I throw my arms out, flaring my hands as I feel a fire grow in my stomach.

"Beast! Leave this place or...."

"BACK AWAY FROM RARITY!" I yell as I step towards him, spreading my wings out as I tower over him.

"N-now... I warn you... I have... have... powerful..." He mumbles as he backs away from me. I open my mouth, letting a column of steam escape my maw as I continue to approach him. "... powerful... uh..."

"Leave, or get hurt."

FLASH

Without another word he disappears from the room. I step back and sigh as I shake the magic from my arms.

"You OK Rare..."

THUD

"OW! What was..."

THUD

"BACK! BACK YOU BEAST!" Rarity yells as she continues to throw stuff at me.

"Rarity..."

THUD

"...it's me..."

THUD

"...SPIKE!"

THUD

"Wait... Spike?" Rarity asks as she sets down a spool of cloth. "My heavens dear... what happened to you?" She asks as she starts to look me over.

"Sorry I missed out today, I was over at Miles' for magic training." I say as I watch her walk around me. "Is everything alright?"

"Well, now they are. How did you get so... tall?" She asks as she stops in front of me.

"Well, it was a side affect from gaining magic, or so Miles says... is, is it a bad thing?"

"What? Oh, no dear. If anything its an improvement. Not to say there was anything wrong with the way you were before, I will be missing your chubby cheeks. But... well..." She mumbles as she starts to blush..

"What?"

"Well, you're a very attractive dragon, Spike." She admits as her blush worsens.

"Oh... thank you. I'd return the favor, but I think we both know that already." I say, getting us both to chuckle. I feel the tingly feeling in my stomach again, its making my heart race a bit.

"Well, if its not too much to ask, could you help me clean up? It seems that my little... disagreement, with Blueblood has left my shop in disarray." She says as she glances back to the destroyed room. "If it's not too much to ask."

"Sure, if anything this will make up for forgetting earlier," I say as I start to help pick up around the room. Cleaning up didn't take as long as it usually would. With my new size I can now carry the larger spools of cloth, several actually. After roughly twenty minutes of work we head to the back room, leaving the front room sparkling clean. "Is there anything else you need from me?"

"Well... I am behind on an order, but it's getting late..."

"I don't mind. I'm not even tired."

"But it's almost nine, isn't this usually when you go to bed?" She asks as she starts pulling different fabrics from around the room to her work station.

"Well, yeah. I guess I'm able to stay up longer with my new form." I say as I sit beside her. "So, what do you need me to do?"

We spend the next few hours working together finishing some dresses for a client of hers. It feels weird being up this late and not being tired, but I ignored it as I focused on helping Rarity. I can't believe she said I was attractive. She usually says I'm handsome... is there a difference? I mean, I'm not complaining, but... why does her saying I'm attractive feel better then her saying I'm handsome?

"There, all done." She says as she ties off the last wrapped dress. "Oh my, it's almost midnight. We need to get you home..."

"But I'm still not tired... maybe we could... hang out?" I ask, feeling the tingling sensation again. That better not be some weird magic thing from Miles.

"Spike, ladies do not 'hang out'. But... maybe a late night snack will suffice." She says with a warm smile as she starts walking towards the kitchen. I follow her to the kitchen and take a seat at the table. I feel my palms start to sweat as the tingling sensation comes back. I don't get it, I've eaten with Rarity plenty of times. Why am I getting so nervous?

"So... uh, why was Blueblood here?" I ask as she starts making tea and sandwiches.

"Well... he..."

"Rarity..."

"He just wanted to ask something... again."

"Rarity, I can tell you're hiding something. If you don't want to tell me, that's fine. But if he shows up again and won't leave, just call me and I'll get rid of him." I say with a confident smile.

"Oh Spike, when did you grow up?" She says as she tries to light the stove. I walk over to her and tap her shoulder, getting her to stop.

"Here, let me." I say as I kneel down and take the kettle. I take a quick breath before blowing green flames onto the bottom of the kettle, getting it to whistle in seconds. I set it back down and look back to Rarity to see that she's closer then before.

"Uh.."

"Spike..."

"Yeah Rarity?"

"I..."

"Yeah.."

"Have an IDEEEAAA!" She says before running off for the backroom. I chuckle a bit before following after her. My little fashionista. I get up and walk after her, leaning against the door frame as I watch her get to work making something.

