Her Rainbow, Her Butterfly

by HyperBlossom7

Rating: teen
Tags: Fluttershy, Adventure, Main 6, My Little Pony: Friendship is Magic, Rainbow Dash, Romance, Comedy
Length: 22257

The story of friendship between two pegasi from the time they were fillies to their days as two of the Elements of Harmony

Rainbow Dash and Fluttershy have known each other since they were little fillies, and they share a close bond that will become even stronger as the years go by.

Note: After several weeks of being on Hiatus, I have decided I will make this story my official Flutterdash fanfiction. I like it, I like where it's going. It will still be technically a project since I will be playing with the characters and the world a bit. All the same though, I hope you enjoy!

Also, the art is mine! I drew it myself.

Published 2013-11-08 00:00:03 UTC
Last updated 2013-12-17 14:59:16 UTC

The Beginnings of Sweet Memories

"I'm Rainbow Dash!" the cyan filly extended a hoof to the timid one.

The yellow pegasus hid behind her long pink mane, speaking in a very soft voice. Rainbow Dash didn't hear her, and she tilted her head to the side. Fluttershy spoke a little bit louder the second time.

"I'm Fluttershy," she whispered.

"Let's be friends!" said the bold pegasus."I'm already going to be the best flyer in Equestria, so you can be the second best flyer!"

"O-okay..." Fluttershy murmured.

Fluttershy smiled at the memory. It was the day when she had first met the rainbow maned mare she loved so much. Rainbow Dash was her closest friend, and with good reason too. She had stuck by Fluttershy's side all through out Flight school, and defended her from all the bullies there. Even after Rainbow Dash was kicked out, she would still meet Fluttershy every day after classes before any of the bullies got a chance to corner her alone.

Rainbow Dash was currently practicing a few of her tricks in the sky above Fluttershy. It was a warm summer afternoon, and Fluttershy laid back on the grass on top of a picnic blanket. Angel was curled up next to her head, sleeping peacefully. Rainbow zig zagged through the clouds and spun one around with full force, then another, and another. Fluttershy cheered her best friend on the best she could, even if her cheering was as loud as the sound of leaves rustling in the wind.

Rainbow Dash didn't mind, she was happy enough that Fluttershy was there watching her. She was currently practicing her tricks that she planned to show off at the next "Best Young Fliers" Competition which would be taking place in Canterlot this year. She would of course be finishing off her act with a Sonic Rainboom, but the routine would be different this time. The competiton was in a few weeks, and Rainbow had been practicing ever since three weeks ago when she learned she was eligible to reenter this year.

Even Rainbow Dash couldn't practice forever. She needed a break. So she flew downward and landed in front of Fluttershy. The shy pegasus smiled as wind blew through her mane from the blue pegasus's landing, and Angel woke up as well. Seeing his momma beaming brightly at the cyan mare, Angel grumbled angrily, turned around, and went back to sleep. He wasn't about to let the speedy pegasus ruin his afternoon nap.

"Wow Rainbow Dash!" said Fluttershy excitedly. "That was amazing!"

"I know right?" Rainbow flexed her wings for Fluttershy and said, "I'm definitely winning with these babies! Anyway, I'm starving, you brought lunch right?"

Fluttershy smiled and nodded. She turned and went to her picnic basket. Angel helped get the food out. They had lettuce and tomato sandwiches, fruits, and Fluttershy had even packed a few carrots for Angel. The white bunny took all his carrots and went to one corner of the blanket, starting in on his meal. Fluttershy giggled and gave Rainbow Dash a sandwich and an apple.

"I hope you like it.." The light yellow mare said.

Rainbow Dash smiled reassuringly at her friend. "It looks delicious!" she exclaimed.

Fluttershy's cheeks turned pink and she hid behind her mane. Rainbow Dash couldn't help but smirk a little bit, finding Fluttershy adorable when she got all bashful like that. Fluttershy decided to distract herself from further embarrassment by tending to Angel. The rabbit had already eaten one and a half of his carrots, there was one last one left. Fluttershy frowned at her naughty pet and gave him a firm look.

"Angel, slow down! You don't want to give yourself a tummy ache, do you?" she scolded her bunny.

Angel looked at her and shrugged. He continued eating like he was, as if Fluttershy had never said anything at all. Rainbow Dash rolled her eyes at this exchange. She could never understand how Fluttershy could tolerate that white furball. Then again, animals were her specialty. Rainbow looked down at her sandwich and licked her lips, thinking it looked very delectable. She took a bite of her sandwich and smiled as she chewed and swallowed.

"Great sandwich!" she said through a full mouth.

Fluttershy smiled, blushing again. "Don't choke," she warned her friend. "Take the time to enjoy it."

"Yeah yeah, I know," said Rainbow with a wave of a hoof.

Fluttershy smiled warmly and started eating her own sandwich. One of the many things she loved about Rainbow Dash was her bold nature and tough demeanor. She saw the blue pegasus as her protector, she only wished Rainbow would be her lover too.

Her lover... Fluttershy looked down at her hooves. Rainbow Dash was the first mare she had fallen in love with. She had realized her feelings for her friend on the day they both got their cutie marks. She remembered that day well.

"OH YEAH! Did you see that Shy? One moment I was just zooming through the air, and then boom! I did it, I am the first filly in Equestria's history to accomplish a Sonic Rainboom! And not only that, but I got my cutie mark!" Rainbow Dash said excitedly to her shy friend. "Check it out!" She showed Fluttershy her new cutie mark.

"Wow Rainbow! it looks lovely!" said Fluttershy. "In fact, I got my Cutie mark too!" Fluttershy smiled and turned so Rainbow Dash could see her new Cutie mark.

Rainbow Dash smiled and said, "Wow, that's pretty sweet, Shy! It looks great on you!"

"R-really?" Fluttershy stammered, her face turning a bit red again. "You like it?"

Rainbow nodded, "Of course. It suits you well. You look so at home here on the ground with all these animals."

"Well they're all very adorable," said Fluttershy with a slight blush. "I guess today was our lucky day."

"Of course it was, Fluttershy! We got our Cutie marks on the same day!"

Fluttershy felt her tiny heart start beating faster inside of her chest. They had both earned their cutie marks, Rainbow Dash after she managed to make a sonic rainboom, and Fluttershy after she landed on a small group of Butterflies. Even now, as she looked up at the sky, she could see the butterflies flying above them. Their bodies were lined up with the rainbow that was now a faint streak of color in the sky, and it seemed like the butterflies were flying over the rainbow. Fluttershy thought it was a beautiful sight. The rays of sunlight made the rainbow shimmer, giving the butterflies an extra shine as they soared through the air. They seemed so at peace, joyfully flying while staying safely close to the ground.

Rainbow Dash swallowed the last of her sandwich and looked over to Fluttershy, who was currently lost in thought. She looked at the shy mare for a moment, thinking how pretty her mane looked in this sunlight. It seemed to make her glow a little, therefore enhancing her beauty. Fluttershy realized she was being stared at and her cheeks flushed. Rainbow realized she was staring and her cheeks flushed as well. She looked away and started eating her apple.

Could she...? Fluttershy began to think. She shook her head. It was a ridiculous notion, assuming Rainbow Dash returned her affections by staring at her. Besides, Fluttershy wasn't even sure if Rainbow Dash was into mares or not. Honestly, she had never seen Rainbow flirt with another stallion before, much less a mare. Maybe Rainbow Dash just wasn't interested in love at all? It would make sense, considering all the time the rainbow maned pegasus spent in the sky.

Rainbow Dash and Fluttershy eventually finished eating their lunches. Angel was already done, and was now just lying on his back while watching the clouds. Fluttershy gently nudged the little bunny awake so she could get the picnic blanket folded up. Angel grumpily got up and hopped off the blanket. He watched the two mares in silence as they cleaned up the area. Angel didn't feel like walking back to the cottage with them, he wanted a ride. So he hopped over to the picnic basket with the blanket folded and neatly placed inside. He hopped into the basket and curled up on the blanket, closing his eyes and falling asleep.

Fluttershy smiled at her pet and carefully picked up the picnic basket. She flapped her wings, hovering just a few feet above the ground. Rainbow Dash flew back to the cottage with Fluttershy and they put away the picnic basket. Angel had no choice but to just get up and go play with his animal friends. In the meantime, it was time for Rainbow Dash to go. She had weather duty that afternoon, so Fluttershy said farewell and watched her fly off.

Rainbow Dash flew back to her cloud home. She went inside and was met by Tank, who was happy to see his mother finally home. Tank knew it was Weather duty day for Rainbow Dash, and she would want to get in a quick nap before then. It was his job to wake her up in time to go. So when Rainbow Dash headed to her room for a quick nap, Tank followed and rested on the spot next to Rainbow. He closed his eyes as well and started napping. An hour later, he woke up to a scream.

"TANK!" Rainbow cried. "You were supposed to wake me!"

Rainbow Dash groaned in frustration as she flew around trying to get her stuff ready. Tank knew that if he could talk, he would tell her that there wasn't really any 'stuff' she needed. So he just sat and let his owner figure it out for herself. Rainbow Dash did, eventually, but only before she went zooming out the door. Tank sighed, knowing his mother wouldn't be back until later this evening. So he decided he would read one of the Daring Do novels Rainbow had borrowed from Twilight Sparkle while he waited.

Rainbow Dash did another good day's work of clearing the skies. She decided to go to Sugarcube Corner to get a snack. She met Pinkie Pie inside, who was thrilled to bits that the pegasus was here now. She had actually just made a fresh batch of cupcakes and wanted to share them with Rainbow. So she led Rainbow to a seat and then hopped into the kitchen. A few minutes later she came back out of the kitchen with a lavender Unicorn in tow. It was Twilight Sparkle and she was using her magic to levitate it to the table.

Twilight smiled at Rainbow Dash and said, "Hey Rainbow! Did you come to try some of our cupcakes? Pinkie Pie just taught me how to make them properly."

"Well if they're fresh cupcakes, then that's even better!" said Rainbow Dash with a grin.

Pinkie Pie grabbed a cupcake and handed it to Rainbow. "Try one then!"

"Absolutely!" Rainbow Dash took the cupcake and bit into it. She smiled as it tasted quite good. She swallowed it and asked, "What flavor is it?"

Pinkie Pie giggled and replied, "Cotton candy! Twilight picked out the flavor. I haven't made Cotton candy cupcakes in a while so I thought I would make them again!"

"Well you guys did a good job," Rainbow Dash praised her friends. "Can I have another one?"

"Absolutely!" said Pinkie Pie.

Twilight levitated a second cupcake to Rainbow Dash as she asked, "So how was lunch with Fluttershy?"

"It was great!" said Rainbow. "I worked up an appetite after practicing some of my best tricks. You know there's that competition in a few weeks."

Twilight laughed softly and nodded. "I know Rainbow, you haven't let us forget that. You know we'll be there to cheer you on again!"

"Yep, and even better, it's in Canterlot! So you guys won't have to worry about cloud spells or wings or anything like that," Rainbow Dash said. "Last year was a disaster."

Twilight nodded in agreement. She glanced upward at the clock and her eyes widened. Twilight turned to her friend Pinkie Pie, who was enjoying a cupcake at the moment.

"Pinkie, I need to go back to the Library. I'll see you later okay?"

Pinkie Pie looked up at the clock and frowned. "Aw, already?" she whined. "Fine. I'll miss you!"

Pinkie Pie went over and gave her friend a huge hug. Twilight blushed as she also received a kiss on the cheek. She was still getting used to having a marefriend, as she had never really dated anypony in the past. Rainbow Dash gave her a wave as she left Sugarcube Corner. She turned her attention back to Pinkie Pie and smirked.

"So how are you and her getting along?" Rainbow Dash asked.

Pinkie Pie grinned and said, "She's totally funnerific! We have so much fun together. She did have a little bit of trouble making the cupcakes today though, but the last batch was perfect! Not too bad for a newbie." She giggled and gestured to the tray on the table, "That's the one you just ate."

"Not bad at all, Pinkie," Rainbow Dash agreed. "Well I should get going too. I promised Tank I would hang out with him tonight."

"See you tomorrow?" Pinkie looked at her hopefully.

"Sure!" Rainbow Dash grinned and got back on her hooves. "See ya tomorrow!"

Rainbow Dash left the shop and headed back home. She found Tank on the pegasus made chair she had gotten for him. Her cloud home was of course, made up of mostly clouds. However, now that Tank was around, Rainbow had to get new furniture for her home. She didn't want her pet to have to constantly be hovering all the time. So she had gone to Cloudsdale and gotten furniture designed by Unicorns and pegasi together that could stay safely on a cloud without falling. Now Tank could safely relax in Rainbow's home, as long as he used the furniture she had gotten for him.

"Tank, I'm back!" she greeted her pet tortoise.

The two bro-hoofed and Rainbow sat down next to Tank's little chair. She lowered her head to see the title of the book Tank was reading. It was the fourth book in the Daring Do series. Rainbow Dash was impressed, the Tortoise was catching up fast. Rainbow was already on book five of the series, and she was actually just starting it. A few months ago, Rainbow Dash found herself wishing she could have someone to talk to about the book series. Twilight Sparkle was great and all, but she had already read the whole series and Rainbow didn't want any spoilers. So she got Tank hooked on the series, and now she would spend time talking about the endeavors of Daring Do with him in the safety of their cloud home.

Thoughts of Tank brought her back to when she had gotten him at Fluttershy's, which in turn brought Rainbow to thinking about the earth-loving pegasus. Today had been really nice. She liked spending time with Fluttershy more than she let on. The shy mare was incredibly kind, hence her element, but there were other things Rainbow liked about her. Fluttershy was great with animals, and was always working hard to make her animals happy. While she was often very jumpy and easily frightened, there were times when Fluttershy had shown true courage. There was the time when Fluttershy had stood up to the dragon who was letting his smoke spread all over Equestria after the dragon had attacked her friends. There was the time when Fluttershy had found the courage to fly into a hurricane so they could get water up to Cloudsdale. She had even managed to truly cheer Rainbow Dash on at the Best Young Fliers competition a year and a half ago.

