Changing for Another

by Abramus5250

Rating: mature
Tags: Porn, Sex, Spike, Human, My Little Pony: Friendship is Magic, Rainbow Dash, Romance
Length: 9506

When it feels impossible to admit one's true nature, perhaps a little magical incentive is all it takes to truly take that plunge, and find out what waits on the other side?

When boredom comes for Rainbow Dash on a fairly average day, she tries to come up with some way to alleviate it. However, in her quest to do so, she will discover something amazing, both about herself and a good friend of hers. Yet, with a little meddling from a concoction of Twilight's, and a whole lot of alcohol, can this lead to something greater still?

Note: these characters are humanized, as in they look like normal humans (no wings, horns, or unusual skin tones).

Rated M for feels and sex.

Published 2016-10-05 15:50:02 UTC
Last updated 2016-10-05 15:50:02 UTC

It Can be Good Sometimes

Changing for Another

It was a very dangerous day in Equestria. Sure, it had all the trappings of a perfectly normal, peaceful day: a shining sun, a cool breeze, and no large monsters attacking Ponyville for a change.

No, the day was dangerous, because Rainbow Dash was bored.

When she was bored, crazy and potentially dangerous things often followed her attempts to relieve some boredom. Today, however, she wasn’t going to try and free climb a mountain, or skydive into a lake, or try and parkour along a moving train.

No, today, she decided a better use of her time would be to visit her friend Twilight Sparkle. It was, after all, a rather boring day, and so, maybe she could find something to help alleviate said boredom in the princess’s castle.

“Twi? You there?” she called out as she opened the large castle door, the pair of guards outside allowing her entry with minimal fuss. Considering how often she came over, it was hard for them to come up with a reason to deny her entrance. As such, as she strode further into the large castle, she was free to look pretty much everywhere she wanted to. As she did, the young woman noticed a fairly sturdy door, partially ajar, where a light was shining from. Stepping inside, she found herself in what she assumed was the new science lab Twilight had put in the week before. She often zoned out whenever she was told something she considered boring, after all.

“Twilight?” she called out again.

“Dash, come in, I’m in the middle of something but it can wait,” the princess said from the far side of the lab, pouring over a textbook while a large amount of differing chemicals sat in jars before her. “Spike and I were just doing some research on cellular biology.”

“Cells are boring,” the younger man muttered from across a table, clearing dirty test tubes and beakers from the table in equal measure of disdain and boredom.

“I’d have to agree with the little guy there, Twi,” Dash replied.

“I’m not that short,” Spike said. “I’ve just… not hit my growth spurt yet. I’m late for a wyrmson.”

“You turned twenty one only a few months ago, I don’t think there’s any more growing left to do, little guy.”

Twilight shook her head. “As much as I do not approve of height-related remarks on your behalf, Spike, I do believe she has a point. People of your descent usually do become larger towards entering adulthood, sometimes suddenly, though I guess you just happened to draw the short straw… no pun intended. However, that does bring me back to what I was working on.”

“What?” Dash asked as Spike went off with an armful of dirty supplies, a soapy sink waiting for him at the far end.

“Cellular biology, or more specifically, the ability to control it.” Given how excited Twilight sounded about this, it gave Dash a cause for concern. Sometimes her little “experiments” got out of hand really, really quickly.

“What? Sounds kind of whacky, Twi.”

“Well, it isn’t, considering all we can do with magic. Yet, with science, we can indeed do much of the same, possibly even more when combined with magic. Now then, I believe I may have figured out a means of trying to be able to make one able to control their own physiology through mental commands and physical stimuli without causing irreversible complications.” She pointed at a large glass bottle filled with a fairly reddish liquid, looking almost like cherry syrup, sitting on a table next to several tablets with complex equations.

Rainbow Dash blinked. “Say what now?”

“What I mean is, I think I’ve discovered a formula that could make someone able to control what they look like without causing terrible long-lasting damage. Basically, if you think of what you want your body to be like, it will become so, within reason. I’ve yet to hammer out a few of the finer details, but in the end, depending on focus, willingness, and overall mental state, you could change what you look like, or something about your body, on a cellular and even genetic level.”

“Twilight, I’m not sure where you’re going with this, but some of it does sound pretty rad,” Dash said. “Now, so you’re saying, if I’ve got some big scar I want gone, or an injury to heal faster, with your stuff, I could do just that? Just by thinking it?”

“Exactly!” Twilight said. “You could heal an injury, work off fat, build muscle, or even change things like hair color on a whim! Provided, of course, you were at least somewhat focused, and had consumed enough of the stuff to cause such a change. It seems that, if you don’t have enough, things might not go all the way through, as in the scar might fade only partially, or your broken bone will mend faster, but not completely.”

“What happens if you don’t drink enough for something major?”

“Nothing bad that I’ve seen, it just… it does have the side effect of making you a tad loopy, regardless of how much you drink.”
“Wait, did you drink the stuff already?”

“A small dose, yes, but only after extensive testing,” Twilight said. “I drank just enough to change my hair color to red and back.”
“What if I’m not specific in my wishful thinking?”

“I’ve not yet tested it fully, but the solution will proactively modify based on what you wish, so if you were to, say, wish for longer hair, it would then increase your hair length on your head, but not elsewhere.”

“Yeah? How did you feel after you drank the stuff? Feel weird or something?”

“I had this really strong urge to drink immediately after the test, though likely just a side effect that may be different for everyone. Thankfully, my clear mind was able to dictate I consume no alcohol, or else who knows what I might have wished for. Now then,” she said as she put together some papers, “I have somewhere else to be at the moment. If you could help Spike finish cleaning up the lab, I would greatly appreciate it.”

