Spike woke up from a dream where he was being crushed to death, only to find he was being smothered by Fluttershy’s massive mammaries. He flailed around and managed to get his head above her cleavage. Spike gasped for air and took a few deep breaths. “Phew, thought I was a goner.” He looked up to see Fluttershy’s sleeping face. Her eyes flickered back and forth, and she snored lightly.

He was about to call out to her but decided to let her sleep. “I’ll just slide on out of here.” He started to move down when he noticed the vice grip around his waist. Fluttershy had her arms wrapped tightly around Spike and showed no signs of letting go. ‘Well, this isn’t good,’ he thought to himself. ‘I don’t want to wake her, but I don’t really want to wait until she wakes up.’

The green-haired man let out a sigh. The gust of air hit Fluttershy in the face and she flinched a bit. The giant woman’s grip loosened a little but quickly tightened again. This gave Spike an idea. He gently blew on Fluttershy’s face, each breath making her squirm a little more. Finally, Fluttershy moved her arms from Spike and furiously scratched her face. Taking his cue, Spike pulled himself from the woman’s cavernous cleavage. No longer surprised to find himself nude in a strange woman’s bed, the man scrambled to the floor and picked up his clothes.

Spike quietly dressed himself and tiptoed out of the loft. The stairs seemed to creak louder than dynamite, but fortunately no one was woken by the sound. Padfoot laid curled up near the bottom of the steps. Spike reached down and scratched the canine behind the ears. The dog stirred from his sleep and looked up at his master, cocking his head to the side. “Hey, buddy. You doing alright?” he whispered. Padfoot merely gave him that goofy canine smile. “Yeah, me too.” He gave the dog a final pat and headed for the door.

“About time you came out! Beginning to think I’d have to go in there and pull you out myself!”

The instant Spike opened the door he was greeted by a woman with rainbowed-hair tied in a ponytail shouting at him. She was sporting black workout pants, a white sports bra, a sky-blue jacket over that, and tie dye running shoes.

“Ssshhh! Keep it down,” he hushed Rainbow Dash. “We don’t want to wake Fluttershy.”

“Psh, Nutter Butter sleeps like a log. You could have a herd of rhinos stampede through her room and she’d be totally out of it,” the polychromatic woman waved off Spike’s concern.

“Well, okay…” He stepped out of Fluttershy’s room and closed the door. “So, am I going with you now?”

“You got that right, big guy! Let’s go!” Rainbow Dash grabbed Spike’s hand and began running down the hall.

As the rainbow-haired woman led Spike through the manor, he got a better look at her. Toned legs pumped quickly, and firm butt bounced up and down. Dash’s jacket flapped as she ran, and Spike caught a glimpse at her sleek back. Everything about her was trim and athletic, and Spike guessed she had no excess body fat. Well, except for one area. Rainbow Dash had considerably large breasts for someone as slim as she, though, they were comparatively small. However, Spike knew breasts weren’t made of fat, but rather breast tissue. So, it wasn’t impossible for a woman as small as her having jiggling water balloons for a chest.

(GrrrooOOOoowwlll)

“Um, hey!” Spike called to the woman. “You don’t think we can get some food first? I’m kinda starved.”

Rainbow Dash pulled something out of her jacket pocket and tossed it to Spike. “Here! Twilight figured you’d need this.”

Spike caught a sports bottle filled with a glowing blue liquid. “A nutri-potion?”

“Yeah, man! Those things will keep you going! I once ran a marathon, drank one, and ran ANOTHER marathon!”

“That still doesn’t help my hunger,” he mumbled.

The two ran through the winding halls of the manor. Up a set of stairs, down another set, through a corridor that was impossibly long.

“So, what’s the deal with this place?” Spike finally asked.

“What do you mean?”

“Like, the building is way too big inside! How can all of this fit inside the manor?” he said looking around. “I know it’s pretty big, but not this big!”

