Applejack gulped as she walked by Fluttershy's cottage. It was just the middle of the afternoon and she had finished with most of her chores, so she decided to pay her friend a visit. She still had a hard time looking at her in the eye since her 'other self' started coming around, but more than anything, she was worried about what sort of strains it might have her on body or mind. With her hoof she gently knocked on the cottage's door.

"I'll be right there." Applejack heard a sweet voice say from inside. It didn't take long for the door to open, infront of the orange pony stood her old friend, who had a large bandage on her forehead. "Oh hello Applejack. How are you?"

"My goodness." The earth pony began. "What happened to your head?" The yellow pegasus looked up at her head and with a nervous laugh spoke.

"I uh, I'm not sure. I woke up when I hit the ground this morning. The ceiling plank above me was broken, so I can only assume that maybe I flew while asleep and hit it with my head or something." Fluttershy said as she gently poked at her bandage, one eye squinted as a small jolt of pain flashed as her hoof grazed the wound.

"Pegasi can fly in there sleep?"

"Well, maybe? I never heard of one that did, but what other explanation is there?" Applejack looked away as she sweat nervously. Obviously Flutterbat went to sleep upsidedown without thinking that the pillar she hung from would break. Well, at least she didn't wake up still hanging, then it would have been even more awkward for her. Applejack thought to herself.

"Anywho, what brings you here?" Fluttershy asked with a smile, trying to get back on to the matter at hand.

"Oh uh, nothin' in paticular. Just wanted to see how you were doin' is all." Fluttershy gave a strange look, out of the 6 of their friends, she and Applejack weren't exactly the closest of the bunch, but maybe she as trying to change that.

"Oh, well ok. Want to come in?" The pegasus asked as she stepped to the side, giving room for her friend to walk in. With a nod, the other pony walked in and had a look around. "Sorry about the mess...and the smell. Living with animals makes it hard to keep tidy." Fluttershy said as they sat down, blushing slightly as she looked around at her messy little cottage.

"Don't you mind, I'm used to animal smell. Ah live on a farm remember?" Applejack said, nudging at her friend.

The two of them continued to talk for hours. Since they never really had a moment alone before, they had a lot to talk about, almost as if they were meeting for the first time, only without Fluttershy having her shyness impact her conversation. They shared life stories and laughed as they remembered stuff they had done together. Fluttershy even poured some tea for them to share.

"Oh man, I haven't had some tea since last time I visited Rarity." Applejack said as she took a sip.

"Yes, I actually got this recipe from her. She's into all of that high class Canterlot stuff, so she showed me how to make a special kind of tea."

"Well that's mighty kind of her, I often see ya'll together when ah sell the apples in the market." As those words left her mouth she suddenly realized that she still had some chores to do and stood up right. "Is it really this late already?!" She exclaimed as she looked out the window at the sun setting.

"Oh dear, did I keep you from something?"

"Well, you didn't exactly keep me, I just still had some chores to do. I'mma have my work cut out for me tomorrow, that's for sure. She said before yawning, which surprised her. Fluttershy giggled as she took another sip.

"Yes, this tea relaxes the body, I often get sleepy after drinking it." The pegasus said before yawning herself. "I might just go to sleep soon." She said as she stood to see her friend out. As she said this, Applejack's expression changed to one of worry. Since her back was towards Fluttershy at the time, her friends didn't notice.

"Oh, well then...Have a good night sleep." The orange pony said as she was led out.

"Yes, you too. And good luck with your chores tomorrow."

The two friends said their good byes and parted ways. As the farm pony walked down the road she couldn't help but let her mind race at what could be happening to her friend at that very moment. She was so deep in thought she didn't notice that there was a soft flapping of wings a little above her.

"Oh ah hope she's alright." Applejack said to herself as she continued to walk. "Ah've never actually been around her when she 'turns', ah wonder if it's painful. Think she would have said something if it was, then again Fluttershy IS kinda quiet about things that make her uncomfortable. She might not even want to tell us so we don't start worrying about her."

"You worry too much, she's fine."

"Yeah, you're probably right." Applejack responded to the voice she heard. "Still, ah can't help but worry about her, she's ma friend after all."

