"Hey hey! How's it goin bud? So... Yeah you should already be familiar with the recent changes in the Animatronics, since you worked the day shift and all that. You know, where we changed them to look more feminine and stuff? Um... Sorry about the recent change in shifts by the way, but we needed someone to work the nights, and since the Animatronics seem strangely attached to you, why not just send you to watch em, you know? Anyway, just make sure to wind that music box up to keep the Marionette in place, make sure the Animatronics don't mess the place up while they roam, and watch out for any intruders and such, you know the drill... Anyway, that's it from me, have a nice night!" The phone call ended and Erak placed the phone down in its proper place. He then picked up the small tablet laying on the desk in front of him, flipping through each camera to check the building.

CLICK. CLICK. CLICK.

Nothing unusual happened so far, though he did notice Toy Chica was missing from the stage. Shrugging, he flipped through the cameras again and began to remotely wind up the music box. So far so good. He jumped when he heard something in the vents and clicked the button to turn the lights at the left vent on. Toy Chica's head popped out, her beak missing.

"Hey~! So you're the new night guard?" She said as she climbed out of the vent. Her body was significantly more thicker than it used to be, and she looked softer than she had a few weeks back, possibly due to the new material they made the suit out of. Her breasts were bigger as well, though she now wore a shirt underneath the bib so she wouldn't look entirely naked. She walked over to the desk and sat on top of it. Erak sighed and placed the tablet back on the desk.

"What have I told you about climbing through the vents like that Chica?" Erak chided and she scratched the back of her head.

"Sorry sorry~. You know it's easier to get around through the vents." She explained and Erak sighed with frustration.

"Well, it's annoying. You scared the living hell out of me!" He told her angrily and she looked down dejectedly. He sighed and patted her head, though he had to stand up to do so.

"Just be mindful next time, it makes me paranoid to hear all these noises at night." He told her and she giggled.

"Well, I could ease your worries if you want?" She said seductively, jumping down from the desk and walking out of the room, swaying her hips slightly to entice him. "I'll catch you later sweety~!" She yelled back as she walked down the hall. Erak sat back in his seat and flipped through the cameras again. He looked at the clock in the upper right hand corner. 12:42 am. Nothing really eventful happened after Toy Chica visited, but he had to make sure to watch the others closely, so they didn't make a mess. He especially watched Foxy and Bonnie, since they tended to touch things without permission. He placed the tablet down after about five minutes, and something jumped in front of him, screaming at the top of its lungs. He nearly passed out from shock, holding his chest with his right hand, breathing heavily. A female chuckle echoed in front of him.

"Hehehe~! Man, you shoulda seen that look on your face when I jumped out atcha!" Mangle laughed at him, and he leaned back, glaring at her.

"God dammit Mangle! Are you trying to give me a heart attack!?" He yelled at her and she shrunk away from him.

"I-I though you'd be bored in here and I decided to scare you to liven things up a bit..." She explained and Erak sighed in frustration.

"Well, next time do something that wouldn't make me think i'll die within the next few seconds." He chided and she nodded. 'These freaking things are going to be the death of me...' Erak thought to himself. Mangle jumped into his lap, much to his surprise. "Hey, you're kinda heavy, mind getting off?" He asked her politely and she shook her head.

"Nope~! I like it right here." She stated and Erak gave a groan of impatience. He liked the Animatronics, sure, but with the new AI inserted into their system, they were much harder to deal with since they had varying personalities. Also, with the new model look for them, it was much harder to interact with them. Mangle was changed from a 'build it yourself' attraction because of her changes, since the company didn't want the kids to play with her... newer parts. Erak was the one who suggested the change for Mangle, since they had given her a similar body shape to Toy Chica, though she wasn't as thick. Erak wondered what they made the new suits out of, because Mangle's lower half seemed soft and produced a heat similar to a human body. Shaking the thought of touching her to see if she was indeed human like, Erak leaned forward and grabbed the tablet, winding up the music box. Mangle, grinning from ear to ear, leaned back, pressing her back into his chest.

"Hey! I'm trying to check the cameras!" He tried to warn her, but she ignored him and ran her hand down his thigh. "Mangle what're you-" She turned back and kissed him, making sure to avoid cutting him with her sharp teeth . Erak felt something warm and slimy slither into his mouth. Mangle sloppily and excitedly explored around inside his mouth, savoring the feeling she got when her tongue brushed past the back his teeth. Erak struggled to push her back, but once he did he let out a gasp for air.

"How was it?" She asked curiously, turning her body around so she now faced him. Erak cleared his throat before saying anything.

