Night of the Flutterbat. Part 1

Night of the Flutterbat. Part 1

"What do you mean the pump is broken!?" Fluttershy almost squealed in protest.
From her phone the voice of AppleJack responded sympathetically. " Its as I said Sugarcube, we been using that dang ol' pump almost every day after school, and even with Applebloom tinkerin' with it; it was bound to give up the ghost 'ventually."
Fluttershy pouted despite the effect not shone, but her tone conveyed her desperation. "But-but I need it! I can barely concentrate at school without my breasts being drained, and even then the the pump does better than I do if I try manually!"

AppleJack responded with some joviality in her voice. "Well then I got some good news an' some bad news, Flutters." A tone of joy and relief sighed from the other end of the phone. "What's the good news?" She asked hopefully.
AJ responded "Since the pump broke down and we still need it to tend to the cows we specialty ordered a new pump that will be here in no time." A squee of joy was heard over the line followed by a light gasp and a quiet whimper. "What is the bad news...?" AJ winced and relegated the news. "The pump won't be in for the next 5 to 6 days."

"5 to 6 days!?" Fluttershy yelped. "I can't wait that long! My breasts can't go unmilked for more than 24 hours at a time or I get all... hot... and... fuzzy..." The mere thought of the promise of milking got her heart pumping,her breasts swelling and her lips plumping. AJ responded apologetically "I know Sugercube, but maybe you could see if Twi' can't help you in some way; she might have a magic sciencey' thing or a spare pump for you could use?"

Fluttershy perked out of her daze at the chance to be milked from an alternative source but replied with mild worry. "Are you sure Twilight is the best person to ask about this?" AJ responded in a flat tone. "You got anyone else better in mind?" Fluttershy did know of 2 she could ask about her milk problem; her mother, Posey Shy and the school nurse, Nurse Redheart.
But with her mother, she had the issue of her given the suggestion of "finding a good lay" as her milfy mom had said; but she didn't have the proper skill-set to find or ask for a "lay" as easy as she would like and with Redheart, she had an influx of students to milk her tits regularly; as well as the fact she herself produced a greater yield of milk than Redheart.

Fluttershy sighed in defeat. "Not really, but if you think Twilight might have an answer, I'll call her and see if she can help."AJ sighed with sympathy. "Good luck, Sugarcube."

The call with Twilight was a promising turn of events and after a brief explanation of her situation, Twilight asked her to meet at the CHS chemistry classroom for what she called a 'suitable lactation solution' after school. Fluttershy gulped nervously as she stood outside the door and she knocked gently with a timid tap of her knuckles. "Fluttershy? Is that you? Come in." Came Twilights muffled voice from the door of the classroom.

As Fluttershy strutted into the room, she saw Twilight at one of the bunsen-burners wearing her gravity-defying bra and microskirt thong combo, with an apron quite too small with the words "Talk Nerdy To Me" squished between her breasts. "Fluttershy! Glad you could make it I am almost finished with something that might help." She said in a chipper tone. Fluttershy was a bit nervous but at the promise of release within her grasp she would glady swallow her fears. "Oh that's wonderful to hear, but what exactly is it?" Twilight grinned almost ear to ear when she pointed to the currently lightly bubbling concoction on the burner and the potion book on the counter. "This is a simple recipe from Equestria its called a 'Subdura Suppressa Sucleta' potion. This potion was originally designed to help a female suppress the symptoms of 'Heat' as well as help them when weaning their children off their milk."
Fluttershy went from worried to glad in a speed that would make Rainbow Dash proud.

"Are you sure its safe for a normal person to drink?" She asked with concern. "Well... I did have to adjust it to make it safe for human consumption and use a few non-equestria substitutes , but the mice I tested it on are showing no adverse side-effects; so it should be fine." Twilight responded in a analytical tone.
Fluttershy was about to make a mild protest at both the idea that it would be a possible DIY fix and that cute innocent mice were involved in such a risky test, but said protest swiftly died as Fluttershy's massive breasts began to swell and slosh with more milk than she could bare. "Ahh... I see... is it ready?" She breathed in a gasping breath.
Twilight nodded and offered the lavender churning beaker to the demure girl. Fluttershy took the flask with a slight shake of her hands in both mild fear and bubbling arousal.

