Author's Notes:

Okay, here's my second update for this story. I was inspired to right this during Halloween but I didn't finish it in time. Also, I'm not sure if this story deserves a Dark or Sad tag, so if you think it does please let me know.

Ponyville was at the high point of its day. The citizens of the little town were hustling and bustling about their day, despite the lack of sun in the air. It was uncommonly bleak as the local Weather team worked to put together a much needed rain shower, hence the reason the town looked so busy. Everyone was working to get all their errands and chores done before the rain set in.

All of this however didn’t seem to bother the occupants of the local clothing store that was Carousel Boutique. Inside Rarity was standing in her kitchen, finishing off preparing tea for herself and her guest client, who sat, waiting for her in the foyer. As she grabbed the tray of tea and crumpets with her magic, she looked out the window, taking note of the dreary weather that was brewing. “Good gracious, it certainly looks like it’s going to be quite the storm,” She said as she turned to join her guest. “I sure hope the dear doesn’t get caught up in it.”

Rarity exited her kitchen with the tea tray following right behind her. When she made it to the foyer, she found her female guest sitting at the small table, waiting patiently for her. The woman sitting before her was of unparalleled beauty. She had the form of a true hourglass figure; narrow shoulders, thin arms and long slender legs, her eyes a magnificent dark lavender; her well-endowed bust was slightly bigger than Fluttershy and wonderful curvaceous hips and bodacious rear that could cause even Bulk Biceps to snap his head just trying to catch a look it; her skin was almost whiter than snow and her blonde hair, long and luxurious, two strands braided at the crown of her head, while the rest in a tight ponytail. Her hair was so light it almost looked pale. The beautiful woman wore a dark purple open back dress that hugged her figure perfectly, the front not only showing off a large amount of cleavage, but also pushing up her bountiful chest for all to see, along with a long slit running high up the left side of the skirt, showing off her hip. She also wore a pair of black elbow length gloves that were laced with white fur at the end along with a matching pair of black stockings with a frilly rose design at her thigh with a pair of black stiletto high heel shoes. And to top it off, a silver tiara with two lilac shaped amethyst stones and a sliver skull in the center sat atop her head.

The pale woman sat with her legs cross, her very posture flowing with such elegance and poise that just screamed ‘elite’. “Sorry for the wait, Lilac,” Rarity said as she reached the table and set the tray down.

“Oh don’t worry, Dear, tis no trouble at all,” Lilac said, waving off the unicorn, watching Rarity set the tea cups and assorted snacks.

The two set in a calm silence for a spell, enjoying the tea, Rarity however, being the only one to partake in the small sandwiches. Finally, feeling ready to break the silence, Rarity spoke first, asking, “So, Lilac, I must say I was a little taken aback when you first came to me to place your order. I have never even heard of, let alone met a Wight before. If I might be so bold as to ask, where it is that you say you come from again?”

“Ah, you mean my Undead Kingdom?” Lilac inquired as she put her cup down.

“Yes,” Rarity responded, her voice heavy with uncertainty at how to approach the subject. “I’ve never heard of such a place before in Equestria.”

“It’s not surprising, your Princesses keep much from their subjects, but it’s nothing to worry about. I may be a Queen in my land, but my Kingdom and I are no real threat. The Undead Kingdom is merely…how should I say, my own little world? It exists in Equestria, yet it doesn’t, in its own little pocket dimension. Understand?”

“I believe so,” Rarity nodded once, before picking up her tea cup. “But what kind of . . . subjects do you keep in your domain?”

“Oh, nothing too extravagant, really,” Lilac answered, tilting her head up and tapping her chin in thought, “just my castle and a few servants, Ghosts and Zombies mostly.”

Rarity did her best to try and not, for lack of a better term, freak out, but the mention of such creatures caused a number of horrific thoughts of visions to pass through her head. “I didn’t k-know such c-c-creatures existed, except in movies and such. D-D-Doesn’t that seem a b-b-bit…dangerous?” She asked.

“Oh not at all,” Lilac scoffed lightly with a wave of her hand. “Ghosts and Zombies can be very manageable and productive creatures. Frankly, I’d find my life rather boring and tedious without them. Well, them and not to mention Lulu’s frequent visits, as well as my parties every once and a while. By the way, I truly must thank you for taking my orders on such short notice.”

“Oh pish, no need, you are not the first to come to me with a last minute order and you certainly won’t be the last.”

“Well, I must say, for such short notice, you certainly out did yourself,” Lilac said, glancing down at the bags of newly tailored clothes sitting beside her. “And here I thought Lulu was pulling my leg when she told me of a wonderful seamstress here in this . . . quaint little town. If I didn’t know better, I would have slapped her clean across her face for lying to me.”

Rarity simply gave a slightly nervous laugh at the thought of the Undead Queen before her taking a swing at the Lunar Princess. “Yes, well, I certainly have thank the Princess for directing you to me. I mean, I always dreamed of making dresses for royalty. I tried making a dress for my friend, Twilight Sparkle for her Princess Coronation, but sadly, the Royal Tailors in Canterlot beat me to it, as it were.”

“That’s just foolish, if anything, you should be in Canterlot showing off these wonderful dresses.”

“Thank you,” Rarity said, taking a long sip of her tea.

“Truly, your husband must be proud of your success,” Lilac added, before taking a sip of her tea.

The Undead Queen’s recent comment caused a terrible reaction in the Unicorn as her eyes widened to the size of dinner plates and she choked back her tea before a seizure of coughs wracked her body. “Oh dear, did I strike a nerve,” Lilac asked with a raised thin eyebrow in surprise as Rarity brought her napkin to her mouth, trying to calm herself.

When she felt her coughing fit coming to an end, Rarity, wiped her mouth before composing herself. “Nononono, sorry, dear, but I’m afraid I’m still quite single.”

Lilac gasped in sheer surprise, but resisted the powerful urge to fall from her seat. “Impossible! Such a woman of your caliber must assuredly have a vast number of suitors to choose from.” Lilac said with confidence.

“Oh, don’t get me wrong, I have had my fair share of men court me, but none of them were…shall we say up to my standards.”

“Well, is there anyone who is,” Lilac said, slightly leaning forward. “Certainly there must be one that has caught your detailed eyes?”

“…Actually, there is-” Rarity’s response was cut short as a knock came to the door. “Excuse me one moment, Lilac, I’ll be right back.”

“Take your time, dear,” The Queen said as she watched the Fashionista head toward the door.

The pale woman watched intently as Rarity looked through the window near the door before suddenly wiping down her dress and primping up her beautifully coif purple hair. She then took a quick second to take a deep cleansing breath and then finally opened the door with her most dazzling smile as she said, “Spike, darling, what brings you around?”

“Hey, Rarity, I came to drop off those fabrics you asked for,” Said the recipient at the door.

“Oh, yes, thank you for bringing them over, please, come in,” Rarity said as she stepped aside out of the doorway.

From the base in his voice, Lilac could tell the one at the door was a man, but she certainly wasn’t prepared for the adorable hunk of Dragon that waltzed in, carrying two large rolls of fabric on each shoulder. Spike wandered in deeper into boutique, due to the fabric on his shoulders, is visage was obscured, causing Lilac to go completely unnoticed, but she didn’t mind; this allowed her to observe the amusing show uninterrupted. “You can put those in my work room, dear,” Rarity said as she reached Lilac’s side, her eyes never once leaving the Dragon’s back. “I’ll sort it out later.”

“Okay,” Spike said as he headed toward Rarity’s work room.

Lilac watched Spike disappear deeper into the Boutique and then looked back up at the clearly smitten Rarity, whose eyes were glazed over in blissful euphoria. When Spike finally came back after a short moment, he walked over, wiping off his hands. “Okay, Rarity, I-Whoa…,” Spike paused when he stopped dead in his tracks upon seeing Lilac for the first time. “And who is this?”

“Hm?” Rarity said before snapping out of her emotionally induced coma and regained her sense. “Oh, right, forgive me, Spike, this is a client and new friend of mine, Queen Lilac.”

“Queen Lilac?” Spike said with a question mark hanging over his head when the answer finally clicked. “Ah, you’re the Queen Wight from the Undead Kingdom. Aunt Luna told me about you.”

“And you must be Spike, Lulu has told me so much about you,” Lilac said as she gracefully held her hand out to him.

“Only good things I hope,” He retorted, taking her hand before gently leaning down and kissing the back of her hand.

“If there are any bad ones, they certainly haven’t reached my ears,” Lilac giggled lightly at his gesture. Hm, that’s interesting. My charm has no effect on him. She thought as he pulled back and stood up straight.

“Well, the storms a brewin’ and I gotta get back home,” Spike said as he smiled back at Rarity.

“Thank you again, Spike, I really appreciate it,” Rarity said, returning the smile.

“Don’t-” Spike paused when Rarity leaned forward and gave him a quick kiss on the cheek. In that quick exchange, Rarity felt Spike melt under her touch and Lilac could see it too. When Rarity pulled back, Spike’s eyes fell half closed, lidded and glazed over. “Mention it.” He finished his sentence in a wistful tone as he started walking, knobby legged toward the door.

“Take care, Spikey, and tell Twilight I said ‘hi’,” She said, waving goodbye.

“I said…Twilight…hi-” Spike half-broken sentence was cut short when he slammed, head first into the door, earning a giggle from the two women in the room. Spike quickly shook his head, bringing himself back to reality before staring at the girls as heat quickly filled his cheeks. “Bye!” Spike snapped before running out the door and closing it shut behind him.

