Twilight frowned. Her laboratory bench was a mess of shattered glass and magic powers, popping faintly as they mixed and stained the many scrolls that had been thrown out of order.
The culprit throbbed between her legs.
“That was *clearly* not the right incantation.” she sighed, considering the obscene, 3-foot shaft that hung between her slender legs. Her balls gurgled audibly; she could *feel* them filling up, growing heavy and potent, inching past her knees with an almost fatalistic inevitability as lust filled her mind.
She needed a cum—counterspell. Yes. She rifled through the stained scrolls on the table with shaking hands. Her cock throbbed and struck the benchtop, gluing the mass of scrolls together with a thick smear of pre. “Oh, *fuck* me…”
It was at that moment that Pinkie decided to poke her head in. “Hi Twi! What’cha doing?”
“Pinkie!” Twilight jerked upright. “Don’t come in, I’m… busy!”
“Too late! I’m coming in.” The curvaceous pinkette giggled. “Wowsers, Twi, you’ve brought out the big cannon today! Feeling pent up?”
“No! Well, maybe a little. This was a mistake!” Twilight’s face flushed a dark shade of purple. “Don’t tell the others, okay? Celestia *cannot* know that I screwed up again.”
“Don’chu worry. My lips are sealed!” Pinkie said, dragging her fingers across the massive slab of marecock. She grinned and kneeled in front of Twilight. “Around this big, bad girl of yours!” She opened wide and swallowed the gigantic cock like a pornographic disappearing act, noisily worshipping its tremendous girth and pushing onwards until her face was nestled against Twilight’s belly.
“Pinkie!” Twilight gasped and reached for the pink pony, failing entirely to remove her and instead thrusting her hips at the deliriously deepthroating woman between her legs, who moaned happily around her bulging throat and hugged Twilight’s massive balls in return. “Oh! Oh no, I… F-fuck, Pinkie, don’t squeeze me there, I’m gonna—”
The eruption lifted Pinkie clean off her hooves; if not for her frenetic grip on the shestud’s sweaty scrotum, she would have been shot clean across the room. As it was, Pinkie squirmed like there was no tomorrow, little hears forming in her eyes as a torrent of molten jizz sprayed down her throat and inflated her belly to an obscene, round bulge that left her unable to reach the ground.
Relief flooded Twilight. She stumbled back, blushing at the obscene sound of her monstercock sliding free from Pinkie’s greedy gullet, and leaned against the wall to steady her breath. “I… I can think straight again. Thanks… Pinkie.” She could not bear to look at the swollen pony, even as she gave Twilight a thumbs-up, and turned away, towards her books. “I have to fix this. While there’s time.”
Twilight got out spellbooks. Her balls were already filling up again…
The plan worked, after a fashion. Twilight, in her post-nut clarity, located several promising counterspells in her library. She even managed to ignore the distraction of Pinkie rocking back and forth on her huge, sloshing belly, moaning “I’m so *big!*” on repeat.
But there was a problem. Her cock had gone soft, sure, but it had neglected to shrink back down, as dicks usually do. Instead, her flaccid penis remained at its staggering size and thus dangled down just far enough to drag along the floor. Her balls took this as a challenge, bloating up *faster* to match the size of her shaft. And now, as Twilight’s moment of clarity faded, she felt her thoughts turn away from magic and towards the slow, inexorable hardening between her legs that made her shaft rise and grow, inch by throbbing inch.
“Uh, Pinkie, I don’t want to alarm you, but I might need your help in a moment.” She bit her lip. Should she even ask Pinkie to drain her again? She looked fit to burst! Maybe she could dump her load elsewhere. Out the window? No, then someone would find out. But maybe—
Pinkie rolled into view. “Look at that! Someone woke up again.” For an equine cum-balloon, she was remarkably mobile, grabbing onto Twilight’s third leg with a giggle. “Good thing, too, because I’m *parched*!”
“Jeez, Pinkie, slow down! You *sure* you can handle this? My, uh, *thing* is almost as big as you. Or me, for the matter. I don’t want you to get hurt!” She glanced down at her monstrous package, her balls brushing past her shins. It had to stop growing soon. Right?
“Oh, Twi, don’t be silly. Of course I can! I—” She paused abruptly, throwing her head back with a gutteral moan. “Mh, your cum is *so* yummy! My belly is all a-tingling, still!” Pinkie wiggled in place, her plump backside attracting Twilight’s attention. The plump party pony was always a looker, and her booty exerted a magnetic pull on Twilight today. She found herself daydreaming of Pinkie’s ass getting even larger, her thighs thickening deliciously as her bubble butt grew into a prominent shelf of cutie-marked curves.
Twilight snapped out of it and returned to the real world with a little whine.
But her daydream followed. Pinkie’s ass *was* growing, and so was the rest of her. Her breasts *bwoomphed* bigger, her figure lengthened and even her curly mane grew a little longer as her body filled out to an exaggerated bombshell of a pony. “Mmh…” she moaned, playing with enormous nipples as delightfully soft masses of tit rose around her fingers.
“By Celestia!” Twilight opened her mouth, but the source of Pinkie’s transformation became perfectly obvious: her obscenely inflated belly shrunk steadily, cum turning into curves, until a massive Pinkie sat on her knees in front of Twilight, twice her size and so voluptuous that just one of her torso-obscuring tits or plump thighs could flatten the purple pony. Well, not counting Twilight’s cock, of course, which *also* had settled comfortably at a size in excess of its owner, a shockingly thick six foot long, resting on her equally fat, rumbling balls.
