> Lover.  Mentor.  Friend.
>  by lewd
> --------------------------------------------------------------------------

> Lover.  Mentor.  Friend.
> --------------------------------------------------------------------------

***


“...Spike?”

Spike blinked, his vision slowly clearing.  He could feel his breathing slow—the temporary intensity that had taken hold of him fading.  His heart pounded within his chest.

What...what had happened, again?

Glancing up, the dragon could make out the familiar interior of Golden Oak Library, the shelves bare and the tables stacked high with books.  He was dimly aware of the sensation of something beneath him—somepony—his eyes slowly shifting down to meet them.

“Spike?”

Spike blinked, raising an eyebrow as he stared down at the purple unicorn beneath him.  He could see Twilight staring back up at him—her eyes wide, her back against the floor.

What...what had he just been doing?

Glancing down at his claws, Spike could see several indentations in the floor on either side of the mare—deep furrows left behind where the full weight of his claws had landed.  He was suddenly aware of the predatory swaying of his tail behind him and the dull, simmering heat in his chest.

His eyes widened, his claws still pressed to the floor on either side of Twilight.

He faintly remembered what they’d been doing before.  

It was spring.  Time for their pre-summer cleanup.  He and Twilight had been taking all the books off the shelves, rearranging them so that they could fit in all the new entries that had come in over the past few monhts.

He shook his head, searching his memories.

He remembered they’d come across a certain book—a saucier one—Twilight playfully nudging his shoulder after she’d caught him staring at its cover a little too long.  

He’d given her a nudge in return, she’d done the same, and before he knew it—

Spike could feel a faint warmth rise behind the scales of his cheeks.  There was a faint blush in Twilight’s cheeks as well, her eyes slightly averted as she looked up at him, her forelegs bent above her.

“Um...Spike?  It’s, um...touching me.”

Spike could feel his brow arc higher, the unicorn’s words taking a moment to sink in.

Glancing down, he could feel the warmth in his cheeks grow as he realized what she meant, his gaze falling on the sight of his midsection pressed up against her from below.

“I—”

Spike could feel his jaws open to say, “I’m sorry,” but the words wouldn’t come.  He could feel his shoulders stiffen, his body tensing as he glanced back up in Twilight’s direction.  

Unable to meet her gaze, he could only look at her out of the corner of his eye, her gaze shifting in a similar fashion as they briefly made contact before looking away.

Spike could feel his throat tighten.

Things had been like this between him and Twilight for the past month.  

Ever since coming back from his time abroad in the Dragon Lands, their interactions had felt...different somehow.   

He’d grown a lot in two years—physically and mentally.  There was a sense of awkwardness in their old routines now...one that hadn't been there before.  Lulls in their conversations.  Points where neither of them seemed to be able to speak.

It wasn't that Spike didn't have anything he wanted to say.  It was that he couldn't.  That he suddenly felt self-conscious about his words.

There were other changes as well.  He felt aware of Twilight in a way that he hadn't before.  He would catch himself watching her as she passed by.  Paying attention to her movements.  The way she talked.  The way she laughed.  The way she looked when she was reading.  The way her mane fell over her shoulders.  The color of her eyes.

At first, he thought he had just missed her.  The two of them had never been apart for a long time, after all.  But as the weeks had worn on, the sensation hadn’t left.  If anything, it had grown more intense, a tightness in his chest forming every time they were together.

For her part, Twilight seemed different as well.  Breaking eye contact when their gazes met.  Remembering things she had to do when those silences lingered.

She had always been so confident before.  Now...now she seemed just as awkward around him as he was around her.


"Heya, Twilight!  How's it going?"

"Great, Spike!  Did you finish making that list of books from the Ponyville Historical Society?""

"You bet I did!"


Spike shook his head, memories of the past flashing through his mind.

There were times where things would go back to normal.  Brief moments where the two of them would flash each other excited smiles as they talked like they did before.  Eventually, though, they would slip back into that hesitant, awkward state as that awareness of each other's proximity returned.

