Cold Blooded Conditioning

by Nicole Sunstone

Rating: mature
Tags: My Little Pony: Friendship is Magic, Alternate Universe, Romance, Fluttershy, Porn, Sex, Fetish, Spike, Comedy, Profanity, Twilight Sparkle, Anthro
Length: 5319

After being frightened during her duties in Winter Wrap-Up, Twilight enlists in the help of Fluttershy to conquer her fear of snakes with help of her reptile friend.

This story takes place after the events of Twilight's first Winter Wrap-Up in Ponyville which includes good ol' Unicorn Twilight.

Twilight had come face-to-face with the irrational terror of snakes and those that slither around when tasked to wake the burrows for Winter Wrap-Up. Seeing the illogical nature of her fear, she asks Fluttershy for help in the only way she knows how: through science and magic. Twilight's experiments with Rupert the snake and a conditioning comfort spell slowly transform into an obsession that goes beyond just getting over her phobia.

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Published 2021-02-02 20:40:00 UTC
Last updated 2021-02-02 20:40:00 UTC

Cold Blooded Conditioning

Cold Blooded Conditioning

By: Nicole Sunstone

“Oh, Spike,” Twilight giggled as she placed the blanket over the snoring baby dragon with her Unicorn magic after a long day of wrapping up winter. Tucking her number one assistant in the rocking chair next to the fireplace, a soft knock was heard on the door of the Golden Oaks Library. Spike awoke from his slumber with a hard sneeze, spewing his green flame out of his nose.

“I wonder who that could be?” Twilight asked aloud, not expecting an answer from Spike. Trotting down the steps to the ground floor of the library, the knocks continued until Twilight opened the door a crack to see who the somepony was outside.

“Oh, I hope I’m not interrupting you,” Fluttershy said quietly, rubbing her hoof into the dirt outside in front of the door.

“Well, you might have to deal with a cranky baby dragon,” Twilight jested with a giggle before letting the yellow Pegasus into the library. “What can I do for you, Fluttershy?”

“Well, on behalf of the critters and woodland creatures outside of Ponyville, I’d like to thank you for all your hard work in wrapping up winter with us,” Fluttershy said cheerfully as she trotted up the stairs to the still-sneezing Spike.

“I have to admit, it was challenging to do things the Ponyville way but thank you for taking my hoof in the right direction!” Twilight beamed, glad that only some of her mistakes came close to spelling disaster for the Earth pony based traditions and celebration.

“Aww, poor Spike,” Fluttershy rubbed her hoof gently on the dragon’s shoulders under his soft dressing robe, digging firmly into his scales. Spike’s sneezing stopped for a moment as he enjoyed the soothing touch of the kind Pegasus. “I knew Applejack shouldn’t have left him out on the lake like that.”

“Well, once I get my letter to Princess Celestia, I can ask her about any dragon cold remedies,” Twilight suggested before sitting in the chair next to Fluttershy. “Although since you’re here, I wanted to tell you something, Fluttershy.”

“Me? What did you want to tell me?” Fluttershy asked, surprised that anypony would seek advice or answers from a shy pony like herself.

“I’ve known you to be afraid of well, quite a few things like… dragons, loud noises, sometimes shadows.” Twilight began, watching as Fluttershy nodded, not sounding too thrilled about the conversation. “And it’s hard to get over some things like that, so… what I’m trying to say is…”

Twilight trailed off, biting her lip as she tried to think of the right words. Fluttershy smiled sweetly as Spike fell back into his nap, seeing that her work was done.

“Whatever you want to tell me, Twilight, I’m here for you,”

Twilight looked off to the side outside the window, seeing the edge of Ponyville over the treetops. “I’m… scared of snakes.”

“What was that?” Fluttershy said just as quietly, holding her wing to her ear.

“I’m… really scared of snakes. Like the ones that we were helping out earlier today.” Twilight’s body shook, remembering how she took off running at the first sign of the snake burrow in the collection of dens and warrens.

“Is that all?” Fluttershy asked with a kind smile. Twilight nodded, unable to look the Pegasus in the eye.

Fluttershy took a deep breath and then used her wing to gently push Twilight’s gaze back to her. “The thing you have to remember about reptiles or any creature you might be afraid of is that they’re probably more scared of you than you are of them. At least when you’re a lot bigger, not like a dragon or a manticore or…”

“I think I get what you’re saying, but it’s hard telling myself that,” Twilight interrupted, sensing a trail of all the animals that Fluttershy would potentially be afraid of coming on.

