Author's Note

Contains: Of age CMC doing the sex.

Contains a reference to a certain story and artwork the story is based on. Kudos if you know which.

An Unmolested Journey

Trixie, dressed in a tight, black bodysuit, stood in Sparkle’s laboratory, her eyes wide as saucers as her mind raced.

Twilight Sparkle and her friends had been transformed into a walking, talking rubber dolls in disguise. That’s why her figure was so perfect.

Not only that, but they didn’t need to sleep, they didn’t need to eat, they couldn’t feel discomfort, and they were seemingly immortal.

Trixie had started skimming more and more of the notes the more she read. There was one thing she did register though. When transformed like this, one could remove the brains of themselves and another transformed pony, and switch places with them, essentially switching bodies.

Trixie’s gaze caught on one section. The transformation spell was too advanced for Trixie, even though such a thing should be impossible. It must have been created with the explicit purpose of being difficult for Trixie in particular to cast, but Trixie knew a way around that.

The notes covered how to transform only parts of one’s body. If Trixie could transform her just brain, move it into Sparkle’s body, and use Sparkle’s magic, which the spell wasn’t designed to be difficult for, she could transform herself completely.

In fact, screw it. Once Trixie was in Sparkle’s body, she’d be an alicorn and a princess of Equestria, like she always deserved. Sparkle’s brain could be in Trixie’s body, if Trixie was feeling generous, and didn’t feel too much emotional attachment to it. In fact, her current body should be kept safe in this castle. It was, after all, the body of The Great And Powerful Trixie, and the body of Twilight Sparkle should be on her hands and knees, worshipping it.

Trixie glanced at the spell again, and cast it on her own brain without hesitation.

When Trixie opened her eyes, she put a hand on her brain. The slight headache that had come from her anticipation and strain was gone.

She tossed her head back and began laughing, before stopping herself and putting a hand to her mouth. The plan wasn’t fully realized again. She still needed to find Twilight Sparkle and put her brain in her body.

Sweetie Belle, Scootaloo, and Apple Bloom, lay in their sisters’ arms, except for Scootaloo who was being cradled by Fluttershy, limbless, hornless, wingless, mane and tail-less, and their clothes hanging from their waists and shoulders. Except for Scootaloo. They were all breathing out in relief, as their friends and family assured them that everything was going to be alright, and also explaining why.

“So that’s why your boobs are so enormous now?” Sweetie Belle asked.

The three older ponies stopped, and looked at each other. “You… can tell?” Rarity asked.

“Uh, yeah,” Scootaloo said. “I’m literally having them in my face. Not that I mind! They’re comfy.”

Fluttershy smiled, and put Fluttershy’s cheek back against her chest. “I think it’s because they’re transformed. Twilight’s spell doesn’t work on us. We notice each others’ figures.”

“True enough,” Applejack said. “So yeah, that’s why we look the way we do.”

The door slammed open, revealing Twilight Sparkle and Rainbow Dash flying in at top speed, grinding their hooves into the floor to stop themselves.

“What’s happened!?” Rainbow asked, and ran up and took Scootaloo’s face in her hands. “Are you okay, squirt?”

“I’m fine,” Scootaloo said. “I think.”

Twilight breathed out a sigh of relief, her pulse slowly calming down. “Alright, we’ll better get you three some new bodies, but you have to tell me exactly what happened.”

“About that, Twilight,” Applejack said, frowning. “I find it a little irresponsible how you left your lab unlocked and unguarded.”

“I assure you, I did not. This door isn’t just locked, I cast illusions on it to make ponies not interested in looking in here,” Twilight said, and narrowed her eyes. She went over to the brain in the jar in the corner, and took a look at the readouts from the machine hooked to the jar. “No, it’s not Starlight. She’s been good.”

“So what’s happened then?” Rainbow asked. “Did somepony else break in here and leave it unlocked?”

Twilight frowned. “That’s exactly what I’m afraid of.”

“Really, that is worrying, darling,” Rarity said. “But maybe we should focus on our sisters for now?”

“Yes, of course,” Twilight said, and turned to the young friends. “How much have you been told?”

“That somepony called Starlight Glimmer, uhm, that’s her over there, right?” Scootaloo asked, and nodded towards the brain, to which the older ponies nodded in confirmation. “Uh, yeah, that she transformed you into, uhm, rubber sex dolls like we are now, and then you escaped and made new bodies that you wear on the outside.”

“And that’s why you have such big boobies,” Apple Bloom added, and squirmed in her sister’s grasp. “I feel funny.”

Twilight motioned for her friends holding the trio to bring them to the table, which they did. “I imagine you do. You see, your libido has been fully formed in a big rush, so we probably look extremely beautiful to you.”

“You sure do,” Sweetie Belle said, and looked at Twilight up and down. “Oh right! I remember what a libido is now. It’s what makes stallions want to take their shirts off and mares tear their dresses and kiss like those novels Rarity keeps under her bed!”

“I-I-I-I beg your pardon!?” Rarity shrieked.

“Rares,” Applejack said, smiling comfortingly at her friend. “Considering the things we’ve been through, is that really so bad for us to hear?”

“I… I suppose not,” Rarity said, taking a deep breath and holding her hand to her chest, before looking at Applejack with a coy smile. “Although I like to pretend to.”

“Hopefully it’s not too bad,” Twilight said. “There must have been something for the spell to work with.”

“I’m not complaining,” Scootaloo said. “Like Bloom said, it feels funny, but it’s nice.”

“That indicates that you’re interested in mares,” Twilight said.

“Indicates? I know how to do one better than that,” Rainbow said, and pulled off her tank top with one movement, jiggling her breasts in her hands. “How about this, girls? What do you think?”

The crusaders’ eyes widened, and they squirmed on the table.

“I think we have our answer,” a grinning Rainbow said.

“Rainbow,” Fluttershy gently chided.

“What? Twilight is all about finding things out,” Rainbow said, showing no indication of wanting to put her top back on.

“Actually,” Twilight said. “Since they don’t have the cutie marks that we do, they probably don’t appreciate everything like we do.”

“Oh,” Rainbow said, a little embarrassed. “So I should put this back on?”

“Uh, no,” Sweetie Belle said.

Rainbow shot the others a triumphant smile, and tossed her top on the table.

“Anyway, I’ll start working on your new bodies in a minute,” Twilight said. “I just want to make sure that everything went well with the transformation, so that we can make you age up properly in time.”

“Yeah, about that,” Scootaloo said, looking down on her flat chest, and back on her lithe behind. “Why didn’t we get huge tits and butts?”

“Good question,” Twilight said. “I’d have to look into that. Spontaneously I’d say it’s because… actually I don’t know. Perhaps it had something to do with your lack of cutie marks, or your age, or both. I don’t know.”

“But we’re of age!” Apple Bloom protested.

“I know,” Twilight said, placatingly. “Your new bodies are very malleable for somepony who knows what they’re doing though. I’ll just run some checks to see how much you’d grow, how fast, and when, and we’ll work from there, alright?”

“At least this way your wardrobe still fits, doesn’t it?” Rarity said.

“I guess,” Scootaloo conceded.

“So, no school for the next few days,” Scootaloo said when the three friends walked out of the school house. “Whatcha wanna do?”

“I don’t know, but we need to do something,” Apple Bloom said, and lowered her voice conspiratorially. “We don’t need to sleep or eat or drink, and we’re pretty much immortal. We should go out into the Everfree!”

“Really?” Sweetie Belle said, skeptically.

“She’s right,” Scootaloo said, excitedly. “Think about it. We’ve tried so much in Ponyville and still haven’t gotten our cutie marks; maybe because we’re not gonna find them here, but we’ve barely been in the Everfree.”

“We have been there though,” Sweetie Belle said, and lowered her voice when some of their classmates walked by as they slowly walked into town. “Remember, there were all kinds of nasties in there.”

“So?” Scootaloo challenged, smirkingly. “We don’t need to worry about that anymore.”

“And I wanna see Zecora,” Apple Bloom said.

“You just have a crush on her,” Scootaloo said.

Apple Bloom was about to protest, when she stopped herself and thought for a moment. “You know what? Yes, I think I do. Do you?”

Scootaloo looked a little taken aback by that. “I uh. dunno. Maybe. She’s nice and pretty.”

“I wouldn’t mind seeing Zecora either,” Sweetie Belle said, nodding. “Alright, let’s meet in the clubhouse. We’ll get all the stuff needed for adventures in the woods, then we go to Zecora, and maybe we’ll find something on the way.”

“Yeah!” the three of them whooped, and did a three-way high five.

“Alright, what have we got?” Scootaloo later asked, dressed in normal street clothes. “I got granola bars, soft drinks, crackers.”

Applebloom, dressed in a particularly ragged set of farm clothes she was never really comfortable with. “I got apples, a compass, and… apples.”

Sweetie Belle, like Apple Bloom being dressed in a dress she never much cared for, looked at her friends with half-lidded eyes as they pulled out their things from their pulled-out their pockets. “I never thought I’d be the pragmatic one here,” she said, and pulled out ropes, matches, and hand wipes.

“Hey, I have rope too,” Scootaloo said.

“And I have a machete, sort of,” Apple Bloom said. “It’s actually an old kitchen knife that Applejack threw out that I sharpened.”

Scootaloo shrugged, and put her rope around her chest. “Are we ready?”

“I guess,” Sweetie Belle said.

“Then let’s go.”

Scootaloo took the lead, hacking at the undergrowth with the old kitchen knife, despite not really making a lot of difference.

“Can you hack at the shrubs near the ground?” Sweetie Belle said, as her dress caught in another bramble and tore another gash. “My dress is gonna be rags at this rate.”

“So what?” Scootaloo said. “You don’t like that dress anyway.”

“Yeah, but I’d like to stay decent,” Sweetie Belle countered.

“Speaking of which,” Apple Bloom said. “Anypony wanna talk about what Twilight and our sisters said? About sex?”

The three friends stopped, and tried to avoid looking at each other for a moment.

“Alright, I’ll just go out and say it,” Sweetie Belle huffed. “I’d like to do it with you if you’re okay with it.”

“Same,” Apple Bloom said.

“... Yeah,” Scootaloo said.

“That sounded enthusiastic,” Sweetie Belle noted, looking a bit peeved at her friends.

“Well it’s just so sudden,” Scootaloo protested. “I mean, I’ve barely started thinking about colts and fillies before, then BOOM! I can’t take my eyes of our sisters. Or you guys for that matter.”

“You can’t take your eyes of us?” Apple Bloom said, surprised.

“... Yeah,” Scootaloo said. “Seriously, it’s been two days. You guys haven’t noticed?”

“I did,” Sweetie said.

“Well what is it you like about us then?”

“Really?” Scootaloo asked. “Both of you are so pretty. You got these really nice smiles, and you both look so soft and shapely. You’re so gracious, Sweetie Belle, and Apple Bloom, when you’re happy your smile makes me happy.”

“So do you, Scootaloo,” Apple Bloom said, blushing at the compliments.

“Yeah,” Sweetie Belle agreed. “And you’re so cool, and pretty and lithe.”

Scootaloo blushed herself, and smiled at her friends. “Okay, so, you wanna try doing it when we get back?”

“Sure!” Apple Bloom said, and turned around to face Sweetie Belle. “In fact, I’d like to try something now.”

She walked up to Sweetie Belle, grabbed her by the cheeks, and pulled her into long kiss. Sweetie Belle’s eyes shot open, before they slowly closed, and she put her arms around Apple Bloom.

Scootaloo stood by the side, surprised at first, but then calmly studying her friends as Apple Bloom’s lips suckled on Sweetie Belle’s.

They broke away from the kiss, and leaned back while holding onto each other. “How was that?” Apple Bloom asked.

“It was awesome!” Scootaloo said, before Sweetie Belle could answer. “Though I’m gonna be a little angry if I don’t get any.”

“I think all three of us together would be nice,” Sweetie Belle said. “It’s not how ponies usually do it I think, at least at first, but who cares?”

“Yeah,” Apple Bloom said. “So, uh, you girls aren’t interested in colts?”

“I’d be up for colts if you two don’t mind,” Sweetie Belle said. “But we’re always gonna be the best friends.”

“The best kinds of friends,” Scootaloo said, and pulled the other two into a hug. “I love you guys.”

The crusaders stood like that for a moment, before breaking off, and looking at each other fondly.

“Actually I’m not sure I wanna wait,” Apple Bloom said.

Sweetie Belle and Scootaloo snickered, and were about to answer, when a rustling somewhere near disturbed them.

They didn’t even have time to conjure up images of scary monsters heading for them before they felt themselves picked up by their arms and carried off into the sky.

“AAAAAAAAAAH!” Sweetie Belle shrieked, as they cleared the foliage and flew higher and higher.

Scootaloo was stunned. Perhaps it was her nature as a pegasus playing tricks, but for several seconds, she was dazed from a mix of positive and negative signals from taking to the sky and seeing the details of the ground turn into specks and fade beneath her.

She felt herself being carried by her upper arms, then looked back and saw the edge of the Everfree fade in the distance, and Ponyville with it.

She raised her gaze a bit, and saw Apple Bloom and Sweetie Belle being carried by what looked like giant eagles. Then she looked straight up, and saw a feathers of a giant bird of prey of her own.

“Please, let us go!” Apple Bloom shouted, then turned to Scootaloo. “What do we do!? They’re not listening!”

Scootaloo was slowly registering what was happening. Perhaps it was her dazedness that made her seem collected, but Sweetie Belle was just shrieking and flailing.

Scootaloo looked down, and saw the green mass of the Everfree, with the specks of grey that means cliffs. She wondered about what might happen when they arrived where their captors wanted them to arrive. They probably had foals, or chicks, or whatever, and while they didn’t really mind pain and couldn’t be killed, Scootaloo didn’t really feel like trying to be eaten by a giant eagle.

“Uhm…” she said, as she thought. “Oh, hey, I have an idea! Sweetie Belle!”

“Let me down! LET. ME. DOWN!”

“SWEETIE BELLE!” Scootaloo shouted.

“What!? What!?” she shrieked.

“Just let go of your arms!”

“Hey, yeah, that would work!” Apple Bloom said.

“Just do what!?” Sweetie asked.

“Like this!” Scootaloo said, and disengaged her arms at the shoulder.

She slipped through her cheap jacket, and felt herself falling.

Apple Bloom wordlessly disengaged her arms, leaving her predator holding a mostly empty sweater.

Sweetie Belle grunted, then followed, falling naked except for a pair of panties and thigh high socks. “I’m wearing a dress, you plotheaaaaaads!” she shouted, as she fell to the ground.

Scootaloo tried flapping her wings, but only slowed down her descent by a fraction. She let out a dejected sigh. Not even falling to what would normally be her death could make her fly.

In the evening light, they saw the ground coming closer and closer.

“Hold your legs in!” Apple Bloom shouted. “So that they’re not knocked off.”

Scootaloo bent her legs inward as best as she could, and closed her eyes.

With a thud like best hardest crashes she had ever been in, she felt her tush smack into the ground, along her hooves, as she landed on a steep hill, and started rolling down it.

She opened her eyes, to see what was going on and if she could stop herself, but it was no use. She rolled through some vibrant, blue flowers, and heard Apple Bloom and Sweetie Belle land behind her.

