Just as Fluttershy’s ballooning form disappeared around the bend in the trail, Twilight paused to tilt her ears. She heard a voice, somewhere in the distance, singing. The voice was one Twilight couldn’t place, but her words were Pinkie Pie’s:

“She’s an evil enchantress, and she does evil dances...”

“Hello?” Twilight called out. “Zecora, is that you? I know we didn’t start off on the best hoof, but—”

A loud snap drew Twilight’s attention to a tree only ten feet away—and the cloaked silhouette emerging from behind. Startled, Twilight squawked and backed away a few steps. As she left the path, her hind hoof felt nothing but air, and she fell backwards, tumbling down a steep hill.

Twilight finally stopped rolling and sprawled on the ground, disoriented but unhurt. The trees of the Everfree loomed ominously over her, and the fog was so thick that she couldn’t even see the hill she had just come down, let alone the path through the forest.

And a set of striped legs stood before Twilight.

“Do you wish to befriend me on this night? Your friends all fear me...” Zecora leaned down, until she was muzzle-to-muzzle with Twilight. Her lips twisted into a dangerous smile. “...and they’re quite right.”

Everything was a blur. Somehow, Twilight was on her hooves again, and running. She wasn’t running towards anything, just away from Zecora. Trees emerged from the fog, zipped past, and disappeared again as Twilight pushed herself as fast as she could go.

She spotted a circle of trees that looked like a good hiding place, and she dove inside. She listened for the sound of pursuit and heard nothing; she carefully peeked around a tree and saw nothing.

Zebra hooves grabbed her rear and squeezed. “She’s an evil enchantress...” Zecora chanted.

“Aaack!” Twilight tried to buck her away. Her hooves met nothing but air, but at least the grip on her rump ceased.

She ran again. After fleeing for a few minutes, with no sign of pursuit, she took shelter in a ditch.

Hooves stroked her belly. Twilight was not resting on dirt, but atop Zecora. “...your tummy she enhances,” the zebra continued.

“Eeep!” Twilight flinched so hard, she bolted several feet straight up in the air, then she zipped away at near-Pinkie speed. She took shelter behind a thick log.

There was a small hole in the log, barely a hoof’s width. Zecora’s head and neck popped out of the hole, and she whispered into Twilight’s left ear, “She fills you up, till you can’t fit in your pants-es...”

Then she blew. Her warm, wet breath rushed down Twilight’s ear, filling her chest and expanding her torso a few inches.

Twilight bolted again. She felt like she’d gulped down several lungfuls of air and couldn’t breath it back out, but that didn’t hamper her running. A rocky outcropping appeared ahead, and Twilight hid behind it.

A pile of small rocks rested on the crack between two large boulders. The rocks shook, then scattered as Zecora’s upper body emerged from the crack. “Bigger and bigger, her little ponies expand-ses...” she whispered into Twilight’s right ear before blowing again.

Twilight raced away, moving slightly slower than before. Her belly was swollen so much she looked pregnant, and it brushed awkwardly against her legs as she ran.

Forget it! Twilight thought. Every time I try to hide, she finds me. So I’m just going to keep running!

She tripped and fell.

Twilight sprawled on the forest floor, her puffed-out barrel squishing slightly beneath her. There was a small puddle on her left, less than a foot away. The surface rippled, and a gray-and-black head emerged from the water.

“Too round to walk, or canter or prance-es...” Zecora whispered once more. Yet again, she blew into Twilight’s ear, her breath swelling the unicorn further. This time, Zecora didn’t stop until...

“Gaaaaaa...!” Twilight pulled away and rose awkwardly to her hooves. She tried to run again, but wobbled and barely caught herself before falling. Her torso was swollen to twice its normal width; she could only stand with her legs at an awkward angle, and she could only move by waddling. So waddle she did, as quickly as possible away from Zecora.

Without any sound of hoofsteps, Zecora was in front of her. The zebra paralyzed her with a piercing stare and an unwholesome grin. “Soooo...” Zecora leaned forward until her nose was inches from Twilight’s.“Watch out!”

Zecora kissed her. Twilight’s eyes widened as those soft but strong lips pressed against her own, forcing her mouth open. Zecora’s breath was a spicy flavor that Twilight couldn’t name, but all the tastier for it. And then her breath was a rushing wind, inflating Twilight even further. Twilight felt the pressure building inside her, the stinging sensation as her skin stretched. She tried to pull away, but Zecora held her tight with her forelegs, breathing more and more air into her. Twilight beat her hooves against Zecora’s chest, once, twice. Then—fwoomp! fwoomp!—her forelegs filled with air and stuck straight out, then her hind legs did the same. She was helpless now, puffed up to twice her old height and still growing larger.

