WARNING!!! This chapter contains just about all of the same content as the original chapter, with the addition of straight sex, dragon sex, and a different a kind of transformation. If you do not like this content, then leave and never return. If you do not know what content the first chapter had, then leave, and don’t return until you’ve read it. Otherwise you will know jack shit about what is going on here. Thank you.

My Little Pony: Friendship is Magic and all related characters belong to Hasbro. I do not claim to own these things in any way, shape, or form.

Wednesday, May 25
6:00 AM
Twilight Sparkle’s Bedroom

Twilight Sparkle rose up in her bed, stretching out her arms wide as she let out a yawn. Then she froze.

Wait… arms?

It was then that she remembered what had happened only yesterday. The spell, which turned Rainbow Dash into a creature that seemed part pony and part human (a mythical creature that walked solely on its hind legs.) Twilight, still a regular pony at the time, eating out the transformed and extremely horny Rainbow Dash. Twilight herself transforming into an anthropomorphic pony by the spell’s magic. She and Rainbow deciding to become… more than friends. The wild sex they had together in Twilight’s bed for hours before falling asleep in each other’s arms.

She smiled and looked down at the still sleeping Dash. How beautiful she looked, how peaceful. Twilight stroked a hoof through Dashy’s hair lovingly. Then, after quickly pecking Rainbow’s cheek with a kiss, Twilight climbed out of bed and went down to fix breakfast. In her sleep, Rainbow Dash smiled.

7:30 AM
Twilight’s Kitchen

As Twilight finished setting up a big breakfast for her and Dash, (she figured their new bodies would need a lot more to keep them running. Also, they had forgotten about eating dinner in their excitement…) a certain, curvaceous cyan pegasus anthro walked into the kitchen, rubbing her eyes and yawning loudly.

Twilight chuckled to herself, then said in a loving tone, “Morning, sleeping beauty!”

Dash laughed in return, responding, “Morning Twi…” She sniffed the air, adding, “Smells good in here. Any of that for me?”

“You know it! Dig in!”

“Oh… you’re too good to me.”

As they said and ate their fill, something nagged at the back of Rainbow’s mind. Like they were forgetting something. Something…

Then it hit her.

“Hey… Where’s Spike? I’m surprised he wasn’t gawking at us yesterday.”

Twilight stopped eating, a concerned look on her face. “You’re right. I haven’t seen him since I asked him to clean up those dictionaries when you showed up.”

Both ponies stared at one another, until it was silently agreed that they should look for him.

8:00 AM
Back Section of the Library

After searching for some time, they found him in the last place they thought to look: right where Twilight had left him.

After he had picked up the books, he had evidently decided to take a nap. In natural, Spike-fashion, he had slept through everything that had transpired the day before, and was still snoring peacefully on the floor.

“Aw… He looks so cute,” Twilight couldn’t help but gush.

“Hmm… I wonder… What would Spike be like after the spell?” Rainbow mused with a mischievous grin.

“Well… maybe we’ll find out. But first… let’s have a little… fun with him.” Twilight now wore the same grin as her beloved Dashy.

With that, Twi began to nudge her dear assistant, crooning softly, “Spike. Oh Spike! Spi-ike, I have something to show you!”

Finally, the young dragon awoke, rose with a yawn, and laid eyes upon the two ponies.

“Hey, guys, what’s goin’ on? Sorry I dozed off. How long was I-”

He stopped and stared as his still sleepy mind began to work out what it was seeing.

Two of his friends stood before him as giant, bipedal, and downright SEXY versions of themselves.

“What do you think, Spikey? Wanna tap this ass?” asked Twilight teasingly, turning to show off her cushion-like rear.

“Or maybe you’d like to give these babies a squeeze? How about it, big dragon?” At this Rainbow began to bend over, squeezing together her big, round titties.

First Spike blushed. Then his eyes bulged out a bit. Then his jaw dropped, tongue dangling out. And finally, with a slight nosebleed, he fainted.

“Well,” stated Rainbow as Twilight lifted the smiling, unconscious little dragon over her shoulder. “I think he took that well.”

8:30 AM
Main Section of the Library

When Spike came to, after several minutes of lying on the ground drooling and muttering through his coma, Twilight and Rainbow were sitting on a couch facing him.

“Sorry about that, Spike,” Rainbow said with a little laugh.

