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- Twilight casts a stupid spell and turns Rarity into a spider.
- >Be Spike
- >In Rarity's house trying to find her
- >Twilight said a spell went wrong and she told him to go get Rarity right away
- "I was sure she was in here....where could she..."
- >You weren't looking where you were going
- >Usually this meant tripping or falling down some stairs
- >But today you got stuck on something
- >Huh, you can't seem to move...
- >Struggle and try to get away
- "What the heck is this!? It's like a giant--"
- >"--Spider web?"
- >Whoa, you heard Rarity but she sounded like she was above you
- >You couldn't turn your head to look
- >"Oh Spikey-Wikey, you've become tangled in my thread~"
- >She sounded different too.
- >Not enough that he couldn't tell it was her just...what was that word?
- >You read it in a book once...
- >Sultry?
- >Something fuzzy touched the top of your head and you yelped, struggling more
- >That felt like a leg!
- >Was this...oh no!
- >You got a glimpse of your feet and saw the white webbing keeping them stuck
- >This is a spider web!!
- "Ahhhh! Rarity! Help!!! I'm on the second floor, a Spider!!"
- >Rarity giggles from above again
- >She must be in the attic!
- >If she walked down and--
- >"Stop wiggling, my itty bitty dragon! I'll get you loose"
- >More furry legs touched your head, your shoulders, your body
- >You shivered when you saw them, long, white, spiderlegs
- >They pulled and twisted the web and with a thud you fell to the floor
- "Rarity!! I got free, whatever you do don't---"
- >Your voice is stuck in your throat
- >The spider was smiling at you and rubbing one of its arms behind its head
- >On its abdomen was Rarity's cutie mark
- >"Oh Spike, I hope I didn't scare you...I've been..rather enjoying this little accident"
- >She turned her head up
- >Six blue eyes looked back at yours
- "R-r-r-r-rarity?!"
- >You passed out
- >You come to
- >You're in some kind of bed
- >Its warm but whoever made it tucked the covers in a little too tight
- >You try to move your arms but you can't
- >What the heck is...ohno!
- >You're back in the web, completely spun up in thread
- >Spider-Rarity is humming softly as she adds more of her web to your prison
- "Rarity! What are you doing!?"
- >"Oh Spike, you passed out it was dreadful! I didn't want you to wake up too fast and hurt yourself again! Also, is my bed for you not marvelously comfortable?"
- >She closed all six of her eyes and smiled brightly
- >Her first two legs rubbing together
- >You didn't want to hurt her feelings so
- "It's....comfy, heh"
- >"Splendid! You stay there till you feel tip-top!"
- >Rarity crawled along her web and tugged on a strand
- >You felt your body rise up to where she was resting
- >"While you were...sleeping I respun my web. Is it not grand? I used a technique from my sewing to give it a certain post-modern feel to it."
- >You had no idea what she was talking about but you nod all the same
- >Your neck was the only part of you you could still move
- >"Oh thank you Spike! You are such a wonderful friend!"
- >She crawled along your prison and kissed you on the forehead
- >Even with her looking like that, you blushed
- >Heck, her body was covered with more fur than usual and looked amazing to hug
- >Leave it to Rarity to keep her beauty as a giant spider
- >"Feeling better, Spike?"
- >You nod sheepishly
- >"Ok, I'll get you down then! Stay stilll~"
- >She giggled and turned her body so all her legs rested on the cocoon she made
- >Slowly you began to spin, her legs unwrapping you like a spindle of thread
- >"I must admit, you look quite adorable as my itty bitty prisoner~"
- "I...uhh...don't spiders...ya know...eat stuff in their webs?"
- >You swallow hard and try not to think about how she's going to take that
- >But she giggled again and you felt the cocoon loosen
- >"Oh Spike you are a kidder! How uncivilized would it be for me to devour my favorite guest!"
- >You force a chuckle
- >"Besides, your scales were far too tough for my fangs. I cannot have this gorgeous smile damaged by a snack~"
- >As you spun by her face, she winked three of her eyes
- >That wasn't funny
- >Neither was how OK she was about all this
- >Maybe that was part of the magic? The pony effected by it doesn't mind?
- >Or maybe Pinkie Pie was right all those times she suggested Rarity had a screw loose
- >"But where are my manners, why are you here, Spike?"
- "Umm...Twilight said a magic spell went wrong and...I think i see what happened"
- >"I admit this change was quite sudden, I should have attributed it to our Princess. Always learning new magic, that one."
