Babs paused mid-squat as the sound of stifled giggling reached her ears. She glanced around the room, the eighty-pound weights sitting perfectly still in her hands. She kept her arms flexed; ever since she’d started getting Big (she always made sure to pronounce the capital B), she’d loved the feeling of her muscle tensing, flexing up against itself. It reminded her of how huge she was getting. Heck; forget that. It reminded her of how huge she’d already gotten.

The source of the giggles was easy enough to find. Two slender mares - Rose and Lily-something, Babs thought - were eyeing her from beside a pair of treadmills. This was Babs’ first time at the Ponyville Gym. She was only visiting for the Apple Family Reunion, but she figured that a lifter who skipped Leg Day was worse than the lowest of the low, and had decided to hit the gym regardless.

Funnily enough, the giggling didn’t bother her. Instead, Babs found her mouth curling upward into a smirk. She’d gotten Big to get attention, and she’d be damned if she’d ignore it. So, after setting the weights aside with a grunt, she stood up, placed her hands on her generous hips, and began to walk over.

The time she’d taken to get Big hadn’t been, admittedly, all she’d expected. Her regimen had done all that she’d dreamed of and more, but it’d brought some surprises as well. Still, Babs had to admit that she found her thick, foal-bearing hips at least as much of a turn-on as her massive, jiggling ass. She made sure to sway them as much as she could as she walked over, just to make sure to give each of her parts that little extra bounce.

Bounce they did. Babs found her smile widening as the two mares caught her eye and paled. Their attention rapidly turned to the two enormous breasts gently slapping across her chest. Babs’ grin went from ear to ear, now, and the two mares were blushing redder than Red Delicious.

Each one of those knockers looked like it could have held enough milk to feed a small orphanage. Aside from her thick, bulging muscles and height, Babs had to admit that there were few things she enjoyed about her new body more than her bust. It filled most of the lower third of her vision, her giant, round tits bouncing and swaying with every step she took. She was tall and big enough that most ponies could barely see her face from underneath those massive mammaries. As she stepped up to the two much smaller mares, it became pretty obvious that they weren’t going to have the easiest time of doing that.

“Hey,” Babs said casually. She stopped just a foot or so away from the first mare, and placed her hands on her hips again. She could’ve started mashing her fingers into her clit right then and there from the pure sensuality of feeling that squishy flesh above her tight, steely thighs. Either one of her biceps could have easily matched the size of the smaller mare’s head, and her legs just put the entirety of “Rose’s” body to shame.

Never skip Leg Day. Ever.

“You girls enjoying the view?” Babs asked. She shifted her weight from leg to leg, savoring the way the other mares’ eyes nearly popped out of their skulls as her enormous tits began to drip with milk. That had been one of the other effects of her growth, though she’d been quick to see it as a benefit. Most stallions and mares she’d been with seemed to more than appreciate a little extra milk in their diet. She didn’t see why these two would be any different.

“Ulp.” Rose exchanged a look with the other mare - Daisy! Babs remembered, mentally snapping her fingers - and swallowed. “Uh. Hi?”

Not giggling anymore, huh? “Just saw you guys working out and thought I’d see how you were doing.” Babs drew herself up to her full height, just letting the girls appreciate how her assets bounced and swayed. “I’ve had a long workout, but it’s always good to check in with other gym patrons. Hard work, right?” She smacked her own ass for emphasis.

Daisy stared at Babs’ enormous, jiggling ass. It wasn’t long before her eyes followed the point of contact up to Babs’ thick, muscled forearms, and even further up to her bulging biceps and even thicker neck. Then, she met Babs’ vivid, green eyes and began to sweat.

Babs reached down and gently tickled Daisy under the chin. Out here in the gym, it was the job of a barely adequate sports bra and a pair of overstuffed gym shorts to contain her enormous, magnificent, growing body. But in the lockers…

Well. Anything could happen.

Babs knelt down until her damp nipples were just barely brushing against Daisy’s own. She leaned in real close and met Daisy’s quivering eyes.

“Care to take a break?” she asked softly.

She saw something glimmer behind the much smaller mare’s eyes for a fraction of a second. Hope? Fear? Lust? Daisy’s lower lip trembled for a moment, and she seemed to shrink below Babs’ much wider frame. Babs held her breath, her half-lidded eyes waiting, evaluating, roving…

“No.” Rose stepped in between them and pushed Daisy back. She looked slightly fearful, more than slightly impressed, and almost apologetic. “Thank you, but no.”

Babs raised an eyebrow. She drew herself up to her full height. Her massive breasts, each one large enough that most bra companies didn’t even have a letter to match their size, swayed gently against her chest. “You sure?” she said. “I could show a pair of fillies like you a heckuva good time.”

Daisy opened her mouth, closed it, then opened it again. “I...thanks,” she said, sounding somewhat woozy. “But I can’t. Um. Right now.”

Babs’ eyebrow went higher. She could see where Daisy was staring; could see where the much smaller mare’s dilated eyes were focused. “Fair ‘nuff,’ she grunted. “Still, wanna cop a feel anyway?” She let a grin cross her face while something sparkled in Daisy’s eyes.

“Oh. Um. Yes, please.” She glanced at Rose, who huffed and stepped back. “If it wouldn’t be too much trouble.”

“No way.” Babs got down on one knee and held up her right arm. Even crouching down like this, her eyes still came up to Daisy’s chin. She smirked up at the other mare and gave her arm, easily the width of Daisy’s entire torso, a light flex. The biceps bulged, the triceps flexing until it looked like she was going to pop right out of the sleeves of her workout shirt.

Daisy’s mouth made a small “o.” Hesitantly, but then eagerly, she laid her slender, petite hands on Babs’ flexing arm. She felt the curve of the larger mare’s muscles beneath her palms, tried—and failed—to squeeze those steel-like muscles in her grasp. For a moment, her fingers trailed longingly along Babs’ thick, contoured musculature. Both hands, resting on opposite sides of that bicep, couldn’t even reach around the top, let alone the whole thing.

Daisy looked into Babs’ eyes. Her lip was quivering again, and for a second, Babs thought—hoped—

And then Daisy smiled and stepped away. Her hands fell to her sides. “Thank you,” she said. She even sounded like she meant it.

Babs chuckled. “‘Course,” she said. “Sorry for interrupting your workout.” And she stood up, grunting as her massive tits slapped gently against her chest, and turned away.

Their loss, she told herself. She could’ve shown those two a helluva a good time. Still, at least she’d gotten a good pose-down out of it. Those were always fun.

