Metamorphilia

by Anachronymph

5 – Over the Top (Rarity's Turn)

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Rarity sniffed and spun the bottle with a sharp telekinetic shove, and Applejack watched it turn with an awful sort of desperation. She was usually happy to sit back and relax while the others played, give her muscles and joints a rest after a long day on the farm.

Now she was hoping with every wisp of her will that the bottle would land on her. The ponies around her were stirring like critters in spring, she could feel it, and she knew right away that she didn't want to sit out this time. But three rounds of this damn game had come and gone, and she was the only one that hadn't gotten to play yet.

The bottle spun, scraping gently against the crystal table and producing an almost inaudible ring.

Fluttershy bit her lip, nervously glancing at the faces around her, wishing she could tell what they were thinking. She sometimes had such a dirty mind. What if the sexual energy at the table was all in her head?

Every muscle in Twilight Sparkle's body was tensed and ready to snap on top of Pinkie's lap. With each heartbeat, each shuddering breath, she was reminded of their closeness, of the flimsy excuses that separated what they were doing from unambiguous sex.

Pinkie Pie, meanwhile was calm and relaxed, her hindlegs casually spread and her eyes wandering lazily around the table. That is to say, most of Pinkie was calm and relaxed. Certainly every voluntary part. The part that brushed against Twilight's tummy, that spread Twilight's lower lips open ever so slightly against its shaft, was anything but soft or still.

Rainbow Dash was trying to breathe through her mouth, trying not to look at any of the delicious creatures around her. Where had all of this tension come from? Was it all Discord's doing? All of Rainbow's friends were attractive in their own ways, but she'd never had trouble keeping her eyes off their flanks before. It was like some protective platonic barrier had been torn down.

Her sudden interest in Pinkie Pie at least made sense, Rainbow rationed. One of her friends turning into a cute stallion out of nowhere was cause for investigation on its own.

The bottle stopped. Rainbow stared down its barrel and gulped.

“Rainbow Dash,” said Rarity. She magically pushed the other die across to her. “Ready for another round?”

“Tch,” Applejack muttered. “Seriously?” She hadn't meant to speak, but everypony at the table heard her.

“Oh, you'll get a turn soon!” Fluttershy assured her. “Even if the bottle doesn't land on you when it's Twilight's turn, it's yours right after!”

Applejack shrugged. “I mean, I suppose it works out in my favour, don't it? Fewer chances to get eliminated, right?”

Several pairs of eyes turned to Twilight for confirmation. The alicorn-turned-pegasus was staring blindly at the center of the table.

“Hmm? Ah, oh, u-um,” she stammered, shifting nervously on top of Pinkie. “Yes, yes, that's right. Fewer turns is good!”

“It is starting to get a mite boring though,” Applejack admitted. “So y'all hurry up and fail your dares already.”

Rainbow Dash set her jaw. No way she was backing down from whatever the stupid card said after a challenge like that.

Rarity levitated her die into the air. “On the count of three, Rainbow darling?”

“Sure thing,” Rainbow said, her voice only quavering slightly.

Rarity's die landed first. A heart with a little plus sign beside it. As soon as the die stopped moving, Rarity groaned and rolled her shoulders. “Oh my. Sorry, Fluttershy, but I'm afraid whatever spell that side casts is even more heavenly than your massage.” Her muscles no longer felt tight or sore, and while her arousal didn't subside, it was sudenly more tolerable. A pleasant heat instead of a burning itch. Then she glanced down at her still-masculine body and sighed. “I suppose that settles it. One roll doesn't cancel out the others.”

Through her own silent trial, Twilight peered at the sigil on the little black cube. Rejuvenation, she silently noted. Rarity looked more refreshed and awake than she had when she'd arrived.

Rainbow Dash rolled her own die. It landed on the same side Twilight and Fluttershy had gotten—an array of symbols representing various different creatures. She sucked in a deep breath and wished for something cool. And that it wouldn't hurt.

Everypony else watched as Rainbow's colours darkened. Her coat became a smokey dark blue, like the sky just after dusk. Her mane and tail were still as polychromatic as ever, but their tones were shifted downward starkly, until they looked more like an artistic rendering of a rainbow at night than the genuine article.

Her ears twitched as they grew larger and the fur on them grew thicker, sprouting little tufts toward their tips.

