Building a Better Bimbo (Part 2/2: Cheerilee)

“Principal, this simply will not do. I must insist that you say something to the students to make them stop acting like, like a bunch of wild sluts! Please, you understand how impressionable these girls are at this age, and it’s our responsibility as their instructors to provide them guidance on how to make it through the world on something more than their looks.”

Principal Celestia steeples her fingers and frowns. Miss Cheerilee sits on the other side of the desk, the forty-something teacher clearly worked up nearly into a frenzy by the idea of her students acting a little morally loose.

Well, perhaps not so little, as the latest incident had involved the duo of Lyra and Bon Bon. Apparently, they had begun to tease one another during class, murmuring sweet words and causing a general ruckus. But it was the obvious groping and moaning that finally set the teacher off and sent her marching down to the office.

“Miss Cheerilee, I do understand the difficulty of your predicament,” Celestia says, keeping her voice even and calm as she can manage, “but I’m sure this is a one-time occurrence. If you just speak with the girls, I’m sure th-”

“No!” The woman slaps her palm on the table and scowls, “No this is not just a random occurrence because I see this sort of thing happening more and more frequently in the school; with girls flirting endlessly with boys outside the locker rooms and make-out sessions in the bathrooms, and, of course, the heavy petting.”

Despite her fury, the red tinge creeping into Cheerilee’s face certainly isn’t out of anger, but rather an extreme discomfort and embarrassment for her pupils. Celestia does her best to hold back a smile as the flustered female fans herself. With a shake of her head the now collected teacher fixes the Principal with a stare. “I’ve heard that a few students are trying to approach the student council with an idea for a bake sale.”

“Well that doesn’t seem too bad.”

“One of the major ideas right now is to have students strip down and be covered in frosting and have it licked off of them.”

“Oh,” Celestia murmurs, trying her best to appear stoic. Between her legs, the thought of licking thick, pink cupcake icing off of her sister, or even one of her students is enough to make her legs tremble. Absentmindedly, she bites down on the corner of her lip, wondering if it would be possible to use the event as another bimbo-vector to reel in an unsuspecting girl or four. Or maybe she could…

“Principal Celestia!” Snapping back to reality, the busty bimbo stares ahead at the once again enraged teacher. “What are you going to do about all of this?”

With a frown and a sigh, Celestia quickly puts up a counter offensive. “What would you like me to do Cheerilee, tell the students that they can’t be sexy?”

“Yes!”

“And how am I supposed to enforce that?”

The teacher, who just a moment ago wore a victorious smile, suddenly sinks back into her chair. Celestia continues the attack.

“What measure of sexiness would you suggest I use to ensure that all students are treated equally and fairly?”

“W-well I’m not entirely sure myself.” Cheerilee mutters, bringing a finger to her lips and chewing on the nail, making the mature woman seem only half her age with that childish action. “But couldn’t we just enact a prohibition on extended amorous contact? Something similar to when you and I were in school, you remember?”

To her credit, Celestia manages to contain her frustration to a slight twitch at the corner of her mouth. After her encounter with the bimbo-apple, the thirty-seven year old Principal decided she was going to stop worrying about her age and simply live life to the fullest. Of course, with teachers like Cheerilee around to constantly remind her that she was pushing forty even if she looked like a twenty-something, it was proving to be a little more difficult than she would have liked.

“Cheerilee,” Celestia says, collecting herself and reaching out to touch the teacher’s hand. The Principal gives a delighted shiver as she hears the buttons of her jacket creak, quietly hoping that one might tear at the seams and hit Cheerilee between the eyes. Or at least let her breasts bounce free again. The best part of her breasts being bound was the jiggling when let loose. “I understand your concern, and I want to assure you that I will find an answer to this problem. It will be solved very, very soon.”

“Oh,” the older woman sighs, closing her eyes and smiling. “Well that is a relief. I should probably get back to my classroom then. I can’t expect my student teacher to withstand the assault of those, those, sluts for very long.”

As Cheerilee moves to pull her hand away, Celestia tightens her grip ever so slightly. Feeling the pressure on her palm increase, the teacher turns with her face contorted slightly.

“Principal Celestia?”

“Cheerilee, dear,” the Principal murmurs, “before you head back to class, I would appreciate it if you would stop by the Nurse’s office.”

