Twilight awoke to the chirping of birds. She stirred in her bed, her eyes slowly peeking open. The covers were warm and heavy over her body, and she nuzzled her head a bit further into her pillow. Aside from the sounds from her window, the room was quiet.

She wiggled her toes, still half-asleep. She giggled quietly when she found that, thankfully, they weren’t resting on the floor. Due to her new “regular” size, they did stick out a few inches over the side of the bed, but that was something she could live with. She shifted her weight, testing her mattress, and smiled when her bed creaked only a little bit more than usual.

She slowly sat up, squinting against the sunlight streaming through her curtains. She raised her arms and yawned, squeezing her eyes shut. Her fists didn’t brush against the ceiling: another plus. When she opened her eyes, she saw two perky spheres staring up at her.

Her chest felt much lighter now that her breasts only came down to the top of her abdominal muscles, and didn’t rest in her lap. She gave one of them a little squeeze, then fondled the other lightly. She giggled as it trembled in her grip, her soft titflesh warm and supple beneath her palm.

“Mm,” she murmured, smiling drowsily. She fondled both, then gave her nipples a little pinch. That woke her up a bit, but also had the side effect of waking something else up. Twilight let out a little moan as a heat grew in her loins, her stallionhood stirring.

Then she stopped and glanced down. Her member was already hardening; evidently, she’d turned herself on with all that self-molestation. Warily, she watched it bobbing gently to its full size of just under three feet in length. It nested comfortably between her cleavage, lazily drooling a stream of pre down the side of its flared head. Once Twilight was sure that she wasn’t about to start outgrowing her room again, she laid a hand on the side. She shivered.

It was a warm, pulsing thing, almost alive beneath her palm. She softly caressed the head, her fingers squeezing the area around her slit as another glob of pre oozed forth. Figuring that her arousal thus far seemed harmless enough. she smiled and slipped out of bed. Once she’d gotten into her plus-size slippers and bathrobe, she shuffled off to the bathroom, her erection bobbing happily between her legs.

She could feel the cum sloshing in her nuts. It wasn’t nearly as bad as it’d been the last night, but the warmth at the base of her shaft made her arousal a pleasant experience overall, rather than an annoyance. As she positioned herself over the toilet, stroking herself and cooing softly, she let her mind drift into the pleasant daydreams of morning.

Spike would be up soon. By the look of the sun through the window, he might already be. Her stomach rumbled at the thought of some homemade pancakes. Her new size brought with it a sizeable appetite, and Spike’s cooking was always to die for.

She gave a little grunt as she spread her fingers across the top of her shaft, her other hand’s fingers fondling and caressing her fat, heavy sack. She whimpered a little bit as another drop of pre oozed from her tool, drooping into the bowl below.

A frown creased her face as she moved to jerking herself off with both hands. Something lurked in the back of her mind. Something she’d forgotten, perhaps? She hummed to herself, relaxing her mind as she searched for an answer.

She’d just begun to feel a mounting pressure at the base of her shaft when a name crossed her mind: Applejack. Why was she thinking about Applejack?

Because Applejack was supposed to bring the cider. She had a brief image of Applejack’s wide, applebucking hips and breathed a little harder, rubbing her throbbing member a little bit more quickly. Then she pushed that aside and turned back to her thoughts.

What was Applejack going to bring the cider for? The lunch.

What lunch?

The picnic. The party—

Twilight’s eyes widened as the memory rushed into the forefront of her mind. Then she grunted, stifling a moan as her hips jerked wildly. Her cock seized up, lurching as rope after rope of her hot, thick load erupted into her toilet bowl, great globs of creamy white dripping down the sides as her balls sloshed and her shaft throbbed.

Then she groaned, feeling a little bit dizzy, both from the aftermath of the orgasm and the memory she’d recollected. Her friends—the party—

How could she have forgotten?

She all but rushed back into her room before remembering that she hadn’t showered yet and probably still smelled of spooge, and so rushed back into the bathroom.

