The Big and Cuddly Ursa Minor

by Foal Star


Chapter 3: The Ursa Minor Cub

It’d been two days since Trixie had been taken in as an Ursa Minor. She was now sleeping inside the cave, nuzzling into the warm embrace of the Ursa Major, along with her son. The magician’s body was now now almost unrecognizable, her light blue coat being replaced with a thicker, starry blue coat. Her body was now huge, with her skin and fat ruffling around in sacks, her body now  built more like a bear, with massive shoulders and huge, thick legs. However, her  hooves were still shaped roughly the same, along with her face retaining it’s equine features. Otherwise however, she seemed to be just like the Ursa Minor. The mare twitched an ear,  feeling something strange on her backside. She grumbled turning her head to see what it was and her eyes went wide when she saw the foreign object, “A tail? wait…what?”

The surprised magician stared at the  tiny fluffy thing, nothing more than a starry blue patch of fur on her rump. the mare wiggled it about, the sight of it twitching and turning caused the mare to sigh.

“A bear’s tail, Trixie should’ve know she was going to get one sooner or later.”

She then heard yawning and turned to see the Ursa Minor cub stretch its giant limbs, along with cracking it’s back. The grumpy beast turned its gaze towards her and pointed to his mom’s underbelly, grunting. Trixie shook her head and grunted back, trying to say, “No you go first I'm not hungry.”

It shrugged and turned to its attention mom’s teats. Trixie giggled as she lowered herself, waiting and watching the older Ursa Minor enjoy it’s breakfast. Once he seemed fully settled, Trixie ran at him at full speed, pouncing on the Ursa Minor, making him roar. But it didn’t last long, as Trixie rolled the Ursa Minor over and tugged at his ear playfully. The cub chuckled at the interaction, rolling the magician from his back and onto the floor, landing on top of her with a smirk. But, Trixie wasn’t done,kicking the big blue bear off her and into the back of the cave, before pouncing on top of him, pinning his paws to the floor, and using her horn’s magic to subdue him.

“Surrender?”

He looked into Trixie eyes with a pout and gave a whine,  with the mare smiling back. Her opponent defeated, she lowered her horn, allowing it’s glow to fade. However,without a warning, then booped her “brother” right on his big, black nose. The Ursa Minor was stunned at what happened,looking confused  at the mare, only for her to blush in response., “Trixie wanted to do that for sometime, hopefully he’s not to angry.”

The Ursa Minor, not understanding the gesture, took a paw and slowly booped Trixie back, making her laugh. She booped him again, leading the two to start aa boop fight, with the pair booping back and forth or sometime. The playing only ceased when the two heard a loud grunt, making the two “cubs”turn to see the Ursa Major rolling to her side revealing her breasts. The two waddled over to them and cuddled together, drinking up their breakfast, playfully batting at each other's noses. Trixie honestly, couldn’t help but feel happier and even safe with the Ursa family.

“This isn’t too bad. Trixie is actually quite happy, but still, Trixie wants to be a pony again. Trixie can’t lose focus, Trixie must find an escape.”

Her thoughts were interrupted as she was lifted for after another tongue bath, which lasted for quite some time. However, she’d since grown accustomed to the routine even  but finding it soothing and relaxing, like being cradled in a big starry blanket.

“This is so comfy! Trixie has never felt so relaxed in Trixie’s life!”

Eventually she was placed down, and saw that it was the Ursa minor bathing time. At the same time, she felt pressure in her bowels and bladder, causing her to blush as she crawled to the back of the cave. Upon her relief, the scent nearly turned her body green and made her gag, “All that milk really goes through you. Hopefully I can eat something else soon.”

Then she got up, wiggling her tush and crawling back to the mother bear, who’d since crawled over to nudge the pair of cubs,  out into the sunlit forest.

The sight of the Everfree Forest, brought a wide smile to the showmare,having grown infatuated by the sights and sounds of the forest. From the sweet chirping of the birds, to the whistling of the wind,  mixed creaks and croaks from the pond nearby, it was all quiet soothing.. The Ursa Minor itself was looking around, sniffing the ground, and nibbling on some nearby berries . However, the sound of an all too familiar growling interrupted Trixie’s serenity. Trixie eyes shifted, spotting a group of  Timberwolves staring at her, slowly advancing on the mostly transformed pony, who was stunned by their presence...

