The Cowpocalypse

by Foal Star

First published

Almost every pony in Equestria has been turned into cows without any explanation. While Princess Celestia and Luna deal with the crises, Rarity, Applejack, and Fluttershy venture into the unknown looking for Zecora to help solve their ailment

This story takes place right before "Bridle Gossip"

Early one morning, Equestria wakes up to hundreds of ponies turning into cows, including the princesses themselves. Despite their bovine state, Princess Celestia and Luna, along with Princess Cadance, Shining Armor Rainbow Dash, Pinkie Pie, and Twilight, try to keep the peace and learn to deal with their new lives while researching any possible cure. Meanwhile, Applejack, Rarity, and Fluttershy go on an adventure looking for a mysterious zebra named Zecora, who may hold the key to turning them back into ponies.

Cover art done by: Mix-Up

Chapter One: The Cowpocalypse Begins

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Princess Celestia was busy cooking herself and her sister Luna breakfast one morning, humming a tune as she was flipping pancakes and plopping them down on some plates where she finished pouring syrup over their food, along with a spray of whip cream along with a clump of berries and powdered sugar sprinkled on top of them. The alicorn turned to see Luna slowly trotting over with a tired look as she sat at the dinner table.

"Good Morning Luna; rough night?"

With a yawn, Luna stretched her limbs out and replied, "Not really. Nothing exciting happened, dear sister."

Celestia then placed a platter of pancakes in front of her with a cup of tea. She then poured some fresh milk into her cup. Then poured milk from the same pitcher into her coffee, stirred it with a spoon, and asked, "Well, guess it can't be all bad?"

"No, just a long boring night is all," Luna yawned as she munched some pancakes.

"Trust me, I learned to enjoy being bored," Celestia giggled as she sipped her coffee. They continued to chat mostly about Twilight and her friends as they gushed over how much she's grown since moving to Ponyville. But then Celestia gave a burp and squeaked," Excuse me, that was un princess-like."

Luna gave a burst of laughter as she also gave a burp. Then she groaned, and her body began to bubble and warp. Celestia felt the same thing; it was like she was being blown up like a balloon; her body morphed as her rump threw upward, and then she saw in a mirror her teats had blown up as if she were pregnant. Then to her horror, she saw them fusing into each other. "Luna, what is happening!?"

She also turned to see the same thing happening to her sister, her body bloated while her teats had grown double the size and were now a pair of udders as she cried out, "I don't moo!"

Celestia gasped, seeing her face turn and morph, becoming squarer and looking more bloated and squarer, less refined. She felt her body do the same as her face morphed and changed. The princess also then let out a loud "mooo!" As her vocal cords grew deeper.

She then saw Luna's coat turning shorter, and big purple spots appeared on her dark blue coat. Celestia turned to see her reflection in some silver plates, seeing that her coat was still white but now had yellow spots as well. Her face was square and elongated, but she saw her long spiraling horn still jutting out from her forehead. She then shifted her body. Her teats were now bulging udders, but she saw her two white feathered wings still at her sides. It took a moment of realization, but the princess realized she was indeed a cow.

She turned to Luna, who looked up from the mess they created with the dinner table knock and asked, "sister…did that just happen?"

"Yes," Luna replied in a thicker southern accent, "I believe that we have been turned into cows."

They both turned to see a crowd of guards standing in awe at their transformation, looking utterly dumbfounded as to what happened.

Celestia got up and then let out a loud "moooo!" she paused to clear her throat, then shouted, "Don't just stand there gawking! Find out where this milk came from and keep anypony else from drinking any! Go door to door! Warn everypony in Canterlot not to drink milk until we resolve this!"

"Yes, princess!" the guards chimed, and they fused out of the dining hall. Celestia then went to her sister and helped her onto her hooves. Tears were in her eyes as she whispered, "how did this happen?"

Celestia paused, being able to think finally; a few explanations were going through her mind. One that maybe Discord had returned and was pulling a prank on them. But no…if it were Discord, he would've popped into gloat by now. Then the only viable explanation was that the milk they drank was enchanted. "I don't know, sister, but the milk we had with our beverages this morning may be the cause of our ailment. We need to get our best team of mages and scientists to run tests and hopefully make a cure."

"Ok, Sister, we should start writing letters to every newspaper publisher to warn ponies about the milk. The last thing we need is more ponies ending up like us."

"Precisely, let's get a mooo! On," Celestia placed a hoof over her mouth, feeling somewhat embarrassed for letting out a cow pun. Luna couldn't help but laugh, "Well, we better get Moooing! We better warn the ponies in Ponyville. From what I've picked up since returning to Equestria, that's where most of the cows live now."

Celestia then gasped, "Yes, you're right! I'll inform Twilight and tell her to avoid drinking any milk and anypony else before they're turned into bovine as well!"

The two princess cows then rushed out of the kitchen and to a study nearby to start writing letters and informing the world of what had transpired.


That same morning above Ponyville Rainbow Dash was sitting in her kitchen groggily eating a bowl of cereal, thinking about what to try, some new stunts she'll use to impress the Wonderbolts at the Galloping Gala. Then she felt pain in her stomach and groaned, feeling her body shift and squeak to suddenly feel her body grow hot as her body bloated upwards. The pegasus cried out in pain, feeling her face morph, and watched as a pair of bulbous udders started to grow and blow out from under her like a balloon. She then mooed and cried as she saw a mirror and saw she was indeed a cow with multicolored spots, from red, blue, green, and yellow all over her body. But the set of massive udders sitting beneath her underbelly made her feel the most uncomfortable. Her mind was racing with just happened but regardless it had to deal with magic and there was one pony she knew who wpuld know what happened to her. "Twi…Twilight must know what's going on!?"

She flew her home, groaning as her wings were still attached to her sides. Still, the former pegasus noticed she was much heavier, with her udders now flapping in the wind, making her shiver. The flying cow eventually landed right in the middle of Ponyville, only to witness dozens of cows running around screaming and shouting in horror.

She then saw a giant light pink cow running towards her with udders bouncing along as she cried out. "Rainbow Dash!?"

Rainbow blinked, hearing Pinkie Pie's voice with a deeper southern drawl, then replied, "Yeah, that's me!? You know what's going on here?!"

Pinkie Pie ran over, shaking her head. "Not exactly; I was serving some milkshakes and coffee this morning, and anypony who had cream or milk in their food suddenly turned into cows!"

Rainbow Dash, then let out a mooo! Then quickly cleared her throat, "Sorry, I thought it was the milk I had in my cereal this morning, and I was right!"

Pinkie plopped onto her flank, looking rather sheepish as she explained, "No, you're right, and I feel so stupid! I had this crazy twitch in which I was sure my Pinkie sense was tingling, telling me not to drink up the super ultra strawberry milkshake with three extra vanilla ice cream! And I couldn't resist!"

The pink-spotted cow started to wail as Rainbow, looking a bit sheepish, squeaked, "Hey, it's ok, there's no use crying over spilled milk."

The mare giggled, which also got Pinkie from crying to laughing, "Crying over spilled milk! Good one, Rainbow."

Rainbow then shook her head and said, "Alright, enough stalling! I'm going to Twilight's to see if she's looking up a spell to reverse this mess. Meanwhile, You must go to every door in Ponyville and stop ponies from drinking milk fast!"

"Good idea," Pinkie cheered as she bounced off, still laughing, "crying over spilled milk!"

Rainbow Dash then ran to Golden Oaks Library and knocked on the door. "Twilight! Twilight!"

"Go away," a voice shouted. It sounded like Twilight, but with a deep Southern accent.

"Twilight! You got to help. A bunch of ponies and I have been turned into cows!"

"Don't care. Go away!"

Rainbow started getting furious, pawing the ground as she shouted, "Twilight, don't make me break this door!"

"Please don't come in."

Rainbow Dash turned around with a mighty buck. She slammed her hooves into the door and broke it off its hinges. The former pegasus then turned to see before her a violet cow with pink spots covering her from head to toe standing in the middle of Twilight's library; she still had her unicorn horn levitating books and reading them as she sighed, "Rainbow, I told you not to come in here."

"Well, too bad! What is going on here!? Why is everypony turning into cows!?"

