Under Her Hoof

by SillyPony

Rating: mature
Tags: Rarity, Violence, Slice of Life, My Little Pony: Friendship is Magic, Romance, Fluttershy, Porn, Sex, Fetish
Length: 33933

A story about Rarity and Fluttershy, their love for each other, and the dominance and submission they explore together.

The path towards finding who you are meant to be is often long and arduous, but almost always rewarding. Sometimes introspection and self-assessment leads to discoveries about yourself you could never have imagined. Discoveries that, for better or worse, lead to a heightened understanding of the self, a deeper acceptance of your circumstances, and new ways to confront the challenges you face in life.

Sometimes however, as is the case for Fluttershy and Rarity, an attempt at finding confidence and a positive outlook quite unexpectedly leads to the two stumbling into a life filled with spankings, dominance, and a whole lot of kinky sex.

A slice of life story about two mildly neurotic mares, their love for each other, and their attempts to navigate increasingly twisted BDSM, the hurdles of everyday life, and the emotions that bridge those two, at times seemingly disparate, worlds.

Published 2018-02-17 14:40:07 UTC
Last updated 2018-04-08 00:03:20 UTC

1 - Night Reconnaissance

Ponyville lay silent. Far, far above, clouds drifted lazily across the star-strewn night sky in eerie black wisps, gaining a dim, glowing outline along their edges as they obscured the full moon. Of the winds that carried the clouds, none were present near the ground, and neither were there any crickets or other nocturnal insects this late in fall. The night seemed almost oppressively quiet to Twilight Sparkle. She drew a deep breath, filling her lungs with chill autumn air, and exhaled in a sigh that segued into a whimper.

Twilight was all too aware of her greatest flaw. This was not the first time a random idea or fleeting suspicion had caused her to descend into obsession, and surely it would not be the last. Minor things had a tendency to occupy her mind completely, and often ignoring them only caused the compulsion to act on them to grow unmanageably intense.

A sudden, lone gust of wind ruffled her coat, a shudder going through her body as the cold air dug its way down between the hairs to bite directly at her skin. Yet the weather did not cause her to lose focus for even a second, her gaze fixated on the locked hatch door leading down into Fluttershy's cellar. There was no turning back now. Or at least, so she told herself.

She went over her suspicions in her head yet again, for no doubt the hundredth time since sundown, trying to convince herself that suspicions were all she had. Fluttershy had certainly been acting strange lately, her behavior at times subtly disturbing for reasons Twilight could not quite put her hoof on. And what had been in those packages she had been carrying home, believing herself to be dressed incognito while picking them up at the post office? In the span of the last few months she had become secretive, even moreso than usual. But mere hunches and conjecture were not enough to justify literally breaking into somepony's house. Especially not the home of one of your closest friends! Yet if her suspicions turned out to be correct, she would surely find that...

... Yes, what exactly?

Of that, Twilight was not entirely certain, but the curiosity made it all the more difficult to try to convince herself not to open the hatch. Pulse thrumming hard enough for her to feel it in her temples, she looked side to side in order to make certain that nopony was around to see what she was about to do. Not that Fluttershy ever got many visitors. Closing her eyes and focusing her mind on the weathered padlock, her horn lit up with a soft aura. To the average unicorn, the intricate task of picking a lock using nothing but magic would prove to daunting a task. Twilight, however, was anything but average. Magical energy ran across the cylinder; touching, prodding, getting a feel for its construction. She smirked ever so slightly and shaped her telekinesis masterfully into the shape of a key. A quick twist, and the padlock popped open with a satisfying click. Another look left and right, and with the coast clear she slowly opened the hatch, carefully so as to make sure that no sudden creaks would alert anypony to her presence.

She looked down into compact darkness, swallowing hard.

”What... What are you? A foal?" she whispered to herself, reprimanding herself for her sudden fear of the dark. "You've faced changelings and monsters and... And Tirek! You fought Tirek and won, for pony's sake!"

A moment's hesitation.

"... In daylight..." she added, willing herself to begin the descent down the stairs into the forbidding darkness, steps creaking softly under her hooves.

Almost immediately, a foul stench assaulted her nostrils, causing her to reflexively cough and spit. Pungent and acrid, earthy with a faint but sharp smell of ammonia. Manure? Fluttershy kept a large, lush garden, not to mention a myriad of pets and animals, so one could assume that manure was in constant demand and ever more constant supply. But storing it indoors...? Twilight wisely decided to breathe through her mouth, teeth clenched.

Even with the light of the full moon shining in through the open hatch, the layout of the cellar was difficult to make out. Yet, as her eyes adjusted to the darkness, she found the room to be unusually empty. Strange, seeing as how Fluttershy tended to use it as a storage. Twilight had barely lifted her hoof to take another step forward when the hatch closed with a loud bang, causing her to freeze in place. Legs trembling and head swimming, Twilight was certain that her heart would beat clean through her chest. Celestia, what a scare! Yet, it was merely a sudden gust of wind that had blown the hatch shut, nothing more. There was nothing terrifying or sinister about it. A simple illumination spell would take care of it. After a few deep breaths to calm down and regain her equilibrium, Twilight managed to gather her thoughts sufficiently enough to ignite the tip of her horn, immediately bathing the room in a soft, purple light.

"Tw-... Twilight? You shouldn't be here!" came a voice from just behind her. Barely having recovered from the first shock, Twilight once again felt herself freeze to ice. She stood, paralyzed, for a few moments, too terrified to turn around. Yet, the voice seemed familiar... Rarity? No, Rarity was not even in Ponyville, having left for Las Pegasus well over a week ago on some important, prestigious, design job.

"R-Rarity?" Twilight stammered, speech strained as she found it difficult to fully fill her lungs. "I-is that you? What are you d-"

As she turned around, she found herself looking into the bloodshot eyes of a hideous monstrosity, not even a hoof's length from her face; something barely recognisable as equine, only maneless, tailless, furless, and covered in a crisscross of ugly bruises and scars. With a loud, piercing shriek, Twilight acted purely on instinct, tripping over her own hooves while pushing out with an uncontrolled burst of magic that sent the dreadful creature flying, crashing into the opposite wall and getting the wind knocked out of it. It writhed on the floor, desperately filling its lungs with big, ragged gasps of air.

"Rarity! Rarity where are you?" Twilight shrieked, voice cracking as she failed utterly at sounding courageous. "Get out now! I'll hold this monster off!"

The creature retched and coughed, before speaking with a shaky, accusatory voice. "Tuh... Twilight, th-that... wasn't very... Hak... B-be careful where you fuh-... fire those!"

The realisation suddenly dawned on Twilight.

"R-Rarity?" she stammered. Her suspicions had indeed been correct: Something had definitely happened at Fluttershy's cottage. "Oh no, ooh sweet Celestia, what has happened to you?" Twilight could barely even will herself to talk, so severe was the shock of seeing her dear friend so disheveled, so abused. "Did... Did Fluttershy do this to you? Did she h-... OOH LUNA'S STARLIT BUTT, WHAT HAPPENED TO YOUR EYE?!" Upon closer inspection, Rarity's left eye was swollen shut making the entire side of her face appear swollen and bulging. Twilight reflexively winked, wincing in empathic pain.

"Flutter-... Fluttershy?" Rarity asked, seeming somewhat confused. "Well, uh, I mean... Yes, but..."

Twilight no longer felt afraid. The pure, seething anger had cleared her mind of any and all fear. "I can't believe it! Fluttershy! Why would she do something like this!" She spat out every word, snorting and scraping at the floor with her hoof. "I knew there was something fishy going on, but this, this is just sick!" Rarity opened her mouth as if to interject, but Twilight continued. "Rarity, you need to get out of here now! I'll deal with that b-" She stopped mid-sentence, interrupted by a click as somepony unlocked the cellar door and begun to descend the stairs.

"Oh Rarity!" Fluttershy called out in her soft, melodic voice. To think, that a voice so sweet could belong to such a brutal, awful monster! "You're not making a racket again, are you? Are you? You know what that means, Rarity! It means that Mistress Fluttershy is going to have to teach you a lesson about good behaviour. Surely you don't want tha-UGH!" In the cover of darkness, Twilight had launched herself at Fluttershy, simultaneously firing a burst of focused magical force, powerful enough to throw the hapless pegasus up the stairs and onto the floor of the main room of the cottage, where Twilight quickly pinned her down. Fluttershy yelped in pain, having apparently landed hard on her wing.

"SHUT UP!" Twilight shrieked at her, voice breaking but not wanting from looking directly into Fluttershy's eyes for even a second. The face of the pegasus was one of confusion and shock as she struggled to say something under her breath. "SHUT UP! I KNOW WHAT YOU'RE UP TO!" Twilight's horn lit up with a sharp, painfully bright glow. "Just gimme a reason, I'll blow your head clean off!"

Fluttershy was frozen in fear, tears welling up in her eyes, lower lip trembling pathetically. "I..." was all she managed before breaking down crying. Naturally, Twilight did not fall for such an obvious ruse. A sick psychopath like her was clearly incapable of crying real tears! "Now, you listen to me and do what I say, and maybe you'll make it all the way to pris-" She was interrupted by the melancholy voice of Rarity, the unicorn carefully climbing the stairs.

"Twilight... Stop... You've got it all wrong." the unicorn said with a deep sigh. "I'm ok, Twilight. I promise you. Please, just... let go of Fluttershy. Please?"