Fitting into the shower had become less of a problem after Celestia had generously paid for the installation of a new model—Twilight was still somewhat wary of full access to a royal stipend, but couldn’t deny that actually being able to fit her curvy, busty body into a shower was preferable to looking down at the showerhead. Once she’d dried off with an oversized, fluffy towel, she set about getting herself dressed.

There was little time, sadly, to enjoy herself. Her friends could be here any minute. Twilight struggled briefly with a pair of pants, grunting as she heaved them over her ample hips. Even when she wasn’t fifteen feet tall, fitting into her clothes wasn’t the easiest thing. Most had been designed for a mare a full foot shorter and a heck of a lot less curvy than she’d become, but until Rarity finished with her order of custom plus-size clothing, they were the best she had.

At least the pants fit, Twilight thought, even if they were an oversized pair of sweatpants that she’d had to borrow from Big Mac. Even he had to look up to her these days, even if by six inches rather than most everyone else’s foot to foot-and-a-half. She let the waistband slap around her waist and then busied herself with adjusting the bulge at her crotch. It stuck out a good four or five inches, her flaccid tip and ballsack clearly visible through the tight fabric. She blushed when she realized that there wasn’t really any way to make it any less obscene; she’d just have to make sure not to get a boner today. At all.

Easier said than done. She just hoped she could get through the day without ruining or bursting out of another pair of clothes.

Her shirt proved a struggle to fit over her ample I-cup breasts. Twilight gave up trying to pull it down any further when she managed to get it down to the top of her abdominal muscles; it (mostly) covered her nipples, and while she might look a bit ridiculous with her belly showing, it was better than going topless.

Her whole body stiffened when she heard a knock on the door from downstairs. “Coming!” she sang out, rushing out of her room.

She nearly tripped down the stairs and had to fly down, which worked well enough considering that the lower quarter of the staircase was still broken. She winced going past it, and swiftly moved to the door.

It swung open easily, and she ducked down to see a familiar face grinning back up at her. “Rainbow!”

“Hey, Twilight!” Rainbow Dash stuck her hands in her pockets and strolled in; Twilight had to press her side against the wall to make sure that her breasts didn’t brush across the side of the smaller mare’s head. “Anypony else here yet?”

“Afraid not,” Twilight confessed. “I actually just got dressed myself.”

“Dressed? Sure.” Dash sounded skeptical. As Twilight flushed, Dash closed her eyes and chuckled. “I’m just messin’ with you, Twi. Though you gotta admit those clothes aren’t the best fit.”

“I...well, yes,” Twilight admitted. She shifted her weight to her left foot and glanced over the right side of her body. She was flustered to see her right butt cheek hefting above her left, its big, round shape straining against her tight pants and stretching out. Meanwhile, her left butt cheek had folded over the top of her thigh. She could almost hear her pants groaning as her considerable curves pushed them to their limits. “It’s just taking Rarity a little while to come out with clothes for my...um.” She grinned awkwardly. “...new size.”

Dash let out a shrill wolf whistle. “New size. Mm.”

“Dash!” Twilight said. “I didn’t mean it like that.”

Rainbow winked and strolled past her. “Just kidding, Twi. Gosh; why do you have to take everything so seriously? Just because you’re not wearing a bra doesn’t mean that we’ve gotta make stuff awkward.”

“But I am wearing a bra,” Twilight mumbled, eyeing the big mounds her nipples made in her shirt rather mournfully. Admittedly, it was a rather inadequate bra; it lended some support, but oodles of titflesh still wound up oozing out the sides, inflating the front of her shirt even further.

“You do look good, though,” Dash said thoughtfully. “Like, seriously. I haven’t gotten a chance to see you since after your coronation or whatever, but I gotta say, you’ll knock ‘em stallions dead.”

Twilight shifted uncomfortably as she felt Dash’s gaze drifting over her. “Th-thanks,” she stuttered, at once feeling both very flattered and very awkward. She felt something stirring at her crotch and mentally swore. Oh crap oh crap oh crap—

Spike came to her rescue. “Yo, Twilight!” he called from the kitchen. “These pancakes are getting cold. And is Rainbow Dash with you?”

