Author's Notes:

I'm here again with another update. I notice plenty of you are concerned about my Crystal Prep Cuties Fic since I haven't updated in a month. I want to assure you I have not forgotten about it at all. When you get on a roll with updating one other fic you can't help but continue to focus on it. I am thinking about the next chapter for it, but I still need to think on it. I'll see you all again soon.

One morning at school, Spike had gotten into class where Snips and Snails were waiting for him, "Morning, guys." Spike greeted the two.

"Spike, man, we need to talk." Snips began.

"About what?" Spike wondered.

"About your buddy Stone." Snails answered.

"Stone? What's Stone got to do with anything?"

"Your buddy moved in on our territory!" Snips snapped.

"Which territory?" Spike inquired.

"You know the janitor's closet?" Snails asked.

"Yeah."

"We caught him in there playing videogames." Snips explained.

"Guess, that explains why he hasn't been seen for a few classes," Spike muttered to himself before speaking back to his boys, "And?"

"We found him in there while we were in the middle of looking at our favorite comics." Snails explained.

"Turns out he has been looking at one of them from our collection pile." Snips added.

"Which?"

"Gunslinger Mercenary Hotties, yuri edition volume 5." Snails answered.

"Oh, I remember that one," Spike said, as he fantasized about all the hot moments before getting back on topic, "How'd he enjoy it?"

"Well, that's the thing. You wouldn't believe what he said." Snips said.

"He asked if we really read this stuff!" Snails snapped.

"Ouch." Spike groaned.

"What is he gay or something?" Snips asked.

"Oh, you couldn't be more far from it." Spike answered.

"What do you mean?" Snails asked, as he and Snips leaned in.

"Stone is actually seeing one of the girls in school."

"Get out!" Snips gasped.

"Who is it?" Snails inquired.

"Octavia Melody." Spike whispered.

"What?!" the two gasped, as Snips spoke, "The cellist hottie?"

"That can't be!" Snails denied it.

"But it is." Spike assured them.

"What does she see in a lazy ass like him?" Snails demanded.

Spike sighed and answered, "Well, he's got long hair, and many ladies do like a guy with long hair. I don't need to worry about that because Twilight already loves me. Second, he's actually got good fashion sense. Nothing like Rarity's, but decent enough. And he's mysterious, which apparently is all the rage."

"I can be mysterious!" Snails declared.

"So can I!" Snips declared at his side.

"Right," Spike answered dryly, and thought to himself, 'It also helps both of them aren't even from this world.' he turned his attention to the front as classes began.

Meanwhile in the lair of Sombra, he was sitting in an armchair, until an umbrum flew around him, "You sent for me, King Sombra?"

"Yes, Rabia. I'm concerned about Spike the Dragon King. I haven't been sensing much doubt in him for a while. I want you and some of the others to spy on him and stir him up so that he will once again doubt his friendship."

"As you wish, master." Rabia answered, as she flew off.

Sombra thought to himself, 'How could he suddenly forget all I told him? Perhaps his spirit is stronger than I thought. No matter. His spirit won't last forever. When the time comes it will crack and he will be at my mercy.'

Back at the school when it was let out, Spike was at the track field watching Rainbow run laps while wearing black shorts and a blue sports bra. He observed Rainbow moving her legs as if she was running a marathon, while at the same time watched as her breasts bounce with her movement.

'Athletic and sexy. Rainbow Dash is one in a million awesomeness.' Spike thought.

'Is that why you stuck around to watch? Because you plan on asking her next?' Bahamut thought to him.

'That and I like watching her practice. Inspires me to do the same when I'm getting some in.' the boy thought back.

Rainbow Dash finished her lap and took a few breaths before walking to the bench and drank from her sports bottle, "That was exactly what I needed. Thanks for sticking around with me, Spike."

"No problem, Rainbow. You look like you worked up a good sweat from all that."

"I know. Time to hit the showers," she walked in that direction before turning back to Spike, "You coming?"

"Me? But I didn't even do anything."

"Doesn't mean you can't join me. Come on." Rainbow took his arm and dragged him along.

"Hey! Easy!" Spike called, as he was being dragged, 'Another time in the girls locker room with Rainbow Dash. Score!' he thought.

As the two hurried off, Rabia and a number of umbrum had been watching from for a distance, "Ok, you lot. Let's move." Rabia ordered, as they got closer.

