The Festival of First Flight

by Kodeake

Rating: everyone
Tags: Slice of Life, Twilight Sparkle, My Little Pony: Friendship is Magic, Rainbow Dash, Romance
Length: 9911

According to Rainbow Dash, now that Twilight's an alicorn, and part pegasus, she needs to learn about traditional pegasi holidays, namely the Festival of First Flight. But could Rainbow have alternative reasons?

The Festival of First Flight is a pegasus-specific holiday, one Rainbow Dash has decided Twilight needs to partake in now that she's an alicorn, and thus part pegasus. Could it be that Rainbow has alternative reasons to bringing Twilight to the festival? And, more importantly, will Twilight discover what these reasons are?

Written for the fourth official Twidash Group contest; Make Your Own Holiday
Edit; this has received second place in the contest.

Published 2015-02-21 02:50:01 UTC
Last updated 2015-02-21 02:50:01 UTC

The Festival

The Festival of First Flight

The hot, stuffy air was filled with the steady clickety-clack of wheels on rails as the train barrelled through a light coating of snow covering the land. From within one of the many cars, a window was thrown open, surrounded by a lavender glow as Twilight Sparkle stuck her head out the window, relishing in the crisp, fresh air.

“I swear,” she muttered, her voice whipped away by the wind, “trains need some kind of air conditioning.”

“You alright out there, Twi?”

Twilight's face darkened as she glanced over her shoulder, keeping her head out the window. “Just fine, Rainbow Dash. Thanks for asking.”

“We're almost there, don't worry,” Rainbow laughed, ignoring the glare Twilight was levelling at her as she flew over to the window. “Besides, it's not even that hot in here.”

“Really? Because as far as I can see we're in the middle of nowhere!” Twilight shouted, waving her hooves out the window at the desolate scenery. Even the pristine, white snow seemed relatively plain when set against the backdrop of a steel-blue sky and little else.

Rainbow raised an eyebrow. “We're going to Cloudsdale, Twi. What did you expect out here?”

“I don't know! Something. A sign pointing up? An arrow?”

“Will a train station do?” Rainbow asked, pointing down the line ahead of them at a small, derelict station approaching in the distance. On cue the train lurched as it started slowing down.

“Next stop, Cloudsdale Station,” the gruff voice of the conductor called. He sounded just as uninteresting as the landscape.

Twilight blinked, looking up to the sky, then back to the station, before finally pulling her head back inside the car and looking to her pegasus friend. “I don't see Cloudsdale,” she deadpanned.

Rolling her eyes, Rainbow landed on the floor, reaching under the bench seat and pulling out two pairs of saddlebags. “That's because Cloudsdale isn't here. It kinda... floats around a bit with the wind and stuff. They put the station out here because you can usually find the place from here.”

“Usually?” Twilight asked sceptically. “Are you telling me you might not know where to find an entire city?”

Rainbow shook her head, buckling her saddlebags around her barrel and sliding Twilight's over to the alicorn “No; I know exactly where to find it. It's always in the same place for the festival. Tradition and all that.”

“Ah yes, the all-important Festival of First Flight,” Twilight announced with an exaggerated air of grandeur. “You made me promise not to research it, but you still won't tell me anything about it except that it's a pegasus holiday. I need a little more to go on.”

“What more do you need? It's a festival for pegasi. You're... part pegasus now, so I need to teach you how to be a real pegasus,” Rainbow explained, motioning to Twilight's wings.

Twilight frowned. “And I couldn't do that through reading because...?”

“Because you can't call yourself a pegasus without experiencing this stuff, and if you read about it, you wouldn't think you'd need to go out and actually do it.”

“Technically I'm an alicorn,” Twilight corrected, “Meaning I'm not actually a pegasus.”

Rainbow shrugged. “You have wings now; close enough. Plus you have the ability to manipulate clouds. In my books, that makes you an honorary pegasus.”

“Oh goody!” Twilight cheered sarcastically, “Do I get an 'honorary pegasus' pin too? Maybe a certificate?”

“Funny,” Rainbow deadpanned. She opened her mouth to say more but was cut off by the high-pitched squealing of the breaks as they begged the train to slow down. With the conversation currently unable to continue, Rainbow motioned for Twilight to follow her. The alicorn quickly strapped her bags around herself with a soft glow of magic and followed her friend out the door of their small compartment and into the even smaller isle. Aside from them, the train was almost completely deserted, with only a few other pegasi preparing to depart.

With a final lurch, one which nearly sent Twilight toppling to the floor and earning no small amount of snickers from her pegasus companion, the train came to a halt at the station. The conductor announced the destination, and the doors were opened allowing about a dozen ponies to shuffle out onto the barren platform. Aside from a few benches and a ticket booth, staffed by a mare who looked like the train's whistle had woken her up, there was nothing as far as the eye could see.

“Alright, we're here,” Twilight announced, scanning the sky. “And I still don't see Cloudsdale.”

Rainbow rolled her eyes. “I told you know I know where it is. Come on; it's just a few minutes of flying.” She jumped into the air, taking to her wings and flying a few feet up before stopping and making sure Twilight was able to keep up.

After some rather awkward shifting, Twilight managed to get her saddlebags into a place where her wings could flap freely and she took off as well. “Well can you at least tell me what this is all about?”

“Fine,” Rainbow sighed over-dramatically, smiling slyly as she lead the pair off over the snowy, barren lands. The other pegasi who had gotten off the train all seemed to be heading in the same direction. “Alright, so you know how we all have those old mare's tales about how earth ponies, unicorns, and pegasi were started?”

Twilight nodded. “Everypony does. They're just stories, of course; today we know that-”

“Anyway,” Rainbow continued forcefully, cutting off Twilight's lecture before it could even start. The alicorn blushed, nodding her head and allowing Rainbow to talk. “You know the story about how the first pegasus got their wings, right? Well, according to the legend, that happened today, thousands of years ago. The story goes that the pegasus, previously and earthpony enslaved by the unicorns-”

“Which also isn't true. There's no solid evidence that the unicorns ever captured the other races to be used as slaves.”

Rainbow flipped around so she was flying backwards, glaring at her friend. “Oh, I'm sorry, I didn't know you were an expert on pegasus legends. Please, tell me with the rest of the story!”

“S-sorry...” Twilight muttered, hanging her head and blushing. “I studied history, not mythology... continue?”

