• Published 23rd Aug 2017
  • 3,295 Views, 24 Comments

The Big and Cuddly Ursa Minor - Foal Star



After her defeat in Ponyville, Trixie accidently wanders into a cave with a Ursa Major. When she wakes the next day she finds herself adopted by the Beast. To make matters worse she eventually learns that her body is morphing into a Ursa Minor.

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Chapter 5: The Adorable Ursa Minor

Trixie awoke the next morning to the sweet suckling sound of her paci boucning off her mouth. She moaned in the pleasure, suckling for some time as she snuggled deep into the soft padding and the thick blanket. Fluttershy peeked in smiling, “Good morning Trixie,how did you sleep last night?”

Trixie yawned and babbled, “Morning.” Her eyes focused on Fluttershy, who was standing with a giant sized foal bottle filled with formula. Trixie’s eyes went wide with disbelief at the size as Fluttershy slowly went up too her.

Her expression quickly turned sour once an obvious realization hit her, “Must you continue to treat Trixie like an infant. Haven’t I suffered enough indignity as is?”

Fluttershy only chuckled at her charge’s frustration, “Now, now. You may have the mind of an adult, but you’ve still got the body of an Ursa Minor. That means technically, you’re still a cub and can’t eat solid foods.” She quickly carried the bottle over to Trixie, who begrudgingly took it in one of her paws. “Now eat up.”

Trixie looked at the large nipple top, almost recoiling, being reminded of the Ursa, before sucking down the formula. Thankfully it actually had a pleasant flavor to it, and quickly stated to down its contents.

“Now that’s a good girl. Is that delicious?”

Trixie quickly removed her mouth form the bottle, looking unamused by Fluttershy’s tone.“Trixie understands she has to eat like a baby, but can you atleast not talk to Trixie like she was a foal?”

Fluttershy only cooed slightly, “Oh, but you’re just so cute, I don’t think I can help it.”




Trixie blushed. “Oh this is so demeaning, but she’s so nice. Almost makes this situation bearable.” The pony turned Ursa Minor continued suckling for sometime, just staring into Fluttershy’s sweet eyes. Once she finished the last drop, Fluttershy removed it with a pop. ”Good job, now it’s time for your mashed berries.” She quickly exited the small house, before rolling in a large barrel of berries inside. The sight of the berries actually make the large bear lip her lips, while Fluttershy continued to smile.

“Now, I can't spoon feed you so I hope you don’t mind eating with your claws.”

Trixie shrugged and mumbled “Well it can’t t be any more embarrassing than drinking formula.”

Fluttershy opened the lid and stepped back, allowing Trixie to scoop out a glop of mashed berries, before shoving it into her mouth. Her eyes went wide with surprise.

“Wow, these berries are actually better than the ones in the forest.”

She kept on scooping glops of mashed berry into her mouth for sometime, until her claws reached the bottom of the barrel and her face was red with berry juice. Fluttershy quickly flew up to Trixie’s now berry stained face with a moist towel, giggling at her now sticky snout.

“My my, you’re quite the messy cub aren’t you? Let’s get you cleaned up.”

Despite Trixie’s size, Fluttershy was able to wipe away the various stains on Trixie’s body, leaving the bear clean and content. “Now that you’re all full, I think it would be best if you got to stretch your legs and exercise a little. Does that sound okay?”.

At the mention of exercise, Trixie nodded with a surprising amount of vigor, “Yes please, Trixie would like very much to work off atleast some of this unsightly, excess weight.” As if to emphasize her point, she struggled at first to get to her feet and only managed to slowly hobble over towards the exist of the house.

Once both were outside, Trixie slowly started to stretch herself out, yawning as she shook off the last traces of weariness from last night.She smacked her lips and gazed a the field around Fluttershy’s cottage, filled with bunnies and squirrels, all staring up at her. She waved at them but they all scampered off making her pout. Fluttershy offered a comforting hoof., “It’s okay they're just not used to you yet.”