Rainbow Dash realized she was smiling. Thinking about Fluttershy made her really happy, and she even felt her wings slowly extending. Rainbow Dash blushed and folded her wings back in. Did she really have that much love for Fluttershy? Rainbow thought back to earlier that day when she had admired the way Fluttershy glowed in the sunlight. Perhaps Rainbow did have feelings for her, but did Fluttershy return those feelings? Was she even into mares? Rainbow Dash sighed, doubting the shy pegasus would even admit those kinds of feelings. Then again, they had spent a lot of time together back when they were fillies.

The coach blew his whistle as Fluttershy's turn came up. They were practicing take offs, and Fluttershy had been dreading her turn. She looked over her shoulder at Rainbow Dash, who would be after her. The bold filly gave Fluttershy an encouraging smile and she swallowed. Fluttershy slowly went to the edge of the cloud and peered over. There was another cloud several feet below that would catch her if she fell. Still, it seemed so far away, and Fluttershy hated flying. Suddenly, before she could even prepare herself, the coach shoved her off the cloud.

Fluttershy screamed in terror as her wings immediately folded up against her flank. She fell down and landed on the cloud. All the other fillies started laughing at her. Fluttershy whimpered as she heard them taunting her.

"Fluttershy! Fluttershy! Fluttershy can hardly fly!" the fillies all jeered at her.

Fluttershy shut her eyes, wanting to cry. Then there was a quick gust of wind as somepony landed in front of her. Fluttershy opened her eyes and saw Rainbow Dash standing there, facing the other fillies.

"Leave her alone!" Rainbow Dash snapped at the other pegasi. "It's not her fault if she's nervous about flying!"

Rainbow Dash on the other hand, wasn't just angry at the fillies. She was even angrier at the coach. The coach had shoved Fluttershy off the cloud without even giving her a chance. Rainbow Dash had found that very unfair, and she had dived immediately to Fluttershy's aid. Before yelling at the coach though, she wanted to make sure her friend was okay.

Rainbow turned towards Fluttershy and held out a hoof. Fluttershy took it and stood up, trembling. Her eyes filled up with tears and Rainbow extended a wing, laying it over the crying filly's back.

"Come on Shy, let's leave these jerks," she said giving a glare to the other fillies.

Rainbow Dash flapped her wings and rose above the ground. Fluttershy followed, knowing it was only a short distance back up. They landed on the first cloud and Rainbow Dash went straight to the coach.

"Hey! That was totally not cool, what you did! Fluttershy has a hard time flying, and you should be more aware of that!" Rainbow Dash shouted at the coach.

The Coach narrowed his eyes at this brash little filly. He knew this filly was close to the smaller pegasus, and he also knew Rainbow Dash had a tendency to get angry and defensive when it came to Fluttershy. Still, he was her superior, and the little filly had no right to be speaking to him in this tone.

He spoke in a cold voice, "Watch your tone, Dash. It's not my fault if the filly can't even get a jump start to flying. I'm only here to teach the best fliers."

Rainbow Dash's nostrils flared in anger. She opened her mouth to speak when she heard a small voice behind her.

"Rainbow...it's okay, really. He's right, I'm a horrible flier."

"But Shy-" Rainbow began.

"I'm sorry!" Fluttershy cried softly.

She ran past Rainbow Dash and the Coach and away from the training field, tears rolling down her cheeks. Rainbow Dash ran after her, ignoring the coach's calls for her to come back. She chased Fluttershy all the way to the edge of the academy's area. The fleeing mare hopped up onto a cloud that was only a couple of feet above the ground and laid down, crying softly. Rainbow Dash jumped up onto the cloud with her and put a hoof on her back.

"Shy, don't let them get to you," Rainbow Dash said gently. "You're a great flier! They just don't know it."

Her response was a whimper and more sobbing. Rainbow Dash sighed and tried again. "Listen, Fluttershy, just because you're not the best flier doesn't mean you're the worst flier. You just need some practice. Come on, I know I'm a great flier and all, but there's still stuff I need to practice. You're not alone in this, Fluttershy. We're the best of pals, you and I. We stick together, regardless of our flying skills."

She let Fluttershy cry a little more until she managed to calm down. Fluttershy sniffled and pushed herself up to her hooves, sitting on her rear. Rainbow Dash reached out and wiped away Fluttershy's tears for her. She gave her friend a big smile, and Fluttershy smiled weakly in return.

"I'm sorry.." she murmured softly.

Rainbow Dash scooted closer to Fluttershy and put a hoof on her shoulder. "Don't be sorry, Fluttershy. I'm not mad at you," she said.

Fluttershy looked at her friend, her eyes still moist with tears. "Thank you," she whispered.

Fluttershy was reflecting on this memory as she headed to the spa the next day. It was time for her weekly spa appointment with Rarity, and she didn't want to miss out on it. She also hoped to ask Rarity for some advice, and help her understand her feelings for Rainbow Dash. She reached the spa and went inside, where Rarity was waiting at the front.

Rarity smiled and walked over to her friend. "Hello Fluttershy, I hope your day is going well. It will be made even better after a day at the spa!" she said excitedly.

Fluttershy giggled and nodded in agreement. "Actually, I was hoping I could talk to you."

"Oh of course, my dear! Let's get into a hot bath first," said Rarity.

The two friends went ahead and started their spa day off in the hot tub. Fluttershy smiled as she sank herself into the refreshing water. She felt her muscles relax and let out a sigh of content. Fluttershy looked over to Rarity, the unicorn's smile making her more confident about talking to her. This was Rarity after all, Fluttershy could talk to her about anything.

"What did you want to talk to me about, dear?" Rarity asked gently.

Fluttershy looked down at the steaming water that warmed up her body. She stretched her legs out as she thought of a way to word this. She looked back to Rarity, who was waiting patiently.

"It's about Rainbow Dash," she began. "I was...well I was wondering, do you know if she's into mares?"

Rarity looked at her friend for a moment, surprised by the question. She answered the best she could, "I don't really know. I doubt she would even tell anypony if she was, knowing her."

"Oh...okay..." Fluttershy wasn't sure if she should be relieved or disappointed.

Comprehension dawned on Rarity. "Oh, do you like her, like that?" She emphasized on the word 'that'.

Fluttershy blushed deeply, not looking up. "Yes, I know it seems so silly, but I do."

Rarity smiled gently at her friend, "Darling, it's nothing to be ashamed about! Twilight Sparkle and Pinkie Pie are marefriends, you know. Besides, I think it's sweet that you have a crush on Rainbow. I'm not really surprised either; you two have known each other since flight school."

"Yeah, we have," Fluttershy smiled a little. "I want to tell her how I feel, I just don't know how to do it. I've never done anything like this before. Rarity, what do I do?"

Rarity thought for a moment. Then her face brightened up she said, "Idea! You could try asking her to the Gala. It's supposed to be the night after the Best Young Fliers competition. Maybe you'll find out then. I'm sure she would love to go with you!"

"You think so?" Fluttershy felt uncertain, but there was still a faint glimmer of hope in her eyes.

"Of course. I mean we'll all be going together, but I have a good feeling Rainbow Dash would like to spend time with you at the Gala," said Rarity. "Trust me darling, I have good instinct."

"All right," said Fluttershy softly. "If you say so Rarity."

"Don't worry darling," Rarity told her with a smile. "For right now, just relax. We're at a spa, time to have fun and forget about your worries for a little while."

Fluttershy smiled, feeling better now after talking to Rarity. As she bathed in the hot tub, she thought about Rainbow Dash. She really hoped Rainbow would say yes to going to the Gala with her. Her heart started beating faster just thinking about it. She had the chance to watch her crush win again at the Best Young Fliers Competition and then spend time with her at the Gala.

Even though the first time to the Gala had been disastrous for her and her friends, Princess Celestia had promised them that this time it would be much better. Especially since she and her friends would be the ones setting up the Gala. The plan was that the six of them, along with Spike, would go to Canterlot a week prior to the competition and the Gala. They would stay at the castle and make preparations. When the Gala actually started, they would be able to relax and have fun. The Gala this year was meant to be much more casual and easygoing than in previous years. It would be a first for all of Equestria, and Celestia knew that it would make more of her subjects happier.

While Fluttershy and Rarity were spending the day at the spa, Rainbow Dash was flying to Sweet Apple Acres. She wanted to talk to Applejack about Fluttershy, because she was the only pony Rainbow trusted to talk about her personal feelings with. Applejack was in the Orchard, bucking apples when Rainbow landed in front of her.

"Well hey there RD, what can ah do you for?" Applejack spoke in her cowgirl accent.

"You got a moment?" Rainbow Dash asked her hopefully.

Apple Jack nodded and turned to her winged friend, sitting down on her hind haunches. "Sure thing sugar cube, what's the matter?"

"It's about Fluttershy," said Rainbow Dash. Her cheeks were going a bit red, and she looked down in embarrassment. She didn't normally talk about her feelings with other ponies, but Applejack was a good friend and Rainbow knew she could count on her.

"Ah, I see. Everything okay with you two? Did something happen at the picnic yesterday?" Applejack asked, concerned.

Rainbow Dash shook her head. "No, the picnic was fine. It's just...I think I have a crush on her," Rainbow Dash whispered the last part of her sentence. She hated how sappy she sounded right now

Applejack chuckled a bit, "Well what's wrong with that?"

Rainbow Dash sighed and explained, "She's a very sensitive pony, you know. How do I tell her how I feel? What if I scare her, or make her upset? The last thing I want to do is make her cry."

"Ah can understand that," said Applejack. "She is really timid, so you don't want to surprise her either."

Rainbow Dash nodded and asked, "What do I do, A.J?"

"Well, ah think the best thing to do would be to just show her how you feel. Do something fun with her, something she would like," Applejack suggested. "Yesterday she treated you to a picnic and watched you practice flying. Return the favor by doing something nice for her."

"That could work," said Rainbow Dash. "But I'm not the best cook, and I'm not an animal expert either..."

"That's not important, Rainbow," Applejack said. "What's important is that you spend time with her. Let's see, we'll be going to Canterlot in a couple weeks to help the Princess prepare for the Gala right? Maybe you could ask the Princess if she would you take Fluttershy for a walk through the Royal Gardens. Ah know Fluttershy would like that."

"She would!" Rainbow agreed. "Things would be calmer too, so she wouldn't feel so pressured about getting the animals to like her! Oh this is awesome! Thank you Applejack!"

Applejack chuckled and tipped her hat to Rainbow Dash. "No problem, sugar cube. Happy to help. Remember though, be gentle about it. You don't want to scare the poor girl."

Rainbow Dash nodded, "Right. Thanks again A.J. I'll let you get back to work now. See ya later!"

"See ya, and good luck!" Applejack said as Rainbow Dash got back up to her feet.

Rainbow Dash flapped her wings and took to the skies. She was so excited at the moment, she found herself flying faster. She knew Fluttershy would be overjoyed at the prospect of taking a walk through the Royal Gardens. During the walk, Rainbow Dash would open up to Fluttershy. She could only hope the shy mare returned her feelings. Rainbow Dash needed to start planning the perfect date.

Wait, date? Rainbow Dash slowed down. Would it be considered a date? She guessed it was kind of romantic taking a walk through a garden. Then something occurred to her. What if Fluttershy saw it as a date and freaked out? What if Fluttershy panicked and decided to back out of it? The prospect of a date would probably make the timid pegasus very nervous. Rainbow Dash shook her head. She told herself to stop being so silly. Everything would be fine. Fluttershy was a very close friend of hers, and Rainbow Dash knew they both trusted each other very much. Rainbow Dash knew she needed to stop worrying so much. She also knew Fluttershy trusted Rainbow Dash not to bring any harm to her. They had proved that during flight school.

I can do this, Rainbow Dash told herself as she flew back to her cloud home.

Canterlot

"Come on girls, we don't want to be late!" said Twilight as the six of them got to the train station.

"Relax Twilight, the train just arrived," said Applejack.

Indeed, the Friendship Express was just pulling up to Ponyville's train station. The six Elements of Harmonyy, as well as Spike, got their own private coach, as requested by Princess Celestia. It was a week prior to the Gala and Celestia wanted the six friends to be the ones who set it all up. Applejack would be taking care of food, Pinkie Pie was in charge of entertainment, Rarity would be designing the dresses, Fluttershy would be orchestrating the music, Rainbow Dash was going to get to hang out with the Wonderbolts, and of course Twilight Sparkle would be the one making sure everything went according to plan.

Pinkie Pie bounced around her marefriend as they approached the train. "This is going to be so super duper funnerific! I'm so excited I don't think I can hold it in. Hold on!"

Everyone paused as their party loving friend started bouncing rapidly until she suddenly shot up into the air, making a loud shriek of excitement.

"YAY!" shouted Pinkie as loud as she could. She landed back on the ground and smiled, "Okay I'm good." With that, Pinkie Pie boarded their private coach.

Her friends all giggled and got onto the coach after her. They all picked their own respective bunks and set their stuff down. Then they gathered around so they could start talking about what they would do once they reached Canterlot. Twilight took the lead in the conversation, as she was the chief organizer of the whole thing. Spike in the meantime just hung back listening as the girls chatted on.

"Hey Twilight, this is great and all but you'll give us a chance to kick back and relax, won't you?" Rainbow Dash asked hopefully.

Twilight smiled and nodded, "Of course! Canterlot is the capital city of Equestria. I couldn't keep you guys from exploring."

"Awesome!" Rainbow Dash made a hoof pump.

"Oh, but this will be so wonderful!" Fluttershy said in her soft voice. "I mean, it's such an honor being chosen to plan the Gala."

"I'm with y'all there, sugar cube," Applejack agreed. "Hopefully this will make everypony appreciate mah food some more!"

Rarity smiled at Applejack and said, "I'll be sure to point everypony towards your food! Surely when they see a beautiful mare such as myself recommending the Apple Family's franchise, they'll go to you like a dragon to his gems."

