One hell of a confidence boost. (Extended)

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Have you ever let your curiosity get the better of you? Found that one thing you couldn't say no to, no matter how many times you turned away? Only to have that last bit of will power crack and give in, only to find yourself wanting more? Well that's kind of the situation I'm in now.

My name is Dusk Shine, the apprentice to Princess Celestia and recently ascended Alicorn. I'm socially awkward, a complete bookworm and utter nerd - or egghead as some of my friends like to call me. Heck I could list off my hobbies on one hand, but that isn't my problem.

You see I messed with something I shouldn't, a simple magic spell; an enchantment to be more precise I was working on and to be fair it worked...only too well. I-I didn't mean to I though if could pull off Starswirl's unfinished spell then I could do this on my own. I'm paying the price for my mistake now, and ever since then the changes come at random I still haven't worked out what brings it on, but each time...I lose myself.

I can't help it, it just feels so good...which I'm ashamed to admit, and each time the transformation last just that little bit longer. Right now it's about the point where I stay like that for nearly a full day from what originally was only a couple of hours...and worst of it all...I love every moment of it, who I become...I crave the change, I'm addicted to it, and I find myself wanting it more and more when I turn back...

A week ago...

"Dusk?" Spike a small purple dragon called out to the basement, "Are you okay down there?"

"I'm fine Spike!" I called out, "I'm just working on perfecting this spell..." I trailed off, "Now where was I? Sugar, spice..." I fingered through my formula, "This spell needs the perfect catalyst to make it work." I muttered to myself, "A dash of powdered desire, a sprinkling of crystallized lust, and a drop of liquid courage." I smiled in satisfaction as I mixed the ingredients, it was a pain to get a hold of these ingredients, a little prodding here and there in the right places allowed me to get these extremely rare ingredients.It was wasn’t easy however physically going out of my way to actually gathering the ingredients, Zecora thankfully was kind enough to point me in the right direction where to find them and also in showing me how to distill and prepare the herbs properly.

I made sure I used the exact measurements for this catalyst, sometimes it was good to be a perfectionist. I only had one shot at making it work, the herbs I used only grow once every fifty years.

The catalyst glowed a faint pink, as it solidified into a crystal. Part of me wanted to laugh like a madman.

"Perfect..." I grinned in satisfaction, "This will be it...the perfect blend of Alchemy and Magic." I made sure to be cautious, following every rule of magic and alchemy to the letter. I didn't want to explain to Celestia why my home was nothing but a crater should anything go wrong..

Learning a spell was one thing...but creating one? Oh that was something for the masters, a rite of passage of all of Celestia's personal students.

The spell in question was simple...I must admit the reason why I created it was completely and utterly selfish. It would allow someone so awkward and shy like myself to be more confident, and finally overcome my crippling shyness. It sounds so cliche right? Typical for someone like geeky old me.

Everything was going perfectly, the crystal was done at last and I was about to place it in the center of a pedestal. Unfortunately according to Derpy's law - as Rainbow Dash puts it - if it can fuck up...it can and will in the biggest possible way.

I must have lost track of time, as I worked into the night creating the crystal and I didn't realize the moon was out shine it's rays right on the crystal I was holding...this wasn’t good the light of the moon was the next part in creating my enchantment, and I needed it to make the enchantment a permanent one.

The moonlight crept towards the catalyst at a frightening pace. There was nothing I could do, how could have I been so foolish to get so wrapped up in my work! I got so caught up trying to get everything done properly, my own perfectionism was going to be my works undoing and there was nothing I could do to stop the moonlight hitting the crystal!

"No, no, no, no!!" I panicked as the moonlight radiated through the lavender crystal. "Not now...not like this! It's not ready yet!" I spoke to soon as the crystal shattered and exploded in a blinding lavender light. I was overwhelmed by the force of the magic exploding from the heart of the crystal, and thrown across the room like I was backhanded by an enraged Manticore. I felt nothing but blinding pain, as I hit my head against the bookcase behind me.

"Dusk..." A familiar voice echoed through my head, "Hey you okay bro?"

"Urgh...keep it down Spike." I groaned as I sat up still feeling dizzy, "Ooh my head feels like I just tried to headbutt Rainbow Dash head on during a Sonic Rainboom."

"Jeez Dusk." Spike sighed in relief, "You had me worried there, I came running when I heard the explosion. You sure you’re okay? You look like you hit your head pretty hard."

"Explosion?" I asked wincing a little, and took a look around...the lab was a wreck, I must have been blown back in the explosion..."Oh no..." I looked at where the crystal should have been...only to find it nothing more than lavender coloured dust. I knelt down and picked some of it up, only to have it slip through my fingers like grains of sand. "Dammit!" I punched the ground out of frustration, "I've working on that for months! All that work and preparation ruined!"

"Dusk...I," Spike tried to reassure me, "Your notes are still here, you can just recreate it right?"

"..." I didn't answer, "The ingredients I needed are extremely rare Spike, they'll only grow once every fifty years. I practically bend over backwards to get a hold of them."

"Hey, I'm sorry about this man." Spike replied, "Surely you can come up with something else right?"

"..." He was right I could, after all I was Celestia's personal student right? This was nothing but a minor setback.

After a few hours of moping, reviewing my notes and wondering what went wrong I decided to retire to bed, it was two in the morning after all. I was tired, angry, frustrated and I just wanted to sleep this failure away. I was unaware at the time that my spell had succeeded...just not in the way I expected it to.

Spike was sleeping in his own room and thankfully couldn't hear me tossing and turning in my sleep. I was thankful he was such a heavy sleeper, the world could end and he wouldn't hear it.

Something seemed to be determined not to allow me to sleep, as I tossed and turned. I lay awake, wondering what would Celestia's reaction to this would be...she would probably scold and punish me for doing this under her nose. I'd be an embarrassment to her, I dreaded what Luna would say if she saw me now...

I looked out the window, it was a full moon tonight. I bemoaned the fact that I had missed timed such a perfect opportunity for completing my enchantment. I know it was Luna’s duty to raise the moon each night, so I couldn’t blame nor be angry at her for doing so. I don’t think I could bring myself to be angry at her anyway. I can’t even look at her without my heart skipping a beat, the way her baby blues shone with happiness when I saw her...

I could feel a slow rising warmth coming from within me. It felt rather pleasant if I had to describe it to anypony. My breathing was getting a little ragged, I couldn’t think clearly on anything but that wonderful rising warmth. My heart was pounding, why did this feel so good.

I felt hot all over,like somepony had lit me on fire. By Celestia I was practically radiating heat. I could feel something building up through out my body, starting from my stomach. It was drowning me in a sinfully pleasant feeling that washed me from head to toe, you know the kind of feeling you could get addicted to...

I’ve never felt better in all my life. By the stars you could get drunk off of this...I-I wanted more...I needed more...I craved it.

"H-Haahh!" I let out a low moan, "O-ooh!! W-What's unnfff...g-going on!! I-I...f-feel so good!"

I could feel my body change...getting smaller and thinner, or rather slender would be the best term. My chest was getting tighter little by little, something was retreating, regressing between my legs and I couldn't help myself and reach down into my boxers...only to find nothing there, only to be replaced by something moist in it's place. I couldn't resist rubbing my new sensitive marehood, partly out of curiosity and just how much that pleasant heat intensified when I did.

“...T-this feels...s-so good!” I panted and groaned,”...m-more...I-I want...m-more!!” I couldn’t help but let out a low groan in my lustful daze.

My heart was racing at this new sensation, it was overwhelming my very being with sheer utter bliss with each caress. I was working myself up into a frenzy, driving myself deeper into this feeling of lust and desire.

Something inside me told me I didn't even care my stallionhood was replaced by a now wet pussy that it felt too good touch and rub I couldn't bring myself to care. I didn't need it, or want it for that matter, it was almost like it felt natural for me not to have it.

"Oh by the stars..." I pounded the mattress, trying my best not to scream the place down at the sheer bliss I was going through. I gritted my teeth, watching my usually short hair lengthen in the corner of my eyes. I could hear something rip and tear. The seams of my boxers giving way to my widening hips and growing plush backside slowly filling out, getting plumper and fuller. Each little pulse of growth giving of such a heavenly shock throughout my body.

“Oooooooohhhhh...fffffuuuccckk!!!”I groaned out,“FuckfuckfuckFUCK!!!”

I could feel my t-shirt tighten against my chest until the point all I wanted to do was tear my shirt off and grope and fondle my new found swelling chest, each caress and grope seemingly urging on the growth. I lost myself in how sensitive and soft they were, part of me was hoping I would stay like this and never change back. My heart raced at the thought...of being stuck like this forever, never going back...

"Nngghhh!!!" I moaned rubbing my clit harder, "I'm gonna..." I could faintly tell the pitch of my voice soften, sounding more feminine than it should, "I'm gonna..." My waist narrowed, and everything else just seemed to be snapping into place. "I'm gonna...!!" In one final burst of utterly heavenly and blissful heat, I let out one final orgasmic scream...

"Holy fuck..." I panted trying to get my breath back. "That felt amazing..." I stood up, looking around a bit and stretching. What amazed me is vision of beauty that greeted me in the mirror.

"I'd bet if any-pony saw me now they'd probably fuck me silly." I grinned, once I saw my reflection. I felt so confident, and so desirable. "Hmm now that's not a bad Idea actually." I froze...did I just really say that?

I took a moment to look at me body. My mane and tail were the same colour and so as my lavender fur. I was noticeably smaller in terms of muscle mass, but that loss seemed to have gone to my hips, thighs and plump squeezable ass. I made sure to give my ass a nice squeeze just to make sure I wasn't having a very wonderful dream. I couldn't help but let out a confident chuckle once I realized how big my chest was, while I'm sure Fluttershy and Pinkie Pie were much, much larger I was confident I could make Rarity a little jealous.

I casually tossed the remains of my shirt and boxers to the side, and further examined my body.

"Fuck I could give Cadance a run for her money." I muttered to myself, taking in my new softer facial features. My lips looked a tiny bit fuller, and my eyes seemed to sparkle with a hint of playfulness.

"Oh...fancy having a taste yourself Duskie?" A stray thought came to mind, "Or are you after that hunky brother of ours, or how about Dashie, you know she swings that way right? Better yet how about shy and meek little Flutters? I'd bet you'd love to make her squeal, you know fine well what they say about the shy ones."

"Hmm that does sound...wait what!?" I wondered aloud where that thought came from. I shook my head trying to set my mind straight.

"Aw don't be such a spoil sport Duskie..." Another stray thought, "What about letting me have some fun huh?" The thought seemed to whisper into my mind, "Isn't that what you want Duskie? All those smarts of ours, and you can't even bring yourself to let loose once in a while. Why don't you just let little old me have some fun like you've always wanted to."

I could feel myself blacking out, something else seemed to be in control now...and I couldn't or rather didn't want to resist it...all those sweet nothings and promises being whispered into my ear...

"Aw don't worry Duskie..." I grinned, "I think it's about time I had some fun for once...I might want to 'change' a few things first." I readied an alteration spell on my clothes, but I changed my mind as I had something more naughtier in mind.

The princess of the night, Luna was making her way back to her room tiredness setting in from the early morning hours. She let out a yawn as she entered her own personal private chambers.

Luna was frankly lack for a better word was frustrated at her sister's attitude. She couldn't understand why Celestia kept her away from her prized student Dusk Shine. If it wasn't for him and his female friends then she'd still be stuck as that monster Nightmare Moon.

Celestia had some nerve invading her own personal dreams...that was her territory. Luna couldn't deny that thought of in her sisters own words "Giving him the ride of a life time" appealed to her.

"Curse that sister of ours." She muttered under her breath, "How were we to know she saw him like her own son."

"Oh c'mon now Lulu." A very feminine voice asked, Luna looked toward the source...a vaguely familiar lavender alicorn sat fully nude on the balcony rail just outside. Luna knew she's seen her somewhere before but where...

"W-who...are you?!" Luna asked, blushing slightly at nakedness of the mare in front of her.

"Mmm..." I leaned forward pushing my breasts together in a mockery of a thoughtful pose, "A tease maybe? Can't you blame me, I mean wow...look at you. I bet you get all the mares and stallions." I giggled a little.

"I-I asked who are you?" Luna warned trying to hide her own blush. "A-answer me at once!"

"If you must know..." I got up stretching and spreading my wings, "The name's Twilight...Twilight Sparkle kind of fitting considering the time don’t you think?" I walked towards her, a full sway in my step. Luna backed away until I had her back to the wall my breasts pushing up against her own well endowed chest. "And you...my dear Luna, look good enough to eat!" Luna's blush intensified a thousand fold, "Or would you like me to find out how many licks it takes, hmm?"

"B-back off at once this instance!" Luna stuttered, "Or would you rather find yourself in the dungeon!"

"Oooh you kinky thing!" I replied, "Do you want me that badly? All to yourself, to be the one in control or would you rather watch while your guards have they're nasty way with me?" I slid my hand down her toned stomach and further down between her legs.

"Ahnnn...W-what are you..." Luna let out a cute squeal, "D-desist this at once!!"

"Aw c'mon now Lulu." I teased, whispering into her ear "I came all this way just for you...y'know...don't you want me coming for you?" I let out a husky chuckle, “I’m not so bad Lulu, unless you want me to be? Do you Lulu? Do you want Twilight to be a bad filly so you can punish her? C’mon don’t be so shy Lulu.” I let out a teasing pleading pout, “I’m not after anything bad.” I whispered seductively, “I don’t want a kingdom, or the world...I just want you.”

"Nnnnnfffff!" Luna let out a moan, as I teased her clit, "W-why are you doing this to us? T-this is utter f-folly, we promise you that y-you’ll get nothing from us!" I had to hand it to Lulu, she’s a tougher not to crack than i realized.

I could feel something pulling in the back of my mind, guess I took too long flying here. Well you know what they same about having fun...

"Tch...typical..." I frowned, "As much as I'd hate to come and go Lulu, but my time's almost up...I thought I'd have a bit longer..." I kissed Luna then backed away and leapt on to the balcony rail, spreading my wings. "Just remember my name Lulu...this won't be the last time you'll see me." Before Luna could say anything, the mystery mare leapt off and took flight leaving the princess of the night alone in her private chambers.

"Dusk c'mon man wake up!" Spike knocked impatiently on my bedroom door. "That's it I'm coming in..." Spike sighed, only to met with my sleeping form.

"H-huh...?" I yawned, "Oh...hey Spike."

"Gah...!" Spike yelled, "For Celestia's sake man put on some clothes, I don't want to see your junk!"

"W-wha...I'm pretty sure I..." I looked down and immediately covered myself out of embarrassment. Did I strip last night? It would explain why the window was open I could remember feeling hot. A bit unusual for this time of year, but not impossible. "Never mind Spike, I guess I got too hot last night."

"Yeah, yeah...just get dressed already." Spike replied as he left the room.

I couldn't remember anything from last night, I guess having all that hard work just crumble into dust just took it all out of me. I got dressed, and made start cleaning up my lab before getting back to the drawing board.

As I cleaned, I could felt restless like I was craving something but I couldn't figure out what it was. I would figure it out later, and I had work that needed doing.

Subtle Hints (extended)

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It took the majority of the afternoon, but I finally finished cleaning my basement lab. I sighed, I was still frustrated at all that hard work going up in smoke last night. I couldn't remember any of it after the explosion, I guess I must have slept like a log last night. I still felt tired and my wings still ached from exhaustion, which I couldn’t understand why.

I still didn't know what that craving feeling was, and to be honest it felt like I was suffering from some form of withdraw, if I had to describe it. I organized the books on the shelves to take my mind off the feeling.

"Dusk, I just got a letter from the princess for ya." Spike called out, "Looks like it's important too."

"A letter? Pass it here Spike." I asked the younger dragon.

My Faithful student Dusk Shine.

I am just letting you know that my sister and I will be dropping by later this afternoon. It would seem we have something to discuss in private with you regarding your recent visits to the Everfree forest, and I believe Spike has informed us of a Project you were working on. I know this is such short notice but we have much to discuss with you.

- Princess Celestia.

"Great the princesses are coming..." I sat down in disbelief, any other time I would be excited. "What am I going to tell them? How badly the project failed or what the ingredients were for."

"That would be a start my faithful student." A voice spoke up behind, I dared not to turn my head out fear, I knew exactly who that voice belonged to...

"Now what would my faithful student need with powdered desire, crystallized lust and liquid courage for?" Celestia wondered aloud in a stern tone, "Such rare and hard to find herbs. Indeed what would you need something like those for, Dusk?"

"I-It was for a spell I-I was creating, an enchantment to be exact." I answered nervously. I felt like a child who’s just been caught with their hand in the cookie jar right now with the way Princess Celestia was staring at me. She hasn’t given me that look since the ‘Want it, Need it’ fiasco.

"Using alchemy to a base for an enchantment?" Luna raised a brow, "Surely you must know doing that makes the enchantment permanent."

"Well I'm not going to use dark magic." I countered, "Ponies use alchemy all the time in enchanting all the time, it's one of the safest practices in Equestria."

"Yes it may be Dusk, but do remember that even simplest of alchemy comes at a price." Celestia reminded, "It's the First Law of Equivalent Exchange. Something has to be given in exchange in equal value to the what you are using the alchemy for." I shook my head and sighed.

"I did everything perfectly, right until the crystallization of the catalyst then something happened and it exploded." I explained, "I didn't even get a chance to cast the spell for binding of the enchantment."

"..." Celestia sighed, "Maybe it was for the best you didn't finish the spell then...next time just don't go behind my back about about stuff like this, I'm still your mentor alicorn or not, Dusk."

"I-I know...but." I stuttered out.

"But nothing Dusk creating a spell or enchantment from nothing is both dangerous and foolish without the proper guidance." Celestia scolded me like a child, "There is a reason I haven't taught you anything of that nature Dusk..."
Luna looked back and forth between us, and felt a little sorry for me. I met her gaze for a brief moment, and looked away out of shyness.

"Anyway we would like to ask your help in something private Dusk." Celestia spoke up, "It would appear my sister had a rather risqué encounter with an alicorn we have never met...what did you say her name was Luna?"

"O-oh?" Luna jumped, blushing in embarrassment. I had to admit she looked absolutely adorable like that. "S-she said her name was T-Twilight Sparkle..."

"How'd she get past the guards?" I asked curious.

"We have no idea." Celestia answered, "Though I will be inquiring why a nude alicorn managed to sneak by the palace guard."

"Wait she was naked?" I asked raising a brow, you'd think she would attract some sort of attention like that.

"Apparently so..." Celestia replied. Luna was getting redder and redder by the moment.

"I take it you want me to look into it?" I asked.

"Yes, think of it as a punishment for doing your project without informing me first." Celestia gave a stern look. "but for now I will double the watch, maybe ask your brother Shining Armor for a favour should I have to."

"I'll come up with something." I began thinking, "Maybe a barrier could work, no...maybe..." I trailed off, "It'll take some time...but I'm sure I could come up with something."

"We will leave you to that...Farewell for now Dusk." Celestia and Luna left me alone in my lab. I couldn't help but watch Luna's shapely ass bounce slightly with each step she took from the corner of my eyes, I could have sworn for a moment I caught her looking back with an adorable blush etched faintly on her cheeks..

"Mmm I wouldn't mind a piece of that..." I shook my head of that stray thought, wondering where it came from.

The rest of the day was uneventful as I spent it finishing cleaning up whatever mess that was left from last night's accident, I don't know why but I still felt so drained. I couldn’t understand why even after sleeping half the day away.

Spike was out helping Rarity for the day, leaving me all alone in the library. I sighed, he had it bad for Rares but I personally think Rares doesn't see him as anything more than a little brother.

I couldn't seem to take my mind off Luna...everything about her, I remembered how cross her sister was with me when she caught me checking Luna out a few times in the past. How could I not? Everything about her screamed beauty.

How could any stallion resist how pretty her face was...how much of an eyeful of cleavage she gave you with that blue silk dress she insisted on wearing all the time. not to mention the view of her lush backside...princess of the moon indeed. I chuckled a little, could you see where I was coming from now? The utterly dorky prince of friendship who has the hots for his mentor's younger sister. If Shining heard me now he’d probably laugh and say something along the lines of ‘the apple doesn’t fall far from the tree’.

I could feel that rising heat again, building up again. That wonderful addicting feeling washing all over me. The craving...the want...the need...oh this was heaven.

"Oooh...L-Luna...." I groaned out a little, as the heat continued to rise. "D-dammit w-why does this feel so good?" My breathing was getting heavier, my heart beating faster...this utterly overwhelming desire for more washing away any coherent thought away.

Thoughts of having a shy and vulnerable looking Luna bent over my desk suddenly came to mind. I could feel a vaguely familiar tightness building up again in my chest and hips.

"H-hah-aaaaahhhh!!" I moaned in bliss, this feeling was amazing. I wanted more..."M-more...g-gimme more..." My ass and hips slowly filled out straining the fabric of my jeans, the button of my jeans threatening to come undone as they swelled up more and more. The buttons of my shirt began staining against the expansiveness of my increasing sensitive bust.

I could feel everything that made me a stallion retreat and regress, each bit of the change bringing me to a new height of searing hot bliss. Soon there was nothing left, but a warm pleasant wetness that reeked of feminine sex. It was begging to be touched, to be caressed and teased.

"F-fuck...L-Luna..." I moaned, as the buttons and the seams on my jeans finally gave way with a loud rip, revealing thickening thighs, widening curvy hips and a fattening swelling backside that just demanded to be worshipped. I can't help myself letting out increasingly feminine moans and screams. This heat, this feeling building up inside me I wanted more of it...I craved it...I needed it.

My mane lengthened till it reached my shoulders, with the rest of my body taking on softer and womanly features...the way it felt...nothing could compare to it. If I died right now heaven would be nothing compared to this. This feeling, this wonderful addicting feeling I was getting drunk off, the warm wetness of my feminine sex trailing down my inner thighs.

I tried to stand up right and calm myself down. I took a few steps forward, only to have the heat return full force. The utter heaven I was feeling between my legs rendered me unable to make a single coherent thought, all I wanted to do was be consumed by all this lustful heat that was caressing my body.

The friction with each step only served to increase the pace of the growth my breasts, hips and ass. I couldn't help but see myself in the mirror, and how I was filling out.

"F-fuck..." I moaned, "I-is that me...?" I couldn't resist the burning heat in my loins any longer. I couldn't believe I was getting off to this, but by the stars this felt amazing...how could anyone get sick of this...I leaned back, rubbing my thighs together. "Fuckfuckfuck!!" This felt so good, so intense I don’t think I even needed to touch myself...This searing heat was so intense I was getting off to it.

Part of me wished somepony would just come find and fuck me right now, I needed more of this feeling, this heavenly orgasmic feeling that was consuming every thought I had.

The buttons of my shirt finally gave way and shot across the room one by one, leaving my bare sensitive chest exposed for anyone to see if that had bothered to come in right now. They were just so large and tender just begging to be sucked, groped and teased...I didn’t care by who. They could have been a stallion for all I cared...I just wanted somepony to fuck me till I couldn’t walk or see straight.

"Oh...no..." I groaned, as bit down on my lower lip, "I'm gonna...f-fuck...I-I don't want...I-I don't want this feeling to end...I'm gonna..." I felt the heat take over and kick itself into overdrive, as it sent my heartbeat racing. "I-I'M CUUUUUUUUUUUUMMMMMMMMMIIIIIIINNNNNNNNNNNGGGGGG!!!!"

I dropped to my knees, an utter look of bliss covered my features. That felt so good, I knelt there motionless slowly getting my breath back, coherent thought slowly and surely returning to me. I caught my reflection in the nearby mirror, smiling at my wonderfully curvy body and a sense of confidence it gave me.

“Maybe I should get cleaned up...a filly needs something wear after all and I have plenty of daylight to kill before everything closed.” I grinned at the thought.

"Don't you worry Duskie..." I let out a giggle, "I'll be gentle on the wallet."

After getting cleaned up, I headed into the Ponyville market. I made sure to conceal my wings using magic, not to mention a little bit of magic to alter some clothes in my wardrobe.

A pair of jeans that became tight denim hot-pants, and a simple vest top was the only thing keeping me modest, though I'm sure the odd stallion or mare wouldn't mind if I bent over a little too far. I didn't mind going commando, then again I couldn't really help it now could I? No underwear and all that.

I had caught the attention of many ponies I knew, I could tell that they were wondering who I was but I was going to keep that my little secret. I’m sure shy adorkable Duskie would shrink away under all the stares, honestly I think Fluttershy was the only pony shyer than he was.

It was a very pleasant late afternoon, and there was a rather nice light breeze in the air. The market place was still busy, obviously from the last hour rush as Spike would call it. I could tell the occasional stallion was glancing my way, and I was loving every second of it. I let out a giggle when I heard a mare slap her coltfriend for checking me out.

I love being the centre of attention, you could say I thrive in it. Maybe Trixie was on to something about being the centre of attention with the way she paraded herself. I still don't know what brought me out but I'm not complaining, and to be honest I don't really care.

Now don't get me wrong, I'm not like shy and awkward little Duskie. I would say I'm flirty and a bit forward yes, but that doesn't mean I'm some dumb bimbo. I'm every bit as smart as he is and I know everything he’s learnt from the princess over the years.

Speaking of princesses, I had no doubt Celestia would be on the look out for me after my little stunt with her delicious looking sister. I could hardly blame Duskie with his cute little crush on her, too bad she’s such a shy little flower but then again it was always the shy ones who turn out to the screamers. I licked my lips at the thought. I honestly wonder who’s name she’ll scream when I have my way with her.

I had to make sure to pick up a few things I needed, I'd rather not let Dusk let on about me...just yet. It'll be better once he figures it out for himself, but for now I'm keeping my mouth shut...he’s stuck with me forever now, but then again he always has been.

I found myself in front of the Carousel Boutique, inside I was greeted with the sight of a familiar small purple dragon accompanying a rather busty unicorn mare. Poor Spike he's completely head over heels for her, I shook my head and rang the bell on the counter.

"Oh hello darling and welcome to the Carousel Boutique, how can I help you dear?" The curvy mare, who I knew as Rarity greeted, "Oh my darling are you new around Ponyville?"

"Yes I am," I answered the seamstress with a small smile, "My name's Twilight Sparkle, I don't suppose you have anything I could buy in my size straight away?"

"Oh my darling of course we have, but I will have to take your measurements." Rarity replied with her usual gusto, "Do you have anything in mind particularly?"

"Hmm..." I thought for a moment, "Do you have anything backless? and better yet something lacy?"

"Oh I may have a few things." Rarity led the way, "Are you planning a surprise for your special some-pony?"

"You could say that I have someone in mind?" I replied as I entered the changing room, "Would you mind?" I asked.

Rarity just stared at me dumbfounded as I stripped down into the nude, I couldn't help but notice a look of jealousy. I let out a giggle.

"Aren't you going to measure me?" I asked teasingly, "or do you see something you like?" Rarity shot me a dirty look, obviously she didn't take too well to my flirting, too bad she didn’t swing that way.

"How could you allow yourself to be wandering around Ponyville with nothing on underneath, don't you have any shame darling?" Rarity scolded, "Honestly what were you thinking..." I couldn't help but notice Rarity was being rather rough with my breasts, I couldn't help but let out a low happy moan as she groped and fondled them trying to get a proper measurement of my chest.

"S-sorry about that..." I apologized shyly, "I'm a tad sensitive..." Rarity shook her head and muttered something under her breath.

"For a moment there you reminded me of Dusk Shine..." She muttered faintly.

She soon finished taking my measurements, and I paid for everything I chose. A couple of backless tops, mini-skirts, dresses for the night life, a two piece bikini, a couple of black lace bra and panties with matching garter belts and stockings. Rarity was even kind a enough to throw in some make up and a few pairs of heels. Don’t get me wrong the clothes Duskie always wore were comfy, but he really needed to be a bit more stylish that bookworm look of his didn’t exactly do him any favours.

I wondered briefly if Luna would like me in any of these, maybe but for now I was half tempted to visit AJ if I got some 'play time' tomorrow, who knows maybe I'll get AJ or that sexy brother of hers all to myself...everypony was trying to snatch him up, but then again the strong silent type was definitely a turn on. He’s smart too, don’t let that farmhand look fool you there’s a reason he’s in charge of the farm.

I couldn't help but notice Spike had already left for the library, I had better hurry if I don't want my little secret found out, and that said the clock was ticking...I couldn’t help but notice I had a bit longer than last time...well isn’t that an interesting bit of information.

Spike finally got through the door, he could faintly hear the shower upstairs.

"Dusk I'm home..." He called out, but got no answer. Spike shrugged and smelt something faint in the air. "Huh?" Spike suddenly got a sly grin, "Was Dusk bangin' a chick here in the library?" He wondered briefly, "Nah...Dusk's far too shy for that."

"To shy for what Spike?" I asked stepping out of the shower, a towel wrapped around my chest. Spike was giving me a confused look, quite possibly thinking what was going through my head to if I had to take a guess.

"Uh...you're kinda wearing the towel wrong bro?" Spike pointed out, giving me a raised brow. "You're not a chick remember." I didn’t get what was so wrong about it, it was rather comfy and it felt kinda right wearing it like this.

"Whatever..." I shrugged, "Enjoy your time at Rares?"

"Yeah but this weird mare came in before I left." Spike answered, "She seems to be the talk of the town." There’s someone new in Ponyville? Most ponies tend to stick to Canterlot these days, so a new face was something rare around here.

"She got a name?" I asked curious, wondering who this mystery mare was.

"Yeah she said it was Twilight something...I didn't catch the last part." Spike explained, "I was kinda distracted..."

"By her or Rares?" I teased, "I've seen the way you sneak a peak of her ass every now and then."

"S-shut up Dusk!!" Spike blushed, "Like you're any better about Luna!" I tried to hide my blush, Spike got me there but I’m not going to admit that to him.

"Whatever...I'm getting an early night." I told the younger dragon, "I'm still wiped from yesterday, maybe some actual sleep will do me some good." I walked off to my room not realizing the sway i had in each step.

"Huh...what's eating him?" Spike muttered, as he went down to the lab.

Spike noticed the tattered clothes and knocked over chair, by the stairs. Again he could smell a familiar scent of sex coming from the tattered clothes. He shook his head, cleaned up and threw out the tattered clothes, as he went about his evening chores...

Omake:

In the Carousel Boutique...

Rarity was pacing back and forth, looking cross a little flustered. Her younger sister Sweetie Bell was looking confused at her flustered sister.

"What's wrong sis?" Sweetie asked.

"It's...t-that hussy that came her earlier!" Rarity vented, "S-she had the utter gall to be...be so uncouth! Has she no shame! To flirt with me so openly like that! It just makes me so....ohhh!!!" Sweetie Belle didn't quite get it. "What's worse I can't help but think of Dusk Shine when I see her!!"

"Is this about you wanting get Dusk Shine in a dress and doing the nasty?" Sweetie Bell commented. Rarity just stopped and looked at her sister wide eyed.

"Sweetie Bell! Where did you hear such a thing!?" Rarity scolded, in an effort to hide her embarrassment.

"You kinda talk in your sleep sis..." Sweetie Bell dead-panned “You snore loudly to.”.

Else where...

I couldn't help but let out a sneeze, was someone talking about me?

Close Calls and a Bucking Good Time. (extended)

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"What do you mean I've been acting strange Spike!" I shouted at the younger dragon. "What I do in my own time is my business!" Seriously the nerve, even if I was it would have nothing to do with him.

"Well tell me who this mystery mare is!" Spike argued back, "For Celestia's sake Dusk, I would at least like an explanation why the basement lab reeks of sex, especially when I have to clean up after your mess!"

"I haven't been sleeping with anyone, Spike." I stated, "Even if I was I would ask Rarity at least to look after you."

"It's not just that Dusk." Spike continued, "You've spending all your time in your room, disappearing on and off during the day and night, and not mention how girly you've been acting lately."

"Oh I have not!" I huffed and folded my arms, "And even if I was acting girly why would it be a bad thing?"

"It's weird Dusk." Spike answered, "I swear your mane is getting longer than you usually have it. By the stars Dusk you even have the most girlish shampoo I've ever seen in the bathroom!"

"..." I remained silent, "I haven't got time for this..." I left in a hurry. What was Spike bloody thinking, me acting strange? I'm perfectly fine. I've been a bit on the tired side sure... but I'm always working late.

Then again I have been a bit out of it lately, I've been blacking out once or twice a day now and I can't seem to remember what I was doing at the time. Maybe if this keeps up I'll take a much needed vacation.

By the stars there's that feeling again, never mind that. I promised AJ and Mac I would help out with the Apple Orchard. I could use something to take my mind off it and what's been going on.

The orchard was massive, saying anything else would be an understatement. I was greeted by Granny Smith, who told me where to find them. It was still kind of easy to get lost, that’s just how big this place is. I had an idea where to look I just had to follow the sound of AJ’s whistling...It didn’t take long and I was greet by AJ waving over to me ,once she caught sight of me.

"Ah'm glad ya'll could give us a hand here Dusk." AJ beamed, "Nice to know ya'll 'aven't forgotten about us Apples." To be fair everything leading up to the accident has kept me busy, the only regular visitor I had was Rainbow because of her ‘surprise visits’ which was usually twice a week, through the living room window to be precise. Thank the sun I invested in all those beanbags and cushions.

"Hey don't worry about it." I returned with a smile, "Right now I could use the exercise, Spike's been grilling me for info I know nothing about."

"Oh anything in particular?" Mac asked raising a brow.

"He think's I'm sleeping with somepony." I explained, "And I haven't a clue to what he's on about."

"Ya'll strike me as more of the long lasting relationship fella Dusk." AJ commented, "Ah just can't see ya going on a wild fling in the hay."

"Eyup." Mac added as he walked by, apple filled baskets in hand. "Yer a tad too shy for that Dusk."

"...I'm not that shy." I muttered with look of defeat.

The hours flew by, as we worked. It was hard and gruelling, but I enjoyed every moment of it. It was getting kind of awkward however for me to focus however...

"Ya'll okay over there Dusk?" Aj asked, wiping the sweat from her brow.

"Y-yeah...I'm fine...just a little hot that's all." I answered half-heartedly. AJ raised a brow and wondered what had my attention.

There stood Mac, doing all the heavy lifting all hot and sweaty with out a shirt on. By Celestia look at those abs...no wonder Mac had all those mares after him, something inside me wouldn't mind a piece of him myself...I could almost feel that craving building up. My mouth was watering when I looked at Mac. I could feel that pleasant feeling building up, and my heartbeat beginning to race...

"Ya'll checkin' mah brother out Dusk?" AJ asked, snapping me back to reality.

"H-Huh wha?" I asked in confusion, "N-no I wasn't..." I denied it, honestly I had no idea what came over me there. What was that sudden need just now?

"Yer sure, Ah didn't reckon you swung that way Dusk." AJ joked. I brought my palm to my face and let out a sigh, and here I thought I was done with all the gay jokes after all this time...

"Even if I did AJ, the chances of me hooking up with your brother is about same as you tackling me right now, ripping my clothes off and giving me a ride I would never forget." I deadpanned, AJ just let out a snort in amusement.

"Ya'll offerin'?" AJ teased with a wink. “Ah certainly wouldn’t mind.”

"I--I-I...uh...wha?" I stuttered out, I didn’t expect that. “B-but...I-I.”

"Ah'm just messin' with ya Dusk." AJ joked, ruffling my mane a bit.

"Dusk would Ya'll mind givin' me a helpin' hand here?" Mac shouted, "Ah just need a hand movin' these empty baskets."

"Y-yeah sure..." I called over.

"Well I'll best leave you two to get to it then..." AJ spoke up. “If ya’ll excuse me Ah’m gonna see if a certain blue pest is nappin’ in one of the trees again.” My ears pricked up, I could definitely hear a faint snoring on the far side of the orchard.

It wasn't hard, but keeping my mind focused was another story entirely. I couldn't stop staring at that godly body of his, surely it was an utter sin for him to be so god damned sexy. You could practically worship those muscles...

"Dusk...?" Mac spoke up trying to get my attention, snapping and clicking his fingers in front of me.

And his face was so...handsome...the way his piercing green eyes looked at me from under the bangs of his blond messy mane...

"H-huh...wha?" I shook my head again, "What's wrong Mac?"

"Yer sure yer alright?" the physical god of a stallion in front of me asked.

"Y-yeah I'm fine..." I could feel that rising heat again, that oh so sweet addicting heat. "Never felt better in fact..." Mac put his hand on my forehead.

"Jeez Dusk you're burnin' up!" Mac exclaimed, I ignored him as my heart began racing, my breathing getting heavier. The heat was building up again, threatening to burst out of whatever dam that was holding it back and washing me away with it’s addicting touch.

My eyes weren't focused, as I grabbed him by the wrist. I wanted him to pull me close and ravage me...that heat just felt so damn good. Something deep down just wanted him to make me his...

"D-Dusk?" Mac asked worried, "Yer kinda worryin’ me here."

"...N-need you..." I slurred out, I could feel the familiar feeling of hips and backside filling out, my breasts growing fuller and fuller. Mac just watched on unable to move, "....side me...need you..."

"Dusk c'mon man snap out of it!" Mac exclaimed, wondering what had gotten into his sister’s friend.

"So...good...need more...want more..." Whatever reservations I had left me there and then, and I pulled Mac into a passionate kiss. Mac was taken aback, as I guided his hand lower. "P-please...t-touch me..." I whispered, "...n-need this..."

Mac was frozen in shock, as his hand was met with a warm, moist feeling where my stallionhood should have been.

"Dusk...what goin' on man!?" Mac pleaded me to come to my senses. "S-snap out of it man!!"

I let out a low growl, it didn't take much for me to push Mac on to the ground. It didn't take much for me to unbutton his jeans, I would rather have ripped them off, but I currently didn't have the right frame of mind.

"...Want you..." I let out a low feminine growl, "...Need you..." I glared at him with a lustful and predatory look. I wanted him, I needed him...no I had to make him mine.

"Is his mane getting longer?" Mac thought to himself, wondering what exactly was happening, "Not jus' that everything about him seems softer now..."

"D-Dusk what are you..." Mac was cut off as I took his shaft into my mouth, and began teasing it, tasting it.

I was quite happy bobbing up and down, a teasing lick here, a nibble there..I made sure to give every bit of him some attention. Mac couldn't help but groan with each lick and caress. I took in every inch of him, making me gag slightly and wince as I felt his shaft hit the back of my throat, fuck he could choke me with that thing if he wanted to.

I pulled him out of my mouth getting my breath back, he was so big and hard. His cock twitched in my hand as I jacked him off, as I panted heavily. I tilted my head at Mac confused, couldn’t he see I wanted him...I needed him? That I wanted him to fill me up with that cock of his and fuck me...

I took him back into my mouth, making sure to caress that weapon of his with my tongue. He could empty those balls of his and I would swallow every drop of it happily. I let out a muffled groan as my big soft breasts continued to swell to their full size underneath my t-shirt. My jeans were straining under the pressure my growing hips, thighs and full plump ass. I could just faintly hear the tearing at the seams.

I tore open my shirt exposing my soft lush breasts and wrapped them around his shaft, squeezing and messaging his cock between them, taking what peaked out into my mouth and maliciously teasing it.

My jeans burst and tore themselves apart right down the sides and the middle, exposing my soft plush backside to the open air.

"D-Dusk...oh...fuck..." Mac moaned out. "W-what's...unnnnnnnffff...goin' on?" I picked up the pace, making him squirm under my touch...I needed more...much much more.

"F-fuck me!" I pleaded, Mac just stared as I stripped off and threw aside my tattered clothes revealing a very naked mare much to his surprise.

"Wha...Mmph!?" Mac was cut off when he got a face full of my wet pussy.

"Lick me..." I asked simply, "I-I need to..." If Mac had any reservations, he'd more or less thrown them to the wind when I began sucking him harder. "F-fuck...H-haaah!...Mmmmph!!"

I could feel each caress and lick of his tongue, oh by the stars it was heaven, you could tell he's done this before...Each flick intensifying the inferno in my soaked marehood even more. By the stars was he spelling the alphabet with his tongue down there? I needed him...I wanted him inside of me...

I got up allowing Mac to breath again...

"D-Dusk...What's happenin' to yer?" He asked panting for breath...only to be greeted by the sight of me bent over against a wall, with my soft plump ass, and wet lips gently swaying in a effort to entice him.

"...Fuck...me..." I pleaded, "...I-I...want you...p-please!"

"Ah'm not gonna get any answers..." Mac muttered under his breath, "Best Ah play along for now..."

I could feel Mac grope and slap my backside, it felt amazing to be teased like this. I could feel my wetness drip down my inner thighs, I positively tingling with anticipation...

I could feel him enter me...filling me up...swallowing up every last delicious inch. Oh Celestia it was even better than I'd imagined, I love how rough he was pounding into me. Those big heavy balls of his slapping against me, his huge meat thrusting back and forth going deeper each time...

"H-hah...Aaaahhhhh!!!" I couldn't keep quiet any more, it was too much, it felt too good, I needed more..."H-harder...Mac...F-fuck me harder!!!"

"Ngh...D-Dusk what's gotten into yer all of a sudden?" Mac spoke out in between each grunt and thrust...

"N-not D-Duskie...Ooohhh fuck....N-name's T-Twilight! Hah...fuckfuckfuck!!!" I corrected, pounding the barn wall with my clenched hand. "Harder...Ahnn..F-fuck me harder...!"

Mac obliged, and everything ended in one earth shattering scream as he filled me up with his seed. “H-haah...f-fuck...” I didn’t want him to pull out, I wanted to savour this feeling...I felt so full, so wonderfully and blissfully full...

"D-Dusk...a-are yer alright?" Mac asked, I gave no response aside from heavy breathing and a dopey happy sigh of contentment, before passing out in his arms.

Mac stared at the unconscious mare that was one of his closest friends, one of his male friends. Mac looked around, making sure the coast was clear, Celestia help him if Rainbow Dash or his younger sisters saw this. Mac wanted answers to why Dusk suddenly decided to jump the gender gap and pretty much ask him to fuck him silly.

"Oh no..." Mac thought to himself fully realizing what had happened, "Ah better get him to his home..."

When I came to a little while later, I couldn't help but notice I was back in my room.

"Mac?" I asked, knowing he was the last person I was with.

"Ah'm here..." Mac said with a look of relief. "Ah do believe you've got some explaining to do...Dusk." I frowned...

"My name is Twilight Sparkle, not Dusk handsome..." I flirted, "I'd thought I told you that..." Mac was eyeing me, I wondered briefly if he saw something he liked or if he was up for another round.

"Fair enough Twilight..." Mac answered, "Would yer kindly explain why one of mah sisters friends suddenly turns into mare and asks me to fuck her brains out?"

I stretched and yawned before adjusting myself so I was lying on my stomach.

"Maybe I will...maybe I won't..." I teased playfully, "Maybe I will that you keep this between us...is that too much to ask for?"

