Seasons: Falling Leaves

by Wodahseht

Rating: teen
Tags: Fluttershy, Equestria Girls, Sex, Slice of Life, Sunset Shimmer
Length: 5559

It's fall and the trees beginning to go bare prompts Fluttershy to do the same.

Fluttershy enjoys the oneness with nature of being able to take off her clothes and spend time away from civilization, but she considers it a guilty pleasure and fears anyone else finding out. And then someone does.

* Rating is for nudity and discussion on the topic.
* No shipping in this story, which can stand alone. However, sequels will develop a Fluttershy x Sunset relationship.

Traducción al español de mi fanfic por SPANIARD KIWI: Hojas Que Caen

Published 2015-09-30 03:10:01 UTC
Last updated 2015-10-03 17:37:04 UTC

01 : That Fall Feeling

Author's Note

This story is just a simple slice of life consisting mostly of discussion; based around some of my own experiences.

The story is actually nearly complete, but I'm staggering updates to give myself time to finish around school obligations. Expect updates every day or two until it's complete unless something big comes up.

01 : That Fall Feeling

It was one of those perfect, early-Autumn days. Sunny and warm with barely a cloud in the sky and only a gentle breeze. The air was filled with those hard-to-define scents and sounds of fall. No perfume of flowers, rather a subtle smell of beginning decay from the falling leaves. Not the wet taste of spring or the dry taste of summer on the breeze, but an earthy richness. Not the boisterous symphony of animals in spring, but the mellower grunts and chirps of wildlife setting in before winter.

As much as she loved spring because her animal friends were crawling out of all their nooks and crannies to chase away the loneliness of winter, this was actually one of Fluttershy's favorite times of year. She herself felt so much more a part of nature in this soft and quiet time of the year. The warm breezes and low hum of fall seemed to wrap her in a blanket of calm, welcoming her with no demands of service or action in return.

It was hard to really get to enjoy the peace in town, so she was very glad of that she had access to the back sections of Sweet Apple Acres: the areas set aside for the critters to enjoy so that they'd leave the orchards alone. No one came back here, not even the Apple family usually, so it made the perfect escape for her from the rest of the world.

It was also perhaps the only place where Fluttershy would even consider going nude like she currently was. Being able to take off her clothes and let the breeze wrap around her entire body, to slip into a stream or pond and feel the water caress her with no interference, or (on the days it rained) to feel each falling drop touch her skin like a kiss from the sky itself...it was the most therapeutic thing she had ever experienced or could possibly imagine.

She'd wander around her home sometimes with no clothes, but it wasn't the same as opening herself up to the elements. And there was always the worry that someone might knock at the door, or that she may have left a window uncovered by accident and someone could see her...

She'd thought about finding a nudist beach or resort. Very briefly thought about it. But she couldn't possibly see uncovering and opening up herself to so many people like that when she didn't know anything about them. Besides, she'd heard stories of the people that will go to those places just to ogle the others there. Just the thought of that was enough to make her want to hide away in her house for a week...or more.

But here where nobody could be expected to come was the perfect place to indulge in this tranquil pastime.

One of her favorite spots to sit and enjoy the scenery was at a small natural pond. There was a smooth, stone outcrop right at the water's edge with an overgrown bush beside which provided the area with shade for most of the day. The view from this spot included the nearer mountains, which were clearly visible over the tree-line opposite the outcrop. And if she got too warm, she could float in the pond for a bit.

Today she'd chosen to simply take a nap on the outcrop; the bag with her clothes substituting as a pillow.

She awoke suddenly to the sound of guitar strumming coming from the other side of the bush. It took a few seconds for her to wake up enough to identify what the sound was, but the moment she did her heart began to race. Someone else was here! It was only luck that they hadn't found her before she woke, but they still could find her if she just stayed here and they chose to get closer to the pond...

It is perhaps necessary to point out that when people are naked in an environment they consider safe it is very common to completely forget that anything might be out of the ordinary about their state of undress. This was the case with Fluttershy in these moments. Her concerns had nothing to do with her nudity, as she wasn't even thinking about the fact she was nude, but rather she was worried about the presence of some unknown individual where no one should be.

