"Absolutely not!"

"B, but, Applejack, you could at least consider it!" Rarity sputtered.

Applejack threw up her hooves. "Ok. One, two, three, umm nope. Happy?"

Rarity glared at her across their spacious bedroom. As their relationship grew, they decided they would need a place of their own a little closer to Ponyville. A sort of halfway point between the boutique and the farm. They opted to build a small cottage specially designed by Applejack for their needs, and decorated, of course, by Rarity.

"Applejack, you were the one saying you wanted to try something new," the unicorn reminded her.

"I know, I know, but another pony? In our bedroom? And one of our friends? I'm mighty worried..." Applejack trailed off as she lay her head on their queen sized bed. Rarity wasted no time in walking over and gently rubbing her lover's back.

"I know, it is a big step, but the poor dear is confused. She thought she was alone in liking it. I told her I would help her be a little more comfortable in her preferences."

Applejack blew a stray bang out of her eye. "Jeez, Rarity, I'm still not exactly comfortable with it."

The unicorn smiled. "What better reason for you to see another pony enjoying it. What do you say, darling?"

Applejack closed her eyes. They remained shut like an iron gate for quite some time before the cowpony sighed. "Fine, bring her in. I'm not sure It's a good idea, but I'll go along with it, for both of you."

Rarity's eyes lit up and she dashed to the door. "You can come in dear!" the unicorn called out. She stood at the doorway smiling to herself as their visitor entered the room.

"H, hello, Applejack..."

The pony in question turned around to greet her friend. "Hey, Fluttershy. I take it Rarity told you everything already."

The yellow pegasus shook her head. "Oh no. She didn't say anything really. She just said she could help me feel... ummm better about my, ummm weird thing..."

Applejack hopped off the bed and put a reassuring hoof on Fluttershy's back. "Ya don't have to feel ashamed. Both of us have done it now, and we both enjoy it."

"Re, really?" Fluttershy asked

"Yup. Come on. If you're ready, we can get you started."

Fluttershy rooted herself in place. "I uhhh, would like to watch first... If you don't mind."

"Ok, Sugarcube. I guess I'll go first," Applejack said lying on the bed on her back.

Rarity reached into her nightstand and shifted a few things before pulling out one of their very favorite toys. A dildo with a tube going through it connected to a compressor.

"This is usually what we use darling," Rarity said as she pulled out a bottle of lubricant. She squirted a generous amount onto the toy and walked over to where Applejack lay.

"H, how do you start?" Fluttershy stuttered looking over the scene.

Rarity placed her hoof gently in Applejack's sex causing the cowpony to moan in pleasure. "It's quite simple. First you make sure whoever is to be the focus of the soirée is nice and relaxed." Her hoof pulled away wet with AJ's juices. "As you can see, she's plenty 'relaxed' already. Odd. I thought our little fight would take you out of the mood."

"Ah like the way we fight..." Applejack trailed off.

Rarity placed the dildo's tip at her lover's lips. "Now that she's nice and ready, all we do is put it in, and turn it on."

Rarity and Fluttershy watched enraptured as Applejack's marehood took the dildo inch by inch. A few moans escaped the orange mare's lips during penetration, but it wasn't long before they reached the end.

"And now, Fluttershy dear, we simply turn it on."

Rarity did just that. She flicked a switch causing the compressor to hum to life. Another switch on the dildo itself set it vibrating. Fluttershy watched in awe as the normally slim pony's belly bulged outwards steadily.

"Go ahead dear, you can touch it," Rarity reassured her. The timid pegasus nodded and placed a hoof on her friends swelling belly.

"Wow. This is amazing..."

Applejack for her part was on cloud nine bucking against the false throbbing cock buried in her mound. As her belly rose up to around two feet, she started slapping the bloating bulge, ekeing out every inch of sensitivity she could.

"I think thats enough for now," Rarity said cutting off the compressor and the dildo.

"Fer pete's sake Rarity! You are evil for, huff, leaving me on the, huff, edge like that!"

Rarity rolled her eyes at the swollen and panting mare. "Come now, darling. We need to be mindful of poor Fluttershy. Would you like a go?"

Fluttershy hesitated. While she had her proof now as to whether or not it was possible, now she needed to know a few other things. "How big can a pony get?"

"Haven't found a size limit yet, Sugarcube."

Rarity pulled the dildo out of Applejack's marehood releasing much of the trapped gas as well. "Here, it's better to just try it."

"No wait!" Fluttershy shouted before remembering her voice. "I uhhh mean... I have a certain fantasy."

At this, Applejack sat up with her slightly pregnant looking paunch. "And what would that be?"

Fluttershy blushed and she looked away. A soft white hoof touched her shoulder. "Go on, tell us."

"Well... I want to be... dominated."

"Come again?"

"I want to be blown up without a choice," Fluttershy continued. "I want ponies to make me larger and not be able to stop them. I know it's strange, but I-"

Rarity placed her hoof over the pegasus' mouth. "Say no more." immediately, she removed her hoof from Fluttershy's face and placed her lips on the pegasus'.

Fluttershy grunted in surprise as Rarity forced a deep breath down her throat. She immediately felt the fire of arousal ignite in her sex as Rarity forced kiss after kiss of air down into her belly.

"Mmmmph!"

Fluttershy made a muffled grunt sound as she felt soft plastic touching her plothole.