"..." Mac glared at me a bit, i must admit it made him look kind of sexier. "Alright then..."

"Well...you see, Duskie is far too shy for his own good." I explained, "I don't know why but I get to come out and play every now and again. I guess you could say I'm Duskie's ideal self, if anything." Mac raised a brow at my answer, "I don't mean to cause any harm...I don't intend to either...if anything it's the change that's the most dangerous part."

"Dangerous how?" Mac asked,

"It's addicting...Duskie literally gets off to it, but then again he can't help it." I giggled, "then I get to play and have my fun for a couple of hours."

"So you'll change back?" Mac inquired raising a brow. "This isn't a permanent thing right?"

"I will go back to be the shy and awkward Duskie you know." I answered, "and he won't remember a thing."

"..." Mac frowned. "I'll keep yer secret for now...ya'll just watch yerself and don't get Dusk into any unwanted trouble." I nodded as could feel the tiredness setting in...”Ah’ll be keepin’ a close eye on yer.” I hoped he did, you never know I might just give him a free show...

"'kay...I'll be good..." I yawned, I wondered where this tiredness was coming from...oh right Duskie. "I'm gonna get some..." Mac just watched as I fell asleep, before deciding to leave me to sleep it off.

Back at the Apple Acres, AJ was wondering what was wrong with her older brother, he seemed to suddenly disappear on her a few hours back when he asked Dusk to help him out.

"Ya'll alright Mac?" AJ asked wondering what was up with her older brother, "Ah don't suppose ya'll know what all that racket was back in the orchard?"

"Eyup!" Mac responded simply refusing to elaborate, "Nothin' a cold shower and a night of hard drinkin' won't fix..."

"Is Dusk okay?" AJ asked concerned, "Ya'll seem kinda out of it."

"..." Mac paused, "He's jus' tired...guess all that work must of wore him out." AJ left Mac alone to his thoughts. He was wondering what he had just gotten himself into, he couldn't believe he'd just more or less rutted Dusk into next week.

"By the way AJ, Ah don't suppose yer heard anything funny did yer?" Mac asked his younger sister, who in return just blushed.

"Nah, Ah was kinda busy." AJ replied sweating a little bit, "Yer know how Ah get caught up workin'."

"Did Dusk know about this?" He pondered briefly, "And what did she mean by his ideal self?"

"Didn't Dusk have a crush on Princess Luna?" Mac muttered to himself unsure of what make of today's events, "Ah could have sworn Dusk mentioned it once or twice."

I stirred for a moment, blurry eyed, Oh god what happened? Last thing I remember was helping Mac back at the barn, I lost focus and...I frowned, I was drawing up blanks again.

"Did I black out again?" I muttered to myself, I got up. Made my way to the mirror. I couldn't help but notice I wasn't wearing anything, and that I had a slight limp in my step.

I looked into the mirror and saw myself, I didn't notice anything unusual maybe my features looked a tad softer, but that could just be due to the light or my grogginess from just waking up. I checked the clock by my bed; it was 6:35 in the evening. What happened? Last time I checked it was one in the afternoon. Was I really out for that long?

I did wonder about where the limp came from. Something inside couldn't resist a rather faint far off smile that seemed to appear faintly on my lips. I dismissed it maybe I hurt myself or something.

"Maybe I'll ask Mac what happened after I passed out." I muttered to myself. I groaned as I got dressed and made my way downstairs. I could hear a faint knocking on the front door. I opened it only be met with a rather concerned looking AJ.

"AJ?" I greeted, "W-what brings you to my door?"

"Ah'd like to ask yer about what happened in that barn for one." AJ answered with look of concern, "Ya'll seem to disappear after that. Ah tried askin' Mac but he ain't talkin'."

"I don't know what happened AJ." I explained, "One moment I'm helping Mac in the barn, the next I'm waking up here. I was kind of hoping you'd be able to tell me."

"Yer seemed to be actin' rather strange to..." AJ explained, voicing her concern. "Ya'll seemed to eyein' mah big bro like he was a piece of meat earlier."

"Wha?" I just stared at her dumbfounded, "You know I don't swing that way right? Jeez AJ even if I was eyeing up somepony like that it would have been your fine ass I would have eyeing up." I said simply, before blushing in embarrassment realizing what I had just said. "Y-you know i-if I did that sort of thing." AJ just stared at me, she seemed to contemplating something as if she was recalling something that was said earlier.

"Ya'll been havin' these black out spells long sugarcube?" AJ suddenly asked. I raised a brow at her question, but she had brought up a good point.

"On and off the past couple of days," I answered, "I guess I've been working myself too hard, maybe I need a break or something. Getting out more would do me some good, I'm starting hate to be cooped up in here nearly all day." AJ let out a sigh of relief, seemingly satisfied with my answer,

"Y'know, Ah don't know where yer new confidence is comin' from Dusk." AJ gave me a small smile, "But if ya'll keep it up, ah reckon we'll have a real lady killer on our hands sugarcube."

"Erm...thanks..." I honestly didn't know what to say to that comment. AJ just let out a laugh at my embarrassment.

"Not a problem sugarcube." AJ spoke as she got up and made her own way to the door. "Ya'll don't push yerself too hard ya hear?" I just nodded, as I watched her leave.

"Maybe I should help her go apple picking more often..." A stray thought crossed my mind, "I wouldn't mind another piece of the pie." I shook my head, a look of confusion etched on my face.

"Did I really just think that?" I muttered to myself. I brushed the stray thought aside and decided to review my research notes, maybe I can figure out what went wrong. I could feel a slight craving whispering away in the back of my mind, maybe figuring out what happened the other night might answer some questions.

As I sat at my desk going over my notes, I couldn't seem to understand why the catalyst crystal had exploded and turned to dust.

"Let's see Sugar and Spice...acts like a aid to the crystallization," I muttered, "Heart's Desire ground up into a fine powder...I don't see anything wrong there, Crystallized Lust...that was the ingredient that would start the crystallization and finally the Liquid Courage...which was the bonding agent in it all." I frowned, "The crystal formed perfectly though..." I muttered to myself putting my research notes back on the desk. "Then...the moonlight...of course." I groaned, how could I have been so stupid. "The moonlight was the final requirement for binding the enchantment, but with out a spell to manage it...it overloaded the crystal."

I rubbed my temples, and thought for a moment. When the crystal exploded everything in the room would have been irradiated with whatever the enchantment that would have been used, but since there was no enchantment...
"I just don't get it." I muttered, "The crystallization would have eliminated any side effects the ingredients would have had, if anything it would have the positive qualities instead." I pondered everything I had reviewed, as I got up and paced back and forth.

"Say something did happen, the moonlight's role in the enchantment would have supercharged the crystals properties which would have explained why the crystal turned to dust..." I concluded, "if there was a spell used it would have bonded itself to the nearest possible thing..." I looked around the room trying to jog my memory, "The Pedestal maybe? No..." I shook my head, "Stone doesn't hold enchantments or magic for very long, unless it was reinforced by runes or a glyph."

I was drawing blanks, I just couldn't figure out what exactly happened. "When I came to, I was on the far end of the room..." I paused for a moment, "No that's impossible...that would have only been a problem if there was a spell cast, and I'm very much certain I didn't cast one."

I reviewed my notes once again, double checking if I missed anything but either I failed find anything unusual or I was missing something entirely. I craned my neck and stretched.

"Have I really been acting strange lately?" I asked myself, I was grateful Spike was away for a couple of days helping out the princess. To be honest I really didn't want deal with him right now after our last little spat. "AJ says I've been a bit more confident lately, but that couldn't be a bad thing right?"

A image of AJ, all hot and sweaty flashed before my eyes. I blushed at the thought of her stretching in that tight top and jeans, I wondered how'd she would look in some yoga gear, that ass of hers could go on for days...I personally thought only Luna could have a nicer ass than AJ.

I couldn't help but think how tight that toned ass of hers must feel, if Luna's looked so soft and inviting, then AJ's was demanding to be worshipped. By Celestia the Apples must have very good genes...

I could feel it building up again...that wonderful and addicting heat kissing and caressing me all over. I don't know why I missed this feeling, or why I just craved it and wanted to give in to it.

"H-haaah...!" I groaned out in bliss, I felt so hot and wonderful all over...it was like a tingling sensation, a very, very good kind of tingling. "H-hot...I-I feel...h-hot..."

I could feel my body get slimmer, my stallionhood retreating and regressing...I didn't want the damn thing anyway, I didn't need it...but this feeling...this wonderful, addicting feeling...

"M-more...I-I...oh fuck...w-want..." I moaned out, "M-more..."

My breasts began to swell slowly, getting fuller and bigger. My hips and soft plush ass joined soon after. Each bit of growth and change sending a wonderful and pleasant shiver up my spine. I could feel my mane growing, lengthening to what it should be. My face softening, lips getting fuller...

"D-don't stop...p-please..." I pleaded to whatever was giving me this wonderful feeling. This intoxicating feeling, by the sun I could get drunk off this feeling and what it does to me.

Flashes of what happened with Mac resurfaced in my lustful haze, and it only intensified the feeling, driving me over the edge and wanting more...

"O-ohhh f-fuck...!" I let out a happy blissful feminine moan, as the heat in my nethers only intensified. I unbuttoned my jeans and threw them off, I needed this, I wanted this...I craved this.

I felt so wet and warm, if anypony else was here they would have noticed the dampness between my legs slowly running down my thickening thighs. It felt so good to finally rub my clit, pacing myself between slow gentle caresses and a quick rough touch.

"Fuckfuckfuckfuck!!!" I chanted in my lust, that wonderful heat grew as my hips, ass and breasts expanded further before settling on their usual size. "I'm gonna..." I rubbed and caress faster, driven by the utter desire that had set my body ablaze. "I'm gonna....Uh...o-oh fuck...FUCK!!!" I was building up, the heat growing with each blissful and wonderful touch.

It finally became too much for to bear, as I crashed to my knees with one final fulfilling blissful scream of pleasure...
I knelt there for a moment, gasping and panting trying to get my breath back I reeked of sex and sweat...I'd bet if anypony came in here right now they would be in for a rather pleasant sight.

"C'mon Twilight pull yourself together..." I mentally scolded myself, as I picked myself up, "All work and no play and all that..." I giggled to myself, "It's Friday...and that means ladies night...and Twi's time to shine."

I was standing outside a popular club and bar, the Ice-9. I do recall Duskie hearing about it from Rainbow Dash. Apparently the DJ was very well known in Canterlot, and who knows I might get lucky and catch myself a mare or two.

I was dressed for a casual night out, a simple single strapped black dress that came down to my thighs that was longer on one side, enough to tease a fair bit stocking clad of leg, a simple black choker around my neck with a silver star dangling from it and a matching pair of earrings. I did a bit of light make up that brought out my eyes, and styled my mane in a simple top knot, I would have done something more if I had enough time on my hands. I did however make sure to conceal my wings with a simple concealment charm.

The music was blaring, heavy base thundered through out the club from the dance floor. I walked up to the bar with a sway in my step, I caught a few lustful looks from the various mares and stallions in the crowd around me...good I wanted them to look...

I ordered my drink, I had make a note of the fact Duskie was a bit of a lightweight when it came to alcohol and I wasn't any different, at least I should think so.

"You new around here?" the bartender asked, she was a pretty young thing, a nice slim figure and a pretty face.

"I am...name's Twilight." I shot her warm smile, "I've been meaning to check this place out...all my friends have been talking about it. So what's a pretty young thing doing working here?"

"...I uh...work here part time..." the barkeep stuttered cutely.

"Oh don't worry..." I reassured, "I won't bite...hard." I laughed a little at her reaction as she went on to serve the other ponies here. I scanned the crowd wondering if I would run into anyone I knew...I found one shy little cutie sitting by herself, sighing and looking utterly bored.

"A cutie like that all on her own in a place like this? Surely this has to be a crime." I muttered to myself.

The unicorn mare in question was a a little smaller than I was, bright deep blue, a silvery blue mane and tail with a midnight blue plush fur. She was a wearing a similar tight black backless dress to what I was. She was very busty, but I would say her best feature was that soft and inviting backside of hers.

"Well I'm going to have to work my magic here aren't I." I grinned, "Can't have such a pretty thing all by herself can't we."

I bought an extra drink, and made my way over to the cutie in question, she seemed to be looking at me with a blush on her cheeks...maybe I reminded her of someone she knew, who knows I get that a lot.

"Mind if I take a seat...you look like you need someone to talk to, and a drink." I offered.

"N-no I don't mind." The mare said shyly, "I-I was just thinking."

"About what?" I inquired. "I'd would have thought a pretty thing such as yourself would be having the time of your life here."

"I kinda snuck out..." She admitted, "My sister doesn't know I'm here...I-I just needed some space from her."

"Over bearing type is she...?" I guessed, "Can't say I blame you for sneaking out, we all need that time to cut loose every once in a while. Being cooped up in one place all the time doesn't do anyone any favours."

"You really think so?" She replied, "I guess my sister just needs to lighten up a bit more and unwind. She's been telling me to stay away from someone...s-someone I like..."

"Hmm...who's the lucky stallion..." I asked curious, "or is it another mare? I won't judge."

"I-I..." She stammered with an adorable crimson blush, "His name is Dusk Shine..." Oh now that caught my interest, such a shy little thing like her has the hots for Duskie.

"Lemme guess he's the shy and awkward type?" I inquired, "Maybe you should take the first steps Hun...he'd probably get too flustered to take the first step."

"R-really?" She asked, I nodded.

"Trust me types like him, practically take forever to spit it out." I continued, "It's cute, but it's hard to get anything out from them...maybe I could give you a few tips with your confidence."

I stood up and offered my hand with a warm smile, she seemed a tad unsure but she gathered the courage after downing her drink and joined me on the dance floor. It was slow song playing, not my taste but it would have to do.

"First tip," I whispered in her ear, "Don't be afraid to take risks, in places like this don't be afraid to tease every now and then." I twirled the smaller mare and pulled her close, she let out an adorable squeak. I gave her a quick peck on the lips. "Just do what I do...it helps a lot with confidence."

She leaned in, snaking her arms around my neck and leaning in. She was slowly getting into it even getting the courage to nibble on my lower lip.

"See..." I whispered huskily into her ear, "You're getting it, just take it in slow small steps, just ignore everything around you." I could tell she wasn't used to this, having another mare in her arms like this. I could tell she had it bad for Duskie, but I wasn't going to let that stop me now was I?

"...Maybe we should do this in private..." I whispered, "You look a little tipsy..."

"Mmm..." She contemplated it, "Maybe your right...I feel kind of awkward here..."

I led her to a private booth, and the first thing I did was have her press up against the wall and began kissing her passionately. It was always the shy one's wasn't it, give them a taste and they helplessly addicted to it. I couldn't help but grin mentally at the irony.

She was letting out a rather content moan, with each kiss and nip of the nape of her neck. She cooed at my touch against her bare thighs.

"Are you enjoying this?" I whispered sweetly, "This is your first time with a mare isn't it?" She let out a hushed squeal and nodded, as I gave her soft plush ass a tender squeeze. "Just relax...and let me teach you..."
I undid the strap of her dress, and kiss my way further down to her bare chest. I made sure to give her generous chest plenty of attention, each caress , lick and grope earned me a low moan from her, I noted she's either very sensitive or no one's done this to her for a while.

I made my way lower sliding her dress off as I kissed and licked my way further and further down.

"Are you ready?" I asked, making sure she was comfortable. She gave me a cute and pleading look urging me to continue. I smiled and brushed her panties aside, spread her lips and began to caress her clit with my tongue.

"H-Haahhhhhhh." She moaned, her hips thrusting with each lick and caress of my tongue. "W-where did you learn....oohhhhhhh fuck..."

I didn't answer, how could I? I was currently spelling out various runes and glyphs with my tongue. Who knew they could be used for this, I had to hold back a chuckle.

"Fffffff...." She let out another low moan, she was enjoying this and I could tell she was building up, and fast...She really wasn't used to this attention. "Fuckfuckfuck!!!....Ooooooooohhhhhhh right there...."

I could feel a familiar pull...I mentally groaned. Dammit Duskie you just had to be such a spoil sport...I decided to shift my tongue into overdrive, sending the cute shy mare into an absolute frenzy of bliss.

"Oh by the moon...I'm cumming!!!" She could practically break the place down with her lust-filled scream. Thank the sun these booths had one hell of a silencing charm, I bet they could even withstand the Royal Canterlot Voice.

"I hate to kiss and run Hun, but maybe I could get your name?" I smirked, at the sight of the panting mare in front of me, "I'd like to continue this sometime."

"..." She seemed hesitant for a moment, "My name's Moonlight Rising...yours?"

"Twilight Sparkle..." I answered with a smile, "I'd hate to leave like this but time is really running short for me." I gave her a kiss, and left with a smile on my face.

The mare in question just stared dumbfounded at the spot I just left. Her blush intensified...as she recalled our previous encounter.

"No...Ohnononononono!!!" She panicked, "How did she find me here? Oh by the moon and she just...I let..." It hit her finally she should have seen this coming, she felt utterly foolish about not recognizing her sooner.
She couldn't believe she had just let this happen, her sister would be furious with her if she found out she snuck out. If she got back now she could say she was researching in her room, or perhaps stargazing in the garden...

Omake

“What the hell was that sound?” Rainbow’s ears pricked up. “Your brother got a mare over ther...mmmmpphhff?” AJ just glared at the naked sky blue mare, and smothered her with her strong bare thighs.

“Now listen ‘ere RD.” AJ groaned in frustration, “Ah need a break from apple buckin’ all mornin’, and now Ah could use a good apple fuckin’ yer got me RD?”

Rainbow’s only response was to give her blonde lover one hell of a tongue lashing...

Losing control...(Extended)

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I stirred in my bed, and held my pounding head groaning. By the stars what did I do last night...wasn't I working in my lab? I sat upright in my bed, the silk sheets brushing up against me as I stretched and yawned.

"When did I get silk sheets?" I asked myself tiredly, "Mmm it does feel nice and cool though..." I shook my head, trying to wake myself up. "That's right when did I get to bed last night? Oooh my head...why the hell am I hungover?" Last time I checked I didn't have anything to drink last night.

I was sorely tempted to stay in bed, given how comfortable those sheets were. But I needed to get up, Celestia knows how much work I've got to do...

I noticed my refection in the Bedroom mirror...Rarity insisted I have a full body mirror for some reason. I just stared dumbfounded not sure of what exactly I was seeing...

In the mirror stood what could have passed for a rather attractive mare. Her mane, or rather my mane seemed to be dishevelled bed head that nearly reached just under my chin. I was wearing light make up consisting of a darker colour eye-shadow compared to my fur, black eye-liner and a gloss that gave my lips a soft shimmer in the right light. I noted I was wearing earrings and a black choker with a silver star hanging from it.

My reflection was looking back at me with a bright crimson blush on her face, making me look even cuter.

I was a tad slimmer that I should be, and it could have been my eyes playing tricks on me but did my hips look a tad wider? My real question lies in why I was wearing a purple string strapped lace top with matching lace bottoms.

"What the..." I muttered trying my best not to panic.

I couldn't deny that I looked rather cute like that, another part of me however wanted to rip them off and throw them away, never speaking of this ever again...

"Is this what Spike was telling me about?" I briefly wondered, sitting on the seat of my bed. "Is this what I've been doing when I've been blacking out?" I looked at myself in the mirror again, did...some part of me want this? Is that why this feels so right to be dressed like this?

"Just what's happening to me..." I muttered, I still couldn't remember what had happened last night or what happened during the other times I blacked out...

"Maybe I'm over thinking things..." I tried to reassure myself, but still I looked back at the reflection in the mirror, "...Maybe it's not so bad dressing like this in the future when I'm all alone."

I felt a little daring and decided to stay dressed as I was, humming a little as I made breakfast. I had to admit deciding to take the day off and have it to myself was one of the best ideas I had thought of.

I've been so tired and stressed lately with everything, so maybe I deserved a little me time. Here's hoping I get some much needed peace and quiet.

A little light reading did me some good, easily taking my mind off the recent events and the chaos that had seemed to find it's way into my life. Was I worried about these black outs? Of course but I put all that down to the stress I've been under recently.

It just helped that was in very comfortable nightwear right now, nope...nothing weird about that in the slightest. like, not at all...
I mentally wondered if I had stuff like this what else did I have? I couldn't help but wonder...

I looked through my dresser and wardrobe, looking for anything out of place. I found a few things, some denim hotpants, hip hugging jeans, a few backless vest tops, some dresses for a nights out and causal day to day wear and a two piece purple bikini.

"Where'd this stuff come from?" I asked myself. I couldn't help but eye that bikini...”Is this where all those bits I had in my wallet went?”

Now let it never be said I didn't know my curiosity would be my biggest weakness,

I have to admit I looked surprisingly good, I could give quite a few mares a run for their money. I could at least if it wasn't for the one obvious thing between my legs...I frowned and let out a groan of frustration, quickly deciding to try on one of the dresses instead...

Rarity looked utterly frustrated, as she headed towards the Ponyville Library. Apparently the rumours of the new girl in town, had reached her ears and desperately need Dusk's opinion of the matter was. She dismissed it as a gut feeling, but she's always been right about stuff like this.

"Dusk?" Rarity knocked on the door with a quick tap. "Dusk, darling there's something I need to speak with you with." Rarity knocked on the door again, only for it to open ajar slightly. "Dusk?" Rarity looked confused, looking around as she let herself in...

I couldn't hear her, I was too busy lost in my own little world...

"Dusk, are you home?" Rarity called out, making her way up the stairs, "Oh how uncouth of me...barging into someone's home..." She muttered to herself. "Dusk are you..." Rarity opened the door to my bedroom, only to be greeted by the sight of me posing and modelling various dresses in front of my bedroom mirror. "Oh my...darling...Mommy likes..."

Now Rarity had one deep guilty pleasure, something she tried so desperately hard to hide from her friends. She had a fetish of sorts for younger stallions in mare’s clothing, it was one of the few things that could get her hot and bothered.

I caught a glimpse of her reflection in the mirror, and let out a feminine squeal of embarrassment, trying to cover myself up in my embarrassment.

"Oh please dear...do continue...don't mind me." Rarity seemed to be lost in her own little world. "I didn't realize you...were into such a thing..."

"Rares it's not what you think it is?" I tried to explain, but she was having none of it.

"Oh you've even done make up too." Rarity commented, "Mommy likes...oh Mommy likes in deed."

"R-Rares you're kind of scaring me here." I stated. It was unnerving to see Rarity act like such a cougar towards me. There wasn’t much of an age gap between us, I was the youngest at 19 years old, and Rarity was the oldest at 24. To be fair given the professional way she dresses you’d think she was older than she actually was.

"Oh come now darling...don't be so coy." Rarity spoke out, "I do wonder what I did to deserve such a wonderful treat..." I knew that look, it was one of lust..."I heard from Applejack and Spike that you've been so stressed lately...maybe Mommy could help you...relax." Oh no I knew that gleam in her eyes.

"R-Rares..." I stuttered out, "W-what are you...?"

"Shush..." Rarity put a slender finger on my lips, "Just let Mommy help you relax...and enjoy this." Rarity pushed me down on the bed, and kissed me. I went wide eyed...I didn't realize Rarity liked me like this..."You look so good like this darling do you know that?" I felt her hands caressing my thighs under the dress I was wearing, making her way up until she groped my ballsack. "So vulnerable...and helpless...by the sun I just can't help myself..."

"R-Rares...Ha-haah!" She gave them a light squeeze to emphasize her point. "I-I don't w-want this..."

"Nonsense, I've seen the way you look at me..." Rarity whispered, "I could tell you imagined seeing me all those lingerie and negligee I design. Do you get yourself off to Mommy?" She cooed softly in my ear. "Do you fantasize about being smothered in Mommy's nice big chest? Do you Duskie?"

I nodded slowly, only to be rewarded with an eyeful of Rarity's well endowed bust, as she skilfully undid each button with her free hand. She stopped groping me and took off her blouse, and unhooked her bra before removing it and tossing it off to the side. I got a face full of he massive chest as she pulled me into her chest that could be dubbed as a marshmallow hell, or heaven to be more precise.

"Oooh Darling..." She purred, "Do you like being smothered in mommy's big soft breasts?" If I had to answer...it would be along the lines of far from being the most unpleasant ways to die..."Do you like how soft they feel?" She purred and cooed as she pulled my head from her chest. "Do you want Mommy to wrap these big, juicy breasts around that cock of yours?"

I didn't say anything as she removed the panties I was wearing, and wrapped her soft full breasts around my hard throbbing stallionhood.

"H-hah-aaaahhhhh!!!" I moaned out cutely, as Rarity smushed and groped her breasts. She looked like she was a kid in a candy store right now, what was driving her to do this? Fuck her breasts felt so soft...as good as this felt the predatory look in Rarity’s eyes was frightening. I’ve seen that look before...when she sets her eyes on something she’ll damn well do everything in her power to get it. As generous as she was, she could be just as greedy when she wanted to be.

"Do you like Mommy's tits Duskie?" She practically purred, "Do you want to cum for Mommy?" She gave me a hard thorough suck as she titfucked me.

"R-Rares...I'm gonna..." I moaned out, I could see a faint twinkle in Rarity's eyes, "I'm...gonna..." She sucked me harder, and harder. By the stars if she kept this up she'll suck me dry..."I'm cumming!!!!" Rarity stopped sucking as I shot my seed all over her face and breasts.

"That's it cum for Mommy..." Rarity urged on lost in her own little fantasy, "Cum on Mommy's tits!" I panted heavily, I could feel the wetness of tears down my cheeks.

"..." I remained quiet. Rarity suddenly noticed my distress...she looked back down at the mess and looked horrified at what she had done.

"...Dusk..." She spoke up, ending the silence between us, "Dusk I'm so sorry...when...I saw...I couldn't help..." She didn't have a chance to finish, as I ran into the bathroom and locked the door behind me. "What have I done..."

"Dusk..." Rarity pleaded, "I'm sorry at least let me explain..."

"Why..." I asked from my side of the door, "Why did you lose control of yourself like that Rarity?"

"When I saw you...all dressed up." Rarity admitted, "It was like a personal fantasy of mine come to life...and I let myself get caught up in it...Dusk I'm so sorry, I didn't mean to upset you like this."

"..." I didn't bother replying.

"Please Dusk...I'm so sorry..." Rarity pleaded, she sounded sincere but after what had happened I didn’t want her anywhere near me.

"Rarity..." I spoke up in a flat disheartened tone, "It would best if you just left..."

"Dusk...I..." Rarity stopped herself.

"Just go Rarity..." I begged, "Just give me some time..." My ears pricked up as she left. How could she do that to me? and better yet why did I let her...

This was just too much. First my project blowing up in my face, these random black outs I've been having, Spike saying I've been acting weird and now this...I wish my big brother was here...he would know how to handle this. I could feel tears stream down the side of my face.
I doubt I could ever look a Rarity the same way again...if she tried this with me then...no I don't think she's got any interest in someone that young. I high doubt she's even interested in Spike.

I unlocked the door to the bathroom, and looked around only to find myself face to face with AJ's older brother Mac. He looked down at me concerned, wondering why I was dressed as I was and make up staining my face.

"Um yer door was open..." He said sheepishly, "Are yer okay Dusk?" I just looked at him, with tears in my eyes and hugged him. "D-Dusk...?"

I had explained what had happened, everything from the black outs to what Rarity just did, and why I was dressed like this. He nodded knowingly, as if he had some insight of what was going on with me. He sighed gave a moment of thought of what he was about to say.

"Rares didn't mean ya any harm Dusk..." Mac explained, "Ah reckon she's been carrying a torch for yer, for some time now. Don't hold it against her..."

"Do you really think that Mac..." I asked. "I-I don't think I could trust her after this."

"Eyup, Rares isn't the type to lose her cool like that for no reason." He replied, "Ah honestly don't know what else to say Dusk, most stallions would kill for a chance with Rares and from what Ah understand she's been wanting yer for some time now." I frowned a bit...I wasn't interested in her like that. "She must have saw a chance and leapt at it, hoping for the best."

"If you say so Mac..." I replied, trying to reassure myself. "Maybe I'll give us some time before I talk to her about this."

"..." Mac was silent for a moment. For whatever reason I couldn’t help but stare at Mac. Out of the few male friends that I have Mac is easily one of the closest friends I have. He’s always there to lend a helping hand, someone I could talk to and have a laugh with. I’m glad he wasn’t questioning my current state of dress.

"What's wrong?" I asked, wondering what was bothering him. "Why are you looking at me like that?"

"No reason...just thinkin' that's all." He replied simply, "Ya'll been feeling okay recently, Rares aside?"

"I don't know..."I answered truthfully, "At this point I'm debating if Celestia or Luna could help. Maybe I should see a doctor or something first."

"Ya'll want me to come with?" I nodded, giving him a faint warm smile. He was always so kind to me...so warm...gentle...so handsome. "Dusk?" He questioned the look I was giving him, "O-oh no..." I found myself crawling towards him from the other side of the sofa, till there was very little space between us.

I could feel my cheeks flush, my whole body burning up that wonderful addicting feeling swallowing me up again.

"M-Mac..." I stuttered out in what little reasoning I still had, "I-I feel hot all over...It feels so good..." I moaned feeling those foreign yet familiar changes. "W-what's...h-happening t-to me...?" I could feel my breathing become heavier and my heart racing.

Mac put his hands on my shoulders and tried to shake some sense into me. His touch sent a pleasant shiver down my spine, causing me to coo at his touch.

“M-Mac...w-why does...t-this feel s-so good?” I moaned at whatever force taking hold of me lit a fire deep inside me, “I-I want more...”

"D-Dusk c'mon..." Mac urged, trying to snap me out of the lustful daze I was in. "Snap out of it man...fight this!"

"...D-don't wanna..." I replied, losing what little reasoning I had left. "...So g-good...Mac...it f-feels so good..." I let out a small feminine moan as my mane lengthened, my hips and ass filling out, and my chest expanded...

Mac looked on in horror, as he had a front row seat to the changes I was going through.

"T-touch...me..." I pleaded, guiding his hand further down south to my moist nethers. "...so h-hot...n-need it..."

"N-no Dusk...A-Ah'm not doing all this again." Mac warned giving his best impersonation of Fluttershy's infamous stare. My response was only to kiss him, silencing any effort he had of making an argument.

Mac didn't put up much of a fight in the end, as he was soon kissing me back with equal intensity. Mac couldn't help but wonder why he was giving in so easily to this.

"D-Dusk..." Mac whispered out panting. He looked at me unsure of what to say...

"...T-twilight...my name's Twilight..." I reminded him, unaware we now had a guest.

"D-Dusk? What the hell is going on!!"

Caught out. (Extended)

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"D-Dusk? What the hell is going on?!"

Mac and I turned to the source of the voice. I was still feeling hot all over, as the changes continued. I was only half aware of who it was...I ignored him and focused my attention back towards Mac, nuzzling and kissing his neck.

"Ah...s-suggest..." Mac tried to get out, "Y-yer shut the door Spike..."

Spike did what was asked and silently wondered what his adoptive older brother was going through. Spike just seem hypnotized by watching Dusk's hips and back side fill out. He briefly wondered why Dusk’s cheeks were stained with eye-liner and why he currently was dressed like a mare. Despite his young age Spike was a lot smarter than he let on, and knew for a fact Dusk was getting off to whatever was happening to him.

"Just what's going on here Mac?" Spike asked, trying to distract himself...only to be cut off by a blissful scream from his brother now turned sister.

"I leave for a day or two and now I find you being necked by Dusk!" Spike pointed to my panting form, I was practically glowing as I was slowly coming down from an addictive high. "You two been dating behind my back or something?"

Mac just shot the young dragon a confused look, he fully expected a far different question to come from Spike. Mac took a quick look at Dusk’s now female form and immediately understood where Spike got the impression they were a couple. Dusk, or rather Twilight was a very attractive mare...he admitted that much. He wondered if Dusk held some sort of attraction to him which made Twilight act out on it.

"Yer not gonna say something about Dusk the whole jumping the gender gap thing?" Mac asked raising a brow.

"I was getting to that!" Spike shouted embarrassed, "What is going on with Dusk?"

"Ah ain't got a clue." Mac answered simply, it wasn’t the complete truth but Spike didn’t need to know about their previous encounter, "This seems to be happenin' at random...Ah don't think Dusk is even aware of it."

"It would explain the black outs, and his strange behaviour lately." Spike concluded, Mac’s ears pricked up showing Spike had caught his attention.

"Strange how?" Mac inquired curious.

"He's been acting more like...well like a mare." Spike answered, "He doesn't even realise it." Spike just looked on at me. I let out a content sigh being cuddled up against Mac's chest. "How long til we can get some answers."

"Just give her a bit." Mac replied simply, "She'll calm herself down in little while."

"So how did you find out about this Mac?" Spike asked, Mac just glared at him causing Spike to flinch a bit. "Okay-okay I won't ask..."
A few moments of awkward silence later I stirred from my contentment. I looked around only to be met with a very handsome stallion.

"To what do I owe the pleasure this visit Mac?" I kissed his cheek, "Did I leave that much of an impression?" Mac just remained silent and pointed towards Spike.

"Oh hey Spike when did you get back?" I asked unaware I was missing something.

"Just now Dusk..." Spike sighed.

"Twilight..." I corrected.

"Fine Twilight..." Spike groaned, "I just came back now, I made a stop at Rares..." Spike stopped speaking the second he noticed the dark look I was giving him.

"It would be best if ya'll didn't mentioned her Spike..." Mac explained, "Jus' don't ask...it would be better if ya didn't know."

"Well Twilight." Spike decided to change the subject, "Could you explain the whole gender swap thing I just watched?"

"Oh that..." I said sheepishly, "That was all Duskie, I don't know what causes it to happen." This seemed to unsettle Mac a bit upon hearing this. He could have sworn Dusk was somewhat aware of what was happening during the start of the change.

"Right so...your a different person then?" Spike tried to reason.

"Nope." I answered, "I'm still Duskie, just without all the awkwardness and shyness." Spike just groaned.

"Maybe it would be best to get the princesses involved." Spike suggested. “This is far too serious of a problem for it to go unchecked Twilight.”

"NO!!!" I yelled, "Please Spike don't tell them, Celestia will go nuts over this!"

"And why shouldn't I?" Spike argued, "Surely the princesses would be able to cure you of this? Dusk this isn't you!"

"..." I went quiet, and mumbled something under my breath. Mac heard what I had said giving me a shocked look.
"What was that?" Spike asked.

"I said..." I muttered quietly, "I like being like this..." Spike had heard what I'd just said and just sat down sighing. “I-I can’t help how I feel like this, deep down Duskie feels this way too, even if he doesn’t admit it.”

“How can you be so sure?” Mac asked. “I thought you said Dusk can’t remember anything when you change back.”

“That’s true.” I confirmed, “But like I said we’re the same person at the end of the day. I-I’m still Duskie, despite all the differences between us I act on my desires while Duskie is afraid to.” Silence filled the room for a moment after admission, “I’m not a bad person, I just want to live my life and be happy.”

“So all that flirtin’?” Mac asked curious.

“That’s just how I am.” I replied, “Maybe I’m a bit too forward, but I do try to be friendly.”

"Fine..." Spike groaned rubbing his temples, "I'll keep this to myself, but so help me could you at least try to be a little more...private about this?" He said pointing to both Mac and myself, "Whatever this is?"

"I'll try..." I promised, "I can't really help myself when the change comes."

"Just out of curiosity, does Dusk recall any of your antics?" Spike asked, I shook my head.

"No he doesn't." I explained, "And I'd rather it stay that way. It'll be better once Duskie figures it out for himself."

"Okay would you mind going over Dusk's notes on that project of yours and explaining it to us. It might shed some light on what's going on." Spike recommended, I nodded and got my research notes from the basement lab.

"So...You and..." Mac just shot Spike another glare.

"Shut it Spike..." Mac replied with utmost seriousness.

I put the research notes on the table, and began explaining what was going on.

"The basic premise was to use a crystallized catalyst as a binding agent for an enchantment of my own design." I explained happily.

"And the enchantment was to do what Twilight?" Spike demanded to know. I blushed slightly from embarrassment.

"It was...a confidence booster..." I explained sheepishly.

"Dusk's shyness..." Mac face palmed and groaned, "Of course."

"But what about the ingredients for the catalyst?" Spike inquired looking at the list of ingredients amongst the notes, "Some of these ingredients are dangerous Twilight, remember what happened when Applebloom got her hands on some Heart's Desire?"

"I remember Spike." I countered, "but Applebloom used pure Heart's Desire straight from the flower, I distilled it and ground it up into a powder. I even used the same method Zecora does. I did the same with the Crystallized Lust and Liquid Courage."

"So it's not the ingredients then?" Mac inquired.

"If anything crushing and distilling the ingredients removes the negative side effects, and the crystallization of the catalyst would have removed what was left entirely." I continued, "The catalyst exploded when the moonlight hit it which overloaded it causing the explosion. I never even got the chance to start binding the enchantment."

"She's right..." Spike explained to Mac, "If she did the enchantment would have used her in place of the catalyst when it was destroyed."

"See...I would have bound the enchantment to myself." I added in, "The catalyst was destroyed anyway, without the need for the spell. It's common knowledge that performing alchemy or enchanting super charges any magical property it hits."

"So what's bringing on these changes?" Mac asked me, "This has been going on since yer project failed, right? So there must be more to it."

"Well..." I theorized, "If there was something more the level moonlight would have made whatever is causing these changes permanent. Methods like the one I was using was intended as such." Mac and Spike a knowing look at each other.

"So there's no way to remove this?" Mac asked, "And ya'll be stuck goin' back and forth between Dusk and yerself."

"Yup." I confirmed, "That's pretty much the gist of it."

"Just how thorough is this transformation?" Spike inquired, "Can you get pregnant or the go through everything else a mare goes through?" Mac just blushed even redder than he normally was. He and I both knew how thorough this transformation was.

"It's thorough enough..." I explained simply. "Let's just leave it at that." I took the research notes back down to the lab, leaving Mac and Spike alone once again.

"So...what are you going to do about all this." Spike asked Mac,

"Keep mah mouth shut and a very, very cold shower." Mac replied, "And maybe try to do some damage control...Jus' keep this to yerself Spike...for Dusk's sake." Mac got up and headed to the door. "Ah'm got something to attend to Spike, tell Twilight I said goodnight."

"Sure thing." Spike responded, "Best of luck to ya man." Mac just nodded and left. I came back into the living room wondering where Mac had gone.

"Mac said he had something to take care of..." Spike explained, "Something about damage control..." I just stared and turned to the front door...part of me missed him already.

Mac stood outside the front door of the Carousel Boutique, knocking on it. He needed to have a little chat with Rarity about what happened.

"C'mon Rares open up!" Mac called out, "Ah'm just here to chat." The door opened up revealing a rather distress looking Rarity. She looked like she had been sobbing her heart out.

"Rares?" Mac raised a brow, "Ya'll okay?" Mac already heard what had happened from Dusk.

"I'm fine..." Rarity answered mutely, "I just did something completely and utterly foolish. I'll explain inside Macintosh." Rarity led Mac into her living room.

"..." Rarity was dead quiet, "I-I suppose I should start explaining why I'm in such a state."

"Dusk?" Mac said simply, "Ah know what happened Rares. Ah'm not here to judge jus' to get yer side of the story."

"...I see." Rarity replied in a sullen tone, "I-I lost control of myself, when I saw Dusk all dressed up like that I couldn't help myself. Oh it's so shameful for me to admit this, but the thought of shy awkward little Dusk dressed up and looking so vulnerable...I-I just couldn't resist."

"Ah know how yer feel about him Rares." Mac commented, "Yer ain't the only one..."

"Oh look at me..." Rarity continued, "You'd think with a body as gorgeous as mine I'd be able to snatch up any stallion I fancied..." She let out a sigh, "Dusk's been the kindest gentlecolt I've ever met, and there I blow it all away by being too forward...Dusk must think I'm such a utter slut."

"Rares Dusk think like that." Mac reassured her, "Ya'll know how shy he is..."

"That's just it though..." Rarity continued on, "I said and did such lewd and uncouth things, I came on too strong Macintosh...oh for...I titfucked him, sucked him off and got him to cum all over my breasts for crying out loud! I don't think he'll trust me with Spike anymore." Mac was surprised it wasn't often you heard Rarity use such crude language.

"Rares..." Mac spoke up, "Dusk's going through a really hard time right now, Ah'm not sayin' what yer did was right but it was poorly timed." Rarity just looked at Mac. "Like yer said Rares, Dusk's not the kind of stallion who would go out braggin' about gettin' yer in the sack. Jus' give him some time...Ah'm sure he'll forgive ya."

Rarity just stared at Mac taking in what he had said.

"I really hope you're right Macintosh." Rarity spoke up hopefully, "I love him too much to hurt him like this."

"..." Mac said nothing, "It's gettin' late Rares so Ah'm gonna shoot off back to the farm."

"T-thank you...Macintosh," Rarity replied, "Thank you for taking your time to listen to me..."

"Not a problem Rares." Mac answered back, "G'night."

Morning rolled over, I wondered what happened last night I clearly remember what happened with Rarity, as well as the chat I had with Mac about what Rarity did...after that was a blank though.

"Did I black out again?" I rolled onto my stomach, hugging the silk covered pillow. "Why couldn't I remember?" The last exact moment I remember was staring at Mac's face, how concerned he was over me.

"Urgh I have enough on my plate as it is!" I groaned to no one in particular, "C'mon Dusk pull yourself together! You haven't even made a start on finding out who this Twilight Sparkle is." I sighed, "Maybe it would be best if Celestia called in my big brother to help..."

If I keep blacking out like this, I'll never get anything done. I'm literally out for hours at a time, and each time I'm blacking out for longer periods. I got up, got cleaned up and dressed. Breakfast was a simple affair though I felt a little shorter...

"Morning Dusk." Spike greeted, "How are ya feeling?"

"Spike?" I asked curious, "When did you get back?"

"Oh I er got back last night," Spike hesitated, "I found you out cold on the couch, Mac says you just blacked out again. You had him really worried."

"Figures..." I groaned, "It happened again back at the farm, when I was alone with Mac." Spike seemed to raise a brow, as if he was trying to figure something out.

"Would it help if you asked around?" Spike suggested, "Maybe you can find out some info regarding this Twilight Sparkle everyone's going on about." It wasn't a bad suggestion, it certainly would be a start.

"Maybe I'll get on that today." I agreed, "That's not a bad idea Spike."

Spike just got on with his morning chores, and kept himself busy. He was deep in thought at what he had saw the previous day. He was worried about Dusk, and about everything that has been happening to him.

“Sorry guys but I’ve got to tell the princess about this.” Spike muttered to himself, “I’ll send the princess a letter once Dusk has gone out.” He hated breaking promises but this was for Dusk’s sake that he had to do this...

