The Darkest Corners of Our Minds

by exsnaggerwes

Rating: mature
Tags: My Little Pony: Friendship is Magic, Romance, Fluttershy, Sex, Spike, Slice of Life, Twilight Sparkle
Length: 22088

Spike is maturing, and his friends are noticing.

Twilight's been acting strange recently, and I know why. Should I give into temptation and become more than just her number one assistant, or will it ruin the friendship that we've had for so long?

First person Spike POV. (Presumably sometime after season 4 or 5. Spike is an adult in this continuity, and he's physically maturing. For unknown reasons, he's been an adult for a while, but his body is only now catching up.)

Published 2014-11-08 02:50:04 UTC
Last updated 2015-02-28 11:47:24 UTC

The Letter

“Spike?” Twilight called from downstairs, interrupting my book. “Spike, where are you?” She called out, probably thinking I was gone for the day. There were a lot more chores for me to do since we moved, but luckily some of the more tedious workload was taken off of my shoulders by her new staff. Each time we moved, there became less to take with us. This time we had almost nothing, so when we moved, there was so much less to do around the place. “Spiiiiiiike!” Her voice rang out once more as I finished the page before folding the corner to mark my place. Twilight hated it when I did that. She said it wore down the books and made them fall apart. The only thing she hated more than that when it came to books was when somepony jammed bookmarks right in the center folds of the pages. Even I knew that if enough were stuck into the center of a book, the binding would get damaged. I still think she took the matter too far sometimes. They were just bookmarks after all. She was mostly just miffed that whoever left the bookmark didn't finish the book before returning it. If they did finish, she would never notice the slip were there until the binding fell apart. I swear, she and Dash are the only ponies I know who can clear a whole tome in just a day, and they won't move from their spot until they do. I would be willing to bet bits that they thought everypony else did the same, which would explain Rainbow's previous aversion to reading.

“Coming Twilight,” I called back before she could turn over the castle looking for me. Sometimes she seemed to forget I had a room now and I spent most of my free time there. I set my book down and walked clumsily towards her voice.

“Hey Spike,” she greeted when I came to the doorway. She was in her new office, where she spent most of her free time, a fact of which I was aware slightly more than she was. The office was right next to the library, connected to both the inside of the library by a room full of heavy cabinets I had to move, and to the hallway by the front desk. Her muzzle was buried in the books as always, so she couldn't see my current dilemma, little to my relief. She would find out soon enough, just as soon as she put her book down. It looked like a record-keeping folder more than a book, so I knew she wasn't interested in finishing any particular part. She was probably just avoiding eye-contact for as long as possible. A lot of things had changed recently, and we were both starting to notice. For one, her usual greeting, expecting me to be wherever she were on a moments notice had disappeared. “I have a favor to ask you, if that's okay.”

“Sure Twi, what is it?” Despite her change in demeanor, I didn't embrace change very well. I would have been perfectly happy keeping things just the way they were forever. Twilight would eventually stop aging and a few decades after that, I would too. She didn't know that she was immortal yet, or she was still in denial. Princess Celestia never told her what gifts and curses came with being an alicorn princess. To be fair, she never told me either. Shining was always the one to tell me things about adults and most of the time I only talked to him when Twilight wasn't around and I had to stay home. When their grandparents passed away, I was struggling to understand death. I knew that they were gone, but they were gone all the time. We always had to go visit them when we saw them and even then, we could go whenever we wanted. They lived really close in Canterlot. When Twilight buried her face in her pillow and refused to tell me what was wrong, I had to ask Shining what got to her. He explained to me that when ponies died, they wouldn't come back. We could never see them again except in pictures and memories. I cried for so long after that, and Twilight and Shining comforted me the same I would for them in later situations. Shortly afterward, I asked how Princess Celestia could have done all of those things in the legends if they were so long ago. He told me that Princess Celestia would never die, and that she still looked young because she possessed all three types of pony magic, which made her able to stay the same as long as she wanted.

She held a quill in her aura, still not looking away from her work. She continued writing for a moment without answering me. She did that even before she was a princess, and I used to think it was just to annoy me, but it usually meant she either wanted company, or was writing a letter and needed me to send it as soon as possible. Every once in a while it was both. I knew she came to terms with becoming a princess, and I also knew she was still taking time to adjust, but I couldn't help but think that she really didn't know about her fate. After all, Shining only ever told me about alicorn magic and he didn't learn it from any of Twilight's books. Princess Cadance told him when they started dating, and he said that the princesses didn't have books that covered that subject in the library because they were always trying to forget. For me though, nothing had changed aside from our outward appearances. I was happy I would have my friend for longer than I thought before, but I think she was sad because she knew she would eventually outlive me, and she never expected to have to say goodbye. Did she really have that kind of foresight? Or was I just imagining things?

The quill stopped and returned to its ink pot as Twilight looked up to me. “Oh, you've grown again!” She chirped in surprise. I was afraid she would be mad at me for growing out of control again, or suspect I was secretly hoarding things again. For as long as I knew her, I still couldn't read her. From time to time, the wings would give away her attitude about something, but eventually she gained control over them and was finally less expressive than her friends again, and her wings remained glued to her sides. Maybe she knew to trust me since I wasn't taking things from her yet, but I still felt self-conscious for the changes. I was starting to feel new emotions and have thoughts I knew I shouldn't have. I still wasn't over Rarity, but I was less committed to her and more open to other mares as I grew. I was noticing things too. “I need you to send this letter to Fluttershy please,” she asked as she passed me the scroll in her aura.

“Fluttershy? But she's just across town, and weren't you going to see her today?”

“That's what this is about, Spike. I can't make it to our picnic today, and I can't tell her in pony either, so I need you to do it.”

“What's got you so busy all of the sudden?”

She blushed in response, half-hiding behind her mane, which was quite the accomplishment because she didn't have enough to hide behind. “I'm not busy,” she lowered her voice, “I'm in heat.”

“Oh.” I knew more than I needed to about heat, especially recently. Ponies weren't particularly shy about their cycles since they happened all the time. There was just no avoiding it sometimes, even though some ponies tried to. Fluttershy always locked herself away when her time came. It would have been obvious if anypony made more notice of her. Usually if she didn't show up for an important event that she promised she would make, everypony would worry until Rainbow Dash or Rarity explained why. Twilight reacted in a similar manner, only instead of just locking down the house, she would close all of the curtains and hide from the sun too. Being in a castle made that much more difficult, so she only recently kicked that habit. I read enough of Rarity's romance novels to have a working knowledge of pretty much everything about mares, which was both embarrassing and intriguing at the same time. I doubted Twilight ever knew I read those books, so she was probably blissfully ignorant of just how much I knew.

Thankfully, Rarity's books weren't explicit, which was both a blessing and a curse. Again, I chalked all of my working knowledge of mares up to those books and occasionally, Shining Armor. Of course, Shining and Twilight both held back as much as ponily possible whenever they could. The famous phrase that most foals hear, “I'll tell you when you're older,” was used quite a bit in that household. That had to be one of the grandest lies of the universe because they never really tell you anything in the end, do they? Shining was nice enough to word it differently, although with the same effect. “By the time you're old enough to understand and care, you'll know.” Shining always seemed wise beyond his years, even though he made the most childish decisions.

Twilight, on the other hand, was just as reckless as when she was a filly. She made foolish mistakes left and right without thinking twice about it. She was book smart, sure, so when estrus came for her the first time, predictably she knew everything about it. She knew everything except for how to cope with it. That was one of the few times I was thrown out of her room for asking questions. How was I supposed to know it was inappropriate?

My mind returning to the topic at hand, I broke the awkward silence, “So do you want me to ask if she wants to reschedule?”

“Actually, if you want to you can just send it now. I'm sure she'll understand.”

“But how will she respond if-”

“It's okay, Spike. You don't have to leave if you don't want to,” she hurriedly interjected. Her eyebrows lowered and a smile tugged at the side of her muzzle sheepishly. I was used to her being more demanding or irate when she got like this, but something was different. It sounded more like a request than an order, and even though she was offering to give me less work, the tone betrayed the sentiment. It almost felt like she didn't care about the letter at all and just wanted me to stay longer.

Still, it was only a suggestion and I didn't want to stick around too long to find out whether or not Twilight would choose that season to finally find a stallion. “That's okay Twi, I'll just take it there myself. I haven't seen Fluttershy in a while anyway and I should probably say hello. Besides, you probably don't want me around right now anyway,” I chuckled on my way out the door, not giving her a chance to object.

“Okay, well I'll see you later then,” she sighed and added almost inaudibly, “I guess.”

Before I even had the chance to feel guilty for leaving her alone, I hurried out of the castle towards the other edge of town. My legs made longer strides than they used to, but having to haul around the extra weight my growth spurt added kept me grounded so I would arrive at Fluttershy's the same time I would otherwise. I wasn't sure how to feel about my new height as Ponyville seemed like a completely different place from my new vantage point. Suddenly all of the ponies were eye-level with me and the tables and chairs standing outside of the open-air restaurants and cafes didn't seem tall enough anymore. On the bright side I wouldn't have to sit on any more books to be level with my food.

Fluttershy wasn't surprised at all to see me. In fact, the door was opening a crack while I walked the path to her cottage. “Hello Spike,” she whispered. I had to strain my ears to hear anything at all over the racket outside and I noticed that her usual indoor pets were quarreling outside. “I'm really sorry, but I can't make it to the picnic today.” Her voice could have easily been confused for Angel's, which was a stretch considering Angel made next to no noise. I could have guessed what was going on, and as if to prove my hypothesis, Angel stood at my feet glaring daggers. “Let him in, Angel Bunny. He's a friend.” I couldn't even see Fluttershy when she said that, and Celestia only knows how she was able to see us, but nevertheless Angel walked, not hopped, away staring at me the entire time. He didn't even watch where he was going, but it seemed like he didn't need to as the other animals stepped away. It was scary how well he could command the respect, or perhaps fear, of the others so easily. Maybe it was because he was Fluttershy's favorite.

Little did the rat know that he could never compete with me. After all, Fluttershy was letting me into the house instead of him. I resisted a smirk and entered, closing the door behind me. My nostrils flared as they were assaulted with the scents of at least twenty wild animals. I always hid my mixed feelings about the critters around my friends. They would never understand that even they were appetizing to me sometimes, especially if they refused to cover their scent. Both Twilight and Celestia found out first hand just how dangerous keeping a baby dragon around could be if they were tasty. Eventually, Twilight got the idea after being gummed for the umpteenth time and started showering regularly. Once again, when I was old enough, they didn't even have to tell me that eating my friends was taboo. I just found out and they were all kind enough to keep it a secret. I wondered if Gummy would ever grow out of the habit like I did, but the longer I knew Pinkie and Gummy, the quicker I realized that he was a special pet alligator that would never grow up or get sharp teeth.

