Mustard awoke with his head resting against something soft and warm. Snuggling his face into it, he let out a pleased sigh as he tried to return back to sleep, but something started to nag at him. His slow slumbering thoughts struggled to place what it was.

Below his cheek, he could feel the slow, rhythmic rise and fall of something breathing, and his nose was filled with a strong but strangely familiar scent he couldn't quite place. Against his side, near his flank, he felt something give a snort and a puff of warm breath tickled his coat. Curious, Mustard slowly opened his eyes and glanced back to see a stallion, with the familiar dark blue coat of Morning Sky curled up against his side with his head resting on her flank.

The memory of what had happened to them suddenly flooded his mind and he let out a groan. So it really did happen and wasn't just a bad dream. He had been changed into a mare! He was now a She!

Extracting herself from Morning, Mustard stretched her cramped legs and slipped out of the sheltered hollow they had taken between two massive boulders. To the east, she could see the sky was growing bright as the sun was just cracking over the horizon. Mustard was relieved to see that the long night had finally come to an end, and a new beautiful morning was now beginning. The sky was streaked with vibrant colors as the sun slowly crept its way up to the sky. There was not a sight she had ever found so beautiful as what she was seeing now. She couldn't imagine never seeing the sun ever again. To live in an eternal night would be a nightmare! But then again, she was now living a nightmare of her own.

Feeling an unusually strong need to see to one of her natural functions, Mustard moved around to the side of the boulder to relieve herself. Spreading her stance, Mustard wondered how she was supposed to do it? When she was a stallion, all she had to do was push her stallionhood out a bit and let it loose straight down between her legs. But, now that she was a mare, her parts were further back under her tail.

Looking back over her shoulder, Mustard lifted her tail and felt an unfamiliar cold draft where she had never felt one before. Making sure her tail was completely lifted up and out of the way, Mustard relaxed and groaned in pleasure as she felt relief at last as her urine flowed free. Well that wasn't so hard, she thought to herself as she checked to see if she was getting any in her tail.

Finished, she walked back down to the pool and looked out over its still surface. They must have jumped into it a hundred times trying to turn themselves back to their normal selves, but nothing they tried worked. It seemed that whatever magic it had was now gone. Wet, cold and tired, the two finally gave up and found a place nearby to get some sleep.

Mustard couldn't help but notice how much smaller she seemed than when she was a stallion, especially when she was looking up at Morning, who was now a head taller than she was. When she walked now, Mustard felt that her hips were wider set than she was used to, which caused her flanks to sway with each step. Her orange coat and golden-yellow mane now felt softer, for some reason, and flowed more freely over her withers and hocks.

Leaning to her side, Mustard looked under herself at her new udders. When she had been a stallion, udders had been one of the things that he liked to admire on a mare. Looking down at her own, she noticed that they looked rather nice. Not too big or small. Her teats were pleasantly shaped and nicely centered on her soft, round mounds. Reaching down with her hoof, Mustard lightly brushed it across her teat and gasped with a shudder. She had no idea they were so sensitive! Brushing her hoof over it a few more times, Mustard closed her eyes and bit her lower lip. Touching them felt surprisingly good. Idly she wondered what it would feel like to have them sucked on.

Suddenly, her eyes shot open. To feel them getting sucked on! Like what a foal does when it nurses! Mustard gave a shudder. Nope! There is no way she would ever allow a stallion to do any foal making with her! Nope, nope, nope! Never going to happen! Any stallion who tries will get a strong kick to his stones!

Giving up on any more exploration of her new body, Mustard walked back to check to see if Morning was awake yet. When she looked into their makeshift shelter, she found him sitting up and stroking at his very aroused stallionhood with a rather curious expression on his face.

"What are you doing?!" Mustard exclaimed.

With a startled jump, Morning covered himself and looked back up at her with embarrassment. "I ah!... It was just there when I woke up and I sort of just... well... I was curious about it. Okay!?"

"Well, get curious about it later, okay?" Mustard snapped. "I have enough to deal with right now that doesn't involve watching you pleasure yourself."