“What?” the teacher scoffs at the idea, shaking her head and smiling. “Principal, I am glad to hear that you’re concerned about my well being, but I’m about as fit as they come, considering my age. You know what I’m talking about.”

Not anymore, Celestia thinks, grateful again that her aches and pains had vanished, save for the pleasurable one that seemed to be constant burning in between her legs. In spite of this, she refuses to let go of Cheerilee’s hand.

“I still think that it would be good for you to stop by and see Nurse Redheart before returning to work. It’s rather clear that this whole situation has gotten you worked up an anxious, and I’m worried about your blood pressure.”

The teacher frowns for a moment, muttering, “It would be good to be sure. Women in high stress positions are prone to heart attacks just as men are.” With a nod, Cheerilee smiles. “Thank you Principal, I appreciate your concern. I’ll go get checked out right away.”

“See that you do; CHS needs every staff member to run at her best,” Celestia responds with a smile, waving at the older teacher as she makes her way out into the hall. When the door shuts however, her serious demeanor returns and she quickly hammers out an email to Twilight

‘Cheerilee is on her way. Is everything proceeding well?’

The seconds tick by before the email chime sounds.

‘Not really…’

“Wonderful,” Celestia groans and presses her palm to her forehead. She had expected a girl as brainy as Twilight to be able to handle something simple, but apparently that wasn’t the case. With a heavy sigh, the busty Principal reaches up and slides the button at the top of her suit loose. The chain reaction that follows ends up in all her buttons knocked loose, and her bare breasts hanging just inside the jacket.

Rolling her shoulders, the Principal of CHS begins to lazily circle one of her plump nipples with a finger, shivering as she tries to distract herself from the situation that is now out of her hands. “What is that girl doing anyway?”



“Miss Redheart, you don’t-”

“Ah! That’s NURSE Redheart, Twilight,” the pink-haired woman says with a scowl. “I know that you’re supposed to be some kind of wunderkind, but you must understand that this is my office, and we go by my rules here.”

“But Nurse Redheart-”

“But nothing,” the nurse says, crossing her arms under her prodigious rack. “This is my domain, and I will not have you come in and tell me how I am to operate within it.”

“Fine,” Twilight hisses out, throwing her hands up into the air and stomping her heel once against the ground. Crossing her arms as well, she gives an envious look to the just recently transformed bimbo nurse. Like Celestia, she exceeded Twilight’s own immodest measurements by a significant margin, which only served to irritate the visitor from Equestria. Placing her hands down by her sides, she glances back down at her phone. “But you should know that Principal Celestia wants you to do something for her.”

“Which is?”

The response comes almost too quick from the slutty Redheart, and Twilight feels envy rising up in her belly again. How dare the Principal try to take control of this situation? What next, was she going to cut her out of the equation entirely? It was her casting the spell that started this wonderful mess! With a frustrated huff, Twilight drops that line of thought and rolls her eyes at the nurse.

“She wants you to give your next patient a dose of the bimbo-apple.”

“I see, is there any stipulation on how?”

“However you please, I guess.”

“Mm,” Redheart nods, tapping her index finger against her lower lip. “A direct injection would be interesting to observe. And any data collected could be passed along to the Principal for future use.”

“T-there is that,” the increasingly pissed equine-turned-bimbo hisses through her teeth. “But you don’t know the first thing about the correct dosage, so-”

“I don’t imagine it matters,” Redheart deadpans, sending Twilight back on her heels.

“What? D-doesn’t matter? But…”

“According to your own claims, the fruit is magic. While I have my doubts about the existence of magic, between the case you’ve made, and my rather unexplained encounter this morning, there may be some truth to what you’re saying. Therefore,” the nurse smiles, taking what’s left of the apple and cutting it into sixths, “if I were to feed one of these slices to my patient, they would change once.”

Biting her lip, Nurse Redheart places two pieces of the sliced fruit between her thumb and forefinger. “If I were to use two at once, what do you think would happen? The odds are high that nothing would happen and that clearly your story is bunk. But on the off chance you’re right-”

Twilight opens her mouth to speak, but it’s too late; the pink-haired bimbo is already touching herself with her free hand. Gritting her teeth, the nurse hisses and gives a quiet moan as her eyes roll back.

“I’m a tart,” she mutters, repeating and reinforcing Applejack’s words from earlier. “A slutty tart, but if this works I might make someone into an even sulttier tart. Can you even imagine what that would look like? Of course you can’t, because I’m the biggest tart there is!”