“Is there anything I could do to help?” Fluttershy asked.

“Well, there is one thing,” Twilight began, her thoughts coming clearly to her as the plan started to form in her mind. “Magic is a pretty useful resource and I’ve consulted the text of ‘Marvelous Monsters and Their Whereabouts’ for a spell to help me become more comfortable with reptilian creatures. It’s a bit of a long shot, but it could help out if I could maybe borrow one of your snake friends for the experiment?”

“Well, as long as it’s safe,” Fluttershy agreed, running her hoof through her mane timidly. “I’ll bring a friend over tomorrow and I can watch how the spell works.”

“Perfect! Thank you so much, Fluttershy for agreeing to help me out with this. I knew if anypony knew about irrational fears, it’s you!” Twilight smiled, softly pushing the yellow Pegasus out the door to the library.

“You’re welcome, Twilight,” Fluttershy began, dragging her hooves as Twilight continued to urge her out the door. “So, umm, what time should I come by tomorrow?”

“Oh, just drop by whenever!” Twilight replied, gently closing the door in front of Fluttershy, leaving her slightly confused at the sudden urgency for her to leave. Shrugging it off, she trotted back towards her cottage to enjoy the rest of the relaxing Spring day.

The next day, Fluttershy made her way over to the Golden Oaks Library again with a large creature carrier on her back. Balancing it carefully, a harmless green garden snake by the name of Rupert slithered around inside, wearing a small bowtie to demonstrate his domestication under Fluttershy’s guidance.

“I know you don’t like being in there, Rupert, but Twilight is very jumpy with snakes like you,” Fluttershy explained, knocking her hoof on the front door. Rupert hissed at the generalization, holding his nose up in offense. “Well, not exactly like you. She hasn’t gotten a chance to meet you yet!”

Spike opened the door to see Fluttershy conversing with Rupert through the carrier. “Hey, Fluttershy! Twilight’s waiting for you and your friend inside!”

“Thank you, Spike,” Fluttershy smiled, walking inside the library where Twilight already had her muzzle inside a book, flipping the pages to the creature compendium that she had referenced earlier. Rupert gave a small hiss as Fluttershy set the carrier down in front of the Unicorn mare, making Twilight jump.

“Oh! Fluttershy, you made it!” She chuckled nervously, setting the book aside. “And you brought the specimen!”

“Yes, he’s my friend. His name is Rupert and among all of the snake families in the burrows, he’s one of the kindest, most gentle reptiles that I know!” Fluttershy beamed as Rupert rose his head inside the carrier, showing off his bowtie accessory.

Twilight hesitantly waved a hoof before getting in position. Her eyes focused on Rupert as her horn sparked to life, starting the spell-casting. Fluttershy watched on as Twilight’s signature purple aura shone and sparkled around her. Twilight’s eyes stayed trained on the animal carrier as she felt herself becoming more at ease. Her thoughts felt calm as her aura subsided, allowing her to blink.

“Well? What happened, Twilight?” Fluttershy asked, watching as Twilight’s focused stare became softer, almost entranced with Rupert’s carrier. Noticing that her attention was drifting off, Twilight blinked and shook her head, returning to her state of consciousness.

“I don’t… feel that different,” Twilight explained, quickly floating over her notebook and quill for some short notes.

“Maybe we should let Rupert out then?” Fluttershy suggested, resting her hoof on the carrier’s latch. Twilight’s eyes widened as her heart started to race. She could feel the beads of sweat dripping down her face as the tell-tale anxiousness of her irrational fear reappeared.

“No no! I mean, we need to take this slow. We can’t have… Rupert here going all over just yet,” Twilight held her hoof, causing Fluttershy to freeze and slowly pull her hoof away from the latch. The Unicorn struggled to steady her breathing as she felt herself at the edge of another panic episode.

Rupert hissed softly in a reassuring manner, slowly starting to set Twilight at ease. Twilight began to focus more on Rupert’s sounds as she closed her eyes, getting into the mind of the reptile. Her thoughts bridged into Rupert’s, allowing Twilight to see the world through his mind. As Rupert slithered back and forth in the carrier, Twilight sat down in front of him, swaying back and forth in the trance of the unspoken connection.

