> My Dragon Son
>  by Evergreen_The_Horse
> --------------------------------------------------------------------------

> New Body, New Emotions, New Love
> --------------------------------------------------------------------------

Have you ever grown up with somepony that wasn't your biological parent? Or wasn't your sibling? Or have basically never met your relatives at all? In other words… An orphan. Some are unfortunate enough to have this luck. But some are lucky enough to find a family right at the very start. Like Spike the dragon did.

Spike first hatched from his egg when a student passed her inauguration for a magic school. Not the magic of dragons though. Of a pony's. The young filly that did it was the future Princess of Friendship and to-be novice student of Princess Celestia. Twilight Sparkle. As a new born baby, a DRAGON baby no less, ponies thought that he'd be dangerous when he grows up. They were going to toss him to the badlands to fend and grow by himself. He was a simple inauguration test, that was all. Twilight wasn't happy.

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“Wait! You mean you're not keeping him?!” A filly Twilight asked one of the unicorn judges.

“Why would we? He's a dragon. A mere test. We've no need for him now.” The judge answered, holding the baby draco in a magical aura.

“But that's not fair, he's just a baby! Who's gonna take care of him?” Twilight yelled with tears in her eyes.

“Himself.” The judge replied coldly, starting to walk out the classroom door.

“If you won't take care of him then I will!” A teary eyed Twilight yelled. Uncontrollably, her horn suddenly glowed and the aura holding the baby then turned into a powerful purple.

“What?! No! No way, an inexperienced kid can't handle a child!” The judge countered, angrily turning to the student.

“I proved myself today, didn't I?! If I can pull something like what I did today and eventually master it, I don't think a baby is too much for me. I hatched him, he's my responsibility.” Twilight protested, bringing the tail gnawing baby close to her chest.

The judge was silent. Her face scrunched and she groaned in defeat. The filly did make a valid argument. “Fine! But when he burns down a village, don't say we didn't tell you so!” The judge turned around with a grumpy look, her tail and head lifted with a scoff, and walked out the door.

Twilight's father, Night Light, walked up to his daughter. “Sweetie... You sure you're up to this? A pet is a lot of-”

“He's not a pet!” Twilight turned and yelled at her dad, still a bit upset and teary eyed. She realized who she accidentally yelled at. “Oh… I'm sorry Daddy. It's just… he's like us. Living. Growing up.” She looked down at the baby cradled in her magic. He looked at her with a crook in his head. He reached out and grabbed her snout with his tiny claws. Twilight giggled. “And he's super cute!”

Her mom, Twilight Velvet, walked up to her husband's side. “Honey, I say she can do it. I mean, she just turned us into plants. I think she can handle a baby. It'll give her some life experience, especially if she wants a foal of her own when she grows up.” Light looked at his mate's eyes, then to Twilight's puppy eyes. He bit his lip but signed in defeat.

“Oh… alright. What harm can he do?” Twilight started to hop with joy. “Yes! Thank you, thank you, thank you!” The dragon baby giggled at the sight and clapped his small claws. Twilight stopped and smiled, nuzzling into her new partner's belly. He sweetly wrapped himself in a hug around her snout. Her parents aww’d, snuggling their heads close as they watched their excited daughter nuzzle the new addition of the family.

“What are you gonna name him, Sweetheart?” Velvet asked.
Twilight looked at the small baby, he was teething at his tail again. His scales were purple with a light green underbelly and eyes. Two small frills on both sides of his head. A trail of small, green spines going from the top of his head to his tail. He was indeed adorable. “I think something simple. What about…”

“Spike.”
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And with that, Spike became the pupil to the pupil. Over time, he'd develop into a fine assistant for Twilight and her lessons. Wherever she went, he was usually not far behind. He learned to talk, write, walk, and control his fire breath when he was still relatively young. He matured in personality pretty quickly. Naïve, oblivious, and sometimes stubborn, but still having his heart in the right place and the best intentions. But over the years of service, he finally started to hit… the age. You know. That age. The age where all of the thoughts males have go straight between the legs. Spike…

Was a teenager.



It was midnight. The bright, full moon illuminating the ground below. Everypony was asleep, all throughout the small town of Ponyville. Everyone huddled in their beds, Luna giving every citizen a wishful dream. All except two.

“Come on, Spike. We need to deliver this letter by morning.” A grown Twilight said, trotting along the path to Manehattan. Twilight Sparkle had matured into a pretty confident and intelligent mare. After becoming the holder of the Element of Magic and fully accepting she was the Princess of Friendship, her body had been changing for the better. She had grown two beautiful wings, proof that she was now an alicorn like the Princesses, though she still preferred to be safe on the ground. Her horn appeared slightly larger than when she first moved to Ponyville. Her mane was a little longer, still a dark blue with a magenta streak, and her bangs looked just a tad more grown out. Her magic was much more controlled and even more powerful than when she was a filly. She's saved the world multiple times with her friends and was a bit of a renowned hero. Although she wasn't very fond of the newfound attention, she still appreciated it. The new duties were tough, but even so, she still had Spike and her friends to keep her moving forward. All things considered, she was happy with her new role and life.

“Yeah, yeah. I'm coming, I'm coming.” Spike said, exhaustedly trudging behind. Spike, being a teen, was now pretty developed and grown. No where near to what he was going to be when he gets to adulthood, but he was turning out fine. He was now the height of Twilight, only thing taller than her head were his spines. The spines trailing down his back were a bit bigger than when he was a baby. His legs weren't as stubby as they were before and his arms were much longer, making reaching for books a lot easier. His voice hasn't changed much, but it had started breaking and cracking every so often. His tail was longer and stronger, along with his body. He seemed slimmer than when he was a baby. Still a bit of chub, but he had worked off his baby fat quite well. And finally, two mid sized wings growing behind him. But they weren't fully developed yet and he couldn't fly with them. He, personally, wasn't happy with these new changes. He liked his old body, being young. He's steadily been learning to deal with it, but it hasn't been easy.

Twilight and Spike were on a mission for their dear friend, Rarity. A fashion designer earning her fame and the holder of the Element of Generosity. Twilight had gotten an urgent letter from the Princesses themselves in the mail. But it wasn't for her, it was addressed to Rarity. Derpy must have mixed up addresses on her last mail run. Twilight was thankful she got it, who knows what would have happened if this letter went to somepony they didn't know? She and Spike had been preparing for the trip for Manehattan since she got the letter. Rarity was there for a fashion show and they had no other means of quick delivery. Spike couldn't magically blow the ashes to Rarity because recent voice changes and cracks have been making it difficult to use his fire breath. Thankfully, Owloysius has been kind enough to transport letters to the Princess in the meantime. But this was a trip way too large for the small, feathery boy. Twilight and Spike were just going to have to do this the hard way. The train already departed before they could catch it, so they had to go on foot.

“Twilight, we've been walking for hours! Are you sure we can't take a small break?” Spike groaned. Even through his hard scales, he was aching everywhere. He was too old to be carried on Twilights back anymore. If he tried with the new and developed body he had now, he'd probably break Twilight’s back. He's had to learn to deal with walking on his own. And all the aches and cramps along with it when walking long distances.

“You know we can't, Spike.” Twilight's horn glowed and the letter levitated out of the pack on her back, showing it off to Spike. It was a sparkling, gem sealed envelope that read in cursive 'To Rarity. Princess Request.’. “We need to get this to Rarity immediately. If the Princesses are contacting her themselves, then this could be a career making or ending order for her! We can't let this go by unchecked.” She placed the letter back in the pack and kept moving forward. Her hooves acting like they had no 'off’ switch.

“But Twilight, we've been at this since noon. We haven't had a bite to eat since we left. You act like you can't stop, but I can tell you need to. Please, a break to recover won't hurt.” Spike was worried Twilight was overworking herself again, like she sometimes obliviously does. Twilight stopped, Spike was usually right when it came to her health. She was kinda pushing herself. She was developing a few bags under her eyes, her hooves were starting to get sore, and she was hungry without even knowing it. She sighed.

Twilight gave in. Spike was right, him and his persuasive charm. “Well… maybe a stop for the night won't do too much harm. But we leave at the break of dawn, no exceptions.”
“Yes!” Spike quietly celebrated, pumping his fists a bit.

After finding a solute place on the ground to camp and snack, Twilight had huddled down and opened a book she brought for the trip while Spike started a fire. Spike had gotten a few sticks and placed them in a pile. He rubbed his hands together to prep himself, got on all fours to aim his snout at the target, inhaled a big breath of air, and…

“phew…” A small puff of smoke. Spike scrunched his face, insulted at himself. He took another breath and tried again. “Haaah… phe- urk- cak!” He sputtered and coughed. Ash smoke and small, green embers coming out his mouth. Twilight watched and giggled at his attempts.

“That really isn't as easy as it used to be, is it?” Twilight asked her puberty stricken assistant. Spike sighed and sat down criss-cross, blushing a small bit while crossing his arms and hanging his head. “No…”

Twilight rolled her eyes with a smile and closed her book, directing her magic to the tinder pile. A purple fire suddenly alit from the sticks with a spell. A purplish hue of magical embers fluttering into the air and lighting the camp. Spike walked over to Twilight's side with a frown and curled up in a ball, sighing. His frills drooped. Twilight put a wing over him, stroking his back with a hoof. “It's ok, Spike. Really. I don't blame you, everyone goes through this. It's a way of life.” Twilight tried comforting him. She knew he hated this… unknown territory.

