was in Canterlot. The buildings were much bigger than in the show as did the ponies. Instead on four hooves, they were at least six feet tall. Phil couldn't believe he was sort of an anthropomorphic. While it was amazing, he was wondering why he was a foal.

Was it a cruel joke from Bubba?

Perhaps.

Phil soon became tired of the pacifier and basically spat it out. The pacifier landed into a small packet on his one-piece clothing which was very convenient in his situation.

"So just where are exactly going?" Phil asked, looking up at Fluttershy.

"We're going to the Canterlot Castle!" Fluttershy said as Phil looked up.

"Wait, what?" Phil asked, very surprised.

Canterlot Castle

A drawbridge lowered for the Mane Six and Phil as they began to walk on it. Phil soon recognized the bridge from the Grand Galloping Gala episode. His heart raced as it was exactly identical from the show. Even the round main room from the entrance was a perfect image from the show.

A case of stairs laid in wait as the six 6-feet tall ponies went up the stairs as their hooves clicked. Phil took the time as he remembered Twilight by Princess Celestia's side at the Grand Galloping Gala.

"Princess Celestia!!" Phil thought as he looked around.

He remembered her and wondered how she would look like. Was she a graceful and warm-hearted pony depicted in the show? Or was she the one that was a troll and had the nickname of 'Molestia'?

Phil thought and stared into space before a humongous pair of boobs, much bigger than Fluttershy's crashed into him and her. Unfortunately, the small foal was breathing out and got knocked the wind knocked out of him when his lungs were empty.

Between Fluttery and the very busty stranger, Phil begun to suffocate again as the yellow pegasus started to exclaim something.

"Sorry!" Fluttershy said. "I'm terribly sorry! I-"

"Fluttershy!" a gentle mare royal voice said. "No need to apologize, I wasn't looking where I was going."

"Oh, Princess Celestia!!" Fluttershy said as Phil felt himself go down.

"Th-they're bowing..." Phil thought as he gasped in air.

He had gotten squeezed to much that it seemed like he was suffering from oxygen deprivation. The princess than individually addressed the ponies by their name. Phil just didn't give a shit and just wanted oxygen.

It was one of his dreams to meet a royalty, but oxygen was much more important in his situation. He breathed heavily as he put his hood back.

"And Twilight! My most faithful and trusted student!" Phil heard the regal princess say.

"Hello, Princess." Twilight said, seeming to stand up. "Have you gotten my letter?"

"Why, yes I did!" Princess Celestia said. "Now, where is the human? I would like to meet him!"

"That's a small problem, Princess." Twilight said. "He says he's a human..."

"Humans had never been around in any of your times." Princess Celestia said. "More than a thousand years ago, almost past me, humans and ponies lived together in harmony."

"Wait, humans roamed Equestria?!" Twilight exclaimed.

"And no information 'bout them?" Applejack asked. "Is this 'lost knowledge' or somethin' like that?"

"Yes, I've actually interacted with a few humans. They're very intelligent and are capable of many things." Princess Celestia continued. "Now, where is the human?"

"Right... here..." Fluttershy said, bringing Phil up.

Phil had his eyes closed and seemed to sleep. But with his brain finally obtaining enough oxygen, his brain functioned and translated of what was happening.

He opened his eyes to see a beautiful alicorn with pale white skin along with a multi-colored mane. Princess Celestia's calm eyes went into Phil's as he understood a goddess's beauty. He was a bit lost for words as he barely managed to greet her.

"H-hello." Phil said weakly, in awe of the alicorn princess.

This was exactly like the Celestia in the show. Calm, not very loud, and not perverted like Molestia in the fan-dom. At least-

Princess Celestia suddenly snatched Phil out of Fluttershy's hooves and squealed.

"You're so cute!!" Princess Celestia exclaimed.

"WHAT THE FU-"

Phil couldn't say anything as Princess Celestia hugged him tightly in a death grip.

*CRACK*

"MY BACK AGAIN!!" Phil yelled out as his spine seemed to snap.

He was wrong. This Celestia was a huge breasted, bubbily Celestia. The Trollestia and Molestia.

"P-princess!" Twilight said as her horn started to glow. "Be gentle with him!"

Phil felt his body lighten a bit and gasped in relief.

"Oh, sorry!" Princess Celestia said, giggling a little. "Say, what's your name?" she asked towards Phil.

"Phil..." the 19-year old human in a foal said.

"You're the cutest thing ever!!" Princess Celestia cooed.

"Okay, this is getting weird." Phil thought as a goddess, a hot goddess to put, was immediately broken down her composure as a patient and enduring princess.

This was Phil's favorite kind of Molestia, but was a little bit creeped out. He liked the world he was in, but it was just too fitting for him. Why was everything going so smoothly?

"Princess, can you put me down?" Phil asked as Princess Celestia was making funny faces at him.

