An Elusive Evening

by Cosmonaut

Rating: mature
Tags: Sweetie Belle, My Little Pony: Friendship is Magic, Spike, Rarity, Romance, Fluttershy, Sex
Length: 6321

Rarity undergoes a temporary genderswap and finds herself in a heated situation with Fluttershy

Finding a disturbing lack of available colts in town to model for her and no masculine mannequins available to use, Rarity takes it upon herself to change her gender for the evening in order to model the clothes for herself. Upon entrance of her long time closest friend Fluttershy it becomes increasingly difficult for Rarity to focus on her original task...

Published 2012-04-15 00:02:08 UTC
Last updated 2012-05-26 20:39:02 UTC

An Elusive Evening

Starting a successful business isn’t terribly difficult. Banks gave out loans easily enough and grand openings usually garnered a decent number of sales for the first few weeks. Maintaining a new business was the hard part, with rent to pay, mortgage, taxes, and purchasing necessary supplies. To top it off there was no other business as precarious as the fashion industry. Despite each occasional slump or missed opportunity Rarity had successfully made a name for herself in a few short years, cornering the market in Ponyville and garnering attention from many big name figures in the business. Today she was suffering the consequences of being well known, but not well enough.

“Those bumbling pack of ponies. How do they not realize that I am a designer of mares fashion,” scoffed Rarity looking over the sheet of twenty-six requested suits, each standard male with many demanding minor alterations in color or length.

Sweetie Belle was sitting by the door, wrapping snacks inside her crusaders cape. “The note said they were paying you almost double though right sis?” she stuffed the loaded cape into her saddlebags.

“Yes they did Sweetie,” she replied delicately, trying not to get annoyed with repeating herself.

“Oh! OH!” Sweetie jumped up excitedly. “I’m getting one of those things again! A headache with pictures!”

Rarity rolled her blue eyes. “An idea?”

“That’s it! If you do it can’t you work in that, that uh, new addition to the Boutique you’re always talking about?”

“…yes I suppose I could do that,” mused Rarity, thoughtfully putting a hoof to her chin, “it would certainly make me happier…alright. I’ll do it! With these bits on the line I’ll produce the finest suits Hoofingtons ever seen! Now run along to Appleblooms and have a fun sleepover at the farm Sweetie!”

Rarity ran to the door. “Also do be careful now you hear!” she called after her sister. Sweetie wasn’t as clumsy as Applejacks little sister but she had a tendency to space out sometimes. With that distraction gone Rarity was back in her dilemma. Although taking the commission would guarantee her a boatload of bits she had a staggering problem to deal with. She had no male mannequins to build proportions off of.

“Curse this town’s inconvenient lack of colts,” she groaned to herself slumping against the front door. “How is a lady like me supposed to get anything done for menswear if there are not enough men around to wear it?”

The commission called for the basic masculine structure with many small additions. Nearly all the colts in town were just wrong for the job. Applejacks big brother was too large, as was Mr. Breezy. Blues was on tour again, Caramel didn’t live nearby; Mr. Cake was far too lanky. Rarity considered asking Rainbow Dash just to see the look on her face but squashed that idea. It would be completely uncalled for despite the cheap laugh at her expense.

The warm afternoon light streaming through the windows cast dancing shadows from her curtains. The breeze carried the gentle chirping of birds into the shop with it. Rarity slowly dragged her eyes across the room trying to drink it all in to relax. Her eyes eventually rested on the locked trunk to the rear of the stage. An idea formed in her head. It was a positively perfect solution to her little problem. Rarity allowed a grin at her genius plan, walking calmly to the trunk before magically opening it to pull out a small fat leather-bound book.

Here I am getting into a huff over finding a suitable male to model for me when the answer is right here she thought, flipping through the book until stopping at the appropriate spell on page sixty-three.

Smiling a little, she levitated the book trotting over to the mirror. Scanning line by line she was sure to memorize the instructions completely before casting. Her horn began buzzing blue as the magic streamed from its tip, coiling blue-pink streaks of light all around her. It levitated her slightly as the ribbons of color engulfed her, wrapping around her head before the bubble finally burst into multicolored sparks and dropping her form to the floor with a thud.