Before Dash could make the excuse that she had an important event elsewhere to be in a very short while, Twilight Sparkle was already on her way out of the lab, the large door closing behind her.

“Come on, Dash, it shouldn’t take long if we’re both doing it,” the young man said, elbows deep in soapy water.

“Ugh, fine,” the young woman replied, walking over and grabbing a drying towel. “When I told myself I was bored, I didn’t think I’d end up washing some dishes.”

“They’re not dishes, they’re Twilight’s scientific equipment,” Spike said. “At least, that’s what she tells me every single time I call them dishes.”

“How long you think she’ll be gone?”

“Last time she told me she’d be out for a while, I didn’t see her for nearly two days. My guess is late tonight, maybe tomorrow morning.”

Rainbow Dash groaned. “That’s not exactly what I wanted to hear, Spike. I thought those of wyrm descent were supposed to be wise and helpful.”

“I’m just telling you what I know, Dash,” the younger man replied, scrubbing glass beakers with a look of annoyance. “Maybe when I’m older I’ll be wise. Or maybe I’ll just be older.”

“Well, at least you’ll get older, rather than taller,” she replied with a slight snicker. “How are things with Rarity?” Spike was a fairly cute guy, though his height didn’t help him when it came to seeking out the opposite sex. He did have a nice smile, a fairly trim body and with black hair that looked almost green in the right light, but that height always crept up on him no matter what he did. As such, he was always the friend, the “little cutie” that didn’t seem to really achieve any title other than friend. Not for lack of trying, as Dash knew with her seamstress friend.

“Same as always,” the wyrmson replied. “It’s always “darling, please, could you fetch me this, could you move that, will you hold this for me,” yadda yadda. I swear, sometimes I don’t even know why I do all this stuff for her.”

“Gaining a lady’s trust is the first step into gaining her heart, Spike,” Dash said. “Or at least, that’s how I think Flutters put it. I’m not sure, she seems happy with her boyfriend at least.”

“Yeah, well, I think I earned Rarity’s trust a long time ago. I’ve put in the hours, but never really seen anything come of it, and I know that sounds bad, I just… it’s not fair.”

“Not getting any?” she asked, setting some cleaned beakers on a drying rack.

“I don’t care about that, I just… I wish I knew what I was doing wrong, not just with Rarity, but with all of them,” Spike muttered. “No matter who I talk to, no matter what I try, nobody else seems interested in me. I get the best suit I can, comb my hair, shave, act friendly, and even keep in shape, yet at that last dance, nobody wanted to dance with me! Not even Sweetie Belle!”

“I thought she had a crush on you?”

“I thought so too!” he replied, his indignant anger equally mixing with his shock. “No, she had a boyfriend at the time, who wasn’t even there, but she told me she’d not want to ruin our friendship. That’s the same thing I’ve heard Rarity say so many times, it’s not even funny.”
Dash frowned at her shorter friend. “Spike, not to sound crude-,”

“Which you can be, a lot.”

“-it seems to me that you’re going about this all wrong,” she said. “Sounds to me like you’re trying to be something you’re not. I mean, sure, the short thing isn’t helping when there are tons of taller single guys at those dances, but hey, no biggie. I’ve heard of plenty of shorter guys getting with gals at all sorts of things.”

Spike snorted. “Yeah, if they have money.”

Dash stacked several more beakers. “Whether or not that’s true, I don’t care. All I know is that girls like it when a guy is confident in himself. You’re playing too much into this height thing. It’s not the end of the world that you didn’t get your growth spurt like you hoped.”

He sighed as he drained the soapy sink. “Maybe,” he said. “I just… I just wish I could be real with someone, okay?”

“You can be real with me.”

“Sure thing, Dash, next you’ll tell me we should drink now that we’re done.”

She suddenly smiled. “Sounds like a good idea to me, Spike. I saw all that alcohol Twi had stashed up in her fridge, mind splitting some with me? You just turned twenty one, so it’ll be legal this time.”

“Hey, I wasn’t being serious! Isn’t it also kinda early in the day?”

“Well, I am serious, and it’s okay to drink any time, so long as you’re not driving. I’m gonna go get us something to start with, and then we can talk about your problems, just like the good old days.”

“What about your problems?” he asked.

“We can talk about those too, if you’re up for it. But now, I want to hear yours. I’m sure I can come up with something to help you out, some wise words or encouragement or something.”

“You’ll tell Twilight if I say anything weird. Last time, she had me tested for clinical constipation with some whack who recommended I eat more fiber.”

Dash wiped the last of the dirty science equipment. “I promise I won’t tell Twilight while she’s gone, flyer’s honor. I didn’t tell her those other times we went drinking while you were underage, remember? I might only have fours years on you, guy, but I've been drinking from a much earlier age, so I know how it all works.”

“Yeah, I guess,” the wyrmson muttered, a small smile forming on his lips. “But only if we keep this to ourselves. Twilight doesn’t think I can handle my alcohol.”

“You’re on, but I’ve gotta warn you, I grew up playing drinking games with Applejack,” the older woman replied as she grabbed a pair of drinking glasses. “I bet I can handle mine better than you.”

Several hours, and quite a bit of drinking later…

“So, you’re telling me, she didn’t even thank you for dinner? What a bitch!”

“It wasn’t that bad,” Spike muttered, looking into his near-empty glass.

“Dude, she literally made you pick what kind of restaurant but refused to pay for her meal, and then bitched about all of it, from the service to the food to even what you wore. How can you be so calm about that?”

“It’s not the first time I’ve had a date like that,” he replied. “Apparently, I’m not exactly prime dating material. I just didn’t figure a lot of women would act like that.”

