“Come on! It’s perfectly safe. And I’ll have the counter spell ready the whole time.” Lyra pleaded.
“No.” Bon Bon flatly refused, for the fourth time.
“But I spent eight hours reshelving Twilight’s library to get this spell! And I don’t even want to talk about what I had to do for the potion.”
“Well maybe you should have asked if you could rearrange all of my organs, before you decided to let Twilight run her weird ‘experiments’ on you.”
“But… But I…” Lyra’s eyes welled up with tears as her face deflated into a despondent frown,
“Alright, fine.” Bon Bon sighed as she raised a hoof to her forehead and mentally cursed Lyra’s irresistible pout.
Lyra lept up with a grin, and embraced Bon Bon in a hug, “Thank you! Thank you! Thank you!”
After a moment, the excited unicorn released her marefriend and began hopping around the room like a filly on Hearth’s Warming. She picked up a red marker and traced the floor with the sigils Twilight had shown her.
“That better not leave a stain” Bon Bon warned.
“Don’t worry, it won’t.” She said as she put the finishing touches on the spell circle. “Alright, now drink this potion and stand in the center of the circle.”
Bon Bon took the blue polka-dot liquid and gave it a quick sniff. It smelled like a bitter flower, not exactly appealing, but potable. She took a deep breath, and downed the bottle in a single large gulp. She could feel the elixir buzzing with power in her stomach, but otherwise felt unaffected. “Shouldn’t something be happening?” She asked.
“Not until I activate it with the spell.” Lyra replied. “Ready?” She lit her horn without waiting for a response, and channeled her magic into the runes on the floor.
Bon Bon fell to her side as the transformation took hold of her. There was a series of sickening cracks as her bones repeatedly broke and re-fused. Her snout forced itself into her skull, and her hooves ripped apart into individual digits. It should have been excruciating, but Twilight had taken great care to eliminate any discomfort. The only effects Bon Bon could directly feel was the throbbing in her nethers as her clitoris swelled and hardened into a fully erect male member.
Immediately after, she felt a small wave of strange pleasure, as a heavy pair of testicles push through her rapidly closing marehood.
As the transformation came to an end, Bon Bon raised herself to her hand and knees and looked over her modified body. Her nipples had moved to her chest, and now sat on large mounds of flesh. And her newly acquired penis ended in a strange mushroom shaped flare. How was Lyra into this stuff?
“No! You’re standing wrong!” Lyra objected, “You’re supposed to balance on just your legs”
Bon Bon looked down at herself again, but didn’t see what Lyra meant. “I am on just my legs.”
“No, humans only have two legs.” Lyra explained, “Their front front ones are called ‘arms.’ Do you really not pay attention to anything I say?”
Bon Bon sighed and got up on her hind- or rather just legs. After a few second of panicked arm flailing she found balancing easier than she’d expected. “Okay, now what?” Lyra didn’t answer, seemingly hypnotized by the wobbling phallus in front of her. Her hungry eyes were turning Bon Bon on quite a bit as well. Had there been an aphrodisiac in that potion? Or maybe stallions just always felt this horny. Either way, she didn’t want to wait any longer.
Lyra advanced towards the nubile human in front of her. She extended her tongue and gave a sensual lick up the length of Bon Bon’s cock.
“Oh! Wow...” Bon Bon purred, “It’s like having a ten inch clit.”
“Well actually it’s only eight inches” Lyra corrected, “human penises are usually only like five or six inches, but that seemed kind of small so I-”
“Just shut up and blow me.” Bon Bon playfully interrupted.
“I thought you’d never ask.” Lyra replied. She pursed her lips around the head of Bon Bon’s cock, and flicked her tongue across the tip.
“Sweet Celestia!” Bon Bon gasped, “Dicks feel great!”
“M-hm!” Lyra called out around the sizable girth filling her mouth. She took more of the rod into her mouth until she felt it press against the back of her throat. She began to swirl her tongue around the twitching shaft. She traced the numerous veins that protruded from its surface, and paid extra attention to the recess just below head.
