Visiting Aunty Cady

by DrakoXeno1138

Rating: mature
Tags: Alternate Universe, Porn, Princess Cadance, Spike, Shining Armor, Sex, Twilight Sparkle, Anthro, My Little Pony: Friendship is Magic
Length: 26559

Spike is in for a surprise when he and Twilight go visit his uncle Shining Armor, and his provocative, affectionate aunt Cadance.

Spike couldn't be more excited to visit his extended family after a long time. He's especially anxious to see his Aunt Cady again. He's missed her affection, and her good looks.

Twilight, his surrogate mother, seems the bad kind of anxious however. He assumed this and her efforts to keep a distance from Cadance were because she thought his aunt would be a...not great influence. He has no idea how right she is.

Contains: Quasi-incest, actual incest, voyeurism

Published 2019-03-23 07:10:01 UTC
Last updated 2019-04-06 20:34:45 UTC

Prologue

Spike fiddled his fingers nervously as he made his way back to his and Twilight's train car. He had been doing this even a few days before it was time for their trip. They were on their way to the Crystal City for a long overdue family visit with Shining Armor and Cadance. It had actually been a few years since he'd seen them.

He had seen a lot more of them back when he and Twilight were still living with her parents. Twilight had been the closest thing to a mother he had since she hatched him, so technically Shining Armor was his uncle, but they had developed more of a brotherly bond. Cadance however, was a different story.

Though Cadance had mostly spent time with Twilight, being her foalsitter, and later Shining Armor when they started dating, he still became familiar with her. He could see why Twilight loved having her as her sitter. She was so kind, compassionate, caring, and fun to spend time with. Oh, and she was really really pretty.

Spike actually counted Cadance as his first crush, albeit a small one. Though it got bigger in a much different way when they got older. Spike was well into his teens when he finally got to see Cadance again, just a few weeks before her and Shining Armor's wedding. And he, nor anyone else for that matter, could fail to notice how drop dead gorgeous and sexy she was.

Her hair, tail, and skin looked as smooth as silk, her smile could make anyone's heart melt, her double D breasts and plump rear created an hourglass figure that drew every stallion's attention, and one could get lost staring into her eyes. His crush wasn't the only thing that got bigger that reunion. He automatically thought of Shining Armor as the luckiest stallion in Equestria.

To his surprise, Cadance hadn't seemed to change much over the years. She still had a good rapport with him and Twilight, whom she was overjoyed to see again. She had asked Twilight to come and be her mare of honor, which included the duty of looking out for Shining Armor's spiteful ex, Chrysalis, the queen of the changelings. Disguise dispelling spells helped expose her and get her kicked out more than a few times.

Aside from having to deal with her royal bitchiness, as Cadance called her, a few times, things went smoothly. Cadance had actually invited Twilight to do some minor double checking so they could spend time like they used to. Twilight however, being Twilight, couldn't leave well enough alone and spent much more time with her tasks than necessary. Meanwhile Shining Armor was tied up going over preparations from his side, security included. That and being tied up and kidnapped by his friends for a surprise bachelor party.

On the plus side, this actually gave Spike and Cadance the opportunity to catch up. He did not complain about his face being smushed into her lovely bosom when this became apparent. He assumed she was used to giving hugs like that. They ended up having a good time, exploring Canterlot's shops, going to a few movies, even having lunch. At one point somepony mistook them for a couple on a date, which Cadance mischeviously enforced by cutting off Spike's attempted correction.

That incident made her ask how he was faring in the ladies department, which lead to some helpful advice. Not too surprising or unexpected given what she was the princess of. Though he made it clear Rarity was the hill he had chosen to die on and be buried in, she convinced him to broaden his horizons. She even gave him some helpful tips on how to refine his flirting. And her advice had helped! He had had more than a few marefriends since then.

But the highlight of the reunion was still getting to spend time with her. He'd had the most fun with her, perhaps a tiny bit too much. But it was her fault! She had insisted on cuddling with him for a few naps, ironically resulting in him not getting that much sleep. And when she took him to a spa where they separated for different treatments, he caught sight of her in a towel bordering on way too small. He still remembered his and the spa mare's embarrassment when he couldn't really hide the effect it had on him. And he swore Cadance knew what she was doing, that had to have been a smirk when she asked how it went.

Regardless, he had still enjoyed the time they'd gotten, and had missed it dearly over the past years. Now, he was an adult, with a recently grown set of wings, and he was on his way to see his beloved Aunty Cady again. She insisted he call her that after the wedding. Though he found it a bit childish, it did feel like it fit. He secretly hoped she would gush over his development like the last time. If only he knew how much more he would be in store for.

Chapter 1

Spike walked though the door of the near empty train car and immediately spotted where his mother was. She spotted him just as quickly and noticeably perked up. "Spike! You're back. Did you enjoy your walk through the train?"

"I did. Thanks, Mom" Spike said as he walked to and sat on their shared seat. She immediately seized him with a hug and snuggled into the nape of his neck.

"I missed you so much."

"Mom, I was gone for maybe twenty minutes" Spike pointed out as he used an arm to hug her back.

"And that's twenty-one minutes and fifty nine seconds too long" Twilight insisted as she tightened her hold.

Spike rolled his eyes before he nuzzled his mother. She had become a lot more affectionate after Shining Armor and Cadance's wedding. It wasn't the first time, though it was a lot more pronounced now. He determined it was for the same reason it had happened before, she had taken notice and interest in his development.

Before, it was when they were both still young and more of an innocent crush. Now he could tell there was definitely some attraction, though she never made a move. This convinced him he must've been off limits given how much like family they were. Though she didn't exactly behave like that was the case.

She seemed not too pleased by how Cadance had advised him in how to approach girls, which resulted in him going on quite a few dates and flirting a bit. He caught a few instances of a sour expression or a pout. Not to mention a torturous lecture or two of not becoming a man-whore.

Still, she was quite affectionate towards him, particularly in private. A lot more hugging, cuddling, and cheek kisses. It wasn't hard to determine it was the reason she had rented out an entire train car for the two of them.

But it especially felt odd considering her insistence that he refer to her as his mother. She actually sprung this on him not long after Cadance insisted he call her Aunty Cady. Despite her being the closest thing to a mother he ever had, it took some getting used to. Given how she acted afterward, it seemed a lot more like a nickname she loved being called by.

"Are you playing an invisible harp or something?" Twilight asked amusingly, indicating to his fidgety fingers.

"Oh, I'm just a little excited to see Shining Armor and Aunt Cady again is all."

"Yeah...Aunt Cady" Twilight said with a hint of trepidation.

"What's wrong? I thought you'd be happy to see your sister in law again."

"I am, just not as happy as I'd use to get. Not after what she did."

"What did she do?"

"You know precisely what she did" Twilight replied, sounding incensed. "She corrupted my innocent, little Spike!" she exclaimed dramatically while nuzzling him like an injured child.

"Again with this, Mom?" Spike asked exasperatedly. "You had to know I was going to change the way I have when I got older, at least a little bit."

"Well...I considered it, sure. But I never expected it to be so severe!" Twilight cried, making Spike look up and shake his head. "If anything I thought it would only be directed toward Rarity. That I could condone a lot more than fooling around with so many girls."

"I'm pretty sure talking and going on a few dates doesn't merit as fooling around."

"Oh don't think I don't know what kind of fooling around you've gotten up to, mister."

"With maybe five girls, and only three of them did it go farther than some kissing."

"Ah da da! I refuse to listen to any lewd details!"

"Very tired sigh."

"And nevertheless, she still influenced you more than you let on. I noticed how those marefriends you had dressed a lot more...provocatively as your dates went on. I still can't believe Scootaloo's aunts let her out of the house like that."

"Are you talking about the time she wore regular shorts and a sleeveless t-shirt?"

"Ah! Even hearing it makes me feel dirty. If Cadance didn't practically put her body on display the way she dresses, you probably wouldn't be so desensitized to such inappropriate behavior. And her influence made you influence those pure little fillies!"

"If I give you full on cuddles, will you get out of super prudish mom mode? Gah!" Spike exclaimed as Twilight tackled him to latch on, sending him onto his back in their shared seat. She started peppering his face with enthusiastic, 'mmuah' accompanied kisses. "Oh Mom, come on!"

"Hm, you always know how to make me feel better" Twilight said after ceasing her kiss barrage and snuggled her head under his chin. "Don't forget, full cuddles means you gotta hold me. Ah, much better" Twilight sighed as Spike wrapped her up in his arms.

"What am I gonna do with you, Mom?"

"Did I mention just how much I missed you, my cute little nephew?"

"Uh, Aunty Cady. I-I-I really don't think you should be laying on top of me like this" the young adult dragon said nervously as his aunt allowed her whole weight to rest on him. He could feel her mouth watering breasts pressing into his chest.

"Why?" Cadance asked with obviously forced innocence. "Am I not comfy?"

"No, you are. That's kind of the problem."

"Oooh. Am I making you...nervous? In a... hot and bothered kind of way?" she asked mischeviously.

"Um, yeah. K-K-Kinda" Spike stammered in a half squeak.

"Is that why there's a bump my tail's passing over?"

"Passing o-? Oh, whoa ho ho. Wha-What are you doing?"

"Nooothing. Just moving my tail back and forth. Slowly. Does it feel good?"

"Y-Yeah. It...actually kinda does." Oddly enough, Cadance's tail seemed to be straight down, when he could've sworn it was more fluffy. Still...

"You like it, don't you?" Cadance asked, her voice seeming to change a bit.

"Yes."

"And you don't want me to stop."

"No."

"Then tell me."

"Please...don't stop. Aunty Cady..." But stop she did. "Aunty Cady? Why'd you-?"

"Wake up."

"Huh?"

"Wake up. We're almost there."

"Mm, huh?" Spike groaned as he awoke, registering the sound of the train going over the tracks. When he opened his eyes, he saw a very up close, familiar sight.

"Morning, sleepy head" Twilight said in a gentle tone that matched the look on her face. "Enjoy your nap? I know I did, with such a comfy body pillow."

"Yeah, I did" Spike replied with a yawn. Maybe a little too much, he thought to himself.

"Well, we're almost there" Twilight said as she stood and turned to face the window before stretching. "So rub the sleepies out of your eyes."

Spike started sitting up and realized he had a visitor he preferred not to have around company. Definitely a little too much. As he stood and turned his back to his mother to stretch himself, and hopefully get his visitor to go away, he couldn't help but glance at her tail. And how she wore it down. And he remembered part of his dream.

Was she...? No, she couldn't have been doing it intentionally. She was probably moving it in her sleep. Had no idea what she was doing. Yeah. I'm just letting that dream get to me. That dream; oh boy. I've fantasized about Aunty Cady before, but only peeping in on her like while she was changing, or in the shower. Never anything like that before. I wonder if it'll get even better more like that after I see her again. Hope I don't ruin any sheets over there.

Spike and Twilight waited inside the Crystal City's newest train station. It had been constructed after the long awaited addition of more tracks. It was much bigger than the last, actually having an inside with booths and benches. The pair currently weren't using the benches, however, instead standing to see if they could spot Shining Armor and Cadance.

"I see you're still excited to see Aunty Cady" Twilight noted a bit sourly as she looked at Spike raising himself to tip toes numerous times in search of his aunt.

"Well I've missed her. And I'm not all that bothered by her 'corruption' of me either."

"Mmhm."

"Hey, I know you aren't that happy with her, but at least try and show some of the excitement you still have for seeing her again."

"Well...I suppose I could."

"And remember it's not just her. Your brother's coming too" Spike pointed out with a knowing smile. His smile grew as he noticed Twilight visibly perk up.

"Y-Yeah. He is. I should think about that too. Though maybe not too much." Spike had returned to his search and hadn't noticed the slight nervousness and hesitation in Twilight's voice.

"Twily!"

"Shining Armor?!" Twilight exclaimed happily as she started scanning her surroundings. Though she, nor Spike, seemed to be able to find said stallion. "BBBFF?" A spark and flash went off behind the pair and Twilight felt someone tap her shoulder. She turned to see her beloved brother standing there with a smile. "Shini-Whoa!" Twilight exclaimed as her brother suddenly wrapped his arms around her waist and lifted her in the air.

"Hey there, sis!" Shining Armor exclaimed as he spun her around. "Long time no see."

"Shiny! Put me down!" Twilight giggled.

"Oops. Shouldn't have said that" Shining said in a playful warning tone as he lowered her. "Because now I can give you a real big hug!" Spike watched as Shining Armor latched on to Twilight much the same she had to him. He looked both surprised and confused when he started peppering her face with kisses. "Mmuah mmuah mmuah mmuah!"

"Shiny! Cut it out! Ponies are starting to stare!" Twilight cried with a giggle.

"I don't care. I want my little sis to know how much I missed her. Plus, I'm a prince. If they got a problem, they can start checking out the castle's dungeons." Spike noticed a few ponies who had stopped start to walk away hurriedly.

Wow. He's acting just like Twilight. I guess it runs in the family. I'd help her out, but now she can see how it feels to be on the receiving end.

"Mmmmmmmuah!" Shining Armor exclaimed enthusiastically as he gave Twilight a very big and drawn out cheek kiss.

"Okay, okay, that's enough" Twilight half laughed as she little pushed her brother away. "I missed you too."

"Don't think you can get away that easily" Shining said as he swiftly wrapped an arm around his sister's waist. "I'm making sure you don't leave my sight."

"Oh, I'm uh, sure you don't need to do that" Twilight insisted as her cheeks warmed up not quite enough to be noticeable.

"What's the matter, Mom?" Spike asked teasingly. "He's just showing his affection for you."

"Don't you test me" Twilight warned as she pointed a finger at Spike.

"And look at you, little bro" Shining Armor said enthusastically. "Check out those wings. And how big you've gotten since last time. Should we worry about you burning down towns and stealing treasure?"

"Hilarious" Spike said sarcastically as he approached his surrogate brother/kind of uncle. They exchanged a fist bump before joining their hands in an impromptu arm wrestle. "Good to see you again, bro."

"Same here" Shining Armor replied with a noticeable strain. "Damn, when you'd get so strong?"

"Who says I haven't always been this strong?"

"Minuette that one time she beat you."

"We were kids and she was way too strong for a filly her size!"

"Speaking of way too strong, you're not bending! But not winning either."

"Ditto."

"Tie?"

"Tie." The two combatants released each other with a groan as Twilight shook her head at their childish macho game.

"I gotta say. Pretty impressive" Shining Armor commended.

"I'll say." Spike turned around to see the source of the new voice. It was none other than Cadance herself. And once again, he was awestruck by her, even with such simple attire besides her crown. She was wearing a dark gray t-shirt that hugged her upper body, showing off her waist and bountiful breasts. And her pants were skinny jeans also showing off her long, shapely legs, and plush, pert rear. "Hey there, strangers."

"Aunty Cady!" Spike exclaimed before practically leaping to her open arms, wrapping her in a hug as she did the same. Her impressive bust was pressed against his chest, causing her cleavage to come up and tickle his chin. "It's so good to see you again! I missed you!"

"I missed you too, my cute little Spikey!" Cadance replied mirthfully. Twilight narrowed her eyes and slightly scrunched her face at the display, unseen to everyone else. Cadance placed a drawn out kiss on top of Spike's head.

"Ahem" Twilight said as she relaxed her face, catching Cadance's attention.

"Oh my god, Twilight!" Cadance exclaimed happily as she loosened her hold Spike, though didn't let him go. "It's been forever! It's so good to see you again!"

"Same to you" Twilight replied with considerably less excitement. "So would you mind releasing my son so I could get a hug?"

"Oh, of course!" Cadance replied innocently, finally releasing Spike and approaching Twilight, whom Shining Armor released his hold of. "Mmmmm!" Cadance hummed enthusiastically as she and Twilight hugged. "I missed you so much, sis!"