She smiled at Spike when she said the last part. Funny enough, Spike was munching on a small bowl of gems Twilight had given him before they boarded the train. Spike realized everypony was looking at him, and his face turned slightly red. Everypony laughed at this, which made the baby dragon blush even more.

"Oh Spike, darling, you look ever so adorable when you blush," complimented Rarity.

Spike smiled a big smile as his crush complimented him, but being hungry, he went back to eating his gems. The ponies giggled and went back to their conversation.

"The best part for me will be playing host for the Wonderbolts!" Rainbow Dash exclaimed. "I'll really get to hang out with them this time."

Twilight smiled and said, "I'll be able to find time to catch up with the Princess this week, in case she's too busy to talk during the Gala like that first time."

Pinkie Pie clapped her hooves together in excitement, "Oh this is going to be so much fun! I'll have balloons, streamers, cake, candy, and confetti! You can't have a party without confetti!"

"I'll make everypony new dresses too," Rarity chimed in. "You can't wear the same dress to the same Gala twice, it doesn't work like that."

"I can use this week to let the animals get used to me," Fluttershy said. "Then they can all be out and about for everypony to see and admire!"

Rarity sighed wistfully and said, "I just wish I could meet the stallion of my dreams, somepony who isn't a total jerk like that Prince Blueblood." She shuddered at the memory of the snobby stallion who had treated her horribly at the Gala a year and a half ago.

"Don't worry sugar cube, you got us here to hang out with," Applejack said to her. "We Ponyville folk might not be as fancy as the ponies in Canterlot, but you won't meet friendlier ponies anywhere else."

"That's very true, Applejack," Rarity said, smiling now. "It won't be so bad this year, I hope."

"It won't be if I'm setting up the party!" Pinkie Pie said excitedly.

The six friends continued chatting as the Friendship Expressed carried them to Canterlot. After a good meal, they all headed off to sleep for the night. As Rainbow settled down in her own bed, she thought about what she would do tomorrow when they arrived at Canterlot. Should they go to the Gardens right away? No, Rainbow told herself. Fluttershy would want to get settled in at the Palace first. Rainbow Dash also didn't want to feel like things were rushed. She decided she should take it one step at a time. A yawn told her mind to go to sleep, and she closed her eyes and slipped off into dream land.

~ ~ ~

The Friendship Express arrived at the Canterlot Train Station the next morning. The six ponies and Spike all got off the train. They were met by a team of guards, who would be their escort to the palace. The guards led them to the palace and they walked into the great hall. Princess Celestia had requested an audience with the ponies soon after their arrival, but not before they could get settled into their rooms and everything.

After they were shown their rooms, six ponies and a baby dragon headed to the throne room to meet Princess Celestia. The Princess stood tall and regal, and Princess Luna stood by her side. The ponies bowed in respect to the two sisters as they approached, and Princess Celestia stepped forward to speak.

"Welcome, my little ponies!" Princess Celestia greeted the six friends. "And Spike, of course," she added, bowing her head to the young dragon. "I trust your journey went well?"

"It went well, Princess," said Twilight Sparkle in a respective tone. "Thank you again for letting us plan the Gala this year. We promise not to let you down!"

Pinkie Pie nodded and shouted, "It'll be the best party ever! Well maybe not the best party ever, because there was the party I threw for Gummy's birthday last year. And then there was the party I threw for Rainbow Dash when she got out of the hospital. And then-"

Applejack stuffed a hoof in Pinkie Pie's mouth to cut her off. "What Pinkie Pie is trying to say here, Princess, is that we'll make it the very best Grand Galloping Gala Equestria has seen in years!"

Pinkie Pie, who had been mumbling even with Applejack's hoof in her mouth, nodded in agreement. Applejack removed her hoof and Celestia smiled warmly at them.

"That's good to hear, I'll be looking forward to it then," said Princess Celestia. "Remember that even though you are here to prepare for the Gala, you are also more than welcome to look around the city and enjoy yourselves."

Rarity beamed at the sound of that and said, "Oh thank goodness! I heard Filthy Rich was going to be here this week, and I was hoping to get him to be a sponsor for my latest hat styles!"

"I have plans as well," said Rainbow Dash.

She turned her head to look at Fluttershy and gave her a small wink. Fluttershy blushed in surprise and looked away, hiding her face with her pink mane. She wondered what Rainbow Dash had in mind, and it made her a little nervous. Maybe this would be an opportunity to ask her to the Gala. She could follow up on Rarity's advice and do so. Of course, it depended on what Rainbow Dash wanted to do.

Rainbow Dash smirked, seeing she had made the shy pegasus blush. She did wish Fluttershy wouldn't hide her face all the time. Those bright eyes of hers were so beautiful, and Rainbow often felt like she might drown in them. Rainbow Dash blinked, stopping herself. She had never liked being sappy, and she wasn't keen on starting now. She turned her attention back to the Princess as she spoke again.

"Well I hope you all enjoy yourselves! Now go on and have fun," said Princess Celestia, dismissing them. "Oh, and Twilight, I'd like to have a word with you please?"

"Of course!" Twilight stayed behind as her friends left the throne room.

Rainbow Dash flew after Fluttershy and landed, walking beside her friend. "Hey Flutters! Wanna go around Canterlot with me?" she asked.

"Um, sure!" said Fluttershy in her soft voice. "I mean, only if you really want to."

"Course I do, I asked you didn't I?" Rainbow Dash quirked a brow at her.

Fluttershy blushed and looked down. "Well, yes you did," she murmured.

Rainbow Dash chuckled and smiled. "Awesome! I promise you this will be fun," she said excitedly. Then in a softer tone she said, "Besides, it's nice to hang out, just the two of us."

Fluttershy smiled and nodded in agreement. "You're right."

The two pegasi left the palace and headed out into the beautiful city of Canterlot. All the ponies around them were of course, well dressed ponies and very high class. Fluttershy felt like she stood out, but Rainbow's confident trot made her feel better. They may be ponies from Ponyville, but they were also two of the six ponies who had saved Equestria not just twice, but thrice!

Fluttershy was pulled out of her thoughts when Rainbow Dash suddenly cried out. "Hey Fluttershy! Check it out, it's the stadium where they'll be hosting the Best Young Fliers Competition!"

Fluttershy looked up. Sure enough, it was the stadium where Wonderbolt Derbies were normally held. But now there were pegasi, including Wonderbolts, setting up the stadium for next week's competition. Rainbow Dash was now staring at her heroes in awe. Fluttershy smiled warmly, glad to see her friend so happy. It reminded her of the first time the two of them went to a Wonderbolts' Derby together.

Rainbow Dash and Fluttershy were on a special class trip to Canterlot. Their teacher was taking the class to see their very first Wonderbolts Derby. Rainbow Dash was very excited, since she had been talking about it all morning.

"This is so cool!" Rainbow Dash squealed. "I can finally see the Wonderbolts in action!"

Fluttershy giggled at her bold friend's enthusiasm. "You really are excited aren't you, Dashie?"

"Sure am, Flutters! You just wait, when you see Rainbow Blitz up there, his speed will knock you right over!"

Rainbow Blitz was Rainbow Dash's father, and also her favorite Wonderbolt. He really was one of the best fliers on the Wonderbolts team. He had won first place five years in a row already, and Rainbow Dash knew he would win again in this year's Derby.

"Then when that happens, little Fluttercry will do what she does best!" said a cruel voice from behind the two fillies. Rainbow Dash whirled around as she saw the two bullies start fake crying, laughing and mocking Fluttershy.

"You two shut up!" Rainbow Dash snapped at them. "If you make fun of her one more time, I'll...I'll..."

"You'll what?" asked one bully, whose name was Hoops, sneering at her.

"Yeah," said the shorter one, Dumb Bell, "Or what? You're no better than her, Rainbow Crash!"

The two bullies fell over laughing hard. Fluttershy felt tears come to her eyes, which only made the bullies laugh harder.

"Aww look, she's crying all ready!" Hoops jeered. "What's wrong Fluttercry?"

"Did we hurt the wittle baby's feelings?" said Dumb Bell in a mocking tone.

Rainbow Dash tackled Dumb Bell immediately, not wanting to hear him taunt Fluttershy anymore. She pinned him on the ground and punched him repeatedly with her hooves. She was so angry she didn't even notice she was making bruises form on the young colt's face. Then she heard a cry from behind her and looked back for a second. Fluttershy was on the ground and Hoops was towering over her, throwing insults in her face.

"Fluttershy!" Rainbow Dash cried.

She started to charge to Fluttershy's aid when Dumb Bell grabbed hold of her tail with his mouth. Dumb Bell got to his feet and yanked her backwards. Rainbow Dash growled and bucked him in the face with a hind hoof. The colt cried out as he was knocked back from the blow. Rainbow Dash then charged at Hoops and was about to tackle him when she heard a loud whistle.

"ENOUGH!" shouted the teacher, who was just coming over to the four young ones. "Rainbow Dash, I had hoped you would control yourself more. As for you two," the teacher rounded on the bullies. "You should know better than to bully your classmates. Especially in public like this! I'm embarrassed to have you two in my class right now."

Rainbow Dash crept over to Fluttershy as the teacher chastised the two bullies . "Flutters, are you okay?" She whispered gently.

Fluttershy got to her hooves slowly, shaking. "Y-yeah..." she murmured. Her eyes were teary and she looked up at Rainbow Dash with a face full of hurt. "Why do they have to be so cruel?"

Rainbow Dash gently put a hoof on her friend's shoulder and said, "They're just jerks. They have no idea what a great friend you are." She gave the shy filly a big smile. "Now come on, do you want to watch the Wonderbolts with me or not?"

Fluttershy forced a small smile and nodded. "Yeah, I do."

"Great, come on!" said Rainbow Dash encouragingly.

Fluttershy nodded again and followed her and the rest of the class to the stadium.

Rainbow Dash noticed the frown on Fluttershy's face. She turned to her friend and asked, "You okay Flutters? You don't look happy."

Fluttershy blinked and realized Rainbow Dash was speaking to her. The rainbow maned mare was giving her a look of concern. Fluttershy gave her a soft smile,

"I'm fine Rainbow. Just a bad memory, that's all."

"Cheer up Fluttershy, there's more places to see!" said Rainbow Dash with a smile.

Fluttershy returned the smile and went with Rainbow Dash as they walked through the streets of Canterlot. Fluttershy caught sight of an ice cream parlor and nudged Rainbow's side to get her attention. Rainbow Dash saw the ice cream parlor too and she grinned.

"Ice cream sounds good!" she said. "Let's get some!"

Fluttershy smiled happily and went with her friend to the parlor. They went inside and met a aqua blue unicorn who was standing behind the front counter. The unicorn smiled warmly at the two mares and offered them the menu. Fluttershy picked out an orange sherbert flavor, and Rainbow Dash got mint chocolate chip. The two friends went outside and sat at a small table, eating their ice cream together.

"Mm, this is some of the best ice cream I've tasted!" said Rainbow Dash. "Don't tell Pinkie Pie I said that, though."

Fluttershy giggled and said, "I won't say a word. This really is good ice cream though."

She started licking her ice cream, some of it getting on the side of her mouth. Rainbow Dash watched for a moment. She looked at that little orange flavored spot of ice cream on her cheek. It looked delicious, but the yellow mare was making no move to lick it off herself. Rainbow Dash found herself scooting closer to Fluttershy and leaning in. She stuck her tongue out and licked off the spot of ice cream. Fluttershy yelped in surprise, but managed to catch her ice cream before it hit the table.

"Um, you had a little bit of ice cream there..." said Rainbow Dash, licking her lips nervously.

"Oh...okay..." Fluttershy's cheeks turned pink, as she was slightly embarrassed.

Had the cyan mare really just licked ice cream off her cheek? Had she really just touched her in a very intimate manner? Fluttershy could still feel some of the wetness from Rainbow's tongue on her cheek, but she didn't dare wipe it off. She didn't want to see rude. She smiled slightly at Rainbow Dash and said,

"It's that good, huh?"

"Yeah, it is," said Rainbow Dash, smiling sheepishly.

The two of them finished their ice cream in silence after that. When they finished, they left the parlor together and made their way back towards the castle. Then the two mares turned towards each other, both wanting to say something

"Rainbow-"

"Fluttershy-"

They both spoke at once. Fluttershy blushed and said, "You go first..."

"Well, I was wondering if tomorrow night, you would want to go with me to the Royal Gardens?" Rainbow Dash asked. "I mean, if you want to. We could just go for a walk, see all the animals, talk. Just hang out, you know?"

"Oh," a small smile spread across Fluttershy's lips. "That sounds nice, I'd like to do that."

"Really?" said Rainbow Dash almost too excitedly. Then she remembered herself and said, "I mean, cool. We'll have fun, I know it." She gave her a smile and asked, "What did you want to say?"

"Well I-" Fluttershy began, but she was cut off as a pink pony bounced over to them.

"Hey guys! We're going to have a party to kick off the week! Wanna come? You have to come! Everypony's going to be there. Oh won't you pretty please come?" Pinkie Pie asked.

Rainbow Dash grinned and said, "Sure Pinkie! That sounds fun. Come on Fluttershy!"

"O-okay..." said Fluttershy slowly.

She followed her two friends back into the palace to join the party. She hadn't been able to ask Rainbow Dash about the Gala, but Rainbow Dash wanted to walk with her in the Gardens tomorrow night. Fluttershy knew that would be exciting. It would also be a good chance to ask her too! Fluttershy smiled, feeling more excited about the idea.

A Bond that Surpasses Friendship

Rainbow Dash stood in front of the sweet shop in the Canterlot town market. She thought she could get something for Fluttershy. Was it sappy? Yes, it was very sappy. Was it something Rainbow Dash normally did? No, it was not. Still, this was Fluttershy, and she wanted to make her friend feel special. She realized she was getting odd looks from ponies around her. Rainbow Dash sighed, she had been standing there for the past 15 minutes. She finally forced herself to go inside.

