The day started early as the seven close friends walked through Canterlot to make it to the port, excited as they all could be. For the first time in far too long, the girls deserved a proper retreat. Starlight actually knew a pony who was able to get them high class rooms and free access to everything on the ship.

And for Twilight's sake, she doesn't have to entertain on other pony else. She could focus her time and energy on herself and with her friends. And no crazed fans shadowing her at every waking moment. Like last time.

"Boy oh boy, this cruise is going to be awesome!" Rainbow Dash cheered, her wings flapping slightly. "When was the last time we actually had a vacation?"

"Like never!" Pinkie Pie chirped, bouncing in excitement, her cotton candy mane and tail bounced with each step. "The parties, the tasty foods, the games, the parties and the tasty foods and-"

"You said those two twice now," AppleJack said, slinging her duffle bag over her shoulder. She was nervous. Big Mac was visiting Sugar Belle and Granny Smith was having her own little vacation with Golden Delicious, so the farm was unattended except for Applebloom, and Applejack had never been on a cruise before, and she didn't want to come home and find that her sister had trashed the place.

"I did?"

"Now Pinkie, darling," Rarity said, adjusting her diamond encrusted sunglasses. "There are more things to do than attend the parties and eat the food." She grabs the brochure and opens it up, showing them the page of a fashion show that was scheduled. "Like the fashion show! I can use this show to show off my new summer line."

"From what Sea Sun told me," Starlight said, "there's enough activities to keep everyone occupied and ensure a good time. He said we'd be at Bahoofmas by the end of the second day, and that we'll stay there for a day or two before we head back home."

"We can't thank you enough for setting this up," Fluttershy said with a gentle smile. "Angel Bunny thanks you too." She said. In her arms lay that very bunny, one paw tucked behind his fuzzy head, dark sunglasses on his face, and giving a satisfied sigh while feeding himself a carrot. Angel Bunny was starting this vacation right. "Too bad I can only bring one animal on the cruise."

Rainbow Dash stealthily glanced over to her backpack to see Tank sticking his head out and giving her a tender smile. Now she doesn't feel guilty on taking her pet on the ship.

"We all appreciate this." Twilight said.

"It's no problem," Starlight smiled at her friends. "We all needed this." She looked at every pony, making sure they have their things…

Only to notice that Rarity was only holding the brochure without a bag in sight. "Um, where's your stuff?"

Rarity looked up from the brochure. "Excuse me darling?" she asked as she tucked the paper into her little handbag.

"Your clothes, where are they?" Starlight asked her again.

"Oh!" Rarity said, finally seeing what Starlight was talking about and chuckled. "Spike's carrying them." Rarity points with behind them.

"Spike?" Twilight raised a brow before turning her head to look and her jaw nearly dislocated at what she saw.

Spike, now approaching his twenty-third birthday, was taller than any of the mares, even a couple of inches taller than Big Mac, and was pulling along a huge cart filled with a mountain of suitcases. Twilight could tell how many, she could not see the far side of the pile.

Now over the years, Spike had come along quite nicely. He wore baggy green pants tucked into a pair of black combat boots, and the black tank top he wore showed off his well toned and muscled scaly arms with the fabric hugging his frame closely, save for a few holes for the spikes along his back, as well as his wings and tail.

Wings which finally grew in when he had turned sixteen. He wasn't a great of a flyer yet, since he wasn't born with them; but at least he was better than Twilight.

All of his baby fat was gone, burnt away as he spent a hours few times each week playing hoofball and working out at the gym. The exercise really filled him out. Spike had turned out to be a good looking dragon.

But some things never changed. For instance, he was dragging Rarity's luggage like the faithful love sick puppy he was. His feelings for the marshmallow white mare had only increased over time, and he was still madly in love with her.

Spike dragged the cart to catch up with the other girls and saw the look at Twilight's face.

"You okay?" Spike asked her.

Pinkie reached over to the princess and picked up her jaw herself. "Spike, I thought you were going to stay at the castle?" Twilight finally said before rubbing her jawbone, which was now sore.

"Rarity invited me as her plus one," Spike said as he grinned. Though he gotten older, that same childlike grin always lingered.

He had been so excited when Rarity asked him to come. The moment still was fresh on his mind.

Rarity entered the castle library while he was organizing Twilight's books.

"Spikie Wikie dear!" Rarity called him down.

Spike perked up and swooped down as fast as he could… he ended up crashing into a pile of books waiting to be organized and shelved. He sat up in a daze and shook his head before looking up.

Rarity had bent forward a bit looking down at him, her hands on her thighs with a slight smile. The white shirt she was wearing was tight, it outlined her firm breasts beautifully as they floated right in front of his face, causing him to blush pure red.

"Are you alright Spike?" Rarity cooed. "That was a nasty fall you've taken."

Spike grinned like a big dummy and scratched the back of his head nervously. "Never better. I'm still getting used to having wings, you know, and taking off is easy. Landing is hard." 'Smooth move there idiot,' he thought.

Rarity giggled, causing her boobs to jiggle just right. Spike quickly looked up and tried to put his mind on other things. Just looking at her, being this close to her body, his cock twitched within his pants.

'Damnit Rarity.' The older he gotten, his need for her increased. Just seeing her, the smell of her perfume, that adorable laugh of her's; it was all causing his dragon blood to boil with lust. He usually managed to keep it down, but when she's this close to his face he felt he could pounce on her at any moment.

But being the noble dragon he was, he was going to do his best to keep himself in check.

But sweet Celestia!

"I-is there something you need, Rarity?" Spike asked, trying to contain himself.

