“Fuzz, I don’t… I don’t think that was ibu… ibuprofen,” mumbled Tolls’, repressing a retch, as the rather ill-looking Pegasus staggered to a stop and steadied herself against the wall. A ring of sweat immediately forming around her hoof like a salty spring, as it became abundantly clear the mystery medicine, she had foolishly taken from Bug’s drug cabinet had definitely not been anything close to paracetamol.

“You don’t say,” quipped Fuzz, cocking her head as the shorter mare had a good look at her flagging friend with a slow scan for symptoms. The brown mare already having a pretty good idea of what was happening based on previous erotic experiences, leaving the electronically enhanced earth pony pretty confident that she didn’t need an ocular implant to know what was happening to the profusely perspiring pegamare. The mare’s metabolic rate seemingly set to high gear, as she began to wetly cough as if trying to clear her throat of a phlegmy blockage, leaving a white phlegm to pool in her ajar mouth. The gargling gametes the last sticky sign Fuzz needed to be confident in what corruptive curse was currently coursing through Tolls’ struggling system, as the transformative trick taking hold of Tolls one of Tree’s favourites.

Mistakes had been made on the Pegasus’s account, but that didn’t mean the two of them couldn’t have some fun with what was to follow. Fuzz learning this mindset early on in her countless adventures, and as such the sly stripper was swift to step forward to capitalize on the situation. The petite pony assuming the dominant role of the big spoon, as she carefully coaxed Tolls under her with a few patients prods. The mare knowing she didn’t have much time, and if she didn’t act quickly, she would just have to watch as the panicked Pegamare magically morphed into a pleasurable mass of quivering masculine flesh.

“Hold still, this might tickle,” instructed Fuzz as she bowed her legs around the Pegasus, so that she could snuggly sit belly to back with her confused companion. The passive Pegasus giving a disorientated look, not sure what was happening, as without warning an alien warmth began to ripple over her haunches as though she had wet the bed leaving her coddled in a claggy clasp. Fuzz leaning into the warmth, so that she could feel Tolls’ nervous dock dabble against her groin with uneasy taps, before gently melting into her body like a trembling taffy.

“Fuzz?! I don’t know abo…” began Tolls, as the skittish Pegasus instinctually squirmed against the bizarre touch creeping like Carmel over her chubby cheeks. Fuzz just giving her supportive stroke, and a disarming hush, as though there was nothing to worry about even if the pinned pony was beginning to have serious doubts about her short-term future.

“Eyes forward, relax and don’t forget to breathe, it will be over in a couple of minutes, then we can enjoy you,” informed Fuzz with the best advice the mare could muster based on the strange scenario both had been clumsily cast into. The words more of a formality, as now that their bodies were bound together the poor Pegasus was locked into this phallic process for the long haul. A single second of skin-on-skin contact all it took, and now Tolls had no choice but to ride out the aggressive absorption as she was reluctantly relegated to her new role as an erogenous extremity.

“Don’t worry, I have done this for my show a few times, though we might make a mess, though you will definitely look nice swinging between my legs,” reassured Fuzz, as she knew full well how weird it was to be on the receiving end of a cock conversion. Not like the sudden transition to being a hung herm was normal for Fuzz either, though she would never complain about having another lecherous limb to play with. At this point though Fuzz’s main goal was to ensure Tolls’ spine stayed straight, lest she end up becoming a deformed dick reminiscent of the Loch Ness monster. Fuzz was not too worried though, as a few nurturing nudges were all it seemed to take to goad Tolls into a more submissive stance, as she took the desired posture required to minimize her risk of becoming a misshapen manhood.

Tolls seeming to realize this if she wanted the best outcome for her problematic predicament she would have to play along, as even with her bell she would prefer not to be miscast as a club dick. The Pegasus quickly coming to terms with the fact that her only other choice after the bitter brew had hit her belly was to end up as disembodied phallus floundering on the floor, like a discarded dildo. The tangible integration already a rolling rhythm, as Tolls could feel every facet of her frame begin to be manipulated by the stern spell. The equine acutely aware that she was beginning to lose feeling in her flanks, as bit by bit her shapely arse atrophied, and her hind legs began to wilt into what would soon be a scrotum. Tolls’ fidgeting flanks forced into the terminal transition as her malleable meats gained the composure of soft syrup, easily facilitating the unholy fusion of female flesh willed by the potent potion.

Both ponies beginning to pant as their bodies began to bind together like putty as the seam between two separate entities melded into a more blurred boundary. The two vivacious bodies became one as Fuzz’s anatomy took the lead and began to boil Tolls’ biomass into more suitable stem cells, in which to build an ideal impregnating implement. Tolls feeling her haunches smooth out into saggy spheres, as her bumbling backside was meticulously metamorphized into a bulbous ball sack swilling with seed. Her unused components relegated to a large load of sloshing spunk, as her tooshie turned testicles began to swell with her unused nutrients.