Her wings flexed open reflexively and she gasped as the most dramatic change took hold. In one slow, undulating motion, her plumage rustled and receded, melting into the flesh of her wing in an almost horrific display. She shuddered at the sensation, like every one of her feathers had suddenly been yanked slightly out of place, then out of the root. It wasn't painful, but for a moment she felt a scary, instinctual sense of loss.

Then her gums prickled, and she cracked her jaws open and ran her tongue over her canines. Canines sharp enough to pierce… well. She closed her mouth carefully and felt how her elongated front teeth fit neatly in front of her gums. The still air washed against her wings, and each eddy was as distinct as the currents in a raging storm.

After just a few seconds, her transformation was complete.

Applejack whistled. “Dang. And here I thought Luna's guards were just using some fancy magic trick to look like that. Does this mean batponies are really real? Other than whatever was going on with Fluttershy that one time.”

Twilight didn't respond right away, too distracted with her own situation.

Fluttershy filled the silence, saying, “Well, it is Discord's magic. I've seen him invent new creatures before. And he's also pretty old, so maybe there used to be batponies?” The little yellow deer coughed quietly. “Also, um, sorry again about that, Applejack.”

“Don't be silly, sugar. It was years ago, and ya apologized at the time.”

Rainbow Dash stared down at herself. She ran a hoof over her coat. It felt… mostly the same, colour aside. Her right ear twitched involuntarily. Somepony was trotting past the castle, far below. Her new and improved hearing was almost too sensitive.

She licked her lips—carefully—and grinned at Rarity, doing her best to bare her new teeth. It definitely wasn't the coolest transformation she could have gotten, but it was still pretty cool. “Wanna flip a card, Rares?”

Rarity cocked an eyebrow. Beside her, the top card on the pile levitated off and spun around in midair. She stared at it, then blanched. “Come on now,” she muttered.

Rainbow's grin widened. “Feeling less confident now, huh? What's it say?”

The unicorn glared back. “Let the other player nibble on your neck.”

“That doesn't sound so bad,” Applejack said. Applejack, who couldn't see Rainbow's shiny new fangs from her seat beside the mare.

Rainbow turned to the farm pony, still smiling, and Applejack blinked. “Whoa nelly. Those are some chompers, all right.” She turned back to Rarity. “You going through with it? Them suckers will leave a mark.”

“Yeah, Rares. Can you imagine, your perfect white coat with two little red spots on the neck. What will everypony think?”

“Rainbow!” Twilight snapped, slightly breathless. She did her best to look disapproving from her perch on her friend's lap. “Be nice. And if it helps, I can heal the marks before you leave, Rarity. Nopony outside of this room needs to know. In fact, I think maybe we should all agree to that now. No gossiping about tonight.”

Everypony nodded immediately. It had always been an informal rule for their slumber parties, but it was worth codifying.

“In… in that case…” Rarity bit her lip, staring unabashedly at Rainbow's mouth. “In that case… very well. Be gentle, please. And take care not to hit anything important!”

Rainbow hopped out of her chair and flapped over, settling beside Rarity on silent hooves. “Jeez, it just said nibble. I probably won't even break the skin.” She raised a hoof to the unicorn's neck and rubbed softly. “Besides, you've got muscle now. Hard to sink into that.”

The bat leaned in close, her lips brushing the side of Rarity's sculpted neck. The unicorn's head fell back slightly, her eyes peering up at the ceiling.

Fluttershy was rapt, caught between concern for her friend and flashes of her own memory. There was something so satisfying about sinking her fangs into apples. She still ate the fruits a bit more viciously than anything else. Now, watching a darker, more dangerous Rainbow inches from sinking her fangs into Fluttershy's spa-mate…

Rainbow Dash hesitated. Ponies were herbivores. Biting into something alive felt so wrong, but another much smaller, newer part of her insisted that not many things were more right. Her lips were still pressed to Rarity's neck, and without thinking she parted them and suckled slightly. Her tongue flicked against the flesh.

Rarity let out a shaky breath as the batpony kissed her neck. The fire in her lower stomach flared again. Without thinking she leaned into Rainbow and pressed her shoulder against the other mare. Rainbow kissed harder, her teeth grazing Rarity's neck, until—

“Ah!” Rarity gasped aloud as she felt the prick of razor sharp teeth. One of her forelegs flew up to the back of Rainbow's head, not pushing away but pulling her closer.

Rainbow's eyes were screwed tightly shut as she felt Rarity's coat give way under her fangs, her nose filled with the scent of the unicorn, her mouth still tasting her flavour. When she heard Rarity's moan, she almost echoed it.

She pulled back a bit and resumed the kiss, tongue gently rubbing at the tiny pinpricks she'd left. She felt a gentle tug from Rarity's hoof around the back of her head, urging her to continue upward. Rainbow cooperated, leaving little kisses up Rarity's neck to her jaw, then across her cheek.

Rarity turned her head and met Rainbow's mouth with her own, making Rainbow jump a little with her forceful she was. Her tongue pressed against Rainbow's lips, then slid inside and flicked against her fangs. For a moment, Rarity wondered if she could taste her own blood mixed in with Rainbow's saliva. But no, no blood was really drawn.

At first, Rainbow Dash almost pulled away, but when it sank in just what was happening—Rarity, kissing her, as a batpony!—she kissed back just as earnestly.

Applejack swallowed. Hard. Gosh, her mouth sure was dry. She went to take a sip of her cider only to find it empty. Damn it. She would have grabbed another bottle, but that would have meant taking her eyes off of Rainbow and Rarity, and that was unthinkable. Land sakes, they were just… kissing! Right there, in front of all of them. And beneath her surprise, she felt a surprising amount of jealousy. Huh. She decided not to dwell on that.

Rainbow Dash let out a little coo and moved closer, shifting up against Rarity's seat and looping one foreleg around her. Rarity turned on her seat and did the same, pressing her chest to Rainbow's.

Twilight Sparkle stared, unblinking, as two of her best friends shared just about the deepest kiss Twilight had ever seen, as they ground more and more of their bodies together. She couldn't stop herself from reaching down between her legs. After all, nopony seemed to have noticed her precarious position against Pinkie, maybe they wouldn't notice if she—

On its path to her slit, her hoof found Pinkie's cock. She flinched at its heat, its soft, welcoming texture against the underside of her hoof. She turned and look up at Pinkie's face. Pinkie smiled back, eyes wide and guileless, expression inviting.

“Go ahead,” Pinkie Pie whispered. “I won't make a peep!”

Twilight swallowed, then shifted up a bit to fit her hoof between her dripping crotch and Pinkie's stallionhood. She rubbed gently for a moment or two, eyes still on the lip-locked couple across from her, but her self-ministrations left her wanting. She hesitated, gaze dropping down to Pinkie's delicious looking penis, and took a risk. She slid back down until her sex was pressed right up against the base of Pinkie's cock, then reached her hoof around behind it pressed the shaft harder against her body.

Pinkie did her best to muffle it, but a low, almost inaudible moan escaped her throat at the contact. No surprise, stimulated as it was by Twilight's pussy on one side and her hoof on the other.

In slow, drawn out motions, Twilight flexed her hips, humping against Pinkie's length. Her hoof rose and fell and along with her motions, squeezing slightly. Pinkie's cock twitched and flexed with every stroke. Twilight could feel her own peak approaching. She looked back up at Rarity and Rainbow.

At some point Rainbow had moved from her spot beside Rarity's chair to having her back pressed against the edge of the table. Rarity leaned forward, hooves braced on the table to either side of Rainbow Dash, as she kissed the batpony hungrily. All rational thought was miles away. Rarity always got lost in kisses. Well, good kisses. So far, against all odds, Rainbow was a very good kisser.

Suddenly her balance shifted a bit too far forward and her rump slid off her chair. Both mares went tumbling under the table to a chorus of gasps and crashes. Rainbow landed first, flat on her back. Rarity crumpled on top of her.

None of the others could see that, of course. They only saw the two lovebirds suddenly fall out of view. It was like a spell had broken. Fluttershy yipped in delayed surprise. Applejack rocked back in her chair, feeling the little droplets that had collected on her seat saturating her fur.

Twilight Sparkle, somewhat lacking her usual situational awareness, bucked harder and faster against the stallionhood between her legs, dragging her clit along the shaft, teasing her hoof over Pinkie's balls, then bringing it up to play with the head of her cock.

Fluttershy was the first to notice. Her eyes dragged across the room, almost unwillingly. Just from the sounds and smells emanating from that side of the room, she had a good idea of what she'd see. Twilight, hornless and desperately horny, bouncing up and down on Pinkie's lap, staddling her rock hard cock, which was now visibly slick from both Twilight's juices and Pinkie's own pre-cum.

