Spike gets ALL the mares

by DeltaXeno1138

First published

Spike's latent instincts lead to him bedding mares.

Spike's dragon instincts start to kick in when he reaches adolescence. And both he and the mares find themselves pleasurably- I mean pleasantly surprised.

I like comments. Preferably positive.

Be cautious of spoiler comments.

The Sequel

Inspired by artwork with the same theme.
Cover art by http://dm29.deviantart.com/

Morning Surprise

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Spike opened his eyes to a bright and beautiful day inside of Twilight's castle. His sleep had been amazing, he felt well rested, had plenty of energy for the day, and he felt like a million bits. He couldn't explain it, but he just felt great. Almost as if some large weight had been lifted off of him.

He stood up in his bed and stretched out his now lengthier arms. Two weeks ago he reached his long awaited age of eighteen, and received a growth spurt that was more than the few inches he had gained over the years. This growth spurt was not like his weird looking, greed induced one, however. All of his limbs were slightly longer, his tail now stretched out to three feet and more serpent-like, and he could look a regular sized pony in the eye.

Spike got out of his new, larger bed and went down the stairs into the dining room for breakfast. He was pleasantly surprised to find a bowl of red gems waiting for him with a note from Twilight reading "For Spike-love Twilight" which had the I's in her name dotted with hearts.

Aw, that was nice of her Spike thought to himself as he sat down and began to dig in. He noticed that Twilight wasn't around and figured she must be combing her mane or doing something else to prepare for the day. He suddenly heard light hoofsteps and an unmistakable giggle from the alicorn princess. The large echo susceptible rooms and hard crystal floor didn't help her apparent sneakiness.

Spike soon found out the reason for Twilight's behavior, but was confused by it. She snuck up behind him and tapped his right shoulder, only to disappear when he turned to see her. He found this odd, as Twilight's never been the prankster type, even to this low a level. He knew she was gonna be there to surprise him when he turned around but decided to humor her and put on an act. But when he did, he found that he didn't need to. Spike swallowed the gem he had been chewing and turned to his left, and suddenly found Twilight's lips on his own.

Twilight had her eyes closed as she moaned in content at kissing her currently shocked number one assistant. Spike's eyes had shot open when their lips made contact, and his heart practically stopped when she moaned and didn't pull away.

Twilight's kissing me! Spike yelled internally What! How! Who! Why!....why do she taste so...familiar...and good? Spike's eyelids suddenly felt heavy as a sense of pleasure and familiarity started to wash over him. When Twilight parted his lips and slipped her tongue in his mouth, his eyes rolled back into his head before closing, and he embraced the kiss. Twilight chuckled amorously as she and Spike soon started to massage each other's tongues. She then opened her wings and started flapping lightly, bringing herself up until she could wrap her forelegs around Spike's neck and ceased her flapping.

They continued for another few minutes before Twilight broke away, with Spike moving forward absentmindedly. When their lips were finally relieved of each other, Spike fluttered his eyes open in stunned silence. Before he could respond, he suddenly found Twilight's tail on the lower half of his face, slowly stroking his chin as she walked away. The scent that filled his nostrils was intoxicating and lunge provoking.

"Hmm. Morning lover" Twilight said breathily and lustfully before removing her tail from Spike's chin "Did you have a good rest?"

"....." Spike was at a loss of words for a moment "Uh...y-yeah...Twilight. Really good."

"Hmm, I can imagine after our little work out last night" Twilight was looking at Spike with incredibly seductive eyes as she moved to the counter to prepare her own breakfast.

"Work out?" Spike said while still incredibly flustered and hot "What work out?"

"Oh, Mr. Confident all of a sudden" Twilight said as she approached the table with her bowl of honey oats "So that wasn't your best effort?" Twilight set her bowl down on the table and walked around, coming up behind Spike. Spike eyed her somewhat nervously as she placed herself behind him then got up on her hind legs to wrap her forelegs around his neck again. "Well if that wasn't your best effort..." Twilight leaned in to whisper in his ear "Then I can't wait to find out what is."

Spike shuddered as he felt Twilight's breath on his neck, gritting his teeth and leaving lines in the table as he slowly formed a fist. Sweet Sun Goddess Twilight, what are you doing to me? Spike was finally able to gain a modicum of composure in order to respond. "W-W-What uh...what are you talking about Twilight? What happened last night?"

"Being coy are we?" Twilight said playfully "Well last night was the greatest night of my whole life. The way you took me, you knew just what to do. And you were so gentle and caring. Then you were strong and powerful. I never knew you could be so good of a lover." Twilight rested her head on Spike's shoulder when she finished, while Spike processed all she had just said. His head shot up and his eyes widened as his mind was hit with flashes of last night. They didn't show everything, but he remembered everything.

The night before

Spike grunted as he heaved the last stack of books onto the floor of the library. He was glad that his growth spurt also included an increase in his strength. He took deep breaths as he looked around the very spacious library of the castle that he and Twilight now called home. Half a month and only about half of it was filled, on the first floor. The floor above still was perfectly empty, much to Twilight's delight and Spike's chagrin. It was as if whatever power of the universe that had created this castle looked into Twilight's mind to find her greatest desire and into Spike's mind to find his worst nightmare.

"Holy crap re-shelving day is gonna be hell" Spike said to himself "And knowing Twilight, there's probably gonna be a pre-re-shelving day for the books we already have shelved."

Spike left the library and went to the dining room, the smallest in the castle which was still quite spacious, and found a plate with his dinner prepared for him. A spinach lasagna with emeralds, his favorite Italian dish with emeralds. Next to it was a note from Twilight saying she took her dinner to her study so that she may continue reading her current book..............Yes, she has a study now....sounds kinda weird. Spike shrugged his shoulders and proceeded to enjoy his meal.

Once Spike was done, he was surprised to see Twilight enter just as he was about to take his plate to the sink. "Hey Spike, did you enjoy your emerald and spinach lasagna?"

"Yeah, it was great. Thanks Twilight."

"No problem. I'll get that for you" Twilight enveloped Spike's plate in her magic and moved towards the sink with her own.

"You don't have to Twilight, I can wash them."

"I insist Spike" Twilight insisted "After all that work you did in the library by yourself. My number one assistant deserve some time off."

"Gee, thanks Twi" Spike said with an appreciative smile. Spike looked at her caringly as she reached the sink and began washing the dishes. He found himself just staring at her, thinking about all she'd done for him over the years, including bringing him into the world. He then began to notice how she looked. He had never thought about it, but he now realized that Twilight was actually quite beautiful, and even more so with her new wings.

Certain aspects soon became apparent to him. The style and color of her mane, the way he's seen her eyes sparkle (no pun intended) in the past, her admittedly eye-catching legs, her tail.....and her flank. That curvaceous flank that was naturally toned from her required form of walking. He could just grab it and hold onto it like the beckoning prize it was.

He was going to. The predatory eyes that he had been watching her with stayed focused on her as he got up and started walking towards her. She had finished washing and was drying off the dishes with a towel, setting them aside one by one. Twilight had placed her front hooves on the counter and was standing on her hind legs. This allowed Spike to put his hands on her shoulders when he reached her and begin to give her a massage. The action slightly startled the purple alicorn, who let out a small squeak.

"Oh! Spike? What are you doing?" Twilight chuckled.

"Nothing" he said gently "Just thought you could use a massage."

"Well thanks, but I usually like to lie down first" Twilight said as she started to enjoy the treatment.

"You don't like it?"

"No, no, of course I do. In fact it's...really good. Wow" Twilight leaned back into Spike, now being overtaken by the relaxation.

"I was just thinking about how much you do for me" Spike said as he continued "And how I've never really shown my appreciation for it. So I decided to show some."

"Well" Twilight said breathily with her eyes now closed "I'm not complain-....mm...I'm not complaining."

Twilight sighed in content as Spike's clawed fingers worked a magic that no unicorn or alicorn could. Spike's hands slowly started to travel downwards as he leaned in and breathed on Twilight's neck, tickling her. She cocked an eyebrow when his hands reached her flank and continued to do their exceptional work.

"......Spike?" Twilight said a little unsurely to which he merely grunted questioningly "What uh...what...." Spike then started kissing her neck lightly, making her inhale with a hiss. Sweet Sun Goddess Spike, what are you doing to me? When Spike ran his tongue along her neck to her chin she finally managed to say "What are you doing?" as she laid her head against his shoulder.

"What are you doing?" he whispered. Twilight realized she had brought up her foreleg to take hold of his head and was now stroking it. When she didn't respond, Spike took action.

Spike stepped back and turned Twilight around. Before she could protest the end of the massage, she found herself forced to lean back in a quarter of a dip as Spike took ahold of her and placed his lips on hers. Spike had one hand on the back of her head and the other on the leg she had raised in the air.

Twilight's eyes widened at Spike's action and her cheeks flushed red. Spike's kissing me! she thought with joy rather than shock. She then embraced the kiss by wrapping her forelegs around Spike's neck for support. Spike parted her lips and slipped his tongue inside her mouth. From the books she read........she would've attempted to wrestle Spike's tongue with her own for dominance, but even without the mood she was in, she knew it would have been a lost cause with how he used it's length to his advantage. Both their heads turned side to side as they massaged each other in their mouths before Spike brought himself back out of the quarter dip he had Twilight in. And in a surprising show of strength, he lifted her up by her behind, allowing her to instinctually wrap her hind legs around his waist, never once breaking the kiss. He then made his way to her royal bedroom and closed the door when they passed through.

Twilight had yet to actually spend a night in her royal bedroom, as she was still adjusting to the castle, and had opted on a regular room. This made the walk to the large and extravagant bed the slightest bit longer than expected, not that either paid any mind to it.

When Spike reached the Que- Princess sized bed, he coiled his lengthened tail on the ground and used it raise himself and Twilight into the air. He leaned forward slowly, laying Twilight gently on the bed as though she were a priceless diamond that was as fragile as silence. He removed his lips from Twilight, who he had to hold when she brought herself up to keep the kiss going, and stared into her eyes once they fluttered open.

Twilight's heart threatened to break a rib as she and Spike stared into each other's eyes in silence. She thought he was going to say something, but he didn't. And yet his eyes seemed to speak infinitely, though she couldn't discern any words. He gave her the caring smile of a lover as he placed a hand on her cheek, lightly stroking it with his thumb, which she replied to with the smile of one in love and leaning into his hand.

Spike removed his hand and started to move downward until he was on his knees on the floor, his eyes never leaving Twilight's. He began to plant kisses on her inner thighs, slowly travelling upwards, catching the alicorn's attention. "Um...Spike?" her mind was clouded but she was still Twilight "What are you...?" Twilight let out a quick gasp from the kiss that Spike had placed on the entrance of her marehood. "Cunnillingus?....Really?....Isn't that a little mu- mm!" Twilight was silenced by the hand of her number one assistant, who had brought himself back up to adress her.

"Shhhh. Don't speak" Spike whispered "Just enjoy." He lowered himself back down and proceeded to deliver longer, massaging kisses on Twilight's marehood. Said mare more than willingly following Spike's instruction. She gasped again when his lengthy reptilian tongue entered her. It soon became apparent that Spike wanted to lick away all the frosting in the bowl. Twilight's breathing became quick gasps as Spike's tongue explored her. Had she the clear mind and focus, she would've protested when he removed himself. But he brought himself back up and started to lightly kiss around her mouth. Twilight retaliated by grabbing his face and forcing her tongue into his mouth, which surprised her when she found she was enjoying the taste of her own juices.

They broke away to catch their breath and stare at each other lustfully. "Whoa!" Twilight exclaimed when she was suddenly turned facedown. She turned her head to see Spike staring at her very intently.

"Spike want" he growled as he stared at her.

Twilight was slightly confused when he stayed the way he was. Upon closer examination of his face, she couldn't beleive what she saw. He's waiting for me to present myself. To allow him entrance. She was touched by his restriction, and decided to reward him for it.

Twilight moved her tail to the side, presenting herself to him. "Twilight want" she said seductively with a smile, and turned her head back, waiting. She shot up by her forelegs as Spike slowly entered her, letting out small gasps of pleasure from his size. "Ah...ah...ah...Sweet...Celestia...Flash is a toothpick." She slowly lowered herself back down as Spike entered her completely. When Spike finally retracted slightly and gently pushed back in, it was like pleasure was punching Twilight in the face.

Twilight let out the occasional moan as Spike continued for several minutes. "Oh Spike." After a few more minutes, she decided she wanted more, and pushed back with Spike's next push in. He took the hint after five more times, and put in some more force to his push. Twilight grunted in approval, and they continued for several more minutes. The pleasure was now giving Twilight blunt force trauma. It got to the point where Twilight didn't know how either of them hadn't reached their climax yet.

Those thoughts were soon silenced when Spike sped up, building the tension for both of them. Twilight raised herself by her forelegs again and threw her head back in a silent shout. It seemed as though their physical connection was also mental, as they both reached their climax at the same time, Twilight grunting/shouting in pleasure as her pleasure exploded like a nuke and Spike grunting in pleasure as he released his essence inside of Twilight.

Twilight collapsed forward and Spike caught himself with his hands to prevent from falling atop Twilight. They breathed deep breaths in their post-coitus. Spike removed himself and collapsed alongside Twilight, who turned her body to lay a foreleg across her number one assistant. If her thoughts could form coherent words, they wouldn't be questioning how this had happened so unexpectedly, they would be saying that this had been the greatest night of her life.

The mated pair soon drifted off to sleep in each other's arms. Sometime later, Twilight awoke to find that Spike had coiled around her like a dragon and his treasure, and had provided her with a warm and comfortable pillow. She smiled at the display and soon found sleep again. She awoke again when she felt Spike move away and looked to see him slowly walking away, almost stumbling and surmised that he was going to his own familiar bed in his sleep. She couldn't be mad about it, though she would've preferred if he had stayed. She returned to her sleep as she thought about either moving his bed to her room, or simply making the current room a shared one.

Spike absentmindedly found the confort of his own bed and drifted off to sleep.

Spike stared off into space, wide eyed and shocked. "Oh my god."

"I know" Twilight responded "Rarity doesn't know what she's missing."

The pair stayed still in half comfortable, half shocked silence. Twilight was unaware of the latter since she was behind Spike and couldn't see his face.

"I have to ask" Twilight said, finally breaking the silence "Why did you take me into the royal bedroom instead of the one I sleep in?"

Spike climbed down from his ladder, no, castle of shock before turning to address her with an answer that seemed as though it were from instinct.

"Because it's the royal bedroom. And even if you weren't a princess, you deserve to be treated as such."

Twilight's eyes softened and watered slightly as she smiled at Spike's answer. She gave him a quick kiss on the lips in response. "All these years, we've lived together and cared for one another. But it wasn't until last night that I realized how much you cared for me. And I you. Spike...I love you."

"I love you too Twilight."

He said it without even thinking. He could feel that whatever force that overcame him the night before had made his last few bits of speech come out. And they were all genuine. He didn't know how or why but they were.

WHAT THE HECK IS GOING ON?! His remaining shock thankfully didn't show as he smiled lovingly at Twilight after his confession. The two hugged each other tightly for a moment before resuming looking into each other's eyes. I gotta get a letter to Princess Celestia about this. "You wanna put aside everything planned for today?" Spike said with a sly smile "Just lay down on the couch in each other's arms, make out here and there?"

Twilight smiled slyly herself "Love to." The couple exited the kitchen and made for the nearest room with a couch.

Eh. I'll send it later. For now, I'm gonna enjoy the rest of my day.

Hey look. Art!

I got more art! It's on derpibooru and I can't provide a link to explicit art. But you can just add this number to find it: 1534945. Hint to what it is: toothpick. Art done by succubi samus.

Getting some information. And an objective. (Mostly story)

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On the second day after Spike and Twilight became a couple, the first day being for themselves to be alone in peace, Spike wrote his letter to Princess Celestia about what had happened.

Dear Princess Celestia, this is Spike writing to you this time. And I have some....big news. Me and Twilight are a couple now! Crazy right? I didn't see it coming either. In fact I saw it after it came. Which is why I'm writing to you. The way I remember it, I was just looking at her and thinking about all the stuff she's done for me over the years, then all of a sudden I'm looking at her like she's a model and I'm giving her a massage! We started kissing and eventually we...consummated our relationship. Wow it's weird writing all this to you. The next morning, I don't remember any of it until Twilight kisses me. I have no idea what came over me. But I do love Twilight. Like love love. And she loves me. Don't get me wrong, I'm happy about it, but I've always had my eye on Rarity. I was hoping you could help me figure this out. I'm a little afraid that this is my dragon side coming out with my growth spurt.

Please write back to me as soon as you can. I really need some help. Your faithful subject, Spike the dragon.

Spike rolled up the scroll and breathed his magic fire breath on it, sending it to Princess Celestia. He was surprised to receive a reply in a matter of minutes. He belched out Celestia's reply and unrolled it to begin reading.

My faithful subject, I am overjoyed to hear this news from you, and should say that I have been somewhat aware these past couple of days. I think you will be glad to hear that I know exactly what is going on with you and that you needn't be afraid. There will be no repeat or similar crisis like your birthday those few years ago. You need not reply to this message. Instead I ask that you and Twilight come to Canterlot immediately so that I may consult the both of you on this matter. Yes the both of you and only the both of you. I also suggest that you don't tell anypony outside of your friends of your relationship until after you return. I await your arrival.

Signed, Princess Celestia

Spike looked up and stared into space, perplexed by the princess' reply. "She knows about us?! How does she know?! Twilight didn't have me send her a letter. Did she? Aw, please don't tell me the memory problem is for everything. Twilight!"

"Yes honey?" Twilight responded as she came into the living room.

"I told you that still feels weird Twilight. Just call me Spike like always. And did you have me send Princess Celestia a letter about us?"

"No" Twilight replied "I've actually been a little nervous about it. What if she doesn't approve?"

"Uh huh" Spike chuckled "I don't think you need to worry about that. She knows and she's pretty happy about it apparently."

"She is?" Twilight exclaimed happily "But how does she know?"

"Well...." Hope she doesn't get mad at me about this "I sent her a letter about something important concerning us. But she sent a reply saying she already knew about us!" he added quickly.

"Huh. Maybe she saw in that netherworld place where I got turned into an alicorn."

"The what?" Spike said incredibly confused.

Twilight blushed furiously and put a hoof to her mouth after releasing a big gasp "Oh I hope that's not how she found out" she said nervously at the thought of her mentor seeing her engage in amorous activities.

"Well we can find out when we get to Canterlot."

"I....we're going to Canterlot?"

"Yup. Princess Celestia asked us to go over immediately so she could talk to us."

"Wow" Twilight was very surprised to hear this "Just to talk about our relationship?"

"Well...yes and no. There's something else."

"What is it?"

"......You'll see"

Twilight had suggested teleporting to Canterlot, but Spike didn't want her to overwork herself. The farthest she had gotten so far from the castle was Sweet Apple Acres. Spike insisted they take the train, so as to enjoy the ride as a couple for the first time. First he had to convince her that she did not need to wear a coat, sunglasses and hat.

"But what if we get mobbed by ponies because of my being a princess?"

"...." Spike blinked at his marefriend "Okay how many times has that happened here in Ponyville?"

"Oh" Twilight said, now remembering that it hadn't and teleporting the clothes away "I guess the 'Twilight Time' incident was the closest thing."

Twilight teleported the both of them to the train station where they luckily only had to wait a few minutes for the next train to Canterlot. And thanks to Twilight's position as royalty, they were given a private first class compartment, where they wouldn't be bothered. Spike sat next to the window, with Twilight cuddling up beside him. Spike held her in his arm while holding her hoof with his other hand and rubbing her wrist with his thumb as they watched the land pass by. Twilight practically fell asleep in the peaceful and relaxing silence in her drakefriend's embrace.

Spike meanwhile enjoyed the ride while also wondering how the exchange was going to go down. She said I shouldn't be afraid. But I still kind of am. Wait....What's gonna happen with Rarity?! He put that last thought aside so as not to internally spoil the mood and focused on how nice he felt in his current position.

The train stopped in Canterlot, forcing the dragon/pony couple to separate to get off, making Twilight grumble in disappointment. Since they were both sure that Twilight would get mobbed in Canterlot, she teleported them to the front of Celestia and Luna's castle. The guards let them through with a respectful bow for Twilight.

"Welcome Spike and Twilight" Celestia said as the two entered her throne room "And congratulations on the new relationship." The pair blushed slightly at the princess' comment.

"Thank you Princess" Twilight said before she saw another individual next to Celestia as they approached "Cadance!"

"Twilight!" Cadance exclaimed as they both ran to meet each other and do their eternally cute greeting.

Spike's hand twitched lightly once with a slight twinge of temptation in his brain when they did the 'little shake.' He looked at his hand questioningly and then back up into space. Okay we need to talk about this NOW!

"And hello to you Romeo" Cadance said as she approached Spike with a smirk and giving him a playful shove in the shoulder.

"Hey....Cadance" Spike said as he averted his eyes and rubbing his arm while blushing "I guess Princess Celestia told you huh?"

"Well yeah but she didn't really need to."


"What do you mean Cadance?" Twilight asked.

"Well since there isn't too much to do in the Crystal Empire, I've been doing some further work on my Love magic. And just a few weeks ago, I developed the ability to sense big moments of love all over Equestria. Proposals, confessions of love, the birth of foals and so on."

"That's amazing Cadance!" Twilight exclaimed "But doesn't it get a little annoying?"

"Actually no, because it's only for really really big moments. There hasn't really been that many. Like Cranky Doodle Donkey just proposed to Matilda."

"He did?!" Twilight exclaimed. "So you sensed when me and Spike confessed our love to each other."

"Well yes.....but after I sensed the night before" she said with an eyebrow wiggle, making Twilight and Spike blush furiously.

"You-you can sense that too?" Twilight asked.

"Only the really significant ones" Cadance informed "You guys have been the third so far. Though I've noticed that the more significant it is, the more I sense it, and the more I feel an echo of....the pleasure. And you guys are number one so far."

This only served to increase the couple's blush. Spike quickly stepped in to stop the embarrassment. "Okay! Okay! Before my brain is half covered in scars. We came to talk to Celestia about why I did what I did."

"Huh?" Twilight questioned.

"Perhaps you should tell her before we talk about it Spike" Celestia suggested as she descended from her throne.

"Yeah.....um, Twilight" Spike said nervously he approached his marefriend "What I did two days ago....I didn't really....mean to."

"I don't understand"

"Well...I didn't remember that we did what we did until you kissed me the next morning. It looks like I kinda went into predator mode the night before, and that's why I...acted on my instincts. But I do love you Twilight, honest!"

"I can vouch for him" Cadance volunteered "When he told you he loved you the first time, it felt as strong as my feelings for Shining Armor."

"I hope you're not mad at me Twilight. And that you can forgive me."

Twilight had an unsure expression as she listened to Spike's explanation, and it's continuation worried Spike. Until she stepped forward and gave him a reassuring kiss on the lips, both surprising him and relieving him. "Of course I'm not mad Spike" Twilight said after breaking away "I just wish you would've told me sooner. But I guess you would want to ask Celestia since we don't have a lot of dragon knowledge"

"Well that's a relief" Spike said before approaching Celestia "So what's going on with me Princess Celestia? You said in your letter that you knew what was going on with me and that there was nothing to be afraid of."

"Indeed I do" Celestia said "I'm a little ashamed to say that I have more knowledge of dragons than I've lead you to believe. I didn't think it would be necessary since Spike has developed differently from ordinary dragons. But it appears as though a latent instinct has emerged in his newfound adulthood."

"What instinct?" Spike asked.

"The...."Celestia hesitated for a moment "The instinct to....mate and hoard" she finished quickly.

"Mate?!" Twilight exclaimed.

"Hoard?!" Spike exclaimed with worry "I thought you said there was nothing to be afraid of! That there wasn't gonna be a repeat of my birthday rampage!"

"Be still Spike" Celestia said calmly "That is all still true. It's not an instinct to hoard treasure, so to speak."

"Then....hoard what?" Spike inquired.

"Well..." Celestia scratched at the floor with a hoof, gushing lightly with a smile "Male dragons tend to acquire....multiple mates." Spike and Twilight blinked obliviously while Cadance suppressed a giggle.

"Okay......" Spike said slowly "So how does that relate to me?"

"Dragons seek a collection of mates when they reach maturity, like you have. So you will be doing the same."

"..............WHAT?!" Spike and Twilight exclaimed simultaneously.

"I can't do that!"

"Yeah" Twilight agreed "He can't go around collecting mates. He's mine!"

Everyone gave Twilight a curious glance, which made her "correct" herself. "I mean....that's vulgar!"

"Yeah what she said!" Spike added "I won't do it." Spike crossed his arms in defiance.

"I'm afraid that's not an option for you Spike" Celestia said "Especially with your account of how you simply acted on instinct. And you should consider yourself lucky with how things turned out."


"Well, most dragons have very little to no respect for their mates. In fact they treat them almost like slaves."

"They do?"

"Yes. In fact, if you were like most dragons, you would've most likely forced Twilight to stay in Ponyville while you came here."

Spike and Twilight were surprised to hear this and looked at one another, the both of them imagining the scenario. Twilight's eyes softened at the thought of Spike demanding that she stay in Ponyville while he left somewhere else. Spike felt sick at the thought of being that mean to Twilight.

"Which is why I'm glad you've been raised amongst ponies" Celestia continued "And have learned the ways of kindness and friendship. I believe that this will allow you to care for all your future mates. The same way you care for Twilight."

"So Spike would love his other mates the same way he does me?" Twilight asked, drawing Spike's attention.


"What? I'm trying to look on the bright side."

"The bright side?!"

"Well Celestia just said that there's no way around this. Right?" Twilight looked to her mentor for confirmation, who nodded in response "So I'm thinking about the positives here."

"Like what?"

"Well since you're not like other dragons, you'll give other mares the same kind of wonderful love you've shown me."


"Hey that's the best I've got okay?!"

"I think I should have a word with Spike alone" Celestia stated "Twilight, Cadenza, please allow us the room."

"Of course Auntie" Cadance complied "Come on Twilight." Twilight followed her sister-in-law out of the thrown room, giving Spike a reassuring look before exiting.

Spike turned to Celestia so they could begin they're talk. "I understand why you are upset Spike, but Twilight is right in her thinking. It's better to look at the positives rather than the negatives of this situation. You can in fact show your future mates the same love you've shown Twilight. They wouldn't be your sex slaves Spike, they would all be your significant others. You would be polyamorous."

Spike lowered his head to take a moment to think. "Well...I guess that makes it...better? But I'm still a little off put about it. So how many....mates am I supposed to have?"

"Well most dragons could have up to twenty, but with your attitude about this and the way you've been raised, I'd put it in the range of eight to twelve."

"Wow" Spike said with a raise of his eyebrows "Even then I'm still a little uncomfortable with it."

"Perhaps I should tell you that polygamy and polyamory isn't exactly restricted in Equestria. It's more of an older practice that's not around as much."

"Huh. I never knew that."

"And I actually encourage you to do it."

"Uh...why?" Spike froze in shock as Celestia's flowing tail covered his face, stroking it and filling his nostrils with....non-existent words that described the alicorn's demanding pheromones.

"Because" Celestia began in a seductive tone "If you were to give other mares the same love you gave Twilight, which I saw, there would be an ultimate prize for you to claim. One who hasn't had a young dragon in centuries." Celestia began to walk towards her throne, releasing Spike's face and allowing him to gasp deeply. He fell to his knees, supported himself with a hand on the ground, the other on his chest, and coughed a few times. He placed his free hand on the ground and breathed deeply.


Celestia chuckled amorously from her throne that she now sat upon, causing Spike to look up and start crawling to the throne very quickly. Once he got up the steps and reached the top, one of Celestia's shoed hooves was placed on his forehead to stop him. "Uh uh uhhhh" Celestia said slyly as Spike crawled in place while getting a half view of what beckoned him "Not yet."

"Spike....wa- Spike need!" Spike exclaimed desperately as he continued to crawl in place.

"First" Celestia continued while holding Spike "You have to find other mates and give them your love. That is how you'll earn your prize. And I'm quite sure you'll start with your other friends. Especially Rarity. She definitely needs to be shown what she's missing. But take it at your own pace. Okay stop that." Spike immediately stopped crawling in place and stared up at the mare that had total control over him at the moment, awaiting her further instruction.

She removed her hoof from his forehead and used it to raise his head by the chin, while also levitating him up to face her. "I don't want to be cruel to you however, so I'm going to give you a little something for the road." Spike's eyes shot open as Celestia placed her lips on his, and within seconds parted his lips to gain access to his tongue.

Spike's head became a slot machine as the alicorn princess literally worked magic with her tongue, making his eyes spin. She had apparently placed a spell on her tongue, as Spike's eyes stopped on a sign that read "out of order." They then switched to their predatory dragon green and closed as he embraced the kiss and slipped the length of his tongue down the princess' throat. Celestia chuckled amorously as she felt the old but very familiar sensation of her throat being slathered by dragon tongue.

Meanwhile outside

"I didn't get the chance to give you my congratulations Twilight" Cadance said when the door to the throne room closed behind them "And I have to say I'm a little jealous."

"Thanks Cadance. And you're jealous of me?"

"Well don't get me wrong" Cadance quickly defended "I'm perfectly happy being married to Shining Armor. But you got a dragon! I wouldn't mind finding a spell that could turn Shining into one. I'm sure it would make him even better in bed."

"La la la la la!" Twilight exclaimed as she covered her ears with her wings "I can't hear you or anything you say la la la!"

Cadance chuckled at Twilight's reaction, when she paused and suddenly looked very surprised as her entire face turned a deep red. She then tucked her tail between her legs and sat down as if her legs had disappeared. Twilight noticed this and turned to her sister-in-law after removing her wings from her ears.

"What is it?"

Cadance's wide eyes darted back and forth before she responded "Nothing" she said with a smile that stayed "Nothing at all!"

"Really what is it?" Twilight pressed on after releasing a short gasp "Are you sensing....something?"

"....yeah" she said quickly as she rocked back and forth.

"Who is it?" Twilight asked curiously.

"I don't think you want to know."

"Say no more" Twilight conceded. She knew when not to pry in really private things.

The doors to the throne room suddenly swung open after being momentarily enveloped in Celestia's gold magic. Twilight and the still sitting tomato known as Cadance turned to see Spike quickly approaching the doorway. Said dragon gave a quick clap of his hands before loudly stating "Okay I'm on board! Let's go Twilight!"

"Wha- really? Wait now?"

"Yup! Let's go!" Spike said as he grabbed one of Twilight's hooves and pulled her along.

"Have fun sis!" Cadance called after Twilight.

"What? Wait, Spike you actually want me to help with this?"

"No I'll do it myself! I meant let's go to one of the guest rooms."


"That's what I meant sis!"

"Huh?" Twilight called back, still confused. Spike soon reached the doors of the nearest guest room and used his free hand to push them open. "Whoa!" Twilight exclaimed as she was thrown onto the bed before Spike shut the doors. "Spike what are you? Whoa, ah, ah, ah, ahhhhhhhkay I get it now. But...Spike we're in...Celestia's castle...this isn't...oh yeah...appropriate...ah...ah...and that makes this so much hotter give it to me!"

Celestia chuckled as she stepped next to Cadance, who was now blushing the same way from what was going on a few doors down. The latter turned to the elder princess with a surprised look. "Wow Auntie. You've still got it. Getting Spike that worked up."

"Hmm, yes I know dear niece. Here, let me help you." Celestia's horn ignited as she cast a spell on her adoptive niece. Cadance was suddenly relieved of the pleasure echoes, and had the moisture on her tail dried, which alleviated the heat from her face, returning it to it's normal color. "It's a spell for mares when they'd rather not risk getting pregnant during heat season."

"Thank you Tia" Cadance said gratefully as she stood up and removed her tail from between her legs.

"It'll last for about an hour. You can go ahead and head home now."

"Sure Auntie. I look forward to visiting again. Thank you for inviting me over for this. It was fun."

"I look forward to your next visit as well Cadenza. Oh and on your way out, please tell Lieutenant Wez to send Santino, Richter, Tread, and a full dessert tray to my private chambers."

Cadance blinked wide eyes at her aunts request before responding with an...impressed smile? "Oho...kay auntie. I'll...do that. Wait I don't remember any guards named Santino or Richter."

"They're not guards. They...have a different form of employment."

"!!!Okay!!! I'll just go then. And I'll be sure to tell Wez" Cadance said as she began to speedily walk down the hallway.

"And tell them plenty of chocolate cake on the dessert tray!"


Work on the farm

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Twilight panted as she collapsed on top of Spike, who was also panting heavily, in the guest room they had taken after Spike's private talk with Celestia. Twilight used a wing to wipe her face of sweat before bringing herself up to kiss Spike passionately. "Mm, mm" She broke away and lied back down on his chest "Five times....longer....than Flash." She gave Spike a quick kiss on the cheek and lied back down again. "You're amazing. I love you."

"Thanks" Spike replied "You're not too bad yourself. And I love you too." Spike rubbed one of Twilight's ears as they laid in peaceful silence, enjoying each others embrace. They eventually fell asleep contently for about an hour. They were both glad to see that the room came with a bathroom when they woke up and cleaned themselves off before exiting the room.

Celestia bid them farewell, wished them a happy future, and wished Spike luck in his further acquisitions. She also decided not to tell him a certain something so as not to hinder his confidence. That male dragons have a gland in their tail that releases mood changing pheromones when seeking a mate. For female dragons, it pulls back their resistance and enhances their attraction. For other males, it lets them know that they are ready to fight for the female. The smaller, weaker males usually back off in fear while the bigger ones issue a challenge. Also, equines are much more susceptible to these pheromones.

Twilight teleported them to the train station again and actually requested the private first class compartment, surprising Spike."Wow. What's the occasion? Or are you just enjoying the privelages of royalness?" Spike asked as they entered the copmartment.

"I guess this would count as that" Twilight replied "But that's not the reason." Twilight surprised Spike by jumping onto his lap once he sat down, placing her forehooves on his shoulders. "This time, I wanted us to be alone intentionally. After what we did at the castle, I just want you all to myself."

Spike's eyes widened and his eyebrows....space that would have his eyebrows shot up. "Really? You want to.....here?"

"No you dirty boy" Twilight groaned playfully "Just some making out" she said, bopping his nose lightly before leaning in and whispering "Though I'm not opposed to maybe in the future."

"What?" Spike exclaimed before Twilight placed her lips on his, cutting him off with a chuckle. Spike just shrugged his shoulders and submitted to the kiss. The whole way from Canterlot to Ponyville, they never broke away as they massaged each others tongues generously. There wasn't any excessive lust between the two, just tenderness and care. Which again, made it a bummer when they arrived at the Ponyville train station. They decided to walk back to the castle to have "alone" time by enjoying each others company, and even got in a cheek nuzzle since it wasn't exactly incriminating.

"There y'all are" Applejack greeted the two as they finally arrived at the castle "Where'd you two go?"

"Hey Applejack" Twilight greeted her friend "We were in Canterlot with Princess Celestia."

"Is there another problem with a giant monster?" AJ asked worriedly.

"No AJ" Twilight chuckled "We were discussing some...personal business."

"Is somethin wrong Twi?"

"Oh no, there isn't. No need to worry at all AJ. So were you looking for us?"

"That's good ta hear Twi. Ah was actually looking for Spike."

Twilight was surprised to hear this, and thought it somewhat ironic since Spike was supposed to be looking for mares. "Oh. Well he's right here. What do you need him for?" she asked as she gestured to Spike, who was just looking at AJ wordlessly.

