"Spike!" Rarity cried through her burning blush, "Harder!"

The dragon moaned in reply, thrusting his manhood deeper into the mares tight, warm, lavender colored vagina. Glistening scales powerfully slapped against her buttocks, causing her to form to rock back and forth violently atop her creation table. Coiffing her tail high in the air to allow his velvety steel manhood to slide deeper inside her. His musky scent peppered the air, wings stretched outward and claws deeply digging into her diamond studded hips.

"Nhm, nhhmmmf! Ahhh!" Rarity screamed through clenched teeth, pleasure coursing through her like hot water. Vagina painfully throbbing with desire as she squeezed his broad member. Spike let out a roar, quivering and delivering a final forceful plow. Hot cum began to fill her, overflowing and dripping down her hind legs like molten ice cream. He kissed and nibbled her neck. She shook as he gently glided his penis backwards and forward, rotating his hips and he pushed down on her shoulders.

"Rarity!"

The dazzling white unicorn jumped. "Oh, I apologize Sweetie. I was trying to juggle my fiances of the Manehatten store post Spring Line. Now have may I help you?"

"Uh, yeah. You were going to help me and the girls set up the booth for the Summer Sun Celebration by Twilight's castle today. Remember?"

"Why yes, of course." she said, wincing at the drizzles of coral pink in the mulberry sunset. "It appears I set it off more than intended."

Sweetie Bell snarled at her, before sighing and letting her head fall. "It's okay, I know you've been busy. But we haven't been able to do this without you. I wanted to get this done before the sun set."

"And it is a whole two more days until the event darling. I understand your frustration, but I will just have to make time tomorrow. I am sure I can schedule the lunch with Applejack another day."

"I hope so." Sweetie replied, brushing her long curly hair out of her eyes, nearly obscuring the mint eye shadow she had on. The mare now stood half a hoof taller than herself, always wearing satin shirts and puffy yoga pants in contrast to her silky dresses. She briskly walked out of the Boutique, leaving Rarity alone once more.

Sighing, she continued on the sketch of a winter coat she had previously been working on. Heart heavy knowing that Sweetie Belle would probably leave the nest of her home soon. It seemed like only yesterday she was worrying about her cutie mark before getting it and blossoming into womanhood. She was set to attend college in this fall, followed by Apple Bloom.

She glanced back up at the sky, groaning as the realization of all the work that needed to be done. Allowing herself to escape back into her thoughts once more.

Rarity splayed out on her bed, show casing her thick thighs. A hot puddle gathered on her scarlet panties as she let out a giggle. A cool claw slid down her head, ending at her magenta sweater.

"Tsk tsk," Spike murmured, "What have we here?"

"Sorry Spikey Wikey, I hadn't enough time to take everything off before your return."

"This just won't do," he cooed, slipping it off on her and caressing her furry torso with one hand. Leaving a trail of kisses until he stumbled upon her nearly flat teet. Suckling on it and pulling down her panties in unison. Softly sliding in a finger into her vagina and rubbing her clitoris with his thumb, causing her to whimper.

"Do you like that?" he murmured through sucks.

"Very much," she moaned sharply inhaling as he stuck two more fingers in. "Spike, that's too much! I am too tight!"

He chuckled, smiling at her as he pulled them all out. "I know." He lowered his head into her marehood, nibbling at it before slithering his tongue into her. Thumb once again feverishly working. Twitching and starting to gasp as a grin melted onto her face.

"Wow Rairty, that really does stand out from the castle." Twilight chimed, passing the green and yellow booth. Wearing a blue kimono with her hair clipped stylishly into a bun.

"I told you," she sang, "And I am only getting started darling. It will look absolutely divine."

"I don't doubt it!"

Three other mares came cantering up with a wagon full of ribbons and sun-theme decorations- Apple Bloom pulling it. Scootalo trotted a few paces ahead, impatiently glaring backwards, no doubt eager to help Rainbow Dash at town hall. Rarity allowed her cerulean magic to grip at a paint brush covered in orange paint, highlighting the edges.

