The deluxe bungalow of the Dino Dee-lite motel was quiet, with only the sounds of muffled sniffs passing through the walls being the only sign of its occupants. Within the old building were a group of varied individuals, 5 humans, one dragon and an alicorn, all of whom were offering different forms of support to the one who was upset.

Arcade was being used as a makeshift pillow/sponge for Veronica, who was still clinging on to him. Willow was sitting behind her redoing her hair as it had become dishevelled over the last hour of tears. Red sat in front of Veronica, looking through the photo album that held all of their good memories. Boone and Spike, with their lack of comforting skills, were both in the kitchen making drinks and snacks for everyone to drink. This left Twilight, who was feeling woefully out of place in this current situation. None of her friends had ever gone through with this sort of thing before with the closest being Rarity and Blueblood, and even that was mostly trying to calm down an angry Rarity instead of a distraught one.

“I remember the time that you punched Watkins in the face for talking shit about your hair when we finally managed to get you to take off the hood.” Red said with a laugh, getting one from her audience as well. She was about to continue when Boone and Spike brought over the drinks and snacks they had prepared. “Thanks guys.” She said, grabbing her mug of hot cocoa and sipping it. She then continued to recount the tales of their adventures over the last two years.

“What’s bothering you Twilight?” Spike asked as he sat down on the same pillow as his mother, leaning his back against her side as he took a small gulp of his cocoa. Twilight, who had been caught up in her own thoughts, sighed and drooped her head slightly.

“I just feel like there isn’t anything I can do to help here.” She said despondently. “I’ve never been in a situation like this, and even if I had, I don’t know Veronica well enough to do anything.” Spike wasn’t sure if it would help, but he placed his claw on Twilights withers to try and reassure her.

“I don’t know if you can help in this situation, but I know your heart is in the right place.” Spike said kindly. “I think you need some fresh air, let’s head outside.” He then got up and walked over to Arcade and whispered in his ear, to which he got a nod and a smile.

After Spike and Twilight had left the bungalow, they had made their way to the base of the Dinky statue. Twilight gestured to Spike for him to get on her back and with a few powerful flaps they were both seated on the top of the dinosaurs head.

“I miss our friends Spike.” Twilight said, her head resting on her hoofs as she lay on her belly. “They are probably all worried sick, and we didn’t even leave a note or tell them where we were going.” She then made her front hooves fall lax and let her head slump down until her chin was resting on the top of one of Dinky’s spines.

“I’m sure they are all okay mom. I know they are probably very worried, but you’ve got to have more faith in them than that.” Spike said as he moved his claws through his mother’s mane, effectively combing it into place.

“How long have we been here Spike?” Twilight said quietly, her voice slightly strained because of the way she was lying.

“I think we have been here for close to three weeks now, why do you ask?”

“I hoped that this would all be finished in less than a week, I had plans set.” Twilight muttered, “I was going to take you and, if you wanted, Sweetiebelle to the Museum of Draconic History. I was also planning on getting the spell for the mass-teleport platform finalised and then sending it to the Scientific Bureau in Canterlot.” She then added another point quietly. “I was also hoping to ask Trixie out on a date.” Twilights face started to blush after she mentioned that and Spike raised an eyebrow at her comment.

“Finally worked up enough courage to do that huh?” He asked with a slight smirk plastering his face. “I know my crush on Rarity used to be as visible as a firefly at midnight, but yours was five notches higher on the obvious-o-metre.” He finished with a chuckle and got a huff from Twilight in response.

“You better have not have started a betting pool mister or there will be words.” Twilight said harshly, though her comment was not as well received as she would have hoped with the beet red colour of her face and the laughing Spike on her back.

“I didn’t start the betting pool mom, that would be Rainbow Dash.” He said cheekily. “And anyway, it was obvious that you were going to get together in the end, it was just who would ask who out, and under what circumstances. I personally was expecting Trixie to ask you out when you two would be watching the comet pass in a month.”

“Wait, you mean that you thought that Trixie was going to ask me out?” Twilight asked, taken aback by that and turning her head to look at Spike. “She has a crush on me?!” She asked with a squeak.

“You really are oblivious aren’t you?” Spike shook his head with a smile. “Of course she fancied you, it was almost as evident as your crush on her.”

This made Twilight pause and think back on the times she had spent with Trixie and she suddenly realised, not only how obvious her affections to the light blue unicorn were, but also how glaring said unicorn’s were as well.

“Wow, I feel really stupid right now.” Twilight said with wide eyes. “How could I not see that?”

“Love clouds your mind and makes the truth harder to find.” Spike said sagely.

“Zecora told you that didn’t she” Twilight said, smirking and raising an eyebrow at the currently sheepish dragon. “But you are right none the less.” She then closed her eyes and lay her head on her forelegs, sighing and started to contemplate all that she had been through here.

Her mind wandered to back when Discord asked her if she wanted to do this and how she had barely thought twice about saying yes. *Gosh I was naïve back then wasn’t I? If I knew what would happen I would have said no.* She then thought back to Discord himself. *He said that he would take whatever punishment I wanted to give him after I got back with his sister, even after all me and Spike have been through I don’t think I could put him back in stone just after he had been reunited.* He mind wandered to her experience in Vault 3 and she shuddered as she remembered Rampant and all that he had done, the torturous nights, the painful days and knowing that Spike had to sit and do nothing while he knew his mother was in hurting.

“Are you okay mom?” Spike asked from the side of his mother. “You’re crying.” Twilight didn’t know when the tears had started, but it seemed to have been for a while if the dampness of her cheeks was anything to go by.

“I’m fi… I…“ Twilight hesitated in answering the question, was she fine? Had she managed to make it through all of it and remain fine? “No… no I’m not okay.” She sighed. “I don’t think I’ll ever be okay again, I’m sorry.”

“I guess all we can do is hope that it will get better.” Spike said as he hugged Twilight round her barrel. “Just think of doing it for Discord and his sister.”

“It’s not that I’m having trouble finding a reason for doing it, I don’t think I can be the same Twilight Sparkle as everyone back home knows me as, whether it be physically or mentally.” Twilight said as she returned the hug with a hoof, after which Spike lifted himself out of and looked seriously at her.

“Then be the best Twilight Sparkle you can still be.” Spike said resolutely, looking Twilight straight in the eyes. “And if they can’t stay your friends after that, well, they’re bad examples of friends.” He huffed, folding his arms with a scowl.

“Thank you Spike, you fantastic dragon you.” Twilight snickered and wiped the drying tears from her cheeks. “You are the best son and assistant that a mother could ask for.” Spike puffed up his chest with pride at the complement.

The two of them lay on top of the dilapidated dinosaur for a good hour, just enjoying the sunset as it basked them in its warm glow. Throughout the hour they chatted idly about things and they finished their mugs of cocoa.

“Hey! Are you two coming down for bed?” Came a shout, startling the duo. They looked down and saw that Red was standing there with one arm on her hip. “It’s getting rather late and I know you should get more rest Twilight.” She admonished.

“Sorry, we’ll be right down!” Twilight shouted back, opening her wings and gliding down to the ground beside Red.

“How do your wings work if your body mass ratio is disproportionate to the air resistance your wings provide?” Red asked with a raised eyebrow.

“Magic.” Twilight said with a smirk, knowing that Red had barely any understanding of the concept.

“Well fuck you too.” Red said, frowning and huffing, causing Twilight and Spike to laugh at her expense which she eventually joined in on.

“Where will we be sleeping for the night?” Twilight asked after they had finished laughing.