The smell of chocolate and candy teased her nostrils. Rainbow Dash licked her lips as she looked around the shop. She walked among the shelves, looking for something Fluttershy might like. She saw strawberry shortcakes, chocolate cakes, blueberry muffins, hazelnut cookies, cupcakes, and many more sweets. Her mouth began to water and Rainbow Dash quickly swallowed. She was here for Fluttershy, not for herself.

She paused in front of a pouch of cookies. They were sugar cookies with icing on top. Each spot of icing was in the design of a butterfly. Rainbow Dash raised a brow, seeing these cookies were very fitting. She took two pouches and put them in her shopping bag. She continued looking and brought several more sweets before going to the front to pay for them. Rainbow Dash left the shop and made her way back to the castle. She froze when she saw a familiar looking Griffin.

"Gilda?" her eyes widened.

She hadn't seen the griffin since Gilda had left Ponyville about two years ago. Now she was in Canterlot. Gilda spotted Rainbow Dash and frowned, looking at her distastefully. Rainbow Dash narrowed her eyes in response. They hadn't exactly parted ways on good feelings the last time they saw each other. Now there was a cold feeling between them. The two approached each other and a silent moment passed.

"Dash, long time no see. What are you doing here in Canterlot?" The Griffin finally spoke.

"I'm here on request from Princess Celestia herself," Rainbow Dash said proudly. "All my friends are here too. We're being given the honor to prepare the Grand Galloping Gala."

Gilda snorted and said, "The Grand Galloping Gala? Really, the princess asked you to plan a lame event like that? Is it just me, or have you gotten even more pathetic since the last time I saw you?"

Rainbow Dash bristled and said, "Well why are you here anyway?"

"Me?" Gilda smirked and said, "I'm here for the Best Young Fliers competition. I thought I would enter this year."

Rainbow Dash gasped. "You? You're entering the competition?"

"Why are you so surprised Dash? I'm one of the best fliers of my kind, and I thought I should show off my skills to these ponies," said Gilda.

"Well that may be true, but I won last year and I'm going to win again this year," said Rainbow Dash with a grin. "Unlike you, I can do a sonic rainboom."

Gilda scoffed and rolled her eyes. "A sonic rainboom? There's no way you can do that. That's impossible."

"Oh yeah? Well just watch me, because I can do it in 10 seconds flat!" Rainbow Dash boasted.

"Whatever," Gilda muttered. She looked at the pegasus again and noticed her bag full of treats. "What's in the bag?" she asked, curious.

Rainbow Dash's face softened and she blushed slightly. "Oh, these...they're for a friend of mine. I thought she might like them."

"Ugh, when did you get so sappy, Dash?" Gilda said coldly. "And you're giving them to a mare? What are you, a fillyfooler now?"

Rainbow Dash blushed again at that, but she kept her calm. "I guess I am," she said boldly.

"Disgusting, that's even worse." Gilda sighed in annoyance and turned. "I've got better places to be. See you at the competition, Rainbow Crash," Gilda used the insult she had once defended Rainbow Dash from when they were younger.

Rainbow Dash growled, but managed to control her anger. She stayed put as the griffin walked off. She couldn't get upset now. She needed to go see Fluttershy, so they could go for a walk in the gardens. She wasn't about to let Gilda ruin her happiness. She turned and continued walking back to the castle.

~ ~ ~

Fluttershy walked through the Canterlot market place. She wanted to buy Rainbow Dash something in thanks for her asking Fluttershy to go on a stroll through the Royal Gardens. She wanted to get something cool for Rainbow Dash, since the tomcoltish pegasus didn't like girly and fancy things. The problem was, however, Fluttershy wasn't sure where she could find something 'cool' enough for Rainbow Dash.

Fluttershy continued through the market place when she saw a long line of ponies leading to a stand. Fluttershy flapped her wings and rose above the ground. She hovered high enough to see the stand, where two Wonderbolts were signing pictures for their fans. They were Soarin' and Spitfire. Fluttershy knew Rainbow Dash would like to have a signed photograph of her two favorite Wonderbolts. So she went ahead and got in line.

She smiled at the two Wonderbolts when it was her turn.

Spitfire recognized her and gave her a wave. "Fluttershy, right? Rainbow Dash has told us a lot about you."

Fluttershy found herself blushing and she made a small smile. "Really?"

Spitfire nodded, "Yep. Now did you want a signed photograph from both of us or just one of us?"

"Both of you, if you don't mind that is," said Fluttershy.

"We can do that!" said Soarin' with a big grin.

She got a signed photo from each of them, and she tucked them both in her bag. She said goodbye to the two Wonderbolts and Fluttershy left the stand. She started heading back to the castle. Then she spotted Rainbow Dash's old friend, Gilda the Griffin.

Gilda looked a little irritated as she walked through the crowd. Fluttershy didn't know why, and she wasn't sure she wanted to know. She didn't want anything to do with the griffin, so she thought best to avoid her. Fluttershy slipped through the crowd, trying to stay out of Gilda's line of sight. Unfortunately, the griffin caught sight of the shy pegasus and approached her.

"Hey, if it isn't Fluttercry," said Gilda with a cruel smile. "Where's your buddy, Rainbow Dash?"

Fluttershy took a step back, afraid of the intimidating griffin. "She's at the p-palace..." Fluttershy stammered. "I'll tell her you said hi?"

Fluttershy smiled weakly and turned, quickly walking away. Gilda growled and grabbed her by the tail, pulling Fluttershy back towards her. She spun Fluttershy around so she could face her. Fluttershy trembled, looking at Gilda fearfully.

"I really should go now, I'm sorry to bother you," said Fluttershy in a soft whisper.

"You realize you're one of the lame ponies who took my one best friend away from me, right?" Gilda hissed at her.

"I am?" Fluttershy squeaked.

"Yes," said Gilda in a harsh tone. "I won't forgive you for that. Ever."

"I'm s-sorry..." Fluttershy spoke in a shaky voice.

Gilda glared down at the frightened pegasus, not caring about the effect she had on her. "You're pathetic, and you're weak. I still can't believe Dash decided to hang out with lame ponies like you."

With that, Gilda shoved Fluttershy away. Fluttershy whimpered as she was knocked backwards and she landed on her back. Gilda rolled her eyes and left without another word. Fluttershy slowly got back up to her hooves and took a few deep breaths to calm herself. She turned and hurried back to the castle, not wanting to be alone any longer.

~ ~ ~

It was now evening, and Rainbow Dash stood at the front entrance to the Royal Gardens. She had a blanket folded and draped over her back and a basket in her mouth. The basket contained the savory sweets Rainbow had gotten at the sweet shop, as well as fruits and vegetables she thought Fluttershy might want to feed to the animals. Soon she saw the yellow mare approach her, and smiled, but it quickly faded when a look of panic crossed Fluttershy's face.

"Oh, you're here already?" Fluttershy gasped and shut her eyes, bowing her head. "I'm so sorry, Rainbow Dash. I didn't mean to make you wait!"

Rainbow Dash couldn't help but chuckle a bit. She put a hoof on Fluttershy's back and said, "It's fine, Flutters. I just arrived a few minutes ago."

"Okay..." Fluttershy still looked a little nervous.

"Hey, I brought us snacks!" said Rainbow Dash. "I also have a surprise planned for us. But we need to hurry so we don't miss it."

Fluttershy smiled at that and followed Rainbow Dash into the garden. They walked among the trees and shrubbery. Every so often, Fluttershy would spot a bunny or a rare kind of bird or some other adorable animal. Keeping Rainbow Dash's surprise in mind, she didn't spend too long with each animal that she saw. Rainbow Dash was patient with Fluttershy, since they were here for the animal loving mare. Soon they reached the tree which contained Rainbow Dash's surprise.

Rainbow Dash spread her wings and flapped them, lifting off from the ground. Fluttershy followed, more curious about what the surprise was. She followed Rainbow Dash up into the tree and they landed on a thick branch that was wide enough for both of them to stand on. Rainbow Dash moved an overhanging branch out of the way and Fluttershy's eyes widened.

Philomena, Princess Celestia's pet, was in the tree. She was standing right next to a nest full of fiery colored eggs. Fluttershy gasped in awe and she looked at Rainbow Dash happily. Rainbow Dash grinned, glad to see her surprise was a success.

"Shh, just watch," Rainbow Dash whispered.

Fluttershy nodded and turned her attention back to the nest. The eggs began to wobble and their shells cracked. One by one, a small orange head popped out of each shell. Fluttershy's eyes widened even more, if that was possible. She had never seen phoenix eggs hatch before. Sure there were plenty other birds that she had cared for and helped their eggs hatch, but never a phoenix's eggs.

"They're beautiful," Fluttershy murmured. She looked at her friend and smiled, "Thank you so much Rainbow Dash! Really!"

Rainbow Dash smiled back at her. "No problem Flutters."

Cheeping brought the two mares' attention back to the baby phoenixes. They were waving their tiny wings and begging their mama to give them food. Philomena stepped into the nest and gathered up all her babies under her wings. Fluttershy smiled as the phoenixes happily cuddled up with their mother. Soon Philomena looked at the two observing ponies and squawked at them. Fluttershy understood and looked at Rainbow Dash.

"We should leave them alone now, Rainbow," said Fluttershy.

Rainbow Dash nodded in understanding. Fluttershy was an animal expert, so she knew best. The two pegasi flew out of the tree and back to the ground. Rainbow Dash looked around and decided that their current location would be a good spot to settle down. So she put down the basket and let the blanket slide off her back. Fluttershy laid the blanket out flat on the ground and Rainbow Dash started unpacking the basket. Once all the sweets were out, the two mares sat side by side on the blanket.

Luna's moon was already high in the sky. The stars twinkled like jewels embedded into the darkness of the night. Rainbow Dash looked over to Fluttershy, who was gazing up at the starry sky. She smiled and nudged the yellow pegasus gently. Fluttershy turned her attention to Rainbow Dash.

Fluttershy remembered her present for Rainbow Dash. So she reached into the bag she had brought with her and took out the two signed photographs. She set them on the blanket and pushed them towards Rainbow Dash.

"I got these for you, Rainbow," she said shyly.

Rainbow Dash looked at the two photographs, and she grinned. "Oh my gosh oh my gosh, Fluttershy! How did you-I mean this is-- wow! Thank you!"

Fluttershy giggled and said, "Well the Wonderbolts were handing them out. I knew you would want one so I got one of Spitfire and one of Soarin'."

Rainbow Dash beamed at her. "This is awesome!" She exclaimed. "Hah, Fluttershy, you just made my day! Though I wish I could have met them myself."

Fluttershy blushed deeply and said, "Don't worry Rainbow Dash. You'll still get to see them at the Best Young Fliers competition next week!"

As Fluttershy reminded her about the competition, Rainbow Dash was also reminded about Gilda. She sighed and looked down. It would be great seeing the Wonderbolts, but not so great seeing Gilda again. She still hated the griffin after the way she had treated everypony about two years ago. She hated Gilda even more for the way she treated Fluttershy. That particular memory brought a scowl to her face.

Fluttershy noticed her expression and her smile faded. "What's wrong, Rainbow?" she asked cautiously.

Rainbow Dash looked back at Fluttershy as she responded, "About the competition at the end of this week, you'll never believe who's participating."

"Who?"

"Gilda," said Rainbow Dash bitterly. "I ran into Gilda in the market today. She told me she was taking part in the Best Young Fliers competition."

Fluttershy paled at this and said, "I ran into her too... Well more like she saw me and came after me..."

Rainbow Dash looked alarmed. "She did? Did she hurt you? Are you okay?"

Fluttershy shook her head, "No she didn't. She did blame me for taking you away from her though."

Rainbow Dash snorted and said, "It's her own fault she lost a friend like me."

"Rainbow, she sounded really mad when she was talking to me. I'm a little worried," Fluttershy admitted.

"She's just a griffin with a bad attitude," said Rainbow Dash. "I wouldn't worry too much about it."

"If you're sure, Rainbow Dash," Fluttershy smiled gratefully at her friend.

"Enough about Gilda," said Rainbow Dash. "Let's eat!"

Fluttershy nodded in agreement, not wanting to talk about the griffin any further. Rainbow Dash got the pouch of sugar cookies with butterfly shaped icing and handed it to Fluttershy. The yellow mare smiled when she saw the cookies. As she opened her pouch, Rainbow Dash started eating a blueberry muffin. The two pegasi ate together under the clear night sky. When they finished eating, they both sat side by side and watched the stars.

Fluttershy decided now was her chance to tell her. At the same time, Rainbow Dash decided now was the time to confess. Both of them ended up saying each others' names again, which resulted in both of them blushing.

"You go first," said Fluttershy politely.

"No no, you go ahead," said Rainbow Dash.

"Okay, well, I know the Grand Galloping Gala will be this Saturday night, which is after the Best Young Fliers Competition on Friday," Fluttershy began. She took a deep breath and told herself to be brave. This was Rainbow Dash after all, her long time friend and crush. She swallowed and continued, "And I know we'll all be going to the Gala together, but I was just wondering if you and I could share a dance or two?"

Rainbow Dash looked at Fluttershy for a moment. It was apparent that the shy pegasus was embarrassed and nervous at the same time. Still, the normally timid mare had mustered up the courage to ask Rainbow Dash to dance with her at the Gala. She saw Fluttershy swallow anxiously and decided to speak before she took her silence the wrong way.

"That...would be fun, actually," said Rainbow Dash with a smile. "It would be great if we could dance together. I mean I don't want to sound sappy or anything, but it'll be nice spending time together like that."

Fluttershy smiled, relieved. "Yeah, it will be nice, I mean I hope it will," she said, her cheeks growing warm.

Rainbow Dash looked at the light pink color in Fluttershy's cheeks. It made her look more adorable, and very beautiful. Rainbow Dash looked at her friend for one long moment. She wanted to tell her, but she wasn't sure how. So Rainbow Dash took a deep breath and exhaled.

"Fluttershy, um, can you please close your eyes for a moment?" she asked nervously.

