Butterscotch's Bat Breakdown

by Omegathyst

Battered Butterscotch

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Author's Note

Contains dream sex involving fantasy versions of Butterscotch and Zecora, zebrasub, pegasusdom, anal, masturbation, confrontations of desires, and transformation!

I also came up with a new sex position for pegasi in this one! I think I'll be calling it the Pegasus Pounder!


Battered Butterscotch

Fluttering his eyes open to vividly different scenery, the entire forest around him a deep blue hue that was somewhat familiar in its color, Butterscotch smiled as he enjoyed the dreamscape. He couldn’t possibly know yet if Prince Artemis, a stallion as thoughtful as he was stunning, was watching his dreams. But regardless, Butterscotch happily hummed as he let go of his worries while he trotted throughout the forest. However, the feeling was short-lived as he began to hear loud grunts and moans from another side of the forest. Trotting forward, getting steadily more nervous with how louder the sound got, he gasped as he finally saw in the distance the source of the noise.

Seeing Zecora standing up on his hindlegs, with his forehooves pressed against the trunk of a tree, was already a submissive enough suggestion on its own. But to see his normally perked up ears flattened against his head, the zebra stud panting and deeply red in the face as he stared at the tree, didn’t even pale in comparison to who had brought him to such a submissive state. He saw another copy of Butterscotch looming behind him, his normally tiny cock closer to Zecora’s size as he had it firmly pressed against the cleft of Zecora’s ass. Watching Dream-Butterscotch moving his dark yellow length up and down Zecora’s glistening black ponut, the pegasus copy laughed as he then pressed the tip of his dick against Zecora’s backdoor.

“Reduced to a lowly sub, whatever happened to zebras being the dom?” Dream-Butterscotch snickered. “Or perhaps I’m just that good at fucking you?”

Butterscotch, witnessing the scene, gasped at such a horrendous statement. How could anypony, let alone another version of himself, overturn the natural order that badly? Zebras, griffons, dragons, and so on…they were the dominant species that ponies were to carnally submit to. The yellow femcolt learned this over the course of his time dating Zecora and being his submissive slave, as well as seeing many of the ponies in Ponyville begin to date griffons and dragons upon Zecora being taken off the sex market once he started dating the two pegasi. But to see Dream-Butterscotch about to penetrate Zecora, it spurred him on more than he would’ve liked to admit. Feeling his below average length starting to harden at the sight of Dream-Butterscotch rubbing his long length up and down Zecora’s ass, while hearing the zebra stud’s uncharacteristically needy yet deep whines, Butterscotch was completely captivated by the sight the less he thought about the social connotations of it. Dream-Butterscotch then once more brought the tip of his dick to Zecora’s ponut, and actually penetrated that time. Watching Zecora’s eyes close and his mouth hang open, a steady and deep moan escaping his mouth, Butterscotch brought his forehoof to his erect length and began to move it up and down. The warm flow of pleasure, of witnessing something that made him feel good despite all the reasons in his head that he wasn’t supposed to, was causing him to mentally spiral. He should’ve run away from the sight, Butterscotch told himself, but the sight was too right to deny at that moment. Watching Dream-Butterscotch pushing more of his length inside, and Zecora gasping and sputtering at such a foreign sensation filling his backdoor, was exhilarating to Butterscotch as he began to speed up the motion of jerking himself off.

Rainbow Blitz might’ve been more than happy to constantly refer to his dick as a clit now, giving up any sort of ghost that he could’ve been dominant, but Butterscotch growled as he rejected giving up his dick. It was a beautiful part of his body, and so too did he wish to use his own spear the way Zecora did with such precision and power. Dream-Butterscotch’s balls full of cum, which were considerably bigger than Butterscotch’s normally smaller balls, eventually slapped against Zecora’s striped cheeks as the dominant yellow pegasus successfully hilted himself inside Zecora. Hearing Dream-Butterscotch chuckle, his ears flickering as he grinned victoriously, before steadily pulling himself out of Zecora, left Butterscotch jerking off with speed as he knew what the other yellow pegasus was going to do next. Staring intently at the ridges of Dream-Butterscotch’s superior cock until only the tip was still within Zecora’s clenching ponut, Dream-Butterscotch then swiftly pushed his whole cock back inside as he watched Zecora’s eyes roll to the back of his head. The zebra stud shuddered like a demon was trying to take over his body.