“I see now,” Lilac stated while Rarity took her seat across from her.

“See what?”

“I see that someone has caught your fancy, or rather, somedrake,” Lilac smiled deviously at the unicorn.

“Oh, uh…I,” Rarity stammered nervously, averting her eyes from her guest’s.

“No, no, I understand now, you don’t fancy the plain and mundane, but something more unique and dare I say…exotic, my dear,” Lilac continued her teasing, causing Rarity’s cheeks to start burning. “So, what is it, hm? Is it his looks? His strength? Oh, could it be his position?”

“I beg your pardon,” Rarity practically snapped as she glared back at the undead Queen.

“Come now, darling, there’s nothing to be ashamed about. There’s nothing wrong with sleeping into power, even though he’s adopted, he is the son and nephew of the Princesses.” Lilac continued.

“Now see here,” Rarity snapped in anger. “I have never, nor will I ever bed with someone merely to try and take advantage of their position, no matter how high. Secondly, that is not the reason I lov-” Rarity tried to stop herself by slamming her hands around her mouth, but it was already too late.

The Unicorn stared at the Wight and watched her smile widen until she dropped her hands and hung her head down in shame. “Come now, you can tell me.” Lilac assured her.

Rarity pulled up her head slightly, glancing up at Lilac as she spoke, “You promise not to tell a soul?”

“By my honor as a Wight I shall not tell a soul, living or otherwise,” Lilac swore, straightening her back and holding up her hand as if she were making a royal decree.

Rarity looked back down and fiddling with her hands, “Okay . . . yes, I love Spike; I have for some time.” She confessed.

“For how long?”

“A few years now, when he was a little younger; To make a long story short, Spike went through a rather nasty growth spurt and went a terrible rampage. Even the Wonderbolts couldn’t stop him. He had kidnapped me and took me up high up on a mountain side. I had just made this beautiful cape when he nabbed me, but during his capture of me he had ruined it.”

Lilac gasped in horror at such a thought. “I know, right,” Rarity snapped in total agreement. “It was so beautiful too, but I digress. Anyhow, at the time, I had no idea it was Spike and in my rage, I tore it off as I told him off, showing him a very special necklace that he had given me the day before. A wonderful fire ruby in the shape of a heart; It was the most generous, thoughtful thing anyone had given me. Seeing it somehow snapped him from his greed filled rampage and turned him back to normal. Unfortunately, when he changed back, we were very high up in the air and to say the least, we fell. As we did, thinking it was our last moments together, Spike tried to tell me how he felt, mind you he had a crush on me since he arrived and I knew full well that he did, but in that moment, he actually tried to tell me, but I silenced him. He didn’t need to say it. I knew how he felt because when I realized that even in his most basic and instinctive of states, he still thought of me first and turned back. He gave me a treasure, something dragons never do and he gave up all that power and strength, just to be my Spikey Wikey again. For me, he would be anything I asked for and while I would never do such a thing I know that’s something no other man would ever do for me.”

Lilac listened with rapt attention and liked everything she heard as a genuine smile came to her face. “So, does he know how you feel?” She asked.

“Sadly, no,” Rarity sighed heavily as she looked back up at her guest. “Spike may have been able to confess, but I can’t.”

“Why not?” Lilac asked, tilting her head in confusion.

“Frankly, everything,” Rarity answered in a saddened tone. “Be it our age, society, positions, even as a species. I don’t think I can give Spike what he desires of me. He deserves someone…better than me.”

Better, hm, Lilac thought as an idea formed in her head. “I think I can help with all those things.”

“Excuse me?” Rarity asked, her brows pursed in pure confusion.

“I can help with all those things and Spike will be all yours,” Lilac assured her. “Think of it as a bonus for the dresses.”

“How?”

“Well, it won’t be easy and it may take some time, but I can change you.”

“Change me? Into what?”

“Something…better,” The Wight answered vaguely, but could see the Fashionista was lingering on her every word. “But like I said, it won’t be easy. By doing this, you could also end up as something worse as well. Are you willing to take that chance?”

Rarity contemplated that for a moment. “What do I have to do?”

“In order to give you this…gift, you have to give me something too.”

“What, I’ll give you anything,”

“Your life,” Lilac answered flatly.

Rarity’s heart practically stopped in that instant. “M-My life?”

“Yes, in order to make this change, you must teeter on the edge of life and death. Such a venture is not for the faint hearted, but if you can overcome it, you will become something of unearthly beauty and power,” She explained with such vigor that the gain truly seemed worth the loss. “So, what will it be?”

Rarity contemplated the decision, truly weighing it against all possible odds. Ultimately, it came down to Spike, the one drake who had been the only person to shoe her just as much generosity as she had shown other, maybe in more. No matter the tasks or whether he was rewarded or not, if it was for her, he would do anything. Rarity knew before she could never do it, but now someone was giving her the chance; the chance to become someone worthy of such a strong, caring, valiant drake. He was her knight in scaly armor and if she wanted him, this is what she had to do. Mustering up every ounce of resolve she had, Rarity steeled herself as she sat up straight and stared into Lilac’s eyes and asked, “What do I have do?”

Lilac smiled as she stood up from her seat and walked over with such grace that no mortal could possibly imitate it and stood in front of Rarity. The Wight then pulled up her left hand as a lavender glow formed around her hand. The glow then expanded, taking the form of a large clawed ethereal hand. The transparent magical hand flexed and moved her left hand until she closed her fingers, all but her index finger pointed directly at Rarity. “Are you ready?”

Rarity gave a stern nod, to which Lilac smiled at. “Then, my dear Rarity, I wish you good luck.”

And with that Lilac inched the magical finger toward its target, while Rarity closed her eyes and waited for the act to be over; Rarity’s heart of pounding in her chest, her mind racing with thoughts about what was about to happen to her. Would it hurt? Would she look different? Would she act differently? All of this and more ran through her head, when suddenly, it all stopped; her thoughts, her fears and her heart.

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The door to Carousel Boutique swung open as Sweetie belle came running inside. She quickly closed her umbrella and shut the door to the raging storm behind her. “Phew, made it,” She sighed heavily as she started taking off her jacket and boots. “Rarity, you home?”

No response came as she disrobed her soaked clothes and backpack. Sweetie belle walked deeper into the Boutique calling out, “Rarity, you here or what?”

She didn’t have to go much further when she stopped and spotted her sister lounging atop her red fainting couch. Sweetie belle groaned as she walked over to her sister. She knew it was a nice couch to sit and lounge in, it wasn’t one to sleep on. When she made it over to her, she shook the elder woman’s shoulder, trying to nudge her awake. “Rarity? Rarity, c’mon, wake up, you can’t sleep here,” Sweetie bell told her, but Rarity remained still, with not so much as a groan.

“Rarity,” Sweetie said, looking at her stock still sister in confusion.

She grabbed her sister’s wrist, but the second her hand touched seamstress’ skin an icy chill ran through her hand. Sweetie dropped her sister’s hand in surprise, watching it flop lifelessly to the floor. “Rarity, c’mon, this isn’t funny,” Sweetie said as she kneeled down next to the couch, nudging her sister in a panic as her heart began to face, but still no response.

Sweetie felt her heart pounding like a piston as she took one final test and stood up over her sister and then leaned into place her ear against her chest. Sweetie’s blood quickly ran cold as she neither heard nor felt her sister’s heart. The younger unicorn flew back away from her sister, fumbling to back away from the corpse as tears flooded the side of her cheek. With her eyes the size of pin pricks and her nerves shaken to the core, Sweetie bell responded the only way her body would allow. She screamed.

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After Sweetie Belle discovered her sister’s lifeless corpse, a blanket of sadness and despair loomed over Ponyville. The loss of the most generous woman who could and would tailor, hem and sow for anyone who would ask, whether paid to or not hit the small town heavier than anyone could have imagined. Her family, friends, even the Princesses attended, but none were more devastated than Spike. He stood at the front with Twilight by his side as they watched Rarity’s coffin closed up and magically lowered into the ground, tears streaming down his face, while the love of his life disappeared into the darkness below.

As the days passed, Spike was virtually inconsolable. He barely ate, he hardly slept, he rarely ever left his room and whenever he did, Twilight could always find him sitting in front of Rarity’s grave. Whenever Twilight tried to pry him from the cold slab of stone sitting before him, he wouldn’t budge, so she merely sat there with him until he was ready to go. But he was never truly ready. All he could think about was her; his love and all the things left unsaid. Even though she knew how he felt, he still needed to say it; still needed her to hear the words. Now she never would.

Now, once again, Spike was sitting in front of Rarity’s grave, the rain shower from above beating down on him and the cold chill in the air rushing by him, doing little to deter his eyes from the head stone that read ‘Here lies Rarity, the most generous soul in all of Equestria’.
Spike sat there, stock still, reading the words, over and over again, her name bringing forth so many wonderful, painful memories. Finally pulling his eyes from the grave stone, Spike looked down into his jacket as he moved his stiff hands to pull something from his pocket. What he pulled out was the Fire ruby necklace he had given Rarity the day before his birthday. Sweetie Bell had returned to him, thinking Rarity would want him to have it.

He then unlocked the small lock at the top, opening the jewel up, revealing a picture the two had taken together of Rarity kissing a younger, frazzled Spike on the cheek. He smiled slightly at the picture before closing it up once more. He then stood up in front of the head stone and hung the necklace at the top, letting it dangle over Rarity’s name. A small flash of lightning appeared overhead with a roar of thunder sounding off not soon after. Figuring he should get back before Twilight came looking for him, but before he left, he to final look and stifled back a fresh batch of tears that tried to escape his eyes. He then turned around to leave the Cemetery and headed for home.

After Spike had returned home, he immediately started on dinner, to Twilight’s surprise. They ate together for once in days, but Spike still ate very little. After eating in silence, Spike cleaned the dishes himself, took a quick shower and headed off to bed to the waiting painful dreams and nightmares that would soon be keeping him up through the night.

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All seemed quiet in the mud filled field of tombstones. Not even the stray rats dared to venture out into the storm to look for scrapes. However, something was happening underground, down in the grave of a recently buried unicorn. Inside Rarity’s grave, lay her body, stiff as a board and cold as ice when suddenly, her body soon became enveloped in a dim azure glow, but just as soon as it came, the ethereal force vanished. In that instant, Rarity’s eyes opened wide, her back arched up gasping for air. Her hands flailed out, smacking against the inside of her coffin, before she managed to catch her breath and started coughing. After her fit stopped, she took a few quick breathes. “Good gracious,” she coughed a final time, looking around to try and get her bearings, only to be greeted by the pitch black nothingness around her confined space. “W-Where am I? What’s going on?”

She pulled her hands up, only for them to be stopped by the top of her the coffin. “What is the meaning of this,” She said with a tinge of anger. “Calm down, Rarity, it’s okay. You forget, you are a Unicorn.”

Rarity quickly took her own advice, closed her eyes and attempted to focus her magic only for none to appear. Rarity’s eyes snapped open again, unable to muster up even the slightest hint of her magic. With her completely unaware of her location or surroundings and unable to summon her magic, now, Rarity truly began to panic.”Nonononono, this can’t be happening, this cannot be happening,” She ranted in a frenzy as she banged her hands on the top of coffin, as tears flooded her cheeks, hoping someone would hear her. “Hello, anyone there?! Somebody! Anybody, please help me!”

When no response came, Rarity was left a crying mess, trembling in fear. After some time, she finally managed to calm herself and came to the only real conclusion left to her. “Very well, it appears I must…get myself out of…wherever I am,” She told herself, placing her hands firmly on the flat surface directly in front of her. “Now, one…two…three!”

With every ounce of her strength she possessed, Rarity pushed forward and to her surprise, the lid began to open; when the top slid open ever so slightly, a slick, sloshing substance crept in, splashing her side, causing her to release the lid and close it. “Ew,” Rarity whined as she lightly touched the substance with her fingers, only to immediately pull it away. Even though she couldn’t see it, it felt disgusting. “What is this? Mud? Urgh, am I buried? Oh, if this one of Rainbow and Pinkie’s pranks, they have certainly gone too far!”

Knowing full well she was about to get herself covered in filth, she knew she couldn’t stay where she was. She once again placed her hands against the lid and pushed with all her might, causing the door to slide open as well as mud to come rushing in. She kept her mouth closed tightly before closing her eyes and continuing to push forward. When she pushed the top open the rest of the way, she managed to stand up and climb her way up, clawing her way through muck and mud. After what seemed like forever, Rarity felt her hand breach the surface. She clasped her hand into the loose soil as more mud filled her hands; her grip almost slipping, but her other hand soon followed as she then doubled her efforts to pull herself up. Once some solid soil was in hand, Rarity pulled up as hard as she could and finally pulled herself free from the ground, releasing a sigh of relief. However, her respite was cut short when she realized it was pouring down raining.

Having pulled the rest of her body from the earth, she sat on her knees, breathing heavily with her matted hair working as a make shift veil over her eyes in the down pour. She pulled her hair away from her eyes, standing up and looking around, trying to find out where she was, but still had no real fix on her location. She could make out a number of shapes around her, but with the darkness of night and the storm looming overhead, that didn’t leave much to the imagination. As if to assist her, a flash of lighting appeared, granting Rarity a short moment of light and in that moment, her eyes shrank in fear. She found herself standing in the middle of a graveyard. She stumbled back in shock until she bumped into something behind her, causing her to jump in surprise. She then heard the distinct sound of jewelry jingling before it make a loud ‘plop’ into the mud. Rarity leaned down, her hand patting the ground, trying to find what fell.

Her hands quickly grabbed onto something hard and heart shaped; something she’d recognize anywhere. “I-Is this my…” Rarity paused when another lightning bolt flashed, revealing the object to indeed be her Fire Ruby necklace. “What is it doing here?”

Once again, as if to answer her troubled mind, another lightning bolt flashed, revealing a tombstone in front of her that read, ‘Here lies Rarity, the most generous soul in all of Equestria’.

Wh-What is the meaning of this, She thought as dread began to fill her heart. “I-I’m dead? Nononono, that can’t be. If I were dead, I certainly wouldn’t be standing here,” She said as she looked herself over. “See? Perfectly…well, not perfectly fine, but still… relatively okay-ish, I suppose,” She stated until she touched her hand to her chest.

Rarity’s eyes shrunk to pins when not only was her skin ice cold, but she could feel…or rather, couldn’t feel her heart beating. She kept her hand where it was, hoping to be wrong, but as seconds passed to a few minutes, without her feeling the need for air, her heart didn’t beat a single instance. After all that time, she finally took a breath, but still her heart didn’t beat. Her mind tried to think of something, anything, to try and figure out what to do until she looked down at the necklace and her thoughts instantly drifted to the one person who could help her. “Spike…yes, Spike will…help me,” She said, in a shaky tone.

She started walking, her legs a little weak, from being locked up for so long or from the shock of her current health, she was unsure. Taking delicate steps and using the tombstones to guide her, Rarity made her way toward the exit and Ponyville.

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Spike was lying among a tall grassy field, the wind lightly blowing, giving the scene of waves flowing around him. By his side, lay the woman of his absolute affection, Rarity. The two spoke not a word to one another, simply enjoying the scenery as well as each other’s company. Spike looked down at her and smiled to which she also returned. Seeing the moment as perfect, Spike opened his mouth to speak, but Rarity placed a perfectly manicured finger to his lips, silencing him, her beautiful smile still adorned on her face. She then took her finger away and laid down with her hands over her chest, closing her eyes to rest, but before Spike could voice what he wanted to say, the clouds above began to swarm, darkening the sky.

Spike sat up, staring at the strange and sudden change in weather till the ground started shaking around him. Standing up in surprise, Spike looked around to see the grassy field withering away and the ground crumbling apart soon after. He turned to alert the unfazed unicorn, when the ground around her gave way and a hole opened up underneath her. Reacting as fast as he could, the drake lunged down and grabbed her wrist, catching her and halting her fall. “Don’t worry, Rarity, I got you,” He told her as he attempted to pull her up.

Even though his face was contorted in worry and fear, Rarity’s still held her wondrous smile. Her hand then started to slip and no matter how hard Spike tried to pull or tighten his grip, she continued to slip his grasp. Just when the only thing holding Rarity up were their fingertips, Rarity shook her head, as if to tell Spike to let her fall. “No, Rarity, hold on, I ca-” Spike sentence stopped short as Rarity’s fingers slipped from his. “RARITY!!!” He shouted as he watched the woman he loved fall into the dark abyss.

Having witnessed such a shock, Spike shot up from his nightmare to once again find himself in his room, panting for breathe, his body drenched in a cold sweat. When he finally came to the realization of his lucid dream, he flopped back down onto his bed, trying to regain his breathe, staring up at his ceiling. Dammit, stupid nightmares, He cursed to himself, while wiping the sweat from his face.

He then picked himself up once again, swinging his legs over the bed, before standing up and heading upstairs for a drink. When he made it upstairs, the flash of lightning drew his attention to windows near the door. He watched for a second at the pounding rain hitting the windows before the thunder sounded and he continued his walk to the kitchen. Once inside, Spike grabbed a glass from the cabinet and then opened the fridge to grab himself some milk. After pouring his drink, Spike’s ears twitched, catching a strange creaking sound. He looked out through the kitchen arch way, but saw nothing. After simply shrugging it off as his mind still playing tricks on him and putting the carton back, Spike downed about half the glass as he made his way back to his room, completely unaware of the muddy foot prints on the floor, leading downstairs to his room.

Making his way down the basement steps, even in his incoherent state, Spike’s feet seemed to miss the muddy foot prints that trail below. When he finally made it downstairs, Spike plopped down onto the edge of the bed as he downed the rest of his drink. He sighed heavily and placed the empty glass on his night stand before getting back into bed to try and get some sleep. But just as he pulled the covers over him and closed his eyes, Spike’s ears once again caught another sound. He looked over his shoulder toward his bathroom and saw the light on while steam filtered through the bottom crease of the door. It’s just the shower, He thought to himself as he turned around and nonchalantly went back to getting cozy in bed.

Just as he got comfortable and closed his eyes, his mind seemed to finally click as his eyes opened, this time a look of confusion and concern evident on his face. “Wait a minute,” He muttered as he sat up and turned toward the bathroom door. Spike watched it intently, thinking he may just be dreaming once again as a hefty amount of steam began to pour through the door. Please tell me this is one of those dreams where you wake up from one only to really be in another, He prated as he slowly got out of bed and walked over toward the door.

When he was within arm’s reach, he leaned into the wooden surface of the door, placing his ear against it, listening for who or whatever was inside. His ears heard the sound of the shower clearly being on, but he quickly noted the sound of someone humming and sighing. Spike looked down to the doorknob, his hand shaking as it reached out to grab it. As his hand grabbed the knob, he took a few cleansing breathes, trying to calm his nerves. He felt his hand calming down and slowly turned the knob opening it slowly, trying not to alert the intruder to his presence. With the door now completely open, Spike was assaulted by a rush of hot steam, but paid it no mind. His eyes were instantly glued to the majestic feminine silhouette bathing behind his shower curtain.

While his eyes trailed the figure, he noted that whoever it was appeared to be a unicorn. His mind instantly began to think, no, pray this was a dream. As his eyes trailed lower down the figure’s curvy form, his eyes fell to the floor to see a pair of muddy footprints along with a pair of mud covered clothes. Spike’s eyes began to shrink to pins as he quietly moved into the bathroom, making sure not to make a sound. With a few strides, Spike was directly in front of the shower curtain and its occupant still obliviously humming in ignorance of his presence.

With a once again shaky hand, Spike reached out to grab the edge of the curtain. Taking a deep breath and mustering his courage, Spike pulled the curtain wide open, coming face to face with a stunned, wide-eyed and seemingly dirty Rarity. The two started in utter silence upon each other’s visage, the only sound filling the room being that of the still flowing showerhead. “R-Rarity,” Spike muttered in shock and fear.

Rarity’s mouth opened to speak when she looked down to her naked form, which in turn drew Spike’s eyes to it as well. With her cheeks going slightly red and Spike’s turning redder than a ruby, Rarity grabbed the curtain and covered herself while screaming at the top of her non-functioning lungs. The scream startled Spike, causing him to fumble back and fall. “Holy shit, what the tartarus,” He shouted as he scrambled to his feet and bolt up stairs to his sister’s bedroom. “Twilight! Twilight!” He shouted, banging on her door.

A quick second later, Twilight’s door swung open, the Alicorn sticking her terrible bed hair head out the door. “What?! What’s going on?” She asked in a startled tone.

“Rarity’saghostandshe’sinsidemyshowerhauntingmehelp!” He answered in a rushed and terrified tone.

Twilight’s eyes closed, her eyebrows knitted together as her mind attempted to decipher the frazzled dragon’s words; which was ultimately in vain. “I’m sorry, Spike, one more time, but this time slower and try to enunciate.” She told him as she looked up at him.

Spike closed his eyes and took a deep and exhaled before staring at her, speaking clearly, “Rarity is a ghost and she’s inside my shower haunting me,” He answered, emphasizing the important parts, “help.”

Twilight sighed heavily and then gave her brother a hug, patting his back as if her were a child again. “It’s okay, Spike, it was just a nightmare,” She told him, calmingly. “I know it’s been tough on you, but what you’re feeling is normal. A lot of people who lost loved ones see them in weird places.”

“Twilight, I’m not going crazy,” Spike said as he pulled himself from her grip. “Rarity was naked in my shower, there was mud everywhere too!”

“Spike, I need you to calm down,” She said, putting up her hands in a defending manner.

“How can I calm down when the woman I love, whom I know just died is taking a shower in my-”

“Spike?” Called Rarity’s voice from the lower level, cutting off Spike and snapping the two from their conversation. The two looked to the lower levels and saw a figure walking through the main room, mulling around. “Spikey, where are you? I’m sorry if I scared you and for using your shower.” She continued to call out.

Twilight, in her stunned state reached for the light switch and turned it on and found herself staring down at Rarity. Having been a little startled by the lights turning on, Rarity turned to see Spike and Twilight staring down at her from Twilight’s room, “Oh, Twilight, thank you, Darling, that’s much better.”

“R-R-Rarity,” Twilight stammered, her voice trembling in fear. “I-Is that y-y-you?”

“I…I believe so,” She responded, looking herself once again.

Twilight and Spike then stared at each other for a brief moment of silence before Twilight slapped his arm and snapped, “What did you do?”

“Me? Why me? Why do you think I did something?” He snapped in return, rubbing his arm.

“Oh, so your lost love decided to just get up and walk out of her grave on her own?” Twilight returned as she passed him and made her way downstairs.

“Actually…” Rarity began but her voice trailed off as Spike chimed in.

“Hey, I don’t mess with dark magic no more than you do,” He snapped back, following the Alicorn down the stairs.

“Excuse me…” Rarity tried to gain their attention.

“Well, you have been visiting her grave for days on end, who knows what you could have been doing up there when I wasn’t with you.” Twilight said, finally reaching the bottom of the stairs.

“Hey, I-” Spike reply was cut short by the ear piercing whistle that filled the room.

When it stopped, they all looked at Rarity who then coughed and crossed her arms. “Okay, now that I have your attention,” Rarity stated calmly. “Firstly, Spike, I’m sorry for waltzing in to your room to use your shower, but I honestly needed one, badly. Secondly, Twilight, I’m not sure how this happened, but I actually did get up and walk out of my…grave. Thirdly, I need help, please.”

Spike and Twilight glanced at each other until Spike jumped down the remainder of the stairs and stood in front of Rarity. “Rarity, is it really you? This isn’t a dream?” He said, staring into her azure eyes as he brought up a hand to gently caress her cheek.

The instant he touched her, Rarity felt a slight jolt go through her as the warmth of his hand encompassed her. She smiled and melted into her hand, touching hers to his. He then wrapped his arms around her, pulling the Unicorn into tight hug. “Aw man, I never thought I’d get to do this again,” he chuckled breathlessly.

Another jolt ran through Rarity’s form as Spike warmth shrouded her. That makes two of us, She thought as she hugged him back.

Twilight then coughed, gartering the two’s attention. They quickly glanced at each other and pulled away, Spike’s cheeks going red again before Twilight squeezed in and hugged her friend. “I can’t believe it, it’s really, you,” Twilight said as she pulled away and looked Rarity over. “But, how? Rarity, you were dead. No pulse. No heartbeat. Nothing. So how-”

“Am I standing here?” The undead Unicorn finished. “I’m afraid I have no clue. All I remember is waking up in a coffin in the ground and…urgh, digging my way out.”

“Are you sure that’s it? You don’t remember anything prior?” Twilight asked, her eyes inquiring more than her words.

Rarity looked away and closed her eyes, trying to remember something, anything before her rude awakening. Sinking deep into her memories, most were still intact; who her friends and family were, all basic knowledge remained intact. However, soon enough images began to flash in her mind; a tea cup, laughter from someone that clearly wasn’t her and a transparent claw. A sharp pain instantly assaulted Rarity’s mind, causing her to crumble to her knees.

“Rarity,” Twilight and Spike shouted, immediately joining their friend’s side.

“It’s okay,” Rarity assured them as she got back to her feet. “I’m…okay.” She said in a hesitant tone.

Twilight saw the pain and uncertainty in her friend and didn’t like what she saw. She then immediately rushed over to her bookshelves and started looking through them. “Don’t worry, Rarity, we’ll find out what’s going on with you, I promise,” Twilight told her.

“Do you think you can fix her?” Spike asked.

“I’m not so sure about that,” Twilight answered without facing him. “Frankly, I don’t know where to begin since I don’t even know what’s wrong with her. We’ll have to perform some tests.”

“Twilight,” Spike said in a stern tone.

“Spike, I know, but I need to understand what we’re dealing with.”

“It will be okay, Spike,” Rarity said, putting her hand on his arm. “Twilight is right, to find the solution, she has to understand what has happened to me.”

Spike nodded when Twilight pulled out a book and then magically summoned an array of medical tools. “Now, let’s begin.” She told them.

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Twilight had performed many intricate tests to try and uncover what had happened to Rarity, but all her conditions were very inconclusive, leaving Twilight somewhat more confused than when she started. Inside the kitchen, Rarity sat at the kitchen table with Spike beside her, while Twilight sat at the other end, looking over the test results and notes. “So, Twi, what’s the verdict?” Spike asked.

“I…I have no idea,” Twilight groaned as she looked over her notes for the umpteenth time. “Her body is certainly dead; her blood fully coagulated, organs shut down, nerves unresponsive, but she’s walking and talking just fine. However, because of her body’s current state, she can no longer use magic. It’s all so…surreal. This calls for a lot of research…research into a field I am not entirely familiar with. The supernatural; I’m gonna need help. Spike can you go get the girls?”

“No,” Rarity snapped as she shot up from her seat. “Twilight, please, you can’t call the others here. I-I don’t want them to see me like this.”

“But, Rarity,”

“Twilight, please, I’m begging you,” Rarity said as she rushed over and clasped Twilight’s hands in her own, pleading.

Twilight saw the desperation in her friend’s eyes and nodded. “Right, it’s…it’s probably better this way. I wouldn’t even know what to tell them or how to explain it and I hate not understanding things so I wouldn’t want to put anyone else through that.”

“Thank you,” Rarity sighed in relief. “I suppose, I should get out of your way then, so I guess I’ll just go home.”

“Wait, Rarity, you can’t,” Twilight told her.

“Why not?”

“Because…we don’t know what’s wrong with you. It’s better to stay here so we can keep an eye on you in case something happens.” Twilight explained.