Still, as much as she liked to show off, she had to admit she was feeling a little bit needy of some other kind of attention as well. And if those two wouldn’t give it to her…

She scanned the room, her thick arms crossed and resting atop her massive bust. She wasn’t just a pony now; no, she was a lion, prowling for her prey. And she aimed to find it.

Then she spotted it—or, spotted him. A sly little grin crossed Babs’ face as she took all of him in. Oh, yeah. He’d work.

Rumble hummed to himself on the treadmill. His favorite song was playing through his earbuds, and his feet hit the moving track every other beat. He nodded his head to the beat, bass thumping in his eardrums.

Then a shadow fell over him. Rumble blinked, switched the treadmill off, and turned around—and up. And up, and up.

An larger-than-life mare grinned down at him. Her bust alone filled almost the entirety of his vision, with each breast easily as tall as his whole torso. Compared to a small stallion like Rumble (it was his greatest shame that he’d never even come close to six feet, let alone six-three like his brother), her eight-plus feet of height seemed absolutely gargantuan. Her fist-sized nipples strained against a pair of damp spots on a shirt that just barely covered them. The rest of the mare’s midriff was bared for the world to see, not to mention her underboob.

Rumble felt his crotch tingling. He licked his lips, his mouth suddenly feeling absurdly dry. Just one of the mare’s massive biceps looked to be as wide as he was, and her chunky, well-cut thighs resembled nothing less than tree trunks. He eyed her stomach, each rippling ab muscle looking as hard as steel.

For an instant, he wondered why she’d approached him. Then he looked up, took in her orange coat, saw, her deep purple hair...and met her eyes. He’d only seen those glinting green eyes one place before.

“B-babs?” he stammered.

The massive mare grinned down at him. “Yo, Rumble.” Her voice was deeper than he remembered, richer, though the city brogue was still all there. She reached down and planted a plate-sized hand on his shoulder, almost covering it entirely. “How you been? Long time no see.”

“Uh.” He licked his lips again and removed his earbuds. “Yeah. Real long time.” He gulped. “Didn’t know you were back in town.”

“Apple Family Reunion,” she said, winking.

Oh, right. That. He chuckled, somewhat awkwardly. “Well, it’s definitely good to see you.”

“You too.” Her sausage-sized thumb trailed gently across his chest. Rumble suddenly felt incredibly small and out of shape. She squeezed down on his shoulder, and smirked into his eyes. “Real good.”

He was almost trembling now, though with want, fear, or awe he couldn’t tell. Probably all three. It’d been ages since he’d seen Babs, and while she’d never been a small girl, when she’d left again for the big city three years back, he’d never expected her to come back looking like…

Well. Looking like a goddamn amazon, really. He wondered whether even Celestia could match her now. He’d never seen a pony so big, let alone a mare.

“Hehe.” He grinned up at her. “You’re, uh, looking good.”

“Thanks, Rumble.” She sounded like she meant it. Rumble started to sweat as she lifted an arm and made a far-too-casual flex. “Took up going to the gym not long after I got back in Manehattan. Makes a difference, huh?”

“Yeah,” he said, almost whispering. He couldn’t help it. He was mesmerized by the way her massive arm flexed and bulged. He’d entertained the thought of getting in shape, getting bigger, last week when he’d started coming to the gym. But next to that, what hope did he have?

How could anypony get so big?

He gulped again. Once again, he was reminded of her immense shadow falling over him. At just under five and a half feet, he just barely came up to the bottom of her breasts. He met her eyes, her bright green eyes flashing over him—was that approval?—and a wide, taut grin bearing down on him.

"Guess you're hitting the gym, too," she said, almost casually. Her hand slid down his shoulder, gave his left bicep a little squeeze. Rumble almost flinched when her fingers easily met on the other side. She could have taken his entire arm in hand without even breaking a sweat. He'd bet she could just as easily pick him up and—

The growing tent in his pants jerked him back to reality. Shit, shit, shit. He couldn't get a boner. Not here, not now. His eyes darted from side to side as sweat gathered on his forehead. Think of something, anything. Mrs. Cake. Fuck; that wasn't helping. Granny Smith. Better. Old Cranky—

He exhaled, slowly. There. That seemed to be working. Wiping away a thin sheen of sweat from his forehead, he looked up at Babs and did his best to grin casually.

"Yeah," he said. "Just a little bit. Thunder suggested I get in shape, so..." He shrugged. "Here I am. I guess."

"Good on ya," Babs said. Then, "It's good to see you, Rumble."

Oh. "You too," he said. "Really."

She arched an eyebrow down at him. Dammit. How the hell did she manage to be so feminine and so goddamn butch and huge at the same time? "Same," she said. "I've been lovin' growing up in Manehatten"—was that subtle flex of her upper arm a not-so-subtle brag?—"but I've missed my cuz. Heck, I've missed Ponyville."

Her deep green eyes caught him, sealed him in place. "And, I gotta say," she said, "I missed you, too."

Then a wider grin flashed onto her face. "C'mere, ya lug," she said. Before Rumble knew it, she'd swept him up in a bear hug. Or maybe an actual bear had attacked him, and was currently suffocating him to death. Whatever the case, he didn't know, and somehow, didn't care. All he knew was that two arms the size of his entire body were surrounding him, crushing against a pair of breasts that had to be bigger than he was. He could feel one of her nipples dampening his shirt, even, as Babs began to leak through her workout bra and onto him. He could feel a warm liquid running down his leg, and couldn't tell if it were her, his sweat, or his pre.

And then he realized that his boner was almost at full mass, and was drooling hungrily. He could feel his balls seizing up against his thighs as Babs' smooth, hard stomach rubbed against them. He groaned, muffled, into his ex-marefriend's massive mammaries, their marshmallow depths seeming to swallow him up even as her iron-thick arms guided him even further into their depths.

He pushed away on reflex, but Babs was much too big and strong for him to escape. Instead, he was forced to lay limp in her grasp, her powerful arms keeping him in place as she hugged the everloving shit out of him. He could feel his windpipe tightening, could feel his lungs crying out for air as, he was sure, his face began to turn blue—

Then, as if by a miracle, she let go. Rumble hit the ground, gasping for air, his chest pumping crazily as it tried to refill his lungs with oxygen. Babs had at least the grace to look a little sheepish, though one look at Rumble’s tented shorts (asphyxiation or not, being crushed between a mare’s muscles and boobs tended to drive a stallion, especially one as small as Rumble, a little bit crazy) sent that mischievous grin right back onto her face.

“W-wow,” Rumble said. He coughed, choked around his saliva. He could still feel those massive, incredibly strong arms around his back, almost crushing him. “D-definitely...good to see you too.”