Tolls becoming acutely aware of Fuzz’s giddy hear thumping, as it grew ever louder drowning out her own wubbing organ until the redundant pump came gently to a stop as it was reintegrated into the earth pony’s greater whole. The Pegasus feeling her hollow bones liquidate, as her barrel was reduced to just a girthy sausage of tender tissue, that could only twitch involuntarily upon the smothering stimulation shuddering along her length. The sensual stimulation racing through Tolls in solid surges that tangibly traced through her blood vessels causing the mare to jibber uncoordinated murmurs of loosened lust.

The sense of tactile touch becoming all-encompassing, as all other senses began to fade into a dim haze of distorted white noise. The nerves required to perceive such things beyond use, as what was left of them was pooling as broken-down proteins in Fuzz’s newfound gargantuan gonads. The swaying sack continuing to gradually bloat into a bountiful bulge, as the nerve-rich nards filled with a mare sized batch of baby batter. Tolls’ cutiemarks stretching taut over the glistening skin, like a perverse advertisement to the identity of who had made the man milk sloshing within. The engorged bean bag jiggling gently as it churned the cum within, allowing the bollocks to break down Tolls’ organs into a uniform paste of ex-pony. Tolls beginning to throb in an aroused tic, as if at any moment the partially digested deviant would spill her nuts in a sudden sneeze of eruptive emotion.

Tolls feeling her forelegs disappear, as though she could not see her body, she could tell the majority of her curves had now been converted into nothing more than a veiny mass of sensitive skin and spongy soft tissue. She didn’t know if she had any bones left below her neck, but she didn’t care, as her mind was inundated by an overwhelming carnal caress creeping up her spinal column as the sturdy strut unzipped with a light fizz. The Pegasus’s volume spreading almost like gelatine, as without bones to hold her shape her annihilated anatomy rapidly shifted into a chubby cylinder. The only thing preventing a complete conversion was her cute collar, as the now tight choker was restricting the blood flow to her head like a makeshift tourniquet.

Fuzz’s shuffling slightly as if she could brute force the final step of Tolls’ assimilation, but all this earned was a meek jangle from the Pegasus’s bronze bell, as the earth pony impatiently pushed her hips back and forth like a passion planer. The sexual shimmy failing to shirk the constricting cock ring, achieving nothing more than to further agitate her enormous rejection. Fuzz flush in the cheeks and feeling light-headed, as at this point the majority of her blood was now dangling betwixt her highs as a diamond staff. The urge to rut flowing through the two as Fuzz staggered slightly in an almost drunken manner, as the earth pony tried to switch the mode on her prosthetic from a dull hoof to a more useful hand. The fingers flexing in a need grip, as Fuzz gropingly grasped at the air, as she ensured correct calibration, and with a few fumbling motions she managed to unbuckle the troublesome assessor.

The feeling was like a flood gate collapsing, as all the pent-up pressure was immediately relived in an explosive orgasm of spurting semen. The feeling like a burst fire hydrant, as the neck strap had been holding back the fertile flood which gushed from Toll’s mouth live penile projectile vomit. Fuzz tensing up, her hand still grasping the collar as it came cleanly away, leaving the mare cringing as though she had been struck in the gut. Both her and Tolls moaning in euphoric release, as the powerful climax cascaded out of the conjoined coupling in a wet upwelling. Toll’s brain bubbling into man mustard, leaving her an incoherent blob of mewling bliss, unable to do much more than let out a warbling whinny as her vocal cords were inundated with what had once been her insides.

The Pegasus’s eyes giving one last lethargic blink as Tolls gave a wanton wince, before the features sealed and rounded out, leaving the mare’s face little more than a bobbing bellend. The broad end lacking in any features as even the nostrils and ajar mouth slowly warped to conform to the standard morphology of a stallion’s shlong. Fuzz just standing there letting the deviance drain into the musky puddle that had formed beneath her barrel, and soon the testicular torrent subsided into a debaucherous drizzle. Fuzz nickering the self after unleashing half her bodyweight in jism, as her senses seemed to return as her solid shaft grew limp and Tolls began to receive back into the safety of the shivering sheath. The velvety skin still the colour of Tolls' coat, as the only lingering clue that Fuzz's new insemination implement was not au naturel.

“Phoo… If you think that is intense, wait until I paint Bug’s insides white with the rest of you, you're going to feel everything,” sighed a satisfied Fuzz, as she let her new cock know exactly where she would waddle to once she regained her composure from the throbbing tingle in her loins. The earth pony not sure how much of that Tolls could hear from her entombed existence as a prick, but based on how she shuddered, she had heard enough…


.....................................

Ah, so that is where Fuzz and Tolls got to. Though at this point they seem to be b-lining to becoming on entity with some accidental cock transformation...

Part three of a five-part gift that a friend got me. They got the initial sketches from  Silent_E 's patreon. I then got the images coloured by my always reliable friend  plaguetyranno who gave the images their normal flash of colour.

The other parts to this series can be found below:

Part one: https://aryion.com/g4/view/701778

Part 2: https://aryion.com/g4/view/703497

Part 2 (No gore): https://aryion.com/g4/view/703500

Part 3: you are here

Part 4: https://aryion.com/g4/view/709805

Part 5: https://aryion.com/g4/view/718033

In addition I also now have a patreon, if you would like to support me, it can be found here: https://www.patreon.com/doomfister

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