“Oh no timberwolves! Where did they come from!?

The group charged at her, only for the Ursa Major to step forward and roar, causing  the piles of dead wood to flee back into the depths of the forest. The mare turned to the Ursa Major, currently standing over her, who nuzzled Trixie while looking her over for any injuries. The entire exchange made Trixie realize something. “I have to admit, with a Ursa Major even Timberwolves aren’t a threat.”

When the mother bear was finished, she helped Trixie up with her snout,leading her back on the trail, eventually coming upon a bustle of berry bushes of every kind in a small sunlit grove. The Ursa cubs could only gape at the bounty.

“My, that’s quite a lot of berries!”

The Ursa Minor was already rolling around, gobbling as many berries as he possibly could,  while Trixie hadn’t moved an inch. The Ursa Major nudged her  towards  the fruit, to which the transformed mare did, though with a deal of uncertainty.. She reach of bush of bright, purple berries, which she nibbled at hesitantly, before n squeaking in surprise at  how well they tasted. Now certain of their taste, the mare promptly gorged herself on as many berries as she could consume, before she was toppled over by her “brother.”. Said Ursa was Ursa Minor standing ontop of her smirking as his surprise attack. Trixie, a little dizzy but unfazed, shouted in response , “Oh yeah! No Ursa Minor will defeat the Great and Powerful Trixie!”

Her horn started to glow as she got up, ready to charge the Ursa, only for her to lose her balance and fall head first, her horn shattering on impact.  Trixie, once back on her hooves, whimpered at the sight of her once beautiful horn, now in tiny blue fragments.

“H..how did that happen? Trixie’s horn..it..it’s gone!”

She shrieked trying to pick up the pieces, but the porcelain pieces, crumbled into dust with a and scattered with the wind. Trixie was so astonished and saddened by losing her horn, her whimpering turned to a scream, “Trixie’s horn, IT’S  GONE!”

She started wailing in sorrow, clutching her oversized hooves to her face, with tears streaking down her cheeks. The Ursa Minor turned, unsure of what to do, before lumbering over and embraced her into a warm hug. Trixie was stunned by the gesture, but held the embrace for a long while, mourning her horn. “Trixie will get it back, Trixie is sure that Princess Celestia, or Luna or….even Twilight can cure Trixie, and  she’ll have a new,better horn.

Seeing Trixie still saddened, the Ursa Minor gently took a claw and booped the mare’s nose, making Trixie look up at the big, blue bear with a smile, “It’s funny,Hhe's become almost  more like a big brother to Trixie now. “

The mare embraced the bear, nuzzling his face in thanks for his comfort, while noticing the Ursa Major looking on with motherly approval at her son’s actions.,However, Trixie was pulled from this moment of somber comfort, by what sounded like heard somepony humming through the forest. It was faint, but she knew it had to be a pony. Thus, once the Ursa Major had turned her attention away, she released her hold on the Ursa Minor and quickly made her way towards She  the woods, seeking the source,

“Somepony is out there. Whoever they are, Trixie must find them, if only to see if they can help Trixie somehow..”

She eventually came upon what appeared to be a strange, striped pony, adorned in gold jewelery, quietly humming to herself as she gathered what appeared to be herbs.

“Is that.…. A zebra? All the way out here?”

Said zebra, looked up, only to gap slightly at the sight of the oversized Trixie, sporting her large blue, star covered coat. Yet her eyes shifted from shock to analytical and finally understanding. “Unless my eyes need to be made finer, I’d saw you are somepony changing into an Ursa Minor.”

Trixie nodded as she replied, “Yes my name is Trixie and Trixie needs your help. Please, send somepony to get Princess Celestia, the Royal Guard, Trixie would even be grateful for Twilight Sparkle. Trixie has been held captive in a cave by an Ursa Major, and I’ve slowly been turning into a Ursa myself. Please, Help Trixie.” .!”

Zecora replied, “Help you escape I will do, but cure you first, we must do. Come to my hut you must, you want to leave soon I trust.”