“Must be the luck of the draw,” Dash said, taking a good chug from her near-empty glass. “Or bad luck, in her case. A lot of girls I know would kill for a guy to be as patient as you are. I can’t believe that with all the dates you’ve had, not one of those girls has been a repeater more than a few times. You’re, like, a dream dude!”

“Dash, I think you’ve had a bit too much to drink.”

“There you go again, being the perfect gentleman!” she spluttered, nearly sloshing her drink. “See here, guy, let me tell you something. Ladies like a man who has confidence, but also knows how to use that. You got the confidence, but Spike, man, you need to stand up for yourself, you know? Say what’s on your mind, don’t let them ride roughshod over you, and for heaven’s sake, don’t always feel it’s your fault if things turn out bad. It can’t be your fault all the time.”

“I do stand up for myself, I just… I just don’t like being abrasive or aggressive,” he said. “I don’t always blame myself either, I’m just not that proactive when it comes to that sort of stuff.”

“Well, as Applejack would probably say, “y’all need ta be” Spike, I’m telling you,” Dash said, finishing off the last of her drink and reaching up for a bottle. “Here, gimme yours, you need a refill.”

“Fine, but it’s the last one,” the wyrmson muttered, finishing his and handing it to her. “What’s this stuff now?”

“Think it’s some kind of brandy,” the older woman muttered, taking a sip of hers after she poured a rather generous helping of the stuff. “Sorta tastes like cherries.”

“Well, be that as it may, what about you? I always see you with some athlete or meathead one week, and another a few weeks later, or even less. What’s the difference?”

“Guys like it when a chick is confident, makes them easier to deal with,” Dash replied, taking another swig. “I think, at least. When I’m confident, I don’t worry about the little things. That means I can focus on more important things, like a relationship. However…”
“Yes?”

“You get a lot of shallow girls when it comes to your dates, right?”

“I guess you could say that. It’s usually the height thing, though some always bring up my wyrm heritage. I mean, come on, it’s not that noticeable, why do some make such a big deal about it?”

“Yeah, well, imagine nearly every guy either saying or implying that you’re not feminine,” Dash said, taking yet another swig, her voice taking on a fairly angry tone. “I mean, come on! I’m an athlete, but I’m also a woman, dammit! Why is it I don’t even have boobs? Most other athletes I know have boobs, why don’t I?”

“Dash, you have… breasts.”

“No, I have little nubs that don’t even count. I mean, come on! I thought I’d have at least hit puberty at some point, but all I got out of it was my damn periods, which are a bitch and a half when I’m trying to go on dates.” She took another swig of her drink. “It’s not easy trying to be nice when you feel pissy for no reason.”

Spike sighed, taking a swig of his own drink. “Come on, Dash, not all guys find breasts the most beautiful part of a woman.”
“Says the guy who pined after a stacked seamstress,” she replied.

The young wyrmson blushed. “That’s… only part of the equation. I like women with confidence too, you know, so long as they aren’t cold. Maybe I was too infatuated with Rarity to notice her distant nature. I've got nothing against her for it or anything, I just guess the kind of man she'd want is not the kind of man I am.”

“Well, tell you what, Spike, her loss,” Dash said, as the both of them nearly drained their glasses. “Looks like we both got the short end of the stick when it came to growing up. You, short, and me, lacking parts I wish I had.”

“Sounds too true to be funny, but hey, no skin off my bones,” Spike muttered. “How’s about a toast?”

“Our glasses are nearly empty.”

“So? Here’s to what we wish we had, but don’t. To the height I will never attain, nor the looks of my ancestry, though I wish I had both.”

Dash smirked. “Then I toast to body I would kill to have, to be the woman I wish I could be.”

With a clink of glass, the two of them drained the last dregs of their brandy, the warm liquid rushing down their throats with a slight burning sensation. It made them feel all tingly in the pits of their stomachs, but in a good way.

“That hits the spot,” Dash muttered, setting her glass down as her stomach rumbled. “Hey, uh, Spike, nature’s calling me, gotta use the ladies’ room.”

“Go right ahead, I always knew you had a weak bladder,” he said with a slight grin.

Rainbow Dash scoffed as she got up, simply shaking her head as she walked off, headed out the laboratory and down the hall, where a guest bathroom was situated.

Rushing inside, she quickly did her business, feeling far too drunk to care if she locked the door behind her or not. Then again, only Spike was here, as the guards stayed outside the castle most of the time, so it didn’t matter all that much to her. Not like he was going to spy on her or anything going to the bathroom.

Not that she would have been against that. Spike was too innocent and cute for his own good sometimes. Once in awhile, when she was falling asleep, she’d think about him, in a way that friends usually don’t think about each other. Like, if he was falling asleep next to her, maybe after a good solid hour of making out. God, she needed some, but she felt Spike was the one guy she was afraid of pursuing, since he was such a good friend of hers.

“Cute guy,” she muttered as she finished her business. “Too bad he’s so set on someone else, or I’d ask him out. As a friend, yeah, just as a friend.” She really didn’t want things to get weird between the two of them, so despite always checking him out when she could, she’d avoid anything that would make things strange. She was brave in a lot of things, but admitting her feelings to one of her friends, feelings that would definitely change how the two of them were with one another? She was a coward in that regard, and she knew it.

She gently punched the wall nearest the toilet. All the time, with her, relationships with guys were usually built around looks, or sex, and despite the actual relationship never lasting very long, she was easy at starting one. She could pick up a guy within days of splitting from the other one, and while it was easy getting them to start, she’d found it hard for them to stay put long enough for her to actually get to know them. Spike was different in that regard. Dash didn’t have a sexual relationship with him, and had had years to get to know him, both as a neighbor and later as a good friend. Yet, she was afraid of that, that knowing him took all the will out of her when it came to viewing him as something potentially more than a friend. She’d wanted to ask him out before, many times, but had always chickened out and gone off with some total stranger, despite not always wanting to. If only she had known some of the terrible dates he’d been on, then maybe, just maybe, she could have done the right thing, if only to spare him the pain he’d suffered from those awful women.

