“I promise, Spike! You’ll get out of your funk in no! Time! Flat!!!” Pinkie exclaimed in the middle of the cement path next to the beach. Other resort-goers and even locals gave her an odd smile and went on their way…

But the one who mattered was still in a dazed state.

Pinkie looked at Spike and grabbed his hand, making him look at her. She smiled brightly and pulled him along, she refused to feel down now! She was a tough nut to crack, even the author thought so! She’d been in dire straits before and even dealt with funless ponies that came around. He cared about Spike deeply and knew she could turn his mood around if she put her heart into it!

...she hoped and recalled the night before.

Through sheer force of luck, Pinkie was first up, a crack game of drawing straws set the order.

Twilight let out an unsatisfied sighed. “I wanted to go first...that always seems to be the way things go right?”

Pinkie smiled. “It’s just luck that's all.” Pinkie had a pep in her step that shocked the others. She looked confident.

“Do ya reckon ya can git Spike out of his funk?” Applejack looked at the bouncing puff ball before she turned to her cowgirl friend and her ears fell flat on her head. “Oh…”

“But!” She grinned. “I’m going to try my darndest! I'm giving Spikey the best date he ever had, though I will hold back, I don’t have all my supplies with me.” She held her chin and lost herself in thought planning out their date.

“A better question is, will he put up a fight?” Rainbow looked at them all and they collectively glared at her. “What? I mean sure he hasn't been violent or yelled since it happened but…”

“Our little Spike has been a little emotional in the past but he’d never lash out at somepony, not when he’s like this.” Rarity combed through her hair slowly. “I think all he needs is that push Trixie talked about. These dates are a perfect idea...though I’m still not certain what we should do…”

All the girls agreed with that. Pinkie on the other hand.

“Oh, I have so much planned! This city has everything! They even have that little store you see in the middle of two bigger stores that you never really look at but one day you decide to go in and the food they have there is really good!” She got her usual looks from the girls and gave a sheepish grin in return.

Sunset stood up from the floor and patted Pinkie on the back. “Give it your best shot. Spike is sure to appreciate it.”

At first getting him out of his room was a little hard but once she convinced him to get some fresh air it was easy from there, though she hadn’t needed to convince Spike to put on clothes, a simple pair of purple short and a black and white jacket was all he needed, scales and all that. Spike, even in his autopilot, was captivated by how beautiful everything was. Pinkie wrapped her arm around Spike’s eliciting a look at her at last. She had on a cotton white shirt that was kept in place by the strings lined up the back, a pair of light blue jean shorts, and wrapped around her waist a blue, yellow and pink long-sleeved crop jacket.

He realized he was staring and looked away pretty quick. Pinkie caught on that he was feeling some kind of way and held him closer. “Come on Spikey there’s so much to do! So many things to see!” She felt like breaking into song but held back for obvious reasons.

Spike gave her a little nod of his head and she pulled him along. Her feelings were not lost on the drake...but something was making his spirit wither. He knew that sitting in his room wouldn’t fix anything, but it was like he had no energy.

Pinkie pulled Spike to quite a few places during their run of the morning. They went out to eat a big breakfast, took in a lot of the beach and the passersby. There were ponies and griffons, even a dragon or two, Spike found it kind of impressive at the least, he got a wave from a dragon and, who he assumed to be, his coltfriend, seeing as where his hand was, and just thought back on himself and where he was from. HIs deep thought got a look from Pinkie.

“Spike? Whatcha thinkin’ bout?” He looked at her smiling face and gave a dry chuckle.

“Pony Dragon stuff.” She blinked and Spike looked back out to the beach. “Growing up in Ponyville...I’d stop considering myself a dragon a long time ago...but now? I’d like to think I’m a dragon. Want to know why?”

Pinkie nodded quickly. “Because it doesn’t really matter.” This got a tilt of the head from his pink friend. “Dragon, pony, draconequus, it doesn’t really matter...we all can smile, we’ve got good days...and really bad days.” He looked at his hands and felt a sudden weight on his head as he looked up at Pinkie Pie laying herself on his head, matting down his spines.

“But that’s what I like about Ponyville! So many different ponies, so many experiences yet to be discovered!” She looked down at him and grinned from ear to ear. “And so many friends to make!”

Spike smiled a bit. “Leave it to Pinkie to turn my reflecting into a talk about friends...though you're not wrong. I guess that’s what amazing about you Pinkie. You see the best in everypony, pony or otherwise. I really do love that about you.”
If he could see Pinkie’s face he’d be confused on rather to be concerned or to find her cute. A messy, wide smile was on her face, a bright tint of red covered her cheeks and her tail was having spasms. ‘He said love, he said love, he said love, ohmygooglymogglyhesaidlove!!!’ Pinkie was shaken out of her state of pure bliss when Spike stood up on his own. “But...I wish I could do what you do. Find the best in things, no matter how dower...I…” Pinkie watched in horror as his face became downcast, right back to square one.

Pinkie bit back the urge to take him back to the hotel and grabbed his hand. “C-come on Spike! T-The day has only just begun! Come on let's, um, go check out the town!”

She pulled him along and he complied, though without much in the way of words. Pinkie had to make Spike feel better and she would!

As the day rolled on Pinkie frantically did things she hoped would cheer Spike up. From restaurants to a large carnival, but something always seemed to go wrong. From something being broken to just not being where it said it would be, to overall being an awful experience. Pinkie’s confidence had taken quite the dip, but she hadn’t given up yet, there was still her trump card...the one she forgot to tell him about.

She froze in place while pulling Spike along. She forgot! She quickly pulled a watch from her pocket and looked at the time and gave a ragged sigh of relief. “Thank goodness, I don’t even want to think about what would have happened if we didn’t show.”

At this point, Spike, who, while not as bad as before, was still not feeling it but had still been listening to Pinkie. “Show for what? Are we catching a movie or something?”

Pinkie’s tail stood straight as she let go of Spike’s hand and looked at him sheepishly.

She had his full attention.

He’d seen it when she gave alcohol mixed chocolates to Cheerilee for the bake sale.

He’d seen it when she used that weird pool to make hundreds of herself.

He’d seen it when half the town was covered in whip cream and Discord was legitimately shocked by the event.

He’d seen it when he woke up and found a girder stuck between his legs and a hole is the roof of his room.

She knew she was in trouble, for what? He hoped he wanted to know.

“What is it?” Spike asked tentatively hoping that it wouldn’t be anything town threatening.

“Um...I may or may not have, in my haste to think of ideas to help you feel better, remembered you’re really good at playing the piano.”

“And?”

“And I may or may not happen to know somepony in the area that owns a pretty nice diner where they let talented customers play music if they can.”

“And???”

“And this pony may or may not have a music contest...that she’s holding tonight...one that I entered you in.” She looked at him sheepishly. “At least I told you before we got to the diner…”

Spike’s eyes hadn’t been so open in months, it was a little irritating to be honest, as he stared at the pink pony before him. “You...I...when did you...why would you…” He held his face and went silent.

Pinkie shrunk into herself fearing the worst until she heard something that made her so happy she forgot that she might be in trouble.

It’d been such a long time that hearing it made her grin as wide as her face could handle.

“Ha...hahaha...Hahaahahaha!!!!!” Spike let out a burst of laughter and held his stomach. He hadn’t smiled this hard in a long time.

Pinkie for her part was bouncing up and down and waited for Spike’s laughing fit to end. “I- heh- I guess...if anything was going to get me it’d be one of your ideas.” He smiled at the puffball as she hugged him tightly. “You scared me you know. I thought you’d called over the entire dragon empire to party or something.” He wrapped his arms around her and smiled. An honest smile, and a sigh of relief.

“Nah! We can wait until we get back to Ponyville for that.” She pulled back a bit and grinned at him.
The bad feeling rose and Spike just laughed it off.

“Pinkie you are so...you.” He hugged her tight and let her go as he put his hands on his sides. “So? What’s this about a music contest Miss Impatient.”

Pinkie for her part gave a sheepish look. “I just thought you’d feel better if you did something you liked…” She was cute in her way of trying to not get in trouble.

Spike for his part just scratched his head. “I wish I knew, I would have written something up. Guess I’ll just play something that comes to mind. Maybe I’ll figure it out when I see the piano.”

Pinkie stood up. “You’re not mad?”

He smiled at his pink friend and his tail reached around and the spade lightly tapped her on the leg. “Not anymore. You’re forgiven. Come on, let's head to this place.”

Pinkie looked at his tail and then up at him and smiled her usual goofy smile. “Okay!!” She wrapped her arms around Spike’s and pulled the drake along as he laughed being dragged along behind her.

