Pinkie Pie was losing her patience. She wanted to play with her friends, but they kept evading her, as if keeping some sort of secret. Even Twilight wasn't speaking to her now. She decided it was time to get some answers, starting with the Pony who was least likely to escape from her... Fluttershy.

Pinkie bangs on Fluttershy's cottage door angrily, and the door slowly creaks open. Fluttershy sticks her face out from behind the door and nervously greets Pinkie. Pinkie angrily asks Fluttershy why everyone has been hiding from her, then suddenly switches back to her playful attitude, asking Fluttershy if they were playing "hide and seek", rambling about how amazingly good they were and congratulating Fluttershy for beating her at it. Fluttershy stammers, asking Pinkie to just get inside the house, which Pinkie does promptly. Fluttershy closes the door, then turns around... Pinkie gasps as she sees the male genitilia hanging from Fluttershy's groin.

Fluttershy pants nervously as Pinkie curiously touches the flacid malehood. Pinkie asks Fluttershy how she grew that, and the yellow pegasus stutters... "G... G... Gilda did it!" Pinkie's ears perk as she hears that name, one she hoped to never hear again... She immediately gets angry again, demanding to know how that griffon could use magic, and Fluttershy says she was using some weird "magic panties" on her and the other ponies. Fluttershy then tells Pinkie to check Rainbow Dash's house, and Pinkie immediately runs out the door.

Minutes later, Pinkie arrives at Rainbow Dash's cloud house, and angrily calls for Rainbow Dash, who promptly flies down. Dash lands in front of Pinkie and poses, showing off her stallionhood, and proudly asks Pinkie what she thinks of it. Pinkie responds by explaining Dash is supposed to be a MARE, and that growth jutting from her crotch isn't natural. Dash blows a raspberry at Pinkie and says Pinkie likes it, but doesn't like to admit it. She then explains Gilda returned, looking to smooth over relations with the ponies, and brought a pair of "magic panties" with her that changed them into hermaphrodites, even got em on the rest of their friends. Pinkie storms off angrily, as Dash turns around and giggles, already aware of what's coming.

One by one, Pinkie confirms Dash's remark about the changes Gilda had made to their friends. All of them had returned to their homes and were no longer actively hiding from Pinkie. At the Carousel Boutique, Rarity shows Pinkie her new line of clothing "for mares with something extra", even wearing a few outfits to show how they accent Rarity's masculine package. At Sweet Apple Acres barn, Applejack shows off her oversized stallionhood to Pinkie, with poor Big Macintosh cowering in a corner. Finally, Pinkie heads to the Golden Oak Library, finding Twilight still frantically searching through spellbooks, stopping only to coax the erection jutting from her crotch into going flacid again, muttering about how EVERYTHING seems to arouse it. Twilight notices Pinkie after standing there for a minute, then tells her "just go back to the bakery.. you'll... find her there..."

The Cake family was out of town, leaving Pinkie Pie in charge of Sugarcube Corner. She had closed the bakery while she was searching for her friends, but had forgotten to lock the door. She raced back there, and sure enough, the door was open, a familiar laugh coming from inside. She ran in, and shut the door behind her, quickly finding Gilda in the storefront, standing naked while eating a few sour lemon drops. Gilda looks at Pinkie with a smirk on her face, and playfully growls, "About time you showed up." The griffoness keeps one hand behind her back while the other hand tosses another lemon drop into her beak, then rubs over one of her breasts and down her bellyfur, then gently runs a couple taloned fingertips along her throbbing erection.

Pinkie blinks as she looks at Gilda's shaft with an annoyed expression, which quickly turns to rage as she shouts, "What have you done to my friends?!" Gilda grabs Pinkie Pie's shoulders, responding to the question with a firm "THIS!" Pinkie staggers, and before she can move, the griffon gets behind her and shoves her hooves into the leg openings of the blue panties, then yanks the garment up Pinkie's legs all the way to the pony's hips, giving Pinkie a wedgie. Pinkie screams as her panty-covered crotch immediately starts to bulge.