“Whoa whoa whoa whoa!” Scootaloo shouted as she rolled down the hill, instinctively waving her non-existent arms for balance, when she saw the edge of a cliff approaching at the bottom of the slope.

“Whoa! No, heeeey!” she shouted, as she tumbled over the edge, scraping against the rocks and feeling her clothes being torn to shreds.

“Agh!” she shouted, when she finally came to a halt after a long drop down in the ravine.

“Ooof!” came Apple Bloom’s grunt, as she landed next, followed by Sweetie Belle’s yelp.

Scootaloo tried lifting herself up with her arms, before realizing that she was just wiggling her shoulders, and pressed her legs under her to lift herself up with.

She lifted her face up and looked to where Sweetie Belle and Apple Bloom were also lifting themselves up from the cold rock.

“‘Any landing you walk away from’. Isn’t that how pegasus ponies say it, Scootaloo?” Sweetie Belle said, annoyed.

“Well… yes,” Scootaloo said, a bit sheepishly.

“Yeah, good thing this cliff was here to break our fall,” Sweetie continued.

“And those blue flowers up there,” Scootaloo pointed out.

“Uh oh,” Apple Bloom said. “Those were poison joke. This could be really bad.”

“Nah,” Scootaloo said. “We’re dolls, we can’t be poisoned.”

“I’m holding you to that,” Sweetie Belle muttered.

“Alright, let’s not fight,” Apple Bloom said, and stood up on wobbly legs, before looking down at herself, and groaned.

Her knees were rapidly healing, but the damages to her clothes remained. By now, the upper part of her shirt were so torn it was little more than the bottom of a tube top, and the leg-parts of her coveralls almost counted as daisy dukes

Sweetie Belle stood up, and let out of short, “Eep!” before trying to close her legs as much as possible, her panties having been shredded from scraping against the cliffs, though her thigh high socks had mostly survived.

“Oh this is just swell,” Sweetie Belle said. “Just great.”

“Hey, don’t worry about it,” Scootaloo said, her shirt being little more than a brassiere with a large gash in the back, but otherwise remaining unscathed except for stains. “Besides, when we do it, we’re all gonna see each other anyway.”

“Yeah, but I’m still naked, and you’re not,” Sweetie Belle pointed out. “This is only fair if I get to see you naked and you don’t get to see me.”

“Like wearing blindfolds?” Scootaloo asked.

“I actually wouldn’t mind that,” Apple Bloom said, and also stood up. “Alright, so, uh, what do we do now?”

“Try and get back, I guess,” Scootaloo said, and looked around herself. They had ended up in a ravine, so there was little more than steep cliffs with a little bit of water flowing through it, showing what had formed it long ago. “Where do we go?”

“Following the water should take us to a larger body of water,” Apple Bloom said. “Walking the other way should take us to the source. One is a higher altitude and one is lower.”

“Higher altitude then, since we’re in a ravine,” Sweetie Belle said, and started walking away, showing off her bare booty to her friends.

Scootaloo shrugged, and she and Apple Bloom followed.

They hadn’t gotten more than a few steps before something fell down behind them. They jumped in surprise, and noticed that their ropes had deigned to follow them.

“Oh, neat,” Apple Bloom said, and walked over to them. “Those can be useful.”

“For what, climbing?” Sweetie Belle asked. “Good luck doing that without arms.”

“Could be useful for something else,” Scootaloo said. “Light that horn up and get those on us.”

Sweetie Belle stepped forward, magically floating the ropes up on herself, at least partially covering herself up. “Nope. I’m carrying these.”

Scootaloo scoffed. “They cover up about as much as your socks do. Although I don’t mind that look, you in ropes.”

“Watch it. I’m the one with the horn,” Sweetie Belle pointed out.

“Let’s get moving,” Apple Bloom said. “The sun is setting and I think it’s gonna rain soon.”

“How can you tell?” Sweetie Belle asked, as the three of them started walking down the valley.

Apple Bloom tried pointing up to the sky, before remembering that she didn’t have an arm to point with. “Just something you pick up when living so close to the everfree. When it’s overcast and dark, it often starts raining on its own.”

“Huh,” Sweetie Belle said. “So should we find some shelter?”

“Do we need to?” Scootaloo asked.

“Maybe not, but it’s gonna be really dark down here,” Apple Bloom said. “We might as well try and think of something to do when we can’t see anything.”

Sweetie Belle and Scootaloo nodded, thinking that sounded reasonable.

“This is so weird,” Scootaloo said after a while, waving her empty shoulders.

“Yeah, even weirder than having every inch of you covered in cutie marks,” Apple Bloom said.

“Let’s hope there’s nothing weird in that cave over there,” Sweetie Belle said.

Apple Bloom and Scootaloo looked in the direction Sweetie Belle was looking, and saw the opening in the cliff wall.

They jogged forward, and took a look into the dark opening.

“See anything?” Apple Bloom asked, her voice echoing, as they slowly walked into the cave, looking around.

“No,” said Sweetie Belle.

“Anypony else finds this a little suspicious?”

“Maybe,” Sweetie Belle said, as they turned a corner and came upon a larger chamber. “But maybe it’s an abandoned eel-hole? Looks clean and smooth enough to be one.”