Sighing, the student shakes her head and move to the door. “In any case, your patient will be here soon. You better think of a medium of delivery and I don’t think ‘an apple a day keeps the Doctor away’ is going to fly.”

“Mhmm,” Redheart moans as Twilight shakes her head and trots out of the room, heels click-clacking down the hall as she begins to type out an email to Celestia. But despite the obvious distraction, the nurse’s mind is still whirring with activity. The dull pops of pleasure in her brain, while delightful, are hardly as interesting or appealing as turning a student into a bimbo. Provided such a thing were possible. But if it were...

“Hello!” a cheery voice interrupts Nurse Redheart’s teasing session. Despite her desire to keep going, the pink-haired woman flicks her wrist and sends a small string of fluid flying to the ground before washing her hands and pulling on her gloves. The pursuit of pleasure could wait; there was work to be done after all.

“Come on in.”

Cheerilee strolls into the office, with a small smile on her face. Redheart does her best to hide her disappointment, somewhat upset that it’s not a luscious student to be changed, but rather a frumpy old woman. But her mood quickly brightens as she realizes that this data could be equally valuable.

As for Cheerilee herself, the two are somewhat acquainted. Despite her age, the instructor tends to act and operate like a young person might, very clearly passionate with her heart on her sleeve, not always thinking things all the way through before opening her mouth, and getting angry easily. She also was incredibly prone to contracting airborne viruses. As the now smiling teacher walks into the office, she glances around and raises an eyebrow.

“Doing some redecorating?”

“A little,” the nurse lied, walking over to her co-worker. Placing a hand on her chin, she turns the teacher’s head left and right, pursing her thick lips before releasing Cheerilee and smiling. “Well you certainly don’t look ill, how are things?”

“As well as can be expected,” the older woman murmurs, rubbing at the touched flesh which was tingling delightfully at the dragging sensation of the nurse’s satin gloves. “I’m just frustrated about the way some of the girls in my classes are acting and the Principal was concerned about my blood pressure getting too high. You remember when we talked about the change in girls’ attitudes last week?”

Redheart pauses for a moment, looking thoughtful. Indeed, she did remember the conversation, but there seemed to be two voice tracks: one where she was agreeing with Cheerilee that something must be done about the increase in slutty behavior, and another where she was attempting to talk the teacher out of acting. Shaking her head, the nurse tries to forget the first option altogether; after all, what would Cheerilee do if she finds out how seriously she took the act of nursing students?

“A little bit,” the nurse admits, motioning to a stool in the middle of the room as she goes to pick up a blood pressure cuff. “Why don’t you refresh my memory?”

There’s an exhausted sigh from Cheerilee as she walks over and plops down on the seat. How could Redheart not remember their animated discussion over lunch? They had both agreed that promiscuity was on the rise, and it could only result in issues that would end up keeping the kids out of the class room, and landing them in the Nurse’s office more often. Both things that neither of the women would want for-

A small buzzing in the back of her head distracts the older teacher for a moment. With an unladylike grunt, Cheerilee taps at the side of her head, trying to knock loose the sound before settling back onto the stool, watching as Redheart attaches the cuff to her upper arm.

“Right, well if you remember I was saying that with the threat of students sleeping around however they please, there were risks, such as infecting one another with STDs, and the possibility of unplanned pregnancies.” While Cheerilee continues to rattle off concerns, the idea of seeing some of her students get knocked up causes the nurse’s uterus to clench hungrily at the air. How wonderful would it be to get some prenatal care, and possibly even neonatal, experience on her resume? Before she can pursue the thought any deeper into depravity, Cheerilee pauses, a quizzical look crossing her face, as though she were struggling to remember exactly what was said.

“And, I think, you said that we could take time to teach the students about the importance of safe sexual practices. Condoms, birth control, and the fact that we can’t put a stop to what students do on their own time, but we can teach them how to take care of themselves.”

“That sounds about right,” Nurse Redheart says with a small laugh, beginning to pump the cuff tighter around Cheerilee’s arm, “though I have to say that an unwrapped dick is better than one stifled by a condom, the feeling in your belly is incredible. But, if you are concerned about STDs, that’s certainly a safeguard that you can use.”