- >The webbing loosened enough and you fell from the cocoon
- >The floor came up to meet you but you stopped abruptly maybe an inch from faceplant
- >Rarity had webbed your foot and crawled down to meet you
- >With a flick of her leg, you fell the rest of the way
- >Much softer landing than before
- >You dust off the remaining webbing and get your first complete look at Rarity-Spider
- >Exotic didn't even begin to describe what she had become
- >She smiled again, exposing two very pointy fangs in her mouth
- "You're a lot more....fluffy?"
- >Best compliment you could give
- >"I know! Feel my coat, Spike! If I knew spiders were this soft I might not have been so upset when they came to visit"
- >She creeped behind you quickly, rubbing her big round abdomen against your back
- >You leaned back into her and...wow she wasn't kidding
- >It was still a little weird so you don't stay there but all things considered you could fall asleep on her back
- >And wake up webbed and upsidedown..
- "Tw-twilight said...umm..."
- >Rarity smiled again, showing her fangs
- >Her front legs rubbed together
- >All six of her eyes were staring at you
- >You scratch your head
- "Twilight said to come to the library and she'll...change you back?"
- >"Oh! No-no-no! Spike, I am not going to change back! Why would I go back to being a common mare when I am so...exotic!"
- >She crawled along a wall and to the ceiling
- >Her webbing let her drop in front of the fullsized vanity in her room
- >"My my, Spike, would you not find me irresistible? Ravishing? The beauty of a gorgeous mare mixed flawlessly with the mysterious and alluring body of a spider! Stallions wouldn't know to be ensnared by my elegance or my web"
- >She snickered and ran a furry leg through her mane
- >"I could never return to being a common mare!"
- >You shook your head and kicked at the floor a little
- "I liked you the way you were, Rarity..."
- >"Humph! Are you sure, Spikey-poo?"
- >You hear her clatter around in her room, then she emerges
- >Wearng the heart ruby you gave to her years ago
- >She slowly, seductively, even moreso with her legs, approaches you
- >You swallow again, and you can tell she picked up on your uncertainty
- >Twilight sent you to get Rarity to come down and be changed back
- >But if she likes this body, why did she have to?
- >You feel the first of her many legs begin to touch your body
- >"Oh Spike...has my new look frozen you too? My my, I must be careful. This new me is quite..."
- >She turned to the mirror
- >She was blushing at her own reflection
- >"...treacherous. Heehee!"
- >Her legs wrapped around you
- >She was so soft, you felt your knees buckle
- >"Lets...go see Twilight together, hmm? Perhaps we can convince her to change her mind?"
- >A fluffyleg ran under your chin
- >You laughed like an idiot
- >You've been under Rarity's 'spell' before but it has never been this bad
- >What the heck was it about her that made her so
- >"My Spike is speechless! Perhaps I should tie you back up?"
- >Maybe that was it...
- >"Let's go now, it is not proper to keep her waiting~"
- >You feel her lift you with one of her legs and deposit you on what was considered her back
- >"Hang on, Spikey"
- >You grab handfuls of her fluff and pull your body down
- >She was surprisingly warm too
- >And even stranger, you felt her heartbeat against your tail
- >It was racing, she was excited about going outside
- >Her legs moved suddenly, lifting her off the ground and latching on the wall
- >You gripped her tighter and closed your eyes
- >"Hee-hee, who needs stairs, am I right?"
- >You try and nod but another jolt sends you nearly airborn
- >Is she...?
- >You steal a glance and see parts of the town whizzing by
- >She's swinging!!
- >"Weeeeeeeeeeeeeeeee!!!!! This is what Rainbow Dash must feel like at her races!"
- >You felt like you might throw up
- >It wasn't anything like flying at all
- >More like falling, climbing, then sudden jerks in a direction
- >Anytime you opened your eyes you instantly regretted it
- >But Rarity, she was having the time of her life
- >"ooooo~ Spike, lets have some fun! Is the window on Twilight's balcony open?"
- "I....urk! Umm..I...think so?"
- >"Marvelous!"
- >She flips you two high into the air and a stream of web hits the oak tree and yanks you two upwards
- >The momentum pulls you toward the top of the tree, her legs sprawling outward to catch a branch
- >Right above Twilight's telescope
- >She was outside looking through it, completely oblivious to the giant arachnid
- >"She's going to be so spooked!"
- >You were finally still enough to nod against her coat
- >She slowly lowered the two of you right in front of the lens of the telescope
- >Twilight gasped and backed up, then screamed outright
- >"SPIDER!! I....wait...is that...Spike why are..."
- >Rarity smiled and crawled down Twilight's telescope and leaned to the side
- >You dismounted and nearly kissed the ground
- >".....Rarity!? OHNO I'm so sorry!"