“Hell yeah, it is!” Dash twitched toward the kitchen. “Got any of those pancakes ready for me?”

“You know it!”

Twilight just sighed in relief and let Dash lead her into the kitchen. It would be okay. She’d be able to control herself.

Somehow.

Thankfully, the prospect of fixing up a broken staircase was a lot more manageable on a full stomach than an empty one. Rainbow Dash looked on in vague amusement as Twilight pieced it back together, slumped against the wall and eyeing Twilight’s backside. Or at least, that’s what Twilight imagined she was doing. As she sealed the last stair in place with a flash of magic, Twilight was suddenly very conscious of how much her hips stuck out from her waist, and how big and round her rump actually was.

Trying to shift into a more subtle posture only had the effect of setting her fat ass jiggling like jello; blushing, she hastily turned back to Rainbow, only to be further mortified when her little swirl set her “girls” bouncing against her chest.

Twilight nearly gulped at the mesmerized look in Rainbow’s eyes. “When were the others supposed to get here?” she asked, clearing her throat.

“Oh! Right.” Rainbow Dash glanced at the clock above the kitchen door and smirked. “Actually, right about—”

There came a knock on the door.

“—now.”

“Surprise!” Pinkie Pie cheered when Twilight opened the door. Twilight had to peer down a bit, scrutinizing the smaller mare’s form as she tried to figure out what, exactly, the surprise was. “We brought cupcakes!”

“That ain’t exactly a surprise, Pinkie.” Applejack, who was standing just behind her, rolled her eyes. “You always bring cupcakes to these things.”

“Oh, but this time is different! I brought marzipan cupcakes, and chocolate chip, and marzipan chocolate chip, and—”

“Good to see you, Twi,” Applejack said, smirking helplessly and pushing her way past Pinkie. “You’re lookin’ well.”

“Thanks,” Twilight said. “Why don’t you girls come sit down in the kitchen?”

As Applejack and Pinkie Pie happily made their way inside, Twilight found herself staring after them. How could she never have noticed just how muscled Applejack was? So toned, so strong, with smooth, thick biceps and a pair of legs that could probably split a log in two—

She tried to clear her thoughts, but by then she’d noticed Pinkie too. Pinkie! Gosh, but it was easy to see where all those sweets went, now that she had a rear view. Pinkie’s trunk was even fatter and fuller than Twilight’s. All soft and plushy, she imagined, warm like fresh cookies, melting and molding around anything that touched it—

What was wrong with her? Ogling her friends like a couple pieces of meat. Twilight blushed. Not that she’d ever thought about anypony that way before. What was going on here?

She felt a stirring at her crotch and forced her gaze away from Pinkie’s bouncing cheeks and thighs. Gosh, but she wanted to squish that soft rump beneath her hands, to sandwich those cheeks gently around her hard, throbbing—

Stop!

Shaking her head and blushing even harder, Twilight followed the others into the kitchen. She thought she caught Dash giving her an odd, sort of thoughtful look as she entered, but wrote it off as imagination.

Rarity arrived about five minutes later, with Fluttershy following up and spending a good minute apologizing for her lateness. As she welcomed them inside, Twilight resisted the urge to ogle—Rarity’s slender, curvaceous form; Fluttershy’s full, round chest—and did her best to think about books instead. It mostly, but not entirely, did absolutely nothing to help.

Other than an occasional wandering eye, Twilight found that the morning from there proceeded splendidly. Everypony (but Dash, at least, who proclaimed loudly that she’d brought her appetite) had brought something for their picnic. Fluttershy had a rather nice-looking cheese-and-nuts array, Rarity had a platter of orange slices, and Applejack had brought…

Well. Nopony had ever said that the Apple family wasn’t consistent.

They chatted merrily as they assembled the sandwiches, Spike retiring to his room to read comic books when Fluttershy accidentally mentioned a stallion she’d seen in town who was “kind of cute.” As they packaged up the sandwiches and marched out to the backyard, Twilight struggled to keep her thoughts off of whether she was cute as well.

