As Spike and his friends continued to have fun on the beach, Applejack and Rainbow were pulling him along. Each one was carrying a surfboard, while Spike looked a bit uneasy.

“Are you girls sure about this?” Spike asked the two girls nervously, “I've never even surfed before, and I-”

“Trust me, Spike,” Applejack began, “With us showing ya the ropes you'll be hanging ten in no time. Twenty even.”

“I’d only be hanging twenty if I was wiping out.” Spike pointed out.

“Aw, don’t be such a wimp, Spike,” Rainbow assured, “Plus, as fun as riding waves in Eden is, there is no substitute for the real thing, I mean you can't get an authentic salty sea air or windy blow to the face in a game.”

“True,” Spike admitted though he still didn’t look very sure, “Look, I’m sure it looks fun, but-

“Don't worry, we'll be right there beside ya.” Applejack promised while holding onto Spike's arm.

“And even if you wipe out, we'll both be there to give you mouth to mouth.” Rainbow added while smirking flirtatiously at him.

Spike blushed, “Well, I guess I could give it a whirl.”

“I thought you would.” Rainbow laughed.

“Well, then let's go!” Applejack said, as she and Rainbow brought him out into the water with his board.

As they swam out while on their boards, they saw some decent sized waves coming for them. Rainbow and Applejack looked ready to take on the waves, though Spike gulped. Still unsure if he should take them head on.

“Alright, Spike, find balance and stand.” Rainbow instructed as she and Applejack stood up on their boards.

Spike stood up on his board, making sure he was evenly balanced on it. Once he found his equilibrium, he kept himself steady.

“Hang tight buddy, here it comes.” Rainbow said, as the waves were getting closer.

Spike started to wobble as he and the girls rode atop the waves, but managed to regain balance. As he rode the wave, Spike's nervousness melted away and felt confidence, a smile growing on his lips.

“Hey, this isn't so bad.” Spike said feeling happy.

“Told ya.” Applejack said, as the three continued to enjoy the surf.

“Cowabunga!” Spike cheered, as he rode the wave.

Rainbow looked back and her eyes brightened, “Look alive, guys. We got us a big one.”

Spike and Applejack looked back seeing a much bigger wave approaching. Applejack looked very determined to take on the wave while Spike got nervous again, though he felt that it was too late to turn back.

“Whoa.” Spike gasped.

“Feeling ready, partner?” Applejack asked Spike.

“Well, there's nothing like a hands-on experience.” Spike admitted.

“Then let's go.” Rainbow said, as they surfed their way to the wave.

As they got closer the girls cheered as they rode it with Spike, despite being scared out of his wits, braved it.

“Isn't this great?” Rainbow asked, “The waves are totally killer!”

“I'll say!” Spike cheered, as he rode alongside the two. Suddenly Spike started to lose his footing and found it hard to regain balance on such a bigger wave, “Wipe out!” he called out as he fell off his board and into the water.

“Spike!” Rainbow and Applejack cried out as they surfed down.

Spike resurfaced and climbed on top of his board as it drifted along the calmer part of the ocean. He sighed, relieved that he lived through the wave. Grabbing on to the board, Spike paddled his legs and made his way to shore. Not long after, Rainbow and Applejack joined him, concerned looks on their faces.

Applejack spoke up, “Are you ok?”

“Never better,” Spike answered, “That rush did get my heart going…though I may need more practice before taking on bigger waves.”

“Ya may have lost control, but you did better than we expected.” Rainbow commended him.

“Keep at it, and you'll get better.” Applejack added, “Heck, I may even give you a few pointers.”

“Thanks, girls,” Spike said appreciatively. His expression turned hopeful and asked, “Is it still too late to ask for mouth to mouth?”

Rainbow responded by playfully shoving Spike off his board and into the water. He poked his head up and spoke, “Ok, I guess I walked right into that one.”

“Could you believe this guy?” Rainbow scoffed.

“I hear ya,” Applejack laughed, “Guess his heart isn’t the only thing that’s racing.

Later on, Spike was back on the beach helping Twilight build a sandcastle. He was called over to join her and was surprised that she had blueprints in hand for making the sandcastle and saw how elaborate the plan was. All Spike could do was raise an eyebrow and sighed, knowing that was going to take a while to build.

“Structure here needs to be perfectly leveled to support the foundation.” Twilight explained to Spike.

“Jeez, Twilight, this is a sandcastle we’re building, not complicated architecture.” Spike said dryly.

“You know there is architecture in sandcastle building, Spike.” Twilight reminded him.

