“Uh huh… Yeah… Great. Thanks,” Twilight said, as she hung up the phone. She sighed as her friends looked at her, wanting an explanation. “Cadence will help us, but she can’t be here until tonight.”

“Didn’t you explain what’s happening here?!” Rainbow yelled wildly, “We have students becoming some kind of sexualized models or something. We need help.”

Twilight looked down and said, “Cadence is busy in a meeting with Cinch. Apparently, the Friendship Games caused a bit of a commotion, and Cinch isn’t making things any better. She’s trying to discredit us, like usual.”

“Maybe we should save one of those items and give it to Meanie Cinch as a farewell present,” Pinkie said, as she laughed a bit evilly.

Rarity rubbed her temple while saying, “Fluttershy, dear?”

“Yes, comrade Rarity?” Fluttershy said, as she turned to face her friend. Her outfit squeaking with every move she made.

“Hit Pinkie on the head.”

“Understood,” she said as she walked over to Pinkie.

Pinkie gave a weak laugh as she put on some glasses and said, “You wouldn’t hit a girl with glasses would you?” Fluttershy took the glasses off with one hand and smash Pinkie upside the head with the other. She then place the glasses back on Pinkie’s face.

“Sorry, comrade,” Fluttershy said, before turning to and saluting Rarity.

“Thank you,” Rarity said, “And Pinkie, that’s a horrible idea.”

“Why? We could give her one of those things, and Crystal Prep will have a nicer and better principal,” Pinkie said, “Besides, it might make the school a bit more fun as well.”

Everyone groaned as Rarity calmy said, “Be that as it may, we can’t just use these things on whoever we want. And even if we could, we don’t know what could happen to them.”

Pinkie pouted and said, “We could have her hold it for a few minutes.”

“Does Fluttershy need to smack you again?” Rarity sternly asked.

Pinkie took a step back and said, “We could just let her hold it for a-”

“You finish that sentence, and I’ll be the one to hit you,” Rainbow menacingly said, as she shook her fist at the bubblegum girl.

The girl in turn sagged her shoulders in defeat and said, “I just wanted to help the Shadowbolts.”

Rarity sighed, rubbing her temples, and said, “I know, Pinkie, but we can’t do that. No matter how much she deserves it... but back to the matter at hand. We need to find out where this party is while we for wait for Dean Cadance.”

“Then, we’ll be searching in organized groups, comrade?” Fluttershy questioned her friend.

“Unfortunately, that’s not an option. With Applejack’s recent… change, we’ll need to search in larger groups,” Rarity said, sighing and shaking her head.

“I didn’t mean to leave Applejack,” Pinkie said, her eyes watering a bit. She felt something wrap around her shoulders and pull her against a warm wall. Looking up, she saw that Applejack was hugging her.

“It’s okay, dear. We will find a way to reverse these changes,” Applejewel said softly, “Now, dry those eyes and give us a smile.”

Pinkie rubs her eyes and quietly said, “Ok.” She then showed a shaky smile, but a smile none the less.

Applejewel smiled and said, “Now, there is the adorable party girl we all know and love.”

“Can we skip the sappyness? We still need to find out where this party is and all that,” Rainbow said tiredly, as she looked away from the touching scene.

“Rainbow and Rarity are totally right. We need bigger groups for this,” Sunset said, as she threw her hands up in the air causing her breasts to jiggle.

Twilight rubbed her eyes and said, “Sunset, please don’t jump around too much. We need to find out now. So, who do we go with?”

Everyone looked at each other, sizing them up as Pinkie wrote something down on a piece of paper. Pinkie waved said paper around and said, “I know what to do.”

“It’s a party, right?” Rainbow sarcastically asked.

Pinkie has a big smile as she showed her rainbow haired friend the paper. Rainbow’s face went from annoyed to thoughtful as she read what was on the paper. “This isn’t that bad of an idea, Pinkie.”

“Thanks.”

“What’s it say?” Barb asked, with her head tilted cutely.

“We should split into two groups of four and ask anyone if they heard about this party,” Rainbow said, as if it was the most obvious thing. “We have Pinkie, Rarity, Applejack-”

“Please call me Applejewel,” the former country girl said, with her arms crossed over her bountiful chest.

Rainbow rolled her eyes and said, “...Whatever. Applejewel and Tennis as one team. Twilight, Sunset, Fluttershy, and me will be the other team.”

“What about me? Don’t I get to help?” Barb asked, looking at Rainbow cutely.

Looking further down on the paper, Rainbow said, “We need you to guard those pom poms.”

“Aw, but why can’t I go with Sis? I don’t wanna be here watching some dumb pom poms,” Barb said, crossing her arms and pouting.