“Well, Veronica wanted to sleep in the same room as the others so she is sleeping in the bunkroom with Arcade and Boone. While me and Willow will be sleeping on the double bed in the main room, leaving the couch or a bed in the bunkroom.” Red listed off, holding out her fingers to accentuate her point. “Oh and there is also the option of sleeping in the truck, which I will be moving up to the front of the bungalow, if you’d rather have the privacy.”

Twilight thought about the best option and decided that the couch would be for the best, mainly because she didn’t feel comfortable sleeping in a bunkroom with people she barely knew and because the truck would probably be a bit cold for her liking.

“We’ll take the couch.” She said with a nod of her head.

“Okay, you two head on inside then while I move the truck.” Red said as she flicked her thumb behind her and walked off. Twilight then trotted into the bungalow with Spike still on her back, opening the door with her magic and coming to stop at the sight that greeted her; Veronica was wearing a purple rocket ship nightie that was a bit small on her but it fit anyway; Arcade was dressed in a dark grey onesie with a wolf tail and a wolf ear hood hanging behind his neck; Willow had donned a dressing gown and was at the kitchen making herself a glass of milk; but the weirdest sight by far was Boone who was wearing baby blue Pyjamas with a nightcap on his head and a teddy bear under his arm.

“Hey Twilight, you taking the couch?” Arcade asked as he walked over and sat at one of the dining table chairs.

“Yeah… what am I looking at?” Twilight asked, unable to take her eyes off the scene.

“Well, everyone here wears what they want for bed. I found this onesie in a Freeside shop and bought it because I thought it looked okay.” Arcade said with a shrug.

“I can understand that bit, but I have a few questions.” Twilight mused.

“Shoot.”

“Why isn’t Veronica wearing something a bit bigger?” She questioned.

“She found that nightie at the old REPCONN test site while she was still with the brotherhood and wouldn’t leave it behind… She likes rockets.” Arcade recounted.

“Second question: why is Willow wearing a dressing gown? You tend not to wear dressing gowns when you are actually about to go to sleep and more when you’ve woken up.”

“Willow and Red both sleep nude, Red being far more blasé about it and Willow having the courtesy to put on a dressing gown while other people are in the room. I may be gay, but Red walking around with her jugs and ass out in plain sight is severely uncomfortable even to me… or anyone with a shred of decency for that matter.” Arcade shuddered, Twilight feeling very uncomfortable as well.

“And… uh… A-hem, my last question is: Why is Boone wearing those pyjamas?”

“I think that is one of the secrets that he will take to his grave, he won’t even act like he is wearing them if you talk to him about them.” Arcade stated ominously, holding his hand to the side of his face and darting his eyes left and right in an over-exaggerated fashion. He then sat back up and cast an annoyed look towards said pyjama clad sniper. “Seriously though, he will not talk to us about it.”

“Well then, I guess that answers my questions, even if it did lead to more.” Twilight said with a sigh, watching as the others went about their business. The door then swung open and Red walked in, pulling off her duster almost immediately and flinging it onto a coat rack.

“Well then I think it’s my time to leave the room before things degenerate even faster.” Arcade said hurriedly as he got up from his chair and almost ran to the bunkroom followed by Boone and a blushing Veronica who was taking her sweet time to leave the room, glancing back at the rapidly undressing Red. She was eventually yanked into the room by a scowling Arcade. “Stop gawking and get in here so I can close the door.” Just before he closed the door he looked towards a blushing Twilight and mouthed ‘good luck’ which only got a confused look from the alicorn before the door was slammed shut.

“Spike, go and get comfy on the couch for me.” Twilight said with a gesture of her hoof, her eyes not once leaving the sight of an almost nude Red. After she was sure that Spike was out of viewing range Red, she gave her a more in-depth look over. Red, for lack of better words, was scarily beautiful in her appearance, and while she didn’t have the muscles of an athlete, you could tell that she could fight a buffalo bare handed and win. Her body was adorned with scars of all shapes and sizes, varying from the small, but plentiful, bullet sized scars all over her, to the larger scars such as burns and huge gashes. Even though she was riddled with scars she still had amazing skin, pale with barely any pigmentation blemishes or marks. Twilight could almost feel how soft it was just by looking at it.

