All Human. All aged up. Smut.

"PLLLLLEEEEEEZZZZZEEEEE Zecora! It's my only hope at this point!" Spike begged as the six and a half foot tall Zebra blood continued to ignore him. She walked across the small hut filled with assorted magical nonsense that she collected through her travels. The white haired mohawk wearing woman shook her head again before turning on Spike with a snarl.

"For the last time young man no! You cannot have some sort of love potion to slip into Rarity's drink so that she falls in love with you and so that you can finally lose your virginity!" She said before giving him a quick slap across the face. "And shame on you for even thinking of doing that! It is obscene!"

Spike pouted and sat back rubbing his stinging cheek.

"I liked you better when you rhymed." He complained only to flinch when she threatened to hit the small thin delicate young man again. Spike scooted backwards. He felt so powerless! He was eighteen now! Rarity was in her mid twenties! If he didn't move fast then the magic using fashionista would be off the table and he would be totally up shits creek!

"You remind me of this amulet Spike." Zecora said as she plucked a small wooden box off of the highest shelf and put it on the table in front of the young man. "Look at it."

She shoved it under his nose. Spike glanced at it in confusion. It wasn't super interesting, small, red, on a thin black chain. It had a pretty glow but that was about it.

"How do I remind you of this?" He asked as she sat crosslegged in front of him. He tore his eyes away from her large succulent tits. They were so round and soft looking. With thick black and white tattoos over her dusky chocolate skin. He wondered what her nipples tasted like? They were certainly long enough to have a flavor. They stood out a solid inch from her skin! Making small mountains in her clothes.

"The story of this amulet is one of terror and power. A man took a hold of this amulet and used it for nefarious purposes. It made all of his deepest dreams come true." Zecora said putting the amulet to the side and leaning forwards to cup his face. "Do you understand what I am trying to say young man?"

Spike looked at her in confusion for a few seconds before rolling his eyes.

"Don't tell me the magic is inside of me the entire time or something dumb like that?" For that he got another firm slap across the face. He was going to have red cheeks if she kept this up! He sniffed as he fell back onto his back and stared up at her. She shot up swiftly and pointed down at him. She looked like a vengeful thundercloud.

"You are too caught up with this! Move on already! Accept that you won't get your dick wet from this girl and just get a life already!" She snapped. Zecora turned around on her heel. Spike glowered at her back before glancing at the amulet. If that story was true....and it could give someone great power....

"Welp! You're probably right! I'll leave you to it then! Thanks for all of the help Z!" Spike said grabbing the amulet and quickly ducking out of the hut that sat at the edge of town. He quickly sprinted out of the enchanted forest, amulet box under his arm. He chuckled to himself. Sure he might not have gotten the love potion that he wanted but he got a cool amulet and box! He knew that Zecora made the stupid love potion too! She sold it in a massive cauldron to all of the love sick women of the town! It was downright obscene how she would let everyone else have some but not him!

"She must have it out for me for some reason. Wonder why." Spike said as he walked through the town square. It was a nice blue day. With the sun shining and people going about their business. He paused as he passed the Botique that Rarity owned and worked at. He felt a sigh escape his lips. Man he wanted to go in there and confess his love to the gorgeous purple haired woman who owned and ran it.

She had a curvy figure, hips like a goddess, thin waist, she worked out, she cared about her figure, was good at dressing, knew her way around her body, she was hot, most of all, he liked the size of her tits. He shook his head. He knew he was a pervo but he never realized that he was that bad!

The town bell tolled the hour and Spike swore. He had to get back to the palace on the other side of town. Twilight Sparkle's parents were coming over for a dinner tonight along with some other members of Twilight's family. And Spike had to clean the entire place. And cook dinner. And prepare the guest bedrooms.

"Man what am I their slave?" He grumbles as he took off running as fast as his green sneakers could carry him. Spike got to the large impressive crystal palace just in time. He skidded inside and breathed a sigh of relief. He just had to get to work before-

"SPIKE!" Twilight Sparkle sprinted down the staircase and tossed him a pile of streamers as she went past. Spike caught them as the taller bustier woman practically jiggled past him.

"We need to get to work! You're so late! What took you so long! Stop daydreaming and put that ugly necklace in the library on the east wing! My Dad is going to be here any minute now! My Mom is already chilling in the library and we still haven't finished!" Twilight shouted as Spike staggered under the sudden load.

"Why can't you just magic this stuff up?" He complained as Twilight tossed her long purple hair with a giggle. As if he was being incredibly stupid.

"Don't be stupid Spike! Magic can't create stuff! It needs to be hung by hand! Dumbass!" She chided before she ducked around a corner. Spike sighed before he moved the amulet to the library and got to work hanging all of the ribbons and other pieces of party planning things.

"This sucks." He grumbled as he got to work. "Just like the rest of my life."