Grinning, Babs reached down and yanked him back to his feet. Rumble teetered unsteadily for a moment, but was thankfully able to keep his balance. “You said it,” she said. Something seemed to glint behind her eyes. Rumble recognized that look immediately. He glanced over her massive body and swallowed. His crotch throbbed all the harder.

“So,” she said, slowly. He felt her gaze on him. He almost felt like a prize on display, as though she were a predator sizing him up like her next meal. “Don’t usually like to get in the middle of a pony’s workout, but…” She raised an eyebrow, half-shrugged, and waited for him to respond.

“No problem!” he blurted out. “I—I was just finishing!” She chuckled and smacked him on the back. The force of the impact itself almost sent him sprawling, but somehow, Rumble managed to stay upright.

“Great,” she said. That glint was stronger than ever. “Was wonderin’ if you’d maybe wanna hang out after this, then? For old times’ sake.” If that grin wasn’t the epitome of predatory, he didn’t know the definition of the word. “Maybe have a little fun, just you ‘n me.” She must’ve thought that she was probing, being subtle. Of course, a filly like Babs had always been just as subtle as a bull polka-dancing through a china shop. And with her new physique…

In short: she needn’t have bothered. It took all of half a second before Rumble was ready to fall over himself to give confirmation. “Sure!” Sure what? “I mean—we can go to my place.” And do what? “Talk or something. Have some…” His throat tightened, and for a moment, he forced himself to size her up again. Never before had he felt so intimidated...and never before had he been faced with a body like hers.

Fuck it.

“...fun?” he finished, almost timidly. He looked up at her, searching for approval.

This time, her slap on his back did send him reeling forward. “Your own place, huh, squirt?” Babs beamed down at him. “Better than your bedroom with your brother listenin’ next door.”

Squirt. It was a reminder of just how small he was compared to her—or maybe just how huge she’d gotten. Rumble shivered, his hands creeping down toward his crotch (though whether to hide or adjust his boner, he couldn’t possibly tell). Some part of him rankled at the nickname, but another part of him loved it. He wanted her to show him how big she was, how small he was. He wanted to be reminded of it. He wanted to savor it. He wanted to—

He cut that line of thought off real quick. If he went too far in that direction, he’d be liable to split his shorts right down the seams. And that’d be saying nothing for how badly he’d drench them. He didn’t want to ruin another pair of shorts.

“Heh,” he finally said. He smiled weakly up at her, his hands hanging over his crotch. “Yeah. Just let me get my stuff, and we can head out.”

“Sounds like a plan!”

Rumble's fingers were on the verge of trembling as he worked the key in the lock of his front door. He could feel Babs behind him, a massive, looming presence that filled his mind no matter whether he could see her or not. The knowledge that she was there was all he needed. He imagined he could see her chest rising and falling, her arms flexing gently as her bust slowly swayed from side to side.

The key clicked in the lock. The door swung open. Rumble released a breath he hadn't realized he'd been holding. A bit of color returned to his cheeks as he stepped inside. This was home territory. Here, at least, he had something to anchor himself to.

"It's not much," he said. He swung his backpack off of his shoulder, plunked it down on the countertop. "But I hope you like it." He turned around, hoping to see at least a smile on his ex-marefriend's face. Instead, all he got was a kind of thoughtful sheepishness.

"Don't worry," Babs said. She saw frowning—down, at the doorframe that didn't even come up to her chin. Rumble's legs went weak as he watched Babs Seed calculating a way to get her massive figure through the door. He knew from the floor plans that the door was a good seven feet in height, so that meant that Babs had to be a good foot taller than that, if not even more.

Another glance told him that her shoulders were wider than the doorframe, her bust even more so. Babs hummed thoughtfully, turned herself sideways—but no, now her nipples protruded past one side of the door, and her butt stuck out past the other. With a shrug and a grunt, she bent over and stuck her head through at a weird sort of diagonal, with the tops of her ears pointing toward the ceiling at an off-center forty-five degree angle. Rumble watched in amazement as, somehow, she got her shoulders through without even scraping the sides.

The rest of her wasn't quite so lucky. One tree-trunk leg made it inside, but the other lingered. Babs' massive behind, her hips wide and muscular, her ass somehow both chunky and toned, had gotten stuck halfway through. Both her breasts were squished up against the side of the door, and both her nipples, Rumble noticed with a stirring in his groin, looked incredibly hard and erect through the damp fabric of her "shirt."

"No prob," Babs grunted. She was squinting, and had both of her powerful hands latched onto either side of the door. Her thick, muscular thighs rubbed against one another as she tried to maneuver herself into a better position. "I'll—ugh—cram myself in here one way—or another." With a powerful inhale, she flexed her arms and shoved herself through. The doorway creaked, then splintered, then cracked as her massive ass went flying through. Another pony would have landed right on their face, but Babs managed to land right on her knees.

The force of the impact sent her boobs flying, each one bouncing up and down against her chest like a pair of overenthusiastic beach balls. She seized them in both hands, forced them into place, then grinned up at Rumble, who'd been watching from a mere yard away.

It suddenly struck Rumble that, even on her knees, her eyes were nearly level with his. Coughing loudly and pretending not to notice the splintered door frame, he turned away to sink and got out a pair of glasses. His mind spun, searching for some kind of reaction and utterly failing to retrieve one.

"Heh," Babs said. She scratched behind one of her ears. "Sorry 'bout that. Sometimes I'm a little too big for things." She glanced at the door, then did her best to shove it back in place. It worked, mostly. The wood around its middle was still splintered in the shape of a particularly wide pair of hips, though.

Rumble's boner was throbbing harder than ever (in fact, he was absolutely sure that it was obvious even through his sweatpants, and was even more sure that Babs knew and was currently savoring that fact), but he pushed his arousal aside to try and clear his head. "Oh, no problem," he said, his voice sounding a little more high-pitched than usual. He had Babs Seed in his apartment. Babs Seed. He'd thought about this scenario before, daydreamed, even, but somehow had never quite envisioned this specific circumstances.

Be a good host. How the fuck was he supposed to do that? Make her feel comfortable. His voice cracked as he spoke again, almost as though he were a horny little teenager again. "Do you want something to drink? I can get you some water."

“Sounds great.” The floor shook slightly as Babs got to her feet. He could hear the wood groaning beneath her weight. “Mind if I crash on your couch?”

“I—no. Not at all.”

“Sweet.”

Rumble tuned out the world and turned his attention solely to filling the two glasses with water. The streaming faucet helped focus him a bit; helped him pull himself together instead of letting his mind wander across Bab’s massive...incredible...amazing…

...body.

