Chapter 1

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“Okay, Twi. We’re all here. What’s the big emergency?” Applejack asked as the six of them sat on their thrones in the map room.

Twilight levitated a piece of parchment up. “I only just found this among my other letters. It’s an urgent message from Trixie.”

“What could she have to say that’s so urgent that we had to come here so late at night?” Rainbow Dash grunted, folding her forehooves. "There's an Everfree storm happening in a few minutes, Twilight. You'd better let us bunk here for the night and next couple days, til it blow over."

"I'm sure Twilight is well aware of the weather, Rainbow Dash," Rarity said, huffing. "And I'm sure she would be perfectly willing to over a room, despite your rude behavior."

“Dear Twilight Sparkle,” Twilight read to stop the fight before it started. “I'm writing because you mentioned in one of yours letter a pony named Starlight Glimmer.”

This seemed to grab all their attention, even Rainbow was now staring wide eyed, wanting know why Trixie would start a letter with that.

“What does she say, darling?” Rarity asked, fidgeting as she remembered the feeling of the Cutie Marks Starlight had enforced upon them.

“She says that she spotted a pony who vaguely matched my description of Starlight Glimmer in Saddle Arabia, though she couldn’t see her Cutie Mark.”

“Well, seeing as Starlight fooled all those ponies into think she didn’t have her Cutie Mark, just like them, couldn’t she have hidden it from Trixie, too?” Fluttershy asked quietly.

“My thoughts exactly, Fluttershy,” Twilight nodded, before looking back at the letter. “There is something odd, though.”

“Ooh, ooh, ooh!” Pinkie cried, her hoof raised and bouncing in her seat. “Is it that Trixie’s letter smells of bubblegum? Or is it that she didn’t tell you in person? Or maybe—?”

“According to the sending date, Trixie only sent this letter today.”

Everypony blinked, confusion on their faces.

“Ah know the post is reliable,” Applejack said slowly, “but Ah know it ain’t that fast a letter from Saddle Arabia could get ta Ponyville in less than a day.”

“Yeah,” Dash said, raising an eyebrow. “She’d have had to have been really close to send it and it reach you that quick.”

“Or maybe she is right here.”

There was a flash of red light and suddenly Trixie was standing on the table of the map.

Everypony jumped in surprise, before Pinkie cheered, “Good one, Trixie!”

“Thank you, whelp,” Trixie sneered. “You are right to give Trixie praise. It was easy to fool Twilight Sparkle. Trixie knew if she mentioned that Starlight Glimmer, Sparkle would ignore all other senses of reason.”

“Whelp?” Pinkie cocked an eyebrow. “I’m not a whelp, I’m a pony.”

“F-fool?” Fluttershy whimpered.

“Sweet Celestia!” Applejack cried, leaping up to the top of her throne, her eyes wide. “Look around her neck!”

Before anypony could do as advised, they were each grabbed and held in a red aura and moved to all face Trixie.

“Oh no,” Twilight gasped, her eyes falling on the red jewel around the unicorn’s neck. “Trixie, what are you doing with the Alicorn Amulet?!”

“Taking what is rightfully mine, Sparkle!” she growled, before they were all consumed in a flash of red light. When it faded, they were inside Twilight’s bedroom.

“Wh-what’s she going to do to us?” Fluttershy whimpered, holding onto Rarity.

“So this is your new room, Sparkle?” Trixie asked, looking around at the velvet curtains and lush four poster bed in annoyance. “This is too good for you.”

“Trixie, what in the hay is wrong with you?” Rainbow Dash shouted, struggling against her magical binds. “I thought you and Twilight were tight now.”

“Tight?” Trixie snarled, stepping towards the bound Pegasus. “Sending Trixie letters, telling her how wonderful her life as a princess is? About how she is happy with all her friends, living cusy lives here in Ponyville, whilst Trixie has to struggle to make sure she gets three meals a day?!”

“Uh... I guess?” Dash asked nervously.

Trixie stomped a hoof, then moved away until she was at the bed. “Trixie is tired of being out-shadowed by you, Sparkle.” She turned and glared at the other ponies as well. “All of you! There is nothing you do that another pony couldn’t; that Trixie couldn’t do if she barely tried! But while Trixie is shunned for trying her hardest and not doing it right, you all barely lift a hoof and all of Equestria treats you like Gods!”

“Really? You mean ponies have made temples to worship us?” Pinkie asked.

“Not helping, Pinkie!” Applejack and Rainbow said in unison.

Trixie sneered. “So, since Trixie can’t be praised for her own skills, she will be praised for being the mother of the six most famous mares in Equestria.”

It took several moments before Rainbow, Pinkie and Applejack burst out laughing.

“Be my mother?” Dash cackled, wishing she could shake her head. “Yeah, right.”

“Just cos Ah ain’t got a livin’ mama no more don’t mean I’m gonna let you be mine, Trixie,” Applejack chortled.

“Plus, how can you be our momma when we’ve already got mommas?” Pinkie asked, somehow cocking her head despite the magic holding her. “We’re not even related. You’d need to have popped us out of your putter to be our momma.”

