The New Flutterbat

by TheBluWaffle

Rating: mature
Tags: My Little Pony: Friendship is Magic, Dark, Romance, Fluttershy, Sex, Spike, Random, Adventure, Main 6
Length: 11080

A bat bites Fluttershy, and she changes into one, but this time, it's a little different than the one who craved apples.

When a seemingly injured bat bites Fluttershy, she doesn't think much of it (other than the disappointment of not being able to help a poor creature). When she looks in the mirror however, she see's the last pony she wanted; a half pegasus, half bat. This has happened once before, and it wasn't a good thing, but, the difference this time is, this bat isn't craving apples. This bat is craving something much sweeter...

Published 2015-10-19 20:20:01 UTC
Last updated 2017-08-18 22:06:27 UTC

Chapter 1- Bitten

Fluttershy hummed a small tune as she worked outside her cottage near the forest. Caring to the animals, collecting flowers, rearranging potted plants, she did all these things on this perfect sunny day. She started tending to some raccoon's when she heard a sudden bird-like shriek come from afar. She gasped, speeding towards the sound as quickly as she could, fearing that it could be a bird in distress. She heard the shriek again, much closer this time. She landed a moment later next to some trees, looking around for the source of the noise. She spotted something small and black in the distance, and it was stirring slightly. She trotted up to it, knowing that it must have been what she was looking for. When she reached the creature, she noticed that it was actually quite small. From it's position, she couldn't quite tell what kind of creature it was, though she spotted a pair of odd wings. It didn't look like any bird that she had seen before, though Fluttershy had a suspicious feeling that she had seen this winged creature before. It wasn't moving anymore, which pained her greatly. She feared the worst.

"Are you okay, little one?" She asked, hoping for some kind of response. No sound, and the creature didn't stir. She gulped, reaching down to touch it...

Suddenly, the thing screeched and flew up, making Fluttershy yelp in surprise. She yelped again, when the creature flew down at her and she felt a pair of teeth delve into hr neck. The little creature had bitten her.

Before she even had a chance to respond, the bat flew back up in the air, hissed in her direction, and flew off towards the Everfree Forest, disappearing from her sight a second later. She sat there in shock at the altercation, a mixture of emotions running through her; disappointment from not being able to help an animal, and slight anger from what the bat did to her. She reached to her neck at the spot where he bit, and when she examined her hoof, she could see a little red on it. It had not only attacked her, but it had drew blood. Flutterhy huffed a breath.

"I was only trying to help you!" She half-yelled towards the forest. She knew the bat wouldn't hear her, and even if it did, it probably wouldn't understand any of her words.

She gathered herself and trotted quickly to her cottage. The good thing was, she was done with her daily chores, so she didn't need to worry about them. She needed to clean her wound as quickly as possible, fearful of an infection, especially from and animal like a bat. When she reached her bathroom, she opened a cabinet and pulled out a med kit. She always kept a med kit around, just in case any of the animals, or herself, were injured. She grabbed a small cotton ball and dabbed a bit of peroxide on it. She gulped, knowing full well that the contact of the medicine would sting. She would have to deal with it, knowing a full blow infection would be a million times worse.

She touched the cotton ball to her wound, flinching slightly as she felt the sting, the peroxide going to work. She dabbed at it, making sure to fully coat it. She still couldn't believe that a bat had bitten her, again! She just prayed to Celestia that the effects weren't the same. That was a nightmare...

She discarded the cotton ball and put the peroxide back in the med kit, closing it and placing it neatly back in the cabinet. When she closed it and looked in the mirror, she gasped, seeing the last thing she expected, and most certainly the last thing she wanted.

It was her face, except that her eyes had been changed from teal to red, and a pair of sharp, bat like fangs had appeared. Her ears had drastically changed as well.

She shook her head from shock, looking back at the mirror. It was plain ol' Fluttershy, with teal eyes and no fangs. The image was just her imagination. She breathed a sigh of relief. Thank goddess! She did not want to deal with Flutterbat again. Well, technically, it was more her friends dealing with Flutterbat, and she heard after she changed back, that the whole ordeal was a complete nightmare. She didn't want to go through that again.

She slowly walked over to her couch, plopping herself down on it, suddenly exhausted from her chores and the ordeal with the bat. She sighed, closing her eyes for a moment. She couldn't keep them closed for long, for the sudden sound of her stomach rumbling shot them wide open. She smacked her lips, thinking of what she craved at the moment. She didn't want any of the tasty flowers in her basket, no, she wanted something stranger, probably less tasty. For some strange reason, she craved the taste of blood, delicious, red blood. She had no idea why she suddenly craved such an odd thing, and she questioned it greatly, but, the craving was too much.

She got off her couch and spread her wings, flying out the door a moment later. She headed towards Ponyville, thinking of who her first victim would be. Why was she suddenly thinking like this? Oh Celestia, something was definatly not right...

Maybe...maybe a certain purple unicorn could help her out, and get rid of these strange cravings. She truly hoped that she could help her, because she really didn't want to have to taste blood. She never tasted blood, she never wanted to taste blood before she had been bitten by that...bat...

The realization struck her. "Oh no, oh no! It's happening again!" She quickened her pace, knowing that she had very little time before she transformed into her darker half. She hoped that she wouldn't transform before she reached Twilight's house...

Chapter 2- Purple Victim

Chapter 2- Purple Victim

Twilight was sitting at her upstairs desk, her mind engaged in a deep and riveting book. She was truly loving it. Her ear perked up when she heard the sound of a faint knock on the door. She always had to wonder why everpony interrupted her during a good read. The one thing that still baffled her was how the entire world works...

"Spike!" She called from upstairs. "Could you get the door please?"

"Got it!" He replied. He walked over to the door stretching his arms in the process. Twilight had him re-shelving books again, which was basically a weekly thing now. Spike didn't necessarily mind, though it was quite annoying that she wanted to re-shelve a good portion of the books, even though they most likely be in their correct spot. Whatever, that's Twilight for ya'.

He reached the doorknob and opened it, ready to speak to whoever was there. When he looked up, his pupils shrunk at the "pegasus" standing in front of him.

Twilight's mind strode away from her book, as she suddenly heard Spike scream. She scampered down the stairs as quickly as possible, her mind always finding curiosity in mysterious things. Now, it was the mystery of why Spike had screamed.

When she reached the bottom of the stairs, her attention first turned to Spike, who's fearful eyes were fixated on the pony at the door. She glanced at what he was looking at, and the color immediately drained from her face.

It was Fluttershy, but it wasn't Fluttershy. Instead of a yellow pegasus with feathered wings, teal colored eyes and a flowing, rosy pink mane, standing there was a half pegasus, half bat, with bat wings, bat eyes, bat ears, and, if the bat streak continued, sharp fangs. The color of her mane and fur had decreased drastically, as she had turned much more pale than her original self. Her eyes were red instead of teal, and they gleamed with that blood color that Twilight particularity disliked. Spike cowered underneath her, afraid for his life.