- >Be Rarity, the spider
- >Spike looked a little green so letting him off was a good idea
- >Couldn't have him 'soiling' your wonderful coat
- >Twilight had already run off into the library so you chased after her
- >You were never the most physical lady around, so moving this fast and agile was exhilarating
- >"Don't worry, Rarity! I'll have you fixed in no time!"
- >Twilight was galloping down the stairs when you reached the main room of the library
- >With a grin that showed the tiniest bits of your fangs, you linked your web to the ceiling and slid down to your purple friend
- >As she was flipping through a book, you wrapped all eight of your legs around her body and lifted her up
- >"R-r-rarity!? What are you doing!?"
- "Twilight, sweetie, I need to thank you! I just swung all the way here on my own webs and I feel remarkable!"
- >"Wait...you...LIKE being a spider?!"
- >You swing gently to the second floor and let Twilight go
- >She lands roughly on her hooves and spins around, looking you over with a mix of fright and surprise
- >You can't keep yourself from grinning, and you seem to delight in rubbing your first set of legs together
- >"I...guess if you want you can stay that way but...aren't you worried about ponies being afraid?"
- >You lowered yourself further and softly touch down on your many legs
- >Each one with the daintiest thump on the hard wood floor
- "Beauty is in the eye of the beholder, dear Twilight"
- >As you approach her, you feel some odd sensations in your body
- >The same as earlier with Spike, it felt as if your body yearned to wrap itself around her
- >Not being one to ever deny yourself, you placed your first pair of legs on Twilight's shoulders
- >She quietly gasped but she made no attempt to run
- >Touching her fur made your heart begin to beat wildly, deep in your new body
- >Your breath quickened as well, and your fangs felt tingly
- >"Rarity..I...you...you're so...soft..."
- >Just like Spike
- >Was this some sort of magic?
- >A magical unicorn spider that was irresistible?
- >Your next set of legs encircles her neck, feeling the strands of her mane between your fur
- >You could feel her breath against your neck, her pulse on your legs
- "Are you...scared of me now, Twilight?"
- >She looked into your eyes
- >All six of them, all fluttering
- >"Y-yes..."
- >She barely whispered
- >Her body trembled under yours and she slowly lowered her rear to the floor
- >Your third pair of legs wrapped around her middle
- >"I can't....you're so..."
- >She couldn't form words with you on her like this
- >You gently began to run your first legs through her mane, soothing her, calming her
- >"Rarity...this...isn't you...you're..."
- "You're right, Twilight, dear. It's...."
- >You leaned closer to her ear and ever so gently nipped the tip with your fangs
- >Twilight shuttered and her cheeks flushed red
- "It's far better, is it not?"
- >"y-yes...Rarity that...spell wasn't...."
- >Twilight closed her eyes and exhaled sharply
- >As you lifted your final set of legs from the ground and began to wrap web around her
- >Loosely now, too much and she'll be unable to move
- >Somewhere in your mind, you found you liked it when they could wiggle and struggle
- >"Rarity...this...spell was...not to turn you..into..."
- >Twilight gasped when your lower legs stroked at her bottom
- >"...it was....lust...temp...ta..."
- >She leaned forward and your lips met
- >My my, Twilight Sparkle, you naughty girl~
- >A gentle push of your legs breaks the kiss
- >"..no...come...back..."
- >Twilight's cheeks were flushed, her eyelids heavy and her body was heating up under your legs
- >"Twilight, tell me what kind of spell that was and maaaaaaybe I'll let you kiss me again"
- >You run a leg under her chin
- >She shutters and weakly moans
- >"I...was...reading and...spell to make...someone...close...desire...mmm....rub my back...more..."
- >You oblige her, giggling sweetly at how submissive she's become
- "Is that why I find myself so...striking?"
- >"y-yes...and...magic. your..venom...aphro....disiac....I'm so...I need..."
- >She tried to stand but your webbing kept her from pouncing you
- "Ah-ah-ah, now now, I believe moi is in charge, am I not?"
- >"Yes...yes....please...don't....ah~"
- >Not one to torture your friend, you give the web around her waist a tug
- >Her eyes droop and her mouth opens
- >You lean in for a much more passionate exchange of 'venom'
- >Fangs began to drip as her lips pressed to yours and her tongue shot to the two needlethin spines in your mouth
- >She wanted more, she needed it!
- >Your legs worked up and down her back, kneading her muscles into jelly
- >You tried to take control, pushing your tongue gently against hers, stroking along its warm surface
- >But, alas, poor Twilight was quite a terrible kisser
- >You had to pull her away, her lips dripping a translucent blue fluid
- "No no no, Twilight, that is not how you kiss a lady"
- >She weakly nodded and attempted to kiss again
- >Only for you to pull away
- "If I am to remain this way, we must teach you a thing or two about the art of love"
- >"I...love...learning..."
