Twilight's Transformation

“You must be tired Twilight,” remarked Princess Celestia. Twilight shrugged, breathing in the cool night air with a deep sigh. The sounds of the night were slowly beginning to fill Ponyville; chirping crickets, the soft rustle of a chill breeze through the hedges, the gentle trickle of a nearby fountain. The stars glittered in beautiful arrangements above.

“Only a little, I suppose. Today has been a lot to handle. Quite a bit of change to deal with, but you know what? I think I can handle it.” A strange expression flashed across Princess Celestia’s face. Was it concern? Trepidation? Something else entirely? “What’s wrong, princess?” Celestia smiled softly, tucking a stray strand of hair behind Twilight’s ear.

“Nothing much. However…” It wasn’t often that Twilight had seen Princess Celestia struggle for words. In fact, she could count the number of times she’d witnessed such an event on one hand. Celestia eyed Twilight, her gaze piercing her, assessing her. “I believe there’s more changes you’ll have to face than you think.” Something flashed in the princess’ eyes. Was that anticipation she saw?

“I-” Twilight tried to say, but Celestia gently brushed a finger against Twilight’s lips.

“You are ready in more ways than you know, and we can discuss those later, but there is one particular change I would like to talk with you about.” If Twilight didn’t know any better, she’d say Celestia almost looked hungry.

"Have you noticed that you feel... hotter? Like a warmth that starts in your chest and spreads towards your stomach?" Twilight nodded.

"Yeah, but I thought I was just hungry. I haven't eaten since early this morning. That or it’s the magic that changed me into an alicorn. All that energy flowing through the body would certainly affect the nerves and simulate warmth." She ruffled her brand-new wings as an example. Celestia sidled up next to her, their shoulders now touching.

"You're not wrong Twilight. All that magic has and will continue to affect your body. You’ll begin to grow taller, your muscles will naturally strengthen, your body will toughen.” Celestia took a step behind and began massaging Twilight shoulders, her fingers strong and sure in their movements. “There will be other changes too. One in particular you may never have even considered possible.” The older woman leaned in close over Twilight’s shoulder, her lips brushing against her ear. The intimacy sent a strange tremor down Twilight’s neck that caught her by surprise. Celestia’s voice was little more than a sultry whisper. “Would you like to know what it is, Twilight?” Twilight swallowed. Hard. She willed her voice to work.

“Yes,” she replied. An arm snaked around her waist, hand stroking her stomach slowly, directly over the strange warmth. Twilight almost didn’t dare to breath, wondering not for the first time if today was just one long fever-induced fantasy. Some of her wildest dreams that she had never considered remotely possible began in this same manner.

“I believe this particular change has already begun its work.” That dangerous roving hand brushed against the underside of Twilight’s boob so softly that she almost thought she’d imagined it. Then it began to descend. It moved past her naval. Then past her lower waist. Fingers slowly inched aside the waistband of her skirt, sliding lower. Twilight closed her eyes in anticipation, only for them to snap open a moment later when she felt Celestia’s hand encounter… resistance. With a gentle tug Celestia withdrew from Twilight’s skirt a mostly flaccid purple cock. HER cock.

<3

Twilight stared at her figure in the mirror. The cold shower had helped her to calm down, as well as drown out the growing heat in her stomach. Hands on her hips, Twilight stared at the penis now dangling between her legs. It brushed against her leg just above mid-thigh as she cocked her hips, staring at the new addition and nodding in satisfaction that it had softened and simply hung there limply.

Celestia’s offer had been oh so tempting. She had explained the situation between ever so gently stroking Twilight’s new appendage and the occasional kiss to the back of her neck, the cock growing more and more solid with each caress. Along with the explanation had come an offer; to join Celestia in her bed. She had said that the magic and her physical desires would need taming, and that she would be willing to provide the experience necessary to do so.