Trixie turned to Fluttershy, trying not to appear too broken up by the animals fear, though still seaking comfort. her “Fluttershy,..can..can you play with me?”

Fluttershy actually squealed in delight, “Oh, of course. I always enjoy playing with my animals and I’m certain that some of them will want to join in as well.”

It was Trixie’s turn to smile, eager to start playing….only for a slight conundrum to come up.

“What games can you play with a bear the size of a house?”

“Oh that’s easy….TICKLE FIGHT!”

With speeds that Trixie didn’t think she was capable of, Fluttershy dashed towards her charge’s unguarded arms. Once she’d gotten along side them, she started to move the tips of her wings, up and down along the bear’s armpits, quickly increasing in speed. .”

Trixie quickly began to roar roared with laughter as Fluttershy tickled a sensitive spot, toppling the large bear onto her back, exposing even more ticklish spots for her to torment….play with. Moving with surprising precision, the hovering pony, quickly target and in quick succession, tickled every possible spot she could. It wasn’t long before the at first intimidating bear, was reduced to a giggling, teary eyed mess, whilst Fluttershy simply chuckly quietly the entire time.

This continued for several minutes, before mercifully, the caregiving pony ceased her sensory assault, leaving Trixie breathing heavily, to recover the oxygen she’d lost from laughing so hard.

“Well that was certainly fun. Though I’m afraid we’ll have to pick this up later as you have an appointment with Twilight today.”

Despite her strained breathing, Trixie managed out a grunt of annoyance at having her fun interrupted. Fluttershy simply gave her the look of an impatient parent, “Now Trixie, I know you want to have fun, but Twilight made it clear this is important. So let’s get going and when we get back, we can make some cookies and tea, how does that sound?”

With an eager nod and chirp of approval, the still pudgy pony turned bear, got back on her feet and followed Fluttershy, towards the library, in the center of the town of Ponyville.

The pair slowly made their way towards the library,passing several ponies along the way, all looking at the transformed Trixie with obvious fright. The duo however, chose to ignore the stares, a task made easier when the library came into view. Trixie actually had to restrain herself from running straight through the door to hopefully get whatever cure Twilight had produced.

Once at the door, Fluttershy offered a few gentle taps, which despite being almost silent, were enough to get Twilight to answer the door.

“Good Morning Trixie, Fluttershy. Come on in, I’ve got some tea ready and everything.”

Fluttershy quietly entered without issue, but it was then the trio realized a problem...namely that the door wasn’t big enough for Trixie to fit through.

“Oh, sorry about that Trixie. I was so focused on working on a cure I forgot about the door.”

Trixie only grunted out lightly, “Let’s just move on with this, sooner we cure me the better.”

Once fluttershy translated Twilight’s expression changed to one of excitement.
“Well then, I have some good news.I think i've been making some progress on a cure.”

Trixie squealed “Really!” As she started to bounce up and down shaking the yard and thetree. Twilight had to use her magic to keep her tea as well as several books from falling to the ground.

“Now Trixie, I understand you’re excited but please try to keep yourself calm. Don’t want to break any of Twilight’s things do you.” Fluttershy lightly scolded the bear, who offered an embarrassed node.



She blushed stelling down a big grin on her face. “Sorry.”

Twilight, regaining her bearing, continued. “As I was saying, I have to isolate your old genes and create a cure that’ll splinter you from the Ursa Minor curse. Which means, I need to be a hundred percent sure I made the cure right or it could just end making things worse.

Ursa Minor groaned. “How long will that take?”

Twilight gulped “A...few weeks.”

Trixie’s expression quickly twisted into rage, as her roar shook the entire treat, “WEEKS! That's not good enough, Trixie need a cure right now!” The wind from her voice actually blew Twilight from her chair.

Fluttershy quickly flew up into the face of the Ursa Minor and shouted, “Young lady, what did I say about roaring!”

A single glance at Fluttershy’s disapproving eyes made the beast look looked down and grumbled, “Sorry Fluttershy.”

