Royal Guard Program

by Holocron

Rating: mature
Tags: Non-consensual, Random, Princess Celestia, Sex, Anthro, My Little Pony: Friendship is Magic, Alternate Universe, Princess Luna, Porn, Royal Guard
Length: 13121

Princess Celestia and Princess Luna devise a plan to both punish some of the Royal Guards, while presenting an opportunity to some others.

Princess Celestia has heard some unsettling rumors regarding members of her Royal Guard. As well as this, Princess Luna has noticed a handful of guards in their dreams have felt a desire to be the other gender. At the behest of her sister, Celestia agrees to a program in which select guards are to undergo a procedure as a form of punishment, while another few guards are given the choice to do so as a means to see things from a different perspective.

Contains: Gender Changing
Commission for FriendsForever.

Published 2023-04-02 16:40:02 UTC
Last updated 2023-06-17 00:41:02 UTC

The Preparation

The audience chamber of Canterlot Castle held the rhythmic stepping of Princess Celestia’s pacing. Walking back and forth, there were no other forces besides her, as she wished to be alone from any of her royal guards. Deep in her thoughts, she was clearly troubled by something. So much so, she failed to even notice the grand doors opening. Walking through them, her sister and equal, Princess Luna. The night alicorn could tell there was something bothering the sun alicorn.

“Sister…is something the matter?” Luna asked, walking over to her sister. “When I read your summons, I was quite perplexed.” Summoning a small scroll to her hand, she opened it. “You mentioned a concern regarding some of your royal guards. What did you mean by this?”

“Exactly as it says.” Celestia replied, now noticing her sister. Turning her head to face her, it was obvious that there was something so heavily concerning the alicorn that she seemed to have small bags under her eyes. “I have learned some terrible news.”

“Please, sister. What can it be?” Luna asked, her own face now showing a look of worry for her elder sister’s wellbeing. “What news has left you in such a state?”

“It is my royal guard.” Celestia explained, her words sounded heavy and full of distress. “Not all, but some have been rumored to have engaged in…activities unbefitting any respectable pony, let alone a member of my Royal Guard.”

“I too have noticed a strangeness in the dreams of many of the guards. Including that of my own.” Luna commented, nodding along as she looked at her sister. “But first tell me what you’ve heard, so we know it is similar.”

“It has come to my attention that a number of my Royal Guards have engaged in sexist and sexual misconduct.” Celestia explained, taking a breath as she spoke. “A number of the mare servants have been harassed, and at least one has faced worse. What pains me the most is I had to hear about it through rumors.”

“But these could just be rumors, right?” Luna asked, but her words changed as she saw the saddened look on Celestia’s face. “You confirmed the rumors…didn’t you?”

“I did, and I’m heartbroken.” Celestia said, taking another long, sad sigh. “But I am uncertain what to do. Such a crime must be punished, but I long forbade the public execution, and imprisonment has never worked.”

“I understand.” Luna said, pondering a possible solution. “I think I have an idea that could help, and I can include my own observations.” Leaning in, she began to whisper something in Celestia’s ear. The alicorn’s eyes opened a little more as she listened.

“I see…but do you think it can work?” Celestia asked, but felt a little more reassured when she saw Luna’s confident expression. Nodding her head, she tried to feel better. “Alright, I will leave preparations and such to your better judgment.”

“That you, sister.” Luna nodded, placing a hand on Celestia’s shoulder. “Don’t worry, I’ll handle it. All I need from you is to gather some of the best and some of the worst.”

It was now a few hours later in the day, closer to noon when Celestia and Luna were standing before a small group of guards. A mare and stallion of each variety of ponykind. Each was a member of the Royal Guard, and were standing in attention. While the sun princess was nervous over how this would play out, her sister remained confident. Standing between the two of them was a small pedestal, accompanied by a glass bottle of a strange, multi-colored liquid. Taking a deep breath, Celestia looked out at the eight guards that were gathered.

Crimson Vision, a tall and muscular brown earth stallion with stone gray short mane. Maverick, a slender looking red orange unicorn stallion with a shoulder length gray white straight mane. Nimbus Fog, a slightly porty turquoise pegasus with nearly shaved short yellow mane. Moonstone Wing, a short but athletic looking greenish blue thestral with a dirty yellow short mane. Each of these stallions stood ready for whatever orders their princesses were about to usher, though it was clear none of them knew what was going on.

Bubblegum, a short but strong looking dark yellow earth mare with an endowed chest and long pale brown mane. Azure Shadow, a tall and petite dark blue unicorn mare with a tied back two tone green and light blue mane. Ty Mist, an athletic and smug looking red pegasus mare with three tone yellow, green, and brown mane that she held together on one side of her head. Midnight Petunia, a short crimson red thestral mare that had a much smaller chest but a wider pay of hips, topped with a metallic gray mane tied in pigtails. These mares stood in attention like their stallion counterparts, but were just as uniformed and confused.

“Now, I know you are all wondering what we have called you eight here.” Celestia explained, taking a step forward. “It has come to our attention, that there have been…concerns regarding the gender and misconduct within the ranks of the Canterlot Royal Guard.” Crimson and Maverick tense up a little from her words. “Now, despite this, Princess Luna has persuaded me to offer a different form of punishment.” Gesturing with a hand, she let her sister step forward.

“It has equally come to my attention, especially through many dreams, that some of you were curious about what it was like to be the opposite gender.” Luna explained, speaking a little more directly. Her cold eyes sent a sudden shiver throughout the spine of the eight present guards. “That said, while this is purely an optional…correctional and educational program. Both Princess Celestia and I highly encourage you all to consider your options.”

There was a pause for a moment. While most of the guards present were in the category Luna had mentioned, the few that were part of what Celestia was talking about were more than a little worried. What if they didn’t take whatever they were talking about? Would this mean they were going to be called out for what they did? Would they be imprisoned? Banished? Publically shamed? These questions flooded their minds as they were unable to tell what to do next.

‘Well, it seems your plan is working.’ Celestia complimented, her magic allowing her to speak directly into Luna’s mind. ‘The guilty guards are quite terrified.’

‘I am glad you approve.’ Luna responded in kind, her magic sending her thoughts to her sister. ‘But this is only the beginning.’

The Potion

The royal guards stood in a line, their feet nervously shuffling against the stone floor. There were murmurs of surprise and confusion among the guards. The princesses continued to stare at them. It wasn’t clear which was one group, and which was the other. Though given the stiff expressions on some of their faces, it was clear some were hiding a few things.

"Now, I would like to direct you to take a drink of this potion, and report to the medical bay immediately." Celestia continued taking another step forward. Her hand gestured towards the bottle. "This transformation will give you a new perspective on life, and will allow you to better understand and empathize with ponies of all genders."

The guards looked at each other, unsure of what to do. Some were not willing to do this, seeing it as a punishment. But then again, there could be far worse things that were coming if they refused. As well as this, they also knew that they could not refuse the princess's request. One by one, they stepped forward and drank the potion, feeling a strange tingling sensation in their bodies as the liquid coursed through their veins. Some were more than a little eager to try this potion, and felt its effects.

As soon as a guard drank the potion, they nodded their heads and headed to the medical bay. Within was a unicorn doctor ready to monitor the transformations. As well as this, there were a number of curtained off sections for each guard to have their privacy. The unicorn doctor said very little, only mumbling to himself as he was getting his equipment to do an evaluation when the guards were finished.

At first, there was a feeling of intense heat, like a fire burning inside their bodies. Then, their bodies began to contort and twist, bones shifting and muscles reforming. They let out cries of pain and confusion as they felt their manes and tails grew longer. Their chests expanded and rounded out, and their feet reshaped into dainty, feminine shapes. Their cocks tingled, shivering and twitching as they began to shrink.