He hurriedly turned the faucet off, grabbed the first glass in his offhand, and turned away from the sink. His apartment was just three rooms—a bedroom, a bathroom, and a combined kitchen/living room deal—so it was easy enough to see Babs from here. She’d plopped herself down in the middle of his couch with her back to him. She had one arm hanging over the back, which reached almost all the way down to the floor. The other one was curled around the top of the couch. As he watched, he could see her massive lats and traps flexing with her every breath, her shoulders, back, and arms alike bulging casually.

He licked his lips, shook his head, and stepped out of the kitchen.

“Hey, thanks,” she said when he offered a glass to her. Her enormous hand closed around his, covering it completely—Rumble’s heart beat a little bit faster—and then pulled away with the glass held in a surprisingly delicate grip. She shot him a grin, then tossed the whole thing back in a single gulp.

“Ah,” she said, handing it back. He accepted it rather dumbly. Had he imagined her finger stroking against the back of his hand when she’d taken it from him? Had he imagined—

Okay, this was not working. This was Babs, for fuck’s sake. He’d known her for years. Just because she’d gotten a little growth spurt and was suddenly sitting in his living room after a hiatus of three years shouldn’t mean that he was treading on mental eggshells around her. This was stupid. He knew Babs. He’d loved her for a while, and some part of him probably still did. It was stupid to get overawed about it, no matter how big she’d gotten.

Though he had to admit that her new size was definitely not a disadvantage.

“Yo.” Rumble blinked. Babs was waving a plate-sized hand in front of his face. Her bright green eyes looked slightly concerned. “Y’alright, bud? You’ve been acting kinda weird since we left the gym.”

“Oh,” he said. He grinned down at her (though not by much; even when she was sitting down, her eyes were only an inch or two below his own) and took a quick sip of his own water. He swilled the cool, refreshing liquid around in his mouth, then swallowed. That helped. It also helped him ignore the distraction of his massive (and growing) bulge straining against his pants. “Yeah. Sorry about that. Don’t worry about it.”

She laid a hand on his shoulder and squeezed it. Her big hand was surprisingly gentle, and the concerned look on her face seemed real enough. “You sure?” she asked. “Y’know you can tell me any kind of crap, Rumble.”

Now this was the Babs he remembered. The one who’d stood up for him when he’d gotten bullied in the halls between classes. He smiled back at her. “Thanks,” he said, and meant it. “It’s nothing, really. Kind of embarrassing, really.”

One eyebrow arched on her forehead. “Then I gotta hear it.”

“Heh.” He shrugged. Suddenly, he became very interested in staring at a speck on the wall just over Babs’ shoulder. “It’s just...well, you. Nothing bad,” he added quickly. “It’s just...I can’t get over how much bigger you’ve gotten.”

The smile went right off of her face. “Darn,” she said. “I came off as intimidating again, didn’t I?”

“Not at all!” he protested. “Just the opposite, actually.” He twirled one finger in the hanging string of his gym shorts and shot her an awkward grin. “I mean, you were always the buff one, but this…?” He gestured toward her. There was quite a lot of “her” to gesture to. “You don’t even know how incredible you look like this.”

A grin curved her lips. “Thanks, Rumble,” she said. “I think you look pretty good, too.”

He snorted. “You kidding? I’m still the shrimpiest guy around.”

She looked almost mischievous. “Ain’t nobody saying that’s a bad thing, buddy.” Her hand gave his shoulder another squeeze, then slid down his lean body until it came to his hips. Rumble gave a short gasp as her fingers closed around his growing bulge. “And if I remember right, there’s one part of you that definitely isn’t shrimpy.”

Rumble’s cock was, by now, straining hard against the fabric of his shorts. His balls, which had been filling with seed since the moment he’d laid eyes on the new Babs, suddenly felt incredibly tight and restrained within the confines of his clothes. In fact, the long, snakelike bulge in his pants was visible to anyone who might have chanced a second look, and his flared head was even just beginning to poke out of the end of his pant leg.

“Actually,” he said, somewhat meekly. “It’s, uh, a little bit bigger than you might remember it.”

Her eyebrows shot real high up this time. “Bigger?” she said, almost incredulously. “You gotta be kiddin’ me. I could barely fit even the head of that thing inside me the last time I saw you.”

“As if you’d have any trouble with it now,” he scoffed. She just smirked back.

“Well,” she said, “if it’s really that much bigger, I’m more than ready to give it a test drive for ya.” She gave his bulge another squeeze. Rumble grunted as his cock spasmed. A splatter of pre burst from his tip and crashed onto the ground.

Babs just looked even more intrigued. “Holy crap,” she said, feeling up the python in his pants. “How in the hell are you still soft? Or at least not entirely hard,” she amended. “You sure that’s not a third leg you’re growing in there?”

By now, the head of his member was sticking directly out of his shorts. Rumble blushed. “Don’t think so,” he said.

“Well,” she said, “let’s find out.” She leaned back on the couch, the springs groaning under her weight. “C’mon. Take a seat with me.”

Rumble stared at the couch. Sitting in the middle, Babs filled up a good two-thirds of the entire couch by herself. Her massive, firm ass was splayed across all of the middle cushion and a good amount of the other two, with her own gym shorts stretched tight around it. He wondered for a moment where she’d even found a size big enough to cover all of her, then wondered immediately where she expected him to sit.

“Um.” He cleared his throat. You never told a mare that her ass was too big, but all the same… “There’s...kinda not much room.”

Her grin turned wicked. “Well,” she said, “there’s plenty space up here.” She patted one of her thighs, the heavily built muscle flexing at her touch.

Rumble’s mouth went dry. He’d known, intellectually, that the night’s events would lead up to this. But somehow the knowledge that he’d get to touch—get to feel—all of that still seemed incredible to him. He eyed her massive bust with no small amount of relish and trepidation. Those enormous, pillowy mounds each had to weigh two-thirds as much as he did! And each one of her legs was easily as wide around as his entire torso. He could even see, poking out from the underside of her shorts, the wide, straining mound of an impossible-to-miss cameltoe. It seemed to beckon him forth, calling to him.

“You sure?”

She chuckled. “Sure. I always loved cuddling teddy bears.”

With that mental image fresh in his head, Rumble all but clambered on top of her. Her muscular thighs felt hard as steel, but were warm against his own. He had to bite down on his lip to keep from moaning aloud as his head sank again her breasts. The shirt, as tight as it was, served as a fairly good “hammock” for his head, but he could still feel her firm breasts pushing against either side of him. Glancing toward either side only served to highlight her equally massive nipples, which now looked rock-hard, and were protruding a few inches away from the rest of her bust. Rumble swallowed.

