Falling Around You

by Synt

Mixed Feelings

Previous Chapter

As the inherent calmness of harp music poured forth from a nearby gramophone and washed through Ponyville's Golden Oaks Library, Twilight found that despite all of the hardships and problems that the universe presented to her, she was quite happy with her lot in life.

Granted, the vast majority of this happiness could simply be attributed to the fact that she was currently curled up on her own bed, haloed by quite a large number of pillows. Or, it could just as well be the fact that a certain cyan pegasus was snuggled up beside her, halfway covered by one of her lavender wings.

Rainbow Dash had her eyes closed, a small reserved smile adorning her muzzle, as her chest moved up and down slowly in time with her breathing. Every so often, a quiet snore could be heard, which was almost always followed by a slight shift in her sleeping position. Twilight could feel the vibrations of the snoring through the pegasus' warm fur, along with the rapid beating of the pegasus' heart.

She paused for a moment, noticing that the heartbeat was slightly irregular.

Twilight decided not to dwell on that particular observation for too long, however, and instead focused on the fact that she was perfectly contented right now. She was finally where she wanted to be, and she vehemently refused to let her over-analyzing mind ruin her good mood. Yawning, Twilight snuggled deeper into the sheets, pulling the cyan lump closer with her wing.

Then, with a warm, happy smile, Twilight snuggled deeper into the covers, and proceeded to nuzzle the pegasus lying next to her.

"I love you, Rainbow." She mumbled softly into the cyan pegasus' neck.

Twilight felt the cyan lump next to her shift slightly under her wing in response, before two hooves made contact with her side, rolling onto her back. She made to right herself, but a hoof quickly pinned her to the mattress. She slowly looked up to see Rainbow standing over her, grinning, with brazen confidence shining in her eyes. Her prismatic hair fell down, framing her face. Her tail swished side to side playfully.

Twilight attempted to speak again, but a pair of lips suddenly collided with hers, cutting her off. The sudden contact was absolutely blissful, and she found herself moaning through her lips, before attempting to use her tongue to deepen the kiss. Her attempts were fruitless, however, when she found that Rainbow refused to open her lips to allow her access. Her brow furrowed slightly, but she paid no lasting heed to it.

The kiss eventually broke off, which left Twilight panting and flustered. She idly noted how similar the taste of the pegasus' lips were to the taste of rainwater and ozone. After licking her lips, she carefully brought her hoof up to cup her friend's cheek.

"R-Rainbow, do you-"

Her speech was once more interrupted when Rainbow nuzzled into the crook of her neck. She could then feel the distinct sensation of teeth lightly nibbling at her neck.

Twilight's head tilted off to the side as she moaned approvingly, her spine tingling as she felt the cyan pegasus fervently pepper her neck with a barrage of small, quick pecks. The kisses started just below her jawline, before slowly, but surely, making their way lower, taking the time to occasionally lick or nibble on the most sensitive areas of her neck.

Twilight moaned again, and let her eyes close. She reveled in the feeling of a soft, warm pair of lips trailing their way lower and lower down her neck. Her cheeks burnt, and her breath got heavier and more labored as Rainbow's assault continued past her chest and down to her belly. The onslaught of love seemed to go on for almost an eternity.

It was only a short time before Twilight could feel Rainbow's lips pass her belly button. Her heartbeat began to increase its tempo, the sound steadily increasing in her ears and drowning out the harp that still played in the background. The rest of the room faded into a delicious haze. She then gasped loudly as she felt the kisses pass her midriff.

It was then that the kisses suddenly stopped.

Twilight reluctantly opened her eyes to see Rainbow staring at her, her eyes half lidded, her smirk sultry and wanting.

Twilight gulped.

Rainbow Dash paused purposely, licking her lips, before she finally opened her mouth to speak.


"Hey, Twi? You gonna eat that?"

Twilight shot up, her eyes opening wide, as she violently shook her head in some vain attempt to dislodge the dreadfully suggestive daydream from her memory. After this, she quickly glanced around in order to regain some semblance of familiarity. The bright colours of the building's interior, the banners hanging from the roof, and the background noise of chatting ponies quickly let her in on this information.

She was in Sugarcube Corner, sat in the corner of a booth that was populated by the majority of her friends. The table that her friends sat around was absolutely covered in cupcake wrappers, pastry dishes, and glasses of differing sizes and contents. The sweet smell of sugar stubbornly hung in the air, and her ears buzzed from the conversations going on around the bakery.