Snorting, Rainbow flipped back around, but slowed down until she was flying next to Twilight. “Thank you. Anyway, according to the story, when the pegasus freed himself, he also freed the rest of them, and they took over the town.”

“Oh, I know the rest of that! The town was surrounded by mountains, so the only way out was over or under, and the unicorns had reinforcements coming through the tunnels. So the slaves forced some of the unicorns to cast wing spells on them so they could fly away.” Twilight blurted suddenly, smiling widely. She withered under Rainbow's glare.

“So you do know the story!” Rainbow said accusingly.

Twilight shook her head. “Not really, just the part with the unicorns. It was told by the unicorns to make pegasi look bad, with some changes; the pegasi weren't slaves, they were an invading force. The stories are all different depending on who you ask; for earthponies, the stories say that the unicorns were using them as experiments, and created pegasi accidentally.”

Chuckling, Rainbow looped around to Twilight's other side, elbowing her ribs gently. “All the stories make unicorns sound pretty bad, Twi.”

“We know they're all fake, but before the formation of Equestria they were used for propaganda to feed the mistrust between the tribes,” Twilight explained with a roll of her eyes.

Rainbow laughed again, before letting her mirth go with a final sigh. “Well, that's really all there is to the story; on that day, pegasi were supposedly created and ponies flew for the first time. According to the story, that day is today; the day of first flight. Every year Cloudsdale hosts the Festival of First Flight. That's why I'm always away from Ponyville.”

“Makes sense. If this is supposed to be a big thing, though, where's Fluttershy? She's a pegasus, and she doesn't go to the Festival with you.”

“Twi, it's basically one big party celebrating flying. Fluttershy doesn't like parties, and she doesn't like flying, especially around others,” Rainbow deadpanned. “I tried to drag Fluttershy out with me the first couple years, but she wouldn't leave her house while the Festival was going on. Most years I ended up going alone. But now I can bring you!”

Twilight rolled her eyes. “I feel so lucky.”

“Oh don't give me that; you'll have a lot of fun, promise.”

“I can barely even fly!” The alicorn protested. As though to prove her point, a gust of wind blew across her feathers, sending her into a couple seconds of nosedive before she pulled herself back upright with a few panicked flaps, a blush across her cheeks. “See?”

Rainbow sighed. “You fly just fine, Twi. It's not like you need to be amazing, you just need to be capable, and trust me; you had the greatest flier as your teacher, so you're plenty capable. Now, we're going to go, spend the day at the festival and have some fun, alright? And I'm not taking 'no' for an answer.”

“Well it's too late to say no, isn't it? I already let you drag me all the way out here.”

“Stop your complaining; we're almost there,” Rainbow instructed, pointing up ahead where a large mass of fluffy white could be seen looming over the horizon. The sun, rising behind the pair, reflected off the pure white water vapour, giving the entire structure a shining, golden glow. As the two continued approaching the sparse clouds making up the outer city came closer, and the inner city could be seen; tall buildings made of clouds, some taller than even those in Manehattan, lined the horizon. Even from this distance, the hustle and bustle in the city could be seen; ponies flew around the city in large clouds of black specs, and the streets were filled with crowds.

Twilight's eyes widened as the beginnings of the outer city limits passed by below them, the city becoming more and more lively the closer they got as noise and music filled the air. What surprised her the most, though, was not the city itself, but rather the location; the entire city sat above a circular valley nestled within a ring of mountains. “It's just like the story....” she muttered to herself.

“Told you I knew where to find it,” Rainbow chuckled. “This is supposed to be where the unicorn city was where pegasi were created. Cloudsdale gets moved here every year.”

Eyes switching from the geography to the city, Twilight took in the sights. The entirety of Cloudsdale looked as though a Pinkie Pie Typhoon had blazed through it; lights were strung from building to building over the streets, with streamers and balloons hanging from them. Banners were hung from pillars and the cloud sculptures dotted about the city were not exempt from the treatment of streamers and confetti the rest of the city had been treated with. It all looked like one big party, and the music attested to this fact; what must have been dozens of different songs played from different places around town. Some were played by actual bands, some by phonographs, but every song was easily identifiable as a traditional pegasus song from the light, fluffy feeling of the music. The crowds filled the streets, their conversations ringing with a cacophonous din, as though trying to drown out the music.

“Welcome to the Festival of First Flight!” Rainbow Dash proclaimed happily, guiding Twilight through the towering buildings of downtown Cloudsdale. “It's your first time here, so stick with me; I'm gonna show you everything.”

Twilight's stomach growled loudly, and she looked over the her guide with an embarrassed smile. “Does this tour include lunch? I only had time for an apple before we had to get the train...”

Chuckling, Rainbow banked around a building and started lowering herself towards the ground. “Food it is. This is the perfect time for you to eat some real pegasus stuff, too. Oh, I know what's first! Follow me!”

With that Rainbow shot off down one of the streets, flying over the ponies already mulling about the streets.

“Rainbow? Rainbow!” Twilight shouted, flapping her wings harder and taking off as fast as she could manage after the mare, following the rainbow trail left in her wake.

“Well?” Rainbow asked, smiling eagerly. “How are they?”

Twilight nodded happily, chewing and swallowing slowly. “They're amazing, Rainbow! What did you say they were again?”

“Cloud-berries.” She explained, motioning to the white, bulbous fruit on their plates. “Blackberries coated in cloud-candy with a white chocolate dip. They're my favourite thing to get at the festival.”

Popping another into her mouth and moaning happily, Twilight gave a sigh as she slumped back into her chair. “They're delicious. It's too bad you can only get them during the festival.”

Rainbow let out a noise of agreement as she got to work on her own plate. She'd brought them to a small cafe sitting on the edge of the downtown district. It too was part of the crowds, but was far enough away that it wasn't completely swallowed by them like some of the downtown locations. After a salad, she'd insisted upon ordering desert, despite the fact that it was just barely past noon. After tasting it, though, Twilight couldn't argue with the choice. Within a few short minutes both of them had cleared their plates, and as they leaned back and allowed their rather large lunches to settle, Twilight's eyes wandered around the cafe and the streets outside.

“So what all is there to do during the festival? Besides amazing food, that is.”

Shrugging, Rainbow pushed her plate away and looked out the window. “Well, most of it's about flying; there are races, obstacle courses, stuff like that's been set up all around the city. The real festivals starts tonight though; concerts start and a lot of other places open.”

