Twilight let out a short yelp, falling to the ice yet again. "Ugh... Spike, why did it have to be ice skating? You know I'm awful at it..." she groaned, letting her head fall to the ice in defeat.

Spike chuckled as he looked over his spaghetti-legged friend. "Well, I just figured that if I'm here trying to improve myself, you could give it a shot too."

Twilight shot an annoyed glance at him. "You know, it's not very polite to laugh when your date falls over." She wiggled and stumbled back to her feet, then let out a determined sigh. "Okay, Twilight. This time you will not fall!" Cautiously, she pushed off her right hooves and began moving slowly. "That's it... one... after the... oh Celestia..." In a mess of wobbly legs and awkward balance, Twilight crashed to the ice once more with an "Oof!"

Spike fought hard against his grin, gracefully skating over as Twilight wobbled to her feet once more. "Here, Twilight, let me try and show you," Spike said with a smile, placing his hands on Twilight's sides.

"No!" shouted Twilight as she jumped away, plummeting to the ice once more and sliding away from Spike. "I mean, no thank you!" she said with an awkward grin. "I... I can learn myself."

Spike cocked an eyebrow and shrugged. "All right, I guess. Suit yourself." Spike gracefully skated circles around Twilight as she rose to her hooves once more.

"Ugh... where did you ever learn to skate so well, anyways?" Twilight grumbled as she pushed off her hooves.

"Never really had to. Comes pretty easy when your feet are talons, you know."

"Not fair," Twilight said with a playful smirk. Finally she was moving, albeit shakily, and her confidence grew. Hoof after hoof, she began to pick up speed, sailing slowly around the ice.

"Pretty good! Though, you look a little paralyzed. Try bending your knees a little bit when you push off of them," Spike instructed, sailing by Twilight with ease.

Twilight nodded, and did as he said. Immediately the wobbles went away, and Twilight began to feel in control of her movements. Cautiously, she looked up from staring at her hooves and saw the edge of the lake some fifty feet in front of her. "Uh... Spike? How do I turn?" she asked, her voice quivering slightly.

"Turn? You just lean!"

Twilight tried leaning, to no avail. "It's not really working, Spike... oh Celestia," she grumbled, gliding inescapably towards the unforgiving ground in front of her. She tensed as she braced for impact.

Suddenly, Spike appeared in front of her, catching her in his arms and skating to safety, sitting down in the grass outside the pond. Twilight sighed, and looked up at Spike. "Thanks, I really..." she began, before realizing how close their faces were. Panicked, she jerked out of his grasp and onto the grass beside him, averting her reddening face.

Spike blinked. "Uh, Twilight, are you alright? Every time I've so much as brushed you you've freaked out!"

"W-What? No I haven't! I just... uh... I was really looking forward to get my legs on solid ground again!" she stammered through an awkward smile.

"Uh-huh. What about when I sat next to you at dinner last night?"

"Well... I..." she stammered, her face reddening more.

"Or three days ago when you just stood weirdly next to that park bench!"

Twilight coughed, turning her attention to her saddlebags. She pulled out a timepiece and laughed uncharacteristically. "Woah, would you look at the time? It's already time for me to go help Applejack! I... I've got to go!"

"Wait, Twilight, you didn't even answer--"

"No time to waste! Can't be late! Haha... Bye, Spike!" she rambled as she galloped off.

Spike was left stunned. With a dismissive shrug, he sighed and lay back in the grass. "I wonder if all mares are this wound-up..." he grumbled with a frustrated smirk.

Twilight walked through the front door of the Apple Family home with a smile. "Applejack, I'm here!"

"Whoo-wee! Finally!" Twilight heard from the kitchen. Applejack stuck her flour-covered face into the doorframe. "Me an' Pinkie are in here."

Twilight walked through the kitchen door, smiling politely at Applejack. Pinkie Pie was hunched over, staring intently into a glowing oven. "Pinkie, what are you..."

"SSSH!" Pinkie commanded, her eyes never leaving the stove. "If I let this dough out of my sight, I swear it's gonna misbehave. You can just tell with batches like these..." she explained seriously.

