Star woke in the middle of the night. She had felt a strange feeling of warmth and been woken up. She lazily looked down to her chest to see that Spike had curled up into her stomach and was fast asleep. Star considered her options. One, she could get up and go back to the hive, all the while not trying to wake Spike. Two, she could just let him stay there and then leave in the morning, or Three, she could take his love and bring it back to the hive. Star decided on option three and nudged Spike. He slowly awoke.

"Huh… What's going on?"

"You feel asleep on me."

His faced turned crimson red, "Oh… I uh… I didn't mean to…"

Star put a hoof to his mouth to silence him, "It's all right. I don't mind."

Star removed her hoof from his face, allowing him to speak once more.

"You don't mind?"

"No, not at all. I mean, I have to leave in an hour or so anyways so I might as well let you be happy."

"Wait! You're leaving?!"

"Yeah, I have to. Not my choice."

"But… I… you just got here…"

"I know, and I'm sorry."

Spike looked down at the ground dejectedly.

"But you know Spike; I could make it up to you."

Spike looked up, "What do you mean…"

He stopped mid-sentence when he saw that Star had gotten down on her front hooves and raised her backside in the air, giving Spike a clear view of her marehood.

"Cmon Spike, I want to make it up to you. Besides, we both know you want this."

Spike felt his natural instincts as a dragon begin to rise up, but caution pushed them back down.

"What if Twilight walks out here?"

"Spike, it's one in the morning. Nopony's awake."

"But still…"

Star wiggled her flank back and forth which caused Spike's instincts to throw caution into the wind. He felt his member become fully erect as watched the mare tease him. Star lowered her backside as Spike approached so that it would be easier for Spike to hold her. Spike grabbed her flank in his hands, digging his claws into her sides. It wasn't hard enough to draw blood, but it was enough to excite Star. Spike was unsure of what to do, after all, Twilight had never been willing to teach him anything about this.

"I don't know what to do…"

"Just push it into my marehood."

Spike nodded and pushed himself into her. She let out a gasp as his throbbing member moved deeper into her. Spike pushed himself in and out and began to create a rhythm. As the pleasure became more intense Star pushed her body back as Spike pushed forwards, creating a slapping sound as Spike's hips collided with her backside. Star felt heat building up in Spike's member and she pushed him onto his back.

Star put her hoof on Spike's chest, refusing to let him move.

"Why are you doing this…?"

"I can't have you climax yet, I haven't gotten to have all my fun yet."

Spike tried to come up with a response, but Star had already pushed her marehood in his face. At this point Spike's mind went completely numb from overload of what was happening. He let instinct take over as his mind tried to finish processing what had happened in the last five minutes. Spike dragged the tip of his tongue across Star's slit, eliciting a moan from her. He stuck his entire tongue into her and began to twirl it around. Since he was a dragon his tongue was more snake-like. It was longer and thinner than most ponies and this made it the perfect tool for fooling with a mare. Star squirmed as she felt her insides being tickled and pleasured at the same time. It was like nothing she had ever felt before. She couldn't tell if she enjoyed it or not, it was just such an odd feeling. Star decided that she must like it as she felt an orgasm building up. She covered her mouth with her hood and let out a muffled cry as an orgasm shook her body. She pulled herself off of Spike and laid on her back, allowing Spike to have full access to her body.

Spike grabbed on to Star's flank and aligned himself with her when Star stopped him.

"Go lower."

Spike gave her a look of confusion until he realized what she meant. A blush crossed his face.

"Are you sure? Isn't that a little…"

"Spike, when a mare tells you to do it you just do it. Got it?"

"If it's what you really want I guess…"

Spike moved his member lower and pressed it against the outside of her asshole. Her body shook from pleasure as he pushed himself into her. Spike was surprised at how much tighter it was. He pushed his full length in and Star let out a small eep. He pulled back and pushed in again. Once he got a feel for it he began to build up a rhythm once again. Star held a hoof to her mouth to muffle her moans as the pleasure grew too great to keep silent. Star felt Spike's member beginning to build heat and started pushing against his push, forcing his member into her as deep as it could. Spike pushed himself as deep as he could as he released his seed into her. Star let out a low moan as she felt the warmth of the fluid begin to seep through her body.