“We were just having some with at your expense. Sorry we got you all worked up like that,” Twilight added thoughtfully.

“It’s… alright guys. It’s just that… you guys… you look so… so…” Spike seemed to be struggling to get the word out.

Rainbow and Twilight looked at each other. What was he going to say? That they looked weird? Neither could guess.

Finally, Spike spit it out. “You guys look HOT!”

Twi and Dash stared at the little dragon for a moment, then busted out laughing.

After they calmed down, they gave Spike a brief summary of what he missed while asleep. They left out the bits about them having sex and all, (wouldn’t want to make the poor guy pass out again!) but did hint that they had grown attracted to one another.

“Wow… that’s amazing!” Spike said as they finished their tale. “So… what are you going to do now?”

Then Spike blushed, looking from them, then to his crotch. He quickly covered up his dragonhood, obviously getting ideas about what their plans might be.

Again the two anthro ponies shared a glance. It had crossed both of their minds briefly that they could turn Spike into an anthro dragon and have some fun with him and his… male parts. But… Neither of them felt entirely comfortable with that. They liked Spike… but not like that, not like they liked each other.

“Don’t worry, big guy, we aren’t going to rape you or anything,” Dash assured him with a kind smile.

“Although, if you were interested in seeing the spells effects for yourself, then that would be a different story,” Twilight offered.

Spike thought it over for a moment, then seemed to make up his mind.

“Alright… I’m in!”

9:25 AM

As the glow died down abruptly, Spike stood uncertainly for a moment.

“So uh… now what?” he asked, looking himself over.

“Just give it a moment, it’ll come.”

Then, Spike’s height began to rapidly increase. He felt bones and muscles cracking and shifting beneath his quickly spreading scales. He grew to about double his normal height, standing now at about four feet tall. His arms, legs, and tail became longer, but otherwise stayed the same. His slight pot-belly shrank inward, and was replaced by the beginnings of abs. Basically, he just looked like a taller, slightly more muscular version of himself.

One big difference, however, was his cock. On its own it wasn’t too impressive, but proportionate to the rest of his body, it was notably long.

Twilight and Rainbow Dash looked at his new form and nodded. Honestly, they hadn’t expected much. Spike already spent his time walking on two legs. He already had arms. And most importantly: he was still technically a baby dragon (Of course, he was only slightly younger than Twilight, but dragons, due to their long lifespan, age pretty slowly. So yeah…)

“So… what do you guys think?” Spike asked, just the slightest bit nervously.

“Not too bad, if I don’t say so myself,” Twilight stated calmly.

“Lookin’ good, Spike, lookin’ real good. Not my type, but yeah…” Rainbow Dash commented, only somewhat jokingly.

“Man…” Spike murmured as he gazed at himself in a mirror. “I wonder what Rarity would look like as an anthro…”

At that, Twilight and Rainbow turned and looked at each other. They both knew what the other thought, and smiled mischievously. This… was about to get interesting.

9:50 AM
Rarity’s Bedroom

Rarity slept in her bed, dreaming peacefully, blissfully unaware of the two anthro ponies who had just teleported into her bedroom. They knew Rarity loved sleeping in on her days off, that she needed her ‘beauty sleep.’ They just hoped that she wouldn’t mind if they borrowed her for a moment.

“You sure this is a good idea?” Rainbow whispered to Twilight. “She might not like it like we do…”

Suddenly, Rarity gave out a soft moan through her sleep.

“Oh, Spike! Yes, that’s the spot! Oh, who knew my little Spikey Wikey had such a big, hard… mmm, yes, fill me, Spike darling, fill me up!” she moaned lustily in her dreams.

“Yeah… something tells me she won’t mind too much…” Twilight responded with a grin. And with that, she first sparked her anthro spell, and once that finished, she began a teleportation spell, just as Rarity began to awake from her wet dream.

10:00 AM
Twilight’s Library

As Rarity rubbed the sleep from her eyes, wondering what had just woken her from her beauty sleep, the transformation spell was just about finished.

Twilight and Rainbow gawked at Rarity’s new form, utterly amazed at what they saw.

Rarity was about Rainbow Dash’s height. She shared the same common features the other two anthro ponies had. Other than that, she was vastly… different.

