Starlight Glimmer stared into the sparkling splendor of the Cutie Map. She fidgeted here and there anxiously. She normally would've gone out to town to calm her nerves; or go read some more trashy romance in the library. But, Twilight Sparkle was currently hogging the library. Twilight was apparently busy compiling her notes on a secret 'research project' that she swears is important. So, not even her super dorky mentor could be some kind of distraction for the time being. All Starlight wanted to do was wait near the front entrance to the castle. She was expecting company.

"I'm pretty sure I know it isn't really anything that important...But, if my casual snooping has given me the right idea....It's something pretty weird.", Starlight thought to herself. She blushed a little at the thought of what she knew about the secret project. Thankfully, Twilight was quite oblivious when it came to what others thought about her.

"Oooooh! I just can't wait!", she exclaimed to herself. "What if I can't continue to even make this friendship work? Am I really being this clingy? So desperate for this one friend to come see me that I can't stay calm? I gotta get myself together..."

Her new close friend, Trixie, was supposed to stop by the castle to visit Starlight today. She was probably Trixie's only real friend, as well. So, Trixie made room in her schedule just for this occasion. Trixie was the only pony that Starlight felt she had much in common with. So, Starlight was especially anxious to see her. And, when Starlight got anxious, her mind tended to be all over the place. She was currently struggling with some self-esteem issues regarding her lack of acceptable social skills, as well. She often feared that she wouldn't be able to hold onto this friendship that meant so much to her and Trixie. Like, she would mess it up, somehow.

GROOOOOWLL

Starlight jumped. Her coat nearly raising like a cat's. "GAH!! What was that?!"

She frantically looked around the Cutie Map chamber; trying to find whatever intruder could make such a horrid sound.

"T-Twilight? Was that you? Spike? This isn't funny!"

GROOOOOWLL

Then, Starlight looked up at the remains of the Golden Oaks Library. A bit too late, though.

THUMP "Hiya, Starlight!"

"WAAAAAH!!", Starlight screamed and shielded her face with her forelegs; cowering in Pinkie Pie's Cutie Throne. Starlight shook for a few seconds before peeking at who was sitting on the edge of the Cutie Map in front of her. Ironically, it was Pinkie Pie, herself.

Starlight panted and sighed in both relief and irritation. "Oh...hah...Pinkie Pie!! You nearly gave me a heart attack!! And, gods know I don't need to have cardiovascular problems on top of the mental ones I already have!"

Pinkie's ears drooped. Her expression quickly lowered. "Oops...I'm sorry, Starlight..."

"Oops?! That's all you have to-", Starlight breathed in, paused, and closed her eyes. She exhaled gently, and took a few seconds to reorient herself.

As much as Starlight would typically just stay angry at most ponies that evoke her wrath, Starlight had admittedly improved on her issues with anger. Thanks to Twilight, and her friends. And, Pinkie Pie was one of her friends that she had grown a bit fond of, especially. She might've been loud, overly energetic, and sometimes downright insensitive. But, Pinkie Pie had proven to Starlight that she was a pony that cared about every pony in Ponyville. Including herself. Whenever Starlight was down, if Pinkie Pie could do something about it, she would put all of her effort into lifting her spirits.

Starlight looked at Pinkie with a face of leniency. She just couldn't quite stay mad at this goofball.

"It's okay, Pinkie...I know you didn't mean to scare me. I'm actually sorry that I nearly exploded on you."

Pinkie grinned. "Nah, I really shoulda been paying attention to what you were doing in here before making an entrance like that. Something I should improve on. But, I'm glad you've been incorporating your calming exercises when you really need to. So that you don't beat me up when I get you mad."

Starlight smirked knowingly. "What was that, now?"

"Oh, nothing...." Pinkie scrunched her face than looked away. But, she eventually cracked and started having one of her giggle fits.

Starlight began to chuckle along with her. Until she stopped and smiled as she gazed at her giggling friend. The pink one was certainly growing on her.

"W-Well...in more than one way, it seems...", Starlight thought to herself as she looked at Pinkie. She couldn't help but stare as Pinkie's giggling caused her chubby belly to shake. In fact, the more Starlight looked, the more she realized that her friend had put on some weight. Her gut hung in between her legs slightly over the edge of the map she was sitting on. And, Pinkie's legs and thighs joined in on the jolly jiggling, as well. She wasn't exactly excessively fat. But, the chub was hard for the unicorn to ignore.

Especially as that anxiety started creeping back in again. Starlight was trying hard not to start biting her lip as she was getting triggered by Pinkie's lightly quivering form.

"Of course, the one who eats a lot would start gaining weight after I become her friend..."

However, Starlight's issue wasn't that she was repulsed by Pinkie's weight. Quite the opposite, actually. There was, admittedly, another more risque reason why Starlight warmed up to the pink mare pretty smoothly. Her stomach. Not many ponies really knew, but Starlight had an affinity for ponies with large appetites and large bodies. She had a hidden stash of special magazines, in her little town, that catered to her strange fantasies and neglected libido. To keep up her ideals and illusions, she made sure to stay single, and appear abstinent for the time she ruled the town. So, she had her own, personal mail pony that she would send out to pick up and deliver various toys, magazines, and any other erotica to scratch that itch when it would rear its ugly head. She would mind wipe the mail pony to make sure word never got out about this.

