Love and Sex

by Smooth

Rating: mature
Tags: Alternate Universe, Rarity, Romance, Porn, Sex, Spike, Sweetie Belle, Anthro, My Little Pony: Friendship is Magic
Length: 26671

Now a growing dragon, Spike wants to lose his virginity and take his relationship with his marefriend to the next level, but she doesn't seem as ready as he is yet. Maybe her older sister can help instead...

Spike has reached the age where he has started to look at the pretty mares in his life differently, and he feels that it's time to lose his virginity. Luckily, he has a beautiful girlfriend that might be able to help him with that. Unfortunately, she does not seem as ready as he is, so he goes to ask her sister Rarity instead.

All characters are 18 or older. Tags below.

It's Time - Solo Male/Masturbation
One Way or Another - [M/F] Making Out (No Nudity)
Virgin No More - [M/F] Handjob, Blowjob, Breast Play, Cunnilingus, Doggystyle
April Showers - [M/F] Shower Sex, Titjob, Cowgirl
Sexual Awakening- Handjob, Missionary

Published 2023-04-20 22:10:01 UTC
Last updated 2023-11-24 22:37:47 UTC

It's Time

It was another beautiful day in Ponyville. There were birds singing and the sun shined down basking everything in sunshine and warmth. It was now spring, and everypony was excited to spend the day outside. Fillies and colts were running around the streets, mares and stallions were sitting at tables or on benches talking to each other, and even the ponies that had to work on such a fine day found themselves in better spirits than before. They couldn't wait to shut down their shops and enjoy the rest of the day.

Although it seems like all of Ponyville should be outside on this day, the town's resident dragon was nowhere to be seen. Instead, he was in his bedroom with one of his hands wrapped snuggly around his needy cock.

When Twilight Sparkle said she was going to Sugar Cube Corner to pick up an order of cupcakes, Spike knew that it was going to take a while. Pinkie Pie always wanted to talk about everything that had happened to her that day, even when nothing important happened, and Twilight was too nice to excuse herself. Since she was out of the house and Starlight Glimmer was helping out Trixie with a magic act, he felt the time was right to perform his new favorite pastime.

After checking to ensure nopony would bother him, he slipped into his room and took out his favorite issue of Playcolt magazine. The cover depicted a voluptuous green mare with a yellow mane posing in a bikini that accented her most prominent features. Spike found himself gazing at her inviting eyes, her alluring smile, her bountiful breasts, and her huge thighs, and that's how his erection started.

Spike snuck the magazine into the castle one night when he found it on a shelf in the back of the Ponyville bookstore. Twilight had sent him to look for some book on shellfish, but while searching he came across the adult section and saw the beautiful mare on the cover of that month's edition. He grabbed it off the shelf, tried not to look the cashier in the eye, paid for it, ran home, and told Twilight they didn't have the book she was looking for. Luckily, she told him it wasn't that important and she just wanted it for some "light" reading.

That night he closed his door, turned off the lights, and jumped under his covers with his new purchase. After ensuring that every part of him and the magazine was covered, he flipped on a flashlight and started looking through the issue. What he saw that night changed his world. He gazed upon these beautiful, sexy ponies who would soon sneak their way into his dreams and leave him feeling naughty in the morning.

One night while looking through it, he noticed that his dick had started to throb instead of just going hard like usual. Thinking it just needed to be stopped, he grabbed it with his hand to try to massage it down, but instead, it felt even weirder, but in a very good way. Slowly, he did it again and noticed that it only made him feel more comforted, so he kept doing it and going faster. He felt a build-up of pleasure that made him drop the magazine and sink into his pillow as he began to feel that unfamiliar feeling more and more. Time slowed down, his whole body became numb, and then he felt a huge release coming from his most sensitive organ. That was how he achieved his first orgasm.

It was about a year ago, and it had become a habit he was ashamed of at first. He tried to control the number of times he masturbated and tried to hide every bit of evidence as thoroughly as possible. But soon it became more frequent, and he realized it was something he shouldn't have to be so ashamed of. It was nice to have a way to release his stress and he loved how good it felt. It also gave him an excuse to build up his magazine collection, which had become bigger while the model's clothing was seen less and less. He kept them in a separate drawer from his comic book collection to avoid Twilight's detection.

The one in his hand, however, was irreplaceable. It was the first one he got, it was the first one he masturbated to, and it helped him finally see what everypony meant when they had told him, "You'll know when you're older."

As he turned the page, he felt his penis twitch and he let out a soft moan. He started to stroke it harder and lay back against his pillow farther. He let the magazine fall to his blanket as he started to think about his girlfriend, Sweetie Belle. As he started to stroke faster, he pictured her inside his room, staring at him lovingly and walking towards him with a smirk on her face. She sat down and fluttered her mascara-covered eyelashes at him before she began to take off everything.

She began by taking off her shirt, then her jeans, and then slowly reaching behind her to take off her bra. Spike opened his mouth as he started to get even more excitement and the speed of his stroking increased when pretending Sweetie Belle took her tits and wrapped them around his cock. She winked and gave the tip of his member a lick before moving her boobs up and down at the speed Spike was stroking at. Every time she gave him a look and a smile, it pushed him closer to the edge as his imagination really ran wild.

He could feel his orgasm coming fast, so he went as fast as he could, and the imagination Sweetie Belle started to move in sync with her. As he reached the point of no return, he stared at his beautiful marefriend, who smiled and whispered, "Give it to me, big boy."

That did it. His orgasm rolled through and volley after volley of warm cum flooded onto his hand. Immediately, Sweetie Belle disappeared from his imagination as he breathed heavily and moaned one last time. His hand was covered with his sloppy seed, still trailing down his hand and onto his legs. He relaxed and let the semen sit on his body for a little longer.

"I really have to lose my virginity," he told himself as he sat up to go.

It was something he had been telling himself for the past few months. Spike had begun to notice that he couldn't make himself orgasm as quickly anymore and it took him a lot longer to cum than it had when he first started doing it. He saw the mares in his magazines and wondered how great it would have been to have fun with them. The thought of doing it with somepony who was beautiful and he loved drove him absolutely wild.

Spike smiled as he reached to his bedside table to grab a few tissues to wipe himself off with. "Sweetie Belle's in for a big surprise."

One Way or Another

Nighttime had fallen in Ponyville, and most of the ponies who had been out for the past few days enjoying the changing of seasons were inside. It was late enough that most were either asleep or getting ready for bed, but there were a few houses with the lights still on. Although the castle loomed tall and had many windows, only one of them had light emerging from it.

Spike and Sweetie Belle were sitting on his bed cuddling each other, one of their favorite things to do together as a couple. Spike had told Twilight that he had brought his marefriend over to view his comic collection. Even though Twilight raised an eyebrow and mentioned that she didn't think that the unicorn would be very interested, she promised that she wouldn't disturb them.

It was Sweetie Belle that had first told Spike that she loved him, which certainly surprised the dragon. His attention was always toward Rarity, and so he had never given her a second glance until her confession. He agreed to go out on a date with her and it was one of the greatest decisions he had ever made. The first kiss they had that night made Spike feel like there were fireworks going around his head, and he finally understood why Big Mac always had a goofy look on his face after a date with Sugar Belle. Sweetie Belle took after her sister a lot in many different ways. She was very kind and generous and always knew how to make him smile. In addition, she had a beautiful and soft white face that he always liked to make red with compliments and kisses and an amazing figure that made Spike feel insanely lucky, although he would never tell her that to her face.

After a few weeks of secretly dating, Sweetie Belle told Spike that she felt bad for hiding their relationship from her best friends, and Spike agreed that they should know. So one day after school, they went to tell Apple Bloom and Scootaloo in the Cutie Mark Crusader clubhouse. Both just shrugged it off and said that they sort of already knew, although they seemed disappointed that Sweetie Belle was the first of them to get a boyfriend. Twilight was the next pony that Spike and Sweetie Belle had told about their relationship. After a month of sneaking around together, Twilight became suspicious when Spike's excuses for leaving the castle kept piling up. She was definitely surprised but assured them that she supported their relationship and commented on how grown up her assistant was getting.

Little did they know that Spike thought the same thing about himself.

They had now been semi-public for three months, and Spike was ready to take that next big step with her. Sweetie Belle had made it clear that she wanted to start slow since it was her first real relationship, but that didn't stop her from flirting with him a bit. They had hugged, kissed, and cuddled a bit, but had never really had the conversation about taking the next big leap before. It didn't matter to Spike, though, because he was a dragon of action.

After showing his girlfriend his comic book collection for a full two minutes, they lay on his bed and started a cuddling session. Just as Twilight predicted, his marefriend had shown no interest in the books and had kept her emerald eyes on him the whole time, and absentmindedly nodded in agreement as he described a few. Eventually, Spike gave up his lesson and sat down next to her. They had been cuddling for a little bit now and Spike saw the regular red blush overtake his sweetheart's muzzle.

Seeing this as his chance, Spike smirked and put a claw under it by her chin. To her surprise, he then lifted her face closer to him and gave her a kiss on the lips. Startled for only a second, her eyelids fell down and she melted into the kiss. The two separated a minute later and Spike saw the cute little smile that indicated she wanted more, and he naturally obliged. They tenderly brought their lips together again and this time Spike felt bold. He slipped his tongue in between his lover's lips and felt no pushback. Soon her tongue was swirling around his and rubbing around the insides of both their mouths. Sweetie Belle's lips were so smooth and light and it made the kissing experience feel even better. The lavender perfume she was wearing only served to drive Spike crazier and he felt his erection starting to grow.

They then parted again and Spike's partner did something he wasn't expecting. She put her hands on Spike's chest and gently pushed him to the mattress so that she was now lying right on top of him. The two remained silent but said everything with their eyes. The green light went off in Spike's head as his marefriend lowered her head to peck at his two cheeks before bringing the attention back to his lips. His arms reached around his marefriend's back to pull her even closer and positioned her so that they could make out easier. She gave a little squeak as she was pulled closer, but had no reaction otherwise. Now Spike felt both the comfort of the soft bed beneath him and the comfort of his princess laying above him. He loved everything that his unicorn lover was doing right now. They had only ever gone this far, and even then only once or twice when they were feeling very bold, and now Spike was feeling bolder than ever.

Nervously, he brought one of his hands that had been on Sweetie Belle's back and slowly cupped her left breast. Instead of pulling away and yelling at him or even slapping him like he thought she might, she only paused the kissing for an instant to moan. He took this as a sign to keep going and started to massage her boob, moving it in circles and lightly squeezing it. His efforts were rewarded with small moans and squeaks from his partner in between kisses, and when he lightly brushed her nipple she inhaled sharply and tried to suppress a big moan, but failed.

Spike was in heaven at this point. Sweetie Belle's tit was so soft and she seemed to like what he was doing with it. Even though there was a shirt and bra that separated them, this was his first time actually touching a girl's breast. He reached over to the other one and gave it a similar treatment, receiving a similar response. He did not want to hurt his marefriend, so he just moved slowly and tried to listen for any warning signs from her, but only receiving noises of pleasure, he decided to see what else he could do with her.

Taking the hand from her breast, he slowly traced her side from her ribs down to her hip and grabbed onto it. He wanted to continue the journey down to her lower body, and he decided in order to do that they should change positions to give him full access to her body.

He took his other hand and put it on Sweetie Belle's exceedingly red face to keep kissing her while they changed positions. He guided her to the side of him so that they were now both lying on their sides and were level with each other. Now his cock was starting to feel very painful inside of his pants and he decided that now was the time to start moving even farther.

He guided the hand from her hip and cupped her butt with it. Again, there was no response from Sweetie Belle except to arch her back a bit and kiss him even harder. Spike had always known that she had a really great butt and always snook peeks at it when it was turned in his direction. For a girl who was in great shape, she had a really soft backside, and when he clutched to it the flesh seemed to move wherever he wanted.

Spike was on cloud nine, and it seemed to him that Sweetie Belle was too, so after only a minute of playing with her rear, he reached his claw out to the bottom of her t-shirt and slowly started to pull up.

He only got to her belly button when she pulled away.

"Spike, what are you doing?" she asked, shocked.

Startled, Spike stared back. "Uh, well, weren't we making out?"

"Well, yeah, but then you started pulling up my shirt. You know I'm not ready for that kinda thing."

"But I thought it was going really well."

Sweetie Belle narrowed her eyes. "Did you seriously think we were about to have sex?"

Spike knew he should just apologize and let it go for the sake of his girlfriend, but he was too horny and unsatisfied to care. "So what if I did? You seemed alright with where we were going just a minute ago."

That seemed to light a fire in his girlfriend. She got up from the mattress and glared at her boyfriend. "I can't believe you! We're barely legal age in Equestria and I've never even been naked in front of a boy before. The least you could do is show more consideration for your marefriend!"

"I've shown plenty of consideration," Spike barked back. "So tell me, when will it be long enough for you?"

"I don't know," Sweetie fired back, turning away. "We need to talk about these things before we rush into them. It's still way too early to be thinking about this...kind of thing." She turned back to stare at him. "I thought you were a different kind of guy that didn't just want me to take my clothes off anytime you want."

That was a big blow. Spike furrowed his eyebrows at her, turned around on his bed, and crossed his arms with a huff. A minute passed in stifling silence before a groan was heard.

"I've got to go, it's getting late."

"Fine," Spike said, flicking his wrist towards the door. This seemed to make Sweetie Belle even madder and she quickly exited the room, shutting the door loudly behind her.

"Damn," Spike groaned, completely dissatisfied. "So close."

After a night that made it hard for him to sleep until he took a cold shower way too late, he woke up with a lot less energy than normal. The fight with Sweetie Belle did nothing to help him and he carried on with his daily chores almost robotically. Twilight and Starlight both commented that he looked like death, and he gave them both a sarcastic chuckle in response.

Besides fatigue, his biggest feeling was angry confusion.

"Why doesn't she just want to let this happen? She seemed fine with where we were going!"

The more he thought about it, the madder he felt toward her. He could not understand her reluctance and felt that she was cockblocking him. He knew that it was still her decision, but he was disappointed that she was only willing to go so far and not push the boundaries anymore.

Maybe it was just the hormones talking, but he still felt that he needed to lose his virginity.

Then an idea hit him. It was so horrible and so risky yet so brilliant and so exciting that he almost dropped the broom he was sweeping with. Spike knew that Sweetie Belle would feel awful if he went through with it, but it felt like the only option so that they would both be happy.

Spike was going to cheat on his marefriend.

If she never found out, then she could take her time and wait until the time was ready and, meanwhile, Spike would be satisfied that he had at least laid one mare. Spike's hormonal mind was going crazy with the thought of getting a beautiful mare to have sex with him and his girlfriend's feelings quickly faded into the back of his head.

With that small detail ignored, Spike ran to his bedroom and started to think about who he would ask to have sex with him, but he soon found himself with few options.

Spike ruled out anyone his age right away. Apple Bloom and Scootaloo were too close to Sweetie Belle to trust not to blab to her right away, and most of the other young mares around his age were either not appealing to Spike or in relationships.