That's when she began her process. She began drawing the energy and love out of Spike as he laid on top of her. Once she felt she had taken enough energy she leaned over and whispered into Spike's ear.

"I need you to do me a favor."

Spike groggily replied, "What is it?"

"Tell Twilight that I needed to go back and meet with my group, so I left in the middle of the night. Make sure you don't tell her what happened between us. Also, ask her if when another member of my group comes by if she could let them stay here for a while."

"Okay. When she gets up I'll tell her."

"Thanks Spike. I can see why Twilight calls you her number one assistant now."

Spike blushed at the comment and looked down, "Well…"

Star interrupted him, "Have you ever done this before?"

"No, this was my first time."

"Really? That's interesting…"

"What do you mean?"

"I'm just surprised you've never tried anything Twilight. She's an awfully cute mare…"

"I'd never do that! She's like a mom to me! It'd just be… weird…"

"Interesting… Well I should probably be going."

"Do you have to leave right now?"

"Yes Spike, my teams waiting for me."

"Alright… I guess this is goodbye then…"

"For now. Who knows, maybe I'll be back someday."

Star gave Spike a kiss on the forehead, "Goodbye Spike."

With that Star took off and began her journey back to the hive. At least she had some energy to return with. It would have been bad to return empty handed.

Once Star was out of range of the town, she discarded her disguise and returned to being a changeling.

"Much better."

Twitch flew as fast as he could back to the hive. The moment he got there he deposited his energy and returned to his home. He flung himself on to his bed and rolled around, just happy to be home in general. He knew he wouldn't be home for long, so he figured that he'd better enjoy it in the meantime.

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Meanwhile in Ponyville:

"What do you mean she left?"

"I told you Twilight, she had to return to her team because they needed her help."

"But I still don't understand why she didn't just tell me."

"She said she didn't want to wake you up. I was already awake so she just told me to tell you."

"But why didn't she just tell me she was going to have to leave last night? She could have just told me earlier and I could have said goodbye!"

"Maybe she didn't know either. Either way she said she might be coming back at some point."

"I hope so. I never really got to know her that well…"

"Well she said that one of her friends may be assigned here soon. She also wanted to know if her friend could stay here when they arrived."

"Well… I guess… It depends on what they're like."

"Well if it's her friend they must be pretty great!"

"I guess you right. She seemed to be pretty nice so I would assume her friends are probably the same."

"See Twilight, you just need to lighten up."

"I should probably go tell the others."

"Twilight, it's four in the morning. You're the only pony awake in the whole town."

"I guess you're right Spike."

Twilight sat down and began reading through some of her spell books to try and burn time. Spike just rolled his eyes and went back to his bed so that he could get some sleep after his amazing night.

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Twitch heard a knock at his door. He slid off his bed and opened the door.

"Back so soon?"

A smirk grew on Twitch's face, "Good to see you too Chrysalis."

"Did you learn anything while you were there?"

"Yeah, I learned that it'd be better to come back as a stallion since most of them aren't into mares."

"So you came back for a new profile?"

"Sort of. I wanted to create my own profile."

"What? Did you not find the ones I gave you satisfactory?"

"Well, it's not that. I just wanted to be able to use my own name instead of all these made up ones."

"Do you have any idea how unsafe that is for your cover?"

"It's not that unsafe… Nopony in that town would have ever heard my name before."

"I still think it's a bad idea."

"Trust me, it'll be fine."

"If you really want to then I guess there's no stopping you."

"Alright. I'll be on my way then."

"Wait, before you go I have something important to tell you."

"What is it?"

"You may find that some mares may be missing from the town for a dew days."

"Why?"

"Have you heard about the wedding in Canterlot?"

"No, why?"

"Well, Princess Cadence and Shining Armor are to be married fairly soon at Canterlot. I have devised a plan that will allow me to consume enough love to overthrow Celestia and Luna."

"Well, best of luck to you."

"Same to you. And Twitch."

"Yeah?"

"Please be careful."

"Same to you Chrysalis."

Twitch left for Ponyville with one goal in his mind, to not leave one mare in that town a virgin.