"Well Ah...."AJ paused when she took note of how Spike was looking at her "Why are ya lookin at me like that?"

Twilight turned to Spike and noticed his focused look as well. "Spike?"

"Hm?" Spike muttered as he turned to Twilight and then back to AJ "Oh, hey Applejack. When did you get here?"

"Uh...Ah..." AJ stammered in confusion while Twilight looked at Spike with a smirk. Looks like we found your next mate.

"Ah was...lookin for ya Spike" Applejack finally managed to say "Ah was wonderin if you could help me with somethin."

"Sure" Spike said with a smile "Whadaya need help with?"

"Well Ah'm kinda embarrassed ta ask this" AJ replied "But Big Macintosh is running a personal errand and there's a bit more trees to buck than Ah thought. So I was wonderin if you could come over and help. If you're not busy with somethin else that is."

"Not that I know of" Spike replied before turning to Twilight "Twilight? Do you have anything for me to do?"

Twilight took a moment to shift her eyes up in thought. Well there is some stuff like those books that still need shelving. And I was kind of hoping for round three. But I guess I can let you have this opportunity. "No, not at the moment. You can go ahead. Hey, why didn't you ask for my help too Applejack?"

AJ blushed lightly and smiled nervously before responding. "Well, no offense Twi, but Spike's a little stronger after his growth spurt and you're not exactly the most athletic pony."

"Hey I can be athletic when I want!" Twilight exclaimed as Spike snickered.

"Need Ah remind ya about what happened the last time ya came over an' tried apple bucking?" AJ asked with a cocked eyebrow.

Twilight blushed momentarily as she recalled the experience that left her with two sprained ankles. "No. No you need not" Twilight said in defeat "Fine. Go on ahead Spike, I'll do some organizing in the castle library."

"All right then. Lead the way Applejack."

"Thank ya kindly Spike" Applejack said as she began to walk towards Sweet Apple Acres with Spike in tow.

"I'll be back as soon as I can Twilight" Spike called back as he walked beside AJ.

"No rush Spike" Twilight responded "Take all the time you need" she finished with a wink, making Spike blush slightly. But when he turned back, he tilted his head and his eyes shifted to the side with an interested glance at AJ's flank.

Twilight shook her head with a smile at his action, having caught him without his knowledge. She turned and walked towards the castle, silently wishing Spike luck. Good luck Spike. You're gonna need it. Or maybe you won't.

"I'll make sure ta reward ya for your help when we're done Spike" Applejack assured the dragon as they walked along.

"Oh that's not necessary Apple-"

"Ah won't hear a word of it" AJ cut him off "Ah may not have any gems layin' around, but Ah'm sure I can find some way ta reward ya."

Spike cast another predatory glance at her flank before responding "I'm sure you could."

"So what exactly is Big Mac doing?" Spike asked AJ as they neared Sweet Apple Acres. The stallion didn't exactly seem to do more than work and sing with the Pony-Tones.

"He didn't say" AJ replied "And Ah'm sure Ah have no idea. The only things I know that he does outside the farm is sing with the Pony-Tones and collect Hoofball cards."

"Big Mac collects Hoofball cards?" Spike said in surprise "So do I. Maybe we could get together and trade sometimes."

Oh great Applejack thought Another one. "Ah'm sure he'd love to...at your place. Away from here. Hey, here we are." The pair had finally reached the Apple Family house, where two stacks of bushels were waiting outside. "Grab those for me Spike and we'll head out to the orchard."

Spike did as Applejack asked and followed her to the orchard while carrying a stack in both hands and the other with his strong, serpentine tail. Throughout the day, Spike set up the double bushels for the apples to fall into. While AJ bucked the trees, Spike alternated between his arms, tail, and both legs in equine fashion to strike the trees.


Twilight's head shot up from her book at the sound of an over the top shriek from her fashionista friend. "Twilight!" Rarity shouted before bursting through the doors of her study, startling the princess. "Oh thank goodness you're alright!" Rarity said as she started to inspect Twilight with her hooves "It's finally time you listen to me and ask Celestia for your own personal guard."

"Rarity!" Twilight exclaimed as she pushed her frantic friend off "One: personal space, two: what are you talking about?"

"Oh it must've happened while you weren't here" Rarity said sympathetically "Darling, some filthy deviants broke into your castle!"

".....Aaaaaaand what makes you think that?" Twilight asked questionably.

"Well you haven't slept in the royal bedroom, despite my many protests, arguments, and long talks of reason, and I just walked in there to find the sheets a horrid mess, and the entire room smelled of...amorous activities." Twilight put a hoof to her mouth to hold back a giggle of hilarity while also blushing in slight embarrassment at unknowingly being called a filthy deviant. "How can you possibly find his humorous Twilight? You are royalty and some filthy deviants have invaded your castle and used your royal bedroom for unspeakable acts."

"Ra-Rarity, I can assure you" Twilight laughed as she put up a hoof "Nopony broke into my castle and did unspeakable acts in my royal bedroom. That was me and-" Twilight cut herself off, realizing she would incriminate herself and Spike. Rarity however gasped happily and pulled a Pinkie as she zipped out of the room, only to zip back in a second while holding two cups of tea with her magic. She levitated one to Twilight, who caught it quickly with her magic after Rarity released it suddenly. Rarity sat down in front of Twilight with a small but loud smile and took a sip of her own tea.

"It's about time darling! None of us really wanted to say anything, but we have been the slightest bit worried about you. Now...Tell, Me, EVERYTHING!" Rarity had inched her face closer to Twilight's with her pauses, pressing their noses together.

"Um, personal spa-" Twilight began as Rarity's big, starry eyes stared into her intimidated ones, only for Rarity to cut her off after she retracted her face.

"I should've known that was the explanation when I noticed the glow on your coat. I've seen my fair share of post activity glow in other mares, including one in the mirror" she took a sip of her tea before continuing "It was Fla-[No! I refuse to do this anymore!] Brad wasn't it? Oh wait, you said he had a timing problem. What about Big Mac? I hear he's been sneaking around with an intellectual mare. Or have you decided on mares instead? In which case, is it Rainbow Dash? Or is Trixie visiting unannounced?"

"RARITY!" Twilight shouted, startling the unicorn into silence "I'm not going to tell you."

"Of course you will" Rarity said nonchalantly "So how long was it? The span of time I mean, not his length."

"I'm definitely not telling you either. And I'm not telling you who because he doesn't want this getting out yet." Twilight didn't actually have a frame of reference to back this up, considering neither she nor Spike had addressed it after Spike told her of Celestia's suggestion to keep it secret. To keep it safe.

"So I know it's a he" Rarity said, taking what she could get "And an affair? I never took you for the type darling."

"It's not an affair Rarity" Twilight said with slight annoyance "It's just not public yet."

"Fine" Rarity said simply as she stood and started walking towards the door "We'll keep your and Big Mac's relationship a secret for now."

"It's not Big Mac" Twilight deadpanned.

Rarity zipped back in, took ahold of Twilight with her hooves, and began to shake her like an etch-a-sketch. "Then tell me who-hoo-hoo-hooooooooo!"

"Space!" Twilight exclaimed as she once again pushed Rarity off of her. She shook her head to stop the rolling of her eyes before addressing the gossip-hungry unicorn again. "Rarity, believe me when I say you will find out eventually. In fact quite a few ma- ponies will."

"Hmph. Fine" Rarity conceded as she began to walk out while levitating her cup of tea "How was it though?"


"Just that one. Pleeeeeeeeaaaaaaaase?"


"Thank you dear. And good for you" she said before taking another sip of her tea.

"Oh and it definitely wasn't Brad."


"Big no"

"I would suggest washing the sheets darling. It's rather pungent. I'd say about three days now."

"Thank you Rarity!" Twilight exclaimed, making the unicorn hurry out while tittering. "And bring back my teacup when you're done with it!"

Spike let out a whistle/exhale as he placed the last bushel full of apples on the floor of the barn's second level. They had run out of room on the first and had climbed up the ladder to put away the rest. After two hours, he and Applejack were finished. Said mare standing ten feet away, wiping some sweat off her brow. "Hoo-ee! That was a good work day. Thank ya kindly for your help Spike."

"No problem AJ" Spike replied "Happy to help."

"Now Ah just gotta think of a way ta reward ya" she grunted as she stretched her back like a dog, leaving her rear end in the air and drawing Spike's gaze. Spike licked his lips quickly before approaching the mare whose sweaty, work induced musk had been causing glances from him all day.


"Not too much" AJ replied as she craned her neck.

"How about a back scratch?" Spike offered.

"Oh Ah couldn't have ya do that Sugar Cube, after how much you helped-whoa nelly" AJ was cut off as Spike lifted her up by her torso and placed her on a stack of hay.

"Now I won't hear a word of it" he said as he began scratching AJ's back.

"Oh. Well that does feel...good" AJ soon got the feeling of Deja Vu, remembering how Spike did the same thing when he was convinced he owed her a life debt.

"See?" Spike said a little smugly "And since you've been working so hard, I'll step it up by making it a massage."

"Oh well....ah...that isn't necessa- whoooooooa nelly that's good" AJ said in sudden relaxation pleasure as Spike began to massage her back "Mm...it ain't...necessary...but Ah'll take it." AJ sighed in content as her body relaxed from the amazing work being done on her by Spike's clawed hands.

Spike's thoughts did a repeat of his recollection of all Twilight did for him but with Applejack. Admittedly it wasn't much, but one thing was pretty significant. When she saved his life. And he might have repaid her by saving her life afterward, but now he felt like showing more gratitude to the farm girl.

"You know I never got to thank you properly for saving my life" Spike said in a calm tone.

"Ah'm pretty sure.....ya did Spike....mm...since ya did all kinds of favors...for me. Plus ya...saved my life after" AJ pointed out as she continued to enjoy her massage "Oh yeah."

"Well yeah" Spike conceded "But I screwed up all those favors. So now I get to repay you properly."

"Well...mm...you're doin a mighty fine job there...Spike." As AJ got more and more into the massage, her mind started to think about how Spike had saved her, and how generous it was of him to do all those favors, despite not doing them too well. But he did manage to pull off what she had asked his help for today. And he did it during his own free time, which he never really seemed to get too much of.

Her mind then wandered to earlier when they had began to make their way to Sweet Apple Acres. Is Spike.....lookin at ma flank? she had thought when she just barely caught a glance of Spike glancing himself Well Ah suppose Ah can't blame him. He is a teenager after all. Applejack caught him without his knowing again while they were working in the orchard. Ah know teenagers tend to glance at every chance they get, but the way he's lookin at me is the same way Big Mac stares off when he's thinkin about that girl he won't tell us about. Does Spike have a...crush on me?.........Nah, that can't be it. The heat's probly just gettin to me.

Now though, her mind was returning to the same kind of thoughts, what with Spike's tone and the amazing massage he was giving her. Then, as if Discord had gotten into her head, the memory of Spike almost kissing her while daydreaming popped up. She had amusingly snapped him out of it, but now she was wondering how she would've reacted if he had moved fast enough to actually kiss her. Then she was wondering why the concept excited her.

Spike's hands started to travel down, eventually reaching AJ's flank, which she either didn't really notice or didn't acknowledge as she gave another sigh of content. Spike was able to do better work since the current mare was lying down, allowing him to give AJ's behind a much better massage than Twilight had received. "Mm Spike" AJ said suddenly, making Spike stop and retract his hands "What are ya doin? Ah didn't tell ya ta stop." Spike smiled with a cock of his eyebrow before replacing his hands and resuming the massage.

Spike soon took note of the mare's beginning arousal from the scent. In response, he dug his claws into her flank lightly, making her hiss in pleasure. "Gettin kinda, mm, rough are we?" she said with a hint of lust. Spike didn't respond, but continued to massage her flank while applying pressure with his claws. He eventually stopped, much to AJ's dismay, who grunted slightly in protest. "Spike" she whined "Why'd ya stop-" she paused when she brought her head up and came face to face with the dragon, who was crouching down in front of her.

Spike stared into Applejack's eyes and vice versa, while the corner of his mouth was curved into a small smile. Spike's eyes delved into AJ's very soul, saying I want you, and causing her heart rate to increase. Applejack stayed still as Spike slowly reached his left hand up and removed her Stetson, placing it on the ground beside them. He then placed his right hand claws in her ponytailed mane and ran them down slowly, until he reached the elastic that held her mane. He began to pull it down slowly, causing her head to turn while she still kept her eyes on him. The elastic came off, releasing her mane and causing her to instinctually shake her head side to side. When she stopped, Spike no longer saw one of his best friends who was a hard worker and was always honest. He saw a cowgirl who was a hard worker and was desired over the rest.

And he was about to be the one lucky bastard that got to her before the others, metaphorically. She'd had previous coltfriends. He raised his right hand and cupped AJ's cheek, which finally drew a small smile out of her. He stroked her check with his thumb before he leaned in and gave her a peck on the lips. When he drew back, she lowered her head, giving him her own predatory look with her half-lidded eyes before grabbing his face and forcing her tongue in his mouth. Spike put a hand on AJ's neck, embracing her forwardness and reciprocating her tongue massage.

"Mm, mm" AJ moaned as she explored the inside of Spike's mouth, who began to fight for dominance against the cowgirl. AJ refused to give up, raising herself up on the haystack she had been laying on, until Spike had to tilt his head up to continue. AJ began to do the exaggerated head turns of a very aroused girl in the middle of a make out session as she held onto Spike's head. "Mm, mm, Mm!"

Spike was determined to establish his dominance. So he raised himself up and leaned forward quickly, forcing Applejack to have to lay back on the stack of hay and put her tail between her legs instinctually. "So ya wanna ride the pony do ya?" AJ asked smugly and seductively. Spike merely growled/purred with a smile in response. "Well..." AJ said before removing her tail, exposing her marehood "Hop on."

Spike slowly entered her, making her gasp slightly. "Sweet...ah...ah...ah...Aaaaaaaapleloosa!" she finished as Spike entered her completely. "Them farm stallions...wow...size up pretty good. But this is...very fillin." Spike began to retract and push back in slowly, which AJ was enjoying, for about a minute before she spoke again. "That's mighty nice an'...ngh...all but, this ain't ma first rodeo" she grabbed hold of his face again and spoke to him roughly "So quit with the walkin and start with the buckin!" Spike's eyebrows raised in slight surprise before taking on a devious face and complied with the mare's instruction. He increased the speed and power of his thrusts, satisfying the mare's demand. "Ngh...yeah...get a long little doggy. Ride the pony! Ride it!"

They continued for several minutes, not taking notice of the sound of the barn door opening below and two ponies coming in. Eventually, AJ decided to be the dominant and surprised Spike by turning their combined bodies, causing Spike to fall to the floor on his back with AJ on top. "Ma turn now lover boy" AJ said as she placed her hooves on either side of Spike's head and pressed her nose to his "Ah'm gonna break this dragon stallion." Yeah, okay Spike thought sarcastically as AJ began to ride him like a bull. "Yee-haw! This bronco knows how to buck!" she exclaimed as she swung her head back in forth, swaying her mane about very attractively while Spike grunted with each of her thrusts.

Spike considered just laying back with his hands behind his head to enjoy the ride, haha, but Applejack was riding him so well that he basically wasn't allowed to. He held onto AJ's flank to help her, bringing her down more force than she had been giving. After five minutes, Spike decided to reclaim dominance and turned AJ and himself over, placing him on top. AJ however was not interested in being usurped and repeated Spike's action. They both soon began turning each other over while staring into each others eyes, very determined.

The pair paid no attention to where they were going, and were both turning each other in the same direction, towards the edge of the second floor. Inevitably, they both went over on the sixth turn, falling to the ground floor and startling themselves. "Whoa!" they both exclaimed simultaneously as they went over. On the way down, Spike's ears caught the sound of a mare saying something.

"Oh Big Mac yes!"

Thankfully, AJ was the last to turn them, putting Spike on the bottom and preventing AJ's non dragon-scaled back from receiving harm. AJ raised herself from Spike's torso, the both of them miraculously having stayed connected, and they both turned to see two ponies they were quite familiar with.

Ponyville's school teacher, Ms. Cheerilee was laying face down on a haystack with Applejack's brother Big Mac hunched over her in ordinary mating position. Once the two new arrivals took notice of Spike and AJ, everyone stayed staring at each other in stunned awkwardness. Big Mac's eyes shifted to Applejack and then Spike, who he started giving a murderous look. Spike's eyes widened in caution before shifting to Cheerilee, allowing him to look back at Big Mac with a smirk and a cocked eyebrow, which brought back the stallions stunned look.

"I won't tell if you don't put me in the hospital?" Spike suggested while still smirking.

"..........Eeyup" Big Mac replied with a nod.

"Um, Applejack?" Cheerilee "Can I ask the same thing of you?" she asked while blushing like mad.

Applejack looked at Cheerilee with narrowed eyes, not furious but not exactly enthusiastic about this new development. Ah'm guessin this has to do with his "personal errand." She eventually did respond "......Eeyup" with a nod.

The four individuals sank into awkward silence for half a minute before Spike spoke up. "So...who stays here and who goes to the house?" Everypony looked to each other while Spike waited for one of them to respond.

"Well" Cheerilee answered out of all of them "Seeing the way we're all positioned, I would think you and Applejack would have an easier time of reaching the house without releasing each other."

"And with that" AJ began "Guardian-teacher meetin's ain't ever gonna be the same, but Ah ain't oppossed to a bed instead of a hardwood floor or the dirt."

"I second that" Spike said as he sat up while holding onto AJ, who shuddered in unexpected pleasure from the movement. "Big Mac, Cheerilee" Spike addressed the two ponies after standing up while holding AJ by her behind "This was a pleasu- a delight, and I'm sure none of us will ever speak of this."


"Definitely not" Cheerilee agreed with her beau.

Spike walked out of the barn while carrying AJ, making his way toward the Apple Family house as the sun was setting. AJ meanwhile rested her chin on his shoulder while moaning lightly, before she started kissing Spike's neck. "I can't believe I'm saying this" Spike said "But can't you wait till we get to your room?"

"Technically Sugar Cube" AJ said breathily "The both of us ain't waitin' right now. Also no, not really. It's a good thing Granny is in Appleoosa visitin'."

Spike hadn't thought of the elderly mare's presence beforehand, but was glad to hear that said presence was now somewhere else. "Why didn't you say so before?" Spike exclaimed with enthusiasm before hurriedly walking to the house, much to Applejack's approval.

Overhead, far above Sweet Apple Acres, Rainbow Dash stopped flying across the sky when she caught sight of Spike carrying Applejack into her house. Okay...that's a little weird. Or maybe it just looked weird. I guess she hurt her leg or something while she was bucking. I keep telling her not to buck too hard or too much. It weakens her legs and leaves her tired and sore. And then we can't do our work outs together, work up a good sweat and relieve the tension in our bodies.

Rainbow momentarily considered going down to make sure her friend was okay, but decided that Spike could probably handle a sprained ankle and went on her way.

AJ fell forward on Spike's torso, breathing heavily, her mane falling slightly on his face as they laid on her bed. Spike panted as well after he and AJ reached their climax's simultaneously, which made him wonder if that was a thing with dragons since it happened with Twilight as well. AJ soon brought herself up and took hold of Spike's lips with her own, moaning as she began a pleasant, post activity make out session. They had continued for about a half hour after reaching Applejack's room, leading into the night with Luna's beautifully arranged stars and moon.

Applejack broke away a minute later and looked caringly into Spike's eyes before resting on his chest, sighing in content as the dragon put a hand on her back. "Spike" she said softly after a few moments of peaceful silence "Ah think Ah may be in love with ya." She said it without any regret, so long as Spike didn't respond with anything other than "Me too" or just a kiss.

"I know I love you Applejack." .........Or that.

Applejack raised herself up in surprise after hearing this. "Really?" she asked hopefully "Ya mean it?"

"If I didn't I wouldn't have said it" Spike replied calmly and smugly at the same time.

"Well then..." AJ stammered "Ta heck with it! I love ya too Spike" she finished with a loving kiss to Spike's lips. "Wait" she said as she brought herself back "What about Rarity?"

"My mind is getting its blood back and nopony else is on it aside from you" Spike stated "Maybe we keep it that way right now?"

".....Forget Ah said anything" Applejack said with a smile before kissing him again. "Big Mac!" she called out after breaking away "He loves me! Ya don't have ta hurt him now!"

"Good ta hear!" Big Mac called up, having apparently finished with his mare as well.

"Didn't we make a deal?" Spike asked, slightly confused "Wait, were you gonna have him hurt me if this turned out to be a 'just for fun' thing?!"

"Yes ya did and probably" Applejack replied in order of his questions "But come on Spike. He was probably gonna hurt ya whether y'all made a deal or not" she said as she laid back down on his chest.

"A...yeah you're right" Spike conceded with a shrug.

"Ah don't wancha ta go" Applejack said after snuggling in closer.

"I didn't say I was" Spike pointed out.

"Don't ya need to get back to castle? Won't Twi get worried?"

"I can send her a letter, remember?"

"Ya think she'll be okay with you stayin over? While not knowin about what we did?" she emphasized.

Spike had to suppress an amused chuckle as he replied "I uh...think she'll be perfectly fine with it."

"If ya say so" AJ exhaled as she settled in and started to drift off.

Spike pulled out a quill and parchment with his free hand and tail and began to write Twilight a letter explaining that he would be sleeping over and why that was. He also put down Two down.....six to ten left to go, according to Celestia. Spike signed the letter, rolled it up and used his magic fire breath to send it to Twilight. He watched the magic-ized note travel out the open window of Applejack's room before relaxing and starting to drift off as well as he held onto his newest mate.

Twilight was just about done with her recreational studies and was about to go to bed when a magically sent letter arrived. She caught it with her magic and unrolled it to read it's contents. She smiled lightly and raised her eyebrows as she found herself pleasantly surprised.

Good job Spike she thought to herself as she approached her bed We should probably work on how to tell all your mates about...well the fact that their all gonna be your mates when you get back tomorrow. Twilight lied down on her bed and wondered one last thing out loud before drifting off to sleep.

"I wonder who'll be next."

"That was unexpected" (mostly story again)

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Two days earlier

Spike awoke to the sight of a wooden ceiling, which confused him until he remembered what had happened the previous day. He looked down to find an empty space rather than the cowgirl he was expecting to see. He soon heard the faint sound of a tree being struck in the distance. Oh yeah Spike thought to himself So I guess with her it's all work and some play.

Spike sat up in Applejack's bed and stretched out his arms, bringing a cracking sound. When he stopped, he looked around with no idea how to proceed, since this was his first time having stayed over at somepony else's house. He had the convenience of living with the last mare he had mated. "I guess....I'll go down for breakfast....then" he said as he got up and made his way downstairs.

Spike was greeted by the sight of Big Mac and Apple Bloom having breakfast at the table as he entered the kitchen. Big Mac narrowed his eyes at the dragon and gave him a begrudging "Mornin" while Apple Bloom seemed her usual chipper self. "G'mornin Spike. Didya sleep all right?"

"Morning Apple Bloom, I did thanks." Spike stopped in his tracks when something occurred to him. "Wait, you're not gonna ask me why I'm here?"

"Ah don't have to" AB responded "Applejack told me why ya slept over."

Spike heard the sound of glass shattering in his head, followed by a short silence.........Honest Applejack told her SISTER? "She uh....she did?" Spike asked, now completely convinced that the stallion present was going to take his life now that his little sister apparently knew of the previous days events. Big Mac's continuing narrowed eye stare did nothing to contradict this belief.

"Yup!" Apple Bloom said as she bounded away from the table to latch onto Spike "And Ah couldn't be happier! Ah'm gonna get a dragon for a new big brother!"

"WHOA WHOA WHOA!" Spike exclaimed as he pushed Apple Bloom off "Applejack told you we were getting married?!"

"Well no but that's usually what happens when a boy courts an Apple Family girl" Apple Bloom said, still quite happy.


"Well Ah know ya'll got down to the lovin business already, but that also usually gets us a new family member."

Does she want me to be murdered?! "Loving business?" Spike asked as he felt Big Mac's stare stabbing him.

"Ah'm a filly Spike, but Ah live on a farm. I've known about that sorta thing for a few years now. Ah've helped deliver some of the animals. And mah third cousin Apple Pancake's foal that one time."

"Oh wow" Spike said a little flabbergasted "Wait, marriage usually happens? What about when it doesn't happen?"

"We never see them again" Apple Bloom replied "Usually after they go to have a talk with the girl's dad or older brother or uncle or big sister or whoever looks out for them. Huh, Ah never noticed how weird that is. We literally never see them after they go inside for the talk."

Spike looked up in alarm with wide eyes and looked to the still scowling Big Mac, who cocked a questioning eyebrow as he chewed on some oats. Okay I need to ensure my safety here. "Speaking of, Apple Bloom, do you know who your brother is courting?" Spike asked the filly, causing Big Mac's eyes to widen.

"Nope, no matter how much Ah beg him ta tell me" Apple Bloom said as she turned to look at her brother with her own narrowed eyes. "Wait, do ya know who it is?!" Apple Bloom asked enthusiastically after turning back to Spike.

Spike shifted his eyes to Big Mac, silently asking if he need fear for his own safety. Big Mac shook his head "No" with a pleading look on his face. "Nnope, sorry" he replied with a shrug as he approached the table.

"Aw" Apple Bloom whined in response before turning to her brother "Ya know yer gonna have ta tell us eventually Big Mac."


"Well Ah better head off ta school" Apple Bloom said as she put on her saddle bags "Ugh, another Monday."

"I would think an early rising farm pony wouldn't have too much of a problem with Mondays" Spike said as he took a bite of an apple he had grabbed from the table's fruit bowl, or apple bowl to be precise.

"Well yeah" AB conceded "But Ms. Cheerilee always comes in smellin funny. She says it's a kinda perfume but Ah don't really think so. She smells almost like hay instead of flowers."

Spike looked up to the once again alarmed Big Mac with an interested look. "Really?" he said as he chewed a bite of his apple. Big Mac quickly moved away from the table, placed his bowl in the sink and practically galloped out the door.

"Welp! Better get back ta work! Good day to ya Spike!"

Apple Bloom looked off in confusion while Spike wore a shit-eating grin on his face.

"What's up with him?" AB asked.

"Ya got me" Spike replied with a shrug. "Have a good day at school" he said as Apple Bloom made for the door.

"Thanks new brother!" she called back.

"I'm probably gonna have a talk with Big Mac!" Spike called in response before saying to himself "I'm fifty-fifty on whether or not I'll be seen again."


"Ow! Why! Must you slap me!?" Spike asked the mare he was currently mating.

"YOU'RE A DRAGON! SO SUCK IT UP AND RAM IT IN! The mare then delivered another slap.


Spike walked into the orchard to find Applejack after finishing his breakfast apple. It only took two minutes to find her by following the sound of trees being bucked. He stopped ten feet away from her and took a moment to admire her as she worked. The way the muscles in her legs clenched as they raised and struck an apple tree. The way her pony tailed mane swayed slightly from her movements. And the glow on her coat from the previous night's activities.

"Ya just gonna stare at me all day or come over here and gimme kiss?" Applejack said, breaking the dragon's concentration. He smiled at AJ's smug grin as he approached to give her a kiss. "Since yer still walkin Ah'm guessin ya used the whole Cheerilee thing on Big Mac" AJ said after they kissed.

"Yeah" Spike chuckled "And I saw you told Apple Bloom about what happened. And she's expecting us to get married?"

AJ couldn't help but chuckle at Spike's uneasy question. "Ah don't expect ya ta do it after one night. In fact Ah'm not really sure if Ah can see us married. But at least Ah know you'll be faithful or Big Mac will make belts outa ya."

Oh shit he's gonna kill me Spike immediately thought when he remembered that he was going to have multiple mates. "Ooooooooooooh yeah. About that...."

"What?" Applejack asked suspiciously after bucking another tree.

"Um....ya see...I uh..." Spike couldn't find the words to tell her. Or rather feared for the safety of his ribcage while in the company of a pony who gathered apples by bucking them out of the trees.

"Are ya tryin ta say yer plannin on sleepin with other mares while we're together?" AJ asked suspiciously and slightly outraged.

Why couldn't she have said cheat on her?! I could've said 'No, technically!' "Not....in the way you mean" Spike said as he cowered slightly.


"PLEASE LET ME EXPLAIN BEFORE YOU BUCK ME INTO THE SUN!" Spike pleaded as he held up his hands.

"..........talk" AJ said after narrowing her eyes at the dragon. Spike proceeded to explain how in the last few days he had mated Twilight very unexpectedly and learned from Celestia that his latent dragon instinct was making him collect mates. He also emphasized how Celestia had assured him that he wouldn't treat these mates like objects thanks to being raised among ponies. And that he would love them all genuinely.

Applejack wore a skeptical look the entire time Spike explained himself, which slightly elevated Spike's fear. "Please say something" Spike begged as she continued to stare at him.

".........Yer lucky Ah can tell when somepony ain't tellin the truth and when they are" AJ said, which made Spike blink in surprise "And Ah suppose Ah can't be really mad at ya for actin on an instinct ya can't fight. At least ya won't turn into a giant dragon and put the town in danger again........right?"

"Y-Yeah!" Spike quickly assured her as he straightened himself up "Definitely not gonna happen. So...you're not gonna buck me into the sun?"

AJ couldn't help but chuckle again at the dragon's uneasiness. "Of course Ah ain't Spike. Yer mah friend and mah coltfriend now. Ah ain't exactly happy as a kai-otie in a chicken coop about what ya just told me, but Ah ain't gonna be a sour Sally about it."

"Sour Sally?" Spike almost chuckled.

"Don't push it"

"Sorry! So...you want me to help out?"

"Nah, Ah can handle it" Applejack said "You can head back to the castle if ya want. It ain't like we're livin together."

"Are you sure?" Spike asked unsurely "Isn't it a little...sleazy or whatever to leave your marefriend after one night?"

"Would ya rather stay and tell Big Mac what ya just told me?"

"So I'm gonna go back to the castle" Spike said immediately "Maybe talk to Twilight about this, work on a way of telling my other mates about the whole more than one mate thing."

"You should definitely do that" Applejack agreed "Ah'm sure Rarity wouldn't like ta hear it the way ya told me. Knowin her, ya probably couldn't get out one word before she kicked ya out."

"How do you know Rarity's gonna be one of my mates?" Spike asked, getting a look from AJ in response. "Yeah I realized that sounded stupid right after I said it" he said as he began to make his way to Ponyville "I'll se ya later Applejack."

"Bye Sugar Cube" AJ called out "Good luck wrasslin up more gals!"

"Need I remind you who else is out here?!"

Applejack chuckled as Spike increased his speed towards town.


Spike felt of weird combination of being in control and being controlled by the mare he was literally pounding, at her behest. He never expected this kind of aggressiveness from any of his friends really. That didn't stop him from gladly slamming into her repeatedly, sending large waves of pleasure through him. She couldn't seem to get enough however, from her constant, grunted instructions and even aid by way of pulling him forward when he was on top.


Spike had no idea how either of them hadn't climaxed, not just from how hard they were fucking but because he had lost track of time. Now he was sure the simultaneous climaxing was somehow connected with him being a dragon since it happened with both Twilight and Applejack. But he could be proven wrong any moment.


"Honey! I'm home!" Spike called out, doing his best not to laugh as he entered the castle.

"Ha-ha Spike" Twilight replied without looking up from her book as Spike entered her study.

Spike approached her with a cocked eyebrow and a smirk. "Don't I get a kiss?"

"Of course" Twilight said slyly, finally standing up and meeting Spike as he approached. They locked lips as Spike wrapped his arms around her neck.

"So what, I can't get a kiss and hello from one of my marefriends when I come back home?" Spike asked once they broke away.

"A: The 'one of' part doesn't help, and B: I'm supposed to break away from my studies and give you my full attention every time you walk in?"

"Wouldn't hurt" Spike replied, earning him a playful smack from Twilight.

"So you ready for round three?" Twilight asked seductively with bedroom eyes.

"Really?" Spike asked in slight disbelief "We just had round two yesterday and I just had one with AJ."

"Then you've got plenty of stamina" Twilight said as she traced circles on Spike's chest with a hoof "I've been waiting for round three since yesterday. And I asked if you were ready, not if you wanted to." Twilight surprised Spike by jumping onto him and latching onto his lips, making him stumble back a few steps. Spike shrugged his shoulders and wrapped his arms around Twilight as she had him, and made his way to the royal bedroom as they massaged each others tongues. He momentarily noticed that sheets had been cleaned and pleasantly smelled of lavender, which he thought appropriate considering the lavender mare he was laying on the bed.


Spike chewed on a gemstone as he laid next to Twilight after round three. Said mare was cuddling her dragon mate, her ears twitching in slight irritation from the crunching. "Do you have to do that now?"

"Would you prefer it if I smoked?"

"Even though I'd never allow cigarettes in this castle, not really, no."

"I need something to drink" Spike said as he began to get up.

"Mm" Twilight whined, tightening her hold on the dragon "Stay in bed and cuddle with me."

"Fine" Spike said, shrugging his shoulders "I'll just have some more gemstones to get my saliva flowing. Enjoying the nice, loud crunching, like gravel."

"Go" Twilight said as she started pushing the dragon out of the bed "Why do you always have to ruin things?"

"Since when do I always ruin things?" Spike asked as he approached the royal bedroom's bar that neither had noticed before.

"I was joking Spike" Twilight said as she rolled her eyes and adjusted herself to look at the dragon, lying on her back and holding her hind legs up with her forelegs.

"Where did all this alcohol come from?" Spike asked from behind the bar as he pulled out a whiskey glass as it was the only available type.

"I'm pretty sure some of the girls put those there" Twilight presumed as Spike poured himself some milk intended for alcoholic beverages "Especially Rarity and Rainbow."

"Makes sense" Spike noted as he picked up a bottle of clear alcohol "Twenty percent smoother scotch and Sublime Wine. Where would you even get these?"

"Maybe they're brewing in their spare time" Twilight suggested as Spike turned to her, taking a sip of his milk.

"Pretty sure Rarity wouldn't, but definitely Rainbow-" Spike cut himself off as he noticed Twilight's odd position "What is that? Yoga? Pilates?" he asked as he took another sip.

"It's supposed to increase the chances of conception"

Spike spat out the milk in alarm after it caught in his throat, coughing before he responded. "Um...what now?"

"Well I got to thinking while you were away" Twilight began "And don't get me wrong, I know you do love me, but I think a child could really strengthen our bond" she finished as she began to rock back and forth lightly, feeling warm and fuzzy.

"Yeah that sounds great and all" Spike responded "But I don't even have a complete....collection of mates yet. Isn't the thought of a child a little too soon?"

"Well even though you only have a total of two mates right now, you do seem to be working fast" Twilight reasoned "And you seemed pretty enthusiastic after your talk with Princess Celestia."

SPIKE NEED! Spike reared his head up and looked around in confusion. "What?" Twilight asked.

"Nothing I...thought I heard something" Spike answered before shaking his head to regain focus "Uh, well yeah I'm not exactly opposed to this whole thing anymore but still, a child...." Spike trailed off, not really sure how to continue.

"Well think about the learning opportunity" Twilight said enthusiastically, drawing a questioning look from Spike "This could be the first recorded instance of a dragon-pony hybrid. How it would look garners enough curiosity. Could it eat gems? What kind of wings will it have it's a Pegasus or an alicorn? Could it use magic?! How big could it-?" Twilight stopped when she saw that Spike was looking at her cautiously and skeptically. "What?"