“But, Twilight, I can’t simply stay here, I pulled myself out of six feet of mud in the pouring rain. Even after that shower, I still feel…icky. I have plenty of supplies to finish the job but they’re at home.”

“I’m sorry, Rarity, but I can’t-”

“It’ll be fine, Twi, I’ll go with her,” Spike chimed in, causing the two to look at him.

“Spike, I don’t advise that either, we still don’t-”

“Know what’s wrong with her, I know, but don’t you think all of this is a little taxing on her too? She’s been dead for a week and is now walking around again, still dead. I think she could use some time to herself,” He explained. “Besides, don’t you think it would be better for Rarity to stay at the boutique now that it’s closed, rather than here, where people come in from time to time?”

“Hm, I suppose you’re right, the boutique is better since no one will think to go near it,” Twilight said, contemplating the suggestion. “Fine, you two can go, but if something happens, you bring her right back here, understand?”

“Got it,” Spike nodded with a smile. “C’mon, Rarity let’s get you home.”

Rarity smiled up at him for coming to her rescue. She then nodded as the two headed toward the door. Spike quickly put his shoes on and opened it to the pouring rain, only for Rarity to cringe at the sight of all the muddy patches in the ground. Spike smiled as he quickly swept Rarity up into his arms, bridal style. “Don’t worry, Milady, I got you,” He smiled.

“Oh you,” She giggled as Spike unfurled his wings, draped them over his head, using them as a makeshift umbrella and walking into the storm.

Twilight walked toward the open door, watching the two disappear into the night. “Be safe, both of you,” She said in a worried tone as she closed the door and began her long night of research.

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As Spike made his way through the rain, he made sure to keep Rarity tight against his chest and his wings wide overhead to keep her dry, however, through the constant contact with her, Spike realized just how cold she was. Her skin was rough and stiff, it truly felt as if he were holding a corpse, causing his heart to tighten as well as his grip. On Rarity’s part, she rested her head against him, letting his warmth surround her, while the extended contact caused something within her to stir, like a nagging feeling deep inside of her. She wasn’t sure what or why, but her longing for the drake seemed to be growing, turning from longing to need. Calm yourself, Rarity, this isn’t the time for these feelings, She thought to herself. Much has happened and I need to get myself sorted out. Although it was nice of Spike to offer to watch over me; Him and his handsome face and strong muscles…wait, what?

“We’re here,” Spike stated, pulling Rarity from her thoughts.

She looked up to see them standing at the front door of Carousel Boutique. It looked it exactly as it had the day of her untimely end. Spike placed Rarity down on her feet on the placemat at the front door, allowing her open the door and let themselves inside. Rarity waited for Spike to clear the doorway before closing the door. Her eyes wandered down his toned back to his rear end where her eyes tended to linger. Hm, I can’t believe I never noticed Spikey had such a cute butt, She thought with a sly smirk on her face. Upon listening to her thoughts for a moment, she shook her head in surprise. “Again? What’s wrong with me,” she muttered to herself.

“What was that, Rarity?” Spike asked as he turned to face her.

“Oh, uh, nothing, darling,” She chuckled nervously, while looking around. “It appears everything is still the same.”

“Yeah, besides no one coming here in a while, the place hasn’t been touched. Sweetie Belle took Opal, but comes by every now and then just too…hang around. She and your parents didn’t want to get rid of your stuff just yet.” Spike answered, rubbing his neck somberly.

Rarity walked over to him and touched his shoulder, gaining his attention. “It’s fine, dear, I understand,” She told him. Rarity didn’t realize it, but she was standing strangely close to the drake, her bust slightly touching his arm, which Spike quickly noticed.

“Uh…Rarity, your…uh…” Spike trailed on, averting his eyes as his cheeks went red.

The unicorn quickly took notice of his embarrassment and looked down and saw what she was doing, however, she didn’t feel embarrassed; if anything, she felt like acting more brazen. “What’s wrong, Spikey, you look a little…hot and bothered?” She teased with sultry eyes.

“Well, I’m a Dragon, I’m always hot,” He stated nervously, trying to step back, but Rarity seemed to follow.

“I have to agree with that one, Darling,”

“Uh, Rarity, are you…feeling okay?” Spike asked, swallowing a hard lump in the back of his throat.

“Whatever do you mean?” She asked innocently.

“I mean, umph…” Spike trailed on when his back seemed to hit something. He turned to see that he had backed up into one of the far walls of the Boutique, allowing Rarity to corner him. “It’s just that…just that…just…” He trailed on as Rarity’s face got closer and closer to his own.

“Just what,” Rarity whispered as her lips were inches from his. There, Rarity, you have him right where you want him. Now, take him! She thought, until her rationality finally kicked in. Rarity’s eyes widened in shock when she realized what she was doing and backed away. “Oh, forgive me, Spike, I-I don’t know what came over me. Excuse me,” She said as she ran away up the stairs toward her bathroom.

Spike was left there, physically and emotionally stunned. His felt his back sliding against the wall behind him until his butt finally hit the floor. Hm, I almost kissed a dead girl, He pondered. I mean it was Rarity, but she’s dead. I feel conflicted.

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Upstairs, Rarity had wasted no time reaching the bathroom. She quickly closed the door and locked it, trying to calm herself. “What is wrong with me? How could I do such things and to Spike, no less? To think I…pressed my…chest against his…his strong, tone chest and…I-I even tried to k-k-kiss him,” She said to herself as she felt her mind devolving into decadence once again. “He was just so…so sweet. The way he held me, his touch…his warmth; I just…I just…” Rarity felt that nagging feeling in her mind growing once again as her reasoning began to slip, but she quickly caught herself, shaking such thoughts away. “No, this is not how a lady behaves. Perhaps a shower will…calm my nerves.”

Glancing around the bathroom, she saw that her toiletries were right where she had last saw them as she made her way over to the shower, turning on the water and setting the temperature. She felt her mind still lingering on the events that happened earlier, unaware that she was turning the water temperature a little higher than she usually liked it. With the water running, she removed her clothing and stepped inside, letting the hot, steaming water run down her form. After taking some of her stronger soaps and shampoos, she lathered herself in a thick layer of scented cleansers and washed herself. Releasing a sigh of relief as the dirt and muck that clung to her easily started to peel off, Rarity felt refreshed and renewed.

She then turned off the shower and grabbed herself a towel, drying herself off. When she made her way over to the mirror, she saw her reflection obscured by a heavy layer of steam. After she finished drying her hair off, she tied it up and held her hand up to the mirror, wiping the steam from the cold surface. As she removed the fog, her calm, refreshed expression turned to one of despair and horror. With a good portion of the mirror cleared, for the first time of the night, Rarity finally saw herself for what she was. In her reflection, she saw that her once lightly cream color tone skin was deathly pale, her flesh dried out and cracked even after her shower; Her eyes appeared sunken, her lips dried and cracked; her body unhealthily skinny and pulling tight against her bony frame. A closer inspection of her nails, she noticed them to be slightly yellow and finally fearing the worse, she tore the towel from her hair, even after being dried; her hair was dull, brittle and lifeless.

She quickly clamped her hand over her mouth to stop herself from screaming. Her eyes shrunk as she felt her body losing strength, until suddenly a set of visions began to flash in her mind, all of them containing the visage of a deathly beauty, which she then remembered was the undead Queen, Lilac. The Wight’s voice echoed in her mind as the scene of what she quickly assumed was her death played out. I can help with all those things and Spike will be all yours, Lilac’s voice sounded in her mind.

How? She heard her own voice ask, almost desperately.

Well, it won’t be easy and it may take some time, but I can change you.

Change me? Into what?

Something…better, Lilac answer, her voice dripping with temptation. By doing this, you could also end up as something worse as well. Are you willing to take that chance? Those last words echoing louder in her mind before a sharp pain caused her to release a cry as she crumbled to her knees, gripping her head. She forced her eyes open, the reality and gravity of her memories heavily weighing on her. “I did this,” She muttered to herself, barely above a whisper. “I did this…to myself.”

She got to her feet and looked at herself in the mirror once more, her eyes peeled to the monstrous form that she now found herself in. “What have I done? I wanted Spike to love me, but now…now look at me,” She said hugging her arms around herself as fear and despair gripped her heart. “How…how can he ever love me now? I’m hideous. I’m a freak. I’m a monster!”

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Back downstairs, Spike was lounging quietly on Rarity’s red couch, his mind brimming with thoughts about his now undead love, just ran upstairs and the events that transpired before her ascension to the bathroom. Spike was quickly removed from his thoughts when the sound of shattering glass caught his attention. “Rarity!” He shouted as he sprung up from the couch and bolted up the stairs.

Spike quickly made his way into Rarity’s room and found the light to her bathroom door shining through the bottom crease. After dashing to the door, he rammed his shoulder against the solid wood surface, sending it swinging open, almost tearing it off its hinges. In that instance, time seemed to stand still as he saw Rarity kneeling down in a pile of glass shards from the shattered bathroom mirror. Rarity was holding a large shard of glass against her chest. His eyes shrank to pins as time began to speed up and he saw Rarity pressing the sharp end of the shard into her skin.

“Rarity, no!” He shouted, but was too late. The sound of flesh tearing filled his ears as Rarity plunged the shard into her chest and piercing her heart. The drake stood stock still, his heart nearly stopping at the sight of the Unicorn taking her own life before his eyes. However, after a short moment, Rarity pulled her head up, her eyes widened in shock.

