What are friends for?

by chaosknight72

Rating: mature
Tags: Starlight Glimmer, Romance, Sex, Spike, Slice of Life, My Little Pony: Friendship is Magic
Length: 7735

another day another friendship lesson for Starlight. What will she learn today?

Another day in Castle Friendship, and another Friendship lesson for Twilight's student. Starlight is up to the task (sorta). But with the number 1 assistant as the subject for the lesson, maybe it won't be so bad.

cover art by lokerobster at derpibooru
tags slight voyeurism, masturbation, interspecies sex

Published 2017-01-06 09:00:01 UTC
Last updated 2017-02-28 20:40:40 UTC

Getting to know you a bit better

The palace of friendship has always been a massive structure to behold and even harder to navigate within it. From long twisting hallways and countless doors it was a virtual maze. For Starlight Glimmer, this was now her daily struggle. As she scanned the hallways in search of Twilight's study, she began to feel it necessary to start leaving bread crumbs or little notes on which way was which. Releasing a rather frustrated groan the light plum unicorn blindly picked a door and pushed in open. As if by some measure of fate again, she encountered the 3rd resident of the castle just now coming out of the shower. The young dragon looked to the opening door, his eyes opening wide as the towel around his waist started to slack slightly. Snatching it up quickly, the young drake was about to say something, but Starlight proceeded to shriek and slammed the door tightly with her magic.

“I'm sorry Spike!” she shouted through the door. Groaning loudly, she felt very discouraged once more about her navigational skills. Hearing the door open a little, her head swivelled slightly to see the dragon peeking out as he was now rather properly dressed in the towel. Opening the door completely, he offered her a soft smile.

“It's alright Starlight. Still getting used to the place?” he asked sympathetically. She gave him apologetic smile and nodded.

“It's been a few months and I still can't figure out which door leads to where. It's so frustrating,” she growled in annoyance. She noticed the door close and reopen with the young dragon now squeaky clean. He gave her another understanding smile and motioned for her to follow him with his claw. The spell-caster could only smile and follow after him as they began down the twisting hallways.

“You know, you keep this up I'm just gonna think that somepony just likes seeing all of this,” Spike said gesturing to himself. “Can't say I blame you,” he added for a bit of comedic effect as he raised his arm and flexed his bicep. Rather unexpectedly, the muscle bulged under his scales to a rather impressively for somepony of his size. Starlight almost missed a step before giggling softly and covering her mouth with a hoof.

“Yes, Spike. I am a touch taken aback by your masculinity and may swoon at any moment,” she joked. The two shared a good laugh from their combined theatrics. Pushing open a door, they walked into Twilight's personal study. The Alicorn herself was sitting idly at her desk looking over one of the many upon many friendship lessons that Starlight was going to do at least once a week. Hearing her door open with hoof and talon steps following them, she raised her head and smiled at the two.

“There you are Starlight. I was wondering when you would make it here,” Twilight said with a smile. Starlight could only smile as she reigned in her giggling to a minimum.

“Well, the last time we met in the library. I didn't know your study would be all the way on the other side of the castle. Speaking of, thanks for helping me get here Spike,” She said looking to the drake. Spike only waved a claw and smiled.

“What are friends for?” he asked. With that last comment, he left the two mares to their duty. The lavender Alicorn ushered her friend over, her horn alight with magic as she levitated 3 cards in front of the slightly startled Starlight.

“So I have narrowed down your next friendship lesson to one of these three,” she explained with a light twinkle in her eye. Pulling the cards back, she began to read them aloud. “First, we have; helping Apple bloom with her tap dancing,” she started as the first card dropped and the second came into view. “Second is helping Rainbow Dash with some of her Wonderbolt training. And lastly,” she paused as the third card came into view. “Help and get to know Spike during his daily routine,” Twilight finished. Starlight looked over each one with a certain level of scrutiny. Out of all of them, the only one that seemed the easiest was helping Spike. So the choice felt very clear enough.

“Umm, I think I will help Spike,” Starlight said pretty confidently. Twilight looked at her a little perplexed. She looked over the cards again.

“Are you sure? Spike's list of choirs is pretty big,” Twilight said informing Starlight. To which Starlight simply scoffed and waved a hoof.

“Oh, how hard could it be? I just have to help him with a few dishes and books,” she said with a smile before turning to head out the door. Twilight could only smirk slightly. That statement felt a little too cocky for her liking and knew just how to knock her back down to Equestria.