“Touche,” Spike said, ‘I still say she’s overdoing this.’

Seeing that Twilight had it all figured out, Spike just followed along in helping her build it. He was grateful that Twilight brought along some carving tools and enough buckets for the sand. To Spike’s surprise, the sandcastle didn’t take long to build and soon enough, he and Twilight saw the end result of their hard work. The structure looked more like a tree holding the castle building by its branches and had a nine-pointed star on top. Spike had to admit that it did look impressive and Twilight looked very proud of herself.

“What do you think, Spike?” Twilight asked.

“I think we outdid ourselves here.” Spike answered.

“What should we call this place?” Twilight asked him.

“The Castle of Friendship?” Spike suggested.

“So cliché.” Twilight replied.

“Well, that's my suggestion, what've you got?” Spike challenged her.

Twilight tried to answer, but nothing came to, “Actually, I got nothing.”

“Castle of Friendship it is,” Spike said proudly, as Twilight sat by his side, “Wish it could last forever.”

“Structures eventually crumble…but friendships always last,” Twilight reminded him, “Still, it's sad to see this piece of work be taken by the ocean.”

“So, let's make sure we remember it.” Spike suggested, as he took a selfie of himself and Twilight with their sandcastle in view.

Afterward Spike and Sunset Shimmer were putting on diving goggles, flippers and snorkelers. While he did manage to enjoy surfing, going beneath the water and exploring the undersea wildlife was something he had wanted to do. Plus, he felt that he was in good company.

“Ok, Spike, ready to go diving?” Sunset asked.

“Sure am, Sunset.” Spike confirmed.

“Ok, goggles down,” the two put their goggles over their eyes, “Snorkelers ready.” they put the mouth piece of their snorkelers into the mouths. And then they walked their way into the water before getting deep enough they dove downward.

As soon as they were under, both Spike and Sunset swam deeper to get a good view of under the water. They observed all the smaller fishes swimming around in schools or splitting up. The two swam over to get a good look at a reef covered in coral. Spike and Sunset marveled at the beauty of the aquatic environment. The boy gently ran his hand along some seaweed seeing it sway in movement of the water almost as if it was flowing in wind. Sunset was looking at some starfish and anemones carefully studying their appearances, while Spike was swimming with the fishes as if he was one of them.

Soon the two swam back up top and resurfaced. They removed their snorkelers and breathed in the fresh air.

“That was fun.” Spike admitted.

“And insightful. Studying all the life down there has given me inspiration to paint an underwater scenery next time.” Sunset added.

“I'm glad we got a chance to see such a beautiful sight, Sunset. Thanks.” Spike said, as Sunset swam closer to Spike and embraced him.

“You're welcome,” she kissed him, and Spike kissed her back, “Glad I could get this time with you. I know you have a tight schedule with the other girls, so…”

“We could explore a few other things if you want.” Spike suggested with a knowing smile.

“You ARE a perv!” Sunset smirked as she splashed some water some water on Spike’s face.

Spike had returned to the beach and went for a walk. He looked seeing children at play, couples relaxing by either staying in the shade or tanning. Spike was glad that he could experience the calming atmosphere and had to admit that he loved it, breathing in and out. He eventually happened across Rarity and Fluttershy. They looked like they were in the middle of something. Curiously he approached them.

“Hey, girls, what're you two up to?” Spike asked

Rarity, hearing Spike, looked back to see him, “Spike, you're just in time. Allow me to show you my latest in creation... Crustacean couture!” she showed Spike a crab that was dressed up with a crown.

Spike looked at the crab in disbelief, “Wow. I've seen dogs and cats wearing clothes, but crabs?”

“Fabulous, isn't it?” Rarity asked with pride, “And the best part is, they're water proof. Though I did have Fluttershy help me out since I didn’t want Eugena fussing about.”

“Eugena?” asked Spike curiously.

“I gave her the name,” Fluttershy responded, “I thought it fit her nicely.”

“You really can dress up anything, Rarity. Next thing I know you’ll be dressing up sea sponges and starfish.”

“Oh, I think I can manage, darling.” Rarity batted her eyes at him.

“Hey, you guys!” called Pinkie, as she came over with snow cones, “Snow cone?”

“Please.” Rarity said, as she took one.

“I’ll take one.” Fluttershy said, also taking one.

“Don't mind if I do.” Spike took one for himself.

The four sat and enjoyed their frozen treats, while shaking a bit, “My outside feels hot, but my inside feels chilly.” Pinkie humored her friends who chuckled.