Twilight grabbed both of her shoulders and gently turned Barb to face her. “Spik-… I mean Barb, can you please stay here and watch over them?”

“But I don’t want to stay here. I want to help you big sis,” Barb said, stomping her foot.

“Barb, it’s really important that those things don’t leave this room. Please... for me?” Twilight asked, looking her little sister in the eyes.

Barb was about to complain again, but saw the sincerity in her eyes. With a sigh, Barb muttered with a pout, “...I’ll stay with the lame-o pom poms. But that doesn’t, like, mean I’ll like it, Sis!”

Twilight had a small smile and said, “I don’t expect you to,” and gave Barb a light hug.

Barb muttered, “Just get back here soon, ok?”

Twilight nodded as she released the hug and turned towards her friends saying, “Okay, should we get going?”

Fluttershy shook her head as she said, “I’m sorry, but we can’t follow through with our plan.”

Everyone looked confused as Rainbow asked, “Ok, why can’t we go?”

“We’re missing our comrade, Tennis Match.”

“WWWHHAAATTTT?” Rainbow screamed.

“We’re missing our-”

“I know what you said. How long has she been gone?!” Rainbow exclaimed.

“She’s been gone since early in your talking about your plan, so five minutes,” Fluttershy stated with an unnerving stare.

“Hey, we don’t have time to change it. Everyone, let’s get going!” Pinkie said, causing everyone began to leave the room. The only ones left in the room were Rainbow Dash and Barb.

“Shouldn’t you, like, get going? ...It’d be totally lame for the fastest girl in school to be left behind,” Barb stated, giggling.

Rainbow just nodded and sighed. As she walked out the door, Rainbow dryly said, “Great, plan’s already having to change before it even began. Why do I have a bad feeling about this?”

With Team PAR

“So, where should we start first?” Rarity asked, as they made they’re way down the hall.

Applejewel put her hand under her chin and said, “Well, we simply cannot go into any classroom for obvious reasons. The cafeteria is most likely closed and locked up. That just leaves the auditorium and the gym.” Applejewel shivered at the mention of the gymnasium.

“I doubt that there will be anything useful there, so let’s search the auditorium,” Rarity said, seeing Applejewel’s reaction to the word ‘gym’. Luckily, the auditorium wasn’t that far from them.

Opening the main door, the three girl team walked inside and saw that the large room was empty. They walked closer to the stage, to see if anyone was around.

“It would seem that no one’s here,” Rarity said, looking around. Pinkie seemed to be looking around every seat and corner, but found nothing. Applejewel stayed in the center aisle, glancing at anything of interest.

“Should we check in the back?” Applejewel asked, looking at the stage.

Pinkie started to bounce up the stairs as she said, “Well, why not? Someone may be in the back.” She then disappeared behind the curtain with Rarity and Applejewel following.

“Where does she get this energy from?” Applejewel asked with Rarity shrugging her shoulders. Rounding the corner, they bumped into Pinkie just standing there. “Why are you standing there, Pinkie?”

The pink haired girl didn’t answer but pointed straight ahead. Looking ahead, the two saw some kind of headband on the floor. Upon closer inspection, they saw the headband was black and white with a frilly design.

Applejewel looked at her friends and asked, “Is it possible that could be another item?”

“It’s possible. Why don’t you go over there and grab it?” Rarity said, sweeping her hands in an ‘after you’ gesture.

Applejewel shook her head and said, “If I pick it up, it may not affect me. I believe that one of you should do it.” She then pushed Pinkie and Rarity towards it saying, “If one of you pick it up, I will be able to get it off of you and stop it.”

Pinkie and Rarity stood about three feet away from the headband but didn’t move.The two looked at each other, then to the headband and back.

“You should get it, dear,” Rarity said.

“You’re the leader, so you should get it,” Pinkie said.

Rarity sighed and said, “Alright, since we can’t decide who will pick it up, we’ll flip a coin for it.” She opened her hand to show a quarter in her palm.

Pinkie looked at Rarity and said, “Where were you keeping that?”

“That’s not important. Now, pick.”

“Heads. Wait, I’m picking to not get picked, right?”

“Yes,” Rarity said, flipping the coin high into the air. The coin flipped in the air, which soon came crashing down to the floor. Both Pinkie and Rarity looked at the coin and saw that it landed on it’s side.

“How does that happen?” Rarity asked.

Pinkie shrugged and said, “I don’t know. To tell the truth, I would have expected that from me.”

“Let’s try this again,” Rarity grumbled, picking up the coin and flipping it again. The coin landed on it’s side again.