Picking her head up off the floor she turned to the mirror with a gasp. “Well hello there handsome fellow…with the velvety voice! Care to help me with my work today?”

The spell had been a resolute success! Staring back at in the mirror with a familiar white coat and purple hair was her gender swapped self. Long purple curls had replaced themselves with shorter neater tresses around a slightly longer horn. Her tail had taken a more rugged looking coiled appearance as well as having a sturdier masculine frame and face…and a very new weight between her hind legs. She batted her, HIS eyes at the mirror.

“I suppose you’ll do for the remainder of the afternoon. Of course in the event of a surprise visit I can’t possibly call you by Rarity oh no no no. For today your name is, er….Elusive and elusive shall be your appearances around here,” he grinned striking a pose at the mirror.

This particular spell didn’t have a time limitation like most magical spells did. It was a simple case of casting the reverse to undo the change without worry of a sudden switch. Of course, the order he had to fill out DID have a time limit. Tomorrow morning would be here sooner than later and there was no sense in wasting anymore time with all the suits on the line.

Dresses are easy. Rarity had no problem creating dresses from sudden inspiration, commissioning clothing that didn’t fit her vision or clashed with her preferences was harder. Making suits for colts was completely alien of a request. Something never even considered on the road of her fashion horizon. Elusive was magically making measurements and fitting the shirt materials at a steady pace. He knew that even if they didn’t come out perfect it would be easy to brush it off as something that didn’t fit in Raritys’ expertise. Risking that damage in reputation was still out of the question, so Elusive swore to keep Carousal Boutiques name in check.

Work went on for an hour at a steady pace. He was stitching at sleeves with many various tools floating around when the front door bell chimed. Back turned there wasn’t much he could do to see his visitor, mirrors not offering a proper view.

“Hiya Rarity! I’m ready to help you out today with all those dresses!” bubbled Spike skipping over to her workstation. The skipping stopped as it dawned over him that the pony in front of him was not quite Rarity. “Uh…who are you?”

“The better question is who are you little dragon and what business do you have with my twin sister?” responded Elusive with just a little bit of an edge to his debonair voice. Having time alone had freed his mind to create a little backstory for this alter-ego. Forgetting Spike was visiting today was a silly mistake but at least he had been accidently prepared.

“I didn’t know Rarity had a twin brother mister….uhhh…”Spike backed away a little.

“Elusive…you must be Spike. She’s mentioned you once or twice,” he replied softly, tugging at a stitch. “Raritys not particularly fond of me since I compete with her. I have a shop in Trottingham that caters to all the latest unisex fashions. Our paths don’t cross much but yesterday she begged my help to fill an order for twenty-six suits for men she couldn’t wrap her head around. So here I am.”

Spike smiled broadly. “She…mentioned me? Was it good things?”

“Only about how helpful you are. I remember brave or handsome being thrown in there too once or twice,” Elusive chuckled lightly at Spikes blushing. “She’s out of town for a quick vacation of sorts. Would you like to assist me Spike? I have a reward from Rarity to give if you do.”

Practically stumbling over his ‘yes’s’ Spike rushed over, eager to help. Elusive laughed again. “Hold on there little guy! I shall be doing most of the work here on these outfits. Be a good sport and hold on to these supplies will you? My forehead is positively killing me.”

An assortment of pins, strings, patches and buttons floating around Elusives head dropped into his open claw. Hour of using magic without a break could really strain a unicorn, even if it was simple levitation. As he continued to stitch the remaining eight suits together he couldn’t help but notice Spike throwing him the occasional wayward stare out the corner of his eye. Attempts of small talk were made but they drifted away after three or four sentences leaving him a bit confused at the little purple dragons’ silence. It wasn’t like holding spools of thread necessitated great concentration.

The last few buttons clasped themselves on the final suit, the fine cotton material matching a buckled white waistcoat with brushed copper buttons. Elusive breathed a sigh of relief at a job well done. Even before sundown to boot!

