The Big and Cuddly Ursa Minor Returns!

Chapters

Chapter One: Twilight Minor
Chapter three: The Ursa Minor Club
chapter four: When Four Ursa Minors meet a Ursa Major
Chapter seven: Trixie the Ursa Major
Chapter Two: Spear Point saves the day!
Chapter Five: Battle of the Constellations
Chapter Six: You can't take the bear out of the showmare

Chapter One: Twilight Minor

Trixie was slowly waking up one morning staring up at the wooden panels that made up her ceiling above her. Her massive body was still covered in a thick coat of starry blue fur. She was still an Ursa Minor which has been her reality for the past six months. The blue-coated bear slowly turned around and got on all fours breathing heavily. When she tried to walk across the house, she started to feel rather clumsy as the padded fabric underneath wasn't the most stable of surfaces. Trixie squeaked as she tripped and fell onto the padded fabric. She groaned, having to deal with this every morning. However, she had to admit the padded floor still felt rather snug. She was relatively content, just another lazy day being an Ursa Minor cub. However, there was a minor inconvenience to Trixie’s plans as she started to sneeze up a storm. The starry-coated bear groaned, rubbing a paw over her head with a pounding headache. She caught a strange cold since Discord wreaked havoc on Ponyville. The former mare's eyes were watery, her nose runny, her headache ringing in her head. She growled and grumbled under her breath, getting up and stretching her giant limbs as she stumbled out of her "house." As Trixie walked towards the cottage nearby, Fluttershy was already outside, heading over to her. The yellow coated pegasus turned to her charge and gave Trixie a beaming smile. "Hello, Trixie, I can't believe you woke up before me!"

"Morning…" Trixie grumbled under her breath; she was slightly irritated but was used to the routine. She opened her mouth and let the pegasus plop a giant foal bottle full of formula into her mouth. She suckled the milk down her throat like a foal, despite her feedings being super embarrassing, she was so used to this treatment it didn’t really bother her anymore by now and despite that the formula was rather creamy and delicious. After that, she was taken to the giant tub where she had her daily bath. Fluttershy scrubbed her down with a huge scrub brush lathered in soap and shampoo and after a few rinses making sure she was smelling like a fresh bouquet of flowers. After that, the yellow coated pegasus wiped Trixie's mouth and then she led the Ursa Minor around Ponyville for her daily walk. As Trixie stomped through the town, most ponies that noticed her waved a hoof or gave her a cheery hello. The residents of Ponyville have mostly gotten used to her daily "walks." She would’ve waved back or attempted to grunt a “good morning” but she was too busy dealing with her cold to really care about them. Trixie just felt so miserable, making it hard to concentrate on where she was even going. After a hour of walking about the Ursa Minor looked up to see that she saw the giant tree known as Golden Oaks Library. She wondered why they were going by Twilight's place. She stumbled over and saw the velvet coated unicorn; Twilight and Fluttershy then struck up a conversation as she plopped down on her rump, still feeling somewhat groggy, hoping they could just head home after the talked their fill. The mare didn't really pay any attention to what the two were saying until Twilight mentioned her, "wow, she's really sick...is Trixie ok?"

"Oh, she's fine; the poor baby just has the sniffles," Fluttershy cooed; this made Trixie growl under her breath. She really hated being patronized and especially in front of her rival. The comment however had Twilight laughing hysterically; the blue-coated bear then sneezed right all over the violet unicorn. Now her former rival was covered in green and yellow goo dripping around her. The Ursa Minor sat back and looked over at Twilight feeling proud that she sneezed on her. The violet unicorn just groaned as she wiped the snot from her face. "Alrighty then; well I'm going to go take a shower."

"Right, sorry," Fluttershy squeaked as the violet-coated unicorn left begrudgingly muttering to herself. The pegasus then turned her charge and wiped Trixie's nose and scolded her, "that wasn't really nice, but I guess you couldn't help yourself; come on, let's get you home." Trixie muttered under her breath as she followed Fluttershy back to her cottage, hoping that she can take a long nap.

After being sneezed on by Trixie, Twilight quickly ran inside Golden Oaks library and took a long shower. Afterwards, she slowly walked downstairs, still being somewhat irritated with Trixie sneezing all over her. As the violet unicorn sat down at her desk she turned her head to see Spike looking up with a smirk. "So what was all that weird goo on you earlier?"

"It's nothing, Spike," Twilight grumbled under her breath as she really didn't want to tell Spike Trixie just sneezed all over her; she would never hear the end of it if she did so. As the violet unicorn sat down at her desk, she started writing one of her friendship lessons to send to Princess Celestia. The lesson was rather hilarious; it was about the Cutie Mark Crusaders the other day as they tried their hoof in caring for Trixie. It, of course, ended in a huge fiasco with the Ursa Minor ending up rampaging through Sweet Apple Acres. Once finished the mare tossed the scroll to Spike. "Hey, can you send this to Celestia real fast before I forget?"

"Yeah, sure…" The purple scaled drake mumbled; he wanted to know more about the weird goo that Twilight was covered all over in earlier. The violet-coated unicorn slowly got up with a smirk like she was ever going to tell him. Still, then she noticed something odd: her hooves seem to have more hair on them with a thick coat of velvet hair covering them. She was somewhat confused by where the hair came from. Then mare groaned as she felt her entire body starting to quiver and grow; her muscles became more prominent as they felt like her whole form bloat and grow. She growled and grrred under her breath, and Spike was starting to freak out as he got up and cried out, "Twilight, what's happening to you!?"

Twilight tried to respond, but only low growls escaped her mouth then her body started to enlarge even more. Her mane and tail began to fall out from her body as a stubby little tail appeared on her rump. She groaned in pain as she felt her skull transform as it enlarged and morphed around her. The fur on her body now had her cutie mark plastered all over her in a starry pattern similar to Trixie’s new coat. Spike just watched, quivering, then burst into laughter. Twilight was a bit confused. The mare turned to see her reflection seeing some of the final changes to her body, with her hooves now being giant paws, her squarish face, and Twilight could only surmise she was now, in fact, an Ursa Minor!

Twilight was beyond furious looking at her reflection thinking on how she could have transformed into an Ursa Minor! Then one name came to mind, Trixie; she did this! The Ursa Minor roared, "Trixie!"

She barged through her own front door and charged towards Fluttershy's cottage. Twilight trampled down the road roaring and as she came to the small cottage. Fluttershy was freaking out seeing the charging Ursa Minor coming right at her! But Twilight wasn't after Fluttershy, her eyes were set on Trixie, and the two bears smashed into each other, crawling and attacking each other. The two Ursa Minors were in quite a wrestling match, until Fluttershy stepped forward and used her stare. The two instantly stopped as their eyes became swirly as the yellow coated mare slammed a hoof down and snapped, "you two need to stop this behavior right now!"

The two broke up their fight and plopped down on their rumps, and grumbled under their breath. Twilight has seen Fluttershy use her infamous stare before. But it was quite unnerving being under its influence, she couldn't help but feel compelled to follow her every order. She plopped down and looked directly at the yellow coated pegasus as she continued to scold her, "I don't know how you were transformed into an Ursa Minor Twilight, but that was no way to behave, now you apologize to Trixie this instant."

Twilight lowered her head, and like a child being forced to apologize, she turned to face her rival and grumbled, "sorry…I don't know why I got so angry."

"It's fine…" Trixie muttered she was still a bit angry, but she also had a look of surprise on her face.

Twilight realized that Trixie may not have been aware her sneeze transformed her into an Ursa Minor. Fluttershy saw that things had calmed down, and she continued to ask her friend about what was going on. "Now, Twilight, please explain what happened to you?"

The violet unicorn gave a deep sigh; luckily, Fluttershy can talk to animals and she can explain her situation. "I have no idea! All I know is that Trixie sneezed on me, and the next thing I knew, I was transformed into an Ursa Minor!"

"Trixie didn't do it on purpose!" Trixie quickly snapped back.

"Hey, stop that!" Fluttershy shouted once more, making both bears turn their attention back to the pegasus as she turned her attention to her friend once more. "Twilight, now I'm sure Trixie didn't sneeze on you on purpose. Is that right, Trixie?"

Fluttershy turned her attention to Trixie, who just scoffed, "no, of course not! Trixie is sick, and she happened to sneeze on you."

Twilight grumbled under her breath; she knew that her rival was a notorious liar before being transformed into an Ursa Minor but even she felt that the former show mare was telling the truth. Just then she heard the sound of scaled feet hitting the grass behind them. Twilight turned to see Spike running at them, breathing heavily as he looked up and asked, "Hey, did you…oh…" It did not take her assistant long to see the towering purple coated Ursa Minor and saw Twilight was here already.