Trixie’s sneer grew deeper. “Trixie knows.”

Those two words stopped the cheery mood that had just risen, for an eerie chill to fill the room.

“Wh-what exactly do you mean, darling?” Rarity stuttered, uncertainty in her eyes.

Trixie’s horn flared, red magic flashing forward and engulfing the six mares. Their eyes all widened in horror as they began shrinking.

They were getting younger. They each squirmed in vain as their manes grew shorter, their hooves got smaller and their Cutie Marks disappeared.

“Momma Trixie will teach all her little whelps how to truly be Great and Powerful,” she said, wearing an evil grin.

Once they’d all shrunken down to the age she wanted them to be, she sealed them all in a bubble of red magic, all aside from the pink one, who’s mane and tail had gone flat as she flailed in Trixie’s grasp.

“Twixie!” Twilight cried, staring at her hooves in horror. “What haw yoo done?!”

Trixie glanced up at her, frowning slightly. “Hmm. You should not be able to talk.” She shrugged. “Maybe once you are reborn you will speak like normal foals.”

All their hearts stopped for a moment at that last word, Pinkie even went still, her eyes wide.

“We-webown?” Fluttershy trembled. “Wh-what does she mean?”

Trixie smirked. “Let Momma Trixie show you.”

She walked towards Twilight bed and propped herself up on her forelegs, exposing her marehood to them.

They all cocked their heads in confusion, until she levitated Pinkie Pie over, turned her around to face her friend, them brought her to her marehood’s lips.

Pinkie Pie cried out in horror as she felt her hind legs pulled by a sucking force, before she felt them sinking into the mare behind her.

All the girls screamed as they realized what Trixie was going to do.

“Don’t worry, little whelps,” she said as Pinkie reached half way inside of her, staring over her shoulder at the unicorn in utter horror, “it’s nice and cozy inside Momma Trixie’s belly.”

“Pinkie!” the other cried, as their friend looked back at them with pleading eyes as her face disappeared between Trixie’s folds.

Trixie shivered as her belly grew out a bit once the pink pony had settled inside of her. “Trixie hopes it feels just as good on the way back out.”

Rarity fell to her stomach on the bottom of the magic bubble and began to wail for Pinkie Pie. Applejack just stared in horror. Fluttershy was trying desperately to dig through the magic bubble. Twilight stared at Trixie, trying to fathom why she just did that. And Rainbow Dash... was sucking on her hoof?

Applejack and Twilight, the only two managing to keep a little sense, looked to her, wondering why she was so calm.

“Whoops,” Trixie said, grinning. “I think I regressed that one’s mind as well as her body. Oh, well. It’s not like she’d have still had it after she’s born.”

“What?” they both cried, joined by Fluttershy. Rarity was still wailing like a real foal, banging her front and back hooves against the bubble.

Trixie scowled. “Argh! I can’t take that noise anymore!”

Rarity sank through the bubble, coming out held in Trixie’s magic and was pulled over, before she was thrust head-first into the folds that had taken Pinkie.

The three friends stared in horror whilst Rainbow took to sucking on Applejack’s Stetson, as they watched Rarity’s flailing back legs, hearing her terrified wails as Trixie’s inner walls pulled her in.

She repeated this with Fluttershy, letting her watch as her friends faded from her sight before Trixie’s fold consumed her head. Applejack soon followed, going in head first whilst Twilight had no choice but to watch as her friend vanished into Trixie, all the while Rainbow sucked upon the Alicorn’s tail.

"Wiggly little hooves are suck fun!" Trixie moaned as Applejack's legs flailed around as she was pulled deeper into her folds.

Of all the days for Spike to be having a sleepover at Scootaloo’s house with the other Cutie Mark Crusders! Twilight thought frantically as Rainbow was pulled out of the bubble and carried over to Trixie’s waiting lower lips. If only he was here, he could warn the princesses and they could save us!

Once Rainbow Dash had vanished head-first into Trixie, having put up no fight due to her foal mind not understanding, the bubble popped and Trixie pulled Twilight over in her magic.

“You, I saved for last, Princess Sparkle,” she sneered.

“T-Twixie, peash...” the Alicorn foal begged, tears streaming down her face. “D-don’t do dis. I tought we wewe fwiends.”

Trixie gave a warm small, lifting a hoof and holding the trembling foal’s chin. “We’re more than just friends, Twilight Sparkle.” She turned around so that her tail was facing the window, her now distended stomach laying comfortably on the mattress of Twilight’s... no, her bed. “We’re family.”

With that, Twilight was turned around and brought to Trixie’s lower lips, just like all her friends, her legs being sucked in at once. As she was pulled inwards and felt Trixie’s inner walls rising up her body, Twilight looked out at the Luna’s beautiful starry night sky being covered by dark storm clouds, fearing it would be the last time she ever saw in, before the sky vanished to be replaced by pink fleshy walls.

For a few moments Twilight traveled backward, seeing more fleshy pink wall moving away from her, before they closed off too by darkness.

At once Twilight could hear the panicked voices of Applejack and Fluttershy.