She took one deep breath and in one shakey but determined motion, drank the potion. The reaction was almost instant; she could feel her heart rate begin to slow and the rhythmic pulsing of her breasts began to subside. She took a few slow deep breaths and said with a great deal of release. "Oh thank goodness... I'm glad it worked, I don't think I could have lasted another minute like that. Thank you, Twilight!"

The princess turned human smiled with no small part of satisfaction. "Glad it helped you but if you think you have any sort of reaction or experience any side-effects don't hesitate to call me; Alright?" Fluttershy nodded and after a brief hug and Twilights head wedged for a minute in between her tits. Strolled out of the classroom with a smile on her face and a spring in her step.

However, in Twilight's haste to make the potion she didn't happen to notice that the page for the recipe was actually 2 separate recipes' with half of each mixed together 'Subdura Suppressa Sucleta' and another called 'Succuba Infrei Libriga' a concoction meant to assist threastrals (or bat ponies) with difficulty in finding a mate and allow them to better control their pheromones.
Now a certain demure girl is going to wish it was only her breasts that were her only problem.

Fluttershy made it to her home with no problems, she felt good; great even! Her breasts were no longer swelling and the heat throughout her body. She opened her front door and called out with glee. "I'm home." But the only one present was her brother, Zephyr leaning against the island in the kitchen; looking down at a fashion magazine that most likely had their mother on the cover. "Hey sis, glad your here! I was wondering if we could talk about your friend, Rainbow Dash." He said excitedly. Fluttershy sighed, he might be a lightly toned (supposed) smooth-talker, but her brother hadn't changed much in his pursuit of her athletic friend.

"Well, maybe after dinner with mom and dad; also where are they?" She asked with a bit of worry. He answered with a nonchalant reply "Mom had an emergency call from her agent, said she was needed as a replacement for one of the models and Dad went with her for  'moral support'". Fluttershy was glad her parents would get to spend some 'quality time' together, but was a little disappointed that they couldn't chat at dinner as usual. "Oh... that's too bad but it cant be helped, you have any ideas for dinner?"  Zephyr nodded and with a slight smugness pointed at the oven. "Got ya covered, Sis pizzas' in the oven."

Dinner was uneventful until Zephyr chatted about his ideas to woo Rainbow Dash, set the stage for a sequence of events that would change quite a few things among them. "Oh, what should i try? Tickets to the The Ladies' Mainia XXX championships? Or maybe I could take her somewhere more romantic like The Tasty Treat? Sis, what kind of places does Rainbow usually hang out or go to for fun?" Fluttershy was hesitant but felt she should be supportive of her brother. "Well, Rainbow does enjoy a good motocross rally and she usually hangs out at the gym..." Zephyr's face lit up with eagerness. "Sweet! Any chance you know her type?"

That question caused Fluttershy to bite her lower lip in mild regret and after a bit of thought chose her next words carefully. "She likes to hangout with muscular guys and athletic girls." Zephyr's face morphed from glad to disappointed at the mention of the guys and he responded in a sullen tone. "Oh... well I guess I better hit the gym...heh..." Fluttershy frowned and was about to try and comfort him, saying things along the lines of 'plenty of fish' or 'you'll find your other half' but the only thing that left Fluttershy's mouth was a pained gasp. "Ahh! Oh! Why?!" Zephyr was pulled out of his slump in shock at his sister's pain. "Sis!? You okay? What's wrong?" Fluttershy's vision was getting blurry and a heat seemed to permeate from everywhere. "Hot! So hot! I'm burning!" She squealed in discomfort.
"Come on lets get you to the bathroom."

