The Draining

The town of Ponyville was peaceful, and with no outward threats or any obligations towards the school, with it being summer vacation, it was time to take care of business. Pinkie got back to helping the Cakes at Sugarcube Corner, Rainbow Dash had just gotten home from a tour with the Wonderbolts, Applejack was on the farm, Rarity was in her boutique, and Fluttershy was tending to the animals. They all planned to meet up at the Castle of Friendship for dinner and a chat while they could, but until that would happen, there would be plenty of time for Twilight and Starlight to get to work on a proposed experimental spell: an intelligence enhancement spell that would allow someone to retain and gather as much data as possible. Similar spells were tried, but they almost always resulted in burnout after a certain amount of time. It was like a medicine rather than a full-on enhancement. Now, they intended to fix that and make another name for themselves.

They asked Spike to stay out of the castle just in case an incident were to occur, so he would spend his time relaxing under a nearby tree and reading some new comics he had special ordered from Dragon Town. The tranquility was nice. No hectic battles, no life problems that any of them had to solve, just a nice day where they could relax and do things that they wanted to do. As he read, his mind would slowly take in this peace and, with a slight stretch of his wings, he slowly closed his eyes, resting the comic book on his head.

Back in the castle, the two mares were hard at work, pushing their magic to its limits as they were surrounded by a magic field. They held each other’s hands, concentrating on their magic. “I don’t know Twi…” Starlight muttered as her horn glowed. “I think if we pushed the power a bit more, you could get a sharper effect.”

“No, Starlight…!” Twilight retorted, trying to keep her emotions in check so as not to disrupt the balance of their combined spells weaving together very slowly. “If we push too hard, the balance of the spell will burn us out and we could be out of commission for the rest of the summer…!”

“I’m just saying, spellweaving like this is going to take longer than we have time for if we’re going to make it in time to get the dinner ready, we might stand to put a bit more juice and hurry it up.” Twilight struggled to come up with an argument, but thanks to the spell taking up her brain power, she couldn’t think of one. “I-I suppose you’re correct…” She muttered, squirming as she took a slow breath. “O-Okay, We’ll speed things up, but only a little bit, okay? Just a bit of power…”

Nodding, Starlight took a breath and ever so carefully, their horns glowed brighter as they put more and more juice into the spell. The spell between them glowed brighter as well, their spell weaving picking up speed. At first Starlight gave a smirk, confident that her assumption was correct. Then, she saw that the spell was getting faster. And faster. And fast enough that it was starting to become concerning to the both of them. All of a sudden, the spell was spinning about like a ball rolling down a mountain and pulling them closer. Both of them tried pulling back, but it was no use. “W-What’s happening???” Twilight shouted in fear, her hands grabbing her horn to try and cancel the spell somehow, with Starlight doing the same and yelling back, “I-I don’t know! I-It shouldn’t have happened like this!!!”

