“So… ‘Beef-cake’ huh?” Spike asked as twilight closed their front door.

“Sense when do you tease me?” Twilight responded, artfully changing the subject.

“I don’t know, I feel… different like this.” Spike replied.

“Taller?” Twilight guessed out loud.

“Well, that too, but what I mean is I’m not just there anymore, I get noticed. Like those mares at the meeting, they all got super excited when they saw me.”

Twilight blushed, “umm… Spike, you know why they got so excited, right?”

“Of course I do Twilight, It’s because my new body is so strong and good looking.”

“Well that’s part of it…” Twilight confirmed. “But you know WHY that got them so excited, Right?”

This was Spike’s turn to blush, “Yes Twilight, just because I was a “baby” dragon yesterday, doesn’t mean I’m oblivious to …sexuality.”

“Well, as long as you like it, I’m happy for you.”

“Really Twilight?”

“Really Spike, you’re a good friend and deserve to feel good about yourself… I might not recommend flaunting yourself to the masses again though.”

“Oh Gosh, I just meant to give everyone an equal chance to recognize me. I- I never thought of it as flaunting.”

“Well, you certainly gave everyone a good look at the new you... I thought Rarity’s eyes were going to bulge out of her head.” Twilight finished with a laugh.

“Yea, Rarity…” Spike replied, sounding strangely distant. Twilight had expected mentioning the white and purple unicorn-mare to send spike into a crush-drunk frenzy, but instead he lifted a claw to his now well defined chin and looked away as if he were pondering something.

“…Did she seem, I don’t know, different to you somehow?” Spike asked.

“You mean other than the fact she looks less like a pony and more like some kind of primate?” Twilight asked with a hint of playful sarcasm.

“I’m serious Twilight!” Spike whined, “I-I looked at Rarity in the crowd and all I could think was 'there she goes again' not at spare thought of her beauty, or how good her kisses feel on my cheek, or… wait, was that really all? It always felt like there was more than that.”

Twilight approached her assistant in a calming manner, “Spike,” she began, “you’ve changed in more ways than anyone else has. You’ve not only changed shape, but advanced in age. We’ve always assumed that you’d outgrow your crush on Rarity eventually… I had expected it to happen more gradually as you eventually realized how little the two of you really had in common, but I guess with this new… mature body, it kind’a came to you all at once.”

Spike pondered for a moment, what Twilight said made as much sense as anything. His affection for Rarity had only ever been an impulse, in his young eyes she had seemed so beautiful and classy, but as he considered how she would deflate into a sobbing, overly-dramatic, mess at the littlest things, which he had known about, but never really noticed until now, she somehow seemed like a mistake that spike didn’t want to make. Spike would honestly take another one of Twilight’s crazy periods over Rarity’s pity-parties.

Really all that Spike and Rarity had ever had in common was gems, She could find them but never wanted to dirty her hooves in getting them, and Spike was willing to dig them up as long as he got to eat a few. It wasn’t too much different from being Twilight’s number-one assistant… except, it felt a lot more normal to be around Twilight… and Twilight was usually more responsive to his feelings… and, well there were a lot of ways that being Twilight’s number-one assistant was better than being Rarity’s shovel. Not that Spike had really thought of it quite that way… that is, until now.

“D-do you think I need to talk to her about it?” Spike asked.

“You mean like a break up?” Twilight asked rhetorically, “You two were never together so I don’t think it counts. If she gets curious about the new you, you can just tell her “no” but other than that, I wouldn’t go out of your way to tell her you lost interest in her.”

Spike realized Twilight was right that he and Rarity had never really been an item. And going thru the process of explaining that he no longer felt like doing what he had fantasized about with her would only get awkward.

“You’re probably right… as usual.” Spike interjected.

“Isn’t that why you love me though?” Twilight froze where she stood. The knee-jerk sass had crossed her lips before the proverbial filter that separated private thoughts from broadcast ones could catch it.

“…That, and because you’re cute” Spike said, catching his own knee-jerk sass after it was too late to take it back.

The two stared at each other, blush creeping into both his cheeks and hers. Spike took two steps towards Twilight before realizing he was doing it.

“Um… research!” Twilight blurted disrupting the silent trance. “W-we should be doing research on how to turn everypony back to normal.”

“Oh… right!” Spike agreed as he rushed off to gather books. Books on Spell Crafting, Manna Coefficients, Runic Balance, Ethirum Flow, and… a Mares’ Sexual Health?

‘How did that get in there?’ Spike wondered. As he rushed to put the book back, he glanced at Twilight, taking in her new form.

Her legs were gracefully curved, the muscles blending seamlessly with her wide and supple new flank. Spike could only assume that her new proportions were what stallions meant when they referred to “birthing hips” among other obscure descriptions of proportion. Twilight’s core was physically fit, not empty like Rarity’s but not as toned as Apple Jack’s or Rainbow Dash’s nor was it bloated like Misses Cake’s. It seemed, to Spike at least, that Twilight’s stomach and back were the perfect balance between muscle, fat, and bone structure.