Slowly but surely, their once masculine members were reduced to nothing, leaving a new, soft pussy between their legs. The same was done to them from behind. Their flanks, once hard and firm, were swelling until it was now a softness and jiggled as they gasped for air. Finally, their skulls and bones creaked and cracked, reshaping themselves to take on a much more feminine appearance. It was painful, and yet pleasurable all at once.

They had all become mares, with soft, colorful coats, and bright, shining eyes. Some of them ran their hands over their new curves and gasped at the sensations they felt. But the physical changes were only part of the transformation. They soon began to feel a flood of emotions that they had never experienced before. Some of them felt a deep sense of loss, mourning the loss of their masculinity and the identity they had always known. Others felt a newfound sense of freedom, reveling in the softness and delicacy of their new bodies.

The mares went through the same, feeling the effects the stallions had endured. First, they felt a strange sensation in their bodies, as their muscles and bones shifted and rearranged themselves. They grew taller and broader, their chests flattened, and their hips narrowed. Their coats darkened, and their manes and tails shortened, becoming more like a stallion's. Their feet also grew larger and more muscular. Between their legs was a warmth that grew hotter and hotter, as well as a stretching sensation.

Looking down, they could see as a bulge was growing in their now ever growing tight pants. Pussies closing and vanishing, now letting a newly formed cock grow between their legs. Looking behind them, their once round and sexy looking rears were now as firm and flat as the many stallions they had seen throughout the castle. The bones in their bodies were feeling denser, heavier, with a rush of some strength and power; as well as a heat. They could feel as if they had a fever, but not dizzy from it.

As the physical changes continued, the emotional effects began to set in. The former female guards felt an overwhelming sense of confusion and disorientation as their bodies changed before their very eyes. They also felt a loss of their previous identity, feeling like they were no longer the same ponies they used to be. The new male guards were suddenly aware of their newfound strength and power, and this realization affected them emotionally as well. They felt a newfound confidence and assertiveness that they had never experienced before, feeling like they were suddenly more capable and in control of their lives.

Stumbling out of their various curtained sections, the now changed guards saw the effects of the potion on each other. The effects were not only apparent, but it sent a flurry of emotions. Maybe it was the new change in the testosterone and estrogen that now flowed differently throughout their bodies. As well as this, many of the newly changed guards couldn’t help but stare at each other.

“Now then, it seems the changes have been a success.” Princess Celestia commented, taking the attention of now changed guards. “Before we may proceed, the doctor will look you all over. Afterwards, you will all be refitted with new clothes.”

“If you will all come to me.” The unicorn doctor commented, gesturing his hands over to the newly changed mares and stallions. “Form a line and I’ll look you all over one at a time.”

‘Luna…the potion worked.’ Celestia thought, sending her message to her sister, who was not besides her. ‘All eight of them have changed.’

‘Very good. Once this is properly worked through, we can consider this for a more widespread affair.’ Luna responded, sending her magical message back to her. ‘But we can discuss that after this is fully worked through. Are any of them showing any signs?’

‘Azure has been glaring at Crimson and Maverick, so I believe those two will learn their lesson soon.’ Celestia explained, carefully looking over the various mares and stallions that were now forming a line in front of the doctor. ‘Though Bubblegum was also staring at all the mares, but I believe this is more in a curious lust than anything else.’

‘Very good.’ Luna said, now considering the next step in their plan. ‘Once the doctor has looked them over, we’ll proceed to the next part.’

The Examination

“Alright, first one.” The unicorn doctor called to the forming line. Stepping forth first was Crimson. The now mare was shivering a little, especially with how uncomfortable being in this restricting armor and clothes was. As soon as he stepped close enough, the unicorn’s horn ignited, magically drawing a curtain to give them more privacy. “Alright, so what are you feeling?”

“I feel-” Crimson said, only to cut herself off. Her voice, which was previously a much deeper and gruff voice, was now much softer and feminine. “I-I feel…weird.”

“Weird, how?” The doctor asked, looking the mare over. “I need a more detailed description of what you are experiencing for the Princesses.”

“I…I understand.” Crimson replied, her tone sounding so timid. She wasn’t sure what she was feeling. He was confident, he was proud, and he was always quick to laugh. But now, she felt so scared, so vulnerable, and yet there was a small burning feeling deep inside her. “I feel…hot, but cold. I feel like I can be attacked at any moment, and yet I don’t want to run. But the feeling of eyes watching me is making me so…so uneasy.”

“I understand.” The doctor said, writing something down before gesturing a pen towards Crimson. “Alright, that should be good enough. I want you to drop the clothes and armor so I can give a more in depth medical analysis. Crimson hesitated, which only caused the stoic doctor to stare him down. “I have many different examinations to do, so don’t waste my time.”

Back as a stallion, Crimson wouldn’t even hesitate for a second to strip naked. He was proud of his cock, and getting a doctor to note how big and girthy it was, was the highlight of his physical exams. But now that she was a mare, there was just something so wrong about this. He, or rather, she didn’t want some stallion looking at her like this, despite the fact he was a medical professional. A sliver of fear ran through her mind as she was trembling a little. But there was just something in his eyes, a commanding presence that made her not want to make him angry.

Carefully, and with some hesitance, Crimson stripped off her armor and clothes. Once freed of her restrictive and awkward clothing, she got a much better look at herself. She no longer had a dick, it had been replaced by a puffy, and soft pussy. For a moment, she considered touching this new feature of her body, but paused as she was still being heavily monitored by this unicorn doctor. Aside from her pussy, as well as her much more curvy and wide hips and ass, her tits had swelled until they were at the very least a noticeable and surprisingly tender size.

“Alright, so I see that the change has fully taken effect.” The unicorn doctor commented, placing a stethoscope on her body. The sudden chill of the metal sent another shiver throughout her body. “Fully genital changes have happened.”

The doctor’s words were becoming little more than mumbles, and all Crimson could feel was the increasing sense of unease to have such a strong and serious stallion touching her like this. For a brief moment, her mind raced back to some memories of how she was as a stallion. He had never known this was how a mare felt to be at the mercy of a stallion. But as soon as what some would call guilt came to her mind, she shook it away.

“Alright, you’re all set.” The doctor said, his words shaking Crimson from his thoughts. “The Princess has provided a spare set of clothing that should fit your new form.” He gestured with a hand towards a small curtain pathway. “Just follow that way and take your new clothes.” As soon as Crimson started walking away, he looked to the curtain blocking the line. “Next!”

Maverick was the next one in, and she seemed to have a much more confident look across his face. Her armor and clothes hung just as uncomfortable as it did on Crimson. Strutting her way over to the doctor, she was as smug as she had been as a stallion. From a first glance, her body didn’t seem to change as drastically as it had been for Crimson, but it was clear she was now a mare. Her face was much smoother, mane longer, and her hips were a bit wider. The armor blocked what her new pair of tits, or how slim her midsection appeared.

“Alright, strip out the armor and clothes.” The doctor said, only to see Maverick barely gave a single moment of hesitation before fully stripping out of her clothing. “Very good. Now hold still, while I examine you properly.”

“Take your time.” Maverick responded, her voice almost sounding flirty and seemingly unphased by the now higher pitch in her new tone. “By all means, let me know if there’s something good.”

The doctor said nothing about Maverick’s words, only focusing on his examination. Taking his stethoscope and looking over the mare’s body. From what he recalled from the last time he had looked over the pony’s body. Where was a rather average, but well built abdomen was now softer but still very slender. The hips were wider, but not too wide. And her new chest was bigger than they were before, but more modest than voluptuous.

While the doctor examined her, Maverick was enjoying the feeling of having her new body looked over. Back as a stallion, he always believed mares had it easier than stallions. As well as this, he saw nothing wrong with being more than a little assertive when it was obvious the mare was coming onto him; especially when they were playing hard to get. Though she had to admit, it was more than a little terrifying when Celestia made a mention that she knew about some guards who were harassing the mares.