"Oh goodness...I never went back to remove all that stuff from my house..."

She could just imagine the field day her citizens may have when they find it all. But, that could be a whole other story on its own...

Pinkie Pie wasn't exactly that physically large, though she seemed to finally be getting there. But, it wasn't long, after the move to Ponyville, before Starlight witnessed what happens when Pinkie Pie is hungry. Pinkie ate like no other pony Starlight had ever seen. And, she certainly became intrigued. Starlight couldn't help but be consumed by old habits, now that she actually knew a truly gluttonous pony. Her mind wasn't always so pure when regarding the party pony.

GROOOOOOOOOOOOOOWLLL

Pinkie Pie suddenly groaned. Her belly visibly bubbled in hunger. Causing Starlight's eyes to widen a bit. "Oooooooh...That's right! SO HUNGRY!!...U-um...Starlight?"

"Well then...That explains the sound from earlier...I swear. If she asks what I think she is going to ask...", she began to blush as the metaphorical fuel to her fire began present itself.

"Y-yes, Pinkie?"

"Uh...remember when you were trying to make new friends; you tried helping Mrs. Cake by making a cake appear outta nowhere?"

"...N-No way...This can't be happening...Am I dreaming? Alright, alright...Just keep your cool, Starlight. I should just answer the question honestly, and not like a nervous freak."

"Gulp...Yuh...Yeeeeees?", Starlight punctuated her answer with an overly forced and exaggerated grin that would not come across as genuine to almost anyone.

"Sigh...Way to go, awkward pervert..."

Good thing Pinkie Pie wasn't just almost anyone.

"Well, today is my tummy's time of the month! It wants much more yummy treats than normal! And...heh-heh...maaaaaybe I've been taking advantage of living in a bakery more than Mr. and Mrs. Cake can handle...", Pinkie blushed, herself. Realizing that maybe. Just maybe. She had a problem. But, at the current moment, all that mattered was getting her fix. "So! Mr. Cake had brought to my attention that there is only so much sweet-", she licked her lips, "tasty, tasty goodness...mmmmm...Uh, th-that Sugar Cube Corner could provide for me! So, Starlight...", Pinkie began to drool and sweat like a starved animal.

"CANYOUPLEASEPLEASEPLEASEPLEEEEAAAASE-MakeallthetreatsthatIwantwiththatspell!!!!", she spat out as she leaped on and grabbed Starlight by the shoulders.

Of course, Starlight was both physically and mentally shaken by this situation that just fell on her lap, out of nowhere. Just like the weight of Pinkie literally sitting on her lap as the pink, pudgy stomach brushed against her own, svelte self. With Pinkie's breathing and hunger causing it to vibrate rather sensually against her body. The plump plot oozing over her rear legs. Practically engulfing one of them with its crack. Starlight could only take so much. She was definitely getting horny and almost dangerously anxious, now. Her mind becoming a vortex of fear, confusion, and lust.

"O-OHMYGOODNESS. OHMYGOODNESS!...Th-This has to be one of her pranks! O-OH NO!! That's it!! Sh-sh-she somehow found out!! SOMEHOW!! NO!! THAT CAN'T BE!! WHY GODS?! WHY DO YOU DO THIS TO ME?! IS THIS MY PUNISHMENT?! TO COMPLETELY EMBARRASS AND HUMILIATE MYSELF IN FRONT OF THE FEW FRIENDS I HAVE?! I'M SUPPOSED TO BE TURNING A NEW LEAF!! BUT, THEN YOU BRING ME THIS TEMPTATION THAT CAN SULLY MY EFFORTS!!.......I......I want this....I want to say, yes, sooooo badly! This is the opportunity of a lifetime! To scratch that itch in a way I only dreamed of.....She's asking for it. What's the harm? She's my friend. And, she's asking me a favor. It's not wrong to be a good friend and do her a solid, right?...I can make her aaaaall the treats she can stomach....And, maybe then some...Yes...YEEEESSS...Fill her up with all the treats. Stuff her and stuff her and stuff her until she's too big to-"

"Uh...Starlight?...."

Pinkie raised an eyebrow as she looked at Starlight sweat and shiver like she had seen a ghost. Her bottom lip folding hard under her upper teeth. Her eyes the size of pinpricks. With them just staring into space and twitching like she was going mad. Which, knowing Starlight, was probably the case.

Pinkie facehoofed, "Whoopsy...Big whoopsy...I'm such an idiot. Great job, Pinkie. You scared her into a catatonic state! That's not what friends do! Some friend I am! Good golly, am I out of control!...I should truly be ashamed of myself..."

Pinkie Pie got off of Starlight, and stood next to her paralyzed friend. She visibly drooped, and felt a sense of guilt that she hadn't felt in, at least, a month. Give or take another incident, last week, that made Rarity want to kill her. Pinkie sorta felt bad, that day. But, it was Rarity, so...