“Like what you see?” Red asked with a sultry smile as she struck a pose that did not hide and inch of her naked body. Twilight could only gawk at the woman, her body the picture of perfection, with its perfect breasts and splendid ass.

“Uhhh…” was all the stunned alicorn could mutter, stunned at the sight before her.

“What’s taking you so lo-.“ Spike said as he walked up to the rigid form of Twilight, stopping when he saw what Twilight was looking at. His face turned into a huge blush and he quickly hid his eyes in his claws.

“Stop showing off and come to bed.” Came the voice of Willow, who had poked her head round the dividing wall that stopped the bed from being seen in the living room. She was not wearing her dressing gown as was visible by the fact that her shoulders were visible, but she was far more modest. “Sorry about her Twilight, we’ll just let you get back to bed.” She then grabbed Red by the arm and pulled her behind the dividing wall, out of view from the two flushed guests.

“Can I move my claws yet?” Spike asked timidly after a few seconds.

“Y-yeah, yeah you can.” Twilight said, still frozen in place from the show she just receive. “Let’s just head to bed now okay?” She said as she cast a light freeze spell over herself to calm her body down, climbing onto the couch and under the blankets with Spike.

Twilight had managed to go to sleep after about half an hour of staring at the ceiling with open eyes and a mind trying incredibly hard not to think about what she saw. It was about 1:30 when she awoke to strange sounds emanating from somewhere inside the room. Swivelling her ears to try and pinpoint the noise, she sat up on the couch and blinked her eyes to try and let them adjust to the dark. When Twilight finally managed to find out where the sounds were coming from it took her about 1 second to figure out what was going on, which caused all the blood in her body to rise to her face.

“W-what’s going on?” Whispered a now awake Spike, rubbing his eyes and yawning silently. When he took a look at his mom and saw her facial expression and figured out what the sound was he too blushed. “Are they doing what I think they’re doing?”

“Yep.” Twilight squeaked, her Fluttershy impressions far surpassing any that had been ever attempted before.

Although they had been quiet, Twilight and Spike had been noticed by one of the two lovers and Red poked her head around the corner. Her hair was out of its usual ponytail and was instead hanging around her shoulders and she was covered in sweat and other less than sanitary liquids.

“Sorry for waking you, Willow gets needy.” She panted as she gave an apologetic glance at the poor beings in the same room as her.

“Did we wake the two unfortunates?” Willow asked in a seductive tone as she lay on top of Reds back, her chin resting upon said lady’s head.

“The key to the truck is in the bowl by the door.” Red said as Willow descended off of her and lower onto her body until reaching her destination, causing Red to moan “Honey, I’m trying to help them sleep!” She whined.

“They can manage from there.” Willow countered continuing her onslaught on Red. While this was happening Twilight and Spike had grabbed their blankets and were slowly backing towards the door, at which point Twilight grabbed the key for the truck and opened the door. Spike had got through and Twilight was soon to follow when she was stopped by a call from Red.

“Shut the door on your way ouaaAAAHHH!”

*SLAM*

Spike looked up at his mother with an expression mixed between worry and scepticism. “Please don’t ever be like that.” He said almost pleadingly.

“Spike, if I ever get like that you are free to evict me from the library and send me off to a mad house.” Twilight said as she unlocked the back of the truck and clambered in, exceptionally tired from all that had transpired recently.

Author's Note

Sorry for the even longer wait than normal, I went on a camping trip and only got back on Thursday.

In other news, I just watched Inside Out today, and it made me cry for the first time in god knows how long. 92/100

There weren't really any new mods in this chapter but if you want to get a picture of what Red's body is like then go to the nexus and search up the Bouncing Natural Breasts mod. Her skin is also very pale and is the lowest it will go on the complexion slider.

adjö!