Fluttershy shook her head. “Not good enough; you say sorry to Twilight. She's doing everything she can to make you better and you need to be patient. “

Ursa whined, “But it's not fair. I don't want to be a Ursa Minor anymore. I want to be a pony again.”

Fluttershy patted her muzzle, “I know sweetie, but this will take some time. I promise you’ll be back to normal soon and in the meantime, we’ll take care of you.””

Trixie only groaned in response, before turning to Twilight, slowly getting back on her hooves, mumbled. “Sorry for roaring at you Twilight.”

Fluttershy turned to her friend “She says sorry.”

Twilight sighed, “It's alright. Now, um…. while Trixie is a Ursa Minor we might have some nosey ponies coming to talk to you about her.”

Fluttershy and the Ursa Minor both squeaked “What!”

Twilight nodded as she explained, “I’m not sure how it got out, but when word spread that a pony turned into an Ursa Minor and I was working on a cure, more than a few press ponies showed up asking me to grant an interview.. Sorry.”



Trixie, while normally would be ecstatic over press attention, was mortified at the idea of being question regarding her….experiences as an Ursa. “This is the worst thing that could happen. If they find out about breastfeeding and bladder control, I'll be a laughing stock of all Equestria! I’ll never be able to show my face in public again, much less perform. MY LIFE WILL BE RUINED!”!

Tears began to leak uncontrollably from her eyes as she felt her entire world spiral out of control. Fluttershy could only offer a light hug to one of the bears massive arms. “It’s okay Trixie, we’ll work this whole situation out.”

Trixie could only try to hold back her tears, looking unconvinced, “How? Bad enough Trixie is an oversized bear cub, but Trixie’s life will be ruined if word gets out any further.””

“Well ummm. I did everything I could to tell them to leave you two alone. I’m sure you two can come up with something to drive them off. If anything, we don’t have to tell them the whole truth atleast. I’m sure we can think of something to make them leave without revealing anything embarrassing.”.” Twilight offered some input, hoping to atleast make Trixie less emotionally volatile.

She then trotted off as Fluttershy sighed “Well sweetie1, let's get ready for those reporters. I'll give you a nice bath and get you some more formula, how does that sound?

Trixie blushed as she wobbled with Fluttershy, “Much as Trixie doesn’t like this situation, that does sound nice.”


Fluttershy was now with Trixie, washing her down in giant wooden tub, all the while humming a catchy tune to herself. “Sweetie can you lift your armpits?”

Trixie, seemingly trying to enjoy the soothing bath,grunted in mild annoyance, but lifted one arm as Fluttershy scrubbed underneath. “What a good girl. Now come on raise that tush of yours.”

That pulled Trixie out of her almost trance like state, meriting almost an offended growl. “Sorry, but you are very dirty. It must of been ages since you haven’t had a proper bath.”

Trixie, nodded and relented, allowing her to scrub.“Unfortunately it’s true. It has just been tongue baths and occasional swims in a pond. Trixie had never felt so dirty before.”

Fluttershy started to finish scrubbing under her other armpit then she looked around at the gleaming coat. “There all clean. Now how about we get some more formula in you before those nosey reporters come.”

Trixie nodded and hobbled over to her new home and laid on her back as Fluttershy took out another giant bottle of formula. The sight of Trixie suckling on the bottle brought a loving smile to Fluttershy’s face. “There there, drink up little one.”

Trixie’s eye quirked up and gave the animal caretaker a, “Please stop, that’s embarrassing” look. Some people may have liked being treated like an infant, but Trixie had some pride left. Still, between the formula and the warm bath, the blue pony/bear slowly drifted to sleep under the watchful eye of Fluttershy.

Said pony quietly took the bottle away and rubbed the Ursa Minor's belly. “What good little cub.” She placed a blanket over her and tucked her in. “Sleep tight.” She slowly walked out of the hut.


A few hours later Trixie awoke, yawning loudly, before she could hear the sounds of various ponies talking outside her little makeshift home..
“Great they’re here.”

