Spike Dragonowitz marched down Main Street, Ponyville, bag of groceries in his hand and swagger in his walk.

“Hi, Spike!” Called out Apple Fritter, waving to Spike as he marched on by.

Coaxing a giggle out of the pony with a toothy dragon grin, he dug his claws into the earthy road and let his tail sway in time with his continued stride.

Damn. Spike thought to himself, his grin still a white smattering across his face. Today's the kind of day a dragon feels like he could lift the moon. Mockingly slicking his ridge-scales back with his open hand, he thought over his life and how the sun seemed to shine brighter with each passing day.

Thinking back to his youth, he remembered the days where Twilight considered him her number one assistant and how proud he was. Now, he and Twilight shared shifts as Ponyville Librarian. In just a few years, he had gone from being the tag-along baby dragon among the six to a true, mature friend.

Pinkie often called Spike over to help make treats that he could hardly prevent himself from eating– this had never changed. What he had come to realize in the last couple years was the bundle of insight and energy Pinkie turned out to be when they came across the topic of life. It seemed like that pony had happiness all figured out, and was a wonderful resource for when Spike had a down couple of days.

Applejack had always asked Spike if he wanted to come over and sample some of the apple family's latest delicious concoctions, but only recently had she come to think of Spike as someone who could help around the farm. Helping shake apples out of trees led to long working conversations with the pony that let him realize how determined and kindhearted a pony she really was.

Friendship, to Spike, now meant more than it ever had. He knew it's ins and outs and knew just how to be the friend that ponies needed. In less than ten years in Ponyville, his studies of friendship had grown to a near-mastery of the subject.

Which led to moments of notice about the brightness of the sun on a given day, or how the dirt road felt beneath his claws, or how Rarity's hair was more illustrious than ever, or–

“My, Spike, have we gotten taller again?” Rarity said, smirking from the porch of Carousel Boutique.

“Ehwha–!” Spike bumbled, tripping and unintentionally admiring the dirt road with all his senses. He had been absentmindedly admiring the mare, but hadn't even really realized she was there!

“Oh, my... whatever are we going to do with you, Spike. You had such a good stride going there for a moment,” Rarity said, trotting over to the felled dragon and beginning to gather the spilled groceries. She smiled concernedly at the dragon. He was still trying to comprehend what had happened to his motor skills.

“You know, I had almost forgotten what it looked like for you to be below my eye level!” Rarity tilted her head to the side and giggled. “However, that stare is an unforgettable 'Spike' classic! But wherever did my manners go! Let me help you up, dear.” Rarity's magic wrapped around Spike's hands and hoisted him to a sitting position.

“Ah, Rarity, um...” he mumbled, brushing himself off and thanking Celestia that eggs were not on the grocery list. “Sorry, I was just... thinking! Yeah– about all the library books that need to get sorted.” He grinned, his cheeks turning redder than scales should be. “It's, um, a spiderweb. No, I mean, they're books, but I mean the problem is like a spiderweb. And you um, you blew on the spiderweb, and I fell out, and onto the ground,” he explained in perfect logic that befitted the scholar who lived in a library.

Rarity began giggling, stuffing a hoof in front of her mouth to try and dam the tide of laughter that did not befit such a high society mare. Spike could only blush further, unsure of why exactly his sentences could not form, but oh so sure that Rarity was adorable when she giggled. He tried to grin the grin of confidence that had so easily been smirked not two minutes ago but ended up looking like Twist whenever a stallion walked within four feet of her.

“Well, um, got to go! G-Great talk, Rarity! Haha! See you later, marefriend!” He said, before stopping and letting his eyes grow wide. “Er, I didn't mean marefriend. I meant, like a mare that is my friend! Like Twilight! Or... or Fluttershy! B-But not that I think they're my marefriends either, just...” He stopped, as her giggles grew greater than he was able to manage.

“Oh... Okay. B-Bye Rarity,” Spike bumbled, frantically grabbing the groceries up in his arms and dashing towards the salvation that was a hollow tree-library. Inevitably dropping groceries as he managed to open the door without clawing through it, he pushed himself through the door with all of his belongings as fast as possible.

A pair of purple eyes stared from a cocked head. “Spike,” Twilight said simply. ““Why are you rushing through the door, gripping our dinner like an Ursa Minor was attempting to use it to spice up the flavor of a certain dragon?” Immediately, the possibility ratios of such an occurrence flew through the unicorn's head.

“No, no, Twilight,” Spike huffed, leaning back against the door. “It's... it's even worse!” Snapping upright, Twilight kicked the book she was reading aside and began to prepare a spell to account for the likely scenarios.

Spike gulped. “Rarity...” he started.