"Why yes darling," Rarity said, finally standing up to where she wasn't so close to his snout. "You know about the up and coming cruise the girls and I are about to partake in, right?"

Spike nodded. "Yeah, I know. A girls' week off. I already talked about it with Twilight. I've got the castle handled."

"A whole week." She made a slight pout. "And one of those days that we are abroad is your birthday."

Yeah, Spike's birthday was coming up soon. Twilight and the others would be gone that entire week. He'll probably just celebrate it with Thorax and Ember. He was fine with that.

"Starlight mentioned that all of us girls can bring one person along with them." She said, looking at him with half-lowered lidded eyes. "And I don't want you to be alone on your birthday. I would like for you to join us."

R-rarity invited him to join the others? His eyes widened and he felt his wings spring up. She wanted him to be her plus one! T-this was a joke? Right?

Spike never said yes that fast before. Or so loud that it resembled a tiny roar.

"I just couldn't stand to think he'll be at home while we're on a cruise on his birthday." Rarity said. "So I invited Spikie Wikie."

The spikes along his spine tingled by the way she spoke the little nickname she had given him years ago.

"That was nice of you." Fluttershy said.

"Why thank you darling." Rarity giggled. "Now let us go, my dears. The cruise will depart without us."

Spike held back for a bit, mesmerizing by the backside of Rarity as she sashayed down the boardwalk, entranced by the way her curled tail lifted just enough to give him a peek of that perfect ass of hers. Yeah, this is going to be the day, Spike thought as he moved behind them. The cart didn't feel heavy at all to him as he followed after her..

Spike had something planned for him and Rarity. He couldn't wait for it. He had intended to wait for his birthday in six days, but the drake didn't know if he could wait that long.

He followed the girls across the bridge to the zeppelin only to jerk to a stop as he nearly ran into them. "What's going on?" He asked with a raised brow. He looked up to see what the commotion was and saw some umans.

The humans came from another realm, the same realm he and Twilight went to years ago. It used to be that a mirror was the way to get from there to here, but something happened that created a portal which could never be closed. At first there was panic from both sides as no one on either side knew what to do, or if one was going to invade the other or not. The Princesses and "Earth's" leaders came did finally come together to propose a peace treaty. Spike remembered sitting in that long ass meeting for what seemed for an eternity, falling asleep multiple times. He remembered the agreement: humans and ponies are allowed to visit each other's realm with a special permit. But to live in the other's lands, you have to give up your citizenship for your old realm in order to live, own property, or work within the other realm. Sounds reasonable.

Now, only a handful of humans were on the ship, but what he could tell by the servant clothes that they were working there.

The humans have either light or dark skins, they didn't have the pony ears or tails, they were all much smaller than the ponies. Their hair ranged from blonde, red, brunette and black, not different colors of the rainbow like others this realm have. But comparing them to ponies – or in this case, dragons, their physical anatomy was something similar to them.

Spike had never bedded a human female, or male for that matter, but from what he could tell, the females had boobs and males had dicks. So he supposed they were close enough that it didn't matter.

"Starlight Glimmer, why did you not tell us the humans were on this cruise?" Rarity asked, her tone different from what Spike was used to.

"I didn't tell you?" Starlight shrugged. "Humans need jobs too. Sea Sun lets them take server jobs here. Especially since the flu season took most of the old cruise workers out, and they needed replacements."

"Will they be able to move all this heavy stuff?" Fluttershy asked in a small whisper.

"Pah!" Rarity scoffed, her outright hostility surprising Spike.

Spike knew that Rarity had a bad experience with a human about a year ago, but he didn't know what actually happened. Whatever had happened, it left a bad taste in her mouth.

Spike followed the girls as they continued further into the ship, thinking of the activities that were going to be happening on the cruise. The wind surfing, relaxing in the hot tub, spending a week with Rarity in the same room.

That last thought alone sent shivers down his spine.

While Spike was moving across the deck in midst of his daydream, a large blank canvas was being pushed towards the stairs to the upper cabins. A human girl was near the top of the stairs, pushing it further along, and on the steps below her were several cans of paint. Two unicorn mares at the top of the stairs were talking with her. They were apparently twins, one was purple with teal hair and the other vise versa, they were talking to the girl carrying the canvas from the top balcony.

"You sure you don't need help?" The purple unicorn asked.

"Yeah, Rach, we don't mind using our magic to help," the teal mare said. "I told you she wouldn't leave that stuff at home," She told her sister.

"Guys, I don't need your–" The girl grunted, pushing the canvas up a step. "I can do it. I don't need help."

"You sure?" the teal unicorn asked "That canvas is pretty big."

Pushing two more steps, the girl looks at them. "If I can bench one fifteen at the gym, I can carry this stupid thing," She said stubbornly.

Rarity stepped in front of the girls and took a huge breath of air. "That my dears, is the smell of Paradise. As soon we get unpacked, the fun begins!" She squealed, clapping her hands.

"Are you sure you don't need our help?" The unicorn upstairs asked the girl again.

The girl snapped her head up and looked at her breathing heavily. "Girls I'm fine. I don't need your–whoa!" The girl's boot slipped off a step and collided with the cans of paint underneath.

One of the cans, the color of onyx, scooted off the step and started rolling down the steps rapidly.

"Yo watch out!" The Human girl called out below her as the heavy can bounced.

That shout snapped Spike out of his daydream and he saw the can fall. He saw where Rarity was and he tried to get there in time, but he was too late.

