It was a dark night in Ponyville and everyone in the small village was well asleep and tucked in bed. However for a young teenage dragon, it was even darker still inside the Everfree Forest. The young fire breathing adolescent drudged through the brush, trying to find his way back home. Compared to most of his friends, he was easily the tallest, even though he was eighteen. While his body seemed rather lanky in appearance, he knew his body had muscles that made him stronger than even Big Mac and everyone in Ponyville knew it. He had short spikey green hair, emerald green eyes a small nose and mouth with a couple of his fangs protruding from his mouth and a couple patches of purple scales on the sides of his cheeks with a pair of large purple leathery wings on his back, dragging his purple tail along the ground. He wore a light purple sweater hoodie with an emerald shift underneath and a pair of black shorts.

After a long day’s work of helping Zecora herbal hunt, all he wanted to do was go to bed. He would’ve flown, if he could’ve found a good clearing to unfurl his wings, but it seemed like the path he was on was trying it’s hardest to slow him down and keep him grounded. He began to growl in his throat as he continued onward. Dammit it all, I should’ve taken Zecora’s offer and stayed at her place tonight, Spike thought to himself.

After pushing a few more tree branches out of his way, he finally saw the edge of the forest with Ponyville out in the distance. “Finally,” He said as wide smile grew on his face. “Home, home, home, home,” He repeated happily as he started running.

Just as he was only a couple yards from the edge of the forest, he felt something ‘squish’ under his feet. He stopped dead in tracks, hoping he didn’t step in something disgusting, but when he looked down he found himself standing in some kind of sticky substance. He tried lifting his feet, but whatever the material was it held fast to his feet, only allowing him to pick them up a few inches off the ground “Urgh, what is this stuff?” He asked to no one in particular.

All of a sudden a faint sound filled the air around him, snapping Spike to his attention. It was one thing to hear things in the Everfree during the day; hearing things in the Everfree at night was a whole different story; A horror story. The sound came again, a little louder and Spike thought it sounded like . . . giggling. “Hello, is anyone there?” He asked, praying no one would answer. “Hello?”

“Ufufufu,” Again the sound returned louder and Spike knew it definitely sounded like a woman giggling. Even though it sounded female, Spike’s instincts told him he didn’t want to meet whoever it was, especially if they were a resident of the dark forest. Mustering all his strength, Spike tried getting his feet loose. He managed to get one foot loose to take a step forward and then his other foot soon followed. Slowly, but surely he began to make his way forward, until he foot knocked into what felt like a tree root, causing him to fall flat on his face.

Spike groaned as he tried to get up, but his arms wouldn’t respond as they seemed to be stuck to something. The young dragon managed to pull his face up and saw that his body was completely caught in the sticky gunk. Damn, I’m stuck, He thought as he tried to break free.

“Ufufufu,” The giggling came again, but this time it sounded like the source was directly behind him.

“Um, hello, is someone there?” Spike asked, but no response was given. Instead he heard the sound of light clicking, but he couldn’t determine what it was. “Uh, I’m kinda stuck, if you could get me loose, I’d very much appreciate it.” Spike asked, trying to sound as calm and casual as possible.

“Now, now, dear, where would be the fun in just letting you go,” Said an elegant yet seductive voice. “I went through so much trouble to find someone to play with and now you and I are going to have some real fun.”

Spike’s eyes widened in shock as his vision became blurred by a net that his captor draped over him. He then let out a loud scream as he felt himself being dragged back into the deepest shadows the Everfree had to offer.

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Spike felt his mind swimming through a black haze as his mind began to rouse from his unconscious state. He didn’t know when he passed out or why, but he knew he had to wake up, even though he wanted to just stay asleep. He tried to stretch his appendages, but for some reason they refused to respond. No, they were responding, they just couldn’t move. As his mind quickly began to return to him, he realized his arms, legs, wings and tails were all tied up.

He opened his eyes slightly, waiting for them to adjust and when they finally did, he saw himself hanging upside down from cave ceiling from a strange substance that looked like thread. He looked up at the ceiling and saw that the thread was tied off to a large luminescent crystal embedded into the ceiling. “Hmm, now that looks good,” Spike muttered as he licked his lips, but then quickly shook his head trying to keep himself focused on the situation at claw. “Okay, hold it; I’m hanging from a cave ceiling stuck in the same sticky gunk from before I was . . . oh, now I remember.”

“Gunk,” Replied an outraged female voice. “Gunk, I’ll have you know that is one hundred percent spider silk! I mean I could understand if it was some flimsy fabric like those clothes of yours, but my thread is top notch material.”