"Oh I am absolutely positive that this will be the perfect accessory for you." She says as she starts cutting fabric.

"What are you making?" I ask as I continue to watch materials move back and forth.

"No... no.... OH good heavens no!" She says as she goes from one fabric to the next. "Perfect!" She says as she selects a crimson roll and gets to work on it. After a few minutes she finishes up and turns to me, hiding whatever it is behind her.

"What is it?" I ask as I try to see it.

"Sit down and close your eyes." She commands, so I comply. Once I close my eyes I feel her hooves work around my neck as a cloth is draped around me. There's that tingling again. I can feel her breath trace along my cheek, making the tingling intensify. I slowly open my eyes to find Rarity inches away from me, hooves draped over my shoulder.

"Rarity..." I whisper, getting her attention.

"Yes Sp...." She starts but stops as she goes wide eyed. She looks down before backing away from me as quickly as possible, almost panting.

"Whats wrong?" I ask before looking down. "... is... is... oh my god! I'm soo sorry! I didn't mean to, I swear!" I say as I cross my legs in attempt to cover my thing up. Why is it doing that!?

"Oh... my..." She mumbles as she stares at it.

"I.. I don't know how to get rid of this... do you?" I ask, getting her to blush deeply.

"Well... I... uh..." She says before biting her hoof, thinking deeply about something.

"Please, how do I deal with this... I... I've never had... one of these." I say as I continue to try to hide, but it's too big to hide easily.

"I... well... NO! No, I must resist! You're still just a foal!" Rarity yells as she turns away from me, holding her eyes shut as tightly as possible. "Spike, you need to go home, now."

"But..."

"Spike, please. I could... fix, that. But it would be wrong. Please... just, go home." She says as she lifts me up and levitates me out the front door. I tried to protest, but I was out the door in the blink of an eye.

"Uh.... Ok... I'll just go home then." I say as I hear multiple locks turn behind me. I stand there for a moment before a gust of wind reminds me of my problem. What do I do now! I can't go through Ponyville like this! Somepony is bound to see me, and I don't think I would live through that embarrassment.

Well... at least Rarity's place is on the edge of town. I could just go out in the park, I doubt anypony is out there. But... is it weird to walk around the park... like this? Well... I guess I could go hide at Miles' place. He wouldn't mind... would he? I could just hide down stairs until I'm better. Yeah, this is a good idea. I start making my way through the park, heading to Miles' house. I try my best to keep myself hidden, but with my new height, its a little bit of a problem.

I stop and jump behind some bushes when I see a pegasus stallion land before me. Why?! Its the middle of the night, what is he doing here!?

"Rainbow?" He calls out as he walk around a bit. Rainbow... no way.

"Rai..."

"BOO!"

"AH!" He yells as he falls to the ground. I hear Dash laugh at him for a bit until she finally helps him up. "Not cool..."

"I know, hehe, getting scared like that isn't cool at all. Who knows, maybe your marefriend will think less of you now."

"I doubt it. I think she loves me too much." He replies confidently.

"Heh, yeah. I think she does... I also think she missed you." Dash replies. I don't really hear anything for a bit, so I look back to.. OH MY GOD! I duck back behind the bush to hide from them making out. Why are they doing that? They're out in the middle of a public park, what if somepony saw them... like I did.

"Are you sure you're up for this?" The stallion asks when they finally separate... not that I was watching or anything. Though, if I was, that stallion would look really familiar.

"I never get to see you. Don't worry, Scoots got tomorrow off, I'll be good. Lets go." Dash says before I hear them fly off. I sigh in relief as I stand up and watch them leave. I didn't know Dash has a coltfriend, I'll have to keep this to myself... unless somepony asks.

I make it to Miles' place without any further delays. There's only a single light on upstairs, that must be his room light. I told Twilight there were other ponies that used night lights. I go to the door and try to open it, only to find it locked. Just my luck. I step run around to the back and try that door, only to find it locked as well. Darn it. I think I could break it open, but then Miles would get mad... that wouldn't end well.

I walk back to the front where I find the only way inside, Miles' window. Would he mind? He might be asleep, in which case I can just sneak past him. It is late.. I'm going for it. I take a look at my wings and do a practice flap before trying to fly up. I was a little shaky at first, but I only needed to go up a single story. Once I can reach the window I stop flapping and pull myself in...