Zecora had downright impossible lung capacity, and she filled Twilight relentlessly. The unicorn frantically tried to move her legs, but those puffed-out limbs could only waggle a few inches—and even that freedom decreased as they sank into her ballooning sides. Larger and larger she grew—to three, then four times her old height—until she dwarfed the zebra inflating her.

Finally, Zecora stopped blowing and pulled away, clamping one hoof over Twilight’s mouth before any air could escape. Zecora smiled at her work. The unicorn was a purple balloon now—just over six times her old height, with her legs sunk halfway into her round torso. The unicorn balloon stared back at Zecora, wide-eyed, between cheeks inflated to the size of softballs. A blush lit up nearly her whole face.

Zecora removed her hoof.

“Phbtbtbtbtbtbtbtbtbtbtbtbt...” Twilight flew into the sky, propelled backwards by the air rushing out her mouth. She bounced off the tops of the tree canopies; she twisted and turned and made loops in the air as she went. “Phbtbtbtbtbtbtbtbtbt...”

Twilight had shrunken almost halfway back to her old volume when she heard crashing water. A waterfall was nearby, and loud enough to be heard over both the wind rushing past her and the wind rushing out of her. Then she dipped into a clearing in the forest. The old Ponyville water tower lay on its side in the middle of the clearing, abandoned after its use in pacifying that Ursa Minor. Twilight’s inflated rump smacked into it with a loud Bwooong! and enough force to knock the roof off the tank, sending both flying in opposite directions.

Twilight continued deflating, circling the clearing and bouncing off tree trunks until she was nearly back to normal size. “Phbtbtbtbtbtbtbtbtbtbtbtbt!” The last gust of air propelled her into the canopy, where she came to a stop in midair. Twilight shook her head and looked around—feeling the embrace of thick vines all over her body as she did. She was tangled in them, hanging belly-up, at least a hundred feet above the forest floor. The vines splayed her fore and hind legs, and they curled around her her body: her torso, the dock of her tail, the base of her horn, even between her haunches. They were softer than Twilight expected of a jungle plant, and covered in soft fuzz, but they held her so tightly she could barely move.

Nearby, the water tower’s lid landed with a loud clang of metal against rock, and the noises of the waterfall intensified.

More worryingly, there were hoofsteps approaching. Twilight twisted her neck to look down—the movement making all the vines shift and slide along her body in a most distracting manner—and saw Zecora. The zebra had a tall ladder balanced sideways on her back, and she looked straight at Twilight as she neared the tree line. “If your plight you wish to improve,” she said, smirking, “then it would behoove you not to move.”

Twilight resumed writhing, pulling against her bonds with all her might. There was enough slack to move each of her legs just a little—but when she pulled, that just shifted the nest of vines surrounding her. If she moved her right foreleg, that pulled her hind legs further apart. If she moved her left foreleg, then one vine brushed gently against her right cheek, her belly, and her teats. If she moved her right hind leg, the vines around her chest tightened like a hug, and another loop tightened around the base of her horn, sending a pleasant jolt of magic straight into her brain. And when she moved her left hind leg, a vine pulled her tail up, while another brushed tantalizingly up and down against her loins—sending an entirely different sort of magic into Twilight’s brain.

And as luck would have it, that was the leg with the most slack—and thus, Twilight’s best hope of escaping this predicament. So she went to work, kicking and twisting that leg, ignoring as best she could the pleasurable rubbing down there. It was something she would just have to put up with until she could escape. Her back arching, her face flushing bright red, her eyes half-lidded, Twilight wriggled her left hind hoof closer and closer to freedom. Sometimes one of her other legs would twitch, causing a vine to massage her teats or squeeze her horn—Twilight would just have to put up with those as well.

Down below, Zecora bent to pluck a dandelion stalk, and gently blew on the seed head. The seeds scattered and drifted in the air—but one in particular caught a sudden upward gust. It drifted towards the unicorn entangled in the vines overhead. The seed hovered briefly over her writhing, sweaty body before falling. Its descent was a lazy, meandering arc—that ended right on the most sensitive spot on the tip of Twilight’s snout. Twilight’s eyes shot open. “Ah... Aaaaah...” She wrinkled her nose and tried to resist the tickling sensation, all four of her legs vibrating from the effort. “Aaaaah...” She shook her head, but that feathery seed refused to leave her snoot.