“Mhmm,” the teacher murmured, her face still creased with a frown as she looks the pink-haired woman over. Something felt off about the conversation, but it was familiar at the same time. Nurse Redheart had always been a bit of a stick in the mu- Another jolt thorugh her skull causes the teacher to shake her head and reassess.

Nurse Redheart has always appeared to be a little easy, though as far as Cheerilee knows she has never tried to rope a student into an illicit affair. Still, she is very open with her flings and her desire to be both a Nurse Practitioner and a mother, two things she will eventually be remarkably good at.

Yes, that sounded about right, though something still seemed off. Gulping, the older teacher quietly asks, “Nurse Redheart, did you do something with your hair?”

“I may have, do you like it?” the pink-haired bimbo smirks and finishes taking her reading. As the cuff relaxes, Cheerilee gives an uncertain nod, her face still contorted in confusion.

“I, I think so. It kind of seems like something out of the fifties though, not something you would normally see on a woman your age.”

“Sometimes these things make a comeback,” Redheart laughs, trying to brush off the conversation into a different direction. “Don’t you wish the sounds and style of your youth would come back?”

“I do,” the teacher sighs, closing her eyes and smiling. “The eighties and nineties were awkward, but the best at the same time. That style and all that hair…”

“It can be hard to part with your hair sometimes, I suppose that’s why I’ve put my hair up into a more elaborate style. Keeping it long makes me feel like a young woman.”

“Mm, I suppose.” Cheerilee reaches up and slides her fingers through her boyishly short cut hair. It was thinning and becoming more brittle as she aged, lacking the luster it held in her youth; she’d been lamenting the gradual graying of her hair for years now. Could she really hold it against the nurse to keep her hair as long as possible? “So, how do things look, nurse?”

“BP’s a little high, but nothing to worry about.” There’s some shuffling from the counter as Redheart pieces one of the apple sliced with a syringe and begins to extract the juice before doing the same to the second. As with the fruit, the fluid glows with an eerie pink light, causing the nurse’s breath to catch in her throat. Rolling the needs over in her hand, she smiles as the juice fades to a clearer color. “But I do have a question to ask you.”

“What’s that?”

Turning, Redheart grins and taps her finger against the syringe. “Would you like to go ahead and get your flu shot out of the way? I hear this year’s going to particularly brutal.”

Cheerilee flinches back at the sight of the needle, biting her lip and looking towards the door. Of course the two had talked about it at the beginning of the year, how the older woman simply had to have a vaccination every year, otherwise she’d be bed ridden for a week. The only issue was.

“Nurse, put that down!” she whimpers, scowling. “You know I hate needles.”

“Of course, of course,” Redheart says with a disinterested wave of her hand, sending the syringe wiggling back and forth. “But that doesn’t answer my question.”

Gulping, Cheerilee shakes her head, climbing to her feet. “No, no I don’t think I will today. I mean, I’m already so worked up and it wouldn’t do me any good to g-”

“Cheerilee, stop,” the nurse says with a deadpan scowl. The older woman pauses mid-stride, wobbling uncertainly on one foot. She wanted to keep going, heck, she wanted to fall, but Redheart’s words still ring in her ears. She had to stop and stay where she was. After a moment, she hears the young woman speak again. “Good, now sit down and get comfortable.”

With trembling legs, Cheerilee does as she’s been told, turning around and marching back to the stool. Settling in, she places her arms on the arm rests and presses her back firmly against the support, and immediately feels her concerns begin to wash away. A small smile slips across her face as she gives an easy sigh. What had she been so worried about?

“There we go,” Nurse Redheart coos, stroking a finger along the teacher’s cheek as she pulls the syringe back into view. “Now don’t tense.”

Oh right, that was why. Despite the nurse’s gentle touch and words, Cheeriliee feels anxiety well up in her belly again, watching as the needle moves closer and closer. A flash of color catches her eye, and the teacher stares at the sloshing fluid inside the syringe as it emits an unusual glow, almost seeming to be pink.

“Is, that normal?” she whimpers, hoping to stave off the inevitable. Redheart doesn’t even tear her eyes away from Cheerilee’s arm as she searches for an injection site.

“Of course, it is Cheerilee, I’m your nurse and you can trust me.”

“This will keep me healthy?”

“Mhmm,” Redheart purrs, placing her lips by the teacher’s ear, “I get the feeling that big changes to the school are on their way; you want to be here to see them put in action, right?”