Spike sat up and turned his head to face her with a grumpy look, giving a bit of sass in his response. “Yeah, you've been telling me that ever since this whole 'puberty’ horseshit started.” Twilight didn't mind him having an attitude, she read that it was a teen thing. They would give lip sometimes and she expected it. She just needed to calmly deal with it in a disciplined way.

“Spike… watch the way you use that mouth, mister.” Twilight responded with warning in her voice and a look to rival Fluttershy's serious stare. Spike drooped his frills again and laid his head back down.

“I'm sorry, Twi. It's just… what use am I if I can't do anything for you? I feel like a broken tool. You might as well replaced me with Owloysius if I knew this was going to happen to me.” Spike sadly apologized, a tear going down his cheek. He started to quietly cry.

Twilight thought for a second. She could tell he was depressed and lost with this new change. He hasn't been able to send letters, he's been having small mood swings, having sudden and uncontrollable happenings… ‘down there’... in public, and he's just been really sad. The best he could do for Twilight at the moment was fetch a book. He felt useless. Twilight had to do something to cheer him up.

“Spike.” Twilight lifted his head with a hoof so that he was looking at her stern but caring eyes. He could see the small, parallel stream of tears down his cheeks in the firelight. “You are not useless. You're my assistant. No matter what size or shape you are. What abilities you have. Or what you can or cannot do. You'll always be my best friend and number one assistant. No matter what.” Twilight caringly kissed his forehead. He softly giggled and smiled. She was starting to feel better. “And hey, just think about it.” She used one of her hooves to gently wipe away the tears on his cheeks. “Once this whole thing is over, you'll be a new and improved dragon! You'll be able to fly, your fire breath will be stronger than ever, and you'll have a body to rival every other dragon in the land. It's gonna be great!”

Spike started to grin. “Hey… you're right! I'll be the size of castles when I'm older! And I'll be the dragon to give love instead of terror, to help the innocent and save the village!” Spike hopped to his feet. Twilight giggled at his sudden enthusiasm for growing up. “My fire breath will be stronger and hotter than the sun itself! My tail will be long, powerful, and as swift as lightning! My wings will be large and majestic as I soar through the sky!” Twilight just sat back and watched the drake ramble about his future. “Wow… I AM gonna be awesome when I grow up. Watch out, evildoers! Spike the Good Dragon is in the making!” Spike pointed to the sky in a heroic pose. Twilight clopped on the ground, simulating a crowd cheering him on. Spike jumped up in the air, excitedly fluttering his useless wings. “y-Ea-H!” Spike's eyes widened as he landed on the ground and covered his mouth.

Voice crack.

Twilight started to uncontrollably laugh with the mood break his voice created. Spike blushed and chuckled awkwardly, but eventually joined Twilight in her laughter. He slumped down on her side like she was an overgrown pillow. Both of them contently sighed as they calmed down. Spike turned around and hugged Twilight's neck. The princess hugged her assistant back, wrapping her wings around him and pulling him close with a hoof. They nuzzled into each other, smiling in their warm embrace. Twilight instinctively nursed him, gently licking the top of his head while her fuzzy coat cozily tickled Spike's scales.

“I love you, Twilight.”
“I love you too, Spike”

Spike looked up to Twilight as the ultimate mentor. She raised him, took him under her wing when no one else did. She gave him a home, family, and believed in him. Even at his worse, he was always the best to her. Twilight was the mother he never got to meet.

Twilight wanted a foal when she got a older, but with all of the new duties she had, she didn't know if she'd ever have time to settle down one day. Royalty, world saving, how could she ever find a special somepony for her own with all she had on her plate? She longed for a family of her own, and the little dragon she was watching grow up filled that void. Spike was the child she always wanted.

Nothing, no matter how dire the situation, could bring them apart. And the both of them knew it.
The two stayed like that. Silent. Enjoying each other's company.
That was until Spike felt… the tingle.

Spike's eyes widened, this hugging and licking must have accidentally triggered a few hormones. He started to feel… it… grow down below.

What?! No. Nononono not now! Why now?! Spike thought to himself. He hated that he couldn't control these feelings and body actions sometimes. He hopped back from the embrace he had with his mentor and quickly ran to the other side of the fire to sit down, his back to Twilight. Trying to hide the ever growing appendage between his legs.

“Spike? You ok?” Twilight asked, concerned. Twilight felt she knew what it was, but with Spike and his flip-flop teen personality, he was very hard to read.

Spike started to sweat. He tried his best to keep a blush down. He turned his head and tried to talk as nonchalantly as possible with his excuse for ruining the tender moment between them. “Uh… yeah! Yeah, totally! I just… thought I heard something in the wilderness. The camp is close to Everfree Forest, you never know when some predator could pop out. I'm on high alert, I don't want you getting hurt.” Spike gave a toothy smile, hoping she'd buy it.

“Hmm.. well, I never doubt your judgement. You've got better hearing than me so I won't complain about some protection.” Twilight got up and walked up behind him. Using her wings to give a hug from behind and continue their embrace from before. Spike started to panic on the inside. No, please. Please don't do this… Spike planted his arms to the ground, it was becoming increasingly difficult to block his now fully erect, foot long penis from sight. He prayed she didn't notice. “I appreciate you doing this for me, Spike. You didn't have to come, you know. You could have just packed my things and stayed home. But you came along, not just to keep me company, but to protect me. I probably would have passed out on the trail to Manehattan by now if you hadn't convinced me. You really are my number one assistant. Thank you.” Twilight closed her eyes and nuzzled the side of his cheek. Spike smiled and nuzzled back, still making sure to keep himself covered.

Twilight pulled back. “Well… I don't want to distract you. I should get to bed.” Twilight went back to her original spot on the ground and magic'd two blankets out of her pack. She set one over Spike and herself, laid her head down, and yawned. “Good night, Spike. See you in the morning.”

Spike looked over his shoulder, she was already asleep. He felt guilty inside, he had just gotten hard in front of his mentor; teacher; practical mother. But why did he kinda like it? Spike was feeling a bunch of things right now, but what was important is that he wasn't caught.

He sat up to walk over to Twilight on all fours, his penis swinging under him with the movement, still hard as a rock. But he felt comfortable now that there was no potential for a pair of eyes to land on his dick. He kissed her sleeping cheek, like she used to do to him when he was a baby. “Good night, Twilight. Sweet dreams.” Spike laid down just a fair bit from Twilight, giving her a few looks before drifting off. He examined her beautiful figure, her coat reflecting the firelight and moonlight, creating a mix of purple and whitish blue. It was the most soothing sight to fall asleep to along with the atmospheric sound of the crackling in the fire. Her bangs gently blowing across her face in the soft night wind, the rising and falling of her body with her calm breaths, her cutie mark shining in the mixed lights, and much more. Her beautiful body was just lulling him to sleep. Almost involuntarily, his glances started wandering to her butt. Her plump, thick, and round bu-... Spike shook his head and snapped out of it. No! No, that's no way to remedy this… ‘situation’ I have. Still though… Spike laid his head down, hoping his erection would die down throughout his sleep. He slowly closed his eyes with the final thought.
That ass~



The sky was a dark hue of orange, a small amount of light just peaking over the hills as the sun rises for a new day. The rays of light shot directly onto Twilight's closed lids, triggering her to wince and slowly wake up. She peered her eyes open, awaking from her peaceful outdoor slumber. She yawned and got up, stretching like a cat and feeling the chilly morning air. It was time to hit the road and finally deliver the letter to Rarity. Twilight walked over to the sleeping Spike, he was laying on his belly next to the burnt pile of timber. She nudged him with a hoof and spoke a bit groggily. “Alright. Wake up, Mr. Oversleep. Sun’s rising, time to go.” She used her magic to yank the blanket off of him, hoping that'd be enough to get him off the ground.

Spike groaned, not wanting to get up but he knew he had no choice. He drowsily lifted his head and opened his eyes, smacking his lips to somewhat deal with his morning breath. Before getting up, he lifted himself a bit to check under himself. He gave a relieved look. His phallus was thankfully back in the confines of his genital slit. He pushed himself up and stretched his arms, groaning as his bones popped and cracked after being still and motionless throughout the night. He got to his feet, brushed himself off, and walked over to Twilight.

After getting her pack ready, she threw it over her back, took a deep breath of early morning air and exhaled. “Pheew. Ok. Come on, Spike! If we hurry, we can deliver the letter and be back home by sundown.”
“Yes ma'am!” Spike readily confirmed. Liking the sounds of the end result.

And with that, they were back on the road. Walking along the trail in the semi-dark early-day atmosphere. If you saw the two of them from a distance, the only thing you'd see is a pair of silhouettes in front of the slowly rising dawn. Making their way to the bustling city.



The sun was now high in the sky, it was about breakfast time now. A sunny day in the busy city of Manehattan. Twilight and Spike managed to make it before the streets were crowded and populated, making it an easier time to get to the runway before the first show started. The duo was wide awake now and excited to see their friend again. Spike especially, he started to go into thought on what he'd say.