"You're a good friend, but if it's not too much trouble, may I ask you for a favor?" With a sigh, APplejack stopped and turned around to face whoever was talking to her. As she did, her jaw dropped as she gazed up at Flutterbat flying just in front of her. "Could I trouble you for an apple? I am famished." Flutterbat asked with a sly smile.

Flutterbat flew up and down Applejack's apple fields with the farm pony watching nearby.

"Oh goodness." Applejack began as she looked over at the sun setting. "Ain't it a bit too early for her to come out?" In a flash, her bat friend appeared right beside her.

"I know! It's so weird how early I came out, maybe it's cause dear Fluttershy drank some of that tea that made her go to sleep." Her voice caused the earth pony to shout out.

"Oh buck! Could you please stop appearing out of nowhere?!"

"But I'm not my dearest, I'm just good at flying and walking quietly." She added with a wink before going back to apple picking just as quietly as she arrived.

"And could you stop the flirtin'? It's a little creepy since its technically Fluttershy's body..." Flutterbat went from apple to apple on the trees nearby, looking at the apples in the worst shape, ones that would not survive the fall from their bucking.

"I am not flirting." Flutterbat said as she took an apple and sucked the juices out. "It's just my personality."

"So when was it that you made the change from hissing at everypony to becoming flirtatious?"

"I was hungry."

Flutterbat continued to feed for a while before coming down to sit next to the orange pony who was dozing off. She found it kind of funny to see her friend's head nod back and forth. She simply laid down quietly on the porch Applejack was sitting on. She placed her hooves at her cheeks to hold her head up as she stared at the rather drowse pony.

"Maybe you should head to bed, you drank some of that tea too right? Not to mention you have an extra long list of chores tomorrow." Flutterbat's voice woke the half asleep pony and looked to her side to see her staring at her. She restrained her shout since she knew it was what her bat friend wanted to hear, so she cleared her throat to regain her composure before speaking.

"As much as ah want to, ah can't leave you alone, especially since we can't go to Zecora's tonight."

"Why not? Is she finally taking my advice and sleeping a little?"

"Well, no. She simply can't find another remedy that might help your...uh, condition. So we're stuck like this for a while." To this Flutterbat rolled over, now laying on her back and stretching her arms out to relax.

"Oh how sad. So what shall we do tonight?" Applejack yawned as she looked over at her friend before shrugging.

"Don't know, you're free to fly around as long as you stay close to the farm, not many ponies comes by and even less at this hour."

"Oh come now, can't we have some bonding time like what you had with Fluttershy?"

"You were awake during that time?"

"I'm a light sleeper. Oh and she lied to you slightly when you asked if she liked someone, she has this small crush on Fire Streak."

"Wait what? The Wonderbolt?"

"Yeah, she probably doesn't know it herself, but that one day he came around to pick out a pet she was sweating bullets and her heart was racing."

"Ain't that just normal Fluttershy? Anyway why are you telling me this, it's wrong to share other pony's secrets."

"Aw come on, it's called gossip, mares do this sort of thing all the time." The yellow bat said as she rolled over again, her hooves at her chin once more.

"And gossiping ain't really my thing, that's more of Rarity's thing."

"Yeah, but I can't talk to Rarity now can I? Oh, and peaking of which, Rarity was right. She said how you kept your mane in such poor shape, I mean just look at those split ends."

"Ah don't wanna hear that from you, your mane is always a mess." Applejack said as she turned away, a little bit offended by Rarity's comment on her mane. With a gasp, Flutterbat took to the air, holding her long pink mane with her hooves, gently trying to tidy it.

"It isn't my fault, when I transform my mane gets all spiky!" She said trying to comb her hair with her hoof. "But I need some major product to fix it, products Fluttershy doesn't have!" Applejack snickered as the bat went on trying to fix her mane, earlier Fluttershy had spoken about how she sometimes frets over her appearance. Maybe Flutterbat is just Fluttershy without the shy. She thought to herself as she yawned. Hearing the orange pony yawn knocked the bat pony back into reality. She gave a gentle smile, a rare occurrence for the devilish bat. "Really, you should head to bed, I'll stay out of trouble until Zecora gets her brew ready, I'll meet her at her hut on my own."

"Are you sure? I can stay up..." Applejack was interrupted by another yawn. "To walk with you."

"Pish posh, I can fly there much faster, besides you need your sleep if you're to get your work down tomorrow." Flutterbat said as she pushed the earth pony into her home.