“Now this,” Babs purred, “is more like it.” One arm snaked around his chest, crossed his other shoulder, and hugged her tight to her bust. Rumble gasped as her massive arm flexed around him, her muscle trapping him. He breathed a little easier when it relaxed again.

He could feel the steady rise and fall of her chest, could feel her breasts pushing against him as he sank deeper into the canyon between them. He grunted. Her other arm had crept up on his other side, and her massive fingers were now gently massaging his growing erection, coaxing it forth from its fabric-covered prison.

“Wow,” she murmured. He nearly jumped. He hadn’t realized that her mouth was that close to his ear. She had one hand cupped around his crotch, and even that wasn’t enough to completely close around his enormous bulge. To be fair, though, she came closer than anyone else ever had. “Damn. How the hell d’you walk around with this?”

“I usually don’t,” he confessed. “I’ve gotten pretty good at controlling when I get, uh, excited.”

“Though these nuts of yours are pretty dang huge,” she observed. “They always like this, or…?”

“They get bigger when I’m aroused,” he said. “Like—ooh…”

Babs’ thumb massaged his bulge gently, running across it in large, looping circles. “Like that?” she asked, teasingly. Her pinkie finger was long enough to tap against his growing medial ring, which was just now starting to poke out from his shorts. The upper half of his cock had emerged a long time ago, and was now straining hard against his shorts as it struggled to lift up into the air.

“Ooh, yeah.” He shivered. “Just like that.”

She chuckled behind him. “Thought you might like that.” She whistled, as if noticing the rest of his stallionhood for the first time. “And damn, you weren’t kidding about being bigger.”

He grinned. “It helps make up for the being short thing.”

“I’d say,” she said. Releasing her ironclad hug around his chest—though refusing to remove her stroking fingers from his still-swelling bulge—Babs slipped two of her fingers underneath the hem of Rumble’s shirt. “Ready to power through second base, buddy?”

“Mm.”

Tenderly, with her big fingers rubbing against his side, she lifted his shirt. He raised his arms to help her slip it off, and then sighed aloud when he felt her big, warm breasts pressing against his bare back. He looked up at her. She grinned back down at him, balled up his shirt in her fist, then tossed it over her shoulder.

“Won’t be needing that anymore,” she said. She licked her lips. Almost instantly, that big hand was back on his chest, roving over his lean, almost effeminate torso. If she’d stretched out her thumb and pinkie all the way, she could probably have wrapped them all the way around his nonexistent pecs. “Mm. Much better.”

Rumble blushed. With his shirt off, he suddenly felt so small next to Babs—well, even smaller than before. But with that added vulnerability, he suddenly felt more comfortable. Now that it was clear how puny he was compared to her, he felt like he could just cuddle into her and lose himself in her mass. He snuggled a bit into her bust.

One hand went creeping down to Rumble’s pants. Babs grinned down at him and clutched him a bit tighter to her chest like the teddy bear they both knew he was. She slowly peeled off his gym shorts. He had to shuffle his hips a bit to help her get them fully off, but it was easy enough otherwise. Her eyebrows climbed up high onto her forehead as she saw the true expanse of his bulging crotch: a pair of undoubtedly cum-laden orbs the size of small melons straining against the fabric of his boxer-briefs. They pushed his legs slightly apart, and their musk absolutely filled Babs’ lungs. She loved it.

“Ooh,” Rumble moaned, as Babs’ thumb returned to massaging out circles along the top of his nuts.

Babs just grinned. “You’re just too easy, chump” she said.

Rumble sniffed. “It’s not my fault I’m a little sensitive,” he said. “And—ooh, yeah.”

Babs had moved down to his cock and given it a small squeeze. Rumble all but melted into her bust. Another few tugs and the boxers were off too, leaving Rumble’s massive erection to spring up and smack against his chest, reveling in its newfound freedom.

The thing had to be almost two feet long, and almost as large around. Babs had to resist the urge to drool at the sight of it. She felt her pussy ache with a groaning need. It’d been so long since she’d been with somepony who could fill her up better than her own hand. It’d been too long, really, before she’d been with anypony would could even remotely satisfy her. They knew more about how to pleasure her without a rod of their own, true, but they were all so small compared to her.

And Rumble, little old Rumble, was anything but.

She tore her shirt off and tossed it to one side. Her massive jugs bounced lightly against Rumble’s shoulders, her erect nipples aching for release. Babs moaned as Rumble turned to the side and began to play with one of her fist-sized nipples, and he moaned in return as her massive hand tried—and just barely managed—to wrap around his swaying shaft.

“Ooh, yeah,” Babs said. “That feels good.” Rumble’s eyes widened as he saw a bit of creamy-white liquid leak from the nipple filling his palm. He gave it another squeeze, and another stream came flowing out.

Babs grinned down at him. “Want a taste?” she asked slyly. “Some stallions tell me it’s better than their own mothers’.” Her massive hand stroked up and down his throbbing shaft gently, with precum leaking out of his slit even faster than milk streamed out of hers.

Rumble nodded, then latched onto Babs’ breast with all the tenacity of a newborn. Babs groaned under her breath as he suckled against a breast almost as heavy as he was, filled with so much muscle and milk that nopony for miles could challenge it. He moaned around his creamy meal, twisting while his massive cock lurched in Babs’ grasp, her slick hand pumping up and down its throbbing, veined length.

“Uh—ah—ooh,” Rumble groaned. He released his grip on her nipple, closed his eyes. A generous spurt of precum splattered out from his throbbing shaft and crashed down onto Babs’ muscular thigh. She paused her stroking, smirked down at him.

“Little trigger-happy?” she asked.

He flushed. “Maybe.”

“Then maybe,” she said, her massive hands roaming hungrily over his chest and groin, “we should kick things up a notch.”

Rumble was trembling in anticipation. “I—the bedroom’s free.”

Babs grinned. “Well, shoot,” she said, her Manehatten brogue leaking out a bit more. “Looks like we’re in business, lil’ guy.”

Little guy. He decided he liked that. Still trembling, and with his cock still twitching, Rumble hopped off of Babs’ lap and led her to the bedroom. This doorway was somewhat wider than the front door, so she had little trouble squeezing through. She did have to duck down, though, and made a snide remark about tiny architects along the way. Her words only made his boner throb all the harder. His full, overripe balls smacked against the insides of his skinny thighs with every step, sloshing with his unspent seed.

Babs eyed them hungrily. Oh, yeah. It’d been way too long.

For his part, Rumble was eyeing the bed. He held a picture of Babs in his head, and compared it to the picture of the bed in front of him. Yeah...this might be a tough fit.