"Yeah. Me too" Twilight replied, still sounding unenthused.

"Is there something wrong, Twilight?" Cadance asked as they broke their hug. "Bad train ride or something?"

"I hate to break it to you, Aunty Cady" Spike began to explain "But Mom isn't actually all that happy with you, even though she hasn't seen you in a while."

"Why? Did I do something wrong?" Cadance asked, sounding legitimately concerned.

"To her you did. She's upset that you corrupted me by teaching me how to *gasp* talk to girls!"

"Corrupte- Twilight, are you serious?!" Cadance asked with a laugh.

"You better believe I am" Twilight replied, her arms now crossed. "He's being rather modest. Ever since you talked to him, he's had more than a few marefriends. And they dress in the most inappropriate fashion!"

"The worst was regular shorts and a sleeveless tee."

"Oh Twily" Shining Armor sighed while shaking his head.

"Wow, Twilight. I never took you for a prude" Cadance said with a chuckle.

"This isn't funny! My little Spike was never like this until he spent time around you."

"Twilight, he was a teenager" Cadance insisted while trying to hold back giggles. "All teenagers, especially boys, usually have one thing on their mind."

"Do I have to remind you how I used to be when I was around his age?" Shining Armor asked.

Twilight's eyes went wide and her cheeks burned red. "I'd really prefer it if you don't."

"I hate to be the one to tell you this, Twilight" Cadance said "But this is mostly natural for him. He's growing as a handsome bachelor who's going to draw female attention, and you'll have to accept it. You know one day he's going to lose his vir-"

"Ah! Stop talking! I refuse to listen to this!" Twilight exclaimed as she covered her ears. "And you better stop talking like that around my Spike. Putting such dirty thoughts in his head."

She doesn't even have to talk to do that, Spike thought to himself before deciding to try and put a stop to this. "Ugh. Mom, come on. We came here to spend some quality family time with Shining and Aunty Cady. Which we haven't done in a while. I've missed it, and I know you have too. Could you please let this go and focus on trying to have some fun? For your own sake?

"But also, for me?" Spike asked, using a tried and true method. The puppy dog eyes and a cute smile with his hands joined in front of him. Twilight slumped as she instantly succumbed to the adorable display.

"Aaaawwww" Twilight both moaned and groaned. "You always know how to get to me. Okay. I'll focus on trying to have fun with my family. But!" she exclaimed, turning her attention to Cadance. "You do any more of what you did to him the last time, and there will be consequences."

"I'll try and behave, Mom" Cadance said teasingly while rolling her eyes.

"Hey! Only Spike can call me that."

"Whatever. Now come on, we gotta get back to the castle to get you guys settled in." Everyone started following Cadance, Twilight once again latching onto Spike by wrapping an arm around him as they walked. Her brother walked by her free side.

Spike soon became entranced by Cadance's rear swaying back and forth as she walked. He didn't recall her swaying her hips that much. He practically didn't notice all the stallions who stared as well as she walked by. Thankfully, he did see Twilight shoot him an accusatory look out of the corner of his eye, allowing him to focus his attention elsewhere for a brief moment. A very brief moment, multiple times.

Something tells me this is going to be a fun visit.

Chapter 2

After getting settled into the castle, Spike and Twilight agreed to spend the rest of the day there to rest up. Half the day was already gone, and this would allow them to feel nice and refreshed for the coming activities.

The only difficulty came from Spike trying to convince Twilight to let him have a room to himself. While very hesitant to leave him alone when Cadance was around, she eventually agreed, so long as she occupied the room right next to his.

Deciding to spoil their visitors, Cadance and Shining Armor had some chefs brought in to cook an extravagant meal for them, compete with gourmet dessert. Spike was especially fond of the latter, digging into a slice of specially made gemstone cake. He was even happier to see Twilight keeping her word so far, gleefully enjoying the meal and thanking her brother and sister in law for it.

That night, Spike had a dream much like the one he'd had on the train, but clearer. This time he could see that Cadance was dressed only in a black bra and panties, and she was more mobile. She would move herself up and down, stroking him with her entire body, and using more than her tail to brush against a certain bump. Thankfully he didn't ruin the sheets, though he did discover a bit of a stain in his underwear when he woke up. Nothing he hadn't dealt with before.

After he changed and donned an undershirt and casual shorts, Spike followed a particularly delicious smell to a dining room different than where they had dinner last night. He discovered a room much more like a smaller, traditional kitchen with a table. And he discovered something else.

"Morning, Spike" Cadance said as she briefly looked at Spike over her shoulder. She was cooking pancakes on the stove, clad in a loose fitting t-shirt that seemed like it could be Shining Armor's. And besides her panties, which could only be seen thanks to her tail lifting the back of the shirt, she apparently wore nothing else.

"M-M-M-Morning Aunty Panty- Cady! Aunty Cady" Spike stammered as he couldn't bring himself to not stare at his aunt's behind and long legs.

"Hope you don't mind pancakes for breakfast."

"Are you kidding? You know I love your cakes. That you make in a pan! Like you used to when you had to foalsit Twilight in the morning."

"You remember!"

"I sure do." Though I definitely don't remember you dressing, or I guess not dressing, like that back then when you made them. "Um...why aren't you wearing like...sleep shorts, or pants, or anything like that?"

"This is how I always dress in the morning before getting fully ready."

"Fair, but I really think you should reconsider while me and Twilight are here. I don't think anyone wants her going off like she did yesterday, only worse."

"Hm, I guess you do have a point. Okay, I'll put something on, but something else needs to happen before I do."

"What?"

"You need to pry your eyes off my ass so they don't get trapped under what I put on" Cadance said as she looked at Spike with a smirk.

"Gah! Sorry! Sorry! I didn't mean to stare!" Spike exclaimed as he turned away, blushing furiously.

"Don't worry about it. You should hear about how many times I caught Shining staring before we started dating. Go and wake up Twilight if she hasn't gotten up yet while I put something more decent on."

"Okay. And may I advise something spacious and baggy? Something that won't-"

"Show off my sexy ass?"

"...I mean, I...might not say it like that. But yeah" Spike said nervously before speeding off to Twilight's room while Cadance giggled. Spike approached the door of Twilight's room and gave it a few light knocks. "Mom? You awake?" Upon getting no response, Spike opened the door and entered, and saw his mother still asleep under the covers, her back facing him. He smiled and walked up to the bed, leaning over and giving his mother's shoulder a light shake. "Mom? It's morning. Time to get up."

"Hm? Mm" Twilight groaned as she started shifting, slowly emerging from her slumber. She turned slightly and reached out her arm, placing her hand on the back of Spike's neck. "Morning, my little dragon" Twilight said groggily, her eyes still closed, before leaning up and giving Spike a kiss on the lips.

Spike drew back in surprise once his mother released him and started to sit up. He was used to Twilight kissing him when he woke her up, but it was always on the cheek. Uh...I mean she's just waking up, and her eyes were still closed. It was just a little accident. Yeah. Definitely.

"You sleep well last night?" Twilight asked as she stretched her arms upward.

"...Uh, yeah" Spike replied as he straightened his stance. "How about you?"

"Same. Of course, it would've been better if I had my snuggle buddy with me."

"You seem to manage fine when we're at home" Spike pointed out as he crossed his arms.

"Well, yeah. But that's different."

"How? We're still in the same building not that far from each other. Like at home."

"Ugh, I hate morning mouth. I should go use the bathroom and brush my teeth."

"Uh huh" Spike replied to her thinly veiled attempt to change the subject. "That's a good idea, considering Cadance is making pancakes."

"Cadance is making pancakes?! I haven't had some of hers in years. I better hurry" Twilight said as she grabbed her toothbrush and mane brush before exiting the room and making for the nearest bathroom. Spike just smirked and shook his head.

Well, she is still being happier about the trip. I won't bring up her little accident, Spike thought to himself as he made his way back to the kitchen.

"Better?" Cadance asked as Spike walked back in. She was wearing some baggy sweatpants that definitely didn't show off her sexy ass. As she put it.

"Much. Twilight's just using the bathroom, she'll join us soon. Hey, where's Shining Armor?"

"Are you kidding? Anytime he gets time off he sleeps in like a log made of cement. You could scream into his ear with a megaphone and he won't wake up. But he should come out soon."

"I wish I could sleep like that. It's way too easy for Twilight to wake me up when I sleep in."

"Well on the plus side, you get first crack at the pancakes. Still like chocolate chips and lots of syrup?"

"You know I do, Aunty Cady. You know I do."

"Well take a seat and I'll get them to you in a jiff." It took maybe a minute for Cadance to bring Spike his plate. She placed it in front of him and placed a loving kiss on his cheek before returning to the stove. "Mmuah. There you go, my favorite nephew."

"Thanks Aunty Cady! And I'm your only nephew" Spike pointed out before digging in to his stack.

"That's why you're my favorite!" Cadance chirped, making Spike chuckle through a mouthful.

Cadance was already setting down Spike's second plate when he noticed something. Twilight still hadn't shown up, and neither did Shining Armor. That's weird. She doesn't usually take this long in the bathroom. And Shining's appetite is almost as big as mine. He should definitely be out here by now. Maybe Mom went in the wrong direction. I mean, we still get lost in our own castle from time to time. "I'm gonna go see what's keeping Mom."

Spike left the kitchen and walked down the hall towards his and Twilight's rooms. He slowed down and furrowed his brow confusedly as he started hearing voices. He quickly deciphered it was his mother and Shining Armor, but he was confused by what he could make out. Shining Armor seemed to sound playful and chuckled a few times, while his mother had a slight tone of protest and exasperation.

"...better when they're minty fresh."

"I said cut it out! They're not that far away, they could hear you!"

"Hasn't stopped me all that much before."

"Mom? Shining? Is that you guys?" Spike briefly heard hurried clip clopping before his mother speedily appeared and walked up to him, her mane now brushed. Shining Armor followed soon after in a calm walk.

"Hi Spike! What's up?" Twilight chirped as if hiding something.

"Just wanted to see what was taking you so long. You don't want Aunty Cady's pancakes after they lose their freshness. I heard yours and Shining Armor's voices. What were you talking about?"

"Oh, Shiny here was just uh...teasing me about my sleep wear. Yeah." Twilight wore a red, long sleeved pajama shirt and matching pants that were slightly puffy. They did seem more befitting of a teenager. "Said it made me look like a filly."

"It does remind me that you're still my cute little sis" Shining Armor said as he placed his hands on Twilight's shoulders, giving them a little shake. He then gave her three quick kisses, starting with her cheek and traveling down her neck. Twilight seemed to stiffen a a bit before she responded.

"Sh-Shining, I told you to cut it out! Let's go and get breakfast already" Twilight insisted as she broke away from her brother and walked towards the kitchen at a brisk pace.

Spike stared after her, not entirely sure about the reason she had given. Although Shining Armor did back it up. And he didn't mind seeing his mother squirm the way she usually made him.

"We torture her cuz we love her, right little bro?" Shining Armor asked jovially.

"Yeah. Yeah we do." Spike and Shining Armor made their way to the kitchen, where Twilight was already enjoying her own plate of pancakes with various fruits and whipped cream topping them. The rest of the breakfast went by nicely, the whole family exchanging small talk and banter. After, they departed to get ready for their day out.

The first thing for their family visit/get together was to explore the Crystal City's relatively recent business area, check out all the shops and what they had to offer. Spike always loved going to such places, there was always a charm to it. And for the first time in a while, he was gonna get to go without his mother hanging off him.

It had been nothing short of a miracle convincing Twilight to agree to splitting up in pairs, or more accurately the pairs themselves. Cadance and Shining Armor insisted that the latter go with Twilight so they could get some sibling time with each other, and Twilight did her best to try and have Spike accompany them. They were having none of it.

"You know, Twily, I hear they opened up a string of new bookstores."

"...A string?" Twilight had repeated with a hint of excitement.

"Yup. And I've actually been wanting to check them out myself."

"Let me guess. For the comic book sections?"

"Maybe."

"There you go, Mom" Spike said enthusiastically. "You and Shining can go check out the bookstores. I don't have any new comics to check out, so you two can have them all to yourselves. You'll probably forget I'm not there the second you see one book."

"But I don't want to forget you're not there!" Twilight whined. "What would you even do with Cadance, anyway? I know you don't like going to mare's clothing stores."

"Did you forget I'm the cool aunt to your uptight mom, Twilight?" That earned Cadnace a brief glare. "There's plenty of other stores for him to check out on his own. I'll just make sure to keep him in sight."

"I don't know."

Spike got close to Twilight and whispered in her ear. "You can have three full on cuddle naps if you go."

"Yay books!" Twilight cheered happily as she flew up a few feet in the air. She grabbed one of her brother's hands and started pulling him along as she continued flying. "Come on, Shining!"

"Twily, hang on! You don't even know where the stores are!"

"She doesn't have to! She can sniff books out!" Spike called to his quickly retreating surrogate brother.

"You have to teach me how to do that with her" Cadance said as she got closer to Spike.

"Sorry, it's only something I can do."

"Drat. Well, they've gone off for their fun" Cadance said as she hooked an arm around his. "Let's go explore for our own." Spike stumbled a bit as Cadance started leading them towards the various shops. He quickly got accustomed to it, as Twilight often did this herself.

Cadance got closer and leaned her head on his shoulder. He furrowed his brow slightly, sure that she was rubbing his arm the slightest bit, and that her tail was purposefully brushing against his. Twilight usually did the former two also, but he was more accustomed to it when it was her. And he usually only felt his tail being brushed by another when on a date.

"Hm, you feel a little warm, Spike. But it's not that hot out today."

"W-Well, you know. Dragon and all. Sometimes we just get these hot..flashes out of nowhere." Hot flashes?! Seriously?!

"I did not know that. It actually feels kind of nice" Cadance said as she rubbed his arm with her thumb.

Spike felt his wings slowly start to unfurl. He pulled them back in tightly before they could make any progress. No you don't! Down boys! Glad my pants can hide my other troublemaker well enough. Cadance unfurled one of her own wings and wrapped it around him like a cloak, her feathers tickling his now twitching, restrained wings. I've missed her, but I need to find a store and get away for now!

"Hm" Cadance hummed pleasantly as she briefly nuzzled her head on Spike's shoulder.

Okay, now I know she has to be doing this on purpose. Right?!

Luckily for Spike, both he and Cadance managed to find seperate stores that caught their interest, near enough that it wouldn't take them long to find each other. Cadance went off to find some formal wear that was a bit more casual and comfortable than what she had for royal business. Along with some casual 'civilian' clothing.

Spike went inside a few pop culture centered stores, those places that sold collectible/exclusive items, old and new. Shirts and hats, figures, bobble heads, key chains, and the like. He also decided to check out some clothing stores himself and see if anything caught his interest. He did like to dress up nicely every once in a while.

It was in a clothing store that Spike noticed a young crystal mare with a light blue coat and a white, ponytailed mane seemingly staring at him. He caught her quickly looking away when he looked toward her. He thought he noticed a light blush on her cheeks. He realized that he remembered seeing her in one of the previous stores he'd visited. Spike had a strong suspicion as to why this mare was directing her attention at him, and her apparent following of him.

It had taken a while for him to get tired of and get rid of the attention he recieved for being the city's savior. Though this attention was left behind mostly by the older citizens, the colts and fillies at the time had grown to see him like a legendary figure, and quite a few still regarded him highly. The mare he saw seemed to be in that age range. He decided to leave the matter alone, but would keep an eye out for her.

Spike met back up with Cadance, finding it a bit surprising she only had one medium bag from any of the stores she went into. He only bought for himself a Power Ponies key chain. "Are you kidding me, Spike? That's it?" Cadance asked as they walked together.

