*Hello Icarus here. The following is a sequel to Song of Kindness or rather that it starts later but dives into the past. Just like before it's going to be a song fic so let me get this out of the way now. I do not now, nor will I ever, own the rights to My Little Pony Friendship is Magic or the All American Rejects and their songs. While I am going to do my best to not actually bash Rarity in this I feel as though I should give you this warning, this is not a Sparity shipfic, just a friendly warning.

Memory of a New Love

From his position on the castle, one of the higher branches where he had a hammock, Spike watched in amusement as Fluttershy and Discord had their picnic. It had been about a year sense he had helped his... well not quite a friend but well more than a frienemy to find love in the arms of the blushing Angel. The relationship between the two had defiantly been good for the both of them, despite what everyone else seemed to think.

The once wild and uncontrollable ball of pure insanity now more often than not could be found helping around town in any way that he could with his chaotic magic. Cheerilee seemed to be the one to most take advantage of this opportunity and would often have him transform into various animals to use for study over even just teleport them to different destinations for various field trips.

On the flip side of the relationship coin, Fluttershy seemed to bloom tremendously. The once shy to the point of total anthropophobia became a joyful ball of energy that, at times, could even rival Pinkie. She was still shy and had difficulty meeting with and talking to new people however she was far more out spoken and vivid.

It annoyed Spike at the number of harsh looks and out and out down talking the two had to take because of the fact that they were dating. Many of the people around the town and even across equestria had issues with the relationship when it had first gotten started, the enormous age difference for one and the fact that he was at one time a dangerous threat to the world and she was still one of it's protectors for another. Still the two had been able to except this for what it was, do in no small part by the combination of Discord's threat, Celestia's approval and Fluttershy's stare. Fun fact, no one knew that that actually worked on People, while Twilight was worried about what Discord could try and pull with that Spike just thought it was funny.

Spike continued to watch for a few minutes until the two leaned in for a kiss. "That's enough of that..." he said as he jumped down, just because he was all for them finding love with one another did NOT mean that he wanted to watch it happen. With that though Spike decided to go see his own girlfriend. Spike smiled happily as he relived the memory of how he and his girlfriend found one another, his had subconsciously reaching for something in his pocket.

Ten years earlier

"B-but Rarity..." Spike pleaded, unable to understand why the love of his life refused to except his proposal for just a date.

"I'm sorry Spike," Rarity said as she looked down to the boy before her, "I know that you have feelings for me but you must understand that it would simply not work out for the two of us."

"But why?"

"Spike, darling you are only fifteen," Rarity said as she did her best to make him understand her view on the matter, "I'm just to old for you. Besides you know full well that I have my heart set on some one else. I know that you understand, right?"

Taking a deep breath Spike smiled as he said, "Of course I do, what the heart wants right?" Rarity smiled and was about to lean down to kiss his cheek when he took a step back. "Sorry but I really need to run. Twi's got me running errands right now, I just saw you and wanted to ask. See ya later!" And with that he ran.

Spike ran and ran, not really thinking about where he was going. What he had said to Rarity had been a lie, she was the only reason he had left the castle today. 'Celestia I feel so stupid!' he thought as he ran. 'How could I ever think that she would be interested in me!'

He collapsed at the pond at the edge of the Everfree. Looking into the water he could feel the tears building up again. 'How could she?' he thought as he looked himself over. Freaky neon reptilian eyes, fat cheeks, long spines jutting out from his head and of course the occasional patch of scales on his body. Hell he was all of 4' 11''

No longer able to keep it in Spike began to bawl his eyes out, curling up into a ball as he tried to rein himself in. Two years of his life had been spent doing everything in his power to show her how much he cared for her, only to be thrown to the dogs again and again.

While still crying Spike could feel arms surround him. Thinking that it had been Twilight somehow, he leaned in and grabbed hold for dear life. It quickly became apparent that who ever this was wasn't Twilight, they were far to muscular to be her. "It's okay Sugarcube, let it out." she said.

"A-apple... Applejack?" Spike sniffed as he pulled away slightly, "Is that you?" Applejack smiled at him and brought the young man back to her chest, rubbing his head as she did so. Spike started to tear up again so he did what the woman had told him, he cried.

Three years later

Spike smiled brightly as he pulled the apple cart. For the past few years Spike had been helping around the farm with Applejack. At first it was just to get over Rarity, which he did thanks in to small part to her moving to Canterlot to be closer to her crush and run her other boutique, but he found that he really enjoyed the work and with Twilight all but throwing herself at her new castle guard Flash Sentry he had been looking for any reason to get out.

The time on the farm had served Spike well, his baby fat lost and having hit his growth spurt he had a body that often drew that attention of most if not all the women around town. While he was well aware of it Spike often shied away from the attention, it just wasn't his thing.

Walking into the center of town Spike saw the woman who he felt saved him, mostly from himself. "Hey Applejack," he said, "how's the stand today?"

"Pretty good." Applejack said as she polished an apple, "Sold at least three bushels today and five orders of cider when they're in season."

"I'm looking forward to that this year. Mac and I have a bet going, if I run more barrels than him he's going to have to sing as Orchard again, this time down town with is drums." Spike laughed.

"You're an evil dragon," she laughed along with him, "So where you going with all them apples?"

"Sugar cube corner," Spike said once he got a hold of himself again, "they ordered three barrels of regular and two 'dragon flame' roasted. Looks like I'm in the lead today." He smirked as he began to walk away with a wave.

Applejack smiled as she watched the man walk off, until the sound of a voice drew her attention away. "Applejack, darling!"

"Rarity?" she asked.

"Darling, it's been far too long!" Rarity squealed happily as she hugged her friend. "Why didn't you come and visit?"

Applejack laughed lightly as she hugged back, "Sugarcube, you know I got a farm to run. Even with all the extra help I been getting from Spike we don't really got a lot of time to run around. With the camp Applebloom and her friends run and Big mac running back and forth Hour town to see Sugarbelle we've been a little short handed. Thank Celestia for Spike, we just couldn't get along without that man. But I gotta ask, what are you doing here? What about you and you know who?" she asked as she nudged her.

Rarity sighed as she spoke, "We broke up, and I truly thought that he would be the one; my knight in shining armor!" Applejack sighed but did her best not to roll her eyes, she hadn't seen her friend in so long she could put up with her theatrics at least for a little while. "Blueblood, then Trenderhoof, and now Calvin Colt! Is it me Applejack? Why can't I find the right man for me?"

"Might be that you let the one get away." Applejack said under her breath.

"What was that darling?" Rarity asked. Applejack was saved from havin to repeat herself by the sound of screaming as Discord came barreling threw the town on a rocket powered unicycle, Twilight hot on his tail. "Things really don't change all that much even with me gone, do they?"

Applejack and Rarity both shared a laugh as Spike ran up behind the two. "Alright, which way did that maniac go? If she get's her hands on Discord she'll tear him apart!" While he caught his breath Spike heard someone call his name, their voice slightly surprised. Turning around he froze when he laid his eyes of the owner of said voice, Rarity.

Rarity found herself just as stunned as Spike. In the three years she had been gone he had grown a lot, may not have had the same build as an earth bound but he was still in far better shape that any of the men she had seen in Canterlot by a wide margin. "Spike? Oh my darling, look at you! You have grown so much in just three short years."

"Y-yeah..." Spike said as he scratched the back of his head, "I hate to rush but I still need to stop Twilight from murdering Discord. I'll make sure to get the apple cart later today AJ." And with that, he ran off. Applejack waved at the boy as she turned to Rarity who was watching him with an inappropriate look on her face, causing Applejack to face palm.