Twilight slammed her book shut and shouted, "I don't know! I can figure this out, but I need time to study!"

"There is no time!" Rainbow turned around, showed off her udders leaking milk everywhere, and said, "You see what's happened to me!? I'm a bucking cow!"

Twilight smirked as she used her horn, placed a bucket under them, and with a magical aura, started to milk Rainbow Dash's udders quite suddenly, making the rainbow-spotted cow let out a loud "mooo!"

Rainbow glared back at Twilight, wanting to buck Twilight's face in. Still, it was somewhat relieving and let Twilight continue milking her dry. After that, Twilight asked, "You calm now?"

The former pegasus turned around, kicked the milk bucket spraying its contents all over the library, and laughed, "There, now I feel better!"

Twilight growled as she slammed a book and shouted, "Seriously!?"

"What, you milked me without asking!?"

"Ugh, forget it; look, I'm looking through any book about curses to stop this. How about going around town and telling ponies not to drink milk until we resolve this."

Rainbow Dash rolled her eyes and said, "I got Pinkie doing that, but fine, I'll go spread the word to Cloudesdale. Most likely, this tainted milk is everywhere! After that, I'll have as many pegasi as possible fly over Equestria to spread the news."

"Good, now, please leave. I need to study," Rainbow Dash just gave a "hmph!" as she turned around and threw her udders out at Twilight before flying off into the skies. As Rainbow Dash headed to Cloudesdale, groaning as she wasn't used to flying with her milk bags weighing her down. But she was thinking about the Wonderbolts turning into bloated cows trying to fly around with their udders, too was more than enough for her to ignore the strain her milk bags were having on her flying and push forward as she hoped that Twilight could find a cure to this curse and fast!


An hour later…

Applejack yawned as she bucked a tree. It was a lovely, beautiful morning, and she felt the wind on her face, and then she took a swig of a bottle of fresh milk, she turned to her brother Big Mac, who came over, and she laughed, "Hey, Big Mac wana a drink?"

She hoisted the bottle, and he took a swig, then returned to work until Applejack groaned and suddenly felt her body growing hot. She then smacked her hooves at the tree and groaned as she felt her body shudder; she noticed she was taller and more prominent and spotted a massive red cow with brown spots bucking away and yawning; Applejack rubbed her eyes. Just a moment, Big Mac was there where did he go? But she stopped worrying about her brother seeing the cow trying to buck with her teats flapping about, spraying milk everywhere.

Applejack chuckled at the cow, thinking she must've wandered off from her herd looking for something to eat, and shouted, "Hey girl, ya hungry!? I can get back some apples for you if you want?"

"Huh, who are you talking to?" the cow asked. Her tone sounded familiar, but she shrugged and said, "Of course, I'm talking to you; now, why don't ya come over here? You need somepony to milk them udders before they explode."

The cow was still giving her a confused look, then started to look around and cried out, "What in the hay!? What happened to me!?"

Applejack blinked, and then she turned to see her own body was massive with an orange coat and blonde spots. She couldn't see them but felt the massive weight near her nether regions, and then it hit her. She and Big Mac both have been turned into cows!

"Brother, that's you!?"

The cow nodded her head and squeaked out, "Ey'yup."

Applejack took a moment to calm down as she tried to keep a leveled head and said, "ok, calm down; first, let's get ourselves milked, then find out what the hay is going on here?"

"Ok," Big Mac squeaked, and he was back to the barn, and there she spotted Apple Bloom, who was still a normal filly. Apple Bloom was busy milking a cow already; this one had white but had purple spots wearing a cute purple bonnet around her head. This cow, unlike any Applejack has dealt with in her life, had this furious stuck-up look as she glared at Applejack and shouted, "Wait your turn! Can't you give a cow some privacy!?"

Apple Bloom looked up at the cow and snapped, "Hey, calm down. Don't go kicking your bucket. I'm almost finished here."

The cow's cheeks flushed pink, and replied, "I apologize, Apple Bloom, that was unladylike of me."

Applejack eyed the cow, then smirked, "Rarity is that you?"

The mare's eyes went wide. "Applejack!?" she then snapped, "What happened? I…I thought you did this and pulled a prank on me?"

"Me! Why in tarnation would I turn you or anypony into a cow!?"

"Because you think it would be funny seeing your friend who likes fashion and happen to have a pristine white coat be turned into a bloated country cow!" Rarity snapped. She then gave a long-winded sigh and added, "Seeing you're a cow too, I apologize for thinking you were the culprit."

Big Mac then started to whine and do a dance as he pulled at Applejack's ear with his teeth, The orange-coated cow turned to Apple Bloom and asked, "Um, don't mean to be rude, but my brother needs to be milked if you don't mind."

"I said, wait your turn! You're not the only pony who's been turned into a cow!" Rarity snapped.

"You're all done, Rarity," Apple Bloom sighed as she pulled out the full bucket, got out a fresh new one, and waved a hoof. "Now come here, Big Mac."

The former stallion waddled, ran over, and let Apple Bloom do her work as Applejack did her best to ignore her own bloated udders and turned to Rarity and asked, "So ok, it's not me then who else would have turned us into cows?"

Rarity tapped a hoof to her chin, "Well, that is difficult to say; this could be Trixie's doing?"

Applejack shook her head, "Nah, can't be her; she's not this powerful. If she could turn ponies into cows, she probably would've turned Twilight into one or that Ursa Minor."

"Maybe that's it! Twilight messed up on the spell and accidentally turned us into cows!?"

Applejack paused momentarily, then shook her head, "Honestly, I could see that, but it doesn't feel like her…this didn't happen until I drank some milk."

"You might be right," Rarity whispered as she thought things over and added in a dreamy tone, "I was having a lovely latte this morning with some fried eggs and toast garnished with parsley," The purple-spotted cow turned around and showed off her udders and said, "then I turned into a bloated cow! Even after I was milked, I can still feel my udders!"

Applejack snickered, then said, "Well, I see only one way to solve this talk to the cows. One of them has to know what happened to us."

"Right; hopefully, we can get to the bottom of this."

"Alright, Big Mac, you're done,"

The two mares turned to the big red cow, relieved as he trotted over and collapsed into a hay bale. Apple Bloom turned to her sister and asked, "So ya just gonna stand there?"

"Sorry, I'm comin'," Applejack squeaked as the pressure in her udders felt like they were about to burst. She quickly ran over and let Apple Bloom do her work.


"So, um, cows…you wouldn't know how I was turned into a cow, would you?" Fluttershy squeaked. The once meek little pegasus was now a massive yellow cow covered in pink spots.

The chief cow Daisy Jo tapped a hoof to her chin and said, "This is odd; I don't know what could have tainted our milk? I'm so sorry on behalf of my herd. Then every cow in the barn all gave a loud "moo!"

Fluttershy, bashful, threw a hoof, "Oh, no need for that; I know it's not your fault, but this could be serious. Celestia knows how many ponies have been turned into cows."

Daisy Jo smiled and said, "Well, I do believe that I heard a strange cow lived in the Everfree Forest. She is small, has stripes instead of spots, and speaks in rhyme."

"Well, that's a start!" Fluttershy chimed, maybe this strange cow did this; thank you!"

"No problem, dear," Daisy Jo whispered. She then lowered her head, looked at Fluttershy's bulging udders, and said, "Seems like you could use a milking, dear."

Fluttershy sighed, feeling the pang and seeing milk leaking out, "Yes, they've been full for quite some time… I'm too scared to ask somepony else to milk me."

"That's no problem, dear," She let out a moo, and some calves came out from some of the stalls, and Fluttershy dawwed, "Oh, I see; well, that's one way to relieve the pressure."

She then nervously turned around to have her udders facing the calves. She then looked behind her and asked, "Are you sure their moms won't mind?"

"Of course not, dear it's the least we can do."

Fluttershy then cried as several calves latched to her udders, and Fluttershy let out a loud moo! But eventually, the former pegasus relaxed and let the cows drink to their heart's content. She waited patiently for them to finish, thanked the cows once more, and trotted off, then spotted two more cows coming to meet her. One with an orange coat with blonde and yellow spots, wearing a cowcolt hat, and one pure white one with purple spots sporting a cute violet bonnet. It took a minute, but as she got nearer, it was clear they resembled her friends quite a bit. Fluttershy then gasped, "Rarity? Applejack?" Both cows reluctantly nodded.