After a while, they reached a cozy diner with a glowing billboard that said ‘Rose’s Are Redd’. Outside was a paper that read ‘Musically inclined? Come in and play. The best of the best get a wonderful cash prize.’ They went inside and it was clear that it was a music-themed diner. Guitars, trumpets and other instruments on the walls, there was even a jukebox. Spike focused in on the piano and the drum set next to it. “Well, I know what I’m playing at least.” He stepped in with Pinkie and looked at the counter, only to pause and to look more up.

Filling Spike’s view was a tall minotaur, he wondered how he fit through the door, he was a dark greenish-gray and one of his horns was sheared down. The minotaur looked at Spike, gave him a look over and went back to cleaning the glass in his hand. Spike looked elsewhere and found a lot of ponies, griffons and even a few changelings around. “Are they all here for the music contest?”

“You’d right. For the most part, the rest are here for a good show.” Spike blinked and turned to face a mare, she was a bright red and her dark maroon mane and tail were in rose buns. She wasn’t too tall though, but she exuded this air of ‘I’m the boss’. “A nice showing this year round. Better than last year, right hun?” She looked to the minotaur who nodded and went to arrange plates and glasses. “So? You Spike?”

“That’s me. How’d you know?” Spike looked at Pinkie who was conversing with some of the patrons.

“That lass over there told me to look out for a purple and green dragon. She also said you know your way around a piano?” She gave him look.

“I did teach a class to play for a performance once…” Spike shrugged. He liked to play that was it, whether he was good at it was up to the listeners.

“Humble. I like that in a dragon. You’re going up pretty late so grab a bite to eat first or something.” She walked past and smiled at him. “Name’s Redd by the way.”

Spike felt like he’d heard that name before but shrugged and walked over to Pinkie and the table she’d been sitting at. “She’s nice.”

“Yeah! She even let me sign you up without your permission...sorry about that by the way.” She smiled nervously and Spike waved his hand. “So what are you going to play?”

“I’m not sure yet. I might pull something old school for sure though. There’s a lot to choose from…” While Spike was in thought Pinkie ordered a pair of hayburgers for them, extra gems on Spike’s.

“By the way?” Spike looked up as he pulled his fingers from his chin. “What made you start playing?”

Spike thought for a moment. “Piano or music in general?”

Pinkie giggled and leaned her arms on the table. “As long as I’ve known you, you’ve always been so good at playing music. Did somepony teach you?”

“Shockingly? No. Well, not directly I didn’t get taught.” Pinkie tilted her head and Spike smiled. “See as a kid I was so bored. Twilight was always studying and my mom as well, the princess of the sun. So I had to find something to do, so one day while I was wandering around I heard something. Music. I heard somepony playing piano and another playing drum. I peeked in through a crack in the doors and there were two stallions laughing and joking as they were playing the instruments. I still remember it all clear to this day.”

“Oho! So what happened next?” An older stallion that was on the drums was built tall with a tough looking body laughed at the other that was sitting at the piano.

“Things didn’t go as planned. You should have seen her face when I said I was into men.” They both roared out in laughter and started playing a bit more. “She looked furious like I had insulted her family line.” This stallion was thinner than the other and was wearing glasses and a doctor’s outfit.

“Must have hurt the poor thing’s ego.” He waved the sticks in his hands across the drums making a sound that was pulling in the eavesdropper until he was within sight. “Hmm? You there. What are you doing here?”

The poor thing was lost in thought and being called out made him go into flight mode, hitting his head on the door. He fell on his bottom and tears welled up in his eyes as he tried to stay strong.

“Now look what you’ve done. It’s okay, you’re not in trouble.” The thinner stallion had gotten up from the piano and helped the poor drake up. “You must be Spike. Everypony’s heard of Celestia’s newly adopted son.”

“Oh shoot you’re right! That’s my a-” The taller stallion was punched in the shoulder. “I mean uh...s-so what brings you here kid?”

Spike wiped his eyes. “I-I heard music...I thought it sounded nice...sorry…”

“No it’s fine. So you like music? Hey, Diligence? Why don’t we play for him? You know the one from when we were kids?”

“When we were kids? Oh, you mean ‘that’ song! Sure why not Fragrant, it's been years.”

The two led Spike to a seat and sat down. “Ready?”

