“Please, Rainbow Dash? You’re the only one I know that can help me out…” Fluttershy grabbed her friend. She wanted to become physically stronger, and she knew that Rainbow Dash had the know-how to build muscle.

“Hm...I don’t know…” Rainbow murmured, it would take a lot of work to tone Fluttershy, and given her current physical capabilities, it might just be more frustrating if she tried to give up early.

“Rainbow Dash, I know how strong you are, you must have some sort of workout to help me!”

“Well…I’ll try to get something together.” Dash shrugged, already thinking of what she could have her do. She already had a few easy workout routines. Hopefully she could do them without quitting.

“Oh, thank you, Rainbow Dash! When are you going to be ready?” Fluttershy squealed, wrapping her arms around her friend.

Rainbow Dash reluctantly returned the hug, “Tomorrow. At 1 PM, got it?”

Fluttershy nodded, “Thank you thank you thank you so much, Rainbow Dash!”

Just as Fluttershy left, Rainbow Dash let out a sigh, hopefully she could make a workout routine that wouldn’t make her quit before the day ends. She knew Fluttershy wasn’t exactly the overly athletic type, or the athletic type.

The very next day, Fluttershy nervously stood at the door to her friend Rainbow Dash’s house. Her workout gear was a white tank top over her push-up bra, black gym shorts, and blue tennis sneakers. She knocked on the door, steeling her nerves so that she didn’t run away in nervous fright.

Rainbow Dash quickly opened the door to greet her. She dressed a little more casually than Fluttershy, with her baggy red t-shirt, black basketball shorts and white running shoes. But she wasn’t dressed to work out hard, Fluttershy was.

“Hey, Fluttershy, good to see you! Ready to work out?” Dash grinned, inviting her inside.

Fluttershy nodded, pumping her fists in determination. “Yeah! Let’s do it!” Although she was nervous, this was something she really wanted to do. She couldn’t back down now.

Rainbow Dash chuckled, patting her back. “Alright, sport, let’s get started then! Come on, let’s go to my workout room!” she said, making her way down to her basement, waving her arm to beckon Fluttershy to follow.

Downstairs, Rainbow showed Fluttershy the room she would be working out in. It was a slightly small, brightly lit room with a wooden floor and white walls. Lined up one of the walls were several workout machines that Fluttershy couldn’t figure out the purpose of. On the opposite wall was a full length mirror so anyone working out can fix their form or position, or just admire their looks while they work out.

“So, whaddya think? Ready to get started?”

Fluttershy nodded, “Where do you want me to go first?”

“Well, let’s start out by stretching. Gotta warm up, you know?” Dash replied, stretching her arms up as high as she could, wings unfolded, and then tilted her body from side to side.

Fluttershy mimicked her actions, already feeling more flexible and relaxed.

After the two had stretched, Rainbow led her friend to the first part of the workout: weight lifting.

Grabbing a twenty-pound dumbbell in each hand, she slowly curled up her arms, feeling the burn in her biceps, but the moment her arms curled up all the way, she released, dropping the weights back down to her sides. Her struggles repeat for two more reps until Dash intervenes.

“Shy, you gotta bring them down slowly, ok? It’s more work, but it makes you stronger.”

She nodded, lifting them up again. She tried her best to take her time in bringing them back down, but only got halfway before dropping them on the ground, sighing in defeat.

“Hey, it’s alright, why don’t we try something lighter, ok?” Rainbow said, still being patient with her. She picked up the ten-pound dumbbells and handed them to her.

Fluttershy did considerably better with raising them and lowering the weights slowly, but after ten reps, her face was red from the strain.

“You’re getting better, Fluttershy! I think we can make a stronger pony out of you yet!” She winked, patting her on the back.

“You really think so?”

“Definitely! Now gimmie ten more reps.”

Fluttershy took a deep breath, and slowly lifted up the weights, a burning sensation building up in her biceps.

After the arm workout, Fluttershy’s next area to exercise was her abs. Rainbow instructed her to lie down on the floor so she could work on her abs.

Dash placed her hands on Fluttershy’s shoes to keep her in place. “Alright, do as many sit-ups as you can without stopping, alright?”

Fluttershy only got to twenty in a row before she lay down on the floor, clutching her sides and groaning in agony.

“You ok? Come on, you can do it!” Rainbow said, trying to encourage her. “Alright, do as many as you can again, try to at least get to twenty again.”