"Sigh...I'm so, so sorry, Starlight...I'll just...go away. And, probably go find some help for you...And, probably go on a...GULP...D...D...", Pinkie visibly blanched, "...DIET...", the word came out like it was the filthiest thing Pinkie had ever said in her life. Like it was a word only the damnedest of ponies would utter. Like she would rather poke her eye out than ever have to say or even think about it ever again. Like the prospect of acting out such a word's definition was a death sentence. She felt as if she needed to wash her tongue out with a bar of soap; take an hour long shower; and, then maybe give Gummy a bath too, while she was at it.

At that, and the gentle sound of Pinkie's sorrowful trot towards the exit, Starlight snapped out of her stupor. She saw Pinkie's jiggling behind moving out of the chamber, when she shouted, "GUH! Wait, Pinkie! Come back!", in near desperation.

Pinkie's head and ears rose up, and she stopped in her tracks. She turned, looking at Starlight with a face that was a mix of shock and excitement. She quickly trotted back to Starlight and pleaded with her eyes.

"Starlight! You're alright! Can you forgive me for how bad of a friend I am?...A-And for sitting on you and startling you like that?"

Pinkie leaned her face into Starlight's. Her forelegs were on the armrest of her throne. Her paunch brushing against it, slightly.

Starlight just blushed and smiled softly. "Y-yes, Pinkie...As...As a matter of fact...I would g-gladly fulfill your request..."

Pinkie sat back on the edge of the Cutie Map, in front of Starlight, like before. "Wait? You mean-"

"Yes, Pinkie! I will make you cakes, cup cakes, pies, ice cream, and just about any sweet treat you can eat!", she said with a bit more enthusiasm than necessary. "It would be a good way to practice my magic, anyway. I could experiment a bit more with my food conjuring spell than I normally get the chance to...Considering how much you-", she emphasized her point by poking a hoof into Pinkie's belly, "-like to eat."

Pinkie blushed a bit. Starlight's hoof sunk into her plush gut. Right where her cute, indented navel was. Pinkie couldn't exactly tell, but suddenly, she got a completely foreign vibe from Starlight. Even the way she jabbed her hoof into her belly felt rather...intimate? Pinkie wanted to think. She seemed eager to feed Pinkie conjured treats. In a way that Pinkie recognized as similar to how Mr. and Mrs. Cake would be eager to get together and have some 'alone time'. Of course, her tummy growled ominously once again; this time, in approval. Starlight smirked, intently. Almost mischievously, in fact. Almost as if the Starlight that brainwashed a whole town of ponies was resurfacing.

Then, it truly dawned on Pinkie.

"She's probably just amused at how much of a fatty I've become...If the mirror wasn't enough evidence, then the fact that Starlight's entire hoof sinks into my belly should be. I'm actually getting fat....Huh...I'm surprisingly not that upset about it. I mean, I would rather be a skinny Pinkie, so that I can still be the best party pony I can be. Can't exactly do that if I'm too big to do all the things the best party pony needs to do. But, otherwise, I don't mind rounding out so much. As much as maybe I should, I feel like it's impossible for me to give up sweets. That's definitely not the Pinkie Pie way. Not sure what my friends would think if I kept getting bigger, either. Nothing good, probably...maybe..."

As Pinkie Pie contemplated her lifestyle choices, Starlight's horn began to glow. In a matter of a second, what seemed like a perfectly edible eclair popped into existence, in front of Starlight's muzzle. She sniffed it. Her mouth cracking into a toothy grin.

"Perfect."

"Heh-heh...Yeah...maybe my mirror was really telling me that I'm getting a pudge. M-Maybe I really should go on a-MMPH!"

Pinkie's mouth was suddenly assaulted with the taste of cream, chocolate frosting, and sweet dough. She knew immediately that it was an eclair. And, she certainly wasn't complaining. Her stomach growled some more.

"MMMMMMM...Ulp...More...please...", Pinkie practically moaned. That did it. Any other thought that Pinkie had but a moment ago had vanished. All she wanted was to eat. Nothing else mattered.

"Well, that was pretty easy. I got her right where I want her. Maybe, I should've tried this on my fellow equalists."

"Oh...I'll give you more, my friend...", Starlight conjured a whole dozen eclairs; all held over her head, in her magic. She leaned into Pinkie, wrapping her forelegs around her waist. Her head being level with the pink ball of flab. She rubbed her cheek against it, and stuffed another eclair into that greedy maw.

"A lot more."

______________________________________________________________________________________________________

Pinkie was a little put off by Starlight's blatant groping of her lower body and torso, but the six eclairs that Starlight fed her were well worth being borderline molested. In fact, it was kinda nice. Pinkie was no stranger to friendly cuddling. And, this felt pretty much like that. Just felt a bit more than friendly, though. And, Pinkie had a hunch as to why. But, for now, she just wanted to devour everything that Starlight literally threw at her.

Pinkie licked her lips and rubbed her tummy. "Mmmm...Starlight...this is a new friendship that I definitely don't regret. I didn't know that magic treats could be just as yummy as regular ones! I'm not even sure if Twilight could do this!"