Rarity and Pinkie looked at each other and said at the same time, “Together then?” Pinkie shook her head and backed up a bit. “Fine, I’ll pick it up. You two better get it off of me if I start to change though,” Rarity said, glaring at the two girls.

The two nodded as they stood a few steps behind her. Rarity bent her knees as her hand hovered over the headband. Taking a deep breath, Rarity touches the band and lifts it off the floor. She closes her eyes, waiting for the transformation to happen or change of clothes.

“Is… Is anything happening?” Rarity asked, as her head was turned away. Rarity opened her eyes and looked down at herself to see that her clothes were still the same.

“Well, you still look the same, if that helps,” Pinkie said, squinting at Rarity. Pinkie didn’t see anything happening, and then, they heard a door open.

“Now, to get… Oh! Hello, Pinkie, Rarity. How are you?” a green haired girl with a red beret said.

“Hello, Watermelody,” Rarity said, waving to her. “What brings you here?”

The girl, Watermelody, used her arm to cover her eyes and dramatically said, “The fates were cruel. I was forced to return to our stage to seek a missing piece.”

Applejewel looked confused and asked, “What were you looking for?”

“For my quest, I’m searching for a missing head piece a fair maiden should have,” Watermelody said looking at the group with a bit of good natured drama. “What’s this I see? Is it the prize I’ve been searching for?”

Everyone looked at Rarity’s hand with the headband. Rarity held it towards her and said, “If you were looking for this, then here you go.”

She handed the headband to Watermelody, who happily accepted it. “I thank you, but I must be going. Fair thee well,” she said, leaving through the same door she entered in an equally playful dramatic flare.

The group was silent for a moment before Applejewel said, “That was certainly something.”

Rarity sighed, but nodded, saying, “That’s very true, but we should get back to search for… My word. Are these the new costumes for the next play?” Rarity walked over to a small rack of clothes and started to look through them.

Applejewel said, “I am sure we could look at… That looks like a darling design.” She soon joined Rarity by the clothing rack.

Pinkie could only stare as her friends fussed over some clothes and decided to walk out the door Watermelody came from. “Guess I’ll look around a bit more,” she said, skipping a bit. Looking to her right she saw Watermelody enter a classroom at the far end of the hall, so she decided to go to the left. Walking down the hall, Pinkie looked into a classroom through the door’s window.

She tried to open the door but found it to be locked. “Well, can’t look in there,” she said, turning around to walk away as she felt something at her foot. Looking down, Pinkie saw a plain black feather duster just laying on the ground. “What’s a duster doing here?” she said, bending down and grabbing it.

“Is this another prop? Maybe Watermelody dropped it,” Pinkie said, walking down the hall where she saw Watermelody go as the duster gave a faint glow. As she walked down the hall, her breasts begun to gain a bit more bounce with each step.

Unaware of her change, Pinkie started to wonder how Watermelody or any of the other drama kid could forget one of their props. Shrugging her shoulders, she continued walking as the magic in the duster started to slim her tummy, removing some of her excess pudge that her clothes hid from view.

As the changes in her body began, Pinkie’s once colorful clothes started to darken a little. Her baby blue and white shirt started to shrink and darken in color. Her white shirt’s neckline grew, showing a bit more skin.

Pinkie reached the door to the drama classroom and opened it as her breasts grew from a D cup to an E cup. Looking through the open door, Pinkie was greeted with an empty classroom, devoid of any students. “Maybe I should go back to Rarity and Applejewel,” she said a bit meekly, feeling a chill in the air from the silence.

Closing the door, she turned around as her skirt color started to change as the purple was growing darker and shorter. With her skirt growing shorter, her belt changed from a simple purple to a frilly white. With each step she took, her shoes shifted from the knee high boots she wore to simple work boots.

Walking towards the auditorium, Pinkie hummed a jolly tune as she noticed that the floors were dirty and the windows weren’t clean. “The janitor really needs to do a better job cleaning,” Pinkie said, feeling like she need to take care of it. She shook her head, walking past everything as her hair begun to lose it’s curliness.

As she walked, the dull thuds of her footsteps turned into soft yet sharp clicks of heels. Her pink socks stretched as they traveled up her legs, changing from regular cotton to white silk. The shirt she was wearing was shrinking, showing her midriff, as her E cup breast grew to perky F cups.

Still humming a little tune, Pinkie saw a dusty desk in an open classroom. Looking around, she saw that the whole room was messy. “This place is a mess. I’ll tell someone about it later,” Pinkie said quietly. She tried to walk away but the messy room annoyed her for some reason.