“Twilight? Are you okay?” Fluttershy asked, waving her hoof in front of her friend’s face. She looked over at Rupert, noticing his change in demeanor while being synchronized with Twilight’s attitude. She was no longer at the edge of a panic attack but rather calm in the face of the reptile, slowly getting over her fear.

Fluttershy rested her hoof on Twilight’s shoulder, interrupting the connection between her and Rupert. Twilight’s eyes shot open as she became acutely aware of Rupert staring right at her. Her anxiety crept back upon her, but not as strong as she used to feel when in the presence of other snakes.

“F-Fluttershy?” Twilight asked in a low whisper, frozen in Rupert’s stare.

“Yes, Twilight?” Fluttershy sat next to her, gently rubbing her hoof on her back.

“You can take Rupert back for the day.” Twilight requested, still seemingly unable to move from her sitting position.

“Oh, but didn’t we just get here?” Fluttershy asked, reaching over to pick up the carrier and place it on her back. Twilight shook her head, her thoughts still feeling fuzzy after the spell.

“Yes, I’m sorry, but I can’t do anything more this time.”

That evening, Twilight could still feel the lingering effects of the spell. Her mind was at odds of following her irrational fear of snakes with the encroaching idea of a newfound fascination. Even with that brief connection into Rupert’s mind and feelings, Twilight has somehow found a new appreciation for the reptile. As she drifted off to sleep, her thoughts were filled with what Rupert’s thoughts held. What his day-to-day actions were and how they may even differ from the wild conditioning of his true animalistic nature. It was almost like an out of body experience for the Unicorn to encounter such a new perspective. A much lower point-of-view on the world, one could say.

“So, how are you feeling Twilight?” Spike asked, setting Twilight’s daisy sandwich in front of her. Twilight used her magic to lift her lunch in front of her and take a bite, her tongue mulling over the flavor that used to seem so familiar to her.

“Huh? I’m feeling fine, Spike,” Twilight replied, using her magic to wipe her muzzle with a napkin. “Why do you ask?”

“You were tossing and turning a lot in your bed and it sounded like you were hissing,” Spike commented, reaching over for a gooey, cheesy, crispy tortilla chip from his plate of nachos. “Oh! I’m sorry, I know you don’t like me eating these cheesy foods in front of you!”

Twilight’s stare went right past Spike as she struggled to remember what had happened last night. She remembered it being a comfortable slumber, but her thoughts couldn’t quite pin down any specific dreams. As a response to Spike’s comment, Twilight shook her head as she snapped back to the conversation.

“Oh, don’t worry about it! I didn’t even notice!” Twilight smiled, taking another bite of her lunch. Spike raised an eyebrow at the Unicorn’s behavior.

“Really? Something about this snake business really is changing you Twilight!” Spike laughed, taking another clawful of the plate of nachos.

Twilight’s mind felt fuzzy as her feeling from the evening before crept back to her. It was as though Spike was right, something inside of her was changing. But was it for the better?

Taking another bite of her sandwich, a soft knock at the front door was barely heard, signaling the arrival of the shy, yellow Pegasus for another session with Rupert. Twilight could feel her chest pound heavily as she considered which side of her should be excited for the next attempt at the spell. Spike easily stood up from his lunch, went to the door, and opened it to find Fluttershy and Rupert waiting.

“Hello again. We’re here.” Fluttershy said softly, holding up Rupert’s carrier.

“Oh good! Twilight’s been waiting for you two!” Spike announced as he let the two into the house. Fluttershy carefully set down Rupert’s carrier in the center of the main room of the library.

“Coming!” Twilight shouted, washing down her uncertain feelings with a cup of juice. She struggled to steady her breathing as the phobia bubbled to the surface. At that same time, the solution became obvious to the Unicorn.

“If I cast the spell, I’ll feel more comfortable and less afraid. Yes, that’s it!” Twilight said under her breath as she trotted down the stairs to meet up with Fluttershy and Rupert waiting for her.

“Hi, Twilight. Rupert seems especially active today. I hope that doesn’t affect the experiment.”

Twilight gulped, trying to remember the plan. “Oh, it’s fine. Really! Let’s… Let’s get to work!”

