A Very Unexpected Situation

by The Abyss

Rating: mature
Tags: My Little Pony: Friendship is Magic, Fetish, Rarity, Romance, Sex, Spitfire, Slice of Life
Length: 11523

After making a potion to remedy the effects of a new strain of the feather flu, Twilight sets it out as she waits for some test subjects. Rarity, thinking that it's tea, drinks it without a second thought and discovers an unknown side effect.

Tasked to find a cure for a new strain of the feather flu that causes pegasi to not be able to conceive, Twilight manages to make a potion, that, in theory, would boost the drinker's sperm count by a significant factor. As Twilight takes a shower to get ready for going out for dinner, Rarity walks inside Twilight's castle and discovers the potion on the coffee table, and thinking that Twilight has set tea out for her like she normally does with all of her guests, drinks it all due to her unquenchable thirst. As she feels her extremities start to tingle, she quickly discovers that it was not tea at all, and in turn, she becomes a he.

Contains: Genderswap, Estrus, a Sexy Spitfire, and... you know how things are gonna go. :raritywink:

Published 2016-09-06 21:20:01 UTC
Last updated 2016-09-23 04:30:32 UTC

Chapter 1

It was much too early in the morning for Twilight to be awake, but that’s what happens when one goes to bed really early, especially when you fall asleep on the couch reading the most boring of books with very little sleep from the previous night. With a lapse in her duties as princess, Twilight figured that now would be as good a time as ever to figure out a cure for a new disease that prevented pegasi couples from having foals. Unbeknownst to all but the princesses and those already afflicted, Celestia had ordered her to find the cure as quickly as she could before it caused widespread panic. She had been told to keep it all hush hush as she worked, for fear of this scaring everypony even though a cure was on the way. After a few days of running on almost no sleep and too much coffee, all of Twilight’s research pointed to the fact that the mares were perfectly capable of conceiving a foal, so that only left one other alternative: the stallions.

Without actual test subjects, Twilight figured that a low sperm count could be the only reason that prevented those couples from having offspring. Asking the local pegasi males to cum for her studies would most likely end up with them giving her a weird look and a resounding no, even though she knew that their contribution would be for a very important cause. She needed to have a base count from a pegasus stallion not already afflicted, and hopefully, she could get Celestia to send a couple of them her way. From what she’d discovered from reports of experiments done by Celestia’s scientists, this new disease was a mutated strain of the feather flu, and by her reasoning, it lowered a stallion’s sperm count to such a low level that it kept couples from conceiving a foal.

She trotted downstairs into the basement where she’d left her machines run overnight, mixing together a potion that would, in theory, boost the drinker’s sperm count by a factor of five with each small sip. To make it more drinkable, she’d steeped several tea bags into the potion as it cooked into its final form. Staring at the bubbling flask of light brown liquid, Twilight wondered who she would be able to test it on first. After several hours of working on finding the best variant of the potion, she poured her new concoction into one large beaker, then brought it back upstairs.

As the setting sun’s light shined in through her windows, she used her magic to write a letter to Celestia, asking her to send over a few couples who were having issues conceiving a foal so that she could test her new potion on the stallions. Hoping that they would arrive sometime tomorrow, Twilight set the flask down on the coffee table, and after grabbing a couple of mugs from the kitchen, poured the potion into them. The final step of making the potion asked for at least twelve hours of breathing time in a wide-mouth container, and since her living room was usually devoid of activity, she figured that she could just leave it there overnight so she didn’t have to walk all the way down to the basement to check up on its progress.

After making a mental note to buy a wider variety of chemistry equipment for future use, Twilight thought that she could just have Spike send the letter when he got back from playing with the Cutie Mark Crusaders. As she eyed the clock on the wall, Twilight decided that now would be the best time to take a long-overdue shower, especially since she had made plans to get dinner with Rarity that night.

With a quick burst of magic from her horn, Rarity opened the door to Twilight’s castle and made her way into the living room. She was quite thirsty, having had nothing to drink since earlier that day, and besides, today was the day where she and Twilight were supposed to go out for a nice dinner at a cafe down the street. As she lay down on one of the couches, she heard the sound of running water echo from up the stairs.

“Ah, how nice of Twilight to leave me with a cup of tea!” Rarity said as her eyes found two steaming mugs. Licking her lips, she swallowed once to wet her overly dry mouth. She reached for the closest mug and drained the entire drink in one go. With her eyebrows furrowing in confusion, she smacked her lips and muttered, “Huh... that doesn’t really taste like the tea that Twilight usually makes for us... Must be a new blend!” She set the mug back down on the coffee table, and still as thirsty as ever, she grabbed the second mug and drank that, too. Upon hearing hoofsteps come from just out of her view, Rarity blushed as she realized that she’d just finished off Twilight’s drink. As she watched Twilight walk into the living room, Rarity felt her unmentionables start to tingle.

Twilight stopped in her tracks as her gaze fell upon the two empty mugs. “I... you... you... Did you just drink those?! Both of them?!” she shrieked as her eyes went wide, staring at Rarity in utter shock.

“Well, yes? I’m sorry, dear, but I was just too thirsty to wait until we got to the restaurant.” Rarity crossed her hind legs and flicked her tail down over her butt. She felt a bit of arousal wet her tail as her labia grew puffier by the second. “You... didn’t forget about us going to get dinner this evening, right?” she asked nervously, trying to ignore the fact that all of her hooves were starting to tingle. Rarity glanced at the empty mugs and asked, “Also, I don’t know about this new tea that you made for us, it’s... rather different, and didn’t really taste like tea.”

She bit back a whine as she felt a droplet of her arousal slip from her pussy, dripping down onto Twilight’s couch. “I… I…” She tried to finish her sentence, but felt her mind grow hazy as her arousal continued to grow. Her vision grew blurry, and even several blinks did not solve that issue. She felt little pins and needles all over her body, and as her mouth went dry, she started to feel a little woozy. Rarity felt her inner thighs and privates grow uncomfortably warm, making her think that her tail was somehow trapping in the heat that her pussy was radiating. Ignoring the fact that Twilight would be able to see her fully-aroused state, she pushed her tail up and out of the way to try and cool off, but felt no change.

Twilight ran a hoof over her face as she groaned. “Rarity, that wasn’t tea; that was the potion I made to increase a stallion’s sperm count! Celestia asked that I work on a cure for some rare disease, and you just drank several days’ worth of work! Do you have any idea how long it’s going to take for me to replace some of the ingredients? Weeks, Rarity! Weeks!” Twilight huffed as she looked up at Rarity. She opened her mouth to continue her rant, but when she saw Rarity faint, her anger slipped away, replaced by a feeling of concern for her friend.