Spike looked around, but he couldn’t see his host anywhere. “Who’s there?” He asked, as calmly as he could.

“Hm, that depends, dear, who might I say is asking?” The female asked in a teasing tone.

“Spike,” he answered simply.

“Spike, such a simple, yet robust name,” The female said happily. “I approve.”

“Since we’re exchanging pleasantries, might ask what yours is, Malady?”

“Such good manners, so uncommon in a dragon,” She commented. “But sorry, I do not have a name, but I would like to continue this meeting face to face.”

With that said, Spike heard that same strange clicking sound from before his captor made off with him. The sound suddenly stopped and silence fell again, but before he could ask if his captor was still hear, a strange figure fell before him. It appeared to be a young woman around his age, if not a few years older, but her most noticeable feature was that her lower half was that of a massive spider. She had light violet hair, a lock of it curled to the right side of her face, while the other was pinned back with what appeared to be a rat skull showing off her eight monochromatic crimson eyes.

Her human body was elegant and voluptuous in all the right ways. Her figure was slender and trim, her breasts were massive; easily trumping any Spike had ever seen before. Her arms were long and thin with a black carapace from her shoulders down, making it appear like she was wearing gauntlets, while her fingers were sharpened points, almost like claws. Her spider abdomen sported eight long thin legs with what appeared to be a pattern of a thread and needle atop it, almost like a cutie mark and a spinneret at the end that she was hanging from. She wore a violet corset around her slender frame that squeezed her breasts up, showing ample cleavage; it looked so tight that the lace keeping it tied up could loosen at any moment. Spike had heard tales of a creature like this; half human, half spider. His captor was an Arachne.

“Welcome to my web, said the spider to the dragon,” She said with a beautiful smile showing off her fanged teeth.

“Hello, nice to finally meet you,” Spike said, almost in a breathless tone as he felt his face starting to go red.

“Ufufufu, how cute, to think you were screaming when I caught you,” She teased him.

“Sorry, about that,” He chuckling feeling somewhat embarrassed. “Normally when something grabs you in the Everfree, it’s not usually a good thing.”

“True, very true,” She admitted. “However, you find our meeting to be something good?”

“Well, it’s not every day I get to talk to such a beautiful woman . . . well there is Rarity, but,” he paused in a sullen tone.

“Oh, you think I’m beautiful,” she said as she started to blush, but it quickly faded when something clicked in her head. “Wait, who is this Rarity?”

“A girl I lik-used to like, my first crush,” he answered. “I used to follow her everywhere, did everything and anything she asked, just so she would give me the time of day. But it was just a childish crush, I got over it, but you never forget your first, right?” He said as he looked passed his captor, deep in thought as memories of his childhood crush began to take him.

“Oh you poor thing,” The spider-girl said as she wrapped her arms around him and pulled him into her chest. Spike’s eyes widened in shock as he found himself buried in the warmest, softest pillows he’d ever felt and he certainly didn’t want to leave. “Don’t worry, I know what that’s like,” she said as she released her embrace and held his head in her hands, forcing him to look into her mesmerizing eyes. “I’ll help you forget all about her.”

Before Spike could even respond, the Arachne pressed her lips to his in a passionate kiss. Spike’s eyes widened in shock, but his body quickly succumbed to the tender lips of the Arachne. He soon felt her tongue prodding his teeth for entrance and complied by parting his teeth, allowing her tongue access. He soon felt her tongue wrestling with his own, not for dominance, but simply to know explore his mouth and know his taste. She moaned deeply into the kiss with each passing second.

His serpentine tongue continued to dance with hers and when she broke the kiss, allowing their tongues to mingle in the open are, Spike took the initiative and kissed her back, forcing his tongue into her mouth, which she gladly accepted, as his tongue now explored her own depths. When the Arachne finally broke the kiss, the two saw each other’s faces flushed red and panting heavily for breath. “Yes, that’s what I’ve been waiting for,” She said, gazing deeply into Spike’s emerald eyes. “I’ve been so lonely for quite some time. Not that many men travel into this forest; that is until I saw you.”

“Me?”

“Yes, I’ve been watching you for quite some time; you come into the Everfree quite often, mainly accompanied by other girls from that town, Ponyville. It fascinated me, a Dragon, one of the oldest and strongest creatures in this world, living with creatures that are far beneath it.”

“Well, I’m not like most Dragons,” He said with a simple shrug.