- >Her voice was the quietest whisper
- >How adorable!
- >You had wrapped up enough of her body in your web for easy transport, so you let her go
- >"No...Rari....rarity...don't..."
- "Shhhhhhh, we're only going somewhere more...private"
- >You looked to your right, Spike had been staring the whole time
- >Who knew what sort of naughty thoughts were racing through his head
- "Spike you little pervert, spying on us as we..discussed my condition?"
- >Spike's feet were glued to the floor, it would seem
- >Leaving the incapacitated Twilight behind, you crawl over to the little dragon
- >You lick your lips and prick your tongue with your own fangs
- >Oh my that is something
- >Placing a furry leg on Spike's shoulder, you whisper hotly into his ear
- "Do you still prefer the old me?"
- >He shakes his head no as fast as he could
- "I thought as much. Now SpikeyWikey be a dear and keep the library closed. I cannot have any interruptions while I work"
- >He nods yes and runs off, nearly tumbling down the stairs
- >Now with the little peeper taken care of...
- >Twilight had fallen on her side and was shakily trying to crawl back to you
- >So cute!
- >Collecting the floozy that was once Princess Twilight Sparkle, you gently lifted her on your back and retreated to her bedroom.
- >"Rari..soft...wond...derful...yours.."
- "It's ok, deary, I understand"
- >"Oh...kay..."
- >Climbing up her bed, you loosened the webbing around her body just enough to let her become comfortable
- >She instantly tries to kiss you again
- "Now now, Twilight, let me kiss you somewhere more...enjoyable."
- >The lust was frozen on her face, her legs, wings, even her horn seeming to tremble at the thought
- >You gradually pin her down with your legs, laying her on her back
- >Leaning in, you kiss Twilight gently on her neck
- >She moaned suddenly, her hips bucking against your larger body
- "Oh Twilight, do you need it THAT badly?"
- >"M-...magic....magic...venom is....heat...so...burning..."
- >Her hips bucked again
- >You licked your own fangs
- "I haven't even given you a full dose, am I that overwhelming?"
- >"I...ne....ver..had..."
- >Well well, that explains a lot
- >Poor Twilight
- >You were the generous sort
- >It would be not be proper if you didn't give Twilight all you could offer her
- >So with another lick of her neck, you plunged your fangs down and felt the magical glands empty their contents into the quivering mare
- >Twilight cried out, first in pain, then the venom did its work and you felt the webbing below her waist become damp
- >For that to happen just from a bite?
- >My my either you were quite the specimen or Twilight...
- >Oh ho this shall be fun
- "Twilight..."
- >You licked at the spot on her neck you had bitten
- >Twilight tried in vain to answer you but she only struggled and pulled at the webbing
- >Had you not tied her up she would have been all over you
- "..that night you claim to have spent with...that colt, what was his name?"
- >"I...don't...remember"
- "Did you make that up?"
- >"Y-yes....I'm....I never..."
- "Ah-ha! I knew it! You sly girl, you"
- >You rubbed her cheek with your leg
- >She nuzzled it, kissing and licking it
- >"Don't...make....me...beg..."
- "Oh very well, Twilight. It would appear you've...'waited' long enough if all your stories were tiny white lies"
- >"I...kissed...boy in....junior...."
- >You shushed her and tugged on the web, lifting her body in the air
- >Using your back legs to undo the webbing around her rump, you carefully rotated her body
- >The second she felt the webbing slack, her wings pressed against the thread
- >You quickly crawled on her back and pressed them back down, not letting Twilight get free
- "Be good, Twilight! Or I may have to find someone else--"
- >"No! Don't...don't say..."
- >You shush her again and re-web her torso while the rest of you releases her bottom
- >As you crawled back, you admired your work
- >Not nearly as exquisite as your webs back home, but alas, time and need were the enemy of elegance
- >Twilight was webbed to her bed, all but her head and her rear exposed
- >You licked your lips and grinned when you saw her quivering marehood, fluid pouring from her sex
- >The smell of her musk made you feel slightly lightheaded
- >You salivated and were overwhelmed by a sudden need to lick her juices
- >Leaning down, your legs bracing her rear and hips in your webs, you licked below her marehood
- >A lady does not kiss and tell, but you have been around the stable so to speak
- >So you knew what a mare tasted like and could safely say it was nothing spectacular
- >But Twilight for some reason, her juices tasted like the most expensive wine you have ever had the privilege of savoring
- >You couldn't resist lapping up the spent fluid from her bum and legs
- >Twilight groaned and begged, misinterpreting your licking for another form of teasing
- >But you could barely help yourself, you were craving it almost like it was....