“If you want,” she had whispered into Twilight’s ear, “we can even invite my sister to join us. She has skills even I don’t have. We’d love to spend time getting to know you.” Twilight had felt her blood boil as sinful images of purple, dark blue and white danced in her head. And yet here she stood, alone in the Golden Oaks Library. Celestia had reluctantly returned to Canterlot, but not before stating that the invitation was always open. She had clearly been a little hurt, but hid it well. Twilight had been fantasizing of bedding the princess longer than she cared to admit, but… They had always been just that: fantasies. She wasn’t ready for them to actually come true; she’d never even expected that opportunity, and it shook her. What threw her even more was the manner in which it had come about. She now possessed a COCK, something that was apparently standard with being an alicorn.

Besides, she’d been in heat before. She knew what being horny felt like. She was confident she could deal.

Later that night she tossed and turned, unable to sleep. She had expected the source of the disturbance to be her wings, but instead she discovered that her new cock was half flaccid, and had already almost doubled in size from the more easily hide-able size it had started at. What was once a smoldering warmth had grown into a steady glow and had worked its way from her stomach to her pelvis. She groaned in annoyed frustration and, much like her wings, tried to ignore it and get to sleep. It was difficult, but a cup of chamomile tea and one chapter of her favorite book later she was able to fall into an uncomfortable slumber.

<3

Twilight gingerly eased the door to the library shut, closing off the red and orange light cast by the beautiful sunset. All day she’d been distracted. Jumpy almost. Everyone in Ponyville had considerately given her space. “Of course she was a little on edge! She was just anointed as a princess!” she could practically hear them say. Little did they know the real reason for her unease.

When she woke to the early morning light streaming through her window, the slow burn had grown into a steady flame. Her cock, rock solid and beginning to flare from want, had grown completely hard and almost unmanageably long. Hiding it in a loose dress and tucking it underneath her breasts, her solution to hide it and go about her business as usual had only made her agony worse as each step sent her boobs swaying across the tip of her dick in tiny teasing kisses of flesh against flesh.

Having cancelled all her engagements for the evening, Twilight was ready to close herself up in her room, determined to wait this out.

It wasn’t that she was afraid to have sex. She was long past the stage of the "timid virgin" and her sensibility kept her from being embarrassed about discussing or thinking about such subjects. No. Rather, she was intimidated by the potential of what this all meant.

She could feel it now like a wildfire. The lust. The desire. The want of release. To squeeze, fondle, thrust until the burn goes away. It felt like if she started, she’d never stop. Her heart hammered in her chest, her breasts heaving in huge gasps as she tried to maintain composure.

She was afraid of losing control.

She'd originally turned down Celestia because she viewed her as a mentor and respected figure, and couldn't fathom sleeping with her for real, despite her sexual fantasies, let alone the surprise of finding out she, and apparently Cadence and Luna as well, were equipped with both sets of sexual organs as well.

But now, she daren't call them for help. Now it was the fear of never stopping and the shame of not being able to control her own urges that prevented her from taking Celestia up on her offer.

The thought of what it would be like to sleep with such legendary women crept unbidden into her mind.

Celestia: tall and full, her knowing and sometimes piercing gazes raking over her body. Her voluptuous body. How her hands would gently encourage Twilight's as they roamed up and down her body, exploring both the familiar and the new in ways she never imagined.

Luna: long and graceful, her body developed through training and her nightly adventures, soft and hard in all the right places. How she would engage Twilight in passion, driving her forward with almost reckless abandon into heights of ecstasy she would have never dreamed possible.

Twilight snapped out of her daydream as something wet just barely kissed the bottom of her chin. Her pounding heart was matched by the throbbing in her cock, which had now grown tall enough to force its way up and through her cleavage, hugged tightly by her breasts. Her thighs had grown slick as both organs have begun leaking in arousal.

Her hands trembled.

Her legs quivered.

Eyes half-lidded, unable to remain fully open from the sheer weight of her lust.

She could practically feel Luna and Celestia stroking her rock hard, throbbing dick, giving her release. Her own hands began roaming. Timidly at first, just slight, brief touches. Pokes. Prods. Feather-light brushes. It was maddening.

Harder. She wanted it harder. NEEDED it harder.