“You’ll never make me submit,” Zecora shook his head. “Just because I consented doesn’t mean being a dom is something I’ll quit.”

“How cute!” Dream-Butterscotch giggled, training his blue eyes on Zecora’s shaking figure like the zebra stud was prey underneath his hooves. “You think that you can hold on and take my dick without breaking, isn’t that precious? Well, perhaps I should stop being gentle…”

With a sharp gasp from Butterscotch, he watched as Dream-Butterscotch abruptly shifted from the steady pulling out of his length to a blur of rough pounding that rivaled even the dicking down that Zecora normally gave him. A spurt of precum shot out from the dick that was still being stroked by Butterscotch’s forehoof as he watched Dream-Butterscotch’s eyes narrow at Zecora. The yellow pegasus dom’s teeth were gritted as he snarled with each vicious thrust he delivered to the zebra’s backdoor, and Zecora’s shaking and whines increased tenfold. With his forehooves against the tree wavering, and his hindlegs struggling to remain up as Dream-Butterscotch nearly knocked him over with each thrust, the yellow pegasus pulled out of Zecora entirely. Grabbing him with his forehooves and flipping him over till Zecora’s back was pressed up against the middle of the tree trunk, Butterscotch was in awe of his dream self’s exaggerated level of strength as he flew up till his forehooves were resting on two different tree branches. With Dream-Butterscotch’s hindlegs resting on each side of the tree, he proceeded to sink his entire length back inside Zecora. Flapping his wings to keep himself in place, Dream-Butterscotch kept Zecora against the tree as the pegasus pulled his dick out and slammed back in. Butterscotch saw that with none of Dream-Butterscotch’s hooves resting on Zecora, the only part of the pegasus dom that was keeping Zecora against the tree and off the ground was the dark yellow cock that was still pounding away at his ponut.

With his focus blurring, Butterscotch was nearing his limit. In a beautiful display of his pegasus ability, Dream-Butterscotch was moving up and down the tree like he was going up and down on a pullup bar with his flapping wings providing extra stability. He didn’t even look to be breaking a sweat, while Zecora was breaking down with every thrust made against his battered p-spot.

“Ahn, please, ah!” Zecora cried out, struggling to maintain even the rhymes that came from the core of his very being. Drool flying out from his normally composed muzzle, Zecora actually used his forehooves to lift his hindlegs closer to his own chest as he made it easier for Dream-Butterscotch to piston his thick pegasus length in and out of Zecora’s hungry ponut. Throwing his head back against the tree and crying out, Zecora’s howl completely undid Butterscotch. “RUIN ME, YOU STUD!”

“FUCK!” the dream world around Butterscotch began spinning in a sea of stars and euphoric pleasure as Butterscotch vaguely was aware of hot wet ropes landing on his own forehoof. For a while, Butterscotch was no longer aware of his surroundings as his existence was simply allowing the feelings of his post-orgasm state to be there. It was all too good to guilt himself in the moment, and Butterscotch would’ve just laid on the grass forever had he not heard hoofsteps approaching.

Flickering his eyes open and glancing up at the figure walking towards him, Butterscotch didn’t hesitate to stand up on all four hooves as he watched the stallion walk closer to him. Dark blue with a mane that was considerably shorter than Butterscotch’s long mane, the stallion’s mane still flowed with what appeared to be the stars in his mane. Being a whole head taller than Butterscotch, the dark blue alicorn stopped in front of the yellow pegasus and stared down at him. Butterscotch stared at the stars that danced in the prince’s mane, appearing identical to the gleaming stars in the night sky of the dream world that they were currently in. Feeling cold wind ruffling his feathers and his mane, colder than the feeling in his heart as he had processed everything that just happened, Butterscotch frowned as he managed to look back at Prince Artemis’ blue eyes.