She nodded, steeling herself and her abs to do another set, and then another, and then one more just for good measure, by the time Rainbow finally told her it was time for a break, she felt like she was punched in the gut by a grizzly bear.

Dash offered her a bottle of water to replenish her energy, and waited until Fluttershy was ready until they went onto their next part of her routine. She led her to the pull-up machine, which was just a bar that stuck out of the wall and was supported by two frames.

“Alright, let’s see how many pull-ups you can do, no wings, got it?” Dash smirked.

Fluttershy gulped, raising her arms up to grab the bar. She could easily reach it without stretching, surely pulling her own weight up would be no problem, right? As she started to pull, she felt strain run through her shoulders and biceps, and she let go, rubbing the sore spots for a second before trying again, only to get a similar sensation. She tried her best to lift herself above the bar, but could barely lift herself off the ground.

“Come on, Fluttershy! Do at least one!” Dash barked out, reaching out to hoist Fluttershy up by her armpits.

As soon as those fingers made contact with her sensitive pits, Fluttershy squealed and lifted her chest over the bar in order to defend her armpits.

Rainbow retracted her fingers as her expression went from surprised to smug, “Oh? I think I found a way to get you to do pull-ups…” she chuckled, stepping in front of Fluttershy so that she can show off her wiggling fingers.

Fluttershy’s eyes widened, “Wait! Rainbow Dash, I’m not sure that’s a good ideeeeEEEAAAAAA!” she squeaked, raising herself up again above the bars on pure reflex rather than physical strength.

“What are you talking about? This is working great!” She chuckled, continuing to poke and prod at her armpits, even the lightest touch made her scream, something that Rainbow had way too much fun with.

After Fluttershy effortlessly did twenty pullups in a row, Rainbow Dash figured that Fluttershy had enough tickling and stepped back. “See? I knew you could do it. Maybe I should tickle you for every exercise…” Dash grinned.

Fluttershy let go of the bar, trying to catch her breath as she leaned forward, face red from exhaustion, but when her friend suggested an entire workout based off what she loved, her face became even redder. She would absolutely love that, but she could never be brave enough to just tell her that.

“Hey, sorry about that Fluttershy,” Rainbow said, offering her the bottle of water. “But it was kinda funny watching you jolt around.”

Fluttershy looked up, smiling weakly, “No, it’s ok...What’s next?””

“Actually, I think that’s a good place to stop for today. I’ll see you tomorrow, ok? I’ll give you more workouts then.“

“So...same time tomorrow?”

“Same time tomorrow.”

Fluttershy nods, stretching out before heading out. “Alright, I’ll be there, thanks Rainbow Dash!”

As Rainbow saw her friend leave, she felt a bit confused. It was great that she managed to help Fluttershy out, but she did get curious as to what happened when she was tickling Fluttershy. She could’ve easily let go of the bars, Rainbow definitely would’ve done that if she was in her position, so why didn’t Fluttershy do the obvious thing to prevent being tickled? She had her suspicions, but she didn’t have a surefire way of knowing for sure. Unless…

The very next day, Fluttershy knocked on Rainbow Dash’s door, wearing similar clothes, but in different colors. This time it was a grey tank top and blue shorts.

Dash opened the door. “Hey! Nice to see you back, Fluttershy!” She smiled, stepping to the side.

The two pegasi wasted no time, already getting their stretches done with and out of the way. “Alright, so what’s the first thing I’m doing?”

Rainbow smirked, “Well, lay down on the ground, first…”

Fluttershy did as she was instructed, “So...am I doing sit-ups again?”

“Well...something like that.” she chuckled, standing above Fluttershy, before sitting on her thighs, “Alright, you have to get me to stop tickling you. Ready go!” Rainbow Dash said quickly, digging her fingers into Fluttershy’s sides and wiggling them.

“Wait, whaaaaahahahaha!” Fluttershy barely had time to react before squealing, she tried to push her arms away, lifting up her own arms to push.

“Ooh, bad move there! Now I get to move here!” Dash chuckled, raising her fingers to attack her now exposed armpits.

“P-plehehehehehehease!” Fluttershy begged, her face already turning red from embarrassment. She pressed her palms against Rainbow’s shoulders, but due to the current ticklish situation, her strength was significantly decreased, and it also kept her sensitive armpits open for tickling.

