I Will Make You Mine

by ScarletHunter

Rating: mature
Tags: Romance, Rainbow Dash, Cutie Mark Crusaders, Rarity, Sex, Main 6, Applejack, Slice of Life, My Little Pony: Friendship is Magic
Length: 8967

Rainbow dash is in love and nothing was going get in her way. Not even Rarity who was dating the mare of Rainbow's dreams who was in fact one of her best friends. Applejack

Rainbow Dash has be harboring feelings for one of her best friends for a long time. One day she decided it was time to tell her when she saw Applejack out in the fields, she flew down.

However her flight was stopped when she saw white hooves wrap around Applejack.

She came to realize that Applejack was in fact in a two month relationship with Rarity. This did not stop Rainbow Dash wanting to be with her.

Rainbow Dash was no quitter after all and she was not going to give up on the mare of her dreams.

After such a wonderful day with her friends and an awkward moment between one of them. Applejack came to realise that she may have feelings for her, but it might not be worth it. Instead she gives Rarity a chance, however Appplejack still thinks about Rainbow Dash and when Rainbow Dash shows up one day, this makes Applejack even more confused, maybe having a secret affair will help her true feelings come out?

Cover art done by me, vectors and characters are not mine they belong to Hasbro

Published 2016-02-27 18:30:01 UTC
Last updated 2016-02-27 18:30:01 UTC

1. How it all started

I Will Make You Mine
By ScarletHunter

Chapter 1. How it all started

My heart couldn't bear it any more and it was driving me crazy. Here I was just sitting on one of my favourite clouds looking down at a farm, which I loved for three reasons: One, because of the many trees that surrounded the farm, I took most of my naps on them trees. Two, because of the fruit that grew delicious, fresh, red, apples which happens to be one of my favourite fruits and makes the sweetest cider in all of Equestria. Three, because of the pony who lived there who was in fact one of my best friends and who I have deeply fallen for. She, that's right I said 'She', I was never into colts not even when I was a filly. I had only dated one mare well she wasn't exactly a pony, she was a griffon and that was Glida who I was friends with again thanks to Pinkie Pie, but the feelings I once had are no more. The feelings of love I share are for her.

Applejack

My eyes suddenly look across the farm towards a particular tree, as I suddenly see her. Her orange coat which shined out in broad daylight and her blonde mane and tail which simply glowed by Princess Celestia's sun and was both tied up with a red ribbon in a low ponytail. 'What I would do to see her with her mane down.'

'What I would do to have her as mine.'

I suddenly turn my head away from her, feeling my cheeks go red and having thoughts of her which I would never in Equestria tell anypony of. My thoughts were suddenly interrupted by a very loud and hard bucking sound which forced me to turn my head back.

'I love to watch her work.'

Everyday Applejack would wake up at the peak of dawn and go out into the fields and begin her daily chores which was 'Applebuckin.' I usually don't wake up that early but to see her strong muscles work by lifting her rear hooves up and buck the trees sending all the apples that lay upon them into a basket that sat below, I wouldn't miss it for anything in Equestria. There was also nopony around her not even her family especially her big brother, who always works with her. Seeing this at my chance to finally tell AJ how I felt, It made my heart beat ten times faster as well as feeling a lump in my throat at the same time, but I shook that off. No more hiding, today is the day that I tell Applejack my feelings.

I stand up on all four hooves and I begin to stretch out my wings, extending them to its full wingspan, rising and flapping them which ends up sending the cold air that was blowing in another direction while making me hover just a little above the cloud. Suddenly I feel a twinge of pain in my left wing which forces me to flutter slowly back down to the cloud. I retract my wings and spread them out again as I begin the quick process of preening my feathers. I soon got to the root of the problem which was a twig stuck in the middle of my left wing. I could hardly reach it. After a few seconds I manage to pull it from my wing and flung it to the other side which makes the twig fall. I continue to preen just to make sure there was nothing else stuck in my wings. 'It would be so much easier to have somepony preen them!' I was only preened by somepony when I was a filly and that was by my mother and father. After they stopped I had to do it by myself. After I had finished preening, I flapped my wings once again this time there was no pain.

As I looked back to where Applejack was, she seemed to have stopped her chores and was now sitting on a log.
A big smile sat across my face, though it didn't last long instead I started to feel uneasy as beads of sweat dripped down from my forehead as I pondered what would happen if I told her.

'What if she doesn't feel the same?'

'What if telling her destroys our friendship?'

'What if she ends up hating me and never wants to speak to me ever again?'

'What if?....'

"No!" I said ready to fly down, I can't be hiding any more or scared of what she'll say after I tell her my feelings. I have to, at least to stop this pain in my heart. After all I'm Rainbow Dash and I can overcome anything even rejection. Even if Applejack doesn't feel the same, we'll still be friends right?

Rainbow Dash jumped off the cloud she was on and flew straight towards the farm that was giving the name of 'Sweet Apples Acres', Nothing was going to stop her telling Applejack how she feels.

That was until she heard a soft speaking voice.

"Good Morning darling."

Rainbow Dash suddenly stopped flapping her wings at a rapid pace and slowed them down so she could overlook, she stared aimlessly at a white mare with purple curly locks for a mane. She was so close to her destination but it didn't matter now, yet again her chance was taken away and the mare she loved for that matter, all because of a pony she thought was her friend, all she wanted now was to tear her apart. 'Why' was all she thought as she looked at the white mare, feeling sad and angry at the same time. It was like a never ending hell with no colourful rainbow at the end of the road. How could she forget. Maybe for one day Rainbow Dash didn't want to remember that the pony she loved was already together with another pony. Taking one last look at the sweet honest apple farmer, Rainbow Dash rotated herself so she was facing away from Sweet Apple Acres while flapping her wings she thought of where to go, she just needed to see somepony. 'Who' she thought. A pony came to her mind, a pony of whom she knew since she was a filly.