She rolled carefully to her feet, remaining crouched low, and stared intently at the bush trying to tell whether she could see whoever it was through it...or if they could possibly see her. She had decided that her first priority was to figure out who was there. All she knew was that the guitar wasn't Applejack's Bass, and was too slow-paced for what Rainbow was likely to play.

Intent on trying to sneak a peek at the unknown intruder, she crept toward the edge of the bush. She was so intent on trying to see around the bush that she completely forgot about her bag until one of her feet came down on it at an awkward angle. This caused a chain reaction to occur: First, she completely lost her balance and started to fall. Second, her leg kicked out involuntarily in an attempt to find purchase, but launched her bag away instead. And third, she recalled suddenly that her clothes were in said bag and that she wasn't wearing anything.

The guitar playing ended with a discordant twang as she measured her length on the grass in clear view of whoever was on the other side of the bush.

A gasp of surprise, followed by a shocked, "F-Fluttershy!?" in a voice she didn't immediately recognize, made it all too clear that she was indeed well-exposed to the other person present.

Fear and embarrassment chilled her to the core as she turned her head to see who she had inadvertently revealed herself to, and found herself staring at...

"Sunset!?"

Despite the curiosity as to why in the world Sunset Shimmer would be here now, she was also relieved that it was just one of her friends and not some stranger...or Big Macintosh. She started to blush at that thought, then registered something else: Sunset was completely naked, standing with only her guitar held in front of her to provide at least a little cover.

The blush continued forming as she stammered out, "Wh-why are you naked?"

Sunset simply raised one eyebrow and calmly countered with, "I was actually wondering the same about you..."

Fluttershy, who had momentarily forgotten her own nudity again during the moment of shock, looked back at herself and mumbled a nearly-inaudible, "Oh. Right..."

02 : Sunset Approaches

Sunset hummed happily to herself as she disrobed and folded her clothes into a small carry-bag. She couldn't have asked for better weather for this little excursion and she was extremely grateful to Applejack for understanding her reasons and giving her permission to come out here.

Picking up the bag and her guitar, she headed toward the mountain landmark Applejack had pointed out for her. There was supposed to be a nice little pond in that direction that she occasionally used for a bit of skinny-dipping away from the rest of the family in the summer.

The walk there was a complete pleasure; free of the restrictive clothing she had to wear in this world and able to simply enjoy herself without worrying about others judging her. She took a deep breath and felt her spirits lift even higher at the clean scents of the season. Those scents were something she'd never experienced before crossing through the mirror given that Canterlot didn't have enough greenery to overcome the scents of the city. She made a promise to herself to spend time outside of the city if she ever went back again.

Maybe Twilight could recommend someplace like this if I do...

The tell-tale glint of sun on water caught her eye and she adjusted her path slightly toward it. She cleared the denser trees into a more open area and stopped humming as her breath caught in her throat at the vista before her.

Now, it's true that one can find beauty and enjoyment at nature scenes in pictures and ones seen from a window, roof, or balcony. But there's something different about being surrounded only by nature when taking in such a scene. There is a feeling of being connected to it, while also being aware on some level that it is something too grand for you to truly grasp. And when you feel it for the first time it is a powerful experience.

That moment of wonder suffused Sunset and for a time she could only take it in as her mind struggled to find words with which to define the experience - and failed.

She was really going to have to find some way to show her thanks to Applejack for this.

Looking over the area, she pondered where she should set herself up. She was warm enough from the walk that she didn't really feel like sitting in the sun, but she wasn't so warm that she wanted a swim. At least, she didn't want a swim quite yet...she was fairly certain she'd give into the temptation for a dip before she left. No, for now she'd just like a shady patch where she could enjoy the view and perhaps practice a bit on the guitar.

A tree not too far from where she was standing provided just the thing. It still had most of its leaves and the patch of ground underneath it on the pond-side looked to be clear of rocks and twigs. She moved over to it, spread out a towel from her bag, and settled onto it with her guitar.

The minutes passed quietly as she simply sat there with the guitar resting in her lap and let herself fall into a completely relaxed state. At some undefined point, and without conscious thought, she began strumming lightly while her attention remained on the sights and smells around her. It was the most free she'd felt in the years she'd been here...possibly the most free she'd ever felt. No tension, no worries, and no one around to require her to put up a front...