The yellow cow trotted over with a fearful look and said, "Oh, dear, seems you've been turned into cows too?"

Applejack nodded and asked, "Yes, and we need to find out who did this. Did you talk to Betsy already?"

Fluttershy perked up and said, "Yes, and we got a lead! They don't know what caused all of this, but they said they spotted a strange cow in the Everfree Forest. Whoever this cow is, she might have done this."

Applejack threw her hat in the air and let out a loud moo! "Yeehaw! Yeah! We got a lead!"

Rarity sighed in relief and said, "Thank Celestia, a lead; well, at the very least, we should get going before somepony sees us like this."

"Agreed!" The other bovine chirped, and the herd of cattle ventured off into the Everfree Forest in search of this mysterious striped cow.

Chapter two: Spreading the word...and some milk

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Spitfire was returning from a long practice, and she was utterly exhausted. The daredevil was slowly coming out of the shower and drying her mane with a towel as she entered the locker room, and eventually, the mare went to their mess hall to grab something to eat. At the same time, looking around the rows of tables and chairs. The captain of the Wonderbolts then spotted her teammate Soarin who was scarfing down an apple pie and a glass of milk. The mare rolled her eyes, thinking about how all those pies would ruin Soarin's shape, but he worked hard and burned the calories. The orange-coated mare then went to the buffet and grabbed a bowl of cereal. Still, as the mare poured some milk into her bowl and topped the meal off with some bananas, Spitfire went to a table nearby and munched her cereal silently. After a few minutes of eating, the mare noticed something happening to Soarin as his body seemed to morph and change. He looked much fatter, in fact, and saw four pink appendages coming from her belly. Spitfire's mouth dropped, and she turned to see the same thing happening to her fellow Wonderbolts. All she could do was watch as a bunch of pegasi turned into cows. Spitfire groaned as she felt her belly churning and watched as her body bloated out and fell back. Still, she could only flap her wings as she laid back, watching in horror as her muscle-toned body bloated with fat and a pair of udders grew out from her belly. She turned away as her body finished transforming. Spitfire slowly got up as the pain subsided, groaning as she wasn't used to the extra weight on her body. The yellow-coated mare slowly trotted over to a chrome platter. She saw her orange eyes sitting atop a squared jaw; she then turned around, showing off her side, seeing a thick coat with fiery orange spots splattered all over her now massive pudgy body. Spitfire slowly turned around and cried out, seeing her bloated udders bulging underneath her underbelly.

Just as the entire mess hall was filled with cows running around mooing and leaking milk everywhere, a massive blue rainbow-spotted cow burst into the mess hall. The newcomer was horrified and started crying, "I'm too late!"

Spitfire was furious, wondering if this rainbow-spotted cow was involved in transforming her into a cow. She flew over, slamming her body into the colorful bovine, and shouted, "Too late for what? You know what happened to us!? Spill it!"

The cow looked terrified and cried, "Listen, I don't know what's happening, but we must stop ponies from drinking milk!"

Realizing this poor pegasus, Spitfire also turned into a cow, relaxed, and let the rainbow-spotted cow go, then sighed, "Sorry, I overreacted."

"It's fine, trust me; I'm as mad as you! You know how hard it is to fly with these milk bags!"

Spitfire looked back with a blush seeing a trail of milk across the mess hall, and said, "Yeah, I'm starting to see what you mean."

The former pegasus eyed her and asked, "What's your name?"

The rainbow-spotted cow brushed her rainbow tuft of hair atop her head and stammered, "m..my name it's um…Rainbow Dash!"

"Ah, Rainbow Dash, nice to meet you. Now excuse me. I need to get the rest of my herd in order." Spitfire then turned towards the rest of her fellow Wonderbolts, who were now a bunch of flying cows freaking out and getting milk all over the place. Despite their predicament, she had to bring order and the rest of the Wonderbolts together and shouted, "everypony stop!"

All the winged cows suddenly froze and turned their attention to Spitfire, who glared at them. She took a deep breath and roared, "Get into formation now! Move your fat asses, and don't make me repeat it!"

All the former pegasi started to fall into a formation bumbling about and mooing. Still, eventually, there was a line of winged cows all standing together with their heads held high and udders' chubby flanks stuck out. Spitfire started to trot in front of them, ignoring her aching udders, and shouted, "Listen up, we're cows, and there's no changing that. But we can't allow other citizens of Cloudesdale to turn into bovine as well. We'll go house to house and ensure everypony knows the danger; then, we'll spread the word across Equestria!"

The bovine herd saluted and said, "Yes, mam!"

A light blue coated cow with black spots slowly rose a hoof, and Spitfire asked, "Yes? Um?"

The cow's cheeks flushed pink as she squeaked, "It's Soarin."

"Uh, yes, Soarin."

The former stallion cleared his throat and said, "Um…before we go can we get um…." Soarin looked downward, seeming too embarrassed to finish.

"Milked?" Spitfire groaned, knowing precisely what her fellow Wonderbolt was trying to say. She then turned to see a group of Wonderbolts who hadn't turned into cows in the mess hall, just watching with surprised looks on their faces.

"What are you staring at? Get over here and help milk your fellow Wonderbolts now!"

The pegasi all saluted and snapped, "Yes, mam!"

The other pegasi started to fly over and reluctantly got pails under their Wonderbolts. One Wonderbolt then came to her, and Spitfire groaned, feeling her udders as they were being pulled. She grimaced but was starting to feel relieved as she was being milked. Spitfire then turned to the rainbow-spotted cow who was having the same thing happen to her and asked, "So Rainbow Dash can you tell me anything that can help reverse this?"

The former pegasus shook her head and said, "Sadly, I'm as clueless as you are. Hopefully, the princesses or my friend Twilight are whipping up a cure."

Spitfire let out a moo as she felt a sharp tug on her udders and snapped, "Hey, take it easy!"

"Sorry, Spitfire."

The former pegasus scoffed and then adjusted herself but noticed the pegasi seemed scared and asked, "What's wrong?"

"Um, Spitfire, can you spread your legs out more."

The bovine sighed as she spread her legs and waited as the mare continued to milk her udders. Spitfire turned to face the rainbow-spotted cow, who was now looking away. "Look, where cows now might as well get used to being milked."

"Yeah, I guess it's still gross."

Rainbow Dash turned to her and said, "Well, in that case, we'll focus on spreading the word to avoid milk."

"Of course! I won't let my home become a gaint barn in the sky!"

The rainbow-spotted cow's face turned bright red as she added, "Also does that mean I'll be working alongside the Wonderbolts?"

Spitfire sighed, seeing that this Rainbow Dash was a fan and she wanted to experince flying with the Wonderbolts. But she seemd to have spunk and she was growing on her and said, "yes, that means you'll work alongside the Wonderbolts. But only until after we finish spreading the word about the enchanted milk."

Rainbow Dash flew over and hugged Spitfire, making her let out a loud moooo! In surprise.

"Hey, take it easy!" The yellow-coated cow snapped as she pushed Rainbow Dash off her.

The rainbow spotted cow brushed her lottle tuff of hair looking rather emberassed and apologized, "s...sorry got over excited."

Spitfire sighed "its fine just don't get all worked up we need to stay focused." The captain then got up spread her wings and cried. "We ready Wonderbolts!"

Everypony in the hall shouted, "yes captain Spitfire!"

"Then lets fly!"

Then with that the herd of flying cows sailed out from the mess hall and headed across Cloudesdale to spread the word of the enchanted milk.


Meanwhile by mid-afternoon in Canterlot, there was a mass of ponies and cows below the castle shouting and getting rowdy. A ton of guards and some cows were trying to keep the peace; meanwhile, Shining Armor stood outside Princess Celestia's chambers, where he could hear the two talking and mooing. He was trying to maintain his discipline but was embarrassed seeing his reflection. It made it much more challenging to realize that the pudgy white-coated cow was covered in bright blue spots with a pair of plump pink udders. He tried to stare away from his reflection, completely embarrassed by his new form. But the stallion must perform his duties, so he stood guard awaiting the princesses. They've been at work nonstop issuing bans on milk production and warning the press about the milk turning ponies into cows crises. He can only hope they will look for a cure once they get a handle on the situation. Princess Celestia then popped her head out of the room and, with a blush, whispered, "Captain Shining Armor?"

