The Flutterbat

by Crimson Prose

8. Flutterbat and Milf

Previous Chapter

They found Shining and Cadance boning like rabbits as they expected. Being killed or even cucked wasn’t enough to stop their obsession. Cadance had Shining bent over a desk ramming his cunt, but all three of both their holes were dribbling seed. Both were fully fully transformed, and Shining had indeed done some growth in the dick area, even if it was still no Fluttercock.

“Oh hello,” panted Cadance when Fluttershy opened the door. “Done murdering your friends? You know, this new stamina is to die for.”

“Hay Mistress, hey Twilly,” grinned Shining, “Hey Twilly’s friends I’m gonna all fuck eventually…“ he then laughed with a snort. “Did you fuck your dog, sis?”

“Ugh, yes,” Twilight rolled her eyes, Spike still clinging to her bottom as he’d tied his knot in her cunt.

“Yeah, fuck you too,” Spike rolled his eyes. “Literally, my cock has your name on it next, smartass… no homo.”

“Come on now, you two,” smiled Fluttershy. “We’re going to get the milf and filf now. Keep in mind, I get to impregnate them first.” She peered at Shining, knowing he’d want to knock up his mom, but that’d have to wait for the next round of pregnancies.

“Sure, I’m up for killing Mom and Dad,” grinned Shining.

“We should probably finish this chapter,” pointed out Pinkie. “I think the fanfic author is scraping the bottom of the barrel on punning Batman movie titles as chapter names. I never even heard of a few of those.”

“Sure,” smirked Fluttershy, even now knowing not to question Pinkie. She turned to the other side of the hall and put a claw on the door. “Actually, let’s have some fun with this instead of just charging in. Twilight and Shining, dial back your physical changes for a bit.”

“We can do that?’ asked Twilight.

“Probably?” shrugged Fluttershy, putting her ear to the bedroom door. “And Twilight, get Spike out of your cunt.”


“You know,” Night Light commented, lying in bed next to his wife. “I still haven’t seen Twilight with a guy friend. I wonder if she’s a lesbian. Wouldn’t it be hot to have a lesbian daughter?”

“Oh you,” chuckled Velvet. “But wouldn’t that hurt your little fantasy where I pretend to be her during sex? Such a perv.”

“As if you haven’t asked me to pretend to be Shining,” snorted Night. “Hmm… maybe Twilight could hook up with that pink cum bucket she hangs out with. She’s probably bi.”

Velvet rolled her eyes. “Still can’t believe I walked in on you earlier boning her face down in a bowl of candy. That girl is half our age.”

“Tsk,” Night winked. “You say it like you weren’t licking a smushed cupcake out of her pussy minutes later.”

“Mm,” sighed Velvet. “We should ask her to slip by sometime the kids aren’t home for something more than a quickie. I’ll take her aside before she leaves tomorrow morning and set something up, but for now I’m getting a shower.”

“Check her ID to make sure we didn’t break the law earlier,” sighed Night, sounding disappointed that Velvet was showering instead of jumping him. “I’ll get to sleep I guess.”

Velvet headed to the shower, teasing her husband just a bit more by leaving a trail of her clothes from the bed to their bathroom’s door. She shook her bottom at him once more, sticking her tongue out before closing it. A minute later, he could hear the shower noises from within. He sighed and closed his eyes, trying his best to sleep.

Night covered his head and tried to doze quickly, but his wife shaking her rump at him had given him a boner and it wouldn’t quit. He really hoped that she planned on sating it when she got out.

Earlier than he expected, he felt someone crawling into his bed. Rather than curling up under the blanket to sleep, he felt her pulling the cover off of him, which generally meant she wanted to get busy. Night opened his eyes, grinning at his… daughter?

He rubbed his eyes to make sure of what he was seeing, but it was in fact his daughter and not just Velvet in her Sparkle cosplay. What’s more, she was buck naked and crawling into bed with him. She didn’t say a word, instead reaching for his underwear, the only thing he had on, and tugging them down, licking her lips at his shaft. As she crawled closer, his eyes focused on her breasts, which seemed a bit larger than he remembered. Was he having a dream? It was a damn good one.

“Hello, Daddy,” Twilight purred, groping and running her tongue up the side of the shaft that planted her.

“H-hey sweetheart,” panted Night.

“Hey, Dad,” Shining added, making Night jump.

Night was so focused on his daughter’s body that he didn’t see Shining crawl up behind her. He sure heard it though when Shining pushed his shaft into Twilight from behind. He grasped her bottom, smirking at Night as their bodies began to slap together.

“Y-you’re fucking…” Night said as if it wasn’t obvious to them.