Cheerilee nods then turns her head sharply to the side as the nurse moves in closer. Clenching her eyes shut, she waits for the inevitable painful puncture, but it never comes. Even still, she feels something filling her veins, as her arm begins to tingle. There’s a clatter from beside her, and Cheerilee finally peeks out, seeing the syringe discarded on the floor.

“There we go,” the pink-haired woman says with a smile. “That wasn’t so bad, right?”

Of course it was, she nearly lost her arm! The teacher opens her mouth to speak, but as she does an unusual sound comes out. It’s strained and out of practice, but unmistakable; a short, aching moan.

Cheerilee clasps her hands over her mouth, eyes wide in confusion as she looks over at the nurse. Redheart is smiling, a pen and pad in hand, scribbling away.

“Subject showing immediate signs of unusual behavior.”

“What” Cheerilee’s breath hitches repeatedly as she squirms in the seat, “what did, you do to me?”

“I’m not sure yet, that’s why I’m taking notes.”

A slight blush begins to make itself known on the teacher’s face as the tingling spreads from her arms through her entire body. The forty-something woman whimpers and moans as she begins to feel as though she were electrified. Inside her overheated skull, the double dose of bimbo-extract begins to do its work.

Her name is Cheerilee. She is forty-five years old and has been teaching at Canterlot High for twenty-three years. While she regrets never getting married, she fills that space with her students who she cares for deeply. Her evenings consist of staying in, grading papers, reading books, and going out to eat every Friday.

A gentle push from the fluid coursing through her body changes all of that. The woman’s face begins to shift as lines of age begin to fill in with soft, flesh. Her lips fill out to a younger woman’s pout and her eyes regain some of their spark. As the teacher’s hair begins to grow down towards the back of her neck, she tries again to remember who she was.

Her name is Cheerilee. She is thirty-four years old and has been teaching at Canterlot High for almost a decade and a half. She’s beginning to feel her age, but the students she teaches provides her with a sense of comfort that everything will be all right. Her evenings consist of grading papers, reading, going out to bars and going out to eat at least once a week.

Again, that doesn’t seem to be right; was she really that old? The teacher whimpers in protest as she can feel something about her change again, her face now devoid of most of the creases and line that she’d accumulated over many years of instructing students. Thick amounts of makeup begin to plaster itself across her face. As Nurse Redheart continues to scritch her pen against the page, she smiles and watches as Cheerilee’s hair begins another round of growth, the faded hairs filling in with a rich purple color.

“Yeah, you are going to be such a great slut,” the nurse whispers, taking a moment to slide her hand under her skirt and rub her slick slit. Redheart makes sure to bump her clitty with the stiff end of the pen in the process, as her patient again falls under the bimbo spell.

Her name is Cheerilee, Cheery to her friends. She is twenty-three years old and has only been teaching at CHS for a year, making her the youngest staff member in the building. Despite this, she is well liked by her peers and her students and has built a rapport as an excellent instructor, always upbeat and ready to help anyone in need. Her evenings consist of going out on the town with Nurse Redheart, teaching classes at a gym, and getting eaten out at least once a week.

The now doubtlessly de-aged teacher gives a moaning sigh, her eyes finally rolling back to the front of her head. She knew who she was, and with her mind thoroughly rewritten the magic can finally focus elsewhere. Tapping into the lingering memories of the eighties and nineties, Cheerilee gives a small cry as her tailbone length hair surges with another round of unprecedented growth.

Had she been standing, she would have felt it brushing against the back of her ankles; the end result being a waterfall of rich, thick, purple hair that would put her as a perfect model for a hairband’s album cover. Feeling the incredible weight of her hair pulling down on her scalp, Cheerilee sighs as though it were the most natural thing in the world. And it was, because only old women kept their hair short, and she was so very young and full of life and promise. From this point on, the teacher will never be able to even consider the thought of cutting her hair short.

Because her hair would be the primary focus, Cheerilee’s already marginally slutty face needs only a few touches: a little mascara and eye shadow, a slight swelling of the lips, and a healthy coating of royal purple lipstick. As the teacher’s shoulders sag, Redheart pauses her writing to again touch herself.

“Amazing,” she mutters, looking over her notes, “it actually works. It actually makes subjects slutty.”

“Red,” Cheerilee groans, opening her eyes and pouting, even as a long strand of purple hair falls in front of one half of her face. “What are you even doing to me?”