“I suppose you know why I’m here,” Artemis’ voice wasn’t quite as deep as Zecora’s voice, but it still carried a trace of royalty that kept Butterscotch from running for the hills. Butterscotch feebly shook his head, and Artemis continued. “You don’t think of the gravity of your situation, do you? I’ve heard from your friends about your journey over the past few months. You apparently helped Rainbow Blitz embrace being a femcolt and taught Zecora to embrace a long-lasting love instead of purely lustful flings. What do you notice in common?”

“That they found purposes that fulfill them?” Butterscotch asked.

“Yes, but what about you?” Prince Artemis tilted his head, his expression wilting as his ears flattened and his lips pursed. “You’re just the byproduct of their own desires? You don’t get to have your own? That’s not love, Butterscotch, that’s tragedy. Staying in the same spot like this isn’t a happy ending for you, it’s just giving up.”

“You…fucking son of a bitch!” Butterscotch snarled, his wings spreading out from his sides as he felt fire flowing throughout his dream body in spades. “My so-called desires nearly ruined what we had! I was an embarrassment, a fool, for trying to power bottom my way into control. I was manipulative! I was selfish!”

“Sometimes you need to be selfish,” Artemis frowned, barely acknowledging the insult that was launched at him as he continued. “And you haven’t told me that you’ve done anything bad. You didn’t cheat or even hurt anypony…well, besides you. Your spirit is crying out for this, and you are screaming back at it. You are destroying yourself, Butterscotch. Your body, mind, and soul are being torn to pieces by nopony else but you.”

“Like you even know what you’re talking about,” Butterscotch scoffed, turning his back to Prince Artemis as he started to storm off. Glancing over his shoulder, the yellow pegasus’ ears flattened against his mane as he glared at the blue alicorn. “Get back to me when you know what you’re talking about, I think a thousand years on the moon has gotten to your brain.”

Butterscotch flinched at the words that came out of his own mouth, and there was no Dream-Butterscotch that said those words. It was him, out of his own volition, and the fact only stung the yellow pegasus’ heart. How could he be so nasty? He may love to tease and be playful, once upon a time, but never this. What had happened? His fast walk turned into a full-on gallop, and then several minutes after that, he took flight into the dream sky. No matter how much he willed himself to leave the landscape that had put his true desires into the picture, flying further into the night sky did nothing. No matter how many clouds he passed during his flight, the stars still twinkled back at him. The moon still stared at him unwavering, not budging in the slightest.

Throwing his face in his hooves, Butterscotch was about to scream when he felt something shaking at him.


“Butterscotch my love?” Butterscotch’s eyes began to flutter open as he heard a familiar sonorous voice, a hoof gently prodding him awake. “You were starting to thrash and shove. Were you having a nightmare? I thought that damn moon pony’s supposed to keep ponies from having that kind of scare…”

“I must’ve been having a nightmare,” Butterscotch took a deep breath, opening his eyes all the way as he contemplated what to tell his Master and what to keep from him. “But for the life of me…I can’t seem to remember what it was! I’m so sorry, Master, but it just all seems blurry to me.”

“Well,” Zecora paused, taking a few moments to run his forehoof through Butterscotch’s soft and luscious pink mane. Rainbow Blitz had already left for Wonderbolt practice, Zecora mentioned planning on working on new potions with his cauldron, and Butterscotch had planned on being with the animals. And yet, the yellow femcolt could tell that Zecora was considering throwing away his own plans to take care of his pony. With his body running cold at the idea of Zecora doing such a thing, Butterscotch jumped out of the bed and out of the zebra stud’s touch.

“Anyways! I better go see how Eris is running the cottage,” Butterscotch chuckled. “Hopefully she hasn’t been feeding them chocolate milk from clouds or anything like that. See you tonight, Zecora!”

Before Zecora could barely get the yellow pegasus’ name out, Butterscotch rushed out of the zebra stallion’s room and passed the cauldron to the front door. Pushing the door open, Butterscotch was greeted with the chirping of birds all around him and butterflies of different kinds fluttering past him. The sun shined brightly at him, and with that was a lot less anger than he had at the moon for luring him into a false sense of security. Trotting quickly till he was out of view of his Master’s hut, Butterscotch slowed down in his walk as he shook his head. He knew deep down that being by himself wasn’t going to help, but at least that’s where Eris came in.

As he came into view of the cottage, the tall and chaotically built creature with long ragged white hair and bright yellow eyes grinned as she blinked her cartoonishly long eyelashes at her dear friend. Despite being a gay stallion, Butterscotch recognized the unique prettiness of his platonic pal, and felt his heart warm with ease as Eris flew towards him.

“Heya, bestie!” Eris grinned as she continued to dance around Butterscotch before picking him up and hugging him tight. “How goes poundtown with the zebra stud? Good, right? Where’s Rainbow Blitz?”

“At Wonderbolt practice,” Butterscotch answered as Eris set him down and stood in front of him with an expectant smile “And Zecora is pretty good, no complaints from him.”

“And how are you?” Eris tilted her head, her smile faltering a little as she stared at her friend’s face. “Boy, you look so down in the dumps, it’s not even funny.”

“Think I just woke up feeling like that,” Butterscotch tried to say the words as convincingly as possible, but his voice died towards the end, and Eris scowled at him.

“Nuh uh,” Eris shook her head. “You can convince Zecora and Rainbow Blitz that it's just your morning mood, but that doesn’t work with me. Tell me what’s bothering you, hun. I’m listening.”

Butterscotch paused, biting his lip and contemplating if Eris would give him the answers that he wanted to hear. He thought that somepony like an alicorn would be helpful in his advice, but was sorely disappointed by Artemis’ words. Thinking it over, Butterscotch’s ears then perked up as he heard critter noises getting louder.

“Yeah, I can,” Butterscotch decided. “But can I spend some time with the animals first? It’s been forever since I’ve seen them, especially Angel, and time with them will do me some good.”

“Yeah, sweetheart,” Eris shrugged. “Makes perfect sense to me. Looks like they noticed that you’re here already too!”

Eris flew out of Butterscotch's way, resting on top of the cottage as various critters of different shapes and sizes rushed towards the yellow femcolt. From the birds that the pegasus remembered teaching on the day he met his dearest friends, to the big bear Harry, they all tackled him to the ground with loud squawks and growls. Nuzzling him, the animals didn't let up as they greeted their once regular caretaker. With a pang of guilt, Butterscotch realized that with tending to his partners' needs, he hadn't seen them for the better part of a week.

Hearing a familiar chitter before all the animals jumped off Butterscotch and stood out of the way, the femcolt gulped as he saw a familiar floofy white rabbit hop to his hindlegs before standing up on them and tapping his hindpaw with a big scowl.

"I hope all is forgiven?" Butterscotch chuckled, bracing himself as he stared into the angry creature's beady eyes. Angel then scurried over, jumping onto Butterscotch’s chest and nipping him. Wincing, Butterscotch then rolled his eyes before flopping his head onto the dirt. “Suppose I deserved that then.”

“Don’t worry, I’ve been feeding them plenty of food,” Eris explained with a wave of her lion paw. “They just miss their Butterscotch is all.”

“Yeah, I really need tomake more time for them,” Butterscotch sighed as he waited for Angel to hop off his chest before standing up and petting several of the critters that were lifting their heads towards him expectedly. “I…I’ll explain everything.”

After Eris leaned her head towards Butterscotch, transforming one of her ears into a exaggeratedly bigger ear to show she was listening, the yellow pegasus went into great detail about the thoughts he was experiencing and in non-explicit detail, the conversation he had with Prince Artemis before he ran off. By the time he was finished explaining his story, Eris scoffed and rolled her eyes.

“Way for that bozo to get involved in ponies’ lives that he barely knows,” Eris huffed. “...but he kind of has a point.”

“Wait, what?” Butterscotch’s eyes widened as he felt his heart drop in his chest, fearing that the draconequus would give the same advice as Artemis.