"Huh, that really is coming along gorgeous Rarity." the buttery yellow mare called. "Not that we'd expect anything less."

Sweetie Belle rolled her eyes, but cast an approving gaze towards it.

"I'll met you at the Boutique still, right?" Twilight inquired, smiling nervously.

"Of course dear, all of you. There's no way of telling where the festival will take us tomorrow, so we might as well celebrate our Friend-iversary today."

"Mmhm!" Twilight hummed, taking flight. "Spike will be along too, though be may be a little late."

"Whatever for?"

"He is overseeing the preparations for the Celebration in the DragonLands currently, though I suspect he has already started his way back."

"Ah, yes, I had almost forgotten. See you there then!"

Turning around she nearly bumped into Apple Bloom's side. Unfazed by this, she lifted a box out of their load, calling everypony over. Unveiling a large pie with strips stylized to look like a cartoonish sun. Each receiving a slice and taking generous bites, marveling at the perfection of the Apple Families trade mark apple pie.

"Do you think these'll sell well?" Apple Bloom asked coyly.

"Oh stop, they always do," Sweetie contested through a mouthful.

"Farm could use the money after the most recent disaster is all."

Scootaloo carried armfuls of decorations, hastily pinning them to the booth, a beard of crust and apple filling decorating her muzzle.

"What's the hurry now?" sighed Apple Bloom, "You know girls, we wouldn't even know each other without this here event that brought our sisters together. Including honorary."

The orange pegasi slowed guiltily. "Yeah, that's true. We still could have eventually bumped into each other, but I doubt it would be the same."

Sweetie Bell smiled calmly, looking out at the two of them. "You know, we should really do more than the annual selling of the pies to celebrate. You'd think we would seeing how connected we are- right down to the cutie mark."

Rarity chuckled at this exchange, fixing the decorations sloppily strewn around. Sadness began to well in her as she pondered how much she got to see her own friends nowadays. Sure, they still celebrated this time of year, but friendship quests had expanded to let many other ponies and creatures to do their work to the point where she seldom saw them all in the same month.

It occurred to her that tomorrow would also mark the day she met Spike, and making a light fuss over that wouldn't be seen as too odd. Feeling her pussy swell with wetness thinking about the dragon, she took a deep breath, trying to clear here mind. Taking a meditative bite out of her pie she stared out at the booth.

"Sweetie, I do apologize it is much later than I thought. You wouldn't terribly mind if I checked in later, would you?"

Sweetie Bell scrunched her muzzle with a disgusted, undignified look before groaning and smiling, "Fine, it would make more sense for me and the girls to finish this together. And thank you for the work you did Rarity, it already looks smashing."

Rarity thrursted herself up and down, coating Spike's penis with her juices.

"Faster!" he barked at her, slapping her ass.

"I'm-I'm trying!" she barley got out. Burying her front hooves deeper into his chest and thrashing her hips.

"Faster!"

"I can't" she whined, tears washing over her blush.

Digging his teeth into her neck, he pressed down slowly until she found the strength to propel and drop herself more than before. Thighs screaming with splitting pain, which he promptly slapped. She let out a scream but continued, heavily panting as sweat matted her fur. Hot cum began to flow through her, tumbling down his scales and onto the crystal floor, but she didn't dare stop. Spike jammed his member deeply into her, causing her to sharply cry out when it could go no further.

"Spike Stop! It hurts!"

Spike continued, pushing in her thighs to make the space tighter. Rarity choked on sobs and her own cum soaked them.

"I can't believe it either," Applejack drawled, "Fillies one minute, College FreshMare's the next!"

The pair tredded on the rabbit bitten trails of Sweet Apple acres. Paths of verdant trees littered their walk, the scent of ripe apples a fragrant perfume.

