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*Part 2: Pregnant Rarity, Foodplay, Stuffing, Prehensile Tail*
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You're awoken by something soft and fuzzy brushing against your foot. Groggily, you look across the dark room where the red lights of your alarm clock reach out at you. From its perch on your nightstand it informs you quietly that the time is 3:16 in the morning. It's not due to go off today - Saturday being your day of rest - and it slumbers silently, blinking out the time changes: 3:17, 3:18, 3:19. Something brushes against your foot again. You roll over onto your side, expecting to see her indigo mane framing her sleeping figure or perhaps her leg kicking in her sleep. Instead you're greeted with the dark outline of her tail.

You sit up, pulling aside the blankets. She's curled up under them, facing the opposite way as you. You can't see her face in the dark room, but now that the blankets are aside you can hear a soft sniffle. Her body twitches every now and then, shaking a little bit with each new sniffle. Wondering what's on her mind you lean down, her little sobs getting louder as you approach and move across the soft expanse of your shared mattress. Your eyes adjust slowly to being awake and you can see her just as she sees you, your tugging aside of the sheets alerting her to your intentions.
She covers her face with her pale hooves.

“D-don't. Don't look. Just... please go back to bed. It's nothing.”
You shift your weight, arm draping over her side, mindful of the bulge of her pregnant stomach as you work yourself into a comfortable position parallel to her curled form. You try to get a look into her eyes despite her protests, trying to figure out the source of her tears. Your hand runs a course gently up her stomach - tight and swollen at the very apex - but turning soft and squishy as it makes for her body. As your hand lingers, you feel a subtle gurgle in her stomach, eliciting more whimpering and sobbing from her. This again? You shift yourself, arms wrapping around her, pulling her small, swollen frame in close to yours. She gives up hiding the source of her sadness from you, burying her face in your arms, little muzzle twitching with each sniffle as you stroke her hair and rub her tummy. You look down, her face now buried in her hair and your chest. It's gotten better, but the whole thing is painful for her.

It's seven months earlier. She's just found out she's expecting, and after the initial surprise and happiness pass, you've both spent days discussing how things will change. She seems happy on the outside, but as the days pass and you return home from work late, her greetings are less energetic. She's been getting thinner, her hugs haven't lasted as long. You begin to monitor food around the house before you leave for work, and discover she's been skipping meals. You decide to sit her down with one of her friends, knowing you'll be no good at this sort of thing. The confrontation is expected, and explosive. In the end, she agrees with Twilight Sparkle that something has to change; but the end result is yours to oversee. Twilight puts you in charge of making sure she bulks up, putting emphasis on how important it is for a developing filly to have extra calories to draw upon.

The first of your nightly sessions doesn't go well at first. Your large prepared meal is welcomed, but she fills up quickly, stomach not used to such large portions. Still, when she's eaten as much as she can, you scoop her up from the table unexpectedly.

“W-wah? Careful, darling! You'll drop us both! Put me down, down I say!”
You shift her struggling form in your arms, carrying her away from the table and over to the couch nestled in the corner.

“Oh this is most improper! Please, set me down! Set me down! Set me down!”
Her cries of alarm have shifted to half giggling at this point, and her tail rubs up against your cheek playfully.

“Honestly, it's no better than kidnapping at this point! Set me down at once!”
Gently, you turn the both of you around, sitting on the couch and lowering her into your lap, arms none too pleased by the effort of doing so in the controlled and careful manner that you chose to use. Once there, she almost immediately shifts her body, snuggling her head into your lap and rolling onto her side. You rub her swollen stomach with one hand, scratching behind her ears with your other. Her front legs kick slightly as she happily nuzzles into your slowly stiffening crotch.

“Well my goodness what do we have here? Did you get all of this from just rubbing this little old tummy of mine? I had no idea your tastes were so...” She struggles for a moment with a word befitting a lady. “Rubenesque.” Your hand ceases playing with her ear, and she playfully whimpers as she shifts her body up your lap a little bit to place her head back up against it. Closer now, the hand that was playing across her swollen stomach begins to stroke her flanks, muscular and shapely. You remain this way for several minutes, until she sighs, craning her neck up, bringing her face level to yours and looking playfully out the corner of her eye at you.

“I know what you want.”
Her horn glows. In the kitchen one of the cabinets opens and a bag of marshmallows floats across the apartment to you as she rolls onto her back. Settling itself on her stomach, it opens before the glow of her magic fades. She lays her head back down on your lap and closes her eyes, opening her mouth.

You pop in the first marshmallow and she chews happily. By the end of the bag, the chewing has slowed and she's obviously struggling to keep a smile on her face.
“Is this good? I certainly hope so... Not every man is lucky enough to have a lady cater to his fantasies, you know.” You smile and nod, hands rubbing a tight enough to burst bulge in her tummy. Her hoof reaches behind her, rubbing your own bulge through your jeans. “I might have room for one more thing, you know... Maybe. If you can promise to keep this our little secret... If you can promise that we'll do it again.”

