The Sunset Rises.

[macro, growth, transformation, crush, vore, anal vore, insertion, f/f,]

Sunset Shimmer’s open mouth indicated the boredom she was enduring as she yawned at the back of the class. Usually she’d be up front, top of the class, well, second to top now that Twilight had changed schools who happened to be up front, answering all the questions. But today of all days, she felt drained, worn out. She just wanted to hide in the back and possibly sleep though class.

It turned out sleeping was out of the question too. It wasn’t Miss Cheerilee constantly shouting at her nor the general noise from the class itself. It was a minor pain in her rear that was steadily increasing in severity.

She tried to reposition herself, but the pain kept on increasing. It wasn’t till she lifted herself up off the chair for a moment that she let out an unexpectedly loud “Eep!” which drew some nearby student’s attention.

There was an odd tickle on her thighs and an uncomfortable heft in her skirt. Looking down between her legs, she could see her own hair, a whole lot of it expelled from her skirt and still growing. That wasn’t her hair though, she was sure of it when she pulled it over her shoulder and saw the end of it. She was growing a tail, but why and why was it growing so large?

She wanted to excuse herself, but by this point, she’d be hard pressed to escape the room without anyone noticing. Her best bet was to wait til the class was over and sneak out, but only if this tail stopped growing at a certain point. It instead began to grow along the ground as thickness of it began to push her table away and even lift her from her seat.

The screeching of the table legs across the linoleum floor was enough to draw just about everyone’s attention and those who weren’t focused on her soon were when one of the students screamed.

Some remained in their seats whilst others got up and began backing away to the other end. Sunset however was beginning to grow herself as he clothes started to tear and rip under the pressure from her mass growing out of them. She tried to stand up, finally swinging the massive weight of her tail behind herself but soon collapsed on her rear due to a sharp pain in her legs.

As her skirt tore apart, she could see her legs twisted and deformed. In a panic, she reached out to grab them, but she couldn’t wrap her fingers around them, all she could do was press her palms on them. That’s when she noticed her hands were now like cylinders, rounded bases she hadn’t have used in quite some times.

Getting up to her returned hooves proved difficult as she continued to grow, her hind legs now pressed up against the black board at the front of the class, blocking the door. A few had managed to escape already, being smart enough not to sit around and watch, but a few unlucky students, Twilight included were trapped in the room, either between the giant legs the surrounded them or under them. Those under could feel the increasing weight and Sunset could feel their struggles.

That wasn’t her concern at the moment as her head was pressed to the ceiling to the point that she was hunched over. She wasn’t sure if she’d just get compacted in the tight room or if her body would beat out a school building. The horn the erected from her forehead and pierced the ceiling, making a weak spot that her growing body pushed through answered that question.

Now that she had more open space, her body grew at an increased pace. Sunset only had a moment to look up before her horn broke through the floor to the third floor, unhesitant to her screams. Her legs which had begun to curl up casually broke through the blackboard wall and broke on through to the front of the school as her head finished its journey through the roof, finally stopped when she sat at shoulder height with the school.

Two things went unnoticed at that current moment to Sunset. The squirming students under her legs had stopped and the students who were trapped between her legs with no escape route were scooped up in her sex as her waist expanded as far as the outside of the school, collecting her, crushing others against the blackboard before breaking through.

Twilight was unable to push past the thick folds of Sunset’s sex. Her attempts became impossible as Sunset leaned forward, closing her escape against the floor as she got up onto her hooves. Standing tall, at least twice the height of what remained of the building, Twilight tried to climb deeper within her to avoid the deadly fall.

Taking a moment to acknowledge herself before anything else. What was clear was that she was a unicorn again, but why and why was she so big. She began to hyperventilate, breathing in and out in a rapid pace.

“Will someone get me a giant paper bag!”

She tried to calm herself, taking slower breathes but regardless of if she was going faster or slower, she was calming down, although getting a little dizzy at the same time. Regardless of the dizziness, she was calm and began to thing of a plan. Turning around and sifting through the damage, she somehow managed to easily find her bag before lifting it out with her magic.

Well she wanted to. It had been so long since she had used her horn, let alone had one, she had forgotten how, instead opting to scoop it up in her hoof. Unfortunately, scooping her hoof along the ground accidently turned over some rubble, revealing some unfortunate students who failed to withstand the weight of her new body.