“Ufufufu, of course not, you’ve been domesticated, dear, but I think that makes you more desirable. I would have never dreamed to go near a Dragon knowing full well it would roast me alive.” She said a small smile.

“So, you nabbed me because you wanted a friend?” Spike asked with a raised eyebrow.

“Ufufufu, oh dear, if my kiss didn’t indicate what I wanted, I might have to take drastic measures,” She said, giggling at his ignorance. “No, dear, I do not want a friend, I want a companion, a partner; I want a mate and that is . . . you.” She explained tapping her finger on his nose.

“Mate!?” Spike said in a panic.

“Yes, and I have no intention of letting you go.” She told him sweetly, but her words carried every bit of truth in them.

“Now wait a minute, I have friends and family that will come looking for me, I can’t stay here,” He told her as he started swinging around in a panic.

“Now, now, don’t worry dear, no need to panic,” the Arachne said as she grabbed the web and stopping his frantic swinging. “That crystal has special properties that make tracking by magic utterly impossible, not even an Alicorn could find you in here.”

“Oh, I know a couple that will; even without magic, I gotta get outta here,” Spike told her.

Mustering all his strength, Spike managed to break free of the webbing and fell to the ground. “What!?” The Arachne said in utter surprise as Spike quickly spread his wings and landed gracefully.

When he landed he quickly sprinted toward an open cavern, but just before he could make it, the path was instantly blocked by webbing. “Ara, Ara, you certainly are a catch,” said the Arachne as she lowered herself to the ground a good distance behind him. “No one has ever broken free of my web through sheer force of strength.”

Spike turned to face her to as she slowly closed in on him shaking her lower abdomen, her eyes lidded in complete lust. “Strong, polite, and simply the most handsome male I have caught yet,” she said as she now stood a few feet from him.

Just listening to her speak, Spike’s urge to run was outweighed by another unfamiliar instinct. “Now I know for certain, I have found my mate,” She said as she caressed his cheek with her hand as she leaned in to kiss him. Just as their lips were about to touch, Spike ducked down and made his way behind her.

“Whoa, are you serious?” Spike asked, garnering the Arachne’s attention as she turned to face him. “We just met . . . I mean I’m flattered but, are you sure?”

“Of course, dear,” She said as she once again closed the distance between them. “We Arachne don’t go through the same usual courtships those pony folk might have taught you. Once we find our mate, that’s that, as they say. We know whom we love once we see them.”

“So, it’s love at first sight,”

“Yes, very romantic, no?” the Arachne said with a smirk.

“Yeah, I think so, but I still don’t know much about you,” Spike said as he scratched the back of his head.

“Oh, then what would you like to know?”

“For starters . . . how long have you been living here in the Everfree?” He asked.

“For about as long as I can remember and from what I can remember, I’ve been in this forest since I was quite young.”

“What happened to your parents?”

“I never knew my father, my mother . . . she died, trying to protect me from a Manticore.” She said in a saddened tone as she averted her gaze.

“Oh, I’m sorry, I didn’t mean to upset you,” Spike quickly apologized.

“No need to be sorry, dear, it happens,” She assured him, trying to put on an assuring smile. “Here in the Everfree its survival of the fittest, but my mother taught me one thing and it’s that if you can’t be strong enough to survive, you have to be smart enough to survive. I’ve learned to lurk and move around in the shadows and set traps to either catch prey or distract any predator whose attention I’ve managed to capture, but I obviously don’t need to tell you that much.”

“No, you don’t,” He chuckled at her joke until he remembered something she mentioned earlier. “A little while ago, when I was talking about Rarity, you said you knew what it felt like to have a one sided crush. Who was yours?”

“Oh, it’s been so many years; I was a little younger than you at the time, a young, handsome man, one of the few people that actually tried traversing the Everfree. At the time I lived closer to the edge of the Everfree and I often saw him coming and going, each day, he explored new parts of the Everfree and examining some of the creatures. One day he stumbled into the territory of a pack of Timber wolves. They gave chase after him and I helped him by ensnaring them in a net, giving him time to escape. When I had caught up to him, I actually mustered up enough courage to show myself to him, but I accidentally startled him and he tripped and fell on a rock and knocked himself out.”

Spike instantly started laughing causing the Arachne to glare as her cheeks reddened. “It’s not funny!” She snapped.

“I’m sorry, I didn’t mean to laugh,” He apologized, quickly stifling his laughter. “Please, continue.”

