Unexpected Changes

"Sunset was actin' mighty strange tonight," Applejack commented as they pulled up in front of Rarity's house. "Do yah really think she was just bein' jumpy or is there really somethin' we should be worried about?"

"You never know, you know how she is, she's way more in tune with Equestrian magic than either of us so its possible that its affecting her somehow," Rarity said with a shrug. "Frankly, I was more worried about Sweetie Belle tonight."

"Oh, didn't yah say that she went on a date or somethin'?" Applejack asked.

"Well, more like Scootaloo wanted to ask her to be her special somepony," Rarity said with a chuckle. "She actually came and asked me if it would be okay since I'm usually the one taking care of Sweetie Belle. I thought it was sweet, so who was I to say no?"

Applejack chuckled a little at that. "Well that's good, Ah wonder how that went."

"We'll find out later, but for now, I just want to enjoy an evening with my mareffriend," Rarity said with a grin as her horn glowed blue for a moment and Applejack felt a light pinch on her butt.

"Hey, no fair!" Applejack said in protest as she jumped a little and they got out of the car. "Yer cheatin' with yer Unicorn Magic."

"Oh, you know you enjoy it," Rarity said with a giggle as she used her magic to pull her marefriend in close and gave her a kiss on the lips. "Well, Sweetie Belle isn't home yet and you're not expected back at Sweet Apple Acres until the morning. How about, you and I go inside and spend some, quality time together."

"Mmm, sounds nice," Applejack said with a smile as they walked up the stairs and into the house with their hands entwined together as Rarity smiled and unlocked the door and they entered. "Ah just can't wait ta get out of this dress. Don't get me wrong, Ah love it but it feels weird ta be wearin' clothes all tha time."

"Oh, I don't know..." Rarity said with a smile as she wrapped her arms around her marefriend gently from behind. "They have their uses, like giving you something to look forward to when you get home."

She giggled and gave Applejack's breasts a light squeeze as the farm mare let out a light whinny of surprise. Rarity smiled a little as she played with the straps of her dress a little.

"Yer enjoyin' this aren't yah?" Applejack asked with a light moan as she felt the dress starting to slip off her shoulders. "This is tha real reason yah wanted me in yer house isn't it?"

"Oh yes, I set up this date so that it would run late and your family wouldn't need you tonight, so that I could get you into bed, yes that was totally my plan," Rarity said with a giggle. "Like I'd really need that as an excuse to get you in bed with me."

Applejack just laughed a little as she let the dress fall around her ankles, leaving her just in her bra and panties before she turned around and looked at Rarity. "Well this just ain't fair, yah know that?"

"What's not fair?" Rarity asked as she smiled innocently with her arms over her chest as she just gave Applejack a giggle.

"Oh, yah know what Ah mean," Applejack said with a laugh as she moved in and kissed Rarity on the lips, starting to remove the Unicorn mare's dress as she did, running her hands along her bare shoulders as it slid down slowly to reveal the pale skinned mare's breasts.

"Now who's not being fair" Rarity said with a giggle that made her breasts jiggle a little. "Come on, lets get upstairs."

She took Applejack's hand and the two headed upstairs together with Rarity's tail swishing behind her as the dress slid off to reveal her bare body underneath.

"Ah didn't know yah were so naughty," Applejack said with a grin.

"Mmm, anything for the most amazing mare in the world," Rarity said with a smile as she swished her curled tail a little, using it to cover up her butt just a little. "Come on, lets have some fun together."

<--->

Sunset yawned a little as she stretched out a little as she laid back on the couch at her and Twilight's house. She smiled as Twilight took a seat and yawned a little.

"Well, that wasn't so bad," Sunset admitted with a shrug. "I'm still worried about all of this though, what if there's something big we're missing for some reason?"

"I don't know, are you sure Princess Twilight didn't say anything else?"

"No, she hasn't replied since the restaurant," Sunset said with a shake of her head. "Did you get any new readings?"