“Good point,” Apple Bloom said, and turned to the others. “Alright, I’m just gonna go out and say it. I think we should spend the night here, doing it.”

Sweetie Belle and Scootaloo looked at each other, and nodded. “Yup,” they said.

“So uh, how do we do this?” Scootaloo asked.

“I think we get out of our clothes,” Apple Bloom said, and looked down on her shoulders. “Uhm should we use our mouths or can you do it, Sweetie Belle?”

“I can do it,” Sweetie said, and magicked the ropes off her.

The suspenders of Apple Bloom’s coveralls were unfastened, and without the support of those, both them and her shirt fell to the ground.

“No panties, eh?” Scootaloo commented.

“Well,” Apple Bloom said, squirming a little. “No point when there’s no grime or sweat, right?”

“I guess- hey!” Scootaloo exclaimed, as her shirt was lifted off her, and Sweetie Belle leaned up to her and locked the two of them in a kiss.

Sweetie Belle managed to undo Scootaloo’s shorts during it, while Scootaloo just closed her eyes and let herself be explored by Sweetie’s tongue.

As they broke away, Scootaloo looked at Sweetie Belle through half-lidded eyes. “Now you’re the only one with clothes,” she said, and nodded to Sweetie Belle’s socks.

“Why are you still standing up?” Sweetie Belle asked, hooked one of her hooves around Scootaloo’s legs, and hopped forward making them fall over into a pile on the hard floor.

Sweetie Belle raised herself up and stood on her knees on Scootaloo’s stomach, who was looking up at her with an excited blush.

Sweetie Belle looked down on Scootaloo with an amused and superior expression. “Apple Bloom,” she said. “Kiss her.”

Apple Bloom let herself fall on her behind, then scooted over to Scootaloo, and lowered herself over her friend. "Was it always gonna turn out like this?" she asked. "I mean, the three of us, together."

"Maybe," Scootaloo said, and gently brushed her lips against Apple Bloom.

"I always thought you'd want to do it with Rainbow Dash," Sweetie Belle said.

"Everypony wants to do it with Rainbow Dash," Scootaloo said.

"Everypony wants to do it with Rarity too," Sweetie Belle said, a hint of somberness in her voice.

"Applejack as well," Apple Bloom said.

"That's true," Scootaloo said, thinking back to when she first saw their sisters without Twilight's illusions.

"So what are we gonna do with these?" Sweetie Belle asked, magicking up the ropes into view.

"Hold on," Scootaloo said. "Let me up. I need to stretch my wings."

"I knew it!" Apple Bloom cried. "You totally flare them out when you think about sex!"

"That's not how it works!" Scootaloo protested. "It has to do with heart rate."

"Which would be pretty high now," Sweetie Belle said, and pressed down on Scootaloo's chest, before turning to Apple Bloom with a smirk. "So, cowgirl, wanna help lasso this catch?"

"I sure do, pardner," Apple Bloom said.

"Okay, tell me how to tie this around her," Sweetie Belle said.

"Hey!" Scootaloo protested.

Apple Bloom giggled. "Tie it across her chest and lash them behind her back between the wings."

"Seriously, guys," Scootaloo said. "This isn't cool."

"Why not?" Sweetie Belle said, not slowing down.

"Having your wings tied hurts after a while."

"And that's a problem for you how?"

Scootaloo stopped to consider this for a moment. "Alright, fine," she said. "But it's gonna feel really frustrating after a while."

"That's what we're counting on," Sweetie Belle said, smirking.

After a while, Scootaloo had a tight harness over her chest that secured her wings thoroughly, and with enough rope over to fashion into a collar that she could be led along with, and even a garter-like arrangement over her thighs.

"You look amazing," Apple Bloom said.

Scootaloo, by now standing up, looked down upon herself. "Well, alright, I guess I do. Nice work."

"How do your wings feel?" Sweetie Belle asked.

Scootaloo tried moving them, but only managed to futilely struggle against the ropes. She scrunched up her face and struggled harder, but only wiggled them inside their snug bondage. "Tight," she said.

"It turns you on, I can tell," Sweetie Belle said, and nodded towards Scootaloo's crotch.

Scootaloo's cheeks lit up, before she smirked back at her friends. "You too."

"What are we gonna do about that?" Apple Bloom asked, huskily.

"Hold on, we have more rope," Scootaloo said. "I think it's time we use that as well. I vote blindfold."

"Ooh, good idea," Apple Bloom said. "Put it on me."

"I also vote we put it on Sweetie Belle," Scootaloo said.

"Luckily, I make the decision, since I'm the one with the magic," Sweetie Belle said. "Besides, I'm not good with doing magic I can't see."

"That's okay with me," Apple Bloom said excitedly. "I want to be blindfolded."

"You definitely need something though," Scootaloo said.

"Hmm, how about a gag?" Apple Bloom asked.

"I can get behind that," Sweetie Belle said, and magically lifted up a rope to her face, bit down on it, and started magically tossing it around her head.

"I 'eed sho he'p ere," Sweetie Belle said.

Apple Bloom stepped up, and took the ropes in her mouth, helping Sweetie Belle tie it behind her head, tightly lash her muzzle, and even cover up her horn in it.