"What? It was the only thing I really felt like buying."

"Well that's just not acceptable at all. Come on!" Cadance urged as she grabbed Spike's arm and started pulling him along. "We're having lunch at a pricey place, on me. And you're gonna get whatever dessert you want. Price is not an issue."

"Aunty Cady, you don't have to-"

"No use trying to talk me out of it. I'm in cool aunt mode."

Oh well, Spike thought as he quickened his pace to keep up.

***

"Oof" Spike huffed as he leaned back in his chair. He had just finished his delicious dessert on top of a really tasty lunch. Cadance had dragged him into a pricey eatery as she promised, and made sure he ordered something expensive. She checked his initial choices to make sure he wasn't cheating. And she insisted to the manager that they pay in full instead of receiving a royal discount, or just a free meal. "I don't think I've ever had a lunch that good. I can't believe they had gem ice cream here! I thought it was only a rumor, or even just very exclusive."

"Told ya you'd enjoy it" Cadance said cheerfully before taking a sip of her drink. She'd had a surprisingly big lunch herself, though no dessert. "So, while we wait for our food to digest, let's talk. Tell me how the girl situation is, lover boy. The way Twilight talked makes it sounds like you had mares leaving your room every morning."

"Pff, I wish. She only makes it sound that way. But I actually have been doing pretty well. A lot of dates. Had a few marefriends here and there."

"Anyone I might know?"

"Scootaloo, for one."

"Really? Not Sweetie Belle?"

"I'd rather not risk Rarity being put off about giving me a chance by dating her sister."

"Not the worst reasoning, but if there's anything there, I say you should go for it. Not every marefriend has to be serious, you know. It can just be for some fun."

"*gasp* Aunty Cady!" Spike exclaimed in faux shock. "Having a marefriend without it being serious?! What do you think me? A man-whore?! Mother would likely faint from hearing such words."

Cadance snorted before bursting into mirthful laughter. "She...She probably would, wouldn't she? Of course I don't think of you like that, my dear nephew. I would say...gentledrake playboy" Cadance covered her mouth as she giggled.

"You know, I think I actually like the sound of that" Spike replied in earnest "I think it fits."

"You know, I think it does" Cadance said as she started moving her straw in her cup. "You could probably make any mare that caught your interest swoon with a few sweet nothings."

"Who says I haven't already? I bet I could even make someone as beautiful as the Princess of Love swoon, if they caught my interest."

"Could you now? Hm. The smooth confidence looks good on you, Spike" Cadance complimented as she rested her chin in her hand, her eyes lidded.

"Really?" Spike said while wearing a similar expression.

"Mm hm. Gentledrake playboy definitely fits."

For a moment, the two just sat there, looking at each other, Cadance still moving her straw in her cup. She was the one to cease the moment as she drew back and stood up. "Well, we should get going. We gotta meet up with Twilight and Shiny soon."

"...Uh yeah" Spike said quickly as he stood up himself.

"I'm gonna go pay. You can wait outside for me."

"Some fresh air actually does sound good about now." Spike made for the entrance while Cadance walked to the register. Did I just semi-flirt with Aunty Cady right now? And more importantly, did she flirt back?! Spike continued pondering this until Cadance returned and they made their way to the rendezvous point.

Spike and Cadance took a seat on a bench and waited for Twilight and Shining Armor to arrive. It was only ten minutes before the agreed time. "Hey, Spike. I see a lemonade stand over there, and I could go for one about now. I'll be right back. Want one?"

"No thanks, Aunty Cady. I'm still working off lunch." Spike stood up and stretched, stepping behind the bench in case anyone else wanted to sit there. He placed his hands in his pockets and looked around casually, keeping an eye out for his mother and Shinign Armor.

Not long after Cadance walked away, Spike ended up spotting the same mare from before, sitting at a communal table not too far away. He had actually caught a glimpse of her earlier before he and Cadance entered the restaurant. If she wasn't following him, then it was one hell of a coincidence.

Spike soon saw that she was going to do whatever it was she'd wanted to do this whole time, as she stood up from her table and started making her way toward him. He didn't show any reaction, simply watching her out of the corner of his eye as she got closer. She seemed to look a little nervous.

"Um, excuse me?" the mare asked as she finally came up to Spike. He turned his head toward her to indicate she had his attention.

"Hello."

"Hi. Um..." She was fidgeting with her fingers, blushing slightly, and not looking directly at him. "I just wanted to ask you something, if it's not an issue. A-A-Are you...Spike, the Brave and Glorious?"

"Indeed he is" Cadance said as she suddenly stepped in out of nowhere, standing not too far away from the bench, a cup of lemonade with a straw in hand. Spike looked over his shoulder in surprise before looking back at the mare.

"Princess! Then it really is you! Oh my gosh, I can't believe it" the young mare said as she grew very giddy. "You saved the whole city when I was around your age. I didn't see it, but I always listened to the story. And I never got to meet you, but I hav- had the biggest crush on you!" the mare exclaimed as she blushed. "I can't believe I just said that."

"Wow" Spike replied, a bit bewildered as he started to blush himself. "Um, thanks. That's very flattering."

"You know he's single?" Cadance once again interjected. "He's on a family visit, so he's not really available for dates. But I bet he wouldn't mind giving you a kiss as compensation."

"What?!" both Spike and the young mare exclaimed. The former gave his aunt a look that conveyed 'Are you crazy? I just met her! I don't even know her name!' It was an impressive feat to convey all that with one look.

"Oh come on" Cadance urged with a whisper in Spike's ear. "She's a cute little thing meeting her fillyhood crush. It's adorable. It would make her day. And it'd probably be fun for you too. You're on vacation, live a little, mister Brave and Glorious." Spike considered this for a moment and decided, Oh, why the hell not? Cadance read as such on his face. "Good. Just remember my advice again."

"Um...no offense, Princess, but I'm not so sure that would be appropriate."

"Why not? You're just an admirer looking to show your gratitude to our city's savior. And he's not opposed, are you, Sir Spike?"

"Not really, no" Spike replied calmly with a smile, startling the mare.

"R-Really?"

"Really. Especially for a mare as pretty as you, Ms....I'm sorry, I didn't get your name."

The mare had gone stiff and red faced at being called pretty by the dragon and had to compose herself before responding. "Oh, uh...Tulip Blossom."

"And a pretty name to match. I feel like I should be asking you for a kiss."

"Oh my goodness. Spike the Brave and Glorious, you're making me blush" Tulip said as she placed her hands on her cheeks.

"Please, you can just call me Spike. And by the way, the blush makes you look even cuter. So, would you like that kiss?" Tulip could only nod her head rapidly. "Coming right up" Spike said as he got close to her. He placed his finger under her chin and raised her head to look at her, face to red and wide eyed face. He slowly leaned in, closing his eyes as he did so. He tilted his head and gently placed his lips on hers.

Tulip's eyelids fluttered before they closed, and her right leg raised into the air. She pushed forward, deepening the kiss a bit. Cadance just looked on with a proud smile. After nearly a minute, Spike broke the kiss, leaving Tulip with her lips still puckered.

"So how was it?" Spike asked nicely. Tulip's eyes fluttered open, and she stared at Spike for a few seconds before throwing herself at him. She wrapped her arms around him and rejoined their lips with an aroused hum, to Spike's surprise. His surprise soon melted away, and he melted into the kiss, wrapping his arms around Tulip. Their lips smacked as they started making out in full view of everyone. Spike's wings audibly unfurled to full span, thankfully without being impeded by Tulip's arms.

Spike's tongue instinctually probed Tulip's lips and was immediately granted entrance. Tulip inhaled sharply in surprise as Spike's lengthy tongue started playing with her own. Cadance's eyes became lidded as she continued watching the shameless, public display. She took a calm sip of her lemonade before biting her lip. She took a moment to slowly trace her eyes over Spike's impressively large wings. Her own wings ruffled slightly as she felt a tingle go through them. Her eyes widened slightly when she saw Spike's hands start to travel down Tulip's back toward her ass.

"What in the hell is going on here?!"

Uh oh, Spike thought as both he and Tulip broke their kiss after hearing Twilight's cry of outrage. Though they didn't separate.

"It looks like my little bro is showing off his game, and winning" Shining Armor said enthusiastically as he and Twilight approached.

"Don't encourage this! You! Get off of him you little tramp!" Twilight didn't wait for Tulip to obey, using her magic to pull her off of Spike and place her twenty feet away.

"I'm sorry, Princess Twilight! I'm sorry!" Tulip exclaimed as she started running away. "Still the best day of my life!"

Twilight nearly shouted a threat at Tulip, but thought better of doing so in public. She turned her infuriated gaze toward her son, crossing her arms and tapping one of her hooves on the ground.

"Uh, heeeey Mom" Spike said nervously."Thought you might've forgotten where we agreed to meet up. How were the bookstores?" Twilight simply narrowed her eyes more. "Is there something wrong?"

"Would you care...to explain...what I just saw?" Twilight seethed through clenched teeth.

Spike shifted his eyes to his brother in a silent plea for help. Shining Armor simply raised his hands and shook his head, as of to say "No way I'm getting in the middle of this." Spike knew better than to try the same with the mare who got him into this, so he looked back at his mother, whose hoof was tapping at a faster pace. "Um...not really?" he replied with pathetic sounding hope.

Twilight quickly shifted her rage face toward Cadance, indicating she knew she had a hand in this. Cadance for her part seemed unnervingly calm, still smiling. "Hey, don't look at me. I had...only about half to do with this."

Twilight looked back at her son, her lips slightly puckered as she pressed them together. "Everyone. Back to the castle. Now." Twilight uncrossed her arms as she started walking, not waiting or checking to see if everyone was following. She didn't have to.

Spike stayed behind Cadance with Shining Armor. He leaned toward his brother slightly and spoke to him in a hushed voice. "Since I'm probably gonna die soon, you can have all my comics. Oh, and do me a favor. Tell Rarity I loved her."

Chapter 3

After returning to the castle, Twilight gave Spike a very outraged lecture first, before moving on to Cadance. His lecture was familiar territory, as most of it was retreading of her words concerning his more promiscuous behavior. He gave similar versions of the same responses as before, being an adult that could make his own choices, pointing out Twilight's overprotectiveness, being responsible and willing to accept any consequences that popped up.

Where her lecture differed was a bigger place of blame on Cadance for her part in it. Cadance was no stranger to this kind of talk either, and could snap back as well. She enforced the observation of Twilight being clingy toward Spike, pointing out such behavior could have harmful lasting effects on his development, not letting him be independent, and possibly being a detriment to his love life.

"I want him to have a love life! I just don't want him going around and shacking up with any random mare he finds! Especially out in public, no less!"

"Mom, we were both consenting adults."

"That doesn't mean you should consent to getting frisky in public. You could've been arrested for public indecency!"

"We were just kissing! I'm pretty sure that doesn't merit getting arrested."

"Still though. You were getting awfully handsy."

"I got caught up in the moment. Sue me."

"Twilight" Cadance interjected. "Do I have to tell you again? It was just a bit of harmless fun. And I would've put a stop to it if it got any further."

"I'm not really sure I can believe that, considering you're the cause of all this, Cadenza."

"Hey" Spike said forcefully. "The only thing Aunty Cady caused is a confidence boost in me. I'm the one who chooses how I act with that confidence. Don't put this on her."

"So then she didn't make that little public display happen between you and that mare?"

"...Well, yes she did, but that was hardly the first time I ever caught the interest of a Crystal City girl and it lead to something. I could've said no to Aunty Cady's idea, but I didn't, so I say that's still on me."

Twilight stayed silent for a moment, her narrowed eyes locked on her son, and then she sighed. "Fine. I'll concede that acting the way you have is your choice. If I weren't still angry, I'd probably be proud of you owning up to your behavior. Even still, I can't just let this go."

Twilight initially stated they were to leave, to everyone's shock and protest. Shining Armor, who had stayed silent through the lectures, attempted to appeal to his sister, saying she was overreacting a bit. Cadance soon after was quick to become apologetic and implored Twilight to change her mind, saying neither her or Shining wanted them to leave when they'd just started spending time together again. But Twilight stayed resolute.

It wasn't until Spike began pleading with his mother that she wavered. He apologized for what he'd did and begged her not to end their trip. He implored his mother not to take out her frustrations for his behavior on their family ties. His mind worked fast, and he proposed a compromise. She would set forth whatever punishment for him she saw fit, and he would endure it during the trip. So long as he wasn't made to leave his extended family that he missed so dearly.

Twilight saw and heard genuine sadness in her son, and it practically broke her heart experiencing it. She agreed to his proposition and delivered her punishment. Spike was to stay in the castle until her say so, at least a few days, to avoid even possible repeat incidents. His time with Cadance would be limited, and she would check in to make sure. And Cadance was to restrain from giving Spike any more 'advice.'

Twilight went off to be alone and cool down afterward. Shiny Armor promised his wife and brother he would talk to her to try and have her ease up on them and the punishment. Cadance gave Spike a slight surprise by giving him a hug and thanking for for sticking up to her. She also promised she would make it up to him somehow. All things considered, Spike considered himself fairly lucky afterward.

A handful of days had passed since Spike recieved his punishment, and things had calmed down a bit. Cadance made sure to reign in her mischevious nature, and Shining Armor appeared to be successful in calming down his sister. Twilight actually apologized for her harshness, especially during a family get together, though her being cheerful again took some time.

Most to all of Spike's interactions with Cadance happened with Shining and Twilight being involved, the latter being very watchful. This included meals, movies and tv, and game nights of both board and video. The latter ones really helped bring everyone's spirits back up. It was much like game nights of past, with Twilight often winning board games like Ponopoly and Who-done-it?, the boys competing in video games and Cadance beating both.

Early one day, with Twilight's happy demeanor somewhat returned, she revealed she was going to give some leeway. "Spike?" she said as she opened to the door to her son's guest room, where he was laying on the bed, reading a comic to pass the time.

"Yeah, Mom?"

"I'm going to loosen my grip today, given how well behaved both you and Cadance have been. I'm going out to see those bookstores again. I kind of went through them a little quickly and didn't get to see everything in all of them. The same goes for Shining, which is why he's going with me, so we can spend some more time together. That means you and Cadance are gonna be alone here for a bit to have time together, too. And I expect it not to be all that different from the past couple of days. Oh!" Twilight exclaimed as Spike suddenly jumped at her and wrapped her in a hug.

"Thank you so much, Mom!" Spike proclaimed as he hugged his mother. "And I hope you have fun with Shining. I know it must be tough for you to leave me here after everything, and because you'll miss me, right?"

"No kidding" Twilight replied as he returned the hug, nuzzling close to her son. "You just made it even tougher. I wish I never had to let you go."

"You know, sometimes I wish that too. But probably nowhere near as much as you." The pair ended up standing their, enjoying each other's embrace for a moment. There hadn't been many hugs since the incident. Shining Armor calling for Twilight about them leaving made them realize the extra time they took. "You should get going. The books await. And thanks again for loosening up for this" Spike said before giving his mother a kiss on the cheek before they separated.

"Ahem..No problem" Twilight said, her cheeks a tad warm. "I figured I could give some slack considering the occasion. I'll see you later."

"Bye, Mom."

A short while later, Spike heard a knock on his door, which he'd left open, and turned to see his aunt standing just outside the room. She was wearing a smile that could make a heart skip a beat. "Hey, big guy."

"Hey, Aunty Cady."

"So Shiny and Twilight left for the bookstores. And since she's really gonna take her time now, they're probably gonna be gone for at least a few hours. So you know what I was thinking? Watching a certain type of movie we haven't gotten to watch, with special snacks."

"You mean-?"