“Alright, nothing seems out of place.” The doctor said, his words taking Maverick away from her thoughts. “How do you feel?”

“I feel great!” Maverick boasted, as if just being a mare was feeding her old, stallion ego. “I have nothing to complain about. I look hot as fuck, I feel great. There’s nothing I can say is wrong.”

“Very well.” The doctor commented, writing down his notes before continuing, gesturing a hand as he had before. “Alright, just go that way, dress in your new clothes.” Maverick chuckled, though with her new voice, it was like a giggle. “Next!”

The rest of the former stallions went through the same form of physical evaluation as Crimson and Maverick had. Nimbus’ body was almost a complete reversal of what he was before. Where he was just a somewhat rounded pegasus, was now a slender and alluring looking body. Tits that were putting the other new mares to shame. A curvy pair of hips and legs that were the very definition of “foal bearing hips”, and her new mane flowed like a stream of golden wheat. All of this was topped with a calm and warm smile across her round face.

She didn’t appear to be as timid as Crimson was, nor as cocky as Maverick was, but it was clear there was some form of personality change. Nimbus’ seemed to giggle a little, seemingly to nothing. He had always been considered a bit of a cheerful stallion, with his head sometimes in the clouds. But now as a mare, she was more or less what one would call bubbly in personality, and a much more defined airhead. As well as this, even the doctor had to avert his eyes every so often to avoid directly staring at these massive tits.

Moonstone’s body was just as athletic and fit as it was before. He always had a bit of a softer looking face, so being turned into a mare was almost impossible to tell the difference. The body was a little thinner, the wings were more rounded and shorter, and her new mane was a little bit longer. But her chest was barely a cup size bigger than it had been before, a somewhat common thing among thestrals

Moonstone’s personality seemed more or less the same as well. He was a bit of a competitive thestral, often joking and engaging in feats of strength and speed. And this seemed to have remained on him. Her eyes gleamed with eagerness, as well as a somewhat giddy expectation. Whatever was going on in her head, the unicorn doctor couldn’t tell. Regardless, the two of them seemed to be all set, and both were quick to get to their new clothes.

“Alright, that’s it for the new mares. Now is up for the new stallions.” The doctor called out to the remaining four ponies. “Next!”

Walking in was Bubblegum, the once short and busty mare was now a somewhat taller but absolutely built and strong looking stallion. His new features were very impressive. As if he was a walking embodiment of physical might and strength. Looking over this new, sharper angled body, the doctor went through the typical physical examination. Though he did have a curious fascination with his new body, marveling at his impressive muscles, especially the long, low hanging cock between his legs.

“So, Bubblegum, how are you feeling?” The unicorn doctor asked, though was trying to not roll his eyes too hard. “Leave nothing out if you can help it.”

“I feel great doc!” Bubblegum replied, his once light and sweet voice was gruffer and deeper. But he showed no worries or even notice of this change. “I can’t believe I never knew how good it felt to be a guy!” Bubblegum’s personality was always a calm and composed one, but that seemed to have changed when the gender change occurred. Now, more than once the unicorn doctor had to gesture to the stallion to stop rubbing his new cock and balls. The leathery sheath loosened as this “mare-breaker” of a size was swelling out of it. “I mean look at this! This is amazing! I can’t wait to use it!”

“Yes, the rush of testosterone can be quite an experience.” The doctor commented, still trying to hold back his heavy sighs. “Just try to keep things in moderation. And not to-” Looking back at Bubblegum, he saw the stallion was starting to jerk himself off. Rolling his eyes, the doctor finished up his examination before sending Bubblegum to receive his new clothes. “Nevermind…next!”

Azure’s new stallion body was a little thicker than his previous mare form, but was still overall slender in shape. As petite as she was before, and more or less looking like a body of toned muscles. A shorter mane and sharper looking features and eyes, as well as a thin layer of facial hair had grown along the upper lip and chin. But what was the most striking about him, was his eyes, which seemed to glow with a stoic determination.

Azure had always been a “by the books” guard, focusing on her duty the Equestria, Canterlot, and to the Princesses. So it was not much of a surprise to the doctor that this same serious expression remained on his new face. Azure didn’t seem too phased by this change. If anything, he seemed to be focusing in the direction that the doctor had sent the others to get their new clothes. Whatever he was thinking, it had a goal in mind, and this new gender change seemed to be part of this plan.

Ty’s body was even more athletic than it was before, almost rivaling Bubblegum’s new form. He was still holding his smug confidence across his face, flexing and stretching a little. Despite the unicorn doctor trying to give a proper examination, this newly testosterone fueled pegasus was ready for anything. Every so often, he would spread his larger, longer, and sharper wings for emphasis, as if he was savoring the sight of his new, mighty wings. Rolling his eyes, the doctor finished up his medical check and sent Ty to pick up his new clothes.

Midnight’s body was a little closer to what she had before. She had a modestly small chest and wide hips. More often than not, they were the source of jokes among her fellow thestrals about her ass swaying so much it made clapping sounds. All in good fun, at least that was how they said it, but she never really enjoyed those comments. But now as a stallion, he was fully rounder. Chubby would be one possible term, and yet he didn’t feel a single ounce of worry, shame, or insecurity. If anything, he felt a little hungry, occasionally rubbing his belly as the doctor looked him over.

Midnight’s personality was still a little shy, but this appeared to be more of the external view and not the internal thoughts. His mind was filled with things he could finally do that he was so concerned she would be judged for as a mare. A sense of liberation was filling her mind. Content, the unicorn doctor gestured to this stallion thestral to get his new clothes. And now alone, he let out a small sigh.

“Alright, that should be that.” The doctor said, only to pause for a moment as a new figure approached him. Looking up, he saw Princess Luna. “Ah, Princess Luna. I have what you wanted.”

“Very good, doctor.” Luna replied, taking the papers the unicorn had been writing on. Flipping through the pages, the princess glanced over the physical and some psychological notes. “Did you notice anything else?”

“Only that the mares had adapted to being stallions far faster than the stallions have at becoming mare.” The doctor explained. “Not that some of the new mares didn’t adjust to their new form. It is clear some are taking it better than others, but the mares now stallions all seemed very content in their new bodies.”

“Very interesting. Thank you doctor.” Luna smiled, bowing her head as she turned to leave him. With the papers in her hand, she walked with confidence to return to Celestia. Her mind filled with her many plots and plans. ‘Now for the final step.’

The Lesson

Now that they were changed, medically examined, and given new civilian clothes, these eight guards gathered before both Princess Celestia and Princess Luna once more. The alicorns only paced back and forth, their eyes were fixed on them as if they were inspecting them. The guards stood as still as they could, standing in the same potions as they were before, but were now the opposite genders.

“Now then, it seems your bodies have taken to these changes.” Princess Luna explained, announcing to the gathered guards. “But what about your mind? How has this change affected you mentally and emotionally? That is what we shall be trying to understand today…as well as over the course of the next two or three weeks.”

“You have all been given the following two to three weeks off from your duties.” Celestia added, speaking as firmly as she has always been whenever she would issue a command to her guards. “Provided you spend this time interacting with the citizens of Canterlot as a fellow civilian, and not as a member of the royal guard.” Pausing for a moment, she continued. “To those of you who would ask…you are not permitted to return to the guard’s barracks and shall be required to rest in personal chambers we shall provide for you.”

“This is a delicate and complicated social trial we shall be running.” Luna further added, standing in front of Celestia. “So you are equally not to reveal this to your fellow guards.” Looking over to the guards, she nodded with satisfaction. “Now, before we go further. Are there any other questions?”

“I have one.” Azure asked, raising a hand and stepping forward. His voice was deep and focused, a stark contrast to the once softer tone, but the seriousness remained the same. “Aside from not sleeping in the barracks, and not revealing this to other guards while this is happening, is there anything else we are prohibited from doing?”