“I hear ya.” Spike agreed.

“Coming here truly was a good idea.” Rarity sighed in relaxation.

“It’s just so calm and peaceful here,” Fluttershy sighed as she looked out into the ocean.

“Yeah, we needed to get out of the tower. Especially while it's Spring Break.” Spike said as he took a lick on the snow cone.

As Spike was caught up in the moment, he suddenly felt a sharp pinch right on his behind. His eyes widened and he screamed, “YEOWCH!” he began running back and forth, crying and pleading for help as the crab Rarity had dressed up was clinging to Spike's butt through his trunks.

“Spike, don't move around so much!” Rarity warned him.

“Just calm down!” Flutteshy said, but Spike was still flailing and running around.

“Let me try pulling it off!” Pinkie said as she chased Spike.

“What's going on?” came Twilight's voice as the rest of the girls walked over.

Spike quickly stopped and turned around so no one would see, feeling embarrassed about it.

“Spike, did something happen?” Sunset asked.

Before Spike could say anything, Pinkie beat him to it, “Something happened, all right.”

“So, what is it?” Applejack asked.

Spike sheepishly turned around to reveal the crab pinching onto him. The girls stared for a bit, until Rainbow's face started scrunching up before she broke out into laughter.

“Oh, that's hilarious!” she laughed hysterically.

Spike frowned, “Glad you're having fun!” he said in sarcasm, “Now can one of you get it off before I get a real mark on my ass?”

“Hold still, Spike. Let me handle this.” Fluttershy said, as she gently held onto the crab rubbing its body to make it relax. Eventually the crab loosened its grip onto Spike before finally letting go. Fluttershy sat the crab on the ground as it waddled away.

Spike sighed in relief, “Finally.”

“That really had to hurt.” Sunset said.

“Will you be all right?” Applejack asked in concern.

“Don't worry, I'll live.” Spike assured them.

“Well, then let's go play some volleyball.” Rainbow suggested, as the girls and Spike looked interested.

Soon the girls had set up a volleyball net and court lines. On one team was Sunset, Twilight, and Rarity, while the other team was composed of Applejack, Rainbow Dash, and Pinkie Pie with Fluttershy keeping score. Spike decided to sit this one out and just watch as a supporting spectator. He fidgeted, still feeling sore from the pinch the crab gave him.

As the game went on, Spike was interested in the view than actually seeing who was winning between the two teams. He watched as each girl volleyed and knocked the ball across the net, their breasts shaking and bouncing around. Spike’s excitement grew, knowing he had the best seat with the best angle.

“Enjoying the view?” came a voice making Spike jump. He looked to his left to see Celestia sitting next to him, and Luna on his right.

“Uh, yeah, good view for the game.” Spike said sheepishly, while trying to keep it cool.

“Right, the game,” Luna smirked, making Spike smile in embarrassment, “I’m sure curves of the ball are way more interesting than the curves of girls.”

Regardless of the sisters teasing, Spike kept on watching the game not really caring who had the most points or playing the best as long as they were all having fun.

“You really do love them, don't you, Spike?” Celestia asked.

Spike looked at Celestia, before looking back at the girls smiling, “I do, Ms. Celestia. Twilight, Rarity, Sunset... I love them all so much. Being here with them and with you two…it makes me feel as happy as I ever felt in my life. And I can tell when they're with me they feel just the same.”

Celestia and Luna smiled at each other, as Luna rested her head on Spike's shoulder, “Celestia and I feel that way too when we're with you, Spike.”

Spike realizing Luna was laying her head on his shoulder froze at the bold gesture she was doing with him in public. He suddenly felt the same feeling on his other side, and looked to see Celestia was resting her head on his other shoulder.

“We both feel our happiest when we're with you.” Celestia told him, as she got her head comfy.

Spike was overcome with joy and relaxed as he had two hot adult ladies used his shoulders to rest their heads on, and thought to himself, 'How do I get so lucky?'

Suddenly, Celestia whispered something in Spike’s ear. The boy blushed, his eyes growing wide.

Moments later, the volleyball game was called with Applejack, Rainbow, and Pinkie's team as the winners, “Oh, yeah, are we awesome or what?” Rainbow asked her teammates.

“We're super!” Pinkie cheered.

Applejack looked over to the others, “It was a good game, girls.”

“Yeah, it was fun.” Sunset agreed.

Rarity looked up at the sky seeing it was going to be getting late, “We should be heading back soon.”