'Fluttershy'

'Perfect, maybe I could see Fluttershy.' Rainbow Dash thought as she flew towards Fluttershy's cottage, she stopped again as she heard laughing noises, she looked back and saw Applejack and the white mare walking together. Rainbow Dash suddenly felt a wet patch on her fur, she was crying. Tears were swelling up in her eyes as she thought. 'Who am I'm kidding, I don't have a chance. Even if I tell her it won't change anything, I'm always going to be 'just' her friend.' Rainbow Dash felt her heart breaking, she couldn't even look at Applejack any more so she rotated her body once more and set off for Fluttershy's cottage. She wiped the tears off her eyes as she also thought about the white mare, and the day when she and Applejack had something to say to their friends. After that Rainbow Dash didn't want to talk to anypony, she also knew what would happen that day. She kept herself distant, her friends always asked her what's wrong, she didn't say anything to them. Since that day Rainbow Dash had felt like she'd lost a friend and a chance at true happiness all because of the white mare.

While Rainbow Dash was flying through the clears skies, she thought back on the day it all started. On just a normal day which felt so perfect, destroyed by one moment between two friends which made her feel like emotionally broken.

*****

2 months ago

The summer air blew throughout the fields just outside of Ponyville, It was silent and peaceful all around and it would've stayed that way if not for the sudden rumbling of hooves galloping along the soft patch of grass that covered the fields all around to White Tail Woods where there were many trees surround and leaves were suddenly fallen tumbling down to the ground from the galloping hooves done by two mares, which were racing, Both showing who's the best. Neither anypony holding back or about to give up, both were running for one reason and that reason was to win.

Both mares, one was a cyan blue Pegasus with a colourful rainbow mane that'll put the real thing to shame. Unlike last time they raced, her wings were not tied up but free. She had promised her friend she would not use her wings. The other was an orange earth pony with a sun kissed blonde mane, tied up with a red ribbon and her trademark Stetson that lay up on her head covering the sun from hitting her eyes. They had been running for two minutes and finally they saw the finish line up close with their four friends cheering them on.

In the middle of the fields was a tall tree with leaves that blocked the sun and made a nice place for shade. Underneath the tree, was a red blanket with little squares on it. On top of the blanket had four ponies all were relaxing and enjoying the summer day and where the finish line was.

"Come on Dashie, you can do it." A pink earth pony with a huge smile said.

"Darling, do you think it's good to be cheering on just one of our friends?" Another mare, who was a white unicorn and had a purple mane with curly locks, asked the happy pink pony who was bouncing next to her.

"You're right Rarity." Said Pinkie Pie which was now holding a large megaphone in her hooves. "Applejack, pick up the pace, Dashie will win if you don't!" exclaimed Pinkie as she shouted into the megaphone making the other pony sitting next to her lift her front two hooves to her ears blocking the very loud sound that was coming from the megaphone. Pinkie turned to face Rarity who seemed to be having a scowl on her face and looking at her like she was crazy. Pinkie who was confused at Rarity emotions placed the megaphone on the blanket and spoke. "What! I did what you asked and cheered on Applejack as well?"

The white mare still had a scowl on her face and didn't want to continue hers and the pink pony conversation any more, who seemed to keep on starring at her. Rarity turned her head and looked at the two racers instead....

"Come on slow poke, can't you run faster then that?" The cyan blue Pegasus said to the orange earth pony who was one second behind her as she ran down the final lap of their race, knocking down leaves along the way. The orange pony was suddenly in front of the cyan blue Pegasus.

"Look who's slow now Rainbow." Applejack said and winked at Rainbow Dash who could suddenly feel her energy dying down, she wasn't about to give up however. Just like last years 'Running of the leaves', Rainbow Dash was going to prove to everypony she is the 'Iron pony' and no way she is going to get tied again, how could they when there was no group of ponies racing with them. It was just them, alone with a group of ponies cheering them on of course. The Running of the leaves had just gone this year, Rainbow Dash and Applejack didn't feel like entering. The two headstrong mares were intent on having a race today, At first it was just a normal run around just to get away from their friends for a bit, that and they were both bored even with Pinkie Pie around. However the both mares soon went into their competitive mode and started running a little faster then a normal run, when those two mares were in their competitive streak there was nothing stopping them from beating the other.

The finish line was just a few seconds away from them. Now both Rainbow Dash and Applejack were in the last stage of competitive mode, nothing mattered to them but beating the pony next to them. At one point Rainbow Dash was in front and at another it was Applejack who was.

"Get Ready to loose Applejack."

"No way Rainbow Dash, ah'm gonna win!" Applejack smirked at Rainbow as she remembered something from last year's 'Running of the leaves.' "If ya stop focusing on da race, yah gon'a trip like ya did last time." That smirk never leaving Applejack's face. A sudden blush appeared on Rainbow's from embarrassment as she turned her head around, not facing Applejack and continued to run only focusing on the goal.

Both mares were now side by side constantly pushing each other trying to make one another loose focus on the race. they both ended up at the finish line where they saw their four friends, one who was holding a huge banner saying 'You can do it.' In a sudden flash of orange and blue they were past the finish line, indicating the race was over.