The 9-feet tall princess placed Phil down as he now found himself over-towered by seven mares.

"I need fresh air!!" Phil was as he managed to run on four hooves pretty quickly.

He tripped a few times there and there and skidding his face on the floor. But rather quickly, he exited out the hall.

"He'll be fine!" Princess Celestia said, towards the Mane Six. "There aren't any hazards out there!!"

Phil ran through a hall and tried to go down the stairs, but his short hooves couldn't reach each stair and ultimately tripped.

"Ahh!"

*BONK*

"Are you sure, princess?" Fluttershy asked with a very worried tone.

"I guarantee it, Fluttershy!"

*SMASH*

*DONK*

Phil's crashed into each step as he let out yells of pain.

"Ooof!"

*CRUNCH*

"ACK!!"

"Alright..." Fluttershy said, now trusting the princess.

"Now, I'm guessing all of you are wondering what exactly humans are, am I correct?" Princess Celestia asked as she began to walk.

The six ponies followed behind the princess as they started a conversation.

Phil groaned in pain as many sores appeared on his body.

"Ow..." Phil said as he struggled to get up. "That hurt..."

"Well, well, well..." a voice said, seeming to direct towards Phil.

"Eh?"

"Like I said before, humans are amazing creatures." Princess Celestia said. "They're intelligence surpassed ours in some fields, but we needed them and we needed us. Their role here was quite surprising! But then they all disappeared just like that."

"What's their 'role', Princess Celestia?" Twilight asked, writing something down on parchment with a quill, Twilight was taking notes.

"As, this will surprise you!" the princess said. "They are amazing at sex!" she said, rather bluntly, sticking her tongue out.

"Er... May you elaborate that, please?" Rarity asked.

"Humans have amazing endurance that they can actually outlast a stallion or a mare. They're a bit smaller than us, but they serve well as a sex 'slave'. They didn't mind in being in slavery actually. Many of them went through good lives and prospered."

The ponies by her were shocked as a lot of information was just crammed into their minds.

"They're actually pretty good!" Princess Celestia said, giggling as she walked on.

Phil looked up to see a a figure with a deer antler, a blue goat horn, a right arm of a lion, the left claw of an eagle, the right leg of a lizard, and the left leg of a goat. It was a draconequus, and Phil knew the name of the draconequus.

Discord.

Surprisingly, he looked the same. Not even a small 'human' part was on him. The only thing different was his size and intimidating look.

Discord's one and only fang along with different-sized pupils, a goat beard, and white bushy eyebrows, Phil could see he was a bit loopy in the head.

"You're a pony I've never seen before..." the 12-feet tall hovering draconequus said.

"Because I'm not..." Phil said as Discord looked at him.

"Oh, so this is a game!!" Discord said, realizing that the pony in front of him was a foal.

He snapped his fingers as Phil was suddenly on a stage with Discord in the 'crowd'. Phil was amazed by the magic by never seeing it before. Discord understood and saw a perfect opportunity to mess with the foal.

"Say, non-pony, do you like macaroni?" Discord asked slyly as the stage disappeared by the snap of his fingers.

Phil fell to the ground face-down as a giant fluffy pillow caught his fall. He was blubbering nonsense as Discord's magic got the best of him. A continuous repetition of it blew his mind.

"Where's the macaroni?" Phil asked stupidly.

His mind was a bit off and couldn't think straight. Discord laughed heartily as he teleported behind the dumbfounded foal. Phil looked around frantically to see where the draconequus went.

"The name's Discord, kid." Discord said, leaning against the giant pillow.

The pillow was about 10-feet tall compared to Discord's 12.

"Phil." the human said, staring at Discord.

"Nice name." Discord as as the pillow morphed into a slide for Phil.

A shiny red slide twirled Phil around the pillow, which was now a milk bottle. He slid down involuntarily as Phil made a jump on the slide and was finally caught in Discord's magic.

"So what are you?" Discord asked as he flew Phil around him.

"A human." Phil replied, getting used to the magic.

Discord's smile dropped a little as his eyes suddenly grew to curiosity.

"A human you say?" Discord asked. "My, my, my, it's certainly been a while."

"What do you mean by that?"

"Anyway!" Discord said, ignoring Phil's question. "I'll give you the tour of the majestic Canterlot Castle!!"

"Okay."

Discord seemed a bit surprised to especially see a foal that seemed to be a human say 'yes', to one of his 'tours'.

"Don't you know what I am?" Discord asked.

"Discord, spirit of chaos!" Phil said. "I'm glad I watched the three season over and over." he thought.

"Now, let's begin!" Discord said with a smile. "Here we have a schnoobily woobily room that's called the bathroom!" he said, pointing towards a small room as Discord continued to levitate Phil. "You take poo-poos and pee-pees in there!!"

"Even before the fall of the Crystal Empire, humans suddenly disappeared without a trace." Celestia said as they continued to walk down the corridor. "No one knows where they went and another human has never been heard from. Until now..."