"That was inappropriate Mangle. You know that distracting me from my job is bad." He scolded her and she glared at him.

"How was it?" She asked again and Erak shook his head.

"Listen Mangle-"

" HOW WAS IT?" She barked at him and leaned forward so that they were eye level. Erak swallowed hard.

"It was... good..." He admitted through her glare, which seemed to brighten her mood quite a bit. She hugged him, pressing her chest on him more so than the rest of her body. She placed her face closer to his left ear and flicked it gently with her tongue.

"Want to do something even more amazing?" She whispered sweetly into his ear while sliding her right hand against his thigh again. It took him a moment before he answered.

"W-We really shouldn't do this right now..." Erak tried to convince her. Mangle chuckled and moved her hand from his thigh. She then placed it somewhere hard, smiling with satisfaction.

"At least this guy down here seems to be honest." She said, slowly stroking his male part with her index finger. It twitched slightly, and her smile became wider when she heard a soft moan escape from him. Erak turned and looked at the clock on the tablet. 3:08 am. And he also noticed the music box was low...

"HOLY SHIT! NONONONO!" He yelled in panic, which startled Mangle. A different tune played from the camera in the Prize Corner. Pop Goes the Weasel. 'Fuck how could I let this mother fucker get out?! Oh shit... Last time this thing moved it tried to attack me!" His heart rate increased and his body shook with fear. Marionette was loose, and there was no way to stop her from coming to him. He flipped frantically through the cameras, trying to figure out where she was. He found her in the hallway... Floating.. 'What in the living fuck...' He was shocked and a new sense of fear struck through his body. 'This fucking thing has supernatural abilities...' Immediately he gave up on life and leaned back, dropping the tablet on the ground. Mangle looked at him worriedly.

"What's wrong?" She asked him in concern and he just laughed, his eyes seeming to have no life in them.

"I let the Marionette out... That thing is going to kill me..." He said and just closed his eyes. Mangle was confused. If Marionette was out, then Mangle could only think of one possible thing she wanted...

"FOUND YOU!" A woman yelled from down the hall and Erak felt his blood chill. Mangle turned around and a few seconds later Marionette was in front of her. Erak opened his eyes at stared at the thing. It had changed significantly since it last attacked him, since they did modify her. She was now more human like, though she was still in that strange one piece outfit with three buttons around her now well developed chest and white stripes going horizontally from the elbows to the wrist and from the knees to the ankles. She had straight black hair that reached down to her mid back. Her old mask was now just covering the left side of her now human face, showing off the right side. Her right eye had a black sclera and a completely white iris, with a streak of purple going from beneath her eye to her chin. Her cheek had a red sticker on it. Her fingers and arms were slightly elongated to match her height, which was about twelve feet in height. She looked bizarre, but at least the kids weren't as scared of her anymore. She looked down at Erak and his heart stopped, his blood chilled to his very core, and his eyes became slightly wet with tears. It was over.

"Hey Mari~! How ya been?" Mangle asked her nonchalantly, as if Erak wan't even in danger. The Marionette ignored her and continued to stare at the teen in front of her. Erak blinked once and the Marionette was next to him, her eyes boring into his. She reached out to touch his face with her left hand and he flinched, which hurt her feelings somewhat. Mangle chuckled.

"Mari, you're scaring him. He thinks you're here to kill him, since you attacked him last time." Mangle explained to her and Marionette growled in annoyance. Erak swallowed hard when she stood up next to him.

"I have not come to kill you. Only to introduce myself." She reassured him and Erak laughed nervously before sighing with relief. His body relaxed and he leaned down in his chair, his hips slightly digging into Mangle's and his private sliding against hers, which made her grin.

"Oh my~! A little too excited aren't we?" She teased him, though he didn't look in the mood to play. He did have the scare of his life. Mangle looked up at Marionette, who just stood there staring at Erak. Mangle thought for a second before an idea popped into her head.

"Hey Mari, Come here for a sec." She told Marionette as she climbed off of Erak and walked towards the end of the office. Marionette reluctantly left his side and seemed to disappear for a second, then reappeared in front of Mangle.

"What?" She asked and Mangle chuckled as she gestured for her to lean in.

"Well you see..." She began to whisper something, and when Erak noticed the two of them smiling, his face paled a bit. He looked at the time on the tablet that was still on the floor. 3:15 am. He sighed and looked at the two. Mangle had finished whispering and they now stared at him. He sighed in recognition and braced himself for what was to come. It was only the first night and he already missed the day shift. Mangle smiled and walked back to Erak. When she was in front of him, she dropped to her knees and tried to unbuckle his pants.