Bon Bon found herself bucking her hips into into Lyra’s face. She’d always hated it when stallions did that, but Lyra didn’t seem to mind. If anything, it seemed to make her even more passionate.
Lyra’s head bobbed in time with Bon Bon’s bucking, enveloping her cock in a rippling tunnel of warmth and pleasure.
Bon Bon felt a dizzying pleasure build up in her loins, “I think I’m about to cum!” Lyra’s face turn to panic and she immediately recoiled from from Bon Bon’s crotch, leaving her phallus aching in the unbearably cool air. Bon Bon whimpered as her body begged for release.
A moment pass as Lyra held her breath until it became apparent that Bon Bon’s orgasm had been averted. “Hehe, sorry. I guess I got a little carried away.” Lyra said with a hoof raised behind her head. “Here, let me make it up to you.” Lyra turned around and presented her soaking wet pussy high into the air. “I promise you can finish this time.”
Bon Bon was slightly cross about Lyra’s inconsiderate behavior, but in the interest of satisfying her screaming libido, she decided to let it slide. Besides, she had never seen her this wet before. She placed a hand on each of Lyra’s cutie marks and pressed her tip against the mare’s slick entrance. Lyra squeeked in anticipation. At the same time, Bon Bon let out a moan and rubbed the head of her cock along Lyra’s dripping slit, causing her to squirm in a mixture of the sensation and excitement. Once her shaft was fully coated in a glistening layer of marecum, Bon Bon slowly pressed her dick forward into Lyra’s hungry sex. Her mushroom tipped shaft gracefully spread the needy unicorn’s velvet walls.
The pillar of flesh pushed further and further into Lyra’s magnificent opening. Every inch brought more intense sensations than the last, reaching a peak when Bon Bon suddenly felt her balls slap against Lyra’s underside. She paused for a moment to appreciate hilting herself in a mare for the first time, then she gently withdrew herself. Lyra’s walls tried desperately to keep Bon Bon inside, and when her cock came free, it released an audible pop and a stream of fluids.
Lyra looked back with an acute need in her eyes, begging to be filled again. Her prayers were quickly answered when Bon Bon thrusted forward, impaling her lover on her turgid shaft. The sudden extreme pleasure made Lyra open her mouth in a muted scream. Bon Bon thrusted back and forth, her balls smacking against Lyra’s soft flesh over and over again. The sheer ecstasy was almost unbearable, but in between ragged breaths, Lyra managed to choke out a request, “Your hand- Ah! Rub my- Oh!”
Bon Bon got the gist. Maintaining her rhythm, she slid her right hand around Lyra’s thigh, and gently pressed it against her madly winking clitoris. As her fingers gracefully massaged Lyra’s sensitive nub, Bon Bon could feel her own engorged organ thrusting just underneath.
Lyra’s tongue lolled out of her mouth, as she slipped into the utter bliss of Bon Bon’s ministrations. She felt her orgasm fast approaching, and she let it wash over her. The world melted away, leaving only a powerful, warm pleasure radiating from her nethers. It coursed up her spine, before exploding outward and wracking her entire body with intense shivers of ecstasy.
Lyra’s spasming passage forcefully milked Bon Bon’s cock, in an desperate attempt to release the potent seed sloshing inside her tightening balls. Bon Bon felt the magnificent pressure in her loins return, “Lyra, I’m! I’m-” But before she could finish her sentence, her dick erupted in an explosion of cum, thoroughly filling Lyra with the milky white substance. A second spurt of semen came barreling down Bon Bon’s shaft, and with nowhere else to go, it overflowed around her girth, and splattered onto the floor.
Bon Bon’s knees gave out under her and she fell backwards onto her butt. “I… Wow. Just wow.” She said in a daze. She lay back to revel in her afterglow when Lyra suddenly crawled on top of her, and snuggled against her face.
“That was great. I’ll change you back, and clean up the floor as soon I my heart stops racing.” Lyra promised, with a tone of deep affection.
“Well, hold on,” Bon Bon responded, “It took you a lot of work to set up this. Maybe we could go again first?”
Author's Note
Hey, thanks for reading! Please tell me if you noticed any typos, or if you have a suggestions for what my next clopfic should be about.