“Butterscotch, do you remember how I tried to keep myself from acting chaotic?” Eris explained. “I would’ve ceased to exist if you hadn’t insisted that I embrace my chaos and continue to be me. What if this…urge, you have, is you deep down needing to be you? If that’s the case, it’s not a matter of choice. You have to pursue this somehow, or what will happen to you?”

“You’ve got to be kidding me,” Butterscotch’s ears flattened. “Out of all the creatures, I thought at least you’d understand what I’m going through.”

“I do!” Eris gasped, her ear returning to its normal size as she stared at the yellow femcolt as if he had slapped her. Her expression quivering, Eris continued. “That’s why I’m telling you this, Butterscotch. Holding it in isn’t going to make this all better, and you know that.”

“Forget it,” Butterscotch shook his head. “It’s not your fault. You don’t know what it's like to sacrifice to make a relationship work.”

“Why does it need to have sacrifice?” Eris whispered. “Why can’t you just tell him? Why can’t you just let yourself be happy?”

“Bye animals,” Butterscotch ignored Eris, petting some of the animals despite their chatter growing louder in volume, several of them tugging on his hooves and tail to keep him from leaving. And with understanding them in a way other ponies didn’t, the tension within the yellow femcolt only escalated as he heard their cries for him to listen to Eris. Despite his overflowing love for each and every one of them, Butterscotch was growing irritated by their insistence. Shaking his head so he didn’t say anything he’d regret, he opened his wings and glanced at the animals. “I need to go.”

Flying off fast so that none of the airborne critters would follow him, Butterscotch felt anger bleeding inside him, red hot and unyielding despite his internal demands that he return to his submissive and agreeable state. But the feeling couldn’t be ignored as images played of Zecora’s stern gaze, Artemis’ look of pure concern, and Eris’ wide eyes of fear. Asking Rainbow Blitz for advice would’ve been out of the question, mainly because of the risk of the blue pegasus feeling obligated to tell their shared Master the truth. And Butterscotch landed on a hill where Sweet Apple Acres was in the distance, imaging his coltfriend telling him how absurd the idea of not being in full submission to Zecora would be. Why would Butterscotch want such a desire? Wasn’t it safer to just give up everything he had ever wanted?

Dear Solaris, I can’t do it. I can’t do it, I can’t do it, I can’t.

Butterscotch dropped to the ground, searing pain taking over his mind as he gritted his teeth through the unfathomable agony splitting his mind, body, and soul. Once the sensations became too much, Butterscotch threw his head back and screamed at the top of his lungs regardless of who heard. Everything became a blur of darkness as he felt transformation begin to take place, outside of his control or understanding. From the shape of his wings to even the formation of his teeth, no part of his body was safe as his body was changing. His wings taking a much less floofy shape as they had turned into the wings of a thestral, his ears becoming longer and extra floofy instead, and sharp fangs replacing his normal teeth…that was only the start of his transformation. The stripes that had once adorned his body as a symbol of his submission had disappeared entirely, and the femcolt’s normally fat butt had gradually shrunk to a more toned thestral ass. The icing on the cake was Butterscotch’s tiny dick increasing in size till it was just like the dick in the femcolt’s dream, ten inches long and considerably thicker than it was before the transformation.

His eyes closed throughout the transformation, they flashed open as he gasped and felt his mind, body, and soul reshaped. With his eyes a deeper pink than his own mane instead of their normal color, sharp cat-like pupils at the center, Butterscotch…no, Butterbat felt a rush throughout his entire body from his muscles to his fangs as he stared at the trees around him. Apples as far as the eye could see, and they were all his for the taking. Barely feeling something slapping against his stomach, he looked down to see his fully erect length already leaking out pre. Licking his lips before looking back at the apple trees, Butterbat realized with a pang of discontentment that he hadn’t really eaten in the past few days. And despite the fact that the morning sun was still shining brightly in the sky, the nocturnal creature had no intentions of sleeping anytime soon. Somehow, most likely through the transformation, the yellow thestral had felt the energy equivalent of several cups of coffee hitting him all at once. He had never felt more alive, desire and confidence rushing through him in spades. He didn’t feel worthless, pathetic, or a burden.

He knew what he wanted going forward, and with a plan already in motion…

…he was taking it.

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