Between Brothers

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It was a bright day outside today, if the sun was any indication Celestia must be in a good mood this morning. It was either that or Celestia must have had the opportunity to grab some cake this morning. I remember how much of a panic Shining and the royal guard was in when some-pony had stolen from Celestia’s private stash, she had them doing drills on and off for a week.

“C’mon Dusk focus.” I muttered to myself, “You got to find out what you can about this Twilight Sparkle.”

I asked every-pony I could, but all the information I got was how much of a hottie she was from every stallion I asked. The mare’s I asked weren’t so helpful either, one or two even gave me a funny look. I asked them why but they just said I reminded them of someone else.

The only things I could find out about her was that she was a flirty, curvy, lavender unicorn that seemed to thrive in being the centre of every-ponies attention. I sighed and took a seat on a nearby bench, this was getting me nowhere.

“U-um g-good morning Dusk.” a soft spoken shy voice greeted, “A-are you alright?” I looked up, and was greeted by Fluttershy. She was the only pony shyer than I was, but don’t let that fool you that stare of hers was infamous in these parts. She stood taller than I was, and was easily the curviest of my friends.

“G-good morning Fluttershy.” I stuttered, despite how much we’ve been through together I still stutter around her. “I-I’m...kinda stressed at the moment.” Her kind eyes held a hint of concern.

“W-what’s wrong?” She asked, “I-if you don’t mind telling me that is.”

“...” I sighed, “Do I look any different to you?”

“U-um...I don’t think so.” Fluttershy answered wondering what I was going on about. “M-maybe a little smaller?” She took a closer look, “H-have you let Rarity do something with your mane?”

“...P-please don’t mention her.” I looked away, “S-something happened...between us.” I hesitated to say anything further, “I-I rather not t-talk about it.”

“D-Dusk?” Fluttershy looked concerned, “W-what happened?” I mumbled something under my breath, I’m not sure Fluttershy’s heard me.

“She caught you crossdressing and tried to seduce you?” She repeated to herself in a hushed tone. I just nodded in confirmation.

“Spike says I’ve been acting strange lately.” I continued, “I’ve been having these random black outs the past few days, and I’ve been acting out on things I normally wouldn’t.”

“H-how so Dusk?” she asked timidly.

“Spike says I’ve been acting more and more like a mare lately.” I replied, while brushing some or my mane out of my eyes. “I-I mean...c-crossdressing really? I-I’ve been curious about it before but...”

“...o-oh my...” Fluttershy squeaked out, I cringed at my admission.

“N-not only that...AJ thinks I’ve been checking out her older brother.” I said solemnly. “I-I mean really me and Mac together like that?” I joked, “Could you picture something like that Fluttershy?”

“U-um...o-oh w-wow...” Fluttershy’s blush seemed to get redder by the moment, “I-I d-don’t t-think that w-would be a bad t-thing...I-I mean...i-if that’s w-who y-you like D-Dusk...I-I mean...O-oh...my...” I just stared at the now crimson red pony beside me in disbelief.

“Flutterhy?” I asked now getting a blush of my own, “A-are you picturing me and Mac together like that?”

“Eep!” Fluttershy panicked, “I-I wasn’t picturing y-you getting r-rutted by M-Macintosh, a-and having h-hot and k-kinky sex!” I groaned and rubbed my temples, it was always the shy and quiet ones that surprise you the most.

“Really Fluttershy?” I asked blushing, “...N-never mind I don’t want to know.” I suppose I’ll ask no harm done right? “Do you know anything about Twilight Sparkle?”

“I-I think I’ve seen her at the market once or twice this week.” Fluttershy answered snapping herself out of her fantasy, “S-She’s been the talk of the town lately, I-I heard she was at the Ice-9 the other night. Apparently she seduced a mare called Moonlight Rising, but she ran off she seemed to be in a hurry about something.”

“D-did you say M-Moonlight Rising?” I asked in shock, sweat dripping down my neck. Fluttershy nodded in confirmation. “O-Oh no...”

“W-what’s wrong D-Dusk?” Fluttershy asked confused.

“T-that’s the...” I stuttered, “T-that’s the n-name Luna u-uses w-when...w-when she sneaks out without C-Celestia knowing.”

This wasn’t good in the slightest, whoever this Twilight was had gotten her hands on Luna. Something however tells me she doubted she knew about it, I mean I’ve heard the name mentioned once or twice before but I’ve always ignored it as it was always such a minor detail.

“I’m such an idiot!” I cursed under my breath, “Celestia’s going to be pissed when she finds out about this.”

“W-why would she be so angry?” Fluttershy asked curious.

“She’s very over protective of Luna.” I explained, “She has been ever since she returned to normal. You should have seen her when she found out I had a crush on Luna.”

“T-that bad?” Fluttershy inquired.

“...Put it this way Fluttershy, I wouldn’t want to be Twilight when Celestia gets her hands on her,” I shuddered at the thought.

“C’mon Dusk it can’t be that bad?” A very familiar voice spoke up making me jump. I turned around to the source of the voice only to find my older brother Shining Armour.

“S-Shining?” I stuttered, what was my big brother doing here? Shouldn’t he be in the Crystal Empire with Cadance. “W-what are you doing here?”

“Well Cadie is here to sort out a trading treaty with Princess Celestia, and she told me you were having a few problems.” Shining explained, “She’s told me about this issue with this Twilight Sparkle and asked me to lend a hand while I’m here.”

“I could use the extra help,” I sighed in relief, “The only thing I can find out about her is what every-pony thinks of her backside.” Shining took a seat beside Fluttershy and myself.

“I’m sure we can think of something.” He said ruffling my mane a bit. “Say bro have you gotten shorter?”

“...” I stared blankly at my older brother, “I take it the princess hasn’t told you yet.”

“What about that little project of yours?” He asked, “Yeah I heard, Celestia is worried about you. Hell I am, she told me about these black outs of yours.”

“How’d you find out where I was?” I asked.

“Spike told me, I came looking as soon as I heard something was wrong.” He explained, “Celestia didn’t say why but she asked me to keep an eye on you for couple of days. She asked me to tell you the Twilight Sparkle issue is already taken care of.”

“I would have thought Celestia would be angrier considering this Twilight has molested Luna.” Shining gave me a skeptical look as if he knew something I didn’t. “Do you have any idea how pissed she was when she found out I had a crush on Luna?”

“If anything she just sighed, and told me that she just wanted to have a heart to heart with this Twilight Sparkle.” Shining explained, “She’s been keeping a very close eye on her apparently, apparently she’s figured out who she is but she’s refusing to say who.”

“She’s someone else?” I asked, “No wonder no one can seem to find her.”

“Celestia seems to think some form of magic is involved.” Shining continued, “I mean shape shifting magic isn’t uncommon, but from what I understand this seems to be a permanent side effect of a spell gone wrong. I doubt whoever this Twilight Sparkle really is even aware of it.”

“I-I feel so sorry for them.” Fluttershy added, “C-changing like that against their will, a-and not even realising it.”

“Well...” I theorised, “They would still be the same person personality wise, but there would be a few obvious differences. You know, a few subtle things that would throw people off their true identity.” I got up and paced back and forth for a bit thinking.

“Something on your mind bro?” Shining asked recognising an old habit of mine.

“Well, the person responsible is obviously a magic user with extensive knowledge of shape shifting magic and enchanting. If this was a permanent side effect of a spell gone wrong.” I explained, “So whoever this Twilight is, was either attempting a spell far beyond their capability to cast, or something went wrong during the casting.”

“R-really?” Fluttershy inquired, “S-so what happened is an a-accident right?” I nodded.

“Yeah, a overload of magic would do the trick.” I continued, “Whoever Twilight was would have to be at the centre of the overload to be affected like they are.”

“It’s one of the main reasons you don’t just pick up an enchanted artefact.” Shining Armour added, “We have protocol in the royal guard just for objects of that nature. Ponies tend to either have an addiction of sorts towards whatever the enchant is or just go mad with whatever power it grants them.”

“A-an addiction?” Fluttershy wondered, “H-how bad can this addiction be?”

“Well it ranges from a mild pleasurable tingling feeling, to a more sexual pleasure that renders them drunk off of it.” I explained to Fluttershy, “If they don’t get whatever the addiction is after a while they start to feel empty from withdrawal which makes the feeling they get the next time they feed that addiction more potent. It quickly goes from a craving to a need.”

“O-oh my...” Fluttershy gasped.

“Usually this a temporary thing.” Shining interrupted, “But there are cases of more permanent addictions. Some ponies are more easily affected than others, Dusk here for example is one such case.” Fluttershy turned to me in shock wondering what my older brother had meant.

“S-Shining I-I thought we agreed to never talk about that again!” I shouted in embarrassment.

“Well it’s true.” Shining replied with a raised brow, “Remember when the princess had to explain the magic overload to Mom when we younger?” I kept my mouth shut...that wasn’t one of my finer moments in the past. “You still burst into flames when you get riled up enough?”

“...” I facepalmed, “Those...were not my finest moments.”

“It took months for you to control the resist the urge of bursting into flames when you didn’t get your way as a little colt.” Shining laughed, “Then again I heard Mom was just as bad.” Flutterhy let out a small giggle.

“I-I wasn’t that bad!” I tried to defend myself.

“Dusk when you calmed down from your fits of pyromania you get all giggly like a happy drunk.” Shining deadpanned.

“Four words Shining.” I stated flatly, “Pinkie Pie and no cake.” The second I said those words Shining began sweating profusely, he had far off look in his eyes quite possibly remembering whatever horrors Celestia put him and the Royal Guards through as a result of Pinkie Pie finding and devouring Celestia’s private cake stash.

“Never. Mention. That. Again.” Shining shot me an unamused look, “I don’t want to be reminded of what Celestia dubs ‘Code Pink’ ever again.”

“Shall we get back to the Library then?” I asked, “I’m sure Spike would like to see you and you and Cadance are welcome to stay.”

“Actually I was going to ask, Celestia insisted I’d stay with you for a couple of days just make sure you’re doing alright.” Shining added, rubbing the back of his head sheepishly.

“W-well I take it Cadance is staying as well?” I asked, I didn’t have a problem with her staying and it wasn’t like I didn’t have the room. There was a guest room after all.

“Well of course Dusk, we are a married couple after all.” Shining gave me a concerned look, “Are you hiding something?”

“N-no, nothing at all!” I blurted out with a crimson blush. I didn’t want Shining to see all those clothes in my room. Shining narrowed his eyes at me, but said nothing. “S-Shall we head back to the library now?”

One the way back through the town, Shining was giving me the occasional glance and to be honest it felt like he was trying to figure something out.

“You okay Dusk?” Shining asked, “You look a little out of it.”

“H-huh...y-yeah I’m fine.” I was starting to feel something warm inside me. I felt kind of empty at the moment, like I was craving something but I had no idea what. I glanced over at my reflection in the windows of the stores and houses we passed by, I couldn’t help but notice how feminine I looked. I silently wondered what my big brother would think if he saw my body now.

“Dusk, what’s wrong?” Shining asked concerned.

“I-I’m scared Shining.” I admitted quietly, “I don’t know why but I am.”

“Well don’t you worry Dusk.” Shining ruffled my mane with a reassuring smile, “Your BBBFF is always going to have your back, I mean what kind of big brother would I be if I didn’t?”

“I still can’t believe you still call yourself that.” I giggled, when I stopped Shining gave me a funny look. “W-what?”

“Nothing...I’ve just never heard you laugh like that before.” Shining answered.

“U-um maybe this was what Spike was going on about.” I added embarrassed. Did I really just giggle? Oh by the stars I did didn’t I.
There was that craving again, why did I feel so empty? Where was this want and need coming from. I shook my head out of those thoughts, now isn’t the time Dusk.

We finally got back home, I yelled for Spike but I figured he’d be off helping Rarity at the boutique right now. I sighed, I’m going to have to do something about what happened between us.

“Spike must be a Rarity’s right now...” I muttered half heartedly, “He’ll be gone for a few more hours if I’m right.”

“No worries then.” Shining commented, “Cadance is going to be at the castle for sometime, so she’ll probably teleport in later tonight.”

“Catching up with Celestia right?” Shining nodded, “I figured as much.”

“Letters are one thing Dusk, but you can’t beat talking to someone face to face.” Shining stated, “Since we’re alone...” his face turned serious, “What the hell were you thinking with creating a spell of your own Dusk without consulting Celestia first?”

“I-I...” I wasn’t expecting this, but then again he was captain of the Royal Guard, “I-I...thought...I-I’m s-sorry.”

“Look Dusk, I’m not angry.” Shining explained putting his hands on my shoulders, “I just don’t want you to get hurt okay. Creating a spell is dangerous if it goes wrong, I’ve seen it plenty of times during my time in the Royal Guard.”

There was a flash of heat washing over my body. I needed to focus and did my best to ignore and push down the feeling.

“Dusk are you feeling okay?” Shining put his hand on my forehead, “You’re burning up!” I nodded my head, trying to fight this warm tingling heat.

“I-I’m fine...” I reassured my older brother, “I-I’m just tired that’s all.” This heat was getting unbearable, why did I just want to give into it? Why did it feel so good? “I-I’m going to get myself to bed...maybe an early night will do me some good.”

“Here let me help you up.” Shining offered.

“N-no!!” I shouted, “I-I mean...” Shining ignored me and picked me up bridal style and took me upstairs. “P-put me down Shining!”

I tried to suppress the feeling even further, I know it was just adding fuel to the fire but I had to fight it whatever this wonderful heat was. I didn’t need it I swear.

Shining opened the door, and went inside my room only to be greeted by the sight of various dresses, skirts and lingerie and quite possibly a room fit for a princess.

“Erm...You want to explain this Dusk?” He asked me with a raised brow.

“I-I can’t...!” I panted. I could feel my heart racing and my breathing become heavier. I can’t fight this wonderful heat, I knew I had to but at the same time I just wanted to be consumed by it, “...I can’t help it!” Shining noticed my expression and I was trying to struggle free from his grip.

“Dusk?” I broke free from his grip and fell on top of my bed, “Dusk speak to me what’s wrong?!”

“T-There’s this heat building up inside me!” I explained trying to fight whatever feeling was taking hold, “I-I’m trying to...oooh fuck...f-fight it! W-what’s happening to me?”

“Dusk keep fighting whatever this is!” Shining urged, “Damn it! Snap out of it Dusk!”

The heat, that wonderful addicting heat...the way it was licking and teasing my body I’ve missed this feeling, I’ve craved it, I needed it. My breathing was getting heavier with each wave of absolute bliss.

“S-Shining...I-I can’t...it feels so good...why? Why does it feel so good?” I moaned in pleasure as another wave pulsed throughout my body. I could feel my stallionhood regressing, shrinking into my body and changing.

Shining could feel a familiar pulse of magic suddenly flash downstairs. He silently thanked the stars for his wives sudden arrival.

“Cadance!” Shining shouted in a panic, “Get up here now! We’ve got a problem!” Shining could hear hoof steps running up the stairs in a panic, and soon enough Cadance came rushing into the room.

She was greeted by the sight of Dusk going through something with Shining trying to get his younger brother to snap out of whatever was happening to him.

“Cadance can you tell me what’s wrong with Dusk!!” Shining pleaded to his wife, “C’mon bro stay with us!” Cadance nodded and tried a spell to see if she could find out what was going on.

“By the sun!” She exclaimed, “He’s overloaded with lust and desire!” Shining just looked at his wife in confusion.

“What do you mean overloaded?” He asked in a panic. I let out a low moan as I could feel my clothes getting tighter around my chest and hips. I could feel a familiar spark coming from Cadance’s magic, whatever she scanned me with had kicked the feeling into overdrive.

I never felt so moist between my legs, and I could feel a hand slip between my jean covered legs. That wonderful addicting feeling went from a fire to a raging inferno. It was overwhelming me and I wanted more of it.

“Dusk, please snap out of this!” Cadance urged, “We can help just please tell us what’s going on.” I gave no response, other than increasingly feminine blissful moan. I could feel my chest beginning to fill out, each little bit of growth sending me further closer to the edge.

“Uh...Cadance?” Shining pointed at my chest as he watch on as it grew. My hips and ass began to fill out even more, getting bigger and fuller, wider and curvier.

“Oh my...Dusk what’s happening to you!?” Cadance yelled in shock when she noticed my shirt was straining under my growing bust.

“...I-I...H-haaah...c-can’t help it!” I groaned, “...Oh fuckfuckfuck!...I just feel so...good!” My thighs thickened, my massive breasts began to pop the buttons of my shirt revealing a rather large amount of cleavage. I wanted more of this addicting feeling...I craved it.

Both Cadance and Shining watched on in shock and disbelief. Shining noticed how big his younger brother’s hips were getting as they began to tear Dusk’s jeans at the seams. They watched on as Dusk’s mane got longer, his facial features getting softer and his lips getting fuller.

Whatever was happening to Dusk was having an effect on Cadance as she was trying her best to ignore the heat between her own legs. Cadance could feel the pure sexual desire radiating of her brother-in-law, she may specialise in love magic but that also meant she was very sensitive to feelings to desire and lust. Small everyday feelings didn’t do anything to her but in pure concentrated bursts like this was intoxicating to her.

“Umnph...O-oh no...” Cadance let out a quiet moan, “S-Shining...” Shining turned to his wife and noticed her distress. “Whatever is...oh fuck...is affecting me too...this desire...it’s intoxicating.”

There was a ripping sound as my jeans finally gave way under the strain. I looked at Cadance with a pleading look, she looked back my way with a look of restraint on her face.

“F-fuck me...please...” I pleaded, I sounded so vulnerable, “I-I want more....p-please I-I need it...”

“Damn it Dusk!” Shining shouted pinning me underneath him, “Fight this man!” I glared at him, and tried to break free of his strong grip. “Dusk stop it!”

“H-hah!!” Shining glanced over in his wife’s direction, only to see her on her knee rubbing and teasing her soaking wet pussy while caressing and groping her large breasts through her dress, “A-ahnn....S-Shining...I can’t...I-I c-can’t...help it!!!”

“Damn it not no-mmph!?” Shining was cut off by a teasing kiss, “D-Dusk?”

“Mmm are you going to punish me?” I asked with a flirty tone, “Have I been a bad filly? Does your little baby sister need to be disciplined?” My older brother stumbled off and gave me a horrified look.

“D-Dusk?” Shining stuttered, “W-what’s gotten over you?”

“Mmm never mind then...” I groaned as I stripped off whatever clothes I had left, “Shame really, Cadie over there seems to like the idea of you rutting your naughty little sister.”

“Dusk...” Shining couldn’t help but watch as I stretched and moaned. I grinned I made sure he could see every inch of my naked body.

“Do you like what you see?” I teased, walking over to Cadance, “Shall I be a good filly and give Cadie some relief?” I began to nip and kiss at Cadance’s neck, and slip my fingers inside her soaking wet pussy while she teased and rubbed her clit. “It’s not incest if it’s a threesome after all.” Shining just shot me a glare.

“I’m not going to fuck my younger brother!” Shining growled as he grabbed and threw me back on the bed, “Just what the hell has gotten into you Dusk!?” He stood in between Cadance and myself daring me to get past him.

“Well aren’t you a spoil sport.” I pouted, “Geez you’re more uptight than Celestia right now.”

“I want answers now!” Shining demanded going into full captain of the guard mode. I had to give Celestia credit she trains her guards well.

“Alright fine...” I glared, “I’ll play along for now, I don’t like being left all hot and horny...but I guess this is important.”

“What’s gotten into you Dusk?” Shining demanded.

“Aside from jumping the gender gap and getting a hell of a lot sexier?” I asked, “I don’t really know to be honest, this has been happening the past couple of days on and off. I’ll change back eventually but I doubt I’ll remember any of this.” I caught a glance of myself in the mirror, “Not that this is a bad thing, of course.”

“Not a bad thing?” Shining growled, “You just tried to molest my wife to get me to fuck you!”

“I can’t help I’ve got a hell of a sex drive Shining.” I countered, “I haven’t had any in the past day or two.” My expression darkened, “That reminds me I really do need to return the favour to a certain somepony.”

“You’re not going anywhere Dusk!” Shining glared at me, “How can you be so nonchalant about all this?”

“Because this is going to keep happening again and again as long as I live Shining.” I explained, “Whatever is happening is permanent, you can blame whatever happened to me a few days a go for this.” I sighed I was getting sick of explaining this, “I don’t know how but it just did.”

“Great...” Shining rubbed his temples, he turned to Cadance who had finally calmed down and covered herself out of embarrassment.

“To be fair what happened to her was new.” I stated, “I guess whatever happened just overwhelmed her, you know how sensitive she is to her own element.”

“Dusk...” Shining spoke up, “Celestia needs to know about this. It’s too serious not to tell her.” I sighed, I guess the game was up then as much as I hated to admit it.

“...” I just stared at my older brother, “She’s going to be pissed Shining.”

“What why?” he demanded.

“I’m the mare she’s after.” I explained, “The mare who tried to seduce her younger sister...”

“But that means...” Cadance finally spoke up. I nodded in confirmation.

“I’m not a bad mare.” I started, “I don’t want power, or to hurt anypony. I don’t have it in me to be like that...I just want to be happy...and maybe fucked silly every once in a while.”

“You really don’t want to hurt anyone?” Shining asked, “What about what you did to Luna?”

“I can’t help it.” I continued, “I can’t help but act out on whatever desire Duskie has when I change, I figured out that much. I admit I regret doing so, I didn’t want to hurt her but I’m usually left so hot and horny after I change I can’t think straight.”

“It’s that bad?” Cadance wondered aloud.

“It affects me as badly it does you...” I said sadly, “Mac must think I’m an utter slut...” I sat back down on the bed, “What would Luna think if she saw me like this, or how about my friends or better yet Mom and Dad?” I let out a fake and empty laugh.

“...” Both Shining and Cadance remained silent.

“I-I could just go out and shout to their faces: Hi did you know I jump the gender gap and turn into a nymphomaniac?” I could feel a few tears run down my cheeks, “For fucks sake, I just tried to get you to fuck me earlier!” I couldn’t help but let out another empty laugh. “I can’t help how i act and to make it worse Duskie’s getting all the flak for it, even though we’re literally the same person.”

“D-Dusk...I...” Shining put hand on my shoulder.

“I’m torn Shining...I’m torn between two ponies.” I muttered softly, “There’s a part of me that always be head over heels for Luna, but recently...I-I just want to be in Mac’s arms right now...” Cadance gave me a sympathetic look, “It’s even worse that Duskie is getting all these feelings as well...”

“What should we do about this Shining?” Cadance asked her husband, Shining rubbed his temples wondering what to do.

“...We don’t tell Celestia about this...I get the feeling she knows already.” My older brother groaned, “But we will tell Dusk about this. This isn’t something we can keep from him.”

“...I see.” I nodded solemnly, “I guess I can’t help it now.”

“You’re really serious about this aren’t you?” Cadance asked me. I nodded, even if I wanted to I couldn’t lie to these two...they’re family after all. I meant what I had told them, even I could only guess what Duskie would think of all this. I knew Celestia wouldn’t let me near Luna unsupervised after all this...maybe I could get Mac...I could only hope...

Dusk and Twilight pt 1

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Shining Armour paced back and forth in the living room, Cadance looking more and more worried at what they had just found out.
　　

“What are we going to do about Dusk?” Shining asked, “This is too serious not to tell princess Celestia. What if this happens in front of Mom and Dad?”

“I just don’t know Shining.” Cadance answered, “Auntie Cellie is usually so understanding when it comes to moments like this.”

I could over hear my older brother and sister-in-law from my bedroom, I’m not surprised they were wondering what to do with me. I mean they just saw what happened and my secrets more or less out in the open. It didn’t help I was still hot and horny, maybe I could sneak out...teleporting would be to loud but flying was quiet enough.

I got dressed, putting on a simple black night dress, quietly opened the window and flew out.

It felt good to up in the sky again, the cool breeze was like silk caressing over me. I flew over to the Apple Acres, hoping to spot a certain red stallion but to no luck. I figured he must be inside given the time of night. I gave a quick peek into each window until I found his bedroom, and gave his window a light tap.

“Twi?” Mac asked confused as he opened his window, “What’re yer doin’ here at this time at night?”

“We need to talk...” I said simply, “About a lot of things. Is anypony else here?”

“Nope, Applebloom is havin’ a sleepover and AJ is out drinkin’, heck even Grandma is out visiting family. It’s just us Twi.” Mac explained, as he let me in. “What’s eatin’ yer?”

“My older brother found out...” I explained, “He’s probably writing to the princess as we speak.” Mac sighed and urged me to sit down.

“Ah figured this would happen.” Mac stated, “Was only a matter of time really.”

“I know and I’m scared Mac.” I stated, bringing my knees up to my chest. “I don’t know what Celestia is going to do to me.” I know Shining said she only wanted a talk, but I couldn’t help but worry.

“There’s something else ain’t there?” Mac asked, I blushed a bit and gave a far off smile.

“...I-I can’t stop thinking about you Mac.” I admitted, “I haven’t been able to keep you off my mind since...you know.” Mac raised a brow out of surprise.

“Twi...what about Dusk...and Luna?” Mac asked concerned, “Ah mean yer sure?”

“Why do you think Duskie was staring at you?” I answered with a small smile, “We’re the same person after all. After all this I doubt Celestia will let Luna anywhere near me.” My smile quickly vanished, “I don’t think she would want me once she finds out, I mean look at me.”

Mac didn’t know what to say, he was very hard pressed at the moment. Twilight was a very beautiful mare, there was no way to deny that and he couldn’t help but get flashbacks of that time in the barn when he first found out about all this.

“Ah see a very beautiful mare Twi.” Mac admitted, “Ah would have to be a blind fool not to see that.” I smiled, I kind of noticed and giggled. I was very flattered he wanted me.

“You’re sweet do you know that Mac?” I admitted as I crawled over and straddled his lap, “Despite everything that’s happening, right now I just want you to make me yours.” I snaked my arms around his neck and kissed him.

“Do you think I should check on Dusk?” Cadance asked, “She’s been quiet for some time now.” Shining looked towards his younger brothers bedroom, she was right Dusk has been too quiet.

“I’ll go and check.” He offered, as he made his way up the stairs he felt a chill and a faint breeze. When he opened the bedroom door he was met with an empty bedroom and an open window. “Oh for...Cadie Dusk’s done a vanishing act!” Cadance came running and gasped as she knew fine well this couldn’t be good.

“Oh no...” Cadance looked worried, “Where’d do you think she went? Should we look for her?”

“Damn it!” Shining cursed, “I’ll go out and look, Celestia’s going to be here first thing in the morning and Dusk just ups and vanishes! We don’t need this now!”

“H=haaaaaah Mac! Harder! Fuck me harder!!” I moaned out, as Mac pounded and thrusted back and forth into my wet pussy. I was face down on his bed with my plump plush ass in the air, juggling slightly with each timed thrust, “Fuckfuckfuck!”

“Ah take it yer like ridin’ this stallion?” Mac leaned over and whispered. He slowed his thrusts down to a teasing pace. I felt him groping and squeezing my generous breasts sending shivers down my spine, each squeeze and tweak of my puffy nipples intensifying the feeling even further.

“A-Ahnn...y-you...damn...oh fuck! Tease!” I groaned out, “Y-you really...h-haah! Know how to make...oh fuck...a girl feel special!” Mac picked up his pace a little more, I could feel every huge inch of his shaft being swallowed up by my tight, cock hungry marehood. “Oh fuck...” I groaned out.

“Dusk!?” Shining called out hoping for an answer, only to be met with the dead silence of the night. “Damn it!” He cursed, “Where the hell could you have run off to?”

Shining had been looking for next to an hour now and there was still no sign of his younger brother turned sister. Celestia knows where she could be, and even worse somepony could be taking advantage of her.

“Oh fuck Mac!” I grunted as I rode Mac, grinding my hips back and forth as he sucked and teased my tits, one hand groping and squeezing my fat ass. “H-haaaahhhhh!” My breasts felt so sensitive, and the electric feeling that washed over my body with each tease, grope and nibble was heaven. I began grinding even faster, rocking back and forth on his dick, I couldn’t help it my hips had a mind of their own I just wanted to milk that cock for all it’s worth. “Fuckfuckfuck!” Mac grunted and moaned as I rode him hard.

“U-uh...Twi y-yer...so...fuck...s-so f-fuckin’ tight!” Mac groaned out with each rhythmic thrust and grind into my soaking wet cunt.

“H-haah...W-well I hope...oh fuck...you realise...Hah! I-I’m gonna...fuckfuckfuck! Drain those...b-balls dry!” I said in between each thrust and grind. Mac’s response was to thrust harder, fuck I could feel him stretching me inside, by the stars I felt so wonderfully full.

“Any luck Shining?” Cadance asked worried, when her husband came back through the door. Shining just sat down and sighed.

“I couldn’t find her anywhere.” He answered in a defeated worried tone, “I don’t suppose you could find her with your magic?”

“I can feel a massive amount of desire, lust...and love, but it’s too far away to say where.” Cadance explained as she tried her magic to find her brother turned sister in law, “Whoever she’s with it’s obviously someone she trusts.”

“...” Shining just glared off into the distance, he had an idea where but he decided to leave her be for now. If she wasn’t back by the end of tomorrow morning he was going to have a few words with a certain apple farmer.

“M-Mac!!” I screamed in my lustful haze, “I’m gonna...!” Mac was thrusting into me faster and harder, “I’m gonna...!” Mac grunted, moaned and let out a roar as he filled me up with his seed. I screamed as I rode the waves of an massive orgasm. “S-so...full...” Mac collapsed on the bed exhausted and I curled up beside him resting on his chest, that felt so good. We were both sweating and breathing heavily, my pussy felt so blissfully sore and I could felt trails of Mac’s cum drip down my thighs. I didn’t doubt I would be walking with a faint limp in the morning.

Mac let out light snore, I giggled tiredly as I slowly felt sleep take me.

“What do you mean Dusk is Twilight!” Luna cried out at Shining Armour, “Sister did you know of this?” She turned to her elder sister who just nodded.

“I’ve had my suspicions for a while now, but Spike’s letter all but confirmed it.” Celestia explained calmly, “I trust that Dusk didn’t give you two any trouble?” Shining Armour frowned, while Cadance just blushed trying not to make her aunt’s gaze.

“...” Luna fumed, “Do you to know what Twilight did to me!”

“Nothing you certainly didn’t enjoy Lulu.” her sister joked, “I remember your face whenever Twilight was mentioned.” Celestia’s expression turned serious, “I take it Dusk has been getting some...side effects from this issue?”

“Yeah, Dusk has been acting more and more feminine princess.” Spike explained, “I think he’s shrunk a bit too.”

“I figured as such,” Celestia commented, “I would imagine Twilight is affecting Dusk on some level, but I can say the same the opposite was true as well.”

“Well it would explain what she said,” Shining groaned and rubbed his temples, “All she really wants is to be happy.”

“That’s to be expected, and I’m relieved to hear that.” Celestia commented, “I’ve read Dusk’s notes for this spell, and to be honest it was a stroke of genius though the mistimed appearance of the moon was my fault.”

“Y-your fault?” Everyone cried, a look of shock evident on their faces.

“Well I couldn’t seem to find my sister anywhere in the castle, so she could do her nightly duties.” Celestia gave her younger sister a disapproving look, “So I took the liberty of doing it instead, though I had no idea what I had started.”

“Uh...?” The sun was too bright this morning, By the stars my head was pounding and why did I feel so sore between my legs? I felt warm and in my tired daze I snuggled into something soft and plush. I gave a tired sigh of contentment as something pulled me closer till I could hear soft snoring and the rhythmic beat of someone’s heart.

“Uh...mornin’” A strong male voice spoke up in a tired drawl.

“...oh...m-morning Mac...” I replied tiredly with a yawn. “M-MAC???” I shot up awake which I soon regretted as the soreness between my legs prevented me from walking and standing properly. I quickly noticed we were both naked...d-did we? O-oh Celestia...w-we did d-didn’t we!

“...Ah suppose Ah’ve got some explainin’ to do.” Mac groaned, I nodded too shocked to say anything. Mac explained everything to me as best he could anyway, I-I wanted to deny everything but with everything that’s happened in the past few days I knew deep down he was right.

“The princess is going to kill me...” I muttered on the verge of breaking down. Mac put his hands on my shoulders to reassure me.

“Somethin’ tells me that the princess only wants to have a talk with yer.” Mac reassured, “You can’t be blamed for everything yer did as Twi.”

“Look at me Mac.” I asked him, “I’m a freak, what kind of pony am I? I can’t control these changes and look what its doing to me!” I had shrunk in height, gotten slimmer, I had wider hips than a stallion should have, not to mention the fact I have a softer looking face now. “And don’t get me started about turning into a nymphomaniac!”

“Yer not a freak Dusk.” Mac reassured me, “Ah admit this is gonna take some gettin’ used to, and yer know yer friends are gonna have yer back.” I winced in pain at the soreness between my legs.

“I’m not going to be able to walk or fly back home like this.” I moaned, Mac gave me a concerned look.

“Ah could carry yer home.” Mac offered, “It’s still early for anypony else to be up right now, Ah can offer yer a shirt too if yer don’t mind wearin’ what yer came here in.”

“I’ll take what I can get.” I replied disheartened, “I just want to go home.”

I’m thankful it was still early in the morning, and the fact everypony seemed to enjoy sleeping in on the weekend. I had put on the nightdress Twilight had worn last night and an oversized shirt Mac had offered me. Mac was carrying me bridal style, if anyone could see me now they would see me blushing bright crimson.

I didn’t have a doubt that the princess was going to scold me for this mess I’ve gotten myself into. There wasn’t away to reverse these changes is there? I was doomed to live a half life between being myself and Twilight Sparkle. I could barely recall the feeling of the change, and I hated to admit it but there was a part of me who yearned for it.

“Is there any sign of him?” Shining asked pacing back and forth, he was worried sick about his younger brother just flying off into the night to who knows what.

“He’ll be here soon.” Celestia said simply, feeling a familiar pulse of magic, “Dusk is on his way back now, and he’s with someone. I can only assume it’s whoever he flew off to see.”

“H-he’s with someone?” Luna piped up, “We assume this was Twilight’s doing.”

“I would say so Lulu.” Celestia commented, “Just remember Dusk wasn’t in control when Twilight comes out so don’t be angry with him.”

Mac and I had entered the living room, where everyone was sitting and waiting for my return. I was still being carried bridal style, blushing like crazy. Everyone was giving us a wide eyed look, Celestia raised a brow out of curiosity and Luna looked a tad jealous. My older brother looked like he was going to kill Mac however.

“I-It’s not w-what it looks like!” I blurted out.

“Please put my student down Macintosh.” Celestia asked, “I assume you’re aware of Dusk’s situation?”

“Ah am yer majesty.” Mac answered as he placed me down on the couch by my brother.

Luna and I couldn’t meet each others gazes out of the awkwardness between us. Cadance looked at me and Luna and realised we had it bad, but there was another case with Mac and her brother-in-law.

“A classic triangle...” She muttered under breath.

“Now Dusk...” Celestia spoke up getting my attention, “What do you have to say for yourself?”

“I-I don’t know what to say...” I admitted, “I didn’t realise this was happening whenever I blacked out. There’s no cure for this is there?”

“I’m afraid not my faithful student, you’re going to be stuck like this for the rest of your life.” Celestia said sadly, “Moonlight enhanced spells are permanent, the ingredients you used imbued their properties onto you.”

“O-oh no...” I looked absolutely heartbroken, I knew what ingredients I used and what they could do when imbued with moonlight on their own, but all of them at once...

“Your transformations are fuelled by sexual desire and lust Dusk, and Twilight is acting out on those desires.” Cadance added, “It would explain why you went after Luna originally.”

“...” I said nothing.

“Not only that Dusk whatever is causing this is trying to balance out your body to be closer to that of Twilight’s.” Celestia continued, “Though I doubt you’ll change any further than you have already.”

I sat through the lecture Celestia was giving me, I was kind of relieved that she wasn’t going to banish me or anything but it was kind of embarrassing that she wasn’t going to question my choice in sexual partners, just as long as I was careful.

“We’re going to stay here a couple more days just make sure Dusk is alright, if that’s alright with you auntie.” Cadance suggested.

“Yes of course.” Celestia agreed, “I’ll let you help Dusk get adjusted to the new changes in his life.”

Dusk and Twilight part 2.

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“Honestly Dusk, I just don’t know what to do with you right now.” Celestia sighed, as she gazed out my bedroom window, “I had debated on punishing Twilight after her little stunt on my sister, but now that I know what exactly problem is...well this is certainly quite a mess you have gotten yourself into isn’t it Dusk?”

I only nodded in solemn acknowledgement. Celestia was right this was one hell of a situation I have gotten myself into, and from the looks of it there was no way out this time.

“I don’t think I have to punish you, whatever you are going through right now is more than punishment enough.” Celestia continued in a lecturing tone, “So consider this something to learn from, and overcome it.”

“B-but P-Princess...” I stuttered in protest,

“But nothing Dusk!” Celestia scolded, “As harsh as this might seem you are going to have to live with this regardless if you want to or not. No magic in Equestria can undo what you have done to yourself, you know this...in fact this was one of the first things I taught you when it came to enchanting.”

I couldn’t believe this. I had to learn to live with this, changing back and forth with no way to control it. Luna must think I’m an utter freak because of this.

“I suppose you have a lot on your mind at the present moment, so it would be best if I left you be for the time being.” Celestia just left the room, not even bothering to say goodbye. I just sat there on my bed in silence left to mull over what she had just said.

“That was harsh auntie, even for you.” Cadance spoke up, surprising Celestia, “I over heard everything you said to Dusk.”

“Sometimes lessons need to be harsh for a student to learn.” Celestia replied in a cool professional tone, “I was no different with my last student.”

“...” Cadance looked unsatisfied with Celestia’s answer. She knew fine well what happened to Celestia’s previous student and what her teaching methods are like, “I get the feeling there’s something more to this. I haven’t seen you this strict with Dusk since you found out Luna was spending more and more time with him.”

“I haven’t a clue what you’re referring to Cadance.” Celestia replied with a raised brow, “As strict as I may be Dusk is like a son to me, and you know how much I adore my sister.”

“That’s just it auntie, are you going to interfere with whatever is going on between Macintosh and Dusk? It’s obvious he cares a lot about him.” Cadance questioned, “But that’s what I’m wondering are you just being an overprotective mother or do you want Dusk all to yourself?” Celestia just narrowed her eyes at her niece.

“Like I said Cadance he’s like a son to me...” Celestia said flatly, unamused by her niece’s accusations.

“Don’t think you can hide that sort of thing from me auntie, you know fine well I can sense even the tiniest amount of desire, love and lust.” Cadance explained, “Are you jealous of auntie Luna, or are you afraid of losing the only pony that you let get close to you.”

“...” Celestia said nothing.

“I understand auntie, the constant demands...putting others ahead of yourself. I know you care deeply about your subjects but at the end of the day it gets to you, and all the sacrifices you make for the sake of others it only makes you distant and push others away.” Cadance sighed, “It only makes sense you would want to keep somepony to yourself.”

Celestia said nothing and teleported away.

“Heavy is the head that wears the crown...” Cadance muttered to herself.

“You okay Luna?” Shining spoke up, “You haven’t said a word since Dusk came back.”

“We’re fine Shining Armour.” Luna answered flatly, to Shining he could detect a hint of sadness in her voice.

“Is it because of Macintosh?” Shining inquired, “I saw the look on your face when he came in with Dusk in his arms.”

“Damn it all why did this have to happen!” Luna cried out, surprising Shining Armour, “Why? Why is this happening? I thought Dusk liked me...I thought he wanted me and nopony else.”

“He does...I can tell.” Cadance spoke up as she entered the room, “But he was always too shy wasn’t he, which is why he did what he did as Twilight. Right now he probably thinks you hate him for what he did as Twilight.”

“But still...” Luna paused for a moment, “...for him to run to Macintosh like that. If he came to me about this I would have helped him with this.”

“Dusk wasn’t even aware of this until recently remember.” Shining added, “In fact I’m pretty positive he just found out about this morning.”

“I think it’s best I get going, if there’s anyway I can help Dusk please let me know.” Luna said her goodbyes and left without another word, she made a mental note to stop by the Apple Acres Farm before she went back to Canterlot. Cadance and Shining Armour decided Dusk needed some time alone to take in what has happened.

I sat alone in my room, going over what Celestia and the others had said. There wasn’t away out of this, no way to undo what I had done, all these changes and it was on my head, if I never did this project in secret, and just told Celestia about it, this never would have happened.

“Are you really going to give up on yourself Duskie?” A familiar voice called out, “I think it’s about time we chat face to face.”

“W-who said that?” I asked looking around the room, but finding no-one else there.

“Come over by the mirror.” The voice echoed once again. I did what was asked out of curiosity, and I let out a gasp. Inside the mirror there was a mare who just looked like myself, we had the same eyes, and appearance with the only notable differences was that she was a lot bustier and curvier than I was.

“You like what you see Duskie?” The reflection giggled,

“Just who are you?” I asked, “What the hell is the meaning of this?”

“I’m you...I’m your reflection Duskie...” She looked sad for a moment, “I always have been, but you might know me better as Twilight.”

“...This can’t be real.” I shook my head, “I’ve got to be dreaming or something.” The reflection copied my movements, but her gaze never left me for one moment.

“Like I said Duskie I’m your reflection...or are you mine?” She wondered, “I guess we can’t really tell now, huh?” I shot her an angry look.

“I’m the real Dusk!” I shouted angrily, “There’s no way in hell I’m your reflection! Just what the hell are you trying to pull making me do all these things, do I look like a whore to you!?” Twilight shot me an equally angry look.

“No you’re nothing more than little colt whose too shy for his own damn good!” Twilight shouted back, “Is it wrong I want to have some fun after being cooped up in our mind for so damn long! I want a normal life Duskie, and I’m sick of you always holding yourself back and throwing yourself into work! I swear you have no balance in your life!”

“Oh and going around fucking Luna, my best friend and anypony else who takes your fancy is any better?” I argued back, “I’m Princess Celestia’s prized student! I have to set an example, it’s expected of me!”

“Well fuck the princess then!” Twilight argued back, “Where is she now Duskie? I know exactly what she said to you...to us! If she was any sort of mentor she would have helped us, not leave us alone like this!”

“...” I narrowed my eyes at my reflection.

“And don’t you dare call me a whore Duskie!” Twilight continued her rant, “I admit I want to be fucked silly every now and again, but in the end all I want is someone to love me!”

“...” I said nothing to my female doppelganger.

“And don’t you dare give me the silent treatment mister!” She continued, “You know I’m right Duskie! Always the friend, always the brother, but never the lover am I right?”

“S-Shut up Twilight!!” I shouted, “It’s not like that...i-it’s not.”

“It is Duskie...it’s exactly that...in the end I’m exactly what you want out of life.” Twilight continued, I tried my best not to listen to her insanity. “Look around you Duskie, take a good look at your...our bedroom.” I looked around and immediately noticed how feminine my room now looked, how could I not have noticed it before?