"Yup. Marevel movie time!"

Thanks to Shining Armor, and Spike to an extent, Cadance actually got caught up in the excitement for superhero movies. Twilight was less enthusiastic about them, somewhat just being along for the ride when she and Spike went to watch a new one. Because of this, and the slowly improving mood, the past movie nights were devoid of these films. But now, Spike and Cadance could watch one themselves.

Cadance brought them to a room set up like a living room, with a couch, and a very big tv screen. She prepared popcorn and gems, both covered in chocolate, much to Spike's delight. They both took a seat on the couch, easily getting invested in the film which they'd already seen.

Spike didn't notice intitially, but Cadance had been scooting closer and closer to him as the movie went on. It wasn't until she placed her head on his shoulder that he noticed, turning his head to look. "Hope you don't mind. There's no pillows on the couch, and you are comfy."

"Uh, no, go ahead." Time passed and Spike definitely noticed Cadance getting even closer, to the point that she wrapped an arm around his waist and placed a hand on his chest. She even scooted lower and placed her head on his chest as well. He had to move his arm to lay it on the back of the couch, stopping himself from wrapping it around her.

"Wow, Twilight wasn't exaggerating when she said how comfy you were. Oops, look at that" she said while looking up at him, she reached a hand up and wiped something from the corner of his mouth with her finger. "Looks like you forgot some chocolate there. Better not let it go to waste." Spike's eyes widened as Cadance stuck her finger in her mouth and sucked the chocolate off with a pleased hum. "Hm, I don't remember any of what I had tasting that sweet. Maybe it's because it got on you."

Spike considered breaking away and standing up to pretend to go to the bathroom. It seemed his aunt was taking Twilight's absence to reneg on her promise, and he was starting to feel a little warm as a result. If his mother showed up, they would both be in serious trouble. But she wasn't there, and he knew she was likely to still be gone for a while. Why not have just a little fun?

"I'm willing to bet you'd be right about that, Aunty Cady" Spike replied confidently. "I should probably try it out next time I have a date. I bet they'd love it."

"I'm sure they'd love it. I know I certainly would" Cadance said in a sensual tone, her eyes lidded as she and Spike looked at one another. "In fact, I think I wouldn't mind giving it test run. Though, we would have to be sure about whether it is you who makes the chocolate sweeter. Maybe we should test run that first."

Not that much fun. "Ahem" Spike said before turning his head to cough lightly and clear his throat. "Think I had a tiny piece of gem caught for a second there."

"You okay?"

"Yeah. Yeah I'm fine. Don't worry about it. Let's just keep watching the movie." Cadance silently acquiesced, laying her head back on Spike's chest. Meanwhile, Spike's thoughts briefly distracted him from the movie. Either Aunty Cady is just that flirty when no one else is around, or she might be coming on to me. No, no, that's crazy. She's happily married. Although...I do rember the guys back home talking about rumors about her and Shining, cheating on each other, or swinging, or inviting others. And I remember punching a few of those guys in the face for using some not so nice names when talking about Aunty Cady. Nah, it was just rumors. Dumb, guy talk. At least...I hope....kind of.

The movie ended while it was still relatively early, about mid-day. Despite not wanting to run the risk of Twilight coming back and seeing how close he and Cadance had gotten on the couch, he figured they still had enough time with just each other. "You wanna squeeze in one more movie? It's been pretty fun."

"I'd love to, but I actually have something else in mind" Cadance said as she stood up and stretched her arms and wings. "Come with me. I have something to show you."

"What is it?"

"You'll see." Spike shrugged his shoulders and stood up to follow his aunt. She ended up leading him two levels down, making him more curious. He looked around as she lead him and noticed that they seemed to be headed in the direction of a balcony. This seemed to be the case, as they ended up approaching a set of double doors a slight distance away from some bedrooms. "Me and Shining were actually gonna surprise you and Twilight with this, but then all the drama happened and we basically had to postpone it. Since things have gotten better, I figured it was time. And you're lucky since I decided to show you while Twilight isn't here, but she'll see later."

Cadance pushed open the double doors to reveal a larger than normal balcony, with a much denser floor. Spike figured out the latter by what he saw in the floor. A hotel sized pool and nearby, circular hot tub. There were also a couple of tables with umbrellas, and eight pool chairs. "You guys got a pool and a hot tub?!" Spike exclaimed as he stepped forward to get a better look, leaving Cadance behind him, out of his vision.

"We sure did."

"Why didn't we know before?!"

"Well, like I said, we wanted it to be a surprise, but then it got delayed" Cadance said as she walked off to the side. She charged up her horn and created dressing room panels with her magic, hiding herself behind them before summoning something with a teleportation.

"Well I can't wait to try both of these out."

"I'm glad you feel that way. Because we're going to" Cadace replied as she made the panels and the articles she replaced disappear.

"What do you mean we're going tooooo-Aunty Cady?!" Spike trailed off and exclaimed as he turned around and saw his aunt in a two piece light blue bikini. The top basically only hid twenty percent of her breasts, leaving a lot of flesh exposed. And the bottom was essentially a thong. "What are you wearing?!"

"My swimsuit. Duh" Cadance said as if Spike was familiar with it, which he very much wasn't. "I'm not gonna swim in regular clothes."

"I-I-I mean...obviously not but...Don't you think it's just a little too revealing?" Spike asked nervously. Alert. Blood circulation has altered destination from brain to...another part. "Especially after what happened? I mean, Twilight could come back any moment and see you like that while I'm around. And I'm pretty sure she wouldn't be happy about it."

"You and I both know she probably still has another hour and a half to go with those bookstores. Plenty of time to take a dip" Cadance said as she walked toward the pool with a towel over her shoulder. This gave Spike the chance to see just how thong-like her bikini bottom was.

Blood flow redirection approaching critical mass.

"So come on. Get into your own swimsuit and jump in."

"Oh, well, heh, th-th-that's gonna be a problem" Spike replied. "Because I didn't know about all this. So I didn't bring my trunks."

"Oh, I almost forgot" Cadance said as she turned around and charged up her horn. She summoned her shopping bag from their outing and reached into it. "I almost forgot that I didn't give you these. I figured you probably didn't bring your swim trunks, so I bought you a pair. Catch." Spike caught the new pair of trunks that his aunt had apparantly bought for him. They were red with a yellow stripe running down each side. "Hope you don't mind the color. Now come on, strip down, put those on and join me."

Involuntary showing of private member through clothing imminent. Abort! Abort! Spike had to think fast. Even if he jumped in the pool to cool off, his aunt would still be there in her ~~sexy~~ scantily clad ~~glory~~ state, and render the effect temporary. And she had already brushed off Twilight's possibly fast approaching return. Then he remembered what they had just done.

"Actually, Aunty Cady, I think I still need to work off those snacks."

"What? Are you serious?"

"Yeah. I did have more than you after all. And I ate the leftovers recently. I don't want to be swimming around and possibly make myself feel sick."

"You don't have to swim around. You could just float around, or lay back on the side like you would in the hot tub."

"I'd rather not take the risk. I'm gonna go up to my room and digest. I'm sorry to turn you down, Aunty Cady, but I'll definitely try out the pool later."

"Well, if you feel like you could get sick, I don't wanna push you and make it happen. Okay, you can go and finish digesting. But if you feel well enough today, you come down and join me the second you do. Got it?" Cadance asked enthusastically.

"Of course."

"Alright. Go on then. The faster you boil down those snacks, the faster you can join me."

Spike started walking away as Cadance went to a pool chair and draped her towel on it. Spike's steps slowed a bit when he heard the telltale splash of someone jumping into a pool. He shook his head and picked up his pace. Don't look back. Don't look back. Don't look back.

Roughly fifteen minutes passed since Spike had returned to his room. The digestion excuse wasn't a total lie, though he definitely made a much bigger deal out of it. He had done plenty of physical activity on a more occupied stomach in the past.

Most of the fifteen minutes he was actually pacing back and forth, considering if trying out the pool and sneaking glances at his bikini clad aunt was worth the risk of Twilight discovering the latter. It got to the point that he even took off his shirt and put on the trunks Cadance had bought for him. But he still couldn't bring himself to go out the door.

Still undecided, Spike decided he needed some air to clear his head, and went up to the window of his room. He placed his hands on the windowsill and stuck his head out slightly. He took a deep breath and exhaled, taking in the fresh air. And then he heard a light splash. Spike looked down and recieved a new surprise. The pool balcony was two levels directly below his room.

Spike's brow raised in surprise. He had never noticed this before, though he hadn't exactly looked out the window this way the entire visit. Why would they put me and Mom directly over the pool? Wait, Mom's room had one of hose high up windows. Maybe they didn't realize my window was lower. Wow, I actually have a pretty good view of that balcony from here. Oh. And of...Aunty Cady.

Spike watched as Cadance swam in the pool, use a slow breaststroke. He found that name a bit ironic considering he had a much better view of her rear and legs at the moment. Good thing I'm up here where she can't catch me staring. She reached the edge of the pool and climbed out, water dripping off her body. She levitated her towel to her and dried herself.

After toweling off, Cadance put her towel back on one of the pool chairs before laying down on it. Spike was about to leave the window, not wanting to risk her seeing him, until he saw her grab a nearby bottle of what he assumed was tanning oil. She squirted some into her palm, pulled up her legs, and started rubbing the oil on them.

Spike soon found himself entranced by the sight of his aunt rubbing the substance along her silky smooth legs. She deposited some more into her hand and continued, quite slowly, as if knowing she was being watched and putting on a show. He started feeling his dragon cock begin to swell and rise in his trunks. He bit his lip as he kept watching, resisting the urge to venture a hand downward.

Cadance leaned back on the chair, put some more oil in both hands, and started to rub her chest and cleavage. Her breasts rose and fell with her breathing, glistening under the sun after she'd passed her hands over them. And there was no more resisting. Spike quickly pulled his swim trunks down, causing his erection to spring free, and he started stroking himself. Even with the incident, he was still carrying some blue tension, so to speak, and could use the relief.

Cadance stroked the exposed flesh of her breasts with the oil, and she bit her lip. Her hands then travelled to her stomach, and she started rubbing it, quickly going down to her waist. Her hips shifted as she continued, and she started moving her hands back up to her breasts. She filled her hands with them, squeezing and kneading them about, arching her back and tilting back her head.

Holy shit, it almost looks like...she's getting turned on. Spike stroked himself faster as he soon discovered he was more right than he realized. Cadance looked down at her body with a smile, and charged up her horn to envelop her bikini bottom with her magic. She started taking it off, pulling back a leg out of it, and tilting the other one up to slip it off, before making it fall on the ground. God damn! It was too far away to see clearly, but that hardly mattered to Spike at the moment. He was still seeing his aunt's pussy.

Cadance then covered her pussy with her magic, and started making it go up and down, like a makeshift hand. Spike couldn't believe he was actually seeing his own aunt masturbate, practically in public. He felt like he should feel much differently about it, but couldn't bring himself to care in the slightest.

Cadance squeezed her breasts harder and turned her head to the side in enjoyment. Spike couldn't be sure, but he thought he could see some kind of moisture start to drip off his aunt's pussy, and the possibility alone made it that much hotter.

"Ah." Spike ducked down and looked around the room at the tiny sound, fearful someone had just caught him. When he saw no one and started to hear more, he realized it was coming from outside. From his aunt. She was making noise as she pleasured herself. The open space prevented him from hearing it at a louder volume, but he considered himself insanely lucky to be hearing it at all. "Mm. Oh yeah. So good."

Spike caught movement out of the corner of his eye and turned to recieve yet another surprise. There was a nearby guard tower, with a small balcony for about three guards. And there was one there right now. A mare, using a telescope with one hand, pointed directly at his Aunty Cady. And her other hand was being used to pleasure herself while still in her armor.

Spike's eyes widened at this sight, and his surprise grew even more when he looked between the guard and his aunt. The latter would occasionally look straight at the guard. She's not just maturbating like she's being watched. She's masturbating like she's being watched because she knows she's being watched!

As if reading his mind, Cadance seemed to confirm this by staring right at the guard, bringing up two fingers in the shape of a V, and wiggling her tongue between them. Spike saw the guard fall to her knees with her mouth agape as she sped up her hand. His own speed followed suit.

As Spike looked back down at Cadance, she turned herself over on the chair, onto her knees. She held herself up with one hand, while the other went between her legs and started to speedily finger her sopping wet pussy. "Ah! Yes!" Cadance exclaimed as she threw her head back. Spike was glad she had her eyes closed at that moment. Cadance then started to jerk in place as she stopped fingering herself, and small traces of liquid squirted out of her.

Spike saw the guard lean forward on the balcony's railing and cease her hand movement, trading it for orgasmic thrusts of her hips. Spike quickly realized he was nude from the waist down and about to cum. His swim trunks were the closest thing available, so he grabbed them in a bunch and covered his cock with them. "Mmf! Ngh!" Spike grunted while covering his mouth as he came into his trunks.

As Spike came down from his orgasm, he saw his Aunty Cady panting as she turned herself over and laid back down on the chair. She placed her used fingers in her mouth and sucked on them for a few seconds, before pulling them out into an open palm to blow a kiss to the guard. This made a Spike shiver as he released one more drop of cum.

Well. Guess I'll have to get these washed before I go for a swim.

Spike tossed his new trunks in with his used clothes to wash, and proceeded to take a nice cold shower. He got rid of the leftover physical evidence, as well as the odor. Soon after, he went downstairs to tell Cadance he likely wasn't going to try out the pool today. He hoped the shower was enough to get him sufficiently composed to talk to her, especially after seeing what she had done.

When he reached the doors to the balcony, he found Cadance walking back inside through them. She was now in a robe that looked like it was taken from a spa, and she was straining any leftover water from her hair with a towel, apparantly having taken another dip. "Hey, you. You didn't come down to join me. But you do look like you've cleaned up."

"Oh, yeah. Sorry about that, Aunty Cady. I just didn't feel like going for a swim after all. But I did take a shower to get refreshed."

"Humph. I really wanted you to join me. I feel like the surprise was for nothing."

"I can promise I'll definitely check it out tomorrow to make it up to you. Dragon's honor" Spike said as he held up a hand.

"I'm gonna hold you to that" Cadance replied, pointing a finger at him. "But, I think there is a way you can make it up to me a little, and sooner. Go back to the tv room and set up a show, your choice. You're gonna let me cuddle with you. I need to warm up after my swim."

"Um..." He was certain that way was a tricky path. "I'm not sure I wanna watch anything right now."

"Please?" Cadance said as she gave him a puppy dog look. Her lips were puckered and her eyes glimmered. "For me?"

Damn it. I thought only Mom could do that to me. "Alright."

"Yes! You get the tv ready while I go change."

Cadance walked off to her room while Spike went to get ready. Spike decided to pick something funny, and settled on the sitcom Acquaintances. He sat down on the couch and waited for his aunt. When she entered, he was surprised to see her in another, slightly thinner and fluffy robe. And he feared what might or might not be under it. "I thought you said you were going to change."

"I did" Cadance said as she loosened the sash and showed him she had on an undershirt and shorts. "I just put this on to feel warm and comfy."

"Then why didn't you put on some warmer clothes?" Spike asked as he did his best to keep his eyes on his aunt's face. Before she covered herself up again, her legs were on display, and some small bumps made him certain she did not have a bra on.

"I like wearing my robe like this. It's comfier, and it feels better on my skin. Oh my gosh, I haven't watched Acqauintances since me and Shiny's last binge. Great choice" Cadance complimented as she sat on the couch and cuddled up next to him, much the way she had gradually done not long ago.

"Wow, your robe feels nice and soft."

"See? Alright, start it up."