Though she didn’t know if her friend fainting was an effect from the potion or if it was from her flair for the dramatic, Twilight stood with trembling legs as she watched the fur on Rarity’s body bristle as her body began to change. As Rarity tensed up, Twilight’s eyes went wide. Before she could step forward, Rarity’s body stilled, then glowed with a soft white light. Even though she wanted to avert her gaze to protect her friend’s privacy, Twilight watched in awe as Rarity’s pussy disappeared, a set of balls and a sheath taking its place, forming in a matter of seconds. Her jaw thickened, and her legs grew more muscular. Rarity grew a little taller and thicker, but even though she was now a he, Rarity’s body was still as refined as ever.

“Uh... Rarity?” Twilight prodded Rarity’s side with a hoof, shaking him back and forth. Her eyes drifted down to his sheath as it started twitching, the tip of Rarity’s cock peeking out through his sheath’s opening. Her mouth became instantly dry as she heard Rarity groan, so she made sure to look away from his new parts before he woke up. She placed a hoof on Rarity’s shoulder and shook him again. “Rarity, wake up!”

“Huh? Wuz goin’ on?” Rarity asked, his usually light and beautiful voice now deep and rather husky. It still held a refined air, though he sounded a bit rough, like he’d just woken up with a dry throat from a night of heavy drinking. He looked down his belly and spread his hind legs, revealing not her princess parts below her belly, but a thick sheath, a set of balls, and the tip of his new cock. “Ahh!— Huh?” He cleared his throat and glared at Twilight. “Twilight?” he asked rather pointedly.

“Yes, Rarity?” Twilight sat down right next to him and licked her dry lips.

“Did you turn me into a stallion?” Rarity asked, his tone filled with no small amount of fear and anger.

Twilight bit her bottom lip and nervously cleared her throat. “Well, um... technically, you turned yourself into a stallion.” “

“No, I did not!” Rarity said, turning his nose up to the ceiling. “Why would I ever do such a thing, Twilight? I am a lady, not a… a… a stallion!” he said, his voice nearly reaching screeching levels. “And if this is some sort of prank, well, it is not funny!”

“It’s not a prank, Rarity, I promise,” Twilight said with a roll of her eyes. “When have I ever pulled a prank like this?”

“I, uh… did Rainbow Dash or Pinkie Pie put you up to this?” Rarity asked, his tail flicking back and forth every few seconds.

“Ugh… Rarity, it’s not a prank!” Twilight said, raising her voice. She stomped a hoof on the ground to emphasize her point. “When did I ever make tea before you got here, and why would you ever drink something without knowing what it is? Didn’t you even look to see what it was before you drank it?”
“No, but…”

“No buts, Rarity, unless you want me to believe that you just drink whatever you see without thinking,” Twilight said as her wings bristled in annoyance.

Rarity humphed, then crossed his forelegs as he glared at Twilight. “Well... fine! Change me back this instance!” He rolled over onto his stomach and gasped lightly as he put a little bit of pressure on his overly-sensitive balls. “Ouch! No wonder stallions freak out when these are kicked... Simply laying on them for a split-second hurt!” He adjusted his position on the couch to make sure that he wouldn’t do that again.

“I wish I could say I know what you’re talking about, but...” Twilight snickered. “I don’t have big balls like you do.” She lifted a hoof up to her face to hide her growing smile.

“Twilight, this is not a laughing matter! I need the antidote at once! I’m supposed to meet an anonymous high-class pony from Canterlot later today.” Rarity rolled onto her right side, lifted his left hind leg, and peered down at his new set of genitalia. “I don’t want to lose this business opportunity! If I can keep getting high-class ponies to wear and show off my work, I can start to open more stores around Equestria, but if they show up and don’t find who they’re expecting…”

“Well, either you reschedule with them or make something up, like you’re Rarity’s big brother and that she’s out of town till tomorrow, or something like that.” Twilight started pacing around the room as she rubbed her chin with a hoof. “I can’t really think of any other way for you to get around this.”

“Twilight!” Rarity whined as his ears flicked down to lay flat against his head. He watched as Twilight walked around the couch a few times before he spoke again. “Please tell me that you have an antidote…” he said, biting his bottom lip as he waited for Twilight to stop and reply to him.

“Actually…” Twilight chuckled, then stopped halfway through as she felt Rarity glare a hole through her chest. “Sorry,” she said with a sheepish grin. I know this situation isn’t really fun for you, but… I was actually hoping that I could get a test subject later today to see how the potion affects them, and since it’s technically a drug, not a potion, I’m afraid to say that there is no antidote.”

“Why… not?” Rarity forced herself to bite back a snarl as her upper left lip started twitching.

“Well, the stuff you drank is meant to increase a stallion’s sperm count, and all of my research shows that the potion’s effects should wear off overnight, so in theory, you should be back to normal by the time you wake up tomorrow.” Twilight blushed as she rubbed the back of her head. “Say, Rarity, since you’re already over here... is it okay if I run some tests on you? I would really appreciate it if I could spend the next four to seven hours studying you. I really, really would love to see how exactly your body has been affected, and to see how your sperm count level compares to future test subjects.”

Rarity deadpanned, staring right into Twilight’s eyes. His upper lip twitched again. “No.”

“Well, I guess I’ll just have to find someone else’s sperm to analyze.” Twilight rolled her eyes and sighed. “It’s too bad though, I would have loved to see how you would react to having your new... package get stimulated until orgasm.”

“Yes, but I’m sure you’ll find somepony else more willing than I to experiment on.” Rarity’s eyebrows furrowed as he quickly lowered his hind leg, trying to stop his cock from hardening. Just thinking about having Twilight make him cum through various means, most likely through magic, coupled with the enticing thought of shooting his hot spunk all over the place, was more than enough for him to lose what little control he had over his new gear. His tip poked out from under his leg, appearing from under his belly. The bottom of his soft tip tingled oh-so-pleasureably as his weight pushed it down across Twilight’s soft couch. “Oh dear, this is...” He felt blood rush to his cheeks as he shifted, knowing that it was all but futile to try and hide his arousal.

“Awkward?” Twilight softly asked, her eyes locked on Rarity’s cock as it grew harder and harder by the second. “Are you sure you don’t want to spend some time researching this side-effect with me?”

Rarity chuckled at how persistent her friend was being. “I’m fine. I just wish I knew how to control this… thing better. And me becoming fully aroused in front of you is a little awkward, yes, but…” Rarity bit his lip and grinned at Twilight. “It’s kinda hot. Actually having my own penis growing feels... it feels nice in a different sort of way.” He yanked a pillow over his face as he blushed harder than ever before, making no effort to hide his erection anymore. He lowered the pillow a bit as he looked back up at Twilight. “And as for dealing with this new anonymous client today… I guess telling them the truth, that… my condition is only temporary would be the best course of action. I just wish I could figure out how to make my, for lack of a better word… penis soften so that I don’t have to do business with it fully erect.” He buried his face back into the pillow as he groaned.

“Well, I guess that your body reacting to its new parts would result in such a thing,” Twilight said as she levitated a quill and a piece of parchment over to her. After several moments of her quill scratching against the parchment, her ears cocked to the side as she heard footsteps behind her. She looked over her shoulder and saw Spike walking into the room, holding a platter with three steaming cups of tea on it. As soon as his eyes fell upon Rarity, his eyes went wide as he froze in place. Before Twilight could even start to open her mouth to explain, he slowly set the platter down on the floor and bolted from the room. “Great… looks like I have some explaining to do...” Twilight ran a hoof over her face.