“If you're sure. Then you'll have to do those tasks without magic,” Twilight said with a rather large smile. This caused Starlight to freeze in her tracks, making a small whinny before looking back at Twilight. She chuckled a little nervous but did not back down.

“That's easy enough. I can help him with all of it without my magic,” she continued to boast a little as she walked out of the room. Twilight only sighed softly as she was once again left alone in her study.

“I think Trixie is starting to rub off on her,” she said rather quietly to herself

~

Down the hallways once more, Starlight was feeling rather at ease about it. Spike didn't do all that much around the castle from what she could see. So how hard could all of his chores be? As she thought that, a sound slowly became louder and louder coming up from behind her. Cocking an eyebrow, she turned her head. Her eyes widened and she felt her body almost locked up.

“HEADS UP!!!” Spike shouted as he came blitzing down the hallway. He was running at full sprint, and that was actually really fast. Pressing herself up against the wall, he seemed to skate by with what looked like a pair of brushes strapped to his feet and a broom in front of him that constantly swayed back and forth. “THANK YOU!” he shouted back at her as he passed by. It took a few moments for her to register what had just happened, but eventually Starlight fathomed that what she saw did indeed just happen. Shaking her head violently, the spell-caster darted after the dragon.

“Spike wait!” she shouted now in full gallop after him. When she caught up, he was still skating down the hallway. He was breathing as if this were some sort of sport that he had been practising for years at. When he finally stopped in the main foyer, he looked back to see Starlight coming after him. Her gallop slowed down to a trot and eventually to exhausted steps as she closed the distance. Taking in deep breaths, she lowered her head to try and cool herself.

“Did you need something?” he asked as he leant on his broom handle and watched her try to regulate her breathing.

“Friendship lesson....helping you....no magic....” she panted out before taking one last deep breath and righting her stance. Spike actually looked surprised.

“Wait, your friendship lesson is helping me? And you can't use magic?” he asked. She could only nod as the burning feeling in her lungs began to subside. “Well, I can't say I'm too surprised. Figured Twilight would stick you with me at some point, especially today,” he said with a shrug as he went over to the main stairs and began taking off his talon brushes. Now that the burning in her lungs was gone, Starlight finally could speak.

“What do you mean? What's so special about today?” she asked. Spike cut his eyes at her, not really in an annoyed vexed way, but more of a tired and irritated kind of way.

“Today is Wednesday. The day I gather up all the books from around the castle that Twilight leaves around and put them back in the main library,” he said with a sigh. Starlight scoffed at the idea.

“Oh please, she doesn't read that much,” Starlight said waving her hoof a little. Spike stood back up and walked over to her. She saw him point down with his claw, drawing her attention to the book that her hoof was currently on top of. Blinking a few times, she looked down and grabbed the book by the spine with her teeth. Spike then stretched his arm out and pointed towards a side table that had several more books on it. It was at this point that Starlight felt her ears droop at the thought. Twilight left books everywhere, she must have just gone blind to it from seeing it all the time.

“Let's get started. If you can't use your magic than we have to use the cart,” he said walking over to one of the closets. Starlight watched as he pulled a rather large cart from behind the door and began touting it as if it were light as a feather.

“Why do you keep a cart in there?” she asked curiously.

“Well, I took a page out of Pinkie's book and have one stashed in almost every closet in the castle in case of book collecting emergencies,” he said with a rather playful smile. Starlight could only smile and giggle because of how much he sounded like Pinkie when he said it. Walking over to the small table, Starlight was about to use her magic when she remembered her restriction.

“Umm Spike, can you help me with these?” she asked. Spike was already well on his way over when she called out to him. Bringing the cart to the edge of the corner table, she used her hoof to slide the books in. he gave her a thumbs up and she smiled at him with a slight nod. The two were on their way. The two worked rather well together; gathering up the books, idle chatter about the day's goings, small things that totalled a good experience. During a stretch of rather nice quiet, Starlight struck up a new conversation topic. “So Spike, why are you here?” she asked. Spike looked up at her with a bit of a confused expression. “I mean, how did you and Twilight end up together. You weren't with her when she came to my village,” she clarified.

“Oh, right. You don't know about that. To put it about as simply as possible, Twilight hatched me for an exam to get into Celestia's School for Gifted Unicorns,” he said. Starlight blinked a few times.

“That was...relatively short and rather impressive considering she must have just been a filly,” she said thinking about it.