“You are still bound within the confines of the law.” Luna explained, looking at the stallion. “Aside from that, and the previously mentioned restrictions, you are all encouraged to engage with the citizens and come to an understanding with your new genders.” Looking around, she paused for breath. “Are there any further questions?...No?...Very well, you are all dismissed.”

Taking a moment, the guards bowed their heads, turned and left the audience chamber. The eight ponies seemed to split into small groups. Some were teaming up, while some others were on their own. Luna let out another sigh of relief, taking comfort in how well her plan was working. Looking over to Celestia, she could tell her sister still had some amount of nervousness and uncertainty on her face.

“Don’t worry, sister.” Luna commented, walking up to give Celestia a hug. “They’ll be fine. And who knows. Maybe some of them will learn a lesson or two.”

“I certainly hope so.” Celestia replied, letting out a nervous sigh. “This is all a very unconventional and risky experiment you persuaded me to conduct.”

“I understand, but don’t worry. I made sure all the precautions have been taken care of.” Luna explained, wanting to put her sister at ease. “I have some special, elite and hidden guards among the populace. Typically I use them to make sure any invading force, or other spying enemies can be found faster.”

“I…I understand.” Celestia sighed, relenting a little as she knew Luna was right. “I just…I just don’t want things to get out of hand.”

Walking the streets of Canterlot, both Crimson and Maverick were taking the time to enjoy what was essentially a vacation to them. Though the unicorn was feeling smug about herself, the earth mare was still feeling very nervous. She could feel as though a bunch of eyes were looking at her, whether this was actually true or not. Maverick could only laugh, her tits bouncing as she chuckled boastfully. To her, this feeling was great.

Back as a stallion, he had always believed mares had it easy and so he saw no issue with taking advantage back. But now that she was a mare, she planned to make full use of her new form. Crimson was a little different. When he was a stallion, he was a pervert, and had many numerous advances on the mares who worked in the castle. Never taking it as far as Maverick, but was still complimentary in some of his vulgar behavior. Now that she was a mare, she felt this constant sense of fear, anxiety, and worry. Was this what he was causing all those mares?

“Isn’t this great?” Maverick laughed, smacking Crimson’s back, almost making her jump out of her skin. “We finally get to do all the things those bitches could do.”

“I-I don’t know Maverick…this feels…” Crimson hesitated in her words, her eyes were still darting around, which caused her to step closer to Maverick. “M-maybe we shouldn’t take it too far. We…we have a few weeks, right? So maybe today we just walk around and not cause a scene?”

“Don’t be a pussy, dude. Or dudette I guess.” Maverick laughed, playfully smacking Crimson’s back. “We out on the street, we’re both hot as fuck. I say we see how much free shit we can get.” Powerless to stop her friend, Crimson followed the other mare down the street.

After several more long minutes of walking, the two of them arrived at a local pub they have gone to on occasion, but not enough to be easily recognized. Maverick liked it for the somewhat loose mares and hard drinks, while Crimson mostly enjoyed the food; but wasn't against hitting on hot mares. But that was when they were stallions. Now as mares, things were different, at least for Crimson. Maverick was walking into this place, precisely because things were different.

The inside was filled with a number of patrons, some familiar, and many different. But what really caught Maverick’s attention was the muscular unicorn stallion bartender. On more than several occasions, this stallion had stopped him from enjoying his time. But now, she was curious if he would stop her from having her fun. Crimson just wanted to look as small as possible, knowing full well when a crowded room full of drunken stallions could turn into.

Regardless of the obvious risk, Maverick ordered a drink like some tipsy and flirty slut. Pressing her tits against the counter, showing off her cleavage as best as she could do. She was messing to get free drinks, and the bartender was falling for it like a sucker. Crimson could only watch, a feeling of shame was slowly rising within her. Was this how it looked from the other side of the perspective? Regardless, she kept her eyes all around her. There was no telling what was going to happen once Maverick was hitting the drinks.

“See, I told you they have it easier.” Maverick boasted putting the drinks down at a table as Crimson joined her. Handing off the beverage, she eagerly gulped down the sweet tasting liquor. “And you said it wouldn’t work.”

“I just don’t think we should be going at it a little…you know…so out and about.” Crimson suggested, taking a much more careful sip of her drink. This pub was sure to be a place for stallions to take advantage of mares like them. So she had to be alert at all times. “M-maybe we should just have the one drink, and maybe buy some clothes.” She then gestured to her shirt. “The princesses gave us a bra and panties, but I don’t think we’re getting any more. Maybe they expect us to buy them.”

“Oh don’t be a little bitch about it!” Maverick laughed, already starting to get drunk. “Shit…they even get drunk faster!”

“Maybe we should just wait until we get everything we need for the next few weeks before we go crazy.” Crimson said, still trying to convince Maverick to leave with her. “It’s only the first day.”

“Nah, fuck that!” Maverick boasted, getting up from her seat. “I’m gonna get another dri-” Before she had a chance to finish, a large mug of alcohol was placed on the table, and holding it was a suave looking unicorn stallion.

“Well now, don’t think I’ve ever seen prettier mares like you two around here.” This unicorn complimented. “Finishing off one mug is too easy. A lovely thing like you should get another.”

This stallion was so full of it. It was so obvious, Crimson was rolling her eyes as she was hoping Maverick would have figured it out. But the prideful, or rather arrogant mare eagerly took the mug, drinking a great amount with glee. It was only by the time that she had finished her mug, that the mare’s eyes started getting a little droopy. Shaking her head a little, she tried to get up but was already wobbling a bit.

“Oh? You okay?” The stallion asked, clearly feigning concern. “Looks like maybe you couldn’t handle two.” He then looked over to Crimson. Chuckling, he smiled at her. “Looks like she had a little too much, mind if I take her to the restroom? You know, to get some of it out?” Crimson barely got a word in before this unicorn was dragging Maverick away. “Cool! Thanks. We’ll be right back.”

‘Oh no, oh no, oh no.’ Crimson thought, her mind going into an absolute panic. ‘What do I do? What do I do? Fuck…was this what Maverick and I have been doing?!’ Closing her eyes, a small line of tears were starting to form. ‘I’m sorry, I’m sorry, I’m sorry.”

“Looks like you’ve learned your lesson.” Said the stern and masculine voice of Azure. Crimson only looked at him with remorseful eyes. “Well, let’s see if that little whore learns hers.”

Patting Crimson on the shoulder, Azure made his way to the restroom. Rolling his eyes, he could see not only the sights of the dirty facility, as well as the patrons. Maverick wasn’t going to be the only mare to be so brutally mistreated, but Azure reluctantly ignored this. He would have plenty of time to do this when he was finished with this. Reaching the bathroom, he opened the door slowly and carefully, not wanting to draw any attention.

The stallion’s room of this place was even worse than the rest of the bar. Azure ignored as much as he could as he looked for Maverick and the stallion who had taken her away. This search didn’t take long as the sounds of painful moans started echoing from a stall on the far end of the restroom. Rolling his eyes, Azure want over to the stall door. Stopping for a moment, he listened in on what was happening.

The sounds of wet flesh slapping hard against what was clearly an even wetter hole could be clearly heard. As well as this the moans seemed to hold a somewhat painful, almost whimpering undertone. Azure only shook his head, Maverick was being raped. Clearly she was drugged and this stallion was doing to her what this one stallion had done to so many innocent mares at this very bar. Azure hesitated for a moment, maybe this was what a right bastard like Maverick deserved.

“Okay, this has gone long enough.” Azure sighed quietly to himself. Raising a leg, he kicked the door open. The stallion inside nearly fell over backwards in shock and surprise. “Alright, that’s enough fun time. This whore needs to come home.”

“Who the fuck are you?!” The stallion snapped, pulling out of Maverick. His eyes were almost burning with anger. “Wait your fucking tur-” He was cut off as Azure punched square in the jaw, knocking him to the floor.