Fluttershy looked a little surprised by the question, but nodded. She closed her eyes for Rainbow Dash. The cyan pegasus leaned forward, bringing her lips to meet Fluttershy's. The yellow pegasus gasped, but Rainbow Dash reached out with a hoof and held the back of Fluttershy's head. Rainbow kissed Fluttershy deeply, and she allowed herself to be lost in the kiss. The kiss lasted for several long but blissful moments. Finally, they drew apart.

Fluttershy was blushing a deep crimson now. She hadn't expected Rainbow Dash to kiss her. Her lips had tasted so sweet, and Rainbow Dash had kissed her ever so gently. Fluttershy had never kissed or been kissed before. So this was her first kiss. It was the same for Rainbow Dash. She had never really been interested in love until now. Now of course, seeing the timid mare that she had grown up with, she realized she wanted that love more than ever. She loved Fluttershy, and she had just shown it through a kiss.

"That was...really nice," said Fluttershy with a small smile.

Rainbow Dash blushed, "Yeah, it was."

Fluttershy looked at Rainbow Dash for a moment before asking, "So...does this mean we're...?"

Rainbow Dash raised an eyebrow, "Do you want it to?"

"Well, yes," said Fluttershy.

"Then yes," Rainbow Dash said with a smile.

"Should we tell the others?" Fluttershy asked.

"Tomorrow," Rainbow Dash replied. "Right now, let's just be alone for a while longer."

"Okay," Fluttershy smiled happily.

Author's Note

Just wanted to bring back an old foe, You'll be seeing her again even after the Best Young Fliers Competition chapter. Also, I'm starting to get an idea for a good plot. So keep reading and you'll find out more about it.

With Love's Wings

Equestria's capital city was bustling with activity, since the day of the Best Young Fliers competition had finally arrived. A cyan pegasus was flying overhead as her friends headed to the big stadium where the Wonderbolts' derbies were normally held. Fluttershy was watching her marefriend as she flew about in the sky while staying close to her and the others. She really hoped Rainbow Dash wouldn't wear herself out so much she didn't have energy to compete today. Still, it seemed that her rainbow-maned friend could fly forever.

Rarity on the other hoof was getting rather annoyed. Rainbow Dash was wearing a suit she had made just for her and at her request. And there she was, flying around in that suit and getting it dirty before the competition even started. Rarity couldn't stand the thought of somepony ruining an outfit she had worked so hard on. Even if it was Rainbow Dash, the one pony who she expected to do so.

"Rainbow Dash! Get down right now before you ruin that suit! I don't want you all sweaty and exhausted while in that suit before the competition, so please take it easy," Rarity scolded her winged friend.

Rainbow Dash rolled her eyes and landed lightly on the ground. "I was only stretching my muscles out Rarity. I don't want to get a wing cramp in mid air," she said.

Fluttershy, who had been lagging behind the group, picked up her pace to walk alongside Rainbow Dash. She nuzzled her marefriend's side lovingly and said, "I think you'll do great, but Rarity's right. She worked hard on that outfit, and even I don't want to see it ruined before you go out into the arena."

"All right, but only because you asked, Shy," Rainbow Dash said. "I'm just so excited. You know how I reacted when I got the letter telling me I could re-enter this year!"

Fluttershy giggled and nodded, "I remember very well, Rainbow Dash."

"I'm going to win for you, Fluttershy. You just watch me, I'll be leaving all those other pegasi in the dust, as well as Gilda! No way am I going to let her show me up," she said, a glimmer of determination in her eyes.

"I know you will, Dashie," said Fluttershy. She gave her another kiss on the cheek and Rainbow Dash returned the kiss on the Fluttershy's lips.

"You're the best, Flutters!" said Rainbow Dash. She stroked Fluttershy's wing lovingly with her own before running on ahead.

Fluttershy smiled and the six ponies continued making their way to the stadium. She knew her rainbow maned friend was excited to win, but she also didn't want her to wear herself out. She had coaxed Rainbow Dash into going to bed early last night so she would be well rested for today. Fluttershy could see now that Rainbow Dash had an extra spring in her step. It was obvious that the speedy pegasus was ready to fly and win the competition. Fluttershy knew she would win, because she had a lot of faith in her childhood friend.

Everything was already prepared when they arrived. Many ponies were pouring in from all over Equestria and filling the seats in the stadium. Tier after tier was being filled, and some of the Wonderbolts were helping keep the crowd organized. Princess Celestia had already assigned special seats for the six of them, or rather the five of them in this case, since Rainbow Dash would be participating in the competition. Fluttershy gave Rainbow Dash a good luck kiss before she joined her friends at their seats. Rainbow Dash went to the contestants' area to prep up.

This time, there was no Rarity with a pair of fancy wings to show her up. This time, she was contestant number 2, and she was going to stay as contestant number 2. She was confidant because not too many nights ago, she had gained a beautiful marefriend who was now waiting to see her win the competition. Rainbow Dash was ready to win this competition, and not just for herself, but for Fluttershy too, as well as all of her friends. She was looking around for contestant number one when she spotted Gilda standing nearby.

The Griffin noticed her as well, and the two rivals approached each other.

"Dash," said Gilda cooly.

"Gilda," Rainbow Dash replied evenly. "Ready to lose?"

Gilda snorted and shook her head. "I'm ready to win, and I'm also ready to watch you crash and burn," she said snidely. "Nice outfit by the way. Who made it? Wait no let me guess, it was that dressmaker friend of yours. Clarity or something?"

"Her name is Rarity, and she made it for the competition," said Rainbow Dash defensively.

"Yeah yeah, whatever. I could care less," Gilda said coldly. "I'm the first to go. I doubt you and these other lame ponies will be able to top my moves," she bragged.

"Oh yeah? Well I'm contestant number 2!" said Rainbow Dash. "I'll gladly take the honor of beating you."

Gilda narrowed her eyes at Rainbow Dash. "Is that a challenge?"

"Maybe it is," said Rainbow Dash.

"Oh well then. It is on!" Gilda declared.

"Bring it!" Rainbow Dash shouted back.

"Contestant number one!" the announcer called suddenly.

Gilda grinned and said, "That's me! Good luck, Rainbow Crash."

She laughed and walked out to the arena, leaving a very angry Rainbow Dash in the room. She wasn't about to let the Griffin show her up now. Fluttershy and her friends were counting on her to win. She wasn't about to let them down. She was the element of Loyalty after all, and she would never ignore her friends' support for her while she focused on outdoing whatever moves Gilda was going to come up with for her performance. She was going to do her best, and she was definitely going to beat Gilda. Rainbow Dash was certain of that.

She went to the curtains and peeked outside to see what Gilda was doing. The Griffin was already in the air. Rainbow Dash watched as Gilda began her routine. The griffin zoomed forward, starting off with a few loops and spins in the air. Rainbow Dash snorted, knowing that was similar to what she had done the first time. Then she realized Gilda was stealing the routine she had performed that first time. Her blood boiled in anger as she watched Gilda continue. This must have meant she was there at that first competition. She must have seen Rainbow Dash perform, and she must have seen everything she did. Then could that mean...?

Her eyes widened as she saw Gilda do a nosedive towards her friends. The griffin sped towards them and scooped up Fluttershy in her talons. The shy mare screamed as the griffin flew back upwards. Then to Rainbow Dash's dismay, Gilda threw Fluttershy down, sending her flying towards the ground. Fluttershy's scream reached her ears as she fell straight through the clouds. Gilda waited a few long seconds before she finally started flying after her. The crowd roared in outrage, not liking what they saw. Rainbow Dash was about to fly forward when the Wonderbolts leaped into action.

Still, Rainbow Dash couldn't stand the thought of her love falling to her potential death. She flew out of the contestant's area and down below the cloud line. She watched the Wonderbolts zoom past Gilda, obviously much faster than the cocky Griffin. Her heart jumped forward in her chest as she saw Fluttershy falling while the Wonderbolts tried to reach her. Then Gilda turned on the Wonderbolts, forgetting about her charge to fight off the ace fliers. Fluttershy was left falling to her death.

Rainbow Dash's scream echoed through out the arena, and through the sky. It even reached Fluttershy's ears. Fluttershy opened her eyes and saw a rainbow colored streak soaring down towards her. It came so fast, creating a Sonic Rainboom. Rainbow Dash could feel the wind tearing at her face, causing tears to form in her eyes. She blinked them away as she focused on the yellow dot that was quickly growing larger.

No less than 10 seconds had she created a sonic rainboom, And only a mere few seconds later did she reach her love. Rainbow Dash caught her and held her tightly against her chest as she fly back up and away from the ground. At this point, the Wonderbolts had managed to capture Gilda, who was still writhing in their grip. Fluttershy buried her face in her love's chest as Rainbow Dash carried her back up to the arena. When they came into view, the crowd roared in joy and relief. Rainbow Dash carried Fluttershy back to where their friends were seated. Everypony came rushing to them, surrounding them and giving them hugs. Rainbow Dash gave her love a quick kiss before flying away and to the Wonderbolts who were now in the center of the arena with Gilda.

"How dare you!" Rainbow Dash growled. "It's one thing to hate me. It's one thing to hate my friends. But to attack one of them and almost kill them? That's a whole other situation!"

She bristled with unbridled rage, going towards Gilda so fast before the Griffin could defend herself. One of the Wonderbolts however moved in front of Rainbow Dash before she could reach Gilda in her rage. Rainbow Dash saw herself looking into the eyes of Soarin', one of the Wonderbolts she knew personally.

Then a regal voice spoke behind her, "Rainbow Dash! I will handle this, thank you!"

Rainbow Dash turned around and saw Princess Celestia standing there. "Princess Celestia!" she exclaimed, bowing her head in respect. "I'm sorry, I had forgotten you were still here. But Gilda almost-"

"I know," said Celestia calmly. "And like I said, I will handle it. Now please do step aside."

Rainbow Dash did as she was told and let the Princess approach Gilda. The Wonderbolts had ceased holding the Griffin down, and Gilda just sat with a scowl on her face. She refused to meet Princess Celestia's eyes.

"Young lady," said Princess Celestia cooly. "You have acted dishonorably towards my subjects. I understand you are not a native of this land, and you hail from the Gryphon Kingdom. Still, you should be able to show respect to my subjects, being a guest in Equestria. Today's actions have shown that you lack the ability to do so, and I have no choice but to disqualify you from this competition. I will not banish you from Equestria, since all are welcome here. However, I will be putting you under close watch by my Royal Guard. Your rights will be limited and I will send you to my sister for further punishment. Leave now."

She nodded to her own guards, who in turn escorted the Griffin out of the arena. Rainbow Dash watched her angrily until she was out of sight. Then she turned her attention back to the princess.

"Now, Miss Rainbow Dash, I do believe you have a routine to perform for us," she said.

"Yes, I do," said Rainbow Dash in a polite tone. "And thank you."

"You are very welcome, Rainbow Dash. Now, without further ado, let the games continue!" She declared to the entire stadium.

The Princess turned and flew back to her seat, followed by what remained of her royal guard. Rainbow Dash took to the skies. She went to her place in the arena and looked down to where her friends were. Fluttershy had already recovered from her initial shock. She was grateful that Rainbow Dash had come to save her, and not that bully. Now she was looking up at her hero, love, and friend, who was ready to perform a routine she had been practicing for weeks now. She gave Rainbow Dash a big smile, a smile she intended to show her love that she wished her the best of luck. Rainbow Dash got the message and grinned, giving her love a wink.

Rainbow Dash turned her focus on the arena before her. There were 19, no 18 opponents coming after her now. She had to do her best and make the judges remember her routine. She had to make it unforgettable. Rainbow Dash imagined rock music playing in her head, just to give her a feel for the routine she was about to do. Then she flew into action.

She flew with ease. Rainbow Dash flapped her wings, feeling the wind in her face. She felt the thrill of flying surge through her veins and the adrenaline kicked in. She went from 50 MPH to 80, and then to 90. Soon she was going 120 MPH. At this speed, she began doing her tricks. She used her rainbow trail to create shapes in the sky, first making a heart and then an arrow striking right through it. That one was intended for Fluttershy.

Then she showed off her cloud clearing skills. The Wonderbolts had set up a part of the arena with a feature for pegasi like Rainbow Dash who worked to control the weather. The section was made up of clouds each thinned out into rings. There were at least 200 rings total, and Rainbow Dash knew she had a good chance of winning the competition if she could clear those clouds under a certain amount of time.

Rainbow Dash sped over to the cloud clearing section. She flew high above the section, going at about 100 feet. Then she aimed her nose downwards, and shot forward. She sped through every ring, turning around to go through the next tower of rings, and the next. She was at about 7 seconds through, 9 seconds, and done! She had cleared every single ring in ten seconds flat, just like she had promised her friends she would do. She could hear them cheering her on, and that drove her to do even better.

Rainbow Dash had planned to finish off her routine with a sonic rainboom. It was going to be the move that would win her the competition. She wanted to be able to complete it without knowing that somepony's life was at risk, and this routine was the perfect opportunity for doing so.Besides, she had a feeling the judges weren't going to let her win again just for saving somepony while performing a sonic rainboom. She wanted to win with the sonic rainboom alone. The first two parts of the routine were just back up. This was the real show.

Rainbow Dash flew up high. She flew until the arena was only a tiny speck below her. She grinned, and started flapping her wings furiously. She dived down, increasing her speed as she went. She was at 40 MPH, then 80 MPH, then 90 MPH, 120 MPH, 200 MPH, and by the time she was at 380 MPH her speed was reaching its peak. Then there was a loud boom. She had done it! She looked over her shoulder and saw a huge prism of light, the sun shining through and making it glow even brighter. Rainbow Dash cried out in happiness and continued, feinting before she hit the ground and flying back up towards the arena. The crowd roared in excitement. Rainbow Dash laughed in delight. She had actually done it, and on her own without anypony forcing her to do so!

Rainbow Dash had an elated feeling of happiness in her heart. She knew she had the competition in her hooves now. It was evident. She could still see remnants of her sonic rainboom in the sky. She smiled proudly as she alit on the cloud surface in the center of the stadium. The crowd cheered her on, and then she was escorted out of the arena so the other contestants could perform.