"T-T-Twilight...s-she's a...bat!" Spike pointed at her, his fear rising as the once pegasus Fluttershy glanced at him.

Twilight reached her spot, taking caution in case she was suddenly volatile, like last time. She didn't really know what to say right now. The last time this happened, she couldn't talk, but, maybe she could this time.

"Um..." She cleared her throat, a tinge of fear in her as well. "F-Fluttershy? You in there?" She asked, hoping for a answer.

Flutterbat blinked twice, before she opened her mouth. "Twilight...I need help." She said with a slight hiss to her voice.

She gasped at this, suddenly enthralled. "You can speak! The last time you changed, you couldn't! This is very intriguing..." Her science mind took over, questions running through it.

"Yeah uhm...well, obviously, I had a bit of an accident." She said, Twilight noticing her sharp fangs.

"I see. How did this happen?" She asked, wanting her to answer as many of her questions as she could. Spike stopped backing away and stood up, a bit of his fear residing.

"Well...I was just working on my chorse, and I heard the shriek of an animal in the distance, and, being the animal caretaker that I am, I decided to investigate..."

This is very interesting! She has the looks and body of Flutterbat, but it seems that her mind is still connected to Fluttershy! Very strange...

"...So, I ran over to the source, and there was a bat lying on the ground, well...I didn't realize it was a bat when I found it. It wasn't moving, and I thought it might have been badly injured. So, I reached down to see if it would move, and it jumped up and bit me right on the neck!" She moved her neck slightly to the side, revealing the twin fang marks that the bat had so graciously given to her. "It didn't take long for me to change. When I left my cottage, I had already begun to feel the...effects." She stopped there, not giving any more information.

"What kind of effects? Are you craving apples again? I have the spell to change you back--" Her horn flashed, trying to find the right spell book.

"No, no, not that. It's...much different..." She glanced around. "Maybe, we should, you know...talk in private..." She whispered to her. "I don't want to freak Spike out..." She glanced down at him. He was holding his tail and rubbing it nervously. Twilight got the indication.

"Of course. Follow me. I could use this time to look for a new spell too, since the apple-bat spell may not work if you're not that type of bat.

Twilight motioned for her to follow her up the stairs. Flutterbat started towards them, Spike eyes following her every move, fear still in his eyes. The one thing that startled him more than anything was when she looked back at him, she smirked, and her eyes seemed to flash. He gasped, suddenly afraid for Twilight's safety. Flutterbat was up to something, he could tell.

Right before she reached the steps, Spike dashed right in front of her, striding up the steps quickly. When he reached Twilight's room, he noticed that she was skimming through some spell books.

"T-Twilight?" He asked, trying to get her attention.

"What is it Spike?" She said, not taking her eyes off the book. Another page flipped.

"I-I need to warn you about Fluttershy--Flutterbat, whatever." He walked up to her. "I think she's up to something..." He whispered, just in case his fear was right behind him.

"Oh Spike..." She started, closing the book and going for another one. "There's nothing to worry about. I'm sure she's just here to find a spell to change her back, and that's all. I highly doubt she's here with bad intentions." She said, opening the new book.

"B-But Twilight--" Spike started.

"Oh, I'm sorry. I'm not interrupting you, am I?" Flutterbat asked from the doorway.

Twilight looked over to her. "Of course not. Please, come in." She looked back down to Spike. "If you're worried about me Spike, don't be. I can take care of myself. If anything goes wrong, I can just use my trusty magic that was bestowed upon me in my birth." She said, flashing her horn, smirking.

Spike wanted to say more, but he knew there was no way in heaven that he would convince her to not help one of her best friends. He sighed.

"Okay Twilight. Just, be careful, okay?" He asked.

Twilight nodded. "I will." Spike started towards the door, taking one last look at her before he exited, closing the door behind him.

Flutterbat stood there in silence, glancing around the room as if she had never seen it before. Twilight smiled at her.

"Okay. So, before you had stopped your story, you were saying that you were craving something...different?" She asked. Flutterbat nodded in confirmation. "Would you mind explaining what that craving might be please?" She asked, flipping through the book.

"Well, it was really strange...I've actually, never had a craving like this before..." Flutterbat trailed off, moving towards her slowly, her eyes glancing over the purple alicorn's body.

Twilight turned around. "That didn't really answer my--"

She yelped in surprise as she was suddenly pushed down to the floor by a pair of strong fore hooves. When she opened her eyes, Flutterbat was right above her, seemingly just as shocked.

"Oh my! I'm so sorry Twilight! It...it must have just been my instinct!" She said in that classic apologetic Fluttershy tone.

Twilight chuckled in her mind. Still sounds like the same ol' Fluttershy, apologizing for everything.

"It's quite alright Fluttershy. It's completely natural to have the instincts of the animal that you've been turned into. There's a whole book of past examples." She noted. Flutterbat just stared at her, a blank look on her face. Twilight gave a sheepish grin. "Never mind that. Let me up and I'll see if I can find a spell that can change you back. So far, I'm through three books, and I've found nothing usefull, but I'll keep looking. We'll just have to be patient." She said.

A couple seconds passed,and Flutterbat didn't let up. Twilight found it quite awkward. She should have let her go a while ago...

"Um, Fluttershy? Not that I don't like lying on the ground or anything but, could you let me up please?" She asked, still trying to be casual. Flutterbat continued to stare, a smile growing on her face. Twilight gulped.

"Fluttershy? Are you feeling alright? That bat hasn't overtaken you too much right?" She asked.

"Remember how I was telling you about my craving? Well, now I can show you what it is..." She said, licking her lips.

That didn't sound very good, considering the position she was currently in. "What do you mean, Fluttershy?" She asked, a tinge of fear running through her.

Suddenly, without even the slightest of warning, Flutterbat lowered her head, and buried her fangs in her neck. Twilight gasped, shock overtaking her mind for a moment. She snapped back to reality when she felt her blood slowly drain form the spot on her neck.

Oh no! Oh no oh no oh no! This is not good! Twilight hastily thought. She tried to conjure up a spell as quickly as she could, but the blood was draining from her neck at such a fast speed, that it weakened her with every passing second. Right before the spell could go off, her horn flickered, then the aura dissipated. Twilight couldn't get out of this situation now. She was putty in Flutterbat's hooves.

Twilight groaned slightly as more and more blood drained from her body. She was growing weaker by the second, and she wondered if she would ever stop. She closed her eyes, thinking about what Spike had said.

Oh Spike, I'm so sorry! I should have listened to you! The realization hit her that she may never have the chance to apologize to him...

Twilight waited for Flutterbat to finish her off. Of all the ways to possible die, this was not even remotely close to any of the ways she had thought of. Twilight could feel her mind go black. This was the end, and she knew it...

Suddenly, Flutterbat removed her fangs from her neck, licking at them with her tongue. She sat up, staring down and the weak and drained alicorn under her, a smirk on her face. Twilight groaned weakly. Flutterbat leaned down to her.