Shining Armor sighed, seeing he should reveal himself, and said, "Yes, Princess Celestia, it's me." He winced, hearing his new voice being a deep feminine tone, almost sounding like his mother.

"Yo…you were turned into a cow, I see."

Shining Armor gave an annoyed sigh seeing no point in hiding his identity said, "yeah, I was unfortunate enough to decide to have some cereal with milk this morning."

"I apologize we tried to get the word out but thank you for guarding our door. We've been writing letters nonstop."

"Of course, you're doing everything possible to stop other ponies from meeting the same fate."

"Well, lucky for you, we finished sending the warnings; why don't you come in? We could use the company."

Shining looked around the halls. He didn't want to leave the hall unguarded, but why did he have to refuse if the princesses invited him into their room? So he trotted into the room, and there he spotted a massive winged dark blue-purple spotted cow with a horn on her head. Princess Luna looked utterly exhausted as she finished signing another letter and sending it out with her magic. She then yawned, "That was the last one every newspaper publisher has been informed, and we sent a ban on producing any milk or milk products until we learn what is happening."

She rose and gasped, "Oh, Shining, not you too!"

The stallion's cheeks flushed pink, and he said, "Yes, I'm a cow, but that won't stop me from performing my duties. If anything, you should be getting some sleep."

Luna yawned and said, "Yes, you're right, but first…." She then showed off her massive leaking udders and squeaked, "I need to get milked."

Shining felt the pressure in his own udders and squeezed them between his thighs and added, "Yes, I feae I also need to be milked as well."

"Well, girls, we made it on time!"

A group of maids came into the room carrying buckets and rolling in a trough filled with mashed cake mixed with grass. Then they had buckets placed under them.

Princess Celestia's cheeks flushed red, then she asked, "Oh, what's all this for?"

Then a bookish brown-coated unicorn game came trotting in, adjusting her glasses as she ordered the maids about, then said, "Well, seeing your cows, I understand you're going to have to get used to a new diet. But I decided to add some flavor to spruce it up some fresh cut grass and ease you into it. I also decided to have you milked before we start a tour of addressing the kingdom about the cowpocalypse."

Shining Armor eyed the mare and asked, "cowpocalypse?"

"It's what ponies are nicknaming the whole situation."

"Well, I can't blame them," Celestia sighed as she munched away on a mouthful of frosting and grass, then said, "Then I better eat as much as possible it's going to be a long day." After a few minutes of munching away and being milked, the princess of the sun sighed as she seemed to relieve her bloated udders and whispered, "Oh, Quill Feather, thank goodness you're not a cow."

The bookish assistant flashed her a smirk, adjusted her glasses, and then said, "Luckily for you, I'm lactose intolerant."

Shining squeaked, unsure of being milked, but it wasn't long until he felt the pressure easing up, heard milk hitting the pail beneath him, and let out a loud "mooo!"

He was surprised to see the princesses were snickering, making him blush. "I apologize, but my udders have been bloated all morning."

With a mouthful of grass and frosting, Princess Luna gulped down her food and said, "Don't just relax and eat; you're going to be busy trying to keep Canterlot from falling into udder chaos."

Celestia chuckled as Shining Armor couldn't help but snicker at the pun.

"Yes, we better get a mooo! on." Yellow-spotted cow chirped. This got a roar of laughter from the other cows as Quill Feather slammed a hoof into her face and shouted, "Enough cow puns, please; we have an emergency on our hooves!"

Celestia and Luna just snickered and continued to graze; meanwhile, Shining Armor was reluctant and then started to graze alongside the princesses. He was surprised to realize the cake-covered grass tasted good! Shining Armor couldn't stop munching away while the pressure in his udders was relieved.

The yellow-spotted cow asked, "So, how did you turn into a cow?"

Shining swallowed down a mouthful of grass and then sighed, "It's not much of a story; I woke up and had a bowl of cereal, and while chomping away, I slowly transformed into a cow and by the time I finished I saw my reflection and moooed."

"Oh, dear!? That must've been horrifying Is Princess Cadance ok?"

Shining nibbled on some grass and said, "Yeah, she's fine; in fact, Cadance was the one who found me like this. It took me nearly an hour to stop her laughing."

Princess Celestia was licking up milk from a bucket when she chuckled as milk squirted from her nose, then said, "Guess that must've been quite a surprise."

Shining rolled his eyes as he took a milk drink and blinked, realizing the milk was his. "Um…wait…who put this here?"

Quill Feather looked up from her scrolls and said, "Oh, it's your milk just thought you could drink some to wash the meal down."

Luna blinked as she gulped down a mouthful of milk. "Wait!? Why would you do that?"

"Because we have no place to put it."

Celestia shrugged as she continued to drink up her bucket of milk.

Shining Armor sighed as he felt parched, and he was already a cow, so he went back to drinking his milk, which tasted rather good and like the cereal he had this morning. After finishing his pail, Shining uttered a loud burp and cried, "Excuse me!"

Celestia gave a loud belch and then said, "Guess we'll have to get used to that as well."

Shining let out an embarrassed cry and squeaked, "I don't know how much I can take!"

Luna blushed and admitted, "Well, if it makes you feel better, I feel safe around you even as a cow."

The yellow-spotted cow nuzzled Shining and said, "As do I; after my speech, I was hoping you could escort me across Equestria."

The princess of the night used her horn to pull Shining closer to her and snapped, "No way! He needs to stand guard while I'm sleeping!"

The captain of the guard squeaked as Celestia pulled him towards her and snapped, "You're in a castle surrounded by guards! I'll be out alone. I need him near me!"

"Please, they're useless! Shining Armor is the only guard we can rely on!"

Shining let out a loud mooo! Which made the princesses stop their bickering and look downward, ashamed of their behavior. Shining Armor was already feeling bad for yelling at the princesses, then said, "It's ok; I think you just have a spurt of herd mentality. We'll be fine, girls, but I will still be captain of the guard and doing my duty keeping the peace in Canterlot."

The former stallion then nuzzled both princesses and said, "I assure you I will be with both of you while we're cows and ensure the peace is kept and confiscate every drop of enchanted milk."

The three bovines then mooed together as somepony clapped. They turned to see a rather peeved Quill Feather clapping her hooves and snapped, "Ok, this is touching, but Princess Celestia, you need to start your proclamations; Princess Luna, you need to sleep, and Captain Shining, Armor, you need to keep the peace! Now let's get a move on!"

The three then had their mouths wiped and were escorted out of the room by the army of maids and forcefully pulled apart as they all reluctantly went their separate ways.


Meanwhile, Applejack, Rarity, and Fluttershy continued their trek through the woods. Rarity slowly trotted through the dense foliage, trying her best not to get her coat dirty. She then slowly trotted over mud puddles and avoided looking at the grass as she started to have this urge to chomp down on it. Rarity then groaned, feeling the pressure in her udders start to grow, and she was getting annoyed by the second. "This is horrible! Where is this striped cow!?"

Applejack turned to face her and snapped, "We'll find her, so stop shouting! Or do you want to end up as timberwolf chow?"

Fluttershy squeaked as she hid behind and whispered, "I think Rarity is getting fussy because she needs to be milked."

Rarity turned around and snapped, "What do you think!? It's like when you need to use the bathroom but worse!"

Fluttershy cheeks flushed pink, and then said, "Well, I have to get milked too…you could use your magic too, you know…."

Rarity blinked, trying to get what Fluttershy said, then her face turned into a look of disgust upon realizing what her frienf was implying and gave a "bleh" sound and cried, "Eww! Fluttershy, don't ever mention that again!"

Applejack stopped the trek, turned around, pointed a moo into the fashionista's muzzle, and snapped, "Rarity, can you stop complaining for one second? As you can see, you're not the only one turned into a cow!"

Rarity bit her lip, irritated, but Applejack made an excellent point and grumbled, "Fine, I'll stop." She continued to trek through the forest while cursing under her breath. All she could think about was finding this stripped cow and forcing her to change back to normal. Eventually, they made it to a hut. Applejack turned to see a sign outside it and sighed, "Well, looks like we'll be cattle for a bit longer."