When Sweetie's muzzle was completely covered in ropes, she turned to her friends.

"Ooh oh Ih ooh?"

"It looks great!" Scootaloo said excitedly. "How much more rope do we have? I want some of that as well."

"We have enough," Apple Bloom said. "Another of those for Scootaloo, then a blindfold for me?"

"Mm mm," Sweetie Belle hummed, nodding in confirmation.

After a while, all three of them had their faces covered in rope. Sweetie Belle and Scootaloo gagged, and Apple Bloom blindfolded.

"This is so cool," Apple Bloom said, trying to look around.

"Mm!" Scootaloo said.

A distant rumble shook the cave slightly.

"Sounds like it's really coming down out there," Apple Bloom said.

Scootaloo walked back towards the opening around the corner and looked out, before coming back. "Mm mm," she mumbled, nodding her head.

"So we might as well stay in here," Apple Bloom said.

"Mm mm."

"Mm!" Sweetie Belle sounded, and lit up her horn, tugging it Scootaloo's leg.

"Mm?" Scootaloo moaned, looking at Sweetie Belle questioningly before shaking her head.

"What? What are you doing?" Apple Bloom asked.

"Mm cmm," Sweetie Belle said.

"What?"

"Mm cmm!" Sweetie Belle repeated.

"A game?"

"Mm."

"What kind of game?" Apple Bloom asked.

"Mm," Scootaloo concurred. "Mm hmm m cmm?"

"Mmmm," Sweetie Belle said, tugging more at Scootaloo's legs.

"Mm, mm-mm," Scootaloo said, rolling her eyes and letting Sweetie Belle pull her torso off from her legs.

Scootaloo, now totally without let limbs, was thrown by Sweetie Belle's magic into the cave, where she rolled on the hard rock. "Mm!?"

"What?" Apple Bloom asked, trying to follow the sound with her ears, but being unable to thanks to the sound of rain and the echo inside the cave. "What are you doing?"

Sweetie Belle ran towards Scootaloo lying on the cave floor, and leaped towards her, separating her legs halfway down her knees as she left the ground, and landing hard beside Scootaloo, smiling at her.

Scootaloo just gave her a questioning look, before Sweetie Belle turned to Apple Bloom.

"What are you guys doing?" Apple Bloom asked, before Sweetie Belle lit up her horn. "What!? Hey!"

Apple Bloom was lifted off her hooves, and was spun around in the air a few times, before being tossed in a random direction, landing on her behind.

"What? Where are you guys?" Apple Bloom asked, looking around.

"Mm mmmm!" Sweetie Belle called, teasingly, but with the rain and the echoing, it was impossible for Apple Bloom to find her on sound alone.

Apple Bloom stood up, and turned her head around futilely.

"Hmhmhm," Sweetie Belle giggled to a finally understanding Scootaloo, and languishly stretched out on her belly. "Mmmmm!"

"Mmm!" Scootaloo called to Apple Bloom, before turning her attention to Sweetie Belle. "Mm."

"Alright, I get it, I'll try and find you," Apple Bloom said.

Scootaloo shuffled over on her back, and nuzzled Sweetie Belle's bare shoulder.

“Mmm,” Sweetie Belle moaned lightly, before nuzzling Scootaloo’s mane. She used her magic to move Scootaloo on top of her, making her friend straddle her belly with her leg stumps.

Scootaloo tried slowly lowering herself over Sweetie Belle, but couldn’t stop herself from tipping over when she did so, making her connect hard with Sweetie Belle’s muzzle.

“Mm!” they both tried shrieking, before looking into each other's’ eyes and slowly nuzzling each other.

“Guys, seriously, don’t start without me,” Apple Bloom said, having found a wall and now slowly inching her way across it, heading away from her friends.

Sweetie Belle magically unfastened the part of her rope-mask that covered her mouth.

“Other way, Bloom,” she said.

Apple Bloom turned around, and eagerly bounded for them.

“Alright, slow down,” Sweetie Belle said. “We’re right here.”

“I can hear you!” Apple Bloom said eagerly, her hoof striking Sweetie Belle in the side, making her trip over the two entangled ponies.

“Aah!” Apple Bloom shrieked, as she desperately waved her shoulders in a vain attempt to stop herself from hurting her muzzle, but she didn’t have arms to stop herself with, or a flesh and blood muzzle to hurt. “Oof!”

Apple Bloom turned around with her legs and lifted off her friends, before trying to gain purchase on the caverns floor.

“Mmm-m-m?” Scootaloo moaned questioningly.

“Yeah. Why are you getting up?” Sweetie Belle asked, and wiggled closer to her friend.

“Well where are you guys?” Apple Bloom asked.

“Right here,” Sweetie Belle said, before shoving her muzzle forward at Apple Bloom’s.

“Mmmm...” Apple Bloom moaned, melting into the kiss, before she felt Scootaloo’s muzzle land between her legs. “... mmmMMM!”

“Mmhmhm,” Scootaloo chuckled behind her gag.

Apple Bloom probed around with her legs for Scootaloo, but couldn’t locate her as she was to her side.

“Where are you, Scoots?” Apple Bloom asked. “I wanna have you up here.”