“So pathetic.” Azure said, shaking his head back and forth. He couldn’t help but snicker a little as he looked at Maverick. “I hope you learned your lesson.”

Maverick’s clothes were nearly torn off her body, showing off at least one of her boobs being pressed against the toilet stand, as well as her bottoms ripped and resting on the ground. What was once her panties was laying in half on the dirty floor. Her pussy was damaged, already leaking out whatever cum this scumbag stallion managed to release in her. And though it was hard to say how aware of her surroundings she was, but Maverick was crying.

“Ugh, such a pain in the ass.” Azure groaned in annoyance. Grabbing at the stallion, he dragged him a little across the floor. “Let’s see, well a bastard like you won’t need pants.”

“A-Azure?” Crimson timidly called from the stallion’s room door, opening it slightly. “I-Is she…is she okay?”

“Not really, get in here and help me.” Azure commented, not even looking at the mare as she walked into the restroom. “Try to clean her up while I get this guy’s pants off.”

“O-okay…” Crimson said, only stopping as soon as she saw Maverick. “Oh no, Maverick!” Grabbing at her friend, she shook her a little. “Hey, hey! Maverick! Can you hear me?” The mare only seemed to weakly whimper and moan in a sort’ve painful fashion. “Is she going to be okay?”

“Well, if I had to guess. She drank a spiked drink. So you tell me.” Azure said, his eyes were cold as he stared at the shaking mare. Fully pulling off the pants, he rest it over his shoulder. “Once she’s cleaned up, let’s get her in these pants.” He then sighed. “And after getting out of this dump, let’s get some new clothes.”

The Shopping

Following their departure from the Castle, Nimbus and Midnight partnered up in order to get some new clothes. The clothes they got from the Princesses were nice, but it was clear the sisters wanted to change guards to purchase more clothing. So when the rest of the ponies split into different groups, the now pegasus mare and bat pony stallion were making their way to the open market.

“So, what should we get first?” Nimbus asked, looking at the stallion beside her. “New clothes, or should we shop for other things? I’ve never been a mare, so I have no idea what to get.”

“We can look around.” Midnight nodded, his voice still sounding sweet, but deeper in pitch. “But we can get some other fun things too. So long as we can get some food after. I’m starving.”

Walking about the streets of Canterlot, Nimbus and Midnight did some bits of shopping. Stopping first at a modest clothing shop. Nodding with some confidence, and yet a hint of nervousness, the two of them walked into the building. It was remarkably very spacious, showing off what looked to be dozens and dozens of racks of clothing, as well as several other ponies looking through the clothes.

“Alright…how does this work?” Nimbus asked, looking at Midnight. “I mean…back when I was…you know…I just bought what worked and didn’t really think about it.” She then looked at her new form, especially her rather swollen and massive tits. “What do I do about this?”

“Well…” Midnight pondered for a moment, looking the pegasus mare over. Looking at his new body, he saw the rounder belly. “When I was…you know…I only ever had to deal with pants since I was a little…bigger size.”

“Well, am I big too?” Nimbus asked, turning a little to look at her flank. Though back when she was a stallion, he never gave it much thought when it came to mares. But now that she was a mare, she was curious if her ass was too big. Her tits were certainly bigger than he thought was proper. Even making her back feel a little sore. “I can’t really tell.”

“I can help with the pants, since you’re only…slightly smaller than what mine used to be.” Midnight explained, only taking a small sigh of relief, and yet couldn’t look fully away from Nimbus’ flank. He pondered for a moment. ‘Was this what it was like? Was my ass that…alluring?’ Shaking his head, he looked back at the mare. “As for the chest, we’ll have to ask someone. Just…try to be subtle about it.”

“Why?” Nimbus asked, staring at Midnight with confusion. “I mean if you need to find something, wouldn’t it make sense to just ask?”

“It’s not that simple, not for mare’s clothes.” Midnight tried to explain, only to watch as Nimbus turned to walk towards the closest employee she could see. “Well…shit.”

“Uh, excuse me.” Nimbus asked, speaking now to the employee, a somewhat short unicorn mare. “This’ll be a bit of an awkward question.” She started to grope her own large chest, lifting and dropping them a bit, much to the surprise on the employee’s face. “Do you have anything that can fit these?”

“I-I…uh…” The need for a second before clearing her throat. “Do you know your size?”

“Um…large…or maybe extra large now.” Nimbus responded, not fully sure what she was being asked. Looking down at the rest of her body, she wasn’t really sure. “I guess maybe make it a double extra large.”

“I meant more about your cup size.” The employee commented, only to see the confusion on Nimbus’ face. “Okay, how about we go get some measurements, if you can just follow me.” Midnight only sighed as he watched the pegasus walk away with the employee.

Looking through the stallion’s clothes, Midnight was curious what exactly he could buy, let alone wear. Stallion clothes were a lot more simplistic, having their sizes marked as an extra small all the way to quadruple extra large size. Shaking his head, he couldn’t help but chuckle a little, wishing the mare's clothes were easier to organize than this. As well as this, the clothes were surprisingly a lot more practical, pants with functional pockets, shirts that didn’t feel too annoying against the body, but it wasn’t nearly as smooth as the shirts he wore back as a mare.

In the dressing room, Nimbus tit as she was instructed, taking off her shirt and showing the bra she was wearing was holding up her chest, but it was quite obvious that she was going to need something a bit bigger. The unicorn employee levitated a series of measuring tapes, wrapping them around Nimbus’ chest. The mare giggled a little as she felt the warmth of the magic touching and caressing her a little as the tape wrapped around her chest, to back, and back to her chest.

“Okay, we’re looking at…that can’t be right.” The employee commented, seeing the measurements. “Let me just…nope, that’s still the same.” Measuring and reminiscing a few more times, she eventually relented with a size. “Your measurements are forty triple H. So we’ll need to special order them for you.”

“Oh? Is that common?” Nimbus asked, tilting her head. “And how long would it take for the bras to come in?”

“No, this is not common.” The employee said, only to mutter a little to herself as she was putting away the measuring tape. “Maybe the Princesses are that big, but this isn’t common.” Clearing her throat, she looked at Nimbus. “I can place in an order and I can have a set made within a day or so.”

“Sure, we can do that.” Nimbus nodded, putting back on her shirt. “Would I be able to make the one I already have last until then?”

“I believe so, yes.” The employee commented, walking the mare out of the dressing room. “Now, is there anything else I can help you with?”

“No, I don’t think so.” Nimbus nodded with a smile. Walking away, she returned to Midnight who was still looking through pants and belts. “Alright, so I’m too big.”

“I…can imagine…” Midnight commented, shaking his head as he was still picking out more clothes. “Well, hopefully they can get some custom bras for you. But in the meanwhile, let’s get you some pants…maybe some skirts.”

“Skirts wouldn’t really work with me.” Nimbus explained, flapping her wings a little. “They are terrible at flying.”

“Yes, but you’re not going to be flying a lot over the next few weeks, right?” Midnight asked, looking over to Nimbus. “So we’ll need to pick out something that you can change around throughout our time like this.”

“Alright, you’ll know better than I would.” Nimbus commented, looking through some clothes at Midnight. “And then, we should get something to eat. I know a pretty good place.”

Following their shopping, Nimbus and Midnight took large amounts of clothes they’ve purchased. Thanks to the batpony’s help, the pegasus mare was able to pick out a number of shirts, pants, panties, and some skirts. Though the bras would still take about a day or so to get through. Midnight managed to get several pairs of pants, shirts, and boxers as well. It was an overall different experience for the two of them. The clothes of the opposite gender did much more different things than they expected, and yet they didn’t seem to mind.

Making a quick stop to the personal chambers the Princesses have given them, the two of them dropped off the large amounts of clothes they had purchased. On the walk back from the castle, and even when they walked to their chambers, Nimbus had noticed numerous eyes looking at him, especially at his tits and ass as they bounced with each step. Midnight noticed this too, but said nothing. Instead, he was actually quite impressed.