Taking another slow breath, Spike lifted his eyes.  He could see Twilight's gaze shift back over to meet them, her chest rising and falling slowly beneath him.

There was a long pause.  Spike could feel the muscles in his shoulders and thighs twitch.  He was still very aware of the hot, uncomfortable stiffness pressed between his midsection and the unicorn’s stomach, but he couldn’t bring himself to move.  Beneath him, Twilight didn’t move either, a faint hesitance in her gaze as her eyes shifted from his, to their middles, and back.

“Twilight—”

Spike could feel his voice start and stop again, his words catching in his throat.  He could see Twilight’s eyes flicker over to his at the mention of her name, staring back.

There was another long pause.  Spike could still feel the pounding in his chest, the faint simmering heat there continuing to smolder.  A faint anxiousness had burrowed itself into his neck and jaw, his mind unable to focus as he stared down at the mare beneath him.

Twilight was his mentor.  His best friend.  His family.  They’d known each other since he was an egg.  

She’d raised him.  Taught him.  Relied on him.  Laughed with him.

Things had been so simple before he’d left.  But now...now the sight of her, here—so close to him—was confusing.

He still wanted to be with her and spend time with her like they had before.  But somehow...somehow that didn’t feel like enough anymore.

Twitch.

Averting his gaze, Spike could feel a lump form in his throat.  He could feel another surge of warmth in his cheeks, the burning sensation between him and Twilight shifting on its own accord.  He could hear Twilight let out a faint breath at the movement, the blush in her cheeks deepening as well.

More silence.

Still unmoving, the muscles in Spike’s arms and legs were starting to grow tired.  He could feel his mind shifting back and forth, unable to speak as the conflicted feelings tumbled about in his chest.

The two of them...here like this...this close...it was getting difficult to focus.

“Spike—”

Spike could feel himself tense, Twilight’s form doing the same beneath him at the sudden movement.  Slowly lifting his eyes, he could see the unicorn staring back up at him, her cheeks flushed as her eyes continued to shift between his and the room around him.

“Spike...we...we shouldn’t be…”

Spike could hear the unicorn's voice trail off, her eyes meeting his for a brief moment before glancing back to the floor.  At this proximity, pressed against her, he could feel the faint quickening of her heartbeat in her chest—her breathing faintly labored despite resting on her back.

“Spike...we shouldn’t...I shouldn’t—”

Twitch twitch.

Spike could see Twilight’s cheeks go red, his own doing the same.  Immediately they both averted their eyes, their breathing picking up as the heat pressed between them shifted again.

The library around them was still, the golden light of late afternoon trailing through the windows.  

They’d already closed for the day.  Nopony else would be coming in until tomorrow.

Spike swallowed.  Slowly, he lifted his head to look back at Twilight, the mare slowly doing the same.

Minutes seemed to pass as the two held each others’ gaze—both unable to speak as the sounds of their heavy breaths filled the silence.  The heat between them continued to burn.

Twilight.

Slowly, Spike could feel himself lean forward, his claws still pressed to the floor on either side of the unicorn.  He could see a faint look of hesitance flash across her face before disappearing—her eyes slowly sliding shut as he approached.

Warmth.

His own eyes closing, Spike could feel the warmth of the mare’s soft lips against his, an electric tingle running down his spine.  

Despite her earlier words, there was no resistance in Twilight’s movements.  As he shifted his claws against the floor, he could feel her neck arch slightly off the ground, following his lips with hers.  The conflicted feelings in his chest had evaporated, replaced with a sudden, rising weightlessness.

Thump-thump.  Thump-thump.

Spike could feel the thundering in his chest mirrored in Twilight’s smaller torso.  He knew he’d grown since he left, but she’d never felt so small to him as she did now, beneath him.  Her small muzzle was dwarfed by his jaw, the sensation of her hoof rising gently against his chest tender and light.

That his best friend and mentor—someone who he had always looked up to; someone who had always seemed so big in his eyes—was just a pony herself...the realization was at once confusing and stimulating.

Without speaking, the two slowly pulled back, Spike’s eyes cracking open toward the floor beneath.  He could see Twilight staring back, her face flushed as she stared up at him.  Her purple irises seemed to shimmer in the golden light, her chest rising and falling with slow, deep breaths.  He could feel his heart beating in his chest, the draconic fires therein burning bright.

Thump-thump.

Time seemed to stop.  

Words didn’t seem right here.  There were none that could describe the feelings of the moment.

Thump-thump.

Intensity.  Anticipation.  Acceptance.  Closeness.  None of the words that could be found in any of the books stacked around them came close.

Thump-thump.

Just him and her.  There was nothing else.  No one else.

Thump-thump.

Without a word, the two of them leaned back inwards—Spike’s neck arching downward as Twilight’s arched up—their lips meeting again with sudden intensity.  He could feel one of her hooves slide up to his shoulder, the other pressing against his chest, pulling him in close.  He could feel her small, pink tongue prod desperately against his lips, his jaw sliding open as they deepened the kiss.

Twitch.  Twitch.  Throb.

“Ah-ahhh~”

“Gngh.”

Spike grunted, an airy breath escaping Twilight’s lips at the same time.  He could feel himself shifting against Twilight’s stomach, the heat between them starting to burn.  He could sense a similar heat emanating from her against his base, the mare's hindlegs opening wider to allow him access.

His eyes flaring open, Spike could feel himself throb again, a sudden furor wiping away the fatigue in his muscles.   Lowering himself down onto one elbow, he could see Twilight open her eyes in surprise, their lips parting for only a moment before locking once again.

"Ah~"

Running his free claw down the side of her barrel, Spike could hear Twilight let out another sharp breath, her eyes fluttering faintly beneath her eyelids.  He could feel her hooves shift again, sliding up around his neck and shoulders, drawing him closer still.  Her hindlegs parted further as his claw traced down the side of her flank, the heat against his base growing more intense.

Neck twitching with the stimulation, Spike could feel a faint growl rising in the back of his throat, his nostrils flaring as he swallowed it back.

He shook his head, struggling to control himself.  He could hear his own voice growing deeper.

“Twilight—can—we—”

His question was interrupted by the sensation of Twilight’s muzzle against his—her grip around his neck and shoulders growing tighter as she fought for his lips.  He could feel her rub herself against him—desperately—the heat against his base accompanied by the sensation of parting flesh and moisture.

“Gnngh...”

With another grunt, Spike leaned back inward, his free claw trailing back down to his base.  He could feel the intensity of Twilight’s lips increase again as he guided himself with his claw, gritting his teeth as his head pressed up against her entrance.

“Nnnnuh~”

Spike could feel Twilight let out another faint gasp, a sharp breath escaping his lips as well.  He could feel her warmth pressed up against him.  Parting around him.  Drawing him in.

“Spike~”

Spike could feel a tug in his chest as he heard Twilight breathe his name, her eyes still closed.

Throb.

Slowly, Spike could see her open her eyes, their gazes meeting once again.  Hot, humid air drifted up between them, their breathing heavy and uneven.

Not breaking eye contact, Twilight gave him a nod, one of her hooves trailing down his shoulder to his upper arm.  He could feel her give it a light, but urgent tug, coaxing him forward.

Nodding, Spike shifted his claw, gripping himself more firmly.  A bead of sweat dripping down his brow, he pushed forward, slipping inside of her.

Schlick.

“Ah~”

Spike could feel Twilight’s hooves tense around his shoulders, her eyes screwing shut as she parted her lips.  He could feel her flinch at the sensation, the rate of her breathing picking up beneath him.

"Hah~ hah~ hah~"

“Gnngh—”

Spike could feel the furrow in his own brow deepen at the sensation.  He could feel Twilight's warmth enveloping the head of his member,  gripping tight around him.

Twilight.

His claw slowly sliding down Twilight’s side to the small of her back, he could feel her shift slightly, allowing his claw to side beneath her.  The two of them let out another sharp breath as one—Spike's head sliding further in with the movement.  He could feel the mare’s flanks twitch against the underside of his palm—her breaths against his neck growing more uneven.

Twilight.

Spike let out a long, slow breath of his own.

The mare's insides were like a furnace, gripping at the head of his larger, draconic member.  He could feel her lower lips stretching to accept him—the difference in size noticeable.

“Twilight—”

He could see Twilight shake her head faintly, her breathing stilted.

“It’s...okay...just...give me...a minute.”

Nodding, Spike watched Twilight let out another long, slow breath—her chest rising and falling as she tried to calm her breathing.  Gradually, he could feel the tension in her frame begin to fade, the furrow in her brow relaxing.

After a few moments, she nodded again behind closed eyes.

“You can...move…”

Spike could feel another twitch in his member, the soft, breathless nature of Twilight’s words catching him off guard.  He could feel the mare tense slightly as he shifted his stance, her hoof gripping his shoulder more tightly as he slowly pushed forward.

“Nnnh~”

Spike could hear Twilight let out another breath, wincing as she furrowed her brow.  Her marehood felt tight around his member—slowly acclimating to his size as he slid inward, inch by inch.  The sensation was better than anything he’d ever managed with his claws.  

It took everything he had to hold back.

"Mmn~"

The sensation of soft lips once again pressing against his own pulled Spike from his stupor, Twilight’s hooves wrapping fully around the back of his neck.  His eyes widening briefly in surprise, he allowed them to slide back closed, leaning into the embrace.  

The kiss was different than the one before it—still passionate, but softer and slower, their shared movements loving and gentle.

Schlick.

His own eyes sliding shut, Spike could feel himself enter Twilight fully, his abdomen pressing up against her lower stomach.  He could feel her dock pressed up against the inside of his thighs, her tail shifting slightly as she took his full length.

Spike could feel Twilight pull back, her lips just grazing his as she let out a long breath.  Cracking his eyes back open, he could see her do the same—her eyes lidded as she stared up at him from below.

Another long moment passed, their lips just shy of touching as they held each other’s gaze.  He could feel the unicorn's soft breath roll across his neck and chest.  Taste her lips on his.

The sensation of being fully inside her was unlike anything he’d ever felt.  He could feel both his and Twilight’s heartbeat—the sensation of pressing against her womb satisfying and enveloping in a way he hadn’t thought possible.

The dragon swallowed.  He could see Twilight staring back at him, her eyes flickering in the light.  Slowly, the two of them leaned in once more, closing the gap between their lips as he began to move.

Schlick.  Schlick.  Schlick.

Their slow, gentle kiss resuming—breaths rising and falling as one—Spike began to move in and out of her, pulling back slowly before easing back in.  With every motion, he could feel her marehood tighten around him, a faint tremor in her legs every time he slid back.

“Spike~”

Spike could hear Twilight breathe his name again—her voice almost too soft to hear.  The furrow in her brow had faded, replaced with a look of quiet bliss.

“Twilight...”

Spike could feel the sense of anticipation between his shoulder blades tighten.  The burning in his chest had begun to grow hotter, his claws twitching as they pressed against the floor and the small of Twilight’s back.

Twilight.  The mare he’d grown up with.  The mare who’d raised him.  The mare he’d spent more time with than anypony else.

He’d never imagined something like this happening between them.  But now that they were here—in this moment—he didn’t want it to end.

“Twilight.”

Repeating her name with more intensity, Spike could feel his neck twitch, breaking his kiss with the mare as he leaned forward.  Pulling out of her almost all the way to his head, he pushed back inside, the pace of his movements increasing.

“Spike~”

Spike could hear Twilight breathe his name again, her eyes still closed.  He could feel her hooves tighten around his neck, her head falling back to rest against the floor beneath her.

“Grrrnngh.”

A low growl escaping his lips,  Spike shifted his forearm against the floor, leaning forward over Twilight as he braced his tail beneath him.  He could hear Twilight’s breathing growing faster, more frequent gasps escaping from her lips as he increased the speed of his motions.

“Ah...ahh...ahh...ah~”

Spike could feel his member throb again, the sound of Twilight’s airy breaths sending a fresh surge of strength coursing through his limbs.

He wanted to be deeper inside her.  To feel her tighten around him.  To release the growing heat inside of him deep inside of her.

Plap.  Plap.  Plap.  Plap.

Their gentle passion forgotten—Spike began to thrust forward in full, his thighs slapping against Twilight’s flanks with every push.  He could hear her let out a sharp breath, her hooves pulling him closer as she pressed her head into his shoulder.

“Spike~”

“Grrrnngh.”

Spike could feel another growl, deeper than the first, escape his lips, an almost predatorial ferocity behind it.

Sliding his claw out from Twilight’s back, he dropped onto both his elbows, thrusting into the unicorn beneath him with his full intensity.

Plap-plap-plap-plap.

“Ahh-hh!”

He could hear Twilight gasp into his ear—her mouth parting in full as the air escaped her chest.  He could feel her marehood gripping tighter around his member, squeezing intermittently as her hindlegs tightened around his back.

Plap-plap-plap-plap-plap.

“Spiiike!”

With a cry, Twilight pitched her head forward, burying her forehead into the base of his neck.  He could feel her marehood grip down with sudden intensity, convulsing and clamping around him like a vice.

“Gnnrrraaaagh!”

With another grunt—a roar—Spike could feel himself break, thrusting forward and loosing himself deep into Twilight’s womb.  He could feel his draconic essence surge through his base and shaft, releasing like a torrent of fire into the unicorn’s insides.  Her marehood continued to squeeze and contract around his length—accepting everything he had.  Coaxing more out of him.

“Gngh…”

Spike could feel his eyes slide shut, the strength that had surged through his limbs quickly fading.  He could feel Twilight’s contractions around his length slowing as he began to go limp, his mind dimly aware of the sensation of his release leaking out from their interlocked sexes.

Still resting on his forearms, he could feel himself listing toward the ground, wincing with effort as he tried to keep himself from leaning too heavily on the mare beneath him.  Pressing his neck up against the side of hers, he rested his forehead against the cool floor, breathing slowly.

Pant.  Pant.  Pant.

A minute passed.  Two.  

The sound of distant birds drifted in from outside the window, carried by the wind.

Letting out a long breath, Spike lifted his head, his eyes slowly coming to rest beneath him.  He could see Twilight open her eyes at the movement, a flushed, tired look on her face as their eyes met.  He could feel her gently raise a hoof to his chest again, the two of them holding each others' gazes with calm, quiet breaths.

Thump-thump.

A slow smile breaking across each of their faces—her muzzle, his jaws—the two of them leaned in one last time, their lips meeting gently in the middle.  The warmth of their embrace was still there this time, but it was more subdued—comforting, rather than intense.  

Eyes still closed as they broke the kiss, Spike leaned forward, drawing the mare into a tight embrace.  He could feel Twilight do the same, her hooves sliding together around his neck as they held each other close.  He could feel a faint drowsiness settling in, the intensity of everything that had happened finally starting to reach him

He shook his head, tail curling in as he held the mare closer.

Maybe things couldn't go back to the way they were before.  Maybe the relationship they had before he left would never be quite the same.

He opened his eyes, glancing down at the purple unicorn beneath him.  His lover.  His mentor.  His friend.

But if it meant they could be together like this...

A small smile lit his draconic lips.


...maybe that wasn't such a bad thing after all.




***