Spike and Cadance had an enjoyable time watching the sitcom, laughing enthusiastically very often. Spike practically forgot how awkward he felt with his aunt being so close to him. And then by the third episode, she asked something of him. "Would you mind lying down? I wanna lay down."

"...Can't you lay down on the other side?"

"I wanna stay cuddled up and comfy with you."

"Won't it be hard to see the tv?"

"Not if I lay on top of you."

".........Um."

"Please? I wanna see if Twilight's right about you being the perfect body pillow. You let her, why not me?"

Damn it, Mom! How much do you talk about me being an object of comfort with her?! "I...guess there's nothing wrong with it."

"Well lay down then." Cadance moved away from Spike, allowing him to awkwardly and somewhat slowly adjust himself to lay down on the couch. Right after he was done, Cadance crawled on top of him and rested herself on his body, the top of her head brushing the bottom of his chin. "Mm. Yup. She was right. Thanks for giving me permission, Spikey" Cadance said before giving his chin a kiss.

"Ahem" Spike cleared his throat. "No uh, no problem" he replied, thankful his aunt couldn't see him blushing. They resumed watching the show, and for the most part it returned to their relaxed state. But Spike was still distracted throughout.

Man, her robe does feel comfy. And she's lighter than I thought she'd be. I wonder how'd she feel on top of me without the ro- No! Bad Spike! It's bad enough you did what you did in the room. No fantasizing right now! Wait...Why do I feel something moving down belo- Spike's eyes widened as he realized what was happening. His aunt's tail was slightly moving up and down, right between his legs. Oh no.

Given how slow Cadance's tail was moving, he figured she was doing it without even thinking. He'd seen it with plenty of ponies, and even himself. But this was considerably different given where her tail was. Danger. Redirection of blood flow restarted. Outside physical factor causing faster progress.

Spike could feel his member slowly rising anew and started silently panicking. He attempted to think of non-sexual things to stop it and make it go back down, or even slow it down. But his aunt's unintentional stroking proved too much. He was thankful she was positioned in a way that it wouldn't touch her. Please don't scoot down. Please don't scoot down. Please don't scoot down.

Cadance adjusted herself, not scooting down, but causing her tail to briefly brush his covered member back and forth. Stay still and don't move your back, or one of your wings is going to cut right through this couch. By the end of the fourth episode, Cadance had stopped moving, allowing Spike to go down to half mast. Thank Celestia. Little did he know that was simply the quiet before the storm.

Cadance used her magic to grab the remote and pause the show. "Spike? Can we sit up for a moment? I wanted to talk to you about something."

"Uh, sure." Cadance crawled off her nephew, allowing him to sit up with his legs crossed, hoping anything seen could be chalked up to his shorts being pushed up slightly. "What's up?"

"Well, I told you this was a bit of a way you could make up for not joining me at the pool, which it is. But there was one more thing I was hoping you could do for me, besides joining me tomorrow."

"What is it?"

"Well, this is a little embarrassing, but what I have in mind is because of that little situation from our day out."

"What do you mean?"

"The way you stood up for me left me so touched, I didn't want that hug I gave you to end. And besides that, seeing you use my advice so well made me feel so proud of you. Though, while you were giving Tulip the best day of her life....I was maybe a little...jealous."

"Jealous? Why would you be jealous when that was happening?"

"Well, Tulip was getting to kiss a cute, handsome dragon. And I've never gotten that opportunity."

Huh?! Wh-Where is she's going with thiiiiiiiis?! Spike thought as Cadance suddenly moved to sit in his lap, face to face, straddling him. She put her hands on the back of the couch, his head between her arms, as if having caught him in a trap. His heart rate increased as he started to feel his whole face heat up. What's happening? Did I fall asleep? Is this a dream?

"So, I was wondering. Would you mind...letting your Aunty Cady give you a kiss?" Cadance asked with a sultry voice and lidded eyes that she fluttered at him. Spike's heart thumped faster in his chest as Cadance started to close the distance between them. "Just. One. Kiss?" Their noses were a hair away from touching, and Spike's wide eyes stared into the hypnotizing pools that were his aunt's. "Would you let me?" Spike's mind couldn't form words at that moment, but it could still make his body move. He gave three short nods.

"I was hoping so" Cadance said before closing her eyes and placing her lips on her nephew's. Spike's wings spread out to full span, and his eyes drew back in his head as his eyelids shook. She must've put on lip gloss without him noticing, because he could taste cherries. His eyes closed as he slowly exhaled through his nose, releasing a breath he didn't realize he'd been holding. He pushed forward slightly into the kiss, only for Cadance to pull away. His eyes fluttered open to see his aunt looking at him with a sweet smile.

"Not bad. I've been waiting to do that for a while."

You have? Spike managed to think through the haze.

"But Tulip got way more that day. Think we could keep going?" she asked as she used her magic to loosen the sash on her robe, and pull it open slightly. Still caught up in the moment, Spike's response was to lean forward and kiss his aunt again, slipping his hands under her robe and putting them on her back to bring her closer. "Mm" Cadance hummed in light surprise before chuckling through the kiss and reciprocating. She leaned forward to have Spike lean back on the couch, allowing her to lean on him and place her hands on the back of his neck.

What the hell am I doing?! Spike thought as his and Cadance's lips smacked against each other. The feeling of two small things poking his chest told him she was definitely not wearing a bra. I'm kissing Aunty Cady! And she kissed me first! And it's awesome. No! Not awesome! She's my aunt! And she's married! For once I hope some of those rumors are true. If not, Shining Armor's gonna kick my ass. Cadance probed Spike's lips with her tongue before simply pushing through and starting to play with his. And somehow she was coming out on top of his longer than normal tongue. Only Scootaloo had ever even come close to doing that. Worth it.

Spike's hands started traveling down his aunt's back on instinct, toward her ass. And this apparantly excited her, as she shifted her ass backward to brush against his restrained erection. He released a husky breath as his pinky fingers just reached the top of her ass.

"Spike?! Cadance?! We're back!" Twilight's voice called out.

"Oh shit" Spike and Cadance said simultaneously in hushed voices. They quickly seperated from each other and got off the couch. As Cadance closed her robe and tightened the sash, she leaned towards Spike and whispered in his ear. "I'll go out and meet them first. Don't worry. We'll continue this later. Till then, big guy." Spike caught her giving a wink out of the corner of his eye.

Spike stood frozen as his aunt left the room. He shook his head and focused on unstiffening. "Twilight, Shiny! You're finally back!" he heard his aunt say down the hall. "Hm? Oh I just felt like getting a little comfy after my- oop. That reminds me, I've got a surprise for you and Spike. Last time I saw him he was watching tv."

Spike exited the room once he had calmed down and walked down the hall to meet up with his family. On the way, he noticed it was already sunset. Wow, it got later than I thought. "Hey Mom. Hey Shining Armor" he greeted as he found them with Cadance. "You're finally back. You were gone a little longer than I thought you'd be."

"Oh, well, hehe" Twilight chuckled, a bit nervously for some reason. "You know how I am with books. Practically the Princess of Books, if only. But me and Shining did go to a few other places. We even had lunch. How was your day? I hope it wasn't too boring."

"Oh no, not at all. Me and Cadance had plenty of fun." You sure did, you naughty boy./Shut up! "And don't worry, she didn't act 'corruptively' with me." And now you're lying to your sweet, if over protective, mother./Oh like I haven't done that before./....Touché.

"I'm glad to hear that. So Cadance, what's this surprise for me and a Spike you mentioned?"

"Shall we show them the way, Shiny?" Cadance asked her husband sweetly.

"Let's" Shining Armor replied as he joined his wife in leading Twilight and Spike. The former wrapped an arm around Spike, expressing how much she had missed him, never letting go the whole way. Thankfully this absolved him of staying behind everyone else to avoid accidentally revealing he already knew the way.

Twilight was very surprised by the pool and hot tub set up, while Spike mostly managed to recreate his initial reaction. Given that the sun was going down, Twilight suggested they all have a pool day tomorrow. Spike was concerned, as this meant they would all be around each other in swim wear. He hoped his aunt had another bikini that was less revealing, though with her body it would have to be a modest one piece. And if not, he seriously hoped his mother wouldn't catch him staring.

Chapter 4

They'd had the pool day Twilight had suggested, and to Spike's relief, Cadance put on a less revealing light blue bikini. Of course on her, it was still a sight to stare at. Thankfully, Twilight never seemed to notice him staring, at least at Cadance.

Twilight hadn't brought her swimwear either, and Cadance revealed she had bought somehing for her as well. It was a dark purple version of the less revealing bikini. Twilight was a bit hesitant at first until Cadance whispered something in her ear. "I-I mean...I don't see why that would be...why would you even bring that-? Do you really think he'd-? Okay!"

Spike had sneaked a few looks at his mother before she asked him to refer to her that way, she wasn't bad to look at after all. And the bikini almost seemed an invitation to do so again, along with the way she acted, unless it was all in his head.

The first time she submerged in the water fully and came back up, Twilight released a content exhale, running her hands down her hair, and then down the front of her torso. This made Spike's eyes widen slightly as his brow furrowed. He went back to his own aquatic activity for a bit until something caught his eye again. He saw Twilight pulling herself up from under the water by the edge of the pull, and then throwing her head back, flinging back her hair. She arched her back as she did this, making her chest jut out, the water trickling down the middle and sides of her breasts.

Spike shook his head and turned away, preparing to go beneath the water. As he went under, he swore he saw Shining Armor, who was relaxing in a pool chair, looking in the same direction Twilight was, a finger pushing up his sunglasses. Spike thought he saw his brother's eyes widened, and he assumed he was just surprised to see such an apparant display from his sister. He also thought he saw his mother briefly look in his direction with the slightest movement of her head.

Overall, the pool day went by without any called out incident, even Cadance sneaking Spike a wink when she caught him staring at one point. He and Twilight thanked Cadance and Shining Armor for the surprise as they went back inside to shower and get dressed. They all ended up agreeing to a mini Acquaintances marathon in the same viewing room Spike and Cadance had used.

Twilight ended up dressing like Cadance had, in an undershirt and shorts, to Spike's surprise and nervousness, given he knew how she would want to sit. Spike made his normal breathing a bit deeper to make it less obvious that he was doing so to try and keep himself calm as his mother practically sat on top of him. She was snuggled up to him also like Cadance had been, her head and a hand on his chest.

"Hold me" his mother requested in a low voice. He complied with her wish and wrapped an arm around her, if a bit hesitantly. "Hm" she hummed pleasantly as she shifted her body against him, as if she could get any closer. Spike's eyes shifted to look at her briefly, and then shot back to her as he saw her legs folded back against her. He had never taken notice of how shapely they were, or how smooth they looked.

One family member not enough for you, naughty boy?/Shut up! I'm watching the show! I'm watching the show! Spike steeled himself and refocused on the tv and his breathing. It worked, for the most part at least. They watched well into the night, and stopped when it was time to go to sleep. Spike worried that everything that happened would surely ruin his sheets that night.

Spike actually found it a bit difficult going to sleep, his head still abuzz with all that had transpired. I still can't believe Aunty Cady kissed me. I'm still not totally convinced it wasn't a dream, but I don't remember waking up until after I went to bed that night. She said she's been waiting to kiss me for a while. Did she mean since we got here? Or longer than that? I don't remember seeing any signs before, but I wasn't exactly good at picking any up for a while.

He had been up since getting in bed for nearly an hour. Spike closed his eyes in an effort to get some sleep, hoping his mind would just become tired with all the thinking. Roughly ten minutes after doing so, he heard the door to his room open and the light clip clopping of hooves. He opened his eyes and saw his aunt standing over him with a smile.

"Hey, big guy" she said in a low voice.

"Aunty Cady-" Spike began to say as he started propping himself up with his hands, only to cut himself off when his aunt put a hand on his chest. She pushed him back down onto his back, gently so, yet he felt like there was no way he could push back against it. She put her hands on either side of his head and leaned down, giving him a kiss.

"Mm" she moaned lightly as she made their lips smack. Spike closed his eyes and surrendered to the kiss. It lasted for only thirty seconds before she pulled away. "Just wanted to tell you good night."

"Th-Thanks" Spike stammered as he composed himself. "Aunty Cady, I wanted to talk to you about this."

"We will, tomorrow."

"But I have questions I could really use answers to. Like what about Shining Armor?"

"Sh sh shhh" Cadance said as she placed a finger on his lips. "Don't worry about him. I promise it's all going to be okay. You just get some rest. We'll talk tomorrow. Oh, and I'm going to come and give you a special good night every night while you're here. Would you like that?" Spike nodded. "I thought you would." Cadance leaned down and gave him a quick kiss before she turned to leave. "Good night, Spikey."

"G-Good night...Aunty Cady." His aunt hummed amusedly before she left and closed the door. 'Get some rest.' Sure, get my heart going a mile minute first, why don't you? Spike placed his hands behind his head and replayed his aunt's words in his head. He found her assurances actually did help to calm him down. Though his heart still beat a bit faster from the promise of more good night kisses. He closed his eyes again and allowed drowsiness to overcome him. He licked his lips before he fell asleep, and the last thought he had was a pleasant one. Mm. Cherries.

A few days passed since then, and Cadance had talked to Spike, but he still didn't have all the answers he needed. What Cadance had told him is that she knew about his first crush on her from when he was a kid, and that she had always found him cute. Initially it was cute as in adorable, but when she saw him as a teenager, it was more of an attractive cuteness. Were it not for her being older and having developed feelings for Shining Armor, she would've taken Spike out on a date or two. Since then she had wondered if even something small could happen between them, even having a few fantasies.

Spike wanted to ask her more, but she wound up distracting him with her lips. She initiated various make out sessions throughout the days, in the viewing room, at the dining table, in his room, wherever she seemed to find him alone. This was mostly when Twilight and Shining Armor weren't around. They went out to spend time together again each day, which Spike didn't find that odd with his mind occupied by his aunt. When they were around is when Spike felt the most nervous, but they luckily never discovered them.

As she said, Cadance did indeed come to Spike's room every night to kiss him good night after everyone else was asleep. A few times she even came in the morning to wake him up earlier than his mother and brother. She appeared to be doing so again.

"Hey. Wakey wakey." Spike stirred from his slumber as he heard a gentle female voice behind him, its owner nudging him awake. A slight questioning hum indicated he was up. "Good morning, big guy." His visitor leaned down and kissed his cheek.

Aunty Cady. The best mare to wake up to these days. "Good morning" Spike said groggily as he turned and reached out his arm. He placed it on his aunt's neck and pulled himself up, planting a light kiss on her lips while his eyes were still closed.

"Mm!" Spike heard squeaked after he pulled away and laid back down. It took him a second to register something. He recognized that kind of squeak, and it was definitely not his aunt's. It was his mother's.

Uh oh he thought as he kept his eyes closed and face calm. He thought fast on how to deal with this reverse situation of his mother's accident. "Hmmm" he groaned as he started sitting up in bed and rubbing his eyes. "Had to wake me up early to get an early cheek kiss from me, huh Mom?"

"Uh...y-y-yeah. Definitely" his mother replied somewhat fidgety. "You know how much I love them. But not as much as your hugs. Can I have one now, please?"

"Sure" Spike said with a smile. He turned to have his legs hanging off the side of the bed and he spread his arms out, his eyes mostly open. His mother immediately jumped onto his lap and wrapped him up tightly her arms, humming enthusiastically. He returned the hug with much the same strength. Thank Celestia she bought it.

"Usually I'm the one waking you up, Mom. Did I sleep in?"

"Oh, no. I wanted to tell you two things" Twilight said as she pulled back to face her son. "I asked Shining Armor if I could join him for one of his jogs, and he said yes." Spike then took notice of his mother wearing a from fitting sports shirt and pants. "So we're going out a little early, and we're going to come back to clean up, probably before heading out to have some quality time again. The second thing is some good news for you. I'm lifting your punishment. You and Cadance can go out into the city to spend time together again."