"Wait, what do you mean!?" the purple-spotted cow cried as she rushed to the sign and read, "If you're looking for the Zebra named Zecora, she has gone on a trip to Appleloosa."

After reading the sign, Rarity felt the weight of all that frustration reaching her boiling point as she pulled on her bonnet strings and wailed, "Appleloosa!? Ugh, we have to go all the way to Appleloosa!?"

The pink-coated cow bent her head and whispered, "Well, it looks like we don't have a choice…but we still need to get milked." then her stomach grumbled and hovered a hoof over her belly and whined, "And hungry."

The blonde spotted cow looked upward, tapping her chin, and replied sarcastically, "Well, we could be milked only if somepony could use their horn to milk our udders telepathically."

She then stared at Rarity, who grimaced, seeing that they really didn't have a choice, and slammed a hoof as she let out an angry moo! Then grumbled, "Turn around, darlings."

Upon seeing their bloated pink milk bags, the other bovine slowly turned around as Rarity gave a "bleh" sound. The fashionista groaned as she closed her eyes, lit her horn, and then slowly tugged on her friend's udders. She couldn't see the milk hit into buckets but could hear the pitter-patter of the liquid hitting the pails beneath them. Another interesting thing Rarity noticed is that their milk smells different. The orange-coated cow smelt like apples but was also sweet, like a freshly baked apple pie. Meanwhile, Fluttershy's smelt like a fresh salad and carrots, making her wonder if they tasted the same. But shuddered at the idea of drinking their milk.

It wasn't long until the sounds stopped, and Rarity levitated two pails full of milk and placed them aside, then said, "There you're milked happy now!?"

She squeaked as Applejack hugged her. "Thanks, Rarity. I know that was hard for you."

The pink-spotted cow gulped, adding, "Um…yes, we're milked; however, your udders are still bloated."

Rarity could feel the pressure in her bloated milk bag, let out a "huff," and sighed. "Give me a second, alright?"

The fashionista started to milk herself as she shivered, feeling the appendages beneath her move up and down. Feeling rather curious, she gave a whiff and smelt her own milk, and it smelt like black tea mixed with dandelion sandwiches. She remembered having some for breakfast this morning. It wasn't long until Rarity finished milking herself and placing her pail beside the others. Then Applejack's belly let out a loud growl, and she sighed, "And we better get some food."

They all then looked around at the grass, which sounded rather tasty. It wasn't long until the three bent their heads down and started to graze on the grass. Rarity was most reluctant, but her urges seemed unable to control herself as she munched on the grass, enjoyed the flavor, and continued to graze.

Once they were full, Rarity uttered a loud burp and cried as she placed a hoof over her mouth. She then heard snickering and turned to Fluttershy and Applejack with smiles and hoofs over their mouths.

"Haha, Rarity burped; I'm a gassy bovine now, alright!"

Applejack burped herself, then laughed, "Yeah, you're a cow, so stop acting so embarrassed about being one."

Fluttershy nuzzled her, then added, "Yeah, we're in this together. Now please, can we get a move on? I don't want to spend a night in this forest."

Rarity then looked down at a puddle of water on her bovine face. Despite her cute bonnet, it didn't change her bloated face and grass-stained muzzle. Seeing Applejack had a point, she sighed and grumbled, "I understand and apologize; I should stop trying to pretend that I'm not a burping, grass-munching, milk-squirting bovine."

"Uh, Rarity."

"Not now, Applejack; let me finish. I've been very refined my whole life, and this experience has been horrible and has put me out of my element. That is why I've been in such a terrible mood."

"Um… that's great, but R..Rarity…."

"Fluttershy, please let me finish; as I was saying, even though I'm a bloated bovine, I shouldn't have been acting so boarish."

"We get it, but Rar-"

"Applejack, please stop interrupting! Before going to Appleloosa, we should return to Ponyville and inform Twilight. We should also gather some supplies. I considered getting you two bonnets; I can't help but admit how they look rather fashionable for cows."

"Rarity, can you shut up and turn around!"

The fashionista stomped a hoof and snapped, "What is it, Appleja..."

Rarity's mouth dropped, witnessing a pack of timberwolves behind her growling with green liquid dripping from their jaws. Timberwolves were always terrifying, but for some reason, fear was overriding her other feelings, and all the horned cow could whisper, "Applejack w…what do we do!?"

"Run!"

Applejack pushed her friends, and the three started speeding through the forest as the sound of howls chased after them!

Chapter Three: A Morning Meeting

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"I don't know if I can do this?"

The once powerful-looking alicorn who once spoke those words had transformed into a bloated cow with massive pink udders that were more visible than ever and now swollen with milk. She was sitting in her room chewing on some grass, unable to contain her anxiety about exposing her form to the public. It was no secret that she was a cow, having been seen by her castle staff. But right now, no pony outside the guards and castle staff knew what she exactly looked like. She heard a knock on the door and Princess Luna's voice.

"Sister, are you alright?"

Celestia swallowed a mouthful of grass and responded, "Of course not! I'm still a cow!"

"May I come in?"

"It's fine,"

Luna then slowly trotted through the door, affectionately nuzzling her sister as she tried to reassure her doubts. She whispered, "I understand that this is hard for you, but you have to do this to show your subjects that this change will not affect your performance of your duties. It'll also reassure our subjects that they can live their own lives."

"My face!"

"Is beautiful and kind."

"My body."

"Fat and plump as a cow should be."

"But my udders."

"Are full bouncy and are gorgeous,"

Celestia eyed her sister as she was growing suspicious of her being so lovely and said, "I believe you are making fun of me."

Luna nuzzled her, then whispered, "Of course not; I am just trying to make you feel better…also you forgot to get milked."

The princess groaned, being reminded of the pressure in her udders. "Thanks for reminding me!"

She then mashed some grass angrily and let out a "moo!" of frustration. Then she groaned, "Fine! I'll leap into the air and see what happens!"

The princess finished her breakfast as fast as possible, and two maids came over to help scrub her down in her tub, taking special care to fasten her new oversized regalia to fit her new body. The maids kindly and gently placed a tiara on her sister's head and summoned a maid to help milk her udders. Celestia winced at the sensitive teats being pinched but felt much more relieved when the milk. The princess of the night then stepped back to admire her sister.

"Sister, you ready?"

Celestia turned to face a mirror. The big bloated cow was still there, but her coat was shinier. Seeing how beautiful her yellow spots were, she seemed more at ease. She even had this cute spot over her left eye, and her udders were less visible. She said, "Ready as I'll ever be."

"Alright, let's get a mooo! On!"

Celestia laughed and followed her sister down the castle halls with the guard, both pony and cow, saluting her as she went on. She did her best to keep her composure, but she was self-conscious about her udders slapping about and the small burps and farts. She couldn't help herself despite trying her best to keep control. The princess eventually made it down the halls and to the courtyard. Once there, she saw, to her astonishment, there were dozens of cows and ponies all lining up to witness it was a massive crowd, more than usual, as this whole thing had become quite a spectacle seeing so many of her citizens now as cows amongst them looking somewhat worried or ashamed. She wanted to help show them that they could still live an everyday life, even in their new forms. They watched as she entered the group's center, flexed her wings, rose in the air, and raised up, blushing as her udders were fully exposed to the crowd below and the sun rose behind her. She then flew down with a group of cows all mooing together!

Celestia smiled as she looked around and saw the many cows cheering and clopping their hooves among the ponies. She felt much braver and much more comfortable in her new body than she had this morning.


Pinkie Pie bounced across the town without a care as the sun rose into the sky. Despite being a cow, it didn't diminish her cheerful demeanor. The pink party pony then jumped towards Rarity's boutique, where she found her friend busy at work. She was going over her sowing machine, sewing away as if trying to forget what she looked like. So Pinkie Pie did the one thing to make her friend feel better: she threw her hooves over her and hugged the unicorn tightly, "Hello, Rarity!"

Rarity cried out, feeling Pinkie Pie press up against her, but relaxed a little as she turned to face her and sighed, "Oh, it's just you, Pinkie Pie."

"Hey, how are you dealing with being a cow?"

