Author's Note
In case you missed it: A very nasty Nightmare Night awaits a fearful filly. Foal(non)con follows.
Finished in the dwindling hours of the night in question.
Nothing to Fear
“Nightmare Night, what a fright! Give us something sweet to bite!”
Princess Twilight smiled at the colts and fillies dressed up in their costumes and making their Nightmare Night rounds. It had been years since she’d first come to Ponyville, Golden Oaks replaced with the palace that she stood inside, passing out treats generously to those foals willing to make the climb up all the stairs to knock at the front door. She recognized most of the usual suspects; Pipsqueak was leading the troupe this year, dressed as a Lunar Guard and looking rather dashing in the dark armor, though his pasteboard wings could have used a little improvement. It was elaborate, but perhaps just a smidge beyond his budget and skill level.
As for herself, Twilight had gone for simplicity this year. A black dress that clung to her body almost uncomfortably, particularly around the midsection, and a long black wig Rarity had loaned her. It cut a particularly imposing silhouette when she opened the great doors to the castle with the lights shining down behind her, which worked nicely for a quiet Nightmare Night at home with friends.
Closing the door, she went back in to join said friends in the main hall of the castle. Flash Sentry, his mane slicked back with gel and a pencil-thin moustache drawn onto his muzzle, greeted her in his own purple pinstripe suit, taking her hoof and kissing it playfully.
“The next batch is yours, mon amour,” Twilight winked at him.
“Tish, you know it does to me when you speak Prench!” He said warningly, an equally playful gleam in his eyes as he started kissing up her foreleg - only for another set of knocks to ring out from the door. Rolling his eyes, he returned Twilight’s hoof to her and went off to go deal with the latest batch of ragamoffyns.
The rest of her friends giggled, rolled their eyes, or gagged in the case of one Rainbow D. Dash, currently dressed as Daring Do.
“I think somepony must have switched out Twi’s necklace for the Amatory Amulet,” the pegasus teased as Twilight took her seat with her friends and floated up a chocolate to snack on.
“Just because you haven’t admitted you’ve got a special somepony of your own is no reason to tease Twilight about it,” Rarity sniffed and took a sip of punch. “And I’ll take the batch after this one, dear, you and Flash deserve a little break.”
“Y’all just wanna show off that vampony outfit of yours afore Opal gets out of them wings again,” Applejack teased, her own Tinmare costume creaking as she shifted on her cushion.
“I’m just surprised you got her into them at all!” Pinkie exclaimed, dangling a loose strip of mummy-bandage down for the costumed kitty to lazily bat at.
“You’d be surprised what you can accomplish with a well-trained pet.”
“And two or three cans of tuna as a bribe,” Rainbow stage-whispered.
“Rainbow! I’ll have you know it was only one can!” Rarity sniffed before devouring a bonbon. “It is a pity that Fluttershy couldn’t join us like she did the one time.”
“Are you kidding?” Dash snorted. “The fact she came out at all was a shocker! She hasn’t celebrated Nightmare Night since we were both fillies!”
“Oh, so she did celebrate it before?” Twilight asked curiously as Flash came back in to snuggle up beside her. “I just always assumed she hadn’t.”
“Yeah, back in Cloudsdale she did, right up until the year after we got our cutie marks. Don’t know why she stopped. Wish she hadn’t though,” Dash groused. “I ended up playing chaperone for Zephyr every year after that. I think that’s when he started to get obsessed with me, no matter how fast I shut him down when he started calling me his Nightmare Night ‘date.’”
She, Pinkie, and Applejack all shared a shudder at what, they all had to agree, was the most terrifying costume any of the three could imagine having to wear.
“I wonder what happened,” Twilight mused. “She seemed convinced that somepony was going to attack her last year. Maybe it was those bullies you told us about?”
“Wouldn’t be surprised,” Rainbow muttered around a mouthful of jaw breaker. “They loved to give her grief back then.” She crunched down loudly on the candy, breaking it apart and grinding the pieces into a sugary-sweet powder before swallowing. “But I figure if she doesn’t want to talk about it, I’m not gonna make her.”
“It’s probably for the best,” Starlight agreed as she came out of the inner reaches of the castle with a fresh bowl of candy for the roaming foals, dressed in a tophat and tails suitable for Snowfall Frost. “If it really did upset her that much, I imagine she’d rather not think about it at all.”
Had Fluttershy been there to hear her, she would have agreed wholeheartedly. Unfortunately, despite the presence of her animal friends, her impenetrable underbed bunker, and supply of romance novels to distract her, the timid pegasus could barely think about anything else.
It had been years before Twilight came to town - years before Fluttershy had come to town even, and except for Rarity and Applejack she’d lived in Ponyville the longest. If she had to be honest with herself, that last Nightmare Night had probably been part of what drove her to leave home as early as she did.
It was easier to forget about what had happened, down where things were green and alive.
~~~===~~~
Fluttershy was dressed up like a bee that year, her lanky legs curled up beneath her as she flew close to the clouds that made up her hometown. Zephyr flew next to her, dressed up like an eagle (the scariest costume he could talk his parents into), flanked by Rainbow Dash and her Wonderbolt costume on the other side.