"Twilight" Spike said slowly "Please tell me, that if we have a child, you will not treat it like some kind of lab animal."

"Of course I wouldn't Spike!" Twilight said as she shot up into a sitting position "I'm surprised you'd even think that."

"After all those scientific inquiries?"

"Well you can't blame me for being curious Spike" Twilight reasoned "It's in my nature. And I can assure you I would never do that. I would love our child with all my heart. Come here" Spike stepped forward while still holding his half empty/full glass of milk. Twilight wrapped her forelegs around him in an assuring hug "I don't want you to ever think like that or be afraid of that ever again" she pulled back and looked Spike in the eyes "Please promise me you won't."

".....promise me you won't give me reason to?"

Twilight placed a hoof on Spike's cheek before responding "You have my word as a princess, your friend, and your romantically significant other."

Spike chuckled at how Twilight called herself his marefriend before responding "I promise." Twilight smiled before they kissed each other lovingly. "I'm gonna go wash up" Spike said after they broke away. Twilight returned to her "better chance of conception" position, holding her hind legs. "Yeah that's still weird for me" Spike said as he exited the room, bringing out an amused chuckle from Twilight.


"Well thanks, NGH, for that image" Spike said sarcastically as he continued to ram his current mate "Sweet Celestia you're tight". Both of them still had no concept of time passed as they continued, but they did notice that the sun was setting.

"Sorry" the mare apologized breathily "But don't let it distract you. Keep going! And I said HARDER! I DON'T WANT TO WALK THE NEXT DAY! NGH!"

Even though he didn't necessarily feel as though he were exhausted or spent, Spike opted to spend the rest of the day in the castle, away from the outside world and potential mates. Twilight gladly gave him some things to do, like shelving more books and general cleaning.

"Just because you're sleeping with the princess, it doesn't mean your off the hook with your duties around the castle" Twilight told him when he protested slightly. Twilight had Spike send Princess Celestia a letter she had written herself before departing on a personal errand. She said he would know what the letter said later when she returned. She returned about an hour later with an interesting proclamation. "I found your next mate."

"..........okaaaaaaay" Spike said after blinking his eyes in confusion "I thought I chose for myself."

"Oh you do, you do" Twilight quickly assured him "But this one is a...special case. I've kind of narrowed down a few mares that could inevitably be one of your mates."

"How?" Spike asked, interrupting her.

"Well I noticed that you haven't exactly gone for every mare you see-"

"After picking only two" Spike pointed out.

"Regardless, and please don't interrupt. The letter I had you send Princess Celestia was sort of an inquiry about this, more of a theory really. Since she made it clear how you would treat your mates, I theorized that your sub-conscious would select mares that you're more familiar with. So my personal errand involved going to a specific mare to talk to them about this, so they have a better time of accepting this whole thing."

Spike blinked again, surprised to hear all this. "Okay then. So...who is it?"


"Her?!" Spike exclaimed in pure shock "You told HER?! What is the matter with you?!"

"Spike calm down!" Twilight exclaimed "Now you see why I had to tell her. You know she'd have a hard time coming to terms with this. Well...any mare really so that's not really the best reasoning. But you have to admit it's a good one!"

"A...wha-...ets" Spike appeared to have momentarily lost the ability to form cohesive words as he placed a hand on his forehead "I just...HER?! I...her?"

"If it makes you feel any better, she actually took it better than I expected" Twilight said in an attempt to console the dragon.

"Really?" Spike asked in surprise.

"Yeah" Twilight chuckled "In fact...she's...actually looking forward to it."

"She is not" Spike said defiantly "There's no way she is."

"No really she is!" Twilight said defensively "She was...unsettlingly calm about it. Like it was a normal conversation. She said to tell you that you can head over anytime you want."

"Well that's...great" Spike said unconvincingly "Wait let me double check here. We're talking about-"

"Yes! Her!" Twilight exclaimed impatiently "Spike, the sooner you get past it, the sooner she can be your next mate. So are you going to head over or not?"


"She said anytime" Twilight said as she shrugged her shoulders.

"Well that doesn't mean now. And I told you I wanted to take a day off."

"Okay, but she did emphasize anytime like she wanted it to happen as soon as possible."

"I can head over tomorrow then" Spike said "I'll just get back to my...chores now. Her?" Spike asked nopony in particular as he made his way to the library.

Twilight chuckled lightly, most of her shock having thankfully been spent at the mare's domain and on the way back. "This ought to be interesting."


"Oh my goddess Spike" the mare breathed deeply "I'm close! Really close!"

"So am I" Spike grunted as he increased the speed of his thrusts "Is it night time?"

"No idea" the mare said as she shuddered and began to reach her peak. She wrapped her legs around Spike's waist and pushed him inside with each of his thrusts. "You're not pulling away" she heaved "I want it inside me."



"OW!" Spike exclaimed after receiving another slap.


Spike complied to spare his face more pain and exclaimed the mare's name as he increased his speed further. He finally reached his breaking point, as did his current mate, and grunted as he began to convulse and release his essence.

"NNNNNNNGGGGGGGHHHHHHHH YEAH! That's it Spike, every, ah, last drop. Mm, you fill me up so well."

Spike felt awkward on his way to his apparent next mate's house. He never thought he would be doing these in his entire life, though he didn't expect to be collecting mates either. But this basically took the whole bakery. He finally reached the house and hesitantly knocked on the door. He was surprised to be answered immediately when the door opened. "Hey- Whoa!" Spike exclaimed as he was grabbed and flung inside, the door closing and locking immediately after.

"Where were you yesterday?!" the girl demanded "My heat period came early somehow and I ache!"

"Whoa whoa" Spike said in an attempt to calm the mare down "Just take a few deep brea-" Spike cut himself off as a scent entered his nostrils, causing him to do as he suggested. Spike's eyes fluttered and changed to their predatory green as he inhaled the scent. He finally stopped and settled his eyes on the heat riddled mare that was supplying the scent and looking at him smugly.

"I knew that would get you" she said as she took a few steps closer "When you didn't show up yesterday, I decided to keep the door and all the windows shut to keep the scent in. And now we can Whoa!" The mare found herself thrown back as the dragon she had basically trapped launched at her, throwing her onto the couch and quickly moving to the source of the pheromone scent. "Oh! Yes, please" the pony said lustfully as Spike began to make out with her marehood.

"Oh yeah" she said breathily as Spike's long tongue entered her "Lick the entire bowl. Mm that's marvelous." The pony gyrated her hips in reverse tandem with Spike's swirling tongue. "Oh yeah, that's the stuff."


At that same moment in The Crystal Empire

"Shining!" Shining Armor looked up from his desk in surprise at the sound of his wife knocking frantically at his office door "Shining! Open the door!"

"Cadance?" Shining Armor said as he stood up and began to walk to the door "What is it? What's wro-" Shining stopped and reeled back a bit when the doors to his office slammed open. In the doorway stood Princess Cadance, her mane frazzled, breathing heavily, wearing a crazed look and a full toothed smile.

"Cadenza...WANT!" the princess grunted.

Shining Armor immediately grew nervous, considering his wife only referred to herself by that name when she was exceptionally aroused. But she never looked this way before. Fearing for his well being, since his wife was an all powerful alicorn, he knew he had to try and talk her down from whatever had come over her.

"Ca-" he didn't even manage to get her name out. Cadance spread her wings, flew forward at light speed thanks to her magic, used her magic to close and lock the doors behind her, and slammed her husband down on top of his desk, all in two seconds. And she began to have her way with him.

"Well that was unexpected" Spike said as he lay next to the now sleeping mare. She had finally fallen asleep after allowing the dragon to retract after making sure she was completely filled.


"Only...an echo" Cadance breathed in pleasant disbelief as she lay atop her unconscious husband.


A certain misnamed rabbit would've barged in to put a stop to what was going on in his home. But he was locked out, and now laying on the floor, wide eyed and catatonic from the things he heard, his left foot twitching slightly.

Spike looked down at his new mate, recovering from the indeterminate amount of hours that the far more than wild lovemaking took.

"Despite the fact that you work with animals, I never expected you to be this wild Fluttershy."

Taste the Rainbow (A lot of story)

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Spike awoke when his nose caught the whiff of pancakes. He sat up in Fluttershy's bed and stretched out his arms, his back cracking from the strain and last few hours of immobility. He was slightly surprised when he saw that the mare claiming to be Fluttershy wasn't laying beside him. Then he put two and two together when he took note of the pancake smell. Right. Duh Spike. Maybe my brain is short on blood from last night. Whoa, last night. I wonder what she did with the real Fluttershy.

There was a knock on the bedroom door, stopping Spike's inner voice from creating insane theories. "Um...Spike?" came Fluttershy's usual low, timid voice "I made breakfast and was wondering if you would like some."

Well she's got sounding like Fluttershy down and she already looks like her. Let's see if she can get the behavior down.

"If you're hungry of course" Fluttershy continued "If not, you could always eat later...although pancakes are better eaten after their made. Unless you like eating pancakes that way. Which I'm not judging! Unless you would prefer freshly made ones later. Though I'd prefer...not to...since I have to tend to my animals. Unless you really want me to make you more after we-!"

"Fluttershy" Spike chuckled suddenly, halting the mare's ranting "Come in, please." Maybe she is the real Fluttershy. The yellow Pegasus complied with Spike's request, opening the door and flying in. The fact that she was flying in her home was slightly overshadowed by her appearance. Spike tilted his head upon seeing that Fluttershy's mane was arranged so that it covered her entire face, like a backwards, pink hood.

"Um, here's your breakfast" Fluttershy said as she placed the breakfast tray on Spike's lap, which Spike had not noticed in her hooves. "So I'll get to feeding my animals now; enjoy."

"Good morning Fluttershy?" Spike said, stopping the pegasus in her air tracks.

"Oh, sorry. Good morning" Fluttershy responded happily "Kay bye."


"Yes?" Fluttershy said as she turned back around. Spike could now see that she had small spaces in here mane for her eyes.

".........So what's with your mane?"

"Oh, I'd thought I'd try a new look" the Pegasus responded simply "If you don't like it I could always change it"

"That's.....not really what I meant Flutters" Spike said as he placed the tray aside and got up from the bed to approach her "I meant why is it covering your face?"

"I said I thought I'd try a new look"

"Isn't it a little impractical?"

"Oh no, I can see through my mane just fine"

"Fluttershy, move your mane out of the way" Spike requested as he stepped closer to the yellow Pegasus.

"Um....I'd rather not" Fluttershy all but whispered as she hovered backwards, away from the dragon.

"Fluttershy come on, stop messing around" Spike said as he got closer.

"No thank you" the mare responded as she reached behind her for the door "I really should get to my animals. Angel gets grouchy whe-" Fluttershy cut herself off when her outstretched hoof made contact with the door, that she hadn't closed. Her foreleg bent beside her as her back hit the door, forcing her to move forward to keep afloat. She looked down and behind her, while her mane still hid her face, and saw that Spike had used her slightly impaired vision to his advantage. He had sneakily slid his long tail around her and pushed the door closed without her knowledge. When she turned back, both his arms suddenly came beside her head, preventing her from slipping away. The dragon was looking at her somewhat smugly.

"You're not leaving until I see your face." Almost a full minute of silence passed before a thought occurred to him that made him worry. "Wait, I didn't give you some kind of dragon disease that gave you scales on your face did I?!"

"Oh no! Of course not!" Fluttershy said, quelling the dragon's worry when a thought occurred to her "Wait...that isn't real is it?"

".....Not that I'm aware of"

"How about we go see Twilight and ask her about it?"

"Nice try" Spike replied quickly before the pegasus could try and slip away "Face."

Fluttershy took a moment before responding. "Promise you won't laugh?"

Spike was slightly confused by the request but complied. "Yeah, of course."

A few seconds passed and Fluttershy made no attempt to move her mane away from her face. "Satisfied?" she asked hopefully.

"You didn't do anything"

"Yes I did"

Okay I'm through playing games Spike decided. In a quick motion, he joined his hands, put them through the front of Fluttershy's mane, took hold of her face, and brought her into a strong kiss. The action elicited a startled "EEP!" from the pegasus as their lips joined. Spike closed his eyes on instinct, preventing him from actually seeing her face, though he realized she'd be too startled to hide her face again.

Fluttershy was limp in Spike's hands, eyes wide and wings having ceased their flapping. She eventually closed her eyes, embracing the kiss and resumed her flapping, bringing her up. After a few seconds, Spike broke away and opened his eyes to look into his newest mate's, and he finally saw her face. What he saw surprised him the slightest bit.

"Huh, more blush than I expected" Spike noted as he looked at the mare's completely red face. From a distance, one would've thought somepony had painted her face. "A little flustered?" Spike asked with a smirk.

"Yes........for a while now" Spike tilted his head in question at the response as he released her "It......hasn't stopped since I woke up."

"........Your face has been red since you woke up?"

"I don't know how to make it stop" she whispered "I'm pretty sure what we did last night caused it."

"You're definitely Fluttershy" Spike muttered to himself.


"Nothing. Let's go to the kitchen, I'll help you with this." Spike opened the door and lead her downstairs into the kitchen. He suddenly stopped when he felt light, rapid tapping on his leg after descending the stairs. He looked down to see a very angry Angel "slamming" his paws against his leg.

"Angel no!" Fluttershy chastised the future soup item- rabbit, the rabbit "That is not how we treat mommy's special guests!" This only served to increase the speed of the rabbit's slamming.

"Really?" Spike chuckled at the rabbit's feeble attempts at harm "I actually thought you'd be stronger." In response the rabbit stopped and placed himself in front of Spike, positioned himself on all fours, and raised a hind leg to strike at the space between the dragon's legs. "You really want to do that knowing where that area's been?" Spike asked smugly, halting the animal and making his eyes widen. Angel then dropped his leg and backed away in grossed out fear.

"You're terrible" Fluttershy said as she very lightly shoved Spike, her face still red.

"Something like this didn't happen with Big Mac?"

"Well, Angel was afraid of being stepped on."

"And he's not afraid of kicking a fire breathing, razor sharp teeth having dragon down there?" Spike asked, which brought realization to Angel and made him speed away behind the living room couch.

Fluttershy shook her head as she flew next to the table, waiting for Spike to help her dilemma. Spike approached the sink, obtained a bowl from the pantry and began filling it with water from the faucet. "By the way, why are you flying? You never fly in your house" Spike questioned.

The red on Fluttershy's face deepened slightly as she responded. "My um.....I can't.....I have no feeling in my hind legs."

Spike's eyebrows raised in surprise as he turned off the water and recalled a certain comment from the mare the night before. "Oh.......So I guess I....fulfilled your request huh?" Spike asked with a small bit of pride as he made his way to the table with the water filled bowl.

"So what's your idea?" Fluttershy quickly asked, changing the subject.

Spike chuckled and spared the pegasus further embarrassment. "Well I'm guessing you already splashed cool water on your face."

"Yes. Didn't work."

"I can see that. So" Spike gestured for her to come closer "Fly face up and as close to the floor as you can." Fluttershy looked at Spike questioningly but complied. She raised herself slightly and placed herself face up, positioned at the level of Spike's waist. She looked up when she felt a rising sensation and saw that Spike was raising her numb legs with his tail, which was more comfortable for her. "Now close your eyes."

"Where are you going with this?"

"Just trust me." Fluttershy laid her head back as her wings continued to flap, keeping her suspended in the air. Spike stepped closer before addressing her in a low voice and dipping his hand in the water. "I'm sure this would work better with Rainbow since you don't really fly too high, but imagine you're flying through the air." Spike removed his wet hand and placed it over Fluttershy's head. "It's a nice day, and you're flying through the clouds" Spike said smoothly "And the clouds are nice and cool. They're leaving behind a trail of mist" Spike lightly flicked his claws, leaving droplets on Fluttershy's face and then the rest of her body as his hand travelled across the air. "You don't have a care in the world. Your animals have been taken care of, and you're just enjoying your day."

Fluttershy inhaled and exhaled deeply, relaxing and enjoying the cool felling of the drops landing on her face and body with a small smile. Eventually she felt considerably cooler than a few minutes ago. "Viola" Spike said as he ceased what he was doing. Fluttershy raised herself upright as she opened her eyes to look at a smiling Spike. She flew into the living room and retrieved a small mirror from a nightstand and smiled as she saw her ordinary yellow face rather than the red one she had for the last hour and a half. She turned around to see a still smiling Spike.

"Thank you Spike!"

"No problem"

"Where did you learn that?"

"I just made it up actually"

"Really? Maybe you should volunteer at the spa."

"Ah-ha, I'm not so sure about that" Spike responded, considering the events of the past few days. He also couldn't shake the feeling that moans of pleasure from Aloe and/or Lotus would sound funny and oddly arousing with their accents.

"Are you afraid they'll take you from me after all those rumors about the spa?" Fluttershy chuckled.

"What rumors?"

"........." Fluttershy's eyes widened and her cheeks flushed slightly "Nothing, I mean none, that is to say there aren't any rumors about a secret treatme-EEP! Nothing!"

"Oho-kay?" Spike chuckled in amusement "I meant because I've been collecting ma-" Spike cut himself off, receiving three mental slaps from his inner voice. REALLY?! REALLY?! I MEAN DOES YOUR INNER DUDE JUST TELL YOU TO BRAG ABOUT THIS TO ANYONE IN YOUR VICINITY. YOU WERE SUPPOSED TO HAVE A PLAN OF ACTION FOR THIS KIND OF THING WITH TWILIGHT! Wait.....I don't think we made a plan with Twilight.

"Because you've been collecting mates? Yeah, that makes sense."

"A.....you know?"

"I invited you over after Twilight told me everything, remember?"

"Oh yeah" Spike suddenly remembered that Twilight had sent him over "So you're really okay with this?"

"Of course. I have no problem with intimacy in private, and I deal with animals. A good amount of them have multiple mates, so I'm not unfamiliar with the subject."

"Huh. Well I guess I'm still surprised about your feelings toward....intimacy, but also not too surprised after what I saw last night. I hope you don't mind me asking, but last night you seemed pretty enthusiastic about....getting pregnant. Were you serious about that or was it just the heat of the moment?"

Fluttershy's cheeks turned a light shade of pink before responding. "A bit of both actually. I've decided I want to have a foal" Fluttershy squeed with a shy smile.

"Really? That's great Fluttershy! You'd make a great mother" Spike told her enthusiastically as if he weren't directly involved in the matter.

"I was actually thinking of asking Big Mac, but he's still a little nervous around me and he has Cheerilee now."

"Nervous? Wait what was the deal with you two? I don't remember seeing you two together."

Fluttershy's cheeks turned red this time as she responded "We were um....non-public friends with benefits, you could say. And he's nervous because of...how you saw me yesterday."

"I thought you acted that way because of your heat period coming early."

"Well let's just say you got a hundred percent and Big Mac got eighty."

"Oh" Spike said with a raise of his eyebrows. "Oh yeah, you've got a bit of competition on the foal front. Twilight wants one too and" Spike was cut off when the pegasus dashed forward and grabbed him by his chest.

"What?!" Fluttershy exclaimed as she stared into Spike's eyes with pure fury "She wants to have your child?! Oh I don't think so! I'm gonna be first! She has got another thing coming! Wait, no. She won't have another thing coming! I'll have you coming!"

"Fluttershy!" Spike exclaimed with wide, frightened eyes "I'm kind of scared right now............and a little aroused apparently?"

"Well let's not let it go to waste!" Fluttershy exclaimed before flying Spike up to her room at a surprising speed. Spike didn't even have time to question her.

Fluttershy burst through her bedroom door and landed on the bed with Spike under her. "What about my breakfast?" Spike asked, only to have the pancakes he had set aside shoved into his mouth. His jaw was then speedily moved to chew and his throat rubbed so he could swallow.

"There, you ate!" Fluttershy said before assaulting his lips with a wild and sloppy kiss while he remained quite uneasy, for a few seconds. When Fluttershy's tongue entered his mouth and slithered around his own, his eyes shifted to their predatory green and he embraced the kiss, grabbing hold of Fluttershy's flanks. This elicited an enthusiastic and growled "Mm!" from the yellow pegasus.

After a few minutes, they broke away and looked into each others eyes with the same crazed look. "Fuck a baby into me dragon boy" Fluttershy growled. Spike grinned intently and flipped their combined form to get to work.

"Hold on" Fluttershy breathed as she held onto Spike with her forelegs, her hind legs still numb from earlier. Spike lay on top of Fluttershy, breathing heavily after their two hour second round. "I wanna make sure it all stays in there."

"Twilight....holds her legs up....while she lays on her back" Spike informed her.

"I know about that one. I also want to hold you for a bit. It's nice." Spike lifted his head slightly to give her a smile before nuzzling the nape of her neck. His breath caused her to giggle lightly; he then began to plant small kisses on her neck, making her sigh in content. His kisses traveled up to her cheek, where he pulled back to look in her eyes lovingly. They stayed like this for half a minute before Fluttershy pulled his face to hers and began a caring make out session.

They eventually stopped after ten minutes, allowing Spike to remove himself and Fluttershy to get up to wash up. Spike soon washed himself off as well and was unsure of how to proceed with the rest of the day. The answer soon came to him when Twilight teleported into the living room.

"Fluttershy! Spike! We're going to the Crystal Empire! Shining Armor is in the hospital!" She didn't even wait for a response as she grabbed the both of them and teleported.

After teleporting to Fluttershy's to retrieve said mare and Spike, Twilight teleported to her other friend's respective homes to retrieve them, her explanation eventually shortening to "Crystal! Shining! Hospital!" Rarity was of course on board to see a hospital made of shining crystal.

Twilight teleported them a few more times until they reached the Crystal Empire. Spike and the Mane Six charged into the hospital and were met by a very anxious Cadance. Shining Armor's doctor stepped in before they could ask what had happened. He was a blue unicorn with a doctor's coat, glasses, a stethoscope cutie mark, and a clipboard held with his magic.

"A combination of dehydration and exhaustion?" Twilight repeated.

"Frankly it's a miracle he was alive when the Princess got him to us. By the way, are you sure there's nothing you can tell us about this your highness?"

"Well I-I-I just found him like this" Cadance answered nervously "He has been doing a lot of paperwork to get the Empire up to date. He must've been too wrapped up the last few hours."

"I suppose it's possible" the doctor pondered "But this would be a very severe case of overworking. Maybe we'll get some more answers when his x-rays come in. His lower torso seemed to be in rough shape."

Cadance was thanking her oldest aunt that her coat color hid the blush currently on her cheeks. "Um, Spike, Twilight, Fluttershy? Can I speak to you three in private for a moment?"

"Of course sis"

"Sure Cadance"

"Of course your Highness"

"You don't mind waiting here do you girls?" Twilight asked the rest of her friends.

"Course not Sugar Cube, y'all go on ahead."

The four moved into an empty patient room. Luckily most of the current sicknesses and diseases were around at the time before Sombra had made it vanish, so nopony fell deathly ill from lack of natural immunity.

"Okay Spike" Cadance began as she pointed a hoof to the young dragon "You stay away from Fluttershy for a while. Twilight" she shifted her pointed hoof to her sister-in-law "You make sure he stays away from Fluttershy for a while."

"I'm sorry?" Fluttershy asked, completely flabbergasted.

"Well your last two love making sessions helped put my husband in the hospital."

Fluttershy's cheeks burned red as she became incredibly embarrassed and completely confused at the same time. "I....what?!"

"I thought she knew."

"She knows I'm collecting mates, but I guess Twilight didn't tell her about your echo sensing thing" Spike informed the princess and shooting a glare to his first mate.

"I...guess it didn't occur to me" Twilight said a little nervously. Fluttershy's blush deepened when Cadance explained her ability to sense big moments of love and feel echoes when physical pleasure is involved. "Wait" Twilight cut in "You sense echoes and theirs put Shining in the hospital? What did you two do yesterday?" Twilight asked, addressing Spike and Fluttershy.

"Yesterday and earlier this morning" Cadance corrected "The Element of Kindness hear is quite the beast."

Fluttershy's face regained it's red hue from earlier before she dove under the sheet of the nearby bed.

"You're terrible" Twilight told her sister-in-law while trying to suppress a bout of hilarious laughter "And I'll make sure to keep them away from each other. I don't want to lose my BBBFF. Especially in that way."

"I can safely say we won't be doing anything for a while" Spike assured Cadance "I have been thoroughly spent and I also don't want to lose Shining Armor. He's been like a big brother to me. Maybe we should go talk Fluttershy down from her embarrassment tower."

After ten minutes, the three were finally able to talk Fluttershy off the bed, and out of the bed sheet after another eight minutes. Once Spike repeated his earlier trick and removed Fluttershy's red-face, with Cadance and Twilight out of the room, they both exited with Fluttershy using her mane to hide her face from Cadance. While there were no hard feelings, Fluttershy made it clear she would always be slightly uncomfortable around Cadance from now on.

After rejoining the rest of the group in the waiting room, the doctor returned with the results. Shining Armor's hip was nearly broken so he would have to receive special, very strong calcium supplements. He would also have to stay for a few days to rest and receive fluids to rehydrate. The group was allowed to see him before departing, though he was still unconscious.

"Get well soon BBBFF" Twilight said as she hugged her bed ridden brother.

"I'll make sure not to make it up to you when you get back hubby"

"Hope ya get better Shinin"

"You know I could fill in as Captain of the Royal Guard if you feel like taking time off"


"When you get back, I'm gonna throw you the biggest, bestest 'Welcome back after apparently overworking yourself so much that your hip almost broke somehow and you were dehydrated and exhausted at the same time' party!"

"Get well soon Captain Armor. And you should make sure to have the royal stylists fix your coat and mane when you return darling. I had no idea exhaustion could do such a number to your appearance."

"Even though you won't understand now, I'm sorry for putting you in here" Spike whispered.

"I'm sorry too"

"Fluttershy's sorry too"

Cadance and Twilight elected to stay behind a little longer while the rest departed by train, allowing the two to chat while being near Shining Armor. "So Twilight, Spike's been good in bed huh?"

"La la la la laaaa, I'm not talking to you about this la."

On the train to Ponyville, Rarity's eyes continuously shifted from Applejack to Fluttershy, noting the light glow on the former's coat and the much more noticeable one on the latter's. Of course a glow on Applejack would be quite noticeable given her farm work, but Fluttershy chooses to go unnoticed. And her glow was more of a beacon.

"I see Caramel has been visiting again" Rarity said as she slid next to the farm pony.

"No, he hasn't" Applejack said slowly after reeling back slightly from the unicorn's sudden appearance.

"Then who did? You're the Element of Honesty darling so you have to tell me."

"Okay. Ah can honestly tell ya that it ain't any of your business right now."

"Oh come on, that's cheating!" Rarity whined.

"No it ain't, I told ya something honestly."

"Hmph. Well can you tell me about Fluttershy? I'd ask her myself but the dear is shy enough as it is. She would literally lock her lips if I asked her about such...intimate matters."

AJ took a moment to consider her response as she noticed Fluttershy's eyes momentarily shifting to Spike. "Ah can honestly say that Ah haven't seen anythin', so I can't say for sure what her love situation is."

"Drat. First Twilight, then you, and now Fluttershy of all mares. I mean is Rainbow Dash next?"

"Next for what?"

"Oh! Rainbow Dash don't do that" Rarity chided the suddenly appearing pegasus "And that's for you to maybe find out."

"Come on tell me!"

"Not until I get more information myself."

"Eh, fine" Rainbow said nonchalantly as she laid back on her set, putting her forelegs behind her head. The rest of the train ride essentially went wordless. Everyone went their separate ways once they arrived at Ponyville. Spike had to return to the castle with Twilight in the Crystal Empire.

A letter from Twilight explained that she would be staying over longer to tackle Shining Armor's paperwork with great fervor and gusto. So Spike had the next week in the castle to himself. At first he ran around exclaiming happily, but eventually calmed down with no idea about what to do.

Not exactly up for finding another mate after Fluttershy worked me over. Spike need! I am still aware of the ultimate prize and I'm going to ignore you for now, so keep quiet. I should probably check to see if Twilight washed those sheets.

She hadn't, the explanation being quite clear when Spike found books on fertility and pregnancy left out. He correctly surmised that she was in the middle of reading said books when she was notified about Shining Armor. Then he made the mistake of skimming through one of them.

"Ah!" he exclaimed as he tossed the book and held his head "I gotta ask Twilight if she knows a mind bleaching spell when she gets back." Spike soon occupied his mind with washing the sheets, though there was irony in the fact that said sheets were involved in the pregnancy matter.

Luckily, he was able to find a better activity to block thoughts of a mare's anatomy: cleaning the entire castle. Admittedly it wasn't much of an activity, but it did lead to exploring parts of the castle he had yet to see. He found a secret compartment in the floor of the library when he found a lone book on one of the many, still empty shelves. Twilight could use it for private journals and whatnot.

He finally counted how many levels the castle had, eighteen total; two seemed to be smaller, personal libraries. Whatever power of the universe that had created this castle seemed to have read Twilight's mind. There were also two studies in addition to the one Twilight was already using.

Thanks to a gleam, Spike discovered a barely visible door in the kitchen, which contained multiple utensils made of the same crystal as the castle. Assorted knives, spatulas, ladles, tongs, silverware or technically crystalware, and for some reason a small hatchet. He finally found out that the crystal of the castle was in fact edible to him when testing how he could use the crystalware. Although it wasn't very tasty.

What was really surprising was that he found what could only be described as a prisoner dungeon. "Yup, there's even chains with shackles hanging from the walls" Spike noted.

After three days, and finally getting out of a tunnel maze meant for trespassers, Spike heard another voice in the castle. He had heard the hoots of a certain owl before, but he assumed he was hallucinating since he had been in a fetal position after his first three hours of navigating the maze. The apparition of a Celestia sized Owlowiscious with Starswirl's beard and Trixie's hat didn't help. The real Owlowiscious shrugged and flew out the window, planning on returning at a later time.

"Twilight? You here?" Rainbow Dash called out.

"Rainbow?" Spike said as he finished shaving off the beard that had miraculously grown on him during his time in the maze.


"Twilight's still in the Crystal Empire" Spike called out from the bathroom "I'll be out in a second." Spike shaved off the last of the beard with his thumb claw and rinsed off his face before entering the council room.

"Hey Spike" Rainbow greeted the young dragon "What do you mean still? Are you saying she hasn't left since we went over?"

"She's taking on Shining Armor's paperwork while he recuperates"

"Of course she is" Rainbow said knowingly "She didn't happen to tell you if she got my pre-ordered, new Daring Do book did she?"

"Wait a second" Spike said as he reached behind him while holding up a finger. He pulled out a scroll he had gotten during day two in the maze and read it's contents. "Oh, yeah there should be a package on the doorstep. You didn't see it when you came in?"

"I flew in through the window"

"Ah. Would you mind getting it?"

"Course not, it's the new Daring Do!" Rainbow exclaimed before zipping out the window and returning two seconds later with the package. "Openit openit openit openit openit!" she begged after shoving the package into Spike's hands.

"Okay okay" Spike said, attempting to calm the Pegasus down before running a claw down the tape holding the box flaps. Rainbow immediately shoved the dragon aside and pulled out one of the copies with much excitement.

"Ohmygosh ohmygosh ohmygosh ohmygosh! 'Daring Do and the search for The Phoenix Sword'! Awesome!" Rainbow flew into the air, holding the book in the air and squealing with delight.

Spike looked up at the excited Pegasus with an amused smile. I just realized it's kind of cute when she gets this way. He then noticed that Rainbow had flown up in front of a high window, and that the sun entering was shining down on her, making her gleam slightly in the process. Her multi-colored mane appeared extra bright and a slight silhouette from the sun accentuated the curves that were usually hidden by the way she carried herself.

Well hello number four.

"Hey Rainbow, your hooves look like they could use a bit of work" Spike said as he walked underneath the flying Pegasus.

Rainbow's excited mood and face were replaced by a perplexed mood and face. "Uh, what?" she questioned as she looked down at the dragon.

"I just couldn't help but notice that your hind hooves looked a little uneven" he said as he pointed to said hooves "If you want I could work on them for you."

"Okay, couple things, A:I'm not comfortable with other ponies touching my hooves and B:What would you know about hoofcare? Twilight didn't have you read books on it to work on her hooves did she? Cuz that would be really weird and creepy."

"No, of course not" Spike chuckled "When Twilight's mom couldn't watch me while Twilight was in class, Celestia watched over me and had me learn certain things like cooking, cleaning, aaaaaand hoofcare. She never really told me why for the hoofcare, but I always thought Twilight's mom had somehow convinced her so I could give her hoof massages. Which I......did."

"Hey, maybe she knew Twilight was gonna be a princess and was preparing you" Rainbow jokingly suggested with a chuckle as she descended to the floor. Spike joined in the laughter until they both froze and their faces went blank. They looked around cautiously as if the Sun Goddess would suddenly appear.

"Uh so Rainbow!" Spike said suddenly "How about that work on your hooves?"

"Eh, I don't know Spike" Rainbow answered unsurely and gladly taking the subject change "Like I said, I don't like other ponies touching my hooves."

"Well I'm a dragon, not a pony, and I've had professional training. And hey, you could read your new book meanwhile."

Rainbow contemplated the...interesting concept of having fingers work on her hooves. Spike looked at her with an expecting smile while releasing the mood changing pheromones from his tail that he still wasn't aware of.

Hmm, well it does look like the little guy got some muscle development with his growth spurt, so he could do a pretty good job with those fingers. Fingers with awesomely sharp claws. And I can read my new book.

"Aw what the heck, sure. Reading might not be the best thing to do in Twilight's castle while she's not here but we could figure something out later."

Oh we definitely will Spike thought to himself, his eyes momentarily flashing to their predatory green. Spike lead Rainbow to a separate bedroom so she could get comfortable. She laid down on her stomach and got started on her book while Spike left to get a file.

"Hey, I'm back" Spike said as he returned with the file and approached Rainbow's hind hooves. "Just wanted to give you a heads up so I wouldn't startle you."

"Oh, thanks" Rainbow said as she looked back at the dragon "So...go ahead and...start...I guess."

"Okay" Spike said with a motion of his head, also feeling slightly uneasy. Rainbow's hooves shifted slightly as Spike's hands reached for one. Rainbow looked on oddly as she somehow felt Spike's hands get closer. Spike began to grow frustrated as the hooves shifted in every direction.


"Sorry, sorry. I'll just focus on Daring Do" Rainbow said as she turned her attention back to her book. This allowed Spike to finally take hold of one of her hooves, carefully though still startling the pegasus slightly. "Mm"

"I've got you and I won't hurt you" Spike assured her in a low, calming voice "Trust me."

She wasn't sure why, considering she had never really been in a position where she needed to trust Spike, but she did.

"Okay, oh" Spike began gently filing her hooves, which made her retreat back into her book. Eventually she did find the action...calming, and a little tingly. "Hmm"

Spike meanwhile took the opportunity to admire her muscular, well toned legs, and flanks. When he finished and moved to the other, with surprisingly no reaction from Rainbow, he noticed that while muscular they were actually light. He suspected it had to do with her being a creature of flight, but then again he didn't exactly have prior leg lifting experience to compare.

Once Spike finished, he brushed off her hooves with a cloth he had also brought. "There you go Rainbow. What do you think?"

Rainbow turned herself over to inspect her hooves, and found herself pleasantly surprised. "Huh, not bad Spike. I don't really take the looks of my hooves into consideration, but they actually look kind of...hot."