An unexpected "eep!" and a fwump of a body hitting the ground between her and the pond caused the relaxation to vanish in an instant, and the guitar twanged discordantly as muscles spasmed to grip it and send Sunset to her feet in surprise. Instinctively, she twisted the guitar in front of her as a shield (and potential weapon) before she managed to recognize the fallen form before her.

"F-Fluttershy!?"

The pink-haired girl's face was as white as Rarity's as it turned to face her. Fluttershy's eyes widened, but her body...

She's nude too!?

...seemed to relax just a little as she took in who had called her name.

"Sunset!?"

There was a short period of silence as each came to terms with the unexpected encounter. She could only see Fluttershy from about the waist up, but Sunset was still fairly certain she wasn't just topless. She was really surprised that Applejack didn't warn her someone else might be here, and Fluttershy was one of the last she'd have expected even if she had. The only one of her friends Sunset would have expected less to see here was Rarity.

After all, given the admission of occasional skinny-dipping, it was entirely possible Applejack might have decided to join her. And Rainbow Dash might have been lazing about the orchard and followed her out of curiosity if she'd been noticed. And then there was Pinkie Pie...who is just random enough that even having her pop up wouldn't have been a total surprise.

Fluttershy's eyes had gone a little unfocused as though she'd been thinking about something, but suddenly snapped into focus again as she blushed lightly and stammered out, "Wh-why are you naked?"

Sunset felt one of her eyebrows rise as she calmly countered with, "I was actually wondering the same about you..."

Fluttershy gave a little start and looked down at herself, then the blush deepened and Sunset heard a very faint mumble from her.

Sunset couldn't stop an understanding smile from forming as she set down her guitar on the towel and walked over to her friend. "Here, let me help you up."

Author's Note

A short chapter that gets us back back to where we were...

Almost posted this with the first chapter just so each update would move things forward, but staggering updates like this is giving me time to finish up the end so you're not sitting around with most of the story and waiting for the conclusion.

Tomorrow we start getting into the heart of things.

03 : Pond-ering Normalcy

Fluttershy accepted Sunset's offered hand in getting up and tried to wipe dirt and debris off of herself. She was a bit self-conscious about having her "public" nudity discovered, but the fact it was one of her friends (who was also nude) made her more comfortable rather than less.

Fairly quickly she came to the conclusion that trying to brush moist dirt off herself was just smudging it more than removing it. Luckily, there was a pond right next to them she could use. She turned toward it...and immediately noticed her bag floating on the surface.

"Oh no, my clothes!" she exclaimed quietly.

"What?" Sunset responded and looked in the direction Fluttershy was facing to see the half-submerged bag. "Oh... Don't worry, I'll get it for you."

"It's okay, you don’t need to..."

But the protest was too late as Sunset strode past her and splashed into the water.

"Wow, that's brisk!" Sunset blurt out as she rushed into the water. It wasn't so cold as to be uncomfortable, but it held a bite that made it clear it would be in a few weeks. She brushed that thought aside and pushed on toward the bag. The small waves and ripples of her entry had pushed it a little further out, but it wasn't far and she had it in Fluttershy's hands in short order.

Fluttershy's towel and boots, which had been in the top of the bag, were almost completely dry. The rest was pretty thoroughly soaked and the two of them draped the lot of it over the bush to dry out in the sun.

The breeze through the area picked up as they got the last of it laid out and, since Sunset hadn't bothered to dry off after getting out of the pond, she began shivering at the sudden chill that caused. She took two steps toward her own towel and then paused. She was already wet, had already planned on a swim before leaving, and knew she'd probably not want to get back in the water once she'd dried off. So she turned, ran, and jumped out into the pond. The chill once more came as a shock, but quickly was put aside as she dunked under and splashed about a little.

Once she'd gotten more-or-less comfortable she turned toward the shore where she'd entered, with only her head above the water, to see Fluttershy standing watching her with a serene smile. As soon as the pink-haired girl noticed she was being watched the smile faded however.

"Oh, I'm sorry! I didn't mean to stare," she blurt out and looked down at her feet.

"It's fine. I was just going to ask if you wanted to join me. It's a little cool at first, but kind of nice."

Fluttershy looked back up and smiled. "Sure."

She didn't run into the water like Sunset had, instead choosing to walk slowly into it. Sunset noted with interest that she didn't shiver or react to the temperature, but got a serene and far-off look on her face until she was in deep enough she could duck under.

When Fluttershy broke the surface again a few feet from Sunset she saw the curious look on the other's face. "I'm used to the water here since I visit a lot."

"Ah. I'm surprised Applejack didn't warn me. I thought I'd be out here alone."

Fluttershy blushed and submerged further with her mouth under the level of the water.

Sunset blinked then smiled slightly. "She doesn't know you come here does she."

The water sloshed against her as Fluttershy shook her head, then paused and shifted up in the water again. "Actually, she knows I come out here sometimes for the animals. I don't think she realizes how often I come... and I never told her about..." She trailed off and looked down.

"Why not?"

The answer was quiet enough that if it weren't for sound carrying so well over water Sunset didn't think she'd have managed to understand it. As it was she still had to strain to catch it. "I didn't want to let anyone know how weird I am."

"It's not weird," responded Sunset a little sharply. Given her present company it was a lot sharper than she'd intended. She saw Fluttershy flinch away at the force of the statement and she toned it down with a softer, "it's not weird."

Fluttershy had slumped in the water and refused to look up, but Sunset could still feel her attention and continued, "We don't usually wear clothing where Twilight and I come from. There are exceptions where clothing is used for particular events, for show, to display social status, or just by preference, but it's not worn in general by the majority. That doesn't make those who like to wear it weird, and you enjoying taking it off now and again isn't weird either. It's just not what the majority do."

She could tell Fluttershy wasn't completely convinced, but at least she wasn't trying to hide her face either.

"But it's still not normal..."

Sunset suppressed a sigh and rested a comforting hand on Fluttershy's shoulder. "Fluttershy... It's perfectly normal. Even if the majority doesn't do it, there are still plenty of people who do. There wouldn't be nude beaches and resorts if it was abnormal. I mean, even Applejack admitted that she does her share of skinny dipping in the summer."

"Really?" Fluttershy looked honestly shocked at that bit of information.

"Really. And she was perfectly fine with letting me come back here even knowing exactly what my plans were."

"Thank you Sunset," smiled Fluttershy.

"Hey, what are friends for?" she replied with her own smile.

Figuring that was enough of the serious stuff for a bit, Sunset leaned back in the water and kicked gently away from Fluttershy before rolling over and swimming around to work off excess energy. Meanwhile, Fluttershy seemed content to simply drift into a slightly deeper area where she tread water and watched Sunset's antics.

Sunset wasn't sure how much time had passed before she started getting tired from the exercise, but as she slowed down she also realized that the chill of the water was starting to get to her. Glancing over, she could see Fluttershy visibly starting to shiver as well despite her earlier statement about being used to the temperature.

So, she suggested that perhaps it was time for them to get out and dry off. Fluttershy just nodded, and they both started for the shore.

Author's Note

Forgive the chapter title pun... I was stuck on a name and decided, "eh, why not?"

The other half of the discussion to come on the morrow, and I'll tie it all off on Saturday. Then I can start planning the next project.

04 : (The Other) Sunset Approaches

Before long they were mostly dry and sitting on their towels on the outcrop. Fluttershy had her feet dangling in the water, but Sunset was happy enough to keep hers dry. They sat for a time in peaceful silence enjoying the sun and scenery. The shushing of leaves blowing against each other, the occasional patter of some animal going about its pre-winter tasks, and the quiet sloshing of water each time Fluttershy wiggled her feet were the only sounds.

Sunset was enraptured by the entire experience. And she was actually happier that she wasn't enjoying it alone. There was something special about knowing there was someone else she could look back on this time and reminisce with.

"I wish I'd taken the time to enjoy nature like this back in Equestria," Sunset whispered, more to herself than anything. In the quiet surroundings though it was more than loud enough for Fluttershy to hear and respond to.

"I would have thought you'd be surrounded by nature all the time there if you were all ponies."

"There is a lot of nature, and we have more control over it there, but we also have cities. I grew up in one and never actually left it before coming here."

Fluttershy looked over at her. "Never?"

"Never." She shook her head slightly. "The castle had remarkable views out at the open country, but it wasn't anything like this where you can completely forget cities exist for a while."