Time has made fools of you both, and you're back in the present, months later. As work picked up, you've had less time to indulge her, but still, you've had your share of long nights on the couch as she slowly gets better at keeping the marshmallows down. Now, at the height of her pregnancy, her embarrassment seems to have flooded back to her. You've rolled over in the night to find her missing on more than one occasion, cravings getting the better of her. Each time you've wandered into the kitchen, snuggling up against her warm back, trying your best to be supportive as she indulges in her private shame. Even your encouragement hasn't been enough to undo the lifetime of careful maintenance she's put into her figure. You scoop her up in your arms, carrying her out of the bedroom and into the hall.

“W-what? No. Please no. I'm so tired of it... I don't want to be like... like this anymore. I know it's all for my health. For the baby's health. But I know you've been looking at me less, too.”
You stop in your tracks, baffled by this last bit. Could she really think that? Haven't you communicated otherwise? Sure, you're not good with words, but when has that stopped her from figuring out your intentions in the past?

You look down at her, curled in your quickly tiring arms. From her reclining position, she stares up at you in the dark, her azure eyes watery and reddened from a night of sniffling and crying at your feet.

“Well? It's TRUE isn't it? I'm an... an old, ugly, fat... I'm just so...”
She bursts into tears again. This isn't going well. Carefully you maneuver around the dark kitchen, arms too full of whimpering chubby pony to flick on a light switch.

“This isn't what you wanted, I know. This isn't the taut tummied pony you fell in love with!” Her hair catches the door handle of the refrigerator, halting your progress as she stubbornly looks up at you for an answer, unwilling to let you move further without some affirmation of her secret fears.

Your mind races for the right answer. Surely she was beautiful when you met: tight, muscular, lean. But since then you've seen entirely different sides of her, sides that have nothing to do with body or shape. You've cursed your original shallow expectations, and together you've even learned just how much you love the way her more well figured body jiggles as she walks, the way her saddles fit so tightly around her now thick flanks.