- >Food?
- >Could it be that...this new form of hers actually delighted in...
- >Curiosity and instinct driving you further, you dragged your tongue upward and had your first real taste
- >Twilight gasped and you felt her legs attempt to buck out of the webbing
- >Her struggling excited you further and you took another lick...and another
- >You swallowed and felt a wonderful haze take your body, euphoria even!
- >You wanted...no you NEEDED more!
- >Twilight 'winked' when she felt your breath on her swollen lips
- >You ran your tongue barely inside her, feeling the growing heat building within her
- >Her muffled begging and her struggling worsened as you forced yourself to go slowly
- >Slowly would mean more of her delightful nectar, after all
- >Your tongue teased the flesh between her lips and her hole
- >You could see everything with your multiple eyes, her winking clit, her trembling donut, and everything in between
- "You've made me quite the beauty, Twilight"
- >You hear a muffled moan and a plea from the foot of the bed
- >She winked again and more of her fluid flowed into your mouth
- >You sighed and exhaled, the trembling mare below you driving your own lust to levels you've never felt in your life
- >You tasted something else on your tongue as well
- >Your fangs were beginning to drip again
- >You tasted your own 'venom' and you couldn't will yourself to keep up this teasing
- >What you could only figure was your stomach growled slightly, the need to feed on your prey overwhelming your conscious mind
- "Twilight...I...must...I must drink you!"
- >You heard a muffled moan as your tongue returned to her sex, this time going right for her swollen, winking clit
- >Her lips contracted and she gasped for more as the first of many orgasms began to rumble through her body
- >The first splash of her hot mare juice hit your face and you licked and gulped it down
- >The second and third nearly caused you to stumble yourself, your body reacting as if someone was licking you...well...wherever one did on a spider
- >Another burst of her nectar coated your lips and you greedily drank it down
- >More, you thought, you had to have more
- >Your forelegs gripped her chubby flanks and pulled them apart
- >You pushed your face further between them and snaked your tongue around her clit, nearly capturing the throbbing organ
- >It shivered and its constriction cause Twilight to beg you to stop
- >You could hear her, and you wanted to listen but your body was in some sort of lustful autopilot
- >Fangs dripping with venom, body shivering with need, you plunged the needle like pincers directly into her clit
- >Twilight screamed, a deep moan of sheer pleasure as her own body succumbed to a thunderous orgasm
- >You released her clit in time for a stream of her marejuice to coat your face
- >You sloppily drank it down, the lewd slurps and moans barely audible over Twilight's screaming
- >Good thing too, slurping her food was not very becoming of a lady
- >After a period of passion...ecstasy...euphoria, whatever you wished to call it
- >You found yourself slumped against Twilight's cushy rump with an intoxicated smile on your face
- >You were breathing heavily, your lower body feeling swollen and almost engorged
- >But you had to pull yourself up and untie Twilight
- >Sucking in a slow, deliberate breath, you slowly crawled along her constricted body till your reached her head
- >Twilight was breathing as heavily as you were, her pillows covered with bite marks and her own spittle
- >You certainly lived up to what her spell was intended for, it seems
- >Nuzzling her with your leg, she stirred and turned her head as much as she could
- >"Rare....ity..? That was...I...where am I?"
- "In your bedroom, sweetie, let me help you up, hmm?"
- >She nodded weakly
- >You let your legs do the work for you, unwrapping the limp alicorn
- >"I...I'm not...changing you back..."
- >You giggled and gave her cheek a peck
- "I thought you'd see it my way~"
- >It took a few minutes to completely free her
- >Unlike Spike, she put no effort to escape so you laid her on her side
- >She gave you a dreamy little smile before laying her head back down
- >"Can you...cuddle with me?"
- >Rarity sighed and nodded, lowering her body by the middle and wrapping her left legs around Twilight's body
- >"So soft..."
- "You're pretty squishy yourself, Darling~"
- >You pulled her under you and your right legs found their way around her, making a sort of blanket out of your body
- >Twilight mumbled something before drifting off to sleep
- >You, on the other hand, heard a bit of commotion from downstairs
- >You couldn't tell which of your friends was arguing with Spike but they were insisting on coming up to Twilight's room
- >Something about her screaming
- >With a sneaky grin, you pulled a blanket on Twilight and leaped to the ceiling
- >As quick as you could, you constructed a crude web right behind the door to Twilight's room
- >Her next meal was on its way upstairs
- END
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