Fluttershy turned back to the scenery and leaned back on her elbows. "I know what you mean. That's why I come out here... I just feel so overwhelmed by even a quiet town like ours sometimes. It's a bit like I'm suffocating. Here I can breathe again and imagine a life where I didn't need to return to all that...a life where I could just...live."

"Huh." Sunset pulled her knees up and rested her arms and chin on them. "I'd get lonely if I did that. Until you all decided to be my friends I was lonely even with everyone around."

"Well, I'd have the animals. For most of the year at least." Fluttershy sighed. "You're right though. I couldn't imagine life now without my friends."

Silence fell again for a few minutes before a thought struck Fluttershy. "If you aren't trying to get away, why did you come out here?"

"Oh, I never said did I?" Sunset grinned over at her. "It's a bit silly really. Even after all this time in this world, I'm still not entirely comfortable with having to wear clothes all the time. I take them off pretty much anytime I'm home, but it gets stuffy inside and starts to feel like a cage. I wanted to get outside for a bit. I might have gone somewhere else, but I'm just a bit..." she struggled to find the right word, "Anxious? Yeah, anxious about going to a nude beach or resort on my own given... well, I just figured that Applejack would know somewhere I could go and she did. I wouldn't even have guessed this area existed. I just thought it was all orchard."

A little of Fluttershy's own nerves came back at Sunset's admission to feeling anxious about going to some public place. "I thought you said nudity wasn't anything bad."

"What?"

"Earlier. You said nudity isn't weird, but now you said you're anxious about going somewhere public."

"Oh that..." Sunset straightened up and looked over at her directly. "That’s not about the nudity itself. I honestly believe that it’s perfectly fine to do what makes you happy if it doesn't hurt someone. It's just that I got teased rather harshly about some of the mistakes I made trying to learn human customs when I first came to this world...including ones concerning clothing norms in public. I understand the reactions now, but it did leave a bit of an impact. I wouldn't have any trouble going to some public place where nudity is allowed if I didn't have to go alone though. I'd want to have someone else there that I know at very least. I may not be entirely comfortable with it all the time, but clothing in this world is sort of like armor and I'd like to know I have friends around when I take it off around strangers."

Fluttershy didn't respond or look up and, after a bit, Sunset returned her attention to the scenery. The sun was nearing the horizon and she realized it was probably about time to be heading back. She hadn't brought a flashlight and the night would be a good deal cooler. She was just about to say something about it when Fluttershy finally responded.

"I guess I see what you mean. I'm nervous enough trying to interact with anyone new if I don't have friends with me as support, and that's in normal circumstances. I always get terrified at the thought of going to a beach or resort, but a lot of that might be what you said about dropping the armor and not having someone safe nearby...on top of my usual shyness." She paused briefly and looked over, "But maybe it wouldn't be so bad with someone...if you wanted to go sometime."

Sunset smiled warmly at her, "I think I'd like that."

That got a small smile in return. Then Sunset broke eye contact to look back at the evening sky again, "But right now, perhaps we should consider heading home before it gets dark."

Fluttershy twisted to look toward the low-hanging sun and immediately scrambled to her feet. "Oh my, you're right! I need to get back and feed Angel!"

In short order they were dressed and ready to head back. Sunset was going to be heading back to the farmhouse before returning home while Fluttershy was planning to cut through the property in a shortcut back to her place, so they quickly came to their parting of ways.

Before they split up though, Fluttershy gave Sunset a hug. "I'm glad you came out here. It was much nicer to have company and I really enjoyed the chance to talk."

"I agree completely," Sunset replied as she returned the hug and then stepped back. "I'm already looking forward to the next time. Let me know alright?"

Fluttershy nodded, "I will."

They smiled at each other one last time, then went their separate ways.

Author's Note

Well, that's the meat of the story done. You'll get a small epilogue tomorrow and, if all goes well, at some point in the relatively near future I'll start on a follow-up with a bit more than conversation.

05 : The End(?)

Five weeks had passed and there were now far more leaves on the ground than on the trees when Sunset and Fluttershy met up for what had become a twice-weekly affair. Their meet-ups had gotten shorter as the weather grew progressively colder, and they'd come to the mutual conclusion that this would be their last visit to the pond until spring. The water had been too cold for either of them to stand for more than a few minutes the previous week, and now every breeze made them shiver despite sitting in the sunlight.