“W-when...h-how?” I asked.

“Part of me is your desire Duskie.” Twilight explained, “I did all this because you wanted me to, even if you didn’t realise it...all because it made you happy...”

“B-but I...” I stuttered in realisation.

“All I’ve wanted to do was make you happy, but you’ve shut me out at every turn until recently.” Twilight continued on, “Is it wrong of me to want a little bit of that happiness for myself? Especially now that I have the chance to do so? After all my happiness is your happiness right?”

“So Luna...” I questioned.

“That was all you...I can’t really help myself around her, because you love her right?” Twilight asked.

“And Mac...what about him...I can’t help but feel weird around him.” I admitted.

“That would be me...we sort of influence each other, you know two sides of the same coin and all that.” She explained with a small smile, “It feels like your on fire when you change and black out doesn’t it?” I nodded briefly, wondering what she was going on about, “Well for me it feels cold, and I hate every moment of it, when I turn back into you.” I couldn’t help but note a bit of resentment in her voice.

“Do you really hate me that much?” I asked her.

“Well how would you feel if you were given freedom only to have it taken away much later?” She paused, “To be in the arms of someone you love and be alone the next.”

“And what about my body is that your doing to?” I inquired, “I look more like you than I do me now.”

“Possibly a side effect of what’s happening to us if I had to guess.” Twilight replied, “I don’t think you’ll change any further though."

I paused to think for a moment, wondering what we should do about our situation. I couldn’t exactly let her ruin my life by going around being the nymphomaniac she was, but I can’t exactly hold her back now can I?

“How about a compromise?” I asked my reflection, “Just what do you plan to do when you’re in control?”

“Live Duskie.” She said with a smile, “Like I said Duskie, I just want to be happy and maybe have a good fuck every now and again.”

“I thought as much.” I shook my head, “Only rules I have is don’t hurt anypony.” I suddenly felt tired and light headed.

The next thing I knew I woke up in my bed, did I really dream all that? I looked at my mirror from my bed and just saw my reflection looking as confused as I was.

“Maybe I’m just over-thinking things again.” I muttered to myself, “Maybe I should get ready, I really need to talk to Mac about the other night.”

I wasn’t paying much attention as I got dressed as I was too lost in my own thoughts. I looked at my reflection, I was dressed up in a simple pastel yellow summer dress, with a small matching scarf wrapped around my neck. I giggled a bit when I realised I even put on matching shoes. A few moments later I applied some make up, and styled my mane into something more feminine.

I made my way downstairs into the living room, only to find Spike fast asleep on the living room couch, I shook my head I guess all the company must have worn him out. I was about to reach out to open the front door, when I heard my big brother call out.

“Just where do you think you’re going out dressed like that Dusk?” Shining asked, I turned to him and saw him standing there by the kitchen door with his arms folded and an unamused look on his face.

“I’m going to see Mac, he and I have a lot to talk about.” I answered my brother’s question.

“Dressed like that I don’t think so, I’m not going to have my little brother going around dressed like that.” Shining demanded, “Now go back and get into something more suitable.”

“No...” I spoke up, “I’ve got more important things to do Shining than argue with you. Now if you would excuse me.” I left leaving my older brother just standing there speechless.

On my way to the farm, I noticed I was receiving a lot of weird looks but I couldn’t understand why everypony was acting so weird when they saw me. I chose the right dress for the hot weather didn’t I, and I know nothing was clashing. I caught a glimpse of my reflection and only saw a pretty young mare, which is exactly what it should be.

“What’s the deal with everypony today?” I asked myself, “There’s nothing wrong with the way I dress.” I ignored all the stares I had gotten from some of the ponies I had passed on the way to the farm.

“Shining what’s wrong?” Cadance asked her husband, “Where’s Dusk? He wasn’t in his room when I checked on him.”

“...He left...dressed like a mare, make up and everything.” Shining explained still in shock that his own little brother would do such a thing, “He said he was going to see Macintosh, but I think that was really Twilight.”

“Oh no...” Cadance gasped, “Then we have to stop him!”

Apples don't fall far from the tree.

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I finally arrived at the entrance to the Apple Acres Farm, you could see apple trees stretch out as far as the eye could see. I’ve only been as far as the east most part of the farm due to an incident with Fluttershy a while back.

“Can Ah help ya miss?” A small filly, Mac’s little sister Applebloom spoke up and asked me. I guess she didn’t quite recognise me.

“Can you tell Mac that Twilight is here to see him.” I asked her politely.

“’kay, would yer mind waiting by the front door while ah fetch him?” She nodded with a smile.

“Of course not.” I returned her smile. As she went to fetch her older brother, I waited and took a moment to collect my thoughts. I recalled what Celestia had said to me yesterday, I had to learn to live with this right? Well I’ll damn well make sure I was going to be happy.

“Twilight?” A voice spoke up, “Is that really you?” I turned towards Mac and gave him a small smile.

“Kind of. Could we talk somewhere private, Mac?” I asked him, “I think we need to talk about the other night.” Mac nodded and led me to the barn, he told me with AJ, Applebloom and Granny Smith this was the most private place on the farm.

“So...er what did yer want to talk about Twi, or are ya Dusk?” Mac finally spoke up confused.

“I’m...Dusk at the moment, but I don’t think it makes a difference anymore...” I hesitated, “I-I mean we’re the same person r-right? L-Last night I did some thinking...about everything that’s happened to me and...w-well.” I blushed a little, “B-between us...”

“So yer remember what happened now?” Mac asked me a little concerned.

“Kind of, some of it is still a blur but I remember how happy you made me feel.” I answered, “I-I mean I supposes it should be her to tell you but...she’s head over heels in love with you.” This caught Mac’s attention as he stared at me in shock, “...and...I-I k-kinda...f-feel...t-the...same way.” I blush went from a faint pink to a bright crimson.

“A-are yer sayin’ what ah think yer sayin’?” Mac asked in disbelief, I nodded shyly, “What about Luna?”

“I don’t think she wants anything to do with me anymore.” I answered sadly, “Even if she did Celestia keeps getting in the way.”

“...” Mac took a moment to recollect himself, and think.

“M-Mac?” I asked a bit worried. Mac took a stepped forward until I was against the wall of the barn and only a few inches between us.

“Yer know what other ponies might say about us?” Mac asked, “Does that bother ya?” I shook my head no, “Ah suppose we could make this work between us, y’know see where it takes us. It’ll certainly be a bumpy road for us.” I nodded slightly in agreement.

“I-I would think it definitely would be.” I agreed, “B-but it would be worth it.” Mac closed the distance between us and kissed me, he even picked me up and pinned me against the wall. His strong hands caressing my thighs, as I wrapped my legs around his waist, and my arms around his neck...

“Damn it where is he?” Shining cursed under his breath, “I swear you’d think he could just disappear into thin air if he wanted to.”

“Honey, don’t you think you’re over reacting a tad?” Cadance asked her husband, “Dusk is old enough to make his own decisions, you know that right?”

“I know Cadie, but I’m sure Dusk is being influenced by Twilight somehow.” Shining retorted pacing back and forth.

“Then wait Shining.” Cadance replied, “Then wait until Dusk comes back home.”

“Jeez, where the hay did mah big bro disappear to?” AJ wondered, she looked up to see a certain prismatic maned pegasus, “Hey RD, have yer seen mah brother or have ya been sleepin’ yer ass off up there?” Rainbow flew down and gave AJ a funny look.

“Nah, I’ve been taking a quick nap AJ.” Rainbow answered the blonde after letting out a yawn, “Say I could help ya look...or we could go somewhere a little more...private.” AJ contemplated he friends offer for a moment.

“Well...Ah suppose we could always start lookin’ in the barn?” AJ smirked, “What do yer say RD?” Rainbow just smirked.

“M-Mac...” I moaned with each kiss and nibble Mac gave me on the nape of my neck, “Oh by the stars...” I cooed under his touch. Mac stopped all of a sudden and suddenly looked worried, “What’s wrong Mac?”

“Shit Ah think hear mah sister and someone else comin’ this way.” He whispered, “We have to hide!” I panicked a little as Mac led me behind some haystacks on the upper floor of the barn. We both spied through wondering who she was with.

“What’s AJ doing here with Rainbow?” I whispered to Mac, “They couldn’t be looking for us could they?”

“Ah don’t think so?” Mac whispered back, “We’re gonna have to wait until they leave.” Mac was cut off by the sound of Rainbow chuckling.

Rainbow had pinned AJ against the wall and pulled her into a rough kiss, making sure to bite AJ’s lips. One hand was caressing AJ’s stomach, and slowly making it’s way further down. AJ shot Rainbow an amused smirk, and pulled Rainbow into another kiss.

“A-are they...?” I whispered to Mac, I wanted to look away but something inside wouldn’t let me. I felt a little warm just from watching them kissing each other roughly, “Are they a couple?”

“Ah don’t know Dusk.” Mac whispered back, “Ah didn’t even know mah sister swung that way...Dusk?” I couldn’t look away, the way Rainbow was kissing and caressing AJ’s strong thighs, slowly making her way to AJ’s soaked marehood. I didn’t realise Rainbow was so good with her tongue. As I watched on I could feel a familiar heat slowly wash over my body, and my heartbeat seemed to echo in my ears.

“...M-Mac...” I whispered in between each breath as my breathing got heavier. I could feel the heat becoming more intense with each breath as I watched on as Rainbow continued to eat AJ’s wet pussy. “...I-I feel...hot...”

“Shit Dusk...” Mac covered my mouth, so I wouldn’t give us away to AJ and Rainbow, “We need to keep quiet.” He whispered into my ear, I couldn’t help but let out a muffled moan of pleasure as I could feel the changes take place. I squirmed in his grasp, and I’m sure he could feel my breasts starting to expand and grow in his grasp.

“Mmph!” I tried to suppress another groan as Mac realised he was fondling my expanding breasts, and I know he could feel my plush backside fill out as I rubbed up against his stallionhood. My own stallionhood regressed as it usually did, and I couldn’t be happier for it.

“Dusk...keep quiet...” Mac whispered, I couldn’t help but let out a growl of frustration.

“Oooh fuck RD....” AJ moaned loudly, as Rainbow gave AJ’s firm ass a good hard squeeze. I couldn’t help myself but rub and tease my own clit, I couldn’t take my eyes off of them. Mac tried his best to keep my moans from getting loud enough to give us away, but his own touch was just driving me up the wall.

I gave Mac’s balls a firm squeeze, causing him to let out a low groan. I adjusted our position so I was straddling his chest. I pulled the top part of my dress down exposing my expanding bust.

“D-do you like what you see Mac?” I whispered, “D-do you like watching them grow bigger, and get so sensitive?”

“As much as Ah appreciate the view, Ah hardly think this is the time.” Mac whispered back.

“Mm...I think this quite kinky.” I let out a quiet moan, “Your little sister is getting her pussy eaten out by her best friend and here we are completely hidden. It’s making me horny Mac and I can’t help myself.” I leaned back and pushed my panties aside giving Mac a front row seat of my own soaked marehood. Mac could tell my panties were just holding themselves together as my hips and ass got bigger.

“Dusk?” Mac asked in a hushed tone, “What do you think yer doin’?”

“This...” I whispered back, as I spread the lips of my pussy and began teasing my own clit giving Mac a free show, “I-I can’t help...mmphf....fuck...m-myself.” I couldn’t help but bite down on my lower lip as they became fuller with each touch, Mac watched on as I teased and played with myself.

“FUCK AJ!” I glanced over at the source of the sound as I watched AJ ruthlessly teased Rainbow with her own touch, her free hand groping one of Rainbow’s c cup breasts and sucking and biting on the other.

“Oh fuck...” I moaned, covering up my mouth so I wouldn’t be heard, “Mac could you sit up...I-I don’t think I can take this anymore.” Mac just nodded and readjusted himself, the next thing he knew I shoved his face into my breasts, “S-suck them please.” I whispered, “B-be rough...I-I H-haaaaahh!” Mac sucked hard on my breast and groped the other hard, my tits felt so sensitive. By the stars he was driving me crazy I couldn’t help but grind on his lap. “I-I need you inside me Mac, fuck me...fuck me hard...I-I don’t care if we get caught anymore.”

Rainbow and AJ were too absorbed with fucking each others brains out to notice us Mac and I fucking each other. The fact we could be caught was such a fucking turn on, I just couldn’t help but ride and fuck Mac as hard as I could.

“OOOOOHHHHHH FFFFUCK!!!” Rainbow let out one final scream as they came and gave each other a smug smirk.

“FuckfuckfuckfuckFUCK!!!” I groaned as Mac thrust into me with that huge cock of his, “Harder Mac...fuck me harder!!” Any attempt of being quiet had long been cast out the window.

“Hey AJ do you hear that?” Rainbow asked her blond lover. AJ shot her a curious look and took a moment to scan the barn.

“YES, FUCK...LIKE THAT...H-HAAAAAHH! FUCKFUCKFUCKFUCK!!!! HARDER...SHOW MY PUSSY NO MERCY!!!” I couldn’t help myself, the way Mac was fucking me, oh by the stars this was heaven, “FUCK ME...F-FUCK ME UNTIL I CAN’T WALK STRAIGHT!!!”

“Yer would have to be deaf not to hear that RD.” AJ answered Rainbow, “Shall we see who our unwanted guests are?” Rainbow nodded.

They both quietly snuck up the ladder to the upper floor of the barn, they looked around for a moment and followed the sounds to it’s source...and they weren’t prepared for the sight they were met with. AJ and Rainbow just looked on in shock as they watched some unknown lavender mare fucking AJ’s older brother as hard she could completely unaware of her surroundings.

“I’m gonna....I-I’m g-gonna...” I moaned out in pleasure feeling my orgasm building up, I could feel Mac getting so close as well, as he grabbed my hips and forced me to take every inch of his huge cock. This felt so amazing, and I loved every moment of it, I loved the way my large breasts bounced with each thrust, and how utterly full he made me feel. “....H-hah...A-ahhh! HAAAAAAAAAAHHHHHH!!!!!” I couldn’t help but ride his cock through the orgasm and milk his cock for every last drop, as he grunted as he came hard.

“Fuck...Dusk...I-Is this gonna happen every time this happens?” Mac asked me, in between each breath.

“Name’s Twilight remember lover boy...” I panted as I answered back, “Can’t blame you though Duskie enjoyed it as much as I did...Mac?”

“Ahem...” AJ coughed to get out attention. There stood a very naked and cross AJ and Rainbow glaring at us. Mac looked horrified and I just gave them a rather sheepish grin. Rainbow seemed be eyeing me up with an approving smirk.

“See something you like Rainbow?” I teased, “Maybe next time I’ll let you join in, I bet you wouldn’t mind considering you seem to like the taste of apples?” Mac just groaned in embarrassment, and Rainbow seemed to be contemplating the offer much to AJ’s chagrin.

We all got dressed, which was a little awkward for all of us. I couldn’t help but blush now that I had came back to my senses, I can’t believe I just fucked Mac while hiding from AJ and Rainbow having lesbian sex.

“So...care to explain this...Dusk?” AJ asked us.

“Oh...you heard that...” I grinned sheepishly, I explained my little problem and how I have to learn to live with it. AJ just looked at me wondering how I could have got myself in this situation.

“This might be your greatest spell yet Twi.” Rainbow commented, after getting a good look at me, “I mean fuck, I think Flutters and Pinkie are the only ponies I know curvier than you...how big?” She asked while she fondled my breasts out of curiosity, which earned her a slap upside the head from AJ.

“I’m...a double H.” I admitted, Mac gave me an interested look I gave him a small knowing smirk. I should have figured he was a stallion who liked a bigger mare. “I guess being an alicorn came with some perks.”

“So does this mean you’re just as big down there?” Rainbow asked which earned her a slap from me. “Ow Twi what was that for.”

“I’m a mare Dash...not a stallion...you got that!” I scolded, giving her an unamused look.

“Yer kinda asked fer that RD.” AJ snickered, “So how long?”

“Only a week or two.” i answered, “I kinda came here to ask Mac out on a date, but...then you came...and well.” I trailed off, “Speaking of which seven tomorrow night sound good to you Mac?”

“Eeyup.” Mac answered still blushing a little.

“Hey RD, Twi would ya’ll mind if Ah have a private chat with mah big brother?” AJ asked, Rainbow led me out the barn and was asking me all sorts of questions on the way out leaving Mac and AJ alone in the barn.

“So...you and RD huh?” Mac asked with a raised brow, “Yer know Granny isn’t gonna approve.”

“What about Dusk and yerself?” AJ smirked, “Yer gotta mighty fine taste in mares, Ah’m tempted to ‘ave a taste mah self.” Mac gave her sister a raised brow, “Ah’ll say nuthin’ if ya’ll don’t...”

There was a moment of silence, then the next thing that could be heard between the both of them was a sound of a high five.

A touch of forgiveness.

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Shining Armor looked impatient and unamused when I finally came back through the door. I gave my older brother a sheepish grin when he went wide eyed at my now female form.

“Really Dusk.” He sighed, “First you go out dressed as a mare and now this happens again?”

“Well excuse me Shining, I told you already I can’t help it when I change.” I argued back, “I know you don’t like it but could you please at least call your little sister by her proper name.” Shining frowned and sighed.

“Fine, I’ll do that at the very least...Twilight.” Shining just glared at me, I couldn’t blame him considering what I tried to pull with him.

“Honey why don’t you take a walk and clear your head.” Cadance suggested.

“Maybe that’s a good idea Cadie.” Shining got up and made his way to the front door, he took one look at me before he left, “Just give me some time Twilight...” The next thing that was heard was the sound of the door closing behind him.

“He cares about you, he really does.” Cadance sighed, “He’s just having a hard time adjusting to this.”

“...” I remained quiet for a moment, “We both are...It happened again, I only wanted to go see Mac and ask him if he was interested in dating me...you know see where it goes.” I sat down beside my sister in law, “But next thing I knew I was pretty much fucking him in the barn...again.” I chose to leave out the details of AJ and Rainbow being a couple out of respect for their privacy.

“I see...I thought I could feel a spike of desire in the distance.” Cadance replied with a raised brow, “I thought you loved getting fucked silly?”

“That’s just it, as much as I do I just don’t want a relationship based on just sex.” I admitted, “I don’t want to be known as nothing but a slut.”

“Well all I can really say is just take your time and talk it out, a good relationship is based on communication after all.” Cadance suggested, “Can I ask you something, why Macintosh over Luna?”

“Um...” I hesitated, “...I don’t think Luna would want anything to do with me after what I did.”

“I see...” Cadance gave me a reassuring smile, “I think you have it all wrong Twilight.” Did she really just say that? I just stared at my sister in law in shock, “I admit Luna is unsure of Twilight, but she loves Dusk more than anything. Like my husband she just needs some space and time to adjust.” Cadance got up and stretched, “Like auntie said it’s not just you that needs to learn to live with this.”

“Maybe you’re right.” I got up about to head up stairs, but I was stopped by Cadance grabbing me from behind and gave me a firm grope of my breasts. “H-haaah! C-Cadance? W-what...a-are you d-doing?!!!”

“Now listen here...” Cadance muttered darkly into my ear, “The next time you try a stunt like you did the other night with me again, I want to make one fucking thing clear!” Cadance trailed one of her hands down into my panties and began teasing my clit without any remorse.

“C-Cadance...H-haaah!” I moaned from her rough teasing touch, confused why she was doing this.

“I will tease your tight little cunt, I eat you out, then I will fuck you, fuck you good and hard, fuck you some more, fuck that pussy until you can’t stand or think straight, and when I am done I am going to fuck you even harder and rougher!” Cadance let out a husky chuckle, “I’ll make damn sure everyone in Equestria hears you scream my name, do you understand me Twilight?” I nodded as she gave my pussy one final tease that left me weak at the knees.

“W-wha...?” I could only look at Cadance in shock and confusion, Cadance returned my look with a small mischievous smile.

“There’s a good girl.” She giggled and patted me on the head before leaving the room. I took a few moments to recompose myself, wondering what the fuck had just happened.

I managed to think straight enough to get myself to my bedroom, by the stars who knew Cadance had a side to her like that.

“Snap out of it Twilight.” I turned to my reflection in the mirror only to see Dusk, “I’m just a surprised as you are.”

“I see you no longer black out.” I gave my other self a small smile, “I guess what happened at the barn couldn’t be helped, sorry about that Duskie.”

“Just woke up actually.” My reflection replied, “So you and Mac huh? Congrats.”

“No Duskie, us and Mac.” I couldn’t help but notice the sad expression Duskie had, “I’m not trying to take over your life Duskie.” This caught Duskie’s attention, “I want to see where this goes Duskie, heck it was you that went to ask him remember?”

“Yeah I know, I’m still getting used to this Twi.” My other half seemed a bit happier, “And hey I looked pretty good dressed up like that. Good thing you didn’t bust out of those clothes like you usually do when we change.”

“Duskie...don’t get me started on that...” I looked away embarrassed, turning a faint shade of pink, “I-I kind of like bursting out of our clothes like that, I-I love being so big and curvy that clothes just want to rip apart, I-I kind of wonder if there’s any spells that would make me even curvier.” I saw Duskie facepalm and sigh in the mirror.

“...Typical.” Duskie muttered and shook his head, “Just bare in mind that we can’t afford to replace those clothes every time you want to indulge in that fetish of yours.”

“H-hey I can’t help it if I have big sex drive!” I shouted back in embarrassment, “We have the same turn ons Duskie!”

“Speaking of which that brings up the subject of what do I do about Rarity?” I frowned at the mention of the name, that’s right I had a bone to pick with her.

“I could always go talk with her if you want me to.” I offered.

“No Twilight I want to deal with this issue myself.” Duskie shot me a look that basically said that he wasn’t going to change his mind any time soon. I can’t say I blame him, I guess this was something he needed to do for himself. His image in the mirror faded, It looked like he fell back into whatever sleep he was in before.

A few hours past, and I had finally changed back much to Twilight’s dismay. I got changed into something a bit better suited to the occasion, and redid my make up. I took a good look in the mirror and sighed when I saw my chest.

“Great, I guess the side effects aren’t quite done yet.” i muttered to myself, I was going to have to wear a jacket or something to hide this. “I must be what...a B cup?”

I was dressed a bit more casually, some jeans, a blue t-shirt with a lavender heart on one of the sleeves, and a hoodie that help hide any obvious changes.

Ponyville was surprisingly quiet for this time of the day, not empty just quiet. Everypony just seemed to be going about their own business, ignoring me entirely as I made my way through the few small crowds. I felt kind of sad that no-one seemed to notice me, and a bit jealous of Twilight of her ability to get everyponies attention.

I finally got to the front door of Rarity’s Boutique, and knocked. The door opened and I was greeted by Rarity’s little sister Sweetie Belle.

“Oh hi Dusk, are you here to speak with my sister.” She asked, “She’s kinda been in a funk a few days now, but she won’t tell me why.” I knew exactly why, but Sweetie Belle was a bit too young to know what that was.

“Y-yeah, I wanted to talk to have a talk with her about that...you know cheer her up.” I answered, and followed Sweetie Belle into the living room.

“Rarity Dusk is here to cheer you up!” Sweetie Belle yelled to her older sister. After short moment Rarity came into the living room, Rarity for lack a better term looked like an absolute wreck. She took a moment to get over her shock and told her younger sister give us some privacy.

“Dusk...dear, I-I wasn’t sure you’d ever wanted talk to me again.” Rarity spoke up looking ashamed, “I’m sorry for what I did dear, truly I am.”

“Rarity I’m not angry at you, just confused.” I replied calmly, “What you did the other day was...well poorly timed, I’ve been going through a lot of personal things the past fortnight and...I sorry to say this but I’m not interested in you like that.” Rarity looked disheartened.

“I understand darling,” She said sadly, “I’m at least glad you’ve forgiven me, and if there’s anyway I can help please let me know.”

“...” I was debating on telling her what happened, “Rarity I need to tell you something, i-it’s kind of embarrassing but I need your help with this.” I took off my hoodie which was baggy enough to hide the changes that had happened over the past fortnight.

“D-Dusk...w-what happened to you?” Rarity exclaimed.

“I had an accident in the lab two weeks ago, and this has been the side effect of it. Princess Celestia says there’s no way to cure it, so I have to live with this for the rest of my life.” i explained, “I was kind of hoping you could help me...just don’t tell anyone please.”

“Pardon me for asking dear but...” She hesitated for a moment, “Are you...?”

“I’m still male...where it counts anyway...” I answered embarrassed. Rarity looked at me worried.

“Does...Does anypony else know about this?” She asked concerned, “Dusk you can’t hide something like this.”

“I-I know...” I answered, “You’re the only pony who knows I have breasts now. This is a recent change, so I figured I could trust you to help me with this at the very least.” Rarity sighed wondering how to deal with this issue, she asked me to take my T-shirt off so she could measure me.

“Now hold still please dear...” Rarity took a moment to measure me thoroughly, “Well darling it looks like you’re a B cup, feel free to pick a few things out from my stock...consider this on the house.”

I took a few moments to pick out a few bras, Rarity suggested I take the matching panties as well. She had a rather worried expression on her face, when she caught a few glances at some of the sets I picked out.

“I must admit darling, some of these are rather...risqué for somepony of your tastes.” Rarity commented, “Some of those are usually picked by ponies who want to surprise their special somepony.” I blushed at the comment, and just gave Rarity a small sheepish smile.

“I...I-I have a date tomorrow...” I admitted, “Just don’t tell anyone...” Rarity looked disheartened again, a small sad smile graced her features.

“I’m happy for you...” She replied, “I guess she’s a very luck mare to have you...”

“...” I remained quiet, “...I-It’s not a mare...I’ve known him for a while now, and well we’re going to try dating and see where it leads.” Rarity looked at me with a curious expression.

“I’m not going to ask who dear...” Rarity spoke up, “It wouldn’t be fair if I intruded on your privacy any more. Just let me know if you need some more help with clothing, it’s the least I could do.”

“Thank you Rarity...” I was grateful for all her help, I really was. I just hope the news of me dating somepony isn’t going to hit her too hard, “For everything...”

“...” Rarity said nothing, and soon after we said our goodbyes.

Rarity shut the door behind her, and leaned back against it. While she was grateful Dusk had forgiven her, and trusted her enough to ask for help with his problem. She couldn’t help but cry as she felt her heart break from the news of Dusk finally dating somepony.

Date Night.

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“Are you really sure about this Dusk?” My older brother asked worried, “I mean this is sudden even for you...” I shook my head at Shining’s protests.

“Look,” I started, “I want to see where this goes Shining, Mac’s the only pony who won’t freak out when I change. After everything we’ve been through I want to give him a chance.”

“Look Dusk it’s not that I don’t trust you or him for that matter.” Shining continued, “I just don’t want you to get hurt by all this.”

“I appreciate your concern Shining, really I do but I need to be able to make these decisions for myself.” I replied back, “My life is taking a major turn even if I don’t want it to...I’m as much a mare as Twilight is...now could you please give me some privacy.” Shining nodded and left the room, I sighed he means well but I think he’s too overprotective of me sometimes.

I stripped down and looked at myself in the mirror, I frowned at the presence of my stallionhood...It just seemed out of place on my body now. I put on some black lace panties, making sure to tuck and adjust myself properly. I looked again in the mirror and was slightly happier that it wasn’t obvious there was something between my legs.

Maybe it was Twilight’s influence or just a side effect from the transformations, but I felt happier and I couldn’t really place why. In the mirror stood a young mare in nothing more than black lace panties, not Twilight...but my normal reflection. I noticed my chest and sighed.

“Shining’s going to flip his lid when he sees me when I’m ready.” I muttered to myself. I put on a strapless bra, at least this way if Twilight decides to come out I’ll won’t break the bra when she busts out of it. A garter belt and stockings came next.

“I wonder what Mac’s got in mind.” I muttered to myself, I silently wished that I wouldn’t change tonight, if anything just this one night. I did my make up, I made sure to bring out my eyes with eyeliner, eyeshadow and mascara. The eyeshadow was a darker shade of lavender than my fur was, and I put the finishing touches with some lip gloss.

“I really wonder what I should do about my mane...” I debated for a moment, and couldn’t help but laugh,“Never in all my life did i think i'd ask myself that." I suppose you could say I was lucky, I mean how many stallions could say they get to experience stuff like this? I stopped laughing, could I really call myself a stallion after everything that’s happened?

I looked hard at the reflection in the mirror, was I really the same Dusk from before the accident. Maybe I’ll get my answer in the near future, maybe I’ll never know but I’ll be sure to live my life regardless and take it day by day.

I decided to style my mane in the same way I did yesterday, and I put on a black choker with a silver star hanging off it.

Mac was greeted by Shining Armor, who eyed him up, Cadance and Spike only shook their heads at Shining being the overprotective brother. Spike didn’t quite understand what was going on, he wondered if Mac and Dusk was just going to hang out at a bar or something. He hoped he didn’t have to worry about Twilight making an appearance tonight.

“Geez Shining I don’t get why you’re making such a big fuss about all this.” Spike commented on the antics of his older adoptive brother.

“You’ll see when Dusk comes down Spike.” Cadance spoke for her husband.

Mac meanwhile just raised a brow at Shining, he couldn’t blame Shining. Mac mused he’d probably do the same thing when Applebloom starts dating, that is if AJ doesn’t beat him there first.

Mac himself was dressed in a black shirt, dress trousers, shoes and a matching jacket with small silver apple shaped cuff links on the sleeves. The shirt was unbuttoned at the collar and he had tamed his normally wild mane somewhat.

Shining was about to say something, when everyone in the room heard the soft clicking of heels on wood. Everyone looked at me slack jawed, I guess they were expecting something else.

I blushed a little as I walked down the stairs, I was dressed in a strapless black dress with matching heels and shawl to keep me warm during the late hours of the evening.

“...” Mac was rendered speechless, I giggled a bit I guess I did something right if I rendered the normally stoic farmer speechless.

“So...what do you all think?” I asked embarrassed at all the attention.

“By the stars...are you really my little brother?” Shining commented, I tried not to frown at the comment, he didn’t mean it in a bad way after all. I heard Cadance mutter something about being tempted about something, but I couldn’t hear exactly by what.

“D-Dusk...w-why...? Why are you dressed like that?” Spike finally snapped from his stupor.

“I’m going on a date Spike.” I answered the young dragon simply, “You don’t have a problem with that do you? I mean I’m certainly old enough to decide who I want to date, doesn’t a mare like myself have that right?” Spike just looked at me even more confused.

“No I suppose not Twilight.” Spike replied.

“My name is Dusk, Spike.” I corrected, “It’s just me tonight...I hope.” This seemed to worry Cadance and Shining somewhat, I kind of knew it would the second I said it but it really couldn’t be helped. I gave Mac a quick kiss on the cheek and a small warm smile. “So...what do you have in mind for tonight, Mac?”

“Nothin’ too fancy, Ah kinda figured you’d want to go somewhere to relax a little.” Mac explained, “Maybe a bite to eat too.”

“Well lead on.” I smiled, and took his arm as we left the library.

We went to a small little restaurant in the central square of Ponyville, I had seen Mac frequent this place often and I had been once or twice. They did very good food, and the staff was very friendly. It was quite a fancy restaurant despite how small it was, most ponies thought it was a fancy cafe.

The owner came from Canterlot, who was very well known there. I guess you could say this was the Ponyville branch of his main restaurant. We finally got a seat for a table for two.

We must of turned a few heads, as we both faintly overheard a couple of mares gossip amongst themselves wondering who the mare Mac was with.

“I’m surprised this place is open this late, most ponies think it’s just a cafe.” I spoke up hoping to start a conversation.

“Well mah family provides the apples they use here in some of the desserts, that and they do some of the best darn cookin’ in Ponyville.” Mac explained, “So mah family gets a discount as a sign of gratitude.” He chuckled, “It’s certainly not some overly fancy place where everypony is snooty and has a stick up their rear.” I laughed a little.

“I know what you mean, I frequently had to attend all these dinners at places like that.” I stated, “I guess you say it’s was a bit of a downside of being Celestia’s student, the food wasn’t even that good.” Mac raised a brow amused.

“Ah had no idea there would be downsides to being the student of the princess.” Mac inquired, “Ya’ll think ponies would fight over her attention.”

“She taught me well don’t get me wrong, but she’s a very strict teacher...” I continued, “Though she’s not in my good books at the moment...” This caught Mac’s attention, “After the accident she just scolded me, and told me to learn to live with this...”

“Ah would have thought she’d had offered yer some help.” Mac commented, wondering why Celestia would do that to Dusk.

“It’s my fault I’m like this in the first place, I tried something far beyond my ability and now I’m paying the price for it.” I explained, “But I’m going to learn to live with this, to be honest I think I’m just done with Celestia. I’m sick of all the pressure, to most ponies back in Canterlot I was always seen as the princess’s student and nothing more.” I sighed, “Maybe I just want somepony to just take me as I am...It’s one of the reasons I love it here in Ponyville, at least ponies here took the time to get to know me.”

“Ah can kinda relate,” Mac commented with a reassuring smile, “Ya’ll be surprised how many mares have tried to get my attention, just because Ah’m in charge of the farm.”

“I would think you’d take advantage of that, most stallions would kill for that sort of attention.” I stated, Mac just chuckled.

“Yer kinda get sick of the attention.” Mac continued, “Guess Ah’m the type who just wants to somepony to settle down with. Ah’m more interested in a long term relationship.”

“Speaking of which...” I hesitated for a moment, “What are we going to do about Twilight? You know how she gets during the change...and I’m worried she might go after Luna again.”

“Really?” Mac inquired, “Ah do recall her telling me she can’t exactly control herself when she gets like that. Ah’ll do what Ah can to keep her out of trouble.”

“Thank you Mac.” I smiled, “I appreciate that.” We ate our meal and made some conversation about all the daft stuff we got ourselves into during our childhoods.

“Ah still can’t believe yer prone to magic addiction.” Mac joked as we made our way out, “Yer still burst into flames even now.”

“I kind of do when my emotions are running high.” I admitted sheepishly,

We made our way through the local park, the path was lit dimly by the lanterns. I couldn’t help but feel like we were being followed by somepony, and it was starting to make me feel a little uneasy.

“Mac, I think we’re being followed by somepony.” I whispered, Mac took a quick moment and narrowed his eyes, he could have sworn he saw of flash of bubblegum pink.

“C’mon out Pinkie Pie.” Mac demanded, “Ah know you’re there.”

“Aw...poopie.” She appeared right behind me, I’m still trying to figure out how she does that for the record, “How’d you know it was me Mac?” the curvy mare asked.

“Who else is bright bubblegum pink?” Mac commented, “Why have yer been followin’ us Pinkie?”

“Weeelll...AJ told me you were going out on a date tonight, so I wanted to see who finally snatched you up. I guess you already figured it out silly.” She explained, “I don’t think I’ve seen you here before, say are you like Duskie’s sister or something?” Pinkie gave me a critical eye.

“Um...hello to you Pinkie.” I greeted embarrassed, and Pinkie just let out a huge gasp.

“Oh my gosh, Duskie is that really you?” The hyperactive pony exclaimed, “You’ve been a mare all this time? We totally have to throw a party about this news!”

“No Pinkie please no parties!” I shouted, “I-I just want to keep this to myself and my friends. It’s kind of personal, so could you please respect that?” Pinkie deflated a bit, but perked up once she looked back between me and Mac.

“So are you guys dating? Oh how long? Tell me, Tell me!” I swear she was like a hyperactive child sometimes.

“This is our first date...” I answered, “We kind of want to see where this goes.”

“Oh lemme guess that’s why you’re dressed up like that? How’d you do the boobs, are they fake or...” Pinkie went quiet when she saw me cover up my chest with an upset look on my face, “O-oh...I’m so sorry Duskie, I-I didn’t know this was what AJ meant by your accident.”

“No...it’s okay Pinkie.” I said sadly, “I should have figured somepony would comment on them sooner or later.” I guess I was still sensitive about my bust, I dreaded Shining’s reaction once he found out...what would mom and dad think.

“Pinkie, would yer kindly give me and Dusk some privacy please.” Mac asked his younger cousin, and in a blink of an eye she just vanished. Mac led me to a nearby bench, “Do yer want to talk about it?” I nodded slowly.

“It’s been a side effect of the changes, neither Twilight or myself know what’s causing it. Only you and Rarity know I’ve got these...” I pointed to my chest, “Just how far are these changes going to go, I can accept changing into Twilight, I can accept dressing like a mare but this? It’s frightening me Mac...I’m practically a mare in every way except where it counts Mac.”

“We could always go see a doctor.” Mac suggested, “Would it ease yer mind if we go see a professional?” I contemplated the idea, maybe a doctor could give me a better idea what’s happening to my body.

“Maybe I’ll do just that.” I replied, “I think a doctor might be able to tell me what’s going on.” The next think I knew I kissed Mac, one kiss became two and the next thing we knew, we so caught up with each other we didn’t notice how much time had passed by.

“Aw how cute.” A random passing couple commented. We both blushed and gave each other a sheepish look.

“Erm...I don’t know what came over me...” I giggled a little, then I sighed a little, “I guess I’m more like Twilight than I realise...” Mac gave me a confused look.

“Ah remember her tellin’ me something about being yer other half or something like that.” Mac commented, “Personally there’s not much difference between the pair of ya, y’know up here in the head.” Mac tapped his forehead to emphasize his point.

“Maybe you’re right Mac.” I replied, “I’m just glad that just this once I haven’t changed in front of you, unlike last time...”

“Is something botherin’ yer Dusk?” Mac inquired, looking a little worried.

“It’s...” I paused for a moment wondering how to word what I was about to say, “It’s just that...when the change happens, I just lose control and I love every moment of it. It’s like a small warmth that washes over my body, and then it turns into a raging fire that just drives me crazy, to the point I crave more and more of it...” I paused for a moment, “I’m addicted to the feeling Mac, I love how big and curvy I am when I’m Twilight...” I had finally admitted it.

“Dusk...do you really feel that way?” Mac asked me.

“I do...” I nodded, “When I went to see Rarity yesterday I couldn’t help but notice how everypony just ignored me, but they’d give Twilight their full attention...am I really that forgettable? I-I know I’m shy but I shouldn’t need a mares body to get someone to notice me.”

“Ah never knew yer were self concious Dusk?” Mac stated, “Ah don’t think yer forgettable, yer one of the bravest ponies Ah know.” I smiled a little at Mac’s statement.

“Thank you, it really means a lot to me.” I replied, “You’re one of the few ponies that don’t just see me as Celestia’s faithful student” I muttered in a surprisingly bitter tone.

“Well lookie who we have here?” A voice spoke up in a mocking tone, Mac just frowned recognising the voices owner, “Has farmboy finally admitted he’s a faggot? And with dear shy little Dusk to boot. Oh ho this is rich.”

“What do yer want Iron Lance?” Mac sighed. Iron Lance was a silver gray stallion just a little short than Mac. Mac had told me about him once or twice, and said he was always trying to pick a fight with him. In short he was an utter asshole with a huge ego to match.

I just glared at this prick in front of me, he had some fucking nerve and it was really rubbing me up the wrong way.

“Aw what’s wrong Dusk? Are you getting mad? Is little Dusky-wusky gonna cry?” By the stars how old was this guy? “Do you need your coltfriend here to fight your battles now that your all dressed up like a filly?”

I could feel a very old and familiar fire starting to build up, as quickly as I was losing my patience with this asshole.

“Get lost Lance,” Mac warned him, but was met with a quick fist to the face for his efforts. That was the last fucking straw.

“Oh so do you wanna have a go to princess?” He taunted.

“Now listen here you snot nosed piece of shit!” I growled, “If you keep going on with that piss stained wig you call a mane, I’m going to wreck your shit so hard that you won’t be able to walk with that pathetic thing you call a limp dick!”

Mac watched on at Dusk just losing his temper at Iron Lance, he admitted he’s never seen Dusk so angry. It was like he was on fire, Mac paused for a moment in fact Dusk had seemly burst into flames. His normally lavender fur was now white and his mane and tail had become flame like.

“I’m going to get the biggest tree I can find and shove it so far up your pathetic whiny little ass, you’ll be coughing up splinters for the next ten years!” Iron Lance just stepped back in utter shock, I guess never expected something like this from me, “Then I’m going to take that stupid fucking belt your wearing and shove it down your throat! Then I’m going to rip of your tail and flagellate with it!” Iron Lance just backed away, and began to run terrified.

“Um Dusk?” Mac called out.

“Get back here! You sackless coward!” I yelled, “I’m gonna build you a pair of runic mechanical balls and use surgical precision to attach them to where your stallionhood should be...just so I can kick them with my fucking heels you spineless twat!”

“Dusk...could ya calm down a tad?” Mac pleaded, “Yer kinda on fire?” I took a moment to calm myself to down, that...felt good. I kinda feel...giggly right now. “Dusk?”

“Hee...I’m feelin’ kinda happy right now.” I giggled, “Dunno why...hey your kinda cute.” Mac just looked confused, first Dusk was so furious he burst into flames, and now he was acting like he had too much cider, “I haven’t felt this way since I was a filly, I dunno why Cadie and Shiny got so upset at me all those times I felt all giggly.”

“Uh Dusk, are...are ya feelin’ okay?” Mac asked me.

“Oh of course I am cutie!” I noticed something heavy on my back, “Oh my gosh I have wings! Does this mean I’m a princess? Yes, yes, YES! Finally I’m a princess, all shall fear me and despair, for I am Dusk Shine, the Princess of Books! And they all now belong to me!” I let out an evil giggle.

“Oh for...” Mac just facepalmed with embarrassment, “This is Applebloom’s friends and the cider incident all over again...”

“H-huh...?” I looked around in confusion, “W-What was I just doing? O-oh no...I didn’t burst into flames again...d-did I? Oh by the stars no, I-I haven’t done that since I was a little colt...”

“Eeyup.” Mac confirmed much to my horror, “Don’tcha worry Ah ain’t goin’ to say nothin’.”

“C-can we go back to the library n-now please?” I blushed from the embarrassment, “I-it was a lovely d-date...and I-I...”

“I’d love to go out with ya again, Dusk.” Mac just kissed my forehead, and took me home.

Effects of Withdrawal.

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It had been two days since I had my date with Mac. I had enjoyed every moment of it, and I looked forward to our next date, right now however I had a much different problem to deal with right now.

“W-why do I feel so empty right now?” I hadn’t changed into Twilight for the past two days, Twilight couldn’t figure it out either. I wondered was there some trigger for the change to happen, “Thank the stairs everypony is out right now...I don’t think I could bare them seeing me like this.”

This feeling had been getting worse and worse over the past few days, I felt so cold, and empty. I missed that warm feeling that washed over me when I changed, just why wasn’t it there and why am I feeling this coldness now?

“Are these changes just random?” I asked nobody in particular, “I thought they were fuelled by my desire?” I must be losing it, that has to be it.

Cadance and Shining were going to be here for another day before they had to go see Celestia back in Canterlot, and then back to the Crystal Kingdom.

“It was nice having my brother and Cadance here, despite what’s happened over the past few days. It’ll be weird with just Spike and I here again.” I mused, hoping to take my mind off that cold empty feeling. “C’mon Dusk don’t lose it now.” I shook my head, and went about doing my daily chores.

The cold, empty feeling got worse over the course of the day, but I did what I could just to ignore it. I could barely focus, and my hands were shaking.

“D-damn it all! W-why am I getting like this?” I cursed under my breath, “I-I don’t need this...t-the heat...i-I don’t...need i-it.” My breathing was getting heavier, “I-I...d-don’t n-need to be...bigger...c-curvier...h-hah! I-I...d-don’t...need to....n-need...to...Oooh Fuuck!”

A very familiar warmth rushed through out my body, it was setting my nethers on fire. I missed this feeling, I wanted this warmth, I needed it, I craved it and it’s absence only made me want more of it.

“Y-yes!” I moaned out in pleasure, I could hear my heart rate racing and my breathing getting heavier by the moment, “C-change me...p-please...m-mor-oooohh f-fuck yes!”

I felt my stallionhood regress once again as it always did, I couldn’t resist the urge to rub myself through my jeans. I couldn’t help it i just wanted to my clothes to tear and rip as hips getting wider, my ass swelling up, my thighs getting thicker and my breasts getting bigger and bigger by the second. The thought of bursting out of my clothes was making my pussy wetter than it’s ever been.

“FuckfuckfuckfuckFUCK!!!” I was practically screaming in bliss at this point, this was the most intense this feelings been. I was so fucking horny right now, fuck keeping quiet...If Shining came back now... “Ohh more...p-please more...I-I need it!”

My chest swelled slowly in size becoming more and more sensitive, I couldn’t resist the urge to fondle my breasts through my shirt as they grew. I loved that my shirt was getting tighter, and tighter.

“G-grow...g-get bigger...” I moaned, as my breasts grew more and more, “O-oh fuck...I-I just want...to...oh fuck.” A button popped off from the strain of my expanding bust. I couldn’t help but titfucking Mac’s cock with these swelling sensitive breasts.

I bit down on my lower lip as I felt my hips, thighs and ass straining the fabric of my jeans, I could feel my panties getting tighter and tighter.

“C-C’mon...r-rip...f-fuck...I-I want be bigger...” As if on cue my jeans began tearing themselves apart with a loud rip. I let out a low grow, something inside me snapped as the raging fire had turned into an inferno.

My mane lengthened, my face softened and my lips became fuller as I lost myself further and further in this blissful heat.

“Hey Dusk I kind of forgot some...oh no...” Shining just watched me in my state of uncontrollable bliss, I growled up seeing my older brother...m-my sexy...hunky...older brother... “D-Dusk what are you...woah?!!!”

The next thing Shining knew he was pinned against the wall, as I pulled him into a kiss. I couldn’t control myself, as I made my way down till I was on my knees and ripping apart his jeans. He looked at me horrified, unable to move as I had him pinned with my magic.

“I’m going to suck you...fuck you hard...” I growled out, “And if Cadance comes in while I’m fucking you...well I’ll fuck her to.” I jacked my big brother’s cock, letting out a devilish smile as it got big and hard for me. I licked and teased it a little, “Oh...so big and hard...and all for your little slutty sister, I can’t help myself Shiny...I need this...so fucking much...” I took my big brother’s cock into my mouth, bobbing back and forth. I couldn’t help but smile as my brother moaned.

I savoured every inch of Shining’s dick, as I maliciously teased him. My clothes felt so constricting...The next thing I knew I was pulled of my older brother and into Cadance’s grasp.

Cadance seemed to be lost in the same sort of lust I was, and the next thing she did was pull me into a passionate kiss. It didn’t take long for me to lose myself again to whatever was urging me to do all this. The kiss became rougher and rougher, as began literally tearing and ripping each others clothes off.

Cadance took delight in ripping my panties off and going to town on my soaking wet cunt.

“H-Haah!” I groaned out, unable to keep myself from squirming. Shining couldn’t help but watch his wife tease him with her lush plump ass, that was just daring him to fuck her as she went to town on his younger brother turned sister.

“Mmphf...Shining?” Cadance groaned, as her husband began fuck her tight pussy. I was just melting into her touch and skilful flicks of her tongue.

“N-no fair...oh fuck!” I moaned, “I-I want Shining to fuck me!” Cadance shot me an amused smirk, and I felt something weigh me down so I couldn’t move.

“Shining’s mine Twilight...oh fuck...and only mine.” Cadance teased me, as she gently trailed a single finger around my clit, “I’m sorry but you’ve been such a naughty filly. Do you want to suck him? Fuck him? Have him cum all over those big tits of yours?” I nodded, and she chuckled, “Well maybe I might share...” She clicked her fingers and the next thing we knew we were in my bedroom. “Oh Shining...” She teased, “Be a good stallion and fuck us both! I’ll so something special if you do...” My older brother just nodded and began to fuck my pussy as hard as he could.

“F-fuck me! FUCK ME!!” I screamed, as I felt something else build up inside me.

“See Shining likes...big, curvy mares...” Cadance moaned as she teased her own clit, “and I do mean very big and curvy, I mean look how hard he’s fucking you now?”

“Ohfuck...!” I could feel my breasts, hips and ass swell even larger than they normally are, Shining was pounding into me even harder like a stallion possessed, “Bigger...f-fuck me bigger!!!” I groaned with each bit of growth, “DAMN IT SHINING!” I screamed, “FUCK ME! FUCK YOUR SLUTTY SISTER!!”

Cadance was loving every moment as she herself grew with me, our tits slow becoming the size of beach balls, with a soft plump marshmellowy ass to match.

“Oh Shiny...be a good colt and fuck your wive’s nice tight wet pussy.” Cadance teased seductively, “Would you like that Shining? Making me grow as you fuck me?”

“Oh fuck...” Shining grunted out,

“Aw...are you close yet Shiny?” Cadance continued, as she stood behind and rubbed her oversized tits against his back, “Do you wanna cum in your little sister? Make her bigger just for you? You like it when I get like this don’t you?” She whispered huskily into my brother’s ear, “Mm I just can’t help myself seeing you fuck Twilight...Do you like having a slutty wife and sister?”

With one final roar Shining came hard into my pussy, and he just kept fucking me as he came, draining those balls of his as I let out one final scream of pleasure.

Cadance stood there as her husband and sister in law passed out on the bed, slightly dizzy and unsure of what just happened. It wasn’t long after she herself had passed out.

“H-huh?” I groaned, I felt so sore...in a good way weirdly. I looked down and wondered why I was naked, “W-what happened?” I looked around and realised I was in my bedroom, I caught of glance of the time. “Did I nap or something? Last time I checked it was only midday.”

“Jeez Dusk could ya keep it down...” Someone behind me groaned, I turned to see my older brother there just as naked as I was...

“Mmm five more minutes Shiny...” Another voice groaned, most likely belonging to Cadance. I grabbed the closest thing to cover my chest.

“What the hell are you two doing in my room!?” I yelled, Cadance and Shining shot up fully awake, and realised their state of undress.

“Oh no, did I lose it again?” Cadance muttered, “The last thing I remember is sensing an overwhelming desire...” Shining looked even less happy.

“Both of you did...” Shining groaned, “I can’t believe I fucked my little brother...” I felt my heart sank a little.

“Oh by the stars no...” I panicked, “I’m not a slut...I’m not a slut...” I repeated over and over again. I lost control again, how could I have let this happen?

“You’re not like that Dusk.” Cadance pulled me into a hug, “I lose myself like that sometimes myself, and well...how do I say this?”

“You’re a complete and utter nymphomaniac.” Shining suggested, “Remember our wedding night? By the stars you’re a complete size queen.” Cadance giggled at the memory.

“Oh and who demanded we both fuck each other until we grew out the hotel?” Cadance smirked, “I had to wipe the memory of everypony who saw us...” Cadance turned to me, “Now Dusk there’s no need to be shy around me.” Cadance grabbed the pillow and tossed it aside, “Oh...my...”

I blushed as I covered my breasts in embarrassment, I didn’t want them to find out how far my body had changed.

“Shining could you get dressed and make something to eat? I need to have a private chat with Dusk.”

An Awkward Evening.

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“Dusk...just how long has these changes been happening?” Cadance asked, her voice had a very worried tone, “I expected you to have some side effects from changing back and forth between yourself and Twilight, but this? Dusk I really don’t know what to say.”

“...” I remained quiet for a moment before finally getting the courage to speak up, “I guess the side effects started not long after I started changing into Twilight.” I grabbed another pillow and hugged it tightly to my chest.

“I really don’t understand what’s happening to you.” Cadance stated, “I don’t feel any magic coming off you, at least aside from what changes you into Twilight.”

“My guess is that because we’re one and the same pony, my body is trying to reflect that.” I replied, “but that’s only a theory, at least one that makes the most sense.”

“I suppose that could be the case.” Cadance thought for a moment, “I’m really surprised at your room. It looks like a room fit for a princess, was this your doing...or Twilight’s idea?”

I got up and looked around my bedroom, was this really my room, or was this Twilight’s room? My reflection caught my eye, and I let the pillow I was hugging fall to the ground, giving me a fully naked view of my body...

“Dusk?” Cadance gave me a concerned look.

In the mirror stood my own reflection staring back at me with the same magenta eyes. My mane fell a little past my ears, falling just short of being down to my neck. My frame had slimmed down and decreased in height a few inches, not that I was very tall to begin with. My waist had become slightly narrower, and my hips were noticeably slightly wider. My breasts were small, barely considered a B cup according to Rarity. My face was softer, and my voice had softened and lightened in pitch, Everything about me screamed that I was a rather petite mare, except for the one thing between my legs.

“Just what am I Cadance?” I asked, “I know I’m a stallion, but another says I’m a mare. Am I really Dusk, or am I Twilight? Or maybe I’m both...” I sighed, “I just don’t know anymore.” I sat down on the edge of the bed, and Cadance gave me a reassuring hug from behind.

“You’re you Dusk, that’s all that matters.” Cadance reassured me.

“Dusk and Twilight huh?” I wondered aloud, “I don’t think there could be a more fitting name for me.” Cadance said nothing, unsure of what to say, “What are my parents going to say when they find out?” I let out a bitter laugh, “That I botched up a spell due to poor timing, and now I randomly turn into a mare, and lose control if I don’t change for so long.”

“I’m sure they’ll understand Dusk.” Cadance reassured, “Shining and I aren’t going to turn our backs to you, even after what’s happened today, and I highly doubt your parents will abandon you.”

“And what if I lose control again?” I asked her, “For goodness sake, I just fucked my older brother. How am I going to explain that if I lose it again, let alone my brother won’t look at me the same way again?”

“Well to be fair...” Cadance trailed off with a blush, “That was kind of hot seeing you two rut each other like that.” I shot Cadance an unamused look, “Why do you react the way you do when you change?” She asked getting back to the subject at hand.

“It’s...kind of...addicting.” I admitted, “I feel all warm all over, and the way it caresses my body...” I shuddered at the memory of the feeling, “It just leaves me wanting more, it makes me crave it with each tingling feeling it gives me.” I crawled over to Cadance, “It makes me feel like such a naughty filly...and maybe I want to be a naughty filly...”

“Dusk calm down...” Cadance warned, “We don’t need you to lose it again.”

“O-oh...I-I...erm...sorry about that.” I snapped back to my senses, and blushed, “I don’t know what came over me...”

“Dusk as tempted as I am to fuck you right now, we do have more pressing measures to deal with.” Cadance deadpanned.

“Jeez do all Alicorns have a sex drive like yours Cadie?” Shining asked as he came back in the room with some drinks, Cadance nodded.

“We usually have very good control over it...” Cadance explained, “It’s usually a very bad...or good idea, depending on how you look at it get in between an Alicorn and their intended bedmate.” Cadance took a drink before continuing, “Anything with even the tiniest aphrodisiac can make an Alicorn go into a lustful frenzy.”

“That would explain why Celestia always refused chocolate...” Shining commented. I couldn’t meet my brother’s gaze when he turned to face me, I had barely touched my drink and my face was red with embarrassment.

“...I’m sorry.” I mumbled under my breath, “I’m sorry I lost control like that earlier.”

“Look.” Shining sighed, “This is just as weird for me as it is for you, so let’s just keep this between us okay?” I nodded in agreement, “Just try and control yourself a bit more okay?” I nodded again and gave my older brother a small smile.

Luna stormed into her private quarters, furious at her older sister. She couldn’t believe that Celestia had no intention of helping her student with his current situation.

“Best learned from experience our backside!” She muttered to herself, “She won’t even offer him even the tiniest of advice.” Luna had come to terms with a lot of things since she found out that Dusk and Twilight were one and the same. One of which seemed to be how Celestia was determined to keep Dusk for herself, Luna briefly wondered if her elder sister was jealous of her because of how much attention Dusk seemed to give her.

“Hmm...then there is the issue of Macintosh and Dusk.” She paused for a moment, “Anypony can see they care a lot for each other, and I’m not going to break them up out of jealously.” Luna shook her head. She wasn’t going to go down that route considering what had happened last time.

Luna thought for a moment, on one hoof there was her own feelings towards Dusk and on the other there was Dusk’s predicament to consider. How would she go about helping him? Celestia was outright refusing to with the way she was going on, and in truth Dusk was closer to her than she was her older sister.

Luna didn’t doubt for a moment Celestia taught Dusk well, her elder sister was a perfectionist when it came to teaching. Dusk could use a bit more of an education when it came to the nightly arts, and all that came under her domain.

It was common knowledge of what each princesses titles were, but she doubted they knew of what that actually meant.

Celestia is best known as the Princess of the Sun, but she’s also known as the Lightbringer, the Ruler of Dawn, and the Guiding Light to name a few such titles. Everything that emerged and thrived during the daylight hours was her domain, and she was the embodiment of light and life itself.

Luna herself, is more commonly known as the Princess of the Moon and the Ruler of the Night, but she had many other titles to her name even before she became Nightmare Moon. The Dreamwalker, the Carnal Night, and to some the Vanishing Princess. Everything that embodies the night, dreams, nightmares and even the oceans bend to her will.

Cadance, was one of the more recent of the princesses. She was commonly known as the Princess of Love, and was one of the harder princesses to understand. In truth she was exactly that, but few really understood that her domain included desire, and lust as they too were apart of love. Luna knew as much as Cadance enjoyed her title, she also suffered the negativity of it as well...though Luna doubted Shining was complaining.

Dusk...while he is technically a princess given his situation, did hold the title of Princess of Magic and Friendship. Luna let out a small smile at what this actually meant, magic was one thing but friendship? That was one thing Dusk would have to learn for himself.

You see each Alicorn was the physical embodiment of what their title was, while they are technically immortal, they were far from being gods and goddesses. It takes countless years for an Alicorn to truly master there own aspect. Luna knew that just as she was linked to her sister just like day and night, love and friendship was linked in a similar way.

Luna stopped mid step, as she came to a rather interesting thought. Dusk and Twilight referred to a period in the evening where day would transition into night following just after a sunset. Maybe it was time Dusk made a similar transition, if Celestia wouldn’t help her faithful student as his mentor then maybe he needed a mentor who would.

“Learning through experience is a fine lesson sister,” Luna muttered to herself with a small smug smile, “But a teacher has to be willing to offer guidance when needed, and besides you can’t teach Dusk the things I can.” Luna licked her lips with a new sense of confidence knowing fine well what that exactly meant.

Celestia groaned, after she closed the door to her own private room. She was exhausted and stressed with the constant demands, it was hard to forget that she wasn’t as perfect as she seemed to be. On some of the worse days she was sorely tempted to incinerate some of the more demanding ponies of her day court.

The argument she had just had with her younger sister had really took up the last of her patience, it was bad enough she snuck off to who knows where if it took her fancy, and this whole fiasco with Dusk was just another thing to add to the growing list. Celestia craned her neck, and frowned.

“It’s always the same damn thing.” She sighed, “It’s always about what I can do for them...and if I decide to be selfish they call me a tyrant.” Celestia grimaced at the last time she decided to indulge herself, “It’s one thing to be a princess, but is it so wrong of me to actually enjoy being one?”

Despite having practically all the power of a entire kingdom in the palm of her hands, it was always up to the princess to set an example. Deep down Celestia truly felt that everypony looked up to the princess, but never saw her for who she truly was...that is with exception of two ponies.

“...As much as I love my sister I can’t understand why my student is so enamoured with her.” Celestia thought to herself, “I admit she is cute...”

Celestia stripped out of her clothes, a sigh of relief escaped her lips as she stretched in front of the mirror.

“I just don’t understand why he didn’t notice me like that, am I not attractive to him?” Celestia posed and took a good look at her body. A long prismatic mane that came down to her waist framed her face perfectly, soft full kissable lips and a small mischievous glint in her eyes, “Is it my height?” Celestia knew she towered over other ponies considering she stood 6 foot 5 inches in height, even the tallest pony she knew only stood 2 inches shorter than herself.

She examined her reflection closer, and wondered if Dusk didn’t like big mares but quickly dismissed the thought, her own sister was J cup so that couldn’t be the case. Celestia looked down at her huge full breasts, she gave one of them a squeeze which caused her to let out a small moan.

“H-haah...I-I guess it has been awhile...” Celestia moaned, surprised at her own sensitivity. Celestia’s gaze travelled further down, she admitted she was rather plump but she did enough exercise to keep in shape, it was just how her frame was. She had wide foal bearing hips, which she knew her sister envied her for and seemed to catch the guards attention when she walked by them, even if they thought she wasn’t looking.

She turned around so she could she her full plump plot on display in the mirror. She gave it a firm squeeze, and left out a satisfactory grin at it’s softness to the touch. She squeezed her soft plush backside again before giving it a quick slap, which caused her plot to jiggle slightly.

“I just don’t get it.” Celestia muttered to herself, “I’ve been the fantasy of many a stallion and mare alike, so why doesn’t Dusk see me that way?”

Many a perverse thought came to Celestia’s mind, causing her to grin.

“Maybe I could just order him to worship his princess.” She considered the thought, “or should I teach him more than just magic? I’ve always had a soft spot for student-teacher romances.” She bit her lower lip, and rubbed her thighs together, “I can see it now, a naughty student sent to the Principal’s office, and the delicious punishment she would give him...” She quivered at the thought, unconsciously her hand started to trial down until it reached between her legs, “And the risk of getting caught...h-haaahh!”

Celestia couldn’t help herself as she fell back on her bed, rubbing and teasing herself as she drifted off into her own personal fantasy.

“I-I...I could order him to eat me out under my desk while I dealt with those damn stuck up nobles.” She smiled at the thought, as she threw her headback and let out another blissful moan as her own touch was getting rougher by the moment, “I could tie him up, rut him senseless and keep him all to myself.” Celestia drove herself further into a blissful pleasant madness at each fantasy she could come up with. She bit down on her lip, as she tried to hold back a moan.

Each skilful caress of her wet sensitive marehood drove her further and further toward her climax. She let herself get lost in her own lustful daydreams, and let wave after wave of pleasure wash over her.

“O-oh Dusk...” She cooed, “R-right there...fuck your princess...oh f-fuck...” She could feel herself build up to a climax, and to the attentive observer the sun seemed to shine a bit brighter. “Oh...n-no...I-I’m going...I-I’m going to....HAAAAAAHHHHHHH!!!!!”

Celestia quivered and whimpered as her orgasm washed over her. She panted, and wiped the sweat from her brow...She sighed once she realised that it was all just that, a fantasy.

“...I just don’t get it...” She whispered to no-one, “Why doesn’t he notice me like he does Luna?”

An offer you can't refuse part 1.

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It was lonely in the library, and well a little too quiet for my liking. Shining and Cadance had went back to Canterlot before they headed back to the crystal kingdom, and Spike was out with Rarity and Sweetie Belle.

“Jeez what a hectic week.” I muttered, I was debating closing the library early today and go for a walk around town. Ever since my older brother left everything seemed to slow down to a crawl.

I had changed twice in the past two days, and I didn’t have another episode like I did with my brother and Cadance. If I have to guess the more often I change, then the less likely I am to lose control like that. I frowned at what this actually meant, I had no control over how long and how often I changed but there must be a pattern to it. The closest I have to a time frame is based on how long it takes between transformations, say if I changed into Twilight and stayed that way for say eight hours and I changed back after those eight hours then would it be another eight hours before I changed again?

I pondered this conclusion for a moment, then if that was indeed the case, what causes the changes to be so unpredictable?

I looked at the clock that hung on the wall between some bookshelves, it read just after half past one in the afternoon.

“Closing early today is definitely sounding like a good idea right now.” I chuckled a little, as I put a sign by the window that said the library was closed for the rest of the day.

I got changed into something a little more casual for a trip down the market, I don’t know why but I felt like dressing a little more daring. I caught a glimpse of my reflection in the mirror and gave a tiny smile, maybe Cadance was right I should be proud of my body. I stripped out of what Rainbow calls my egghead clothes, I shook my head and snorted at the name.

“Egghead huh?” I smirked, “Maybe I should change into something to shut her up?”

I got changed into a white sleeveless dress top that clung to my body and fell mid-thigh, I admit I felt a little awkward wearing something like this. The little curves I had were obvious in a top like this. I put on some jeans that hugged my hips and backside, and thankfully that...thing...between my legs was hidden well by my clothes. I did my make up, and mane. I debated wearing some glasses and decided to got for it. I finished up by putting on a short purple scarf around my neck.

I grinned when I saw my reflection, I made mental note to hunt down Rainbow later just to see her reaction...maybe that was Twilight talking there.

Luna had snuck out, she knew her sister was expecting her to do so during the night so she decided to do it during the middle of the day. It surprised her how easy it was to sneak past the palace guards, well at least she had an excuse should her sister find her.

Luna had a plan, a rather simple one but one she was sure wouldn’t fail...at least due to somepony interfering. If Dusk said no, then the offer she had in mind still stands. The plan question was to simply convince Dusk to become her student instead of Celestia’s. Luna knew her sister would find out eventually, as the second Dusk accepted Dusk would lose all rights and benefits of being Celestia’s student. To be fair as much as Luna knew Dusk never took advantage of those benefits.

Luna never doubted her sisters teaching ability, after all Celestia had taught her most of what she knew. So Luna could teach Dusk how to expand on that for one.

There was however a catch, depending on how you looked at it. As she was the princess of the night, a different sort of pact would have to be made. With Celestia it was more of a traditional bond of mentor and student, like what happens in most places of education today. Luna however would have to take Dusk on as an apprentice, which was a lot more...intimate so to speak.

“You’d think the same disguise would not have worked twice.” Luna deadpanned, “Maybe we shall bring this up with our sister the next time we see her.”

As I walked down to the market, I noticed I was getting a few funny looks from some of the ponies I passed by. It was like they were wondering if I was new to Ponyville or have they seen me before, I wasn’t going to say anything so they would have to figure it out themselves.

The market itself was busy, as it typically was at this time of day. AJ and Mac seemed to be struggling with dealing with so many customers, well Mac more as he seemed to be swamped by mares swooning and fighting over him. I frowned at their stupid behaviour, could they see they were making him uncomfortable.

“U-umm could please c-calm down...” A familiar shy pony spoke up as loud as she could, “T-that is if you don’t mind...” As to be expected poor Fluttershy was ignored by the huge crowd, I doubt anypony even heard her over the racket they were making.

“Well what do we have here?” Another far more annoying voice spoke up. I turned around a realised it was Iron Lance, that idiot of a stallion who harassed me the other night. He was accompanied by a young colt who looked no older than 8, given the resemblance I would guess that he was his son.

“What do you want Lance?” I asked, “Don’t you have somepony else to bother?” The small colt looked up at his father in confusion.

“Iron Lance!” Another mare spoke up from behind the pair, which caused Iron Lance to freeze in his tracks before he could say anything, “I thought you knew better than this! What kind of example are you setting for Flash and Kindling?”

The mare in question stood a head shorter than Iron Lance. She had a golden brown mane and tail, a dull shade of light blue plush fur, bright golden brown eyes. Her cutie mark clearly marked her as an artist. She was accompanied by a small colt who looked the same age as Iron Lance’s son.

“I’m terribly sorry about my friend here.” She apologised, “He can be a bit too much of a hard headed idiot sometimes.”

“It’s not a problem.” I replied, “I really haven’t got a clue what his problem with me is.” I shrugged, “It was a pleasure meeting you but I’ve got help out over there.” I pointed over to the apple stand swarmed by fanatic mares.

“Are the apples really that good?” She asked, not quite getting what the problem was.

“You could say that...” I trailed off, to be fair she wasn’t exactly wrong.

Fluttershy, AJ and Mac were having a hard time fighting off the crazed mares.

“Gosh darn it Mac! Why’d ya have to come now with the delivery!” AJ shouted at her older brother, “Could ya have least left yer shirt on!”

“Um...I-I’m not complaining...” Fluttershy squeaked, “I-I...uh think he looks rather handsome with out one...”

“...” Mac shook his head, “Well could yer blame me? It’s too darn hot out today.” AJ could barely hear her brother over the wolf whistles and squeals of all the mares around them. I took a moment to survey the situation, and grinned a little evilly as an idea came to mind.

“Hey what’s going on here?” I asked with a smile, “There’s so many ponies here, oh I know is this...a party without Pinkie Pie?” The exact second I had said that last word, everything went silent. Everypony froze in fear at the utter hell that was about be unleashed.

The silence rung heavy on the air, nothing dared to make a sound not even the chirping of the birds. One pony noticed a glass of water slowly shaking as the oncoming pink doom was soon to fall upon them.

“I suggest you all start running.” I said with a sincere smile, and not a moment sooner everypony began running for their lives with the exception of myself, Fluttershy, AJ and Mac. They all were out of sight with in a few moments, I looked over the horizon and giggled, “I may have set a new record there.”

In a utter flash of speed that would make Rainbow jealous, a pink blur stopped between us and looked around.

“Heya Duskie where’d the party go?” Pinkie Pie asked, bouncing around like a hyperactive child. I simply smiled and pointed in the direction everypony had run off to, “Thanks Duskie, now if ya excuse me I got a party to catch!” And in another pink blur she went after the crowd of mares that was hassling Mac, Fluttershy and AJ.

“It’s darn scary how she can do that.” AJ commented, “Ah’m grateful for the assist there Dusk, but don’t ya think that was a tad harsh?”

“Maybe, but it was all I could think of on such short notice.” I admitted, I looked in the direction Pinkie had run off to, “I’d give them ten minutes tops before Pinkie catches up to them all.”

“Um...I have to ask but why are you dressed like that Dusk?” Fluttershy asked timidly. I kind of grimaced a bit at this question.

“The accident I had a couple of weeks ago kind of had a few side effects Fluttershy,” I explained as best I could.

“Ah’m not complainin’” Mac spoke up, “I rather like Dusk’s new look.” I kissed Mac on the cheek for the compliment. Fluttershy just went bright red as a particular thought came to her mind.

“Snap out of it Flutters.” AJ clicked her fingers, snapping Fluttershy out of her fantasy, “Ah swear yer need to lay off the anime a tad.”

“W-when did this happen?” Fluttershy squeaked, “I-I mean if you don’t mind telling me.” I smiled at Fluttershy’s panic of being caught in her own world again.

“We’ve been together a little while now.” I explained, leaving out some of the more crucial details, “You weren’t interested in him were you?” I was worried a little that Fluttershy would be heartbroken when she found out.

“Erm...Macintosh and I have never really saw each other more than close friends Dusk. I mean we dated a little when we were younger but it just didn’t work out between us.” She explained.

“What why?” I inquired, “I always thought you two would make a cute couple.”

“Yer just saw how those mares went all crazy over me Dusk,” Mac spoke up, “Somepony found out about me and Flutters, and they all started harassing her. So we decided to split up so she wouldn’t be hurt by them. Ah personally saw to the asshole who couldn’t keep his trap shut.”

“Iron Lance?” I wondered.

“Eeyup...” Mac replied, “Besides we...kinda have an agreement of sorts.” Mac hesitated, I looked confused not quite getting what he was getting at.

“What mah older brother is trying to say is that he and Flutters are friends with benefits, yer get me Dusk?” AJ explained, I didn’t know what to say to this.

“Please understand Dusk, I do want a relationship with you.” Mac continued, but I cut him off and said something that Twilight would be proud of much to my chagrin.

“Well if that’s the case I don’t mind if I join from now on.” I gave a awkward grin, and everypony just looked at me in complete utter shock. Mac was about to say something but was cut of by a happy squee and the sound of a thud.

“Flutters, ya’ll okay there?” AJ asked her shy friend as she lay on the floor with a happy grin on her face.

An offer you can't refuse part 2.

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“What do you mean my sister has snuck out again!” Celestia demanded to know how her own palace guards had managed to let her sister slip by in broad daylight, “How? How could a castle full of the finest trained soldiers in all of the kingdom let one pony slip by them in broad daylight?” Celestia fumed, and rubbed her temples. She wondered if her sister was getting more sneaky in her attempts to get out of the castle.

“I-I’m sorry your majesty I assure you it won’t happen again.” The soldier in question, “W-we honestly didn’t expect Princess Luna to pull such a feat during the day.”

“Fine, but mark my words I want the Captain of the Guard to be notified of this, and I want to see him in an hour about a new training session I have in mind for events such as this.” Celestia gave the guard the sternest look she could give, “Now go!” The guard in question hurried off as he was ordered to.

Celestia sighed, and wondered just what her sister was up to sneaking off during the day of all things.

“She’s usually asleep at this time of the day.” Celestia shook her head, “Oh Lulu you haven’t changed at all, even after all these years.”

I finally got back home after helping Fluttershy, AJ and Mac clean up all the mess those mares had made of the stall. I couldn’t believe I said that to Fluttershy of all ponies, but still Fluttershy and Mac used to be a couple.

“Phew so much for being a slow and dull day.” I chuckled a little, and shook my head. I was about to get something to eat when I heard a knock on my door, “Who is it?” I opened the door and saw a small shy looking mare, who looked familiar to me somehow...

“Um...can we speak in private?” She asked, I nodded and let her in after finally realising who it was.

“Erm...to what do I owe the pleasure Luna?” I looked around fully expecting Celestia to appear any moment.

“Dusk, you and I.” Luna spoke as she took a seat on the couch, “We need to talk...well about us.” I sat down beside her wondering exactly what this could lead to.

“Us?” I gave her a confused look, “I...I’m not sure what’s going on Luna. Where’s Celestia? Doesn’t she usually accompany you during visits.”

“I snuck out so we could talk in private.” Luna explained, “Look I’ll be frank and say I know that you’re in a relationship with Macintosh. To be honest I felt a little heartbroken, and I didn’t like my sister getting in between us.”

“Luna...I...” I honestly didn’t know what to say. Luna placed a finger on my lips to shush me.

“Please...just hear me out.” Luna pleaded, “I know I can’t come in between you and Mac, and I don’t intend to. Cadance told me everything Dusk, and I was left wondering how I could help you, when my sister refused to.” Luna paused for a moment, “I finally came up with something, and it’s something that can’t be taken lightly Dusk, so please just listen until I’m done.” I nodded my head, and listened intently, “I know you’re Celestia’s student, but lately...” She trailed off, I knew fine well what she was getting at and to be honest I was getting sick of Celestia being so strict with me for whatever reason, “I don’t know what’s going through my sister’s mind, but I know she’s not been the best mentor to you lately.”

“...” I nodded my head knowing that she was right.

“What kind of mentor refuses to help you when you need it the most?” Luna asked me, “I can’t stand it Dusk, I can’t stand not being able to help you because my sister wants to keep us separate. So I decided to ask, would you like to become not my student, but my apprentice?”

“A-are you sure about this Luna?” I asked.

“Dusk you’re too old to be my student, but an apprentice is a different matter.” She explained, “I can teach you everything Celestia can, and things she can’t Dusk. The very nature of your magic is tied to the night sky Dusk, just like mine is then again I doubt Celestia told you this when you became an Alicorn.”

“No...she never mentioned that.” I shook my head, “This...this is something big Luna. What about Celestia...even after all this, she’s still like a mother to me.”

“Dusk I know that.” Luna continued, “This is the only way I can help you with out my sister interfering.” I took a moment to consider what she was saying.

“There’s more to this isn’t there.” I asked Luna, she just nodded her head.

“An relationship between master and apprentice varies.” Luna explained, “I’m a Alicorn of the night Dusk, which means our relationship would be intimate.”

“Wait what?” I exclaimed, “You mean we would...you know...”

“Yes Dusk, I would have to take you as a lover. It would be the same if Cadance was offering you the same thing.” She continued, “Sex is just one of the many things associated with the night, it’s as much of my domain as it is yours Dusk.”

“L-Luna...I-I...” I stuttered finally realising what Luna was getting at.

“Dusk...” Luna leaned forward and began closing the distance between us, “I know you love Macintosh, and I can tell you he loves you just as much. After this I want you to talk to him about all this, as your lover he deserves to know. So I’ll ask you will you become my apprentice?”

“Do it!” A familiar voice echoed in my mind, “Do it for your sake, Duskie!”

The next thing I knew I was kissing Luna with a passion I didn’t realise I had. We lost track of time as we kissed, nibbling and biting each others lips as we seemed to lose ourselves with each other. I couldn’t help myself, I could feel that warmth starting to build up again.

“Luna...I-I...” I panted, “I’m starting to change...I-I can’t help myself.” Luna silenced me as she continued to nibble on the nape of my neck.

“Then change...” Luna said softly, “Even if you turn into Twilight, you’re still you. I want you...every part of you. I’ve wanted this Dusk, I’ve wanted this for so long...” Luna removed my scarf and dress top, exposing my bra covered breasts to the air.

Luna trailed her kisses down from my nape to my chest, as one of her hands found their way down into my jeans. My stallionhood was already gone, replaced with a tight moist marehood that was begging for Luna’s touch.

“You’re so beautiful Dusk,” Luna whispered, her silky touch and caress was driving me crazy. I could feel my bra straining under the pressure of my expanding breasts, “You shouldn’t be ashamed of your body.”

“H-haah!” Luna gave a quick flick of her wrist and my bra was cast aside as my breasts continued to grow, and soon my hips and backside began to grow too. Luna stripped me of my remaining clothes allowing the rest of my body to grow unimpeded.

“That’s right Dusk, just embrace the change.” Luna cooed, “Accept who you are as whole, not just one part of you.” Luna began to strip down, exposing her nude body for me to see. Everything about her entranced me, from the soft rise and fall of her breasts as she breathed, the soft sway of her hips as she walked towards me and the silky tone of her voice.

“L-Luna...” I mumble out as my voice became more and more feminine.

“Savour this feeling Dusk,” Luna pleaded, as she kissed my thickening thighs, “Let all that passion flow out from deep inside you.” Luna began licking my clit with her tongue, causing me to let out a sudden yell of pleasure...was she drawing glyphs and runes with her tongue.

“H-HAAAAAAAAH!!!!” I gave a cry of pleasure, as she ran through every symbol again and again. The combined sensation of the addicting fire that washed over my body, and the pleasure Luna was giving me was overbearing.

All of a sudden the pleasure stopped, I looked down at Luna who was giving me a playful look. She took my hand and in an instant we found ourselves on my bed with Luna straddling me.

“Now my cute apprentice, why don’t we let the real fun begins.” Luna let out a sweet sultry laugh.

“Oh where is my rebellious sister?” Celestia groaned, “It’s nearly nightfall and she still hasn’t comeback yet.” She paced back and forth impatiently, until she stopped mid-step and an unusual feeling washed over her. She wasn’t quite sure what that feeling was exactly but it felt like she had just lost something.

If she had to describe it, she would say it was like something was broken and reforged anew. Broken in a way that couldn’t be repaired no matter how hard she tried.

She walked outside onto the balcony of her room, and she looked up into the evening sky. Was it just her but did the stars seem to shine a little bit brighter that usual, and the moon seemed to be doing the same as the sun was setting. It was a kind of harmony she nor Luna could achieve on their own...

“Oh...no.” Celestia panicked, “That rebellious sister of mine! She just had to didn’t she! I told her to stay away! Of what part of that didn’t she understand! Dusk is my student! MINE! How dare she take him away from me!”

Something inside Celestia had snapped, maybe it was everything she had held back over the years combined with her own personal feelings. She shook with rage, and then just stopped.

“Oh silly, silly Lulu...” She let out an uncharacteristic giggle, “Duskie is mine...mine, mine, all mine...” Celestia took off towards the Ponyville Library, fully intent on claiming her student.

“OH FUCK LUNA!!!” I screamed, as Luna seemed determined to tease and deny me my release, driving me further and further into a world of bliss I’ve never experienced before. Her teasing touch was getting too much for me to take, but she stopped entirely, “...W-wha? W-why’d you stop Luna?”

“It would seem my sister has found me.” Luna stated, “I doubt she will be happy about this.”

“Erm would you kindly uncuff me Luna?” I asked, “I can’t move here, and I’d rather not deal with Celestia like this.”

“Oooh Duskie!” Celestia called out, letting out a mad giggle, “Oh my this place reeks of sex, has my silly little sister and my student been such naughty, naughty ponies?” Celestia noticed the scattered clothes, “Oh Duskie if you wanted someone to play then you should have just asked.”

“S-Sister is that you?” Luna peaked her head around from my bedroom, looking shy hoping her sister wouldn’t be too angry with her, “A-Are you angry with me?”

“Me angry?” Celestia was taken aback as she climbed the stairs, “No my sweet sexy little sister! If you wanted me to share my Duskie, then you should have just asked.” Luna backed herself into my room, with Celestia following soon after.

“Celestia?” I asked, “Are...are you alright?” Celestia didn’t seem like herself, I would have thought she would have been much angrier.

“Oh no my sweet little Duskie.” She reassured with a happy smile, “I’m fine, but I see my Twilight has decided to come out and play. I hope my silly little sister didn’t cause you too much trouble.”

“S-Sister?” Luna gave her sister a concerned look.

“You’ve got some nerve Lulu...” Luna was taken aback by Celestia’s change of tone, “You need to learn, that Duskie is my student, my protégé, he is mine...you hear me Lulu...HE IS MINE!!!!” Luna was shocked to see her sister like this, “HE’S MINE!! MINE! MINE! MINE!!!” Celestia went quiet again, and bit down on her lip, “I can smell my Duskie on you Lulu...heh, I know how to deal with ponies like you...”

With all her effort Celestia tore off her clothes, threw her crown aside and pinned Luna against the wall, and pulled her into a heated kiss.

“You taste like my Duskie, so I figured since you fucked my Duskie, I’ll fuck you my dear sexy little sister.” Celestia gave Luna’s breasts a hard possessive squeeze, causing the younger princess to let out a moan, “That way even if you fuck my Duskie, he’ll still be mine...all mine.”

“S-Sister please...s-stop this!” Luna demanded, “This isn’t you!”

“Princess please that’s enough!” I tried to restrain Celestia, but she threw me back on the bed and pinned me.

“Oh it’s always princess this, and princess that!” Celestia spat out bitterly, “Do I look like a fucking saint?!” Celestia growled out, “It’s always somepony bitching about how I can help them! Well fuck them! Fuck being a princess! Can’t I have one thing! One fucking thing to myself! Is that too much to ask?” Celestia kissed me with all the passion and possessiveness she could muster, “When you came of age I should have just fucked you senseless, made you mine, all those other hussies didn’t deserve you...I love you Duskie, I need you...” Celestia grabbed my hand placed it on one of her large full breasts, “I want you to be mine and no one else’s...” Celestia began to cry, “But you wouldn’t notice me, it was always about Lulu...tell me why does she get your attention while I don’t...”

Like a mother, not a lover.

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I just stared at my former mentor in disbelief, I couldn’t believe she was saying all this and acting the way she was.

“S-sister stop this at once!” Luna demanded, “This isn’t like you.”

“S-shut up Lulu!” Celestia shouted back, “W-why did you have to take my Duskie away from me? You should have just stayed away from him.”

“No I won’t Celly.” Luna argued back, “I did the only thing I do to help my apprentice and one of the few friends I have with out you interfering, seeing you seemed to be refusing to help him!”

“S-shut up! Shutupshutupshutup!!” Celestia shook her head and covered her ears, “Duskie is mine, minemineminemineminemineMINE!!!!”

“Stop this Celly!” Luna demanded, “Can’t you see you’re acting like a foal throwing a tantrum!” Celestia stopped, seemingly hearing her younger sister’s outcry.

“...” Celestia said nothing, “Oh by the sun...I want you so much Duskie, I need you...I love you as much as Lulu, why couldn’t you see that Duskie?”

“C-Celestia?” I looked at Celestia confused, “Y-you’ve always been like a mother to me...so I never...”

“D-do...Do you want me to be your mommy?” Celestia asked, “I-I’ll take good care of you...I’ll love you in more ways a mother could...”

“Celestia snap out of it!” I shouted, Celestia seemed to be surprised that I had actually shouted at her. Luna seemed to be just as surprised as I was.

“Oh my dear sexy Duskie...” Celestia seemed to be ignoring me again, “I should tie you up and just fuck you until you love me, and only me.” She let out a laugh, “I’ll fuck you until all you can do is think of how I fuck you, I want you to be mine and only mine.” Celestia went off in her mad train of thought again, “Mine, mine, mine, mine...all mine!”

Celestia used her magic to throw Luna on the bed beside me, and pinned us both down. She let out a low chuckle.

“Now I think it’s time I make you mine, Duskie!” Celestia grinned, “Prepare yourself!”

“Celestia please! You’re scaring me!! I don’t want this!!” I cried out, Celestia just stopped in her tracks.

“W-wha? W-where am I?” Celestia looked around confused, seemingly back to her normal self. She turned towards myself and Luna, naked on my bed and pinned down by Celestia’s magic, “Oh by the stars no what was I doing!?”

“S-sister are you alright?” Luna asked concerned, “And could you release us?” Celestia squeaked and released the spell that was binding us.

“Lulu what happened? I-I didn’t lose it again did I?” Luna sighed and nodded, “Oh by the heavens no...”

“H-has this happened before?” I asked Luna and she just nodded refusing to tell me any of the details. I decided it would be best if I didn’t press the issue any further.

“I-I’m so sorry Dusk...Twilight...” Celestia apologised, “I-I don’t know what came over me.”

“Sister was what you said true?” Luna asked, “Do you really feel that way about Dusk?” Celestia said nothing and just nodded, clearly ashamed of what she had just tried to do.

“Why Lulu...why did you have to take my student away?” Celestia asked, “Was...was it wrong of me I wanted him for myself? I love him Lulu, I love him more that you could imagine...but I always had to be the perfect princess, a shining example to ponies everywhere...”

“S-sister I didn’t know...” Luna and I looked at each other, neither of us had any idea Celestia felt this way.

“How could you?” Celestia let out a bitter laugh, “What would you have said if you found out your sister had fantasies of fucking Dusk on every possible surface available in the palace. By the sun the thought of him making me scream his name in the throne room is enough to get me wet.”