"You just keep your mouth shut and enjoy!" Applejack commanded in a gruff and dangerous sounding tone.

Fluttershy's anus spasmed as the dildo pushed further and further into her bowels. Once it was in as far as it could go, she turned on the compressor setting the pegasus' belly swelling faster, causing it to touch the ground.

"I think it's high time I get in there too," Applejack announced as she put her mouth near Fluttershy's dripping lips. She eagerly placed her mouth on Fluttershy's lips and started blowing deep inside.

"Mmmmmmmmmmmmphhhhhhh!"

Fluttershy, now wracked with pleasure and being pumped with air in every orifice jerked to the side to escape.

"Looks like we'll have to get rough with her!" Rarity shouted. Applejack, taking the unicorn's cue, grabbed Fluttershy and spun the bloating pegasus onto her back. Four strong hooves pinned their friend down as they continued filling her. Fluttershy's body was alot softer than the other two ponies. It offered very little resistance and her belly, now beyond the size of a beanbag chair, started swelling outwards causing her entire body to round out slowly.

"Applejack. I think she's enjoying this too much. Kick it up a little will you sweetie?"

Applejack didn't need to be told twice. She reached down for the compressor, but just when she was about to kick it up once, another thought came to mind. An evil grin spread across her face as she set the compressor to max.

Fluttershy's eyes widened in response as the sensitivity grew. Her body rounded out even more growing around five feet in diameter. She was helpless. A big helpless balloon pony at her friend's mercy.

And she loved it.

Using all of her strength, she pulled her hooves out from Rarity's grasp and started rubbing her belly, which at this point was growing past the size of a weather balloon.

"Tsk, tsk, tsk. I didn't say you could do that," the unicorn chided her.

"P, please, Rarity! I'm so hot right now! I need to, need to..."

"Cum, Darling. The word you are looking for is cum."

Fluttershy nodded

Rarity answered by pushing her dripping pussy into Fluttershy's face. "Here is the deal. You will make me come first. Then and only then will Applejack allow you to come. We will not stop blowing you up until we have both come, or until you pop. If you'd like to remain in one piece," Rarity said, " I'd suggest you start immediately."

The fear lit up in Fluttershy's eyes. Immediately she set to work, lapping at Rarity's cunt. Inexperienced, but passionate, her tongue found itself useful as Rarity gasped.

"A-Applejack... Get her sta-started... But don-don't let her come until I say!" Rarity shouted.

Applejack hopped off the bed as Fluttershy's blimping form forced her to relocate. Looking up she could see the pegasus' immense and rising mass was only a foot or two from touching the ceiling. She buried her muzzle into Fluttershy's pussy and started lapping up the stray juices leaking from her sex. Fluttershy could only moan and flap her useless legs which were being pulled into the oblong mass her body had become.

"Yes, good girl... Just a little more," Rarity cooed.

"Mmmph!"

Fluttershy grunted as the pressure on her body, and the pleasure from Applejack's tongue exercises increased exponentially. The top of her belly had finally hit the ceiling and no longer had room to grow. Being that she could no longer grow higher, she now grew wider, her cheeks puffing out in exertion. The pressure escaped her lips sending a large amount of air into Rarity's marehood causing her belly to swell slightly.

"Mmmmm, yes. You'd, hah, best hurry. You don't wanna unnnnngh, pop... Do you?"

Fluttershy grunted frantically.

Meanwhile, Applejack was forced to back up to the door as her friend grew so large. The dildo lodged in the pegasus' plothole started sliding out. She quickly pushed another switch on it causing a knot to swell inside the dildo to keep it firmly jammed in the tight orifice. She then resumed her ministrations, lapping at Fluttershy's winking cunt.

A small ominous groan sounded in the room as Fluttershy's blimping body hit the sides of the room.

"Hu-hurry darling, or you'll surely explode like the helpless overfilled balloon you are!" Rarity urged.

Fluttershy believed her. She frantically probed every part of Rarity's dripping cunt earning more pleasured moans.

Please, please come already Rarity!

With a high pitched squeal, Rarity did just that, spraying her juices obscenely all over Fluttershy's face.

"N, now, Applejack!"

The cowpony set in earnest to make Fluttershy tip over the precipice. Her back against the door, she worked as fast as she could, licking and lapping at Fluttershy's mound.

"Applejack darling, you'd better hurry. I'm pinned against the wall and our friend here is making some dreadful squeaking noises."

Applejack took this cue and barely flicked Fluttershy's clit, dancing around it until finally the pegasus' came. Juices oozed out of her sex as she screamed out in pleasure. Applejack felt herself become pinned to the door just as she switched the compressor off.

"Cutting it a little close, Rarity," The cowpony said.

Fluttershy made several gasping and pleased moans while Applejack reached over and carefully removed the dildo from the pegasus' leaking marehood letting the excess air escape.

"I do believe she enjoyed herself, darling." Rarity sat on the bed, gently petting Fluttershy's still slightly swollen paunch. The yellow pony mewled in contentment.

"Ah don't think she was the only one," Applejack replied. "Too bad I didn't get to finish mine."

Rarity smiled. "Just give me a few moments to recover and maybe I'll reward you for being a good lover."

Author's Note

Any ideas on their continued inflation antics? I'm not sure where to take this story as it was always goign to be an open affair.