“That’s all twenty-six outfits in less than seven hours! That’s what I’d call a commission well accomplished!” he said proudly checking the scroll off. “Wouldn’t you agree Spike?”

“Er…Elusive?” Spike walked up to the unicorn and grabbed the bottom edge of the scroll. He folded out a crease in the parchment, revealing it to be slightly longer. “I think there’s a little more here you uh, missed.”

“Oh of all the-ugh, these last three here aren’t even for suits!” cried Elusive scanning his azure eyes over the missed requests. They were for three unique silken gowns for the ladies of honor at the event. Very high class materials coupled with important specifications on color and length were present along the bottom.

“This is going to take the rest of the night to finish!” he groaned letting the scroll float to the white tiled floor. “Spike, I want to thank you for your help up to this point but I need you to do me one last favor before you leave for the evenining. Go fetch my sister’s friend with the long pink hair. The one who modeled for Photo Finish a few months.”

“Fluttershy,” answered Spike, helpfully settling the spools of thread onto a small table. “Don’t worry about it Elusive. I’m glad I could help even if I did miss out on seeing Rarity….”

“OH! I nearly forgot to give you your present from Rarity for all you hard work!”

Spike shrugged his shoulders. “No it’s no big deal really. You probably didn’t even need me…“

Elusive scoffed, shutting his eyes and raising a hoof to make a point. “Please Spike, a la- gentlecolt always says what is meant. Never sell yourself short!”

With an extremely quick motion Elusive leaned forwards, giving Spike a peck on the cheek.

“I couldn’t even begin to do this without you! Thank you so much from the both of us!” Spike blushed, a deep crimson running on his cheeks as he toddled over to the door. “Okay, let’s see, I’ll need some more silk or maybe some linen…”

The door to the shop slammed closed with a bang. Elusive couldn’t help but let out an airy little laugh. Spike always had wanted a kiss from Rarity so he’d given it to him, even if her visage was masculine at the time. She’d tell him sometime tomorrow or something upon reversing the spell.

Although making the dresses would be a lot easier than the suits Elusive still wanted somepony to try them on anyway. Only one dress was specifically for a Pegasus but he was sure that it wouldn’t matter. Having an actual pony to try on the dresses was always a plus, Fluttershy could be counted on being a good help and she was slim enough that practically any dress would be a suitable fit.

The shop bell dinged again about ten minutes later. “Carousal Boutique how may I help you?” he said automatically, turning to face the new visitor.

“Um…I was told to come here to see you, but I don’t think we’ve ever met,” said Fluttershy quietly, still standing at the doorway. “Spike says that you’re Raritys relative?”

“Why yes! You must be the Pegasus that was all over the magazines a few months ago! Pleased to meet you, I am Elusive from Trottingham here doing business favors for my sister,” he stated motioning Fluttershy to come over to the stage.

“Yes…that was me but…I didn’t really like it. So I stopped,” Fluttershy nervously climbed up the stage. She was immediately swamped with cloth material around her waist.

“I don’t blame you one bit for dropping a modeling career,” with a needle in his mouth he started stitching the top part of her dress, using magic very sparingly from his horn. “It’s such a demanding vocation to be a part of. Lots of hot lights to stroll through and sometimes the attention really is too much for some models…I imagine that’s why you ended it?”

Fluttershy eeped as Elusive pulled the fabric a little too taut. “Too tight! Too tiiight!”

With a quick snip of the scissors he cut the string, releasing the fabric. “My apologies! I hadn’t meant to-!”

“It’s okay,” Fluttershy smiled a little. “Don’t worry about it, honest!”

The first dress was difficult; it had the most customized designs requested of it. The whole process would usually take two hours but thanks to his steady hooves and Fluttershys rigid obedience on the stage it only took one. Finished, Elusive magically slipped off the garments for the second set. With extra care he made sure to put only the slightest adjustments to the stitching.

Clearing his throat Elusive restarted the conversation. “So tell me that’s why you quit then?”

