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A witch who runs a farm turns Steve the old horse whisperer into a young mare, enters her in in races and pony shows, and breeds her....

My bones ached as I pitched Ivan's hay: I was getting too old for this job. But at least the big horse was appreciative. I patted him on the neck as he ate.

Into the barn walked the Mostress. She owned the farm, and she was a crazy young thing, always dressing in leather riding clothes, and usually accompanied by one or more of the midgets she had hired to help out on the farm, though this time she was alone.

But I supposed it was time to give her the bad news. "Mostress, I'm getting too old for this job. I'm going to have to retire", I said, wiping the sweat from my brow with my handkerchief.

"You can't retire!", she frowned. "You're the best horse-tender I've got. Nobody understands Ivan like you do."

"Look, I know he's your prize thoroughbred, but there are other horse-whisperers out there. Let me pick a replacement for you."

She seemed to consider my offer, then pulled a small golden item that looked like a wand from her waist belt. "What if you weren't too old for the job?", she said, and waved it in the air in front of me. It left colors of streaming lights, which settled on my body.

Suddenly, my hair turned from gray to brown, my spine straightened, my wrinkles disappeared. I stared at myself in disbelief.

"I... I'm young again?!"

The things the midgets had said about the Mostress where true, she really was a witch with magical powers!

"Now you must pay the price", said the Mostress.

"Name it. Anything!", I blurted out.

"Be my steed for a year."

"Steed? You mean... like a horse?"

"Yes, like a horse", she smiled.

I stopped and thought about that for a moment. Be a horse... for a year?! Hell, I'd give my left nad to be a horse for a day, just to see what it was like!

This was the price to be young again?!

"Agreed!", I said, and put out my hand for her to shake.

She took my hand, and there was a flash of light.

A shiver ran through me, and suddenly it felt like my skin was flowing. Then brown hairs started to grow from my arms, and suddenly my clothes felt too tight. I was changing!

"Better take your clothes off", said the Mostress.

Right. Because I was becoming a horse. So I took off my shirt, and unbuttoned my pants just before the buttons popped off. I pulled my pants and underwear down as brown hairs sprung from my legs and abdomen.

My whole body was sprouting brown hairs.

I stepped out of my sandals and stared down at my naked body as I grew. My toes were fusing together, and so where my hands! And I could see my nose, as it started to turn black, at the end of an elongating muzzle!

I was really turning into a horse.

Then I felt a tugging sensation in my groin, and felt the distinct sensation of my balls pulling up into my body. I stared down between my legs: my penis was shrinking? I grabbed it in my transforming hands, only to watch as it shrank from between my fingers.

"What... what's happening to my dick?", I gasped. Then something hit me on the ass. I turned around to look, and saw a little brown haired horses tail growing from my backside.

I turned back to face the Mostress, confused. She smiled at me.

I stared back down at my body.

That's when I noticed the new pair of nipples on my lower abdomen, and the nipples on my chest had disappeared....

And my penis shrank all the way into my groin.

"Oh...my...God!", I managed. She was turning me into a mare!

"You... you have to stop!", I shouted, my voice cracking like a teenagers. "I don't want to be a mare!"

"You'll make a fine mare", she responded.

That's when I felt a... a space open up between my legs, and it kept opening up, up into me. Eyes wide, I felt my new vagina grow up into my abdomen, then blossom open at it's top into my new womb.

"No!", I shouted. Only in a girls voice....

My muzzle and tail continued to push out, and I was growing a mane of horse-hair down my neck, which was also lengthening. My ears grew out, and my hands and feet had become hooves. And I was much bigger.

"How... why?", I sputtered in my new girl voice.

The witch only smiled at me.

My feet became horses hocks, and I stumbled forward as my legs changed shape and I fell to all fours. I continued to grow, and turned my head back to stare at myself: I had become a brown mare.

The witch reached for my muzzle with her hand and patted me on the cheek. "There you go, all done."

I stared at her in horror and amazement: "Turn me back!", I demanded in my new feminine tone.

"You'll only be a mare for a year, and then I'll turn you back", she told me.

I scrapped the earth with a hoof. My new mare's body felt... powerful. Birds sang, and my ears pivoted to listen. I snorted, and took a deep breath - I could smell everything! The dust and mouse urine in the barn, the woman scent of the witch, mixed with the slight stench of brimstone, the smell of horses and manure, my own female scent and the male locker-room smell of Ivan.

I sighed. OK, I could deal with this. It was only for a year, and it was worth it to be eighteen again.

I shook my head, tossing my mane, and whinnied. "OK, OK" I told her. Then: "What next?"

"What next?", she asked. "We go for a ride, of course."