“Haha! It’s magic, dummy,” Dash chided. “The manor is as big as we need it to be on the inside. The outside is just for show.”

“Okay, this is all so new and confusing to me.”

“Eh, don’t worry about it. I don’t,” she shrugged and kept running.

Finally, after ten minutes of running through the winding halls of Everfree Manor, Rainbow Dash stopped. She stood in front of a door marked with a multi-colored lightning bolt shooting from a cloud. “Thank you for riding Air Dash. Please exit to the left,” she joked.

“Well, at least we stopped running,” Spike panted. “Though, I’m a bit winded after that 5k.”

“HA! That was just the warmup,” Dash laughed opening the door.

‘Warmup? Oh god, what does she have planned next?’ he groaned inwardly.

However, Spike was quite surprised upon seeing Dash’s room. It was like a miniature gym inside, complete with treadmills, stationary bicycles, weight benches, and other such paraphernalia that could be found. There was even a corner that had shelving lined with protein bars and a mini-fridge Spike presumed was filled with sport’s drinks. Dash skipped over to a small table with a terrarium on top of it. She reached in and scooped up a tortoise, cradling the animal in her arms.

“Hey, Tank! How are you bud?” she cooed, nuzzling its shell. “Didya miss me?”

The reptile stretched its neck out and playfully nibbled on Dash’s arm. The woman giggled and set the tortoise back in its terrarium.

“Never figured you for an animal person, much less a turtle,” Spike said.

“First off, Tank’s a tortoise,” she shot back jabbing a finger in his direction. “Secondly, Tank’s awesome! He’s always there to cheer me up whenever I’m bummed out.”

“Okay, okay,” he responded holding up his arms defensively. “No need to get so upset. So, what do you have planned here?”

“DUH! We’re gonna get all hot and sweaty with a Sonic Rainboom Workout!” Dash shouted pumping her fist in the air.

“Sonic rain-what’s it now?” Spike said back quizzically, raising an eyebrow.

“Sonic Rainboom Workout! You know, you go to the gym, hire a personal trainer, and do stuff with them?” She asked and he nodded. “Well, it’s like that, only twenty percent more effective.” She crossed her arms and puffed out her chest.

“How is it twenty percent more effective? I’ve worked with a personal trainer before, and it’s, well, pretty effective.”

“That’s because I’m the trainer!” Dash poked his chest. “Now, let’s get sweaty!”

“Alright, but I’m not exactly ‘ready’,” Spike said tugging on his clothes. He may have been out jogging before this whole ordeal, but he wasn’t exactly clothed for the task at hand.

“Don’t worry. I figured you wouldn’t be. So, I had Rarity make a set for you.”

Dash pointed to a table behind Spike. Sure enough, a set of workout clothes were neatly folded on top of it. A navy-blue compression shirt and a pair of grey compression shorts, along with a pair of athletic shoes.

“Oh, okay,” he said picking up the gear. “So, where can I change? Ooh, this feels nice,” he rubbed the fabric between his fingers.

“There’s a place over there,” Dash pointed to a corner where a small changing booth stood. Spike moved to the booth and Dash watched him walk away. “Mmm, that boy,” she muttered clicking her tongue.

Spike squeezed himself into the tight-fitting workout clothes. He pushed the curtain aside and stepped out of the booth. Dash whistled her approval. “Alright, Spike. Looking good, there.”

“I feel like a hermetically sealed package,” he said turning around.

“A ‘sealed package’ indeed,” Dash said biting her lip.

“What’d you say?”

“I said let’s get to the workout!” Rainbow Dash grabbed his arm and pulled him to the center of the room. “Gonna start off with some squats. What weight would you like?”

“Uh, fifteen,” Spike answered pulling at the clinging fabric.

Dash returned with a fifteen-pound kettle bell for Spike and a twenty-five pound one for herself.

“Twenty-five? Aren’t you overdoing it?” He said taking the weight from her.