“Hey, come on! This is also a double workout, laughter is good for the abs, you know?” she fibbed, while it was true that laughing did work the abdomen, this was just a chance to tease Fluttershy, and also confirm her suspicions.

Fluttershy was torn between three options: try to cover her sensitive spots, try to pry Rainbow off, or just submit to the tickles. While the last option was tempting, it might look too suspicious if she didn’t show some resistance, so she let her body react naturally to the tickling, which means she starts shifting side to side, trying to throw Dash off.

“Kitchy kitchy koo!” she teased, moving her attack down to Fluttershy’s exposed wings, running the fingers up and down the area where her wings met her back.

Fluttershy’s eyes widened, she actually didn’t expect her wingpits to be tickled. She tried to push Rainbow’s wrists away, but all it did was hold them in place for more tickling.

Now Rainbow decided to test her theory. She slowly lifted herself off Fluttershy until she didn’t have any weight pressing down on her.

Fluttershy finally decided to give in, not even trying to push the tickling hands away anymore. She laughed away as Rainbow continued to get her sensitive wings, not even realizing that she could move away at any time.

Dash raised an eyebrow, slightly curious as to why her ticklee hadn’t moved away yet. She decided to lighten up on the intensity; if she could think a bit more clearly, then she might retreat.

The tickled pegasus didn’t even notice. The only major change was that she now took deep breaths between her bouts of giggles.

Now she was really suspicious. Rainbow stepped over to the left, only tickling the right side of Fluttershy’s body.

Fluttershy instinctively rolled to the left, right onto her stomach. Her laughter quickly died out as her eyes widened. She didn’t bump into Rainbow Dash when she rolled, she looked to her side, seeing her friend crossing her arms and smirking. “Uh...did I do it?”

Rainbow cocked an eyebrow. “You could’ve gotten away any time you wanted a long time ago.”

“Oh? Could I? I...didn’t notice…” She sputtered out, looking at the floor in embarrassment.

“Fluttershy, can I ask you something? Do you...like being tickled?”

Fluttershy whimpered, curling up like an atomic bomb just went off in the distance.

Rainbow walked over to her, trying to comfort her. “Hey, Fluttershy, it’s alright!”

Fluttershy looked up, face completely red. “It...it is? You don’t think it’s...weird or anything?” she hyperventilated.

“Well, kinda, but I’m not going to judge you on what you like. Come on, I’m your friend, that’s not going to change that fact!” She pats her back, smiling at her.

Fluttershy slowly calmed down, breathing returning to a normal pace. “You mean it?”

“I mean it.” She reaffirmed, giving her sides a squeeze to tease her.

Fluttershy yelped, pushing Rainbow Dash away, relieved that her secret didn’t change anything about their friendship. But she still had a different problem; she was there for a workout, after all. “So...what’s the real workout exercise?”

“Right! The workout!” Dash laughed nervously, she had almost forgotten about the actual exercises she had planned. Although, with this new information she had, she could use it to both of their advantage. “You know, I think I can adjust a few of them to fit your little enjoyment.”

“Oh, come on, Fluttershy! Besides, don’t you think it’ll be fun?”

“Well, yes, I guess so, but-”

“Great! Then let’s get started!” Dash grinned, grabbing Fluttershy by the arm and dragging her a sit-up bench.

The bench was put on a slant so that whoever was using it had their feet up in the air, with a cushion that would go above the ankles for leverage. Fluttershy lied down on the bench confused and curious, she did sit-ups on the floor before, how would using the bench be different? And what exactly was Rainbow Dash planning?

“Alright, Fluttershy, I need you to sit up and grab your toes.”

Fluttershy reached forward, trying to sit somewhat upright, but only got halfway before falling back.

“Aw, come on, Fluttershy! You can do better than that!” Dash chuckled, removing Fluttershy’s shoes and socks, seeing what she had to work with.

Fluttershy’s feet were as clean as Dash expected, seeing as how often her and Rarity went to the spas and got a pedicure nearly every time, not a single blister or rough spot to be found, perfect for tickling. She began skittering her fingers across the soft yellow soles, and waited for the reaction.

It didn’t take long for Fluttershy to sit upright with that incentive; almost instantly, her fingers touched her toes.

As soon as she did, Rainbow stopped tickling, letting Fluttershy lie back down to rest. Shortly after, she started stroking her ticklish soles again to get Fluttershy to sit up again.

Rainbow did feel a bit strange doing this, tickling her friend’s feet just to get her to exercise better, but she was satisfied that Fluttershy was at least enjoying herself during the workout. She had to admit to herself that it was going a lot better than she had originally anticipated.

Fluttershy was enamored by this workout. Dash’s motivation giving her the strength and willpower to kick her muscles into gear. Perhaps it was the rush she got from being tickled that helped her out, but right now, she didn’t care. Her abs were on fire from laughing and doing constant crunches.

After 40 sit-ups, Rainbow Dash stood up, “Alright, I think you had enough.” She said with a snicker as she walked over to Fluttershy’s side.

Fluttershy rubbed her stomach as she continued to lie down on the bench, catching her breath. “O-Ooh...that was...a lot of fun!” She giggled, managing to sit up straight.

“Heh, glad you liked it.” Dash smiled, happy that she could help her friend out, albeit in an unorthodox way. Still, she was having a difficult time finding ways to incorporate tickling into her workouts. “Alright, now stand over here and put your arms out to the side.”

After she recovered, she did as she was told. “So, what workout am I supposed to be doing this time?”

“Oh, workout? I don’t have a workout planned this time, I just wanna tickle you!” She snickered, sneaking up from behind and digging her fingers into her sides.

“Wait, you want to whahahahaha!” Fluttershy squealed, clutching her sides as she fell down to her knees.

“Aw, come on, Fluttershy, you’re making this too easy for me to keep tickling ya! Come on, I know you like it, but fight back a little!” She taunted, reaching around to wiggle her fingers on her belly.

Fluttershy tried to ‘fight back’ like Rainbow Dash wanted, but all she managed to do was fall down on the floor, allowing Rainbow Dash to easily pin her down.

“Ooh, bad choice there! Now I have more of an advantage!” Dash said as she leaned forward, raising her arms up to attack her ribs, her fingers poking each rib and the spaces between in a random order.

Through her laughter, messed up hair, and teary eyes, Fluttershy noticed Rainbow Dash’s exposed armpits. Dash wanted her to fight back? Then she’d get just what she wanted... With one swift motion, she shot her arms up to counter the tickling with some of her own.

Rainbow’s eyes widened as her grin changed from one of amusement to one of hilarity. She didn’t actually expect Fluttershy to retaliate, so she froze as the fingers invaded her armpits. Her body tensed up, arms retracting back to her, effectively trapping Fluttershy’s fingers in her hollows. Dash was rendered immobile, trying her best not to laugh.

Those few moments are all Fluttershy needed to recover and take advantage of the situation. She began sitting upright, letting her fingers do most of the work to get the other pegasus off of her; her index and middle fingers rubbed against the hollows while her ring finger and pinkies poked at her top ribs.

As Fluttershy moved forward, Dash fell back. It didn’t take long for her to break out in hysterics, as she erupted with laughter as she fell onto her back. “N-Nooooohoho! Get ‘em out! Pleeeeeheeheeheeheease! Stahahahahahahap it”

“Oh, I’d love to, Dashie, but you’ve trapped them in your armpits! I’m trying my best to get them out!” Fluttershy lied, trying to keep her fingers in her hollows as long as possible as she sat on top of her. She couldn’t help but chuckle to herself at how quickly her friend was already begging for mercy. She wanted to attack Rainbow’s other ticklish spots, but keeping the assault at her armpits made sure she had no chance to retaliate.

“You liahahahahahahahar! Gahahaha! I cahahan’t tahahake it!” Dash tried to fight back, but every time she tried to push Fluttershy’s arms away or attack her armpits, Fluttershy would always intensify the tickling, and force her arms back to her in the same helpless position.

“But Rainbow, you’re supposed to be this super strong athlete! Surely you can take just a little tickling, can’t you?” she teased, before leaning forward to blow a raspberry on Dash’s exposed belly.

What came out of Rainbow Dash’s mouth was a squealing that lasted a good five seconds before she exploded into higher-pitched laughter. It seemed that she had given up on fighting back, as she pounded the floor with both her fists.

The tummy attack didn’t stop, as Fluttershy kept blowing raspberry after raspberry over the exposed navel. When she needed air, she threw her head back like one would do before diving down underwater, and to Fluttershy, Rainbow’s laughing and squealing was the sunken treasure: often sought out, often gained, but always rewarding to find.