She began touching her cock fully. Grabbing it. Running her hands up and down the length. Her chin rested upon the swollen mound of her dick, the precum now beginning to thoroughly soak the underside of her face.

Yes. It felt so good. A shudder of delight running down her spine, Twilight began to increase the fervor of her administrations. She'd never had practical experience - had never really considered pursuing the opportunity before - but she knew the theory behind it.

Up and down. Up and down. Her breathing began to increase in speed, matching the rhythm of her hands. As her strokes grew in speed, her teeth now bared in... She wasn't sure. It was almost a primal fierceness. The wildfire from before wasn't going down with her administrations, it was growing. Demanding more. More. MORE!

One hand achingly left her cock and moved below to her pussy. While the former was unfamiliar, the latter was not. Normally she'd take things slow, start with some teasing along the outer edge of her lower lips and maybe adding a few pinches along the inside of her thighs if she was feeling particularly naughty. She'd run a single finger down her slit, feeling her pussy juice coat it. That finger would carry the nectar to her lips, the taste of her arousal enveloping her tongue.

This was not a normal evening.

She roughly plunged three fingers straight into her soaked vagina, the appendages entering with a squelch. In and out. Up and down.

A groan escaped her. Just a soft small whine. Like a wounded animal. Oh god it felt good to give voice to how badly she wanted release. She tried it once more, a little louder this time, relishing in the sound. “Again,” the fire within her demanded. Do it again.

She tilted her head back, the thick clear precum oozing out her cock trailing from her lifted chin to the tip of her dick, some of it now beginning to splash against her breasts, the coolness of the liquid a sharp contrast against the impossible heat of her skin.

She took a deep, ragged, shaky breath, and MOANED. Long. Loud.

Oh how she wished she had more hands.

She wished she could grab her boobs. Run her hands over the soft mounds of flesh and rub the juice from her cock and pussy all over them. Roughly massage her cock with them. Pull her nipples and twist them a little in delicious, pleasurable pain.

She wished she had another hand to stroke her horn. Flex it ever so slightly, feeling the strain at the base. Pressing a finger against the sensitive tip, rubbing and prodding it, tracing the spiral contours.

A hand to fondle her sweet ass. Grope and pull, massage and grasp. Maybe even tease her yet unexplored asshole. A finger running up and down the rough entry, feeling the change in texture. Perhaps slip one in. Maybe stretch for two or three. Hell, why not all five!?

More hands to stroke her thick, aching cock. So much wasted space. She couldn’t even fit one hand around it now, and there was so much room for more lovely hands to give her pleasure as they run up and down the shaft, sometimes rubbing in sync and sometimes moving in gyrating chaos.

She moaned again, this time out of frustration. These fantasies were maddening, the thought of all that she could experience yet couldn’t.

Stroking her cock. Pumping her fingers in and out of her pussy. It. Wasn't. Enough.

She growled, her teeth grit hard in a vice grip. It was a feral sound, maybe even frightening if not for the total fog of heat enveloping her mind. She gripped her cock harder, fingers now beginning to cause the skin to bulge slightly among the gaps between, despite how hard she already was. She added a fourth finger to her pussy and stroked faster. She bit her lip hard, the pain turned to pleasure by her state.

Her neck strained as she tilted her head back as far as it could go, as if pleading towards the heavens for more. The precum from her cock now sloshed about, coating her throat, chin and chest in a slick mess. The entirety of her legs were soaked, small splashes accompanying each thrust of her hand.

She fell on her back, now bucking her hips in pure instinctual lust, trying to increase the rate of her stroking. She was all but laying in a puddle of her own fluid, but couldn't care less. If anything it felt delightfully sinful to lay on a bed positively soaked in the sign of her arousal.

Faster. She needed to go faster. She tried to summon a telekinetic grip on her breasts to tug on them, yank them around and twist them, but she couldn't muster enough concentration to even alight her horn. So instead she plunged her mouth with reckless abandon over the several inches of cock thrusting in and out above her breasts. Her tongue licked the tip, feeling the flared ridges and tasting her own precum. Her lips formed as tight of a seal as they possibly could, her head now bobbing counter to the movement of her wildly thrusting hips.