He turned on his heel and gestured helplessly toward the half-unmade bed. “I wasn’t expecting anyone over,” he said, somewhat awkwardly. “But, uh, if you wanna take a seat…”

Babs grinned. “Looks good to me,” she said. “One sec, though.” Rumble watched, his boner throbbing harder every second, as Babs stripped off first her gym shorts, then her tight-stretched panties. Rumble’s chest-high member was more than happy to finally get the first chance in years to see Babs’ marehood again. It was thick, muscled like the rest of her, and covered with a fine fuzz of bright hair. As Babs took a deep breath, her chest rose a few inches into the air, and her pussy winked with it. Already, some of her juices were dripping down the inside of her leg, mixing with the sweat from her earlier workout.

No wonder she’d had such a hard time satisfying herself. That monstrous marehood could have swallowed up his whole (admittedly puny) fist with ease. A normal stallion’s cock wouldn’t even come close to filling her up. Rumble glanced down at his own massive stallionhood, though, and instantly shifted his opinion of it from an annoyance to an all-out advantage. He’d show Babs a good time, no matter if it was just his cock (and not the rest of him) that did it.

Then again, if his act with her nipples was any sign, Rumble still knew all of the right buttons to press. He hadn’t seen that marehood (though he’d imagined it many times) for over three years, but as he saw Babs’ muscles idly flexing around it, her every breath causing it to wink and swell with need, the memories came crashing back. He licked his lips.

Wearing a cocky grin on her face, Babs passed Rumble by and plopped down on the bed. It shuddered and creaked and groaned—but held. For now, at least. Her massive, muscled thighs took up a good three-fourths of Rumble’s twin-size bed, and her ass overflowed the rest of her body by far. Her boobs and thighs jiggled slightly from the impact, and Rumble felt another bead of pre dripping down his shaft at the sight. She leaned back until her head was resting on his triad of pillows, which put her head just high enough to still look him in the eye.

Her legs were spread wide, her marehood all but presented to him. Rumble noted, with another twinge of arousal, that even with the tips of her ears brushing against his headboard, both of her feet were solidly on the ground beneath his bed. Her knees bent right over at the end, her honeypot waiting patiently for him to approach. He stepped forward, swallowed, then grinned.

She grinned back. “Comfy,” she said, then chuckled. “Well? Whatcha waiting for, squirt?”

Any reminder of his size compared to her was a good reminder in his book. Once the shiver had passed through his spine, Rumble stepped over to his bed. Instead of immediately plunging his more-than-ready shaft into Babs’ marehood, though, he inspected it for a second and then got down on his knees. His cock was sandwiched directly between the mattress and his lean, skinny chest. He leaned forward, muzzle slightly open, into Babs’ waiting pussy.

“Ooh,” Babs said, shifting her considerable weight while his tongue made first contact. “That’s the spot.” That was a good sign. Rumble would have replied, but he’d forgotten how sweet she tasted, forgotten how good it felt to lap against her strong, moist lips.

His tongue slithered across her outer lips, occasionally lapping at her inner ones. He slid it into her marehood, then twisted it across the surface of her clit. Babs let out a muffled cry, and her legs flexed instinctively. For a second, Rumble was afraid that her muscular thighs would crush his head between them like an egg—but thankfully, they relaxed, leaving his noggin happily unsmashed.

He turned back to his task, wrapping his lips around and sucking on Babs’ clit. His snout rubbed along her outer lips while his tongue attacked her insides, lapping against her dripping walls.

Babs groaned and flexed, her chest and arms bulging as waves of pleasure washed through her. Rumble could hear her blood pumping all around him, could feel the intensity of her flexing muscles at every side. He went even deeper. He knew he was getting close. Babs was panting now, and he could feel her vagina winking against his chin while his lapping tongue got rougher and rougher with her warm, moist insides—

With a cry, Babs came. Her massive back arced, then crashed back down onto the bed. The entire room shook. This time, her enormous thighs, each one wider than Rumble’s head was tall, crashed down around his head, squeezing, crushing him as she rode out her wave of pleasure. Spurts of juices flooded into Rumble’s mouth and across his muzzle as Babs’ powerful legs forced his face deep into her spasming marehood. He lapped it up eagerly, her sweet, tangy taste dripping down his chin and leaking into his mouth. He could feel his cock throbbing harder than ever, pressed between his upper chest and the mattress by Babs’ strength.

Involuntarily, his hips began to jerk as a thick drop of precum oozed from his tip and slid down his length. Up and down his shaft went, grinding against the soft fabric of the mattress while Babs crushed his head between her bulging quadriceps. Stars were flashing before his eyes; all the blood was rushing to his groin; he could hear an ocean roaring in his ears; his balls were slapping up against the mattress, feeling fuller and more pent-up by the second.

With a groan, Babs let her every muscle relax. Rumble fell back onto the floor with a crash. His meaty cock smacked against his chest; his weighty balls sloshed heavily as his back hit the floor. He groaned, his vision still occasionally flashing white as he tried to recover from the aftereffects of Babs’...overenthusiastic orgasm. He coughed loudly, Babs’ marejuice still streaming down his chin.

“Holy fuck.” The bed complained loudly as Babs hauled herself back up into a sitting position. “Rumble, are you okay? I didn’t want to—that is. I didn’t mean—”

“S’fine,” Rumble mumbled. His vision was starting to clear up. He managed to muster enough energy to sit up. He sat there for a moment, just rubbing his head while his body tried to steal some of his blood flow back from his throbbing boner. “I’m good. Probably.”

Squinting faintly, he grinned up at her. “Was I any good?”

Babs rolled her eyes. Then, before Rumble could protest, she leaned over, swept him off the floor, and plopped back onto the bed. She held him tight to her bust, squishing his head against her enormous breasts. She made sure this time, though, to give him room to breathe.

Rumble tensed as he felt her massive arms wrapping around his back, then relaxed and let Babs’ breasts swallow him up. They were surprisingly soft, though still incredibly firm. He smiled and let her hold him close, even snuggling in a bit closer.

“You, y’little squirt,” Babs said, smirking, her eyes half-lidded, “were fucking amazing.” She let out a short sigh, then squeezed him a little more tightly as an aftershock caused her to clench her lower body in bliss.

“Glad to hear it.” Rumble grinned at her. His free hand traced along the curve of her breast. His throbbing stallionhood had fit perfectly in the canyon formed between her breasts, and his head was steadily drooling a stream of pre down her perfectly cut abs. “Good to know I remembered that much.”

He gasped as Babs’ hand, which had snaked under his body, suddenly squeezed the upper half of his rod. She pulled him up close, sliding his cock even deeper into her bust, and with her other hand, pressed his head to hers.