He then started to think of older mares he was close with, which, luckily for him, there was plenty of due to the town's crazy gender ratio. Although he wanted to pick a girl he knew relatively well, he knew it would be an insane risk to ask any of the elements. Unfortunately, all of them were beautiful in one way or another, and so pubescent Spike narrowed his search down to all of them, with the exception of Twilight since she was more of a sister figure to him.

He wanted his first to be a pony who was curvy since that was the type of woman he was always attracted to, and he decided that his best bet was either Rarity or Fluttershy, both of which were equally pretty and risky.

Fluttershy was a bit of a safer bet when it came to secrecy, and she was debatably more beautiful than Rarity was. While Spike never looked her way in a romantic sense like Rarity, like with most mares he had seen recently, he had caught himself looking at her in a dirty way, and Fluttershy definitely had plenty to look at. The biggest problem was that asking Fluttershy for something like that might make her afraid of him forever, and even though a part of him knew what he was doing was terrible, he did not want to lose friends over his little problem. On top of that, he figured Fluttershy would not be that experienced with sex seeing how shy she was.

Spike then thought about Rarity. Even now that he was passed his puppy dog days of following her around everywhere, he still held a bit of a flame for her. He also knew that Rarity was at least competent in sex based on the conversations he had overheard between her and Twilight, so that was a plus.

Plus, he knew Rarity might be more open to the idea, and there was one big reason why.

For some reason when Spike got older, Rarity still liked to tease him, but it was like how she teased a boy toy love interest. She had sometimes asked his opinions on how beautiful she and other mares were and would joke about how he was getting to the age where he would look at the girls in his life differently. There was even one time when Rarity told him that if he ever needed help with something love-related to let her know. Spike was sure she meant romantic love, but the more he thought about it, the more hope grew.

There was one huge problem, however. Sweetie Belle had likely told her older sister about their relationship, and while the unicorn never mentioned the relationship to him, Spike knew how protective Rarity could be of her little sister, even if they didn't always get along. Asking Rarity to take his virginity could be a death sentence in both his friend and romantic relationships.

After careful consideration of both, the horny dragon decided to pick what he thought at the time was a safer and better bet. Rarity was his pick, and he prayed it wouldn't backfire.

He figured that at the very least, Rarity would be able to forget about it and forgive him, and he felt it wouldn't hurt to test out the waters. Rarity was definitely worth it.

Quickly, he ran out of his room, down the stairs, and out of the castle doors. It was still the early afternoon and he wanted to get in and out of Carousel Boutique before the Cutie Mark Crusaders got out of school and he ran into Sweetie Belle. He still didn't want to run into her after the fight they had the previous night, especially not right when he was about to go see her older sister. The sun shined down on his scales and he struggled not to get any hotter than he already was over the embarrassment he felt over what he was going to ask Rarity. He shook his head as he picked up the pace down the main road in Ponyville until the boutique came into view.

When he got to the Dutch door he stopped and paused. He rose his claw and paused before knocking.

"Is this really a good idea? Rarity probably knows about my relationship and probably would tell me that a gentledrake needs to stay dedicated to his lover."

He remembered the beautiful green and yellow pony on the cover of his favorite Playcolt issue. Then he pictured Sweetie's scowl from the night before, and how she had stopped things just as they were getting in motion. As much as he loved his marefriend and wanted to respect her wishes, it was unfair to him that she deny him after getting so close.

Filled with more determination than before, Spike finally moved his hand forward to knock on the door.

"Just a moment," a dainty voice called from the inside. Quickly, Spike licked his hand and proceeded to push up his spikes to look better.

Suddenly the door opened revealing his white unicorn friend with a big smile.

"Why, Spike dear! What a lovely surprise."

"Hello Rarity," he said politely. "May I come in?"

"Of course, darling! But you know that you didn't have to knock. This is a place of business and my door is always open to my best friends."

Spike facepalmed himself for forgetting that her shop was still open. "If you have clients I can come back later."

"It's quite alright," Rarity beamed, "it has been rather slow since the Spring Fling event in Canterlot last week, and the only things I'm working on are commissions that aren't due for a few days. Please make yourself at home!" She gestured to her green dining room table that had two frilly chairs next to it.

"Thank you," Spike nodded as he took his seat.

"I'll go make us some tea. Or would you like some coffee instead?"

"Tea is fine, thank you."

Rarity nodded and started to get to work.

Spike watched her as she went to fetch everything she needed with her magic. "Well, at least she seems like she's in a good mood today," he told himself. A sad and miserable Rarity was almost impossible to talk about something normal with, let alone ask her to bang. While she put tea leaves in her teapot his eyes gazed towards her rump that was covered by the beautiful skirt she was wearing "Maybe she will be more receptive to the idea since she's so cheerful today."

Spike then paused and let his eyes fall to the ground. "Or maybe I shouldn't do this." He thought about how if Rarity was appalled by the idea she would kick him out of the house, and then she would tell everypony about it. She would tell Twilight, Applejack, Mayor Mare, Princess Celestia...

She would tell her sister.

"Here you are Spike," she hummed as she floated a cup of tea in front of him, taking him out of his thoughts. "I just poured it, so please wait for it to cool a tad."

"Thank you," he nodded, smiling weakly.

"So what do I owe the pleasure? You seem a little troubled today if you don't mind me saying."

Spike paused and looked up at his beautiful friend. She was now sitting across from him with her own cup of tea and had a look of complete understanding on her face. One thing that Spike always loved was how easy it was to talk to her even with her formal demeanor. It was one of the things that attracted him to her all these years.

"Well, I..." he started. Then he realized he had no idea how to open up this conversation. If it came off wrong it could backfire in so many different ways. "I was thinking about something."

Rarity nodded but remained silent. Spike put a claw to the bridge of his nose.

"I'm sorry, it's a little weird."

Rarity levitated her teacup to her lips and took a quick sip. "Spike, you know you can always talk to me about anything."

The dragon nodded. "Well, y-you know how you always said that...you told me I could come and talk to you if I, um, w-was wondering about...things...because you, uh, y-you...were an expert?"

"An expert in what kind of things, dear?"

"Well, an e-expert in...love," he said quietly.

"Spike, I'm not quite sure what-" Then her eyes lit up and the biggest smile graced her face. "Spike, is it what I am thinking of? Has it finally happened?"

"Wha-" Spike then found himself being cut off by the unicorn who had lunged herself across the table, somehow avoided knocking their teacups off, and grabbed him for an embrace.

"Is it true? My little Spikey-wikey has finally found love?" Rarity squeezed harder, and Spike tried to ignore the fact that her generous chest was very close to his chin. Spike blushed hard as she pulled away.

Suddenly his brain clicked. "Wait, she doesn't know? How could she not know?" For Spike, it was a good sign, giving him more confidence to move toward his real end goal.

"So," Rarity smirked, still leaning forward to hear, "who's the lucky mare that's caught this handsome drake's eye?"

Spike blushed crimson and took note of the compliment.

"No, no that's not really what I meant," Spike explained.

"Oh," Rarity said, a bit disappointed. "So then there's no mare that's caught your eye then?"

"No," Spike lied.

Rarity looked away slightly embarrassed. "I apologize, Spike, I got a little carried away."

"It's fine," Spike chuckled, "but you were kind of right."

Rarity turned her head back to him. "What do you mean?"

"Well, I did come here for help with something like that, but, um, it's not what you think."

"I'm listening, darling."

Spike took a deep breath and continued. "I remember when you used to, kind of, sort of, flirt with me and tease me even after I was younger, and how you used to ask me if I had started looking at mares differently." Spike looked up to see Rarity looking slightly confused but still interested, so he kept going. "I, uh, do now, and you always seemed so open with me, and, well, I was wondering if I could get a little bit of...you know...um...experience."

Spike cringed and looked to the floor, anywhere but at the unicorn. They remained silent for a whole agonizing minute before Rarity broke it.

"I see," she mused. "So my little dragon is looking to become a man, is he?"

She was teasing him, and it finally hit him how stupid this whole thing is. He stood up from his chair quickly and shook his head.

"Listen, I'm sorry. It was a stupid thing to say. Can we please just forget I said something?"

"Spike, it's-"

"-normal for my age," Spike interrupted. "I know, Twilight already gave me the speel a few years back. Sorry for making things weird and wasting your time. I'll leave you now."

Before Rarity could say anything, Spike burst through the door and ran a block away until he reached an alley a few blocks from the boutique. He ran into the dark space and peeked his head around the entrance to the alley. Rarity was standing there searching for him, and he could see a concerned expression on her face. She scanned the area for a minute before returning inside and closing the door.

Spike exhaled the breath he had been holding it, angry that he had messed up. He kicked a tin can that was lying in the alleyway as hard as he could and cursed at himself.

"Fuck," was all he could say as he started his long walk home, head down and trying to erase the last five minutes from his memory.

Virgin No More

"Stupid, stupid! Why did I do that?" Spike asked himself as he slammed his head against his room's wall.

Spike had just run back to the castle as fast as possible. Because of the size of his home, he managed to get to his room without being seen or heard by Twilight, Starlight, or even Owlicious. He slammed the door and immediately started cursing himself for being so horny.

Rarity was the mare he had held a flame for since he was just a little kid, and even though deep down he knew that her feelings would never be reciprocated, she was so pretty to look at that he never minded. Eventually, however, he began to see past her looks and to see what a beautiful mare she was on the inside too. Spike loved going over to her house for a cup of tea to have a conversation or to help her out with a chore. The dragon was more than happy to push back the feelings he harbored for her all these years behind him, and the two were able to develop a normal functioning friendship together.

That was over now though, all because Spike was a horny dragon.

Frustrated, he exhaled sharply through his nose and sat down on the bed with his arms crossed. "Now what am I supposed to do?" he asked in thought, looking at the crystal floor beneath him. Now he was going to have to avoid her at all costs. "Maybe I could pretend that I'm sick whenever Twilight and her friends have a get-together, or maybe I could save my chores and do them all whenever Rarity's around. I could even run, just run away, and never look back!"

Spike shook his head. "I'm going to have to see her eventually, and she'll want to talk about it. That's all anypony does around here, talk about their damn feelings." He cringed at the thought of Rarity calling Spike over to a corner and having an awkward conversation about respecting boundaries, then Twilight scolding him for being such a bad friend. She might even think he was going through the same kind of puberty that caused him to steal everything, except it was lust instead of greed this time. He then thought of Sweetie Belle again, and her devastated expression once she found out. Even though he was still mad at her for the night before, he still felt bad about what he had said to her. Sweetie Belle once told Spike she was jealous of Rarity for a lot of things, including Spike's love, and now he had skipped over her and gone back to Rarity, except this time with out-of-control hormones that wanted to be satisfied.

"But do I feel bad because I'm sorry or because she'll find out?"

He sighed and let himself fall into his bed. A few minutes later he fell asleep, trying to forget about the past 24 hours and the future.

Tap tap

A noise woke him up from his deep slumber. He sat up in bed and looked around to try and find where the sound was coming from.

Tap tap

This time Spike's eyes fell on the window on the other side of the room. "Huh, I wonder if Owlowiscious got locked out," he thought as he looked out the window. The sun was still high in the sky, meaning it was the middle of the afternoon, and since most of the ponies were still operating their shops, he guessed he had only been out a couple of hours. But his eyes weren't focused on the sun or the shops as much as on what was directly below him.

"Rarity?" Spike cried in alarm. The unicorn was a story down from Spike's bedroom with her eyes staring up at him. Her neutral expression did nothing to calm Spike's nerves.

"Hello Spike," she called out. "I apologize for bothering you, but would it be alright if we had a chat?"

"You mean...from here?"

"No, I'll come up there. Where's your room?"

"Um, go up the stairs and down the hall. Third door on the right."

Rarity nodded and headed in the direction of the front door.

Alarm bells went off in Spike's head. His breathing increased and he started to feel himself get hot. He paced nervously around his room in a circle, trying to think of excuses, explanations, apologies, or anything that could get him out of having a full conversation and save their friendship. "Rainbow Dash set me up for a prank," but Rainbow would obviously deny it, meaning both of them would be mad at him. "It was a changeling!" No, the changelings had been at bay ever since the fall of Chrysalis. "Look Rarity, I'm sorry. Can we please still be friends?" That just sounded lame.

After what felt like an hour, his ears perked up as he heard a quiet knock at his door, which almost gave the dragon a heart attack in shock. He looked to the window and contemplated jumping out it before sighing and sitting on his bed, ready to have the worst conversation of his life.

"C..C'mon in..."

The door was nudged open and he saw the white unicorn step in with a bashful smile. Even though she looked a bit nervous, she still carried a notion of grace with her. She carefully walked around some of the things on the floor that Spike had neglected to put away and sat down on the bed next to him.

She cleared her throat to speak, but Spike interrupted her before she could begin.

"I'm sorry, I'm sorry, I'm sorry," he cried, folding his hands together in a pleading way. "I'm sorry I asked you to do that. I don't know what came over me! W-well, heh, I guess I kinda do, but I promise it won't ever happen again. Please don't tell-"

His pleas were stopped by her white finger meeting his lips.

"Spike," she began in an even tone, "There are a few things that I'd like to say, but above all else, I want you to understand that I do not hold any hard feelings for our little discussion this morning. Yes, I do feel that it was rather bold of you to come into my home and ask for such a thing as you did, and you definitely have an odd perception of how relationships start. However, you were correct. I did say that if you had any love dilemmas or needed advice in romance to come to me, and although I meant it as more of a joke at the time, I am happy that you have finally reached this stage of life. Also, had you gone to any of our other friends, you likely would have received either a good lecture or a hoof to the face."

Spike nodded in agreement, thanking his stars that he hadn't picked Rainbow Dash or Applejack. Then Rarity cracked a small smile.

"So, how long?"

Surprised by the vague question, Spike finally met her eyes. "How long what?"

"How long have you looked at mares this way?" She asked with a smirk. "Or shall we say, how long have you found them to be sexy?"

Spike blushed and turned toward the floor again, surprised by her choice of words. "Um, well, m-maybe a year or so, but, uh, I've always admired them, but just...not in that way."

"Any in particular? Well, besides me."

Spike tried to focus on her sapphire eyes but found his concentration slipping. "A few, but o-only at a quick glance." Of course, there was his fillyfriend, but Spike knew that if he told Rarity he looked at her sister that way she would be the one to give him a hoof in the face.

"Of course," Rarity said with a nod. "And what kind of a mare are you looking for?"

"One who loves me back, I guess."

Rarity chuckled "Oh, Spike, you've always been such a sweet dragon." She scooted closer to Spike and asked, "I meant what physical traits are you looking for?"

Spike looked shocked by the question."Um, Rarity, aren't these questions starting to get a bit too personal?"

"Haven't we been a bit too personal all day?" Rarity pointed out with a knowing smirk.

"Well, yeah, but," Spike shook his head to try and clear his horny mind, "why are you asking me these kinds of things?"

Rarity clicked her tongue and thought for a few seconds before answering. "Because knowing what a pony or a dragon wants is important before diving muzzle first into a relationship, and I don't want that to happen to you."