"My phone died," Twilight admitted as she rubbed the back of her head a little as she plugged her phone in. "Sorry, I didn't want to worry you, I didn't have a chance to..."

She trailed off when she looked at the notifications on the phone that had come from her equipment. "Sunset, we have a problem..."

"How big of a problem?" Sunset asked as she looked at her girlfriend suddenly very worried. Twilight looked scared, and that didn't bode well for her or the current situation.

"I'm getting reports all over Canterlot as well as the rest of the country between Sunrise Lake and here," she said and looked at Sunset terrified. "If you're right and this really is Transformation magic, then we're not just talking about a few people..."

"We're talking about thousands, if not more..." Twilight finished as she looked at Sunset terrified. "If there really is someone causing these transformations then..."

"Then we might not be able to cure them all..." Sunset said and looked scared for a moment. She didn't think that it was just her friends targeted, but that many? It was like whoever it was that was doing this had used it on every town between Sunrise Lake and Canterlot."

"Yeah..." Twilight said as she looked at Sunset. "You should send word to Princess Twilight, this might make the situation even worse for everypony if you're right."

"Yeah, I'll just..." Sunset said as she took the book out and paused a moment when she realized what Twilight just said. "Uh Twilight, what did you just say?"

"That it would make the situation worse for everyone if you're right?" Twilight asked and Sunset blinked. "What's wrong Sunset?"

"Nothing, nothing, just thought you said..." Sunset said and shook her head before she started to write, now she was more worried than she had ever been before.

"Twilight, the situation here is getting worse. We may be looking at thousands of people affected already. And Twilight over here is acting weird, she just said "Everypony" instead of "Everyone." I can't be sure, but I think she might be affected, but its slowed down for some reason. If you can help any, it would be really useful right now."

She sighed as she looked down at the book and shook her head. Something about all of this was weird, the fact was that they didn't know anything about what was going on right now.

She just hoped that everything was going to be okay, somehow.

<--->

"Is everything okay Scoots?" Sweetie asked as Scootaloo blinked and looked back at Sweetie. The pale skinned mare was getting ready to start the car as she looked at her new girlfriend.

"Huh? Oh, yeah, I guess I'm okay," Scootaloo said with a shrug as she glanced back at her wings again for a long moment. "I'm just thinking is all, I guess it has me more distracted than usual."

"Yeah, I understand," Sweetie said with a smile as she leaned in and gave Scootaloo a kiss on the cheek. "Are you thinking about your wings again? I know it hasn't been easy ever since the doctors said that you can't fly after the accident."

Scootaloo paused a moment as she looked down at her leg. She had gotten into a car accident when she was younger that had caused her to lose her right leg, she didn't expect anything like that to come up, she hadn't even thought about trying her wings right now.

She sighed a little as she gave Sweetie Belle a smile. She had been surprised a little that Sweetie Belle had actually agreed to be her girlfriend, she just had a lot to think about right now.

"So, should we head to your apartment or back to my place with Rarity?" Sweetie asked as she looked at Scootaloo. "I think Rarity's having Applejack over though, and you know how that's probably gonna go if we walk in while they're, occupied."

Scootaloo blushed a little at the thought as she thought about it for a long moment. She smiled a little and leaned over and kissed Sweetie Belle softly on the lips, even if she wasn't sure what was going on with them, she knew one thing hadn't changed.

She still loved Sweetie Belle, and that wasn't going to change just because they were becoming... something else entirely. She smiled and they broke the kiss after a moment.

"Lets go to my apartment, your sister can wait," she said with a smile as Sweetie nodded and started the car up and they took off towards the apartment complex.

Scootaloo looked out the window at the passing city streets and on occasion at the people that passed. She smiled as she looked back at Sweetie Belle, noticing there was a horn growing out of her forehead. She smiled a little, maybe this wasn't so bad, but maybe she should talk to Sunset Shimmer or something in case it was something related to magic.