“Maybe I should straighten up a little,” she said, walking into the room. As she started to use the duster, her shirt stopped shrinking just below her her bouncing G cup breasts. With every little piece of furniture dusted, the neckline of her top grew showing more cleavage.

Moving some of the desks around, Pinkie’s shirt and skirt stopped changing it’s color from purple and white to dark black. With all the desks moved, Pinkie was able to dust everything as her hair grew longer and less currily.

“This is some hard work,” she said, as her breasts bounced and stretch her now-sleeveless tube top. Looking around, she saw that the room looked even messier than before, if that was possible, as her skirt reached her mid thighs.

Looking at the desk, she saw a potted plastic plant that had a fine layer of dust on it. Walking over as her high heels clicked loudly with her hips swaying and her breasts bouncing against her top. She used her duster to clean the plant as she looked at the room before her and said, “This will take a while, but I bet everyone will like having a cleaner room.” She then got a happy and pleased smile, giggling lightly at the thought of everyone praising her on all the hard work she’ll do. “I can’t wait to see the smiles on their faces when they see it.” She could feel her thighs getting a bit moist.

With the Fashion Duo

The two girls were arguing on what dresses fit each other and which didn’t. “I do not care what you say. That dress is not you,” Applejewel said, her arms crossed under her voluminous breasts as she wore a simple small black dress that was stretched to its limit.

“And I think that dress would look better on the floor,” Rarity said angrily, wearing a black feathered white cocktail dress. “I’ve been working on fashion my whole life and won’t be talked down to, even if you’re my friend.”

“You need to accept some friendly criticism, Rarity,” Applejewel said, looking at the other costumes and dresses. “I think you would look better in a dress like mine, instead of that stuffy little ensemble.”

“It’s better than your less is more style,” Rarity said, pointing at Applejewel’s overly tight dress. “Any one of my friends would say I can make anything better than that… thing. Isn’t that right, Pinkie?” There was no sound from their pink haired friend.

“Pinkie?” Rarity said, growing slightly worried as she turned around to see her friend gone. Turning back to Applejewel, Rarity asked, “Applejewel, where’s Pinkie?”

The former apple farmer grabbed Rarity’s shoulders and calmly said, “Rarity, just calm down. Pinkie probably went to the restroom, so let us not jump to any conclusions.”

Rarity started to calm down a bit, thinking that she was being a bit too dramatic. “Maybe you’re right, but I would feel better if we were to find her.”

Applejewel sighed, but silently agreed with her refined friend. “Let us go find Pinkie then.”

“Yes. Let’s go find our friend before something horrible happens to her,” Rarity said dramatically, “Who knows what could have happened to Pinkie?”

“What could have happen to me?” a quietly curious voice asked.

Rarity turned around and said, “Why, I’m talking about what could’ve happened to you Pinkie.” Turning around again, Rarity said, “We need to hurry. Who knows what …...happened to…” she turned back around and said, “Are you alright, Pinkie Piiiiiie?!” Quickly bringing the back of her palm to her face as she moaned, she couldn’t help but groan, “Not again...”

Before her was her friend Pinkie Pie, but her normal clothes were gone. The Pinkie in front of her was thinner and was wearing a black sleeveless tube top and small black skirt with a small white apron. She was also wearing white stockings, frilly cuffs and maid headdress, its frills matching the frills lining her outrageous maid outfit.

Pinkie tilts her head to the side, and quietly said, “...Umm… Sorry, did I do something wrong?”

“Yes, you did something wrong. You left us here, didn’t tell us where you went, and to top it off, you changed. OF COURSE YOU DID SOMETHING WRONG!!!” Rarity said, almost screaming the last part. Pinkie cringed at that and let loose a few tears.

Applejewel grabbed Rarity’s shoulder, turned to face her, and said, “Rarity, you need to calm down. Pinkie is already upset as it is.”

Rarity looked at Pinkie, who was openly crying. Rarity sighed and walked over to Pinkie, wrapping her arms around her newly changed friend. Stroking the pink haired girl’s head, Rarity quietly said, “I’m sorry, darling, but I was worried something horrible happened to you. I didn’t mean to yell at you.”

Pinkie, crying a little bit, looked at Rarity and said, “Y-You’re not mad at m-me?”

“No, I’m not mad at you. So, please stop crying for me, please?” Rarity said smiling.

“Uh-h-huh,” Pinkie said as she hugged Rarity close to her.

“It’s okay, Pinkie. I’m not maaaAAADDDD,” Rarity said as she was forced away from her pink haired friend. Rarity saw that Applejewel was pulling her away and yelled, “Applejewel, what’s gotten into you?”

“If I did not separate you, you could have shared the same predicament as Pinkie,” Applejewel said.