“Huh? Why?” Rarity tossed the pillow aside and looked up at Twilight, his ears laying flat on his head.

“I think Spike just saw your... dick.”

“...Oh. I see...” Rarity licked his lips as his left ear twitched.

“...Yeah.”

“Well, I hope you have fun with that.” Rarity slid off of the couch as he felt his dick start to soften. “I think it’d be best if I went home before everypony starts running their errands. It would be so... naughty if someone saw me walking through the center of town with my new... cock swinging about like this.” He looked down and saw his cock start to harden again, and as it finally reached full-mast, it bounced against his belly, dripping a little bit of pre-cum from its tip. Rarity looked back up at Twilight and smiled sheepishly, hoping that she wouldn’t pick up on the fact that he loved that sort of stuff.

Twilight simply smirked.

Damn... Rarity thought. “Like I said... I should go. We should reschedule getting dinner later in the week, though. I was looking forward to spending some time with you again.”

“Of course, Rarity.” Twilight nodded towards the front door of her castle as she led Rarity out.

“Do you want something to cover up? I might have a shawl or something like that laying around here.”

“A shawl?” Rarity snorted. “I would never be caught dead wearing such a horrid thing. I’ll be fine. Besides, it’s not like Ponyville is devoid of stallions, right? I doubt ponies would really take notice of me.”

“Suit yourself, Rarity,” Twilight said as she opened the door for her. “If you don’t change back into a mare tomorrow, just come back here tomorrow morning and we’ll figure something out.”

“Thank you, Twilight,” Rarity said as he trotted down the castle’s steps. He glanced down the path leading back into town, wondering if it’d be a good idea for him to just trot around the outskirts of town to get back to his place. Galloping around the town would be sure to bring a lot of unwanted attention, but so would trotting through the middle of town. Rarity sighed as he made his choice, choosing to go through the middle of town as it would be the shortest way home. After a couple flicks of his tail, he started making his way back into town.

Rarity made it a few blocks into town before he started encountering the townsfolk. He kept his head lower than usual, using his mane to hide part of his face. Roseluck waved at him from her stall, making Rarity almost pause to wave back. He was a usual customer of her’s since he liked to have fresh-smelling flowers in his workshop. Choosing to just ignore her, Rarity couldn’t help but feel the need to hide his cutie mark with his tail, knowing all too well that his cutie mark would easily identify him as Rarity. And since he wasn’t a mare anymore, that could easily draw unwanted attention.

As he trotted further into town, nearing the square, he started to hear hushed whispers. “Oh, look at that cutie over there…” he heard a familiar mare murmur to her friend. “Such a refined stallion; could he be from Canterlot? He looks so dreamy…”

Rarity blushed as he quickened his pace, leaving the two mares whispering to each other behind. As he spotted the boutique several blocks away, he felt something warm bounce against his inner thigh. His eyebrows furrowing in confusion, Rarity stopped and lifted his right hind leg and peered down. Oh my gosh… he thought as his eyes went wide. “How did I not feel it get so big?” he whispered to himself, staring at his fully-erect cock. His head whipped around as he looked for anypony looking his way, but thankfully, he found nopony. Lighting his horn, he wrapped a band of magic around his tip and held it up against his belly, praying that nobody would see.

He stuck to one side of the street, taking care to avoid anypony in his path. As he started trotting again, he couldn’t help but let a moan slip past his lips as he felt his magic stimulate the tip of his cock, making his hind legs tremble a little bit. Why does that have to feel so good? he thought, wishing that he knew how to teleport. In hindsight, he knew that he should have asked Twilight if she could teleport him back to the shop.

Many moments passed in silence as the boutique came into sight a couple of blocks down the road. His shoulders drooped in relief, and when he was only one block away, he saw a mare with a yellow coat and a vibrant mane walking up to his front door. “Drat!” he cursed, hiding behind a nearby building. He let his magic fade away as he peeked around the corner, his cock swinging back and forth until it stilled, throbbing a little. “I can’t greet them with… with… this!” Rarity closed his eyes and sat down, taking deep breaths. “Just think of unsexy things, Rarity… Come on… you can do this!”

Chapter 2

Spitfire stepped off of the train, ignoring the hushed whispers of those around her. She was easily recognizable just from her coat and mane’s color, and the fact that she was in Ponyville of all places naturally would surprise a lot of ponies. She’d been on medical leave from the Wonderbolts a few weeks ago due to the feather flu, which had kept her bedridden for over a week. Since she had felt like she had needed more days off, she had decided to take advantage of her vacation days for the sole purpose of pursuing her heart’s desires. With an entire week left before she had to go back to the Wonderbolts, she had decided that now would be as good a time as any to seduce her crush: Miss Rarity. She’d had a thing for unicorns the moment that she realized exactly what they could do in bed with their magic, and even though she’d experienced many pleasures of the flesh from a few select stallions, but none had been able to fulfill her innate need for romance.

Ever since she’d laid eyes on Rainbow’s friend, she’d tried her best to get her alone to ask her out on a proper date, but she knew she had to play things slow. At the Grand Galloping Gala a few years back, she just could not find the right time to talk to her one on one because all of her friends stuck to her side the entire night. In the past few years, she’d just been too busy with the Wonderbolts to really pursue her romantic interest, and now, after all this time, she simply could not wait any longer.

“S-Spitfire?” a young colt asked, breaking her from her thoughts.

She looked down and saw him with a pen and a poster of the Wonderbolts in his mouth, his tail wagging back and forth in excitement, much like a dog. “Yes, little one?” She sat down, her heavy saddlebag nearly falling off of her back. She tightened the strap around her belly and saw him holding out the pen and the poster.

“I t-thought it w-was you on the train, and I was too nervous to ask you for an autograph back then, and with you about to leave…” He took a deep breath before a shy smile broke out on his face. “C-Could you... you know...” he asked, his hoof starting to tremble.

“Heh, of course!” Spitfire grabbed the pen and scribbled her name on it, then patted his head. “And there you go!”

“Oh my gosh, thank you so much!” The colt rushed forward and hugged her right foreleg. “You’ve always been my favorite Wonderbolt!”

Spitfire rubbed his back and chuckled, then let the little colt go as he let go of her leg. “Thanks, glad to hear it.” She leaned down until their heads were nearly level. “Hey, can you keep a secret?” The colt nodded. “I’ve been working on getting the Wonderbolts to come here soon for another show,” she whispered. “Wouldn’t that be awesome?”

The colt’s eyes widened as far as they could. “Totally!” He hugged Spitfire’s leg again, nuzzling against her fur. “That’d be sooo cool!”