Applejack and Rainbow Dash stopped running and dropped to the grass exhausted forgetting about the race for a moment until Rainbow Dash jumped up on all four hooves and asked.

"So who won?"

"Ah won!" Applejack jumped up on all four hooves as well her snout close to Rainbow's

"No I did!" Rainbow Dash closed the gap between her and Applejack, their snouts now touching and their lips inches apart.

"No ah did!"

"I did and you know it."

"Ah was much faster then you!"

"Yeah by a second." Rainbow said in a snickering grin.

"Actually, you both tied!" Pinkie Pie suddenly exclaimed getting close to the two mares who suddenly backed away from each other and looked at the pink earth pony.

"You got to be kidding me, right?" Rainbow flew up and looked at all her friends in disbelief.

"Yes, you both tied." A purple Alicorn said with a sapphire blue mane which had violet and pink streaks.

"No way, are you sure Applejack wasn't just a second behind me?" Rainbow Dash started flying around all her friends.

"No Rainbow Dash, you both passed the finish line at the same time." Rarity place her hoof on Rainbow's head. "And will you stop flying around up in circles, I'm starting to get dizzy?"

"Come on I must of been faster" Rainbow Dash said once again, not believing her friends, flying back down to the grass next to Applejack.

Applejack had enough of Rainbow Dash saying she's won. she decided to shut her up the easiest way she knew how.

By catching her off guard

"Al'right that's it" Applejack said and turned so she was facing Rainbow, she suddenly pounced on her, pushing her to the grassy field. Catching Rainbow Dash by surprise by jumping on top of her and holding her down showing her dominance. This suddenly gave Rainbow Dash a faint blush on both her cheeks, this was unnoticed by Applejack and was making her heart beat faster from having her best friend and the one she had been having feelings for from a long time on top of her. She could see her friend's mouth move, the words were unheard however. Thoughts clouded Rainbow Dash's mind one of which gave her a tingly feeling. She actually like having Applejack on top of her a lot. She could see her other friends on the blanket talking amongst themselves.

"Rainbow, did ya hear what ah said?" Applejack asked. She was suddenly starring into Rainbow's eyes. 'Wow I never knew Rainbow's eyes are so pretty.' She could see Rainbow's face all red and with one hoof on her chest she could feel Rainbow's heart beating really fast.

"Rainbow are ya al'right, ya seem ta be red in da muzzle?" Applejack asked, the words were finally heard by Rainbow Dash who was coming back to her senses, she cleared her throat and spoke.

"Y-yeah Applejack...I'm fine."

"Are ya sure, ya muzzle seems to be all red?" Asked Applejack showing a bit of concern for Rainbow Dash who kept on struggling to get off so she didn't have to explain to Applejack why she was all red. 'Maybe Dash is starting to feel uncomfortable' Applejack thought as she looked down at the cyan blue Pegasus who had stopped struggling and was now starring at Applejack. Little did she know that Rainbow Dash was very comfortable, she just didn't want to talk, she wanted to just keep on starring at Applejack. Applejack also noticed this and asked her. "Dash, why ya keep on starring at me like that?"

Rainbow's replay was "Wow, you have awesome eyes." Applejack didn't say anything not sure if she heard right, this wasn't like Rainbow Dash to compliment her friends let alone Applejack she said thanks for the complement.

"Thanks" Applejack said with a sweet smile and a faint blush on her muzzle. She suddenly got off Rainbow Dash so she could get up, However Rainbow Dash was still laying on the grass, her muzzle flushed and realizing what she had just said 'Applejack's eyes were awesome', she didn't take it back knowing that made Applejack smile and she wasn't even mad about the race any more.

Rainbow Dash stood up on all fours and sat next to Applejack, the two noticed that their four friends were nowhere to be seen.
'Where did they go' both of them thought and looked around, they were by the huge tree where their four friends were meant to be. they soon heard galloping hoof steps, they looked to see a bouncing pony galloping towards them. Rainbow Dash braced herself, closed her magenta eyes, opened her wings, before she could fly off she was pulled along with Applejack into a 'Crush hug' by the one and only Pinkie Pie.

"Ugh...Pinkie let go, you're crushing me!" Rainbow Dash squeaked out from the lack of breath by pink hooves squashing her wind pipe. That and being very close to Applejack, muzzle to muzzle feeling her cheeks grow hot yet again and a deep red blush appearing, Applejack was also blushing. Rainbow Dash noticed this and saw how Applejack was also repeatedly struggling to get away from the pink pony. 'Hmm, maybe she doesn't like hugs?' Rainbow Dash thought to herself. 'Why is she blushing?' She thought again. Applejack finally managed to get two hooves out of the pink pony strong grip, being so close to Rainbow Dash she ended up slapping them on her head. Rainbow Dash was already having a hard time breathing from Pinkie's hooves clogging her windpipe and now the pony next to her was slapping her hooves on her head. 'This day couldn't be any better' Rainbow Dash thought sarcastically.

"Pinkie ah can't breathe...let meh go!" Applejack exclaimed desperately, feeling her breath shortening.

"Pinkie Pie darling, I really think you should let them go!" Rarity said as she placed a hoof on Pinkie Pie's back.