Man, I hope I can muster up the courage to admit my feelings to Rarity today. How generous and chivalrous she must think I am for walking this long distance just to give her a piece of paper! Spike's mind was aflutter with thoughts. Peppy to see his crush again, thinking this would be the act to finally get her to recognize his feelings. He then started to slowly frown. What if… what if she just rejects me? Like always. It's never worked before, why would it work now?

Spike had been contemplating the whole walk. Would she fall for him for walking this whole way just for her? Or would she just dump him like she's always done? There was only one way to find out. He was grown up, he was mature enough to find the courage to tell her. This was the chance to show her how much he cared for her. Hopefully…

Completely lost in thought, he didn't even notice Twilight trying to get his attention. Waving a hoof in front of his face. “...Spike. Spiiiike. Spike!”
Spike snapped out of it. “Huh, what?”
Twilight giggled. “Look. We're here, numbnuts!” Twilight playfully said as she pointed ahead to the entrance to the runway.

A huge line of well dressed ponies were there, up early and ready to witness the next season of fashion. And amongst the crowd was a pure white pony in a formal light blue dress, a face and a curly purple mane instantly recognizable to anypony who knew her. It indeed was Rarity. Twilight and Spike started to approach, yelling her name. “Rarity! Hey, Rarity!”

Rarity did a double take, not expecting to see her two friends right here and now out of nowhere. “Twilight? Twilight Sparkle, is that you?” Rarity ran toward her, not caring that she lost her place in line. Twilight covered most of the distance, but in the end they came together for a hug, Spike joining it while wagging his tail. They pulled apart. “Twilight, and Spike as well! Oh, what an absolute surprise seeing you two here! Just why did you come all this way? *Gasp* Don't tell me you're here for the show too, darling! You'll make me faint!” Rarity said, getting a bit ahead of herself. She was excited two of her best friends came this whole way just for her.

“Not quite, Rarity. But we appreciate the enthusiasm! We actually came here to give you this.” Twilight used her magic to pull the important letter out. “This was delivered to my house on accident. It's for you. It's an important order so we sought to get it to you as quickly as possible.”
“We couldn't let you be ruined by something you didn't receive.” Spike added.

“Aww, Twilight! You two didn't have to do this all for little old me.” Rarity greatly appreciated the help and used her magic to grab the letter and bring it in front of her face to read what was on it. Her eyes widened. “What? The Princess?” Rarity opened the envelope then and there and read the paper inside. Her eyes frantically scanned the paper, mumbling the words to herself. “Dear Rarity… Talent… Dresses…. Sisterly Gala…. 4 DAYS?!” Rarity looked to Twilight. She had frantic panic in her eyes but trying to stay calm. “Twilight… when was this delivered…?” She hesitantly asked.

“Yesterday. Why?” Twilight replied.

“So this was delivered yesterday... I won't get home until tonight… Oh, by Equestria's green land! I'll only have two days! For the Princesses! Oh, heavens to Betsy, this is…!” Rarity ears perked when a ‘ding’ rang through the air and the crowd's commotion grew louder. She turned around, the line was moving inside. “Oh… I'll have to worry about it when I get home. Twilight, thank you so much for going out of your way for me. You too, Spike.” Rarity hugged her dearest friend and gave Spike a courteous peck on the cheek. Spike blushed a bit and goofily giggled, rubbing his cheek. “You two did a wonderful deed today. Don't worry about me, I'll find a way to get it done in time. I'll see you back in Ponyville! Ta-ta!” And with that, Rarity started to rush back to the line. 

Spike snapped out of his after-kiss daze, realizing he was letting his chance slip away. He started to run and catch up to Rarity. “Rarity! Wait!”

Rarity stopped in her tracks and turned. She was in a hurry but always had time for her friend. “Yes Spike? Not to be rude but can we make this quick? I want to get a good seat.”
Spike caught up to her and took a deep breath, starting to think to himself. Ok Spike… don't screw this up. You can do this! Just ask her out, it's not that hard. “Um… Rarity. I- I just wanted to ask you something be- uuh… before you had to go.” Spike nervously stuttered out.
“Well, go on. I'm all ears.” Rarity patiently replied with a gentle smile.

Spike started to sweat. “I just… I walked this long distance for you and… I thought… well.. maybe, just maybe you'd see how much me and Twilight care for you and…” Spike blushed hard. He couldn't focus, she was so stunning. He couldn't think straight. He even noticed his voice breaking in his jittery words. No, NO! Come on, Spike! Pull it together! This is your chance, just say it!

Another bell ring made Rarity turn, the line was diminishing. She faced back to him. “Darling, it must be important, but I would greatly appreciate it if you could speed it up.”

Spike started to breathe heavily. “Do… do you want to…” Spike really started to panic, he could never keep his composure around her. She was amazing. Her hair, her eyes, her coat, her voice. He’s been head over heels for her for years and he still got starry eyed and nervous around her. It was to much for him, and his body started to notice. He started to feel it. The tingle.

Spike's eyes widened, knowing exactly what this feeling was. His legs were shaking, he was trying to cross them to hide the overgrowing arousal between them. He tried to spit it out before she noticed what his body was starting to present to her. Through sweaty and red scales, he opened his mouth. Giving one last attempt for the big question he's desperately wanted to ask her for years.

Rarity started to look concerned at his actions and body language. “Darling? Are you ok?”
“D-D-Do y-ou want t-to…. To… t..” Spike's face scrunched and clenched his hands to fists, he knew his time was up. He ended the conversation before anyone saw his dragonhood and he ended up embarrassing himself more than he already has. “Forget it!” Spike ran off with his tail between his legs, trying to cover himself, and tears falling from his face. He ran past Twilight. Red, flustered, erect, and embarrassed.

“Spike! Darling, wait…!” Rarity reached out but no avail. He was gone. “Oh, the poor drake…”
Twilight watched him run off with a worried and concerned look. It was like watching your child run off stage after he messed up a musical number. She turned to Rarity. “Don't worry, Rarity. I'll take care of him. But I can't help but feel sorry for him.” She hesitated in saying her next line. She broke a Pinkie Promise a few years ago over this exact same subject, though no one heard it. But she felt this was the best time to just say it. “He… he loves you, you know. He's crushed on you ever since he met you.”

Rarity sighed discontentedly. “It was apparent for some time. But… he knows I'm too old for him, right? I mean, I've known him since he was but a babe, and I was a full grown mare by then. I just… I don't want to break his heart. Him being a teenager now must make it so very hard to control his emotions, I don't want to make it harder. He's a great friend, one of the best I have but… I just don't think it would work…” Rarity looked down, her ears drooped. Twilight did the same, feeling guilty at what she just watched between her assistant and her friend.

One final bell rang at the entrance. Rarity looked over, the line was almost gone. She quickly took Twilight's hoof in hers, looking into her eyes. “Please find him. Tell him that I'm sorry and that him and I will always be good friends. I… I just don't have the courage to tell him myself.”

Twilight nodded. “I will. You can count on me.”
Rarity sadly shook her head with thanks. “Ok. Thank you for the letter again, Twilight. You are a dear friend.” The mares hugged one last time before saying their goodbyes and separating. Rarity slowly got back in line, trying to wipe the sad look off her face before disappearing inside. All while Twilight ran off, frantically starting her search for the heartbroken dragon.



Twilight had spent the rest of the day searching for her teenage assistant. She had searched from high in the sky, from down on the ground, even asking people if they had seen a crying dragon; the last thing you'd see in Manhattan; by any chance. No luck. Twilight took a break and sat on a public bench. She hadn't seen him in hours. She looked up, it was already sundown. Almost time for the train to depart back to Ponyville. Where was he?! She slumped down on the bench verticality and hanged her hooves over her head. She was worried sick, enough to make her quietly sob.
Where is he? Oh please, Celestia. Let me find him… I don't know what I'd do if I lost him. I don't…. No! Twilight sat up and dried her tears. She was Twilight Sparkle, by Luna! When has she ever given up? She started to think about this logically. Ok Twi. Calm down. Think. Where would Spike go if he needed to cry? Twilight thought real hard. And then, she got it! His bed! He's probably waiting at the station for the train! Twilight hopped off the bench and started to run, pushing anypony in her way aside. If she didn't make it, she'd need to go the long way again.

Twilight arrived at the station, frantically looking around for her little drake. The crowd was pretty thick, every which way there was somepony blocking or moving past her field of vision. Come on, Spikey boy. Where are you? And then, she saw it. A still mixed speck of green and purple through the large crowd, obviously lying on the ground. She quickly shuffled through, trying her best to get through as quickly as possible. And she finally reached him.

Spike was laying in a corner on the ground, a newspaper over his back as he sobbed by himself. No one dared approach him, mistaking him for some hobo dragon who'd swipe at them if approached. Twilight was so relieved to had finally found him, tearing up and letting loose the concern she harboured since his disappearance. But then realized how mad she was at him.

She sternly trotted up to him, her shadow loomed over his crying figure. “Spike! Get up!” Twilight angrily and orderly yelled, tears of mixed emotions flowing down her cheeks. Care, anger, stress, worry, all in one.

Spike didn't move an inch. He just stayed there, wallowing in this failed love-life depression. Twilight tried again. “Spike! It's not a order, it's a demand! I said get up!” Again, not a budge. Twilight started to get really mad now. Her ears perked as the intercom suddenly made a buzz and a voice echoed throughout the station.