“Yup, and have been by her side ever since. Well, except when I got a little older and started roaming Canterlot by myself,” he said with a light snicker. Starlight felt a little uneasy about that statement.

“Why? What did you use to do?” she asked a little afraid of the answer. Spike waved a claw.

“Nothing horrible or bad. I just made a lot of friends in pretty weird places,” he said.

“OK, now I have to know. What could a little dragon get into in Canterlot?” she asked now wrapped up in the possibilities of what he could do.

“Well, have you ever heard of Hoity Toity?” he asked. And just like that, the stories began. For being Twilight's number one assistant, Spike sure did do quite a bit of stuff while she was busy hitting the books. He explained how he made several big connections with not only the Royal family, but with several fashion moguls and celebrates like Hoity Toity, Fancy Pants, and Sapphire Shores just to name a few. Starlight found the young dragon's wealth of stories to be very interesting. It was one if not the only time outside of going to the Crystal Empire that she ever really heard Spike talk about himself. And it was a bit refreshing. Spike was usually a figure in the castle more often seen and not heard too much unless he was doing some kind of task or helping one of his friends. Getting to know him like this made her a great deal more comfortable around him.

It seemed like the longer they talked the more they had gotten done. Both trading stories back and forth from the time where Starlight left her original home and set out to become a powerful mage, to Spike telling her about his ties to the dragons and how he should have been the new Dragon Lord.

“Welp, that's the last book,” Spike quipped suddenly. Starlight looked at him for a moment or two before looking back at the full cart of books. They had been all over the castle already.

“Already? But that felt like no time at all,” she said slightly bewildered. Spike could only smile and chuckle to himself.

“Time flies when you are in good company,” he said with a wink.

"I guess that's fair enough," she said with a smile as the two flipped a U-turn and began the walk to the library. It didn't take all that long to get there, the two having you push the doors open as Starlight continued to observe the no magic room. Once inside, Spike wheeled the cart over to the main desk to see just what had been taken out. Starlight pulled up a stool next to him and watched over his shoulder as he performed the librarian duties.

"So now what?" She asked. Spike looked back at her for a moment before pulling out a large book from one of the draws of the desk and placing it in front of the two of them.

"Next is putting them back," he said. He reached over to the cart and pulled one of the many books over to the table. He looked over the cover and skimmed through the book to find it's reference number. "Each book is categorised and logged in here. I take the book title and look it up here. Then when I find where it goes, I put it off to the side in case there are more like it," Spike said. He rubbed his eyes a few times before hopping off the chair. Starlight eyed the dragon as he ventured to a nearby shelve and took up a pair of reading glasses.

"Seriously? You need reading glasses?" She asked with a smile. Spike returned her smile with one of his own as he got back on his chair.

"Ties together the whole sexy librarian visage," he said with a chuckle before getting a light shove from the mare. She observed him quietly as he began to sort through the books. The longer this went on, Starlight felt board. This was not helping her friendship lesson if she was just going to sit back and watch him do all the work.

"Can I help?" She asked. Spike was roused from his work and looked to her. The look gave Starlight a quick pause as the glasses really did wonders to frame the drake's face. Adjusting the frames, Spike patted the ledger.

"Only got the one, but if you're bored you can start putting them away," he said. Reaching across the desk he slid a stack of books in front of her. "These are all low shelf books and go in that section," he said pointing over to a fiction section. Putting the books on her back, Starlight trotted over and began putting them away book by book. The process was long and frustrating at times; from using her teeth or having to use her hoof and fetlock, putting books away was not too much fun.

"This would be so much easier with magic," she grumbled.

"Or with another set of claws," Spike said walking up from behind her. She turned to face him and watched as he took a book from her back and placed it back in its resting place.

"I don't know how you do it all without magic," she said watching the dragon work.

"I don't know how ponies function without fingers," spike fired back with a smirk. Starlight huffed as they continued this new conversation.

"And just what is soooo great about having individual, weirdly shaped grabby things?" She asked sarcastically. Putting a finger to his chin and scratching, Spike thought about it.

"Familiarity I guess," he reasoned. He put the last book back and made his way back to the desk."Well, can you feel with magic?" He asked. She opened her mouth to respond, but then actually thought about it.

"Not really. I mean, I know I'm holding something but I can't really say that I feel it," she said after a few moments of thought.