Your reply is sudden. You turn your body and hers with it, forcing her tail to open the door to the refrigerator. Light spills out into the room, assaulting your eyes as your arms and legs finally give out to the awkward load they're carrying, and you have to slowly move toward the kitchen floor. It's the work of only a few seconds, but it's surprisingly graceful. She's on her back, lowered as gently as you could before you met the ground next to her, pulling her in for a hard kiss. Cold assaults your back and you pull her closer, shielding her from the sudden frigid onslaught. Your hands work magically up and down her stomach, sliding closer to her womanhood, and she stifles an unexpected yelp as you begin to rub her down there. She breaks the kiss.
“I- What? Do you really? You like this? All of it?” You say nothing, too busy kissing the side of her neck. Instead you respond by delicately slipping a finger into her, causing her to stiffen in reply. “You...? You don't care either way. You really...” She rolls herself over onto your lap, mindful of the erection pressing to be freed from your boxers. The moment she's there, your hands are caressing her lovely stomach, paunched out. She looks over into the refrigerator, still open, and guides your throbbing member out of your boxers with one hoof as she lifts herself up with the other. Carefully, she slides down on top of it, freed hoof reaching into the fridge at her side and withdrawing a slice of cake you saved for her from a birthday party at work. Silently, you file away a reminder to thank the kindly old receptionist who sent you home with it as she holds the plate up, face framed from the side by the light of the icebox. “Is this what you like? Hmmmm? Mmmmm.”
Her stomach gurgles again as she tries to tease you, and she looks away, embarrassed. Gently, you try to sit up without pulling out of her, gripping her thick, soft flanks for aid as you smile at her. You're stopped by her bulging stomach, a few inches from the cake, but your effort makes her smile. She takes a hoof and carefully scoops the cake into her mouth, raising an eyebrow at you. You shift your weight in reply, shifting yourself into her as much as you can. She shudders a bit, and takes a hooffull of cake into her mouth.
Thrust.
Another hooffull. Chocolate icing dribbles down her cheek as her eyes roll backward in pleasure, her private fantasy being indulged in the dark of your little kitchen. It hangs from the side of her mouth for a moment before splashing down onto your chest.
Thrust.
Abandoning ladylike procedure, she opens her mouth and stuffs the remaining cake in.
You grip her chest as you thrust hard, bouncing her up and down on your hard cock as she struggles to swallow in between moans. More icing falls onto your body. She rolls off of you, desperate to get all of the icing from your skin.
Her hot tongue works its way up and down your chest and stomach, smearing the chocolate as you roll around on the floor trying to get to her womanhood. Each time you get close she shifts slightly - unaware of your intentions - too engrossed in the icing now coating your lower half as she licks it off. She finally makes her way to your erection, hungry mouth clamping down on it. Her mouth bobs up and down as she gulps and slurps at your rock hard dick. Finally getting her still enough, you part her moist lower lips, dipping your tongue in for a treat of your own.
Her gasp around your cock feels amazing, and she jerks her head off to avoid choking. You push your tongue in deeper, licking both folds of her labia before pushing your tongue into her and wriggling it around. She moans, her insides moistening even more in response.
“Nnnnn. Fingers dearie, come now. You’ve those lovely hands, use them more. You know I love it when you use them.”
Slowly, you slip two fingers in and out. Then three. Her hooves rub her stomach madly, sending tremors of jiggling flesh from her chest all the way down to her flanks.
“More.”
Working carefully you manage to get four fingers into her, and she throws her head back. You lean in, tongue working her clit, and her moans turn into screams of pleasure. She’s squeezing hooffulls of her chubby chest fat as her back legs kick wildly. Wetness trickles down your arm as she cums in waves that rock her body from top to bottom. You watch as she shakes, her chest and stomach wobbling and jiggling uncontrollably. As the orgasm continues to rock her, she pushes her flank toward you, and you grip tight. Your hands disappear in her immense, soft, pillowy cheeks. She continues writhing for another good ten seconds, before finally growing still and managing to squeeze out an exhausted sound.
“Sssssss...”
You grip her ass in reply.
“Spank me. Oh spank me. I’ve been... so naughty. I ate your cake.”
Your hand smacks her ample bottom hard, and her abundant flesh responds in rolling motions, jiggling madly. You swat her again as she wiggles her butt in the air, then again, and again. Each time she wriggles across the floor toward the cabinet. Once there, she pulls out a bag of marshmallows, another swat on her ivory expanse eliciting a yelp.
“Please no more, I’ll be good. I’ll do what you want. I’ll eat them!”
She looks at the bag, popping one into her mouth, her eyes half-lidded as she chews. She takes another hooffull of marshmallows into her mouth, lowering her nose, posterior still up in the air invitingly.
“I know it's unladylike to eat from the bag but I just-”
She can't finish before you're penetrating her, hard.
Her guilt assuaged, she lifts her flanks into the air for you, lowering her nose into the bag, popping marshmallows into her mouth two or three at a time. She's gulping them down as you slam into her, flanks jiggling and quivering like seas of flesh with each thrust. Her belly rubs up against the floor, her back legs kick and buckle, bringing her to her knees as you keep pounding. As she finishes off the bag, your thrusting slows down.
“Nnnnno! Keep going! Don’t stop! You FIEND!” She scrambles, bucking her hips back and forth to simulate thrusting, her front legs occupied with pushing aside the contents of the cabinet. She produces another bag and rips it open with her teeth, spitting out the plastic and continuing to put hoof-fulls of marshmallows into her mouth as you return to the furiously quick pace you were at. Your hand reaches around her thick leg and you begin to stroke her clit, producing a muffled choking noise. With a cough and a splutter she manages to gulp down the three marshmallows she had in her mouth, cheeks still puffed out like some sort of comic squirrel as she looks at you over her shoulder in the light.
“Not so suddenly darling, a girl mustn't be rushed!”
You smile at her, certainly taking her time, as she stuffs down four or five more marshmallows at once. Another empty bag to join the other two. This time you don't stop slamming into her, your rhythm picking up as you reach the end of your stamina. You feel her clench around you, her moans no longer muffled by the mouthfuls of sweets, her hooves kicking and bucking as she cums once more. In moments you're cumming too, flooding her with your hot seed. You lay there, panting and exhausted, when she slides off of your cock. She lays there on her back, white coat shining, face illuminated by the soft light of the still ajar refrigerator door. The light catches the white bits of marshmallow trickling down her face, and the white seed spilling out from between her legs. Her horn glows and another bag floats from the cabinet into your hands. The bag glows once more, ripping open.

You put a marshmallow in your mouth and lean into her, sharing it with her. Her bites are hungry, passionate, and when there's no marshmallow left she's sucking on your tongue for the flavors in your mouth, running her tongue all around your teeth. While she works your mouth, your hands are burying themselves in the expanse of her flesh. You lean back and put another one into your mouth, leaning back into her, free hand gripping the full bag. There’s plenty more left. There, in the darkness of your kitchen, softly illuminated, she lets herself go, happily pursuing that private indulgence in the hands of the man who reserves judgment, who loves her, who wants her to be happy.
She smiles up at you, playfully.
“Very well, prince charming. Shall we see if you can put the princess back to bed with a kiss?” You pop another marshmallow into your mouth and lean in.