Rainbow Dash waited patiently while she watched the contestants ahead of her perform their routines. She had to admit many of them were quite talented. Of course none of them performed a sonic rainboom like she had. She was sure that would help her win the competition. She hadn't just done one sonic rainboom, she had done two. The first one while saving Fluttershy, and the second one as part of her routine. Soon the last pegasi had finished his routine, and it was time for all the contestants to go out and stand in the arena. Rainbow Dash led the rest of them into the arena, since she had been number 2 and Gilda had been disqualified.

The judges reported their final decisions to the announcer, and Rainbow Dash bit her lip to keep herself from screaming in delight. The announcer read the card that Rainbow Dash was so sure had her name on it. She watched the announcer open her mouth and begin to speak. It looked like she was about to say Rainbow Dash, and the cyan pegasus squealed suddenly.

"Rushing Wind!" the announcer called out.

Rainbow Dash's eyes widened. She saw a small white pegasus with a black mane step forward. The Pegasus had blue swirls on his flank for his cutie mark. Rainbow Dash sighed. She had actually lost. Even after she had saved Fluttershy, and had made two sonic rainbooms, she had still lost. Rainbow Dash did realize it made sense though. The last time she had won was because she had rescued somepony and created a sonic rainboom. She did technically do the same thing again. So it wasn't surprising. Still, Fluttershy and her friends had been counting on her. She had a feeling they would be disappointed, but when she looked in their direction, she realized she was wrong.

Her friends were cheering her on, and she could hear them calling her name. Rainbow Dash grinned. She had lost the competition, but she had won in her friends' eyes. She saw Fluttershy rise and fly over to her. Fluttershy fluttered over to Rainbow Dash and nuzzled her cheek. Rainbow Dash smiled and kissed her on the lips. Then the two of them watched as the winner was given his award. The contestants dispersed and Rainbow Dash headed back to where their friends were with Fluttershy.

"You were amazing, Rainbow Dash!" she whispered.

"Thanks Shy, I know I was. And you know what: It's okay if I lost. I don't mind, as long as you guys are happy for me," said Rainbow Dash. "Honestly that wouldn't have been so easy for me to admit if it hadn't been for you."

Fluttershy blushed and said, "Well now that it's over, we're going back to the castle and have a party. Pinkie Pie still wants to throw you a party." She giggled as she continued, "Her exact words were, 'You can't let a good party go to waste!'"

Rainbow Dash laughed in response to that and nodded. "Well that sounds like Pinkie Pie all right. I'm in!"

"Great!" Fluttershy said happily. "Come on then."

Rainbow Dash and Fluttershy followed their friends back to the palace. Pinkie Pie took them to the party room where tables and fun and games were already set up. The party got started and the six friends began having fun and kicking loose. Later on, the Princesses joined in on the fun, as well some of the guards. This only made Pinkie Pie happier and she started playing the music up a little louder. Twilight Sparkle helped Pinkie Pie with the music while Rarity and Applejack started dancing together. Rainbow Dash pulled Fluttershy over to the side so they could have some alone time.

Fluttershy smiled as she drank some of her fruit punch. "You know, I never thanked you for saving me today. So thank you, Rainbow Dash."

"Of course Flutters, anything for you!" said Rainbow Dash. "I still can't believe she actually tried to copy my routine from a couple years back! I mean, you could have been seriously hurt or worse!"

"I know..." Fluttershy murmured. "Oh Rainbow Dash, when she was coming towards us I was so afraid. I didn't know what to do, and I couldn't even try to save myself from falling. I'm sorry I'm so weak..." Tears started coming to her eyes.

"Hey Fluttershy, don't cry now!" Rainbow Dash protested.

She pulled her marefriend into a tight hug and wiped the tears off of her face. "Hey, Fluttershy. You are one of the kindest and most amazing ponies I know! You are anything but weak. Don't let me hear you saying that about yourself, okay?" She looked at her firmly.

"O-okay...I'm sorry..."

"You don't have to keep apologizing either, Flutters," Rainbow Dash said gently. "It's okay, really. Do I look mad at you?"

"Well no..." Fluttershy knew Rainbow had a good point. She always did. And she was grateful Rainbow Dash was trying to cheer her up. She had always been there for her, and Fluttershy always appreciated it. "T-thank you...I know I shouldn't be so hard on myself. That's why I have you. Thank you Rainbow Dash." She smiled, her bright blue eyes all watery from tears.

"You're so beautiful, even when you cry," said Rainbow Dash. "You don't have to cry anymore though, I'm going to be here to protect you forever and always." With that she gave her a kiss on the lips.

Fluttershy closed her eyes and let herself sink into the kiss. Rainbow Dash's lips tasted so sweet, and she loved the warmth of her lips. Rainbow Dash tilted the shy mare's muzzle up a little so she could kiss her properly, and they both kissed one another intensely. The kisses became hungrier and hungrier, but then slowly faded into gentler kisses. Fluttershy's lips were so blissful, and Rainbow Dash was glad that they were only for her and her alone. Nopony else would be allowed to taste Fluttershy's lips. Rainbow Dash would make sure of that.

"I love you so much Dashie," Fluttershy murmured.

"And I love you, Fluttershy," said Rainbow Dash with a smile.

The two mares hung out with the rest of their friends at the party. They had a grand time and around midnight Twilight Sparkle forced the party to cease. They had a Gala to take care of tomorrow and they would need their rest. The ponies reluctantly agreed and went to their respective rooms. The next day, the six friends finished their final preparations for the Grand Galloping Gala. Then around evening they got in their new dresses Rarity had made just for them.

Rainbow Dash thought Fluttershy looked stunning in her new dress. It consisted of a long pale pink train with red flowers stitched into the fabric. The front was white lace with red trim. Rainbow Dash felt plain compared to her. Her dress of course had a rainbow colored design with a cloud crown that fit perfectly on her head. Her shoes were white and her outfit made her look like she really was walking on clouds. Still, Rainbow Dash thought it looked like nothing compared to what Fluttershy was wearing.

"Fluttershy...wow, you look amazing!" Rainbow Dash said in an awe filled voice.

Fluttershy blushed a deep scarlet. "T-thank you," she said shyly.

Rainbow Dash chuckled and gave her a gentle kiss. "Now, do you want to dance with me?"

"I'd love to!" Fluttershy exclaimed.

The two marefriends went to the dance floor and joined each other in dancing. Each matched the other's hoofsteps, and the other ponies paused to observe the two mares. Fluttershy realized everypony was watching and her face went red.

"Um...Rainbow Dash...everypony's watching us," she said nervously.

"Relax Shy, just focus on me," said Rainbow Dash, looking at her intently.

"Okay..." Fluttershy kept her focus on Rainbow Dash.

She did calm a little with Rainbow Dash at her side, acting as both her lover and protector. The two danced gracefully together. Pinkie Pie changed the music to a slow dance, and Rainbow Dash smirked at that. She was glad, because now she could become more intimate with her marefriend. She stepped closer to Fluttershy, hooking a hoof over her back. Fluttershy did the same, and the two held onto each other while dancing with their hind hooves. They moved back and forth along the dance floor, staying in sync all the while.

"Not bad at all," Rainbow Dash whispered in her ear.

"Thank you..." Fluttershy's cheeks turned red.

Rainbow Dash smiled and gave her a soft kiss on the lips. She continued to dance with her marefriend, keeping her steady on her hooves. Fluttershy felt more confident with her lover's assistance, and danced more easily. The two continued their gait for what felt like hours. Soon the music stopped because Pinkie Pie wanted a break from controlling the music so she could start playing games with her friends. Her five best friends joined into the fun, and even some of the other ponies at the party decided to get involved too.

This of course made Pinkie Pie super happy. Now she felt that her entertainment had truly turned out to be a success. All the ponies having a good time, and they were all happy, and not only that, it was all because of her! Pinkie Pie gave herself a pat on the back and continued playing games with everypony.

Rarity and Applejack were having the time of their lives as well. After good sales with Applejack's stand, the two had retired to dancing. They did get a little drunk after drinking too much of the wine, and the last anypony saw of them was when they were stumbling off into the garden. Twilight Sparkle saw this of course and made a note to herself to find them once the Gala was over. She didn't want her two friends endangering themselves, which would result in the Princess having to send out a search party for the two mares. That was the last thing Twilight Sparkle wanted.

Twilight Sparkle was having a great time herself. She had been able to get as much alone time as possible with Princess Celestia during the week. Not only that, but the greetings to all the guests went by pretty quickly. So Twilight had enough time to talk to her mentor after all. This made her extra happy because she finally got what she had wanted, which she hadn't gotten at the first Gala.

Princess Luna was there as well, not having been to a Gala in years. She stood on the Princess's other side, and actually took on the main role of greeting the guests so Celestia could spend time with her star student. Twilight Sparkle was grateful for this and made another note to thank Princess Luna later. For now she would just spend time with Princess Celestia while Luna did her job.

Author's Note

Well here you go! After a long wait, this chapter is finally here! Hope you enjoyed it, and please do comment! I appreciate constructive criticism!

By the Sea

In the last few months, many things had changed for Fluttershy and her friends. Twilight Sparkle had realized her destiny as an Alicorn, and became the Princess of Magic. They were no longer bearers of the Elements of Harmony, but they were still a close group of friends. In more recent weeks, Applejack and Rarity had begun their new relationship and had been spending a lot of time together. Meanwhile, Rainbow Dash had decided to sell her cloud home so she could move in with Fluttershy.

The move had been easy, since Rainbow Dash was able to sell it to Derpy, who was in need of a new home for her growing family. Tank took the move well since it meant he could spend more time with his best friend, Angel Bunny. Rainbow Dash had told Fluttershy that she would gladly help her with chores around the house and taking care of the animals. She didn't want to be a freeloader and take advantage of the animal caretaker. The animals seemed to like Rainbow Dash anyway, most of them except for Angel. The young bunny was jealous of all the attention Rainbow Dash was receiving from his surrogate mother. Still he was on his best behavior around Rainbow Dash, as to avoid upsetting Fluttershy.

Now Spring rolled into the hot days of Summer. The six former Elements of Harmony were all at Sugar Cube Corner. They were planning their trip for the Summer. Last year they had gone to the mountains, and this year they were planning to go to the beach. The beach was a follow up on Rarity insisting that they go somewhere with less dirt and more beauty. Now they were deciding on which beach to go to, since there were several popular spots around the coasts of Equestria. Rarity was suggesting a city her parents used to take her and Sweetie Belle to when they were younger.

"Seaddle is a gorgeous place! There's a great resort there we can stay at," Rarity was saying.

"Well then let's go to to Seaddle!" said Pinkie Pie happily. "We can go right?" She looked around hopefully at her friends.

"That sounds like a good place to go Rarity! And if you've been there before, then it must be as lovely as it sounds," said Twilight Sparkle. "Well everypony, shall we go to Seaddle this Summer?"

"Yes!" said Pinkie Pie immediately.

"Ah'm up for it!" said Applejack, raising a hoof.

"Same here!" Rainbow Dash agreed. She looked at Fluttershy who was listening attentively.

"That sounds wonderful, but who will watch my animals?" Fluttershy asked, thinking of her charges at home first.

"Spike can do that for you Fluttershy. I've relieved him of his duties for this occasion so don't worry about it," Twilight Sparkle assure the animal caretaker.

"Well all right, this should be fun!" said Fluttershy, smiling now.

So with that everypony started packing up for their big trip. Twilight Sparkle went ahead and made checklists for each of her friends so they could be sure they had everything they needed. The meticulous alicorn wanted this trip to be as fun and enjoyable as possible. Being a Princess, she was able to get her friends a private train to Seaddle. They each got their own car, and Fluttershy and Rainbow Dash were happy to have some alone time together on the train.

Once the train had left Ponyville's train station, everypony went to their respective cars to relax. Fluttershy and Rainbow Dash went to their car to spend some time together. Rainbow Dash closed the door behind her for some privacy. Fluttershy had gone ahead and taken a seat on one of the beds. She was smiling warmly at Rainbow Dash, and the cyan mare went to her lover. Rainbow Dash nuzzled noses with the yellow pegasus and hopped up onto the bed with her. Fluttershy scooted over to give her some room and the two mares snuggled up with one another.

Rainbow Dash layed on her back, wings splayed out as her lover laid on top of her. She stroked Fluttershy's back with a hoof, making small circles underneath her wing bone. Fluttershy rested her head on Rainbow Dash's chest, looking up at her with a big smile.

"Careful Flutters, you might make me start feeling naughty," said Rainbow Dash with a wink.

"Oh..." the shy mare's cheeks flushed. "Um...would that be a bad thing?" she said, trying to be like the bold mare underneath her.

"Not at all," said Rainbow Dash with a smirk. She kissed Fluttershy on her nose and brought her hoof up to stroke her pink mane. "You wouldn't mind, would you though?"

"Well...not really," Fluttershy murmured, blushing deeply.

Rainbow Dash chuckled softly and smiled at her lover. "I wouldn't mind either, you know..."

Rainbow slid her tail out from underneath Fluttershy's hind hooves and stroked her hind legs. Fluttershy swallowed hard as the bold pegasus continued to stroke her inner legs with her tail. She shuddered at the sensation on her fur. No one had ever touched her so intimately before, not until she had met the rainbow maned pegasus. Now their bodies were pressed up against each other, both warm and full of love for one another. Rainbow Dash brought her tail further up her leg, and she whimpered softly. This made Rainbow Dash pause, and her smirk changed into a concerned frown.

"I-I'm sorry...I'm not quite ready for that yet, Dashie," Fluttershy apologized

Rainbow Dash sighed in mild disappointment. Still, she didn't want to push the timid mare. So Rainbow Dash just nodded and said, "I understand Flutters. I'm not going to force you. We can just cuddle if you want."

"I'd like that," said Fluttershy, smiling again.

"Good," Rainbow Dash smiled and gave her love a gentle kiss on the lips.