Zephyr placed his sisters arm over his shoulder and began to help her up the stairs to the bathroom. She was almost unable to support herself up and Zephyr did his best to hold her up despite he was almost 2&1/2 a head shorter than her. Once Fluttershy and her brother were in the bathroom, she stumbled over to the sink and splashed cold water over her face. That seemed to cool her down a bit but she was still a bit shaky and things were still a bit blurry. "Zephyr... Thank you, I think I'm okay for now... I'll head to bed in a little bit.."
Zephyr looked down at his sister leaning against the bathroom counter with a worried glance. " Can you make it to you room on your own?" She was a bit light-headed but nodded nonetheless. "Alright then, I'll get you some cold medicine and put it on your nightstand."

As he left the room Fluttershy looked at her reflection in the mirror and was surprised at what she saw. Had her eyes always been red? And slitted like a cat's eye? She shook her head and rubbed her eyes for good measure. "Its just a fever nothing to worry about..." she muttered. She opened her eyes, her vision was still a bit cloudy but she could make out the sky-blue roundness of her eyes. She supported herself on the sink and began to lumber her way down the hall towards her bedroom. "Just a bit of sleep... and maybe call Twilight in the morning about this..." She pushed her door open and with the grace of a redwood collapsed in to her bed.

She landed breasts first and quickly rolled over as to spare herself any more ache. She was still so hot though! Her usual see-through breathable lace felt like a thick wool sweater and it was quickly peeled off in favor for her bare skin. Normally she would but blushing up a storm at the idea of full nudity but the heat of her body pushed that thought  out of her mind. "Uh.. Sis? You decent? I got you some cold tablets." Fluttershy was silent for a moment and after pushing all blankets except a thin blanket responded. "Yes... you can come in." Zephyr walked in with a glass of water and two pills in hand.

Zephyr was used to his sister's 'unique' idea of modesty, despite covering her body; the silk sheet covering her flowed over her every curve and contour. "Well I'll let you get some rest. Hopefully you can get well soon." He turned away on his heel until he felt a tug on his shirt. "Brother? Can you do something for me?" She pointed at her window. " I still feel hot, can you crack that a bit for me?" Zephyr was a bit surprised that she called him that but shrugged it off as a delirium from her fever. "No problem sis, I got it." She smiled at him as she began to drift asleep "Your a good brother, Zephyr... You'll find someone... Don't... Worry..."

Zephyr nodded as she drifted off to sleep and left her room after he completed his task. He left her door slightly ajar as if she called him he (might) come help and made his way to his room at the end of the hall. Zephyr knew deep down that the girl of his dreams may never be Rainbow Dash and he knew his odds of her finding any other girl was slim to none. But despite all those things in his way he felt he should still keep trying. Determined to make a difference, Zephyr crouched down, laid himself down on his stomach and began to do push-ups. After his family's transformation he indeed had become more muscular (not that he knew that) but despite this his body was more toned and lanky, rather than muscular and thick. To try and change for the girl he wanted to be with, he would put forth the effort.

However, it seemed no matter how much iron he pumped or limits he pushed, he never made any progress. The residual magic in his body needed a catalyst, a jump start to continue his growth. This trigger usually occurs when two or more people (or charged objects) interact in sexual activates. As Zephyr had no desire for any other girl than Rainbow, and as a result he was left in a dormant state. "Dang it." He muttered as he slowed down to catch his breath and unfortunately; as an erection had developed in the midst of his nightly routine.

His genital size had improved a bit since his change, he had gone from a size of 4 inches and almost an inch wide to 8 inches and 1 & 3/4 inches wide. Because of his thoughts turning to Dash, his position had caused his manhood pressed hard against the hardwood floor of his room. He stopped as he propped himself up against his bed post and carefully reached under his matress to pull out a picture of the prismatic haired girl, an older photo (retconned by the magic) of Rainbow Dash in a tight fitting soccer uniform, shooting a smile while pulling off an impressive mid-air goal winning kick (and getting a good shot of her puss as well).

As Zephyr began to slowly pump his shaft, down the hall Fluttershy was in the midst of what could only be described as a wet night terror. She was running from something, something massive. As she ran her feet splashed over a vibrant pink liquid in a shallow pool and as far as she could see there was nothing around, except a myriad amount of statues in lewd positions scattered about. She was saying to herself over and over "Gotta wake up! Gotta wake up!" When a massive hand, clad in yellow open finger gloves snatched her up from behind. "No! No please!" She whimpered as it lifted her off the ground. But her fear was soon replaced by confusion at what she saw.

Kneeling down on its knees wasn't a monster or a beast (unless in bed counts), it was herself. Or rather something that resembled herself; their appearance was almost identical but this other Fluttershy was wearing a yellow matching set of thigh length high-heels, open finger gloves and had a pair of horns, wings and a spade tail? "What are you?" She whispered at the giant who was looking down at her with those red thin pupils in hunger. The giant began to pull her closer to her mouth Fluttershy redoubled her efforts to escape. "No! No! NO! DON'T EAT ME!" She practically shrieked. The giant put her close to its open mouth and Fluttershy saw another detail she missed, its teeth had fangs and its forked tongue. She waited for her worst fears to pass as she clenched her eyes shut, but rather than pain, she felt pleasure.

Her giant double was slowly and sensually licking away at her breasts and cunt, Fluttershy moaned at the foreign yet pleasant sensation, her previous fear melting away in her throws of sexual sensations, getting close to an orgasm. Outside her dreams something odd was happening to her body, a violet and pink swirling glow was wafting around her body and just as her mind came, so did her body; squirting hard from her pussy and tits.
"Ahh... So good... Thank you I feel much... better?" She looked up at the giant who was now looking down at her not unlike a cat with a cornered mouse. In a single swift motion a cage materialized and she was gently dropped in, trapping her inside.

"What?! What's happening?! Let me out!" She protested. The giants only reply was a grin as it faded from her view not unlike smoke from air. Fluttershy's confusion seemed to multiply as a screen not unlike one at a movie theatre flickered into existence in front of her, she saw what looked like her room from the view of her bed. She saw what looked like herself getting out of bed but the angle was wrong like she was looking out a window, her body was moving to her vanity mirror, and what she saw made her heart hammer in fear.

It wasn't her reflection looking back, but that of her other self! She took control of her body! "No! Let me out! Give me my body back!" She shouted. But her other self this bat, demon or whatever it was hissed at her reflection, causing Fluttershy to squeak in fear and cower in fear. "What are you? A monster? A demon?" She asked in what little courage she had left. Her darker half chuckled a bit at her weak show of defiance. Her body leaned forward and exhaled onto her mirror fogging it somewhat, she then placed her fingertip on the glass and wrote a single word: Succubus.

Fluttershy was about to question what she meant, when a strong scent of sweat and musk filled her nose. "Oh dear, what is that?" She wrinkled her nose in disgust. But this 'succubus' perked up smiling at the scent, taking a deep inhale  to track its origin. Fluttershy saw her body move from the mirror to the door of the hallway, to the room at the end of the hall. "Zephyr's room? But why are you...?" She asked her double. The lusty creature peeked in the crack the door and drooled from her nethers at the sight.

Zephyr was furiously pounding away at his meat, his eyes glued to the photo in his opposing hand. "I'm so close Dashie, a few more and I'll give you some protein for your next game." He muttered under his breath. Fluttershy looked on in sadness and worry from her mental cage. "Oh Zephyr... I know it hurts but..." She was about to ask Succubus to leave him be but was shocked to see her mental self respond as her physical self did, case in point, she had a steady flow of nectar sliding down her legs. "No... NO!.. You will not do 'that' to him!" She said firmly as if scolding a bad dog. Succubus responded by plunging three fingers into her needy hole, and Fluttershy came hard at the rough treatment. As her mind was fried for a moment and she slid against the bars of her cage, her darker half approached her brother from behind.

Zephyr stopped just as he was about to get off; reaching for a stop watch he was using to try and get better at his control for ejaculation. Just as he checked his time, a scent of lavender and honey hit his nose. "What? Mmph!?" A pair of lips locked with his and a slight pain as a set of teeth bit into his lower lip. "Ouch! Jeez whats the big... idea..." a fuzzy numbness settled over Zephyr's mind as an aphrodisiac and paralyzing agent hit his blood stream. He was aware that someone was in his room, then kissed him and now he felt odd. He saw a bit of movement, they were hunched over his crotch, sniffing and tentatively licking him sending jolts of pleasure up his spine. The Succubus loved the smell of a male, it made her womb pulse with the idea of offspring, but before she would mount this male; she would get him hooked on her first.

She leaned over a bit more and wrapped her tongue three times around his dick with enough left over to tease his cock head. She love how he twitched under her skills and when she got her first dollop of pre-cum she decided to engulf his whole dick down her throat. Zephyr threw back his head at the tightness around his and after trying to settle himself, reached forward and push the head of his sexual attacker off; when he felt it: their hair. A few ends were split he but it was soft and smelled like a field of lavender, he enjoyed it so much her took a deep inhale and his mind was sent further into its haze.

The sexual beast was surprised at his tender touch and found the idea of being pet very comfortable, if only a little. She moved her head back and forth at a wild and almost hectic pace, she felt his cock throb in her maw eager to release her white prize. With a loud grunt Zephyr let his load loose down her greedy gullet. She sat still a moment, slowly sliding his dick out of her mouth letting some of the excess seed rest on her tongue, savoring the taste. "Oh... So good... I think you are amazing... What are you?"

Her only reply was for her to stand up and position her pussy over his dick, but just as she was about to lower herself down and enjoy the feeling of deep penetration; a voice screamed from her subconscious mind. "NO! You might have my body but you will not get me pregnant! Not yet at least..." She muttered out at the end. The Succubus hissed and tweaked her nipples hard causing Fluttershy to moan and cum, but still she persisted "Haaa... I know you want it... but can't you do something else..." She stopped tweaking and huffed exasperation, until a nasty look of scheming spread across her face.

Zephyr was confused as to why the wet dream made real didn't ride him already. Until what looked like a tail flipped up to his face and blinked in confusion at what also looked like a pussy on the end of said tail. "Wha...? Is that real?" He slowly raised his hand to touch the prehensile pussy and after brushing his fingers over her clit, was given a moan of pleasure as a reply. "Whoa...are you gonna fuck me with this thing?" His question was given an answer as she slowly pressed its folds against his semi erect penis.

As she slid his dick inside her 2nd set of her pussy, Fluttershy felt every bump, vein and twitch of the meaty rod as if it had just entered her. "Oh! Ah! Its so big! How is this possible?" Her shade took one of her long nailed fingers and ran it along the length of its tail and as she did that, Fluttershy felt a jolt of pleasure run up and down her spine, showing her true self that her sensitive places were linked. Zephyr was in paradise as he felt pussy for the first time, even if his hazy mind would not remember this sexy angel, he put forth the utmost effort to not forget this sweet sensation of tight, wet, and warm pleasure.

She started slow, first fully engulfing his shaft, then in a slow rhythm began to pump him at a feverant pace. She was enjoying the sensation, and loved how he shuddered under her power; but something was missing...What? What was missing? Zephyr provided her the answer when she felt his fingers tickle and squeeze her nipples. "So soft... They looked so cute..." That statement turned out to be a mistake on his part. The Succubus looked down at him for but a moment, stopping with the pumping of his dick, with only one expression on its face: Anger. Cute? CUTE!? SHE WAS A PREDATOR ON THE HUNT! NOT A PET TO BE CODDLED! She let out a hiss of rage and grabbed his hands away from her tits. She would smother him into oblivion with her massive mammaries.

Zephyr was struggling for air as his head was engulfed in soft flesh from both sides. He tried to free his hand but his mild numbness and her strength were proving difficult to overcome, especially when she was using his own arms to hold her breasts in place. Despite his lust addled brain slowing his cognitive focus, he was given the impression that perhaps she wanted him to work her breasts. As his head blindly shifted around, he began to lick away at her tits in an attempt to find a part of her chest he thought would satisfy her aggression; her nipples.

