Spike tried to ignore his shaking hand as he brought his soup spoon up to his mouth and slurped loudly. Twilight Sparkle shot him an angry look. If she was any closer she probably would have kicked him under the table. But she was closer to where her Dad and sister in law Cadance were sitting and talking. Spike was at the end of the table sitting beside Flurry Heart in her cute little baby high chair. And Directly across from Twilight Velvet who was daintily eating her soup and occasionally looking up and smiling at him with a coy look in her eye.

Spike gulped down some more soup and tried to ignore her. It was hard though. Especially since she had grown to be around six and a half feet tall with a pair of tits closer to the size of watermelons. Not an ounce of fat hugged her sides, strong powerful abs were decorating her body. She had slender arms, a mane of hair down to her purple high heels, thick juicy blow job lips that could suck a bottle cap off. And tits that overflowed from her top, they leaned against the table and could make for a fantastic cushion. And shining at Spike from between those glorious orbs was the amulet that had started it all.

A magical device he had stolen from Zecora that was going to give him everything that he wanted but now was just chilling between Twilight Velvet's massive massive tits! It was mocking him! And it had given her this absolutely smoking body that just by looking at it gave Spike an erection that could shatter diamonds!

The only thing that he couldn't figure out was why no one else seemed to notice the change in the woman. After all she had grown in more ways then one and everyone was acting like she was the same old good natured mother that she had always been! Spike would have been curious if he wasn't so aroused and wasn't freaking out over the fact that Zecora could find out and ruin him any second! He had to get that amulet back, before it affected her too much.

It had already boosted her powers to a massive degree, giving her the unusual ability to create clothes out of thin air. (And she needed them, her figure was impossibly large and juicy and bouncy now, she would need a bedsheet for a sundress) Which was definitely something magic couldn't do!

Spike gulped again as he chugged down some more of the soup that he had to make for dinner. Twilight was working him like a slave today to make sure that everything was going perfectly for her parents and brother and sister in law and niece. He wondered just what she had in mind for the game night that was going to happen after dinner.

"Oh Spike? SPIKE!" Twilight Sparkle snapped at Spike who sat up straighter his spoon clattering beside him and making the baby on his right giggle and clatter her own spoon. Twilight Sparkle was smiling widely, forcing a joyfilled look on her face which meant that he had missed her call his name a few times before.

"The main course? Please?" She said forcefully. Spike nodded and stood up as Twilight went back to talking to her father and Cadance. As if he had already left her mind. He was just a useful tool for her to use as she wished. Spike rolled his eyes. She could be such a overworking B-word sometimes.

"Oh Spike dear. Let me give you a hand." A voice said coyly behind him. Spike jumped as he felt a hand grip his shoulder and another one the back of his neck before he was forcefully walked from the dinning room, out into the hall and into the nearby kitchen. Spike turned around to protest only to have Twilight Velvet grip his chin and pull him into a deep tongue filled kiss. She squatted down a little and moaned as her entire body tingled. The amulet gem glowed a deep dark red as Spike gasped. His hands digging into her tits like they were some sort of soft dough that he could knead to his wishes.

"V-Velvet." Spike groaned out as she cupped his cock and rubbed the tip with her thumb. Her fingernails were longer, sharper, like claws on a cougar.

"Oh sweet lovable handsome young stud. I've been eyeing you all dinner. I've had my appetizer. My main course is right here." She cooed in delight as she got onto her knees, her face was still at belly button level and she had to go a little lower to slip his dick from his pants.

"B-but they'll hear. They're in the other room!" Spike protested. He protested feebly though. He wanted this. He needed this! He felt like he was under some sort of crazy lust spell! His entire body quivered with horny anticipation! He knew that she was hot, and they had just made love a little while ago. But his dick was hard again. He wondered if she had anything to do with that. After all she had done some sort of weird magical shit to it just a few hours ago.

Twilight Velvet licked her lips eagerly as she panted in front of the massive dick. Spike blinked in confusion.

'Did this thing get fucking bigger?' He blinked in confusion. It was insane! It was almost the length of his arm and the girth of his wrist the entire way down. How was this even possible? Was magic really doing this right now? His balls were sore and full, like coconuts but instead of milk it was tasty tasty thick sperm. Twilight Velvet grinned and kissed his tip, he moaned before leaning backwards against the counter.

"They'll hear us!" Spike growled out again. Twilight Velvet rolled her eyes before snapping her fingers with a grin. Spike noticed a dark purple and red glow filled the room.