“Agreed,” Twilight concurred, “So what say we all have one last swim?”

“Yeah!” the girls agreed.

“You three coming?” Pinkie called to Spike, Celestia, and Luna.

“We're on our way!” Spike called, as the three got up and followed the girls back to the water and swam.

Spike laughed as he swam about enjoying the cool water against his body and the sun shining down.

“Oh, Spike!” Rarity called in sing song.

Spike looked over seeing the girls, and two adults swimming closer to him while bearing amorous looks.

“Girls, why're you looking at me like that?”

“Since we're coming down to the last few moments of our beach day, we felt like we should give you an extra special treat.” Rarity told him.

“And what's that?” Spike wondered.

“Look below.” Rainbow smirked.

Spike looked down and saw the girls had their breasts hanging out of their bikini tops under the water. Though underneath the water, Spike still got a perfect view of them. Despite how hot he was feeling from this, he looked around in worry.

“Girls, we're in public, remember?”

“Don't worry, we're far enough away from anybody else to notice.” Applejack reminded him.

Spike noticed she was right and that there was nobody else swimming close enough to see them, “Right.”

“So, let's just enjoy this last swim together.” Fluttershy said, as they all swam closer to Spike hugging him while pressing their racks around his chest and back making his body go red.

'Now this was a beach day.' Spike thought.

That night after the group returned to the tower. Though they showered off all the salt water smell and sand they had on them at the beach shower stalls, the group made sure to take another shower at home just make sure.

After finishing off his shower, Spike, with a towel around his waist, was surprised to find Celestia in his room, dressed in only a bathrobe. Before he could ask, Spike was taken by the hand. In no time, Celestia brought Spike into her bedroom, before hanging a do not disturb sign on the door.

“There, just as Twilight suggested.” Celestia said.

“Yeah, at least we're giving them the heads up,” Spike chuckled, “And I appreciate you wanting me to sleep with you tonight, Ms. Celestia.”

“Of course. After a long day it'd be nice to have something warm and cuddly to snuggle with.” Celestia smiled sweetly at Spike.

Spike smiled sheepishly, “Yeah.”

“Well, then, let's get comfortable together.” Celestia said, as she started to undress herself.

Spike watched as Celestia's robe hit the floor. Once the beautiful principal was naked, Spike eyed her body up feeling like no matter how many times he sees her naked it always feels like the first time seeing her like that all over again.

Celestia seeing the adorable awestruck look on Spike's face made her feel satisfied that she successfully turned him on, “Well, Spike. Your turn.”

Spike nodded, as he let the towel drop, leaving him naked like his principal. Celestia smirked at Spike's erection, before getting into the bed and pat the open spot for Spike. The boy climbed into the bed, as Celestia covered them both up.

The two snuggled closer, as Celestia laid her hand on Spike's cheek caressing it, “Oh, Spike. You're very handsome, you know that?”

Spike blushing from Celestia's gentle touch answered, “The girls tell me that all the time. And it never gets old.”

“Well, it's the truth. You are very special, Spike. To the girls, Luna, and myself.”

“And you're all special as well.” Spike smiled, as he leaned forward and the two kissed.

Spike's arms wrapped around Celestia's naked body, as his hands traveled all the way down her back before reaching her ass and gave both cheeks a good squeeze. This caused Celestia to moan in delight, as her lips remained locked with Spike's.

The two parted as they looked into each other’s eyes, smiling happily as Spike caressed Celestia's cheek and playfully rubbed one of her breasts, “Who's one of the most beautiful women in the world?”

Celestia moaned, as Spike rubbed her breast and played with her nipple as well, “Is it me?”

“Of course, it's you.” Spike continued to pleasure Celestia, and rubbed both of her breasts getting her hot all over.

Celestia moaned, as Spike was massaging her body all over. As sinful as it was to enjoy this from being touched by a younger man, let alone one of her students she couldn't ignore how skilled Spike was when it came to handling a woman.

“Spike…I can’t take it,” Celestia said huskily.

“I can’t either,” Spike responded, getting a bit bolder and continuing pleasuring Celestia.

About an hour later, Spike and Celestia wore each other out, sweating profusely and breathing heavily. They laid next to each other in each other’s embrace.

“One day of Spring Break down.” Spike said, while resting close to Celestia's bosom.

“And still more to go,” Celestia finished, as she held the boy closer before kissing his forehead, “Goodnight, Spike.”

“Goodnight, Celestia.” Spike yawned, and so they fell asleep together.

Editing and finishing alterations courtesy of Duke Moon II