She sighed and laid back and closed her eyes. There was a lot to process right now, and they just had to figure out what they were going to do together.

She loved Sweetie Belle, and that was what really mattered to her right now.

<--->

Rarity smiled as she laid back on the bed and swished her tail back and forth as she looked up at Applejack. She grinned and ran her hands along her silky white fur that covered her body, she didn't have anything to hide, she was happy to have a chance to spend more time with her marefriend.

Applejack grinned as she leaned in and gave Rarity a soft kiss on the lips as Rarity wrapped her hands around her a little and played with her bra straps.

"Well, this certainly isn't fair," Rarity said with a giggle as she unhooked the strap and tossed it to the side as she smiled up at Applejack.

"Well, Ah didn't think yah were goin' commando," Applejack said with a laugh as she kissed Rarity gently on the lips as she ran her hands along her body slowly.

"Mmm, maybe we should make sure that we match from now on," Rarity said with a giggle as she pulled off Applejack's panties and over her hooves with her telekinesis.

"Yer enjoyin' this ain't yah?" Applejack asked with a grin as she started to kiss along Rarity's neck slowly, which sent shivers along the Unicorn mare's spine.

Rarity moaned as she felt Applejack's hands rubbing against her breasts as her nipples hardened a little and she felt her arousal growing. She wanted Applejack more than anything right now as she leaned up and kissed her softly.

"So, what are you waiting for darling?" Rarity asked with a giggle as she stroked Applejack's mane lightly. "I'm all ready for you."

Applejack didn't need any further prompting as she started kissing down Rarity's neck more which caused her to shiver again as Applejack gave her breasts a squeeze. Rarity whinnied lightly and arched her back, her body reacting to the sensations being sent through it by Applejack's touch.

She let out a moan when Applejack's kisses finally reached between her breasts as the farm mare looked up at her and licked along the fur between them lightly.

"Oh... Applejack..." Rarity said with a moan as she stroked the farm mare's blonde mane lightly, her fingers hardening and balling up as they became hooves without either of them noticing. "I love your tongue... keep going darling..."

Applejack grinned as she started to kiss along Rarity's right breast, rubbing her other one with her hoof as she ran her tongue in circles around Rarity's nipple causing the Unicorn to whinny and moan louder. She finally got her wish when she felt Applejack's tongue brush against her waiting nipple, curling itself around it little while she squeezed her other breast a little.

"Your teasing me aren't you?" Rarity asked as she shivered a little as her nipples hardened a bit as her breasts started to shrink into her chest. She let out another whinny as Applejack smiled up at her.

"Yah know yah enjoy it Rares," she said with a giggle as she ran her tongue slowly along Rarity's nipple as her transformation continued, her arms and legs becoming equine as her face pushed out into a muzzle and she shivered and moaned loudly. Applejack smiled as she gave Rarity one last smile and started to move her kisses down her body slowly.

Rarity arched her back a little as she felt Applejack's tongue nearing her waiting slit. She shivered as her marehood winked a little just as Applejack reached it and ran her tongue slowly along it, causing her to moan and shiver more.

"Oh, I want you inside me..." Rarity said with a loud moan as she felt the tongue running along her slit teasingly. "Ohhh, keep going..."

Applejack smiled as Rarity spread her now hind legs and the Earth Pony mare pressed her muzzle right up against it, sliding the tip of her tongue into the white Unicorn. Rarity moaned louder as she felt her marefriend's tongue probing at the inner folds of her marehood and flicked her tail up against Applejack's chest a little.

For a moment somethin about it felt weird to Applejack, though she couldn't place her hoof on it, but she didn't care right now as she breathed in Rarity's pheromones. She pushed her tongue deeper into Rarity, licking at her inner walls and licking up her juices a little.