Attention everypony. The train to Ponyville will be leaving in five minutes. Please order your tickets, and have a safe ride home. Have a wonderful day, and thank you for choosing Equestria Express!

Twilight looked at Spike, still not a care for what was around him. She scrunched her face, she knew it was time to bring out her inner angry mom. “Fine. You want to be that way, then I'll be that way too!”

Twilight's horn glowed, and Spike started to float off the ground. He himself now started to get mad, struggling get out of her impossible-to-get-out-of magical grip.
“No! No, let go! I don't want to!” Spike yelled, obviously still upset.

“Well, too bad, mister! You've really pissed me off this time. You're coming with me whether you like it or not!” They started to argue, not even caring they were making a scene. Twilight started to walk over to the ticket booth, Spike wriggling in her grasp. She slammed her hoof on the booth’s table, a small pile of bits was angrily placed to it. Twilight looked at the ticket master with an angry mother look. A look NO ONE wants to get. “Two. Ponyville. Cheapest cart. I need somewhere private to talk. Please.” The ticket master shakily slid two tickets for the caboose ride through the glass. Twilight picked them up in her mouth, briefly and muffly thanking the pony. She pushed her way through the crowd to the entrance of the train, spitting the tickets in the ticket collector's face as she boarded on and slipped Spike through the door. She split everypony apart to make a path for her as she headed towards the back end of the locomote. “Move! I don't have time for anyone so move!” The struggling draco had given up, crossing his arms. He knew wasn't getting out of this. He just needed to accept it, but he was still angry and sad.

Twilight and Spike entered the caboose as the train started to take off, the door slamming behind. Very dim, the only light was through the windows of the cart. They were both alone, perfect for the obvious upcoming argument that was brewing. Twilight placed her assistant down gently, totally opposite of how she was going to place her rage across to him. Spike crossed his legs and arms as he grumpily sat on the ground, his head turned and tears still streaming down his cheeks. Like a guilty kid who just ate the last cookie and got caught.

“What. Were. You. THINKING?!” Twilight angrily slammed her hoof down, the cart rattling in response. Spike flinched and cringed at her tone, it echoed a bit in the empty metal box. He dared not look at her, he knew she would stare straight into his very soul with the look she had now. “Do you know how big Manehattan is?! I searched high and low for you! I couldn't even track you down with my magic, too many ponies blocked your presence! I can't believe you would run off like that! I was worried sick, not only for your emotions but your safety! This is a city, you could have been hurt or dragonnapped and I wouldn't have known!” Twilight's voice started to get shaky, her tears becoming a bit more frequent and her angry tone letting up a bit. “I… I don't know what I wouldn't have done if I hadn't found you… I'm just… I'm so happy you're ok.” She went in for a tight hug, wrapping her wings around her assistant and really starting to let loose. Spike didn't react, he still just kept there, a stubborn look and a trail of tears down both sides of his face.

Twilight pulled back and tried to get him to look at her, using her hoof to lift his head to face hers. He just denied it and shook his head back to not make eye contact. “Spike? Spike, please look at me. I'm sorry, ok? I was just… so terrified for you. You're a teenager, you're prone to not handle emotions well. I should have expected this from you, I just wasn't ready for it.” He was still silent, thought he was starting to shake with quiet sobs. “Please Spike, just tell me. You can tell me anything.”

Spike started to break, his mouth quivering and letting out gasps for air in his weeping. “I’m just… I'm so tired of failing with Rarity. Every fucking time, I find a way to screw it up! I got hot, and sweaty, and I… I had a… AGH, curse this teenage body!” He then suddenly shot up a fireball to a stray crate in the corner, completely destroying it with a loud boom. Enough to shake the cart. He sulked down, finally giving in again to a violent rack of tears. His eyes were red and sore by this point, only adding more reason for them to water up.

Twilight hated seeing him like this. She knew she had to tell him. “Spike… it's time you knew the truth.” She walked over to his side and put a wing over him, pulling him close to her hip. Spike calmed down a small bit, sniffling and wiping his face off of snot and tears. Spike hesitantly listened, wrapping his arms around her leg and bracing for impact. His cheek wetting the fur on it. “Rarity… Rarity is…” Twilight was going to regret this. Hurting Spike this hard was going to scar her more than it was going to scar him. But if she didn't do this now, Spike would be miserable for the rest of his natural life. He needed to move on, and who would Twilight be if she didn't help her best friend?

“Spike, Rarity appreciates you. So much. You're one of her best friends and she never wants to ruin that. And because of that, she DOES love you. Just… not in that way.” Spike closed his eyes and regretfully nodded, the harsh truth punching him right in the gut. He felt another wave of sorrow coming to hit him hard. ”She's known about your crush for years, but she didn't have the heart to tell you herself. I know how much you long for her, but she just feels like she'd hurt you more in the end. She thinks that you are the sweetest and kindest thing around but…. She just doesn't think it could work.” Spike was uncontrollably racking under Twilight's wing now. Gasps; sniffles; weeps; tears; snot; all of it coming out with the realization that she was right. It was always true, he just wanted to deny it. Hope with all his heart she was just playing hard to get. The reality was that Rarity really did love him. As a friend. And that hurt Spike the most.

At a café back in Manehattan, Rarity was out of her dress and sitting by herself. She had hoped the shows today would lift her mood but to no avail. She laid her head on the hoof leaning on the table, her other hoof circling a cup of hay and honey frappuccino. A frown still plastered on her face. She then suddenly felt a cold chill up her spine and a wave of bad feeling hit her out of nowhere. Almost like she felt a disturbance in the air. She knew exactly what this feeling was. “Oh dear.” Rarity looked out the window of the café to the setting sun. “You told him, didn't you Twilight?” Rarity sighed sadly and laid her head on the table, pushing her frape aside. She suddenly wasn't thirsty. “I'm so sorry, Spikey Wikey...”

Spike was a wreck now. He just couldn't stop crying. All his life, he's been told to act his age and always be mature. But he was acting like he was still a baby, throwing a tantrum because he was hungry. He didn't care, he just wanted to let it all go. Twilight pulled him in more, hugging him with both wings now and holding his head to her chest. Gently crying as well for what she was seeing her little Spike go through. “I'm sorry, Spike. I'm so sorry…” Spike wrapped his arms around her and pushed himself in, her fur becoming wet from his onslaught of tears. She cradled him like that, swaying back and forth to try and sooth him. “It's ok, Spikey. It'll all be ok.” Twilight was having flashbacks to when he was a small hatchling, still unable to do any of the things he could do today. Her holding his little body close to her filly self. Sweetly shushing him until he calmed down from an outburst. This was so much more different than back then, but it was all she could do. Care for him, let him know that she was with him. No matter what. Spike had calmed down a bit, hushed whimpers; hiccups; and sobs still coming from him. He felt safe from the harsh reality of life in her embrace. And they stayed like that for the rest of the rickety ride home.



The train started to slow down after about an hour, the moon was now high in the night sky. A loud squeak as it slowed to a stop. Ponyville station. A small huddle of ponies got off, including Twilight. Spike was passed out longways across her back and softly snoring, he had eventually cried himself to sleep. His cheeks were still glistening with eye water but was mostly dry at this point. Twilight had put a blanket over him, trying to still mimic her warm hug around him. She turned her head and gave a slight smile. “Let's go home, Spike. You've had a long day.” And with that, the heavy tote to Golden Oaks Library began. It thankfully wasn't too far.

After a fair walk, she looked at her tree house in the distance as she approached it. She liked the sleep outdoors from last night but after today's events, a warm snuggle in bed sounded like heaven. She opened the door, the room was dimly lit but was warm and cozy looking. Small candles lit around the place. While hanging her pack on a rack, she was a bit confused on why there were freshly lit candles until she heard a soft voice in the loft. “Hm? Oh, Twilight! Welcome home!” Twilight looked upstairs to her room’s indoor balcony. She saw a yellow coated, pink maned pegasus greeting her from above. Twilight was so distracted by the task for Rarity and her conflict with Spike that she completely forgot that she asked Fluttershy to housesit. Fluttershy gracefully flew down to properly greet her with a smile of hospitality. “Thank goodness you're home safely! How was the trip? Did you and Spike get the letter to Rarity?”

Twilight nodded. “Yep, indeed we did. But it wasn't without it's... complications.” Twilight turned her head to the sleeping Spike. Bending the full truth, not really wanting to say what really happened.

“Oh my. Did something happen to Spike? He didn't catch a cold or anything, did he?” Fluttershy concernedly asked in her gentle voice, noticing the dry-cheeked Spike in a blanket.

“Oh no, nothing like that. Just… teenage troubles. Emotional conflicts.” Twilight answered, trying to swerve around the full version.

“‘Emotional conflicts’?” Fluttershy thought for a second. If years of babysitting the Cutie Mark Crusaders showed her anything, it's that ‘emotional conflicts’ from someone Spike's age definitely meant 'relationship troubles’. “Does this… happen to have anything to do with Rarity?”

Twilight was read like an open book. She couldn't pull a fast-one over Fluttershy. She was the metaphorical mom of their friend group, having watched over her animals for many years and still was to this day. She knew exactly what was happening to a young one if problems began. “Well… yeah.” Twilight's ears drooped, giving the honest answer.

“If you want, you can tell what happened if you're ok with it. I promise I won't tell the others. Least not until we're ready to tell them.” Fluttershy was a sweet mare. She always was somepony to trust if you needed to talk.

Twilight sighed. Fluttershy was the friend she'd always go to if she needed to talk about 'girl troubles’. She supposed she could give the spark note version of the story. “Ok. To make it short, Spike thought that the long walk to Rarity would show her how much she meant to him. He tried, emphasis on tried, to finally ask her out when we found her. He got nervous or something and ran off in a fluster. Rarity was concerned and said that she knew he had a crush on her, it was way too obvious. She didn't have the heart to tell him that she just wasn't interested. I found him, told him, and he basically spent the entire train ride here crying. He passed out about a half hour ago.” Twilight slightly turned her frowning head to Spike's sleeping figure. “Oh Spike, my little Romeo finally sipped on the wrong poison…”

Fluttershy covered her mouth. “Oh my… that's not good at all. Poor little guy.” She looked away for a second, brushing her mane out of her face only for it to fall back in front of it. “What… what did you do to calm him down? If you don't mind me asking.”

“Held him. Caringly kissed him. Gently rocked him. Stroked his head. Anything to make him stop crying. It broke my heart seeing him like that.” Twilight said, holding back tears from even thinking back on it.

Fluttershy understood all too well. Sweetie, Applebloom, and Scootaloo all looked up to her like a really open aunt. She was good with kids and had to go through many instances with the little fillies as they grew up, just as Twilight did with Spike. But Fluttershy didn't think that she could ever take after him like Twilight did. She could tell that the bond they had was unbreakable. Fluttershy is a foster mom to everyone. Twilight was the mom Spike never had.

“You're… you're a good mother Twilight.” Fluttershy sweetly said with a smile.
“Huh?” Twilight quietly exclaimed.
“You're a good mother.” Fluttershy repeated. “You've been with Spike his entire life. You're the one he's always looked up to. No matter if he was sad, confused, or even angry, you were there. Just look at the sweet and helpful dragon he's becoming. He may have ended up like any other dragon if you hadn't been there for him. Big, mean, and a real jerk. This probably would have sent him over the edge to become just that if you weren't there for him. You're a great mom. One I hope to be as great as one day.” Fluttershy placed a hoof over her abdomen. She did long for a foal of her own someday to officially call herself a mother. She always secretly envied that Twilight had Spike from the very start.

Twilight started to tear up again for like the fifth time today. “Fluttershy…” Twilight never thought about it that way. Fluttershy's speech really put in perspective how much Spike needed her, and how she needed him. She never knew what she would do without him. She probably wouldn't have even made it this far without him. Becoming a princess, saving the world, if she didn't have her friends, especially Spike, she would probably be long gone at this point. And to Spike, he'd be lost without her. Walking down the wrong path, doing the wrong deeds, making the wrong friends. She truly did save him from a life not fit for him. It was all because of her. Spike was her son, her precious dragon son. She finally fully realized that. “Thank you, Fluttershy. Thank you so much.” Twilight gave a few tears of gratitude for her friend, Fluttershy had just helped her clear a lot of things going through her mind.

“Absolutely, Twilight. I'm so glad to help.” Fluttershy kindly accepted the compliment as the two friends happily rubbed cheeks.

Suddenly, a clock chime echoed throughout the hollow tree home. They both looked at a table clock, 10:00 p.m.. “Oh dear, is it that time already? I suppose I must be going, Twilight. My little critters are waiting for me.” Fluttershy quietly trotted to the door and opened it, the blue night greeting her. She gulped, her fear of the dark showing itself a bit. But she shook it off and turned back to Twilight for a goodbye. “Good night, Twilight. Hope Spike gets better soon! Though I know he will, a mom like you would lift even the saddest of ponies or dragons feelings.” Fluttershy flashed one last smile before lifting herself off the ground and flying home through the starry night.

Smiling, Twilight quietly closed the door and made her way upstairs to the beds. Her bed was neatly made, so was the small bed next to it. Spike had to upgrade from a doggy bed on the floor to an actual bed. A small one, but enough to support a dragon. Twilight's horn glowed and Spike was lifted off of her back and into his bed covers. She made sure to make him as comfy as possible, he deserved it after today. She then sat there, looking over him. She knew he probably wouldn't hear her, but she just had to say something before she turned in for the night. She started to openly speak, her voice as smooth as honey.

“Spike, I just want you to know how proud I am off you. I don't know why it took me this long to realize how important you've been in my life, and how important I've been for you. I always called you my best friend, or my number one assistant. But you're so much more than that. You're my son. My sweet little drake whom I watched mature into a handsome and talented young adult. You may consider yourself bad from today's events, but if anypony should be considered bad it's me. I've been blinded by your progress that I forgot to notice you. You. And you're absolutely unforgettable charm and personality. I never saw myself as a real mom to you, but from here on out it's going to be different. I'm going to act even more like a mom than I have been, and take pride in watching you grow.” Twilight leaned in and kissed his cheek, quite deeply, and whispered a farewell for the night. “Good night, Spike. Sweet dreams. You'll always be my precious baby dragon. No matter how much you grow.” 

Twilight gave him an affectionate nuzzle before pulling back and quietly circling around his bed to her own. She lifted the covers with her magic, hopped in, and flopped down. Her horn's glow vanishing and her covers slowly hovering down onto her body. She closed her eyes with a smile, her last thought being of her beloved dragon assistant before she slipped unconsciously into the dream world.



After a few hours, Spike started to slowly open his eyes. He placed a claw to his head and shook it lightly, groaning a small bit. The last thing he could remember was Twilight's warm fur pressed to his hot and teary face. Where was he?

All he saw was faint light from the fire of the candles, hitting the walls and ceiling. He felt beneath him, a cozy mattress bending to his weight and giving a comfy position to sleep. Above him, smooth and silky sheets wrapped around his bod. Moonlight basking through the window just beside where he rested. He then realized where he was. He was home, in his bed. He figured he zonked out in his sadness on the train and Twilight carried him home.
He looked at the clock hung on the nearby wall. 1:00 a.m.. How long was he out? He laid his head on the pillow and thought to himself, trying to remember the last events before he fell asleep. Twilight, letter, walk, Manehattan, Rarity, tra-... Oh right. Rarity.

“Ugh…” Spike draped an arm over his face, sighing. He remembered now. He was rejected, officially. Spike had already gotten his sadness out of his system and was practically over it by now. But he still felt empty inside. He was just handed a heavy dose of unrequited love. He needed something to fill him again. A need for mutual feelings. True love.

He only just then noticed the throbbing feeling between his legs. He widened his eyes and brought his head up, seeing the major tent he was pitching under the sheets. A dark and sticky splotch at the top on it. He sighed again. This sudden wake up must have triggered an early morning wood. Great, not only was he now lonely, he was horny too. Could things get any worse?

Well, maybe he could at least ‘take care of business’ before he tried to go back to sleep. He sat up and threw the cover off him. He stared at his thick, foot long reptilian throbber. It was pretty impressive for his teen age. It had small bumps grooving the urethra, and was kinda tapered at the top. A medium sized swell at the base, plump and ready to lock right into a tight breeding hole. It pulsed to his heartbeat.
Spike tentatively grabbed onto the sensitive, fleshy rod at the bottom and gave a light tug from bottom to top. He gave a pleasurable exhale, pushing a bit of pre out the tip.
He closed his eyes and let his mind wander as he slowly started to yank his dragon crank. Trying to think of anything that would make him bust. Typical things like the anatomical pictures he's seen in books, some dirty parodies of Daring Do, and then… Rarity.

He then stopped his jerking for a second and shook his head. No. He thought. If she doesn't see me that way, the most I could do is stop pleasuring myself to her. It's disrespectful. Even when he was dumped by her, he understood her wishes. What a gentleman!

He tried to think of other mares. The only ones he thought of were his friends, and the only one he was comfortable jerking off to was Rarity. Now who was he going to invision in fantasies? Fluttershy was too sweet and nice to be violated in such a way without her consent. Rainbow and Applejack would probably buck him if they even heard a whisper about doing an act like this without their permission. Pinkie Pie was fun, but knowing her randomness, she'd probably suddenly become real during the fantasy and take the reigns. And let's face it, she's probably into some weiiiiiiird stuff that's not up Spike's alley. With Rarity out of the picture, only one left was Twilight and that was just wrong. Wrong on so many levels. She was his technical mom, there's no way she'd approve of that. She didn't even see him that way. Wrong, wrong, wrong, wrong, wrong.

But… just the thought of this forbidden fruit, this tantalizing wrongdoing, seemed to just turn him on more.

He blushed, but hesitantly started to think of last night. The night where she was just laying there, the moonlight shining down on his beautiful teacher. Her perfect figure just lying there. Her mane, her rounded barrel, her face, ...her butt. It was really a sight to remember, and it only edged Spike closer. Something very unexpected happened then.

“Mmm… Spike~…”

His eyes widened and he covered himself in a flash, thinking Twilight had woken up had just seen him in the lewd nude. He closed his eyes tight and waited for a reaction from her.
...nothing.
He eased an eye open and looked over to Twilight. She was sound asleep. But tossing in her sleep a bit, very small moans coming from the princess’s muzzle. She was sleep talking. “S-Spike… yes… zzzzzzz”.