“One, two-”

“It was the most amazing thing I’d ever heard. They played for me and I started trying to play with them with an air piano and drums. They asked me to try and I got a few keys right without ever playing it before. They were shocked and decided to come back and play for me some more. After a while, I just learned how to play, ever since I’ve been reading music sheets and figuring it out as I go.” Spike smiled at the memory and tapped his fingers on the table before him.
“Wowie! I had no idea.” Pinkie gave Spike a wide grin. “If you were a pony do you think your cutiemark would be music related?”

Spike shrugged. “Not sure. I like playing music, but helping Twilight out has always been what made me happy. Music and dancing were just things that helped me feel less bored when I was done and couldn’t go out.”

“But you still love music right?” Pinkie smiled at him softly and he nodded. “A pen with a music note!”

“Already deciding for me huh?”

“Yuppers!” Pinkie bounced a bit and Spike just laughed.

Their food came and they held out for a bit until the contest started. There were about fifteen other contestants besides Spike. And he was next to last from the look on the list.

Redd got up on the little stage that held the piano and drum set. “Okay, all you lyrically inclined. A few ground rules. Rap is nice and stuff, but if you ain’t playing an instrument, don’t bother coming up.” A changeling near the door blinked and put groaned into himself. “You’ve got freedom on what you play, but you all get one song each. No copyin. No hecklin either. Or my hubby will see you out the door.” The Minotaur at the counter huffed and went back to washing some dirty plates. “There will be a winner, second, and third place. Third place gets a week of free meals, breakfast, lunch, and dinner. Second place gets a special little item. First place gets a house pool from the last couple of months.” She pulled a jar of bits and cash from behind a case. “There’s a couple hundred in here so it's not chump change.”

With Redd waiting for a bit of commotion to go off she called up the first to play. Spike and Pinkie listened in as they began to play. And with every pony, griffon or changeling that came up afterward Pinkie’s anxiety shot up.

They were all so good. How weren’t any of these guys professionals in the music business?

As Spike’s number was coming up she looked over and he wasn’t even bothered. He seemed to be tapping his fingers to something. Pinkie wanted to ask him what he was doing but she found it hard to call out while everypony around them was enjoying themselves.

She was so worried that Spike would lose and go into a depression again. She just got him to smile again, the last thing she wanted was for him to feel down again.

And suddenly it was Spike’s turn.

He stood up and took a breath before going up only to be grabbed by Pinkie. “S-Spike? M-maybe this was a bad idea…” Pinkie’s fear of seeing Spike like that again...it was too much. But Spike merely grabbed her hands.

“Pinkie. I want you to be looking at me when I play.” She tilted her head but Spike’s smile kept her from speaking as she felt a tight grip on her heart.

Spike walked up to the piano and apologized to Redd. The mare smiled a bit. “Once more. Spike on piano. Let’s see what he’s got.”

Spike took a deep breath and slowly let it out. He cracked his fingers and made sure the piano was tuned properly. He smiled towards the crowd and Pinkie blinked at him. She never did get an answer to what he was going to play.

A sudden sound of the low notes on a piano being played hit the patron’s and contestant’s ears. Spike’s immediate playing caught them off guard and at first, they couldn’t tell what he was playing as his fingers glided across the piano without a moment’s hesitation. Every note built up into a wonderful sound until finally, they could begin to hear exactly what the dragon was playing.

Redd off to the side smiled. “My Favorite Things. Kid’s got good taste.”

Spike played and everyone immediately picked up on the tune. They were captivated by how it was different but similar, it had a kind of flare that made it more fast paced but it kept the slow meaningfulness that led the original and its lyrics. Spike would repeatedly raise his head and close his eyes, shocking the crowd more as he continued to play seamlessly.

Pinkie knew he could play, he was pretty good, but this? This was different from normal. He was at his A-game. Playing his heart out to the crowd and drawing them in. He would look over at the crowd every now and then and his eyes had a spark in them she hardly saw in the dragon, he rarely got to shine like this. He was in a world that he was comfortable in.

And then she started to think.

‘Does Spike belong in a place like this? Is he happy with us?’

“Would he be this happy if I asked him to play for me alone?”

Pinkie jumped at the words and looked around for the culprit, she paused and put her hand on her chest. They came from her. Pinkie for all her friendliness and hyperactiveness could count on one hand how often she ever wants to monopolize the attention of any one pony. In that moment she wanted Spike to herself, she wanted to see him play with the same confidence and skill for her. As she was on the verge of tearing herself apart in her mind when she looked up and her eyes locked with Spike’s. They two stared at each other as Spike kept on playing. His fingers glide across the keys and as he played, it felt like everything around them had vanished.