Applejack rolled her eyes, her skepticism betrayed by a wide smile. "Ah swear, watchin' dough rise ain't never helped me before, but Pinkie ain't made a bad batch in her life. Earth Pony magic, ah guess." Applejack stepped forward, smiling as she hugged Twilight. "Glad yer here, sugarcube. Kneading this dough always goes so much smoother when ya got yer magic to work on it."

"No problem!" Twilight said with a smile. "I'm just glad to help!"

"Ah know ya are. Take this over fer me, ahm' gonna start mixin' a new batch up."

Twilight stepped forward, encapsulating the dough in a purple glow. It rose into the air, and began to push and pull into itself, kneading smoothly under her telekinetic influence.

Despite being at Applejack’s, she could not put Spike's comments behind her. Surely after a while he'd realize she was being distant on purpose. But... the risk of getting too comfortable was ever-looming. She shook her head and groaned, unsure of what exactly to do.

"Uh... Twi. Ya all right?" Applejack asked, looking over at Twilight oddly.

"All right? Sure! I'm perfectly fine! Why?"

"Well, uh... yer kneadin the dough a bit rough, Twi."

Twilight looked over to the dough, which had splattered all over the table she was working over, and was practically liquefied in beneath her magic field. "Oh," she gave an awkward laugh, apologized, and began to clean the dough frantically.

"Twi, now ya know it ain't right ta hide things from yer friends. Ah ain't never seen ya take out yer frustrations through magic before," Applejack said, approaching her with a cocked eyebrow. "Now, are ya gonna tell us or ain't ya?"

Twilight sighed, and dropped the dough with a plop. "Well, you know how Spike's been chasing Rarity his whole life?" Applejack and Pinkie both nodded, though Pinkie’s eyes were still locked onto the stove. "Last week he asked me to help him."

Applejack tilted her head slightly. "Help him?"

"You know... with the whole dating thing!" Twilight stammered, turning her eyes to the floor.

"Uh... no offense, Twi, but..."

Twilight sighed, dropping her head between her hooves. "I know. What sort of place am I in to be helping anyone with dating. No stallion will even..."

"Now hang on, Twi. We've had this talk before. Yer a great mare-- yer pretty, successful, and smarter than pretty much anypony else. That's the honest truth." Applejack said, sternly looking at Twilight and placing a hoof on her shoulder. "That's just real intimidating to stallions who don't really know you!"

Twilight sighed. "Thanks, AJ. This isn't about my history with stallions, though. Spike and I... We had dinner and got closer than we ever had before. Not mare-and-stallion close, mind you, but it was still enough to throw me off guard. I don't know if I can keep helping him like that! I've been avoiding even the smallest touch because I'm worried he'll think he needs more practice."

Applejack narrowed her eyes. "Hm, well ah..."

"Silly! Of course it's about your history with stallions!" chimed in Pinkie with a smile from across the room. "Getting all cuddly-wuddly with your friends can be fun! But since you've hardly done it in the first place, you don't know the difference!"

Twilight blinked. "I guess, but..."

"Nope! No guesses! Spike has been your friend for your whole life! Do you really think a little bit of cuddling would change that?"

"Ah think Pinkie's hit the nail on the head, Twi. Ah know yer worried about yer friendship, but ah think you need to make a decision. If ya wanna really help Spike, ya gotta show him as much as you can. If yer uncomfortable, ya need to tell him," Applejack interjected with an understanding smile. "He came to you cause he trusts you, Twilight. He's old enough to know ya probably ain't the best mare fer the job, but I dunno if he could really go to anyone else."

"Besides! Cuddling is fun! Nothing says you can't have fun yourself while you help him, silly!" finished Pinkie, turning from the oven with a pleasant smile. "The pie's done, Applejack!"

Twilight mulled over the words for a moment before nodding slowly. "I... guess you're right, girls. I honestly don't know what I was so paranoid about... I just--"

Applejack dropped a hoof onto Twilight's shoulder. "Hey, now. Don't forget ya ain't the most experienced neither. Now, help me get this pie outta the oven. Ain't exactly comfortable if Pinkie or me have to stick our noses in there."