"Whoa! What the hell ar-" He was cut off as his neck was forced upwards and, again, something warm and sticky entered his mouth. 'What the hell did they make these Animatronics' tongues out of to feel so damn good?!' Erak thought to himself as Marionette explored his mouth, setting herself in his lap where Mangle was earlier. Unlike Mangle's sloppy kiss, she was more thorough in her search, slowly tracing the inside of his mouth to find the spots she found the best. She smiled when Erak moaned softly into her mouth. Mangle all the while was below them, pulling out Erak's manhood with great excitement. It twitched slightly as she gently gripped it, and Erak's back arched slightly when she licked the tip. She loved his reaction and began to explore which spots gave him the most pleasure. Her tongue ran up and down his length, while she rubbed the tip with her right thumb. Marionette broke their kiss and placed her chest in front of him. Erak took her left breast in his hand, while he bit down gently on the hardened right nipple that poked out of her black one piece. She moaned softly and pushed him away a bit. She reached behind her to unzip the one piece. It fell a little below her chest, and Erak stared at her for about a minute, again wondering what material they had to use to get her look so human. Marionette took off the mask, showing off a similar eye to her right one with the same streak going down from the eye to the chin, and placed it on the desk behind her. Mangle stopped licking and was now burying her face in his groin, her cheeks slightly puffing out as she took his entire cock down her throat. Being an Animatronic had its perks, since she didn't need to breath or have to worry about her jaw hurting, she could enjoy this for as long as she needed. Erak let a louder moan, his hips slightly shaking from the stimulus. Marionette, wanting attention, pressed her chest in his face roughly. He took both in his hands and tried to stimulate them, though he had no idea if he was any good, seeing as how this was his first sexual experience. Mangle coiled her tongue around his length and began to move her head up and down. Erak gripped Marionette's breasts roughly as a result, but she didn't seem to mind it at all.

"Can you suck on one of my breasts?" Marionette asked and Erak decided to place the right one in his mouth, since he was biting on it earlier. He sucked gently, stimulating it with flicks of the tongue every so often. Marionette bit down on her lip, moaning softly every time his tongue touched her sensitive nipple. Mangle released him from her mouth and was rubbing her throat for some reason.

"Ah there we go! Now you're in for a real treat~!" She said excitedly and Erak could hear a slight humming sound coming from Mangle. She once again swallowed him whole, but this time the inside of her mouth and throat constantly vibrated, stimulating him all over. The stimulation made him unintentionally bite down hard on Marionette's right breast, which made her wince slightly. He released her and looked up apologetically.

"Sorry bout that." He said. She shook her head and smiled.

"I know it was not intentional. You can be rough if you want however." She told him and he chuckled.

"I think I should do whatever it is you like. So, what would you like me to do?" He asked her and she thought for a moment. Erak arched his back when let out a gasp when Mangle started moving her head up and down slowly. He then felt something heavy being placed on his shoulders and found Marionette wrapping her now bare legs around his head. He hadn't even noticed her stripping the rest of her clothes off, let alone the fact she was now shoving her wet slit in front of him. 'Whoever made these new models have this part was just plain dirty as fuck...' Erak thought to himself, and Marionette giggle when she noticed his eyes were wide from surprise.

"We modified ourselves with the spare parts around the place. I used my human looks and some money from the cash register to order artificial female parts online. Not that hard to get your hands on if you figure out how computers work." She explained. 'How'd she even get the knowledge to get this to work...' He wondered, though he didn't have a long time to do that, since she pressed her slit closer to him. She placed her hands on the desk and gripped the edge closer to her back to stop herself from falling. Erak, being as inexperienced as he was, had no real idea of what he was doing. He decided to stick his tongue inside, swirling it around every which way to stimulate her. Marionette arched her back gripped the desk harder as he explored inside of her. Mangle, not wanting to be ignored, decided to up her vibration and began to suck harder and faster than she was previously. Marionette shivered every time a moan escaped from Erak's mouth, tickling her now erect clitoris every time he did so. Her legs tightened around his head, forcing him to go in a little deeper. Some kind of slimy liquid kept assaulting his throat, but it tasted somewhat sweet and yet somewhat bitter. Combined with the Mangle's constant sucking, Erak's sexual excitement soon brought him close to the edge, and when Mangle noticed his cock was twitching more than before, she sped up her pace, sucking hungrily at his cock. He thrust his hips forward once and released himself inside Mangle, who gripped the base and rubbed it up and down as she sucked, trying to get every last drop out. Marionette's legs tightened around him again as a thin, creamy white substance squirted out into Erak's mouth and dribbled down his chin. It had a strange taste to it when he swallowed it. Marionette released him and sat down on the desk, her body shaking from her orgasm. Mangle released him as well, giving a satisfied sigh as she stood up. She sat down in his lap, grinding her slit against the tip of his dick.