Starlight giggled. "I'm flattered, Pinkie. It's not actually that simple to make these eclairs taste like homemade ones...And...I-I can say the same about my friendship with y-you. Heh heh..."

"Uh huh. Feed me another eclair, please."

Another eclair floated into Pinkie's face. She swallowed it whole. "Another.", she practically demanded. Starlight complied. "Gulp. Keep it coming.", Pinkie said with a moan. Starlight decided to conjure up two dozen cupcakes. Pinkie rose her brow with a smug grin, as she rubbed her pudgy belly and licked her lips. "Gee, Starlight. You really do know me well..."

"W-Well, it doesn't take a genius to figure out that you really like sweets..."

"That may be...OMPH-gulp...But, if I didn't know any better...", Pinkie grinned an unassumingly innocent grin, "It kinda feels like you really like that I really like sweets. But, I could just be talkin' crazy..." She rolled her eyes for emphasis.

Starlight paused very suddenly and stiffly. Her face scrunched up in a fashion more intense than Applejack's facial muscles were capable of. And, that's a feat.

Starlight visibly shuddered and sweat a little. "U-u-u-ummmm-Y-YEAH! You...You-ou are such a silly, crazy pony, Pinkie...Ehehehe-he-heheeeeh...."

Pinkie looked at Starlight knowingly. She took a glance slightly above her. "Hmmm...Y'know, Starlight...", Pinkie began leaning toward Starlight. Her forehooves stretched down to the armrests of her throne. On the way down, she grabbed a floating cupcake with her long, flexible tongue. Her hind legs landing on the floor. She inches closer to the growing shock of Starlight Glimmer. Cheeks full and deliberately chewing sensually. Soft moans permeating from her throat. Her pudge brushes against Starlight. She swallows the cupcake. A notable bulge causing her belly to brush further against Starlight's coat. Pinkie puts on a smug face, gazing into Starlight's anxious eyes.

"You're sitting in my seat..."

Starlight gulped, then peered up and behind her. Sure enough, she finally noticed the yellow and blue balloons emblazoned into the back of the crystal throne.

"I-Is...Is this a problem?..."

"Hmmmm, not if you make room."

"M-Make room?"

"Y'know.", Pinkie swiftly turned. Her plot now facing Starlight. Jiggling some, from the motion. "Just scooch over a smidgen. I'm willing to share with a friend."

Starlight's face was glowing red hot. "U-uh...Y-yeah! Sure!...I'll...try...", Starlight was becoming sure, at this point, that Pinkie was on to her sensual enjoyment of the situation. She may have been rather out of touch with the true feelings of other ponies. However, through her life of manipulation, she had learned a thing or two about disarming another pony. Pinkie had managed to disarm a master of the art, it seemed. Starlight fidgeted as she shimmied to the left a bit. These Cutie Map thrones would normally be just wide enough to fit two ponies, for some reason. Of course, two ponies would be wedged in, practically. Their flanks would be brushing against one another, at least. Starlight knew that her own shapely hips were a bit on the wider side. Of course, she also knew that that didn't mean much, considering the girth of the plot that was descending into what ill fitting space there still was. "Oh goodness."

With a jiggly plop, Pinkie wedged herself next to Starlight. Her flabby flanks were certainly fighting to take over the space. Her right side squishing into the armrest; her butt cheek molded in between her corner of the seat. The left half of Pinkie had gifted Starlight's side with a good amount of chub from the side of her belly, and her flank almost overlapping Starlight's. Starlight was nearly more than snug in her half of the throne. She could feel some of the pressure of Pinkie's weight squishing her slightly.

At this point, Pinkie had to be a good thirty to forty pounds or so overweight, for a mare her size. Probably a pound or two more, after inhaling these magic pastries that Starlight was crafting. Starlight conveniently neglected to mention that these pastries were packing three times the amount of calories even the richest recipes would have. Combined with Pinkie's monstrous stomach, she would certainly be getting physically bigger within the incoming feeding.

Before Starlight could even say or do anything, Pinkie was inexplicably swallowing a sizable load of sweets. The dozen cupcakes she had summoned gone within literally the blink of an eye. She seemed to have scooped the remaining ones in a single gulp. She belched lightly in satisfaction after the lump had pushed her tummy out another inch. Starlight responded by forming another dozen cupcakes. But, Pinkie just leaned forward and grabbed all of them with her forelegs, at once. They were all stuffed into her maw in a large glob. Swallowing voraciously, Pinkie's belly visibly bloated with two dozen cupcakes in a span of ten seconds. A deeper, rumbling belch was belted out; Pinkie trying to stifle it, slightly. Her chubby cheeks jiggled from the vibration.

"UNF-Wh-whoa...Uh-uh...I-I guess I should be m-making more than a dozen sweets at a time!", Starlight blurted, aghast. Not just greatly aroused, but even feeling a little intimidated. She was subconsciously leaning away from Pinkie, after her display of gluttony. Herself skittish to even lay a hoof on the hungry beast.