Applejack, meanwhile, glanced over and raised a single eyebrow. Fuck, she thought. Twilight looked really hot like that. And, while Applejack wasn't a fan of penis most of the time, Pinkie looked pretty tasty, even as a stallion.

Rainbow Dash and Rarity sheepishly crawled out from under the table and returned to their seats. Their embarrassment didn't distract them from the spectacle at the head of the table for long.

Rarity brought a hoof to her face, covering everything but her eyes. Oh my, but Twilight was… stunning.

Rainbow Dash leaned across the table and smiled broadly, tail swishing behind her. Good on them, she thought. Finally getting the party started.

After minutes of sitting passively underneath Twilight, Pinkie Pie started moving. She thrust her hips up as Twilight slid down her cock, then dropped back down as Twilight rose up, doubling the friction of their contact. Pinkie's breath grew shaky, her motions more and more erratic.

“Twi, I'm… I'm gonna…” she said between gasps.

Twilight barely heard her. She kept moving, her gasps getting louder and loader as her orgasm loomed. Then she felt it. Pinkie tensed and stopped moving entirely, except for her cock, which slapped up against Twilight's tummy, its tip beginning to flare.

Now, Princess Twilight Sparkle wasn't a virgin or strictly a mare's mare. She'd been with a stallion or two, and she knew what was about to happen. Pinkie's cock was pointed straight up, and she could tell those balls weren't just for decoration. In her pleasure drunk delirium, she was still under the delusion that nopony else had noticed what she was doing, but if Pinkie came… Everypony would know exactly what was going on.

And so, thinking fast, Twilight did the first thing that came to mind. She slid herself all the way up Pinkie's length, lined herself up, and dropped down until her lips stretched around the widening flare. She let out a full-throated moan as it forced her walls open. It was probably the largest thing she'd taken there in years, flared as it was. The penetration was only an inch deep, but that was more than enough.

Pinkie bucked her hips hard, her heavy balls drew in close to her body, and she came, shooting thick jets right into Twilight's pussy. Little trails of white trickled out around her cock, dripping down the shaft and soaking into her coat.

Twilight held herself up on maddly shaking legs as Pinkie continued to unload inside her body. She couldn't feel the actual spurts, but fuck could she feel Pinkie's throbbing dick tugging and teasing at her cunt. After several long seconds, Pinkie went limp underneath her, and Twilight lifted herself up. Pinkie's cock jerked free with a wet pop, and trickles of white ran down Twilight's ass.

The sensation of Pinkie's wide flared tip spreading her lips on the way out was enough to send Twilight over the edge, and she crashed back against Pinkie's barrel, legs wide and shaking, tail writhing madly in the space between their bodies. Now she could feel Pinkie's release slowly spilling out of her, accompanied by her own waves of marecum. In a small, distant corner of her mind, she realized that this quivering orgasm she was enjoying was probably not very subtle.

Once the tremors finally subsided, Twilight peeked one eye open. She wasn't too surprised to see four pairs of eyes locked on her dripping crotch.

“Umm…” she said, trying to conjure the right combination of words to dispel the awkwardness in the room.

“Aw yeah! That was awesome!” shouted Rainbow. “Seriously, super hot, Twi, and not bad yourself, Pinkie Guy!”

Applejack laughed. “Dang, y'all. If this is how our slumber parties are gonna be now, I reckon I gotta bring plain water instead of cider. You know, for hydration.”

“And maybe I should bring lighter snacks!” Pinkie said. “Nopony likes bucking with a full tummy, right?”

Fluttershy was burning bright red, but she smiled beatifically and nodded. “I might need to have a word with Discord about springing this on us, but if everypony's having fun…” Her voice dropped to a hush. “You are a very handsome stallion, Pinkie.”

After a moment of silence, Rarity swallowed and said, “You can get off of Pinkie's lap now, Twilight.”

Twilight's face fell, her heart sank. Knowing that she'd made even one of her friends uncomfortable hurt. “Right, of course. I'm so sorry, Rarity. I didn't mean to do that in front of everypony, and if you need to leave—”

“Darling, please. You should get off Pinkie because it's your turn!” With a flash of magic, she launched the die Twilight's way.

Twilight looked down at the little black cube on the table and laughed. “Oh, Celestia, that's right.” She levitated the die into the air, then floated the empty cider bottle closer. “I hope you don't mind if I stay here though.” She gestured with a forehoof down to her soaked pussy. “I don't trust my hindlegs right now.”

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