Fluttershy turned her head to Spike, and with a smile, she explained, "Well, I got the gist of the situation, but I fear that we may need the assistance of the princesses. Get with Celestia and have her send Luna here; she told me she may have found something that could help in this situation."

"Already one step ahead of you!" Spike proclaimed, giving them a salute before running off to write a letter to Celestia. All Twilight could do was sit back and watch, groaning to herself as she wasn't looking forward to her mentor finding out that she was transformed into an Ursa Minor.

Fluttershy then turned her attention back to Twilight as she replied, "alright, Twilight, until Spike returns, I'll take good care of you."

The violet unicorn groaned; she saw how her friend treated Trixie and was not looking forward to being babied. Fluttershy waved a hoof and cooed, "alright, you two, why don't you both take a nap."

"Hold on! You said Luna may have found a cure; why didn't you tell Trixie earlier!" Trixie snapped back. Twilight was also somewhat confused; she thought if Luna or Celestia found a cure for Trixie, they would've told her as well. Fluttershy started to quiver a little, seeming to be somewhat nervous as she whispered, "I'm sorry, the potential cure Luna discovered has some risks involved from what she told me, and we were still in the middle of discussing if it was a option, I didn't want to get your hopes up about it.”

Twilight gave a slight nod; it made sense this kind of magic was quite unique. She could only hope what Luna found will be useful. Trixie however just rolled her eyes and grumbled, "fine, whatever."

"Alright, now come on, you two, there's plenty of room in Trixie's house." Fluttershy chirped as she escorted the two inside the "Ursa Minor house." Twilight was somewhat surprised as she maneuvered through the padded floor; her gait was rather clumsy, (due to her new body and the padded floor) and she had to stumble her way towards the back of the room. Trixie plopped down on the floor and grumbled, "just stay over there and leave me alone."

"Oh, I'm sorry! Maybe if you didn't decide to sneeze on me, I wouldn't be here right now!" Twilight snapped back as she plopped down on the padded floor as well.

She lowered her head and turned away from Trixie; she wouldn't be able to look at her without thoughts of attacking the former showmare come to mind. But hopefully, Spike will get a letter to Luna, and in a few hours, she'll be a pony again.

Chapter three: The Ursa Minor Club

The four Ursa Minors, Luna, Celestia, Twilight, and Trixie, were all sitting together and discussing their predicament together in the little bear house together. As the four settled in with the princesses still being rather squeamish, Twilight just stood there gawking as she couldn't believe the princesses were transformed into Ursa Minors as well. Luna then began the discussion regarding their predicament with her fellow Ursa minors. "Alright, we need to figure out how to get us turned back to normal, but first, we need to figure out how we were transformed?"

Trixie then gave a giant sneeze as she rubbed her nose with a paw and grumbled, "it must be my cold? Something happened where when I sneezed on Twilight, she transformed not long after that."

The violet mare smirked as she replied, "I agree though I still think you did it on purpose."

Trixie was somewhat annoyed by Twilight's accusations. "You keep saying that, but I'm serious. Trixie didn't know that my snot would turn you into an Ursa Minor."

The violet unicorn growled, "you've lied before; what makes you think we trust you now?"

"Because Trixie's stuck like this too!" Trixie roared back at her as she just had enough of Twilight's suspicions.

"Hey, quit it, both of you!" Celestia snapped at them; the two then stopped fighting and plopped down, still growling under their breaths. The white-coated Ursa Minor sat back down, "now why don't we talk things over rationally. First off, let's figure out how we got turned to Ursa Minors in the first place?"

The four Ursa Minors sat there tapping their paws at their chins; Trixie couldn't help but giggle at how adorable the others looked, especially Celestia and her giant tush. Twilight finally spoke up. "I think that Discord may be the one who did this somehow maybe snuck something to Trixie before we turned him back to stone."

The others nodded even Trixie nodded in agreement. She remembered vaguely Discord had her riding a unicycle and juggling balls during his rampage across Ponyville. Still, she couldn't recall him putting a curse on her. Celestia just rolled her eyes, "I agree that would be something he would do."

Luna gave a sigh and replied, "well…honestly, it doesn't matter how we were transformed. I'll explain my plan on how we'll turn back to normal. There's another world where creatures of other constellations gather together and live together. It's a dangerous realm like the Ursa Minor that attacked Ponyville. In the center of their realms, a pool can separate the curse of a constellation creature. I have found a portal that will take us to another universe, and it resides deep in the Everfree forest. There I'll lead you through the other side and that we will find this pool, take a dip, and then we should all be turned back to normal."

They all clapped and cheered as the light blue bear bowed before plopping back down on her rump.

"What are we waiting for, let's go!" Celestia exclaimed; she stumbled about, trying to leave only to stumble about and falling onto her rump.

Luna couldn't help but laugh, "before we go, we need to get used to these new bodies."

"Right!" Trixie exclaimed; the other just looked at her with a stone glare. The blue mare just scoffed. "Well, Trixie has been an Ursa Minor the longest out of all of you, so it only makes sense that I'm the one to teach you."

The blue-coated Ursa Minor rose up. "First off, let's go outside where we can practice."

"Alright, good idea." Celestia yawned as she rose up along with her sister and Twilight. The four-headed out to Fluttershy's yard where Trixie explained, "alright, let's go through a basic walk. Trixie will show you that you're probably two tons of mass than you're used to. So the idea is that you want to adjust your weight on your paws." Trixie held her head up as she walked around the yard, shifting her weight about like a natural. The other three shrugged and followed suit stumbling along after her. Twilight went slow, stumbling on her paws slowly to take it slow and steady. While celestia seemed to be using her large rump swaying it back and forth with a matter of pride. Luna seemed to be the most natural keeping up with Trixie. The light blue-coated Ursa Minor couldn't help but admire Luna and asked, "wow, you're doing really well better than your sister and Twilight."

"Well, I've studied creatures of the constellation for years, so I got the gist of how to walk Ursa Minor and Ursa Major," Luna replied as she nuzzled into Trixie. The light blue-coated bear couldn't help but shiver, getting gratification from one of the princesses! It's all she's ever dreamed of! She had to help them turn back to normal then they would be indebted to them. Trixie turned to see that the others all had gotten the hang of it but seeing Celestia swinging her giant tush about made her burst into laughter.

Fluttershy came over with a smile, "oh, looks like you four are doing well, "she took out giant foal bottles and gave each of the oversized bears one. Trixie took her's with no fuss, but Twilight just shook her head and snapped, "no way am I drinking out of one of those!"
"Come on, Twilight, you need to drink up," Fluttershy cooed as she held up the bottle into her friend's face trying to get her to drink. The yellow coated pegasus continued to coax her. "You know you can't digest anything else, and you need to eat; now go on."

Twilight growled and relented as she took the bottle and plopped it into her mouth. She suckled on the bottle for some time without even realizing it. Fluttershy went to the princesses; next, they both didn't fight as they just took their bottles and started to chug them down rather greedily. Afterward, Fluttershy turned her attention back to Trixie and asked, "so you all have a plan yet?"

"Yeah, we do…I think they're getting used to their new bodies, but from what Luna said, we might need to fight, so we have to do some wrestling," Trixie explained.

"Alright, but don't get too rough. "Fluttershy cooed as she left them. The light blue coated bear turned to her fellow Ursa Minors, who finished their meals, and she continued, "That's right, we need to practice some wrestling; now can I have two volunteers."

Luna raised a hoof, and Celestia looked at her sister with a glare and held her up as well. Trixie couldn't help but snicker under her breath. She definitely wanted to see the two princesses wrestle each other. "Alright, come one, you two face each other."

The two princesses walked over to each other as they did, Trixie asked, and they stared at each other. The blue-coated mare then came over and rose up on her back paws. "Now, rise up just like this; easy does it."

Luna rose on her back paws almost perfectly, rising up with her forepaws held upward quite gracefully despite her pudgy form. While on the other hoof, Celestia stumbled right onto her bottom, making them all laugh as the princess of the sun grumbled under her breath. She got back up as she bent her legs down and raised her claws. She glared at her sister, getting a bit peeved at how much better she was as an Ursa Minor. The two locked eyes as Trixie replied, "now fight on the count of three...one...two...three!"

The two slammed their forepaws into each other, roaring and growling at each other. The dark blue-coated bear started to overpower her sister as Celestia then let Luna slam her to the ground by the princess of the sun, using her momentum to throw her sister off her and across the yard. Trixie clapped her paws together and applauded the fight, "well done."

Luna got up and roared, she then went at a full charge at her sister, and Celestia rose up on her back legs, bracing herself once more, being ready for the charge. As the dark blue coated bear slammed into her sister. Celestia held her growling and grrrd, and then Luna tossed Celestia over her. Still, the white-coated bear smirked, sitting down on her sister, who roared and growled! Trixie rolled her eyes, "alright, Celestia, that's enough."

Celestia pouted but she eventually got off her sister, who in turn grumbled, "fat butt,"

"Showoff," Celestia snapped back as she walked off.

Trixie pointed a paw at Twilight; she was still rather angry at her rival and snapped, "All alright, it's your turn, you and me."

Twilight came over and readied herself, as did Trixie; they both glared at each other as Trixie raised on her paws with a smirk; Twilight slowly raised her as well, getting into a stance.

The blue-coated bear knew Twilight wouldn't make the first move, so she needed to move fast. The mare ran at the violet-coated bear at full charge. She bowed her head and let her body weight hit Twilight at full force. Twilight used her paws to wrap them around the blue bear and then slammed her on the ground. She had this smirk that made Trixie hate her even more. She roared and then threw Twilight off. They both then glared at each other, then they ran at each other at full speed and slammed into each other; they dug their back paws into the dirt, growling and roaring, snarling like beasts. Neither one was letting up as they were releasing all their anger on each other. Trixie, however, had more experience; she went for a hug around Twilight's torso and tackled her to the ground, and turned to Luna, who clapped. Trixie got off Twilight, who reluctantly helped her up. Fluttershy came over with a smile on her face, "sounds like you four are having fun,"

"Yes, we are!" Trixie cheered, still happy about her victory over Twilight. She came over and nuzzled Fluttershy, who dawwed, "oh, you're just so adorable! But are you ready for your little adventure?"

She looked at the three sweaty panting Ursa Minors; they looked beat, but she saw that each of them, even Twilight got a handle on their new bodies, "well, they need work, but we should be fine. Besides, we need to do this before ponies start to notice that the sun's been up for too long."

"Right," Celestia and Luna both replied in agreement.

"Alright, then well, I know that for all of you, this might not sound like a good idea, but I'm leaving Trixie in charge," Fluttershy replied rather sternly.

They all wanted to protest, but the pegasus held up a hoof. "Now, I know you might not agree, but she has the most experience as an Ursa Minor."

Luna glared at the mare and snapped, "but I'm the one who knows how to navigate the realm of the constellations."

"Yes, you may, and you can still do that, but Trixie has to make sure you don't overexert yourselves, make sure you're fed, and keep you safe," Fluttershy explained as she gave her an oversized saddlebag strapping it around the giant blue bear.

Trixie muttered bitterly under her breath. Fluttershy had a point, but…having to take care of the princesses and Twilight? That was a lot of responsibility, more than she's ever had in her entire life.

Trixie gave one last breath, "all alright, i’ll do it," She then rose up as Luna held up a paw, "Alright! Let's get going; the faster we turn back to normal, the better."

They then all headed off to the Everfree Forest Trixie looked back at her with a smile as the pegasus waved a hoof. Trixie didn't realize how scared she was going off on her own without Fluttershy at her side…she shook her head. Trixie couldn't forget she was a regular unicorn at one point, not a helpless cub. She had to find her way out of this mess. Trixie rose up and headed into the woods along with the other Ursa Minors, ready to be a leader.

chapter four: When Four Ursa Minors meet a Ursa Major

Trixie was leading her group of Ursa Minors trudging through the darkness of the Everfree Forest. She has been here before, lost and alone and with the feeling of dread surrounding her. She was ever cautious of the dangers that lie within, mainly from the accursed Timber Wolves that would stalk the woods. The mare, however, felt more courage in her with each other around her. Especially with Luna, who seemed to have taken a liking to her, she found it almost comedic that Twilight and Celestia were lagging behind, still stumbling about and falling on their plump rumps as they were still trying to get accustomed to their new bodies. They continued their trek through the woods together in their stumbly formation that was until they heard the all too dreadful howls wail through the woods. Trixie held a paw in the air; the rest of her pack stopped in their tracks, bracing for what's to come.

The Timberwolves were quite terrifying with their spindly tree-like limbs, with this dark green aura surrounding them. The creatures were growling and snarling at the group of Ursa minors. Luna, however, was perturbed by them and stood her ground, slamming her paws into the dirt and was ready to fight! Trixie, however, had an idea popped in her head, she knew Luna can hold her own, but her sister, however, needed more practice. The blue-coated bear held up a paw and exclaimed, "hold it, let Celestia take care of them."

Luna snickered and turned her head, "sister will you do the honors?"

The big white-coated bear just grumbled under her breath as she came forward to the pack of Timberwolves and gave a loud roar at them. The creatures themselves were unphased as they snarled and rushed at her starting their attack. Celestia simply batted them away with her paws, sending shards of wood all over the place. The Timberwolves didn't stand a chance against her, and it was rather obvious she was winning the battle against. Eventually, the wolves scurried away, seeing they were outmatched, and Celestia gave one loud victory roar in the air. The other Ursa Minors and even Trixie herself were rather impressed and clapped her paws. She had to admit the princess of the sun outdid herself this time. Luna then turned to see they were coming near the ruins of their old castle. "Alright, from here, we should make a left, but first, is anyone hungry or thirsty?"

They all shook their heads, but Trixie then spotted a familiar face. It was a giant bright blue bear with its coat looking like it was made of stars. It was, in fact, her old friend! The Ursa minor cub, and he was obviously far from home! Trixie, however, took the opportunity to run towards him at full speed, slamming into him, and the two started to play wrestle rolling around, growling, and snarling at each other. The others were confused but saw the two were just playing as they barely nipped and only batted each other with their claws. Trixie pointed a claw at her fellow Ursa Minors and exclaimed. "Hey, it's just the Ursa minor cub I met before! He's actually really nice!"

Celestia and Luna were both a bit unsure as they stood back being cautious, but Twilight ran over next and asked, "wait!? Why is he all the way out here for? He should be with his mom back at the cave!?"

Trixie nodded, also noticing this as well, and shivered. Celestia knows that if the Ursa Major found out her cub went missing, she would probably attack Ponyville!

But the answer to their question came as they all heard loud stomping coming towards them. The cubs all started to shake nervously as they turned to see the giant purple Ursa Major walked out from the trees and looked somewhat confused at the four extra Ursa Minors below her. Then she saw Trixie, who squealed as she was taken into its giant paws and squished into her chest.

"Oh no! don't!" Trixie squealed, worrying she was going to try breastfeeding her. Luckily for her, she was then placed down next to the others, who were all snickering amongst each other she then took them one by one, nuzzling them and getting squished into her chest. Afterward, Trixie took a few moments to get her bearings then asked out loud, "what are you two even doing here?"

The Ursa major then grunted and waved a claw, and the other four shrugged and followed the giant bear through the woods. Of course, the Everfree forest was full of monsters and timberwolves. Still, nothing was going to harm them with something as big as an Ursa Major with them. They were led through the forest until they reached what could only be described as a massive field of stars embedded in the ground; it looked like if the night sky was on the ground revolving around them. Luna was somewhat astonished as she whispered, "this is the portal I was talking about earlier? They must be migrating…."

"So they migrate from that plane for constellations to here? But why?" Trixie asked, being somewhat confused and a bit curious about the situation.

"I'm not exactly sure; my only theory is that it's like how whales can stay underwater for only so long, but they have to breach the surface for air. I can only assume creatures of the constellations must do the same." Luna whispered, being somewhat amazed by this newfound discovery.

Trixie shrugged. She didn't care if she was honest, but it was cool to know. They then all went into the center of the field, and then they squeaked as they felt the ground beneath them start to shift and move around them; they then felt like they were flipped over as they stood now in a simple grassy field, but everything was bathed in a starry blue light.

As the four cubs entered the other world they took the time to gauge their surroundings as they looked around to see that the sky above was a field of stars, and Twilight's eyes went wide, "these stars!? Th…they aren't the ones I observed in our world…is this, another world!?"

They looked around to see that the dark towering trees that mostly made up the Everfree Forest were gone; instead, it was just a long green plain of various flowers, and streams, lakes, and mountain ranges could be seen in the distance. They were, in fact, somewhere else, and Trixie was a bit terrified and stammered, "Luna…what is this place?"

"Don't worry, I've been here many times before; this is, in fact, another world, but I know the way back and the pool we have to go to turn back to normal." The princess of the night explained with a smile.

"Well, I have to say this is very beautiful, "Celestia whispered as she looked around the field, taken in by the natural beauty. She then turned to her sister and asked, "why did you never tell me about his place?"

Luna's cheeks flushed pink as she responded, "well, in truth, I wanted to come here alone to relax and meditate…."