"Mmm...your blood is rich with magic. That gives it an intense flavor, it's delicious." She said with a soft hiss.

Twilight only responded with a sigh. Flutterbat chuckled evilly, giving her ear a slight lick with her extended tongue. Twilight gasped at that.

"You know Twilight, blood isn't the only thing I crave..." She hissed softly, licking at the other ear. Twilight closed her eyes, trying to ignore the odd feelings welling inside of her.

"This...t-this was...an act...the whole t-time..." Twilight said with difficulty.

Flutterbat grinned. "I'm surprised you didn't realize it earlier, considering how smart you are..." She said with that slight hiss.

Twilight gulped. Flutterbat slowly leaned down to her, sniffing her out, taking in her scent. Every time she would open her mouth, in just the slightest way, Twilight fear would rise as she saw her sharp fangs, the same fangs that had just weakened her and nearly killed her only a minute before.

Twilight struggled, trying to see if she could catch her off guard. Fluttershy only smiled, and with a small harrumph, she was back to being helpless. Twilight was getting incredibly uncomfortable, considering she was lying on the hard wood floor. Her tucked wings begged to be spread, the pressure being put mostly on them.

Flutterbat licked her lips again. "Twilight, do you want to see my other deep craving?" She asked, her red eyes flashing.

Twilight tried to focus all of her little strength to see if she could activate a spell to get the bat off of her, but she couldn't. She was too weak!

I hate to admit it, especially with the position I'm in, but she is very smart. She took enough blood for me to be weak, but not enough for me to dead. Now, I'm all her's, and I can't do anything about that. That last sentence didn't sound right...

"I...I don't t-think...I do..." Twilight replied, afraid of what the bat might do to her.

Flutterbat chuckled lightly, leaning down next to her, their noses nearly touching. Twilight gasped, not expecting her to close the gap so quickly. "Well...it looks like you don't have much of a choice..." She purred.

Flutterbat did something that sent Twilight's surprise and shock to new heights. Flutterbat kissed her, right on the muzzle. Twilight barley had any time to register emotions, before she started prodding her extended tongue into her mouth. Twilight closed her eyes, groaning from Flutterbats ministrations. She didn't waste time in exploring every inch of her mouth, her long tongue working on every single spot. Twilight felt herself blushing. She had never experienced anything like this before, pony nor bat alike, and it was completely new to her. She couldn't help but feel her natural impulses kick in.

Flutterbat removed her muzzle from her own, Twilight opening her eyes back up again, seeing the bat-pony above her licking her lips and sighing in satisfaction. Twilight shifted on the ground again, but once again, Fluttershy was on top of it, or, more like on top of her.

"Mhh...you taste pretty good Twilight." She leaned down to her again, their faces close again. Twilight turned away from her, trying to hide her rising primal feelings, though the dark red tinge on her cheeks gave it away. Flutterbat chuckled, licking the reddened cheek in front of her, gaining a muffled moan from Twilight. Twilight tried as hard as she could to hold those moans in, but it was getting harder and harder with each of Flutterbats actions.

Oh, I know I shouldn't be feeling like this but, she's...she's actually making me feel, quite good...n-no! Throw those thoughts out the window Twilight! Think about the situation you're in! You've been tricked and basically drugged by Flutterbat, you need to find a way out of this mess....

Her thoughts were cut off by a pair of fangs grazing her neck. She gasped sharply, scared by the fact that she was gong in for another bite. She hissed softly, her fangs continuing to graze over her neck, but, she never actually bit down.

"Hmm...I should get some more blood out of you..." She paused, thinking about her decision. "But...that's not what I'm craving at the moment. I'm craving something much sweeter, something I need much more of..." Flutterbat gave her neck a long lick, from the left to the right, in one swift motion. Twilight had to bite her lip to prevent a loud moan from coming out. It sounded more like a squeak at this point. Flutterbat continued, licking and swirling the fur on her neck with mastery. Through Twilight's fights against her rising feelings, she was more than a little curious on how this bat turned the shyest pony in all of Ponyville to a blood and pleasure crazy machine. This was the Fluttershy that no one had ever seen before, and probably would never see again. Well, in technicality, this wasn't Fluttershy. This was Flutterbat, and Fluttershy was no where to be seen, inside and out.

After Flutterbat had enough of the neck play, she leaned into Twilight's ear, chuckling seductively, her voice low, with that little hiss, almost purring.

"I crave on pleasure, Twilight..." She grazed her fangs over her ear, lightly biting down on it. Twilight groaned, feeling a tip of the fang poke into her ear. "I crave on the pleasure that I give..." She gave the ear a lick, Twilight giving a muffled squeak. She sat back up, looking back down at Twilight. She looked pretty adorable for an adult alicorn. The blush on her cheeks, the way her eyes were closed. Flutterbat smirked, leaning back to her ear. "You know...think of this as a reward for being such a good donor..." Flutterbat gave her cheek a little kiss. "You might find that you'll actually...enjoy this." She said with a smile, showing her perfect teeth, and those sharp fangs that tantalized her. Twilight's eyes fluttered open, the magenta circles staring right at Flutterbat, a mixture of emotions in bombarding her body and her thoughts. On one side, she was scared to death, just at the thought of what Flutterbat could do with her fangs and her strength...on the other hand, she was getting more and more turned on by the second, which she knew was entirely wrong, but it was her natural instincts, she couldn't help it.

Twilight didn't want to give into Flutterbat, she truly didn't, but she felt that it might be the best way to get out of this pickle. She couldn't fight, she couldn't use any spells. If she tried, Flutterbat would dig her fangs in and weaken her more, or...or worse. Maybe, just this once, she could give in. What other options did she have? None...

Oh Celestia, forgive me for doing this.

Twilight gulped, not believing what she was about to do. She relaxed, and Flutterbat noticed. Twilight shuddered, finally giving in.

"F...Fine...You...y-you win..." Twilight said, utterly defeated. Flutterbat smirked. She was in disbelief as well. Twilight gave in much quicker than she expected, but, she was fine with it.

"Oh...so you do want it? See, I knew you would...I treat my victims with care..." She said as she rubbed her chest, feeling the alicorn's rapid heartbeat. Twilight stared up at her with shimmering eyes. She was so disappointed in herself for giving up so easily, but she had her reasons. She'd just hope that her friends, and especially Spike would understand. Flutterbat's other hoof slowly reached behind her back, stroking her folded wings. Twilight gasped from the feeling, her wings slowly unfurling as Flutterbat continued grazing over them with her soft hoof. Twilight cooed softly as her wings spread to their full length, Flutterbat hissing in satisfaction as she observed them. Twilight would be lying if she said she wasn't slightly enjoying this. It was an odd mindset, to say the least. She felt that disappointment, but now that it had passed, she figured she might as well get as much out of this love session as possible, though, she didn't really know what to do, and that's what Flutterbat was for. Twilight didn't have to do a thing.

