It was another typical Friday night in the suburbs surrounding Canterlot City.
It was this particular weekend that the Rainbooms had chosen to have their monthly sleepover.
The girls sat around Pinkie Pie’s room as they usually did, hanging out by playing video games, doing each other’s make up, and other interesting things to help amuse themselves.
Everyone was having fun.
Everyone that was, except Rarity.
Although that may have not been the right words to use.
She was having fun, but was a bit distracted by something.
Something that her body was begging her to address.
Her nether regions were begging to be touched and had been since she had gotten there.
She had tried ignoring it, trying to focus on having fun with her friends, but it was just no use.
She had to take action.
“Pardon me a moment darlings. I need to freshen up.” Said Rarity grabbing her toiletries bag and making her way down the hall to the bathroom.
She quickly made her way inside and locked the door behind her.
Finally she could satisfy this primal need that was bothering her.
She reached in her bag and pulled out her vibrating dildo.
She rarely got these urges, usually too busy between her hobbies and her friends to have her thoughts wander into sexual desires.
But perhaps that was why when she did get horny it was so distracting for her.
That was why she got this toy online.
So she could experience a really satisfying release that would leave her truly satisfied.
She quickly pulled down her panties and laid them aside before lubing up her dildo and easing it into her needy pussy.
She tried to stifle her moans as she eased the toy inside of her, not wanting her friends or Pinkie’s family to figure out what she was doing.
Once the toy was fully inserted, Rarity pressed the button to activate the toy’s vibrating function, causing her to nearly scream at the stimulation it was giving to her nether region.
She quickly grabbed her panties and balled them up; sticking them into her mouth to muffle her moans and cries of pleasure.
She reveled in these feelings as she twisted the toy around so it would work every nook and cranny of her most sacred area.
Nothing would distract her from her release.
Which was probably why she failed to notice her amulet starting to glow around her neck as she masturbated.
Soon the Equestrian magic began making changes to Rarity’s body, starting at her vagina.
Her white skin around her delicate lips began to sprout fine white fur that spread outwards, quickly covering her entire crotch before sprouting all over the rest of her body.
On either side of her hips, markings appeared in the form of three diamonds.
Her feet began to shift, her ankles shifting upwards until they were about half way up her calves and her feet receded into her legs, becoming rounded where they made contact with the floor.
Her feet now resembled that of an equine, adjusting to her new stance rather quickly.
Next came a slight nub that started to emerge just above her butt, starting slow and then pushing outward until it stopped just above her ankles, becoming her new tail.
The new appendage was purple just like her hair, and was even curled to match her hair style.
Further up her body her face was twisting this way and that in reaction to her playtime going on between her legs.
The young woman was experiencing so much pleasure that she hadn’t even noticed her hooves and tail, her vision focused squarely on the toy that vibrated inside her.
Her face was next to face the magic’s effects, her mouth and nose pushing outward into a muzzle.
Her teeth dulled down slightly, becoming slightly more horse like.
Her eyebrows had longed vanished, not belonging on the face of an elegant equine like her.
In the middle of her forehead, a hard lump started pushing itself out of her skull.
It started as a thin and narrow bump, but became wider as it pushed out until it stopped just a few inches outward from where it rested on her head.
Her ears shifted from the sides of her head to the top, peaking out through her hair and taking the shape of a pony’s, pointed upward.
Lastly her body changed slightly in its build, going from a lithe teenager to a slightly curvy physique that could best be described as “good breeding stock”.
Her body gained a couple pounds, focusing mainly on her breasts, butt, and thighs to reflect a half human, half pony hybrid that would be perfect to carry a foal if she were an actual horse.
What she really was left more to the imagination.
Where a human Rarity once stood now stood and anthro white unicorn, no less dazzling looking then her human self had looked.
The changes weren’t quite done yet however as a slight glow came over Rarity’s vibrating dildo.
Its shape began to alter slightly, no longer resembling the faint shape of a human penis, but lengthening and widening until it resembled the shape of a stallion’s cock, which helped Rarity’s predicament.
The toy now filled her more horse leaning pussy way better then the toy had previously, finally able to take up every space of the new mare’s eager sex.
As she felt her climax coming, she thrust the toy deep inside herself as she came.