Trixie nodded; having a similar feeling came over her; she wouldn't mind visiting this world alone. But their thoughts were interrupted as the Ursa Major grunted and started to nudge them. They all squeaked, realizing the Ursa Major still wanted them to follow her. But they were all unsure of how to confront her and to go their own way. Luna was the first to come forth and gave some grunts as she pointed a paw down another path. The Ursa Major shook her head, seeming to get angry a bit too. She was obviously treating them like helpless cubs and wasn't going to let them wander off unsupervised. Luna tapped a paw to her chin and, with a smirk, grunted as she stomped a paw and pointed at herself. The Ursa Major shrugged as Trixie was somewhat confused at what the blue-coated bear was doing. How she was able to talk to a feral Ursa major was beyond her understanding, but it was also rather intriguing. The Ursa Major then laid down on her belly as Luna walked over with her face a bright red as she explained, "Look, I know you might not like this, but I basically made a deal with the Ursa Major. She'll let us go if...if…."

"If we what?" Celestia asked, looking pretty nervous, Twilight was somewhat confused, but Trixie slammed a paw to her face, "we need to feed on her teats."

They all just stared at each other for a few seconds. Twilight was the first to stomped a hoof and shouted, "no way! Isn't that stuff enchanted?"

Trixie rubbed a hoof; she really didn't want to go through another breastfeeding session herself, but the Ursa Major most likely won't let them go until they comply and sighed, "only if you constantly drink from her? The effects on me have basically worn off by now besides my physical appearance."

Luna also nodded as she replied, "I agree with Trixie on this; we should be fine if we don't drink too much."

The princess of the sun grumbled as she rose up and replied, "All alright, I'll go; first, I think it's about time I pull my weight more anyways."

Trixie shrugged, "all alright, I'll go with you seeing I've done this before."

The two bent down into the lap of the Ursa Major, snuggling deep into her as they both latched onto her teats, and they began to suckle. Trixie squeaked as the breast milk went down her throat. It was soothing and tasty as she remembered it. The blue bear continued to drink down her meal, not realizing she was latched for a bit too long. When Luna nudged her and whispered, "Hey, Twilight and I should get a turn."

The blue-coated cub quickly scuttled out of the way for Luna; she latched onto the Ursa Major, and Twilight replaced Celestia as they laid next to each other, suckling down the breastmilk together. After some time passed, the two seemed to be rather full, and they slowly got up with their bellies full. After their meal, the four just sat down on their rumps, rubbing their paws over their mouths, too embarrassed to say anything to each other. Before she left, The Ursa Major took the four and gave them all one giant hug squeezing them to her chest before plopping them down.

Trixie's cheeks flushed pink, realizing this was probably going to be the last time the two will ever meet. Yes, this Ursa Major caused all her problems, including turning her into an Ursa Minor. However, she was still a perfect mother, and Celestia knows how long she's been caring for her own cub. She respected the creature and will miss her time with it. She slowly stumbled over and gave the Ursa Minor a tight hug around her leg, and the giant purple coated bear just smiled down at her and ruffled the fur on her head before stomping off down the valley. Trixie then turned to her cub, the little brother she played with so many times and now has many fond memories with. She couldn't help but give the cub a big bear hug too, and the two tussled about it rolling around in the grass growling at each other. Trixie almost wished she could just go on this migration with her fellow cub and the Ursa Major. But deep down, more than anything, she wanted to turn back to normal. So she gave the adorable Ursa Minor cub a little nuzzle.

Their little playdate was interrupted when the Ursa Major gave a loud roar, and the cub squeaked as it waved a paw at Trixie before scurrying off to meet its mother.

Luna walked over and added, "you know I can research a way to turn you back into an Ursa Minor whenever you want?"

Trixie looked down the valley, watching the pair walk off thinking over Luna's offer, and shrugged, "maybe...for now, let's focus on getting us back to normal."

The four got up as Trixie and Luna led the hill and into the valley below. Trixie could only mold things over in her mind wondering what other creatures inhabited this land and wondering if they'll bump into her friends one last time.

Chapter seven: Trixie the Ursa Major

Trixie and the snake were locked in battle as they wrestled each other in what looked like an endless battle. The show mare was slamming her claws into Seperns, who struggled with the giant snake trying to get a hold of the creature. But it squirmed its scaley body out of her grasp as it started to slam its fangs into Trixie's shoulders; the bear roared in pain as she tossed Serpens across the field. She stomped towards the giant snake, writhing and hissing as it rose up, and then tried to strike the bear. Still, in return, Trixie was able to take hold of its neck with her paws as it wrapped its scaly body around her. The two were now locked in combat, and it was evident that the two were not relenting and were now struggling to move or do anything as they stood there. Wrestling each other, as both were trying to overcome one or the other.

Twilight just watched in horror, feeling so helpless, wishing she could help Trixie, but she was just a unicorn now. She had her magic, yes, but she saw there wasn't much she could do in being able to do much against such a creature by herself. Then the two unicorns heard the flapping of wings, and they looked to the sky, and they saw Celestia and Luna coming back.

Luna looked downward as she exclaimed, "hang in there, Trixie! We're coming!"

"And we brought help!" Celestia shouted as well.

Then they all heard a roar! And they all turned their heads and saw not Leo, but it was an Ursa Major! She was charging full force as she roared as rushed right into Serpens too. Trixie and the Ursa Major both then grappled the snake, trying to wrestle it to the ground. Once the two Ursa Majors pinned Serpens to the ground, the Ursa Major got right into the creature's face and gave one final roar in its face. The beast then squeaked as it slithered away, whimpering like a puppy. The showmare was exhausted; she turned to the Ursa Major, and with a smile, she wheezed, "thank…you…."

The giant Ursa Major looked downward with a smile; she then took Trixie and squeezed her into a tight hug. Trixie kicked and squirmed about as she was suffocated by the Ursa Major while the others came to watch and snickered. The giant bear then let Trixie go as she brushed her fur, grumbling to herself as she reverted to a unicorn. "I…I can't believe I just did that!"

"Yes, it seems you have a superpower now," Celestia snickered, as Luna rolled her eyes. "maybe we should figure out how she's still able to turn into an Ursa Major?"

Twilight came over and hugged the mare, "well, Trixie, I just want to say thank you for your help. If you want, I can look into how you can turn into an Ursa Major?"

Trixie thought about it for a second as she thought it over. As she was somewhat concerned with this strange ability herself but at the same time. It was a relatively extraordinary ability to have. Then, in the end, she shrugged and replied, "Trixie has no problem with her new power and wishes to keep it."

Twilight shrugged as she replied, "All alright, it's your choice; now why don't we continue this discussion when we're back to our world."

"Yes, I agree; we need to hurry back before the ponies notice that the sun has been up for too long," Celestia replied.

Luna looked back at the world of the constellations and sighed, "yes, we should go…but we should come back; this is such a beautiful world."

Trixie turned to Luna as she agreed with the princess this world was beautiful. "Trixie would love to come to visit with you."

But as they walked through the portal, Trixie looked back at the Ursa Major, who was just looking at her with a sad smile. The showmare then ran over and threw herself in the giant arms of the Ursa Major, who took her in a hug. The Ursa Major hugged the little unicorn close to her chest and ruffled her mane. Trixie nuzzled the big bear back and whispered, "I will return to visit you."

The Ursa Major gave a grunt of approval as the mare then trotted over to the rest of the mares, and they all crossed through the portal together. Trixie felt the tendrils of magic swallow her as she was teleported back to her world.

As the four mares came out into the Everfree Forest together, they were all relatively quiet as they walked out of the strange pool and out into the Everfree forest. The mares seemed to all be still reeling from their adventure and were really all just relieved they returned safely and that they were back to normal. They continued to walk through the forest heading back to Ponyville.

Trixie decided to walk by Luna loving to be next to her and enjoying every moment of walking aside the princess of the night. Luna noticed the affection Trixie had for her and replied, "so…do you wish to learn more about magic?"

"Yes, please! Trixie would love to learn magic from you, princess…if that's ok?" Trixie asked with a worried look hoping Luna would say yes.

Luna gave the young mare a smile and replied, "well, if you stay out of trouble, we can hang out more, and I would love to teach you as my student."

Trixie clapped her hooves together, getting excited as she exclaimed, "yeah, that would be nice…and I promise I'll keep my nose clean!"

Luna ruffled Trixie's mane and replied, "all alright, but no more lying, and you need to squash your resentment with Twilight."

Trixie grumbled under her breath that was going to be easier said than done, but Luna had a point. "Fine, Trixie will hold no grudge against Twilight...as long as she doesn't have a grudge against Trixie."

Trixie trotted over to Twilight and asked, "Um…Twilight seeing that Trixie is…um relatively back to normal, may Trixie live and learn from you in your friendship studies and magic?"

"Sure, I have no problem; you already proved you changed by charging Serpens and fighting off that Capricornus." Twilight explained.

Trixie beamed a smile back at Luna, “see! Twilight said yes! We are now friends!"

