One night for Miss Rarity~

by Platinumfire

Rating: mature
Tags: Twilight Sparkle, Original Character, My Little Pony: Friendship is Magic, Rarity, Romance, Sex
Length: 17287

Rarity goes looking for that special somepony.

One morning, after realizing she has never had a colt to call her own, Rarity takes a trip to Canterlot to find him. After searching high and low, she eventually finds the one in a club after losing all hope on the matter. They start to speaking and Rarity spills her entire Story before they eventually make their way back to her room in the castle, where things get heavy for one night. That one night, leading onto something Rarity would never dream of in her life...

Published 2012-05-10 07:44:01 UTC
Last updated 2012-06-12 04:18:46 UTC

Chapter 1

The sound of voices reached the door as Apple Bloom and Scootaloo came to get Sweetie Belle and go to school. They did this every weekday morning, and, every weekday morning, they disturbed Rarity's beauty Sleep. They would all run off yelling sorry back to her as she lectured them. And once out of earshot, they would all start laughing, and soon enough, they had no care of the morning, or Rarity. Rarity, as most know, is the older sister to Sweetie Belle, and also, the owner of Carousel Boutique. She is a 5 star fashion designer, and a Proper mare of Etiquette. And each day, she would get up, and clean up. Making her bed, brushing her mane for over 30 minutes, same with her tail. She would then continue to go and clean the rest of the house before she started to make more dress plans, and fashion lines. But today, instead of cleaning and brushing and sewing, she remained in her bedroom. Laying there for a good hour before getting up and going to the mirror. She looked at herself once over before sitting and hanging her headlow.

"Face it Rarity. You are not getting anywhere. You always have the Colts looking at you, but you never look at them. Your friends are completely different from you in almost every way. Twilight with her lack of Fashion, Pinkie pie and her....Energy. Rainbow Dash and her tendencies to be completely reckless. Fluttershy, who is the sweetest thing, but she is just too much of a doormat. Even after she learned to have some confidence from that monster Iron Will, she still allowed everypony to walk all over her. Then there is Applejack, Filthy, unkempt, and always wearing that same old Hat. I love my friends to death, but I simply need to do more than just make dresses and follow them everywhere. They won't always be around for me..." Rarity had dreams of moving to Canterlot, but didn't everypony? She also had dreams of becoming a very successful dress maker and Fashionista, but now, she had something else on her mind. She quickly brushed her mane and Tail, making them stunning as always, then continued to do the other chores she always did. But, instead of making dresses today, she decided to take a trip. She packed a single suitcase, and wrote a note for Sweetie Belle, informing her that she was going to Canterlot for a few days. She started towards the door, and had just picked her luggage up to walk out when a knock sounded. She sighed and pushed her suitcase aside under a table, and went to the door and opened it.

"I am very sorry, but Carousel Boutique is just not open today. And shall not be open for a few more days." She announced then realized who was in her doorway. "Oh hello

Twilight Darling. How are you doing today?" Twilight stood in the doorway, a confused expression spread across her face.

"Good morning Rarity, I am doing Great. But why won't your business be open? Are you not feeling well?" She asked her curiously.

"Oh no dear, it is nothing like that. I have just decided I need a break from making dresses is all. Though I was wondering, do you remember when I last went to Canterlot and you had gotten me that wonderful room in the Castle? Well...I was wondering if you could help me get into that room, or another like it once more. I really hate to ask it of you at such short notice. And I'd hate to make you feel like I'm using you." She told Twilight.

"Oh Rarity, it'd be no trouble at all. I'm sure the princess would love to have you in her castle again. And who knows, maybe you will be able to attend another party there like before, and get some customers for your dresses!" She said happily. "I am just happy you are feeling alright." She finished. "I am going to go send a letter to the Princess right away, if you'd like, I could even see if you could get a Chariot to come pick you up." She looked at Rarity, thinking that she just wanted to go show some of her new dresses off to the city, and get more work. That was what happened last time, right? Rarity looked her in the eyes, and spoke slowly.

"Oh you don't need to get that much for me Twilight Dear. All I ever wanted was a room. The Chariot, though it would be simply amazing to have, is too much, and I refuse to force your hoof into something you don't want to do." She replied. She wanted the Chariot, oh how she did. But the Chariot could create a possible hindrance on her goal. Twilight smiled again and started to speak, but Rarity intervened."As I said Twilight, the Chariot is not needed. But thank you for your Generous offer, but this time, I do not mind taking the Train to Canterlot." Twilight closed her mouth and looked at Rarity.

"Really? You usually didn't like riding the train because it was too loud and you couldn't get your beauty sleep on it." She said. "But, if you insist on taking the train, then I guess I won't try and get the Chariot. So, I guess I'll be off to write that letter, and have spike send it out. I will be back soon with her reply!" She finished and turned away, heading back to the library. Rarity sighed again and looked around the room, and shut off the lights. She brought her hat, and suitcase over, and walked out, locking the door, and heading towards the train Station. She knew what the princess's reply would be. So she left to get an early start on the train ride as it came into Ponyville only 3 times a day, and the second time was approaching as it was almost noon. Packing had taken her almost 2 hours, but it was much more planned than last time, only one luggage box, although large, it held what she felt she was going to need. She arrived at the station, and found a seat.

"Just ten minutes Rarity, and you will be off to your goal..." She said to herself. The time, currently was 11:50, and the train was scheduled to arrive at 12. The ten minutes passed by slowly, it seemed, but she had no other visitors to distract her, so it gave her time to think. When the train arrived, she boarded it, and was off to Canterlot. It was a long ride, just over 2 and a half hours. She would arrive sometime after 2:30 in the afternoon, get to her room about 3, and by 4, she would start around Canterlot looking.

The train ride seemed to take forever today. There were unhappy foals in almost every Car, and then there were the Colts all sitting there staring at her. That is....All the single ones. But, not a single one got a glance from Rarity. Her mind was elsewhere, so she paid no attention to the stares, thought the cries were hard to ignore, she managed. The train finally pulled into the Station and she got out, and started to drag her luggage. She made her way across Canterlot, and found her way to the castle. Once she got there, she went to a guard, and spoke to them, pushing all irritation from the ride out of her mind.

"Good afternoon Sir. My name is Rarity, and I believe the Princess Celestia was contacted about having me for a few days?" She watched the guard as his expression never changed. He looked down at her after a moment and turned to another Guard.

"Miss Rarity has arrived. Bring her to her quarters." He said sternly. The other guard stood at attention and started off, walking towards the castle and the room she would be in.

"It's this way Miss Rarity." He said. Rarity blushed a little, but kept it masterfully hidden with her hat. She thought quietly to herself as they walked, but kept a tight leash on her wandering mind. Once shown to her room, she entered and bid the guard farewell before closing the door lightly and setting her hat aside, and her luggage. She went straight to the mirror with a Brush and started to fix the mess the hat had made of her mane. She stopped after a moment of gazing into the mirror.

"Miss Rarity..." She tried out the exact words they had used to describe her. She liked the sound of it. Miss Rarity. It had a ring to it that made her sound important. And that, she liked even more. She shook her head suddenly and looked around. "It's time to start..." She went to the door of the room, and left, her goal at the forefront of her mind.

She walked around canterlot until the lights were flickering on, and the moon was rising. She walked with her head low, and her hopes even lower, and entered a small building. It had a warm, yet low lighting to it, giving it a comfortable feel, and making anypony feel welcome. The Swinging Stallion. It was a Bar. Though, a finer one than most as it had food on the menu as well, the Seats at the bar were comfortable. Almost as comfortable as a recliner or a well padded chair. She sat quietly at a small table, and closed her eyes. A voice interrupted then and she looked up. One of the waiters stood above her, a menu in hoof.

"Would you care to have a Drink miss? Or perhaps you were wanting some Supper?" He asked her, setting the menu down. He had no paper to take any order, and seemed much more at ease than he really ought to be.

"Shouldn't you have something to take my order down on?" She questioned him.

"Oh that is not necessary. I have a very good memory, and simply find the paper and pen to be to slow anyhow." He replied to her, smiling at her. She looked at him a moment longer, and sighed.

"Very well then. I shall have a rhubarb Shake, and an Alfalfa salad with light dressing on it please." She said to him. He bowed and trotted away, leaving her to sit alone once more. She resumed her earlier position and laid her head down, closing her eyes. Another voice broke through to her as she sat there, and she opened her eyes to find a Stallion sitting at her table now.

"Excuse me Miss, are you alright?" He asked her. "I do hope I am not bothering you, but I just felt you could use some company as you were looking rather down, and I just couldn't bare to see somepony this way." He spoke properly. Keeping his eyes fixed directly on hers.

"Oh...Uhm...Yes, I am quite alright, thank you for the concern, I am just tired is all. I have had a long day, and wished to rest my eyes for a moment while I waited for my order." She replied to him, lying a little. He nodded and spoke up once more.

"Oh well that's certainly understandable, though, I am more speaking for when you entered. You looked as if you had all your hopes shot down. It was quite unbecoming of somepony such as yourself, as you simply look too beautiful to appear so sad." He continued to speak to her, talking as if he were her friend, or had known her for a long time. The flattery he spoke worked though as Rarity blushed lightly and looked away.

"Oh you are too nice, sir. But yes, in a way I have had my hopes shot down. Though I do not wish to bore you with the reasoning behind it as it is rather quite...Pathetic." She said to him, smiling a little.