Meanwhile in the girls locker room that was unoccupied except for the two friends, Rainbow Dash was in one shower stall washing up, while Spike was in a second one cleaning up too.

"So how've classes outside P.E been doing for you?" Spike asked Rainbow.

"Same old boring stuff, you know?" she replied.

"Same here." Spike agreed.

"This is why I live for the weekends."

"I can believe it."

As they continued washing up, Rainbow spoke up, "So, Spike, I heard you asked Fluttershy to be part of your harem."

Spike did a double take, "You did? How'd you know?"

"I have my sources." she smirked.

Spike spoke dryly, "You were spying on us weren't you?"

"Not spying... Ok, spying." she confessed.

"And why were you spying?"

"Because I was worried about Fluttershy. She's been my friend for years, remember?"

"I do, and I respect that."

"And... I possibly... Was jealous." Rainbow winced while resting against the wall of the shower stall.

"Jealous?" Spike asked her.

"Yes! I admit I can be jealous too!" Rainbow snapped, "I-I was jealous that you asked Fluttershy before me."

Spike not expecting that asked, "You're serious?"

Rainbow sighed, "I am. I mean I'm happy Fluttershy got asked, but a part of me was hoping I'd get asked next. I'm not blaming you or anything. It's just did I do something wrong?"

Spike sensing her sadness from the other side of the stall had to do something. Taking a chance he grabbed the top of the dividing wall and lifted himself up to look into the stall Rainbow was using.

Rainbow realizing Spike was looking into the stall gasped and tried covering up, "Spike, what're you?"

Spike held a hand up to silence her. Rainbow who ceased speaking allowed him to speak, "You didn't do anything wrong, Rainbow. Just because I asked Fluttershy or anyone else before you doesn't mean I think any less of you."

"It doesn't?"

"Of course not. I care about all of you equally." he smiled.

Rainbow looked up at Spike's smiling face, before a smile came upon her own face along with a faint blush, "Oh, Spike," she dropped her arms not covering herself up. She activated her wings and flew up to the top of the small to meet Spike on eye level, "You're one of the best friends an awesome girl like myself could have."

"I'm lucky to have you for a friend as well, Rainbow." Spike answered, still smiling.

Rainbow suddenly smirked, as she flew over the stall and landed in Spike's, taking the boy by surprise, "Rainbow, what're you?" Spike was cut off, as Rainbow pinned him against the shower stall's wall and planted her lips upon his proceeding to make out with him.

Spike who started out in surprise at Rainbow's bold move succumbed to it. He wrapped his arms around her waist pressing their bare bodies together as they made out with passion.

Outside the locker room, the umbrum and Rabia were waiting for them patiently planning to get the drop on them.

Afterward, both Rainbow and Spike after showering off had gotten dressed and were prepared to leave the locker room.

"That was the best shower I ever took." Spike said, remembering what he had just did moments ago.

"Same here," Rainbow admitted, "So have you done anything like that with Twilight?"

Spike tensed recalling the times he showered with her and bathed with her, before speaking, "A few times."

"Really? Do tell." Rainbow smirked.

Spike realizing he shouldn't have answered replied, "I'd rather not. It's mine and Twilight's privacy."

"Oh,come on," Rainbow leaned into him, "There shouldn't be any secrets in a harem right?"

'She has you in the cross hairs partner.' Bahamut thought to Spike.

Spike ignoring his less than helpful dragon friend, just headed for the locker room doors and opened them. But the minute they exited the umbrum appeared before them.

"What the hell? What is this?!" Rainbow gasped.

"The umbrum!" Spike gasped.

"These things are the umbrum?" Rainbow asked.

"Correct, element of loyalty." Rabia appeared.

"Who're you?" Spike asked.

"I am Rabia. King Sombra sends his regards."

"Why doesn't he give us his regards himself? The coward!" Rainbow mocked.

Rabia frowned, "I will teach you some respect. Attack!" she ordered, and the umbrum swarmed around the two.

"Rainbow, come on!" Spike called, as they jumped to the side and transformed.

"Let's get in the game!" Rainbow called, as she flew up and started fighting the umbrum soldiers.

Spike seeing it was her and Rabia fought, as Rabia spoke, "Why are you still with her?"

"What're you talking about?" Spike wondered.

"Did you not listen to a single word Sombra had told you?"

"I heard enough coming from him. And I can tell is that he's nothing but a liar!" Spike called, as he spat fireballs at Rabia.

The Umbrum leader dodged the fireballs before flying at Spike delivering a punch at him. Spike shoot it off and fought back with a punch of his own.

"They'll turn on you when you least expect it." Rabia warned him.

"You and your master are nothing but liars!" Spike shouted, as he powered up to his armor form and fought Rabia in the air.

Rainbow Dash was flying around launching lightning strikes at the umbrum one by one, but they were recovering and continued to swarm at her.

"Jeez, these things are worse than changelings!" Rainbow called, as she continued to pick them off.

"We are far superior to the changeling species." one umbrum hissed.

"I'll be the judge of that!" Rainbow launched a thunder blast at one umbrum. The creature took the attack and fell to the ground defeated.

More umbrum kept swarming at her, as she continued to fight them off. Spike meanwhile continued fighting Rabia despite whatever shadow magic she was throwing at Spike, "Persistent dragon aren't you?"

"There's a lot about me you don't know about." Spike answered, as he swung his bladed tail at Rabia knocking her off balance while flying.

"One thing I do know is you're a threat that needs to be subverted!" Rabia attacked Spike, as the two grappled.

As they grappled, Spike looked past Rabia seeing Rainbow Dash was picking off the umbrum soldiers, but more kept swarming around her.

"Rainbow!" Spike called, as he overpowered Rabia and flew in to help his friend.

He arrived at her side, as she spoke, "Don't worry, Spike, I have things under control."

"I know. But never hurts to take some weight off." Spike humored her, as the two unleashed their attacks together making the umbrum fall.

Rabia seeing her fellow umbrum defeated growl at the two, "I'll destroy you both for my master!" she was about to attack only to get hit by a blast of magic from behind. The three looked back seeing Twilight and the rest of the elements of harmony powered up and ready to fight.

"You started the party without us? No fair!" Pinkie complained.

"Well, better late than ever." Applejack replied, as she cracked her knuckles.

Rabia frowned, "I'll deal with you all later." she vanished along with the rest of the umbrum.

The girls and Spike touched down before returning to normal, "Are you two all right?" Twilight asked Spike and Rainbow.

"We're fine, Twilight." Spike assured her.

"What was that about?" Sunset asked.

"That was the umbrum, Sombra's minions." Rainbow explained.

"They didn't look very pleasant at all." Fluttershy noted.

"Yeah. And they were twice as pesky as the shadow bolts and changelings combined." Spike noted.

"What did they want?" Rarity inquired.

"I think they were trying to get to me," Spike began, "That one who just left was trying to refill my head with Sombra's words."

"And trying to make you doubt our friendship?" Pinkie asked.

"That's right. But I didn't listen to her. And I never will." Spike promised.

"That's good," Twilight said, "Remember, Spike, we'll always be here for you."

Spike smiled at her words, "Thanks, Twilight."

Rainbow smirked, as she decided to change the subject, "And I got news for you, girls."

"Ooh, what is it?" Pinkie asked with excitement.

"I was just accepted in Spike's harem!" Rainbow cheered.

"Really?" Fluttershy gasped, "Rainbow, that's amazing!" she hugged her best friend.

"Well, how about that?" Applejack asked, as she patted Spike's shoulder, "Congrats there, Spike."

"You certainly weren't beating around the bush, weren't you?" Rarity giggled.

"You could say that?" Spike chuckled, until he saw Twilight staring at him, "Twilight?"

"Why didn't you tell me you were going to ask Rainbow Dash next?"

"Oh, well, I was so caught up in the idea I guess I went ahead without informing you." he smiled sheepishly.

"I see," Twilight relied, before putting an arm around him, "Why don't we get you back home and heal you up?"

"Uh, I don't feel that beat up, Twilight." Spike said nervously.

"You can never be too careful." she said with a grin, as she led him off.

"Twilight, you're kinda squeezing my neck." Spike groaned.

Applejack looked at Rarity, "Think we should follow them?"

"Oh, don't worry. She's just acting the way she should in this situation." Rarity replied while finding Twilight's jealousy adorable.

"I know she wouldn't do anything to him." Fluttershy believed.

"Yeah." Rainbow agreed.

Pinkie and Sunset watched as Spike left with Twilight, as the poofy haired girl spoke, "Just you and me now."

"Yeah." Sunset agreed.

"Nervous?"

"Not so much."

"Yeah. Me neither."

The two stood awkwardly while watching Spike with the same thing on mind, 'When will he ask me?'