"Well, even through my scales I can still feel the texture on books, pots, pans, and other stuff. It's hard to explain most of it, but sometimes it's nice to just feel something. Like some pony special," he muttered softly to himself. Starlight heard a small part of the tail end of his explanation and got a little curious.

"What do ponies feel like?" She asked curiously. Spike stumbled a bit as he was not expecting that question to come from her. Looking at him she could see he was a bit embarrassed to answer her. "Ponies feel....soft, and warm," he said finally. Starlight stepped up to him as he tried to explain. "Like; take the feeling of laying on your bed at the right time of day in the summer. That nice warm and comfortable feeling is how a pony feels to me. That's why I like hugging so much," he said with an embarrassed smile. As he said that, he felt her hooves wrap around him and hold her to her chest. Spike was a bit flabbergasted for a few moments before relaxing into her embrace.

"Well you feel really warm too," she said gently. Spike smiled and looked up at her and then out the window. The day was going to be ending soon.

"We should probably finish up soon, it's getting late," Spike said pulling away from her.

"Right," Starlight said as she began moving around once more. Working in tandem and using several ladders, the duo finished the rest of the task in time for Spike to go and make dinner. Because if it were left up to Twilight she would burn water. Once they were in the kitchen, Starlight found herself watching Spike once more. She was more so focused on his hands and how his fingers worked with such expert precision. But not just that, Spike in general, was a wonder to her. A dragon living among ponies with a massive social circle.

“So, did you learn anything?” he asked suddenly. That question seemed to pull the mage from her thoughts and refocus on him. Putting a hoof to her chin, she didn't really have a ready or concrete answer for that.

“I don't know. Honestly, I learned a lot more about you than I had originally thought,” she remarked.

“Well, that's good. It's always nice to get to know your friends,” he said going back to the cooking process. He flew a green flame over the cabbage he was cooking to give it a light char and crisp flavour.

“But there is still a lot I don't know about you. Like; what you like and dislike, have you have ever met your biological parents, or if you have a marefrie-,” Starlight started but clamped a hoof over her mouth. Spike looked back, confusion on his face and a light blush to accompany it.

“Did...did you just ask if I had a marefriend?” he questioned. She was caught and she didn't even know why she had asked the question in the first place. She bit the inside of her mouth and could only really come clean about it.

“Yeah, I was just a bit curious you know? In a getting to know you kind of way,” she said with a nervous smile. Spike turned back to the stove top, his eyes searching for something that really was not there. He released a sigh and turned back around.

“No, no I don't have a marefriend. I mean, I do like somepony, but at this point, I don't think she likes me back that way. Otherwise, she would have said something by now, right?” he asked looking to Starlight a little hopeful. Starlight put on her best sympathetic face and nodded. That seemed to give the dragon a little bit of hope, but it was still going to be a while before he actually believed himself. “Thank's Starlight,” he said lightly before giving her a hug. She didn't know why but Spike hugging her just felt a bit more intimate than the last time. She embraced him and held him for a few moments. When the embrace ended and the young dragon was back to his normal self, she analysed how he felt up against her. The smooth touch of his scales, the multiple spots in which his claws pressed into her back, and his warmth were all things she could easily get used to. Just as she was about to speak again, Twilight came into the room sniffing the air.

“I see I came at the right time. It smells delicious Spike,” she said with a smile as she approached the table. “How was the friendship lesson? Did you learn anything?” Twilight asked. Starlight nodded and was able to put it into words.

“I learned that only by working with somepony else, or somedragon else, that you really get a sense of who they are and what makes them special,” she said looking to Spike. Twilight clapped her hooves together and her wings lightly fluttered in excitement.

“I am so proud of you. And you did it without using your magic on the task or Spike,” Twilight said quite proudly of the accomplishment. Starlight just smiled and nodded before her attention went back to the cooking dragon. Spike flooded her thoughts for the remainder of the evening. Long after dinner and desert were had and even when she lay in her room. Rising from her bed, she groaned rather annoyed.

“This is dumb,” she said mildly. Getting up from her bed, she left her room to go and get something to drink. That much she could easily navigate to in this big place. As she trotted lazily through the halls, her ears twitched as they picked up a sound. Turning her head, the sound came in a bit clearer. It was a bed squeaking. “That's....normal...” she said mildly uncertain if she should pursue the noise or not. Choosing to ignore it, the mare arrived at the kitchen and poured herself a glass of water. Chugging the liquid down, she released a happy grunt and hoped that it would quell whatever nerves she was having. Strolling back to her room, she could still hear the sound of a bed squeaking, but this time it was accompanied by soft moans. Her face flushed as the closer she got to it, the more pronounced it became. For one, the squeaking had gotten a lot louder, and the moans came through a bit more masculine. This was all she needed to know for her curiosity to fully spike. Listening carefully to each door, she located the one where the noise was coming from. Lighting her horn, she used her magic to gently open the door and peek inside.

