Rarity’s Escape in Manehattan

by Foal Star

Rating: everyone
Tags: Rarity, Slice of Life, Alternate Universe, Photo Finish, My Little Pony: Friendship is Magic, Comedy
Length: 13629

Rarity is turned to a foal while visiting Manehattan and was kidnapped by Surie. Now she's trying to find her friends while going through the bustling streets of the big city

This story is an alternate version of events during the Episode "Rarity takes Manehattan."

Rarity is excited to show off her new fashion line at the "Fashion Week" competition in Manehattan despite the constant threat of Starlight wanting to turn her and her friends into foals. But the worst-case scenario happens as she is regressed into a foal by her rival Suri, and Photo Finish is a witness and regressed into a foal as well. Suri then tasks her assistant Cocoa Pommel to babysit as she focuses on the Fashion competition, giving Rarity and Photo Finish an oppurtunity to escape into the busy streets of Manehattan. The two little foals race against Cocoa and Suri while at the same time not being scooped up by any "good samaritans" as they try to find Twilight so she can turn the foals back into adults.

Editor:SuperPinkBrony12

Cover Artist: Cuddlehooves

Published 2024-06-13 00:00:02 UTC
Last updated 2025-01-09 08:43:03 UTC

Chapter One: Suri's Surprise

“Today’s the day!” Rarity chimed as she bounced out of bed in her hotel room! She was super excited for today as she got out of bed, went to the bathroom, took a long shower, groomed her mane and tail, and got herself ready for the fashion show. The mare then went into the little living room to see her friends, who were already up and about within the massive hotel room they’d rented.

A stampede of foals were running about, and Twilight and Fluttershy were doing their best to keep them in check.

The fashionista trotted across the hotel room as she made her way to her foals, finding them playing with baby Discord and Trixie as they ran around shooting magic at each other. Rarity squeaked, jumping aside as a stray bolt of magic hit a stuffed bunny, and it started hopping around the place!

“Discord! Stop that!” Fluttershy came over and picked him up. “You can play, but you need to be careful.”

The baby draconequus gave his mom pouty puppy dog eyes as he replied, “Sowie! I was just teaching Twixie a new trick!”

“Yeah, he is teaching me how to make pwushies come to wife,” Trixie beamed. “It’s supa coow!”

Then, an explosion occurred as the bathroom nearby erupted with massive walls of pink bubble foam oozing out. Zecora slid out, gurgling and clapping her hooves together as Applejack ran over. “Zecora, what the heck happened!?”

“Just twying to make a potion!” The baby zebra cried. “There were some fancy shampoos. I wanted to twy making a bubble bath, and it wowked!”

“Yeah, it did, but ya gotta be more careful.” Applejack groaned

Rarity sighed; Despite all the times she and her friends had disciplined the foals, they always somehow ended up in trouble. But she also couldn’t help but admire how innocent and adorable they were. She then came over to her adopted foals, doodling together in the playpen. Blueblood smiled as he held up a messy drawing of a big, puffy princess dress, “We hewping with ideas. See? Mine’s a pwetty pwincess dwess!”

Hoity Toity scoffed as he held up an antique-style dress with puffy sleeves and a long, flowing gown. Tis is much bettew! It’s wike a weal pwincess dwess!”

“My faiwy tawe dwess is bettew!” Blueblood humphed.

“They’re both amazing,” Rarity chirped as she took her foals, kissed them both on the cheeks, and checked their diapers. “Oh, they've already changed, I see.”

Fluttershy then came over and she said. “Yes, the foals have all been changed and fed. We didn’t want you to be burdened with dealing with them; they are doing so well. And don’t worry, we’ll have them go out and play in the park to get rid of the excess energy they still have.”

“Thank you, I wanted to give the foals a chance to enjoy Manehattan, and I hope that things won’t be too chaotic.” Rarity replied.

Pinkie Pie hopped over excitedly and exclaimed. “Of course not! I'm sure things will be great! Just be yourself, and you’ll beat the rest of the competition, easy peasy cheesy!”

Rarity perked up a bit. “Of course, Pinkie, I believe my fashion designs will do very well.”

The baby colts then bounced up and down as they shouted together. “Yeah, Mommy, you can do it!”

Rarity bent down and held them close to her chest.“Oh, thank you for coming! I need the support right now.”

Hoity Toity bounced up and down in excitement as he exclaimed. “We here fow ya, Mommy!”

“Yeah, ya make ta best cwothes in ta wowwd! Ya can’t wose!” Blueblood chimed in.

Rarity was touched by her foals and their attitude towards her, so she nuzzled them and said. “Oh, you're such darlings. Now behave and listen to my friends, okay? And please try to stay out of trouble, especially with the toilet.”

“Yes, Mama.” The two foals chimed together.

Rarity then turned towards her friends as Fluttershy slowly trotted over and whispered, “Don’t worry. We will take good care of your babies and make sure nothing bad happens to them this time. You just focus on the competition.”

“Yeah! You go out and win it!” Rainbow Dash cheered. “Just don’t forget we got tickets to see Hinny of the Hillslater.”

“Of course I do! It’ll be the first thing we’ll do when I return.” Rarity insisted, then threw her mane back and headed out the door as Twilight came over and said. “I'll come with you just in case Starlight shows up…she already tried getting Fluttershy, we don’t want to take any chances.”

“Oh, please. I doubt she’ll come here. Then again, you can’t be too careful.” Rarity replied as she and Twilight together trotted out the hotel door.

At the fashion show, many of the various candidates of Fashion Week were showing off their new fashion lines to the judges. As Rarity was waiting in anticipation, she watched in horror as Suri showed off her fashion line, and she was furious, stomping a hoof on the ground and grumbling. She had to run backstage to hide her anger and was furious as she felt betrayed by somepony she thought needed help.

As Rarity was heading towards the backstage exit, she saw her nemesis approaching her. The pink-coated earth pony threw back her purple mane with a smirk on her face. “Like my new fashion line, Rarity?”

Rarity reared her head, pointed a hoof, as she shouted. “How dare you! You stole everything I gave you! It was supposed to help, but you just ripped off my entire fashion line!”

Suri raised her head and scoffed. “Of course, and now I'll secure my fashion debut in Manehattan. Don’t forget, you’re presenting after me. So it’ll look like you’re copying me, not the other way around.”

Rarity was beyond rage, her face bright red as she shouted. “How could you act so aloof? Why would you even steal from me?”

Suri just laughed as she waved a hoof in front of her face, “Please, this is what Manehattan is like. I'm just giving you a taste of what’s to come if you want to make it here.”

“If this is how ponies treat each other in Manehattan, it makes me glad I don’t live here.” Rarity grumbled.

“Oh well, I’m sure that will change rather soon.” Suri replied with indifference.

Rarity stepped back at the odd comment, and it occurred to her that Suri should be out on stage showing off her stolen fashion line. She asked. “So you just came here to gloat?”

“Of course not. I’m just here to secure my victory.” Suri ominously declared.

Without warning, Rarity felt some weird dust fall onto her. Then she coughed and wheezed, throwing a hoof in her face. As she coughed and waved a hoof before her, she felt her entire body slowly shrinking! She looked up only to see Suri was standing over her with a smug grin. Rarity then looked down at her tiny pudgy hooves and chubby belly. She reached over her face only to feel a small crop of mane. She peered up back at Suri with an angry look on her face and shouted in a high pitched, squeaky voice. “What did you do to me?!”

“I turned you into a foal, of course,” Suri cackled with glee. She then plopped a pacifier into Rarity’s mouth and laid her on her back as Suri strapped her in a diaper. “Now, now, you don’t want to have an accident. That wouldn’t go over so well with the judges. I just hope you went potty before you got here because you won’t use the bathroom again soon.”

Rarity tried to say something back, but all that came out was baby babble, making Suri laugh: “Sarlight’s new potion works perfectly! Everypony will think you're just a babbling foal now.”

Rarity started to get scared, remembering what had happened to Fluttershy. She tried to say something only to find that there must be an enchantment on the pacifier, as she couldn’t spit it out.

After being diapered, Suri plopped Rarity onto her back. Then they saw a bright flash, turned, and heard. “Buck! Forgot to turn off the flash!”

Suri then turned her head, and Photo Finish was just standing there. Then Suri growled under her breath. “This wasn’t supposed to happen.”

Rarity had hoped that the fashion star would escape and tell somepony.