“Mm-hm,” Twilight said, slowly coiling her tongue around Night’s shaft.

When it rolled out of her mouth far enough to curl around his shaft four times, he was more certain that it was a dream. She slurped loudly, her saliva glistening reddish on his shaft as two sharp fangs protruded from her mouth, gliding over the length of his shaft just enough to ticklet.

“Oops,” drooled Twilight. “I don’t think I was supposed to show my teeth yet. I hope Mistress isn’t upset.”

“As long as she gets to knock him up,” smirked Shining.

As Twilight slurped his shaft once more and crawled further up onto him, Night was positive it was a dream, but it was one he was going to enjoy, so grasped his daughter’s hips once he could, lifting her up and grinning and the sight of his son’s throbbing shaft penetrating his daughter’s juicy pussy, her wetness drooling down his balls.

“Your fiancée okay with this, son?” Night asked playfully. “I suppose she is… I wonder if you’ll ever find out that she rode your old man’s shaft in your own bed.”

“Guess I just did,” smirked Shining. “So she cheated on me with my own father. That’s… kinda hot.” Shining pulled back as Twilight straddled night, pulling from her pussy and pushing into her tight ass instead. The fluid poured from her pussy onto Night’s twitching shaft as Shining pushed wetly into her posterior.

“Told you he’d think it was a dream,” purred Twilight. “But goodness Cadance, didn’t know you were that much of a slut.”

Twilight grasped Night’s shaft with one hand, grasping his chest with another as she held his tip to her pussy. Even as Shining continued to pound her ass, she pushed herself down shamelessly onto the shaft that planted her. Night felt shivers slide through him, the younger hole pulsing around him the same way his wife’s did.

“Not like he’s the first guy I cheated on you with,” Cadance’s voice made Night jerk a bit, but he realized that she was crawling up onto the bed next to his head. “Nor the last, but I won’t bother hiding it anymore, you cuckold.”

“That’s my girl,” grinned Shining.

As Twilight’s pussy twitched around his shaft, Night started to consider that this felt way too good to just be a dream. Though the thing that convinced him was when Shining tugged free of Twilight’s behind, slathered his shaft up again in her drooling pussy juice, then pressed into Night’s instead.

Night squealed more than he meant to, but took it well enough due to Velvet’s strap-on fetish. Shining grinned widely when he realized how easily it was going in and began pumping just as violently as Twilight bounced up and down on his shaft.

“Damn, Dad,” Shining smirked. “You take it up the bum as well as Cadance does.”

“Shit, this isn’t a dream,” Night panted. “Velvet’s going to walk in on this and… be really happy. Wait… what did you say about impregnating me before?”

“Mom’s busy at the moment,” smirked Twilight. “But she’ll be out.”

“But first, I’ll be in,” Cadance purred, sitting up next to him on her knees, a thick throbbing shaft flopping out into his face. Now that was a surprise.

“Damn, son, I thought you had good taste in women,” Night said. “Now I know you have excellent tastes.”

Cadance smirked, not wasting any time before she straddled his chest, pushing his shaft to his throat and holding his head. The meat seemed almost prehensile as she stuffed his throat, stretching out his neck as she forced it in more than he’d ever had before, yet the hotness of the moment kept him from struggling.

“Damn it, Spike,” Shining smirked out of nowhere.

“Hey, I said you were next for my dick, slut,” came Spike’s voice from behind Shining. “So you’re fucking next.”


Meanwhile, Velvet was in the shower, pondering if she might want to jump her husband’s bones that night after all. When she heard the door open, at first she assumed that he’d decided to take initiative and jump her in there.

“Couldn’t wait for me to get back?” Velvet called out of the shower as she soaped up. “Maybe the thought of all those hot teens in nighties got you riled up? Come on-”

“Hi!” Pinkie was in her face before she could finish, hanging upside down from the ceiling. Velvet squeaked and slid backwards in the shower, and probably would have smashed her head into something had someone else not caught her.

“Still not sure how you did this before you were a bat,” added Sunset, also hanging upside down it seemed.

Her first instinct was that Night had caught her, and that he’d brought some of the teens in here to three-or-moresome, which Velvet wouldn’t have minded. However, whoever caught her had a pair of large things on their front that Night definitely didn’t. She turned, blinking as she beheld Twilight’s yellow hippie friend, butt nakked, with wings, tail, and… other changes.

“What the…” squeaked Velvet.

“Oh, did I startled you?” giggled Fluttershy. “Oh my, you are a hot milf.”

Fluttershy reached out to grope at one of Velvet’s breasts, and she was too shocked to stop her. She tensed up as others moved into the shower with them, and suddenly it was very crowded, seeming to contain all of Twilight’s friends, all with the same strange changes and throbbing erections.

“Uh, where’s Twilight?” Velvet sputtered, trying hard not to look at their lower portions. They were… really nice though.

“She and her bro are fuckin’ yer husband,” said Applejack. “Just normal family stuff. Ah think Cadance is helpin’.”

“You have quite the womanhood, Miss Velvet,” Rarity smirked as she knelt in front of Velvet. Velvet shivered as she ran her tongue over her slit. “I certainly wouldn’t know that it’d squeezed out a few if I hadn’t seen them myself.”

“I’m gonna knock that hot puss up,” Fluttershy churred, coming closer and squeezing both breasts.

Rainbow pinned her from behind as well, strong arms gripping her from behind as Rainbow flopped her own shaft onto her behind. AJ and Rarity were now both kneeling, taking turns lapping at her pussy and each other’s face, as Pinkie continued to hang upside down, but moved to smack her own shaft against Velvet’s face. She wasn’t even sure how the girl was staying up there.

“What is… going on?” Velvet laughed, unable to do anything else with the strange sudden happening in her shower. “Also sweetheart, sorry to say, I’m on birth control.”

“Mm, you’d be surprised how little that will matter when I’m involved,” Fluttershy grinned toothily, very much so as she ran her fangs along Velvet’s neck. “But you’re not screaming. Is that consent?”

“Oh hell, why not,” chuckled Velvet. “Though given the choice, I’d have been the ones the family got first…”

“Oh, you’ll have more fun fucking them when this is done, believe me,” Sunset grinned. “I mean, I was iffy about growing a dick at first, but it turned out great! And it’s bigger than the one I had as a demon.”

“You’re ready to fuck us just like that though?” smirked Rainbow. “I didn’t know you were this much of a slut.” Of course her throbbing erection against Velvet’s behind wasn’t complaining.

“I know, isn’t she great?” giggled Pinkie.

Velvet still had no idea what was going on, but she knew she wouldn’t be able to say no to getting gangbanged by a bunch of hormone-driven high-schoolers, so didn’t bother trying to resist. Besides, if what they said was happening to Night was, he was far too happy to care who was putting their dick in his wife or how little sense it made.

“These beautiful child-bearing hips,” purred Rarity, sliding a hand go Fluttershy’s schlong and pushing it to Velvet’s entry.

“They’re gonna have a whole bunch more now,” AJ growled, grasping Rainbow’s shaft, tickling it up and down as she pushed it against Velvet’s posterior.

“Gods you girls are hot,” panted Velvet, slurping at Pinkie’s shaft. “You can fuck me to death for all I care.”

“Funny you should say that,” purred Fluttershy.

“Fuck yeah,” Rainbow growled against the back of her head. “My first whatever-it-is-we’re-doing, gonna cum so hard as this milf dies.”

Velvet figured the silly girls were joking until she felt Fluttershy glide her fangs against her neck, Rainbow doing the same to the other side. She squeaked slightly when they both bit down at once, feeling the fangs dig into her flesh, but feeling oddly no more than a pinch. Somehow, it didn’t seem that frightening even as she felt her blood guzzled.

Of course, having her holes stuffed helped. It’d been so long since she’d been fucked three-in-one, and she missed her younger cum-slut days when she got it so regularly. On top of that, she was sure Fluttershy was the largest dick she’d ever had stretching out her baby blaster, and Rainbow’s meat pushing her rear hole open wasn’t far behind it.

She tried to moan only to gag when Pinkie shoved her own cock into her neck, and instead felt her throat bulge against the two girls sucking on it. Sunset joined in, and Velvet was surprised that she took both of their cocks down her throat without more difficulty, given she hadn’t done that since college.

“By the way, darling,” Rarity said as she slurped at Fluttershy’s swinging ballsack, grinding her thumb against Velvet’s clit. “We’re not killing you ‘dead’ dead; you’ll still be animate.”

“Huh,” AJ chuckled as she slurped at Rainbow’s sack. “She didn’t struggle even when we forgot to tell her that part.”

“Who would think Twi’s mom was such a kinky bitch?” Pinkie giggled.

Velvet honestly hadn’t even thought about that; the situation was just too sexy not to dive into, but it’d explain why this Fluttershy girl’s chest felt so chilly even under the flow of warm water in the shower. She might have thought it was a dream, but she already had a daughter that could use telekinesis and a talking dog, so this wasn’t actually so unbelievable.

As she got dizzier from blood loss, it seemed the pounding flesh inside her only became more pleasurable. Even the penetration of their fangs into her flesh began to feel amazing, almost like they were replacing her blood with aphrodisiac. She tried her best to flex her hips back and forth, but in the end was just stuck in the middle of violent pelvis ping-pong. Pinkie and Sunset let her breathe less and less, but she more and more felt like it wasn’t important.

When she finally popped, it had to be the biggest climax she’d ever had, her whole body flying into blissful seizures. She felt the warmth of spunk blasted into her, as hot as Fluttershy was cold, pumping her womb and behind full enough that her gut swelled. She gulped down Pinkie and Sunset’s together as well, working her tongue against the pulsating meats for as long as she could before she passed out.

A moment later, she was awake again and panting as they slowly withdrew their equipment. Before she could speak again, she was overcome with another thrill, at first thinking she was spontaneously creaming herself again, but instead it was that her body was stretching and morphing into a creature much like them. She even reached a hand down to feel her own thick meat growing hard.

“Mm,” Fluttershy purred. “The transformations take no time at all now, though maybe I should try to slow them down in some cases for fun.”

“Damn,” Velvet panted. “I’m going to peg my slut husband so hard with this.”


Fluttershy returned to the bedroom at the perfect time. Her thralls using Nightly had all returned to their full forms and were going at it full blast.

Twilight was riding her father’s shaft, stroking her own as she did so, arching her back and groaning as she came. Twilight could see her cunt juice gushing over his shaft, but her own shaft exploded too all over Cadance’s front as she creamed a load into Night’s throat from the other end.

At the same time, Shining was creaming one into his daddy’s asshole, though mostly grasping Twilight’s behind as he did so. Spike was rather humorously latched onto Shining’s behind, going for a second knotting, hind legs kicking and eyes rolled back as he whimpered and drooled.

“Would you mind fucking your son while I murder your husband, Miss Velvet?” Fluttershy asked.

Velvet was on it before Fluttershy finished the sentence, yanking Shining from his current position and onto the floor, Spike coming with him. “Your dick in all Mommy’s holes, right now.”

“Oh I got a dick for you too, Mom,” purred Twilight, pulling herself off of Night and flopping onto the floor with them.

“Aw, how cute,” Fluttershy purred.

The entire room was more or less at constant orgy state by this point, but Fluttershy concentrated on the one fresh new pussy she hadn’t knocked up yet. Night looked up at her on the bed, wide-eyed and pretty exhausted after having been in a four-way with no conversion to perk him up afterward.

“I’m gonna fuck a baby into you so hard,” Fluttershy purred as she crawled up onto the bed with him.

“Uh, really?” Night seemed unsure. “I don’t think I have the parts for that.... And were you this assertive before?”

“Oh you will,” growled Fluttershy, then added more timidly. “Oh, I’m sorry, was I being rude?”

That didn’t stop her from grabbing his hips and slamming her shaft balls deep. Even after a good fucking from Shining, her thicker meat made Night’s eyes widen. As he watched in a strange mix of delight and horror, the vampire doubled herself over and, rather than going for his neck, slurped his shaft into her mouth. He shivered at the feel of fangs on his dick.

“Shit, this is gonna hurt,” Night clenched his teeth.

She didn’t bother answering. Instead she showed him as she sank her fangs into the base of his shaft, tongue still working at his length as she swallowed around it to keep him hard and flowing. He shrieked at first, expecting the pinch to be followed by agony, but instead devolved into a moaning fit when he realized how amazing it felt.

To her delight, Fluttershy found that she could drain him significantly faster this way than biting his neck, so she’d note that for further use. It wasn’t long though before she got help. Rarity and Applejack, even while the former was plowing the later, latched onto either side of his neck, while Pinkie and Rainbow bit down on either of his wrists. By that point, he only squeaked in delight at each new set of fangs sinking into his flesh.

Fluttershy held herself back as she drained him, careful not to cream in him as he died as she normally did. It took a tremendous amount of effort, but she managed to wait until she could pull out of his behind and push into the delightful baby maker forming beneath his balls. He squealed even louder than before as she rammed home in one thrust, pushing into the womb he hadn’t had seconds earlier.

The second she was in, she was pumping the fresh womb full of her seed, finally completing her goal of knocking up every cunt in the house. It did briefly occur to her that she’d need a whole nursery just to take care of all her own children, but she would have plenty of help from her minions.

“Mmm, this is just the start,” purred Fluttershy as she withdrew, the room full still with the sound of wet slapping flesh as the orgy raged around her. “When we head back to school… I have so many friends I want to show this to.”

“Twilight and friends in the other world too,” suggested Sunset helpfully.

“Oh yes,” Fluttershy nodded. “We have a lot of work to do, and a lot of holes to fuck.”