“Okay, as long as it doesn’t hurt him,” Fluttershy cautioned, sitting down on the sides as Twilight refreshed herself on the spell, before setting her attention to Rupert. Her horn shone as Twilight focused her magic on the spell, with Rupert watching the bright aura in front of his animal carrier. The magical aura wrapped around Twilight as she focused on Rupert with Twilight’s eyes shining brightly, sealing the connection between the Unicorn and the reptile. Twilight let out a soft breath as her aura subsided, feeling a heavier effect than the day before.

“Twilight?” Fluttershy asked, looking genuinely concerned for her friend. Spike stood up from his chair, keeping his distance.

“Hey, Twilight?” Spike asked, noticing that neither she nor Rupert was making any noises at the moment.

“Is this supposed to happen?” Fluttershy whispered to the young dragon, worried about both Twilight and Rupert.

“I don’t know. Last night was kind of weird with the hissing and turning.” Spike explained, making Fluttershy even more worried.

“Hissing? You don’t think-”

“F-F-Fluttershy?” Twilight said, not breaking concentration on Rupert. She bowed gently as Rupert mirrored her movements, feeling a strong bond between her and the reptile.

“Yes, Twilight?” Fluttershy replied, inching her hoof towards her friend. Spike looked around in confusion, not hearing anything from the Unicorn out loud.

“Let Rupert out of the carrier, please.” Twilight requested, loud enough for Spike to hear this time. Fluttershy nodded and slowly walked over, opening the door to the carrier. Given the freedom, Rupert looked up at Twilight, looking for some sort of signal.

Twilight nodded before Rupert slithered out with a comforting hiss, being the first to break contact with Twilight’s spell. Twilight shook her head as she managed to snap back to herself.

“Oh, thank you, Fluttershy! Let’s see how Rupert’s movements affect the spell!” Twilight announced, picking up her notes with her magic as she observed the reptile’s path in the room. Spike crawled on top of the chair after Rupert slithered past him, shivering from the snake’s contact.

“Is this really a good idea, Twilight?” Spike asked, keeping a close eye on Rupert. Fluttershy watched Twilight, noticing how she scratched at her neck with a hoof as she observed her animal friend as he roamed around the room.

“Yes! He was… feeling confined in the carrier and should be free to move around. Like Fluttershy said, he was feeling active and excited this time around!” Twilight said excitedly, getting down on the floor to get a better sense of Rupert’s point of view. Her muzzle pressed against the hard floor of the library as Rupert slithered around her.

“Looks like he’s not the only one,” Spike commented, gesturing over to Fluttershy. Fluttershy’s focus remained on Twilight, noticing something familiar that she couldn’t quite put her hoof on.

“I’ve seen this before somewhere,” Fluttershy whispered, watching as Twilight’s eyes followed Rupert’s every move. Her once brilliant purple eyes seemed dulled and shadowed even after regaining what she could of her senses. Unable to shake the feeling of something wrong, she cleared her throat softly. “Oh, dear! Twilight, I’m so sorry to cut our visit short today but I just remembered that I promised Harry a critter picnic to celebrate Spring!”

“Promise who a what-now?” Twilight asked, craning her neck to look over at her friend. Fluttershy gave a short, melodic whistle as Rupert slithered back into his carrier which she promptly closed and locked, out of Twilight’s reach. “Wait, what? I thought we had more time?”

“I’m so sorry! But I really must be going, Twilight!” Fluttershy picked up the carrier with a wing and made her way to the door before Twilight blinked herself in front of her, startling the yellow Pegasus.

“Maybe I should go with him! I mean, you! Just to see how he interacts with other critters and friends.” Twilight suggested, still having a wild look in her eye. Fluttershy slowly crept around her, still walking towards the door.

“I think that’s enough of the magic and tests today if that’s alright.” Fluttershy squeaked, trying her best to hold her ground.

“Alright? Pfft, sure! I mean, it’s just a sudden interruption, but no biggie. Go and have fun you two!” Twilight waved her hood, chuckling nervously at her experiment getting cut short. “You’ll be here tomorrow, right?”

“Of course, Twilight. Bye!” Fluttershy nodded, closing the door as she and Rupert made their exit. Spike watched on, not entirely convinced that Twilight’s experiment was completely safe to her or anyone around her.