Discord was laughing his head off despite Twilight doing everything in her power to wring his neck. "Oh... Come.. On... Twilight... It... Was… Funny..." he said as best he could. The sound of the front door slamming drew the attention of the two, Spike spared them no words as he ran up stairs. Twilight was about to head up when she felt a hand on her shoulder, "Hold on for a moment Twilight, before you go in let me do a little investigative woke to see what the issues is before you go in. Besides you really should deal with the issue in the kitchen." Twilight raised an eyebrow before turning and letting out a short shriek and running to deal with the sink which was now on fire.

Discord slipped into Spike's room, invisible for the sake of discretion. Spike was laying on his bed looking up to the ceiling, "She's back, three years gone and now she's back." he said, Discord cocked his head in confusion, "I thought I had finally gotten over her and now Rarity just walks back in." Discord sighed as he shook his head.

'So that's what this is,' he thought as Spike rolled over faced down on his pillow. Discord stroked his goatee for a few moments before a thought popped into his head. It was a bit of a wild card move, his favorite kind, but it might be just the thing. Summoning a boombox Discord set it to play a song that he had heard in passing threw a different dimension. Discord watched for a moment as Spike's ears perked at the foreign sound before slipping unnoticed out of the room.

As he walked back down the stairs Discord was met by a very angry and slightly singed Twilight. "Do you want to tell me why you set my sink to spew FIRE!" she snarled as she reached once again for the Mythic's neck, this time aiming to break it.

"So you wouldn't follow me," Discord said. As Twilight advanced on the man Discord held up his hands and said, "Hold on, hold on, hear me out. I wanted to know what had Spike so torn up, given the way he just ran threw her just now I don't think he would have wanted to talk about it. I knew you'd follow me, even if I told you not to, so I set up something to keep you busy."

Twilight crossed her arms and raised an eyebrow, "Alright, I'll bit. Why couldn't I follow?"

"That's simple my dear," he said, wagging a finger in front of her face, "I can become invisible..." Twilight was about to protest about also being able to do that when he continued, "... and wouldn't have seen his pain and immediately jump on him to make him feel better rather than giving him the space he needs."

Twilight raised her finger and opened her mouth, fully intending on telling him he was wrong, however no words escaped her mouth. As she began to really think about what he had just said her finger began to slowly curl back into her palm before she sighed and admitted defeat. "Fine." she groaned before softening her face, "So... how is he?"

Stroking his goatee again Discord said, "Well I'm willing to bet he's had better days. Apparently Rarity is back in town and it seams to be throwing the poor boy for a loop."

"Oh no," Twilight said as she held her hand to her mouth, "he was just getting over his crush on her."

Discord nodded his head in agreement, "While not his exact words, pretty close." Twilight was about to start up the stair when Discord stopped her, "Hold on there Missy. I think I know what's going on in his head right now and if I'm right the little gift I've left him should help him sort out his thoughts. All I'm asking from you is to wait about an hour then check on him, just in case I'm wrong."

While initially hesitant Twilight eventually nodded, "Alright Discord, I'll trust you for now. One hour, no more." Discord nodded back as he walked off towards the door. "Wait," she said suddenly, "what did you give Spike?"

Discord smirked as he opened the door, revealing what could only be call insanity manifested. It was some how a bright assortment of purples and yellows in an odd combination that seemed to always be shifting. "Nothing that should be of any concern Twilight. Just a little music for the soul." And with that being said he walked threw the door, closing it behind him. Twilight rushed to the door and swung it open only to revile a normal Ponyvile. Blinking twice she slowly closed the door and headed for her emergence stash of headache medicine.

After hearing the song for what had to be at least the tenth time Spike shut off the boom box. He had no idea why it was here but he was pretty sure who had given it to him. 'I really need to thank Discord the next time I see him,' he thought to himself. It was odd really just how close that song had hit, old love causing pain while looking for a new love on the horizon. A knocking sound drew his attention to the door and caused him to sit up. "It's open."

Twilight popped her head in and said, "Hey Spike, can I come in?" Spike nodded his head and patted the spot next to him on the bed. "I just wanted to see how you were doing, I would have come sooner but I was talked into giving you some time to figure out your feelings."

