Chapter One: "It's, er, rather hard to explain! At least, in a ladylike fashion..."

If you’re serious about making your mark in Manehattan, then be ready for me to pick you up from your hotel at ten-thirty… Oh, and Rarity? Dress in black. You’ll feel better.

That last bit had confused her. What did Dark Mask mean? Were they going to a funeral?

But they didn’t.

The journey back to Ponyville felt longer than usual. After disembarking the train and dropping her things off at home, the fashionista was still so restless, she felt it would be best to take a short walk through the town to clear her head.

Rarity had no particular idea of where she was going-- of where she even could go. She had just returned from her rather... eventful... business trip, and her mind was branching off in a myriad of dizzying directions. She felt tired. She felt excited. She felt angry. She felt adventurous. She felt scummy and somewhat ashamed...

She felt aroused.

It was evening. Crickets chirped in the grass. Glow flies carved light trails in the dark. Most of the shops were closed. She waved at the hooful of ponies she came across, but for the most part, Rarity kept to herself. Her thoughts were racing, and she wasn't feeling up to conversation.

Somehow, she found herself on the path leading to Fluttershy's cottage. Rarity had left Opal in her friend's care for the duration of her excursion. She didn't necessarily need to fetch her darling cat right away-- the hour was late enough that her shy friend would understand, possibly even appreciate, if she put off retrieving her pet till the morning. Then it occurred to Rarity that of everypony, the one least likely to judge her for what she had gone through would be sweet and accepting Fluttershy.

After a few brief knocks, the top half of the door opened to reveal the pink-haired animal lover blinking her big blue eyes.

"Oh! Why hello, Rarity! I didn't expect to see you tonight." Her surprise morphed to a smile as she opened the lower half of her door. "Did you have a nice trip? Opal was such a good little kitty!"

"I did, thank you! I'm glad Opal didn't give you any trouble," Rarity said.

Fluttershy frowned, her head tilting to one side as her ears perked up. "Rarity, you look like something is troubling you. Would you like to come inside and tell me about it?"

Rarity smiled as her friend stepped aside to allow her entrance. Fluttershy's home was filled to the brim with animals in little nooks, crannies, and cages, and yet it always managed to smell clean and fragrant. The fashionista inhaled deeply the relaxing scent of potpourri and made her way to the living room area. She sat on the loveseat as Fluttershy started for the kitchen.

"Let me make some tea!" the other mare chirped.

"I appreciate it, Fluttershy. I really do!" Rarity said, her voice trembling just a tad. "I feel... Well, quite honestly, I don't know how to put it."

Fluttershy started up her stove and carefully placed a kettle over the burner. Rearing up on her hind legs, she retrieved two tea cups from a high shelf and placed them on a silver tray. "Did your trip not go well?" She asked, reaching for the sugar bowl on the counter.

Rarity traced nervous circles into the plush fabric of the seat cushion. "Actually, it went quite well. I was approached by a new client."

"That's wonderful!" Fluttershy exclaimed, fetching the creamer from her ice chest.

"Yes." Rarity bit her lip, dipping her head down. "Though I must admit, I had a very unusual experience-- one that has left me rather disquieted."

"Oh?" Fluttershy trotted over from the kitchen. "Was it fashion related?" She gasped and covered her mouth with a hoof. "Did your scarf fall into muddy water again?"

Rarity shook her head. "Thankfully, no! You see it was--" The teapot started to squeal and the fashionista huffed at the interruption. "That was fast!"

Fluttershy smiled sheepishly, flapping her wings to glide into the kitchen. "Sorry! It's copper and I turned the heat up high." She turned the stove off and removed the kettle with a delicate wing. Placing the kettle on the tea tray, she picked it up and brought it over with both wings. "Please, do go on," she urged the unicorn while preparing their tea.

Rarity shifted on her seat. With a deep breath, she explained, "My new client is a stallion by the name of Dark Mask. He's a popular fashion model-- quite the gentlecolt!-- who specializes in alternative clothing. The modern rock variety." She lowered her gaze, brow tensing. "He wanted to collaborate with me on a new clothing line, but he said what he had in mind was something different than either of us have worked on before."

