Spike headed out past Sweet Apple Acres and began making his way to the Cutie Mark Crusaders' old clubhouse. The Crusaders themselves hadn't really used it in a good long while, the three of them heading off to a big-time college out of state and all. Of course, years ago, when they had entered into high school, they did at least take the time to upgrade and refurbish the old tree after a little while. Looking at it now, one would mistake it for a legitimate house.

The building itself was given a fresh coat of paint and a proper staircase was built in front of it. There were actual windows in place of the old openings, even having new curtains set up in there as well, though it was admittedly a little over a year ago when they had first installed them. The bigger thing though was that Applebloom really went out of her way to fix up the old place. Applejack donated an old generator they didn't need anymore and Applebloom got right to work installing it. She even put it a good amount of electrical wiring, some nice lighting, a TV, and even a fully stocked fridge as well. Granted, Sweetie Belle's magic did a pretty good job helping install a lot of the things they needed, but it was still impressive in its own right.

Spike carefully walked up the steps and found himself knocking on the door, where it opened up to reveal quite the beauty. Applebloom smiled on the other side, a little glint in her eyes that Spike recognized. She had filled out extremely well over the years, gaining the same kind of dangerous curves as her big sister, with round, beautifully wide hips and an ass that you could bounce a bit off of. Her breasts were big and round too, a nice C-cup with plenty of perk to them as the former farmhand struck a seductive pose in the doorway.

"Howdy, Spike. Long time no see" Applebloom purred, Spike just grinning at her in return as he tried to look her in the eyes. She was wearing a dark green shirt and some tight blue jeans, clearly wanting to show off her assets as best as she could. Her cowboy boots were a little bit on the nose, but Spike didn't mind.

"Howdy to you too, Applebloom" Spike answered, peering inside the doorway a little. "The others here?" Spike had asked, wanting to know if the others were ready yet.

"They're out getting some groceries ta fill up the fridge, but that don't mean y'all can't come in yet" Applebloom chuckled, turning around and sauntering on inside, letting that ass bounce sensually for Spike's enjoyment as he entered. He had to duck a little bit to enter, being a little over six feet tall and all, but it wasn't that difficult for him.

"So, how was college in Appleloosa?" Spike mused, thinking as though it was a good way to start things out.

"Little bit borin', but at least we're able to unwind now. Good thing too, cause I'm pretty sure Sweetie Belle was about ta lose it over her major and all" Applebloom answered, leading Spike to sit on a couch as she then sat upon his lap, moving her tail out of the way to make sure he had a good view of the spicy red thong she was wearing. Spike couldn't help but instinctively move a hand around her breast and squeeze it from behind, getting a lewd little mewl of pleasure out of the earth mare in the process. "Naughty drake" Applebloom grinned as she leaned back against him.

"You started it, wearing that little thong and all when it barely covers your ass" Spike answered as the two started making out on the couch. A good while back, after the girls all turned eighteen, they had started making booty calls to Spike every now and again. Naturally, this had meant that Spike had grown out of his little crush on Rarity, knowing that the two just weren't compatible. At least they were able to remain good friends. Plus, it meant that nailing her little sister didn't feel as bad.

"Ahem" one particularly familiar voice called out. Spike and Applebloom looked over and found Sweetie Belle and Scootaloo standing in the doorway, Scootaloo carrying what looked like a lot of bags in her hands.

'Speak of the devil' Spike thought to himself, thinking that it was a little bit too convenient to see them both show up right as he was thinking about the two of them. Still, they did look stunning, even when they were a little bit disappointed.

Sweetie Belle was almost the spitting image of Rarity, having filled out a bra extremely well when she started going through puberty. Her breasts were a huge DD-cup and her hips were perfectly wide and round, even ending with her ass being more than a handful in their own right. She wore a thin looking horizontal striped top with pink and white stripes on it, and Spike could almost see her bra-straps around the neckhole of it. She also wore a magenta overshirt that fit her really well, and even had a miniskirt that matched it. Her white socks seemed a little basic, and her sneakers looked a little bit bland as well, but at least she kept her hair and tail nicely groomed.