There was only the two of them.

Spike and Pinkie were here and that was all that mattered.

Pinkie’s heart almost leaped out of her chest, egging her on, trying to work her into getting up and embracing the dragon but she settled herself down.

Spike was playing for her, it would be rude to interrupt.

Slowly the end of the song was rounding the corner. He continued to lock eyes but looked away to deliver a coup de grace his fingers moving faster and faster with every motion until he finally glided across the keyboard and held onto the final key letting it ring out before slowly removing his hand, the song echoing into the night.

Spike stood up and bowed, receiving a loud uproar of clapping. He stood up tall and proud and looked to Pinkie as she clapped whilst standing as tall as she could with the biggest smile on her face.

Redd walked over and patted the dragon’s shoulder. “Got to admit. That was something else. You’ve got a talent. Alright then, let’s see how the next one handles that!” Spike stepped down and walked over to Pinke, who hugged him as tight as she could getting a pat on the back from Spike.

“That was amazing!” Pinkie and Spike sat down as the next contestant set up. “I could barely hold myself down. I wanted to run up and sing along!”

“Do you even know the words?”

“I would have come up with something.” Pinkie smiled and turned to the stage as the griffon that stood there with a guitar in hand bowed to the crowd before putting her hands on the instrument.

Pinkie wasn’t sure how to feel about this. Spike had played his best but...but…

“Second place!? That pony barely played better than the others!” Pinkie and Spike were sat at their table, Redd had asked them to hold on a moment after the winners were announced.

“It’s not a big deal. I thought it was going to be the changeling with the guitar myself. He was pretty impressive. Besides I didn’t play to win. I was playing to have fun.” Spike cooled Pinkie off by holding her hands, well cooled her rage, now she was blushing.

Redd and her husband walked over and handed Spike a paper. “You did well out there Spike. Here.”

Spike took the paper and looked it over before his eyes bulged out of their sockets. He quickly turned and pointed at Redd. “SCARLET ROSES!!!”

Pinkie blinked and laughed a bit. “Oh yeah, I never introduced you.”

Spike gave Pinkie an almost scared look. “Scarlet Roses is the most well known classical pianist in the world, only retiring after she got married two years ago. Of course, I know her!!” Spike bowed his head. “I am not worthy.”

Redd, or Scarlet, laughed and patted his head. “Relax kid. I gave up the showbiz a while ago. I just like putting together little things like this to keep my music fix from branching too far. Anywho, finish reading would ya?”
Spike nodded and read the rest of the paper to himself.

“So what’s on it?” Pinkie tried to peer over it to read before Spike smiled to himself and folded it up.

“Thank you but...I can’t.”

Scarlet smiled and raised an eyebrow. “You can’t? Or you won’t? There’s a difference.”

“I won’t then, I’ve got something much more important keeping me at home. Sorry.” Spike stood up and handed it back to her.

“No problem. I kind of felt like you’d be that way. You’re like me.” She grabbed her husband’s hand and the minotaur’s face flushed red. “It’s what’s important, before what you want.” She pulled him down with a tug and kissed his cheek. Her husband stayed down at her level and covered his face. “A cutie-pie ain’t he? Make sure you grasp what’s important as tight as you can. Then never let go.” Spike nodded and he got up, pulling out a bit of money down for their meal at first. “No need. It’s on the house. Don’t get to hear that song very often.”

Spike smiled and motioned for Pinkie to get up. She stood and they both thanked Scarlet.

Once outside Spike stretched. “Man, that felt great.”

“Spike?”

Spike turned and Pinkie was in his face. She wasn’t happy. “What was on the paper.” Not so much a question as more an order.

“Oh, well it was an...offer to join her company. A group of pianists that keep the classical arts alive by performing across the world. No big deal.” Spike laughed nervously.

“No big deal!? That sounds like a super big deal!” Pinkie backed up and let Spike have some of his own air again. “Why would you turn that down? I thought you-”

“I like playing music. But what I love,” He smiled and grabbed Pinkie’s hands. “Are you and the girls. My life in Ponyville. The adventures we’ve had. The fun times that are in the future. There isn’t anything in the wide world that’s more important to me.” Spike smiled and Pinkie blushed furiously. He had a way of doing that.

“But why was that second place?” It didn’t make sense why an opportunity to join something so big was placed under a couple hundred bits.