Getting up, she looked at herself in the mirror, sighing as she washed her hands. “Probably best I don’t do anything,” Dash muttered, drinking now apparently bringing out the side of her that readily talked to herself. “I don’t care that he’s shorter than those other guys out there, I’d like him no matter how tall or short he was. I just wish… I just wish I was more like the woman he’d want, while still being me. That’s all I’d want.”

A strange feeling overcame her instantly, as if a bucket of warm water had been poured over her head. Her flesh tingling everywhere, with the hair also standing on the back of her neck, Dash watched as a small flash of red light shone from under her skin.

“What the-,” she began, but the following words died on her lips as she felt and saw energy course through her very veins, lighting them up like red strobing flashlights. Stumbling backwards from the mirror, she could only feel as he body was affected by whatever was in her, and-

“Oh, shit!” she gasped, giving off a red glow like some kind of lightbulb, realization hitting her like a freight train carrying bags of bricks. “That wasn’t just some cherry-flavored brandy, it was Twilight’s new potion!”

Indeed, the magic of said elixir immediately began to take effect on the young woman. Bending over with a grunt, Dash could feel, and even hear, her spine pop and contort, yet there was no pain, only a warm feeling, like she were in a hot bubble bath. Looking out in front of her, she saw her limbs grow slightly, feeling the bones and muscle shift and flex with every pulse of her heartbeat. Muscles formerly lean and skinny bulked up, more like those of a trained Olympic athlete rather than just a naturally athletic woman. Her skin pulsed and swelled over these new muscles, blemishes and even a few old scars fading before her very eyes as it took on a healthy tanned color.

Her legs buckled underneath her as they too seemed to grow slightly, and reaching behind, Dash felt something that hadn’t been there before. Her ass, formerly flat and packed tight with muscle, bulged under her shorts, as if filling with liquid with every heartbeat. Yet, it was not flabby or saggy, but filled with the same muscle, if not much more than before.

Dash groaned as her chest heaved, her shirt growing far too tight to be comfortable. Wincing as she heard fabric ripping, she felt her stomach bulge slightly, muscles becoming larger and more defined that before. Yet, these muscle were blocked by something, no, two somethings, that soon protruded from her chest, barely concealed by the tattered remains of a shirt shredded down the middle. Her sports bra, no longer capable of supporting what had grown, fell out from under her shirt and onto the floor.

“My… breasts?” she croaked out, hands reaching up unbidden to see if these were real. Indeed, they were firm but pliable as real breasts, as much muscle as they were the means by which milk would flow to nurse infants. She couldn’t believe it, they were just so… big, and yet held no sag, no stretch marks. They were perfectly shaped, rounded to an incredible degree and literally bulging under her grip.

Staggering to her feet, which had shredded through her shoes into something several sizes larger, she stumbled slightly. It felt harder to stand for a few moments, as it felt like she had grown a few inches, and after steadying herself, Dash looked in the mirror and was absolutely stunned.

She was still the same, and yet not at all the same woman who had walked into the bathroom several minutes before. Where there had once been an athletic woman stood… an amazon. Her muscles were far larger and more defined, yet still slender and lean, and while her hair and face remained unchanged, had some of her blemishes disappeared? She also realized she was indeed taller, maybe around three or four inches more than before. So that was why her legs and spine had felt so strange; the elixir had granted her a height boost.

Her breasts, however, were by far the largest change, no pun intended. Where a fairly flat chest had existed before, comparable to a girl not yet into her teens, a pair of globes protruded from tightly-packed pectorals, perky as balloons but with a teardrop shape like one of those models she’d seen in a lot of magazines. They were large, fairly large in fact, and while not obscenely enormous, they seemed perfectly balanced with her new form.

How in the hell had this happened? Didn’t Twilight say she needed to concentrate when she wished for something from the magic potion? All she’d done was wish for some change, to be different, and here it hadn’t just changed her a little, it had revolutionized how she was all over.

“Oh shit,” she muttered, a grin spreading despite of her disbelief. “Holy shit, this is amazing! I gotta tell someone, show someone…”

She paused, shock entering her mind. She’d equally split that elixir with Spike! What had happened to him? Had he changed? Or had he made a different kind of wish, and now was suffering for it?

Without thinking, other than a sense of urgency to check on her friend, Rainbow Dash rushed out of the bathroom as best she could, still a bit unsteady on her slightly longer legs. Turning this way and that down the hallway, rushing past several tables laden with books and equipment as she entered the lab, she skidded to a halt where the two of them had sat, just as her clothes began to completely come apart under her new form’s strength, her shorts bunching and shredding while she became aware her underwear was just a bit too tight.

“Spike? Spike!” she called out, noticing his empty glass on the table… as well as another table, knocked over near the far end of the lab. “Spike?”

“Gah!” a voice called out, as a hand grabbed the side of the table from below and behind it. “Dash? What’s… happening to me?”

“Spike!” she said, moving over. “Spike, we drank the potion by mistake! I wished for something, and… and I changed. What about you? What did you wish for?”

“I… don’t know.”

“You don’t know? Come on, you must have wished for something!”

“I… I don’t wanna say it, it’s… embarrassing.”

“Go ahead, say it, can’t be more embarrassing than what’s happened to me. I mean, my clothes look ridiculous… what’s left of them, anyway.”