Her breasts were each about twice the size of Rainbow’s. Her plush ass put Twilight’s to shame. And with her wasp-thin waist added in, it was evident that she was blessed with a perfect hourglass figure.

Dash’s wings poofed out into a massive wing-boner, while Twilight was trying to keep down the urge to horn-gasm. Both couldn’t help but find her drop-dead HOT-ASS!

Rarity looked at her two friends in amazement. “Oh, please tell I’m still dreaming…” she muttered, gazing uncertainly at the two freakish, yet somewhat arousing creatures before her.

Twilight shook out of her stupor, and answered in a level and controlled tone, “No, Rarity. This is quite real, amazing as it seems. And, if you’ll simply look down, I think you’ll find it even more real for you.”

“What are you-” Rarity began, then stopped as she saw the mounds of boob on her chest. Stunned, she reached out and poked one, then gasped at the pleasure that shot through her from the touch.

“I… I demand… th-that you turn me back this instant, Twilight Sparkle!” she demanded indignantly, blushing furiously. “You… you’ve turned me into… into a freak, and I will NOT stand for it!”

“Well, well! Someone didn’t wake up well I see,” Rainbow Dash mused playfully. “A shame. I guess we can’t show her that little ‘surprise,’ eh, Twilight?”

“What in the name of Celestia are you blabbering about now?” Rarity pouted angrily.

Then, she felt someone tugging gently at her hair, trying to get her attention. She spun around, looked down, and saw…

Spike. Taller, stronger, and… bigger! (hint, hint!)

“Uh… hey, Rarity. You look…” Spike said shyly, looking up into the startled anthro’s eyes. “Amazing!”

“…” Rarity just stared for a moment. Stared at Spike. Stared at his…

“Oh, no you don’t,” Rarity said, turning to the other two. “You are not, I repeat, NOT, getting me and him to… to…” She shuttered at the apparent thought of it.

Twi and Dash glanced at each other, and Dash began to do a brilliant (at least in her mind it was) impression of Rarity dreaming earlier.

Rarity blushed deeply. “That… that was different! That was a… a dream! I would never… ever… have my way with him in the real world! We’re… we’re incompatible! We’re different species! We…” At this point, she seemed at a loss for words, and just began gesturing wildly with her arms and spouting out angry bits of gibberish.

Spike seemed crestfallen. Tears began welling up in his draconic eyes. Twilight couldn’t stand to see him like this, and was very angry at Rarity for treating her assistant that way. So, she grabbed her book, quickly flipped to a certain page, and casted a different kind of transformation spell on the ‘sophisticated’ mare.

Nopony messed with Twilight’s assistant like that. Not even Rarity.

10:45 AM

“Wh-what do you think you’re doing to me?!” Rarity sputtered, frightened and angry at her friend’s behavior. She could tell from the feelings burning through her that she was not being turned back, and she did not like the idea of being made into even more of a freak.

Twilight just stood with her arms crossed, a dark and stormy look in her eyes, and a grim smile upon her face.

“Uh, Twi? What are you-”

“Trust me, Dashy. This will be just fine. I’m just giving this little bitch a little attitude adjustment. She deserves this so much right now!”

Rarity felt like there was a fire being lit in her chest. A strangely… this felt normal to her. She could feel powerful muscles bulging up in her arms, legs, and abdomen. She could feel her fine, silky coat being turned into a skin of hard, smooth scales. She could feel her brilliantly groomed mane falling out, only to be replaced by a pair of long, curving purple horns. She could even feel her solid hooves breaking and splitting into razor-sharp claws, her beautiful tail become long and reptilian, and her delicate muzzle stretch out and fill with teeth strong enough to crush even the hardest of stones.

But oddly, she didn’t care. She was filled with a feeling of confidence, of power, of calm.

She felt… like a dragoness.

She had grown an extra three or four feet in the process, and her curves seemed to be even more extreme than before.

And then… it came.

A feeling… different from the others.

A need… a need that drowned out all else.

A thought… one single thought, played over and over through her mind.

‘Fuck.’
‘Fuck!’
‘FUCK!’
‘FUCKFUCKFUCKFUCKFUCKFUCKFUCKFUCK!!!!!’

