A short time before Starry burst into the lab, Courage greedily drank the potion in the odd moonlight, exactly as instructed.

The idea of disobeying the command never entered her mind. After all, she was a good, obedient and open mare. As she drank, she felt a presence looming over her. It was a familiar, comforting presence. It wrapped its forehooves around her and settled down on her back.

“What does this potion do, Master Shaman?” Courage whispered as she enjoyed the warmth atop her and looked up at the strange break in the storm that allowed the moonlight to filter down into the laboratory.

Makes you more compatible, vessel, he replied. She could hear the smile in his voice. In fact, what would you think if I claimed it would allow me not only to possess your body, but reshape your thoughts and your form?

Courage thought about it, the heat between her legs augmenting her thoughts with lust and need. After a few moments, she replied, “If that’s what you believe best, Master Shaman, then I’m happy to have drank it!”

She could feel the Master Shaman glow with happiness and warmth. Your mind is already all but gone, isn’t it little unicorn? Ah, and I expected a challenge. Still, an eager vessel is preferable.

Courage frowned. “Master Shaman, what do you mean? How is my mind gone?”

Forget the last thing I said, vessel.

Courage blinked, her short mane twitching as she shivered. She’d been briefly worried about something… no, no, she hadn’t. Everything was wonderful. She smiled in delight.

Conjure a mirror, vessel. You’re so close now. You should be able to glimpse your dear Master.

She obeyed, bringing a full-length mirror into existence before them. In it, she saw a smallish unicorn mare with an annoyingly short mane-style and the foxlike-tails, a result of an experiment that backfired long ago. But none of that mattered.

Her eyes widened as she saw the softly glowing pink silhouette standing tall over her. Her mouth dropped as she drank in the sight of the perfect zebra stallion right there. He had sharp dark purple eyes, a short mohawk of black and white with a few hints of red and black shadows around his muzzle. His dark stripes were thick, leaving only a little room for the white of his coat. A shift of his hips revealed his mark as what could be a potion bottle with a heart above it. Perfect for him.

He was gorgeous. Courage couldn’t stop herself from staring.

The Master Shaman moved forward a little and Courage gasped as she felt a strange warmth invade her sex.

Do you enjoy that, vessel? He said with a smirk. The cock of your superior within you.

“Y-yes…” Courage moaned helplessly. Something about the potion… it made her feel everything more.

Soon, we shall take your mate with that cock. She will love it. I have slipped the need for it within her body and her mind. She needs you now, but in a way no foolish mare can satisfy. But I can. You want me to, don’t you? You want me to satisfy her burning heat through changing your body?

Courage nodded dumbly. That did sound like a good solution. Everything he said sounded good, but that really sounded good!

The potion is ready for when she walks in? the Master Shaman asked, though he had been whispering in her mind when she had done so.

“Yes, Master Shaman. It is ready to consume her as you consume me.”

You give her to me, freely? The spirit laughed. Well, as free as one can be when under my influence. I know I was there, but I do so enjoy hearing you being so eager to give her to me.

Yes. Courage knew without a doubt that they would both be very happy under the influence of the Master Shaman. She is yours. As am I, Master Shaman.

The zebra growled hungrily in Courage’s mind. I think you are ready to blossom, vessel. We must ensure this is a perfect possession, lest those beyond attempt to call me back. It would not do for all my work to be undone because of a foolish unicorn. Remember, you must completely give way for me. Nothing can stand between us. Allow yourself to be absorbed by my essence. Then, I will be pleased.

“As you command, Master Shaman,” Courage babbled. The heat in her pussy began to spread through her legs and her middle. She could barely stay upright. “Let me please you!”

You are ready to bloom. Enter the circle, then use your magic to direct moonlight upon it. And open yourself wholly to me.

Courage obeyed just as the doors were flung open, cracking the potion and consuming Starry in a vaporous form of the same potion running through Courage’s body. Starry stiffened in the cloud and after stepping forward a little, stood stock still. Soon, she would be as willing as Courage.

Together forever, serving me. So sweet.

Courage stepped into the circle. As she was instructed, she dropped her front to the ground while keeping her hips in the air. She lifted her foxtails and presented herself to the Master Shaman. Then, with a flick of magic, she adjusted the mirrors. Instantly, fresh moonlight—despite the raging storm outside—poured onto Courage… and the spirit of Shauku the Passionate.

You are now mine, forever.

Shauku wasted no time. With one mighty surge of his hips, he speared Courage with his phantom cock. Courage instantly came and her mind went blank as the most intense orgasm of her life burned through her body. She screamed and moaned, lost in a world of lust and passion. Perfection had taken her and she wanted it so badly.

I am entering you fully now. Open yourself.

Courage did as her Master Shaman commanded, blanking her mind and relaxing her body to completely accept Shauku’s essence.

In a moment, her mind was fully empty.

Then Shauku rushed into that empty mind like a wild wind. The leftover pieces of Courage’s essence were shoved aside with a little yelp

Now, time to reshape your mind you as your body adapts to the new soul. They will be watching now, those beyond, so we will merge to be one. Know I am forever dominating you now, little unicorn. Everything that was you will be a part of me. Be glad I have blessed you with this gift

Courage couldn’t protest. She couldn’t even think. It was like sitting in the middle of a library as an invisible pony went through and started to replace every object and item of significance. Her books were being reordered and rewritten. Her skills were being reforged. It was almost as if her mental library had come under new management.

Which it had.

Courage smiled as her knowledge of pony customs and holidays were transformed into far more important information on zebra lore and culture. She giggled when Shauku found her meager, almost insignificant knowlege of alchemy mixed in with dozens of other magical spells and skills. He approved, but only a little. He shoved out her knowledge of illusion magic and replaced it with herbology, though he had to remove half of her alteration magic to fit it all in there.

Having bits of her mind just replaced was unlike anything she’d felt in her life. There was a brief bout of intense pleasure, a strange feeling of emptiness and then only a lingering afterimage of what had been. Within seconds, idea that there had been anything else in that spot in her mind became absurd. Everything Shauku changed almost instantly became as it always had been.

Courage shuddered and shivered, feeling the Master Shaman settle deeper into her. Her hooves started to feel strange as his phantom hooves fully merged into her.

Within her mind, Courage could only stand and moan like a mare in heat being endlessly fucked by an zebra after zebra. The Master Shaman took stock of her work with enchantments, then carefully sorted through it in a blink of an eye. He kept whatever he felt was useful, replacing the rest with secret recipes for potions to drive creatures to heights of passions, change their very bodies and so much more.

Of course, her normal memories were a little too large to handle right now. Shauku would corrupt them once they were fully joined. They would marinate in his essence, slowly changing into something that suited the Master Shaman… until it was time to be fully absorbed by him. Courage looked forward to that day.

Still, Shauku did add several bookshelves in front of Courage’s own memories and quickly installed his own memories. It took only moments, but then Courage knew everything about Shauku… because she was Shauku, while also being Courage and…

Do not strain your little unicorn mind, vessel. Accept this even though it odd.

Inside of her mind, Courage fully accepted the impossibility of being two creatures: a zebra stallion and a unicorn mare.

For now. That unicorn mare thing must go. But first…

Then Shauku found the bookshelves dedicated to Courage’s sexual experiences, both with Starlight Twist and before—and the occasional time with Starry and another mare or stallion. He read through every text faster than she could believe. As he did, she relived every sensual experience she’d ever had.

The orgasms she had as he worked at that were like supernovas going off in her pussy.

Then, he edited them all. He grew her lust, spiced up her kinks, gave her a desire always to have a cock to spear whoever she was fucking. She wished she did. She could almost feel one between her legs, even if she knew she would never—

Shauku reluctantly left her sex memory, leaving it far larger than it had been before. For a split second, Courage noticed the change and smiled. Then, she couldn’t remember why she smiled so broadly. After all, she knew most of her time was spent fucking and sucking. And though the thought seemed odd, she couldn’t say why.

Now, vessel, you should know something about me. I am very much a stallion and not a mare. But after reading through all of your sexual exploits, it would likely be a waste to toss your marehood away. Not yet, anyway. No, you have a wonderfully sensitive body which will serve me will. I intend to use your body for quite some time before taking my true form. Yet… you lack something I require.

Courage did not reply. Those thoughts… were they the Master Shaman’s or her own? She couldn’t tell the difference anymore. So much of her mind looked like the mind of a Zebra Master Shaman. Wasn’t that who she was?

We require another three potions. Let us fetch them!

Courage’s legs moved, but Courage didn’t remember commanding them. Her body stepped out of the moonlight and toward a nearby workbench. With a touch of violet magic, she found the first potion. She glanced at it to insure it was indeed the one required, a lesson she had already learned fatally a great many years ago… or had she? Something about that memory seemed odd.

Empowerment of Spiritual Bonding, perfect.

Courage drank it without hesitation, enjoying the faint hint of blueberries. She then sighed, feeling her soul mix with the rest of her soul. It felt like sinking into a warm bath… and becoming one with the bath itself. It wasn’t perfect yet, but it was closer. Far closer.

The second potion was retrieved with another flash of magic.

Potency of Stallion. This should be interesting in my new body.

She downed the thick white potion that tasted of cherries. No other effect occurred, but that did not surprise her. This one would take time. But she could wait for a little while for these benefits.

Finally, she stepped over to the table containing the planters. It was time for the third and most important potion. Nestled between the flowers were six pink potions. She lifted one up and popped the cork, smelling the sweet odor of the famous Heart’s Desire.

While the stallion potion would take several minutes, this potion would likely take the better part of an hour. As long as her soul was settled and her heart had been properly reforged, it would fully remake her into the zebra she had always been beneath the surface. And then, Shauku would remove all thoughts of her being a pony, a work she had already begun. Even now, the potions rewrote other parts of Courage’s mind, redoing them with a pen of black and white.

Courage sighed in delight and felt herself beginning to drift a little, becoming a bit more insubstantial as Shauku slipped deeper and deeper into her body, mind and soul. Shauku approved. And that’s all Courage cared about. That and thinking like the Master Shaman. Which she seemed to be doing more and more…

Shauku admitted that it would be strange to think of himself using female pronouns, but it was a small price to pay for having a body again. And the vessel’s sexual experiences had revealed sex as a female to be a rather intense experience, something she wished to at least try.

Courage nodded in agreement as she slowly drank the potion simply labeled with a heart. She knew without a doubt that—

Suddenly, she let out a piercing moan that echoed strangely through the chamber. The empty vial rolled out of her spasming magic and into the planters as her hips started to jerk, an mad heat starting to boil around her pussy.

As Courage endured the insane intensity of the potion’s effects, Shauku stepped back into Courage’s mental library. Now that Courage was fully distracted and only barely aware of him, she shifted the very foundation of the room, changing the color of the carpets, altering the height and making things more to her liking. In moments, the floor was the standard layout of a zebra home. In so doing, she helped Courage get over her silly ideas about being a pony. It would take more time to consume the rest of her memories, but it would feel wonderful as it happened.

Now, Courage Fire truly knew what she was as she staggered around the room, her pussy on fire, her tail lifted and her muscles clenched.

Courage was a zebra. It didn’t matter if she didn’t yet have stripes or a proper mane. She was a zebra. She could feel it in her bones as her horn slowly began to slide into her head.

Shauku smiled as she conjured an idol of her male self in the library. However, to her annoyance, the idol turned into a stature of a zebra Courage, not Shauku. After several attempts, Shauku found she could only increase the size. With a shrug, she left it alone, knowing the superiority would be enough for now. When the time was right, the idol would change into the correct shape.

Meanwhile, Courage stumbled onto her knees before a vaguely familiar pegasus pony sitting calmly on the hardwood of the lab. She blinked a few times as her vision cleared. Her eyes wandered over her acceptable dark wings that slowly shifted into a light blue, colors that went well with her mane.

“I know you…” Courage muttered as the Master Shaman rearranged a few books and rewrote a few others.

“Yes. You do,” the dark pegasus said, her voice filled with deference.

“You’re my… my…”

Courage’s words became moans as Shauku nearly completed her integration. Her body was finally a fitting vessel for Shauku’s brilliance. She could feel the Master Shaman sliding through her mind, now little more than a wave of power perfecting her.

There was a brief pause as the world twisted for an eye blink. Then, things were… different.

For the sake of the vessel and the anchor of her soul, Courage decided that she would continue to think of herself as Courage. This was a dangerous time and she could still be rejected from this body. It was best to keep the vessel comfortable until the former pony’s essence had been completely absorbed by her superior mind. There were still some bumps, of course, but those would get smoothed over in time.

Except for one. That one would simply grow in a very short time. She grunted and refocused on the docile mare waiting patiently for her.

“You’re my assistant, are you not?” Courage asked, her voice deeper and far more imperious than it had been a moment ago.

“Yes, ma’am,” the mare answered quickly, ducking her head in submission, her short, light blue mane falling around her face. “I am… am here to do anything you require.”

“Anything I require?” Courage asked as she stood. Her body felt so right now. Stronger, more powerful, more sure. But it annoyed her that she still had this dull brown coat! The potion should have begun changing her by now. Perhaps she needed a boost. The inherent magic within the unicorn may have interfered with the process.

She eyed her assistant. She seemed the willing sort.

Courage idly stroked something pressing against the underside of her belly and smiled.

“And if I require you to take potions that will change you, make you act different, think different, be different?” Courage challenged her with a smirk. “What then?”

The mare shivered, staring up at her with truly obedient eyes. “I will do anything necessary to learn at your hooves, Master Shaman. I wish only to be your student.”

Her submissiveness was proving to be quite erotic. In fact, Courage’s entire body responded to it. She needed to take this mare. She needed to take her now. To make her a proper assistant.

But she required a few adjustments. It wouldn’t do to have a pony as an assistant. Thankfully, Courage had just the potion for that.

As she fetched another black and white potion, her eyes landed on the Elixer of Endless Passion. Perhaps now would be the time to finally test it properly. After all, last time, Courage had actually orgasmed herself to death after taking it.

It hadn’t been the way she’d planned on dying. But she intended to do it right this time around.

She’d been alone the first time. Now, she had somezebra to share the experience with.

Courage glanced over her shoulder at the pegasus, smiled and with the ease of decades of experience, she swiftly combined the two potions. Her hooves moved deftly as she absently rubbed her short horn. If only this body would just give up and accept its fate. Still, even the distraction of the itching horn, it took her less than a minute to craft them one perfect potion each. The pegasus would take a bigger dose, of course.

But Courage would get the dominant potion, as was proper.

She returned to the mare, still lying on the ground, watching her. Courage took a deep breath. She could smell the mare’s need.

“What’s your name?” Courage demanded, though she thought she knew it. It was just on the tip of her tongue.

“Starlight Twist, Master Shaman,” she replied meekly. “But most call me Starry. You, of course, may call me anything you desire.”

“Of that, I am aware.” Courage shrugged. The name was suitable until she could be altered. “And tell me, Starry, are you intensely aroused right now?”

Starry blushed furiously. Her tail wrapped around her hindquarters, but still she nodded, biting her lip.

“Do you want me to claim you as both lover and assistant?” Courage asked with a smirk. “I’d wager you do.”

After all, what pony didn’t want to be fucked by a strong zebra?

“Yes.” Starry whispered, shaking with lust.

“Then drink this.” She slipped the mare the potion. “It will give you a proper form so you may join me in my bed each evening and entertain me.”

Starry stared at Courage, then at the potion. Then, in a flash, she drank the whole thing down in three gulps. As expected, the effects were nearly instantaneous. She shivered, then let out a long, low moan of need. Her hoof went to her sex and she began to stroke herself.

“I… this… it… heat…” she groaned, her mind already nearly lost in heat. “Need… fill…”

“On your back, pony!” Courage barked.

Instantly, the pegasus flipped onto her back, her wings splayed against the floor. She spread her legs and looked up at Courage with clear, unfiltered lust in her eyes. Her entire body was shaking from muzzle to tail.

“You’ll do nicely…”

“Your horn…” Starry whispered, focusing on Courage’s forehead. “It’s… shrinking?”

Courage swore under his breath. His new assistant wasn’t supposed to see that! Courage readied herself to claim her assistant, ignoring the comment.

“May… may I… see?”

Something about the way the mare begged resonated with Courage. The fact that the pony seemed so fascinated even through the lust haze impressed her. So, with a sigh, Courage dropped her head to let the pegasus mare see Courage’s shrinking horn.

The young zebra mare gasped when Starry ran a tongue over the small pointed magical focus. No part of Courage was ready for Starry’s tongue to hungrily make out with the disappearing horn. Courage tried to respond, but Starry’s hooves were on her face. And it felt wonderful. Too wonderful… in fact…

Courage reared back and screamed as violet magic flared as what ponies called a ‘magic-gasm’ sent her reeling. Spurts of magic erupted from the horn, spraying out all over the mare beneath her. For her part, Starry smiled and licked up some of it with the lewdest expression Courage had ever seen on a pony.

She stared down at the eager pegasus, still licking her lips.

The entire experience had been surreal. It had also pleasant enough that Courage almost wished she could keep the stupid horn. However, she refused to have something blatantly ponish sticking from her skull. So when she felt the horn finally slip back into her skull, she smiled. As that vanished, another part of her, a new part, finally reached the proper length for a zebra of Courage’s power.

“Did you do that on purpose?” Courage demanded to the shivering pegasus beneath her.

“Y-yes…” Starry mumbled, blushing hard. “I thought that some transformations require the original form to be totally gone before the new one takes over. Please… I was only trying to help Master… Master Shaman!”

“Well…” Courage grunted. She was partially right, at least as far as some potions went. There were plenty of examples where she was dead wrong.

Still, it didn’t matter. Courage had needed it gone. And now it was. So, she deserved a reward. In fact, she deserved to be rutted.

“I changed my mind. Present yourself to me.”

As she changed position, Courage downed her own potion. For an instant, nothing happened. Then, it was as if her veins had been filled with lava itself. Heat boiled through her and she let out a scream. The intensity swept over her, strengthening her bones and body… until it all began to rush to one place.

The effects were stronger than expected. Perhaps too strong. Had she… made a mis—

Then, nothing mattered except for the suddenly rock-hard thickness hanging between her legs. It had been there, demanding attention since the final changes to Courage’s mind, but Courage had held off on thinking about it. Focusing too much on it might get Courage ejected from her new body. She no longer had that luxury, it seemed.

Now, it demanded attention. And it demanded the mare before her.

Courage looked down at her cock and felt a swell of pride. It was even larger than the one she’d had while living. Indeed, it was rather enormous. Which was perfect… as the spell’s catalyst would only improve it.

Thick and black with bulging veins running it’s length, her new addition had a perfectly shaped mushroom head. She could feel the strength in it. What’s more, beneath lay two large black skinned balls, already churning with the need take the mare. Now, Courage felt like a stallion… while still having the flexibility of being a mare.

Some part of her protested a little. Courage shoved it away. It would learn to enjoy this soon enough.

As the lust potion roared through her veins, Courage reared up and mounted her assistant. As she did so, she realized her forehooves had finally grown stripes and the silly orangish brown was beginning to grow pale. This only served to excite her more.

“I’m going to fuck you into a proper zebra mare,” Courge growled as she positioned herself behind her. “And you’re going to enjoy this, are you not?”

“Yes, Master Shaman,” whimpered the slutty little pegasus. Her wings were outstretched in an obvious sign of desire.

Courage smiled. Ponies were so easy to arouse. Then again, she… she… sh—

She needed to claim this mare. She’d waited long enough. No, too long. Courage’s mate needed to be reshaped before the potion took effect or there could be dire consequences for the both of them. Mostly Courage.

And so, she reared one last time and with a grunt, buried half of her maleness into the pegasus mare’s waiting pussy.

It felt wonderful to have her cock inside a mare again.

As for Starry, she screamed like the little slut she was as she instantly burst with an orgasm so intense, it overcharged the potion running through her veins. Before her ample flanks had stopped jiggling, Starry’s entire coat had gone from deep blue to light stormcloud gray. It had happened in a flash, exploding outward from her spasming pussy. Her tail twitched back and forth as both it and her mane bleached to a light gray as well.

It was one of the most erotic sights Courage had ever seen. Especially since it was so different. Courage had expected the black to come in first. She liked this far, far more.

She thrust again, sinking deeper into the gray pegasus’s pussy even as she came. As Courage did so, the mare’s wings snapped closed while faint patterns began to appear on her flanks and hind legs.

“Don’t stop…” begged Courage’s eager little assistant.

“Oh, I’m not stopping,” Courage said with a smile, brushing back her stiffening mane. She might be fucking Starry into a zebra, but in so doing, she fucked herself into a zebra. “I’m not stopping until you’ve covered with stripes.”

Courage thrust again. Starry cried out as the thick member filled her, moaning in delight as the transforming pony’s first true zebra stripe came just in front of Starry’s ass. Courage smiled, rubbing the stripe with her forehooves while keeping herself firmly planted within her assistant.

“Are you pony or zebra?” Courage demanded as her hips bucked a little more.

“Z-zebra!” Starry cried as two more stripes appeared on her back. Her wings began to slowly melt away.

“You still look like a pony to me,” Courage whispered as she came close to bottoming out inside of her.

“I’m a zebra!” Starry cried as beautiful, sexy stripes worked their way down her forelegs. “Really… I-I swear it!”

Courage finally bottomed out and felt a little pre burst from her tool. Starry thrashed as her wings completely vanished. Color began to bleed into her mane and tail, dark charcoal with a surprising single stripe of blue. It made Courage’s new assistant look rather exotic. After the mare’s tail had adjusted itself into a proper zebra length and color, Courage decided she approved.

“No, you aren’t one yet,” Courage declared, just barely stopping herself from smirking.

Starry sagged a little, making little sounds of desperation.

“But by the time my cock bursts inside of you, you will be.”

With that, Courage began to truly pound Starry’s eager pussy. With every thrust, the mare’s body shivered and shook. And, best of all, Courage’s new cock continued its work as the perfect catalyst for fully inducting Starry into the zebra race.

Her ass, already fairly thick, grew to better take the pounding Starry would be receiving on a nightly basis as part of her duties to Courage. Her mane, surprisingly, grew to nearly double its old length, becoming loose and wild instead of the traditional mohawk worn by shamans. Her muscles changed, thickening from the weak configuration of a creature that kept her head in the clouds to a creature who belonged on the ground, doing real work. Her stripes shifted, becoming narrow and evenly spaced along her legs, with several thick ones along her back.

In only a few dozen thrusts, the pegasus that had first taken Courage’s cock had been almost completely erased, replaced by a nearly perfect specimen of zebra marehood. Courage could feel the final change as the mare’s pussy changed around her cock, a sign of what was next.

“And now, Starry, I’m going to fuck your mind away. Do you have a problem with that?”

Starry had been babbling in pleasure on the ground for the last few minutes. She shook her head, apparently unable to speak. That suited Courage just fine.

“That’s a good assistant,” Courage cooed with a smirk as she adjusted herself to drive her tool deeper than ever before. “Very, very good assistant.”

Author's Note

They're having so much fun. I'm so jealous~!

Lemme know about mistakes in PMs, k? <3