Spike heavily blushed as his dick had a pulse of vigor. Her moans, the tossing in her sleep, his name. There was only one answer. She was having a wet dream, about him. How? Why? This was so wrong…

And then, Spike got a nasty idea. An idea so nasty that it would put Discord's ideas to shame. But the mere thought of it only pushed him more to attempt it.

Spike slowly got out of bed, his erection swinging below him harder than ever, and walked over to Twilight's. A wobble in his step, he tried very carefully to not let the floorboards creak, least he wake her up. When he reached the bed, he very gently and quietly climbed onto the big and sheeted mattress. He sat on his knees at the edge of her covers, the pink and fleshy throbber below him was eager for this idea of his. Twilight lightly moaned again  with a small smile and shifted onto her side, her body ruffling under the covers. The sheets starting to lift from the semi-stiff wings she had under them. Spike's face was red as he lead a shaky claw to the bottom of the sheet, his other claw groping his cock. His sensitive nose was burning from the smell she was emitting. And she was really cute when she was sleeping.

This is wrong, this is so wrong… but I can't resist…

Spike grabbed the sheet and slowly lifted it, his eyes closed while sheepishly biting his lip. The smell trapped under the sheet wafted into the air once it was lifted, an intoxicating attack on Spikes nose. His nostrils twitched from the female fumes and only encouraged him more for this dirty act. He then slowly opened his eyes to reveal the prize.

There it was.

Her wet, damp, moist plot. Her tail was lifted, giving the perfect view of her pussy and asshole. Her maregina was drenched, small streams of drips and squirts running down her outer pussy lip when her clit periodically winked and showed itself to the night air. Her hind legs were a bit cross, making her butt tighten and her pussy lips squish together. Her puckered ponut was clean and inviting, tightening and twitching every now and then with the shivers of pleasure Twilight would give in her erotic rest. Two well sized teats were resting right below her vag, the nips erect and the boobs looking plump, filled with milk for a hungry foal. They even looked like they were lactating a bit. And her butt. Sweet Celestia, her butt was magnificent. Jiggly, tone, and firm. Perfect for a squeeze or a nice hard smack.

Spike was mesmerized. He couldn't stop staring, mouth agape and eyes half open. He drooled a bit, it was so tantalisingly hard to not just dive in and chow down, but he kept his composure. He put the sheet over his head and hooked it to one of his head spines as he slowly started to stroke off to his lovely teacher/mother's alluring plot. It was so much better than before.

He stopped to quickly lick his claw and got back to work, newfound squelches filling the silent room as he stroked his third leg to the sleeping mare. This view was making things so much better. It was making him audibly groan, losing the sense to even care if Twilight heard. The winks her clit gave made him want to give exactly what it wanted, her ponut looked delicious to him, it was almost too much for him.

He kept a steady pace. Up and down, pre dribbling down the shaft from the constant pumps and twitches it gave. Spike lolled his tongue out, starting to breath at a shaky pace. His self-handy was starting to get to him, starting to increase his tempo. He was shifting and squirming his weight, the sheets ruffling under him. His groans starting to become a bit louder, even starting to curse under his breath. “Oh… ah shiiit…” All with Twilight's sexy plot in front of him and her moans creating a chorus of sex noises along with Spike.

“Ninnn… Sp-Spike…zzzz ahh~, fu… me~.. zzzz”
Her legs started to twitch and her winks became more frequent, her dream surely consisting of an intimate fuck between her assistant and herself. Spike was imagining the same thing, trying his best to think of his hand as her moist foal tunnel.

“Oh fuck… Twilight, I'm gonna…” Stuck in his own fantasy, Spike lost track of reality and started to go all out. He closed his eyes and leaned in and put his free hand on Twilight's butt to support himself as he started to furiously masterbate. His groans turning into loud gasps and exleminations, his tip starting to shoot small, tiny globs of pre. The hand on Twi's butt clenched uncontrollably, giving her a good squeeze. He was close, ready to spray himself onto her fat ass and dripping genitals. But…

Twilight started to stir awake in a hot sweat. A smile on her face from the most pleasant dream. But something had woken her up. Her body being touched by something other than the covers. “Hmm…?” Still a bit groggily, she noticed her covers were hovering on their own and the sound of wet 'shliqes’ were filling the room. “What the?” Her horn glowed and the covers started to rise to reveal a masterbating dragon, determined to finish himself off before she woke up. Needless to say…
He failed.

“SPIKE?!” Twilight yelled, shocked.
Spike's eyes shot open and he pulled off her as fast as lightning. “TWILIGHT?!”

The both started to scream, both of them covering themselves up as best they could. But with as little they had to use as blockage, they ended up just staring awkwardly at their nakedness.

“Oh shit… I'm- I'm so sorry, Twilight! I-I-I don't know what came over me! I just… I… oh Sweet Celestia...” Spike stuttered. He knew he was caught and there was no excuse. He just closed his eyes and took whatever punishment was sure to come his way. The scales on his face were a pure red with beads of sweat dripping down it.

Twilight was sitting there, blushing, hot and wet, staring at the length she dreamed about only mere seconds ago. They stayed silent for what felt like an eternity, but she eventually broke the silence. “N-no… it's ok, Spike. This is just a really, REALLY unexpected surprise. Just, how did… this happen.” She used a hoof to make a circular motion toward his erection.

Spike didn't look at her, but greatly thanked the sun and moon she wasn't upset and was letting him explain himself. “I… I woke up a bit ago and I was… lonely. After the incident with Rarity and my unneeded aggravation towards you, I needed to relieve myself. I didn't want to think of Rarity and… I started to think of you. And no less than a minute later, you started to moan my name in your sleep. One thing led to another and… yeah…” Spike knew this was a bad idea, but he couldn't help it. His hormones, his newfound loneliness, is horny mind, it overpowered him and he was ashamed he let it get to him.

Twilight sympathized with him. She didn't want to be hard on him, she didn't blame him. After all that happened with him, this was practically to be expected. Twilight was quite frankly flattered, since she harboured new respect and love for her assistant. She sat up and wriggled across the bed to him, minding his hard-on. “Spike, it's ok. Look at me.” Spike didn't for a good second, but came around and eventually shyly made eye contact. “It's ok. You're a teenager, and with the stuff with Rarity and the inner emotions, this shouldn't surprise me. Don't feel guilty, please don't. Because I should feel just as guilty. I shouldn't have even been dreaming of that stuff, but my mind wanted it. Just like you. So… would you feel better if I said I wanted it too?” Spike's blush started to die down a bit and his muscles untensed. She continued. “I know, you must think that this is so forbidden and wrong, these feelings between us. And ponies probably expect better from me, being a princess now and all. Wanting and longing for her own assistant? Even worse, adopted son? How scandalous they would think of me. But today made me realize just how much I care and love you. How you've been a constant catalyst in my progress. How… how precious you've been to me as my son.” Spike started to feel relaxed. She really did feel the same way. As weird as their status was as a family, they felt like they needed this. “Spike, you mean so much to me. And even if it's a disapproved act, if it could be technically be seen as… incestual… I don't care! Spike, my sweet little drake, I don't love you. I… I love love you!”

Spike was speechless. He did secretly have deep feelings for her. His teacher. Mother. Whatever you could call their connection. It was a real love. All the years with her, all the memories, all the emotions, it was all a reminder of their truly unbreakable bond. Rarity was always a nice thought for a marefriend, but at that moment, Spike forgot all his sadness and anger from each past failed confession to her. He felt rejuvenated. He was finally loved, loved romantically.

With no hesitation, he leaned in and kissed her. Twilight's eyes widened, not expecting an instant response but didn't care. He was returning his feelings and she ought to return them back. She pushed in, and the proof of returned affections was settled. They both opened their mouths and their tongues wrestled, a mouth muscle bolero of passionate smooches. Spike's short, forked tongue was surprisingly strong and was giving quite the fight. Twilight could only imagine how good it would be to feel it slithering inside her nethers. The thought only excited her more and made her cilt wink once more behind her.

They broke apart after a good minute, both catching their breath and staring into each other's eyes. They both saw a fire burning in each iris, a great need for each other. “Spike, since you were so entranced by me earlier, do you…” She started to lean back. All the way until she flopped into her back. She spread her legs and huddled her front hooves to her chest, a sultry smile and a blush sweeping across her muzzle. “...want to taste me for real?” Her pussy was out and exposed once again, her teats sitting comfortably just above. She started at him with want, her eyes locked onto his still hard cock, examining it and thinking about how good it would feel inside her.

Spike wasted no time with his response. He slithered down and wrapped his arms under her legs to keep them open. He could feel them trembling in anticipation, the physical need for his touch and love. He stared at the beautiful sight, her mound lubed and dripping, winking and flexing, and giving off a pungent perfume that was making Spike hornier than he already was. He closed his eyes and let his feral instincts do their thing.