"Good advice, Discord?" Spike asked with a raised eyebrow, Twilight nodded sheepishly, "Guess that's two I owe him. And yeah I'm fine, just a little confused."

"Two?" she asked. He pointed at the boom box and she realized what Discord's little quip meant. "Ah... so what has you so confused? Is it because of Rarity?"

Spike nodded his head as he said, "What else? I've spent so long trying to forget about her and move on and now that I almost did she waltzes back into my life and... Twi I know how this is going to sound but she seemed like she was interested."

Twilight pondered this for a few minutes. It wasn't out of the realm of possibilities, she loved Rarity but knew full well the fasionista tended to favor the attractive and Twilight had been having to drive off more than a few women interested in courting Spike. Twilight really didn't want to have to do what she was about to but knew it was for the best. "Spike... do you still have feelings for her?"

With a deep sigh Spike said, "My crush died out for her a long time ago Twilight. I may not love her like I did then but it still confuses me seeing her again, especially if she is interested now. And then there's the other thing..."

"Other thing?" Twilight asked with a raised eyebrow.

"Look don't tell anybody but for the last few months I've been feeling that old feeling again, just for another woman." When Spike looked up he was somewhat shocked by the overly ecstatic look in her eyes. When she motioned her hand for him to tell her more he smirked, "Not this time Twi. I'm keeping this under my hat until I'm ready to ask her myself, if that day ever comes. Besides, you still can't keep a secret if your life depended on it."

"Hey! I've gotten better with that!" she said indignantly but she was secretly elated, she looked at Spike as a little brother so the fact that he was finally over Rarity and was looking to find love again just mad her day. "Getting back on track the summer sun festival is just a few days away, you could always ask her to it."

"Not really, Big Mac and I are playing the opening act. I suppose I could ask her to dance after but she is one of the vendors." Spike said in a slightly depressed voice. "Besides, how do you just spring that on..." Spike trailed off as a thought started to form in his mind, which lead him to start laughing hysterically, "Discord ole boy, if you can hear me I owe you at least three!"

For the last three days not many had seen hide nor hair of Spike or Big Mac. Many assumed that this was just them practicing for the festival, and that was correct, but it was still a little strange. Rarity was settled back into her boutique with little issue in spite of not having Spike helping her. Right now Rarity and Fluttershy were catching up at the spa, both relaxing in the mud baths. "So tell me darling, what have you been up too while I was away?" Rarity asked.

"Not very much," Fluttershy said to her friend, "not a lot of things change in the life of an animal caretaker, though I did finally get my veterinarian license last year, Princess Celestia even has me on call for her garden and Philomina."

"Oh that's wonderful to her darling!" Rarity squealed in delight, "I myself have been quiet busy as well, what with Canterlot Carousel doing so well and Manehatten Musings rising fast I've simply been swimming in work. Though all this work might have been the main issue with Calvin, he always said that we never had enough time with one another."

Fluttershy sensed the tension in the air and shifted focus as best she could, "I'm sorry to hear that but at least you still have all your friends."

Rarity smiled a little before it grew into a devious smirk, "So tell me darling, what has my little Spikey Wikey been up to while I have been gone?" Fluttershy turned to her friend with a look that while nervous was attempting to look confused. Rarity laughed, "oh don't give me that look Fluttershy, you knew I was going to ask eventually. Although I must admit I never expected him to grow into such a hansom man."

"He has at that," Fluttershy said as she sunk a little further into the mud, "Half the women in town have been after him, some of the guys too." Rarity did her best to hold back her look of surprise when Fluttershy smirked, "He's even had some marriage proposals from some of the dignitaries that Twilight had met with in the last few years."

Blushing slightly as she too sunk deeper into the mud Rarity meekly said, "Do you think that he still has feelings for me?"

Fluttershy sat up and examined her friend closely, knowing full well the danger she could be in if she handled this the wrong way. She looked the other woman right in the eyes as she spoke, an action that immediately put the purple hair woman at ill ease, "Rarity, I'm going to do this like pulling off a band-aid. I've been watching him for some time and I can tell you right now that he doesn't."