There was silence for a few moments, the only noise an occasional grunt from behind the table. “I… I wished to be different,” the voice said, definitely that of Spike, only an octave lower than before. “I wished to be… be the man…”

“The man what, Spike? What kind of man?”

“The kind of man… a woman like you deserves.”

Dash blinked in surprise. “Say what now?” she asked, her heart suddenly fluttering in her chest at his words. “Why would you wish for that?”

“Because, Dash… I know what’s been wrong with me,” he replied, grunting on the ground. “I’ve been looking for others, for other women, thinking I knew what I want. But I was denying the truth, that I don’t want someone like Rarity. Winning her affection was all that mattered to me, like that of any of those women, but… it wasn’t what I was after. I wanted, no, needed, to be with someone I could not only call a friend, but a partner.”

“What do you mean?”

“Rarity would never lower herself to be my equal, at least in her eyes, and I could never measure up to the perfect prince she has her eyes set on,” Spike said, a hand grabbing the side of the table to pull himself up. “I want someone who would love me for who I am, and I in return would feel the same about her. I’ve been too shallow to realize the girl for me was right in front of me this whole time, and I was too blind, too stupid, to notice, until now.”

“Spike, that’s really sweet, but I…,” Dash said, her voice trailing off into a mere whisper as Spike rose from behind the table. “OhmysweetCelestia.”

Spike must have had a larger portion of the elixir than her, because he hadn’t just changed, he’d transformed. Where a short, skinny and fairly cute guy had been before, now stood a damn Adonis. He’d shot up well over a foot, maybe even two feet, to where he now was a good five inches taller than her, even in her own taller form, and the rest of him had followed suit.

Muscle bulged from every corner of his body, peeking out from shredded clothes all over him. He was lean but in a way that radiated power, precision, and endurance. If not for the fact that he wasn’t all that athletic before, Dash would have thought he looked like a cross between a professional gymnast and a weightlifter.

Hell, even his face wasn’t quite the same. Where before a young man with still-boyish looks had been, now his face appeared as if it had been melted and reformed by the greatest of artist. A strong chin, pointed ears, dazzling green eyes and hair reaching down to nearly the bridge of his nose, he moved a large hand up to shift the offending bangs out of the way.

The young woman’s insides twisted at the stupidly sexy man before her, her brain stopping in its tracks and her heart desperately trying not to burst from her now-generous chest.

“Dash, I’m sorry I didn’t tell you, I just-,” he said, stopping dead in his tracks when he saw her. “What… what happened to you? You look… different.”

“Same as you, Spike; drank the potion, made a wish, then… this,” she said, gesturing down at the rest of her. With a rip, the remaining threads holding her shorts together came apart literally at the seams. Her shirt, barely holding on as it was, did little to hide the swell of her newfound breasts.

“I, um… I don’t know what to say,” Spike said, looking away, the twisting of his waist causing his shirt to fray apart from his body, falling to the ground in tatters. “Damn, they’re big,” he thought.

“Damn, you could grind meat on those,” Dash thought, looking at his abdominal muscles with a hungry gleam in her eye. “Spike, I wish you’d told me how you felt sooner. I… I kinda feel the same way.”

“Wait, what?” he asked. “If my wish was to be the kind of man you deserved, what was yours?”

“… to be the woman you wanted, while still being myself,” she replied softly, dragging her eyes away from his groin. “I… I’ve liked you too, longer than you think. I just… I just never thought I could tell you, that our friendship would get weird.”

“So, we both felt the same, but never said anything?” Spike asked, chuckling despite himself and their situation. “I’m… I’m sorry, Dash, I guess we’re both too chicken when it comes to matters of the heart.”

“Let’s not worry about that right now, and Spike, let’s be frank,” Dash said, walking up to him and crossing her arms. “I know for a fact that you and I both have a… thing for each other. Right now, I’m in no mood to argue on anything, especially not whose idea it was to drink-,”

“Yours-,”

“-but for the sake of all that is holy, please don’t tell me you’re not going to just leave me like this?”

“Why would I leave you?” Spike asked. “I’m sure I can find you some clothes to wear before you go home… whenever that is.”
“That’s not what I meant,” Dash said, stomping a foot in exasperation. “Because while being a gentleman is nice and all, I don’t want a gentleman right now. Spike, we’re both in a pissy mood, the kind where there’s only one good thing that’s going to fix it, at least in my experience.”

“What’s that? More drinking?”

She shook her head. “Hell no, Spike. What I’m talking about is good old-fashioned, raunchy, feel-good sex.”

Spike blinked several times. “You… you want me to have sex with you?”

“Yeah, why, you chickening out on me?” Her heart started to fall into a slow spiral, headed right for the lowest pit in her stomach at his words. No… why was she asking this? Was he going to deny her as a friend, the worst and most gentlemanly way her could?

“Well, no, but, wouldn’t that make things… weird between us?”

Weird? This whole situation was weird, why not make the best of it? “Why would things get weird? I like you, you like me, we’re practically naked as it is, and right now, I’m doing my best not to just jump your bones,” Dash said in a rush. “Sorry, that sounded really bad, I just… it’s not fair, okay?” No, no, she wouldn’t do this, not now, he was only a few feet away, she couldn’t break down, she could tell him here and now, she wouldn’t be weak, couldn’t be weak…

“What’s not fair?”

“That we change for each other, literally, and the first thing I want to do is have sex with you!” she said, tears forming in her eyes, as she could not hold back the waterfall of emotion any longer. She had tried so hard, but it just couldn’t be held at bay any longer. “We’re friends, good friends for years, and now that we’re the dream versions of a partner for the other, all I can think of is sex with you! Dammit, why do I have to be like this? Why can’t I take things slow, be like a normal person, have a normal relationship before I just jump into sex? Is that why all the guys leave me? Am I too easy?”