"This sucks." Twilight Velvet. Mother of one of the most powerful women in the known world complained as she took another sip from her red wine. She sighed and put her book to the side. She had been stuck in this room for what felt like hours! And all her daughter had done was rush around and neglect her. And meanwhile her husband was who knows where doing who knows what with who knows who. Twilight Velvet sighed in defeat. She was only forty five! She should be out there living it up! Instead she was stuck reading a book and waiting for her daughter to notice her.

Spike had been in a little while ago, just long enough to toss a wooden box onto the nearby desk and then sprint out to keep on decorating. Muttering about how unfair his entire life was the entire time. Not even bothering to say hello to her!

And here she thought this was advertised as the nicest, friendliest town in the world!

"Twilight you work that boy too hard." Velvet said shaking her head in amazement. At this rate Spike would probably quit and try to find a better job somewhere else. Velvet glanced at the box again before she shrugged and stood up. She didn't feel like reading anymore. And who knows, maybe the box held the answer to all of her prayers.

She clicked across the tiles to the wooden box and picked it up. She shook it. Opened it and gasped.

"Oh! What a lovely jewel!" She said in delight as she picked it up and admired it in the light. It was a blood red ruby at the end of a black chain. She glanced around nervously. She knew that she shouldn't wear something that wasn't hers....But just one quick second wouldn't hurt right?

Twilight Velvet took the amulet from the box, held it carefully and then slipped it onto her neck. She smiled and rubbed it. It seemed to give off a warm glow like a fire. The fire slowly grew brighter and brighter before fading. Twilight Velvet blinked in confusion before she rubbed it in confusion.

She turned to glance at the nearby mirror that was placed on the wall. She blinked. Something was wrong. Her head....It felt....So....Very.....Thick!

She groaned and gasped before moaning. Her breasts! They felt so thick! So heavy. She moaned and gazed down in shock. They were growing! Before her very eyes! They were growing! She gripped her sweater and with some difficulty pulled it off and tossed it to the side. It was suffocating her! Her cheeks felt so hot! Her entire body felt like it was on fire! Or wrapped in thick wrappers of cotton!

"My...my...." They weren't breasts anymore. That was too politically correct. Too cutesy. Women had breasts. But what she had....these were....

"My tits." She said breathlessly groping them and holding them up. A surge of electric pleasure flowed through her like fine wine.

They turned from their already impressive DD cups to DDD then FFF then III! And soon she couldn't keep track! Her bra strained, the fabric stretching and then groaning before snapping. It flew across the room and hit the wall with a crack. She gazed in amazed delight. She knew she should be scared but instead she was just so horny! And amazed! And....and.....eager.....

She groaned as her fingers sunk into her tit meat. Her nipples were like a pair of thick pink donuts, her nipples sticking out like lewd eager thumbs that needed some sucking! Her hair exploded around her head, dangling down to her ankles in a mane of thick purple curls. Her lips ballooned into a pair of eager smiling BJ lips. She gasped, her tongue sticking out and licking them.

Her eyes rolled in their sockets like a horse in heat. She groaned and brought her hands down, her belly was still a little soft, but also juicy....cute in a fertile old maid way. She groaned and took an unsteady step forwards. Her lower body was taking hints from her upper body. Her thighs ballooned outwards, her hips gave a wiggle and her skirt expanded and tore. The tearing of fabric from her panties turning into a thong and then snapping right off, the elastic swishing through the air, filled the room.

"Oh my! Oh my gosh!" She said as she took a step and her legs shot out from underneath her. She grew a foot in a second! She leaned against the cool mirror and rubbed her aching warm hot front against it lewdly. She groaned and ground against it. Not knowing why she felt so horny. Why she couldn't control her body. Why she couldn't control herself!

Gazing back from the mirror was a stranger. Not Twilight Velvet but a big breasted, big bootied, long legged, wild haired harlot with lips thick with drool and a dumb slutty looks in her eyes.

"MMMM. You look good naughty girl. What do you want? A thick hot throbbing cock? Someone to play with? Yeah you're a dirty girl aren't you? I can tell that you want to get out there and cause some trouble right hot stuff?" She said teasingly running one of her new super long fingernails down the mirror. She wondered just who would be the lucky stud that would get the first chance to screw her big bootied self?

She hoped that whoever it was also had a massive cock and wasn't afraid to put it to good use.....

Spike walked into the library grumbling under his breath with some cleaning rags under his arm.

"Sorry Velvet I just need to get in here and do some quick cleaning and-WHOA! HOT MAMA!" He shouted at the top of his lungs dropping his mop and bucket and rags in shock. His cock instantly went from flaccid to burning red hot erection in just a few seconds. That wasn't Velvet! It couldn't be! She was so tall! And big! And had a pair of tits that looked like they could break a table if she dropped them on it!

Twilight Velvet giggled playfully as she cupped her booty and grinned.

"Hey Spike! Don't you look ravishing. I've never noticed just how cute you've grown up to be." She said teasingly as she dropped to all fours and rapidly crawled towards him. Spike backed up, kicking the door closed behind him as he stared with wide eyes and slack jaw as she reached him. Her head came up to his chest she was so tall even on all fours.

She sat back on her ass, her thighs and legs pressed into her super comfortable super big booty that wiggled beneath her. She hooked her fingernails into his pants and with a flick of her wrist actually tore them off. Her smile grew as she blushed a bright red. His massive meaty man cock flopped forwards and smacked her right in the eye. She licked her lips and then cupped his dick.

"Whoa! HOHOHO! Spike! You've been holding out on mommy! What a dick! I bet you are so proud of it too!" She said teasingly as she gave the cock head a kiss, then a slurp. And before Spike could stop her she was deep throating him. His cock was tickling the back of her throat! Spike moaned as he leaned forwards and held her head in place as his hips began to move instinctively. He didn't know how she was doing it but just from sucking his dick he felt like he was caught up in a watery vortex!

"V-Velvet!" Spike cried out as he felt his thick hot massive throbbing cock get pulled down her throat. She was on cloud nine! Her mind blank! The only thought in it was fuck fuck fuck fuck fuck fuck, on repeat! Just the need to suck and lick and fondle and fuck until she couldn't move!

She pulled back with a gasp of shock and slapped her forehead with the heel of her hand.

"What am I doing! You can't cum down my throat!" SHe said in amazed shock as if that was the most obvious thing in the world. Spike gazed in shock at her breasts, they were bouncing with every move she made. Like they were made out of pudding or something!

"I-I I can't?" Spike moaned. His cock felt like it was sucked clean. As if he had never properly washed it before. Twilight Velvet giggled flirtatiously as she gripped him by the shoulder.

"No silly." She said as she flipped him around. Spike yelped as he found himself on the floor with Velvet hovering over him, her arms wiggling, her perfect blemish free skin seemed to shine. He could see the amulet he had stolen from Zecora glowing in between her breasts.

"Hey that's mine! I stole it from Zecora fair and square! I mean I bought that from Zecora! It's mine!" He said he felt pathetic whining to the much older woman. But he couldn't help it! If this amulet was this powerful that it turned Twilight Velvet into a godlike milf then he needed it!

"Oh I'm so sorry honey! Here let me keep it but I'll pay you back for it." She said as she slowly slipped his cock inside of her. Spike tried to keep his mind in control. But the instant that magical pussy slipped his cock into it....Well then he completely lost his mind! Spike moaned and gripped her thighs, arching his back and fucking inside of her with all his might! He groaned, his entire torso began to grow beads of sweat as he strained to hold his explosive cum back! He groaned and gasped before wincing as a single long sharp fingernail flicked his balls. He shifted, they felt different. Still full of baby gravy but not with the same insistent need to explode outwards anymore.....

Then he gasped as his cock expanded and doubled in size, going from a respectable eight inches to twnety four inches in just a few seconds. All the blood drained from his brain and heart, going to his cock to keep it hard, and firm, and impossibly thick!

"Good! Now you can keep up with my libido you cute little thing!" Twilight Velvet said before going ara-ara over and over again. She was humping up and down on Spike's cock. Fucking him inside of her. Moaning and shaking. She wiggled her hips and groaned, bringing her hands back to run them through her thick hair. Even just touching her hair was too much stimulation! She was going to go insane at this rate! This dick fucking in and out of her, these small strong hands holding onto her like she was a boat in a storm.....

Velvet leaned forwards and pressed her thick hot senstivie lips to Spikes. His tongue instinctively flicked out as he moved one hand to the back of her head and deepened the kiss. The other hand firmly squeezing her ass cheeks.

'They're like balloons. No....Like Beach balls! I've never felt anything so big and soft before!' Spike thought as he shivered and moaned. He pressed his cock head into her unprotected pussy and let loose a torrent of cum. It splattered inside of her, leaked to the back of her womb....and she groaned. In disappointment.

"Hmmmmm.....I'll have to work on the magic to keep you harder longer. And make more cum! I want buckets not cups!" She complained before the two heard footsteps running up the stairs. Twilight burst into the room. Glanced at her mom for a second, her eyes looked glassy and unfocused.

"Mom! Spike! Come on! Shiny and his family are here! Dinner is in thirty seconds!" She demanded before sprinting back out of the room. Velvet giggled at her daughter's retreating form.

"MMMMM. Twily is cute. I think I'll fuck her soon." She stood up and snapped her fingers a short skirt that didn't even cover a third of her ass appeared from thin air. And then a tube top that would have been more appropriate on a woman a third her age materialized out of thin air. Spike gazed in shock. He thought that magic couldn't just create stuff out of thin air! How was this possible? How magical was she now?

"Well what are you waiting for Spikey? We need to get to dinner!" Velvet said as she marched from the room. A pair of eight inch high heels appearing, her booty wiggling one way then the other. She hip checked the doorframe hard enough for it to crack. Spike blinked before standing on unsteady legs.

"Oh man. I think I might have screwed up. I wonder why Twilight didn't notice?"

Author's Note

All aged up. All humans. Review. More smut coming. Any ideas for future chapters would be appreciated.