The soft light from the door flooded the room, but its occupant was far too busy with other activities to notice. Starlight looked in and put a hoof to her mouth as she watched Spike pleasure himself. The phallus on the young dragon was rather large for somepony of his size. The light pink flesh held a spear like head with flared glands for its crown, rather exotic looking ridges cascaded down the back that gave way to an impressive looking knot at the base. The thick bulge looked more than a rival for the medial ring of your average stallion. Though there may have been a slight lack of length, girth was the strong suit for spreading a mare open. Starlight could feel herself grow wet. The new scent of a dragon lost in his own lusting was so thick in the air that it made her body quiver. Spike's audience watched with wrapped attention as he glided his claw down his shaft; his fingers giving excellent stimulation as his 3 digits cupped the underside of his phallus while the opposable one ran down the ridges on the back. Each time she saw his hand rise and fall down his thick and meaty phallus, Starlight only grew a little hungrier for it.

The more she thought about it, the more one of her forehooves began to betray her. Gradually it moved between her hind legs and past her teats to stimulate a desperately winking slit. The touch of her hoof sent a surge through her body, her mouth hanging open and letting out a sharp gasp. That one nose changed everything. Spike was immediately taken out of his session and released a loud yelp. His head craning back and forth trying to find the source. In his door he saw Starlight, staring right back at him. Their eyes met for a few moments as Spike tried to make himself decent.

“Starlight what are you doing in here!?” he questioned frantic trying to get under the blankets. Starlight snapped out of her trance and caught his eye, trying to figure out some kind of rational explanation for standing in the doorway like a total creep watching somedragon she had long since viewed as a pet pleasuring himself.

“I-ugh- Iiiiiiiiiiii......heard a noise!” she exclaimed loudly. Her same nervous smile returned as she didn't exactly lie to him. “I was going to get a drink of water and I heard some loud noises on my way back, so I just wanted to make sure you were ok,” she said adding a not so convincing chuckle to try and add credit to her statement. Spike eyed her for a few moments before looking down at himself.

“Actually, can I ask you an opinion? As a mare I mean!” he added swiftly. Starlight took this moment to fully allow herself into the room. With a nod, Spike let out a soft breath. “This may seem a little weird...but do ponies find dragon's attractive? Like in a kinda you know...eye catching kind of way?” he asked meekly. Starlight approached his bed and looked him over a little.

“Well, the only dragon I know is you. So I think it's possible if more were around. But what do you mean by eye-catching?” she asked. To be honest she was feigning ignorance. She knew exactly what he meant. But if she wanted a closer look, she had to play a small game of ask and tell.

“Umm...I want your opinion on this. Because you are my friend and I really don't want to talk to Twilight about this,” he said before moving the blanket to show his still pulsing erection. Starlight could feel herself just start to gush with arousal as she eyed the exotic piece of dragon meat once more. Catching herself staring rather wide-eyed, she cleared her throat. “Do you think, maybe, ponies would be interested in ya know....mating with something that looks like this?” he asked. Starlight was doing everything in her power to control herself, but the prospect of a bucking was far more tempting.

“Well....as your friend and a mare...I need to do a bit of examination. Just lean back and let me take a look ok?” she asked. Spike nodded and did as instructed. Getting on the bed and between his legs, Starlight examined the shape and scope of the dragon. From the pink of its colouring, it's ridges, crown, and overall appeal. She hummed softly as she reached a hoof out to test its sensitivity. Dragging her hoof down the underside of it, she watched the dragon above grit his teeth as he bit back a moan of pleasure. “A little sensitive huh?” she asked.

“W-w-well, I was in the middle of something when you came in,” he said gently with a nervous laugh.