Spike felt his body temperature rise even more as he broke eye contact again and looked to the other side of the room. He then realized that he was starting to get turned on by the conversation, or maybe was just that sexy without meaning to be. He pulled his legs together to try and hide his growing erection. But he realized that by doing that he was more than likely attracting more attention to that area of his body, so instead he returned his attention to the beautiful mare who was scootching ever closer across the bed.

"Aren't you going to answer my question?"

Rarity's voice snapped him out of his thoughts. Their bodies now had very little space in between them, but his eye contact only remained for a second as his eyes were soon trailing downwards towards her blouse. Her hands were folded across her lap, and her arms were positioned straight out, which gave him a generous view of her cleavage. He only looked for a second, but Rarity caught him.

"I see," she hummed as he quickly looked away. "So, you like breasts, hm?"

"Well...I..."

"It's alright, dear, I completely understand." She giggled. "I assume you also like this." She gave Spike a bump with her ample rear, and when Spike blushed harder she giggled even more. "Oh, you boys are all the same, I swear."

Spike felt half like he was about to die of embarrassment and half that he was going to die of excitement. His member was now at full length, and although he was still trying to hide it, it was becoming harder and more painful.

Suddenly, he felt a hand on his chin, guiding it up toward Rarity's stunning face.

"But you, Spikey, have always been very special to me."

She leaned forward and gave him a kiss on the lips. Spike was stunned at her sudden forwardness but melted into the kiss. He felt butterflies in his stomach and his muscles quickly relaxed. The kiss was quick, but Spike managed to sample a taste of her smooth lips and caught a hint of cherry that he guessed came from the balm she was wearing. After a few seconds, she pulled away and smiled seductively.

Spike stammered, not knowing how to react. "That was, I mean, wow...I-"

"Tell me, Spike, was that your first kiss?" Rarity questioned.

"No."

Rarity lifted her eyebrow. "Who was?"

Spike had to do some quick thinking. "Just some girl from the Crystal Kingdom," he lied. Luckily, Rarity decided not to push the question any further.

"But you're still a virgin, no?"

There, Spike could not lie. He nodded his head.

"Well then I'll try to be a good first time, Spikey," she winked.

"Rarity...y-you don't mean-"

"Yes, darling," Rarity answered before he could finish asking the question. "It was a surprise when you came to me this afternoon, but not an unwelcome one. You are a growing dragon, I completely understand that, and I must say that have been completely struck by how much you have grown over the years."

It was then that Spike noticed she was looking down at the space between his legs. He realized he neglected to cover his growing manhood. He yelped and quickly stuck a hand in front to hide it, but Rarity took the hand in hers.

"Spike, please don't worry about it," Rarity reassured the embarrassed dragon, her thumb caressing the palm of his hand. "It's a perfectly normal reaction to this kind of situation, and, I must say, I'm flattered that I have this kind of effect on you."

Spike did not respond, still flustered and not sure of how to react. Fortunately, it was Rarity that spoke up next.

"Would you like to kiss me again?" Spike nodded and she placed her lips on top of his again.

As their lips brushed back and forth against each other, their heads moved from side to side as they enjoyed each other's warm company. He felt something warm and wet poke his lips and he quickly granted her tongue access to his mouth. They wrestled their tongues together and got closer to each other, only breaking for a second to catch some air before returning to their sloppy kiss. The taste of cherry sweetened the kiss even more, and Rarity's flowery perfume did nothing to help Spike's fading self-control. He used everything he had learned from Sweetie Belle to make the kiss as pleasant as possible for her sister, and from the hungry look on Rarity's face, he could tell that the two sisters were not so different after all.

What Spike thought was going to be a bad argument or a cold conversation had quickly turned into something that was still bad, but far from cold. A sense of euphoria was growing in him as all his dreams of kissing the beautiful mare were coming true right in front of him. Time didn't exist to him while he was kissing Rarity, and nothing else mattered to him except for her

Rarity finished by briefly sucking on his lower lip before breaking off their delicate session. The bedsprings groaned as a weight was lifted off the bed next to him. The unicorn walked to the other side of the room by the same window she had called for Spike just earlier. With her back turned to him, she grabbed the bottom of her blouse and started slowly lifting the purple fabric, much to the dragon's excitement.

When the bottom was halfway up she turned to see Spike with his starving emerald eyes firmly on her, feasting on the performance in front of him. She gave him a quick wink and smile before turning back to the window and continuing up. She knew she was driving the dragon crazy with anticipation, so she let the moment continue as long as she could. Her top finally came over her head, revealing to Spike her perfect, unblemished skin, with a jet-black bra settled over her shoulders and crossing her back. She stood facing the window, taking in Spike's hungry eyes from his reflection in the glass. Rarity knew that he was dying for her to turn around and show him her front, but she wanted to give him even more of a tease first, and she was certain Spike would enjoy what she was about to do next.

She took her hands and put them on her skirt, and began to do the same slow reveal as she did with her blouse. As her hands moved the skirt slowly fell lower down her legs, she bent over to give Spike an amazing view of her rear. She was wearing a matching black thong, knowing that it would drive the dragon absolutely crazy, and she was right. She then lifted her legs out of the clothing and finally turned to face the dragon.

"Well, what do you think, dear?" she asked as she presented himself to him.

Spike took in every bit of the almost naked mare in front of him. For the first time, he noticed that Rarity had a red hue on her cheeks, which was easy to see because it stuck out from her pale skin so easily. It made her look cute, Spike thought, almost like a little girl who was embarrassed.

But below the neck, he saw things that definitely did not belong to a little girl.

Trailing beneath her two curvy shoulders, he saw her two big breasts that stuck out from her petite abdomen and rose out of her bra. Despite how big they were, Spike immediately noticed how perky they were, and that made them even more attractive to Spike's mind. His eyes glided down to her perfectly crafted waist. They were obviously the result of years of dieting and a bit of exercise from going on adventures. Her hourglass figure was completed by her flanks, which stretched out the thong enough that he could barely make out the outline of her slit. The choice of underwear contrasted with her white skin tone and made her body stand out more.

"Y-you look so beautiful, Rarity," he finally managed to choke out.

Rarity smiled. "Beautiful. I like that word. It's more appealing than 'hot' or 'sexy.'"

"I mean y-you're both of those things too," Spike complimented.

"So, you do think I'm sexy, hm?" Rarity cooed.

Spike's cheeks burned but he nodded.

Rarity's eyelids lowered and she quickly licked her lips. She then slowly made her way back to Spike's bed, swaying her hips all the way, and adding a little bounce to her step so that her breasts moved in an alluring manner. She sat back down right next to Spike and put an arm around the boy. She soon leaned in and started peppering him with kisses again.

Spike quickly returned the kisses. He felt fireworks bigger than any celebration he had been to. Her lips were so smooth that it took Spike extra focus not to accidentally slide off of them. The dragon felt like he was on cloud nine, and he found his hand reaching around her naked back and pulling her forward so that they could be as close as possible.

Rarity once again opened her mouth in the middle of the kiss and presented her tongue, asking permission to enter. Spike quickly granted it, and he began swirling his tongue around hers. When that happened, he let out a small moan, and he noticed that Rarity was also beginning to breathe faster. The half-naked mare pressed up against him harder, her tits meeting his chest, their lips rubbing against each other, and their tongues massaging the other. Because Rarity was now only wearing a bra and panties, it was even more of a turn-on, and throughout the kiss, he tried to take peaks of her curvy body that was now plastered right up against him.

After another minute of making out, Rarity broke away with a pout. "It's not fair that I'm the only one who's exposed."

"Oh," Spike exclaimed as he quickly reached to undo the buttons on his shirt, but Rarity stopped him.

"It's okay, darling," she winked. She gave him a quick kiss on the nose before reaching her nimble fingers to his top button. Like a cat, she undid it in one smooth motion. She then reached for the next one and got the next one off in the same fashion. Her years as a fashionista paid off as she was able to go down the line of buttons one by one quickly.

When she finished undoing the last button, she pulled the shirt aside and gasped. "Oh my stars, Spike! You have such a nice body." What used to be a pocket full of baby fat had grown into a muscular build. His pecs were firm and his abs were nicely defined, with the valleys of obliques giving him even more definition.

"Really? Even though they aren't big?"

"Just because you don't have Bulk Biceps-sized muscles doesn't mean they can't be appealing." She took her hand and started rubbing the area around his belly button. "I am rather impressed."

It felt good to have her warm hand tracing its way around his toned abs and by his obliques, and soon she began kissing them at the same time. Spike tried to keep his breathing even so that Rarity could kiss his body easily. The small actions she was performing on him were already driving him crazy. His entire body was warm except for the little pecks he was receiving and the motion of her hands giving him goosebumps. He surrendered and let out a soft moan when her fingers came to his waistline, letting Rarity know he was enjoying her actions, and he wanted to make his partner feel the same way. Without thinking, he began to reach behind the unicorn's back and put his hand on the bra strap to try and take it off. Rarity stopped kissing him and wagged her finger at him.

"Uh uh," Rarity stopped him with her glazed eyes and a smirk. "You'll get to see them soon, darling, but first I must say that I've always wanted to know..."

Spike waited for her to finish her sentence, but the unicorn just silently placed a finger on the helm of his shorts and left him in suspense.

"Um...to know what?"

Rarity put her index finger just inside the pants and wrapped it around. Then she looked up and whispered, "What does a dragon's penis look like?"

"O-oh, um, well, from what I heard...not too different from a stallion's."

"Really," Rarity teased. Her lower lip then went forward and melted into an adorable pout. "Would you mind showing me, big boy?"

"Big boy?" Spike thought. If his cheeks could blush any redder, they were now. He wasn't sure if he was more surprised by what Rarity had called him or the fact that she was essentially asking him to whip out his dick. He couldn't do anything but stare blankly into those blue, gorgeous eyes and try to think of an answer.

Before he could think of a good one, Rarity pulled at the pants. "Do you mind?"

Her face looked like one a foal would have while asking if they could open a Hearth's Warming Gift early. She was practically begging him with her eyes, and like the parents, Spike was unable to say no to the adorable pony in front of him.

Spike shook his head back and forth quickly, and Rarity grinned brightly. She then took two more fingers and slowly brought down the front of his pants to see her reward. Inside, she saw Spike's purple-colored boxers, an unusual choice for a sexual encounter, but she knew that he was not expecting this. What caught her attention most, however, was the darker spot in the center of the undergarment.

"I see someone's excited," she teased.

"Well, w-with a beautiful girl like you...who wouldn't?" Spike sputtered out. Rarity blushed bright red after the compliment, pulled her head up to meet Spike's, and gave him a quick peck on the cheek.

"Are you ready, dear?"

Spike looked down at the last line of defense before the mare collected her prize and nodded. He had always fantasized about this, but he never thought it would actually happen.

Yet here, in his room, Rarity, the most beautiful and stunning mare in all of Ponyville, was pulling his boxers down to reveal the most sensitive part of his body.

She was soon greeted with his cock, full-sized, that whipped out of his boxers and landed with a smack on his waist.

"Oh my!" Rarity gasped, "You really have grown, Spikey-wikey."

"Really? Y-you like it?"

Rarity nodded and continued to stare at Spike's erect manhood. It stood at attention to her and oozed a slick stream of pre-cum down the sides of the purple shaft. Rarity's hot breathing on his appendage did not help his horny mind, and he quickly tried to imagine anything but her soft lips wrapped around it. His eyes fell on her body, hoping to get a glimpse of what was underneath her remaining clothing.

"Um, Rarity?"

"Yes, my big dragon?" she teased, finally breaking her gaze on his erection.

"D-do you think that maybe I could, um...you know..." he stammered, pointing to her chest.

"You want to see my breasts, Spikey?"

Spike nodded.

"I don't know, darling." She drawled out every word, knowing that Spike was dying from anticipation. "Maybe if you asked nicely."

"Please?" he asked, desperate to stare at her glorious mounds.

"Hmm..." she thought with a playful smile on her face. "No, not yet. First, I want you to close your eyes."

Eager to see more, Spike shut his eyes. "No peeking," the sing-song voice said next to him. "Keep your eyes shut for the surprise!" She put her delicate hands on Spike's shoulders and pushed him back onto his mattress. He waited in anticipation, hearing the soft rustling of fabric from above him. He wondered what her breasts felt like. Maybe soft like a pillow, or they could be hard and firm.

Suddenly, he felt something soft and smooth fall over his eyes. When he opened them, all he could see was a very faint light. Before he could ask anything, he was shushed by Rarity.

"You still aren't allowed to peak yet, silly."

"Rarity, is that...is this your bra?"

"So you did open your eyes. Naughty, naughty boy."

Spike waved his hands in protest. "I swear I didn't see anything."

"And you'll get to see in just a moment. But right now, it appears that I have caused you a problem, and I need to fix it."

"Rarity, what-oh," he stopped when he felt his pants and boxers being pulled sliding down both his legs. Suddenly, he felt something warm wrap around his cock and start moving up and down. Rarity's fingers had wrapped around and stroked the shaft of his penis, going slow and soft. Spike couldn't believe it. "The girl of my dreams is giving me a handjob!" He moaned as he felt one of her fingers go up to rotate around the tip of his penis, encouraging him to leak even more precum and edge even closer to his orgasm. He could hear Rarity giggle as his moans started to get louder, and the sound of her voice only served to arouse him further. He leaned his lower body forward into the work he was getting. Soon he felt his cock starting to twitch and Rarity must have known he was close too because she suddenly took her hand away from his cock and left Spike confused.

"Rarity, why did you st-Oh my Celestia!" He now felt his erection being engulfed by a very sloppy wet feeling, and he heard slurping coming from Rarity. She moved her lips up and down in a quick manner and he felt her fingers teasing his balls, almost like she was asking for his orgasm. She was sucking way faster than when she was jerking him off, and Spike tried to keep his moans as quiet as possible. But it was easy to control his volume compared to controlling his twitching penis.

Even though he couldn't see what she was doing, imagining Rarity, usually so prim and proper, on all fours, completely naked, stroking his cock was getting him closer and closer to his release. He held onto the bedsheets in a desperate attempt to hold on longer, but he felt the waves coming and realized that all hope was lost.

"R-Rarity, I'm gonna cum," he cried between moans as he felt shockwaves going through his body followed by a happy release. Strings of hot semen shot out of his cock and into the unicorn's waiting mouth. As she milked the rest of his girth, she began to slow down sucking before taking the penis out of her mouth.

"You do have tasty seed, I must say," Rarity said. "I was very surprised you came so early."

"Hey, this is my first time," Spike pointed out, "and, w-well, your just so...cute and-"

"Aw, thank you, Spikey," she purred. "Well, no matter, I'm sure you'll get better at holding it in. But as for right now, I think you've earned this."

Spike felt two thumbs rub his cheeks for a second before they reached up and removed the black bra from his eyes. He sat up and his mouth dropped open as he took in the sight. Rarity was standing in front of him, arms above her head in a pose that showed every part of her body, slightly slanted to emphasize her generous curves. Not only had she taken off her bra, Spike was surprised to see, but she had removed her thong so that now the unicorn was completely naked. The sun was shining through the window, giving her shiny body a nice outline. Spike first gazed at her tits, which seemed to stare back at him. Two teardrop-shaped mounds with dark purple nipples in the middle. They looked like they would perfectly fit in Spike's palms. His eyes traveled lower to her waxed marehood, which was big and puffy and glimmered with a bit of precum.