"Mom! Thank you so much!" Spike exclaimed as he recaptured his mother in a hug. He started peppering the side of her face with kisses, a few going to her neck in his excitement.

"Haha, hahaha, ahhh, ahem, you're uh, very welcome Spike" Twilight replied as he stopped. "We only have a handful of days here left, and I didn't want you spending them during a punishment you've more than made up for. Mmuah" Twilight gave him a loving kiss on the cheek before climbing off him. "Well, I better get going. Shining's kind of strict about his exercise. Hopefully we all get to go out again together.

"I'm pretty sure we won't see much of each other today given me and Shining's plans, and you and Cadance are probably gonna take advantage of your restored freedom. I'll miss you, just like every day" Twilight said as she leaned down for another hug.

"I'll miss you too, Mom. Have fun with Shining Armor again" Spike wished his mother as she released him and exited his room.

"And you have fun with Cadance. Not like last time obviously!" Twilight called as she made her way down the hall.

I'm pretty sure I won't be having any fun with Aunty Cady like that again. That was with another mare and not her, Spike thought to himself as he chuckled at his mother's words. It was then he realized something. Despite his genuine excitement over his grounding being lifted, he couldn't think of anything he wanted to do outside the castle. Recently he'd only been interested in spending time with his aunt, and not just for the make outs. He still needed answers.

"Hey" said Cadance's voice with an accompanying knock. Spike looked up to see his smiling aunt standing in his doorway. "I just heard the good news from Twilight. And she and Shining just left" she said as she walked up to him. She leaned down, lifted his chin with her fingers, and gave him a light kiss. "Congrats."

"Thanks. And since you mentioned them being gone, I was hoping we could talk some more."

"And we will. Later. For now, I've got plans for us. Go shower and get dressed, because we're going out for breakfast. You've got twenty to twenty five minutes" Cadance said as she left his room.

Spike sighed, feeling just a bit of exasperation over his questions being delayed. He shrugged his shoulders before getting up to get his clothing and departing for the bathroom.

After a hearty breakfast at a waffle house, Cadance led Spike to their next destination, which made Spike slightly nervous upon seeing it. A spa. When they entered, Cadance spoke to the employee behind the front desk in a low voice. The employee nodded and signaled two mares.

Cadance informed her nephew they were to go off for seperate treatments, like the last time, but that they would both be together for the final portion. They were instructed to strip down to their underwear and put on some robes in some changing rooms, which Spike found much preferable to the towels from the last spa that hid little of his aunt's body.

After separating into different rooms, Spike was given a manicure and pedicure, with an accompanying shoulder massage. He'd had a similar treatment at the Ponyville spa, and it was just as enjoyable. Things took a turn afterward however. He was taken into another room with a massage table with a folded towel atop it, accompanied by a young mare.

"Ahem. Please remove the robe and any other clothing you have on, lay down and cover yourself with the towel" the mare said with a slight hint of nervousness.

"Is that really necessary?"

"For the oil rub down and full body massage, yes."

Of course that's what Aunty Cady ordered. "Alright then. Um, could you turn around please?"

"Oh! Yes. Sorry about that" the mare apologized as she turned around.

As Spike disrobed and removed his boxers, he swore he could feel her looking at him, if even a little. Spike laid down on the table, placing his head in the hole. His wings were spread out and limp, hanging over the sides. He covered his lower half with the towel, his tail's presence lifting it slightly. He hoped it wasn't enough to have himself showing.

He saw the mare's legs as she walked up to the table and heard the light sound of liquid sloshing in a bottle. Then he felt her hands rubbing the oil on his back. The scent told him it was mint oil, and it left him feeling refreshed. His eyes closed as he felt his nervousness fade away in favor of soothing relaxation.

He groaned once she started massaging his back. He hadn't realized how much tension he'd been carrying, though it wasn't too surprising. He hadn't had many full body massages, and the feeling of his limbs, including his tail and wings, being worked on always felt interesting. He moaned and sighed as his body was expertly kneaded.

"Enjoying the massage?"

"Oh yeah. It's really good. My compliments to you."

"Thank you. I'm glad you like it. And I hope you'll continue to."

The mare continued the massage for a few minutes, before starting to focus on his waist and thighs. Spike found this curious, but it still felt nice. And then she started slipping her fingers under his waist and thighs, getting very close to a certain area, and causing a certain sensation, making his eyes snap open. "Um...what are you doing?"

"G-Getting you ready for the final part of the massage."

"What final part?"

"The one the princess special ordered for you. The um...special finisher, so to speak."

Special finisher? Wait, does she mean...?!

"I should probably tell you I've only done this a few times before. So please forgive me if I'm a little ametureish."

"Whoa whoa whoa" Spike said hurriedly as he propped himself up on his elbows, and then thought better of turning over for fear of making tent with the towel. "I didn't know that was part of it."

"Oh, so she ordered it as a surprise. Well, if you lay back down I can make sure you enjoy your surprise to it's fullest."

"Hold it. I don't really feel comfortable this."

"Oh" the mare said as she started to look downtrodden. "Would you prefer another mare you find prettier, or older? Or maybe a stallion?"

"What?! No, no, it's not you. I'm just not comfortable with the situation. We can skip that."

"Are you sure? It's included in what the princess paid for. And it would be an honor to...please you, Spike the Brave and Glorious."

"Trust me, the massage is pleasing enough. I would like it if it stayed that way, please."

"If you say so. Uh, you won't bring this up with the management, will you?"

"Don't worry. It's not the management I'd like to talk to about this. You're safe. Please, continue the massage" Spike requested as he laid back down.

"Of course. Um, if you don't mind me asking. If you did accept the...special finisher, would you have been fine with me giving it?"

Spike raise his head from the hole again to look at the mare. "Of course I would have."

"Th-Thank you for saying so, Spike the Brave and Glorious" she said. "If you'll lay back down I'll finish the massage, in the way you requested."

"Thank you."

After the massage, and getting his boxers and robe back on, the mare led Spike to another room where Cadance was waiting for him, thankfully also in her robe. The room was for mineral baths, with small personal tubs and round hot tubs. He couldn't help notice no one else was there.

"The room is yours for the hour. Enjoy your mineral baths" the mare said before departing.

"I would think there'd be at least a few more people in here" Spike said as he looked around.

"The perks of being a princess. I reserved the whole room just for the two of us."

"I just got a really strong feeling of déjà vu."

"I recommend the hot tub bath. The jets work extra hard, it's so good."

"Alright" Spike said with a shrug of his shoulders. He then realized something. "Wait, shouldn't we have like, special shorts and a bra or something for you?"

"Not for a full mineral bath, silly. We go in bare" Cadance explained as she started undoing her robe's sash.

"....Of course we do" Spike muttered as he turned around to remove his boxers yet again, while his robe was still on. He stepped into the nearest hot tub backwards, with his robe, and removed it once his lower half was submerged. It instantly felt soothing. "Ooh" he sighed, closing his eyes as he slowly submerged himself. Once the water was up to his chest, he turned himself around and sat in the tub, laying back against its wall with his head back. "Ah. Wow, this feels really good."

"Doesn't it though?" Spike heard Cadance say before he heard the sound of someone else getting into the same tub. His eyes opened wide and confused before bringing his head back down. And then he shot his head to the side after catching a glimpse of his nude aunt lowering herself into the bubbling water, her front facing him. "Ah. I haven't had a mineral bath in a while."

"Um...Aunty Cady? I thought we would be using separate tubs."

"If we did that, then we wouldn't get to cuddle" she explained as she started scooting towards him.

"Uh, w-w-while we're naked?"

"We've been tongue wrestling each other for more than a few days, Spike. I don't see us being naked in a hot tub together that big of a deal."

Does she even HEAR herslef?! Spike thought, though not making any move to get more distance between him and and his aunt.

"Ah" Cadance sighed as she recreated how she sat with him in the tv room, her arm over his shoulders. "Much better. Something interesting about the wall?" she asked amusedly.

"Uh..."

"Spike, would you look at me?" Spike hesitantly turned his head towards his aunt. He saw her giving him a small smile, which somewhat helped to distract from her partially submerged breasts, thankfully enough to cover her nipples, which he was certain he had seen for a millisecond. "We are naked. In a hot tub. Together. And there's no one else around. So could you just lay back and relax, please?"

"...Al...Alright."

"I would think after your special treatment you would be a little more relaxed."

"Oh yeah. About that special treatment. I didn't go through with that."

"What?!"

"And I'm not too fond of kind of being ambushed with that. Me and that mare were really embarrassed."

"I special ordered that just for you" Cadance insisted. "I would think a guy like you at your age would love a surprise like that."

"Maybe a lot of guys would, but not me."

"I think Twilight's prudish behavior is starting to rub off on you."

"In this case, I don't mind that at all."

"Killjoy" Cadance teased.

"While we've got time, I was hoping I could talk to you again."

"Well, we do have an hour. Unless you had anything else in mind" Cadance suggested as she made circles on his chest with her finger before kissing the air a few times.

"Don't try and distract me, I still need some answers."

"Alright" Cadance acquiesced with a roll of her eyes. "What do you wanna know?"

"Well, with what we've been doing, where does Shining Armor fall into this? We've only been kissing but doesn't that still count as cheating?"

"I want to ask you something to help answer that. Have you heard anything about me and Shining Armor?"

"How do you mean?"

"I mean any whispering about us and our marriage, like anything you'd read in the tabloids."

"I mean...some rumors here and there."

"I love rumors! They create the juiciest gossip. Go on then, tell me what you've heard."

"Well, there's one or both of you cheating on each other."

"Us and every couple in the public eye."

"You uh...having a reputation as....a mare who has a lot of sex with a lot of other ponies."

"Town whore. Not the first time I've heard that one."

"And the both of you inviting others, or swinging."

"Ooh, spicy. And accurate."

"Wait, what?!"

"We've done both those things, quite a few times. There's a lot more we've done, but we're talking about those two things right now. We've both swapped partners and invited others to join in some fun. With each other's consent of course. Which is where you come in."

"Wait, so you mean I'm-?!"

"A new partner I've chosen. Yup."

"And Shining Armor..."

"Definitely knows."

"But wait, you said partner swapping. Doesn't that mean he would have someone else too?"

"Who said he didn't?"

"I...Who?"

"I can't tell you. Not yet at least. All you need to know is I have his consent and he's fine with it being you."

"Are you absolutely sure?"

"He said so. And he's been fine with everyone else I've chosen. And vice versa."

"Wow. Okay then. And how long have you two been doing this?"

"Since we started dating."

"A...Really?"

"Oh yeah. I let him know right off the bat how...adventurous I am."

"Whoa. And how long have you been wanting to...do this with me?"

"A few years. Though you've been in the back of my mind since the wedding. I told you I haven't gotten to kiss a cute, handsome dragon. Or any dragon for that matter. And that's not the only thing."

Spike's eyes widened as he felt his aunt's fingers dance across his thigh, getting very close to his crotch. "Wha- Uh- What...What are you doing?"

"Getting back at my nephew for skipping out on his special spa treatment I ordered just for him."

"A-A-Aunty Cady!" Spike stammered as he tried to shift away, only for Cadance to hold him by his shoulder. His dick was quickly starting to swell as she brushed her fingertips along it. "We're in a public place!"

"In a private room. With only the two of us inside. And still plenty of time left before we have to leave." She charged her horn and used her magic caress his chin. "Are you gonna deny your Aunty giving you this little gift after you refused her last one?" she asked before leaning in and kissing him.

"...No."

"Good. Now lay back, and enjoy" Cadance purred as she wrapped her hand around his fully erect member and started stroking him.

"Okay" Spike replied a bit meekly. He relaxed against the edge of the tub, releasing a sigh. His aunt gave a pleased hum before leaning in and starting to kiss his neck.

"Ooh, you really are a big boy."

"I'm sure I'm not that big."

"No, really. You are. Maybe not the longest, but you've definitely got some girth going for you."

"Thanks, I guess. Ooh."

"You like the way I'm stroking your cock, Spikey?"

"Yeah."

"Better than when you pleasured yourself to me when I was giving that guard a show, huh?"

"Definitely. Wait...you know about that?!"

"Of course I do. I've basically developed a sixth sense for when anyone's masturbating to me out of my sight. Why do you think we gave you that room?"

"I thought it was by accident. Or you missed that I had a lower window."

"Nope. And remember to thank Shining Armor for that. It was his idea."

"Sure. Though I'm not to sure about how to word that. 'Hey, bro. Thanks for giving me a special room so I could jerk off to your wife.'"

Cadance laughed at that. "Don't worry about it. You can come up with something later. Right now, focus on this. In fact, how about I help make it easier by offering you a feel of my girls?"

"Your girls?" Spike asked before Cadance took his far hand in her magic and directed it to one of her breats. "Oh. Uh...sure." She had him cup one of her mammaries before releasing her hold, allowing him to do as he pleased. He moved it about slightly, stroking it with his thumb, giving it a light squeeze, thumbing the nipple. He slowly moved to do the same with the other one, his aunt encouraging him with a nod.

"Mm" Cadance moaned. She could tell it wasn't his first time handling a mare's breasts. "Your claws give me a nice little tingle. Your marefriends must've been lucky, getting a more thorough version of this. So what do you think?"

"Soft. And better than I ever thought."

"Why, thank you" Cadace replied sweetly. "Such a compliment deserves something more." Cadance sat up and moved in front of Spike while still stroking him. She charged her horn again and created a magic bubble around her head, before slowly starting to lower herself into the water.

"What are you doing?"

"I don't want hot, mineral bath water getting in my eyes or nose. And we want your stuff going in my mouth and not in the water, don't we?"

"What stu-?" Spike cut himself off, lurching forward as she quickly submerged herself fully and brought her head to his crotch, putting his dick in the bubble, and then in her mouth. "Gah! HA ha! Ho...Holy shit!" he exclaimed as Cadance slowly took in his erection. He released a husky exhale once she reached the base, and laid back on the edge.

After a handful of seconds, she started drawing back, the bubble big enough to ensure his crotch was still shielded from the water. She stopped at his tip and held it between her lips like a popsicle. Then she went back down and started to suck him off at a gradual pace.

He couldn't hear anything, but the way she moved was sufficient to imagine it. Small smacking sounds and slurps as she went back and forth on his cock. The feeling of vibrations and light jerking of surrounding flesh told him she was moaning and gagging on him. In his mind, it was like sounds right out of a porno.

The few times of self-relief he had partaken in did little to help stave off the tension from his aunt's constant teasing and flirting, the former of which he was now certain was mostly intentional. His climax was approaching fast, and he considered letting his aunt know by lowering his hands and putting them through the bubble, placing them atop her head. But as he did so, she seemed to figure it out by herself.

Cadance increased her pace before using her magic to help her move Spike from where he sat. She placed him so he was sitting above a jet, right below his balls. And up she accompanied her new pace with her tongue wrapping around him, alternating leftward and rightward every time she drew back. Spike threw his arms back, gripping the edge of the tub as he felt the brand new sensation of his aunt's speed and tongue technique, and the way the jet massaged his balls.

Spike stammered and sputtered as his orgasm approached faster than he ever imagined it could. And it tore through his body. "AH! GRR! OOF!" Spike grunted and huffed as he released into his aunt's mouth. She went all the way down to his base after the first spurt, partially situating him in her throat. The feeling of her tongue shifting under his cock told him she was swallowing, all of it. It made him shudder and release a few more dribbles of his cum, which she lapped up.

