Spike is taking care of Twilight as she is on her deathbed. her friends have all passed away and only he and a mare named Dizzy are still there to take care of her as she passes away. As they wait Spike tells Dizzy about the ponies that had once meant so much to him and Twilight.
*note* this is an edited version if you want to see the unedited version that was written for the EQD memorial day flashfic event click here.