“Twilight? You okay?” Spike asked, resting his claw on the Unicorn’s shoulder. Twilight sighed and smiled at him, the color coming back to her eyes as she spoke.

“Yes, I don’t know what came over me. It’s not like I would holding Fluttershy and her critter friend against their will or anything. They are free to come and go as they please.” Twilight explained, using her words to convince herself more than anything.

The next day with a lazy morning, Spike had the distinct pleasure of sleeping during the daylight hours with his warm, cozy bed. Twilight didn’t have any duties until midday and the Unicorn was relatively quiet for the evening compared to the night before. As the young dragon yawned to wake up shortly before noon, he was met with Rupert and his bowtie with a friendly hiss.

“Wah!” Spike shouted out in surprise, jumping out of his bed. Rupert slithered away swiftly, heading towards the stairs. “Twilight!!!”

“What is it, Spike?” Twilight asked, looking around for something around the room.

“What is Rupert doing here this early? Is Fluttershy here?” Spike asked as he rubbed his eyes with his claw. The clock on the wall to the bedroom said the time was about eleven in the morning, which was a couple of hours before Fluttershy’s visit.

“Oh no, Fluttershy’s not here!” Twilight said cheerfully, using her magic to lift some of the furniture in the room to search for Rupert. “She had to deal with some animal business so I told her that I’d look after Rupert!”

“And she was okay with that?” Spike questioned, raising an eyebrow as Rupert slithered past Twilight, going down the stairs to the main room of the library.

“Well, I may have convinced her to leave Rupert here early so she could go about her day.” Twilight explained, waving her hoof at the details that she was leaving out. Spike sighed as Twilight quickly went down the stairs, watching where Rupert was getting into.

“Twilight, I think we need to talk about the snake in the room,” Spike said flatly, walking in front of the Unicorn to get her attention.

“You mean Rupert? What about him?” Twilight asked, her eyes almost completely flat and foggy as if she was under some sort of trance.

“This spell you keep casting is changing you! And Rupert is going all over the library! How does that make you feel?”

Twilight held a hoof to her chin, carefully thinking over the young dragon’s words. “I feel fine! Comfortable even! Isn’t that the point of the spell?”

“No! Well, yes. But I don’t know about this, Twilight. And Fluttershy is worried too,” Spike commented, only imagining what the yellow Pegasus would be thinking about one of her animal friends roaming free in a library with heavy books that could potentially fall on top of him.

“Don’t worry about Fluttershy, she’s fine. As long as Rupert doesn’t get hurt-”

Twilight paused as a soft crash was heard, getting both her and Spike’s attention. The two ran over to the sound to find Rupert slithering around where a vase full of colorful flowers broke into pieces on the hard, wooden floors. Twilight chuckled nervously as Spike gave her an “I told you so” look.

“Rupert! Are you alright?” Twilight asked, leaning down to face the snake as he hissed up at her. Spike rolled his eyes and turned towards the doorway.

“I’ll get the broom,” Spike announced, dejected as he put on his signature apron to clean up the mess.

After a very eventful afternoon, Fluttershy eventually came back to pick Rupert up. Twilight was reluctant to let him go, making Fluttershy even more nervous about these sessions. They had gone from scientific experimentation to something that seemed almost like an obsession. She also noticed the strange look in the Unicorn’s eyes, even without Rupert being anywhere near her.

That night, Twilight went back to reading the book of spells that the experiment started with at the beginning. Reviewing the spell she had been using, a footnote happened to direct her to an even more advanced spell. It was told to make the bond between reptile and caster almost inseparable. Twilight couldn’t stop thinking about the thoughts and feelings that she experienced with connecting to Rupert that she desperately wanted to keep that feeling going. She quickly memorized the spell before heading off to sleep, where Spike could hear the Unicorn hissing to herself in her sleep.

The next morning, Twilight waited patiently at the front door while Spike did his best to tidy up the library. A knock came to the door right on time as the Unicorn flew open the door, startling poor Fluttershy and her reptile friend.

“Hello, Twil-eep!” Fluttershy squeaked as her friend quickly took Rupert’s carrier and opened it up, taking him into her hooves.

“Hello there, Rupert buddy!” Twilight said cheerfully, already focusing her spell to cast. Fluttershy’s eyes widened as she watched on, unable to speak up about Twilight’s actions.