Twilight smiled sweetly. "Sure. Thanks, girls."

Applejack tipped her hat and smiled a welcoming smile. "Shoot. Helpin' ya get yer thoughts together is just what friends are for, Twi."

Spike walked slowly back into town, gazing at the sky. Even though it was late into spring, clouds had been scheduled for some showers to allow the plants to finish growing properly. Thankfully, this allowed Twilight to try out the spell to freeze the lake; if the clouds had not been there, the sun would have ate through the ice in a short hour.

Still, the presence of the clouds alone loomed over Spike and his thoughts. It still bugged him: at first, Twilight had been perfectly willing to be close. He simply couldn't pinpoint what he had done to make her so vehemently against the idea. He shook his head and crossed his arms, hardly noticing the structures of Ponyville beginning to populate the side of the road.

He couldn't discern what exactly Twilight's motive was. Surely she wasn't uncomfortable with it-- the first evening together had proved that, to a point. He could only imagine it was something he had done afterward. Unfortunately, being close and intimate was the one thing Spike had no experience with whatsoever. He felt almost desperate to explain such a thing, but pushing Twilight into boundaries she wasn't comfortable with just seemed... underhanded.

Before he knew it, he had walked straight into the market. It wasn't very populated today, and the shops were just beginning to close down for the evening. Spike wandered over to Apple Fritter, who was waving at him with an eager smile.

"Heya Spike! How ya doing?" Apple Fritter said with a toothy grin.

"Introspective," Spike said simply with a shrug.

"In-tro-what? That sounds just like another word for gloomy, sappyscales!" Apple Fritter said with a pout. "Here; whenever I'm feeling gloomy, an apple fritter and a hot bath cheer me right up!" she said, handing him a fritter in a paper bag.

"Hot bath, huh? Guess it's worth a shot. Thanks for the fritter, Fritter," he said, smiling slightly.

Apple Fritter giggled. "Any day of the week, Spike! Well, except Sundays. We're closed! Heh." The caramel-colored pony finished, turning and resuming her closing duties. She hopped ontop of a cardboard box and began reaching for the mechanism that held the canopy up.

"Let me help you with that," Spike said, stepping forward and loosening the ropes with ease. The canopy of the small stand furled up quickly and tucked itself against the cart.

"Thanks, Spike! You wouldn't believe how hard it is working that kind of thing as an Earth Pony."

"No problem. Got anything else?"

Spike worked with Apple Fritter to close the shop, lifting the heavy crates of apples and wheeling the cart back to her small house across town. All the while, Apple Fritter beamed and walked beside him.

"My, my, you might be having a low day, Spike, but you sure just made mine a whole lot brighter! I just wish I could return the favor!"

"Don't worry about it. Free food is the key to my services." Spike said with a grin.

"Well, if I didn't know you had your eye on a certain lovely mare, I might be tempted to ask you to dinner! You know, that's the one thing I hate most about some stallions: just don't know how to be polite!" Apple Fritter said with a sly smile.

Spike blinked. "Polite?"

"Yup!" Apple Fritter replied, bouncing up and planting a kiss on his cheek. "That's the key to a mare's heart; being a gentlecolt. Especially with a mare like Rarity," she finished with a wink. "Well, I hope you'll stop by again, Spike. See you!" Fritter said, before disappearing into her house.

Spike simply stood in place. "How could I be so... stupid!" he exclaimed to himself. "Of course!"

With fervor that betrayed a gloomy day, Spike rushed off to prepare.

"Spike, are you going to tell me why we've been trotting up a hill for nearly twenty minutes any time soon?"

"Patience, my mare. Patience." The words were met with a sly dragon grin. "We're far too close now for me to even think of spoiling the surprise."

Twilight rolled her eyes. "Spike, I know 'being smooth' is one of your things, but this is a bit much."

Response came in the form of a pleasant grin that persisted until they were right below the peak of the hill.