Rarity moaned softly and arched her back a little, pressing her marehood up against Applejack's transforming muzzle as her breasts moved down between her hind legs and formed her teats. She whinnied loudly as she felt Applejack's tongue push in deeper, her body reacting to the wonderful feelings that Applejack was sending through her.

"Ohhh... Applejack... I'm... so close..." she said through her moans as she wrapped her hind legs around her marefriend who had her muzzle pressed right up against her slit.

Applejack just smiled up at her as she pressed her tongue in as deep and as fast as it would go. Rarity screamed as she reached orgasm, her juices flowing over Applejack's muzzle as she fell back, breathing heavily. Applejack licked the juices clean as she looked up at the Unicorn and smiled.

"Did yah like that?" She asked with a smile as she slid up and kissed Rarity softly on the lips.

"Don't I always?" Rarity asked with a giggle as she wrapped her hind legs around Applejack's flanks and gave them a light squeeze as she smiled up at her. "I love you so much Applejack."

"Ah love yah too Rarity," Applejack said with a smile as she leaned in and kissed her again, the magic swirling around them as Applejack's body finished its transformation into an Earth Pony mare, neither of them aware of what had happened to them.

"Mmm, I don't think I'm done with you just yet," Rarity said with a giggle as she rolled them over and licked Applejack's nose a little.

"Oh?" Applejack asked as she looked up at her curiously. "What do yah have in mind sugarcube?"

Rarity smiled as she rolled the two of them over and kissed Applejack again. Applejack let out a moan into the kiss as she felt Rarity's magic brushing against her marehood. Rarity smiled as she broke the kiss after a moment and smiled.

"Darling, I can think of a few things that we could do," she said with a smile as she turned her body around and pushed her tail to the side to reveal her marehood which winked at the Earth Pony while she nuzzled Applejack's marehood a little.

"Ohh..." Applejack said and whinnied lightly as she felt Rarity's tongue running slowly along her slit. She smiled and leaned up and pressed her muzzle right up against the Unicorn's marehood and licked at it, enjoying the taste of her juices for a moment as she nibbled lightly at her lips.

Rarity smiled a little as she moved her magic away and started to lick and nibble slowly. She spread Applejack's lips a little and pushed her tongue inside, running it along the mares's inner walls while she continued to lick, shivering a little as she felt the Earth Pony do the same.

Shivers went up and down Rarity's spine as she felt the farm mare's tongue slide into her waiting marehood. She pushed her tongue in deeper, licking at Applejack's inner walls as she did, her tongue pressing in deeper as she probed around for the farm mare's inner walls.

Applejack shivered as she pushed her tongue in deeper and let out a whinny as she felt the unicorn's tongue pressing against her g-spot gingerly. She pressed her tongue in deeper, probing around to try and find Rarity's G-spot which sent more shivers through the Unicorn's body.

"Ohhh... so good... so close..." Rarity said with a muffled moan as she plunged her tongue in as deep as it would go, Applejack's body tensing for a moment.

Rarity let out a loud whinny as she felt Applejack's tongue press right up against her g-spot and she reached orgasm, her juices pouring out over Applejack's muzzle. Applejack shuddered as she orgasmed at the same time, leaving the two mares breathing heavily.

Not aware of the glow coming off their bodies and flying out the window and into the night.

<--->

The cloaked figure smiled lightly as she moved freely through the Streets of Canterlot. With the way her magic was working to change reality itself, no one even noticed a pony moving through the city streets, somehow this felt more right than anything else.

Her horn glowed a little as she held up the medallion from around her neck. The third crystal was glowing even brighter now and the fourth was starting to glow, that was a good sign. When transformations were finished it powered them up more based on the magical potential of the new pony, and that meant that the newest ponies had a lot of magical potential.

"Thanks for helping me out tonight Rainbow," a soft voice said from ahead of her and she looked up to see a yellow skinned girl with long pink hair coming out of a building that said "Canterlot Animal Shelter" with a blue skinned girl with rainbow hair. "I know it was running kind of late, but it means a lot that you were willing to stay the whole time."