Twilight's eyes widened, the likelihood of her friend's survival alone not matching up nicely against such a foe.

“She... She...” he started, the emotion of the incident causing him to shut his eyes and bang his head against the door.

“What! What, Spike!” She said, her pupils frantic pinpricks that danced along the windows.

“She talked to me,” he whispered in horror.

Twilight's rear hit the ground with almost more force than her hoof hit her face. "Spike, you've known and been around Rarity for far too long to seriously think that–"

“No, Twilight, you don't understand! I... I couldn't talk back! I just kept looking at her, and I acted so stupid, and it was like I was paralyzed, I just couldn–”

“You have a crush on Rarity! I know, Spike!” Twilight said, making a mental note to factor Spike into her imminent-danger-probability-cycles.

“SsshhshShhhsh!” He frantically whispered, his eyes darting around the windows to make sure no other ponies were in earshot.

“That's not just it, Twilight.” he said, recovering slightly from the immense embarrassment. “I've had a... crush on Rarity since I first saw her, but I could always at least talk to her. We've had entire conversations while we're out finding gems!” He sighed, moving over into the kitchen and putting the fruit he had bought into the sink. “Now it's like I can't even contain myself. All my experiences go out the window, and I just...”

Twilight cocked an eyebrow, unsure if Spike was just frustrated, or attempting to turn on the kitchen sink with his forehead.

“I just completely lock up!” Spike spouted, and in one swift motion threw his claws in the air, leaned back and kicked the stool beside him to swivel and catch his fall, while kicking his other leg up onto the kitchen counter to flick a toothpick into his mouth.

Spike chewed pensively on the pick as Twilight sat slack-jawed from the other side of the room. “Spike. How did you do that?”

Spike furrowed his eyebrows, turning his gaze to meet Twilight's look of awe. “Do what? You mean sit down? Catch a toothpick?”

Now Twilight bumbled, making swirls in the air with her front hooves. “All of that! Don't you see? That was the smoothest thing I've ever seen anypony do!”

Now Spike cocked a brow. “I'm a dragon, not a pony, Twilight. Besides, we've had these stools for years, and I'm the only one who ever uses those toothpicks. I guess I'm just used to everything here.”

“Exactly!” Twilight exclaimed, jumping to her hooves and trotting over to Spike. “Spike, you're still a growing dragon,” she began to explain, reaching a hoof way up to Spike's shoulder, “even if you are a pretty big one now. Your body is probably just giving you new signals that you're still trying to deal with. What used to be a crush could now really be...” she paused, wondering if she needed to explain the logistics.

“Something. It could really be something! Rarity might have made some comment that made you feel like she's finally looking at you.” Twilight smiled. “So, what you need is practice. You just need to get used to talking to Rarity now that your mindset has changed.”

“How would you know any of this, Twilight? You haven't even been with anypony like that yourself!” he countered, shooting a skeptical look.

“W-Well...” she mumbled, not expecting her own personal expertise to be questioned. “I read! I study about these kinds of things!” she countered, silently sliding her copy of 'Fifty Shades of Neigh' under the couch across the room.

Spike blinked twice, taking time to comprehend the possibility Twilight was implying. Rarity had commented on how tall he was, and had started asking him over more to help with her shop. He had thought that it was simply that fall was rolling around, and that more ponies were going to need thicker coats, but this was the first fall she had needed so much help from him...

Twilight smiled as she saw Spike's toothy grin growing slowly as he thought. “No time to waste!” she said, hoisting Spike up off the stool with her magic and pushing him towards the door. “Rarity's out there waiting, and you're never going to get any better sitting there smiling at the ceiling!”

Spike nodded frantically, beginning to think of what he would say to Rarity to start conversation...

“Hey, good lookin'”...too unnatural.

“Find any good gems lately?” …too lame.

“Your mane shines like the infinite tessellations of Celestia's sunlight er' it bask across the mountains and skies o' Equestria” …too shakesponian.

“Try 'How was your day.'” advised Twilight as she pushed Spike out the door and closed it. Sighing, she trotted back to the book she had been interrupted from, annoyed slightly at the realization that she would have to find her page. Sliding in on the couch next to Owlowiscious, she turned to the statue-like bird. “And how was your day, Owlowiscious?” she asked, smiling sweetly.

“Hoo?”

“Thank you Twilight! My day was fine,” Twilight mimicked. “And might I add, your mane looks beautiful and well brushed this evening!” Twilight beamed. “What was that, Owlowiscious? Thank you! You know, I brush it every day, but you're the first one to notice like this!”

“Hoo?”

Twilight sighed. “That's what I thought you said.”

She turned to her book, levitated a blanket over herself, and continued reading.

