Version: 1
Contains: nothing

Upscale watched curiously as Rose worked her way through a plate of eggs, a bread roll, and a small pile of raw sunflower seeds. Not that it was an entirely unusual breakfast, but that was just it. He knew she was a changeling and everypony knew changelings ate love, sucking it out of clueless ponies like mosquitoes. So why was she eating such a normal breakfast? His staring did not go unnoticed. Probably because he wasn't touching anything on his own plate in the meantime.

"What?" Rose asked innocently.

"You're eating."

She blinked, her eyes narrowing in confusion. "Yes. Why aren't you?"

"But," he babbled, "why are you eating?"

She glanced around the Screaming Goat which was currently experiencing the breakfast rush. It was filled with ponies all loudly talking over each other. Laughter from the corner turned some eyes and ears. Rose leaned forward and spoke quietly.

"Changelings have to eat physical food too."

"Huh?" Upscale honked. Weird. He'd never heard that before. "You have to?"

She hummed confirmation. "Physical food for the body, mental food for the mind. If we don't feed on love, or other positive emotions, we slowly go insane." Her explanation was quick, to the point, and sounded a bit rehearsed. Like it was old news that had been repeated a million times. With that Rose returned to her breakfast. Likewise, Upscale looked down at his own and lazily poked his cooling eggs.

After shaking on their deal yesterday, Upscale had slunk back to his apartment to think about what it was he had just agreed to. Rumors of what changelings could do were rampant, but they all agreed to three things: they were shapeshifters, masters of deception, and love gave them power. Love wasn't just food for them, it was the source of their strength. At least that was the rumor. Upscale had studied his ceiling for hours weighing what that might mean for his partner Rose. Assuming his pictures gained popularity and Rose was propelled to stardom, what would all that "love" do to her? Would he effectively be making a monster?

However, her dismissive explanation just now gave him a touch of hope. Maybe it was just a rumor. Love to a changeling might just be a second necessary type of food. And eating more didn't make you stronger, it made you fat. Why wouldn't the same apply to changelings and their love diet? But if that were true, why did Rose seem so determined to be his model?

It was impossible to guess her motives. To guarantee a feast whenever she wanted? To acquire tremendous power? Heck, maybe she just dreamed of being famous. Upscale considered simply asking, but she would obviously lie if her intentions were indeed bad. So there was no way to be certain he wasn't creating Equestria's next big villain.

All so he could have some massive ass to drool over.

He sighed as he continued his meal with Rose, giving up the mental war. This was all speculation anyway. There was always the possibility his fetish wouldn't take off. That Rose and him would never be more than that weird duo who's pictures inevitably came at the back of the magazine, when every stallion had already spent his load.

But at least with Rose he had hope and a chance.

She finished off her breakfast by downing an entire glass of orange juice in one go. She gasped in satisfaction then smiled at her male companion. "So when do we get started?"

Upscale paused, fork midway to his open mouth. She was even more eager than he expected. "We need to shoot sometime within the next four days. So, as soon as you can get some time off."

Rose seemed a little puzzled by that. "I set my own schedule. I'm available at any time."

Upscale blinked at her. "What about your boss? Did you warn him about this?"

Now Rose was staring. "Boss?"

The stallion gestured with his muzzle to the bar where a large gray earth pony was collecting a pegasi's bits in return for a plate of something steaming.

Rose snorted with amusement. "Steel Tack isn't my boss. He just doesn't care as long as the rooms are paid for and clean when my business is done."

"Oh. So are you ready to go, say, tomorrow?"

Rose couldn't help it. Her excitement flared. "Why not now? Go get the camera, make me big, and start snapping some shots right here!"

Upscale quickly waved his hooves as though trying to disperse her enthusiasm. "Whoa there girl, slow down. We don't have the bits for something that wild yet."

The fire would not be quelled so easily. "I thought you shot photos to make money. Why would it cost you?"

He grunted and rolled his eyes. "Permits. We can't do any shooting inside a town or city, at least of the macro kind, without permits. Roads would have to be blocked, traffic diverted. Big ponies have big hooves. Someone could get hurt and the authorities would probably not appreciate the sudden appearance of a giant mare in the city in various sexual poses. They need a warning first."

Rose began to feel the rush sink into disappointment. No looming over little city ponies today. "How long will it take us to get there?"

"To shooting with skyscrapers behind you?" He rubbed his chin in thought. "Several months at least. Assuming we get good pay and a steady rise in notoriety every week..." he droned off.

Rose whined. "Oh come on. Let's just go for it."

Upscale scoffed, but a smirk began to form on his muzzle. Her energy was starting to rub off on him. "Believe me, I'd love to set you loose. But I have two good reasons we can't."

"Why?" she demanded with a grumble.

"First, getting unwanted attention from authority types would be bad for both of us. If we break the law or get wrapped up in a lawsuit, and somepony starts digging, they might find out about you."

Rose's ears snapped to the sides of her head and she frowned. She was immediately calm. "That... is a very good reason."

"Second, you need practice being a giant. I know the idea of being big is really cool and all, but I know what can happen if I blow you up too much too fast."

Her head tilted at that. "What could happen?"

"Collateral damage." The seriousness of his tone and face made Rose shift uncomfortably in her seat.

"How do you know that?"

"Experience."

"How bad?" she dared to ask.

He sighed, then looked her in the eye. "Rose, I don't want to crush your spirit, but take this seriously. Please. My power is dangerous. It is incredibly easy to... hurt somebody with it. Do you understand?"

Rose liked to fool around. If changelings had had special talents her real cutie mark probably would have had something to do with teasing or practical jokes. The bedroom was her favorite place in the world for a reason. But she was mature enough to know when it was time to put the games away.

Rose nodded solemnly. "I understand Upscale."

He nodded in return. "Please don't get upset. This is supposed to be fun and I'm hoping we can really... do stuff together, you know?" he implied shyly. "But while we're playing around, we have to be careful. When I make you giant you will become MUCH stronger. Rose, at the larger sizes I can get you to, even walking will tear up roads and shatter windows. Our fun could leave others miserable, even ruin their lives."

The mare's gaze fell to the empty plate in front of her. "Mr. Upscale. As a changeling, I get my love by pleasing stallions. Whether that's kinky sex, a relaxing massage, or just listening to their thoughts. I make others feel good. It's what I do." She lifted her head. "I promise I won't abuse your spell."

Upscale thought about that for a while. The breakfast crowd began to clear out. Ponies were going to work. Still the two sat there, taking each other's measure. Then he bowed his head to her in acknowledgment.

"Okay," he muttered. Then Upscale said it again louder and while tapping the table. "Okay, that settles that. Tomorrow we go to our first shoot."

Rose watched as a delicate smile began to form on his lips. It made her smile back.

"Oh!" he suddenly yelped. "Who are you going to be?"

Rose was caught by surprise. "What?"

He pressed. "Are you going as 'Rose' or are you going to make a new identity?"

"Oh," she chuckled. "I thought about that a lot and I think it'd be best to stay 'Rose'."

Upscale squinted at her as though trying to read her mind. Then he shrugged. "Okay. I guess we can get into alternate identities some other time. Anyway, that means I should probably get red yarn to match your mane. No, that might blend too much. Maybe a green scarf would match your eyes..." his voice petered off.

Rose's ears perked and realization dawned on her. "So where should we meet and what is the first shoot going to be like? And what scarf?"

Upscale went wide-eyed. Then face-hoofed. "Sorry. For the first shoot we should probably meet here then head to the train station. We're going to the fields around Canterlot. There's this nice little spot with a tree by a fence, it'll be perfect. Away from anything we might be afraid of damaging, yet still a structure to help see scale in the pictures."

"And the scarf?"

He grinned. "The only clothing you're going to have. Cheap, easy to make, easy to scale, easy to play with."

Rose quirked a brow at that. "Wait, you're going to make it yourself?"

"Yeah," he said simply.

"You can sew?"

"Knit."

"Why?"

"When I was a colt I didn't know if I wanted to be a fashion designer or a photographer, so I picked up skills for both," he justified defensively.

"You're going to knit me a scarf?" she smirked.

"A big scarf. That you're going to hide your privates with," he stated matter-of-factly.

A bright red blush lit up Rose's entire face. She was not prepared for a comeback of that level from this pony. "You can't just say that," she hissed.

Upscale beamed, proud he could make her squirm. "Tomorrow I'm going to take pictures of your giant pussy. So go ahead and make fun of my knitting."

Author's Note

*Behind the Scenes*

This chapter was brutal. I have never spent so much time typing and ended up with so few words. I could not for the life of me get the dialog right. Like, I originally had Rose go on this long pointless explanation of how changeling biology is different from pony biology when Upscale asked her about eating. I just cut all that crap. Like, what? Is she a doctor? How does she know all this stuff? She is supposed to be just an average changeling, would the average pony be able to give you a complete medical breakdown of the digestive system?

I got to admit I might have jumped too early when I published the intro. I hadn't really given too much thought to who these characters were going to be, so I suddenly had to figure it out. For starters: I had to decide if this story was going to lean more serious or more silly. Both have their pros and cons. If the story is more serious, I can play with the physics of scale and the dangers therein, something I am personally passionate about. I find science interesting. But if I go for a whimsical tone, the story is more fun and it's easier to throw ridiculous sex games in.

I decided I wanted a story that leans slightly more serious. Leave the wild fun sex to short stories and one-shots. Long running stories should explore character and conflict more. Not that there won't be fun in this story of course.

With that settled it was time to nail who my characters were going to really be.

Inspiration for Upscale came from a story called Integration by Hetzer. Not an MLP story, you can find it on furaffinity.net if you care. The main character of that story is a young traumatized soldier desperately struggling against his PTSD to be a part of "integration" as humanity joins a macro space furry galactic empire. It was a tear jerking adventure that tugged far more heart strings than it had any right to. I want to try incorporating something like that with Upscale. NOT that he has PTSD, that would be FAR too extreme, but I intend to make him a character with a bit of emotional baggage tugging on his shoulders.

Then there was Rose. Originally I wanted to play with the idea that she was evil and could not be trusted. Then I had a revelation: that would be the STUPIDEST plot ever. For one, it has been beaten to utter death. Every author that has ever used changeling characters has done that. It's BORING and predictable. Second, it would make no sense. I've already established to any reader with a brain that Rose has found a symbiotic relationship with ponies. She is a prostitute that fulfills pony desires in order to EARN love. Why would she have evil intentions after a lifetime of being an, arguably, good person? So I decided to lean her more towards the mischievous and lustful type, with hints of adventure seeking. I also decided the reader should have access to her thoughts later on, which also meant I had to really think about what being a prostitute must be like. That... got weird for me. Never really thought about that before.