"Oh it would be no problem to sit and listen to your story, you never know, it may just help you feel better. I say this only because I too, know how it can feel when nopony will listen to you, and you have nopony to tell anything to." His words gave the impression he knew what she was going through, and would understand. But if he did or not, wasn't really known. But, he managed to crack her, and she started to speak.

"I...I am not from Canterlot you know. I came here just this morning from Ponyville after spending some time thinking. I have friends, family, all of whom I love dearly, but I realized something. I spend so much time being chased by different Colts and Stallions, and never spend any time with any of them. I always act interested, or just plain ignore them. But I had never taken into consideration that I, Rarity, have never even been with a single one. I have always been too distracted by my own work that I just didn't care. You see, I own a fashion store in Ponyville, Carousel Boutique which I run on my own while my little sister lives with me and goes to school, so I never had much time to do anything anyhow. But when you realize that you have always been single, and could stay that way unless you do something about it, it changes the way you look at things. I love my friends more than anything in the world, but they won't always be there for me. And I simply cannot rely on my sister in the future as she will be busy trying to better her life, and I would never be able to forgive myself if she had to take time from her life to help me when it should be the other way around." She stopped and looked at him for a moment, and saw that he had been listening to what she had been saying the entire time. So, she continued. "So, this morning I decided it was time that I try and find somepony that is right for me. I decided that I would come to canterlot, and spend as much time as I could searching. Even if it led me farther away from Canterlot and my wonderful home in Ponyville." She finally stopped speaking and looked back at this mysterious Stallion, judging his expression and waiting for his reply.

The stallion had listened to her the entire time, and had started to think of what she was saying, when she finished, he smiled."Well, Miss Rarity, you seem to have come a long way just to find what everypony else calls Love. And quite frankly, I cannot see how somepony such as yourself, has never been in love. Why I would bet you that right now, somewhere in your home, Ponyville, is a special somepony who wishes they could be by your side. Certainly if you had lived here all your life, there would be multiple Someponies." He said calmly. "Though I do have a question for you, Miss Rarity. What if you had found that Special somepony you were perfect for, what would become of your sister and friends? Your sister who probably has no idea where you are right now. Would you go back to her to help her? Would you write to her even? Or would she have become another lost thought in your mind? One that you didn't think about until you saw her years later, or until something happened to her?" His question was a harsh one, but a true one. She couldn't just up and leave Sweetie Belle and Opal. And she couldn't leave her friends without even a goodbye, but then again, she hadn't planned on it, she had a thought that maybe the one she met here would return with her to Ponyville, but who was she kidding? And she definitely couldn't just move herself and Sweetie here to Canterlot. She had no home, no way to earn money, and especially no reason to call this place her home. She was a Canterlot mare in standards, but at heart, she was a Ponyville Filly. She started to choke up then and laid her head in her hooves, crying. He was right. She was wrong. He appeared shocked as she started to cry, and moved over to sit next to her, putting a hoof around her. "Oh please don't cry Miss Rarity, I did not mean to upset you with my questions, I was only trying to learn more about you, I never intended to say something hurtful." He said to her, holding her close. She cried for another 5 minutes until the waiter returned with her drink and salad, and placed it on the table. She would not have noticed if the Stallion had not removed himself from her seat and paid the Waiter.

"Y-you didn't have to do that for me Sir. I...I just needed a moment, and I would have been able to get the tab myself." She said through chokes of holding back the sadness. He chuckled and shook his head.

"Oh it was no trouble at all, in fact, that moment I came over, I intended on paying for your order." He smiled at her as he finished, and she just stared at him. Who was this sitting at her table anyhow? She had never met him in her life, but here he was, sitting at her table, and paying her tab, comforting her, listening to what she had to say, yet he knew only what she had told him about herself a few minutes prior. She was speechless. Nopony had been so generous to her ever. The idea didn't click yet that maybe he was the special somepony she was meant to be with. Not yet.

She looked down at the salad in front of her, just what she had asked for, Rhubarb shake, and an Alfalfa salad with light dressing on it. Ever so slowly, she levitated the fork into the salad, and got a small bit of salad, she brought it to her mouth and ate it, sitting up properly, chewing quietly with her mouth closed, and showing just how well she had trained herself at Etiquette. She set the silverware down, took a small quiet sip from her shake, then looked to the Stallion across from her. "So...I don't believe I ever caught your name." She said to him. He smiled and looked across the table at her.

"Oh my name is not that important, but I am happy to see you no longer appear quite so sad." he said to her,"When you are done with your meal, would you care for me to walk with you back to your home so you aren't out alone after dark?" he asked her. She looked out the window, realizing what time it was. She had been out from her room since 3:30, and it was almost 8 now. in just over 4 and a half hours, she had been from one side of Canterlot, to the other, looking around and searching for the perfect one for her, only to end up in a small bar with him sitting across from her. She had spent all that time just so he could find her. A light blush reached her face once more as he asked her again, sounding courteous. "Would you like me to accompany you back to your place here in canterlot Miss Rarity? It's the least I could do. And I don't want to leave you wandering the dark streets of Canterlot at this hour." She nodded slowly, then finally found the will to speak.

"Why that would be ever so generous of you and it would mean a lot to me as well." She replied to him, smiling a little more. He smiled and bowed to her.

"Well then, I shall just sit here and make small talk while you eat your meal, if that is alright." He said to her.

"Oh it is quite alright...You have helped me realize some things after all, and have even helped me a little." She replied, taking another small bite of salad. It wasn't a very big Salad, and she had it finished within 15 minutes of talking and eating. Her shake was gone in 5. When she was finished he stood and went to the door, and held it for her.

"I shall let you lead the way since I do not know where it is you are staying while here." He said to her, bowing courteously as she walked out the door. She didn't quite understand it, but she actually liked this guy. He was nice, he listened, he held the door open, and he was even willing to go out of his way and walk her to her room. The entire way back to the castle, they spoke. He would ask a question about her Boutique, her sister, her friends, and she would ask him just about anything. Where he was from, if he had family, what he did. The walk back to the Castle took over an hour, but by the time they reached it, she felt as if they had only been walking for 10 minutes. Time had flown by. And now that they were here, she didn't want to have the moment end.

"Would you care to come in and see the room I am staying in? Maybe even view some of my dresses I have made?" She asked him curiously, lightly blushing in the darkness, but the blush standing out on her white fur. He bowed again, and smiled.

"I would love to Miss Rarity." He replied simply, and followed her up the stairs. She opened the door, and let him in, following him a moment later. The lights in the room were flicked on and adjusted so they weren't to bright by a small dial near the door. And soon, the entire room was visible, her large luggage box, her hat laying on the bed, still looking spectacular.

"Here you have it, the room I am staying in. It isn't much. But, it's still comfortable and clean. Oh, and it has this marvelously comfortable bed that anypony can lay on and forget their worries." she spoke and went to her luggage, opening it and looking through,"So, is there anything you would like to see? Any style, that is?" she asked him curiously, looking back to him as he looked around.

"Not much you say? This is the Canterlot Castle. This is about as comfortable and luxurious as you get, and you say it's not much? Oh you must not know how much better this is than even my own home over in Canterlot Heights." He finally brought his eyes back to her and smiled,"Whichever dress in there is your favorite, I would like to see so that I can understand why you would love it so." He finally replied to her question, and took a seat in a nearby chair as she pulled out a dress and went behind a screen, putting it on. When she emerged, it was the dress she had designed, but that Fluttershy, Twilight, Dash, Applejack and Pinkie had made after she had made those awful dresses.

"This one I designed myself. But, under some circumstances, I was not the one who stitched it and made it into what you are going to see. That was my friends, for they did it to try and cheer me up because I felt my career had been ruined. But, it is still my favorite." She took a few slow steps out from behind the Screen and looked over to the Stallion and blushed again. He stood slowly and approached her, a look of awe on his face.

"This dress is the most stunning garment I have ever seen created. But, there is one thing, it would look less beautiful on anypony but yourself as only you can portray the wondrous beauty this thing can grant, and you do it Perfectly." He said stopping only a short distance from her. "I have been from one side of Equestria, to another, seen thousands of different dresses, and hundreds of thousands of mares, but not a single one, in any of those dresses could look as stunning as you do now." He finished, approaching just a little more. Rarity's face was red, she had never been so greatly complimented about anything in her life. She didn't know what to say, and when she did finally speak, it was just her confirmation.

"I....I don't know what to say....Thank you....So much..." she spoke, a few tears of happiness falling down her cheeks. He was right there as they did, wiping them away, they looked at each other for a moment, staring into each others eyes before he leaned in and kissed her gently on the cheek, then kissed her fully. They both closed their eyes and allowed the kiss to overtake them. They stood there for a couple minutes kissing before he pulled away and looked down, smiling and blushing himself. Rarity remained motionless for a moment, her eyes still closed, and when she opened them, she felt as if she were looking at somepony different. Like he was somepony she knew very well, and had known for years. She no longer saw him as somepony who had random started to speak to her earlier. He chuckled then and she blinked. "Th-that was wonderful...." she said to him quietly. To say the least, it was her first kiss, her first REAL kiss. And now....She wanted more. She wanted to kiss him again. But she refrained, keeping her poise perfect and clean.

"Well Miss Rarity, I do believe this is the first time I have ever allowed myself to lose control like that and kiss somepony like that without warning or Care. Please, forgive me for I did not mean to do that." He said to her, trying to apologize for his sudden actions. But Rarity did not hear him. Instead she stepped towards him again, and kissed him this time. Showing him that she did not mind what he had done. As she finished kissing him, as she kept it short this time, she felt her body becoming hot. Was it the dress? Was the room just hot? What was it? She had no idea, but she also felt an itch. One that seemed insatiable. And though she wanted to make it go away, she had no idea as to how. She looked almost confused. "Miss Rarity....I have never said this to anypony. In all my life, I have never even though of it. But, I think, in the short time since meeting you just only a few hours ago, have fallen absolutely in love with you. Most say love takes time, but when one is presented with the perfect circumstances, it can be quick. I daresay that I almost don't wish to be here any longer as I may not be able to control my own body. If I could not stop myself from kissing you so, would I be unable to stop myself from doing anything else?" He seemed to question himself more than her. But a spark ignited in her eyes.

"Well...It would seem that is an unwanted end to such an amazing night...And I would love for this night to continue..." She said, her breathing increased. She then realized what he meant about not being able to control his body, and the pieces fell together. This feeling she had, this warmth she felt. She wanted him. She wanted to be with him in every way possible. And right now, the way she wanted most, was physically. She looked into his eyes, and blushed once more before her eyes turned away, and her horn glowed lightly. "Well...Perhaps there is a way that we could keep the night going..." She said to him quietly. Her horn glowed a little more, and the dress started to twitch. She walked towards the screen and was about to go behind it. "You know...I have never done anything with anypony like what I am about to propose to you...So...Please don't look down on me for what I am going to say..." She went behind the Screen, and when she walked out, the dress was no longer on, her mane was allowed to flow a little more naturally, and all she had left on from the dress were some silk socks on her rear legs, she approached the bed and then turned and looked towards him. "Would....would you join me? If...if even for only a night?" She asked him, and a silence fell over the room. He had watched her go behind the screen, and when she walked out on the other side and stopped by the bed, he had realized she was feeling the same as he. And now, he was happy that he was just a Simple Earth Pony, and even then, he was getting uncomfortable, but for different reasons as he looked at Rarity who now only wore white, silken socks.

When he finally spoke, it was shaky, but absolute. He approached her, and looked her directly in the eyes,"Miss Rarity of Ponyville, it would be my honor." He finished speaking, and gently kissed her, closing his eyes, letting all his feelings he had accumulated go into this one kiss. This kiss lasted longer than the first. As it played out between the two, the slowly moved towards the bed, climbing into it. He removed his jacket and vest before they reached it, making himself bare. He kicked his shoes off as they lay there kissing for a moment before they finally stopped to get air. He looked right into her eyes, and saw the same lust he had staring back from them. Before he could look any longer, she started to kiss him again, obviously unable to keep control of the feelings she held now. He didn't mind. He allowed himself to straddle her, standing somewhat, above her on the bed, kissing her as she lay beneath him. She slowly reached up, and pulled him down into a tight hug as she continued to make out with him, pulling him against her, and pulling his Colt hood against her body where she could feel it throbbing a little. She could also feel the heat coming off his body as his own body temperature had risen like hers. subconsciously, her horn started to glow again, and the light's shut off completely before the lamps next to the bed flickered to life dimly and allowed minimum light so they could still see each other. The curtains around the bed fluttered shut as their strings untied, and closed off the bed. One final thing she set into motion was a small music player across the room which played quiet, gentle music now, setting the entire mood perfectly.

Now held against her, he had no way to even try and hide it. Ever since they had finished kissing the first time, he had started to get hard, and now it couldn't get any harder. The hormones she gave off made it absolutely impossible for his own body to ignore and calm down. So, he went with it. He kissed her more as she hugged him into her, felt her soft fur against his own, and could tell the difference in just how much softer she was from his increased sense of feeling. He barely noticed her workings around them as they kissed, but didn't care much. Then a moment came when he finally pulled from the hug and the kiss and looked down at her, her eyes half open, a seemingly permanent blush on her face, and a look that said she wanted more. He looked down and situated himself for penetration, and looked back into her eyes, he kissed her again for a moment before slowly easing his hard Shaft into her Tight slit. Amazing. That's all he could think of. The feeling he got the moment he started to enter her was just simply amazing. There was no feeling in the world that could be better than this.

Rarity looked up at him the moment before he pushed himself into her, then gasped sharply when he did. It hurt. But at the same time....it was the most wonderful feeling she had ever gotten. Every millimeter he went in hurt more, but also brought new waves of pure ecstasy and happiness. She closed her eyes tightly as he continued to go in farther, the pain almost overcoming the good feeling, and then...he was in. Completely. The pain was still there, dull, but now it no longer even came close to the wondrous feeling. He kissed her again for a moment after he was completely in, and started to pull back slowly. The motion brought more pain, but this time, it was nowhere near as bad as the first. Once he was almost all the way out, he pushed back in, and started a rhythm. In. Out. In. Out. The motion slowly made the pain go away as her Pussy stretched and became accustomed to him being in her, and then, there was nothing by pleasure. Pure, unbridled pleasure.

He started to slowly accelerate with the motion. At first, he kept it at the same slow pace, but when he pushed in and out faster, it made the feeling increase. He soon was going at a middle pace. He looked into her eyes again, seeing the same as before, and started to kiss her again while continuing the motions. Slowly but surely, he gained speed, going faster and faster, kissing her the whole while. Both slowly started to get labored breathing as he continued, but neither paid it any mind. He kept going. Eventually the two were breathing heavily, unable to keep the kiss going steadily. Both were sweating, and he was going at his limit, he could go no faster.

Slowly a feeling started to form in her gut. Rarity could just feel it. She didn't understand this feeling until it started to grow and turned into an intense pleasure, far greater than anything she had felt since they started. It continued to grow, but she tried to hold it. Then a moment came. She felt her entire body become so overtaken by a feeling that she couldn't even begin to describe. She felt her whole body fill with heat before she felt it become almost powerless as she felt a warmth spreading across her inner thighs and even under her Flank. The point she had reached was the most perfect moment of being she had ever been to. The point where pleasure peaked and took over her. She lay there once the moment was passed, unable to move at all. She had no strength, but she felt relaxed now, completely relaxed.

He continued to go, watching her expression change from high pleasure, to shock, to happiness. At the same time, he felt warmth gather around his hard Shaft and spill out around it, he felt as the stickiness from it got into his fur and soaked him. But, after a moment, his mind was elsewhere as he started to feel himself reaching a point that he would be unable to resist. He was reaching his climax as well. Lasting only a moment longer than Rarity had. He continued to thrust, almost out of energy and strength, keeping the speed fast. He felt as Rarity continued to cum even though her body had almost shut down from the overexertion. And from nowhere, his own strength failed, and he too had a feeling of perfect pleasure take over his body, and felt as he pumped his own warm cum into Rarity.

Rarity Gasped as he climaxed into her, and felt the heat enter her. Just this feeling seemed to set her off again as she released a new wave of juices onto him. Once his own moment was over, his forelegs started to shake, he couldn't hold himself up any longer, and collapsed, laying on her. They both took a few moments to catch their breath. He managed to roll off her and lay next to her, but that was as far as he was able to get. His body was completely relaxed now and his mind was everywhere. Rarity, still laying in the same position, her forelegs held up a little, resting limply above her chest, hind legs still spread to the sides, and her slit still leaking slowly as he body slowly calmed.

It took a good 15 minutes before either one of them spoke. The first was Rarity, who slowly turned and lay putting a foreleg across him, and sighing. "We....That....Wow....that..was wonderful...More than that...But..but I can't explain it..." She stopped and looked up slowly at his face to see his expression and there was just a smile there, small, but showing how happy he was now.

"I..I don't think we have a word to describe that....And as you said...I can't explain it either." He said, looking down at her, and kissing her nose lightly. They both had no energy. When Rarity looked at the clock, her eyes bulged a little. They had arrived at the room at just after 9. She figured they had started about 9:20. It was now almost 10:30. They had been going for just over an hour. It had been an hour of bliss. She smiled and returned her gaze to him, kissing him back, also on the nose, and snuggling against him. She fell asleep almost instantly, and slept hard, but comfortably. Her dreams were peaceful. He wasn't much farther behind her in sleep, he lay there for a few moments after her breathing changed, and her body became more relaxed. He brought his hoof gently down her back before he smiled and sighed. He closed his own eyes and allowed Sleep to take him as well.

The morning came and brought it's gentle light through the curtains of the bed. filtering it into a lazy green. Rarity slept quietly, lightly breathing, a blanket thrown over her...although the blanket was still wet, it kept her warm. She slowly started to stir as she lay there, and finally yawned and stretched, opening her eyes slowly. She was shocked when she found nopony with her. She jolted up and looked around the room, opening the curtains and looking out. Nothing. Just her luggage, and the dress put on top of the screen. She let a small whimper escape her mouth. She quickly stood from the bed, and only then realized she was still an absolute mess. Her fur was matted down. The fur on her inside thighs of her hind legs sticky and matted the worst. But the horror of being so unkempt quickly passed when her mind returned to the matter at hand. The Stallion was gone. All his stuff, gone. The only different thing was a scroll on the desk next to teh bed.Rarity approached it slowly and rolled it open, reading it to herself.

Dear Miss Rarity,

I do apologize for leaving before you wake, but I had other matters, and did not wish to disturb you. I also did some thinking this morning as I lay in bed while you still slept. You are too good a mare for I. I would never be able to keep somepony such as you happy, or comfortable, even if you required nothing, I would never feel like I could ever amount up to your standards. You may not understand this now, but I am giving you something inside. You will be happy in the future that I left as I know that somewhere out there is somepony perfect for you. One who could keep you absolutely happy, give you all you want, and love and care for you. I would not be able to do this because of what work I do, but just know, you will always be the most beautiful mare I will ever have had the honor of meeting, and wish for you to know that I will never be able to love another pony as I love you now. It is with great pain that I write this note and pull my vest on to leave, but, it is for the best. But, it is with happiness that I kiss you as you sleep, and keep the memories forever of the night I got to be with Miss Rarity.

With great love,

Whinter Wind

The note brought tears to her eyes as she read the letter. She smiled warmly as she read it, and started to cry quietly. She started to roll it up before she saw something fall from the end of it, and onto the floor, slowly, she picked up a small white square, and found it to be a picture of Whinter, sitting there smiling happily in a white Tux. He had left it for her. As a keepsake for her to hold onto so she'd never forget either. And, she knew with or without a picture, she would always remember that night. She sat and cried for a good thirty minutes before finally going and cleaning up. When finished, she removed the blankets from the bed, and put them in a pile next to it, having the dryest part facing outwards. She gathered her luggage, and found her hat sitting on a table neatly. She took it, and placed it on her head before heading out the door, and heading home.

The train ride home seemed to take less time than the ride there, though she knew it took just as long. When she arrived at the station in Ponyville, she placed her luggage on the ground, and looked across the town towards her Home. She pulled the photo from under her hat and looked at it once more. "Thank you Whinter....I may not have gotten my goal...But you helped me understand more about myself....You helped me in a way nopony could..." she said quietly before placing the picture back under her hat, and taking her luggage, heading back home, and back to her life. Back to her sister, and her Friends, who, combined, she felt happy to call her family...

Chapter 2

Rarity jolted awake, her breathing labored, sweat covering her face and mane. She shook her head, dispelling the thoughts flooding it right now. What was wrong with her? Why was she having this dream so often now. And why did it keep waking her up at these ungodly hours of the morning when she had to get her beauty sleep? She couldn't figure it out. But this time was twice as vivid as before, and this time, her mind hadn't had any holds on her bodies reaction. Her entire bed, and nethers were now soaked. She groaned quietly and fell back into the pillows for a moment, closing her eyes, and thinking to herself. *Oh good job Rarity. Now look at what you've done. The bed is an absolute mess, and so is your lovely mane. Ugghh.....What next? Wake up yelling his name? Or worse? Wake up yelling something very....unladylike, and wake up Sweetie Belle? No. I cannot let that happen. I shall not!*

She lat there for a few more minutes and got up, deciding that she was not in the mood to be laying in her own mixture when she just wanted to sleep. She slid out of the bed, and landed on the floor before checking the damage. Her blankets were totally soaked. There was even a small puddle of the milky liquid. And as for herself? Her hind legs were soaked completely, and sticky. In fact, it was all still warm, meaning the excitement had caused her to wake up not long after. But it wasn't the constant dreaming of having sex with Whinter that caused her to wake up. No. It was much bigger than that. Every time she woke up was when she would look over to Whinter after they had finished and he would be gone. It would always wake her up. Every time, she would be breathing heavily and sweating as if she had really just been with him. But she knew that to be false. She sighed again and lowered her head, taking off at a brisk trot towards the bathroom, bringing the entire bed cover set with her as she went, levitating it all behind her.

She turned the hot water on upon entering the bathroom, filling the tub to bathe. Dropping the blankets just inside of the door, and going to the tub, she waited patiently for it to fill. Once to the level she could enjoy, she stepped in, and allowed her body to relax. After ruining her sheets like that, she had become very tense, all muscles seemed wound up tighter than a spring. But now, she felt better. Though, she still felt like she'd run the Running of the leaves many times over. Her thoughts slowly drifted to the dream once more, and she let the thoughts take over. She lay in the tub over 40 minutes, and just thought. Why did she keep having the dream? That was the question forming over and over in her mind, clouding all else out. She came to a final decision before getting up and out. "That is it Rarity. This is obviously going to keep happening until you do something. So I must return to Canterlot, and find Whinterwind once more. Lest I wish to keep ruining perfectly good bed sheets like that..." She said quietly, glancing at the pile of cloth. She sighed again, and got out, draining the tub.

She returned to her room with a clean, dry set of sheets and blankets after drying off and combing her mane. Within a few minutes, she was off to sleep again, thoughts of packing and traveling on her mind. And, in the very fore front, thoughts of the Colt she had met, smiling and talking to her, being a perfect Gentlecolt, and being all she had wanted...

The sun rose a few hours after she had fallen asleep again, bringing with it the sounds of Sweetie Belle and her friends, Apple Bloom and Scootaloo running around, making a mess. It was the weekend, meaning they were going to be there for hours trying to come up with ideas to get their cutie marks. Rarity sighed as their voices reached her room and woke her up. She turned over, and looked across her room, still dazed from sleeping when a small knock came at the door. She groaned again, and got up, putting her slippers on, and going to the door. She barely opened it and looked out to Sweetie Belle and her friends standing there. "Yes girls, what may I help you with?" She asked them, trying to sound pleasant about the disturbance.

"Ummm Rarity, why is there a pile of your favorite Blankets laying in the bathroom smelling like...I don't even know what it smells like...But it kinda stinks. And it's wet." She said to her. Rarity's face blanked for a moment before she blushed and tried to think of a reason why it was there.

"Well girls, uhh, I spilled something on it last night and it just soaked them right through. And since I didn't want to start washing them at such a late time, I had decided to place them in the bathroom so they wouldn't soak anything else." She spoke somewhat shakily, as she had completely forgotten about them, and whats worse...She had forgotten about the curiosity that the three ponies always had when they found something weird. But as far as she could comprehend. But, a moment later, she realized she was wrong.

"But what did you have in your room that is sticky? And why are you always saying I can't have anything in my room because I'll spill it when you are the one doing it?" Sweetie asked her older sister. "Because it isn't fair Rarity." She finished and waited for Rarity's reply, whom, at the moment was busy trying to think of a reason when it came to her suddenly as to why that reason was, and what she had.

"Well Sweetie Belle, the reason is because it is my home, so it is my rules. If I choose to bring something to drink to my room I may because I own it, and if I say you cannot, then you must follow my rules as they don't apply to me, but only to guest's and others living here. And as for what I had, it was a drink that had sugar in it, thus why itwas sticky. As for the smell, I couldn't be sure. But, now if you girls would excuse me, I need to straighten up, and prepare for the day, and I can't possibly do that if you keep asking me questions." She finished speaking and closed the door before Sweetie could speak again, and before the other two could ask their own questions.

The moment the door was shut, Rarity started packing, locking the door so the girls wouldn't enter the room to disturb her. Of course, she made sure her mane was at least presentable. She would comb it in much greater effort and detail later before she left. Packing was fairly easy as she had decided she didn't need much, she didn't plan on staying more than one night unless absolutely necessary, in which case, she made sure to pack a few extra dresses. She finished after about an hour of deciding and packing, then repacking. Of course, she wished to have other dresses, but didn't want to over burden herself. Now she had another mission. Ask Twilight a question. The same question as last time.

Rarity left Carousel Boutique after taking a short time to make some breakfast, and comb her mane and tail. She went directly towards the second largest building in the whole town aside from Town Hall: The Library, home to Twilight Sparkle, one of her best friends in the whole world. She trotted through the town, looking around to see if maybe Twilight was about, but did not see her, so continued onwards until reaching the door of the tree house. She knocked 3 times, and waited quietly. Spike answered.

"Oh hi Rarity! What are you doing up so early?" He asked her. "Twilight's not even awake yet! Though I was about to wake her up when you arrived." He finished, allowing Rarity to speak.

"What ever do you mean Spike? It's not that early because 9 A.M. is hardly early." She replied to the little dragon, looking at him slightly confused.

"Yeah but it's the weekend, and Twilight always sleeps in on the weekends. Plus, I'm usually not awake until 10 myself most weekends." He said to her. He stepped to the side, realizing he had not invited her in at all, and waved his hand in a circle before stopping it, palm up, and pointing in as he bowed his head, being a Gentle-dragon about it. Rarity stepped in past Spike, kissing the top of his head as she entered to thank him. For a moment spike's mind went blank as she kissed, but he shook it off and ran in after her, letting the door shut. "Let me go wake Twilight up!" He told her, taking off up the stairs to wake the sleeping mare.

Rarity stood there for a few moments as spike went and got Twilight. a few times she heard him try and reason with her, and heard her reply to him groggily before he finally convinced her to come down. The steps creaked a little as Twilight slowly walked down the steps, still half asleep. She got to the bottom and looked up on her way to the kitchen, seeing Rarity. "Oh hey Rarity. I didn't know you were here." She said after yawning again. "Spike didn't tell me, that must be why he woke me up so early." She continued into the kitchen,"Would you like some tea or something?" She asked, stopping just before entering so as not to be rude.

"I don't see why not." She replied, tossing her mane a little and accompanying her into the kitchen. Twilight moved about for a few moments, preparing the tea.

"So what brings you over to my house at such an early hour on a weekend Rarity?" She asked her while preparing the water and the tea leaves. She had 2 plain white cups sitting on the counter, ready and waiting for the finished tea to come.

"Well Twilight, I had a request to make. It's the same as last time...well....one of the last times. I was wondering if you could help me get into the room in the castle again." She asked her curiously, taking a seat at the table. Twilight turned around and looked at her, smiling.

"Well I could certainly try. You must be getting much more popular with your styles with how often you are taking this trips." She replied,"Albeit the last trip was a while ago, but still. I will need to ask Princess Celestia as you know, but I'm sure, once again, that she wouldn't mind. Though she did say that you didn't go say hello to her last time you were there. So perhaps while you are down there you could stop in and see the Princess?" She asked her, looking away from the heating water.

"Oh but of course I could. All that was needed was to ask and I would have done it last time." She said to her. "So yes, this time I will go visit the Princess upon arrival." She assured her. Twilight smiled and returned to the tea for a moment, putting the leaves into the metal pot, and letting them steep for a few minutes. She then turned back to Rarity.

"Also...The Princess wrote that you had left the room quite messy and said it was unlike you. I have never known you of all ponies to leave a place messy Rarity. What did you do to the room for Celestia to make a note of that to me?" She asked her, looking a bit perplexed. Rarity looked over at her, a bit surprised by the second thing the Princess had written about her. But it seemed she hadn't written how bad it was, thankfully.

"Oh that? I ummm...I must not have been paying very much attention. I did have a busy time after all, and was very tired when I left, so my eye to detail and neatness was not at its best." She lied, hoping Twilight would fall for it. Hook, line, and sinker.

"Oh well, hopefully you are able to get a little more rest before you return, because traveling when that tired can be bad, you can miss your stop then!" She said laughing a little at the end, and straining the tea leaves before pouring the now steaming ready tea into the 2 cups, and levitating them to the table, along with the sugar and a spoon. She place one in front of Rarity, and put the sugar bowl in the middle of the table before joining her, sitting just across the table. "So, shall I have Spike send out a letter then?" She asked her. "I'm sure he wouldn't mind. Would you Spike." She said in a louder voice, looking down at Spike who was standing in the doorway behind Rarity, looking as if he were in dreamland. He shook his head and looked at Twilight when she spoke to him.

"Huh? What? Oh! Sure, I can do that." He said, acting proud to be writing a letter to Celestia about Rarity. He promptly pulled a Quill and Parchment out, and stood, waiting for the letter. Twilight recited it off to him, and within 2 minutes, he was sending it off, and waiting for the reply.

"Thank you Twilight. This means a lot to me, you helping me get a room and all, I just don't know how to make it up to you." Rarity said to her, realizing Twilight had always been willing to do just about anything no matter what it was, and without ever wanting anything in return.

"Oh you don't need to do anything Rarity, I mean, after all, you're the one who I have to thank for the lovely dresses that I own. And hey, it's what friends are for right? Helping friends out?" She smiled and took a sip of her tea, adding some sugar while they waited for the reply. It arrived after a few more seconds of sitting there and talking a little more. Spike caught it, and unrolled it before reading it aloud for the two mares.

"Ahem...

Dear Twilight Sparkle,

You know that Rarity is always welcome in the castle, and that there will always be a room open for her, yourself, or any other friends of yours. And, that any time they wish, they may come down and stay for as long as they need, or want. Though by now I figured you should have known this after all you 6 have done. Perhaps it is almost time for you all to visit again.

Yours,

Princess Celestia."

He stopped for a moment, and waited for them to speak, and turned the note over a few times. "That's all it says." He finally said to the two. Twilight smiled and looked over at Rarity who let loose a small sigh of relief.

"Well this is just wonderful. Though I do much like asking before hand as it is only polite and proper." Rarity said after a moment of silence. "But I do suppose it wouldn't hurt to go down there and ask the Princess directly from time to time, would it?" She said, not really asking either of the other two, but more asking herself. Twilight shrugged.

"I don't see any problem with either. Personally, I am like you, thinking to at least give her notice before going there. But I kind of like her idea of all of us going to Canterlot. Then we could all go down there, have some fun, talk to the princess and more! There is all sorts of stuff we could do! And I could even make a list of things. Oh it would be so fun! Hey, how about we all go down today! I'm sure the Princess would appreciate it a lot." Twilight started rambling, going on about the preparations and what would need to be done, what they would do, and a multitude of other things. Rarity just sat there quietly listening, but also, thinking of how she could look for Whinter if she was going to be hanging out with her friends as well. But an idea came to life.

"Oh Twilight darling, I have a wonderful idea! What if we had a Mares night out on the town afterwards and went to some of the clubs or bars or something? I know we have never been in them really, but you never know, it could end up being very fun." she said to her. Twilight appeared in thought for a moment before shrugging.

"I don't see why not. I mean, hey, we all have to go to one sometime right? Why not go together." She said to Rarity before standing and going towards the kitchen door. "I'm going to go get cleaned up and then we can go get the girls!" She told her before leaving her alone in the kitchen. Rarity sighed and laid her head on the table a moment.

"Oh Rarity what have you gotten yourself into?" She said to herself.

"What do you mean Rarity? Is something wrong?!?" Spike chirped up. Rarity jumped out of her seat. She had been completely oblivious to spike being in the room still, and had not been expecting anyone to say a thing to her.

"Oh it's nothing to worry yourself over my little Spikey Wikey." She said to him smiling her wonderful smile that always sent him into a trance-like state of pure happiness.

Twilight hadn't been long, and had come down after only 10 minutes, finished her tea while trying to start some small chit chat with Rarity as she made a list of things to do. Then, when both were done with their tea, they set off to get the other four."So first I think we should go to Pinkie' and then to Fluttershy's. Then we can go get Applejack and lastly Rainbow Dash. Oh this is going to be so fun! When they are all ready, we can all meetup here with our luggage and go to th train station together. What do you think Rarity?" She asked her, looking over to her as they left the Library.

"Oh that sounds like a simply wonderful plan Twilight, but what if we split up and each got two? I could get Pinkie and Rainbow Dash, and you could get Fluttershy and Apple Jack." She suggested. It would get everything done faster, and they could make the second train if done right. Twilight thought again before nodding and agreeing. The two split up and were off. It took Rarity only moments to get to Pinkies place, but the pink pony, being who she was just wanted to talk her head off, offer her cake, and other sweets, and even sing a good morning song to her. After 20 minutes, Rarity finally got to speak and told her what she and Twilight had talked about. Pinkie being Pinkie grabbed her party cannon, and started following Rarity to Rainbow Dash's. It was a decent walk, by the time she arrived, Twilight would have gotten to Fluttershy's.

"RAINBOW DASH!!!!WAKE UP! WE'RE GOING TO CANTERLOT!!!!" Pinkie shouted up to her home. She sat there a moment, waiting for a reply that never arrived. Then she got serious. "RAINBOW DASH!!!! COME OUT HERE!!!" She yelled again, pulling the party cannon out, and firing it at her home, throwing confetti, bows, ribbons and everything on, and through the home. Inside Rainbow Dash was heard screaming as the sudden "explosion" closed over her home and caused it to shake.

"Pinkie Pie! What was that for!!! What if you had hit me?!? Then how would I be able to practice my flying?!" She exclaimed, coming out the front door and looking down at the two. "Why didn't you just knock?" She asked, completely oblivious as she was still calming down...and waking up.

"Oh don't be silly Rainbow Dash! You know confetti, sparkles, balloons, and pin the tail on the donkey can't hurt you!" She replied, laughing. "And I don't have my flying spinny up machine with me or else I would have knocked silly!" She replied to the second question. Rarity looked at Pinkie and Dash, stepping back towards Pinkie pie now that she had once again put her cannon away and it was safe to be near her without having to worry about her mane being ruined.

"Oh Rainbow Dash! Could you please come down here for a moment? I have something to tell you." Rarity called up to the cyan and rainbow colored pegasi, who joined the two on the ground without a seconds hesitation. Rarity then began to tell her the same thing she had told Pinkie about what she and Twilight had come up with. After a moment, Rainbow Dash nodded and agreed to go with, thinking it would be fun. Rarity then looked at the two, and told them to pack anything they may need, and to meet her and Twilight at the Library with the others. With that, she bid them farewell as Pinkie left to get more confetti, and Rainbow flew up to her home to patch it a little, and to pack some things. Rarity herself returned to her own home, and grabbed her luggage. Thankfully the 3 fillies were no longer there, so she posted a note on the table like last time for Sweetie Belle to find, and left.

When she arrived back at the library, the other 5 were just getting there as well. First was Rarity and Twilight. Then Fluttershy, Rainbow Dash, Applejack and Pinkie Pie. When they had all arrived, they left to the train station, and hopped onto the next train.

It wasn't long until the other 5 were babbling away about what they were going to do. Rarity, having other thoughts on her mind, did not partake in the planning as much. Though the other 5 being there did make the trip seem much shorter because she actually had somepony to talk to, unlike the time before where she had just stared blankly out the window. Occasionally Pinkie might do something that amused her, or Twilight would ask her a question. Sometimes Rainbow Dash would even go out and fly next to the train just to stretch her wings over the 2 and a half hour trip, and each time, she would entertain them with tricks. But eventually the train rolled into the station, and they all got off. Twilight had decided to surprise the Princess by not sending her another letter saying what they were doing, so she wanted to get to teh castle ASAP.

"Ok, so, first we go to the castle, and leave our luggage in the entry Hall, and ask to see Princess Celestia. And when we walk in, we all shout surprise." Twilight said to the other 5. They all nodded, even Rarity did. So, they set off heading for the castle. The entire time, Rarity looked around. Looking high, low, left, right forward and backwards. She looked everywhere. What was she looking for? Whinterwind, or even a sign of him. But, the entire way, she saw nothing. They arrived at the castle and went inside, leaving their stuff in the main hall as planned. After they discussed with the guards their plans, the guards had their stuff taken to their rooms, and they went up to start the list. It was a good 20 minute walk to the Throne room where Celestia was, but when they arrived, they all ran in shouting.

"SURPRISE!!!!" They had practiced on the way up silently, that way they could all yell in unison. Now, whether or not it surprised Celestia, that was a different matter, but she greeted them all nonetheless.

"Hello girls. I did not expect you to take my letter so seriously Twilight, I did not think you would decide on something like this on such short notice. But, then again, I can't seem to ever be right on what you girls are doing any more. But regardless, it is a pleasure to see you all here, and I hope that you are all enjoying your visit so far." She said to them, smiling warmly. "So, did you girls just come for the day? Or did you plan on staying for a night or two?" She asked them after a moment.

"We actually came to have a fun day out, followed by a mares night out. We even have a list of what we are going to do! And the first thing on the list was to surprise you!" Twilight exclaimed. Pinkie cheered loudly as she finished. Celestia smiled and laughed a little.

"Well then, what are you doing here, go out and have fun, it's a visit to Canterlot, something you don't get to do often, so try and spend as much time doing what you want to do while you can." She said standing and walking towards them. "All I want to say to you is don't get too crazy. Night's in this city can be very strange at times, and even dangerous." She finished before turning away. The 6 bowed before she did and all turned away, leaving and going out to have their day of fun before having a mares night out.

It was about 8 when the 6 got back to the castle. All worn out from going all over Canterlot and doing the many things it had to offer as far as experiences and fun went. They all went to their rooms, preparing for their night out. Within 30 minutes, all but Rarity were ready. Rarity spent an extra 15 minutes prepping her mane, and getting a light dress on. When she arrived, she brought with her the scent of light roses.

"Wow Rarity, were just going to a club or a bar. No reason to get all fancy and dressed up for it is there?" Twilight asked her, but shrugged,"So, do any of us know the name of any bar, or club?" She asked. The other 4 shook their heads, but Rarity stood there for a moment.

"I know, but a pony must look her best at all times should she not? And as for bars or clubs, I know one called The swinging Stallion. I saw it earlier today while we were walking around. Though I did not say anything at the time because I thought it would be rude to interrupt you guys while you were having fun." She replied. The other 5 looked at each other and nodded before looking back at her.

"Well then ah guess you should lead the way sugarcube. Since you're the only one who really knows the place and such." Applejack said to her. The other 4 nodded their agreement, and Rarity smiled and started walking.

"Well keep close then girls, don't want anypony getting lost on the way there." She kept a brisk pace, staying just ahead of them. Her excitement growing as she led the way. The others talked and laughed about what they had done today. At one point, they had gotten Fluttershy to kiss another pony by telling her to close her eyes, and having somepony kiss her. She had screamed but after the moment had ended, she had been laughing with them, harder than even Twilight.

"Hey Rarity, how bout when you ate that thing after we told you it was a slice of bread?" Rainbow Dash asked her. "I don't think I could even fly near as fast as you ran when you found out it was an old cow pie." she finished, laughing hard. Rarity's stomach turned a little, but she kept her face appearing happy. The others started laughing as well, but after a few more jokes and stories, they arrived at the Swinging Stallion.

"Well, here it is girls, the Swinging Stallion Bar and night club. Shall we go in then?" Rarity announced. The others cheered and went inside to find the club in full swing. Ponies were jammed in, and more were arriving behind them. Rarity immediately went to look around at all the ponies in the room but couldn't tell if Whinter was there. There were too many ponies. "Well Rarity, you must persevere and be patient." She told herself. As she went to find the girls, a voice called to her, male.

"Oh my goodness Miss Rarity is that you?!" A white stallion came running through the crowd, gently pushing his way through the crowd and arriving to her. "My word it's been months. And I certainly did not expect to meet you in the same place, especially since you live so far away. I had considered myself luck to have met you before when you were only down for a short time. And yet here you are again, same place, just at a busier time! Oh this should be fun." As he spoke, Rarity just stared at him, her hearing becoming muted, and her mind focusing on one thing. She realized now what her dreams had been telling her. She was absolutely in love with this Colt, and her subconscious was trying to convince her of that. "Miss Rarity, are you alri---" Rarity interrupted him because she couldn't hold herself any longer. She pushed herself to him and kissed him, stopping his sentence dead. Whinter was taken by surprise by this. But, he gave in and kissed her back. When Rarity was done, he stepped back for a moment,"This is certainly not what I ever expected if I was to meet you again. I actually thought you were going to be quite upset with how I left you last time. But I swear it was all for a good reason." He tried to tell her.

"How could I possibly be mad at you after you were the first Colt to listen to me and not just look at me for my looks? You made me feel complete. It actually made me sad when I awoke with you gone because I thought I had found something special." She told him. "And up until recently I tried to tell myself that you had a perfectly good reason, but I have been dreaming, and the dreams were making me go insane slowly. I couldn't bare to be without you any longer Whinter." She said to him, looking straight into his eyes. The emotions she felt could not be explained by words. She felt alive. She felt happier than ever, just like before. She continued to look straight into his eyes, but a moment later, a voice broke her concentration and took her attention away.

"RARITY!!!! Hey Rarity where are you! It's time to star the Partay!" Pinkie shouted out over the crowd just as the music started up. A special guest tonight played the music. Vinyl Scratch. The speakers started to vibrate, and then the subs kicked in, vibrating the building. Then pinkie shouted again,"RARITY!!!!" She called out. Rarity looked back to Whinter who was looking at her warmly, she blushed and looked away.

"My friends are calling to me, would you care to meet them Whinter?" She asked him, facing towards Pinkies Voice. He nodded and smiled.

"Lead the way Miss Rarity." He said to her. She walked through the crowd, leading him there as the ponies around them started to dance and drink. It took a good few moments to reach them before she stopped and he followed her to the table that the other 5 sat at.

"Girls, I would all like you to meet somepony I met the last time I was here. This, is Whinterwind." She said, stepping aside and allowing him to walk up and bow.

"Good evening ladies, my name is Whinterwind. It is a pleasure to meet the friends of Miss Rarity here." He said to them. They all looked at him, then back to Rarity. The only one who did not look back to him immediately was Twilight. She caught the Gaze of Rarity's inspecting look, as if she knew something the others didn't.

"I'm Apple Jack, it's a pleasure ta meet ya Mr.Whinter." Applejack said.

"Hi! I'm Pinkie Pie! How did you and Rarity meet? Did she sell you a Tux? Or maybe she sold a dress for you that you got for someone else! Wait! Maybe she me--" Pinkie started to go into a ramble, but Rainbow Dash cut her off.

"I'm Rainbow Dash! Fastest flier in Equestria, and the only pony to ever do a Sonic Rainboom!" She said to him.

"I'm....I'm Fluttershy." Was the only response Fluttershy gave. All that was left was Twilight who kept Rarity's gaze a moment more before smiling a little.

"And I am Twilight Sparkle. Pleasure to meet you Mr.Whinterwind." She said to him, bowing her head Courteously. Whinter bowed back to all of them, smiling.

"Well it is certainly wonderful to meet you all. And, I supposed I should get going so that way you may all enjoy your time together here." He told them all smiling.

"Well why don't you join us? I mean, it wouldn't be any hassle would it girls?" Twilight suddenly spoke up, asking the others. They all shrugged and shook their heads.

"Well ah don't see why that'd be a problem, go ahead an join us Mr. Whinter." Apple Jack said to him. Rarity moved over and sat next to the girls, and Whinter sat next to her. A few moment passed where they sat there quietly, unsure of what to say. A waiter came up and took their orders of drinks, and all of them, feeling unsure, aside from Whinter of course, just ordered something random. When the waiter left, Apple Jack decided to speak up. "So Mr.Whinter, whaddya do fer a livin, if ya don't mind my askin that is."

"Oh it's no trouble at all. I actually own a refreshment restaurant here in Canterlot. One of the most successful, actually. It's called the Chilled Hoof." He told them, sounding quite proud of his business. They all looked at him, their mouths wide open.

"Y-you own that place? But it's so fancy and wonderful! The drinks were amazing! We were there just earlier today." Twilight exclaimed.

"So...so why would you think you wouldn't be good enough for me Whinter? I mean, the way you had made it sound before was as if you would be unable to keep me happy, yet you are a successful pony, capable of getting everything and anything you want, even myself, and you didn't think you were worthy...." Rarity spoke up suddenly. The other 5 looked at her, and even Whinter did. "And even if you didn't have any of it, why would you have thought that?" She asked him. All of them were silent for a minute before Whinter spoke up.

"I said that then because at the time, I was unable to make ends meet. I was not making an income large enough to pay for the building. There for a short time I was actually in trouble of losing my whole business, and you just happened along at that poor time for me. But, I didn't bring it up that night because I wanted it to be about you. You were so upset and unhappy that I didn't want to trouble you with my problems." He explained to her. "So please forgive me for thinking only of you because at that time, I couldn't possibly have kept you happy, not with the chance ruining your life in the process by bringing you into my unhappiness. So I left after that night because it was easier than staying and trying to say goodbye." He finally finished, letting the words he had just spoken sink into Rarity. The others looked between the 2, waiting for one to speak again. Neither spoke, but Rarity looked upset. Then without notice, she started to cry, hugging Whinter and crying into his coat just like the last time. But this time for a different reason, because she had been so naive to question him like that. She had spoken to him as if he had never loved her, when he had kept it in his best interest to keep her happy. She had been so stupid.

"I'm such a horrible pony.How could I ever speak to you in such a way?!" She cried out. The others, aside from Whinter, were all stunned by this. Even Twilight who moments earlier thought she knew what had happened now had no idea what was going on. The most surprising thing was Pinkie didn't say one word during all of this. Rarity continued to cry for a few moments before sniffling and looking up at Whinter, who had put a hoof around her to comfort her. "Can you...Can you forgive me?" She asked him through sniff's and tears. He nodded and hugged her. She hugged him back, hugging him tightly and nuzzling his chest. Twilight watched from her seat, and smiled once again. Rarity seemed almost perfect with this colt. He, an honorable, suave, and successful Gentlecolt, she, a Beautiful, imaginative, fashionista who was as talented at making dresses as Celestia was at raising the sun and moon. They were perfect, and both were city ponies, even if Rarity lived in a small town. But before she could speak, the waiter arrived with the drinks.

"Due to how busy it is here, it might be best if you order your next drinks now." Whinter chimed in, telling them all. They all nodded weakly, still looking at Rarity, and ordered their next drink. He ordered for himself and Rarity. The waiter left, and they all looked at each other.

"Well, shall we start enjoying our night out girls? I mean, this is what we came here for, and it might be best, help you get your mind off things Rarity." Twilight proposed to them all. "Just have a few drinks, start talking, laughing, even dancing. Come on Rarity, what do ya say?" She asked, trying to coax her into opening up a little. Rarity sniffed and looked over at her before letting a weak smile out and nodding. "Well then! Let's have ourselves a toast! To having a night out with friends! And having fun together!" She said, levitating her glass in the air. The others were all in for the toast, and their night officially started.

It was 1 in the morning when Rarity made it to her room. Whinter supporting her as she had drank a little too much. But he had as well, as he was leaning against her a great deal himself. He had just helped the others to their rooms as well. Pinkie Pie especially since she had gone crazy and blacked out, only to pass out from exhaustion and drinking too much. Finally they reached the door, and stumbled in. "Oh Miss Rarity, this has been simply the most marvelous night I can ever remember aside from a certain night..." He said slowly, his words slightly slurred.

"It has definitely been fun. But I agree....It still second." She replied to him, her words slightly harder to understand. She continued to lean against him as he moved them slowly towards the bed. When they reached it, they both fell heavily onto it, Rarity falling onto Whinter, and going into a sudden giggling fit. The laughing sent Whinter reeling into one as well, laughing with her. They lay there for a few moments before Rarity looked at him in the face and suddenly blushing. "Umm....Whinter....I...." She tried to speak, but her tongue seemed heavy, and she couldn't form the words she wanted. Whinter simply put a hoof against her mouth and nodded, smiling at her.

"It's alright, you needn't try and say it, it will only frustrate you." He told her before this time, kissing her. The kiss seemed to put his mind into more of a haze. His thoughts started to blur as his instincts started to take over. Rarity, not expecting the kiss at all, but the moment it started, she melted into it, letting him kiss her. He kissed her deeply, and pushed her over, getting on top of her, and straddling her, kissing her the whole while. As he kissed her, he started to slowly work the dress she wore off of her, allowing her to be a little more comfortable and also making it easier for what he knew they would be doing shortly. Rarity put her forelegs around him when he was finished getting the dress off, hugging him close to her, and taking in is warmth. The kiss continued on, and their minds continued to drift farther into intoxication. And the farther their minds drifted, the more they started to make out.

Whinter, unable to control himself any longer, pushed Rarity farther onto the bed and rolled her onto stomach. She knew exactly what was coming as her mind was on the same track, and swished her tail aside, giving him direct aim into what he was going for. She was correct as he climbed onto her, mounting her, and pushing himself deep inside of her, his hard shaft penetrating, and causing such pleasure for Rarity, that she had a premature release, soaking them from the get go. Whinter stopped short for a moment, looking down and looking at Rarity. "Heheh...You...you still good?" He asked her. She nodded, her speaking ability muted by the moment. He smiled widely, a blush on his face from the drinks earlier, and started to thrust himself in and out of her. He decided that one thing was good about her early release, it made it easier to slide himself in and out. He thrust himself harder and harder. Rarity's breathing becoming labored very, very easily. The drinks in her system making her feel about double as it had made her nerves extra sensitive.

Whinter thrust more and more, his own breathing becoming stressed from the effort, but it was worth it. The entire ordeal, although not as wonderful and heartfelt as the original time, there was still just as much passion. Just as much Fire, as there had been before. Rarity started to gasp as the pleasure built into levels that she could barely stand even in her current state. Then she felt her body and senses explode as she reached her climax point. But this time, the moment seemed to last 3 times longer as her body just kept pushing every bit of her juices out onto Whinter. The pure heat of it caused him to go over the edge after only a few seconds. And once again, as before, he lay on top of her as he pushed his own juices into her with a final hard thrust that he slammed into her. He gasped as his body strained to push all the cum he had into her. He finished after a moment, and collapsed completely, going limp on top of her. Both lay there for a while, breathing heavily. Whinter then lifted himself off of her, and moved, pulling her over so she was laying next to him, their heads resting on the pillow, and on the dry part of the bed.

"Miss Rarity....I promise this time...I will remain here until morning for when you wake..." He said to her, starting to drift off. Rarity mumbled a little, turning over and nuzzling into him, her mind, body, and spirit completely exhausted. Her happiness returned once again. As she fell asleep, her dreams came, and with them, images that seemed to jumble together and make no sense. But the one thing that kept reappearing was one pony. Whinter.

"So you are sure you are much to busy to come with us back to Ponyville and see the town Whinterwind?" Rarity asked, standing just outside the train that was heading back to Ponyville. "I am quite sure you would simply love it." She tried to convince him.

"I am sure, Miss Rarity, but I assure you that I will come and visit you once I get the chance, which shouldn't be too long. And until that moment, I will be thinking of you, always." He finally said, kissing her again. "At least you were able to stay an extra night so I could bring you out to dinner and back to my own place. But, it seems the conductor is getting impatient, so you might want to get on so he may take off." He finished with a sad sigh.

"If only I didn't have to return to take care of my Boutique and sister. But, I must, and I look forward to your visit Whinter." She said taking him in a hug. "I will miss you."

"I do hope you enjoyed your stay, and I will be seeing you soon..." He finished completely, removing his hat, and pulling her hoof in his own, kissing it. "Farewell..." She started to cry, but stopped herself, strengthening her composure, and went onto the train. The door shut and the train horn sounded as it started off towards it destination. She looked out the rear window to see him watching the train leave, wiping tears from his face.

"Don't worry Rarity, you'll get to see him again soon, I'm sure of it." Twilight said walking next to her and looking out. "Just remember to stay happy, and always think of him when you are down." She told her.

"Thank you Twilight. It means alot." She replied, looking at her. Twilight nodded and went back to the others. Rarity looked back out the window. "Soon..."

Chapter 3

Rarity sighed and set a few needles aside. Whinter had been unable to visit her as scheduled. She had been having him visit, and occasionally visiting him, for over 2 months now. It was turning into a weekly thing. But every time he left, she cried, and every time he arrived, she was there hugging him to death. So when all that came on the train was a letter to her saying he would be unable to make it down for a couple weeks, she was confused. She had been looking forward to this visit over any else, because something was off after the last visit he had made. She hadn't been feeling well. She couldn't keep food down unless it was something light and tasteless. She was having stomach pains, sharp ones. She didn't want to go to the hospital to have it checked out either, thinking maybe she was just feeling under the weather. Still, she continued to try and make dresses, and come up with all sorts of idea's for better patterns and themes. She looked around her and back in front of her to the dress she was working on currently for Roseluck. A white vest and dress tail with Dark red lace around the hem of the vest, and the bottom of the dress, and the final addition being delicate stitch work using more dark red material to create an elegant design to compliment the rest of the dress, and Roseluck's own appearance.

"Well Rarity, this is not your best of dresses you have made, but I'm still quite sure Rose will love it nonetheless. And if she doesn't, then I shall just have to fix it and make it to her liking....so long as I stay within a certain boundary of course...." she smiled a little, remembering the ghastly gowns she had made her friends before, then shuddered. "Never again..." She turned to find the needles she had moments earlier when her stomach lurched, and before she could even try and hold what was coming back up, down, she had puked onto the dress, ruining it. "Oh no, oh no, oh no, oh no! Not her dress! Oh now I am going to have to start all over again, and I will have to try and explain to her why her dress is going to be a day late. She fell to her knee's there, and remained there for 15 minutes, her body still trembling from purging the food, and her mind locked from too much stress.

After a short time, she eventually stood and moved slowly towards the bathroom, tossing the ruined dress into a bin, and closing it. "Rarity...You need to talk to somepony...You need to get help...." She told herself closing the door silently behind her. She realized that whatever was ailing her, it was bad, and needed something to help it, something she did not posses, and she knew only one pony who would be able to help her and not attempt to bring harm to her in any way by trying some fancy trick they saw in the paper out on her. She preferred to remain unpained while asking questions about things, but didn't always get that.

Twilight sat in her room in the library, reading a book about the different magics that existed, and how they could each be used to help, or hinder anypony else. Though why anypony would want to hinder, or hurt another pony was beyond her comprehension, she just shrugged and kept reading it. Next to her, stacked from the floor were 15 other thick books, all that she had read recently. She yawned contently and set the book aside for a moment before standing and going to get a drink. She walked right through the living room where Rarity now stood, having let herself in. At first she didn't notice the white pony. But as she started to pour her drink, she stopped and looked out into the other room at Rarity. "When did you get here Rarity? And how did you get in? I thought the door was locked." She said to her, a confused expression on her face.

"Twilight...I need help. And the door was unlocked..." She replied. She sounded almost defeated in a way. Her expression was one of uneasiness. "Do you have a bucket Twilight? I may need one." She said a moment later.

"What's wrong Rarity? Did something happen to Sweetie Belle? Opalescence? Did Whinter do something to hurt you? And why do you need a bucket?" She asked, going fully into the room with her drink, watching Rarity Carefully.

"No, no Twilight...It's not Sweetie, Opal or Whinter. It's me...I need some help. I have no been feeling very well the past few days, and it only started after one of the last times he visited me. I didn't think to ask anypony for help at first, but it's gotten to a point where I have to close my boutique until I feel better. I can't work and be sick, it ruins the dresses of other ponies." She told her. As she stood there speaking, her face slowly started to gain a green tint to it. Luckily Twilight noticed and quickly opened a closet with her magic, bringing a bucket out for Rarity and setting it before her.

"Why did you not go to anypony for help Rarity? And why only now? You know that everypony in town would be willing to help you, especially your friends." Twilight asked her approaching her. "And all I can really think of to try and help is giving you some medicine. Either that or bringing you to Redhearts Hospital." She stood a few feet away from her now, but didn't get too much closer in case Rarity hurled.

Rarity looked at her and sighed. As she sighed her eyes bugged, and the bucket levitated to her face as she puked suddenly. Thankfully she caught all in the bucket. She set it down a moment later and sat on the floor, looking tired and weak. "I...I guess I just have to go to the Hospital. I tried medicine, I tried bed rest, and even tried fresh air and sun, but none of it worked." She told Twilight. "And then I have been having mood swings as well. Yesterday I yelled at Sweetie Belle because she spilled a little juice on the kitchen floor. And I cried last night after Opal sharpened her claws on my bed frame. Usually I just fix it and toss her into the hall..." She looked at Twilight, her eyes watering a little. "What if I am dying Twilight?"

Twilight looked at her, and an idea sparked in her head. "Rarity...How long have you been feeling like this?"

Rarity looked at her and thought,"For about a week now. And Whinter hasn't been down for almost 2 weeks now." She replied.

Twilight looked her in the eyes for a moment before turning and going to her book shelves and pulling down a book. "Signs and Symptoms of an Unexpected Motherhood." She read it out loud, bringing it over to Rarity and holding it to her. "Rarity, I don't think you are 'sick', so to speak, but I believe you have Morning Sickness." Rarity looked at her and laughed.

"Twilight darling, how could I have gotten pregnant?" She asked her, looking skeptical.

"Rarity, you know that I know what you and Whinter do every time you visit him, or he visits you. It's not that hard to tell because you are always happier after you two have spent a night together, and you are also always worn out because you didn't get any sleep." She said to her bluntly. Rarity looked at her blankly.

"But Twilight it can't be possible. I can't be pregnant. I have a boutique to run, a little sister to take care of, and friends to help when ever they need it. Besides, he uses magic to protect...I think." She wasn't sure now that she thought of it. But she still did not want to believe. "I'm sorry Twilight, but I can't really just believe you based off what you know from a book." She sighed.

"Do you want to go to the hospital and have them check then? Because that would be the best thing to do." Twilight replied to her. Rarity sighed again, and looked up at her, defeated, and nodded.

"Why me!?!? Why now!??!! WHY!???!!!?" Rarity cried out as she sat in the room in the hospital. The nurse had just confirmed what Twilight had told her, and had left the room to give her some space. Twilight sat to the side, looking morose.

"I'm sorry Rarity, I don't know what to tell you. I could write the Princess and have her find Whinter so she can let him know. But really, all I can offer is comfort, and help in coping with the pregnancy." She told her. Rarity heard her and looked over at her. "But really, all you can do now Rarity is try and be happy about it. I mean, you're going to be a mother Rarity. A mother! Doesn't that at least make you happy?"

Twilight telling her she was going to be a mother made her mind blank and focus on those few words. "Be...a..Mother?" She said slowly and quietly. The thought struck her head like a hammer, and sent her over the edge. Twilight jumped as Rarity started bawling. Tears streamed down her face as the reality set in. Her cries slowly became garbled through the tears, but continued to rise in volume. Twilight moved a little closer to her and put a hoof on her shoulder, hanging her head and closing her eyes.

"Remember Rarity...You always have me, and all the others. We will always be willing to help you in any way you need." She told her. Rarity stopped for a moment and looked over to her before her eyes watered over again, and she took Twilight in a tight embrace, crying into her purple coat. Her wails could be heard throughout the hospital. The nurse came rushing back in to make sure she was alright, and that nothing had happened. But when she saw Rarity crying into Twilight, she smiled weakly and left, closing the door quietly.

Rarity cried for over half an hour before she finally calmed down and started to breath normally. "T...Thank you Twilight. It....It means a lot to me to have a friend that is so great and caring. And I know one pony who will be thrilled." She said, trying to be cheery.

"Pinkie pie." Twilight finished for her, smiling a little at her. "Would you like for me to send a letter to the princess? I mean, that way she can let Whinter know and he can try and come down." She said to her. Rarity looked at her and nodded quickly. "Then let's get going. How about we stop and get a drink somewhere on the way back to the library? The nurse gave you some medicine to help with the stomach uneasiness, so you should be able to hold some stuff down." Twilight told her. Rarity agreed and let Twilight lead her out, paying at the front desk before leaving. They passed Apple Jack on the way, but decided not to let the others know yet. She questioned Rarity's somber expression, but didn't press. But when they found Pinkie Pie at the same restaurant....it was inevitable that they would have to tell her.

"Hey Twilight! Hey Rarity! What brings you here? Oh lemme guess! Lemme guess! Ummmm...You came here to play table hop scotch.....You wanted to try and get a new drink on the menu...NO! I got it! You are doing an obstacle course and this place is part of it! Oh I wanna join! I wanna join!!!!!!" She cried out before running around, going under tables, over chairs and off the walls in general.

"Pinkie...We just came here to get a drink." Twilight told her. "We aren't playing a game or anything."

"Ohhhhhh.....Hey whats wrong Rarity? You look like you've been crying? Did ya fall down?" Pinkie asked her bouncing over to her and looking her in the face. Rarity took a step back, but Pinkie remained right in her face. "Did Opal scratch you? Did you and Apple Jack get into a fight again? Did Rainbow Dash get your mane wet? Did one of Fluttershy's bunnies steal your salad? Did Twilight call one of your dresses ugly? Did Sweetie Belle ruin a dress?"

"Pin--" Rarity tried to speak but Pinkie continued asking questions until she was backed into a wall. Every time she would try and speak, Pinkie would cut her off with another question. Finally she had enough. "Pinkamina Diane Pie! Please stop asking these questions! You want to know what's wrong? I just found out I'm going to be a mother!" She said, tears welling in her eyes as she ran off, leaving Pinkie and Twilight standing there.

Twilight looked over at Pinkie pie and shook her head. "Oh Pinkie..." She sighed before trotting off slowly, her head low. Pinkie just stood in place. No one ever called her Pinkamina. And the last time they had, it was when she had been in trouble on the rock farm. The name struck her where it hurt. She had gone too far, and had caused Rarity too much stress. She watched Twilight leave and hung her head as well.

"I'm sorry Rarity...." She said to herself.

Rarity had ran to her home after leaving the restaurant, locked all the doors, and closed all the windows. Knocking rapped at the door a few times, as well as Twilight's concerned voice, but there was never an answer. Rarity remained hidden in the darkness of her room, the blinds drawn shut, crying her life away. She had never realized how pushy Pinkie could be, but perhaps she was just overreacting? Eventually she made her way from her room to the bathroom and looked at herself in the mirror. She stood there for over 3 hours, looking. Looking at what? She couldn't take her eyes off one thing....Her belly. The baby that was in there growing. She couldn't stop thinking about it. Was it a boy? A girl? Was it a Unicorn like her and Whinter? Was it going to be an Earth pony? A pegasus? What? She sat on the floor and sighed finally, her thoughts jumbled. Her entire body ached. She stood and walked out the door, her head low. "Oh Rarity, whatever shall you do? You don't have time to be a mother. And yet....Here it is...I am having one. Maybe not now, maybe not in 2 months. But I am having one." She went to the front door, and unlocked it, looking out at the evening light. "Time to tell the girls Rarity...." She stepped out, preparing for what she knew was coming from the other 4.