Spike and Fluttershy were sitting on the bed downstairs, snuggling eachother, very lovingly. They were having a good time with it, and it was really adorable. After they were finished snuggling, Spike rested on Fluttershy's lap, with her stroking his head, very gently. "Are you enjoying yourself, Spike?" she asked sweetly.

"Hm-mm." Spiek replied in relaxation. She felt so soft, and cuddly, which makes all the more adorable.

"Good." Fluttershy said. "Spike," she said

"Yeah?"

"I hope you don't mind me saying this, but you know that I will always love you, right?" Fluttershy asked

"Yeah, you did." Spike replied.

"I know I said this before, but I'm sorry if i haven't been paying enough attention to you."

"Aw, it's okay, Fluttershy." Spike said. "I forgive you."

Fluttershy smiled, and said "Thank you."

"You're welcome." Spike replied politely. "Say, Fluttershy?"

"Hm?"

"I told you everything about me when we first met, right?" Spike said

"Right."

"I... I wanna know alot about you." Spike said. "If that's alright with you, I mean, you don't have to tell me anything, I mean.... I mean..." But before Spike could Finish, Fluttershy gently shuched him with a hoof on his mouth

"Oh, Spike, don't be silly." said Fluttershy. "Of course i'll tell you about my history."

Spike got off her lap to her backstory this time. Fluttershy cleared her throat, and began her life. She told him that she wasn't a good flyer back when she was a filly, and that at Fly camp, everypony made fun of her, well.... except for Rainbow Dash, of course, since she is her best friend. "You should have seen them laughing at me." she said, a little embarrassed

"Ah, don't worry about it now." said Spike. "Remember when all the Ponyville pegasus ponies were trying to build the water from the lake to Cloudsdale, and you flew really fast when you were trying to create the tornado? It was awesome!"

Fluttershy smiled at her comment. "Thanks." She said while blushing. "I do remember that." She continued on the time she got her cutie mark, and how she became so attached to all animals in need. "I realized," she said "Well, my mom and dad told me that I shouldn't be afraid to do what's right, and follow my heart, and not let my fears get to me. Although, I am still terrified of...." She gulped "adult dragons."

"Aw, Fluttershy, don't be ashamed." said Spike. "It's okay to be scared of some things."

Fluttersy smiled. "When I was at school, I... I hated giving reports, and I was very nervous about making friends with other foals. Well, except fot Rainbow Dash. She was with me since my first day of school, and I thank her for that." She looked out the window, and looked at a pair of clouds, reminding her of Rainbow Dash. "I decided to move to Ponyville." she continued on. "because that's where most of the animals live, and... I feel more comfortable on the ground."

"That's awesome." said Spike.

"I grew up her in my cottage, and except for Rainbow Dash, my animal friends were all that I need. That's when you and Twilight moved here, and became friends with you."

Spike blushed at what she said about him and Twilight. "That's awesome." he said

"So that's pretty much my backstory." Said Fluttershy. "So, what should we do now?" she asked curiously

Spike thought of what she said and thought of Rarity. "Well, we are now a couple." he said "I think I should go tell Rarity that I am not interested in her anymore, and... I don't want to hurt her feelings." He was worried about what Rarity would think about her.

"Oh, Spike. Rarity is a very understanding pony. It won't hurt her feelings." said Fluttershy

"Do you think so?' Spike asked

"I know so."

Spike thought of what Fluttershy said for a moment, and thought of the times he was trying to woo Rarity, but ultimately fail. He realized that Fluttershy was right. After all, Rarity doesn't exactly, love him back, but just cares about him as a good friend. "You're right." he said confidentilely. He went downstairs, and opened the front door. "I'll be back." he called

"Okay, don't be out for too long." Fluttershy called, then Spike went out the door to Carosel Boutique. Fluttershy looked at him out the window, and said to herself "Such a sweet baby dragon."

Carosel Boutique

the baby dragon was hesitant to knock on Rarity's door,m because he felt like she was going to hurt her feelings. He tried to knock on the door many times, but then stopped himself from doing it. He nodded his heaf, and thought to himself "C'mon, Spike. This is Fluttershy we're talking about, you and her are meant for eachother." All of a sudden, the door opened

"Oh, hello, Spike." said Rarity, the one who answered the door. "What brings you here?" she asked

"I want to... talk to you." Spike said timidly. He wanted to chicken out, but he was determined to tell Rarity about his new feelings for Fluttersy.

"Sure, sure. Come inside, sweetie." said Rarity kindly. The baby dragon entered the boutique as Rarity closed the door. "So, what do you want to talk about?"

Spike took a deep breath, and finally he said "Rarity.... You know that... that I always sort of have a.... well.... you know."

"Yes, what about it?" said Rarity.

"I... I..." Spike was trying to find the best explanatio without hurting her feelings

"Yes?"

"I.... I'm over it." Spike finally said. "I realized that you an me are not meant to be together. I'm not trying to hurt your feelings, I.... I just want you to understand, so... if you hate me, I understand. I justy hope I didn't hurt your feelings."

"Oh, Spike." said Rarity. "I'm not mad." she wrapped her arm around him and said "And don't worry. You didn't hurt my feelings at all. I care about you Spike. Alot, but.... It just wouldn't be proper if we were.... well... together." She said while trying to explain how She feels about him without hurting HIS feelings this time. "So I understand."

"Thanks, Rarity." Spike said. "I was worried that you wouldn't understand. We're... we're still friends, right?"

"Of course we are, Spikey-Whikey." Rarity said sweetly. "Good friends." she gave Spike a kiss on his cheek, making him blush.

"Thanks, Rarity." Spike said. "Well, I should probably tell you that I already have another interest, but please don't get mad."

"Oh! how exciting." said Rarity. "Who is it?" she asked with a big grin, showing her teeth.

Spike gulped and said "Fluttershy." and waited for a reaction

Rarity made a happy gasp and said "Fluttershy? Oh I am so happy for you. Is there anything I can help you with your relationship?"

Spike was relieved to hear Rarity be happy about him and Fluttershy being together as a couple, and he said "Well, no.... Actually... I want to give Fluttershy a gift."

Rarity gasped again, and said "ooh, I can help you with that if you like."

"What would she like?" Spike asked.

Rarity thought about it, and said "I can give you a necklace, or a new dress, or a gem."

Spike thought about it for a moment about what Rarity said, and made up his mind. "I think know what I want to give her." he said

"What's that?" said Rarity

"I think I want to giver her.... just a bouquet of flowers." Spike said

"Oh, the original." said Rarity. "What kind of Flowers?"

Spike thought about it and said "I think a bouquet of Roses would be fine." Spike said. All of a sudden, he thought of another idea, and... I was thinking a nice, sparkly emerald for her."

"Oh well you come to the right place for gems." said Rarity. she went into her storage, and got out a nice looking emerald for Fluttershy. "how's this?" she asked

"It's perfect!" Spike exclaimed. "Do you have any roses?"

"Of course, let me go get them." said Rarity. She went into her room, and went back downstairs carrying a bouquet of roses with her magic. "Voila."

"Great!" said Spike. "I hope Fluttershy will love these." Spike said very doubtful. He felt his chin being touched by Rarity's soft hoof.

"Of course, she will love them, sweetie. I know it." said Rarity.

Spike smiled at her, well, I might as well be off then, and then opened the front door of the botique.

"Would you like anything else before you leave?" Rarity asked "Like some tea for you?"

"No, I'm good." Spike said "Thanks for helping me, Rarity."

"You are very welcome, Spikey-poo, happy I am able to help a friend in need." Rarity said, kindly. "Au revoir." she called

"à bientôt" Spike replied, then she went out the door.

"À toute à l'heure!" Rarity called back, and then closed the door as Spike went back to Fluttershy's house.

Back at the Cottage

"Fluttershy, i'm back!" Fluttershy called. He had Fluttershy's presents behind his back, and she came downstairs.

"How was it?" she asked

"Rarity took it very well." Spike replied.

"That's good." said Fluttershy

"Fluttershy, I... I have something I wanna give you." said Spike.

"What is it?' Fluttershy asked

"I hope you like it." Spike said a little worried. He showed Fluttershy the flowers, and the emerald. The yellow pegasus made a gasp

"Oh, Spike." she said, very touched. "It's beautiful!" she took the emerald and the flowers.

"Do you like them?" said Spike

"I love them!" Fluttershy said. "This is really sweet." She bent down, and gave Spike a long few second kiss on his cheek, making him blush. "I'm going to put the emerald in a safe place." She said, going upstairs to her room. She put the emerald in a special box for her to treasure. She went downstairs, and put the roses in a glass vase filled with water. "Thank you Spike." she said

"You're welcome, Fluttershy." Spike said. "That's what friends are for."

"For that, I wanna give you a present in return." said Fluttershy.

"What's that?" Spike asked

Fluttershy pulled Spike in for a long kiss on his lips, making out eventullually,

"Can we do this on the bed?" Spike asked

"Of course."

The two went upstairs, and continued to make out and kiss eachother for a long period of time, both saying "I love you" occasionally. Spike felt his dragoonhood being licked all ovee, and became hardened. He sat back, and relaxed as Fluttershy was giving him pleasure.

After a few minutes, Spike felt like being on the verge of climaxing again, and said "Flutter!...Fluttershy! I... I can't... hold it!" He exclaimed. He gave out an orgasm as he ejaculated so much cum in Flutterdhy's mouth.

Fluttershy moaned as she felt the semen in her mouth, and swallowed it. She licked Spike's head for remaining cum. After she was finished, she said seductively "taste delicious as ever. "

"Thank... you." Said Spike, catching his breath from the ejaculation. He rested on the bed with his head resting on Fluttershy's lap whille she was gently stroking the top of his head.

Rights for this song go to Guns N' Roses

Author's Note

So Rarity knows what's going on, and is perfectly alright with it.