"There! Sound proofed!" She giggled in delight. Spike blinked in confusion. She could do that? How? He knew that he should be concerned, scared even, he wasn't though. He had known Velvet his entire life! And she was married! And so much older then him! And yet he didn't care! He wanted her to suck him off, he needed her to suck him off. Deep in his mind there were two Spikes fighting, one was encouraging him to fuck the gorgeous full figured milf squatting and cooing in front of him. The other was desperately attempting to talk him out of it.

So he did the one logical thing. He told the wimpy one to shut up and turned his attention to the gorgeous woman in front of him.

"I...I....Velvet?"

"Yes dear?" She said in delight cupping and rubbing his cock in delight.

"Fuck me? Please?" He asked desperately. His mouth was wet with desire. His legs were burning and he felt a fire alight in his core.

"Of course. But first Mama Velvet want's some nice hot thick sausage." She said as she kissed his cock head and then began to go down, and down, and down. Spike stared at the top of her head in wide eyed shock, she was totally deep throating him! With zero trouble! She was just going for it! He moaned as she crammed more and more of his dick down her throat. He felt like he was tickling her stomach!

And all she was doing was bobbing her head in easy effortless thrusts. Saliva was dripping down her chin, coating his dick, making his nuts dance and bounce. Spike gripped the counter with a groan, his knuckles were turning white as his shirt stuck to his torso. His stomach felt funny, he pulled it up and stared in shock as he slowly gained abs. A six pack, it made his thin slick figure look a little bit more macho. He smirked before shaking his head.

Why was it so hard to think clearly? Besides the obvious that she was gulping down his dick like he was a lollipop.

"Are you doing this?" Spike asked Twilight Velvet as she opened her eyes and slowly pulled his cock out from between her lips. It came out with a pop and he shivered, a long string of precum connected her bubble lips to his dick head. She gripped his cock shaft and gave it half bored gropes, slowly rubbing it up and down with her dainty feminine hands.

"HMMMMM. I don't really know. Maybe? Who cares? You are so cute that I could just eat you up. You are just too sexy!" She said in delight. She snapped her fingers and a bright flash filled the room. Her clothes were gone, not even a scrap of clothing clung to her broad hips, full tits and large succulent ass cheeks. Spike gulped. A thin film of sweat was across her body.

She winked at Spike before she clambered to her feet. She had on six inch purple high heels that went up her knees and calves. Spike gulped, his dick was between her thighs, shaft rubbing against her dripping wet pussy lips.

"Want to get to the main course now? I could go for something wet and tasty." Spike said, his hand gripping her ass cheeks and his face sinking between her tits. His mind was a fuzz, like it was filled with cotton. He couldn't control himself. He felt like he was some sort of animal in heat! And she was the fertile animal that he had to fill up to bursting!

"Oh you know it cutie pie!" Twilight Velvet said. Her eyes were wide and bright. Spike looked into them in concern. There was no recognition there. She did not entirely remember him. He could tell. He was just a dick to her. She probably didn't even remember practically raising him. Being there for his thirteenth birthday, teaching him to swim.....Nothing that a woman like her helped him with.

He didn't know whether to feel excited or turned on. This amulet was powerful! It could do anything! Even apparently totally rewrite a persons personality!

Spike felt his hands move up her sides, cupping her breasts and hefting them as much as he could. They jiggled before him, full, slightly wet, and so very heavy. He had to use most of his strength to keep them up! Velvet placed a heel on the counter beside him. He gulped, his cock head was so close to her pussy entrance. With a smooth little twerk of her hips she took the tip in. Then she moved again and a little more slipped in. Spike groaned and gasper.

"Oh god! So good! You're so! MMM! Tight! And hot! And wet! Andmmmmm! TIGHT!" He groaned again as she chuckled in delight.

"You already said that big boy." She cooed as she rubbed the back of his head. Spike groaned as his hips moved on their own. Thrusting in and out of her. Faster and faster. Groaning and gripping what he could. Her long thick pink nipples were pressed against his nose. He reached out with his tongue and flicked it. He might as well have flicked a light switch. Velvet groaned and shivered in amazement. Her eyes widened and seemed to glow pink. With tiny hearts appearing in them.

Spike did it again and Velvet's cry was even louder. Spike's dick worked it's way into her lower lips. Pounding slippery and quickly. Her drool, his precum and her anticipation was natural lube. And he was exploiting that to the best of his abilities. He gasped and grapsed her harder. His cock was pulsing deep inside of her. Her pussy lips were gripping onto him like he was a floatation device in a flood.

"MMMM! OH! YES! JUST LIKE THAT! OH BABY! SO BIG! MMM! You're so big baby!" Twilight groaned. Spike gasped in response. Her other heels came crashing down onto the counter and Spike yelped as she bounced on his cock. Her head was tossed back. Spike shivered and strained under the added weight. She wasn't fat she wasn't even all that big. But Spike was still not super muscular. And her booty cheeks and tits increase added a bit more heft to her body.

Her eyes glowed again as did the rest of her body. Spike stared in shock as her hair shimmied and floated around her body in thick curls. Like living purple snakes that moved around the duo. Spike gulped nervously. She was so hot! He didn't know how much longer he would be able to take it!

He groaned and flung her around. Velvet yelped in delight before she felt her butt cheeks get slammed onto the counter and give it a firm hard crack. She dug her nails into Spike's shoulders and began to let out long cow like moans. Bellowing like a deer in heat. She was shaking in his grasp and Spike was pumping harder and harder into her. He couldn't control his hips! He wondered if he needed an exorcists! He had never felt this out of control before!

A hand came up and he spanked her ass. Velvet paused and stared at Spike. He paused mid thrust half in and half out of her. Her pussy lips were massaging his dick still, and his balls were tight, almost ready to sploosh inside of her.

She slowly smiled a shark like grin.

"Naughty boy." She teased booping him on the nose. "Now spank me again and fuck me harder." She ordered. Spike's dick got even harder then before! He didn't think that was possible! He shot to attention, dick touching a hardly touched part of her pussy making her moan.

"Yes Ma'am!" Spike said as he began to plunge harder and faster into her. Hand pulled back and spanking her hard. She yelped. He spanked the other ass cheek leaving a thick hot red hand print making her yelp again. His eyes were glazing over, his jaw tightening. Twilight Velvet's tongue was dangling from her mouth as she groaned and gasped. Eyes crossing.

"More. More! MORE!" She ordered. Spike was trying his best to keep up. He didn't know if he would break or not! The counter took another crack from her hands as she gripped it and squeezed it dangerously tight. Spike's hands dug into her thighs as his cock speared into her. Splitting her in half!

Twilight Velvet moaned and gasped, she tilted her head back as her orgasm washed over her hot and fast. Spike was soon after her. His cum spurted out of him like a rocket. Pounding deep inside of her awaiting pussy. She yowled and shivered. Her bellow caused the very top of the roof to shake a little. Spike blinked in amazement. The after glow was wrapping around him. His dick oozed out of her. His cock was thick and hard still and coated in their juices.

And Twilight Velvet reached down and grinned, she pooled some of his cum in her palm and sucked it down. Sighing in amazement.

"Tasty." She said before gripping his dick. Spike yelped. His balls tightened again and he moaned in amazement. She was forcing him to cum again! Just coaxing it out of him like she was a snake charmer! And his seed a cobra!

Spike gazed in slack jawed awe as his cum floated out. Twilight Velvet's finger tips glowed and he saw it arc out of his dick hole, float above them and then splatter onto the dinner he was going to bring out.

"Wh-what are you?"

"Let's let the others taste your thick hot tasty seed alright baby?" She said cutely. Spike nodded numbly. Her breasts were heaving, a little red blush forming around the nipples.

"Hey are you two okay? Do you need any help?" Cadance asked walking into the kitchen, the door swinging closed behind her. She turned, eyebrows raising and eyes going wide. Spike gulped, there was no way to explain this! The door swung closed and gave Cadance a firm spank on the ass making her stumble in.

Her jaw dropped and then Spike groaned again. Twilight Velvet was chuckling, holding his dick like a water pistol. He yowled as another thick hot shot of his cum splattered out, flew through the air like it had been shot from a gun, and splattered right into Cadance's mouth. Her cheeks swelled up, her eyes widened and then her eyelids half closed. Her legs went weak and she moaned before gulping hungriliy.

"Hole in one!" Twilight Velvet chortled before standing up and walking to the half asleep princess. "Better get that dinner ready stud. Twily and her dad are probably hungry."

Spike picked at his food, it was hard to be interested when he could see his seed pooled across the top like a thick white sauce. Velvet was eating away heartily. As was everyone else.

"Wow Twilight. This is delicious! You outdid yourself! And this sauce!" Night Light said as he sopped some more up in delight.

"Oh that's all Spike's doing dear." Velvet said coming to Spike's defense. He gazed in amazement. Before blushing. She giggled. Twilight frowned and looked between the two of them. Something was off but she couldn't put her finger on it.

It was a testament to the power of the amulet that she didn't even notice Cadance groaning and wiggling in her seat, her breasts starting to glow and overflow her tight form fitting dress. And they were already TripleF's. By the end of the night who knew how big they would get.

Author's Note

A review would be cool. I've got a general idea of where this is going but if people have thoughts/things they would like to see feel free to tell me! Will try to include them! Enjoy. More smut is coming.