“C-Celestia?” I looked confused, did I really just hear her say that?

“I-I know I’m like a mother to you...” Celestia trailed off, “But I wanted you so badly, I craved you...I’ve lost count of how many dreams I’ve had of you just making me yours. I could fuck every single guard I have if I wanted to, have my own personal harem, but in the end I just wanted you.”

There was an awkward silence between us, neither Luna or I had anything to say about this. I never expected Celestia to act the way she did, or like this for that matter.

“When I saw the moon and stars shine in harmony, I knew what my sister did and that I had lost you.” Celestia continued, “I had nothing to fear about Macintosh...but Lulu? Something inside me just snapped.”

Luna and I looked at each other in complete confusion, honestly I was still getting over the fact my former mentor acted in such a way.

“Look at me...” Celestia averted my gaze, “You must think I’m petty, becoming so jealous of my own little sister, I lost my mind...”

“Celestia...is what you said true?” I asked her, she said nothing and nodded slowly. I sat down beside her unsure of how to put this, “I’m sorry Celestia, but I just don’t see you that way. You were always like a second mother to me and Duskie.”

“Then why forsake me as your mentor?” Celestia asked, I sighed I wasn’t sure how to answer this with out hurting her feelings.

“Do you remember what you said Celestia...about Duskie having to learn to live with what has happening to him?” I asked, Celestia nodded wondering what I was getting at, “...I...no Duskie needed your help more than anything...and you just tell him to live with it.”

“...” Celestia looked ashamed, “It’s no wonder he stopped writing to me...”

“Do you know how hard this was to explain to most of my friends? My older brother and sister-in-law?” I continued, “What about my parents? What are they going to say about this? Do you even know what all this has done to Duskie’s body?”

Luna stood there silent, as I got everything off my chest. It hurt her to see her elder sister in such a state, but it was too late and now Celestia was paying for her mistakes.

“I hope you understand that the relationship between Luna and her apprentice is an intimate one Twilight.” Celestia asked, “...You two are good for each other, and I was so foolish not to see it. I wonder how many ponies could say they have such a relationship in this day and age.”

“I still have to explain all this to my coltfriend...” I hesitated for a moment, “But given how weird our relationship is...” I didn’t bother finishing my sentence, it was just something for another time.

“I see...” Celestia said quietly, “I...I think it would be best if I go before I do something regret even more.” Without another word Celestia had vanished in a blinding flash of light, leaving Luna and I alone once more.

Celestia had returned to her own private chambers, she felt so ashamed of herself for losing control like that. Dusk loved her like a child would their mother and nothing more, but even if he didn’t say it she could tell he was angry at her for basically abandoning him when he needed her the most.

Celestia remembered exactly what she had said and tried to do, and she knew it was the truth. In one moment of jealousy she had all but destroyed Dusk’s image of her.

It would take some time, but she silently vowed that she would be there for her former student and support him as much as she could. If she couldn’t get him to love her like she loved him, then she would love him a like a mother no matter how hard that maybe.

Right now however all she wanted to do was cry...

A Hospital Visit.

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“I’m really grateful that you came with me Mac.” I thanked Mac, “I’m surprised that you could find the time to, I know how the farm keeps you really busy.”

“Don’tcha worry yerself about it Dusk.” Mac smiled, “Besides Ah reckon AJ can handle it herself. Ah’m surprised we have to go all the way to Canterlot for the Hospital though.”

“Well that’s where my family doctor is.” I explained, “I can just imagine what she will say when she see’s me now.” I sighed, “It’s been one hell of weird week for me.”

“Really? Twi hasn’t gotcha in to any trouble has she?” Mac asked raising a brow. I wasn’t sure how to explain this to my coltfriend.

“Well aside from Luna becoming my new mentor.” I hesitated, “I kind of figured something out about my changes Mac, and it worries me.”

“And what’s that Dusk?” Mac inquired, wondering how this could worry Dusk that much.

“I need to change often Mac, if I go without changing for so long...” I hesitated again, “I lose control and go into a lust driven frenzy.”

“Does anypony else know?” Mac asked, “Ah mean that is very serious.”

“Only my brother, Cadance, and Luna know.” I explained going bright red from embarrassment, “Luna is the only who can help though, and maybe you...now.”

“Why not Shining and Cadance?” Mac asked out of curiosity, I remained quiet out of shame, “O-oh...r-right...”

“I-I hope you don’t think less of me for what happened.” I said quietly, Mac just kissed my forehead.

“Nah Ah kinda get it, AJ and Ah are the butt of all the incest jokes from the ponies that don’t like us.” Mac explained, “Best one Ah’ve heard is that they think Applebloom is mine and AJ’s kid.” He let out a snort of amusement because of the utter stupidity of someponies.

“I’m glad you don’t think less of me because of all this.” I stated, utterly relieved, “I think Luna will be able to help me keeping that under control.”

“How so?” Mac raised a brow, “She got some kinda spell that stops yer losin’ it?”

“Umm.” I hesitated, “Luna had to take me on as a lover, for me to be her apprentice. Apparently sex is a big part of some of the rituals of the night, it’s just part of the apprenticeship and nothing more...I-I swear.”

“Oh really?” Mac got a devilish grin, “Well maybe Ah might want to see what she has to teach yer.” I blushed as he whispered that into my ear.

Canterlot was quiet given the time of the morning, I was worried we might run into my parents. I don’t think I’m ready to explain my appearance to them just yet, never mind the fact I’ll suddenly jump the gender gap at random.

We finally arrived at Canterlot central hospital. The reception was huge, much larger than I remember it being but then again it has been a few years since my last visit.

“Hello...” I greeted the receptionist, “I have an appointment to see Dr Rainheart.”

“Could I get your name please so I can let her know.” The receptionist asked in a polite friendly tone.

“D-Dusk Shine...Dr Rainheart is my family’s doctor.” I replied, the receptionist did a double take. I could take a good guess what she was thinking...she was clearly expecting something else.

“Is the stallion beside you going in with you?” She asked, I nodded blushing, “Okay than I’ll let the Doctor know you’re here to see her.”

We waited in the reception, I couldn’t help but notice the glances I was getting. Should I have worn something different? I was wearing a pale yellow summer dress, a matching scarf and maneband, and a light amount of make up.

“Dusk yer okay there?” Mac asked, concerned about all the glances I was getting.

“I-I’m just a little nervous...” I replied, “There’s a lot of ponies who know me by my reputation alone, I should have figured I would have attracted a lot of attention.”

It was somewhat of a long wait, before the nurse called me and Mac into Dr Rainheart’s office. She was going through my medical file, as she greeted us not fully paying me any attention.

“So Mr Shine how can I...help you...?” The doctor looked up at me slack jawed, “I-I’m sorry miss but...o-oh my...” The doctor finally recognised me, “Oh my Dusk take a seat please.”

Mac and I sat down, and I explained what had happened, even the parts about Twilight though I left out the parts about all the sex. The doctor listened intently to my problem.

“Right would you mind following me Dusk, I need to give you a full examination before I come to any conclusions as to what should be done.” I followed her into a private examination room which was in the next room over. “Right Dusk I’m going to need you to strip down out of your clothes.”

I did what was asked until I was completely nude, out of shyness I covered up breasts and...that thing...between my legs that marked me as a stallion. The doctor raised a brow, but said nothing.

“Right Dusk, I ‘m going to take a few measurements alright?” I nodded, and she did exactly that much to my embarrassment. A few moments later she had finished, “Well you’ve obviously lost some height, but the wider hips and the development of breasts is something to be worried about. I’m not detecting any magic that shouldn’t be there...so you don’t have to worry about changing any further than you have, other than this transformation you told me about.” I felt a little reassured hearing that, “I don’t doubt you could reverse this with magic, but it would be pointless as your body will just revert back to this over time.”

“Is the magic doing this that strong?” I asked.

“Dusk I’m sorry to be one to say this but you’re going to be like this for the rest of your life.” There it was, I know I have heard it before but I hoped there was some way to undo all this but the cold bitter truth was something I didn’t want to hear.

“N-no...I-I don’t want to be stuck like this!” I cried, “T-this isn’t fair...”

“Dusk I know you didn’t want to hear that,” The doctor continued, “but it’s the truth. Just because you look like a mare isn’t something you can’t learn to live with, you’re still a stallion.”

“...” I said nothing, my silence echoed throughout the room.

“Dusk?” The doctor gave me a worried look.

“...I-It’s not that...” I said quietly, “I-I don’t want that thing between my legs, I just feel so confused right now I know I’m a...s-stallion, but I’m just as much a mare as you are.”

“Dusk...” The doctor spoke up, “How long have you been feeling like this?”

“...” I hesitated, trying to word my thoughts carefully, “Ever since I became an Alicorn. Everpony notices the princesses, but I’m a prince and no one pays me any notice unless I screw up in the most major way possible. When I’m Twilight everypony pays attention to her, I could walk by and nopony would notice. The only reason ponies here in Canterlot know me is because I was Princess Celestia’s student.”

“I see,” The doctor stated. “Now Dusk...I have to ask how many sexual partners have you had, even as Twilight?”

“...” I paused for a moment and blushed, “Four...technically five, but that was something that went too far. All but one was as Twilight. Mac is my current partner.”

“I’m sorry to say this Dusk, but there’s really nothing I can do...” The doctor explained, “For all intents and purposes you’re perfectly healthy, but, should something happen, here’s my private number. Please let me know as soon as possible.”

“I will doctor, thank you.” I got dressed and left the hospital with Mac.

On the train back, we got a private carriage and Mac was worried about me, as I hadn’t spoke a word since we left the hospital.

“Dusk yer okay there?” he asked concerned, “Yer’ve been awfully quiet since we’ve left the hospital.”

“I’m just thinking...” I answered, “The doctor said I could reverse the change with magic, but I would eventually revert back to what you see now. It’s more or less pointless to even try it.”

“Ah’m sorry yer had to hear that.” Mac stated, “At least it can’t get any worse right?” I nodded in confirmation.

“Mac...” I asked going bright red, “All the times we’ve...you know...I was always Twilight wasn’t I?” Mac nodded, not sure to what I was getting at, “Then just this once, could you let me do this...”

I pulled Mac into a kiss, silently pleading that even it was just this once I wouldn’t change into Twilight like I usually do. Mac was surprised as I was, as my hands drifted down to his crotch and began to message him through his slacks. I could feel his stallionhood getting harder by the moment, and I made my way down and unbuckled his belt, and undid his fly freeing him.

“D-Dusk...” Mac groaned out, as I rubbed his throbbing cock against my cheek. I kissed, licked and nibbled his shaft before taking it into my mouth. I teased him a much as I could, awkwardly bobbing up and down as I sucked him.

Mac looked down, knowing full well who was on their knees giving him a blowjob. He wondered if Dusk always looked so sexy, and was silently surprised he hadn’t turned into Twilight. Mac knew most mares back in Ponyville would kill to be doing what Dusk is currently doing, and not one of them interested him, how could they after what they did to Fluttershy.

“Mmmphf...mmm!” Mac groaned as the cute and sexy feminine sounds Dusk was making was driving him insane, as Dusk was going to town on his shaft, “Mmphf...mmm! Mmmphf!!”

To Mac Twilight was pretty much a sex goddess incarnate, but Dusk? Mac was definitely sure he could give Twilight a good run for her money.

“H-haah...by the stars...” I panted getting my breath back, “F-Fuck you’re so big...I can feel your cock throb while it’s in my throat.” I took his shaft in my once again, determined to make him cum for me.

“D-Damn...Dusk...” Mac groaned again, “D-do yer know how many mare’s would kill to be where yer are right now?” I let out a muffled giggle, and continued worshipping that cock of his, “Oh f-fuck...Dusk...” I could feel his cock build up and throb in my mouth, he was getting so close which only served to make my suck him all the more. I gave his balls a gentle squeeze which drove him under the edge. With a roar of pleasure, I could taste him as he exploded in my mouth, I swallowed as much as I could until he finished. “H-holy fuck...” Mac panted, “D-Dusk...?”

Mac looked down and was greeted with the sight of me crimson faced, my mouth wide open showing him how much he came in my mouth before I swallowed it. Mac looked at me wide-eyed in surprise.

“Do yer have any idea how much Ah want to rut you right now Dusk?” Mac groaned, I gave him a teasing smile.

“Maybe some other time...” I grinned, “We’ll be arriving in the next couple of minutes.”

A matter of Family part 1.

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“What do you mean our son Dusk was seen at the hospital?” A middle-aged mare questioned, she frowned at the apparent news.

“I’m telling you Velvet,” The stallion she was talking to replied, “I’m sure it was Dusk, he was all dressed up like a mare and he was with some stallion.”

Twilight Velvet looked at her husband in disbelief, and wondered why Dusk would be dressed up like that. She didn’t have anything against ponies who did that sort of thing, but her youngest son? She couldn’t help being concerned. Velvet hoped he would find a nice filly and settle down, but maybe that was just her being something of a traditionalist.

“Are you a hundred percent sure it was Dusk?” Velvet asked, “I’m pretty sure Dusk wasn’t into stallions Night.”

“Well why else would he be here in Canterlot?” Night Light argued, “The only other reason he would be here would be to visit us or the Princess.”

“Hm...” Velvet paused for a moment, “Well maybe a visit to Ponyville is due, I’m sure Dusk and Spike would be happy to see us.”

On the way back home from the train station, we ran into Rarity. I could see she was upset about something when she saw Mac and I together but before I could say hello she had ran off without a word.

“Jus’ give her some time Dusk.” Mac spoke up, as he stopped me from running after her.

“Do you know why she ran off like that?” I asked him.

“...Ah do, but...” Mac paused, “It ain’t mah place to say...”

“Maybe I’ll ask her later...” I replied, I couldn’t help but wonder if it was because I was with Mac.

As we walked through Ponyville, I couldn’t help but notice all the glares I was getting from the other mares we passed by.

“What did the doctor tell yer?” Mac inquired, “Yer never said anything about it on the train.”

“O-oh...well.” I paused for a moment, “The good news is I can reverse it, and it isn’t going to get any worse...but the bad news...it’ll be pointless to even try, as I’ll just revert back to this body eventually.”

“Ah see...” Mac thought for a moment, then saw my worried expression, “There’s something else ain’t there.” I nodded.

“I...don’t want to change back...” I admitted quietly, “...I never want to change back...”

“Dusk?” Mac raised a brow, surprised at what I had just admitted.

“Mac...” I continued, “...I never want to go back to being a stallion ever again. I don’t care what I have between my legs, and it’s because of Twilight we’re together in the first place. Every time we’ve been together...physically it was you and Twilight...” I paused for a moment, “What I did on the train, was the first time I did something like that without Twilight influencing me or turning into her.”

“So...ya’ll were worryin’ Ah was only with yer because of Twi?” Mac asked, I nodded slowly.

“I guess I kind of was...” I said truthfully, “I don’t want this relationship to be just about sex...and well could you blame me for being a little jealous of Twilight...and I...a-and...I-I...” I was beginning to feel that wonderfully addicting warmth slowly wash over me again.

“Dusk?” Mac recognised what was happening to me, “gosh darn it not in public...” Mac picked me up bridal style, and began running as fast as he could.

I could feel my breathing become heavier, and my heartbeat race as I squirmed in Mac’s arms. I had to cover my mouth so myself from moaning from the raging heat washing over my body, I wanted more, I craved more...I needed more of this feeling.

Mac ran as fast as he could to the home of the nearest pony he could trust, and hopefully somepony who wouldn’t judge Dusk for what was happening to him.

“Rares!” I pounded on the front door of her boutique, “Rares open up! Gosh darn it Ah need yer to open up right now!” The door was open by a very distressed Rarity, who’s cheeks were stained by the make up from crying.

“M-Macintosh...?” Rarity looked confused, before noticing me squirming in his arms, “D-Dusk? Oh my goodness what’s wrong with Dusk? Come on in!”

I couldn’t hold it back any more, this feeling was getting too much and yet I wanted more and more of it. I consciously reached down into my panties, and felt a relief when I felt something moist and wet.

“D-Dusk! T-this is hardly the time for this!” Rarity let out a disapproving glare.

“Ah...she can’t help it when she gets like this Rares,” Mac interrupted, “Trust me, ya’ll see why in a moment or two.”

I could feel it, the wonderful feeling of my body changing. My breasts getting larger and larger, just swelling up and stretching the top of my dress tighter as it showed more and more cleavage. Part of me hoped I would spill out of this dress, then again I was loving the way tightening fabric was rubbing against my sensitive puffy nipples.

Rarity watched on as her friend was going through some sort of transformation, she couldn’t believe how lewd Dusk sounded and the utter shock of how he was rubbing his crotch...like she had done many times in the past.

“O-oooh...” I moaned, my voice becoming more feminine by the second. I could feel my panties getting tighter and tighter, as my hips got wider, my sweet sexy ass getting plumper and plumper. I feel like a such a naughty sexy filly. I couldn’t help but put my swelling ass up on display, hoping it would entice Mac to fuck me...I could see him in the corner of my eye, and how hard he was getting in those slacks of his, “M-Mac...do you wanna fuck me with that big hard cock of yours?” I swayed my ass hoping to get his attention, “I’ve been such a naughty filly...” I gave Mac the cutest pout I could, but he wasn’t budging an inch from where he stood.

“DUSK SHINE! CEASE THIS LEWD BEHAVIOUR AT ONCE!” Rarity shouted, a bright crimson blush on her face, “H-HOW COULD YOU BE...SO...SO UNCOUTH!!”

I felt the final parts of the change finish as that wonderful feeling faded away, I ignored it as somepony had caught my full attention. I stood up as best I could and I glared at Rarity.

“I-it can’t be...y-you’re that mare from the other day...” Rarity stepped back, “W-Why are you glaring at me like that?”

“I’m still not amused with you considering what you did to Duskie Rarity.” I growled, “Though for Duskie’s sake I’m trying my best to forgive you.”

“J-Just what is going on?” Rarity slumped down on her knees more confused than ever. I sighed...well she was going to find out sooner or later.

Mac and I explained what was going on, while Rarity just looked completely dumbfounded. This change was something I hoped I could keep private for a little while longer, by the stars I dreaded my parents reaction to this.

“So let me understand this Twilight,” Rarity finally spoke up, “Dusk had an accident, a spell gone wrong to be exact and know he’ll turn into a beautiful, well endowed mare completely at random.” I nodded, “And not only that, the change itself is something Dusk can’t help but be addicted to.”

“Yes that’s it in a nutshell Rarity,” I stated, “I think only Pinkie and Fluttershy is the only ponies out of our friends who don’t know yet.”

“Dear do you have any idea how stressful this must be to Dusk?” Rarity asked, trying to regain her composure, “I’ve seen what these changes have done to his body.”

“I’m fully aware Rarity, and I’ve already discussed the matter,” I answered back, “I went to see my family doctor, and she told me there was no way to undo the changes...at least not permanently.”

“What if there was a cure?” Rarity asked out of curiosity, “Surely you could come up with one.”

“Rarity...” I hesitated, “Even if there was one, Duskie would destroy the cure the first chance he got, and I’m sorry to say I would destroy it as well.” This worried Rarity greatly, I could tell by her expression, “Both Celestia, Cadance and the doctor confirmed it, there is simply no way to undo this.”

“So this is what he meant by he had to learn to live with this...” Rarity sighed, and Mac just stared at me in shock, “There’s more isn’t there...”

“The longer Duskie goes without changing, the more intense the next change is going to be...and it’ll get to the point we’ll both be driven into a lust filled frenzy.” I continued, “I’ll more or less fuck anypony in the room with me when we get like that...It’s not something I’m proud of.”

“This really is a problem isn’t it?” Rarity commented, “Well like what I told Dusk, my offer of help still stands. Just please try to keep this private...a-as much as I enjoyed seeing Dusk like that...”

We said out goodbyes, leaving Rarity plenty to think about.

Omake:

“Well Ah better be goin’.” Mac pointed to the explosion of confetti and brightly coloured streamers in the distance, “It looks like mah sister could use a hand.” He deadpanned, if you listened carefully you could faintly hear Pinkie Pie and Rainbow giggling like crazy. Many of the passers by looked at the explosion, and shuddered recalling the events of the other day.

“Oh no Mac,” I grabbed in by the collar and dragged him indoors, “You’ve got something other than fields to plow first. Duskie had his fun on the train, now it’s my turn.”

"B-but Twi..." Mac tried to argue.

"No buts Mac," I giggled, "I saw how hard you were at Rarity's, you liked what you saw and now I fully intend on fucking you on every flat surface we can find."

A Matter of Family part 2.

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It was shining brightly, which was somewhat unusual for this early in the morning. I stretched and let out a yawn, I guess I must of crashed hard last night.

“Jeez I’m still a little sore.” I muttered to myself tiredly, “I guess Twilight gave Mac a good workout...” I couldn’t help, but let out a giggle. “Why do I have such a weird feeling something big is going to happen today?”

I thought back to what the doctor had said to me, and to be honest I really didn’t see the point of undoing these changes to my body, even if it was only a temporary solution. I might not admit it to anypony outside my closest of friends, but I love having this body...minus the obvious that clearly marked me as a stallion.

“It’s weird...” I sighed, “You’d think I wouldn’t need a mare’s body to be noticed...” I let out a bitter chuckle, I guess I should be grateful for that accident. Honestly I was worried that ponies would forget about me, and only pay attention to Twilight. It shouldn’t feel like a competition over my own body...

“Accept who you are as a whole, not just one part of you...” I recalled Luna’s words from the other day, “Twilight and I are one and the same...and yet we’re two different ponies. So I wonder how much of me is Twilight, and how much of her is me?” By the stars this was the kind of thinking that would give anypony a headache.

I turned my thoughts to Celestia, I swear I never even knew she saw me like that. All the times she kept Luna and I separate was because of jealously, and possessiveness. I always saw her as a voice of reason, but seeing that side of her...I could only guess what else she was holding back.

I don’t doubt my parents will eventually find out about all this, it honestly wouldn’t surprise me if somepony in Canterlot recognised me...

Was it so wrong of me I wanted to dress like a mare? Or that I wanted to be happy? I had loving coltfriend, friends who understood me, and mentors who were willing to help me...so why was I so worried about my parents?

Was I Dusk or Twilight? I guess that was the question that was bothering me the past few weeks. I could try and be a little more like Twilight, it was times like these I cursed my awkwardness.

I decided I would go out for breakfast, I would usually make it myself but I just wanted to get out this morning. I chuckled, maybe Spike was right I stay cooped up in my basement lab far too much.

I got dressed, I eventually decided on some blue hip hugger jeans, a white tube top, a collar that had a silver star hanging from it, and a little bit of make up.

It was bright and warm outside, typical for summer weather. I figured Rainbow had actually got her backside into gear and cleared the clouds with the weather team instead of lazing around like she usually does.

As I walked through Ponyville, I noticed I was catching the attention of some of the ponies I passed by. I glanced at my reflection, I wasn’t wearing something too revealing was I?

“Tch, he should be setting a better example, what would the princess think?” I frowned, there wasn’t anything wrong with the way I dressed. By the stars as like my mother Celestia is, she doesn’t decide on how I should dress.

There was plenty of other ponies muttering, as I continued onwards. Honestly it felt like I was being judged for every step I took, I was always under the impression they were a tad more open minded or did the incident with Zecora not teach them anything.

“Erm Dusk...” A voice called out, I turned to the source only to find the local school teacher Cheerilee. She seemed to be in a bit of a panic.

“What’s wrong Cheerilee?” I asked, worried. Cheerilee was usually one of the more calm and composed ponies i knew, but I wondered what had gotten her in such a panic.

“It’s Snails...I don’t suppose you’ve seen him by any chance.” Cheerilee panted, “I looked all over, but I can’t find him anywhere.”

“He hasn’t turned up at school?” I asked, “Snails was always getting into some sort of trouble but he’s never been one to skip school.”

“No he hasn’t Ms Cake told me she saw him sneaking around the market.” Cheerilee explained, “I’ve only just got here, so I’m going to ask around.”

“Erm...I don’t understand why Snails would skip school.” I honestly didn’t know what else to say, “If I see him I’ll let you know.”

“Thank you Dusk, that would be a great help.” Cheerilee looked a little relieved, and shot off to ask around the market. I’m quite surprised she didn’t say anything about the way I was dressed, I guess she was in too much a panic to really notice.

“It’s been so long since we’ve been to Ponyville.” Twilight Velvet stretched as she got off the train, “It’s hard to believe that such a peaceful little town is often the centre of all the chaos.”

“Yes and when trouble shows it’s face you can usually find Dusk and his friends in the centre of it one way or another.” Night Light let out an amused chuckle, Twilight Velvet just sighed and shook her head.

“I swear those colt of ours, always in some sort of trouble or another.” Velvet allowed herself a small tiny smile, “Besides Dusk has finally become an apprentice, so we can all celebrate over a nice meal.”

“I’m quite surprised Princess Celestia allowed Luna to teach Dusk, I do recall her saying Dusk’s magic is closer to Luna’s than hers.” Night Light commented.

“Hmm...I wonder if the Cake’s bakery is still around, I haven’t been there in years.” Night Light’s stomach let out a hungry growl, as if to say it was agreeing with Velvet’s idea.

I sipped my coffee as Pinkie was telling me about the surprise party she had threw AJ and Rainbow yesterday, I couldn’t help but laugh I guess it was only a matter of time before they got caught.

“I hope you helped clean up the mess Pinkie, I know how much of a mess you can make when you decide to throw a party.” I chuckled, Pinkie gave a loud gasp.

“Oh Duskie you meanie!” Pinkie gave me a mock expression of anger, “My parties don’t make that much of a mess!”

“Oh what about the last time you threw a party at the library?” I joked, “I’m still finding confetti and party streamers in the weirdest of places.” We both went quiet for a moment as Pinkie huffed and gave me an unamused look, before we both started laughing.

“Speaking of parties where was Mac?” Pinkie gave me a mischievous grin, “Did you and Mac have you’re own private party for two?” I blushed and said nothing, “Ooooh I knew it! Are you gonna tell me all the details, Duskie?”

“A princess doesn’t kiss and tell Pinkie.” I gave a confident smirk, as much as I adored Pinkie this was something I’d rather keep private.

“Oh you meanie! Huh?” I raised a brow, what could have got her attention?

“What’s wrong Pinkie?” I turned to see what she was looking at...”O-oh no...” A sense of dread washed over me as I saw my parents at the counter and the were looking straight at me with a similar expression to mine.

“D-Dusk?” My mother spoke up after an uncomfortable moment of silence, “W-why are you...dressed like that?”

Twilight Velvet and Night Light stared at their youngest son, and took in how he was dressed. They both couldn’t believe what they were seeing, and the rumours they had heard were true.

“M-mom...D-dad...I-I...p-please...s-stop staring at me l-like that!” I let out a frightened scream and covered myself as best I could with my arms and tail, before I vanished in a flash of lavender light.

“Dusk what’s wrong?” Spike spoke up, I didn’t answer straight away as i didn’t realise I had teleported back into the living room of the library.

“Oh no...Nononononono!” I panicked, Mom and dad had seen me dressed like this. Just what were they doing here in Ponyville? Oh by the stars they had seen me, they had seen me dressed like this and more importantly my body...I have to hide....I need to hide...

Spike only watched as his elder brother panicked and ran off upstairs, he raised a brow and wondered what had gotten into his brother. Before he could ask there was a knock on the front door. He opened the door only to be greeted by a rather unamused Twilight Velvet and Night Light.

“Mom? Dad?” Spike greeted confused, “What brings you here?”

“Well Spike we’d thought we would drop by to celebrate Dusk becoming an apprentice to Princess Luna, but it would seem we found something else out as well. Is Dusk here by any chance?” Velvet asked the young drake.

“Um...he’s just upstairs, he ran up there in a panic.” Spike pointed to the direction of my bedroom.

“Oh no, they saw me, what do I do?” I panicked pacing back and forth, “I need to hide...this would be the first place they would look.”

“DUSK SHINE!!” I spoke too soon, as the sound of my father shouting came from the other side of my bedroom door, “OPEN THE DOOR RIGHT NOW!”

I opened the door slowly, I couldn’t help but look like I was about to get in trouble. My ears drooped and my tail curled itself around my legs, I couldn’t help but be frightened.

“M-Mom...D-Dad...” I mumbled quietly, as I slowly opened the door.

A Matter of Family part 3.

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My parents stared at me, I couldn’t tell what they were thinking. There was a very long moment of silence between us, my Mom was the one who finally broke the silence.

“Dusk...” She said in a stern tone, “Would you like to explain...this?” Mom made a gesture which pointed out my appearance.

“...” I said nothing, I was at a loss of what to say,

“Answer your mother Dusk.” Dad demanded, “We both want answers, and we both want to know why you were at the hospital yesterday with that stallion.”

“Y-you saw me with Mac?” I exclaimed, Dad nodded his head.

“I wasn’t the only one Dusk.” Dad explained, “A good portion of the ponies we know are talking about it.”

“...” I took a seat on my bed, trying to think of what to say. Mom and Dad had quick glance around my bedroom, everything they saw there basically screamed it belonged to a mare.

“Well mister?” Mom urged getting impatient.

“I was there with my coltfriend to see the doctor...” I finally answered, “There was an accident a few weeks ago, I was seeing the doctor to confirm what I was afraid of...”

“Bullshit!” My father exclaimed, “If there was an accident why didn’t we find out about it from the princess! Or better yet why didn’t you tell us! If I didn’t know better I would swear you were transitioning!”

“Night Light that’s enough!” Mom shouted, “Did ever occur to you that Dusk didn’t know how to tell us!” Dad stepped back in shock, I saw him flinch because of how loud my Mom yelled, “Still though it doesn’t explain to why your dressed like that. Is that padding?”

“...” Again I was a loss for words.

“Fine...” Mom sighed, “Honey would you mind giving me and Dusk some privacy please.”

“Alright but I want to know what happened after alright?” Dad went down stairs as Mom shut the door behind him.

“Right Dusk please...I’m your mother you can be honest with me.” Mom reassured me. “I’m just trying to understand what’s going on...”

“...” I removed my top, leaving me exposed to my mother. The only thing covering my breasts were a black strapless bra. Mom just gasped in shock as she took in this new bit of information.

“W-was this why?” I nodded not saying a word, “your hips...and face, I could have sworn you were a mare if I didn’t raise you.”

“I was working on a spell in my lab, but I missed a crucial moment in timing and the whole thing blew up in my face. What you’re looking at know is one of the side effects from the explosion.” I explained, Mom just stared at me unsure of what to say.

“What’s the other side effects?” Mom finally asked.

“...”I took a deep breath, “I change Mom...and in a way I’m ashamed to admit.” I paused, Mom was waiting for me to continue, “I turn into a mare Mom, and the change...I can’t control when it happens, but when it does...I...I-I love every second of it, and I start going crazy if I don’t change after so long.”

“...” Mom didn’t know what to say to what I have told her, “This is permanent isn’t it?” I looked my Mom in the eyes and nodded slowly.

“...” The room what quiet again.

“And what about you and this Mac? Does he know?” Mom asked,

“He does...he was sort of the first pony to find out.” I answered, “As for how we got together...I sort of changed in front of him, and we ended up having sex. I figured it would have been just the one time, but...”

“You went back to him didn’t you?” Mom inquired.

“He was so kind to me, and he didn’t freak out about my gender changing.” I explained, “Heck I didn’t even know I changed at the time.” I paused, “One time became two...then three...”

“You’ve fallen hard haven’t you?” Mom answered for me with knowing look, “He makes you happy, and you eventually got the courage to ask him out am I right?” I nodded, I wondered how she knew what i was going to say.

“Y-you’re right Mom...” I blushed.

“How do you think I met your father.” Mom gave me a reassuring smile, before letting out a small chuckle, “Well I did tell your father I wanted a daughter, I guess I got what I wanted in the end.”

“M-mom!” I exclaimed embarrassed.

“Who else knows about this?” Mom asked.

“The princesses, a few of my friends...Shining...” Mom looked furious, but I could tell it wasn’t directed at me.

“The princesses and your brother knew!” Mom roared, “And they never bothered to tell us! Oh for goodness sake! This is important, how could they not have told us?”

“H-huh what’s with all the shouting?” Dad rushed back into the room, I covered chest and let out a frightened squeak.

“D-dad get out!” I screamed. Dad gave me a funny look, and Mom gave him a look that basically told him to leave. Dad just stepped out of the room and shut the door behind him.

“So, when do I get to meet this stallion of yours?” Mom finally spoke up, “And here I was so sure you’d end up taking a page out of your brother’s book.”

“M-Mom!!” I blushed became an even deeper shade of red.

“Sis what were sounds Ah heard by the barn earlier?” AJ froze in place, and just stared at her younger sister, “It sounded like a whole lotta groanin’ and words yer told me to never say.”

“Ah haven’t heard anythin’ like that Applebloom.” AJ lied, not wanting to explain what they were to younger sister.

“Do yer think we’ve got some apple thieves sneakin’ around?” Applebloom asked, “Should Ah keep an extra look out?”

“Nah don’t ya’ll worry yerself about it, Ah’ll ask RD to help me keep a look out.” AJ mentally let out a sigh of relief, her younger sister seemed satisfied with her answer and left.

“Gosh darn it RD...” AJ sighed.

“You called AJ?” Rainbow spoke up, sitting lazily on a tree branch out side the window, “Don’tcha worry I’ll keep an eye out for any...apple thieves.” Rainbow let out a cocky chuckle.

“Jeez RD yer nearly gave me a heart attack.” AJ regained her composure.

“I take it you haven’t told anypony else about us have you...” Rainbow asked, suddenly sounding serious.

“How could Ah?” AJ argued, “How do yer think Ah’m gonna explain this to Applebloom and Granny?”

“So I’m your dirty little secret...neat.” Rainbow looked off into the distance, “What’s so different about us that Dusk and Mac can get away with it, that we can’t?”

“RD...” AJ tried to speak but the words seemed to fail her.

“We’ve been doing this in secret for nearly a year...” Rainbow continued, “And here I figured you wanted to do something special...but I guess not.” Without another word Rainbow flew off.

“Darn it RD...come back...please...”

“Mac where yer goin’?” Applebloom asked.

“Ah’m goin’ to run an errand Applebloom.” Mac answered, “Ah should be back from the library in an hour or two. Stay outta trouble yer hear?”

“’kay.” Applebloom gave her a mock salute, and Mac chuckled as he walked out the door. Applebloom couldn’t say why but she was certain there was something going on that Mac and AJ weren’t telling her. She gave a look of determination and swore to herself she would find out one way or another.

“So let me get this straight, all this is a side effect of a spell gone horribly wrong?” Dad asked, Mom, Spike and I nodded in confirmation, “And now you are perfectly content on dressing and living as a mare?” Again I nodded.

There was a moment of silence, before Dad finally erupted.

“ARE YOU FUCKING INSANE!!” He roared in fury, “YOU’VE JUST TOLD ME YOU COULD GO BACK TO BEING A STALLION FULLY!!”

“And how can I?” I argued, “Even if I did that Dad I would just change back! It’s a waste of time and energy to even try!”

“Dusk you just don’t get it!” Dad argued back, “You. Are. A. Stallion!” It was that one line that had finally killed all the noise in the room.

“No...you don’t get it...” I tried my best to keep from shaking, my fists clenched as I hard as I could, “I’m happy being a mare...I love being a mare...I am a mare Dad! I. Am. Happy...and you want me to throw that away?”

“Oh for...What about your masculine pride Dusk?” Dad continued, I glared at him.

“And what logical use would I have for that?” I countered, “Everypony who constantly screams about their masculine pride is just a scared little child! If given the opportunity it would be the first thing I would throw away!”

“Y-you can’t be serious!” Dad exclaimed, “Y-you’re far too young to...”

“To what Dad?” I asked furious, “Make my own mistakes and live with them? I may be one or the other dad, but in the end I am both and I refuse to cast aside a single part of me for the sake of pride!”

We were interrupted by a knock at the door, I went to open it and relieved it was Mac.

“Um Ah wasn’t interrupting somethin’ was Ah?” Mac asked sheepishly, I told him no and gave him a kiss on the lips.

“Mom...Dad this is my coltfriend Macintosh.”

A Matter of Family part 4.

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“O-oh my he is a handsome one.” Mom blurted out, “I can see why you like him.”

“So you’re dating some farmer so what?” Dad shot Mac a disapproving look, “Tch at least your brother had some taste.” Mac, Mom and I just stared at my father in disbelief.

“...” I glared at my father, “Nothing is ever good enough for you now is it!” I growled, “You always pushed Shining and me, even when we gave it our all it wasn’t good enough for you. Even when Shining became captain of the royal guard...you always thought I would follow in his hoofsteps...” I don’t know where these words were coming from, but something inside me seemed to be speaking for me.

“Don’t you dare sass me, boy!” Night Light growled out, “I pushed you and your brother so you could get ahead in life!”

“Yeah right,” I scoffed, “Duskie heard you bragging to your friends about Shining!” Why? Why couldn’t I control what I was saying? “For once Duskie is happy, and you want him to throw it all away! What kind of father asks his own son to do that?”

“Just who the hell do you think you are boy?!” Night Light roared, “Who the fuck do think you are to talk to me like that?!”

“My name is Twilight Sparkle...” I spoke out. What? How? How can she? I haven’t changed...so how? “Duskie is a bit tongue tied at the moment.” i folded my arms, “Do you have that much of a problem with who Duskie and I date? Or do I have to fuck him right here and now? Or will the fact I would happily carry his child get the point across?”

“Y’know what? Fine!” Night Light stormed out the front door, possibly to where he and mom were staying tonight.

“...Dusk?” Mac finally spoke up, “Are yer okay?”

“Oh by the stars I couldn’t believe Twilight made me say all that!” I panicked, “I can’t believe I said all that to dad...”

“Um...does this normally happen?” Mom asked confused.

“N-no...this is the first time this has happened.” I explained, “I know we can sort of influence each other, but taking control? That was new.”

“Mac it was a pleasure to finally meet you, but it would seem we will have to speak some other time.” Mom sighed and headed to the door, “I’m sorry about your father I’ll have some words with him, I’ll drop by tomorrow.”

“T-thank you Mom.” Mom left and I collapsed on the couch, “I’m sorry you had to see that Mac, at least Mom took it better than I thought she would.”

“Um is it okay to come out know Dusk?” Spike spoke up from his hiding spot, “Jeez I’ve never seen dad that mad before.”

“Ah guess ah can relate...mah old man was a real harsh one.” Mac commented, “He meant well...but Ah guess it was cause Ah was the eldest.”

“You’ve never really mentioned your parents...” I asked, “What happened?”

“Ma died giving birth to Applebloom, and Pa?” Mac shrugged, “He just left us not long after, Granny was the one takin’ care of us until Ah was old enough to run the farm.” Mac looked a tad angry, “AJ and Ah don’t talk about him, and Applebloom thinks he’s dead...”

“I’m so sorry to hear that Mac.” I let out a sigh, “It’s no wonder you and AJ are so adamant about honesty.”

“Ah guess it was for the best Pa left...” Mac continued, “Ah dread to think what kind of Pa Ah would be.”

“I think you would make a pretty good one.” I blushed remembering my earlier comment, “I honestly don’t think you can be taught how to be a good father, I think it’s something you learn from experience. Every little moment is a new lesson to learn form if you catch my drift.”

“Did ya really mean what yer said to yer old man?” Mac asked, “About bein’ happy to carry mah child?” I blushed and gave a small smile,

“I meant every word of it, I honestly don’t know if I can even get pregnant.” I honestly wondered if that was even possible, “Given the fact the change only lasts for up to a full day at the most. I don’t think it’s a question if I could...it’s more of a question of how it would effect me.”

“Ah don’t want to put yer through that if it ends up hurtin’ ya.” Mac stated, “Ah don’t think Ah could live with mahself if anything happened to yer.”

“...” I thought for a moment, “What about Fluttershy? I’m sure she would be more than happy to have a foal with you. You’ve already explained it to me, and even though we are together I don’t mind sharing you with her.”

“Dusk...Ah really don’t know what to say.” Mac was speechless, and was surprised when I let out a chuckle before my expression turned serious.

“I...love you Mac, Twilight does too and I can tell Fluttershy does just as much.” I sat back and paused for a moment, “I want this to work between us, even though it’s only been a few weeks...I really want this to work.”

“Okay that is it!” Spike groaned and walked out the front door, “I’m too young for all this sappy stuff!” Mac and I just let out a laugh, after Spike had left. When we stopped we didn’t realise how much distance had closed between us...

“M-Mac...I...” I was silenced by a kiss, and another, then another until the next thing I knew Mac had me pinned on the couch, and I was softly moaning out his name as he kissed my neck.

Applebloom stared wide-eyed through the window, she couldn’t believe what she was seeing...Her big brother making out with his best friend, and she couldn’t understand why Dusk was dressed like a mare. Was Dusk really a mare? Did she hide it because of how all the other mares tried to hurt Fluttershy?

She’s never seen her big brother kiss anyone like that, Mac always felt like a father to her. So did that make Dusk her new mom? Cheerilee had taught them all about what her big brother was currently doing to Dusk. It wasn’t that she was stupid or naive, Applebloom was just confused...

“Jus’ how long has this been goin’ on?” She asked herself quietly, “Ah’ve gotta tell AJ about this.” Applebloom snuck off to tell her sister, leaving the two lovers to themselves.

“Just what the hell was that all about Night Light?” Twilight Velvet shouted, “Dusk has been going through Celestia knows what, and you completely lose it over the fact Dusk has managed find some happiness despite all that’s happened.”

“...” Night Light said nothing.

“You’ve always pushed Dusk and Shining, I know you cared but I never understood why.” Twilight Velvet continued, “By the stars how many times have we argued about this over the years?”

“...” Again her husband said nothing, but Velvet could tell he was listening.

“Fine be that way, but that won’t change the fact that I’m going to support our son even if you don’t approve.” Velvet left the room, she desperately needed to clear her head and calm down...”Maybe I should catch up with the Cakes. I haven’t seen them yet.”

A Matter of Family part 5

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I let out a sigh of contentment, I could faintly hear Mac’s heartbeat as I rested my head on his bare chest. I felt unbelievably sore but it was so worth it. I allowed myself a small smile as I looked at the clock. It wasn’t even after ten o’clock at night.

Mac was snoring lightly, I guess I tired him out...I couldn’t believe it, that was the first time we had had sex. I mean Mac and Twilight have had sex plenty of times, but as for me and Mac...this was the first time.

I was relieved at the fact I didn’t have to change just to have a physical relationship with somepony.

“Yer alright Dusk?” Mac spoke up groggily, “Ah wasn’t too rough with ya was Ah?”

“Hm? I’m fine sleepy head.” I gave him a warm smile, “A little sore but I’ll heal quick, thank the stars for a high pain tolerance.” Mac chuckled, “I guess all those times Rainbow has crashed right into me on a regular basis has worked wonders for it.”