"Well, ok...Goodnight Flutters." Applejack said as she sleepily waved good bye, walking inside and covering an incoming yawn. As Flutterbat waved back still standing behind the door she felt odd. It was the first time she had any real interaction with anypony since she began her quiet nights. It felt kind of good having someone to say goodnight to. She stood in front of the apple family's door for a while longer, staring at her hoof, the one she used to wave good bye.

"I'm lingering, I should go." She said before taking flight. It was still much too soon to head to Zecora's hut so she decided to fly into Ponyville. She made sure to stay clear any of any ponies that may still be out, but it was apparently early curfew for everypony today. She had no trouble making her way in, and even less just walking around the empty streets. As the night began to rise, the air around her began to cool. She took a deep breath as she atmosphere around here became chilled and silent.

"Ah yes, this is more to what I'm accustomed to." She said as she gave one of her devious smiles. Having friends is nice and all, but it still pales in comparison to the calm sensation the night gives her. She took to the air again as she heard hoof steps come close. She thought it might be fun to poke around and mess with some civilians while she was in town. And so she hide in a tree nearby. As she waited, the echos of the hooves became louder and louder. Soon she saw a cyan colored pony begin to trot by with some groceries held by magic.

"That's Lyra if I'm not mistaken." Flutterbat said to herself as she gazed at her victim. The unicorn happily hummed to herself as a lingering shadow swooped down and slinetly flew beside her. Lyra soon caught sign of some pony beside her but as she turned to see who it was Flutterbat moved around her. The poor unicorn was baffled as she began to slowly start to walk again only to be startled by a munled whisper in the ear. Again she looked around to see what was causing her distress, but Flutterbat's agile movements allowed her to stay in her blind spots at all times. beginning to freak out she called out.

"Wh-Who's there?..." The bat pony couldn't help but take the chance, and so she silently flew off, leaving the poor pony to her own fears as she began to rustle a nearby bush, causing Lyra to jump up, dropping the groceries she was carrying. She slowly began to step back away from the bush, but Flutterbat was already elsewhere. As she continued to back up, she suddenly felt her plot hit something. Lyra slowly turned her head to see a beastly figure followed by a loud lighting and thunder. The unicorn shrieked as she ran off home. The beast she had seen turned out to be a pile of rocks, twigs, and leaves arranged to look like a beast's silhouette. Flutterbat laughed to herself as she sat ontop a storm cloud which she had used to cause the lightning.

"Oh Luna, how marvelous. Ok, that's enough fun, perhaps I should head to Zecora now." But as she began to fly off she noticed the bag the unicorn had dropped. Usually, it wouldn't have mattered to her, but since she WAS the cause of it, she felt kind of guilty. The bat sighed as she flew down and grabbed the groceries. "Well, maybe I'll do this first then..."

Using Fluttershy's memory of the town, Flutterbat navigated the streets back to Lyra's house where she could hear shouting coming from inside.

"But Bonbon! I swear I saw a monster!"

"Yeah yeah, just let me check who's at the door, then you can go on about this 'monster' of yours." The door before the bat pony opened and Bonbon, Lyra's close friend stood there staring at her. "Oh hello Fluttershy, what brings you here." As she stood, Flutterbat was wearing a scarf around her head and nuzzle, to hide her bat like appearence.

"Oh, I noticed Lyra dropped her bag." The bat pony said, trying to sound as much as her other self as possible. "I thought I'd bring them by for you." Bonbon smiled as she saw the bag of groceries in front her.

"Why thank you." She thanked 'Fluttershy' before shouting inside. "See Lyra? It wasn't a monster, just some prank." The pink and blue maned pony walked inside as Lyra stepped out to thank the 'good Samaritan'.

"Oh thank you so much Fluttershy !"

"It was my pleasure." The bat pony turned around and begin to walk away, but one had forgotten one big detail about her disguise. A sharp gasp was heard coming from the door way and as Flutterbat turned around she realized her bat wings were out for all to see. Seeing as there was no turning back, she took her scarf off and threw it aside. The unicorn was left speechless as she trying to scream but the shout was stuck at her throat. Flutterbat winked and gave her infamous smile before flying off into the night sky. Lyra sat at her doorway, shocked and unable to comprehend what she had just witnessed.

"Bonbon!"

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