Just as he had felt before as a mare, Midnight hated hearing the whispers of the fellow guards, and numerous servants talking about her ass. But Nimbus didn’t seem to notice, mind, or care about the words these same ponies were making about her body. Perhaps it was something pegasi couldn’t hear as well as a bat pony? Regardless, even he couldn’t help but stare at Nimbus’ tits and ass as she bounced with each motion of her body.

“You are aware of them, right?” Midnight asked, unable to hold himself back. “You can hear what they’re saying about you, right?” He was becoming more and more concerned as he continued to speak. “Doesn’t that bother you?”

“Why should it?” Nimbus asked in response, which only caused Midnight’s face to go almost pale in shock and confusion. “I mean, yes, it’s pretty rude to talk about someone like that behind their back. But I don’t really care about their opinions of me. It’s not like what they say can change what I am.” Groping herself, she continued. “I have bigger breasts than what’s apparently common, and so there’s nothing I can do about it.”

“You…you’re a lot stronger than I am…or was…” Midnight commented, sighing a sad and yet reassuring breath. “Back when I was a mare, I would often hear them whispering about my flank.” Sniffling a little, he shook his head sadly. “I…it made me feel like I was just wrong, and gross, and just…just…”

“You don’t have to tell me about it if you’re not comfortable.” Nimbus commented, interrupted as she placed a hand on Midnight’s shoulder. “This is all about us learning about the genders we weren’t. So now that you’re a stallion, how about we do something you could never do as a mare. Anything comes to mind?”

“Well…I am feeling hungry. Like really, really hungry.” Midnight nodded, sniffling a little more as he calmed down from his emotional moment. “Can we get something to eat?”

“Sure! I know a few good places.” Nimbus commented, walking with Midnight out of the castle. “There should be one pretty nearby actually.”

Arriving at the restaurant, the two of them sat down and wasted no time going through the menu. Midnight was a little nervous at first. Given the previous size of his ass, and his self consciousness about it, he wasn’t sure what to get. But Nimbus didn’t seem to care about what she was ordering. The first round of food consisted of not only what seemed to be endless bread and soup, but bubbly, sugary drinks, salads, as well as numerous types of finger food.

“This is, quite a large amount of food.” Midnight commented, taking more nibbles than actual bites of food, while Nibus was all but gorging happily and eagerly on each bite. “Are you just going to eat appetizers?”

“Oh, no, no, no. This is just how I always eat here.” Nimbus explained, wiping his mouth with a napkin. “Pegasi have a very high metabolism, so we need to eat a lot and it tends to burn pretty fast. Which is why only pegasi who don’t fly a lot end up actually developing chests, hips, and flanks.”

“I…I see…” Midnight exclaimed with some surprise. “Bat Ponies are a little different. We have a rather slower metabolism, and often eat a lot less often than other ponies. For example…” He pointed to all the food that has been eaten so far. “This alone would set up the average bat pony for about a week where we would only need to nibble and drink water here and there.”

“I see, that’s just fascinating.” Nimbus said, smiling at the stallion. “But by all means, since we’re going to be in these forms for a while, we might as well enjoy it, right?”

“I…I guess you’re right.” Midnight nodded, starting to eat more and more of the food. “This…this is great.”

“I told you, right?” Nimbus commented, eating more and more as she downed it with her drink. “And like you said, this was just the appetizer. Just wait until we get to the main course.”

“You really plan to eat more than this?!” Midnight asked, looking to the pegasus mare with shock and yet a chuckling tone. “You really don’t care if it…you know, makes you fat?”

“Mare, stallion, doesn’t matter to me.” Nimbus explained, gesturing a fork towards the bat pony. “If you wanna live your life and enjoy it, then just do it. Other ponies’ opinions don’t matter if they’re just going to put you down. Live your life and enjoy it.”

“I see…alright, alright I will!” Midnight nodded, grabbing more food to eat more and more. “This is so delicious, and after the main course…desert?”

“That’s the spirit!” Nimbus chuckled, looking at the stallion with happy eyes. “You helped me understand a bit about mare clothes, so let me show you how it feels to just live life.” Swallowing down her food hard and savoring every bite of it, she looked over to the stallion. Lifting a glass, she smiled. “To live life?”

“To live life!” Midnight cheered, tapping her glass against Nimbus’. “Now then, let’s see what else we can have here?”

The Enjoyment

As soon as they left the castle, Moonstone and Ty were already making a direct march over to the local gym. The two of them felt an incredible rush of adrenaline as they were curious what their new bodies could offer in terms of working out. As well as this, they were eager to see if the other could keep it. Though it wasn’t really something talked about, both Moonstone and Ty weren’t just good friends, but they were also highly competitive. Each always tried to outdo the other in terms of physical and athletic might.

“Falling a little behind?” Moonstone laughed at Ty, seeing he was moving at a slightly slower pace compared to her. “Or maybe you’re just not used to having such a rocking body!”

“Oh yeah, and here I thought we were all changed.” Ty spoke up, chuckling back to the mare. “With a chest that flat, I thought you stayed a stallion.”

“Oh? Don’t believe me?” Moonstone commented, raising an eyebrow to the stallion, even jogging backwards to further taunt him. “How’s about a race? First one to the gym wins!”

“Loser does what the winner wants!” Ty added, spreading his wings as he was ready to take flight. “Get ready to eat my gust.”

“Oh, no, no. No wings.” Moonstone was added at the last moment. “We don’t wanna make too much of a scene. Remember what the Princesses said.”

“Ugh! Fine!” Ty groaned, closing his winds as the mare laughed at her. “But I’m still gonna win!”

“Ready…set…” Moonstone smirked, turning back to face forward. Closing her wings, she readied herself to make a dash. “Go!”

The two took off, both bolting as fast as their legs could carry them. Given their athleticism, the two of them easily managed to avoid crashing into any of the walking citizens as they did their comings and goings. The two were neck and neck, getting closer and closer to their destination. Moonstone and Ty were going to get there at the same time at this rate. There had to be something that was going to have to break this tie. A few hundred feet, then a hundred feet, several dozen, they were about to reach the door.

“Almost there!” Moonstone grunted, extending an arm to try and reach for the door first. But as she did, she noticed that her arm was slightly shorter than Ty’s. “What the?!” Before she could realize what had happened, her opponent had grabbed the door first.

“I win!” Ty laughed, smiling an eager and panted grin across his face. “Looks like you owe me.”

“That’s not…I was just…it’s only…ugh!” Moonstone groaned in frustration, staring at Ty. “Fine…you win…”

“Told you so!” Ty laughed, still panting as he was opening the door. Smiling playfully, he stared at the mare. “Looks like I have to tell you what to do.”

“Fine, fine. So what do you want?” Moonstone asked, sighing before finally laughing a little more. “What do you have in mind?”

“Patience, patience.” Ty replied, partially walking through the doorway. “First, let’s work out.” Rolling her eyes a little, the batmare followed behind the pegasus stallion.

Bubblegum was among the last to leave the castle, not that he minded. He was just enjoying this new, exhilarating feeling. When she was a mare, she was a cheerful mare who was often considered bubbly in personality. Now as a stallion, he was still looking all around, with a smile plastered on his face. But what’s more, his sex drive had greatly increased, to the point he couldn’t help but stare at the many beautiful mares that were walking around him.

Making his way down the street, he merrily walked around, with a happy look on his face. He had heard some rumors back when he was a mare for several weeks now. And now that he was a stallion, he was curious to check out the source of these rumors. There was allegedly a district in Canterlot that many of the servants and some of the guards spoke about venturing to after dark. A district that held a special building where the mares and stallions would be able to let out in a way he was curious about.