“Maybe she was going to give it to whoever she thought deserved it? Not sure.” Spike let her hands go and put his hands in his pockets. “Whatever the case...today was fun. A lot of fun. Thanks, Pinkie.” Spike grinned at her and Pinkie smiled and wiped a tear away before grabbing Spike’s arm.

“No problem! Come on! Let’s go look around a bit more before it gets too-”

“Woah, dude! Look at those knockers!”

Spike and Pinkie froze as a pair of much taller pegasi point at Pinkie, or more pointedly, her chest.

“Man those things are huge! What size do you reckon they are?”

“Too big man. Bet you she doesn’t have a bra on.”

“She looks the type. Hey, girl are those things real?”

Spike at this point was contemplating trying out roasted pony wings, but he froze when he felt Pinkie squeezing his arm. He looked at her and she shook her head. “It’s okay Spike. Just ignore these big meanies.” She said that, but she was flushed a sickening purple. Spike glared at the two but they openly ignored him and got closer.

“Come on babe. We’re only teasing. You know being bold. Chicks dig bold.”

“They also dig when you’re not a donkey’s ass.”

One of the stallions glared a Spike who was less than intimidated, punks like them were a dime a dozen.

“Tiny here thinks he’s hot stuff.” The stallion smirked.

“Oh, a heat joke, how original.” Spike rolled his eyes.

“Look here scaley. Why don’t you run off back to mommy and let us show the sweetheart here a good time.” The other stallion reached around to grab Pinkie, only to get his hand slapped by a tail.

“Don’t. Touch.” Spike’s eyes glowed a faint green that the night intensified.

The two backed away and one grit his teeth.

Spike blew a tiny fire out his mouth, warning them to get lost.

Feeling intimidated by someone shorter than him seemed to hurt the stallions feelings. “W-what are you gonna do? Spit fire at us!?”

Spit fire.

Spit fire.

Spit fire.

“Or what!? You’ll spit fire at me? You’re more of a mouse than a dragon!”

Spike froze and his pupils dilated for a moment, he grit his teeth as fire began to make its way through cracks it could find. He moved from Pinkie Pie and bore his glowing green eyes into the two stallions.

Every instinct they had told them to get out of town as quickly as possible but they were frozen solid. Spike stepped forward slowly, grasping at his head before he snarled at them and grunted through his teeth.

“Leave.”

They two took off into the sky and were gone in seconds. Spike for his part had moved as quickly as possible to put distance between himself and anyone else as possible. Behind him Pinkie had gone into shock, she saw Spike’s face fill with a rage she had never seen. But being scared could wait! Pinkie shook her head and ran after Spike. The purple dragon slowly made his way down an alleyway and had fallen to his knees a ways inside.

Pinkie ran over and stopped just behind him and swallowed the last of her apprehension. She steeled herself and touched Spike’s shoulders. But he didn’t move. She kneeled down and got a good look at his face and immediately threw her arms around him.

He was pale. His colors themselves seemed muted.

“Spike! Spike, please look at me!” Pinkie shook and hugged him but he had retreated into himself. He felt cold, the fire in his stomach going out. Everything was going so great! He had been happy! They were just laughing together. But now? She didn’t know what to do.

What could she do?

Was there a way to fix this?

To get Spike out of this?

A way to help him?

What could possibly-

She looked down. She didn’t have any better ideas.

“Spike look at me.” He didn’t move.

“Spike I mean it! Look at me Spike right now!” The frills on the sides of his head twitched.

“Spike The Dragon look at me this instant.” He slowly raised his head and looked over to the voice.

…

Soft.

Round.

Pink.

Spike’s eyes shot open and his mind took a moment to analyze the situation. He had just retreated into himself after being sorely reminded of something, that comes later. What was important was whatever his face was currently surrounded by.

Two large and incredibly soft mounds had almost completely surrounded his head. He felt the warmth of another pony surround him and he almost felt a feeling of sleep overcome him. He looked up slowly and saw the face of a blushing Pinkie Pie.

“Feel better?’

Spike proceeded to jump back out of the embrace and slammed his head into the wall behind him. He felt his head a bit and looked up, his face turning the deepest shade of purple. “P-P-P-Pinkie! Where is your shirt!?”

Pinkie looked down and smiled at Spike. “Why I took it off silly.” Pinkie smiled and Spike’s eyes focused on her chest. Her breasts were impressive. He was certain that they were a pair of the largest breasts he’d seen on a normal mare. Large but perky, with large dark pink nipples, Pinkie’s breasts bounced as she moved, closer to Spike.