When the can finally hit the bottom, the lid sprang off and the black paint inside splattered everywhere on the deck. All over the floor, the steps and the railing, but most importantly, it went all over Rarity's pristine white fur and her designer summer dress. Clumps of it even clung to her mane.

The whole Zeppelin ship went eerily quiet for a moment. The girls looked at Rarity with shock, eyes wide and afraid to make a sound.

Spike was speechless.

Rarity broke that moment of silence with her loudest and shrillest scream.

"MY DRESS!" She screeched, and began to sway and fall backwards out of shock.

Spike managed to catch her, wrapping his claws around her waist and pulling her gently into his arms. Rarity's arm went dramatically above her head to great effect with her head against his shoulder.

The girls huddled close. Voices overlapping, checking of she was okay and asking if she needed to see the ship's doctor.

The human girl ran down the stairs, just as shocked as everypony else. Spike whipped his head around and glared. His slit pupils dilated and a deep warning growl escaped from deep within his throat. His wings flared in aggression as just a sliver of his primal dragon emerged from within.

The girl was surprisingly tall. A good bit taller than the other humans around them, almost as tall as a pony. Her blonde hair was layered and long enough that it touched her rump with its blue streaks, and her eyes were a deep warm brown. Her white sleeveless shirt had one of his favorite band's logo printed on the front.

She wasn't fazed by his warning and covered her mouth with one hand when she saw the state Rarity was in. "Oh, my god, I am so sorry!" She apologized. "My foot slipped and…" She groaned, looking at the mess her paint made.

"We told you so." The twins called her out.

"Shut up." She groaned at them.

Spike eyed her warily for a moment before he got a whiff of the girl's scent and his eyes widened a hair. She had an unique scent, one he'd never been smelled before, not in any bakery, from any gems, or on any pony, dragon or otherwise. It was sweet, but he couldn't put a claw to it, and it calmed him down, allowing his wings to furling back to their normal place. His shoulders relaxed.

"It was an accident," she told them.

"I'm sure it was." AppleJack obviously believed her, looking up at the stairs and seeing her art supplies.

"An accident?" This intimidating voice came from Spike's arms. Rarity's head snapped forward, blood boiling, with a look that could kill a person. "An accident!?" She pushed off of Spike and stood in front of the human. Grabbing a handful of the fabric of her dress and thrusted up in her face. "This was a one of a kind haute couture dress, made by one of the most famous fashion designers in all of Equestria! You…, you've ruined it!"

Spike had never seen this side of Rarity. He'd heard her shout before, but seeing her explode like this, exploding on what was clearly an accident, and on someone who felt sorry for the it..., this was unlike her.

"Look, I am sorry. I didn't intentionally knock my paint down on you," the human said looking up at the tall mare. "It was an accident, and it's not ruined," She explained. She grabbed a bottle of water that was next to her boot, grabbed the fabric of the dress out of Rarity's hand.

"What are you-" Rarity snapped and before she could finish the sentence, the girl pours some of the water onto the dress.

The water hits the fabric and the black paint started to shift from a thick, gunky substance to what looked like watercolors and washed off. "It's washable." The girl said. "Just put it in the washer and it'll be good as new. A bath will take care of your mane and coat."

Rarity growled, ripping the edges of her dress away from the girl. She had a look of rage on her face, and pure disgust, when she looked towards the girl. She pointed a finger at her. "You will take our bags to our cabins without another word. Don't expect one bit coming from me and the girls."

"Rarity, calm down." Twilight said. "It's not worth getting worked up. She apologized and it was an accident."

"I don't care," Rarity said before moving away from the Human. "I need a bath, stat."

This wasn't right. It was an accident. Spike didn't know why he was believing this girl, but she shouldn't be talked down to like that.

The next moment however, surprised him.

"Excuse me?" the human asked. It wasn't the typical response of obedience Rarity would usually get. It was pure defiance.

Rarity slowly turned around, glaring at the human once more. "You heard me." The two species stared down at each other, a draw to see who would speak up first. "Take our bags to our rooms." Rarity ordered.

The human girl gave Rarity a roguish grin, crossing her arms across her chest. "Do I look like a servant to you?" She wasn't wearing the white collared buttoned shirt, black vest, pants and loafers like the servers did. It was more artistic type than most. "I happen to be a passenger here, same as you. That stuff I was carrying, the paint that was spilt, it was mine. I was taking it to my room, the one I share with my friends," she motioned to the two unicorns on the balcony watching the event, debating if they should intervene or not. "Who were grateful enough include me on this vacation." She stood straight and proud in front of Rarity.

Now facing each other directly, the girl was as tall as Sweetie Belle, her eyes in line with Rarity's breasts. "I apologized for what is clearly an accident. You have no right treating me like some dog!"

Rarity's eyes widened at the accusation. The human girl was not backing down, practically daring her to do something drastic.

But luckily, Twilight and the other girls managed to defuse the situation before things escalated.

"Let's get to the cabins," Twilight quickly said to her.

"Yeah, it's not worth it." Rainbow Dash said. The others agreed.

Rarity gave one last nasty look at the human before giving a humph, flinging her mane back before she and the girls left. The servants followed, five of them since they were dragging Rarity's cart of clothes and whatnots.

Fluttershy turned to Rarity once they were away from the human girl. "Are you alright?" she asked.

"Yea, you were kinda a bitch back there, what's up with that?" Rainbow Dash asked as she flew beside them.

"They certainly bring out the very worst in me, don't they…" Rarity mumbles underneath her breath.

"Do you want to go back and apologize? Or I can go talk to her?" Twilight then asked her.