“Phbt, I’ve handled far heavier,” she scoffed getting into position. “Alright, you ready? We’re doing ten reps.”

Spike took up his stance and nodded.

“And down, two, three, four. Up, two, three, four.”

As Dash led the exercise, Spike couldn’t help but check out her body. Her arms tensed while holding the kettle bell steady. Her leg muscles stretching with every squat. Flat stomach holding true and perfect. Her breasts moved very little. Even with the speed they were moving they stayed in place. Spike had to tear his mind away from the woman’s body for fear something else would be flexing its muscles.

“Alright, done!” Dash stood up and wiped the sweat forming on her brow. “Whew! Starting to feel it! How ‘bout you?”

“Oh, I’m feeling something alright,” he grunted.

“Now, let’s do some push-ups, changing every twenty reps.”

“Sounds good.”

Both got into position on the mat.

“Alright, we’ll start with normal push-ups. Ready? GO! Two, three, four!”

Rainbow Dash counted as they ran through the exercise.

“Eighteen, nineteen, twenty! Next! Clap push-ups! You ready for those?”

“Yup!” Spike answered.

“That’s what I like to hear. And down!” clap. “Two,” clap. “Three,” clap. “Four!” clap.

“You know what?” Spike spoke up. “I kinda like this change of pace. It’s nice to just work out and not have to worry about you doing something like suck my dick!”

“Heh, yeah!” Dash responded. She watched as Spike’s body raised and lowered. His biceps bulged and his rippled. Every time he pushed up to clap, Dash would get a peak at something else bulging. The rainbow-haired woman bit her lip and restrained herself.

Once that set of push-ups was done, they moved to side-to-side push-ups followed by hollow body push-ups. Both of them would take turns glancing at the other, sneaking glimpses of their bodies in motion. Spike actually bit his cheek to keep himself from getting too excited, and Dash nearly slipped a couple of times.

With the push-ups out of the way, the two people stood up and wiped their brows. Spike and Dash were working up a good sweat, and the lithe woman skipped over to the minifridge. She grabbed two bottles of nutri-potion and tossed one to Spike.

“Here, drink up,” she breathed taking a long draft from the bottle. “We’re gonna be doing bench presses next.”

“I feel like I’ve only been drinking these things,” he quipped sipping the refreshing brew. “I’m starting to miss real food.”

“Don’t worry about it. Pinkie’s whipping up something real nice for you,” Dash said tossing the empty sport’s bottle aside. “Her stuff is always super good. So, you wanna have"

“Uh, what?”

“At the bench press,” she said slapping his arm. “I’ll spot ya.”

“Oh, um, sure.” He finished the nutri-potion and threw it away. “I think I can bench two hundred.”

“What? With these guns?” Dash grabbed Spike’s bicep and gave them a squeeze. “I bet you could lift two fifty with these things, easy.”

“Sure, if I really push myself,” he scoffed. “But I’d rather not pop a hernia if I can help it.”

“Playing it safe, then? Alright, I can dig it. Let’s get you loaded up!”

They set the weights for the bench and Spike lays back on it. He takes the bar in his hands and Dash steps up behind him ready to spot. The green-haired man inhales and lifts the weight bar off its hooks and slowly lowers it to his chest. He looks up at the polychromatic woman and nods. She nods back and he starts pushing the bar up away from himself.

Spike steadily raises and lowers the bar. Controlling his breathing and keeping his form proper. Rainbow Dash stays just behind him, keeping count to how many reps he’s done and keeping an eye on Spike. However, her gaze tended to shift away from the weight bar. She watched his taut muscles ripple with every lift of the weight, and her own body began to grow hot. Dash slipped a hand down her workout shorts and began playing with herself.

“Alright, that’s…unn…ten,” she called out barely stifling a moan. “Wow, you’re pretty good.”

“You doing okay there?” Spike asked concerned for Dash and himself.

“Yeah. I’m doing juh-ust fine!”

“Oookay…Well…that’s…twelve,” he breathed lowering the weight bar. “Are we going to twenty?”

“Yeah…twenty…that sounds goo-ood,” Dash bit her lip as her feminine juices began dripping down her legs.

“And…thirteen…and fourteen…and…”

Rainbow Dash kept watching Spike’s body. His muscles twitched and veins popped out. Her tongue lolled out of her mouth and her legs felt weak. Every time Spike raised the weight bar, Dash would plunge her fingers deeper into her pussy. She fought the urge to drop herself onto his torso and pull his cock out. Dash took another peak at his bulge and knew it was a losing battle.

Spike had reached rep nineteen when he felt something on his lower body. He looked down to see Rainbow Dash sliding her lithe frame onto his, nimble hands anxiously removing his shorts. “DASH!! What are you doing?!” he cried out, looking back to where she had been then to where she was now.

“Just…getting a look at the ‘equipment’,” she replied. With his shorts now completely off, Dash got a good look at his penis. “Oh, my, that’s quite the dumbbell you’ve got there.” She took the shaft in her hands and began rubbing it. “But it looks like you need a bit of a warmup first.” Dash caressed Spike’s dick and fondled his balls. Soon, his manhood was erect and ready for a workout. “That’s much better. Now, let’s get to the first exercise.” She opened her mouth and easily swallowed his dick.

Meanwhile, Spike was struggling with the weight bar. Dash suddenly climbing on top of him had thrown him for a loop. Not only that, but her playing with his penis made it difficult to focus. With one last bit of effort, Spike managed to raise the weight bar up and re-racked it. He slumped back on the bench and panted heavily. While not opposed to sex, Spike was a little discouraged that his time with the athletic woman had devolved to it. He felt his face grow hotter as Dash worked her blowjob.

Rainbow Dash steadily increased the speed of her movements until her head bobbed up and down like a woodpecker. She pulled herself off Spike’s cock to catch her breath. Dash licked the shaft as she collected herself. Normally she could go without air for quite a while, and her lack of a gag reflex was something she was very proud of. However, this man here was proving to be very difficult with the task at hand. “Well, I always did like a challenge,” she muttered to herself.

The rainbow-haired woman reinserted Spike’s cock in her mouth, but this time she took a different approach. Instead of fast reps, she opted for a slow burn. Dash sucked on his dick every time she pulled back. She coiled her tongue around its length and squeezed it tenderly. Every time she pushed her mouth to the base, she would flex her esophagus on the head. Spike threw his head back as he ejaculated into Dash’s mouth. His hips bucked as a huge load of semen shot down her throat. The woman pushed herself all the way down Spike’s cock, eager to drink every last drop of cum. When he finally stopped ejaculating, Spike collapsed on the weight bench, tired from the workout.

Dash pulled herself off his manhood and smacked her lips. “Mmm, not bad, big boy,” she breathed. “Nice and rich. You really keep yourself healthy, don’t you? Mama likes that.” Dash peered down to see his cock was still erect and throbbing. “Ooh, got a few more in you? You’re shaping up to be some quality man-meat. Now, why don’t we-AAH!!” Rainbow Dash was caught off guard as she felt something grab her well-toned ass.

Spike got his second wind and was ready for some payback. He had torn through Dash’s shorts and pressed his face into her sopping pussy. He pushed his tongue into her snatch and began rapidly swirling it around in a clockwise fashion. “Hey, wait a minute. Don’t go so faaAAAaast,” Dash moaned as Spike undulated his tongue inside her. He pulled it out and prodded her clitoris. The rainbow-haired woman grew weak and collapsed onto Spike. Her face became hot and flushed and her own tongue lolled out of her mouth. Spike kept up his attack as he worked his tongue deeper into Dash’s slit. Feminine juices poured out onto his face, but that didn’t deter him. In fact, it fired him up even more. Her womanly scent filled his senses and drove him wild. He lapped at her pussy like a dehydrated dog.