There was no doubt, at least, that she didn’t fit into a normal mold of “cute.” Applejack had always been the tallest of her friends, but now even at her “smaller” size, Twilight towered over her by a good ten or so inches. Everything about Twilight screamed big: big breasts, wide hips, and a butt so big it wobbled whenever she walked.

Not like Rarity. With those slender curves, that dainty cream-white coat, Rarity was everything a mare should be. Twilight felt a shiver go up her spine every time she heard her laugh, and had to resist the urge to eye her tight, round bottom every time she got up to fetch another orange slice.

Keeping her eyes to herself, though, didn’t come easy. Like it or not, Twilight was suddenly forced to see just how...well, attractive each of her friends were. As much as she tried to resist, a burgeoning arousal spread through her veins with each passing minute, her stallionhood chubbing up a bit more every time Pinkie slapped her rump alongside the punchline of some joke.

By the time they headed back inside, Twilight’s member was nearing full mast. She’d managed to direct it down one of her pant legs, which it had currently stretched to around twice its usual width, but it was better than the alternative of pushing up through her shirt. She’d never been more aware of her full, sloshing balls, so full of seed and musk.

As her friends spread themselves out in the sitting room, still chattering happily, Twilight struggled with her growing arousal. She’d just gotten off that morning, for goodness’ sake! It didn’t help that Pinkie’s rump bounced every step of the way back inside, or that the sweat beading on Rainbow’s arm so wonderfully highlighted the slim, lean muscles working beneath her skin. Twilight eyed them both as her erection throbbed, then mentally slapped herself.

This wasn’t working. She had to focus on something else.

Once everything had been cleaned up, they settled into the living room. She sat on the loveseat, her buns too wide to fit comfortably in the other chairs in the room. Fluttershy had curled up between Rarity and Pinkie on the couch, and Applejack had taken Twilight’s old rocking chair. Dash was splayed on the floor, her back against the side of the coffee table.

They were talking about something—some upcoming show in Manehatten, she thought. She did her best to tune in, but the throbbing erection running down her leg proved difficult to ignore. It pushed obscenely against the fabric of her pant leg; if any of her friends had looked at her now, she doubted that they could have missed it.

So she shifted her weight, trying to angle the inside of her crotch away from the rest of the room. The movement caught Applejack’s eye, who paused and turned to look at her.

“Hey, Twi,” she said, frowning. “You’ve been quiet all day. Y’alright?”

“Just fine,” Twilight said. She tried to force a smile. Her motion had done little but push her shaft another inch or so down her thigh, teasing her flared head against the inside of her knee. “Really,” she said, gritting her teeth, “I just like to listen to you girls talk.”

She tried to cross her legs to hide her erection and choked on the last word. Her ample thigh flesh had squished up against the side of her shaft even as it pressed down on her sizeable balls. She winced as the weight of her leg depressed her melon-sized nuts, then stifled a moan as a sudden jerk of her hips set her spooge sloshing in their fleshy prisons.

“If you say so.” Applejack didn’t look convinced.

“C’mon, Twilight!” Pinkie leaned forward in her seat. She’d hugged her arms around her chest, her forearms pushing the underside of her bust up and out. “You’ve been way too quiet! And I should know! I’m, like, an expert on quiet!”

Dash burst out laughing. “Sure, y’are, Pink. Sure, you are.”

Twilight noted Dash smirking at her and hurriedly glanced away. She was suddenly very aware of the weight of her own breasts against her chest, and of the tightness of her shirt around them.

Had it been that tight a minute ago?

“I’m fine,” she said, doing her best not to look at Pinkie. She chuckled nervously. “Sometimes a pony is happy just to be...”

Unwillingly, she glanced back in the direction of the couch. Pinkie had leaned over her lap, her upper arms squeezing her jugs until a good half-inch of titflesh had oozed out over the sides of her shirt. The back of her shirt had ridden up a bit over her hips even as her pants had slid down, giving Twilight an eyeful of the pink mare’s big, supple thigh.

A half moan slipped from Twilight’s mouth. She felt her clothing tighten around her, her erection throbbing harder as warmth spread throughout her body. The loveseat creaked, and when she opened her eyes a second later, the room looked...smaller, somehow—as though she were looking down from a greater height.