"Oh darling, it's exhausting. I had to eat more and found myself eating grass! Grass! Can you believe that!?"

Pinkie Pie munched on some and then asked, "What's wrong with that? Hay isn't much different."

"Well, it's just something I must get used to." She then
Shivered and groaned. "I had Sweetie Belle milk me this morning, and it was so weird."

"Yeah, Mr. and Mrs. Cake milked me, and it was awkward, but I feel sooo relieved. Also, they're using my milk in some recipes as it's super duper sweet!"

Rarity's eyes widened as Pinkie Pie revealed she was letting her milk be used, and she cried, "Is that safe or even hygienic!?"

"Of course it is; we drink milk all the time! The Cakes know what they're doing, and the food, milkshakes, and ice cream all come out perfectly."

Rarity was going to say something else, but Pinkie Pie held up a hoof and added, "And no, my milk doesn't turn other ponies into cows. You asked me to come by, so what's up?"

The unicorn cleared her throat and then said, "Yes, well, before I was sidetracked, I called you over here; as you know, we will meet with Princess Celestia."

"Yeah! I can't wait! I'm going to propose we have a super cow party!"

Rarity gave a few nods, then added, "Yes, well, I hope you can make that possible, but back to why we're here," she then presented a half-a-dozen bonnets and said, "I think these bonnets would make us look presentable. Also, we need to make sure everypony is milked."

"Don't worry! The Cakes have already set up Sugarcube Corner, which has troughs full of grass and buckets for emergency milking."

"Well, it seems you have everything ready to go. Thank you, Pinkie. I'm sure this meeting with the princesses will go well."

"I'm sure it will see you there!" Pinkie Pie exclaimed as she bounced off and went straight to Sweet Apple Acres. There, she spotted Applejack and Rainbow Dash, both getting milked by Apple Bloom and Scootaloo, who were giggling and talking. Applejack yawned as the pink party pony approached and asked, "Hey, Pinkie, how are you?"

"Doing great!" She then tied bonnets around her and Rainbow's head, who bucked and whined. "Hey, what gives!?"

"Rarity made these for us for the meeting; it was something about making us look presentable. Also, you're already getting milked, and that's great!"

"Yeah, yay for me," Rainbow Dash mumbled.

Applejack nuzzled the rainbow-spotted cow and mooed, "Oh, don't sweat it, Rainbow. I'm sure it'll be fine also; you look great."

The winged bovine's cheeks flushed as she went back to munching on grass.

Pinkie pulled out a camera and snapped a picture as she snickered, "awww, you're so cute."

Rainbow mooed angrily, then shouted, "Stop taking pictures!"

"Of course, I'm taking pictures! We'll probably get curred soon, so I want to make these moments last!"

"No, you're not giving me that camera!" Rainbow snapped. She then chased after Pinkie, who bounced away, snickering as she continued to bounce off through Ponyville.


Pinkie Pie bounced for some time until she lost Rainbow Dash and found herself near Fluttershy's cottage. There, she spotted Fluttershy lying out in an open field, letting a group of baby bunnies suckle from her teats.

Pinkie Pie gave a loud dawn and snapped another photo as she chirped, "Hello, Fluttershy."

"Oh Pinkie! I'm surprised to see you here!"

"Of course, I'm here to let you know about the big meeting with the princesses! And Rarity gave us something to wear," she then gave her a cute pink bonnet with bunnies embroidered on it. After tying it around her friend's head, she stepped back to admire her handiwork and giggled, "You look so cute, Fluttershy."

Fluttershy patted her bonnet a few times, looked at herself in a puddle nearby, admiring her reflection, and said, "This is cute. Thank you, Pinkie."

"Thank Rarity! She's making them, and you look absolutely adorable!"

"Well, please thank her for me it's quite lovely,"

"You can thank her yourself; we need to get a mooo! On!"

Fluttershy couldn't help but giggle at Pinkie's pun as she was helped onto all fours and trotted off together.


Pinkie Pie and Fluttershy made their way to Golden Oaks Library. Upon opening the front door, they found Twilight Sparkle looking out about the meeting instead and starting to stress out by eating a bucket of random pages.

Pinkie Pie was somewhat surprised when she snapped a picture and then cried, "Wow, Twilight, I can't believe you were eating a book!"

The unicorn swallowed a mouthful of paper and said, "First of all, this is just scrap paper, so I don't accidentally eat any books. Secondly, I'm stess eating because don't know if I can handle this! The princesses are coming today, and I don't have any idea or plans on how to fix this!"

Pie Pie was going to say something, but Fluttershy slowly trotted over and tied a bonnet around her head as she said. "It's alright. We're just going to talk about this together. You're just dealing with a lot of stress. Relax. You're a cow. Maybe go out, eat some grass, get milked, and maybe take a long nap. That's what Rainbow Dash has been doing."

Twilight then squeaked as she felt a tug under her belly. Spike snapped, "Yeah, thanks. Now I can at least get her milked."

Twilight gave a relaxing sigh, seeming to relax a little as she said, "Maybe you're right, but do we have any plans or ideas?'

Fluttershy shrugged as Pinkie spoke up and exclaimed, "Of course we do! We know this weird stripped cow may be able to help us! We'll discuss it with the princesses and see if we can locate her."

Twilight gave a sigh. "Okay, Fluttershy, I guess you're right. I'll give being a cow a chance. Who knows what we can learn from being like this. Speaking of which at least have a actual cow coming to the meeting too."

The pink party pony then bounced over, nudged her, and said, "Come on, where's that smile? We have the princesses coming!"

Twilight looked over her big, bloated body and mumbled under her breath, "As cows," as Spike rolled his eyes and carried away a milk bucket.

"So what!? We're cows, and like Fluttershy said, it's time we got used to it!" Pinkie Pie squealed. She then bumped Twilight and led her and Fluttershy out of the library and into Ponyville's streets.


At Sugarcube Corner, the mane six were all sitting around troughs filled with grass or drinking from troughs filled with water, all trying to be as casual as possible despite their appearances. Then, almost suddenly, a massive pure white cow trotted in covered in blue spots, trying to look as stoic as possible, and strolled into the cafe. He blushed and cried out as he spotted Twilight and said, "T..Twilight…"

The violet-colored cow blinked, and then her eyes went wide as she somehow recognized who this cow was and shouted, "Shining!? You're a cow, too!"

Pinkie Pie bounced over and asked, "Oh, you know Twilight?"

Shining rolled his eyes and scoffed, "Know her!? She's my sister, of course, I know her."

Pinkie Pie paused, then turned to Twilight and asked, "Hey, you never told us you had a sister?"

Twilight let out a frustrated moo! then said, "First, he's my brother; second, I didn't see a reason to bring him up. He's quite busy being the captain of the guard, and we're still getting to know each other."

Pinkie couldn't help but laugh, "Oh my!? So that enchanted milk turned your brother into a cow?"

"Pinkie!" Rarity snapped as she trotted over and bowed. "Please excuse my friend's behavior. She's been more excited about being cow than most, and we are most pleased to meet Twilight's si—I mean brother."

The blue-spotted cow's face turned red as she said, "Yes, well, it's nice to meet all of Twilight's friends now. I came abit early to ensure everything was ready for the princess' arrival."

"And is there anything missing!? We did our best to prepare!" Twilight asked in a panic.

Shining looked around and shook his head. "No," he said, "No, no, everything looks fine."

He then opened the doors and stood aside as a massive white cow with yellow spots, followed by a dark purple cow with dark blue spots, trotted inside. As the two strode in the mane, six stared in disbelief that these cows were alicorns. They all bow, but the two stopped and threw their hooves, and they all quickly told each other to stand back up, with the two somewhat embarrassed by their own appearances. Once they were seated comfortably around their troughs, there was an awkward silence as it felt like nopony knew who should talk first. Twilight cleared her throat and started, "Now, um, I know we're all here to discuss our current condition, how we will fix this, and what we will do in the meantime. As of this morning about forty-five percent of ponies in Equestria have been turned into female cows, yes female…even if the pony that drank the enchanted milk were a stallion, it would turn them into female cows."

Everypony then stared at Shining Armor, whose face turned into a bright shade of crimson as he lowered it and whined, "Yes, this is well known. Thanks, Twilight. Now, can we please move this along?"