"Ooo, Twilight...you're already giving off a lot of pleasure...good..." Flutterbat said as she licked her fangs. She leaned down to her soft, feathered wings. "...But I want more..." She said with a growl. Her longue tongue slowly made it's way over her left wing, running over every soft feather she could. Twilight gasped, biting down on her hoof to stifle a moan that would've been louder than most. It felt so wrong, feeling this pleasure from a source that had tricked her and drank her blood, and now wanted to fee off of that pleasure, but she couldn't stop these feelings from bombarding her body. With every passing flick of her tongue on her feathered wing, her body grew hotter and hotter, begging for more, though her mind told her differently. Twilight gasped, feeling her fangs graze over one of the feathers. She still freaked out when she did that. Flutterbat could easily bite down and damage her wing, but she never did. She would only tease her mercilessly...

Flutterbat's other hoof slowly started making it's way down the alicorn's front, rubbing along her silky soft fur. Twilight found herself blushing deep again, a barrage of feelings coming from the bat-pony's ministrations. Her wings quivered with each stroke, her heartbeat quickened at her incredible hoof work. Twilight breath caught in her throat when Flutterbat's other hoof reached her belly. Twilight knew where she was going to end up, which frightened her greatly, but it also brought on that feeling of pure excitement. She moaned in pleasure as Flutterbat started kneading her soft mound, Twilight not even trying to hide her pleasure anymore.

Flutterbat hissed lightly, removing her tongue from her wing. Twilight's composure had completely changed; instead of trying to fight the pleasure, and be stuck in her guilt, she decided to actually enjoy it for what it was worth. If there was no point in fighting, then why fight it?

"Twilight..." Flutterbat breathed. "I knew you would start to enjoy it...are you about to enjoy it a whole lot more..." Flutterbat's hoof decided to surprise her again. She decided to skip the teasing and go straight to the main prize. Her hoof started feverishly rubbing over Twilight's dripping, hot folds, trying to get as much pleasure out of her as she could.

Twilight's mind nearly shut down at that point. She was already so pent up, and now she was being pushed closer and closer to the edge. She let out a long, loud moan, her whole body quaking as Flutterbat's hoof worked over her burning marehood.

Flutterbat sighed, leaning into her neck again. Her hoof was growing slick with Twilight's juices, which were flowing freely from her marehood now. Flutterbat chuckled, her satisfaction high but not fulfilled quite yet, and it wouldn't be until Twilight came. She knew the perfect combo to make that happen...

Flutterbat's hoof started kneading her clit, while her fangs dug into her neck, sucking more of her delicious blood. Twilight's mind instantly went into overdrive. The mixture of the sudden pain and intense pleasure was just too much for her to handle. She didn't even care that Flutterbat was stealing more blood from her. Her mind was too overcome with the incredible pleasure that she was receiving.

Twilight screamed to the heavens, her hooves trying to grasp the hard wooden floor, her wings quivering, her body shaking in an intense orgasm. Flutterbat removed her fangs, licking them for any excess blood. She stared down at the alicorn beneath her, smirking at her helpless, quaking state. She raised her soaked hoof to her face, licking up all of Twilight's tasty juices, her eyes still locked on the alicorn.

After a minute of riding out her high, Twilight finally came back down to earth. Her body relaxed, her hooves and wings went limp, her breathing slowed. When she finally opened her eyes again, she felt weak, drained, exhausted, but oh so satisfied. She stared up at the bat-pony one last time, and she smirked at her before her eyes closed, and a drowning sleep took her over.

Flutterbat chuckled, admiring her work. She had gotten much pleasure out of the purple alicorn, and she was more than somewhat satisfied, but just one magical alicorn was not enough to completely fill her cravings. If she had gone a couple more rounds, then she may have been completely satisfied, but maybe not.

She grabbed Twilight with her fore hooves, holding the alicorn tight as she flew a short distance to her bed, lying her down on it and covering her with her cosmic patterned blanket. She had thought about Spike, and what reaction and trouble he would cause if he found out what she was up to. Spike couldn't find out. at least not yet. She was surprised that he hadn't already barged in by now, considering how, vocal Twilight was during their session. She started towards the door, looking back at Twilight one last time, making sure everything looked normal.

When she exited the room, she heard the front dooe open and close, just as she closed the door to Twilight's room. She knew exactly who it was that had entered.

"Twilight? Where are--"

Spike went wide-eyed as he spotted Flutterbat at the top of the staircase. His fear immediately returned.

"F-Fluttershy! You're n-not turned back yet!" Spike shouted up at her. "What did you do to Twilight?" He asked, storming up the stairs.

"Spike, wait!" She put a hoof in his way before he reached the door behind her. "Twilight is just resting now. She tried one of the spells, multiple times, but it didn't work. She completely drained herself of her magic, and exhausted herself too much, that's all." She said, Spike hearing the slight hiss in her voice.

Spike looked up at her then back at the door. "But...I have to at least check on her." He said, trying to brush past her.

"Spike, please, just let her rest." She said, slowly pushing him away. "She said that she didn't want anyone bothering her for a couple of hours, alright? Just let her sleep. It looks like she really needs it." Flutterbat said with slight concern.

Spike wanted to push her out of the way and make darn sure Twilight was okay, but, he figured to trust her for now, and let it be. He still had his doubts about her, but she sounded very convincing. She sounded more like Fluttershy than Flutterbat...

He sighed. "A-Alright..." He said begrudgingly. "I won't bother her then. That...that does happen sometimes, when she tries to work a spell to much, or something of that nature..." He looked away from her and started down the stairs again. "I wish she wouldn't do that..." He muttered quietly.

Flutterbat followed him. "Hey, I can assure you she's alright. I know you're worried about her, but all she needs is a good nap." She confirmed with a nod. Spike glanced at her, and slowly nodded too. Flutterbat trotted towards the door, opening it, looking out into the afternoon sky.
"Anyway, I should be going now. I have to find somepony who knows about...bat-changing spells, if there is such a pony other than Twilight." She looked to Spike, who still looked worried as heck. "The next time I see you Spike, I'll be Fluttershy again, I promise." She said, before closing the door behind her. Spike sighed.

"I hope so..." He looked up in the direction of Twilight's room. "I...I hope you're right about Twilight too..." He said, before grabbing a story book from the bookshelf. He might as well read, since he has nothing else to do, or no one to help.

--Flutterbat breathed a sigh, relieved that she was able to evade the skeptical dragon. She licked her fangs, thinking of who to try next.

Hmm...I might as well start on the ground, since I'm already here. She looked around the landscape. There weren't too many ponies out and about at the moment, which made it easier to evade everyone, which is something she would have to do all day. She looked towards a couple of buildings, before her eyes finally settled on the large boutique. She smiled devilishly.

Well, I guess it will be one magic user to another... She said with an evil chuckle as she started towards the boutique, using the back routes and hedges as her cover. The last thing she wanted was to start an uproar of hysteria and fear, cause that would not end well for anyone, especially her...

Chapter 3- A Unicorn's Horn

Rarity inspected her new dress design, looking over for any imperfections that she may have missed. Thankfully, there weren't too many, which was normal for her. She smiled at her work.

Suddenly, there was a loud knock on the door, the noise making her jump. Whoever was at the door didn't have to completely slam their hooves against it! That was quite rude...She checked her mane and her tail, making sure they didn't look frizzled or anything.

A lady must always look presentable, even if the guest didn't look somewhat presentable in the slightest. She thought, putting on her best smile.

The door finally opened, Flutterbat glancing around nervously, checking to see if any of the few ponies noticed her. Rarity didn't see the bat-pony at first.

"Good afternoon! How could I--"

When she saw the customer, her eyes widened in instant realization, and before Flutterbat could even think of a sentence, the door slammed. Rarity laid her back against the door, her heart beating quickly in fear. She blinked her eyes a couple times, realizing that she had just slammed the door on Fluttershy er, Flutterbat's face. Oh goodness! That was a very rude thing to do, even though the pegasus behind the door has changed to an apple sucking bat-pony... She thought, lifting herself up again. She turned back to the door, staring straight forward at it's large, wooden frame. Well...I might as well, see what she wants! Maybe she'll just...ask for some apples and leave. Yes...that's exactly what will happen...

The door flipped open with the help of magic, and the bat-pony immediately dashed inside, brushing past Rarity with such speed that the unicorn spun once and fell on her front, in an almost cartoon-ish way. When Rarity finally rose again, she found herself standing face to face with Flutterbat. She stepped back a bit, a bit of fear rising in her body.

"F-Flutterbat! Um...w-what brings you here today?" She asked, trying to be as casual and normal as possible, though she didn't expect her to answer her--

"Rarity," The voice hissed. "I need help."

Rarity was surprised, to say the least. "O-oh! You can understand me! That's, good, I guess..." She said a bit awkwardly.

"Rarity, I know you're confused, and probably a little more than freaked out but, just listen to me. I was bitten by this weird bat and, obviously, I turned into one but, this one had a different effect on me." She stopped there, trotting over to Rarity's private quarters. Rarity followed her, a small part of her not wanting her to go inside. She was afraid for her dresses, to name just a few important items...

"W-Well, what do you want me to do about it darling?" She asked, tracing her every movement. She didn't dare go near the dresses; she didn't want to freak Rarity out more than needed. That was not the way to stay somewhat hidden from the outside world.

"I...I don't know. Honestly, I just visited Twilight, and she couldn't find a spell to cure me. I, I didn't really know where to go! I need to stay as hidden as possible. You know what kind of hysteria might break out if anyone saw me!"

Rarity could tell that Flutterbat was desperate for an answer to her dilemma. She still sounded like the same Fluttershy, she was just in a bat-pony's body. Usually, Twilight would be the first pony to go to, considering her advanced knowledge in the arts of intriguing magical spells. It was no wonder that Flutterbat was at a loss.

"What am I supposed to do?" Flutterbat cried, leaning into her. Rarity almost jerked away, considering how close her fangs were to her now. "I...I'm lost..." She whispered in a very defeated tone. Rarity couldn't help but feel sympathy for her. Sure, she was turned into an apple crazed bat-pony, but she assumed that she never wanted this too happen again, at least, she would hope that she never wanted this too happen again! Rarity sighed.

"Look darling...I, I really don't know what to do for you. I don't have nearly a fraction of knowledge that Twilight has, in terms of those, seemingly wacky spells at least." Rarity had one idea, the last idea that might possibly work. "Well, if you can't find it in Twilight's massive library, maybe you could find it in the Ponyville library. Surely there has to be some type of book on your predicament!" Rarity magicked a scarf and a hat to her, checking herself in the mirror to make sure she looked decent for going out. "I guess I can go out by myself, if you say that you must stay hidden. Sweetie Belle won't be back until much later. She's out doing, oh, whatever kind of adventures she and her friends get into." Rarity turned to the doorway. "Anyway, I will see you in a bit darling. Don't cause any trouble now!"

Flutterbat gasped. She was about to lose her! Her act was working perfectly, but there was only one downside; Her craving was coming back full force, bot of them at once. She couldn't let Rarity get away. Right as she was about to exit, she threw herself in front of the door. She had an idea in her mind on how to get Rarity in the right position.

"Fluttershy, er...Flutterbat, what are you doing?" She asked.

"I um...forgot to tell you what to look for in those books." She lied.

"Oh, goodness me! Thank you for realizing! I may have not know what to look for in any of those books." Rarity then realized something. "Wait...you're still, craving apples, right?" She asked.

Flutterbat glanced around. "Um, actually, not exactly. Here, let me explain, this might take some time..." She said, a devious plot starting in her mind. She had the perfect idea on how to get the most pleasure out of this unicorn. She smiled evilly behind her back, as she led her to the nice, fancy bed. Rarity rested on her haunches, interested to see what the bat was really craving. Flutterbat flew up a small height, landed on the bed with a soft thump.

Rarity smiled at her, questions in her mind. "So, now that we are properly comfortable, my first question is, what are you really craving? I thought you had turned back into that apple bat." She said.

"Well, you were mistaken, and as an answer to your previous question..." A sultry little smile broke out upon her face. "I'll show you."

That's when she pounced, just like she had done with Twilight, and just like Twilight, the unicorn was caught off guard. Flutterbat didn't even wait for a response. She immediatly dug her fangs into her soft, white neck. Rarity yelped from the sudden pain.

"F-F-Fluttershy! W-What are you...ahhnn..." She could feel all of her energy drain from her body, her magical power's fading with them. Even if she had been able to use a counter spell, she never used her magic for harm, and, to be quite honest, she didn't know many counter spells.
Rarity tried to push her off, but she was far too weak, and it seemed that the bat-pony was much stronger than most unicorns, pegasi and earth ponies, maybe even stronger than Applejack.

After what seemed like an hour, Flutterbat removed her fangs, smacking her lips in satisfaction. Rarity relaxed on the bed with a groan, her energy completely drained from her body. She didn't even feel like moving. "Mmm...you have such sweet blood too. Full of magic, just like Twilight." She said with a devilish smile. Rarity internal gasped from that. She...she already did this to Twilight?! She...she lied to me...sneaky devil. Rarity thought.

Flutterbat gave a slight chuckle, scanning over the unicorn's body. "Oh Rarity, such a rarity you are..." She leaned in to her neck, sniffing at her sweet aroma. Rarity whimpered, afraid she was going to bite again. Rarity's fear spiked when the bat-pony grazed her fangs over and down her neck. She whimpered, waiting for her fangs to make contact and finish her off for good...but that never happened. Instead, she chuckled, leaning back away from her body. Rarity looked up at her, that towering, dark figure with evil intentions on the mind. She gulped.

"W...What are you g-going to do to me?" She asked, her voice merely a whisper.

"Oh...you will see." Flutterbat put her hooves on the bed spots next to Rarity's head, leaning back down to stare straight at her. "Remember how you thought I was craving apples? Well, silly you. I'm craving blood, lot's of it..." She hissed lightly, licking her fangs, Rarity tensing up beneath her. "I'm also craving something much sweeter..." She breathed as she licked one of her cheeks with her long tongue. Rarity gasped, growing tenser under her.

What was she trying to do? Why did she--

Rarity's eyes shot open as the bat pony started teasing her ear, giving it light nibbles, her fangs grazing but never actually biting. Her long tongue worked outside and inside, licking at every spot that made Rarity squirm. This was such a strange experience for the white unicorn; she never had another pegasus, or any pony for that matter, lick her ear with such mastery and bravado. Surprisingly, it was making her feel quite hot on the inside, and it showed slightly on the outside as her cheeks began to redden. Rarity knew it was wrong to feel like this, for multiple reasons, but she couldn't help feel some amount of anticipation and, ahem, excitement for what the bat pony had planned.

"Already blushing Rarity?" She chuckled. "I've barley even started." Flutterbat faced the unicorn, her fangs showing from the smirk she held. "And I'm not even close to finished with you..." She put her hooves on each side of her face and pulled her in for a deep kiss. Rarity shut her eyes as her extended tongue explored her mouth in it's entirety. Rarity moaned into her mouth, the new sensation overtaking her.

Flutterbat took that as an invitation. She lowered her right hoof and started rubbing her front all over. Rarity continued sighing from the pleasurable feelings, any thoughts of denying or doubting the bat pony were now out of her mind. Flutterbat's hoof started going lower and lower, and Rarity gasped, breaking away from the kiss, staring down at her moving hoof. Flutterbat spotted her eyes, and she smirked. "Ooo...you like that, don't you?" She asked, drawing circles on her soft belly. Rarity cooed in delight, her eyes closing slowly. Flutterbat's hoof nearly reached it's mark, but just before she could satisfy her needs, she moved her hoof away in a teasing fashion, leaving Rarity with a new burning sensation. She whimpered, wondering why this bat-pony was being such a devil...

"I can tell you want it Rarity..." She whimpered in response. "I can smell your want..." Flutterbat whispered, the seductiveness in her voice taking her to a higher place. Rarity gasped suddenly as Flutterbat's surprisingly soft lips went to work on her ears again, but they didn't stop there. She nipped at the ears' tip, just narrowly missing the mark with her sharp fangs. Rarity was in a state of light bliss, every little action making her body quiver in delight. Flutterbat could tell she was starting to loosen up, and enjoy the feelings in their entirety, but she was ready to up the ante, to get the maximum amount of pleasure out of the beautiful, white unicorn.

Flutterbat's hoof started rubbing at her sides, her lips leaving her ears for just a second so she could get situated. Rarity cooed in pleasure, her strength growing slowly. She reached her own hoof to Flutterbat's, feeling the thin fur that covered it. Flutterbat gave her a sultry smirk, before doing the thing that sent Rarity's want through the roof and more.

Flutterbat dragged her tongue along the rigid surface of Rarity's horn, her extended tongue capable of licking the front and back in one long lick. Rarity responded with a loud moan, one that the neighbors would obviously hear. She didn't give her much time to recover from the sudden spike of pleasure, as she began to wrap her entire tongue around her horn, making it slick with her saliva. Rarity bit down on her hoof, the pleasure almost too much for her to handle. No pony had ever licked her horn before, and goodness, it was the most amazing feeling she had ever felt in her entire life.

Through all this, her marehood burned with obvious need that she wasn't getting. The pleasure from her horn was bombarding her entire system, making her libido go insane. She needed her touch. She needed that soft, smooth Flutterbat hoof to work her magic on her burning need. She needed it now before she went crazy.

As if she read her mind, Flutterbat's hoof went straight to her pussy, rubbing at it furiously as she began to suckle on her horn, the entire length of it now in her hot, wet maw. Rarity didn't even try to contain the screaming moan she let out. Oh Celestia, thank goodness Sweetie Belle is out with her friends...Rarity let out another long, growling moan, feeling the pressure inside her body grow.

Flutterbat's hoof was slick, rubbing the burning marehood with all of her mastery. Her mouth tasted magic, as Rarity's horn began to glow in her a vibrant blue color. It was a divine taste, one that Flutterbat could not quite define, but it tasted amazing. She had a suspicious feeling that more of this magic would cum soon...

And soon it came. The masterful hoof kneaded her now exposed clit, which mirrored what she had done with Twilight, all the while sucking on her horn with finesse, curious to see if more of her delicious magic would come, spurting out. Rarity screamed to the heavens, literally. One OH CELESTIA! later, and the floodgates opened. Her hoof immediately became covered in the flowing juices of her victim, and Flutterbat's eyes opened wide when she felt the magic from her horn come spraying out inside her mouth, just like a stallion's member would. It tasted mostly the same, that unrecognized, yet still delicious taste, but it was much stronger, and, just like cum, there was a lot of it. Her new bat body was able to swallow all of it, her mouth impressing Rarity even more than before.

Rarity, meanwhile, was in pure bliss. The dual action of sucking and hoofing was incredible. She never knew that her horn could literally cum liquid magic, but it did, and Celestia, it was the most incredible feeling in the world. She didn't want it too stop, she didn't want to come back down from her high, but, alas, all incredible, amazing, stupefying feelings must come to an end. It took Rarity a long time to come down,however, but she was completely fine with it.

Flutterbat, backed off a bit, staring down at the panting, sweaty, blissful unicorn. She began using her long tongue to lick the delicious juices on her hoof, sighing from the taste. Rarity fully relaxed on the bed. Her breathing slowed as she basked in the afterglow, of what was by far the best sex of her life. She murmured something inaudible as Flutterbat neared her, her fangs out again. Rarity didn't notice, and honestly, she didn't care. She was already mostly asleep, and the last thing she saw when she cracked one of her eyes open, was the bat pony, who had given everything to her, with her fangs out, obviously ready to get some more blood. Although she should have been somehwat scared, that emotion wasn't on her mind. All she did was smile at her, before her head plopped back against the pillow, and she fell asleep, exhausted and completely satisfied.

Flutterbat dug her fangs in her neck again, getting more tasty blood out of the beautiful unicorn. When she lifted her head, she smirked at her, before hissing softly and walking out of the room. That was quite a nice session, to say the least. She had gotten more pleasure and blood out of her than Twilight.

When she opened the front door to Ponyville, she made sure no one was looking her direction before moving swiftly to a nearby bush. During their session, she had devolved a plan in her head, a map, if you will, of a path of blood and pleasure. She knew who to try next, and she knew one thing, it was going to be very, very sweet. She wasn't done yet, not by a long shot. This was going to be a very long day, and an even longer night...

Chapter 4- A Sweet, Sweet Treat

Author's Note

Guys! Guys look! I actually finished it! I finished Chapter 4! It only took me 8 months! :D
Jokes aside, I'm glad i finally finished this, so I can move on to possibly my favorite chapter. I just want to say sorry for being gone for so long. Life has gotten much in the way. With the show, and school, them having to find a part-time job, I've been busier than ever. And now that I'm a legal adult, I gotta figure out what I want to do for the future.

However...I still want to continue writing and be more active on here in the future. I got 5 stories that I have idea's for, and I obviously gotta finish this one soon. It's taken me too long!

P.S. This was kinda' thrown together quickly. Sorry if it's a bit fast or just no grammar editing or whatever. I'll take more time on the next chapter, cause the next chapter is FlutterDash, my favorite ship xD

P.S.S. Sorry for making this post a blog post. Whoops xDDDDDDD

Chapter 4- A Sweet, Sweet Treat

Flutterbat was trying her best to avoid, well, every single other pony in Ponyville. She had to take back routes and side routes, and she made sure to avoid eye contact with anyone. She did notice however, that Mr. and Mrs. Cake were out shopping in the markets. Flutterbat chuckled, knowing that she would have some time alone with Pinkie. Good...even a little time was enough.

She finally reached Sugarcube Corner, taking one more glance behind her back before she entered. She also made sure no one was in the place, and thankfully, there wasn't a pony around. Well, a customer pony that is. She looked around for Pinkie Pie, and she didn't have to look for long, because she heard the mare humming and hopping her way down the stairs. She gave a smirk, thinking about how rich her blood would taste, and she had a feeling she would be getting a lot more of both from her than the others...

Pinkie gasped when she saw who was standing at the front. She bounced over to her friend with joy, as she always did.

"Fluttershy! Oh it's so good to see you! I was just thinking about--"

She gasped even louder when she finally saw who she really was. "FLUTTERBAT!" She started running around the whole place, screaming and yelling, jumping over pretty much everything she could.

"Pinkie! Pinkie, shh! Quiet down! I just want to talk!"

Pinkie stopped dead in her tracks, at the entrance to the kitchen. "Oh goodness! Well why didn't ya say that the first time silly? I probably jumped over that counter like 3 times! I didn't have to do that you know!"

Flutterbat sighed. Only Pinkie Pie...

"So whatcha wanna talk about, Flutterbat?" She asked with a giggle.

"Well, I need some help, Pinkie. I need help figuring out how to change back. I don't want to stay like this!" The seemingly innocent Flutterbat said.

"Well of course you silly! I wouldn't want to be a vicious, apple craving bat that could suck the red out of every apple in PONYVILLE!"She said with a jump. Flutterbat gave her a complete deadpan look.

"Yes...I get it Pinkie. Could you just help me please?"

"OKAY! Let me see if I can contact Twilight and see if she--" Pinkie was already heading to a telephone.

"No!" Flutterbat quickly said. Pinkie skidded to a stop, making a quick tire skid sound as she did so. Pinkie gave her a quizzical look.

"Why, if I may ask?" She seemed a bit suspicious.

"Well, Pinkie..." She tried to think of a logical answer, or...something Pinkie would believe. This wouldn't be hard. "...I actually already visited Twilight, and she couldn't help me. That's why I'm kind of in a desperate situation right now." She then gave a quick smile, showing her fangs.

"Ohhhhhhhh...that makes sense!" She giggled. "Well, I do have a couple of books up in my room, let's see if there is any crrrazy magic mumbo jumbo up there!" She giggled again, the proceeded to hop to the stairs. Flutterbat followed, but she stopped on the first step, shuddering. Her cravings were coming back full force, and she needed to get them satisfied very very soon.

"Come on Flutters! Watcha' wating for silly?" Pinkie yelled from the top of the stairs. Flutterbat gulped, trying to push aside her growing cravings for another minute...

When she reached the room, Pinkie was going through the only bookshelf she had. She had already pulled out about 10 books, and she was moving rapidly, mumbling phrase and the word "no" over and over again.

"No, no...hmm, have I read this before?...no, no, nah...children's book? That should be in the kids room..."

Flutterbat stared at her work. Her craving was starting to take over, and he was about to pounce on Pinkie and knock her against the bookshelf. She had to at least get her on the bed right? Might as well be comfortable while she...takes her blood and does a lot lot more.

While Pinkie was focused on the books, Flutterbat grabbed one of them and tossed it on her bed.

"Hey, Pinkie..." Flutterbat said over her work.

She quickly turned around, multiple books in her hooves. "Yes?"

"W-What about that one on your bed?" The cravings were really messing with her speech now. She hadn't been stuttering before.

Pinkie spotted the book. "Oh, thanks Flutters! I didn't even see that one over there! How could I miss it?" She stated as she jumped on the bed, rifling through the book. "Wait...didn't I already--"

Flutterbat wasn't wasting any time.

Pinkie was suddenly hit by what seemed like a very broad body. Sure enough, after her dazed state was over, she looked up, and there was Flutterbat, looking very...hungry, maybe even a bit playful.

Pinkie giggled, thinking it was a game. "Oooo! I wasn't expecting you to start a game of wrestle! Well, I bet I could beat you in a--"

Her eyes shot open as she felt her fangs against her neck, Flutterbat sucking away every ounce of blood in her body. Her first reaction was a scream.

"Flutterbat! NOOO! I am NOT an apple! I AM NOT AN APPLE!!!" Pinkie yelled, trying to wriggle her off, but Flutterbat was strong, much stronger than her, and she had her pinned. On top of that, the loss of blood was making her body feel weaker and weaker by the second. She now realized that she wouldn't have been able to beat her in a wrestle even if she tried...

"Flutterbat! Let me GO!" Pinkie groaned, feeling extremely weak. How she taking her blood so quickly? Why was this happening?!

Finally, Flutterbat removed her fangs and licked her lips with a smack. "Mmm...very sweet. A little too sweet for my taste, but delicious nonetheless. Flutterbat chuckled down at the pink pony. Flutterbat lifted her flank a bit, leaning down to get very close to the earth pony's face. Pinkie gasped, turning her head to avoid her gaze.

"W-Why are you d-doing this?" Pinkie asked, her voice very shaky and weak.

"Why do you think?" She asked, sniffling the pony's neck again. "Isn't it obvious that I have a deep craving that needs to be fulfilled?" She gave her neck a little lick with her long tongue, right on the spot where she bit. The pink pony shuddered underneath her. "You should have noticed by now Pinkie..." She used her tongue to lick up her neck to her chin. Pinkie let out a little yelp, fearful that she was going to bite again.

"You...y-you lied to me..." Pinkie started.

"Of course. Finally you catch on. Yes, I've already made Twilight and Rarity my victims, and you're next." Pinkie gasped at that. "Fortunately for you, you'll actually thank me for what's to come next..." Flutterbat seemingly hovered over her, staring at every little bit of the pink pony's body. She had some very nice curves, and she was a little plump at some parts, but that made a perfect combo.

Pinkie cowered below her, fearful of what was to come, while also confused by her meaning. "W-Why would I t-thank you? You...just tried to kill me..."

"Ohhh, see...that's where you're wrong, Pinkie." Flutterbat's face got closer and closer to her own, making Pinkie gulp nervously. "I was never planning on killing you, oh no. Not even close. If I killed you..." She smirked, showing her fangs, making Pinkie gasp in fright. "...Then how would I get the pleasure?"

Pinkie still seemed confused. "W-What do you--"

Flutterbat wasn't wasting time. She was through with wasting time. As she leaned into her neck again, tongue extended, she dug one of her hooves into Pinkie's nethers. Surprisingly, she was still caught off guard, as she gasped loudly, eyes wide open in shock.

"F-F-FLUTTERBAT! W-What are y-you, ahhh...ohhhhh..." Pinkie shut her eyes, basking in the sudden pleasure that was clouding her mind. Flutterbat's long tongue started working on her neck, reaching every little sensitive spot that Pinkie didn't know she had. While that was happening, Flutterbat's soft hoof was kneading her now soaking, hot folds, sending great jolts of pleasure up her entire body, making her shudder and moan helplessly. Flutterbat was in complete control now.

"Hmm-hmm...see? I told you. I can tell you're absolutely loving this." Flutterbat chuckled, Pinkie just moaning in response. "I treat my victims with care..." She breathed, removing her hoof from Pinkie's nethers. Pinkie let out what sounded like a whimper, and Flutterbat smiled. "Oh...you want it now? It's turned from fright to lust has it? I knew it would..." She said nonchalantly as she lifted her hoof and started licking Pinkie's juices, very seductively, for that matter. Her extended tongue worked over her entire hoof, in a way that was turning Pinkie on even more. There was a small part of her brain that was commanding her to stop enjoying it, for good reason, but...she couldn't help it. There was something in her body that had to give in, that had to enjoy the incredible pleasure that this mischievous bat was bringing her. She knew it was wrong, but she didn't care anymore. Might as well enjoy it while it lasts, right?

Flutterbat licked the last of her juices off her hoof, staring longingly at the pink pony next to her. "Mmm...tastes like sugar, but that's easy coming from someone so sweet..." Flutterbat said with a grin, nearing Pinkie once again. "I'm not done with you yet...I want more of that sugar..." She said, leaning down into her for a deep kiss. Flutterbat saw that Pinkie had stopped fighting her, and she smiled during the kiss, knowing that now, she would get the full amount of pleasure from the earth pony. Pinkie sighed as Flutterbat's long tongue explored her mouth, a hint of her own juices lining the taste. Pinkie hadn't realized just how long Fluttershy's tongue had become. It was easily 4x the length of her own tongue, which was shocking and exciting at the same time, mainly because she was hinting at using it again...

When Flutterbat pulled away, a string of saliva still connecting their mouths, she observed the beautiful pink body beneath her, smiling at all her little details. She also spotted the place down south where she would be treading next, eager to get a taste of those juices she craved. "Pinkie Pie..." She breathed as she lowered her head down to her neck, grazing her fangs across the fur. Pinkie shivered, but kept quiet. She would normally be all talky-talky, but her energy was very low, and it would be lower if she hadn't been massively turned on by the bat-pony's electric actions. "Do you want it, hm?" Flutterbat asked, her body going lower and lower, now down to her chest. "You're heart is racing...you're whole body is shaking...you must really really want this relief..." She was now at her belly, lightly stroking it with her long tongue. "Just say it. Tell me that you want it, and I can give it too you..." Flutterbat softly cooed as she neared her thighs, he tongue working over to them.

Right before she reached her right one, Pinkie placed a hoof on her head. Flutterbat glanced up, to see Pinkie staring down at her with lust in her droopy, hazy eyes. She gave a weak smile as she said

"F-Flutterbat...taste this pie..."

Flutterbat couldn't help but smile. Even when she was super weak and about to get one heck of a licking, she still somehow slides in a baking pun. Only Pinkie Pie...

Flutterbat licked her lips and her fangs, getting a very good look at the wonderful flower in front of her. To say the least, it was dripping wet and waiting to be satisfied. Flutterbat was happy to oblige.

Pinkie moaned loudly to the ceiling as first contact was made with her soaking nethers. Flutterbat's amazing tongue worked over her outer folds, licking every inch of each one, leaving Pinkie a moaning, panting, gasping mess...and Flutterbat had barley even started.

Flutterbat's exploration started as her tongue entered Pinkie's warm depths, tasting every bit of her insides as she could. Pinkie's sharp gasp caught in her throat, and she moaned louder than the first. Flutterbat's tongue was nothing she had ever felt before. It was so long...it flicked at her inner walls, deep inside her, making her whole body almost jump with each lick. Pinkie raised her hooves behind her head, stretching them as far as they could go, trying to cope with the intense, fiery pleasure that was bombarding her body.

"Ohhh! Ahhh...nhhhhh--Flutterbat!" Pinkie moaned loudly.

Flutterbat smiled as she licked, enjoying the sound of Pinkie screaming her name. She took a look just above her folds, and she saw the little nub pulsate with her licks. She realized that she hadn't given it any attention tonight...so she removed her tongue quickly, and, not wasting time, went right to work, while hoofing her soaking hot folds.

She didn't have to do very much. Pinkie gasped sharply, then screamed to the ceiling as an incredible orgasm rocked her entire body, the over stimulation of Flutterbat's ministrations doing her in quickly. Flutterbat open her mouth wide, taking all of Pinkie's delicious juices into her open maw, drinking down every single drop. She didn't want to be wasteful, of course. Pinkie continued shaking and shuddering for a long time, before she finally took a long breath, and relaxed. Flutterbat licked her lips, savoring the taste of her love juices. She sat back up n her haunches, staring down at the pony beneath her. Her most defining feature now was the effortless smile on her face, and how she glowed so bright. Her eyes were still shut tight, and soon, she had fallen asleep. She didn't even try to say or do anything. Flutterbat smirked, and she sighed. There was one major con to theses love sessions, mainly, because she needs blood and pleasure, most ponies can only go one round, because of their loss of energy after she takes the blood. That was really, the only downfall.

She leaned into her neck and took some more delicious blood before she left, and just in time. As she left and went to the back, she could see Mr. and Mrs. Cake walking towards the bakery. She blew a sigh of relief.

Flutterbat thought about her next victim. If only she could find a pony with just a little more stamina, a pony that doesn't get all of her energy drained from just the blood. She needs more than just one go for every pony she meets. Who could possibly be the one pegasus in this entire town that could do that? Maybe an athlete...a pegasus that trains and fly's basically every single day. A pegasus that has a bit of an attitude, a very cocky attitude.

Flutterbat smirked, looking up to the clouds. It was getting later, and it was getting a little darker, but she could still see the cloud fortress where that certain pegasus resided. This could potentially be her best victim yet...

"I'm coming for you Rainbow. You better be ready."

Chapter 5- Repressed Rainbow

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