“Fluttershy?”

Twilight pushed the door open and gasped at the sight inside. Fluttershy was laid on her couch, her legs pointing around the two large crotchboobs which had sprouted from nowhere. Rainbow Dash’s head peeked around the doorway and let out her own gasp at the scene.

Curiously, Rainbow took a step towards Fluttershy, leaving Twilight standing at the door with her mouth ajar. Tentatively she reached out and prodded one of the ginormous beach balls which had appeared on Fluttershy. As one, they both jiggled and swayed, causing Rainbow to step back, her eyes wide. "Whoa..."

Fluttershy squeaked in obvious distress, watching the two in extreme embarrassment, her eyes pleading. "Help..." She squeaked as Twilight immediately snapped to and used her magic to lift Fluttershy. "Don't worry Fluttershy, we'll get you to the hospital!" Twilight carefully tugged her out the door. For once, Dash chose not to fly, walking beneath her pregnant friend to stare at the sights above.

To and fro, to and fro they swung, hypnotising Rainbow as her head turned left and right, following the sway of the breasts. So entranced was she that she tripped on the rocks in the road, sprawling forwards onto the track with a groan. She reached up a hoof to rub her head, getting to her hooves and meeting Twilight's smirk.

"What?"

"Something distract you there Rainbow?" Twilight asked suggestively, rocking Fluttershy in the air gently. Rainbow swayed left and right with the breasts unconsciously and Twilight chuckled.

"G-girls?" Fluttershy whimpered as Twilight's magic rolled her left and right.

"Oh man..." Dash whispered heatedly as her eyes stayed frozen, admiring the great, bloated spheres. Fluttershy made a vocal whimper, but Twilight gave her a quiet sigh.

"I never would have taken you for a breast girl." Twilight shook her head as she took a few steps back, guiding Fluttershy away from Dash, watching her marefriend chase Fluttershy's hooters like a puppy.

Fluttershy let out another small whimper as she was raised further into the air, just out of Rainbow's reach. Rainbow tried anyway, only to catch sight of Twilight's disappointed gaze.

"Well... You know I love you, Twilight," she insisted before turning back to the giant tits, floating in the breeze. "But- well... they're so big. How can you not want to touch them?" she questioned, throwing her hooves into the air as if contesting pony rights.

"Um... girls?" Fluttershy tried again, her quiet voice overridden as Twilight laughed, shaking her head.

"You know, I DO want to touch them." Twilight admitted as she lowered Fluttershy to her side opposite of Dash. Fluttershy let out a terrified squeal as Twilight buried her face in one of those titanic mammaries, drawing a gasp from Dash. Twilight's ear perked as she heard her lover move closer, and suddenly Fluttershy was up in the air, out of reach again. Twilight felt the cool, cruel, air once again, already missing the blanket-like embrace of Fluttershy's tit. However, she shoved her wants aside to fix Rainbow Dash with a taunting grin. "But I have the restraint to stop myself!"

Fluttershy was gasping, her eyes unfocussed as she tried to stop thinking about how good that had felt. "G-girls?" she tried, only just managing to get the words out. Somewhere below her, she heard Rainbow Dash say, "Well at least I can do this!" and she felt someone else slam full-force between her breasts. She let out a loud squeak, trying to close her legs instinctually and only squeezing her tits together.

Below, Twilight's jaw dropped open as Rainbow's entire head disappeared between the crack of the breasts. She could focus on the fact that Rainbow was desperately trying to pull herself out of the suffocating embrace later... hopefully when she wasn't imagining doing that herself.

Twilight's lips turned up in an amused smile as she watched Dash try to pull herself out from between two slices of grounded heaven, and her tongue ran along her gums. She quietly forced the image out of her head and picked up a feather Dash had lost in her struggles, and telekinetically lifted it upwards.

Fluttershy's rear legs buckled and straightened as strange new sensations ran from her over-inflated breasts. She could feel another particular spot between her hind legs growing hot with the constant attention. Dash was trying to somehow pull her head out yet enjoy Fluttershy's new tits at the same time, which involved copious amounts of tongue. Just as Fluttershy was pondering if Dash could even escape like this, she felt something light press against her stomach. It wriggled, and another, though familiar feeling ran up and down her spine. She began to snort, then giggle as the tiny feather stroked her tummy, and her back legs gave out. Dash fell to the ground in disorganized pile, her eyes long gone from pure joy and a serious lack of oxygen.