Spitfire smiled as she watched the little colt dash back to his parents, who both gave her a thankful smile. She nodded back at them with a small smile, then made her way off of the platform. Spitfire trotted through town, trying to remain as inconspicuous as possible, or as inconspicuous as a celebrity in a small town could be.

“Spitfire? Is that you?” Spitfire heard a familiar voice call out from above her. She looked up and spotted Rainbow Dash poking her head out from a nearby cloud. Spitfire smiled up at her and waved a moment before Rainbow flew down to greet her.

“Hey, so whatcha doing in town?” Rainbow asked. “If I’d known you were coming, I would have planned an awesome day for us!”

Exactly the reason why I didn’t let anypony know I was coming... “Well, I’m sorry to say this, Rainbow Dash, but I have other plans. I’m here on... business, and I need to see Miss Rarity to commission a new dress for the upcoming Gala.”

“Oh...” Rainbow’s ears drooped. “That’s gonna take a while, isn’t it?”

“Yeah... She doesn’t have my measurements, and I need this dress to be spectacular.” Spitfire rubbed her leg with a hoof. “If you don’t mind, could you give me directions to her store? And before I leave tomorrow, maybe we could get a quick lunch if time allows?”

“Sure, what time were you thinking?” Rainbow’s ears flicked up again.

Spitfire shrugged, wincing as her saddlebag’s strap dug into her belly. She jostled it with a hoof until it slipped into a more comfortable position. “Well… the train I was leaving on is scheduled to leave at two in the afternoon, so… maybe around one?”

“Sounds great! So to get to Rarity’s, you just gotta stay on the main road, and once you reach the bakery, turn right, and it’ll be the third building on your left. I’m always flying around town, so just find me before ya leave, okay?” She raised her hoof to bump Spitfire’s. “Just to make things easy, I’ll be napping on a cloud around here tomorrow, okay? Just keep an eye out for my tail; it usually just hangs off the edge when I sleep.”

“Okay cool. Thanks for the directions!” Spitfire bumped Rainbow’s hoof and made quick time to Rarity’s Boutique. Now standing outside the door, she sat down and closed her eyes, taking deep breaths. Her heart was racing, and there was nothing she could do to slow it down. Months of planning had gone into figuring out how to act during this situation, but there were just so many different ways for it to go down. She’d thrown out the idea of straight up saying ‘I love you’ because she knew that Rarity would most likely require a heck of a lot more build-up before she could say such a thing. She still didn’t even know exactly how she was going to ask her out on a date, much less how she was going to tell her that she had fallen for her years ago.

Many ponies passed by her, giving her odd looks, but she ignored them. Her heart was screaming at her to go inside and just profess her love for her crush while her mind was yelling equally as loud to be rational, pointing out every little thing that could go wrong.

She was just about to open the front door to the shop when she heard some stallion cough lightly behind her. Spitfire’s head whipped around to find a stallion with Rarity’s exact colors. That’s not... him, is it? She cocked her head to the side as the stallion blushed at her, his eyes going wide as he recognized her. Without a word, he stepped past her to the front door, unlocked it, and held it open for her. Spitfire saw Rarity’s cutie mark on the stallion’s flank, making her eyebrows furrow in confusion. She licked her dry lips and cleared her throat. “Are you...” she asked softly, cocking her head to the side.

Rarity sighed, his ears flicking back as he looked Spitfire right in her eyes. “Yes, I’m Rarity. Now would you please come inside before other ponies realize that something went wrong?” Rarity asked, his voice rough and low. He glanced away in shame and embarrassment, only to hear a light giggle from Spitfire. She walked past him, flicking her tail up to playfully swat his side.

Rarity couldn’t help but let his eyes drift to Spitfire’s toned flanks. His mind grew a little fuzzy as he stared at her swaying butt, his cock starting to twitch again in its sheath. He knew exactly what that meant, so in an effort to keep his dignity, he forced himself to look away. “So, uh... I’m terribly sorry to be so blunt, Spitfire, but are you the high-class pony that I’m expecting from Canterlot?” He trotted past her and into the kitchen, putting on some tea for them.

“Actually, yeah, I am.” Spitfire settled down on the couch and listened to the sounds coming from the kitchen as she mindlessly swished her tail from side to side. “I’m sorry that I couldn’t reveal my identity in the letter I sent you. If it had been intercepted, I have no doubt that we’d be swarmed with reporters by now.”

“That’s all well and fine, dear. Please, make yourself comfortable in the living room; I’ll be there shortly!” Rarity said, poking his head out from around the corner as he snuck a glance at Spitfire. As the water started boiling, he used his magic to finish making the tea. Once the tea had cooled off a little bit, he brought it out on a platter held up by his magic. As soon as he sat down beside her, he caught a whiff of an extremely tantalizing scent. Knowing that this month was estrus season for most mares, he grew a little uncomfortable. He had been due to go into estrus sometime early next week, so he was glad that he was able to schedule a fitting to bring in a little extra cash while he dealt with his estrus. His gaze flicked over to find Spitfire lounging on her side, facing away from him. Her flicking tail wafted her scent into the air, and as he looked up to meet her gaze, he saw that she was grinning slyly at him. Lighting his horn, Rarity placed a tea cup for her on her side of the coffee table.

“So tell me... how are you now a stallion?” Spitfire asked, sipping from her cup of tea. She eyed him up and down with a lustful glimmer in her eyes, noticing how his forelegs were shaking. She sat up and placed a hoof on his, wrapping her leg around his as she scooted up against his side.

“Well... to make a long story short, I...” Rarity grabbed his tea cup with a hoof. He was shaking so much that a little bit of the tea spilled out, dripping down the side of the cup.

“Here, let me.” Spitfire threaded a sole feather through the handle of the tea cup and wrapped it around the other side. She lifted it up to Rarity’s lips and let her took a long, deep sip, then set it down.

“Thanks,” Rarity said, a blush tinting his cheeks red. “Um... like I was saying...” He cleared his throat. “I was supposed to meet Twilight for breakfast this morning. I was running a little early, so I decided to stop by her place, as it were. When I got there, I found two cups of what I thought was tea, and, uh... I was so thirsty that I drank both of them without thinking, and, well... it wasn’t tea.”

“I see. So it was a potion, then?” Spitfire asked, rubbing Rarity’s hoof with her own.

Rarity chuckled. “Yeah, it was. As you can see, I’m now a stallion, through and through, until tomorrow morning.”

“Well then, you were certainly a mare of beauty before, but as a stallion?” Spitfire bit her lip as she grinned. “You’re almost as handsome as you were sexy...” She nuzzled his neck, humming softly all the while. “I travelled all the way from Canterlot to ask you out on a proper date, you know...” she whispered. “I even took the train so that I wouldn’t smell like sweat when I got here, too...” She nipped Rarity’s neck.

“D-Darling, that’s... flattering, but... how can anypony handle, well... this?” He rolled onto his side, spread his hind legs, and gestured down. “From the couple of stallions that I’ve, uh... slept with, my goods are much larger than a regular stallion’s. I really wouldn’t want to hurt you...”