Morning scowled at him. "I just wanted to explore some of the new changes to my body. You can't hold that against me!" Suddenly he smiled as he looked at her. "And what about you? What have you been doing out there all by yourself? Perhaps exploring some of your new features as well?"

“I was doing no such thing!” Mustard quickly retorted.

"Oh, sure you weren't," he answered with a laugh. "So, did you find your happy spot yet?"

Mustard was confused. She had never heard of something like that. "Happy spot?"

Morning stood with a suddenly interested look in his eyes. "Oh, yes. A mare's very special happy spot." Walking closer, Morning continued to smile. "I can show you where it is."

Mustard considered his offer, but the strange look he saw in his eyes as well as his still stiff stallionhood left her feeling very wary of the stallion. "Ah... no. I'll find it on my own, thank you," she said, backing up a few steps. Why did she feel so intimidated by him?

Morning looked disappointed, but continued to walk closer. "Are you sure? It can be hard to find on your own." Reaching his muzzle out, he lightly nuzzled her neck as he drew in her scent. "Did you know you smell really good?"

"I ah..." Mustard felt a bit awkward as the larger stallion continued to softly nuzzle her neck. Her mind was starting to go blank as her heart beat a bit harder.

Mustard felt her legs lock in place as Morning worked along the side of her body with light touches and tender nips. What was she doing? Why wasn't she stopping him!? In fact, she liked the touches he was giving her. It made her tingle pleasantly all over. This was so wrong! She should be a stallion! Not a weak mare! She shouldn't be feeling like this!

Moving along her body, Morning let out a little nicker, as his stallionhood bobbed under his body. "You have no idea how... pleasurable it can be to have it touched, and caressed."

Mustard felt Morning's muzzle start to push under her tail, his breath huffing out onto her most sensitive of areas. Without thinking about it, she lifted her tail a little higher, inviting the stallion to delve further into her sanctum. Panting for breath, Mustard felt the soft tickle as Morning’s muzzle brushed up against her marehood.

She was losing control! She knew that in a few more moments, she would let Morning do whatever he wanted with her. Without any resistance, she would let him climb up onto her back and let him join their bodies together in blissful, rapturous pleasure until he relinquished his virile seed deep into her willing womb.

Mustard's eyes shot open as her senses snapped back into place! What was she about to do!? Lunging forward, Mustard clamped her tail back down. "No!” She shouted so loudly it was practically a scream.

“What?” Morning looked at her in confusion. His eyes glazed with open lust.

“I said no!” Mustard backed further away, making sure her rump was turned safely away from the horny stallion. "I can't believe what I was about to let you do to me!" she said with a horrified shudder. What was wrong with her!? Besides the obvious, there seemed to be more complex things going on inside her that she needed to learn to control beside just simply learning to pee without getting it into her tail.

Morning looked almost hurt. "I was just trying to be nice and show you something I thought you would have liked." Letting out a frustrated sigh, Morning looked sullenly at Mustard. “It wasn’t nice of you to tease me like that. The least you can do is help me out a little. Perhaps you can take in just the tip? What do you say?”

Mustard backed away as Morning walked closer to her, a lustful fire burning in his eyes. "I said no. Now keep back. I'm warning you."

"But I need relief!" Morning groaned, stepping even closer. "Everything in me is demanding I do something!"

"You are not sticking that thing in me!" Mustard felt her backside press up against a boulder.

"Please. It hurts." Morning stepped close enough to brush his muzzle along her cheek. "I'll be gentle with you. You'll love it, just give me a chance to show you," he whispered in her ear.

Mustard felt tiny, looking up at the much larger Morning. He was stronger than she was and she knew that there was little she could do to resist him if he chose to force her. Mustard had known Morning pretty much all her life, having been born only a day apart from each other. Because their mothers were friends, they had grown up very much like siblings. Seeing Morning like this was frightening. The urge for a stallion to mate could be very strong and it appeared that Morning was unprepared for this and was losing control.

Mustard tried to edge around the boulder but Morning moved and blocked her way. "Please, aren’t you going to help me?"