Pinkie inhaled, then exhaled a heavy sigh; causing her gut to contract, then inflate like dough. Starlight already felt herself squish a tiny bit more against the throne. Pinkie Pie frowned. "Yeah...I've gotten fat...And, piggier than ever....Sorry if I'm crushing you with my fatty...fatness....And, freaking you out with my intake...And, if this is too much to ask of you. I guess I shoulda warned you a bit more firmly that you might be feeding me as if I were a whole party of ponies...A whole party of fat ponies...S-so fat that I....I need to ask a friend to make more than a-a whole bakery can afford..." Pinkie was beginning to get some self conscious vibes. Her lips trembling a bit. Eyes getting misty. "Maybe this is bothering me more than I thought it would. More than I wanted it to..."

Starlight looked at her concernedly. Then, she grinned warmly and reassuringly to her fat friend. "Oh, it's okay, Pinkie Pie. You just...uh...you just have a hearty appetite for a mare. Eheheh...But, that's nothing to be ashamed of. Believe me...", Starlight looked down, suddenly in thought, "I have much more to be ashamed of...Much more worth being ashamed of...A-Aside from what you already know....I...I guess I should make a confession...Since, well...this is kinda the best opportunity..."

"Oh?", Pinkie raised a brow. Her hunch may just be proven.

Starlight sunk back into the seat. She felt like she was holding a breath that she couldn't release. Then, she felt Pinkie lean her warm body towards her. Pinkie wrapped her foreleg around her shoulder, and nuzzled her. "Thank you, Starlight...It's okay...You can tell your pal, Pinkie Pie, anything."

Starlight practically melted in the soft embrace. She shook a little. Her left foreleg crept out toward Pinkie. It rested itself gently on Pinkie's globular gut. She began to massage it, soothingly.

"Mmmmmm, that feels good, Star...", Pinkie loosened up and slouched in the throne. Her belly gurgling and sticking out as Starlight massaged it. Pinkie was practically purring in approval.

"....I...I like....fat mares....And....A-And, I like....to w-watch them eat....and get bigger.....You....", Starlight sighed heavily; beginning to break out in a cold sweat, "I wanted to feed you. But, only for that reason...You are a natural fatty, Pinkie...First one I've ever known...And, I like it...I....I really don't mind what you've asked of me. I'm more than happy to oblige."

Starlight then blinked rapidly. "I can't believe I just said all that!", she mentally blew a fuse in that moment. "...I'm ruined...."

However, before Starlight could engage in her ensuing panic attack, Pinkie began giggling. It started out lightly, and started building up into a good natured, belly laugh that shook her countenance and Starlight all together. Even though this shocked and slightly upset Starlight further, at first; Starlight slowly began to grin, the infectious laughter of the jovial pony creating the beginnings of her own light giggling. She felt her distress slowly ebb away. The jiggling flesh practically tickling her side. It seemed as though Pinkie never failed to brighten things up. Even when she was fat, and in the presence of a chronically disturbed individual. Pinkie Pie could lighten up anypony's day.

"SIIIIIGH", Pinkie wiped a tear out of her eye. She grinned widely at Starlight. She gently booped Starlight in the nose with a hoof. "I knew it."

Starlight blushed. "Y-Yeah...I...figured that you knew...I wasn't exactly subtle in my...a-arousal...in this current situation."

"Baaaw, it's okay Starlight! You have no idea what kinds of weird things I've learned about the ponies I've met! Especially the weird kinda parties I've been asked to put together! Heeheeheee...The truth is...we're all weirdos in some way. Heck, I know that some ponies definitely think I'm a weirdo! A weirdo who loves other weirdos! All the weirdos!...All around me..."

"...O...kay..."

"Let's just say, that you're not the only pony around here with an odd kink or two. And, I guess I was being silly about my weight, before. I mean...I just can't help myself, sometimes....Okay, maybe most of the time. I like food, darn it! I've been like this for as long as I can remember!...I-It's just catching up to me, now....is all..." It was Pinkie's turn to blush, as she lifted her gut with her hooves, and released the mass to bounce in place a couple seconds.

Starlight smiled awkwardly. "Well...I like it...obviously.", she tried to look sincere. "A-And, besides...Twilight and I can probably whip up a weight loss spell or something. If you don't want to be fat and have to diet to lose it, that is." Starlight's grin was rather forced as she regretted offering Pinkie a means of reversing her wonderfully rubenesque form. But, Starlight figured that she should at least try to be considerate, for once. Even if she really didn't want to be, at the moment.

"Weeell-Wait...What?!", the squeaky, rubber cogs in Pinkie's pink, fluffy head turned and skidded on hyper drive. "You mean...there really is magic that can just do that lip sucking thing, or whatever the celebrity ponies talk about, to make me skinny again?"

"I think you mean Liposuction?"

"Yeah, yeah! That!"

"Well, yeah. Kinda like that. It's typically rather obscure and complicated, metabolic delipidation through Matter Magic. More so than just sucking lard out with expensive medical equipment. The obscurity and difficulty of such spells, for most ponies, is the reason ponies are still willing to go to their doctors for such things, and usually with no small fee."