Spitfire leaned forward and saw what Rarity was talking about. His sheath was noticeably thicker than most, and even though he was still soft, she figured that it was about as thick as her favorite dildo back home, the one she usually kept in reserve for when she was in heat. But this year, she had decided that she wanted a lover instead. A piece of rubber was no match for a thick, throbbing, cum-shooting cock, after all. “You know... there are only a few mares that could... take care of you. Luckily for you, you’re looking at one right now!”

Rarity chuckled nervously at that. He started to close his hind legs, feeling as it was rather improper to reveal himself to Spitfire like that, but instead felt a hoof stopping him. He glanced down at her, then laid back against the couch. Rarity saw Spitfire bite her lip as she stared at his package, and as thoughts of what naughty things they could do together slipped into his mind, Rarity’s eyes went wide as he saw himself start to grow down there. His tip popped out of his sheath, throbbing gently as his balls twitched randomly every few seconds.

Spitfire’s mouth watered at the sight. “Am I... turning you on?” she whispered into Rarity’s flicking ear as she leaned in close, standing over him. She nipped at his ear, then planted a trail of kisses down from his ear down to his cheek, then finally to his mouth. Rarity did nothing to stop her, allowing her to take the lead as she nibbled on his bottom lip. She pulled away with a needful grin on her face, her eyes running all over Rarity’s face as she tried to figure out if he liked what she was doing or not.

Rarity panted softly, his entire field of view made up of Spitfire’s beautiful face. Spitfire’s ears were flicked back, and she licked her lips in a way that said ‘I want you.’ “But, darling...” He glanced away, only to feel a hoof guide him to look back up at her. “You’re very attractive, but, well... I’ve never thought about taking another mare to bed,” she admitted with a faint blush.

“Luckily for us, you’re not a mare. At least, not right now.” Spitfire opened a wing and gently ran the tip of a feather down Rarity’s exposed belly, making his hind legs twitch. “We can see how you feel in the morning, hm? At least give me a chance?”

“I suppose, but... what about not kissing on the first date?” Rarity asked with a chuckle. “I mean, we haven’t even gone on a proper date yet!”

“Oh, to hell with those silly old traditions; we can start dating tomorrow morning!” As Rarity rolled onto his back, she said, “I mean, if you’d like to, that is...” She bit her lip as her breath caught in her throat. “Would you like to?” She felt a tiny bit of arousal slip from her puffy folds.

Rarity panted softly as he stared into Spitfire’s beautiful eyes. “I...” He glanced away again as he pushed himself up against the back of the couch, his cock leaking a little bit of pre-cum onto his belly. Looking back at her, he took a deep breath, then as a smile started to form on his face, he whispered, “Yes, I would like to go on a date with you.”

Spitfire slid closer to him and ran a hoof up and down his inner thighs, never touching his package. “And would you like to... take me to bed? A mare has needs, after all, and I think this could be the start to a wonderful relationship.”

“That is true, I suppose, but wouldn’t you dating someone bring you even more attention from the press? Would all of that stress be worth it?” Rarity asked as he felt his cock slip back into its sheath.

You’re worth it in my eyes, Rarity... Spitfire stood up and stared into his eyes. “I’ve dealt with it before, so I can deal with it again. The question is, though, can you handle it?”

Rarity sat up, his haunches doing little to hide his sheath as he took care to not sit on his balls again. “I... am not sure, but I’d like to try,” he admitted with a sheepish smile. “But with you being in heat, and with me being a stallion... should we even chance it?”

“I’ve been on birth control since my estrus cycle started, so I think we’d be fine.” Her eyes lit up as a tantalizing idea popped into her mind. “Say... what if we pretend like you’re trying to get me pregnant? That could put a little spice on our little lovemaking session...” she said with a growing lustful grin.

“Trying to throw in a little kink?” Rarity returned Spitfire’s lusty grin. “You naughty girl...” he whispered into her ear.

“Excellent,” Spitfire whispered as she slid up against his side. With their lips inches apart from each other, she let her eyes slide close as she wondered if she should make the first move. Luckily for her, Rarity leaned in and planted his overly-soft lips upon her own, then sat back with a rather large blush. “Wow... your lips are really soft, and...” Spitfire leaned back in, then tilted her head to the side as she whispered, “Warm...” She bit his bottom lip and teased it with the tip of her tongue as her heart raced in her chest. Rarity moaned softly, so as she let go, she pushed her tongue inside of his mouth, passionately fighting his tongue. Almost a minute passed in this fashion before she heard somepony knock on the front door. “Uh-oh... you expecting anypony?” she asked, her eyes locked on the front door. She was in a very compromising pose, especially since her wet pussy was on full view to anybody who walked inside.

“Nope!” Rarity said with a chuckle. Before Spitfire could respond, he lit his horn and locked the door, then flipped the ‘Open’ sign to the other side. “Besides, it’s closing time anyways...”

“Sweet...” Spitfire moaned as she pushed Rarity back against the couch, straddling his hips. She scooted up his hind legs until their bellies pressed against each other, the opening of his sheath pressed right up against her pussy, giving it absolutely nowhere to go but up into her. She nipped at his neck again, grinding her hips back and forth. Spitfire heard him moan over her shoulder a moment before she felt his tip part her puffy and soaked lips. She pushed herself downward with a renewed vigor, letting off a soft moan as he finally entered her.

Rarity chuckled as he placed his forelegs on Spitfire’s hips. “Did you come here expecting to find your way into my bed today?”

“Actually no, but with me being in heat, and you being a stallion for the night...” Spitfire wiggled her hips back and forth, Rarity’s cock growing harder and thicker inside of her tight, velvety passage. She’d never let a stallion enter her in this fashion, but the idea was quickly growing on her like the cock was growing inside of her. Instead of taking a thick cock all in one go, she found that she was adjusting to his size as he grew ever larger and harder inside of her. He was about half as thick as her foreleg was, and he was still growing. “And since this is a one time thing, I think it’d be such a waste to let this opportunity slip away...”

“Yes, I can see why you’d think that...” Rarity bucked his hips up, pushing his cock deeper inside of her. Spitfire winced and clamped down on his length, trying her hardest to hold him in place, but her tightness only made his cock twitch and grow even more harder. She moaned and buried her muzzle into his chest floof, then laid her head just under his chin. He wrapped his legs around her butt and held her firmly in place while she wrapped her forelegs around his neck, holding him close. She panted softly into his neck, breathing in through her nose as his scent danced upon her nostrils, making her heart beat wild with lust. I can’t believe we’re actually having sex... and on top of that, I can’t believe Rarity said yes! Spitfire leaned back in for a quick kiss, a string of saliva forming a small bridge between their lips before it broke as she felt her heart flutter with love.

Rarity smiled gently as he worked his hooves into Spitfire’s rump. “So, dear… are you absolutely sure about this?” His cock was rock-hard, and as far as he could tell, he was fully aroused. His balls were firmly pressed up against Spitfire’s butt, and for some reason, he felt like that was their proper place: on a cute mare’s rump. Part of her wondered if his brain was reacting this way because he was a stallion, even though it was only temporary.