My senses were given a break by a familiar floral fragrance emitted by none other than the only other creature in the cottage. “Oh my, you've grown,” she commented to my chagrin, “Is everything alright?”

“Yes, I'm fine. I don't know why this is happening again, but I promise I'm not hoarding things again.”

“I believe you, Spike. Just remember that I'm here for you if you ever feel like you're not getting all the attention you need.” She beamed. Most others would find that over-the-top and creepy, but coming from the demure pegasus with the genuine tone of concern she carefully laced into her words, I knew not to take it the wrong way. I really liked how affectionate she could be at times. She was the only pony aside from Pinkie Pie who would nuzzle and hold me from time to time. Twilight often tried to nuzzle me when she thought I was asleep, but that stopped as soon as I got my own room.

“This is from Twilight,” I said, hoofing her the letter, “She said she can't make it either.”

“Oh, that's too bad. I guess that means it will just be Applejack and Rarity then. I hope those two don't fight.”

“I'm sure they'll be fine. Do you think I should tell them?” I asked, smelling something unusual and wanting to leave sooner.

For the second time that day, a mare rushed to keep me present. “No, that's fine. Could you stay here for a little bit please?” She placed a hoof on my shoulder, almost pulling me towards her as she stood, the scroll still resting in her hoof. The imbalance forced her to put more weight on me for a moment until she took to the air fluttering to sit by the fireplace. As we parted, she wrapped her hoof around me as if to pick me up to carry along with her, but then let it slip away, stroking my spine while she let go. I stood stalk straight from the gesture, sending shivers all over my body. I wasn't used to having my spikes touched, and she just stroked every one of them. She hovered by the couch gesturing for me to follow. Despite there being plenty of light outside, it was strangely cold near the empty hearth. I wouldn't normally notice the temperature change, but my body was on edge after being slightly violated. I wanted to leave, but nothing in the world could make anypony, or even anydragon say 'no' to Fluttershy.

We both sat and she wrapped a wing around me, nuzzling my cheek with the side of her muzzle, letting her lips brush past my own. She almost never did that unless she wanted something from me, and the last time that happened was when she asked me to watch Angel Bunny. Fearing the worst, I stood still as a stone as she unrolled the scroll with her front hooves and read. She finished rather quickly, then turned her whole body to face me while almost-kissing me the same way as before, and placing her forehooves across my lap. “Spike?” She looked up at me, seeing the nervousness in my eyes. We've done things similar to this before, but it was almost always the other way around. Why the sudden change? Why couldn't it just stop? Why did I feel so nervous? Fluttershy was my friend, so I refused to think about her the same way I did with Rarity. It was beginning to get difficult enough since I started to mature, but she was pushing the envelope.

“Fluttershy,” I answered dryly, silently thanking Celestia that I didn't have sweat glands.

“You're warm,” she cooed.

Almost instinctively, I raised a claw to her ears and stoked down her mane. She leaned into my chest in response. “Fluttershy?”

“What is it?”

“Why are you doing this?”

She hesitated, debating her answer carefully. She knew that I could easily walk away if she offended me or said the wrong thing. “I...” she paused, “I want... to be...,” she paused once more, looking up into my eyes. I gazed back as she whispered the last part, “Please hold me, Spike.” I reluctantly obeyed.

Moments of silence and more petting passed, each of us feeling each other's breathing.

“So...” I interrupted. Her melancholy eyes returned to scan my face. “Why are all the animals outside?” I asked sheepishly, even though we both knew the answer.

“I don't want them getting the wrong idea.”

“Does that mean-” I stopped myself, “So why did you let me in?”

“I don't want to be alone. I hate going through this alone.”

“But why me?”

“You're such a gentledrake Spike, I know I can trust you.” Her tail unconsciously flicked, dispersing more of the unusual scent from before. I began wondering if I was smelling her arousal or if I was just imagining it. “Oh,” she gasped, realizing what she did and seeing me gritting my teeth with my fists clenched, “I'm sorry. I didn't mean to-”

“It's fine,” I said, fighting my own arousal. It was times like this that made me thank all of the celestial beings above that dragons could hide their erections. Still, I shifted uncomfortably, feeling myself harden.

“Please don't leave,” she begged. I was beginning to regret delivering the letter in pony, but a small part of me was begging to latch on to her rump with my claws and throw all inhibitions to the wind. I bit down harder, and tried to transition from sitting to lying down.

“I'm not leaving, I'm just getting comfortable. Do you mind if I lay down?”

“Go ahead.” She stood, allowing me to rotate my body underneath her and wrap my claws around her neck in an embrace. She gratefully accepted, lowering herself on top of me, not noticing that her rear was right above my hips. With her head right next to mine so that we couldn't see each other's faces, she placed her forehooves over my shoulders and sunk into me the rest of the way. I could feel a moist part of the cushion with my tail, but I tried my hardest to push the thought away. I ignored everything else for as long as I could while I continued petting her. She hummed and sighed every few minutes in response to my touch. My claws made their way under her forelegs and to her back near the base of her wings. She shuddered when I placed my claws there, but did nothing to stop me. Her soft fur was irresistible and I was getting a face-full of her aromatic mane as she nearly purred into my ear.

She alternated between nuzzling me and stroking my neck and back with her hooves, holding me tighter each time I reached a particularly sensitive spot. It was all so sensual, and yet neither of us backed away. My heart raced, pumping adrenaline through my veins and slowing down time even more. I tuned out all the noises of birds, squirrels, and the other animals outside as they were no doubt watching through the window with the curtains wide open, but I didn't care. I was enjoying my little piece of heaven for as long as I could. I had never cuddled anypony like this before, and she was enjoying it so much that I nearly lost my mind to ego once more. Since the time I got there, I had noticeably grown more, now matching her sprawled length.

As I caressed her backside more, I started to explore her wings. The feathers were like nothing I've ever felt before. Pegasi had a taboo about their wings, being some of the most sensitive spots on their body, but I hoped Fluttershy wouldn't mind. Strangely, even though she was clearly aroused, her wings weren't flaring like most would. I didn't know if it was due to her self control or her lacking the proper form of excitement, but they were tucked neatly at her sides until I ran my claws down them. Her feathers ruffled slightly from my touching the base, but a second pass smoothed them over. Fluttershy was moaning by that point and muttering something that sounded like, “don't stop don't stop don't stop don't stop-” and so I didn't. Swiftly, the pegasus raised her haunches and flicked her tail underneath them to separate her damp nethers from my own before ramming them back into me and grinding hard against my still-concealed tumescence. Unfortunately for me, even with my stiffening member hidden, it wasn't prevented from bulging against its confinement, causing a lump to form in my lower region which was in the perfect position to be used as the mare's grinding post. Before I knew what was happening, she squeaked out, “I'm sorry Spike,” and every muscle and limb in her body tensed against me, pinning me between her and the couch with no escape. Her body convulsed, letting a torrent of fluids leak through her tail and onto me.

I could do nothing at that moment but wait until she finished and hate myself for letting it go too far. I hoped that she wouldn't be too upset about me crossing my boundaries with her and I prayed that she wouldn't hate me afterward.

“Mmmmmmhh,” she let out a pained moan, falling limp and disentangling herself from me. Standing on all fours above me, the mare shook, straining to stay on her hooves and still leaking fluid onto the cushion and myself. “I'm so sorry!” She cried as she looked away and hid behind her mane as best she could. “Please don't hate me, I didn't mean it I swear, I'll do anything you want, please don't tell-”

I cut her off by placing a talon to her muzzle. “It's okay Shy. I'm sorry too. I shouldn't have taken it that far when I knew you were like this. It's my fault.”

“No it's not, it's mine. I shouldn't have let you in, I could have let you go. I should have sent you away to Rarity's or Applejack's, but I didn't. And now I've... I've.... I'm so sorry,” she cried, even shedding tears to match her tone. I was stricken with a deep chill, knowing that I had just committed a sin against nature itself. Not only had I taken Fluttershy's innocence, but I had also made her cry afterward. I felt like the worst and most evil creature in the universe and I did the first thing that came to mind. I sat up slowly, watching her as punishment to myself, and then reached out just as slowly and wrapped my arms around her.

“Please, Fluttershy. Don't cry,” I pleaded, beginning to tear up myself. “It's okay Fluttershy, you couldn't control yourself.” A pause followed. “Neither can I.”

“You don't *sniff* hate me?”

“No. Never,” I assured, stroking her mane. “And as for telling anypony, this can stay between you and me. Okay?”

“Really?” She asked, brightening slightly.

“Really. Cross my heart and hope to fly.” She held me closer, now hovering to meet my height. “So uh, not to be too forward or anything but are we going to just pretend this never happened, or do you maybe want to do it again sometime?” I asked, enunciating each word and hesitating between each phrase, begging the stars that I wouldn't offend her.

She pushed me back a few hooflenths, “Maybe. I'm not sure how I feel about what just happened, and I'm still in heat. I can barely think straight now, but if you want... we can do this again sometime... that is... while I'm still like this.” Each decrescendo was almost visible as she continued, blushing more with each word, digging herself deeper.

My own thoughts were even more clustered than hers and I had no idea how to respond to that. I wanted to run and hide, but I also wanted to rut her brains out. I knew I couldn't have both, but I knew that things would only get worse if I refused to acknowledge what just happened. I was still hard as a diamond and all I could think of was relief. I figured she probably felt the same way, but the last thing I wanted to do was take advantage of her weakened state.

“Okay. I guess. Um, just let me know when you want to...?” I trailed off. There was no way to play it cool in that situation. If I tried, I would definitely come off as a total jerk and never get to see her again.

“That sounds great!” she chirped, her volume still not rising above normal. We said our awkward goodbyes, hoping that things would still be alright between us and I started walking back to the castle. It was the middle of the day and I had to walk straight through Ponyville with a hard-on. Once again, I thanked my lucky stars that it was concealable again, but I couldn't take my mind off of getting my rocks off. A small part of me regretted not boning Fluttershy properly, but there was no going back from that situation. I could have gone back, but I wondered if she really meant what she said about being okay with it all. I mean, I got her off and I didn't even expose myself. I felt like I took her innocence while keeping my own, and that felt incredibly dirty... and hot.

About halfway through town a disturbing thought barged into my head. “What would Rarity say to all this?” I thought out loud. “Oh no, she's going to hate me. I was saving myself for her and now I'm used goods!” Deep down, I knew that none of that really mattered and my negative side was just getting the best of me. It was hard overcoming all of my genetic dragonisms, and this was no exception. Unlike many other species, dragons didn't mate for life, so their standards were slightly lower. Ponies broke up sometimes too, but it was much more rare for that to happen. I always felt that because I was from such a violent species that I would have to make up for it somehow, and that all went towards saving myself for Rarity. I felt awful because I knew that even if I had a chance with Rarity, I would have to hurt Fluttershy to be with her, and if I chose Fluttershy instead, I would have given up all that I had worked for with Rarity. It was so unlike me. I never once thought about Fluttershy like that, and yet there I was, ready to give all of my feelings to her.