Her breathing hastened, her body now almost starved for oxygen as her nose tried to supply enough air to her lungs. It was difficult to breath between swallows, as her precum and saliva now constantly threatened to fill her mouth, dribbles of the mixed fluids escaping from the seal around the tip of her cock and running down her cheeks and her neck, dripping off her chin in small thick droplets. She could feel her eyes beginning to roll into the back of her head, the edges of her vision slowly turning grey.

Yet still her arousal continued to grow, with no promise of relenting.

Her body burned with the heat of pure hellfire, both from her sheer lust but also from her overtaxed muscles. Even her budding enhanced alicorn stamina and strength couldn't keep up with the pace she had been driven to. Every inch of her body trembled. Her very being desired release. She sucked harder on her cock, moaning as loudly as she could with a mouth full of dick and precum. Her throat felt painfully raw but she didn't care.

SHE NEEDED RELEASE.

Her ass slapped against the soaked sheets as her thrusts grew faster still. Her cock slipped out of her mouth with a wet pop, her lips losing their grip on the slick member. The tip now rammed haphazardly against her face, as if mocking her feeble attempts to slake her thirst. She shut her eyes tight, fighting the tunnel vision threatening to overtake her.

"WHY CAN'T I CUUUUUUUUM!!??" she shouted in sheer agony.

Her body, it couldn't take it. With one final, long, loud, drawn out cry of anguish, her back arching high as she braced her head against the base of her bed, toes curling into the wet blankets.

One last strive for release. But it never came. Her cock, throbbing and twitching wildly, continued to ache. Her pussy still begged to be filled. Sweat and sexual fluids coated her entire body in a shiny sheen. Her breathing slowed from short and ragged breaths to deep gasps, the color slowly coming back to her vision She stared at the ceiling of her little nook, a cold beginning to seep in from laying in a literal pool of fluid.

No.

It wasn't just physical cold. It was a gnawing, aching emptiness. A void. A whirlwind of ice that swam with the still present wildfire. It felt like it might consume her. That she'd fall into a maelstrom of cold and hot, never to be seen again. The icy fire coursed through her veins, permeating her whole being.

This was no longer about quelling the ache in her new throbbing cock, or fulfilling the hunger of her quivering pussy. SHE needed to be satisfied, her entire body. It felt like one large nerve begging to be touched, to be set off. To be freed.

A knock sounded at her door.

The noise barely registered in Twilight's hazy mind.

She tried to sit up, roll over, make any attempt at moving to get up and answer the door, giving no thought to her current indecent state, but her body was completely and absolutely spent. All she could do was stare at that terrible, amazing, haunting cock swinging back and forth in tandem with her breathing, having escaped the embrace of her breasts and now holding itself upright several inches from her face, the flared end at eye level still dripping its clear lubricant onto her face.

Another knock.

Twilight heard it more clearly this time, but didn't care. What little mental capacity she had was focused solely on one thing. She needed satisfaction.

"Hey, Twilight?"

That voice... Something about it pulled her out of her stupor, if only slightly. A certain ring to it. Something that called to the very core of her lust, almost like a river carving its way inexorably to the great ocean. Twilight frowned, her lips glossy from the spattering of fluid on her face. No, that wasn’t it. It was more like a source, a fount of what fueled her mind-numbing hunger.

"Rainbow Dash said you'd turned in a little early. I came to congratulate you and thought we could talk, but if you’re not feeling up to it..."

That voice. It called to her. Offered satisfaction. She craved it.

"Are you okay in there? Twilight!?"

No, of course she wasn’t! She needed fulfillment. She NEEDED sex. Craved it with every fiber of her being. Her cock throbbed like a drum, beating a message into her mind.

Release. Release. Release.

"I'm coming in, okay!?"

With the groan of stressed wood, the door was forced open by a single pink hand, a worried face peeking through the gap, a dress emblazoned with a crystal heart just barely visible.

'Come in, please!' Twilight's body sang. ‘Please, cum.’