"Applejack?" Rarity breathed sheepishly, "Do you....? Oh heavens, forget it."

Raising an eyebrow, the orange mare in red plaid looked questionably at her.

"It's too embarrassing to ask."

Applejack furrowed her brow and cast a beady, concerned stare at her. "Rarity, you can ask me anything, don't be embarrassed."

"Yes, well it's...Do you ever get...lonely?"

"In what way?"

"You know...romantically. In an...intimate sense."

"Ooh?" the mare piped, blushing slightly,"Well now, um... I suppose so. There any cryptic message in there Rarity?"

The unicorn shook her head, "No, sorry Applejack. I didn't mean to be so invasive. It's just...been getting a little hard for me is all. Feeling alone and feeling I am alone in feeling that way."

Applejack chuckled, "Well now, ya' ain't alone in that, if that makes you feel better."

Rarity breathed, "Thank you Applejack. That makes me feel a lot better. It's been so long, you know. Has...it been long for you?"

The farm horse scrunched her muzzle and twitched her tail, "Rarity I don't know if- Yeah, it's been a long time for me too. Years."

"Me too, thank you again."

Grass under-hoof turned to gravel and dirt trails, Rarity nervously pulling up her cherry colored dress. Wind gently tugged on the twosome, cotton floating softly on the breeze as the evening summer sun beat down on them. A chorus of ponies getting ready for the festival around them as they cantered throughout the town and towards the Boutique.

"You been okay Rarity?" Applejack suddenly inquired. "I know how that kinda thing can get to you. 'Spically since we don't see each other like we used to. I can imagine it gets a little...maddening just sewing inside all day."

"I'm fine 'Jack, though your concern really does help."

"Can you fit in a spa day this weekend?"

Rarity threw an enthusiastic smile her way, "Truly? Why of course!"

Bells chimed overhead as they entered the dimly lit Boutique, immediately being hit with the scent of various foods.

"We're here!" Rarity sang, rushing to the kitchen to find all of her friends. They all ambled around, fixing up plates and setting down new food. Twilight and Fluttershy giggling on the rug through sips of lemonade noticed her first. Fluttershy wore a purple dress with small white lilies, comfortably extending her wings as she rose.

"Oh Rarity! It's really been too lo-"

"Rarity!" Pinkie Pie yelled, hitting the mare like a canon ball with a hug. "How've you been?"

"Ms. Pie! " she growled, but returning the embrace, "We just saw each other yonder day.

Rarity couldn't help but let the hug linger, making small chat so she could nuzzle herself in Pinkie's neck. She had been starved of physical contact for so long this was true bliss. Nearly quivering when Fluttershy took over, overwhelmed with happiness. Unable to help but rub her nose against her as well, filling the nostrils with her scent; a flowery, meadow field.

Joining every pony on the floor and beginning in the gift exchange. Receiving a plush butterfly, novel written by a leading fashion designer, and many more. Stirring a raspberry daiquiri and sipping deeply, laughing along and catching up. Applejack sitting close beside her, shuffling closer to her after finishing her own scotch.

"We really need to get together more often you guys." Rainbow Dash rasped, already wearing the saddlebag Rarity had laboriously made for her.

"Should we walk out to the Everfree?" Twilight cooed airily, "To get closer to the Elements that connected us?"

"But Twilight, if we do that we will be too tired to watch the sun rise." the yellow pegasi murmured.

"Most of us watch the sun rise every day 'Shy." Rainbow contested.

"I personally think it's an excellent idea." Rarity announced, struggling onto her knees. "Something we all used to do."

"You're right!" Pinkie reflected, jumping up. "When did we stop doing that?"

"Li'l after the School Opened I supposed," tiredly sighed Applejack, "We all had so much goin' on scheduling became impossible."

"I'm sorry girls," Twilight said, looking out at them with doleful eyes, "I should have realized. We all really have drifted apart, haven't we?"

