Equestria in Human

Chapters

1 - Bringing Darkness
2 - Discoveries in SCIENCE!
3 - Blushing and Brushing
4 - Size Problems
5 - Reassurance
6 - New Job
7 - Deeper Cleaning
8 - She's Back

1 - Bringing Darkness

Elizabeth looked around the circle. She examined all the shapes she had drawn with the special chalk, each a picture-perfect reproduction of what was in the book.

The old tome had not been easy to find, no real magic ever was. Liz pulled out her notes and double-checked the scrap of paper she had written the chant down on in phonetics. The bleat of one of the sheep startled her. The woman looked at the poor creature in the eyes. "I don't like this bit, but better you than me."

Stepping to the side of the circle, she brought the curved dagger to the palm of her left hand and started the chant. While she sounded out the words, her brain ran over the translation for the Latin. 'I summon thee, I summon forth. I bright out that which came before. I beseech thee, I call forth. I blight this day in your name.'

Some blood dripped from her palm to the ground and a strong sensation of electricity poured into the room. The blood on the floor flowed up and stained the chalk crimson. Elizabeth didn't waver. Keeping the chant going, she only halted when the electricity and darkness in the room coalesced into a shape within the circle.

There was a wrongness about it. Everything on Earth was fashioned by millions of years of evolution, but this thing was not. "It has been a long time since I was called." The demon stretched their wings, but not so far as to leave the circle.

"I bind thee!" Elizabeth blew the special dust, gathered from the pews of a church. The demon coughed. "I BIND THEE!"

"Alright, alright. Stop that." The demon waved a taloned hand in front of them. "You really think I would put at-risk my first summons in a thousand years?"

Elizabeth blinked and took in the sight before her. Standing nearly seven feet tall, the demon… demoness, was built about as you would expect. All curves and softness, she sported long, goat-like legs, leather wings and a pair of small horns peeking out through her blood-red hair. "Then you agree to discuss a contract?"

Eyes flaring with excitement, the demon nodded. "A contract, that would suit quite nicely. What are you willing to give?" Her eyes roamed down then up the human before her, she licked her lips.

"Two sheep and I will release you into this world." Elizabeth didn't like the last bit, but from what the book said, that would make almost any demand be met.

"You invite me into your world, a world likely not ready for me. Then you promise to let me free? Human, I think I am in love…" The last word, the demon spoke from her dark and diseased heart. Elizabeth's skin crawled at the feel of it in her ears but she couldn't back out now.

"Yes, that is what I offer." Elizabeth inhaled deeply, her chest rising and falling catching the demon's eyes. Suddenly, the woman felt dirty just from the fact this monster had looked at her. "What I want is… what my heart desires."

Laughter, horrible, pealing laughter, filled the room. The demon dropped to a knee and almost started coughing again. "Your heart desires? That is very open to interpretation. Are you sure you don't want to clarify it?"

This made Elizabeth pause. "Uh, I want… I want to go to Equestria."

A moment passed as the demon drew on the knowledge it needed. "Ah, fiction. A place exists in the multiverse that matches your dream, however." The demon flicked its fingers, a dark cloud showing a scene from the show Elizabeth loved. "Very well, I can set you there. You will pay with letting me spend a whole night with you."

"No, the sheep and your freedom." Elizabeth shuddered at the thought of what the demon would do. The book had warned her, of demons only needing an hour to break most mortal minds with pleasure, pain, or both.

"Are you sure? You would enjoy it, I promise." The words of the demon would melt stone, they sent a shiver of hot lust down Elizabeth's spine. Seeing her target unmoved, the she-demon sighed. "Sheep and freedom it is. Please tell me you at least got rams?"

A hot blush came to Elizabeth's cheeks. "No I…" It suddenly hit her, the demon had agreed. "We have a deal?" A simple nod was her reply. "Then with your word and mine, our contract be made." A crackle of energy sparked in the room and Elizabeth felt a little worry at what the demon would do. She reached the toe of her foot forward and scuffed the stone, breaking the chalk circle.

Wet heat flowed out like the tide. It poured around Elizabeth, it nearly drowned her. She dropped to her knees at the ache that suddenly filled her body. "Would you like to renegotiate?" The demon had wrapped one arm around her, a wing too. Elizabeth was pinned in the grip of the creature.

"No… send me…." It took real willpower for the woman to say the three words, the demon could almost taste how hard it was for her to fight what her body ached to do now. Elizabeth's anger flared. "Send me!"

The demon turned the woman to face it front on, it caught her up in wing and arm, dipping her low. Elizabeth looked up in terror as the demon leaned over her, bringing its lips down to her own in a kiss. Aching pain, need, pleasure, and desire all wrapped and coursed through her, but the kiss ended a second, an eternity, later. "Very well, go, leave your world to my tender care."

Elizabeth vanished from the room. Standing straight and spreading her wings, the demon took in her surroundings. "Oh forget sheep, I have a whole world to…" She flung a hand at the door, magic pouring from her to try to fling it open. The concrete that had been poured on the other side, however, didn't let it give. "Clever, I will get out though."

The demon's face had been the last thing Elizabeth had seen before sunlight stunned her. She had been locked in that bunker for days waiting for the concrete to set outside; hers had been a one-way trip.

"What'cha doin'?" A voice cut through her, Elizabeth lifted her head and blinked. Bright yellow and looking all kinds of adorable with a red bow in her mane, was Apple Bloom. Elizabeth's mouth hung open, she shook. "You don't look so good, maybe I should get you to the hospital…" Apple Bloom reached out with a hoof, pushing the woman's jaw closed, only for it to drop again. She repeated this a few times.

"Apple Bloom?" Elizabeth giggled. "I did it, I made it!" She was on her feet in an instant and doing a dance. "I made it, I am in Equestria!"

"Well where else would you be?" Apple Bloom tilted her head. "Wait, you don't look like you are from around here. You kinda look like the odd ponies Twilight was talking about."

"Equestria Girls, okay so…" Elizabeth looked at the filly, spotting a cutie mark. "Oh, so season five… or six."

"What'n tarnation have you found?" Applejack trotted over. "Oh, well hello thar!" A hoof was offered to Elizabeth, she balled her fist and bopped it back, giggling and falling down to roll in the grass. "She had too much dark cider?"

"Ah just found her!" Apple Bloom shrugged and professed her innocence. "Maybe we should call Twilight?"

"Well, ah think yer onta somethin'." Applejack leaned down and ducked her head under the nonsensical human, hefting her up onto her back. As she did, however, there was a crackle and spark that jolted the girl as her hip banged against Applejack’s.

"Ow, what was that?" Elizabeth managed to get her feet back under her. Her hip felt really odd. "What happened?"

Applejack hadn't felt whatever the woman was raving about. "Ah dunno, you sure do need to see Twi though, she can fix darn near anythin'."

It seemed as good a plan as any and Elizabeth got herself upright properly and stretched. The odd tingling was still in her hip, but had migrated to both sides now. Realizing it was just three girls, she blushed a little as she pulled down the jeans she wore, just far enough.

"You got ah cutie mark!" Apple Bloom was excited. "Did you just get that?"

Elizabeth was shocked. The picture on her hip, of a cloud leaking lightning, worried her a little. "I… that wasn't there before." It really hadn't been, she had thought about getting a cutie mark tattoo on her 'flanks' but this wouldn't have been her choice. "What… I don't understand?"

"Twi'll sort it all out." Applejack's insistence was impossible to fight and so, with her pants pulled back up over her cutie mark, Elizabeth walked with her. They skirted town, but she could see everything was there. All the houses, all the ponies. A tremble of delight ran through her.

"You'll see." Applejack made to rap on the big doors of the castle but they opened a second before she could.

"Applejack!" Spike looked up, and up, and up. "Whoa, a human?"

"Hi Spike. Apple Bloom found her out near our farm. Figured Twilight would be the best to see about it." Applejack patted Elizabeth on the hip with one hoof. "She home?"

"Sure is, just head on in. Rainbow Dash and Rarity came over to discuss a new flight suit for Dash." Spike held open the door, marveling at seeing the human. Something occurred to him, however. "You don't look exactly like the humans we know about…"

"Let me guess, too plain? I bet they have all different shades of skin and hair." Elizabeth couldn't help but tease a little. "I am not from there, but somewhere a little similar."

"Oh, well, head on through. I am just heading to market to buy some things." Spike trotted out and was gone.

Elizabeth closed the door behind them and was almost having a squee attack. She was in Twilight's castle, with Applejack. She was about to meet the Princess of Friendship herself and two of the most awesome ponies in Equestria. There was a sharp pressure behind her and she stumbled and fell.

"What'n Tartarus is wrong now?" Applejack closed in and leaned down to get under Elizabeth, giving her something to lean on.

"I… ow, it hurts… why…" Reaching her hand back, Elizabeth felt to her backside, where the pain was coming from. She didn't care about modesty, she pulled her jeans down sharply and the pain eased. Her bright green tail spilled out and flowed beautifully. "What…"

"A tail? Why didn't you say you had a tail? No wonder it hurt…" Applejack smiled, trying to offer a little emotional support. "It's fine if you aren't nothin' like those other humans, we won't kick you out of Ponyville or nothin'."

The reassuring worked, so far as Elizabeth realized something very odd was happening to her. Cutie mark. Tail. A tremble ran through her. "I think I am turning into a pony…"

"Well, let's get you to Twi, she's smart as a button." Applejack pointed forward with a hoof and, with her jeans riding a touch low to let her tail spill out, Elizabeth walked deeper into the Castle of Friendship.

"Applejack!" Twilight's voice sounded just like in the show and Elizabeth felt an odd darkness flowing over her, of the world seeming to spin just a moment before everything went dark.

"Did she faint? Darlings, you really should support a mare when she has a moment like this." Rarity trotted over to the fallen human, lifting her up with magic and carrying her to a nearby couch.

"I am fast, Rarity, but not that fast." Rainbow Dash looked down at the fallen creature. "What is she? Looks a little like those marauding monkeys in Daring Do-"

"She's human." Twilight cut her friend off. "Almost the same as the ones in Canterlot High… this is really strange though. Applejack, where did you find her?"

"Down near m'farm. Apple Bloom found her. She complained about a tingling in her side, when she looked she had a cutie mark she said weren't there before. When we came in, she seemed to grow that there tail. I don't think yer gonna have a human much longer, Twi." Applejack gestured to the green flowing tail.

"She's waking up." Rainbow Dash leaned over Elizabeth, so when the woman opened her eyes she was staring up into a face that was at least one-fifth cooler than any she had seen before. "Hi!"

Darkness pooled around Elizabeth again and she fainted for the second time.

Author's Note

Woo, first chapter of something very new! Not sure how quick this will update, likely monthly or so, or whenever the commissioner pays for more. :twilightsmile:

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
Canary in the coal mine
Daremo
Mary Rowland

2 - Discoveries in SCIENCE!