Pinkie raised her brow. "Okaaay...So...are you implying that I can get as fat as I want, and just get all that pudge magically removed whenever I want?"

Starlight fidgeted slightly. "Well...yeah...I guess so...", she blushed.

GROOOOOOOOOOOOOOWLLL

The monstrous moan of Pinkie Pie's egregiously greedy gut sounded off, once again. Not caring for all the idle chit-chatter and emotional dumping that has done nothing but prolong its need to feed.

Pinkie smirked, "Well, in that case, keep the sweets comin', sister! I'm wastin' away here!"

Starlight smiled crookedly, "Well, well. I guess you'll take any excuse to gorge, huh?" She patted Pinkie's tummy, "Eh, Piggie Pie?"

Pinkie grinned gingerly, "Eheheh. Just get on with it, Starly! I know you wanna stuff me up, good! ~ I'm a growing girl who's gotta eat, after all! ~"

Pinkie giggled and leaned herself onto Starlight a little more. Her flank squishing the unicorn's. Starlight blushed and bit her lip. The pink one was certainly growing on her, indeed. And, she was gonna make sure that literally continued. Her horn hummed and sparked with a lot more energy than before. A four foot tall, multilayered, chocolate, red velvet cake popped into existence. The base's diameter as wide as a carriage wheel. Pinkie drooled like a pony who thought she was a dog. She tried to lunge herself into the whole thing, but Starlight kept it out of her range. She whined like a sad dog, too.

"Ah-ah-ah! I'm the one who's gonna feed you. You'll probably inhale the whole thing if I don't. Let me have my pleasure as you get yours."

Pinkie sighed, but licked her lips and gazed at Starlight with lidded eyes. She inched her muzzle into Starlight's ear. "Okay, boss. I just hope you can handle and fill my tummy up, just right. Cuz, I'm not just any fat filly.", she licked Starlight's ear, causing her to shudder, "I'm the hungriest in Equestria." Her rather lecherous statement was punctuated with her core rumbling. Quaking both of the ponies in their seat. She opened her mouth wide. Really wide. And, just sat there. Waiting for something to fill it.

"Sweet Celestia", was all Starlight could mutter in her head. The mare's loins beginning to tingle. The humming of magic was her only response.

______________________________________________________________________________________________________

Within practically the blink of an eye, a glob of cake the size of a pony's head flew like a bullet into the pink pony's gaping maw. Her cheeks nearly struggling to contain it. Both of them becoming comically engorged. Like a chipmunk that overly prepared for Winter. Of course, this was Pinkie Pie we're talking about. She tended to defy some basic laws of reality. And, when it came to stuffing her face, this was especially no exception. She could probably fit anything in there. Some frosting was gushing out of her muzzle and dropping onto her belly. She chewed the mass for a few seconds, moaning in contentment. But, anything that Pinkie deems edible never lasts for more than five seconds within her head space. Let alone past her jaw.

"GUUULP"

Her cheeks deflated, and her throat inflated out as if she were some kind of frog-pony hybrid croaking. The sugar bomb landed and exploded within her gut, physically blowing it up like a hot air balloon with an overpowered igniter. Her belly certainly ballooned past her lap as she sat. Stuffed to a capacity that would make any other pony sick. "MMMMMMM", she licked her lips and promptly licked whatever frosting that fell out. She rubbed her tummy broadly as it gurgled; already dissolving and spreading the load of calories. Pinkie's stomach was certainly an anomaly that defied what ponies knew about the digestive system. She belched some of the hot air, from her balloon, out heartily. Visibly deflating as her legs rounded out ever so slightly.

Starlight could not help but grope and knead the pink dough. Taut, yet with some give. Her hoof sunk in a little more as the seconds went by. She could feel Pinkie's girth folding further into her very gradually as Pinkie moaned, rubbed, hiccuped, and belched. She wasn't kidding about her tummy's 'time of the month'. It was digesting at a rate which would probably only stave hunger for minutes, at most.

"We're definitely gonna start running outta space, here..."

Pinkie was physically widening in her throne. Her girth contesting more of the space between the armrests. Causing Starlight to shift accordingly. She was certainly feeling the increasing weight as the magically increased calorie count of the already rich dessert, combined with her metabolism, was fattening Pinkie up mid meal. She opened her mouth for the next absurd serving. Starlight wasted no time in indulging her gluttony as she became more and more enamored by it and Pinkie's accelerating growth.

The time between Pinkie devouring loads of cake and digesting them was shortening as time went on. Her momentum was increasing. She would only wait less than a minute before greedily inhaling more of the massive dessert. She was literally gaining pounds in minutes. By the time half the tower was gone, Pinkie had to have gotten thirty pounds heavier, at least. And, a few inches rounder on every portion of her body. Starlight was starting get a bit uncomfortable; still sitting as if she were supposed to be right next to her friend. But, her friend's plot was getting closer to needing the whole seat. Starlight was crossing her legs, at this point, and practically wedged into her corner. It was incredibly arousing to actually experience her fat feedee quite literally growing on her. But, she was starting to consider shifting to a more fitting position for this occasion.