Walking onwards, Bubblegum looked up to the sky. It wasn’t that late in the day, so he had plenty of time for him to relax, and enjoy himself. Rubbing his chin, he pondered what he could do, but as he was passing by a shop, he noticed his reflection in the window. He stopped, almost shocked with just how strong he looked. His body was so strong, and yet he couldn’t stop but wonder just how strong he was.

“Wow, I look good.” Bubblegum commented to himself, flexing a little as he looked himself over. “I mean, sure, I was a pretty good looking mare before, but am I this buff because I had big tits?”

Looking himself over again and again, for several more minutes, he eventually stopped to continue on his journey. His legs eventually brought him to the marketplace. There were not only a lot more ponies than he expected to find, though it didn’t seem to bother him in the slightest. Since there was plenty of time before he could check out this “after dark” district, he might as well buy the supplies he’d need for the rest of his time. Smiling, he nodded a little to himself.

‘Hmm, maybe a few pairs of pants, and shirts…oh! And some underwear!’ Bubblegum thought to himself, snapping his fingers as the idea was sparking in his mind. ‘I wonder if I should go with boxers, or briefs. Hmm, I wonder what either feel like? Maybe I should get both.’

“Come on, come on!” Moonstone groaned, standing over Ty as the stallion was bench pressing some heavy weights. The pegasus was huffing as he was sweating from the work out. “Just a few more reps, you got this.”

“No shit!” Ty grunted, struggling to lift the bar about his head. Normally, as a mare, she wouldn’t have been able to lift this much. But as a stallion, he couldn’t get enough, but even he seemed to have a limit. “But I think I’m hitting my limit!”

“Oh come on, is that all?” Moonstone smirked, staring down at the stallion. “What do you want me to do? Suck your dick to make you lift it?” When she said those words, a small tingle ran through Ty’s mind, which caused part of his crotch to twitch. Unfortunately, the mare noticed. “Oh? Did that turn you on?”

“N-no!” Ty protested, blushing a little as he was still trying to lift the weights upwards. But Moonstone only slowly dropped herself to her knees. “W-what are you doing? You’re supposed to spot me!”

“Oh, I am spotting you.” Moonstone giggled, her voice echoing in Ty’s ears as she continued. “Looks to me like I’ve spotted something really tensed up on you.” She glanced over to the growing bulge in the stallion’s pants. “What? Did my feminine charm turn you on?”

“Feminine charm? What's the charm?” Ty chuckled, teasing the mare back. “Are we even sure the spell worked? You barely look different.”

“Oh really?” Moonstone replied, raising a curious eyebrow. Doing a quick look around, she saw no one was near, or looking in their general direction. “What do you think of these?” Lifting her sort’s shirt, she flashed her petite tits to the stallion.

Ty’s face went blank, which nearly caused the weighted bar to fall on him. Thankfully, Moonstone was able to catch the bar in time. This however, placed her chest, which was still somewhat out of her shirt, over Ty’s face, pressing against it. The batmare’s heartbeat was quickening, having only now realized how far her joke had taken her. And yet, she could feel a rush of excitement. Pulling away, she could see Ty was possibly thinking the same.

“H-how about…we go somewhere…you know, more private.” Moonstone suggested adjusting and fixing her shirt. She was blushing immensely as she looked down at Ty. “I-i-i-if that’s alright with you.”

“Wow…I guess you can have a cute side.” Ty said, not realizing what he was saying, which only made Moonstone blush some more. “Sure…let’s…let’s go somewhere private.”

Taking the stallion by the hand, Moonstone guided Ty more towards the locker room. It wasn’t the most private, but due to the fact there weren’t that many ponies working out at the time, the two would have more or less privacy. And as soon as they entered the room, a rush of emotions shattered their nervousness. Ty grabbed at Moonstone, and she in turn wrapped her arms around the stallion. The two were in a passionate display, tossing and turning about the locker room until they reached the showers. The last thing heard from anyone walking by would be the faint moans of pleasure, and the sound of rushing water.

“Fuck! I love this!” Bubblegum grunted, savoring every hard, deep, and wet thrust he gave as he was ramming his throbbing, dark pink cock in and out of this beautiful mare’s pussy. “I’ve missed out on so much!”

Kneeling on the bed, Bubblegum had found his way to a good brothel, and was no in the process of fucking a half dozen different mares. As soon as he was finished with the first one, or rather, she was unable to keep up with him and was now resting comfortably on a nearby couch, the lusty stallion hired the time of more and more mares. Currently shoving himself in and out of a new mare’s pussy. At his sides were a couple other mares, all of them were unicorns, and they were covering him in their soft bodies, and whispering their sultry moans in his ears.

“Oh sir…you feel so good…” They would moan, his mind going numb a little as he could feel himself pumping himself hard and hard. “Keep going, fuck us up all night.”

“Oh don’t you worry, I got this for weeks!” Bubblegum all but cheered, a happy smile ran across his face. “I’m gonna fuck, and fuck, and fuck, and fuck!”

Back as a mare, Bubblegum wasn’t the most sexually active, never having actually been with anyone long term; though made up for it with all the number of toys, and at least once or twice hired a special escort. But now that he was a stallion, the guard pony could feel the rush of testosterone and adrenaline, making him want to indulge in all the things he’s denied himself. These mares had such soft and alluring bodies. Their tits bounced madly, and their soft asses smashed against his cock which was stuffing them full.

“Oh fuck…it’s coming…it’s coming.” Bubblegum groaned, feeling as he was about to cum again. Looking at the mare currently panting and looking at him with heart shaped eyes, he knew what she wanted. Grabbing at her waist, he hammered faster and faster until he felt he couldn’t hold it back. “Fucking…uuuuggghhhh!”

Both Bubblegum and the mare moaned out in pleasure, the stallion’s hot cum rushed to fill the mare’s pussy, making her tremble and quiver before collapsing. Holding himself in place a little bit longer, the stallion eventually pulled himself off, letting out another spurt of hot cum all over the mare’s ass and back. The mares to his side were quick to start licking, stroking, and sucking off Bubblegum’s cock to keep it nice and hard.

“You’re not done yet, are you mister?” They asked, moaning and cooing as they looked up at him. “We’re still so horny, and your dick must have so much cum in it.” They reached down to fondle his balls. “Please, mister. Please fuck us more.”

“Oh you…I can’t say no to that.” Bubblegum smiled, his excitement only growing more and more aroused as he looked down at the mares. “Don’t worry, I ain’t going anywhere.”

The End Result

The weeks had passed, and it was now time for the eight guards to return to their lives. Standing in the throne room, Princess Celestia and Princess Luna watched as the eight ponies stood before them. While the solar monarch seemed a little nervous over these results, her sister however, remained calm and quite pleased with the results of this little experiment of theirs. The eight ponies stood, saying nothing, but each were clearly changed by their time as the other gender.

Crimson was wearing some casual clothes, but despite the summer weather outside, she wore long, baggy pants, as well as a long sleeve shirt that hid all her mare features. Clearly whatever she had experienced over these weeks had left a lasting effect, causing her to hide anything that could give the impression of her bodily curves. At her side, Maverick was a little more timid. The unicorn was in an attire to match her friend, though the confidence had washed away from her face. Whatever happened to her must’ve done more than leave an impact on her.

Azure seemed a little more smug than before, wearing more comfortable clothing, as well as occasionally glancing over to Crimson and Maverick. Every so often, the unicorn mare would look at the stallion, only to blush a little and cower some more behind the earth mare. Clearly there was something going on with those three, and while Celestia was aware of what Maverick had done back when she was a stallion, the Princess couldn’t help but pity the now sheepish mare.

Nimbus and Midnight seemed close, almost playfully chuckling amongst themselves. Nimbus seemed to have found some clothes that fit her massive chest, though even then, it looked a little straining. Midnight had taken on some weight, with part of his rounder belly poking a little out of his shirt, and yet he held a look of self esteem and confidence that he had previously lacked when he was a mare. The two of them were smiling together, enjoying themselves as if they had established a close bond.