“Anyway, I was worried about him so I brought him back to my nest and nursed him back to health. When he came to, I told him what had happened and that I saved him and accidentally caused him to bump his head. I was so happy that he was okay, but when he smiled at me to thank me, he seemed a bit nervous, if not anxious; I know I was, cause I was actually talking to him for the first time. I thought he was falling in love with me like I had for him, but I was wrong; I didn’t know at the time, but he was truly afraid of me,” she said in a shameful tone. “I was young and I had made the mistake of not tying him up in my web because I had left him alone to get food for him, but when I had returned, he was gone. I tried to find him, but it was still day time outside, so I waited until night fall and I snuck my way out of the forest and into Ponyville.”

“I had managed to track him down to a bar, he was inside talking to his friends I suppose and he had told them about me or rather ‘the weird, disgusting spider girl’. I was furious, but more so I was . . . heartbroken to say the least. I ran back to the forest and delved even deeper into it and that’s when I learned another lesson, never let your prey run free. Whenever travelers or strange men wondered into the forest, I’d take them for my own personal needs, making sure they wouldn’t escape. I had my way with them, but that’s all it was, a good roll in the hay. They were all afraid of me, just like him,” She said venomously.

“You didn’t . . . ,”

“Kill them, no,” She answered simply. “I wanted to . . . to give them something to be afraid of, but . . . but that wouldn’t have made me feel any better. I had poured my heart out to someone and he had not only rejected me, he treated me like I was nothing.” She said holding her head down, filled with sorrow.

“Wow, talk about an asshole.” Spike said blatantly.

“What?” the Arachne said as she looked up at him in shock.

“That guy was a total asshole. You didn’t do anything wrong, you saved his ass and helped him but he runs off and talks like that about you to his friends. I mean, Rarity may have rejected me, but she’s still my friend, she’s never done anything to hurt me. If I met that guy, I swear I’d show him a real monster,” Spike said punching his fist into his palm.

The spider girl’s face went red again as her heart began to flutter. She smiled at him as she said, “That’s one of the things that fascinates me about you.”

“What?”

“No offense, darling, but to most others you are a monster like me and yet those pony folk aren’t afraid of you at all.”

“Oh, well that’s because I was raised by them; I was hatched by my sister Twilight’s magic and my mom, Celestia raised me while she taught my sister, so I’ve grown up around them. I’ve met other Dragons before, but they were jerks so I wanted nothing to do with them.”

“I guess that’s why you’re not afraid of me or is it because I haven’t tied you up again?”

“No, that’s not it, I’m not afraid of you because you don’t seem like a bad person to me, you’re just lonely, I get it.” He said truthfully.

“Really?”

“Yeah, while I know I don’t have a shot with Rarity anymore, I’ve tried the dating scene, and while people aren’t afraid of me, most women find me kind of intimidating, especially when it comes to what I’m packing . . . downstairs so to speak; so yeah, I’ve dated before, but nothing definite.”

“Oh really, you’re that big,” She smiled coyly at him.

“We~ll I don’t like to brag,” He said, nonchalantly as he shrugged his shoulders.

“So then, do you think we could make this work,” She smiled at him. “Spike, would you please, be my mate?”

“Huh, normally, where I come from, the guy asks the girl, but what the hell, its nice being the one pursued for once,” Spike said with a smirk. “Sure why no-” Spike was instantly interrupted when the Arachne kissed him once again.

She quickly broke the kiss and gazed at him with lust and wanting. “Thank you, Spike, I promise you’ll never regret this and I’ll prove it to you, right now,” She said as she gently pushed him down.

Spike was quickly greeted with the Arachne looming over him with her left hand running up her corset, her fingers gently grazing the fabric until they met the knot keeping it tied together. “I’ll show you everything I have to offer,” she said as she tugged on the knot, causing the corset to loosen and fall off, allowing her breasts to bounce free before his eyes. “And much, much more.” She placed one of her legs into the corset, knocking it aside as Spike’s gaze never left her chest. The beautiful mounts were inches from his face and he felt the same unfamiliar instinct taking hold again as his mouth hung open and he slowly moved his head toward them. “Want a taste,” she asked, gently swaying her body so her breast swung in front of him. “Go ahead.”

Suddenly, as if a switch had been flipped, Spike latched his mouth onto her left breast and began to suckle and lick at her erect nipples. The Arachne yelped in surprise as she felt Spike’s serpentine tongue running across her breast. His hands soon followed as he grabbed them and began to message and knead her soft mounds of flesh. The Arachne moaned and shuddered as she let Spike work his magic. In all her years and of all the males she had captured, none had ever been this good before.