Photo Finish tried to run but started coughing and wheezing; then the mare slowly regressed into a foal before her. Photo Finish was now a small, chubby, blue-coated foal kicking and shouting at them. Then another earth pony came over and started strapping her in a diaper with a guilty look; she whispered, “Sorry, this wasn’t supposed to happen.”

Suri was angry as she stomped over to her assistant and snapped. “Yeah, it wasn’t! You were supposed to watch for anypony while I regressed Rarity. That was the plan, you idiot!”

The white-coated earth pony bowed, then popped a pacifier into Photo’s mouth and whispered. “I apologized.”

“Well, it’s too late for that. Now I’ve got two foals to take care of. You’re gonna have to help me, Coco. Hope you’re good with diapers.” She then took out two bottles, and she and her assistant plopped them into the mouths of the foals.

Rarity did her best to resist, but the natural instincts to suckle took over. Her eyelids started to become heavy, and her eyes slowly closed, unable to keep herself awake, and she fell into a deep sleep.

Rarity groaned as she started rubbing her head; she felt like her entire body was compressed. She looked down to see that her body was small and chubby, and then she turned to see that she was in a crib. The filly then heard a squelch and sniffed the air, smelling the stench of urine wafting from it. She heard a suckling noise and gurgles and turned to see another blue-coated filly slowing beside her. She came close to the foal and scrutinized her physical features, as she wanted to ensure it was the famous photographer.

The filly had the mare’s features, including a light blue coat, pink eyes, and a white mane and tail. It was Photo Finish! She groaned, realizing that it wasn’t a dream. Then the filly turned to see Suri standing over them with a smirk on her face as she rose up and said, “So how do you like being a foal, hmmm?”

Rarity started to babble angrily at her, shouting all manner of curses and threats. Meanwhile, Suri rolled her eyes and placed a pacifier in her mouth. "This will allow us to talk now. What is it?”

Rarity suckled on it and asked, “Suri, what ya doing?!”

“What does it look like?” Suri rolled her eyes. “I'm removing the competition.”

Rarity continued to eye her, then snapped. “Ya wowkin' with Stawwwight Gwimmew wight!?”

“Yeah, is it that obvious? Of course, I work for Starlight Glimmer, and it’s not enough to steal your designs. I'm sure you would find some way to win,” Suri explained. “But now, with you gone, there’s no way I’ll lose. And Starlight will ensure her little foal utopia is never destroyed. I don’t really care about all that; I just see this as a mutual agreement.”

“Otay wegwessing me makes sense, but why wegwess hew?” Rarity pointed to Photo Finish. “She one of ta judges!”

Suri started to look instead. “You mean Photo Finish? She saw me regress you, so I had to regress her. Now, don’t worry; I won't care for you. I have a fashion show to win. Coco Pommel, get over here!”

A white-coated earth pony with a light blue striped mane appeared. “Yes, mam…?”

Suri thrust a diaper bag into her hooves, then snapped. “You took those foal care courses as I instructed, right?”

The white-coated earth pony gulped and then replied nervously. “Y-yes…”

“Good, so you’ll care for these foals and do what you can to keep them quiet until Starlight comes to take them to her little foal kingdom,” Suri explained. “Can I count on you?”

“Yes, Ms. Suri,” Coco replied.

“Good,” Suri said and stomped off.

As soon as Suri was gone, Coco Pommel then locked the front door and bowed, “I'm sorry for all of this.” She tucked Rarity back under the sheets, plopped a bottle into her mouth, and watched her suckle the contents. The white-coated filly, realizing there was nothing she could do right now, tried to fall back asleep.

Chapter Two: Photo Finish and Rarity's Great Escape!

Later that morning, after a diaper change, Rarity and Photo Finish were placed right into highchairs. The two foals squirmed and tried fighting back, but Coco Pommel seemed unnerved by their antics as she strapped them into their seats. But then the earth pony started to look guilty as she whispered. “There we go. I apologize for turning you into babies, but I really didn’t have another choice. I owe Suri so much; she swore you wouldn’t be harmed. Besides, being babies again means you two will never have to worry about anything for a long time. Think about it: No careers, no needing to please other ponies, no responsibilities of any sort. Everything will be taken care of for you until you’re ready to grow up again.”

Coco then opened a jar of mashed yams and scooped up the baby food. The two little foals tried to resist, but Coco was a bit smarter, tickling their bellies to make them open their mouths, which she then shoved full of foal food. The two reluctantly chewed on the orange-colored goop, before two bottles filled with formula were plopped into their mouths. The two then suckled down the contents of their bottles rather greedily, with Rarity actually enjoying the formula. It was very smooth and sweet, like a warm milkshake.

The baby unicorn then burped, and some spit-up came out of her mouth. Coco came over with a rag and wiped her face promptly while cooing. “Oh, it's ok, I’ll clean that right up. You let me worry about these things.”

Rarity fussed a bit as a result of this. But there was little she could do as she and Photo Finish were picked up and plopped down into a playpen filled with foal toys and stuffed animals. The fashionista looked around, trying to find out about her current situation. She could see that the playpen was rather simple: A plastic fence with a few plush toys and foam blocks to play with. She rolled her eyes, wondering why anyone would think this would be entertaining for her or Photo Finish. Rarity then spotted her fellow regressed prisoner stacking some of the blocks near the side of the playpen, attempting to crawl out.

But Coco quickly picked up on what Photo Finish was doing. The earth pony plucked her from the makeshift tower and gently placed back by Rarity. “Don’t bother trying to escape. Go on and play, little one.”

Photo Finish pouted, sitting there with an angry look on her face as she snapped. “Nah uh! Tiz iz dumb! We’re big poniez, not babiez!”

Rarity looked down at her pudgy body. then let out an annoyed sigh. “I know tat, we stuck wike tis and tere’s nothing we can do,” She then whispered, “But we gots to twy to not wook suspicious in owdew to get Coco Pommew to dwop her guawd. Ten we can escape and find hewp.”

Photo calmed down a bit and asked. “Otay? But how we do tat?”

The little baby unicorn briefly turned to Coco (who was watching them with a keen eye) and then whispered as she turned back to Photo. “Weww, she vewy good at keepin’ an eye on us, which makes hew a vewy good foawsittew. But is bad fow us cause she not gonna just wet us escape.”

“Oh yeah?! Watch tiz!” Photo Finish declared with a huff. She then ran off, using some plush toys as cover and foam blocks to sneak about. Rarity couldn’t help but giggle at seeing the pudgy little foal trying to duck and weave, rolling about rather adorably. She was trying to be sneaky, but her clumsy, pudgy body and crinkly diaper exposed her, Coco’s eyes now glued on the baby earth pony.

Photo then tried to crawl over the playpen, using her former tower of blocks as cover who;e thinking Coco couldn’t see her.

But the older earth pony just trotted over, picked the foal up again, then plopped her back by Rarity, who couldn’t help but giggle. “See, wha did I teww ya? Ya got caught again.”

Photo nagged back. “Weww, is hawd to zneak awound without zomepwace ta hide. And weawing a diapee onwy makes it hadew. If we wewe outside, I couwd show ya my sneaky skiwws.”

“Oh yeah? Ten why ya get caught by Suri when she was turning me into a foal?” Rarity retorted.

“I was vewy sneaky and wouwd’ve stopped hew! I just fowgot to tuwn off ta fwash on my camewa!” Photo explained.

Rarity held out a hoof as she realized she and Photo were bickering and that it wasn’t helping their situation. “Otay, otay. We dun gots to fight bout tis. Wets focus on a pwan to escape, okay?”

Photo grumbled, but relented. “Fine! Ta fastew we getz out of hewe, ta bettew,” She turned to Coco, sitting on a comfy chair, her eyes glued on the foals. “Weww, she not gonna wet us out of hew sight, so tis is gonna be tough.”

Rarity pondered for a second about their situation and thought about her own experience with foals. She remembered that she was pretty vigilant with her own foals, but they got into mischief quite often when she least expected it, mostly after they ran her ragged. She briefly remembered that that was how Hoity Toity and Blueblood had accidentally flushed themselves but ruled out the possibility of doing it herself. Going down the drain would be too noisy and far too smelly for her tastes.

Then, suddenly, Rarity’s eyes lit up as an idea popped into her head! “I know, we can just tiwe hew out!”

Photo was a bit confused and asked. “How we do tat?”

“Is easy,” Rarity explained. “We both go ovew ta pwaypen and wun awound untiw she catches us. Ten, most wikewy, she’ww put us down fow a nap.”