By the time I arrived at the castle, my arousal had faded almost completely, but that didn't mean I couldn't have a little fun to take my mind off of things. I nearly sprinted to my room to avoid a confrontation with Twilight, realizing that I probably reeked of Fluttershy's juices, and was fortunate enough to not run into her at all. She must have not left the study since I left. I crept into the room slowly, careful to take notice of anything out of place or any owls lurking in the shadows. I wanted to be alone for what I was about to do, and even more importantly, I didn't want anypony or any owl riffling through my things and finding things they shouldn't. Sure enough, all seven books I borrowed from Rarity and Rainbow Dash were just as I left them. A normal dragon of my age would probably be stealing phoenix eggs or playing some reckless sport, but I was much easier to please. I was also a quick reader since it was all I could do to relate to Twilight.

Shining Armor never let me play any of his games, but since he spent so much time on them, I knew I wouldn't have been able to sit still for them anyway. Don't get me wrong, I was patient enough to read, and I did a lot of it, but I was never like Twilight. I was nothing like Twilight. Anypony in the house could easily tell if Twilight had gotten a hold of the book because there were footnotes and corrections everywhere. The encyclopedia apparently had a frightening amount of errors. I'll never forget the first time she made a mistake in one of her corrections. Her mother told her that certain words could be spelled several different ways and the particular book she was reading was written in the old unicorn dialect where they used such spellings. She cried for hours about how her whole world was shattered.

So while Twilight would read encyclopedias and nonfiction tomes of spells, potions, and other ambiguous topics, I would read adventure and romance novels. I was the one who introduced her to Daring Do in the first place, only to find out that she got more recognition for sharing it with the next pony. I didn't let things like that bother me, just like I didn't let the pilfered phoenix eggs bother me. Creatures of all kinds stole the young of others throughout history. Adventure novels often started with the main character being out of place in a country of another race. After all, I was stolen by unicorns. At least that's what I think happened. I never found out, and I asked more than once, but nopony ever told me the same story, so I knew that it must have been bad. It was rather nice living with ponies, but I did always wonder what happened to the phoenix eggs that weren't smashed. Those teenage dragons really were bad news, and I had the feeling that if they had any direction at all, they wouldn't be half as bad. They made it sound so convincing that they wanted phoenixes to diversify their herd. I found out shortly afterward that dragons didn't have herds. Dragon parents lay their eggs and leave them to fend for themselves until their old enough to migrate to a harsher environment where they can feel more at home and be less destructive to the place they were born. Dragons had the hide to handle whatever the world threw at them, but to increase chances of survival, they were often nested in countries like Equestria where ponies ruled. The environment was much more stable, and their neighbors had less violent tendencies. I always figured that if I was stolen it meant that my parents either didn't want me, or something bad happened to them. That's where I related to the adventurous characters the most.

Then there were the romance novels. I never liked them when I lived in Canterlot, but I knew that if Rarity loved them, then I would too. The one I was reading before Twilight asked me to deliver the fateful letter was about a young unicorn mare falling in love with an alicorn prince that ruled over the wind. It reminded me of one of the later Daring Do books because the alicorn had the same name, and the unicorn in the romance book bore many similarities to the servant that the prince fell for in the Daring Do book. Naturally, I ignored the actual character traits of the unicorn and instead thought out the entire plot with her being the character she resembled. Rarity said she had a feeling I would like this one, and then she winked at me before hoofing it to me in her magic. I was too entranced to notice whatever innuendo she was trying to convey, so I took it anyway. The part where I left off was a very detailed romantic scene in the prince's bedchambers, and I was beginning to question Rarity's ethical views about giving a young dragon such a mature novel. Then again, I did have to convince her that while I was physically immature, I was actually almost as old as Twilight, who was in fact older than even Rarity herself. I never got their exact ages, but Scootaloo ran the numbers once. After hearing about how Rainbow Dash got her cutie mark, she was inspired to guess my age. She then proceeded to index all of the older ponies she knew by age and report them to me. Little did anypony else know that she was a closet math geek. I always wondered why she only confided that to me.

I picked up the book I was reading and smoothed out the page to immerse myself in an ornately detailed romantic scene describing how passionate the kiss was. It snowballed into a full-on makeout session, and proceeded even further into the heart of the book. The whole essence of the story's being. The core, the dance, the fur, flesh, and feathers of the scene. I knew exactly where it was going, and my unoccupied claw was already at work. As the scene unfolded, I replaced the characters with stallions and mares that I knew. I guiltily thought about how I sexualized so many of them, but I kept telling myself that as long as I didn't treat them unfairly in pony, and they never found out, that it couldn't do any harm. My thoughts alternated between Rarity and Rainbow Dash quite often, always imagining Big Macintosh or Thunderlane rutting them senseless. I never knew why I imagined stallions with them instead of myself, but it just seemed right, so I let it go. My devious sexual mind was not one to be questioned, much like Twilight's scholarly mind. If it got my rocks off, I didn't care.

Pretty soon I realized that I wasn't even paying attention to the book anymore, and let it rest open on my night stand. It was mid-day, so there was no need to turn off the already extinguished light while I finished. The curtains were drawn, and while I had no door for real privacy, I could always hear anypony coming and had a talent in hiding what I was doing in a pinch. So far my record for not getting caught was untarnished, and I listened carefully for any sign that somepony was close. Hearing nothing, I continued, remembering vividly what happened with Fluttershy. It was true that I never thought about her like that before, but as I replayed the scene in my head, I couldn't help but think that I wanted it to happen. All the signs were there. I accepted the invitation inside when I knew she was in heat when even Angel wasn't inside. That could have been because he was watching for any stallions overstepping their boundaries, but it was more likely because Fluttershy didn't want anyone near her in her weakened state, even her pets.

My thoughts flashed briefly to Fluttershy presenting her goods to the rabbit and him licking it in turn, but quickly faded in favor of myself doing the same. Without much experience in the matter, all I could think of was the mystery that the situation presented. I knew what it smelled like, and thanks to the fact that everypony pranced around naked, I knew what it looked like, but I had no idea what it felt like or even what it... tasted... like.

…

I still had some marecum covering my pouch. Unlike stallions, I didn't possess a sheath, but instead hid my delicate parts with a pouch, or a sort-of cover for my loins. Smothered all over that region was the single object of my desire. The one thing that could make this fantasy perfect. With my free claw, I wiped as much of the fluid off as possible, forgetting the embarrassment of running through town shamelessly covered in the stuff, and let it pool between my cupped talons. It was a miracle that it hadn't dried already, a miracle which didn't go unnoticed as I sat up, craning my neck to let the small amount of liquid drip onto my waiting tongue. My eyes were clenched shut throughout the process to make the fantasy more real as I lived out the events as they happened first, transitioning to what I was feeling. The yellow mare turned on the spot, her hind legs straddling my chest and her arousal dripping into my mouth. The taste was not as pleasant as I expected, but for some reason I couldn't live without it. I greedily lapped up as much as I could from her luscious folds, wrapping my claws around her haunches and squeezing until she lowered her rump closer to my face where I could dive in. I opened my muzzle as wide as possible, with my new sharp teeth pointed towards the area surrounding her vulva, and lashed my forked tongue against it. I soon found a small ball of flesh which felt more solid and used both ends of my tongue to grind around its sides.

I sighed in pleasure as I teased the folds more before inserting my tongue between them, eliciting a small “eep” from the pegasus. The fantasy was so vivid, it was like I could actually hear her squeal of delight. In fact, it was a bit different from the pegasus' voice as well. I couldn't help but hear the resemblance between that voice and another more familiar one. My eyes shot open when reality finally flooded back to my brain that this was not part of the fantasy.

Standing just outside of my doorway with a horrified expression stood exactly who I expected, staring back at me, red hoofed. I had one claw caressing my engorged drakehood, and the other receiving a serious lashing from my tongue. Both of us remained frozen in shock, neither daring to move as we attempted and failed to avert our gaze. I opened my mouth to try to speak first, but Twilight beat me to it.

“I'm sorry. I'm so so so so sorry,” she murmured while bringing a hoof over her muzzle to cover her eyes. “I heard you come in and I was going to ask you how it went, and I forgot there weren't doors to the rooms...” she trailed off, turning her head but not leaving. Of all the frustrating things she did, invading my privacy was something that was pretty rare. I could have easily asked her to leave so I could finish, and she would probably agree, although it would force an awkward aura into the place that could prove impossible to remove. Each day afterward we would barely make eye-contact because we both knew what was going on behind what should be closed doors. Not once has anypony walked in on me, and my record was finally broken by the worst possible pony to break it. I had just scarred Twilight for life and I doubted talking would have rectified the situation.

She slowly and deliberately moved her hoof to peek, making sure I had enough time to cover myself before doing so, and upon seeing that I was indeed re-sheathed, she revealed her face, now red with blush. She made eye contact for a fraction of a second before turning away once more, “I... I didn't know you were.... I didn't think you were maturing that way yet. I was going to talk to you about it someday, but I didn't know you would be ready so soon.” Her timid voice held a low volume, but she stayed resolute.

“I didn't hear you coming,” I finally admitted with the temperature in my body already rising. My voice was as concerned and timid as hers, but I kept my eyes locked onto her. I knew it probably wasn't the best idea to be staring like I was, but I couldn't tear my eyes away. Her tail began to twitch up and down, and I was immediately filled with fear and adrenaline at the idea of a repeat of what happened with Fluttershy. Only this time was different. This time I knew what was coming, and as scared as I was, I didn't want to stop it.

“Um,” she started. Hesitation and uncertainty were triggers in the Sparkle household. If somepony didn't know what to do or say, you immediately knew they were in trouble. “Spike,” she started quietly, “do you remember when I told you that I would explain heat to you when you were older? I mean, you probably already found out on your own, but do you have any questions? Do I need to give you 'the talk'?” Her eyes met mine again, but stayed locked to them.

I didn't know what my expression looked like, but she seemed to get whatever message it was conveying and turned slightly, “I can leave if you want. I'm sorry I interrupted.” Her usual tone was beginning to return slightly as the red shade to her face deepened.

She started to walk away and time slowed to a crawl. I didn't consider my options, and I didn't weigh the possibilities. There was no time for thought, only action. “Wait!”

The alicorn's ears and tail perked up while her wings twitched in excitement as she jumped at my voice. “Yes?” she asked, almost eager in her response.

There was a pause.

“Could you...,” I looked around before hopping off the bed to get closer so I could lower my voice. I now stood taller than she, and I could feel my spine groaning at the act of standing upright. I could tell I would soon lose much of my mobility in exchange for my size, and I was finally beginning to feel my years catching up to me. I knew nopony was around to hear our conversation, but I still didn't want to risk raising my voice. As I got closer, her feathers began to ruffle and I knew she was getting nervous. I kept the distance necessary to avoid accidental contact from either side, but I could smell that same sweet scent that Fluttershy covered me with. I knew she couldn't help it, but my devious mind wondered if maybe I was doing something to exacerbate it. “Do mares act... strangely when they're in heat? Do they sometimes do things they wouldn't consider any other time?”

A bead of sweat fell from her brow, previously hidden behind her straight-cut bangs. She lowered herself to her haunches, facing the floor as she thought of an answer, before looking directly into my eyes once more. “Yes.” Her answers were usually that simple, but I knew she probably smelled Fluttershy's essence on me and wanted to ask. “Why? Did somepony do something weird?”

I nodded slowly, carefully considering how to explain to Twilight my first sexual experience. “It was Fluttershy, she tried to seduce me.”

Upon hearing this, Twilight's eyes went wide and her jaw dropped. She opened and closed her muzzle a few times, probably trying to form coherent words, and obviously failing. Her tail twitched again, too. “What did she do? Are you okay? She didn't force herself on you, did she?” Twilight's voiced was laced with sincerity and genuine concern. As if to emphasize the seriousness of the situation, she put her hooves on my shoulders. At my height, I wasn't towering above her, but I was still tall enough to make her stand on her hind hooves to reach. As she stood, I felt myself twitch. Her touching me and standing to meet my height somehow turned me on, and I was losing the ability to think as time sluggishly inched forward.

“No, she didn't force herself on me exactly. I kind of just let her,” I paused to think, “I don't know the word for it.”

“Did she make you do something you didn't want to?”

“No!” I almost shouted. “No,” I repeated quietly, “I actually liked it....”

Twilight's speechlessness returned before she could press further. “Spike, have you ever done something like that before?”

“No, but I've thought about it. Is that bad?”

“I don't think so. I haven't done anything either, but I think about it all the time. This heat drives me crazy and I can't control anything anymore.” She seemed reserved to the fact that Fluttershy didn't violate me and she moved to my side to sit again. “I almost want to-” she stopped herself by drawing a hoof to her mouth before jumping back to the doorway. “No. I'm sorry, Spike, I didn't mean anything by that.”

“By what?”

“I... just... No, it's wrong. Just forget it.”

My primal instincts were taken over. I'd learned my lessons in the past not to push a mare past her limits with inquiries, but I knew she was close to breaking and the dark part of me took over as I pressed on. “Twilight, you can tell me. I won't be mad, I promise.” Now I was acting like the mature one.

“No Spike, you'll hate me.”

I let a moment pass and then I moved forward, gently taking her muzzle in my claw to turn her to face me. “I could never hate you.”

She bit her lip and looked away as best she could, but her eyes kept returning to mine. “I want,” she started, taking in a deep breath and letting it out, “I want you.”

Instincts and More Awkward Passion

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 :ajsleepy:

Bonus Clop Chapter

“Did you hear me?”

I was overcome with drowsiness and exhaustion from what just happened. I didn't even consider what I was doing, I just did it. I felt dirty, but at the same time I felt relieved. I didn't know how to answer her question, but Spike Jr. sure did.

“Are you ready to go again? I'm still kind of horny,” she trailed off.

“Yea, sure. No problem,” I quickly answered before I lost control of my thoughts again.

“Let me up, this is uncomfortable.”

“For you and me both, sister.” I received another stern glare for that comment, but got up anyway. Still unsheathed and hard as a rock, Junior stood at attention, covered in fluids from both of us. Surprisingly, there was no blood. I heard about sex sometimes making mares bleed, even heat causing the same thing, but it seemed Twilight was one of the lucky ones. Maybe I was just gentle. I gave my ego a nice stroke for the thought, but banished it in favor of my real mission. Twilight seemed much more coherent after that, but she still wanted more. I wasn't about to deny her any satisfaction because I wanted more myself. Still, it felt weird. In a million years, I would have never thought of having sex with Twilight, and yet here we were in her bedroom, with the lights off and the shades drawn. My eyes were adjusted to the dark for a while, but I was only now noticing things. Twilight was drenched in sweat, and I could see her marehood leaking my cum and her own arousal onto the bed. Her clitoris was winking in and out of her vulva and it looked like she was still clenching something that wasn't there. Her tail was raised and to the side, inviting me in and yet she had to wave it more to get my attention. The scent was even more pungent now. I had never smelled sex so strongly before and it assaulted my nostrils eliciting a flurry of passion and ecstasy.

I didn't even notice Twilight standing on the bed on all fours, beckoning me over until I started moving. I wasn't thinking or even feeling anymore, I was just doing; almost mechanically. I leapt at her without warning, making her fall to her front knees, putting her rump in the perfect place to be ravaged by me. I nipped at her ear, prodding my member against her lower lips and teasing her. I felt her wink and I thrust into her forcefully. She flinched and gasped, but motioned for me to continue nonetheless. Not wanting to be too forceful, I eased myself out and back in significantly slower than before, prolonging and savoring the experience. My hips were aching to go faster and my mouth watered at the thought of plunging my tongue into her instead, but I sated the urge by gripping her mane in my teeth. I began to pick up speed slightly, still careful not to be rough while my claws wandered from her withers, down her flanks, and finally to her hips. I rested my palms on her cutie marks and squeezed. My middle talons reached to the curves where her flanks met her thighs and I stroked the area methodically, causing my mare to groan in delight.

I stood for a moment, releasing her mane from my teeth and studied the scene. I felt like I was dominating her, like I owned her. She was my mare and nopony else's. Pleasured sighs and moans escaped her muzzle and she looked back at me, grinning.

“You don't have to be so gentle, Spike.”

I took that as an invitation to thrust harder, pulling her plot to meet me halfway and then pushing it back like she was a piece of meat. I began to lose my balance and let go of her hip with one claw to hold onto the bed. She noticed and started to move too.

“Hold on a second. Let me just...” She backed up, shoving me off of the end of her bed to stand on the floor where her hind hooves soon joined me. She stood with her front hooves on the bed, standing erect to meet my height, managing to do all of this with me still inside of her. She craned her neck to look back at me again and ask, “Is this more comfortable for you?”

“Perfect,” I said, hypnotized by her teasing glare. I leaned down to kiss her again, which she greedily accepted.

“Good,” she said when we came up for air, “now make me your mare. Fuck me harder!”

I didn't need any more direction than that as I wrapped my arms around her barrel and began thrusting even harder and faster. Without warning, I pulled away from the bed with her in tow and proceeded to fuck her standing upright. Her head rolled back and rested on my shoulder and she nuzzled me while muttering something unintelligible. My mind did me few favors deciphering whatever she had to say until she started getting louder.

“Faster, faster, faster...” she said, taking breaks between each word to breath heavily.

I pulled out, turning her around to face me. It was difficult to hold her and thrust at the same time, so I was going to need some help. Twilight went back to being incomprehensible again, so I made a move for the wall to help prop her up. She seemed to get the idea because she wrapped her hooves around my neck to hold herself up to me and I began once more. I was becoming relentless in my thrusts, and for some reason, I was constantly looking for something to bite, but I held back with all of my willpower to keep from hurting Twilight.

“I'm close,” she moaned into my ear. I picked up the pace in response, but it seemed she was already there. Her pussy clenched onto me, making it difficult to move, and then wave after wave of marecum seeped out of her cunt onto my drakehood. The lubrication made it slightly easier to move again, and I thrust with as much power as I had, finishing her off. She was going loopy again, and her eyes squeezed shut like she was concentrating really hard on something. “Oh Celestia,” she began to mutter as her orgasm peaked. Her mouth continued moving, but nothing other than pained breaths could come out. She inched closer to me as she did this, and then out of the blue, she bit down on my neck. Hard. I almost didn't notice, but she started applying pressure, and her pussy only squeezed harder. I finally stopped moving and she peaked, making a sound that was like a mixture of a whimper and a whinny. She finally let go and her body relaxed. “You didn't come.”

“Not yet.”

She gave me a look in consideration and thought for a moment. “Keep going.”

“Are you sure?” I asked. It wasn't like I had much of a choice. My animalistic instincts were telling me, no forcing me to continue. I only stopped because her insides made me.

“Yes,” she ordered, flustered. “We're not done with this yet. Finish what you started.”

I didn't argue. I turned her over to stand on the ground, to which she threw her tail up, continuing to wink as if she hadn't even been satisfied. This time, instead of just thrusting into her, I massaged her folds with my thumbs. I wanted more. I wanted to taste her, so I lowered myself to my knees. My orgasm could wait. I started tracing a line around her vulva, carefully avoiding the clitoris to save it for later. She quivered in response, but I kept going. I plunged into her folds with my tongue, thrashing it about recklessly. Her wings unfurled again and stood proud as she alternated her back hooves up and down. I finally moved down to her clitoris to finish the job and I flicked it a few times before taking it between my teeth, careful to avoid stabbing her and drawing blood, and I suckled on it, drawing out another orgasm. Fluids squirted out onto my face, and luckily my eyes were closed, but I didn't stop. She was trying to wink, but I wasn't letting go of my prize. This seemed to only make it more intense for her and she slipped out of my grip and fell to the floor with her back legs and wings twitching.

“Well now. I don't suppose you would mind lying on your back now?” I stated more than asked, then turned her to lay spread-eagle on the floor. She wore a dopey grin and didn't stop kicking, so I carefully avoided the thrashing legs and tail to poke at her entrance with my member again. I inserted it slowly at first, quickly building up speed to match what I had before, and kept going. In the following ten minutes, she came twelve more times, and didn't show any times of wanting to stop. I was surprising myself at my endurance, but I still felt it coming and it was going to be violent.

“Twilight, I'm gonna come.”

“Come... in... me... again...” she said between thrusts.

Once again, I didn't protest. I kept laying it on, hot and heavy. I felt the pressure rising in my loins and I allowed myself to burst inside of her again. Even more came out than the first time, and just like the first time, she milked me dry. When I finally finished, I collapsed on top of her. She wrapped her wings around me in an embrace as my dick started to recede out of her and into its sheath again. She kissed me lovingly and we fell asleep right there on the floor in each others arms.

Author's Note

For once, I didn't make a sex scene implied. It actually got to happen this time!