"So what you're saying is-" Twilight began.

"Is that it is certain that the cute foal may be indeed a human!" Princess Celestia finished. "Humans have not existed for more than a thousand years, and just what Applejack said. 'They're like lost knowledge'."

"What should we do with Phil the human then?" Rainbow Dash asked.

"Ah, now that's something I would like to hear!" Princess Celestia said as the group turned a corner. "There are some things I would like to show you all!"

"Um, Princess Celestia?" Fluttershy asked.

"Yes, what is it?"

"Are humans dangerous?"

Princess Celestia gave the question some thought and turned her head towards Fluttershy.

"Yes."

"And this room is..." Discord said, pointing his paw towards a somewhat large door.

Phil looked at Discord to get the name of the room.

"Well, let's go inside!" Discord said. "Besides, surprises, surprises!!"

With a snap of his fingers, Discord and Phil found themselves in a very dark room.

"I don't like where-"

"Shh!" Discord whispered. "Just be quiet."

"I don't like where this is going." Phil whispered as Discord 'turned' his magic off.

"Me neither." Discord said, catching Phil. "Even I don't want to be in this room."

The very dark room had black out curtains that shielded most of the sun. The rest of the room was too dark to see. It was very spacious, but the darkness knocked the view off.

A soft snore in front of Discord and Phil was heard as the spirit of chaos shook a little.

"Shit, man..." Discord whispered a bit shakily. "I should've never teleported in here."

"Huh? Why not?"

The voice yawned as Discord threw Phil in fear and snapped his fingers.

"Sorry Phil! I just can't be in here." Discord said as he teleported out.

Phil smacked head first into the wall and plopped onto some kind of furniture of sheets.

"Ow..." Phil said, placing his hoof on his head. "How many times to I have to get hit in th-"

"SNOOOOORE!..."

Phil dropped his voice and went frigid and hoped the sleeping creature behind him didn't wake up.

"Fuck!... If Discord didn't want to be in here... This thing must mean bad business!"

Phil was in the same position before he got the courage to turn around. Taking a few deep breaths, he turned around.

He gasped a little to be face to face other than the princess of the night, Princess Luna. Phil was just a few inches away from her face as Phil tried his best to control his breathing and movement.

"S-she's cute..." Phil thought as he was on a hoof to maintain balance and silence.

Princess Luna was softly breathing as she was sleeping soundly in the dark room. Phil gave some thought on why Discord would be so afraid of Princess Luna. The answer came quick as a bolt of lightning as reading a few fictions helped him out. It may be that Discord was just afraid of Luna because of her 'Canterlot' personality. And other than that, she couldn't stand Discord's jokes and pranks.

"Thank you, FimFiction!" Phil thought as he slowly went on four hooves.

He sighed as he placed his head on the bed. He was in a position that would certainly earn him death.

"At least nothing worse is going to happ-"

Princess Luna suddenly shifted position as her hoof came down on top of Phil.

"He's... dangerous?" Fluttershy asked.

"Not quite, but in a way." Princess Celestia replied. "A drop of human's sweat is only the most dangerous thing, but it isn't lethal. Luckily, humans aren't strong as us and exhaust much easily than us. That's good in a way so that they don't fight to kill. But just a drop - one drop will make any mare or stallion go crazy for sex. And if the said human sweats... You know what happens." Princess Celestia said, sticking her tongue out.

"Phil said he was 19... How old is that?" Fluttershy asked.

"He's just a few years younger than you." Princess Celestia said. "A curse may be placed on him that forced him to take a form as a foal. Don't be afraid if he does sweat. His body is still a pony, and not a human's. Remember that."

The princess looked at each shocked pony's face and remembered something.

"Oh, and be sure to take care of him with love!" Princess Celestia said. "Humans need a lot of care!"

Princess Luna's hoof went right over Phil and crashed right beside him. Phil was cowering and scrunched into a small ball to hope that the princess didn't wake. Surprisingly, she didn't move a muscle anymore.

Phil sighed in relief as he looked towards Princess Luna's face. She had an innocent face and seemed to snore a bit softly now. Phil couldn't help but stare. After a few seconds of staring, his mind kicked back in on the dire situation. He then decided to get up, but his back hit something furry.

Princess Luna's arm.

He was trapped.

"How did the hell..." Phil though as he looked above him.

The princess's arm was just now a few centimeters away as Phil tried to best to squeeze down to not get touched.

"Please don't touch me, please don't touch me..." Phil muttered in his thoughts.

Discord wore a worker's outfit with a pickaxe in his hands. He lifted the axe and began to work on a decently sized stone. Wiping sweat of his brow, Discord took a hat off and bowed his head.

"Rest in peace, Phil." he said.

A shabby tombstone laid at the foot of the door as Discord snapped his fingers for a bouquet of flowers.