Rising up her form, Spike now came to the newest addition to her body, Twilight’s breasts. Spike had never really seen the likes of these anatomical structures before, most mares didn’t develop anything like them until they became pregnant, and when they did they were in a much different place. But the new design of everyone’s bodies made them a permanent fixture on a Mare’s chest. Few mares had been as blessed as Twilight though, her breasts hung like large oblong melons on her chest coming to a soft point at the nubs that spike could only assume were the nipples, Twilight’s coat concealed them well enough, but Spike’s mind could fill in the blanks. By the perky way they bounced as Twilight walked Spike could only assume they were soft to the touch.

And last but far from the least was Twilight’s face, it was alien compared to what it had been, but the soft contour of her cheeks and chin still appealed to him. And her eyes, those brilliant purple circles that outshone any amethyst, the same eyes that had welcomed him into this world when he hatched now seemed to beckon him into an unseen embrace. And her lips, a slightly darker hue of lavender than her coat, and presumably the skin beneath it. Twilight’s lips were nearly as bewitching as her eyes, soft and plump and full of color. Spike found himself licking and biting at his own lips at the thought of tasting hers.

It was at this moment Spike had to derail this train of thought. It was immoral, wasn’t it? Twilight had been with him sense the day he hatched. Even if she wasn’t a substitute mother to him, she was at the very least a caring big sister… except, she wasn’t. True, Twilight took care of him, providing food, shelter, and advice whenever he needed. Spike repaid these with dedicated service, undying loyalty, and no shortage of his own advice as he thought of it now. In truth Spike’s station was closer to that of a servant, but a servant who was treated as an equal by his mistress. Spike looked at the book in his hand, maybe it wouldn’t be a bad thing for him to do his own research on this subject later.

Spike rushed to bring Twilight her books. She had gathered a few of her own and sat down at her desk. Spike set the books he had gathered for her down next to the desk, and she thanked him with a smile. He responded in kind and tossed up a purely for-laughs salute as he rushed back to get more.

Twilight reveled in her research; let earth-ponies have their super-strength and pegasai their flight, Twilight had her mind. And she had solved more problems with it than anyone else she knew… true, when she tried to use her magical prowess as a shortcut for real problem-solving it tended to blow up in her face, but this was different. This time she had a defined magical problem to solve and she was looking for a way to either reverse it, or counter it. And with her brilliant mind and faithful Number-One-Assistant she would. At the thought of Spike, Twilight cast an unassuming glance in his direction. His proud stance only highlighting the muscles underneath his scales, his tale casually swayed from side to side as he collected books.

She had been taken in by his form twice already, once while she was getting a grip on their situation, and again when she made that verbal slip at the town meeting. His new form was strange when compared to what it had been, and yet, what Twilight found even stranger was the fact that she found herself drawn to him now. While his face was nothing like what a dragon or pony’s face should look like, Twilight found it hansom, especially his brilliant emerald green eyes. His strong muscular chest, again unlike anything she would normally be attracted to, was attractive as well.

Twilight tried to reason that it was a sign of strength, and perhaps some baser part of her was trying to select a mate with traits she lacked. The thought of mating with Spike made her stop, she couldn’t really be thinking of doing such a perverse thing, could she? Spike had grown up with her; he was like a little brother, or even a son to her. …Accept really, he wasn’t. She hadn’t really raised him being only a foal herself at the time, and her parents had never really adopted Spike, so he was in no technical or biological sense a part of her family. …accept he was, Twilight found it difficult to imagine life without Spike. He had been there for her through her entire time studying at Celestia’s School for Gifted Unicorns, her arrival in Ponyvill, some disastrous panic-attack fueled misspells, battles with Nightmare Moon, Discord, and Queen Chrysalis, and even delivered the finishing blow against King Sombra when she couldn’t.

If Twilight had to pick a “best Friend”, rather than elevate one of the other five element bearers above the others, Twilight would have to say that Spike was her best friend. He belonged with her, and while she would never force him to stay with her forever, in some small part of her, she always hoped he would. And now that small part was being justified by this handsome drake gathering books for her with a grin on his face and presumably a song in his heart.

Twilight suddenly remembered something that her sister-in-law Cadence had told her on the subject; infatuation happens to everyone, real love takes both attraction and a best friend. Twilight began to consider the unimaginable; she was in love with spike.

Author's Note

Well, I'm getting there. The juicer stuff won't be until the last chapter, which is almost done. Until I do get it up, enjoy the first three chapters. Also I apologies for any MLP:FIM terms I may have miss spelled, I am new to writing for this fandom.

That's the last of what I have to say here, thanks for reading, and stay pony my friends.