“Well, let’s put it like this: I’m in heat, and I already have your dick all of the way inside me…” Spitfire nipped Rarity’s neck a couple of times. “So let’s just say my mind’s already made up about this, okay?” Without waiting for a response, she lifted her hips until his medial ring slipped out of her, then let gravity do the work as she slid back down onto his cock, clenching and unclenching all the while. “Nggh… I don’t think I’ve ever felt a cock as thick as yours…” she muttered as she took a few deep breaths, feeling a little bit of her wetness slip out around the tight seal that her pussy made around Rarity’s new cock.

“Well, you better enjoy it while it lasts, because it’ll be gone by tomorrow,” Rarity said as he tightened his grasp on Spitfire’s butt. He pushed down into the couch and lifted Spitfire with his hooves, then pushed up into her while he pushed her back down. His balls slapped against the back of Spitfire’s dock before they settled back down between his legs.

“Good thing we have the rest of the night to ourselves, then.” Spitfire used her hind legs to help Rarity lift her up, starting to uncomfortably empty as his cock left her velvety tunnel. She felt an overwhelming urge to ride him until he exploded inside of her, sating her uncontrollable lust. She did want to start a family someday, but deep down, she knew that she’d never naturally have a foal with her choice in lovers. As his thick tip was about to slip from her slit, she let Rarity push her back down. She let it happen nice and slow, stopping every couple of inches to clench and unclench on his cock. Spitfire held Rarity’s gaze, staring deep into his soul, and as he smiled lovingly up at her, she smiled back and leaned in as his medial ring slipped past her entrance.

Rarity loved how he was able to feel every single twitch and twinge from Spitfire’s body. Her tongue was teasing his lips, begging for him to open his mouth for her. With a sly grin, he broke the kiss and nipped at her neck, and even though she was still clenching down on his cock, he pushed her the rest of the way down in one go, making her cry out into his chest. Keeping his cock firmly seated inside of her, he used his magic to hold Spitfire’s weight, then stood up. He held her around her rump as he awkwardly walked to the arm of the couch, then as his magic started to fade away from overexertion, he managed to swing around behind her. As his magic faded away, he set Spitfire down on the arm of the couch, letting her belly come to rest on the arm.

Spitfire glanced back at him, her ears flicked back as she wondered what he wanted. Before she could even open her mouth to ask, Rarity pinned her down with his weight, pulled back, then thrust back inside of her.

Rarity loved letting Spitfire’s natural juices lubricate his cock. Whenever he’d been with another stallion, he had made sure that they always had plenty of lube, but now he realized that he had never needed it; a mare’s pussy could create more lube than they needed. He just chalked it up to the fact that he never usually messed around with foreplay, for the stallions that he’d been with had always wanted to get to the main event. Making a mental note to include foreplay in future lovemaking sessions, Rarity settled into a steady rhythm, making Spitfire moan with each thrust.

Before he knew what was happening, Rarity felt his tip flare up, making it rather hard to keep fucking Spitfire. As he cocked his head to the side in confusion, he felt his balls twitch, then a wave of euphoria rushed through his head. Instinct made him seat himself as fully inside of Spitfire as he groaned, erratically bucking as he felt his tip keep his seed from leaking out past its tight seal. His eyes going wide, he realized through the haze in his mind that he was cumming, and as he realized the implications of what could happen, he started to pull out, but Spitfire rolled onto her back and wrapped her legs around his back, pulling him back in. He panted softly as his eyes searched Spitfire’s face for any sign of her getting angry at him for cumming inside of her, but all he saw was a content smile and a kind gaze. “I... I...”

“Shh... it’s okay that you didn’t last as long as I hoped,” Spitfire said as she leaned up. She wrapped her forelegs around his neck and made sure she had a firm grasp on his butt with her hind legs. She nuzzled his neck and whispered, “Want to carry me to bed, stud? That was a nice first round, but I would love another if you have it in you.”

She’s not angry that I came inside of her while she’s in heat? Oh, right! She wanted to act like we’re trying to get her pregnant! Rarity nuzzled the back of her head, and even though his cock was starting to soften, he couldn’t help but chuckle when he felt Spitfire clamp down on him, ensuring that he wouldn’t slip out of her as they started the long trek up to his bedroom. Nearing the top step, he felt himself start to harden again, his cum and her juices letting him slide all the way back in without a hitch. As he wondered just how much cum he’d pumped into Spitfire’s pussy, he knew their night was just beginning.

Chapter 3

With Spitfire still nestled tightly around his belly, Rarity pushed open his bedroom door with his magic. His rock-hard cock still inside of his lover, keeping his cum as far inside of her as they could, he stood up and pushed her back up against the wall in his bedroom, unable to wait for the bed. As he felt some of his cum drip out of Spitfire’s pussy, Rarity pulled his hips back, then rammed back inside, literally fucking his cum back inside of Spitfire’s warm, pulsating pussy. “Darling, you’re…” Rarity bit back a groan as he drew his hips back, holding his tip just inside of her pussy.

“What?” Spitfire murmured, staring deep into his eyes. She tightened her grip around his neck, his cock being the only thing holding her up.

“You’re wonderful…” Rarity whispered, locking his lips with hers. He pushed Spitfire’s head back, giving him the leverage he needed. Instead of ramming back inside of her, he let gravity do most of the work for him as he pushed down with his head, slowly letting his cock slide back inside of her, inch by painfully slow inch until she was fully seated, taking the entire length of his cock. Rarity gyrated his hips around, using his lower belly to grind up against her clitoris. “How’s it feel to be stuffed so full you can barely think?” he asked, grinning down at her with a sly grin.

Spitfire grinned and hummed in content, pressing her muzzle against his neck as she felt his warm seed sloshing about in her depths. Her ears flicked back as she felt it start to slip out of her, and as a subconscious need to keep all of it inside of her grew within her mind, she clenched down on his cock, praying that it would all stay inside. Using her forelegs, she pushed herself up, still clenching down as hard as she could. Before she could push herself back down, Rarity grunted once as he thrusted all the back inside of her in one go, making her gasp. As her legs started to feel sore, she asked, “Can we go to the bed, stud? I don’t think I can hold this pose for much longer…”

“Of course,” Rarity said. He pulled back until his cock slipped out of her, smeared with his cum and her tantalizing juices.

Spitfire stood on her own, but just barely. Her hind legs would not stop shaking, and her pussy was dripping a near-constant stream of her arousal. She sauntered over to Rarity’s bed, then lay down on it as she rolled over onto her back. She pulled a pillow over and placed it under her butt, keeping what remained of his cum within her. As she watched Rarity stalk over towards her, a lustful glint in his eyes, she blushed madly and hid her face behind her hooves. Figuring that he would mount her and pump more of his seed into her, she was surprised when she felt him spread her hind legs with his hooves. She peeked out from behind her forelegs and saw him sit down beside the bed, right between her legs, eyeing her pussy with a hungry look.