On the other side of the door to their car, Pinkie Pie was about to knock on it when Rarity caught her.

"Pinkie Pie! Leave them alone, they clearly want to spend some time together. By themselves," Rarity scolded her. "You ought to know better than that."

"Aww, but I wanted to tell them about the party!" Pinkie Pie whined.

Rarity smiled warmly at the party pony and said, "We can tell them when they come out. Besides, they'll be out for dinner. Just be patient, dear."

Pinkie Pie had decided that since they were on a train, they should have a party. She had never thrown a party on a train before, much less been to one before. She had shared this with all of her friends but the two pegasi who were currently cuddling in their private car. Pinkie Pie knew Rarity was right, however. Plus, those two couldn't stay in their car forever, and the party was after dinner anyway. She sighed and decided to find Twilight Sparkle and bug her until dinnertime.

Dinnertime finally came and the two lovers came out of their car. They were both smiling warmly and their tails were intertwined with each others'. When their friends saw this, they all giggled, finding the couple adorable. This of course made Fluttershy blush furiously, but the cyan mare beside her smiled proudly. The couple joined their friends for dinner, and then they all had fun at the party Pinkie Pie threw for them.

The next few days on the train ride were very peaceful for the six friends. The train made good time and arrived to Seaddle on the fifth day. Twilight Sparkle had already sent a letter ahead to the hotel they would be staying at, so the reservations were all prepared. The group of friends checked into the hotel and got settled into their rooms. Then they all met in the lobby for a short meeting about their plans for the following week.

"And on Tuesday we can go to the Aquarium and-"

Twilight was interrupted by Rarity who said, "Twilight, darling, I think most of us just want to enjoy ourselves and do what we want. Do we really have to follow a schedule?"

"Ah agree with Rarity, sugar cube," said Applejack. "Following an organized schedule isn't exactly mah idea of a good time."

"We can still totally hang out and do the stuff you want to do, just on our own time," Pinkie Pie said cheerfully.

Twilight Sparkle chuckled nervously, "Right, sorry. I guess I got carried away."

"Oh, but the Aquarium on Tuesday sounds lovely!" said Fluttershy, trying to cheer up the hyper-organized alicorn. "We can all go there together."

"I'm cool with that," Rainbow Dash agreed.

"Yay!" squealed Pinkie Pie.

"We do still need maps to get around, however," Twilight Sparkle pointed out. "Which is why I brought these! I made copies for everypony."

She used her magic to open up her saddlebag and six rolled up pieces of parchment surrounded by an aura of unicorn magic rose out. Twilight Sparkle handed each of her friends a map, while keeping one for herself. Everypony put their map in their respective saddlebags and Rarity spoke up,

"Well we have the rest of the day to look around Seaddle. This is going to be the best vacation ever!"

Applejack laughed and smiled at her marefriend. "That's what you said last summer, Rarity."

"Well I know this one will be better, because there will be less dirt on our hooves. Mountains are so filthy compared to beautiful seaside resorts!" said the fashion loving unicorn.

"That's what you said before you found the hot spring," Applejack added with a smirk.

Rarity giggled and brushed her tail against Applejack's flank. "Shall we go look around, dear?" she asked the farmer pony.

"Sure!" said Applejack. She nodded to the other ponies, "See y'all later! Come on Rares."

The two left the hotel together. Twilight Sparkle and Pinkie Pie excused themselves, wanting to go to Pinkie Pie's room for a bit. Rainbow Dash and Fluttershy were left alone in the hotel lobby. Fluttershy looked at her marefriend, wondering if there was something she wanted to do.

Rainbow Dash looked back at her and asked, "Want to go fly over the resort? We can get a quick over view so we know where we want to go first." Then in consideration for her marefriend she added, "I promise we won't go too high."

Fluttershy smiled gratefully and said, "I don't mind flying as long as you're with me, Dashie."

The cyan pegasus grinned and exited the hotel with Fluttershy. Then she spread her wings and flapped twice, lifting off from the ground. Fluttershy followed, staying close behind her lover. Then to the earth loving mare's surprise, Rainbow Dash hovered above her and took her body in between her hooves. She hooked her hind legs around Fluttershy's torso, and held her shoulders with her front hooves.

Fluttershy looked up at her as Rainbow Dash asked, "Do you feel safer now, Flutters?"

Fluttershy blushed, but she nodded. "Much safer, thank you Rainbow Dash. But I didn't mean to make you go through all the trouble," she apologized quickly.

"I don't mind Fluttershy," said Rainbow Dash. "I want to make you feel safe anyway, because I don't want you to have to be afraid anymore."

"T-thank you," she stammered.

"Now let's go take a look around!" Rainbow Dash said excitedly.

Fluttershy smiled and looked down as her lover carried her higher into the sky. When she saw the ground getting further and further away, she whimpered in mild terror and shivered underneath Rainbow Dash. The bold pegasus holding her felt her shaking, and tightened her hold on Fluttershy. The yellow mare relaxed a little bit, but she still shut her eyes in fear from being so high above the ground. She didn't normally fly up this high, in fact the only times she did go so high above the ground was if she was helping a bird in the trees or retrieving fruit from said trees.

Rainbow Dash sensed that Fluttershy was still frightened. So she decided to fly closer to the ground. Then something caught her eye and she smiled. She carefully set her charge down, and when Fluttershy felt her hooves touch the ground, she opened her eyes. In front of them was a large restaurant that was rather fancy looking. She turned to Rainbow Dash, who was giving her a wide smile.

"Are you hungry? We can eat here if you want," Rainbow Dash offered.

"U-um, okay," Fluttershy agreed with a nod of her head. "But it looks really nice...I feel like I should have dressed up a little. I mean I know we don't normally wear clothes but--"

Rainbow Dash cut her off. "Relax Shy," she assured her shy marefriend. "We're here to have fun and eat some good food. I don't care if you have mud in your mane or dirt on your hooves. You look great, just the way you are.'

Fluttershy blushed again for what felt like the fourth time that day. "Thank you," she whispered. "Let's go inside then!"

"All right!" Rainbow Dash looked happy at this. Then she noticed that there were tables outside of the restaurant, and that gave her an idea. Despite how sappy she knew she would sound, she said, "Hey Fluttershy, why don't we sit outside? This day is too beautiful to sit indoors."

Fluttershy giggled and smiled. "That sounds lovely, Dashie. I would like that very much."

Rainbow Dash brought her marefriend into the restaurant so they could get one of the tables outside. Once they were seated, they went ahead and got their drinks from the stallion who was serving them. Fluttershy noticed there were many well groomed ponies sitting at other tables around them. This made her feel like she stood out, but Rainbow Dash's presence made her feel comfortable. She decided she would only focus on Rainbow Dash, and not worry about what was going on around them.

Rainbow Dash smiled at Fluttershy and said, "Hey Flutters, what do you want to do after this?"

"I don't know...we could look around some more if you want," Fluttershy suggested. "As long as I get to spend the day with you, I don't mind what we do."

"Anything for my beautiful marefriend," said Rainbow Dash with a grin.

As soon as those words had come out of her mouth, there was a loud gasp from the table closest to them. Fluttershy looked and saw two unicorns sitting together. The two clearly came from Canterlot, since the stallion wore a fancy hat and collar and the mare had on a shiny necklace and cuffs around her hooves. The two Canterlot unicorns looked down at the two pegasi with frowns.

"Well I say, I have never seen two mares courting each other," the mare said with a sniff.

"I agree, I find courtship between two mares very uncouth." said the stallion, looking at Fluttershy and Rainbow Dash disdainfully.

"Highly improper," the mare added.

Rainbow Dash heard this, and tried to ignore it. She was here for Fluttershy, and she didn't want to ruin their date by letting two snobby unicorns get to her.

Then she heard the stallion say, "Ignore them dear. You know pegasi are very barbaric in nature."

Rainbow Dash growled and stood up. "If you don't like it, then quit paying attention to us!" she snapped at the two unicorns.

"Oh look, one of them is getting angry. She seems rather violent," the mare whispered to her husband.

"Nothing I wouldn't expect from a rough and tumble pegasus," the unicorn mare said.

Fluttershy noticed Rainbow Dash's temper was rising. "Rainbow Dash, it's okay. We can just leave..." she said gently, trying to calm the rainbow maned pegasus.

"No, they can leave instead," said Rainbow Dash. "I brought you here to treat you to a nice dinner. I'm not about to let two snooty unicorns drive us away."

"Snooty? How rude!" the Canterlot mare gasped. "You are the one being rude. You dare dirty this fine establishment with your barbaric manners? I think not. In fact, you've over extended your welcome here."

"And just who put you in charge of us, anyway?" Rainbow Dash snapped at the unicorn.

"Honey, don't let them get to you," the stallion tried to calm his wife down.

"Rainbow, we can just leave. Really, it's fine," said Fluttershy in her soft voice.

"But Fluttershy--"

"Rainbow Dash!" Fluttershy raised her voice, surprising herself. She sighed and spoke with a tone she would use on animals who were misbehaving. "I don't want you to get into a fight. I want us to enjoy ourselves, and clearly this is not the place to do so. We can simply leave and go have dinner somewhere else. Please, Rainbow, for me?"

Rainbow Dash sighed but she still glowered angrily at the two unicorns. The two Canterlot ponies were staring back with cool gazes. Fluttershy got up from her seat and went to her marefriend's side. Rainbow Dash's anger subsided at the gentle mare's touch, and she turned her attention away from the two snobby unicorns. The two pegasi left the restaurant in silence.

Fluttershy spotted a nice cafe and suggested to Rainbow Dash that they go there. Rainbow Dash agreed and they went to the cafe for dinner. It was small and not as fancy as the restaurant, but the two lovers were still able to have a good time. They settled for daffodil sandwiches with hay fries, with two glasses of water to wash it all down. By the time dinner was over, it was already late into the evening. So the two decided to return to the hotel and spend the rest of the night in their room.

"I'm sorry we didn't have the perfect dinner," Rainbow Dash apologized as she slid into bed with Fluttershy.

Fluttershy turned onto her side, facing Rainbow Dash. She shifted her wings so they were in a comfortable position underneath her, and then nuzzled her lover on the nose.

"I still had a good time with you at that cafe, Dashie," she said gently.

"But still, if I had known we would run into those two snobby unicorns, I would have chosen a different place that was just as nice," Rainbow Dash said.

"Rainbow Dash, there is no way you could have known. I mean, you don't have Pinkie sense, nor do you have one of Rarity's hunches," Fluttershy explained. "Still, you did the right thing in leaving in the end. Don't you think we had a good time at that cafe?"

"Well...the pie was delicious," Rainbow Dash admitted.

Fluttershy giggled and scooted closer to her lover. "Exactly. We both enjoyed ourselves there. Don't you think that's the most important thing?"

Rainbow Dash nodded, knowing Fluttershy was right. The two unicorns had made her so angry. They had practically insulted Fluttershy and her, calling their relationship 'uncouth.' If Fluttershy hadn't been there, Rainbow Dash may have done something she would have regretted later. Still, they did have fun at the cafe afterwards. They had shared a piece of pie, and they didn't run into any trouble. Even more, they had met a relative of their good friend Doughnut Joe, who had treated them after that first disastrous night at the Gala. Fluttershy was right. She should stop thinking about the restaurant and just focus on the good time they had spent together.

"I'm sorry," she apologized again.

"It's fine, Dashie," said Fluttershy.

"Thank you Fluttershy," said Rainbow Dash. "You are one of the best things that have ever happened to me."

She giggled again and kissed Rainbow Dash gently. The two mares just laid there in each others' legs for the rest of the night.

Morning came and Fluttershy woke up to a pair of magenta irises gazing warmly at her. Rainbow Dash smiled at the familiar sight of her love's face as she woke up. She brought her lips to the yellow mare's and Fluttershy returned the kiss lightly.

"Good morning, Dashie," whispered Fluttershy.

"Good morning, Flutters," said Rainbow Dash in a soft voice.

The two were just enjoying each others' company when there was a knock on the door. Rainbow Dash scowled and tried to ignore it. However, the unknown visitor kept knocking. Then a voice called out,

"Rainbow Dash! Fluttershy! It's almost lunch time, and we're going out for brunch!" It was Rarity's voice.

Fluttershy was surprised they had slept in so late, and she was rather hungry. Rainbow Dash heard her own stomach growl, telling Fluttershy she was hungry too. Rainbow Dash smiled and got out of bed. The two washed up and joined their friends in the lobby.

The six friends went out for brunch and talked about what they were going to do for the rest of the day. Pinkie Pie was going to take Twilight Sparkle to tour a Chocolate Factory and promised her a visit to one of Seaddle's libraries afterwards. Rarity and Applejack were going to spend the day at one of the most popular spas in Seaddle. Fluttershy and Rainbow Dash decided they would go to the boardwalk, and meet Pinkie Pie and Twilight at the water park later.

Once brunch was over, everypony went their separate ways. Fluttershy and Rainbow Dash headed to the boardwalk, using the map Twilight Sparkle had given them. When they arrived at the boardwalk, it was already bustling with families enjoying their own vacations. Fluttershy stayed close to Rainbow Dash so they wouldn't get separated as they walked down the path. Movement from above caught Fluttershy's eye. She looked up and saw sea gulls flying over the boardwalk, squawking and keeping an eye out for any food left out in the open.

Wanting to greet them, she flapped her wings and lifted herself into the air. She flew up to the sea gull's level and smiled.

"Hello friends! My name is Fluttershy and--" she was caught off as some of the sea gulls looked towards her rather menacingly.

They flew towards her, hoping the timid pegasus had some food. She shrieked and covered her eyes with her hooves as the sea gulls crowded around her. Rainbow Dash, seeing this, frowned and flew up to help her mare friend. She flew at the sea gulls, trying to chase them away.

"She doesn't have any food, so leave her alone!" Rainbow Dash shouted at the gulls.

The birds squawked back at her angrily, but seeing as she had no food either, they flew off in search of food elsewhere. Rainbow Dash sighed and went to Fluttershy's side. She put a hoof on the frightened mare's shoulder.