With that she went to the wall of the barn and took down a saddle. "I can't wait to show you off", she announced, and she put the saddle on me. Next, she adjusted the straps, and went back to the wall for a bit-less bridle.

In a minute, I was ready to ride. I watched as she put a foot into the stirrups, and mounted me. She was surprisingly light.

"Outside!", she commanded, and I started to walk.

We left the barn into the wide open field beyond. I could smell the grass, like freshly mowed lawn. I resisted the urge to crop some.

Then she dug her heels into my flanks and shouted "Giddy-up!"

I stopped and craned my head to look at her. "You don't have to kick me!"

She laughed. "Look, your going to have to get used to all the horse commands", she said.

This deal was getting worse and worse.

But, well, OK.

So I picked up my pace to a trot, and was soon making a good clip across the field. She dug her heels in deeper and flicked my reins. "Faster!", she shouted.

So I broke into a full gallop, and we fairly charged across the field. A low white wooden fence was coming up, so I turned left and ran along side it.

"No, I want you to hop the fence!", she shouted.

"Hop it? What if I break a knee or something?"

"Just hop the damn fence", she replied. "Ivan does it all the time."

So I circled around and started to pick up speed. Here we go, I thought, aiming. I hope this works.

I ran right up to the fence, leaped, and sailed right over it. She whooped.

Now I was in a cow pasture. Right away, some dogs started chasing me, so I poured on the speed and left them behind.

I noticed I was breathing pretty regularly, and I wasn't tired at all. My new mares body was working great! And I had never never felt so youthful....

She guided me towards another fence with my reins, and I leaped that one too.

Now we where in the heart of the farm, and I zig-zagged among the tractors and pig-sty's, barely missing one of the Mostresses' midgets. She was whooping and hollering on my back, having the time of her life, and I was kind of enjoying it too: it felt like being a living sports-car.

So we charged around the farm for what seemed like hours, hopping fences, terrorizing dogs, pigs, chickens and cattle, and galloping down the shaded lanes and unpaved roads that lined the ranch.

Finally, she guided me back to the barn. I wasn't even winded, and only a little bit tired, but I could tell the Mostress was beat by the way she climbed out of the saddle. She patted me on the flank and said "time to rub you down".

She lead me into the barn, and took of my saddle and bridle. Then she filled filled a pail with water, got a brush, and rubbed me down.

"Normally, I let my midgets do this", she said, "so don't get used to it."

I snorted and shook myself.

The stallion, Ivan, watched us from his stall the whole time.

The Mostress let me into my stall and I slept.

I awoke with a start the next morning as the barn doors opened: one of the Mostresses' midgets was bringing in a wheelbarrow full of feed sacks.

"Food for Steve and Ivan", he called out.

My stomach grumbled.

I craned my head over my stall door, slid back the bar, and opened it.

"Oh, you don't need to do that", he said. "I'll bring it too you!"

At that, he wheeled in the food and poured a sack of grain into a bucket, bringing it up to my stall.

"Here you go, Steve", he saluted me and went to Ivan's' stall, pouring him a bucket of feed and opening the gate to feed him.

I put my nose in the bucket. It smelled like oat-meal. I started eating anyway.

He watched as Ivan and I ate.

When I finished the last of my oats, he patted me on neck and said "I'm Frank. I'm going to be your jockey."

"My jockey?", I blurted out.

"Yeah", he replied. "For the state pony show. The Mostress wants her prize money from you."

With that he went to the wall of the barn and took down the saddle. He looked kind of funny, a midget carrying a big saddle, but he put it on me. Next came the bit-less bridle, and then he put his foot in the stirrup and mounted me.

He felt very light.

"First, we need to get you properly shod". He led me to a barn, and one hoof at a time, he fit me with horse shoes. It didn't hurt a bit, just as I had expected, and my hooves felt much tougher.

"Next, the obstacle course", he said.

We cantered for about a half mile before reaching the obstacle course. "It has twenty-two obstacles", said Frank, "all involving cornering and jumping."

"Now lets take it slow, and try to clear them all."

"OK", I replied.

The first obstacle was a brush fence. No problem there, I sailed over it. Then came a log fence, and something called a Normandy bank, which was a series of obstacles. It was a ditch, then a bank with a fence on it. That took two bounds.

There where sunken roads, a pick-nic table I had to clear in one bound, log fences, a triple-bar someone had set up, and streams I had to dash across.

It was a lot of fun, even if I did take it slow.

Then Frank led me back to the barn and gave me a rub-down. Ivan was waiting there, and he nuzzled me in greetings.

We ate hay, and nestled close to each other as a light snow fell outside the barn.

He was warm, and he only nuzzled me a few times.