Of course, Rainbow Dash would probably not agree with that, as she continued pounding at the floor with force. While the tickling was absolute torture, she did have to admit she was happy Fluttershy was having fun, and a bit surprised that she managed to overpower her. Still, the assault on her upper body was making her blue face red. “Stahahahahap it! I give up! Gihihihihive up! No mohohore!”

Fluttershy lifts her head up, pinning her arms down just in case this was a trap. “Oh Dashie, this is too much fun for me to stop!” She giggled, her face just as red from how much enjoyment she was having. She decided to give her a fighting chance though. She’d give her use of her arms and hands, but considering her next target, she might just be left more helpless than ever.

She turned around, scooting over to sit on Rainbow’s ankles.

Dash tilted her head to the side as she was catching her breath, even when her arms were pinned down, she made no effort to fight back, until she felt the weight shift to her ankles; she already knew what was going to happen. “W-wait...please!”

Fluttershy didn’t bother answering, only slipping off her shoes and socks, tossing them to the corner with a giggle.

“I-I’m warning you!” She stutters, sitting upright as she curls her toes.

Fluttershy’s wings flapped as she placed her fingers on the blue soles, dragging them up teasingly slow.

“NO NO NO NO NO!” Dash screamed in panic, reaching forward to wiggle her fingers against her sides.

Naturally, Fluttershy squealed in shock and delight, still, she wasn’t going to let some resistance stop her, so she dug her fingers under her toes, grinning wildly.

Dash nearly went silent with laughter as she began to buck under Fluttershy’s weight. Trying out all different spots to see which one would be more effective. Her sides, belly, ribs, armpits, and wingpits weren’t spared by Rainbow’s experimenting fingers. Although the armpits and wingpits got the wildest reaction, she was fighting a losing battle. Even if she could tickle more effectively, it probably wouldn’t stop Fluttershy from tickling her oh so sensitive feet. Fluttershy was having too much fun to be diverted with counter-tickling.

Even so, when Dash dug her fingers into her helpless pits, she did freeze up for a moment before continuing her tickle attack on her feet. She scribbled her fingers all over her soles, making them wiggle and writhe in ticklish agony.

Dash’s feet weren’t nearly as clean or as maintained as Fluttershy’s, there were a few tougher spots from running and such. But for some reason, her feet were soft and tender, almost unnaturally so. It was no contest who had the most ticklish feet out of all their friends.

Which was unfortunate for Rainbow Dash, who was writhing and begging uselessly on the floor, tears starting to form in her eyes as she clutched her sides in hysterics. She began to grow desperate, her begging sounding more like babbling. She started slapping Fluttershy’s back in a final attempt to get her to stop.

Finally taking the hint, Fluttershy lifted her hands off of her soles. She stands up, scooting to the side and off Rainbow Dash. “Are you ok?” she asked, rubbing the back of her neck nervously as she sees what a giggling wreck she left Rainbow in.

It took a good twenty seconds of gasping and giggling before she could respond with a thumbs up. “You...ah...are...re...lent...less…” she manages to pant out, letting out a groan as she rubs her belly.

“I’m really sorry! I-I didn’t mean to-” she started to apologize, shrinking back into her more demure personality.

“Didn’t know...you had it in you...ahah…” Dash weakly chuckles, “Gonna have to be more careful around you.”

“Oh, I’m so sorry! I was having so much fun, and-”

“Don’t be...that was...kinda fun, actually.” She says, smiling at her.

“Really?”

“Yeah, just...I think that was the hardest my abs have been worked on…”

Fluttershy helps Rainbow up, waiting for her to catch her breath and calm down. After putting on their socks and shoes, they sat down on a bench together drinking water.

“I think we gotta stop for today…” Dash said with a sharp exhale.

“So, I’ll see you tomorrow then?”

“Yeah, see you tomorrow!” Dash grins, patting Fluttershy on the back before hugging her.

Fluttershy happily returned her hug, gathering her stuff before leaving to continue with the rest of her day.

Rainbow began stretching as Fluttershy left. her abs and soles still tingling after the tickling. She certainly didn’t expect any of this to happen this week, and while she couldn’t explain it, she actually did have some fun when they were having that tickle fight.

But Rainbow couldn’t waste time thinking about it, she had other things to do today as well. She looked around the room; tomorrow was a new workout day, and she had to prepare.

Author's Note

Coming up next: The Pedicure