The nurse raises an eyebrow and quickly makes a note that Cheerilee seemed to be aware of the changes that were happening to her on some level, while also showing signs of living in a history where the two of them were far more cordial to one another. Obviously further research was necessary to determine why-

“Ah!”

At the sound of the teacher’s cry, Nurse Redheart’s eyes jerk back up to the seated Cheerilee. She watches as her friend… that’s right, they were friends, they often went trawling for men together… as her friend groans and shifts in her chair.

The changes are unclear at first, but as Redheart’s wandering eyes are drawn to the teacher’s clenching hands, she sees that her nails have grown substantially. What had once been bitten down nubs had grown into a respectable set of nails, well maintained and lacquered with purple polish. Further up Cheery’s arms, which had been made chubby with age, had slimmed dramatically, leaving her looking toned, but unused to doing any sort of heavy lifting. So caught up in writing, it took several moments before Redheart realized that her friend was calling to her.

“Jeez,” the now younger of the pair pouts, “I thought you were supposed to pay attention to your patients.”

“Sorry,” Redheart smiles, biting her lip and looking the long-haired woman over. “What seems to be the problem, can you tell me?”

Cheerilee nods and places her hands over her chest. While the old woman who entered the room hadn’t been entirely flat, there was still nothing overly impressive about her breasts. The thought that this might be changing draws Redheart’s full attention.

“I feel tingly again,” the patient mumbles, her hands massaging her small breasts in her palms. Redheart’s anticipation is not unfounded, as Cheery’s chest begins a slow, steady march outward. In moments, her shirt begins to show signs of strain as it struggles to conform to the shape pushing against it. A little disappointed that there was no sound of a snapping bra as well, Redheart begins to write again before she notices another change.

With the stretching of her shirt, the teacher’s belly is gradually exposed. Where once there had been a notable layer of fat, Redheart watches as her core firms and reshapes itself, creating a wonderful blend of barely-there muscle, covered by a layer of feminine softness. The sound of tearing fabric pulls the nurse’s eyes back to her breasts, but seeing no rips, she looks down at the teacher’s skirt.

Cheerilee had been prone to binge eating from time to time, it was part of how she dealt with stress. As a result, the magic was working furiously to purge any sign of unneeded excess from Cheery’s thighs and backside. Sure she got a little plumper in the legs, but it was evenly spread and looked far better than the lumpy fat that had marred her body previously. Despite taking all of this in, Nurse Redhart has long since dropped her pen and pad by the wayside and is now opening stroking herself, egging her friend on.

“Come on,” she whimpers, biting down on her plump lip. “Change, change more. You’re not nearly enough of a tart to compete with me yet.”

As if responding to her words, Cheery’s hips continue to spread and causing the skirt to tear futher, until all that is left is a thin strip in front of the teacher’s honeypot. The sight of the impromptu loincloth brings a smile to Redheart’s lips, perfect for providing easy access. From beneath the waist of her ruined skirt, a pair black lacy straps slide up to rest on either side of her waist.

Redheart chuckles and begins to tug on one of her nipples as she plays with herself, muttering, “That’s it you little tease. You wouldn’t wear something like that if you didn’t want anyone to see. Show me more.”

From beneath her ruined skirt, two pairs of thin, black straps slide down either side of her thighs. Just above the teacher’s knees, the fabric spreads, becoming a pair of sheer lace stockings. A whispering sound fills the air as Cheery kicks off her orthopedic shoes and wriggles her toes as her thick socks change until they are as sheer and dark as the material headed down her legs. No longer constrained cotton, the stockings stretch upwards over her hamstrings, pulling her legs along with it. Despite the teacher’s unexpected growth in height, eventually the two pieces of fabric meet and solidfy into a single pair. Redheart catches a peek of the garter belt holding the whole ensemble together as Cheery begins the squirm and whine again.

“Red, m-my tits are aching!”

Oops. Tearing her eyes away from the slim and muscled legs of her friend, and gawks at what she had missed. Where once the teacher’s breasts had been a nice handful, they had swollen out and beyond that by this point; approaching a size similar to that of Twilight Sparkle. How big would they get? Would they dwarf her own?