Twilight rolled her eyes, "well, I think you improved as a pony, but we're not friends yet."

Trixie shrugged, "well, it's close enough."

Celestia couldn't help but laugh at their conversation. "well, I would say this calls for a fascinating friendship lesson? Don't you think Twilight?"

"Yeah, I think it does," Twilight chirped.

"Don't forget to add the part where my sister peed in her sleep," Luna teased.

The other ponies snickered as the princess of the sun rolled her eyes and grumbled, "seriously, what about when you pissed yourself at the sight of the Cygnus."

This got another round of laugher to follow suit as Luna quickly shut up while grumbling under her breath. They then made it to the edge of the Everfree Forest. There they all gave a sigh of relief seeing the edge of Ponyville, and Fluttershy's cottage in clear view.

Luna turned to her sister and said in a somewhat concerned tone, "now we must take our leave; as you said, the sun has been up for far too long."

"Yes, sister," Celestia replied; she then turned her attention to Twilight; she pulled her in a hug as she whispered, "you take care of yourself, don't forget about the report; I would love to hear what you learned on our little journey."

"Yes, princess," Twilight whispered back, hugging the princess of the sun close. Trixie couldn't help but snicker at the two, then turned to Luna and added, "don't forget Luna, let's schedule our first training session soon."

"Don't worry, Trixie, I won't forget; in the meantime, do take after Twilight," Luna exclaimed as the princesses rose up and flew off towards Canterlot.

The two unicorns watched the princesses flew off as Twilight turned to Trixie, "alright, you ready to head to Golden Oaks?"

"yes, of course…but first Trixie must-visit Fluttershy," Trixie responded.

Twilight cheeks flushed red as she looked somewhat embarrassed, "yes, let's go see Fluttershy; she would probably want to make sure we are ok."

They then trotted over to Fluttershy's cottage, where they saw the mare sitting down with the royal guard Spear Point who brought the Ursa Minors. The two were talking to each other and seeming to be having fun together. Twilight and Trixie both snickered as they came over, and then Trixie cleared her throat.

The two pegasi squeaked as they rose up quickly, seeing the two unicorns smirking. Fluttershy started to sweat as she promptly stammered, "Uh…Twilight! I…I… didn't expect you back so soon!"

"Of course not. I didn't mean to spoil your date," Twilight snickered behind a hoof with Spear Point looking downward with a hoof over her face.

Fluttershy couldn't help but stammer, "w.. we're not on a date…we.. we're um…." The yellow-coated Pegasus was now somewhat embarrassed while Trixie burst out laughing.

The show mare then turned to the royal guard Spear Point with a glare. She sort of saw Fluttershy as a mother figure who cares for her while she was an Ursa Minor. She couldn't bear to see her hurt and pointed a hoof and snapped, "you better treat Fluttershy right if you break her heart you're going to get the claw."

She then started to transform into an Ursa major. Her body grew more prominent than before as her fur burst outward, and her body became more muscular. When she was fully transformed into an Ursa Major, the guard squeaked and cried out like a foal as he ran off. Then Twilight and Trixie burst into laughter as the show mare reverted back to normal.

"H…h…how did you do that?" Fluttershy asked, looking pretty terrified herself.

Trixie shrugged, "we're not sure, but Trixie likes her new power and doesn't wish to give it up."

Fluttershy calmed down a bit but then turned her attention to Trixie. "Still, that was rather rude...also, I see you and Twilight are relatively back to normal."

Twilight nodded as she added, "yes, we're back to normal, and the princesses are normal as well, but they had to fly off to lower the sun and raise the moon."

"well, that's good to hear," Fluttershy commented; she then gave Trixie an angry glare and snapped, "still that meant scaring poor Spear Point like that, we we're just having a wonderful conversation about bunnies."

The showmare just threw a hoof nonchalantly and replied, "oh relax, it was just a prank; besides, the stallion knows if he breaks Fluttershy's heart, he's going to get it."

Fluttershy flew upwards and snapped, "I don't need your protection, now excuse me, but I'm going to go find Spear Point." She then flew off as Trixie turned to Twilight and shrugged, "Trixie didn't mean to cause so much chaos; I was just making a point."

"Yeah, but you did go overboard; I'm hoping you'll use those powers more than scaring ponies," Twilight commented.

Trixie turned to face Ponyville and then watched as the moon rose up in the sky and then exclaimed, "no, Trixie shall use her new power for good! Trixie shall use it to help ponies of Ponyville and repair her reputation!"

Twilight placed a hoof on her shoulder, "well, I hope you do, and I'll be there to help you along the way."

Trixie turned to Twilight; she never thought she would ever call her rival a friend …maybe Celestia was right; Twilight had learned to trust her, and she trusts Twilight. Perhaps they're still far from being friends, but they were close to that goal than before their adventure. Maybe she'll give these friendship lessons a chance.

Chapter Two: Spear Point saves the day!

As Fluttershy was dealing with Trixie and Twilight, Princess Celestia was sitting at her desk in her room going over some boring tax laws. That was until the strange friendship lesson burst out from her horn and plopped right on her desk. She then took the scroll and unfurled it out, and continued reading the lesson to herself. It was rather funny being in regards to Fluttershy teaching the Cutie Mark Crusaders about caring for animals. It seems that the yellow-coated pegasus left the CMC squad to care for Trixie, and it was quite an amusing tale. However, the entire ordeal did end up having the Ursa Minor cause a rampage through Sweet Apple Acres. The princess of the sun couldn't help but burst into laughter as she finished reading the lesson. Her sister Luna must have overheard her as the princess of the night opened the door and eyed her sister, then asked, "what are you laughing about?"

"Oh, you have to read this!" Celestia exclaimed, handing the scroll to Luna, who looked down at it with a curious look. The princess of the night then began to read the lesson; she then burst into fits of laughter as she threw her hooves over her face. "Oh my Faust! That was hilarious! Those cutie mark crusaders are quite the hooful!"

Luna took control of herself and looked up as she wiped the tears from her eyes as she looked upward, "well, that was a nice little read. Do these cutie mark crusaders have such adventures quite often?"

"It seems that those three have caught my interest, many young foals enjoy the search of their cutie marks, but I never seen the tenacity to find them as much as from these three," Celestia explained.

Luna gave this dreamy look as she looked upward. "I remember how desperate I was to find mine! I wanted one like Starswirl's."

Celestia couldn't help but feel the same way reminiscing about finding her cutie mark. The princess of the sun then looked back to Luna. She noticed her sister's body started to enlarge and become pudgier and heavier. The alicorn looked down at her own hooves and saw them now covered in a thicker coat of fur. Celestia stepped back with her wide-eyed, seeing her sister transforming in front of her eyes as she cried out, "Luna! Are you ok!?"

Luna groaned as she was bloating upward with her face morphing, becoming thicker and squareish, Muscles bulging; she then turned to her sister and started to make growling noises. Celestia, however, began to groan as she felt her own body beginning to change. The princess of the sun groaned as she felt her body starting to morph and bloat out. She looked downward to see her body was now covered in a thicker coat of white fur. She watched her horror as her hooves turned into thick stocky paws; she fell backwards onto her back and looked down to see her belly-bloating outward. But it didn't take long for Celestia to realize the both of them have been transformed into bears of some sort. The princess of the sun turned to her sister and asked, "What happened? What did we transform into?"

"I... I'm not sure?" Luna responded in a worried tone; the two both looked at a mirror, and that was when the princess of the night gaped in awe at what the two alicorns were transformed into. Celestia was now a stocky white coated bear with big blue eyes and little suns printed all over her body. As for Luna she was covered in a night blue coat plastered with silvery stars and moons all over her. The princess of the night then cried out, "how is this possible! How did we turn into Ursa Minors!?"

Princess Celestia could only blink and wonder as she turned over to her sister. "You know more about the constellations than me? What is this? We didn't drink the teat of an Ursa Major?"

Luna paused, seeming to be thinking things over, then she shook her head. "I...I don't know...but...I was..um...researching a way to turn Trixie back to normal, and I did come across something that might help...though it's a risky solution."

"What is it!? We have to try something we can't stay like this!" Princess Celestia cried out; she was desperate to get back to normal no matter the cost!

The princess of the night seemed to still be hesitant as she took a long pause, but she shook her head. "Not now, I'll tell you later, for now, we need to go to Ponyville. I can only assume something happened to Twilight. I'll discuss my plans when we're all together."

The princess of the sun realized at the same time her sister was right...to be honest, she was always more intelligent than her...but there's a big problem. Celestia looked out at her rather pudgy and adorable form; she couldn't let her subjects see herself or her sister like this. She looked up back at Luna and said, "we need to get there without any pony seeing us? Is that possible?"