"Not to gloat about my own work but...yeah they do."

"Uh, thanks" Rainbow said with a hint of blush and a small smile. "Oh, uh hoof massage too?" she asked as Spike began rubbing one of her hooves.

"Well yeah, you didn't think I was gonna do half a job did you?"

"Um no? But I'm not so sure that's a good oh wow that is good" Rainbow said in half surprise half pleasure. She never told anypony this for obvious reasons, but her hooves were a slight erogenous zone. She discovered it during her very brief dating period with Soarin and enjoyed it a little more during her one night fling with Spitfire. "I'll be gentle" Spitfire's promise flashed through her mind as she continued to enjoy the massage. It turns out fingers can do a much better job at hoof massages than another pair of hooves.

Rainbow went back to reading her book with a relaxed smile, holding it over her face as she continued to enjoy the amazing hoof massage. "Wow, you're pretty good at that."

"I've been told" Spike said with a small smirk.

After five minutes, Rainbow found herself too relaxed to enjoy her book properly, since she had to reread the last few sentences. She memorized the page number, closed the book and set it aside, putting her forelegs behind her head and closing her eyes in her usual relaxed position.

Spike took note of the slightest hint of arousal in the air as he continued his massage and Rainbow exhaled in content. When he moved to her other hoof, he decided to step it up a notch. He made his presses and strokes longer and applied more pressure, while also starting to slowly travel upward.

As Spike did his work, flashes of the awesome things he did went through Rainbow's mind. Helping to save the Crystal Empire, getting a giant statue of himself, saving the Equestria Games stadium from that ice cloud, saving them as Hum Drum, rampaging through Ponyville as a giant dragon, though that one was more awesome in scale.

Spike's hands went past Rainbow's ankle and began travelling up her thigh, bringing out a small moan from the pegasus. He stopped when he reached her thigh, gently wringing it, tracing his scales over her fur and flesh. Rainbow cocked an eyebrow while still smiling when she felt Spike's breath on her thigh. After a few more minutes, one of them finally spoke.

"You gonna keep teasing me or are you gonna taste the Rainbow?"

Spike decided to do the latter as he smiled intently, his eyes in their predatory green. Spike inhaled Rainbow's scent before diving in, suddenly being reminded of the scent of fresh rainwater. Spike grabbed hold of Rainbow's thighs as his lengthy tongue traced her inner walls.

"Ssssssss, oh yeah" Rainbow said as she shifted slightly while Spike's tongue explored her "Dashie like."

After ten minutes, Spike removed himself and brought himself up, which made Rainbow whine in displeasure. "Mm, not cool Spi-" her eyes widened when they opened after seeing a pair of deep green eyes staring back. Spike smiled down at her before bringing his lips to hers, which made her close her eyes on instinct.

After a few seconds, Spike pulled away, leaving Rainbow with an amazing taste on her lips. She grabbed his head and brought his lips to hers, forcing her tongue into his mouth. I'm not sure how, but the taste of me on his tongue is better than on Spitfire's.

"Mm" Rainbow said suddenly when Spike began to shift his body. She broke away to address him "Whoa whoa whoa, I- whoa!" she said when she looked down and saw Spike's member "Good for you, ah! I mean hold on a minute there big...really big guy. Don't go too fast there."

Spike looked down at her as if she had just spoken to him in a different language. He thought Rainbow would definitely want to get to business as soon as possible.

"Yeah I know, I'm fast and awesome in general" Rainbow noted "But if you remember, I'm not exactly big on showing affection so....outwardly."

"This isn't......your first time is it?" Spike said cautiously.

"Pbbft, of course not. Come on Spike, it's me. My first time was with Soarin, also two through six. And then Spitfire that one time."

"Really?" Spike asked with great interest.

"And all those times" Rainbow enunciated to get the dragon's mind out of the gutter, despite their current in-gutter position "We went a little slow. I'm not saying no or not right now, just not so fast."

"Yeah...sure Rainbow" Spike said caringly with a small smile.

"Thanks Spike" she said as she placed a hoof behind his neck, bringing him forward slightly like a congratulatory hug "Now kiss me dragon boy." Spike complied as they resumed their making out, their hooves and hands roaming each others bodies.

Spike's claws sent small jolts of pleasure through Rainbow as they traced along her skin, and Rainbow's hooves felt like they were smoothing down Spike's scales. They slowed themselves down, allowing the content feeling of being in each other's embrace, and mouths, longer.

Eventually they both broke away to catch their breath, and Rainbow looked into Spike's eyes before nodding to him.

"Are you sure?"

"Yeah. Go slow."

Spike nodded and shifted his body, slowly starting to enter her. "Whoa, ah, ah, little slower." Spike complied and slowed himself a little more. "Ah, that's good" Rainbow said as Spike fully entered her. She stopped him from slowly inching out "Wait, let me just, ah, savor the feel, mm. Okay go ahead" she said after a few more seconds.

Spike slowly retracted and pushed back in, going as gently as he could. He only increased his speed slightly, which Rainbow didn't object to, being cautious not to make the pegasus feel uncomfortable or possibly hurt her. Rainbow moaned in pleasure with each of his movements, perfectly comfortable with Spike's attention to her.

Rainbow brought Spike's eyes back up to her and began a passionate but gentle make out session with him. It was then that it occurred to both of them that what they were doing was actually gentle love making. The way Spike seemed to fit comfortably inside her, the way Rainbow gently accepted him.

When they broke away and Rainbow made to say something, Spike placed a finger on her lips and shushed her. Rainbow's heart skipped a beat as Spike's deep, green eyes stared into hers. He then nuzzled into her neck and started giving her small, nibbling bites that increased her arousal. It was like cool, liquid ecstasy was being injected into her bloodstream with each bite.

Spike would've expected the last two mating's (current one included) to be switched with the mares. Fluttershy's beast like nature was expected from Rainbow, though to a much lesser degree. Rainbow's gentle, almost shy behavior was expected of Fluttershy, but did make sense. To paraphrase what Rainbow said, she wasn't really one to display affection so outwardly. She only gave Tank a quick nuzzle when she had left him with Spike to be looked after.

Rainbow Dash's usual personality was currently stuck in a black void, the only thing visible being herself, her attempts at flying being in vain as she couldn't tell up from down or left from right. What's going on? Where am I?! Rainbow Dash's less prominent softer side currently inhabited her consciousness, and couldn't believe how great of a lover Spike was. She and Soarin had only "made love" three out of their six times, and Spitfire was...voracious.

Their physical activity lasted a little over an hour with Spike only increasing his speed in small amounts. Lack of beckoning from Rainbow made it apparent that she wasn't technically eager for him to become rapid, even as they neared their orgasms.

Spike slowed his movements and backed them up with more force, pausing at the last one before completely pushing himself in and triggering their explosions of pleasure. They both grunted and held onto each other as hard as they could, Spike filling Rainbow while her juices coated his member.

Spike held himself up to keep from collapsing on top of the pegasus, as they were both out of breath. "That...was..."

"Awesome" Rainbow finished with a breath.

"I was going to say...nice, but yeah that too."

"You were twenty percent better than Soarin"

"That's....great to hear?"

"Spitfire was wilder though."

"I'm sure she was" Spike said with a chuckle "When are we gonna have a very detailed conversation about that by the way?"

"Very funny"

"No seriously, when?"

Rainbow chuckled and quieted him with a kiss. "Dummy"

"So is that a yes?"

"If you're good, maybe, possibly, very small chance, pre-order the next three Daring Do's for me when possible and we'll talk."

"I will find A.K. Yearling and have her confirm your head canons and or fan-fictions if I have to."


Please read Author's Note, or at least the last part. Important.

"Yay! It's my turn!"

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Twilight looked up in alarm upon hearing Rainbow Dash's voice from her castle as she approached it, having finally returned from the Crystal Empire. I guess Spike told her Twilight thought to herself before teleporting into the castle to help Spike. She appeared at the entrance to the council/map room and saw the dragon and pegasus standing across from each other. They were doing the classic shifting left and right to evade/catch the other.

"You fucked Fluttershy?!"

"At her insistence!" Spike pleadingly argued "And she's not the only one I fu- mated! There's also Applejack and-"


Nice one, genius Spike's inner voice said.

"That's it! I'm going Double Rainboom on your scaly ass!"

"Rainbow no! Stop!" Twilight yelled as she teleported in front of Spike and cast a protective bubble around herself and her planned baby daddy.

"Turn the bubble off Twilight" Rainbow said in a warning tone as she approached them "This little lizard took advantage of me and two of our friends."

"No he didn't! He caringly and lovingly mated them. The same with you and me."

Rainbow stopped herself from banging on the bubble with one of her hooves. "Huh?"

"Yeah what she said" Spike said as he poked his head out from behind Twilight.

"Spike!" Twilight chastised the dragon through her teeth after Rainbow growled in response. Once Rainbow composed herself, Twilight explained everything to her, including Fluttershy accepting the matter quite eagerly. She kept the bubble up the entire time, in case Rainbow attempted to assault Spike.

"So......he's collecting mates."


"And he actually loves them instead of treating them like treasure."


"And this an instinct thing so he can't stop it."


"Hm....okay, I'm cool with it."

"Really?" Twilight and Spike said simultaneously.

"Yeah, but I just wanna make one thing clear. Twilight, bubble down please."

"You're not gonna hurt him are you?"


After a few seconds, Twilight relinquished and removed the shield. Rainbow began to walk towards Spike and put on a confrontational face. Spike began to nervously back away as the pegasus stepped closer.

"Rainbow" Twilight said cautiously as she ignited her horn in preparation.

"Relax" Rainbow said though not dropping the look "I won't hurt him." Twilight still kept her horn ignited as Spike was stopped by a wall. After a few tense seconds of Rainbow just staring Spike down, she took hold of his face and gave him a forceful kiss, surprising both Spike and Twilight.

Before Spike could embrace the kiss, Rainbow broke away and pushed her forehead against his while also pressing her foreleg to his chest. With narrowed eyes she said "You're entering a world of pain if you do anything to hurt them, especially Fluttershy. If she asks you for a glass of water, you bring her a gallon. If she asks you to feed her animals, you do it for the next five years. If she wants you to give her a foal, you better get a lot of Hooferade and keep your jewels nice and cool."


"A world of pain" Rainbow enunciated after cutting Spike off "Do you understand me lizard boy?"

"Yes" Spike confirmed fearfully.

"Good" she said before stepping away and calmly flying up to a window "And now you owe me a pre order on the next three Daring Do's. Twilight, you tell me if he's any trouble and I'll straighten him out."

"Sure Rainbow" Twilight chuckled before the pegasus took off for her home. Twilight turned to Spike and saw that he was still pressed against the wall, his eyes wide from fear.

"You ok?"


"You wanna curl up into a ball and lay here for a bit?"

"No I'm good, really" Spike assured her "Just weird to go from a hoof massage and gentle love making to almost getting attacked and then threatened."

"You gave her a hoof massage?" Twilight asked, surprised that Rainbow let him.

"Yeah" Spike said as he composed himself "That's actually how we ended up......you know."

"How come you never gave me a hoof massage?" Twilight said in a mock whiny voice while puffing out her lower lip.

"Because you never asked" Spike said with a laugh, which Twilight sarcastically ha-ha'd "So how was your stay in the Empire? Shining Armor doing okay?"

"It was great, and yes, he's doing much better. He should be out in a few days."

"Just a few days? Why not stay till he's out?"

"Cadance insisted I come back. Said that Shining would probably be really embarrassed being around me given how he ended up in the hospital."

"Yeah he-he" Spike chuckled nervously, recalling how he and Fluttershy were technically the cause of the captain's hospitalization. "Sorry about that by the way. I probably should've told Cadance sorry too."

"It's fine Spike" Twilight assured him "You didn't know it would happen. And Cadance told me to tell you there's no hard feelings."

"Well that's good to know. How was the paperwork?" Spike asked with a knowing smile.

"Oh my gosh" Twilight said after releasing a short gasp of excitement before going into an amusing description of how amazing it was to grapple with Shining's paperwork, claiming she had set a personal best. "It was great, but I missed you the whole time" Twilight said as she nuzzled her mate.

"I missed you too Twilight" Spike said as he nuzzled her too.

When Twilight removed herself, she turned around and slowly wiggled her behind. "So, wanna make up for lost time?" she said while eyeing Spike with bedroom eyes.

"Really? Now?" Spike said, slightly caught off guard "Aren't you tired from your trip?"

"Only a little" Twilight answered as she raised one of her hind legs and placed a hoof on Spike's stomach, slowly tracing up. "And I think I want my hoof massage now, before we get to business."

Spike shuddered as Twilight's hoof gently slid up to his chest. Twilight began flapping her wings to raise herself up so she could continue and reach his chin. Once she drew Spike's head up, she began to lead him to the royal bedroom while using her magic to lock the castle doors.

After laying herself down on the bed, Spike began to give Twilight the same treatment he had given Rainbow. His eyes switched to their predatory green when he began to travel up at a faster pace then he did with Rainbow.

"Mm" Twilight moaned in content as she and Spike's tongues slithered around each other after "catching up" twice. "I wish we could stay like this forever" Twilight said when she momentarily broke away before resuming. "I missed you so much" Twilight said after they finished, holding each other in their arms/forelegs.

"You made that very clear" Spike said with a small chuckle as he nuzzled the nape of Twilight's neck. "You have some very eager competition in the pregnancy area by the way."

"Really? Rainbow wants a foal?" Twilight asked, very surprised.

"No, Fluttershy" Spike specified "And she's determined. It was kinda the whole reason behind our second round."


"I told him about the foal thing."

"Thank you Rainbow Dash. You didn't press him too hard did you?"

"Not too much. I gotta say, you were right Flutters. He is a pretty good lay."

"Told you" Fluttershy said shyly and smugly with pink tinted cheeks.

"And good for you by the way" Rainbow said as she playfully nudged her timid friend.


"Good luck with getting knocked up Fluttershy" Rainbow called as she began to fly toward her home.

"Won't need it" Fluttershy called back.


"Hm, well that does make more sense. Fluttershy would be a great mother. But, don't tell her this, I'm getting pregnant first."

"Well just don't get ahead of yourself Twi, she's really determined and wild."

"Cadance notified me, against my will. But I'm determined too."

"Okay" Spike sighed as he got up to get a drink from the bar again "Either way, I still get a kid." Spike then froze after taking a sip of water, realizing the impact of what he just said. "I'm...gonna have a kid."

Twilight looked at Spike with slight worry while holding up her hind legs. "Spike, you're not worried are you?"

"N-No" Spike assured her "I think it's great. I just...never thought of myself as a dad. Wow...should I be getting ready, like reading books?"

"Spike, come here" Twilight said as she sat up. Spike set his cup down and approached the purple alicorn. Twilight placed her hooves on his shoulders and looked into his eyes. "I am gonna have you do some reading" she said, making Spike look at her with "Really?" eyes "But you're gonna be a great father, I know you will. And I don't want you to worry about that right now. Your priority at this time is collecting mates, and getting me pregnant first."

Spike was about to respond amusingly when Twilight cut him off with a quick kiss. "I feel like having a sweet snack. Could you go down to Sugar Cube Corner for me sweetie?"

"Now?" Spike asked "And sweetie?"

"Please?" Twilight said in a cutesy voice "I'll make it worth your while."

"What would you like?" Spike said instantly.

"Surprise me" Twilight said pleasantly as she laid back down and resumed her legs up position.

"Sure honey" Spike said jokingly with a chuckle as he walked to the bathroom to wash up first.

"Welcome to Sugar Cube Corner!" Pinkie said bubbly from behind the counter upon hearing the door bell ring. She turned around and saw that it was Spike. She released a happy gasp before exclaiming "The name of this chapter!"

"What?" Spike said as he approached the counter.

"Oh nothing. Hi Spike! How've you been?"

"Hi Pinkie" Spike said, chuckling at the pony's randomness "I've been great actually."

"That's super duper terrific! So what brings you here?" Pinkie said.

"Twilight wants something sweet"

"Say no more! I'm on it" Pinkie said before darting into the kitchen "Oh, actually I'll be on it in a bit. Mr. and Mrs. Cake are out with the twins and they put me in charge of a few things."

"It's no problem Pinkie. I'm sure Twilight won't mind."

"Thanks Spike" Pinkie said suddenly appearing beside the dragon before wrapping him in a hug "You're the most bestest, kindest, caringest, considerate, cutest, cuddliest, handsomest, attractive dragon friend ever!"

Spike blinked at the pink pony's description of him, slightly taken aback. "Um...thanks?"

"You can go ahead and have a seat" Pinkie said after releasing him and jumping behind the counter. She then pulled out a tray of frosting-less chocolate cupcakes that seemed to be fresh from the oven. She pulled out a frosting tube and began decorating the cupcakes with vanilla frosting.

Spike meanwhile watched the pink mare work from afar. It slightly fascinated him how in her element she appeared to be. Party planning is her usual foray but she was also frequently the caterer. And she was quite talented at it.

Pleasant memories of past things with the party planner soon entered Spike's mind. Organizing a party for his and Twilight's arrival in Ponyville, the strange case of her Pinkie Sense, being the first to wish him happy birthday at his party, angrily throwing cakes at him?

Wait, when did that happen? Spike asked himself in bewilderment.

"Oh drat, not again" Pinkie whined, drawing Spike's attention. He then noticed she was fidgeting with the frosting tube that was apparently clogged. "Come on you" Pinkie said determinedly as she continued "You're gonna spurt out that sweet white cream, wait, I should be gentle. Maybe I can rub the frosting out!"

Spike raised his head slightly at Pinkie's choice of words and then formed a V where his eyebrows would be when she started gently rubbing the tube. She continued for a few minutes as Spike watched curiously.

"Still nothing?" Pinkie said as she continued rubbing the tube. "Hmm" Pinkie pondered before gasping "just maybe..." she said before surprising Spike by placing her mouth on the end of the tube and...sucking on it, while also continuing to rub the tube gently.

As Pinkie made short moans with a smile on her face while working the tube, Spike had one question on his mind as he noted his rising arousal, haha. Does she know?

"Come on you oh!" Pinkie had removed her mouth and began to enthusiastically rub the tube, causing the frosting to finally spurt out excessively. Pinkie giggled as the frosting shot out onto her face and in her hair slightly. "Oops, I swear this never happens Spike, hehe." Spike chuckled somewhat unsurely as he looked at the frosting faced pony, who then started wiping off the frosting and licking it off her hoof.

"Mm, vanilla" Pinkie said as she slowly licked the frosting from her hoof. "Oh no, I can't use this tube to decorate the rest of the cupcakes! No one's gonna want frosting mixed with Pinkie slob. Oh well, Just gonna have to eat the rest of the frosting and then get a new tube." Pinkie then raised the tube above her head and began squeezing the frosting into her waiting mouth. "glug glug glug" Pinkie went as she stuck out her tongue to lap the frosting in.

She's doing this on purpose Spike thought to himself, his eyes now in their predatory green Work that tongue girl. "You know don't you?" Spike asked when she finished the frosting.

"Of course I do silly!" Pinkie said happily as she popped up beside the aroused dragon "This is one of my favorite stories!"

"I don't know what you mean and I don't care" Spike said as he inched his face closer to Pinkie's, who continued to look at him with the same happy expression "What I want to know is-"

"If I wanna go upstairs with you to my room so you can mate me which is perfect because no one else is here and I flipped the sign to closed before I popped up next to you?"

"You read my thoughts before I even thought them" Spike said before grabbing Pinkie's head and taking her into an enthusiastic kiss, which she accepted with a cheerful, high pitched "Mm!"

Spike wasted no time, picking up Pinkie bridal style while still kissing her and quickly walking up the steps. Spike used his tail to open the door to Pinkie's room, allowing him to toss Pinkie onto her bed.

"Wee! This is gonna be fun!" Pinkie exclaimed before Spike jumped onto the bed and slipped his long tongue back into Pinkie's mouth. He was momentarily surprised to find that Pinkie's tongue was more active than his. It was like Pinkie's tongue was a streamer shot out of her Party Cannon.

"Thas was Cheese sed!"


"Hehe, yur tong tikls ma thoat!"

Spike rolled his eyes at the mare's random playfulness before resuming the make out session.

"Mm, Mm!" Pinkie enthusiastically moaned as Spike's tongue slithered around in her throat. Her moans became more relaxed when Spike's hands started to slowly roam her body. Small shivers of pleasure travelled through Pinkie's body as the dragon's claws lightly traced against her skin before reaching her flanks.

"Hehe, your breath tickles my neck" Pinkie said as Spike began nuzzling the nape of her neck, planting small kisses.

"You smell like cotton candy" Spike noted as he started moving down.

"I eat it every day" Pinkie told him "And I use cotton candy shampoo."

Pinkie let out small laughs as Spike's kisses travelled to her chest down to her stomach. Soon they reached her inner thighs, which wiggled slightly in response.

"Hold on" Pinkie said suddenly before zipping away and returning in the same position somehow. Spike looked up when he heard the shaking of a whipped cream can, and saw that Pinkie now held one in her hoof. "You can't have Pinkie Pie without whipped cream silly" the mare said happily before spraying some on her leg and travelling up to her waiting marehood. She finished by leaving a dollop on her warm, moist lips. "Now you can" she said in a low seductive voice.

Spike smiled mischievously and licked his lips in response before lowering his head to her leg. His tongue started to trace along Pinkie's leg upward, licking off the delicious whipped cream. Pinkie leaned back with her eyes closed after storing the whipped cream can in her hair and sighing in content.

Spike reached the top, swirling his tongue around his new mare's pussy, licking away the last of the whipped cream. Pinkie began breathing heavily as Spike started teasing her, lightly flicking his tongue against her lips. She reached her breaking point when he lightly bit her clit.

"Dive into that Pie already! Oh-hohohohooooo yeah! Eat that Pie lover boy"

Spike was surprised that Pinkie actually tasted sweet, like sugary sweet. It reminded him of cotton candy, bringing back what Pinkie had said about her shampoo. He soon found himself enjoying the action almost as much as Pinkie, grabbing ahold of Pinkie's flanks and pressing his face further in.

"Ooh! That's it" Pinkie said before grabbing ahold of her headboard as she began nearing her orgasm. "You better finish that Pie. Don't leave any left overs. Eat out the whole tin Spikey!" Spike complied as Pinkie's breaths became shorter and whimper-like. Spike went into over drive, turning his tongue into a propeller, licking all over Pinkie's inner walls. "The Super...Duper...Party...Pony...That.........Pony...is.........MMMMMMMMEEEEEEEEEEEEEEE!!!!!!!!!"

Spike was momentarily surprised when he felt liquid hit his tongue, but soon understood and opened his mouth to drink Pinkie's sweet juices.


That same moment outside Sugar Cube Corner

Rarity was walking back home after her usual spa visit with Fluttershy, who she noticed was far more relaxed than usual. No doubt thanks to the stallion who paid her a visit. Her glow isn't as prominent but it's still quite noticeable.

"-EEEEEEEE!!!!!!!!!" Rarity froze upon hearing a noise she had only heard come from Sugar Cube Corner one time before. The day after Pinkie and Cheese Sandwich had made their peace after the Rainbow Dash Birthaversay fiasco.

"Hm" Rarity said as she looked up at Pinkie's bedroom window before calmly making her way to her boutique. Once she entered and closed the door behind her, she let it out. "ARE. YOU. SERIOUS?!"

Rarity rushed up to her room, which now had an organized conspiracy map splayed on its walls that would give Stiles a run for his money. Aside from Rainbow, who she hadn't recently seen, pictures of all the mated mares were taped to the walls. A picture of Pinkie soon joined the rest, followed by a picture of Cheese Sandwich in the suspect section.

"It's not even heat season!" Rarity exclaimed in a tone of slight outrage before muttering theories to herself.

Sweetie Belle walked past her sister's open bedroom, looking in momentarily before continuing on without any reaction. Sometime later, she reached the CMC clubhouse and was greeted by her fellow Crusaders.

"Hey Sweetie Belle" Scootaloo said "What's new?"

"Rarity's gone crazy."

"Dag nab it!"

"Ha! Pay up Apple Bloom!" Scootaloo exclaimed triumphantly as she held out her hoof.

"She couldn't hold on for one more week" Apple Bloom grumbled to herself as she tossed Scootaloo five bits.

"Hey!" Sweetie Belle exclaimed, drawing the attention of her friends "Don't forget my ten bits."

"Yeah yeah" Apple Bloom said begrudgingly as she moved to her saddlebags to retrieve more bits.


Pinkie panted with pleasure as her orgasm slowly died down, removing her hooves from her headboard. "That was fun" Pinkie said cheerfully before Spike came up to kiss her, eliciting an "Mmmm" from the pony, signifying she enjoyed the taste.

"I do taste sweet!" Pinkie said, momentarily breaking away before Spike joined their lips again, chuckling at her gleefulness.

Spike suddenly found himself under Pinkie, who was staring at him with her usual face of happiness. He hadn't even felt himself get flipped over. "Now you get yours!"

"Pinkie you don't have to-" Spike began as Pinkie lowered herself, only for her to put a hoof to his lips.

"Shh" she said as she came back up and looked at him with half lidded eyes of seduction "You just let Pinkie take care of you, okay?" she said seductively before giving him a quick kiss on the lips.

"......okay" Spike replied submissively with wide eyes.

Pinkie lowered herself and began placing small kisses on Spike's chest, travelling down to his stomach. Spike laid his head back with a large smile of anticipation plastered on his face. He released a short gasp when he felt a small kiss on the tip of his cock. He gritted his teeth and took hold of the headboard as more kisses followed.

Despite her hyper activeness, Pinkie actually took her time, evenly pacing the kisses. "Mmuah....Mmuah...." Spike brought his head up when she paused, then slammed it down when she ran her tongue up his length. He gave a small shudder when she swirled her tongue around the tip, and then she placed her mouth on it, slowly sliding down, taking his whole size.

The dragon's member reached her throat when she got halfway, but she continued until she had completely engulfed him. The small part of Spike's mind that wasn't drowned in ecstasy and could still think cohesively was amazed that Pinkie had taken his entire length, and that she wasn't gagging.

Pinkie slowly began to move her head up and down, pleasuring Spike in a way he had never felt before. After five minutes, she increased her pace and was giving Spike an excellent quality blowjob, making small gulping noises as she sucked his cock while also swirling her tongue around it.

If Spike's eyes rolled back into his head any further, he would see the inside of his own head. "S-S-Sweet Celestia....you give amazing head."

Fifteen minutes Pinkie continued until Spike reached his peak. "Pinkie....I'm...I'm gonna..." Pinkie increased her speed in response, acting like a wood pecker, no pun intended. "Ha...ha...hopskipandaJUMP!" Spike exclaimed/grunted as he orgasmed, his cum shooting to the back of Pinkie's throat, which she gladly accepted with a swallow.

"Mmm, yummy"

Once Spike had spent himself, he removed his hands from the headboard and saw small pieces and splinters of wood in them. He tilted his head back to see that he had made indents in the midst of his orgasm.

"I'll....pay for that....Pinkie" he panted apologetically.

"Don't worry about it Spike" Pinkie said after licking her lips thoroughly "I've got a few spares. Not the first time it's happened." Spike raised his eyebrows in surprise at that before Pinkie brought herself up and snuggled him. "You ready for the entrée?" she whispered in his ear.

"Really?" Spike said in slight disbelief "After all that....I am ready actually. How is that even...?"

"I have that effect" Pinkie told him before raising herself and giving him the bedroom look again. Without warning, she began to grind her warm, wet pussy against his still hard cock, teasing him ever so playfully. Just as Spike was about to insist she take him, she did, slowly pushing herself down onto Spike's throbbing member.

When the last of him disappeared inside her, Spike let out a husky exhale of pleasure and content, the pink pony's marehood fitting perfectly. Pinkie bit her lip as she moaned with pleasure as she rotated her hips slightly, enjoying the feeling of Spike's large dragon cock inside her. Spike thought he would've exploded right there, but he didn't, his pleasure increasing instead.

No words were exchanged as Pinkie started to lift and lower her body slowly, riding Spike, her pace increasing with every minute until she was slamming herself down. Spike's dominance instinct kicked in, the green of his predatory eyes deepening before he flipped his and Pinkie's bodies over. He then started giving her his own version of the treatment she gave him, slamming into her repeatedly while growling.

Pinkie moaned with each of Spike's thrusts, or rather impacts, eventually wrapping her forelegs around him to ensure she didn't slide upward. Spike's animal side then took over as he started crawling upward until he reached the headboard, still slamming himself into Pinkie. Then he kept going, his claws digging into the wood of the house, literally driving Pinkie up the wall, who held on with her forelegs even though she was too into it to notice what was happening.

One would've thought a horror movie was being filmed in Pinkie's room as Spike crawled across the ceiling, still fucking her deep and hard. Spike's long tail instinctively wrapped around Pinkie's arms and shoulders as he reached the wall on the other side and started climbing down headfirst. Pinkie still failed to notice their current place in her room.

When the entwined pair returned atop Pinkie's bed, Spike increased the rate of his thrusts until he was a jackhammer. Pinkie's eyes fluttered as she bit her lip, her orgasm approaching at the same speed as Spike's. Spike gave one final, strong thrust, igniting both their explosions of pleasure and euphoria.

Spike grunted as he shot his load into Pinkie, who made her trademark giggle that ended with a long "hahaaaaaaa!" Both dragon and pony panted heavily as the former collapsed on top of his newest mate.

"That...was....really....fun!" Pinkie exclaimed.

"Yes...it was" Spike agreed before something suddenly occurred to him "Oh crap, I forgot about Twilight's snack."

"Which is why I came over."

Both Spike and Pinkie looked to the doorway to see Twilight standing there with a cocked eyebrow and a smug grin. Pinkie continued to smile while Spike momentarily felt as though he had been caught cheating. Then he felt that he had been caught doing something other than the task he had been given earlier. Which was appropriate.

"How....long have you been standing there?"

"Since you started climbing down from the wall."

"Hey Twilight!" Pinkie greeted the alicorn happily "Sorry I kind of distracted Spike from him getting your treat. But I do have some emergency cupcakes. You want one before joining us for round two?" she said as she pulled out a tray of blue frosted cupcakes from her nightstand drawer.

Spike's eyes widened and the space that would have his eyebrows formed a V, not believing that Pinkie had just made that suggestion.

"Well I'd normally say no" Twilight began as she stepped in "But Spike does owe me for not bringing my snack. And after seeing all that combined with the smell in here, I'm actually a little turned on."

"Well then close the door!" Pinkie exclaimed happily "You're gonna let the stank out!"

Twilight complied, closing the door with her magic as she approached the bed containing the excited Pinkie and the perplexed Spike.

An hour and a half later

The door to Pinkie's room opened, and Spike collapsed on the floor face down with his head turned to the side, a big goofy smile plastered on his face. Said face was covered in pink and purple lipstick kisses and his lips sporting a layer of blue frosting. He tried to lift his arm so as to begin dragging himself, but he made very little progress in the lifting. Thankfully, the dragon was soon enveloped in Twilight's magic, which lifted him onto her back as she walked out with a very satisfied smile.

"That was an educational and fun experience" Twilight said as though it had been an ordinary event "Thanks Pinkie. Welcome to the club" she said as she walked away while licking some blue frosting from her lips.

"Thank you Twilight and Spike" Pinkie replied as she licked blue frosting from her lips and wiped some from her inner thigh. Her room had two empty cupcake trays and three empty cans of whipped cream on the floor. "We should get Rarity to make jackets when Spike mates her too. Oh, make sure to wipe that frosting from your legs too."

"Will do Pinkie" Twilight chuckled as she summoned a washcloth.

Rarity would later regret taking a nap after her theorizing once she heard about this. She would've seen Twilight and Spike walk by her boutique looking very pleased.

Here's some special art

The Plan. Phase 1 (story)

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The unicorn fashionista panted as she stared up into the emerald eyes of the dragon that got her heart racing. He had laid her down on her extravagant bed after passionately joining their lips. Now he was slowly stroking her cheek, the feel of his claws on her skin sending small shivers of pleasure through her.

"I could eat you up" Spike whispered into her ear. It took all her will not to swoon into breath taken unconsciousness.

"Oh Spike" Rarity began breathlessly "I can't believe it took me this long to-"

"Shhhhh" Spike shushed the girl with a finger to her lips "That doesn't matter. All that matters, is that we're here, now. And I should correct myself. I'm going to eat you up" he said with a very intent smile. Those words made Rarity beam with glee before she closed her eyes and laid her head back as he began to travel down.

knock knock "Rarity?"

"One minute Sweetie Belle" Rarity called to her sister as she began to feel Spike's hot breath on her equally hot marehood.

knock knock knock "Rarity!"

"Not now Sweetie Belle!" Rarity called back, now annoyed. She could feel his tongue begin to trace upwards.


"WHAT SWEETIE BELLE?!" Rarity exclaimed as she shot up by her forelegs and suddenly saw only blackness. She looked around in confusion before reaching to her face and felt her sleep mask. She used her magic to remove it and place it atop her horn before looking around, perplexed. She was in her room, alone, no dragon in sight, though the warmth and moisture between her legs was ever present, soon accompanied by a pink toned warmth in her cheeks.

Rarity turned her head quickly when the door to her bedroom was slammed open. In the doorway was a narrow eyed, angry looking Sweetie Belle with a disheveled mane and her own sleep mask positioned over her horn. Her eyes were narrowed from annoyance and interrupted sleep.

Sweetie Belle lowered her outstretched hoof after having slammed the door open and trotted in. Once she reached her older sister's bed she leapt onto it and took ahold of her sisters chest with her hooves. She pressed Rarity's face against hers, staring daggers into her eyes.

"We talked about this" Sweetie began in a very intense whisper through clenched teeth "when you still had a thing for Trenderhoof. Either go to sleep with a clear head, put some duct tape over your mouth, get Spike over here and get it over with, or learn teleportation and send me back to Mom and Dad's because I do NOT want to be one of those fillies that needs THERAPY."

Sweetie Belle pushed her sister back down to her bed and leapt off, not waiting for a response, exiting through the open door. Rarity remained wide eyed for a few seconds, surprised at her sisters actions. She jumped slightly when she felt something light land on her stomach. She looked down to see a roll of duct tape before looking to her door and seeing Sweetie Belle's tail moving away.

"Night!" Sweetie Belle exclaimed before using her magic to slam Rarity's door closed.

"........Sorry Sweetie!" Rarity called to her sister.

"Go to sleep! And stay silent!" Sweetie exclaimed through the wall.

Rarity chuckled lightly and nervously before levitating the tape to her vanity, and levitating a pen and her diary towards her. She began to record the newest interesting development in her faux leather bound book after turning herself over. She put a hoof to her cheek before quickly withdrawing it, her cheeks reddening as she noted that the suggestive smell on her sheets was quite prominent on said hoof.

Dear diary, this is the third dream this week concerning a certain kind, caring, cute, strong, handsome, muscley, well toned, attractive dragon. And I suppose it's appropriate that it's the third considering how the events played out in this one. In regards to where Spike was....heading. But enough about the actual dream.

If these dreams continue as they have, he and I will be....joined by the next one. I don't know, I can't think straight, I have no idea what I'm supposed to do. I admit, once again, to my awareness of Spike's feelings for me, but he hasn't been so outward about it since his birthday incident. I would take that to mean he's grown past his little crush, but now he's grown and reached adolescence, and I'm.....surprised I suppose.

His new found strength is quite impressive. Especially considering it basically started these dreams those days ago.