“Mostly, your um, sister actually pressured me a little to continue it. The whole thing was stressful to go through but I wanted to make her happy. She’d always been one of my very best friends and I didn’t want to let her down…” Fluttershy swished her pink hair, a tiara magically settling above her eyes. “Then she told me she didn’t want me to model because she was jealous. I wasn’t upset because I didn’t like it either…although I felt I should have been maybe…”

“Mh-hmm,” went Elusive lost in the stitching process. “I can see that…”

Fluttershy continued, more confidence in her voice. “It’s funny you know, I don’t really talk much to boys about anything. Mostly because of how few there are here in Ponyville. Everytime I try I tend to just sort of trail off and stop talking but for some reason I don’t, um, feel that way right now.”

“Mh-hmm, I was just pondering earlier today about how startling few colts there are around town,” said Elusive, working on some buttons below Fluttershys chest. He could hear giggling from the occasional brushing of his horn against her belly. Sniffing once he could smell some sort of odd pungent scent hanging in the air. It was unfamiliar, but at the same time relaxing in a way.

Fluttershys voice had dropped in volume a little now. “So…um, I didn’t like the attention I got from the modeling…but you saw me on the front pages. What did you think…when you saw me?”

Snipping a particularly curly piece of thread sticking out from a wayward seam he began sewing around the rear left leg, moving further underneath her. “Mhm, I saw it and thought goodness what a lucky little Pegasus to become such a sensation. Beauty, grace and such a sensitive demeanor to belong to a single pony, it’s no wonder Photo Finish would single you for stardom darling.”

The fabric gave a little as Fluttershy lifted a leg. “You really mean that? Elusive?” she whispered, her words softer than the felt around her neck.

“Mhm! Of course I do! It’s not like you’re a plain face,” he frowned, trying to hold her leg steady with his hoof. She kept fidgeting for some reason. The sharp scent was stronger now. “Extremely attractive is a great way for any sensible pony to look at you. That’s what I’m seeing anyway.”

“Thank you! You’re so kind,” she replied tenderly, “I think that you’re, um, kind of handsome yourself…”

“What was that Fluttershy? Can’t quite hear you down here!” with a quick snip the last split seam floated to the floor. Satisfied, he pulled is head out from underneath her stomach and faced her.

The look on her face was quite unlike one that Elusive could recall seeing before. Her yellow cheeks were painted in a light pink blush, ears flattened ever so slightly against the side of her cherubic face. “I said, that, I think you’re handsome and, I think that I like you …”

In a startling fast motion Fluttershy darted forwards and planted a light kiss on his lips, immediately pulling her head back. Elusive blinked hard at what just happened. He’d been so absorbed in fitting the specifications to the ordered dress that he’d completely been glazing over the conversation. Now picking apart what had been said it was painfully obvious just what direction it had been steering. Those thoughts lingered for far too long, Fluttershy backed away from him.

“Oh I’m so sorry! I shouldn’t have done that! I practically just met you and I-ohhhh please forgive me I don’t know what came over me I’m sorry I’m sorry!” stammered Fluttershy shrinking backwards. She tripped over the fabric of the dress, landing backwards on the stage.

“Fluttershy please! It’s okay I-,” he had to pause there, that unexpected kiss still lingering fresh on his lips. What was he going to say to her friend? This was possibly the very first time that Fluttershy had ever opened up about boys. Something not even brought up in casual Spa day get together while Rarity would drone on about her own life experiences. Now here she was kissing this one-time… persona invented for the evening.

“I’m not mad at you at all! I uh, I assume it must be dreadfully nerve-wracking to muster up your feelings all at once like that,” he said walking over to her. She was sniffling a little, but removed her hooves from her face.

“Just…just I’m always being told by my friends to be more assertive to get what I want…because I’m usually such a quiet little pushover but, I tried to, apply it here and messed it up because,” she sniffled loudly. “…I want you…and now I screwed it up because I’m so...dumb.”

“Please, get up so we can talk to about this or something?” Elusive asked trotting over to the sobbing Pegasus. She didn’t budge. Gingerly he stepped over her hind legs lying flat on the stage. Now standing above he could see her whimpering figure. The overpowering aroma was powerful in his nose now. It clouded his mind. Everything was getting so out of hand and it was getting harder to think straight. What was he going to say to her?