Seeing no point in prolonging it, she got up and stomped through the doors, only to be met with the sight of reporters swamping Fluttershy with questions. Her stomps drew their attention, though they remained silent as the Ursa Minor positioned herself behind Fluttershy. The once noisy crowd, gazed at her with wide eyes one, one brare pony summoning the courage to ask, “Um… Mss.Fluttershy, is she dangerous?”

Fluttershy, struggling due to the large crowd, managed out a barely audible,“Nope, she's just woke from her nap, so she’s a little grumpy is all.”

They all nodded, but eyed her suspiciously as the questions continued.

So let's start with some simple questions how did she become a Ursa Minor?”

Trixie gulped, “Fluttershy don’t.”

She turned to the reporters and stammered “W...well you see, Trixie came to Ponyville a few days ago to perform and well...two colts named Snips and Snails woke a Ursa Minor so she could show off her skills to defeat it.”

Trixie looked down at her paws “Trixie should've never told those stupid colts about that Ursa Major. Trixie wouldn't be in this situation right now if it weren’t for them.”

Fluttershy continued the story “Then after Twilight was able to defeat it she fled into the Everfree Forest.”

One reporter replied, “Okay, but what about the actual transformation? How did that happen?”

Trixie, hesitantly, grumbled the answer to Fluttershy., “I found a cave and a Ursa Major took me as its cub. She...she breastfed me, somehow turning me into a Ursa Minor.”

Fluttershy blushed at the...details, of the transformation. Now she understood why the showmare was afraid to talk about the experience. Thinking quickly she offered her response to the reporters. “Well you see...she was taken in by a larger Ursa called an Ursa Major. It took her back to it’s cave, and I transformed her using powerful magic.” The pegasus winked at Trixie who blushed, “Thanks for not telling them about the breastfeeding.”

One reporter didn’t look convinced, “Wait so Ursa’s can use magic like Unicorns can?”

Fluttershy only nodded, “That’s what Trixie is telling me. Besides it’s not that shocking, we don’t know that much about Ursa’s as a species anyway.”

Her response seemed to satisfy his curiosity, and the questions changed topics.

“Question, how was she treated as a cub?”

Trixie grunted, “The Ursa cared for me like I was one of her own….Even if Trixie repeatedly demanded to leave only for her to drag me back by force.”

Fluttershy turned and cooed, “Oh yes Trixie was not harmed. The Ursa Major actually cared for her like if she was her own cub.”

The reporters dawwed at the mental image, snapping more pictures of the Ursa.. Though one reporter had another question to ask.
“So now that she's here in Ponyville does that mean the Ursa Major will come to find her?” The thought quickly sent shivers down the collective spines of all those present, simply imagining the thought of an angry Ursa Major.

Fluttershy shook her head, putting the crowd at ease. “No we planned it so she left while the Ursa Major was hibernating. Also Twilight is planning a special spell to ensure the Ursa forgets about Trixie when she wakes up..”

Trixie looked away with a solemn expression. “As much as Trixie realises this has to be done, it still saddens Trixie that the Ursa Major will forget about her.

They snapped more photos before the last question came from another reporter, “Will Trixie stay as a Ursa Minor forever?”

Fluttershy smiled and cooed, “Well only for now and I'm caring for her, but Twilight is working on a cure. So hopefully it won’t be for too long. Though I think that's enough questions.”

The reporters started shouting asking for more but Trixie was beyond irritated and roared at top of her lungs. This made all the squeak and quickly fly off,Fluttershy turned to Trixie with a smug grin, “Alright Trixie I’ll let that slide this once. But you need to learn how to control that temper.” The pegasus lead Trixie away to the hut and she fell into the fur of Ursa Minor snuggling deep into the sea of purple fur. Trixie smiled clutching Fluttershy who peered up, “Trixie I'm so happy I get to care for you. You’re like my very own foal.”

Trixie, slightly put off by the notion, still nuzzled up to her, “Trixie wouldn’t go that far with this...odd, relationship. However, she will concede you do make for a good mother.””

She blushed and Fluttershy dawwed and snuggled her, “Thanks.” They stayed like that for some time as they both slowly drifted to sleep.