Rarity stopped her writing to look up and stare into space, remembering what she had seen four days prior.


Rarity was at her sowing machine working on a new dress, despite the still present conspiracy notes and pictures that most would see as distracting. She was glad that nopony had yet to enter her room and see the literal display of insanity.

A grunting sound suddenly drew her attention and caused her to look to her bedroom window. She approached and opened the window to see what was going on. What was transpiring below surprised her.

Spike was loading large bags of manure onto a cart along with Big Macintosh. While the manure wasn't too appealing, the sight of Spike's contracting arm muscles was quite eye catching. Rarity cocked an eyebrow and smiled lightly in interest, pressing her torso against the wall and putting her forelegs on the windowsill.

"These are heavier than I thought" Spike said as he set down another bag onto the cart "But it's not too bad."

"Eeyup" Big Mac agreed as he tossed a bag from his back "Gotta say Spike, Ah was wrong boutcha. Yer a good fella. Ah'll call off the kidnappin me and mah cousins organized."

"Thanks Mac, wait what?"

"Come on slowpoke, we got twenty more bags."

Spike chuckled nervously and resumed his work alongside the stallion, occasionally sneaking a quick glance to the window of the boutique. Every time he looked he saw just what he had hoped and expected, Rarity looking down on him with a very interested look. It was going just as he planned, the mare of his desires none the wiser.

Rarity watched him work the entire time, even straining to see him as he shrank from view, pulling the heavy cart as Big Mac had instructed him. When she pulled herself back inside she noticed that she seemed to be biting down on something. She opened her mouth and levitated her work glasses away from her, realizing she had unconsciously removed them and had begun to bite down on one of the arm tips. She cleared her throat before using a cloth to wipe down the tip and replace them atop her head.


Rarity lightly shook her head free of the recollection and resumed writing in her diary.

I have taken a moment to recall and think, and I have made a decision. I am going to ask Spike if he would like to accompany me for lunch in a day or two. It'll be just the two of us. After all we've been through, his progression in size and maturity and muscles I've decided to finally give the boy a chance.

I think he deserves it after all this time, and hopefully it can get my mind off my erratic behavior concerning the girls and their pleasurable achievements. Oh I'm still determined in finding out, but I think I need a break. Not to mention it'll make me come off as a madmare if revealed.

I finish with a decree: Here's to new experiences and a hopefully pleasant lunch.

Spike stood inside the map room of Twilight's castle, surrounded by all his current mates, relaying his observations and gathering information from them.

"Okay, I kept stealing quick glances and I saw her in the window. I couldn't see her face entirely so Rainbow? Twilight?"

"She watched you the entire time big guy" Rainbow informed him.

"I saw her through my telescope just like I said and she looked very interested" Twilight clarified for the young drake.

"Great" Spike exclaimed with a clap of his hands before approaching Twilight and taking her face in his hands "Thank you Twilight my love, my first, my mare, my royal beauty."

"Blech" Rainbow groaned while sticking her tongue out "Glad I wasn't your first. Anymore sap and we're gonna have to have another pancake breakfast Ow!"

"Rainbow hush" AJ chided the pegasus as she retracted her elbow from her friends side.

"How can I ever repay you?" Spike asked, ignoring the immature comment from his colorful mate.

"Oh, I could think of something" Twilight said intently as she began to trace circles on Spike's chest with a hoof.

Spike cocked an interested brow in response, while Twilight noticed Fluttershy tilting her head to look at Twilight with narrowed eyes. Fluttershy could feel Twilight's mocking smugness as she momentarily shifted her eyes to her.

"Okay!" Rainbow exclaimed "Just cuz we're all your mates doesn't mean you can be gross with us individually when we're all around."

"Rainbow" AJ said sharply at the pegasus.

"Oh don't pretend like it's not weird, you're the Element of Honesty."

During the short exchange, Spike had turned away to observe while Twilight and Fluttershy got into a silent exchange. Fluttershy placed a hoof on her chest, pointed to her stomach and raised a single feather from her wing, then she pointed to Twilight and raised two feathers.

Twilight shook her head no and repeated Fluttershy's gesture, causing the yellow pegasus to bear her teeth at the alicorn threateningly.

"Okay, calm down" Spike said breaking up Rainbow and AJ "I don't want two of my girls arguing."

"Yeah!" Pinkie agreed happily "Not without some whipped cream!"

Everyone looked to Pinkie with a questioning look, then all the girls looked to Spike with a confrontational look.

"What?! That's all her" Spike said defensively as he pointed to the still smiling Pinkie "Though I'm not opposed to it." Spike ducked when a pillow was thrown at him and continued. "Let's get back to the plan shall we?"

"The plan to make Rarity your final mate by 'unknowingly' showing off your strength and getting her interested which you already did and then in a few days you ask if she would like some help for the day and of course she'll say yes cuz she always does and then when she tries to ask you out to lunch or dinner you beat her to it and take her to some place really nice and then finish with an invitation to another date that she'll say yes to" Pinkie inhaled deeply before continuing "and then-"

Pinkie was stopped by Spike's hand covering her mouth.

"Yes Pinkie, that plan."

"Just making sure" Pinkie replied after Spike removed his hand.

"Is there any other plan?" Rainbow questioned.

"Well Twilight and Fluttershy are planning on getting pregnant and are competing for first place."

"Pinkie!" the two mares exclaimed.

"What? You didn't say I couldn't say anything."

"We didn't know you knew" Twilight pointed out "Wait, how did you find out?"

"Wasn't too hard to find out since me and Flutters share a voice actress."

"We're getting off topic here guys" Spike stated before anyone could question what Pinkie was talking about.

"Well Pinkie pretty much summed up yer next course a' action Sugar Cube, so Ah think we're done here."

"Oh yeah" Spike acknowledged "I guess you girls can go then."

"Thank you" Rainbow said gratefully "Because no offense, but I don't really feel like sticking around to discuss you knocking up Twilight and my oldest friend."

"Rainbow" AJ warned.

"I'm done, I'm done" Rainbow said as she began to fly towards the door "Good luck with seducing Rarity Spike!"

"That's it! Ah'm gonna wash out yer mouth with soap!" AJ exclaimed as she pulled out a length of rope from Pinkie's mane. Rainbow zipped out of the room with Applejack giving chase.

"Why did you have rope in your mane?" Fluttershy asked.

"For rope related emergencies of course! And....other things" Pinkie finished with a wiggle of her eyebrows at Spike.

"Okay Pinkie!" Twilight exclaimed.

"I'm just kidding Twilight, you silly filly" Pinkie replied as she walked to the door. Twilight looked up and shook her head with a smile, leaving her unable to notice Pinkie giving Spike a seductive wink before bounding out. Fluttershy followed at a distance behind Pinkie after wishing Spike luck as well.

"Well, now that we're alone" Twilight said as she approached Spike, the tone of her voice slowly changing "You could start repaying me-"

"Um, Spike" Fluttershy said as she poked her head in, having returned "I was wondering, if maybe you could come by my cottage, that is if you wanted to, since you have the rest of the day free, and help me with.....something?" Fluttershy quickly shifted her eyes to Twilight and back to Spike. Twilight in turn now had her eyes narrowed at the pegasus.

"Um, well me and Twilight were about to, uh..."

"Do some re-shelving in the library" Twilight said quickly "You know how important re-shelving is for me, and besides, I'm sure you've gotten everything done that you need to for the day."

"Well there was actually something very important that slipped my mind" Fluttershy said before Spike could say anything while also approaching his unoccupied side "And I could really use Spike's assistance."

"Um girls?"

"Well he was my assistant first, so it's only natural he helps me first" Twilight said as she hooked a foreleg around Spike's arm.

"Yes, but it's also important he help others, and since he's been helping you for years, I'm sure he could help me first to show that he can be generous to others and not just you" Fluttershy said as she also hooked a foreleg around Spike's other arm.

I've got two girls fighting over me....so they can get pregnant before the other. What's going on? How did I get here? Should I be happy, worried, or confused?

Soon, the two mares were in the air pulling on Spike's arms in a heated attempt to claim him.

"He's helping me!"

"No me!"



And so it went for three more minutes before Spike intervened.

"Enough!" Spike shouted before pulling the pair down with the very arms they had grabbed. He placed the two startled ponies in front of him and removed his arms from their hooves, his eyes their predatory green.

"You are two grown mares so act like it!" Spike exclaimed as he pointed a clawed finger at the two "Stop fighting over a guy like you're in high school and put this foalish rivalry behind you. Whoever gets pregnant first gets pregnant first. Fluttershy I'm sorry to break it to you but me and Twilight have done it more times than we have. Twilight, Fluttershy is much more wild and intense than you. So It could go either way."

Spike allowed his words to sink in as the two ponies blinked their wide, surprised eyes. Their wings had also folded in against their backs from intimidation.

Spike took a deep breath before resuming. "Fluttershy, go home. You and I will have some time later, and frankly I can't be worn out at this time with the plan I've made."

"Yes dear" Fluttershy said submissively before making for the doorway. Spike used his tail to stop her and approached her, taking her face in his hands.

"This doesn't mean I love you any less, I'm not mad at you, I was just mad at your behavior. I appreciate your enthusiasm and I will reward your patience when my plan has come to fruition." Spike patted her head and gave her a kiss on the lips. Fluttershy closed her eyes, embracing the kiss and lightly flapping her wings, causing her to hover slightly.

"I love you" Spike said after breaking the kiss before leaning in to whisper "And you're a beast in bed."

"I...love you too" Fluttershy said as she turned her head away slightly while blushing "And thank you."

Spike turned her and lightly pushed her in the direction of the door and giving her back a light pat. Spike watched her leave with his now normal eyes and a loving smile.

"She's a good kid" Spike said as he turned back around to face the still surprised Twilight, who blinked her wide eyes at him again.

"What?" Spike knitted his brow and sniffed the air "Really? You're turned on now?"

Twilight responded by leaping into a teleport that placed her on Spike, allowing her to wrap her forelegs and hind legs around him and assault his lips with her own.

"Mm mm mm" Twilight moaned as Spike stumbled back slightly from the surprise "Sweet Celestia you're attractive when you assert your authority."

Spike found he wasn't too surprised given Twilight's apprenticeship to the highest authority SPIKE NEED! Calm down.

Twilight's eagerness and scent of arousal was enough to sway Spike to further what they were doing. He grabbed hold of Twilight's firm behind, returned the hot, sloppy kiss and began making his way to the royal bedroom.


Meanwhile in Canterlot

"Again, dear sister, I am quite uncomfortable with this...task you've given me."

"You do still remember what I've offered as incentive, don't you Luna?"

"Yes" Luna deadpanned "And again I must decline."

"You sure?"

"Yes Tia" Luna exclaimed "Just because I've been imprisoned in the moon, alone for a thousand years doesn't mean I'm eager to engage in amorous activities with anypony or dragon you offer."

"Your loss" Celestia said with a shrug "Now get to it Lulu, Rarity's not going to dream about Spike herself."

"She could and has" Luna groaned begrudgingly as she made for her room "And ugh. The awkwardness has been doubled."

Celestia chuckled as her sister exited.

"I'm going to give you a nightmare about cake disappearing from existence."

"What was that Luna?"

"Nothing Tia!" Luna sang out.

"Oh Spike yes!"

"That's it!"

"Sweetie what are you" stretch, tear, smack "MM!"

"You didn't put the tape on so I did! Night!"


"NO! Don't leave me my fluffy chocolate sweetness!"



The Plan. Phase 2

View Online


(with a side of stress relief)


The Royal Guards followed their Commander's order, forming a U shaped barrier in front of the upper side entrance to the Canterlot Castle that lead to Celestia's private chambers. Every Royal Guard in Canterlot had been called back to the castle, numbering in the four hundreds.

Very little space was left in the moderately sized yard that the Guard now occupied. They all waited in battle ready stances with their spears pointed to the doors as the Commander in Chief walked up to them.

"Just because there hasn't been an attack in over a century, doesn't mean we aren't prepared. We've run practice every week since the academy. Remember! You are soldiers of Equestria! No matter the size of that beast, you will stand your ground!"

The guards all gave a tough grunt and stomped a hoof in unison. They were prepared to face the dragon that had unleashed its roar from within the castle.

Four days earlier

Twilight entered Spike's room to find him at the desk he had requested prior to recent events. It was appropriate to his new size thankfully with a "wall" on the front, creating a small space. She was confused as to why Spike was standing at the desk rather than sitting in his chair, and he had placed his upper torso on the desk as if he had fallen asleep.


"Oh! Hey Twilight, what's up?" Spike said a little hastily as Twilight stepped closer.

Twilight cocked an eyebrow at Spike's behavior and the slight movement from his lower torso, that she could see at least.

"You...did ask Rarity if she'd like some help tomorrow right?" Twilight asked as they had not had a meeting this time. Everypony else was going about their daily routine.

"Yup, I'm going over tomorrow, ahhh" Spike finished with a slightly labored exhale.


"......A little bit, I mean haha, this is the mare I've had my eye on since we moved here. And now I'm finally gonna go big or go home. It's...ha-ha-ha-haaaaaaa finally gonna happen" Spike said with a few breaths.

"I guess it is natural you'd be nervous-"

"Found it" Pinkie said happily, cutting off Twilight as her head came out from under the desk to address Spike.

"Yes you did" Spike affirmed as Twilight looked on with wide perplexed eyes.

"Hey Sister Mate Twilight" Pinkie said as she approached Twilight after coming out from under the desk. She then gave the surprised alicorn a quick, loving kiss on the lips before bounding out. "Mmuah, I'll see you guys later, the twins will probably be waking up soon." Twilight merely watched Pinkie with still wide eyes as she bounded out before turning to Spike.

"Aaaaand what exactly was she looking for down there?" Twilight asked after tasting something peculiar on her lips.

"One of your books, here" Spike said as he pulled out a book from under the desk. Twilight reared back slightly before inspecting the book closer and seeing that it was in fact one of her own.

"Wha- How did this end up in here?" Twilight asked as she took the book in her magic hold.

"I don't know" Spike said with a shrug "Pinkie came in here saying she was looking for it."

"And that's all she was in here for?" Twilight said with a skeptical look.

"What else would she be in here for?"

"Mmhm" Twilight said with a sly smile before making for the door "Thanks for finding my book. And it looks like stress won't be too much of a problem huh?"

"Goodbye Twilight" Spike said with a chuckle.


"Is she gone?" a small voice asked from under the desk after Twilight exited.

"Yes Fluttershy."

"Well what are you waiting for then? It's my turn, so get to it" Fluttershy said as she positioned her behind in front of Spike.

"Yes mam" Spike said enthusiastically as he positioned himself and grabbed hold of the front of his desk.


That same moment in Canterlot

Celestia was slightly startled when her niece teleported in front of her in her study.

"Aunty, give me another dose"

"Again?" Celestia asked as she charged up her horn and cast the spell she had cast on Cadance during their meeting with Spike and Twilight. "That's the fourth time today."

"Well Fluttershy is quite persistent it seems" Cadance said after letting out a breath of relief "Can't you just teach me the spell?"

"Sorry Cadance, trade secret. The last time this spell went beyond me every male in the country rioted" Celestia explained before taking a sip of tea "Had to perform a country wide neuralisis spell, which isn't an easy feat."

"I thought the spell was for mares."

"Yes, to quell their sex drive during heat season to prevent pregnancy. For some reason most mares weren't eager to be pregnant during that time."

"Maybe I should just stay here meanwhile until Shining is let out tomorrow. We haven't had much time to just talk."

"That sounds splendid Amore, here have some tea" Celestia said as she levitated a cup to her niece "So what was it like, exhausting my nephew in law?"



Second day

"So then I told Twilight, 'Just flip through the pages'" Spike erupted into hilarious laughter as he walked out of Rarity's boutique, said mare joining in his laughter.

"Oh-ho Spike, I didn't know you were so funny. And again I must thank you for all your help today, it was so nice of you."

"Helping you is a privilege my dear" Spike said with a small sweep of his hand across the air.

"Oh Spike" Rarity gushed, feeling some warmth coming to her cheeks "You little charmer you."

The pair slipped into a small moment of comfortable silence before addressing each other simultaneously.

"Um Spike?

"So Rarity..."

"Sorry you go, no you"

"You first Spike, I insist."

"Okay....um, well I was just wondering...if you'd like to maybe...go out for lunch tomorrow?" Spike asked as he rubbed an arm bashfully.

Rarity's eyes widened in surprise He beat me to it. "That...sounds delightful Spike."

"Really?! I mean ahem, are you sure? You're not busy tomorrow?"

"I am completely free Spike. What time will you be coming over to get me?"

"Uh...one a clock sound good?"

"Sounds excellent Spike. I'll be awaiting your arrival tomorrow."

"G-Great" Spike exclaimed stumbling a bit as he took a step back "I'll be waiting...for tomorrow, that's to say I can't wait for tomorrow."

"Neither can I Spike" Rarity chuckled at the dragon's nervousness "Au revoir Spikey Wikey" Rarity sang out to the retreating dragon.

"Bye Rarity" Spike called back before the unicorn closed the door behind her. Inside the boutique, Rarity let out a small, dreamy breath before hearing a familiar voice clear their throat. Rarity turned to see her sister leaning against the wall with a smug smile.

"Can I help you Sweetie Belle?"

"So you're finally going on a date with the guy?"

"It's not a date Sweetie Belle. It's just two friends having lunch."

"Just the two of you, not anypony else like usual, after spending the day together talking."

"Two close friends having lunch" Rarity enunciated at her sister.

"Whatever helps me sleep at night" Sweetie Belle said with a shrug before making for the stairs.

"It's 'Whatever helps you sleep at night' Sweetie Belle."

"Let me clarify, I meant to say 'Whatever puts your mind at ease before you go to bed so I don't have to tape your mouth and have some quiet while I sleep.'"

"Ha-ha" Rarity said sarcastically as Sweetie Belle walked upstairs.

At Twilight's castle, Spike let out a sigh of relief before doing a small fist pump. He then jumped slightly in the air as he neared the map room with his fists in the air.

"Ah take it everyhtin' went well Sugar Cube?"

"Gah! AJ, you're here" Spike exclaimed after drawing back slightly.

"Eeyup, I came here to ask ya for somethin' but Twilight said to tell ya to go into her office when ya got back."

"Thanks AJ, I'll get your question when I'm done with Twilight."

"Take yer time Spike."

Spike entered Twilight's office and closed the door behind him, said mare sitting at her desk writing something down.

"Hey Twilight, what'd ya wanna see me about?" Spike asked as he approached Twilight's desk.

"Hey Spike, I wanted to see how the start of Phase Two went. She say yes?" Twilight asked after putting down her quill and approaching Spike.

"Yup, she said yes" Spike confirmed happily.

"That's great Spike" Twilight congratulated the young dragon with a hug "I'm so proud of you, mmuah" she finished with a kiss to his cheek.

"Proud that I'm going after another mare?" Spike asked amusingly as he returned the hug.

"Well you've had your eye on her for years, mmuah" Twilight pointed out while delivering another kiss on his other cheek "It's just makes me so proud to see you finally making progress, mmuah."

"Um, thanks?" Spike said as Twilight snuggled into the nape of his neck.

"Really proud" kiss


"Really really proud" kiss, kiss

Spike cocked a brow when he noticed that the kisses were being drawn out. "Whatcha doing?"

"Nothing" kiss "just letting you know" kiss "how proud I am."

"That proud huh?" Spike practically whispered.

"Mmhm" Twilight hummed as she placed a kiss on Spike's lips this time.

"Applejack's right outside"

"Let her listen" Twilight said as she traced her open lips against Spike's, making him shudder. He wasn't conscious of the fact that he had grabbed the corner of Twilight's crystal desk as was starting to create cracks.

"She said she wanted to ask me something."

"Mm, she can ask after" Twilight whined before tightening her hold on Spike.

Knock knock "Spike? Ya in there?"

"Oh come on" Twilight whispered in annoyance.

"I should probably-" Spike said as he began to turn himself, only to be cut off by Twilight pulling him towards her.

"Don't talk" Twilight whispered "She'll think we aren't in here."

"Ah saw ya go in there! Can ya hear me?"


"Let me see what she wants"

"Nooo" Twilight whined while pulling him back.


"I'll suck your d**k"

To say Spike's nostrils were being brutally assaulted by the scent of Twilight's arousal would be putting it mildly.

"Spike?! Come on! I really need yer help."

Blood would be dripping from Spike's hand if not for his scales, though his claws were close to slipping under them. "Ahem....I'll make it quick, okay babe?" Spike said with some strain in his voice as he struggled to pry his eager mate's hooves off of him.

"Nohohooo" Twilight whined again "I don't want you to make it quick. I want you to make it now and make it long."

"I will when I get back" Spike said, somehow resisting the urge and setting Twilight in her chair. He had finally pried her off and was holding her up in the air.

"Mm! Fine" Twilight pouted as she crossed her forelegs. Spike chuckled before turning towards the door and taking a deep breath to bring himself...calm himself down. He opened the doors and stepped out to meet Applejack, closing the doors behind him.

"So what do you need help with AJ?" Spike asked, unaware of Twilight pressing her ear against the door.

"There's some trees that still need buckin and Big Mac's off with Cheerilee Celestia knows where. Ah was thinking we could spend a small bit a time together while harvestin'."

Spike heard a suppressed, high pitched growl of annoyance behind the door before responding. "Well Twilight kinda needed me-"

"Need Ah remind ya that Ah'm one a yer mates too and you've only spent time with me that one time. That other time was a part of yer plan. You wouldn't want Big Mac ta think yer neglectin me would ya?"

"Well come on Applejack, those trees aren't gonna buck themselves" Spike said eagerly after walking past the earth pony. Even Twilight thought it a wise decision, as she didn't want her mate harmed.

"Thank ya kindly Spike" AJ said happily as if he had said yes since the beginning, quickly catching up with him.

"You didn't tell Apple Bloom to put back the baskets when she was done with them?" Spike asked as he entered the small room. He suddenly heard the door close behind him and turned around to see that Applejack had closed it and was looking at him with half lidded eyes.

"Ah didn't need ta cuz she wasn't usin them" she said as she began walking towards the dragon. She threw off her Stetson and removed the band from her mane, shaking her head slightly. "Somethin does need buckin though, but it ain't the trees."


"Oh like it's the first time I've done it" AJ said before pushing Spike onto the small couch in the room "And it is true that we only had relations once. So you owe me lover boy." Applejack proceeded to assault Spike's lips very sloppily, her tongue quickly slipping in and slathering Spike's mouth.

Spike pushed Applejack off momentarily to address her. "We couldn't do this at the house or the barn?"

"Granny Smith is back and she was never too comfy with me havin' boys over, or at least in hearin' distance."

AJ resumed her attack on Spike's lips, pushing him down completely onto the couch. He was going to address her again if not for Twilight working him up beforehand and Applejack's equally strong scent.

It wasn't long before AJ was shouting "Yee-haw!" once again, though this time she was putting more of her strength into it. It was about sixteen percent of Fluttershy's enthusiasm from her first night with Spike.

An hour and a half later

"AAAAAAAHHHHHHH! What're you two doin in here?!"

"Apple Bloom, didn't Ah teach ya ta knock?"

"It's mah clubhouse!"

"Uh...hey Apple Bloom, sorry about this"

"I-It's fine Spike" Apple Bloom said hesitantly as she looked away and raised a hoof to block her view "Maybe not. Oh mah eyes! I gotta get outta here" Applebloom covered her eyes and ran hard and fast, away from her defiled clubhouse, while Spike began to wonder if it was ethical to be doing all this during his plan to...obtain Rarity.

"That should keep me satisfied for the next week" Applejack said as she came out from under the blanket she had pulled out "Okay Fluttershah! All yours!"

"Wait what?!" Spike exclaimed as he pushed himself up by his hands. Fluttershy suddenly opened the door to the clubhouse and walked in.

"It's about time"

"Hey, you've had him more times than me. Don't push yer luck" Applejack told the pegasus as she approached the door.


"Wait, did you two plan this?!"

"Pretty much" Fluttershy confirmed before leaping onto Spike "Now do me like you promised."

Applejack closed the door right as Spike was about to call to her for help.


Applebloom meanwhile had run all the way to the playground and met up with a soon concerned Sweetie Belle and Scootaloo.

"Whoa, what's wrong with you AB?" Scootaloo asked.

"Trus' me, you gals do NOT want to know. And we're gonna hafta meet up somewhere else for our Crusader meetins for the next week...or two. Don't ask"


"Don't ask!"

"Okay fine!" Sweetie Belle exclaimed "Geez. Hey, by the way, I've got some interesting news to share with you two."

"Not as interesting as what I heard Rainbow talking about."



Two hours and two more times later

Spike stumbled out of the clubhouse, panting heavily and holding onto the frame of the door. He took a large drink from the water bottle AJ had thrown in through the window after the first half hour. He flinched slightly when he felt two forelegs wrap around his torso.

"Thank you" Fluttershy whispered, chuckling at the small whimper she received in response "I love you. See you later."

Spike pulled back slightly as Fluttershy moved past him and flew off to her cottage.

"Need a ride back to the castle?" Spike looked down to see Applejack waiting with a cart attached to her.

"Yes...very much...so" Spike breathed before allowing himself to fall into the cart. AJ suppressed a laugh before beginning the ten minute trip back to town.

Spike walked into the map room after thanking Applejack for the ride back. Twilight soon emerged from her office to meet Spike.

"Hey Twilight, sorry I took so-" Spike stopped when he saw that Twilight's hair was frazzled and she was breathing heavily with a crazed look in her eyes. "Twilight wait-!" and that's all he managed to get out before Twilight did a much faster execution of her teleporting onto him. She also growled rather than moaning and speaking to him during her kisses.

Spike was going to pull her off but the assault on his nostrils began again, quadruple-tenfold. And Twilight's new wild look was a massive turn on.

As Spike returned Twilight's wildness, his normal inner self was cursing his instinct and stamina. His inner instinctual self was completely deaf to the former.

His inner instinct being kicked into overdrive, Spike decided that the walk to the bedroom would waste too much time and proceeded to slam Twilight and himself onto the map table.

After a few more seconds of intense making out, Spike removed himself and quickly moved down, soon plunging most of his lengthy tongue into Twilight's marehood. Twilight's exhales and moans all came out as growls of approval; she had to use her magic to have her hooves hold onto the smooth surface of the table, pushing and gyrating her hips forcefully towards Spike.

Spike brought himself up and began another round of wild tongue wrestling, Twilight enjoying the taste very much and almost overpowering Spike.

Spike soon shifted himself and entered into Twilight, who used her magic to bring him in faster. Thirty percent of Fluttershy's enthusiasm, forty five of her wildness.

Twilight broke away from the kiss and looked at Spike with a wide, toothy grin and knitted eyebrows. "Ngh! Ngh! Ngh!" It wasn't long before they joined lips and tongues again.

Spike's hands travelled down to Twilight's flanks, grabbing hold very firmly, causing Twilight to wrap her legs around Spike and push him in harder.

This went on for a full hour before the pair climaxed simultaneously. Spike caught himself by planting his hands on the table, panting heavily like his mate.

"What...got into...you?"

"Nothing" Twilight heaved "That...was...the problem. By the way...I figured out...what you...were actually doing...over there. I'm not mad...anymore."

"Good to hear." Spike and Twilight remained entwined for the remainder of the day.

Third day

"That was a delightful lunch Spike, thank you so much" Rarity thanked her companion as they reached her boutique. "But I still can't believe you wouldn't let me pay for my meal."

"As I said before, it was no trouble at all Rarity. What kind of a gentledrake would I be if I didn't pay for my date's food?"

"So this was a date?" Rarity said with a sly look.

"Yes. What else would it be called?"

"Hm, I suppose you're right" Rarity said, deciding not to call it a friendly get together. Spike hid his immense surprise at Rarity not naming it a get together.

Rarity was not at all surprised to have had a good time with Spike. He had been the perfect gentledrake, opening the door, pulling out her seat, asking her about her day even and not complaining once. She noticed he seemed to be quite relaxed and somehow energetic at the same time. There was also slight shine to his scales, which she presumed was from their exposure to the sun and his adolescent development.

"So how about a movie later?" Spike asked confidently.

"Another date? So soon?" Rarity said, half feigning surprise.

"That a no?"

"No, I mean I would love to see a movie later. It's been a while since I've gone to see one actually. Which did you have in mind?"

"Is there one you've been curious to see?"

"You're letting me choose?" Rarity asked, now fully surprised.

"Of course."

A gentledrake indeed Rarity thought to herself. "There is a new romance film that's caught my eye, but I don't think you'd like-"

"Sounds good. Pick you up at six thirty?"

"A-" Rarity reeled back slightly, flabbergasted "Well...that sounds like a good time. I'll be awaiting your arrival Spikey Wikey."

"I'm looking forward to it Ra-" Spike was cut off by Rarity's lips on his own, his eyes going wide. His irises turned to hearts, the full extent of his love for the unicorn finally reemerging after being drowned by the matings. The tip of his tail was beginning to spin rapidly until Rarity removed herself.

"Mmmmmmuah. Looking forward to tonight Spike" Rarity sang to the dazed dragon as she entered her home, smiling somewhat proudly to herself after seeing the goofy expression on the young drake. Inside however, she leaned against her door and let out a dreamy sigh before lightly fanning herself with her hoof.

"I take it the date went well?" asked Sweetie Belle from the same spot she had occupied the day before, though she wasn't smug this time.

"Quite well Sweetie" Rarity answered dreamily, ignoring the small feeling of Deja Vu. "We're going to a movie later."

"Really?" Sweetie asked with a quizzical look "Well...have fun."

"I'm sure I will Sweetie Belle" Rarity said as she began to trot to her work area, somehow drifting across the air "I'm sure I will."

"Mmhm" Sweetie Belle hummed with narrowed eyes and pressed lips.


Spike meanwhile had been standing for a few seconds after Rarity entered before the tip of his tail began to spin again. Given the new length and strength of his tail, he was lifted into the air much higher than when he was smaller.

Though he wasn't paying attention, he somehow managed to fly up to and through one of the windows of the castle, surprising Twilight. The alicorn cocked a brow and smiled in interest as she pulled the dragon down with her magic.

"I take it the date went well?" Spike slowly nodded in response, his eyes now back to normal but staring off into space. Twilight let out a small chuckle before leaning towards him with a seductive look. "Well then how about we celebra-" Twilight suddenly had her mouth closed gently by Spike's hand.

"Twilight" Spike began as he continued to stare off "As much as I would....really love to, I haven't felt like this about her in a long time. I kind of want to enjoy it for a bit if you don't mind."

Twilight's eyes softened as she smiled at Spike, now wanting him a little more, but deciding to go against her primal instincts.

"Okay Spike" Twilight spoke softly "Go ahead." Spike helicoptered off to his room to lay on his bed and just enjoy this feeling. Fluttershy soon emerged from Spike's room with softened eyes.

"Later" she said as she departed "Bye Twilight."


Spike had been respectable for the entirety of the date. He had once again paid for the food and he only occasionally let out small complaints about the content of the film by eye rolls and "Ugh's."

Rarity suppressed a laugh every time she heard Spike's small complaints, silently commending him for his fortitude. She decide to give him an opportunity for an admittedly cliché moment but a sweet one. She reached for some popcorn just as he did, causing their hand and hoof to touch momentarily.

"Sorry" Spike said as he retracted his hand, only for Rarity to place her hoof on it, silently urging him. He took the hint and wrapped his fingers around her hoof, lightly stroking it with his thumb, eliciting a sigh of content from the unicorn.

The pair leaned into each other, practically ignoring the rest of the film.

"Oh come on!" Rarity yelled in a whisper as she leaned forward after seeing the lead actress choose the rival love interest. She then remembered that Spike was leaning against her and looked back to see him laying across the armrest oddly with a confused expression.

"Ahem, sorry Spike" Rarity whispered with a small hint of blush.

"It's okay Rarity" Spike chuckled as he straightened himself. They resumed leaning against each other for the remainder of the film.

The movie ended after another twenty minutes and they left while laughing at some of the clichéd and ridiculous moments. The sun had set and the near full moon shone brightly among Luna's expertly arranged stars.

"I am so sorry for making you go through that Spike" Rarity laughed as they neared the boutique "They just don't make too many decent romance films like they used to."

"That's quite alright Rarity" Spike laughed "Seeing it with you made the experience better."

"Did it now?" Rarity asked with an interested look.

"Truth be told, I was looking at you most of the time."

"Were you? And pray tell why would you be looking at me for?" she asked knowingly with a small sway of her mane.

"The dim lighting of the theatre with the light from the screen gave you a bit of an ethereal glow."

"Hmm" Rarity hummed as she put a hoof under Spike's chin "You know flattery will only get you so far darling."

"Far enough it seems" Spike whispered as began to lean in. Rarity slowly blinked her starry eyes at Spike before closing them and beginning to lean in as well.

"Hi Rarity!"


"Oh! Sweetie Belle don't do that" Rarity chided her little sister, who was standing in the open doorway of the boutique with a beaming smile. Spike had jumped away slightly from the surprise and Rarity had reared back slightly.

"I just wanted to welcome you back from your date" Sweetie Belle said happily.

"Well that's nice of you Sweetie, but it's very rude to do so when the returning party is in the middle of something" she said through clenched teeth and tilting her head towards Spike.

"It couldn't have been that important could it?"

"I should probably be heading back anyway, it's getting late and Twilight would worry" Spike said before Rarity could argue with her sister "Have a good night Rarity."

"Spike wait-!" but he soon disappeared behind another building. Rarity turned back to her sister with a furious expression after staring in disbelief for a few seconds.

"What?" Sweetie Belle asked innocently.

Before Rarity could begin her exclamations of outrage, she suddenly found herself pulled back slightly and saw a tail push Sweetie Belle inside before closing the door.

"Hey!" Sweetie Belle exclaimed.

"Almost forgot" Spike said before turning Rarity around to face him. He quickly cupped one of Rarity's cheeks and pulled her into a kiss, making her gasp in surprise. She soon embraced the kiss however, closing her eyes and leaning into it. Spike coiled his tail around both handles of the boutique door and tightened his hold when Sweetie Belle began to pull from the other side.

The kiss lasted for half a minute before Spike parted Rarity's lips and slipped his tongue in, making her inhale in both surprise and joy. Rarity could barely will her tongue to move, leaving Spike to massage it more thoroughly, which made her wrap her forelegs around his neck.

The pair barely registered the sound of something lightly impacting one of the windows of the boutique. Sweetie Belle was looking on with her jaw hanging and her eyebrows knitted in fury, her hooves pressed against the window.

Spike and Rarity finally broke away after two minutes, allowing the latter to release a small shudder. "I was waiting behind the building" Spike whispered, which made Rarity gasp lightly.

"Spike, you naughty boy you"

"You complaining?"

"Not at all"

"Pick you up tomorrow for another dinner?"


Sweetie Belle forcefully opened the door after Spike uncoiled his tail from the handles. Her mouth was now closed, lips pressed and eyes narrowed at the dragon. Her eyes followed her sister as she slowly backed into the boutique, though she stayed still. Her eyes shifted back to Spike once Rarity was completely inside, though his attention was completely on Rarity.

"I look forward to tomorrow Spikey Wikey" Rarity said dreamily.

"As do I milady" Spike replied before giving a slight bow and starting to walk backwards. He placed a hand on his chest and then gestured it to Rarity.

Sweetie Belle rolled her eyes before narrowing them again. She slammed the door closed after a few more seconds.