Sunset immediately began to panic again, breathing in and out more rapidly than before, but just like before, she calmed down oddly fast and slightly more dizzy. All these events to take in, she didn’t even notice the tickle in her throat.


Moments before Sunset’s growth, Fluttershy was making her way to her locker, checking to make sure the corridor was clear before opening up the door to all the little animals whom had made their nests in her locker.

“Time for lunch.” She affirmed as she opened her bag full of pallets and vegetation. The animals clearly felt the danger coming as they all leapt from the locker, scattering in all directions. “Where are you going?”

There were loud screams coming from the floor below and some students began to exit the classes around her to further inspect the sounds. There was a low rumble before an orange spike, pierced the floor just beside Fluttershy. The students ran but Fluttershy fell to the ground, scared and unable to move. The floor burst open below her and she fell, screaming as she landed on slimy ground.

A loud screech forced her to cover her ears as the cavern she sat in echoed around her. Only once the screeching stopped did she see the rows of teeth along the top and bottom of the jaw of the mouth she found herself in. One student who was attempting to escape a nearby classroom had also been caught, nearly. He clung to the teeth as his body flailed outside.

Fluttershy leaned in to help him up before the tongue flicked back, throwing her backwards as the teeth came together, soon followed by inaudible, loud noise as the tongue flicks around her. She couldn’t tell if he was bitten or if he let go, either option boded badly for him. As Fluttershy tried to get to her feet, the mouth opened and air rushed at her, throwing her back before blasting past her, rolling her forward. Each rapid change in the wind pushed her closer to the gaping throat before pulling her, only slightly away.

The gale force winds came to an immediate halt. Fluttershy found herself, sitting on the edge of the throat, her feet dangling over the edge and only one hand gripping a large molar at the back of the mouth. As she tried to pull herself back, light flooded in again and an inrush of air pushed her forward, feet first into the throat.

She tried to spread her legs and keep herself up, but the throat was much wider than she could spread and easily grabbed hold of her. The rush of air subsided much quicker this time before darkness fell on her and she felt herself slip deeper inside.


As Sunset swallowed what she could only assume was some rubble that slipped into her mouth, she stood up straight again, breathing in deeply through her nose and feeling a relaxing mood wash over her.

Out of the corner of her eye, she noticed an individual that stood out among the crowd. She easily reached over with her large hoof strides and dropped her hoof in front of the fleeing person.

“Rarity! I’m so glad I caught you.” Sunset tipped her other hoof beside Rarity as she scrambled back out of fear whilst Sunset dropped her bag beside her. “Inside is my book to Princess Twilight. Please tell her to come here and help… I don’t know what’s going on.”

Rarity immediately unzipped Sunset’s bag and scavenged through it, pulling out the magic book. In an instant she was already on a blank page, rapidly scribbling in a call for help. Once done, she looked up at the giant pony who grinned back, knowing it was only a matter of time before help arrived.

Bending her haunches, Sunset sat down in front of the school. Between her outstretched legs was the portal to Equestria and Rarity, a little to afraid to move. Not sure what else to do, Rarity’s eyes wandered across the giant unicorn that sat around her and then her eyes made contact with Twilights as she tried to push herself free from Sunset’s sex.

Rarity immediately clasped her hands to her mouth to stifle a shriek, but Sunset already noticed her reaction. She couldn’t see over her plump belly but she knew she wasn’t wearing any clothes.

“Oh I’m so sorry, I didn’t even notice”

Twilight watched as the giant, orange sole came down towards her, finally to free her until it made contact and pushed on her. Her sudden screams were muffled in the folds that curled around her as Sunset easily pushed her back into her depths.

To Sunset, she was just covering up for Rarity’s sake. Rarity on the other hand was speechless as to how to tell Sunset what she was doing. Part of her thought; What if she knew what she was doing?

There was a few moments of silence, the whole time Sunset kept her hoof between her legs as she sat up tall. Steadily, dizziness took over and she felt a sudden urge she hasn’t felt since she arrived in this world. She stared down at Rarity and felt a pulse between her legs.

“While we wait for Princess Twilight… Why don’t we have a little fun?”