When the white mare didn't continue, her friend paused in her preparation to take a seat next to her. Fluttershy placed a hoof on Rarity's shoulder and smiled her encouragement.

The fashionista took another breath and resumed her tale, her head dipping low again. "I must preface again that he was a perfect gentlecolt, and it's not… Nothing was done to me, of course, you mustn't worry, dear. H-he took me to a private night club he frequents. They do very bizarre things there."

Fluttershy blinked and scooted closer. Her voice was hushed, like she sensed not only Rarity's disquiet, but her embarrassment as well. "What did you see there?"

Rarity blushed, her white body going pink with her mortification. "It's, er, rather hard to explain! At least, in a ladylike fashion..."

Fluttershy gently nuzzled her friend under the chin. "It's all right, Rarity. If you feel it's too difficult, you don't need to tell me. I just want you to know that I won't think any less of you!"

The unicorn sighed and nuzzled her friend's mane, her chest warming with affection. The tension eased from her withers, and she said quietly: "This club. It was of the adult variety."

Fluttershy went still, and this made Rarity's heartbeat quicken, but the pegasus made no other sound or motion. She waited patiently for Rarity to continue. The fashionista did so carefully: "There was...so much going on." Her smoky eyes narrowed as she stared through the center table. Their tea cups steamed, untouched. "I was surprised to see so many ponies. They were all so different, too! Small and large, muscular and overweight, young and old. And such strange attire! My goodness, I'd never seen that much leather and latex in my life.”

Rarity clicked her tongue and shook her head, her large curls swaying with the motion. Her horn lit up, her blue aura surrounding one of the tea cups, levitating it to her lips. She blew on the hot liquid before taking a delicate sip. Her voice was barely above a whisper when she spoke again. “The outfits these ponies wore... They were bizarre. Honestly, some were positively dreadful in my opinion, but not all." Rarity shuddered, her eyes widening but still unfocused with the captivating memory. "There was a mare in a collar with a leather mask fashioned like that of a dog. She scraped along the floor on her belly, whimpering like a puppy. A stallion cooed at her with a bowl of food at his hooves.”

Fluttershy’s eyes went wide. “She was... pretending to be his pet?”

Rarity set her cup down and gave the faintest nod. “Yes.” Her brow re-tensed and she whispered. “The mask was very well done. A perfect balance between imitation and interpretation. The choice to believe in the illusion is easily presented to anyone looking upon it. Why, I would wager that if you saw the mask anywhere else, you might pause and think it to be a very expensive piece to an elaborate Nightmare Night costume!”

“How interesting!” Fluttershy remarked, though her voice was subdued and distant, like something was stirring beneath the surface.

Rarity looked at her with discomfort. “I know how this must sound. This mare was debasing herself in front of so many ponies... and for what? The pleasure of one stallion? At first blush, it seems disrespectful, so antithetical to the progress of mares everywhere!” She bit her lip and looked away. “I told this to Dark Mask. He just laughed and said that appearances are deceiving. That the mare might have looked powerless, but she actually had all the power. He said that she could stop things with a single phrase, and the stallion would listen. Had to. The mare was consenting to the stallion’s dominance, not succumbing to it.”

Fluttershy nodded slowly, her eyes going distant. She reached over and took her teacup, sipping at it carefully. Her forelock shielded her gaze. “That sounds… nice, really. Polite, even.”

The fashionista nodded eagerly. “It does, doesn’t it? That was what turned the page for me!” She shifted in her seat, her magic lifting her teacup for another sip. Halfway to her lips, the cup froze, and she murmured, “It was lucky we encountered the mare and the stallion first, I suppose. Had Dark Mask not made that context clear to me, I may very well have fled the nightclub in a fine rage! As it stood, I was able to open my mind and rally my decorum before we proceeded further.”

“I’ve heard of those places,” Fluttershy said, her voice almost a squeak. “You must have seen so many shocking things!”

“Oh my goodness, yes,” Rarity said with a shiver. She took another sip and set her teacup down, perhaps a little too roughly, the dish rattling and the tea sloshing. “Oh dear! Pardon me…”

Fluttershy glanced at her, a shaky smile on her lips. “It’s all right.”

