"I honestly don't know what I'm doing here."
Caramel wasn't lying. He had some vague idea of why he was there. A night at the club to ease some of his frustrations had ended with one too many drinks, and finding himself pouring his guts out to another stallion.
The gray unicorn had a strange attentiveness as Caramel spoke of the pony who seemed as out of reach as Celestia herself. When she asked him and Lucky to pull her carriage to the Gala, he had felt honored, despite his knowledge that he would likely serve less as a companion, and more as transportation. But during the trip, he could hear Rarity speak of "him". She was going to meet "him", and he would be elegant, charming, regal, and all the other things that Caramel could never hope to be.
Thankfully, "him" turned out to be Prince Blueblood, whose rumors of arrogance turned out to be vastly understated. But while this meant that Rarity was still looking for her other half, she still had no reason to expect a clumsy earth pony with an unkempt mane to give her the finer things she deserved.
"You know, I could have had the chance to talk to Hoity Toity..."
The increasingly blurry unicorn opened his eyes a little wider. "Really?"
Caramel nodded. "He came to town for Rarity's show! Were you there?" The unicorn shook his head, and Caramel continued. "It was crazy! She was all freaked out because she loves everything he does, and her first show was a disaster! It was crazy!"
"You said that already," the unicorn said, chuckling.
"Don't laugh! She'd do anything for him and why? Because he's this big, glamorous stallion with big city words and big city looks..."
"I honestly don't think you need to worry about competing with him for Rarity."
"That's not the point! I'm saying I could have learned from him! I could have shown him around Ponyville when he visited for the first time, but I passed it off to the Doctor! Hoity sat on his nose!" He scrunched up his face in a grimace, the ridiculous memory reemerging as vivid as ever. The unicorn began laughing, and before long, the two of them were doubled over in alcohol-fueled hysterics.
As Caramel struggled to regain his composure, the unicorn wiped the tears from his eyes. "So you think that spending some more time with somepony like Hoity would train you in what you need to impress Rarity?" Caramel's enthusiastic nodding was met with a sly, inebriated grin. The unicorn prodded him in the chest with a hoof. "You wait here. I'll be right back. You said your name was Caramel?"
That was weeks ago. And up until the moment when the almost obscenely long stretch carriage arrived to take him to Hoity's Canterlot boutique, there had been nothing to indicate that his life was anything but painfully normal. Yet, here he was, in the design studio of one of Equestria's most popular fashionponies, being offered a bottle of Fillygrino by one of Hoity's personal valets. "Thank you," he said, taking a sip of the bubbly water. I bet Rarity drinks this all the time, he thought. Then, realizing that Hoity was waiting for a more satisfactory answer to his question, Caramel tried again. "I think I'm here to learn how to impress Miss Rarity."
The silver pony smiled. "Right you are, Caramel. I remember you well enough. Apparently, I sat on your friend's nose back in Ponyville?" Caramel nervously shuffled his hooves on the floor. Hoity began to walk around the orange pony in an ever-narrowing circle. "Well? Did I or did I not?"
"I...I..."
"Spit it out!"
"Yes!" Caramel shouted. "You did! But it was an accident, and I shouldn't have said anything, and I'm sor-"
Caramel's words were cut off as he felt hooves grab his head. Hoity had removed his sunglasses and was staring determinedly into his own with piercing blue eyes. "Don't you dare apologize, Caramel. This is lesson one."
"Lessig wug?" he said, having difficulty speaking with the hooves pressed against his jaw.
"Confidence, Caramel. Without it, you are nothing. If you can't defend yourself or your friends with pride, why should any filly bother with you? They want a stallion who will stand up for them! I embarrassed your friend, so you need to do something about it."
Caramel shook free of the grip. "Yeah! I am going to do something about it!" His chest puffed up with pride.
Hoity was grinning and bearing his teeth, matching his protege's enthusiasm. "And what are you going to do?"
"I'm going to tell you where you can go, you pompous old -"
Caramel stopped as Hoity shot him a nasty look.
"Ummm..."
Hoity replaced his sunglasses and clapped his hooves together. "That's enough of that. We're going to assume you understand this lesson and move on before you say something you come to deeply regret."
"Err...yes."
"There! Now that you are the very semblance of a sure and steady stallion, it's time to make you look as confident as you feel!" The designer reached into a doorway and wheeled out a rack of clothes that stretched the entire length of the studio. "Lesson two, dear Caramel! We'll do you up so fancy that Rarity won't be able to tear her eyes off you." He grabbed a tape measure and began getting his measurements. As he checked the distance from Caramel's chest to his dock, Hoity peered over his sunglasses at him. "And then maybe Rarity can tear a few of these things off of you, hmm?"
Caramel flushed and looked away, but he couldn't help smiling.
"There! Now that's significantly better!"
Caramel had to agree. He certainly looked better. A dazzlingly white shirt unbuttoned at the top to make room for a scarf which resembled Hoity's, but was instead a dark blue that matched Caramel's eyes. Hoity had also taken the liberty of slicking back Caramel's hair with some gel, which gave the pony a more sophisticated look that would be "just the sort of thing any mare would love to run her hooves through".
"Now," said Hoity, clapping his hooves together a second time. "I believe it is time for the third lesson. I'm going to go gather some educational tools, and if you would be so kind, pick out a nice pair of shoes. Incidentally, this will serve as an experiment to see how much you've actually been paying attention." And Hoity contentedly trotted out of the room, humming a snatch of classical music.
Picking up the rest of the tune, Caramel couldn't help but smile. This was all going so well! He felt in control of himself, and he felt like he really looked like the sort of stallion whom Rarity would want to spend time with. He just needed to convince her that this wa-
Caramel's brain froze up as he discovered the shoes from which he was supposed to choose. Most ponies he knew didn't wear shoes in the first place, and here there seemed to be hundreds of different options. His eyes ran up and down the different makes and varieties, but nothing looked right. After a few minutes of fruitless searching, Caramel grabbed a few items that seemed to speak to him. "Well, the odds are already against me being right, so I might as well be comfortable," he said, putting them on. "How wrong can I be?"
His answer came when Hoity walked in and gasped loudly, allowing the brown patterned bag to drop from his mouth, spilling out a long piece of purple fabric. "What in the name of Celestia are you wearing??"
Caramel shrunk back a little before looking down at his sandals. To be extra comfortable, he had put a pair of socks on first. "They're very warm," he said, smiling.
"They're revolting. Forget about the shoes. If you showed up at the Carousel Boutique in those things, Rarity would lock the door. I know I would."
"But is that all she wants?" Caramel pleaded. "Another high-fashion pony?"
"I rather doubt it's that simple, Caramel. I imagine that, like me, she finds a little folksiness quite endearing." He motioned for Caramel to stand in front of one of the design tables, and then retrieved the ribbon of fabric. "In fact, I would imagine that with a little finesse, she would find herself deeply attracted to even your more, shall we say, uncouth aspects? Close your eyes."
Caramel did as he was told, but started a little as he felt the soft fabric wrap around his head. "What are you doing?"
"This is to make sure you don't peek during lesson three. I need you to be less focused on what you see and more on what you say and feel. You're going to learn how to TALK to Rarity." He heard the designer pony walk a short distance away, and rummage through what he assumed to be the bag he had dropped earlier. He heard a soft "tsh" sound followed by others.
"Umm...well, what do I say to her?"
Suddenly, Caramel felt hot breath at his ear, and Hoity Toity's voice came out slow and soft. "Say what you want to tell her." His senses were shocked by the sudden scent of lavender, Rarity's perfume of choice, and he felt his insides warming up.
"O-ok. Miss Rarity, I..."
"Just call me Rarity, Caramel, please," came Hoity's voice again, softer and pitched a little higher.
"Yes...Rarity, I've known you for a while and I've always thought you were..."
