>"You think he's home?" Asked Scootaloo >"Apple Bloom said he should be." Answered Sweetie Belle. "Maybe we should knock harder." >The two friend's plans for the day surely didn't involve going to a former classmate's house to ask for sex when they woke up that morning, but there they were >Hell, two days before that they didn't think something like that would ever even BE a plan >But seeing what happened to their best friend, Apple Bloom, that quickly changed >The trio kept in touch after they graduated, hanging out almost everyday to enjoy their newfound free time >Which is why it was such a big surprise when, the day before, out of nowhere, Apple Bloom showed up to their usual spot 8 inches taller, four cup sizes larger, and with much more pronounced muscles >When they asked what happened, Apple Bloom just brushed it off as a magical mishap >However, when she showed up even bigger, bustier, and ripped earlier that day, Scootaloo and Sweetie Belle made her talked >Or rather, they tried to "make" her say anything, just to end up begging for Apple Bloom to talk after failing to move her even an inch >Still, they got the information they wanted, and now waited eagerly to meet the source of Apple Bloom's growth >After waiting a couple minutes, a voice finally answered them from the other side of the door >"Hey girls, sorry for the delay. Um, can you guys come back another time? I'm, uh, kinda busy." >The voice in question belonged to Pipsqueak, a very short guy from the girls' class, standing at only 5'2", who they never really paid much attention to >But at that moment, it was just who the girls wanted to see >Sweetie Belle smiled, then, with the sultriest voice she could possibly muster, she answered >"Oh, but we really wanted to see you as soon as possible. Apple Bloom told us about you two, and we just wanted to have some fun too!" Sweetie said, putting a special emphasis on the word "fun" >"She did?" asked Pipsqueak >The sound of a key being turned could be heard as he unlocked the door, but opened it just enough for his head to be visible >"Look, I'm not sure what she told you two but- Woah!" >Pipsqueak interrupted himself, his vision filled with Sweetie's sizable cleavage, thanks to their height difference, exposed by a very revealing white shirt, looking bigger than the D cups they were as she discretely pressed them together with the sides of her arms >"Are you sure you're too busy?" Sweetie resumed her act. "I mean, I guess we could come back some other time, but today we had the whooole afternoon free. It would be a shame to leave two girls like us bored with nothing to do, right?" >"I-I, ah, I guess so. Come in." >Pip finally opened the door for them to enter his house, but still hid his body mostly hidden behind the door >"Can you two wait a minute in the living room?" He said, pointing to his opposite direction. "I'll join you guys in a jiffy." >"Sure." Sweetie said, winking at him as she passed. >Scootaloo was behind her, and noticed Pipsqeak running to what looked like a laundry room as they made their way to the living room >Sweetie and Scootaloo sat down, waiting for Pip to show up >"So, umm, where did you learn to do that?" Asked Scootaloo. >"Do what?" >"You know, the whole velvet voice thing with all that slutty acting. I never thought you were the type to sleep around. Though that would explain why you had so few boyfriends in college..." >"Ahem! I do not 'sleep around', thank you very much! And I just have high standards, ok?" >"Sooo, how did you learn all that then?" >"I just hang around sis a lot, is all." Sweetie said, clearly flustered. >"Whatever you say, I ain't judging. What's taking Pip so long anyway?" >"I don't know. I mean, he did say he was busy." >"Yeah, I don't buy that for a second." Said Scootaloo, standing up. "I'm gonna see what's up." >"Suit yourself, Scoots. I'm gonna stay here and see if I can make my cleavage look bigger for when he arrives." >Scootaloo rolled her eyes and walked out of the room >"'Sis' my ass." She thought >Scootaloo walked back to the laundry room she saw before >Getting closer, she could hear Pipsqueak's voice saying something, but couldn't quite make it out >By the door, she could finally see Pipsqueak with his back turned to the door and hear him whimpering "Come on, get down!" while looking down >"Pip? Are you ok, dude?" >"Ah!" He jumped. "H-hi Scoots, don't worry, I'll join you guys in a second." >"You sure? You're acting kinda weird." She said, approaching him. "What you got there anyway?" >"It's nothing, please! I swear it's nothing, go back to the other room." >"Alright, man, that's it." >With a sharp movement, Scootaloo turned him around, revealing his increadibily red face and very obvious hard-on >"I'm so sorry, I was trying to make it go down before talking to you guys." >"What?!" Exclaimed Scootaloo, perplexed. "Dude, what did you think we came here for?" >"I know, I know, but I was