Mustard felt her heart hammering in her chest. There was a strange part of her that wanted to submit and allow him to dominate her, but at the same time, she was scared. All these new feelings were overwhelming her and she was confused. She needed to do something, and fast!

"I'm sorry about this, but it has to be done." With a quick scoop of her hoof, Mustard threw dirt into Morning's face. As he staggered back in surprise and rubbed a hoof at his blinded eyes, Mustard quickly moved around and swiftly kicked out her hoof right into his dangling stones.

Gasping with the sudden, intense pain, Morning groaned as he collapsed to the ground and huddled himself into a ball.

"Let this be a lesson to you," Mustard said with a pleased smile. "When a mare says no, she means no."

"What’s going on here?" a voice asked, coming from above. With the sound of flapping wings, Sky Twirl landed nearby. When her sight settled on them, her eyes widened in shock. "What happened to you two!? Didn't you used to be...?" She looked Mustard up and down in open disbelief.

"We fell into a magical pool and..." Mustard sighed and waved her hoof at herself, "well, as you can see, things were changed."

"Magical pool!?" Sky exclaimed with an alarmed look. "Where!?"

Mustard gestured down towards the rock outcropping. "It's over there between the rocks."

Sky quickly shot up into the air and flew off towards the pool. Curious, Mustard trotted off after her. She found her fluttering over the pool, looking all around. Finally she flew back to shore and landed by Mustard.

"It doesn't work anymore." Mustard explained. "We tried a bunch of times to change ourselves back, but we think the magic is used up."

Sky shook her head. "They only work once per victim. Whatever changes happen," Sky looked at Mustard, "are permanent. At least that’s what has happened before."

Mustard felt her gut plummet to her hooves. They had hoped that the changes would wear off eventually. "You... you know what this pool is then?"

Sky nodded, "my mother told me of them. The pegasi have come across these pools from time to time. They are destroyed whenever one is found,” she explained. “Each pool does something different, like make a pegasus fall in love with whatever pony they saw next, be it stallion or mare, or make a pony speak only lies. The worst one that I heard about was the one that would either change a pony into a day old foal, or make them so old they die the next day. My favorite was the one that would randomly change a pegasi’s coat and mane color to a random color." She looked out over the pool. “I'm surprised that this one was missed.”

"So... I'm going to stay a mare forever?" Mustard asked, feeling like she was about to cry.

Sky met her gaze, her eyes filled with sympathy. "I'm afraid so."

That was all she needed. With a wailing cry, Mustard lunged forward and wrapped her hooves around Sky and cried. Ever since the change, her emotions were all over the place. She had no idea a pony could feel so many things at the same time or as strongly. In just one night, she had her world turned upside down and that idiot stallion that Morning had turned into was as emotionally supportive to her as a stump.

Sky wrapped a hoof around her and patted her back as she murmured comforting words to her. Tears poured out of her as she wept. What was she going to do!? How was she going to tell her mother and sister that she was now... well, a she? She had no idea how to be a mare! Should she be worried about bugs and mice crawling into her marehood when she slept!? What about cleaning it? Should she wash it out? How often should she do it? And then there is the stallions! What was she to do with them!? At some point she would have to face going into heat, and stallions would be all over her. How was she supposed to deal with that!? On and on, questions and worries whirled around in her panicked mind. Nothing made any sense anymore.

Eventually, her tears ran dry and she sat herself on the shore. Giving Sky a weak smile, Mustard wiped at her nose with the back of her hoof. "I'm sorry. I didn't mean to cry all over you."

"It's quite alright," Sky answered with a kind smile.

"So... there is no way for me to be a stallion again?" Mustard asked. "There has to be something!? Perhaps another pool? Or some kind of magical plant? I can even go to the unicorns. Maybe they could help me. Do you know where I can find the unicorns?"

"I... I don't think so." Sky confessed, shaking her head. "I've never heard of anything that could reverse what has happened to you two. If we come across another pegasi flock, I could ask them, but I doubt that they would know of anything. When it comes to the unicorns, it would be best to not even have any dealing with them. They have never been very friendly to others. How about we ask Magpie when we get back, she may know of some herb or plant."