Rarity flicked back her hair and took a deep breath. “After the display with the 'pet play,' as Dark Mask called it, we saw other things. There are… these rooms, you see, and sometimes... they are open to allow ponies to-- Well! To enter and watch. They call it-- what happens in these rooms-- ‘scenes’. I saw ponies with bags over their heads chained to the wall while a mare whipped them and shouted insults. There was also a pegasus suspended from the ceiling with her wings tied as she was being ravished by two stallions. There was even a stallion spanking another stallion who was wearing, well, I suppose one might call it a dress, but really--” Rarity sniffed, and burst into nervous giggles, one hoof covering her mouth. At Fluttershy’s bewildered look, she managed a full laugh, “I’m sorry, dear! It’s just...the dress was a far worse punishment than the spanking! Mustard yellow chiffon on reddish brown hide. Can you imagine?”

Fluttershy’s muzzle split wide with a smile as she tittered. “Oh, dear!”

The pair’s mirth carried on for at least another minute before they were able to resume drinking their tea. When they quieted, they sat in companionable silence until their cups were empty.

Rarity swallowed through a tight throat. “Those things I witnessed… Fluttershy, I’ve never felt that way before. It was exhilarating and grotesque at the same time. I’ve been thinking on it the whole way back from Manehattan!”

Fluttershy gently placed her hoof over the unicorn’s. “I understand. Really, I do.”

Rarity savored the tender contact and support for a moment longer before she slipped off the loveseat and gave her friend a warm smile.

“Thank you, Fluttershy,” the fashionista said. “I feel so much the better. Truth be told… I’m very excited to work with Dark Mask. You see, the reason he took me there was because the clothing line he wants me to design is to be inspired by this subculture.”

“BDSM,” Fluttershy said in a small voice. At Rarity’s surprised look, she blushed through her yellow coat and tucked in her chin. “That’s… That’s what I’ve heard it was called. I, um, never met Mask personally, but I heard rumors when I modeled for Photo Finish.”

“Yes,” Rarity said slowly, quirking her brow. “I’m to begin work on the new designs straight away. Dark Mask is certain this will improve my new store’s prospects. The Manehattan scene is...less reverent than that of Canterlot or Ponyville’s.” Her eyes fluttered as she looked at her empty teacup sitting on the tray. “But it’s all so very new to me, and...well...I’m just grateful to have somepony understand.” She looked at Fluttershy, her smile back but shakier than before. “So again: Thank you, my dear.”

Fluttershy’s lips tilted up. “Rarity, you have nothing to feel ashamed about. You can talk to me about anything!”

The pegasus’ wings shifted sharply on her back, and Rarity looked at them with a start, suddenly aware that they were quivering. The unicorn frowned and tilted her head to the side in thought.

Odd. Are her wings cramping?

Fluttershy hopped off the couch, restless. Her smile seemed fixed. “Let me get Opal for you. You must be so eager to get some rest!”

Rarity followed her friend, a full blown frown now marring her features.

Fluttershy seems stiff. Perhaps I did upset her, and she’s only trying to lie for my sake?

The unicorn’s cheeks burned as her head dipped down.

Damnable fool! You should have kept your thoughts to yourself instead of troubling such a sweet and innocent mare like Fluttershy with your scandalous experience!

Opal was collected. Since it was Fluttershy putting her in her carrier, she only protested somewhat. Rarity carefully lifted her pet with her magic as the feline mewled behind the carrier’s door. The fashionista paused at the entrance, hoping to repair the seeming breach.

“Fluttershy, darling-- you are quite certain that what I’ve said didn’t upset you?” she asked her friend.

Fluttershy shook her head. Her blue eyes were bright, but foggy, as if once again her mind was dividing between their conversation and her own private thoughts. “Don’t worry about me, Rarity. Honestly. I’m fine-- it's just so late.” She hugged the unicorn. “Please get some rest. I’ll see you soon, okay?”

Rarity hummed as she returned the embrace. With one last anxious look at Fluttershy, the unicorn departed for home.