Twilight had no way of knowing this, but this was a very, VERY special time of year for female dragons. It was the time of year that they went into heat. And when a dragoness goes into heat… oh, do they go into heat…

Dragon Rarity dropped to her knees, rubbing her massive boobs with one claw, attempting desperately to work her pussy with the other. And through it all, she moaned and sighed in pure, gleeful ecstasy.

The scent of her in heat sparked something in Spike.

You see, there is more than way to get a young dragon to grow rapidly. Greed is one way, a way that lacks any sort of control. But another, slightly better way was lust. You see, when a female dragon goes into heat, and there are no ADULT males around to please her, any young male dragon who is not her own may rapidly age to their teenage years in order to help satisfy her intense urges.

And that’s just what happened to Spike.

Immediately, Spike shot up in height, stopping once he was chest level with Rarity standing. His beginning muscles bulged up impressively, making him look ripped and powerful. And his cock… that thing grew nice and big… just right for a sex-craved dragoness.

Rarity momentarily blinked through heat-induced fuck-trance to gaze at Spike’s new form. “Spikey… you… I never realized you were… SUCH A HUNK!!!”

And with that, the massive anthro dragon woman pounced upon the smaller anthro dragon boy, and began the process of making him into a dragon man!

Twilight and Rainbow could only watch in awe at the beauty of nature as the two dragons fucked in the middle of the library, grinding their powerful hips together, rocking the entire tree with each thrust, and dribbling sex-juices EVERYWHERE!

Finally, it seemed they were done after one massive orgasm. They sat, his cock in her vag, both panting and smiling lovingly at one another. And then…

They started doing it all over again.

“Damn!” Rainbow exclaimed, impressed at how fast both recovered from that first pounding. “How long are they gonna be at this?!”

“Well…” Twilight said, blushing slightly (she honestly hadn’t expected it to go this far. Not that she wasn’t pleased with the results mind you…) “I did read once that when mating under certain conditions, such as when the female is in heat, the male dragon can go about five rounds before tiring.”

“Wow… so uh… you wanna…” at this, Dash made some humping motions, “you know… until they’re done?”

“Sure! I mean, only four more round to go… er…” Twilight looked over at the two as Rarity let out a joyful scream of pleasure. “Make that three rounds. Anyway, they’ll be over soon I guess, so why not?”

1:00 PM

The dragons somehow managed to go for a total of twelve rounds before Spike finally passed out from fucking.

Twilight looked around her library. Books were knocked of their shelves by the shaking. Cum and other fluids covered the floor, some of the walls, and even some of the ceiling, somehow. But seeing that grin on Spike’s face made it all worth it.

Rarity was still conscious after all that fucking, although it was obvious that she had calmed down. She was glancing at Twilight, blushing, obviously embarrassed.

“Um… Twilight darling? I… wanted to apologize for my behavior earlier. It just… wasn’t right of me to lash out like that. Please, forgive me?”

Sure. The ten foot tall dragoness is asking a five foot tall pony to forgive her…

“Yes, Rarity,” Twilight said with a friendly laugh. “I forgive you! How could I not, after you made Spike so happy? Damn you two fucked hard! He must really have knocked that heat out of you!”

“Er… about that. My erm… predicament passed after about say… round three? After that, we just… we didn’t really want to stop.”

They both stared at one another somewhat awkwardly, then busted out laughing.

As the laughter died down, Rarity looked down at Twilight and asked, very politely, “Could you… do me a little favor? I would like to turn back to a pony… not a normal pony mind you, but… that other thing. And… I would also like to see… Spike as a stallion, if you wouldn’t mind. I think now I could bed him as a dragon in my normal state, but… I want to try him out in a different way first.”

Twilight smiled, then went to fetch her book.

Just like how she and Rainbow had found each other through that special little book, so it seemed that now Rarity and Spike had finally been brought together.

Things were going to change in Ponyville. In a very, VERY big way, it would seem.

TO BE CONTINUED!!!

Thanks for reading on! Stay tuned for more anthro adventures!

What’s in the next chapter you ask?

Want a sneak peek?

Well too bad, I’m not doing it.

…

Okay fine, spoiler alert below.

You asked for it. Next chapter will include:

Fluttershy, Pinkie Pie, and Futa!

Now go away.

Author's Note

Well, so far so good. Wish me luck. My procrastination is starting to kick in, so it might be awhile before the next chapter comes out. So... sit tight, stay calm and clop on!