She had been picturing a strong male casanova tenderly making sweet love to her, but as she reached climax that image in her mind deviated to that of what she recognized as a large stallion that rippled with muscle, staring into her eyes with a primal lust.
This took Rarity back a bit as she came, her pussy gushing onto the linoleum of the bathroom floor as she rode out her wave of pleasure.
As she began to regain her composure, she started to think about what her mind had conjured up as she removed her toy from her pussy and began to clean it absentmindedly in the sink, still not noticing the changes to it or herself.
Why did she picture a stallion plowing her? She certainly had never had any thoughts like that before.
Was she honestly turned on by feral creatures?
Certainly not.
She resolved that it must have simple been a moment of weakness in her self care.
She wanted such a big and thick cock to fuck her that her mind simply jumped to that in her moment of climax rather hen a well endowed human.
As she made this deduction she turned her attention back to the cleaning of her toy.
As she went to rub some more soap onto it; that was when she noticed for the first time her favorite toy had gotten much bigger.
So much so that it barely fit in the sink.
She instantly recognized the shape of the dildo as resembling that of a stallion’s.
As she looked up in shock at this revelation, she finally noticed her physical changes.
She brought her hand to her horn and touched it.
She could feel herself touching the appendage.
She felt her tail touching the inside of her night gown.
She took notice of her equine looking legs.
She flexed her muzzle up and down in the mirror.
She even noticed now how her night gown was now a bit smaller on her bigger frame, especially in her chest and butt.
Her first instinct was to scream in shock at her horse like body, but she quickly realized that would not solve anything.
She instead took a deep breath and tried to regain her composure.
Sure she was now part equine, but was this really the worst thing that had happened to her?
Looking at herself in the mirror she realized she still looked mostly like herself, if not a bit cuter looking in a cuddly animal like way.
She knew this was equestrian magic at work, and could more than likely be fixed and return her to her fully human self.
But she was definitely going to need her friends help.
With a brave face, she finished cleaning her massive toy and put it back in her toiletries bag before making her way back toward Pinkie Pie’s room.
She was trying to figure out how exactly to explain this to her friends without mentioning what she was doing in the bathroom, but she knew that she was going to have to be honest.
It was likely the best way for her and her friends to tackle getting her back to normal if they had all the facts.
With one final deep breath, she put her hand on the door handle and entered the room, closing it quickly and quietly behind her.
“Girls, I think I have a problem.” Said Rarity as plainly as she could.
Her friends all looked over at her and gasped at their newly ponified friend standing before them in her now tightly fitting night gown.
Sunset Shimmer immediately walked over to comfort her friend.
“Rarity how did this happen?” She asked.
“Well..I had a bit of a “feminine urge” come over me and after I “satisfied” that urge, I noticed I now looked like this.
Everyone in the room blushed a bit at what Rarity said.
Obviously as best friends they shared everything with each other, but this was a topic they rarely discussed.
Rainbow Dash laughed at the situation.
“Only you would jerk yourself off and become part pony after orgasm Rarity.” Said Rainbow.
Her friends shot her annoyed looks that quickly shut Rainbow up.
This wasn’t the time for jokes.
As the girls made their way over to Rarity to offer support and try to brainstorm a solution, they failed to notice one of them hanging back.
Applejack was partially hidden behind Pinkie’s bed, sweating like a pig on Easter Sunday.
The fact of the matter was as soon as she saw Rarity walk through the door, her heart stopped.
She had never admitted it to any of her friends, but she had two big secrets.
The first was that she had a bit of a crush on Rarity.
As crazy as it sounded and even though they were quite different, any time they were together Applejack felt so at peace with everything around her.
When she was with Rarity, everything seemed like it would always be perfect.
She often thought about just holding Rarity in her arms, the smell of her perfume ticking her nose as she kissed her delicately on the lips.
The second secret she had been keeping from her friends was her affinity for fur.
Her favorite part of being a farmer was petting her animals and seeing how happy it made them as she stroked their soft fur.
There was a reason she still had a few stuffed animals in her room despite being in high school.
Each night she would pick one to snuggle with and stroke its soft material.
Seeing her crush standing only a few yards away looking so soft and beautiful had ignited her own fire down below, and she wasn’t gonna wait a minute more to quench it.
She unbuttoned her pajamas and put her hand inside, reaching down inside her panties and using her fingers to stimulate herself.
All the while as she sloppily fucked herself, she thought of fondling Rarity’s soft and plump breasts and grinding her clit against hers.
As she pleasured herself, her amulet began to glow.
Her orange skin began to sprout orange fur all throughout her body.
Her legs shifted inside her footed sleeper as her feet disappeared into her legs and became rounded off hooves.
Her ankles rose up halfway up her calves, now resembling a horse’s hind legs.
On her hips, three red apples appeared on either side.
Above her butt cheeks, blonde hair exploded outward into a long and flowing tail that snaked its way down her one pant leg, having nowhere else to go.
Finally came her face as the once farm girl’s mouth and nose shot outward into an adorable muzzle and her ears shot to the top of her head, now pointed to match the rest of her horse like body.
Her build also changed, but unlike Rarity’s new body, hers gained some muscle throughout, enhancing her already decent muscles by making them bulge slightly against her skin, giving her a faint six pack to go with her new bigger breasts and butt.
Many would say she resembled that of a perfect workhorse that would be perfect for breeding many other examples.
While she pleasured herself, it didn’t take very long for her friends to notice she was not with them.
Her faint gasps and moans made it easy to find her behind the bed on the floor, masturbating and turning into a horse.
Her friends didn’t really know what to think as they gazed down at the sweaty and worked up Applejack before them.
Other then concern over her changing form and confusion as to why she thought now was a good time to fuck herself.
Applejack still hadn’t noticed her friends looking down at her.
Her eyes remained closed as she pictured her fantasy lovemaking session with Rarity.
Oddly enough though, her fantasy began to change.
Instead of imagining herself grinding her clit against Rarity’s, the image she was picturing began to shift and change to Applejack picturing herself possessing an impressive cock and balls which were being thrust in and out of Rarity’s glorious rump.
As her fantasy changed, so did Applejack’s body as a nub began to sprout out just above her pussy.
It quickly began to surge forward, quickly taking shape into a black leathery dick, with two large, tennis ball sized balls at its base.
In just a few minutes, Applejack had gone from a normal human girl to a herm horse human hybrid.
As her new cock settled into place, Applejack’s free hand instinctually grabbed the erect member and began to stroke it furiously until the inevitable happened.
Applejack experienced the best orgasm she had ever felt, with her pussy gushing her juices down and all over her pajamas.
Unfortunately for her friends however, she also experienced her first ejaculation with her new appendage, which shot forward ropes of sticky white cum all over her friends like a runaway fire hose.
By the time Applejack’s orgasm had subsided, her friends were all covered with a generous amount of her seed.
They all immediately wanted to act in disgust.
They were now all sticky and gross!
And all because Applejack had no self control.
Before any of them could say anything however, they all began to fell hot and bothered.
Their thoughts quickly changed to thinking how erotic and hot the situation was.
They all began to feel an intense heat building in their loins that was nearly impossible to ignore, not unlike what Rarity and Applejack had experienced.
Although entirely new for nearly all of the girls, it was a feeling Sunset immediately recognized.
She finally realized what was happening.
Rarity and Applejack had not simply been horny.
They were in heat!
It was something Sunset and every other mare in Equestria had dealt with from the time they got their cutie mark, and they would experience it until they became older adults.
Equestrian society was fully adapted to this issue.
If you had a boyfriend of husband, you rutted.
If you were single, you could ask a stallion friend or buy a toy to relieve the heat.
Sex was not looked at as such a naughty or even intimate act in many cases unless two ponies loved each other.
When it came to dealing with heat, it was just seen as dealing with it.
There were plenty of spells and potions even to make sure an unwanted pregnancy was not caused by a stallion giving a mare her “treatment”.
Sunset knew that wasn’t how things worked here in this world, but it seemed that pretty soon her and her friends weren’t going to have a choice in the matter.
As she felt a horn begin to ease its way out of her head, she performed what would be her last sensible act for a good little while.
She cast a birth control spell on her and her friends.
She wasn’t sure what kind of urges they were all gonna face, but if Applejack’s cock worked as well as she just saw it did, she wasn’t going to take any changes.
In a matter of moments Twilight, Fluttershy, Rainbow Dash, Pinkie Pie and Sunset Shimmer matched their human pony hybrid friends.