Days passed, and I was finally getting more comfortable around Ivan - I didn't feel so small and naked and female around him. Still, his scent was a constant reminder that I was a mare and he was a stallion. I tried not to think about what would happen if and when I went into heat, but I'd seen mares fight off stallions before, so I wasn't really too worried. And every time he tried to sniff my vagina, I whacked him in the head with my tail.

Days turned into weeks as the witch rode Ivan and I. She even set up a series of horse-hurdles for us to complete, and we competed jumping them. And she taught me to cantor like a show horse.

Then the day came when she announced that she wanted to enter me in a horse race. Frank would be my jockey. Why the hell not, it sounded like an adventure.

So I practiced racing, carrying Frank on my back, using a field for a track. It soon became pretty evident that I was actually faster than Ivan, although he was larger than me.

So racing day came, and they put me in a horse trailer with Ivan and I rode off to the stables at the track. It was kind of exciting, knowing I would compete with the other horses, and I really wanted to win, just to have fun at the game.

It was a flat race on a dirt track about a mile long. I took away the gold medal, and got to stand in the winners circle.

I won several medals in pony shows and races after that, and became quite a sensation. My horse name was "Stephenie".

Then came the day Mostress came to my stables with an indecent suggestion.

I could smell alcohol on her breath. She was slightly drunk.

She patted me on the cheek. "You know, you and Ivan brought me a lot of prize money", she said.

"Yeah, he's quite the race horse." I flicked my tail. Ivan sometimes beat me, but he usually came in second.

"Well, you're both thoroughbreds", she smiled.

My body _was_powerful, for a filly.

"I want you to mate with Ivan", she said, and touched me on the forehead with the wand she carried in her pocket. Sparks flew.

"You want me to WHAT?! And what did you just do to me!"

"Your going to go into heat tonight", said the Mostress with a smile.

"I'm going into WHAT?!", I cried out, exasperated.

"Have fun with Ivan", she replied. And then she closed and locked the barn doors.

I stared at the locked doors. Well, at least Ivan couldn't get out of his stall....

I paced the barn nervously. Ivan watched me from his stall.

This was crazy. The witch wanted to breed me! Well, there there was no way I was going to let that happen....

Hours passed, and I started to feel my estrus cycle coming on. Just looking at Ivan, and smelling his scent, sent warm butterfly-tingles through me that settled in my underbelly. I could feel the warmth of my now wet vagina inside me, and my womb felt empty. It occurred to me that I had penetration ache.

Ivan's scent was everywhere in the barn, I just couldn't escape it. It was so obviously male. And I was so small, naked, and female. I scraped the earth nervously with a hoof, heart racing like a jackhammer. Ivan was straining against the door of his stall.

And I kept having fantasies about Ivan mounting me. God, what would that feel like....

I tried to wrap my head around having a foal. No way was I going to let that happen. But at least, when I was turned back into a man, I would have a much better understanding of what mares went through....

But finally, I couldn't take it anymore.

I wondered what it would be like to be pregnant as I slowly trotted to to his stall door and slid back the bar with my muzzle.

Ivan exploded from his stall, brushing past me, then spun around behind me. He put his muzzle to my vagina and sniffed. But instead of whacking him the head with my tail, this time I swished it aside....

And he hopped up on me. Here it comes, I thought, as a shiver ran through me. He wrapped his forelegs around my flanks, and I could feel the tip of his penis right at my pussy, sending electric tingles through me. Then he thrust with his hips, and I neighed wildly, tossing my mane as I felt about a foot of cock slide electrically up my vagina, parting my slick wet flesh in a wave of pleasure.

Then he walked his hips forward, pushing the rest of his three-foot long cock into me. I stomped my hooves, snorting and blowing in pleasure as I felt his huge cock filling me up into my belly.

"Oh...", I managed, and then he was thrusting, rocking his hips back and forth against mine, his balls slamming against my cunt. I whinnied in ecstasy as I felt his cock sliding back and forth inside me, heat and pleasure building in my pussy.

_Oh God this feels good,_I thought. I wanted it to go on forever. Tingling waves of pleasure poured through my body from my vagina, and I was gulping air and neighing with each thrust. But my womb still felt empty, and I wished he could fill it.

I am so going to get pregnant from this!, I thought, then I saw a mental image of myself as a pregnant mare, flanks bulging, and I_came._ Pleasure poured out from my pussy in waves like electricity, and I neighed long and hard as my vagina spasmed around his cock. Suddenly, it felt like I was floating, carried away on waves of warm, wet pleasure. I saw shooting stars and white nothingness, and I couldn't feel my hooves or tail.

Then it passed and he was still fucking me. Oh God, I just came, I thought, breathing heavily as I felt his warm weight on my back, his muzzle beside mine, his warm breath on my cheek.