Her breathing started becoming more frantic and she quickly felt the chitin between her pedipalps getting wetter and wetter. Her eyes soon travelled down from the eager boy’s face to the painful looking bulge in his pants. She reached down with her left hand and began to slowly stroke his concealed member, causing Spike to stop and groaned. “Oh, I’m sorry, dear, here I am getting pleasured while your little friend down here is locked away, all alone,” she said gazing at him with lidded as she moved her hand up toward his belt buckle. “Want me to make you feel good with my mouth?”

As if to further her decision, the Arachne opened her mouth, letting her long tongue loll out and allowing her saliva drool over his chest. Spike’s instinct forced his head to nod frantically, wanting nothing more than for his aching member to be swallowed by her mouth. He is just too cute, the spider thought to herself.

Completely ignoring the belt, the Arachne flexed her fingers and in one quick swipe ripped Spike’s clothes to shreds, letting them fall into a pile around him, allowing his massive member to stand tall and at attention. The Arachne’s eyes widened in shock as her face went as red as an apple. “Amazing, you weren’t kidding, I thought you were big but I certainly didn’t expect this,” She said as she wrapped her fingers around it, electing a slight shudder from the teenager.

Just touching it, she could feel a strong heat as it throbbed in her hand as she began to stroke it. She watched Spike’s chest rise frantically as she started upping the pace. “Does that feel good?” She asked.

“Yes,” He answered as he looked at her. “But you said you’d use your mouth.”

“That I did,” She said as she backed up and lowered herself to the ground, resting her lower abdomen on the floor so her up half was resting on his legs. “Sorry, dear, I got a little distracted by this impressive rod of yours, but don’t worry; I’ll make you feel even better, right now.”

With that said, the Arachne brought her face to his member with her tongue hanging out as she took a nice long lick from the base of his phallus to the tip, causing Spike to arch his back up. She continued to lather Spike’s dick in her saliva as she ran her tongue along every inch of his member. When he was nice and slick, she then finally took the head in her mouth and began to take it in.

Spike groaned in utter pleasure as the sensation of her warm mouth began to overtake him. In a matter of seconds, the Arachne had taken Spike’s member all the way to the hilt with his member resting in her throat. She then pulled back, making a loud slurping sound before deep throating him again. “Oh, sweet Celestia, that’s amazing,” He groaned as she started picking up the pace.

After getting a nice rhythm going, Spike felt his hips trying to buck up until the Arachne put her hands on his abdomen holding him in place. As she moaned with each bob of her head, she then felt his hand on her cheek and looked up to see Spike looking into her eyes with the same lustful look she herself was wearing. She then felt Spike’s member growing bigger and she knew her reward was coming soon. After a few more sucks, she pulled her head from his member, replacing it with hands, continuing to stroke him. “Are you going to cum, sweetie?”

“Yeah, I’m gonna cum,”

“Good, cum in mouth,” she said, giving his head a few lick. “Give me all of it.”

“Alright, but you asked for it.” With that said in a quick flash, Spike bounded forward, forcing the Arachne onto her back.

She shrieked in fear and surprise as she was soon greeted by Spike sitting atop her chest with his member hovering over her breasts. He then took her breasts in his hands and sandwiched his raging dick between her soft mounds and began to thrust in rapid succession. “So rough, if you wanted to do this, you should’ve asked,” She said in a sultry tone.

She then lowered her head, so as Spike thrust the head of his dick slipped into her mouth, causing his orgasm to rise even faster. Spike let out a hearty growl as he gave a final thrust, forcing his dick deep into her mouth as he let loose stream after stream of his seed into her. The Arachne moaned as she felt Spike’s hot seed filling her mouth before she quickly started swallowing it as fast as she could. Spike gave a few more thrusts as the last of his orgasm loosed itself in the beautiful spider-girl’s mouth, before he dismounted and sat at her side.

He slumped over, trying to catch his breath as the Arachne sat up on her hands. She churned and swished the last of Spike’s semen in her mouth, relishing in the taste of her mate’s essence before finally swallowing it. “It truly has been so long, I had almost forgotten what semen tastes like. Yours is especially good, darli-” She paused as she looked at Spike and saw that his dick was still rock hard. “Ara, ara, you came so much and you’re still this hard.”

“Uh, yeah, about that,” Spike chuckled as he scratched the back of his head. “I haven’t really had time to . . . handle that in a while.”

“Ufufufu, oh you poor thing,” she said as she pushed herself up, getting her legs underneath her again. “Don’t worry; I’ll take care of that too.”