–

Spike marched down the short segment of road that led to Carousel Boutique, his confident stride bolstered, grinning with the strategy of success he had devised. It was so simple! Just talk to her, and talking to her would get easier!

His grin was almost as large as his probability of success– there was no way he could fail! He may not have run through every scenario in his mind preparing himself for situations like Twilight did, but when the chance of success was 100% why even practice? One foot after another, he climbed the small wooden staircase that led to the door to the shop. He observed the Boutique door– the final obstacle to his dreams being fulfilled.

Knock, knock, knock. Spike flexed his shoulders, waiting for a response. Upstairs in the boutique, he heard running water slow and stop– a sure sign that his presence had been noted. Leaning on the wooden beam to the side of the door, he grinned into the window, making sure his signature move was perfect– and for a moment, it was.

The next moment, he noticed what was behind the window: Rarity walking down the staircase.

The next moment, he noticed her hair was wet.

The next, he noticed the steam coming off her body. Then the way her hips swayed as she approached the door, and the way her snout crumpled as she must be wondering “who could be interrupting my bath?”

By the time the door opened, Spike could not even be confident of whether his heart's beats-per-minute was in the triple or quadruple digits.

“Spike?” Rarity asked, looking up at him from underneath dripping bangs parted to the side.

Spike was absolutely speechless. His mouth stayed completely agape as if it were blissfully unaware that words simply were not coming up. He was now practically hugging the wooden beam for support to stay standing.

"Spike, dear, is something the matter? You look positively stiff as a mannequin against that railing!" She noted, concernedly cocking her head and raising her eyebrows.

Spike blinked, trying to ponder what she had asked, but instead shocking his body into realization that time was still passing.

“Spike, dear... are you trying to practice beating Owlowicious in a staring contest? Because I was in the mid–“

“Oh, gosh! HahaHAHA!” Spike laughed, slapping his knee and practically falling over “Sorry, I just– how could I not realize that! Of course you were in the middle of a bath! And here I am just...” he paused and took another moment to look “Staring! At you! Yes, gotta beat that owl, right? Been the champ for a lot of years!”

Now Rarity was speechless, completely unsure of just what in Celestia's name was happening.

“Sorry to interrupt! Didn't mean to, uh... I'll just come back later!” he said, smiling awkwardly. Rarity could only stare dumbfounded at him. “Or not! Just keep showering it up! B-Bye Rarity!” he said before attempting to stand up, but instead falling back over the railing that was supposed to be acting as his support.

Rarity gasped, exclaiming “Oh, dear, are you all–“

“Yep! Just fine! Great, in fact! Ohgosh... Bye!” Spike blurted out, his thoughts scattering like a poorly composed staccato amongst a dissonant melody. As if mocking his own previous self-assurances, he rushed as quickly as possible away from the scene of his utter failure.

Rarity simply stood in her home's threshold, tapping her hoof. It had always been quite obvious Spike had been infatuated with her from early on, but she couldn't imagine that his anxiety could have gotten worse. Pouting, she closed the door and returned upstairs, unsure if he would even be willing to try again. The last thing she wanted to do was to push him away, but it seemed as if now simply existing was enough to make him feel as if he had failed.

Turning the hot water knob slightly with her telekinesis, she let out a contented sigh as the warm water wrapped around her. She hoped Spike had something in his life that could help troubles melt away as easily as her bathtub filled with warm water.

–

“I can't do it. I can't do it. There's no way. Oh Celestia, you should have been there Twilight. It was absolutely horrible,” Spike whined, pacing around the room erratically. He picked up some books and shoved them into a bookcase, motivated by sheer force of habit. Tapping his foot for a moment, he shook his head, mumbled something to himself and went about reorganizing the entire bookshelf.

A hoof fell on his shoulder, causing him to wheel around frantically, coming eye to eye with a look of worry.

“Spike, you're being a chronic assistant again. You're freaking yourself out, or playing this up in your head as worse than it probably was,” Twilight said softly, pulling two stools over and sitting down next to her friend.

Even as he sat down, his eyes were still frantic, neurotically attempting to find something to distract him from playing over the scene in his mind again. “No, Twilight, you don't understand. What happened there was... the worst! Possible! Thing!” he exclaimed, flinging his claws in the air.

“Calm down!” Twilight demanded suddenly, shocking her friend into being still. “Rarity has been your friend for a long time, Spike. There is no way that she'd think any less of you for being on edge. She's probably worried about whatever could possibly be going through your head.” Twilight suggested, smiling as he began to nod slowly.

“You couldn't prepare for something that unexpected, could you? You're a much older dragon now– obviously old enough to... admire a mare,” Twilight explained, shifting her gaze upwards slightly. “So when she came down from a bath... I mean, any stallion seeing Rarity come out of a bath might be petrified for days!” Twilight explained furrowing her brow and standing up from her stool.