It was all a dream. Elizabeth sat up in bed, her vision bleary from a long rest. Lifting up one hand she rubbed at her mop of hair. "Ugh I feel terrible." Turning sideways she put her feet down on the carpeted floor and froze. Her brain finally took in enough information that it threw a red flag. "Soft carpet, pressure back," her hand reached behind her to find the tail, "hold it together Liz, don't pass out now…"

The door to the room flew open and Spike, the real, little dragon Spike, wandered in. "Hi there, Twilight said you would be waking up soon, so I thought I should bring you something to eat." Carrying a tray with something that smelled very good on it, the waist-high dragon approached the odd creature. "When you didn't wake up again, Twi put a spell on you so you would sleep through the night. We… uh…"

Elizabeth realized then what the problem was. Unlike a pony she had no fur. Unlike a dragon she had no scales. Unlike most humans she had no clothes. A scream issued forth that had Spike throwing the tray into the air and scrambling out the door. Panting hard from the extended yell, Liz pulled the bedclothes around herself to restore some modesty. "Where are my clothes?" she demanded.

Twilight appeared in a flash of purple. "What's all the yelling about? Spike, why are you huddling out here?" The mare looked around and spotted Elizabeth through the door. "Why did you yell? Are you hurt?"

"No, I'm just na-" Elizabeth trailed off with her claim, realizing it would probably mean nothing to a pony. "I was startled was all. I am sorry… Your Majesty."

Fluttering her wings at being addressed by her title, Twilight turned to Spike. "Are you okay?" He nodded to her and peeked around the door. "Okay, now that is settled. Did you manage to eat any of your breakfast?" Twilight had a half grin as she collected the mess with her magic and set it back on the tray.

"I'm afraid I didn't even get a bite I… Spike, I am sorry." Liz had to bite down on her pride and try to admit she was wrong, even if her gut told her she was fully justified in yelling. "I really didn't mean to cause a fuss for anypony." She froze, blinking quickly. "Every… pony… one, one, one. Everypony." The woman's hands flew up to her mouth and covered it as if she had just sworn in front of the pony.

"I think she might be a little… you know, like Muffins." Spike elbowed Twilight and pointed at Elizabeth. "She screamed for no reason, freaks out over her tail, now she is talking to herself."

"That's as may be Spike, we need to take care of her even more in that case." Twilight gave a firm nod. "Would you like some food?" Twilight held out a hoof and a plate of pancakes appeared on it, dripping with apple-jelly and butter.

Elizabeth's mouth was watering immediately and she reached out for the plate with both hands, only to let her impromptu clothes drop down to her waist. Flushing at being even half revealed, she only trembled a little as she took the plate. One hand held the food while the other restored modesty. A moment later she was staring at the plate, then to Twilight. "Um, excuse me, may I have a fork?"

Unused to anyone really needing them for such informal eating, Twilight nevertheless made a fork appear on the plate. "Do you have any friends or relatives living nearby? I could contact them and they could come and get you."

Drowning in the wonderful taste of the pancakes, Elizabeth noticed an odd color in them. "Mmm, not nearby… what is in these? They taste great!"

"Oh, I put dandelions in them, Twilight's favorite." Spike looked proud of himself. "I picked them from my own little garden just today." Elizabeth was chewing a little slower, looking at the food. It really did taste amazing, but she knew such things as wild flowers shouldn't… not to a human.

"Uh, thank you." Liz stuffed another mouthful in and chewed. It was easy to forget that something odd was happening. She was sitting here, having breakfast, with Spike and Twilight… She looked up and saw that Twilight had a scroll and quill out and was taking notes. "Is something wrong?"

"Just making a list of things to do. We need to find out if anypony knows you, find out if you need special food or clothes… you were wearing quite a lot when we saw you." Twilight was clearly looking down her list. "And work out what made you 'pony out', and why it is still happening."

"Pony out? Oh!" Elizabeth stood up and turned, her tail looking very bright and colorful compared to the rest of her. "I don't think I am ponying out, I think it is… well, I am not sure." The tail drooped at her words, a window into her emotions.

"And the ears." Twilight pointed with a hoof, up at Elizabeth's pony-shaped ears. The alicorn smiled as the human's hands flew up to the top of her head and felt for them. "If that isn't ponying out, I don't know what is."

This time, the alicorn was quick to grab the human as she fainted. "Spike, grab her breakfast and let's carry her down to my lab. We can run a few quick tests while she is out of it."

Elizabeth was getting a little sick of fainting. She didn't normally go out like this and as she tried to sit up she pondered that either it was the world doing it or her state of mind was just a little more messed with than she thought. "Hey, what gives?" She struggled a little to move but found she was strapped down to a cool metal table, arms and legs splayed. What was worse, she was naked.

"Ah, awake?" Twilight adjusted her dark, magic-filtering goggles. Reaching out with her magic she pulled the little gown over her head and hung the pure white thing around her.

"Yeah, I am. What are you doing?" Liz managed to turn her head to the side and saw the almost terrifying sight of Twilight Sparkle in what looked like a lead-lined apron, wearing big dark goggles. "Please do-" She didn't get another word, Twilight reached for the big double-knife switch and pulled it down with her magic.

"Subject seems mildly affected by a low dose of the pure magic." Twilight looked aside at her machine, writing her notes down and adjusting some dials. "Stepping up to thirty percent."

The warm tingle that had taken Liz's focus increased and she screwed her eyes closed as pleasure started to blossom and spread through her. Something, somehow, Twilight's machine was really turning her on.

"Can you feel anything?" Twilight smiled, it was wonderful to finally be able to put a human through their paces with proper equipment. "Human subject is biting their lip and nodding, struggling has increased. Raising power to sixty percent."

Elizabeth let go of her lip and a low, deep moan leaked from her throat. She bucked and fought the straps, just wanting to give in and stroke herself, or rub herself… anywhere. She saw now a soft pink glow in the tip of the machine looming above her, was whatever it was doing becoming more visible?

"Subject has started issuing an oddly pleasing smell. They appear to be leaking from their vulva, taking a sample." Twilight had to do all her samples by hoof or mouth with this test, even her alicorn magic would just be blown away by the power of the beam.

A touch, exquisite and teasing, had Liz crying out and trying to buck her hips. She ground herself into the straps, desperately needing to get free, to get off, and possibly get out.

"Sixty percent test completed and samples taken, adjusting for one hundred percent and monitoring-" Twilight turned the dial but heard a knocking outside her lab. "Coming!" She turned and trotted off.

Elizabeth watched Twilight's tail retreat from the room. Her eyes were begging for the mare to remember her but it was no use. She was pushed beyond her ability to withstand and she just started to float and give soft whimpers. She should be climaxing and ending the overwhelming hotness, but strapped down and with the machine left unattended on max setting, there was no escape. She was smiling though, her brain having no effect on her actions anymore as she gazed up at the bright pink beam that lanced down into her, a little drool leaking from the corner of her mouth.

Twilight grumbled. "Damn AmNeigh, how many times will Muffins take 'no' before she stops coming here?" She opened the door to her lab and froze. "Oh sweet Celestia, I left it on didn't I?" She raced over to the controls and started to dial them down, only to hear a whimper come from the human strapped to the table. Elizabeth looked in quite a state, she trembled under the restraints, her tail was wet with… something, and her ears were tucked back tightly atop her head. "Hold on, please hold on, I need to dial it down before I can stop it!"

Mental focus slowly came back for Liz. She was still strapped down, but her body needed something, something really bad. "T-T-Twil-" Her voice gave out, but the pony was beside her. "Arm… free…"

Getting the message, Twilight unfastened the strap on the girl's left arm and immediately regretted it. A rock-hard grip, fingers like iron, latched onto her horn and pulled her head across the table. The scent in the room that she had reported seemed to grow a lot more intense before her snout was mashed between her test subject's legs. "Mfmmfmf!"

Elizabeth didn't care, the movement of the mare's lips was enough and she flushed hot as waves of pleasure suddenly took her into the best orgasm of her life. She ground the pony responsible for her dilemma more firmly against her. She wanted to buck, hump and grind her hips up but the straps held firmly, just as firmly as she was holding Twilight's head. The pleasure seemed to last forever, the sweet release dragging on and on until she finally let go of the horn, all her muscles slumping on the table.

"I… I kinda deserved that." Twilight shook her head and, without meaning to, licked her lips. It was odd but this human mare stirred her. "I have to go, you can get free." The words came out in a rush and the alicorn was gone from the room, the door swinging behind her.

It took a while more for the human to get her wits about her enough to start unstrapping from the table, she turned and tried to get her legs under her but they wobbled so badly she almost fell on her first try to stand. "Oh Celestia I feel so spent…" Elizabeth had a smile on her lips, the experience wasn't really terrible, it just wasn't quite what she expected from ponies, and certainly not from Twilight. The memory of her orgasm, granted to her by the lips of the talented princess, made her blush all the more. "I… should apologize…"

Twilight made it as far as her bedroom before she rushed to her private bathroom. Shrugging out of the apron, she made it as far as the bath before she let her magic wrap around her growing maleness. Slow and gentle had no place for Twilight then, and she began to buck and hump into her magical grip. She drove the imaginary mare hard and sprayed the tub in no time at all. Panting hard, she lost her footing in the tub and slumped down into her own mess. "By Celestia, I hate this. Why did this have to happen to me?"

She didn't hear the soft, wobbly footsteps of Elizabeth as the human padded up and into her room. When the water turned on in the tub, Twilight lifted her head. "What?" She looked up in confusion at the human.

"I think we both need to say something at once, so that it comes out nicely." Elizabeth fit the plug and reached over for a scrubbing brush. "So, on the count of three, we both say what we need to, okay? One. Two. Three."

"I'm sorry I forced you to do that." Elizabeth smiled, but her smile broke quickly into a stunned look.

"I really want to screw you!" Twilight's eyes were screwed shut and she shook. The water was warm, feeling too nice. But she had given away to this human, at least a little, the big secret of alicorns.

"You… what?" Elizabeth had clearly been expecting a similar apology. "But you are a mare…"

Twilight just stayed in the tub, her belly pressed down firmly. Lowering her head down into the water a little, she blew some bubbles out her nose.

"What? What am I missing?" Reaching and turning off the taps, Elizabeth slipped into the big tub, the smell of her arousal and sweat fading as the water started to steal them from her flesh. To her amazement, Twilight stood up. She saw a big stallion shaft between the mare's legs. "You're a stallion?"

"I wasn't! I was a unicorn mare! It was all the fault of these!" Twilight flared her wings out and grumped some more. "'Alicorns embody the virtues of all races,' it goes further than that." Twilight looked down, the water level meaning she had to submerge her head to get a good look at her equipment. When she lifted it back up her expression was no less upset, but she was blushing more. "'We also embody the virtues of both genders,' really, there is a lot the marketing team for alicorns needed to fess up for." Twilight heard a sound she didn't expect. A giggle.

"You mean to say, when you ascended and became an alicorn, you also became a stallion? Are you still a mare?" Elizabeth was intrigued, the scrubbing brush was forgotten as she tried to turn Twilight around in the tub, but the pony seemed to have none of it.

"Go fish." Twilight flopped down into the water, her snout still glistening with Elizabeth's musk, hiding her once-more hard length.

Author's Note

Well, some world-building for this odd place. Elizabeth gets some tests run that find her in good working order, and Twilight too finds everything she has is acting as it normally would.

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
Canary in the coal mine
Daremo
Mary Rowland
Boulder

3 - Blushing and Brushing

Elizabeth took a deep breath. "Okay, so this is odd, and much as I like you Princess, I am not… well…" A blush crept into the woman's cheek. "This is a secret, right?" Twilight nodded, her head at the water level, blowing a few bubbles from her nose and hoping the water would hide her own blush. "Well that is easy. Cross my heart, hope to fly, stick a cupcake in my eye!"