She walked in front of him and gently pushed him down as she lowered herself down stop his abdomen. Spike watched as she as she spread her pedipalps and retracted the chitin between them, revealing her moist, dripping flower. “This time, you can release it all here,” she said as she leaned in toward his ear as she whispered, “every last drop.”

Spike’s face went beat red as smoke seeped from his nostrils. The Arachne then pulled herself up as she grabbed hold of his phallus and slowly guided herself down. Spike shuddered a little as his head touched and prodded her lips open. When the Arachne felt his member was lined up, in one swift motion, she dropped herself atop Spike’s pelvis, hilting himself inside of her. Both Spike and the Arachne gave cries of sheer pleasure, but for the Arachne, she felt her walls convulse as she then dropped her hands atop his chest to hold herself up as he body shook violently. The Arachne was breathing heavier than Spike thought she should be when a thought came to mind. “Hey, did you just cum?” He asked.

“Y-Yes, I did,” She said, trying to control her breathing as she looked up at him. “Sorry, I-I’ve been craving this for so long . . . just give me a moment.”

Then to the Arachne’s surprise, Spike wrapped his arms around her, hugging her against his chest. “Spike,” she said as she looked up at him in surprise.

“It’s okay, take all the time you need.” He told her with a smile.

The Arachne felt her heart skip a beat as she looked into his eyes and saw nothing but understanding and patience. She smiled at him as she rested her head on his chest, listening to his heartbeat as she waited for hers to calm down. They sat in silence and the Arachne had never felt more at peace. Here was someone who wasn’t afraid of her, wasn’t screaming at her or throwing things at her. Here in Spike’s arms she felt safe and better yet, wanted. After what seemed like hours, but was only good five minutes or so, the Arachne reluctantly pushed herself up, looking down on her beloved drake. “I’m ready now,” She said with a heartwarming smile.

Spike smiled back as he pulled his hands up to her sides, gently running them down her curves with the Arachne, earning a pleasant moan from the spider. When his hands stopped and rested on what looked like her hips, the Arachne picked herself up, slowly pulling herself off his member, stopped just at the head of his dick before slamming herself back down. After a few more bucks, she finally settled on a desirable pace as she moaned in delight. She loved the feeling of Spike’s hot rod spreading her walls apart. Spike groaned as he felt the Arachne’s walls tightening around him and he couldn’t take it much more. He held fast to her hips and began to thrust his hips up, burying his dick as deep as he could into her. The Arachne yelped in surprise as she felt the head of Spike’s dick pressing against her womb.

Spike started pounding into the Arachne and she in turn was riding him just as hard, matching his pace with hers. “Yes, yes, this is amazing,” She screamed, unable to hold back her excitement any longer.

As he continued to thrust, Spike started to feel his orgasm starting to build with each passing second. “I can’t hold out much longer.” He groaned.

“Don’t hold back, go ahead and cum inside of me, I want it all inside of me.” She pleaded as she started groping her chest. Spike continued thrusting and he could feel her walls convulsing around his dick and he knew she was close too.

Spike began to thrust harder as his orgasm was starting to peek. “I-I’m cumming!” He shouted and with one final thrust as his orgasm erupted, releasing his hot seed inside of her.

The Arachne screamed as Spike’s seed coated her depths and in that instance, she felt the flood gates open as her own orgasm released. The two shuddered in silence as they both road out their respective releases until the Arachne crumbled and collapsed atop Spike, both now breathing heavily, trying to catch their breath. “In . . . credible,” The Arachne huffed as she looked up at Spike. “So, did you-” The Arachne paused when she saw Spike had fallen asleep, his loud snoring starting to fill the cave.

“Must have worn him out,” she thought aloud. “Oh well, it is rather late, we can talk in the morning.”

With that said, the Arachne nuzzled her head into Spike’s chest, getting herself comfortable as she pulled Spike’s arms and wings around herself and slipped into sleep with her new mate.

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Morning came soon enough, but from the darkness of the cave, no light could shine through, allowing the young adolescent to do one of his favorite pass times, sleep in. After many more hours of sleep, the teenager finally roused from his slumber with a loud yawn. He stretched his limbs as he sat up and looked around blurry eyed. He scratched his head and rubbed his eyes, trying to get them to adjust and when they finally did, he found himself on the cold cave floor, alone and still naked.

“Huh, where did she go?” He asked, aloud as he looked around for her.

“Oh, good you’re awake,” Said a familiar sweet seductive tone.