“I mean Rarity is pretty!” she continued, now apparently taking her turn to pace around the room. “More than pretty! Beautiful, even! When she walks down the street, stallions stop and gawk at her! She gets so many love letters every month, she's devised a grade-scale for them that even I have trouble understanding! For Celestia's sake, the reasons she wears such huge hats is so she's not stopped constantly when she leaves her–“

“Uh, Twilight?” Spike interjected, his eyebrow cocked.

Twilight snapped her head back to her friend, a wide eyed look plastered across her face. “R...right, well you get it!” she stammered, returning to the stool and giving an audible 'harumph'. “The point is...” she started slowly, taking a moment to compose herself as she regained her train of thought. “The point is, there's no way you're the worst case she's ever seen. On top of that, you're also her close friend! I bet when you go back, and she's not in a state that would... surprise you like that, you'd do much better.”

Spike began to nod again, finally coming down from his frantic state of mind.

“Now– I'm going to go make dinner. You've got to be starving by now, anyways.” Spike nodded, and gave a sheepish grin in agreement.

“How about... lavender lasagna tonight? If I remember correctly, you're a fan, right?” Twilight said, grinning. Spike's eyes widened and twitched, a choir of angels echoing through his mind over the glory that was his favorite dinner.

“Oh, yeah, that sounds great! Here, I'll get the dishes ready and put in the–“ he began, standing up and skipping to the kitchen before being pulled back by a purple glow of light.

“Not necessary!” Twilight beamed. “You made a good effort, Spike, and I'm proud of you. So, let me make you dinner! Call it... motivation!” she exclaimed, trotting into the kitchen alone. “Though, start the fire, would you? It's already getting pretty brisk out, and I can't imagine it's going to get any warmer as the sun sets.” Twilight instructed, pulling some pans out of the drawers.

“Right! Thanks, Twilight, you're the best!” Spike said, grinning and rushing over to the fireplace. He had always wondered what the fireplace was doing inside of a tree-library, but he just assumed it was some sort of magic, and that no further explanation was needed. After all, no explanation was needed to enjoy its warmth. Sitting down, he set out to start the blaze going in preparation for the chilly autumn evening ahead.
–

The fire was a modest blaze by the time Twilight trotted over with the two plates of food. Spike's mouth was watering in anticipation of his dinner and, with a smile to Twilight as she sat in front of the fire beside him, immediately began eating.

“So now that you're calmed down...” Twilight said, forking her dinner and pausing to take a bite. “Tell me again how everything happened. Maybe we can find out where things started going bad?” Twilight suggested, looking up at Spike with an understanding smile.

Spike paused, and raised his claw to tap his chin, never ceasing chewing the pile of food he had shoveled into his mouth initially. Twilight laughed at the sight of her friend trying to pull off a poise of intellect with cheeks full of lasagna. He shot her a raised eyebrow and swallowed, taking in a deep breath as he began the story. “Well, I left here totally sure I was going to do it. Like... like I was Vinyl Scratch and Rarity was going to be my roaring crowd!” Spike raised his empty claw and swiped it across the air dreamily before mimicking his confident stride and grin. “So I walked over, feeling like there was no way I could fail... like, I was the best. I psyched myself up to really be ready for it.”

“Stop.” Twilight instructed, an eyebrow raised. “It sounds like you let yourself get an over-inflated ego, huh?”

Spike paused and thought back, directing a ponderous look towards the ceiling. “No... not ego, I'd say, I just had to convince myself I was smooth enough that there was no way I could fail.” He paused, and turned his gaze to the ground. “Or else... well, I don't think I even would have tried.”

Twilight nodded and gave an understanding smile. “There we go, then! That was easy.” She said, in absolute realization.

Spike gave a look indicating he had not yet had that epiphany. “Hwhat?”

Twilight sighed. “Spike, you just need to be yourself! Rarity is your friend because she likes who you are– not who you think you need to be to impress her. When you were thrown off by the whole bath thing, you freaked out because you had nothing to fall back on after your little persona dissolved!” She explained, before grinning. “Though, I would have never thought false personalities were water-soluble.”

Spike grinned back. “Go into comedy, Twilight. Equestria couldn't manage without your talents.” Twilight stuck her tongue out and squeezed her eyes shut in response.

Spike thought about it for a moment. “I don't know, Twilight. It didn't feel like I was masking who I was... just I want to be accepted in a different way!” He leaned back onto an elbow and continued. “Sure, Rarity has always liked me as a friend because I've always been the dragon everypony could laugh and smile at, but...” He sighed and stared into the fire for a moment. “I want to be respected by her now, you know? Acknowledged for what I know, and for how I've grown. I just want to be more than that tag-along dragon, and I don't think Rarity has ever really seen me as more than that.” The fire reflected in his eyes, flecking the vibrant green with orange, and his words with ambition. “I don't think I have to change to be more than a friend to her, I just need to be able to get her to see it. To comprehend that maybe I could be more, and maybe to give me a chance.”

Twilight nodded at Spike, providing her smile and ear to his worries. “Well, certainly you've gotten more mature over the years... never mind that Rarity still is considerably older than you. I believe in you, Spike, but you're going to have to get this right– you'll have to make her see how you've grown, and that's only to even get a chance to be with her.”

“How, though?” Spike groaned, his thoughts returning to his botched performance earlier in the evening. “I can't even seem to talk to her normally, much less have a convincing conversation with her. And that's not even considering how I'd approach it: do I be subtle about it, and let her come to the conclusion, or do something that would prove it to her?” He pondered, going over the situation in his head. “I want to take your advice and just go over and practice talking to her, but I don't want to mess it up even further! I just... sometimes I forget if I even know how to have a conversation with a mare in the first place.” Spike burrowed his face behind his knees and groaned.

Twilight blinked. “Well, sure you do, Spike!”

“Oh, yeah? How do you know?” He groaned, clearly content in simple frustration.

“I... I'm a mare, remember, Spike?” Twilight said, looking at the rug beneath her with a frown.

“Oh, yeah, well of course you are Twilight but–“ Spike began, before blinking and going over that thought in his head once more. Twilight was a mare... and Spike had never had any trouble talking about anything with her! Then all he had to do was...

“I've got it!” Spike exclaimed, rocking forward onto his knees and looking at Twilight with a smile. “You're a mare, Twilight!” he repeated giddily.

Twilight's frown grew, raising her head and twitching her eyebrow as she met her friend's gaze. “Yes, we've covered this, Spike. Congratulations.”

“No, Twilight... you're a mare, and I can talk to you just fine about all sorts of stuff! My thoughts never scatter and I never mess up my words or anything!” he said, grinning wildly. “You're the one who said practice makes perfect, right?”

Twilight's frustrated stare morphed slowly into a look of shock as Spike's implication hit home. “W-Wait, you mean practicing... with me? I... Spike, I don't see how... I mean, I'm not Rarity! It's...”

Spike nodded fervently. “You don't have to be, Twilight! I can get used to talking and stuff with you, and then I won't feel so nervous around Rarity because I won't have to worry about doing anything I haven't practiced!”

Twilight blushed and looked into the rug once more. “W-Well, Spike, I mean, part of being in a relationship is for the practice, and I don't know if–“

“Please?” Spike said with a grin.

“Spike, I'm just not sure–“

“Please, Twilight? I'm sure I'll be able to do it if I can just practice without having to worry about anything!” Leaning forward, he put his eyes into the path of Twilight's.

Twilight gave him a frustrated look for a moment before sighing and lowering her head. “If you really think it will help, Spike... then, sure.” Spike's grin grew to atmospheric proportions. “As your friend, I guess if you really feel that comfortable around me, then–“

Spike picked up his friend in a huge dragon hug, mushing Twilight's cheek against his as he repeated “Thankyou thankyou thankyou!”

“All right, all right Spike! I get it, you're glad!” she said, laughing at the sudden gratitude. After a moment more, Spike put Twilight down again before leaning forward and giving her a wide smile.

“So, what are we going to try first?” he asked eagerly.

“What, you mean right now?” Twilight questioned, tilting her head to the side.

“Yeah! There's no time to waste, anyways. The faster I can get back to Rarity the less time she'll have to think about...” Spike frowned and took a moment to shudder. “The last time.”

“Seriously? Well, I don't know. Let me think.” She said, pausing between sentences. She let her mind wander back to the books she had read on the subject, but dismissed them as too analytical. No... what they were going to need was material that could relate to real life. Something straight out of the novels that kept Twilight sane over the years she had spent in Ponyville. Something with romance.

After a moment consulting the compendium that was her own psyche, Twilight nodded. “Perfect!” she said with a smile.

“What? Am I going to learn dining manners? Or how to be smooth?” Spike questioned, eager to begin, silently wishing it was going to be the latter.

“Nope. We're going to sit here.” Twilight smiled as Spike's face turned confused.

“Sit... here?”

“You have a problem with talking, so let's cut talking out of the equation. You're just going to have to sit here, next to me, and be able to react to things that I do that aren't verbal. That way, you'll understand more how mares work inside!” Twilight said simply with a sweet smile.

Spike raised his claw to his chin and thought. “Hey... yeah, that could really wo–“ his words interrupted by a lavender hoof to the mouth.