After several seconds, Twilight broke eye contact with the hysterically sobbing Fluttershy and, slowly, stepped off her. The pegasus remained on the floor, laying supine and too terrified to even move. Twilight's horn dimmed somewhat as she looked aside at the abused fashionista. What met her eyes was not the expression of relief or joy at having been liberated that she had expected. Instead, though she stood tall and carried herself with her regular grace, even in her current disheveled state, Rarity's gaze seemed sorrowful and dejected.

"R-... Rari... ty...? Why?" Twilight asked, hesitantly, the glow from her horn fading to nothing. Seeing this, Rarity drew a deep sigh of relief.

"Thank you, Twilight. I... I think..." She paused. "I think there are some things we need to explain."

· · · • • ◇◇◇ • • · · ·

Tink... Tink... Tink...

Twilight slowly stirred her tea, rhythmically tapping the spoon against the inside of the cup. To Fluttershy, each tap could as well have been a cannon being fired, a barely noticeable jolt going through her body every time. While Twilight was no longer actively threatening her with bodily harm, her gaze was none the less unwavering, glare fixated on the hapless pegasus. Fluttershy held her cup with both hooves in a cramp-like grip, one moment looking down at the table, the next cautiously lifting her head to try to meet Twilight's gaze. Each attempt lasted only mere seconds before she found herself blinking nervously, focus drifting, -despite her best efforts-, to the side in a desperate attempt to escape the stare of the alicorn glowering at her. She drew a trembling sigh, causing Twilight to shift in her chair as if on cue. Had Fluttershy been able to stop breathing, she would have. Instead, she silently cursed her own weakness. She had sworn to herself that she would never again feel like she did now; tiny, scared, shrinking away. In many ways, she was a much different pony than she had been; strong, assertive, calm under pressure, not instantly losing her temper when faced with adversities. She could stand up to bully these days without so much as flinching, but when it came to the disapproval of a friend, the foundation she had built over the years crumbled to dust. All that remained was a cold, tight knot in her stomach.

Mere minutes ago, Rarity had entered the shower, instructing her two friends to sit down at the table and share a cup of tea while waiting for her to join them. To Fluttershy, each minute felt like a lifetime. An oppressive, nightmarish lifetime. Preparing the tea had been an ordeal; a normally relaxing task having been turned into something subtly unreal, each action having an unpleasant edge thanks to constantly feeling watched and judged. Even with her back turned, Fluttershy had felt Twilight's glare bore into her, drilling into her cranium and embedding itself in her brain. By the time the tea was finished, Fluttershy's hooves trembled to the point of her accidentally splashing a few droplets of scalding hot tea on her hooves. She was much too tense to even yelp in pain. Upon setting the cups down, one for each of them, Twilight had said nothing, merely grasping the spoon with her telekinesis and begun to slowly stir, surly expression like a stone mask on her face.

At least the staccato sound of running water served to make Twilight's incessant tapping marginally more bearable, but it was far from a calming noise. Despite knowing better, Fluttershy could not help but feel abandoned by Rarity, left all alone to deal with a situation she simply did not know how to handle. Naturally, feeling this way caused the pegasus no small amount of guilt. After all, the situation was no less awkward and difficult for Rarity than it was for her; the difference being that unlike her unicorn friend, she was not caked in mud and dirt.

Eventually, after what felt like an eternity, a short squeak from the tap marked the end of Rarity's shower. Moments later, she exited the bathroom wearing a bathrobe, a towel stylishly wrapped around her head despite the absence of a mane. Even now, she carried herself with such grace and confidence that had she strode into one of the fashion houses of Canterlot, Body Shave Chic would have been en vogue within the hour. As Rarity sat down at the table opposite Fluttershy, the pegasus finally allowed herself to exhale. She had not even been aware that she had been holding her breath.

"Well..." Rarity cleared her throat. "I suppose you have plenty of questions, Twilight?"

"Plenty of questions?" Twilight slammed both hooves on the table, her cup rattling on its saucer but, luckily, not quite falling over. "Of course I have! And why are you acting so... so unaffected by all of this? Just look at you!" She gestured at her friend, increasingly frustrated. "Fluttershy is a monster, she's treated you horribly!"

Twilight had so far thought that shooting someone an angry, disapproving glare was impossible without eyebrows and only one good eye, but Rarity quickly proved her wrong. "A monster? How dare you speak of Fluttershy like that?"

Fluttershy weakly lifted a hoof, opening her mouth to speak but was immediately interrupted by Twilight.

"Gee, I dunno, maybe it's the fact that she kidnapped you, imprisoned you in her cellar and tortured you!?"

Rarity's jaw dropped, an incredulous look on her face. She sputtered angrily, trying to collect her thoughts enough to reply to Twilight's accusations. "K-kidnapped me? Twilight, this was my idea!"

"No it was not!" the alicorn snapped, punctuating her exclamation by once again slamming her hooves on the table. This time, the cup fell over, spilling its contents. If she even noticed, she certainly did not care. "Rarity, that's just Coltholm Syndrome talking. You're traumatized, don't you see?"

Fluttershy sighed and left the table to go fetch a dishrag, muttering under her breath all the while. She knew better than to even try to join their argument.

"Traumatized?" Rarity paused for a long while, frustration growing, and began to rub at her temples in slow circles. "Look, Twilight darling, can we just... start at the beginning?"

"The beginning?" Twilight asked, one eyebrow raised.

"You're an educated pony. Surely you have heard of..." The unicorn paused, the slightest blush appearing on her cheeks but her expression remaining unchanged. "You know... BDSM?"

An awkward, almost tangible silence fell over the cottage, only broken by Fluttershy returning with a dishrag, dejectedly beginning to wipe up the spilled tea.

"B-... BDSM?" Twilight stuttered.

"Bondage, dominance, sadism, masochism." Fluttershy interjected, expertly using her primary feathers to lift Twilight's cup with one wing and wiping underneath it with the other before refilling her cup. With Rarity by her side, she felt ever so slightly more courageous. "It's... a sex thing..." she added, a sudden blush spreading across her face and making her take on a faintly orange tinge.

"I know what it means!" Twilight exclaimed, spitting out every word. "But isn't that supposed to be... be..." She shook her head, growling in frustration at trying to think of an example. Eventually she put her hooves to her cheeks and made an exaggerated expression. "I've been a bad, bad mare! Please spank me! or, Oh dear, I broke the fine china, what a clumsy maid I am! Surely this will lead to a contrived scenario where the mistress of the house teaches me a lesson, erotically!" A sigh. "What you are doing," she continued, shooting a glare at Fluttershy, "is nothing but abuse!"

"It's not..." Fluttershy replied, managing to gather enough courage to speak at just barely above a whisper. "I've never... I've never done anything that Rarity's uncomfortable with..."

Twilight made an exaggerated, guttural noise of frustration, pointing at Rarity's eye with both hooves, mouth a perfectly straight line.

"... It... It was an accident..." Fluttershy mumbled, head sinking.

Twilight stared at her in disbelief. "An ACCIDENT? I suppose kidnapping her and shaving her and locking her in your cellar were accidents too?"

"Twilight darling, you're my friend," Rarity interrupted, once again rubbing her temples, voice betraying only the slightest hint of annoyance. "But would you please be quiet and let Fluttershy talk?" After some consideration, Twilight nodded in reply.

"It..." Fluttershy began, willing herself to look up, to look directly at Twilight. "It really was an accident. I was slapping her face, it was part of the play. We... We both got a little too into it, I started slapping her harder, and she... She really liked it." A wistful smile appeared on Fluttershy's face. Twilight did her best to ignore it, to hide her disgust at Fluttershy's obvious enjoyment, and held her tongue. "And I like it when she likes it. I wanted to give her more, I wanted to... hit her here. On the cheek. We had done it plenty of times but... This time I missed."

"She clocked me right in the eye." Rarity continued. "I told her I was fine and that accidents happen, but she kept saying she was sorry, over and over."

A slight chuckle escaped Fluttershy's lips. "I couldn't stop crying. You had to use the safeword so you could comfort me!"

"Hah, yes... And you even offered me to punch you back. But I'd never do that!"

"I'm sorry," Twilight interrupted the two, "but what the hay are you talking about? Punching each others eyes? And what in Tartarus is a safeword?"

"Oh, a safeword is something you say if you want to interrupt a scene and..." Rarity stopped. It only just now struck her how unaware of kink practices Twilight had to be. Everypony always assumed that no matter the subject, Twilight held an extensive, in-depth knowledge. But judging from her absurd accusations and hostile demeanor towards Fluttershy, it was likely that she knew next to nothing about BDSM. At most, she must have read the dictionary definition, and maybe skimmed through 50 Shades of Hay or some similar book. And the reality of kink was much different from anything you could read in a story. "Twilight," she continued, "how much do you know about BDSM?"

"It's a paraphilia, obviously! Ponies either enjoy hurting others or being hurt." After some hesitation, she added; "And... there's rope... and maids. And spankings."

"Oh boy." Fluttershy sighed.

"Twilight darling, there is so much more to it than that." Rarity said, holding Twilight's hoof in hers. The Princess seemed none too pleased about this, but did not pull away her hoof. "I understand how this must seem to you, but if you'll just allow us to explain, I'm sure it will make sense to you."

Fluttershy stopped pacing back and forth and sat down next to her alicorn friend. With zero knowledge as to what she had witnessed, Twilight likely was not even aware that she had walked in on a sexual situation. Or broken into a friend's house, rather, but that was something they would have to confront her about at a later time.
Fluttershy took a deep breath. Time to let the cat out of the bag.