Concern and surprise flickered across Spike’s now-gorgeous features. “Dash, stop, don’t do this to yourself-,”

“There you go again, caring for me like a gentleman! Why can’t I get guys like you? I could get any guy I want, dammit, but I always end up with losers because I settle for a quick, easy relationship!” Tears streaming down her face, Dash tried wiping them away, choking back a sob. “I’m not willing to put the time and effort into a real relationship, one built on trust and devotion and because I actually like the other person, because I’m scared it’ll fail and then I’ll be a failure too! I can’t fail, failing is for losers, and I can’t be a loser, I just can’t!”

Spike was silent as he watched her cry, as if unsure of what to do.

She cried into her hands for a minute or two, her sobs the only sound in the room. Slowly, wiping away more tears, she looked up at Spike. “Face it, Spike, you’d be better off looking elsewhere, I’m sure there’s plenty of other girls out there now who’d love to-,”

In a flash, Spike literally shunted the table out of the way, sending it skidding across the floor, and pulled Dash into a great big hug. Struggling at first, which was hard to do given how her arms were trapped against her sides, she eventually gave up, going limp in his arms, sobbing into his now-muscular chest.

“Rainbow Dash, stop, just stop,” he said, his voice soft and soothing. “Don’t be like that, don’t be like this.”

“Be like what? Real?” she sniffled.

“Be like someone else,” he said. “Dash, I like you for you, no matter what you look like, no matter who you try to act like. I’ll always like you for who you are, and that’s the honest truth.”

“R-R-Really? But Spike, this is me, Spike, the me that I’ve been hiding from everyone else for so long, but… I just can’t hide it anymore, not from you.”

“I will still be there for you, no matter what is “you” and who “you” are, cross my heart and hope to fly, stick a cupcake in my eye,” he whispered back. “Dash, I care for you, and I want you to be happy.”

“I… I want to be happy too,” she muttered back. “I want to be happy, I mean really happy, the kind of happy that doesn’t just go away when the crowds stop cheering and the day is saved. I want the kind of happy that stays with me, I just… I just don’t want to be happy if you’re not happy.”

“Dash, I’ll be happy when you’re happy,” Spike said, patting her on the back.

“I don’t know if I can be happy if I’m not with you.” There, she’d said it, it was out there, along with all the other shit she’d been hiding deep inside her.

“Then we’ll get through this, together. I’ll be here for you no matter what it takes.”

Her arms freeing themselves as his grip loosened, she returned the hug, enjoying the heat that seemed to radiate off of him. “Sorry I couldn’t get this off my chest sooner,” Dash muttered. “I look pretty pathetic, don’t I?”

“No you don’t, you look like… the new you, and I’m sorry too, for not being brave enough to admit my own feelings,” Spike said. “Come now, no need to cry, we can get through this.”

“Spike?” she asked, after a few moments of silence, relishing his touch.

“Yeah?”

“Why are you so good to me?” she muttered.

“That’s what friends are for.”

She sighed, looking up into his emerald eyes. “And… what about… lovers?”

He looked down on her and kissed her forehead, smiling in surprise. “Do you want to go down that road?”

“Honestly… yes, I do,” she muttered. “But if you don’t want to, I understand, it’s a really big step, and I-,”

He silenced her with a kiss, the mere touch of his lips to her own sending a shock through her entire body. “Dash, if it will make you happy, then it will make me happy,” he said, pulling apart. “So… how do you want to do this?”

“It’s been some time for you, hasn’t it?” she asked. “Sorry, I didn’t mean it like that, it’s just… most of my recent “escapades” have been quick and dirty, and you haven’t been with a woman in… what, at least a couple months now?” She felt so bad for saying that, but it was the truth.

“Twilight won’t be back for hours, and we don’t have any immediate future plans, so we’ll go slow at first, and make it last,” he replied, and without any apparent effort, picked her up and carried her over to a large table, one far sturdier than the one he had moved. Looking over, she saw it was bent at several odd angles: he must have really put some force into that shove.

Setting her down on the table, Spike recaptured her lips, kissing her softly, slowly, savoring the cherry taste of the elixir still on her lips. “Dash, just so you know, have you heard what they say about wyrmsons?”

“About how they can go for hours and can make a girl lose her mind?” she asked in reply. “Yeah, I’ve heard, I just… I didn’t want to say anything, I just didn’t know if those rumors were true for you.”

“Well, we can, I just… I just never felt the need to with any of those other women,” Spike muttered as his pants fell around his ankles. “They never really lasted as long as me, and I didn’t feel the need to prove the rumors.”

Dash looked down.

“Spike, was… was it always like that?”

He looked down as well. “Well… that’s different.”

“What do you mean?”

“It didn’t change.”

“Say what? You mean to tell me you’ve had that hunk of meat down there this whole time, almost as thick as a damned soda can, and you never told me?”

“Why would I have ever told you how big my dick was?” Spike asked. “That’s not exactly that comes up in polite company… or most conversations at all.”

“Well, it’s coming up now,” Dash replied, reaching down and yanking off what remained of her underwear as hard as she could. Some of the elastic snapped back and stung, but it tore apart on the second try. “But first…”

“But what?”

“I want to taste it.” Spinning around and lying down on the table, resting on her large breasts, Dash found herself at eye level with the fairly sizable cock Spike had apparently always wielded.

“You sure?” he asked, slowly inching it towards her. “I don’t think you could handle most of it.”

“I don’t think any woman could handle most of it,” Dash said, giving the turgid tip a lick. “Mmm, yummy.”