Smother him. Smother him! She would squish him into nothing until... Oooh.... That felt good... Zephyr was slowly working his way towards her nipples and despite her initial negative reaction at his previous comment, she was no longer attempting to remove his supply of air and began pumping around him again. Within her subconscious Fluttershy was both shocked and relieved at her other halfs' decision, but it raised several questions. Why did it hate to be called cute? Was it really a monster or was it something else? And why did it trap her rather than eat her? All of these queries however, were pushed aside as her most sensitive part of her boobs were under a wonderful assault from the would-be victim of the creature.

Zephyr had steadied his breathing as he started to suckle away at her nipples, but what surprised him the most was what he tasted after his 3rd suck on her tits; milk. His first reaction was surprise but after a few more deep breaths of her luscious scent his mind was sent into an even deeper haze as if on auto-pilot began to suck even harder at the sweet as honey ambrosia. "Ahh!...Zephyr! Stop sucking so hard... Ahh!... Oohh... Oh!" Fluttershy moaned in joy at the stimulation. An action that her dark double mimicked in stereo as she began to feed her prey to stimulate her own satisfaction. Then she felt something odd, it wasn't bad but it felt like her prey had gotten more erect inside her tail; but she saw he was at full size when she put him in, so why did it feel like he was getting bigger?

She found her answer when she adjusted her position and was transfixed at the sight. Zephyr's body was slowly expanding outward, body was going from lean to thick. His standard 4 pack of muscle had multiplied to 6 and was begining to push 8, his body thin yet strong was getting bigger and thicker. As she continued to piston his dick he also felt that change, he had gone from his improved size of 8 inched length 1 3/4 width to a staggering 14 inches length 2 1/2 inches width. She loved the sight and sensation of seeing her prey turn into something she might identify as an alpha under her thrall.

Most of the numbness had began to subside from Zephyr's body as he began to slow in his masculine development, his mind however; was still deep in his mental suppression. He still continued to suck away at her teats because he was not instructed to do otherwise. She was getting close again and he was too; as she could see his balls pendulously swaying as they swelled with her well earned seed. But just as she was about to cum again he weakly protested "No... your not Rainbow Dash... Cant... Cum inside..." She did not care for his protest for the moment and began to squeeze his massive prick even more. Within a matter of seconds he unleashed a torrent of white within her secondary folds that gulped down his seed eagerly.

Zephyr's mind had gone blank after his last discharge, leaving him in a venerable mental state; if she had asked him to, he would do whatever she asked from then on. But her attention from the afterglow and her prizes' malleable mind took priority, she huffed and was breathing heavily as she saw a photo that Zephyr had earlier. It was of another female! And by the look of it she looked stronger than her! Within her mind Fluttershy was coming down from her own afterglow as she saw the sexual assailant with a photo of one of her best friends. "Hah...what are you doing... huff... with that picture?" Her questions were left unanswered and as she saw her brother enter the veiw of the screen; a bright flash of light blinded her eyes.

As the spots faded from her eyes a few changes had occurred, the once row of vertical bars were now reinforced with a horizontal set; and her body which was once bare now was tied with a tight array of soft rope across her body and mouth. "Mhph!?" She grunted in confusion, as she was going to protest a voice broke her thoughts at her next shock. "Who?" Said a dark yet familiar voice. Fluttershy looked at the screen to see her brothers thousand yard stare at her body. "Wha...?" Was his only reply and in an angered huff, the question was repeated "Who!?" Zephyr blinked dumbly for a minute at the question, until he realized  she was asking who was in the photo. Using what fading mental faculties he had left managed to mumble a name. "Rainbow Dash..."

Rainbow Dash... So that was the female that her prey considered an alpha! This male was hers! HER'S! And she would show this colorful cunt, that she was the alpha bitch here! She slid her tail around his prick as he began to harden at the image of his love interest. "Take there!" She hissed while tugging at his genitals. She would not be satisfied until she had that bitch as her beta, and then? A paradise of endless sexual survival of the fittest!