"Were what?"
Caramel struggled for the words. Between the smell in the room, not having his sense of sight, and the sound of someone whom he was pretty confident was still Hoity Toity shuffling around with things in his bag, he was having a lot of trouble thinking straight. Who am I even talking to anymore? His thoughts were interrupted as he felt hooves press him back against the table. "Tell me the truth, Caramel," came the androgynous voice, neither Hoity's nor Rarity's.
"Of course, Rarity..."
"Do you think I'm pretty?"
This time, Caramel didn't need to think. "I think you're the most beautiful pony in Equestria." And he felt the warm muzzle push against his, and Caramel tilted his head to properly receive the kiss, as the design table began to lean back with their weight. Soon Caramel felt the warmth of the other pony's tongue spreading into his mouth, and he removed the blindfold from his eyes, ready to look deep into those blue eyes. But Rarity wasn't the only one with blue eyes. And there was more to see than that.
In front of him stood a very different Hoity Toity. No longer was he wearing his trademark sunglasses, collar, cuffs, and ascot. Instead, the fashion stallion was clad in a gorgeous pink ballgown, with trim done in yellow and purple, and a matching cape over his shoulders. He had placed jeweled earrings in his long grey ears. And on his head, in front of his perfectly styled white mane, sat a golden tiara. It was Rarity's outfit from the Gala.
Caramel responded the only way he knew how. "Huh?"
"I actually think I wear this rather well, don't you, darling?" Caramel opened his mouth to speak, probably another "huh?" but Hoity placed his hoof on Caramel's lips. "The lesson's over, Caramel. You've passed with flying colors. Anypony would be lucky to have you." And Hoity kissed Caramel more forcefully, pushing the design table all the way back, and bringing them both down onto it. Hoity looked at the change in environment, and down at the pony he was now straddling. "Oh, I think we can work with this."
"B-but," Caramel stammered, unsure whether he should be upset about thrilled, "what about Rarity?"
"You're too good for her, darling," Hoity said, and proceeded to lick the inside of Caramel's neck. Caramel felt he should have some response, but between the compliment to his ego and the stallion's warm breath giving him goosebumps up and down his spine, it was all he could do to suppress his moans. A sudden, more furtive touch from Hoity caused Caramel's eyes to spring open. Clearly he had not suppressed all of his reactions, and Hoity's hooves had found something new to play with. "Promise me something," Hoity said, looming over Caramel, looking elegant.
"Anything," he said, a sleepy smile on his face.
"Promise me that after I finish here, we can buck like real earth ponies." And his head went down.
THUMP
Caramel's eyes opened with a start. He shook his head and looked at the darkness around him. "A dream?" he cried incredulously. He looked up towards the sky and said to whomever might listen, "Are you bucking kidding me?" Then he looked at the leg now draped across his chest. "Oh."
The blue pegasus yawned. "Oh what?"
"Sorry, Soarin'. I didn't mean to wake you."
"Having dreams, huh?"
"Yep."
"Sexy dreams?"
Caramel looked over at the Wonderbolt. "How did you know?" Soarin' smiled and pointed to an elevated lump in the covers. The earth pony blushed.
Soarin' reached a hoof forward and wrapped it around the back of Caramel's neck. He brought his head forward and kissed him softly on the lips. He tilted his head. "Do you want me to help you with that?"
Caramel smiled back. "Yeah..."
As Soarin' rubbed his hooves together, warming them up for more playtime, he asked "So do you want to talk about this dream at all?"
Caramel sighed. "Not really."
"Something personal?"
"I dunno. Just thinking about Rarity and how I never felt like I was good enough for her."
Soarin' laid his head down on Caramel's chest. "Don't ever feel like that. You're a fantastic guy. Anypony would be lucky to have you. And at least for now, that lucky pony is me."
Caramel laughed. "It would seem so."
"Oh, and one more thing."
"Hmm?"
"Who the hay is Rarity?"
And Caramel smiled.