Moonstone and Ty seemed to have one of the more interesting differences compared to what had happened. The batmare had a clear and visible baby bump on her belly, while the pegasus stallion seemed to be taking care of her, rubbing her back and such. Clearly something happened between those two, and while Luna was somewhat curious, she had to hold her thoughts for the time being. How would this work now though? Would Ty and Moonstone have no choice but to remain the same for the sake of this potential foal? Or would the Princesses have to consider if they could magically pass along the unborn to the Ty if they changed back.

Bubblegum was the least changed among the eight ponies. He was just as cheerful standing there as he was when he first became a stallion. Her smile was that of a stallion that had the best few weeks of his life. As well as that, he seemed to have been eyeing the mares up and down a little more than normal. Perhaps he had a much more positive time with mares than the others? Or was there something else about it.

“Hello to you all.” Luna announced to the ponies, getting their attention., “It has been a long time, these last few weeks, and I must say, I am pleased, and somewhat surprised by the results. For many of you, it looked as though things went well, and for some…you have my condolences.”

“That being said, I would like to personally thank you all for taking part in this.” Celestia commented, looking over the eight ponies. “You have all done a major and special service to your fellow guards, and to Equestria.” Living as long as she had, she had hand selected each and every guard who has served under her. To her, these guards were like her children, and putting them through this only made her chest feel heavy. Swallowing hard, she continued. “With all of that said, Princess Luna and I would like each of you to deliver your personal account of your time during the few weeks, and as well as who among you would wish to return to as you were, or stay.”

“If any of you have any questions, now would be the time.” Luna added, seeing that Celestia’s tone was starting to sound down and saddened. “You all have the equal and fair chance to speak your mind, and nothing said shall leave this chamber.”

“W-w-we can really change back?” Maverick weakly asked, her voice was clearly still timid over her experience. “I would…like to be a stallion…again.”

“As would I.” Crimson added in, holding Maverick close to her to comfort her. “I’ve learned enough, and I’m sure my friend has learned a lot too.”

“Very well, after this talk, you two may go to the doctor as before, and he shall see to you both are returned to your original genders.” Luna commented, then turned her head to the others. “Does anyone else wish to change back, or remain the same?”

“I would like to remain a stallion a little longer.” Azure commented, staring at Luna with a sense of commitment. “But I was wondering if the offer to return to our original gender would still be available?”

“Yes, Princess Celestia and I do not want to pressure any of you with this choice. Anyone who would like to remain as they are may change your mind at any time.” Luna explained, smiling gently at the ponies. “Now then, anyone else?”

“I’d like to change back.” Midnight commented, looking over at Nimbus. “I’ve grown more confident in myself, and would like to have the chance to show it.”

“I’ve had my fun as well, and would like to return to normal.” Nimbus added in, looking down at Midnight. “Maybe we can get a bite after this?”

“I’d love to.” Midnight smiled. “Same place?”

“Same place.” Nimbus smiled back, only to blush as he looked back at Luna. “So yes, yes, I’d like to go back to being a stallion.”

“Very well, you may join Crimson and Maverick once this discussion is over.” Luna nodded, her mind pondered for a moment. ‘I honestly didn’t expect many to stay, but maybe not.’ Clearing her throat she looked at the others. “Anyone else?”

“We’d like to stay as we are.” Moonstone said, blushing as she looked at Ty while gently rubbing her belly. “You see, we only just found out…but I’m pregnant.” There were a deafening silence, followed by a gasp from both Princesses.

“Well then, let me be the first to give you both a royal congratulations.” Luna stated, smiling as she bowed before the two. “Your services will have to resume after the maternity leave, and of course, the royal family will provide with whatever you both require for your duties to your new family.”

“Thank you, Princess Luna.” Ty commented, rubbing the back of his head and blushed a bit. “Honestly, we didn’t even think she could get pregnant. Kinda figured the magic or whatever did that for us.”

“I will admit, I did not expect this either.” Luna replied, only to compose herself as she looked at the ponies. “That be said, I am aware that various…entertainment facilities do have contraceptive enchantments cast on the premises.”

“Okay, that makes a lot of sense.” Bubblegum commented, rubbing the back of his head, chuckling. “I’m sorry, Princess. You see, I spent nearly all my time at this place…and you see…” He then cleared his throat as he realized what he was saying to the Princesses. “T-that is to say. I would like to stay the way I am too.”

“Very well. Then again, I congratulate and thank all of you for participating in this program.” Luna nodded, smiling at the ponies. “Maverick, Crimson, Midnight, and Nimbus. You four may head to the medical bay, the doctor will assist in changing you four back.”

“Azure, Moonstone, Ty, and Bubblegum, you four will need to take a few more days to adjust as I put forward the changes in your paperwork with the Guard Captain.” Celestia commented, but kept her eyes on Moonstone and Ty. “Though Moonstone, you and Ty are to take as much leave as you need to settle with your new family. With our blessing.”

“Thank you, Princess.” Moonstone smiled, rubbing her belly a little more. “We greatly appreciate it.”

“Of course.” Celestia replied, smiling kindly at the pony. “Now, one more important thing. Because you eight were left to your own plans and schedule, Princess Luna and I would like all of you to provide a detailed report of what you have gone through.”

“I understand that there may have been things that have happened that you would not like to remember, let alone talk about.” Luna interjected, seeing the dismay on some of the pony’s faces. “That said, this is required for us to have a better understanding of this project. And thus we do require this report. Now, with all that in mind, I would like to say that these reports will only be seen by the two of us, and no one else. And I will ensure your dreams are never haunted by these memories.” That seemed to settle some of the ponies down.

With that, the two Princesses dismissed the eight ponies. The four who wanted to return to their original genders went in one direction. While the other four went in another direction. As far as Luna was concerned, this entire program was a success, and already she was considering who else to pick for this. But Celestia seemed rather down about it. Sure, the more problematic ponies, such as Maverick and Crimson seemed to learn their lessons, but she worried if whatever they had gone through would be worth this lesson. For now, she was going to trust Luna, but still held some doubts if this program would be as successful as she claimed.

Later on, after the guards have left, some to change back, while others to resume their new roles as their new genders, Princess Celestia stood alone on a balcony, overlooking the setting sun. Sighing, she watched as she lowered the golden sun below the horizon. This created a brilliance of bright reds, yellows, and oranges in the coming night sky. By contrast, the silver moon was rising across the other side, filling the night sky with deeper shades of blue and black as if a blanket came and left only the twinkling of stars.

“Trouble, sister?” Luna asked, walking besides her sister. “I thought you would be in great spirits. Considering how well our trial run went.”

“I am content that the results were met. Those eight have certainly learned much in their time.” Celestia replied, only to sigh a heavy breath. “My concern is, I still believe we should still move slowly. I have read the reports of each and every one of them, and I am worried about what could happen. While Maverick has learned his lesson, I worry that not everypony would be so fortunate if such fates befell them.”

“I understand, and after reading both Crimson Vision and Azure Shadow’s report, I can understand your worries.” Luna commented, rubbing her chin as she pondered something. “Perhaps extending it to so many at once was a risk. But given the circumstances, I believe we should try again.”

“Very well, but I believe they should be better protected.” Celestia added, not looking at her sister as she responded. “As well as a smaller group.”

“No less than four, but I can agree with that.” Luna replied, looking at the rising moon. “There are many guards in our service, sister. But I’m confident this program will work.”

“I want to see it work, but I remain unconvinced of its use on all the guards at once.” Celestia commented, letting out a low sigh before looking at Luna. “That said, I will allow you to conduct this again, but preferably with a smaller group.”

“Very well, I will.” Luna replied, sighing a little as she looked up at the silver moon. As Celestia nodded to her sister and departed, the lunar princess smiled a little, whispering to herself. “I can’t wait to see what else happens.”