“And Twi?” Mac asked, “Ah guess she might get some time to come out tomorrow?”

“I wouldn’t be surprised.” I answered, giving Mac a thoughtful expression, “Through all of this, one thing I’ve figured out is that the longer Twilight is the one in control, the longer it takes before I change back into her.”

“Really?” Mac raised a brow, “Ya’ll got some sort of deal goin’ on?”

“No.” I shook my head, “The changes are random...and it’s never the same amount of time, but it just seems to be the general rule.”

“Hm.” Mac gave what I said some thought, “Must take some getting used to.”

“It does,” I replied, “Just don’t be too surprised if Twilight decided to take you for a ride in the morning, handsome.” Mac gave a chuckle, and an expression that just screamed bring it on.

“Oh where is that grandson of mine?” Granny Smith, the eldest of the Apples asked, “He said he’ll be back in a hour or two.”

“Ah don’t think he’ll be back until mornin’ Granny!” Applebloom spoke up, “He’s with his special somepony.” Granny and AJ gave Applebloom a curious look, but AJ was internally panicking.

“Oh-hoh? Mah grandson finally hooked up with that Fluttershy gal?” Granny gave a small smile, “Maybe Ah’ll finally have some more grandkids to spoil.” She let out a laugh.

“No Granny, Mac is with Dusk.” Applebloom corrected, AJ gave a worried look...and Granny raised a brow, “Granny why was Dusk pretending to be a stallion?” AJ gave a sigh of relief, thanking the sun for her sisters ability to jump to conclusions.

“Oh is that right?” Granny asked and Applebloom nodded, “Ah’m sure Dusk has her reasons, maybe she’s a tomboy like that Rainbow Dash yer sister Applejack is always hangin’ around with.”

“Just bare in mind Applebloom Mac has the right to some privacy.” AJ spoke up, “So don’t yer pester him about Dusk yer hear?” Applebloom nodded, “Now get yerself to bed Applebloom, yer got school in the mornin’”

“Ah’m surprised yer haven’t found somepony yet Applejack.” Granny commented, “Yer got some fine stallions fightin’ over yer attention.”

“...” AJ was quiet for a moment, “They jus’ want me to be another notch in their belt Granny...” Granny Smith didn’t reply as AJ left the room.

Granny was fully aware of exactly what was going on, she didn’t blame them from keeping this from her. She knew Dusk was a stallion, and she couldn’t help but wonder what had happened between them that led up to all this.

Applejack on the other hand...Granny sighed, she knew fine well she never took up all those stallions, it wasn’t just because she wasn’t interested...it was because she already had a lover. AJ was never very good at keeping secrets, especially when your moaning your lovers name in your sleep.

“Ah swear these grandkids of mine...” She chuckled, a little known family tradition was that every Apple had met their partner by that old barn. She guessed this time it was no different.

Night Light sat contemplating what had happened earlier, it had shocked him that his youngest son had talked back at him in such a disrespectful fashion. Was it so hard to understand that he wanted his sons to strive.

“How could he throw away his pride like that?” He asked himself, as he took a drink. Night Light looked on at the night sky, he noticed they were shining brighter than they usually did, “...I need to get out of here and clear my head, maybe a drink or two.”

Night Light snuck out, his sleeping wife unaware that he was gone...

The morning light stirred me from my sleep, I wasn’t sure what but something didn’t feel right. I’ve always had good intuition...so what was it this time?

“WHAT THE HELL HAPPENED HERE?” That sounded like Spike, I shot up and Spike’s shouting woke Mac up. He shot up as startled as I was. I covered myself with the blanket and ran downstairs.

“Spike what’s wrong...oh no...” Everything in the living room was trashed, books everywhere, furniture was broken and all in all everything was a complete utter mess. What had upset me the most was the word “Freak” written over and over again all across the walls in bright red spray paint.

“Dusk what’s...oh...” Mac came down dressed only in his boxers and slacks. He looked around in complete utter disgust that somepony would do something like this, “What in tarnation happened here?”

The door was jar, the lock looked like it had been incinerated off. Was this how whoever did this got in here? Maybe I should have took up Celestia’s offer of having some guards watch over the library.

“This is deplorable...” I commented, “Who would sink so low to do this?”

We heard a light snoring and mumbling coming from the kitchen, and a strong smell of alcohol was in the air. I walked into the kitchen, and I was met with the sight of my father out cold on the floor, reeking of cheep booze, and empty bottles littering the floor around him.

“...” I turned and left the kitchen. I had seen enough, “... Spike? Would you please call the local guard?” Spike did what he was told, and with in ten minutes, the guards came and took my sleeping father away. I sat down on the couch and just cried.

“I can believe Dad did this...” Spike commented, as he looked around. The living room was trashed, the kitchen was a total mess and so was the basement lab. Spike noted the broken windows and sighed, everything was just in a complete wreck.

“H-how could he?” I sobbed, I felt so heartbroken, “H-how could he do this to me? Does he really hate me that much?”

“It’s gonna take a week to repair all this...” Mac noted, he could do the job easily but it would take some time. This was far more than repairing a gate or patching up a wall back at the farm, “Yer stayin’ with me at the farm until this all fixed up Dusk.”

“Y-you sure?” Mac nodded, his expression was one that I couldn’t argue with, “O-okay then, let’s get dressed and clean up this mess.”

Twilight Velvet looked around the hotel room, only to find her husband was no where to be seen. She sighed, she knew fine well he would go for a walk or a couple of drinks if something was bothering him.

“That foolish husband of mine...” She muttered, she knew he’ll be back later so she decided to get dressed and go visit her son. Hopefully he was doing better than yesterday.

Velvet made her way through Ponyville, and noticed a crowd of onlookers gathering around the library. Velvet noticed how much of a wreck the place was...windows were broken and graffiti was sprayed all over the walls.

“Oh by the stars no...” Velvet pushed her way through the crowd, and into the Library only to find Spike and Mac doing their best to clean up the mess, and Dusk was looking very distressed, “Dusk what happened here?”

“...” I looked at my mother, “My home was broken into and trashed Mom...” I said simply, Mom noticed how flat my tone was.

“W-who could have done this?” She asked, wondering what kind of monster could have done this to her son.

“...” I paused for a moment, “Why don’t you ask Night Light that when you go to pay his bail...” Mom was completely taken aback at what I said, “He’s no father of mine...”

A Matter of Family - Aftermath.

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“Oh by the stars...my heads pounding.” Night Light stirred, and looked around, “A jail cell? What happened last night? The last thing I remember was going to a bar...”

“I would like to know that myself Night Light!” He knew that tone of voice, he winced as she saw his wife on the other side of the bars, glaring at him in the most furious manner he’d ever seen her.

“Erm all I remember was getting a few drinks, and talking to...somepony.” Night Light tried his best to remember, “I think his name was along the lines of Iron...something...”

“What the hell were you thinking? Night Light!” Twilight Velvet yelled furious, “You broke into our son’s home and trashed the place completely!” Night Light winced as his wife yelled, “I found our son completely distressed over what you have done!”

“W-what?” Night Light stammered, “But I?”

“But nothing Night Light!” Twilight Velvet roared, “Do you have any idea how much you’ve upset our son? Dusk is lucky enough to have such a loving coltfriend, because until the library has been fixed up he’ll be staying with him.”

“...” Night Light said nothing.

“I’m not going to pay your bail Night Light...” Twilight Velvet scolded, “You can sit in here and think about what really matters to you. Your family or your damned pride!”

Night Light just stared as his wife walked away, and left him alone in the prison cell.

“How long am I going to be in here?” He asked the guard sitting at the desk at the end of the room.

“A week...considering this was your first offence.” The guard explained, “You be thankful that your son decided not to press any further charges.”

“W-what?” Night Light looked at the guard in disbelief, “What am I charged with?”

“Well you’re in here for breaking and entering.” The guard explained, “but you could have also been charged with destruction of private property, slander, and threatening the safety of royalty.”

“W-what royalty?” Night Light looked dumbfounded, “Dusk turned down the title because he felt he wasn’t ready for it?”

“You’re correct,” The guard replied, “but Dusk is still a prince even if he hasn’t taken the title. The princess decreed he was to be considered a prince even if he refuses to be treated like one.”

“Oh I fucked up royally haven’t I?” Night Light groaned.

“That you have...” Was the guards reply.

“Thank you for letting us stay until my home is fixed up.” I thanked Granny Smith, who gave me a reassuring smile.

“It’s no problem deary.” Granny grinned, “It’ll be nice to have the extra company, such a shame it’s not under better circumstances. A real shame what happened to ya.”

“C’mon Spike...Ah’ll show yer where ya’ll be sleepin’” Applebloom dragged Spike off, giggling away. It was rather cute, though I hoped he didn’t caught up in the CMC’s antics.

“Ah hope yer don’t mind sharin’ a bed with Mac, but ah reckon yer used to that already.” Granny laughed, as Mac and I blushed, “Oh don’t ya worry Ah ain’t one to judge, Ah’ve known for some time now.”

“Uh Granny...Ah was gonna tell yer...” Mac panicked.

“Ah also know what Dusk’s little problem is, but Ah’ll keep mah trap shut about that.” Granny smirked and bopped Mac on the head with her walking stick, “Jus’ keep it down you two, Ah don’t wanna hear what yer get up to in bed ya got that...It’s bad enough it ain’t the first time Ah heard noises like that from the barn!”

I couldn’t believe she said that, Mac and I looked at each other blushing heavily. She knew the entire time...Even after Mac had tried to keep this between us. Granny left us to unpack and there was an awkward silence in the air.

“I can’t believe she knew the entire time!” I felt so embarrassed. “It’s like being walked in on by your parents.”

“Ah should have known Ah couldn’t keep this from Granny.” Mac sighed, “Ah bet she knows about AJ and RD as well.”

“...” I sat down beside Mac, “I still can’t believe he did this...”

“Ah’m pretty sure he’s regrettin’ it right now.” Mac commented, “Honestly Ah’ve never seen the point of drinkin’ until yer piss drunk.”

“Really?” I looked surprised, “But then again... you do seem more of the type who enjoys it with friends.” I paused for a moment, “I’ve never been one for drinking myself.”

“Yeah...” Mac let out a chuckle, “Ah remember Pinkie tellin’ me about how much of a light weight yer are.”

“I am not that bad!” I pouted and folded my arms in a huff. Mac grinned, wrapped his arms around my waist and kissed me. I blushed and giggled, I returned the kiss as I straddled him.

“A-hem!” I jumped in surprise, and turned around to see my mother standing by the door.

“M-mom?” Oh god this was embarrassing, “i thought you went off to see Night Light at the prison.” Mom sighed, and shook her head.

“There wasn’t much to see.” She commented, “He’s clearly regretting what he did, but from the sound of it he wasn’t alone in trashing your place.”

“W-what?” I asked n shock, “Who else was there?”

“Iron...something, Night Light mentioned meeting somepony with that name at the bar. Does it ring any bells to you?” Mac let out a growl. He knew fine well who could have helped Night Light.

“M-Mac?” I questioned, I’ve never seen him give such a dark look.

“Ya’ll jus’ leave that bastard to me...” Mac said flatly, “Ah ain’t havin’ him doing to Dusk to what he did to me and Flutters.”

“Oh that bastard is going to get his ass handed to him...” I groaned, knowing exactly where this was going, “There’s an unspoken rule here in Ponyville...” I explained to my mother, who didn’t quite follow what was going on, “As Pinkie puts it...you don’t fuck with Fluttershy.”

Mom helped Mac and I unpack, she would be staying at the hotel for another few days. I was looking forward to spending some time with my mother, despite the situation.

The rest of the day passed rather quickly, Mom asked me to tell her all the details of how Mac and I got together. To be honest there really wasn’t much to say other than what I had told her already. Mom sighed, she knew she wasn’t going to get anymore details from me. Like I had told Pinkie...a princess doesn’t kiss and tell.

“Dusk are you alright?” Mom asked me, “You look a little flushed.” She was right I was starting to feel a very familiar warmth building up. Not know! How long has it been since I last changed?

“M-mom...could you...p-please give me a moment...” I pleaded as my breaths became heavier, “I-I don’t want you to see me go through this...” My heart rate began to quicken. Oh that wonderful heat...Mom hesitated for a moment, "N-NOW MOM!!!"

Mom just nodded, and hurried out the room. I made sure to lock the door and cast a silencing charm, she didn’t need to hear this. My breathing became even quicker, I bit down on my lower lip.

“Ooooh fuck!!” I moaned, “M-more...” I could feel it...my stallionhood regressing once again as it always did...that useless fucking thing between my legs that marked me as a stallion disappeared, becoming a beautiful slick soaking wet marehood that should have been there in the first place.

I wished Mac was in here with me so he could fuck me hard, but this feeling...oh by the stars this utterly addicting feeling...I never wanted it to end.

My thighs thickened, my hips widened, my breasts expanded and swelled just begging to groped, and my nice fat plump sexy ass swelled and swelled. I could feel my clothes getting tighter and tighter, rubbing against me in all the right ways.

“M-more...” I groaned, “Oh fuck more...” The buttons of my shirt began to strain against my bust, popping off one after another. I couldn’t help but chuckle, I felt like such a naughty filly. My jeans soon began to strain and tear apart at the seams exposing my thickening thighs and hips, they strained and groaned until they finally burst apart revealing how wet I was getting through my panties which were quickly becoming a very tight thong as my plump backside grew.

“M-more,,,M-more!” I moaned and cooed, “Fuck I needed this!” My eyelashes got longer, my lips got fuller and softer, and my mane grew until it just fell around my shoulders.

“Oh fuck yes!!!” I screamed as the final changes set into place, fuck that felt so damned good, “I-I can’t believe I just came without touching myself...” I panted with a grin, “I love being so big and curvy...fuck!” I collapsed on the bed and gave myself a moment to come to my senses.

I looked down, and gave a grin when I saw the tattered clothes. I really wished Mac was her with me right now...but I had more important things to take care of.

“Sorry about the clothes Duskie...” I giggled as I got dressed, and put the ruined clothes away in a spare bag to throw out later. I undid the silencing charm and shyly unlocked the door.

As Mom opened it, she stepped back in shock when she saw me and how much I had changed.

“H-hi Mom...” I let out an awkward smile, “I’m your daughter Twilight Sparkle...” Mom was completely speechless as she looked me up and down.

“D-Dusk...was this why you locked the door?” Mom asked confused.

“I-I didn’t want you to see me change Mom...” I said quietly, “I-It’s a very...sexual thing for me...and I sort of lose control of myself.” I blushed, I certainly didn’t want a repeat of what happened between my brother and sister-in-law.

“Well...” Mom stated, “I guess this gives me the opportunity to spend some quality time with my daughter now doesn’t it?”

Like Mother, Like Daughter part 1

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Author's Notes:

Right bit of a shorter chapter, and the beginning of the last big story arc before I finish up this story and continue on with Worshipping the Sun. So I'm going to ask would you like to see the third story in this series be focused on Luna or Cadance? I'm writting down a few ideas for each and I'm wondering what you would like to see first, or should I do them both...that came out wrong -ahem- should i write both stories at once?

Right on a more personal note I'm very happy how much people have enjoyed this story, so would you like to see more story focused mature fics from me, or some very smutty one shots in the near future?

On another note, it you had told me i would be writing adult fiction for MLP a few years ago I would have laughed my arse off and said you all would be insane. Funny that turns out, huh.

- Silent out

“Alright Twilight, I need to know...” Mom spoke up, as we made our way through the wrecked living room of the library. We cleaned and salvaged what we could, I sighed before Mom continued, “What are your intentions with my son’s body?”

“Just live Mom,” I answered, “I’ve got no intentions but to live a happy life. I honestly don’t know what to do with myself, maybe I’ll learn everything Luna has to teach me and see where it goes from there...I’ve got all the time in the world after all.”

“And Dusk is going to be dragged along for the ride I guess?” Mom stated, “...is he ever going to be in control of his own life?”

“...” I said nothing about my mother’s comment, but I knew Dusk had his own dreams he wanted to achieve, “He will...but I think we have to find our balance first.”

“How bad does it get?” Mom asked.

“It depends on how you look at it Mom...” I answered, “It isn’t so bad, but there’s always that risk of losing control...”

“Losing control?” Mom looked confused, “Losing control of what?”

“Myself...” I said simply, “I-It’s hard to explain, but I’ve seen what losing control has done to Celestia...” Mom raised a brow wondering where the princess fits in all this, “It’s one of the reasons I don’t want you to see me change...Duskie just loses himself in the change, he’s consumed by it and I feel every bit of it.” I let out a half hearted chuckle, “It’s how all this started between Mac and I. Duskie doesn’t realise it though, but while I may act out on it...he is the one who starts it.”

“I don’t know what to say...” Mom was left speechless.

“And if I don’t change that feeling gets worse...” I continued, “I start to feel so empty and cold, then I start to crave that addicting warmth that causes the change more and more until it drives me insane with lust.” I blushed at the memory of what happened between Shining, Cadance and myself.

“I see what you mean Twilight...” Mom replied, “You don’t need to say no more, I’m already aware of how dangerous feelings of lust is to an Alicorn like yourself.”

“Cadance?” I asked raising a brow, and Mom just nodded.

“Shining found out the hard way, why you don’t give an Alicorn chocolate.” Mom grinned, “Though I doubt he was complaining...I remember Celestia telling us how furious she was though...”

“They didn’t do it on her bed did they?” I laughed.

“They tried so hard to keep their relationship a secret...” Mom shook her head and laughed, “Only to be found out by Celestia...and the rest of Canterlot because Cadance was too busy happily screaming your brother’s name to care.”

“I thought I could hear someone yelling my brother’s name in the Royal Canterlot Voice.” I clearly remembered the princess coming back furious.

Mom and I continued to laugh and talk as we continued sorting out the Library, everything needed to be cleaned up before any real repairs could be done.

“Oh Duskie...” A voice cooed and moaned, “F-Fuck your princess Duskie!”

Celestia was lost again in the pleasures of her fantasies, she tired so hard to fight these urges of hers. She was ashamed by her moment of weakness the other day, and she knew Dusk would never love her like a lover.

She had swore to herself that she would love him like a mother would, but those enticing fantasies of hers kept crawling back into her thoughts. Here she was again pleasuring herself to the thought of her former student bedding her.

“My Duskie...” Celestia moaned in a mantra, “Mine, mine...all mine!”

She knew it would be hard to fight of these urges, but it was so tempting. Just one little taste, that’s all she was asking for. When Dusk had told her about how addicting the changes were, she didn’t believe him but now she knows that feeling all to well.

Part of her wanted to scream, throw and break something, she felt like she was a little filly throwing a tantrum. She wanted him...She wanted her Dusk, and she wanted him so badly. What would her sister say if she saw her like this?

For as calm, graceful and composed as Celestia was, she had her own wants, needs and desires. It was all about control...that’s all it came down to at the end of the day. Everything she had held back...her feelings, her ambitions, her dreams and more importantly herself...all came crashing down all because of one stallion couldn’t keep himself from her thoughts.

“Maybe Lulu had the right idea...” Celestia sighed, “Maybe I should sneak out of the palace and just enjoy myself for once.” Celestia thought for a moment, “Maybe tonight is a good opportunity to get out.”

A playful smirk crept on her lips, as an idea came to mind. It would take a lot of work and a bit of magic, but she was sure she could come up with a disguise. Changing gender was impossible, but changing your appearance? That was child’s play for a pony of Celestia’s power.

“You’re sure about this Mac?” I asked, “I-I mean talking this out with Luna?”

“Ah’m sure Twilight,” Mac answered, “Ah know yer told me about how personal Princess Luna is gonna be being yer new mentor, but Ah have a few questions to ask her mahself.”

“Heh...” I smirked seductively at Mac, “I swear Mac, if you were any other stallion I swear you just want to hear exactly what naughty things she would be teaching me. You know as well as I do that night magic involves a lot of sex rituals.”

“Well as much as Ah like the thought,” Mac smirked back, “Ah imagine yer gonna show me anyway.” I looked around to make sure we were alone, before I cupped and fondled his balls through his jeans, and whispering in his ear.

“Well then...” I whispered huskily in his ear, and gave him a firm squeeze, “Play your cards right, and I’ll be doing more than just blowing your mind tonight.” I grinned as he tried and failed to hold back a moan before kissing him on the cheek and walking away to run a few errands.

“I see my daughter has made quite the impression on you...” A voice spoke up making Mac jump, “I swear I wouldn’t have guessed Dusk had a side like that to him.”

Mac turned around, and saw Twilight Velvet standing there with her arms folded and a very amused look on her face.

“Jeez Velvet, yer scared me there.” Mac let out a sigh of relief, “Well then what can Ah do yer for?”

“What like you do my daughter?” Velvet joked, “I’m a married mare Mac, and as much I would love to take you for a ride myself, I still love that foolish idiot I call a husband.” If Mac was drinking something right now he was sure he would be spitting it out right now.

“A-Ah...er w-wha?” Mac choked out.

“Relax Mac, I’m joking...” Velvet reassured, “But I can see why Dusk and Twilight like you...” Velvet’s expression turned serious for a moment, “I know very well you’re a good stallion Mac, but so help me...if you break my son’s heart...” Velvet didn’t finish her threat, but it sent a chill down Mac’s spine, “And don’t you worry about Luna and Fluttershy, my daughter already told me everything.” She gave a warm smile and began to walk past him down the corridor.

Mac sighed, before letting out an uncharacteristic yelp of surprise. He turned to see Velvet walking away, he could tell she was smirking. He stood there for a few moments speechless...before realising she had just groped his backside. He sighed and rubbed the bridge of his nose.

“Ah’m beginning to see where Dusk and Twilight get it from now...” Mac groaned, “Like mother like daughter...”

Like Mother, Like Daughter part 2.

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Celestia took a moment to scan the palace gardens below her bedroom balcony. She allowed a small smile to appear on her face when she saw the coast was clear. This was too easy, if her sister of all things could pull this off night after night then this would be no problem for her.

She had changed herself with some simple magic, she was smaller now standing a little below 5’6” instead of towering over her subjects. Her white fur remained the same but her mane and tail was now a faint pink instead of her usual prismatic colour. She had hidden her wings away with a concealment charm, and put on a backless black dress that came down to mid-thigh. Her figure while still curvy had become more compact to accommodate her size.

“I doubt Luna would be able to recognise me now.” Celestia giggled and with a snap of her fingers she had teleported out of the room.

It was still early in the evening, and Mom had gone to visit Night Light in jail. Mac and I were getting ready for tonight’s meeting with Luna at the Ice-9. I couldn’t help but blush at what happened the last time Twilight had decided to visit that particular club.

“You know I wouldn’t mind a repeat performance Duskie.” I groaned at Twilight’s suggestion.

“Enough of that Twilight.” I replied, “We’re going there to talk to Luna, not to orally write glyphs and runes.” Twilight didn’t respond but I’m pretty sure I heard her giggle in the back of my mind.

It was going to be a regular night out, aside from business with Luna. I heard AJ mention that Fluttershy, Pinkie and Rainbow would be joining us later tonight. I don’t know why Rarity decided to turn AJ down, but my guess is that she was busy tonight.

“By the stars, I hope tonight goes smoothly...” I sincerely hoped it would, I’ve had enough with Night Light trashing my home.

“Yer ready yet Dusk?” Mac asked, “Ah’m all sorted, and Ah know how much yer hate bein’ late.”

“I’m nearly ready Mac.” I replied, I couldn’t help but smile. I guess old habits die hard, no matter how much you can change.

Celestia scanned her surroundings, and made her way to the bar. It was so easy just to blend in, and to be honest it was nice not to have pony after pony throw themselves at you because of being royalty.

“Anything I can help you with?” The bartender spoke up, Celestia smiled and ordered a drink, “I haven’t seen you around these parts Ms...?”

“Sunrise Star...” Celestia answered, “One of my friends frequents here often, and I finally had the time to check this place out.”

“Ah work keeps you busy then.” The bartender commented, Celestia nodded, “What do you do for a living? If you don’t mind me asking.”

“Oh no it’s alright,” Celestia smiled warmly, “I guess you could say I keep things running smoothly back at where I work. This is one of my few nights off.”

“Admin right?” Celestia nodded, she wasn’t lying but she wasn’t going to correct the bartender’s assumption.

“Yes lately all these ponies I work with have just been demanding more and more of me...” She sighed, “I’m honestly debating going on a long vacation in a few months time.”

Celestia sipped her drink and scanned the room around her, she didn’t see anyone she recognised until she spotted one particular pony.

“I see I wasn’t the only pony with this idea tonight.” Celestia thought to herself, she glanced at her disguised sister out of the corner of her eye sipping on her drink. To Celestia it looked like her sister was waiting for somepony. It would be interesting to find out what the princess of the night gets up to when she decides to sneak out.

We arrived at the Ice-9, and I saw Moonlight Rising or rather Luna wave at us. As we made our way to the table I could have sworn I had felt something familiar nearby but I just assumed it was Luna giving me that vibe.

“I’m glad you wanted to talk to me about this Dusk.” Luna smiled and sipped her drink, “I’m sure you have a few questions of your own Macintosh?”

“Ah do, but Ah’ll wait until after what yer got to say Moonlight.” Mac replied politely.

“Well I’m sure Dusk has told you about the...nature of her apprenticeship.” Mac nodded, “I assure you I have not intention of taking Dusk away from you, but given old traditions...”

“Ah understand,” Mac replied, “Ah just hope yer realise what yer getting yerself into...” Luna just blinked, this was clearly something we didn’t expect from Mac.

“Umm...what he means is...” I mumbled, “I can be a bit of a handful when I change.”

“Yes...I’m aware of that...” Luna blushed, “Now only some of the rituals I will teach you require such intimacy.”

Luna, Mac and I chatted away about what Luna would be teaching me and why she decided to take me on as her apprentice. Luna and I left out some details about what happened with Celestia.

“Oh heya!” A hyperactive voice spoke up startling Celestia, “I haven’t seen you around here before. I’m Pinkie Pie...pleased to meet ya!”

“U-um hello...” Celestia took a moment to regain her composure, “I’m Sunrise Star, it’s a pleasure to meet you Pinkie...to what do I owe the pleasure.”

“Um...well My friends and I are having a girls night out.” Pinkie trailed off, “And I saw you here all alone, so I thought you’d might like to join us for the party.” Celestia debated this, on one hand this could go against her or it could be an opportunity to get closer to her student.

“Alright then.” Celestia smiled, “I guess I can’t say no to that adorable face now can I?” Pinkie just squee’ed in delight, and led Celestia to where her sister was talking with Dusk and Mac.

“Oh hi Pinkie!” I greeted, “Who’s your friend?”

“This is Sunrise Star Duskie!” Pinkie introduced the smaller mare, “I hope you don’t mind she joins us tonight.”

“Oh no not at all.” I grinned, “The more the merrier right?” Luna took a look at the white mare, to Luna there was something very familiar about this white mare.

“Do you know her Moonlight?” Mac asked Luna, noticing her concerned look.

“Have we met?” Luna asked Sunrise Star, “I can’t help the feeling I’ve run into you some where before.”

“I think we may have passed by each other once or twice, but I think this is the first time we’ve talked face to face.” Sunrise answered, silently thanking that Luna couldn’t read her mind at least while she was awake.

“Oh hey I brought some chocolates, Rarity said that they were a gift.” Pinkie spoke up, “Anypony want some?”

“Um...I’ll pass Pinkie.” I said sheepishly, “Cadance warned me Alicorns and chocolate don’t mix very well.”

“No thank you...I’m not keen on chocolate.” Sunrise added,

“I’m afraid I’ll pass Pinkie, I’m allergic to chocolate.” Luna shook her head no.

“What really?” Pinkie shouted in disbelief, “Not one of you? Oh poopie!”

“Not keen on chocolate?” Luna asked Sunrise, “May I ask why?”

“Um...” Sunrise hesitated, “Too many admirers...I’m kind of sick of seeing chocolate to be honest.” Sunrise’s answer seemed to satisfied Luna, I get the feeling that was only the gist of it but who am I to pry into her personal life.

The rest of the girls soon joined us, and I couldn’t help but notice there seemed to be a bit of tension between AJ and Rainbow. Mac noticed it to, but he didn’t say anything about it. It was a private matter between them so I decided not to pry any further about it.

Sunrise seemed to get on well enough with everyone, and everypony was having a good time at least until a certain asshole and one of his friends showed his face.

“Oi look Flint.” Iron Lance pointed towards us, “It’s the pretty little princess and his fag of a boy toy.” The other stallion with him just laughed. Sunrise and Luna glared at the two, knowing full well who they were.

Celestia knew fine well those two were members of the royal guard, Iron Lance had many complaints about him from his attitude, and Flint Spark was one of the up and coming officers. Celestia realised the two had a odd friendship of sort, that despite how they acted off hours they did do their job well.

“Well then princess, you have all these mares around you and you settle for some redneck hill-billy.” Flint spoke up. I swear did these two just show up to cause trouble?

“Aye I heard about what happened to your place princess, shame about that Night Light fella.” Iron Lance grinned, I swore Mac had a dark look as he glared at the two assholes.

“You really are an idiot you know that?” I grinned back, knowing full well who was sitting right next to me.

“Oh aye?” He grinned back, “And what are you going to do? Go running off to the princesses?”

“You know Dusk is technically royalty right?” Sunrise spoke up, “And you’ve just admitted what you did in front of all her friends.”

“Aye and so what if I did?” Iron Lance boasted, “Do you really think the princesses would believe some fag and a group of little girls?” Flint just facepalmed at his friends idiocy.

“Lance...” Flint spoke up, “A laugh is one thing, but did you fucking forget that Dusk is Celestia’s personal student? By the sun, I’m going to get chewed out for this...”

“...” Iron Lance just stood there wide-eyed, “Well...fuck...”

Like Mother, Like Daughter part 3.

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Iron Lance bolted off in a hurry, leaving his friend behind sighing and shaking his head.

“Sorry about this man...” Flint spoke up, “I know he can be a bit of an asshole, but I never thought he’d take it that far.”

“Well make sure it doesn’t happen again...” Sunrise warned, “I don’t doubt for a second the princess will hear about this.” Flint ran off after his idiot of a friend.

“Really Dusk was that the asshole who trashed your place?” Rainbow commented, breaking the silence.

“One of them...” I replied, “The other is in jail right now...”

“Dude you could totally kick his ass.” Rainbow grinned, “Hey if you want a helping hand.”

“Nah Ah think Dusk could manage RD.” Mac grinned, “Ah’m pretty sure he doesn’t want a pair of runic mechanical balls, to make up for the ones he hasn’t got.”

“You’re not going to let me live that down are you?” I said unamused, Mac just let out a chuckle, “By the stars you’re such a tease...”

“Ah have mah moments Dusk.” Mac grinned, before giving me a kiss on the cheek.

“U-umm...” Fluttershy tried to speak up, “A-are you sure he won’t cause you any trouble?”

“Don’t worry Fluttershy.” Luna spoke up, “I’m positive he won’t get away with this.”

“Ah can’t believe the nerve of that gosh darn asshole.” AJ commented, “Ah swear it was bad enough with all the hassle he gave you and Mac.”

“Tch Ah can’t believe he’s still sore over losing a game of cards.” Mac shook his head, “One he tried to cheat at as well.”

“Wait that’s why he gives you so much hassle?” I asked, honestly I was expecting something a bit more...dramatic but over a card game? That was just pathetic.

“Eyup.” Mac nodded, “Ah dunno why he was invited, but after that he never came by for cards again.”

“Yeah Ah remember yer throwin’ him through the wall...” AJ added trying her best not to laugh at the memory.

“Jeez are all you earth ponies ridiculously strong?” Rainbow asked looking a little unnerved.

“Of course we are Dashie!” Pinkie explained, “Think about it. Unicorns have magic, and pegasai can fly and control the weather. So obviously Earth ponies are super, super strong. I mean AJ here can crush somepony with her thighs if she wanted to.”

“I-I see...” Rainbow went pale.

“Don’t worry sugarcube Ah ain’t gonna to do that to yer...” AJ whispered in Rainbow’s ear in an attempt to reassure her.

A few more hours passed by, and much to Sunrise and Luna’s chagrin every single creep in the bar seemed to be trying to flirt with them. Thankfully AJ and Rainbow were very keen on driving them off.

“Where’s Fluttershy?” I asked, Mac just grinned as he pointed to the dance floor where Pinkie and Fluttershy were strutting there stuff. I should have figured, Fluttershy was always a bit of party animal after a few drinks, “Enjoying the view there?”

“Eyup.” Mac grinned, “Though Ah wonder who has the nicer ass.”

“You won’t catch me dancing like that...” I blushed, “At least outside the two of us that is...” Pinkie and Rainbow was cheering Fluttershy on, and she looked like she was having the time of her life.

“Ah wonder what Rares would say if she saw Flutters like this.” Mac wondered.

“She’d probably freak.” I laughed, “I think I need to lay off the drinks.”

“Yer sure, Sunrise said the drinks were popular with the ladies here.” Mac asked raising a brow, “Heck even Luna said she liked it.”

“I dunno...” I admitted, “I feel kind of funny...and horny...”

“Twilight?” Mac asked suddenly looking serious.

“N-no...Just horny...” I admitted, “What was in that drink.”

“Jus’ stay here a moment.” Mac got up and headed towards the bar where Sunrise and Luna sat chatting with each other, “Ah don’t mean to pry Sunrise but what did you order Dusk?”

“Just the house special...” Sunrise asked, “I ordered the same for myself and Moonlight, is there something wrong?” Sunrise called over to the bartender and asked her what was in the house special they ordered.

“Um...it’s just a regular cocktail with a dash of chocolate essence.” She explained, “It’s a drink popular in Canterlot...why is there a problem?”

Sunrise and Moonlight looked horrified, before turning to each other and realising how many classes they had drunk.

“Macintosh get Dusk out of here now!” Sunrise shouted, “We’re going to have a very big problem on our hands soon.” Moonlight ran off with Mac to get Dusk away from the bar. Sunrise ran off out the back and teleported away.

“Oh by the sun no!!” Celestia cursed, “Damn it! I should have asked what was in those drinks!” Celestia quickly paced in a panic and put up a silencing charm in her room, and reinforced the door so it was tightly sealed shut, “Oh Tia you fool! Just be thankful that Luna is with Dusk! It’s only a matter of time before it happens, by the sun it’s Neighpon all over again!”

“Luna what’s going on!” Mac demanded, “Why are we at the barn!”

“Because it’s going to be big enough for both of us and it’s private!” Luna shouted as she put up silencing charms around the barn, “Look chocolate has a really weird effect on Alicorns...it makes us...well...oh by the moon how do I say this? It makes us big and horny to put it in it’s simplest term.

“Big and horny?” Mac shouted, “Yer mean Dusk’s gonna get bigger?”

“Yes and so will I!” Luna panicked, “Just be grateful that this was just chocolate essence! Edible chocolate is much, much worse!”

“Oh...there’s that heat again...” I said dreamily. I could feel those changes beginning as that wonderful feeling began washing over me, “Oh Luna did you just get bigger?”

“Now that you mention it...” Luna blushed and let out a moan, “It does feel tighter...” Luna’s breasts began to swell in size, straining her dress and threatening to spill out.

“Hmm...you’re so sexy Luna...” I let out a seductive grin, “And you’re getting so big...” I pressed my own expanding bust against Luna’s, I felt really good right now even more so than when I usually changed.

“Dusk...I-I...we...can’t...give in...to...” I pulled Luna into a kiss and pinned her against the wall. Our bodies continued to slowly climb in height, and get curvier and curvier.

Our asses swelled and filled out, giving Mac a front row seat as we got bigger and bigger. Our clothes began to stretch and tear as our breasts finally spilled out of them.

Mac watched on in utter shock, his marefriend and Princess Luna growing in size, their asses getting fuller, hips getting wider as their soaking wet lingerie became nothing more than a thin piece of string and then snapping under the pressure of their combined growth.

Luna couldn’t help but grope my swelling backside, giving it a tight squeeze causing me to let out a very happy moan.

“Fuck Luna!” I groaned, “Keep teasing my ass like that!”

“I-I’m sorry you have to see this Mac...” Luna let out a moan as I began fingering her pussy, and sucking on her swelling tits, “Chocolate...has this affect on us, we can’t...oh fuck! Help it!” Luna panted and groaned, “It makes us so sensi-TIVE!! Oh fuck Dusk!!”

Mac just watched on with awe as the two mares continued to grow...

Celestia threw her head back in bliss, after all these years of avoiding chocolate she forgot how good this felt.

“Oh fuck yes bigger!!” Celestia watched happily as her breasts got larger and larger, “Fucking grow! Tear through those fucking clothes!” As she increased in height her dress strained and ripped, Celestia loved this feeling, the growth , the clothes destruction.

Her already huge hips and ass got swelled even larger, and larger...and larger still. Her panties strained and groaned until it tore apart and snapped. Celestia let out a loud moan that would have echoes through out the castle if it wasn’t for her silencing charm.

“Fuck these are soaked!” Celestia took the rags of her panties and began teasing her clit with them, the silky material only fuelled her lust even further, “Oh yes bigger! BIGGER!!!!”

Celestia shot up another foot in height, her breasts swelled even larger as they filled up with breast milk. She took on nipple and began to suckle on it, letting out a muffled moaned as she squeezed the other.

She already towered over everypony but now she was triple her height, hips as wide as her queen sized bed, a thick juicy ass that was so plump and soft that if you slapped it, it would jiggle like crazy.

The floor was stained with her mare cum and milk, as she shot up another foot in height. She teased her clit again and again, making herself cum more and more as her sensitivity grew with her new size.

“Oh Fuck! Fuckfuckfuckfuckfuck!!!” Celestia moaned and screamed in bliss again and again. She needed more of this, to be bigger, sexier, curvier! She had lost herself to her own lust and growth, “Oh fuck! Bigger! More!! I want to out grow this whole fucking castle!!!”

She shot up in height again and again, each bit of growth sending her over and over the edge as she got taller, her breasts bigger, her hips widening, her ass swelling, and her thighs getting thicker by the second.

She could feel it building up, getting closer and closer as she was getting pushed against the ceiling of her bedroom. In one almighty scream she let out a blissful moan that the whole castle shook, even though the silencing charm prevented anypony from hearing her screams of bliss.

Celestia panted and sighed in contentment before passing out and slowly returning to her normal size.

“OH FUCK LUNA!!” I groaned as Luna ate me out, teasing my clit with her tongue, “OH BY THE STARS!!!” Was she using her tongue to recite runes and glyphs down there?

Mac watched on as his lover and the princess know doubled in height, going at each other with a lust driven passion he had never even seen before. Their growth showed no sign of stopping anytime soon, he could have sworn he’d never seen two mares get so big.

“Enjoying the show big boy?” I grinned and moaned, “Do you like big sexy mares? I’m sorry but your kind of too small to fuck me right now...OH FUCK!!!” I could feel Luna’s smirk as she continued to tease me, “Come here sexy!” I easily picked up Mac and tore his clothes off, “You’re so big and hard!” I began to suck and lick his cock, teasing him as gently as I could. I could feel Mac shiver with each lick of my tongue.

“Oh Twilight!!” Mac groaned, “How much bigger are ya’ll gonna get?” Luna sat up and teased my clit with her fingers.

“Not much longer...” Luna moaned, “Twilight and I didn’t drink that much, Sunrise had drank more than us.” Luna and I let out another groan as our growth continued, “Fuck I forgot how good this felt! Almost makes me wish I had downed a whole box of chocolates!”

“How big do ya’ll get?” Mac groaned as I continued to suck him, letting out a very happy moan.

“Depends on how much chocolate we eat and how pure it is.” Luna smirked, “Biggest I’ve seen is the size of the castle. Now come here you sexy stud of a stallion!” Luna took Mac and put him in between my breasts and hers as she pushed up against mine.

Mac had front row seat of Luna and I making out passionately. Our giant breasts rubbing up against each other, giving Mac a first hand experience of a full body marshmellowy heaven.

Luna and I continued to increase in height, our breasts rubbing and growing against Mac. We could hear him moan and groan as soft titflesh rubbed and caressed him, I giggled when I felt something very wet and sticky on my massive chest.

“Oh Mac you naughty colt.” I cooed, “Cumming all on my big juicy tits. You love big sexy mares don’t you...”

Luna and I cooed and groaned, as the last of the growth over took us and we both let out a loud moan as we came hard again and again. Mac thankfully was protected from our screams of bliss by our massive busts.

Luna and I panted as we came down from our high, as we slowly shrank down to our normal sizes. Mac gasped for air, and looked at both of us sighing contently.

“Note to self: Get Dusk and Twilight chocolate next Valentine’s day...”

Like Mother, Like Daughter part 4.

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“Oh sweet heavens my head...” I groaned, wincing at the morning light shining on me, “This...is new?” I stood up or rather tried to and stretched. I turned to see why I couldn’t move, bits of torn clothing scattered everywhere and Mac and Luna were asleep naked beside me.

I looked down and saw the mess Luna and I must of made the previous night, the last thing I remember was having a few drinks before I began to feel funny.

“Yer okay Dusk?” Mac spoke up groggily, “Yer had quite the night, last night.”

“Mmm...” Luna seemed to purr as she woke up, “Best giantess sex I’ve had in ages...We really need to do that again Dusk.”

“W-what?” I stuttered, “Is this what Cadance meant by Alicorns and chocolate not mixing?”

“Hm?” Luna raised a brow, and giggled, “What the heavenly feeling of growing larger and curvier? Or how good it feels to just cut loose like that?” Luna yawned, “That first time is always so intense...”

“So chocolate equals a very horny and sexy giantess...” Mac stated, “Good to know.”

“MAC!!!” I shouted, “I can’t believe you said that!”

“Dusk...” Mac continued, “Ah got witness mah marefriend and princess Luna get bigger and curvier than any mare Ah’ve ever seen, get hot and heavy with each other...and yer expect me not to be turned on by that?”

“Um...I er...” I grinned sheepishly, “You’re not going to be gentle with me later are you?”

“Nope...” Mac stated in his usual fashion, “Yer ain’t gonna be walkin’ straight after Ah’m done with yer.”

“You have a thing for big curvy mares don’t you Macintosh?” Luna smirked, “Can’t say I’m surprised, you’d be surprised how often I’ve heard ponies fantasise about bedding me and my sister.”

“...” Mac said nothing, he knew fine well what she was getting out.

“Mac!” I shouted, “Don’t tell me you’ve thought about the princesses like that!”

“You’re just as bad Dusk...” Luna smirked playfully, “Me and my sister together like that...and Cadance as well.” Luna tutted, before letting out an amused chuckle, “Can’t say I blame you though, you and your brother seem to share a princess fetish...”

“Luna...please don’t bring my brother into this...” I blanched, remembering what happened the last time I had saw my older brother.

“Alright then...” Luna teased, “How about the one of Mac rutting you like crazy from all those months ago?”