"Certainly not!" she shouted, examining her dress. "This dress really is ruined. The fabric soaks up color like nothing else, and it's far too delicate to properly wash it out. Besides, it was only luck that that can of paint didn't hit one of us directly. That girl really needs to learn to be more careful."

"Are you sure? You look pretty torn up about this?"

Rarity turns to the princess and sighed. "My behavior was reprehensible, and I hate it. But nothing good will come from trying to force an apology right now. "

Twilight then nodded at her statement. "All right, if that's how you feel. How about we go find that bath?" She asked as all of them followed the servers up to the cabins ahead.

All but Spike.

He had stayed where he was as the girls left, watching them move along before turning to the human girl who was now looking up at the balcony at the two unicorns.

"You alright?" the purple one asked her.

"Yea, this wasn't as bad as usual." The girl sighed, shaking her head before a servant thrusts a mop and bucket at her, in a silent demand to clean up the mess before she caused more of a ruckus. She grabbed the mop handle, "go ahead and take my stuff to the room, I'll join in shortly."

"We can help." The teal unicorn offered. "It's what got you into this mess."

"Go, go unpack and have fun. I got a mess to clean." She said, waving the mop at them before getting started cleaning up the black paint.

Seeing no use arguing with her, the twins levitated the art supplies up in a combo of red and emerald auras, and left for the upper cabins above, leaving their friend mopping the deck.

Spike sighed softly, not knowing why her scent affecting him like this, but it drove him to go to the nearby supply closet and pull out some towels and cleaning bottles before joining up with the human to assist her.

"I got this, go with them," she said, seeing Spike spraying the railing of the steps with the cleaning solution and wiping the paint off with a rag.

"At least someone should help you," Spike said. "I get it, accidents happen." He kept on working. It was just how Spike was, always ready to lend a helping claw. And also more stubborn than this human. "I'm sorry about Rarity, normally she isn't…"

"Bitchy?" she asked. Spike frowned at that term, causing the girl to sigh. "Sorry, I tend to speak the first thing that comes to mind. Gets me in tight situations at times."

"You're not the only one," he said.

As they worked, Spike couldn't help but look at the band logo on her shirt and smiled softly. "You like Skullen Fangs?" he asked. It was a hard gothic metal band. Not many ponies enjoy them because some of their songs were dark and gruesome. Damn near sexual sometimes too. Twilight had to constantly tell him to turn his music down. The other girls couldn't stand them. Even Rainbow Dash didn't like them.

"Oh?" She looks at her shirt and grinned before looking back at him. "They're my favorite band in all of Equestria! Got this baby at their concert."

Spike looked at her with eyes big like dinner platters. "Holy shit, I've been trying to get tickets to go see them for years, how by Celestia did you score those? They're more expensive than fire rubies!"

She chuckled, "one of my friends, Ruby, the teal unicorn on the balcony, she was dating one of the stagehands and he gave her some tickets."

"You are so lucky." He laughed softly. "You're just about the only pony besides me who even likes them."

"I'm human, not a pony." She grinned. "Get your eyes checked."

"I can see very clearly."

They chuckled and soon the Zeppelin began moving away from the dock. The ship flew into the sky and the dock was out of sight before they knew it. Their first day on the zeppelin was officially starting. They soon finished cleaning the black mess, leaving the deck and stairs good as new.

"Well, my fellow Skullen Fangs follower, this is where we part ways," the human said, putting the mob and bucket back in the closet. "I'm sure your harem of lovely ladies are waiting for you."

Spike blushed pure red by that statement. "W-what?"

The girl giggled. "Seven girls, one guy, someone's gonna get some," she teased, motioning in the direction his friends had gone.

"N-no!" He blurted out. "I'm no–they aren't." Spike scratched the spikes on his neck. "It's not what you think, th-they're–"

"I'm joking," the girl smirked, giving him a playful push. "See you around." She walked away from him with a chuckle and went up the stairs.

Spike blinked before walked towards the steps, a hand gripping at the railing. "Hey, what's your name?" he called up to her. She was halfway up the stairs already when she heard him.

With a slight turn of her head, Spike could see a smile forming. "Rachel." She replied.

"I'm Spike." Spike introduced himself.

"See you around, Spike. If you wanna hook up sometimes, big guy, come find me." With a slight wave of her hand, she walked the rest of the way up and disappearing at the top. Her scent still lingering.

His wings flexed slightly as he watched her leave. "Rachel.." He whispered her name softly, unaware of his pupils shrinking as he took it in. It lasted only a moment before he shook his head before walking away.

Spike and the girls enjoyed their time the rest of the first day on the ship . Rarity, after having her melodramatic meltdown and having bathed, had forgotten all about the human and was finally enjoying herself.

Rarity, Fluttershy and Starlight Glimmer lay on the lounged chairs. Fluttershy was wearing a green one piece suit with a beach hat, holding Angel Bunny in her arms. Starlight had on a simple white and purple striped bikini, relaxing with a book in her hand and Rarity wore a stunningly sexy two piece while laying on her stomach enjoying Celestia's sun. AppleJack, Twilight, Pinkie Pie, and Rainbow Dash where playing volleyball. All sporting either one pieces like Twilight and Pinkie, who also wore floaties on her arms, or shorts with bikini tops like AJ and Dash.

Spike sat on the deck watching the girls enjoy themselves, each on their own way while munching on a bowl of gems he had brought on board. He wore a pair of orange and green swim shorts and a tank top. He was enjoying seeing Twilight actually doing something active instead of reading. After the current game he would want to play as well.