"I think I'm in lo-"

"Gah okay!" Sweetie Belle said, shaking her head rapidly "I'm going to the club house for a late night Crusader meeting. I'll be back before midnight, okay?"

"Sounds delightful Sweetie" Rarity said in a far off tone "Where is the tape? I don't want you to return and be kept up to a late hour."

"Ugh, new roll on your dresser, ech" Sweetie Belle said with a shudder before walking out and closing the door. She made her way to the clubhouse in a light, annoyed trot, making the trip quicker than usual.

"It's about time, what kept you?" Scootaloo asked when Sweetie Belle entered.

"Seeing the new developments of this whole thing" Sweetie replied begrudgingly.

"Huh?" AB questioned.

"Never mind, let's just go over how we're going to deal with this."

"Yeah, let's go over how he's going to do the right thing and pick Rainbow Dash."

"Who said he was pickin Rainbow over mah sister?!"

"That's not what I meant!"

"Because Rainbow is awesomer!"

"AJ's an Apple girl that'll keep 'im faithful!"

"Rainbow can do that too!"

"Ugh, why do I bother? Wait, didn't you say we had to meet somewhere else? And what's that smell?"


"AAAAAAAAAAAHHHHHHHHHH!!!!!!!!!!!!!!" the three Crusaders burst out of the clubhouse, screaming in horror and running off into the forested area to wipe their hooves on the ground. Sweetie Belle groaned in annoyance when her two friends resumed their argument afterward.

Spike had spent the night like the day before, enjoying the warm feeling in his chest. Until a familiar sensation joined in by stomach rumble. Spike sat up in his bed right before he burped a letter into his claws. He unrolled it and read the message, which he saw was for him rather than Twilight.

He looked quizzically at the words before getting up and going to tell Twilight as instructed.

"Hey Twilight? Celestia's teleporting me to Canterlot."

Twilight just barely saw disappear in a flash of golden light after looking up.

"..........Okay then?"

Spike suddenly found himself in Celestia's study, which he had seen a few times when he lived in Canterlot. He looked around in confusion before his eyes settled on Equestria's ruler laying on a rug, looking at him intently.

"I suppose you're wondering why I've summoned you here."

"Uh, yeah."

Celestia stood up and approached the young dragon, who grew cautious when he caught a familiar scent in the air.

"It's time young suitor."

Spike's eyes widened in surprise at the statement and the increased strength in the scent. "Wha- now? But I, hmm, ahem, I-I-I'm still trying to get Rarity and you said-"

"I am aware of your current goal Spike, and I do recall that I said this would happen when your collection was complete. But I've taken some time to think and have had a small conversation with my niece. She made it clear to me that Rarity would be your ultimate prize, so I thought it unfair if I robbed her and you of that. So instead, you'll mate me before her."

"Wait but, you said you'd be the ultimate prize and that you hadn't had a dragon in centuries, so how does that...?" Spike was cut off by Celestia's tail engulfing his face for the second time, making his hands open in surprise and his tail stand to attention, along with another appendage.

"You're questioning my decision?" Celestia asked seductively before removing her tail. Spike's eye's were closed and his mouth was open in surprise. When he opened his eyes, they were covered by the predatory green of his nictitating membranes, but he was far from being predatory.

"No mam" he said meekly.

Celestia chuckled lightly before enveloping Spike in her golden aura and levitating him up, placing a hoof under his chin. Her half lidded eyes stared into his before she traced her hoof up to his cheek and then to his ear spine, lightly playing with it. It was like a shut down switch for Spike's motor functions as he stayed still in the air, his eyes shaking as they began to go back into his head.

Celestia gave a light, amused hum to his response before leaning in and placing her lips on his. She moaned in content at once again tasting dragon lips since Spike's last visit. She parted Spike's lips and slipped her tongue in, easily dominating the submissive dragon's tongue.

Spike finally regained movement and closed his eyes before wrapping his arms around Celestia's neck and putting some more effort into his tongue work. Celestia however was still in charge and used her tongue to pull Spike's further in down her throat, with her normal sized pony tongue.

Despite Celestia being the dominant one, the slithering and massaging done by her tongue conveyed a sense of royal generosity. The way her tongue brushed against his, pushing it and sliding back playfully to urge him on, evidence of many years worth of experience.

Celestia and Spike pushed toward each other and pulled back accordingly, Celestia releasing a small amorous chuckle from Spike's tongue being coiled around hers and slithering in her throat. Aside from the fire crackling in the fireplace, the sound of their lips smacking and tongues slithering was the only noise in the study.

Celestia finally pulled away, Spike taking the hint and pulling his tongue back. After enjoying the feeling of Spike's tongue sliding out, the princess brushed her lips against his while tracing her tongue around his mouth, teasingly licking the roof before finally pulling away.


Celestia laughed lightly before setting the dragon down, only to be surprised when she was literally swept off her hooves.

"Oh!" Spike had used his arms and tail to pick her up before laying her down gently on the rug she had been resting on. "Hmm" she muttered when Spike took one of her legs and began to plant kisses on it. He then removed the shoes from her hooves and began kissing them, slowly travelling up.

"And just what do you think you're doing Spike?" Celestia asked jokingly and knowingly.

"Providing a service to my Princess" Spike then plunged his tongue in by it's entire length, momentarily making Celestia gasp in surprise. Spike also paused briefly from the taste on his tongue, as there were no words to describe it. Heavenly didn't even come close.

"Oh-ho Spike, yes" Celestia moaned as she used her magic to remove her crown and front shoes to toss them aside "It's been so long since a dragon has serviced me." Celestia found she couldn't gyrate her hips or push forward to aid Spike due to the sheer pleasure she was finally feeling again, though it was apparent she didn't need to.

Spike ate out the princess with enthusiasm but not excessively, wanting to savor the taste. He traced his tongue along her inner walls, using the length to trace over as much as he could simultaneously. Celestia's moans were calm but telling, she was savoring this as much as Spike was savoring the taste.

"Okay stop, seriously, stop" Celestia used her magic to pull Spike away before he could trigger her orgasm. Spike was confused by this, but his confusion dissipated when she turned herself over and moved her flowing tail aside, presenting what had started the subconscious shouts in Spike.


"Do it" Celestia urged him on, still feeling the close proximity of her orgasm. She had removed him because he had yet to receive pleasure, and she was aware of the unexplained phenomenon of dragons and their mates reaching their peak simultaneously. She theorized that male dragon pheromones somehow told the female's mind to hold back until another pheromone was released that told it to allow release.

She had no definitive proof but neither did she have proof that it was inaccurate. Dragons didn't exactly allow others to research them.

"Ah!" Celestia exclaimed as she felt Spike push in his tip, though he stopped from her reaction. "Keep going" she urged him, and he complied. Hello dragon girth, my old friend. Mmm, and you brought your companion, dragon length. Spike was the youngest dragon she had ever had, and even he outmatched her personal servants by at least eight inches.

"Offer is as wide open as it's going to be!" Celestia exclaimed into the air, confusing Spike.

"We cannot hear you!" boomed Luna's traditional Canterlot voice from nowhere "We are in the dream netherworld! As our subjects say nowadays, la la la la la!"

Spike looked down at Celestia questioningly, having stopped pushing in, only for the princess to push back before he could question her.

"Keep going, please" Spike had been startled by the sudden increase in pleasure and had raised his head, but he complied either way and began to mate Equestria's ruler. Spike moved his hands from the Celestia's lower back down to her taught, firm ass, grabbing hold to push forward with better result.

Celestia's moans increased when Spike grabbed her behind, the amazing pleasure from so long ago finally visiting again. She placed her front hooves on the ground and pushed herself back to increase the ecstasy, which was already built up to heavenly proportions from the tongue service she had been given.

Spike began to grunt with each of his thrusts, signaling his own growing pleasure.

"Hrr, hrr"

"Ngh, ngh, I...see...what...my...student...HMM...sees...in you."

The dragon and the princess continued for an hour and a half, rounding out a full two hours since Spike's arrival. Celestia's mane and tail began to flow at a greater speed as Spike neared his orgasm. She had been near since he had entered, somehow not exploding, but she was about to receive relief.

Celestia reared her head back, her main and tail giving the impression she had been tasered. Her mouth was open as if to shout to the heavens, but no sound came out. Spike increased his thrusts with some aid from Celestia's tale pushing him forward.

A centimeter away if this were a race, but Celestia required something. It wasn't exactly needed, but years and years of it's use made it easier to reach the finish line.

She summoned a plate of chocolate cake and plunged her face in, taking a bite. She brought her head back up the way it was, her mouth now ringed with chocolate.

And the princess greeted yet another old friend.

Orgasm by male dragon. Which she maintained was better than by female dragon, despite their ridiculous tongue work.

"HA AH AHHHHHHH!" Celestia exclaimed in euphoria.


Celestia's mane had momentarily frozen and split into multiple strands, giving her a Mane-iac esque appearance. Her mane tendrils fell in front of her face when she released the hold on her head. Somehow the tendrils resumed flowing but didn't rejoin into a full mane.

The princess moaned from the warmth of Spike's seed, which was warmer than any stallions, much like the seed of her dragon mates from before. She was glad her advanced age guaranteed no children, even from a dragon, which reminded her of something she would need to discuss with Twilight at a much later time.

Spike laid on Celestia's back, still panting and very, very, very slowly coming down from his pleasure high. A snail would ask what's taking so long. Because of this, Spike planted loving kisses on the princess's back, which tickled the Sun Goddess.

Spike opened his eyes with a confused look after laying his head on her back. "I don't...I don't..."

"Feel like you're bound to me? I thought not. You're not the first" Celestia said without any sense of disappointment or anger.


"You're the third actually. It seems alicorns with many years behind them can't be imprinted on by dragons. Even they don't know why."

"Huh" Spike said as Celestia's tail pulled him away. She used her magic to lift him up so she could turn her body and laid him down next to her. "It feels like...I should feel guilty."

"Well you needn't be" Celestia assured him as she propped her head on her hoof and used the other to trace circles on his chest. "I really wasn't expecting you to feel any sort of obligation. And actually, this does make Rarity your ultimate prize considering your love for her."

"Huh, I guess it does" Spike said as he turned to face the princess, suddenly finding himself having to suppress a laugh. "Heh, your mane, um, makes you look sexy and funny."

"I know" Celestia chuckled "Like there's a rainbow octopus on my head, right?" The two soon went into a fit of laughter that died down into them staring into each other's eyes comfortably.

"It also gives you a beautiful look. Like you're a mermare maiden of the sea."

"You're not bound to me Spike" Celestia chuckled "You don't have to flatter me."

"I know" Spike said before taking her cheek in his hand "I wanted to."

Celestia's eyes softened while she smiled seductively at the dragon, soon rewarding him with a kiss. The kiss lead into a make out session that ended with them asleep in each other's arms and forelegs.


"Get out here!"

"You've got some splaining to do!"

Twilight looked up from her morning reading book to see the Cutie Mark Crusaders charging in with angry expressions on their faces. She quickly surmised why they were looking for the dragon.

"Sorry girls, he's in Canterlot."

"That's fine, we'll wait" Sweetie Belle said firmly.

"I think I should tell you girls something....."

A few minutes later, Twilight's castle was filled with the sound of Scootaloo expelling her stomach contents in one of the castles many bathrooms. Sweetie Belle was rocking back and forth in a fetal position while her eye twitched. Apple Bloom seemed to be taking it as well as possible, standing still and blinking her wide eyes.

"Yeah...." Twilight muttered "Sorry you had to find out. Oh and me, Fluttershy and Pinkie are his mates too.

Loud hurl from Scootaloo, faster rocking from Sweetie Belle, and a quick yelp from Apple Bloom.

"I see I didn't exhaust you last night" Spike heard whispered into his ear, waking him up. He opened his eyes to see Celestia, mane still octopus-like and staring down at him with a seductive look. He then felt her warm, moist marehood slowly grinding against his morning alertness. Celestia's horn suddenly ignited and flashed, and the pleasure Spike was feeling increased by forty percent.

"Ready for round two my beneficial dragon?"

"What did ha, what did you holy shit...do to me damn that's good" Spike breathily muttered.

"Cast a temporary spell on your brain that allows you to feel pleasure to a greater extent."

"I think I'm gonna lose it already and I'm not even in you....Sweet You that feels amazing!"

"No doubt you've noticed you and your mates orgasm at the same time. It's an unexplained thing among male dragons. And now you get to feel it since I've not received full pleasure."

"Your Highness, you're too kind to me"

"No matter the size of that beast, you will stand your ground!"

The doors of the side entrance opened wide and the guards readied themselves for attack, the unicorns activating a conjoined magic shield.

And from the inside of the castle, emerged the octopus maned Celestia, a slight limp in both her hind legs.

The guards looked on in complete and utter confusion before being addressed by their Princess.

"My loyal Guard, I believe there has been a misunderstanding concerning the dragon roar you heard. My companion merely...couldn't hold it in."


"Um, what do you mean by companion....my princess?" asked the Commander in Chief.

"Well, not that it's much of your business" Celestia said in a loud enough voice to her guards who had lowered their shield "But I had a visitor last night that provided me a great service, despite not being employed like Santino or Richter. You need not worry for my well being and you can go about your usual duties.

"Go on" Celestia urged when the guards looked to each other questioningly. Eventually they all dissipated, slowly at first due to their being perplexed.


"Yes Princess" the Commander stood to attention beside the princess.

"Tell Santino, Richter and Tread that they can take the next three weeks off, they will receive pay."

"A- Princess are you...sure?"

"On second thought make it four."

"Uh, yes Princess, right away. Oh, um your highness? You have some...chocolate frosting..."

"Thank you Commander" Celestia said after licking the frosting from the corner of her mouth.

Off in the distance, two remaining guards began to discuss Celestia's appearance.

"My grandfather told me that my great-great-great-great-great grandfather had seen this before. I thought it was only a myth. The Octo-Mane."

"Holy crap, dude look."

The guard turned around to see Celestia bidding Spike farewell with multiple, quick kisses.

"Brought on by a dragon" the first guard said breathlessly "Just like Grandpa said."

"And it's Spike!"

"He's taller."

"Yeah, I wonder when he got the wings."

The guards departed for their usual positions as Spike took off into the air. His wings beat powerfully against the air as he made his way back to Ponyville, silently reflecting on his amazing night and morning that prefaced his upcoming date with Rarity.

It was only until he passed through the main entrance to the castle serving as his home that something dawned on him.

"Holy shit I have wings!"

The Plan. Phase 3 (Final phase)

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Story, clop and a bit of sap.

"Oh!" Twilight exclaimed when she suddenly found herself swept off her hooves and given a quick spin. The CMC's meanwhile were coming down from their shock and disgust.

"Mm!" Twilight suddenly found a pair of lips on her own as she was held in a dip like fashion, soon seeing that it was Spike that had done this. "Spike, what's gotten into-" Twilight chuckled before freezing and seeing what was behind Spike.

"Morning Twilight" Spike said with a smooth looking smile "My love, my first, my mare, my royal beauty. Did I surprise you?"

"Uh...y-y-yeah...uh" Twilight stammered as she continued to look up at Spike and his new wings, her cheeks heating up "You...y-y-you have...wings?!"

"Oh yeah" Spike said nonchalantly as he lightly ruffled his outstretched wings, giving them a quick glance "You like them?"

Twilight blinked as her face grew warmer before her wings suddenly stood to attention involuntarily, making Spike cock a brow. Twilight stammered and cleared her throat, attempting to pull her wings back down.

"Um, y-yeah...how did you...get them? Wait, did Celestia give you them in some kind of netherworld?"

Spike put on a questioning look while still smiling and looked up in thought. Pretty sure she means a magic netherworld and not one of pleasure. "Noooo" Spike said slowly "They just sort of...came out."

"What happened in Canterlot?"

"Some talking, some cake, these bad boys" Spike looked up and saw the CMC's nearby. Apple Bloom was still the same with a pillow under her hooves and a blanket draped over her. Sweetie Belle had stopped rocking back and forth and was also covered by a blanket. Scootaloo was sitting in Rainbow Dash's council chair with a blanket covering her and wearing a sickly face while hugging a bucket in case anything else came up. "What happened to them?"

"Oh, they came here to talk to you. They weren't too fond to find out you were pursuing their sisters and adoptive sister. I uh...told them everything, hehe" Twilight said, now blushing from slight embarrassment.

"Eh, they were gonna find out eventually" Spike said with a shrug before putting Twilight back on her hooves "I'll see you later Twilight, I've got some things to do."

"Wait" Twilight exclaimed as she took a hold of Spike's arm "You just got back. And you have wings. I'd really like a chance to, study them."

"We literally just talked about the fact that there are three fillies here."

"I can teleport them home, please" Twilight pleaded, only to be cut off by Spike's lips. When he pulled away, Twilight leaned forward, attempting to continue.

"I'll be back" Spike promised "And then we can have our fun."

A loud hurl somewhat echoed by the bucket was immediately heard.

"You should probably send them home either way" Spike suggested. He turned around and made a quick run for the window before jumping out. Twilight rushed to see that he was okay and felt a woosh when a purple blur flew up. She saw Spike flying off in the direction of Sweet Apple Acres. She placed a hoof under her chin and released a dreamy sigh.

"Ugh, I think my stomach is literally empty." Twilight snapped out of her daze to get Scootaloo some medicine before teleporting her and her friends away.

Rainbow Dash was laying on a cloud, enjoying the relative peace and quiet. She and the weather team had left only a few clouds in the sky to go with this nice day.

"Whoa!" Rainbow exclaimed as something wizzed up from below, taking out the left side of her cloud. The same thing came back down and took out the right side just as quickly.

"Hey! What's the big-?!" Rainbow exclaimed as she stood on her narrow cloud, only to be grabbed by the same UFO when it came up from the bottom of the cloud, completely dissipating it.

"Hey, what do you think you're doing?! Let me go-!" Rainbow stopped short when she was turned around to face her dragon mate, who now had wings apparently.

"What? I can't give one of mates a hug?" Spike asked as he flapped his large wings, keeping them both in the air. "You like em?" Spike asked when he noticed Rainbow was staring at his wings with wide eyes.

Her wings immediately stood to attention before she wrapped her forelegs around Spike and assaulted his lips, much like Twilight had when he had asserted his authority.

"I'll...take...that...as...a...yes" Spike said as he attempted to pull Rainbow away. The pegasus refused to budge however.

"Mm, mm, I want you" she said eagerly "I need you. Do me now, on one of these clouds. No, just right here in the air while you use those big, strong, sexy wings to keep us up. Now!"

While tempted by the offer, incredibly so, Spike still needed to do some things and managed to pull Rainbow Dash off of him. The aroused pegasus however was not willing to give up and pressed forward, against Spike's hand on her chest holding her back.

Just inches away from his lips, Spike used his other hand to reach down, making Rainbow draw back with a gasp of pleasure. Rainbow Dash relaxed her body and continued to let out pleasured sighs as Spike's hand rubbed her nether regions.

When the pegasus arched her back and let her eyes roll back into her head slightly, Spike unfurled his long tongue and ran it up her chest until it flicked off her chin. Spike noticed the increase in moisture in his hand before plunging his tongue down Rainbow's throat through her open mouth. Aside from her wings, Rainbow went completely limp as Spike's tongue slithered around.

Rainbow shuddered when she felt a clawed finger enter her marehood and began to pleasurably tickle her inner walls. She was too lost in her pleasure to notice Spike setting her down on a cloud, but she did take notice when Spike removed his tongue and hand. She would've protested if her mind could think straight.

"Just a precursor for later" Spike told her in a calming voice "I need to get a few things done. But I promise I will make it worth your while later Dashie." Spike stroked Rainbow's head before planting a kiss on her forehead and flying off towards Sweet Apple Acres.

Rainbow Dash slowly turned herself over to watch Spike fly away, wishing the cloud could move while she lay there so as to admire Spike's incredibly attractive wings.

"He just flew off with my heart" Rainbow said breathily/dreamily.

Applejack just brought down her hind legs from bucking a tree when a shadow flew over her very quickly. She brushed it off as Rainbow Dash speeding off somewhere until she saw the blur fly down and take the gathered up bushels from in front of the barn before flying into the brush.

"Now what in the hay does that girl think she's doin?" AJ asked herself before realizing she hadn't seen a quickly fading rainbow trail. She then turned towards the trees when she heard the sound of multiple impacts against tree bark.

"What in tarnation?"

The impact sounds came closer until Applejack could see something she never thought she would see. Spike was moving through the trees very quickly, using his hands, arms and tail to strike the trees near the base and leaving two bushels in their usual position.

Applejack blinked, perplexed and convinced that this was one of the very, very rare occasions that the heat was getting to her. The problem with that was that it wasn't even remotely warm. What kept the belief going wasn't what Spike was doing, but the blur moving with his arms that had the appearance of wings.

Spike rushed up to Applejack, freezing just ten feet from her with his arms behind his back and a relaxed expression. "Hey cowgirl."

"Uh...h-hey Spike" Applejack stammered as she stared in awe at the dragon's new wings "W-W-What...wings...bu-bushels?"

"Shh" Spike said, quieting the earth pony. Although he was standing at a distance and his tail wasn't moving, AJ could feel a finger on her lips.

Spike stretched out his hand and snapped his fingers, causing every apple in the orchard to fall into the waiting bushels, aside from one landing in Spike's open and still outstretched hand. He used a wing to rub the apple as he slowly stepped up to the immensely aroused farm pony.

AJ was sure that Spike wasn't as tall as he was now, considering she had to look up the slightest bit. "The blush on your freckled cheeks is apple red and incredibly cute on you" Spike said in a near whisper. Applejack could barely fight off the instinct to stereotypically swoon like a southern belle.

Spike slowly raised the apple he held until it was between their faces. "Apple?"

AJ swatted the fruit out of Spike's hand before latching onto him and his lips, forcing her tongue into his mouth. Spike repeated the same thing he had done with Rainbow, though it played out a little differently. Applejack continued to hold on rather than go limp and broke away from the kiss to respond.

"Ohhhh-hohohoooo, gettin frisky are we?" Applejack said as she momentarily gyrated her hips "Ah like it."

"I have to do a few things, wait for me in the barn" Spike said before setting his mare down and giving her a quick kiss on the lips. Spike turned around to depart, only to fall forward when his legs suddenly gave out. After being dragged back slightly, he turned himself over to see Applejack pulling him toward her after having lassoed his ankles somehow.

"What's this 'wait' nonsense?" Applejack said, smiling deviously as she continued pulling "We're doin this now lover boy."

"Sorry Jackie" Spike said as he brought himself up and used a claw to cut the rope "As I said, I have a few things to do, but I will be back soon. And I just cleared this orchard for you so we have plenty of time."

"Get back here and roll me around in the hay ya hunky lizard!" Applejack shouted at the dragon as he flew away from the farm towards town.

"Ah told ya ta keep that kinda talk in the barn young missy! Or when Ah ain't around!"

"Sorry Granny!"

Big Mac suddenly emerged from behind an apple tree, looking around at the filled apple bushels with wide eyes. "D-"

"Yes Ah saw a purple blur hit all our trees which made every apple fall out. We got the day free brother. And yes, the blur was Spike and even though I told ya bout the whole more than one mare thing yer not gonna kill 'em cause he just freed up both our days, which means you can go see Cheerilee."

"..........Eeyup!" Big Mac exclaimed before zipping off to Cheerilee's house, very glad that it was the weekend.

"Well Ah'm gonna go wait in the barn" Applejack said as she trotted off to the aforementioned structure. She didn't get the chance to see her little sister appear near where she had been standing in a purple flash.

Apple Bloom stood in place for thirty seconds, blinking a few times before finally composing herself. She looked around to see all the filled apple bushels, surprising her.

"Guys!" Apple Bloom whined "Ya promised me we'd break the harvestin' record together when I could buck like ya." Apple Bloom managed to see the very end of Applejack's tale entering the far off barn and started calmly making her way towards it.

She made her way up the ladder to the second floor after seeing that her sister wasn't on the ground floor. "Applejack? I need ta talk ta ya about some buckin' ya did that Ah ain't happy with- Oh come on! Mah eyes again! That's not what Ah meant!"

Apple Bloom used a hoof to cover her eyes while Applejack fumbled on the hay stack she had laid on and put her tail between her legs to cover herself.

"Hey, ya can't blame me fer this one. This ain't your clubhouse."

"Stop talkin" Apple Bloom exclaimed as she tried to regain her footing, or hoofing on the ladder in order to descend "The smell! The smell from mah nightmares!"

"Oh would you hush and get out of here?!"

"Don't need ta ask me twice!"

"And stay out for the next hour or two!"

"Okay already!" Apple Bloom retreated to the house with her eyes now uncovered. Granny Smith shook her head with an amused smile, recalling her own embarrassing encounters with Apple Rose when they were adolescents.

Pinkie was in the kitchen of Sugar Cube Corner, preparing some fresh pastries for the shop while humming a tune. Spike soon stepped in with two cans of frosting in his hands that he tossed to Pinkie, who naturally caught them without having to look. Spike soon started humming along as he and Pinkie began to impressively work in tandem.

Spike finished by using his wings to give a fresh tray of cupcakes a strong, cooling blow. After placing them into their display case, Spike turned around to receive a happy kiss from his bubbly, pink mate.

"Mmuah! Thanks for the help Spike. You did a good job starting out of nowhere with those cans of frosting. And those wings look super duper attractive on you. Princess Celestia must know her stuff."

"I know better than to ask how you know that and instead will say goodbye since I-"

"Still need to go to Fluttershy's to feed her animals for her while keeping your distance so she doesn't pull a 'Me' and trap you in her cottage and wear your little dragon tail out before you have the chance to fulfil your promise to AJ and Dashie?"

"I love it when you somehow lay out things you have no way of knowing" Spike said as he took Pinkie's face in his hands.

"I know!" Pinkie chirped before giving the dragon another kiss and pushing him towards the door "Now go show both Ashleigh's a good time after evading Quiet Me!"


"Just another thing you love about me!" Pinkie exclaimed as she waved to Spike, who had taken off into the air for Fluttershy's cottage.

Spike had managed to feed Fluttershy's animals while staying out of sight and keeping some distance. When he finally revealed himself, Fluttershy had the same reaction as Twilight and Rainbow, except that her wings began flapping rapidly like a bee's.

Spike just barely evaded her, thankfully away from town, ensuring that Rarity saw nothing. Though it would've been possible for her to hear something.


"Well hel-" Applejack began when Spike entered the barn hastily, only to stop herself when he dove into a pile of hay.

"Tell her I went somewhere else" Spike practically whimpered.


"SHH! She's coming..." Spike buried himself in the hay completely mere seconds before Fluttershy burst in.

"Where is he?!" the crazed pegasus growled "I saw him come in here."

"Uh...Ah saw him go out the window" Applejack said as she pointed to a window on the other side of the barn "Ah think he's headin for that mountain where that dragon was sleepin before."

Fluttershy merely growled in approval before zipping out the window towards the mountain. Spike emerged from the pile of hay and gave his thanks to Applejack.

"Ah wasn't exactly gonna letcha get worn out when ya promised to do me first."

"That's why I came here" Spike said in a low voice as he approached the waiting cowgirl.

"Well then get to it" AJ exclaimed as she removed her tail from between her legs, presenting herself for the dragon, who wasted no time as he leapt on top of her. They began a heated make out session for a few seconds before Spike shifted himself and entered into his mate.

"Mmf, right to it then huh? Good" Applejack said before flipping their combined bodies off the haystack onto a small bed of bunched up hay "I've been waitin for another ride on this bronco."

Applejack tossed away her Stetson and began lifting and dropping herself on Spike's cock while still kissing him. After a minute, she broke away, staring down into Spike's predatory eyes hungrily. Spike then used his hand to pull off the band that held her mane in a ponytail, allowing her to sway her mane free again.

Applejack gave Spike a quick, tongued kiss before raising herself into a sitting position and riding Spike as she intended. The farm girl impaled herself on the dragon's cock continuously for ten minutes, the both of them grunting and moaning in approval, before a new voice sounded out.

"There you are" said Rainbow Dash after flying up to the second floor and landing on it. "I've been clopping the entire time I've waited for you and it's not enough."

"Now...ain't really...mm yeah...the best time Rainbow" Applejack said as she slowed herself and gyrated her hip to enjoy the feel of the dragon's shaft inside her.

"Looks to me like it is" Rainbow Dash said as she approached the combined pair before grabbing AJ's head and giving her a heated kiss, momentarily startling both dragon and earth pony, but not enough for them to completely stop.

"I'd be lying if I said I hadn't thought about it" Rainbow said after breaking away "So am I gonna have to push you off to get mine, or are we gonna lock tongues while his goes up in me?"

Spike's wide but still predatory eyes shifted between the two while he slowly pushed his hip upward.

"..........Have a seat Dash" Applejack said before pulling Rainbow's head forward to stick her tongue in her mouth. Rainbow meanwhile took her friends invitation and positioned her aching marehood over Spike's face, who was pleasantly startled by the turn of events.

As Rainbow lowered herself while making out with Applejack, Spike stuck out his tongue and sent it up into Rainbow's pussy, making the pegasus freeze momentarily. She moaned into Applejack's mouth as Spike's lengthy tongue swirled into her before completely sitting on his face.

For a full hour this went, Rainbow and AJ breaking away a few times to catch their breath. Rainbow shifted her hips back and forth as Spike's tongue serviced her.

The two mares broke away near the end, AJ riding Spike as she had before and Rainbow leaning back on her front hooves while shifting her hips forcefully.

The trio orgasmed simultaneously, Spike filling Applejack while his member was constricted and coated by her juices. Rainbow's juices washed over his tongue, which he gladly lapped up. The two mares held themselves up by their front hooves so as to avoid literally butting heads.

Rainbow thrust herself to the side, rolling onto her back and panting from the lingering pleasure.

"Thank ya kindly Spike" Applejack said gratefully as she removed herself "I'm gonna go lay down for a bit."

"Shit, I'm getting my second wind!" Spike said as he sat up.

"He's all yours Rainbow" AJ said as she descended down the ladder.

"Sweet, thanks AJ. Don't you dare flip me over. I wanna look at those hot wings the entire time."

"Yes mam" Spike said as he stood up and picked up Rainbow, putting her against the barn door. He stared into her surprised eyes while eliciting a growl before spreading his wings to their full six foot span. Doing so caused Rainbow's wings to do the same involuntarily.

The dragon and pegasus joined open lips in a heated kiss, massaging each others tongues. Rainbow reminded herself to keep her eyes open to look at Spike's wings. The way the sun just barely shone through them due to the outer scales, the blood pumping through their veins and giving them a more intimidating appearance, the inner horizontal lines.

If not for the simultaneous orgasm phenomenon, Rainbow would've exploded right then and there. Spike's hot, large, throbbing member pressed against her marehood and stomach wasn't helping, or maybe it was.

Spike lowered his hip and thrust up, entering Rainbow much to her approval. As Spike humped the pegasus against the wall, she struggled to keep herself from looking up so as to continue staring at the flight giving appendages.

Spike suddenly began using his tail to make impromptu backwards steps, bringing him and his mate near the edge of the second floor. The tail steps caused Rainbow to be brought down with an impact of increased pleasure.

"This, is, new, but, I, like, it."

"Well you're gonna love this" Spike said before flapping his wings to propel himself back and off the second floor, quickly beginning to flap some more to keep himself and Rainbow in the air.

"Whoa! You're actually doing me in the air. I love you so much" Rainbow said as she used her wings to bring herself up with a flap and let gravity bring her down.

"I love you too" Spike said with a dreamy smile before giving her a quick kiss and thrusting his hips up.

"Mm! Mm! Yeah!" Rainbow exclaimed. The small gusts blowing against her ears from the flapping of Spike's wings increased her pleasure tenfold, along with Spike using his tail to brush the underside of her hooves.

Spike continued to aerodynamically screw Rainbow for another half hour before they reached their peaks. The pair breathed heavily as Spike descended onto the barn floor.

Rainbow removed herself with her trademark speed and zipped behind Spike, latching onto one of his wings and delivering multiple quick kisses. She did the same to the other before giving both wings multiple, enthusiastic licks.

Spike knitted his brows at his mate's actions. I'm coming down from an orgasm so I'm not sure if this is arousing or not. It feels a little weird but arousing is TBD.

Spike had his thoughts interrupted when he was spun around and pushed to the floor on his back. Rainbow threw herself down onto one of his outstretched wings, convulsing herself against it before wrapping it around her like a blanket.

Spike's confused eyes shifted to her and back to the ceiling as she fidgeted around in his wing. Her eyes were closed and she was biting her lip from pure euphoric pleasure. After a minute, she began to twitch while letting out a shaky breath that ended in a satisfied exhale.

"I just had a mini" Rainbow said breathlessly.

"I don't know whether to be flattered or....jealous of my wings" Spike said as he lay there "Wait, did I just lay here while you had your way with me?!"

"Yup" Rainbow confirmed as she stood up before bending down to give Spike a kiss on the lips "Thanks babe." Rainbow finished with two light, friendly smacks to his cheek. "I'm gonna go bust some clouds and see if Flutters hasn't destroyed Canterlot looking for you."

"Great idea" Spike said as he sat himself up and Rainbow flew off.

After being quickly informed by Rainbow that she found Fluttershy and calmed her down, Spike returned to the castle to wash up and prepare for the coming night.

"I see you sent the CMC's home" Spike said as he exited the bathroom.

"Yes, Sweetie Belle is back at Rarity's, Apple Bloom is at Sweet Apple Acres, and Scootaloo is in Rainbow's house because I don't know where she lives. Speaking of, you smell like sweat, sex, apples, rainwater and hay."

"That's accurate."

"....." Twilight put on an innocent and pouty face as she pawed at the floor with a hoof "And....no happy time for us until after you mate Rarity?"

"Unfortunately yes" Spike said as he stepped up to Twilight and took her face in his hands to give her an apologetic but loving kiss. "Even though I'm not a virgin anymore, I feel like I need to save myself for her....starting now of course."

"Well you better make the ache I mean wait worth it" Twilight said as she gave Spike a kiss of her own.

"I guarantee I will" Spike said as he released Twilight and made for the window "I gotta go make the reservation." Spike was suddenly stopped when his body was wrapped in purple magic, turning him around to be met by Twilight's lips.

Twilight wrapped her forelegs around Spike and parted his lips to gain access. Spike shrugged his shoulders and embraced the brief make out, wrapping his arms around his alicorn mate.

"I love you" Twilight said after she broke away from Spike.

"And I love you."

"Go make your preparations" Twilight said as she turned him back towards the window "Enjoying the view."

Spike turned around to see Twilight looking at him with interested eyes and her head tilted. "You talking to my butt?"

"Mmhmmm, swish it a little for me before you fly off."

"You're getting a little weird" Spike chuckled before taking off out the window.

Some time later, Rarity had to put a hoof on her doorway to prevent herself from swooning at the sight of Spike's wings when he came to tell her what time he would pick her up.

"Six o clock sounds...d-delightful Spike...um...would you mind if I...if it's not too f-forward...give your wings a...ahem...feel?"

Spike cocked a brow, adding to the suave smile he had on, before stretching a wing in front of him. "Go ahead."

"Hmm" Rarity said shakily as she traced a hoof over the thin yet still diamond hard scales.

From a cloud above overlooking the boutique, Rainbow Dash was glaring down and grinding her teeth as Rarity felt up her wings. She had to remind herself of the situation to prevent herself from Rainbooming the boutique. I'm not his only mate, I'm not his only mate, wings aren't just mine, wings aren't just mine. But she better get her hooves off them soon.