“Yeah, stop hiding and come here,” Sweetie Belle said, and lit up her horn, floating Scootaloo up between her and Apple Bloom.

“Where is she?” Apple Bloom asked, probing with her muzzle.

“Right here,” Sweetie Belle said, and floated Scootaloo up so their muzzles met.

“There you are, Scoots,” Apple Bloom said, and traced kisses from Scootaloo’s covered mouth to her her neck.

“MmmmMMMM!” Scootaloo moaned, her voice becoming more high-pitched as she tried bending around her ticklish neck.

“Oh nice!” Sweetie Belle said, and dug into Scootaloo’s neck from the other side, rubbing her muzzle against Scootaloo’s shoulder and kissing her neck. “Come on, Bloom.”

Apple Bloom didn’t need to be told twice, and they assaulted their helpless friend between them.

Scootaloo writhed in place, watering from her closed eyes as her friends tickled her mercilessly, desperately struggling with her wings against her bondage as she giggled helplessly. “MMMMHmhmhmhm! MMhmhmhmhmhm!”

Eventually, Sweetie Belle and Apple Bloom backed off, letting their friend catch her breath,

“Mmph! Mmm… mmm… mm,” Scootaloo huffed behind her gag, before glaring at Sweetie Belle. “Mm mmm mm-m.”

Sweetie Belle cocked her head, before a grin grew on her face. “Sorry, what?”

“MM mmm mm-m,”

“Sorry, I can’t understand you, but I think I know something you’d like,” Sweetie Belle said. “Apple Bloom, point one leg straight up.”

“Alright,” Apple Bloom said. “What’cha got in mind?”

“Just gonna do something I think Scoot’s gonna like,” Sweetie Belle said, and magically lifted Scootaloo up to Apple Bloom’s hoof.

“Mm? Mmm!?” Scootaloo huffed, her tail swishing behind her as she struggled helplessly in the air.

“Don’t worry, you’re gonna love this,” Sweetie Belle said, and placed Scootaloo with her marehood on Apple Bloom’s hoof. “Let me just try and open you- whoops!”

Sweetie Belle lost her grip of her friend when she also tried parting her lower lips, making Scootaloo fall down and have Apple Bloom’s leg inserted into her halfway up her thigh.

“MMMMmmmm…!” Scootaloo moaned, first in shock, then transforming into pleasure, as her eyes crossed and she stared out into nothing. “Mmmmm.”

“Whoa!” Apple Bloom said. “Did what I think happen just happen?”

“Yeah,” Sweetie Belle said sheepishly. “Sorry, Scoots.”

“Oh I don’t think she minds,” Apple Bloom said, feeling Scootaloo around her.

Scootaloo had regained some senses, and was looking down to where her marehood was stretched wide, though still looking soft and healthy thanks to her new capabilities. She tried massaging herself against Apple Bloom’s thigh, but couldn’t find much purchase, and instead slowly sank lower and lower down her friend’s leg.

“Let me help,” Sweetie Belle said enthusiastically, and shuffled down across Apple Bloom’s belly, facing her friend’s most sensitive spot.

“Hmm, mmmm!” Scootaloo moaned, pleadingly looking down on her friend.

“I got you,” Sweetie Belle said, and kissed her friend’s love-nub, playing with her tongue across it.

“Mm! mmm, mmm, mmm,” Scootaloo moaned, her eyes crossing and turning up towards the ceiling.

“You like that?” Sweetie Belle asked with a smirk.

“Mmm! Mhm,” Scootaloo moaned, nodding her head weakly.

“I wanna try something,” Apple Bloom said.

Scootaloo’s moans were interrupted by giggling. “Mmmm-MMMM! Mhmhmhm! MMMMHMHMHM!” she giggled behind her mask, squirming helplessly.

“What did you do?” Sweetie Belle said.

“I tickled her on the inside,” Apple Bloom said, smirking at her friend.

“Ooh, do that again.”

“Mmm! Mm mm mhmm!” Scootaloo protested, glaring down on the two fillies.

“Yes do it again,” Sweetie Belle said, and once again shot forward to massage Scootaloo’s nub with her tongue.

“Mmmm,” Scootaloo couldn’t help but moan, before Apple Bloom’s hoof tickled the equivalent of inside her collar bone. “MMMMM! MMMHMHMHMHM!”

“She’s coming,” Apple Bloom said. “I can feel it.”

“Great!” Sweetie Belle said, and kept licking in anticipation, before her patience ran out. “Nothing’s coming.”

“I think she’s a little too tightly plugged,” Apple Bloom said.

“Oh,” Sweetie Belle responded. “Hey, I wanna try that on the other leg.”

“I think Scootaloo wants to cuddle first though,” Apple Bloom said, and brought her leg with Scootaloo on it down on her belly.

Scootaloo was breathing heavily, gradually slowing down from a pant, and looking unfocused through half-lidded eyes.

“Was that good, Scootaloo?” Apple Bloom asked.

“Mmhmmm,” Scootaloo said, nodding weakly.

“I could go for a cuddle,” Sweetie Belle said, and heaved her way up so her head was next to her friends’. “So long as it’s my turn later.”

“Sure,” Apple Bloom said. “We have all night.”

“Mm mm hmm mm,” Scootaloo mumbled.