“Please stop crying. It’s making ME feel bad about-“ Fluttershy removed her hooves from her face, her light blue eyes sparkling wet, her lower lip trembling. “Listen, I like you too…just stop crying. I can’t stand seeing you cry.”

Attempting to control herself she gulped a few times, squeezing the tears from her eyes. Eventually she got herself under control, grinning a very awkward smile, white teeth glowing in the bright stage lights. “Okay, I…I think I’m okay now. It’s just…um, you’re very kind and you listen to me and I do think you’re handsome. If I knew how to handle these things correctly I wouldn’t have done that to you. I’m sorry. I’m normally not like this.”

That was too much. Her soft voice, blue eyes and the scent in the air drove his head downwards pressing his lips against hers. He held them there against hers briefly before pulling away to look at her. Her eyelids slowly opened, resting halfway, her lashes framing her pretty blue eyes. Panting now, a lot heavier than five minutes ago he said “Me neither.”

The kiss was returned stronger this time, with much more passion from the both of them. His tongue meeting her inside of her mouth, frenetic, fast, slipping in and out as they completely abandoned all pretenses of amending the situation with anything else but this heated moment of chaotic kissing. Everything about diffusing these circumstances with Fluttershy had gone out the window nearly the exact moment she had said she wanted him. The three letters echoing back and forth just long enough for some inner reason to want her back. Now Elusive had her pinned beneath him, panting in short breaths through her nose as he explored her with his tongue, tasting the sweetness of her saliva mixing with her own.

So engrossed in the make-out session with his slim friend he failed to notice the new developments happening down below. As the desire to embrace Fluttershy increased a switch was thrown somewhere in the back of his head. This was only noticed by Elusive when his member had stiffened to a length, brushing against the fur near her lower belly. He broke the kiss immediately upon this developing new situation.

“Fluttershy…I…listen this got…, I need to stop…here,” panted Elusive, pulling his head away. He was sweating under the hot lights of the stage, some of it dripping onto her chest. “This…this is getting far, far out of control and while I like you I cannot do this to you.”

The pony beneath him was still breathless from the kissing. He had put a lot more energy into it than he thought. She was silent for a few moments, her chest rising and falling in a quick, steady rhythm. A part of him, the part left behind hours ago so desperately wanted to hear a ‘no’ so that this horribly awkward situation would end. The newer, stronger, primal feelings were tipping towards the hopeful yes. Rarity would have turned away ten minutes ago; Elusive wanted nothing more to than to continue exerting himself. Fluttershy wanted him and now he wanted her more than ever.

Fluttershy reached up, putting a hoof to his face. “All I ever wanted was something like this to finally happen. Please, don’t stop. I don’t ever want this to stop.”

Automatically his haunches dropped to meet hers, spreading her apart so very slightly. They both gasped at the sensation. Fluttershy a little louder than her, the penetration sending an electric shiver through her body as his slick member pushed inside. The length of it continued sliding in, both ponies holding with bated breath until that firm resistance inside of her made itself present.

Before he could rethink a protest a yellow hoof planted itself on his lips. Biting her lower lip in anticipation, Fluttershy only nodded. He pulled back, counted to three in his head, then rolled the length of his shaft inside of her.

"AH!"

She yelped immediately as he tore through her thin barrier, burying himself deep inside her virgin mound. He flashed a worried glance at her, her blue eyes wincing at the sharp sensation. In a minute, her teeth unclenched, eyes opening back up. Without worrying longer about her being hurt, he began to focus on himself.

It was akward despite being simple enough. The motion was in and out. A pony like her had experienced this before a few times before. Concentrating was a battle itself. Being inside of Fluttershy like this, her virgin walls squeezing tightly around his girth, was all he could think about.

"Ah ah ah ah!" panted Fluttershy with each thrust.

Every fiber of his being urged him on. Even in the throes of lovemaking the small voice in the back of his mind pleaded for this to stop. Amidst his inner ramblings he automatically thrusted again, eliciting another squeal of pleasure from the writhing Pegasus.

