Adventures at Bonnie’s Place

Chapters

Bonnie’s Place
Twilight’s first lesson
Canterlot Catering
Intermission with Fluttershy and Twilight
Intermission 2: In which Fluttershy does a thing and schemes
Late Night Visitor

Bonnie’s Place

In Canterlot above a newer, but popular adult eatery Bonnie’s Place its owner the cream colored unicorn Bonnie Delight bent over her desk balancing the books and working out her profits and losses for the month. Her deep green magic glowed around the pen as it scribbled away. She yawned and stretched her legs making her ample flanks and plot jiggle slightly from the motion. Years of eating well and often had left the mare with a rotund figure, many a colt and mare friend having added to it on occasion when they decided to take the plunge down her throat. Vore being a lifestyle she greatly enjoyed and others did as well, her eatery serving adult clients in that very lifestyle. Her staff and volunteers offered themselves up on the menu in many forms. Bonnie’s talent in transmutation spells had made her business very lucrative and some pretty important ponies very happy.

A panicked knock on her door drew the mare from her ledgers and with a flick of her horn the door unlocked and swung open.

“Miss Delight Miss Delight, we have a problem!” A panicky mared rushed her hooves dancing on the hardwood floor as she tried to stay in one spot.

“Calm down sug, and tell ya Mama Bonnie what’s wrong?” Bonne rose off her haunches and trotted to the mare giving her a calming nuzzle.

“Oh oh its that plothead Prince Blueblood at it again,” The mare grumbled and stomped a hoof, “he came in with the Princess’ party and grabbed one of the servers that was off menu and and—“

Bonnie Delight didn’t need to hear the rest. In a dead sprint the larger mare thundered down the stairs from her loft apartment and office to the restaurant proper. She burst through the kitchen door nearly bowling over a cook as she stormed into the dining room. There at a toppled table with a bulging struggling stomach was Prince “Plothead” Blueblood. He belched loudly and gave his belly a firm smack to try and quell its struggling.

“Quit struggling you whiny peasant, you should be honored to be a meal for our royal personage.” He huffed and turned his snout up. “The nerve you have to resis—“

His rant was cut short as Bonnie’s mountainous plot collided with his head and slammed it against the wall. The impact caused her voluminous flanks and plot to jiggle like jello as they hit the wall around Blueblood’s head. Her weighty cheeks left a peach shaped impression on its surface as she pulled away. Blueblood was reeling from the peach bomb and his eye rolled in their sockets as he slumped to the floor. Bonnie quickly pressed against his stomach with her hind legs aiding her employee struggles up Blueblood’s throat. The stallion emerged covered in slime and saliva gasped for air and quickly crawled away, hiding behind Bonnie.

“Run up the stairs and use my bathroom to clean up sug, Mama Bonnie will be up to check on ya soon.” Bonnie gave the cowering stallion a smile and motion toward the kitchen door. The earth pony gave a shake nod and sprinted off. Bonnie turned toward the still reeling prince and glared down at him.

“That’s twice in a month ya plotheaded feather brain. Which means your sorry royal behind is mine.” Bonnie’s horn flared to life as her magic lifted Blueblood into the air. The irate unicorn stomped across the general dining area, her other customers giving her a wide berth, a few chuckling at Blueblood’s expense. The rotund mare pushed her way into a private dining suite at the back of the room and bowed slightly. Seated at the center of the room flanked by two guards was princess Celestia and a lavender unicorn mare. Bonnie had seen her before with the princess but never caught her name.

“Sorry to barge in like this, your highness, but your nephew did it again.” Bonnie dropped Blueblood in a heap in front of the royal table. As the prince started to rise and protest Bonnie’s ample plot silenced him and kept him pinned to the floor, his protests a barely heard muffle up her creamy rump. Celestia sighed and paused in mid bite of a pegasus mare’s flank. The mare’s body had the look and smell of cake, one of Bonnie’s more popular enchanted meals. Celestia finished the bite, drawing a stifled moan from the cake-mare and frowned as she chewed.

“I’m sorry for this Miss Delight, between last time and his recent behavior at the gala I am at a loss with my nephew’s behavior.” Celestia spoke between chews, each one making the cake-mare squirm and the unicorn at the table blush.

“Normally I turn customers like this into gobstoppers and keep’em stuck in my guts for a week, but he’s a royal so…” Bonnie motioned toward Celestia.

“You wanted to make sure I wouldn’t protest.” The princess finished and swallowed. “Sadly I think its best you turn my nephew over to me… but in a form you feel appropriate.” The princess gave Bonnie a knowing smile as Blueblood struggled under her plot.

“Well you are partial to lemondrops aren’t ya your highness?” Bonnie smirked and rose off her unwilling seat. She turned to loom over the royal pain in a plot and her horn flared with her magic. She touched her horn to Blueblood’s head as he tried to crawl away. The instant her horn made contact, its deep green glow spread over his form, with a sudden pop and flash of light in Blueblood’s place lay a small lemon drop bearing his cutie mark. She quickly levitated it over to Celestia.

“Princess you’re not really going to…” The lavender unicorn was stopped as Celestia snapped up the lemon treat that was her nephew. She sucked on it loudly and rolled it in her mouth for a few moments before gulping it down. The lavender unicorn stared at her in silence.

“Don’t worry, my spell will keep that plothead safe and sound inside the princess’s guts for at least a month before he is passed along naturally.” Bonnie laughed. “He’ll turn back into a pony when he exits.”

The lavender unicorn looked between Celestia,
Celestia’s belly, the cake-mare, and Bonnie. Bonnie could practically hear the gears grinding in that lavender head.

“What is going on?” Celestia's companion said at last.

“Twilight Sparkle this is Bonnie Delight, her restaurant caters to those that enjoy the Vore lifestyle which is mainly consuming other ponies for fun.” Celestia punctuated her statement by taking another chomp out of the cake-mare’s flank, who promptly collapsed in murmurs of pleasure. “Of which I am one, my student.”

“Wait, this is a real mare? Is she okay?” Twilight gestured frantically to the cake-mare.

“Yes she’s real and she’s okay sug.” Bonnie chuckled and nabbed a lick of frosting. “Mmm, delicious too. My spells will make her reform in the staff after the Princess is finished with her meal.”

“R-reform?” Twilight looked between the three of them. “I don’t understand this place.”

“Miss Delight, would you mind giving my student a tour and explaining things to her.” Celestia smiled patiently but eyed the cake-mare on the table.

“No problem sug, you just enjoy your meal and give that nephew some company.” Bonnie smiled and headed for the door motioning for Twilight to follow. As the door shut behind them there Celestia gave a low giggle and the cake-mare moaned loudly.

***

Bonnie hummed to herself as Twilight followed her through the dining room, it had a homey feel and decor to it with warm soft tones of reds, browns, and dark yellows. A few celebratory pictures of Bonnie and staff members with famous ponies from opening night a few private event since then. She smiled at her customers and checked on a few tables as she headed toward the kitchen.

“So.. Twilight was it? I’m sure you have a lot of questions for Mama Bonnie about this place.” Bonnie held open the kitchen door and motioned the younger mare inside. “Go ahead and ask away while I show you around.”

“Oh right…” Twilight trailed off as she entered the kitchen, the backwalls lined with walk-in freezers and ovens, a few cooks worked at their stations prepare some regular food along with ponies-turned-food or just a handful of normal ponies ready to be served coated in various sauces and spices. “What is all this and what is vore?”

“This is my kitchen, we use some spell invented by yours truly to make a vore dining experience safe and delicious for everyone involved.” Bonnie nodded to one station where a few staff members were being shrunk down and tossed into a salad. “And vore a lifestyle and an ability some ponies are born with to eat things a lot bigger than normal food and enjoy doing it to living beings.”

“Wait so why haven’t I heard of it until Celestia brought me here?” Twilight looked around and watched the spells being cast with wide eyes. “Shouldn’t everypony know about this if Celestia can do it?”

“Well… no, see sug the ability is rare, and only slightly more common among mares than stallions, but we’re talking maybe one in every few thousand ponies, even less realize they have it.” Bonnie stopped at a door labeled Staff Room and listened for a moment. “And only recently had my spells actually made it safe.”

“What do you mean safe?” Twilight gave her an incredulous look.

“Ponies don’t normally come back from being digested and turned into flank fat and plot padding.” Bonnie gave her considerable backside a smack. “So until I made the spells work to bring ponies back it was all hush hush.”

Bonnie pulled the Staff Room door open revealing a dimly lit room that looked like a barracks of some sort. Simple beds were arranged in neat little rows with rune carved plaques on each footboard. In a dim flash of light a pegasus mare appeared moaning in a bed. Twilight’s eyes went wide as realized it was the cake-mare from Celestia’s table.

“So now ponies can eat or be eaten in my business and still go back to do it again?” Bonnie motioned to the pegasus. “Isn’t that right Lemon Patch?”