His eyes glanced to the side toward Rarity. He eyed the subtle curves she brought, her tail swishing softly in contentment. Ideas and fantasies went through his head, causing him to lick his lips and growl softly.

"Spikie," Rarity sang his name.

"Y-yes Rarity?" Spike quickly snapped out of it.

Rarity sat up slightly, reaching into her beach bag and pulled out a bottle of sun lotion. "Would you mind putting on another coat? I wouldn't want to get burned, darling."

"Sure!" He might have been a little too eager. He shot up from his seat, leaving his gems behind to get by Rarity's side. She hands him the lotion and lie back down on her stomach. Spike then noticed that her top was untied. His heart jumped slightly.

"Just a little bit, darling," Rarity cooed softly. "The whole back and shoulders if you will."

With a gulp and a silent prayer that he could control himself, he poured some of the sun lotion onto his hand before reaching down and start rubbing it all over the mare's back. His claws massaging through the soft fur, all the way down her spine, between her shoulder blades and shoulders.

"Ooh," Rarity moaned softly, her shoulders relaxed, feeling her pent up stress fading away from Spike's work. "This is soooo fantastic, Spike, a little lower if you please." She groaned at the pressure his hands were going at.

Spike did what he was told like the good dragon he was, his hands slowly drifting further down. He loved hearing the cute moans and purrs Rarity was making. As he massaged her, he glanced over at her tight rump sticking out of that thong, and he couldn't help licking his lips as his cock groaned in his shorts.

Damnit Spike, pull yourself together, Spike scolded himself, tearing his eyes away from her ass and looking at his other friends.

Think about something else, Spike. Come on, focus on something else. Anything for Celestia sakes. The weather! Think of the weather! The dragon looks up to the sky. It was a partially cloudy. The breeze felt nice, the humidity not so much. He thought among other things like hoofball; his next guys night out and thinking of what his character Garbunkle would do next to defeat the dreaded squid; anything, just about anything he could think that doesn't involve staring at Rarity's ass and having sexual fantasies.

Her fucking cute moans and coos from him massaging her wasn't helping him one bit!

"Heads up!" Dash warned before smacking the ball in her hand hard. The force of it caused Twilight to shout and jump out of the way.

Pinkie ended up jumping in front of Twilight and caught the ball with her poofy tail, spinning around in place before throwing the ball back with it. The ball soared across the court and right off the ship.

"Pinkie Pie," Rainbow Dash sighed, seeing that they lost their ball. "I got it."

"I got it." Spike interrupted, getting up from his spot as fast as he could, getting some space from Rarity.

"Thank you, Spikie Wikie!" Rarity called him out as Spike spread his wings - when fully unfurled spanned twenty feet - and flew off. Once clear of the deck, he pumped his wings and dove as fast as he could..

He dropped off the ship at an alarming rate, reaching for the ball just as it passed through a first layer of clouds. With a huff, he flew back to the ship and tossed it back to the girls.

"Thanks, Spike." Rainbow told him.

"THANK YOU, SPIKE!" Pinkie said loudly to him. Twilight, who happened to be right next to her, flung her ears back from how loud her friend was.

Spike nodded before going back to Rarity, to see if she would like to continue the massage. He got to where she was and stopped.

There was a pegasus sitting next to her and both of them were laughing.

"Oh Trotter! You are still as funny as ever, love." Rarity giggled at him. "I cannot believe it's been ages since we had last talked."

Trotter chuckled. "Since our foal days at school. I can't believe I ended up running into you."

Spike cleared his throat, getting them attention. "Hello." he then said.

"Hi," Trotter said before looking at Spike and jumped a bit on seeing that he was a dragon.

"Oh Spike, this is Trotter MidSummertin," Rarity said, introducing. "He and I were old schoolmates. Trotter, this dashing lad here is Spike."

"It's a pleasure." Trotter then smiled before holding out a hand to him.

Spike automatically grabbed his hand and gave him a shook.

"Youzers! That's a strong grip." The stallion chuckled nervously, shaking his hand as he got it back.

"Sorry," Spike said quickly.

"It's not a problem," Rarity giggled. "Trotter here was just telling me that he's an investor and was interested in investing my shops."

"With her shops up in running, an investment would go a long ways. A smart one too." Trotter then looks at Rarity and smiled. "And besides, I'd do anything if it means to help someone like her. If it wasn't for her, I'd never got the courage to start my own firm."

"Oh stop it you." Rarity says, giving him a playful push on his arm. "You're making me blush. I only gave you some encouragement. You were the smartest colt in our grade."

Soon enough Spike felt like a third wheel as the two continued to trade compliments. "I'm gonna do something, sorry to interrupt." Spike said before he turns and walked away. He couldn't help but hear Rarity giggle. He went a few feet more before looking over his shoulder and saw Rarity placing a hand on Trotter's arm.

A twinge of jealousy hits Spike like a brick. Rarity was flirting with her old schoolmate.

"Hey Spike!" Applejack called out for him. "Twilight here is about to pass out, switch places with her. if ya don't mind."

"Yeah, Spike, join us!" Pinkie Pie giggled, the volleyball bouncing off her tail. Twilight was leaning over the side with her top half collapsed against the rail and the rest of her in a puddle at the base of the wall.

"Yeah, alright." Spike said. He looked back at Rarity and the stallion with her before forcefully tearing himself away from them and went to join his other friends.

The day was nothing but fun in the sun, have time and relaxation. Spike enjoyed himself. There was nothing like Windsurfing, volleyball and sunbathing - though with his scales he wouldn't get a tan like the others here. He had fun.

Throughout the day, Spike would try and get close to Rarity but he could never get her alone again as guys who were interested in her seemed to be just waiting in line to come up and talk to her. Rarity, being Rarity, would give them attention, give them subtle touches, or a flip of her hair. Laughing at their jokes. He knew it was just how the mare was, always flirting. She was just being friendly with them. It was always how she was. Spike, however, couldn't help but get jealous. He tried his best to get near her, but she's always sending him away, either getting her and her new "friends" drinks and snacks or they would be having some small talk and some guy would come and she would talk to him instead of the dragon. Spike wanted more time with her. He knew he had a whole week but…

Sweet fucking Luna this was annoying! Spike had done his best to make do with what he had, but all day he wasn't able to spend time with her.

Hopefully after tonight, things will change, he hoped.

Later that night, the Zeppelin's captain was throwing a party for his son and every passenger was invited. Formal dress of course.

Spike was in his room getting ready - yeah he ended up getting his own room after the girls shared three other rooms, which sucked but he quickly got over it. He wore an elegant black tuxedo that he bought for this special occasion.

The white shirt he wore wasn't tight, but just snug enough that it showed off his well built frame. The jacket fit over his purple and green wings due to slits being cut on the back. Spike had been forced to custom order it, as pegasus style clothing simply wasn't made in his size. The matching pants were fitted perfectly as were his black suede shoes. A bright blue tie, perfectly matching the color of Rarity's eyes would have finished his outfit, if he could get it tied properly.

Spike grunted as he fumbled about with the tie. Twilight's father and Shining Armor had taught him how to do this many times, but he still couldn't get it right.

"Lemme help," Twilight announced as she walked in. He turned around and saw her in a blue evening gown. It was simple, reminding him a certain Grand Galloping Gala dress she wore years ago, with her mane in a tight bun.

With a slight nod, Twilight walked over to him and stood on her tiptoes to fix his tie.

"You look very handsome, Spike," She complimented him.

"Thank you," Spike said with a grin.

"You ready?"

"Gimme a second," he replied before walking over to the dresser and pulling the top drawer out. Inside was a small blue velvet lined box with gold hinges. He grabbed the box, flipping the lid open with his thumb as he pulled it out. Sitting tucked into a tiny pillow was a princess cut diamond ring. The band was silver and, if the measurements were right, it was the perfect size for a very specific mare.

He had sold half of his delicious rare gem stash just to get enough bits to buy this ring. The store clerk had looked at him like he was making a mistake, probably thinking he was too young to even consider marriage. Spike didn't care and had made the purchase.

With a confident grin, he flipped the lid closed and tucked the box inside the pocket in his jacket before turning to Twilight. "Let's go," He said with a nod.

Linking arms with her, Spike lead Twilight to the party deck.

Colorful lights were strung between posts, and lively classical music was played by server ponies. The atmosphere was perfect.

His friends wore beautiful dresses, all fitting their personalities to a tee. Rarity, like always, outshined them all. Spike's wings shot opent, displaying his interest for the world to see.

Rarity wore a midnight blue dress. She had a solid back covering, with two strips of cloth draped over her shoulders, across her chest and back around to her back, exposing her midriff. Her ample breasts were barely, just barely covered. And looking closely, her nipples could be seen pushing through the thin cloth. The dress draped down to her ankles, and was only held together by a thin gold belt. A slit high on either side allowed her three diamond cutie mark to peak through, and her black heels had ribbons that wrapped up her calf. She accessorised with only a gold diadem featuring a perfect diamond on her brow, sitting just below her white horn. Her purple mane was in elegant curls, looking even softer than usual.

She looked liked a bonafide fucking Goddess!

Her horn was engulfed in its blue aura as he saw her, levitating a glass of sparkling wine from a server passing by with a tray. She grabbed it by the neck as it came to her and took a drink, laughing at whatever joke Pinkie Pie told.

A few snickers came from the other passengers who noticed him. Twilight stood on her tiptoes to tap on his shoulder and whispered. "Spike!"

"H-huh?" Spike squeaked out, his face flushed pure red seeing Rarity, eyes glued to her.

"Spike!" Twilight whispered loudly. "Control yourself! Your wings!"

Spike blinked before seeing his wings were flared out, completely filling the doorway and stopped only by the frame. "Shit," he growled, completely embarrassed. Twilight helped him push his wings down, and Spike was just grateful that the bulge pushing through his pants wasn't nearly as noticable.

Geez Spike, you're so pathetic, Spike scolded himself. First on the deck and now here?

After a moment of getting things straightened - and Twilight subtly shoving a cube of ice into the membrane of his wing - Spike finally got his wingboner straightened out, getting himself controlled once more. He and Twilight went to join in with the others.

"Oh Pinkie, I say you are quite hysterical this evening!" Rarity laughed.

"Thanks!" The cotton candy mare giggled before looking at Spike and her eyes widened. "Ooh! Spike! Looking good in the neighborhood!"

Spike grinned, getting his wing situation out of his head and return to his normal stature. "Thank you, I try my best."

"Ya clean yerself up mighty fine there." AJ smirked, tipping her embroidered stetson back.

"Kind of have to when I'm with such beautiful ladies." He held his jacket and beaming with pride. Was his ego coming into play? Probably.

Spike looked around, seeing Fluttershy at the buffet with Angel Bunny, who was also decked out for the party. Starlight Glimmer was talking to a green earth stallion, with a short aquamarine mane and tail who was dressed in a white uniform. Probably Sea Sun. Rainbow Dash was over talking to the musicians, likely asking if they could play something else.

"Spike, would you like to have this dance?"

He blinked to whoever spoke.

"Spike?"

He looked as Rarity, who was looking back at him with those gorgeous, bedroom eyes of hers. "Spikie Wikey, would you like to dance with me?"

"Sure, Rarity." Spike smiled, extending a claw out to her. At least, that's what he did on the outside.

On the inside however, he was having a major celebration. OH MY GOSH! RARITY WANTS TO DANCE WITH ME! In his mind he was squealing in pure joy, and his wings wanted to flap in excitement, but he tried to play cool for her.

Rarity grabbed his hand and Spike led her to the dance floor. When they got to the floor, he placed his right hand firmly, but gently, on her waist. He took her hand and held itas he began to lead.

Spike had spent years learning how to ballroom dance when he was invited to the Galloping Gala. He was quite good, so good in fact he learned other ways of dancing. He developed a love for it. But never before had he had a chance to dance with the Goddess who was now in his arms.

Rarity was quite impressed on his moves, a bemused smile on her velvet lips. "Spike, I didn't know you were such a dancer. I must say I am impressed."

Spike grinned before giving Rarity a twirl and pulling her back to him with confidence. She lit up with laughter at the display of skill. "I practiced."

The two stared into each other's eyes as they danced, moving along with the gentle beat of the music. To Spike, they were alone in the room, and the music faded to non-existence. To him, it was just the two of them in all of Equestria In the whole world.

When the music came to the end, Rarity placed a hand over her heart and chuckled, "My, all this dancing is making me parched, Spike, be a dear and fetch me something to drink, please?"

Spike nodded. "Sure," He said before removing himself from the mare to fill her request.

"Having fun?" Fluttershy asked, looking up at him. She was dressed in a lovely emerald green, over the shoulder dress with a flowing skirt. Pink butterflies along the fabric that matched her long mane and tail.

"Definitely." Spike answered with a smile.

As they chatted, a stallion stumbled into the buffet table, drunk out of his mind. Chips and dip were flung all over, some landing on the Fluttershy's lovely dress. Fluttershy gasped loudly, holding Angel tightly against her small chest.

"Hey," Spike glared at the stallion.

But the stallion didn't acknowledge the dragon as he turned to his friend talking to her with horribly slurred words. "Hhhhheeeyyyyy therrrre sweet thang," the stallion chuckled, wobbling in place. "Yer kinda sexy," he said as he made a grab for her.

Spike caught the stallion's arm with a bone crushing grip, causing him to cry out from the heat resonated from Spike's hand. It was an ability he had learned from Ember. He could generally burn anyone he touched.

"She's not interested." Spike growled softly, a warning.

"Heeey duuude, yer hurtin' meh!" The stallion whined, tried to pull away but the more he struggles, the harder Spike's hold gets and the hotter his heat gets.

"You haven't seen hurtin' yet if you keep harassing my friends." He growled. "Now, go up to your room and sober up." With that, he let go of the stallion.

The stallion whimpered as he stumbled away on shaking knees, holding his arm close to his chest. Spike had very carefully controlled the heat he was generating. The drunk's sleeve wouldn't be burnt at all, but on his arm there was going to be a red claw print. It would go away in a few days if he put it on ice.

Spike gathered Rarity's drink and ushered Fluttershy away from the buffet table.

"Thank you, Spike." Fluttershy said, moving a stray hair out of her face. "But you didn't have to hurt him."

"He would've hurt you."

"I could have handled it. But that doesn't mean I'm ungrateful! I am! Grateful, that is." Fluttershy quickly said.

Spike chuckled softly. "I know," he said with a smile.

He gave Fluttershy a quick parting hug before going back towards the mare who held his heart. He found her outside on the balcony, chatting with a few other stallions. His body started steaming in jealousy upon seeing them around her. He was about to chase those guys out when two mares, unicorns, approached them.

Spike recognized them as Ruby and her sister. They weren't dressed in formal clothing looked angry. Both were holding wine glasses filled to the brim.

Spike stopped when they came up to Rarity.

"Excuse me." The purple mare announced, looking at Rarity.

"Yes darling?" Rarity chuckled, just after hearing a joke from her suitors and turning to the two. She too recognized them. "You two were from this morning's…. incident." Her mood turned soured quickly.

"You had the nerve of insulting our best friend." Ruby stated.

"She apologized for the accident. You didn't have to make it worse just because she's human." The other chipped in.

Rarity took a sip from a glass she already had, making the one Spike held feel heavy. She turned to the girls. "My dears, you've chosen your friends poorly. You yourselves witnessed her typically bruteish human behaviour this morning. That typical human disregard for anyone aside from themselves, and that appalling arrogance when called out on such rotten behavior. My own actions may leave much to be desired, but from what I can tell, she deserves every insult I gave and more!" Rarity was practically snarling by the time she was done.

The purple unicorn glared at her with a hiss. "You miserable little bitch!"

Rarity gasped as the twins tossed the contents of their glasses on her, irrevocably ruining her marvelous dress.

Time stood still as Rarity stood in the middle of the ball room, dripping with wine. Then she shrieked, causing the stallions to back away from her. The twins high-fived each other before walking off as Rarity's admirers made themselves scarce.

Twilight and the others came up to Rarity with tissues to try to wipe down f her dress. Luckily the fabric was extremely dark so no one could actually see the stain in the low lighting.

Spike watched the twins walked off and looked back at Rarity. Why the Hell hadn't he move to help Rarity? Why did he just stand there with his tail up his ass and not do shit? He watched the others for a moment before putting the wine glass down and approaching them.