“Right right. Well, from a visual standpoint, it looks alright. But I need to make sure a mare would enjoy the, how to put it, flavour. Don't want a mare to taste something like charcoal or ashes right? You being a dragon and all,” she said with a smile. Spike blushed for a few moments as Starlight got herself into position. Her elbows rested on either side of the dragon's legs as she leant her muzzle in and gave him a soft experimental lick. The flavour was out of this world for her. It carried a sweet and tangy taste that she had not been expecting. Since the experiment was over, she quickly began to lap at him like a piece of candy. Her gaze becoming half-lidded and glazed over as she focused all of her attention on using her mouth. Spike had shivered when she had licked him, but now he was quivering. Her oral stimulation was bracing, to say the least, and stimulating as an understatement. His mouth hung open, agape trying to form some sort of response. Alas, all that came out were the same soft moans that he had been making. This time, however, they were deeper and louder. His body squirming under her actions.

“St-Starlight,” he managed to moan out rather lewdly as her lips engulfed the head and began to suckle. The vacuum like feeling was rather intense, causing him to yelp out loudly. Starlight was no longer paying him too much mind as she focused on him. The feeling of him in her mouth could easily be something she got use to. She released a string of lewd moans, arousal spiking in more ways than one. Her traitorous hoof began worming its way under her belly and began to spread her leaking lower lips. When she moaned, her mouth shot ripples down the inexperienced dragon's shaft. Spike squirmed and tried to stave off the pleasure, trying to hold out as long as he could. While he squirmed, Starlight felt her access and angle shifting around, so she placed a hoof on his chest to hold him still. “C-can't hold it! Ah!!” Spike whimpered and moaned as a torrent of dragon seed shot from the flared head and down her throat. Starlight was indeed prepared due to all of his warning signs and drank the flavorful brew down with earnest. After the initial flood, a few small spurts pushed out before finally coming to a halt. Pulling her head back, she drank the last of his seed down and looked at him with a sultry gaze. Spike met her gaze in kind.

“That was amazing,” Spike said between pants. He leant his head back while Starlight wrapped her hoof around what she would assume would be a softening dragon shaft.

“You taste pretty good. I wonder if your diet affects your seed,” she inquired. The more she stroked his shaft the sooner she realised that it had yet to soften, at all. Looking to his erection, she posed the question. “Spike, how many times can you release before you soften?” she asked. Spike thought on it for a few moments, trying to remember how many indeed.

“On a good night.....4 times? On a bad night maybe 2,” he answered. “But I think tonight was a good night, cause that was number 3,” he said with a shy smile. That was the selling point.

“Well...speaking as a mare, I have to be through in order to see if other mares will like bedding a dragon. So I'll have to experience it in full,” she said masking her desire to be mounted. Spike blushed and he felt a hard throb shoot through his body. Starlight got off of the bed, her tail lifted and giving Spike a deep whiff of her sex. The intoxicating scent sent shivers down his spine as he became more predator focused on her. As she looked around for a stool for him to stand on, Spike could feel himself stretching. He gritted his teeth as the pain of growth was agonising. His limbs stretching a little more, his snout growing a bit elongated as well as his neck. In the midst of this change, something in him stopped him from growing further. He didn't want to be a big scaly monster, but even if just for the night, he just wanted to be her lover. Looking to his slightly longer limbs, he got off of the bed and now stood at the same height as a stallion.

“I know you have a stool in here somewhere,” she said looking around.

“Umm Starlight?” he asked in a slightly deeper tone. He approached her slowly and placed his hand on her shoulder. He watched a shiver run down her back. Looking back at him, she squealed and backed up against the wall. Panic swiftly set in as she flew into a panic.

“Oh no, Twilight told me about this. You're feeling greedy! This is my fault. I shouldn't have come in here!” she shouted in her frantic panic. Spike looked to her and felt almost betrayed that she was saying this. Steeling himself, he approached her yet again and looked her in the eye.

“Starlight, listen,” he said looking her in the eye. She focused a little on him but was still in a slight spiral. “I....I wanted something,” he started. He blushed and looked to the side for a few moments. “Even if it was just for one night...I wanted to be your special somepony,” he said gently. She could hear the hesitation him his voice. Starlight looked up to him fully now. Her eyes meeting his. She saw his sincerity and desire. It wasn't for him, it was more for her. Very slowly, she reached her hoof up to his cheek and gently stroked it. His gaze trailed to her hoof and a soft smile graced his maw as he nuzzled it gently.

“Alright. For tonight, I'll be your special somepony,” she said with a smile. Leaning forward, she kissed him. The touch of her lips to his caught him off guard, but he was quick to recover and wrap his arms around her neck. The kiss lasted for a few moments before the soft glow of her horn illuminated the room. Spike looked to her after breaking the kiss with an inquisitive look about him, only to see her smiling lightly. “Sound proofing spell. I don't know how vocal we are going to be,” she said with a light bat of her eyes and a smile. Spike could only blush again and nod.