“OH GOD! OH GOD! YES THERE!! FASTER! FASTER!” Dash cried out, losing herself to pleasure. She was so used to taking the lead and always coming out on top, sometimes literally. However, Spike was proving himself to be more than a match for her. With every movement of his tongue, she felt her mind go blank. It was as if Spike knew exactly where to touch her to send waves of pleasure running up her spine.

Meanwhile, Spike was so lost in his desire for ‘revenge cunnilingus’ that he was just wildly licking every spot he could. Juices filled his mouth and he swallowed them without a second thought. His own mind driven with thoughts of payback. He tongue-punched her pussy with all his might.

Dash couldn’t hold herself back any longer and finally came. She let out a scream and arched her back as her fluids squirted all over Spike’s face. He didn’t seem to mind and continued working his tongue. “Alright, alright,” she bemoaned moving her hips away from his face, “You’ve made your point.”

Spike blinked and he wiped Dash’s fluids from his eyes. “What’s the matter, can’t take what you dish out?” he chided.

“Ha! I’m gonna make you eat those words!” Dash retorted. She leapt off Spike onto the padded floor and spread her legs wide open. “Let’s see if you can handle this?”

Without hesitation, Spike clamored off the weight bench and climbed on top of Dash. He lined his still erect cock with her dripping pussy and plunged it in. Dash arched her back and moaned in ecstasy. Her vagina practically sucked Spike in and refused to let him go. He began furiously thrusting his hips creating a squelching sound every time he did. Dash dug her fingers into the foam padding and screwed her eyes shut. Every thrust from this man reached deep inside her snatch, and the head of his penis pressed against her cervix. Dash felt herself going crazy, and she knew she was losing control of the situation.

The polychromatic woman wrapped her legs around Spike’s torso and pressed her hands to his chest. She pushed against the man and got him on his back. “If you think I’m gonna let you finish on top, you’ve got another thing coming.” Dash then began bouncing up and down on Spike’s dick. Her boobs jiggled and swung about, and her hair tie came loose. She swiveled her hips and ran her hands through her hair. The woman alternated between riding Spike cowgirl position and pressing her body against his. After several minutes of this, Spike could feel himself ready to burst. He grabbed Dash’s hips and forced her all the way down on his cock. Spike ejaculated into her twitching pussy, squeezing his eyes shut and clenching his teeth. This caused Dash to climax as well. Her eyes rolled back in her head and her mouth hung open.

Spike passed out immediately after, his chest raising and lowering with his breathing. Dash fell on top of him, barely clinging to consciousness. She looked up at his sleeping face and smiled coyly.

“Looks like I win,” she teased, nuzzling his pectoral muscles. “Pinkie’s gonna love you, I just know it. I only hope A.J. will take a liking to you. She can be so stubborn sometimes.” Dash cupped Spike’s face in her hand and gave his cheek a small peck before falling asleep herself.

Author's Note

Here we are folks. Finally completed the Rainbow Dash chapter. Sorry about the lack of sex, I suppose. I thought it would be more fitting to have Dash more focused on working out first then getting randy from seeing Spike all sweaty from the exercise. So, as you can see I'm working on giving each of the Mane Six differing sex scenes. Figured it'd be nice to have some variety instead of samey stuff each chapter. It can be kinda hard to think up new stuff for all of them, but I enjoy the challenge. Now, we just have Applejack and Pinkie Pie left. After this i'll be returning to The Power Bimbos. Don't worry though. like I've said, this particular fic will be updated at infrequent intervals. If anyone has ideas for scenes they'd like to see...er read, feel free to comment below. I'll see what I can do. i'm open to just about anything, though i'm not against simply denying something I don't like.

Thanks again for taking the time to read this. As always leave a comment below. Tell me what you liked, what you didn't like, and what needs improvement.

UPDATE: link for the Rainbow Spike pic. Art by 7th--Heaven.

Until next time.