"Hey, you alright?" He asked Rarity.

"That wasn't very nice." Pinkie pie said.

"What a couple of jerks." RD said, glaring at the two as they disappeared.

"Whatever their reasons, this just shows how uncivilized those two have gotten." Rarity grunted, furiously dabbing a particularly wet spot on her gown.

"At least the stain won't show." Applejack said assuring.

"Maybe not right now, but it will. And this dress isn't washable," Rarity groaned, "Can this day get any worse?"

That's when Spike found his window. "Maybe it doesn't...maybe it can only get better from here on out?"

"What are you talking about, Spike?" Rarity snapped.

All his friends were here. This was in front of everypony, in front of Luna's moon.

He approached to her, grabbing her hand and held it in both of his hands. "Rarity, from here on out, every day will be better, better than before. You have your friends, you have me."

The girls watched curiously as Spike continued. "Rarity, you are the most beautiful mare in all of Equestria. That's a fact. You are kind, generous, perfect in any way."

"Spike…." Rarity muttered softly, touched by his kind, sweet words.

"I'm sorry that those mares ruined your dress. I'll make sure they won't do it again...or let any other pony hurt you." Spike took a deep breath. "Rarity, I love you." He gets down on one knee, takes one hand away from Rarity's and dig into his coat and pulls out the ring and opens it.

Twilight, her friends, and pretty much everyone in the cruise gasped or let out a quiet 'awww' as they watched this sweet proposal. Rarity just stood dumbfounded.

"Rarity, will you marry me?" Spike asked her. His eyes filled with love and honesty, his brave facade faded and he poured all his heart onto this one moment. One moment that could change their lives forever.

One moment passed, nothing.

Another, no one spoke.

Another moment with only the sounds of a cricket chirping in that awkward silence.

When Rarity opened her mouth, Spike's hopes were as high as they could be…

Until she spoke. "Oh Spike….I-I'm sorry, but I can't accept your proposal."

"What?" Spike asked hesitatingly. He wasn't sure what he just heard.

Crack.

The sounds of his heart cracked, there was a slight ringing in Spike's ears.

Rarity sighed, wiping down the wet spot of her dress. "Spike, I said no. I don't want to marry you."

"Rarity, what are you doing?" Fluttershy asked her.

Crack!

This louder crack rang in the dragon's ears. His heart started to ache, a sharp pain which caused him to tremble softly.

Rarity sighed again, only this time annoyed. "I'm stating the fact that this is how I feel. I am not thinking of getting married when I just got my dress ruined by those uncivilized brutes." She looked at Spike, seeing the look on his face. "Spike, I don't love the way you love me." she shook her head. "It was cute when you were a baby, I thought you would grow out of it. I guess not. I'll have to be blunt.

"Spike, you are still a child. You'll never get any pony to be with you if you keep acting like a love sick pup."

Their friends gasp in unison.

"Damn, that was cold." Rainbow Dash murmured.

"Hmmhemmm." Pinkie Pie nodded in agreement.

"Rarity!" Twilight growled at her.

"What? I am just being honest." Rarity said before straightening up, muttering to herself that she needed to get this washed. "Spike needed to hear this, I am not apologizing-"

CRACK!

Spike's pupils dilated to slits. Rarity's comment was cut off by a ferocious, feral growl coming out of the dragon. All eyes were now on him. The suit he was wearing began smoking.

"Whoa there, Spike," Aj said, tilting her hat back when seeing the growling creature as he slowly stood up.

"Spike…" Twilight whispered softly as Fluttershy was slowly backing away from Spike.

Right then, the other girls were not in the room, no other pony was even in his sight and mind. The only pony Spike saw was Rarity.

And his vision was blood red.

"You think I'm a child?" The voice coming from Spike wasn't his. That sweet, helpful Spike, that perfect assistant of Twilight Sparkle, the fucking butt of every joke, snide remark, a damn punching bag.

That Spike, right then, was gone.

He used the thumb to close the lid of the box, leaving an indentation in the softened metal, and glared at Rarity, who was giving him the same, dismissive look she gives to other ponies, all the stallions that she discards. A look of annoyance. A look of judgment.

"I spent years tagging along beside you. Getting your gems from the Diamond Dogs Carrying your bags. Helping with your dresses. Being used as a mannequin. Being at your at every beck and call." He clicked softly against his teeth. "I never once complained about anything..., you used me."

"You didn't have to stay by my hip, Spike." Rarity said, crossing her arms across her chest. "I gave you plenty of chances to make other choices. You seemed to enjoy it."

Some part of Spike knew that the other girls were speaking, but he blocked all of them out. His hand closed on the ring box, crumpling it into a useless mess.

"I thought, maybe if you were to give me a chance, you'd see that I'm anything but a kid…" He trembled, his face darkened. He refused to let tears flow down from his eyes. "You...you…."

"Spike, I think we-"

"You judgmental, hypocritical bitch!" he shouted with a roar that shook the zeppelin. He threw the box at her with all his might.

Dash quickly zipped in to grab Rarity and had her pulled to the side as the box flew over the edge and disappeared to the abyss below.

Spike spread his wings, letting them give huge flap, causing him to fly in the air and disappeared off into the dark.

His rage carried him off across the huge ship to the other side, where he landed on an abandoned balcony. Balling up his claws into a fist, he let out a monstrous roar that echoed within the night. Eventually, he before slumped against the flimsy rail and shuddered as his shattered heart continued to cruelly shred him from the inside.

At an open window, a shadowy figure stood vigil over the disparing dragon from afar.