Twilight’s horn glowed brightly as she cast the new, advanced spell onto Rupert, sending her further into her trance. Her eyes glazed over as she fell backward, holding the snake close into her hooves.

“Twilight?” Spike asked, rushing over to the Unicorn’s aid. Twilight’s grip loosened as Rupert slithered away, not feeling any different from the spell.

“She’s become really enthusiastic for our visits, hasn’t she?” Fluttershy asked, looking over the unconscious mare.

“That’s putting it lightly,” Spike commented, snapping his claws in front of Twilight’s face.

Twilight’s eyes opened at the sound, her pupils crystal-clear but had somehow shifted into snake-like slits. Fluttershy shrieked at her friend’s new eyes while Spike stepped back to give Twilight some space.

“Where’s my cute little buddy~?” Twilight asked with a crazed grin on her face, her voice elongating on the “s” in her question. She looked around slowly as her magic aura radiated around her.

“Rupert’s…” Fluttershy looked around with no sight of the snake in the room. Twilight hissed softly as she could feel her hooves heat up.

“Uh Twilight, are you feeling alright? What was that spell you cast?” Spike asked, raising his eyebrow as Twilight closed her eyes.

“I’m fine, Ssssspike~” Twilight smiled as she leaned her head down. A soft moan escaped her muzzle as her torso began to stretch out, making the Unicorn longer. Her tail flicked happily as her mane lengthened under the magical aura that was surrounding her.

“What’s happening to her?” Fluttershy asked, her attention turning to Twilight’s changing form.

“Beats me. This hasn’t ever happened before!” Spike said, watching as Twilight’s forehooves stretched out similarly to the rest of her body.

Twilight looked down at her hooves pulling away from her body as they began to form individual digits that almost looked like claws. They were softer and still covered in fur, but her newly formed hands entranced her as she sat on her haunches. She began to rub them together as scales similar to Rupert’s skin formed underneath the fur, letting the hair fall off of her hands.

Twilight giggled, rubbing her hands up and down her longer forelegs which now made up her arms. The fluff on her chest began to push out as they formed a pair of busty breasts, covered in similar scales to her hands. She licked her lips as her body continued to warm up, hissing softly in pleasure.

Her tongue narrowed as it slipped in and out of her muzzle, making the hissing louder. Twilight opened her mouth as her teeth shifted into a pair of sharp fangs in her muzzle, sticking out along her lips. Closing her eyes, Twilight fell on the floor as she ran her new hands down her shifting body.

Twilight’s body warmed up as her tail shrunk back into her. Her hind hooves began to merge into each other as the scales crawled down from her breasts to her stomach. Caressing the hard, cold body that she was changing into, the rest of her hooves melded together as her body lengthened even further.

A sleek, scaly body led into the tip of a tail, keeping Twilight’s purple coat as her body was completely replaced with scales aside from the muzzle and ears on her still equine head. Twilight struggled to stand upright as her marehood and rear shifted into a tight cloaca for the use of a reptile such as herself. Her eyes scanned around the room, seeing Spike and Fluttershy as they watched in horror and confusion as their friend transformed into an anthropomorphic lamia woman.

“Where’ssss my Rupert~?” Twilight hissed, starting to move around with her new body. Fluttershy squeaked, hoping that Rupert was somewhere safe from the monster that Twilight had become.

“Uh… I’m gonna… Try to get somepony to help with this,” Spike said before running outside with a quill and parchment to write a letter to Princess Celestia. Fluttershy quivered in fear as Twilight’s attention turned to the yellow pegasus, noticing that she still had her horn and that it was shining as if she was preparing another spell.

“Maybe you can help, sssssweetie~” Twilight smiled as she cast the reptile bonding spell on Fluttershy, this time creating the bond between her and her pony friend. Fluttershy shrieked as the magical aura enveloped her, crumpling up on the floor as she felt her body beginning to change.

Unlike Twilight, who had become addicted to the feeling of the reptile bond, Fluttershy shivered as the magic took hold in her. Clenching her wings behind her, they soon began to meld into her sides, no longer making her a pegasus. Fluttershy shakily stood on her hooves as her body began to stretch out like Twilight’s figure. Her hooves stretched out as her new, scaly hands formed with a sharp gasp escaping Fluttershy’s muzzle.