Spike couldn't think of a response. He was staring at a fully naked girl, one who he had always longed for, but never thought he could get. She had always seemed to uphold appearances on the outside and truly seemed perfect. But now she left all her shame at the door, and Spike couldn't get enough of the work of art in front of him.

Rarity dropped her arms to the side and feigned an offended tone.

"You know it's very impolite to stare at a lady, Spike," she mocked.

Spike responded without taking his eyes off her, "T-This is...the first time I've seen..." he trailed off.

"Seen what, dear?" she asked, slowly walking towards him on the bed.

"Everything."

Rarity giggled. She stopped right in front of him and bent her knees so that her breasts were eye-level with him. "You know you don't just have to look, Spike. You could, I don't know, maybe touch."

Spike stared at the mounds in front of him for a few seconds and then turned to look at Rarity. She smiled and winked at him, silently giving him the reassurance that he needed. Spike slowly took his right hand and moved it to her left breast, cupping it in his hand.

"Give it a squeeze," she encouraged.

Spike responded by pressing his fingers into the flesh. It was so soft that Spike could've sworn he was just squeezing a pillow that was attached to her chest. Reluctantly, he squeezed again, moving the breast around a bit like it was dough.

"That's it, Spikey," she purred. "You can use your other hand if you wish."

Spike quickly took his other hand and moved it up to the other boob, and started to do the same motions to it. He then put both his hands underneath each breast and juggled them in his hand for a second. He kept checking Rarity for a reaction, but all he saw was her alluring smile and fluttering eyes.

"Don't be afraid to play with my nipples," Rarity encouraged.

"But, aren't they sensitive?" Spike asked.

"A bit, yes, but quite a few do like to have it be done as long as you're careful."

Spike, feeling like he was given another green light, put his two index fingers on the areola of each nipple and started circling them. The only response from Rarity was a few hitches in her breathing, so he took a bold step. He pinched both dark purple nipples, and he heard his partner moan out. He quickly pulled away.

"I'm sorry Rarity, I didn't mean-"

Rarity responded by taking his hands and placing them on her tits again. "Please do that again," she pleaded.

Spike, slightly shocked at her sudden forwardness, gave her nipples another small pinch, which sped up Rarity's breathing even more. Now that he was sure she wanted it, he wanted to experiment with her a bit. He pinched them a little harder, but instead of letting go, he held them for a few seconds and rolled the nipples around his fingers, causing another moan from Rarity. He was beginning to feel aroused again from seeing her like this, and he wanted more.

"Rarity," he asked, "do you think I could...suck on your breasts?"

Rarity nodded and sat on the bed so that they now faced each other, with Rarity's kneeling on the bed in between his legs so that he would be in the best position possible to play with her tits further. She opened up her arms to allow his head unlimited access to go up against her breasts. He leaned forward until his mouth was inches away from her erect nipple. He stuck his tongue out and gave it a little lick, which made Rarity shiver.

"That tickles," she giggled.

Spike, feeling bold, got closer and latched his mouth onto her nipple. It was warm inside his mouth, and he began to suck on it like he was trying to milk it. Rarity's cute little moans rang out in the room as she put her hands on the back of Spike's head and held it to her breast. The soft flesh in his mouth was a comfort to him as all the uncertainty he had held before melted away. He took his other hand and placed it on her unoccupied breast, caressing it slowly in his palm. His hand and palm now simultaneously pleased her boobs, and Spike could see Rarity rocking back and forth and quivering like she was in heaven. Spike was in pure bliss, feeling the world had stopped and all that mattered now was him and Rarity, together.

Soon Rarity pounced on him. She took one hand off his head and pushed him onto the bed so that now he was lying down on his back with her on top of him. During this transition, his mouth lost hold of her breast and used the opportunity to try the other one.

Rarity's gasps and moans continued as he felt his leg move in between her legs, and he felt how wet she was getting. Feeling greedy, he began to move his leg so that it could rub up against it and please her while he was still playing with her nipples.

That's when he felt Rarity pull away.

"Oh Spikey," she panted, trying to keep her voice even, "that was so good, but now I think we're ready to move on, don't you think?"

"Sure," he said. "What did you have in mind?"

Spike was hoping that they were thinking the same thing and he was right. She turned her knees around so that she was facing away from the dragon so that her butt was now right in front of his face. Rarity looked over her shoulder and gave her rump a jiggle before raising it up so that Spike had a great view of her gleaming folds.

"Well, Spike, don't keep a lady waiting," she hummed from her bottom position in the doggy-style position.

"Alright, Rarity, but there's just one thing I have to do first."

"And what's that, dear?"

He reached both his hands out and sank his hands into her massive globes.

"Oh," Rarity gasped. "Oh my, Spike, you're getting very bold."

Spike smiled and began to squeeze and play with her cheeks, trying to ignore her dripping nub that was begging him to please it. In the past, he had stared at her butt in passion, and he even thought Twilight had caught him doing it a few times. Now, he got to massage her buttcheeks and feel how soft they really were. They felt like two big marshmallows, and they jiggled every time he made a movement. Even though Rarity seemed to like the attention her butt was getting, it was clear her mind was focused on something else.

"Spike, please," Rarity whined, drawing his attention back to her needy button.

"You made me wait, so now I'm making you wait."

Rarity turned and pouted at him with eyes full of longing, begging him to satisfy her most sensitive area. Spike felt his resolve crumble, and he sighed and turned around in the bed. His head sunk back down to the mattress so that his lips were just underneath her wet slit. He blew some air into it, and Rarity quivered before lowering her butt. His mouth was now directly under her flower, and Spike took a moment to appreciate it. He gazed upon the puffy, pink folds that were now soaked in her precum.

He kissed around the outside of Rarity's juicy folds and received a sigh of contentment from her. "Please," she wheezed. "Put your tongue in."

He then took the final plunge and put his tongue onto her throbbing lower lips, giving it a long and sensual lick. Rarity's voice caught and she released a big moan.

"Do that again," she encouraged. Spike complied, licking it again like it was the tastiest ice cream cone he had ever eaten. It tasted like he was licking a peach that was so juicy it was already leaking on the outside. He lapped for another minute, and by the increasing volume of the unicorn next to him, he could tell that she was enjoying every second. From his view, he could see that Rarity was biting down on one of her fingers to try and not be too loud. Slowly, he took his tongue away from her and replaced it with his finger, being careful that he didn't scratch her with his fingernail. He dragged it across her wetness, tracing his way across her edges to further tease the unicorn.

He stopped and used his thumb and index finger to part her lips. Rarity lowered herself further so that her entrance was on top of his mouth. With his fingers pulling the outside apart, he now had a full view of the inside of her flower. Quickly, he stuck his tongue inside.

"Ah," Rarity groaned. "That's it, Spikey. Don't hold back."

Spike's tongue danced around her fleshy pink rose, and his face was starting to get covered in her juices. She clearly had more stamina than Spike, as it took her longer to near her orgasm. To help her, he took his unoccupied hand and placed it on her rear. Her pussy was now trapped in Spike's mouth and she couldn't move to get away anymore. He took the opportunity to sink his fingers into her massive globe, caressing it and rolling it around like dough.

Soon, it was clear that it was too much for the unicorn. She was moaning louder, her balance was failing, and Spike could tell that it was all about to boil over.

"Spike, p-please. I'm...o-oh my, I'm cumming!" Seconds later, she exploded, and her pulsating pussy burst all over his face. Rarity's moans slowed down and she lost her balance, finally landing on Spike's face, her messy wetness covering his entire face now.

Spike was now incredibly aroused again, and he felt his hard dick right underneath his lover's face. He knew that he needed to cum again, especially with the view in front of him. Rarity's butt was directly above his eyes now, and the big globes were inviting him to try and take them in his hands, but before he could, Rarity rose up.

"Oh, Spike, that was magnificent! How did you know what to do?"

"I, uh, I just did what was natural," Spike lied.

Rarity saw right through it. "Oh really?" she teased before looking over at his comic book collection. "Then I suppose we should have a look at those to see if you may have gotten any inspiration from them."

Spike went beat red as he tried to forget about all his secret magazines that were hiding behind his comic book collection.

"I...I..."

Rarity laughed. "You are just too fun to tease, darling. And while you were having a taste, I couldn't help but notice your arousal." Spike turned to see her looking at him with a knowing expression and pointing at his member, standing at attention again. "Are you ready?"

"Ready for what?" Spike asked although he thought he already knew the answer.

"You know..." she shrugged her shoulders.

"B-but won't you get pregnant?" Spike asked.

"A lady is always prepared, dear. I'm on my birth control pills. Besides, it seems that you're already ready to go."

Spike responded by nodding his head, making Rarity chuckle again. She then got off Spike again and got on her hands and knees again into the same position she was in before when he had played with her pussy earlier. Only this time, she stuck her ass out higher. "Now don't be afraid to hurt me, Spikey. Just slide it in and follow my lead."

Without hesitation, he knelt on the bed behind her and took his throbbing cock, and slowly slid it into her entrance. Both of them breathed in sharply as it happened. As his length slid inside her he shuttered at the feeling of her warm canal wrapped snuggly around his cock.

Then Rarity started moving, and they were the only thing moving in the world at that moment.

Quickly, Spike lost control and fell to his hands, hunched over the mare's back, and trying to move in rhythm. Rarity's movements were slow and in rhythm, every movement sending a jolt of electricity to both of them. Spike heard Rarity grunting, moving freely and savoring the teasing she was given.

Spike was moaning hard, and Rarity could tell he was enjoying it, so she began to speed up. Spike took the opportunity to gently lie on her back so that they could be as close as possible now. He took his hand and put it on her breast, and his squeeze elicited a surprised squeak from Rarity. Together, the two made one body together, one fleshy, moaning, sexy body that moved together in a perfect motion.

Soon, Spike knelt up again and dug his hands into her hips so that he could rut her harder, and Rarity started to moan louder as he thrust into her with increasing force. The speed continued to rise, and as they began to get faster, they started to lose control of their rhythm, but neither one seemed concerned. They were in heaven.

Spike felt his orgasm beginning to rise up again. He was about to lose his virginity to the woman of his dreams, but he wanted to make it last as long as possible. He figured he would never get an opportunity like this again, and he wanted to make sure his first real orgasm was as satisfying as possible.

He looked at Rarity, and every motion made her breasts sway under her, her buttcheeks clap every time he thrust forward into her, and her body moved in perfect motion with him. Now they had their own movement, not just hers, but theirs.

Spike was nearing the edge when she turned around and looked him in the eyes. She was smiling, completely lost in lust, her tongue was sticking out and her moaning volume was starting to lose control, and that was enough to send Spike over.

"Rarity, I-"

"Inside!" she half-shouted. "Inside Spike, you've got this!"

That was enough. The shockwaves rolled through and he could no longer control it. One by one, the waves crashed from his throbbing penis and into her vagina. After he had gone a little flaccid, he took his penis out and looked at the unicorn.

"Rarity," he asked, slightly hesitant. "Did you...did you cum?"

Rarity looked at him with a slightly apologetic face. "No, I'm afraid I wasn't fully recovered from the first one, but that felt so good Spike."

Spike was a little sad that he couldn't get her to climax with him, but he knew that with more practice he could please any woman he wanted to eventually.

"Thank you Rarity," he said.

"It's no problem at all, Spikey. You've been a good student." She said as she got up and moved to the other side of the room towards her clothes. He got one last glimpse of her breasts before she put her bra on and adjusted the cups. She then put on her shirt to cover them completely, before putting on her skirt.

"Um, Rarity? Aren't you forgetting...that?"

Rarity looked over to see that he was staring at her thong that she had thrown aside on his dresser and shook her head. "No, darling. That's your present for your first time."

Spike's eyebrows raised. "Really?"

"Really," Rarity nodded. "Well, this was fun, Spike, but I really must be going. It's almost dinnertime and Opalescence is going to wonder where I went off to."

"Okay. Hey Rarity?" the unicorn stopped just before opening the door, looking at him puzzled. "Thank you again. For everything."

Rarity gave him that smile, the one full of understanding and delicacy. "You're very welcome, Spikey. Good night."

She walked out the door, shutting it lightly behind her.

Spike laid down on his bed, reliving the last half an hour and thinking about everything that had just happened. He had done it! He got to see Rarity naked! He got to have sex with her! He lost his virginity!

He cheated on his girlfriend with her sister.

Sweetie Belle only popped into his head then. She was certainly the last thing he was worried about as he was lapping Rarity's slit, but he couldn't help but think of her now.

"What will she think? She'll definitely dump me, then she'll tell Apple Bloom and Scootaloo why, and then they'll tell their sisters who will probably beat me up."

Spike resolved then and there that he would never tell anyone that he had lost his virginity that day to Rarity. Even though he wanted to run around and tell all his friends that he had sex with the hottest mare in Equestria, he knew it would only lead to questions. For now, he eyed her thong and thought back to when it was being used to contain Rarity's beautiful rear and flower. He picked it up and gave it a sniff, and it smelled exactly like Rarity did.

"I guess I better hide this somewhere special," he thought, still gazing at the clothing with reverence.

April Showers

Seven days.

Spike now counted a full week since he had punched his v-card with Rarity, and he hadn't seen or heard from Rarity since. Even though it had been a slow week so Spike didn't have many chores to do outside of the castle, he had still seen the other elements around town or in the castle. She was usually inside her boutique during the day for work, but she could often be seen on a nice spring day wearing a sunhat and walking around Ponyville.

"It's probably for the best," Spike thought to himself. The dragon worried that they might never be able to talk face-to-face normally again because now they would always have that day hanging over their heads, taunting them like a bad mistake.

As if that weren't bad enough, Sweetie Belle was also ghosting him after their fight. It was by far the biggest patch in their young relationship so far, which before that had felt so happy and problem-free. Neither had tried to get in contact with the other, and Spike was afraid that he chased the girl with who he had a romantic interest away with his horny advances. "Sweetie Belle was always bad at confrontation, and this may just be her way of telling me that I messed up."

Still, Spike was still a little miffed that she had not even tried to see him, let alone have a conversation with him, but he wasn't really any better. He wanted to talk with her and make things right again, and he wanted to keep going on little dates with her that ended with them snuggling together. He missed her warm embrace, her loving smile, and the feeling that filled his heart with warmth every time she laughed. Spike really loved her and wanted to show her that love by going to the next level, but Spike didn't understand why she wasn't ready yet. Either way, his life was now missing two white unicorns.

"They're both probably just avoiding me now,"

But there was one point that stuck out to him like a sore thumb. "Rarity didn't know that I'm in a relationship with Sweetie Belle." Although the two hadn't exactly shouted their love for each other to the heavens, Spike found it confusing that Sweetie Belle's own sister hadn't found out about them being together. Spike thought that it was probably for the best if he and her little sister were about to break up soon anyways and, besides that, Spike was still afraid that when Rarity found out she'd kill him. After all, he used her to cheat on her sister. There were a lot of things he remembered from that day with Rarity he would never forget, pleasant memories that would forever be in his wet dreams. But he knew it was only the one time, just so that he could get it done with a pony he trusted, and if he and Sweetie Belle were really through, it would be best to keep it from her protective older sister.