Fluttershy flinched as Rarity groaned. "So that's what Applejack meant. If you don't mind me asking darling, how are you so sure?"

The one question that Fluttershy knew from the moment she had opened her mouth, even still she really really didn't want to answer. "Be-because, he's interested in another woman. I'm not really sure who but I know he is." Although disappointed Rarity didn't let it ruin her time with Fluttershy, the two had much to catch up on.

After her spa day Rarity was walking to the Castle. She knew very well that Spike might be there but She had promised Twilight a tea time to catch up. Knocking twice on the door Rarity was greeted by Spike, "Hey Rarity. What are you doing here?" he asked as he let her in.

Rarity was more than a little surprised by the calm in his voice, "Twilight invited my for tea today." she said. Rarity was glad that he was treating her like a friend, in truth she had been a little worried he might have been stand offish after their last real encounter. "She didn't tell you?"

Spike blushed a little as he said, "Nah, I've been so busy for the last few days she probably didn't think I'd have time for it."

"Will you be joining us today?" she asked with a bit of hope, "I haven't really had a chance to catch up with you."

"I'd love to but I can't. I still have a ton to do before tomorrow. Honestly I'm starting to feel like a chicken with his head cut off," he said as he headed to the kitchen, "I was going to grab a bit to eat before I head out so I can a least make the tea and cookies for you two. If we let Twi try they'll either be burnt, raw, alive or some horrifying combination of the three." The two laughed as they walked in.

Spike quickly started to gather the ingredients for the cookies while Rarity watched. She couldn't take her eyes off him if she had a crowbar. 'What was I thinking letting this one go?' she thought to herself as she watched him work, 'Sure when I let he was just a short chubby boy but damn did he grow, no doubt Applejack had a hand in that.' "Spike?" she asked, when he gave his sound of acknowledgment she continued, "Do you think you and I could pick up where we left off."

The sound of glass shattering drew her attention to the bowl in Spike's hand, which was now in about a thousand shards all around the room. "What did you just say Rarity?" he said in a calm voice, never once looking up.

The first thing Rarity noticed was that the glass in his hand had failed to cut him, never mind the ones that had shot threw the wall, and the second was the fact that he had refused eye contact. "I... I just wanted to ask if we could still be an item. You're not the same little boy I so foolishly let behind all thoughs years ago. We could try now."

"You're right Rarity," Spike said in a low growl, this going unnoticed by the mage who was already planning some elaborate date to make up for lost times; at least until he finished, "I'm not the little boy I was when you left." Spike finally looked up into her eyes, his glowing lightly in rage.

Rarity found herself cowering before the tall and very angry draconic before her, "How dare you," he snarled, "You left basically saying that I wasn't good enough to date you and left for Canterlot to once again chase after someone else. You lose that love, whether by his hand or your own, then waltz back into my life, see that I've grown into something you find acceptable and you think that I'm just going to come back like a little puppy?!

"Make sure you understand this Rarity, I do still want to be your friend but it ends there. I'm tired of being the one left behind while you fawn over someone. I've moved on to someone else, someone that I truly feel will share my feelings, and I truly hope you find someone lake that." Spike walked out of the room without saying a word. That had to have easily been the hardest thing he had ever had to do but he knew it had to be done, now he was fully over her completely. 'Now all that's left is to pray she feels the same way' he thought to himself.

The Summer Sun Festival was just getting started and already everyone was enjoying the festivities. Children ran about with their parents to the many stands for games, men trying to win prizes for their dates, women actually wining said prizes and all threw out the fair there was a general sense of joy and merriment. The only one nervous right now was Spike, partly because of the performance but mostly for what he had planned.

Spike turned to his band mates Bic Mac, Flash Sentry and Thunderlane, "You guys ready?" he asked. Mac nodded while Thunderlane just snorted with a cocky smile.