Sitting upright, showing herself to still be mostly 'excited', Twilight blinked as the human mashed their eye-socket with their closed fist. "You know the Pinkie Promise?" The human nodded and was quickly wrapped in wings and Twilight's forehooves. "Oh thank you! I could get in so much trouble for showing you this!" Both mare and human froze, there was something between them. Something long, thick, and warm. "Ohmygosh! I'msorry!"

It was a shock to Liz to feel that thick pony shaft pressed against her, but also a touch exciting. Her eyes went wide as the last thought filtered through her head. "Let's just get clean!"

Twilight nodded mutely, huddling at one end of the huge, spa-like tub. A whole new swarm of embarrassing thoughts came to her. She liked rubbing herself against things. She liked hugging Liz. Her motor running again, the male side of Twilight's mind added that she would surely like being inside her, too. "You… you can't read minds, can you?" It was a precaution, but Twilight wanted to be sure.

"No, no I can't." Liz started grinning, wondering what thought sparked Twilight's interest in that. Just as she wanted to study the alicorn's face to try and work it out, the princess turned in the tub so she could spread her wings easier. Given a close-hand look at the Princess of Friendship's plot, Liz was mesmerized. A little part of her, a very vocal minority, had suddenly announced to the rest of her brain that princess pony plots were quite sexy, she thanked everything holy that she didn't 'show' like Twilight had.

"You want help with your tail?" Twilight was done with her wings, turning and seeing Liz with a distracted look on her face.

"What? My tail? Oh, my tail!" Elizabeth had barely managed to shut up that vocal part of herself before it had made a complete fool of her. "I guess, is there anything special I have to do with it?"

With permission given, Twilight used her magic to lift and turn the woman around. "Lift it up a bit for me." Neither picked up on the implication of the request, and so Elizabeth lifted her rear up into the air, her tail hiking up too. Then she froze as Twilight began to work shampoo through her tail; it all rushed in on her at once how she was 'presenting'.

Twilight was oblivious to the girl's revelation, working some oils into the hair too. "Your tail is a little dry, you should probably use more of this oil until it is all nice and healthy again." The green hair of Liz's tail drooped a lot, but that was expected with it all wet. "Okay, sit down and let me do your mane."

It was almost like Elizabeth needed the permission and she dropped her rump down quickly into the water. "Uh, we don't call them manes…"

"Why not?" Twilight began to run her magic through the green hair on the woman's head. "Oh, I should probably point out, your mane is green now, I liked it red, but I guess it needs to match." Liz didn't faint this time, she just hunched her shoulders. "I guess you really are turning into a pony." Twilight watched the woman's ears tuck back, just like a pony's would.

"Is that what the test proved?" Elizabeth felt the tension fade, bit by bit, replaced by a kind of acceptance that bordered on resignation. "Wait, that was what you were testing for, right?"

"Well…"

"Right?" Liz tried to turn her head, but her hair was in the grip of Twilight's magic as it teased the shampoo through it.

"You don't get it, I can't test THEM, they are over there, and all my test gear is HERE!" Twilight started really working the suds though the mane, noticing it growing as she worked, growing, and changing. The follicles no longer came from all over the woman's head, instead concentrating into a tighter strip down the middle, extending down to her neck and almost to her shoulders. "This is fascinating…"

"Do you think you can stop it?" Elizabeth really wanted to see what the former Element of Magic was so interested in, but then a thought came to her. "Wait, so if alicorns are… well, both genders, then Cadance-"

Twilight gave her mane a slight tug. "Is really lucky my brother likes stallions as much as mares. I… I never felt like this for a mare before, it makes me feel kinda… odd." Twi adjusted how she was using her magic, channeling water up to wash the woman's green mane clean of shampoo. "All done!"

"So can you stop it?" She had steered the subject away from the question before, but Liz wouldn't be distracted this time.

"No, I don't think I can. I examined you, as part of the… testing. If there is magic doing this to you, it is working at a level I cannot detect." Twilight stood up and climbed from the bath, dripping water onto the floor. It was liberating for her, to be able to just relax and not use a spell to conceal herself from everypony.

Elizabeth blushed, she saw that Twilight had at least relaxed, but if anything that left the alicorn more on display. "I'll go back to my room and sleep…" She couldn't stop looking, it just… stuck out, on a mare that is.

"You could sleep here?" Was what Twilight wanted to say, it was on the tip of her tongue. Slipping into a cool bed, bodies tend to migrate close for warmth. Touching, rubbing… "Bye!" Twilight's wings were flared up high and her magic reached to open her door. What was worse, she could feel herself getting hard again, when that was why she had to take the bath in the first place!

Liz slipped from the room, grabbing some towels for modesty, rushing out only to realize she had no idea where 'her' room was from here.

The demoness looked at the score marks on the concrete. She had gotten a full three inches with the bones of those creatures. "I can't feel completely betrayed," she held up a hand, forcing her dark energy into her fingers, "I didn't really send her to where she wanted to go. I am sure we will both enjoy ourselves in the end, however." With that she dug her magic claws into the concrete, barely scratching it, but it was at least scratching it.

While she dug and scraped at the stone, she ran numbers in her head, calculating how long it would take to get free, consoling herself with the thought that Elizabeth would never be free of the place she had been sent.

Elizabeth woke, stretching out. Her hands encountered something hard in the bed and her eyes immediately snapped open. She was staring into the green crest of a particular dragon. "Wrong bed… wrong bed…" She tried to carefully untangle herself from Spike, but the adorable little dragon was snuggled up against her.

"Mmm, Twilight?" Spike started to rouse as what he thought was a pony pressed against him suddenly felt too soft. His eyes opened and he tilted his head. "Oh, hi Elizabeth, had trouble finding your room?"

Mortified, Liz nodded slowly. "I… I thought this was it, it…" She trailed off as the dragon seemed to snuggle closer. "What are you doing?"

"Sleeping in. I have an excuse and everything, 'just looking after the human, Twilight.'" The dragon grinned as he closed his eyes, sinking his snout down into the woman's cleavage. Of course he heard her heart beat speed up, but didn't think any further of it.

"Oh buck it." Liz lay back down. Clearly Spike didn't see this as anything wrong, and really it wasn't, except in her head. She closed her eyes and despite the situation, managed to drift off to blissful sleep again.

Only to be woken by the sound of doors opening and closing, getting closer. "Spike? Spike where are you?" Twilight's voice was audible from the next room. Both Liz and Spike sat bolt upright and looked at each other.

"Okay, I got this." Liz found herself more relaxed, despite her nudity. Flicking her tail and giving her mane a toss, she strode over to the door and flung it open. "Twilight! What are you doing here?"

Spike blinked at the human departing his room. He had to confess, it was fun to snuggle up to the woman, she was a lot warmer than a pony was.

"Elizabeth? I was looking for Spike." Twilight blushed, realizing the human was disrobed still. "Uh, do you want to put on some clothes?"

"Sure, I heard Spike say he was HEADING DOWNSTAIRS!" Elizabeth grinned at her ruse. "Do you happen to know where my room is? I couldn't find it last night and just picked an empty one at random."

"Uh… sure!" Twilight's wings fluttered on her back and she turned. "It should be just down this way." Once more Elizabeth had her eyes drifting to the alicorn's rump, although there was something about it that she couldn't put her finger on. She didn't realize she had stopped until Twilight cleared her throat. "I have the spell up, there is nothing to see." Twilight wasn't sure why, but having Elizabeth staring at her plot made her feel… good. She wished she could dare to let the spell down.

"Y-Yeah! I assumed that. You are… pretty…" As the words left Liz's mouth, both pony and human blushed.

"Thanks…" Twilight had no idea what to say, but part of her was feeling very happy indeed at the compliment. "Your room is that one." Twilight gestured with a hoof, her wings feeling like they would flick up and never come down if she tried to move them.

Stumbling forward, Elizabeth saw Twilight step one back leg a little wider and she felt a tingle inside, suspecting that it was her fault the Princess was once again uncomfortable.

As the door closed on the human, Twilight took two waddling steps before she got her gait back. "Buck but she has me in a spin…"

"It's not normal, I shouldn't feel comfortable like this." Elizabeth stared at herself in the mirror, adorned as it was with cute hearts at the corners. "Too exposed, I am too exposed." She saw her clothes, neatly washed and folded, along with two sun dresses and a note folded on top of them. Picking up the note, Elizabeth couldn't help but smile.

Darling, I absolutely couldn't let you feel so embarrassed and wear the same things. These are only a guess, but should fit you just fine. Feel free to drop by my boutique and we can see about some more lovely things for you. I simply cannot imagine how it must be to need clothes all the time. Rarity.

The thing was written, of course, with ink and a quill, and it showed in each sweep of the letters. Elizabeth hugged the letter to her chest. "Thank you, Rarity. I always knew you were best-pony." Setting the note down, she picked up the first dress. To say she had never worn anything this beautiful before would be a lie, but this was right up there with some of the more expensive things she had worn on Earth.

She grabbed up her underwear and pulled them up, only to have the panties tear through the side as she got them over her thigh. "What the… wait, am I…" She sat down on the bed, her brain ever mindful of her tail now. She ran fingers over her thigh. "Thicker… but… not like a human's would grow thicker." It was true, rather than solid, the muscles tended to elongate her thighs. "Like a pony… Well that has ruined those, I better keep them, to get Rarity to make some new ones." Until then, of course, she would be wearing just the dresses. The thing that worried her was that not one part of her found fault with it, which was what she really found fault with.

Stepping into the dress, Elizabeth pulled it up herself. The chest-area was a little tight, but then that was hardly Rarity's fault, she had never seen a human before. Reaching behind her back, she struggled but eventually started to work at the buttons. Looking in the mirror as she worked, she stuck her tongue out the side of her mouth to help get the tricky fasteners done up.

It was when she was on the third, about halfway, that she felt… lumps. "What the hay?" She turned in the mirror, fearing what she would see. Looking back over her shoulder, using one arm to pull her mane aside, a mane she briefly admired, she saw the bumps. Running her fingers carefully around them, she felt new muscles, growing and twitching as they bound to new parts of her. "Buck me… oh buck me!"

Author's Note

Oh buck her indeed! *nudge nudge, wink wink*

And buck it, another early posting, enjoy!

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
Canary in the coal mine
Daremo
Mary Rowland
Boulder

4 - Size Problems

"Did Elizabeth yell again?" Twilight lifted her head from the book she was reading. Nothing was working at distracting her from the strange human. Especially not research into her condition. She shifted her hips again, but could feel her hardness under her belly.

"Something about feathers, I don't know, she is too high-strung to keep up with." Spike was lounging near the door of the library, a Power Ponies comic in front of him. "You should have heard her when she woke up in my bed. She was totally going to freak out and panic. Dragon snuggles are well known for their relaxing qualities." He gave a little nod of his head, agreeing with his statement.

"That was your room?" Twilight's distraction was found. "She looked like… wait, snuggles? What were you doing?" Her heartbeat was racing, she hoped the 'hide me' spell would keep her… well, hidden.

"She is big enough that I felt when she crawled into bed, but Twilight, she is so warm! It was like sunbathing on a hot rock, all night! So I cuddled up and found the warmest part of her. When I put my nose between her-"

Twilight practically exploded. "YOU DID WHAT?" She shot to her hooves, her brain fighting to hold on to the hiding spell and her train of thought.

"The… soft things… on her chest. I put my snout between them. It was heavenly." Spike smiled blissfully, his eyes closed as he processed the memory. When he opened them again, he was alone in the room.

Twilight had teleported, as was her wont, when things got too crazy for her. The hiding spell collapsed as she did, into the tub. Under the mare her shaft was throbbing, rock hard and felt about to burst. Without thinking, she turned the cold water on.

The wings had grown rather quickly, enough that Elizabeth could see them. Sitting on the bed, she stared in the mirror as the large appendages grew in. The sensation of feathers pushing through her skin made them itch but she had her fingers tucked between her knees. "Just growing wings, Liz, nothing crazy, it isn't like I am turning into a pony or anything!"

Her brain was confused, it had fifty percent more limbs than it should have. She lifted an arm, a wing lifted. She moved her leg, one dropped a bit. "Okay, now let's try to just move a wing." Looking at her side, she tried to reach out with one. Just then, of course, Twilight opened the door and poked her head in. She froze. Elizabeth was sitting naked on the bed. "TWILIGHT!" Of course, her wings were both spread wide in shock.

"Sorry!" Twilight pulled her head back, closed the door, and then knocked on it. "Elizabeth, can I come in?"

Slumped on the bed, Liz saw that her wings were stretched. She felt the muscles move and, more importantly, she could get a feel for what nerves were driving them. Fighting her human-self, she drew the wings in and folded them, then slowly started to push them back out. The knock came again at the door, without thinking she called, "Come in!"

Twilight opened the door and trotted in, seeing the naked girl still sitting on the bed. "Um… I can go again…"

"I give up, I really bucking do." Elizabeth, without thinking, curled her wings forward and around her chest, providing perfect modesty. "What is wrong, Twilight?" She couldn't help putting on a smile, it just felt right to greet ponies with one.

"I was thinking, about you being here and, well, living here." Twilight kept her calm, her spell was in place, Liz wouldn't see her growing hard-on. This was getting ridiculous, every time she thought about the soft, warm human she got… Dammit!

"You don't want me mooching, I get it." Liz gripped down with her wings, hugging her torso with them quite neatly. Her feathers—the fact that they were hers still was a bit unsettling—were the same pink as her ears, and even a few little tufts of fur around the base of the wings indicated that her coloring was going to be pink with green. "So, I will find a place in town and-"

"Please stay here!" It wasn't Twilight's brain doing the talking. She was maddeningly hard again, her embarrassment saved only thanks to the spell. "I mean, I know what you can do, too! Spike was fine at cleaning my tree-house, but this thing," she gestured to the castle around them, "is just too big for one little dragon. So please, if you want that is, work here as my maid."

A stirring inside Elizabeth warned her, it started at her hips and flowed up through her. It was a cross between deja vu and that little warning you got when something really important was happening. Only it came right from her hips, where the cutie marks had appeared. "I'll do it." As she said the words it was like the feelings intensified, building with pleasure that had her eyes—and her wings—going wide.

Seeing the girl, with her wings spread, thighs slightly rubbing together, made Twilight consider teleporting again before she lost more control. "How do stallions do this?" As she spoke the words, an alarm went off in her head, it was telling her that a 'stray thought' had gotten mixed up and sent to the vocal cords by mistake. Two forehooves flew up to cover her snout.

Finally, Twilight's behavior made sense to Liz. She knew Twilight was attracted to her, and that she was using that hiding spell. Now she knew that the sight of herself had given Twilight something to think on, something long and hard. "Simple, they have a mare to help them." The words tumbled out before she could track them, but her eyes were wide a fraction of a heartbeat later. "I mean-"

"I'm going!" Twilight turned and galloped for the door.

Elizabeth turned to the bed beside her, picked up a dress and examined the back. "Well, if I can get them to fold down I should be able to get them through the gap and fasten up around them." She did just that, repeating the procedure from earlier in the morning. No sooner was she decent than her belly gurgled and grumbled. "Really? What is it, mid-morning?" The woman stood up on her hooves and clopped over to the window and looked out. "Huh, midday."

Clopping out of her room, Liz glared back at the door. Painfully plucking a strand of her mane free, she looped it around the handle a few times. "That should make it a little easier to find." Turning, she began to clop down the stairs to find where to go for lunch.

"Hi Liz!" Spike waved to her from the main hall as he was pulling on an apron. "Hope you are hungry, today is some sandwiches!" He waddled on his stumpy legs into a big side room. Following, Elizabeth found the dining room. "Just grab a seat, I'll bring something out."

She did and was soon joined by a startled-looking Twilight Sparkle. "Uh, hi…" Twilight had spent a while working out her 'feelings' but just seeing Elizabeth again started her off once more. Sure, getting her to work at the castle would be fun, but then she would be taking more and more of these… breaks. "Spike is making something?"

"Sure am Twilight!" Spike's voice came from the kitchen and, soon, he was walking out with three plates balanced on his arms. "Dandelion salad sandwiches for both of you, and a ruby sandwich for me." He passed over two plates, Twilight's magic catching them and giving one to Liz.

Elizabeth looked down at the food. Part of her was shocked at the flowers being visible, poking out the edge of the sandwich, but part of her was practically salivating on it. "What's wrong?" Spike sounded concerned and looked over at the woman. "I can cut the crusts off if that will help?"

"No, no, just a little different. Getting used to this place." She lifted up the sandwich and took a careful bite. The taste was amazing, the flowers certainly tasted great and the rest of it matched them. "Mmmm!" She took another bite, not stopping to say anything.

"I think that is a compliment, Spike." Twilight beamed, lifting up her own sandwich. "Oh, I meant to tell you, Liz is going to help out around the castle, cleaning and things, making my bed…" Twilight's mind wandered, her 'male problem' giving her all sorts of ideas for what she could make Liz, dressed as a maid, do.

"Twilight? Twilight?" Spike was standing up before Twi, waving a hand before her face. "Nope, gone…"

"I'm pancake!" Twilight blinked. "I mean, awake. What is going on?" She looked around. "Where did Elizabeth go?"

"You were like that for ages, was it some kind of evil trance? Liz finished her lunch and said she would go see Rarity about some more clothes." Spike shrugged, stepping back over to his side of the table.

"Liz is gone?" Twilight's brain was not working so well, but she finally got it under control. "Oh, Rarity did say she was going to invite her over to get some proper clothes made."

"Darling, look at you, you didn't tell me you were turning into a pegasus!" Rarity was looking up and down the human… mostly human, appraising her curves and angles. "No, those dresses simply won't do, look, it is riding around your hips too much." The mare turned and trotted to her sewing area. "Come, come, we must get you into something more fitting!"

Elizabeth was a little stunned, she wandered over, pushed by the intensity of Rarity's personality. "I just need a few more and some underwear…"

"Nonsense darling!" Rarity used her magic to quickly slip the old dress off the woman, causing her to gasp in surprise. "Now, let's create art!" Fabric flew through the air, wrapping around and returning Liz's modesty. "Now I think something stretchy here, to cinch it in when you need it. What are these things?"

Half stunned by the level of magic control the mare showed, not to mention that she was being dressed by her self-confessed 'best pony', Elizabeth opened her mouth. "Underwear…"

"Oh, things to wear under things? That is such a novel idea, these ones are ripped, I see?" Rarity was inspecting Elizabeth's panties. "Why didn't you bring more things with you, darling?"

"Honestly? I didn't expect it all to work… I am just happy to be here and… away." Elizabeth waved an arm, hoping it would convey the je ne sais quoi that she intended. "I had everything planned, including a change of clothes…"

"But just one? I would swear you were a stallion if I didn't know better." Rarity scoffed at the idea, giving a bark of laughter. "Well, if you weren't obviously a mare. Okay, you can put that old thing back on, I think I have what I need."

The fabric clinging with magical precision dropped from Liz and she quickly pulled her dress back on. "So is that all? Don't you need to have me try things on?" Rarity paused in what she was doing, looking over her stylish glasses. "What?"

"Darling, I am going to pretend you didn't say that. Rarity does not make such mistakes." Rarity pressed a perfectly hooficured hoof to her barrel. "Now go, let me create these things but you have to promise one thing."

"What is it?" Liz squinted a little, wondering if the canny business owner had something up her… well, sleeve.

"If you change more, come back, this is the most outrageous project I have ever faced, I am tingling just at the thought that you may only wear these things once, then need new ones. This is exciting!" Rarity turned back, humming a little tune wordlessly as she started cutting and sewing fabric.

Backing away, Elizabeth barely made it out the door before she heard a high pitched voice exclaim. "See! Just like I… you aren't like I described…" Apple Bloom tilted her head. "You got wings? And ears? Are you turning into an alicorn princess?"

Elizabeth was faced with her hardest challenge to date. The Cutie Mark Crusaders. "Uh, I hope not, they have to do so much work!" Three little heads nodded to that answer.

"So she must be turning into a pegasus!" Scootaloo bounced around Liz, the filly's movements just as adorable and 'marshmellowy' as they were on the show. "Look at the size of them! How did you grow them so big?"

Liz's heart shattered, the begging tone in the pegasus filly's voice reminded her of Scootaloo's problem. She turned and crouched down. "I don't know, but Princess Twilight Sparkle is working on it, and when she finds out," Liz lifted her finger up and booped the surprised Scootaloo on the nose, "I will tell you."

Scrunching her nose, Scootaloo looked up at Elizabeth so earnestly, so trusting, then her face lit up with a huge smile. "Thanks!" She bounced back to her friends. "We, the Cutie Mark Crusaders, want to help you!"

"Me?" Elizabeth blinked at the announcement.

"Yes!" All three fillies chimed back.

"We are going to help you find out what your cutie mark is all about!" Apple Bloom pointed to Liz's hip. "Can we see it again?"

It was such an innocent question, but Liz couldn't help but blush a little; no underwear meant she might potentially flash someone. Nonetheless, she lifted her hem, turning sideways so the fillies could see.

"A cloud and a thunderbolt? Apple Bloom, she was always going to be a pegasus!" Scootaloo looked so proud. "Maybe a weather pony? It is almost as cool as Rainbow Dash's mark!"

"She seems to have shaken things up." Sweetie Belle leaned in a little closer. "Maybe she protects ponies from bad weather? Or maybe it is metasori… metaclor-"

"Metaphorical?" Elizabeth helped the filly, who beamed up at her and nodded. "It could be. Stormy weather and a lightning bolt, from strife, change?" Three little faces looked on in wonder as Liz made the guess. "Well, it is just a thought."

Author's Note

So I do this "Ask x" thing, x can be any pony within the story. You can ask them anything and ~~I~~ they will definitely hopefully reply. Keep the questions appropriate to the age-rating of the stories and of course, ~~I~~ They will answer the best question(s) in the author notes of the next chapter. The more votes a comment has the more likely I will get it to the right pony to answer, try and keep it to one answer per post! ~~I~~ They will pick one question per chapter.

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
Canary in the coal mine
Daremo
Mary Rowland
Boulder
A.P.O.N.I.

And special thanks to the following, for careful eyes and friendly words:
Daremo
Vutava

5 - Reassurance

Elizabeth got halfway back to the castle when a strong wind whipped around her legs, causing her dress to rise a little. "Hey, cool wings. Going to try flying?" Rainbow Dash was flapping her wings lazily once she had pulled up, hovering before the woman.

Having one of your heroes, a cartoon hero at that, wanting to just chat was a little daunting. "Uh, I guess, I don't know if they-" Liz never got to finish before a flash of blue and rainbow ducked around to her side and grabbed one of her wings, pulling it free. "Hey!"

"Good primaries, muscles are a little small. How about this, squirt, you spend a week flapping these things a good hundred times, twice a day, and at the end I will see about giving you a flying lesson?" Rainbow let the wing go but knew she had Liz hooked when the limb and its twin were pointing straight backwards, flaring wide. "Catch you around… hey, maybe next time I see you will be on all fours? Keep up the wing exercises!"

The memory of her wing, being manipulated quite expertly, raced through Liz's mind. She stood there, like a stunned fish. "Exercises…" Snapping out of the daze, she gave her wings an experimental flap. "Wow… that feels great!" She flapped and flapped. For all her effort, though, Elizabeth didn't actually make much thrust.

Opening the door to the castle, Liz stepped inside with a light heart and slightly sore wing muscles. "Hi Spike, what is that mop and bucket for?" She blinked a moment, the dragon's cheesy grin finally cluing her in. "I am starting work, aren't I?"

"Sure are Liz." Spike passed the mop to the human. "Need you to do the dining room first. Then, when you are done in there, the library needs dusting… again… today…" Liz crouched down, her pony legs folding easily.

Though the human couldn't get on eye level with the little dragon, she could reach out and give the ever-suffering assistant of Twilight Sparkle a hug. "No need to be down, there is two of us to work on the castle now." Spike's head pushed forward and he shoved it right into the "nice warm spot" he had found while sleeping with Liz. "Uh, Spike?"

"Hrrm?" Spike's head tilted, his snout pushing up and out from between Elizabeth's breasts. "What's up?"

At least I am wearing clothes this time. Liz shook her head. "Well, for one I need to get to work. It actually feels better knowing that I will be working for my stay." She set the dragon back down.

"We'll have the whole castle shining from the ground to the top." Spike felt the warmth his body had gathered spread out, giving him more energy. "Good luck!" He raised a clawed hand and got a slap on it from the human. "Alright, it is awesome having somepony else around with hands."

"Don't get too used to it, Spike." Twilight's voice came from the other side of the entryway. "By the calculations I took, Liz's changes are speeding up." The alicorn looked up at the human. "I'm sorry Liz, I just…"

I'm turning into a pony, like, really, all the way. Elizabeth's vision wavered a little and she stared at Twilight, focusing on her. "Oh… kay…"

Twilight waved to Spike, who had produced a fainting couch from out of nowhere. "I don't think she needs that, do you Liz?" Twilight looked up at the girl with a smile. Doing fine Twi, don't think about what is under her dress and… damn.

Liz stood up, picking up the bucket and mop. "Well, Princess, I have work to do. Got to mop and scrub the dining room." She walked past Twilight, making her way through the castle. Behind her, a pair of wide pony eyes followed her, watching her tail swish from side to side.

"I need lunch!" Twilight turned sharply, her spell managing to keep her shaft hidden barely. "Yes, I definitely need something to lick… I mean, eat out! No, wait…" Twilight's blush at her continuing failure to deliver a credible reason for heading to the dining room only grew and grew.

Peeking her head around the door, a silly grin on her face, Twilight froze. Her heart started racing, beating faster and faster. Elizabeth was on her hands and knees in the middle of the room, cleaning up something on the floor. The light dress kept flipping up higher and higher, Twilight's eyes widened as she spotted what was under it.

The nasty stain on the stone floor was not coming off as easily as Liz had hoped and she realized she would need to put more force into her scrubbing. Rising up a little, she leaned forward and really got into the work.

Twilight took a step, then another. The waving plot was almost hypnotic. The spell keeping her shaft hidden had given up under the strain of a fully erect alicorn. Closer and closer she got, her head leaning forward, nose almost but not quite touching Liz's vulva when the woman stopped scrubbing. "Sh-" was all Twi got out before she panicked and teleported. Twilight had meant to go to her bathroom, or bedroom, or… well, anywhere but on top of the table five feet away.

"Twilight?" Liz leaned back and sat down on the floor. "Are you alri…" Elizabeth's voice trailed off as she looked at the Princess. Her throat jerked with a gulp. At full mast, under the alicorn, was the hardest cock the woman had seen in her life. "Are you okay?" Why is my throat dry?

"I… I…" Twilight was frozen, her body pinned in place. Her mind was like a record, stuck on a single little scene that played out again and again. Her plot... A touch of drool hung down from one corner of her mouth.

Elizabeth's heart beat quickly, she could see Twilight was more than a little out of it. This could be my only chance to… to… am I really going to do this? Her hands were shifting forward, then a leg. She halved the distance to the table Twi was on, then was right before the apparently distracted Twilight.

However, right then, Twilight had snapped out of her daze and was frozen. Is she really… what is she doing? I don't want to scare her off I just… I really want... Twi wasn't entirely sure what she wanted, but Liz getting closer was a start.

Looking up at Twilight's eyes, Elizabeth dipped her head back down, looking at another part of the mare's anatomy. It's huge compared to a guy's… Her brain wasn't working all that good, worse so as she pushed her head forward, coming in from the side of the Princess' body. Now or never Liz, I don't think she will ever give me the chance again... The woman's tongue pushed out, guided to the side of the big pony shaft. Then she licked. Musky, not bad.

It was one thing to use her magic to get relief, and quite another when a thinking being was licking her. Twilight closed her eyes and tried to hold still; every instinct told her to push Liz back, to climb her back and rut her until next month. Every instinct, that was, except the one she held to like a lonely rock in an ocean. If I move, if I blow this… I don't want to blow this!

I really want to blow this... Liz made up her mind all at once and rather than just licking the shaft, she parted her lips and slipped the flared end of it into her mouth. Definitely musky, but not bad. She closed her eyes, sinking down a little further and slurping her tongue up and around Twilight.

Twi finally lost her poise, she trembled and let out a groan as Elizabeth started to suck and do the most amazing thing with her tongue. Her eyes glazing over a touch, the mare leaned forward a bit. A startled sigh came from the alicorn when a hand reached up and wrapped around the base of her. She had already been on a hair trigger, and this being her first time, Twilight's eyes went wide as an electric jolt seemed to spin around the heavy orbs hanging behind her shaft, it spun and then shoved up into her body, causing all her legs to go stiff.

Oh wow, she was pent up! Liz felt the rush of something coming, had enough time to take a deep breath before her mouth was filled with the pony seed bursting from Twilight. "Mmfmfm!" She worked her throat, relaxing the muscles and gulping as quick as she could; back on earth, she had been with a few guys, could handle a little seed, but this was ridiculous.

It was almost like being drained of magic, but at the same time felt a lot better. Twilight's legs started to wobble a little and without warning she fell to the table and her side. One of here forehooves reached down to rub at Liz's mane, her emotional side was acting, but Twi's brain was still lagging behind.

Liz thought she was home free, thought she had managed the task of swallowing all of it. Giving a contented sigh, she drew back and kissed the flagging erection and got a final spray across her lips and nose. "Oh!"

Twilight, overwhelmed with the lethargy that her… private experiments, had taught her was normal, looked down her body at Liz. "Uh… so…"

Licking her lips to clean them, Elizabeth colored. I just gave Twilight Sparkle a blowjob, what do I say to her? "That was… different." She thought she gotten away with it, then she blushed. "I mean, I guess ponies are a little quicker than I am used to!" No, brain, that was worse than the first time. Wait, first time! "Was that your first?"

"First time with somepony else, uh, doing it." Twilight felt so very relaxed, her hoof playing with Elizabeth's ears, feeling them flick at the attention. "I guess I shouldn't ask if it was good for you?"

"It was!" Elizabeth gave a sigh. "It was… okay, maybe not quite a dream come true, but you sounded… you still sound, so happy." It was easy to just say what she felt, lies were annoyingly hard to think of, let alone say. "You are okay with it, right? You sounded okay with it."

Twilight snorted. Of course I am okay with it, it was great fun. "It was fun." She rubbed further down Liz's mane, over her shoulder. "Fur is still spreading. Look at it on your shoulders." This got the human to tilt her head.

"Going to be a pony pretty soon at this rate." Liz felt herself close up a little, wanting to pull back as she spoke the words she knew Twilight was too nice to say.

POMF

Elizabeth was on a soft, soft bed, but even that didn't help to scare the tears away. Warmth pressed to her back and neck and she couldn't stop crying.

Twilight folded her legs around Elizabeth, hugging her tighter no matter how many tears flowed. "You are safe, Liz, I won't let anypony hurt you." Twilight rest her chin down in the middle of the woman's mane.

The tears poured out, Liz bawled and shuddered, shaking in the Princess of Friendship's embrace. But the tears couldn't last forever and, feeling the bed damp under her cheek, Elizabeth finally choked back a sob and stopped. Her eyes had been so filled with moisture that she didn't even notice that night had fallen. "Twilight?"

A soft snore came from behind Liz and she almost giggled. What she did instead was shift her cheek out of the wet patch and close her eyes.

Twilight roused, her mentor's gift shining through the windows and triggering her yawn. She was just about to roll from bed when her brain caught up with what her body had been telling her. Elizabeth was spooned against her belly. Memories came back as something was certainly making itself know, as it had every morning since she had ascended. A twitch of Twi's hips rubbed the big, hard shaft against the human's back. "Oh gosh…"

The words were the last straw for Elizabeth's brain. That's it, I'm out of here. Not taking any more poop, time to get up! "Ugh…" A sudden sense, one she had experienced before, came over Liz. She swirled her tongue around in her mouth to confirm it, although what she swirled was not quite the same as what her memory recalled from the few boyfriends she had endured. Who did I give a blow job to? Then it hit her; right in the middle of her back. Liz's eyes flew wide, brain coming to full power as she realized what she had done.

"Morning, Liz." Twilight's voice spoke volumes for how happy she was to have the "very friendly" friend still snuggled close. "Feeling any better?"

"You… you stayed with me all night?" It was hard for Liz to have the conversation, staring away from the mare, but she really wasn't sure she could look Twilight in the eye, not that feeling the royal dong in her back was much better.

"Of course I did, that is what friends are for. You needed a hug!" Twilight demonstrated, squeezing Elizabeth a little more, again. "I…" Twilight's voice sounded a lot more distracted. "Do you want to do that again?"

The long shape poking in Liz's back suggested exactly what the alicorn meant, no matter the language. "Oh… okay…" Why did I say yes? Her brain wanted to scream, but part of her was more than happy to give a little relief to the mare who had comforted her all night.

Author's Note

Spike chewed some gum as he read a comic at the side of the stage; when the lights came up to full brightness he dropped the comic onto a cart. "So somepony asked some odd questions, not sure if I got them all right, but here goes." He suddenly cleared his throat. "Of course I can handle the help, what are you, mad? Twilight has me cleaning the whole gosh-darned castle on my own!" His little chest is panting by the end of the blast. "And I am not sure what the rest of this is... what's 'nudeness'?"

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
Canary in the coal mine
Daremo
Mary Rowland
Boulder
A.P.O.N.I.

And special thanks to the following, for careful eyes and friendly words:
Daremo
Vutava
Boulder

6 - New Job

"More pancakes?" Spike poked his head out of the kitchen. He could see Twilight was gobbling hers down, as usual. Elizabeth had barely touched her breakfast. "Aww, what's wrong Liz? Not hungry?"

"She already ate." Twilight giggled and stuffed another pancake in her mouth. Of course, then Twilight remembered the look on the girl's face when she had gulped down every drop and as her thoughts progressed, Twilight Sparkle looked into the woman's eyes.

Liz chased a pancake around on her plate with a fork. She looked across at Twilight Sparkle and gave a sigh. "Yeah Spike, I already had some… uh, breakfast. I will try to eat a pancake or two." She couldn't break her gaze away from the Princess.

"So, did you two figure out what you are doing today? I was going to come in and clean earlier but I heard you discussing something, then Twi kept agreeing with you." Spike put half the remaining pancakes on his own plate, two on Liz's, and the remainder on Twilight's.

"Agree?" Twilight blinked at Spike. "What do you mean?"

Elizabeth's memory threw up the real meaning. "Oh, when you were yelling 'yes' over and over. I had gotten something stuck in my ears, Spike, I couldn't hear so good." It was a flimsy cover.

"Oh." Spike shoved a whole pancake in his mouth and started chewing.

Twilight finally figured out the particular moment Spike must have heard and she blushed. "Oh, yes!" As she exclaimed Spike's head flew up and Elizabeth lifted a hand up and smacked it to her forehead. "Well, uh… we could go and do more experiments, but I am fairly sure you are going to have to stick with this, Liz. I just can't see any way to stop the changes: just using magic to look made you change more!"

"At this point I almost want it to go faster." Elizabeth lifted a hand to ward off Twilight's immediate attempt at a response. "Almost, but not really. I think I will like it as a pony, it just caught me off guard."

"Well, you can stay here, for sure." Twilight nibbled on a pancake. "And help with more… cleaning." It was impossible for the alicorn not to blush, not that she cared right now. "Well, I might go and check up on Rarity then. She was making some things for you, right?"

Liz nodded. "Underwear, a few other bits and pieces." She gave a happy sigh. "If you could pick that up for me then I could spend the day helping Spike make sure everything is really clean!" Enthusiasm for cleaning coursed through Liz like it had never before in her life. It just felt good to her to keep busy.

Spike blinked, burped and set his knife and fork down. "Twi a me-" was as far as the dragon got before her burped a blast of green fire, a scroll flying from his snout and being expertly caught in Twilight's magic. "A message…"

Unrolling the scroll, Twilight quickly looked through it, scanning it first. "Princess Celestia needs me at Canterlot!" she exclaimed, "Spike, we need to go-" She looked up at Liz who was giving an encouraging smile. "Sorry Liz, this will be Equestria business."

"Of course it is, Twilight." Elizabeth could practically smell the adventure to be had. "I might do some cleaning here then, any suggestions on where I should start today, Spike?"

"Twilight's bedroom." Spike said without pause. "Everywhere else is spotless, but I know she keeps clogging the drain in her bathroom with something…"

Blushing the most crimson shade she had yet, Twilight coughed. "It must be something about that mane conditioner!"

"Well, I am sure it won't get clogged anymore. I'll take a look at it." Liz grinned widely and winked at Twilight, stirring the alicorn to grin back sheepishly. "Both of you go. Taking care of your castle while you are away is my job."

"Spike, you make the best pancakes." Twilight pushed back from the table and stretched. "The letter didn't sound urgent, but just because I am a princess doesn't mean I should ever keep Princess Celestia waiting." She trotted from the dining room, soon followed by Spike.

"Well, this is my new life now." Elizabeth stood up and stretched, herself. Gathering the dirty plates up, she started humming a happy tune as she washed up. Almost done with all the pots and pans too, Liz heard the big front doors open and close. "Castle all to myself…" A tingle ran down Liz's spine and a million naughty things she could do ran through her head.

"Stop. Elizabeth, you are not some teenage filly again." Liz closed her eyes and took a deep breath. "So, before I roll naked on the cutie map I need to clean Twilight's room like I am supposed to." She was grinning, however.

Before she could do more than gather up cleaning supplied, there was a knock at the door. Answering it, Liz was looking at Rarity, the mare standing with a big grin on her face and two clothes chests floating beside her.

"Darling, I had to drop by with more things." Rarity strode in like she owned the castle. "Just the thought of you lacking something appropriate to wear was eating me up. So I present you with, your uniform!" The chest opened with blue magic and out floated the most exquisite maid outfit Liz had ever seen.

"That is… amazing. You made this so quickly?" Elizabeth reached out and ran a hand over the fabric. "So soft…"

"And easily washed too." Rarity felt tickled pink whenever somepony complimented her work. "Of course I had to guess on a few things, but the speed you are changing, darling, I will have to alter it before the end of the week."

Liz crouched down and gave Rarity a big hug. "Thank you Rarity. You really are the best." Idly, she noticed that the fur had crept almost halfway down her arms now.

"Anypony would do the same." Rarity tried to wave off the kindness but it was, after all, her Element. "Just promise me that no matter what, you come to me for your fashion advice."

"I wouldn't dream of going to anypony else." Elizabeth let go of the alabaster mare. "Oh, I should have said, Twilight and Spike got summoned to Canterlot." Just saying the words gave Liz a tingle, she really was in Equestria and she really was working for Twilight Sparkle; not to mention their little arrangement.

"She was meant to come to my boutique today…" Rarity only sounded a little wronged. "But of course a princess has to come before little old-" The mare was choked off by another hug. "Darling, you are positively clingy today, what is the matter?"

"I just feel so happy. What did Twilight have to do for you?" Liz found herself releasing Rarity from her second hug.

"Well…" Rarity blushed only slightly, "we were going to go to the spa today, get our manes and tails done."

"Can it wait for the afternoon?" Elizabeth practically bounced with anticipation. "I have a little cleaning to do and, honestly, getting properly clean and pampered would be a nice change."

Rarity's eyes lit up. "Darling, we simply must go. This will be an experience! Until then." Turning, Rarity made her way from the castle, closing the door behind her.

"I am going to the Ponyville spa with Rarity… this is awesome!" Liz hugged the maid uniform to her chest. "I need to get changed, clean up Twilight's room, then I have a whole afternoon of relaxation. Not to mention what will happen if Twi and Spike need to stay in Canterlot for more than the day."

Gathering her cleaning things from the closet Spike had shown her the previous day, Liz quickly got changed into the maid uniform and trotted up the stairs to Twilight's room. Opening the bedroom door she was reminded of the smell of musk, a strong smell of musk. "Oh Twilight, let's get this place aired out first." As Liz moved, the tightness of the uniform made itself known and she realized it was mainly around her hips and her chest.

Throwing open the windows, Liz was quickly attacked by a very indignant Owlowiscious. "Oh, did she lock you outside? That is terrible!"

"Hoo hooo!" Owlowiscious landed on Elizabeth's arm, hooting as if she could understand him.

Of course Liz couldn't, but she didn't need to understand the poor owl to be able to work out what they wanted. "Come on, let me find you somewhere to rest and sleep. Dark right?"

"Hoo!"

"Well okay then. Is there… oh, that would be your roost!" Her hooves clopping on the floor, Elizabeth carried Owlowiscious to a perch in the corner that had a big curtain around it. "Here you are, I bet this is where you normally sleep."

"Hoo…" Owlowiscious glanced to the side, where a book sat with an obvious bookmark in it. "Hoo?"

One glance at the title of the book told the woman exactly what the hooting was all about. "You need me to read to you?"

"Hoo."

On Earth, if an owl—even a tame one—had flown in, landed on her arm, and hooted at her, Liz would not have dreamed this is what they would have wanted. This was not Earth, this was Equestria. "Of course I will. You want me to close the blind for you?"

Owlowiscious jumped from Liz's arm to the perch and shook their head. "Hoo."

"Okay, now where were you up to…" Elizabeth started reading. It was a cute story about a family of owls, and how their chicks went on adventures. She waited a good few minutes past when Owlowiscious closed their eyes before returning the bookmark and book to the little table, pulling the blind around the perch.

"Now I just need to be quiet, I guess." Liz stood up and turned for the bed first. The musky smell was gone from the room as a whole, but Twilight's bed was particularly on the nose. "This all needs to go." As Elizabeth gathered up the bedding, she noticed a few spots where the musk smell was coming from. "Well, I can take care of this problem for you now, Twilight."

Liz froze when she brushed her face a little too close to the bedding. A soft wuffing sound filled the air as she found herself pressing the soft bedclothes to her face and just drinking down the smell of musk. "What… what happened to me?" Liz stood, shell-shocked. "What is that smell it… oh sweet Celestia…"

Her body ached, Liz carefully wrapped the smelly bits in more bedding and bundled the lot into a big ball to carry downstairs. Finding the magic-powered washing machine, Liz loaded the thing with the offenders and turned it on. "Okay Elizabeth, take stock. What happened up there?" She lifted a hand up to brush something off her nose and stopped. "Buck."

Her fuzzy hands felt around her face, Liz went cross-eyed as she examined her snout, the soft fur having spread over her head completely now. As she stared into the mirror in the laundry she watched her eyes widen, pupils too as she was soon left with a pony face staring back at her. "Buck buck buckity buck."

"That is why it smelled so strong, why it smelled so good. My head is now just like a pony's. I reacted to a stallion's musk like any mare." Just the thought that she had so easily been practically hypnotized by the smell sent a tingle through Elizabeth. "How will it be when I am a full mare?" The pony face in the mirror grinned back at her and Liz couldn't disagree, being a cute mare for Twilight Sparkle to use was a bit of a fantasy, even if she hadn't had it before she actually came to Equestria.

The loud "ding" of the machine broke Liz from her daze and she reached in to pull out the laundry. "Clean and dry. I could make a fortune selling these on Earth." Carrying the lavender-scented bedding back upstairs, Elizabeth remade the bed before stopping. "The pillows too? Twilight…" Once more Liz trundled downstairs with two of the four pillows on the big bed, setting them to be washed while she returned upstairs.

A run around the room with a feather duster was the next task, and no sooner was she done than Elizabeth trotted through to the bathroom. Stepping to the bath, she looked down into the plug-hole and got another dose of musk-overload. Saved by a breeze, Liz went back to her things to find cleaning supplies for a bathroom.

Dumping a dose of lye down the pipes, Elizabeth gave it a few minutes before washing out the tub and letting the water wash away the caustic substance. "Much better." She turned to the sink next and, looking down in it, was thankful to find that much neater. "How does one mare make so much mess?"

"Darling? Are you done yet?" Rarity stepped into the room, looking around for Elizabeth. "Oh, you are doing a wonderful job. I might have to hire you to do some little things around my boutique."

Author's Note

The only reply to the question asked of Pinkie Pie—in regards to a transformation party—was a startled gasp and a flash of pink.

~~~~~+++++~~~~~

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
Canary in the coal mine
Daremo
Mary Rowland
Boulder
A.P.O.N.I.

And special thanks to the following, for careful eyes and friendly words:
Daremo
Vutava
Boulder

7 - Deeper Cleaning

"Oh, Rarity!" Elizabeth's pony ears perked up, startling her a little at the feeling, what with them having been laid flat for most of the time spent cleaning. "Of course I will, you have done so much for me, the least I can do is a little cleaning. Just let me finish here and I can come and help out."

"Not right now. Now you get some things to wear." Rarity sounded quite enthusiastic, her eyes bright and excited. "Just look at these!" She levitated out a parade of underwear that looked just perfect.

"You are the best, without a doubt!" Elizabeth rushed forward, catching one pair out of the air. Without realizing what she was doing, Liz brought them down and stepped into them. Pulling them up, her brain suddenly reminded her what she was doing. "I… oh buck it." She kept pulling them up. "This place is really getting to me."

"Here, let me help." Rarity reached out with her magic and—brushing Liz's hands aside—pulled the panties up snugly. "How is the fit? Try walking around in them." Rarity practically bubbled, her gift for dressmaking taken to its ultimate conclusion in seeing somepony wearing her things.

"Uh… thanks…" Elizabeth started to walk around, conscious of how her hooves clopped on the floor with each step. Despite the way her body kept changing, she managed to move easily, hips swaying a touch at the motion and making her tail sway. "They don't pinch or chafe at all!" Without stopping to think, she rushed over to Rarity and wrapped her arms around the mare's neck and hugged her tightly. Warm, flowery scents assaulted her nose, more noticeable now she was away from the cleaning supplies.

"Darling it is perfectly alright." Rarity accepted the hug as it came, but couldn't help but adjust her back end a little. It just wasn't right that a refined mare such as Rarity would find herself so turned on by the smell in her best friend's boudoir. Without even meaning to, she buried her snout into Elizabeth's mane of hair and inhaled deeply.

"Are you okay, Rarity?" Liz tried to pull back but realized the fashionista was now clinging to her, sniffing her mane quite intently. "Uh… Rar-" Elizabeth gasped and bit her lip, something rubbed down and around those panties now keeping her modest, it wasn't a hand, but something oddly more intimate.

"You smell positively ravishing…" Rarity's horn was lit, her magic probing the mare she was clinging to. The strong smell of musk wasn't easy to find on Elizabeth, but deep in the girl's mane Rarity had found it, found it and reveled in it. She pushed a little more firmly, stroking along Liz's folds and pulling a gasp from her.

"What are… are you… Rarity!" Liz gasped and moaned again as the magic slipped up and over the waistband of her last line of defense. She didn't struggle as the magic pushed under the soft fabric, sliding along her soft fur and then plunging between her lips. Liz closed her eyes and dropped to the floor, unable to support herself. "S-S-St…" She couldn't say it, she just couldn't. "Don't stop…"

As the source of musk was pulled away, Rarity regained some of her faculties. She could feel Liz's body around her magic, she could feel the obvious arousal in her own body. It didn't quite register that she was in Twilight's bedroom, but right then she didn't care. "Up on the bed, dear." Rarity used her magic, keeping it held intimately inside Liz, but also wrapping around her, lifting her up onto the bed.

Elizabeth had a moment to see Rarity, the unicorn looking positively hungry, before the magic was working at her again. She groaned and squirmed around, messing the bed up anew. A new scent assaulted her nose and she opened eyes she forgot closing, to see Rarity's vulva right before her. Her eyes widened as she stared at the folds, looking down her snout. The first lick drew in a musky warmth, a taste that Liz had never experienced before, but quickly took a liking to. Giving a soft, unconscious whinny, she pressed the tip of her nose to the mare's perineum and began to service her in earnest.

Rarity was more than content with the attention she was getting, so she explored Elizabeth's body more and more with her magic. She started forming a more phallic-shaped shaft of magic and set about working it in and out of her new friend.

Wrapping her arms around Rarity's midsection, Liz had to brace against the bucking thrusts, the grinding of Rarity's magic within her. She moaned and bucked, her body feeling more and more pony-like as the unicorn seemed to know everywhere she was sensitive.

Parting her back legs a little more, Rarity wanted Elizabeth complete access for what she planned next. Grinning deliciously, she formed a second rod of magic and lined it up with the girl's tail-hole.

Freezing, Elizabeth's eyes grew to the size of saucers as the prim and proper unicorn double-penetrated her. "Rarity…" She whimpered after the name, she begged, or pleaded, but she couldn't tell if she wanted more or less. When Rarity began to push in and out of both holes, Liz knew she just wanted more.

"Back to work, Darling." Rarity reached her hoof down and gently pushed Liz's head back to her vulva. "I'll take care of you, you take care of me. Friendship is helping each other, after all." She didn't stop her assault on the girl's passages, didn't even slow.

As Elizabeth dug back in, pushing her tongue back into the wet passage before her, she couldn't help but giggle at the image Rarity's words inspired. So this is a friendship lesson?

"Liz? Rarity?" Twilight stood in shock in her doorway. At first her body jerked to arousal, but then possessiveness threatened to overwhelm everything. "Rarity!" She stomped over, feeling her shaft grow rock-hard between her back legs. "Get off her! She's mine!"

Rarity blinked up at her friend, winking her magic out and tumbling off the bed. "Oh, what… what was I doing?" Her head felt woozy. "Twilight, you have to understand, I had no-"

"Twilight!" Elizabeth barely got her head in order, realizing what was going on. "It wasn't Rarity's fault. I was cleaning up some… special mess, and she must have gotten a dose of it when she smelled my mane."

Her attention stolen by Elizabeth, Twilight felt her anger suddenly drain. "Special mess…" Of course, right then, her brain filled in the blank. "Oh Celestia…"

Seeing the moment as being just right, Rarity made a run for it and cleared the room without any further complaint.

Twilight flopped on the bed, her shaft aching under her. "This was my fault, wasn't it?" She lifted her forehooves up and over her eyes. "Why does being a princess have to be so… strange!"

Liz was still fighting her body's arousal, but her friend—close friend—needed comfort. Groaning a little as she rolled over, she reached out for Twilight. "I am sorry, I… I cleaned up your bathroom, and the bed… sorry I made a bit of a mess on it again."

Twilight turned her head to Liz and put her snout right in a little of that "mess." She couldn't stop herself inhaling, but it wasn't Elizabeth's smell, it was Rarity's. "It wasn't your fault, though, it was mine!" Twilight unconsciously pressed her snout a little deeper into the patch. When she finally lifted her head, the possessiveness was back in full force. "I was jealous… I… I want you to be mine."

Blinking, Elizabeth tried to sort out her emotions. "Are you asking me to marry you?" Her heart raced a little at the feeling.

"N… not that. I can't really marry yet, I am a princess. But I can…" Twilight blushed hotly, but her magic lashed out and summoned something into being around Elizabeth's throat. "Mine."

Liz's hand reached up to touch her neck. When the feeling wasn't quite right, she looked down and saw that her hands had devolved into hooves. Sucking up her continuing panic about her changes, she reached up again and touched the collar around her neck. "What… a pet?"

"Maybe… more of a… somepony to play with." Twilight was blushing more, her mind running to other images she had seen of ponies in the few special books she had found.

"Do I get to stay here?" Elizabeth's forehoof stroked the collar, and a little part inside her did a happy dance every time she touched it.

"Yes."

Smiling, Liz kept stroking the collar with her hoof. "And do I get to have fun with you?"

"If… if you want…" Twilight regretted the words as she spoke them. "No… if you stay here, you will serve me." Her voice almost cracked on the words.

That dancing figure in Liz's head grew bigger and bigger, now pushing other thoughts from her head with all the dancing. "Twilight, please roll to your side." Fluffing her wings a bit, Elizabeth squirmed around so it was obvious what she was going to do if the alicorn rolled over.

"No." Twilight was kicking herself, berating her actions as being stupid. "You don't get to play with that yet." She finally realized that it was that dancing and possessive part of her that had come up with this idea. She squirmed forward a little, lifting her tail. "Show me what you learned from Rarity."

Liz was frozen, she looked at Twilight with a mix of shock and excitement. With her heart beating in her chest, she gulped and nodded to Twilight. Twilight Sparkle is… is… oh buck I can't even think how good this is. squirming further around on the bed, she wrapped one arm over and around Twilight's plot and pulled herself in against her side. Tilting her head, she nuzzled aside the perfect tail and spotted her target. Musk and heady anticipation suddenly combined and Liz was leaning in, setting her snout to Twilight's vulva.

Twilight groaned, not only her pleasure being sated, but also that new tingling need to be in charge of Elizabeth. She leaned down and bit hold of the covers as girl's talented tongue worked around her, stroking and building her pleasure. But then came the main event, Elizabeth sank her tongue between Twilight's folds and pressed in deep.

The taste was different, there was more spice and it hit Liz's senses harder than Rarity's musk had. The flavor quickly grew on her, Liz pressing her snout in tighter, wanting more of it, her efforts coaxing groans and gasps of delight from the mare who had put a collar on her.

Twilight was new to being serviced by another mare, and while Elizabeth had given her shaft a good work out already, this was a lot softer and was certainly taking longer. She groaned in delight and sank into the bed, the pleasure of each lick bringing her rising wave of orgasm closer and closer.

Liz felt the sudden tightening of the muscles around her snout, the flood of the musky fluids as Twilight reached her peak. She didn't stop, it was almost the same mindset as she had taken with cleaning by now. She lapped and licked, nuzzled and kissed Twilight through her orgasm, her wings reaching up and flapping a bit in delight that she got the Princess to start really crying out.

Groaning, her world put in a spin by the attention, Twilight moaned and whimpered more still as her release came and passed, then came again. She was trapped she realized, all her dominance and control of Elizabeth turned to mush by the amazing tongue. "St…"

Snuggling her body down, folding her legs underneath her, Liz kept giving her wings the occasional flap as she kept at her task, but no matter how much the girl licked there was always more, Twilight seemed wetter than ever by the time she finally heard a coherent word from the Princess.

"Stop…" Twilight felt the tongue pause, then withdraw. She gave a satisfied groan, trying to shove away the part of her that insisted that telling Elizabeth to continue was a better idea. "Liz?" Twilight turned her head, eyes struggling to focus.

Elizabeth couldn't stop licking her lips, her cheeks, even the tip of her nose, wanting every stray drop. Lazily, she lifted her head and looked at Twilight's grinning face. "I frink… I think, I am going to need to wash the bedclothes again." She folded her wings at her sides and just rest her head against Twilight's flank.

Something clicked for Twilight, she blinked away the clouds of pleasure that Elizabeth had pushed into her head. "Huh. Well, you make a cute pegasus."

Author's Note

Twilight blushed hotly and ruffled her wings. "I... I am relieved Liz is feeling more comfortable and... and I hope she is happy."

~~~~~+++++~~~~~

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
Canary in the coal mine
Daremo
Mary Rowland
Boulder
A.P.O.N.I.
Mephia
Nils

And special thanks to the following, for careful eyes and friendly words:
Daremo
Vutava
Boulder

8 - She's Back

"Twilight!"

The voice sounded quite insistent, but it wasn't her name so Liz just snuggled closer to the pony with their wing over her.

"Twilight you have a visitor!"

Cracking an eye open, Princess Twilight Sparkle groaned a little, then came fully awake. Tilting her head down, she saw—and realized she felt too—the pegasus snuggled up against her belly, one of her own wings hugging them tightly. "Uh, Elizabeth?"

This time it was her name, and even if she really didn't want to acknowledge it, Liz titled her head back and up, coming nose-to-nose with Twilight. Her heart suddenly beat faster, she couldn't stop herself, she kissed the alicorn on the snout. "Mmm morning, Princess."

"Twilight! Would you pay more attention if I said there was a demon at the front door?"

"Spike?" The smile on Twilight's face wasn't gone, but her number one assistant did sound more than the usual amount of harried and worried. "Hold on, I'm getting up!" She slowly drew her wing back from Liz, but then noticed a worried look on the little mare's face. "What's wrong?"

"That… I bet I know who it is…" Elizabeth's heart was sinking lower and lower, and even the renewed hug from Twilight Sparkle wasn't doing much to help it. "I got here by… by summoning a demon. Granted me my wish… but I tricked them in a way. The payment was for them to be set free on my world."

Twilight froze. "You tricked a demon? That… isn't very well advised. I have only ever dealt with one of them, and she was only a pony transformed by fear and power." Climbing up and off the big bed, Twilight looked around to Liz. "But come on, nopony should face a demon alone."

Elizabeth's eyes were wide. She had just told Twilight everything, her terrible past. "But… but…" She reached out to take the hoof that Twilight offered to her, only to blink at her own cute, pony limb. "What the…" She stopped herself before she swore, even if it was a pony swear word, she knew Twilight didn't like them.

"I guess you licked your way to ponyhood last night." Twilight's grin was nothing short of lascivious, she jiggled her hoof in the air. "You are my servant, remember? Get your plot up and serve me."

Doing just that, Elizabeth looked back at her strange—but of course familiar—new body. She had her wings, she had… no clothes. Tilting her head, she contemplated that. "Excuse me, Princess Twilight." She waited for Twilight to turn her head. "Uh… can I get a maid outfit? Since I am going to be your personal maid?"

"Maybe, but not today. Today you will prance around and show everypony my collar." Twilight felt a surge of heat at the thought of how that had all gone.

"TWILIGHT!" Spike's voice sounded frantic now. "I can hear her banging on the door again, I don't think she will go away!"

"She?" Twilight looked to Liz. "You summoned a female demon?" She was treated to watching a clumsy pegasus climbing off her bed. For a moment, a split second, Twilight Sparkle considered telling her assistant to buck off, while she bucked in. Clearing those thoughts, she finished brushing her mane and set to straightening up Liz. "Might need to get you a more appropriate name, now that you are a pony."

"I am a pony." Elizabeth giggled. "I am a pony!" She bounced onto the floor and spread her wings out. "I am a pony!" She snorted and giggled as Twilight quickly brushed her mane and tail.

"TWILIGHT! You need to-" Spike stopped banging on the door when it opened. "I think she is trying to burn the door down!"

"It's okay Spike, we can always get another door." Twilight used her magic to lift Spike up and set him down on her back. "Come on, Liz." Trotting down the stairs, Twilight heard a little gasp from the mare following her and turned.

"Your… uh, spell. I mean." Elizabeth's eyes kept darting to hefty balls between Twilight's back legs, she realized it was either hunger or desire that drove her thoughts, but she knew Twilight would regret going out without her spell on.

Twilight blushed crimson, she prepared the spell quickly and cast it. "You are the best, Liz." Twilight beamed at Elizabeth. Turning back, she trotted briskly down the stairs and to the front door, where things were ominously quiet.

Elizabeth watched Twilight calmly open the door. Outside, a furious-looking red pony, with big bat wings, stared daggers inwards. "Hi there, what can I help you with?" Twilight gave her best smile, but was ready with her magic.

"You!" The demoness pointed a hoof at Liz. "You made me claw through ten feet of concrete. TEN! All I had was my bare claws. And I finally get out and saw this," she pulled what looked like the remains of the rear of a claymore mine from behind her, "so what you can help me with, is that… that bucking pony's hide!"

"Language, please." Twilight gave her best smile. "So she let you go free. Doesn't seem like much to slow a demon down. So you want her to hide?"

Liz couldn't help it, she started to giggle.

"You won't be laughing when I bring my vengeance upon you!" The demoness started working magic, only to have it snuff out. Glaring at Twilight, she started shaking with rage. "You cannot stop this! How can you stop this? She is mine to torment!"

"No she isn't." Twilight clopped a hoof on the floor. "What claim do you have on her?" She looked back at Liz and admired the mare. "Did you leave a brand on her? Or maybe a collar?"

"I… I didn't need to. This was a binding contract!" The demon glared at Elizabeth. "She is mine!"

"She is wearing my collar. I see no mark of yours on her." Twilight thanked every Element of Harmony that she and Liz had gotten "a little carried away" the previous night. "So I think you should leave."

"Not before I mess her up just a little more. You wanted to be in a cute and cuddly pony world, where everypony was…" The demon went cross-eyed. "Everypony? Every-pony…"

"That happens. Oh, hey, congratulations on the cutie mark." Elizabeth had gained a measure of confidence from how well Twilight had defended her so far. "Cute little horns too." She knew the world was getting at the demon just as it had gotten to her. "And you will find all your words will twist like that, we didn't really work out what or how it happened, I just don't really care anymore."

Spinning around, glaring at the mark on their flank, the demon gave an outraged scream. "That's it! I am going to curse you!" She spun back and pointed at Liz. "This creature likes having a little slave mare around so much? Very well, let's see how much she likes a stallion!"

Twilight wasn't quick enough, her spell chasing after the magic the demon threw at Elizabeth, but it didn't catch it in time. "Be gone!" Twilight cast a spell she had never thought she would, she banished the demon to Tartarus.

"I… I don't feel so good…" Elizabeth wobbled and fell down, not following what Twilight did to the demon. "What is… oh no!" She lifted her back leg up, revealing the pony-like sheath growing between her legs. "No no no! I want to be your maid…"

"Spike, you might want to go and make us some breakfast." Twilight teleported her assistant to the kitchen, then leaned down to Liz. "You are still going to be my maid."

"But… can't you stop… ugh!" Liz flopped back on her side, the sheath between her back legs filling out, a pair of plump balls dropping down behind it. "I… this is so odd…" Her body grew a little, the form of a stallion plumping out around that of the mare. Her eyes widened and she looked down when she noticed Twilight's snout probing around her sheath.

"Give him to me to see." Twilight teased the former mare, nuzzling at her sheath until the first poke of Elizabeth's shaft came free. "There you are, now, I think we need to take care of you," she kissed the sensitive tip, getting a groan from its owner, "feed you," she slurped a lick over the steadily growing length, "watch you grow." Twilight opened her mouth and took the swelling shaft into her mouth and gave an enthusiastic suck.

Groaning in a deeper voice, Elizabeth trembled in pleasure from the Princess' assault. He squirmed and writhed, eventually shaking his head. "No… wait… Princess… Master!" The last word finally got Twilight's attention, the alicorn pulling up and off his shaft.

"Say that again." Twilight's ears perked, she looked right into Liz's eyes.

"M-M-Master?" Elizabeth looked up and trembled, he whimpered again. "I never got you… inside." He reached a hoof down and under, stroking behind his balls where his feminine folds used to be. "But I still want you, Master."

Twilight didn't need to even focus on the spell, she reached out to the stallion and her magic flashed. Both of them dropped from an inch above the covers, down onto the bed. "You really want me inside you?" Twilight leaned down and whispered directly in Liz's ear, nuzzling it with her snout.

Rock hard himself, Liz couldn't look in Twilight's eyes, the hunger in them, the dominance, made him shy away. His eyes traced the Princess' body until it saw just what Twilight was talking about. Gulping, Liz nodded, eyes stuck to the big pony shaft under his master's belly.

"Lift yourself up." Twilight had never felt so "in command" before. She literally just had to say something and Elizabeth would react immediately. Spreading her wings a little, she stood over Liz. "Elizabeth really doesn't suit you now. Maid Again?"

Liz blinked, looking of his shoulder and up at Twilight. "M-M-Maid Again?" He thought about it and smiled. "Yes, Master." And with that, Maid lifted his rear up, tail flopping to the side. "Please be gentle…"

Twilight lifted her hoof and brought it down, smacking Maid on the plot. "You don't get to ask things." She smacked again, hearing a soft whimper from the stallion. Leaning down, Twilight Sparkle nuzzled Maid Again's cheek. "I have read about this in… many books." She smiled with her cheek pressed to Maid's ear. "If you want me to stop, tell me 'Red,' and 'Yellow' to slow down. If I ask, tell me 'Green' and I will continue."

Maid's eyes widened, the words were easy to remember, and the concepts too. "G-G-Green." He turned his head so he could watch as Twilight climbed on his back. The spell hiding the Princess' shaft was dispelled, giving Maid a good look at what was about to go into him. It was big, bigger than he remembered. "Y-Yellow…"

"Good boy." Twilight rubbed Maid's side with a hoof. "Let me make sure I can get it in at all, what was that… oh, yes!" Twilight's magic flashed and the warm, wet feeling of something slick covered the alicorn's shaft.

"Oh buck…" Maid tried to hold his language back, but the spell Twilight had used had suddenly flooded his rump with slick lube. There was nothing to stop the heavy shaft when it first kissed his rear, then started to push in. Maid Again bucked and squirmed, but Twilight would not let him move away, slowly working in deeper and deeper, following the request for "slow." But Maid changed his mind. "Green… very green!"

Twilight's eyes danced. She had never been in somepony like this, and it was pushing all her buttons—every one. Shoving forward, she drove herself deep into Maid, bucking as far as she could before pulling back. Nature started taking over, Twilight's hips bucking all on their own as they claimed more and more of Maid's bowels with the alicorn-sized shaft.

Unable—and unwilling—to move, Maid braced against the bed, shoving his hooves down into the covers to provide traction. Each thrust brought Twilight's groin down on his rump, each retreat made him groan with the need to be filled again. Tongue hanging out the side of his mouth, Maid felt his own pleasure building with each thrust.

With her "practice" with Liz, Twilight had built a little stamina, but there was still no substitute for her shoving her stallionhood into a pony, who was doing an excellent job of massaging it. Twi groaned and grunted with each thrust, her balls starting to tingle and feel pent up. It felt like each thrust was being squeezed, resisted, but so too was each pull back. Eventually, she shoved forward as hard as she could, mind overflowing in need as the fire in her balls spread like a wave of heat.

Maid groaned and pushed back, clenching, milking at the huge shape in his rear. Heat blossomed as the mare atop him practically drove him down as hard as she could. The fire spreading inside him found purchase and before he realized it, Maid got to experience his first male orgasm. "Bhuuuuck…" His voice sounded raw, needy. He sprayed the covers under him over and over before finally slumping down into the sticky mess, weary and spent.

Twilight followed her partner down, keeping herself sunk deep in him. "Was that green?" Twilight nuzzled and nipped at Maid's ears.

Liz… still fluttering his mind around the "Maid" name Twilight had given him, tilted his head up a little, giving the mare better access to his aural equipment. "Super green." He couldn't help but giggle at the joke.

"Well, good. We need to clean ourselves up now, then after breakfast you can clean my room again." Twilight worked at the offered ear, nibbling it and soaking the fur. "And then, later, we can make it nice and dirty again."

Author's Note

Support me on Patreon or fuel my writing on Ko-Fi!

Join me on Discord. Warning, said chat may contain NSFW material and should be considered adult in nature.

Awesome ponies who are already helping to keep me in keyboards and rum:
Canary in the coal mine
Daremo
Mary Rowland
Boulder
A.P.O.N.I.
Mephia
Nils

And special thanks to the following, for careful eyes and friendly words:
Daremo
Vutava
Boulder