Twilight scanned the crowd outside. “Seems really busy. Is it always like this?”

“Pretty much. Most ponies like to spend the day out with their families or friends. Everypony has something to do during the festival. Speaking of, we need to go do something.” Rainbow stood from her chair, leaving some bits on the table before collecting her bags and heading off towards the door, forcing Twilight do hurry after her.

“Will you stop doing that!” Twilight demanded as she caught up to Rainbow out in the street. “You're the one who told me to stay with you, yet it constantly seems like you're trying to lose me!”

Rainbow chuckled, awkwardly rubbing the back of her neck. “Heh, sorry, Twi. I guess I'm just excited I've never really been able to be with somepony during the festival.”

Sighing, Twilight relented with a small nod. “Alright, just try to remember you're not alone this time, alright? The last thing I need to do is get lost; it's not like I grew up here.”

“Got it. Now hurry up!” Rainbow urged, pushing her way through the crowd, sparse when compared to downtown but denser than anything Twilight had seen in Ponyville. “We need to get there before sign-ups close.”

“Sign-ups? Rainbow, where are we going?” Twilight asked, a hint of nervousness in her voice.

Rainbow looked over her shoulder with a devious smirk. “You'll see.”

Soon enough, Twilight did see, and she couldn't help but smirk at the pegasus' predictability. As they turned a corner, a large park came into view, clear of buildings. A small crowed had formed in the center, surrounding a racetrack made of clouds.

“Really, Rainbow?” Twilight asked rhetorically. “You want to race. Why am I not surprised?”

Rainbow looked back, once again wearing that same devious smirk. “Gimme a sec, I gotta go sign up for it.”

Rolling her eyes, Twilight motioned with a hoof for Rainbow to go on ahead and do whatever she needed. The mare sprinted off across the park towards the crowd, her rainbow mane quickly disappearing into the glob of colour. Twilight giggled to herself, walking slowly across the field. The track looked to be the standard 400 metres long, and a sign stuck into the ground claimed that they did both 5000 metre and 10,000 metre races.

Just as Twilight reached the back of the crowd, she saw Rainbow take to the air from the front and fly over to join her, setting down with a grin. “Hey.”

“Hi...” she trailed off, watching Rainbow's grin with an uneasy eye. “You sign up?”

“Yep! You're all ready to go for the 5000 metre race. It starts in 3 minutes,” Rainbow responded chipperly.

Twilight nodded. “Well, if it starts then you should-... did you say I'm ready?”

“Yep! I signed you up, so you better get going.”

“You're joking, right?” Twilight asked hesitantly.

Shaking her head, Rainbow pointed towards the track. “I signed you up to join the race.”

“Rainbow!” Twilight shouted, “I can't race! I can barely keep up with you when you're going slow, how am I supposed to race a bunch of other ponies who aren't going slow!?”

Rainbow extended her wing and started pushing Twilight through the crowd. “You'll be fine; the guy running it is an old instructor of mine from Flight Camp; he'll make sure you're all right. Besides, I took a look at the other ponies entering; none of them are too good, either. Most of the really good fliers are in the big races downtown.”

Twilight dug her hooves into the ground, making Rainbow switch to her head instead of her wing as she continued pushing. “I can't race! I'll come in last!”

“That's not the point, Twi,” Rainbow grunted as she finally broke free of the group and onto the racetrack. “Today's about celebrating flight, and what better way than a race?”

“B-but what about you?” Twilight asked as they came to a stop next to the orange-coloured ovular track. “Don't you want to race?”

Rainbow gave a final push, sending Twilight out into the race alongside six other ponies. “Me? I'd blow everypony away; it's no fun if it's not a challenge. I'll be over here, cheering you on.”

“Rainbow...” Twilight glanced around at the other ponies on the track, each stretching their wings or waiting for it to start. The crowd seemed excited, and she caught a few raised eyebrows pointed at her.

“Just like the Running of the Leaves; pace yourself, then go all-out at the end. You'll do great, Twi. I know it.”

“What if-”

Sighing, Rainbow shook her head. “Get your butt in the air, Sparkle.”

“Rainbow Dash! I don't-”

“On your marks!”

Twilight jumped as all the pegasi around her got into starting position at the command of who she assumed was running the race. Swallowing nervously, she begrudgingly copied the position of the pegasus beside her, lining up her hooves on the white line and lowering her front half.

“Get set!”

Wings flared and feathers ruffled as everypony got ready. Twilight did so as well, shooting a glare over to Rainbow, currently sitting right next to the track with a supportive grin.

“Go!”

On a sharp whistle four of the pegasi took off like a shot, two took a second to get into the air, and Twilight launched herself forward, face first into the ground with a solid smack, earning an empathetic cringe from the audience.

“C'mon, Twi!” Rainbow shouted, leaning down to get on eye level with the alicorn. “I taught you how to take off better than that! Get going!”

Twilight blushed as she pulled herself back to her hooves, shooting one last glare at Rainbow before jumping into the air and taking to her wings. Though not the most graceful thing in the sky, she managed to get a decently fast pace going, one she knew wouldn't tire her out before the end of the race. It was only 5000 metres, compared to the 10 kilometre track she'd done in the Running of the Leaves every year.

Grinning, Rainbow sat back on her haunches and watched as the fliers reached the far end of the ovular track. Twilight was already gaining ground on the pegasus at the back; a scrawny, younger stallion with a grey coat and black mane. Though the pegasi in front of her looked to be in better racing shape, the one in front managing to be almost half a track ahead of the rest of the racers.

“Quite the catch you got there.”

Rainbow jumped, spinning around to face the stallion who was running the race. “Oh, hey coach. What do you mean?”

The stallion raised an eyebrow, running a hoof through his light red – almost pink – mane. “First, I'm not your coach anymore; you can call me Flash. Second, you know exactly what I mean; you managed to get yourself quite a fine mare, and a Princess to boot.”

Cheeks flaring with heat, making her coat almost match her coach's deep purple, Rainbow averted her eyes to the ground. “I don't know what you're talking about; she just got her wings, and I decided to teach her what being a pegasus is like. It's not like I brought her hear to give her... that... or anything...”

Flash rolled his eyes. “Right, and you're also the girliest mare I've ever met. Rainbow, I teach teenagers for a living; you learn to spot these things after a while.”

“I'm not a teenager anymore...” Rainbow grumbled, scuffing a hoof along the dirt.

“No, but you sure are acting like one. I mean, I noticed the way you were looking at her before the race started, not to mention the fact that you gave up on racing to cheer her on. We both know that for you, it's about the race itself, not the challenge.”

Rainbow looked back up just in time to see the pack of fliers complete the first lap, with Twilight coming in fifth, two pegasi flying behind her. Putting on a grin, Rainbow waved and cheered for the alicorn, earning a tired but grateful smile for a brief moment before Twilight turned back to her race. Rainbow frowned as she turned to Flash. “I was not looking at her it any different way than normal.”

He raised his eyebrow again. “Either you think I'm stupid, or not even you know, which would be quite an accomplishment in obliviousness, even for you.”

Instead of answering, Rainbow turned away and focused on the alicorn flying over the 1000 metre track. Eventually, she sighed. “If I'm so obvious, why hasn't she noticed?”

Flash chuckled. “Because she's more oblivious than you. I know you, Rainbow; you have no tact when it comes to these things. I could see it plain as day every time you had a crush on some filly. I could probably list off every crush you had while at Flight Camp.”

“She's a genius, coach; how can she be so...”

“Stupid?” Flash offered. “Mares like her have a way of being totally blind to everything social. My wife's the same way; didn't notice me at all until I stopped her in the hall one day and asked her out.”

Rainbow shook her head. “Look, I'm not saying I'm actually going to give it to her but... do you know where I can get one?”

“There's a vendor just on the corner of the street.” He motioned with a hoof across the empty park. “Although... do you think she'll know what it means?”

“Nope.” Rainbow smiled. “Which is the entire point. I made her promise not to do any research into today when I told her about the festival, but I know she wants to. The way I see it, I give it to her today, then when we get home the first thing she'll do is research everything she can. I won't have to say a word and she'll know. Knowing her she won't even talk to me until she knows what to say.”

Flash's eyes narrowed. “That's a dirty trick and you know it; you're putting all the pressure on her because you can't mare up and ask her.”

“Oh... what do you know?” Rainbow huffed, turning her head away.

A powerful current of air announced another lap being completed as the racers sped past the crowd to loud cheers and supportive whistles. Rainbow waved at Twilight, still holding a steady sixth place, though she looked to be in better shape that the rest of the fliers as she started gaining ground on the pegasus in front of her.

“I know that she's not going to be happy when she finds out this was your plan all along.”

Rainbow kicked her hoof into the cloud beneath her, digging a small hole and driving her hoof into it. “It's not like I'm going to just walk up and tell her.”

“Why not?” Flash pressed.

“Because...” the mare groaned, running her hooves through her mane. “Just because, okay? Will you get off my back? You aren't my coach anymore, and I'm not some teenager.”

Flash sighed wearily, rubbing at the bridge of his muzzle gently. “Rainbow Dash, you are just about the least romantic pony I have ever met.”

“Good,” Rainbow grumbled. “Romance is stupid; all that mushy-feely junk so isn't my speed.”

“And yet, you had more crushes during Flight Camp than any other filly or colt I've ever seen. It seemed you were smitten over a different pony every other day. That was one thing I never could figured out about you.”

“I was not!” She protested angrily, although her cheeks told a different story. “Besides, none of them were fast enough to keep up with me.”

Pointing at Twilight as another lap was completed, Flash raised an eyebrow. “And she is?” The alicorn seemed to lose balance mid-air, tumbling end over end for a few seconds before regaining control, though not before a flier had passed her, dropping her back into sixth place.

Rainbow frowned. “I'll slow down for her.” When Flash didn't answer, Rainbow looked over at him to see his surprised expression. “What?”

“That's the first time you've ever said you'd slow down for somepony. You wouldn't even slow down for your slower instructors at Camp. Not your friends, not your family. I have never seen you slow down. Ever.”

Huffing, Rainbow rolled her eyes. “It's not like it's a big deal or anything; so I like her enough to slow down for her, so what? Now will you just drop it?”

Flash held his hooves up defensively. “Hey, I'm just trying to help.”

“I don't want your help.” Rainbow growled. “I want to watch my friend race and cheer her on. That's all.”

The fourth lap was finished, and Twilight had managed to reclaim fifth place. She could already feel a slight burning in her wings, but she knew she had more to go; she hadn't even completed half of the 12 laps required to meet the 5000 metres. Every time she passed by the crowd gathered to watch the race, she'd see Rainbow grinning at her and over the air rushing past her ears she could hear the cheers of the audience.

Rainbow seemed to be talking to another pony, presumably the old flight instructor she'd mentioned earlier. He kept a careful eye on the race even as he talked to Rainbow, and Twilight couldn't help but notice the pinkish hue coloring Rainbow's cheeks, that seemed to grow darker every lap. With a fifth and sixth circle around the track, Rainbow's blush went down, but she'd started shifting around uncomfortably, as though she was itching to go somewhere – anywhere – other than where she was. The stallion she'd been talking to had moved away from her slightly, and he seemed to be unaware of her discomfort.

At ten laps, Twilight kicked into her top speed, giving her wings long, powerful strokes and streamlining her body as best she could. To her, she felt unbalanced, the position unnatural to her body, but it seemed to be working as she rocketed into fourth place by the end of the eleventh lap. Squinting through the wind buffeting her face, she noted a flag announcing the final lap, and pushed herself further still. Her wings screamed for rest and breath was torn from her lungs she she shut her eyes tight, coming around the final bend. The pounding of her heart filled her ears, and the world seemed to fade away. The cheering crowd silenced, the wind stilled, even the constant pull of gravity seemed to leave her.

What was left was a world filled with the burn of physical exertion, and what she could only describe as pure, unbridled joy. It wasn't all, though; she could go faster. She could flap harder. So she did. Time held no meaning as she flew, banking with the curves of the track automatically, only partially aware to the world around her.

“...”

What was that? She didn't dare tilt her head for fear of ruining her perfectly streamlined form, but it sounded like somepony had called out to her.

“Twilight.”

Her name. Somepony was calling her name. Why? Couldn't they see that she was racing?

“Twilight!”

Hesitantly, Twilight opened her eyes only to be assaulted with bright blue. Had she been flying straight up into the sky?

“Twi-oof!”

The light blue in front of her was anything but the sky; it was warm and soft and she'd just crashed straight into it. The sudden deceleration sent Twilight and whatever she'd crashed into careening down to the ground, landing with a soft pomf in the fluffy clouds.

Groaning, Twilight looked up, and came face to blushing face with Rainbow Dash, the two laying belly to belly. For a moment the two sat in awkward silence until Twilight felt somepony tap her shoulder. Swiveling her head, she looked up at the stallion running the race who was smiling down at her.

“I'm quite impressed, Princess; for somepony who only got their wings a few months ago, you can certainly hold your own in a race.” He extended his wing, a gold medal with an engraved “2” on its surface dangling from his grasp. “Although you really should pay more attention to where you're going, if you don't mind me saying.”

Twilight blushed, gingerly accepting the second place medal in her magic and smiling sheepishly. “Um... thanks...”

Flash glanced up, stifling a chuckle before turning around. “Oh, and you may want to stand up before Rainbow's face becomes that shade permanently.”

Curiously, Twilight followed his gaze and, sure enough, Rainbow's face was a bright shade of red she'd never before seen on her daredevil friend. She sputtered, tripping over her hooves momentarily as she stood up and took a couple hasty steps back. “S-sorry,” she muttered, pawing at the cloud beneath her hooves nervously.

“Uh...” Rainbow blinked, looking between Twilight and the space the alicorn had previously inhabited pressed against her chest. After a few cycles she shook her head firmly and stood up, brushing herself off and keeping her reddened face turned away. “No problem.”

An awkward silence fell over the field, broken by the cheers of the crowd a little ways away as the winner was awarded his prize. Coughing into her hoof, Rainbow discretely felt her cheek, turning around once she was sure they weren't quite as flushed. “See? I told you you could do it. Second place isn't anything to be ashamed of for your first race ever. So, how was it?”

Twilight's eyes lit up, the same way they did when she found a book she'd never read or solved a problem she'd been thinking about for a week, sending a subtle shudder down Dash's spine. “Oh my gosh, it was amazing! It was like nothing I'd ever done before! I was just flying, but then, at the end, I went as fast as I could – no, faster! And I just closed my eyes and it was... indescribable! Is that what it feels like for you when you race?”

Shrugging, Rainbow smiled. “More or less. I take it you enjoyed yourself?”

“Yeah!” Twilight nodded enthusiastically.

“Good, because there's more where that came from. If it's flying, it's here. Obstacle courses, races, dancing, you name it, we have it.”

Twilight's spreading smile was stopped as she frowned at her pegasus companion. “Dancing?”

“Yeah,” Rainbow said, leading the way out of the park and back towards the bustling streets. “We have sky dancing.”

“Can-”

“No, you cannot. I've seen you dance, and no offense, but you look like a spastic squirrel that's had too much coffee. I don't want to know what you look like in the air. Besides,” she added, a small blush blossoming on her face. “You have to have partner to really do it properly; it's kinda... romantic.”

Twilight blushed, turning her head away. “Oh...”

“Hey, there's still plenty of other stuff to do. But before we do, I have to make a quick stop somewhere.”

“Why?”

Rainbow kept her focus away from the alicorn walking next to her. “I have to buy something. There's supposed to be somepony around here that makes them... ah!” She pointed towards a small kiosk set up on the street corner away from the larger crowds; only a few ponies mulled about a round the cloud structure. Rainbow increased her pace to a quick trot, while Twilight nearly slowed to a halt as her eyes landed on the place they were going.

“Twi?” Rainbow called over her shoulder. “You comin'?”

“Y-yeah...” she trailed off, giving her head a firm shake before catching up. “Sorry.”

Shrugging it off Rainbow continued up to the small shop, smiling at the older mare attending it. Around her, from racks and hooks in the walls, hung beaded necklaces. The mare smiled at the approaching pegasus. “Ah, and what can I do for you, dear?” She asked, her thick accent making the words roll through the air smoother than silk. Looking up to the alicorn trailing slightly behind, she smiled. “Perhaps I can interest you in a... specially made dragoste necklace?”

Rainbow's face lit up, but she nodded slowly. “Y-yeah...”

“Well then,” the mare lifted her hooves onto the kiosk counter, leaning forward. “If you could just bend down for a moment.”

Nodding slowly, Rainbow bent her head down, stepping closer to the booth and allowing the mare access to her mane. Running her hooves through Rainbow's mane, the gray limbs getting lost in a rainbow of colour, she smiled. “Such a lovely mane, dear. I'm afraid I'll have to charge you a little extra, if you want me to be accurate...”

“As accurate as you can get,” Rainbow muttered, wincing as one of the mare's hooves caught in a knot. “I don't mind paying.”

Twilight frowned, coming up next to Rainbow and watching as her mane was practically destroyed as every strand was parted and examined. “Uh.... umm.... w-what... what are you doing?”

“Oh... uh...” Rainbow trailed off, trying to lift her head to look at Twilight only for the mare to hold her down with a devious smirk.

“She has requested a custom dragoste necklace,” the mare explained. “And she wants it accurate. I need to be very familiar with her mane if I am to make her one.”

Blushing and looking away, Twilight asked, “What's and... dragoste necklace?”

The mare smiled as she felt Rainbow's head twitch in her hooves. “I think you'll be finding out. But it is not my place to say. You're done, by the way.”

Rainbow pulled her head back as though pulling her face out of a bowl of water, stumbling back a few steps and blushing as she fell back on her rump. She quickly set about restoring her mane to its normal disorderly-organized look. “Th-thanks...”

“Ah, but you forget; I need one more thing.”

“R-right...” Rainbow sighed, glancing at Twilight in a moment of embarrassment, finding the alicorn's beautiful, purple eyes set dead on her. Carefully, without breaking eye contact, Rainbow reached her wing around and ruffled through her primary feathers. Upon not finding what she was seemingly looking for, she gave another, longer sigh, and grabbed a random one in her teeth.

“Rainbow?”

Ignoring Twilight's nervous gaze, Rainbow squinted her eyes, and in a single, quick motion, plucked the feather from her wing, wincing as it came free. “There,” she muttered, setting it on the kiosk counter. “How long and how much?”

“For your mane, 55 bits... but it's the festival, so I'll go as low as 40. I'll have it ready in about 5 hours,” the mare said, taking the feather in her hoof and examining it. She smiled, nodding in approval as she stashed it somewhere beneath her desk. “Come back to me to pick it up and pay.”

Rainbow nodded, thanking the mare and marching quickly down the road, forcing Twilight to keep up with her quickened pace. “Rainbow?” Twilight asked slowly. “What was that?”

“Nothing...”

“That was so clearly not nothing. What are you hiding from me?” She pressed.

“I said nothing!” Rainbow shouted, grinding her teeth together. She looked over to glare at the alicorn, but instead frowned, the anger draining from her face. “I'll tell you later, alright? For now can we just enjoy the festival?”

Twilight frowned, but eventually relented with a small nod. If Rainbow wanted to tell her anything, it would be in her own time. “Alright... well, it's your holiday; what else is there to do?”

Giving a cocksure smile, Rainbow lifted her head, pointing to the second place medal hanging around Twilight's neck. “Get ready to get a few more of those, and have some fun. Oh! We so need to get you some cloud candy! Come on, this way!”

And Rainbow was off, rushing down the street towards the crowds of downtown. Twilight sighed, shoving her concerns to the back of her mind and taking off after her guide. “If she doesn't want to tell me, fine...”

As the sun set on the cloud city set high in the sky the streets, previously filled with crowds of bustling ponies, suddenly became twice as packed. Many venues opened around the city, and the music shifted from a light din in the background to the thundering bass of dance music. In the midst of it all, two ponies fought their way through the crowds to the slowly emptying outer city. The prismatic pegasus of the pair lead the way, while the alicorn lagged behind, seemingly uninterested in their destination.

“I told you already, Twi,” Rainbow shouted above the quieting noise of the crowds in the background. “We have to go pick this up.”

Twilight just groaned. “But I was having fun! Why couldn’t you have gone on your own to get your dragoste necklace?”

“Wow, I'm impressed you got the name right,” Rainbow mocked, before looking over her shoulder and rolling her eyes at Twilight's frown. “Trust me, alright?”

Giving an over-dramatic sigh, Twilight's shoulders slumped. “Fine... but you better make this up to me.”

“I hope I can...' Rainbow muttered to herself quietly.

Together they rounded a final corner onto a mostly deserted street with only a few ponies still milling about. On the corner, sat next to an empty park, was a small cloud kiosk, light from within the booth pouring out into the rapidly darkening street. Rainbow sprinted the last couple metres to the booth, smiling at the mare within. “Is it finished?” She asked eagerly.

The mare smiled and nodded, reaching beneath the counter with a wing and pulling up a beaded necklace. “I trust it is to your liking?”

Rainbow examined the beads carefully, moving over each one before grinning. “It's perfect!”

Just as Rainbow reached into her saddlebags to pull out her bits, Twilight walked over, motioning tot he necklace. She paused a moment, just staring at it, before taking a breath. “That's it? That's what we had to leave the show early for? So tell me... what makes it so special?”

Sharing a nervous glance with the mare occupying the kiosk, who wore a devilish smirk, Rainbow swallowed. “Well... take a closer look. It's kinda... unique.”

“Well, it's the same colour as your mane, if that's what you mean,” Twilight deadpanned. “But... I don't see anything else? What is it, exactly? Why did it take so long to make?”

Rainbow opened her mouth, but was silence by the mare in the kiosk. “Perhaps I can shed some light on the situation? That is a specially made dragoste necklace, and while at first glance it may seem like just an ordinary bead necklace, I can assure you it is quite different. The beads are not beads, rather specially compacted and coloured clouds, made to the exact specifications of a pegasus' mane.”

“So.. it's a cloud-bead necklace?”

“To put it simply, yes,” the mare said with a small nod. “But it's more than that; I'm sure you recall your friend giving me one of her feathers, yes? This is because for the clouds to hold their colouring, pegasus magic is used to make the beads more solid, able to better hold their colour. While yes, I could have just used my own, there's a certain sentiment behind using one's own magic to hold it all together.”

Twilight nodded slowly. “Why would it be sentimental though? Why would she want a necklace made from her own magic, and for that matter-” she turned on Rainbow- “Why do you even want a necklace? You don't wear jewelery.”

Fidgeting nervously, Rainbow sent a pleading glance up to the mare, who simply smiled, saying, “It's not my place to say. Although, it does need to be said.” Her idle smile shifted to a pointed glare.

Rainbow nodded, placing her bits on the table and taking the necklace into her hoof. She looked at it for a long few moments, breathing deeply. It seemed her cheeks grew redder with every breath. Eventually, she looked up, smiling. “It's for you, Twi. I bought it for you.”

“O-oh.... uh.... w-well um....” Twilight's eyes glued themselves to the ground. “I... uh...” she trailed off into incoherent mumbling, bringing a frown to Rainbow's lips.

“Twi? Twilight?”

Twilight looked up, smiling as she accepted the necklace into her magical grasp, examining the beads for a moment before hooking it around her neck. “It's... really nice of you, Rainbow. Thank you.”

The pegasus seemed to deflate, her shoulders slumping as she sighed. “Oh... okay... no... no problem.”

“What in Equestria are you doing!?” The mare behind the counter yelled. “You tell her the truth right now.”

Tilting her head, Twilight asked, “Rainbow? Is there something you're not telling me?”

“No!” Rainbow answered quickly, spreading her wings and standing between Twilight and the kiosk as she started moving down the street. “She doesn't mean anything. Let's go, Twi; there's something I gotta show you.”

“Rainbow-”

“You're gonna love it!” She said quickly, practically pushing Twilight away from the shop and back towards the crowds. “Promise, just follow me.

Not seeing much other choice, Twilight allowed Rainbow to guide her back into the bustling streets of downtown Cloudsdale. It seemed that the real crowds had come out with the sinking of the sun, filling the streets with even more ponies and more, louder music.

“If I'm gonna do this, I'm gonna do it right,” Rainbow growled under her breath, no longer needing to push Twilight and instead spearheaded their way through the street.

“Rainbow!” Twilight shouted, grabbing her friend's shoulder and stopping her. “Will you just tell me where we're going?”

Rainbow sighed, glancing around. She motioned for Twilight to lean closer, whispering conspiratorially. “Somewhere nopony else goes.”

Blinking in confusion with a mild blush, Twilight asked, “and where is that?”

With a devilish smirk, Rainbow stomped her hoof on the cloud beneath her. Instead of supporting her like it normally would, a small patch of cloud disappeared from under her and she fell through the gap.

“Rainbow!” Twilight shouted, rushing up to the hole's edge and leaning over it, looking fearfully for her friend. The pegasus hovered a few metres below the clouds, snickering to herself quietly.

“C'mon, Twi; get down here.”

Glancing around at the odd looks she was getting from the crowd around her, Twilight gave an awkward chuckle and jumped down the hole after Rainbow, hoping to avoid further embarrassment. Fanning her wings to catch herself, Twilight watched as Rainbow sealed the hole she'd made in the cloud, making sure it'd hold.

“Rainbow, what are we going down here?” Twilight asked as the pegasus started guiding her along the bottom of Cloudsdale. It was dark, shielded from the sky, but with the moon still rising an ample amount of light filtered through tot he underside of the city.

Sighing, Rainbow stopped and turned to face her friend. “First, a couple rules; you are never, ever to tell anypony about this. Second, if you do tell anypony, I will make sure it's the last secret you ever spill. And third, unless I say something about it, you're not allowed to talk to me about this. Agreed?”

Twilight frowned, but nodded her head slowly. “Alright... sure, I guess I can do that, but what-”

“We-” Rainbow paused as she found what she was looking for. Reaching up, she grabbed a tuft of could and pulled it down, a small patch popping out of the base of Canterlot. On it rested a gramophone spilling light, steady music into the night. “Are going to dance.”

“D-dance!?” Twilight asked incredulously, cheeks turning a bright red once again. “B-but you said-”

“I know what I said,” Rainbow snapped, lifting the needle from the record. “But nothing else is working. So, we're going to dance. Lucky for you I had to take a few classes in Flight Camp.”

Twilight awkwardly rubber her forelegs together. “But I don't-”

“Oh no, you are not giving me that; you're the one who wanted to dance earlier today,” Rainbow interrupted forcefully. “I'll lead, so just try and do what I do, okay? It's not all that different from regular dancing, except it's... well... you have a little more freedom.”

“Well...” the unicorn hesitated, looking between Rainbow and the gramophone. “If you're sure... you are sure, right?”

Rainbow frowned. “Not at all...” she muttered under her breath, before smiling at Twilight. “I'm sure. I said I'd show you what today was all about for pegasi, and part of today, and flying, is sky dancing. So... we'll dance.”

“But didn't you say it was... well... romantic?” Twilight asked, glancing around as though somepony might be there to overhear her. In truth, they were alone beneath the city.

Sighing, Rainbow scratched the back of her neck. “it... doesn't have to be?” She offered slowly. “It's kinda like regular dancing; it can be romantic, sure, but it can also just be between to friends... like us...”

Twilight was visibly fidgeting, even in mid-air, but eventually she nodded. “Alright... if it's alright with you. I do like dancing.”

“Alright...” Rainbow took a breath, set up the gramophone, and reached her hoof out. “C'mon, Twi,” a hind leg kicked out, starting a somewhat up-beat song, “let's dance.”

Blushing, Twilight accepted the offered and Rainbow pulled her into an open dance position, giving a cocky grin for a moment. “Jut follow my lead, Twi; you'll have fun, I promise.”

Twilight nodded and, after a second, Rainbow found a place and joined in with the music, flapping her wings a little harder and beginning to guide Twilight into a simple dance. Slowly, in time with the rhythm of the song, Rainbow pulled Twilight back, one flap at a time. Every couple beats Rainbow would push forward, sending Twilight back before pulling her again, building a gentle, easy to follow rhythm.

“So far so good?” Rainbow asked with a small smile.

Twilight nodded. “It's not so different from regular dancing after all...”

Rainbow gave a grin. “Not yet it isn't. Keep with me.”

A second later Rainbow added an extra layer of complexity to their dance, making use of the third dimension wings gave them access to. Bobbing up and down in time with the music and their slow rocking, Rainbow guided them in a slow circle around the commandeered gramophone. Without having to control where she was going, Twilight kept her wings beating just hard enough to keep her in the air while allowing Rainbow to pull her along. Despite herself, a small smile slipped onto her muzzle as she began enjoying herself. She'd always loved dancing, and this was no different, even if it was new to her.

With a smirk, Rainbow kicked it up another notch, adding gentle twirls into their rhythm, the sudden movement catching Twilight off guard, the alicorn nearly letting go before she realized what was happening. Taking advantage of this, Rainbow gave a powerful flap of her wings, doing half a loop and ending with her and her partner upside down. Twilight, not experienced enough to tmaintin upside down flight, panicked, her wings beating irregularly as she started falling. Rainbow kept pace, never letting go of her hooves as she started spinning the alicorn in circles as they fell. In a flash Rainbow fanned her wings, flipping them both right side up again and holding still just long enough for Twilight to regain control of her wings.

“R-rainbow!” Twilight panted, heart racing in her chest. “What are you-”

Before she could finish, Rainbow once again did a loop, this time continuing all the way around and transition smoothly into a spin as she guided their dance back up over the height they'd lost. Once they were back near the bottom of Cloudsdale, Rainbow let go with one of her hooves, the other gripping tighter as she went spread eagle mid-air, Twilight following suit a moment later.

“Try to keep up,” Rainbow whispered with a mischievous grin, before giving a powerful flap of her wings and dropping into a nosedive, all the while keeping in time with the music. Twilight barely had a moment to react before being pulled up again, then back down, spiking with the beat like a sound wave. Coming to the peak, Rainbow twisted a drew Twilight back, this time holding the alicorn tightly to her chest.

“Rainbow?”

“Tuck in your wings and hold on tight,” Rainbow whispered, adjusting so her hooves were wrapped just under Twilight's forelegs. Leaning back, they were once again taken into a nosedive, only this time Rainbow kept flapping, gaining speed.

Twilight's eyes widened as she realized what was about to happen. Instinctively she closed her eyes, clinging tighter to the pegasus carrying her as the wind started biting sharply at her coat, trying to hold them back.

Ignoring the air's violent protests, Rainbow continued pushing, eyes squinted and wings beating furiously. A white cone of sparking crackling energy formed around her, and she grinned. Titling her head, she whispered into Twilight ear; “Open your eyes”.

With a final, mighty beat of her wings, the cone of energy around her shattered and she broke through the sound barrier.