“What do you mean?” Rarity said angrily.

Applejewel pointed down a bit and said, “You started to change after you started hugging Pinkie.”

Looking down at her slightly larger D cup sized breasts and said, “What do you mean I started to change? That the most ridiculous thing… Wait... this is the same thing that happened to you and Rainbow Dash with the pom poms, isn’t it?”

Rarity saw Pinkie nod slowly as she finished wiping her eyes.

Rarity carefully said, “Well, I’ll just take your word for it. Maybe we should get the others?” She pulled out her phone… from somewhere and started to dial a number. “Rainbow, it’s Rarity. We need to meet up, NOW.”

With Team FRST

“Rarity, What’s wrong? …We need to meet up? …Ok, see you in a bit,” Rainbow said, as she put the phone away.

Everyone looked at her as Sunset asked, “Is everything totally ok? No ones, like, hurt, right?”

“I don’t know, but we need to head back to the music room.”

Fluttershy saluted her and said, “We should make haste then?”

“No, we need to run like our lives depend on it.”

It only took them a couple of minutes to reach the music room, but they made it. Opening the door, Rainbow panted and said, “Ok, Rarity, did you or anyone find anything?”

Rarity looked a bit uncomfortable as she said, “You… could say that….”

“You guys couldn’t of said ‘Hi’,” Barb said sarcastically.

“Hi, Barb. Sorry we’re being rude when everyone is changing!” She sighs to clear her head before shrugging apologetically to her. “Sorry. Just frustrated.”

Shaking her head, she turned back to Rarity. “Well, what did you find? We could use anything at this point,” Rainbow said tiredly. She looked around and saw Pinkie’s new appearance as she smiled uncertainly. “Oh, come on!”

Pinkie flinched but bowed and said, “I’m sorry, Dashie.”

Rainbow sighed and said, “It’s fine, but please tell me you found something.” She saw Rarity and Applejewel shake their heads negatively as she asked, “Then, what happened?”

Rarity said, “Well, we were in the auditorium when Pinkie just slipped away from us. Applejewel and I were a little… preoccupied.”

“You saw the clothing rack, didn’t you?”

Rarity blushed and turned her head, saying, “I couldn’t help it. Anyways, Pinkie came back a while later looking like this.” She waved her hand at the new Pinkie, who waves at them.

Rainbow threw her hands in the air and said, “Well, that’s just great. Pinkie changed, and we still don’t have any lead on this stupid party.” She then felt something wrap around her shoulders and pull her forward as she met a squishy wall.

“It’s ok, Dashie. Please don’t be mad,” Pinkie said, as she stroked Rainbow’s head.

Rainbow sighed as she said, “It’s ok, Pinkie. I just wish something could go our way for once.”

The door opens and a chipper voice said, “Hiya, everyone.”

“Well, Tennis’s back,” Barb said to Rainbow, “Does that count as something?”

Rainbow broke Pinkie’s hug and yelled, “This isn’t what I meant. Where did you go? ”

“You should chill, Dashie. I was out looking for the party,” Tennis said, blushing and straightening her bunny corset.

“Wait, really? Did you find anything?” Rainbow asked, gaining a hopeful look.

“Well, the one I asked was more than happy to help me,” Tennis said, smiling. “They proved to be good sources of information, though…” she paused, licking her lips, “...it took a while to get.”

“Well, what did you learn?”

“Well, I learned that the party will be here at seven pm tonight in the gym. I even told a few of them to meet me there,” Tennis said dreamily. Everyone looked at her with a few of the already transformed girls muttering, “Lucky bitch.”

Rainbow said, “Ok, girls. We know where and when the party is, so now we just have to wait for Dean Cadance and the party. Our job is to get any items away from everyone and see who was changed by them.” Everyone nods as she yells, “AND WE STICK TOGETHER THIS TIME!!!”

“So, what do we do now?” Applejewel asked.

“We’ll need to figure out how to keep these things away from everyone. So, Twilight should up to the challenge. Right, Twilight?” Her question was met with silence.

“Um, where’s Big Sis?” Barb asked, looking around the room for Twilight.

Everyone looked around for their newest friend, but they didn’t see the purple haired girl. Rainbow Dash looked at the ceiling and screamed, “YOU’VE GOT TO BE FUCKING KIDDING ME!!!!!!”

“Language, Rainbow Dash,” Applejewel said.

“Not the time Rar-Agh. I mean AJ! ...AGH! THIS IS SO CONFUSING!!!”

Author's Note

The newest chapter and the plot thickens, so to speak.
Regreme has be a great help in this chapter with his ideas and comments .
So Read, Review and Comment