“Right. Um, so I have to admit this is kinda sorta, ya know,” he fumbled lightly. Starlight could only smile and roll her eyes.

“That's what friends are for. I'll let you know how to get started and then you can figure it out from there ok?” she asked. Spike nodded rather eagerly with a smile as he watched her walk back to his bed. She rested her front hooves on the mattress and lifted her tail to show off her winking marehood, puckered star of an asshole, and the dock of her tail. her magic lighted up once more and gripped the two lips of her core, spreading them open to show him. “Aim there, and then let your body do the rest,” she said with a smile and flick of her tail. Walking up behind her, he clasped her hips gently, examining the texture of her fur with his claws. They trailed to her rump, just past her cutie mark. Gently, he groped the supple flesh of her flank. This action elicited a soft moan from the mare, who was now wiggling beneath his grasp. Leaning down behind her, he gently started to kiss the back of her neck after pushing her mane out of the way with his muzzle. She could feel the weight of his claws move from her rump to the bed, causing it to depress and her own hooves to sink.

“Right here?” he asked softly in her ear. She could feel the tip of his shaft pushing gently into her entrance. She moaned softly and wiggled again to try and line him up just a little better.

“Right there. Go ahead Spike, take me,” she said softly. With a light adjustment of his legs he slowly entered her. His mouth hung open as more and more of his shaft pushed into her. Starlight was rendered speechless as the exotic phallus pushed into her. With the ridges and the odd shaped crown, she was stimulated in so many other ways. With each inch that entered her, the more her body began to clutch him inside of her. When she thought he was done, the meaty knot that rested at the base pressed gently against her clit. She whimpered, trying to grind the bulbous part into her for added pleasure. “N-n-now, just start to pull out and then push back in. Go slow, and build up from there,” she moaned back to him. On her word, he slowly began to pull himself from her. The soft ridges of his shaft now over-stimulating her inner walls. She moaned, loudly, wantonly, almost desperately as she looked back to see the dragon pulling himself free. She wanted to stop him, beg for him to push back inside of her. And gradually he gave her what she wanted. The sweet full and probing feeling of that dragon piece of meat wedged firmly within her dripping depths. In her ear, she could hear the dragon groaning in pleasure behind her.

The process was a bit slow starting, but he found his groove and slowly started to thrust. Each impact was met with a squeal pleasure, so he knew he was doing something right. Between quickly growing ragged moans, Starlight tried to speak. Spike caught this soft whisper of a command and leant down to her.

“What did you say?” he asked before nuzzling her neck.

“Ha-Ha-HARDER!!” she commanded demandingly. Spike gritted and nodded before thrusting hard. The impact causing her to cry out in agonising pleasure. Her cries growing louder and far more lewd as she released inhibitions. “That's right. Fuck me. Fuck your horny little mare for spying on you,” she whimpered submitting to Spike. The power trip that came from her told the dragon above her to play along.

“I'll fuck you good and hard then. Don't worry my little pony, you'll love it,” he growled as he gripped her tail and pulled it. This one act allowed just enough give to allow him to push the meaty knot into her. Her eyes shot open and her body seemed to tense greatly as she started to clamp down hard on his shaft. Spike gritted hard as she clamped on him. He continued to thrust, pulling the knot in and out of her. It was far too tight and too stimulating for him.

“Starlight~! It's too much!” he groaned out loudly.

“Do it! Cum inside me! Fill me with your dragon cum!” she shouted loudly. Almost on command, Spike finally unloaded his last stream of thick dragon cum into her wanting and quivering core. Starlight screamed in pleasure as she felt her body fall limp completely against the bed. Spike panted heavily, pulling his knot from her and releasing the stream of spunk from her. While she panted and her tongue hung from her mouth, the unicorn felt her body be lifted and placed into the bed. Spike groaned weakly as he draped the blanket over the two of them and pulled her to his chest.

“Thank you Starlight. For making my first time a good one,” he said gently kissing the back of her head.