"Have fun?" Twilight murmured as she leaned down to inspect her mare's panting face. All she got in response was an over-enthusiastic giggle that Twilight only ever got when the Wonderbolts' outfit came out.

Smiling softly, Twilight took a step forwards, offering Rainbow a hoof to pull herself up when something dripped onto her head. Frowning, she looked up, just in time to receive another dribble of liquid from the over-inflated mammaries. Some of the liquid dribbled into her mouth and she licked her lips unconsciously. She pulled back her hoof, repositioning her mouth so that she wouldn't miss any of the delicious fluid the next time.

When she caught the next drop, she smiled widely, lowering Fluttershy down lower and lower until the inflamed teat was just above her. Licking her lips once more, she stretched her neck upwards, teasing Fluttershy's nipple slightly and catching the next drop as it rolled out onto her tongue.

Meanwhile, Fluttershy let out a lewd groan, her eyes rolling back as she felt her teat being flicked by Twilight's tongue.

Fluttershy felt like such a dirty mare as Twilight's mouth latched onto her nipple. They were out in the field. Though only a few yards from her house but still, if Twilight and Dash didn't return- "Oooh!" Fluttershy's back leg kicked as Twilight sucked, drawing a large amount of milk into her mouth. Her teat began to feel so much better, the swelling softening as her burgeoning tits were relieved.

Twilight felt another bump her side, and instinctively Twilight moved her rear as Dash pulled up beside her, gave her a lecherous grin, then angled her own mouth up. Her mouth found purchase around Fluttershy's unattended nipple, and she felt a drop of milk spill onto her tongue. She had no idea Fluttershy could produce something so sweet, and her eyes closed as she began to nurse on her friend, her throat bobbing as she and Twilight sucked the pressure out of Fluttershy's breasts.

Fluttershy relaxed, her eyes drifting shut and her mouth twisting into a smile. She already felt a lot lighter and a lot less bloated. Subconsciously, she moved her hooves down to the base of her breasts, rubbing them slowly as she let her worries slip away with her milk.

Rainbow took her nipple gently within her teeth, twisting it slightly to try and coax more and more of the delicious fluid from her friend. She started to feel heavier and heavier, her stomach becoming bloated as she kept lapping up all the milk that Fluttershy had to offer. She was pretty sure that Twilight was in the same position as her though.

Twilight began to feel a strange lightness in her mind, an unfamiliar lack of thought as she gulped down her friend's milk. It was a rare feeling that only came around in very treasured moments, and as her stomach began to feel heavy. It was not unpleasant, not at all, the taste was delightful and the feeling was almost coddling. Her grip on Fluttershy loosened enough that the yellow mare slid slowly downwards until Twilight's sensed enough pressure on her nose to warrant an aggravated burst of magic to keep Fluttershy aloft.

Fluttershy stroked her throbbing tits began to feel normal as she was drained, and she felt a distinctive trickle down her inner thigh as her friends both moaned and suckled around her nipples. So naughty, so dirty, but she was feeling so good in too many ways to care. However, she was still starving... she opened her eyes to watch her friends drink enviously, and licked her lips.

Rainbow's eyes slid shut, gulping down mouthful after mouthful, sitting back as the weight of her stomach became too much to bear. She let out a moue of dissatisfaction as she felt the flow slow down, the milk drying up. She wanted, no, she needed more. She latched her mouth onto the teat, trying to suck all of the heady residue that was left behind.

She let out a gasp, letting go of the teat as the lack of liquid became apparent. She sat there panting for another moment. She felt so tired, so safe. No-one would mind if she took a quick nap right there, surely. She slid forwards onto her burgeoning stomach, rolling immediately to the side to take some of the weight off. She was vaguely aware of a muffled thump as Twilight copied her, and another quiet squeak as Fluttershy was dropped onto the ground. Feeling soft fur press into her bloated stomach, she reached out a hoof to wrap Twilight in a tender hug, keeping her close as she smiled, drifting off to sleep.