"P-P-Pinkie..."

"OMPH-MMMMPH! GULP! UUUUUUUURRRRRRAAAAARP-daaah....Yeah, St-uuurrrff-Starly?" Pinkie's powerful releases and belly stuffing and gurgling was causing her whole body to jostle. Adding more to the erotic sensation that Starlight felt when pressed against her growing, pillowy piggy.

"I-I think I gotta move, here."

Pinkie frowned, "Aaaaaw-hic! I'm so sorry, Starly! My big ol' booty is starting to crush you, isn't it?", she blushed, "I was actually kinda worried about that, when I realized how fattening these magic treats were. Y-hic-You're really blimpin' me up, here. ~You sly pony, you.~"

For emphasis, Pinkie cradled her belly, both of her front hooves sinking into the underside of her gurgling disposal sac. Some gas blurted out of her lips from the action of lifting it. Pinkie had never been this heavy before. If she wasn't currently stuffed, her stomach would probably hang like one of her baking aprons. Covering her pink crotch, and flowing across her lap. It would probably be hanging slightly past her knees as she stood on all fours, at this point. Swinging like a cuddly, plump pendulum as she trotted. Her belly button had deepened to the point where a filly could fit her snout in there.

If her plot was wide before, it was excessively so, now. Her rump was nearly wide enough for her flanks to touch both armrests of her Cutie Throne. It was only getting there, at least. Her forelegs had thickened to almost look like mini hams. Her cheeks had dimpled, and could be seen with her own eyes if she looked down. Her neck had fattened to the point of officially becoming a little, second chin as she sat.

She released the flab, and it bounced heavily on her lap for multiple seconds. She belched, again, and sighed; grinning drunkenly with her eyes lidded and hazy. Her cheeks blushed some more, as she realized how big she was getting. And, how much her companion was probably enjoying it.

"Yep. I'm out and out fat, now...It's not so bad, actually. I feel all bouncy and cuddly! And, I like to make ponies smile, after all. Starlight is certainly a happy feeder. I ain't complainin'. MMMMM..."

She licked the stains of chocolate and frosting around her muzzle, completely enraptured by her gluttony.

"Oh, d-don't worry, Pinkie! I'm fine! If you'll just let me...", Starlight's horn brightened and hummed even more, and lifted Pinkie Pie in her levitating aura.

"Huh? Starlight, what're you-?"

Starlight shifted in the throne; stretching a little and sighing in a bit of relief. However, she was not getting up. As Pinkie, floated and was so suddenly taken out of her reverie, Starlight pacified her - for the time being - with more cake. Starlight felt the warmth of the indented portions of the cushion that Pinkie was sitting in. It made her tingle that much more as she prepared to feel a lot more of that warmth in a more comfortable, and much more arousing position. She could no longer revel in the anticipation of what she was going to do, as Pinkie gulped down her current morsel. Pinkie floated lower, and precisely centered to her throne. Then, Starlight suddenly let go. She watched that ass plummet from two feet above her, onto her lap.

"WHOA-"

PLOP!

Pinkie's body bounced and jiggled wildly from the impact. Her plot spreading, again, claiming her throne almost entirely.

"S-Starlight?..."

Pinkie felt some squirming under her voluptuous rear. She got a little worried, but also aroused as she certainly felt some rubbing between her doughy buns. Some wetness, too. And, not her own.

"Are...Are you alright, back there?", she mewled softly, despite her concern.

"UUUUUNNNFFFF...OH CELESTIAAA! MY BIG, FAT PIGGY IS RIGHT ON TOP OF ME!! I'm practically wedged in her crack, Gods...It's so warm; so soft; so heavy...But, not uncomfortable. Oh, no. Definitely not! Ooof, my pussy... OOOOH...I gotta try to reach around..."

Starlight first stuck her forelegs out from behind Pinkie's flabby back. Then, they clasped onto her form. She was trying to wrap her legs around as much of her tubby pal as she could. They stretched until the tips of her hooves were at the edges of Pinkie's cavernous navel. The legs massaged and groped; causing Pinkie to whine in pleasure. Some gurgling confirming her tummy's approval, as well.

Starlight popped her head out and gasped for breath, partially because of no air when her muzzle was squished into the back fat, and the poofy mane that was pushed against her. But, mainly because of her own growing arousal. She was beginning to pant with both exertion and ecstasy. She leaned her chin over Pinkie's shoulder and breathed her warm breaths into the side of Pinkie's head.

"~Hmmmmm~ You like it, don't ya?", Starlight whispered wistfully. "Me, helping you gorge like never before. My hooves all over you. ~Helping you make room for more.~ I certainly love it. And, I will fill you up with more. To your heart's content. Until you're too big for this throne. ~Maybe even bigger.~"

Pinkie was starting to get into all this as much as Starlight was. She was definitely pleased and turned on. Panting, herself. Causing her barrel to contract and expand with heavy huffing and puffing. Her tummy felt amazing under Starlight's hooves. Her great meal fulfilling her form that much faster and more pleasurably. She had become a slave to their soothing antics. Her body rippled and folded over them. Even the back legs - wedged and squirming in between her behind were most appreciated. She moaned until it became more guttural. Then, a roaring belch ripped throughout the Cutie Map chamber, rattling some of decorations.