There was still a level of enjoyment and peace to be found in the surroundings, but this time there was a slight air of depression about the both of them. These sessions had come to mean something special for them. Now more than just an escape, but also a chance to bond.

Sunset greatly enjoyed getting to better know her usually silent friend, and Fluttershy reveled in the chance to talk without being overlooked or spoken over. The quiet of the setting meant that both could speak in the near whispers that Fluttershy was most comfortable with and still be clearly heard and understood.

Fluttershy could feel the evening getting cool enough that she knew this session was coming to an end and sighed. "I'm going to miss this. I always feel a little lonelier in the winter. Getting to spend time with you like this would have been nice."

Sunset smiled over at her in reassurance, "We can still meet up other places. And if you want privacy we can just meet at your place or mine. Nothing says we couldn't lose the clothes there too."

"Oh no!" Fluttershy's eyes went wide and she shook her head sharply, "I couldn't possible do this at my place. It's usually pretty quiet, but sometimes people just show up at random to ask for help with a pet."

"Oh... Well, that still leaves my place. It's not the biggest in the community, but I never get people poking around either."

"I guess that'd work...and it would be nice not to have to wait for spring..."

She trailed off into silence to enjoy the last moment here and let her mind drift. Unfortunately, time quickly came for them to dress up and head home. Once dressed, they both turned one last time to look over the pond and at the view of semi-bare trees and the more distant mountains. They might not be ending the get-togethers, but they were saying goodbye to this spot for a while...and neither was going to pretend that there wasn't some sadness in that fact.

Finally, they turned as one and started to head back, hand-in-hand: a silent reassurance to each other that they weren't moving into winter alone. And when they came to their split in the path they parted with a hug.

Fall was coming to an end.

*****

The two were completely unaware that they'd had an audience for their walk.

Rainbow Dash had slipped into the back orchards scouting out in advance a good napping tree for spring. She wanted one that would give her a good view of the farm, but that was far enough out she wouldn't be noticed while the leaves were still trying to fill in.

Some might think it weird to plan for a spring napping place this far in advance. And they might especially think it weird that that place was going to be a tree, but it wasn't just meant for napping after all. It was also for scouting (not spying mind you!).

Of course, it wasn't like she needed the edge of knowing Applejack's strengths and weaknesses for when they had their competitions. It was just so she knew how much to tone back her amazing skills so she didn't make Applejack feel bad when she lost, that's all!

All that aside, Rainbow Dash had found what she thought would be a good tree for the job. It was far enough out that she couldn't actually see the farmhouse, even from her position in the branches a good twenty or thirty feet up, but she did have a good view of a wide span of the working orchard which meant there'd be plenty of chance to see Applejack at work.

She stood up from the cradle in the branches that she'd been assessing the view from with the intention of climbing down, but she caught motion in the corner of her eye. When she shifted to look she saw two very familiar heads of hair. Sunset Shimmer and Fluttershy were standing on the near side of a distant pond. A clump of evergreen bushes blocked most of her view of them, but she could clearly make out that they were topless!

Whoa! What're they up to?

She watched as they got dressed then turned to look out over the pond for a bit before starting her way hand-in-hand. She ducked back behind the trunk of the tree, suddenly very loath to have them know she'd seen them. Especially if they'd actually been up to what she thought they had been.

The nearly complete lack of leaves on the tree meant that pretty much her only protection from being spotted was the trunk of the tree (luckily a fairly thick one). Her adrenaline spiked as the two passed within touching distance of her tree, but they didn't look up and she carefully eased herself around to the other side of the tree once she thought they'd gone far enough they wouldn't hear her.

Once she'd ensured she had good footing, she peeked out and saw them hug and part ways shortly before the orchard began.

It was only after they were both out of sight that Rainbow Dash began to relax and settled herself as comfortably as possible in the tree to think.

Fluttershy and Sunset? When did that happen?

She had to find out more, but asking either of them was out of the question. For one, that just wasn't her style. And second, asking Fluttershy was likely to fluster her so bad she couldn't answer...and there was no telling if Sunset would answer. No, the best plan of attack was obviously to find out herself.

Looks like I've got some scouting to do, she thought with a grin.

Author's Note

Well, there you have it. This story is concluded, but the saga has room to grow... Don't expect a follow-up immediately, but I do have plans to continue at some point as time and muse allow.