"Aww...okay Rarity, fine I'll let them go." After Pinkie said this Rarity removed her hoof off Pinkie's back and walked towards the new spot and Pinkie released her two friends from her 'Crush hug' letting Applejack and Rainbow Dash breathe again as they collapsed to the floor regaining oxygen. Pinkie Pie couldn't help but feel bad seeing that she could've hurt them. "Sorry...Dashie I didn't mean to hurt you and AJ." Said Pinkie apologetically. She was approaching her two exhausted friends, thinking that Pinkie was going to hug them again Rainbow Dash and Applejack got on all fours and ran away from her. Pinkie's ears drooped down, suddenly feeling hurt. A Purple hoof suddenly wrapped around Pinkie's neck in a small hug. Pinkie pie's frown turned upside down and a small smile appeared. "Thanks Twilight."

Twilight gave a smile to Pinkie before retracting her hoof away and trotted back to Rarity and a yellow mare with a light pink mane who was pointing behind twilight.

"Fluttershy what's wr-?" Twilight managed to choke out as she became the next victim of Pinkie's 'Crush hugs.'

"Pinkie Pie...let me go!"

"Nope." Pinkie said, suddenly bouncing onto Twilight's back making the the purple mare tumble over her own two hooves, making the pink pony fall on her back with her front two hooves wrapped around Twilight's torso, feeling very uncomfortable and constantly struggling to get away from Pinkie Pie's strong grip.

"Darling, aren't you envious right now?" Rarity whispered in Fluttershy's ear suddenly making the yellow mare blush.

"Oh o-of course not...Rarity, why would I be?" Fluttershy whispered back, not making eye contact with Rarity. Instead she was looking towards her two friends who looked like they were passed out.

"Because Pinkie seems to be hugging everypony except you an-"

"Oh I'm sorry R-Rarity...but I'm going to check on Rainbow Dash and Applejack...they don't look okay" Before Rarity could respond to her, Fluttershy flew off towards her two friends which were at the far end of the fields on a little hilltop.

On the hilltop, where two mares lay on their backs, both heavily breathing. Having been nearly squashed by Pinkie Pie took all the energy out of them and a race to go with it. They just wanted to relax, they looked up at the sky seeing the beautiful clouds sculpted by Pegasi.

Rainbow Dash tore her eyes away from the sky seemingly growing bored of the cloud sculptures, instead she looked at the orange earth pony next to her who was still watching the sky. Rainbow Dash saw as the sun shinned on Applejack's coat making it glow and making Rainbow Dash blush once again. If she could see Applejack's eyes she would be sure they'll be dazzling like the most beautiful emerald gems ever seen. feeling shivers running down her fur She slowly and quietly scooted closer to Applejack, wanting to feel some warmth.

"It's pretty?"

"Yes, you are." Saying her thoughts out loud and completely not hearing Applejack's question, Rainbow Dash continued starring at her best friend.

"Huh, Dash did'ya hear what ah said?" Applejack turned her body clockwise so she was facing Rainbow which was still dazed and now was starring into Applejack's eyes. Seeing her green iris's and continuing to blush unknowing Applejack was looking straight at her. She was wondering what was going through Rainbow Dash's mind, among other things.

'What the hay is wrong with her'

'Ah couldn't of heard that right, did she just say ah was pretty, earlier ah thought she had said 'ah had awesome eyes.' What going on with her? Rainbow Dash never acts this way. Maybe ah should just ask her why she acting like this.' Applejack didn't know whether to keep on talking until Rainbow listens or shake out of whatever she was day dreaming about.

She decided the second option but before her hooves could even touch the soft cyan blue fur, a wing wrapped around her pulling Applejack more closer. Almost closing the gap between them, Applejack had both a look of confusion and horror, she had to stop this.

'Now this has gotten outta hoof' Applejack had enough: first she hasn't the slightest clue as to why Rainbow Dash was acting this way, complimenting her all the time, starring at her all the time and now was wing pulling her closer. Applejack knew the only way to snap Rainbow back to reality, she knew it would hurt but it was the only way.

Smack!

Rainbow suddenly felt a twinge of very hard pain as she felt Applejack's hoof collide with her head, making Rainbow come back to her senses. Rainbow Dash knew exactly why Applejack slapped her and Rainbow knew exactly what would happen now. She had a lot of explaining to do: one, the fact that she was about to kiss her best friend and was two seconds away from completely ruining their friendship. She looked at her friend, seeing the fire of anger in her eyes. Was this it, the time to tell the truth? How could she even explain this, everything that was running through her mind. What would happen after?

"Dash, what the hay was that? W-"

"AJ, I can explain? I-" Rainbow Dash said.

"You better!, what has gotten into ya?"

Rainbow Dash turned her head away from Applejack to hid her herself from sudden embarrassment and hid her stupid blush that was at full and turning her face completely red she could feel beads of sweat pouring down her face, how could she explain this to Applejack, she knew this wasn't going to be easy. She knew that she definitely wasn't going to tell the orange earth pony that she liked her and she wasn't just going to come out and say ' Hey AJ, the reason I tried to pull you closer with my wings, because I wanted to kiss you and want to feel you closer' Rainbow thought how desperate that sounded in her head. Rainbow Dash was officially doomed. She looked to see Applejack with a look of annoyance and was waiting for Rainbow to explain. She couldn't tell her the truth, risking their friendship so she thought of the best thing for an excuse which would probably fail, no harm in trying.

'This is so going to go wrong, just hoping after this, Applejack doesn't buck me to the other side of Equestria or worse. Our friendship destroyed, that's the last thing I would want' Rainbow thought before she opened her mouth to speak she felt a hoof on her lips.

"ya'll got no explanation have you? Either that or ya thinking of some lie to tell meh, am ah right?" Applejack said, leaning on one elbow to balance herself from falling over. Rainbow Dash did the same. With what Applejack said it was almost like reading Rainbow Dash's mind. Applejack's other hoof moved up from Rainbow's mouth and lay on her left cheek feeling a sudden heat arising from it, her blush was showing again.

"Dash, ya know you can tell meh anything right?, you ain't gotta lie, I won't get mad I just want to know. Are you feeling al'right cause ya never act like this and it making me kinda worried and I-" Applejack said showing a sudden concern for her friend.

"AJ...I-I-I....can't" Dash replied honestly.

"Can't what, explain to me what's going on? Ya know you can trust me, can't ya?" Applejack said. Feeling a little hurt and getting a little annoyed with the fact that one of her best friends can't tell her what's going on. Applejack felt something wet on her hoof and noticed it was tears that were running down Rainbow's cheek. "Dash, please tell me what's wrong?" Applejack lifted her hoof up to the bottom of Rainbow's eyes and wiped the tears away. seeing a little smile emerged from Rainbow's lips.

Finally Rainbow spoke. "It's just...I tend to do that when I get too comfortable, It's kind of a Pegasi thing" Rainbow hoped inside that Applejack would buy her lie. She just couldn't tell the truth, it killed inside to lie but she thought the truth might hurt more.

"Strange, Fluttershy don't do that even when she gets too comfortable?" Applejack responded feeling that Rainbow wasn't telling the whole truth.

"Meh I guess it just me then, I mean I am awesome." Rainbow replied, to which Applejack scoffed at, her hoof lay still on Rainbow's cheek feeling the soft fur that lay underneath.

'If her ego gets any bigger, her head will explode' Applejack thought letting out a little giggle.

"Ah guess you're just one of a kind and ah always kinda...like that about ya, but why couldn't you just tell me before? or it there more?" Applejack said still not believing Rainbow.

"Um..r-really what do you mean by like?" Rainbow Dash said hoping that maybe Applejack could have feelings for her "I just thought you would find it weird?" Rainbow said.

"ya know I've always liked ya, you're one of my best friends and no ah wouldn't of found it weird." Applejack said

"Oh..." Rainbow replied a little disappointed from not hearing the response she wanted Applejack to say, not to mention feeling like she has been friendzoned. "Well, I like you too." Rainbow couldn't be bothered to hide her blush any more.

"Aww shucks Dash, thanks." Applejack suddenly began to feel her own cheeks grow hot, sprouting a little blush of her own. She could see a little sadness in Rainbow's eyes and wondered what was wrong now. Applejack looked deep into Rainbow's eyes getting suddenly caught up in a trance she knew Rainbow had pretty eyes but now she thought they were enticing. Applejack began to move closer to Rainbow Dash so now there was hardly any space between them, even closer then were before. she continued to look into Rainbow's magenta eyes getting lost in them. With the hoof that lay on Rainbow Dash's left cheek, Applejack moved it in a circular motion, stroking, loving the sensation of her best friend soft fur. Rainbow Dash was confused at first, but she couldn't hold the sudden urge to do the same, tempted, she reached her other hoof and placed it on Applejack's right cheek stroking it in small circles. A small moan escaped Applejack's lips as she felt Rainbow's hoof feeling her fur. Both mares were blushing hard, completely forgetting everything around them, just each other. This is something neither of them expected to happen today. They both stopped their stroking at the same time, as well as laying down fully on the hilltop. They let their hooves lay on each other cheeks, they pulled their selves closer closing the gap in between them. Their muzzles were so close, Their lips inches away. None of them had any idea how it got this far, neither cared right now. All was going through their mind was each other, was to feel that special bond they shared as friends. After this would they be more?

"AJ..."

"Dash..."

Their lips just a second away. It was going to be perfect just as Rainbow always wanted it to be ever since she had fallen for Applejack. Nothing was going to stop them or brake them from each other, this was their moment. Nothing could ruin it except for a soft, shy speaking voice who flew right next to them, after being delayed from her other friends. Immediately breaking the two mares out of their own little world.

"Um...guys?"

As soon as Fluttershy's voice was heard, both Applejack and Rainbow Dash suddenly pulled away from each other, reminding them that they were not alone. There was only one thought that was going through their minds as they got up on all fours, back to back, not even wanting to look at each other. After being brought back to reality, Applejack felt like her mind was spinning, she felt embarrassed, all she wanted right now was to run away back home locked the door and never come out again. 'Who am ah, Rarity.' She thought how stupid and out of character that would be. All she could do was use her hat to cover her blushing face. Applejack thought how seconds ago she was about to almost kiss one of her best and closest friend in fact, she couldn't deny that they were very close but that was about to cross the boundaries of friendship. Not to mention they could've got caught and would of had a lot of explaining to do which none of them wanted. Applejack refused to look back not wanting to make their friendship any more awkward then it was. Rainbow also felt the embarrassment, she sat on her haunches and tried to look anywhere but behind her, the blush she had wasn't going anywhere either, however that was the last thing on her mind. She almost had her.

'The mare she loved'

Rainbow Dash was screaming in her head wishing she could have this moment again with nopony around. Just her and Applejack. She thought how their friendship would become distant and awkward, she hoped it wouldn't. Rainbow thought of how she needs to mare up and tell Applejack how she feels and how now would be the worst time. Now she had to think of a platonic way to tell Fluttershy how she was just about to kiss Applejack and how it would of been perfect if not for Fluttershy completely ruining their moment. One word that lay on the tip of their tongues, a word that was clouding their thoughts from anything else.

"Wow!" Was all they can say.