Rarity's eyes stretched up, mouth slightly open in astonishment, soon spreading into a smile. "Oh girls, this can always be fixed."

"Huh huh, yeah," Applejack hiccuped, "Rarity needs company more than ever." The mare realized how that came out and pinned back her ears in guilt. "Oops, sorry Rare."

Her friends looked back at her with concern. Cringing up a smile and pinning back her own ears, she groaned, "It's true I suppose."

"What's wrong?" Fluttershy demanded, getting back up and offering to put a wing around her, "Has something happened?"

"Well, no, not exactly. That's the problem."

"Say what now?" Pinkie asked with a raised eyebrow.

"Then what is it? You can tell us, you know that." Twilight lightly touching one of her hooves.

"I've just been-"

"Rare's been feelin' lonely and hasn't been intimate in a while." Applejack spat out.

Silence grew like mold in the room before a few giggles broke out. Fluttershy tightened her wing grip and Applejack pushed herself against her even further. Twilight put another hoof onto the one and gave her a bright smile.

"I think it's been a while for most of us, right girls?"

"Eeyup." Applejack chuckled, holding up a hoof.

Quiet consumed the room once more as the other three rubbed their necks guiltily.

"Well, I mean it's been a few months for me." Fluttershy admitted.

Rarity felt a envious fire ignite in her staring out at them. Fluttershy had been able to find somepony interested enough in her, why couldn't she? Knowing it was superficial she began to drop it. There was more to like than sex, and how could she feel lonely in a room of her best friends? Friends she had saved the world with.

"It really doesn't matter."

"Rarity..." Twilight breathed, a tinge of sadness on her face, "I-"

"Twilight, it really is okay. There is more to like than that. Besides, how could I feel lonesome in a room filled with all of you? My best friends."

"Oh you." Pinkie Pie cried, shoving herself through to give her a hug around the neck. "We'll make sure to check up on you and eachother, right girls?"

"Right!" they all said in unison, laughing once more.

"Been a while since we've done that." Rainbow snorted through her egg salad sandwich.

"I think it would be a marvelous idea to get to that tree posthaste however." Rarity announced, "And perhaps watch the sunrise by the Tree of Harmony?"

Nodding they all clambered to their hooves. Rarity couldn't help but miss the warmth of all of their touches that she could feel genuine care flow through. Applejack stumbled a little, before bumping back into Rarity.

"Sorry 'bout that. And sorry about earlier."

"Don't be darling. It was a lot harder to get it out to a room full of ponies. And I think it ran much more smoothly than it would have if you allowed me to bumble there and I would've been prodded with uncomfortable questions."

"Well, here's to hopin' the both of us are prodded with something else here soon."

"Oh Applejack, you dog you."

Trotting outside into the cool stillness of night, they looked up at the jeweled sky. Rainbow Dash flew overhead, orange t-shirt rustling in the breeze.

"I thought Spike was supposed to be here by now?" Fluttershy whispered.

Rarity's tail twitched, feeling a tingle in her marehood being reminded of this. Eagerly looking skywards and adjusting her dress with her magic. Composing herself and thinking of topics to bring up when he arrived.

"You're right, I am a little worried." Twilight said, beady eyed. "I'll teleport to the castle to see if he accidentally went there. You guys keep going, we know where to meet you."

With that Twilight was gone in a magenta flash, crack echoing off Rarity's home and trees.

"You heard the Princess, lets get a'goin'! Yee Haw!" AppleJack said, attempting to rear up, falling back down only half way.

The five glided past the town and into the Everfree forest. Rarity carefully carried herself over damp vines and broken trunks, distastefully eyeing her hooves, soddened with sun baked mud. Fluttershy had fallen behind with her, warning her of upcoming rocks and puddles.

"You know, I've been thinking of going back to college." the pegasi smiled.

"Oh? Why's that?" Rarity asked, invested but also pulling most of her focus in making sure her ensemble did not get ruined- it had taken her a month to get it right.

