Mature, Sex, Soarin

F, TF/TG, latex

Sequel to "Suited Up" by TF-Sential.

A mysterious box showed up in my dorm room, containing a Wonderbolt's suit. I was skeptical it was a prank from my roommate, but was dying to see how sexy I looked with it on. I was right to be skeptical.

Edited by: Refro
Trigger words: TF/TG

I walked into my room and put my backpack down next to the closet. Class was finally out, and I had the whole weekend to myself. A breeze ruffled some of the papers in my room, and I noticed the window was open.

When I got to the window, I looked outside to see if there was a ladder or some other means by which my third story window in the dorm might have been opened. My roommate wasn’t home, so it couldn’t have been her. There was nothing in sight that might explain how it opened.

I decided that I must have just forgotten that I opened it before class. Next a box caught my eye, sitting at the end of the desk near the window. It didn’t have any markings or shipping stickers on it. It must have been left by my roommate, which made me rather skeptical it was a prank of some kind.

With one hand I opened the box at arm’s length. There wasn’t any packing tape on it, and I couldn’t see anything from where I stood. At least there hadn’t been snakes or something jumping out of it.

As I leaned over and looked in I just saw blue fabric with a yellow lightning bolt on it. I pulled it out and it unraveled to the floor, revealing a full body Wonderbolt’s flightsuit.

I let out a nervous chuckle as I relaxed. This had definitely been my roommate’s doing. Ever since she found out I was twenty-one and still watched My Little Pony, she’d always buy me pencils or dolls as a joke. This looked very expensive, however, and the fabric seemed both soft and stretchy, thin yet appeared impossible to tear as I stretched it between my hands.

She wouldn’t be back for a few hours, as she had an evening class tonight, so I had to try it on. I could thank her later, when she got back to the room and saw me in a Wonderbolt’s outfit.

I stripped off my clothes and tossed them onto the bed. I felt around the fabric and found the zipper, it ran from the neck to the groin on the front of the outfit. The fabric felt so good that, with another quick glance around to make sure I was alone, I took off my bra and panties too. What my roommate didn’t know was that I’d always wanted a sexy skin-tight catsuit, and this was about as close as I was going to get to it on the budget of a college student.

As I slipped my right leg into the Wonderbolt’s outfit, I could feel my skin tingle as the tight fabric slid along my hairless leg. It wasn’t much different than putting a sock on but felt so much better. I put my left leg in and pulled the suit up to my waist. The suit had feet on the end, covering my foot completely. As it slid over my ass, I wiggled my hips to slide further into the outfit. The firm squeezing of the suit against my skin was getting me excited.

I flexed my back to reach both arms into the sleeves and slid them through. The suit was quickly pulled up against my back, and my hands popped out of the ends of the sleeves. I straightened out the front of the fabric and pulled it over my breasts. Next I started pulling the zipper up from just below my belly button to my neck.

My nipples were poking against the fabric, yet instead of chaffing it just caused them to perk up further. My entire body was now encased in the soft fabric. Some of my hair got caught in the neck of the suit, so I pulled my shoulder-length hair out. As I did, I felt the hair slip between my fingers. Checking again, my hair seemed to barely reach my neck.

While I wondered how my hair could have gotten shorter, I felt an itching on my face. I rubbed my hand against my chin and felt stubble.

Confused, I walked over to the bathroom to look in the mirror. My jaw looked slightly more square, and I definitely had hair growing in on my face. The itching sensation spread to my entire body. My hair was turning from auburn to blue. I realized my roommate must have covered the suit in itching powder or dye, and I’d fallen for her prank!

I reached for the zipper to get out of the suit but couldn’t find it. Looking back in the mirror, I saw that there was no longer a seam for the zipper. I tried to tear the suit off at the neck, but the suit was too tight.

My fingers began to ache, and it became too painful to try and pull the suit off. For some reason, they were curling up into a fist and trembling. I couldn’t straighten any of my fingers out. My heart was racing as I stared in fear, until a part of me realized I needed to get help.

I only made it a few steps towards the door, then fell to my knees as a sharp pain shot up my calves. I looked back at my feet and saw that they had been twisted or broken and were strangely deformed now. My heel seemed to be rising up the back of my leg, accompanied by a painful pressure in my calf. My feet seemed to be getting longer underneath the fabric, and my toes felt like they were being compressed in a vice.

As I bent over to crawl towards the door, my hands hit the carpet, and I fell to my side in pain. Three of my fingers on each hand were gone, replaced by a massive fingernail. It was slowly enveloping the last two discernible fingers.

It looked a lot like a horse hoof. Before I could look closer, the fabric of the Wonderbolt suit seemed to liquefy. It flowed down my hoof and sealed it inside. I felt a tugging at my shoulders that increased in strength until the bones shifted half a foot with a loud pop.

My hips were next, bones shifting and powerful new muscles forming. I felt cold air above my ass near the tailbone as something poked out of the fabric. It felt hairy and when I looked back, I saw the stub of a tail quickly growing outward.

Sharp pain in my knee caused me to look back at my leg. My femur seemed to be retreating up further into my hips, and my shin bones were shorter. Both of my feet seemed to be stretched out as if in high-heel shoes. When I tried to wiggle my toes, I felt a single hoof move. Back where my heel now resided, I saw the signature hock of a pony.

I recognized now that I was turning into a pony from the T.V. show, yet I had no idea how this was even possible.

For a moment I thought I might be having a heart attack as a heavy pressure started pushing against my back and stretching my skin. There was a tearing sensation as ribs shifted and formed bones, blossoming outward into skeletal wings. Flesh and blood quickly developed over the bones as I watched, horrified. Feathers began to sprout out until I had full formed wings.

The changes seemed to be slowing down now, giving me time to feel my face. It seemed to be covered fully in blue fur now. My nose felt like it was being flattened out as my jaw extended. My whole face stretched outward, growing into a muzzle. I felt long locks of hair fall down my neck and saw the dark blue mane.

A twisting pain in my groin diverted my attention downward. I rolled onto my back, screaming as something deep in my stomach was shifting around.

Moments later, I saw two lumps pushing out against the fabric of the Wonderbolt’s suit. I thought there must have been some mistake and reached a hoof down to poke at them. They were hard and hurt when poked. I slid the hoof along my groin, and instead of the familiar slit that marked my womanhood, I felt a third bulge poking upward.

I began frantically poking at it, refusing to believe I was growing a cock. However, the more I poked at it, the larger the bulge got. I watched in horror as it inched up my stomach, pinned by the fabric of the flight suit. It was hard as a rock, and I wasn’t sure what to do with it or how to get it out of the suit.

As I pondered all these things, memories began to flood back to me. My name was Soarin, and I was lead stallion on the Wonderbolts. I was in a relationship with Spitfire, because she had one hell of a fine ass. My whole life, this is who I had been.

Memories of my old life faded as the suit adapted my mind to match my body. Now that the transformation had finished, I believed myself fully to be Soarin.

I got up and looked out the open window. I needed to go find Spitfire and the others. Both my wings spread out as I stretched them and got ready to fly.

“Hey, handsome.”

I spun around to see Spitfire standing next to the bed. “Spit? What are you doing here?”

“Just a quick pit-stop before I round up the rest of my team.”

“Are they okay?” I asked. I walked over next to her, smiling as I smelled her scent.

“Yeah, they’re fine. Now, there’s something I’ve been dying to do since I got here.”

“What’s that?”

I felt her wing brush along my side as she walked behind me. A moment later, I felt her warm breath against my balls. In her teeth, she had the zipper to my crotch and quickly unzipped my stallionhood. It flopped out of the suit and resumed steadily growing, free of the confines of the elastic.

Spitfire walked in front of me and put her forelegs on the bed. “Oh, I think you know.”

I watched her tail flick out of the way, and I saw a soaking wet camel toe on her flight suit. The tight fabric must be driving her wild as it brushed against her labia, if the large damp spot was any indication. With a smile, I grabbed the zipper with my teeth and slowly exposed her so I could mount her. The smell was so strong, a musky fragrance with a hint of rain and burnt wood.

Now that we’d both had the important bits freed from our suits, I climbed onto her back. It was time to remind her why we were a couple.

I felt the head of my cock push softly against her dripping marehood. It slid in so easily I was surprised. She must have been horny for hours to get this wet. I tugged on her shoulders with my forelegs and slid forward. My medial ring slipped past her labia, and a few seconds later, my balls slapped against her crotchtits.

Spitfire moaned loudly into the comforter of the bed. I pulled back slowly and thrust forward once. I heard her wailing into the mattress again. I continued the pace to tease her for a moment, but I couldn’t hold myself back forever.

I grabbed her mane with my teeth and started pounding my shaft into her cunt at a fast pace. The race was on now to see who could last longer. With each thrust I heard a wet slap of my balls against her. Every time I entered her, I yanked the hair on her mane.

Spitfire’s forelegs had slid back, and she was rubbing her tits as I fucked her. I kept thrusting, loving the feeling of her slick pussy more and more each thrust. As she got closer, her muscles tightened up around my shaft more often.

I could tell she came by both her loud screaming and the vice-like grip of her cunt on my shaft. With two more deep thrusts, I felt my own muscles tense up as I came. I pumped thick strands of semen deep into her pussy, filling her with my seed.

Her cunt continued to milk me dry, and each squeeze seemed to make my orgasm last just a little longer. I could feel the cum dripping out of her and onto my balls, as I pushed my dick in a couple more times, eager for more.

Once we were done panting, Spitfire turned her head to look back at me. “All right lover boy, we’ve got to clean up and get out of here.”

I nodded, pulling my full length out of her. Knowing what I had to do, I leaned forward and began to lick the excess cum off her pussy. It was an acquired taste, one I still didn’t like to be honest, yet it was the quickest way to “clean up” from our frequent banging sessions.

Once I finished, I pulled the zipper up, sealing her marehood back inside and forming that distinctive camel toe.

I sat down and leaned back, knowing Spitfire’s part came next. She began to lick up all the semen on my balls, causing my cock to twitch. It was still almost fully-erect. “Uh, Spits, I think I’ll need a little extra help to get back in the flight suit.”

She smiled, slowing down as she licked my dick clean. Spitfire knew this as well, and once she was done, took the head of my cock into her mouth. Using her wings as a guide, she positioned me just right so that she could take me in deeper.

I felt the warmth of her tight throat as she slowly slid down my shaft. Once she’d gotten past her gag reflex, she began bobbing up and down. Spitfire was a pro at this, which is part of the reason I’d nicknamed her “Spits”: she never spit, she was the rare mare who always swallowed.

I felt her nose hit my stomach as she took my entire length in her throat. I moaned my approval as she pulled back until my medial ring popped out, then bottomed out, over and over. She sped up and I felt myself getting close.

“Ugh, Spits, I’m almost there.”

I grabbed her head with my hooves, helping her along. When my orgasm peaked, I grabbed her and shoved her down the shaft. It felt incredible to have every inch of her throat caressing my thick shaft. I was spewing load after load of sperm right into her stomach.

She swatted my hooves away and pulled back. Spitfire loved the taste of my sperm and took the last few loads in her mouth. She sucked on the head of my cock as it deflated, retreating into my sheath.

At last, my erection was a thing of the past. Spitfire tugged at my crotch zipper, sealing the suit back up.

“Come on, time to find Fleetfoot.” Spitfire walked towards the window, and I followed her.

I felt amazing as we flew out the window and I left my old life behind.

Author's Notes:

Something I threw together quickly to cheer up a friend, and yet, how sexy and smoking hot it turned out to be. I never see Female to Stallion TF/TG, so consider this my contribution to all you ladies out there. :wink: