In what seemed like a blur to him, Applejack found himself facing a cherry wood door in a clean and carpetted halway with a plastic card in his hand and the numbers 302 mounted in gold plating across the door. His mind felt a bit fuzzy but he definitely recalled being at the city park a few moments ago, as well as meeting the beautiful Miss Rarity Belle. It had seemed to be going well enough until that little run-in with those strange characters. After all that, everything else was a blur in his mind.

He shrugged his shoulders and slid the magnetic strip through the card reader. The little light blinked green and made a a loud 'beep', indicating access had been granted. Inside, the interior was had a sort of modern victorian theme to it, with intricate designs on the carpet floor while the walls donned a floral pattern with maroon and white colors.

The room itself felt more like an apartment then a high-end hotel room. There was a small living room area with two couches, a coffee table and an entertainment system complete with a 52' flat screen TV. He let out a long winded whistle at seeing everything. There was even a fancy kitchenette adjacent from the mahogony table in the dining room. He could almost taste breakfast for the next morning and thought about what he could fill the refrigerator with as he ventured further into the room.

Applejack walked over to a short hallway and opened the door to what looked like a master bedroom. Inside was a black wood four post king sized bed with a wooden top (canopy?) over it. There was a red carpet over the grey one that was the floor. A lone vanity sat beside the closed window while a victorian love seat occupied the spot directly across from the bed.

He peeked into the walk-in closet that was off to the side near the bathroom and found his luggage (two suit cases and a duffle bag) sitting in the middle, with no signs of being tampered with, much to his relief. Overall, the place was fancier than imported cheese! The farmer let out an easy breath and decided to dial room service for his dinner.

Sitting atop the well-made bed, he took up the phone that sat on the nightstand, read the instructions and called for room service Once the receptionist answered Applejack put in his order; House Turkey dinner was advertised as the specialty of the day so he went ahead and ordered himself some, as well as a side of clam chowder soup, basket of cheese bread and, much to his delight, the Sweet Elite suits happened to carry his family's brand of Apple cider! He requested three full bottles of his namesake's beverage, thanked the receptionist and hung up the phone.

While he waited for his supper, Applejack decided to have a shower before dinner. He kicked off his boots and reached for his Stetson, only to find that it was gone! He groaned as it dawned on him that he probably lost it during that run-in earlier. As much as it pained him, Applejack decided to let it be for now. He'd go searching for it first thing in the morning though. The farmer then stripped down and walked into the bathroom. He reached into the shower and adjusted the knobs and set the water to a comfortable scorch. He stepped into the shower and let out a loud sigh of relief as the hot spray hit his back, easing his sore muscles and making his entire body sway in relaxation.

Never one to be picky Applejack decided to use the small plastic bottles of men's shampoo and conditioner in order to get cleaned up. 'Huh' he thought to himself, ' Didn't think hotels accomodated specific types of toiletries.' It was even from a popular brand too! Curious, he reached out to the concave soap bar slot molded into the shower and opened the small square box to give it a whiff. Sure enough, it was another popular brand of bar soap for men. He was used to the generic stuff usually provided by hotels but he decided not to look a gift horse in the mouth and proceeded to wash himself.

After the wash-rinse-repeat ritual of bathing he turned off the water and shook some excess water from his wet blonde hair and flushed face. Whistling a jaunty tune Applejack opened the shower curtain and stepped out of the tub. A white fluffy towel was then handed to him from the right. He muttered a quick "Thank you" out of habit and started drying off his face and neck. It wasn't until he heard a polite "You're welcome" that he froze in place. Applejack lifted the towel from his face and looked toward the wide bathroom mirror, his confused green eyes searching for the source of the gentle sounding voice.

The bathroom wasn't particularly large but it was big enough to fit two or three people in it at a time. And the voice did sound familiar, with a regal and sultry tone to it that screamed sophistication. Yet his eyes never found the source within the mirror's reflection. All the same, his dumb reasoning got the better of him and he spoke up. "H-Hello?"

"Greetings, darling."

The voice came out clearer this time, closer even. At seeing his tense frame and confused eyes, the intruder reached out an gave his shoulder a polite tap. The touch was airy and if not for his rejuvinated senses he would've missed the delicate touch. "Over here, dear."

Applejack whirled to his right and saw Miss Rarity sitting atop the covered toilet seat, still clad in her white frilly dress shirt, black skirt and shawl. Her curls remained intact despite the humidity from the steam. She gave the farmer a small wave of her hand, looking quite bored. She saw as he sputtered dumbly until he raised a hand up to point at her. "You! But Ah.....We....You....And then.....How the hay did you get in my room?!"

The woman gave a light chuckle, quirking the corner of her ruby red lips as she saw him become quite flustered and rose from her seat. She smiled up at the confused blonde. "I have a copy of your keycard, darling. Kinda hard to get in without it, wouldn't you say? Thought you'd be missing this as well." With a casual flick of her wrist, the lithe woman produced a worn Stetson literally out of thin air and holding it out to him.

"My-My hat!" Out of instinct Applejack brought up a hand and clutched at his naked head. Sighing, he reached out and took it from her waiting hand, relief etched on his face. "Thank you kindly, Rarity."

"You're quite welcome, darling."

She then let her blue eyes rove over the mans' frame, admiring his physique and drinking in every little detail she could take with silent glee. The man was tall, tanned and chiseled due to the harsh employ of his profession, with shoulder length blonde hair that was straight but unruly at times, more so when he bound it with a simple red band. Deep green eyes that radiated concentrated amounts of honesty and genuine rustic charm, stubble chin and jawline and a few scars here and there, particularly the four jagged ones at his left breast, lower left side of his chin and right hip. In short, he was a modernized, sun-kissed Adonis with blonde hair and well defined muscles.

Feeling her eyes scanning over him, Applejack became self-conscious and quickly covered his middle with the towel in his hand, his flush getting as red as the apples his family harvested. "Couldn't you have called ahead or something' instead of invitin' yourself in and catching me fresh out of a rinse? There's laws against that y'know!"

Though he was rightly angry at her intrusion, the woman couldn't help but giggle at his blushing scowl as he crossed his arms over his chest, trying to appear more imposing and failing at it.

"I didn't have your number, Mister Applejack. And since I don't have many friends here, I was hoping that...we could talk more? I was so looking forward to catching up with you, dear."

He did recall that Rarity had said she had known him before. His memory was a bit fuzzy but something about her gave him a familiar feeling deep in his chest and he had to admit he was curious about it as well. The farmer let out a subdued sigh and ran a hand through his still damp hair.

"Ah ordered some room service a while ago. Should be comin' up soon. Would you care to join me?"

At his invitation Rarity clapped her hands in delight as she let out a happy squeal. "Marvelous, darling! I have to admit, I was feeling a bit..." She gave her pearly whites a quick swipe of her tongue beneath her lips before finishing. "...peckish myself."

Oblivious to the predatory smirk on her face Applejack nodded. "It's settled then. Just uh, wait here a spell while Ah get decent, please."

Now clad in a clean white muscle shirt, sporting his signature Stetson and simple pair of black sweats, a decent Applejack walked into the small dining room, only to find that the food had arrived. Rarity was busying herself with setting the table as he walked in, dividing up the food and pouring the chilled cider into two snifters. It wasn't hard cider, but it was a fine beverage that deserved to be stored in and downed from a fine glass.

"Whoa! Nice spread you got goin', Rares!"

The woman in front of him coiled a loose curl around her index finger as she gave a small, bashful smile. "Thank you, Applejack. I'm glad it's to your liking."

She then motioned with her hand for him to have a seat in one of the dining room chairs. However, Applejack bypassed the seat offered him and instead went to pull out the chair right behind Rarity. "Ya done served everythin' up, sugarcube. Go on 'n' sit a spell."

The violet haired woman was taken aback slightly, then nodded pleasantly at his chivalry and moved to sit, smoothing the bottom of her black skirt before planting herself there. After a polite Thanks from her, Applejack went to his own seat right across from her and gathered the utensils in his hands, looking ready to tear into the waiting meal.

"Uh-uh-uh!" Rarity tutted as he was just about to stab at the thick slice of moist and still smoking turkey flesh. "I placed a napkin there for you to use, dear." She pointed downward to herself and showed the cloth napkins she had folded that sat beside the plate.

"Oh, c'mon! Ah haven't even-" The subtle glare she sent his way made the man cease in his protest, the words stopping dead at his lips and making him sputter uncomfortably. Clearing his throat Applejack put his fork and knife down, took up the cloth napkin and tucked it into the neckline of his white tank, his green eyes unable to leave the blue ones leering expectedly at him until the simple task was done. She then smiled at him, looking quite pleased and daintily placed her own napkin over her lap.

They fell into an easy silence, where the only sounds being made were the clatterings of forks and knives against dinner plates and the muffled sounds of their glasses being placed onto the table cloth as they drank from them. From time to time, Rarity would peek up from her plate and watch as a famished Applejack tore mercilessly at the cooked bird and vegetables on his plate. Her own fork lazily danced around her food as her interest in it waned and was directed more towards her real target.

With each flex of his jaw, Rarity could see a vein or two bulge up around the moving tendons of his neck. She nearly giggled at seeing his adam's apple bob with each bite of food he swallowed.

She drummed her nails against the rim of her plate as she cast her eyes away from him and resumed a disinterested look at her own plate. "Rares?"

The deep timber of his voice calling her name caused the woman to pick her head up a bit and regard him with a neutral stare. "Yes, darling?"

"You uh, haven't touched a thing on yer plate. Everythin' alright?" He raised his fork, having a stabbed the prongs through four layers of food, and brought it to his mouth, taking it in as his inquisitive eyes held on her. She looked up from him to her own plate, seeing she had merely moved the mashed potatoes around and mixed them with the serving of stuffing and some of the cranberry sauce.

Rarity let out a sheepish breath and gently pushed her plate away, her eyes remaining downcast even as she felt his eyes on her. "Oh. Uh, forgive me, darling, but I'm not as...hungry as I thought I was. But please, feel free to have what I haven't finished."

Applejack took a swig of his cider and swallowed the food in his mouth, his eyes set on her with a look that made her twist slightly in her seat. "You look like you got somethin' weighin' on yer mind, sug. If something's botherin' you, just come out 'n say it. Ah may not be able to promise anythin' but Ah'll do what Ah can to help you out."

He saw as Rarity bowed her head even lower until her face was completely obscured by the curtain of her hair falling over her face. Her long, slim fingers slowly curled against the table cloth as her hands lay flat atop the table, trembling as her digits closed inwards and clutching the clot in her hands. First her hands shook, then her arms until her shoulders followed suit and quaked as well. She muttered something too low for his ears to hear, causing Applejack to rise from his seat and rush around the table to kneel at her side and try to part her hair from her face as his hands came to rest on her shoulders. "Rare! C'mon, talk to me here. What is it?"

"I SAID FOR YOU TO 'SHUT UP', YOU CLUELESS OAF!!!!"

In a violently swift motion, Rarity lunged forward and took the front of his shirt in her hands, clutched the material tightly and hoisted the farmer forward. She let out a pained wail as she slammed his back against the wall of the living room, causing a few generic pictures hanging from the wall to clatter and some to fall from the harsh impact. Applejack grunted out as he was winded from the sudden display of unnatural strength coming from the pale skinned, petit framed woman.

He gripped her slim wrists in his hands but found that they were set around his neck. He coughed as he felt her fingers slowly squeeze around his windpipe. Applejack raised his head and saw that Rarity's eyes were glowing again as they had done back at the park. They shined with a haunting bioluminescence that made the very air around them chill, little white puffs coming from their mouths and noses as they breathed.

"You want to know 'what's wrong', huh? Want to help out this frail little thing?! Well, I'll SHOW you what's WRONG!"

She clenched her teeth and bared them at the farmer as she let out a fierce, otherworldly growl. The sharp hiss of fabric could be heard and then there were two large, leathery wings at her back; the appendages spanning out wide and giving a quick flap to stretch out further. Her skin became even paler, her ashen complexion outlining her cheekbones that did not age her but rather sharpened her features and making her appear more dangerous.

He felt the nails on her digits grow and dig into his neck, their edges poking at his skin and adding a bit of pain to the tense hold on his throat. At her mouth, her canines elongated and ended in sharp points as her ears stretched and flared out, sprouting fur around them and said fur fraying the edges of her ears. The curls in her hair remained as they were, yet became unruly at some areas and giving her overall appearance a more feral look to them. Her transofrmation ended as her iris's shifted into slits as a roar left her throat. Applejack had watched with wide unmoving eyes, still hanging onto her wrists as she held him up against the wall.

The roar trailed off and she was panting heavily, her shoulders and breasts visibly heaving as she inhaled and exhaled. "Do you see now, darling?" she panted out between breaths.

She had transformed right in front of the man she had grown up with, the one childhood friend that had been a thorn in her side and at the same time, he was the only frined she had ever made as a child. She hesitated before raising her glowing eyes up at him so as to gauge his reaction. Should he scream or struggle, she would have silenced him in an instant. However, what she saw caused her chest and throat to tighten.

Applejack was neither afraid nor disgusted with her as he stared back at her shimmering eyes, his own eyes looking awe struck as his mouth was slightly parted. Though his throat was still in her hands Rarity was able to see him mouth the word "Beautiful" as his hands released her wrists, only to bring one back up to tentatively reach out to place his palm over a pale cheek.

Rarity's eyes widened as she felt the warmth from his touch. Her arms began to shake and she lessened her hold on his neck, allowing Applejack to take in a deep breath before going into a coughing fit. The young woman, now vampire, carefully brought him down to stand on unsteady feet as he gulped in air between breaths. She detached her hands from around his neck and timidly shuffled back a step, her wings slumping at her back as her ears drooped.

"Is....Is this what was botherin' y-you, Rares?" Holding his hand over his neck, Applejack leaned against the wall and faced his longtime friend. She brought up a hand to rub her arm and nodded at him, biting her lower lip and eyeing the floor in shame.

Finally having caught his breath, Applejack rose to his full height and squared his shoulders. He cleared his throat to stifle back a cough and brought a hand to the underside of Rarity's chin. "Look at me, sugarcube."

His voice was a bit hoarse from its ordeal, making guilt swell in her chest and reluctantly she did as he asked. Her lashes raised to show her glowing eyes staring up at green emeralds. "Ah....Ah remember now. Ah remember how you 'n' Ah met, back as kids. You had gotten too close to the Everfree forest and was screamin' somethin' fierce."

Rarity said nothing as she paid rapt attention to his memory, the scene playing out in her minds' eye as if it were yesterday. "Ah remember findin' you as Ah was haulin' a wagon of apple pies to town. Ah knew the territory like Ah know the anatomy of an apple. Ah still don't get how you coulda gotten a whole pack of Timberwolves to go after you but there you were, hittin' the ground runnin' like it was Cerberus himself nippin' at yer heels. They were a handful but we were able to fight 'em off. You looked just like you are now back then, only smaller."

His hand never left her chin as he spoke. Becoming braver, Applejack raised her face even more as he brought his closer to hers, making her breath out in surprise. She saw the genuine care in his eyes, saw the awe in them and felt the tightness synch even tighter within her throat and chest. Finally finding her voice, Rarity speaks out with trembling lips. "I...I was a disgusting mongrel even then. I never liked these...appendages. I was always feared because of them, because of....all of this!"

She twitched her ears and wings to reinforce her words. Rarity shut her eyes tightly as she clenched her teeth at the memories of her bitter childhood. "Even....Even my own mother feared and hated me. I couldn't even give my dear little sister a hug without making her cry. And Father....." She let out a shaking breath as she tried to hold herself together. Rarity had never held long conversations with anyone, they either fled in terror or kept a distance between them in one way or another.

With a light sniff, she continued. "Growing up, I was always left to my own devices. I learned to take up the needle and thread with little more than a few books and guides to show me how to go about it. Children on the playground were terrible, but not as terrible as their parents. I had no one during the day......"

Rarity let herself sink forward until her cheek was resting against Applejacks' shoulder, feeling emotionally spent. ".......and nights were just as horrible to endure. I had no one to run to when I had a nightmare, no one to console me when lightning storms occured. Every night was always so impersonally cold. I was never held with the tenderness of loving parents, rather I was looked upon with fear and disgust from them. Some part of me wanted that pack to devour me, so as to end my misery. That's what I thought at least, as I ran and darted behind treetrunks."

It was heartwrenching to hear all this coming from such a gentle soul as Applejack remained silent, openly listening to her words as she poured out the misery she had been keeping within herself. He didn't inquire, nor did he pry for more then what she was willing to share. He just let his arms encirlce her slender frame and patiently listened. A breathy chuckle left her lips as she leaned more against him, bringing a hand up to dab at the tears now flowing from her lashes and falling in wet mascara lines down her cheeks. "And then....And then I saw a young boy, wearing a pair of faded overalls and sporting a Stetson that was two sizes too big, running out from the brush and slinging around a small rope. It was like something out of a rodeo show."

At that, Applejack let out a brief laugh as he recalled that time. The deep rumble that came from his chest was a soothing thing to feel against Rarity's stressed frame. "Hey, Ah thought it looked good at the time! Them's was comfy clothin'."

The farmer then leaned his head downward and brushed a light kiss to the very top of her forehead. It was something he did for his little sister when she was scared or feeling distressed. The woman in his arms became stock still as her heart hammered against her ribcage, making her chest tighen slightly and making it hard to breathe. "Ah guess Ah never noticed as a kid. Couldn't, actually. We were too young to realize more than what was shown to us. Ah remember that lonely little girl Ah met. After that, Ah recall us meetin' at that same tree in the everfree after that."

She bit her lip and avoided bringnig her head up, not wanting to let on that she had seen him more often then that. "You'd recall correctly, darling."

"If....If Ah can be honest here, an' maybe a bit forward, Ah can plainly see the physical changes on you, Rares. Can see 'em plain as day. But more then that, Ah can still see the cute little young'un Ah thought was the belle of the ball every time Ah saw her. She's still the same little girl that got her frilly white dress caught on a branch in the Everfree and cried like it was the end of the world."

He felt her shoulders shake as she let out a little giggle at his words, and he went on while the words were still fresh from his heart. "Ah still see the little girl with the most amazin' voice croonin' out tunes when she thought no one was around. The same little girl who gave up her hand-made doll just to brighten someone else's day on the playground."

"Awwwwww! Oh, why Thank you, darli-"

"She's also still the same little girl who knit-picked at every little thing havin' to be just so! She's still the same little tyke that'd whine and fuss if her hair got a little messed up or if she started to actually break a sweat. The little Miss priss who'd make me try on silly little frou-frou suits and things for her tea-parties. The little girl who was a constant pain in the neck about the smallest of things. She's still the same little girl who'd put on fancified mud that was imported from places with complicated names and smeared it all over her face. Oh, but heaven help you if you get the girl within five feet of an actual mud puddle! ACK!"

Rarity had snatched his hat from Applejack's head and started whacking him in the face and chest with it. She let out huff after irritated huff as she struck him with his own accessory, growing more aggrivated when she heard the silly chuckling coming from the farmer. The gall!

"You knew I hated getting myself dirty, but that never stopped you from waving your sweaty bandana at my face!"

Applejack only laughed harder, causing Rarity to strike at him faster and harder. "Ah...Ah remember that time!!" he cried out as the memory of an angry little Rarity came to his mind.

"You brute!" Whack! "Bounder!" Whack! Whack! "Savage!" Whack! "Beast!" Wha-

As her hand came down for another strike, a firm hand took hold of her wrist to stop the blow from coming. Rarity looked up to see Applejacks' green eyes crinkled at the edges as a wry smile lit his handsome face. "But it's that very same pain-in-the-neck, lonely little girl Ah fell for growin' up all those years ago."

He spoke those words with such ease and sincerity that Rarity let the Stetson slip from her fingers, the digits going lax from shock. Had he just.....? Applejack shifted his shoulders a bit as her stunned silence made him second guess his confession.

"Th-That uh, was a bit frank now, wasn't it? Sorry to lay that on you, sugar-"

Before Applejack could get in another word, Rarity dove in and slanted her red lips over his mouth. Applejack'e eyes widened in disbelief then eased shut as he reciprocated the kiss, bringing a hand up to hold the back of her head in place. It wasn't a timid kiss but it also wasn't a lust driven one either....at least not yet anyway, a mere press of the lips to one another for more than a few beats.

'Simple, and so sweet~'

Rarity relaxed herself a bit as she wrapped her arms around Applejack's neck, leaning even more against her farmers' solid frame. Rarity brightened up the bioluminescence of her blue eyes and put on the most alluring bedroom eyes she could muster as her body language all but screamed "Come and take me~"

"Whoa, Nelly......"

Author's Note

............... *Sigh*