He looked up just in time to see his Arachne lowering herself from the ceiling from her spinneret. As she landed on the ground, Spike stood up and dusted himself off. “So, how did you sleep, Spikey” She asked, cheerfully.

“Good, really good, considering I slept on the cold hard floor.” He said as he turned to face her and saw she was holding something in her hands. “What’s that?”

“Oh, these are your clothes,” She said holding them out to him.

Spike took his clothes from her, but when he felt the fabric, something felt . . . different. “These . . . aren’t my clothes.” He said in a confused tone.

“Well, no, they’re not, after I ripped them last night during our little . . . love session, I couldn’t possibly sow them back together, so I made you some the same clothes out of my thread.”

“Really, you made this from your thread?” He asked in amazement.

“Of course, what kind of spider would I be if I didn’t know how to weave,” she said proudly puffing out her chest. “So, do you like them?”

“I love ‘em, thanks . . . .,” He stammered on in confusion.

“What’s wrong, you don’t like them?” She asked in a worried tone.

“No, it’s not that, it’s just, I don’t know what to call you,” He said with a raised brow. “I mean, I have to call you something.”

“What would you wish to call me?” She asked.

“Hm, how about . . . ,” He stammered again, looking toward the ceiling in thought, “Silk?”

“Silk, like spider silk? Hm, Very well, I like it,” She said happily. “Silk it is then.”

Spike smiled at her as he put his clothes on and made his way toward the still web covered exit. “C’mon, Silkie, let’s go home.” He said, immediately trying out his new nickname for her.

“Home, but this is our home.” She said in a worried tone and said quickly cut him off. “Why would we leave?”

“Because, we can’t stay here in the Everfree.” He told her.

“Why not? I’ve survived for ages here. Nothing dangerous will ever get find us here; I’ve even set traps inside to make sure.”

“But what about my friends and family,” He asked in a sad tone.

“I’m your mate now; we’re all we’ll ever need.” She said, almost in a pleading tone.

“Silkie, I love you, honestly, I do, but I want to see my friends and family too.” He told her, trying to sound as calm and understanding as possible.

“So you’re saying you love them more than me,” she practically snapped. “You’d rather be with them than me?”

“No, you got it all wrong; I want you to meet them.” He said with a smile.

“What?” She said in complete confusion.

“I want you to meet them, I’m sure they’ll love you, especially Rarity; I bet you two could make tons of awesome dresses together.” He said with a full hearted smile.

“You . . . you really think they’ll like me, even though I’m a monster of the Everfree?” She said, as her cheeks went red, averting her eyes in embarrassment.

“You’re not a monster,” He said taking her hand in one of his and then putting his other on the side of her face, turning it to face him. “And I know they’ll love you; besides, they love me and I’m a bigger monster than you, well, figuratively speaking of course.”

Looking deep into his eyes, she saw no deception at all, just the honest truth. “So,” he said as he let go of her face, but held onto her hand as he walked passed her toward the exit. “Let’ go home.”

Silk smiled lightly as she nodded once as she said, “Yes, let’s.”

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Elsewhere, back in Ponyville, at the Golden Oaks Library, Princess Twilight Sparkle was pacing around in front of a map of Ponyville with areas circled and some crossed out. “Where could he be,” She muttered to herself. “He was supposed to come straight home after helping Zeocra; he’s never been gone like this before.” She said as she started chewing on her thumbnail.
Suddenly her door burst open as her friends started filling the room. “Did you find anything?” She asked.

“Sorry, sugarcube,” Applejack said as she took her hat off. “Ah check all over Sweet Apple Acers.”

“And I checked Cloudsdale,” Said Rainbow Dash as she floated above everyone. “No one saw him.

“Um, I asked some of my woodland friends and none of them saw him,” Fluttershy said as she hid her face behind her hair.

“Sorry, Twilight,”

“I checked around the market place, but sadly no such luck.” Rarity said.

“And I checked the park, the pond, the school, Town hall, and everywhere else I could think of, I even looked under every rock, nook and cranny,” Pinkie said frantically. “Still nothing.”

“Oh, where in Equestria could he be?” Twilight said as she crumbled to her knees, her head hanging in frustration.

“Calm down, Twi, we’ll find him.”Applejack said as she quickly moved to her friends side, putting her hands on her shoulders to try and comfort her.

“Where, I already checked with Zecora and she said he left for home last night.”

“Maybe he was attacked by something on his way home,” Rainbow Dash pointed out.

“Dash,” Applejack snapped at her.

“What, Spike’s a big boy, he can handle himself.” The Pegasus pointed out.

“If that was the case, don’t you think he’d be here by now?” Twilight pointed out.

“Yo, anyone home,” Called the familiar tone of Twilight’ favorite assistant.

A second later, Spike walked into the room with his hands in his pockets as all the women in the room stared at him. “What, what’s going on?”

“Spike!” They all shouted as they bounded at him and crushed him in a group hug.

“Hey, hey, easy, handsome is delicate.” He told them as the girls broke up and released him, all except Twilight.

“Oh, Spike I’m so glad you’re okay,” She said as she then pulled away and punched him in the shoulder. “Where have you been, I’ve been worried sick?”

“Ow, did you not hear me before,” he said as he rubbed his shoulder.

“Where have you been?” She snapped as she stood up with her arms folded.

“Sorry, I’ve been a little preoccupied.” He said as he stood up, still rubbing his shoulder.

“With what, you were supposed to come home after helping Zecora. I wake up and you’re not here, no note or anything, I get worried. I go see Zecora to see if you stayed at her place, you’re not there because she said you left when you were finished helping her, I start panicking.” The Princess explained.

“I know, I’m sorry, like I said I got a little preoccupied.” He told her.

“Doing what?” Twilight stated again.

“I . . . met someone last night and I stayed with them,” he said, averting his gaze from hers.

“Met someone, who?” She asked, getting suspicious.

“A . . . very special someone,” He said slightly as his cheeks started turning red.

“Ooooo, Spike’s got a girlfriend, Spike’s got a girlfriend,” Rainbow Dash teased him she did laps overhead.

“Spike, you dog,” Applejack said as she playfully hit him over the head with her head.

“How wonderful,” Fluttershy said happily.

“I’ll say, Spike, you little lover boy,” Rarity said as she pinched his cheeks. “You simply must tell me all about her.”

“Yay, now I can throw a ‘Spike finally got a Girlfriend’ Party!” Pinkie said as she hopped around the room.

“What do you mean ‘finally’?” Spike said in a little upset tone.

Twilight gave an audible clearing of her throat and everyone stopped their little celebration and broke away from Spike. “Now, Spike, I understand you’re older and are at that age where you’re seeing others, but I’m your guardian, your big sister; I’m responsible for you and if you’re going to be staying out late, a note would be very much appreciated,” she explained. “Understand?”

“Yes, I won’t let it happen again.” He promised.

“Good,” Twilight said with an acceptable nod. “So, when do we get to meet this special lady?” She asked with a curious smile.

“You can meet her now, she’s outside.” He said, jerking his thumb back toward the door.

“WHAT!!” They all snapped in shock.

“Yeah, I figured something like this might happen, so I told her to wait outside while I sort this out with you,” He said with a shrug of his shoulders as he turned toward the door. “You can come in now, Silk.”

“Silk, such a nice name,” Rarity said happily. “Does she by any chance sew or any such crafts.”

“Actually yes, she’s pretty good with thread.” He said happily. “I think you’ll all like her.”

With that said, Silk walked into the room, standing behind Spike as all the girls in the room’s eyes widen and their jaws fell open. “Everyone, meet Silk, my mate,” Spike said gesturing to Silk. “Silk, meet everyone,”

“Hello, it’s a pleasure to meet you all.” She said politely with a graceful bow.

Without another word said, all of the girls fainted on the spot all except Pinkie who simply gave a loud gasp. “Now I have to throw two parties. A ‘Spike finally got a Girlfriend’ party and a ‘Welcome Spider-girl to Ponyville’ Party, I gotta get started right away! This is gonna be the BEST PARTY EVER!!!”

And with that, Pinkie made a mad dash out of the room, giving a quick goodbye to everyone, leaving Spike, Silk, and five passed out girls on the Library floor. Again with the ‘finally’, He thought to himself.

“Is it always like this?” Silk asked, eyeing the incapacitated women on the floor.

“Yeah, they’re all a little weird, you get used to ‘em,” Spike said with a shrug. “Want me to make you something to eat, I make a mean pancake.”

“Oooh, that sounds lovely.” Silk said happily. “Wait, what is a ‘pancake’?”

“Oh, Silk, there’s so much I have to teach you.” Spike said as he took the spider girl’s hand. Spike and Silk then headed into the kitchen to have their meal, leaving the girls where they were. Spike knew he could explain things when they woke up. Silk held onto Spike’s hand tightly as she could as the two headed for the exit and back to their new home, Ponyville.