Scootaloo huffed a little bit as she dragged the bags in a little bit closer, unintentionally showing off her toned figure. She was a lot like most pegasus ponies in that her body fat level was really low, having a much more petite figure than either of the other two girls. Even througout puberty, her breasts were small, B-cupped and barely even filled out Spike's palms from the times he'd be called upon to massage them. She had some nice hips and a tight stomach, though, so at least she filled out in some parts of her body. She was dressed in a fairly basic white tank top and some jean shorts, wearing some black sneakers just below. She kept her tail short, even to this day, but at least her wings grew up by quite a bit since Spike had last seen her.

"Uh....Hey girls...Y'all finished shopping faster than Ah thought ya would" APplebloom chuckled awkwardly.

"I thought that we agreed to share Spike when he came by?" Sweetie Belle asked, putting on a look Spike remember Rarity giving her back in the days when they were all kids. She had her arms crossed over her bountiful chest, and one of her feet tapped on the floor as she waited for an answer.

"Ah was gonna share him, Ah just wanted a good taste of him first was all" Applebloom answered, moving her butt off of Spike's lap as she settled down on the other end of the couch.

"Can you blame her, Sweetie? I mean, Spike is kind of a hunk now" Scootaloo answered, Spike just smiling and standing up carefully, flexing an arm for the girls to show his tight muscles he built up.

"Kinda? I mean, have you ever looked at me?" Spike asked, feeling a little bit proud of himself as Scootaloo grabbed around Spike's arm and hanged off of it, showing off that Spike was quite a bit stronger than he looked. He wasn't body-builder levels of muscular, but he was certainly toned in the right places.

"Yeah, yeah, you're lucky you're cute too" Sweetie Belle answered, her expression softening up as Scootaloo stood back up proper again.

"So, how long are you gals staying in town?" Spike had then asked them, figuring he'd get some information on them and their trip.

"We got the weekend off for the time being, so we'll be sure ta make the most of it" Applebloom answered, taking note of the book in his back pocket, by which I mean, he had forgotten to take it out of the back of his pants. "And what's that about?" she then brought up. Spike looked back and found the book there, pulling it out and setting it down on the coffee table.

"Oh yeah, kinda forgot that I had this. I sorta rushed over when I got the message" Spike mused as Scootaloo looked at the book title and found it kinda weird. "It's an old spellbook Twilight wanted to take from the castle of the two sisters to her castle" he elaborated as Sweetie Belle went over and looked at it.

"I can't make heads or tails of this, you take it" Scootaloo then mused, passing it off to Sweetie as she took a seat on the couch, her boobs bouncing like crazy until she manually calmed said tits.

"This does look pretty old, but I'm pretty sure that it can still be cast. Kinda wish the Appleloosan professors were a little bit better when it came to my magical studies, but at least they could teach about older instructions" Sweetie answered, a grin slowly forming on her features as she had realized what the contents of the book allowed them to do. The others all recognized that grin.

"Wha'cha thinking about?" Scootaloo then asked, being the brave one of the three when it came to these sorts of matters.

"Didn't you say you wanted bigger boobs, Scoots?" Sweetie asked her, the latter nodding her head slowly as she ended up thinking the tone in her voice was a little concerning. "Well, we can use this spell to do just that" she then mused, standing Scootaloo up and having her stand a good couple of feet away from the couch.

"Well, guess we don't have anything better ta do" Applebloom mused as she leaned forward and was ready to watch, Spike being more than a little bit curious about what this would do as well. Scootaloo stood a little bit awkwardly as she watched Sweetie Belle flare up her horn in the soft green aura. She looked over the incantation one more time as her hand lit up in the same aura, soon launching a bolt that nailed the petite pegasus square in the chest.

They all watched for a moment as nothing seemed to happen. Nobody dared move or speak, in fear that it might cause something else to happen instead. After a solid minute of silence, Scootaloo breathed a little heavier as she felt something, but then exhaled simply when she had realized it wasn't anything but a little hiccup.

"Well, that was a waste. I dunno what it is that Twilight was so worried about, these spells don't even work" Spike sighed, a little bit disappointed as Sweetie Belle was just rubbing her head.

"I could've sworn that I had read it right. Maybe there's something here I missed" she mused as Scootaloo was about to talk and found herself cringing out of nowhere. The others looked her way and found that she was suddenly panting hard, dropping to her hands and knees as she grunted and squirmed about on the floor, her voice strained and difficult as sounds of powerful stretching could be heard. Spike and Applebloom looked carefully as Scootaloo's top looked like it was stretched incredibly thin. They heard the sounds of fabric stretching and tearing as her breasts suddenly exploded in size.

Scootaloo jerked upright as orange flesh suddenly tore through her top, leaving it in tatters on the floor as she could hardly breathe. In mere moments, she had gone from being a mere B-cup to easily an E-cup, her nipples being super hard as she continued panting.

"...Or, maybe it needed a second to kick in" Spike then mused, looking at how top-heavy Scootaloo became as she looked over her new tits and smiled, massaging them a little bit with her hands and grunting.

"Guess they're more sensitive than I first tho....hoooooooooot!" Scootaloo suddenly started panting, sweating about as she got down on the ground again, her throat burning up as her clothes started tearing away from her even further. Her wings started crazily molting as she grunted, and the girls looked at her in confusion. Sweetie Belle started frantically flipping through pages, trying to find out a reason behind what seemed to be happening.

"Scootaloo?" Spike mused, getting up to try and help her out, only to be taken aback as her wings flexed up, suddenly changing shape. They found themselves turned into what appeared to be scaly dragon-like webbing, her feathers falling out and being replaced by more scales. Her shorts suddenly tore up as a scaly, dragon tail suddenly shot out, the end of it having some purple tuft from her former hair.

"Is that supposed ta happen?" Applebloom asked, clearly growing more worried as time went on.

"I don't think so" Sweetie mused, trying to speed-read through the pages to see what was happening. Scootaloo could only further groan out, her voice becoming hoarse and husky, almost as if it was a growl, and soon becoming a snarl. Slowly, the others watched as her skin continued to change, muscles forming as pony fur changed into hard scales, fingers transformed into claws, and even her teeth changed into sharp fangs. The rest of her clothes exploded off of her as she let out a roar, feral and savage sounding as stood up shakily, her new form sensitive and tall as horns grew out of the sides of her head, and her mane transformed into purple scales in a similar style, with more spines growing out of her back and going down her tail. When everyone looked at her, they saw her as a full-on dragon, and a pretty strong looking one from how much her abs and shoulder muscles seemed to develop.

Scootaloo ran over towards the nearby window and forced it open, unknowingly breaking the top of it as she started retching through it, eventually blasting out a big ball of fire with an orange tint to it as it fizzled away into nothing. She then turned around and practically collapsed on the floor, her new serpentine tongue outstretched and little sparks coming out of her windpipe.

"Holy..." She panted, the others all looking at her in concern. "That was AWESOME!" she then answered, shakily standing back up as the others looked more than a little bit confused.

"Whoa...." Spike mused slowly, helping steady her as she just immediately forced herself upon Spike, a hungry look in her eyes. She managed to pin him down to the ground, her arms stronger than they looked before.

"Is this what it feels like to be a dragon? To have all this power and all?" Scootaloo asked, clearly amazed by the sensations washing over her.

"Uh....I mean, I guess? I never really thought about it until now. Sweetie Belle, did you figure anything out?" Spike then called out, trying to get some answers.

"All I can say is that it's gotta be a side effect of the magic. I can't figure out anything else here that'd explain it" Sweetie explained, confused, worried, and a tiny bit aroused, but she wouldn't admit to that last part.

"All I know is, my pussy is burning hot right now, and I think it's time to do it like dragons do" Scootaloo answered, kissing and licking all over Spike's face. Applebloom and Sweetie Belle just watched from a distance, neither one knowing if this could be reversed, but they couldn't help but watch as Scootaloo seemed to be helping herself.

Author's Note

Dragon sex starts next part, cause this chapter took a good amount out of me.