"Um...G-guys are you two okay? why are you two red in the face?...um why were you two." Fluttershy gulped and blushed realising that her friends were two seconds away from lip locking each other. "Um...were you girls about to k-"

"It wasn't what you think!" Applejack and Rainbow Dash both shouted in unison turning their heads to look at Fluttershy. still not able to look at each other. scarring Fluttershy which made her step back, turn and bump into another pony.

"It wasn't what darling, and why are you two blushing?" Rarity asked approaching the two embarrassed mares before getting bumped into by Fluttershy who seemed to be shaking into Rarity's coat, her mane covering her face.

"What did you two do to poor Fluttershy?" said Rarity who let out small little giggles because of the shaking from Fluttershy, though it had stopped. Fluttershy still had her muzzle buried in Rarity's coat.

Rainbow Dash and Applejack were lost for words. They didn't know whether to tell the truth and get asked lots of questions by Rarity and possibly their other friends which they did not feel like answering or just stay quiet. Rainbow Dash didn't choose any of these options. Instead she did the only thing she could think of.

'Fly, before things got too awkward.'

Rainbow Dash spread out her wings and took off flying up into the clouds as far away as possible. Applejack looked up at the sky soon after Rainbow left feeling a little angry that she left Applejack to explain everything to Rarity which she was not looking forward to. One part of her felt a little sad that Rainbow Dash left and wanted her to come back, suddenly missing her presence. Applejack turned to look at Rarity who seemed to be laughing, she looked down and saw Fluttershy's muzzle buried deep in Rarity's coat and somehow making Rarity's fur stick out.

"Fluttershy darling that t-tickles." Said Rarity letting out little giggles unable to control her laughter. "Don't you think you should be doing this with Pinkie, not me? D-darling please stop!"

Fluttershy lifted her head away from Rarity's coat, then she took two steps back seeing a faint blush on Rarity's cheeks and one of her very own. From Rarity mentioning Pinkie, who was bouncing to the hilltop with Twilight following far behind.

"Shy, Shy! Where were you? I was looking everywhere for you. I saw you talking to Rarity then as I went to find you, you suddenly vanished." Pinkie said bouncing on Fluttershy, knocking her to the grassy hilltop with Pinkie on top of her. "Rarity told me that you were jealous seeing me hug everypony but you, I'm sorry, I really am I didn't-"

Pinkie's sentence was suddenly stopped by a pair of yellow lips connecting with hers. Pinkie didn't need to told twice and kissed Fluttershy back wrapping her two front hooves lovingly around her marefriend neck, completely forgetting about their friends, who seemed to be watching them. Rarity who looked like she had stars in her eyes seeing her two friends kiss, Applejack had been looking at Rarity the whole time seeing how happy she was to see her two friends engage in something so intimate. She was also thinking a few minutes ago how she was almost about to kiss her best friend. Feeling her cheeks grow hot, Applejack shook it off and decided to annoy Rarity instead. "Rarity, ya look like ya want ta join in, am ah right? Rarity looked back at Applejack who was smirking at her and wiggling her eyebrows. Rarity gave a 'Are you kidding me' look.

"Darling I would never in Equestria do that, but keep on talking and I'll tell the girls what almost happened between you and Rainbow Dash." Rarity whispered into Applejacks ear standing right next to her making Applejack once again and pull her hat over her eyes to cover her embarrassment.

"How do'ya k-?" Applejack asked before getting interrupted by Rarity.

"Oh, you think I didn't see you two. When Fluttershy bumped into me I could see the way you two couldn't even look at each other and what makes it even more obvious was the way you two were blushing, which you're doing right now which is really cute if you ask me." Said Rarity giving a slight wink to Applejack. "Tell me darling, why did you want to kiss Rainbow Dash, do you perhaps like her?"

Applejack was once again lost for words, she couldn't even deny the fact that she was about to kiss Rainbow Dash, she didn't even know if she liked her or not. When Applejack said it she meant she liked her as a friend now she doesn't even know. Telling Rarity a lie would be just a waste of time as well, because Rarity would probably see right through her.

"Well darling going to answer my question or not?" Rarity asked lifting Applejack's hat up away from her eyes and giving a cocky grin.

"Rarity drop it will ya!" Applejack exclaimed a little louder then her usual voice. Shocking her friends and the two lovers out of their kissing session.

Rarity took a step back and walked next to Twilight who had been staring at Pinkie and Fluttershy in fascination wondering how they can keep on kissing without the need to breathe for many minutes.

No further questions were asked and Applejack was thankful nopony was asking her any more questions to do with her almost kiss with Rainbow Dash and anything else. 'Why did ah just yell at Rarity, she was just asking a question. A question that I don't even have an answer for' Applejack thought while looking at Pinkie and Fluttershy who were looking at her in annoyance, in three second they left running back to Ponyville wanting to continue their intimate session alone. Applejack had enough of being asked questions and all she wanted was to forget this day ever happened. She also felt tired so she decided it was time to go home as well. 'Ah guess racing with ya best friend and then almost kissing her, getting asked questions about it, really takes the energy out of you' Applejack looked at Rarity and Twilight who seemed to be whispering to each other. 'Probably taking about Fluttershy and Pinkie, please Celestia don't let it be about me' Applejack thought again wanting to get far from her friends as possible just to get her thoughts and feelings right.

"Hey girls, it's getting late, ah think ah'm gon'a head home and hit da hay, see ya girls later." Applejack said as she began to trot down the hilltop. Right before she left Rarity and Twilight hugged her and said goodbye.