He leaned in to hover his mouth over it, exhaling hot and heavily on her puss, the gusts of oxygen brushing her sacred spot and clit. Twilight moaned with each breath he gave, not appreciating the tease but loving the results. “Spike… st- stop teasing...!” Her clit gave frequent winks, spitting some juice splashing  into Spike's tongue. The taste… Spike needed more of it. He stopped his tease and threw his head in, his snout now thoroughly digged into her pony snatch. His slim mouth muscle quickly flicking it's way inside her, pleasurably tickling her inner walls and scooping up more of that addictive taste. “MMMMM!” Twilight covered her muzzle and closed mouth screamed, her eyes rolling and her legs locking from the sudden snout and tongue fuck. She had always used toys, but none of them could beat this. He was licking every inch of her breeding chamber, it took every inch of her being not to cum then and there. She started to settle down, but still kept reflexively twitching. Loudly moaning and groaning with every move he made.

Spike swept his tongue around her womanly depths, loud slurping noises with each flick of his forked appendage. He moved his head back in forth, thrusting his snout in and out. A literal face fuck, and Twilight was loving every second of it. “Mmm! Oh Spike! S-Spiiike! Ahhh~” Her ass gave a small slap sound each time he thrusted his mouth in, small ripples running across it like freshly disturbed water.
Twilight started to breath quickly and spastically, her eyes half open with her own tongue hanging out and a brain dead expression. She sounded like she was erotically hyperventilating, each breath became a higher pitch as she eased on into her climax. “S-spi-ike…. I'm.. I'm gonna…” Spike kept at it, giving her butt some surprise slaps to for extra measure. She reacted positively, and it's exactly what pushed her over the edge.

“Ah! AHHHH, HAAAH, AAH-AHHHH!” A scream of ecstasy, an improper outburst, the princess didn't care who heard her. She let out her declaration of orgasm as she squirted and shot her warm wash of cum onto her loving son. A gushing maregasm of squelches and winks. Her body uncontrollably shuddering and squirming, legs twitching and kicking, it was all Twilight could ever ask for. Spike held his breath, his eyes closed tight as he drank as much as he could of the onslaught of musky wine. It blasted onto his face like a shower head spraying it's clean wash. But this was anything but clean, it was so dirty. A good dirty.

Once Twilight came down from her high and her pussy stopped quivering, her orgasm was complete and her body felt weak. Her legs relaxed and she gave short but deep breaths. “By Luna… that was… Oh!” Twilight suddenly felt a jolt up her backside. She looked up to see Spike still eating her out, but he was eating a different meal this time. Spike was circling his tongue around her puffy anal ring, making sure to be as wet with his licks as possible. He then slipped himself inside, savouring the weirdly tasty but pungent flavor. He dragged his tongue slowly in and out, the unexperimented-on hole tightening and flexing around him. He turned his head to make some room to prod a finger at it while simultaneously licking it. He poked at her asshole, but eventually slipped a claw slowly inside. Not thrusting it, but just to stimulate her. Twilight gave light gasps and soft moans, she never tried the back door with her toys before, but this was oddly pleasant. She shyly spoke. “Spikey… t-that’s the wrong hole, you naughty drake~”
Spike pulled back, licking his chops to find some remaining flavor. “I know.” He slyly respond, pulling his finger out her butt with a wet 'pop’. Her yelping in response.

Spike had one last area to go. He aimed his head higher over her vag and stared at her cute teats. They weren't the size of what you'd see on a mare who was recently pregnant or was a to-be mother, but they were fair size; swollen; and filled with milky goodness. Maybe it was Twilight's arousal, maybe it was her body’s reaction to feed her son. Weather the case, they looked prepped and ready for feeding time. Twilight watched with a smile as Spike first leaned in and licked in between them, tickling her tits with his mouth snake. Twilight gave a pleasant mew, she had never breastfed Spike before and was eager to see her son feed off her for the first time. “Aww, does my Spikey-Wikey want some milk?~” She asked in a sweet and motherly tone.

Spike responded by moving to the left breast first and suckling on it. He flicked his tongue on the nipple, coaxing it to give him a meal. It happily obliged and Twilight started to give a few pleasured grunts of effort as her momma juice started to secrete and lactate out into her baby's mouth. “Mmph… there you go, Spikey. Eat up now.” Twilight caringly cooed at him, placing her hoof on his head to gently pet him. Once he was satisfied with the left, he popped himself off and moved to the right, leaving the left breast with a single trickle of milk out the nip. He treated the right teat as he did the left, small and sweet suckles for the mare's mom milk. He eagerly swallowed his late night snack, swishing the lactate over his tongue before gulping it down. Claiming his tasty reward for giving her cunt a good licking.
Twilight sighed contently as she felt the last surges of baby feed seep out. “Okay Spike. I'm dry, and you've had your fair share of a meal. Ease up.” Spike sadly groaned around her tit with droopy frills but let up off of it, wiping any remains off his face with an arm.

Spike slithered up to face her and wasted no time to pull her into a kiss. Hot dogging himself between her pussy lips. His mouth was still glittered with her pussy ejaculate, so Twilight got a good taste of herself on his lips. They broke apart. “Where did you learn all that, mister? You're a natural stud!” Twilight compliment, giving Spike some pride.

Spike awkwardly smiled with a laugh. “Heh, uhh… porn?” He answered honestly but a bit embarrassed.

Twilight shook her head, smiling. She nuzzled her head into her neck. “You should watch it more.” She kindly said, giving her approval. She pulled back and looked into his eyes. “Have you ever wondered what it's like when the girl sucks the guy off, Spikey?” She asked with a sultry smile.
Spike's blush darkened a bit. “Ye-yeah…” He admitted.

Twilight giggled and kissed him on the cheek. “Then don't worry, I'll take care of that lickety split. Scoot on up, sit on my belly.” Twilight patted her stomach, giving Spike the green light.

Spike obeyed and sat up to rest himself on her tummy, his cock pointing straight to her muzzle. She eyed it, it was a sight to behold. She had never seen a dragon penis. Up close, no less. Spike was truly blessed between the legs. His slightly bumped, pink throbber was sure to make any mare or dragon scream. She was proud of him.

She leaned in to bump the tip with her nose, giving some slight sniffs before rubbing it against her cheek. It was very fleshy, but she wasn't complaining. She pulled back to aim her mouth to it to give it small and short licks, tickling the sensitive head. Spike reacted to that and threw his head up a bit, positive electrodes surging through his body. Just from some starting licks. He couldn't imagine what the real thing would be like.

Twilight's horn started to glow, wrapping his knot in a sparkly glow, massaging and caressing it as she worked on the length. Spike clenched his fist. If he didn't have any self control or stamina, he would have surely busted then and there and messied her face. This was heaven so far.

Twilight giggled and his reactions. But she knew it was time for the main course. She stopped her licking, and opened her muzzle wide, her drooling oral opening wet for some lubed up throat fucking. Twilight looked up, wanting to see Spike's reaction as she slowly eased her mouth over his cock and pushed it down. Her tongue and throat coating his tip and length in saliva as she made her way to his crotch.

Spike couldn't even speak, only giving short examinations and grunts. His body involuntarily twitching or shaking on their own. He had never experienced anything like this. Not with his hand, not with improvised vaginal toys, nothing. He was getting his dick sucked by his adoptive mother, and it was the greatest feeling he felt in his life.

With a bulged throat and inflated cheeks, she finally managed to get to the knot. Stopping there and exhaling through her nose. She started to slowly breathe, inhaling his musk and getting as much air as she could. She gagged a bit as her eyes watered, but kept her composure as she kept the cock snuggled in her throat.

“S-Sweet Ce-Celesti-ia's Asscheeks…. T-his is…” That's all Spike managed to get out as another pleasured shiver ran up his spine when Twilight pulled her head back, lewd and slimy slurps emanating from her lips as she pulled the appendage out her muzzle and pushed back in. Officially starting the blowjob. Giving her Spike the best she could give.

Spike was starting to loudly groan, placing a claw around her glowing horn and guiding her along. She gave a short squeak when he grabbed her horn, the alicorn’s horn was a bit sensitive. Spike noticed this and with this fresh info gave a devilish smile. He gave a yank of her horn, a quick one-two. Just like before, Twilight gave a squeal around his dick, sending vibrations around it and only adding more to the pleasure for the both of them. Spike did again, this time repeating the rub at a slow pace. Twilight responded with drawn out moans around him. She felt like she was having a brain freeze, only instead of a cold bite in her frontal lobe, it rocked her mind enough to make her brain dead. Now they were both in heaven.

Spike gritted his teeth, the jerking on Twilight's horn getting faster. He could feel the build up in his loins, the suppression of a wall getting ready to burst. The tingle. Twilight was going as fast as she could, her mouth being flooded with pre and her moans short but loudly muffled. They both knew what was about to happen.

“Twi… I'm c-c-close…” Spike barely sputtered out. Twilight knew, and for her own reasons, she wriggled herself off of his beast as fast as she could and yanked her head to stop his hornjob. A sly smile on her face, knowing full well how hard she had just blue balled him.

Spike felt tortured. Being denied of release when he was that close was the cruelest thing he had ever experienced. He quickly reached out to finish himself off but Twilight used her magic to push him onto his back and pin his hands to the bed. Spike uselessly struggled, thrusting wildly in hopes he could push himself to sweet release to no avail. Twilight chuckled at his struggles and moved herself to stand over him and stare into his eyes, her dripping maregina right above his dragonhood.

“Na-ah mister. You're saving that spunk. You need it all if you ever plan to satisfy this princess.~” Twilight was really into it now. Her wings were erect and stiff, her eyes were full of need, her voice had a twinge of plead. NEEDED his cum in her, to quench this everlasting fire inside her belly.

Spike gulped, he knew he was in for a wild ride. He closed his eyes and winced. He may be a virgin, but he knew never to get in the way of a needy girl if she wanted something her way.

Twilight saw is worry and decided to ease it with a kiss, rubbing his dragon rod between the confines of her damp plot. She broke the kiss. “It's ok, Spike. Mama's gonna take care of you.” She nuzzled her cheek to his, Spike eased his tension and smile.
“O-Ok Twilight. I trust you. Do what you have to do.” Spike said to Twilight.

Twilight mewed with amusement as she positioned herself to where his tip was prodding her entrance. She looked to him with a bit lip. Spike was hesitant, but he shook his head in agreement, giving her permission to start. Twilight closed her eyes as she started to lower herself down on his pole. Letting gravity do most the work, his cock slowly slid inch by inch inside her hot snatch. Both groaning, Spike feeling her velvety folds brush his sensitive dragon dick, Twilight's depths being filled with warm dragon dick.

Once Twilight got to the knot, she stopped herself and sighed contently. “Mmm… Spike~” She moaned. Her inner walls flexed against him. Her clit was pressing up on his knot. She had never had any of her toys give her this much, none of her toys were even this big! 

Spike had his tongue lolled out and his eyes half open. He was twitching and pulsing to Twilight pussy, her walls clenching around him and milking him and searching for the orgasm he lost. He was hot and sweaty on the outside but ecstatic on the inside. He just lost his virginity, to his own adopted mother no less! How lewd, how forbidden! Thus incestual act would probably hang over his head for the rest of his life.

And he didn't give a single fuck.

Spike squirmed and wriggled beneath her, light thrusts jolting into Twilights body. They both quietly moaned as he tried gaining control over things but failing in the process. Twilight watched with delight, kind of liking being the dominant over him. She started to speak. “Aww… does Spikey want to cum? To unload that fiery load in me~” She asked in a sultry voice, filled with lust and desire.

Spike looked up and admitted. “Y-yes…”

Twilight giggled. “Well? I taught you better. What's the magic word?” She said in a singsong voice. She was loving this foreplay she was hanging over him. Denying his male needs until she heard what she wanted.

Spike started to blush harder than he was already. “Yes, please…”

“I'm sorry, ‘Yes, please’ what?” She instantly said, perking her ears. Trying to milk her motherly dominance for all it was worth.

Spike sighed, feeling kinda embarrassed he had to say this just to cum. “Yes, please… Mom.”

Twilight reached a hoof and patted his head. “That was good, Spikey. Here's your reward…” Twilight lifted her hips, loud and wet sliding noise and both their responsive moans filling the room. When all of Spike was out, save the tip, Twilight slammed her hips back down. A high pitched squeak came from Twilight, a loud groan from Spike. She repeated. A rise, and slam, and a moan. Keeping a steady pace for the two to enjoy.

Twilight looked down at her assistant and asked. “S-so how… h-how is it, Spikey-Wikey? Does i-i-it feel good?” Her voice showed all too well that she was loving this as much as he was.

Spike's hips collided with hers, he was spread eagle to give as much room as she could for her as she rode him. Spike responded through shaky breath. “It… feels… wonderful~... Ahh!” With that, Spike started to give a small thrusts, trying to help Twilight receive her prize for being such a good mother to him all these years.

“Oh! Spike! Yes!” She yelped out with each coalition of their body's. Spike's small barbs on his dick was pushing all the right buttons inside her. Running over every crevice and was making her body go numb. His size was enough to reach her cervix, his tapered tip kissing the entrance to her foal chamber in short and consecutive takes.

She stopped for a second to adjust herself, and then started again with more speed and vigor than ever. The slaps louder and more frequent between the two lovers lewd locations. Spike gritted his teeth, trying his best to hold out as much as he could. But the increased pace and the sounds Twilight was making was making it anything but easy. His thrusts started to get harder, pulling himself up every time she pushed herself down, a symphony of moans and squeaks and slaps and grunts. The pair giving everything they had to show that their bond will never be broken.

Twilight was starting to sound like she was hyperventilating again. Quick and sharp breaths of air as her cunt quivered and winked around Spike's appendage. She was starting to loss herself, everything going white as her eyes rolled to the back of her head. She was close and showing it fully to the silent night. Her walls tightened more around Spike's length, making his lost orgasmic bliss come back fully frontal. Spike felt it in his loins again. He was getting close as well.

Twilight forgot all about her hold on Spike's hands and focused entirely on making him and herself cum. The aura around Spike's wrists vanished and he wasted no time grappling them to her asscheeks, pulling and pushing them down onto his knot over and over. Even giving her some extra hard spanks for making him beg earlier. It was all enough to send her over the breaking point.

“Yes! Yes, good boy, Spike! Give it to mommy, give it right… NAAAAAH!” Her juices gushed from below, drenching Spike in her sexual fluids, the bed sheets stained and soaked from absorbing her sticky substance. Twilight's head was thrown back, her mane frizzled, butt red with handprints, and tongue stuck out in ecstacy. She couldn't even speak after her scream, she could only sit there and let her body flush of sexual energy. It was heaven. And the same went for Spike.

Spike felt it. The tingle. The surefire sign that it was all coming to an end. He thrusted as fast as he could, his cock pulsing and twitching as he made sure his knot was pushing it's way into her. With some great effort and enough lunges into the squirting mare, he gave a through off love and pleasure as he finally lodged and locked himself in to the willing mare. A squeal from her as the knot popped in and his load finally let loose. “TWILIIIIGHT!” Spike screamed. He was finally there. He unloaded, volley after volley of hot dragon cum. Shooting straight up into his dearly beloved foster mom and into her incompatible womb. It felt like it wouldn't stop. Five shots, six shots, seven, eight! It was making Spike lose consciousness with how much he was giving. He had never had an orgasm this big before. It was a ride on Cloud 9 he never wanted to get off.



Before long, the two lovers settled. Their respective orgasms finally ending and both bodies finally relaxing. Twilight's wings exhaustly furrowed to her side, sore from being open and spread for so long, and slumped down on top of the heavy breathing Spike. He let his hands off her rump and wrapping them around her waist, bringing her into a loving after-sex snuggle.

Once they regained their breath, Twilight finally broke the silence. “By the stars…. That was amazing.” She nuzzled her head under his scaly neck, truly proud of what he just pulled off.

“Heh, yep. Indeed it was.” Spike nuzzled back, holding his sweet mother close. He was still locked into her, but he didn't care. It just made them all the more close. Spike thought for a second before asking awkwardly. “Hey Twilight…. Is this going to change anything between us? Are we going to have to, like, go on dates now and stuff?” 

Twilight just laughed before lifting her head up and giving him a peck on the lips. “Oh Spike, you silly drake. Of course not. Not unless you want to. But I think people would be pretty shocked to see a princess with her own assistant.”

Spike's frills drooped. “Oh, right…” He was hesitant now. “What are we going to do now? We just confessed our love but there's no way anyone will approve. I don't want to ruin your image…”

Twilight aww'd at Spike's concerned but caringly rubbed her snout to his. “It'll be ok, Spike. We can love in secret. Whatever happens in this tree and on this bed stays. I love you, so much. And you can relieve any teenage stress or anxiety you ever have on me. What good are mothers for if they don't tend to their son's problems?” She assured him with a gleaming smile.

Spike smiled and tightened the wrap on her waist. Hugging her more than he already was. “I'm so happy to have you as mom. You're the only family I need, Twilight. As much as a screw up I am sometimes, I'm glad to know I’ll always have you to accept and look after me.”

“Same here, Spike. Same here.” Twilight felt safe in his embrace as she laid her head on his chest. “Just one condition. This isn't official. I still want to see my little man go out there and find a girl someday.” She said, dotting on future grandchildren.

Spike blushed. “Moooooom. It's a bit early for thinking about that now, isn't it?”

They both chuckled. They respected the mutual love they had for each other. And we're excited to see how much it would progress. Twilight laid her head on Spike's chest, Spike doing the same on the mattress. Both of them starting to feel the will of Luna embrace their bodies. Before they slipped to sleep, both gave their final words of the night.

“I love you, sweet son, Spike”
“I love you, dearest mother, Twilight”

And with that, they slept. In each other's warm embrace of mother/son love. Whatever happened from here on out would be a mystery of the future. But one thing was for certain.
Twilight just had to make a letter on this in the morning.


Dearest Princess Celestia,

The past two days have taught me not only about friendship, but of family as well. With help of friends like Fluttershy, I've fully realized how important Spike has been in my life, and vise versa to him. He's grown into a fine drake, and he's still growing! Sure, he may get into some problematic antics every now and then, but he does most of them all for the greater good of someone else. I truly am lucky to have such a strong, caring, and faithful student at my side. And I can't wait to watch him mature into an adult. In a way, he and I are a lot like you and me. Only, (absolutely no offense), closer. He's my child, one I'm truly blessed to have. And I know things between him and I will only get better from here on out. I will definitely be reporting on this development of feelings and mutual trust for the years to come. As he and I further into this budding kinship of mother and son.

~Your eternally faithful student, Twilight Sparkle.