“Celestia? Oh, did she teach you this?” Pinkie giggled, wasting no time in wrapping her enormous tits around Twilight’s cock and lathered it up with its plentiful precum. “Could’ve told the rest of us sooner, huh?”
“What? No, I mean… you’re so *big!*”
“I know! You’re not so bad yourself.” Pinkie squeezed Twilight, grinning at the messy shot of cum that splattered over her face. “But you know what?” she said, as her long tongue shot out to lick it all up, “I think we can do *bigger*.”
Twilight inhaled through gritted teeth. “Pinkie!” She did not pull away, though; manic or not, Pinkie’s tits felt like *heaven*, and with her cock having grown so *huge*, she found her willpower wilting in the face of the unbridled hedonistic pleasure washing over her. “Maybe just… One more, to clear my mind. So I can find that counterspell.”
“One more!” Pinkie giggled, kneading her boobs roughly around the monstrous marecock as it shot another jet of molten cum from its tip, the penile projectile hitting the wall behind her with a lewd sound. “And one more!” she repeated and squeezed out another cumshot. “And one more. And one more. And one more.”
Twilight felt her knees grow weak. “F-fuck, Pinkie…” She reached out, finding only the marshmallow softness of Pinkie’s gigantic breasts swallowing up her hands. “Slow down…”
But there was no stopping the bubblegum-pink juggernaut. Pinkie titfucked her relentlessly, as single mindedly lustful as Twilight’s cock itself. She made her cum all over the laboratory, giggling madly as tar-thick mareseed created chaos and left great, big puddles so hot that they warped the air around them. “Ooh. I really made a mess, didn’t I? You won’t get any work done like this.”
“That’s… What… I’m… Saying…” Twilight said between strokes so forceful that her heels lifted off the ground.
“Guess I better do something about that.” Pinkie put a smile so sly and wide that it shouldn’t have fit on her face. “I’ll clean it *all* up for you. Starting here!” She aimed the tip of Twilight’s gigantic shaft at her mouth, swallowing it without breaking the brisk stride of her titfucking for a single moment, and moaned happily around the fat, throbbing glans. “Your dick is so yummy, Twi!”
“Pinkie!” Twilight protested. But what was she really going to do to a pony three times her size? Wait, *three*!?
Pinkie’s eyes rolled back in her head as her cheeks, throat, and belly bulged with cum. But not nearly to the same cartoonish degree of inflation, no; Twilight’s voluminous orgasm was converted into more Pinkie much too fast, making the buxom pony rise taller, wider, curvier with every passing second.
“H-holy… *fuck*, you’re getting too big!” Twilight squirmed backwards, her heavy balls dragging across the floor, but Pinkie’s growing breasts followed, intent on submerging her monster cock in her sugary softness and threatening to swallow the rest of her as well! And while Twilight might have had her reservations, her runaway libido only rewarded Pinkie with ever greater cumshots, pumping her bigger and bigger and bigger…
Mere minutes ago, the thought of fucking Pinkie with her monstrous marecock had given her pause. Now, it seemed almost small in comparison to her wildly rising size. At 20 feet tall, Pinkie got a much better handle on Twilight. At 30 feet, she abandoned the titfuck entirely and plunged the throbbing shaft inside her mouth until her nose rubbed up against Twilight’s crotch.
“Pinkiiiiie!” Twilight called, barely remaining on her own two hooves as the lust-crazed giantess sucked her dry. She was face to face with a pink sex monster; if not for the endorphins drowning her brain, she might’ve turned to panic. As it was, she had to deal with her friend rapidly outgrowing the hollowed-out tree that she lived in. There was one bright side, at least: after many minutes of non-stop orgasm, her balls were finally, *finally*, feeling less full. Just one more push…
But there was no guarantee that the tree would last that long. Pinkie’s ass struck the ceiling and nearly took it down right then and there; worse, she was far too busy sucking off Twilight to even notice the damage, pressing herself flat against the floor as she huffed Twilight’s tantalizing scent and moaned in one continuous flow of lust. “You taste so *good*...”
“That doesn’t matter, you’re breaking my home! Get your butt down before someone sees it!”
The shelf of pink ass slammed against the roof again and lifted the canopy wholesale off the hollowed-out tree. It came down with a crash, barely intact.
Twilight shuddered. “C-Celestia, save me.” The impact just made her feel *better*, though she would not admit it. This gorgeous, unstoppable giantess bearing down on her, her oppressive warmth, the wetness of her tongue, her sweaty, cum-splattered tits enveloping Twilight’s body and making her *feel* Pinkie’s unrelenting need…
It was finally here, the impossible crescendo to an impossible orgasm. Twilight threw her head back and moaned as a torrent of sensation flooded out from her loins. She lost control of her limbs and fell shuddering into the embrace of Pinkie’s cleavage, as her supernatural hyper-cock gave its most powerful throb yet and unloaded a *sea* into Pinkie, enough to bloat even a giantess.
Her senses were a chaotic mess of wet, lewd sounds, Pinkie’s hot breath, and the creaking of her unfortunate home, finally stretched past the breaking point; undone by Twilight herself.
But it did not have to be. She threw out every protective ward that came into her overloaded mind, her horn flashing with magic, before exhaustion took her and everything went dark.
The last thing she heard before slipping away into unconsciousness was a strange creaking of wood all around her, her front door opening and a familiar voice calling out her name.