“Aaa-chooooo!” Twilight’s sneeze convulsed her whole body, made her legs flail chaotically, and thrust her backwards. The binding vines shifted and twisted around her, tightening and rubbing in a full-body massage that just prompted her to wiggle and flail even more. More and more vines clamped around her ribs and belly, or rubbed between her hind legs and under her tail. There was more of Twilight covered by the tendrils—and subjected to their thorough ministrations—than uncovered.

As Twilight panted and finally came to rest, she realized a few things. First, that she was even more tightly bound than before; second, that her horn was glowing red-hot and had burned away the vines around it; and third, that she was a very silly pony for not remembering her horn sooner. With an embarrassed grin, Twilight fired a bolt of magic at one of the vines binding her right forehoof. It snapped immediately, and Twilight sank slightly without its support—causing every single other vine to slide a few tantalizing inches along her. A dreamy smile spread across her face, as she shot another bolt at another vine, with similar results.

The next few minutes passed in a blissful haze of slicing through vines and getting a near-full-body rubdown with each one. Finally, only two vines remained: one each on her left hind hoof and her right forehoof. Still dazed, Twilight failed to notice that the right-hoof vine was wrapped around a tree branch nearly a hundred feet to the side.

So when she cut the other vine, she suddenly found herself swinging to her right. “Whoaaaaaa!” Twilight was sailing through the air, straight towards a rock wall. And as she did, the sound of falling water grew even louder. This was the waterfall she had heard all along, only now there was a disruption: the water tower’s lid had lodged itself into the rock wall, upside down, in the ideal spot to catch all the falling water and form an impromptu funnel.

Too late, Twilight realized the vine was swinging her straight towards the narrow end of the funnel. “Whooaaaa—umph! Ulp! Ulp! Ulpulpulpulp...” Her mouth squeezed tight around the same makeshift nozzle that had fed the Ursa Minor—and she began gulping down enough water to satisfy an Ursa, as the entire output of the waterfall poured out the nozzle and down her throat. Twilight’s rump and haunches filled with water, swelling to twice, then three times, then four times their old size in a matter of seconds. Her belly’s inflation only trailed slightly behind.

All the while, Twilight stared, wide-eyed, at the funnel she was hanging from. She finally roused and clapped both forelegs at the funnel’s underside, attempting to push herself off the nozzle. Her bloating form jiggled and shook from the movement, but between the shoving and her own weight, Twilight slid her lips almost an inch down the metal surface. Then she felt two spots of pressure on her rump—enough to slide her back up the nozzle, even farther than she was before. It was Zecora. The zebra was balanced on her hind legs, atop her ladder, and with her forelegs she pushed up on Twilight’s rump—holding the ballooning unicorn in place to inflate even further.

“Off this funnel, you shall not sink,” Zecora said, still with that smirk on her face. “I vow you’ll get enough to drink.”

“Mrrrrrrrrrrm!” Twilight groaned, scowling as best she could with her cheeks inflated and her lips wrapped around a massive nozzle. She shoved against the funnel again, to no effect. She tried to kick at Zecora, but her belly was so swollen with water—and growing larger by the second—that it pushed apart her equally-bloated haunches, so she couldn’t reach the spot directly beneath her tail anymore. Twilight wobbled from her futile struggle until—Gloosh!—one of her hind legs filled with water and stuck straight out. A second later—Gloosh!—the other hind leg did the same. Both legs inflated to twice as thick as before, stiffening beyond Twilight’s control.

“Mmmmmrrmm?” Twilight glanced nervously at her forelegs, still desperately pawing at the funnel overhead. As she shoved against its metal surface one last time, she felt the pressure and stiffness building inside those limbs. “Mmmmmmm!” Gloosh! Gloosh! Both her forelegs swelled as thick as her hind legs and splayed out, of their own accord.

Twilight had been filled with eight times her volume in water by now and (having forgotten about her horn, again) was now helpless to do anything but inflate even further. Her backside was bloated largest—her haunches and rump cheeks swelling into a pair of watery globes that were already beginning to swallow her hind legs—but her belly was close behind. And not just her belly, but her entire torso was rounding out as she filled ever larger. Underneath, Zecora continued holding Twilight in place, while slowly lowering her forelegs to give space for the purple water balloon to inflate further. Even so, Zecora’s hooves sank deeper and deeper into the unicorn’s increasingly bountiful rump, even after she stepped down one rung of the ladder.