Her mane grew out and lengthened as she began to stretch out her newly formed fingers. Holding her hands on her chest, a pair of hard, scaly breasts formed underneath her palms with an even larger cup size than what Twilight had. Fluttershy blushed hard at the sudden appearance of her anthropomorphic-like breasts, closing her eyes to make the nightmare stop.

Twilight slithered around, hissing into her friend’s ears as she urged her changes to continue. The bond between Twilight and Fluttershy grew stronger as her eyes opened, changing into snake-like slits. Her fangs formed in her muzzle as her tongue pushed out, narrowing down much like Twilight’s as she hissed.

Her long tail shrunk into her body as her hind hooves merged, letting Fluttershy’s body stretch out and turn scaly as the changes crawled down from her stomach. As her hooves completely disappeared into her new tail, Fluttershy could still feel her tight slit as her body warmed up.

“Sssssomething more, my sssssweeet~!” Twilight hissed happily, running her cold, scaly hands down Fluttershy’s body as she caressed her from behind. Fluttershy let out a soft moan as she felt Twilight’s breasts against her back. Her marehood seemed to close up with the changes as her spot pushed out against her sleek body.

Twilight’s hands rubbed at Fluttershy’s changing form, shaping her elongated nub into a male serpent shaft. Fluttershy blushed and closed her eyes at the sight of her male member as Twilight’s hand softly stroked her friend.

Wrapping her tail around her, Twilight moved in front of Fluttershy as she leaned her muzzle down to her bountiful breasts. Fluttershy moaned at the touch, feeling her member twitch as Twilight’s cloaca teased against it.

“Ssssshould we…?” Fluttershy said breathlessly, feeling her heart pounding against her chest. Twilight smirked as she tightened around her, slipping Fluttershy’s shaft into her as she moaned. Fluttershy wriggled in the grasp of her friend, pushing her rod into Twilight’s tight, snake slit.

“Oh, Fluttttersssshy~!” Twilight moaned, pressing her breasts against her mate’s. She hissed happily as her magic focused on Fluttershy. The aura glowed on Fluttershy’s body as she could another sense of pressure forming under her stomach. As she pumped into Twilight under her coiled tail, Fluttershy saw another twitching shaft forming above her first one, rubbing against Twilight’s cold, hard body.

Fluttershy moaned as she continued to push deep into Twilight’s soft, wet walls, feeling the tip of her second shaft twitch between their snake bodies. Twilight’s hand slipped down Fluttershy’s stomach to grasp at her extra shaft, stroking it to give her mate twice the pleasure. Fluttershy gasped as she could feel herself reaching her limit.

“Twilight, I’m sssssso clossssse~!” Fluttershy hissed, feeling her shaft throb both inside and outside of her mate’s sleek body.

“Ssssso am I~ Fluttttersssshy~!” Twilight moaned, feeling her cloaca tighten around Fluttershy’s shaft, opening her womb for her mate’s seed. Fluttershy opened her muzzle as she spurted her hot, sticky juice deep into Twilight, filling her stomach with their love. Her second shaft spurted her sticky, sweet mess on to their bodies, spilling onto their scaly breasts. The two gasped as they collapsed amid their coil, panting softly in their afterglow.

“Ssssso much inssssside~” Twilight said happily, running her hand through Fluttershy’s sticky mess as she rubbed her stomach. Fluttershy looked over with half-lidded eyes, smiling at her partner as her purple stomach began to grow.

Using the innate effect of the bonding spell, Twilight’s gestation began almost instantly as she felt her stomach cramp with a sharp sensation. Fluttershy slithered a distance away as Twilight hunched over, focusing all her strength on her snake-like open slit. With a strained grunt, her cloaca opened to something that was purple with yellow spots. Clenching her muscles, Twilight pushed out a decent sized reptile egg that had both of their parent’s colors on it, covered with slime.

“That’sssss a good mother~” Fluttershy commented, slithering over to comfort Twilight with the laying of their own magical, love egg. Twilight closed her eyes as she rested her head against Fluttershy’s breasts, exhausted from the lovemaking and egg-laying for the afternoon. “We ssssshould invite our friendssss to be sssssnake-like too~”

Twilight nodded as both of their tails wrapped around her eggs, enjoying the company of her mate as they began to nurture their future lamia child as any good mother would.