The blonde pegasus sporting a kite cutie marked bite her lip and nodded as she climbed out of the bed.

“I think the Princess really likes that cake spell on me, she orders it whenever I’m on shift.” Lemon Path shivered for a moment and her wings popped open before relaxing. “Not that I’m complaining, she tips well and that mare knows how to eat.”

“Wait so, you felt all that?” Twilight asked, blushing.

“Well the spell makes it so it doesn’t hurt and feels good. All the food spells do.” Lemon Patch said “It’s a fun time and best job I’ve had.”

“Thanks Lemon sug, now you go clock out your shift ended a few minutes ago.” Bonnie smiled.

“Sure thing Mama Bonnie, think the princess would enjoy a bellyrub?” Lemon Patch asked rheatorically over her shoulder as she left.

“So why did the Princess bring ya here to begin with sug?” Bonnie asked, looking over the plaques and inspecting the runes.

“Oh I said I was having issue with transmutation spells.” Twilight said watching Bonnie work. “She said the owner was talented with them.”

“What kind of issues?” Bonnie raises an eyebrow at her.

“Umm I turned a frog into an orange frog hybrid…” Twilight admitted. “I’m the Element of Magic so I should be better.”

Bonnie gave a soft chuckle and patted Twilight on the back. “Well don’t worry about it now, I’m sure I can give ya some pointers sug and since you’re The princess’ student I’ll even let ya eat here for free once a week.”

“Uh thank, but ummm.” Twilight leaned in and whispered. “I can’t eat ponies like that.”

“We serve normal food too sug, now why don’t you head back to the princess while I go check up on my server that nearly got ate.” Bonnie said with a smile. “We discuss lessons and what not later.” Bonnie waited for Twilight to leave before heading upstairs.

Moments later Bonnie knocked on her loft door before opening it slowly.

“Gin-tonic you okay sug?” Bonnie called out as she entered the room.

“I-In here Ma’am” The stallion called from her bedroom. She found him huddled in a corner with a thick downy quilt wrapped around him.

“I-is he gone?” Gin-tonic asked, pulling the quilt tighter around him.

“Yes and no sug, he's currently a lemon drop stuck inside Princess Celestia's guts. We won’t see him for a while.” Bonnie said sitting down on her bed not too close to him. “So why don’t you tell me what happened?”The stallion nodded and took a breath to steady himself.

“I was going to a different table to take another party’s order. Had on my “Do not eat” name tag and was about to head to the kitchen to place the orders.” Gin-tonic paused and shivered.

“I feel someone tug on my tail as I pass by their table. Not the most polite way to get my attention, but I turned anyway. As I turned I ran into Bell Blossom as she was carrying out a drink tray and it must’ve knocked my name tag off. I was wiping soda from my eyes when I felt another tug on my tail… only to see him swallowing it down…”

“He gulped ya down like a greedy old snake didn’t he.” Bonnie sighed and shook her head. “Gonna put him in the blacklist and make sure Celestia knows it personally. I put the hazard bonus in your pay for today. Is there anything else I can do to help ya?” Gin-tonic looked up at her and nodded.

“N-Not feeling too safe after that, can I stay here tonight?” The stallion swallowed. “I live in Ponyville and its getting late.”

“No problem sug, Mama Bonnie’s loft is big enough for two and I’ll escort ya to the train station tomorrow morning.” Bonnie smiled. “I’ll go grab ya something to eat and you can have the bed tonight.”

“Thanks Mama Bonnie.”

Twilight’s first lesson

Twilight knocked on the door to Bonnie’s Place and waited patiently. The closed sign hung in the window as the lavender unicorn glanced around nervously. Bonnie and her arranged for her first lesson to be on a day the restaurant was closed so Bonnie could free up her schedule. Though finding out about the lifestyle Bonnie Delights catered to and the fact Princess Celestia was a part of it had left her wary.

A click pulled Twilight from her thoughts as the door swung open leaving the rotund cream colored unicorn in its place.

“Morning Sug!” Bonnie beamed and ushered Twilight inside. The dining room was dimly lit with most of the chairs upturned on tables. A small table was prepared and set with a fairly robust breakfast of pancakes, eggs, toast, muffins, and hay-bacon.

“Have a seat and grab some food Twilight. Always good to have a decent breakfast before practicing magic, I always say.” Bonnie locked the door and plunked herself down at the table. Her plate was already piled high when Twilight joined her.

“So what will you be teaching me with today Miss Bonnie?” Twilight asked as she piled her own plate modestly.

“Nothing too complex, sug.” Bonnie spoke between bites as she savored her large meal. “Shrinking stuff.”

“Wait, how’s that not complex?” Twilight eyed the food suspiciously remembering what happened to Blueblood.

“I’ll explain it when we get there. Don’t worry.” Bonnie smiled and noticed Twilight eyeing the food. She grinned mischievously and made a show of swallowing a few muffins whole. Twilight’s eyes widened as she watched the bulge of the muffins disappear down Bonnie’s throat.

“Are… are we eating ponies?” Twilight finally asked as the last bulge disappeared.

“Of course not, sug.” Bonnie chuckled and cleared her plate. “I wouldn’t feed any to ya without you wanting them..”

Twilight slowly nodded and finished her plate. Relaxing somewhat at the knowledge there weren’t ponies in her gut.

“Alright so let's head upstairs and get started. Don’t want to make a mess of the dining room.” Bonnie led Twilight to her loft apartment, the front of which had been cleared with a plastic tarp covered the floor and up the walls.

“So how are you with the spell?” Bonnie asked, dipping into another room and coming back with a pile of fruit. A flick of Bonnie’s horn landed a big green melon in front of Twilight.

“Not much success… things tend to get messy.” Twilight admitted looking down at the melon.

“Well, give me a showing of what you can do sug.” Bonnie smiled warmly and motioned to the melon. Twilight bit her lip nervously and started concentrating on the melon focusing on making it shrink and compact. Bonnie watched eagerly as the melon shuddered in place, it began to shrink lopsidedly, one end growing much smaller at first then the other started to bubble from within before the whole thing rapidly expanded and exploded showering the room and both ponies in melon bits.

“Oh no oh no, I’m so sorry!” Twilight exclaimed nervously before rushing over to Bonnie. Bonnie in turn chuckled goodnaturedly and wiped the pureed melon from her eyes.

“Not how I normally like my watermelon, but I know a few stallions that would find this a-peeling.” Bonnie sniggered at her pun before patting Twilight on the shoulder. “Don’t fret Mama Bonnie has ya covered.”

Bonnie’s horn flared brightly along with all the splattered melon bit. It started to flow backward towards the center of the fruity explosion condensing back down into a watermelon once more… before Bonnie winked at Twilight. Her horn flared agan and the melon quickly shrunk down to little bigger than an apple. Bonnie looked Twilight straight in the eyes as she swallowed it whole in front of her. The younger mare’s eyes slid down to watch the bulge of the shrunken melon disappear down Bonnie’s throat, she blushed in a mix of confusion and intrigue at the sight.

“Now I see ya problem. You’re thinking of like straight compacting something in a vice, squeeze it too hard and it pops.” Bonnie gave a belch carrying magic sparkles and the melon visibly expanded back to its full size in her belly, distracting Twilight even further. “You need to think of it like getting all the matter to fit in the empty space inside it, ya know all that empty in the atoms, with your magic stabilizing it from outside forces.”

Twilight blinked and shook her head trying to think of the lesson and not Bonnie's bulging gut or the fact ponies had gone in like the melon… or her innate curiosity pushing her to ask questions about being inside a pony’s belly.

“Right right empty space, atoms, and stabilizing, but how do I get the balance right?” Twilight asked, forcing herself to look Bonnie in the face and not the belly. “Everything has a different breaking point doesn’t it?”

“That part takes practice, you’ll learn it by experimenting. I recommend not to do it on anything living outside yourself at first.” Bonnie rubbed her belly as it started to gurgle loudly, working her breakfast and the whole melon.

“Why can I experiment on myself?” Twilight asked, her ears twitched at sudden gurgles and instinctively glanced at Bonnie’s bugling middle. “Isn’t that dangerous?”

“Not really, you’re a lot more subconsciously aware of yourself ya think, ponies or anybeing is innately.” Bonnie had a seat on her haunches and rubbed her belly absently. “So it is easier to shrink yourself safely than other living things.”

Twilight bit her lip and couldn’t take that small pestering voice of her curiosity anymore. She hesitantly trotted closer to Bonnie’s prodded the larger mare’s stomach.

“S-so what’s it like in there?” Twilight asked with a shy nervous blush.

“In my belly?” Bonnie half smiled and licked her lips. “Want to find out safely?”

“Wait? What? No!” Twilight shook her head then gave Bonnie a tentative look. “Can I?”