More and more water Twilight gulped down—thirteen, fourteen, then fifteen times her own weight. She’d already drank more liquid from this nozzle than the Ursa Minor had that night, and the water just kept pouring. Her thick, puffy legs sank slowly into her sides as she bloated larger than the water tank had been. “Mmmmhhhmmmm...” Twilight moaned into the funnel as it continued pumping endless gallons of water into her. “Mmmmmmmm!”

Zecora now had her forelegs spread wide and her head lowered, holding Twilight’s massive backside with her shoulders, much like ancient Atlas carrying the dome of the sky. Of course, Twilight wasn’t that large yet—but at the rate she was inflating, she was bound to catch up. As the pressure grew inside Twilight—and as the ballooning unicorn butt pressed harder against Zecora, squishing around her legs, shoulders and head as it swelled larger and larger—the zebra stepped another rung lower on the ladder.

The flow of water was inconsistent: sometimes it surged, and sometimes it slowed. But even at its slowest, the waterfall pumped many gallons per second into the unicorn-turned-water-balloon—enough that she’d already swallowed thirty times her old volume. And with each gallon, Twilight could feel every square inch of her skin stretch, maddeningly. Rounder and rounder she grew as she inflated—her bloated torso had swallowed her legs over halfway already, and even her neck was beginning to sink into the fat globe of her body. As her face squished between cheeks swollen to the size of cantaloupes, Twilight’s eyes darted back and forth, desperately. She tried to flail her legs one more time—but the puffy appendages, sinking deeper into her ballooning sides, could only waggle feebly a few inches. Her inflating body sloshed from the movement.

As luck would have it, Zecora was stepping down one more rung at that precise moment. With only one hoof on the ladder, even that slight wobble from the bloated mass above was enough to knock Zecora off-balance. Her hoof on the rung slid right off, while her free hind hoof desperately flailed for something solid to stand on. Zecora’s chest landed on the top step of the ladder (the one with the “This Is Not A Step” warning), hard enough to knock the air out of her lungs. Then, before she could suck another breath in, that massively inflated purple unicorn butt landed atop Zecora. The zebra flailed her back legs and tried to push against the ladder with her front legs, but found herself pinned in place by Twilight’s water-filled mass—squeezed tighter and tighter as Twilight continued swelling.

“Mmhhmmmmm!” Twilight groaned. Even with Zecora no longer supporting her, that ladder was still enough to hold the ballooning unicorn in place on the funnel. The waterfall surged—but didn’t decrease, and the boosted water flow pumped Twilight up even faster than before. She blasted past the sixty-times-her-old-volume benchmark and sped towards seventy. Her legs sank deeper into her ballooning sides—now only her thickened hooves were still protruding. Her neck had likewise disappeared, swallowed by her body; her inflating torso was pressing up against her swollen cheeks, to squish her face between them even more. Larger and larger her entire body bloated, pumped relentlessly larger by the endless flow of the waterfall.

Underneath, Twilight’s enormous backside pressed against Zecora, tighter and tighter, as it grew. Zecora was completely surrounded—below, by the ladder, and on every other side, by the water-bloated unicorn squishing around her. And the pressure from Twilight only increased, until at last air began leaking out Zecora’s mouth with a faint hisssssssss, squeezed out by the weight from above. Which was odd, because Zecora didn’t have any breath in her lungs (somehow, she was unharmed by this development), yet Twilight’s ballooning weight forced more and more air out of her, compressing the zebra flatter and flatter. Beneath Zecora, the ladder creaked ominously, its feet sinking into the river’s muddy bottom.

Twilight inflated to over one hundred times her old size, gulping down uncountable gallons of water, even faster than before. With a quiet sloshing sound, her bloating torso finally swallowed her hooves completely; now, just in-folded divots marked the spots on her massive, curved form where her legs had been. Twilight’s head had sunk partially into her huge globe of a body—the inflated mass that had been her back and shoulders now squeezed her cheeks and forehead, squashing her mane against her scalp and brushing the side of her horn.

But if Twilight remembered her horn now, she was mentally in no condition to use it. Sensations flooded her brain, much like the water flooding her body. As every inch of her stretched further and further to contain the volume pumping in, her skin felt like fire—but the endless frigid water filling her was enough to counteract that, to make the ever-escalating pressure inside feel good. And the larger she inflated, the more sensitive she became. As she gulped down over two hundred times her volume, every wobble and slosh across her bloated mass—every ripple and current of the growing lake inside her—was a massage to rival Ponyville Day Spa’s best. And the ladder below felt as good as Lotus or Aloe’s hoof as it pressed into Twilight’s inflating rump.