The thought made Nurse Redheart envious, and more than a little aroused. Imagining Cheery as a big titted ditz, the two of them walking into a bar to hunt down some unsuspecting men was delightful enough to make her gush a little. Sitting back on the table behind her, Redheart reaches for one of the many conveniently placed dildos around the room. Teasing her lower lips, she fixes her eyes on Cheery and smiles and steels her resolve to see this through as far as she could.

“Is that it? Those breasts are hardly impressive; you look more like one of your students than a teacher. You’ve got to be bigger if you want to draw attention away from the bimbos marching around this school.”

Cheery whimpers as her chest goes through another surge of growth. Now the strain of her swelling breasts does begin to tear the shirt, revealing at last an oversize black lace bra underneath. Apparently the magic had been potent enough to change it, but as her chest continues to grow, the whimpering teacher can only gasp as the cups become simply too small to contain her.

The tears in her shirt continue to grow, prompting Redheart to redouble her efforts to get off on the scene. Pumping the dildo in and out of her hungry cunny, the nurse gasps and watches as Cheery’s already large orbs rise like dough, spilling out over the edges of the cups. Even the teacher’s nipples manage to escape, creating fat indentions in the already strained shirt.

“Come on,” Redheart pants, her eyes fixated on the teacher’s breasts. “Come on, tear. Rip. Snap that bra right off your chest. You’re a tart like me, Cheery; you want to have tits as big as mine, right?”

“I-I do!” the rapidly bimbofying teacher whines, forcibly thrusting her back upwards and trying to rip the too tight clothing right off her body. It only succeeds in making her jiggle about, but that encourages Redheart further.

“I knew it; you think a slutty tart like yourself has to have a rack that outshines any other bimbos in the classroom.”

“Yes, I have to show those bimbos that I’m serious about educating them…”

“And I bet you like the attention it gets you from the boys too, right?”

Cheerilee doesn’t speak, but her mouth pops open and she moans again. It was true; she loved the attention the boys gave her. The looks of astonishment when they walked into class and saw her for the first time and the lingering eyes they shot her when she was writing on the board. They thought she didn’t know, but she did. But her favorite was leaning over them while they worked and pointing out errors, only to brush her massive breasts against them as she stood. Arm, shoulder, cheek, it didn’t matter, because whenever she looked down to apologize, she saw them straining their pants. It was thrilling, and the angry looks she got from the girls in the class only made it that much easier to assert her position over them.

“Don’t you?” she heard her friend ask again. Without a second thought, Cheery nods, the seams of her shirt finally giving way and revealing her overtaxed bra.

“I do, oh god I do. Teasing the boys gets me so worked up and seeing the girls realize that they can’t stop me is so satisfying, especially when I see the boys after class.” As Cheery struggles for air, her face burning with embarrassment and excitement at the coming admission, the bimbo nurse bites her lip; her free hand scrambles for her bra strap as she waits for the inevitable to come. As she wrestles the black covering off her chest, she sees her milky nipples begging for attention. Unable to stop herself, she starts to suckle herself as Cheery finds enough oxygen to continue.

“Sometimes they come for tutoring, but my favorite part is when they cum inside my slutty cunny. You were right earlier Red, bareback sex is the best, especially knowing that every bimbo who tries to get with him from now on is going to be compared to me.”

Cheery lets out a trembling breath and her bra finally snaps off. At once, Redheart’s snatch tightens around the intruding dildo, leaving the nurse too stunned to do more than give a muffled cry as she imagines the thick boy spunk filling her insides, leaving her unquestionably pregnant. The sheer dirtiness of the fantasy causes her to gush milk into her waiting mouth and a splash of girlcum seeps across the flat surface of the desk.

With the demanding matron of the Nurse’s office temporarily out of commission, the spell makes a quick escape, down to the floor, leaving behind a pair high heeled shoes suitable for a woman of Cheery’s style in its wake.

With the spell dissipating, the just created bimbo of a teacher finally finds that she can move again. The now statuesque Cheery stands, her hair hanging only to her hamstrings after her sudden increase in height, and saunters over to the smaller bimbo. Redheart rouses herself from her orgasm induced stupor and gawks at the woman towering over her. While not as tall as Principal Celstia, the leggy Cheery is every bit girl for whom the eighties never ended.

“Hey Red,” Cheery teases, hefting her gigantic jugs, “these big enough?” The nurse nods, noting with some delight that their proportions are almost identical, before leaning forward and planting a kiss on the bimbo; the two of them locking lips and tangling tongues.