Trixie paused, wanting to get as far from the Ursa Major as possible, but knew that  she’d figure out that Trixie is missing. The showmare promptly groaned groaned.  “Yes Trixie does want to leave,  but the Ursa Major is nearby. She’ll hunt Trixie down and probably hurt you or worse turn you into a Ursa Minor too.” Then as right on cue, a loud roar echoed through the forest, making Trixie shrieked “You have to go now!”

Trixie lumbered off towards the roar, leaving Zecora blinking with surprise, before running in the other direction,, “I must go in haste, and tell Twilight with no time to waste.”


That night, Trixie had returned to full play mode, with the   g Ursa Minor,tumbling around the cave, causing it to rumble as they played. Eventually, the Ursa Major gave a grunt, stopping their pay and prompting them to crawl into her embrace. They snuggled next to each other as the Ursa Minor booped her nose again and Trixie booped the bear’s nose as well, the Ursa growling to make them stop.. Trixie giggled and snuggled into the blubbery fur and slowly drifted,waiting until the snores echoed throughout the cave. Once she was certain the two titanic bears were asleep,Trixie slowly wiggled herself free from the big purple bear’s grasp. Once she was free, she quickly and silently, made her way towards the cave entrance, but made a turn towards the two bears,and uttered out a single,  “Goodbye.”

She quickly made her way out of the cave and into the  dark, Everfree Forest. She sighed, looking around easily, her eyes having adapted to the darkness during her time in the case,  she slowly trotted through the wood. All the while, she listened to every creak and sound in the forest, jumping occasionally at a noise, but pressing onward.,

“Just keep moving, Trixie needs to get to Ponyville.”

However, her hooves continued to ache, before  a sharp pain coursed through. A quick look down caused her to shriek, seeing her hooves turning into paws, with claws slowly poking through.

“Oh come on! When will this end?”

She groaned and twisted, trying to compensate for the change to  her body structure, only to feel i her face grow hot and her nose started to form into a long snout, turning her shouts d into grunts and roars. Trembling ,she laid down curling up into a ball feeling hopeless, now completely changed and unable to even speak. However, out of nowhere a whisper echoed, “He..hello...Tr..Trixie?”

Trixie’s eyes shot open, recognizing the familiar, almost silent whisper voice. Sure enough, she spotted a yellow coated pegasus, with a light pink mane, slowly trotting up to her, shivering and trembling with each step.
”A..are..are you Trixie?”

Trixie tried to respond to the pony, ”Yes, I'm Trixie!”

However, all she managed were guttural, which actually made the normally skittish pony coo at the giant bear.”Oh that's good, and I'm surprised you speak bear now. It’s okay,I take care of bears all the time and learned their language, but I have to say you’re my first Ursa Minor.”

Trixie rolled her eyes and grunted, “Good to know, can we go now?”

Fluttershy gulped and explained. ”We..wel I love to and all, but Twilight read about your condition,..and..well she knows that the Ursa Major is treating you like a Ursa Minor cub. Which means if she found out you were in Ponyville, it could put everypony in danger.”

Trixie grew angry and roared,“What are you saying!? Do I have to stay here even longer!”

Fluttershy meeped stepping back mumbling, ”Bu..but that only means you should stay here for a little while longer, only until the Ursa Major goes into hibernation, I’m betting..th..that's why she’s making you eat a lot huh.”

Trixie’s eye twitched angrily at Fluttershy, obviously annoyed at even contemplating staying with the Ursa for another moment. However, she couldn’t fault Twilight’s logic and she didn’t want to hurt anypony, so she nodded in agreement.

Fluttershy in turn clarified at what the transformed mare had to do, “You only have to stay here for another day or two. I promise i'll come back every night to see if you’re here until you're certain that the Ursa Major went into hibernation.”

Triisx sighed and grunted, “Okay Fluttershy, Trixie will wait.”

Fluttershy came up to her and patted her muzzle, and nuzzled her “I gotta go now, but I’ll be back you be a good little cub.”

Trixie snorted, “Try not to be so cute about this.”

Fluttershy giggled lightly at Trixie's attempt to be scary, before fluttering off, leaving Trixie to think about her situation.

“Well at least ponies know where Trixie is. Hopefully this Ursa  goes to hibernation soon, I don’t know how much more I can take before I go insane.”

With another sigh, that turned into a growl, the now fully transformed Trixie, slowly made her way back to the cave. Though at least now with some hope that soon this, “unusual” experience for finally be at an end.