“We love you too, Scoots,” Sweetie Belle said, and pecked Scootaloo on the cheek before magically lifting her own mask up across her face.

“Hmhm,” Scootaloo giggled weakly, and smiled.

Trixie once again bumped her head in the ceiling of her cart as she drew herself up to her full height while observing herself in her mirror.

She adjusted the sleeve that her horn went into, and looked at the mirror again. She was wearing a black, very form-fitting suit, covering absolutely every inch of her except her eyes, and a pair of pads on the bottom of her hooves.

“Hahahahaaa!” Trixie laughed theatrically to herself, her voice muffled slightly by the cloth covering her mouth. “The ponies think that Trixie only wants to be seen by all, all the time, but Trixie has them fooled. Trixie can disappear from sight whenever she wishes.”

Trixie turned to the side and watched herself as she stretched her legs out and slowly ran a hand along her thigh. “Mmm, yeeees, Trixie has all the privacy she wants when it suits her, even in the middle of a crowded town. Nopony can spot Trixie when Trixie doesn’t want to be spotted.

“Watch out, Twilight Sparkle,” Trixie spat the name out, and exited her cart, moving straight for the castle. “Trixie comes for what’s hers!”

Trixie didn’t notice Rumble standing frozen behind a bush, bug-catching net above his head, looking wide eyed at the stagemare dressed in her skintight outfit storming towards the town.

Trixie knew how to infiltrate castles. She had read all about it in books from the fiction-sections of the bookstores… although frankly she had thought of all the ideas before she had read about them.

She had passed unnoticed into the crystal halls, using her superb skills to avoid detection by intentionally picking a time of the day when the halls were empty.

She lifted the long carpet with her magic and went down on her knees. At least, she did so partially, before stopping herself. That accursed ‘princess’ of friendship’s doors were too wide and trying to hold herself up in the doorframe, ready to pounce on the unsuspecting Twilight when she passed through them, by doing a split with her legs had stretched something in Trixie’s thigh.

“Ow! No matter,” Trixie grumbled to herself, and smoothed out the carpet again as she gingerly stood up, rubbing her thigh, and walked over to stand behind a banister. “This will be sufficient for a mare of Trixie’s capabilities.”

After a long, long while, Trixie had stood there for almost two minutes, and was getting very bored.

She managed to use her iron discipline to stifle a yawn when she heard hoofsteps approaching in the hallway though.

“Hmm, according to this...” Trixie heard Twilight say to herself. “Aha. As I suspected, that type of stimulus does little by itself, but amplifies the effects of…”

Trixie froze. It was now or never. Twilight walked past her. Trixie knew what she needed to do to get what she deserved, but if something went wrong…

Trixie shook the doubts from her mind, and jumped out behind the bannister, running towards Twilight who had her back to her.

“Huh?” Twilight said, and started turning around before being shot with a bolt of magic from Trixie’s horn. “Wha!”

Twilight fell to her stomach, mostly cushioned by her breasts, her papers flying from her hand, barely registering what was going on before somepony jumped onto her from behind.

“What’s going- what are you…?” Twilight said, as she tried turning around to see a lock of mane sticking out from the mask of the pony on top of her. “Trixie!?”

“Trixie-slash!” Trixie yelled, and removed the top of Twilight’s scalp with a swing of a scalpel.

The top of Twilight’s skull rolled onto the floor, as she felt her thought being temporarily scrambled by the sensation. “Trixie! Stop it now or I’ll–”

“Trixie-yank!” Trixie yelled, and pulled Twilight’s brain from her brain stem.

Everything went dark for Twilight as all sensations vanished in an instant.

Trixie sat still on top of her nemesis, her heart racing and the scalpel in at the end of its swing.

“Hah, hah, hah,” she panted, looking down at the unmoving Twilight Sparkle.

She gave it a few more moments, but Twilight’s body was absolutely still. And true enough, it was a rubber body with a rubber brain. Everything she read was true!

“Hah! Hahaha! AAAAHAHAHAHA!” Trixie laughed, raising Twilight’s brain to the ceiling and basking in her victory. “At last! Triumph!”

Trixie took a few moments to collect herself, then smirked at the brain in her hands. “Looks like The Great And Powerful Trixie has proven her superiority to you once and for all, Twilight Sparkle!”

The brain didn’t respond, it just rested, unmoving, in Trixie’s hand.

“Now, to just...” Trixie started, before closing her eyes and concentrating.

There were many both magical and mental safeguards to stop a unicorn from harming herself or her fellow ponies. Many were impossible to overcome, but with some training and perhaps a bit of an unhinged mind, many of the ones affecting oneself could be overcome.

Trixie’s teachers back in school had said it was extremely dangerous to ignore these safeguards. Doing so was not recommended. What fools they were.

Trixie held up her other hand, and lit up her horn, concentrating.

Trixie had never been a master of teleportation, though she loathed to admit it, but she could move small objects a short distance.

“... Move the great and powerful’s mind into the body of a princess.”

Trixie’s brain appeared in her empty hand…

… And then her body promptly went limp, falling forward listlessly onto the floor. Her still very much alive brain wondering what had gone wrong.

In the silence and darkness, Twilight fumed. “Trixiiiieee!”