Soft fur covered their bodies, their assets became more enhanced, their feet gave way to hooves, and tails sprouted outward from above their now thicc asses.
Their faces gave way to muzzles and Twilight and Sunset each sported horns while Fluttershy and Rainbow Dash sprouted wings on their backs which tore their shirts to shreds, leaving them just in their tight fitting bras.
Pinkie’s overactive imagination left her with a new toy to play with, as the sight of Applejack sporting an impressive cock had left her mind curious as to what it would feel like to have stallion’s bits.
Just like Applejack, the appendage sprouted just above Pinkie’s clit, quickly surging forward overflowing the party girl’s panties and sticking erect out the top of Pinkie’s pants.
Their transformations complete, the girl’s eyes darted between each other, taking in their news forms.
Each of their minds could barely form a cohesive thought, other than a primal one at the forefront for each of them.
Breed.
What happened next was a barrage of actions.
Rainbow Dash and Fluttershy ran toward each other and locked muzzles, making out as they yanked each other’s pants down to get to their respective partner’s quivering clit.
Twilight and Sunset used their magic to teleport their cloths off into a corner of the room, not wasting time as they fondled each other’s breasts and butts.
Pinkie, finding herself without a partner, went to take part in Rainbow and Fluttershy’s fun. Rainbow was now on top of Fluttershy, groping her butt as she licked her tongue in between Fluttershy’s legs.
Her current position though left her butt prime for the taking, sticking straight up in the air.
Pinkie was happy to help herself, lifting Rainbow’s tail and thrusting her new cock inside Rainbow’s tight pussy.
This left Rainbow moaning as Pinkie thrust in and out of her, but she wasn’t about to leave Fluttershy hanging.
She was the element of loyalty for a reason.
She loyally began getting back to work at lapping at her needy fellow pegasus hybrid’s pussy, much to Fluttershy’s delight as she squirmed on the floor.
Sunset decided to take the reins and decided to show Twilight a position only unicorns can perform.
She started by kissing Twilight’s soft lavender body, starting with her neck and transitioning downward until she found herself right between Twilight’s quivering legs.
With experienced aim she angled her head and thrusted upward, thrusting her horn inside her friend’s pussy, performing a move unicorns in Equestria often referred to as “horn warming”.
This left Twilight moaning in ecstasy as Sunset continued her thrusts, determined to show her just how great being part pony could be.
All that was left was Applejack and Rarity.
Rarity had been mostly quenched of her primal need when she finished herself off in the bathroom, but the sight of seeing Applejack’s impressive cock immediately made her mind wander back to the fantasy she had of a stallion plowing her field for all she was worth, and Applejack certainly looked like she could fit that bill.
Applejack had barely had time to recover from her first male orgasm, but when she caught her breath she was a bit shocked to see her now ponified friends partaking in all kinds of erotic activities around Pinkie’s room.
She had been about to get up and intervene in some way, but before she could do that she found Rarity pinning her legs down, her muzzle only a foot away from Applejack’s crotch.
“Where do you think you’re going darling? My garden is begging for you to plant your seed.” Said Rarity to the frazzled farm pony, her cock already springing back to attention.
Rarity wasted no time. She took hold of her ample bosom and placed her breasts on either side of Applejack’s tool, before taking the tip of it in her mouth and working her head and breasts down and up, giving Applejack her best and first blowjob.
All of the friends were now enjoying their intimate time together, thrusting and grinding their most precious parts together to satisfy their estrus.
Needless to say it was an eventful night for all of them, filled with different positions and experiences for each of them.
Eventually though, each of them found satisfaction and collapsed with their respective partner on the floor, their internal fire finally out.
Come morning they would find all of them were back to normal, just naked and snuggling each other a bit more closely than they would have before.
This would not be there first time experiencing their equestrian heat cycles, and they soon found themselves making plans to help alleviate their future horny and horse like episodes.
But their feelings of reluctance and discomfort towards this intimate activity with each other soon changed to eagerness and passion for their monthly love making.
It had brought each of them closer than ever, and allowed them to be so much more open with each other.
In the end they just came to accept it was just another step in embracing the equestrian magic that was within them.
Now more literally than ever before.