“Yummy? What-,” Spike began, only to stop as she enveloped the very tip of his cock, head and all, in her mouth, and began sucking with a gusto that surprised him.

Dash herself couldn’t believe she wanted to suck his dick. Most of the other guys she’d been with had wanted it sucked, and she’d obliged, if only because it’d get them harder for the actual sex. But no, with Spike, she wanted to taste him, feel him in her mouth, and the musky scent of his manliness was just what the doctor ordered. Just a friendly blowjob between good friends, nothing weird.

Slurping as she would move her head back and forward, taking him only as far as she knew she could handle, Dash would occasionally graze her teeth lightly over his bulbous cockhead, earning a groan from the muscular man whenever she did so. Smiling to herself as she looked up and saw pure ecstasy on his face, her tongue would work out and around the impressive shaft, running up and down whatever bulging veins she could find.

She felt him lean over her, yet did not thrust into her mouth, and let out a squeak when she felt a pair of large, strong fingers, graze over the outside of her pussy.

“Shh, shh, don’t stop,” Spike moaned out as his hand began to work over her. Running up and down the outermost lips in time with her slurping, Dash felt her legs start to get weak, and then, just as she took him as deep as she could and suck as hard as she could, those two fingers became three, and all three plunged into her steadily-leaking pussy.

She moaned into his dick, and felt him tremble as she did so. With every motion of her head, she could feel his fingers plunge in and out of her, feeling around the inside as if looking for something. No man she had ever been with had fingered her with such dexterity, as most couldn’t do much other than wheeze while getting their dick sucked. Even then, they went hard and fast, and none had ever made the small swirling motions when inside, the kind Spike was doing now, the kind that were just sending chills up and down her spine…

Squeaking upon a particularly sharp twist of his fingers, Dash popped the saliva-coated cock from her mouth, having felt it swell to its full size. Bobbing in front of her as she felt his fingers retreat in confusion, Dash couldn’t help but find it as cute as it was sexy. It needed a home now, a better home than her mouth, and she knew just the right place for it.

“Is something wrong?” Spike asked, cocking his head to the side.

“No, nothing’s wrong, far from it,” Dash said, rolling over and sitting upright once more. “I just think it’s time we moved on to the next course. As much as I love sucking your cock, and believe me, I’ve never told another man that, it needs to go somewhere else.”

“I see.”

Dash steadied herself as he drew a few inches closer. “I just hope it’ll fit, I’ve never taken anything even near that size.” She didn’t think it would hurt, and looking into his eyes, Dash knew Spike would never intentionally hurt her. It made her heart flutter in her chest to know that.

“It will fit, Dash, it will,” Spike said, and gripping her by the shoulders, he gently flexed his hips and slid his now fully erect cock between them. “I think I’ve loosened you up enough.”

“Oh, I bet, thank you by the way, most guys think tight is the best, when it just means I’m not ready for them yet.” On instinct, Dash opened her legs wider, her pussy already glistening and leaking for him. “There’s no turning back now,” she muttered, looking into his emerald eyes. “There’s no coming back from this, from a friendly blowjob and a good fingering between friends. Once this happens… we can’t be just friends anymore… we’ll be something more.”

“I know,” Spike said, and adjusting himself on the balls of his feet, lined himself up and slowly slid inside, earning a sharp gasp from Dash. “And I’m okay with that.”

Dash sighed happily and pulled him into a kiss, even as his cock, hot and throbbing and oh so deliciously shaped, slowly pushed its way into her. Unlike many of her other lovers, some of whom were “quick on the trigger”, Spike was not only taking his time just getting in her, but was also doing more than just pushing in. His hands, strong and sure, were roaming up and down her sides in alternating motions, one taking turns to hold a shoulder while the other moved towards her ribs and back, and then switching roles. His kiss, gentle but with a firmness that transcended mere lust, claimed her own with an equal passion, his teeth gently nipping at her now-puffy lips as they’d break for air.

Too soon, and yet far longer than she had expected him to take, given how loose she was in wanting, no, needing him inside her, Dash felt the tip of his cock come to a rest near the very entrance of her womb. Not touching, no, he wasn’t quite that long, but no man had ever been that far in her before, and none without a condom.

She just realized they weren’t using protection, but immediately refused to care. “Spike?” she asked, breathless as they broke apart from another kiss, her arms snaked up behind his neck and feeling his powerful back.

“Yes?”

“You can move now.”

Despite their lover’s embrace and the joining of their bodies in a union as old as life itself, the two of them giggled. Spike’s waist and hips moving in perfect harmony, he indeed obliged his lady’s wishes, and pulled out slightly… only to push back in, faster this time, earning a squeak from his friend-turned-lover.

“How’s this?” he asked, repeating the motion again.

Dash gently bit her lower lip. “Mmm, that’s good, keep it up.”

The motion of his hips coinciding with the kisses he lay along her lips and throat, Dash could only moan in appreciation whenever he bottomed out in her uttermost depths. The feeling of his cockhead, slightly bulbous within her, scraping against her insides with every motion, was almost too much for her to bear. Yet, this was not enough, she needed more from him. More kissing, more pumping, more of his hands roaming over her impressive body…

Speaking of which… “Spike, do you like my breasts?” she whispered as he continued to pump, her legs shaking like jelly with the pleasure coursing through her very veins.

“They’re beautiful, just like you’ve always been to me,” he replied. “Only now, they’re bigger.”

“Oh, so you do like them?” she asked.

“Of course.”

“I bet you’d like them even more if they were bouncing,” she replied softly, one hand snaking down and gripping the side of the table while the other still held onto his neck for support. “Why not pick up the speed a bit, champ? Make my big new titties bounce for you.” Dirty talk felt right with Spike, more so than it had ever done before with another man.