masturbating before you guys knocked, and I didn't want you two thinking I was a perv or something!" >Scootaloo stared at him with an expresion of disbelief for a few seconds >"You're a fucking dumbass, you know that?" She asked, finally breaking the silence >Before Pipsqueak could answer, Scootaloo jumped on him, giving him a kiss >After a few seconds she took a step back and looked at Pipsqueak's shorts, noticing the tent in there was larger than she expected >Scootaloo's face quickly became as red as Pip's >"I see you have a pretty big 'problem'. Mind if I help you with that?" >"It would be much appreciated." Answered Pip with a smile, taking off his shorts >Scootaloo's eyes were wide open at the sight of Pip's package >In contrast to his minute height, his 10" erection looked even bigger than that >"W-wow, AB left out some really big details." Scootaloo stuttered, frozen by Pip's unexpected size >Pipsqueak watched as Scootaloo got on her knees, her eyes clearly enticed by his dick, and begun stroking him >She seemed surprisingly shy about it, doing slow strokes without much pressure on her grip >Looking at her face, Pip noticed she looked like she wanted to say something >"Hey, Scoots, are you ok?" >Seemingly startled, she broke her gaze from his dick to look up at him >"O-Oh, I'm sorry, is it not good?" She asked in a nervous voice, increasing the pace on the handjob >"No, it's, ah, not it." Pip answered, his voice breaking a little as small sighs of pleasure escaped him. "You're just acting so bashful, doesn't seem like you." >Immediately she broke eye contact with him, her face now as red as a tomato. "I-I-I just, umm..." >Pip let a small moan escape him as Scootaloo increased the speed and pressure of the handjob further in her nervousness >"Fuck, girl, that feels so good!" >"Thanks." She said in a sheepish tone, looking back at him with innocent eyes, despite the situation >That reaction caught Pipsqueak off guard >Putting the pieces together, he understood what was happening >"Hey Scoots," he begun, now on a much more assertive tone, "can you suck me off?" >Scootaloo looked surprised at his forwardness, but not unhappy >"Ok." >Sure enough, she put the head of his penis on her mouth and begun licking it >The pace on the handjob steadily decreased, her tongue working on the head as her hand now softly caressed his shaft >Enjoying the sensations on her mouth and the view of Pipsqueak from below, she used her other hand to unbutton her jeans and start fingering herself >While Pipsqueak was short, Scootaloo thought he was cute, and looking at him from a lower angle felt nice >A couple minutes passed like this, and while Scootaloo enjoyed the sensations, Pipsqueak was starting to want more >Concentrating on pleasuring both herself and Pip, Scootaloo was caught by surprise when Pip placed both his hands on the back of her head >She appreciated the sensation, and look at his face with happy eyes >A look that disappeared when she noticed the mischievous grin on his face >With a strong motion, Pipsqueak pulled her head towards him, shoving his dick on her throat >Standing only on her knees, such an abrupt movement made Scootaloo lose her balance >The hand that was previously doing a handjob was now desperately looking for something to hang on to >All the while Pipsqueak continued relentlessly throat-fucking her >Despite his roughness and her muffled protests, Scootaloo's hand made clear how she really felt, greatly increasing the pace of her fingering >After regaining balance, her expression of discomfort quickly melted into one of pleasure, and her protests turned into moans >Seeing her face was too much for Pipsqueak, who shoved his dick inside of her mouth with all his might as he came >Feeling him unload on her throat felt strangely good >Then, as he took his dick off her mouth, she coughed a couple times and took a deep breath >Weirdly, the sensation didn't stop, but rather spread through all her body >"Fuck, this feel so good, what's happening?" >Pipsqueak smiled. "Didn't Apple Bloom tell you? I think you know what's happening." >Scootaloo moaned loudly as she experienced an entirely new sensation >She was growing >Her formerly 5'5" height quickly increasing in noticeable spurts, hitting 5'7" in a second, then 5'9", then finally slowing down at 6'2" >As the high from the growth subsided, she begun exploring her body with her hands >Strangely, her curves and muscles didn't increase >Seeing Scootaloo pay close attention to her abs, Pipsqueak spoke >"You know, the effects change depending on where I cum. Do you wanna see what happens after another round?" >Surprised, Scootaloo's eyes went straight to Pip's crotch >He was still at full mast, even after ejaculating what felt like a lot >"That potion was the real deal, huh?" Asked Scootaloo with a nervous laugh. "Fuck, my clothes feel so tight now." >"Then take them off, babe." >And so she did >Pipsqueak