She lit her horn and glanced over her shoulder and saw her friends, all tightly packed into what she realized with horror was Trixie’s womb.

Pinkie Pie was laying on the bottom of the womb, sound asleep. Rarity was just next to her, her head facing Pinkie’s rear, lying on her back. Fluttershy’s back was pressed up against the wall of their fleshy prison, Applejack just in front of her, both looking equally terrified. Dash was asleep, like the first two, her mouth now sucking on Twilight tail, drool dripping down it.

“We-we godda get oudda hewe!” Twilight cried, pressing her front hooves against the barrier blocking off where she’d just come in from, but it was sealed tight.

A scream from Fluttershy, followed by Applejack made Twilight glance back again, only to wish she hadn’t as fear coursed through her little foal body.

Attached to Pinkie was what looked like a fleshy cord that attached to where her bellybutton was. Following it, Twilight saw it trailed down, coming up from the bottom of the fleshy floor.

It took a second for it to process through her already panicked mind. It was an umbilical cord! Trixie seriously meant to become their mother, biologically, by giving birth to them.

She and the other two cried out as they saw another fleshy cord spring out from the floor, fling over to Rarity and attach to where her bellybutton was, blending into her flesh so seamlessly that you wouldn’t have known unless you’d watched it happen, which they just had.

Fluttershy and Twilight almost deafened Applejack as a cord shot up and connected to Rainbow Dash.

“No, no, no, no, no!” Fluttershy sobbed, before wailing as she saw another cord shoot up, it ends turning towards her. “I do’ wan’ Twixie as my mommy!”

The cord shot forward, merging to Fluttershy. The foal wailed for a few more moments... before she closed her eyes and fell asleep.

“Twi!” Applejack cried in alarm as another cord shot out and slowly turned to her. “Tewepow us out, now!”

Twilight lit her horn, preparing the spell she could use almost like second nature these days, only for her eyes to widen in horror. Her magic wouldn’t do more than light her horn. Something was blocking it.

“I can’!” she wailed, shortly followed by Applejack’s wail as the cord shot out, connecting to her and merging with her, before the Earth foal’s eyes drooped and she joined the other four in sleep.

Twilight turned to the floor as she saw a sixth and final cord shoot up and turn to face her. it shot forward, but Twilight had enough room to move just far enough to her right to avoid it reaching her bellybutton.

Her victory was very short-lived, however, as she ended up pressing herself right against the walls that held her and the now five sisters prisoner.

The cord shot back before she could readjust her position, latching onto the spot where her bellybutton was.

Twilight eyes widened in horror and she shuddered as she felt it merging with her flesh, binding her to Trixie, making the unicorn her new mother.

Unlike her friends, as an Alicorn, Twilight was more in tune with magic, being the Bearer of its Element and all and felt her magic becoming one with the mare within whom she was now trapped.

She shudder as she realized she could feel Trixie's magic within the mare’s body flowing around her, could feel Trixie’s heartbeat and that she was losing consciousness.

“Cewestia...” she murmured as her eyes closed and she drifted to sleep along with her new sisters, “hewp us...”

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Trixie sighed as she felt Twilight Sparkle enter her womb and rubbed her belly gently, a warm smile on her face. Soon she would be a mother and have six Great and Powerful daughters.

She giggled as she felt a heavy thump against the entrance to her womb. “Not yet, my little Sparkle. You aren’t ready to leave Momma yet.”

After a few moments she could sense the presence of six heartbeats in time with her own. Her six daughters were now connected to her. All she had to do was wait until morning and she would give birth.

Settling down on the bed, Trixie closed her eyes and drifted off to sleep, to dream of the new family she would have when she awoke.

As she slept and her body adapted to care for foals, her teats filling with milk to feed her young, however, something Trixie had not anticipated occurred within her.

Though Twilight now slept, her memories of her past life fading away like a dream, her magic and Trixie’s started to become one. But, the pure Alicorn magic within Twilight Sparkle’s little foal body, sensed something wrong with Trixie’s magic. Something else was trying to merge with the Alicorn along with Trixie’s magic.

It sensed this magic would harm both Twilight, her new mother and the five other lives now relying on the body that housed them.

Sensing this, Twilight’s Alicorn magic lashed out, seeking the core of Trixie, her true magic. Once it found it, it surged into it. The surge spread throughout Trixie’s body, shielding all but her mind and irises from the foreign magic’s effects.

As Trixie slept and the true Alicorn magic merged with her own, her body glowed with a fierce white light. When it faded, no longer did a now heavily pregnant unicorn sleep on that bed. Instead, rested a light-blue Alicorn, with light-blue feathered wings.

Within Trixie’s womb, her new Alicorn magic washed over the six infants sleeping soundly. They too glowed with light, changing as had their new mother, while also providing them with the energy to keep them safe without the natural fluids a womb would normally produce when a mare was with foal.

Author's Note

*shudders*

Seriously, even thinking about this was creepy, but writing it?

*shudders again*

So, Trixie is now the Mane Six's mother and she'll give birth to them in the morning. Wonder how she'll react to the little surprise one of her daughter's has unintentionally given her.