He melted into the kiss at first, his lips working against her larger ones as her surprisingly gentle hand caressed the back of his head. He began to kiss her back more passionately, the heat rushing to his cheeks as he pulled himself even tighter to her. Their tongues clashed, twisting and twirling as they clashed for supremacy: hers, undoubtedly the larger and stronger, the alpha; and his, the challenger, darting quickly in and out of her mouth as he pressed their bodies even closer together.

His hips pumped with a rhythmic beat, thumping against her chest and driving his massive cock up between her breasts. Each time he thrust inside of them, it prodded against the bottom of her chin, leaving a spot of precum behind and a deepening pool of pre growing above her neck. His weighty balls smacked against the bottom of her bust again and again, their cum-laden depths swelling with volume by the second.

Their mouths were locked together, Rumble’s hands clutching at Babs’ hair, her own hand swallowing up his entire head as she pressed him to her. Their tongues slid across each other, and Rumble moved to biting Babs’ lower lip, letting her larger tongue lap across the top of his muzzle as he moved to her cheek, down to her neck, her shoulder, lapping and sucking furiously at any skin he could find. That, of course, he had in abundance. Babs moaned and twisted as he kissed her thick, flexing neck over and over again, his body grinding against hers while her back arched up into the air once more.

The two gasped as they came up for air. Rumble’s hips jerked against Babs’ chest, his cock letting out a few tablespoons of spurting pre all across her bust. He breathed heavily, his chest rising and falling, his blood pounding in his ears. Babs squeezed her eyes shut and groaned throatily, her massive, muscular hands roving across Rumble’s rear and squeezing.

She opened her eyes and took a deep breath. “Fuck yeah,” she grunted. “Now that’s the Rumble I remember.”

He took a shuddering breath of his own, then grinned back. “I remembered something about you liking sloppy makeouts.”

“You bet your ass I do,” she groused. She leaned her head forward and seized him in another kiss. He let it take him over for a few seconds more, her lips and her saliva warm against his as the two of them hummed with satisfaction.

She let him pull back, and he felt a rush of warmth in his cheeks. “Yeah,” he said. He wiped his mouth. “I don’t doubt it.”

There was a beat of silence between them. It wasn’t an awkward silence, though; it was a familiar, comforting silence. Babs’s hands continued to stroke idly across Rumble’s back and rump, even as he quietly played with her erect nipples.

Finally, she said, “Well, looks like somepony’s been waiting for their turn.”

Rumble startled, then glanced down. His shaft was absolutely engorged with blood, and its every thump felt like a second heartbeat. A steady river of pre drooled from its tip, and he could feel his balls aching, begging for release.

He tried for a grin. “Heh. It’s not problem. Really.”

“Screw that.” Babs licked her lips. “I ain’t being a nice guy over here. I want that rod inside me, and I want it now.”

“Then what’re we waiting for?” Rumble pulled himself up so that he was sitting on his knees, his near-two-foot erection bobbing lightly in the air before him. His legs were spread wide, but even that wasn’t enough to get his knees onto the mattress; instead, they rested lightly against the rippling contours of Babs’ obliques.

His heavy balls sagged against Babs’ lower chest. She could feel their depths of seed churning against her, warm and full and moist. Oh, gods. When was the last time she’d been filled by a stallionhood big enough for her to feel it? When was the last time she’d been on the receiving end of an orgasm large enough to feel more like cum than spittle?

Rumble licked his lips, then grinned for real. “So,” he said. “How’d you wanna do this?”

“How do you?”

“Uh,” he said. His eyes roved over her, hungrily devouring every inch, every foot of size and strength she presented to him. “Could you...be on top?”

“As if I was ever on bottom,” she said. She winked. “You got it, stud.” The bed creaked mightily as Babs heaved her weight to one side, then groaned briefly as her hand thumped right on the middle of the mattress.

Rumble crawled up onto the bed, his massive erection thumping expectantly against his chest while his balls swayed between his legs. He flopped himself over onto his back and plopped his head back onto the pillows. He grinned expectantly up at Babs. Even sitting down on the bed, she was as tall as—or even taller than he'd been standing. She loomed over him, smirking back down at his prone form.

Rumble's cock bobbed lightly in the air above him, his sloshing balls pushing his legs slightly outward. Babs eyed the whole package with a hungry glint in her eye. "You ready, squirt?" she asked.

"You bet," Rumble said. He was proud that his voice didn't quaver. "I...ugh. I'm feeling so pent-up."

"Then let's help you out there, champ." Babs licked her lips and heaved her massive body over the mattress. Her legs weren't quite long enough to straddle the bed entirely, though, so her motion had the side effect of plunging her winking, dripping pussy directly over Rumble's shaft.

"Oh, fuck." Rumble's eyes shot open wide as Babs' marehood took in every inch he had. Her massive, muscular hips weighed down on his scrawny legs. He felt like he was being crushed, flattened under hundreds of pounds of huge, feminine power, and his erection throbbed all the mightier for it. It lurched inside of Babs, spurting out another round of pre inside of her. "Oh, fuck. Nopony's been able to take that."

Babs moaned. "Oh, gods," she said, "I haven't felt this full in years." Her chest heaving, she placed one hand over her sculpted stomach and squeezed her rippling abs lightly. "Fuck, Rumble. I can feel you poking up against the back of my cunt. Fuck."

Rumble was surprised that he was coherent enough to reply. "I...I guess you've never had this much stallion before, huh?" he said woozily. His tough-guy talk was made somewhat less effective by the fact that he looked like a scrawny colt beneath Babs' size, but she laughed all the same.

"Not since I last fucked you." She suddenly fell forward, then latched onto his shoulders with her big hands. Rumble groaned as she squeezed him; thankfully, he didn't feel crushed this time. She smirked down at him, a bit of sweat already beading on her forehead. "Gods. Why did we break up again?"

"You...ngh." Rumble grunted, squinting as Babs' hips began to rock gently above him. Her massive breasts were pushing down on him, her nipples brushing against his chest with every jerk of her waist. They were so soft, so huge... He grunted again as his cock gave another spurt of pre, leaving his fluids to drip down Babs' vaginal walls. "You...moved back to Manehatten."

"Right," Babs said. She licked her lips, then squeezed his shoulders a little harder. Rumble's eyes nearly rolled back into his head as Babs rocked his cock a little bit faster. Her inner softness wrapped around him like velvet; he hadn't been able to feel this all-encompassing snugness since Babs had left all those years ago. He tried to reach for her hips and managed to plant a hand on either one of her massive, muscular thighs, her ass being too big and too far away for him to reach.

