The words struck bluntly enough for me to be taken off guard. I knew what to expect, I just didn't know she would be so direct. I should have expected Twilight to be her typical self and just come straight out with it without dancing around the subject. Celestia knows, I'm the same way. When I hesitated to respond, her eyes glossed over and I could tell she was about to cry.

“Well, I don't hate you,” I said, laughing nervously to ease the tension. She didn't buy it.

“No Spike. It's wrong, and I'm a terrible pony for even thinking about it.” She was getting louder. “I've known you since you've hatched, and I've watched you grow up. We grew up together!”

“Calm down, Twi. It's not that bad, you're just saying this because you're in heat.” What am I saying? Am I trying to blow my chance at getting some tail? “I mean, not that there's anything wrong with that anyway. I kind of think about you too,” I lied.

“Really?” Her voice was heavy with disbelief.

“Well, yeah. I mean I am getting older after all, and it's not like you ponies don't walk around waving your goods in my face anyway.”

Her eyes widened in shock as if I had shattered her world.

“Why are you so surprised? I thought you already knew all of this. You've even said so a few times.”

“...”

I could tell communication wasn't on her mind. “Twilight, are you okay?”

There was a pause where neither of us moved. I opened my mouth to break the silence, but she interrupted, “No! I'm not okay. I'm so wound up and stressed out that I can't even think straight, and I'm trying to resist the urge to fuck my closest friend who up until this point, I've thought of as part of my family! How can I be okay?”

I was backed into a corner, and there was no talking my way out of this. I either had to act now, or let her leave. I wanted to help her. For once that day, I was thinking coherently, and her words had cleared my head. I wasn't just being a horn dog anymore, I truly wanted her to feel better. If I tried to tell her so, she would get even more flustered. I could kiss her, I thought. It was the only thing that made sense to do, but the more I thought about it, the less appropriate it seemed. If I did kiss her, she would probably push me away and run off, then there wouldn't be any recovering the situation. But what can I do? I can't just tell a mare that they need to cool off. That could get me killed!

Eventually, she started again. “I'm sorry Spike, I think I need to be alone right now. I shouldn't have come here. I'll just let you get back to what you were doing,” she finished as she turned and trotted off. I let her go, trying not to think about what she would be doing when she got where she was going.

Knowing that our minds were in equally filthy places only made matters worse. It was bad enough that she was in heat, but now I couldn't control myself either? No, wait a minute, I thought. She came to my room for a reason. There's no way she just wanted to know what happened with Fluttershy. And I highly doubt after all those things I figured out on my own that she was going to just give me 'the talk'. She wanted me to stay earlier. Why would she want that? I tried to ignore everything by going back to my book, but it was equally as uninteresting as when I put it down. I wasn't normally nosy, especially with Twilight around to constantly lecture whenever I had a question, but I couldn't get it out of my head. Did she really want to do... that with me? I had to admit, I wasn't completely disgusted by the thought, but I also knew that Twilight would never joke or lie about things like that. Pretty soon, mares would be flinching away at the sight of my teeth and claws, but I knew one mare who would never be afraid of me.

I made up my mind to go long before I finished my train of thought. At the moment, I didn't even care about what I wanted. The other ponies could wait, even Rarity. Rarity, who employed me much the same way Twilight did and didn't think twice about letting another stallion into her life. Rarity, who would let me down at the slightest romantic whim for some rude stallion just because he was royal. I could see her draw to royalty. After all, I had plenty more encounters with Princess Celestia than she, and everything about the princess vexed any stallion she came across, including me. Perhaps Blueblood was the same way. It didn't matter to me. After all of the 'princes' Rarity would have ditched me for without a thought, surely she wouldn't mind if my first time were used to help a friend in need.

I approached Twilight's bedroom slowly, still debating whether this was the best course of action or not. I didn't see her in the hallway at all, so she had to have teleported there. That must have been how she got the drop on me, too. Of course I wasn't going to be rude and just barge in on a pony while they were masturbating. I expected to hear something – anything but what I actually heard. I heard whimpering.

“Twilight?” I called from the hallway, so that neither of us were in visual range of the other.

“Go away.”

“Can I please come in?”

“No.”

I walked in anyway, slowly opening the door that magically appeared. She was lying down on her belly, facing away from the door with her face buried in her hooves. The lights were off and the curtains were drawn, leaving the doorway as the only suitable source of light. I closed the new door behind me anyway. “You know, we really ought to have more of these in here. It would save us from a lot of awkward encounters.” She drew in a breath sharply, heaving her back. I couldn't tell if it was from a sob or a laugh, but my unasked question was answered when she turned her head to face me, wiping away what few tears she managed to let out since she was alone, and smiled slightly.

“I'm sorry, Spike. I really hate treating you like that.”

“That's funny. That's what Fluttershy said when I offered to be her fuck pillow.”

“Spike!”

“Sorry. Just trying to lighten the mood.” I waited for her stern glare to fade. “Listen, I know you think it's wrong, but you can't help what your body wants. I've been struggling with that since the day I met Rarity, and I know how hard it can be. All I'm saying right now is that you don't have to go through this alone. If you need me, I'm here for you. I don't know how bad heat is, but I do know that if it's bad enough to make you suffer like this, you shouldn't have to go through it alone. If there's any way I can help, I will.” My serious expression didn't betray my words, and she kept her eyes on me the whole time. She was blushing, and her tail was flicking, but she kept herself covered as best she could.

“You don't have to do that.”

“Twilight, I know how it feels to want to be with someone who will never feel the same way about you. You don't have to feel that way. I'll always be here for you.” At that, she tore her glance away.

“Wait, is that what this is about? Are you afraid that my growing up has something to do with me leaving you?” I was offended by the thought, but it did have some merit. “I never thought about what would happen when I grew up, but it's not like I'll stop being your friend just because I'm bigger.”

She bit her lip and clenched her eyes shut, holding back more tears. Her ears were beginning to fall as well as I kept going.

“Twilight,” I began again, softly. “I can't believe you would think that.”

“That's not it.”

“What's wrong?”

“Spike, I was trying to seduce you so that you would be more attached to me than somepony else. I was using your feelings against you so I wouldn't lose you. I'm a horrible pony just for thinking something like that,” she said, finally looking into my eyes again.

I stepped closer, trying to provide some comfort. I stood next to her, ready to hold her and tell her that everything was going to be okay, just like she had done with me so many times before. I put a claw across her withers and cooed, “Shh. You're not a horrible pony. I'm not mad at you.” Hearing this, her wings unfolded, and she jumped up to hug me. Her forehooves wrapped around my neck in a tight embrace, and I felt moisture on my scales.

“Please don't leave me, Spike.”

“I wouldn't dream of it.”

She retreated back to the bed, keeping one hoof around my neck, and stared intently.

“Spike?”

“Yeah Twi?” I asked, feeling like I had just lost control of my whole body. I instantly became nervous as her eyes narrowed at me.

“Fuck me.”

I didn't have a chance to respond as she pulled me into a deep kiss. My thoughts ceased and I could only return it as my instincts took over. There were no thoughts left, only passion. When she finally let go, she returned to the bed, lying on her side and leaving everything visible. I hesitantly eased myself into bed with her, my heart beating faster than my body could handle. My scales grew hot to the touch, and Twilight winced away.

“Relax, Spike. This isn't going to go well if you're nervous.” She kissed me on the forehead, wary of the heat. “Hold me, Spike.”

I obeyed, sliding one arm under her and meeting it with the other over her back. She quickly wrapped her back leg over my hips and pressed against me while she kissed me. I felt her lower lips seeping all over my leg as she ground against me while her tongue danced around in my mouth. Either she was surprisingly skilled at kissing, or all of them felt that amazing. I couldn't stop the heat from reaching my face, but she didn't stop. She only kept going harder, wrapping her tongue around mine and pulling it into her own mouth to bite it. I didn't complain, but I was starting to bulge even more, becoming unable to contain my drakehood.

“Twilight,” I moaned as I drew away. She reacted quickly by lowering a hoof to my loins and freeing my member from its cruel prison. She gave me a sultry glare as she stroked it. Her fur felt vastly different form the scales on my hands and it was pushing me over the edge already. I had been building up all day, and she was going to free the beast in a matter of seconds. She only stroke faster in response to my pained expression, and I started bucking my hips in rhythm with her.

“Don't you dare cum yet.”

“What-” I was cut off by her tongue invading my mouth again as she let go and rolled me to my back. My spikes were making it uncomfortable to lay down, but it was difficult to protest with her taking control of my mouth. My dick throbbed in the absence of her hoof, but it was soon met by another pair of lips, equally as wet as the tongue trying to cram itself down my throat. I suddenly realized that I couldn't move my claws. I opened my eyes to see her horn glowing, and I knew that she was restraining me. There was nothing I could do from that point but just melt into her hooves as she wrapped herself around me entirely, her hips hovering above my own, letting my dick prod against her entrance.

Once again, instincts took over my actions making me buck my hips again, this time sliding right into her pulsating tunnel. She moaned into my mouth as I closed my eyes in pleasure. This was entirely different from anything I felt before. She was so moist, so warm, and I was in ecstasy just from entering her. She lowered her hips the rest of the way, allowing my whole length to go in, eliciting more moans from both of us. I felt the restraints weakening against my struggles, and they finally broke, making Twilight gasp and pull away.

In one swift, but awkward motion, I rolled around, holding her underneath of me, and beamed maniacally. She didn't seem to mind at all, until I began to pull myself out slowly, groaning at the intense feeling and unconsciously lowering myself back down to her. As soon as I reached the tip, I rammed it back into her, hilting as my nethers smacked against hers. Without pausing, I repeated the motion, continuing as she moaned and sighed in pleasure. I pumped harder each time, not giving even the slightest break between. Her eyes rolled back into her head and her body started to go limp. I knew she was approaching an orgasm just as fast as I was, but I didn't want it to end. We had only just started, but neither of us had any experience with this before. I couldn't control myself, however, and I felt her walls clenching me and my whole body seized up. I kissed her again, just as violently and passionately as she had with me, and she returned it, squeezing her thighs around me as tightly as possible. I hilted again, pushing into her as far as I could go and letting myself explode into her pussy, holding nothing back. We lay there for a moment, as I continued to unload every ounce of semen I had built up into her, with her walls still clenching and milking it out.

Our lips parted as we gasped for air. Finally catching her breath, Twilight whispered, “That was fast.”

Embarrassed, I could only agree. “Yeah. Too fast. Sorry about that.”

“Do you want to do it again?”

Author's Note

I feel so dirty