Twilight opened her eyes just in time to look back and see as massive rainbow circle explode out from a single point behind them. This time, the ring of rainbow was joined by a ring of lavender on the inside. Rainbow pulled up, bleeding off speed and slowing until they were hovering in the air beneath the rainboom.

“So, how was that for your first sky dance?” Rainbow asked with a cocky grin as she released Twilight from her arms, allowing the alicorn to take to her own wings.

Twilight, eyes and mind transfixed on the wash of colours above her, took a few moments to respond. “That was... amazing, Rainbow.”

“Heh, glad you liked it,” she paused, bring a hoof to the back of her neck and rubbing sheepishly. “So... listen, I gotta tell you something.”

Slowly, Twilight pulled her eyes away from the rainboom, looking to the mare who had created it, a subtle blush garnishing her cheeks. “Oh?”

Rainbow took a breath. “Yeah... it's about the necklace I got you...”

Reaching up, Twilight touched her necklace with a hoof, rubbing the beads slowly. She looked down to the ground far beneath them. “I know....”

“Well... it's kinda... wait, what? What do you know?” Rainbow frowned, leaning her head forward slightly.

Twilight sighed. “I know about the necklace, Dash. I... I know what it means....”

“W-what?”

“When you told me about this holiday, I'd never heard about it before; there's not exactly a large pegasus community in Canterlot, and nopony else really celebrates it. I know I promised I wouldn't research it but... I just got so curious!

“You just made it sound so interesting, I just couldn't help myself. I found a book on it in the library, and... I read it. I knew what to expect when I got here, but... I knew you wanted it to be a surprise, so I pretended not to. The book also mention dragoste necklaces...”

Rainbow swallowed stiffly, a heavy ball forming in her gut. “Y-you mean-”

Twilight looked up finally, meeting Rainbow's eyes. “I know that it means you want me to be your special somepony, Rainbow...”

“You... you knew.... this entire time you knew?” Rainbow asked incredulously. “All this time, you knew?”

“I'm sorry, Rainbow, I just-”

“Do you have any idea, any idea at all, how hard it was for me to even give you that?” Rainbow asked, her voice slowly raising. “I knew... I thought you wouldn't know what it meant. But I was still nervous, because what if, you know? But I did it... and you didn't know. And I was happy, but also disappointed; you could've made this all so much easier on me if you'd known what that necklace meant. I wouldn't have had to tell you anything else. But you didn't know, and you hadn't picked up any of my hints all day, so I did the last thing I could think of to tell you how I felt; I took you dancing.

“Now... now I find out you knew all along?” Rainbow took a moment to breath, lowering her voice again. “Just tell me why, Twilight; tell me why you didn't let me know that you knew. Was it some kind of pity? Was it your way of turning me down?”

Twilight shook her head vehemently. “No! No of course not, I just-”

“Then why'd you do it!?” Rainbow shouted angrily. “All day, I thought you were just oblivious to my hints, but now you tell me you were just ignoring them? You knew as soon as I had it made what was going on, and still you played dumb! Did you hope, if you ignored me long enough, I'd just give up?”

“No!”

“Then tell me why, Twilight!”

“I was scared!” Twilight yelled finally, squeezing her eyes closed against the few tears trying to fall. “I had a hunch ever since you said you'd take me to this festival... but when you bought the necklace I... I panicked. I didn't know what to do or what to say. I knew how you felt about me but... I didn't know what my response was going to be. I thought about it all day, trying to decide but... when you gave me the necklace I just... chickened out and pretended not to understand it.”

Rainbow's jest heaved and her heart pounded, but she said nothing. Slowly, Twilight opened her eyes, and cringed at the look her friend was giving her. “You were scared? You? What about me? I'm the one who had to give you that stupid necklace, I'm the one that had to tell you how I felt. And you were the one that was scared?”

“I'm sorry... I just...” Twilight trailed off as rivulets of liquid rolled down her cheeks, leaving dark trails in their wake. “I know I'm a coward... but I just couldn't.... I didn't know what to say... I didn't... I just...”

Something in Rainbow's heart tugged painfully at the sight of Twilight crying and, despite her anger and better judgment, she wrapped the alicorn in a gentle hug. “You could have just told me you didn't know...”

Twilight sniffled, wiping the tears from her eyes before looking up at Rainbow. “If it helps any, I know my answer now.” Craning her neck, Twilight leaned forward until their muzzles were just a hair's breadth apart. Eyes widening, rainbow was unable to do anything as Twilight stopped, seemingly hesitant, before lunging forward and closing the remaining miniscule gap.

It lasted mere moments, but by the end rainbow was left panting either way, be that from the momentary lack of air or from the exhilaration, she didn't know. All she knew for sure was that her heart was pounding so hard she was sure Twilight could feel it through her chest.

“Consider that an apology,” Twilight whispered. “Do you forgive me?”

“Maybe if you... apologize again?”

Grinning, Twilight obliged and once again kissed her. This time it lasted, longer and deeper, ad carried with it something more. More than a simple apology. Rainbow's eyes slid closed, as did Twilight's, and as the song came to an end in the background so too did their kiss.

“Twilight... would you be my special somepony?”

Twilight sighed contentedly, resting her head on Rainbow's shoulder. “I'd love to."

Author's Note

And thus, is it complete! But... not how I wanted it. Due to real-life problems as well as time constraints, I had to chop off about 4-6 thousand words from my original plan for this story, and the original plan was something that could have been expanded into a longer story all on its own. Because of this, the end product is much weaker than I intended it to be, and that is unfortunate, but at this point there's nothing I can do about that. Some scenes I had to cut out; an obstacle course race, a dinner as well as the show Twilight mentioned, a nightclub (Where Twilight would get rather tipsy), then the dancing scene, but it was supposed to end with them getting a hotel room, and the truth not coming out until the next morning. Unfortunately, I just didn't have the time to include everything I wanted. Never the less, I hope you enjoyed what I managed to get done. The romance feels jerky and a little sudden to me at some points, but those axed scenes were meant to better transition the thoughts and feelings for both ponies, but I digress.

Sky dancing is something I've always been interested in; the idea of dancing with wings. Surely traditional pegasi dancing must be interesting? It only makes sense for Dash to have some dancing skill, since it'd be closely linked to her flight. I just think it's a very romantic idea.

Fun Fact; dragoste = love in Romanian.

Anyway, enough of me prattling on; let me know what you thought in the box below, and don't forget to nag me about any mistakes I missed.