Cadance arose from the water licking her lips as Spike breathed heavily. She dissipated the bubble around her head, while also maintaining a new one she formed around Spike's crotch when she released him. "Mm, I heard dragon cum was deliciously spicy. Glad to know it wasn't just talk. How did you like your replacement gift?"

"Hah...Loved it...fooh. Thanks...Aunty Cady."

"I bet you don't feel like denying any of my gifts to you in the future now, huh?"

"If denying them leads to something like this again, I'll deny all of them. But I'll take them if your delivering them instead of someone I just met."

"Hm. Can't make any guarantees for that last one. I've been thinking about getting you in on some of me and Shining's invitation fun."

"I think I can live with that."

"Our time's about up" Cadance said as she climbed out of the hot tub and put her robe back on. "Get out and put your stuff on once you catch your breath." Spike did as instructed, Cadance removing the crotch bubble when he got out, and they both exited the room. They were directed to the same dressing rooms from earlier to towel off and put their clothes back on. "Excellent treatment as always, ladies. We both enjoyed ourselves very much" Cadance thanked all the mares that had attended to her and Spike, who had lined up to bid them goodbye.

"Thank you for your patronage, Princess Cadance, and Spike the Brave and Glorious. And um...we hope to hear any updates about our possible...invitations" the apparent lead employee said with a light blush.

"What was that all about?"

"Just that fun I mentioned getting you in on before. I'm sure your massage mare would love to participate.

Spike's eyes widened at this and he looked back at the door of the spa, and saw the mare that had massaged him poking her head out. She quickly retreated back in when she saw him looking back. Well then.

Spike and Cadance returned to the castle afterward, both agreeing to a homemade lunch. Cadance's was a bit smaller; she coyly remarked she had kind of a big snack not too long ago. Spike noticed that his mother and Shining Armor weren't around, and figured they had already returned to clean up and head out again.

With the massage and his aunt's gift, Spike was feeling very relaxed, and in the perfect mood for a nap. He asked Cadance if it was okay if he took one, and she said yes. He departed for his room and laid down on his bed, easily being claimed by slumber.

While he slept, he dreamed that Cadance had come into his room and started to give him a lighter repeat of her earlier gift. She ran a finger up and down his length, giving it slow licks, and planting a few kisses.

"Mm, Aunty Cady. That feels good."

"I know."

Spiked stirred from his nap and noticed two things as he opened his eyes. He must've been out for some time, as it was already sundown; it was midday when he and his aunt returned. And his dick actually was getting licked and kissed.

"Enjoy your nap?" Cadance said as Spike looked down at her.

"Not as much as I'm enjoying this right now. Wait, are Mom and Shining Armor back yet?"

"Don't worry, they're not around. I'm glad to see your youth gives you good stamina, because you're gonna need it. Or maybe it's because you're a dragon. Hopefully both for double the dose."

"Need it for what?"

"What do you think? I told you you're my new swap partner. Did you think I meant only for blowjobs?"

"Wait, do you mean we're gonna-?!"

"Oh yeah. Like I said, I haven't gotten to do anything with a dragon. And we've already checked off first to third base. I'm gonna go get something special ready. Come to my room in five minutes" Cadance instructed as she stood up.

"Okay!" Spike said eagerly, making Cadance giggle.

"And pull up your shorts. I want you to undress when we're both ready."

"Okay. But what about-?"

"I told you they're not around. And even if they were, it's a big castle with plenty of rooms. See you soon, my cute little nephew" Cadance said as she wiggled her fingers at Spike before leaving his room.

Spike pulled up his shorts and spent the five minutes pacing back and forth anxiously. Once he saw that they had passed, he left his room and calmly walked to Cadance's room. While his walk was calm, his mind was swarming with worries. He was hoping he wouldn't be a disappointment, having only had sex a handful of times. This was due to never wanting to risk getting caught by his mother by bringing any of his marefriends to their castle, and he only got that far with a few of them. Cadance had given him the best blowjob he'd ever had, she must be a goddess in bed. How could he hope to satisfy her?! And Sweet Celestia, please don't let everything she said turn out to be a lie.

As he reached her door, his mind stopped forming organized thoughts in favor of a general sense of anxiety. His heart was beating a mile a minute as he raised a hand and knocked on the door. "It's open." He turned the knob and pushed the door in, and was greeted by the sight of his aunt sitting at the foot of her very large bed, clad in her fluffy robe.

Her eyes were lidded, and she had the sweetest smile she could make. It was a smile he had seen often times before, a disarming smile that when focused on an individual relaxed them to their core. She had made that smile anytime he, Twilight, or Shining Armor were feeling down. It melted his worries away, and he smiled back. "Hey Aunty Cady."

"Hey Spike."

"I take it there's something under the robe for me to see?"

"Mmhm. But you're not gonna see it yet" Cadance said as she stood up from the bed and approached Spike. "Follow me" she said as she walked past him and out the door.

"Huh?" Spike said as he caught up to her. "What do you mean? Where are we going?"

"We're just taking a quick little trip somewhere. I'll explain more when we get closer." Spike raised a brow at this, but continued behind her regardless. She ended up taking them down four levels, and down a hallway that also contained multiple rooms. "We're closer now."

"So why are we here?"

"We just have to touch base with a few ponies. That's all."

Spike was about to further question this when he heard a noise coming from up ahead. "What was that?"

"The ponies we're gonna touch base with."

Spike maintained his confused expression as they got closer. The further they progressed, the more he started to make out the sound, or rather sounds. It sounded like grunting, and moaning, both occasionally rising briefly. And there was also the squeaking of bed springs, and something hitting a wall. Like a headboard.

Wait. Is that what I think it is?! Spike thought as the sounds got louder and louder. They eventually reached a door, the room it led to clearly being where the sounds were coming from. Cadance leaned her shoulder on the wall to the left of it before using her magic to open the door slowly and slightly.

"Go ahead. Take a peak."

The sounds were louder now, and Spike's confusion and curiosity as to his aunt's actions compelled him to do as she suggested. As he got closer to the gap, the voices that were making the noises started to sound familiar to him. And when he finally looked inside, his eyes practically popped out of his head. It was one thing for his aunt to have explicitly confirmed that both she and Shining Armor engaged in extramarital activity, with each other's consent. It was quite another thing to see undeniable proof of the latter engaging in it.

His surrogate brother was plunging his erect member into a mare that wasn't his wife. But this wasn't some strange mare, it was a mare that Spike very much recognized. And it was who exactly that mare was that shocked Spike the most. It wasn't hard to determine her identity, given that there was enough light to see her wings, and horn, and that she was purple.

"MOM?!"

Chapter 5

"She can't hear you" Cadance said after her nephew's exclamation. "Shining cast a soundproofing spell. What he didn't tell her is that this one only keeps sound from getting in and disturbing them."

"Ooh Shiny. Mm. Mm!" Twilight moaned.

"And I for one am not complaining. Hold on, we just need to give them a little more time" Cadance said. Meanwhile Spike could only stare in shock, his eyes wide and mouth agape at the incestuous display before him. His mother was on her back while her brother pounded her while on his knees, holding her legs.

"Mm! Mm! Mm!" Twilight started to squeak in rapid succession, Shining Armor's pace following suit. Cadance's horn charged up and went about removing the spell. "I'm about to-! Ah! Yes!" Twilight exclaimed as she orgasmed, her brother grunting as he did as well. "Yes! Fill me up, BBBFF!"

"Now she can hear you" Cadance uttered.

"MOM?!" Spike exclaimed once more.

"Spike?! Ah ha!" Twilight exclaimed as she turned her head towards the open door, releasing an uncontrolled orgasm yell. "This, hah, this isn't what it looks like!"

"Really?!" Spike said as he stepped in and walked toward the bed. "Because it looks like you're having sex with Shining Armor, your brother!"

"....Okay, it's, mm, exactly what it looks like" Twilight replied despondently, still riding out her orgasm. "I never meant for you to find out. Or even let this happen on our trip."

"Let it happen on the trip? Why does it sound like you knew this could happen?"

"Ah" Shining Armor sighed before replying. "Because it's not the first time, bro" he explained, very non-chalant, to Spike's further confusion. Twilight looked at her brother in alarm.

"Wait, how long has this been going on?!"

"Like in general, or for your visit? Because in general, since me and Twily were teens. But we only started having sex once she turned eighteen. Why do you think she wanted you to call her Mom? She's way into 'family play' as she puts it."

"Shining!" Twilight exclaimed in outrage.

"For your visit, not too long after your punishment" Cadance explained as she walked up besides Spike. "Sex wise, I mean. This at least their eighth time. But Shining's been teasing her since you got here."

"Cadance?!" Twilight exclaimed as she magically grabbed a blanket to cover her and her brother's joined crotches. "This isn't what it looks-! Wait...You know?!" Twilight and Spike exclaimed simultaneously.

"I've known the entire time. Princess of Love, duh. I sensed how you felt about Shining a long time ago, and I gave him the okay. I also sensed how you felt about Spike. Me and Shining told you you should've come clean with him already."

"Wha-..." Twilight trailed off as she processed this information. "Well, I didn't want it to be too soon and weird. And I was planning on finally doing it! But Shining kept distracting me."

"Sorry, I gave him that idea. I decided to finally have some fun with your son, you hadn't made your move, and I didn't want little Spike here to be swarmed with too much."

"So you did want to start something with me?" Spike asked his mother, having gained some semblance of composure after processing everything himself.

"I still do!" Twilight insisted. "Please don't be weirded out by this!"

"Considering the inkling of attraction he's felt for you after coming to call you Mom, and what me and him have done, he's not too put off by the 'family play' aspect."

"Spike...you've felt attraction for me?" Twilight asked emotionally.

"Uh...well, yeah actually" Spike said a bit bashfully, feeling considerably awkward with the current situation. "You didn't exactly make it easy not to. And I actually have thought about starting something with you, but like Aunty Cady said, you never made a move."

"But, would you still be open to even trying it out?" Twilight asked hopefully.

"I think Spike deserves something before he can answer that question" Cadance interjected before Spike could answer. "I mean, look at all he's just discovered. What you've kept from him. Which is now part of why we came here in the first place, right Spike?"

"Yeah, that's right" Spike said with a slight, sudden confidence. "Considering all this, I figure I could get consent for something I'd like, in exchange for giving you a chance, Mom."

"Well...I suppose that would be fair. What did you have in mind?"

"Well, this was just a quick stop for what me and Spike here were about to go do."

"What do you...? Wait. Why are you wearing a robe? And what did you mean before by what you and him have done?!"

"You and Shining aren't the only ones who have had fun during your visit, Twilight" Cadance said suggestively as she wrapped an arm around Spike's shoulders.

"You two have been-?!"

"No, we haven't gone that far. But we're going to. And can you blame me, with how cute he is?

"I guess I really can't" Twilight replied, looking longingly at her son before shaking her head. "No! Wait! You're gonna take my son's virginity before I do?!"

"Pfft!" Cadance and Shining Armor covered their mouths to hold back their laughs.

"Um...sorry to burst your bubble, Mom. But I've already had sex before. With a few of my marefriends."

"What?! When did this happen?! I knew they were all tramps!"

"Says the mare with her brother still balls deep inside her" Spike replied in a snark tone.

".......Touché" Twilight replied defeatedly. "But I'm still not happy about Cadance being with you before me!"

Spike walked right up to the bed and got down on one knee, putting him face to face with his mother. "Give me your consent for this, and I promise I'll give you and me a chance." And then he kissed her, making her eyes go wide. He kissed her the way he and his aunt did before things got intense. Twilight closed her eyes and moaned as she melted into the kiss. He pulled away, making her eyes flutter open. "Okay?"

"Okay." Spike stood up and and thanked his mother before rejoining Cadance and heading for the door with her. "Wait! Cadance. I know it's not his first time but...could you please be gentle with him?"

"Oh, Twilight" Cadance said sweetly, as if touched by Twilight's concern, only to take on a mischevious face. "You know I can't promise that." Twilight started stammering in confusion and despair. "Plus, he's a dragon. I'm pretty sure Shining should be asking him to be gentle with me."

"Which I'm not" Shining Armor announced. "Give her your best, little bro. You're in for a treat."

"Thanks, Shining" Spike replied as he and Cadance departed the room.

"Wait! But-!" Twilight called, only for her brother to cut her off.

"Sorry, Twily. It's out of our hands. Plus, this is kind of karma for you, considering how much quality time we've had behind his back. And speaking of" Shining Armor said as he started shifting his newly erect stallionhood inside Twilight. "Seems like you're ready for today's round three."

"I...ahhhh ha. Damn it. You're lucky Spike's kiss got me going again."

"You wanna do a little mother/son role play? Probably make you feel better."

"No, you're fine. I want to save that experience for the real thing. Now shut up and be gentle with me. I'm still sensitive."

"Hey" Cadance said to her nephew as they made their way back to her room. "How you holding up? You just went through a whole lot of crazy."

"...Better than I would expect" Spike replied with a hint of surprise. "Of course, I never expected to experience something like that. Might be why I'm taking it this well; my brain is probably still processing."

"I'm sure it'll hit you by tomorrow morning. It did for Shining after I told him I knew and had no problem with him and Twilight. And telling him he could still go for it. And all that was after we got married."

"Wow. Shining Armor hit the jackpot with you."

"I know. And now..." Cadance said before charging up her horn and teleporting them in front of her room. "You're gonna get a taste of that." Spike's eyes widened as his wings briefly shifted upward. "Wait out here for a second. I need to get your eye candy ready" Cadance said before stepping into the room and closing the door behind her. It took only a few seconds before she called to him. "Come on in."

Spike's heart raced as he grabbed the knob, turned it, and opened the door. The room was different than before, now dimly lit by candles scattered about the room, and pink and white flower petals spread around the floor. The scent told him they were cherry blossoms. But he barely registered them, being more focussed on the mare standing before her large, royal bed.

Cadance stood at the foot of her bed, dressed in white lingerie that on her seemed like something out of a fantasy. Her bra was connected to two prices of see through fabric, one for each cup, that went down to her thighs, her slender stomach being exposed. She wore panties that seemed a size too small for her, her marehood only just being covered. They were connected, by what seemed like ribbons, to legging that started halfway down her thighs and ended above her hooves.

Spike stood in awe at the love goddess before him, who was looking at him with a seductive smile and a hand on her hip. He could just make out a cherry blossom pattern on her bra and panties. His wings fanning out to full span didn't register to him. He was half convinced the last half hour was just a dream. One he hoped he wouldn't be woken from.

"You gonna stand there and drool all day?" Cadance asked teasingly, making Spike quickly wipe his mouth. Cadance giggled lightly before raising her hand and curling a finger at her nephew. He slowly and worldlessly obeyed, getting closer and closer until she took the last few steps towards him herself. She placed her hands on his shoulders, still maintaining her seductive face. "You like?"

"Y-Yeah" Spike replied softly as he looked down at his aunt's body. "You look beautiful."

"And sexy?"

"Very sexy."

"Thank you for saying so" Cadance said before giving him a chaste kiss in the cheek. "Mind if I undress you?"

"Uh..." Spike was surpised by that. A mare had never asked to undress him before, not even his marefriends. He was curious. "Sure."

"Great. But first, we need to make sure your shirt doesn't get cut up" Cadance said as she moved behind him, her hands sliding off his shoulders. "More than happy to see me, are we?" she said coyly as she placed her hands flat on Spike's wings, which sent a light shiver up his back. She started slowly rubbing her hands inward and outward along his wings, then in little circles, and back again.

Spike's brow raised in surprise at the brand new sensation. It was somehow both soothing and arousing at the same time. Like some kind of combination of a handjob and a message. He felt his heartbeat become stronger rather than faster. He sucked in air through his teeth when he felt his aunt place kisses along the inward parts of his wings. And then he realized they were going down.