"NF! OH!" he hunched over, feeling a powerful sensation run through his haunches. Gasping for air he realized that was close to orgasm already. The tightening in his crotch was a big enough signal. This wasn't going to last as long as he hoped at this rate. Everything was hot, wet, tight. The world was spinning and all he could do was bite his lip and hold on tight.

Fluttershy gasped and moaned. Both her wings sprung to life as a powerful orgasm broke through her. She reeled as the most intense feeling in her life overwhelmed every one of her senses. All four of her limbs kicked at the air; tongue lolling out of her mouth, eyes rolling up in ecstasy.

"OH Shhhhff-"

He grunted, bucking forward into her backside hard. Fluttershy howled, feeling that warm gush paint her insides white as her cries mingles with the stallion above. Locked in place at the hilt he continued to softly buck into her, emptying his balls as he filled Fluttershy up with everything he had. The pony beneath him trailed off from her screams of joy to quieter panting. Feeling himself going soft inside he pulled out of her, collapsing on top of the yellow Pegasus. They were completely spent.

As soon as Fluttershy regained her senses she nuzzled into the unicorns strong neck. Obliging the light kisses to her cheek he met her lips in another passionate embrace, and another, keeping their lips locked for nearly a minute before breaking off to stare into each others eyes.

"That was....wonderful," crooned Fluttershy. "Thank you so, so much..."

"Yes...that certainly was..." he paused, trying to find an appropriate word. "fulfilling in every sense of the word."

Fluttershy kissed him again. "I think we should, um, clean ourselves up. Your sister wouldn't mind us using her bathroom would she?"

The mention of his real identity threw Elusives relaxed demeanor into one full of regret. Of all things to get out of hand it had to be this. This little ordeal couldn't continue forever. Eventually he had to spill the beans and resume his rightful persona as Rarity once more. Perturbed by the sudden silence Fluttershy cleared her throat.

"Is something wrong?"

Elusive got up with a smile, helping Fluttershy to her hooves.

"No of course not. Let's go get cleaned up shall we?"

Fluttershy sighed in relief. "That's nice to hear."

They made their way to the bathroom in short time, spending the next few minutes cleaning their coats, making small jokes and affectionately nuzzling one another. Fresh as daisies he led Fluttershy to the doorway. The smiling Pegasus stepped outside and turned around to face him.

"So um, when can I see you again? If that's okay with you..."

Elusive gulped It was now or never

"Well, you see, Fluttershy, you're quite lovely. Beautiful even."

Fluttershy began digging at the ground nervously.

"This evening, well, spurned on these events...was quite thrilling for the both of us..."

Fluttershys lip trembled.

Just spill it. Say what happened and be done with all this drama

"I-I would love to see you again!"

Damnit

"OH!" Fluttershy jumped in the air with a flurry of her wings. "I'm so happy! Tomorrows okay? Right?" Elusive nodded his head with a wince. "Ooooh! I can't wait to see you!"

With almost imperceptible speed the blushing pegasus leaned forwards and pecked him on the cheek. Beaming with joy Fluttershy skipped off towards her cottage.

"Yes...tomorrow," he said, placing an ivory hoof to his cheek. He closed the door, locked it, and slumped to the floor dejectedly.

"Oh Rarity you've really done it this time..."

Epilogue

“Wipe your hooves please! Do be careful to mind the carpet I laid it out for a reason!”

Applejack snorted as she fastened the wagon of dirt to Big Macintoshs collar. “Listen sugarcube, I’m helpin’ you build this cellar ‘cause your my good friend. But when we’re haulin’ dirt in and outta here don’t get all fussy at me for makin’ a mess.”

Big Macintosh silently pulled the cart across the room to the store entrance. Since beginning work earlier this month on there was a spat between his sister and Rarity nearly every other day over how much of a mess the construction was making. Hauling the wagon out of the doorway he wisely decided to that now would be a good time to dawdle outside than sit around for the brewing argument.