"Hey, don't worry about it, I'm always willing to help a friend out, Fluttershy," Rainbow (what an original name the cloaked figure thought to herself) said.

"Well, still you didn't have to, and I'm glad you did," Fluttershy said and leaned in and gave Rainbow a quick kiss on the cheek, causing the athletic looking woman to blush. "Is everything okay with Scootaloo? You said she sounded worried about something."

"Yeah, weirdest thing, she seemed confused by the fact that she and Sweetie Belle are ponies," Rainbow said and rubbed the back of her head a little. "Strange right? I mean, Scootaloo's a great kid, but that doesn't mean she's human, I just found it weird really."

The cloaked figure narrowed her eyes at that. That had to have been one of the humans she had used the magic on before, but there was no way she'd be able to remember being human right? That was a risk sure, but she hadn't ever transformed anyone that was unaffected by the reality altering effects of the magic before.

At least other than herself. Something about this bothered the cloaked mare, and she made a mental note to investigate it further later on.

"Its probably nothing, but maybe we should talk to Sunset Shimmer about it," Fluttershy said as she looked at Rainbow for a long moment. "Do, you think she's going to be okay? Scootaloo's always had a hard time since the car accident."

"Yeah... I hope she'll be fine," Rainbow said with a shake of her head. "And you're right, I'll talk with Sunset as soon as I can. If anyone knows about this kind of thing its probably her."

The cloaked mare narrowed her eyes a little before holding up the medallion and it started glowing lightly. If these two were friends of Sunset Shimmer, they might be useful to her, she just had to use her magic to change them too.

"Fluttershy, I wanted to do something special for this tonight, but..." Rainbow said as she rubbed the back of her head a little. "I'm sorry, I didn't ask you this before, I mean with everything that's going on at the shelter and with Scootaloo I didn't really get a chance..."

"Its okay Rainbow, just tell me what you want to say," Fluttershy said with a soft smile as she looked in her girlfriend's eyes for a long moment. "You know you can ask me anything right?"

"I know, and this is probably the most important question I'll ever ask you," Rainbow said as she reached into her pocket and got down on one knee as she took out a small box that she opened to reveal a gold ring encrusted with rubies and sapphires. "Fluttershy, will you marry me?"

Fluttershy's eyes went wide in surprise as she looked at the ring and then at Rainbow Dash who blushed a little. The shy girl was at a complete loss for words as she tried to decide what to say.

"Rainbow I..." Fluttershy said though the words were lost in her throat.

"Fluttershy, I love you more than anything, I want to spend the rest of my life with you..." Rainbow said as she looked at Fluttershy for a long moment. "It would mean the world to me if you said yes."

Fluttershy couldn't say anything for a long moment, but she pulled a surprised Rainbow Dash up and kissed her passionately on the lips. Rainbow Dash's eyes went wide but she closed them after a moment and enjoyed the kiss, wrapping her arms gently around Fluttershy's waist.

Neither of them noticing as motes of magical energy flew into them.

"Yes, I will marry you..." Fluttershy said with a smile as they broke the kiss after a moment. "I love you Rainbow Dash."

"I love you too Fluttershy," Rainbow said as she held her new fiance close, the two enjoying the moment and the warmth they shared.

The cloaked mare rolled her eyes a little and trotted off past the couple. Fluttershy opened her eyes for a moment and looked at the passing pony as if trying to figure something out.

"What's wrong Flutters?" Rainbow asked.

"I, don't know," Fluttershy said with a shake of her head. "Its like there was something familiar, but different at the same time, I can't put my finger on it though."

"Don't worry about it, I'm sure its nothing," Rainbow said and smiled a little as she held Fluttershy close. "Come on Flutters, we should probably figure out how we're going to tell our friends and families the good news."

Fluttershy giggled a little at that and the two walked off together.