Mustard perked up with a bit more hope and grabbed Sky in a tight hug. "That's a good idea! Thank you!"

When Mustard released Sky, she glanced up towards the hill she had found them on. "Looks like Morning is coming down now. Why is she... I mean he, walking all funny like?"

"Oh, that's because I had to teach that idiot a bit of self control." Glancing back, she saw Morning stepping carefully with a funny, stiff legged gait. "I hope I got it in deep enough through that stump he now has for a brain."

After stacking stones atop each other, as Sky directed them, along the pools edge to mark a warning passing pegasi about the dangers of the pool. The three left to rejoin the party which was waiting for them to return.

With Sky leading them, they arrived back with the others before the sun had cleared the treetops.

"Oh good. She found you both. Good job, Sky," Dark said before pausing a moment to look Mustard over with a confused look. "Weren't you taller?"

It took a surprisingly short time to explain to them what had happened to them during the night. Dark listened and asked only a few questions. In the end he nodded his understanding and he turned to Sky.

"Sky, do you think you can find the pool again when we come back this way?" Dark asked.

Sky thought for a moment then looked around for a bit, then nodded. "Yes, I believe I can."

"Good." Dark glanced out towards where the pool was. "I would like to have it destroyed. I've heard rumors of these pools before but I thought it was just some tall tales ponies were spreading to scare each other."

"From what I was told, they’re incredibly rare," Sky said, "and with the pegasi destroying them whenever one is found, there's not many of them left. I'm surprised that this one was never found until now."

"Perhaps it just needed a stallion and mare to fall in together to get it to work," Dark surmised.

"What made these magical pools in the first place?" Mirage asked.

"The legend is that long ago," Sky explained, "a magical spirit flew through the heavens and knocked stars down to fall to the ground. Wherever the star fell, magical pools were created.”

"Wow, that sounds like a story Sage would tell," Ash spoke up, but immediately snapped his mouth shut and lowered his head down when Dark shot a hard reproving look at the colt.

"The sun is breaking over the trees," Happy said, looking out. "We should get going if we want to make it there while we still have some light."

Dark nodded. "Right, let's ready up and get moving." He turned to Sky. "Sky, I would like you to fly out and try to spot the valley Mirage described for us. It shouldn't be too far."

Sky nodded and quickly moved off to say her goodbyes to Dusty before leaving.

Dark then turned his attention back to Mustard Seed and Morning Sky. "I'm sorry for what has happened to you two. I know it must be very difficult for you both to be adjusting to this at the moment but I need you both to focus on your tasks for the time being. Can I count on you?"

Mustard drew her head up and gave him a firm nod. Off to her side she noticed that Morning was also doing the same "We're ready for anything you need from us." She was trying to show a strong face to Dark with what had happened to her, but it was everything she could do to keep from finding a nice place to curl up and cry again. She didn't know how Morning was handling it so well. Perhaps it was just easier for a mare to become a stallion than the other way around. But then again, Morning was always a bit thick headed, it probably just hasn't sunk in for him yet.

Dark looked the two over with approval. "Very good." He then turned to look down at Ash and Dusty nearby, "I would like you both to keep an eye on these two. They both disobeyed my orders and went off on their own and were nearly eaten because of it." Ash held his head down lower as he stared down at the ground. "they have shown that they cannot be trusted and I am half tempted to send them back home if I had the ponies to spare to escort them back."

Dark then turned to look down at Ash and Dusty. "You two will stay with Mustard and Morning and follow everything they tell you to do. Do you both understand?"

Ash nodded his head towards the ground.

"I didn't hear you!" Dark shouted. "Do you both understand!?"

"Yes, Papa!" Ash answered quickly.

"Yes, Herd Father," Dusty answered, quickly following after Ash.

Satisfied, Dark left the two in the care of Mustard and Morning and went off to organize the rest of the party.

It wasn't long until everything was in order, and they were once again heading westward. Pebble was still unconscious, but doing better after she was given some Worm Tongue root. Her breathing had evened out, and she was no longer sweating. A litter had been made for two ponies to carry her. Dusty had wanted to carry her but Dark told him that colts do not do stallion’s work.