“What,” She said as her eyes darted around in confusion.

“Rarity,” Spike snapped in surprise as he dashed to her side, crouching around the broken glass on the floor around her. “Are you okay?” He asked, putting his hands on her shoulders.

“No! Don’t touch me!” Rarity shouted as he shoved Spike away, causing him to fall back away from her and the glass.

“Rarity, what’s wrong? What happened?” He asked, physically fine, but emotionally worried and confused.

“It didn’t work,” She shuttered, trying to choke back a sob. She looked at the glass in her chest and pulled it out, but no blood flowed from the wound. “Of course it didn’t work. I am already dead after all.”

“Rarity, talk to me, please, you’re scaring me,” He said as he stood up.

“It’s my fault,” She responded, hanging her head in shame.

“What’s your fault?”

“This,” She said, gesturing to herself without looking at him. “I did this to myself.”

“What? Why?”

“Because I…” She paused as she finally met his gaze, causing the words to fall short. She hung her head back down as tears began to flow. “Because I love you.”

Spike straightened himself out, completely taken aback. “W-What did you say?”

“I love you, Spike, I have for a long time now,” She answered, looking back up at him. “I wanted to tell you for the longest time, but I was…I don’t know…scared.”

“Scared of what?”

“Everything, what would people think of us; our age difference; even our different species and life spans. I wanted to be with you, Spike, truly I did, but I…I thought you deserved someone better than anything I could ever be to you. Then someone offered me a chance to be that...a chance to become that. I took it and now look at me. Look at what I’ve become.” She said as she finally broke down into tears.

“Rarity,” Spike muttered as her words began to weigh on him.

“Look at me, I’m absolutely hideous! My skin is so cold and rigid, my eyes are dead, my beautiful hair lifeless! I couldn’t even feel any pain,” She cried out, curling herself into a ball and hugging her knees to her chest. “I wanted to better myself for you, but now look at what’s happened. I've destroyed myself. I can never show my face again; my business is now ruined along with my dreams of ever becoming of world renowned fashion designer; my family and friends think I'm gone forever and worse of all I’m a monster now and now you’ll never love me.”

The second Rarity finished her sentence Spike had cleared the distance and hugged her tightly to his chest. Rarity’s crying ceased as her eyes widened in surprise. “Now listen to me, Rarity the Unicorn,” Spike said as he pulled away and stared right into her eyes, his own brimming with confidence and pride. “There isn’t a form you can take, nor anything of the like that would change how I feel about you. I don’t care what you look like; you’re still the same mature, sophisticated, elegant, most magnificently beautiful woman I’ve ever met. Tartarus, you’re still as beautiful as the day I lost you and just like then, I still love you, Rarity.”

Rarity stared into his eyes and saw not a single hint of dishonesty. If her heart were still beating, she knew it would be pounding like a piston, but that certainly didn’t stop her from believing it was. Unable to stop the smile that crept onto her face, Rarity leaned her head into Spike chest, urging him to hold her and he did. Rarity, you truly are a fool, She chastised herself.

“C’mon, you’ve had a rough night, so you go get ready for bed and I’ll clean up,” He told her.

Rarity nodded slowly as they pulled away. She then grabbed her towel, covering herself as she left the room, while Spike pulled out the small broom and dust pan from the cabinet under the sink and began to clean up the glass. Not really feeling up to putting anything on, she opted for her bathrobe and simply climbed into bed. Just as she gotten under the covers, Spike came out of the bathroom, shutting the light and closing the door behind her. “Alright, that’s taken care of, if you need me, I’ll be downstairs,” He said, heading for the bedroom door.

“Spike, wait,” Rarity exclaimed, sitting up in bed, gaining his attention as he turned to face her. “If you want…you can…sleep here…with me.” She suggested hesitantly.

“Oh…uh, I-It’s alright,” He stammered nervously. “I’ll be okay downstairs, really.”

“No, please, I insist, after everything you’ve done for me…I-I want you to,” She pleaded, her eyes brimming with loneliness. “Please, stay with me tonight.”

Spike smiled at her earnestly. He walked over the side of the bed, while Rarity pulled the covers down for him. The drake climbed into bed behind her, cozying up against her back, to which she responded by scooting back into his chest. Spike pulled the covers over them both while Rarity reached for the lamp beside her bed. “Goodnight, Rarity.” He said as he shut his eyes.

“Goodnight, Spikey,” She said smiling as she shut the lights off.

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While Spike was sound asleep, Rarity, much to her chagrin remained wide awake. She thought she was simply restless from the night’s events, but she simply figured being dead meant she no longer needed to sleep. Even though she would normally be distraught, she couldn’t possibly find it in her with the Dragon of her dreams sleeping soundly beside her. She turned over and stared up at his sleeping face, giggling at the sight. He’s so cute when he’s sleeping.

She slowly pulled up her hand to his face and gentle ran her fingers down his cheek, feeling that jolt go through her hands to the rest of her. She pulled her hand away, staring at it, deep in thought. There it is again, she thought. Why is it I can’t feel pain, but whenever I touch him, it’s like…like I feel…life. She looked from her hand, back up to Spike. Am I…stealing energy from Spike whenever I touch him? No, that…that’s impossible . . . said the zombie unicorn. She quickly rebutted herself.

She then heard Spike groan as his face contorted in anger and then to fear. “Rarity…” He muttered under his breath, causing Rarity to gasp.

"He’s dreaming of me," she whispered as she listened intently.

“Rarity…no, don’t…I can…I can…please…,” He stammered incoherently as he began to toss and turn beside her.

“Oh no, he’s having a nightmare,” She said as she quickly sat up and began to shake his shoulders. “Spike, Spike, darling, wake up,” She told him, frantically trying to wake him up, but to no avail.

Thinking quickly, she pulled her hands up to the side of his face, once again, feeling the jolt rise on contact. Her body shivered as it felt as if more energy were flowing through her, but she paid it no mind, focusing only on Spike. “Spike! Spike wake up,” She shouted at him as she shook his shoulders.

Spike’s eyes shoot wide open as he sat up in bed, breathing heavily. “What? What happened?” He asked, frantically.

“You were having a bad dream, dear, are you alright,” She said, taking her hands from his head, sitting up on her knees.

He sighed heavily, a smile coming to his face. “Sorry, it’s just…,”

“Just what?”

“I-I’ve been having nightmares ever since you…you know,” He answered, looking down at his hands. “I thought that this was a dream and that when I woke up…you’d be gone and I’d be…alone, again.”

“Oh, Spikey,” She said as she hugged him, “I’m not going anywhere and I don’t want to. I’m right where I want to be, right here, with you.” She said sincerely.

Spike couldn’t help but hug her back as the two quickly melted under each other’s embrace. For Rarity it was more, it was as if she could feel all of Spike’s warmth and undying affection for her rush into her like rapids in a river. My goodness, such warmth, I feel so…so hot. She thought as she felt her body starting to heat up from the inside out. I don’t know what this is, but I don’t think I can fight it anymore.

Throwing caution to the wind, Rarity quickly leaned her head up and in one swift motion she stole his lips with her own. Spike’s eyes widened in surprise, but quickly reciprocated her feelings and kiss her back. Rarity hooked her hands around her neck, keeping him in place, to which Spike responded by running his hands down her back; Spike felt Rarity’s tongue pressing against his teeth, begging for them to part and allow her entrance. Wanting nothing more, Spike opened his mouth, allowing his and Rarity’s oral appendages to writhe around in total passion. To Spike’s surprise, Rarity’s tongue wasn’t dried out or even cold. It was warm and soft; it even tasted of the finest gem stones he had ever tasted. How, he didn’t know, nor did he care; he simply wanted to be here in this moment with the woman of his absolute adoration and give her everything he could.

Rarity moaned as she pressed her form against his, the warmth inside of her beginning to grow into a brilliant flame inside of her. A short moment later, Rarity felt something poking into her abdomen. Her eyes snapped open before she placed her hands against Spike’s chest and pulled away, breaking the kiss, leaving Spike a somewhat panting mess, seeing as he was starting to run out of air. Rarity looked down and saw the large, painful bulge in Spike’s pants. Oh, Spike, I had no idea you were so…endowed, She thought to herself, the anticipation mounting in her very core.

“Rarity, your cheeks,” Spike said, staring at her.

“Hm…?” She said, prying her eyes back up to Spike himself.

“Your cheeks, they’re red,” He stated, stilling staring at her in confusion.

Rarity’s brows pursed up in confusion as she touched he hands to her cheeks and felt the warmth on her own skin. Her eyes widened in surprise as a smile made itself visible on her face. “I’m blushing…I’m blushing and I can feel it,” She said happily.

Spike reached his hand out and caressed his hand against hers, allowing more of his warmth to once again flow into her. Wanting to feel more of it, Rarity, pulled her hands down from her face, allowing Spike to touch her cheek directly. Upon contact, Rarity melted into his touch, tilting her head and nuzzling his palm with her cheek. At the angle she was leaning at, Rarity left her neck, completely exposed to the young drake.

Not one to waste an opportunity, Spike leaned in and gently kissed Rarity’s bare skin. Spike felt Rarity shiver as she giggled while he continued to delivery light pecks against her neck, before continuing down. Rarity’s shoulders went lax under her drake’s gentle touch, causing her robe to slip down it, exposing her shoulder and collarbone, allowing Spike to continue his endeavor unhindered. Spike continued to kiss and lick at her skin, reveling in her moans of pleasure and the growing warmth of her skin. Before he reached the valley of her chest, Spike pulled away to meet her reddened face with a smile. The Unicorn returned the smile, knowing that certain actions needed to be taken before they could continue.

Spike quickly removed the remainder of his clothes, while Rarity simply undid the knot of her robe, letting it fall free and laid herself back. After removing his clothes, Spike turned around to see Rarity lying on her back, her right arm, strung over her waist and her other above her head with her legs slightly parted, smiling passionately at him. She was amazed at how easily she did the act, not hesitating for a second to show herself…all of herself to Spike.

Spike was just as amazed. Even in the state it was in, Rarity’s body appeared as beautiful as Spike always saw it. Rarity pulled up her arms, holding them out as she spoke, “Come, Spike.”

The drake smiled as he crawled up to her. When he reached her, Spike lay atop her, their faces inches away with Rarity’s arms wrapped around his neck, eyes locked entirely on each other’s. With their bodies so close, the flames Rarity felt inside her were raging, but not out of control. It was as if her body was more alive than when she was living as her entire body felt so sensitive to Spike’s touch. It was in this moment that Rarity felt Spike’s member gently pressing against her womanhood, as well as realizing how wet she had become.

“Rarity, you’re…you’re soaking wet,” He said, the surprise evident on his face.

Rarity smiled up at him, completely carefree. “I know, it’s strange, my body feels…amazing, but I’ll feel even better when you’re inside me.”

Spike felt his face go bright red from the level of sheer lust and want that flew so elegantly from her words. He then felt Rarity push her hips forward ever so slightly, allowing the head of his member to spread her lips open. “Just so you know, this is my first time, but don’t let that stop you. For now and forever, I’m all yours, Spikey,” She said with lidded eyes and her most seductive smile as she gently pulled him down into a brief, but loving kiss.

As they pulled away, Rarity opened her legs more, allowing Spike more room; all the while the two never once broke eye contact. Spike placed both hands at either side of her head, Rarity smiling at him blissfully. She gave a slight nod and with permission finally given, Spike pushed himself further, groaning as he felt himself slide into her tight walls. Rarity yelped, feeling the few initial inches of his member entering her. She then felt Spike come to a stop as his phallus met the final resistance of her virginity. She tightened her grip around his neck, her eyes begging him to continue, to take her and finally make her his’ and he hers’.

Not wasting another second, Spike took the final plunge and thrust the rest of his member, hilting himself inside of her. When their hips, met, Rarity gasped in absolute pleasure as the heat inside of her had turned into a roaring flame. Spike groaned as the tightness of Rarity’s womanhood nearly turned to that of a vice, gripping him as if refusing to let him pull away. But pull away he did as he began to thrust, working into a moderate rhythm. With each thrust, Rarity felt the flame inside of her being stoked, but whenever Spike pulled back, it was if the flame’s intensity lessened, like throwing wood into a flame, just to keep it burning. For Spike it was…different, much different. With each thrust, it felt as if Rarity’s pussy were shifting around his rod. The tightness, shape, warmth, wetness, texture, all of it in a constant flux; Spike couldn’t possibly explain it, but the constant change was sending him into sensory overload.

Before long, he couldn’t hold himself back any longer and began to thrust faster, causing Rarity to cry out in ecstasy. Knowing full well they were alone, Rarity made no attempt to hide her moans and shrieks of pleasure. She wanted nothing more than for Spike to know she was enjoying herself and seeing the look of lust and love in her eyes made that all the more clear to him. Spike groaned as Rarity’s pussy continued to shift around him. Rarity wrapped her legs around his waist as she felt his member throbbing inside of her. “Rarity, I-I can’t hold on any longer,” He growled.

Seeing the look of enrapture love and ecstasy on his face, Rarity pulled him into a quick, deep kiss, before staring back into each other’s eyes. “It’s okay. You don’t have to hold back.”

“But-” Spike’s protests were cut short when Rarity placed a finger against his lips.

“Its fine, I’m reaching my peak too, I want us to cum together. I want you to give me every last drop of your seed. Please, cum inside me,” She pleaded.

Hearing Rarity spur him on as she did, Spike quickly leaned and stole Rarity’s lips with his own into a passionate kiss. Rarity tightened her grip around his neck, refusing to let him go as Spike started thrusting with total abandon. Spike tightened his eyes as he felt his orgasm reaching its peak, but in doing so, caused him to miss something. As the two rose together to their sexual peaks, Rarity’s horn sparked to life. As they continued basking in the throes of passion, Rarity’s magical aura spread from her horn and encompass her entire body. Rarity could feel the fire within preparing to explode inside of her. With their limits reached, Rarity broke the kiss, arched her back up and cried out in sheer euphoria as her climax shook her body to the core, releasing stream of her liquid love against Spike’s waist. Spike growled as he gave a final thrust and expended rope after rope of his essence into Rarity’s sacred garden. In that instance, two things occurred.

Spike felt Rarity’s pussy ceased its constant contortions, as it felt like a perfect fit around every inch of his dick and the magic that enveloped Rarity fused into her skin before exploding in a flash of blinding light. In a matter of seconds, the flash dissipated as quickly as it came. Time seemed to slip away as Spike tried to catch his breath. His eyes remained shut as he lie atop Rarity, his face buried in the pillow beside her head. “Mm, now that. Was. Magnificent.” Rarity said, her voice brimming with genuine satisfied bliss.

Spike couldn’t help the smile that appeared on his face. He was glad that Rarity had enjoyed herself, but even more so that he had finally managed to do something he thought he could only dream of; make love to the woman he loved, Rarity. He pushed himself up on his elbows to look his lady love in the eyes, but what he saw caused his eyes to practically pop from his head and his heart to nearly stop. “Whoa,” Spike said as she jumped back, a little further down the bed, getting a better look at her.

“S-Spike, wh-what’s wrong,” Rarity stammered in worry.

“Rarity, you’re…you’re beautiful,” He answered, a look of wonder and confusion plastered on his face.

“Oh, Spike, there’s no need for flattery, dear,” She smiled, batting a hand and waving off his praise.

“No…Rarity,” Spike stammered as he looked around the room. He first reached over the bed to Rarity’s nightstand and turned the light on, to which he then proceeded and jumped off the bed making his way over to Rarity’s triple folded mirror. He grabbed the mirror and brought it over to the front of the bed, “Look at yourself!”

Rarity covered her mouth with her hand as she let out a gasp of pure disbelief. In her reflection, she saw herself, sitting on her bed, but she was no longer a dried up disgusting corpse. In the mirror she saw herself in an entirely new body. Her skin was whiter than snow, soft and smooth, her arms were slim and slender, her legs, long, elegant and shapely. Her body bore the perfect hourglass figure from her narrow shoulder to her slim midsection to her wide bodacious hips. Her breasts were of ample size, much more so than they were when she was living, but not overly so and her posterior was so lush and squeezable. Her lips were a slightly darker, to contrast with her new skin tone, but her eyes were now a beautiful dark indigo and her eyes lashes long and full. To top it all off, her hair was once again shinning, coifed and luxurious as ever, but was now a light azure and much fuller, reaching all the way down to the small of her back.

“Oh. My. Goodness,” She practically whispered as she crawled toward the edge of the bed over to the mirror.

When she reached the edge she stepped off the bed and looked herself over at every possible angle in each of the three mirrors by simply posing in different position like a model. “I can’t believe it.” She said after she was finished and simply touched her delicate and perfectly manicured fingers to her face. “I’m positively gorgeous! This face, these eyes, this hair, these breasts,” She ranted until she looked at her chest, taking each in her hands. “They’re certainly bigger than before and my rear,” She stated when she dropped her hands down to grope her posterior. “This is definitely something new, it’s so big and…squishy. I think I like it better this way.”

“I know I do,” Spike stated.

Spike’s comment caused Rarity to turn to the foot of the bed where she found her dragon lover sitting still watching her, his dick erect and at full attention, pre drooling from the tip. The sight of Spike’s phallus at full mass, hungry for her body gartered her most lust bedroom eyes and seductive smile. She removed her hands from her backside and sauntered over to him, her entire form gliding with such a grace and sexiness that even she didn’t know she was capable of.

When she reached him, she did waste a second or hesitate in the slightest as she straddled Spike’s lap, wrapping her arms and legs around him to stare deeply into his eyes. “Rarity, I-I think you’re a Wight now,” He said, taking her waist in his hands.

“Yes, I do believe you’re right and I also believe that it’s all thanks to you,” She agreed, running her hand through his hair before she felt something throbbing against her rear, “you and your…lower dragon.” She added, looking behind her to Spike’s raging hard on, nestled comfortably between her ass cheeks.

“But how?” He asked.

“I’m not entirely sure myself, but don’t you feel it?” She asked, slightly tilting her head at her own question.

“Feel what?”

“This whole time, every time I’ve touched you, I kept feeling something. I think I’ve been slowly absorbing energy from you, but then when we made love, I felt even more energy flowing through me,” She explained, still looking deeply and lovingly into his eyes. “Even now, just touching you, holding you like this, I can still feel the energy flowing steadily. It’s so…invigorating!”

“Well, I feel something, but it certainly isn’t energy being drained from me,” He chuckled a little nervously as his member twitched between Rarity’s cheeks sticky with pre.

To Rarity’s surprise, she didn’t mind; she actually found it enjoyable, seeing him and feeling him aroused, just for her. She giggled at him and kissed him tenderly upon his lips. “Well, I guess that mystery will simply have to wait for tomorrow when we tell Twilight,” She said looking back into his eyes. “Come, it’s late and I think you need some well-deserved rest.”

She then pulled away and stood up as she took his hand, pulling him up with her as she walked around toward the edge of the bed. Feeling her magic not only restored but more powerful than before, she pulled the covers down and placed her mirror back where it belonged as the two got back into bed. When they were both on the bed, lying on their sides facing each other, Rarity used her magic to pull the covers back up and flipped the lights out. “You know, you can hold me close if you want,” She told him. Having no need to be told twice, Spike inched closer and wrapped his arms around her which she quickly reciprocated, wrapping her own arms as well as her legs around him; Burying his face in her newly restored hair, the scent of her shampoos and conditioners soothing him while Rarity nestled her head into his chest. “You can get closer than that.” She stated as she looked up at him.

“How can I get any closer than this,” He asked, looking down at her in confusion.

Instead of responding, Rarity’s horn lit up and a second later Spike felt the fluttering tingle of her magical aura around his still hard phallus. Inching her lower half back a little, she aimed his member at her still wet womanhood and moved her hips back into place, allowing him to slip inside with the greatest of ease. Spike shuddered as her pussy gripped him in all the right places, not a single inch of his dick untouched by her velvety walls. “Feel better?” She asked with a smile.

“Much,” He answered, closing his eyes and settling his head back into her hair.

“Good, sleep well, my love,” She said, nestling her head back into his chest.

"Good night, Milady." He replied.

Spike quickly fell into slumber and for the first time in a long time, the young drake slept soundly that night. Still unable to sleep, Rarity simply lay awake, listening to the steady beat of her Spike’s heart as well as the wonderful feeling of him inside her. Just hearing his heart alone left her with a blissful tranquilly; such a serene sense of being and feeling his member pulsing in her most sacred of places, it made her feel so wanted, so loved. Both of these things kept her so content that it all seemed to make time fly by.

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Twilight had stayed up all through the night and somehow, through sheer luck, stumble upon a book of supernatural creatures and their inner workings. In doing so, she found out that Rarity was indeed a zombie, but something else that was both strange and also quite interesting. Unfortunately when she discovered this information, the sun had already begun to rise. Wasting not another moment, she gathered her findings and went to go retrieve her friends. Doing so wasn’t all that difficult; it was their constant questioning as to what was going on and why they were headed to Carousel Boutique so early in the morning while the streets were still empty. “Urgh, seriously, Twi, what the hell is going on that you got us running around town so damn early,” Rainbow Dash complained for the umpteenth time, her wings flapping slowly, barely keeping her a few feet off the ground.

“I can’t tell you yet, if I do, you won’t believe me,” Twilight told them for the umpteenth time.

“Twi, we’ve weathered more storms than a sailor on a fishin’ boat in the middle of the open sea,” Applejack stated. “What could yah possible have tah show us that yah can’t tell us about?”

“Oh, oh, oh I know,” Pinkie said, hopping along, raising her hand like a child in a classroom. “Maybe somehow, Rarity came back to life as a zombie and came to Spike and Twilight for help, but then Spike still being the love sick drake we know, offered to look after Rarity back at the Boutique and when they were alone they finally confessed their feelings for each other and shared of night of wondrous desire and passion, however in doing so turning Rarity into some higher form of undead and now the two are probably eating breakfast. I’m thinking pancakes with gems sprinkled on top with whip cream.”

Upon hearing that intricate and somewhat prophetic answer, Twilight stopped dead in her tracks and turned to eye Pinkie in sheer amazement and confusion; the usual expressions she showed when Pinkie was being Pinkie. “Ooooooh, I know that look, I’m right aren’t I?” Pinkie asked gleefully as she clapped her hands together.

“Sugarcube,” Applejack said, placing her hand on her energetic friend’s shoulder. “What have we told you about downing a whole bag of sugar and reading comic books before bed?”

“Yeah, Pinkie, I know I’m still half asleep, but if whatever you said was right I’ll shave ‘Pinkie is always right’ into the back of my head.” Dash told her.

“Um, not to sound mean, Pinkie, but I think the others are right,” Fluttershy said, fiddling with her fingers. “I mean, it’s not possible for someone to come back to life, right, Twilight?”

All eyes fell on her to which the Alicorn princess chuckled nervously and then continued toward the Boutique without another word. The others followed behind and a few minutes later, they reached Rarity’s closed down store as a wave of unease and hesitation washed over them all. Twilight glanced at them and saw the dishearten looks on their faces, their expression signaling they would very much like to be somewhere else but the abandoned shop. Twilight grabbed the handle and then looked back at her friends with uncertainty on her face. “Now, I feel I should warn you, but I think Pinkie maaaaaaaay have hit the nail on the head at least partly, I’m not sure about the latter half. But I’ll explain as best I can after you see for yourself.” Twilight told them.

With that said, Twilight turned the nob and opened the door, allowing the girls to enter. The group of friends walked into the empty room, looking around, but saw no one. “Spike, are you here?” Twilight called out.

They waited for a moment until they heard a muffled reply, “In phere Twiright.”

Hearing the response, Twilight rushed to the source of the reply, the kitchen, with the others not far behind. When they entered, they found Spike sitting at Rarity’s kitchen table eating what appeared to be pancakes with gem sprinkles and whip cream on them. He swallowed the food in his mouth and greeted them with a smile, “Hey girls, what’s up?”

“Oh, Spike, your voice was so muffled I thought something may have happened,” Twilight sighed with relief.

Pinkie eyed Rainbow who glared back at her. “This proves nothing,” The rainbow haired Pegasus told her.

“Spike, where is she?” Twilight asked still feeling slightly worried.

“Oh, she went upstairs to-”

“Spike, who are you talking t-girls,” Cried out Rarity.

The girls turned around to see Rarity in her new found form, dressed in her bathrobe. Applejack, Fluttershy and Rainbow Dash’s jaws practically dropped at the sight of their formerly deceased friend standing before them. “What in tarnation?!” Applejack snapped in shock.

“No way,” Rainbow gasped.

Fluttershy simply fainted.

“Ha, told you,” Pinkie said, pointing her index finger in Dash’s face. “You gotta shave your head! You gotta shave your head! You gotta shave your head!” The party girl repeated mockingly, hopping around in victory.

“Twilight, what’s going on?” Applejack asked, demanding an answer.

“I told you you wouldn’t believe me if I told you,” Twilight said walking toward their undead friend. “Rarity, are you a…”

“Wight? Yes, I am,” She answered proudly. “All thanks to Spike.”

“Spike?” Everyone turned to look at him.

“Hm,” He asked dumbfounded, his mouth once again full of pancake. “Sorry, I…uh, got lost in these pancakes. Mmm, so good!”

“Thank you, Spikey,” Rarity smiled as she winked and blew him a kiss.

“Rarity, I found out some information about what happened to you,” Twilight chimed in, gaining her undead friend’s attention. “It turns out you were in fact a zombie and there was no way to cure you, but there was a way to make you better and that was to turn you into a Wight, which is a higher class of undead. However, in order to do so, you would have had to absorb an abundance of spiritual energy and not just any spiritual energy, but that of a . . . male and the only real way to do that would have been through . . . intercourse. But if you’re already a Wight, then does that means, you and Spike…” She trailed off, looking between her friend and her brother.

In a magical flash, Rarity disappeared from her friends and into Spike lap with her arms around his neck. “That’s right, Spikey Wikey and I are together now,” She answered before planting a kiss on his cheek.

Twilight was slightly taken aback by Rarity’s sudden teleportation spell. She could never do such high level magic before, but she did it so effortlessly, it was astounding. “Ah’m so confused right now, I feel like I picked an apple from a tree, ate it and it tastes like an orange.” Applejack said, taking her hat from her head and fanning herself with it.

“Oh come now, girls, we’re all finally back together again,” Rarity smiled as she stood up and walked over to them. “You can’t believe how much I’ve missed you. I wanted to tell you I was back, truly, I did, but I didn’t want you to see me…the way I was, so I made Twilight promise not to tell you until she found a way to fix me. But now, I feel better than ever and if I dare say, look better too.” Rarity said, twirling her fabulous form around.

“Yeah, it’s definitely her,” Applejack smirked, putting her hat back on, “As prissy and high haughty as ever.”

“Yeah, now I can throw a ‘Rarity came back from the dead, became a Wight and finally got together with Spike’ party,” Pinkie said as she brought all her friends into a hug, which they all quickly returned.

“I missed you girls, so much,” Rarity said as they pulled away. “This is perfect. I’m . . . somewhat back to life, I have the love of my life and my friends back. What more could I ask for?”

“Urgh,” Everyone heard Fluttershy’s groans as she picked herself up, rubbing her head. “Girls, I had the strangest dream. Rarity came back to life and…” The poor shy Pegasus voice trailed off as she looked up and saw her dream was in fact reality, to which she promptly responded by fainting once again.

“Oh dear,” Rarity said, covering her mouth as she and her friends tried to help the passed out animal caretaker up.

“You know, it’s gonna take forever explaining this, especially if she keeps passing out,” Spike stated as he went back to take another bite of his pancakes. “So good!”