“Mmmmmm...” she moaned as the ladder creaked under the pressure of her increasing weight—the wooden legs bent inward slightly, and the purple water balloon wobbled from the slight motion. In between the bloated unicorn and the ladder, that slow hisssssssss stopped as Zecora was completely flattened. She was now a paper-thin zebra shape, folded into a zig-zag pattern as the ever-growing weight above pressed her into the ladder’s steps. The ladder itself sunk a little deeper into the mud below, but not nearly enough to relieve the pressure from Twilight’s body, four hundred times her old size and still growing—so the ladder groaned and buckled further under her titanic weight.

As Twilight grew, the world shrank around her. There was just her, stretched beyond all rational limits (and then some); the hundreds of thousands of gallons churning and sloshing inside her like an impossible liquid massage; the waterfall and funnel pouring even more into her, pumping her larger with no end in sight; and that ladder, utterly minuscule in comparison to her immensity—five hundred, then six hundred times her old volume—but making her wobble most pleasantly every time it bent under the pressure of her unrelenting inflation.

Her eyes were wide open, lit up with a confusing mixture of excitement and fear—yet her field of vision grew smaller and smaller as her torso squished around her fattened cheeks, over her horn, inflating further and further. Her head was over halfway swallowed by the massive globe of her body, and sinking deeper as she gulped down seven hundred, eight hundred times her volume. “Hmmmmmmm....” she mumbled, her voice muffled not just by the funnel pumping her larger, but by her own bloating torso as it crept up the side of her muzzle. “Mmmrrrmmm!” Her helpless moans were barely louder than the creaks of the ladder as it bent further beneath her. “Mmmnnmmm! Mmhhmmmm!”

Twilight sank into darkness like a soft blanket, as her body completely swallowed her head. She was just a purple balloon now—over a thousand times her old size, filled with an Ursa Minor’s volume in water—squished between the funnel on top and the ladder below. The only remaining signs that she had once been a pony were her cutie mark, stretched as tall as three or four adult ponies, and her tail, a minuscule tuft of hair just above her vast rump.

“Mmmmmmhhhhhhhhhrrrrrrrrrmmmmmmmmmmmmmmmmmmmmmmmmmm!”

With one final groan, the ladder snapped—leaving the gargantuan Twilight simply dangling from the funnel as she kept inflating. Zecora, now just a paper-thin zig-zag shape, fell from the spot where the ladder had pressed into that massive backside, and fluttered slowly down to the shallow river below. Once she landed, she groggily shook her head, then sucked in several lungfuls of air—enough to inflate her back to her normal proportions.

Zecora chuckled and said, “Now that was strange, I must confess. Perhaps this game went to excess?”

“MmmmmmnnnnnnmmmmMMMMMMMMMMMMMMMMM!”

Zecora stood up—and the tip of her mane brushed against Twilight. The unicorn was still directly overhead, and still gulping down water, looming ever closer as she bloated larger and larger. Zecora gulped, then ran to the side.

With another screech of metal against rock, the enormous funnel slid out of its gouge in the cliff face. It, and the monstrously inflated unicorn still attached to the nozzle, seemed to hover in the air for a second before plummeting. Twilight shook the earth as she landed, sloshing wildly from the impact. Zecora almost reached safety, but was squashed once again beneath Twilight’s bloated mass—this time, at least, her head and forelegs were free. And as luck would have it, Twilight landed just right to continue catching the waterfall in her funnel, which was still shoved deep into the divot where her head had been—so she continued swallowing gallon after gallon of water, expanding even larger.

Zecora groaned as she wriggled to free herself from beneath Twilight’s inflating mass. With her forelegs, she pulled herself away, but it was slow going, as she barely outpaced the unicorn’s expansion. For every three inches Zecora crawled out, Twilight’s body spread two inches over her. Every movement of Zecora’s sent another jiggle rippling across that enormous purple globe. At last, with a Pop! the zebra pulled her haunches free—by then, Twilight had added another two hundred or three hundred times to her total volume—and that shook Twilight enough to set her rolling away from Zecora.

Twilight rolled out from under the waterfall, finally giving her a well-deserved rest from further inflation.

And then she just kept rolling—away from Ponyville and towards the center of the Everfree, bowling over every tree in her path like she was the largest, purplest cannonball ever.

Author's Note

The waterfall scene here was inspired by scenes from two of Pablote’s fics, “The Sun and Moon Are Harsh Mistresses” and “Sombra’s Game”.