They tried pushing away, but the only thing that would occur was that their bodies would push closer and closer together until soon, their muzzles were inches apart. Before Starlight could say anything, they kissed.

~~~

Back outside, Spike was fast asleep, halfway through a copy of Power Ponies when he heard the sound of a boom. It shook the ground underneath him enough that it caused him to hover above the air. Luckily, his wings caught him, flapping in the air as he looked around in a panic. Something like that wasn’t just some phenomenon, especially when he was kicked out of the castle for a “private experiment” between the two. Grabbing his comic book, he flew back as fast as he could, bursting through the doors to see that the whole place was covered in odd sparkles. These seemed very similar to the remains of the spells that they would cast, but it was never so big that it would cover the whole castle. No sign of the girls either. “Twilight?” He called out, flying slowly. “Starlight?” No response from either of them. “Are either of you there? … Are you alive?” Again, there was nothing, causing Spike to worry. He looked through every room of the castle, and all he could find were more sparkles. Finally, he went to the map room, the last room on the checklist and opened it up. “Please tell me you both are here-WOAH!!”

Almost immediately as he had opened the door, he nearly closed it out of shock. After taking a quick moment to recollect himself, he looked back. Sure enough, he had found… Something. What stood before him was a mare unlike anything he’d seen outside of those special magazines that Big Mac hid under his mattress. Soft puffy lips, tiny waist, a massive set of tits and an equally big ass, all wrapped up in a slutty schoolgirl outfit. However, if he squinted closely, he could see the Cutie Mark and color, a mix of purples which blended in such a way that it could only be one… Well, two people. Rubbing his eyes to make sure the sparkles weren’t altering his vision, he gawked.

“T-Twilight… Starlight… Is that… You two…?” The mare simply blinked and looked around, clearly disoriented before falling back a bit and finally letting out a scream. “W-What happened to m-... Us??? I- I mean we look… W-We look like a slut!!”

“I-I mean, you don’t look that bad…” Spike muttered as he looked his fuzed friends up and down while their back was turned. As TwiStar hyperventilated, Spike grabbed her by the shoulders and shook her. “Get a hold of yourselves!” He shouted as he shook, finally stopping to look down. “Look, there was a bit of a magical mishap, so why don’t we try and reverse it?”

“Y-You don’t get it, Spike! This was a combination of spells that can’t be easily untangled! Ohhh, this is, like, sooo bad!” She blinked, realizing what she just said. “Like, what’s with the like? W-Why am I totes feeling weird?” She gripped her head. “F-Feel… Dizzy…”

“W-What’s going on??” Spike said in concern, but rather than answer, TwiStar’s eyes widened as finally ,they realized what might be the cause. They strutted over to some papers, tests that they would take in order to test their intelligence, and stared with a quill in hand for a long while. After no response for quite some time, she gasped in shock. “I’m like, not getting smarter! I’m getting dumberer!” She shouted, gripping her long, flowing hair as she realized how much dumber she was getting.

“A-Alright, calm down,” Spike said reassuringly, trying to keep the fusion from freaking out anymore. “Now just take a breath. Is there anyone who could possibly help this?”

“U-Uhhhh… Oh, like, Princess Celestia! She’s super smart, she can help!”

Spike raised an eyebrow but shrugged, grabbing a quill and parchment and beginning to compose a letter to their princesses, informing them of the mishap before rolling it up and sending it out via smoke. It wouldn’t take long before they sent a reply, which Spike read out.

Spike,

I am sorry to hear about the events that had occurred between Twilight and Starlight. Magical mishaps are often common when it comes to dealing with spell creation, and oftentimes, this can result in permanent changes. Normally, the only remedy of this would be to attempt to untangle the spells and decast them before the intelligence drain became permanent. However, as Luna has just informed me that Zebrikans had actually developed a remedy for any manner of magical mishaps, and if I recall, you both have a friend by the name of Zecora who will likely know this recipe. I suggest moving post haste before the effects could become permanent.

Sincerely,

Princess Celestia + Princess Luna

Spike sighed as he rolled up the letter. Sure enough… He thought. Their ultimate solution is to point us to someone else and ask THEM for help instead.

TwiStar however was ecstatic, clapping her hands and bouncing up and down, making Spike have to look away to try and avoid getting an erection. “Goodie goodie! We gotta go over to Zeezee’s right now!” She blinked and stomped her foot. “Agh!! G-Gotta get a hold of myself…!”

Spike held out his hands and stopped his friend(s) from going insane. “Look, no worries. I’ll go and talk to Zecora. We might need to cancel the dinner because who knows how long it’ll take, but we can reschedule for tomorrow. Here, let me just…” He grabbed more parchment and began to write down more letters, one for each of Twilight’s friends telling them that the dinner was cancelled and not to come by because of the potential that the magic was still lingering (although, he wasn’t too worried about that being a thing. He was mostly aiming to keep TwiStar’s feelings in check). After rolling them up, he blew his fire and sent them out to the right recipients with a smile. He then turned back to TwiStar and gave a thumbs up. “You just stay here and rest while I take care of things. You can trust me.” For quite a while, Spike always felt like he was causing more problems than starting them, but in this instance, he felt like he was taking control. His friends needed him, and he didn’t want to mess that up.

TwiStar stared at Spike while covering her face, running over to him and hugging him tight between her E-Cup breasts. “Ohhh Spikeeey!” She shouted while sniffling. “W-What would I do without yooou…?!?”

Spike squirmed between the tits, blushing hard as he was cuddled mercilessly. “T-Twi… C-Can’t breathe…”

“Oh!” She said, letting go with a blush and a giggle while rubbing the back of her head. “Oopsie!”

Sighing and picking himself up, he walked out of the map room and right into the bathroom, locking the door as he found that underneath his pants was a throbbing cock. Sighing, he whipped it out and began to stroke it, closing his eyes as he recalled the sensation of the tits on his face again. He moaned as his clawed hand moved back and forth on his throbbing rod, panting and slowly moving his hips along with it. After a few minutes, he gave one more thrust in his hand, shooting cum all over the floor with a long moan. Panting, he stared at the splatter for a good while as he slowly recollected himself. He tucked his dick back into his pants and cleaned up the mess with some tissues, tossing them in the small bin before flying out of the castle. Little did he realize that after cumming, his figure tightened up ever so slightly…