“Please Applejack, it would be more than kind of you to just make sure the dirt doesn’t track off the carpets onto my tiled floors,” Rarity hissed through gritted teeth.

The orange pony stamped a hoof. “Ya’ll know this IS dirt. This stuff gets everywhere like it or not. Jus’ accept that dirt will be dirt an’ not all of it’s gonna make it outta your store without settlin’ on the floor. Even if ya get me to wipe down my hooves here” she lifted a dirty foreleg, “which ya ain’t, the job will take twice as long.”

Rarity growled, looking away. “Fine then. I’ll just have to spend the better part of a week cleaning up this mess before the Boutique re-opens with its expanded inventory.”

Applejack breathed a sigh of relief. “Thankee for finally understanding. I swear yer getting’ more antsy by the day.”

“I am not antsy!” retorted Rarity walking to the back of the shop behind the stage. Macintosh re-appeared at the doorway with now empty cart, looking around nervously for any signs of that angry white unicorn before trotting over to his sister.

Rarity sat down on the trunk behind her little stage, huffy. Applejack certainly had an eye for reading moods, even if she was being less than subtle as of late. Since completely dropping her male persona she’d been terribly irritable to everypony around her. Regular sex just didn’t cut it anymore once the pleasure of control and dominance had been introduced to her. It was tough to find the enjoyment she once had when she’d been with Fluttershy.

“Fluttershy,” whispered Rarity aloud, heart speeding up a bit. Despite her clever name for her alter-ego ‘Elusive’, that was definitely not fitting for how often Rarity had cast that spell to return to that male identity. The whole thing had started off with a bang. That hectic mess of love-making under the hot stage lights had sparked a fire inside her, and she was hopelessly enamored with her quiet yellow friend. Excursions to her cottage in the dead of night had jumped from sparse to a habitual series of visits.

The very farthest was inviting her to Hoofington for a three day weekend under the guise of Photo Finishs newest model picked from a hat. All pretenses of going to the show were dropped upon arrival in the hotel. Instead they spent all time together in the comforts of their hotel suite, spending their day making love for hours on end. It was bold. It was fun. It was exhausting. It was the most amazing three days of life she was happy to live.

Swinging her legs against the trunk she sighed, lost in those happy past thoughts. Of course it all had to end. That couldn’t go on forever despite how happy they both were. Concluding the trip to the hotel she slowed her use of the spell considerably until stopping completely. The urges were still there, strong, waiting to bubble forth nearly every time she was with Fluttershy. Spa days were true turmoil, having to pretend to chat idly with the Pegasus who was not at all secretive about how much she liked her ‘brother’ or the things they’ve done. It was all she could do to prevent her hooves from slipping down her haunches in the hot baths as various retellings of all their activities were parroted back to her from the pony she’d done them to.

“RARITY!”

The shout jolted her back to reality, and off the trunk. “APPLEJACK! I was clearly lost in thought. Yelling your head off is simply a barbaric way of garnering a ladies attention.”

Applejack was less than sympathetic. “Well pardon me missy, I’m not too partial to shirkin’ work when my boss is off in La-La land. Which ya’ll seem to be visitin’ a lot lately.”

“What is it then!?” snapped Rarity, fussing with her mane.

“Permission to take a break? We’ve dug out fourteen cartloads as of six minutes ago,” she replied plainly, motioning to the door. “Can I ask ya why the past few weeks ya been so darned odd for?”

“Odd?” repeated Rarity, more spitting the word than saying it. “What do you mean odd?”

Applejack balked, realizing her incorrect choice of vocabulary. “I uh, I meant…spacey. Yeah, that’s it! You’re bein’ awful spacey as of late.”

Not saying anything, Rarity turned around on the trunk. Acknowledging her silence as admittance, Applejack continued

“It’s ‘cause ya’ll miss Fluttershy right?”

That pushed a button. “Don’t we all? I still can’t believe she just…up and left back to Cloudsdale four months ago. I’ve been meaning to visit but I can’t leave my business behind since it’s gotten so much busier and I feel absolutely terrible she’s gone and I hope she’s okay and I just wonder what’s been going on with her life!”