Babs grinned down at him, then lifted her ass up a few inches before plunging it back down, ramming the bottom third of Rumble's cock back inside of her. A bit of spittle flew from Rumble's mouth, his body shaking from the impact. Fuck. It felt incredible to be hilted inside her again like this. He hadn't known how much he'd needed this, how much he'd needed to mate like this when he'd been denied for so long...

His grip on her flank tightened. He snorted, his hips jerking every time she thrust him deeper inside of her.

She filled his vision; dominated his mind. She was brick shithouse of muscle and power and virility, her massive arms flexing every time her huge ass crashed back down onto his cock. Rumble was groaning, twisting beneath her as a steady stream of his pre flooded into Babs' cunt. "Fuck," he muttered. "Oh, fuck, yes."

"You're filling me up real good, squirt," Babs said, panting. "Ooh, yeah. Just...like...that." She thrust her ass back down onto Rumble's groin and he moaned, another squirt of pre splattering against Babs' vaginal walls.

Rumble devoured every inch of her that he could see. He watched her massive breasts bouncing, her huge thighs flexing beneath his grip every time she slammed his cock inside of her. Her humongous, beefy ass swayed and rippled every time she crashed down on him, her core rippling with power whenever she leaned even slightly forward. His hands roved over every bump, ridge, and contour of her muscle that he could reach, hungrily taking in every bit of bulging power that he could find. He loved feeling so small next to her, loved how big she was, loved how big he was inside of her. He wanted to fill her up; he wanted her to dominate him, to crush him, to take all of his seed—

Babs was going faster now, her beefy ass slapping against Rumble's hips at least once a second. The two of them breathed hard, panting, grunting as Rumble's cock hilted itself inside of Babs again and again.

Rumble felt it then, a pressure in his loins, unmistakeable, building and swelling to an inescapable conclusion. "F-fuck," he coughed. "I'm...I'm gonna—"

"Don't stop," Babs panted. "Yes..."

"I'm...gonna cum," Rumble moaned. His whole body lurched around his cock, his massive, throbbing tool like a second center of gravity. He felt the warm growing at the base of his cock, his balls swelling up, filling with his seed. He felt so full, so pent-up, so ready to spill every last ounce of his jizz inside of her.

"Oh, fuck," Babs said, throwing her head back. "Yes, yes, yes! Give it all to me. Cum inside. I need you to fill me up."

And Rumble did.

With a cry, he let his thrusts go wild, his hips jerking upward and slamming against Babs' ass with all the force of a fist against a brick wall. His cock bottomed out inside of her, swollen and bulging with his seed, and then Babs was crying out too in absolute pleasure, her orgasm hitting her just as the first shots of Rumble's spooge erupted inside of her. She twisted around his lurching cock, her spasming walls milking him for all he was worth as rope after thick, creamy rope of his copious jizz erupted inside of her.

Rumble's vision was going white; his cock was throbbing harder than ever; his balls were churning, retracting, struggling to put out as much cum as their recipient demanded. His flared head was bulging out larger than ever. Babs had a hand on her abdomen, was watching with shock as her perfect abs actually began to lose their shape beneath the massive amounts of spooge that little Rumble was pumping into her. Her whole body shook with the force of her own orgasm, forcing more and more cum out of Rumble's stallionhood until he felt like there was no more to give. And still, it just kept on coming.

Sometime during the whole thing, the bed broke underneath the weight and force of Babs' wildly jerking body. The springs gave out, the legs shattered, and the floor of the entire apartment shook. But the two lovers paid it no mind at all, too swallowed up by orgasm to possibly pay any attention to the destruction around them. Rumble was biting his lip, his eyes closed, his body twitching and lurching beneath Babs' massive weight as he filled her up with every last drop of his seed.

His cock spurted out another rope, gave a final squirt of cum, and then lay still. Babs' spasming muscles, too, slowed, then stopped, letting her massive weight to come back down onto Rumble's prone form. They were both breathing heavily, sweat streaming down their foreheads in buckets.

"Fuck," Rumble breathed. "Wow."

Babs closed her eyes. "Fuck," she echoed. She laid a hand on her bloated, cum-filled belly. It depressed slightly under her palm, sloshed a bit when she prodded it. A warm smile spread across her face.

With a grunt, she heaved herself off of Rumble’s softening erection. A flood of his cum came rushing out of her marehood and gushed out onto the sheets. She then pushed his prone form lightly to the side and thumped down onto the broken bed beside him.

“Oof.” Rumble gasped as Babs took a hold of him and drew him up into her bust. She turned onto her back, letting her legs fall over the bottom edge of the bed again. Her breasts jiggled a bit around Rumble’s tiny body, then stilled.

Babs cuddled him to her chest, squeezing him like a teddy bear. “That,” she murmured, the edges of her lips brushing against his forehead, “was incredible.”

Rumble exhaled. “Yeah,” he said. He smiled, then snuggled a bit into her grip. He curled his knees into his chest and adjusted his half-flaccid footlong and cum-drained orbs to make himself a bit more comfortable. The bottoms of his toes brushed against Babs’ dripping labia, and she shivered. “I’ve missed you.”

She hugged him closer to her, her breast squishing as her arms flexed around his back. “I missed you too, squirt.”

Rumble peered through a crack beneath Babs’ arm and winced. “Damn. I’m gonna have to replace the bed…”

Babs was flushing. “Yeah. Don’t worry about it. I’ll buy you a new one.”

“But—”

“No buts about it, kid.” She grinned, drew him in more tightly. One of her plate-sized hands roved across his backside and gave his rump a little squeeze. Rumble gasped, then relaxed into her body. “I broke it, and I owe you one anyway.” She hummed to herself for a moment. “Gonna have to make it a sturdy one if we plan on making this a regular thing.”

“Regular—” Rumble caught himself. “You’re staying in Ponyville?”

“Got a job with AJ.” Babs grinned at him through her cleavage. “I’m stuck here for the time being. Not that I mind, if you’re here.” This time, she did kiss his forehead. He intercepted it though, and they held the kiss for a good ten seconds before letting go.

“Where...where’re you staying?”

“In the barn right now. Bloom said she’s helping their parents’ old room, though, so maybe I’ll be able to move in there.”

Rumble could feel his heartbeat speed up. “You...you could stay here,” he offered. “With me. If you’d be interested,” he added quickly.

Babs paused, then smirked at him. “That,” she murmured, squeezing him tight, “sounds like a helluva idea.”

There was a comfortable beat of silence.

“And don’t call me kid,” Rumble muttered, his voice slightly muttered by Babs’ massive chest. “I’m eight months older than you.”

She laughed, a deep, throaty sound. To Rumble, it sounded like home. “You got it, squirt,” she said.