~~~

The trip to the Everfree Forest was a bit of a trek, but nowhere near as terrifying as it was back when they first moved in, especially now that there were dedicated trails. The whole way as he flew, people complained to Spike about leaving sparkles on them, which he didn’t have the mind to listen to. His mind was focused on one thing: Getting that cure. He flapped his wings with vigor, diving into the thick wooded area and imitating the poses in his comics the whole way. He even did a hard superhero landing right in front of Zecora’s hut before kicking his legs out and wiggling his arms from the numbness.

“Ow ow ow…” He muttered to himself. “How do they do it so easy…?”

Sighing, he quickly knocked onto the door, looking back and forth as the sounds of the forest filled the air. After a few minutes, Zecora opened the door, looking at Spike with a nod. “Oh dear Spike, what troubles you? Your face displays a worried view.”

“Zecora, we have a problem,” Spike walked into the hut, leaving a trail of sparkles. “Twilight and Starlight were trying to make some new spell to make them smarter or something, and then there was this big explosion and now the two of them are fused together into some…” He tried to stop himself from saying sexy, blushing and shaking his head. “A-Anyways, not only are they fused into one now, but they’re losing their smarts and if we don’t help them, she could be dumb forever!” He panted and tried to collect himself, Zecora nodding along to everything. “P-Princess Luna said that you might know some kinda potion that might be able to turn off any kind of spell backfire…”

Nodding once again, Zecora placed her cauldron in the middle of the room, setting some wood under it and pouring water into it. “It is true we Zebras have such a brew, but to make it is not an easy thing to do. Many ingredients are needed of which I am out, so to forage I must take a dangerous route.”

“I can go out to forage for you!” Spike said, saluting her. “Just tell me what I need to get and I’ll grab it all as quickly as I can!”

Smiling at the dragon’s confidence, she quickly opened up a book, flipping through pages and writing down notes on each of the ingredients, and finally handed him a rather lengthy list. “Take the eastern trail through the darkest path, and be prepared once you return to take a long, hard bath.” She chuckled. “Before you go and forage, I ask that you take aim, and give my cauldrons tinder a renewing flame.”

Nodding, Spike blew his flame breath down onto the wood, causing it to crackle and roar, slowly heating up the water in the pot. With that, he waved and ran out. “See you Zecora! I’ll be back in a bit!”

As Spike left, Zecora turned to the brew and began to gather the items she did have and one by one, slip them into the pot before slowly stirring it. What a fine young man, as dependable as a rock, she thought as she stirred. I really hope to one day see his cock~

She blinked at the thought, scratching her head. W-What compelled me to have such a thought, and why am I all of a sudden feeling so… H-Hot…? She stared into the cauldron as she continued to stir in a clockwise motion, her focus being pulled towards that as her body tingled. She could see sparkles come from the brew, floating up at her and keeping her distracted as, gradually, the changes began to occur. Her chest began to feel tight as, ever so slightly, her breasts grew and pressed against the fabric off her top. She squirmed in place as she adjusted it with one hand, but never looked away, sweat dripping from her head into the pot, causing tiny ripples across the endless swill pushing her deeper and deeper in.

Just have to focus and stir the pot… She thought. Can’t get um… Distracted…? S-Something else… Her mind felt like it was moving in molasses, her mental power trying to remember the ingredients she wrote down while coming up with rhymes only to end up going nowhere. A-A flower from a creepvine… T-The leaves of a Fillispire… N-Nectar from… Uhhhh… She rubbed her head as it ached from all the thinking, not realizing that her ass was also pushing against her loincloth and stretching it out. Neither her tits and ass would stop growing, as she took in the sparkling fumes which gradually wiped bit after bit of her mental power.

“T-The water in the pot is so pretty…” She muttered as she stirred. “A-And the fumes are starting to make me feel silly…” She smiled at herself in the swirling reflection, waving to it as the stirring stopped. “Hi, me!” She giggled as she took a deep breath, more sparkles filling up her brain. As she did so, a new sensation washed over her body, a heat which radiated from between her legs. She slowly removed the spoon and looked at it, licking her lips before sliding it between her legs and grinding her pussy against it. She moaned, humping her spoon as she leaned forward, her top struggling to hold on any longer before finally snapping off, falling into the pot while her tits bounced up and down before settling down to a soft jiggle.

“Oopsie! My boobies, like, totally fell out!” She said, looking down at them before seeing her reflection, noticing that her lips were getting puffy as well. Great for cock sucking… Something in the back of her mind told her and of which she was in no position to disagree, only nodding and giggled. Her hair also grew longer, finally falling from her usual mohawk style and going down past her shoulders. She would’ve begun to twirl her now long, flowing locks, but both hands quickly became occupied, one still using the spoon as a makeshift grinding pole, and the other firmly grasping on one of her new tits. She squeezed and fondled her newly expanded breast, staring in her reflection and breathing in deep as the sparkling steam slowly filled the room. Her tongue hung out, a strand of sparkling drool sliding down into the pot and dripping into its contents. Then, as she pinched her nipple and gave it a tug, she felt something shoot out, causing her to moan.

“W-What was… That?...” She moaned as she panted, looking down at her breast to see it leaking a white, glittering substance into the pot, making the brew change color from a sickly green to a sparkling pink. Gasping, she bounced her massive mammaries up and down. “My boobies can make milk!” She shouted, giggling the whole time. She bent over again, squeezing her tits and tugging at her nipples more and more and causing glittery milk to spray out into the pot, the bubbles from the boiling brew shooting up even more twinkling clouds into her face and making her brain feel sparkly. She giggled and drooled, spraying more milk and dripping more drool as she took puff after puff before the feeling of her now fat, wobbling butt caused a disturbance in her balance, causing her to fall back, dropping her spoon in the process.

“Ahh!” She yelped, tits bouncing up and down as she blinked slowly. Something didn’t feel right. It was like she was forgetting something… She blinked and looked down at her body. It had to do with this, that was for sure, but what could it have been? Then, the burning in her loins reminded her of what was missing for her. “Oh, like I totally forgot!” She exclaimed. “I gots to masturbate lots today! How silly of me!” She giggled and slowly slid her fingers into her wet snatch, sliding them in and out and moaning as she popped a tit into her mouth and began to suckle. The sensation was immense, causing her eyes to roll up and spray cum all over the floor after just a few seconds. And yet, she wouldn’t stop fingering herself, and she wouldn’t stop suckling her own milk…

~~~

Spike dodged around the vines that swung at him, blowing fire over and over to try and push the plant monster back. It would only sort of work, as it would flinch before charging again. Seeing no easy way out, he quickly ducked behind a tree, hiding and holding his breath in hopes of not being spotted. Peeking around the corner, he saw that the beast was searching around, hunting for its scaley prey. Spike could see the object that he needed, a purple flower with a red stem. He bit his lip and looked at the bag of ingredients he had already. He couldn’t risk losing them by continuing the chase, especially with him throwing fire around like an arsonist. He looked up at some branches. A plan formed into his head. A stupid plan that had a high chance of failure, but a plan nonetheless.

Nodding to himself before flying up as quietly as he could and tying the bag to the tree. That done, he carefully walked onto the branches towards the monster, waiting for the opportune moment for him to strike. After much waiting, the monster crawled its way to the tree, standing just above Spike’s position. With a gulp and a prayer, he leapt into the air and dive bombed straight down, the sound of his wings alerting the creature, who looked up and roared loudly. Spike kept diving, dodging each vine tentacle that tried to snag at his body. He approached the flower at the center of its gaping mouth at higher and higher speeds, squinting hard until…

SNAP!!!

The beast’s mouth snapped tight, trapping Spike within the flowery tomb as it gave a sinister grin. Then, it stopped, almost looking a tad confused. All of a sudden, smoke poured from the crevices of its mouth. Then, in a rush of movement, it opened its mouth wide, unleashing a torrent of green flame and dashing around the swamps in a panic before diving face first into the water, steam coming off of its mouth before passing out. From the limp body of the creature, Spike’s hand emerged from the swamp water, clutching the flower in his hand. Soon, his body emerged with it, coughing loudly as he crawled back up to the surface and spat out the water.

“Agh… T-Talk about a mud bath…” He sputtered as he rubbed his face clean of the muck. As he did so, he found himself looking down, spotting a vague reflection of himself in the dirty water. It was hard to tell, but with the right angle, the ripples almost gave him a thinner, more feminine physique. Laughing a little at the funhouse mirror-like properties of the water, he struck a pose, putting one hand on his hip and the other on the back of his head. He could see the scales on the top of his head looking longer, the top tilting to the side like hair and giggled. “Talk about weird,” he said with a smirk, grabbing the flower in his hand and sauntering over to the tree, not noticing he was swaying his now wider hips with a bit more emphasis.

After reorienting himself, he found the tree he hid the ingredients in and flew up to it, untying the bag and dumping the flower in. “Alright, let’s see…” He pulled out the list and went through the checked items, checking the flower off the list. With one final scan through the list, he gave a confident nod. “Yep! That’s the last of everything!” He looked up at the sky, seeing how much the sun moved which caused his eyes to widen. “Oh jeez, that took way longer than I thought!” He quickly looked around for the path back, trying to remember which way he came before finally deciding on a path and flying down it.

Unfortunately for the drake, he would take quite a few wrong turns, leading him back to the beginning before finally, after a few hours, he came across Zecora’s tree hut. However, right from the outset, something seemed off. Right from the outset, the windows and the cracks of the door were leaking steam. This would have been fine, a sign that Zecora was cooking that remedy extra hard, but the thing that threw that idea out the window was what sounded like a groan. With wide eyes, he rushed to the door, swinging the door open.

“Zecora, are you o-” was as far as he could get before he was hit hard in the face with steam, coughing a lot and trying to use his wings to blow the clouds away. The groaning would only get louder as the door opened, and through the sparkling fog, he’d see a form lying on the ground. Covering his mouth as best as he could with one arm, he moved closer, holding out his free hand to make sure he didn’t run into anything. “Z-Zecora, I’m here to get you out, come on!”

Then all of a sudden, his clawed hand grabbed something soft, and that groan of pain soon sounded a lot more like a moan. He blinked, looking down and as the fog parted, he saw what Zecora’s problem was. Much like TwiStar, her body had become a sexual parody of itself, a massive ass which he sat upon, huge wobbling tits, long locks of hair which crawled down her back, and a sopping wet cunt which her fingers were dug into. The only difference between the two bodywise was that her tits, which were way bigger, were leaking an absurd amount of milk.’’

“Z-Zecora???” he exclaimed in shock. “W-What happened to you???”

Zecora popped her tit out of her mouth and giggled. “Liiike… ZeeZee hornee… Me wan’ dick!”

“H-Huh??”

“ZeeZee wan’ dickdick!” Her eyes locked onto the bulge in Spike’s pants, which got bigger as he stared down at the sexy zebra woman. Before he could react, she pulled his pants down and was promptly smacked by his enlarged cock. Noticing the size change, he blinked and gripped it.

“W-Wait… How did it get this-Ahhh!” He didn’t have time to think about that as Zecora latched herself onto the tip, bobbing her head back and forth and sucking on it hard. Spike cocked his head back, moaning loudly as he felt her get further down his rod with every motion. He panted softly, his hips moving in sync with her bobbing and his moans filling the hut. He reached his hands forward, grabbing her by the hair and moving faster, which Zecora responded by matching the speed. Soon, she put the tip of her snout to his stomach, her throat tightening which prompted him to groan and give one final thrust. With it, his balls tightened and a massive amount of cum flew down her throat and into her stomach, causing a slight bulge.

After a few moments of thrusting forward, he finally pulled out, falling on his back and panting slowly. His mind was spinning, trying to focus and get back up to leave. However, Zecora had other plans, quickly recovering and crawling onto his lap. “Me hornee! Zee Zee puss need cocky!” She shouted in her high pitched voice. She pushed her butt down, grinding it up and down on Spike’s cock and bringing it back to full mast as he moaned softly. He wanted to resist, to say anything, but once again, Zecora was faster, and lifted her ass in the air before dropping her pussy down onto his cock, causing them both to moan loudly.

“Haaah… Z-Zecora…” Spike panted as he thrusted up into her pussy. “Y-You’re so tiiight…” Zecora didn’t respond, only mindlessly bouncing on his dick over and over, Spike matching her speed and rhythm as he reached out and grabbed her ass. He squeezed the cheeks and kneaded them, making Zecora squeal and moan louder. She, in turn, responded by leaning down and shoving a tit into her mouth. At first, he was shocked and tried to spit it out, but after a couple failed attempts, milk poured into his mouth, causing his brain to spark and begin suckling on it. The sheer amount of milk that he consumed caused his body to react, and his hips began to thrust with greater strength, making him moan louder and slam his hips into her, slapping his nuts on her ass and making it jiggle harder.

“Ahhhhn~ Spiiikiiiie~ Gimme lotsa cuuuuummmyyyyyy!” Zecora cried out as she sprayed her pussy juices all over, leaving a big puddle. Spike, with tit still in mouth, would grab her and bounce her ass on his cock, feeling it twitch and throb as he got closer and closer to climax.

“Yes yes yes… Ahhhhhhhh~” With one final thrust, he poured his seed into her, causing her to cry out in pleasure and arch her back as a flood of cum rushed right into her womb. He finally collapsed as Zecora slid off his cock, drooling on herself, milk leaking off the side of his face as he tried to keep his mind under control. “G-Gotta… Get up…” He groaned, slowly pushing himself up and noticing something very wrong. His cock was still very much erect and it wasn’t showing any signs of softening. To top it off, it had clearly grown a few inches since the sex, and his balls felt larger and heavier, going from plum sized to apple sized in a matter of minutes.

To top it off, Zecora wasn’t out either. It had only been a few seconds, and she was already back on her feet, or rather on her side, one leg spread up in the air and showing her dripping pussy to the dragon with a lustful expression. “Spiiiikiiiie…” She called out, licking her lips. “Zee Zee need more cum cum! Gimme now!” Her ditzy giggles filled the air, mixing with the magical steam around them. He wanted to say no. He wanted to run out as fast as he could and get out. But if he did, he might lose the antidote. Plus, she looked so sexy… He bit his lip, gulping slowly as he slowly moved over to her, not noticing that his waist had tightened up, and his muscled physique had become leaner and more slender…