Sunset pulled her hoof away from between her legs, pulling a long, sticky strand of fluid that stuck to her hoof. Rarity tried to get up to run but Sunset’s hoof was already over her and scoop up her back, sticking her to the wet patch on her sole.

Rarity screamed loudly as she flew through the air at unrealistic speeds as Sunset held her hoof up to her face. On her hoof held a tiny Rarity, stuck and upside down as she screamed up at the giant mare.

“How about a little game of ‘What do you taste most like’?”

The screeches got louder as Sunset slowly brought her hoof closer to her face as her lips parted and tongue rolled out, salivating.

Sunset didn’t even notice as the portal glowed brightly. Only a moment later, she was barrelled backwards, her back bracing up against the, surprisingly strong remains of the school. Twilight lay on top of her, their noses only a small distance apart.

Twilight stared into Sunset’s eyes before quickly looking either way, seeing the destruction and small stature of the buildings and people around her.

“Why are we so big and still ponies?”

Twilight yelped as she felt a forceful slap across her flank. She lifted her right hoof and looked under it towards her rear were she saw Sunset’s hoof holding it tightly.

“What are you doing?”

Twilight placed both her fore hooves on Sunset’s chest and pushed herself upright, sitting on Sunset’s waist as she sat up tall. She began to panic and breathe in more heavily, unsure of what was going on or why it was happening, but surprisingly to her, she seemed to calm down a bit more easily than she was expecting.

As she started to get light headed, she noticed a tingle down below. Sunset’s grip on her flank had been to rock her back and forth, grinding her own sex across Sunset’s belly. Unsure why, she just felt stimulated and even though reason told her not to right now, it quickly became hazy and thinking was becoming slightly more difficult.

Her thoughts became even more scattered as Sunset’s other hoof came around to her flank, this time cupping onto her exposed anus. The sudden grab however felt a little cold though.


Rarity flew through the air as she saw the eclipse of Twilight’s flank as she flew around it. On one side was the other hoof that seemed to have spread Twilight’s cheeks a bit as the giant crater known as Twilight’s anus lay exposed in front of her, in fact, at her destination. She was unable to scream anymore as Sunset’s hoof made contact with Twilight.

Heat immediately became the noticeable difference, only moments before the smell hit her. Rarity remained stuck to Sunset’s hoof but Twilight’s anus had encompassed her, sticking to the hoof like a suction cup with her trapped in the centre. If she was to fall off now, it was a long tumble into a horrible place.

Too bad for her, she didn’t have a choice as she felt her feet touch something. Around her, the wrinkled ring flex, closing in on her before expanding a little, each time coming closer and closer to her. Some of the juices she was stuck to began to drip around her, almost like it was melting away.

The heat must have been the cause of it because her upper half suddenly came loose as it fell from the sole, dangling over the open rectum. Her screams echoed through the intestine as her rear began to peel away too. She fell herself fall and her legs rip apart from the hoof before there was a tight pressure on her foot and total darkness.

Slowly, Rarity reached into her pocket, pulling out her phone. She was a little surprised it had managed to stay in her pocket this whole time. Activating the light, she illuminated her foul smelling cavern. Around her the red walls of the rectum pulsated but as she turned the light towards her foot, she could see, the anus had sealed up tightly around it, the only thing stopping her from a decent into Princess Twilight’s colon.


Twilight felt herself tighten up at the cold and, oddly slimy touch of Sunset’s hoof. A moment later after she had removed her hooves did Twilight finally relax herself and unclench her flank. As quickly as she relaxed herself did she feel an oddly stimulating feeling in her rump, like something small had tumbled so deeply into her rear that she could feel it until it went too far to feel anymore.

Before she knew it, she too began to leave her own sticky mess on Sunset’s belly, but oddly enough, she didn’t seem to mind, just as Sunset showed her how much she didn’t mind either by wrapping her hooves around Twilight’s back and pulling her back down, their lips connecting as their chests heaving and pressed against each other.

For a moment, Twilight wanted to push back, but the feelings deep inside her told her to go with it. That feeling elicited a small yelp from Sunset right into her mouth mid kiss as Sunset looked down between the two, finding Twilight’s hoof already rubbing at her swollen vagina.

“You have no idea how long I’ve been waiting for this… As a human, it’s wrong to do such things… but as a pony…”

Sunset grabbed Twilight by the head, pressing her hooves down on her and forcing her head down between her legs. Twilight felt as Sunset’s thick thighs  squeezed around her head, pushing her snout between her folds but it wasn’t like she wanted to pull back.

Sunset’s maw opened to scream in pleasure, but she couldn’t find the concentration to make the sound as Twilight dug her snout deep into Sunset, opening her own maw and letting her tongue go to work inside.


It was near darkness as Twilight tried her best to push back against the pulsating walls of Sunset’s innards. As time went on, it got hotter and wetter, soaking Twilight to the point that she began to slip back and forth along the thick ripples of the Vagina.

Thinking that things couldn’t have gotten worse was an understatement, yet somehow they did. In an attempt to keep the walls from crushing her, Twilight held them apart by bracing a leg on each side. Unfortunately, she didn’t expect the giant, purple nose of another mare to come barrelling into her prison, charging right between her own legs and pushing her deeper.

Unbelievably, things got worse when the lips parted and the giant tongue snaked out, penetrating her own sex through her underwear. She tried to kick back at the tongue, but her shoes just slipped on the slimy appendage and slipped between the slick lips. Fear gripped her when she realized she could no longer pull it free as the lips held their grip around her ankle whilst the tongue continued to push under her skirt, forcing her deeper until her head brushed against Sunset’s Cervix.

Her arms now tried to push back against the wet muscle whilst her remaining foot pushed back on the giant’s nose. Against her best efforts, she was unable to push back against either titan and could only endure it, up until, from a mixture of the snout’s efforts and her own defences, the Cervix quivered in Twilight’s hands before blasting her with a face full of fluids.


There was something getting between Twilight and Sunset, something that at first was quite a nuisance, but once she got a taste of it, she didn’t mind it, in fact, she wanted more of it. A bit of it slipped between her lips and she wanted nothing more than to open wide and let it slip in, but the constricting space of Sunset’s sex was too much to force her mouth open more than enough to get her tongue out.

Attempted to curl it up in her tongue, Twilight pushed in deeper but each time, it only went in deeper with her. As she kept trying, going deeper and deeper, Twilight almost jumped when Sunset orgasmed, blasting her face with her juices.

Removing her nose from Sunset’s legs, white globs dripped from her face, leaking over her lips. She could still feel that thing that she caught in her lips before but she couldn’t quite see it in the mess of white that covered her face. Just as she attempted to slurp it in, she was startled yet again as Sunset sat up in front of her, hooking onto her face with her open maw.

The cold air that blew on her wet nose was suddenly swapped with warm breathe as Sunset encapsulated Twilight’s snout in her lips and licked away at the mess she had made. Twilight almost whimpered when she felt her prey slip from her lips, disappearing into Sunset’s maw as she slowly pulled away, licking her lips.

Her head lifted, ready to swallow before Twilight placed her hoof on Sunset’s lips, grabbing her attention for the moment before she pulled down on them, parting them and revealing the Twilight that tried to scurry for the opening in the maw.

Now that she knew it was a human, a part of her told her, ‘Don’t eat that. That’s a person.’ But another part told her otherwise. She pushed forward and dug her tongue in, curling it around the Twilight.


Twilight was caught in a tug of war with two tongues as each one tried to wrap around her body and pull her into its owner’s throat. Each time she was about to be hurled into the darkness, the other would grab her and pull her back, bringing her to the other end to be swallowed.

This went on for longer than Twilight could figure. It only ended when one tongue curled tightly enough around her that the other couldn’t even rub its slimy surface against her. Only then did the lips part and darkness surround her.

Light flooded in and staring back at her was Sunset’s large, green eyes. Then the tongue rose and she fell.


Twilight felt the squirming prey wriggle down her throat. It was like nothing she had even felt before. Sunset laid back in the wreckage of the school and Twilight laid down on her, resting her head against her belly, hearing a faint scream from within.

“I don’t know why, but I’ve never felt like this before…”

Sunset smiled, somehow managing to scrape up some remaining students and tossed a couple into her maw, dropped the remaining into Twilight’s

“Yeah… The thin air at this size is very intoxicating.”

Twilight looked up as she swallowed.

“What’s thin air?”