Bored after an uneventful morning, he left the confines of his room to go for a jog outside while the morning breeze was still keeping Ponyville cool. When he ran down the stairs he saw Twilight and Starlight sitting at the cutie map sipping coffee. They smiled when he entered the room.

"Good morning Spike," Starlight greeted. "I see you've decided to wake up today."

Spike rolled his eyes. "I'll have you know I was busy organizing my comic book collection all morning, and every issue must be carefully sorted to prevent tears, rips, and general damage."

Starlight snorted. "Nerd."

"Dictator."

Twilight laughed. "Alright, that's enough you two. It's nice to see you, Spike."

"Thanks, Twilight. It's nice to see someone still respects me around here," Spike glared playfully at Starlight, who waved her hand dismissively. "Has anything catastrophic happened yet?"

Starlight laughed. "Well, Rarity came by earlier, so I guess you can count that as a catastrophe."

Twilight kicked her friend lightly under the table, which Starlight laugh more. They didn't notice Spike's eyes widen and his body freeze. He regained his composure quickly before they looked back at him.

"Oh really," he said, feigning curiosity for fear.

Twilight nodded. "Actually, she came to ask you if you could help her with some important chores she has around the boutique."

"But didn't you want me to clean the kitchen today?" Spike asked.

Twilight shook her head. "I figured you would prefer to help her out instead. Besides, I just found the perfect candidate to replace you." She looked sternly at Starlight.

"What? Why do I have to do it?" she asked, offended.

"Because last time I checked you still don't pay rent, and this will teach you the valuable skill of being nice to ponies, even when they aren't in the room."

Starlight huffed and got off her chair, sulking towards the kitchen.

Twilight smirked and shook her head. "Anyways, you can have the day off here so that you can go help Rarity. Just remember to be back by dinnertime."

She got up from the table and followed the unicorn into the kitchen.

Spike inhaled sharply, knowing that now he was going to have to face the music with Rarity. He was sure she had only told Twilight that she needed him for chores in order to get him to come to her house to talk. Luckily for him, it was a weekday and Sweetie Belle was at school, so at least he would only have to deal with one of the sisters for now.

Shaking his head, he exited the castle to make his way over to Carousel Boutique, mentally preparing himself all the way there.

Remembering what she told him about entering on his own, Spike opened her door, whose bell jingled to announce his entrance. As he stepped into the foyer, he felt his feet sinking into the soft pink carpet below him. The room was always neat and organized to allow her guests as much comfort as possible. It was quite unlike her messy second-floor workspace, which Spike was sometimes called in to help organize or assist in dressmaking. The big vanity mirrors let him see the dragon he had become. Before when he looked at them all he could see was the top half of his face, but he was now tall enough that he could see everything above his knees.

He could also see practically everything in the room, including a white unicorn mare who trotted up behind him.

"Spike!" she greeted him with a warm backward hug, her chin resting on his shoulder. "Oh, I'm so happy you were able to come and help me today!"

Confused and slightly nervous, Spike turned around and faced her after the hug was over. The unicorn was wearing a light blue sleeveless shirt which left her shoulders exposed, along with a pair of matching leggings which hugged her body nicely. What surprised Spike was her smiling face, which seemed to tell him that she was happy to see him.

"Uh...Twilight t-told me you wanted my help with some, um, very important chores."

"Yes, darling! Actually, it's really only one small thing, but still very important nonetheless. I have a new shipment of fabrics that I just received from Manehatten, and I was hoping you could give me a hand with them."

Spike turned his head to the side. "But can't you just levitate all the boxes inside?"

Rarity shook her head. "These boxes contain some very delicate material, but they are still heavy and hard for me to move with my magic alone. I wouldn't want to accidentally damage what's inside." Then she moved her head in closer to Spike, fluttering her eyelashes. "Besides, it'll take a bit of physical labor to move them where I'd like them, and you wouldn't want me to strain myself, would you?"

Spike hated and loved when she did that because he could never say no to her whenever he saw her lashes moving like that. He shook his head and Rarity smiled.

"Excellent," she clapped her hands together. "Please bring them to my workspace on the second floor. I cleared an area where I'd like them. I'll show you just as soon as you get the first box. I have a little reward for you when you finish."

Spike nodded and ran to her back door. Outside there were about a dozen crates that were big, but still small enough to be able to get a good grip on them. He lifted the first one and almost dropped it before he could even start moving it inside. "Rarity wasn't kidding, these boxes are pretty heavy!" He got his hands under the box and leaned its weight on his chest. The purple dragon was surprised that a box full of something like fabric could be so heavy. He then slowly walked in and made his way toward the steps by where Rarity was now standing.

"That's it, Spike. Please be careful!" she warned. Spike continued to climb the stairs, with Rarity following behind. Each step took an extra push to get the box up, but luckily he was used to carrying things around from his years in the library, so he was able to keep his strength and balance as he ascended higher. When he reached the top, he moved to the familiar room right next to the room. As he expected, it was organized chaos in there, but he quickly spotted the area that had been cleared out for him. He walked over to the space and lowered the crate to the ground. "That's perfect, Spike. Just do the same with the others."

Spike nodded as he rushed past her back to the stairs to continue his task. He picked up the next box, just as heavy as the last one, and brought it up.

Doing such a tedious task gave him time to think. "Rarity didn't seem to act any different than any other time I come over. Maybe she just figured it was just a one-time thing and is ready to move on." For some reason, the thought made Spike a little sad, but he was thankful that she didn't hate his guts or go out of her way to ignore him.

Thinking about her made him realize he hadn't seen the unicorn since the first box of fabrics. "Did she go out somewhere?" Spike asked himself. She never ran errands while he was there. Usually, she would stay with him and talk with him, even if she had nothing to do. Occasionally she would be too busy to interact with him, but then she would be in a different room all day and tell him not to disturb her. This time she just seemed to disappear completely. "Maybe she just needed me for this and still doesn't want to talk to me," Spike reasoned with himself, still saddened by the possibility of never having a normal friendship with her again.

Wiping his brow, he realized he only had one box to go. He stretched his sore back before taking the final crate in his hands. Fortunately for him, it was probably the lightest out of all of them, so he ran up the stairs fast and placed it on top of the other crates that had been moved. He then started towards the stairs looking for the white unicorn.

"Rarity?" he called out as he descended the stairs. When he was halfway down he froze. His eyes widened and his mouth fell agape at what he saw on the first floor.

Rarity had forgone the tank top and leggings she was wearing earlier in favor of something much lighter and comfortable. She wore nothing more than a fluffy white robe, which showed off so much cleavage that Spike wasn't sure how her robe managed to cover her ample rack.

Rarity didn't act like anything was out of the ordinary. She smiled when she saw him and asked, "Oh Spike, are you finished?"

"...Uh, y-yeah...Just finished. I-I'm sorry...W-would you like m-me to lea-"

"Oh silly me," Rarity chuckled. "I seem to have forgotten to get your reward for you. Now where did I put that gem..." She scanned her eyes around the room, and Spike did the same to try to avoid looking at Rarity's liberal choice of wardrobe. "Ah yes, I put it in this closet. Just a moment please." She opened a closet that was by her and stuck her head in. She bent over to try to get something on the floor and Spike got an amazing look at her round butt almost sticking out of the bottom of her robe. If she had bent over any further, he probably would have gotten to see even more of Rarity's body.

"Here it is," she said, pulling out a red ruby and snapping Spike out of his daze. The dragon unconsciously licked his lips, both at the ruby and the mare who was holding it. She smiled sweetly at the dragon. “Something the matter, dear?”

“Huh? Oh no, I was just looking at your vass- I mean vase,” he stuttered, catching himself and pointing to the purple vase over Rarity’s shoulder. When she saw what he was pointing to, she smiled and nodded.

“Yes, it is rather stunning isn’t it.” She then trotted over to Spike and held the gem out to him but then gazed at his forehead and frowned. "Spike, you're all sweaty!"

"Oh, am I?" he asked, noticing that his face had indeed started to heat up more. Truthfully he couldn't say for certain why he was sweating, the hard work of moving boxes, or the half-naked mare in front of him.

"Would you like to freshen up with a shower? It's the least I could offer you for helping me."

Spike shook his head. "I can shower at home."

"Nonsense!" the unicorn cried. "You're talking to the element of generosity, darling, and I simply will not take no for an answer."

"Well, if you insist Rarity."

"Perfect! You know where the bathroom is, dear. Feel free to use any of the soaps that are labeled ‘R.’"

Spike nodded and went up the stairs away from Rarity. When he got in the fancy bathroom he shut the door and sat on the toilet and stared at his knees. "What was that about?" Of course Rarity could pull off just wearing a robe. With her delicate curves and fashion know-how, she could make almost anything work on her. But why had she chosen to wear it in front of Spike? She was always criticizing Rainbow Dash if she wore something unbecoming of a lady, and had even told Pinkie Pie to change out of her jeans once after she ripped them while bouncing around. Spike understood wanting to feel comfortable in your own home, he sometimes read his comics in his underwear when he was in his room, but he would never do it around Twilight or Starlight. "Is it a sign of something?" he wondered. Maybe she was okay with him seeing her like that now that he had seen her completely naked, but he still thought it was weird since they were still friends. "This friendship has gotten really awkward." he acknowledged to himself.

Shaking his head, he rose from the toilet and took off his shirt. He stared at himself in the mirror for a second before flexing, appreciating what he had gained over the years. He used to stare at his muscles, or lack thereof, in the mirror when he was younger, and it was a habit he never really shook. Now, though, he had more than enough reason to do so. While he wasn't nearly as buff as Big Macintosh or Bulk Biceps, he was toned excellently and had lost most of the fat he had carried with him as a younger dragon. He no longer needed to ride on Twilight's back to go long distances, now he was perfectly capable of going the distance himself. He chuckled to himself as he stopped flexing and began to unbutton and unzip his jeans.

Suddenly, the door swung open, and Spike jumped back and covered his shirtless body. He saw Rarity standing and smiling at the door holding some towels in her hands.

"What’s going on?" he exclaimed as he felt the blood rush to his face.

"Oh, pardon me, Spike," she apologized, though she didn't look too sorry. "I just remembered I forgot to put some fresh towels on the rack in here, so I thought I'd bring some to you."

"Why didn't you just knock?" was the response Spike thought of first, but instead, he just decided to get her out quickly. "Thanks, Rarity," he managed to spit out.

She smiled and nodded, and as she walked past him her silky purple hair brushed against his naked shoulder, bringing chills down his spine. She placed the towels on top of the toilet before turning to Spike, and, to the dragon’s surprise, untied her robe and let it fall to the floor.

Spike covered his eyes on instinct. “Rarity! W-what are you d-d-doing?”

“I just thought of an excellent way that we could save some water,” she explained in a cheerful tone. “I neglected to take my shower this morning, I know I looked horrendous and unpresentable this morning. I was just about to do so when you called me, so now we can take a shower together!” She acted like it was the most brilliant plan ever.

Through his blush, Spike told her, “I-I hadn’t noticed that you were, y-you know…not presentable. You’re always p-presentable.”

The compliment made Rarity blush and narrow her eyes at him in a teasing way.

“Really? Me, walking around in nothing but a bathrobe is presentable, hm?” She relished in his embarrassed face, still holding his eyes shut and fiddling back and forth. “I distinctly heard you say that you loved my ‘vass,’ darling. An interesting slip-up, I must say.”

“I’m sorry,” Spike cried, his cheeks burning his hands.

“It’s alright, dear. Now, I’m going to hop in the shower now. Feel free to join me.” He heard the mare walk over to the shower and open up the glass door. Then he heard the running of water followed by the sound of harmonic humming. He chanced a peek through his fingers and saw the nude unicorn standing straight up with her eyes shut, lost in the steam that was rising and the melody she was performing. He took his hands off his face but looked away from Rarity and at his own pants, realizing that his unbuttoned jeans gave Rarity a perfect view of his growing bulge. Cursing his stupidity, he slid the jeans down his legs along with his underwear. He took a quick look in the mirror to make sure he looked all right before going into the shower. Rarity had left the glass shower door open for him.

When he stepped inside he felt the water hitting him instantly. It wasn't too hot that it burned him but warm enough that it was steamy and very comfortable on his body. On the floor was a mat that held onto his feet and made it easier not to slip and fall. The atmosphere did very little to help him stop becoming turned on, and it was the presence next to him that was turning him on the most. He avoided looking at her after stepping in until she noticed.

"Come now, Spike, you've seen me naked before," she pointed out.

"B-but...but..."

"It's okay," she cooed.

Spike slowly lifted his head to see the mare, smiling and opening her body to him. The drops of water floated around her feminine curves, down her legs, and onto the floor, while small beads of water clung to her body. Her arms were over her head untangling her hair while she swayed back and forth. She smiled when she saw Spike looking at her.

"There now, no need to be ashamed, dear," she reassured him as she reached for a light purple bottle in the cubby of her shower. "Now, we need to make sure our bodies are nice and clean. My shower routine always includes this lavender body wash, so you'll have to thoroughly lather my body with it."

Spike looked at her shocked. "Me? Lather!"

"Yes, Spike. It will be much easier to clean our whole bodies if we each clean the other." She handed him the purple bottle and turned around. "You can start with me."

Spike gazed at her smooth back trailing down to her large cheeks, and he couldn't believe he was about to do this. Even though he had already had sex with her, it was still terrifying for him to imagine touching her naked flesh. Still, he nervously opened the bottle and squirted a good amount of lavender body wash into the palm of his hand.

"That's it Spike, just get every part," she encouraged, giving her body a little shake. Her buttcheeks bounced against each other and Spike quickly looked away, trying not to look at such a sensitive area.

Slowly, he rubbed his hands together to get both covered and put them both on Rarity's shoulder blades. She jumped and shivered for a second, before leaning toward him and allowing him to clean her. He dragged his hands across her shoulders and down her arms, cleaning her arms as she stood there, still humming her song. He then spread the soap down her lower back, got as close to her butt as possible without actually touching it, and crouched down to clean her legs. Her legs were cleanly waxed and smooth, and the slippery body washes with the water made it feel really good to Rarity, who released a small giggle. He finished by cleaning her calves, which splashed around in the pool of water as she moved them.

"Don't forget my posterior, dear," she teased, pushing it lightly towards his face. He stood up and carefully put both his hands on each cheek. Rarity inhaled deeply as he began to rub his hands all over her ass to make sure he thoroughly cleaned each one. After he finished washing her butt, she clicked her lips together without looking at him.

"Now my front, Spikey."

He put his hands by her naval and rubbed more of the soap onto her. For the first time, she released a small moan when his hand accidentally brushed her pubic region. He carefully moved up past her waist and cleaned by her lower ribcage, armpits, and sides before pulling away.

"Spike," she cooed, "you forgot to wash my breasts."

"W-What?"

"My breasts, darling."

Spike's blush grew even stronger. "B-but won't you feel...uncomfortable if I t-touched you there?"