Oh, no. A chill went down her spine. This couldn’t be happening. Not here, not in front of everyone.

“To be what, darling?” When Twilight didn’t reply, Rarity continued. “It’s quite alright if you’re unwell,” she said, as if Twilight hadn’t just swelled an inch in front of them. Admittedly, she was already so big compared to the others that perhaps they just hadn’t noticed. “We can go.”

“No!” Twilight said, a bit too quickly. “It’s fine.”

“I know what’ll cheer you up!” Pinkie spread her arms wide and beamed. Her “fillies” bounced against her chest, suddenly freed from their prison. “A hug!”

“No!” Twilight shook her head, then froze at the odd looks at everypony was giving her. “That is,” she mumbled, shrinking into herself as best as a seven-foot mare can, “no thanks. But thank you, Pinkie.”

“Anytime!”

“I like having you girls here,” Twilight said, cracking a smile. In more ways than one, her subconscious added. Shut up, she told it. “Really. Hugs or no hugs.” She gave Pinkie what she hoped was a friendly grin.

Applejack still looked skeptical, but Rarity just nodded and sprung into a discussion of this season’s fashion events. Twilight just gritted her teeth as her tool gave another throb. She could get through this. She just had to control herself. She could manage.

And she did. Mostly.

By the end of the afternoon, she’d “only” grown up a few more inches. What was seven and a half feet when you’d started most of the way already there? Sure, maybe her butt had started to fill up most of the loveseat, and sure, maybe her pants had started to rip a bit down the seams. Sure, maybe her heavier tits had pushed her shirt down until a good six inches of cleavage showed, and sure, maybe the loveseat had started to groan threateningly every time she shifted her weight. But she was still in control, really. Mostly.

Okay, and her member had maybe grown a little bit too—if, by “little” bit, one meant “literally poking down past her knee.” Twilight had stifled a moan the first time her cockslit had rubbed against the fabric of her jeans. That’d happened more than once, and had only intensified as she filled out her undersized clothes. Her balls felt hot and heavy; she’d once made the mistake of placing her hands in her lap, which let them sink a good quarter-inch or so into her plump, sloshing nuts before she’d jerked them back up in panic.

Her arousal just hadn’t stopped, intensifying with every half-motion or glance she gave the others. Dammit, Applejack wasn’t that sexy! But her growing erection certainly thought she was. Every single little thing, every word or look, did nothing but contribute to her growing lust, her balls feeling fuller and her shaft feeling harder by the second.

By the time her friends had started to head out, Twilight was actually panting with the exertion of keeping her arousal down. Her cock was shuddering, a steady stream of pre moistening the bottom of her pant leg. She twitched as Rarity and Fluttershy, the last two to leave, turned to wave goodbye—

—and then, as the door slammed shut, let go.

She exploded with size, filling up most of the room in the blink of an eye. Her head nearly brushing against the ceiling, and her hands struggling to contain her alicorn-sized shaft, Twilight cried out, the spooge in her nuts bubbling up, swelling with pressure until she could contain it no more.

She came more than buckets—she came barrels. Dozens of gallons of her spooge erupted from her flaring tip, splattering every inch of the walls in a wave of jizz. Twilight’s hips bucked again and again, her oversized form actually adding on another foot or two in height as her overfilled balls seemed to evacuate every drop of seed from their bottomless, aching depths.

By the time she came out of it, her chest was heaving, her limbs shaking. Twilight panted as she slowly shrank down. She eyed the drenched, white-covered walls mournfully.

This wasn’t acceptable. This had to stop.

It took her three hours to clean up her mess. When she finished, she measured herself on a whim and found that she was now seven-foot-two, rather than a clean seven feet.

She definitely needed to get a handle on this. But how? After thinking it over, Twilight realized that there was only one pony who might be able to help her.

Extremely conscious of her new size, she carefully made her way upstairs. She had a letter to write. Next Chapter: Chapter Three Estimated time remaining: 37 Minutes