Twilight shook her head again and sighed, before turning her gaze to her friend, who was still looking expectantly at her, an eyebrow raised.

"Uh... Sorry, Rainbow. What was that again?" She asked, smiling sheepishly.

Rainbow rolled her eyes and smirked. "I said, are ya gonna eat that? You've been drooling at that cupcake for, like, forever."

Twilight blushed and looked down at the table again. An innocent cupcake with rainbow icing sat untouched atop a small paper plate. She reluctantly prodded at it with a hoof to make sure that it hadn't been casting some sort of... changling mind control on her. It was a legitimate concern to have after the whole wedding fiasco. Her suspicions lost some ground, however, when the icing merely smushed under her hoof. Despite this, she still narrowed her eyes at the cupcake.

She only managed to continue glaring for a few moments, before she realised that Applejack and Rarity's conversation had slowly petered out, and they were giving her concerned looks.

"Oh, um, I think so?" She asked, flashing them her most convincing smile. Rainbow responded to this with an amused snort.

A few moments passed in silence before Twilight sighed and rubbed at her eyes with a hoof. "I'm sorry. I must have nodded off at some point." She explained. "I must not have gotten as much sleep last night as I thought I had. I'm perfectly fine." She explained further, waving her hoof.

Applejack raised an eyebrow. "You sure, sugarcube?" She questioned. "You seem to be spacin' out a lot lately." Applejack then flashed a teasing grin at her. "Ain't very princessey of y'all if'n you fall asleep in the middle o' one of those... meeting thingies again."

"Conferences, darling." Rarity supplied, whilst flashing a smile at a passing colt.

"Yeah, those." She replied, waving a hoof in Rarity's general direction.

Twilight's muzzle scrunched up, and she shot an annoyed glare at the farm mare.

"Yeah, yeah. I know. 'It was only the one time'." Applejack chuckled as she took off her stetson, holding it to her chest. "Point is, we care about ya. If you say you're alright, we'll leave you well enough alone. Just remember that we're always around if you feel like talkin' our ears off."

"Exactly! You can always talk to me, egghead." Rainbow added, throwing a foreleg around the purple alicorn.

"Indeed," Rarity piped in, gripping Twilight's fetlock with her own and giving it a light squeeze.

Twilight's heart soared at the sound of her friends' support. She knew that her friends were always going to be there for her, but it never failed to touch her when they went out of their way to remind her of the that. She wiped a tear from her eye, and held Rainbow's foreleg with her hoof. "Thank you," she said, sniffling. "All of you."

"S'no problem, Twi." Rainbow giggled beside her.

Rarity and Applejack nodded in unison, happy that their studious friend was okay, before going back to their own conversation.

Twilight suddenly blushed as she felt Rainbow's leg firmly squeeze her withers, before letting go. She quickly shook the blush away before anypony could see it, and cleared her throat, addressing the cyan speedster.

"So, Rainbow, how have you been? Learnt any new tricks lately?"

Rainbow's ears perked up at the question, and she put on a cocky grin. Oh, how Twilight loved that grin. It just reeked of confidence.

"Oh yeah! Totally! I've got an awesome one, called the 'Flapper Dapper Doo'. It basically starts out with a front flip, which turns into a barrel roll halfway through. Then, I reverse it, and corkscrew right through the slipstream! It's so radical."

Twilight nodded, and settled deeper into her seat. It was conversations like this that she really enjoyed the most. She couldn't help but smile warmly as Rainbow went into her energetic tirade about what she loved most. She could feel her cheeks light up slightly, but made no effort shoo the redness from her cheeks. She just wanted to revel in the warmness blooming in her chest as she quietly listened to Rainbow's raspy voice ramble on and on.


As the pleasant conversations progressed, so did the time. The four ponies didn't immediately notice, but soon enough, ponies began to file out of the bakery, leaving their tips and empty glasses behind. It was only when Applejack had to stretch her neck and caught a glimpse of the rest of the bakery that she realized the time.

Applejack waved nervously at the tired form of Mrs. Cake, slouching tiredly at till. The motherly baker couldn't do anything but smile and flick her ears in the group's general direction.

"I, uh, think we should wrap this up right about now." The farm mare chuckled, getting the attention of the rest of the group. Fishing out her bits, she tossed a few onto the table. "I'm pretty sure that Mrs. Cake over there is about ready to pass out."

Rarity nodded her agreement as she levitated a few bits onto the table. "I absolutely agree. It was marvelous catching up with all of you again, but I am afraid I will have to get back to finishing off a few orders if even want to consider finishing on time."

"Hehe, yeah. I've still got a few more stunts to practice before I go for my nap." Rainbow giggled, bumping Applejack's hoof. How about you, egghead? You gonna be reorganizing the library again?" She prodded, grinning cheekily.

Twilight blushed and nodded, whilst nervously stroking her tail. "Y-yeah..." She giggled to herself. She paused, taking a long, shuddery breath, and looked into deep into Rainbow's beautiful magenta eyes. It was either now or never.

"Hey, um... Rainbow?" She ventured nervously.

"Yeah?" She asked curiously, brushing an errant lock of hair out of her eyes.

"I was, uh... I was wondering if me and you could maybe do something tomorrow?"

Rainbow widened her eyes. A spark of hope was lit in Twilight's heart as Rainbow appeared to thoughtfully consider the question. The spark was then immediately snuffed out when Rainbow proceeded to sigh and scratch the back of her neck. "Sorry, Twi. 'Shy's coming back from her family visit tomorrow, and I gotta meet her at Manehattan station so that she gets back okay. You know how she is." She explained awkwardly. "Do you think I could get a rain check?"

The rejection shook Twilight more than she thought it would. She knew that Rainbow had a perfectly good reason to not be able to 'hang out', but that reassurance failed to quell the sudden sinking feeling in her chest. Twilight shakily nodded, then she smiled, despite the disappointment festering in her chest. She couldn't stand to make Rainbow feel bad just because of something only she herself felt. The fact that her ears were lying flat against her head, however, did very little to support this.

After a couple moments of silence and fidgeting in her seat, Rainbow loudly cleared her throat and shuffled her wings nervously. "Listen, I gotta go. I might drop in by the library if I have the time, but I'm not promising anything." She saluted the group, and dropped a couple of bits onto the table.

With that, Rainbow got up and left the bakery, her wings still shuffling as she went. Twilight posture deflated in reaction.

A few moments passed in silence.

"Huh. Wonder what's got her all up in a tizzy." Applejack thought out loud, a hoof to her chin.

"It's probably nothing." Rarity reassured her, sparing a sympathetic glance at the now crestfallen Twilight. "Now, we best be off, don't you think?" She asked the group. They all nodded and collected their things.

With a shuffling of hooves, the three remaining ponies finally stood up and trotted over to the door. Rarity stopped at the doorway, letting Applejack pass, before quickly blocking Twilight with an outstretched hoof.

"Twilight?" She asked softly. She took a step forward, placing her hoof onto Twilight's shoulder. "Are you alright?"

Twilight flinched at the words, which made Rarity instinctively lower her hoof. Eyes darting around and ears twitching frantically, Twilight swallowed thickly against the lump in her throat.

"Yes, of course I am. Why wouldn't I be?" She asked, the volume of her voice rising a little too much to be classed as friendly reassurance.

"Darling, relax." Rarity calmly responded. "Do you want to talk about it?" She asked simply.

Twilight lowered her head, staying silent. She absently scuffed her hoof at the floor.

Rarity lowered herself so that she could see Twilight's eyes, which were slowly tearing up with pent up emotions. Rarity sighed to herself. "Twilight, I completely understand what you are going through." She whispered. "In fact, I remember when I got my first crush... Heavens, I was so shy that I almost-"

"What am I doing wrong?" Twilight interrupted, her voice cracking slightly.

Rarity went silent for a moment, opening her mouth to speak, but deciding against at the very last second. Twilight stared at her with tears of desperation brimming in her eyes. Surely Rarity, the refined lady that she was, could see what the faults in her pursuit were, after having far more experience with crushes than Twilight could ever hope of having.

"I... I haven't the faintest." She admitted lamely. "But," she added quickly, "I want to help. Why don't you pop round to my Boutique in a couple of days, and we'll talk about it and set up something up, okay? I assure you that everything will be fine."

Twilight nodded and wiped the tears from her eyes.

"Okay," she conceded.

Rarity offered an encouraging smile, which Twilight, after a bit of sniffling, reluctantly reciprocated. Happy now that her friend had been cheered up, Rarity stepped out of the way, letting Twilight pass by and trot off into the distance. Rarity smiled proudly after her.