Her gut had deflated. Gurgling and shrinking as her record breaking burp died down. She had almost fully digested all of the sweet, confectionery slop that had sat heavily within her core. Starlight certainly felt the pounds apply more pressure to her lap. Her front hooves could now touch each other, and excavate the cute gap, in the middle. Pinkie had to be nearly twice the weight she was, when she first barged into the chamber. And, there was still half a tower of magical cake floating, and ready to meet its fate.

"More...slurp...More! GIMME! GIMME! MORE, STARLIGHT! MORE!", Pinkie bellowed like a maniac. She flailed her forelegs; trying to grab the rest out of the air.

"~Of course, sweetie!~"

Starlight began funneling the rest of the mountain of cake into Pinkie's gullet. In a stream that she was swigging, as if it were a flow of liquid. A fluffy, chocolaty, very fattening liquid. Pinkie's eyes glazed over and closed. As it diminished in size, Pinkie's paunch expanded. Starlight could feel the mass push against her legs; driving them apart, once more. And, more significantly, than before. The weight climbed - along with Pinkie's gradually widening width. The calories scrambling to find their new home before they all even settled in.

"ULP-ULP-ULP-ULP-ULP-ULP!

Before long, the cake that could've fed a gala's worth of ponies had vanished. Along with some - a few dozen, actually - extra morsels that Starlight snuck in, when it was already gone. Donuts, pies, danishes - all added to the flow of hedonism. And, Pinkie's jaw and gullet never ceasing to glut until there was nothing else flying into them. Like a machine running on pure hunger. Within a dome that pushed against the edge of the Cutie Map, the glorious feast sat heavily. Almost enveloping it. All within one very greedy, very overfed mare.

"BRROOOOOOORRRP!! OOOOOOOOHH-UUUURRRRRRRRP!...SIIIIIIGH....Starl-uuuuurgh...Star...light...Hurf You...You're the besht...", Pinkie could practically only say under her breath.

Pinkie Pie had actually never been as bloated as she had been at this moment. Nopony had ever provided her with this much food. And, she knew that she wouldn't be done, after this. This gorge was not only reaching her limits. But, also expanding them. She felt like she could do this all day. Even at the cost of her mobility. She was definitely becoming a waddling, chair breaker - after this load finished. The pink mare cooed and rubbed her swollen abdomen. She was on a high. She could feel her fat rise like the pounds of dough and baked batter that she ingested.

Starlight was close to climaxing under her enormous friend. She could barely poke her head out without being smothered by some flab. And, both her back legs were completely swallowed by the mounds of butt. Starlight wanted to get Pinkie empty, and completely hungry again. So, she decided to cheat, using her own magic to accelerate Pinkie's metabolism even further than it's already impressive rate.

Pinkie Pie felt the tingling and churning as her gut deflated, and the rest of her fattened. She was going into the obesity range, for a pony her size. Her flanks squished against the armrests of the throne as she became empty. Becoming a little wider than two ponies sitting side by side. The plot cheeks becoming beach ball sized. Giving her a few inches of height, as she sat. Her cutie mark almost looking like standard sized balloons flattened against the flanks. Her belly stopped just touching the tops of her back hooves dangling over the edge of her seat. Also being almost as wide as her flanks, when sitting. The love handles pretty much supporting this. Her great navel was as big as a pony's hoof, and a three foot long shelf of belly fat that stretched from where she sat. Each foreleg was complete with bingo wings. Her back thighs rubbing together, under her belly hang. Pinkie's cheeks were permanently within her peripheral vision, they were so engorged. And, finally, her flabby neck had become a full chin that sat on her barrel's shelf. Poking out from under her snout as far as the tip of it.

"I might be wider than the front door of Sugar Cube Corner, at this point...And, I don't care..."

Pinkie Pie was officially the fattest pony in Ponyville. And, certainly on her way to being one of the most obese in the kingdom. She shifted a bit, as she felt wedged into the seat.

"Uh, oh. I think I'm stuck...And, the seats wet...I guess Starlight came..."

GROOOOOOOOOOOOOOWLLL

"Hungry, too. Starlight! You fine and dandy, under there? I want some more!"

"MMMMMMPH!", two purplish pink forelegs wiggled feebly against the side rolls. Now, they were only able to reach two feet across each side of Pinkie. Just barely enough to still grab a good majority of belly.

"I'll take that as a yes."

Suddenly, Pinkie Pie could hear some trotting. A door creaked, and a voice echoed off the chamber walls.

"Starlight! What was all that noise? It sounded like Spike on spam day. Is Trixie here, yet? It's been almost an hour, and-....PINKIE PIE!?"

"Uh, oh..."

Author's Note

Considering how long it has been since I've started this, and how long this part ended up being when I got around to writing more, I decided to spare people who have been interested in this since the start the wait. What better time to drop this than the day we gorge? The next part may be the last. Maybe not.