“...” Mac looked at me in shock, “I-is that true Dusk?” I just nodded sheepishly, god this felt so awkward...

“S-so what exactly happened last night?” I asked hoping to change the subject, “I don’t remember much...”

“Our drinks had chocolate in them...” Luna explained, “Though I doubt Sunrise actually knew that at the time, I brought us here and then we indulged in a lot of growth, expansion and lesbian sex...Macintosh here seemed to be enjoying himself in between our breasts.”

“I kind of noticed...” I pointed to my chest, it still felt sticky from last night.

“Ah don’t regret nothin’.” Mac grinned.

“We really need to do that again...” Luna smiled at the thought, before giggling, “We would totally make all those other mares jealous.”

“Jeez what happened to the shy Luna I know?” I grinned, “Then again...that did feel really good last night...”

After a while of banter about the previous night we all got up, and stretched. I still felt a little groggy from waking up and my nethers still felt a bit sore, I let out a happy moan when my thighs rubbed together. I still felt so wet from the thought of last night.

“!?” I froze in place, and I reached down between my legs...and felt something moist instead of what was normally there.

“Dusk?” Mac asked, “What’s wrong?”

“I see that magic caused her change has had an unexpected side effect.” Luna used her own magic to give me a quick run over, “Well this is interesting, it would seem you body has finally finished changing Dusk...”

“What? But what about Twilight?” I demanded,

“Oh you’ll still change.” Luna reassured, “But as far as you’re concerned, the magic that caused you to grow last night must have finalised your transformation.”

“What how?” I cried, “I thought I wasn’t going to change any further!”

“You decided it actually.” Luna sighed and explained, “An Alicorn’s magic is more tied to our person than a regular unicorns, it’s like a part of our body which is why our magic affects us the way it does when it goes out of control. It only does so because we go out of control when we are overwhelm by our emotions. In a way our bodies reflect our magic.”

“...” I remained silent, this was a lot to take in. Was this why Twilight looks the way she does when I change? And was I fully a mare now because I desired it so much now? After everything that happened I had grew to resent that thing between my legs because even if I didn’t want to say it I was that much happier being a mare.

Granny Smith and Twilight Velvet sat in the living room happily chatting away, sharing stories of the antics their children had gotten themselves into.

Mac, Luna and I carefully snuck past them as best we could, thankfully we had found something to cover ourselves up to hide our embarrassment. We got halfway up the stairs before we heard my Mother yell at us.

“Dusk Shine! Macintosh!” Mom raised a brow at the other mare with us, “Luna? Why are you all naked under those blankets?”

“Um...” I hesitated, by the stars how do you explain to your mother that chocolate turns you into a horny giantess.

“Mac? What the hay is goin’ on here?” AJ asked as she stood at the top of the stairs behind us wrapped in a blanket, “Just what in tarnation happened to you two last night?”

“Jeez come back to bed AJ!” Was that Rainbow I heard back there? “It’s too early in the morning and I’m not done cuddling with you yet!”

“U-umm I would appreciate it if you came back to bed Applejack.” Wait was that Fluttershy? Oh god what the hell happened last night after we left.

“AJ get that sexy booty of yours back to bed now! It’s too early to be having a party right now...” AJ went bright red with embarrassment, well at least Mac, Luna and I wasn’t the only ones having fun last night.

“Ah swear you lot make the biggest racket Ah’ve ever heard!” Granny laughed, “Ah can understand RD but the other two?”

“Flutters can be really persuasive when she wants to be.” AJ answered awkwardly. Wow I didn’t realise Fluttershy had it in her, I guess it’s true what they say about the shy ones.

“That don’t explain the ground shakin’ last night.” Granny continued, “Ah swear Ah could have sworn it was a light earthquake.”

“Seriously though you two...” Mom scolded us, “What are you thinking sneaking in here like that? What kind of example would you be setting Applebloom if she saw you like this?”

“Um...can we discuss this later, Mom?” I grinned sheepishly.

Celestia stirred from her sleep, and for once she was happy she had the opportunity to sleep in for once. She noticed the sun was already up and assumed her magic did it’s own thing out of instinct.

She let out a content moan, her nethers felt so sore from the previous night. She grinned recalling how rough she was with herself last night, it had been so long since she had grown like that. Her bed was soaked, and the room smelt of her sex. What was left of her clothing was scattered on the messy wet floor.

“I really needed that...” She mused, she hadn’t felt this good in such a long time, “The first time this happened I ended up having sex with my sister...” She groaned at the memory.

Celestia noted to herself that this was a good way to cut loose and relax, and she had been unbelievably stressed lately. She mused that letting herself cut loose sexually would be a good way to unwind.

“Maybe Luna was right...” Celestia chuckled, “I need to get laid more often...” It just occurred to her she had a pony to fry, then again he did decide to trash her student’s home.

Celestia snapped her finger and in a flash all the mess had vanished, she showered and gotten dressed before making her way to the throne room.

Celestia had asked the guards to bring Iron Lance to her, she would have words with Flint Spark later but this matter needed to be sorted out as soon as possible.

Once everypony had gotten dressed I had to explain to my mother what had happened last night...minus a few details. I couldn’t help but giggle over how content Rainbow seemed to be cuddling up to AJ.

“Are yer gonna be like that all day RD?” AJ asked embarrassed,

“You’re comfy...” Rainbow muttered tiredly. By the stars Rainbow was so adorable right now.

“You two make a cute couple.” I smiled at AJ who blushed in response.

“Yeah who would have guessed RD would be such a cuddler.” Luna quipped, “You’re just as bad Dusk...” AJ laughed as I went red from embarrassment, Mom couldn’t help but chuckle at the banter.

“Oh boy...”

Like Mother, Like Daughter part 5.

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“You heard me correctly bring Iron Lance to me right now.” Celestia ordered two of her guards in a harsh stern tone, “I have some need of him for a short trip to Ponyville.”

Both of guards panicked, as it was exceedingly rare to see her so stern. Both of them had wondered if something had happened in Ponyville that demanded the princesses immediate attention. It didn’t take long for them to track down Iron Lance and sent him to a rather irate looking Celestia.

“Y-you wanted to see me your majesty?” Iron Lance stood to attention. Celestia gave him an unamused look.

“You are going to accompany to Ponyville.” Celestia explained, “I find myself in need of your opinion of something, as my student has recently fell victim to a rather serious problem.”

“What kind of problem your majesty?” Iron Lance asked nervous.

“I haven’t a clue, but I understand it is something that I need to see in person.” Celestia explained, “And we’ll be leaving immediately.”

It didn’t take too long to get to Ponyville, Iron Lance and Celestia had teleported right in front of the ruined library. Iron Lance looked even more nervous as Celestia inspected how trashed the place was.

“I see...” Celestia muttered her voice remained neutral, “Do you have any idea about this Iron Lance?”

“I-I think Night Light was caught at the scene at the crime, your majesty.” He answered, “He’s in the Ponyville jail right at this moment.”

“Oh really?” Truthfully Celestia already knew this bit of information, and she knew fine well Iron Lance was trying to hide something from her, “Then you don’t mind if we take a short trip to the farm?”

“Erm...no your majesty.” Iron Lance stuttered.

Mac had went off to see Fluttershy home, which left Mom and I to discuss what was going to happen to Night Light.

“You’re really thinking of divorcing him?” I exclaimed.

“Yes Dusk.” Mom nodded, “I think it would be best, you know fine well how much we argued in the past...and well, his little display the other day was the last straw.”

“Mom...” I couldn’t believe this was happening, “Don’t you think that’s a bit much?”

“No Dusk,” Mom replied, “I gave him far too many chances, and he’s let me down every time.”

“As foolish as he was, I suppose this couldn’t be avoided.” Luna spoke up as she joined us for breakfast, “I’m surprised you asked the guards to be so lenient on your father.”

“...” I said nothing to Luna’s comment.

“Hm?” Luna seemed to sense something, “It would seem my sister is on her way here.”

Mom, Luna and I headed outside to meet up with Celestia, who was accompanied Iron Lance of all ponies.

“Well this is going to be interesting.” I commented, Iron Lance looked like he was about to wet himself. I wonder if Celestia was doing this intentionally.

“Sister, to what do we owe such a personal visit?” Luna asked her sister, Luna raised a brow at why Iron Lance was accompanying Celestia to such a place such as this.

“It has recently come to my attention that your home was broken into and completely ruined by somepony just the other night.” Celestia explained, “I was hoping you could shed some light on what happened Dusk.”

“Oh really?” I raised a brow, was that mischievous glint I saw in Celestia’s eye? “Well my home was broken into and trashed, by my father and another pony apparently if what Night Light says is true.”

“Another pony?” Celestia asked intrigued, and took a moment to ponder what her former student was saying, “Are you sure Dusk?”

“Oh yes, he even had the guts to brag to my face about it.” I explained, “You can even ask my friends, they’ll all say the same thing isn’t that right Iron Lance?”

Iron Lance looked like he was about to run off like a coward at the first opportunity he could find. Celestia turned to him with a raised brow, watching him squirm under her intense gaze.

“Would you like to explain this Iron Lance?” Celestia asked warmly, “Because it would be very unwise if you lie to me, and believe me I will know if your lying.”

“Fine I admit it!” he panicked, “I got drunk with Night Light, he ranted and raved about how his son was such a disappointment so I egged him on to go and trash your place...I-I even helped him do it! T-There I said it!!”

“Good.” Celestia glared, “I’m going to make sure you never bother my student or his friends ever again. Iron Lance I hope you enjoy your stay in jail, because I assure you you’re going to be there a very, very long time.” Celestia snapped her fingers and in a flash Iron Lance was teleported to what I assumed was the Canterlot dungeon. Celestia sighed, “He’s had that coming for a very long time, I’m going to have to review the recruitment process when I get back.”

“Where did you just send him princess?” Mom asked.

“Just somewhere where he’ll be out of mind for the time being at least.” Celestia answered simply, “I would imagine a certain somepony would like a few words with Iron Lance, don’t worry I told him to expect him and explained what had happened.”

“W-Where am I?” Iron Lance looked around in a panic, this wasn’t the castle dungeon, “Oh by the sun w-where am I?”

“Well Iron Lance, it has come to my attention that Celestia wants you whipped into shape?” A voice spoke behind him, “That attitude of yours has caused ponies enough problems as it is. Shame really you’re actually a damn good soldier.”

“Captain Shining Armour?!” Iron Lance exclaimed in fear. Shining Armour cracked his knuckles, and gave Iron Lance an unamused look.

“I don’t take too kindly to ponies who harass my family.” Shining warned.

“This is going to hurt isn’t it...” Iron Lance gave an frightened, awkward smile.

“Yup.” Shining answered simply.

“Please be gentle...”

“Ah-hah...no.”

Work on repairing the Library was coming along well, even if it was taking longer than expected. I shouldn’t have been so surprised at any delays that may have popped up.

“Ya’ll alright there Dusk?” Mac spoke up, snapping me out of my thoughts.

“I’m fine Mac.” I replied, “I was just thinking about how all this started that’s all.”

“Yer experiment?” Mac asked, “That’s what started this right?”

“Yes...yes it was.” I answered, “As much as I think about it, I don’t think I’ll ever regret doing it.” Mac stopped what he was doing, and gave me quizzical look.

“Ah don’t blame yer.” Mac spoke, as he continued on repairing the bookshelves, “Why should yer regret something that’s made yer happy? Ah mean yer alot happier now right?”

“I am Mac, but I dread to think what somepony could do with that spell if they got their hands on it.” I replied with a grimace, it was a thought I wasn’t fond of, “I’d hate for anypony to go through what I’ve been through over these past few weeks.”

“So yer put the formula in a safe place then?” Mac asked.

“It’s down in my basement lab, but I’m the only pony who has the key to it.” I answered, “I’m debating on destroying that formula to be honest.”

“Yer mean that door was supposed to be locked?” Mac stated, I froze in my tracks and turned towards him with a terrified expression.

“Oh...no...” I ran to door and down the basement stairs into the lab, I checked the table where the research notes should have been, “It’s gone! Oh by the stars no!”

“Dusk?” Mac ran down after me, “Dusk what’s wrong?”

“Somepony has stolen my research on the spell!” I explained, “If anypony tries it then what happened to me will happen to them, the spell is guaranteed to fail. You’d have to be an Alicorn to have the level of magic needed to even attempt it with any chance of success!”

“What?” Mac exclaimed, “It’s really that bad for anypony to try?”

“Yes,” I continued, “If this was cast by an Alicorn, then the spell would have been temporary if it was cast without the binding properties of the moon. If done by a Unicorn the spell will be permanent regardless if the spell fails or not.”

“Do yer think yer old man took it?” Mac suggested.

“I doubt it the door was locked during the night he and Iron Lance broke in.” I confirmed, I walked over to the door lock and examined it closer, “Just great...the lock was picked.”

“How can yer tell?” Mac inquired.

“Because the damage to the lock is on the inside.” I explained, “Here look, it looks like it was kicked in from this side.” The door lock was kicked in rather badly, most likely an attempt to make it look like part of the break in.

Elsewhere in a small carriage home, a blue unicorn stallion with a silver mane and tail was going over some notes with a zeal only reserved for performances, and matters involving his self appointed rival.

“Just what were you planning Dusk Shine?” The stallion continued to read the ingredients needed for this spell described in the research notes, “Sugar and spice? Powdered Heart’s Desire, Crystallized Lust and Liquid Courage? What were you doing with these ingredients?”

The stallion looked around his shelves for the various ingredients, he knew for sure he had picked up some of the ingredients during his travels before he settled down here in Ponyville.

“Ah here we are!” The stallion grinned, sure tricks and illusions were more his forte but he was still a capable magician regarding magic of the non-performing variety, “Well Dusk, let’s see how well the great and powerful Mirage Lulamoon does when I out do you at last!”

The Greatest Trick Part 1.

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After the incident with the Alicorn Amulet, Mirage Lulamoon had settled down on the outskirts of Ponyville just on the border of the Everfree Forest. As a result he and Fluttershy developed an odd friendship of sorts, and his rivalry with Dusk had become somewhat more friendly.

Mirage looked through the notes, he wasn’t sure why they were lodged through his front door. He’d opened the envelope the notes were in out of curiosity, and were pleasantly surprised they belonged to Dusk. Mirage raised a brow out of interest, he knew he should return these notes to Dusk but there was a part of him that wanted to try the spell out of curiosity.

Mirage looked to the shelf were he had all the ingredients stored up from his travels. He deduced that some form of alchemy was used to make a catalyst for the spell to work, and the notes had detailed instructions on how to purify them and make the catalyst.

“This doesn’t seem so hard.” He muttered, “The catalyst need to be made ready for a full moon? I guess it couldn’t hurt to make it now.”

Mirage worked for hours to get everything ready, mixing the ingredients in the correct amounts as stated in the research notes. Mirage had plenty of experience with the more simple forms of alchemy, purifying something was pretty much common knowledge to those with some form of knowledge of the magical arts. Brewing simple medicines was a necessary skill when you travelled a lot after all.

The catalyst crystal formed as expected in the notes, Mirage picked up the crystal and examined it out of curiosity.

“Okay now what?” Mirage asked himself, he looked over the notes and found that the only thing that it mentioned was that it needed to be exposed to moonlight to make any enchantment binding, “Wait so this was an unfinished spell?” Mirage examined the crystal again and shook his head. He used his telekinesis he placed the crystal on a high shelf.

The crystal began to shake and glow with a bright light, Mirage turned towards the crystal before it exploded in a bright light and knocked Mirage back against a nearby wall.

“M-Mirage a-are you okay?” A voice spoke up, “I-I heard a loud explosion and I came to see if you were okay.”

“F-Fluttershy?” Mirage shook his head, “I-I’m fine, I don’t know what happened...there was a bright light...then a explosion.”

“What happened?” She asked out of curiosity.

“Somepony left a envelope on my doorstep.” Mirage explained, “I checked it out of curiosity, and there was these research notes that belonged to Dusk. I tried the spell that was written on them, I knew I should of just returned them to Dusk...By the moon I’m such an idiot.”

“Well it looks like nopony was hurt.” Fluttershy sighed, “Maybe you should return these notes Mirage.”

“Yeah your right...but I’m not saying anything about trying the spell.” Mirage agreed, “You mind coming with?”

“Of course not.” Fluttershy smiled, “I’ll help you explain.”

Mirage and Fluttershy made their way towards the Ponyville Library, and upon reaching it Mirage looked in shock at the state of the place.

“What the hell happened here?” Mirage wondered.

“Mirage...Fluttershy? What brings you two here?” I asked curious, once I saw them standing outside the window, “Come on in...erm mind the mess.”

“Erm...I came here to return this Dusk.” Mirage handed me an envelope, I looked inside only to find my research notes, “I found it on my doorstep this morning.”

“You didn’t attempt the spell on here did you?” I asked immediately, the last thing I wanted was somepony going through what I was.

“I gave it a quick read, but I’m not going to try an incomplete spell anytime soon.” Mirage explained.

“This spell isn’t incomplete.” I stated, “It just didn’t work the way I wanted it to, and I didn’t get the chance to finalise the research.” I wasn’t going to go in depth of what the spell did to me, that was sort of a private matter. I tore up the research notes before throwing them into the trash can.

“So it didn’t work?” Mirage asked curious.

“Not without side-effects Mirage.” I continued, “I’m glad you didn’t try the spell, the results would have been permanent for a unicorn.”

“R-really?” Mirage paled slightly, “What kind of side effects?”

“I don’t know how it effects other ponies Mirage,” I admitted, “I honestly couldn’t say what could happen...are you okay?”

“O-oh I’m fine.” Mirage tried to reassure me, “I was working on a new trick earlier and it kind of blew up in my face. I-I think I’m going to go and have a nap or something.”

“Erm...well thanks for returning these notes Mirage,” I was grateful, but something told me there was more going on here. I sincerely hoped he didn’t try the spell, that catalyst would react to any source of magic it came in contact with.

Mirage left in a hurry, and I was left wondering why he seemed to nervous earlier. I knew he would have looked at the notes considering what his curiosity was like once it was provoked. Mac had asked what was wrong with Mirage but I just shrugged and continued on helping make fix the place up.

Mirage had ran all the way back to his carriage home, he panicked over what Dusk had told him about the side effects. He told himself repeatedly that nothing was going to happen.

“By the sun I’m such a fucking idiot!” Mirage cursed, “What’s going to happen to me! And it’s going to be permanent of all fucking things! I should have just returned the notes instead of trying the damn spell!”

Mirage paced back and forth wondering what to do about this recent development, but he couldn’t bring himself to focus on anything.

“Damn it what’s Dusk going to think of me now once he finds out, I actually tried the spell.” Mirage muttered to himself, “Damn my sense of pride, if it wasn’t for that Dusk might have seen me as an equal. I can’t face him like this...”

Mirage wiped his brow, he wondered why he felt so hot. His heart felt like he was running a marathon, and his breathing became more and more ragged.

“W-what’s going...on...?” Mirage struggled to support himself on his own legs, “I-It feels like I’m on fire!”

Mirage felt his nethers begin to retreat and change, he couldn’t help but moan at the pleasurable and alien sensation. Mirage felt the heat beginning to consume him further and further, turning itself into a want and need.

Mirage groaned as he began to shrink in size, until he lost a few inches of his height, his body became slimmer and his waist narrowed. His clothes looked baggy on him after he shrank, but began to tighten again as his hips began to swell in size.

“W-What’s going on...? Oh fuck...t-that feels...f-fuck I-I want more!!” Mirage reached towards the dampness that was forming between his legs, and was met with shock when he felt something warm and moist instead of what should have been there. He moaned as he caressed his new found marehood.

His t-shirt began to tighten as he felt his chest expand further and further, he cupped one of his expanding breasts out of curiosity and moaned over how sensitive they were becoming as they grew more and more.

“Oh by the moon!” Mirage cooed and groaned, his voice becoming more and more feminine as the change continued. He could feel his ass fill out more and more, straining his jeans as it continued to swell. He caught a glimpse of his reflection, he was convinced he was losing it when he saw his reflection’s mane get longer and facial features get softer.

“W-why...” Mirage let out another groan, “Why does this feel so fucking good?” Mirage was losing himself as teased and caressed his or rather her marehood. Her jeans strained and finally tore themselves apart under her expanding hips and backside causing Mirage to moan even more, “Fuck!! Oh...more...more!!”

The new sensations were quickly becoming too much for Mirage to handle, she bucked and groaned as she was getting closer and closer. She bit down on her lips, as each caress became more and more intense until she let out a loud scream of utter bliss.

“Oh...f-fuck...” Mirage panted, her voice was now softer in pitch when she spoke, “Oh fuck that felt good...” Mirage took a moment to calm herself down, and took off her remaining clothes, she grimaced once the smell of sweat and sex hit her nose, “I’m going to have to get some clean clothes on...if any fit me now...”

Mirage looked at her reflection, and immediately noticed she had shrank a few inches. Her silver mane now reached to her shoulders, her eyes seemed more expressive and her lips looked fuller.

She was curvier now, but not by too much Mirage noted she had a figure similar to Rarity’s but she was certain Rarity was bigger in the bust department if only by a bit.

Mirage turned around and looked over her shoulder at the mirror, she gave her backside a quick slap letting it jiggle softly. Mirage moaned softly as she squeezed her plump backside, she never knew a mare’s backside could be so sensitive and soft to the touch.

“I-Is that really me?” Mirage asked herself, “This is got to be some trick...” She didn’t know why but something told her that Mirage wasn’t the best choice of name as she was now, “...Trick...huh, I don’t know why but Trixie seems a bit more suited for how I am right now.”

Mirage pondered her sudden train of thought, and wondered where it had came from.

“Trixie...” Mirage muttered, “The great and powerful Trixie...that has a nice ring to it.” Mirage knew Dusk was eventually was going to find out about this, and she dreaded his response when he finally finds out.

Mirage...no Trixie looked hard in the mirror, and asked herself was it really so bad if she was like this? Would she eventually change back, and then change again? Just how permanent was this? All these questions ran through her mind, and when she looked at her reflection she allowed herself a small smile and giggled as one final thought filled her mind...

“Maybe he’ll like me like this...”

The Greatest Trick part 2.

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Trixie had wondered where that thought had came from, it was somewhat unusual even for her. She looked again at her reflection, again the thoughts wandered off to what she desired more than anything.

“I want to Dusk to see me as an equal...” She told herself, “I-I want to be closer to him...” That one single thought seemed to be repeating through her mind, she couldn’t understand where that thought had come from but it was as if it was trying to get her to realise something.

When Trixie or rather Mirage had first met Dusk, the two were always at odds with each other and ever since Dusk had beaten him in that magic duel Mirage had wanted Dusk to see him as an equal. They were friends now, but there was always that tension and sense of rivalry between the two.

Trixie sat down on her bed, in her confusion she couldn’t understand where this infatuation with Dusk had came from.

“Think Trixie!” She muttered trying to get herself to focus, “Think about what ingredients were used...” Trixie thought for a moment before realization hit, “Oh by the moon no! Dusk you idiot! Why would you make a spell like this!” Trixie paused for a moment when she recalled Dusk telling her that the spell wasn’t supposed to do this.

Trixie got dressed, it took some doing but she found some loose clothes that actually fit her new feminine frame. She needed to find Dusk, she needed to apologise for lying about not trying the spell.

Trixie’s breath began to hitch as she reached for the door nob, she needed to tell Dusk everything, how sexy he looked, how much she wanted him to rut her...Trixie tried to focus, but the thought of being near Dusk was too much for her...just the thought of him was getting her wet.

“Damn it Trixie focus!” She cursed, “Dusk needs to know what happened, not what position you want him to fuck you!” Trixie pounded her door in frustration, “These thoughts aren’t yours! So snap out of it!”

Through sheer force of will she forced each step out of her front door, she needed to control herself if she was going to get to Dusk and tell him what happened.

It was taxing walking through the streets of Ponyville, and it unnerved her that nopony recognised her. She tried to pay it no mind, but she felt so self concious. Just what had happened to her, was this effects of the spell? Trixie couldn’t help but wonder.

She finally got herself in front of the library door, her breaths were getting heavier by the second. Slowly she knocked on the door.

“Hello?” I answered the door, only to find a blue unicorn mare standing in front of me trying her hardest to keep herself together, “Can I help you?”

“D-Dusk...I-I need help!” The mare pleaded, “I-I need your help please! I-I messed up...I messed up big time!”

“W-what?” I looked at the panicked mare in confusion, “Um...come in, I’ll see what I can help you with...erm mind the mess.” The mare smiled awkwardly and walked inside.

“I-I’m sorry Dusk...r-really I am.” The mare continued, “I-I tried the spell...I couldn’t help it...I was just too curious for my own good.”

“Mirage?” My eyes widened in realization, “Oh by the stars! Mirage what did you do to yourself?”

“I don’t know what’s going on.” The mare explained, “I made the crystal, but I didn’t use any spell I swear! I was just going to put it on a shelf once I realised I couldn’t do anything with it.”

“How did you get it on the shelf?” I asked.

“I used my telekinesis...oh...fuck...” The mare realised what she had did, “The crystal reacted with that didn’t it?”

“I figured as much Mirage...” I sighed, “I was hoping this wouldn’t happen to anyone else.”

“T-Trixie...my name is Trixie...” Trixie corrected me, “T-there’s something else too...something I don’t know how to explain.”
“What’s wrong?” I panicked, “There wasn’t any other side effects were there?” Trixie stared at me as if she was transfixed by something, “Why are you looking at me like that?”

“I-I can’t help it...” Trixie spoke up, I couldn’t help but notice how close she was getting to me, “I-I have these thoughts...o-of you...I can’t hold it in...a-any more...”

Trixie closed the distance between us, I tried to back away but she was on top of me on the sofa. The look in her eyes was one of desire, a look I was already familiar with.

“F-Fuck me Dusk...” she pleaded, Trixie grabbed my hand and placed it on one of her breasts, “I-I need this...please...”

“Trixie snap out of it!” I begged, “You don’t want this...”

“I do Dusk...oh but I do...” Trixie’s voice went from a stutter to becoming more and more confident. Trixie pulled me into a kiss, I squirmed and whimpered under the touch of her lips as she trailed kisses down my neck.

“T-Trixie...s-stop...o-oohh!” Trixie smirked, as she found a sensitive spot on the nape of my neck. She slowly trailed her hands down my chest...and she leapt back in shock when she felt the softness of my breasts.

“W-what?” Trixie exclaimed, “D-Dusk y-you have breasts?”

“...Yeah...remember those side effects I mentioned?” I sighed, Trixie trailed her hands down even further, fully expecting to find something stiff and hard but she found nothing.

“Y-you’re a mare?” Trixie stuttered, and then came to a realisation “This is permanent?”

“I don’t know...” I answered, “In my case yes...you I honestly don’t know.”

“...” Trixie looked at me in shock, “B-but...I wanted...I-I wanted you...to...Oh heavens no!...I need you inside me!! You can’t fuck me if you don’t have a dick!”

“...” I sighed and rubbed my temples, “It’s called lesbian sex Trixie...but I think you have a bigger problem right now...”

“W-why?” Trixie asked.

“Because my coltfriend is standing by the door right now.” I explained, Trixie turned to see Mac arms folded looking unamused at her antics.

“Y-your coltfriend...” Trixie exclaimed, “But I thought...uhhh...” Trixie passed out on the couch, I wasn’t sure if it was the shock or the transformation was beginning to wear off that caused her to pass out.

“She tried the spell didn’t she?” Mac asked me looking at Trixie’s unconscious form.

“Yes, she made the catalyst, but I doubt she realised it would react the way it did with magic.” I explained, “She’ll change back with in the hour if I had to guess.”

“Yer okay Dusk?” Mac asked, giving me a worried look.

“I didn’t want anypony else to go through with all this like I did.” I replied, “Look at what did to me, and now Mirage has to go through this too.”

“...Ah take it’s kind of unnerving for yer.” Mac stated, “To see somepony else act the way ya’ll did when this all started.”

“A little yes.” I admitted, “I’m going to help Mirage as much as I can, it’s the least I could do.” A thought came to mind, one that worried me greatly, “There is one thing though that’s bothering me, how did she get the notes to begin with? I could tell she wasn’t lying about when she said she had found them on her doorstep in an envelope.”

Mac had continued working on repairing the last of the bookshelves and the last of the damage in the kitchen, whilst I watched over Trixie. She had eventually changed back over the course of an hour, and it was fascinating to see the transformation reverse itself. I briefly wondered if this what I went through when I changed back.

I didn’t see anything unusual about the reversion, but I did notice that Mirage didn’t revert back to his original height. That particular detail unnerved me a little bit, I knew first hand that this change was slowly going to become more and more permanent. Not to mention what is going to happen if Mirage doesn’t change after extended period of time.

The Greatest Trick part 3.

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Mirage woke up startled, panting heavily. He looked around and found himself in an unfamiliar room.

“W-Where am I?” He asked himself, “By the moon what a weird dream I had last night.” Mirage looked around the room, and found it to be a small room. It was bare and lightly furnished, if Mirage was to take a guess he assumed it was a guest room. There was a knock on the door, and Mirage wondered who could it be?

“C-Come in?” Mirage spoke up, and his long time rival entered the room, “D-Dusk? W-where am I?”

“At the library.” I said simply, “You had a bit of an episode earlier, pretty much like I did when I first changed.”

“T-That wasn’t a dream?” Mirage panicked, I gave him a raised brow and mentally noted it for later.

“No it wasn’t a dream Mirage.” I explained, “That all happened,” I paused for moment, “And I’m sorry to say it won’t be the last time you change either.”

“W-What are you talking about Dusk?” Mirage looked confused, “What change?”

“The one that’ll happen at random for the rest of your life.” There was a tone of finality in my voice, “You’ll change gender just like I do, and there’s something else you need to know.”

“W-What?” Mirage asked, “What else is there?”

“You’ll eventually lose control, if you go without changing for so long.” I explained, “The change is like an addiction, you felt it right? That warm tingling feeling you get just as you change...and it doesn’t stop there.” Mirage gave me a frightened look, “Eventually you’ll start to crave the change more and more.”

“T-There’s got to be a cure right?” Mirage was practically begging, hoping I’d have some solution.

“I’m sorry...” I shook my head no, “But this is permanent, and it’s something you’ll have to live with...but I can at least offer some help...it took some doing but Mac and I have come to an agreement.”

“W-What agreement?” Mirage asked, “What did you two have to agree on that could of possibly help me?”

“...” I blushed, “Well, the main thing about the change is that it...well renders us in a state of arousal.”

“W-What?” Mirage looked at me dumbfounded, I sighed.

“In other words, the change makes you horny.” I grimaced over how crude that sounded, “And well...dealing with it is kind of awkward.”

“Just great.” Mirage groaned, “If you’re offering what I think you are, then sorry I’m not interested in you like that.”

“Really?” I folded my arms and gave a raised brow, “Trixie seemed to have other ideas.” Mirage gave me an unamused look.

“Look...” Mirage continued, “I don’t know what happened earlier, but that wasn’t what you think it was!”

“It took me sometime to admit it myself.” I replied, “I’m only trying to help you cope. This is indirectly my fault after all.” Mirage sighed and shook his head.

“No it isn’t Dusk, my own curiosity got the better of me once again.” He admitted, “I know it was stupid of me...but I just couldn’t help myself.” I sat down beside Mirage, and gave him a small smile.

“I’m not blaming you.” I reassured him, “I’m more concerned by who dropped those notes on your doorstep.”

“Uh-huh...” Mirage seemed distracted by something, he couldn’t bring himself to look away from his rival’s face, the soft glint in her eyes and how soft her lips looked.

“Mirage?” I tilted my head embarrassed, “Are you okay? You’re kind of spacing out.”

“W-Wha? S-Sorry I kind of zoned out there.” Mirage blushed, I sighed and frowned.

“Look I’m offering to help you...and maybe help you get this under control.” I blushed, “I-I mean I’m with Mac romantically, and Fluttershy...well I guess you can say we’re friends with benefits of sorts.” I giggled, “Relationships with multiple partners aren’t that rare in Equestria after all.”

“Just what are you getting at Dusk?” Mirage groaned.

“What I am getting at Mirage...” I said with a seductive smirk, “Is that I’m going to fuck you...”

“What?” Mirage looked at me with a confused expression.

“You can feel it can’t you?” I continued, “That small tingling warm that builds up inside you?” Mirage nodded slowly as he backed up against the wall, I followed suit and straddled him, “See I can’t help that feeling as much as you can...and it drives me crazy, if I don’t sate that desire often enough.”

I grabbed Mirage’s hand and placed it on my breast, he looked at me confused and I could tell he could feel my heart quicken, and my breathing getting heavier. I could see it in his eyes that he was starting to feel the same way to.

“I can see it Mirage, and I want to help.” I continued, “But I need to show you that this isn’t something to be ashamed of.”

“I-I feel hot...” Mirage moaned, I kissed him, “Oh fuck...this feels so good!”

“I know...” I let my hands drift down and caress his withdrawing member as it became a sensitive wet marehood, “It feels wonderful doesn’t it. It’s becoming a craving...and I...oh fuck....I-I want more...”

I could feel my hips expanding and swelling, oh it felt like heaven. I love the way my tight ass got bigger and plumper with the change. I cooed and groaned in bliss as my breasts began to grow in size as well. Mirage was in the same state I was, and he or rather she was doing her best to stifle a moan.

“Heh...” I grinned, “It feels wonderful doesn’t it? Here let me help...” I giggled as I removed her pants, exposing her wet pussy. I buried my head in between her thighs and began to tease that clit of hers with my tongue.

“H-Hah!!” She let out a cute moan, as I licked and sucked on her clit. I looked up to see her groping her growing breasts with one of her hands, the other gripping on the blanket, “D-Dusk...Oh....Hah-ahh!!”

I let out an amused chuckle, as I got up and stripped off the last of my clothing and Trixie tossed her remaining clothes aside on top of mine. My breasts continued to grow and swell further as the last of the changes began to set in.

There was a big difference between mine and Trixie’s figure. While I was big and curvy, she was slimmer but she certainly had a nice tight ass on her and her breasts were around a D cup if I had to guess.

“Now my dear Trixie...” I grinned, “Are you ready to play? Because Twilight’s going to show you how to enjoy yourself as a mare.”

Trixie nodded slowly, and I pulled her into my embrace. I kissed and caressed her neck, I briefly wondered if I should mark her with as mine. Trixie let out a cute moan as she felt something insert itself in her wet pussy, I snapped my fingers and a barely audible hum could be heard.

“Hahh! Fuck...FUCK!!!” Trixie cooed and moaned, as she trailed her kisses lower and lower until she was kissing my moist lower lips.

“Oh...fuck Trixie!!” I groaned, as Trixie licked, sucked and nibbled on my on sensitive clit, “Oh by the stars...” I tossed my head back and bit down on my lower lip. I focused my magic on the dildo that was currently in her tight pussy and began to move it back and forth, thrusting it deep inside her again and again. Each thrust causing her to throw everything she had into eating me out, “F-Fuck...fuck...OH FUCK!!!!”

Trixie turned around and wiggled that cute backside of hers. She whimpered cutely as I grabbed her ass and gave it a firm squeeze causing her to squeal in pleasure. I rubbed her clit with one hand and groped and teased her breasts with the other, kissing the back of her neck as the dildo continued to fuck her tight cunt.

“Oh T-Twilight...” Trixie shivered and moaned, the pace of each thrust getting faster. I conjured up another dildo which set itself in my own wet pussy and began thrusting at the same pace.

“Oh f-fuck!!!” Trixie pulled me into a kiss and soon we were fighting over who was on top, each kiss became more and more heated as we fought for dominance over the other. Trixie teased, and I responded in kind. All in all we had left the guest room in quite a mess.

Mac didn’t doubt what all that noise was, and he was debating on checking up on them just to make sure they were alright. He couldn’t believe Dusk had talked him into this.

“What did Ah do to get wrapped up in all this?” He muttered to himself. It was quiet for a moment, and against his better judgement he decided to see what was going on up there.

Mac walked in on me pinning Trixie against the wall, squirming and groaning as I mercilessly teased her clit as she got closer and closer to her climax.

“Ahem...am Ah interrupting something?” Trixie and I glanced at Mac, and an evil gleam in our eyes. Mac felt a cold sweat as he stepped back out of the room.

“Come here lover boy!” Mac found himself thrown and pinned on the bed, stripped of all his clothing. Trixie and I stared hungrily at Mac’s cock, and both of us began teasing his stallionhood. We took turns sucking and jacking him off, and it soon turned into a competition over who could suck him the hardest.

This continued back and forth between us, Mac grunted and groaned as we both gave him a blowjob he wouldn’t forget anytime soon. We were rough as we could be, as we kissed and sucked him. It guess the sight was too much for him as he came all over both of us, and us soon after considering those didlo’s had gone into overdrive with out desire and brought us both to our climax with a loud scream.

Trixie and I both collapsed on the bed exhausted and our faces and breasts covered in Mac’s seed.

“You know...” Trixie panted with a grin, “I could get used to this...”

“Beats losing it and fucking some random stranger.” I added, “Gender is fucking overrated anyway. I’m still gonna find out who took those notes one way or another.”

“Count me in...” Trixie agreed, “I want to have a few words with that bastard myself.”

The Greatest Trick part 4.1

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“You and I need to talk Nightlight…” I gazed down at my father with a disapproving look. He looked up at me from the back at is cell, and frowned.

“The hell do you want Dusk!” He spat out, “Not enough to throw your old man in jail? Let me guess you’re here to twist the knife?” I glared at him, and sighed.

“No, I’m here to ask you something regarding that night.” I stated clearly, “And right now you are my best lead.” Nightlight didn’t say anything, but I could tell he was listening.

“Fair enough,” He spoke up finally, “What do you want to know?”

“Was Iron Lance the only pony with you that night?” I asked, “Somepony stole the scroll with notes that started all this, and now one of my friends has the same problem I do.” Nightlight’s eyes widened in shock.

“How bad?” He inquired.

“This is very bad Nightlight, those notes contained ingredients for a catalyst crystal.” I explained, “You know as well as I do that type of crystal reacts with the slightest bit of magic, and what it did to me is permanent.”

“And your point is?” He looked at me dumbfounded.

“I’m a Alicorn Nightlight, only the strongest of magic is capable of being permanent to somepony like myself or the princesses.” I continued, “So what would happen if that kind of magic affected a regular pony?” Nightlight cursed under his breath, finally seeing what I was getting at.

“I can assure you it was just myself and Iron Lance.” Nightlight answered, “I may have been drunk off my ass but that much I remember.” I took a moment to think.

“I figured as much, the lock on the basement door was picked so neither of you could have done it.” I stated, as much as I hated him right now I know for a fact he wasn't a liar, “My guess is somepony broke in before we found you in the wreck that was formally my kitchen.”

“...” Both of us said nothing as we glared at each other.

“The guards will release you by the end of the day.” I spoke flatly, “There’s no further point in keeping you here…” Nightlight was about to speak up, but I stopped him, “Nightlight for a lack of a better way of saying this, Mom may forgive you in time but what you said and did is something I won’t forget, nor will I put up with. I’m going to make this clear Nightlight, I never want to see you again…” I turned and walked off before he had the chance to say anything.

“Are you alright Princess Dusk?” A guard asked as I walked out.

“I’m fine…I just have something on my mind right now.” I reassured, “And please don’t refer to me as a princess.”

“As you wish.” He replied simply.

Being called a princess didn’t surprise me i was used to it by now, I figured the side effects of my accident would be common knowledge by now. Various rumours had sprung up without my knowing which is normal for such a small town like Ponyville where everypony knew everypony. Being called a prince isn’t anything knew, so I’m not surprised at being called princess by the guards.

Mirage or rather Trixie is now going through the same thing I am, I’m pretty certain whoever took the notes on his doorstep knew he would be too curious to try it out. Was it some sick idea of a test run of the spell? Or did they just hate him enough to ruin his life like that?

I stopped in realisation, a look of utter horror washed over my face. Could whoever have took the notes copied them? If what they did to Mirage was only a test run…then this could be disastrous.

I passed through the market and I frowned as I saw Flim and Flam back in town once again. They were prattling on about their shady wares once again, and from the looks of it they had attracted quite a crowd.

“That’s right folks what we have here is a crystal that is 100% guaranteed to give you a fresh outlook on life!” Flam boasted, “And we assure you it has been thoroughly tested!” There was a murmuring amongst the crowd, as they admired a small heart shaped crystal that was in the centre of slightly larger gold pendant.

“...Tch, figures it would be fake jewellery.” I shook my head and walked off. I had more important things to deal with right now.

“How did questioning Dad go Dusk?” Spike asked me as soon as I go through the front door.

“He didn’t know anything…” I answered simply, “I think some else took the notes after he fell asleep in the kitchen, but that’s not what’s bothering me.” Spike raised a brow.

“Then what’s bothering you then?” He asked curious.

“Someone could have copied the notes.” I replied, “They would have had enough time to.”

“But didn’t Mirage give you the notes back?” Spike stated, “And from the looks of it they were your notes.”

“That’s because they were, if I had to guess they probably tried to frame Mirage for stealing them.” I explained, “Mirage has made a few enemies in the past, but most ponies agree that he’s making up for it now.”

“Anyway I hear Flim and Flam are back in town.” Spike added, “You’d think those fools and horses would have learnt to quit by now.” I snorted and shook my head.

“Those two con artists won’t quit as long as money is involved.” I commented, “They don’t care whose lives they ruin for a quick couple of bits.”

“So how’s Mac taking the news about Mirage?” Spike asked me, “I’d imagine he’s taking this pretty badly considering how you and Mirage double teamed him?”

“...” I got up and went up to my room, I sighed when I closed the door behind me.

“Admit it Dusk you’re just as bad as Twilight.” I muttered to myself. As I propped myself against the door, “I wonder how Mirage is doing…”

The Curious Tale of Dr Shine and Ms Sparkle.

by RefugeInSilence

One hell of a confidence boost. (Extended)

Subtle Hints (extended)

Close Calls and a Bucking Good Time. (extended)

Losing control...(Extended)

Caught out. (Extended)

Between Brothers

Dusk and Twilight pt 1

Dusk and Twilight part 2.

Apples don't fall far from the tree.

A touch of forgiveness.

Date Night.

Effects of Withdrawal.

An Awkward Evening.

An offer you can't refuse part 1.

An offer you can't refuse part 2.

Like a mother, not a lover.

A Hospital Visit.

A matter of Family part 1.

A Matter of Family part 2.

A Matter of Family part 3.

A Matter of Family part 4.

A Matter of Family part 5

A Matter of Family - Aftermath.

Like Mother, Like Daughter part 1

Like Mother, Like Daughter part 2.

Like Mother, Like Daughter part 3.

Like Mother, Like Daughter part 4.

Like Mother, Like Daughter part 5.

The Greatest Trick Part 1.

The Greatest Trick part 2.

The Greatest Trick part 3.

The Greatest Trick part 4.1