Spike tried to retreat into the wall. “W-Why!? Why did you take your shirt off!?” Not that he minded. He proceeded to shake his head, trying to erase the thought.

“Well.” She sat in front of Spike and grabbed her own breasts, pushing them up, making Spike’s heart rate shoot up. “I felt kind of desperate and I figured. My girls started it.” She smiled at him with a light blush. “They could solve it.”

Spike blinked and covered his face with a stupid smile crossed his face. “W-what, how? I-I just-” Spike could barely talk through his laughter.

“Did they feel nice?”

Spike gave Pinkie a shocked glare as his face flushed yet again.

“Well? Did they?” Pinkie wiggled her eyebrows at the dragon.

Spike looked away. “......yes…” He was assaulted by another hug, with his face resting snuggly between her breasts. “Pinkie!?” He was about to pry himself from the hold when he felt her shaking. “Pinkie?”

“I-I’m so sorry Spike...I just...it was all going great!” She looked down at him as tears threatened in her eyes. “I saw you happy again. And then it all just…” She slid down to sit on his lap and looked away. “Went wrong.”

Spike looked at her for a moment and raised his hand to her face, wiping the tears that had appeared from her eyes. “Thanks, Ponks.”

Pinkie sputtered for a moment and giggled. “Ponks. Heeheehee.” She looked at Spike and the two smiled at each other and laughed a bit.

“This reminds me of my 18th birthday. You know when you jumped out of that giant pie?”

“I will always stick to my reasoning. If I wore clothes they would just get dirty! Besides I was covered in deliciousness.” Pinkie gave Spike a sultry look causing the dragon to blush. “Too bad you never got a taste.” A wide grin spread on her face.

“Yeah well, you did pop out in front of Twilight and the princesses. I was actually more shocked at how long it took for her to teleport you.” Spike chuckled and looked at Pinkie as she went into a giggling fit. She was always so happy, but only recently did he realize she hadn’t been smiling as much or as wide as usual. He knew that he shouldn’t be feeling the way he does, but there was something gnawing at him. Pulling him down into a deep feeling of despair, but when he sat here with Pinkie in his lap, missing her shirt and giggling like it wasn’t a big deal, he didn’t feel it anymore.

Pinkie looked at Spike and tilted her head. “Spikey? What’s wrong?”

Spike looked into Pinkie’s eyes. “You mean besides that you have your bare breasts pressed against me?” Pinkie blushed rather hard. Being called out was a different matter it seemed. “I keep thinking about all the fun times we’ve had together. All the jokes and parties. All the craziness and wild times. And every time I remember you smiling as wide as you could. I love that about you. I love how positive and bubbly you are. No matter what, a wide smile is never far from your face. And I was always a little jealous of that. I wanted to be like you. To be able to find the fun in any situation.” He smiled a toothy grin. “I guess I just love how you’re just so you.”

Pinkie’s face was a new shade of red he hadn’t seen before and she stammered to say anything. Spike gave her a mischievous grin. “What’s wrong? Can dish it out, but not take it? I love you Pinkie Pie.” Spike sung out and Pinkie gave him an adorable pout making him laugh aloud.

Pinkie watched Spike laugh and a feeling she got before came up. “Spike?”

Spike stopped his laughter and looked at her. “When you were playing...and the crowd was cheering for you. You looked so happy...would you…” She fiddled with her hair and looked away. “Would you have been that happy if you were...playing for just me alone?”

“Of course I would have!” The sudden answer shocked her. “Who do you think I was playing for? Sure I was excited with a crowd listening in, but I was playing for you Pinkie.”

She thought back to how they had locked eyes and then it clicked. “Oooohhhhhh... “ Spike laughed a bit. “Wow, I feel silly now.”

“If it makes you feel better, how about when we have a day to ourselves, I’ll play as many songs as you like?” Spike rested his hands on her legs and Pinkie gasped.

“Really!? Yay!” Pinkie threw her arms out and Spike watched in awe as her breasts jiggled about.

“Those are really impressive.” Spike didn’t manage to catch that one.

“Mama is proud of her girls!” Pinkie pushed her arms against her breasts, making them push out more into Spike’s face.

Spike’s eyes were filled with them and he couldn't help but stare.

After a moment Pinkie properly straddled his lap getting a scared look out of the dragon. “Do you...want to touch them?”