“Sure, we can use it as practice.” Bonnie smiled warmly and patted her belly, the once solid bulge of melon now sloshing before Twilight’s eyes. “You can shrink yourself down and I’ll gobble you up, with an enchantment that will keep you safe. The longer you stay shrunk the more you learn and I’ll let you out when you can’t control your spell anymore.”

“How will you let me out?” Twilight asked, now feeling a bit bolder.

“Front or back door, I don’t need ya shrunk to eat ya sug, that’s just for your spell practice.” Bonnie winked at her and Twilight’s eyes widened a bit.

“Oh right you could swallow me whole right now couldn’t you?” Twilight gulpd as Bonnie nodded matter of factly.

“Easier and faster than ya think, we predator ponies can be might dangerous when we want to be.” Bonnie stretched herself out on the floor. “Its why I made this place, gives us a place to eat without hurting anybeing. Otherwise well, a pred that goes without eating gets a little crazy.”

“Really? I guess that is why the Princess kept this vore thing a secret.” Twilight pondered. “Oh right shrinking, stomach, learning I should get on that.”

Twilight closed her eyes and concentrated on herself. She pictured herself getting smaller, her mass fitting in the smaller space by squeezing into the space between atoms and her magic stabilizing all of it. She felt her start change slowly, a slight tingling over her body as her magic got to work. As it happened she felt her magic instinctively making adjustments to keep the process even and steady. In a few moments it all came to a gradual stop and she opened her eyes and nearly shrieked.

She was barely three inches tall and even laying down Bonnie loomed over her. The cream colored unicorn looked down at her smiling while biting her lip. Her stomach gurgled loudly, vibrating the floor and Twilight sending shivers through the small unicorn.

“Maybe you’re more than curious about Mama Bonnie’s belly hmm?” Bonnie teased seeing Twilight’s reaction. “Maybe you really want to be inside this fat pony belly to enjoy it~?”

Twilight flicked her mane to try and hide her blushing face, no its just curiosity she argued with herself silently. A pleasant warmth coated her body while she was distracted along with a deep green glow that steadily faded to a barely visible aura surrounding her.

“There ya go digestion proof.” Bonnie smiled as her horn dimmed and hovered her mouth just in front of Twilight. The lavender small-a-corn nodded as the warm breakfast and fruit scented breath wasted over her the humidity wetting her fur slightly. Bonnie gently and quickly lapped up Twilight into her eager mouth. The tiny unicorn squirmed and struggled vainly against Bonnie’s tongue as she sucked on her, savoring the bookworm’s earthy notes and mellow spicy flavor. She tilted her head back and gulped loudly, sending Twilight down into her stomach.

***

Twilight gave a mixed shriek of delight and terror as the tight warm wet walls of Bonnie Delight’s throat squeezed her from all sides, pushing downward toward the large gurgling chamber of a belly. She didn’t think walls of the throat would feel good squeezing her on the way down. The lavender unicorn could only bit her lip and relax letting the throat worked her down with only playful squirming. Then with a loud wet squelch she was dumped into Bonnie’s stomach.

She splashed down into a thick gooey paste, a mix of melon, fruit, and the rest of the gluttonous mare’s breakfast. The smell was heady and mixed with the odd smell of bonbons instead of the acrid stink of acids. Twilight made a mental note of that for later before the stomach walls greeted her in the stomach dimly lit by whatever light seeped through Bonnie’s flesh. The stomach walls quickly massaged against her body trying to work those oddly sweet smelling digestive juices into her body leaving Twilight gasping from the full body massage a few moments later. Slowly the lavender unicorn stood, surprised with herself she was able to maintain the shrinking spell and start taking a tour of her new temporary home. The walls of flesh pulsed with the beat of Bonnie’s now omnipresent heartbeat, its steady rhythm a soothing presence to Twilight. She pressed against the stomach walls massaging their pliable and warm texture….

Curious she leaned in and licked them. The bizarre taste of bonbon flooded her mouth with each lick and she began to press herself eager against stomach flesh. Excitement rushed through her as it all sunk in; she was inside another pony and was surviving. Her hooves massaged the walls enthusiastically her eyes taking in the red rumpled surface of squishy muscle. She bit her lip and wondered how long she could keep her spell up.

At her hooves the level of goo steadily dropped draining away through the sphincter into the rest of Bonnie’s digestive track. Twilight glanced at the quivering orifice of pony flesh and debated plunging deeper for a few moments. Instead she moved to one side of the greedy organ to nuzzle the walls and curled up to rest.

She felt… at home inside another pony, hearing and feeling their heartbeat around her, the undulations of walls sending shivers through her body. Her loins burned to be pleasured, but she held off, a burst of intense pleasure would no doubt break her hold on the shrinking spell and Twilight wanted to stay and experience as much as possible, she’d leave the self pleasuring to Bonnie’s stomach when she got out of it.

“I-I don’t know if you can hear me Miss Bonnie, but I love being inside ponies!” Twilight yelled and bit her lip. Bonnie’s response came in the form of her caressing at Twilight’s tiny form from outside. The lavender unicorn bit her lip and planted her face into the floor to stifle a moan. “No no, get off after you get out Twilight, don’t break the spell yet…..” Twilight made a note to buy a vibrating friend when she got out.

Twilight laid curled in Bonnie’s belly for hours stuck in a half concentrating half aroused state studying the belly and as Bonnie went about her day its activities. Her gluttonous mare host would eat more and more throughout her stay from hayburgers to pizza to ice cream and soda and beyond. Twilight herself would nibble on anything Bonnie swallowed whole, which was surprisingly a lot, before riding out the ensuing digestion and massage of the food. Even without food keeping her company the belly would try to digest her off and on, coating her in Bonnie’s sweet tasting juices and massaging her into a near stupor. Twilight grew more and more frustrated at the titulation then she’d wanted to think about, nearly caving and ending her observations in an afterglow. Still she honestly couldn't decide which place she’d rather be stuck at, inside a stomach or a library. Finally in exhaustion her concentration lapsed and her body quickly ballooned to its original size.

The belly went from spacious to tight around her body and she moaned loudly as its undulating flesh constricted her movements while pressing against her all sides, her pent up lust gave up as the stomach tried to digest her again driving her to orgasm and crying loud as she came, she passed into the haze of afterglow, then passed out.

Twilight next awoke in Bonnie’s bed in her loft apartment with the cream colored mare humming to herself as she worked some magic on a nearby work desk.

“How long was I in there?” Twilight yawned sitting up and rubbed sleep from her eyes.

“Most of the day sug, pretty impressive for a shrinking spell novice.” Bonnie smiled warmly and levitated a glass of water over to Twilight who drunk greedily. “I heard you really enjoyed it in Mama Bonnie’s belly.” Twilight nearly choked on the water and blushed feverishly.

“Y-you heard that?” Twilight buried her face in her hooves and felt like rather be digested into flank that. “I didn’t mea-“

Twilight was cut off by Bonnie’s hoof covering her mouth.

“Sug, you enjoyed yourself in my belly. No need to be ashamed, prey-ponies like yourself enjoy being inside preds like me naturally.” Bonnie chuckled and pulled her hand away.

“Prey pony..” Twilight mulled the word over in her mouth and found herself enjoying it. “So… uh Miss Bonnie can you teach me that digestion-proof spell?” Bonnie shook her head.

“Not until I think you're better at transmutation magic and better adjusted to yourself as a prey pony.” Bonnie said firmly. “Not all pred ponies are nice sug and ya might out yourself to someone willing to permanently turn ya into plot padding.”

“Ohhh…” Twilight felt a wave of fear wash through her briefly. “Alright ummm are there any pred ponies in Ponyville you know I can trust?” Bonnie pondered for a moment, rubbing her hoof idly against her chin.

“There’s one, I think she’s one of your element friends, came to my restaurant’s grand opening before all the nightmare moon stuff started.” Bonnie said at last.

“What!?! Who?” Twilight asked a little louder than she intended, drawing a smile from Bonnie.

“I think her name started with an F… flusterfall, flitterblush… filterfi?” Bonnie struggled to remember
the name.

“Fluttershy is a pred pony?” Twilight cried.

“That is it, a shy little thing liked her ponies meal served raw and natural.” Bonnie nodded. “Really enjoyed being able to eat here without having to hide.”

Twilight just blinked as her brain tried to process this revelation about the shy yellow pegasus, but then something started to make sense, her secluded home in the edge of the Everfree forest, all her animal friends, and wanting to avoid too many ponies. She wasn’t just shy she was probably a hungry pred pony surrounded by walking meals.

“Now don’t do anything foolish Twilight Sparkle I know that look.” Bonnie said firmly. “Without a reformation spell setup or digestion proofing Fluttershy would be a one a trip by accident.”

“Oh right ummm, is there a way to do that without those plaques and the beds downstairs?” Twilight asked sheepishly.

“I figured you’d ask so I whipped up a reward for your hard work.” Bonnie levitated a small silver band and plaque from her worktable. “Wear this band as a choker or armlet and put that plaque on a nearby bed, you reform there safe and sound after being turned into Fluttershy’s flank fat. She’ll have to pass the band naturally but being a pred pony it’ll come out of her clean. Careful though it’s only good for a hoofful of reformations before you need recharge it with ya magic.”

Twilight slid on the armlet and hugged Bonnie deeply.

“Thank you thank you thank you!” Twilight cried excitedly and squeed. “I gotta get back home and show this her!”

“Just be gentle about it Fluttshy is well shy at heart.” Bonnie said as Twilight dashed from the bed and out her door. She chuckled quietly to herself.

“Princess Celestia is gonna have a field day with this.”

Canterlot Catering

Bonnie moaned loudly and her hooves pawed the table top in front of her. She bent over it biting her lip as her belly struggled and a pair of gray hooves pushed their way out of her anus followed by the dark maned head of Jet Set.

“H-help somepony, t-this maniac is eating my wife and I with her ass!” He struggled and tried desperately to pull himself free of her cream colored jiggling mass. A more feminine cry came from Bonnie’s belly and a mare unicorn’s figure pressed outward from it. Bonnie herself blushed with obvious pleasure as the stallion’s struggles stretched out her greedy ponut. His cries drew some looks from the others in the dining room, some blushed, others merely continued to devour their own meals of ponies and magical food. Bonnie clenched and Jet Set was dragged back into her hungry abyss only to start struggling making Bonnie blush in pleasure. She was edged closer and closer to her finish as her prey struggled to escape screaming and thrashing about inside.

The door to the restaurant opened and a white unicorn stallion in purple gold trimmed armor walked in. He spoke briefly to the hostess before heading toward Bonnie. His eyes widened at the sight and he quickly crossed his legs to hide an obvious sign of arousal at the sight of Bonnie Delight’s bulging belly and pony filled plot. He cleared his throat loudly.

“Miss Bonnie Delight I’m Captain Shining Armor here on behalf of the princess.” He said keeping his voice level and professional despite the situation.

“Awww! This better be important Captain.” Bonnie moaned, burying her face in the table's surface.

“The princesses request your presence urgently.” Shining was now actively looking anywhere else but at the mare in front of him. Bonnie gave him an annoyed look and groaned in frustration.

“Arrghh Kumquat…” She sighed out and the activity in her belly ceased with Jet Set pushing his head freely out of her anus.

“I say what seems to be the trouble here? You’re interrupting our anniversary roleplay luncheon.” Jet Set glared at Shining Armor haughtily. “These reservations took a month to set up.”

“Sorry sug the princesses need me, urgent according to the Captain here.” Bonnie sighed and shook her head. “Here I’ll cast a privacy spell to let you two finish up in Mama Bonnie’s plot, no sense ending the whole thing early.”

“So long as it is not a bother to you miss Bonnie, we certainly wouldn’t want to impose.” Upper Crust’s head poked out next to her husband’s.

“Oh hush, you two lovebirds already paid for an audience and to have fun inside a nice thick mare. You’ll get to finish off and digest while I’m with the princess.” Bonnie smiled warmly. “Now get back in there you two.”

Bonnie ended the last sentence with a clench that pulled both ponies inside her once more. Her horn flared briefly, muting any of the lovemaking noises from her belly and coating in a basic illusion; it wouldn’t hold if anyone bumped into it, but from a distance she looked like her normal albeit plump self.

“Alright boy scout lets go, you can stare all ya want on the way there.” Bonnie gave him a wink as she walked past him to the door.

“Think of Cadence, think of Cadence.” The guard repeated quietly to himself as he followed her.

***

Shining Armor was so focused on thinking of his marefriend that when Bonnie Delight stopped in front of him to bow in the throne room he bumped into her impressive plot leaving his snout half buried in her ponut. Bonnie moaned and smirked, her illusion dropping for just a moment showing her somewhat bulging belly and its undulating gurgles from digesting the couple inside before the ilusion returned. Her ponut clenched briefly around his snout, pulling his head in against her plot before letting him go.

“Careful sug, you haven’t paid to touch the goods yet.” Bonnie teased with hooded eyes and Shining pulled back blushing his white fur pink as he tried to bumble through announcing the rotund mare before being quietly and graciously dismissed by Celestia.

“Miss Bonnie go easy on teasing the guard captain, he is already flustered by his approaching wedding.” The Princess said, barely suppressing a smile. She descended from her throne and motioned for Bonnie to rise. “I am sorry for pulling you away from your business, I hope your passengers aren’t troubled by this.”

“Don’t worry about them your highness, this pair of prey ponies are quite exhibitionists. Had me kiester them while they roleplayed their fantasy.” Bonnie gave her disguised belly a pat. “They do enjoy being inside Mama Bonnie when she’s out and about.”

“Quite the racey pair they are. I’m sure you are curious as to why I called you here my little pony.” Celestia motioned to a door at the back of her throne room. “You know of my sister Luna correct?”

“Only what I’ve read in the papers. Mostly just the events of the Summer Sun Festival.” Bonnie said being careful not to bump her disguised belly on anything as they walked through the hall. “Haven’t heard much else about her.”

“Well much like myself and all other alicorns, naturally she is a pred pony… one that hasn’t eaten in a millennia and is from a less civilized era.” Celestia hesitantly. “She is quite hungry now and not much listening to reason as she adjusts because of it. I was hoping we could quietly set up a catering service just for her. She wishes to visit my now stomach dwelling student next Nightmare Night…….”

“And you don’t want her eating the town or doing anything else from ancient history.” Bonnie finished. “I can help catch her up on modern pred pony etiquette and the catering. Send a guard with your order to my place and I’ll just charge the treasury in person at the end of each month, no real paper trail.”

“Thank you my little pony, and if you're comfortable she does want to meet you. I’ve told her about your restaurant and your spells.” Celestia smiled down at Bonnie. “Only five hoof review material of course.”

“Sure I’d love to meet her your highness, just lead the way and belly or no belly?” Bonnie asked, motioning to her middle. “Just want to make a good first impression.”

“Belly, she’d be more comfortable with another pred pony and more willing to listen. I’m afraid our past has left her somewhat deaf to me for the time being.” Celestia gave a heavy sigh.

“I’ll talk to her so don't worry one bit and leave it to Mama Bonnie.” Bonnie smiled cheerful and dropped the illusion on her belly, letting its bugling wriggling form visible for all to see in the corridor of Canterlot Castle, its gurgles muted moans now quite audible. Celestia smiled in response and led her onward to a dark blue door marked with a crescent moon. The princess raised a hoof and knocked on the door.

“Luna it’s me Celestia, your sister.” Celesta paused for a moment before a reply came.

“Begone Sister, We art too hungry to converse!” A feminine though booming voice replied.

“Luna, I have a guest that wants to talk to you, she’s a pred pony, the one with the restaurant I told you about.” Celestia responded and the door clicked before slowly opening.

“She may enter and converse with us!” Luna’s voice boomed from inside blowing Bonnie’s mane and ears back. The unicorn clapped her hooves over her ringing ears.

“Why is she yelling?” Bonnie half yelled at Celestia.

“Oh, that’s the Canterlot Voice, it’s an old fashioned way royals used to talk before my sister’s banishment.” Celestia shook her head in exasperation. “She should lower her voice once you two are alone.”

“I hope so.” Bonnie shook her head to stop the ringing, then ducked inside the door, closing it behind her.

***

The room was decorated in blacks, dark blues, and white stars, very much how one might imagine the bedroom of the princess of night, save for the many empty food trays stacked neatly by the door. Their surfaces licked clean.

“Mmm, we art happy to see another pred pony.” Luna whispered from the dark, sending a shiver up Bonnie’s spine. The cream unicorn bit her lip and rubbed her squirming belly.

“Our dearest sister tells us modern predators are not to dine as they wish upon prey ponies as they once did.” There was an obvious predatory edge to Luna’s voice, one Bonnie had heard before and used herself during her younger, less civil years. “She also said you created spells that allow such ponies to reenact their sole purpose in life, is this true?”

“It is your highness.” Bonnie took a breath and smiled widely, sitting on her haunches, showing off her belly and caressing it. “Why not come out and give Mama Bonnie’s belly a rub while We talk? These two love getting attention while they melt away.”

The room was silent for a moment and almost seemed to grow darker around Bonnie for a moment before she felt a hoof on her lower belly. Luna seemed to unfold out of the darkness with a hoof on her guest’s belly. She rubbed it in circles firmly but gently, drawing muffled moans and sounds of excitement from the pair inside. Luna met her eyes and smiled… then with a shove forced Bonnie onto her back and draped herself over that bulging belly, nuzzling and caressing it firmly.

“Oh it has been too long since we devoured a prey pony, much less caressed such a full belly on another pred pony.” Luna met Bonnie’s eyes and the unicorn recognized the mixture of hunger, desire, and pleading want of a pred pony denied a meal for too long.

“Well sug, your sister and I are getting some prey ponies on my staff to ya, just relax and we can talk.” Bonnie said loving the obviously experienced attention her belly was getting. Luna ignored her for a few moments, keeping an ear to that large pony filled belly and listening as her caresses awakened that belly fully.

“Ohh that’s it , digest like the sustenance you are,” Luna half commanded the ponies inside Bonnie. “You’re nothing but fat to adorn her flank and rear.”

Luna’s belly growled and she put her full weight atop Bonnie’s belly pinning her down. The unicorn squirmed under the younger diarch as she made herself comfortable.

“Will these two reform at your place of business little predator?” Luna kept her hungry eyes locked on Bonnie’s as she licked that cream colored belly. The ponies squirming more under the weight, their noises making their enjoyment obvious.

“Y-yes your highness.” Bonnie had to fight back her growing enjoyment of the attention. She’d reform as well, but was not keen on the idea of being Luna’s meal. “They even paid to be my meal.”

Luna eyebrows shot up at this and she increased her affections on the belly beneath.

“Prey ponies now pay to get eaten at your place of business?” The night princess tilted her head in amazement.

“They’re customers too, they rented out my plot for their anniversary.” Bonnie said her belly gurgled loudly and slowly the bulges started to round out under the princess.

“Oh, thou art willing to serve pred and prey interests alike?” Luna smiled as the belly softened beneath. “Tell us the decorum of this place so we might fill our royal belly.”

“N-not everypony is on the menu.” Bonnie said as Luna sank into the surface of her belly. “Those that aren’t can’t be eaten, and you can’t steal another customer’s meal or pred.”

“What is to stop us from taking what is rightfully ours?” Luna asked haughtily.

“Your nephew is stuck stewing in your sister’s gut for a month for breaking my rules.” Bonnie said sternly as she could while under Luna’s predator affections. “Prey have rights and pred have needs.”

Luna rose off Bonnie’s belly and stood over the mare’s face.

“So we must restrain ourselves or be imprisoned once again.” Luna partly glared down at Bonnie.

“I know it's just the hunger craze making you a plothead your highness… but I will personally transmute you into a plotplug for your sister.” Bonnie glared back up at her.

There was a beat then Luna fell back cackling.

“Thou art a bold pony indeed Bonnie Delight.” The alicorn smiled. “We art joyful to see that this modern era has not left our subjects toothless.”

“Thank you, your highness.” Bonnie sat up and her horn glowed with a matching one around her belly. The couple inside now mostly mush had begun being absorbed by Bonnie’s body her spell hurried the process along. Her flanks and plot swelled before the laughing Princess who smirked.

“Oh we art beginning to think this age will be quite delightful once we learn the rules.” The umbral alicorn licked her lips and rubbed her growling belly. “Do keep a table reversed for us at your eatery, we will most certainly attend.”

Bonnie nodded and got to her hooves as a guard escorted one of the stallion meals from her aforementioned eatery.

“One order of Oak Berry here to please.” The rather large and muscular earth pony bowed his head. His size rivaled even the famed Big Mac and his coat was a mellow brown with a hammer cutie mark.

“Oh… we are most pleased.” Luna rose to her hooves and eyed the stallion hungrily her demeanor similar to that of a predatory cat as she looked him up and down.

“Glad to hear it your highness, now would you like me with one of our signature toppings or raw as we say.” Oak Berry asked while standing at attention.

“Raw!” In a moment the canterlot voice was back as Luna turned toward the door. “Give your princess some privacy so we might enjoy our meal!”

The force of her voice slid the guard and Bonnie out before slamming the door behind them. Both ponies’ ears were ringing as they collided with the soft plump flank of Celestia waiting nearby.

“I do hope things went well my little pony.” Celestia suppressed a giggle as the mollified guardpony quickly saluted an apology before scurrying out of sight as the solar princess’ nod.

“Well enough your highness.” Bonnie rose to her hooves and shook her head. “Oak Berry should tide her over for some time.”

“That stallion was a harmony-sent blessing during the last royalty conference.” Celestia chuckled. “One meal of him stopped my cravings for a solid two weeks.”

“Didn’t you eat three ponies afterwards, myself included?” Bonnie gave Celestia’s flank a playful poke.

“It was only two and spreading any rumors to the contrary carries a sentence of forty-eight hours on my flanks Miss Delight.” Celestia said mocking and sternly as she giggled. “Now I do hope this hasn’t interfered with your busy today too much.”

“Not at all your highness, you’re my number one customer.” Bonnie bowed. “It's always a pleasure to serve.”

“In that case…” Celestia eyed the pitchers of toppings and sauces Oak Berry had left outside Luna’s door. “Helping my sister has distracted me from my own hunger and I am suddenly famished…”

The princess smiled at Bonnie and licked her lips tellingly.

“Alright.. but there’s gonna be a surcharge for these catering visits.” Bonnie shook her head with a slight smile, levitating the pitchers in the air as she moved toward Celestia’s private quarters.

“A shrew business mare as ever my not so little pony.” Celestia followed after her hungrily eyeing the padding Jet Set and Upper Crust added to her walking meal.

Intermission with Fluttershy and Twilight

Fluttershy yawned and slowly blinked awake in her bed. Things had gotten a little stranger for the little yellow pegasus not least of which was one of dear friends Twilight was nuzzling against her freshly padded belly. She was reluctant to pull away from her prey-friend, it had been a relief to finally have someone that she could share this part of her life with but at times the new found attention felt smothering.

The pegasus extracted herself carefully from her bed and shoved a dense fluffy pillow into the whimpering Twilight’s searching hooves. She crept quietly out of her room and shut the door with a sigh of relief. She proceeded to feed her animal friends as quietly as possible, a relatively easy feat for the shy pegasus. At least it was until Angel Bunny made his presence known. He thumped onto her back with a frown on his face and dumped his bowl of feed over his keeper’s head. Fluttershy gave a yelp and flung the bowl off her head and into her cuckoo clock, it gave a loud distressed squak before crashing into the floor.

“Ohhh ponyfeathers…” Fluttershy swore under her breath as the sound of hooves on hardwood came through the ceiling.

“Fluttershy did you leave bed without your breakfast?” Twilight asked from the stairs.

“No Twilight I needed to get up and feed the animals.” Fluttershy said trying to keep the annoyance from her voice. “Angel Bunny decided to make a mess.”

Fluttershy gave the lagomorph on her back a sidelong stare, the presence of her prey-friend making her inner pred pony push through her usual demure nature.

“Why not eat him Flutters?” Twilight suggested as she began to sweep up the spilled rabbit food. “He is like the twelfth Angel Bunny isn’t he?”

“T-twilight that would be mean.” The pegasus protested, but her stomach growled, it is what she bred the bunnies for after all… and this one was really bratty. Angel, completely oblivious to the situation or the conversation’s direction, began to stomp his feet and poked at a picture of a carrot salad demandingly.

“No Angel Bunny, you can eat your regular feed.” Fluttershy licked her lips and swallowed trying not to think of a nice squirmy bunny for breakfast… how good the last one tasted. Angel merely glared and threw the book at his keeper.

“Ow!” A deep predatory growl came from Fluttershy as she rubbed the fresh bump the book gave her. The pegasus glared and the normally kind and sweet voice in her head was drowned out by a much hungrier one.

“That’s it bunny boy!” Fluttershy dove at him yelling. “Get in my belly!”

Angel Bunny the XII eeped at his abusive error and quickly tried to hop away through the living room. He was snatched up in mid hop by Fluttershy’s wide drooling maw and quickly squeezed down her greedy gullet before her hooves hit the ground. She raised a hoof to her neck following the end of the bunny’s journey into her belly. She patted her belly before releasing a reckous belch.

“E-excuse me.” She blushed and bit her lip as Angel started struggling and squirming inside her. “Ohh I’ll have to tell Misses Bunny I need another one of her kids, she’ll be so disappointed.” The pegasus sniffled

Twilight gave her pred-friend a nuzzle at her dejected statement.

“It’s alright Flutters, plus I think she’ll understand with this one.” Twilight said half jokingly. “I do want to join him though.” She giggled and gave Fluttershy’s squirming belly a rub.

“Sorry Twilight I have too many errands to run today, getting more feed, making sure the chicken coop is safe, doing a headcount of my animals, and you need to talk to Spike.” Fluttershy gave Twilight a look with the last one.

“Ohhh It has been a few days since we talked…” The lavender unicorn winced.

“Since you practically moved into my stomach? yes.” Fluttershy gave her belly a soft shake making it sway. “I like having somepony to share this with Twilight, but you do need to take care of Spike and the library… then I’ll put you where food belongs.”

A shudder ran through Twilight and she caught Fluttershy giving a hungry look before deliberating giving her bunny filled stomach another slow sway. She took a deep breath and headed toward the door.

“OkaysorryIwillbebacklaterbye!” She quickly blurted out and bolted before she made a fool of herself. The rational part of her mind wondered how she had let Fluttershy of all ponies dominate her, the prey part of it was too busy imaging being back inside her rightful place to listen.

Back inside her cottage Fluttershy half smiled to herself and pulled a bottle of green liquid from a hidden shelf in her cupboard and took a swig. She blanched at the taste and snot-like texture as it oozed down her throat, but as always she felt her food go still and her stomach return to its usual size though a bit plumper due to Twilight’s repeated stays.

“I really need to ask Zecora to make that taste better… Maybe Bonnie can help?” Fluttershy asked aloud to no one and proceeded to clean the mess of a cuckoo clock as some of her animal friends helped. It was going to be an interesting day.

***

Twilight for her part hurried back to the library and tried to take her mind off of Fluttershy’s stomach by organizing and dusting the books.

“I can’t believe I left this place in such a mess.” She grumbled to herself. “I really need to get a better handle on things.” She hurried along getting everything cleaned as quickly and quietly as she could, her schedule with Fluttershy had made her an early riser even more so than normal leaving her plenty of time before Spike got up. After things were mostly spotless she rushed into the kitchen to make herself and Spike a nice breakfast of hay-bacon and pancakes on trays and took them up to their shared bedroom. Spike was curled up in her bed sound asleep when she slid his tray onto the covers.

“Spike time to get up.” She gave him a gentle nudge. Spike mumbled and yawned before sitting up.

“Oh Hi Twi, that research project with Fluttershy done?” Spike asked, eyeing the breakfast tray before he grabbed a slice of hay-bacon.

Twilight had to suppress a pleased shudder at the thought of their “research project.”

“Not yet magical creatures and their powers can be hard to track, luckily Fluttershy’s animal friends are helping us.” Twilight half lied, it was technically a magical creature eating her all the time. “We decided to take a break and I thought I’d check up with you, my number one assistant.”

“Aww thanks Twi but you didn’t have to, things have been quiet and Pinkie Pie usually drops in to make things exciting.” Spike said, stuffing his face with a pancake.

“That's good, too bad these magical creatures are scared of dragons.” Twilight’s lie was still technically true, Fluttershy was deathly afraid of adult dragons.

“Yeah… what are they anyway?” Spike asked.

“Well there’s a cockatrice, something called a basilisk, and a few others.” A bit more blatant of lies but still partially true as those all wandered near Fluttershy’s cabin.

“They have to be so cool.” Spike beamed with a stuffed cheeks. “There anyway to see them safely?”

“No most are really, really dangerous, we have to be extra careful when studying them.” Twilight suppressed a giggle at the truth in that. She had to keep that reformation enchantment going or she’d be on Fluttershy’s flanks forever… honestly the idea was somewhat appealing. As those vore laden thoughts passed a knock sounded at the door.

“Spikey Wikey Wakey Uppy its time for a fun filled day of sugary snacks!” Pinkie's voice yelled through the door.

“Spike… have you two been eating snacks this entire time?” Twilight gave her dragon friend a pointed look and he just sheepishly grinned.

***

Fluttershy bit her lip as she waited in line. Her bunny breakfast had kept her stomach quiet but she started to feel hungry again. Plus the crowded marketplace drove her anxiety through the roof. Another squirmy meal would settle her nerves but she couldn’t in public.

“Oh darling, you have to relax, shopping is meant to be fun.” Rarity’s voice intruded on her thoughts. The fashionista had volunteered to join the skittish pegasus to help her muscle through her shopping.

“S-sorry Rarity it's just so crowded.” Fluttershy shifted her saddle bags trying to take her mind off things. “I don’t know why everypony is out today.”

“There are sales going on Fluttershy, they always attract loads of ponies.” Rarity smiled and pushed her shy friend through the line as it moved.

“O-oh right.” Fluttershy looked over her list and noted the stalls as they got closer. “Oh darn it, they raised their prices.”

“I’ll handle it dear don’t worry.” Rarity sweetly smiled as they got to the counter. “Oh hello darling My friend and I were looking to purchase some new chicken wire and animal feed from your wonderful stall, but your prices are just outside her budget.”

Rarity flicked her mane at the stallion and met his eyes with a suggestively glance.

“S-sorry ma’am nothing I can do, got expenses and all.” The stallion was sweating at the look and worse as Rarity turned just enough to show off her flank and plot.

“Oh surely there’s some way you can only lower the prices for my friend and I. I would be very grateful” Rarity said feigning desperation and the stallion’s eyes followed along the motion trying not to be obvious… and failed.

Fluttershy for her part was mesmerized too and suddenly her belly gave a soft growl, Rarity looked very delicious showing herself off like that….

“Fluttershy dear.” Rarity's voice pulled her back from her predatory thoughts.

“S-sorry Rarity I was lost in thought.” Fluttershy hid behind her mane trying to wipe the drool from her mouth.

“It's alright darling, he agreed to lower his prices for you.” Rarity nudged her to the counter.

“Thank you Rarity.” Fluttershy quickly dropped her bits on the counter and scooped the wares into her saddlebags with a wing. “I think we should break for lunch.”

“Oh yes darling I am getting quite famished myself.” Rarity smiled. “lunch is on me, since you have to deal with all your animal friends this afternoon.”

“Oh Rarity you don’t have to.” Fluttershy softly protested and thought Rarity would look delicious with lunch on her indeed.

“I insist darling, now let's head over to Sugarcube Corner.” Rarity nudged the shy pegasus along who did her best not to lick her lips at her marshmallow looking friend.

***

Twilight, Pinkie, and Spike were sitting down at a table enjoying some snacks, though Spike had a smaller plate of them, when Rarity and Fluttershy walked in.

“Darlings! Fancy meeting you here.” Rarity beamed at her group of friends and Twilight waved them over, briefly meeting the hungry eyes of Fluttershy.

Fluttershy slid off her saddlebag as she joined them as Rarity gazed at her flank with a side eye before glancing around the table.

“Fluttershy darling I don’t mean to be rude but have you put on weight?” Rarity asked tentatively. Twilight stopped mid shake slurp and glanced at Flutters who turned beet red and hid behind her hair.

“I think she looks fine, Rarity.” Twilight interjected on her pred-friend’s behalf.

“I don’t know Twilight.” Pinkie, who seemed immune to her own terrifying caloric intake, said around a mouthful of sweets. “Flutters is a bit bigger.” Fluttershy tried to shrink away from the sight of her friends at the table, but there wasn’t many places to hide at a table full of food, her stomach growled and the pred pony had an idea. She felt her saddlebags with a wing and heard the tell tale sound of liquid in glass. Her eyes met Twilight’s through her hair, the unicorn raised her eyebrow as Fluttershy licked her lips….

“Twi twi!” Spike jumped up and down tapping her shoulder.

“W-What is it Spike?” Twilight asked, barely containing her growing nervousness from the look in her pred-friend’s eyes.

“I have to go to the bathroom and the stallion's one is out of order…” He paused with an embarrassed look. “Can you take me into the mare’s room?” Twilight looked between her food, Fluttershy, and her other two friends worried what would happen if she left the table.

“Go on darling can’t you see little Spikey Wikey is embarrassed.” Rarity waved her hoof at the baby dragon. “I’ll make sure Pinkie Pie doesn’t eat your food.”

Twilight glanced back to Fluttershy who gave the subtlest of nods toward the bathroom. Slowly Twilight got up and escorted Spike toward the mare’s room and out of sight. The shy pegasus smiled behind her hair and licked her lips as she reached a hoof into her saddlebags.

***

Twilight was two steps from screaming when she and Spike return to the table to find the table and all the dishes clean apart from a milkshake Fluttershy was finishing off alone… with only a slightly bloated normal sized belly. The prey pony did a double take as Fluttershy smiled sweetly and waved.

“Pinkie had to fulfill a pinkie promise and Rarity remembered an order for a customer she had to finish.” The pegasus said nonchalantly.

“Pinkie is kinda libral with those.” Spike said, looking over the table. “Guess they cleaned the table for us at least.”

“They were fine when they left, right Fluttershy?” Twilight asked, trying to dance around her actual question. Fluttershy nodded subtly and rubbed a wing against her belly.

“They’re fine Twilight just under some pressure.” The pegasus nodded and stood up, slipping on her saddle bags. “You’ll see them tomorrow morning after we get back to those magic creatures.”

“Oh… okay.” Twilight blushed and shook her head trying not to think about what might be going on but decided to trust her usually timid pred-friend. “I’ll be back later tonight then, just want to make sure Spike is doing okay.”

“I’m right here Twi and I can take care of myself.” Spike said indignantly.

“Right, sorry Spike, let’s go.” Twilight smiled and waved goodbye to Fluttershy as they went toward the door, only now noticing the small motions and tiny bulges that pressed out from her bloated stomach…..

Intermission 2: In which Fluttershy does a thing and schemes

Twilight rushed as nonchalantly as she could through Ponyville and back to Fluttershy’s cottage. She flung herself through the door and closed it behind her to find her pred-friend relaxing by her small warm wood stove sipping some warm coco.

“There’s my lavender treat~” Fluttershy said with her hooded predatory eyes locked on Twilight. That look locked the unicorn in place and made her knees weak. The shy pegasus had let her full predatory self out and Twilight was at her mercy.

“F-fluttershy, what about-“ Twilight started.

“My lunch?” Fluttershy raised an eyebrow and beckoned her prey-friend closer. “Do you really think I’d just digest our friends Twilight? Even if they were being so rude.”

“N-no?” Twilight approached and Fluttershy motioned to her lower belly.

“Then listen to what's going on in your home and give it a rub too.” Fluttershy commanded softly. Twilight laid down with her head on Flutter’s still slightly bloated belly and gently rubbed it with her hooves. The gurgles and glorps were instantly distracting, making Twilight squirm before she heard something else, two small voices heavily muffled but conversing.

“T-they’re alive?” Twilight asked aloud.

“Of course Twilight, they are our friends, though I think Rarity would add a lot to my plot.” Fluttershy giggled innocently. “I used a potion that shrinks them, but makes them indigestible… but now we need to talk.”

Twilight was about to sit up and listen before her world turned upside down. In a yellow blur Fluttershy flipped her onto her back and pinned her to the ground firmly. The pegasus straddled her, pressing her bloated belly down against Twilight's face forcing her snout into that soft fur and pudge.

“Twilight… I really like having a prey-friend of my own that meets my needs as a predator.” Fluttershy said, pressing her belly down some more. “But we need some ground rules.”

“Fluttershy I-“ Twilight’s attempt to speak was stopped by more pressure from the now very distracting belly.

“Rule one, when it comes to this part of our friendship, I am in charge and your home is my body.” Fluttershy let out a soft growl and smiled. “Any place I want to put you, you’re there, understand?”

Twilight nodded and had to resist the urge to nuzzle the yellow belly on top of her.

“Rule two, your obsession with your new home cannot come before your responsibilities.” Fluttershy leaned in, putting more of her weight on top of her prey. “You need to take care of Spike and write to the princess or just retire on my flanks and leave Spike to me.”

Twilight paused to take in the gravity of that rule before nodding with a gulp.

“Rule three, you are my prey and belong to my body.” Fluttershy reached down with a wing and caressed Twilight’s head. “So don’t forget that when another pred comes along.”

“E-even Celestia?” Twilight asked around the welcoming mound of Flutterpudge.

“Well… the princess is the princess.” Fluttershy said. “Rule four, trust me, but tell me when I make you nervous or freak you out Twi. You're a prey pony, but you’re my friend too.”

Twilight nodded and nuzzled Fluttershy belly.

“Rule Five, if you need me to stop being your pred, use the safe word kumquat.” Fluttershy giggled before rolling off Twilight. “Think you can handle those rules Twilight?”

“Sure….Sure, but what’s a kumquat?” Twilight panted, her face flushed red while she spoke.

“I have no idea, Miss Bonnie uses it as her safeword too.” Fluttershy smiled and relaxed by the fire in her stove. “Our friends will work themselves out in a few hours and the shrinking will be gone by morning.”

“I still can't believe you did that Fluttershy.” Twilight sat up and looked at her pred friend, trying to avoid the distracting belly.

“Well they were being rude and Rarity's a hypocrite.” Fluttershy flicked her mane hiding her face. “She gets angry when ponies ask about her weight then she asks others.”

“Still… this seems a little… extreme.” Twilight said hesitantly. Fluttershy merely yawned and licked her lips at Twilight.

“I still need to put my lavender snack where she belongs, but my belly is kind of busy~” Fluttershy said as she reached for her saddle bags. “But… I have other places where you can go.”

Twilight’s rational mind wanted to stick to the topic of their ingested friends, but Fluttershy’s words quickly left her weak in the knees.

“W-where am I going Fluttershy?” Twilight stammered, biting her lip.

“I was tempted to send my treat up my plot to meet our friends,” Fluttershy pulls a bottle of blue swirling liquid her saddle bag. “But then I remember someplace soft, comforting, warm and tight you’d enjoy~”

Twilight’s overheated mind worked at the possibilities while her eyes wandered over Fluttershy’s body. The pred pony slid the bottle over to Twilight and motioned for her to drink. She took a sip of the potion without question and felt the room start to spin and herself getting smaller.

Soon the room stopped spinning and Twilight found herself face to face with a massive Fluttershy who loomed over her. The pegasus’ belly gave a loud low growl which vibrated through Twilight’s body even on the ground, the poor unicorn was reduced to a dominated prey pony pile of limbs in a moment.

“Aww is my little treat getting too worked up by my belly?” Fluttershy whispered softly and lowered her head to Twilight level. “Well don’t worry, your pred has a nice warm place for you to rest.”

Fluttershy gently scooped up her tiny friend with her hoof and snaked it up between her hind legs. Twilight looked up and released exactly where she was going.

“Welcome home little prey~” Fluttershy giggled before pressing her hoof up into her sex, wriggling it back and forth, working tiny Twilight deep into her silt. She moaned and squirmed on her hooves, her knees getting weak from the pleasure as she pushed on, her velvet walls clenched and pulled Twilight from her hoof. The tiny unicorn barely had time to react before she was plowed deep inside her friend. Fluttershy’s soft warm moist walls pulled her deeper and deeper. Fluttershy’s moans echoed around her barely muffled by those fleshy walls. She was pressed against the flexing cervix of Fluttershy's womb, then with a near deafening cry of pleasure of her pred-friend turned new home she was forced inside as femcum flooded out. Twilight collapsed against her womb walls as they hugged her body softly beating in time with Fluttershy’s heart. It wasn’t before the exhaustion of the day and her surroundings lulled her to sleep.

***

Hours later Fluttershy squatted over a downy soft pillow and clenched. She felt her passengers squirm and wriggle inside her as they near their exit before finally dropping out of her plot. She gave a soft moan of relief and pleasure before turning around to see the exhausted wet forms of Pinkie Pie and Rarity.

“Hello girls,” Fluttershy whispered and smiled sweetly while setting a saucer of warm water and small cubes of soap near the tiny ponies. “The shrinkage will wear off in a few hours, so let’s have a nice calm chat about what happened.” Rarity proceeded to scream and faint on the pillow while Pinkie held up a hoof.

“T-that wasn’t a dream?” The pink pony asked between haggard breaths.

“Not one bit.” Fluttershy replied. “I used a potion to shrink you both and keep you safe when I swallowed you.”

“Which means we just fell out of your…?” Pinkie paused.

“Plothole.” Fluttershy blushed a bit. “You took what we pred ponies call a full tour.”

Pinkie nodded and looked up at her friend, even her hyperactive brain needed time to process this. She slowly turned her head taking in her surroundings and pinched herself a bit to make sure she wasn’t dreaming.

“I mean… that was just….” Pinkie paused trying to get the words out then started again… then paused before finally asking. “You eat ponies?”

“Occasionally, well more than that now since Twilight found out about all this.” Fluttershy smiled and settled down next to the pillow. “Oh I shrunk her too for fun, but she’s… somewhere else.”

The pegasus blushed and bit her lip as she motioned to the saucer.

“You two can clean up with that then I’ll give you something to eat.” She said nonchalantly.

“Like… whole ponies? All shrunk?” Pinkie asked absently as she slid into the saucer.

“Usually full sized.” Fluttershy replied as she watched Pinkie clean herself. “And you’re taking this well, Pinkie Pie, despite being my lunch yesterday.”

“After the initial stuff it was like a water slide, bouncy house, and a hug rolled into one big pony party quesadilla!” Pinkie Pie exclaimed her usual excitement returning. “And why did you eat us? It was kinda mean Fluttershy.”

“I know but you two were being rude and I was hungry and I brought a potion just in case.” Fluttershy partially hid behind her mane. “Sorry but it's so frustrating being shy around other ponies, but when I’m being a pred pony I’m more confident.”

“I’ll say… oh how did I taste? Was I delicious? Does my tail taste like cotton candy? Is eating ponies why you put on weight?” Pinkie fired off question after question in rapid order.

Fluttershy opened her mouth to answer only for Pinkie to interrupt with another. Finally Fluttershy growled and stomped a hoof next to the saucer of water. The water splashed as the saucer bounced and Pinkie bounced into the air landing a little too hard on her plot.

“Ow, what was that for?” Pinkie asked indignantly.

“Let me answer Pinkie Pie.” Flutterfly whispered a bit frustrated. “Okay? I’m sorry but you keep going and I want to explain all this.”

“Oh… sorry Fluttershy I’ll listen.” Pinkie Pie sat attentively on the edge of the saucer and smiled.

“Tasted good, yes, no, and yes.” Fluttershy answered quietly. “And not ponies, lately it's been one. Twilight.” Pinkie’s brow twitched and she took a deep breath.

“You’ve been eating Twilight!?!” Pinkie yelled as loudly as her tiny lungs would let her then she stopped. “Wait then how is she still okay? Did you clone her with the mirror pool?”

“No and what’s a mirror pool?” Fluttershy asked, tilting her head.

“Nevermind it’s too early in the story for you to know about.” Pinkie shrugged off the question.

“Okay…” Fluttershy marked it off typical Pinkie weirdness. “No, there's a store in Canterlot that gave Twilight an enchanted thing that lets her come back… it just leaves padding behind.” Fluttershy blushed and gave her flanks and plot a shake. “I kind of like it.”

Pinkie Pie nodded slowly and tried to absorb all this.

“Okay, and this is… normal for you Fluttershy?” Pinkie asked slowly.

“Yes I am a pred pony and Twilight is a prey pony.” Fluttershy explained. “I want to eat ponies and she wants to be eaten.”

“This is all a little much, but so long you two are happy that’s fine but you need to pinkie promise you won’t eat anymore of your friends without warning or asking them first!” Pinkie Pie demanded from her seat on the saucer.

“Fine.” Fluttershy sighed and went through the ritual of a Pinkie Promise ending in the typical poke to the eye.
“There, now we just wait for you two to grow back to full size.” Pinkie nodded then a groan drew their attention back to the downy pillow where Rarity stirred.

“Ughh Fluttershy darling, why are you so loud and I had the strangest… night….mare…” Rarity looked up in terror at her giant friend and everything rushed back to her again. The diminutive fashionista yelled again and Fluttershy sighed before motioning to Pinkie Pie.

“Pinkie, can you handle her please, I have to go install that chicken wire I bought, I'll be back in a few minutes.” Fluttershy turned and left, taking gentle steps and moving carefully to avoid any accidents.

“Okie dokie loki!” Pinkie gave her departing giant friend a mock salute before turning to Rarity. “So… now we know what it feels like to be cupcakes….” This merely caused Rarity to faint once more. “Oh… horse apples.”

***

Later all three friends sat around Fluttershy’s den sipping warm drinks trying to relax at varying degrees of success. Rarity sat twitching whenever she wasn’t sipping her drink. Pinkie was her normal hyperactive self adding in spoonful upon spoonful of sugar into her drink. Fluttershy relaxed in her chair, partially hiding behind her mane, her predatory confidence gone at the moment.

“So where is Twilight?” Rarity asked between sips.

“Someplace embarrassing, but safe.” Fluttershy admitted.

“Ohh Ohh I have a guess.” Pinkie waved a hoof like an excited school pony. “Is she in your-”

“Let’s not Pinkie.” Rarity interjected. “To be frank I do find this all to be partially disturbing…”

“Oh…” Fluttershy mumbled and tried to sink deeper into her chair.

“That’s not to say I’m not relieved you and Twilight are connecting as friends and….” Rarity stopped and closed her mouth searching for the right words. “That relationship, but I want no part of it in the future.”

“O-okay.” Flutteryshy said from behind her hair. “I am sorry for doing that, but the crowd, all those ponies made me anxious so I needed some confidence…”

“I suppose I can understand that…” Rarity set her cup down and stretched. “I do have clients' orders to finish Fluttershy darling so I must be off but if you come by this afternoon I can get new measurements… just make sure you’ve eaten beforehand darling.” Fluttershy nodded at the departing unicorn and was surprised by Pinkie bouncing onto the arm of her chair.

“I got parties to throw and pinkie promises to keep silly, but….” Pinkie Pie paused and waited for Rarity to exit the door. “It was fun and like in a super duper water slide way, so maybe again if ya warn me first.”

Pinkie Pie gave Fluttershy a deep hug and the pegasus felt a flurry of squirming inside making her moan softly followed by her belly ballooning up as Twilight returned to full size.

“Hehe, I knew it.” Pinkie giggled and gave Fluttrshy bloated belly a hug. “Bye Twilight, see you two later.”

The party pony left bouncing on her hooves as Fluttershy hugged her belly.

“That’s two~” She whispered to herself with a predatory smile.

Late Night Visitor

A harsh loud banging jolted Bonnie Delight awake in her bed. A tired moan escaped her as she rolled off the mattress.

“I swear to Celestia if this is another burglar I’m gonna turn’em into a plot plug for a month.” The unicorn grumbled to herself and rubbed the sleep from her eyes as she started down the stairs. The doors to her restaurant shuddered as another sound of loud banging thudded from outside.

“Mama Bonnie’s is closed sug!” She shouted through the door as she got closer. “Last robber is still flank fat so don’t tempt me.”

“Tis us Miss Delight.” A familiar though much quieter regal voice sounded through the door.

“Your highness!” Bonnie went wide eyed before opening the doors and quickly bowed.

“Rise Miss Delight, we are in need of your assistance.” Luna walked past the unicorn and closed the doors, locking them with her dark blue magic.

“Right, what can Mama Bonnie do for ya sug?” Bonnie straightened and Luna pursed her lips. A slight blue blush showed on her face as she sat down on the floor. Her belly bulged outward noticeably, it gurgled softly and there were subtle motions of somepony inside.

“We may have accidentally eaten a young colt.” Luna looked away avoiding eye contact. There was a beat, then another as Bonnie’s head pivoted between Luna’s face and her belly.

“What!?! We need to get’em out your highness before-!” Bonnie’s panic was silenced as a globe of dark magic wrapped around her head.

“Miss Delight please calm down, We cast an anti-digestion spell once the accident had occurred.” Luna stared down Bonnie waiting quietly as the mare’s panic subsided before dropping her spell.

“Pardon my Prench, but by your sister fat rutting flanks how did ya manage to accidentally swallow a colt !?!” Bonnie swore.

Luna’s ear pulled back like a cat’s at the vulgar language but pursed her lips.

“We… I… tis a long tale Miss Delight, perhaps some coffee would not be remiss?” The diarch suggested.

Bonnie sighed in frustration before setting a table for them both and trudging back to the kitchen for some strong black coffee for the princess… and an equally strong bottle of liquor for herself it was going to be a long night.

***

“So start from the top while the colt works his way through ya your highness.” Bonnie sipped her drink and sighed enjoying the burn as it went down.

“What doth thou know of the origins of Nightmare Night?” Luna asked

“Only what's taught in schools ya highness, figured it was partly true and partly made up.” Bonnie replied somberly.

“Unfortunately… tis mostly true.” Luna gulped down some of her coffee. “We did not become Nightmare Moon overnight, we first created her as a persona in our little ponies’ dreams.”

“A boogey-stallion?” Bonnie interjected.

“Similar yes, as a means to get at least some recognition from our subjects.” Luna sighed deeply with one hoof rubbing her now still and slightly snoring belly. “A monster to scare them into loving us.”

“Not the best plan, your highness.” Bonnie took another swig of her bottle.

“We know, it worked for a time and since our sister is powerless to enter the realm of dreams she was none the wiser.” Luna nodded. “But ponies learn to live with nightmares.”

“Guessin’ the tribute part came next.” Bonnie said flatly.

“Yes it did, Nightmare Moon now began demanding some tribute during the night or we would gobble up the offending pony.” Luna silently wished she’d ask for alcohol instead.

“You didn’t?” Bonnie asked in a half-chuckle.

“Not at first, but when the threat only did not take root…” Luna motioned to her belly. “We grew… peckish.”

“And this colt was just whatish? Reflesh?” Bonnie asked, starting to slur her words.

“Yes, while at first we were angry our sister kept the tradition going, we learned many modern ponies enjoyed the fright… then this young colt had little candy to offer at our statue.” Luna downed the last of her coffee.

“And gulpshh..” Bonnie giggled and slid her bottle away.

“Indeed, we did cast our protective magic as soon as the deed was done, then came here fleeing our sister’s astute student.” Luna said somberly and picked up the disappointingly empty bottle.

“Pshhh…” Bonnie gave a drunken smile and patted Luna’s shoulder. “Shh your highnesh, its okay. Mama Bonnie’sh got secretsh too.”

Bonnie drunkenly motioned for Luna to lean in closer.

“Shesh a bad mare…” Bonnie’s drunken smile slipped to a more serious expression.

“Miss Delight, what art thou talking about?” Luna asked.

“Shhh the Big Mare of Shhtallongradsh.” Bonnie giggled and leaned on Luna’s side. “Ate lotsa ponies.”

Luna raised an eyebrow and looked around as Bonnie began to murmur in her drunken stupor before drifting off to a fitful sleep. Quietly and carefully she levitated Bonnie back to her bed upstairs. She pondered Bonnie’s sleeping form before curiosity overcame her reason and a single thread of her dream walking spell connected her to Bonnie’s drunken sleeping mind.