Gilda sits on the floor behind Pinkie, gripping Pinkie's hips and pulling the pink pony down toward her lap. The griffoness then tugs the pantyfabric between Pinkie's legs aside, uncovering Pinkie's female sex, the pantied crotch above it still swelling, with the shape of a pair of testicles forming in the fabric. Gilda pulls Pinkie down, her cocktip spreading Pinkie's vulva and sinking inch after inch of the griffoness's thick erection inside, Pinkie groaning as she looks down at her bulging crotch.

The griffoness moans loudly as she pulls Pinkie downward, burying the griffoness's entire shaft in the pony's depths, then slowly lifts Pinkie until just the head of the cock is inside, only to ram the pony back downward while bucking her own hips up, sliding the shaft all the way in again. She repeats the motion over and over, precum gushing into Pinkie, as the pink pony continues moaning while staring at the her bulging groin, watching the shape of a flacid penis emerge beneath the fabric and slowly slide down in front of the increasingly heavy balls. The newly grown stallionhood throbs and stiffens, stretching the blue panties into a tent, bobbing and swaying with every movement. Pinkie pants heavily as she screams, "What have you done to me?!" Gilda hits her first climax, cumming into Pinkie's depths, while she screams in reply, "Payback for getting between me and Rainbow Dash!"

Gilda stops her motions and slips her head around Pinkie's side to look at the pony's heavily-endowed crotch, purring approvingly at the fully-developed erection stretching the panties. She pulls her cock out of Pinkie and forcibly flips the pink pony onto her back. Pinkie props herself up on her elbows, staring in shock at the panty-tent as Gilda pulls the fabric aside, the pink pony gasping as she sees her new penis spring out of the stretched fabric and swing wildly side to side, veins bulging in its skin as it juts proudly from Pinkie's furred groin. A bead of precum oozes from the slit on the cocktip, which is promptly licked up by Gilda's tongue, sending a jolt of pleasure through Pinkie's body, causing her to gasp. The griffoness grins and purrs to Pinkie, "Mmm looks like it's ready for me now..."

Gilda gets up on her knees and positions herself over Pinkie's crotch, her legs straddling Pinkie's hips, her malehood, still rock-hard and coated with Pinkie's juices, sways and bounces with every motion of her body. Pinkie pants heavily, arousal finally overpowering her earlier anger and fear as she relaxes, letting Gilda take full control. The griffoness slowly lowers her hips, the soft fur on the back of her ballsac sliding down against the head of Pinkie's cock. Both the griffoness and the pony moan as Pinkie's cocktip nestles into Gilda's hidden vulva, the griffon's cocktip spilling precum onto Pinkie's bellyfur as Gilda slowly descends, engulfing more and more of Pinkie's shaft in her folds, panting loudly as she takes the entire length into her femhood.

The griffoness slowly lifts her hips back up, pulling her folds halfway off of Pinkie's shaft, then gives a mild avian scream as she plunges back down, engulfing the pony's malehood once more, the griffon's ballsac pressing onto Pinkie's lower belly as the vulva wetly kiss the pink-furred crotch. Pinkie gives a more pleasant scream than before, her hips thrusting upward instinctively, Gilda moaning approvingly, "That a girl..." The griffoness repeats her motions, rising and falling over and over, Pinkie's bucking hips starting to follow the same rhythm, timing so she pushes upward each time Gilda descends. The griffoness caresses one of her own breasts with one hand, the other hand stroking her fluid-coated erection, her cocktip gushing precum into a puddle on Pinkie's belly that quickly starts spilling onto the floor.

Pinkie Pie's eyes roll upward as she screams in orgasm, thrusting one last time before her shaft trembles, her first batch of semen erupting from the cocktip into Gilda's feminine depths. Gilda responds to the feel of the pink pony's seed inside her with a loud avian scream, the griffon's own malehood ejaculating a powerful stream of cum right over Pinkie's head and splattering the floor behind the pony. Gilda collapses on top of Pinkie, busoms mashing against each other as the griffoness playfully licks Pinkie's face, which bears a gaping, drooling smile, eyes still rolled upward. Gilda purrs and whispers, "You're not so lame after all..."

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