“With pleasure,” Spike replied, and with a sharp grunt, began pumping harder into his lover.

Dash groaned and moaned, arching her back as he picked up the pace. Whenever she looked at him, his brow was furrowed in concentration, as if keen on keeping a steady rhythm, a steady beat as he pumped in and out of her with almost machine-like precision. That is, when she could see him between her rotund breasts, the great globes swaying to and fro with every thrust like a pair of water balloons. Yet, these were no balloons, but her breasts, big and sexy and just the right size for Spike’s large hands to squeeze, which he did every few thrusts, rolling the large sensitive nipples under his rough thumbs.

Time was lost between the two as her breasts swayed to and fro, in time with his measured thrusts. Moans and grunts and the occasional sigh filled the room as the table shuddered beneath them, its strong frame holding up well from their sexual antics. Beneath them, a pool of liquid, a combination of sweat and natural lubrication from Dash, dripped from their muscular groins in great rivulets.

“Harder,” she muttered, even more sweat beginning to form over the both of them from their extended exertion. How long had they been going now? It had to be less than ten minutes, there is no way those clocks could be right at fifteen.

“What?”

“Harder,” she moaned as she pushed back against him, earning a groan from the both of them as he truly did bottom out in her, pressing against the tip of her womb. He must have been holding back on her before, if it could go that far in! “Harder, Spike, fuck me harder!”
Spike said nothing, but the increase in his speed did indicate he had heard her. So fuck her he did, the table slamming against the wall as they moved against each other, sweat and other fluids dripping from their bodies as they rutted. All Dash could do to keep from screaming out on every thrust was bite down as hard as she could, and that didn’t help when he would kiss her with a fierceness that belief the nature of his ancestors, of their more primeval qualities.

She was glad he was who he was, even before their transformations. He just wouldn’t have been Spike to her.

Suddenly, he picked up speed again, putting even more power into his thrust, and Dash could barely keep up, making a high-pitched squeak every thrust as he plowed into her, his cock burying deep inside her whenever their groins pressed firmly against one another, to the point where she could have sworn her abs would bulge from his thrusts. The table, rattling against the far wall, was slick with sweat from her hot body, and deep inside, she felt something approaching.

“Spike, Spike,” she muttered, but let out a choking gasp when he increased his speed yet again, slamming into her like the pistons on a train as he jammed himself up high inside her. “Spike, uncle, uncle! I’m gonna, I’m gonna-!”

She didn’t even have a chance to say it. In a mighty rush, she clenched down on him, hard enough that she felt her legs cramp, and Dash let out a high-pitched wail as she achieved a climax she had never experienced before. The fact that he kept pumping made little difference to her, as her entire body felt as if it had suddenly burst into flames, and she were burning up, inside and out. In her haze, an unbidden voice, straight from her heart, came forth, and she cried out “Spike, I love you!”

There was not even a pause before he replied “I love you, Dash!” Then, suddenly, she heard and felt him grunt, and a torrent of heat burst forth within her, painting her inner walls in something hot, sticky, and extremely slippery. Gasping as she felt an aftershock of an orgasm rupture through her, she felt him slow down and slowly pull out, cooing softly as she felt him rub against her upon exit. Looking down between her heaving breasts, she saw a trickle of white liquid, mixed freely with the clear lubricant her body had produced in fairly substantial quantities, leak out onto the floor from her well-used pussy.

“You… you came too?” she asked.

“Yeah, I… I did,” Spike said, his own breathing a bit short, but other than the sweat matting down his hair, appearing none the worse for wear.
“There’s… there’s a lot there.”

“Yeah, I know.”

“You… you said you loved me.” In her sweaty, bountiful chest, her heart, still beating as fast as could be, soared.

“Yeah, I did, and… so did you,” he said, sounding as if he could die right there, a happy man. “So… now what do we do?”

They had crossed that big gap, from which there was now no going back. On top of that, they had confessed to one another their true feelings, and now, how they felt. Where else could they go, but forward?

Dash didn’t want to worry about that now, though. She looked down at his cock, still throbbing, still hard, and still staring right at her, and licked her lips. “Wanna go again?”

Several hours later…

Twilight hadn’t thought the meeting with the alchemical company would take as long as it had, but as it turned out, her formula, with a lot of tweaking to make it nowhere near as strong for public consumption, would not be all that hard to produce. However, she simply felt that it wasn’t quite ready, but the heads of the company were patient, and would wait for her to finish it completely.

Entering the laboratory, however, she was met with a sight she hadn’t quite expected. A tall, muscular man, with jet-black hair that seemed to shine green, and an Amazonian woman, fucking against the wall, the man leaning against it while the woman, her muscular legs supported by the man’s large arms, bounced feverishly up and down on his, from what Twilight could see, throbbing cock.

Much of the floor, several tables, a wall of two, and even the countertop glistened in the light, evidence they had been engaged in such activity for a fairly extended period of time. However, when she saw her empty beaker lying on its side off under a broken table, she was able to fairly quickly ascertain the identity of the two individuals, and what events had transpired to come to this fairly awkward situation she had come upon.

Sighing and shaking her head with a knowing smile, Twilight simply turned around and silently walked away, deciding cleanup could wait until after the two of them were done… however long that would be.

As it turned out, that would be a very long time, indeed.

Author's Note

This story started off as a little humorous quickie between Dash and Spike, but ended up being so much more (and about twice as long as I had planned), so much so that I just had to spend an extra week on it, just to make sure it felt right. I hope you enjoyed reading it as much as I did writing it, and please, let me know what you think.