"I just let you touch me in places that I've let very few men touch me," she pointed out.

Spike shrugged. "She makes a good point I guess."

"Can you turn around?" he asked her.

"No, I think you'll do a better job from back there," she said seductively, backing up a step so that her back was inches away from his chest. Spike took the bottle and squirted an extra big amount of lavender into his hand, put the soap in the cubby, reached his hands around her arms, and grabbed onto both of her boobs.

At once, she threw her head back and shut her eyes as Spike worked his hands around her chest. The soapy bubbles made his hands slide over her breasts with ease, and he grasped the fleshy mounds to cover her entire chest with the lavender scent.

Very quickly Spike realized he wasn't trying to lather her breasts anymore but was instead just moving his hands around them because he wanted to. They felt like two big comfort toys to squeeze in order to release stress, and Spike found that it was very fun to play with them when they were wet. Without thinking, he started playing with her nipples.

"Ah!" the unicorn moaned and bent further back towards Spike. His chest was now supporting her weight as her smooth and soap-covered back leaned into him. Her butt had found its way to be lined up with his cock, and soon he felt it being hotdogged in between her buns. The aroused Rarity started rocking back and forth, and Spike's dick was being moved up and down her buttcheeks, now starting to issue precum. Spike continued to play with her hard nipples, but he felt like he was going to cum all over her back if it continued like this much longer.

"Um, Spike?" she questioned. She had stopped moving against him and looked at him with an unreadable expression, her sapphires switching between his eyes and his hands clasped to her chest.

Spike snapped out of his trance and removed his hands from her tits. "S-sorry Rarity, I-"

She shushed him and smiled. "Now I think it's time we cleaned you up." She took the lavender body wash from the rack and finally turned around to face him. She slowly squirted a large amount of soap into her hand and rubbed them together at a snail's pace. She looked at Spike's needy face and giggled before she pounced.

She put her hands on his chest and started rubbing all over his toned pecs. Spike, surprised, backed up to the wall of the shower behind him. Rarity was now in the center of the shower, standing right over the drain, and rubbed him against the wall as her delicate hands moved around. Slowly, they moved to his abs and she started to clean his waistline. Spike silently hoped she was about to give him the soapy handjob of a lifetime. Suddenly she stopped.

"Could you please turn around, Spikey?" she asked, squirting another handful and smiling at him. Even though he was a bit disappointed that she had stopped just before the good part, Spike nodded and turned around. For a few seconds, he felt nothing and was kept in suspense for her magical hands to melt into him again.

"Rarity, wha- ah!" She cupped both his buttcheeks and let her fingers caress each of his buttcheeks.

"Naughty boy, trying to play with me when you were supposed to clean me," she said in a lecturing tone. She moved her hands down and into his inner thigh. Spike moaned loudly before he could catch himself. "Oh, is someone sensitive here?" she cooed, rubbing the soap around in circles. He felt her lean up against his back, her nipples poking at his back as he was now stuck between a naked mare and a shower wall with his member rubbing against the wet wall. Spike's cock was now throbbing hard, and it took everything in his power not to reach his hand out and relieve himself.

Rarity seemed to notice how turned on he was, too, because she soon stood straight up again so that he could come apart from the wall. "Alright Spike, turn around again please." Spike swallowed and turned around, his penis slapping her thigh as he did. "There's only one place left to clean," she said, as she took the bottle of body wash, brought it up by her chin, turned it over, and squirted an enormous amount of it into her cleavage. Spike felt his heart beating faster as she knelt between his legs, heaved her rack up, and placed his cock in between them. Then she started stroking him off slowly with her hands grasping the sides of her mounds.

Spike felt so many sensations at once. The lavender scent was strong, but not unpleasant, the steam of the shower warmed his skin even more and comforted him.is eyes feasted on the busty mare knelt down before him, and he was now more aroused than ever. He sighed as his hard dick kept popping up and down in her cleavage, being squeezed at every angle of the soft and slippery cushions. She then suddenly went rapid fire, moving as fast as she could, and Spike reached his tipping point.

"Ah! Rarity!" he cried, his weak resolve collapsing, and soon his orgasm hit him like a truck. He shot strands of hot semen all over the surprised mare's face, neck, and boobs. She stopped stroking him off and then released her boobs and his cock.

"Rarity, I'm sorry," he pleaded, looking at her with a guilty expression. Instead, she turned off the hot stream of water and walked over to him. She placed a kiss on his cheek before speaking.

"It's okay, Spike. I wanted this to happen." Spike looked at her with a puzzled expression, and she chuckled at his nativity. "Darling, how often does a mare ask you to shower with her, let alone give them a full-body wash?"

"W-well, I-" she silenced him by pressing her lips to his for a small kiss. After they pulled apart, Spike wondered, "B-but wasn't that, uh, you know...just a one-time thing?"

Rarity hummed in thought. She toward the glass door, her wet body brushing his as she walked by, and opened it. "I must admit, darling, that when we were together that first time it was very...enjoyable to me. " She turned around to face Spike with her sparkling eyes and red muzzle.

"Really?" Spike asked.

Rarity nodded. "I know it may seem odd, but I am still a lady with needs, and I think you're the perfect dragon to fulfill them now. Just say yes and I'll make all your dreams come true, sweetie."

She let Spike gaze at her picturesque body. Spike always wondered why Photo Finish picked Fluttershy instead of Rarity to be her star model because Rarity was more stunning than any mare he had ever met. While he loved Sweetie Belle's subtle beauty, it was Rarity who he had been dreaming of for years now. She had a beautiful and flawless face, soft and shiny hair, soft and delicate curves, a natural hourglass figure, and enough experience in the bedroom to make Spike feel satisfied. "Sweetie Belle can wait," Spike thought, as he nodded his head to the naked mare.

Rarity clapped her hands. "Oh, I'm so happy Spike! In fact, I must admit that all this excitement has been a turn-on for me," she walked out of the shower and started to dry herself off with a towel. Spike followed and reached for a different one, but before he could grab it, Rarity opened the towel that was wrapped tight around her body and folded it around Spike so the two were wrapped together. She pressed her naked form on his and Spike froze. She put a hand on Spike's chest and gazed at him wordlessly, and Spike could tell from her needy eyes what she wanted him to do.

He reached his hand forward and cupped Rarity's cheek, leaned forward, and laid his lips on hers. She received him warmly, putting equal force against his hungry lips. Even though Spike had kissed her before, he still felt the same spark from her going all the way back to when Rarity would give him little kisses on his cheeks when he was younger. It was the same feeling of breathtaking joy but now it was even better because now he could feel her passion. His hand ran through her curly purple hair, still wet but shiny from the shower. Rarity reached up to tickle one of his ears, and he moaned into her mouth. Rarity heard him and continued to tease the sensitive lobe. Spike was amazed that she was finding all these sensitive places on his body that he didn't even know about, and he loved when her silky hands pleased him there.

Rarity broke the kiss and whispered in his ear, giving him kisses on the cheek in between words.

"My...bedroom...just...across the hall."

Spike acted in a second. He bent over and put one arm behind Rarity's smooth legs and one on her back. Before Rarity could say anything else, he lifted her off the ground bridal-style. The unicorn squealed as she was lifted off the ground but put her arms around Spike's strong shoulders to stabilize herself. They both paused and stared at each other silently, taking in the sight that was not too strange for married couples to do. The towel managed to stay on her body, although part of one breast was showing and her puffy folds were peeking out. When he lifted her, in order to be able to carry her easier, his hand slid up and he now had a firm grasp on her buttcheek.

After an instant of staring at the work of art he was holding, Spike lowered his chin and pressed his forehead against Rarity's, and they both felt each other's hot breath against each other. They savored a moment of silence, all of the passion between them escaped and connected them as they enjoyed each other's presence. Spike had also started moving his hand and playing with Rarity's butt, which prompted her to breathe harder and release a few soft moans. Temptation got to Spike as he leaned forward more and kissed the unicorn. Even though her vulnerable position prevented her from moving much even if she wanted to, Rarity was more than happy to meet his lips and his tongue as they each moved in.

He then started moving toward the doorframe, kicking her robe out of the way as he went. He kept an eye open so that he could fit himself and Rarity through without bumping into anything. What made it even harder for Spike to focus was that Rarity had slipped one of her hands to Spike's crotch and was tickling his sac. He bit back a moan, although he couldn't stop his penis from becoming hard again and clouding his eyes with sinful thoughts. Rarity's eyes were completely closed, and it felt like she was floating in the clouds. She continued to kiss him even as his concentration was split between her, the hand on his member, and the rest of the second story. He managed to get to her room, which was thankfully open and moved to her bed. He was finally able to break the kiss as he began to lower his prized possession onto her mattress. Her eyes were still closed and she was still breathing heavily, not feeling like she was in Equestria anymore, but in paradise.

Her eyes fluttered open as her body hit the soft covers. She turned her head and raised an eyebrow when Spike lay down on the side next to her. "Don't you want to be on top?" she asked.

Spike shook his head. "It'll be easier to use my hands to feel every part of you if you're on top of me."

Rarity blushed hard and smiled at him. She shook off the tangling towel that had managed to make it to the bedroom and climbed on top of the dragon, her knees being on either side of his legs. She eyed his hardening cock and gave it a quick kiss. "You're already so hard again."

Spike blushed and looked at her body. "It's so easy when I'm around you."

Rarity smiled widely and her face grew even redder. She brought her lips down again and kissed it some more. Even her small stimulations were enough to arouse Spike. Spike bit back a moan when he felt Rarity's wet tongue lick his entire length from his balls to his tip. When his dick was full-length again, Rarity gave him a seductive look. "Are you ready for the grand finale, darling?"

"What are you going to do."

Rarity put her finger on his penis and tickled it. "I'm gonna ride this monster until you fill me up."

Spike's jaw almost dropped at her choice of words. The last time when Rarity was horny, it seemed like her years of finishing and refining her etiquette had melted away, and it was the same this time. She looked like she was starving for cock, and she was prepared to show how much she wanted it.

Slowly, she moved up from his legs, her flower dragging on his hairy leg as she struggled to contain her moans from the stimulation it was giving her. She then lifted the dripping pussy up over his cock, and Spike watched impatiently as his hard member disappeared into her body. Both of them quivered as her entrance was filled by his thick member. Since they were in the house alone this time, the two could be as loud as they wanted, and Rarity was clearly taking full advantage.

"Now just stay there and let me do all the work," she breathed, and she began moving her hips up and down on his cock.

Spike instantly started gasping and moaning, his head rolling back into the pillow he was laying on. Rarity was sighing even louder than he was, though, her arousal getting even stronger.

"F-fuck," she sighed, and Spike looked at her surprised.

"I...I didn't ah...know y-you ever swore Rarity."

Rarity looked at him with a relaxed smile. "The bedroom is a place to let all of your inhibitions go, big boy. It's one of my favorite parts of having sex." She then continued to ride him, sighing in pleasure as her pussy started to produce more elixir. The squelching noises coming from his dick ramming into her radiated throughout the room, and got louder the wetter she became. Spike was completely entranced by the sight of her. Her eyes were half-lidded and unfocused, her breasts bounced up and down at the same pace, and her hips slammed down on his dick.

Spike realized he had a new goal this time, and that was to make Rarity cum during intercourse. Last time he orgasmed too early, but this time he was going to do everything he could to make sure she was right along with him. Quickly, he reached up and grabbed her tit.

"Oooh," Rarity squealed as she almost lost her balance. "That's it, Spike. Play with me." He obliged fondling her breast more, his thumb brushing her hard nipple and rotating around it. His other hand reached out to feel her smooth waist to keep her balanced on top of him. She cried out in ecstasy as her animalistic side started to emerge, and she moved her hand to her g-spot and started rubbing.

Rarity's volume started rising higher, and her concentration and balance were both slipping, so Spike let go of her boob and placed both of his hands on her hips. Rarity opened her eyes and panted, staring at him with her wide blue eyes. She was getting tighter around his cock, and as they got faster, he knew his orgasm was imminent. The combination of the squeezing on his dick, the sight of his princess naked and horny, and the sexy moans and sighs she was making was driving Spike closer to his climax, but Rarity was even closer than he was. Despite all her years of experience, she could only hold on so long, and the feeling of Spike's warm cock in her vagina with his hands slamming her harder and harder onto his shaft became too much for her.

"Spike, I'm gonna cum! Oh fuck!" Spike's eyes widened as he felt her canal close around him, and a second later a large warm wave of liquid hit him. It was too much, and Spike couldn't take it anymore.

"Rarity, I- ah," just before he climaxed, the mare had started riding him full force, as fast as she could, and looked at him with sultry eyes that seemed to tell him that it was time. The ripples came in, and he shot his seed into her pussy.

When he had finished, the two breathed heavily as they tried to catch their breaths and slow down their heart rates. Rarity collapsed onto Spike's chest. She snuggled into his bare pectorals and Spike let the comfort of the mare and the bed surround him. When his penis was soft enough, she carefully pulled off and got closer to Spike, nuzzling under his chin.

"That was...wow!" Spike breathed.

"I'm glad you liked it, Spikey," Rarity smiled, kissing his chest.

As Spike's horny mind started clearing, he began to think about what all this meant. He wanted to be with Rarity, but he also wanted to be with her sister. It was a stupid dilemma to be having, but now that he knew that Rarity could love him too, he couldn't help it. There was no way he would be able to keep the two relationships a secret from both the mares, especially since they lived under the same roof together. Both mares had satisfied different means he had, his romantic and sexual desires, and he didn't want to let either of them go.

"Um, Rarity," he asked as soon as he worked up the nerve to have a conversation.

"Hm?"

"What...what does this all mean? For us, I mean."

Rarity looked at Spike with a questioning look.

"I mean," he continued, "what does this make us? I mean, I know I asked that first time, a-and I'm sorry if that was weird, but I was so afraid I scared you off. But now..." he stared directly into her eyes, trying to gage a reaction.

After a minute of silence, she asked him, "Well, you enjoyed our sex time?" Spike nodded quickly. "Darling, I don't want to lie to you or try to mislead you. I've had my fair share of bad romances in the past, and there are often times when I wonder why everypony looks at me like a pillar of beauty when I can't even maintain a stable relationship. So I suppose when you came to me last week and-," she stopped and lowered her eyes. "I apologize, this is going to make you think I'm a bad mare."

Spike shook his head. "I would never think that."

Rarity blushed and continued. "It was you, Spike. It was always you. Yes, you were too young at the time for anything serious, but even then I was flattered by your attention. After all the stallions that I have failed in relationships with, you were still interested in me." She lowered her head. "But recently you hadn't been fawning over me as much as before. I thought you were finally over me, and it made me really sad. I don't know why, but it was sad to see you go. I know it shouldn't have, but it did." Rarity placed her index finger on his chest and started moving it in circles. "But then you came to me that one day and, I don't know. I got so excited when I saw there was still hope that you liked me. I was so flattered you wanted me to help you lose your virginity, and...I liked helping you." She looked up at Spike. "That's why I...today, I mean...today I wanted it to happen again. I felt so happy this week knowing that there was somedragon who still cared about me. I got so much happiness from...doing it...with you that I wanted to feel it again."