Of course they were alike, how could they not be? Cheery and Redheart had met at college and been almost inseparable for two years until Red graduated. The teacher-to-be had understood her friend’s difficulties, at least in part, and it was Cheery who suggested that the nurse try to find a job at CHS. Now that the two were together again, they spent a great deal of time with each other, clubbing, bars, swapping stories of their encounters with students and men, going out to eat, and eating out too.

The two best friends are so wrapped up in tasting one another that they fail to notice the room shifting around them again. Now undeniably pink from top to bottom, the room looks like something out of a little girl’s dream house, provided that she knew about sex toys. Plush, thick pink carpet underfoot, delicate headboards on both of the beds, lavish pink and purple curtains on the windows and the beds, and the hearts; so many hearts, hanging from the walls, the ceiling, even a gaudy pink fixture bathing the room in a luscious red-pink light. It was only right for Nurse Redheart’s love nest.

Pictures that look like they were ripped from a health-class porno set decorate the wall, featuring overly curvaceous women and chiseled, well-hung men. A bowl of condoms rattles into existence on the nurse’s desk, as well as a small stack of handbooks entitled, ‘The Handy Guide to Safe Sex: Positions That Won’t Strain Your Back!’ The counter the girls currently rolled about on shifted, becoming firmer and able to hold a great deal more weight than they put on it, vials and beakers appearing on the shelves. And there, far removed from the tangling twosome, a small

As their lips part with a lewd smack, the two tarts giggle at one another, grinding their chests together. Redheart sighs, so grateful to have a friend like Cheery to help her get through this transitional time. Her mind snaps back to reality as the teacher speaks.

“So are you going to be there tonight?” Cheery asks. When the nurse raises an eyebrow, she puffs out her cheeks and snorts. “My pole dancing class, Red; I want my bestie to come at least once!”

“Oh, of course; yeah, I’ll be there.” Redheart shakes her head and wonders how she could have forgotten. The thought of watching Cheery massage a stiff pole between her breasts almost sets the exhausted nurse off again. “We should go out afterwards and I can show you how I made that guy from last week cum like a freight train with just my lips.”

“Ooh, that sounds so hot, you can count me in!”

The two bimbos exchange one last, chaste, kiss before Cheery saunters towards the door. She pauses by the coat rack, pulling off a too small white button down shirt. With a little twisting and maneuvering however, she manages to fit it over her massive chest by tying off the bottom under her breasts and leaving all the buttons hanging open. The end result is a variant on the slutty school girl look, which fits the barely-twenty-something perfectly. Taking a moment to blow a kiss to her friend, Cheery stalks down the hall, hips swinging, unbound chest jiggling and heels clacking.

Redheart gives a satisfied sigh, relaxing against the wall before she suddenly remembers, “Crap, the notes!” Glancing around her radically altered room, the bimbo nurse notices nothing different, as though things had always been this way. At last, she finds the notepad.

“Yes,” she hisses, picking it up and grinning. Only to find the pages saturated with a mixture of milk and girl juice. As several pages of ink melt off the page, Nurse Redheart sighs and tosses the useless paper into the trash. She scowls and sits down firmly at her desk, causing her breasts to bounce excitedly.

“Well that’s that, I suppose. No notes for Principal Celesetia,” the nurse’s bubblegum pink hair bobs a little as she shakes her head. After a moment, her face brightens as she glances over at the corner and spots the pink glowing extract. “A few more trials wouldn’t be so bad though…”



 “Maybe I was wrong to write off the bake sale,” Cheery mutters as she makes her way back to class, absently reaching inside her shirt and playing with one of her nipples. “If the girls want to get naked for a good cause, I don’t see why that should be a problem. Pinkie Pie’s on the Student Council’s Party Commission, I should talk with her and see what she’s heard about pursuing the idea.”

A shiver rolls down the bimbo’s spine as she considers offering herself up to be plastered with frosting. That wouldn’t be so bad, and then she could really show those airheads who was in charge. Maybe she could even get some boy cum out of it. With her nipples standing out lewdly against her white shirt, the bimbo teacher pushes open the door to her classroom.

“All right boys and girls, that’s enough fooling around! Who needs a little help with their work?”

A string of hands shoot up from the boys in the class, bringing a sly smile to Cheery’s face. It’s clear that she has a long, bright future ahead of her at Canterlot High...