"Oh!" Rarity exclaimed before retracting her hoof when Spike's wing moved to put it's upper tip under her chin, acting like a hand. Spike's wing lifted Rarity's face to meet his own, allowing him to stare into her eyes with his own.

"I'll see you later" Spike said before planting a quick kiss on Rarity's lips, causing her ears to flutter involuntarily.

"S-See your wings, I mean muscles, I mean YOU later as well...Spikey Wikey." Rarity put a leg out to keep herself from falling over as she watched Spike's large, strong, majestic wings lift him off into the air towards Twilight's castle. She reentered her home and leaned against the closed door, releasing a dreamy sigh.

Knowing that her hoof wouldn't be sufficient, the unicorn used her magic to bring a folding fan from her workroom and turned it into a bee's wing on steroids. She had to rush into the kitchen and dip the fan in water when the speed caused it to spontaneously combust.

Rarity soon realized that she had just enough time to make herself presentable for her date. Given that she didn't know where they were going, she took that to mean she didn't have to go all out. Thank Celestia, considering she only had a window of five hours.

"He has wings..."

"Oh! Sweetie Belle, I told you not to do that" Rarity exclaimed as she composed herself "Where did you even come from?"

"Twilight...teleported me into my room...a few hours ago w-wings..." Sweetie Belled stammered as she blinked her wide eyes.

"They are rather" inhale through teeth "impressive aren't they?"

"Y-Yeah, woof" Sweetie Belle chuckled as a small smile grew on her, which in turn made Rarity narrow her eyes at her.

"And I'm going to dinner with him later, which reminds me I need to get ready" Rarity said as she began making her way to the stairs.

"Yeah okay, have fun" Sweetie replied as her smile increased and she made for the door "I'm gonna go hang out with Button for a while. Maybe talk to him about his costume for next Nightmare Night, see if it'll have wings."

Rarity paused on her way up the stairs to look back with a curious smile as the door closed before feeling a sense of pride. My little sister's growing up. Need to get ready! Rarity sped up to her room to commence preparations.

A short time later, Spike flew in through the castle window, having returned from making the reservation at the restaurant. He was met by his five current mates, Twilight speaking first.

"Hey Spike, you make the reservation and tell Rarity?"

"Yup. Though I didn't tell her where. I want it to be a surprise. Not to sound rude but, why is everypony else here?"

"We wanted to wish you luck on your date of course" Pinkie replied happily as she appeared beside Spike "And maybe relieve any stress you may have?" she said intently as she began tracing a hoof on one of his wings.

"Sorry Pinkie I-"

"Hey, if anypony's going to relieve his stress it's going to be me" Twilight proclaimed as she put a foreleg around Spike's arm "I know for a fact Rainbow and AJ already got to with his new wings and I haven't."


"He flew away from me! I deserve to do it!"

"We only made cupcakes and no that's not a euphemism!"

Applejack and Rainbow only stood the side enjoying the show while Spike wore an anxious face as his arms and tail were all pulled in a different direction.

"Help me" Spike mouthed to his two stationary mates.

"No offense babe" Rainbow began "But you're crazy if you think we're gonna jump in when she's in there" Rainbow said as she pointed to Fluttershy.

"Eeyup" Applejack agreed.

Spike deadpanned as the struggle continued.




After a few minutes, Spike decided he had enough. He pulled each mare to his front, brought them in, wrapped his wings around them, and used his wings to spin them away. He stopped them with his wings and tail, keeping his wings spread to full span as they had been after spinning the three mares.

Rainbow blinked her wide eyes as she felt a large sensation of arousal brought on by Spike's wings. Her own wings soon popped with a whoosh.

"Whoa! Watch where ya pop them wings Rainbow. Almost took mah eye out" Applejack said as the other three mares shook their heads to stop their eyes from spinning.

"Sorry girls" Spike said after his three mates composed themselves "I'm holding off for Rarity, so no sex for us beforehand. You too Rainbow, I can smell you."

"Ya do know ya ain't a virgin no more, right Spike?" AJ asked after Rainbow gave a pouty humph.

"Yes Applejack, it's a-"

"And you did it with us not too long ago today" Rainbow chimed in.

"It's a principle kind of thing or something like that" Spike said in a slightly exasperated tone as he rubbed his forehead "Just go with me on this, please?"

"Well it doesn't really count after you-"

"That's enough girls" Twilight stepped in, cutting off Rainbow "This is Spike's decision and we are his loyal mates. We should support him the whole way." Twilight began leading her four Sister Mates out of the map room with her magic, which she had to strengthen after Rainbow and Fluttershy began struggling.

"Yer right Twah, we should leave 'im be. Knock it off girls."

Rainbow and Fluttershy began stammering their protests as Pinkie began pushing against them.

"Come on you silly fillies. Good luck tonight Spike!"

"Thanks Pinkie. And thanks Twilight."

"No problem Spike" Twilight said as she shut the doors behind her. A few seconds later however, Twilight poked her head in. "You owe me and Pinkie a minimum of three. And I'm guessing your going to need to take a week off for Fluttershy."

"....Yes dear" Spike said a little shakily before Twilight ducked back out. Wait, did she mean three each or three together? Eh, I'm good either way. Though I think Fluttershy is gonna end with me in Shining Armor's position.

Spike shook his head of the slightly troubling thoughts and made for his room to get himself ready. And to admire his new wings in the mirror for a bit.

The time had arrived, and both Spike and Rarity were finishing up on their appearance. Spike had actually taken a nap, remembering he wasn't a girl and didn't need to spend hours preparing, though he did spend some time deciding on what to wear.

Spike had decided on an interesting combination. He wore his formal black jacket he had worn to Candance and Shining Armor's wedding, which he thankfully had tailored to fit his new size. He cringed slightly at the fact that he had to cut two slits into the back to accommodate his wings.

After deciding not to wear the top hat, he applied a new black tie he had gotten for himself, giving him an appearance that was half casual half formal.

"Well don't you look fancy" Applejack said slyly as Spike entered into the map room, where his current mates had returned.

"Sexy AJ" Rainbow corrected as she flew behind Spike to admire his wings "The word is sexy."

"I second that" Twilight said with bedroom eyes as she stepped up to Spike.

"Third!" Pinkie chimed in happily.

"Fourth and beyond" Fluttershy said.

"Easy girls" Spike said as he backed up a bit, using his tail to move Rainbow aside.

"He's right, he's right" Twilight said as she used her magic to straighten Spike's tie "He's dressed up for Rarity, not us. Dressed up all nice and handsome, and suave..."


"Sorry" Twilight apologized as she took a step back.

"Well it's about time, I'd better go pick up Rarity" Spike said as he started walking to the window. Spike stopped when he felt a smack on his behind and looked back to see everypony looking at him suggestively, leaving the culprit anonymous.

"Knock her dead champ" Rainbow said.

"....I'll do my best" Spike said before taking off into the sky.

"Did anypony else catch a little nasally tone in his voice?" Pinkie asked.

Spike stuck a claw in each nostril and removed two small filter like plugs as he flew towards Carousel Boutique. "Thank you Zecora."


Spike awoke from his nap earlier than he had expected and stretched his arms, cracking his back. A thought suddenly occurred to him concerning how he was often swayed into sexual intercourse via the scent of arousal.

If he was going to make it out the castle, or even the map room, he'd need to go to a professional for help. He poked his head out of his room to check for anypony before quietly flying out the window.

He felt a small sense of worry as he neared the Everfree Forest until he remembered his newly developed strength. He also reminded himself that he had fire breath to fend off timberwolves if any appeared, something he realized should've been apparent before.

"Who comes knocking at my door this late? Why it is Spike, the young dragon that has acquired many a mate."

"Hey Zec- Wait you know?!"

"A zebra like myself is quite aware, of the things that tend to spread from here to there."


"Also Fluttershy visited in search of tea, one that would increase her fertility."

"Ah. Wait, you cheated with that rhyme."

"See how hard it is after you try it for a time."

"I came here for a reason" Spike exclaimed after stuttering as he held his hands by his head.

"Hmm, do you seek to make a mate of me? The zebra in the Everfree?" Zecora said as she approached Spike, tilting her head in a way that allowed her to look up at Spike with half lidded eyes.

"N-No I ha..." Spike trailed off as a light, familiar scent entered his nose "Wow that smells exotic uh...smell! That's what I came here for" Spike said as he took a step back. "Since you're the one with the most knowledge on dragons, aside from Princess Celestia, I thought you could give me something that could block a mare's pheromones."

"Now why would that be your desire?" Zecora asked as Spike backed up against the door tat had somehow closed on its own "When I am one you have yet to acquire?"

Spike's claws scratched against the door, ironically fighting against the very thing he had come to find a shield for. "Because I have yet to acquire Rarity and I have a date with her tonight and I want to save myself for her even though I'm not a virgin anymore and with these wings I don't think I could make it five minutes without something to block the pheromones!"

Spike inhaled deeply after his long winded explanation, through his mouth to prevent further swaying from Zecora's different but enticing pheromones.

"But of course my virile draconian friend" Zecora said cheerfully all of a sudden as she turned around and made for a shelf "I wouldn't want to dissuade you from the mating the mare you actually intend."

"Uh, thanks" Spike said as he blinked his wide eyes and relaxed himself. Zecora returned with a small chest-like box in her hoof. She opened it with her muzzle and removed from it two small filter like plugs. She leaned her head forward, indicating to Spike to outstretch his hand, where she dropped the plugs into.

"These are special plugs that prevent pheromone sway, for stallions that wish to remain faithful while their significant others are away."

"Huh, cool. Thanks Ze-" Spike was cut off by Zecora pushing him out the door.

"Now you go and get ready for your date, you do not want to disappoint your imminent mate."

"Uh yeah sure but don't I need to pay for the-"

"The payment for the plugs I will accept, is a visit from you where into my bed you will have leapt." Zecora ducked back in and shut her door, leaving a still, wide eyed Spike.

"....Okay then."


Spike shook his head free of the memory, realizing he was almost going to pass the boutique. Spike angled himself to circle around before descending to the front of the boutique. The dragon ruffled his wings slightly before folding them in against his back and straightening his tie again.

"Okay Spike, you can do this." He took a deep breath before reaching a closed hand forward and knocking on the door. He was in no way prepared for what he saw when it opened.

Rarity stood in the doorway, dressed in a simple but elegant dark blue dress that sparkled in the light. She had applied the lightest hint of blush to her cheeks, her eyelashes were accentuated by brush, complimented by eye shadow that matched the blue of her dress. She wore a small red purse by strap around her neck that she assumed was appropriate for the occasion. Finally, she had on light blue, heeled dress shoes on her hooves.

The smitten feeling Spike had felt after first seeing Rarity was an ant compared to what he was feeling as he beheld the literal dream standing before him.

A few minutes earlier, Rarity had received a letter from Twilight via teleportation alerting her of Spike's imminent arrival. She sprang into action, realizing she had been so engrossed in her appearance that she hadn't thought about picking out a purse. She had to go with her instinct when time seemed to speed up and she heard knocking at the front door.

I hope the purse doesn't clash too much or that Spike notices Rarity thought to herself as she continued to hold her composed face in front of the dumbstruck dragon. The fact that the young dragon was dumbstruck both relieved her and gave her a sense of pride.

"Are you ready Spike?" Rarity asked slyly with a flutter of her eyes, not lost on the irony of her statement since Spike was picking her up.

"Uh yeah!" Spike exclaimed with a small shake of his head "I am...ready to go....to dinner...with you...you...look...you look..."

"Yeeeeeeeees?" Rarity said a she leaned in slightly and fluttered her eyes again.

"...........one moment please" Spike said before turning around and taking a few steps forward, confusing his date. She drew back in surprise when Spike slapped himself twice on each cheek. Spike turned back around with his cheeks slightly reddened, which thankfully wore off as he walked back to Rarity.

"Nope, not a dream. You are in fact this beautiful right now."

"Oh really now Spike" Rarity gushed/falsely chided with a gesture of her hoof "Going as far as to slap yourself just to compliment my appearance. This isn't even my best work. I can't possibly look that Mm!"

Rarity found she was cut off by Spike taking her chin in his hand and pulling her into a kiss. She soon embraced the kiss, though it only lasted a few seconds.

"You shut your mouth with those beautiful lips" Spike whispered after breaking away "The fact that Celestia and Luna don't visit you every day for beauty advice makes me worry about their sanity and or vision. You will speak no further of this because I refuse to hear you talk about yourself in an unflattering light."

".....Ahem, very well then" Rarity said as Spike removed his hand from her chin "So where are we going for dinner? I certainly hope I'm not under or overdressed."

"You are dressed perfectly" Spike assured her "We are going to Eatery de Finesse."

"Eatery de Finesse!" Rarity exclaimed in a combination of joy and shock "Ponyville's fanciest restaurant just on the outskirts of town?! You have to make a reservation at least a year in advance! I just made one a few weeks ago as a surprise for Sweetie Belle's birthday!"

"You did?!"

"Oh ponyfeathers" Rarity said in response to hearing her sister's voice. She and Spike turned to see Sweetie Belle standing a distance away with Button Mash beside her, who was staring in awe at Spike's new wings.

"Sup Mash?"

"Dude! When were you gonna tell me you had wings?!"

"They just came in this morning. And I've been a little...occupied."

"Excuse me! But can we get back to the fact that my sister made a reservation at Eatery de Finesse for my birthday?!" Sweetie Belle squealed.

"No! No I didn't!"

"Yes you did! I heard you!"

"I said no such thing" Rarity sang out as she began to hastily walk away while pulling Spike along "We really should be going Spike."

"Later Button! Got a date!"

"Finally! Guess that was the wish you made when you got your dragonballs huh?"

"Shut up!"

"What did he mean by oh!" Rarity was suddenly swept off her hooves into Spike's arms.

"Nothing, he meant nothing. Let's go, use your magic to hold your mane in place while we're in the air."

"What? Whoa!" Spike suddenly spread his wings and took off into the air, flying towards the restaurant. Rarity did as instructed and used her magic to hold her perfectly coiffed mane in place as they flew through the air.

"You were telling the truth about his wings" Button said to Sweetie Belle as he looked on in wonder at the retreating dragon and unicorn "So you want me to wear wings like his on Nightmare Night?"

"Uh-huh, can you do it?"

"Well it'll be an interesting cosplay challenge and it would take some time..." Button said as he put a hoof under his chin.

"Yeah yeah yeah, can you do it?!" Sweetie asked intensively.

"Y-Yeah sure, I could, Sweetie Belle" Button stammered as he drew back slightly.

"Great! Mmuah!" Sweetie Belle startled the young gamer colt by giving him a quick kiss on the lips. Button drew back slightly as his cheeks reddened and his propeller beanie stopped spinning. "There'll be more where that came from on Nightmare Night" Sweetie Belle sang out as she walked past the startled colt "So candy isn't the only sweet treat you'll get." Full disclosure, she means kisses.

Button Mash's propeller beanie jumped slightly on his head before resuming spinning. "Ahem....think I'm gonna go home and draw up some schematics. I've only got five months to make a perfect set of wings."

Rarity held onto Spike by wrapping her forelegs around his neck, as he had picked her up bridal style. She looked down at the passing town and terrain in awe. The incident of her combusting butterfly wings had left her with a small fear of heights, but feeling Spike hold onto her quelled most of her fear and replaced it with a sense of trust and security.

Can you read my mind? Rarity thought to herself as she snuggled in and looked up at Spike's focused, straightforward face. The moonlight shines on your magnificent scales in a way that somehow makes you look even more handsome.

"If it does that to me, then I better not look at you so I don't freeze and put us into freefall."

".......I said that out loud didn't I?"


"Well I'm dead from embarrassment, you can go ahead and drop me now."

"Even if you were dead I would never drop you. I'd carry you all the way to the extravagant coffin you probably designed beforehand and make sure your resting place is decorated with magic flowers that never die so they never lose their beauty. Just like you."

".....Well now I'm dead for another reason"


"Nothing. I mean, that's...incredibly sweet of you to say."

"We're here"

"Thank Celestia"

Spike brought himself up and began to flap his wings in a way that allowed him to descend slowly. He landed a distance away from the restaurant where a line of pony couples was filed past the doors by ten pairs. A few of the couples appeared to be quite impatient and sour faced. Though it appeared that it was mainly the mares that looked this way. The stallions looked nervous, bored, or fearful of their dates.

"Oh dear, it looks like there will be quite the wait."

"Not necessarily" Spike said as he set Rarity down "Living with a former apprentice to Princess Celestia that's now a princess herself surprisingly comes with some perks. Like getting a reservation on short notice."

"Really?" Rarity asked with great interest.

"Ah Monsieur Spike, personal azistaunt to ze Princess, Twilight" the Prench sounding unicorn waiter said, causing the outraged couples that had seen Spike and Rarity walk past to step back in line, attempting to look inconspicuous. The fact that Spike was a dragon also helped them remember their place, in line.

"I will zhow you to your taybell right away." Spike and Rarity followed the waiter through the restaurant to their table, taking in the breath taking scenery.

Eatery de Finesse was popular and always booked for a reason. It was the fanciest and most extravagant restaurant in, or rather nearest, to Ponyville. If it resided in Canterlot, it would be considered as an upper middle class restaurant. This was due to the fact that the designer and owner had grown up in the city and after moving to Ponyville, he wanted to give the town a taste of his home.

The restaurant had two floors, with a modest fountain on the second. The ground floor had a dance floor with live music, positioned so that ponies on the second floor could look down at the dancing couples and musicians. Octavia occasionally freelanced at the restaurant to earn some extra bits, and by happy coincidence was playing this night.

"Here you are madam and monsieur" the waiter said as he indicated to their table and left two menus for them "Right next to ze floor of ze dawnce as requested."

"Thanks Jacques" Spike said before tossing a small gemstone to the waiter.

"Le gasp! Thank you Monsieur Spike, you are most generous."

"Let me get that for you Rarity" Spike said as he pulled out a chair.

"Well thank you Spike" Rarity said as she sat down "And what did he mean by requested?"

"You'll see"

"One of our waitresses will arrive shortly to take your drink orders and then your meal orders. Au revoir." Jacques departed as Spike settled into his own chair, having some difficulty due to his wings. Once he got comfortable, he and Rarity began looking through their menus.

"Good evening" a light blue unicorn waitress with a grey blue mane in a bun stepped up to Spike and Rarity's table while holding a notepad and pen with her magic. "My name's Cloud Mist, I'll be your waitress tonight. Can I get you started with some drinks....?"

Cloud Mist paused when she lowered her notepad and saw Spike looking at her with a kind smile. Sweet Celestia, a dragon. And an incredibly cute one. I wonder if what my cousin from Manehattan said is true. That it feels like six stallions at once. Cloud Mist unconsciously wrote down Spike's order of a simple glass of water while being completely deaf to Rarity's order.

"I said I would like a glass of non-alcoholic grape cider please."

"Hm? Oh yes mam! I-I'm sorry" Cloud Mist apologized before knitting her eyebrows slightly and shifting her eyes left and right, completely surprised by the unicorn appearing out of nowhere. Did she teleport here?! Spike and Rarity looked on curiously as Cloud Mist walked away with short, quick steps.

"What do you suppose that was about?"

"You got me" Spike replied honestly with a shrug of his shoulders. Meanwhile in the kitchen area, Cloud Mist was pointing to Spike and Rarity's table for her fellow waitresses to see.

"Ooh girl he is cute."

"You said six stallions at once?"

"I'll take him, uh them their food."

"Like Tartarus you will."

"What you say?!"

"I'll kill you bitch!"

"Hey! No blasts of ze magic in ze kitchen!"

Cloud Mist stumbled through the kitchen's double doors with a small platter holding the couple's drinks in her magic grip. She used her magic to replace a few lose strands in her mane's bun. "Here you are, I'll take your meal order's now" Cloud Mist said as she gave Rarity and Spike their drinks.

"I will have the Caesar Salad with whole gemstones."

"Um...the salad has gemstones as a ground and edible powder that's only served at a very small amount."

"Sweetie, I'm a dragon, I eat gemstones. Just bring the whole ones the chef's use to make that powder."

He called me sweetie!

"And the lady will have the bluegrass loaf topped with a hay patte."

"A-" Rarity drew back in surprise, due to the fact that that was the exact meal she had decided on "That's just what I decided on."

"Wow, you're so intuitive" Cloud Mist said dreamily.

"Ahem, waitress Mist" Jacques said.

"Oh! Sorry Jacques. I'll be back in a bit with your meals, excuse me" Cloud Mist departed in the same manner she had before with Spike and Rarity's orders while blushing furiously.

Spike and Rarity brushed off the mare's odd behavior after Jacques apologized to them. The pair then delved into a light conversation of what had been going on in their lives. Rarity told only half of the truth about her life, saying she was mostly just continuing with her dresses and orders, leaving out her crazed theorizing. Spike didn't lie necessarily, telling of his busy time in the castle, assisting Twilight and any of their friends that visited.

Their meals were soon brought to them by Cloud Mist, who again left in a nervous fashion. They ate in comfortable silence while they, or Spike, continued to be viewed by the waitresses, who had to be reminded by Jacques that they were still working.

"Hmm, I must say Spike, I am glad I, or rather you chose this for me" Rarity said pleasantly as she wiped her mouth with her napkin.

"Glad to hear it" Spike replied, taking a sip of his water as he had finished his meal ten minutes before Rarity. He used the remaining time to simply observe Rarity under the restaurants ambient light. Cloud Mist and the other waitresses looked on or cast a glance towards Rarity in jealousy.

"Did you enjoy your salad?"

"Yeah, it was pretty good. The gemstones made it way better than most salads I've had."

"I can imagine" Rarity chuckled "Shall we ask for the check?"

"I bring you to the fanciest restaurant in/near Ponyville and you think we're just gonna eat and go? Yeah, don't think so." Spike suddenly stood up and walked up to Rarity, gesturing an open hand towards her. "Why do you think I requested we be seated next to the dance floor?" Rarity drew back slightly from surprise and shifted her eyes up to see Spike giving her the most suave smile she'd ever seen.

"May I have this dance, milady?"

Rarity's surprised face switched to one of elegance with a small smile and half lidded eyes before she placed a shoed hoof in his hand. "You may. Oh!" Rarity suddenly found herself spun into the center of the dance floor in Spike's hold. Spike held one of her hooves while they wrapped an arm and foreleg around each other.

Spike began to sway Rarity about at a moderate speed, as the music playing wasn't intended for slow dancing. Before Rarity could get into the mood and look up at Spike in a dream like state, Spike looked up to Octavia and gave her a slight nod. Octavia nodded back and indicated to somepony offstage.

Vinyl Scratch suddenly slid onto the stage with a smaller version of her mobile DJ station. "What up everypony?! Vinyl Scratch, local DJ here to give you something slightly more upbeat in this fancy joint."

What in the world?! Rarity thought to herself as Spike set her down and set himself beside her.

"I know for a fact there's only Ponyvilians here, so get on the dance floor and shake your flanks like you been drinking. I know you've been drinking Berry." The singled out mare on the dance floor deadpanned as her date, Minuette, suppressed a chuckle.

Spike's tail and a dreamy look prevented Rarity from stepping away from the floor. "Just one dance" Spike promised. Rarity hastily went along and mimicked everypony else's moves at first, but then started to warm up to it as Vinyl sang the lyrics.

"Slide to the left. Slide to the right. Everypony stomp your hooves!" Rarity giggled as she followed the steps and bumped into Spike a few times.

Vinyl bid farewell to the diners as the song finished. "That's all for tonight everypony. My roommate and marefriend Octy here is gonna help you lovers take it nice and smooth with a slow song."

"Vinyl!" Octavia exclaimed at Vinyl through clenched teeth, unhappy with having been announced as the DJ's marefriend so outwardly in public.

"Later" Vinyl said before leaping off the stage as she pulled her DJ station along by her magic. Octavia shook her head before beginning to play her cello.

Spike stepped away from Rarity and took a formal bow, which Rarity mimicked before they approached each other and held each other as they had before. They began dancing slowly to the calm, romantic music, allowing Rarity to look up at Spike as she had intended. Spike looked down at her at the same time, neither of them noticing that a mild spotlight was shining on them.

The other restaurant patrons looked on in awe at how well the pair moved in tandem with each other. The spotlight on the mare's dress made the sparkles subtle but noticeable in a beautiful way. Spike was too preoccupied with the sparkling of Rarity's eyes to notice this.

Rarity almost tittered as Spike's hanging tie slid against her chest. Spike decided to step it up a notch and spread his wings to full span, thankfully the other couples had moved aside to observe them. Spike began to flap his wings slowly but with enough strength to lift them into the air.

Rarity looked down, slightly startled by no longer feeling the floor beneath her hind hooves. Rarity looked back up to Spike with a pleasant smile, noticing that Spike's unchanged look seemed to have an air of smugness about it. She tilted her head slightly in mock curiosity before snuggling into Spike's chest, enjoying the feeling of being spun in the air.

Don't say it. Don't say it. It's incredibly corny and you will just embarrass yourself. Fight it Rarity, fight it.

"This feels like a fairytale" Spike whispered.

No he didn't! He said it for me. "Yes" Rarity whispered back "Yes it does."

Spike kept Rarity and himself in the air for three more minutes as the others continued to observe. Some silently wished to have what the unicorn and dragon had, some didn't realized they said that out loud and either pouted or received a slap in the face.

Spike angled his wings in a way that allowed him to descend in a slow spin, which ended in him putting Rarity into a slowly executed dip from the end of the spin. Cloud Mist and the waitresses fanned themselves with their hooves or notepads at seeing Spike's movements.

Spike held Rarity in the dip for a few seconds before leaning in and covering the top's of their bodies with his wings. Everypony let out a few wolf whistles or cheers of approval while the waitresses swooned.

After a few seconds, Spike opened his wings, revealing himself and Rarity connected by their lips briefly before he removed himself. Rarity's eyes slowly fluttered open only to stay half lidded as she looked at Spike flirtatiously, her blush now more apparent. Spike brought Rarity back up onto all four of her hooves, and were soon applauded by the other patrons.

Both were slightly startled by surprise, having forgotten that they were among other ponies. Spike gave a very light, modest bow, basically a tilt, while Rarity hid behind her mane slightly and gestured with her hoof as if to bashfully say "Oh stop." They returned to their table where they were soon met by a dreamy sounding Cloud Mist.

"That was quite a show. Here's your check." Cloud Mist levitated the check in the small tray to Spike, who grabbed it before Rarity could take it with her magic.

"This should cover it" Spike said as he pulled out a gemstone the size of a plum from his coat, much to both Rarity and Cloud Mist's surprise. "Keep any change there is."

"I do, I mean I will!" Cloud Mist exclaimed as the pair began to make for the exit. She then quickly used her pen to write something on the paper she tore off her pad. "Here's your receipt."

"Oh, thanks" Spike said as he took it and began to read it, soon seeing that it wasn't a receipt.

Look me up if things don't work out with her. Or even if they do. 5563 Ponyville Way. Signed, Cloud Mist. ;)

Spike looked up in surprise, seeing Cloud Mist wink at him before ducking into the kitchen.

"What is it?" Rarity asked, having not seen what Cloud Mist had done.

"Ahem, nothing" Spike said as he folded up the paper and tucked it into the inner pocket of his coat. He lead Rarity out the door and took her in his hands again before flying off into the sky towards Ponyville.

"Did you give him my address?"

"And mine?"




"Uh I...accidentallydroppedtheminthefountain!"

"The fountain's upstairs!"

"Crazy right?"

"I'll kill you!"

"Get in line!"

Spike descended in front of Carousel Boutique, setting down Rarity, who released the magic hold on her mane. "Tonight was amazing Spike."

"Eh, it could've been better."

"No" Rarity said as she stomped a hoof "You outdid yourself tonight Spikey Wikey and I will not have you speaking down to yourself. You took my breath away tonight" she finished by taking Spike's cheek in her hoof and staring into his eyes.

Spike looked mildly surprised before putting on a small smile. "Not how I intended to do it, but glad to hear it" Spike said, earning him a playful shove.

Rarity began to scuff at the ground with her hoof as she looked away slightly. "I don't suppose you'd like to come in for dessert?"

"Hmm...nah, that salad was kind of filling. How about we meet at Sugar Cube Corner tomorrow?"

Record scratch Rarity's eyes shot open in surprise and disbelief as she kept her head turned. Wha- Bu- Oh...this must be the dears first dating experience. He doesn't know about the three date deadline. Or maybe he doesn't follow it.

Rarity suddenly had her head turned to face an up close purple scaled face. "Gotcha didn't I?" Rarity had her lips brought to Spike's, much to her protest at having been tricked. She started landing light blows on Spike's torso, attempting to remove herself to reprimand the dragon. His tongue slipping in and wrapping around hers quickly halted her efforts.

Rarity's eyelids shivered as her eyes began to roll back into her head. She closed her eyes and embraced the kiss, wrapping her forelegs around Spike's neck and reciprocating the tongue work. Spike himself wrapped his arms around Rarity and began stepping forward, forcing Rarity to step back into her boutique after Spike used his tail to open the door.

Spike used his tail to close the door behind him as he continued to massage Rarity's tongue. After a few minutes, they broke away for air, panting and keeping their eyes closed.

"Should we...move this to my bedroom?"

"Like you even need to ask."

"Oh!" Rarity exclaimed as she was swept into being carried bridal style. Spike looked at Rarity with a smug/caring grin before reclaiming her lips and tongue. Rarity gladly accepted the gesture after momentarily squealing on the inside at being carried like a bride. She squealed internally again when she could feel the sensation of movement, knowing where Spike was walking to.

Spike once again put his tail's prehensile ability to open Rarity's door and close it after entering. He turned Rarity's body and used his tail the same way he had on his first night with Twilight. Simultaneously, he held Rarity in one hand while using his wing to remove his jacket. He switched hands before using his other wing to toss his jacket aside.

It wasn't until Rarity felt her covers on the side of her foreleg that she realized she had been lowered onto her bed. Spike's hands began to slowly roam over Rarity's body, his claws lightly tracing over her skin, sending pleasurable shivers through her. His hands reached her legs and began tracing up and down, eliciting a light giggle from the unicorn.

Rarity pushed him back slightly with a surprising amount of strength, releasing their lips from each other. With her forelegs and some help from her magic, the unicorn removed her dress and carefully placed it on one of her models. She then pulled Spike back down to resume their make out session.

"Mm, Spike the end of your tie is tickling my stomach."

"I took off my tie."

".....Oh Spike" Spike lifted himself slightly to look down at Rarity "I can't believe it took me this long to-"

"Shhhhh" Spike shushed the unicorn as he placed a finger on her lips "That doesn't matter anymore. All that matters is that we're here, now." Spike then nuzzled into the nape of Rarity's neck, nibbling on her and planting small kisses.

I wish it played out exactly like the dream. But this is quite nice too. Maybe I just need to be patient and he'll progress downward with time. Rarity tittered as Spike continued to nibble and kiss her neck. She soon got her wish when the kisses went down to her chest and slowly continued downward. If Sweetie Belle comes in I'm going to blast her through the wall.

Sweetie Belle wore a deadpan expression as she heard Rarity's giggles and moans through the wall. I mean, has she lost the ability to perceive tape?

"Spike, that tickles" Rarity giggled.

Ugh Sweetie Belle's eyes shot open when she heard a low growl. She stood on her bed and pressed her ear to the wall, hearing more growls accompanying her sister's moans. Holy horse apples! It's actually happening. Spike is in there, for real! Dang, Apple Bloom's getting double her bits back. Well, better get out of here. Give them some privacy and spare my brain of even more scars.

Sweetie Belle hopped off her bed and enveloped her doors knob with her magic, only for the door not to budge. She knitted her eyebrows and jiggled the knob a few times before standing on her hind legs and placing her front hooves on the door. It still wouldn't open.

"No" Sweetie said as she knocked a hoof against the door. "No no no! It won't open. Why won't it open?!" Sweetie Belle exclaimed, for some reason not remembering her bedroom door opened inward. "Guys! I'm still in here!" the filly exclaimed after hopping back on her bed and slamming her hooves against the wall.

She received only a giggle and growl in response.

Sweetie Belle leapt off the other side to her window, only to find that it wouldn't open. Her pupils shrunk as she looked down to see it had been glued shut.

"It's glued shut Why is it glued shut?!" Sweetie Belle exclaimed as she slapped her hooves against the window, unaware of her two friends waiting below in the bushes.

"Are you sure we should've done this?"

"It was this or Ah prank both of ya for winnin mah bits. And you've got more experience with this kinda thing."

Back in Sweetie Belle's room, the unfortunate filly was cursing her sister for getting soundproof windows so as not to be disturbed during her work. "Somepony! Anypony! Help! They're doing i-hiiiiiiiit."

Spike and Rarity were completely deaf to Sweetie Belle's cries and pounding. Rarity bit her lip in anticipation/impatience as Spike's kisses traveled up her legs, his hot breath soon tickling her marehood. She began to fidget slightly as her arousal increased. Spike then traced the very tips of his forked tongue around the flesh surrounding her marehood.

Damn it all to Tartarus Spike! If you don't- "*long gasp of disbelief* Oh Spikey Wikey!" Rarity exclaimed as Spike's lengthy tongue plunged into her.

Outside the boutique, Scootaloo and Apple Bloom drew back in surprise when a small stool flew through the window, shattering it. Sweetie Belle followed soon after, teleporting for the first time halfway down.

Sweetie Belle appeared inside the CMC clubhouse in a flash of green, landing with a thud on the floor and panting. She then recalled why they hadn't been in the clubhouse the past few days.

"Oh come on!" the unicorn filly exclaimed as she sat up and scooted back to the door while wiping her chest with her hooves. She exited and ran into the forest to scoot across the ground on her belly.

"Apple Bloom will understand. She'll let me sleep over, for the next month."

Rarity slowly wiped a forearm across her forehead as her free hoof gripped her sheets and she panted from the pure ecstasy. Spike's hands massaged Rarity's flanks as his tongue slithered around inside her, tracing along her inner walls. Rarity lifted and lowered her waist as she enjoyed the feeling of Spike's tongue inside her.

Spike continued for fifteen minutes before Rarity began to feel her orgasm nearing. "Spike" the unicorn said as she lightly tapped his head "I'm going to...you can come up and...go further..."

Rarity suddenly had her hoof lightly slapped away by Spike's tail, causing her to bring her head up to look at him. Her eyes met his nictitating membrane covered eyes, which were knitted confrontationally, as he growled somewhat threateningly. Spike closed his eyes pushed his face further in and pulled Rarity in by her soft, pillowy ass.

"Oh...very well th-...then" Rarity breathed as she laid her head back down, her eyes wide from both surprise and enjoyment. This was different from the past times she had laid with a stallion, using her built up pressure to support her orgasm during their actual coitus.

"Mm...hahh...*squeal*...*inhale*" Spike baring his teeth, pressing down lightly so her clitoris was positioned between his teeth, and tracing down while still exploring her with his tongue was the final straw. Rarity arched her back and bit down on her foreleg as she let out a muffled squeal that could have been mistaken for one of her screams of horror.

Spike drank his new mare's orgasmic juices while still servicing her, giving her a pleasant after-feeling. The mare in question panted as she came down from her divine orgasm. She tapped on Spike's head when she noticed that he was still going.