"MIIILLLEEESS!" Princess Luna screams as Miles slams his hips into hers. Luna's on her back with Miles on top of her, still thrusting his hips. They're both sweaty and the room smells of... well, it smells.

"AH FUCK!" Miles yells as he arcs back. They both stop and stare into each others eyes for a moment before they look over to me and go wide eyed....

"Uh..."

"GET OUT!" Luna yells as she throws a pillow at me, nearly making me fall out the window.

"Waitwaiwait..."

"OUT!" She yells again as she throws the blanket.

"But.."

"NOW!"

THUD

CRASH

"AHHHH.... Luna! Why did you throw me!" Miles yells back up to the window. I just lay on the ground and try to process what just happened.

"I'm in so much trouble." I say as I close my eyes, feeling tired for some reason.

.................................................................................................................................................................................................

"Spike.. SPIKE!"

"What?" I ask as I look around. I'm home now, in the down stairs room. I sit up and look over to see Storm sitting by the bed, waiting patiently. "How much trouble am I in?"

"Well... not a lot. Miles will give you a hard time during training, but other then that you're fine. Wanna tell me about last night?"

"Well..." I say as I look away from him. I don't really want to admit what happened... mainly because I don't want Storm to think less of me. "I don't really want to talk about it.

"Spike, you know you can talk to me about anything. What happened?" He says as he gets up and takes a seat beside me.

"OK, just... promise me you won't laugh."

"I promise. Now what happened?"

"Well, it started when I went to Rarity's..." I tell him everything. Blueblood, the funny feelings, helping Rarity, hearing Rainbow, Miles' room; everything. He just sits there listening, occasionally nodding along. When I finish I have to look away from the guilt in my stomach. I feel so bad about everything that happened, but I'm confused. Why did those things happen?

"Spike, there's nothing to be ashamed of." Storm says.

"But, this has never happened to me before, and I don't get it. Why did this happen? What's wrong with me?" I ask as I look back to him, trying to hold it together.

"Spike, your mind is still young, but your body is older now. These things happen. You got aroused and had an erection. Those funny feelings were your hormones acting up."

"But... what was I suppose to do? How do I get rid of... an erection?" I ask, blushing slightly.

"*sigh* well, what you did was mostly correct. Its time we had the talk Spike."

"The... talk?"

"The sex talk."

".... do we have to?" He laughs a bit before getting up and walking around. I don't want to be here right now...

"Spike, how do you think sex works?" He asks as he faces me.

"Well... I don't know. I've never thought about it before." I admit, blushing even more.

"That's OK, nopony ever told you. Not to mention Twilight shelters you so much." Storm says as he starts looking through books. "When a stallion and a mare get feelings for one another, they sometime express it through sex. Do you know the parts of a mare and a stallion?"

"Kind of?"

"The stallion has his balls and a penis. The balls make the sperm while the penis is used to get that sperm inside the mare. A mare has a vagina and breast. The breast are for producing milk while the vagina is for holding foals. There's a lot more to it then that, but I'm not going to go into detail about that. Twilight wants to do that."

"Twilight... wants to... do I..."

"Yes."

"But... it's Twilight."

"I know, and trust me; when she's done, there won't be a single thing you won't know about the reproductive organs." I take a few breaths as I try to mentally prepare myself for that talk... I really don't want to be here right now. "How do you make babies?"

"Um..."

"Though it is probably different for dragons, I'm going to tell you how ponies do it."

"O-OK."

"It starts with the two ponies becoming aroused. The stallion then puts his penis inside the mares vagina and starts to push it in and out, this stimulates it. Once it's stimulated enough, he reaches his orgasm. This makes him squirt out his sperm into the mare. The sperm then has to make it to the egg and fertilize it..."

"Wait, ponies lay eggs?"

"No. The egg is really really small and stays inside the mares vagina. Now, that's a very basic idea of what sex is. There is a lot more to it, both physically and emotionally. Do you have any questions you want to ask. I'll answer any and all of them the best I can." He says as he takes a seat beside me again.

"Well... can I ask about your first time?"

"Of course. What do you want to know about?"

"Well... what was it like? What should I expect? Was it easy? How..."