“Nightmare Night, what a fright, give us something sweet to bite!” The trio chanted at the door of one building, waiting to collect their goodies from the pony inside. Dash, as patient as a filly as she was as a full-grown mare, dug a gobstopper out of her bucket and popped it into her mouth, letting the wrapper drop through the clouds towards the ground far below.
“Hey Fluttershy - I’m gonna take Zephyr and we’ll hit the upper floors, okay?” She pointed up at the glowing balconies above them. “You keep an eye out for another group for us, if we team up with some of the others, we can all get a better haul to trade with each other!”
“Okay!” Fluttershy agreed, smiling gently as Dash led her brother up to the higher floors. “Meep!” She squeaked, feeling something touch her tail, before disappearing into the clouds below.
By the time Rainbow and Zephyr were back, there was no sign of the buttery little filly.
“Ugh - Fluttershy!” Dash groaned. “I meant watch for them and make ‘em wait for us, we can’t find them if you just leave with them! Come on, Zeph,” Rainbow sighed. “Let’s go see if we can find her down the route.”
“Okay, Rainbows!” Zephyr agreed eagerly, flying along behind her with almost puppyish enthusiasm.
Flying along, and away from where his sister was being held. A talon was wrapped tightly around her muzzle to keep her from screaming, another holding her long tail.
“Huh - thought you’d be bigger, with a tail that long,” the griffon who held her muttered. “Eh, you’ll do. Now, don’t scream, or this could get really scary for you,” he warned her before releasing her muzzle.
Fluttershy turned around to look at him, and immediately wished she hadn’t.
His coat and feathers were black, but starting to turn grey with age. His vulture-like beak was nicked and scarred from long years of use and abuse, and there was a scar over his pale blue, nearly useless left eye. The right was sharper though, a deeper blue that roamed up and down Fluttershy’s young body appraisingly.
“P-please let me go, sir!” Fluttershy whimpered, looking away from him and trembling.
“Heh - I’m not very pretty to look at, am I, little filly? A proper Nightmare Night fright, I’d wager. Don’t worry, I don’t want to hurt you.”
Well, that was a relief at-
“But I will, if I have to.”
Spreading his massive wings, the griffon leaped off the cloud he was perched on, carrying Fluttershy between his talons as he dropped into a dark alley in the Undertown.
Cloudsdale, being built in the sky, was organized on a few simple principles. The first was that things were temporary; no matter how strong the cloud structures, how potent the magic used to weave them together, a strong enough wind could blow almost anything away. That led to the second principle - the higher the building, the better it was built. Structures like the Cloudisseum, the Weather Factory, and the Palace of Justice were all built on the uppermost levels, where gale-force winds could form without warning and tear away anything less sturdy. That provided shelter for the upper-class buildings between the great landmarks of Cloudsdale, and the middle-class ones below.
And then there was the Undertown. The lowest occupied level of Cloudsdale, where the rickety, wispy slums of the sky-city could (usually) withstand the winds thanks to the shielding presence of the upper levels. It was also, not coincidentally, the darkest layer of the city, never really seeing the sun except when it was rising or setting.
In that darkness, the underbelly of Cloudsdale thrived. Weather thieves, addicts whose last bits went to scoring their next fix, smugglers, and worse all lived on this level, hiding from the watchful eye of anypony who might care what happened there. Every pegasus filly or colt knew: never go down to Undertown, because you might never come back up.
And it was where Fluttershy was being dragged now, still shaking in the griffon’s grip.
When they touched down in a stinking corner behind a dumpster, the griffon shifted his grip to hold one of Fluttershy’s wings and pulled hard. She almost screamed, only for his talon to squeeze her muzzle shut and leave her squealing through her teeth instead as her dislocated wing popped out of the socket, grounding her.
“P-please don’t eat me!” Fluttershy whimpered.
“Oh, I’m not going to eat you,” the griffon chuckled lowly. “If you’re a good little filly, I won’t even hurt you much.” He slid down onto his haunches, turning her around to face him and pushing her head down towards his hips.
“I’ll be good,” Fluttershy whispered, closing her eyes as he rubbed her nose against his sheath. She nuzzled it, trying not to breathe in the musky scent too much, not sure what he wanted out of her.
“Use your tongue, slut,” he growled irritably, his claws pricking at the back of her head menacingly.
Fluttershy started licking, making a face at the taste of a poorly-washed griffon tom, the smell of garbage heavy enough in the air that she could almost taste that too. She tried to focus on doing what her attacker wanted, keeping her eyes squeezed shut as she licked and nuzzled at his sheath, not sure what she should be trying to get out of him for a reaction.
She knew what was happening. She knew, in theory, what was supposed to happen. Why it was happening to her, or what she should do? That was another story entirely.
The griffon growled as she failed to get him to harden, flipping her onto her back and pushing her into the cloudbase.
“Useless whorse!” He snarled at her, wrapping a claw around her throat and squeezing down. Fluttershy tried to cry out, only letting out a raspy squeak. A sadistic sneer twisted the griffon’s face as she struggled under his weight, squirming and flailing her hooves against a frame protected by thick fur and muscle.