"Hey, they're gone now," she said gently. "It's okay."

Fluttershy whimpered, but opened one eye and saw that the gulls had indeed left her alone. She went back to the ground with Rainbow Dash and the cyan pegasus put a wing over Fluttershy's shoulder.

"Sorry Flutters," said Rainbow Dash. "Looks like they're too focused on food to think about making friends."

Fluttershy nodded slowly. "Yeah..."

Rainbow Dash nudged her in the shoulder and said, "I think I smell some sea salt ice cream. Let's go get some!"

Fluttershy brightened up at the sound of ice cream. She followed Rainbow Dash to a stand where different flavors of salty ice cream were being sold. Fluttershy got a mixture of orange and mango ice cream, and Rainbow Dash got a chocolate-vanilla swirl flavor. The two walked side by side together while licking their ice cream cones. Soon they came to the games and rides part of the board walk. The games were closer to the path, and there was a large area for all the rides. Rainbow Dash and Fluttershy settled for the games.

Fluttershy caught sight of one game that looked rather fun. It was a game of luck. The game was set up so that there was a large vat of water. A platform with a miniature model of the boardwalk had been set in the middle, and the water flowed slowly around the platform. In the water were rubber ducks. According to the sign next to the vat of water, the ducks each had a sticker attached to their bottoms. There were three colored stickers; red, blue, and green, and on each sticker was either 0, 1, 2, or 3. The stickers with 0 on them were all white. That meant there was a total of 9 possible prizes, and if you picked the white sticker with 0 on it, you didn't win anything at all. It cost 3 bits to play, which was cheap enough for parents to allow their children to play.

Rainbow Dash frowned. "Isn't that a game for fillies and colts?" she pointed out.

Fluttershy looked at her and said, "But there's an adorable stuffed bunny on there! it makes me think of Angel Bunny, and I want to get it for him. So please Rainbow Dash, can we play?"

Rainbow Dash was about to say no, but then she saw Fluttershy giving her a wide pleading look. She sighed and reluctantly agreed. "Fine. But only for you, Shy."

Fluttershy smiled happily and went to the stand, Rainbow Dash right behind her. The stallion running the stand was short and gray, and he had a short black mane and cold eyes.

"That'll be 3 bits if you want to play," said the stallion, looking down at Fluttershy.

"Okay," Fluttershy got 3 bits out of her saddle bag and handed it to the stallion.

She turned her attention to the vat of water, and examined the ducks floating around. She looked up at the shelves with the prizes on them. In order to get the bunny, she had to get a duck with a red sticker that had the number 2 on it. Fluttershy looked back down at the ducks and concentrated. She decided to go with her instincts and grabbed a duck that was moving in her direction. She showed the bottom of the duck to the stallion, and he read the number on the sticker.

"That's a white sticker with the number 0, you lose the game," said the stallion.

"What?" the duck fell back into the water when Fluttershy opened her mouth. "No no, I wanted the bunny. Can I please try again?"

The stallion chuckled and said, "You'll have to pay 3 more bits if you want to play again."

"That's fine," said Fluttershy. She took 3 more bits out of her saddle bag and handed them over to the stallion.

She tried her hoof at the game again, but ended up with a white sticker with the number 0. She had lost again. Fluttershy lowered her ears in disappointment. Rainbow Dash stepped forward and tried to negotiate with the stallion.

"We'll buy that bunny for 6 bits," she said, hoping the stallion would comply.

"No can do Missy," said the stallion. "That's not fair to the other kids. You got to pay and play to get a prize."

"Fine, I'll have a try then," said Rainbow Dash.

"Rainbow Dash, you don't have to do that, really," Fluttershy told her.

"I'm getting you that bunny, Fluttershy," said Rainbow Dash stubbornly.

She paid the stallion 3 bits and focused on the game. Fluttershy watched as Rainbow Dash grabbed one at random. She scooped one out of the water, making a splash as she did so. She looked underneath it and frowned, seeing a white sticker with the number zero. Rainbow Dash got a suspicious feeling, and she pulled out two more ducks at once. They both had white stickers on them. The stallion's eyes widened as he realized his ploy was being discovered. After further investigation, Rainbow Dash saw that all the ducks had white stickers with zeros.

She glared at the stallion. "You've been cheating off of innocent kids for money!" she shouted. "You're a thief, and I demand you give us our bits back!"

The stallion smirked at that. "You already paid, and the bits are now mine. I don't have to return anything," he said coldly.

"You jerk! Give us our bits back!" Rainbow Dash was shouting now.

Fluttershy looked around as she realized they were getting lots of attention. There were a few families who had been waiting behind them, and they had seen the whole thing. The parents got angry and they led their children away from the stand.

"Um, Rainbow Dash," she spoke in a soft but frightened voice.

Rainbow Dash didn't hear her. She was too busy shouting at the stallion. "No one cheats off of Rainbow Dash! Now give me back my bits!"

Fluttershy sighed in relief when she saw a few security guards rushing over. The stallion behind the stand tensed at the guards and turned to run. However, the guards apprehended the thieving stallion quickly. Rainbow Dash moved behind the stand and saw several buckets full of bits. She took back the amount of bits she and Fluttershy had already spent, and put the buckets on top of the stand. Then she looked at the shelves and saw the bunny. Smiling, she grabbed the bunny and handed it to Fluttershy.

"Here you go, Fluttershy. I got you the bunny, like I said you would," said Rainbow Dash.

Fluttershy frowned and asked, "Isn't it technically stealing?"

"Nah, you probably should have won this in the first place. So it's yours!"

Fluttershy squealed in happiness and kissed Rainbow Dash on the cheek. "Oh thank you so much Dashie!"

Rainbow Dash chuckled and grinned. "Anything for you, Shy. Come on, I've had enough of games for today."

"I understand," said Fluttershy.

The two pegasi continued going down the path. Soon it was getting close to the time to meet Pinkie Pie and Twilight Sparkle at the water park. So they headed to the park where they spent the rest of the day with their friends. They stayed at the park until it was time for it to close. Twilight Sparkle had to use her magic to levitate a wailing Pinkie Pie away from the park.

"You need your rest anyway," Twilight pointed out to the fun loving pony. "Tomorrow we're all going to the aquarium together. You don't want to be too exhausted to go, do you?"

Pinkie Pie sighed in resignation. "I suppose not. But hey, we can still cuddle together!" she gave Twilight a playful wink, which made the princess blush.

"Yes, we can," she said with a small smile.

The four of them returned to the hotel and went to their rooms for the night. Fluttershy put her stuffed bunny on the nightstand in their hotel room and curled up in the bed next to Rainbow Dash. The two fell asleep quickly, both exhausted from a long day of fun.

The next day the six friends met up in the lobby for their trip to the aquarium. They went there together and headed inside. Pinkie Pie was very excited since she had never been in one before. She was literally bouncing all over the place, and didn't stop until a nearby security guard spotted her and reprimanded her for her recklessness. Luckily by that time, the hyper pony had managed to get all of her excitement out. So now she walked happily with her friends as they moved among the exhibits.

Then she saw the clown fish. Pinkie Pie was amazed by the orange fish with thick white stripes on their bodies. They were in a medium sized aquarium, along with other small fish. Pinkie Pie pressed her face against the glass, and stared as the fish swam by. Twilight Sparkle had to peel her off after she had been staring for 10 minutes. Pinkie Pie only giggled and followed her friends as they moved to more of the exhibits.

Rainbow Dash saw the entrance that led to the shark exhibits. She pointed it out to her friends, but Fluttershy was reluctant to go see them.

"I've heard they're very big...they sound as scary as dragons," she whimpered.

Rainbow Dash smiled kindly at Fluttershy and said, "They're stuck in cages, Flutters. They can't hurt you. Besides, they're pretty much just bigger versions of the little fish you just saw. You weren't afraid of them."

"I suppose so," murmured Fluttershy.

She warily followed Rainbow Dash and the others down the hallway. They walked by a very large glass tank. At first Fluttershy didn't see anything, but a huge mass swam into view. She shrieked and hid behind Rainbow Dash, shaking. Rainbow Dash chuckled and put a wing over Fluttershy's shoulder. She nudged the timid pony and Fluttershy peeked out from behind Rainbow Dash. The shark wasn't paying any attention to them. He was just swimming by lazily.

"Hey Fluttershy," Twilight called. "Come over here, you might like to see this."

Fluttershy went to where Twilight Sparkle was standing on the other side of the exhibit hall. She was looking down into a smaller tank. Fluttershy looked inside and saw a small brown shark, Its body was almost flat, and there were much tinier forms swimming under the shark.

"This is a nurse shark, one of the more passive sharks," Twilight Sparkle explained. "They're smaller than most sharks and are relatively harmless."

Twilight's tone took on more of that a teacher's, and she launched off into a lecture. Fluttershy half-listened to her friend while watching the nurse shark in the tank. She seemed to be feeding her babies, and paying no attention to the two ponies who were observing her. Fluttershy smiled warmly and being the former element of kindness, she waited until Twilight was done with her lecture before going back to Rainbow Dash.

She still stayed close to Rainbow Dash as she went through the shark exhibit with her. The six friends came to a door that led to an outdoor stadium. In the center was a very large pool and there were dark masses swimming underneath the water. Twilight Sparkle recognized the shape and explained that they were porpoises. There was a show in a few minutes, so the six of them decided to get seats and watch the show. The show lasted an hour, and the first part was spent introducing the dolphins and having each perform a special trick. During the rest of the hour, the dolphins did synchronized swimming routines.

When the show was over, the six ponies left the stadium and went to the souvenir shop to buy a few trinkets. Unsurprisingly, Twilight Sparkle got a few guides on different species of the fish that were at the aquarium. Fluttershy got Rainbow Dash a stuffed sea turtle as thanks for the stuffed bunny. Afterwards. they went to a cafe for lunch and spent the rest of the day just walking around the city.

On the last day of their week in Seaddle, the six friends spent the day at the beach. They brought towels, drinks, and sandwiches. Pinkie Pie brought a few beach toys like a beach ball and some sand buckets and little shovels. While she was almost a grown mare, Pinkie Pie was still a child at heart. Twilight brought a book to read and Rarity brought extra lotion so she could bathe safely in the sun.

Twilight settled on her beach towel, which was positioned underneath the umbrella she had brought for shade. She read her book while Rarity laid back on her towel underneath the bright sun. Applejack and Rainbow Dash both decided to have some fun in the water, coming up with different challenges for each other. Fluttershy stayed on the beach and decided to help Pinkie Pie build sand castles, as she thought that was a safe and quiet activity.

Fluttershy was carefully building one of the towers for the sand castle when she felt something pinch her hoof. She looked down and saw it was a tiny crab. She smiled and gently peeled the crab's claw off of her hoof.

"Hey there little guy," she said gently to the little creature. "My name is Fluttershy. I was just building a sand castle."

The crab didn't respond of course. It just stared up at her with two beady black eyes. Fluttershy giggled at this and gave it a pat. The crab tried to grab her hoof again but she pulled it out of reach.

"Run along and play now," she said to the crab.

The crab scuttled away but only made it a few inches before a pink hoof scooped him up.

"Wait wait, this crab can be the guard of the castle!" said Pinkie Pie. "He's the perfect size."

Pinkie Pie put the crab in the ditch they had dug around the sand castle. The small crustacean wasn't trapped however, since he easily climbed out of the ditch. Pinkie Pie pouted and Fluttershy giggled as the crab scuttled away quickly.

"I think our castle is almost done, anyway," said Pinkie Pie. "It looks good enough. We just need one more thing...Ooh!"

Fluttershy watched as the pink pony bounced over to Rarity. "Rarity, did you bring any gems?" Pinkie Pie asked the sunbathing unicorn.

Rarity frowned and said, "No Pinkie. Now can you please move? You're blocking my sun."

"Fine, I'll just use sea shells," said Pinkie Pie grumpily.

She bounced off in search of sea shells. Fluttershy smiled and turned back to the sand castle. She finished the tower she had been building. Then she heard some pony calling her name.

Fluttershy looked towards the sea and saw Rainbow Dash waving at her. "Fluttershy! Come join us!" Rainbow Dash was saying.

Fluttershy decided it wouldn't hurt to play in the water a bit. Just as long as she didn't go too far in, of course. She waited until Pinkie Pie returned with a bunch of shells and then went to join Rainbow Dash. Applejack had now gone to join Rarity and make conversation with her, so it was just Fluttershy and Rainbow Dash.

"Having fun?" Fluttershy asked Rainbow Dash as she reached the edge of the water.

"Loads of fun!" Rainbow Dash exclaimed. "Applejack beat me at holding holding her breath and swimming, but I beat her at wave jumping. I didn't necessarily use my wings, but I did use the wind to my advantage."

Rainbow Dash walked over to Fluttershy and shook her wings a bit, getting some of the water out of her feathers. The two sat side by side on their hind haunches, looking out over the water. Rainbow Dash extended a wing and rested it over Fluttershy's back. The yellow pegasus looked down at the small waves lapping at her hooves. She leaned a bit to the side, resting against Rainbow Dash's flank. The rainbow maned mare smiled at that and leaned her head against Fluttershy's. They sat there for a long time, just watching the waves and listening to the sea.

Author's Note

This was probably one of my longest chapters and I am rather proud of it. Once again, I appreciate constructive criticism. So if you see any problems, please tell me.

Also, for the boardwalk scenes, the game with the ducks is actually based on an actual game I played at the board walk once when i was little. I'm probably wrong about some of the rules i put for this game, but I do remember that each duck had a sticker on the bottom and there were different colors that got you different prizes. I based the layout of the boardwalk on my memory of the one I often went to whenever I visited my grandparents in Delaware. I know this boardwalk is in Seaddle, and Seaddle is a pun for Seattle, but I've never been to Seattle. Plus, considering that this is my story, and Equestria is a fictional world, and there hasn't been an episode where the ponies went to Seaddle, I can do what I want with it.

At any rate, I hope you enjoyed this chapter. Have a nice day. :pinkiehappy: