“Here we go…” She smirked, balancing the glasses upon her snout. “Alright darling, lean forward please, I need to do your hind hooves.”

Mile shuddered, his balance already precarious with the colossally heavy metal base below him. It didn’t take much for him to tip forward with a stomach lurching motion that sent him rocketing up to perch atop the pole as he wobbled to and fro dangerously with the base’s settling physics. He was left with hindlegs dangling behind him, as he could feel the ever proceeding prick of her magicked needle working over his flanks now, tightening his hips as bones locked together to build an internal inanimate frame inside to hold the rest of his fabric form in shape, even his cutie marks starting to fade away from view, subsumed beneath the destiny changing fabric.

She pulled his left hind hoof out, holding it there as she stitched down his inner thigh, a sensation that left his cock aching and twitching with overwhelming sensation in his most sensitive area as his leg grew rigid. He had but one free limb left now, Rarity seemed to take notice of his curious sensitivity, grasping hold of that remaining leg as Mile squirmed and wiggled with fervor.

“Well now, seems you’re definitely enjoying it…” She mused deviously, dragging the point of her needle across the exposed frog of his hind hoof, sending unfathomable ticklish shivers into his rigid form. Had he the voice to do so, he would have cried out, as the needle dug in and took away his last limb, vanished into the fabric.

“But there’s another thing to deal with here… can’t have one of these on one of my models.” She giggled, lightly stroking down the length of his shaft with a forehoof, lifting up his balls and then letting them fall back to gravity. “That’d just get in the way. So let’s see what we can do about it.”

The mare pondered for a moment and brightened once the idea had struck her! She turned and pulled a small box out from a drawer in her cupboard, hidden secretly beneath her own garments. From it she pulled what appeared to be a paint brush, dark in color, with shiny paint upon its tip already. She held it up in front of his face for him to see, and smell as well, the scent of silicone rubber hitting his nose. That wasn’t paint!

She then disappeared behind him, out of view. In a moment he felt a warm, wet tingly touch at the tip of his shaft that filled him with a swelling rigidity unlike any he’d felt before, the mare swirling and twirling the rubbery tip of the brush down his length, which squeezed him in unspeakable ways as his flesh compacted into springy silicone. It seemed to make him even more sensitive than before, the gentle touch of the brush sending mind bending spasms through his rigid body, causing him to shudder slightly upon his stand with what little motion he had left. The silicone brush spread downward over his orbs, skin tightening into firm rubber at his base, tantalizingly thick and springy.

“There we go…” Rarity says quietly, placing a hoof against his sensitive rubber shaft before grasping hold and wrenching sharply, a sudden POP striking him to his core as his own cock separated from his form. The stallion’s face was pure flustered shock, unable to fathom what had just happened. Somehow, despite the distance now between him and his inanimate member, he could still feel the mare’s touch, sparking with electric pleasure along his length, his tongue almost hanging from his mouth as he processed the sensation.

Rarity took a moment to admire the new toy her special brush and magic had created, squeezing his rubbery length in her magic as she hefted it about. The mare relished the reaction painted on Mile’s face and imagined the noises he would be making if it were at all possible for him to make them. She grinned impishly, holding lofting his silicone shaft in front of his face, and pressing its cool rubber tip against his own lips.

“Open up dear.” Rarity said soothingly, before she pressed hard with her new toy, forcing down into Mile’s muzzle.

He was met with an explosion of sensation the likes of which he had never known, feeling the warmth of his own muzzle and throat tightly squeezing around his rigid shaft, rocking in and out with a deft motion with Rarity’s pulsating magic. He shuddered deeply, barely able to think as she quickly pulled his slickened length out as quickly as she had shoved it in, looking him in the eye with a devil’s smile.

“Here comes the rest.”

Rarity’s flipped his now quite thoroughly slickened shaft around and slipped out of view behind him, the sound of her hoof steps reaching over to what he assumed must be her bed. He shivered in place, mind racing as he felt the pulsing magic on his silicone cock, then the smooth sensation of warm fabric as she dove into her covers. It didn’t take but a moment before his eyes widened as he felt himself press up against her quivering entrance and pressed into her depths.

The mare moaned out behind him, his eye twitching as his mouth hung breathlessly open, feeling her tense and quivering tunnel squeeze around his shaft, hot and slippery. Back and forth, in perfect rhythm Rarity made use of his inanimate cock to bring herself up to the precarious plateau, shuddering on the edge before crashing over it with a passionate cry that filled the room. He too was on the edge, but his state wouldn’t allow him to take it beyond, leaving his mind numb and desperate for release as she mare finished with him, unable to protest, unable to finish off himself.