Luna plopped onto her big fluffy bottom, tapping a paw to her chin as she was also pondering on how to leave without anypony noticing. Then as if on cue, a young pegasus soldier came through the door and looked around with a nervous expression on his face. He then just looked right at the two fluffy bears; they just stared back at him as he stammered, "Uh...I uh...um heard growls and...um...what happened to you two?"

The princess of the sun tried to explain that they were transformed into Ursa Minors, and they needed to get to Ponyville. But the guard held up a hoof and shouted, "Slow down! I can't understand you!"

He peeked his head out the door and looked around the hall, making sure nopony else was around to overhear. The guard then closed the doors, the stallion then looked around the room and spotted the scroll on the desk. The royal guard walked over and took the lesson and read it for some time, then he muttered to himself. "Ok, I'm assuming from you two being like this, it's a magical incident similar to that one with that mare..trix...Trickster or something in Ponyville six months ago…"

He continued to pace back and forth in front of the two Ursa Minors as he mumbled to himself. "From what I can see, there's nothing out of normal here except for this friendship lesson from Twilight. I'm assuming you must've been transformed around the same time you received it, which means that most likely whatever happened to you started in Ponyville!"

The two Ursa Minors both nodded their heads and clapped their paws in applause at the guard's intuition. Celestia herself then tried to ask if the royal guard can help them leave without anypony noticing. But the pegasus cheeks just flushed red as he replied, "sorry, I don't speak bear, but I think that I get what you're trying to say."

The royal guard then peeked out the door once more; the two Ursa Minors waited patiently. He then threw a hoof, telling them to follow him; the two chubby bears followed the stallion down the hall, trying to be as quiet as possible. AS they came down the hall the stallion held up a hoof again and Celestia accidently slammed her muzzle into Luna’s pudgy butt making her sister snarl. The guard turned around and, “ssshed!” them just as he turned to face another guard coming down the hall.

The pegasus shouted, "halt!"

The two bears paused in the hall, then they heard another gruff voice ask, "um...Spear Point, what are you talking about?"

"Um...I...um already patrolled this area, and there's no need to do it yourself." Spear Point squeaked out and celestia could see the pegasus was clearly sweating and acting way to nervous.

"Are you sure? you sound really nervous for some reason?" The other guard asked in a rather suspicious tone.

"Nope! Everything is fine! Now please leave so I may continue my patrol!" Spear Point snapped back.

The other guard shrugged then walked off as Spear Point continued to lead the two Ursa Minors through the castle to a lone torch on one of the stone walls. He then pulled on it, revealing a secret passage. Spear Point turned around and waved a hoof and shouted, "Come on! this way!"

"Did you know that was there?" Luna asked, her sister being a bit nervous at the sight of the secret passage.

Celestia shook her head, and she, of course, knew that this castle has tons of secret rooms and passageways. She looked at her sister and replied, "no, of course not, but I trust my guards. I'm sure Spear Point knows what he's doing."

Luna looked her sister over before commenting, "I'll go first then."

The night blue bear slowly waddled towards the tunnel entrance; she then attempted to go through first, only to get stuck in the narrow staircase. She kicked and growled, shouting, "help! Celestia, help!"

"I'm coming, sister!" The big white-coated bear roared as she ran over, came behind Luna, placed her giant paws on her massive blue butt, and attempted to push her through. The two bears were grunting and roaring as Spear Point just stood at the bottom of the stairs looking somewhat horrified, wondering if he just got the two princesses of Equestria stuck in the staircase.

Luna was snarling and growling as Celestia kept pushing up against her rump. The white-coated bear grunted and growled as she mustered enough strength to slam her giant paws into Luna, finally dislodging her. But as a result, Celestia fell after her sister losing her footing as the two Ursa Minors tumbled right onto Spear Point, and the three tumbled down the steps in a giant ball of fur. The three then crashed at the bottom of the steps, with the two Ursa Minors sitting at the bottom rubbing their paws over their heads. Spear Point also slowly pulled himself up and brushed the dirt off his coat and flexed his bent wings, and grumbled, "well, at the very least, we're at the bottom of the castle."

He came over to the princesses, helping them both onto all fours. He then came upon a row of chariots and saw one in particular there; it was pretty huge, doubling the size of the other chariots parked there. Spear Point's cheeks flushed pink as he turned to Celestia and explained, "We made this for you just in case if you got too big...ya know, just in case."

Celestia pouted as she crossed her paws in front of her chest while her sister roared in laughter. The white-coated bear snarled and slammed her paws into her sister making her stumble onto her back. Luna growled back, and the two were about to get into a fight, but Spear Point rushed over and threw his hooves up and shouted, "Hey, no fighting! The sooner we get to Ponyville, the sooner we can get you two back to normal! After that, then you can fight all you want!"

The two bears snorted then gave nods as Spear Point gave a sigh of relief; he then led the two Ursa Minors to the chariot and helped them get settled into the seats. The stallion then hitched himself to the chariot and spread his wings out, and exclaimed, "alright! This might take a few hours and a few stops, but I'm going to get you two to Ponyville!"

The princesses both gave each other disgruntled growls. Celestia herself was still rather angry being called fat, and she still wanted to wrestle her sister. Spear Point grunted as he pulled the chariot; the princess of the sun herself was surprised to see a pegasus being able to pull so much weight by himself. They eventually made it out into the courtyard. The stallion took a moment to catch his breath, then threw his wings out, looked into the air, readied himself then with a woosh! He took off into the air! The Ursa Minors both roared in excitement, throwing their paws in the air as Spear Point strained against the weight. He continued to fly through the sky; he grunted and wheezed, flapping his wings as hard as he could. Celestia sat back feeling terrible putting one of her guards through so much pain, but at the same time, was also hoping he wouldn't drop them!

Spear Point groaned as he continued the flight through the air; he was beyond exhausted with his back and wings feeling like they were going to fall off at any second. The two princesses weighed at least a ton; he was heaving and wheezing, but he was determined to get the princesses safely to Golden Oaks library. But as he came over Ponyville, he couldn't help but give a sigh of relief. He started the descent heading towards the library; it wasn't hard spotting the giant oak tree. He then flexed his wings at an angle and slammed his hooves into the dirt, squeaking as he landed rather hard as he dug into the earth, somehow ending up in a pretty deep hole. He then threw the hitch off and wheezed, "we made it…"

He then heard hoofsteps above and looked up to see Spike peering down, who then shouted, "you ok!?"

"Yeah, I'm fine! Are the princesses ok!?" Spear Point shouted back.

Spike looked over and grumbled, "define, ok?"

The guard chuckled under his breath, seeing the young drake must have seen the princesses in their new forms, and responded, "I assume that's a yes."

He then flew out of his hole and saw the young drake with his mouth agape seeing the princesses in their Ursa Minor forms. Spike just slammed a claw to his face as the tired royal guard came forward. "You...your um...Spikey, right?"

"My name is Spike! What happened to Celestia and Luna!?" The little drake shouted.

"Um...I don't know?" The stallion responded, still wheezing as he was still somewhat exhausted from the long flight. Still, he continued to explain regardless, "all I know is I found them like this, and I assume Twilight was involved."

Spike groaned, coming over to the two alicorns and assisted the two Ursa Minors out of the chariot and grumbled, "well...at the very least I'll take them to Fluttershy that's where the other two are."

Spear Point nodded, barely being able to pay attention as he collapsed on the street and wheezed, "can I have some water first?”

"No time!" Spike shouted as he ran off down the road leading the two chubby bears. Spear Point groaned as he got up and stumbled after the drake heading towards Fluttershy's cottage.

Chapter Five: Battle of the Constellations

The three trekked through the strange land for some time, trying to find the lake Luna talked about, and spent a few hours continuing on their way through the strange plain. This strange world just looked like an endless field of grass meeting a night sky, with the scenery rarely changing as they continued their walk. Trixie herself was looking around the place with her hair on the back of her neck raised up. Luna was at the head of the group and seemed to be rather confident which may be a good thing since she would be lost without leading them. The Ursa Minors finally saw something that wasn’t just the night sky or grass; they saw a winding river heading into the depths of what was another valley. Luna seemed to be rather pleased as she raised her head proudly seeing that they were on the right path with a smile and replied, “yes, this is it; we need to head upstream to the lake; it's not far.”

They then saw something rather beautiful jump out of the water and they all gasped to see two giant night blue fish with sparkling stars plastered all over their scales. The fish started jumping and splashing through the river in front of them. The stars above reflected off their scales and shimmered the light. The Ursa Minors were rather surprised seeing the beautiful fish treading through the river as graceful as dolphins heading upstream.

Trixie looked somewhat confused, wondering what the creatures were, and asked out loud, “what are those?”