He stared deep into her eyes as she watched him lean down, his hot breath now teasing her pussy. Rarity lit his horn, then she felt its warm touch surround her pussy, collecting the mixture of her juices and his cum, then her eyes went wide as she felt it slide into her pussy. It grazed against her G-spot for a moment, making her gasp softly before she felt the magic dissipate.
“There, now there’s no mess!” Rarity said with a chuckle. “And now my cum is as deep inside of you as possible…”

Gods above, I know I made the right decision when I picked her… him… Spitfire’s wings started to unfurl in the soft, satin sheets beneath her as her clitoris started winking, simply begging to be touched. Luckily for her, Rarity didn’t waste another moment as he leaned in, wrapping his lips around her clitoris. She threw her head back as she moaned, his tongue touching her in all of the right ways. He probably already knows what to do because he’s lived his entire life as a mare… Lucky me… she thought as his tongue traced shapes that she didn’t recognize, though she did know that he was sticking to a pattern. Whatever it was, it felt heavenly, so she made a mental note to ask him about it later. She felt the beginning of an orgasm well up inside of her as he kept licking and sucking her clitoris.

“H-How’d you get so good at this?” Spitfire breathlessly asked, squirming from his ministrations.

Rarity placed his forelegs on her hind legs and held her down, keeping her from moving so much. “From practicing on myself. Perks of being a unicorn…” he whispered to her before he went back to work. Lighting his horn, he formed a tendril that just barely grazed Spitfire’s labia, knowing that it would make her go wild with need as it did for him. When he felt the bottom of his chin grow wet with her sweet-smelling arousal, he pushed the tendril inside of her, using its tip to push in every direction, one at a time as he mentally explored her. As he felt along the roof of her vagina, he paused as Spitfire bucked her hips up, making him break free of her clitoris. “Found it,” he said, locking his eyes with Spitfire’s.

“Found wha… oh…” Spitfire moaned as Rarity’s magic rubbed against that spot inside of her pussy. Before she could even open her lips to speak again, his magic suddenly started vibrating as it pushed against that spot, rubbing it and running around in circles. It felt as if every nerve-ending on her G-spot was being stimulated at once, making her scream out towards the heavens, her voice full of lust, an innate need for more, and of sheer, pure love. Her orgasm built up inside of her core more rapidly than ever before, and even though she liked to edge herself, keeping her on the brink of cumming, Rarity pushed her over the edge. “N-nyah!” she yelled, biting her leg to stifle her moans.

Rarity locked his lips on her pussy as her hips bucked about, even though he was doing his best to hold her down. She squirted into his mouth, filling his cheeks up with his cum. He smiled, knowing that his trick always worked without fail, and as he pulled his tendril of magic out, he couldn’t help but chuckle as he let it dance across her labia, letting it vibrate as softly as he dared. As she finally stopped cumming, Rarity stood up and swallowed her cum all in one go, knowing that she was watching. He licked his lips as he stood over her, his forelegs on either side of her head as he finally got to taste Spitfire’s juices. They were slightly tangy with an undertone of sweetness, similar to how he tasted when he was a mare. He leaned down as he stepped forward, his cock brushing against her twitching and puffy pussy.

Spitfire tasted her own juices as her tongue danced across his lips a couple of seconds before he locked his lips with hers. She squirmed under his dominating stance, his weight pushing her down into the bed. His length slid back and forth between her lower lips, rebuilding her need for more. She felt him pull back, a thin trail of saliva connecting their lips as he placed his tip against her entrance. He looked back into her eyes as he pressed forward, only for his cock to pop upwards. “Hehe, you missed!” she giggled as she grinned up at him.

“Well, as I’m sure you know, I wasn’t born with one of these, and I’ve never really played with strap-ons before, so…” Rarity admitted with a blush. He pulled back again and lined his tip up with her pussy once more, then using his hoof, he pushed his tip inside of her. “Ready for one last go, dear?” he asked, leaning back in to steal a kiss.

“You better believe I am, stud!”

“So… how much longer before you turn back?” Spitfire asked, snuggling deeper into Rarity’s embrace. Her pussy was leaking a mixture of his cum and juices, and she was too tired to get up to clean herself off. Besides, the warmth from his seed felt more than wonderful, and she’d hate to spoil such a nice moment.

“I do not know, actually,” Rarity whispered back as he wrapped a foreleg under Spitfire’s forelegs. He felt her clasp onto it and hold it tightly. “Sometime during the night, I hope.”

“You said it was just for a day, right? Maybe you’ll still be a stallion when we wake up. A day’s worth of time could mean twenty-four hours, after all.”

Rarity groaned. “Yeah, you’re right…” He glanced at the clock on his nightstand and saw that it was well past midnight. A yawn forced itself past his lips as he pulled Spitfire in a little closer, then let her settle down, her head pressed up against his neck and chin.

“So… about going on a date,” Spitfire whispered, then cleared her throat. “Since you’re going to turn back into a mare soon, I dunno if…” She rolled over to face him, their heads inches apart. “You know…”

Rarity chuckled. “Yes, dear, I would still like to go out with you. You need not worry.” He leaned in and planted a reassuring kiss on her lips, making her ears flick back as a blush formed on her face. He slid closer to her, then tucked his head underneath hers. “Tonight surely was wonderful, Spitfire…” she whispered to her lover.

“Yeah… it sure was,” Spitfire whispered back. As she closed her eyes, she felt a wave of sleep overtake her, and as she listened to Rarity’s steady breathing, she peacefully drifted off to sleep, nestled securely in her dream mare’s embrace.

Later that night, she woke up to feel Rarity stirring in her sleep. She lifted her head from the pillow, the moon being her only source of light as its beams shined in through the windows, watching as Rarity turned back into a mare. She winced as she felt her pussy twinge, leaking out more of Rarity’s cum. “Gonna be sore back there for at least another day…” she whispered to herself as her tail swished back and forth under the sheets.

As Rarity’s body finally stilled, Spitfire’s nose twitched as she smelled a highly-alluring scent, already knowing exactly what it was. With a sly grin, she gently pulled the sheets over her head as her nose led her to the source: Rarity’s pussy. Rarity was laying on her back, her hind legs spread wide for her, simply begging for her to lick her. She lifted the sheets a little to let the moonlight illuminate Rarity’s pussy, and saw a glistening trail of her arousal dripping down from her opening. Her labia were exceptionally puffy, and her clitoris was winking as if she was on the brink of cumming. “Heh, she must be having a sexy dream… I wonder if it’s about me…” she whispered to herself as she hungrily licked her lips. Wanting to pay Rarity back for eating her out earlier that night, she leaned in and oh-so-gently ran her tongue along the outline of her pussy.

Knowing that Rarity was still fast asleep, Spitfire grinned as her tongue traced the outline of her pussy, licking up all she had to offer. She pulled Rarity’s labia apart with her hooves as she pushed her tongue inside of her, slurping up what juices she found. Spitfire moaned softly, knowing that it would make her tongue vibrate a little bit. She ran her tongue along Rarity’s walls, smiling inwardly as she felt her pussy clamp and unclamp repeatedly, so knowing what was going to inevitably happen, she pulled her tongue out and wrapped her lips around Rarity’s clitoris. She sucked on it, and tried to replicate the pattern that Rarity had used on her, then after several seconds passed, she felt Rarity’s cum splatter against her upper neck as she came. Her hips bucked wildly as her hind legs clamped together, holding her head in place.

Spitfire head Rarity moan, then felt a hoof push her head down further. She gently bit down on Rarity’s clitoris and flicked its tip with her tongue, making her scream out in sheer pleasure. As Rarity’s hind legs relaxed, Spitfire slid up her body until her head poked out from under the sheets. “Aww, did I wake somepony up?” she asked with a giggle.

“Y-Yeah, you did…” Rarity panted as she stared into Spitfire’s eyes. She brushed her lover’s mane back with a hoof, then relaxed. “Well, that’s one way to wake somepony up…” She let her head fall back down on her pillow as she whispered, “Wow…” Her hind legs ever-twitching, she felt Spitfire fall onto her side, then snuggle back up against her. As a hazy euphoria overwhelmed her mind, she nuzzled into Spitfire’s mane and whispered, “Best… night… ever…” before sleep took her once more.

Epilogue

Even though she had returned to the Wonderbolts, Spitfire still made a point to fly over to Rarity’s every weekend she had off. Dating in Canterlot would no doubt lead to her relationship with the up and coming fashionista, and so far, their relationship had not been made public yet. She’d been feeling rather bloated lately, which had made her take some time off from practicing for future shows. She already knew all the moves, so she had helped critique the others and the reserve squadron.

As she landed down in front of Rarity’s shop in Ponyville, she folded her wings and opened the front door. Inside, instead of finding Rarity alone, she recognized the newest princess of Equestria, Twilight. “Good evening, Princess,” Spitfire said as she bowed for a moment.

“Oh, Spitfire! It’s nice to see you again,” Twilight said from her position on the couch. “You sure have been spending a lot of time here in Ponyville.”

“Yeah, well…” Spitfire rubbed the back of her neck. “I’ve been thinking about redoing the Wonderbolts’ uniforms for a while now, and since Rarity is one of the best ponies to talk to about making clothing, I figured that we could work on some designs together.” She avoided Twilight’s gaze as she said, “And… it’s just taking a little longer than I thought it would.” Spitfire walked up to the couch that Rarity was laying on, then settled down beside her, resisting the overwhelming urge to give her a hello kiss. Instead, she placed her hoof on Rarity’s and shyly smiled at her.

Twilight eyed both Spitfire and Rarity and saw her long-time friend blushing madly. She took a sip of her tea, then grinned. “Hang on, are you two…” She waved a hoof back and forth between the two of them. Twilight glanced around, then lowered her voice as she asked, “Dating?”

Rarity glanced at Spitfire, who nodded back at her. She took a deep breath, then said, “Yes, darling, we are dating, but we’re keeping things secret for now.”

“I see… well, I think that’s great! You two look great together.” Twilight took another sip of her tea, then noticed that Spitfire looked rather tired. “Say… Spitfire? You’re not looking so good.”

Spitfire shrugged. “I’ve just been waking up at all times of the night feeling nauseous these past few days. Sometimes I throw up, and sometimes nothing comes up. Getting a good night of sleep is rather hard when you get woken up a few times at night, after all…” Rarity slid her cup of tea over to her, so she gratefully took it and drained the rest of the cup. “I’m still waiting to hear back from the physician about it, but I’m thinking I just picked up a bug from around Canterlot or something. I have been working pretty hard, too.”

“You know…” Twilight rubbed her chin. “It almost sounds like you’re pregnant. Any stallions in your life within, say… the past month or two?” she asked.

“Yeah, one about a month ago, but I was on birth control. Although…” Spitfire giggled sheepishly. “I think it was expired, like… it was out of date by a couple of months. It still should have worked, so I don’t think I’m pregnant. I just caught a little bug, is all.”

“Uh…” Twilight rubbed the back of her neck as she licked her suddenly-dry lips. “Rarity? You remember that potion you drank that turned you into a stallion? You didn’t have any sort of… physical contact with Spitfire that day, did you?” she asked with a wince.

“Well… a lady never fucks and tells, but…” Rarity shot a worried glance over at Spitfire. “Yes, we did, for… most of the night.”

“I see…” Twilight grinned at them, then looked at Spitfire. “Congratulations on your pregnancy, Spitfire. I’m sure your foal is going to be adorable! Oh, I can’t wait to see them!” She slid from the couch and hopped around the room, repeating the words, “It worked! It worked!” over and over in glee.

“What is she talking about, Rarity?” Spitfire asked, her tone thick with worry. Her eyes going wide, she stared at her as she waited for her to respond.

“You said you were safe, so I didn’t think…” Rarity groaned as she slid a hoof over her muzzle. “The potion I drank was supposed to give stallions a large boost in sperm count, and that was only with a tiny sip. I may have drunk the entire potion, so… it turned me into a stallion, which was at the time an unknown side-effect, and I guess it gave me such fertile, well…” She felt herself blush as the next word danced on the tip of her tongue. “Sperm…”

“So… you think I’m pregnant?” Spitfire asked, glancing down at her belly. So far, there wasn’t a bump, but even without one, she rubbed a hoof in a circle where it would be. She felt Rarity grab her other hoof a moment before she nuzzled her cheek.

“You said it yourself, dear…” Rarity murmured as she rubbed her marefriend’s hoof. “You’ve been waking up nauseous in the middle of the night. That’s like… the main sign of being pregnant.”

“Yeah, I know, but…”

“But what? Being a mother can be a wonderful thing, especially since you’re already a wonderful marefriend. I can’t imagine a better mother than you,” Rarity said as she planted a light kiss on Spitfire’s cheek.

“R-Really?” Spitfire asked as she blushed. As her ears flicked back, she tentatively nuzzled Rarity back. “But what does this mean for us?”

“Well, I don’t plan on being anywhere other than your side, and as for the foal… sure, it might seem a little early, but... you know...” she said, doing her best to tune out Twilight’s gleeful outbursts.

“Rarity, we’ve been dating for about a month now. Of course it’s too early to have a foal, especially with us being mares!” Spitfire said with a giggle.

“Yes, I suppose that can be a problem…” Rarity draped a foreleg around Spitfire’s shoulders and pulled her close. “The papers are going to love our story…” she whispered into her ear.

Spitfire groaned. “Oh yeah, they’re gonna think this is the juiciest story of the year! We’re not going to be able to hide, well… me and my new condition for long, so…”

“I’ll always be by your side, dear,” Rarity whispered, doing her best to reassure her lover. “And just think… we’re going to have one of the most unique foals in all of Equestria… a foal created with the help of magic and raised by two loving mothers… what could possibly go wrong?”