"Hey~. Can you beg for it? I've always wanted to hear you beg for me Erak." Mangle asked him and he let out a light moan from the stimulation.

"What do you want me to say exactly?" Erak asked her curiously while Mangle played with her throat to turn off her vibration that she forgot was on.

"I want you to say: Mangle please be mine forever and ever, and love me unconditionally for years to come!" She told him honestly and he looked at her in confusion.

"Sounds more like a proposal than me begging..." He stated, and clicked her tongue in annoyance.

"Fine, you're no fun..." Mangle pouted and placed her hips just above his erection. In one go she slid down, his entire length swallowed whole in a matter of seconds. Mangle kissed Erak and began to bounce her hips up and down slowly. Mangle then began to get a little more aggressive, bouncing her hips faster and faster. Erak could feel the insides of her tightening up around him as she threw back her head and screamed in ecstasy. Her soft hands began to dig into his back as she bucked wildly on top of him. Marionette soon came to and watched in envy, wanting to feel the same pleasure as Mangle did. She rubbed her thighs together, licking her lips in anticipation for her turn. Mangle looked back with her eyes and smiled. She leaned forward more so Marionette could get a better view of where Erak and her were connected. Marionette, slightly annoyed, hopped off of the desk and knelt near Mangle's ass, gripping it tightly before sticking her tongue down her other hole. Mangle arched her back even more and Erak groaned when she became tighter than before. Marionette made a long, loud slurping noise to embarrass Mangle, though Erak kind of found it to heighten her pleasure since she began to ride him faster and harder. It wasn't long before Mangle had an orgasm and collapsed in a heap on top of Erak. Marionette grabbed her and picked her up, placing her down on the desk to rest.

"My turn!" Marionette said as she straddled his waist and grabbed his cock with her right hand. She shivered as she slowly sunk down on him, biting her lower lip to stop herself from screaming in pleasure. She then began to bounce up and down, but her pace was much slower than Mangle's. She never sped up, only slowly sliding up and down. It was tantalizing how she went at a snail's pace. It looked like she was in heaven, but for Erak this was hell. She was torturing him with pleasure, slowly stimulating him and bringing him ever so slightly closer to the edge. If he even tried to speed her up by thrusting his hips she'd bite down on his neck with her human like teeth, which kind of brought a strange pleasure to him as well. Mangle, tired of watching her go so slow, used her feet to grab hold of Marionette's hips.

"Too slow~!" Mangle said as she used her feet to up Marionette's speed. Marionette arched her back and went wide eyed. Her mouth hung open in a voiceless scream as she orgasmed constantly. Her hips were being rocked back and forth against her will at a speed she knew she couldn't handle. She wast too sensitive for this and it didn't help that Erak was now thrusting his hips as well, hitting her even deeper than earlier. Her tongue hung out of her mouth and her eyes began to roll upwards. Mangle let go of her hips and watched as she desperately bounced up and down, trying to feel as much of the pleasure as she could. Erak grabbed her hips in place of Mangle, and soon he couldn't help but release himself in an orgasm. Marionette fell backwards as his seed filled her, and Mangle caught the exhausted Animatronic before she hit the desk. Erak tiredly leaned back in the chair and looked down at the tablet. 5:42 am.

"I think that's enough for one night. My shift is going to end soon." Erak said, much to the displeasure of Mangle. Erak pulled out and buckled his pants back on. The two Animatronics got up from his desk and walked away, though Marionette did need some help to stay on her feet since she was still feeling the aftermath. Erak sighed and picked up the tablet, placing it on the desk.

"And this was just my first night..." He mumbled to himself. He hadn't expected his first night to be so exhausting, and he wondered if he'd be able to take another night of this...

So yeah guys what'd you think? I was surfing around on the web and somehow got a website filled with R34 of FNAF which gave me the idea for this story o.o Anyway, I decided to change a few things with certain Anims to get them to look more feminine and stuff. Also, every one of the Anims is female in this, because I want them to be, and it's more interesting that way. Well see ya next chapter, and I hope you enjoy this story (which might seem bad since i'm not too good at describing sex scenes -being a virgin myself-). See ya next time!