Spike’s mind worked into overdrive trying to come up with a reason to say no.

“...maybe…”

Pinkie smiled as Spike’s eyes went wide. “I-!”

“It’s okay Spike. I mean, do you think I’d take these out for just anypony? It’s because it’s you that I’m alright with it.” She took his hand and held it up with both of hers. Spike was frozen, trapped in her gaze as she brought his hand to her breast slowly. She let out a sharp breath and her face flushed a dark red. “I-it’s different when somepony else touches them…”

Spike swallowed the lump his throat and finally worked his hand, grabbing her breast carefully, his fingers sinking into her. She gasped out as her breast molded at his touch, the pit of her stomach heating up. Spike raised his other hand and grasped her free breast, he slowly began to massage her. Her moans and gasps spurred him on, he got a little rougher and squeezed her breasts, massaging them a little harder. Pinkie tried to keep her voice down but Spike knew what he was doing, between how delicately, but roughly he massages her breasts, and how he’d rub and tease her nipples, she could barely speak.

“A-Ahhn...S-Spike…” Pinkie managed to get out as Spike groped her breasts roughly before stopping and looking up at her. They looked at one another and Spike smiled with a playful look in his eyes. Pinkie was a bit confused but her eyes bugged out when Spike’s long, forked tongue slid out of his mouth, it was longer then she remembered and that scared her. “S-Sp-Spike?” He smiled and began to roughly massages her breasts, Pinkie bit her lip and moaned out a bit before her eyes shot open as a jolt of electricity ran through her chest.

Spike had a hold of one of her breasts and was licking and teasing her nipple with his tongue. She moaned and squirmed as his tongue did things she didn’t think one could, wrapping itself around her nipple and even around her breast itself as he teased her. She found the strength in her to wrap her arms around Spike and pulled the two of them closer, she could feel herself edging on control and Spike was in no better shape.

Lost in the taste and feeling of Pinkie’s body he let go of the bit of his restraint and clamps his mouth on her breast, eliciting a loud gasp from Pinkie as he carefully teased her nipple with his teeth and lick your breast roughly. Pinkie’s body jerked as every part of her ached for more, longing to be touched. She moved her hands down slowly, her control waning, she moaned out loud, she needed-

“Hey did you hear something?” Pinkie and Spike leaped out of view behind a few boxes near them.

“Like what?”

“I don’t know, guess it might’ve been a cat or somethin’.”

The two voices stopped and Pinkie and Spike stayed frozen as the hoofsteps became distant.

The two peeked out and looked at each other before bursting out into a loud laugh.

The two had fixed themselves and had made their way back to the hotel. “I thought my heart stopped back there.” Spike held his chest still reeling from the sudden shock of almost getting caught.

“It was kind of exciting!” Pinkie had on her shirt now but Spike had to make her put on her jacket. She was still pretty excited, not like he wasn’t but walking around with erect nipples would draw eyes. “Maybe we could do that again~” Pinkie gave Spike a sultry look that made him shudder.

“M-maybe some other time.” He looked to the sided a bit. “So what now?”

“Well, tomorrow one of the other girls are going to take you out.” Spike blinked and looked at her. “What did you think they were doing?”

“I don’t know...so...more dates? I...why?”

Pinkie stopped and looked at him. “Spikey! Being with you is so much fun! You always do your best for other ponies and the others think so too. We all felt hurt for you and didn’t know what to do. But being here was the best thing to do, I know it! You might not be at your best tomorrow or the day after, but we’ll all do our best.” She grabbed Spike’s hands, and before Spike could put in a word her lips met his. A sweet candy-like taste danced in his mouth as she kissed him. His eyes opened wide and he watched as Pinkie pulled back and gave a small meaningful smile. “We love you, Spike. The Spike that makes every moment we’re together so much more fun.”

Spike’s jaw worked as Pinkie let go and she started walking away. Spike shook his head and ran after her, his instincts refused to let her walk to her room alone.

After a while, they made it to Pinkie’s room. Pinkie used her key card and turned to Spike. “Today was great. I hope tomorrow can hold up!” She gave him a peck on the cheek and closed her door.

Spike rubbed his cheek and looked at his hand.

“We love you, Spike.”

He squeezed his hand tight, even as the feeling was coming back up, he could feel it being buried. He smiled to himself. Maybe this vacation...wouldn’t be so bad...

Author's Note

Long chapters ahead, mah time