Then he stopped thrusting and pushed his cock as far up into me as it would go, right to the opening of my womb and then _into_it, just a little bit..., then I felt his penis spasm and he snorted as he shot about a quart of his warm sperm into my aching womb, impregnating me. We both just stood there for a moment, catching our breathes, and then he dismounted me, sliding his cock out of my vagina with a slick sound.

I turned around to face him, and he rubbed his head against my neck. So I returned the gesture affectionately, rubbing my head against his neck.

We had just mated. I couldn't believe it - I had just had sex as a mare. Hell, I had just been bred by a stallion! And it had been awesome....

We rubbed against each other, and nuzzled each other, and bit each others manes. And my need to have him in me returned about the same time he started to get another erection.

So I showed him my backside again, raising my tail, and he mounted me and fucked me again.

We did it five more times until we where both too exhausted to do anything but sleep together.

I awoke the next day to the stable doors being unlocked. The Mostress opened the doors and peered in.

"Did you and Ivan have fun last night?", she asked. "You must have, because he's out of his stall."

I wanted to kick her to death, but I had to remind myself that she was my only way to being human again.

"Come on, it's time for our morning ride" - she went to the wall and took down the saddle. I could only glare at her as she readied me.

So we sat off across the farm again at a leisurely pace. On one hand, it felt good not to be in heat anymore - in fact I felt extremely sexually satisfied. On the other hand, I knew I was pregnant with Ivan's foal.

Or at least I probably was. Mares didn't always get pregnant when they mated. So there was that slight hope.

Weeks passed, and spring started to get warmer. After a couple of months, I swore I could feel a slight bump in my belly, right where my womb was, and I knew for sure: I was going to have Ivan's foal.

At first I was depressed: I didn't want to be a mother. But as time went on, and my pregnancy grew, the novelty of my situation grew on me as well: I was actually going to have a child - a little me. And I started to accept it. I wondered what it would be like to have a colt and to nurse him. And sometimes I wondered if that was just the hormones talking.

By the fourth month I was obviously pregnant, and by the end of summer I could actually feel mu unborn foals body inside me: his little limbs and head pressed up against the walls of my womb.

The Mostress had stopped taking me for rides by then, riding Ivan instead. So all I did was wander around the farm and graze. And I needed a lot of food, eating for two....

When winter came, my foal started stirring in my womb. It felt weird, magical, having something alive and growing and moving inside you. I could feel his little limbs inside me move.

By now I was hugely pregnant. I actually felt fat. And another change was occurring too: my mare teats itched sometimes, and sometimes they felt warm. They where growing, filling with milk. They even bounced and swayed a little when I trotted, which I seldom did given my condition. And sometimes the cold made my nipples hard.

In early spring I gave birth. It was late at night in my stall when my water broke, and then I began to have contractions. I timed them, until they where two minutes apart, and then I felt my foal drop down out of my womb into my birth canal. I pushed as hard as I could, whickering in pain, and squatted so he wouldn't have that far to drop.

In an instant he was born, and I turned around and licked the amniotic sack off him, so he could breathe. It was, I noticed, a boy. I had just had a baby boy colt.

I breathed a huge sigh of relief. It was over.

My colt got up on his four gangly legs and right away put his muzzle between my hind legs, found a teat, and the next thing I felt was his mouth on my right nipple. Then he sucked, one long drag, and an electric jolt of pleasurable sensation shot straight through me as warm milk shot through my nipple from deep in my teat into his mouth.

I closed my eyes and whinnied in pleasure. Nursing was fun! I just stood there and let him nurse for about ten minutes until he was full. Then he gave a milky burp and laid down.

I just stood next him, looking at him in joy and wonder. My colt. My baby. I was a mother.

And finally I slept.

The next morning I awoke to Frank bringing in fodder. He saw me in my stall next to my new-born colt and smiled. "Everything all right?", he asked, pouring grain into my trough.

"I'm fine. And so is my colt", I replied.

"Was it hard?", he asked.

"Not as hard as I thought it would be", I replied.

"I'll go get the Mostress", he said. "She'll want to see him."

So next he went to Ivan's stable and fed him, and my colt started nursing again as I ate. God, it felt good to get rid of that milk....

Finally, the Mostress arrived. "Steve, I see you've had a boy", she said.

"Yes", I replied, licking him on the head lovingly. "Now when do you turn me back?"

"As soon as he's weened, in about two weeks", she replied. "And then you can be a young man again."

Two weeks.

"I'll want to keep you employed on the farm, of course. Raising my next generation thoroughbred."

I thought about that. Youth. A job with horses - raising the thoroughbred I had given birth to.

It wasn't a hard decision.

And that's how I became an employee of the witch's farm.