"Well, ever since we hired a few more teachers at the school, I've had a lot of free time open up. And well, the school is only open certain times of the year, I just thought I should get more education than friendship. I have thought about going to get my Veterinary Licence, since everypony seems to come to be for their animal needs, I probably should be official in case anyone throws a fuss. I only ever completed a four year program way back when."

"That does sound like a good idea Fluttershy. I am a tad envious, I wish I had time to attend as well."

"Oh Rarity, you're already living your dream though, right? You've become the highest staple in fashion in recent years with countless stores. I was kind of worried you may have to move away. We all were."

"Nothing could tear me away from PonyVille darling. Well, expect maybe a particularly nice place in Canterlot. Though none of you would be there. And Opalescence ignores me for the most part ever since I got Topaz last month."

"The adorable orange tabby? Oh Rarity, would you like to have tea soon? Say next Monday?"

The unicorns eyes widened, "Why of course dear! Something the matter?"

"It's nothing, we just haven't done that in a while."

The moon hung low by the time they arrived at the stairs. Below she could see two purple shapes moving. Her heart hammered in her chest, but she made herself steady her breathing and walk at a normal pace. Helping steady the wobbly AppleJack, feeling slightly dizzy herself.

Twilight surrounded a plush blanket with her magic, spreading it on the ground. Scattering pillows about- each the color of the owners coat. The crystalline tree scintillated in the little light of night; Elements emanating softly, casting pools of light from each on the ground. Thicket bound crickets chirped a light melody. The beautiful sight made Rarity feel light- until a heatwave overcame her as she spotted a dragon fluffing her pillow.

Now as large as a stallion, he wore a masculine cinnamon kimono- one from her very line. Scales sparkling like the purest amethyst and peridot. His jaw sharply squared, spines chiseled and wings strongly pulled against his back. Walking on all fours, his tail slithered behind him on the ground. Eyes the color of a sunlight pine tree flashed playfully as he saw the group.

"Where were you, Spike?" Rarity asked with concern, "I had set aside some emeralds for you, I apologize, I should have brought them along."

"At the Castle. Don't sweat it Rare." he said in a silvery voice, "Celebrating the day I met all of you, with you, is more important than some snack."

Rarity's marehood began to pound painfully against her panties looking at his broad arms and legs. "Of course, let's sit then?"

Carefully timing when she sat so she would shoulder the handsome dragon, careful to place her leg over the searing puddle forming as to not give herself away. His musky scent was even more intoxicating than in her fantasies, unable to help but whimper. Getting goosebumbs when he looked at her in concern.

"No fret darling, just pulled my own tail."

Nodding, he turned his head back to the sky. Looking around she noticed how heavy everypony's eyes were with tiredness. Twilight sat down by her, yawning and unintentionally nudging her. Pinkie and Rainbow continued a lively conversation however, hiding their tiredness well.

"What were you doing at the Castle by the way Spike?" Rarity asked, stretching her front legs closer to his.

His face flushed an almost indistinguishable pink, "Getting a pie from the Warm Welcome Sun booth. The decorations there were gorgeous, I think you'd agree Rarity."

Smugly chuckling, she replied, "I think I would. I helped set it up."

Twilight chuckled behind a hoof. Rarity leaned in closer to her, offended. "Something funny?"

The alicorn motioned for her to come closer. "Sorry, no it's not that. It just seems like Spike has his first real crush!"

Rarity attempted to hide the burning sensation in her face and calm the boiling of her blood. "Ooh? Who?" she asked, trying to sound giddy and childish.

"Haha, you'll never believe it. Sweetie Bell. Funny coincidence, right? He's been making excuses to see her around town for weeks now"

"Ha, yeah, hilarious."

Author's Note

Bizarre note- Takes place in an alternate universe where everyone does actually wear clothes and doesn't want to be seen naked. Thought it made the sex scenes make more sense.