Spike's stomach tingled as he realized he felt almost the same way.

"But," she continued, "I'm not quite sure where to go from here, Spike. I don't think it would be good for either of us if we came out as a couple. You're a bit younger than me, which isn't a bad thing for me, please believe me, but because I've known you since you were little it may raise some...unfortunate implications. Besides, I'm not sure how Twilight if she knew I was dating you."

Spike nodded in agreement. "But...d-do you want to be a couple?"

Rarity pondered his question, her face morphing between different emotions. "I want to be with you in a way, Spikey. I guess...I don't know..."

"Well, we don't have to be public," he suggested. "We can just...y-you know...be secret and, um, still h-have f-fun...if you want."

Spike was trying to push for his best-case scenario. Even if he couldn't date Sweetie Belle anymore, he could still bang Rarity behind closed doors without anypony knowing, and he could still date another pony if he wanted to then. He still found it odd that her own sister didn't know about their relationship, but now Spike wasn't going to risk his thing with Rarity by bringing it up to her. Having two mares at the same time felt wrong, but they each brought him different things and Spike thought he had the perfect setup.

Rarity snuggled deeper into his chest, her soft hair tickling him. "I...I think I'd like that...baby." Spike's face warmed up at the final compliment and put his arms around the mare's back, snuggling them both into an embrace that signaled the start of their relationship together.

Sexual Awakening

The loud ringing of an alarm clock woke Sweetie Belle, who felt the urge to cover herself up again with her covers and return to her dream world.

The white unicorn sluggishly slammed the clock with her hand to silence it. Sweetie Belle knew she didn't have to set an alarm, especially on a Saturday with no school. Still, she knew that if she didn't, Rarity would wake her up for breakfast anyway. Her sister didn't believe in sleeping in, always telling Sweetie Belle that the whole day gets wasted when a pony doesn't get up at a reasonable time. As a night owl, Sweetie Belle strongly disagreed.

Still not fully awake, she rubbed the sleep out of her eyes and sighed.

"Alright, let's see what the damage is this time."

She pulled back her covers, dreading to see what was underneath. She cursed herself when she saw a large dark stain on her pink panties, clearly from a night of excitement. She had been waking up like this almost every night for the past week, yet another reason to set the alarm to avoid Rarity, and it was starting to get on her nerves.

"Well, better take care of it." With her tiny fingers, she pulled down her underwear to reveal her small moist clit. Carefully, she placed two fingers on the folds and started rotating them around slowly. At the same time, her other hand hiked up her pajama shirt to reveal her naked breasts, and she began teasing her own nipple. She sighed and placed her head on the pillow behind her.

She squeaked as her fingers tweaked her hard nipple, sending shock waves throughout her body that registered in her pussy which was startling to leak more nectar. She started bouncing her hips up and down as she began to become more turned on. Then she stuck two of her fingers into her entrance.

She began to imagine it wasn't her that was making her feel so good, squeezing her nipple, teasing her pussy, and staring longingly staring into her eyes. He was purple with green eyes and the cutest smile she had ever seen.

"S-Spike," she begged in a shaky voice. She knew she had to keep it down so that Rarity wouldn't walk by and hear her. Since she was already so turned on before, she quickly felt herself approaching her orgasm, and she wanted it to feel as fulfilling as possible. She brought her hand from her chest to join the other one to help please her pussy, rubbing her G-spot while the other one fingered her walls.

"R-right t-there, Spike," she whispered as she fought to hold back her moans. She arched her back and started to speed up the work with her fingers. The tag team of her hands was quick to bring her to her reward, and soon, she couldn't stop it even if she wanted to. She didn't want to stop it for anything.

Her juices spilled out, and she had to reach over to her bedside table to grab a tissue before they went onto her bed. Wiping up her cum, she quickly thought about what a waste the whole thing was. She didn't have to use her right hand to pleasure herself when she had a boyfriend who would gladly use his, and maybe something else. She didn't have to cum for the emptiness of her room when a special somedragon would love to see her do it for him.

When Spike told her that he wanted to have sex with her, the only feelings she had were embarrassment and a bit of anger. While she definitely loved Spike and was hoping to have a family one day, it was too early to give that kind of trust to someone she hadn't been dating for that long, and especially so young. She felt terrible about storming off, but knew it was for the best before one of them said something they'd regret.

After a few days, however, Sweetie Belle started to miss her dragon a lot, and she started feeling even more regret about leaving him so angrily and without an explanation. She realized that she needed him to be happy; it was the only thing she could grasp onto in a world that was becoming too much for her. She couldn't stop thinking about how she wanted to run up to Spike, wrap him in a bear hug, give him a long kiss, and never let him go again.

That longing hadn't left her, and in fact, it set something off in her young head, and she went from being offended by him to being flattered throughout the time they had spent apart. Spike only wanted to go another step with her, and she had acted like he had told her that he wanted to murder Opalescence. The feeling also dripped into her sleep, and later that night she had her first wet dream.

Each time she had one, it featured her boyfriend in some kind of sexual situation, usually a dominant one. Even though she was asleep, Sweetie Belle saw everything, felt everything, and heard everything from Spike. She would be forced down, laid in different positions, and have her wildest fantasies come true. The feeling of joy and pleasure never left her body throughout the dream. Still, it would always be annoyingly interrupted by her alarm clock.

Every once in a while, Sweetie Belle had thought of colts or Spike in a dirty way, as most mares her age and even a little bit younger have, thanks to puberty. She was also guilty of masturbating a little bit occasionally. Still, the unicorn knew nothing was wrong with exploring her own body. A little squeeze to her breast while in the shower, feeling her butt to see how soft it was, and when she was feeling incredibly excited, she would close her door tight while Rarity was asleep and rub one out.

But before, it was just every once in a while. Now, it was happening to her all the time. Scootaloo had mentioned something in passing as a joke. Sweetie Belle thought her friend was full of it at the time, but it made sense for her situation. Sweetie Belle had gotten her sexual awakening, and there was only one way to stop it.

She had to get laid by her boyfriend.

After her morning masturbation session and a change into normal clothes, Sweetie Belle went down the stairs and into the kitchen for some breakfast. She scowled when she saw her older sister humming away and making breakfast.

While Sweetie Belle was miserable over the past ten days, she noticed her older sister's mood go in the complete opposite direction. One week, she was working on an order she was so busy with and couldn't possibly be bothered. Then suddenly, she became the happiest pony in Equestria. Now, Sweetie Belle saw her walking around with that stupid smile on her face all the time. Sweetie Belle even came home the other day to find her happily dusting the boutique, something she couldn't stand to do.

Sweetie Belle wished she could take some of Rarity's happiness and give it to herself. Growing up was hard enough for her, but now she had to deal with new responsibilities, more work, and a partner who apparently didn't want to talk to her. The 18 year old had to hide it behind her smiles, and her sighs were only heard by the walls of her room. She found it hard to even be happy that Rarity was so pleased.

Realizing she was no longer alone in the kitchen, Rarity turned around and saw her sister. "Well, good morning, Sweetie Belle! How did you sleep?"

"Okay." Sweetie Belle knew it was the understatement of the century.

"Breakfast is ready! They're blueberry pancakes, your favorite!"

"Thanks, Rarity," Sweetie Belle said with another fake smile.

The younger sister saw that the spread also featured a side of syrup and a glass of orange juice, pulp-free, freshly squeezed.

"Don't tell Applejack, dear," Rarity told her when she saw Sweetie Belle looking at her cup.

"Can I ask you something, Rarity?"

"Anything, dear."

"Why are you so happy lately?" Sweetie Belle realized the question hadn't come out like she wanted it to, and it almost sounded accusatory, but at least it was out there now. It had been on her mind all week.

Rarity turned her head in confusion. "I'm afraid I don't understand what you mean, Sweetie Belle."

"You've been going around Ponyville waving to everypony you see, you do all the chores you hate, I saw you doing yoga on Thursday for the first time since I was a little filly, and you didn't yell at me yesterday when I forgot to put away my dishes."

Rarity blinked before responding, "Well, I don't exactly see how any of that seems out of the ordinary for me-"

"You also agreed to help Twilight clean her attic this week."

Sweetie Belle couldn't help but notice Rarity blush with embarrassment. "Ah, yes, well...I suppose I have been in brighter spirits as of late. The Spring Fling rush gave me a new influx of money and since then my workload has been lessened, and the weather has been quite agreeable with my mane recently."

"Oh," was all Sweetie Belle could say. She leaned over to take a bite out of her pancake.

"Is everything going alright with you?" The way Rarity asked the question made her sister instantly know that she was being probed.

"I've been fine."

"Are your friends doing okay?"

"Yep."

"Has Apple Bloom been busy? Applejack told me the harvest was particularly abundant this year."

"Yep."

Silence fell briefly before Sweetie Belle heard her sister clear her throat. "Do you like the pancakes? I added extra sugar in them."

"Yep."

Rarity laughed. "Really, darling, you're starting to sound like Big Macintosh with this riveting dialogue."

"Yep." Sweetie Belle took the remaining piece of her last pancake and shoved it into her mouth, chewing and swallowing quickly. "I gotta go, Rarity."

"Oh, where to?"

"I'm going to go see Scootaloo." She said before running to the door, avoiding the line of questioning.

"Okay then," Rarity shrugged as she watched her sister hurry outside. She didn't even notice that Sweetie Belle had forgotten to put her dishes away again.

Spike was sitting in his bedroom eating gems when he heard a knock on his door.

His first reaction was to hide the bag under his bed. Twilight had been on his case about eating gems so early in the morning and spoiling his appetite for lunch.

"Maybe it's just Starlight wanting to lose again," he thought, remembering the intense card game they had the night before. After making sure his stash of gems was well hidden, he walked over to his door and froze when he opened the door and saw who was on the other side.

"Hi, Spike," Sweetie Belle greeted, looking at the floor.

"Uh, hey, Sweetie Belle," he responded.

The two stood there in silence. Spike wondered why she had finally decided to talk to him after over a week of silence, and he mentally prepared himself in case this was the official break-up conversation.

"Um...can I come in?" she asked. Spike stepped to the side, and Sweetie Belle entered, going over to his bed and sitting down. She still refused to look at the dragon, preferring instead to look at his comic books on the shelves or the crystal floor underneath her feet. Spike closed the door carefully and went to sit on the bed next to the mare. He didn't dare try to get too close or put an arm around her shoulder like he had done many times before.

She took a deep breath and turned to finally meet his eyes. "Spike, can we...talk about this?" Spike said nothing but allowed Sweetie Belle to continue. She inhaled and exhaled again before continuing, "I...know we haven't been t-talking lately, but it's because I needed to think over some things. I guess the real reason I didn't come sooner was because I was scared to see you again. You were so angry after I..." She paused and shook her head. "I didn't think you wanted to see me anymore. I thought maybe it was over and...what I'm trying to s-say to you is that...I'm sorry."

"Sweetie, I-"

"Please let me finish," she interrupted. She cringed at the tone of her own voice and turned her head away from him again. "I'm sorry, but I have to get this off my chest. I don't care that you didn't come to see me. I didn't come to see you either. I've...I've been a...a bitch to you. I'm sorry."

"You are not a bitch," Spike said firmly, even with Sweetie Belle holding up her hand to try to silence him.

"Yes...I was, and I'm really sorry. The truth is...I still love you...a lot. I really, really do. Please don't think that I don't"

"I love you too, Sweetie," Spike smiled, scootching over on the bed to get closer to his marefriend. A smile snuck its way onto Sweetie's face briefly before it was replaced with the same timid look.

"B-but...I need to tell y-you something else."

Spike instantly got worried and reached out to take her hand. She didn't pull away and shifted her hand to fit in his easier.

Sweetie Belle continued, "I...I don't know why, b-but for some reason, ever since...you know...last time we talked, I...I k-keep having these weird d-dreams where you...I mean we...um..." she nervously ran her hand through her hair and mumbled something too quietly for Spike to hear.

"What?" Spike asked.

"Um..." Sweetie Belle fidgeted back and forth on the bed, trying to get out what she needed to say.

"Sweetie-"

"Have sex together!" she shouted before covering her mouth. Her face was as bright red as Big Mac's, and her pupils had shrunk in shock.

Spike's started to feel his own face warm up. "She's has been getting off to thoughts of me?" Spike wasn't sure if he should be happy or shocked at this news.

"You are?" he asked. Sweetie Belle nodded with her face in her hands. "Did...what...why are you telling me this now?"

Sweetie Belle inhaled a shaky breath. "I'm saying it because now...I d-do want to do it with you."

Spike looked at his marefriend with a puzzled expression. "What exactly changed your mind?"

Sweetie Belle took a minute to collect her thoughts before explaining. "At first, I wasn't sure if I was ready for something like that. I mean, I know I'm an adult now, and I have the freedom to make that kind of decision, but...I was scared to do it. But like I said, I've been feeling things I've never felt before and thinking about things I've never thought of before, and all of them were about you. I want you. I want this. I want us to be together, and I want to prove it to you right now."

Before Spike could react, Sweetie Belle lunged forward and kissed the dragon right on the lips. The sudden move surprised him, but the desire he felt took over in his mind as he kissed her back hard. Sweetie moaned into his mouth and gave him the opening to sneak his tongue through. He missed being able to do this with his girlfriend behind closed doors. Even though they had never gotten explicit, it was always nice to snuggle and kiss her and see that familiar glow light up her face. They quickly ran out of breath and broke away.

"Oh, Spikey, I've missed you," she sighed before leaning in to give him a big smooch on the cheek.

"I've missed you too, cutie," he smiled. Sweetie Belle's smile grew wider.

"So...what do we do first?"

"I mean, we should probably start by taking off our clothes, right?"

Sweetie Belle's smile fell. "Oh, yeah...uh, forgot about that."

Spike noticed her reluctance and decided to slightly back off his aggression. The last thing he wanted was to scare Sweetie Belle off again. "Are you sure you're up for this? We don't have to do this if you're not ready."

Sweetie Belle shook her head. "No, I'm ready. It's just I've never done this before."

"Me neither," Spike lied as Rarity snuck into his mind. He got an idea that pushed his secret lover out of his mind. "Why don't I start?"

Sweetie Belle's face lit up red as she looked back at him before nodding silently.

Without thinking, Spike lifted his arms, brought his shirt over his head, and threw it on the floor beside the bed. Sweetie Belle gazed at his shirtless body, and Spike grinned. "Come on, you've seen me without a shirt before."

"Yeah, but that was at the pool. Lots of boys take their shirts off there. It's...different now," Sweetie Belle couldn't take her eyes off his shirtless body, and Spike sensed her longing.

"You can touch if you want to." Sweetie Belle nodded and brought her hands forward. She then moved her hands around to explore his toned body, paying close attention to his pecs and abs. Her fingers glided over every crevice of his muscles and by the bit of fat that remained on his body.

"Have you been working out?" Sweetie Belle asked with a nervous grin.

Spike grinned. "I have. Thank you for noticing."

"Your six-pack is so big," she said, tracing her fingers around it.

"It's not the only thing," Spike said coyly.