"Right, sorry, Shining," Twilight squeaked. She cleared her throat and continued, "also it seems no foal past puberty reamins unaffected. Now, the only lead to the reason we were turned into cows is a zebra named Zecora. I will let Applejack continue from here."

Applejack got up and said, "Now Rarity, Fluttershy, and I ventured into the Everfree Forest as we heard of a skinny, stripped cow from the other cows. There, we discovered she had left for Appleloosa. Upon finding her, we found a bunch of weird potions and a cauldron; she might be the one who did this to us."

Everypony gasped, and then Shining asked, "Do we have any proof? This all seems circumstantial."

Rarity spoke up next. "I agree with Shining on this. Applejack here is merely jumping to conclusions. The truth is we don't know if she did this or even if it was on purpose. We should find and talk to her to see if we can reverse our condition."

There was some murmuring and back and forth on whether this Zecora was the culprit; Twilight then let out a loud "mooo!" to get everypony to stop as she continued, "So Applejack, Fluttershy, and Rarity have agreed to go out to find this Zecora. Now, to the more difficult part of our conversation: what are we to do with trying to keep ponies calm?"

Twilight looked abit sheepish as she continued, "Well, as you know, Ponyville has many cows living nearby, and so I invited their leader to come, but she seems to-" Before she could finish, a cow with brown spots trotted through the front door as she mooed, "Good morning, ponies. Sorry, I'm late. Had a chat with a few other ponies who got turned to cows, don't ya know."

"Please, it's quite alright; we're so glad you could make it," Princess Celestia replied.

"No need princess it' my honor to come met y'all," Bessie replied as she made her way to the front of the rows of troughs, cleared her throat, and said, "Morning dearies, I've been invited to help y'all with you being cows. First, here's a quick history lesson: We cows have been living alongside your kind for generations and are more than willing to help you all in your current conditions. Cheerilee has graciously offered to lend us her schoolhouse in the evenings for cow class, as we will talk about the biology of cows to anypony and everypony who wants to learn about what being a cow is all about."

Twilight indeed, "Yes, we talked intensively about these classes and have them copied throughout Equestria; we'll provide much-needed education to the ponies until this curse is reversed."

Bessie nodded along and continued, "That's right, deary. We will need more milking stations and ponies who know how to milk and train them to make sure they're not hurting their friends or loved ones."

Pinkie Pie started to get excited as she shouted, "Precisely! And I'll be having fun making ice cream, cake milkshakes, and all kinds of treats from their milk!"

Everypony looked to Pinkie Pie, somewhat surprised at what they had just heard. Twilight blinked, then rubbed her eyes and said, "Wait, you're saying our milk is safe to drink!?"

The pink-coated cow slammed a hoof into her face, then shouted, "Of course its safe to drink! I've been helping ponies get milked since yesterday and drinking all of it, and I noticed everypony has different flavors! It's perfectly fine!"

Twilight paused, as did the others, and then Rainbow Dash scoffed, "Well, I'm not letting anypony drink my milk; that's so gross!"

Bessie held up a hoof and said, "Listen, I know it's weird, but your milk can help abit as there ain't alot of cows in Equestria, and we can use the help with getting milk to everypony who needs it don't ya know. If this milk doesn't change other ponies into cows, we might as well use it."

Many ponies in the room mumbled, unsure of this, but Princess Celestia spoke up for the first time: "I hate to admit it, but Pinkie Pie is right; the milk we secrete is safe. Our scientists and mages did research, and it seems whatever turned us into cows doesn't apply to our milk. It seems the magic dissipated when it entered us."

Luna nodded and sighed, "Yes, that's true. I did my own research as well."

Celestia eyed her sister but did not investigate further what she meant. Twilight stood up again and said, "Well, it seems we have a plan! Bessie and I will help educate ponies about being cows; Pinkie Pie, you'll lead the ambassador and help and try to help ponies get used to being cows."

Pinkie Pie then exclaimed, "Okay, so I know I'm reaching, but I want to host a super fun cow party in a few weeks! I want to help ponies get used to being cows, and I think it'll be super duper fun!"

Many of her friends nodded in agreement as the princesses whispered to each other. Then Celestia spoke up, "Yes, Pinkie, that sounds like a wonderful idea; we can discuss further details at a later time."

“Okey dokey!” Pinkie chimed.

She then turned to Rarity, Fluttershy, and Applejack and said, "You three will have to go find this Zecora and see if she can fix this."

They all saluted and said, "Yes, Twilight."

Princess Celestia added, "I'll mainly continue helping ponies adjust to their new lives during the day. I'm working on something to help with the milking problem."

Luna added, "I'll continue to help those afflicted with this cow curse during the night and keep them calm."

Everypony started to look more cheerful and determined as Rainbow Dash shouted, "Hey, what about me!?"

Twilight paused, not knowing what to say, and then Celestia spoke up, "Rainbow Dash, I have an important job. Help the Wonderbolts. They have canceled all their future performances, and we need them now more than ever."

"Yes, princess!" Rainbow chimed as she gave a salute. Then, everypony got up and started to file out of Sugarcube Corner, all talking casually and mooing without care, being much more light-hearted. Eventually, they all started going off in different directions, Pinkie Pie bouncing back to Sugarcube Corner while letting guests come in both cow and pony, Rainbow Dash flying off to Cloudesdale, the princesses being escorted by Shining Armor back to Canterlot, Twilight and Bessie heading to the Schoolhouse as Rarity, Fluttershy and Applejack set off down the road south of Ponyville setting off on their journey to find Zecora.

Chapter Four: The Birth of the Milker 9000

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Early the following day, after Princess Celestia rose to the sun, she returned to the castle looking quite annoyed as she was heading straight to the Grand Hall, where she would meet "Flim and Flam's" prototype milking machine. The princess researched these two and was aware of their schemes throughout Equestria, being quite famous swindlers who usually get kicked out of every town they came across after ponies became wise to their schemes. She then saw her sister already in the Great Hall, and the first thing she noticed was Luna's butt and her little rope-like tail wagging back and forth with her massive udders exposed, swollen, and dripping with milk. She came over and nuzzled her. "Morning, sister."

"Morning to you as well," Luna replied as she nuzzled back. They then stood there, waiting for Flim and Flam to arrive.
As Princess Celestia stood there, she could feel anger rising in her gut with her tail whisking about, and her un-milked udders were making the feeling worse as she grumbled, "I cannot believe we're trusting these two scam artists."

Princess Luna sighed and said, "I don't trust them as much as you do, but we need to get ahead of the milking problem; many ponies find it difficult to milk by hoof or horn. This contraption surely will make things easier."

"They will as long as it works," Princess Celestia grumbled. They then went to the grand hall, and she groaned, feeling her swollen udders slosh about. "I hate that you convinced me not to be milked. It's like holding in your pee but worse!"

The princess of the night gave a quick nod as she clenched her back legs against her building udders, and milk leaked out onto the marble floor. "I know, I haven't been milked since Midnight! I'm tired as well and frustrated. I just want to get milked and then sleep, but we must endure and do this for the sake of the kingdom!"

Princess Celestia grumbled under her breath, jerked her head up, and shouted, "Fine! But only because I trust your judgment, sister."

"As do I!" The princess of the night chimed back as she nudged her back; they both laid their heads against each other. They suddenly squeaked as the main doors opened, and Shining Armor wobbled into the Grand Hall. He came up and gave them a sharp salute, then said, "Morning princesses!"

"Morning Shining!"

Seeing their swollen udders, he gasped and asked in alarm, "Princesses! Why haven't you been milked!?"

"Please hold your alarm. We are waiting for Flim and Flam so we can test their milking machine."

The captain of the guard rolled his eyes and gave an angry snort, "Yes, they have arrived, and I have to say I don't trust those hooligans one bit! You should turn them away at once."

Princess Celestia nodded in agreement, as she did share Shining's, then said, "Well, my sister and I both do not trust them either, but we both need to find a solution to our milking problem."

Shining threw a hoof out of frustration. "fine, I'll bring them in but don't say I didn't warn you." He then stomped off with his tail, whisking about, clearly being quite angry. The princesses stood tall, trying to look as regal as possible. Then, the two cows both trotted right into the great hall. Flim and Flamh stood up, looking at their massive, yellow-colored cows covered in bright red spoys waddled into the hall, pulling an enormous device covered in a red velvet curtain. The two cows looked absolutely ridiculous, with two stubby horns protruding from their foreheads, and one had a tiny fake mustache on his muzzle.

The former brothers both bowed and then said together in their southern drawls, "Good Morning, princesses!"

Being quite irritable, Princess Celestia threw a hoof up in the air and said, "Please, let's skip the formalities. Just get on with the presentation."

Princess Luna chimed in. "Yes, my sister and I are quite busy, and we haven't been milked for hours. I require my rest, so please continue with your presentation and make it fast."

The cow with the fake mustache gabe a slight bow and said, "Of course, quick introductions. My name is Flam, and this is my brother Flim," as he put a hoof around the other cow.

Flim rolled his eyes and said, "We look alike, even more now than before you can tell us apart as my brother Flam has a fake mustache."

The other cow flicked the mustache and snapped, "It's a part of my personality, and it helps to tell us apart, Mrs. Milk Bags!"

Flim threw his head up and shouted, "Milk bags! You're the one with the swollen udders you bloated milk sack!"

"How dare you! I milked you this morning, you ungrateful bovine!"

Luna was getting frustrated this time, so she raised her head and mooed! This stopped the two "brothers" from fighting, and then she snapped, "Please stop your bickering and just get on with the presentation!"

"Of course, uh, Flam. Will you do the honors?" Flam replied rather sheepishly. Flim then took the tip of a red curtain and threw it off, revealing a bulky shiny machine with a small dashboard, with a stall designed for a cow and inside weird hoselike attachments and a massive container. The princesses gave each other nervous glances as Flam threw out a hoof and cried, "This is the Milker 9000! Meant for getting milking done quicker and more efficiently than by hoof or horn."

"It's already tried and tested with the guarantee of many cows," Flam continued with a wink.

Celestia eyed the contraption, suspicious of its safety, and asked, "Are you sure it's safe?"

Flim laughed and exclaimed, "It is! My si—I mean, my brother and I tested it ourselves! It's designed not only to be efficient but also to be comfortable!"

Luna smirked as she raised her head, then said, "How about testing it again? If you have so much faith in it."

Flim and Flam argued for a bit about who should use it. They flipped a coin. Flam lost and grumbled as Flim nudged him with a smirk, "Sorry, brother."

"Whatever, I need to get milked anyways!" Flam scoffed as she crossed to the device, and Flim helped attach his brother's udders to the machine. The cow winced and mooed as it clamped shut around the udders. He then went to the dashboard on the side of the device and turned it on. He was milked, feeling it take out his milk most greedily as the white creamy substance filled the massive container nearby. From there, the machine continued to pump, and Flam gave this relaxed sigh as the container nearby filled with his milk until it slowed and stopped. Flim then removed the hose-like attachments from his brother and nuzzled him as Flam joyfully trotted off and sighed, "That was actually quite satisfying, and it didn't even take that long."

Flim turned to the panel and said, "Five minutes, to be exact. Doing this by hoof would haven taken about thirty."

He then took the container off the machine and capped it with a top. Then, they plopped another container onto the pump.

Princess Celestia sighed, "Well, it seems to work as you said; I guess now all that's left is for us to test it."

The Princess of the Sun was escorted to the device as the hoses were attached to her teats. She cried out as the rubber objects attached themselves; she winced out of sensation but relaxed as they were adjusted until they felt snug. Then Flim asked, "Are you ok?"

"It's fine," Despite the sharp pain at first, they felt snug and didn't hurt one bit. Then Flam went to the control panel, flipped it on again, and the pumping machine turned on. Princess Celestia cried out, feeling the milk pumped out of her. She cried out at first, surprised at how it felt, like a liquid substance emptying from her. It continued to pump; she felt much more at ease with the pressure in her udders ebbing away until she was drained. It wasn't long until she felt the pump slowed and stopped, and then Flim helped remove the hoses and asked, "So how did that feel?"

The princess, no longer feeling the intense pressure in her udders, let out a happy mooo and squealed, "It was amazing! That was so fast, and it felt so good!" She then skipped over rather happily as she turned to her sister, "You have to try this!"
Princess Luna gave a quick nod and then ran over to the machine. Flim assisted in attaching the hoses to the device and, like her, cried out in surprise at first. However, she eased up as the pumping continued and slowed to a stop. She then was unlatched from the pumps and lazily trotted over to her sister's side and whispered, "That felt so good. I cannot wait to try it again."

Princess Celestia turned to the two brothers, looking rather proud as she asked, "How many can you make?"

Flaim and Flam smirked at each other, and then Flam spoke up: "We have about fifty already made and a hundred more in production as we speak!"

Princess Luna's eyes widened as she said, "This is quite astonishing, but my sister and I need to talk for a moment alone."

"Of course, take your time." Flim and Flam both chimed.

The two princesses then waddled to the far end of the room so that the brothers couldn't overhear them, and they talked in hushed whispers as Luna whispered, "So what do you think?"

Princess Celestia paused, thinking about how good the pump worked and feeling that massive pressure was gone. It was much more efficient and practical, and she said, "I think it works and does as advertised, but the biggest question is how much will it cost? And, of course, can we trust these two to keep their end of the bargain."

"We can easily set aside some money to fund them and, in return, have these two sell the milk so we can use it to continue funding these projects until we find a cure..."

Princess Celestia reared her hesd at the thought of those two selling her milk. "I suppose that would help though I am not a fan of sellimg my milk even if its for a good cause."

but this still feels awkward with these two. Are you sure this is our only option?"

Luna paused, then said, "I understand where you're coming from; I can feel they're doing this for their own greed. But they're in the same boat, and we must work together. This milking problem is big and huge and will only worsen if we don't do something."

"Me neither but at this point dumping in the gutters seems like just a waste."

Princess Celestia still felt uneasy about being in buisness with Flim and Flam but at the same time it felt as if they were their only choice in getting ontop of their cowdemic problem. She then let out a frustrated moo, stomped a hoof, and shouted, "Fine! But the second I whiff any schemes, we pull out! Agreed!"

"Agreed."

They both bumped hooves and trotted over to the two brothers. Princess Celestia went straight to them and said, "My sister and I talked things over, and we shall give you a Grant to help manufacture and maintain these milking machines."

The brothers gave each other smirks as Flam threw a hoof, "That sounds fair! And you will not be disappointed!"

Princess Luna stepped forward and with a stern glare added, "However, it will be your job to install these devices throughout Equestria, teach other ponies how to work them, and find ponies to help replace the containers when they are full."

Flim was about to say something, but Flam pulled his brother aside as they talked things over in hushed whispers. Flam then put up a hoof and asked, "We agree with your terms; however, we also have another proposition."

Luna eyed them and asked, "And that is?"

Flam chimed, "Can we sell your milk?"

The princesses both exchanged nervous looks as if they had talked about this before. Flam nodded and explained, "We believe that the milk of the princesses can be drank and sold, especially with your names on it. It'll help bolster our coffers and give us more money to work with. Of course, you will gain half of the profits. Does fifty-fifty sound reasonable?"

Luna eyed her sister, seeing they discussed this in private. Celestia let out an annoyed sigh, as she did not like the idea of ponies drinking her milk. She grumbled, "I don't like the idea of ponies drinking my milk, but if it helps, why not? But, of course, fifty-fifty sounds reasonable."

"Yes, I find this agreement acceptable," Luna replied as they both signed the paperwork. Celestia hesitated but felt there wasn't much she could do but go along as she signed her name on the forms. The two red-spotted cows bowed and left the Grand Hall, skipping in glee. They left the prototype behind as a gift, with some strong earth ponies placing it near the thrones so the two princesses could be milked while holding court. The princess of the sun looked up, saw the big ugly machine next to their ornate thrones, and said, "What have we done, sister? Is this our fate? To be milked and treated like bovines?"

"We helped Equestria, and this will all be over soon. but until were back to normal must endure," Luna replied with a tired yawn.

"Alright, well lets get you to bed," Celestia whispered back as she escorted princess Luna up through the castle halls to her sister's bedroom.