Decisions

I was the first to wake up. We ended up lying on our sides, and at some point Twilight must have levitated over a blanket for warmth, but it wasn't doing a very good job as it had been soaked in places. Not only was the blanket moist, but so were we. I could feel Twilight's fur matted with both her and my own come, as well as my own scales becoming sticky with the final product. It had somehow managed to get everywhere including under my chin, making it itchy as Tartarus, but I was too constricted by Twilight's wings to scratch. I felt no shame, nor regret for what we just did. As far as I was concerned, we were just two consenting adults who just had an itch that needed scratching, no more. I still felt the same way for Rarity and Fluttershy that I had before, and I knew that almost nothing could change that. I was also aware that There was still no possible way Rarity would ever want to be with me. Even if I wasn't still too young for her, she would still only see me as the 'baby' dragon I was when we first met. If I were to try to convince her to let me 'satisfy her heat', she would no doubt see it only as that, and it would sour our already unstable relationship. With Twilight, it was different.

I didn't feel like I was taking advantage of Twilight, nor her of me. Even while we lay there clinging to each other under the filthy blankets taking in each other's scents and basking in the warmth of a mutual embrace. I regarded her face carefully in the dim light that managed to make it through the blackout curtains that seemed new to the castle. A peaceful grin tugged at her lips, one I had seen too many times before. Despite what any of the other ponies may have thought, Twilight was beautiful. Most ponies were beautiful honestly, but where they were mistaken was in the magnitude of her magnificence. Twilight could easily give Rarity a run for her bits with the adorable faces she made in her sleep.

I also knew that even after what we had just been through, we still couldn't be anything more than just friends. Maybe we were closer than most friends ever should, nay, could be, but we would be all we had for the next millenia. Twilight wouldn't have had to cope with the thoughts that she would ever be alone before, but now she would. Nopony would have to tell her, but soon enough she would figure it out. Unlike Fluttershy and Rarity, she wouldn't go to the spa with anypony, and nopony would notice right away. Rarity might, but it was doubtful she would say anything. The poor unicorn would probably have her hooves full just coping with her own wrinkles without worrying about anypony's lack of them.

I let out a labored sigh.

“Spike?” Twilight began to stir in response to movement.

“I'm here, Twilight,” I reassured. She blinked a few times and shifted into a more comfortable position and looked into my eyes, but said nothing. Her horn glowed slightly with what I thought was a simple illumination spell for her to see my face, but instead of remaining constant, the light grew more intense and in moments we were on top of her bed. I wondered why she hadn't transported us earlier, but didn't bother too much with the thought.

“If we stay like this all day, we won't be able to sleep tonight.”

“You never sleep at night anyway, Twi.”

“You got me there.” She giggled, but then her smile faltered. “Spike, we-”

“Sh. I know. Don't worry about it, I'm not going to ask you to marry me or anything.”

She blushed, but the picture perfect look of amazement across her muzzle was tarnished by the fluids staining it. Without thinking, I licked her muzzle, cleaning it thoroughly. Her blushing only intensified and her mouth remained open, perhaps awaiting an explanation. Betraying my previous statements, I moved my tongue into her mouth and licked each of her teeth clean, row by row. She didn't protest, or move at all. I moved on to her tongue, keeping my eyes centered on hers as best I could while cleaning her like a cat. When I finished, I moved my head back to better meet her gaze and hold it. She began to mimic my actions with her wider equine tongue, bathing my face in saliva before licking it clean moments later. She used to clean me like this before back when we were younger. She told me it was a sign of affection ponies only shared when they were really close with each other. She told me that it was because I was so special to her that she bathed me that way. That and the fact that she was too lazy to convince me to get into the bath.

She finished and smiled once more at the display of affection, but it was once again betrayed by the returning frown. “I'm sorry.”

“For what?” I asked with a reassuring grin.

“I'm sorry for misleading you.”

“You didn't mislead me. We both have needs.”

“Not that.”

“It's okay Twilight.”

“No, Spike, it's not.” She let me out of the embrace, retracting her wings to her sides and shifting to lay on her front. She rested her muzzle on the pillow. “We shouldn't have done that.”

“Twilight, it's okay.”

“Let me finish. We shouldn't have done that, Spike. We shouldn't be together like that. I was taking advantage of your emotions and that's wrong. I know you wanted to save yourself for Rarity, and even if you weren't, your first time should have been with somepony special. It should have been something special, not just a mare trying to get her rocks off. In fact, I've half a mind to march over to Fluttershy's and give her a piece of my mind for what she did to you,” she emphasized her point by driving a hoof into the pillow, though the overall effect more resembled a halfhearted filly's tantrum than a mare with a bone to pick. “You're not a piece of meat, and I should have just told you.” Her jaw slacked and quivered, but she clamped her mouth and eyes shut, probably thinking I wouldn't notice. I relaxed my posture, resting my head in my claw propped up by the pillows. “Spike, you mean everything to me. I don't want to lose you, and what we just did... What we just did could have just blown every chance at that. I was being selfish and I wanted you to want me just so you wouldn't leave.”

“Twi-”

“I'm sorry,” she added with an edge to her tone.

“Twilight, I know.”

She looked back to me, eyes glistening with unshed tears, begging me to continue.

“You were scared that I would run off with Rarity at the drop of a hat, weren't you?”

“...”

“You thought that if you could give me everything I wanted that I wouldn't try to get it from somepony else?”

She blinked, letting a tear fall and wiping it away with a hoof.

“It's okay, Twilight. I know how you feel. You think you're all alone in the world, and nothing is permanent. You can't avoid it. Ever since you became a princess, I've known you didn't know what to do with the responsibility. I grew up with you, did you really think I would miss something that big?”

Still no response.

I breathed a sigh, “Twilight, I know how you feel. I'm going to be around for a long time. It may not look it, but I'm much wiser than ponies think. I've seen you go from being just a normal filly with silly ambitions to being a princess of Equestria. Not only that, but you're the Princess of Frienship. You should know better than to think somepony could take my love away from you. Don't be mistaken, I love you. You're my best friend and I would do anything for you, even this,” I gestured to the space between us. Her smile was showing some signs of returning. I hugged her close. “Nopony can get between us, Twilight.”

She returned the embrace, nuzzling my cheek fervently. “Thank you, Spike. I love you, too.” She whimpered silently, telling me that she was finally letting the tears fall. The wetness on my neck confirmed my suspicions.

I drew back and composed myself seriously. “Even though I promised I'll always be your friend, I will have to leave the nest someday. I will always be your friend Twilight, and if necessary, I will be your assistant until my final days, but despite all that's been going on, I can't be everything to you, and you can't be everything to me. I will find somepony else to share my love with, and so will you. I won't stop you from pursuing a stallion, and I know you won't stop me from courting a mare, or even another dragon. You're going to have to make peace with that.”

Her expression darkened for a moment, but brightened suddenly, “I think I can deal with that.”

“Good,” I replied calmly, “Now if you don't mind, we really shouldn't stay in bed all day. It's unhealthy, and I think I have some explaining to do with Fluttershy.” I chuckled towards the end, lightening my tone.

“Okay,” came the response while we both rose from under the covers, “I have some laundry to do anyway.” I climbed off of the bed and made my way out of the room intent on showering before heading over to Fluttershy's. “Wait.”

“What is it?” I looked back to the bed where Twilight still lay.

“What exactly are you going to say to Fluttershy, if you don't mind my asking?”

I pondered for a moment, considering what I should tell her. “I hadn't really thought of that. What do you think I should say?”

“That all depends,” Twilight's ears perked up, “How do you feel about her?”

“I hadn't really thought about that either.”

“Do you... like her? And if so, what about Rarity?”

“I don't know how I feel about Fluttershy yet, but I at least want to apologize if I was leading her on and made her do something she didn't want. I should probably tell Rarity about my feelings though. She hasn't seen me since I started changing, and she deserves to know what's going on as much as anypony. I guess I could also use this as an excuse to see how the picnic went.” We both had a bit of a laugh, and Twilight didn't try to stop me this time. I strode back to the bed, trying not to drag my tail on the floor behind me and planted a gentle kiss on her forehead just under her horn. “If I'm not back tonight, don't wait up for me.”

The warm vapors of the shower did wonders to clear my mind. I decided it probably wouldn't be in my best interest after all to visit Rarity, especially knowing her reaction would be to either scream in horror or be too exhausted from the day's work to even answer the door. On the other hand, there was the slight chance that she may offer me a glass of wine for once, and I knew Fluttershy would be awake almost as late as Twilight. Neither of them would expect me, and I probably should have waited at least a night to settle with my thoughts and make peace with my feelings before doing damage control, but I was still naïve. For the first time I noticed the expanse of room around me. Fifteen ponies could comfortably shower there, and instead of a regular shower head, the ceiling seemed to be the head itself. The water cascaded like rain. Twilight could have joined me if she wanted to and we would each have enough room to ourselves, but clearly she had found some other way to busy herself.

I thought about how I felt for Fluttershy. She had been the first resident of Ponyville to pay me so much attention. She treated me no differently than she would a close friend, and not at all like her animal friends. Sure, she had tea parties with bears and beavers before, but when she invited me, it was always just the two of us. She somehow managed to shoo away Angel long enough for him to not assault me for being close to his caretaker, and we had pleasant conversations. I told her everything I knew about dragons and my own experiences, including the secret parties I threw when she, Twilight, and the other girls were away. She promised not to tell anypony, especially Pinkie Pie, and the attendees were always able to keep it hush-hush, due more to the fact that the parties were always low-key to begin with. Whenever I spoke, she always gave me her full attention, and she even gave her own input much more frequently than when she was with the other girls.

Fluttershy trusted me. She probably loved me almost as much as Twilight did, and she wasn't offended by my diet, claws, sharp teeth, or other dragonisms. She even liked some of them, calling the qualities endearing and sometimes attractive. She never once flirted with me or sent the wrong signals by telling me that there could be something more than friendship between us. She once invited me over for an afternoon with Discord. I was frightened at first, and even his name brought back bitter memories of puking up scrolls nonstop, but I agreed, and he really was as pleasant as she told everypony. She treated him in a similar manner to the way she treated me, and at the time I didn't notice it, but it seemed as if we gained much favor over her other friends. Not once had I ever been to her house when she didn't have a small bowl of gems out for me to snack on, and yet I had never returned the favor.

I began to think about what I could do for her to return the favor for her being so kind. I quickly rationalized that nothing I could do would ever be enough to pay her back. I knew her favorite flowers, the colors that she wore the best, and I even tried defending her honor to Applejack, saying that Fluttershy could keep pace with Rainbow Dash if she applied herself. AJ seemed to forget quite often how many times Fluttershy was the one who was sent after Rainbow, or hitched next to her on carts without slowing down very much at all. I knew that she was quiet because her family was always so loud, and that having so many animals living with her made her more comfortable because it reminded her of home. Her family wasn't loud because they were angry or violent, they just loved to express themselves. Rarity's parents contrasted against her the same way. I knew that Fluttershy had been one of the few ponies Scootaloo looked to for comfort and guidance when it came to wanting Rainbow Dash to notice her. Of course, I knew that because Scootaloo was equally close to me.