Sweetie Belle blushed bright red and pulled back, her eyes widening in shock. Realizing he may have gone too far, Spike quickly tried to calm her down.

"Sorry, sorry. I shouldn't have said that."

"No, i-it's okay. Um, I k-know that w-we're supposed to...talk like that. I'm just n-not used to this."

"We can stop whenever you want, Sweetie Belle. I don't want-"

"No, it's fine," she interrupted. The unicorn shifted her eyes between Spike's face and his shirtless body. "So is it really big, or..." she trailed off.

Now it was Spike's turn to blush. "Um, well, kind of. I-I mean...you know."

"Yeah," Sweetie Belle mumbled. Spike realized she wasn't staring at his abs but lower between his legs, and he smiled.

"Would you like to see it?" he asked her.

Her eyes were still fixated on his crotch, but she managed to nod her head and blush even harder. Spike saw the familiar twinkle in her eyes and knew she was filled with anticipation. He reached down to the sides of his pants and pulled them down to reveal his boxers. The unicorn's eyes widened farther as they were now one article of clothing away from seeing Spike completely naked.

"Would you like to do the honors?" Spike asked.

"Yes!" Sweetie Belle replied quickly. She scooted closer to Spike, carefully put both hands on the waistband of his boxers, and pulled them down. She gasped as his penis flopped out, already hard. Spike looked in satisfaction as Sweetie Belle struggled to say anything.

"Impressed?" he asked.

"I mean...well, this is m-my first time...seeing this..." she stammered, still unable to take her eyes off the appendage. It was like a treasure for her, and Spike wanted his marefriend to experience it in every way he could possibly give her.

"Here, give me your hand." Spike extended his hand. Sweetie Belle reached her hand to meet his, and he slowly guided it toward his crotch. Sweetie Belle looked stunned as her hand softly wrapped around the purple shaft. She heard Spike let out a reflexive moan. It was unlike anything the unicorn had ever felt before. It felt so warm in her hand, and it was as if some force made her unable to resist it. It was everything she had imagined.

Slowly, she started to move her hand up and down, stroking him and trying to feel every part of it. She put her thumb on its head and rotated around the tip. She was amazed that the skin moved along with her hand in rhythm. Slowly, she moved her hand down closer to the base of his dick to feel his balls. She carefully circled her fingers around the scrotum, amazed that it could be so soft while the rest of her boyfriend's penis was so hard.

Sweetie Belle began to ask herself some questions that she would never think of asking Spike. "Does it float in water? Is it painful when it's big? Is he big compared to other boys?" She kept looking back at her boyfriend to see how he would react. All she saw was her boyfriend smiling at her with his eyes half closed.

Spike was enjoying every part of the handjob his girlfriend was giving him, even though it was less about pleasuring him and more about Sweetie Belle's first encounter with a cock. Her hands felt like magic to him as she carefully jerked him off and lightly played with his balls. Spike knew what he wanted to do next, but he didn't want to do it himself, just in case Sweetie Belle wasn't okay with it.

"Does this feel alright? Am I...turning you on?" she asked nervously.

"Yes," Spike nodded. "You're doing great. It's just, well..." he paused.

"What?" Sweetie Belle questioned, falling into his trap.

"It...it would really help if you took off your clothes, too."

Sweetie Belle's eyes widened. She knew that she would have to do this, but now that it was time, she felt nervous and started to get second thoughts. Rarity and her mother had always told her to be careful with boys, especially once she hit puberty and her body began to change. But she knew this was Spike, her loving, always there for her boyfriend who had always done whatever it took to make her happy. Plus, since Spike was already naked, it felt selfish to cover herself while the dragon was utterly exposed.

Sweetie Belle knelt on the bed and slowly started lifting the bottom of her shirt above her head. As the fabric obscured her eyes, she could feel her boyfriend's gaze on the skin below her neck. She blushed further as her arms rose above her head and the shirt fell off her shoulders. Instinctively, she went to cover her chest. She heard Spike chuckle at her shyness and scowled at him.

"This is the first time I'm showing a boy my boobs, you know."

"It's okay; take your time," Spike grinned.

Sweetie Belle slowly took her hands away from her chest, revealing her frilly lilac bra that hugged her breasts together and made her bosom more sexy and inviting. Spike thought the bra looked cute, but not as desirable as the parts it was protecting, and not as pretty as his girlfriend who was still trying to stop herself from covering up again,

Sweetie Belle had to work up the courage to go the final step. The only time a boy had seen this much of her was at the pool, and even then, she wore a two-piece that properly covered her chest and naval. In several slow movements, the mare reached her small hands around her back, fiddled with the bra strap, unhooked the article, and let it fall to the floor. Her eyes avoided Spike's, and her face blushed harder than ever before, as she rocked back and forth a bit to distract her mind.

Her boyfriend rose from lying on the bed to kneel in front of her. "Beautiful," he whispered in awe, the only word he could think of in that moment.

She looked up and made eye contact with him. "Please be gentle."

Her breasts were smaller than Rarity's, but Spike was still impressed with what she had to offer. Even without a bra's support, they were very perky and succulent. Her rose nipples poked out and were already completely hard. Spike couldn't help but feel happy about his effect on his girlfriend.

Gently, he reached out a hand and glided his fingers over the breast. It sent an immediate reaction to Sweetie Belle's brain, and she bit her lip to prevent a moan from escaping. Her heart pounded underneath as she felt his hands move gently across. She found it more challenging to hold back when his fingers finally cupped each breast. Her eyes shut, and she tried as hard as she could to remain still as currents of pleasure went across her whole body.

Spike quickly took notice of her breasts' sensitivity and knew to be careful with them from his experience with Rarity. He made sure his hands worked like they were handling something very fragile.

Then, his hand brushed one of her nipples by accident.

Sweetie Belle couldn't stop the gasp from escaping but quickly put a hand over her mouth to stop herself. Spike looked up at her and smiled.

"Did you like that?"

"Um, I-ah!" She moaned as Spike used his index fingers to flick the rosy nubs repeatedly. She started gasping more and louder as her resolve started to break down.

After playing with her breasts, Spike started to journey down her body. He slid his hands down her sides by her waist, stroking the sides and exploring her abdomen. Her belly was soft, but she was by no means chubby. When he felt it, his hands sunk in, and he heard Sweetie Belle giggle slightly.

Spike then turned his attention lower to her blue denim jeans that hugged her legs snuggly but were in the way of his final goal.

"Um, Sweetie? Can I-"

"YES!" Sweetie Belle cried. She then laid down flat on the bed and stretched her legs out eagerly. Without thinking, Spike reached and undid the silver button and zipped down her zipper. He then put his hands on her waistband and pulled the jeans down her legs.

The sight of his girlfriend in such an inviting and alluring position with nothing but her panties on was sexy enough on its own, but added to it was her red blush that had now completely taken over her face, and the shining, needy eyes drove Spike crazy with lust. Evidently, his girlfriend was also driven crazy, judging from the dark spot on her only remaining piece of clothing.

"I see somepony's turned on," Spike grinned as he ran his finger along the wet spot.

Sweetie Belle sighed as his finger rotated around the wet spot. Although she was used to using her hoof to stimulate herself, it was different when someone else touched her. With her hooves free, she felt more freedom to open up her body to the pleasure, grab onto the soft bed, or even help Spike out. Instinctively, she reached up with a free hand and started to rub her tit to get even more pleasure, and she began to moan louder and faster.

Just as she was starting to get close, her boyfriend stopped his fingering and looked her straight in the eye. "What's this?" he questioned, pointing to the hand that was on her boob. "Am I not doing enough for you?"

"O-of course you are," Sweetie exclaimed, embarrassed. "I just got caught up in...in..." she stopped as her boyfriend reached for her last remaining clothing and pulled them down, revealing her bottom part.

Spike saw her shining pussy, wet with the fruits of both of their efforts. She remembered to wax herself off beforehand so it looked clean and even more inviting for Spike.

"Are you ready, Sweetie?" Spike asked.

Sweetie Belle could not respond in that moment, but looked at her boyfriend eagerly and nodded.

Spike took his erect penis and lined it up, and began to enter Sweetie Belle. As he slowly inserted into her tight pussy, his girlfriend suddenly cried out. He felt her walls close around his erection and squeeze, and a warm and wet feeling rushed over it. Spike quickly looked up as his girlfriend panted beneath him. Her panicked eyes met his.

"I'm sorry," she cried out. "I-I didn't mean to, uh, go so early, but I was just so...I-" she was cut off as Spike kissed her on the lips, silencing her. After the quick peck, Spike smiled at her.

"It's okay. This is what we wanted anyway, right?"

"Yeah, but I just wish we could've gotten there together," Sweetie Belle sighed as she felt Spike's penis leave her, lowering her eyes to avoid Spike's gaze. "I've been thinking...dreaming about this for a while, and I wanted it to be special for both of us."

Spike waited for his marefriend to finish. It pained him to see her disappointed and frustrated, especially at herself when she had no reason to.

"Wasn't it special for you?" Spike asked.

After a few seconds, he received a nod in response.

"Well, it was very special for me. Just because it didn't go how you wanted doesn't...it doesn't mean that it wasn't good. I'm glad we took this extra step; it shows we're growing closer in our relationship. I don't want you to think you're bad at this, especially since you've never done something like this with anyone else."

During his whole dialogue, Sweetie Belle hadn't moved. However, her expression became less strained, although it still held a frown that Spike wanted to flip upside down.

"And besides," Spike continued slyly, "we don't have to stop now if you don't want to."

Sweetie Belle looked up at Spike. "You mean..."

The purple dragon nodded while pointing down at his erection. "I'm not exactly done here."

Sweetie Belle blushed as she looked down and stared at his hard dick. Despite how masculine and mature everything was for her at the moment, the unicorn still found it hard to see Spike as anything but adorable. She couldn't resist him any longer; this was what she wanted.

"Yes! Yes, please put it back in!" Sweetie Belle pleaded. She was desperate for him to start so that she didn't orgasm too early this time.

Spike smiled from ear to ear and touched his penis again. His marefriend spread her legs quickly to show him her pussy, still glistening and soaking wet from before. Spike wanted a taste but knew that his girlfriend was no longer asking him for any foreplay. Her begging eyes told him everything he needed to know.

She wanted him to cum inside her. Now.

Like the first time, Spike entered Sweetie Belle slowly and slid in, earning a sigh from Sweetie Belle. He felt his face heat up from seeing Sweetie Belle in such an exposed position. He was standing above her, right next to the bed. Her legs were spread on either side of his legs, her arms clutched the bed beneath her, and nothing was in the way to cover her exposed body. Spike felt a domineering power take over him as he recognized the freedom to do whatever he wanted with her body, and he wanted to enjoy it.

Grabbing onto her hips, Spike slowly rocked back and forth. Instantly, his body felt warmth from the passion and the lust that was being created. He heard both him and his marefriend start to grunt as his hips moved against hers. The missionary position allowed the two to have complete eye contact with each other, which both of them took full advantage of to shoot each other lustful looks.

Looking down at Sweetie Belle, it was almost impossible not to fall in love with her sprawled out on the bed, engulfed in the same feeling that Spike was experiencing. The soft sighs and moans from his marefriend made Spike proud to be her first time. The dragon felt absolute euphoria, pleasing his marefriend, and he didn't want it to stop there.

Already knowing Sweetie Belle's most sensitive places, Spike took one of his hands from her waist and brought it up to her chest, clutching her left breast in his hand. Spike found he couldn't resist them. They were so round and perky and soft, just like a pillow. He reached the middle with his fingers and pinched her nipple softly.

When Sweetie Belle found her voice, it was soft and weak. "Y-you're so mean."

Spike smiled and squeezed again. "And you're so beautiful."

Sweetie Belle giggled and looked at him with lustful eyes. "P-please go...f-f-faster!"

Spike instantly sped up his movements into Sweetie Belle. Making sure to get in a rhythm with her first, he lowered his left hand from her hip down to her butt and gripped it hard. He heard a soft squeak come from his marefriend. Like her breast, the flesh was soft and comforting to hold onto, and it moved wherever his hand was.

"S-stop touching my ass!" Sweetie shouted, but it was clear through her blush and giggles that she was teasing.

Spike was so turned on that he barely registered what Sweetie had told him and squeezed her cheek again in response. "H-hey, it's your fault for wearing tight jeans all the time. It's h-hard to help myself."

"That's...oooh!" Sweetie Belle moaned loudly as Spike suddenly worked his way up to a faster speed. The two were now rocking back and forth more vigorously as Spike realized he was starting to get really horny. He wanted to make Sweetie Belle happy and cum with him, but he knew he was getting close.

He quickly put his hands to work. He pinched Sweetie's nipple harder and tried pulling it away from her chest. Then, he released her butt and moved his hand above his penis, where he knew her button was dying for release. Instantly, her moans and movements intensified.

Soon, Spike knew that the fruits of his labor were about to pay off.

"I'm almost there!" Sweetie Belle cried. "I'm so...close! Oh my...I...I...You're going to make me...ah!"

Spike felt a clasp around his dick and a warmth rush all around it and past it, dripping down her legs and onto the covers. Combined with her announcement, this finally started to send Spike over the edge.

"Sweetie, get off!" he shouted as he felt his orgasm approaching. Instead, Sweetie Belle rocked him harder, trying to milk him for all he had. Spike held his breath and shut his eyes to do everything he could to stop himself. Still, he was already too far gone, and the unicorn was making it impossible to muster self-control.

His climax was intense, ripping through his whole body before traveling out of him and into his lover. He took a few breaths in before looking at his smiling girlfriend in shock.

"Sweetie, I-I didn't mean t-to-"

"It's okay," she cut him off. "I'm on birth control. I wanted this to happen."

Spike felt his anxiety leave him, and all that remained was a sense of belonging. He was here with his girlfriend, together, nothing more in between them.

Spike laid down softly next to Sweetie Belle, being careful not to hurt her, and wrapped his arms around her front so that he was now spooning her from behind. His hands fell below her breasts, and he pulled her in to keep her as close to him as possible.

"Did you like it?" Spike asked.

"Yeah," Sweetie said softly. "Did you."

"I did. I really did."

The two shared warmth in silence, each in awe of the lustful sensations they had experienced that day. What started out as lewd thoughts and a fight had turned into something that brought them closer, and now nothing was standing between them.

Then Spike remembered Rarity.

Sweetie Belle's older sister had left a strong impression on Spike. Last time, they had determined that their relationship was going to be a secretive and sexual one, but that didn't mean that Sweetie Belle would never find out. It especially didn't mean that Rarity wouldn't find out about theirs. Spike still found it weird that Rarity did not know the two were together but knew now that he couldn't tell her.

"Whatcha thinkin' about?" Sweetie Belle asked, looking at him with her adorable little smile.

Spike blushed as he remembered the unicorn next to him.

"How amazing you look back here," he teased, staring at her butt.

"You look amazing everywhere." She turned towards him in the bed so that she was now facing him. The two gazed into each other's eyes.

As he went in for another kiss, Sweetie Belle was the only thing on his mind and in his heart. Rarity had slid entirely out of both.

Author's Note

Sorry if this seems rushed, I just wanted to get something published. More to come later.