“Ssh. We start now,” Twilight said, continuing her smile and scooting in next to the dragon.

Spike nodded quickly, and returned her smile. The two smiled at each other, the fire's crackling almost awkwardly against the new-found silence. Unsure of what to do, Spike began to look around. He knew he was expected to do something, but what– just sit there?

Moments passed, feeling like minutes as the interaction grew as static as the ever-present crackle of the fireplace. Spike began to feel restless, his gaze turning unsure, darting around to try and find something to focus on. Oh man, I'm even useless like this. I can't imagine how I'll–

Twilight's head leaned against Spike, diverting his focus away from his downward mental spiral. He dropped his chin, seeing her smiling confidently at him. He blinked, and shifted his eyes left to right, seeking direction.

Twilight pulled back her head, slipping it under the arm lying at his side so his claw lay across her back. Once more, she smiled into the face of her friend before closing her eyes and simply leaning against him.

Spike blinked twice, turning his focus completely to Twilight, attempting to understand what she was trying to get through to him. For a focused moment, nothing ran through his mind, as he paid attention to the slow rising and falling of Twilight's breath. Finally, his mind slowed, truly beginning to relax for the first time since being put on the spot.

Unable to talk, Spike found it easier to notice the things in their immediate environment with more vivid detail. The fire's light and warmth and provided a wonderful contrast to the dark blues of the evening surrounding the rest of the library. The normally intense smell of lavender now only lingered in the air, the remnants of their dinner just now beginning to cool off beside them. Even his own breathing slowed, relaxing and acclimating to the intimate setting as a content smile rolled across his face.

He felt a warm presence nuzzle up beside his neck, focusing now to Twilight, who had pushed up further against him. For a moment, his brain was thrown off-balance again, reminding him he was supposed to be doing something. But... he couldn't help but notice just how warm she felt! Never having been so close to a pony for an extended period of time, he reveled in how her warmth seemed to radiate into him. Her breath was soft and warm across his shoulders, smelling sweetly of lavender and causing him to lean closer, tantalized by the scent.

As Spike began to calm down, however, Twilight couldn't help but feel more and more unsure about the scenario. Opening her eyes slightly, she looked concernedly at the ground, conflicted of how to feel about the close moment with her friend of years. Spike had practically been her little brother as they grew up together, and she couldn't help but worry that Spike's view of her might be changed somehow by the exercise. Despite her worries, however, she couldn't deny how nice it was to have someone close to her like this.

Feeling Spike lean back into her, though, she remembered why Spike had asked in the first place. He needed her help– something she had never failed to offer over the years. Her psyche took solace in the fact that Spike approached the situation as platonic as the event could get. Besides– he probably wasn't even envisioning her sitting there next to him. Which begged to asked the question... why couldn't she do the same? She might not have anyone so close to her again in... well, from experience, it could be quite a long time. She should be allowed to enjoy it as well. Resolved, she returned his motion with a slight nuzzle into his neck, closing her eyes again and smiling.

Finally, Twilight allowed her mind to relax and simply react to the situation. Spike's breathing was slow and relaxed, and she could tell he had already keyed his mind into being perceptive of the situation. His long arm around her reiterated how nice it felt to be supported by her friend in such a way. Spike smelled good, too: nothing like the musk of a stallion, but rather subtly inviting, like an orchard around the bend one could only sense from the passing breeze. She had to admit that in front of a fireplace on an evening like this was quite a setting. Slowly, her senses came around to the subtle intimacies that set the stage: the soft rug beneath them, the warmth spilling out from the fire, the smell of the evening air mixing with the lavender from her cooking. Smiling, she couldn't help but to sigh...

Spike heard Twilight sigh contentedly, and press her muzzle into the crook of his neck once more, sending tingles down his spine. Without even thinking about it, he moved a claw, shaky with nervousness, over to her hoof and wrapped his angular fingers around it. He was actually surprised at how soft even a pony's hooves were! Twilight murred so softly that Spike was not sure if he had actually heard it, or simply felt the vibrations against his neck. Spike's heart began to beat quicker, edged on by the approval Twilight seemed to show at his slight advances. He began to stroke his claw that was draped over her shoulder slowly between them, letting the contours of his claws direct the fur like a brush. And speaking of soft things, how had he lived without fur for his entire life! He reveled in the feeling of thousands of strands between his claws, and brought his head slowly downwards onto–

Twilight giggled as Spike tried to bring his head against her own, seemingly forgetting that unicorns had horns. Nuzzling him encouragingly into a spot that wasn't already occupied, Twilight began playing with his fingers with her hoof. She was breathing faster now, her heart swimming deeper into the pool of intimacy their contact provided her. The way his claw played with her fur sent shivers down her spine, edging on an instinctual desire for closeness that she was miserably inexperienced with. For once, though, she was not afraid of the new experience– her entire body and psyche was effervescent with the contact she had sought for... far too long.