As Applejack was walking along the fields. Twilight nudged Rarity and whispered in her ear "Rarity here's your chance, go talk to her." Rarity looked down to where Applejack was trotting down.

"Darling I can't, what if she doesn't feel the same?, remember what I told you, wouldn't that be obvious that she likes Rainbow!" Rarity said as her ears began to droop down still looking down the hilltop, not even bothering to look at Twilight.

"You don't know if you don't try." Twilight assured her hoping that would boost Rarity's confidence.

"I guess you're right darling, I'll definitely tell her today. Wait where is she?" Rarity said looking seeing Applejack nowhere in slight, thinking that she couldn't loose her. Rarity quickly said bye to Twilight and galloped off to find Applejack.

Applejack was not far from Sweet Apple Acres, she was looking at the sky seeing Celestia's sun set and Luna's moon rise making its way for night. "The night is surly pretty today" Applejack said out loud, just letting her thoughts out. One thing that lay on her mind, as she looked down at ground beneath her while continuing walking.

'Why was ah gon'a kiss her' Applejack looked up at the sky once more hoping to catch a glimpse of a rainbow manned Pegasus there, but to no avail there was just clear blue skies. 'Where did' she go anyway?' Applejack pondered on her thoughts about her best friend. everything they have been through: Their adventures, their competitions and that special bond they have grown to have. 'Ah guess ah tend ta spend more time with Rainbow more then anypony else and ah have such fun with her when ah do, but why today did ah want ta kiss her? Do ah like her, does she even like me more then a friend? Why do ah keep thinking about her, even if ah try ah can't get outta mah head. What is this feeling' Applejack stopped walking for a second and looked up at the sky hoping for an answer. 'It's almost like ah'd do anything for her, even go to the gates of Tartarus and back for her. Ah feel so happy when ah'm around her even while we're competing against each other of having some stupid argument, but we always manage to sort it out. Ah don't even remember how many times ah have this big grin on my face from laughing so much at her ego or the way she thinks she's the best at everything. That day when she was being called a hero and it got to her head, ah still don't even know what that word she told me means 'Immortalised' and that feeling of being so close to her, ah couldn't even stop thinking about her for the whole day.' Applejack's head started to feel dizzy, thinking about Rainbow Dash too much.

'Ah've always wondered why she keeps on napping in mah trees? Rainbow Dash always says it's something with loving the smell of apples, ah have always thought that was not the whole truth. Being the element of loyalty, she tends to live up to it. Rainbow Dash can be a dependable pony. Ah can always rely on her, maybe ah'm just glad to have her as a friend or ah like her like family. Ah don't even know or I know right now is that I'm thinking to mah self and I can't stop thinking about Rainbow Dash' Applejack lastly thought as she trotted into the fields of Sweet Apple Acres. All she wanted to do was close her eyes and forget about today. Unfortunately she was stopped dead in her tracks by a soft voice calling her.

"Applejack darling wait!"

Rainbow Dash was napping on one of her favourite clouds right near Sweet Apple Acres until she heard voices from below. Being woken up, she felt like marching up to whatever pony disturbed her sleep. Rainbow poked her head from out of her soft cloud to look out and to her surprise she saw Applejack. She was parched on a log in the fields, just as she was going to fly down and see her friend, another figure could be seen and it first made Rainbow Dash wonder who was this pony was and why were they talking to her friend, it also made her a bit curious to know and if this figure tries anything then Rainbow would surly buck them to the other side of Equestria.

Rainbow Dash had a look of confusion as she saw the figure emerge from the shadows, to her complete surprise she saw a white unicorn with purple curly locks. A thousand questions were in her mind. one that she said quietly to make sure her two friends didn't hear her.

"Why the hay is Rarity doing here?" Rainbow Dash could see them talking to each other, but couldn't hear anything, so she jumped off her cloud and flew towards a near tree so she could hear what her two friends were saying. Rainbow Dash stayed in the trees to stay hidden. She could finally hear something, she lay down in the tree to listen.

"Rarity are ya al'right, ya'll seem to be outta breath, do ya need somthin ta drink?"

Rainbow Dash saw that Rarity breathing was cut short however that wasn't the only thing that caught her eye, Rarity was blushing. This was getting very confusing to Rainbow Dash.

"No...Applejack...darling...I'm...fine, I-I just need to talk to you and I have to tell you something." Rarity slowly said, still catching her breath.

'What on Equestria does Rarity need to tell AJ?' Rainbow Dash thought while still listening to the two mares. She somewhat felt hungry so she picked a delicious red apple from the tree she was laying on. Rainbow bit into the fruit, savouring and loving the taste, completely getting lost in the fruits desire, even thinking if kissing Applejack would be this sweet. Rainbow almost forgot she was eavesdropping on her two friends, she finished the fruit and threw the apple core to the other side of the fields away from her friends. She continued to listen. The next thing made Rainbow's heart beat faster, her body fuelling up with sudden rage and her lips tremble. It wasn't what Rarity said. It was her actions.

Rarity walked closer to Applejack and placed two hooves on her shoulder completely catching Applejack off guard and making a single tear run down Rarity's cheek to her muzzle. 'What is Rarity doing?' Rainbow Dash couldn't help but feel envious and feeling her eyes water. 'What's happening?' She asked herself.

"Rarity, what are ya doing? Are ya cr-?" Applejack said starring into Rarity's eyes seeing the fresh tears running down.