Twilight rubbed a hoof across her chin and whispered, “those are Pisces the mythical fish of the stars! I thought they were just a legend!?”

Celestia looked somewhat amazed as she whispered, “I can’t believe that constellations are actually living beings? They're also rather breathtaking.”

“Well, I can’t say for sure but I've met them before when they migrated through Equestria a thousand years ago and it seems the stars are an imprint of them. How they came to be is unknown.” Luna explained.

The four Ursa Minors continued to watch the fish swim, and that was when some kind of feral instincts kicked in as they all started chasing after the fish. The giant bears splashed, growled, and gruffed happily as they continued to pursue the Pisces down into the valley. The Ursa Minors didn’t notice as they were chasing the giant fish; they didn’t realize they were coming upon what had to be a big nightblue lion with sparkling stars printed on its coat.

“Leo!” Luna exclaimed, being somewhat surprised.

The lion growled, and as it lowered itself being ready to pounce and grumbled, “what are you Ursa Minors doing on my territory!?”

The nightblue princess seemed to be a bit confused as she replied, “wait, hold on, we're not Ursa Minors; it’s me, I’m Luna.”

“You take me for a fool! Luna is an alicorn princess! You hooligans just want to take my territory!” Leo roared.

The princess of the night saw that the lion was going to attack. The dark blue bear rose up on her back paws and braced herself as the lion charged her. She braced herself as the lion hit her at full force; she had to dig her paws into the dirt as the lion was biting and roaring as Luna was doing all she could to hold him back and grunted, “stop seriously! Why are you lions so darn territorial!?”

Twilight was grumbling to herself, wishing she brought Fluttershy while Celestia was looking back and pointed a paw. “Trixie, look!”

She turned to see that a giant night blue scorpion appeared, as Twilight squeaked out in surprise, “Scorpio!”

“Oh no! We’re trapped!” Trixie cried out; she started to panic with her heart thumping in her chest, unsure of what to do.

The violet bear looked over at Trixie, “you need to take them back!”

“Right!” Trixie shouted; she rose up and then came forward and braced herself. The giant blue scorpion was less talkative, and then the creature tried to stab the bear. Trixie had to maneuver herself, but the beast attempted to go for another attack. Still, she was able to grab the tail, and then she swung the giant scorpion and using all her strength, she swung the creature as far as she could. Trixie turned to see Luna had Leo pinned on the ground and shouting, “seriously! We’re just here to turn back to normal!”

The lion kicked and snarled but seemed unable to get out of her grasp, then grumbled, “alright? If you really are Luna, then what's her favorite constellation creature?”

“Easy, that’s you, Leo.” Luna snickered.

The big blue lion looked over at the mare, and then a smile started to appear on his face. He got up and replied, “it really was hard to believe you're an Ursa minor?

Luna scratched the back of her head with a big paw as she replied, “yeah, I'm confused as to how I was transformed myself? We’re heading to the lake in the middle of this world.”

Leo turned to face the rest of the Ursa Minors and asked out loud, “So I'm assuming you're all Luna’s friends?”

Celestia rolled her eyes as she held out a paw, “I’m her big sister,” The two shook paws then turned to face Twilight and Trixie, who both introduced themselves as well.

Trixie trusted Luna, but she wanted to be sure they were heading the right way and asked, “Trixie doesn’t mean to be rude but is there a lake down there?”

“Yeah, you're almost there, it’s not that far, just keep following the river...also be careful Scorpio is well you know Scorpio he’s always looking for a fight, and I heard Capicronious is on a rampage.”

“Oh great, more crazy constellations,” Luna grumbled.

Trixie turned to the princess and replied, “oh, we can handle them; Trixie thinks we’re doing pretty well.”

“Yes, I agree, but we should be more cautious,” Celestia commented as she came over to her sister, making sure she was ok.

Leo waved a paw, “I got to keep my territory safe, but if you need help, just let me know, alright?

They continued down the road as they eventually came upon what had to be an angry-looking dark blue goat with silver stars printed all over. The goat brayed as it ran at them at full speed with his preparation to ram Luna down. The big nightblue bear took the creature’s horns and started to wrestle the creature down. But the giant goat rose upward and bucked the bear making her fall over. She must’ve been still exhausted from her fight with Leo. Trixie roared as she charged forward and took hold of Capricorn's horns, keeping him at bay and gritting her teeth. They then heard clicking, and they saw another threat coming their way, a giant dark blue crab clicking its claws and shouting curses at them... Twilight took a step back and gasped, “oh no, that’s Cancer!”

“Cancer!?is it contagious!?" Celestia cried out,

Twilight rolled her eyes, “not that cancer, the constellation Cancer.”

Trixie and Luna snickered as Celestia’s cheeks flushed pink as she whispered.” I...I knew that….”

Twilight, however, had to get ready for the next attack; as she got ready for the giant’s crabs pincers, she was able to take ahold of them. Still, it then tried to scuttled over her Celestia roared, “you stay away from my student!”

She then charged at the giant crab knocking on its back, and slammed the crab down with her paws slammed down over the crab’s belly. She struggled to keep the wriggling creature from moving and roared, “Ugh! Why are these constellations going crazy and attacking us!"

Twilight stood back, not knowing what she should do, seeing that Trixie was still wrestling the Capricorn and Luna recovering from being headbutted looking around and seeming to be getting her bearings. They needed backup; she turned to Celestia and shouted, “you keep Cancer pinned! I’m going to go get help!”

Celestia was still holding the giant crab down and roared, “go! I got this!”

She then charged uphill and followed the stream, hoping she could find Leo and hopefully get him to help them.

As Twilight continued to run, she started to get tired; her body was beginning to ache, her forehead sweating and heart pounding. She was not used to all this extra body weight while already walking. Celestia knows how many miles; this extra run was already starting to wear her down. Ran off back up the hill following the river, she had to find Leo! She ran as fast as she could and saw the giant blue lion. After catching her breath, she wheezed, “L...Luna and us, we need help! C...Capricorn and Cancer are attacking us.”

“Are they ok?” Leo asked, looking somewhat concerned.

“They were when I left, but I don’t know how long we can hold them off.” Twilight explained.

Leo didn’t hesitate as he rose up and roared, “Alright! Let’s go! We have no time to lose!”

He then ran off back down the hill as Twilight grumbled under her breath as she ran behind him. They eventually came upon the battle with Luna and Celestia, both holding down the giant crab.

Leo became rather angry as he gave a loud roar, “enough!”

Cancer and Capricorn are both looked over as the giant lion slammed a paw down. “These aren’t Ursa Minors! Some are mortal ponies transformed into Ursa Minors, and two of them are alicorn princesses.”

“I don’t caaaare! They came on my turf!” Capricorn shouted, stomping a hoof and braying once more.

Cancer just snapped its claws in anger, seeming to be angry for no good reason.

Leo lowered his head, getting ready to battle, and shouted, “That's enough! These Ursa Minors are under my protection; now go!”

The two angry constellations only paused for a second as they continued their attack. Leo then charged, attacking Capricon, first grabbing the giant crab in its jaws and throwing it aside and watching it scuttle off; he then pounced on Capricorn and roared in its face. “If I ever see you hurt these Ursa Minors again, you're going to answer to me!” The goat bayed once more before fleeing as well.

He then turned to face the four Ursa Minors, all lying about heaving and wheezing. “Wow, seems like you all could use a breather.”

“Yeah...ya think!” Trixie snapped back, being rather angrily but she was too exhausted to say much else. Leo then helped pull the four Ursa Minors on their paws.

Trixie saw how tired and beaten up they all were; they won’t continue the trip to the lake not in this state. She decided to pull out the three bottles and made formula with the river water. She came back, plopping the bottles down, and explained, “We all should drink up and take a nap then continue on. If we get into another fight like that, we would be in huge trouble.”

The Ursa Minors all nodded with no one putting up a fuss; they all took their bottles and suckled down the contents. It was rather cute, with all four bears laying down nursing the formula making adorable suckling noises. Leo smiled as he replied, “you four all nap here; I’ll keep an eye out on you while you rest.”

They all nuzzled together underneath the stars. Trixie looked upward with a dreamy smile on her face looking up in the endless void. It didn’t take long for sleep to slowly take over the group. Trixie was the last to close her eyes and fell into what was dreamless sleep.

Chapter Six: You can't take the bear out of the showmare

The troupe of Ursa Minors slowly woke up along with Trixie, who woke up from a rather long nap. The blue-coated bear saw she was the first to wake up with the others still sleeping, and they seemed to be still somewhat exhausted from the battles. She laid back and stared back at the stars above and gave a deep breath as she watched stars soaring through the sky. It was relatively peaceful here without any constellation monsters attacking, the soft breeze came through the valley, and there was a sense of peace in the air. She laid there for what had to be for at least an hour, watching streaks of stars crossing the sky and wondering where this place is? Twilight said that none of these stars exist in their world, so they must be in an entirely different world. She then turned to see that her friends were all finally getting up; she waited for the rest of the Ursa Minors to stretch and limber up before they were going to head out to find the lake.