Spike was actually surprised at how Twilight reacted to his explorations. A few times she had actually squeaked when he rubbed his chin against her mane, or brought his claw across a sensitive spot on her back. He wondered, though, how far this was meant to go. Although beginning the contact, she had practically just melted since the two began cuddling in front of the fire, and Spike found a desire to explore. Perfectly on key, he felt her head nudge up against him, and he lifted his own head and crooned it downwards to look into her eyes. Immediately he was entranced by the gaze, gushing in how adorable a mare's eyes looked close up. The only thing warmer than her smile was the fire as it bounced off the curious purple globes of Twilight's eyes.

Unaware that she was even moving, Twilight nuzzled her snout against Spike's nose, smiling as she gazed into his eyes. She had never appreciated how kind and soft his eyes were until now, staring into them, captivated by the emotion they portrayed. His eyes said things she was completely terrified of exploring, but her mind was too curious to pull away and compose itself.

Spike shivered slightly in the contact as Twilight brought her nose against his, and nuzzled back against her, but letting out a strained breath. He found his heart pounding in his chest, pumping nervousness into his mind– but this time, it was simply a harmony to the myriad of signals he was getting. Looking down over Twilight, he pulled her close, pressing her body against his side. Her breath allured him forward, curious of how much more intense it could get as the already short distance between them shrank.

Twilight felt Spike sliding his face forward, and let her eyes close slowly, allowing the rest of her senses to reign dominant. Feeling his breath less than an inch from her own, her body forced a hoof upwards, onto his cheek, pleading him onwards.

Finally, they kissed, Twilight letting out a soft moan of delight as Spike brought their lips softly together. Her breath was tantalizing and short as he broke the sweet tasting kiss, and he felt her hoof against his cheek pressuring him onwards again. Again, they kissed, and again Twilight's body asked for more, as she pressed herself against him and moaned softly again. Spike wrapped a hand around the back of her neck, and pulled her forward, now parting her lips with his own, feeling the warmth of her mouth.

Twilight found herself completely unable to process thought for the first time in her life. She could only lean forward, pushing her face into Spike's as their kisses grew in intensity, and pulling him to lean on her. Her body pushed her to bring him close, to dive headfirst into the pool, but she was enjoying the moment far too much to change a single thing.

Spike leaned onto Twilight, coaxed on by a hoof around his neck, as he laid her back against the rug beneath them, never breaking their kiss on the way. Finally when she was against the ground, he crooned his neck and kissed her deeply, flecking the inside of her mouth with his tongue and eliciting a now audible moan from her, before slowly exploring her mouth entirely with it.

Twilight wrapped her hooves entirely around him, pulling him close and begging him to kiss her deeper. Their tongues now slowly danced as the two explored one another with an insatiable curiosity. Her body begged for more, but her hooves stayed where they were, shaking as Twilight fought the losing battle to contain herself.

Spike leaned into the kiss, completely made alert from the contact between them, exploring deeper and evoking more moans from Twilight. Completely caught up in the contact between them, he slid a hand to her flank–

“Spike!” Twilight gasped, forcing herself to push him away.

Spike's eyes went wide as he was pushed away by Twilight's hooves, as if woken up by a bucket of cold water. “S-Sorry! I just...”

“No, no, Spike it's okay...” Twilight said through labored breaths, turning her gaze away from him. “Just... that was enough for practicing... for today.”

“Sorry. Sorry. Oh gosh, I don't know what I was thinking. It's like something was telling me to just keep– “ Spike mumbled, trying to rationalize the lust-driven trance he had been thrown into.

“Trust me, Spike, I know,” Twilight said, her smile returning. Sitting upright again, she finally turned her gaze back to the dragon. “You're a real natural, Spike– I could hardly tell you'd never done anything like that before. You just needed to let yourself relax.” Part of her mind mentioned that neither had she, but she masked the thought with as close to a friendly smile as she could get.

“Really?” Spike said, smiling slightly. “I... I was so nervous I just couldn't think straight after a point.” he said, bashfully staring at the ground. “Sorry, again.”

“Please don't apologize,” Twilight asked, attempting to stand up but finding she was actually weak in the knees and opted to simply sitting back down. “I got caught up in it too. I just hope... you know, it was helpful to you.”

“If nothing from that helps me at least be near a mare then I am helpless, Twilight.” Spike said, smiling, walking over and helping Twilight up, who smiled at his assistance.

“Well, it's definitely getting late, Spike. I'm gonna turn in for the night,” Twilight noted, dismissing herself and walking up the staircase slowly.