Suddenly, he let up, giving her the chance to greedily suck in a lungful of air.
"I decide if you get to go home tonight. Not you. Not your parents. Not even Celestia. Me. Understood?"
Fluttershy nodded so hard her eyes almost rattled in her head. The griffon licked the tears from under her eyes, his raspy tongue making her shudder.
"Scared of the big bad griffon, eh? You should be."
He pulled her costume's hood back, letting her pink mane spill out around her head. He buried his beak in the crook of her neck and inhaled deeply.
Fluttershy felt something hard and hot against her thigh, and shuddered inwardly.
"How old are you, anyway? Fifteen, sixteen?"
"T-twelve, sir."
"Eh, good enough."
He reached down between them, and Fluttershy felt the slender tip of that hardness slide into the valley between her thighs, pushing her costume out of the way.
Then the griffon thrust forward, and pain ripped through her young body.
Fluttershy stuffed her hooves into her mouth to stifle a scream as his tapered shaft ripped into her body. A part of her mind told her that he had a lion's body, meaning he was smaller than a stallion or even a colt her age would be, but that was small comfort to the violently deflowered filly.
She just remembered what else his leonine shaft would be like before he started to pull back, sharp, stiff barbs along his cock digging into her already violated marehood like the barbs of a fishing hook.
Her memory latched onto that thought, going back to when she'd helped get a hook out of an eagle's beak a few weeks before. She tried to focus on the procedure, the way she'd held the poor bird, what the doctor had done to get the hook out without causing more damage, anything except for the excrutiating pain every time her rapist drew his hips back, or the relief that verged on feeling good when he pushed back in.
On top of her, the lust-drunk griffon growled and pounded away. He wrapped his talons around her throat again, squeezing down to cut off her air, the stench of fear getting stronger every time.
All he'd have to do is not let go, and so many more would suffer. Her parents, her classmates, her friends - so many of those smugly insufferable ponies, crying and scared. It was almost enough to make him do it, to say nothing of the way the fillies face and tongue started turning blue between desperate breaths when he gave her just enough room to squeeze in a breath.
Fluttershy cried, pleading for air with her eyes, opening her mouth to beg uselessly for him to at least stop choking her. Her vision started blurring, then dimming - and then, as she started to see sparkles in the darkness around her, she felt her entire body seize up, spasming as pleasure shot through her body and she had her first orgasm around the barbed shaft of a griffon she'd never seen before, and hopefully would never see again.
That orgasm might have saved her life though. Feeling the tiny fillies cunt squeezing down around him, the griffon groaned and pumped her full of his seed, releasing her throat as he came.
Fluttershy wheezed and gasped, trying to fill her lungs, praying that the warmth she felt flooding her body and dripping on her thighs meant this would all be over soon.
She whimpered one last time as the tom pulled out of her, wiping his bloody, cum-coated cock off in the clouds beneath them.
"You ever tell anyone what happened tonight, and next Nightmare Night will be your last," he growled down at her, spreading his wings wide.
"Assuming you live through this," he added. As he beat his wings, he kicked his hind feet into the cloud, ripping into the packed weave of water vapor and shredding the magic that held it together.
Fluttershy’s eyes widened as she felt an instant of weightlessness - then she screamed as she fell, her dislocated wing dangling uselessly, her good one flapping desperately for control.
She closed her eyes; there wouldn't be any butterflies to save her this time, not at this hour. Suddenly, she felt herself hit a soft, yielding surface, just before a sharp jolt of electricity ran through her and thunder blasted through the air. She came to a stop, crying out as her injured wing twisted in the cloudstuff, her body still twitching from the blast of lightning.
Finally daring to open her eyes, she saw that she’d landed on a stormcloud, right next to the new hole her candy bucket had punched through it when it fell along with her. After a few minutes to try and orient herself so she knew which way was up again, the little filly started weakly flapping her good wing, clinging to the cloud that had become her sole island of safety as she tried to get back up to Cloudsdale….
~~~===~~~
“Come to think of it, that last year was kind of a rough one,” Rainbow admitted. “Me and Zeph got separated from Fluttershy, and we were looking for her for hours before we got her parents and got kind of a full search together.”
“Well, y’found her, obviously,” Applejack pointed out. “She get lost or somethin’?”
“Nah - it turned out she’d dropped her candy bag and gone to catch it, but hurt her wing and crashed into a stray stormcloud,” Rainbow explained before tossing another jawbreaker into her mouth. “Singed her costume, her mane - took all night to wash the ozone smell off. She actually flew home on the cloud with a dislocated wing. That’s the last she ever went out for Nightmare Night though. Well, until Spike talked her into it.”
“That could definitely take the shine off of it,” Flash winced. “At least it sounds like now she’s skipping it because she doesn’t enjoy it, instead of because she’s scared.”
“Yeah, at least that’s the big reason now,” Rainbow agreed. “She still got really worried before we put her in charge of the scares.”
“Well, as long as she’s happy staying home with her animal friends, I think it’s fine,” Twilight smiled. “At least until she realizes that there’s nothing about Nightmare Night to be afraid of.”