Applejack blinked. “What’s yer brother been up to? The one she’s been gaga over a few months ago.”

“Struggling in Trottingham per usual,” she replied quickly. “I’m sure he misses her too. After all they’re in love according to Fluttershy.”

“Yeah, I heard that from her too, can’t wait to meet him myself. Boy is he gonna be surprised,” said Applejack with a huge grin “Although if he’s anything like you I’m not sure how he’ll be.”

Raritys ears perked up. “Say what now?”

“Fluttershy flew home from her parents place this mornin’ and she’s been home at her cottage for the day. She’s comin’ over to say hi any minute now!” announced Applejack with a smile.

Bolting upright, the ivory coated unicorn dashed around her store trying to clean up the dirt to make a good impression for her friend. Rarity didn’t know what Fluttershys been up to but all those thoughts had been worrying. Was it a nervous breakdown? Did she give up on love after trying to silently break everything off? Could she look her friend in the face?

“Hello everyone!” cried out a familiar voice.

Rarity cringed, knowing full well who the voice belonged to. She heard Applejack say hello back. Turning around, she slowly faced her friend she hadn’t seen for months.

“Fluttershy!” she shrieked, her forced smile disappearing “Oh my stars! What have you done to yourself?”

Fluttershy blinked hard. “Um…what do you mean Rarity?”

“You’ve gone to fat dear! Oh goodness gracious if I had known I would’ve helped you sooner instead of letting this happen to you!”

“Oh, um, I don’t think you understand…” said Fluttershy quietly, trotting over to the panicky unicorn slowly.

“One thing leads to another and another and everything is topsy-turvy. This is my fault. I should never have done this to you,” ranted Rarity digging through her trunk of books. “I know I had some health books by Dr. Ramkins in here just let me find it and I’ll help you drop that weight in no time.”

Chuckling to herself, Fluttershy continued towards her friend. “Rarity let me explain, please.”

“Nononono. I simply refuse to let you be like this. Eating the pain away is a horrific thing to do. Don’t you worry about it. Raritys here for you!”

Fluttershy was right behind her now. “Rarity.”

“We’ll do walks. Exercise. Heatlhy foods-“

Fluttershy stood next to Rarity. “I think you should listen,”

“No more Pinkie parties although I’m sure she has one planned alread-what are you doing?!”

Unfurling a wing, she rested it over Raritys lowered head and pulled it against her bulging sides. Rarity struggled a little, uncertain of what her friend was doing.

Then she got kicked in the face.

“Fluttershy you…” Rarity looked up to see her smiling friend. “This…you…but you always said.”

“I know I know. I lied to you. I’m…sorry,” she admitted quietly, “I never wanted to talk about those things because I was too shy. Too scared to even talk to strangers, much less a boy. So I made up that I was barren as an excuse hoping you wouldn’t, um, have to get me to talk about those things.”

Still pressed against the side of her belly. Rarity couldn’t talk. She was speechless. Suddenly everything was coming together and falling apart all at once. Fluttershy continued.

“Now because of your brother I’m going to be a mother! It’s what I’ve always wanted to happen. Animals are cute on their own but my house feels so empty all the time. Having some cute baby foals to take care of on my own is going to be a little challenging and I was really upset at first when I fell out of touch with Elusive, but I think I’m over it. Although I really do like him, my parents explained to me that the relationship was probably, um, superficial,” her voice dropped a little. “It’s not a big deal. I’m a big girl. I can handle it. I’m happier now! Are you happy for me too Rarity?”

Pulling away from her friends side, Rarity asked shakily “Did…did you say foals?”

Fluttershy smiled warmly. “Twin girls! Isn’t that just fantastic!”

A hoof to her forehead Rarity fell backwards, fainting to her filthy tiled floor. Fluttershy gasped, looking to Applejack.

“Um…oh my, do you think she’s going to be okay?”

Applejack smiled, putting an ear to Fluttershys sides. “I’m plenty sure she’ll be jus’ fine. Ya’ll know she’s so danged dramatic.”

THE END