Dusty and Ash walked together as Mustard and Morning watched over them. Mustard kept feeling a strange sense on the back of her neck that she was being watched. Looking back over her shoulder, she didn't notice anything unusual except that many of the stallions kept glancing over at her.

"What's wrong? You keep looking back?" Morning asked curiously.

"I'm not sure," Mustard replied with a mystified shake of her head. "The stallions keep giving me funny looks."

Morning looked back and examined the stallions for a moment before letting out a laugh.

"What?" Mustard asked. "What is it?"

Morning gave Mustard a side on look as he leaned in closer. "Well, you may not know this but you are a rather fine looking mare with rather shapely flanks."

Mustard suddenly realized why the stallions where looking at her! They were attracted to her! A shiver suddenly ran down her spine and she clamped her tail down as hard as she could to make sure she was covered. Shooting a look around, she noticed that they were still looking at her, some with open yearning.

"Whatever you're all thinking, just forget it!" Mustard shouted around herself. "If any of you stallions so much as thinks that they are going to be jumping my back, I will personally show you what it's like to become a mare!"

The stallions quickly shifted their gazes elsewhere.

"Oh, don't be so hard on them," Morning said with a smirk, "they can't help but look. You are absolutely adorable as a mare."

"And you," Mustard snapped, jabbing her hoof at him, "are not an exception!"

"Testy, testy," Morning said with an amused smile. "I’m getting the impression that you're in a bit of a mood. Perhaps it's your time of the season. I'll just give you some space and slip on back and walk behind you for a bit."

"You are not walking behind me unless you want a hoof in your ugly face!" Mustard clumped a hoof down to the ground with added force. “I don’t need you staring at my backside anymore than I do them!”

"Fine, fine. I'll just walk right beside you then." Morning stepped closer so he was pressed up against her side. "I think you need the comforting touch of a fine strong stallion to calm you down… or perhaps to heat you up."

"If you don't move away, I’m going to bite you!"

"Oh my!" Morning said in mocked shock. "Propositioning me right here in front of everypony!? I don't know if I can perform with so many watching me. I may just go a little limp with embarrassment."

"I'm warning you!" Mustard growled, baring her teeth at him.

Ahead of them, Dusty leaned in to Ash. "I think I know now why your Papa set those two to watch us."

"Ow! You bit me!"

"I warned you!"

Ash glanced over to Dusty. "I think Papa is very angry with us."

Back in the rocky outcropping, a large silvery coated horse with a beautiful, multi-colored mane and tail stepped down to the pools edge. Lowing her head down, the mare touched the still surface with the tip of her muzzle. The moment her muzzle touched the water, a fog started to form above the water's surface, quickly growing larger, until it towered up into the sky as a cloud. Soon, the magical pool was completely dry. Taking a large breath, the mare blew at the cloud and sent it off to the southeast, where it disappeared over the horizon.

"Where are you sending it?" a large golden colored stallion asked, stepping down to stand next to the mare.

"Back to its place in the Lands of Grass," Bountiful Wellspring answered. "The zebras have been making interesting use of its effects. At least they have found some good from one of those mischievous pools."

"Indeed, just as you have done," Eternal Age said, giving Wellspring an amused look. "Your solution for those two was rather... inventive."

"It needed to be done," Wellspring said, looking off to the west. "Simply fixing Mustard Seed's problem would only have resulted in Morning Sky's death in childbirth, along with their offspring. If the Element of Laughter is ever to be, then they need to have a foal, and soon."

"With the additional effect of the pool, that shouldn't be a problem," Age said with a sad smile. "The fire is already started in the young mare, and it will soon grow." He let out a chuckle. "I kind of feel a little bad for that young stallion. She's going to eat him alive."

"He'll survive," Wellspring said turning to look at Age. "More importantly, Mustard and their foal will as well."

“I suppose it's one of the hazards of being soulmates,” Age said with a sigh. “Those two are going to have a interesting life together.”