"Stop." Spike said, turning to Twilight and smiling. "What do you see?"

"What do I..." Twilight sputtered, before blinking twice and rotating her head slowly to observe her surroundings. "We're on a hill, Spike. Granted, a nice, grassy hill, but I don't see why we had to go so far away from Ponyville to come to a hill,"

Spike said nothing, simply continuing to stand at attention and listen to the mare. Twilight sighed, looking around again. "Well... I can see some trees over there, and Ponyville is quite a ways behind us." Finally, she turned her gaze to the sky. "Oh, wow. The stars are really nice out here. It makes me wish I had my-"

"Telescope?" Spike said, leaning forward and beaming before turning around and practically skipping up the rest of the hill.

Slowly, she followed her friend, the top of the hill rolling into view. Her head tilted more and more as the hilltop came into view.

A shape came into view amongst the grass, dark and hard to see in the lowlight. Spike stood next to it, a small wooden half-sphere that housed...

"My telescope!" Twilight gasped, trotting over to it. "But how did you get it from-"

"No, not your telescope." Spike interjected with a smile. "You know, you did always mention regretting that Ponyville didn't have a proper observatory. Well, I did some digging. Apparently, you weren't the only pony who thought so. I bet you never thought that a little old mare who spends all evening in a rocking chair liked gazing up at the stars as well."

"Applejack told me all about how Granny Smith always had these wild claims: that the stars are clearer out in the fields than they'd ever be near Ponyville or that her Telescope had to be the best darn telescope in Equestria if it let her see the stars so clear. Well, I figured I might come out here to see for myself. Only, you know... share it with someone who I thought might want to know."

Twilight's eyes were wide, gazing over the shabby wooden observatory like it was sacred. "But, how did you..."

"Admittedly, not without some help. You'd be surprised how good Applebloom has gotten with a saw since getting her cutie mark." Spike said, leaning against the structure.

"You... you found out all that, and went through all this work in one day?" Twilight said, mouth agape. "On top of dinner, and the flowers, and..."

"So, you like it?"

Twilight jumped forward, wrapping her hooves around Spike and pushing him backwards into the grass. "Like it? Spike, this is the most thoughtful thing anypony has ever done for me! This is... this is amazing!" she squealed in happiness as she hugged him.

Spike returned the hug, still smiling his cheeky smile. "Okay, okay! I'm glad you like it!"

Getting up, Twilight looked back at Spike, beaming. "Spike, Rarity is going to be extremely lucky to have someone like you."

"Well, that's if she says yes, remember..."

With a stern look, she approached her friend. "No. No ‘ifs’. There is no way way she can say no to you. Not after you've shown you can do something like this!"

"And you're the one who told me not to get an over-inflated ego," Spike joked, incapable of hiding his proud smile in the process. "Well, come on now, you haven't even looked through it! I could have been making that whole thing up for all you know!"

Twilight nodded and laid down, shuffling herself into the tiny wooden observatory. Carefully, she brought her eye to the base of the telescope, eliciting an immediate gasp.

"Oh my... you can see Canis Major from here! And... and Lacerta! This is way better than from our porch at the library!"

Spike followed Twilight and lay down next to her, poking his head into the observatory. "I'm really glad you like it. It took forever to get this thing up here, you have no idea."

Twilight smiled, pulling her eye back from the telescope. "Well, I appreciate it. This is really special, Spike." Her eyes glimmered as she looked into his, but the gaze was broken by a dejected sigh from Twilight. "Listen, Spike, I'm sorry about pushing you away this last week. I did some thinking and... well, this whole thing is new to me, too, and I don't really know how to--"

Spike silenced her with a finger against her lips. "Don't apologize. I would never expect you to do something just for the sake of me. You're helping me, and however you want to do that is fine with me.”

Twilight’s eyes widened and a giddy smile formed across her face. She pushed her nose into his chest and nuzzled him sweetly. “Thank you, Spike.”

Spike simply nodded in response, a goofy smile spreading across his face as he raised a hand and patted it down onto Twilight’s head. “Looks like you’ve changed your mind, anyways.”

“Well, I mean... If I am going to help you, I can’t rightly just ignore it completely. Being close is important! Besides-- it’s probably what you need the most.” Twilight replied with a shrug. “And anyways...”

“Hmm?” Spike said, as Twilight let the pause go on.

She bit her lower lip. “It’s... it’s kind of nice to be close to someone when no stallion has ever really looked at you, I guess.”

Spike frowned and wrapped his arm around Twilight. “Twilight... you’re a great mare, and my best friend. If no stallion realizes what they’re missing, then that’s their loss.”

“Yeah.” Twilight sighed and dropped her gaze to the ground. “Their loss.”

Spike’s eyes glowered, placing a finger beneath her chin and raising her eyes to his. “Let me rephrase. Twilight, you’re a smart, funny, beautiful mare, and any stallion who can’t see that simply isn’t worth your time. I know how hard it is to be lonely. I’ve pined after the same mare my entire life. I just...” His words stopped flowing so easily, and he sighed.

“Don’t you think it’s better to wait, Twi? For the one who’s just right for you?” His eyes were determined and pleading, begging her to see the truth.

Twilight blinked.

“Y...yeah. You’re right, Spike,” she said softly, smiling sweetly. “Thank you.”

Spike smiled back and embraced his friend. He couldn’t help but notice how her mane smelt of lavender and lilacs. Almost unashamedly, buried his snout in it’s soft length and took a deep breath.

Twilight giggled as Spike nuzzled into her mane. “Spike!” she said, crooning her neck around to rub up against him.

He pulled back, returning her lighthearted giggle. “Sorry.”

Once again their eyes met, and Twilight smiled shyly, almost embarrassed by the attention. In the lowlight of the evening, Spike’s eyes were dilated and glowing an almost neon green. They looked almost aloof and attentive at the same time, filled naturally with confidence and warmth. Smiling, she slid a hoof over to rest on his claw, which opened up to accept it readily.

Twilight looked absolutely stunning out in the moonlight. Her regular lavender color seemed to stand out even more, and glowed intimately next to the deep greens and browns in the field and wooden observatory. Her eyes were huge, adorable pools that Spike was completely lost in. She lay comfortably, a single leg directed away from her body, leaning over on one side. The way it curved against the deep colors behind it was almost enchanting, looking smooth and inviting.

“So... you think I’m beautiful?” Twilight whispered, blushing and dipping her nose slightly as the words escaped her lips.

Spike’s mouth went slightly agape, opening enough to show just the edge of a single fang. Speechless, he raised his free claw and, brushing her mane to the side, ran it down the side of her neck.

Twilight’s heart fluttered as Spike caressed her neck with his fingers. She leaned forward, pushing her head beside his and resting it on his shoulder.

Spike moved the hand that was clutching Twilight’s hoof around, and pulled Twilight’s torso against his own. She was warm; the kind of warmth one felt lost without, like a cozy blanket before a hard day. Spike could feel her heart beating fast, causing his breaths to be short and hot over neck. She smelled absolutely intoxicating, the strong scent of her mane combining with the earthy musk of the field.

He couldn’t help but to turn his mouth and let it rest on the base of her neck. Twilight’s heart picked up as he planted a single, sweet kiss just above her collarbone. His hand pressed her neck against his face as he kissed her again, higher up this time. Twilight moaned softly in response, tensing her forelegs against him. Twilight’s neck tasted like a slightly salted berry, an intensely entrancing taste that coaxed him onwards, covering her neck in damp, warm kisses. As soon as he had tasted one area, he moved onto the next, dying to collect all of her sweet taste for himself.

Twilight couldn’t help herself. She moaned quite audibly as Spike tantalized her neck with kisses. She couldn’t pinpoint why, but his searching mouth on her neck left her in absolute ecstasy. She breathed deep, and clenched her hooves around Spike, pulling him almost roughly into her. “More,” she wanted to beg as his tongue began to leave warm, wet circles over her. The only sounds that came were deep, intense moans.