“What are friends for?” she asked softly as she drifted to sleep

Author's Note

Thanks for reading. special thanks to my patrons; Caio Vinicius and rezo55555. if you enjoyed this fic and would like to show a little support, consider donating to my patreon. have a great day and thanks again for stopping by

Sharing is caring (preview/unedited)

Author's Note

Hey all. Just want to make it very clear that this is just a preview of the coming chapter. Ifigured you are unaware of the situation, please refer to my most recent blog post. Thanks for your time, and enjoy this little bit of clop

Sharing is caring (preview/unedited)

“Have you ever had sex with a dragon?”

The question forced out the frothy cider from the baby blue unicorn's mouth. A slew of coughs and hacks erupted from her as she tried to calm herself. Looking back to her best friend, Trixie took in a very laboured breath before asking a question in return. “Why in all of Equestria would the Great and Powerful Trixie want to have sex with such a beastly creature?!” she shouted. It was rather fortunate that the two were atop the castle during this little discussion. Trixie dragged her hoof across her lips to remove the rest of the cider as she awaited an answer.

“Well....” Starlight started. Her eyes rolling to the sky as she recalled what had happened a few weeks ago.

~2 weeks ago~

Since their first time together, Spike and Starlight could barely stay off of each other. Even though it was not a relationship they had desired, to begin with, the call of carnal delight was way too strong. Rules were set in place between them; secret motions of gestures that they could easily identify as a sign of the need for the evening. These ranged from an ear twitch of Starlight or simply how Spike used his claws. No matter the signal, they understood soundly what was going on. On a night much like any other, the two had slipped away into Spike's room for such a rendezvous. Spike lay flat on his bed as Starlight lay atop him, his claws playing with both sets of lips on her body. As she sucked gently on his claws, he busied himself with pushing two of his claws in and out of her dripping slit. Between her moans, she tried her best to hold a conversation with the predator.

“S-so. Trixie is coming ba-AH-ck to Ponyville for a while. Said that she was finishing her tour, fuck that feels good, of Appleloosa,” she moaned trying to speak.

“I didn't know she was that kinda performer these days,” Spike said with a rather smug smile on his lips. Starlight furled her brow in annoyance at his joke. Spitting his claws out of her mouth she looked back at him.

“You know what I meant!” she barked at him. At her outburst, the dragon bit into her neck softly. This forced a deep moan to come from the mare, her eyes immediately growing half-lidded. He had a similar half-lidded gaze up at her as she felt those deadly fangs ready to rip the flesh from her body. She began to mewl lewdly, her core gushing with desire. When he released her from his grasp, she let out a soft squeal and moaned. Between her legs, the raging erection of Spike's grew and nestled perfectly between her two puffy lips. Rather quickly, she began to grind herself along the ridges of his shaft. The stimulation was so magical every time she felt those blessed ridges stimulate her winking clit.

“You asked to be my prey tonight. So no more talking, or I'll have to eat you up,” Spike growled in a deep tone in her ear. Shivers ran down her spine, her tail flicking as she felt so much power coming from him.

“Yes Spike, I'm sorry,” she moaned softly. Starlight needed to try and save face because she still needed him badly. Spike quickly flashed her his fangs before his arms wrapped around her frame, rolling them over. She released a yelp as his claw grabbed and held the back of her head into the mattress. Her eyes closed as she felt him lean in and gently lap at where he had bitten her. Starlight whimpered loudly as she felt herself submitting quicker than usual. Her hind hooves trying to gain some measure of traction from the bed sheets to raise her rump up as an offering. Just as she had gained some amount of movement, her legs were forced together by the dragon's own. His growls grew louder as he mounted her in this way. “Spike w-w-wait! We haven't Tried it like this before!” she moaned in a panic as he lined himself up to her.

“I said,” he began as he rather abruptly jammed himself deep into her marehood with one thrust. The thick knot of his phallus wedged into her with little regard if she was ready for that stimulation or not. “No more talking,” he breathed into her ear. Starlight's mouth hung open, drool rolling from the corner's of her lips as she was very over-stimulated. Before she could fully process just what was happening, Spike pulled his hips back and began to thrust wildly. It the kind of wild thrusting that could drive a mare insane, much like Starlight. She abandoned all pretense of keeping her mouth shut as she screamed in pleasure. The intrusion into her tender flower was already driving her to the point of climax, but this was insane. Just as her body began to tighten at her on coming release, she hoped that Spike would slow for her to ride it out. Sadly for her, that was not what was going to happen. Spike pounded into her; ruthlessly and almost cruelly as he sated his own needs.

“Sweet Celestia I'm cumming!!” She screamed loudly into the pillow. Hearing her say that, Spike could only smile.