"Darling I-if I don't get to say this say this now I won't have this chance again and I can't keep this in any longer." Rarity sighed and continued "You've been one of my best friends for as long as I can remember, but inside I've always felt something more for you. most times I know we would act like rivals, arguing over the most silliest of things, at first I thought I loved you like a sister from that sleepover at Twilight's and when I found out that trenderhoof liked you and I was doing everything to make him notice me even change into a farm pony and the theme for that matter. You helped me realise who I was and when you came out in that dress walking like that, I was entranced by you. That time at manehattan when we went to help Coco Pommel after that wonderful day with you darling, I knew that love I shared for you was something much more deeper," With another deep breath Rarity finally said the five words that she had been hiding. "Applejack I'm I-in love with you."

'No, this can't be happening?, THIS CAN'T BE HAPPENING!'

Rainbow Dash watched in utter horror as she watched Rarity edge herself closer to Applejack closing the gap between them and her lips connecting with Applejack's in a sudden kiss. This was making Rainbow Dash want to fly away to the far parts of Equestria and never come back, she knew that wouldn't solve anything. Rainbow Dash just wanted to close her eyes, open them and see this was all a dream. This was no dream this was a nightmare she couldn't wake up from. Unable to hold back the tears that were freely running smoothing down her face and onto her shivering blue fur that was feeling cold as chills ran up her spine. Not to mention her face was pale. Her cyan blue colour was now a lighter shade. 'This has to be dream' Rainbow Dash thought as she felt her heart burn with fury and utter sadness. She 'Hated' Rarity for what's she's done.

Rainbow Dash wasn't the only one who was surprised and confused so was Applejack, she was frozen, she didn't know whether to push Rarity off or to kiss her back or she knew is that Rarity loved her. 'Rarity's in love with me' Applejack played the same words in her head over again. She didn't know what to do or what to say for that matter as her mouth couldn't even talk, being kissed by Rarity and all. Just a moment ago she was thinking about Rainbow Dash and all the crazy things that happened today. That almost kiss with Rainbow Dash came to Applejack's mind as well. 'Maybe Rainbow was just playing around today, she always tends to joke with me' Applejack was thinking all about the fact that she might actually have feelings for Rainbow and if they end up growing stronger up to the point she can't control them any more, up to the point she has to tell Rainbow Dash and what's if Rainbow's response would be that she doesn't feel the same way. Applejack would rather be with somepony who loved her then a pony who would just play with her feelings. In a single movement she kissed Rarity back. This being Applejack's first kiss didn't feel like she always imagined, it was had a dry taste, a taste that just didn't feel right. Applejack let the kiss linger for a second before they both pulled away. Looking each other in the eyes. seeing a certain spark in them, however Applejack continued to think about Rainbow Dash, she shook them thoughts away and instead focused on the pony in front of her. She had no idea what to say to Rarity, 'Maybe giving Rarity a chance won't be so bad' Applejack thought as she wiped a tear away from Rarity's eye and spoke.

"Rarity ah can't say that ah feel da same because that would be a straight up lie, and to tell ya da truth ah don't know how ah feel, but ah be dammed if ah don't give us a chance." and with that she kissed her again, wrapping her orange hooves around Rarity's neck.

Rainbow Dash couldn't watch any more and she flew away far from the mare she loved and the other mare she now 'Hated'. if she stayed any longer she would surly kill Rarity. Rainbow Dash wished now she'd told Applejack how she felt earlier when they were on the hilltop. She felt like screaming. 'Why did this happen.' Rainbow Dash thought. She never wanted to see Rarity again or even talk to her, she didn't even want to be her friend any more. How could she. Rainbow could feel her heart breaking into pieces, tears wouldn't even stop pouring down her face. The image of Applejack and Rarity kept on coming into Rainbow Dash's mind like a bad memory that wouldn't go away. Rainbow didn't even know where she was going, anywhere away from everypony. While she was flying she saw her cloud house up close. 'Home is better then nothing.' Rainbow thought as she approached her house. She opened her door, forcefully shut it then she went into her room and broke down on her bed, feeling a part of her life is missing and would never be hers. That night she cried herself to sleep.

Soon after Rainbow Dash left Applejack and Rarity stopped their tender moment.

"Rarity as much ah want to continue, ah am really tired" Said Applejack lettting out a little yawn. "Mah family is probably worried as to why ah'm out this late, I'm sorry but ah got ta go home." Applejack said again as she felt Rarity kiss her cheek.

"I understand darling, we can continue tomorrow or if you want how would you like to spend a day with me tomorrow?" Rarity asked

"Like ah date?" Asked Applejack.

"Well, yes if you want?" Rarity asked hoping Applejack would say yes.

"Well ah think ah like that Rarity, but ah've gotta go home now so goodnight." Said Applejack giving her new marefriend a hug then trotted slowly up the fields to the barn when she lived.

Before Rarity went home, she took one last look at her marefriend and then to the apple tree right next to her, having a smirk across her muzzle.

"I'm sorry Rainbow Dash." Those were Rarity's last words before she trotted down the fields toward Ponyville square where she lived.

*****

Feeling broken that day, Rainbow Dash's heart never repaired. As she neared Fluttershy's cottege in her heart she vowed that one day she would make Applejack hers. Even if it's tears her friendship with Rarity apart, she won't stop. After all Rainbow Dash was no quitter and won't stop until she gets what belongs to her.

Author's Note

Finally done, this took me a lot of weeks to complete. This story was actually supposed to come out last week but, I had other things to do. :twilightblush:

This chapter was also really fun to write, hope you enjoy it and I would also love to hear what you think. :raritywink:

I will probably post my next chapter next month.

If I have made any mistakes in my story do not be afraid to correct me. :pinkiesmile: