Once Bitten, Twice Batty

by Nicole Sunstone

Rating: mature
Tags: Fluttershy (EqG), Rarity (EqG), Porn, Spike (EqG), Romance, Equestria Girls, Sex, Science Fiction, Main 7 (EqG), Profanity, Twilight Sparkle (EqG), Alternate Universe
Length: 8084

When Fluttershy ends up being bitten by a vampire fruit bat, she starts to take a turn to the dark side. Can Sci-Twi figure out what's making her go batty?

When helping Applejack with her fruit bat infestation, Fluttershy is bitten by one of the creatures and starts to dress in a more gothic manner. Concerned with losing the old Fluttershy, she's taken to Twilight Sparkle's lab to figure out what malicious magic has gotten into her before it's too late. However, the vampire side of Fluttershy has other ideas.

On Hiatus in favor of Monster Girl Mayhem! Want to see more? Consider supporting me on Patreon for more chapters!

Published 2017-05-17 00:00:01 UTC
Last updated 2021-02-01 21:07:54 UTC

Once Bitten, Twice Batty

Once Bitten, Twice Batty

By: Nicole Sunstone

“Thanks for inviting me over to the farm, Applejack,” Fluttershy said quietly, brushing back her long pink hair from in front of her eyes as she followed Applejack out to the orchard. Applejack smiled and looked back at Fluttershy as she led her down the trail.

“Ah, think nothing of it, Fluttershy! I picked you especially for your skill with handling animals and such.” Applejack responded, throwing an apple up and catching it as she walked. “You know the fruit bats, right?”

Fluttershy thought for a moment. “Oh, you mean the colorful looking bats that hang out in the apple trees?”

“Yeah, those kind of fellas.” Applejack nodded, stopping in front of a tree. “Your typical fruit bat doesn’t cause that much trouble.”

Applejack pulled back the branches of a bountiful apple tree to show the family of bright-red fruit bats. Fluttershy waved to the group of bats as they seemed to smile back, waving their wings at her.

“Now, what we have here is a whole ‘nother type of problem.” Applejack continued, giving the family of fruit bats back their privacy. She walked through the orchard before stopping at another tree. “These are what we like to call vampire fruit bats.”

Pulling back the branches to another tree, a group of three vampire fruit bats with jet-black coats hissed as they sucked the juice out of the apples, leaving only the cores. Fluttershy looked up at the strange creatures as Applejack prodded their nest with a small broom.

“Behave yourself, you little varmints!” Applejack warned before one of the fruit bats threw a used apple core in her direction. The creatures chuckled as Applejack wiped her face from the withered apple’s juices. “These little creatures need to be removed from the trees. They’re wasting the crop to feed themselves and give nothing back in return!”

“Umm, have you ever thought about treating them nicer?” Fluttershy suggested in a whisper, Applejack catching her quiet comment.

“Treating them nicer? They’re an infestation! I’m not going to lay out a Sunday dinner for a bunch of pests living in my apple trees. Now you can handle them however you like, but you need to get them out of there!”

“Oh, okay then,” Fluttershy muttered softly, walking over to another part of the orchard as Applejack put on her heavy work gloves to start pulling the bats out of the trees. Pulling back the branches, Fluttershy was met with a cacophony of hissing and scowling from another group of vampire fruit bats.

“Now look here,” Fluttershy began, using her stern animal taming tone. “You’re being a pest to my friend so I’m here to take you to a new home that doesn’t harm the harvest of the apples in this farm. Does that sound good?”

The bats looked at each other in confusion at Fluttershy’s words, almost as though they understood the request that she was making. Fluttershy took the silence as a good sign and reached over to grab one of the bats carefully in her hands. However, the bat in question didn’t appreciate being picked up from its nest.

“Ahh! Applejack!” Fluttershy cried as the bat started hissing and flapping his wings in her hands as she ran over to her friend. “Where do you want the bats?!”

Applejack face froze at the sight of the bat thrashing around in Fluttershy’s hands. If Fluttershy couldn’t calm them, there was no hope for these creatures. “Throw them in the cage that Apple Bloom built!”

She pointed to a steel cage that was surprisingly well constructed. A bunch of bats had already been captured and were flapping and flying around in the steel prison, wanting their freedom. Fluttershy opened the cage and lowered the hand with the captured bat into it.

“I’m so sorry, but you have to stay here!” Fluttershy stated, having to raise her voice to try to speak over all the hissing and scowling from the mob of imprisoned bats. Letting the bat go from her hand, the vampire fruit bat sunk his fangs into it, drawing her blood.

Fluttershy winced, pulling her hand away as she slammed the door of the steel cage close. Rubbing the hand with the bite softly, Fluttershy walked over to where Applejack was using an industrial sized vacuum to clear out the trees.

“Hey, you okay there?” Applejack asked as Fluttershy continued to rub the area on her hand where she was bitten by the bat. She nodded, feeling a strange sensation coming over her. Running her tongue along her teeth, she swore that one of her canines grew longer from the top of her jaw.

“Has anyone noticed that Fluttershy has been…” Rarity trailed off, digging her spoon into the lunch in front of her. The rest of the girls at the table looked at her as she thought of the right word to explain her friend’s behavior. “...acting odd recently?”

“Yeah, now that you mention it.” Rainbow Dash said, rubbing her hand behind her head. “She looks totally different.”

“Her voice is different too!” Pinkie Pie added, juggling a carrot.

“And it all started just a few days ago. Right after I asked for her help in getting the farm ready for the apple harvest.” Applejack continued, tapping her finger to her chin. “Do you think that bat bite might have done something to her?”

“Bat bite?” Rarity asked as a figure walked silently behind her, sitting down at the table. The girls froze as Fluttershy took her spot, setting her tray down in front of her.

Fluttershy’s look had completely changed recently. Instead of the colorful, non-restrictive tank tops and skirts that she normally wore, her attire had darkened and had become harsher with shades of black and gray. Her boots with the bright pink socks were replaced with black high-stilettos around striped stockings and ripped fishnets that went all the way up her thighs.

On one hand, her nails were painted in a blood-red polish that matched the lipstick on her lips. The other hand was covered by a jet-black skin-tight glove to cover the area where the bat had bitten her. She batted her long eyelashes against heavy black eyeshadow and flipped her hair back, revealing a long, black streak right in the middle of the pink hue.

“Fluttershy darling! We were just talking about you!” Rarity commented nervously, looking at her friend’s gothic appearance. Fluttershy rolled her eyes and sunk her teeth into the apple that was on her tray, sucking it dry of its juices as she chewed.

“So, I was thinking about maybe having a band meeting to discuss the Fall Formal arrangement! Does this afternoon work for you, Fluttershy?” Rainbow Dash asked, leaning over the table to get her friend’s attention. Fluttershy hissed and brushed her off.

“More like she doesn’t talk at all.” Pinkie Pie corrected, thinking of her previous statement.

“Girls, I think I know who can help us.” Rarity said with a confident smile, whipping out her cell phone before calling the number of her contact.

After school, much to the gothic girl’s displeasure, Rarity had dragged Fluttershy to a house on the outskirts of their town. Rarity had only been to this house once but after what had happened, she knew that she could trust her contact in her own way of approaching a problem, whether scientific or magical. She and the rest of the girls weren’t exactly sure where this particular problem fell.

The door opened as a girl in a lab coat stood in the doorway, her appearance almost a mirror image of Twilight Sparkle from Equestria. She pushed up her glasses on her face, looking at her two visitors.

“Dreadfully sorry to disturb you with this problem dearie, but our friend Fluttershy seems to be afflicted with a very strange problem. As you can see, she’s not the girl that you’ve seen before.” Rarity explained as Fluttershy scoffed and looked away from the scientist.

“Indeed. Her whole outfit and demeanor seem to have changed!” Twilight hypothesized, already starting to take notes. A small bark came from behind her as the purple furred puppy named Spike ran up to greet Rarity. Rarity smiled and crouched down to pet Spike as she looked up at Twilight.

“Think you can do something to help her?” Rarity asked, concerned about her friend.

“I’ll do my best. This is something that has to be done between me and her though.” Twilight explained, pushing up her glasses on her face.

“I understand completely.” Rarity nodded, giving a short cough. “Fluttershy, sweetie, I’m going to leave you here with Twilight here, okay?”

Fluttershy scoffed again before Rarity sighed, her attempts at being friendly to her seeming futile. Giving Spike one last scratch under his chin, Rarity went back to her car as Fluttershy stood in the doorway, staring down the scientist.

“Yes, well, on to the lab?” she asked nervously, keeping the book of notes close to her.

Sitting down in Twilight’s laboratory, Fluttershy didn’t look any more at ease than she did outside. Twilight briskly walked around her as she attached a series of doohickeys and other technical attachments to monitor the girl’s vitals and other data that she felt needed to be collected.

“Now according to what Rarity told me, you ran across a vampire fruit bat while helping your friend Applejack, is that right?” Twilight asked, holding Fluttershy’s arm out. The goth didn’t answer.

“Do you mind if I take a look?” Twilight inquired, pulling down the long black glove covering her hand. Fluttershy hissed as Twilight examined her hand, noticing a bright pink bruise at the area where she had been bitten. To Twilight’s eye, the bruise looked like a pink bat against the girl’s pale yellow complexion.

“Interesting,” Twilight exclaimed as she scribbled notes in her book, leaving the glove off as she went to check Fluttershy’s vitals once again. The girl’s heartbeat seemed to be rising during the diagnosis but Twilight couldn’t pinpoint exactly what was causing the change.

“Now, vampire fruit bats are dangerous creatures, but in all of my records and research, I have never seen such an extreme reaction. The change in clothing, attitude, even hairstyle. It’s almost as if you were trying to become a vampire bat yourself.”

Fluttershy hissed at the accusation, causing her heartbeat to spike against the monitor. Twilight looked over to check the data and began to postulate a plan to continue her diagnosis.

“It seems like your extremities are affected the most.” she began, carefully unclasping Fluttershy’s tall black stilettos. The monitor registered a steady increase in her patient’s heartbeat and blood pressure as Twilight removed Fluttershy’s shoes. Pushing up her glasses, she knew she had to go further.

“But it’s not so easy to just to pretend to be a vampire fruit bat.” Twilight explained, grabbing Fluttershy’s tights and striped stockings in her hands. Slowly, she began to roll them down her legs to her feet, slipping it off. Fluttershy moaned softly as the monitor registered another spike at Twilight’s action. “You have to feel it.”

Examining Fluttershy’s feet, Twilight noticed how her toes clawed inward with short sharp, jet black nails. Her head tilted as she ran her hand carefully against the girl’s foot, feeling a light coat of fur forming around it. Taking note of her findings, Twilight looked up to see Fluttershy’s pale face looking rather flushed following the removal of her stockings. Twilight chewed on the end of her pencil, unable to quantify the data that she was receiving.

“Tell me Fluttershy,” Twilight began, taking a seat in front of her. “Do you know what it means to be a vampire fruit bat?”

Fluttershy cocked her head to the side, taking in and thinking about Twilight’s words. The monitor beeped faster as she felt the wild coat of her fur slowly creep up her legs.

“Do you feel it? Something sleeping deep inside of you?” Twilight took off her glasses and breathed on the lenses using a small cloth to clean them. “This isn’t exactly scientific, but my conclusion is that when the vampire bat bit you, it transferred the key to its DNA into you through a magical transfusion. It’s almost as if your body was the perfect host due to your connection in an alternate world.”

Fluttershy’s ears twitched as she felt herself ponying up, her heart racing against her chest. A dark red magic shrouded her ears as they shifted on the side of her head, growing longer and covering with the same wild fur as on her legs. The magic covered her hands as her fingers grew longer with sharp nails, shifting into dangerous claws.

“Even then, for the sake of science,” Twilight began, putting her glasses back on. “We have to wake you up. If you embrace the batty side of you, then we can find a way to subdue it and bring old Fluttershy back.”

Fluttershy closed her eyes as her pupils shifted from a soft blue-green to a dark red, thirsty for blood. Her tongue danced across her teeth as her fangs grew longer, finally free to taste the sweet nectar that she wanted. Shaking her head, the wild nature of the fur crawling up her body caught up to her hair, sending it into an unnatural frazzle.

“What would it be like to fly? Soaring through the night’s sky as the moon shone brightly on your face?” Twilight asked, taking note of the data on the monitor.

Fluttershy hissed as she felt the fabric of her gothic dress rip from behind her as a pair of monstrous bat wings spread out from her shoulder blades. The dark red magic extended her hair into her ponied up ponytail, following the wild nature of the fur that had completely covered her.

“That’s it. Embrace it. That taste for what you desire most. The taste for…” Twilight trailed off as Fluttershy’s glare turned directly to her.

“Apples,” Fluttershy muttered in a grave voice, feeling the full changes come over her as she licked her teeth. Twilight looked over her glasses as she felt her mind growing hazy. From her broad research in the subject, she had remembered that vampires had an allure to entrap their victims that they would either feast on or turn to fit their cause. Pulling off her glasses, Twilight couldn’t help but stare at the changed Fluttershy.

“You. I need your help.” Fluttershy requested, using her finger to motion over Twilight. Her voice changed to suit her allure, becoming more feminine and seductive. Twilight nodded as she walked over to her new master, her eyes fixed on the vampiress beauty. “Could you help your mistress be a bit more comfortable?”

Twilight softly caressed Fluttershy’s legs as she moved up to the waist of her tattered skirt, pulling down the zipper. The vampiress moaned as the skirt fell down her legs to reveal the black panties with a frilly white lace pulled up tight against her wild coat of fur.

“Very good. Now the back.” Fluttershy requested, presenting the ripped back to her top to Twilight. Nodding and following orders, Twilight unzipped her top, revealing the bare back of her mistress. She struggled to pull down the rest of the top as Fluttershy’s wings spread out in all their glory.

“You have to pull harder,” Fluttershy suggested, snapping her claw as her suggestion soaked into Twilight’s mind as her thoughts became less scientific and more primal. Using all of her strength, Twilight ripped the fabric of the top away from Fluttershy, letting her wild, furred breasts be revealed to her servant’s lustful eyes.

“That’s it. You’re a natural.” she smiled, sitting back in the patient’s chair with her legs spread outward. “Only one more thing now.”

Twilight leaned down and rest her hands on the frilly edges of Fluttershy’s panties. With her servant ready to pull, Fluttershy clicked her tongue.

“No no, not with your hands,” she warned, brushing the girl’s hands away. “Think of something else.”

Twilight nodded and leaned forward, opening her mouth to bite down on the front edge of the underwear. Looking up, the servant didn’t hear any objections to her choice and slowly pulled on the edge of her panties, peeking at her mistress’ waiting slit. Fluttershy moaned as she wrapped her legs around Twilight’s head, feeling her panties slide down her legs, to her servant’s mouth. Her pussy grew more excited as she felt fully free from her restrictive clothes.

“Now, what do you want from me?” Fluttershy asked, crossing her legs as she sat naked before Twilight, her panties still hanging from her servant’s mouth. “Come now, you can tell me.”

“The… thirst…” Twilight let out, dropping Fluttershy’s panties on the floor. The vampiress smirked as she beckoned Twilight to come forward once again.

Twilight leaned forward as Fluttershy wrapped her arm around her, pulling her close. Twilight’s heart raced as she felt her mistress’ furred breast pushed up against her. Getting lost in her primal thoughts, her panties grew wet under the skirt she was wearing beneath her lab coat.

“I hope you’re not a waste of talent,” Fluttershy commented before licking up Twilight’s neck. The girl shivered, pressing up against her mistress’ body. Giving a small smirk, Fluttershy’s fangs grew out from her mouth, the sharp tips glinting in the light as she sunk them into Twilight’s soft neck.

Moaning loudly, Twilight pulled back from Fluttershy, feeling a rush run across her body. Her shoes ripped apart as her feet grew sharp claws while her ears shifted up her head, growing longer and covered with a wild, purple fur. Twilight looked on at her hands as they shifted to claws with sharp nails, the uncontrollable fur spreading quickly to every inch of her body. She closed her eyes as she felt the strong presence of the vampiric thoughts infect her mind, changing her purple eyes to a thirsty dark red. Hissing loudly as a pair of bat wings ripped out from her underneath her lab coat, she ran her tongue against her teeth feeling the new fangs.

“You look wonderful!” Fluttershy commented, swiping her claw across Twilight’s clothes as it shredded through the fabric. Twilight screeched as she ripped apart any shred of clothing she was wearing, embracing her nude, furry bat form. Fluttershy grinned as she admired her servant’s body, softly caressing her pet’s pert purple breasts.

“So lovely.” she complimented before catching Twilight in a passionate kiss. The two played with each other’s tongues as they felt the sharp tips of their vampire fangs. Twilight gripped tightly to Fluttershy’s back as she kissed her. Pulling away, Twilight moaned as she felt Fluttershy’s claw rub up against her soft entrance.

“Thirsty?” Fluttershy asked, lifting her claw to her mouth as she sucked off Twilight’s slick juices. Twilight panted and nodded, rubbing her pussy up against Fluttershy’s leg. Fluttershy smirked and pinned her to the ground with her strength, cracking the tile floor in the laboratory. Twilight screeched happily, instinctively spreading her legs. Fluttershy rubbed at Twilight’s slit gently as she sucked on her servant’s breasts, lapping thoroughly with her tongue.

Twilight moaned as her juices dripped out of her waiting entrance, begging for more attention. Licking her servant’s fluids off of her claw, Fluttershy turned around and leaned over Twilight’s slit, licking her lips. Twilight moaned as she noticed her mistresses slick opening above her face. She immediately leaned up and started sucking deeply on Fluttershy’s pussy, pushing her tongue deep inside.

Fluttershy moaned loudly before pushing her mouth into Twilight’s soft opening, her tongue reaching further into her servant’s inner walls. The two sucked and slurped up each other’s hot, sweet juices, feeling an acceptable replacement for the taste of apples for that time. As they teased deeper into their pink centers, the two vampiresses felt each other inching closer to their limit.

Fluttershy panted as she pressed her tongue strongly against Twilight’s most sensitive spot, causing her to push over her limit. As Twilight moaned loudly, she felt a wave of inexplicable pleasure flow out of her and spray on her mistress’ face. Feeling Twilight’s climax, Fluttershy moaned as her pussy sprayed her sweet hot juices all over Twilight’s face, Fluttershy flapping her wings as the wave of pleasure ran over her.

Panting and dripping in their love juices, Fluttershy wrapped her wings around Twilight as her servant screeched happily before closing her eyes, resting on her mistress’ breasts. She softly brushed Twilight’s wild hair against her ears, admiring her servant’s loyalty to her. She knew that if she could get to the other girls. there would be nothing to keep her from having all of Sweet Apple Acres’ apple harvest for the year.

Sparkling of the Twilight

Chapter 2: Sparkling of the Twilight

“Hmm, still no word from Twilight about Fluttershy,” Rarity said aloud as she was checking her phone for any messages. After a long day of stress-shopping at the mall, she began to get worried that something might have happened to the two when leaving them on their own. Looking back at the bags in the back seat of her car, Rarity started the ignition and drove back over to Twilight Sparkle’s home in search of answers.

Parking the car on the street in the early night, Rarity made her way up the driveway and to the front door of Twilight’s home. There was a certain change to the feeling around the house that made her unease, having the porch only illuminated by the one lamp on the side of the door. Rarity looked around at the darkness in the areas around her, rubbing her arms together as a chill ran through her. Pressing the doorbell to the house, a small dog’s barking could be heard from inside.

“Oh, that must be Spike. Nothing to worry about.” Rarity closed her eyes, trying to keep her senses calm as the wind howled in the trees next to the house. Spike had continued to bark from inside, making Rarity worry that no one was coming to answer. She knocked loudly on the door, trying desperately to make her presence known.

“Twilight, darling?” she cried out, knocking on the door again. “It’s Rarity! I’m here to retrieve Fluttershy! Is she all better?”

Meanwhile, Twilight’s laboratory had been recently redecorated in a matter of hours. Through the magic instilled in her experiments, she and her mistress Fluttershy had given the science lab a gothic makeover, also adding the large bed with black, silk sheets in the middle of the underground basement. Here, Fluttershy was gently petting Twilight’s head as her pet cuddled her strong, vampiric body.

Using her trained, bat-like ears, Fluttershy heard the sounds of her old friend outside, asking to be let in. Her long, sharp nails gently ran across Twilight’s frazzled mane as she laughed in a haughty tone.

“It seems prissy Rarity wants the old Fluttershy back,” she commented, breaking Twilight out of her adoring trance.

“But Mistress Flutterbat is much superior to old Fluttershy!” Twilight chirped up with a soft moan as her mistress’ hand caressed her cheek.

“That’s right, but she could prove useful in our cause. And she’s expecting you, my dear~”

Fluttershy threw off the covers on the bed as she gently led Twilight off. Using her magic, she clothed Twilight in a dark-purple dress fitting of her gothic allegiance, while simultaneously dressing in a long, flowing green gown. She leaned in, baring her vampire fangs as her lips pressed against her pet’s cheek.

“Go and bring her to me, my pet~” Fluttershy instructed, “Bring her down here and we will make her beautiful like you and me~”

Twilight nodded and leaned down to kiss her mistress’ hand before making her way up the stairs out of the laboratory.

Reaching the foyer, Twilight walked over to the entrance of the house. Spike was scratching at the door like the dog that he was, barking occasionally at Rarity’s visit. With a quick hiss from his master, he quickly scurried away as Twilight opened the door for her friend.

“It’s about time, I was beginning to worry!” Rarity commented, pausing to look at the gothic dress around Twilight. “What happened to your lab coat, darling?”

“Oh, this is what I wear when I’m not working in the lab, you see,” Twilight answered, brushing down her arms with her hands. Rarity noticed the jet-black polish on her friend’s long fingernails, raising an eyebrow at the fashion choice.

“I see. Anyways, how’s Fluttershy? I’m dreadfully worried that whatever experiments you may have done have worked or not,” Rarity asked, entering into Twilight’s house.

“Fluttershy is doing much better,” Twilight replied with a big grin on her face. “She’s the one that decided I should wear something like this, after all.”

“I’m not sure I follow you, darling,” Rarity looked around the room, noticing that Spike was nowhere to be found. Twilight laughed as she closed the door, holding her hand to her mouth.

“Why don’t we go down to the lab and see for ourselves, hmm?” Twilight suggested, pushing Rarity along to the stairs of the laboratory. Rarity brushed herself off and walked towards the staircase, still feeling on edge of being in the house.

“Dearie, this décor is simply drab with all the cobwebs and shadows and-”

Rarity froze as she looked on at the large bed in the middle of the laboratory with the gothic queen Fluttershy sitting with her legs crossed in a stunning green dress. “Fluttershy?”

“Happy to see me Rarity?” she asked, giving her a half-lidded stare with a smirk on her face.

“Yes, but you haven’t changed at all! Twilight, something must have gone wrong with the treatment!” Rarity turned to Twilight, who had walked over to her mistress’ side.

“Oh, there’s no mistake, Rarity,” Twilight confirmed, running her hands down Fluttershy’s legs as she leaned into her mistress’ hand on her head.

“I’ve not rejected the darkness, Rarity. I’ve embraced it.” Fluttershy licked her lips as Rarity’s face flushed, her eyes lured into the low-cut top of Fluttershy’s dress, amplifying the appeal of her motherly breasts.

“Flutter… shy…” Rarity shook her head, trying to fight the allure of Fluttershy’s figure. “This isn’t like you! The Fluttershy I know is caring and kind!”

“And who’s to say I’m not?” Fluttershy answered, standing up as Twilight swooned onto the bed in the presence of her mistress. “I am caring and kind to my servants of the night, which you are soon to become,”

A chill ran down Rarity’s back as Fluttershy moved closer. Her arms and legs tensed up, unable to move under the gaze of the gothic queen in the room. Rarity could feel her heart beating out of her chest, unable to look away at the dark, alluring eyes of her once best friend.

She opened her mouth to speak as Fluttershy flew over in a second, spreading her bat-like wings for all to see. Rarity stood in shock as the vampire mistress ran her hand down her cheek, feeling her icy cold skin against her face.

Fluttershy stared deeply into Rarity’s eyes as the vampiric allure took hold inside her. Rarity’s limbs felt frozen as Fluttershy held her face in her hands. All that she could think about, that she could see, that she could feel were the dark, beautiful eyes of her friend in front of her. Twilight watched on from the side as Fluttershy gently led Rarity’s body on to the bed.

“What do you think, Rarity?” Fluttershy asked, her words echoing inside of Rarity’s mind as her vision became cloudy with her eyes half-lidded. Her heart started to calm down as she felt at peace with Fluttershy taking care of her.

“I am whatever you need me for, M-Miss,” Rarity replied, breathing slowly as she smiled at Fluttershy.

“What do you think, my pet?” Fluttershy asked, looking over to the Twilight on the side of the bed. Twilight nodded and leaned closer to their new friend, licking her lips in anticipation.

“We can have some really good fun with her!” Twilight suggested, running her hands on Rarity’s arm. Rarity moaned softly at the content, feeling a wave of warmth wash over her.

“That we could,” Fluttershy said, running her hands on Rarity’s tight, smooth stomach under her top. Rarity squirmed at the touch of her vampire friends, feeling the warmth growing inside her as she focused on Fluttershy.

“Anything for you, Miss,” Rarity gasped as Fluttershy lifted her top, revealing her lacy bra underneath. Twilight leaned closer to Rarity’s arm, gently kissing at her soft, white skin as she moaned.

Fluttershy continued to caress her friend’s chest over her underwear, rubbing at her breasts with a free hand. She bit her lip as she snapped open the bra, pulling it off to the side to reveal Rarity’s perky white breasts.

“She looks so delicious,” Twilight commented, her eyes transfixed on the rising breast of her friend on the bed, still squirming at Fluttershy’s touch.

“Indeed she does,” Fluttershy nodded, moving closer to Rarity’s bare breast as she licked at her lips. Her mouth pressed against her chest as Rarity moaned louder, feeling Fluttershy’s lips around her nipple.

“Oh, Fluttershy!” Rarity gasped, raising her arm over her head as Fluttershy sucked gently on her breast. Twilight moved in as well, sucking on the free nipple next to her mistress.

The two continued to suckle and caress Rarity’s breasts as she arched her back into the bed, moaning with every flick of their tongue. Her legs crossed instinctively as she felt her panties under her skirt grow damp with her overwhelming arousal.

Twilight sniffed as she slowly pulled away from Rarity’s pert nipple, smelling the sweet aroma of Rarity’s arousal spreading from her open skirt as with her legs open wide. She licked her lips again, watching as Fluttershy attended to her chest.

“I think she’s really enjoying this,” Twilight said as she slipped her hand under Rarity’s skirt, rubbing gently at the wet spot on her panties. Fluttershy stopped for a second as she took a long whiff of the scent coming from Rarity, giving a big, telling grin.

“We should make her enjoy it even more,” Fluttershy suggested, pulling Twilight’s hand away as she licked at her pet’s fingers. Rarity wriggled on the bed, softly moaning.

“More… I need more…” Rarity cried out, her hand going to her breast as she pinched at her nipple. Fluttershy and Twilight looked at each other and then at Rarity before moving into position.

Fluttershy leaned down towards Rarity’s skirt, hiking it up to reveal her equally lacy panties that were drenched with the juices of Rarity’s arousal. Twilight moved back to Rarity’s breast, caressing and sucking at her to keep her satisfied. Rarity moaned at the actions, feeling Fluttershy’s hot breath in between her open legs.

“Let’s see how wet you are, Missy,” Fluttershy whispered as pulled back Rarity’s panties, revealing her juicy, dripping slit. Her nose flared at the sweet scent in front of her face as her mouth watered, wanting desperately to taste Rarity from her source. Still, Fluttershy knew that she wasn’t quite ready for her long, dexterous tongue.

Licking at her fingers, Fluttershy softly rubbed at Rarity’s slit before slowly slipping one into her slick opening. Rarity moaned louder as Twilight nibbled on Rarity’s nipple, using her open hand to pinch at her other breast.

Fluttershy continued to thrust her fingers into Rarity’s slit, hearing the dirty noises coming from her as her hot, sticky juices covered her fingers. Rarity arched her back, curling the toes on her feet as her legs spread open in front of Fluttershy for as much pleasure as possible.

“Fluttershy! I love this!” Rarity moaned, biting her lip as she felt the waves of warmth and pleasure crash over her. Her breathing shortened as her heart raced, feeling her limit coming up on her.

“You’re gonna break her,” Twilight commented, running her tongue on Rarity’s breast. Fluttershy focused in between Rarity’s legs as she felt her friend’s walls tighten around her fingers.

Rarity cried out in a loud moan as she broke at her limit, gushing her dirty, sticky juices onto Fluttershy’s fingers. She gasped as her pussy soaked her friend’s hand, collapsing back onto the bed to try and catch her breath.

Fluttershy pulled her hand away, watching her fingers glisten with Rarity’s sweet nectar. She ran her tongue up and down her fingers as she tasted Rarity’s sugary flavor before sucking deeply on her fingers.

“I want a taste!” Twilight asked, rubbing between her legs as she started to feel aroused from her friend’s climax.

“Patience, my pet,” Fluttershy replied, cleaning off her hand before she pulled down Rarity’s skirt and top. Twilight looked on in wonder as her mistress clothed their friend in the throws of their passionate ritual before seeing her move closer to Rarity’s face.

“You would be beautiful, my dear,” Fluttershy whispered, leaning in towards Rarity’s neck. “My little Nosferatu~”

Rarity gasped as Fluttershy sunk her teeth in her neck, holding her close as she injected her vampire magic into her. Closing her eyes, Rarity breathed heavily as she felt the sharp pinch of Fluttershy’s bite, her body beginning to tingle as the changes started to shift inside of her. Fluttershy pulled away from her friend’s neck as she laid her body down on the bed, licking her lips at the delicious taste of her essence.

“Is it working, Mistress?” Twilight asked, looking over as Rarity’s body tumbled in pleasure on the sheets of the bed.

“She seems to be accepting her fate,” Fluttershy answered as Rarity’s eyes opened wide, her pupils now a dark red as she gasped for air. Her arms spread out to her sides as the heat inside of her began to spread, fueling the vampiric changes. Her hands ran through her hair, messing up her perfectly styled coiffure.

“Miss… Mistress~” Rarity whispered, her face starting to flush out as her teeth started to grow out to form sharp, new fangs. Fluttershy smiled and held her hand on her cheek as her friend moaned softly.

“You are safe now, my servant. Give in to the power, like Twilight here,” Fluttershy instructed, letting Twilight sit next to her changing friend. Rarity looked over and gasped, noticing the comforting dark aura that was radiating from Twilight as she leaned in closer.

“It looks like she needs convincing,” Twilight commented, running her hand down Rarity’s white arm, still feeling the heat inside her.

“Can you help me, my pet?” Fluttershy asked, breathing heavily on Rarity’s shoulder as she slipped down the strap to her top. Twilight nodded, taking Rarity’s hand in hers as she lifted it to her fangs.

In one swift action, the vampires bit into Rarity’s soft, white skin with a soft touch. Rarity moaned as she squirmed under their fangs, feeling the heat of her body starting to leave her as the vampiric magic took over. Twilight’s form began to shift as her sharp claws gripped into Rarity’s arm, her skin growing colder. The purple fur grew out wildly around her ill-fitting clothes as Fluttershy’s magic started to wear off.

Fluttershy’s lips kissed gently at Rarity’s shoulder as she sucked, the magic of her appearance wearing off as well as her feral form began to take shape. Her sharp claws ran against Rarity’s breasts, feeling her heartbeat slowing down as the heat drained away from her body. Fluttershy’s dark eyes focused on the slow breaths of her friend as she ran a claw along her neck.

“That’s it. You will be a great servant of mine, Rarity,” Fluttershy whispered into her ear as the wild fur began to spread down Rarity’s face. With her cheeks fully furred, Rarity gasped as her eyes opened wide, holding on to the dark, red thirst that she had been gifted.

Twilight pulled away from her bite, scratching at the clothes on her body. Stretching her back, a pair of purple bat-like wings ripped through her clothes while Rarity watched on from the bed.

“You look… beautiful,” Rarity gasped as Twilight leaned down next to her, still feeling Fluttershy’s claw run down her cheek softly.

“You too will be beautiful,” Fluttershy assured, leaning down to bite into her neck. Rarity moaned as she arched her back, the sharp pain of the bloodsucking replaced with intense pleasure. Her hands gripped onto the bed as gasped, closing her eyes as her mistress sucked gently on her neck. The wild fur began to crawl down her chest under her clothes as Twilight’s claws rested gently on her stomach.

“We should make you more comfortable for our Mistress,” Twilight smiled, pulling gently at Rarity’s top. She nodded as Twilight pulled up the fabric, revealing Rarity’s lacy bra underneath. Twilight licked her lips before kissing at her friend’s bare midriff, letting Fluttershy’s claws grip onto the fabric of her top.

Fluttershy tugged the top over Rarity’s head as her coiffured hair became even wilder, making the fur spread down to her stomach. Twilight’s claw gripped onto Rarity’s breast, caressing her as she felt the changes come over her body. Fluttershy propped her new servant up to sit on the bed as she kissed at the back of her neck underneath her wild mane.

“This feels wonderful,” Rarity let out, arching into Fluttershy’s affection as Twilight’s claws drifted to the zipper of her skirt. She breathed heavily as the magic flowed through her, feeling the fur crawl down her arms to her wrists. Fluttershy’s claws caressed her shoulders as Twilight slipped her friend’s skirt down her legs, leaving her in her lacy underwear.

Giving in to the vampiric instincts filling her mind, Rarity lifted her hand to her lips, softly kissing it as the fur began to shift them into the ferocious claws like those of her monstrous sisters. Her tongue ran up and down her palms as her new instincts grew stronger in her mind, wanting the power and beauty that her friends had over her.

Twilight rubbed her claws down Rarity’s legs as she rolled down her long socks to her shoes. The fur followed down Twilight’s affection as she threw Rarity’s shoes aside, pulling off her socks to free her bare feet. Twilight licked her lips before running her tongue up and down her feet, letting the fur envelop them as they shifted into equally sharp claws. Rarity moaned as she felt the power running through every inch of her body, wanting to break out.

“Almost perfect, my servant,” Fluttershy whispered before she appeared next to Twilight, much to Rarity’s surprise. Rarity held her claw to her chest as she closed her eyes, feeling pressure against her shoulder blades. With a hard gasp, a pair of beautiful white bat-like wings grew out of her back, ripping through the backstrap of her bra. Twilight watched on as Fluttershy held her claw on her pet’s shoulder, seeing Rarity’s bra fall off of her perky, bountiful breasts in front of them.

“Am I… beautiful now?” Rarity asked with a heavy breath, feeling the insatiable hunger and desire deep inside of her. Fluttershy nodded as she used her magic to remove the fabric constraints on her body, revealing her natural beauty to her newly converted servant. Rarity’s mouth watered at the sight of Fluttershy’s large, motherly breasts and her equally enticing slit, desperate to taste her mistress’ flavor.

Twilight screeched in the presence of her mistress’ allure, ripping away her clothes to take her place as her pet by her side. Rarity’s eyes focused on Twilight’s pert purple breasts as well, watching as the vampire flapped her wings in excitement next to Fluttershy.

“What is it that you want, my servant?” Fluttershy asked, walking up to the half-naked Rarity.

“I want you,” Rarity replied, running her tongue along with her new fangs as her eyes stood fixed on Fluttershy’s ample bosom. Fluttershy tutted as she held a hand to her mouth, looking down at Rarity on the bed.

“That’s nice, but are you really ready for all this?” Fluttershy asked, gesturing to her busty figure. Rarity nodded enthusiastically, feeling herself grow aroused in her lacy panties. Fluttershy crossed her arms and sighed, snapping her fingers. Twilight rushed over to her mistress’ side, her arms held stiff in front of her at her command.

“Yes, my Mistress?” Twilight asked, panting her tongue out like a feral beast.

“Why don’t you get Mademoiselle Rarity ready before I grant her request?” Fluttershy instructed, turning her back to the wanting servant.

“Yes, ma’am!” Twilight nodded, before prowling on all fours towards Rarity, still entranced with Fluttershy’s juicy backside. Catching Rarity off guard, Twilight pounced on top of her on the bed, holding her down.

“What is the meaning of this?” Rarity asked, a glimmer of her humanity breaking through as she noticed the wild, naked vampire that Twilight had become pinning her to the bed.

“If you want Mistress, you have to prove yourself!” Twilight grinned, running her tongue on Rarity’s cheek. Rarity froze at the gesture before closing her eyes, focusing on the vampiric power deep inside of her.

“If that’s how it must be,” Rarity replied, before opening her dark red eyes into a determined stare, “then so be it!”

Twilight screeched loudly as her claw gripped onto Rarity’s lacy panties, tearing them off of her body in a swift movement. Rarity instinctively used her arms to cover her nude body as Twilight flapped her wings, jumping down to in between her friend’s legs. Using her feral strength, Twilight pulled away Rarity’s claws as she licked against her slit.

Rarity moaned at the sensation as Twilight’s lips wrapped around her soft opening, slipping her flexible tongue deep inside of her. Twilight lapped deeply into Rarity’s entrance as Fluttershy looked off to the side, not at all interested in the action between the two vampires. Rarity gasped and gripped onto her breast as Twilight’s tongue danced in her soft, pink center, the pleasure crashing over her. Her inner walls started to tighten as she felt herself building up to explode.

Before reaching her limit, Rarity’s instincts reached a point of clarity as she swiftly wrapped her legs around Twilight’s head, holding tight. She flapped her wings strongly as she began to lift the vampire into the air, her face stuck in between Rarity’s thighs. Using her strength, she slammed Twilight down on the bed for a stunning pin. Twilight coughed as she spat out some of Rarity’s juices, dazed from the impact.

Rarity jumped off and flipped in the air, landing on the bed in a crouched position, her wings flared behind her. Breathing heavily, she rushed over to the dazed vampire and pressed her against the bed.

“Why don’t you take this, you witch!” Rarity forcefully thrust her claw into Twilight’s slit as her friend screeched in pleasure. Rarity’s mouth wrapped around one of Twilight’s pert breasts as she continued to pump her claw into her friend’s slick, wet entrance. Twilight gasped and gripped her claws into the bed, tearing at the mattress. Rarity’s tongue lapped at Twilight’s nipple in her mouth as she sucked, making the vampire screech even more as she squirmed under her claws.

Fluttershy turned around at the sound of Twilight’s screeching, pleasantly surprised at the force that Rarity was showing to her pet. Her cheeks flushed at the hot scene of Rarity’s fangs biting at Twilight’s sensitive nipples, making her slit slick in arousal.

“How do you like that?” Rarity asked Twilight as she pumped harder into her, feeling Twilight’s inner walls clench against her claw. Twilight screeched louder than before as she reached her limit, squirting her hot, dirty juices into Rarity’s claw as the wave of pleasure washed over her.

Rarity tossed Twilight’s quivering body aside as Fluttershy watched on, her mistress’ claw rubbing gently at her pussy. Standing up, Rarity walked over to her mistress as she licked Twilight’s sticky juices off her claw in a suggestive manner.

“You’ve certainly demonstrated the force of a vampire,” Fluttershy commented, trying to catch her breath from spectating the scene before her. Rarity bowed before looking up at her mistress.

“Am I allowed a taste of your beauty now, Mistress?” Rarity asked, holding out her claw to take Fluttershy’s in hers.

“I can do you one better. Arise, Mademoiselle~”

Rarity stood back up as Fluttershy’s lips met hers, catching her in a deep kiss. Slipping her tongue into her friend’s mouth, Fluttershy picked up Rarity and led her to the bed, where the two laid down amid their embrace. Fluttershy’s claw traced down Rarity’s stomach before wriggling in between her legs.

“There is more than force to being a vampire, however,” Fluttershy whispered as her claw slipped into Rarity’s slit. She moaned at the affection, burying her face into Fluttershy’s motherly breasts.

“Ahh, Mistress~” Rarity let out as Fluttershy’s claw pushed deeper into her, softly and firmly as the pleasure built up inside of her. Her mouth hung open as she gasped, breathing heavily on Fluttershy’s furred chest. Fluttershy graciously offered her breast to her servant as she leaned into Rarity’s face, with the aim of pleasure over force.

Rarity pressed her lips against Fluttershy’s stiff nipple, wrapping her lips around it. She sucked softly as a trickle of milk dropped on her tongue. Overcome with the taste, her claw squeezed against her mistress’ breast, making jets of her hot, sweet milk splash against her tongue. Fluttershy moaned as she pumped her fingers into Rarity’s slit, feeling her soft opening grow more aroused from her nursing.

Twilight’s eyes opened as she sat up to see Fluttershy and Rarity in bed, making passionate love sounds. Her mouth watered as she crawled over, not regaining the feeling in her legs just yet. Leaning against the side of the bed, she looked to her mistress for permission.

Fluttershy looked over at Twilight and nodded, patting the side opposite of Rarity on the bed. With a quick flap of her wings, Twilight dropped in next to Fluttershy as she wrapped her arms around her. Rarity moaned as her lips popped off of Fluttershy’s comforting breast, looking up at her mistress.

“Mistress, I need-” Rarity began, gasping as Fluttershy’s claw pulled out of her slit.

“You’re free to taste~” Fluttershy nodded as her other claw found its way into Twilight’s pussy, rubbing against the sore walls inside of her. Twilight moaned, gripping onto Fluttershy’s naked body as her mistress spread her legs open for Rarity. Rarity crawled over, leaving her soft entrance in front of Fluttershy’s face as she kissed gently at her mistress’ slit. Using her claw, she spread her folds back to lap deep into Fluttershy’s soft pink center.

Fluttershy bit her lip as she held back a moan, feeling Rarity’s flexible tongue swirl around her slick opening. Her free claw went back to pleasuring Rarity, pushing deeper into her slit. Rarity rocked her lips into her mistress’ claw as she sucked against her sweet, tangy pussy. Twilight arched her back as Fluttershy pumped into her, still feeling sensitive after her tumble with Rarity.

Rarity gasped as she felt her inner walls tighten and throb against Fluttershy’s claw. She held one claw on her breast as she held her balance with her other arm, trying to hold back from her limit. Twilight moaned as the pleasure ran over her, soaking Fluttershy’s claw with her sticky juices. Falling, she hung off to the side of the bed as she closed her eyes.

Feeling the pulse inside of her, Fluttershy leaned over to softly kiss at Rarity’s leg as the pleasure ran through her servant like a bolt of lightning. Rarity moaned loudly as she fell against Fluttershy’s powerful thighs, feeling herself squirt her hot, dirty juices into Fluttershy’s claw. Collapsing down to her mistress’ clawed feet, Rarity gasped and breathed heavily into the mattress as she closed her eyes.

Fluttershy looked over at the vampires around her, exhausted from their night with her. Licking her claws of both of her friend’s juices, she leaned back in the bed as she rubbed gently against her breasts.

“This is only the beginning, my servants. We have much to do~” Fluttershy laughed haughtily as she crossed her legs, feeling her magic grow stronger inside her from every servant she beds.