Twilight tapped a paw to her mouth and yawned, "I'll admit, having naps as an Ursa Minor is rather relaxing."

Celestia nodded in agreement as she stretched her arms out and yawned, "being an Ursa Minor even for a day was rather relaxing…."

Luna, however, seemed ready to get back to normal and grumbled, "it's not far; we should keep following the river, and then we should be at the lake."

The mare looked over at Leo with a smile and thanked him. "Thank you for keeping us safe while we slept."

"it's no problem, and I'm happy to see you all look well-rested," Leo explained with a smile on his face.

Trixie came over and hugged him, and then Leo patted her back with a paw. He then asked, "you sure you don't need assistance? The road could still be dangerous."

"Yes, that would be great," Trixie sighed in relief; she wanted to say something, but she was a bit nervous to say anything else.

They then continued to the lake, where they saw the giant body of water at the bottom of the valley. It was huge, like a vast ocean spread out over a plain of green; it was rather beautiful seeing the wind ripple across the lake. It was rather beautiful, and they then felt wind hitting them; they looked up to see the enormous swan covering the night sky! The giant fowl covered in night blue feathers with stars covering its entire body. It was a swan of some sort with a long neck tucked under the bird's wings.

Celestia stood there looking somewhat confused and asked, "who is that?"

Twilight crossed her paws and grumbled, "it's Cygnus; she's covering the entire lake with her body. How do we get this bird off the lake."

"Um...uh, can we even? Look how big it is!" Trixie shouted.

They all just stood there looking at the creature with an unsure expression, all wondering how they were going to get it to move.

They sat around for a bit, pondering on what to do, when the princess of night sighed, "All alright, I think we should try talking to it."

"What!" the others all shouted.

"Yeah, you heard me. I think we should talk about it? I don't see the problem with trying to reason with Cygnus." Luna suggested.

They all grumbled, and the others were unsure of this course of action. Celestia looked over to her sister and replied, "I seriously can't condone this sister; if that thing gets angry, it could kill you; I can't let that happen."

Leo rose and growled, "I won't let that happen if Cygnus attacks; I can hold her off."

"I agree with Luna; we came here to turn back to normal and that Cygnus is in the way. There's no way we can fight it; talking to her and trying to get her to move is really our only option," Twilight explained.

Trixie sat plopped down on her rump, scratching her chin; she saw the others all were looking at her. She was given the title of leader, so she was given the final decision…Twilight was right; trying to move the Cygnus by force would be stupid and would be suicide. Luna also has been here before and has some connections with these creatures. She was the best course in trying to talk to the creature to get it to move. "alright then, I agree we get Luna to talk to Cygnus to get it to move. But if that fails, the best next option would be we have it lured away by Leo. He can attack and provoke her; she's big but probably slow. If Leo can lure it away, then we can rush into the water and bathe in it before the creature returned; then we have a shot of turning back to normal."

"Th… that's actually a pretty good plan," Twilight replied.

"Alright, but first, Trixie suggests we get something in our bellies." Trixie chirped; she took out the bottles full of formula already prepped and ready. They all just nodded in agreement. Trixie smirked, seeing they were too embarrassed to say they liked the stuff at this point. They each took a bottle and plopped one in their mouths as they suckled down the contents. Trixie smirked as she watched the others drinking foal bottles like actual foals were so adorable and was something she was sorely going to miss.

After they finished their meal, they all then slowly lumbered over to the giant swan seeing its massive form now in front of them. It was sound asleep with its long neck tucked under a wing as it slumbered. Luna gulped as she was beyond scared of what aw came forward slowly and steadily; the giant bird was probably the terrifying thing she's encountered so far. The princess of the night then stretched out a paw forward to touch the swan and felt the soft feathers. The creature stirred as the swan raised her head as she slowly unfurled its wings. The four Ursa Minors and even Luna all looked upward at the giant bird, who then looked down at the fours Ursa minors with curiosity and asked, "who are you?"
Luna shook all over with fear as she stammered, "I… I'm a princess alicorn…or…or I was that is, but I was turned into this?"
Cygnus then looked over at them, probably confused; she then replied, "Hmm…I see you and your friends were turned into Ursa Minors.

"Th… that's right…" Luna stammered. "we need the water from this lake to turn us back to normal. Please allow us to bathe in it for a few moments."

They all nodded as Cygnus looked down at her body and chuckled, "I apologize for covering the lake like this…I just like to come down here to nap; of course, you may bathe as long as you need."

She then spread her wings and started to flap her wings; the Ursa Minors had to use their paws to block the wind from making them fall over. The Cygnus then flew off into the air and headed off.

Celestia chuckled as she commented, "that went better than I expected."

They then all heard a hissing noise, and they turned to Luna, whose cheeks were bright pink, and all the Ursa Minors then burst into laughter once more along with Leo. Luna shouted, "stop that it was an accident! Heck, Celestia pissed in her sleep!"

Celestia's face turned red as she roared back "you said you wouldn't tell anypony!" But this of course brought another round of laughter. But everypony quieted down Trixie then wiped the tears from her face and saw the water from the lake touching her paws. It was unreal being this close to finally turning back to a pony and she wondered if she was ready to become a pony again.

"Alright, so let's get in and turn back to normal? What are we waiting for?" Twilight asked.

Trixie scratched the back of her neck; she couldn't believe she was debating entering these waters or not. Yes, she missed being a pony but being an Ursa Minor had its perks…She sighed, "alright, let's do it, let's turn back to normal."

They then went into the middle of the lake, and they all went into the water, and they let the magical tendrils wrapped around their bodies. Trixie groaned as she felt her body slowly being transformed. Her fat and muscle were dissipating from her body like smoke that rose in the air. The transformation felt like an enormous weight fell from her body, feeling so much lighter. She looked over at the others and saw Twilight, Celestia, and Luna, all hugging each other, laughing, and we're all happy they were back to normal. Trixie smiled; it was a rather touching scene seeing the three back to their normal forms hugging and laughing together. But then Luna looked up and looked over and asked, "so…what do we do now?"
They all looked around, and then Luna turned to the river "that's easy; we just follow the river back; there's a cave with a portal that'll take us home."

Celestia looked up into the sky, "well, I'll admit that this place is rather beautiful. I'm going to miss it."

"Yeah, it is, I'm coming back to visit as soon as I can," Luna whispered.

"Alright, come on, let's get out of here before another giant constellation creature attacks," Twilight replied.

They then followed the river back down the night sky with the stars shining down on them; they continued their walk down the river then saw a giant serpent standing above the cave. The massive blue scaled snake with stars printed on the scales covering the creature that was guarding the portal home!

Twilight gasped as she cried out, "that's Serpens! What is it doing here!"

Leo's eyes went wide…" I…I can't fight that!"

Luna shivered in her hooves looking rather scared as she stammered, "S...Serpens is probably the most dangerous constellation here I don't think I can talk to it like I did with Sepens."

"We need to get Cygnus to help! She's the only one who can!" Trixie shouted.

"But we don't know where she is!?" Twilight exclaimed.

Trixie slammed a hoof and shouted, "buck!" They were so close to getting back home and back to normal then another obstacle had to be in their way.

Luna then turned to the direction of the lake. "Wait…she might have returned; we should have me or my sister fly back to see if the Cygnus returned."

Trixie nodded that it was a good plan they can fly fast and that Cygnus seemed friendly she then turned to Twilight and suggested, "We should stay here and keep an eye on the snake. But we should hide and see if it leaves."

"Right!" Twilight shouted. Luna and Celestia flew off as Trixie and Twilight hid behind a rock. They both watched the snake sleeping soundly. It was evident that it probably wouldn't leave, and even Leo seemed scared of it.

Trixie looked down; if they couldn't find Cygnus, they were screwed. There's no way they can take on such a beast; she had to do something! She couldn't let the princess of Equestria be stuck here forever!

Twilight then made a loud gasp and shouted, "Trixie, you're transforming again!"

"Huh!? What are you talking about?" Trixie asked as she looked back down at her hoof and saw a night blue paw.

Twilight just stood back and watched in horror as Trixie clutched a hoof to her chest and grunted as she felt her body growing again. She felt her entire being explode with muscle and fat once more, her hooves turning into paws once more, her body expanded, becoming bigger and bigger. She must have grown double the size of her former Ursa Minor body. She continued to transform as her face turned squarish again, as her tail fell off once more, replacing it with a stubby night blue tail. She then roared at the top of her lungs and turned towards the giant snake and roared again as she charged right at it!