Once his appendeges had gone back to normal, his aunt came back to his front, though he was looking back as he stretched and retracted his wings. "And I'm still aroused. How did you do that?"

"A little technique I learned. Pegasi and alicorns get wingboners too. Now, let's get your shirt off" Cadance said as she slipped her hands under said article. She slowly started pushing it up, running her hands along her nephew's torso. "Hm, seems like you got some left over baby fat, but not like a gut."

"Yeah, it kind of just stretched out as I grew. Part of having scales I guess."

"Well I'd say it was distributed quite nicely. Hm, bit of a thick, sturdy body. Perfect for a dragon."

"Thanks, Aunty" Spike replied a bit bashfully, turning his head away.

"Aw, you look so cute when you blush. Didn't any of your marefriend's say anything like that?"

"Kind of. But it's different coming from you. I kind of like it better."

"How sweet. You'll be happy to know I'm going to appreciate your body a lot more, real soon. Arms up, please." Spike complied, also slipping his wings through their slits as Cadance took his shirt off. She threw it aside and placed her hands on his chest, briefly stroking it in circles, before slowly getting down on her knees and sliding her hands down along his torso. "And now your shorts."

Cadance hooked her fingers into the rim of his shorts and slowly pulled them down, making him raise his legs slightly to get his feet out and throw them aside with his shirt. He had a very noticeable bulge in his boxers, which she smiled at before putting her hands on his legs and sliding them upward. She looked up at him while he looked down at her, and she reached his rear, giving it a squeeze.

"Have you ever been told you have a really cute butt?"

"More than a few times, actually."

"I can imagine. Oh, and it looks like someone's eager to get out" Cadance teased as she breifly shifted her eyes toward his bulge. She gave it a quick kiss, making her nephew shudder, which made her giggle. "Don't worry. He can come out in due time" she said as she stood back up. She charged up her horn and enveloped Spike in her magic. "Now lay down on the bed for me, please" she said as she levitated him onto the mattress, putting him on his back, resting his head on the numerous pillows.

Spike had been surprised by the sudden movement and propped himself up on his elbows. He watched as his aunt turned around and proceeded to climb on the bed, and start to slowly crawl toward him, like a wildcat approaching their prey. As she got closer, some worry crept back into his mind.

"Aunty Cady?"

"Mmhm?" Cadance hummed, not stopping her crawl.

"When you came to my room earlier, to tell me to come to yours, I started thinking."

"About?"

"About how...your a mare with a lot of experience. In sex, I mean. And I don't have all that much. So it got me thinking..."

"You're worried you won't be able to satisfy me" Cadance finished for him, still crawling. He nodded, somewhat embarrassed. "Aw, Spike, you don't have to worry about that. I mean, your size alone guarantees that won't be an issue. And even then, if you need any advice, I'm more than willing to give it. It is your first time after all."

"Huh? I wasn't lying before when I said I already had sex. And it's been more than once."

"I know."

"Then why did you say-?"

"I meant..." Cadance said as she finished crawling up to her nephew, now hovering over him, face to face. She then leaned forward and gently kissed his cheek. "It's your first time..." she kissed his other cheek. "With me.

"Now give your aunty a kiss."

Spike stared at his aunt wide eyed for the briefest second, and then he joined his lips with hers. The both of them closed their eyes as they started kissing, lightly pushing back and forth against each other. Spike breathed in and out through his nose, while Cadance made light moans every few seconds. "Mm. Mm. Mm."

Spike reached a hand up and cupped his aunt's cheek, stroking his thumb against it. A gentle moan from her told him she welcomed it. Cadance brought her respective hand up and placed it over Spike's, before then seizing his wrist, and then the other, and pinning his arms above his head and pushing him back by their kiss. Once his head hit the pillow, she turned her head and deepened the kiss, pushing her tongue through his teeth to meet his with a hungry growl. "Rrm."

This surprised Spike, but he didn't mind it, and followed her example. He put in the effort to at least match her tongue work, using his length to his advantage. "Mm!" Cadance moaned in surprise as her nephew's tongue wrapped around hers, pushing back and slithering along it. "Mmmm, hm hm hmmm" she chuckled through the kiss.

Cadance proceeded to lay her body on top of her nephew, the lingerie feeling soft against him, and her breasts feeling like pillows being squished atop him. She released his wrists and supported herself on her forearms to maintain their kiss. She then charged her horn and used her magic to guide his hands to her back, encouraging him to explore.

Spike slid his hands up and down his aunt's back and sides, amazed at how soft she felt. He felt her shiver against him as his claws traced over her. She audibly shuddered at this, sending vibrations to his mouth. He decided to go a little further, and travelled down to her ass. He heard her inhale sharply as he gently traced his claws along her cheeks. And then he gave them a light squeeze, digging his claws into her flesh the slightest bit.

"Ooh!" Cadance explained as she broke away from the kiss. She charged her horn and used her magic to press his hands into her ass cheeks. "Keep 'em there. And keep doing that. But a little harder, please" she moaned before recapturing his lips in a wild and eager kiss. He did as instructed, kneading her ass roughly, digging his claws into her further, and she never objected to any pain. "MM! RRMM!"

"Aunty Cady?" Spike said between kisses.

"Yeah?"

"Before we started...you said...I was gonna get a taste of the jackpot.....Well....I was hoping I could make that...literal." Cadance ceased their kissing to look at him questioningly, but also with a smile suggesting she had an idea about what he meant. He stuck out a good amount of his tongue and wiggled it at her.

"Having that gift to anyone's genitalia inside me? I'm more than willing. But with the way you were handling my ass right now, I can't deal with much buildup. So..." Cadance teleported the both of them, switching their positions while also putting Spike on his hands and knees, right at her hooves. "Go ahead and have at me."

Spike smiled as he started crawling up towards his aunt's pussy, much the same way she had, and trailed kisses up her legs. When he got to her thighs, he noticed her panties were soaked through, and then he got a whiff of her pheromones. It made him laser focus on the area before he stuck out his tongue and briefly ran it up her covered marehood, getting a taste of her fluid.

"Ah! Spike! I told you I can't deal with-" Cadance cut herself off when she heard a low growl, and looked down to see her nephew giving her a toothy smile with half lidded eyes. She knew that look, and that sound. She had given both before. He was hungry, for her. He lunged forward and slipped his top teeth under the rim of her panties, breifly tracing her skin and making her shiver. She watched wide eyed as her nephew proceeded to rip her panties off in one quick motion. He looked at her with that hungry smile, her panties hanging from his teeth, and she felt her pussy wink and excrete more nectar. Spike swung his head, flinging away the ripped fabric, and then shoved his face into his aunt's crotch, speedily slipping in his lengthy tongue like a loose garden hose.

"Ah! Ah-ha-haaaaa-hah! Ah!" Cadance exclaimed, shooting up by her hands as she felt her nephew's tongue flail against her inner walls as it entered. "Ho! Sweet...Aunty Tia! Ugh!" Cadance exclaimed as her legs quickly and automatically wrapped around her nephew's head. He could've sworn he actually heard the whirring and locking of a mechanism.

Spike hooked his forearms under his aunt's thighs, digging his claws into her flesh, making sure himself that he wouldn't get away from her. She tasted near heavenly in comparison to past marefriends he'd pleased orally. They were like spiked punch, while his aunt was more like a fine wine. He even noticed something like a savory sweet flavor. It reminded him of cherries. And it was delicious.

"Oh my god!" Cadance exclaimed as she grabbed the rungs of the bed's headboard. She had taught her husband how to eat her out as best as possible, but she had never felt anything like this before. Her nephew's tongue would lick and press into her inner flesh with different parts of itself, covering opposite sides simultaneously. Up and down, left and right, and sometimes all at once. It teased her with a wiggle of its length along her flesh, a butterfly kiss of its fork tips, or a quick circular lick. And it would draw back along the roof of her pussy to deliver her nectar to it's owners mouth.

Spike had turned his aunt into a faucet. One could see her fluid dripping off her, he felt it sliding down around his mouth and down his chin. And the noise. Cadance heard her nephew slurping up her arousal, licking at her pussy, gulping down everything he could get. It was the biggest audible turn on she'd ever experienced. "Oh fuck! I'm almost there! Don't you stop. Don't you dare stop!" And then Spike broke the dam, by briefly breaching his aunt's cervix with the tip of his tongue. "Guh! Fu-AAAAAAHHHH! AH! OH SPIKE! YES! MAKE ME CUM! AH HA!"

Spike held on as his aunt's hips shifted up and down as she came into his mouth. Her inner walls clamped around his tongue and caused her not just to squirt, but splash into his mouth, coating it, his nose, and his chin. Thanks to the thinness of his tongue, he was able to slip it from his aunt's contracted walls and lick up as much of her nectar as fast he could. "Mm. Hmm. Mm" he hummed and moaned in both enthusiasm and enjoyment of the taste.

"Hah! Hahah! Ah!" Cadance gasped as she rode out the jolts of pleasure that made her body spasm. As she partially came down from her high, she strained a bit to remove her hands from the now deeper dents in the headboard's rungs. "Do...*gasp*, that with Rarity on your third date, ah!, and she'll be yours forever. But ask her out the second you get back, because I'm tempted to convince Shining to let you share me permanently! Mm, I love how you're still licking me."

"What about, *slurp*, Mom?"

"Do it for her first and she'll probably agree to share you. Ah ha. I don't want to let you go from there, but I need you up here right now!" Cadance exclaimed as she snapped her legs open and pulled Spike up by his head. She smashed her lips against his and immediately shoved her tongue past them. "Mm! Mm! I love the taste of me on you. I want you! No. I need you inside me. Right now! While I'm still at half high." Cadance ignited her horn and teleported Spike's boxers off. "Stick it in. Please! I want my nephew's dick inside me!"

Spike felt his erection spring outward when he was relieved of his underwear. It brushed up and down against his aunt's pussy lips, and then settled between them. He felt them winking against his tip, and then capture it in a kiss. And he thrust forward on primal instinct. "Unf!"

"Ngh! Ah ha!" Cadance exlaimed as her nephew almost immediately hilted inside her. He wasn't the longest or thickest she'd had, but he stretched her nonetheless, and with a whole new shape. Dragon cock was definitely different from stallion cock. A stallion was more like a rod, where a dragon was more like an arrow. A thick, girthy arrow with small barbs along the top that brushed along the roof of her pussy in an oh so pleasantly ticklish manner. Sucking this beast was interesting, but to be fucked by it would be ecstasy. "Spike...please...plough your Aunty Cady."

Spike drew back slightly and gave his aunt a hard thrust. "Ngh. Ngh." He started slow at first. Then his eyes drifted down to her breasts. And she noticed.

"You wanna see your aunty's tits?" Cadance asked coyly, getting a rapid nod in reply. Then she raised her arms and laid them beside her head. "Then rip my bra off like my panties." Spike complied with a snarl, recreating what he did before. "I love seeing you all wild. Well, go ahead. Have at my girls. Mm!" Cadance moaned as Spike captured a nipple in his lips and started to suck on it like she was nursing. "Oh yeah! Don't forget the other one. Mmhm!" Spike released her other nipple before slathering his long tongue along the flesh of her breats. "Yes! Lick my tits!"

Spike flicked his tongue off both of her nipples before he started to pick up the pace. "Ngh, ngh, mmf, ngh. Oh. Aunty Cady."

"Mm! Uh! Ooh! Your cock feels so different and good inside me. Tell me how my pussy feels" Cadance squealed.

"Your pussy feels so good, Aunty Cady" Spike breathed. "So wet, and warm, and soft. So fuckable."

"Ooh, oof, I love hearing that from you. My nephew thinks his aunty's pussy is fuckable?"

"Yeah!" Spike breathed.

Cadance leaned up and purred into his ear. "Then let me show you how fuckable it is." Cadance charged her horn and teleported them into opposite positions. With her now on top, she pushed off Spike's chest and straddled him, sitting on his cock. She raised herself with her knees, her hands on his stomach, and dropped herself down. "Ah!"

Cadance arched her back, her mouth still open from the shout, and her wings flared out to full span, simultaneously a show of arousal and peacocking. Spike looked up at the angel on his cock, her wings rising and falling with her heavy breathing.

He placed a hand on her chest and ran it down between her breasts, down to her waist. This seemed to have an effect, as when his claws traced her waist, he felt her constrict around him. This made him move both hands to her ass, and grip it like he had before. This made her look down at him mischeviously. She raised herself again and dropped instantly. She did this again, and he got the silent cue.

Spike aided his aunt in lifting her and pulling her back down onto his cock. The both of them grunted enthusiastically. Spike soon started thrusting upward, making an audible slapping noise. "Ooh. Aunty Cady."

"Told you I'd show you. Ha ha" Cadance said as she ran her hands up her torso to grab and squeeze her tits. "Mm. That's it. Fuck your aunty. Ah! I love how your balls slap against me."

Spike looked up at his aunt in carnal awe, seeing her rear her head back with each gasp and shout. He loved seeing and hearing her do it, and decided to try and get more out of her. He raised a hand from her ass, and brought it back down in a slap while also clamping his claws on her again. "Ah!" He did this a few more times before his attention shifted to her tits.

He watched her beautiful mounds go up and down, saw her nipples standing erect, begging to be handled. He moved his hands to cup them, her nipples poking his palms. "Ooh. Be gentle with my girls. Sss, your claws give me the tingles." Cadance placed her hands on Spike's, guiding them in their massage of her breasts, before adjusting his fingers for pinching. "MMhm! Yeah. Pinch my nipples."

Soon, Cadance removed Spike's hands from her chest, and joined them with hers, intertwining their fingers. "Spike. I'm close."

"Me too. Where do you want it?"

"Inside!"

"What?! But can't you get-?!"

"I cast a contraception spell when I first disrobed! Don't worry! Just please give me your dragon spunk!"

"Fuck! Aunty Cady! That sounds so dirty! And hot! Ah! Oof!" Spike exclaimed as his speed increased.

"Ah! AH! AAH!" Cadance cried before putting her hands behind her head. She thrusted into the next two slams, arching her back.

"Shit! Aunty Cady! I'm about to-!"

"Do it! CUM INSIDE ME!"

"NNNNGH!" Spike groaned as he brought his aunt down one last time, and held her as he shot rope after rope of his seed inside her.

"AAAAAHHH! UNF!" Cadance exclaimed as she trust forward again, and maintained her arched back. Her orgasm hit her the instant her nephew's cum did. She had never felt cum so warm. In fact, it was hot. Hotter than her pussy actually was. It was like getting burned from the inside, but the burn was from a flame of pleasure. Before, she'd assumed it was from the hot tub. But she was pleased to know she was wrong. And it was still coming! She actually felt her nephew's cum get forced out of her.

"Oh my god!" Cadance exclaimed as she shot out a hand to support herself on the bed. "I...I've never felt cum like yours! I love it!" Cadance's arm went limp, and she allowed herself to collapse atop her nephew with a shudder. The both of them breathed heavily, Spike's chest rising and falling, pushing his aunt up and down. "So. Spike. How did you like...being your aunty's...new plaything?"

"I...loved it."

"Would you mind...visiting more often...for more quality time like this?"

"Anything for you, Aunty Cady."

"Aw, such a sweetie" Cadance said sweetly before lifting her head slightly to give her nephew a gentle kiss. "Mm, I love how it feels being filled up by your cum. I kinda hope the spell wore off."

"Huh?"

"I said I don't wanna get off. You're just too comfy."

"Sorry about the mess."

"Don't worry about it. There have been way bigger messes in this room. We can clean up in the morning. Give your aunty a good night kiss? Mm" Cadance moaned as Spike fulfilled her request. They continued their loving kiss until their tiredness took it's toll. They broke away and laid their heads down, drifting off to sleep.