“Twilight?”

“Yeah, Spike?” Twilight replied, standing at the threshold of the door to her room.

“Thanks... for always being there when I need help,” Spike said, smiling appreciatively, and moving over to the door at the bottom of the staircase that housed his bed, long having outgrown his old one at the foot of Twilight's.

Twilight beamed down at her friend. “Likewise, Spike. That's what friends are for!” she finished, closing the door behind her with a creak.
–

As soon as she was behind her door, Twilight Sparkle fell forward onto her front legs, letting out a sigh of relief. The only thing that had allowed her to contain herself was the shock of Spike's hand on her... she shivered, recalling the moment precisely. She had wanted it, Celestia, she had wanted it more than anything else she could imagine, but by sheer luck and force of will she had prevented herself from pouncing on the dragon.

She stood, barely, and hobbled to her bed, which she had to use for support as her breathing came heavy and hot. She was devastatingly aroused, her body not allowing her to think of anything but being pressed down, kissed on the neck, and made love to until she could no longer walk– which wasn't far away already.

Slowly, she pulled back her bed’s comforters and climbed up into it, lying on her back and letting her tail flick aside as she ran a hoof across her nethers. Her marehood was soaked, nearly dripping outside it's slightly parted lips and Twilight let out a deep moan as she pressed against it. Unable to wait a moment longer, she pressed the front of her hoof inside and let the edge trace around the inside lips, moaning deeply as she did so. Immediately, fluid fell from her now-parted lips, running down her flanks in hot trickles.

All Twilight could think about was being ravaged, wishing her hoof could do her body more justice for what it needed. She stuffed her other hoof in her mouth for a moment, then brought it down and massaged her clitoris with it, eyes closing slowly in ecstasy. Constant moans escaped from her throat, and she found herself already near climax, only digging deeper with her hoof, begging for release.

“Yes... yes,” Twilight panted, her spine beginning to arch as she reached her limit. “Oh, yes, please!” be begged, hoping Spike couldn't hear her from downstairs. She pressed farther with her hoof, digging with rapid spasms as her body began to shake violently. “Oh Celestia!” she said, feeling the wave of escasy beginning to hit her. Bringing the hoof that was massaging her clit and stuffing it in her mouth, she screamed a muffled shout of absolute pleasure as her back arched violently. Her entire body shuddered as her marehood was wracked with spasms, cum splashing down onto her bedsheets, dousing the area beneath her flanks as she orgasmed in multiple waves. The ordeal lasted nearly thirty seconds, before Twilight slumped down back against her bed panting in exhaustion.

The air was heavy with the scent of her sex, completely dominating the usually-musky air of the library. Twilight could only pant, finally escaping from the grips of absolute arousal that she had so desperately needed to be rid of. Brushing her disheveled mane out of her eyes, she was no longer sure if she would be able to walk normally, instead opting to crumple up her bedsheets with her magic and burying them far in her closet for the night.

Pulling the comforter of her bed back over her, she was finally able to hear her own mind again clearly, despite still breathing heavily. Her mind immediately went back to the events of the evening.

Twilight knew she was playing a dangerous game– and promising to continue it. Though everything in her rational mind told her that the friendship she had forged with the dragon over the years could never be broken by something as trivial as fooling around, the fears of such a thing still clawed at the edges of her mind.

But oh, how it had felt: to just be touched, appreciated, and held by another living being was a feeling of happiness that she had craved for years. None of the stallions in Ponyville even looked at her– even Spike had ceased to think of her as a mare. Over the years, the self-deprecation and jealousy over the fact that she would never be as attractive as her friends or peers had gotten to a point where she even considered herself as a mare nopony would ever want. She had learned to throw desires out the window and simply learn to be content living a life centric around her career and passions.

All it had taken to rekindle the fires of so many years alone was being stroked and nuzzled for mere minutes. This was a friend who she had grown up with, who she considered like a sibling, and had only ever thought of as a friend! And one simple moment of cuddling had drawn up feelings of instinctual desire that were terrifyingly overpowering.

For the first time since her early days in Celestia's school for gifted unicorns, she was unsure if she could control herself. She began to shake, hoping only that Spike would catch on quickly and Rarity would give him an answer. The next time they did anything, it would have to be nonphysical, Twilight decided. The chance of her physical reaction being too great to control was a risk she could not take.

Content with this self-ultimatum, she tossed in bed, her mind still awake despite being physically spent.

Sleep, it seemed, was going to come slowly for Twilight Sparkle. Her mind had some organizing to do.

Author's Note

Thank you for your support. Special thanks to Khakispony for being a great fresh set of eyes and my first go-to for proofreading.