Still, knowing all those personal things didn't help me at all when thinking of how I could be as kind to her as she had been to me and everypony else. She was the element of kindness for a good reason, after all. I was quickly becoming infatuated with the pegasus and as I turned the water off and dried myself, I resolved that I would do anything for Fluttershy to be happy. I would also do anything for her to be happy with me. Rarity faded from focus and I realized that falling for somepony who would never have me was pointless. At that point, even if Rarity had accepted me, I didn't want to be with her anymore. She was a great pony, but the element of kindness couldn't be beat, and if I were being honest with myself, wings were much nicer than magic. Rainbow Dash and Twilight took me flying a few times, but not nearly as often as Fluttershy had, and that was special. I knew that Fluttershy loved my company, and I knew she wouldn't mind having me more often, and that she would actually love it. I could help take care of the animals for her, but I knew that if I wanted to get anywhere at all I would have to please Angel first. I would be a monster to ask Fluttershy to be my special somepony if her favored pet hated me. Carrots wouldn't do, but I didn't know what else to do. It would have to be a start, though.

My feet carried me through town as the sun descended beyond the horizon. Luckily, I had my thoughts together when I left and managed to find some rather large carrots in the kitchen as well as assembling a posey of elderberry blossoms from the garden. I didn't bother rehearsing what I would say when I got there. Fluttershy could have been doing when I finally showed up, including sleeping. I almost didn't want to disturb her, but I also didn't want to leave her with bad thoughts over night. I looked down at the carefully arranged bouquet, hoping she would like it. Ponies always liked it when I brought flowers, but never ate them in front of me. Twilight never told me why, but it always made me question my eating gems as soon as they were presented to me. I made a note to stop doing that and kept on my way. Ponies were either in their homes or on their way inside as I passed them. Some fillies and colts were begging for more time to play outside and their parents were caving.

I arrived at Fluttershy's cottage just as the sun fell below the horizon. The downstairs lights were on inside, but her bedroom light was off. Angel, who was napping on the stoop, woke up and gave me a cross look. “Sorry for showing up so late, little guy. I know you don't like me much, but I'm willing to put everything behind us for Fluttershy's sake.” The rabbit didn't budge. I couldn't tell whether he was being receptive or not, or even if he knew what I was saying. He usually at least understood what I meant, but he still didn't react. “I brought a carrot for you. I hope we can still be friends. I'm sorry for everything.” I offered the carrot, but it was quickly swatted away. “I should have expected that. Oh well,” I dismissed, ruffling the fur on his head with a claw. He flinched away, but it didn't help much for him. He simply smoothed his fur, shook his head and hopped away. I counted it as a win when he subtly grabbed the carrot, trying to hide the act from anyone watching.

I raised a claw to the door to knock and was met with a beaming yellow mare instead.

“I brought you flowers.”

The And

Fluttershy beamed and eagerly took the flowers in her mouth without a word to me. She then turned and retreated into the cottage, using her tail to open the door further, allowing my entrance. I then began a series a programmed motions that were carried out every time I saw Fluttershy. I slowly moved to the sofa, ignoring whatever she was doing at the time, minding my tail dragging across the floor and watching my feet in case there were any animals or insects nearby that I could accidentally harm. Fluttershy took her time finding a vase, choosing to look in particularly low cupboards giving me a flattering view of her rump, though she kept all of the intimate bits concealed with her tail. Nervously, I grabbed my own tail, moving it around to my front as I sat and cradling it as if it were a security blanket. Fluttershy hummed a tune unfamiliar to my ears all the while as she finally located a vase, pulling it out of the cupboard with a hoof and closing the door with her hind leg while simultaneously spitting out the posey into the vase and hovering above the counter to the sink.

The familiar scent of sex permeated the house as if a warm cloud of sweat and saliva lingered close to ground level. I could tell she was able to manage herself while I was away, but I could also see fluids creeping down her hindquarters as if she still weren't satisfied. Whatever her condition, she managed to hide it well as she was still delightedly humming the same upbeat tune while now bobbing her head. She nosed the handle for the faucet and filled the vase, then deposited the flowers onto the stand next to me along with a lamp which took the likeness of a certain god of chaos.

“Would you like some tea, Spike dear?”

Of course she would be offering me tea right now. It's the same thing everypony does when they can't think of a better way to break the ice. Sadly, this mare had already broken the ice and turned the ground into the caldera of an active volcano. And when did she start talking like Rarity? “Yes please,” I answered as succinctly as possible.

“Great, I'll have some ready in a jiffy.”

“Thanks.” I was choking up and I could feel it. Everything Fluttershy did only tuned my focus onto her more and it was beginning to affect my body. She resumed humming and I carefully watched as she sprung up on her hind legs, propping her front hooves on the counter. Elegantly, she withdrew a kettle and placed it under the still running tap. I wondered briefly why she even kept a kettle put away if it was something ponies used so often, but the hearth in my peripheral vision quickly answered the question. While she waited for the pot to fill up, she daintily grabbed two small mugs in her mouth, extending her entire body to do so, while displaying her wings and flicking her tail out for balance. From where I sat, it gave me a view of everything from head to hoof.

Her thick long mane cascaded between her withers and over a foreleg. Her shaggy fetlocks just barely covered the parts of her hooves that she didn't bother to polish. Fur over fetlocks reveals a lot about how long a mare's coat is, and even though I've felt it first hoof, I still regarded her thick coat with both admiration and lust. She was just so touchable that I could barely keep my seat, and her wings didn't help at all. I pushed away thoughts of gripping for traction while I rammed myself into her backside. Even ignoring the fact that they could work as cruel handles, wings were still a breathtaking view on ponies. I didn't know why, but for some reason wings and flight had an intoxicating effect on me. They were soft, downy, and delicate while at the same time being swift, strong, and imposing. I first figured out I had a wing fetish when Rainbow's rude griffon friend visited town. At first I didn't know what it was, but I was strangely attracted to her. Don't get me wrong though, my heart was still for Rarity at the time, but Gilda had something more. Rarity was beautiful while Gilda was hot. I chalked it up to my dragon heritage. Continuing my gawking at Fluttershy, I shifted my gaze to her rump and tail. Fluttershy had a plot that could stand up against even Celestia's. Shining Armor would describe it as 'foal bearing' hips in his awkward teenage colt language. I never had a thing for big rumps, but there was no denying that the soft tone of Fluttershy's plot was as alluring as Rarity's sapphire eyes. Fluttershy's tail was a similar story to her mane. It cascaded to the ground and at most times, even touched it. She ended up dragging her tail along as if it were a poorly fitted gala dress. Despite what the other ponies said, she didn't wear mane or tail extensions. The subject was brought up once at one of our private tea parties, but she let me feel it and there was no visible, tactile, or otherwise separation between the upper and lower hairs. I loved long hair on ponies. It was as if they were wearing a natural veil that always complimented them.

Her tail was raised as she stood, though, and I ended up with an eye full of her gleaming slit. She was obviously as turned on as I was at this point, or possibly more. I knew it was mostly just the heat, but I wanted to believe that some part of it was also me. There was no getting around it though, and surely enough, as my eyes traced her frame back to her one visible eye, it was directed toward me. As fast as I could, I huffed out the breath I didn't know I was holding, along with some black smoke, and I averted my gaze to the stand with the flowers. Fluttershy pretended not to notice that I was staring and placed the mugs on a tray, then moved the kettle to join them and turned off the water before inching her wing under it and carefully sliding it down her backside to balance between both wings and carefully strode to deposit them on the small coffee table in front of me.

“Is the tea ready?”

“The water's still cold,” she replied flatly.

Silly me, I wasn't paying attention to what she was doing at all. My eyes were only on her and now she knew it. I wanted to hit myself with something as punishment. The saturated air felt like it was strangling me and I needed fresh air. The fire in the pit of my stomach only made matters worse. I felt like I was brewing diamonds instead of the usual coals that I felt produced in my stomach. If it got bad enough, I would get sick from the pressure and end up vomiting said coals. I tried my hardest to swallow the anxiety.

Fluttershy didn't seem to be having any of the same problems. She was still humming happy tunes as she carefully placed a rack over the fire and set the kettle on top of it.

Still thinking of a way to dismiss my ignorance, I added, “Sorry, it's just I forgot you didn't have a stove and all.” Saying it out loud only made me feel worse. I knew very well Fluttershy didn't have a stove, and her kitchen consisted of a dining table, a few cupboards, and a sink.

“That's okay, Spike. Sometimes I do the same when I visit Twilight's. I always make a move for a fireplace that doesn't exist,” she giggled. It was like she was acting like nothing happened between us and it was infuriating. I wasn't mad at her of course, but I hated that I couldn't segue into telling her how I felt. “You know Spike, if you want, I know a few great recipes for those flowers. I can make something from them, even wine.”

“What? I thought these ones were just for looks.” I asked in amazement.

She giggled at that, “Well, some parts of them are inedible and I suppose Twilight wouldn't bother with them since that's the case. She's not exactly a baker or cook, after all.”

“Are you?”

“Oh no, not at all. It's just that I like to get to know my flowers, and these are my favorite for many reasons.”

“Why is that?” I asked, thankful for the distraction as she sidled up to me on the couch.

“For one, they're a symbol of kindness, and kindness is far more than just my element. It means a lot to me when someone is nice to ponies and animals alike.” She giggled again, “Although I know you probably didn't know what they meant. I like getting them from ponies as a show of friendship and understanding.”

She had a point. I really had no idea what the flowers meant, and most ponies probably did. I mean, flowers really weren't much to me but pretty plants and gifts. To ponies, they could be lunch, a symbol of certain emotions or feelings, or even a device for ambient scent. It stood to reason that they would not only assign meaning to them, but also remember what they all meant. I was sometimes surprised at the sheer amount of information Twilight had on them, though I regrettably never paid attention. “Why else?” I asked.

“They look pretty, and they're small, delicate, and sometimes under-appreciated. They remind me of Rarity in a way.” She turned her head while saying the last part and lowered her voice a noticeable amount, but quickly brightened again, “and then you also know now that they can be made into wine. I've tried it before and I love the flavor, but I've never made it myself, even though I've made other kinds. Don't tell Applejack, but Rarity even prefers my white wine to hers. I haven't made any recently, but I've known Rarity for so long, and we're really close.”

My thoughts weren't catching on the metaphorical hook Fluttershy was trying to cast. She could have been bringing Rarity up on purpose as a way to sway me, but I thought about it for long enough. Rarity could have whatever stallion she wanted, and it wouldn't bother me. I would love it if she could just be happy, even if it were with somepony else. On the other hand, I knew Fluttershy was always going to be too shy to pursue romance, and I still didn't have an inkling of how she felt. It was killing me that I couldn't know. With Scootaloo, Twilight, and Rarity, it was always clear how they felt. They all loved me, but it was no more than just friends, even with what Twilight and I shared. Scootaloo even told me she considered me as a mate before, but she knew that she liked me more than that and knew that we would make better friends than a couple. Rarity completely brushed me off, but at times at least acknowledged that I wasn't mature enough for her. Even though I was growing, I still knew in the back of my mind that my being a dragon was still a huge barrier to overcome and Fluttershy had made it clear that for her, it wasn't. She treated me as if I were a pony, only I got to be a much closer friend.

“Fluttershy,” my voice cracked, betraying what little bravado I managed to display before that. She knew what was wrong, and she sensed the elephant in the room the same as I did. She acted as if she wanted to avoid it, but it was wrong to just pretend that nothing happened. I paused and then continued, “Fluttershy, we need to talk.”

“I know,” she responded quietly, hiding behind her mane and looking ahead instead of at me.

“I need to know how you feel about me.”

“What?” she asked, surprised. She must have thought I was going to scold her for before or ask for seconds.

“I want to make my intentions clear, Fluttershy. When I came over this morning, I did it to give Twilight space, and I didn't consider that you could be going through the same thing. I just wanted out of the house, and I ended up imposing myself on you. I knew you would be too kind to turn me away, and I didn't even think twice when I saw all of the animals outside.”

“...”

“I know you didn't want to do any of that before, and to tell the truth, I didn't either, but it got out of control and clearly neither of us intended for it to happen and we didn't try to stop it either.”

She waited patiently for me to continue, making eye contact, but not showing emotion.

I stood, “-and I know you don't want to think about it, but it happened. I don't want you to feel bad about it, and I should have had more control. I should have stopped it when I could, but I didn't, and I'm sorry. But we can't just pretend it didn't happen. It happened, and I want to know if it was purely instinct, or if you have feelings for me because I think I might like you. I know you treat me differently, and it can't be just because I'm a dragon. You treat me like most ponies treat each other, but normally you're too shy to be that way with them.”

“You...,” she paused, processing what I said.

“I like you, Fluttershy,” I answered, standing my ground.

“I didn't,” she cut herself off, “what about Rarity?”

“Rarity is gorgeous, yes. She has a body that stallions would kill for and her generosity is unparalleled. I've had a crush on her for as long as I've been in Ponyville and I've seen stallions die at her hooves for a chance to be with her. I've also seen her kiss flank with countless other ponies, some of them even mares and she didn't once consider doing the same with me. She never fluttered her false eyelashes at me, and even though she shared some wine with me a few times, it was clear she never considered me anything more than her friend's pet.”

“Oh my goodness.”

“Despite all that, I still loved her for everything she was, and ignored her romantic flaws. I may never stop seeing how beautiful she is, and I know for damn sure that I'll still envy any stallion she falls for, but that doesn't change the fact that I'm not the one for her, and I'm finally beginning to realize that she'll never be the one for me.”

“Spike....”

“Look, none of that means you mean any less to me, Fluttershy. You're not a second-place prize. You're not just a fallback plan. You have something that Rarity never had. In fact, you mean more to me than any other pony in the world. You listened to me. You cared. You were always nice to me. You took an interest in me the day we met, and you never stopped caring or got bored. You always thought about me as if I were another pony. Fluttershy, I can't stress how important it is that you cared about me, and you didn't see me as Twilight's baggage.” I sighed. My unrehearsed speech was running out of fuel, and I was getting the feeling I wasn't making things better by saying more. In fact, I even suspected I was making things worse.

“Fluttershy, I like you. I mean I love you as a pony, and as a friend, but it's even more than that now. It's awful that I had to realize it under these circumstances, and I'm truly sorry for that, but I want you to know that that doesn't matter to me. I should have seen it before and I was stupid not to. I'm sorry.”

“Spike,” Fluttershy started hesitantly. I winced at that, and she quickly extended a hoof to me, falling short.

“I know, you think I'm too young for you.”

“No, it's not that at all! I promise!” Her chest heaved as though she were panicking. “Just listen, Spike!” She inhaled sharply before continuing. “I like you too.” The words came out almost rehearsed. She didn't pause between them, or hide behind her mane. She looked me straight in the eye as they came out and didn't change her tone at all, or lose confidence. I didn't know how to react. It was as if fireworks were going off in my head and I couldn't concentrate. Meanwhile, a whistle came from behind me. Without another word, she broke eye contact and carefully walked around me to retrieve the water that had heated up throughout our conversation. She returned to my field of vision holding the long handle in her mouth with a padded cloth to keep from burning herself and placed the kettle on the tray, leaving the mitt behind. I watched as she made her way back to the cupboards to get tea and mint leaves. She glanced back at me while doing so, cautious of my presence. She carried the leaves in a third mug and returned to the tray, crumbling the dry leaves into the cups and setting the mint aside. Then, taking the kettle, she filled the third mug and transferred the water from there into the first cup, which she hoofed to me. I took it without thinking and sat down while she prepared her own. “Oh, I almost forgot!” she said, surprising me and almost making me spill the drink. She picked up a mint leaf she had set aside and eyed me for a moment before carefully placing her forehooves on my knees and dropping the leaf into my cup, looking at my face the whole time. The whole scene was adorable beyond belief, and once again, I was thankful for the scales to hide my blush.

“So,” she began again, sitting beside me, “I like you too, Spike.” She spoke as if it were the most obvious thing in the world and that I should have already known. She wasn't trotting around the subject at all, and she was blunt as can be. “I mean, I've liked you for a while, but I didn't want to tell you because you always seemed so obsessed with Rarity. I didn't want to confuse you.”

“Are you serious?” My heart was still galloping and my stomach churning. I was beginning to feel sick with the excitement, and was failing to contain myself. I began huffing uncontrollably, but it was still only small breaths at that point thanks to my lungs gasping for the smallest amounts of air before rejecting them completely.

“Spike, are you alright? You look like you're having a heart attack!” Fluttershy said, putting her mug of untouched tea on the table and rushing to put a hoof on my chest. I still kept a grip on my drink, but words were fleeting at best.

“I- I'm.... I think I'm okay.”

“What's wrong?”

My feelings had not been reciprocated for so long that I was panicking at the first sign that they were. I was on the verge of tears, but I kept my composure as best as I could, placed the mug back on the tray next to me, and reached out to the mare with her hoof on my chest. I closed both arms around her, just below the base of her extended wings, applying force to bring her to me. She returned the embrace in full, even wrapping her wings around me and rubbing the parts of my back that were exposed. She pulled back from me slightly and our eyes met. Words didn't need to be exchanged. We both already knew what the other was thinking, and we kept our gazes locked onto each other for the longest time.

“Can I stay here ton-”

“Yes.”

Author's Note

That stuff about the elderberry blossoms is true. They do symbolize kindness, and can even be made into wine and fritters.

Yes, I will be adding another clop chapter to finish this off. I'm sorry I left it this way, but I like this ending, and the sex that might happen afterward isn't that important to the story for me.

Tell me what you think, even if it's not positive. I love feedback of all sorts!

Also, thank you very much for 1,000+ views on this story!

Oh yes, and one more thing. I read the comments about Spike and Twilight's mortality. Yes, it was important to this story, and I know I left that open, but I had a reason for doing so. This story is actually a prequel to something else I've been working on, and I wanted to establish the framework of the characters before I jumped on a huge project writing for them. That's why I'll be posting a few more stories with Spike, first person or otherwise soon. This story is mainly a way to open up to them, as well as flex my metaphorical wings in the vast expanse of clopfics. This is my first one, so I'm hoping I did well. Anyway, I will revisit Spike's mortality later, when it's more appropriate. This story is meant to be short, and I've kept it that way. Mortality is usually something that's explored on its own, or as an arc in a larger adventure, and that's not what this is.

The Climax

Author's Note

Sorry you all had to wait so long for the end to this, so here's your reward! 3k words of pure clop.
I hope you enjoy!

The Climax

Fluttershy broke eye contact first, opting to close her eyes and lean into a kiss. Frightened, I huffed and backed away, but it did nothing to halt her advances. Without losing momentum, she climbed on top of the couch, straddling my lap with her hind hooves while wrapping her forehooves around my neck. Without anywhere to go, I embraced the kiss fully, still cautiously watching her reddening face. Minutes seemed to pass as we remained there with our lips together. It certainly wasn't the first time I had kissed a mare, but it sure as Tartarus felt like it. The fireworks in my head continued relentlessly, and my heart started beating even faster, pumping adrenaline and ecstasy through my veins. When Fluttershy finally did pull away, I suddenly went cold and felt empty somehow. Before she backed away completely, I braced a claw on the back of her head and plunged back into the warm embrace of her lips. Either my eyes had closed by that point, or my vision simply refused to work anymore, so my other senses took over. Every little detail of her movement was like an earthquake that shook the foundations of my being and rattled my soul. She gasped, then let her breath out slowly before taking in another shaky gasp. She moved into a more comfortable position, sitting on my lap instead of standing, but her forelegs didn't show the slightest signs of retreating; instead gripping between my spines tighter than ever before.

She gently teased my lips with her equine tongue, and I allowed it passage. Our tongues locked into their own embrace, and I was met with a pleasant taste of the freshly brewed tea she had made for us. Her tongue then began to invade my mouth further, prodding the tip of each of my sharp teeth, to which I happily responded in kind.

“Ouch,” she cried out during our passionate exchange.

“Are you alright?” I asked her, noticing that my eyes suddenly worked again. She didn't look like she was in pain, only slightly embarrassed and worried. “Did I hurt you?”

She responded in shock, “Oh no! Not at all, sorry. I mean, you just bit me, er, you may have bitten me, or I scratched my tongue on your... um... sharp... teeth.” The last word came out so quietly I could have sworn a mouse had said it. It was an adorable response, but I was still concerned.

“I'm so sorry about that. Are you okay? Can I see it to make sure I didn't cut you?”

“Um... no? I mean yes.... I think so.”

“Let me see.”

Her tongue slowly inched out of her mouth, with her going cross-eyed trying to look out of curiosity as well. Sure enough, I hadn't been able to control my mouth enough to be gentle with this poor mare, and she had a small cut splotched with a small amount of blood.

“Oh no, I'm sorry Fluttershy. I didn't mean to do that to you,” I apologized, genuinely sorry for what happened.

“It's okay, Spike. It's not your fault, but it is kind of sore. Could you,” she hesitated, lifting those sweet, caring mountain meadow orbs to meet my own, “could you kiss it and make it feel better?”

I failed to suppress a less than stallionly giggle, and to my surprise, so did she. However, she also presented her tongue, which I unceremoniously licked clean before planting a soft kiss on the cut.

She snuggled closer, tightening her embrace, and nuzzling my cheek. Her mane was mussed beyond control and her tail flicked wildly back and forth. Her usual meek tone took on a much darker change, forming a honey smooth voice full of lust that I would never have expected to hear come from the innocent pegasus on my lap as she whispered softly, “Something else is sore, sweetheart. Could you take care of that too, please?” I suddenly became painfully aware of the moisture forming in my lap while the mare backed away from my face to show her own, completely taken over by carnal intentions.

I tried to recover, “But what about our tea?”

She glanced over to the platter holding the mugs and kettle, and extended a wingtip to tilt the whole set askew, letting it fall to the ground. Miraculously, only one teacup shattered; the one that had been empty before. The rest had been left to spill their contents onto the torn and stained rug underneath. “What tea?” she asked as innocently as she could, having made such a menagerie out of her hospitality. “We should probably go upstairs, or the animals will get a show of something that shouldn't be shared in polite company... unless of course you want them to watch?” she offered without shame or remorse. It was as if Fluttershy had become a completely different pony, made so by our shared affection. Her rump began twitching under a claw I hadn't realized I placed there. Her fur was so long that it overlapped my talons when I ran them over her cutie mark. My petting only intensified the twitches and caused her face to contort into unladylike expressions. She moaned, “Oh, Spike...” She drew in a sharp breath through her teeth, “please... carry me upstairs.”

And I did. She shifted in my arms to lie down with her belly facing up, and neatly tucked her tail between her legs to hide her marehood. I stood, trying not to look down into her flushed-red face or the rest of her body, and made my way toward the stairs. My racing heart and tortuously sharp breaths made even walking a difficult task. Even standing upright felt like an awkward position, and my back grew cold from being away from the comfort of the couch. My spines groaned their protest, unbending from an unnatural position, while the rest of my body shook violently from the nervousness I felt, although another part of my body insisted I was ready. I almost dropped Fluttershy climbing the stairs, but caught myself halfway through the fall, thankfully only managing to startle the mare. She seemed more ready than I was, even though her bravado had faded, taking with it the honey-smooth voice and malicious gaze. The fall was enough to shake some fluid loose from its own surface tension apparently, as it dripped down her rump and onto my arm as well. I didn't know quite how soaked she was until I put her down on the large plush bed that she no doubt shared with her animals on any other night.

She simply lay there, facing upwards and letting her tail fall to the mattress, giving me a view of quite a bit more than I thought I would see. Her nether regions' fur was drenched and discolored by the fluids coming from her vagina. Her forehooves covered her mouth while she eyed me carefully. I averted my eyes from her curvaceous body, opting to look to the window for something interesting. “It's okay, Spike, you can look.” I hesitated, not wanting to offend the mare with which I had just shared the most personal moment in my life. “Spike. I want you to look.” I snapped my head back into place at her request, and I stared rudely at her frame, greedily taking in her contours. Every bump and curve, every nook and crevice. She just lay there, letting me take everything in, letting me see every inch of her.

She spread her legs further apart, presenting her vulva and winking clitoris. She smiled contentedly, her eyes following mine. “Come to bed, my little dragon. I want you to do something for me.”

“Anything,” I said confidently, lying down next to her on my side, resting my palm on her barrel. She placed a hoof on my cheek and kissed me, keeping it brief. Instead of verbalizing her request, she rolled onto her opposite side, facing away from me and extending a wing above the bed, indicating she wanted a massage. Even if she weren't indicating that, I wouldn't have been able to resist stroking her feathers, mesmerized by their color and sheen. A pegasus never let just anypony touch their wings unless they were very close, and Fluttershy was no exception. I felt a cluster of feathers from base to tip, slowly moving my claw so as not to startle her. I rose to my knees and nudged her to roll onto her belly. After she complied, I straddled her to get a better angle on her wings.

I began working my thumb and foretalon at the top of the wing, slowly working my way to the base, before using both claws to massage the rest. She moaned and sighed her agreement, letting me know I was doing a good job, so when I finished with one wing, I repeated the process with the next. When I reached the base of the second wing, I moved both hands to her back and began to massage the joints connecting her avian appendages to her equine body. I didn't finish until she fluttered her wings in delight, brushing my arms with their backsides. “Thank you Spike.”

“No problem,” I stated triumphantly while running my talons through her mane again. I don't know what possessed me, but deep down I had the burning desire to pet her. I leaned down, kissing her on the cheek, intent on fulfilling that desire, then returned to my laying position on the bed, continuing to brush her mane with my claw. When I reached the end, I continued stroking past the wings, all the way to her rump and down her tail. Reaching the end, I began again at the top of her head, this time rubbing an ear on the way through her mane, and I stopped ever-so-briefly at her wings, pointedly choosing a primary feather to stroke, tentatively gauging her reactions. She didn't seem to mind at all, and nickered in delight. It was rare to hear such a feral noise coming from a pony, and I relished it in my mind as it happened. When I reached her rump, I gave a squeeze eliciting a small “eep” from the pegasus. I finally retracted my arm, and she rolled back onto her side, facing me.

“Are you ready?” I prompted nervously. The massage and petting did nothing to curb my lust, managing only to make it more intense. She nodded without a moment of dissent, and teased me with her hind hoof.

“I'm ready, Spike.” She pressed harder onto my emerging drakehood, attempting to lure it out, but instead of complying, I shifted my hips away.

I kissed her on the lips once more, then her jaw and her neck, gently nibbling and licking, making my way further down her body. Reaching her lower regions, I made note of her teats, easily finding them under the naturally shorter fur. I flicked my tongue against one, testing her reaction. I was almost kicked in the face out of surprise, but luckily, she didn't want to stop me. I kissed the one I just licked and continued the procedure with each of the others, only to return for a quick nip on each one as well. I then worked my serpentine tongue down the rest of her figure until I reached my prize. By now there was most definitely a heady scent throughout the room, but I was struck with a whole wall of it right there. Fluids practically gushed from her lower lips, begging to be devoured. I inhaled deeply through my nose to get a larger dose of the intoxicating scent, and then I spread her legs, groping her inner thighs as much for my pleasure as her own.

I dove into her folds, burying my face in between her thighs and lapping up the fluids from the surrounding area. My tongue was more than long enough to reach from one thigh to the other without having to move my mouth, and I took every advantage that gave me. I began tracing her labia with my tongue, caressing it with the fork, and then flicking her winking clitoris as I reached the top, continuing the process as I stroked her inner thighs with my thumbs. The flavor was equally as intoxicating as the scent. It wasn't what one would consider tasty, but definitely not unpleasant either. It was as if it simply demanded to be tasted, regardless of flavor, and I loved it regardless. I didn't want to stop, and I didn't stop. I snaked my tongue between her folds and sucked on her clitoris simultaneously, being very careful to avoid touching any part of her with my teeth. Her moans were consistent, only stopping for breath when she needed to, and her barrel heaved in response.

I explored her insides with my tongue slowly and deliberately, savoring the experience, not wanting it to end. Eventually, she started kicking her left leg and bucking her hips wildly, clamping her forehooves onto the back of my head and pushing me further. I responded by firmly grasping her rump to assist her bucking attempts and I squeezed and groped to my heart's desire. Her wings flapped uncontrollably throughout. Her insides clenched down on my tongue and I was greeted with a fresh wave of the intoxicating liquid, which I proceeded to slurp until it finally slowed to its original flow rate.

I stood up from the bed, examining and admiring my work. I had made the mare come, and now she was heaving gasps and moans of ecstasy. Her wings fell limp onto the mattress, and she remained sprawled out on the bed, still winking and eagerly awaiting more. I was eagerly ready to continue to satisfy her, and without a moment more to waste, I sprung into action, letting my drakehood escape its prison directly into Fluttershy's love tunnel. Apparently she wasn't finished coming when I pulled away, and the head was greeted with a loving squeeze, followed by ounce upon ounce of natural lubricant. I placed my arms under her forelegs to prop myself against the bed and began to move further inside. From the closer distance, I could see her face and expressions more clearly, and she looked like she was in heaven the way she smiled. She stared into my eyes, pleading for more, and all I could do was satisfy. I pulled out slowly until the tip was just barely touching her vulva, and then penetrated her again. Each moment was agonizingly slow, but I was making my best attempts to make this last as long as possible. I already felt like I was about to burst, but I held it in and continued.

I gradually picked up speed, watching her wings flutter underneath and her eyes dart back and forth between mine. I closed the distance between our faces in a demanding kiss, letting my tongue take control in her mouth and wrestle with it. She fought back equally as hard, bucking her hips into mine in rhythm making each thrust harder. As time passed, it grew more difficult to control my speed and power, and I quickly found myself plowing into her with my full force. Her moans turned into winces and her sighs turned into gasps, but she kept kissing me with more and more force, and her bucking didn't let up either. She squeezed my hips with her hind legs, holding me inside and whinnying as she came continuously. Minutes passed before she finally relaxed her tensed muscles, and she finally spoke, but only two words came out. “My turn,” she managed to say between breaths.

The tired pegasus nudged me onto my back without me pulling out, and straddled me. She put her forehooves on my chest and began thrusting her hips up and down. Being ridden was new to me, but I welcomed it with open arms. I let a claw bear down on her rump to increase her force while holding a fetlock on my chest with the other. I thrust into her from below as best I could, the feeling only made more sweet by the fluids that were now dripping down my drakehood and splashing all over my groin, hips and belly. I felt another orgasm pass over her, less violently this time, and she collapsed on top of me, but still bucking her hips, milking every little bit of pleasure she could.

I was getting close, and we could both feel it. I twitched inside of her every now and then, anticipating the final climax, but still holding off as much as possible. We held each other tightly as she continued to ride me through more orgasms than I bothered to count until I was finally at my breaking point. “I'm almost there, Fluttershy,” I managed to groan out through all of my own pants. Sweat was covering her body and dripping onto me, leaving us both soaked and slippery. I watched her from below as sweat dripped down from her face, and her mane fell in a veil, obscuring my vision of my surroundings.

Her gaze didn't break, and neither did her voice. She spoke very clearly. “I want you to come inside me. Don't hold back.” At that point, I gave one final, powerful thrust, digging my claws into her back and feeling her wings spring outward and stiffen. Her eyes widened as my member flared inside of her and released every last ounce of pent up love that I had. Her inner walls bore down hard on me, milking more come out, and drenching us both in a mixture of our come and her sweat. Just before the last bit of my seed escaped into her womb, I thrust my head at hers, holding our lips together in a final kiss before we both collapsed on the bed. I felt myself soften and slide out of Fluttershy's soaked marehood. We looked into each others eyes and exchanged one last conversation before falling asleep in each others arms.

“Fluttershy?”

“Yeah, Spike?”

“I love you.”

“I love you too, sweetheart.”