"Spike...you can...you can stop now ha!" Rarity paused when a wiggle from Spike's tongue seemed to light another fuse. "Wha? How is that even- ha...Sweet Celestia it's adding to the last one! *squealed inhale* Oh Spike. Yes, yes. Ravish my nether regions."

The very pleasantly surprised unicorn roamed her own torso with her hooves as her weak feeling legs somehow managed to lift, lower, and gyrate her hips. Spike followed along as if he were fused to her, while swirling his tongue around in Rarity's pussy and repeating his near biting of her clitoris for the duration this time.

Rarity alternated between biting her lip, licking her lips, and grunt gasping in erotic pleasure as she continued to not remain still. After another fifteen minutes, the unicorn orgasmed yet again with twice as much pleasure as the first time, releasing more juices into Spike's waiting mouth. Her forearm didn't manage to reach her mouth to block out the loud squeal.

"Okay! Now we know why Sweetie Belle jumped through the window. Back to your farm!"

"Wait for me!"


That same moment in the Crystal Empire

Shining Armor was resting comfortably in his shared bed in his royal quarters. The Royal Guard captain had been released from the hospital the day prior in a wheelchair and told to get plenty of bed rest.

He spared his wife the embarrassment by not revealing what had actually happened, so long as she promised to tell Twilight he was back once he could walk around normally and without struggle. His reasoning being that he didn't want his little sister to worry or exhaust herself with looking for a healing spell.

Cadance gladly complied with her husband's wishes and allowed him to rest, keeping her promise of not making it up to him when he returned. That however was becoming difficult as she stood in the middle of the main hall, completely immobile, her hind legs pressed together.

"Damn it Spike, what the hell are you doing? Those last two wore off the double dose of Aunty's spell. And I can't teleport to the castle because I can't concentrate. Oh crap..." The alicorn's hind legs gave out, causing her to collapse on the floor and begin mimicking Rarity's movements to a slower extent.

"I think I actually feel the tongue. Ah!" Cadance's hips suddenly jerked lightly twice "I think...I think that was my first mini...Wait that was just the tongue...still can't concentrate enough to teleport....can't decide if that's good or bad."


Spike brought himself up to face Rarity as he hovered over her and she came down from her second orgasm. He waited as she panted, her eyes closed and head to the side.

"That was...amazing Spike...hmm...how did you learn to do..." Rarity trailed off as she turned her head and looked into Spike's predatory green eyes. They stared into her soul's soul, speaking a language she had never heard. That language didn't just put Prench's label of "the language of love" to shame, it beat it mercilessly with a bat and berated it for thinking it was worthy of the label.

Pure, raw, unadulterated instinct replaced Rarity's thinking as she pulled Spike's lips to her own, immediately forcing her tongue into his mouth. The way she grunted as she slathered her tongue around Spike's juice coated one would make one think she depended on it.

She emitted a high pitched growl of approval as Spike pushed further in while speedily tracing his hands over her body and coiling his tail around one of her hind legs with a somehow audible whisp.

The dragon's large, throbbing member was quite apparent as it rubbed against her marehood. Celestia, Luna, Cadance, Twilight, Cerberus even, make this dragon stop torturing me. She received her wish when she gasped as she was suddenly flipped over and heard a predatory growl.

Thought returned to combine with instinct to ascertain and compare as she felt the tip of Spike's cock press against the opening to her marehood. She released a quick gasp, followed by a quick giggle of approval as he began to enter her.

.....Fancy Pants.....my personal apparatus Tom.....Thunderlane..............he's still going! "Ah...Ah...Ah...Ah!...Ohhhhh Sweet mystery of life, at last I have found you......Ohhhhh At last, I know the secret of it all"

Cadance had met Shining Armor's match at that moment, something she had correctly thought impossible, and by echo of the pleasure.

Rarity's responses alternated between grunts and squeals as Spike pounded into her at a steady pace. Spike growled along as his normal and instinctual inner selves were lighting fireworks, popping champagne and giving each other high fives.

For a full hour, it was as if the pair were boxers and the pleasure was punches. Rarity was receiving multiple hard ones and got weaker with each, but refused to give up. Spike received them at the same amount of strength but they barely registered, which made him urge her to keep going.

"Who-o-o-o-o-oah! Gi-i-irls! This is the biggest doozy of them a-a-a-a-ll!

Spike's thrusts increased in speed as both he and his new mate neared their climax. At the moment that both of them released, Rarity and Cadance's horn ignited before releasing a surge of a different kind of magic throughout Ponyville and the Crystal Empire.

Pinkie's arms coiled around her torso after her doozy convulsions and she arched her back as she lay on the floor of the Map Room, giggling with pleasure/joy.

"Starswirl's beard!"

"Yee haw!"

"Oh-hohoho yeah dragon boy!"

"It's over twenty thousand percent!"

The five Sister Mates convulsed collectively from their momentary orgasms while mares in Ponyville and the Crystal Empire did the same as they slept.

"Whoa" the CMC's said simultaneously inside the Apple Family Barn "Did you feel that? Yeah. I think we hit puberty at the same time."

Spike's hands landed beside Rarity, keeping him from collapsing atop her as they both panted from their massive pleasure explosion. Rarity momentarily thought she had gone blind as her eyesight was momentarily all white. The unicorn was convinced she had momentarily seen heaven. It would explain Celestia suddenly appearing in front of her.

Spike brought himself back up and lifted Rarity to turn her over while still remaining inside her. The unicorn whimpered as she was still a little sensitive. Once she was facing him, he laid both himself and her on their sides, allowing them to stare into each other's eyes.


"Shh" Spike stopped his new mare from speaking by placing a finger to her lips before shaking his head 'no', as if to say "Let's just enjoy our company in peaceful silence." Rarity complied before snuggling in to the dragon's chest and moving her legs slightly from the feel of the dragon's cock still in her.

The strong beating of the dragon's heart, combined with his breath lightly brushing her ear and his strong arms wrapped around her lulled her into a peaceful sleep.

Spike fell asleep twenty minutes after, having taken the time to observe his final mate's peaceful form. Her lightly sweat drenched coat and mane glistening in the moonlight. His last memory of the night was lightly stroking her soft, only lightly ruffled mane.

Rarity awoke when the scent of something delicious entered her nose. Her eyes fluttered open to a nice, sunny day, which only registered for a brief second before she notice the absence of her draconic suitor. She shot up in surprise and momentarily feared she had been given the one night treatment, until she remembered what she was currently smelling.

As if on cue, Spike entered her room wearing one of her aprons and carrying a tray with her favorite breakfast, egg whites and honey oat toast with raspberry jam.

"And what is-?"

"Shh" Spike once again shushed the unicorn, halting her curious inquiry.

The caring look and smile on Spike's face told her he wanted to continue their wordless interactions. For what reason, she had no idea, but decided to go along with it to see what his game was.

Spike approached the bed as she settled into an upright position with her lower half covered. Spike brought his tail in front of him and used it to carry the tray, setting it over her hind legs thanks to its stands. He then set a small bell on her nightstand.

With a few gestures and pointing, he conveyed that at the sound of the bell, he would return to take the tray once she was done, she could shower and go downstairs, apparently having something else planned.

He exited with an arm sway and bow and allowed his mate to enjoy her breakfast, which she was glad to find was the complete opposite of the pie he had made during his life debt service to Applejack.

The events played out as Spike had indicated: she rang the bell with her magic and he took the tray away, leaving her to shower and make herself presentable. For some reason she decide on a quick rinse of her body and a quick cleaning out, leaving a small hint of their combined musk.

Rarity came down to the ground floor to yet another surprise, her display dresses had been arranged for her. She arranged them differently every so often to draw eyes, and Spike had done a decent job.

She turned to see the other sides and saw Spike staring back at her. He then approached her and wrapped his arms around her neck, matching the loving look her eyes were giving him. They then communicated through small expressions and gestures.

Spike sniffed the air and cocked a brow lightly. Interesting aroma you've decided on.

Rarity responded with a slight turn of her head and a sly look. Just a reminder of the wonderful night we just had. She began tracing circles on his chest with her hoof.

Spike traced a claw from her ear to her cheek until he took her chin in his hand and brought her into a gentle kiss that soon evolved into a patient make out session. Spike stepped back and gestured to her workroom as if he were a waiter. She nodded a thanks and proceeded, Spike's eyes following her flank and lightly hidden marehood once she couldn't see.

He could've sworn she was swaying her behind purposefully as his nictitating membranes momentarily blinked over his eyes. He discovered he was right when he shifted his gaze upward and saw her looking at him with bedroom eyes as she walked much slower than when she had begun.

Spike bit the air with a slight tilt forward as if he were a wild animal, earning him a seductive head shake from the unicorn. He hurried after her as she scuttled into her work area.

He aided her as he worked on her orders for the day, handing her fabrics, needles, and pins from an actual pin cushion this time, and cutting things for her with his claws when necessary/possible.

Time seemed to fly by as Rarity did her work in pleasant silence. At the third hour mark, Rarity silently shooed the dragon away, urging him to allow her to work help-free. She silently chided the dragon when she heard activity from her kitchen, indicating he was fixing lunch.

She exited a half hour later to find a simple lunch of a few daisy sandwiches with a glass of apple juice. He once again gestured to it and indicated to upstairs, making an obvious implication. Rarity cocked an eyebrow this time before approaching the dining table, without any indication that she was refusing the suggestion.

Spike then sat down across from her to enjoy the peanut butter and jelly sandwiches he had fixed for himself. Once they finished, Spike followed closely behind Rarity, eyeing her behind intently.

Rarity suddenly turned around and put a hoof to his chest, halting him. She then used the same hoof to gesture as if saying "Wait just a moment." She shook her hoof and tilted her head up to indicate she would use the bell to call him up.

Spike eyed her curiously before agreeing with a small nod and went to sit on a stool. His brow raised in curiosity when he heard the sound of her shower starting. After ten minutes he heard the bell and quite patiently ascended the stairs, and was met by a mind stopping sight.

Rarity stood on her hind legs in the doorway of her room with a hoof on the side of the doorway, her back against the other and a hind leg positioned slightly away from the other in a classic post shower seductress pose. She had used her best smelling shampoo's and body wash's, which the dragon noted from his position. Her mane was lightly damp and hanging down but arranged evenly.

Her half lidded eyes and small smile said just what she was thinking. Looking for little old me?

Spike replied yes with a lower of his head, a toothy smile, a growl, and his nictitating membranes closing over his eyes.

In a quick motion, Spike lunged forward, picked up his unicorn mate and slammed her against her dresser. They both gave each other low stares and devilish, toothy smiles before aggressively shoving their tongues in each other's mouths. Both growled and turned their heads enthusiastically.

After three minutes, Spike pulled back his lower half, positioned himself, coiled his tail around one of Rarity's legs and pulled himself forward, entering into her yet again. The action made Rarity pause, inhale deeply through her nostrils, and wrap her hind legs around Spike before resuming. Spike began to pound into her, causing them to breath into each other gruffly.

She couldn't take it anymore, the echos were cruel torture, she needed release and had to feel this. So Cadance did something she swore never to do. She ignited her horn and magically reached across Equestria until she found what she was looking for. And she entered into Rarity's mind, allowing her to see and feel everything from her perspective without her knowledge.

Cadance at that moment was eternally grateful to the heavens that Shining Armor shared his sister's ability to stay asleep when exhausted, no matter any sounds from outside. Because she was going to get a little loud as she placed her back against the wall.

She began shifting up and down as she bit her lip and began to release small squeaks. Her hips bucked as she felt Spike's thrusts through her spell, the dragon's magically present cock reminding her of her first night with Shining Armor. And their honeymoon night at the same time.

They broke away and Rarity leaned her head back to breath deeply while Spike's tongue slithered over her chest and neck wildly. His tongue eventually slithered into her mouth, traveling down her throat and tickling her from the inside. He joined their lips as his mate moaned from the intense, slamming pleasure.

No thoughts travelled through their minds. Only pure instinct and erotic lust.

They fucked for a straight hour, though neither had any way of knowing this. If they did, they would've said it wasn't enough. For Cadance, it definitely wasn't enough as she writhed on the floor from her first magic perspective orgasm.

Rarity reared her head back as her gasps combined with squeals. Her juices coated the dragon's rock hard member as she released a somewhat strained version of her previous orgasm squeal. His seed filled her up as he reached the greatest orgasm of his life, so far. The pair held onto each other in their simultaneous explosion from their hunt for pure, raw, physical pleasure.

The dragon and unicorn stared into each others eyes as their foreheads were pressed against each other, the latter carefully angling herself to avoid hurting her lover with her horn. They breathed a few deep breaths before rejoining their lips in a loving reciprocating tongue massage.

Spike then moved to Rarity's bed as he carried her, uncoiling his tail from her leg and repeating what he had done the night before to lay her down as they continued to push against each others tongues.

Rarity was too lost in her pleasure and joy to question how she was building up yet again. Spike kept his upper body raised as his hands moved from her flanks to her face, slowly sliding away from it as their kiss broke. He raised her hind legs and held onto them as he began to push and pull.

What followed, they and Cadance would only remembered as a blur, a mixing of pleasure and love. Spike's movements pleasurable, generous, caring, but powerful as well. The feeling of Rarity's warm, moist pussy, indescribable.

They released together again, and a sliver of straight thought returned to them.

"Spike...I love you." And then he said it, with a loving smile as he stared into her eyes with those dreamy pools of green and lightly brushed his hand against her cheek. Two words that made her swoon into pleasant, post coital sleep.

"I know."

"You're seriously okay with this?!" Spike asked his newest mate, who was taking the news of being his latest and not his first quite well. He and his mate had awoken an hour after their last session of lovemaking and found that it was still relatively early. The hour of sunset was just nearing.

Spike had decided to just get it over with and brought Rarity downstairs, where he made her some tea and explained everything except for who else he had mated aside from her and Twilight.

"Of course I am darling" Rarity said cheerfully before taking a sip of tea "You said so yourself, it's just your instinct. You have no power over it. The same way ponies have no power over our desires during our heat period. And good for you by the way" she finished with a gesture of her teacup and a sly smile that made the dragon blush momentarily.

"So who else have you...bedded?"

"Well...there's Rainbow Dash, Fluttershy, Pinkie Pie..."

"So that's it!" Rarity exclaimed, startling the dragon "I've been wondering what was going on. And no wonder the glow on their coats were so prominent. Oh this is wonderful! Just another special bond between us all. Although I wonder about...."

"And there's Applejack too."

Spike jerked when he heard actual glass breaking.

"Button! What have I told you about throwing your controllers during a rage quit?!"

"Sorry Mom!"

Spike looked back to Rarity to see a calm expression that managed to convey she was anything but.

Her cup levitated to rest on the nearby table before she slowly tilted her head and blinked her eyes twice. "Applejack?" she asked slowly.

"Uh...y-yeah" Spike said cautiously, feeling as though he just opened a floodgate.

"Hmm, interesting" she said before she stood up and began to walk to the front door. Spike soon followed her, now quite cautious.

"Rarity, where are you going?"

"Nowhere" she replied simply as she stepped out "You just stay here."


"Must be going now" she said lastly as she closed the door and locked it with her personal custom key. Frantic knocking soon began from the other side.

"Rarity! My love! Where are you going?!"

"Hm hm hmmm"

Applejack struck another apple tree and shivered again, feeling a small echo of what had happened the day before.

"AAPLEJAAAAAACK!!!!" The earth pony drew back in surprise at hearing her name in the form of a shrieked yell. She soon saw just who she thought had released the yell.

"Rarity? What's going-?"

"You farm pony, farmer's daughter, jezebel hussy!"

"Whoa! Whoa! Whoa! Where in the hay is this coming fro-?

"First Trenderhoof and now my Spikey Wikey!"

"Wha- Yer still hung up about that?!"

"I'm going to demolish you!"

"Oh really?! You...are gonna demolish me whoa!" Applejack ducked, evading a magic beam shot at her "Hey what's the big...."

Applejack trailed off before taking off as the furious unicorn chased her through the orchard, firing magic beams at her. Spike was relieved to find his earth pony mate intact when he finally reached Sweet Apple Acres twenty minutes later.

According to Rarity, Applejack had talked her down with a very important topic of conversation. What that was would only be revealed a week and half later when all six Sister Mates were together in the castle with their shared dragon mate.

Cadance's arrival put a hold on the topic momentarily. After passing on that Shining Armor was back and fully recovered, she asked Spike that they speak in private in his room, which he agreed to. When his door closed, the alicorn assaulted his lips as if she were starving, surprising the dragon.

Despite her enthusiastic moans, Spike managed to hold back on his instinct, his nictitating membranes twitching to close over his eyes.

"After what I did to Shining, I'm more than certain he'll agree to an open relationship. I'm gonna rock your world one day, big boy."

Spike stared in surprise, his nictitating membranes blinking once. "Uh.....okay?"

Spike and Cadance exited to find the Mane Six gathered around AJ and Rarity, the former looking slightly nervous, and the latter looking giddily anxious.

Spike tilted his head as he noted there was something off about Applejack's appearance. His nictitating membranes covered his eyes on their own, which allowed him to see Applejack's coat glowing, and differently than when they had sex. He straightened his head and retracted the membranes while casting a curious look.

"Go on, tell them" Rarity urged.

"Tell us what?" Twilight asked.

"Yeah, what?" Cadance asked with a cocked eyebrow and apparently knowing smile.

"Whoo" Pinkie exclaimed when her stomach, waist and thighs began shaking before she released a gasp "I've only felt that kind of doozy once before! Mm!"

"Don't spoil it" Cadance whispered as she covered Pinkie's mouth with her foreleg.

"Well" AJ began as Pinkie started hopping lightly in Cadance's embrace "Ah didn't technically know before yesterday, but we apple girls have always had one of them sixth senses about these things. So Ah've kinda known since last week. It's what saved me from Rarity's wrath."

"Oh get on with it!"

"Ah! Discord?" Yeah, Discord?

"What are you doing here?" Twilight demanded.

"Just decides to pop in to see your reactions to-"

"Discord!" Applejack interrupted. And with good reason. I did not authorize your presence. Get out of here.

"Oh fine. I'll leave you to your moment. Raspberry noise." *poof*

"Enough with the suspense already! Tell us before he comes back!" Rainbow exclaimed.

"Well....Ah'm expectin everypony!"


"We're all here already AJ."

"Rainbow" Twilight deadpanned "She saying she's pregnant."

"Oh.........wait what?!"

"Whoo! Baby Shower Party!" Pinkie exclaimed as she appeared away from Cadance, who looked down at her empty forelegs in confusion.

"That's wonderful!" Fluttershy exclaimed before giving AJ a hug.

"Um, Shy, that's a little tight" AJ strained.

"Be grateful the life inside you is stopping me from making it tighter."

"Let me get in on this!" Twilight said, making the earth pony slightly nervous.

"I'm gonna be second" Fluttershy whispered to Twilight from behind Applejack's head.

"In your dreams."

Rainbow merely stayed in the air with her jaw hanging from pure shock.

"Spike? Are you alright?" Rarity asked the still dragon wearing a mild look of surprise. He then stepped forward, signaling the others to move aside.

"Are you serious?" Spike asked after staring at Applejack for a few seconds "You're pregnant?"

Applejack looked down to her stomach and placed a hoof on it, giving it a small swipe before looking back up and nodding. Spike then took her face in his hand and brought her into a passionate kiss.

The earth pony was momentarily surprised by the motion, but she soon melted into the kiss. Everypony, aside from Rainbow Dash, released a collective "Awww".

"I will stay by your side the entire time" Spike said after he broke away "I will protect you, massage your hooves, take on your chores, keep you warm, prepare your food, everything."

"Oh not all that's really necessary..."

"I didn't ask" Spike said rather intensely as his nictitating membranes covered his eyes.


"Group hug everypony!" Pinkie exclaimed "A big congratulation hug for our Spikey Wikey and Sister Mate Applejack's great news. Plus, group hugs are always good closers."

Everyone chuckled at Pinkie's comment before coming together for a hug. Spike used his tail and wings to reach across all of them.

As everypony snuggled in and released a sigh of comfort, Spike let out a small growl like purr, shifting his appendages. He was a dragon content with his position.

Content among all his mares.

Bonus Chapter: Other mare's reactions to magic pleasure wave (story)

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Cheerilee and Big Mac were already in the middle of their own love making session when the wave swept through. Both paused when it passed but had different reactions.

Big Mac looked around from where he lay on Cheerilee's bed. "Whatdaya suppose that was?" he asked before looking up to his mare and pausing when he saw her.

Cheerilee seemed to be frozen in a blank stare, her mane now slightly more ruffled than it already was.

"Uh...Cheerilee? Whoa nelly!" Big Mac exclaimed when he found himself against the wall, Cheerilee's hooves pressed against his chest. Cheerilee herself was looking at him with crazed eyes and breathing heavily.

Big Mac had no time to react before his lips were attacked and his mare began to work him like never before.


Apple Bloom was working on a new birdhouse in the barn. She didn't need to make one, she just needed something to keep her mind off the recent events. Sweetie Belle meanwhile was attempting to organize the hay bales on the second floor for the same reason, having slept over.

As Apple Bloom began to take measurements with a small ruler, she heard the unmistakable sounds of her brother's hooves against the ground and drawing closer. Had she not been so focused, she would've noted the slightest drag in his steps.

"Hey Big Mac. What's up-?"

"Ah!" Apple Bloom's head shot up in surprise and turned to see her brother drawn back and looking slightly nervous.


"Whatcha....whatcha doin with that ruler?"

"..........measuring the pieces of mah new birdhouse" Apple Bloom said slowly "Why?"

"Oh uh....no reason" Big Mac replied as he relaxed his body and began lightly rubbing his flank as if he had been injured. "Ah should get to the orchard" he said as he put on his work collar and departed, leaving a confused Apple Bloom.

"Hey" Sweetie Belle called down, drawing her friends attention "Did you notice a rectangle outline on his flanks?"

"No, not really."


"Wait, why were ya looking at mah brother's flanks?"

"I don't know! But it got me thinking of Button Mash and now Rarity and Spi-! Stack hay! Gotta stack hay!"

Sweetie Belle returned to her activity as Apple Bloom did the same. "Make birdhouse. Make birdhouse!"

Granny Smith

Granny Smith was relaxing in her rocking chair, knitting what was going to be a maternity sweater she was sure her granddaughter would most likely need soon. Apple Family girls had a reputation of expecting foals quite soon.

She paused her rocking and knitting as the wave passed over, looking around as if she had heard something.

"Huh. Felt like an old friend passin by with a quick 'Howdaya do?' " she said as she resumed her knitting.

The Crystal Empire

Ms. Harshwhinny was in her guestroom in the Cadance's castle, a good distance from the private royal chambers, reading a management article on her bed.

She had been asked to the Crystal Empire to aid in the paperwork after Princess Twilight left and Prince Armor regained his strength after his confusing hospital visit.

Her eyes went wide as she felt something pass over her, bringing a large amount of arousal from nowhere. Her hips bucked slightly as she made quick, small whimpers.

"Mm, mm, mm!" She blinked a few times before her face returned to its normal scowlish look. "Hm, quite satisfactory" she said before returning to her article.

She turned to door leading to the adjacent room, containing her roommate and newest friend Ms. Peachbottom, when she heard an exclamation.

"Oh Prince Armor!"

"It appears that mysterious wave has awoken my friend from her nap." She then looked to her window when she noticed a sudden glow of light, which she saw was coming from multiple beams coming from multiple dwellings in the empire.

She saw the explanation when she looked down to see multiple mare's crystal coats glowing more than usual as they began to crawl over their coltfriends or random stallions. A few crystal guards looked unsure as they raised and lowered their spears continuously, not knowing whether to fend off any mares or allow them to do what they were doing.

"Now that is something I've never seen in my travels."


Inside her tree house in the Everfree Forest, Zecora was meditating while balancing on a bamboo pole by the top of her head. Her eyes shot open when Rarity's wave swept over her.

In a quick motion, she tilted stomach-ward and wrapped her limbs around the pole as she bit her lip. Gravity then caused her to slide down slowly, increasing her pleasure the slightest bit and causing her to shudder until her rump reached the floor.

She collapsed on her side as she continued holding the pole and panted lightly. "An excellent....precursor....for later."

The pleasured zebra stood and hurriedly made for her bed. "Can't think of a rhyme. Need to clop."

Sometime later, Fluttershy knocked on Zecora's door. "Um....Zecora? I was wondering if you had any more of that tea."

The door opened, releasing a light green mist that appeared to be coming from Zecora's cauldron, along with a scent that the pegasus knew quite well. In the doorway was a very relaxed looking Zecora with her mane down, similarly to how it looked on Nightmare Night.

"I see that what the cauldron showed was true, my fertili-tea has not yet worked for you."

"Well no. Oh my that's a....familiar scent" Fluttershy said as her cheeks tinted pink "I should probably come back later." Fluttershy then found herself pulled back by a long stick she had seen Zecora use for meditation.

"Tell Spike to get over here fast and quick" Zecora whispered.

"......Why is that scent strong on this thing?"

"Would you like to give it a lick?"

Fluttershy let out one of her trademark EEP's and zipped off with a red face. Zecora chuckled before retreating into her abode.

Derpy and The Doc

A futuristic whirring sound came from nowhere as a blue police box began to fade into existence a short distance away from Ponyville. Once fully formed, the door opened and out popped the head of the town's resident clock tower keeper and science doctor.

"Hm, curious" the Doctor said as he took in his new surroundings "I don't recall any significant historical problems at this point in time. Why would the TARDIS bring me here? And so far from town."

"Doc!" The stallion Time Lord reared back slightly at the sound of his companion and significant other calling him.

"Derpy?" he Doctor said as he saw said pegasus running towards him "What is it? What's the ma-?"

The Doctor was cut off as Derpy launched herself and propelled herself forward with her wings at Rainbow speed. She left a yellow speed trail as she slammed into the Doctor, pushing him into the TARDIS which appeared to close of it's own free will.

Derpy's momentum appeared to be quite strong as the TARDIS suddenly went spinning into the air, fading out of existence faster than usual.

A few minutes later, the TARDIS fazed back into existence. The door opened and out stepped Derpy, wearing a Viking helmet, a monocle, a Native Buffalo dream catcher as a necklace, and a removable device on the back of her neck with two long, thin, working arms that allowed her to hold onto the muffin she was eating. A satisfied expression was on her face.

The Doctor stumbled out while placing a foreleg on the doorway for support. He was wearing a squiggly smile along with his excessively long scarf, construction worker boots on all four hooves, and Equestria's first national flag in prime condition wrapped around his torso.

Derpy then stroked the Doctor's chin with her tail as she chuckled one of her adorable chuckles. "Thanks Doc. I'll see you later."

Derpy took off into the air, leaving the Doctor to collapse forward as his eyes followed her. "Looking forward to it."

The Doctor raised his head in confusion as he heard the unmistakable sounds of the TARDIS reaching a destination. Another TARDIS suddenly appeared a mere ten feet from him. The door opened and out collapsed himself with a mane that was trimmed shorter and appeared to be in the beginning phases of greying.

This Doctor was wearing what appeared to be a combination of a fez and small sombrero, a pair of glasses that for some reason had blinders on the sides, and a flag wrapped around his torso that the former Doctor was not familiar with. It had a mark that appeared to be a slightly altered version of Princess Twilight's cutie mark with reptilian wings made of fire.

"Ah, there you are" the newly arrived Doctor said as he raised his head, creating a mirror image "I'm going to tell you what I told myself, when I was you, all those years ago....today."

"Allonsy Doooooc" called out an apparent future Derpy in a sing song voice from within the second TARDIS.

"It's going to get better and worse at the same time" the second Doctor finished before a long yellow tail wrapped around his neck and pulled him back in. The second TARDIS then faded away, leaving the first, younger Doctor perplexed, nervous, and exited for the future.

Bonus Chapter: References

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Some of these are subtle, some very subtle and others not that subtle.

Chapter 1

He could just grab it and hold onto it like the beckoning prize it was. He was going to.

This is a double. "Grab it and hold onto it" is from Fast Five. "He was going to" is an addition that makes it similar to a line from Bob's Burgers. Season 3 Episode 2 Full Bars. "I can drink from the puddles! I'm going to."

They breathed deep breaths in their post-coitus. I decided on using "post-coitus" from Team Fortress 2 short film Expiration Date.


As I said in the Author's Note, Spike's "Oh my god" could be compared to Edward Norton's when the reveal happens in Fight Club or any of Chandler's funny exaggerated one's in Friends.

Chapter 2

It looks like I kinda went into predator mode... A reference to Predator and how at times when camouflaged it's eyes would flash momentarily. After we saw Spike's second set of eyelids in Secret of my Excess, I saw it as him going into primal mode.

Celestia holding Spike back from her marehood is taken from Wolf of Wall Street.

Spike's eyes becoming like a slot machine-just about any cartoon with that kind of humor, like Looney Tunes.

Twilight covering her ears and going la la la la la is from Parks and Recreation when Leslie Knope covers her ears at her mother's inappropriate comments.

I said in the Author's Comment that I picked the name Santino for a reason. That was a reference to The Godfather. Even though I've yet to read the book, I do know something from it. For those of you who have also only seen the movie: slight spoiler, barely. Sonny Corleone in the film and book cheats on his wife with a bridesmaid at his little sister's wedding. According to the book, his wife didn't mind him cheating on her because she was afraid of his big cock. The bridesmaid he cheated with, Lucy Mancini was apparently spacious enough for him.

Chapter 3

Rarity however gasped happily and pulled a Pinkie as she zipped out of the room, only to zip back in a second while holding two cups of tea with her magic. She levitated one to Twilight, who caught it quickly with her magic after Rarity released it suddenly. Rarity sat down in front of Twilight with a small but loud smile and took a sip of her own tea. I could've sworn this was from Nickelodeon's Teenage Mutant Ninja Turtles. Episode-New Girl in Town. I checked and barely even close. If anyone knows something like this, please tell me.

"Of course you will" Rarity said nonchalantly... For comparison, Nathan Lane saying "Don't be silly" in The Birdcage when he's told his surrogate son is getting married. Rest in Peace Robin Williams.

"Ride the pony! Ride it!" I can't believe I'm saying this but, A Haunted House. Yes the Paranormal Activity spoof.

Chapter 4

Fluttershy slapping Spike and telling him to say her name is a double also. Scary Movie and Tom Hiddleston as Loki at Comic Con.

As stated, Fluttershy's enthusiasm is drawn off of Marla from Fight Club.

Spike drinking milk and spitting it out at Twilight's explanation about wanting to conceive is a reference to The Big Lebowski.

Chapter 5

"You didn't do anything." "Yes I did". Parks and Recreation when Leslie couldn't come up with a plan and went silent when she claimed to have one in the season 3 episode Camping.

"Fuck a baby into me dragon boy"-A Very Harold and Kumar (3D) Christmas.

Taste the Rainbow, come on, you know.

Chapter 6

"You're entering a world of pain...." "A world of pain" Another Lebowski.

"You wanna curl up into a ball and lay here for a bit?"-Malcom in the Middle, season 5 episode, Malcom's Job. "You wanna put your head between your knees for a few seconds?"

Twilight's "Oh my gosh" is from Teen Titans Go!, The Return of Slade when Raven started talking about the latest episode of Pretty, Pretty Pegasus. You needn't worry about my sanity, I've stopped watching the show.

Pinkie eating from the frosting tube I got from Tosh.0. Can't remember the specific episode.

"....an organized conspiracy map splayed on its walls that would give Stiles a run for his money.-A reference to MTV's Teen Wolf and the character Stiles, best friend of the main protagonist who looks to figure things out, usually with conspiracy style maps.

Spike crawling up the walls while Pinkie held on-Scary Movie 2.

"Well then close the door! You're gonna let the stank out!"-Family Guy episode, Love Blactually.

The door to Pinkie's room opened, and Spike collapsed on the floor...-Call of Duty: Modern Warfare 2 Special Ops level O Cristo Redentor. The small house in the back that leads to the large grouping of oil barrels. Shoot the guy behind the door on the left and he just collapses.

Chapter 7

Inception, literally right at the beginning.

"I could eat you up" from Red Riding Hood with Amanda Seyfried.

Chapter 8

"You are soldiers of Equestria! No matter the size of that beast, you will stand your ground!"-The Lord of the Rings: The Return of the King. "You are soldiers of Gondor! No matter what comes through that gate, you will stand your ground!"

The exchange with Pinkie popping out from under the desk, Spike pulling out the book, Fluttershy being under there too. Harvey Birdman: Attorney at law. Episode, Trio's Company.

"...country wide neuralisis spell" Reference to neuralizer from Men in Black, and it being country wide is from MIB 2 with the neuralizer Statue of Liberty.

Twilight's multiple "proud" kisses-Fresh Prince of Bel Air, episode Did the Earth move for you? "I'm...really really not fine."

"Don't ask." "Why?" "Don't ask!"-Archer episode, Lo Scandalo.

Spike's "Whoa" after his make out with Celestia-The Matrix.

Her mouth was open as if to shout to the heavens, but no sound came out. I actually got that description from a History Channel documentary of the Godfather films, The Godfather Legacy when they get to a seminal part in the third film.

"You've got some splaining to do!" I know it's from I Love Lucy, but I've seen it in Fairly Odd Parents and Teenage Mutant Ninja Turtles (2003).

Chapter 9

"HEY, DON'T YOU RUN FROM ME! I SEE YOU!"-The Boondocks episode, Wingmen. "Don't run n***a I see you!"

"Shit, I'm getting my second wind!"-Matthew Mcconaughey in Dazed and Confused.

"....you smell like sweat, sex, apples, rainwater and hay."-Family Guy episode, Whistle while your wife works. "Smells like sweat and anger and shame." "Yup"

"Enjoying the view." "You talking to my butt?"-More Parks and Rec, Leslie doing the same to her boyfriend Ben.

"Y-Yeah, woof" Sweetie Belle's comment on Spike's new wings-Young Frankenstein when they discuss the given large proportions of the creature.


"Guess that was the wish you made when you got your dragonballs huh?"-Obviously the Dragonball franchise.

Can you read my mind?-Superman (1978)

"...you can go ahead and drop me now."-Avatar the Last Airbender episode, The Serpent's Pass.

Cloud Mist being surprised by Rarity's "out of nowhere" appearance-Parks and Rec! Again! Episode, Road Trip. Right at the beginning.

The song Vinyl put on in the restaurant-Cha Cha Slide by DJ Casper, which I'm sure we have all heard at almost every party for a while now.

"This feels like a fairytale" No he didn't!-Diary of a Mad Black Woman

"Mine?" "Mine?" "Mine?"-Finding Nemo. Had Pinkie been there, she would've said so.

"Mm, Spike the end of your tie is tickling my stomach." "I took off my tie." ".....Oh Spike"-Two and a Half Men episode, Fish in a Drawer, though that one had a very different outcome.

"They're doing i-hiiiiiiiit."-Fresh Prince of Bel Air episode, The Aunt Who Came to Dinner.

"Ah...Ah...Ah...Ah!...Ohhhhh Sweet mystery of life, at last I have found you......Ohhhhh At last, I know the secret of it all"-Young Frankenstein again.

"It's over twenty thousand percent-combo of 20 percent cooler and DBZ's Over 9,000.

Spike coiling his tail to pull himself forward as he held Rarity against the dresser-Splice, that one scene with Dren and Adrien Brody.

Cadance using her magic to look through Rarity's perspective-Teen Titans episode, Haunted. Raven did the same to Robin. Different situation.

"Spike...I love you." "I know" I shouldn't even need to. Star Wars Episode V: The Empire Strikes Back.