Fluttershy stood up, feeling much lighter. She risked a glance down towards her inflated breasts, happy to note that they were much smaller and much less inflamed. But... she was still thirsty. She looked around, her cottage was right there, but water didn't sound as fulfilling as it should have right then. Feeling bold, she risked a glance to the two ponies laid in the track, then further down.

She licked her lips.

Fluttershy delicately looked from one pony to the other. She always adored Dash's strength and bravery, but she was cuddled up against Twilight in such a way she couldn't easily access anything... Twilight, however, her newest friend, laid with her legs sprawled and eyes closed. Fluttershy carefully crept forward, eyes fixed on Twilight's peaceful face, then leaned down to carefully lift Twilight's back leg up and out of the way to see her prize.

Twilight's sex had grown puffy and moist with heat, not hiding any of the soft pink that would have gotten Twilight many different looks if she tried to go into town that high on sex. Fluttershy leaned down and sniffed from her heady well, and with a lick of her lips, shoved her tongue in between Twilight's velvet folds to tease out some of her own fluids.

Her tongue immediately shot to the walls of Twilight's sex, gleaning what little moisture she could from the warm enclosure. It wasn't enough. She was vaguely aware of Twilight, moaning softly as she tended to her. She withdrew her muzzle slightly, aiming down a bit further. Twilight moaned again, her rear legs spreading apart a bit further as a hoof twitched town towards her crotch.

Fluttershy ignored her, lapping at Twilight's clitoris with vigour, driven by the need for fluid, her mind mad with lust. Her tongue flicked back and forth over the nub, coming back every now and again and leaving Twilight to let out a breathy moan. She kept going, her nose already twitching from Twilight's heat, now overwhelmed as her own lust joined the air.

Twilight let out a particularly vocal groan and Fluttershy buried her muzzle into Twilight's walls yet again, lapping at the nectar it contained with barely restrained delight.

Twilight's moans made Dash's ear twitch. She was only vaguely aware there was a state beyond the bliss she was currently in and was adamant on staying there, but the familiar sound of Twilight's pleased whinnies drew her to consciousness just enough to know that her beloved was happy. Dash's mouth clamped down on Twilight's neck, drawing a yelp from the purple mare that made Dash's wings extend. Her dreams were erotic and pleasant, dominated by an overly sexualized Twilight Sparkle and a goddess-like Fluttershy letting them nurse from her.

Fluttershy didn't pay much attention beyond what was in front of her. She thirsted for something, anything, half mad from hunger and dehydration that guzzling down Twilight's orgasm made sense. Her long tongue slid deep into Twilight as her snout nuzzled her friend's pearl, drawing shocked screams from the sleeping unicorn. The juices flowed more and more, that dam slowly cracking under the pressure while Fluttershy drank from Twilight's sex. Her hoof began to subconsciously push against her stomach, just above her own pussy, still hot from the nursing and only growing worse as she ate out a pony she knew and loved.

All too soon though, Twilight started to run dry, the river of her juices turning into a stream, then a trickle. Fluttershy let out a moue of disappointment, withdrawing her muzzle from Twilight's snatch before she looked around. She was still thirsty and the only other pony around was Rainbow Dash. Any previous concerns about Rainbow waking up were pushed aside as her mind ranted for more.

Mad with lust, she simply dove down towards Rainbow, pushing her muzzle forcefully between her friend's legs in her desperation to get to the sweet prize within. The muffled sound of Rainbow moaning carried down to her, driving her sex-crazy mind further and further over the edge. She buried her muzzle deep, scouring her walls just like she'd done with Twilight before.

They rendered precious little this time, and Fluttershy let out another groan. Her mind briefly entertained the idea of working Rainbow off like she'd done Twilight, but her lust-addled brain rejected the idea, far too eager to entertain the thought. Another idea came to mind and she started to rock her muzzle in and out of her friend, her tongue savaging whatever she could reach as she did so.

She could feel Rainbow shifting restlessly, grunting softly in her sleep as her wing twitched, but she didn’t care. She wanted Rainbow to return the favour. She’d fed the two of them, now the two of them would feed her.

Author's Note

Written on a 50/50 rp-effort-type-deal in a Skype chat with Peroth to the general amusement of some people.

Having said that... we did both just roll with things :P