"OK OK, I get it. Everything. Alright, let me tell you from the beginning then. I was twelve, a junior in high school. I had known this mare, Star Blitz, and we went out for a couple of dates. One day, her parents go out of town for business, so we had the house to ourselves." He says as he starts to laugh.

"Whats so funny?"

"You'll find out in a sec. So at school she told me to come over, and I did. I was nervous, scared, twitchy. I had to walk because my wings were too stiff for flying. When I got there, we wasted no time. We were making out at the door for a good... ten minutes before we started working our way to her room. When we got there, well..."

"Well?"

"I mounted her. But, I did it too fast. When you have sex... it fells great. And, when you're new to it, it can be overwhelming." He says as he chuckles a bit more.

"What happened?"

"I came." He says as he looks up to me. "One stroke in and I came." I stare at him for a second before he nods. "Came is another way of saying orgasm. Came, spent, blow your wad, there are plenty of ways of saying it."

"... so why is it bad that you... came, after one stroke?"

"For a mare to cum it takes A LOT more then that. In general, they take longer to orgasm then males. It's just the way things are."

"So... what happened next?"

"Heh, well, it was obvious what happened. We kind of waited a bit until I finally pulled out... and I apologies. She said it was alright and that we could try again later, and we did. Twilight is the only other mare I've ever had that much sex with in a single evening." He says with a goofy smile.

"That's kind of gross. Is there an easier way of getting mares to 'come'?

"Yeah. Oral before sex. Oral sex is performing the act of sex, but with your mouth instead of using your penis. For guys, we find the mares clit and suck, nip, and lick it. The clit is like the secret button for pleasure in mares. It's extremely sensitive to touch and can give you an edge. There's also something called the G-spot. Its this rough spot in the vagina that's twice as sensitive as the clit. When a mare performs oral, they just suck and lick your penis, sometimes your testicles."

"... why would you want that? Isn't normal sex enough?"

"Its good to sometimes change things up. That..." he says as he looks to the door and leans over to me, "... and it good for having sex without having sex."

"Huh?"

"Where does sex lead?"

"... babies."

"Right, and if you don't want babies?"

"Then you don't have sex."

"Right. Oral is the loophole." I lean back as I think about what he said. "Now, don't go out and try to have sex right away. Give it a bit of time until you can control yourself."

"How do I gain control... and control of what?" Storm looks to me and points down. "AGAIN!"

"Are you really surprised?"

"Well... how do I get rid of it?" I ask as I pull the blanket over myself.

"Cold showers, masturbation, sex, anything to get your mind elsewhere. I'd suggest the first one though. You aren't ready for sex and masturbation is just a bad habit.... trust me. Whenever you're ready, come upstairs for breakfast. It's Twilight's turn."

I wait for him to shut the door behind him before I run over to the shower and start running the cold water. After about ten minutes I cool down and walk out then start to dry myself off. This has to be the worst day ever... and it barely started. At least Storm is being cool about it... and fairly open. I didn't really expect all of my questions to be answered so easily. I always thought Storm was a little more... reserved then that. I toss the towel in the hamper and grab my scarf as I head to the kitchen. Maybe after some breakfast I can finally move on....

"Miles... hey..." I say as I enter the kitchen, finding Miles at the table.

"First off, MASTER! You'll pay for that later. Secondly, lets get going." He says as he stands up.

"Where are we going... Master?" I ask as I glance back to Storm and Twilight.

"I've got errands to run, so I'm going to train you on the run. Lets get going now. I don't want to put off getting to Topaz anymore then I need to." He says as he heads to the door.

"But... Twilight..."

"It's alright Spike." Twilight interrupts. "We can talk later. Come here." She says as she gets up. I walk over to her and kneel down so she can hug me. "I know Miles is taking you for training. Pay attention, do your best, and try to have fun."

"I will.... thanks Mom." I say, getting her to tighten her grip on me. I look up to see Storm walk over and hug me as well.

"I know you'll do great son, make us proud."

"I will Dad. I promise."

"Spike! Lets get going!" Miles yells from the door way. I let go of them and walk after him. This was really sudden, but if my parents think I can do it, then it'll be easy.

Shout out to Cheesus for picking the color of Spikes scarf. Thanks for reading, and like always, Brony on!