Her mind was entirely absent. Her self control, and all her worries therein, had jumped completely overboard as she melted in his arms. With instinctual fervor, she turned her own head and bit down softly onto Spike’s neck. He groaned, and his claws flexed against her back, but that only coaxed her to bite harder.

Spike lost it. Feeling Twilight’s rough kiss against his neck sent him completely spinning. He brought his head to her own, eyes half-closed and kissed her deeply, his tongue immediately pressing into hers. The kiss was wonderfully sloppy, and the two of them moaned in harmony, turning their heads to get complete access to one another. Spike’s hand moved quickly to the back of Twilight’s head, pulling her into him fiercely. The two gazed into each other's lust-filled, half lidded eyes as Spike pushed forward, toppling Twilight onto her back.

Twilight wanted to scream with delight as her back hit the earth and Spike crawled over her, his face pressing down onto hers in crazed passion. She felt herself getting wet: dreadfully, unashamedly wet. She could smell it even through Spike’s muzzle and breath, but it only edged her onwards.

Spike was almost painfully erect, hardly even noticing it until he climbed over Twilight. Without even giving it a second thought, he pressed his body-- shaft and all-- against Twilight’s soft stomach.

“Mmh, Spike,” Twilight moaned, pulling him closer, squeezing his shaft between them. It was rock hard. Frighteningly hard. Hard and new enough for her brain to realize she’d never felt one so close before. New enough to turn her mind back to thinking, and away from passion.

Twilight began breathing faster and faster, not in fervent excitement, but in terrifying panic. Spike, her lifelong companion and most trusted friend, was pressing his rock hard member against her.

“Spike...” she panted, breaking the kiss.

Spike was completely entranced, completely unaware of the thoughts traveling through Twilight’s mind. Once again, he pressed down onto her.

“Spike!” Twilight shouted, slamming her hooves against him, pushing him out of his lust-driven trance.

Spike flew back, his head colliding with the hard, wooden observatory behind him. In an instant he was out cold. The sharp hit echoed into the field around them, disrupting the serene sounds of nature with a sickening bang.

“Oh no. Spike. Spike!” she shouted, as she leaned forward and tried to shake him awake. He lay completely still, mouth slightly agape, against the cold ground.

Twilight began to shake as panic set in. “Oh, Celestia, Spike!” she yelled again, shaking him more vigorously to wake him up. She looked around frantically, unsure of what to do. Oh gosh, oh gosh, oh gosh oh gosh! Her mind repeated, before finally kicking into gear.

Focusing hard, Twilight wrapped a purple telekinetic field around her downed friend and hoisted him onto her back. She had to get him to someone-- fast. Using magic to keep him stabilized and light enough to carry, she began marching back down the hill.

Almost immediately, she misjudged just how steep the slope was and went toppling down it, concentrating painfully to keep Spike aloft as she rolled ten, twenty, thirty feet down the hill before she slammed into a tree. Lances of pain pierced her back right leg, and her vision went white. Her grip on Spike loosened, and he hit the ground with loud thud. Tears came, and Twilight groaned in pain as she tried to get up.

With a cautious lean she discovered the pain was far too great to consider carrying Spike on her back anymore. C...Celestia, why do I have to be so clumsy. She looked over at her friend-- still unconscious, potentially with a concussion that could just have just been made very serious.

She swallowed hard, and took a deep breath. She had to get him into town, no matter how bad it hurt. Painstakingly, she focused her magic to pick him up once more, and began walking slowly, levitating Spike beside her.

After ten minutes, her horn burned and crackled in vicious outcry. She was hardly halfway, and already she felt the magic slipping.

Using the last ounce of her strength, she lifted Spike onto her back, letting him fall and eliciting a series of sobbing shouts in pain. The ferocity of the pain on her leg was torture, and she nearly buckled with every step.

Still, she walked on, gritting her teeth and sobbing between steps.

Author's Note

To my readers,

Due to overwhelming support and more love than I could ever have hoped for, the story will go on.

This chapter is for you. Thank you.
Special thanks to Khakispony for being a wonderful fresh set of eyes and a diligent proofreader.

Love,
Idylia