Photo threw her hooves up and whined. “Tat’s a dumb pwan! If we napping thewe’s no way we can escape!”

Rarity protested. “But she gonna be supew tiwed as weww. When she asweep, we can easiwy escape through a window ow something!”

Photo plopped down on her padded flank, surprised and a bit embarrassed. “Otay. But uh, how do we start?” She nervously asked her fellow foalish prisoner.

Rarity booped Photo’s nose and shouted, “You’we it!”. She then waddled off diaper crinkling, and gave an adorable laugh. Photo gave her an angry look and started to chase her while shouting back. “Wha was tat fow?!”

“We pwaying tag! Ya gotta catch me!” Rarity explained that she kept on running Photo then reared up and started to chase Rarity around the playpen as Coco started tracking them.

But then Rarity used all her might to light up her horn and teleported herself and Photo into the kitchen. They were soon splashing into the kitchen sink, kicking pots and pans everywhere.

Coco raced into the kitchen seconds later, and the chase continued for some time, causing quite a mess in the process. Rarity, meanwhile, used her magic surges to her advantage to constantly teleport herself and Photo while Coco was running and politely trying to get the two to stop. Eventually, she successfully grasped the two by the tail and pulled them close. “Alright, that's quite enough of that!” She then took them to a chair and sat them on her lap as she plopped two bottles into their mouths. “I think it's nap time!”

Rarity tried to resist but Coco rocked the foals gently as the two just lay there, chugging down the contents of their bottles and making adorable suckling noises as they did their best to stay awake. But their foalish instincts took over as the two were gently rocked to sleep.

When the two foals woke up sometime later in a crib, Rarity saw that Coco was fast asleep on the big, comfy chair not far away. This made her smile as she thought to herself. “Perfect! It’s time to escape!” She then turned her attention to Photo, who was still fast asleep and sucking on a pacifier. “Hey, time to wake up, Photo!” She called.

Photo Finish yawned, her small and chubby limbs lifting her up. She found that her diaper was slightly used as it made an uncomfortable squishing sound. “Ugh, I hate being a baby!” She groaned.

Rarity checked her own diaper, seeing that it was slightly yellowed. Much as she wanted to be disgusted at the fact, she knew that dwelling on it would only make things worse. She didn’t have time to try and change herself. “Is otay, we onwy a wittwe wet,” She sighed. “We can get a diapee change fwom one of my fwiends watew. Fow now, we gots to get out of hewe befowe Coco wakes up ow Suwi comes back.”

“Wight!” Photo nodded and tried to climb out of the crib, but failed and plopped down onto her padded flank (which made Rarity giggle). “Siwwy, we gots to find a way ouwsewves!”

The two looked about the crib for anything that could help them. Ultimately, they managed to clumsily tie a bunch of baby blankets together, and then threw it over the side of the bars. Rarity squinted her eyes and levitated the blanket over the side, tying it to a post. Then the two little foals climbed and slid down out of the crib. The two then ran towards the front door, seeing as it was the first such means of escape that they laid eyes on.

Upon going to the door, however, they looked up at it, and then Photo Finish asked, " How are we gonna open ta doow?”

Rarity rubbed her horn, feeling a numbing pain that was starting to grow. “Gotta use my magic again, but my hown huwts!”

“Weww, ya a baby and ya was tewepowting and using it a wot,” Photo guessed. “Maybe we can find some othew way out? Maybe twy anothew woom?”

Part of Rarity did want to try something else, something that wouldn’t involve straining her already aching little horn. But seeing Coco fast asleep caused her to think about how she’d ended up in this situation in the first place. This could be the only chance she’d have to get out, and the more she wandered around to try to find some other way of escape, the greater the chances of Coco waking up and foiling the escape plan. “No, we can’t wait!” She protested. “We gots to weave now, ow we gonna be babies foweva!”

Rarity then took a deep breath and closed her eyes as she used her magic to unlock the bolt, the door slowly opened and luckily its creaking didn’t wake Coco up. The two foals squealed in delight as Rarity opened her eyes, and then she and Photo ran out! They crawled quickly down the steps of the stairs and towards the lobby. The fashionista was about to shout for help but Photo put a hoof over her mouth and hid her behind a potted plant.

Rarity started to get angry as a result, kicking her pudgy hooves and shouting at Photo. “Wha ya doing?!”

“We babies, membew?” Photo explained. “Tey can’t heaw us.”

Rarity groaned, slamming a hoof to her face and feeling silly for having forgotten that this new regression potion made them unable to communicate with big ponies. “Wight, it’ww just sound wike baby babbwe.”

“And if a big pony sees two babies wunning woose, tey’w pwobabwy scoop us up and zend us back to Coco.” Photo finished.

Rarity paused, reluctantly realizing that Photo was right as she calmed down. “Ya wight, we gots to get out of hewe and find my fwiends. Tey’ww wecognize me fow suwe and be abwe to fix tis.”

“Otay, tat means we gots to zneak acwoss ta wobby without anypony seeing us,” Photo Finish pointed out. “Twust me, ya gots to weawn to be sneaky fow weaw tis time!”

Rarity wasn’t confident with Photo Finish’s “sneaking skills” after watching her try to escape the playpen earlier. But at this point, there was little choice but to follow her lead. The two foals then ducked and weaved across the lobby, hiding behind potted plants and running around luggage while doing their best to remain inconspicuous. Lucky for them, most of the ponies in the lobby weren’t looking down, and most were in a rush due to either checking in or checking out.

Photo Finish then led Rarity onto a trolly and into an empty suitcase. The two little foals peeked out as they rode on the trolly through the lobby and out into the streets of Manehattan. There, the trolly stopped as the bellboy began to push it back inside. The two little foals burst out and ran down an alley, looking about as they giggled in glee, seeing not a single pony noticed them.

Rarity had to admit to herself despite being a baby, Photo Finish’s “sneaky skills” weren’t too bad. “Ya is so smawt! We gonna find my fwiends in no time!”

“Yeah, tanks,” Photo Finish replied. “Now, do ya membew ta hotew ya fwiends awe staying at?”

Rarity nodded and headed towards a busy intersection before ducking beneath a mailbox as the baby unicorn said. “Tis is gonna be difficult. Thewe awen’t any hiding spots awound hewe, and my fwiends awe in tat hotew acwoss ta stweet.”

Photo looked around with a worried look, seeing that Rarity was right. The mailbox was the only object they could hide behind or underneath; nothing else on this street corner would conceal them. “Ten we gots no choice; we just gotta make a bweak fow it and be fast!”

Rarity sighed, knowing that it was risky. But considering the alternative would be to wander aimlessly through the city, she reluctantly agreed. “Otay, on thwee.” She said as she looked across to Photo, the two trying to judge their moment carefully:

“One.”

“Two”

“Thwee!”

The two ran across the intersection as fast as their little stubby hooves could carry them! But just as they were about to get to the other side of the crosswalk, the two were suddenly picked up by a wing and placed down into a baby carriage. A lovely-looking pegasus nanny wearing a cute apron eyed them and said. “My my, two foals out and about with no one to supervise them. It’s good that I found you when I did; you could’ve gotten hurt trying to cross the street.”

Rarity babbled angrily, and Photo did the same even as the mare plopped pacifiers into their mouths. “Oh, don’t cry, it’s ok. I don’t know where you two came from, but I’ll find your parents.”

The pegasus then tucked them under the sheets of the carriage. The two foals struggled but were so tightly held that they couldn’t move. Rarity squinted as she tried to use her magic, but her horn just sizzled and sparked; she couldn’t do anything anymore. She just laid back, groaning and feeling her forehead throbbing.

Photo Finish snuggled next to Rarity and whimpered, clearly a bit scared, so Rarity nuzzled her fellow foal and tried to comfort her. The two helpless foals could only suckle on their pacifiers, and with the gentle rocking of the baby carriage, they could not resist the allure of sleep (seeing as the two hadn’t gotten a proper nap earlier). The foals closed their eyes, hoping this nanny wouldn’t take them too far from the hotel.

Chapter Three: A Foal's day out

Rarity let out a groan as she slowly rubbed her eyes and threw her pudgy hooves as she woke up under baby blankets. She looked to see that there was a mobile twirling over her head. Photo Finish was in another crib, they must’ve fallen asleep on the ride here.

Rarity looked around: She saw that she and Photo were in a very luscious condo. The room was beautiful with plush red carpeting everywhere, the walls had lovely decorations of various hanging house plants (which made the entire place smell nice). In the center of the room, she saw an adorable little nursery for foals with a ton of cute plush toys strewn about, along with some blocks, and interactive baby toys that blinked out a multitude of colors, and they were all brand new.

Then Rarity heard humming and saw a beautiful white-coated pegasus mare with a light blue mane and tail styled into a curl come flying over. " Hello little ones. Up already?”

The baby earth pony tried to babble angrily.

“Oh hush, you’ll get a diaper change soon enough.” The mare cooed as she then lifted the little filly, who kicked and squirmed, unable to stop as she was placed down onto the changing table. Rarity could only watch with secondhoof embarrassment and wait for the pegasus mare to finish. Afterwards, Rarity had her own diaper changed (she hadn’t even realized she’d wet it, it seemed she was already losing all of her potty training) and then the two were set down for some lunch.

Rarity threw quite a fit during the feeding process, but the pegasus mare seemed to have experience with fussy foals, having no trouble spoon-feeding them despite their protests. She then placed them down in the playpen. “Now, you two play nice. I’ll start writing letters to find out where your parents are. I know all the local nurseries, so I’m sure we can find out where and who you belong to. And if you need anything, just let me know.”

Both foals started to babble frantically, trying to tell this pegasus that they were actually adults, but nothing worked as she smiled at them and then walked off.

Photo Finish plopped down, threw her hooves over her face, and cried. “Tis is no good! We gotta twy to find a way to get hew attention so she can take us to Pwincess Twiwight!”

Rarity looked all around the playpen, then suddenly an idea came into her mind as she said. “I know…how about we make wowds with the baby bwocks?! She’ww have to wecognzie us ten!”

Photo nodded. “Otay, wet’s huwwy befowe she gives us back to ouw actuaw pawents and we have to gwow up aww ovew again!”

So the two foals went to work, scooping up all of the blocks they could find and moving them around until they managed to spell out: “We a4e Rar1ty & Photo Finish, please help!”It was the best they could do with the blocks they had.

When the pegasus mare saw this, she gasped, surprised at seeing them being able to spell out words like that! “Oh my! I would normally just assume you two are really smart for your ages, but I must presume you two must be regressed adults! There’s no way foals your age would know how to spell out so many big words like that.”

The two regressed ponies were a bit stunned that their caretaker was able to figure out their true identities pretty fast, and they babbled excitedly as they pointed at themselves.

The nanny nodded. “Okay, don’t you two worry. I’ll get you to Princess Twilight. I’m sure she is still here. And hopefully, she’ll know how to turn you two back into adults.”

“Yay!” The two foals chimed in unison, overjoyed at their stroke of luck!

Rarity laid back in the playpen, feeling rather delighted and at ease with her prospects. The last thing she wanted was to be given back to her parents and become a “little sister” to Sweetie Belle (to say nothing of orphaning her two adopted foals). “Tat’s a wewief! I tought we wouwd be stuck wike tis fowevew!” She said to Photo afterwards.

“Yeah,” Photo Finish nodded. “Guess tis nanny is smawtew than we tought.” Yet as they were both celebrating, they were suddenly surprised to hear a knock at the door.

The nanny opened the door to reveal a shy white-coated earth pony mare who whispered. “G-good morning. I… heard you found some foals running about. Do you happen to have them still?”

“Yes, but how do you know them?” The pegasus mare questioned her visitor.

“Where are my manners,” The earth pony mare swallowed hard. “I’m Coco Pommel: Their nanny, and they happen to have gone and escaped their nursery. I am trying to get them back to their parents. So please, let me have them.”

The real nanny eyed the earth pony mare with skepticism. Something about the way this mare was talking and acting didn’t seem right. “Sorry, but you must be mistaken. The foals I found are two of those regressed adults I’ve been hearing about. They seem to be unusually intelligent for foals their age.”

“R-really?!” Coco blinked and stepped back, apparently surprised by the news. “You don’t say. I had no idea.”

“Yes,” so again, how would you know about them?” The pegasus nanny inquired of Coco. “Shouldn’t you have realized by now how unlike normal foals they are?”

Coco started to sweat a little and replied. “W-well I…. um, I… am a friend of one of theirs and, um… need to get them to Princess Twilight so she can turn them back into adults.”

“Really? You just said you were going to give them back to their parents.” The nanny retorted with skepticism.

“W-well, I didn’t want to embarrass them, that’s all.” Coco tried to insist as she backed away, appearing to shrink from a possible confrontation.

“Well I’m sorry, but I can’t in good conscience hoof these foals over to you,” The nanny declared. “If you are with Twilight’s friend, you should bring her here. Have a good day,” The nanny then quickly slammed the door in Coco’s face and went back to the foals. “Sorry about that, but it’s clear that mare is up to no good. She has to have known you were regressed adults. I’ll inform Princess Twilight about that mare when I return you two. Oh, and by the way, you call me Nanny Angel Feather. I’m sure you’ve heard of my nephew: The regressed Cannon Feather.”

Rarity's eyes glowed at seeing how smart and capable this nanny was, not to mention how beautiful she was. She made up her mind then and there: “When I get back to being a big pony, I’m going to hire Angel Feather if I can. I most certainly could use a more reliable pair of extra hooves to help with Hoity Toity and Blueblood.”

“Well, we best get going before she shows up with Celesita knows who else?” Angel Feather declared. “Come on.” She then placed the foals into a two seated stroller, gathered a diaper bag filled with foal supplies, and headed out the door of her apartment.

Angel Feather hummed a tune as she pushed the foals through the park, cutting straight through to the other side of the street where the fashion week competition was being hosted.

Rarity laid back, relaxing a bit as she enjoyed just looking around and seeing ponies out and about, enjoying the day. Every now and again, a pony would look over and wave or coo at her or Photo, making her giggle back at them. And even Photo Finish seemed to be enjoying the attention she was getting as a “cute foal”.

Then they suddenly paused, the stroller all but screeching to a halt. Rarity sat up and looked around. What was the reason for the delay? Then she nearly gasped as she saw both Suri and Coco nearby, looking around.

The pegasus nanny, for her part, didn’t recognize the pink-coated, scarf wearing earth pony. But she knew Coco was the one who had lied to her earlier. Thinking quickly, she swung the stroller around and tried to run in a different direction!

Alas, Suri happened to spot Angel Feather with the stroller out of the corner of her eyes and shouted! “Hey, you have my foals! Give them back!” And she and Coco started chasing after the group!

Angel Feather ran as fast as she could on her hooves (she knew the stroller was too heavy to carry through the air, and she wasn’t about to risk dropping one of the foals in mid-air if they rode on her back), but the two earth pony mares were able to catch up to her!

Then Suri took out a bag of some dust! She moved to throw it, but she stumbled over her hooves, and the dust blew over her and Coco as well, leaving them coughing.

Angel Feather laughed, convinced she’d escaped. But then she sneezed out some of the weird dust from her nose, gasping as she felt her body start to tingle! Rarity looked up and groaned, seeing that some of the age regression dust must have gotten onto Nanny Angel Feather. It was only a matter of time until she was back in diapers like Rarity and Photo Finish.

Sure enough, as they continued through the park, it didn’t take long until Angel Feather’s body began to shrink in size. She sat down at a park bench and saw that her clothes no longer fit her. Throwing them aside, Rarity saw the mare was now a lot younger, probably a teenager, as she groaned. “Oh no, it seems that stuff was regression dust. I'm shrinking slowly. Maybe I can make it to Twilight before I'm a baby. She can turn us back to normal, right?”

Rarity and Photo both gave nods as they went around the trees and fields. But as they continued towards a play area, the pegasus mare continued to shrink until she was now no younger than a school foal and could barely push the stroller anymore. However, just when she wanted to stop and rest, she saw two other earth ponies roughly looking like school aged fillies: It was Coco and Suri! They both were obviously affected by their own age regression dust, yet they were still trying to find Rarity and Photo Finish.

“We better go on hoof at this point!” Angel Feather whispered as she then took the foals out of the stroller, herded them into a sandbox, and found some toys for them to play with as she draped her wings over them. “Quick: Pretend we’re just normal foals. Maybe then they’ll miss us.”

Rarity and Photo nodded, and they started playing with the toys, building a sandcastle together. It was rather fun, both of them doing their best to make it look good even though it was difficult to lift the heavy sand filled buckets with their pudgy hooves. As they began to play, their plan seemed to work at first. But Coco and Suri still stomped over as the pink-coated earth pony yelled out in a high pitched voice. "You! You did this to us!”

Angel Feather looked up and shouted! “Me?! You two turned Rarity and Photo Finish into babies, and now we are turning into babies too! This is all your fault! At this rate, we’re all going to end up in diapers!”

Suri paused and stammered, apparently only now considering the dilemma on her hooves. “W-well, yeah! But…um…ugh!” She groaned. “Just let us take them, and we can turn you back into an adult, okay?”

“Really? And if that were the case, why aren’t you turning yourself and your friend here into adults right now?” Angel Feather questioned. “You don’t really want to lose your potty training, do you?”

“Because…because…” Suri stuttered, unable to think of a good counter argument. “Oh, forget it! Coco, get those babies! We can use them as leverage so Princess Twilight will have to change us back too!”

“Um, ok.” Coco hesitantly replied, now a little white coated foal. She started to run towards Rarity, Photo, and Angel. But Angel was two steps ahead, quickly picking up the foals onto her back as she ran across the park, even as her body was beginning to shrink even more.

Rarity wished she could do more to help, but Angel seemed capable of keeping her and Photo safe.

Angel, meanwhile, went onto the playset and used the stairs and other foals to avoid being spotted (and make it more difficult for their pursuers to get to them). She then took the foals up to the top, and the three all slid down a large slide together. Rarity squealed in delight as Photo closed her eyes. They soon popped out of the other side Angel Feather scooped them up and started running towards the streets and to the venue, hoping to find Princess Twilight before she too ended up as a baby.

Chapter Four: The Foal Fashion Show

Rarity, Photo Finish and Angel Feather all ran through the studio where the fashion show was taking place. As their little chase went on, Rarity was starting to get out of breath. She paused, took a minute to look around her, and saw a chubby little white coated pegasus filly was running right alongside the other foals. And she was looking over herself with a pout on her face and sighed. “Oh no, tis is not good! Not good at aww! We gots to find somewhewe fast, or Suwi and Coco gonna take us to Stawwight, and ten we gonna be foaws foweva!”

Photo Finish looked all around. “We needs a pwace tat’s pubwic, tat way tey can’t just kidnap us!”

Angel sighed. “Guess tat’s ta onwy pwan we have.”

Rarity gave a sigh and replied to the mare. “Yeah, sowwie about tis, guess ya back in diapees now.”

“Yeah, I am,” Angel Feather replied, before sheepishly blushing. “I awways kinda wanted ta be a foaw again. But not wike tis.”

Rarity waddled over and hugged her new fellow foal, then nervously mumbled. “Otay, so wha do we do now? What can we do to twack down Twiwight so she can tuwn us aww back to nomaw?” She shuddered and whimpered. “I’d wike to gwow up again befowe I have to use my diapees fow numbew two, is gwoss!”

Photo Finish’s cheeks flushed red as she recalled. “Weww, thewe’s anothew fashion show going on wight now. I tink we can use tat to hide fow a bit.”

Rarity looked over with a confused expression and asked. “How wouwd tat wowk?”

Photo smirked. “Is a fashion show for foaws! I was gonna be a judge in tat contest too.”

Rarity was surprised by the statement. “Weawwy? Awe ya suwe?”

“Yeah, um is wike fow new designew cwothes and diapees,” Photo explained. “Come on, we gots to get going, now! Is the onwy way we can bwend in so Coco and Suwi can’t find us!”

“Otay ten, wead ta way!” Rarity replied while still feeling a bit unsure. Thinking about it made her realize this must’ve been what Hoity Toity and Blueblood had felt like when they’d first turned into foals. Being on the other side of it was a surreal experience.

Photo Finish, meanwhile, led the charge, running down the halls inside the building where the first fashion show was taking place. Rarity couldn’t help but blush as she heard the adorable little toddles coming from her and the others. Eventually, they all made it to the end of the hall and there an earth pony mare who was small and slender came upon the foals. She had curly amber locks for a mane and tail, had a pinkish-purple coat, blue eyes, and a cutie mark depicting some kind of purse.

The earth pony mare then looked down to see the three foals standing there and with a surprised look remarked! “Oh my, where did you three come from?! Are you lost, little ones?” The foals all started to jump up and down, babbling, which made the mare daww. “Aww, you’re all so cute!” She scooped the foals up into her hooves and threw them onto her back, then trotted into a room where a bunch of other foals were all gathered.

A bouncy pink coated stallion with a navy blue mane and tail and sea green eyes looked over with a look of confusion as he asked. “Where did these foals come from?”

The mare looked over and replied with a shrug. “I don’t know, they just showed up. I assumed they must’ve escaped from our little fashion show. We’ve had so many foals volunteered, I can’t keep track of them all!”

Together the two earth ponies looked over the foals surrounding them and then the stallion said. “Well, regardless, they’re adorable! So let’s get them dressed up, shall we?” The fashion designers then got to work, dressing the foals in new diapers and adorable little onesies before placing them among the other foals all gathered in a playpen. There they were presented to a trio of judges.

Rarity, Photo, and Angel were soon rolling around among the other foals seemingly babbling and just waddling about in their cute outfits. Rarity was a bit surprised upon touching her cute onesie and the frilly diaper poking through the leg holes. “So, I guess tat tis is the fiwst outfit of many we gonna have to weaw?” She asked Photo Finish.

“Yes,” Photo nodded back. “They’ww go thwough a coupwe wounds of diffewent outfits. I’m suwe it’z hawd to keep tem cwean, so they pwobabwy gonna switch tem often.”

Angel Feather, meanwhile, giggled, looking her diaper and onesie combo. She adored the pretty purple color and the diaper was just the right amount of thickness so that the buttons on the onesie didn’t pop open as she trotted about. “Guess we can test wun some cute foaw cwothes fow now. We can wook fow Pwincess Twiwight aftewe the contest is ovew and we know we’we safe.”

“Yeah, I guess. I just hope tis contest doesn’t wast vew wong. The onwy ting wowse than messing mysewf is messing mysewf in fwont of othew ponies. If anypony wecognized me, I’d nevew wive the humiwiation down!” Rarity exclaimed, then sighed as she turned to see the judges, all just smiling and taking notes. Then the foal realized that this little “fashion show” was more than just a simple demonstration of clothes and diapers, and so she laughed. She then ran around the playpen as Photo and Angel trotted after her, throwing plushies back and forth at one another.

Time flew on as the foals all were given frilly dresses to try on, and then some cute overalls, and given fresh new diapers with each outfit. It seemed that Suri and Coco were nowhere to be seen, which was a relief to the three new foals. But it was also worrying as that meant their pursuers could be anywhere, and she wondered if they were still even around after they’d regressed in age as well. Rarity could only hope they’d lost interest.

As Rarity and her friends were enjoying the “foal fashion show”, however, Suri and Coco were in fact just now crawling into one of the halls in the building. The now pudgy pink foal stomped along in her new chubby foal body. As she did so, she looked over herself with a look of disgust and snapped. “Wook wha ya did ta me, Coco! How come you couwdn’t captuwe two wittwe foaws, huh? Tat wasn’t so hawd to do!”

The little shy earth pony foal near Suri could only lower her head in shame and reply in response. “I…I’m sowwy, I didn’t mean to…”

“Didn’t mean to?” Suri snapped back. “Is tat aww you have to say?! Now wook at us! We’ww nevew captuwe the foaws or win fashion week wike tis! Tis is aww youw fauwt!”

“I…I…” Coco whimpered and started to cry, unable to control herself. That got the attention of a earth pony mare, who trotted over with a concerned look on her face. “Two more foals? Where are they all coming from? I swear, some parents here need to keep an eye on their kids. This place isn’t meant to be a daycare center!” She then picked them up and placed the foals onto her back, then trotted back over a small room where other foals were.

The caretaker stallion was stunned upon seeing the foals on his partner’s back. “Two more?! Not a single one left the studio I swear!”

“I know, I assume parents are dropping their foals off at the wrong venue or something. And they didn’t even diaper them. Don’t they know we invented indoor plumbing specifically so that ponies wouldn’t have to fertilize the soil anymore?” The mare grumbled as she went about and started to dress her new charges up in some cute onesies and fresh diapers, then placed them down on the floor.

Suri looked herself over with a pout seeing that she now had a frilly yellow onesies while Coco had got a violet colored one. “Tanks a wot, Coco!” She snorted and rolled her eyes. “Now youw dumb cwying got us put in diapees and onesies. Can’t ya do anyting wight?!”

“I…I sowie…weawwy.” Coco whimpered and shrank from Suri’s gaze.

“Whatevew, the othews gots to be hewe with these othew babies, so just keep an eye out fow tem and teww me if ya see them.” Suri grumbled as she waddled off, leaving Coco to sit there alone as she suckled on her hoof to calm her nerves.

After a few minutes of sucking on her hoof, Coco decided she better get a move on and find Rarity and the others. She looked around, scouring over the dozens of other babies and wondering what this place was. From the looks of the cute clothes and diapers, and the judges writing down notes it was clear they were all part of some sort of evaluation: The clothes and how effective they were on actual foals, from playing to eating to diaper changes. It was interesting and adorable to watch.

Coco continued to waddle around the room, ignoring the judges as best she could even though she found herself growing jealous of all the attention they were showing the other foals. Nopony was yelling or making rude demands, they weren’t sitting around expecting others to do things for them. Why couldn’t Suri be more like that?

The little earth pony then suddenly spotted three foals out of the corner of her eye. Two had coats of gleaming white, and a third had a grayish-light blue coat. Yet only one had a horn. They were all drinking from sippy cups and coloring on some paper together. And as they did so, they appeared to be deep in conversation about something.

“Could it be?” Coco thought as she trotted over, trying not to be noticed. As she drew closer, she could overhear the foals she had her eyes on. From what she could make out, they were talking about a “plan” to find this “Twilight Sparkle” so they could “turn back into adults”. There was no mistaking it, they had to be Rarity, Photo Finish, and Angel Feather. She then quickly trotted across the room, only to find Suri laying down for a nap.

Coco slowly trotted over with an angry look on her face, furious that her partner wasn’t doing anything to help and making her do all the work. Why was she doing this, and for what?! Just for Suri to get rid of Rarity and make that stupid deal with Starlight? It was clear how Suri would benefit, but what good would that do Coco if Suri was just going to continue to yell at her and treat her like dirt? Heck, who’s to say Suri wouldn’t keep Coco as a foal for a while as punishment, depriving Coco of the big pony privileges Suri would get to enjoy?

The earth pony foal thought for a moment and began to consider something she hadn’t thought of before: Maybe she should help Rarity and the others get out of here instead. Surely, Princess Twilight would show her mercy. Surely, she would not force Coco to stay as a foal.

So it was that, with her mind made up, Coco waddled away from Suri. Suri would get no further help from her now ex-assistant. The earth pony waddled back to where the three foals were earlier, and took a deep breath before she whispered. “Um…Wawity?”

The baby fashionista looked over and gasped when she saw who it was! “Oh no, it’s Coco! We gots to wun!” She cried to the other two foals as they all ran off! But Coco chased after them and cried! “Wait, howd on! I wanna hewp!”

The others paused and turned to the little earth pony filly who was looking rather downtrodden.

But Rarity snapped. “Wha do ya mean?! Ya tuwned us into foaws!”

“I know, and I sowie fow tat,” Coco whimpered. “I…I was just doing what Suwi says. I didn wanna tuwn ya aww into foaws.”

Photo blinked. “So… ya betwaying hew?”

“Y-yes,” Coco slowly replied. “I…I wanna hewp ya, I tink.”

“Weww, um we have a pwobwem,” The regressed, diaper wearing fashionista pointed out. “We aww came hewe to hide from Suwi, but now she hewe. We needs to get out of hewe and find Twiwight befowe we get caught by Suwi or Stawwight.”

“Right, but ta judges and big ponies tink we babies, so they’ww twy to keep us hewe if we twy to escape,” Angel explained. “We can’t just sneak past tem.”

Rarity nodded. “Tats wight, so we needs to find a way out of hewe as soon as we can.”

Coco gave a nod and sat down with her fellow foals, deep in thought. “Ta best pwan shouwd be a distwaction fow ta big ponies. One of us needs to get the judges’ attention whiwe ta west of us go and get Twiwight to change us back to nowmaw.”

“Otay, I’ww distwact the othews. Ya aww make a bweak fow it!” Rarity instructed! “Weady, set go!” And after straining a great deal, she managed to teleport herself across the playpen and on top of the walkway that led directly to the judges.

Rarity blushed, feeling slightly embarrassed about her current outfit: A frilly purple princess dress, her diaper (thankfully still clean even though she was sure all her squinting and grunting would’ve made her mess herself) clearly showing around her waist. But she knew she had to keep the judges all distracted from noticing her friends, so she threw her head back and flaunted her adorable little dress, blowing bubbles from her mouth to make sure the judges heard her. The little filly then began to strut in front of the judges, revealing her adorable diaper making sure to babble at them and roll herself around a little as well.

The judges seemed to be all rather surprised as Rarity really started to go all out. With their eyes all on her, she rolled around on the stage as a light pink coated mare slowly trotted over. “My goodness, this little filly just loves the spotlight, doesn’t she?”

An older earth pony mare whispered to the others. “I must say that this foal is probably the most adorable filly I’ve ever seen. And she’s a little diva to boot”

The other judges nodded as one replied. “She must become our mascot for our new line of foal clothes! She’s absolutely perfect! We can put her face on everything, even diapers! She’ll make them the most fabulous diapers in the history of diapers!”

Rarity was suddenly picked up by one of the judges making her kick and babble angrily (which only made the judges laugh). One by one they all cooed:

“Aww, who’s a little diva?”

“Look at her squirm. Oh, she's so precious!”

“She is clearly the winner! But who are her parents?!”

“Yes, that is quite right, we don't know who her parents are.”

“Well, we can inform them of the good news when we find them! I’m sure they will be thrilled to know their little filly is going to be famous!” The mare from earlier declared, holding her charge up for all to see.

Rarity began to worry a bit now. She would rather not be the face of a foal fashion line, let alone have her face on diapers. She then turned to see that her friends with Coco were sneaking out to find Twilight. Hopefully, they would save her from having to become a mascot.

Chapter Five: Rarity's Time in the Spotlight

Twilight Sparkle was a bit confused: She thought Rarity was going to be showing off her new outfits, and yet for the past few hours nothing had happened. Now, Twilight was realizing that there was nopony left to go on stage. The alicorn thus scoured the showroom and the surrounding backstage, but couldn’t find her friend at all. She was thus starting to get frustrated and worried that maybe Starlight had turned Rarity into a foal without realizing it. Rarity had to be around somewhere. But where?

As Twilight finished going around the backstage, however, that was when she came across a couple of foals running towards her. Two of them she didn’t recognize in the slightest, but one was a little light blue earth pony filly with bright pink eyes that ran right up to and bounded into Twilight, making her squeak. “Oh my, where did all of you come from?!”

The foals all started to babble at once and point their hooves, clearly trying to say something. Twilight started to see that the foals were not acting like normal foals at all. She gave a sigh, suspecting that at least one of these foals wasn’t really a foal, and likely knew something about what had happened to Rarity. It was a better lead than nothing. “Alright, come on. You can all stay with me until we get to the bottom of this.” She then scooped the foals onto her back as she tried to figure out where they wanted her to go. Hopefully, they could point her to her friend.

Rarity was, understandably, more than a bit annoyed at being taken away by the judges. This was the last thing she wanted right now! She kicked and whined, hoping that the judges would rethink their plan to make her a mascot, but they weren’t giving her the time of day. Instead, they came upon a studio that had pictures of storks printed onto the back walls, and with stacks of diapers everywhere.

There a friendly looking white coated pegasus stallion flew over and then looked over the little foal with a heartwarming smile and asked. “So, is this the winner?”

The mare that had taken hold of Rarity chimed. “Yes. Out of all the foals, this one was the most engaging and adorable. She tried on so many different outfits and she was such a joy to work with. I think she should be the new mascot for Stork Industries.”

Stork Industries?! Rarity realized that that was one of the biggest foal supply companies in Equestria. And now she was going to be their mascot?! If she didn’t do something quick, her foalified image would be plastered all over Equestria forever! Horrified, she looked over at the stallion, who looked down at her with a smile. “Aww, she’s adorable. And you know, this filly looks a lot like Rarity.”

“Yes, it’s almost uncanny,” The mare judge replied. “But we are aware of Starlight Glimmer, and she hasn’t been spotted anywhere near here. Also, all regressed adults can talk and this little filly has only said stuff in baby babble. Plus, she’s way too fussy to be Rarity. If Rarity were to become a foal, I imagine she would be much better behaved and not complaining all the time.”

This just made Rarity pout and grumble angrily. She wasn’t sure why she couldn’t be understood by the judges, and suspected it was a result of whatever it was exactly that Suri had done to regress her. She wished more than anything she could make the judges understand her, then she wouldn’t have to be so uncooperative.

The pegasus stallion, meanwhile, carefully looked over the filly and then replied with a smile, “Well, she’s absolutely perfect! I think that this little one most definitely has what it takes to be our new mascot!” He then looked over at the other judges and asked, “So what's the little filly’s name? She must have one.”

The judges all looked at each other and most just shrugged as one mare replied. “We don’t know, actually. She just showed up with a bunch of other foals right before we started our contest. Weirdly, our celebrity judge Photo Finish never showed up like she said she would. And we never got any word of her backing out or cancelling.”

The pegasus stallion stroked his chin and nodded along as he replied. “I see, well whoever she is… I'm sure we can take care of her until her parents come to claim her. Heck, I’ll even let her stay at my place!” Then he clapped his hooves. “Now, let’s put our new foal model through her paces, shall we?!”

Rarity groaned at seeing that all of her attempts to be understood were ignored. There was no way out of her current predicament, not with all these grown-ups watching over her. So it was that she was sat down upon a mat, and dressed into a new diaper and a big frilly purple dress that not only not covered up her diaper, but in fact made it stick out all the more. She didn’t see how that was good, it would make diaper changes or using the potty a hassle. A frilly dress like that would be impossible to take off without a great deal of effort.

The regressed fashionista was then placed down in a set with a bunch of diapers all packaged together, laying about. She blushed, feeling a little camera shy. Yet as the cameras flashed repeatedly, Rarity waddled around, showing off the big poofy dress and frilly diaper with a smile. She giggled as her camera shyness faded just as quickly as it had arrived. She threw herself fully into being a model, having a great time showing off all the adorable outfits she would be dressed in, waddling down a small catwalk just for her and showing off her best foal self to the camera.

The rest of the judges went on changing Rarity often into so many different outfits and diapers, but she was loving the spotlight too much to care. She forgot all about how embarrassing it all was and kind of just got into the rush of it all. She wasn’t even worried about the possibility of using her diaper for a bathroom, why should she worry about that when the judges would take care of any mess she might make and quickly clean her up?

Meanwhile, Suri had woken up from her nap, only to see a bunch of foals she didn’t recognize in the slightest. She looked around for Coco, only to see that her assistant was nowhere to be found. That angered and frustrated Suri to no end as she waddled around. How could Coco abandon her and why would she do such a thing?! Was that how she repaid Suri after everything Suri had done for Coco?! To make matters worse, Suri was sure that if Starlight showed up she would probably leave Suri as a foal as punishment. And Suri had no desire to grow up all over again!

Suri then heard giggling coming from across the stage and turned a corner to see what appeared to be another photo shoot. And there was Rarity, giggling and bouncing around with a smile on her face as she modeled various dresses and diapers. Suri gasped in spite of herself! Here she thought Rarity would be trying to turn back to normal, and instead she was trying to become the new face of Stork Industries, the biggest foal supply company in all of Equestria! Of course Rarity would use her adorable new body to get one over on her competitor!

Suri knew then and there that she had to get over there, and there was only one way to do that. She sighed, throwing her mane back, adjusting the diaper around her waist, and then strutting over and right in front of the cameras with a smile. She waddled about, trying to put on the most adorable face she could in the hopes of being noticed. Sure enough, the judges did and they started to pay attention to her. They switched her out with a onesie and even just in nothing but a diaper. Yet she continued to show off her little cute body and then eventually one of the judges asked. “Think she can be the mascot too?”

“Yes, for sure!” Another judge replied. “I am so impressed with how adorable she is!”

“Let's see how she interacts with that baby unicorn first.” The judge from before suggested.

The other judges nodded, and they eventually placed Suri down next to Rarity who was, needless to say, shocked to see Suri!

“So tis was your pwan!” Suri exclaimed as she laid eyes on Rarity! “Ya couwdn’t win fashion week, so ya wanted to win ta foaw fashion show!”

Rarity blinked, kind of getting what Suri was accusing her of. “Huh, wha awe ya tawking about? I came hewe to hide from ya aftew wha ya did to me.”

“Wike I’ww bewieve tat!” Suri snorted. “Ya just twying to get one ova on me ‘cause I bettew tan ya!”

Rarity paused, deep in thought as an idea started to come into her mind. “It’s twue! Ya is so cwazy tinking ya was gonna tuwn me into a foaw and wuin my fashion week. So being ta face of Stowk Industwies is ta onwy way I can get one ovew on ya!”

“Ya weawwy tink ya so speciaw, huh?” Suri scoffed. “Ya and ya fwiends aww aww ta same, stuck up, annoying babies. I can’t wait untiw Starlight tuwns tem aww into foaws too!”

“ten ya gonna compete against ta cutest babies eva!” Rarity retorted as she stuck out her tongue.

“Oh yeah?!” Suri questioned.

“Yeah! My fwiends and I awe gonna be supew coow mascots!” The regressed fashionista snapped back. Then with a huff, she threw her head up and continued to bathe in the spotlight, shaking her frilly dress and making the judges all daww. It wasn’t long until she and Suri were competing against each other to see who could get the most attention from the judges.

Twilight was almost exhausted by the time she eventually trotted through the entirety of backstage and the surrounding hotel. Yet, to her surprise, the mysterious foals had led her to the massive foal fashion show happening for Stork Industries.

The princess trotted into the little studio and looked around, seeing that there was a massive playpen filled with foals, and another area where a bunch of ponies were taking pictures of two foals constantly posing. Twilight had to take a moment to snicker and daww at the two, seeing how much they were enjoying their little photo shoot. She then trotted over to a white coated pegasus stallion, who turned around and spotted. “Ah, Princess Twilight, it’s so good to see you! To what do I owe the pleasure?”

“Um, listen,” The princess began as she now got a closer look at one of the two foals in the contest. It appeared to be a unicorn with a coat white as snow and eyes a dazzling shade of blue. “I think that little unicorn there is my friend, Rarity. She’s been missing for hours now.” Twilight whispered with a blush on her face as she pointed towards the little unicorn.

The pegasus stallion turned his attention to Twilight, then looked back and asked. “Oh, it is?”

“Yes,” Twilight nodded. “I’m sure of it. It seems we may have Starlight on the loose again, and we need to turn Rarity back to normal quickly.”

“I agree, but um…she technically won the contest to determine our new mascot,” The pegasus stallion nervously replied. “Can we use her as our mascot for a little while? I mean, we’ve been trying with actual foals, and let’s just say they are much harder to deal with. None of them are as well behaved as your friend here.”

Twilight laughed as she then approached Rarity, kneeled down and asked her. “Rarity, it’s me, Twilight. I’m sure you probably don’t want to stay in diapers any longer than you have to. But do you maybe want to be the new mascot for Stork Industries for a bit?”

Rarity looked up and gave a nod as she babbled happily. Meanwhile, a mysterious light pinkish-purple coated earth pony foal trotted over, and Twilight couldn’t help but notice this foal continually trying to get the attention of the other judges.

“So um, I'm assuming she’s a regressed adult too?” Twilight questioned the pegasus stallion.

The stallion blushed. “Now you mention it, I swear I’ve seen somepony who looks just like this foal before. How can you tell she’s a regressed adult, though? I can’t understand a word she says.”

Twilight grinned and explained. “Have you ever seen a foal ever actually strut around like that without falling down or tripping over themselves?”

That made all the judges turn at once, now taking notice of how Suri was acting. The pegasus stallion laughed. “Well, I suppose you’re right. We just assumed they couldn’t have been regressed adults because they can’t normally talk.”

“Usually that would be the case,” Twilight concluded. “But it seems someone has found an age regression method that can make its victims unable to speak like adults.”

“I see,” The pegasus stallion methodically replied. “Are you sure you can turn them back into adults?”

“Yes, I’ve perfected the method. Everypony should go back to normal.” The alicorn concluded with a firm nod.

“Well if you require any foal supplies for any, please let me know.” The pegasus stallion replied as he hoofed her a business card.

Twilight gave a slight nod and then hurried off as she took possession of the two modeling foals. “Alright, let’s get you all back to normal so I can piece together what Starlight’s up to now.”

Later that evening Twilight had managed to turn most of the foals in her care back into adults, with only Suri and Coco yet to be changed back. Afterwards, Rarity turned, squealing in delight as she jumped over and hugged Twilight. “Oh thank you! Thank you, darling! I would’ve been absolutely horrified if I’d messed myself like an actual foal. I most certainly will never take my toilet training for granted ever again.”

Twilight blushed and patted her friend on the back. “Hey, it’s ok, it’s what friends are for. I’m just glad I found you in time. I don’t know how I would’ve explained your absence to Hoity Toity and Blueblood when I didn’t know where you’d gone or what had happened to you,” She hugged her friend back, then turned to see an older pegasus mare and a light blue colored earth pony, making her ask. “So, um, what are your names?”

The earth pony scoffed. “You don’t recognize me? I am Photo Finish!”

“And, my name is Angel Feather.” The older pegasus chimed as she shook Twilight’s hoof.

Twilight then turned to the two last fillies as Rarity whispered, “Twilight, the white coated earth pony is Coco Pommel and the pink one is Suri. They are the ones who turned me into a foal, alongside Photo Finish and Angel Feather.”

“Really?” The alicorn princess questioned.

Rarity nodded. “Yes, but Coco here changed sides. She helped us escape and find you, so please be lenient with her.”

Twilight then aged the two earth ponies both back into adults as well and then asked. “Is what Rarity said true?”

Coco nodded and nervously replied. “Yes, it’s true.” That made Suri turn to Coco and snap. “Coco!”

“I'm sorry, but it's true,” Coco confessed. “Suri and I were working with Starlight. She promised Suri would win fashion week since she already knew Suri would lose. After turning Rarity into a foal, we were supposed to wait in our hotel room for Starlight to take Rarity to a place called Foal Town.”

Everypony now turned towards her as Suri scoffed. “Look, it wasn’t like I was trying to get her killed, m’kay?! Rarity would turn into a foal and I would’ve won. It's not that big of a deal. Whatever would happen after that would be out of my hooves.”

“Not a big deal?!" Rarity shouted! “Do you have any idea how humiliating it would’ve been if it got out that I was turned into a foal?!”

“I thought your plan was to be the face of Stork Industries!?” Suri questioned in disbelief.

“That was a ruse, darling,” Rarity pointed out. “I figured you getting jealous of me as a foal would distract you. And it looks like it worked.”

This got a rouse of giggles from the group as Suri threw her hooves over chest with an angry look on her face and grumbled. “Of course it did.”

“Well, regardless, it seems your plans have been foiled Ms. Suri,” Twilight sternly replied. “You're not the first jealous pony of one of my friends who Starlight manipulated. But do you know of any others who might be helping Starlight?”

“No, of course not. I never met anypony else,” Suri huffed. “I work alone, like I always do. The only reason I even used Coco was because I thought she would always remain my loyal assistant. But now I see I should’ve just turned her into a foal as well and left her to fend for herself.”

Twilight threw her head up and sighed as she turned to the others. “Well, seems that’s all we can get from her. But I bet Starlight will try to strike again. Do you think we can get her now?”

Rarity paused, thinking it over. “Probably not, darling. She’ll soon learn that Suri failed and will probably move on. We’ll just have to be ready for her the next time she tries anything. But this wasn’t all bad, seeing as I'm now the face of Stork Industries! Or rather, my little self is.”

Twilight blushed. “Yes, it seems so. At the very least it means we don’t need to worry about buying foal supplies. That stallion gave me a bunch of coupons for basically a lifetime supply from Stork Industries.”

“That's wonderful!” Rarity chimed in. “Now excuse me, I believe there are two little ones in desperate need of seeing their mother.” She then rushed over to her two adopted sons who hugged her as she threw them into the air.

“We so happy ya home, Mama!” Blueblood cheered.

“Yeah, we was so wowwied!” Hoity replied, before asking. “But awe ya weawwy ta new face of Stowk Industwies!?”

“Yes I am,” Rarity cooed. “And that means I’ll never worry about foal supplies for you ever again! You’ll have only the best that Stork Industries has to offer! And I know for a fact that aside from their foal wear, all of their supplies are top of the line in quality.” This got a cheer from her little ones as she nuzzled them and placed them onto her back. “Now, I’d better get back to the fashion show to try to salvage my fashion line. If I hurry, there should still be time!”

The fashionista then hoofed her foals off to Twilight, who nuzzled them. “Oh don’t worry, we’ll keep an eye on your little ones for you. You’ve got this, Rarity!”

Rarity then skipped off to the fashion show with Angel Feather trailing behind.

Later that evening after the fashion show, Rarity was hanging out with Angel Feather in her apartment, enjoying a cup of tea. Angel saw fit to ask. “So, how is my nephew Cannon?”

“Oh, last I heard he’s doing very well,” Rarity said with a smile. “He was adopted by Princess Luna.”

“Really?!” Angel Feather exclaimed!

“Yes, and he and his fellow guards are growing up so well together,” Rarity explained. “Last I heard, the three are starting preschool very soon.”

“That's good to hear,” Angel Feather breathed a sigh of relief. “I was worried about him when I heard he and his fellow soldiers were turned into foals a few years ago. I should’ve reached out to take care of him then. But hearing that he was adopted by Princess Luna warms my heart. I’m sure she’s been an excellent mother for him.”

“Yes,” Rarity nodded. “And I have to thank you, Angel. Without your help, I could’ve been a foal forever myself. I hope this isn’t the last time we meet.”

“I doubt it,” Angel replied. “I should go visit my nephew and make sure he’s doing ok. I might even give Princess Luna some advice on raising young foals.”

“That sounds splendid!” Rarity chimed in. “I’m sure we can set up a meeting, and I bet she would love to get some advice.”

Angel Feather replied, “Well I'm always happy to lend my expertise.”

Rarity clinked her glass as they finished their tea and then she got up. “Well, I’d better get going now. But it was nice meeting you. I have a feeling I might be needing your services again soon. With fashion week wrapped up, I’m going to be busier than ever. And I’ll feel a lot better knowing my sons have somepony I can trust to keep them out of trouble. Seriously, you would not believe what has happened to them,” She slowly trotted away. “Until we meet again, Angel Feather.”

“You as well, Rarity, you’re going to make for an excellent mother.” Angel whispered as she gave the fashionista a small hug, and then she left the apartment hoping they would meet again before long.

At the train station the next day, Photo Finish was standing by with an embarrassed look on her face as Rarity was pushing her little ones in a stroller and asked. “Darling, what’s wrong?”

Photo Finish peered up and then said. “Rarity, I just have to say zat being a foal was quite ze experience. And I admit I'm a bit jealous zat you got to be ze new face of Stork Industries.”

“Well, it's not all great,” Rarity admitted. “I mean my face is going on a bunch of diapers and foal supplies.”

“But I have to admit, I think zat you made for quite an amazing foal!” Photo declared

“And you also helped a lot,” The fashionista pointed out. “I mean, you got us past Suri and helped formulate a plan to get us back to adults.”

“Yes, that is true,” Photo admitted. “But I do not think I would wish to go back to diapers!”

“Well I’m glad to hear that! I don’t think we could take in another foal. Goodness knows we have enough as it is.” Rarity snickered as she looked down at her little ones.

Photo peered down, recognizing Hoity Toity. “Still can’t you believe you want to ztay as a foal.”

“Is otay,” Hoity smiled. “Wawity is a good mama, and I gonna be a fashion staw again when I gwow up!”

“I bet you will!” Photo nodded. “Growing up around Rarity, I'm sure you’ll be twice as popular as you were before.”

“Yeah! Ya gonna be a owd wady by the time I a big pony!” Hoity nagged.

“Oh hush! I, Photo Finish, am not going anywhere anytime soon!” Photo proclaimed and booped the little colt’s nose.

Then after saying their goodbyes, Rarity took her seat on the train ride home, the train just chugging along as she was sitting in her seat, Blueblood and Hoity Toity nestled in her lap. Her sons were constantly nagging her about being a foal and she did her best to please them despite having had a lot of fun as a foal. However, she was much happier to be an adult again, and had a massive package of diapers and foal supplies stashed in the back of the train meaning she probably will never have to purchase foal supplies ever again.

In the back of her mind, as they left, Rarity couldn’t help but feel that despite everything: Winning fashion week, becoming the new face of Stork Industries, and thwarting Starlight's plans, she was happy with how things had turned out for her. But the fear that Starlight would strike again lingered in the back of her mind, that little filly had already turned four of her friends into foals. And it was clear there was now one last pony she hadn't tried turning into a foal yet…Applejack.