"You owe me big time for this kid, how'd you even get Spitfire to agree to letting us do this instead of flying today?" Spike smirked back and gave him wink while muttering something about a high level blackmail.

The curtain opened as Spike began to call out, "Hello festival goers, it's a pleasure to be here playing for you today. I'm Spike and these a the Dragon Scales. We Big Mac on drums," at the sound of his name Mac spun his sticks. "Flash sentry on bass," Flash plucked a few cords. "Thunderlane on guitar," being a show off Thunderlane played a quick solo, "and lastly me, Spike Draco, on piano and lead singer." Spike stuck a few keys on his piano. "Alright guys, Let's rock the house!"

After two hours of playing the set was coming to an end. Spike really wasn't ready for what he was planning next but knew he had to do it. He turned to his band mates for a sec for a little reassurance, a nod was all of their responses.

Spike took a deep breath before he spoke, "Alright everyone, this will be the last song of the set so let's end this with hopefully a new beginning. This is dedicated to a woman who, in my darkest time, pulled me from by despair and threatened to kick my ass if I didn't find my smile again. Applejack, this one goes out to you."

Everyone's jaws dropped at the mention of the apple farmer's name. Applejack herself was blushing madly, her mind going a mile a minute. Over the years she had grown to appreciate the hard work of the boy and as he grew so to did her affection. At first she had hoped that he would find a way to win Rarity's heart and it broke her heart to see what she had don't to him. Everyday that he came to the farm to try and help was a day she could not find a frown to wear and now here he was, offering something that she had wanted for so long.

*Heavy piano starts followed by guitar them drums and bass*

~Days swiftly come and go, I'm dreaming of her.

She's seeing other guys, emotions they stir.

The sun is gone, the nights are long

And I am left while the tears fall

Did you think that I would cry, on the phone?

Do you know what it feels like, being alone?

I'll fine someone new.

(Swing) Swing, swing from the tangles of my heart is crushed by a former love

Can... you... help... me... Find a way to carry on again?

Wish cast into the sky, I'm moving on

Sweet beginnings do arise, she knows I was wrong

The notes are old, they bend, they fold

And so do I to a new love

Did you think that I would cry, on the phone?

Do you know what it feels like, being alone?

I'll fine someone new.

(Swing) Swing, swing from the tangles of my heart is crushed by a former love

Can... you... help... me... Find a way to carry on again?

*15 Second guitar solo*

BURY ME

You thought your problems were gone

CARRY ME

Away, Away, Away

Did you think that I would cry, on the phone?

Do you know what it feels like, being alone?

I'll fine someone new.

(Swing) Swing, swing from the tangles of my heart is crushed by a former love

Can... you... help... me... Find a way to carry on again?

Did you think that I would cry, on the phone?

Do you know what it feels like, being alone?

I'll fine someone new.

(Swing) Swing, swing from the tangles of my heart is crushed by a former love

Can... you... help... me... Find a way to carry on again?

*Slowly fades out*

Did you think that I would cry, on the phone?

Do you know what it feels like, being alone?

I'll fine someone new.

(Swing) Swing, swing from the tangles of my heart is crushed by a former love

Can... you... help... me... Find a way to carry on again?

Spike smiled as he walked off stage and right up to Applejack, the farm girl smirked at him before patting him hard on the back. "You know, there are easier ways of getting my attention." she laughed, he began to worry that she hadn't taken what he was trying to say seriously before she grabbed him by his shirt, "Though not nearly as sweet." Sealing her statement with a kiss.

Present day

Spike sighed happily as he walked the familiar path to the apple family farm. The minute he opened the door Spike was greeted by his lovely wife of about two and a half years. "Where the hell have you been?!" Applejack roared as she grabbed his collar and began to throttle him. It wasn't really her fault that she was so angry seemingly out of no where, hormones at seven months pregnant tended to put one on edge. Before she could take a swing at him, something he really wanted to avoid after last time, Spike leaned in and captured her lips in a gentle kiss. When he pulled away Applejack had a dazed expression, "Cheap trick." she purred as she pulled him back in.