feasted his eyes on her body >As an upcoming athlete, Scootaloo had to and enjoyed exercising regularly, and it showed >While her A cups weren't really something to write home about, they complemented her tone body very well >Taking off her shorts, Scootaloo showed off her muscular legs and her trimmed pussy >Pipsqueak was almost salivating at the sight >"Can you lay down, please?" Asked Pip >"Sure but... can I ask you something?" Scootaloo replied >"What is it?" >"Don't say please." >Hearing that did it >As soon as Scootaloo was laying on the floor, Pipsqueak jumped on top of her and aligned the head of his dick with her pussy >"Please be gent- OH FUCK!" >Pipsqueak shoved his dick as hard as he could on Scootaloo's wet cunt, her fingering from before providing all the lube he needed >Scootaloo was reduced to a moaning mess, feeling the biggest cock she had inside of her going as hard as it could >Pipsqueak just kept thrusting without slowing down, looking at the gorgeous strong tomboy below him >In an act of instinct, Scootaloo put her hands on his back and scratched him, her screams of pleasure not being enough to express how she felt >Pip enjoyed that way too much, somehow increasing his pace even further >Scootaloo felt herself getting closer and closer >"Fuck! H-harder, please!" she screamed >Pipsqueak was happy to oblige, pulling increasing the strength of every one of his rapid thrusts >With a powerful moan, Scootaloo finally felt release, with what was the strongest orgasms she ever had >As soon as she was finished, so was Pip, but, to her surprise, he took his dick out of her, cumming all over her stomach and thighs >She looked at herself, both impressed and intimidated by how much cum there was >Then all that turned to fear, as her skin started absorbing it >"Ahhhh! What the hell is happening?" >"Don't sweat it, you'll enjoy it." >"W-what?" >Her fear and confusion quickly made way to more pleasure, as she began feeling that new sensation yet again >She could feel herself transforming, but couldn't see what was happening >Exploring her new body once again, she felt some very obvious changes >Her muscles were getting bigger and harder >Her body, now merely toned a few minutes ago, was straight up ripped now >Looking down she could see muscles that would take many years to sculpt >But there they were, real as they could be >Still laying down on the floor, she looked at her powerful muscles with pride >"You know..." said Pipsqueak, interrupting Scootaloo's delight at her own body, "if you want to, I can make you even stronger." >Scootaloo finally looked away from her own body to look at Pip's >Her jaw dropped >Somehow, even after two very strong orgasms, he was still rock hard! >Scootaloo was at a loss of words, a feeling Pipsqueak clearly enjoyed very much >"So, round three?" >"I, uhhh..." >Before she could answer, she heard a voice coming from the door >"Don't you two know it's rude to keep a lady waiting?" >Both Scootaloo and Pipsqueak quickly turned their heads to the door in surprise >There stood Sweetie Belle, leaning naked against the wall >"Ahh, Sweetie!" Yelped Scootaloo, quickly getting up and picking up her shirt from the floor to cover herself. "I thought you would be in the living room for a while." >"And I thought we would be sharing Pip today," replied Sweetie Belle, walking towards them with an exaggerated sway to her hips, eyeing Pipsqueak up as she did, "but I guess I can see why you wanted to keep him all to yourself." >"I was about to call you, h-honest!" Answered Scootaloo >"Oh, you did call me. Your screams aren't exactly subtle." >Scootaloo avoided eye contact and stayed silent as her face cringed in embarrassment >"Now, now, Sweetie," begun Pipsqueak, in an overconfident tone, "you don't have to be like that, there's enough of me for both of you." >"Oh?" Sweetie answered, cocking her eyebrow. "You think there's enough of YOU for two girls like us?" >Sweetie started moving aggressively towards Pipsqueak making him slowly back up until he had his back against the wall >She put both her hands on the wall just beside his head, and then close the distance between their bodies >Her towering frame, being six inches taller than Pipsqueak, felt even taller as she looked down at the cornered man >"I'll be the judge of that, shorty." >Pipsqueak felt two soft hands on his shoulders, then let out a small yelp as Sweetie pulled him to the ground, making him sit against the wall >She stood on her knees in front of him, and, without any warning, enveloped his dick with her sizable breasts >Pipsqueak just moaned without forming any words, still processing the whiplash between Scootaloo and Sweetie Belle >While Scootaloo had a lean, athletic body, Sweetie's was a lot more feminine >Her hips were wide, her breasts large, and she looked so soft and inviting >And yet, there she was, right in front of him, in complete control >As if Sweetie was a predator sensing weakness on her prey, she increased the pace and pressure of the titfuck >"What's wrong, Pip? I thought there was enough of you for both me and Scoots, and yet even these little titties are too much for you?" >The mocking tone entering his ears finally forced him to say something >"W-what are you talking about? There nothing little about those." >"Oh but they are." Sweetie increased her pace even more. "I mean, if you think these mosquito bites are big..." >Pipsqueak couldn't take it anymore >Sweetie's skill with her tits were too much for him, and he let himself get lost in the sensations >Finally a string of cum came from his dick >As soon as it did, Sweetie's skin absorbed it, making her tits grow >Despite her boobs rapid transformation into E cups, Sweetie's relentless titfuck did not slow down >As he continued ejaculating, Pipsqueak could feel more and more of his dick being enveloped by Sweetie's growing tits >The second string made her an F cup >The third a G cup >H >I >And then finally a J cup >"... what would you even call these?" >Pipsqueak was breathing heavily, clearly exhausted >He looked at Sweetie Belle, just to see a devilish smile on her face >"Oh, my little boy is looking so tired. Lay down for me, won't you?" >Pipsqueak did as he was told >He watched as Sweetie Belle sat down on top of him, with her back turned to him >"Unfortunately for you, Apple Bloom told me about your stamina." >Before he could react, Sweetie jumped backwards, putting her pussy against his face and covering his head with her ass >"Now it's my turn to feel good. You don't get to be tired." >Sweetie leaned forward slightly and grabbed Pipsqueak's semi-erect member >Feeling the pressure of her grip, he quickly began eating her out >"Good boy." >As his tongue explored Sweetie's pussy, she stroked him, his cock getting fully hard for Sweetie again after only a few seconds >Sweetie kept stroking, speeding up and slowing down to reflect how well he was pleasuring her >After a few minutes, it was clear to Pip that anything less than his best was worthless to her, as her demands for increasing her pace would require more and more effort >And so, that's exactly what he gave her >He worked his tongue inside of Sweetie while using his nose and mouth to please the folds of her lips >She was clearly pleased, giving how fast and tight the handjob he was getting felt, her moans only confirming that further >He could feel himself getting closer to release >However, so could Sweetie, feeling his cock violently throbbing >Suddenly, she dropped her weight on his head and fully stopped stroking to give his dick a painful squeeze >"Not yet." She commanded. "You already has your turn. You only get another orgasm after I do." >The increased weight on his head made it hard to breathe, but Pipsqueak continued eating her out the best he could >Sweetie would continue stroking him, only to stop right before she felt he would cum >Pip was getting desperate, both for air and for released >He did his best to reach deep with his tongue >Finally, he could hear Sweetie moaning faster and faster, finally harmonizing into a single scream of pleasure >As soon as she came, Sweetie threw her body forward, letting Pip breathe as she put his entire cock in her mouth >The warm and wet feeling was too much for his abused dick, releasing a torrent of jizz into her throat as soon as her lips hit the base of his cock >Sweetie, of course, swallowed it all >Feeling Pip's dick getting limp and her growth spurt coming, she got her mouth off of him and sat on his chest >Guttural screams of pleasure filled Pip's house as Sweetie Belle's growth spurt started >He could feel her weight increasing as her height did >Her already impressive 5'8" frame became 5'11" in a single spurt, then came another that made her match Scootaloo's 6'2", and she felt no signs of stopping >6'5", 6"8, Sweetie kept getting taller until she stopped at the 7' mark >She got up and reveled in her new height, looking at Scootaloo for comparison >"New that is what I'm talking about!" >Pipsqueak could only stare at the towering beauty in front of him >His dick responded to her enlarged figure with a weak throb, unable to get hard again >He was spent >Sweetie caressed her body with her hands, satisfied with the changes >That is, until she reached her butt >"Hmm. I feel I could use one more improvement. Can you lead us to your bedroom? I could use a more comfortable place." >"What?" Asked Pipsqueak, meekly. "I'm done, I couldn't keep going even if I wanted to." >Sweetie Belle just laughed >Pipsqueak looked at her in confusion, and was about to say something when he heard a knock on the door >"Oh, what good timing!" Exclaimed Sweetie Belle >"I'll get it." Said Scootaloo, leaving the room >"What's going on?" Asked Pipsqueak >"I told you, didn't I?" Sweetie looked at him with a mischievous smile. "We have the whooole afternoon free." ----------