"Twilight, there's something you need to know. Rarity and I, uhm... We're in love. We're a couple."

"What? You are? Wh-... Since when?" Twilight stuttered in reply. Of all the things she had expected to hear, this was not one of them.

"It will be three years next month, won't it?" Rarity asked. Fluttershy nodded in confirmation.

"Three... Years?" Twilight shook her head, wearing an expression of increasing agitation. Even ignoring the fact that they clearly showed their love in very strange ways, learning their secret now left her with a feeling of emptiness, as if her chest had been opened up and something removed. Everypony had secrets, but to keep something like this hidden away was a betrayal of all the trust and belief in each other that the group of friends had built over the years. "You've kept it a secret from everypony for three years? Why... why didn't you tell anypony?"

"Because we were afraid." Rarity replied dejectedly.

"Afraid of what?" Twilight demanded.

"We were afraid that everypony would react like you just did. Me and Fluttershy, we... we don't have a relationship like most other couples. We thought that if anypony knew, they would think that we're..." Rarity trailed off, her expression suddenly blank. Though Twilight had seen her friend cry quite possibly every other day, for a number of reasons, she had not seen an expression quite like this. Even at her worst moments, there had always been an aire of something exceptional about her, something dramatic. The term je ne sais quoi might very well have been invented to describe Rarity. This was nothing like any of those occasions. This was not a mascara streaked face, hoof to forehead, spread on a chaise lounge and bingeing on a family-size tub of vanilla-strawberry-chocolate ice cream. Even in moments of screaming, crying, sobbing despair, she remained dramatic and fabulous. This was the opposite of that. This was hopelessness and shame.

"... Freaks." Fluttershy completed her sentence. Though she did not wear the same expression of hopelessness, this was likely due to her being closely accustomed to shame, and simply having learned to live with it over the years.

Twilight sat in silence, grasping the cup of tea in her hooves. The tea still hot, the cup burned her, but she only found herself gripping the cup harder. She opened her mouth to speak, but was unable to find words. Her mind was bubbling with emotions, like a pot boiling over, and no one sentence, no one question, seemed to be adequate. In the maelstrom of conflicting emotions swirling in her mind, she found that some especially ugly thoughts had wormed themselves in. Anger. Frustration. Even hate. She wanted to scream, throw the cup into the wall and shatter it into a thousand pieces while storming out, never to talk to her former friends again. The things they talked about made no sense. They were a couple, yet they expressed their love with violence and abuse? Event if she were to accept that absurdity, even if she were to imagine that such behaviour was normal, it was a concept she could not combine with the behaviour they had presented themselves with in public. Was all of that a lie? All those times Fluttershy had acted scared or embarrassed, had it just been a facade, a carefully constructed falsehood to conceal her true nature as a brutal, violent abuser? And Rarity, with all her fashion and glamour, her style and refinement, had she actually hated those things all along? If she just got up and left, she would not blame herself for doing so. But as angry as she was, she needed to know more. If for no other reason than not having to spend every night wondering why her friends would betray her.

"When you..." She groaned, starting over. A sip of tea to moisten her lips, which had gotten very dry all of a sudden. "Even if you enjoy.... weird things, Celestia knows why, what kind of relationship has one pony kidnap the other and imprison them?"

The unicorn and pegasus looked at each other.

"Twilight, why do you think that Fluttershy kidnapped me?" Rarity asked.

Twilight gestured suddenly, almost tipping over her cup of tea again. "Because!" she exclaimed. "You had a job in Las Pegasus, designing dresses for a stage show! Instead I find you here, locked in Fluttershy's cellar!" She grabbed hold of her wobbling cup, then took another sip.

"Darling... I never had a job in Las Pegasus."

The surprise and sudden realisation made Twilight's brain do a summersault, simultaneously sending signals to her mouth to both swallow the tea and spit it out, resulting in a compromise of undignified drooling. She hastily wiped her chin with her wrist. "You what?" she exclaimed. "You mean you planned this?"

"For months." Rarity clarified.

"So when you got on the train and left...?" Twilight asked, wide-eyed.

Fluttershy nodded. "She got off at the next station, then took the night train back, and she's been here with me since then."

There was a long pause while Twilight processed what she had just heard. "But your coat..."

"It will grow out again. In a month, I would think." Rarity said with a smirk. "And the job in "Las Pegasus" would take roughly that long."

"And your mane!" Twilight protested. "You're... I mean, you're... bald..." She mumbled the last word.

"It will have grown out a little, and I'll "return" with a daring new manestyle!" Rarity exclaimed, her aire of glamour suddenly shining through. Fluttershy giggled, knowing what was coming. "The latest trend among fashion conscious mares; short, tomcoltish, a no-nonsense display of attitude and courage! I have already picked out the proper accessories." A grin, filled with pride and confidence. "You know I've made worse things work, darling."

Twilight sighed. Even now, when Rarity spoke of fashion, her excitement sounded so genuine. "I still don't understand! I thought you loved being beautiful and fabulous? And you subject yourself to things like this!"

"I... w-what do you..." Rarity stammered. "Of course I love it! Just because I love, well..." She opened her bathrobe slightly, displaying her coatless, bruised skin. "Just because I love this, it doesn't mean that I don't love looking fabulous! The two aren't mutually exclusive, darling." She thought for a moment, then hastily added; "And Fluttershy is still the kind, loving mare you've always known."

Even if she could stretch her acceptance into believing that Rarity could enjoy looking like she did, Twilight had, to say the least, serious problems believing that last statement. "Yeah, uh, sure. So, what? She just suddenly got angry at you one day and beat you up, and you discovered that you both liked it?"

"No! Not at all!" Fluttershy shook her head vigorously in protest. "There has never ever been any anger involved!"

"Then how! How did all of this start?" Twilight demanded.

"Well, that was quite a while ago." Rarity replied. "Do you remember when Iron Will came to Ponyville?"

Author's Note

And so my first pony fic begins! Updates on Saturdays, or whenever I feel like it. I dunno!

In the next chapter: Rarity eats a live squirrel on a dare and is rushed to Ponyville Hospital after contracting rabies.

3 - Dog Daze

It was the third day of the Ponyville Kennel Club's Annual Dog Show; an event gathering dog enthusiasts from as far away as Las Pegasus to the west and Baltimare to the east, indeed one of the more well known of such events in all of Equestria. Though Fluttershy had enjoyed every single second of it, it was certainly beginning to take its toll. Being invited as an official in recognition of her animal handling skills had been an honor and it was true that she felt right at home at such an occasion, but anecdotes shared by Rainbow Dash about her experiences at a DaringCon echoed in her mind: In a fit of unbridled fangirling, Rainbow had once decided to stay up the entire duration of a convention in an attempt to catch every single panel, interview and contest. After fifty hours and almost as many cups of coffee she had begun to hallucinate, believing a papier-mâché statue of Ahuizotl to be alive and plotting the destruction of the convention centre. Events following that incident had apparently been a bit blurry, but had resulted in a two-year ban from the premises and a severe headache. A classic rookie mistake, she had called it. While Fluttershy had, wisely, respected her need for sleep and asked her friends to help out so as not to spread herself too thin, overseeing dozens of contests, making sure the cafeteria was well stocked, settling disputes and, most importantly, seeing to the physical and mental well-being of literally hundreds of dogs, was still a gargantuan undertaking. She had certainly spent too much time on that last task, but with so many cute little doggies around, her nurturing side had gone into overdrive.

As the third and final day was drawing to a close, Fluttershy had locked herself in a bathroom stall. Groaning and whimpering, she rubbed her aching hooves. She went over her lengthy list of responsibilities in her head, mentally checking off item after item. Somehow, telling herself that there was nothing left for her to do; that cleaning up, handling paperwork, and disassembling tables and tents were the responsibility of other officials, did little to ease her stress, and even less to soothe the ache she felt in her entire body. She was exhausted, if not to the point of collapse, then certainly to the point of tears.

Rarity, she thought, taking rapid, deep breaths to keep the tears from flowing, utterly refusing to cry. Her days of crying alone in the bathroom were over!I need Rarity. And I need a long, warm bath. But first I need Rarity.

Though they had only been apart for all of three hours; Rarity having graciously put her skills to use as a judge on the beauty contest before having to return to the boutique, Fluttershy had seldom felt so alone and uncomfortable. While more than used to exhaustion creating a mental compulsion to return to the safety of her own home, that same craving now pointed in a different direction.

She held her breath, listening carefully for the presence of other ponies, before realising that it was just an old, bad habit from high school resurfacing. Back then, she had been a master of stealth, avoiding other ponies with such practised skill that most of her classmates were not even aware of her existence or the fact that she attended the same class as them. This even seemed to extend to some of the teachers, some having expressed sincere confusion as to who this "Fluttershy" who kept handing in tests to them was supposed to be. Still, skulking around like some creep was a thing of the past; it was just the combination of mental exhaustion and a public bathroom that had played tricks on her mind. She flushed despite having done nothing except taken a time out, willing her aching muscles into motion. Walking back towards the exhibition hall, she forced herself to walk with her back straight, wearing an expression that she hoped did not blatantly communicate her state of mental and physical exhaustion. By the time she ran into Amethyst Star she had managed a strained smile, though her sunken, dark-ringed eyes betrayed her. Noticing her approaching, the magenta unicorn waved and ran up to speak to her.

"Heey! Fluttershy! How are y-, whoa."

"Is it that obvious?" Fluttershy asked, amused at her own failure to conceal her tiredness. She had hoped to be able to properly thank Amethyst, who had single-hoofedly planned and administrated the entire event. Of all the ponies around, she was the one Fluttershy had spent the most time with.

"No, you look f-..." She paused, then decided brutal honesty was the way to go. "Actually, no, you look like a complete mess. Have you actually taken any rests at all today?"

"Well..." Fluttershy hesitated. "I planned to..."

Amethyst clicked her tongue and shook her head. "Look, Fluttershy, you've been a great help today. This wouldn't have worked if you hadn't been here. But..." She grabbed Fluttershy's shoulders. "You need to go home before you collapse. Rest up. Manga and chill. You earned it. Me and the guys will handle the rest." She gestured towards Caramel, Cherry Berry and Merry May, who were busy taking down cages.

Fluttershy sighed. For as wonderful as the three days had been, she was not about to argue with her. "It's been great, Amethyst. Thank you."

"It has!" she said, patting her on the back. "And thank you, too! Now go home." She smiled.

Fluttershy slumped, no longer feeling the need to pretend to be full of energy and enthusiasm, then waved the others goodbye before taking a final look around the exhibition hall. Even with just a handful of ponies and even fewer dogs around, there was a certain energy and enthusiasm still lingering around the area; a post-event happiness that, while fading rapidly, was still almost tangible. A weak but satisfied smile on her face, she made her way outside. Suddenly being exposed to sunlight again made her eyes tingle uncomfortably, and the fresh air, not saturated with dog hairs, was almost overwhelming and breathing in almost caused her to hiccup. Despite it still being only late afternoon, she yawned loudly.

Ponyville was crowded, even by the standards of other ponies. For Fluttershy, any number higher than a dozen was equivalent to "packed", and today, there were considerably more than a dozen ponies around. Somehow, this did not bother her, at least not to anywhere near the degree it would have in the past. Normally she would have feared scornful, judgemental or, worse, disappointed glares, she would have worried about bumping into ponies and accidentally knocking them to the ground, she would have ground her teeth to a fine dust imagining all the thousands of things that could potentially go wrong; things that would without exception be her fault.
Yet, she did not.

Making her way across the marketplace, not once stopping for hypothetical ponies who could theoretically object to her presence, she told herself that her current state of uncharacteristic comfort was due to exhaustion and lack of focus. Walking around in a daze, she did not possess the mental capacity for worrying or being afraid. This was a convenient excuse. It was also entirely wrong. The truth was: She had changed. There was no longer any denying it. Over the course of months, so slowly that she had barely even registered it, social interactions had turned from near-nightmarish experiences into something that was, at worst, an inconvenience. She had changed, and it was thanks to Rarity.

Rarity. Thoughts of the confident, beautiful, perfect unicorn seemed to fill her mind with surprising frequency recently. The way she laughed, the way she talked. The way her beautiful hair seemed almost sculpted in its perfect beauty yet swayed with the gentle waviness of wisps of smoke whenever she moved; an almost hypnotic sight which Fluttershy seemed to be able to stare at for hours. Many things about Rarity were hypnotic; things that had seemed mundane and everyday in the past, yet which now seemed special and precious. The way she pouted when deep in thought, tilting her head left and right as if inspecting some imaginary design. The way she would run her hoof across a fold, determinedly, with a satisfiedhumph.The way she would bounce excitedly, much like Pinkie Pie, when she found something that really caught her interest. All those things she had noticed in the past but which now seemed to have taken on a magical quality. Things that she would now fight Celestia herself to keep, if she had to.

Fluttershy deeply loved her friends. But Rarity was something else entirely; closer to her than any other pony had been. Even Rainbow Dash, her friend for well over a decade, seemed distant in comparison. Fluttershy stopped in her tracks, suddenly, almost causing a mare walking behind to bump into her. Could it be? Fluttershy wondered.My feelings for Rarity, the way her smile seems to fill me up with joy and warmth, could it be that I've finally found it? Could it be that Rarity's become something more than a friend. Has she become...

... my bestie?

Lost in thought, considering the implications of her new realization, she soon made her way to Carousel Boutique; her new home away from home. Just after closing time,Sorry, We're closed-sign in the window, the building seemed still and empty, yet Fluttershy knew that Rarity was right behind the door, ready to open the moment she knocked. She smiled to herself, then as gently as she could (and Fluttershy was gentler than most) tapped the door with the back of her hoof, creating a knock so quiet that it was nearly impossible to hear unless your ear was against the door.

Click.

The door quickly swung open, causing Fluttershy to reflexively jump back. "Ohh! Fluttershy, darling!" Rarity leaned against the door handle in an attempt to casually conceal the fact that she had practically fallen out of the door in her excitement at her dear friend finally arriving. "I wasn't sure you could make it!" she said with a sheepish grin, uncomfortably shifting her body weight back and forth in an effort not to fall over. She was saved the embarrassment by Fluttershy promptly collapsing into a hug, propping her friend up.

"Hi Rarity..." she mumbled into the unicorn's mane.

"Oh... My... But youare tired, aren't you?" Rarity stated with a rhetorical question, shifting her balance so as to better hold up the exhausted pegasus. "Really, Fluttershy dear, I know you were enjoying yourself, but you must learn not to overexert yourself! You didn't put others before yourself again, did you?"

Fluttershy shook her head. "No! Not at all!" She paused briefly, taking a deep breath, her friend's scent filling her nostrils. "Well... Maybe a little. But I was just having so much fun!"

A giggle from the unicorn as she imagined Fluttershy excitedly flitting about the place like Pinkie Pie on a sugar rush, "I guess I can forgive you this time. Still, you mustn't exhaust yourself! Now, is there anything I can do for you, darling?"

Fluttershy thought about this for a while. Her muscles were still sore; the kind of dull, throbbing ache that seemed to dig its way in all the way to the bone. "Bath..." she mumbled. "A bath would be good, please."

"Oh!" Rarity exclaimed, beginning to lead her inside.. "I thought you might want one, so I already drew one for you. It should be the perfect temperature about now."

"Hmm." A soft smile spread across Fluttershy's face. "Didn't you say you weren't sure I could make it?"

"Anyway!" Rarity exclaimed, a slight blush appearing on her cheeks, "I bought some wonderful new bath oils I'm sure you'll simply love!"

· · · • • ◇◇◇ • • · · ·

Fluttershy did simply love them. With a content sigh, she sunk herself deeper into the bathtub until only her nostrils were above the surface. The warmth enveloped her and seemed to seep into her muscles, slowly erasing the tension and ache in her body. Fluttershy could still hear Rarity singing as she had been instructed, though with her head submerged, all sounds became distorted and distant. Rather than unpleasant and cacophonous, however, the song took on a mysterious, otherworldly tone, entrancing in a way. She had heard Twilight talk of Sirens, and imagined their songs to sound similar. Sitting up, she took a deep breath, first rubbing the water out of her ears to better enjoy the song, then her eyes, and when she opened them she found herself meeting Rarity's kind, gentle gaze. Though she kept singing, she smiled with her eyes. Fluttershy simply listened, the melody every bit as soothing as the bath. What the water did to her muscles, Rarity's voice did to her soul. Of all the orders she could give her friend, nothing brought quite the same joy as simply requesting a song. When the unicorn finally reached the end of her song, the absence made the silence seem near tangible.

"Was it to your liking?" Rarity asked, leaning against the bathtub.

Fluttershy nodded, humming a short strophe from the song. "Oh, it was beautiful. Thank you..."

"Is there anything else you need, darling?" Rarity immediately asked.

Fluttershy shook her head in reply, causing a wet strand of hair to slap onto her snout. Brushing it aside with her hoof she tried to think of something, anything, but utterly drew a blank. She was simply too content at the moment. At times, Rarity could come off as a tad too insistent, bordering on sycophantic, but she just seemed so thrilled, so overjoyed at each command. Unable to think of anything, guilt began to creep into Fluttershy's brain. She caught it quickly: "There is nothing I want, Rarity. Thank you."

Sometimes, assertiveness meant saying what you needed. Sometimes, it meant saying that you were in need of nothing. She smiled, feeling some amount of pride at not falling into that mental trap.

"Ooh. Good." There was a tinge of disappointment on Rarity's voice, but she quickly perked up. "So how are you feeling? Better?"

"Much. My legs hurt so much I thought I was going to cry." She raised first her left back leg out of the water, then her right, wiggling her hooves. "But I feel so much better now." She took a deep breath, and exhaled in a groan. "I must have walked ten miles today!"

"Oh? Whatever for darling?" Rarity asked, eyebrow raised. "Did the other ponies make you do all the work? You did seem a bit stressed by the time I left."

"No no no! Nothing like that, they worked just as hard!" Fluttershy assured her."But there are hundreds of dogs, and they're just like us ponies in many ways. Some of them are big and loud, they enjoy the attention. Others become overstimulated by the commotion, and even well behaved dogs can start picking fights. And some... Some are just small and scared and need a helping hoof to feel confident." The last sentence was spoken in a slightly hushed tone.

"Ohhhh..." Rarity smirked, remembering her friend's uncanny ability to empathize and seemingly communicate with animals. "Fluttershy: Dog psychiatrist."

The pegasus, already warm from the hot bath, felt herself blushing just a tiny bit more. "Uhm... Something like that. I'm glad I could help some dogs feel better, but it was a lot of work. Some were just shy and needed some encouragement. They needed to feel that they were safe." She burrowed her frow, continuing; "But some were just little..." She mouthed a word. Rarity could not make out what, but the expression on her face suggested that it was no word fit for elegant, refined ladies such as themselves.

"Just like some ponies are?" she suggested, drawing a giggle from Fluttershy.

"Yes! I don't like it, but you have to be stern with them. Sometimes you need to raise your voice a little, or they'll misbehave." She sat up in the bathtub, gesturing demonstratively with her hoof. "Heel! Stay!" The words came with an authorative quality Rarity could never have guessed her friend would possess, voice sending what felt like a jolt of electricity through the unicorn's mind. "Sit!" Fluttershy yelled, accidentally pointing directly at Rarity.

Rarity obeyed, plopping her butt down on the floor. Though she, a split second later, stuck out her tongue cheekily in an attempt to make it seem like like a joke, time seemed to very suddenly slow down and come to a complete halt for the two of them.

Breathing through her nose in an attempt to slow down her rapidly increasing pulse, Fluttershy could do nothing but stare. Her mind raced, heartbeat drumming on her temples. Her first impulse, her constant first impulse, was to beg for forgiveness. Fighting that overwhelming urge was enough to make her shiver, sending ripples through the water in the bathtub, but she knew, instinctively, that whatever magic had exploded from this moment would fade instantly if she gave in. Instead she mumbled half-words, desperate to find one that fit. The corners of Rarity's mouth twitched, one moment a pout, the next a grin. Her emotions seemed every bit as conflicted, her mind as full of doubt and anticipation, body tense and remaining motionless, barely even breathing. Fluttershy had never seen her friend so nervous and full of anxiety. They were both stuck, having glimpsed something wonderful that they were desperate not to lose. Looking into her friend's eyes, she saw impatient craving and longing.

Fluttershy opened her mouth, but seemed unable to make a sound. When she finally spoke, it was in no more than a whisper: "Beg...?" The authorative tone was absent, the command sounding more like a suggestion, but the one word still reverberated like the sound of a gong. They had grasped what they were fumbling for, and time seemed to move yet again.

The unicorn leaned back, sitting down on her haunches, and pulled her front hooves up to her chest. Her gaze was fixated on Fluttershy but flitted around; to her mouth, to her eyes, to her hooves, desperate to try to read her intentions and her mood.

Fluttershy opened her mouth, inhaling too quickly, and had to clear her throat before continuing. "Sp-... Speak!" she commanded, voice only breaking a little.

"Wha-..." Rarity begun, but quickly stopped herself as she realized what her friend had really asked of her. Head swimming, she tried to gather her courage, to overcome the feeling of shame that had begun gnawing at her. It was a feeling she was in many ways closely accustomed to, but it had only ever lingered in the back of her mind on account of her always remaining a few steps ahead of it. Right now, however, it was overwhelming her, slowly saturating her, and she wanted itgone. "W-... woof!" she squeaked, at volumes barely above a whisper. She decided to try again, despite her cheeks feeling as if they were on fire. "Woof! Aruff!" Louder this time.

Fluttershy sunk just a little deeper into her bath, trying desperately to make sense of her emotions. She was certainly no stranger to lust or horniness. Neither was she unaccustomed to masturbation, having spent many a night alone with her hoof ever since that one fateful day she found out that she had entirely misunderstood the contents of theRevolutionary Mare Uma fan manga she had bought through mail order. Since then her collection had grown, exponentially, and she had even produced some of her own. Her hoof had gotten plenty of experience, and the concept of physical desire had become all too familiar to her. Many nights were spent lusting over mares, some of them even real-life, flesh and blood mares! She would gladly have called herself a fillyfooler, had she not been too embarrassed to talk about her sexuality without the safety of her pen name. She had never imaged, however, that she could feel that way about one of her friends. Was that even legal? Yet that increasingly insistent tingling between her legs was unmistakable, as was the target of her desire. "N-now... R-roll over..."

Slowly, carefully, as if her bones would shatter like glass were she to move too quickly, Rarity lay supine on the floor. Having spread her legs without realising it, she quickly covered herself by pressing her tail against her thigh. Fluttershy would have easily caught a glance at her private parts, had she not focused so fully on Rarity's chest heaving slowly as she breathed, her hooves anxiously running over her toned stomach, trailing figure-eights in her soft, white coat, and the adorable, yet alluringly amusing, blush on her face. She motioned at Rarity to stand up and she obeyed, legs visibly trembling and unsteady. Perhaps, she thought, she was pushing her friend too hard, but there was something she yet had to do. After only a millisecond of hesitation, she lifted her hoof over the edge of the bathtub.

"Shake." she commanded. Reality seemed to have taken on a distinctly dream-like quality thanks to the absurdity of the situation, but with that feeling of unreality came renewed confidence. Rarity sluggishly moved forward, seeming nearly drunk, and placed her hoof against Fluttershy's.

Submerging herself up to her chin, peeking out from behind the edge of the tub, she squeaked yet another request. "Now... k-kiss it."

A jolt went through Rarity's body, and she stared in wide-eyed shock at her friend. Yet for as scandalous as the request seemed to be, she none the less obeyed. Her soft, trembling lips pressed against Fluttershy's hoof. It was the single gentlest sensation the pegasus had ever felt, and she had once received a shoulder massage from a squirrel. Having tested the waters, she decided that it was time to plunge herself in, regardless of her fears and worries, regardless of the potential consequences, regardless of the disastrous effects it could have on their friendship.

"Now... Please..." she whispered, her blush almost as luminous as that of her friend. "On my mouth."

Rarity drew deep, ragged breaths, her pulse beating heavy and slow. Despite her mind being filled with doubts her body seemed to be moving on its own, leaning forward towards the blushing pegasus. "But, I'm not a..." she protested meekly, not so much to Fluttershy as herself. The next second her mouth was pressed against Fluttershy's, and everything she thought she knew collapsed in an instant. She tried to tell herself that Fluttershy had ordered her, that her obedience carried neither approval or enjoyment but only cold acceptance, yet such excuses seemed desperate even to her, as her friend's command could be interpreted as a mere peck on the lips. Fluttershy had not requested their tongues to meet, she had never requested open mouths, or moaning, or whimpering, or desperate, fumbling clinging on to each other, she had not requested desire or even enthusiasm. All those things were freely given by Rarity herself.

It was not the first time either of them had been kissed. Rarity had certainly had her fair share of romances; quick, dramatic, unfulfilling, having fallen madly in love in the morning only to lose interest by evening. She had shared countless kisses with countless stallions. Wealthy and suave gentlecolts. Poor but ruggedly handsome farm hooves, their manes flowing gently in the breeze. Intelligent yet cripplingly shy scholars, inexperienced in the ways of love. Once, even a pirate.

Sweet Celestia, hadthat been an awkward evening.

Yet all of them, even the pirate (especially the pirate), had bored her in the end, their manners too boorish, their behaviours nothing like what she had been led to believe they would be like from her large collection of romance novels.

Fluttershy, in stark contrast, had been kissed only twice. The first time was in Cloudsdale kindergarten; she and a colt whose name she could not even remember having randomly decided that they were a couple and shared a single smooch before getting into an argument whether to play Batmare or hide and seek. The second time had been in high school; a cute young mare with a pierced eyebrow having flirted with her at a party. The evening had ended with the two alone in a dark classroom, kissing and fondling. Fluttershy had nearly been unable to sleep that night, her heartbeat utterly refusing to slow down. She had felt a joy unlike anything she had thought possible, at least until next morning, when the kiss turned out to have been a dare between the mare and her friends; a bet where the loser had to make out with the creepy, awkward loner. The experience had taught Fluttershy two important things; she really loved mares, and she should stay away from physical contact with ponies for the rest of her life. Regardless, she was fairly certain that neither kiss counted.

What the two felt now, however, was unlike anything either had experienced before. When they finally broke the kiss both of them were reeling, incredulous and astonished expressions on their faces.

"Did that...?" Rarity squeaked.

"I... think it did..." Fluttershy replied after some hesitation, not entirely certain she had not just hallucinated the last one and a half minute.

"But I'm not..." Rarity's voice trailed off, her mind swimming and making the process of finding words all the more difficult. "Y'know.... a... f-fillyfooler."

The pegasus stared at her, genuine confusion on her face. "You'renot?"

"No! I mean... I wasn't?" Rarity asked, half expecting her friend to be able to answer.

Her friend?

Was that even the proper term anymore?

"But you are now?" asked Fluttershy, hesitantly, worried that she had made Rarity do something she was not comfortable with.

"Yes? I mean... Maybe? I mean, I don't know, it felt good, I, I..."

"Rarity." Fluttershy interrupted her. "Do you... want to do it again?"

There was a lengthy hesitation, before the unicorn finally nodded. The two leaned in to kiss once again, at first gentler, not quite so frantic and desperate, but mere seconds later their tongues were once again against each other, Rarity all but falling into the bathtub trying to get closer to her... friend? Lover? She moaned in frustration, deciding that terms and labels had to be defined later. Preferably much, much later. Eventually, however, the kiss had to cease, if for no others reason than to allow the two to breathe. Panting, even drooling, Rarity had to admit something to herself.

"Well, buck," she said with her frow burrowed. "I guess I'm a fillyfooler."

"Is it bad?" Fluttershy asked, hoof in the unicorn's now fairly ruffled mane.

"No... It was... It was good." Rarity said, immediately shaking her head. "No, it was amazing. Aaargh! Celestia, it was incredible!" Rarity dipped her head under the water, screaming as loud as she could and creating a burst of bubbles around her face. When she finally looked up her mane was soaked and her makeup, meticulous and perfect until just a few seconds ago, was now a smeared mess. She chuckled, and Fluttershy could earnestly not tell whether it was bitter or joyful.

"Rarity... I... Have another request..." Fluttershy whispered. Rarity immediately perked up

"Yes, of course!" She whispered back, hooves trembling, her eyes pleading. "Anything..."

"Can you, uhm..." Fluttershy writhed uncomfortably, wrapping her wings around herself as a faint shudder went through her body. "Can you get me a bathrobe? The water is getting really cold!"

· · · • • ◇◇◇ • • · · ·

Fluttershy returned home to her animal friends decidedly later than she had planned, and her normally peaceful cottage was in an uproar. Upon not receiving his daily portion of freshly picked carrots from Fluttershy personally, Angel had of course thrown a tantrum and instigated what could only be described as a riot among the other critters. Dinner, however, though very much delayed, effectively quelled the rebellion, and once they were all full, they had assisted their pegasus caretaker in cleaning up. Sometimes she could not help but wonder why her serving dinner was so important, as Harry the bear was more than capable of serving himself and the other animals food. But routine, it seemed, no matter how irrational, was a powerful force. Her home once again quiet save for the low snoring from animals napping in all their favorite spots, Fluttershy could finally lie down in her bed, alone with her thoughts. She had a lot to think about.

The two had spent the evening talking, and kissing, and drinking wine, and kissing, and gossiping, and kissing. And kissing. There was, as of today, no denying it anymore. Things had changed between them, in a very fundamental way. When they parted for the evening, Rarity had placed a single kiss on her cheek, and uttered five words that had caused Fluttershy's heart to skip a beat:

"I think I love you."

"I think I love you too." Fluttershy repeated her reply to herself as she gazed up at the ceiling. Her bedroom was shrouded in darkness save for the moonlight shining in through the window, only faintly illuminating her immediate surroundings. It mattered little; her mind was already overstimulated enough as it was. She considered the safe, comfortable routine that her animal friends valued so, and how what she had come to consider routine during the last few months had come to a very definite end.

It all happened so fast, she thought to herself.One moment everything is normal, and the next everything is completely different. Sometimes things change so quickly! Or some dumb cliché like that. Except that's just buckin' horseapples as Applejack says. Things don't change quickly. They never do. Sometimes you just don't realize that they have been changing for a long, long time.

Somewhere along the line, simple excitement and enthusiasm at giving and receiving commands had turned to shared lust. A mutual trust had turned into an intimate understanding of each others desires.

Most importantly, friendship had turned into love.

Fluttershy could not help but wonder at what point those things had finally shifted over into their new forms, when their minds had subconsciously decided that their reason for meeting was something altogether more complicated than simple assertiveness lessons.

Before she knew it, she had drifted into a deep slumber.

Author's Note

In the next chapter: Applejack becomes depressed after she dyes her mane purple and absolutely nopony even notices.

4 - Angel Bunny and His Animal Friends Go On a Picnic

It had seemed harmless at the moment.

"So, Fluttershy darling, do you want to accompany me to Ponyville Café tomorrow at noon?"

Fluttershy had smiled the warmest, fondest smile and nodded in reply.

Then Rarity had told her that she loved her, and Fluttershy had returned her affection. The perfect end to a perfect day. But that wasyesterday.They had both been in adifferentstate of mind, their common sense obscured by lust and passion and the heat of the moment! Fluttershy, gentle, soft-spoken Fluttershy, would surely be a nervous wreck, realising her trauma upon awakening!

Oh, Rarity! the unicorn thought to herself.You wanton, sinful horse, letting your lust take you over in that fashion! Poor Fluttershy must be in shock at theshameful display you subjected her to!

The unicorn sat alone at the table outside the café, slouched and jittery, gaze flitting this way and that, building nervousness keeping her from even maintaining a modicum of her famously confident composure. Her darting eyes glanced in the direction of the Ponyville clock tower: 12:07.

She hates me. She hatesme.

Rarity regretted ordering a second cup of coffee; the first cup had done little to calm her nerves. Entirely different brews would be needed for that purpose. She sighed deeply. Prior to Fluttershy, her experience in romance certainly had breadth, but not so much depth. Her dating history had always followed a downright predictable pattern; deliriously in love with her prospective partner by morning, sick and tired of their many flaws by evening. Every now and then, her attempts at love had been punctuated by nights of impersonal, purely physical encounters. She would travel somewhere sufficiently far away from Ponyville, dress herself in something sufficiently skimpy, find some sufficiently seedy bar, and spend a night with any sufficiently tolerable stallion. One night as a slut, dick to satisfy her cravings, then leave ahead of morning, never even bothering to remembering the stallion's name.

Rarity certainly had plenty of experience with romance and sex. Mornings after, however, were still very much a mystery to her, on account of there never having been a single one. She was not handling her first one very well.

"Uhm, Rarity? Are you OK?" came a familiar, welcome voice. Rarity sat up with a start, slamming her thigh hard into the table. The attempt at twisting the resulting grimace into a welcoming smile was not even remotely successful. "Ffffffffffffffffff-...” she hissed, but realising there were foals within earshot, continued; "...-luttershy? You came!"

"Oh, I'm, uhm, sorry, I got a little delayed." the pegasus replied, fidgeting. "Are you, uhm, sure you're ok? You seemed really lost in thought."

"Ooh, I'm fine, I'm fine!" Rarity assured her, rubbing her aching thigh, which was almost certainly going to bruise. "I'm just glad you're here!"

Fluttershy embraced her, then froze. On her face was a tiny, nervous smile, her gaze focusing on some distant point, seemingly lost in thought. Inhaling as if about to dive underwater, she hesitated for a few seconds and placed a quick peck on her marefriend's mouth. Face flushed, she sat down opposite of Rarity. The unicorn simply stared, a surprised, open-mouthed smile on her face. Public displays of affection? FromFluttershy? "I'm happy to be here too..." the pegasus said, smiling, but glancing nervously around her.

The two looked at each other, silently; lopsided, nervous smiles on their faces. Around them, the pleasant buzz of ponies chatting, laughing and gossiping filled the air, the sound of cups placed on saucers, and the flapping of wings as pigeons snatched spilled crumbs from the ground. The warm summer sun on their coats would normally have made for a thoroughly enjoyable day, and a moment of shared comfortable silence. The two were not nearly as comfortable as usual in each others company. Both were desperate to speak, neither knowing where to start.

"So about yesterday..." both said perfectly in unison after minutes of nervously looking into each others eyes, the comical timing causing them both to burst out in laughter. Ponies nearby turned to look at them, surprised at the sudden noise, eliciting yet more giggling and snorting from the pegasus and unicorn. The onlookers quickly turned away, figuring that shrugging and ignoring the two possibly insane mares might be the the best course of action.

"I'm sorry!" Rarity said in between fits of laughter, wiping tears from her eyes. "Nerves. You know how it is."

"Oh!" replied Fluttershy, trying her hardest not to break out in laughter again. She failed, spectacularly. "Do I ever! I thought you were going to..."

"Hate me?" Rarity completed her sentence.

"Yes!" Fluttershy exclaimed. Their laughter faded quickly, but the tension had finally been broken. "Uhm, yes. I did."

"So did I," Rarity admitted as a final chuckle escaped her lips, "I thought after yesterday, you would be... shocked! The way I behaved was scandalous!"

A distraught look appeared on Fluttershy's face. "I made you do awful things! I told you to..." She stopped, face turning beet red in an instant upon almost having blurted out yesterday's events in public. "I was the one who was acting scandalous!"

"Ooh, darling, they weren't awful at all!" Rarity replied, not waiting for the blushing pegasus to finish. "And you didn't make me do anything I did not want to! I would simply have said no, had that been the case." She tried to tell Fluttershy that she did, in fact, very much want the things she had commanded, but a sudden pang of embarrassment made the statement come out in a muted mumble. The sudden, deep blushing told the pegasus everything she needed to know, however.

"Ooh... I'm glad that you enjoyed my..." Fluttershy paused, searching for the right words. "... sentences. I enjoyed it too. I, I mean... I enjoyed the other things too. I enjoyed the, uhm... kissing." She looked down at her hooves, biting her lip.

Rarity's spoon spun around erratically in front of her, enveloped in her magical levitation aura; a unicorn's way of nervous, idle fidgeting. "Mm, the kissing..." she said, a barely noticeable trembling on her voice. "And you're a very good kisser, darling..."

"Oh? I am?" Fluttershy asked in earnest surprise. "I don't have a lot of experience..."

"Would you like to get more experience?" Rarity asked, realising the unintended innuendo halfway through the sentence.Well, she thought, it's intendednow!

Fluttershy nodded slowly. "I would. I definitely would."

They stared at each other, both feeling a comfortable yet nagging, craving warmth welling up inside of them.

"I uhhh..." Rarity cleared her throat, standing up. "I think it's about time we went someplace a bit more private. To practice. For experience."

"Ooh?" Fluttershy looked at Rarity, then at the table. "Aren't you going to finish your coffee?"

"Buck the coffee, Fluttershy."

· · · • • ◇◇◇ • • · · ·

The door to Fluttershy's cottage swung open and the two mares stumbled inside, only now breaking the kiss they had been locked in since well before even reaching the path leading up to the pegasus's home. Rarity panted, having all but forgotten to breathe during the excitingly lengthy kiss. She felt lightheaded, not so much from the lack of air as from the lust that was quickly flooding her mind. She watched as the pegasus in front of her closed her eyes and took a deep breath. As she exhaled, her mouth slowly formed a grin; the kind of devilish smile Rarity imagined Opalescence would have on her face before tearing a toy mouse to shreds, had she been a pony. It was a face unlike anything Rarity had seen before; the lustful, insatiably greedy smile of a mare who knew she could claim anything that she wanted. In public, the pegasus was still timid and quiet; no longer meek to the point of being a doormat, but certainly much less outgoing than other ponies. But now that the two were in private, however, Fluttershy could show a side of herself Rarity could not even have imagined a mere month ago. Being able to witness the transformation firsthoof was enough to make Rarity whimper, drool forming in the corner of her mouth. Though it was new, it was something Rarity could without a doubt get accustomed to.

"On your back. Now." Fluttershy commanded in an authorative tone that managed to surprise even herself, her gaze as she opened her eyes intense enough to make Rarity's back legs go weak. For a split second, the unicorn suspected that her lover had used the Stare on her, but quickly realized it was nothing more than a look of great confidence mixed with her own increasing horniness. Her body none the less seemed to move on its own, and she quickly lay down on the floor. Fluttershy glanced at her, and the confidence she had displayed seemed to suddenly evaporate.

"Fluttershy...?" Rarity moaned, receiving nothing but silence in reply. Curiously, her marefriend seemed to be frozen in place. "Fluttershy, darling? Are you alri-..."

It was only then that Rarity realised that unlike the day before, she had forgotten to cover herself. "Ohh..." She hastily pressed her tail against her stomach, drawing a barely audible gasp from the now furiously blushing pegasus. "I'm, I'm sorry. I didn't mean to... Do that..." she assured her.

"Rarity, th-... There's a... thing... on your..." Though trembling, she covered her face entirely with her mane with only a single flick of her head; a skill honed through decades of hiding from other ponies. "On... your thing..."

"A thing on my thing?" Rarity asked earnestly, believing for a moment that there was some embarrassing smudge or stain on her private parts, but quickly realized what Fluttershy was referring to. "Ooh, you mean my piecing?" It was something she had gotten years ago after reading an article in a fashion magazine. It had been a painful affair and she had barely been able to walk for days, although in retrospect she wondered how much of that had been purely psychosomatic. None the less, the little thing had proved to be highly distracting for weeks, filling her mind with nagging thoughts at the most inopportune times. However, as time passed, she often forgot that she was wearing it.

"Y-... That. The... pierc-..." the pink mane mumbled.

"I, uhm, I'm sorry if it shocked you, darling!" Rarity stuttered, berating herself for absentmindedly displaying herself in such a manner. "I can take it out if y-"

Fluttershy fidgeted nervously while mumbling something under her breath, still hiding behind her voluminous mane.

"Darling?" Rarity asked.

".... -nt to s-..."

"I'm... I'm sorry darling, you need to speak up."

"I want to... see it..." Fluttershy repeated, finally daring to peek out from behind her mane. Her face was an almost perfect crimson.

"Oh." Rarity paused. Though she was pleasantly surprised at this turn of events, Fluttershy's request had triggered some brattish part of her. Despite wanting her marefriend to feel comfortable, teasing her proved too tempting. Besides, she was not the one on her back on the floor about to display herself. "I'm sorry", she asked, "what do you want to see? I don't understand."

"Your... you know." Fluttershy answered, her voice barely audible. "Your... thing."

"What thing? My ear? My hoof?" Rarity asked with a wink.

"No, your..." Fluttershy's jaw dropped as she realized her marefriend had been messing with her. "Rarity! That's not funny!" she exclaimed, huffing, her face still blushing red. Despite her claim, she none the less chuckled. If nothing else the little joke seemed to have cured her embarrassment, at least partially. "Now go lie down on the bed! I want to see... it."

"Yes, miss!" Rarity giggled, skipping Pinkie Pie-like towards the bedroom.

· · · • • ◇◇◇ • • · · ·

Rarity did her best to balance herself. Fluttershy had a cozy enough bed, her pillows the perfect balance between fluffy and firm and the covers soft without feeling flimsy. It was, unsurprisingly, covered in a thin layer of animal fur, but Rarity's own bed differed little in this regard as Opal had thoroughly been shedding all over it. But such was the reality of owning pets. The problem was simply that the bed was not very wide. Two ponies could fit in it, albeit not comfortably, and when Fluttershy after quite some time of gathering her courage had ordered Rarity to spread her legs just like before, the lack of space meant Fluttershy had to sit close. Very, very close. Close enough that Rarity could feel her breath on her pussy. Even to her there was something vaguely embarrassing about the situation.

"Oh... My..." Fluttershy commented, wide eyed and blushing furiously enough that even her ears had turned red. More than just looking at the most intimate parts of her friend's,her marefriend's,body, the piercing fascinated her immensely. It was her first time seeing anything like it... in real life at least. The piercing was simple yet stylish; a barbell through the clitoral hood, adorned with an amethyst. The image caused Fluttershy to shudder; partially from imagining the pain of such a procedure, partially from imagining Rarity's face upon receiving such pain. Why that thought caused her heart to skip a beat, she could not quite fathom.

"Fluttershy darling?" Rarity asked. Fluttershy had been looking at her for quite some time, and it was slowly making her feel self conscious. The lingering gaze felt more intrusive with each passing second, to a point where it was beginning to seem almost tangible; both teasing and tickling in its insistence. A need was starting to pulse through her body: She desperately needed to cover herself, alternatively masturbate. Either or.

"Mm?" Fluttershy kept staring, then suddenly looked up. "Oh! Oh, I'm, I'm, I'm..." She sighed, fascination fading from her face only to be replaced with an expression of shame.. "I'm sorry, I was staring wasn't I?"

"Maybe a little..."

"I'm, uhm, I'm sorry, I'm..." Nervous and inexperienced, she wanted to say, but found herself unable to. Fortunately her frustrated expression communicated her emotions perfectly.

"It's fine, Fluttershy dear." Rarity assured her. "Take your time, I'm here for you. What do you want to do next?"

"I... I don't know..." came the mumbled reply. "I don't know, what are you even supposed to do?" Her voice was breaking ever so slightly. Her confidence was far from shattered, but some ugly cracks had suddenly begun showing. "It's my... You know, my first time..."

Rarity smiled the kindest, most calming smile she could manage, sitting up to run her hoof through her marefriend's soft, pink mane. "Fluttershy, I don't mind if you're a... If you haven't done it before. It's natural to feel nervous your first time, maybe even a bit scared. I know I was."

"You... You were?" A look of genuine surprise on Fluttershy's face. The revelation that Rarity, of all ponies, had been nervous in the same situation made her feel marginally more at ease.

"Of course!" Rarity assured her. "It's all so new, you don't want to seem inexperienced... Especially if your first time is with someone much more experienced than you." Fluttershy opened her mouth as if to ask, then figured it was better not to pry. "Besides!" Rarity continued, "In a way it's my first time too. With another mare, I mean. So this is all new to me, too!"

Fluttershy giggled, looking a bit more confident. "I guess that's true."

"Just tell me what you want us to do. I promise I won't judge." She quickly gestured a Pinkie Promise.

"Uhm, well..." Fluttershy smiled again. Also, her face was yet again quickly turning a luminous red. "In that case... I want you to show me what..." Her voice trailed off mid-sentence, losing volume until she spoke in less than a whisper. She cleared her throat, trying again. "Rarity... show me what it's like when you m-... touch yourself."

Rarity swallowed hard, then nodded. Her tongue very suddenly felt large and dry, and trying to answer would surely lead to nothing but mumbled nonsense. She moved her hoof between her legs after only a moments hesitation. As Fluttershy watched intently, the blushing unicorn begun to touch herself, slowly and softly at first, just enough that she had to stifle a moan.

"D-do you... like it?" Rarity squeaked, working herself with one hoof, the other gently rubbing at her nipples. For some reason, she wanted to press a pillow over her eyes. The physical closeness to her marefriend felt comfortable and intimate, but also inescapably embarrassing. Why, she could not fully comprehend. She had always thrived on attention in her everyday life, and her sexuality was no different in that regard. With all those stallions, she had displayed her body without shame, yet with Fluttershy, she felt like she was a blushing virgin again. None the less, she fought the desire to hide away behind a pillow. Besides, ruining her flawless makeup would be nothing short of a crime.

"I do..." replied Fluttershy, audibly panting, her gaze not wavering for even a second. "D-... Does it feel good?"

Only a satisfied "Mmm" in reply. Though she could not quite look into Fluttershy eyes, Rarity's eyes were fixated on the pegasus's chest, slowly working their way up. With each passing second the embarrassment subsided, slowly but surely, and what had started as gentle touching soon grew wilder and more intense, the unicorn caring less about whether her panting and moaning sounded silly, or if her increasingly frantic masturbation caused any embarrassing sounds. Had she shown any restraint, she no longer wanted to, especially as she noticed that Fluttershy's hoof was now firmly planted between her own legs, rubbing and teasing with great intensity. Deciding to give her marefriend a better look, Rarity pushed up with her hips while spreading her legs as much as she could, trying desperately to find hoofhold on the awkwardly narrow bed. It was not remotely comfortable, but thigh aches was future Rarity's problem.

"Rarity... Please, I want t-..." Fluttershy mumbled, lust-drunk, leaning forward to kiss her lover, pausing just long enough for the two to feel each others breaths on their lips. Her hoof, sopping wet with her own juices, pressed against Rarity's chest, eliciting a surprised gasp from the pinned-down unicorn. The other swatted Rarity's own hoof away from its eager work. A disappointed whimper turned into a loud, guttural moan as the pegasus quickly replaced Rarity's hoof with her own, demonstrating skills honed by hundreds upon hundreds of hours of masturbation. Moaning and whimpering, the tastes of each others saliva in their kiss were simply intoxicating. By the time they broke the kiss, both were panting for air.

"I want to... I want to try something..." Fluttershy whispered in a slurred tone Rarity could not tell whether it was commanding or pleading.

"Anything!"

There was no answer or explanation, instead the pegasus began to turn around in bed, awkwardly lifting her leg over Rarity's head to position herself as the top in a sixtynine. Rarity swallowed hard as she laid eyes on her marefriend's soaked sex, heart beating faster with both excitement and nervousness. Though by no means inexperienced with the position itself, cunnilingus was new territory. She had never seen a pussy up close before, especially not one so slick and dripping with juices. Despite assuring Fluttershy that there would be no judging mere moments earlier, she was now gripped by insecurity herself. Despite the fact that her belief that she was entirely heterosexual had turned out to be quite wrong, thinking of herself as a lesbian was still new and unfamiliar, and to some degree even faintly frightening. Especially when viewing somepony's dripping wet pussy up close. Even ignoring her own worries about how it would feel and, oh Celestia, what the taste would be like, was she really up to the task of pleasuring another mare? Stallions were simple enough to read, but how would she tell with a mare? A few concerns had to be dealt with before she could continue worrying about her lack of experience however, chief being her current inability to breathe.

"F-Fluttershy? I, uh, I hate to complain but..." she groaned, writhing uncomfortably.

"Uhm? I'm sorry, am I...?"

"You're kind of pressing down on my stomach." Rarity gasped, doing her best not to sound too distressed. "Slightly hard."

Fluttershy shifted around, allowing Rarity to finally draw a deep breath. "I'm sorry, is this... better?" she asked. It was not. The weight was now instead on her thigh, causing quite a lot of pain.

"No, let me just..."

"How about this..."

"....."

"....."

Eventually, after several minutes of awkward shuffling and mumbling, the two maneged to find a comfortable position that put a minimum of pressure on Rarity and would not cause too much strain on Fluttershy's muscles. Rarity sighed under her breath. Erotic literature always made this position seem so easy!

"Can I?" Fluttershy asked, breath ragged and voice saturated with lust, anticipation, and just a hint of the tone of fear and worry that Rarity had learned to recognize in her friend's voice over the years.

"Of course darling," Rarity replied, "you go right aheaaaahhhhhhh-oh sweet Celestia!" Fluttershy wasted no time, her eager tongue immediately licking and lapping, sheer enthusiasm filling in where experience was lacking. Her sensitive pussy under vigorous attack, Rarity had no choice but to press her face directly against Fluttershy's crotch to stifle a loud yell. Body tensing, she decided to give Fluttershy a taste of her own medicine. Drawing a deep breath, which filled her nostrils with Fluttershy's scent, she prepared herself mentally for her first go at licking pussy. Trembling and panting, she let her tongue explore, lips nuzzling and sucking. The sensation made her mind swim, her thoughts flooded with the excitement and novelty of performing such a lewd, queer action. She could barely believe what she was doing, feeling simultaneously naughty and proud of herself. Growing bolder with each passing second, she alternated between stimulating the parts she herself enjoyed giving attention, and simply mimicking what Fluttershy was doing. Judging from the pegasus's whimpering and moaning noises, it seemed to be a winning method. Both had already forgotten why they had been nervous to begin with, lost as they were in a whirlwind of tastes, scents, yelping, moaning and trembling.

Grabbing onto Fluttershy's flanks to bury her snout deep in her pussy, she caused the pegasus to do the same to her. It was then that Rarity got a reminder of an oft forgotten fact about her friend and lover: Fluttershy looked meek and gentle on the outside; her shrinking violet demeanor often causing ponies to mistake her for somepony who could be knocked over by a soft breeze. And certainly, her lack of wingpower lent some truth to that assumption, but that was only true for her flying. In all other respects, Fluttershy was closer to an earth pony than a pegasus; among Rarity's closest circle of friends only Applejack possessed greater physical strength, and even then not by a great margin. Her soft coat, her gentle voice and pink, flowing mane all hid the fact that underneath it all was pure muscle. Fluttershy was the kind of pony who could, and had, wrestled bears into submission.

And now, that strength was holding Rarity in place. There was a split second of panic, a shudder going through her body as she reflexively attempted to break free, but Fluttershy's tremendous strength did not allow even for flinching. Combined with her tongue eagerly licking at her pussy, Rarity felt suddenly overwhelmed, her mind swimming with a pleasure she had never felt before and could only partially understand. All she was certain of was that, for whatever reason, she wanted Fluttershy to hold her tighter, to envelop her more completely. She imagined being a snake's prey, being tightly constricted, and the lack of mobility somehow turned her on. And the better Fluttershy felt, the tighter her grip would become. If she could be brought to orgasm, surely something wonderful would happen? Rarity had no idea what her lust-hazy mind was even thinking, but felt that pursuing that hunch was more important than anything else in all of Equestria. Utilizing what strength she could still muster and ignoring her rapidly numbing tongue, she licked Fluttershy as intensely as she was capable, stimulating her more and more. And sure enough, with each kiss and nuzzle, with each lick and flick of her tongue, she caused Fluttershy to gradually tense up. Just a little more and she would be brought over the edge. Drawing a deep breath, inhaling that wonderful, musky scent, Rarity went all in. Attacking all her most sensitive spots, Rarity managed to get the pegasus to moan, then shudder, then writhe. Her breathing a series of ragged gasps, her body begun to tense up, then relax, tense up, then relax, as if building up to an explosive orgasm. Soon enough, a violent shudder coursed through her body, Rarity's untiring ministrations having brought her an intense climax. Rarity came mere moments afterwards, but was brought to orgasm through entirely different sensations. Though the simulation certainly helped, the feeling of being held in place tightly, being painfully squeezed, was a greater source of pleasure. As the orgasm pulsed through her lover's body, Rarity's own climax was heightened by the feeling of being nearly crushed in Fluttershy's powerful arms, her head squeezed to an almost painful degree between the pegasus's muscular thighs. Had she felt any more pleasure, she would surely have passed out, her eyes already rolling back into her head.

The two panted and gasped as they recovered from their respective orgasms, clumsily pulling themselves into in a tight embrace, lips locked in a greedy, sloppy kiss.

"Th-... That was..." Rarity gasped, stroking a strand of hair out of her sweat-damp face. She found herself giggling, unable to stop the feelings of happiness bubbling up in her after experiencing something so new, so exciting. Despite her joy, however, she found herself unable to think of a way to finish the sentence. Judging from the look of bliss on her lover's face, however, there was no need to.

"It was..." Fluttershy agreed, nuzzling Rarity's neck. "So you did, uh... You enjoyed it?" she asked, worrying purely out of habit. "I mean, I've never, you know..."

Rarity's face exploded into furious blushing. "I... I've never felt anything quite like it!" she confessed. "Frankly I thought I would never stop coming."

"Oh..." Fluttershy replied, unsuccessfully attempting to hide her pride as she snuggled a little closer to her lover. They kissed, then simply lay together silently, embraced in a state of shared happiness.

In Rarity's mind, however, was a jumble of hundreds of thoughts. Confusion would have taken her over, except only one thought really mattered: A need she had not even been aware of had been sated. She sniffed at her frazzled mane, a tuft of hair was damp and carried a particular, easily recognizable scent. Normally she would have rushed to the shower, but nothing seemed less important at the moment. She placed a quick peck on her lover's lips, feeling for perhaps the first time in her life completely and utterly at ease.

"Darling...?"

Fluttershy nuzzled her cheek. "Mmm? Yes, Rarity?"

"Could you... hold me a bit tighter?"

Fluttershy didn't reply, but after a few moments wrapped her legs tighter around Rarity, eliciting a content sigh. Soon, satisfaction turned into relaxation, and cuddling into napping. Embracing each other, they soon snoozed together in Fluttershy's much too narrow bed.

· · · • • ◇◇◇ • • · · ·

Angel Bunny peered in through the bedroom window at the mares happily resting in bed. As soon as he had spotted the two lovebirds walking towards the cottage earlier in the day, kissing like they were attempting to eat each others faces, he had hastily debated with himself the pros and cons of yelling at them to stop their foolishness and instead see to more important matters, such as serving him lunch. He had, however, quickly decided to leave them alone. After all, he was not an unreasonable rabbit, and his hapless, perpetually attention-starved owner did not exactly bring home mares on a weekly basis. Or at all, for that matter. As such, he figured that she could be treated to some privacy, at least this once. He had hastily shooed the critters out of her cottage through the back door, coming up with an explanation on the spot that they were all going on a picnic. They had, reluctantly, agreed to do so, but now that they all were back, it was clear that things had gone a little beyond the simple smooching and cuddling he had suspected would take place. Even with the window closed, he could still smell what the two had been doing. Looking down at the animals gathered beneath him, he shrugged and jumped down, landing on the soft, fuzzy shoulder of Harry the bear. He grabbed onto his ear, then leaned forward and whispered to him exactly what had been going on. The bear snorted, a look of embarrassment on his face, then looked at the critters surrounding him. They were all wondering what was going on, some of them growing increasingly annoyed with each passing moment. Angel realized that something had to be done, and stealthily opened the door to the cottage, sneaking inside and across the floor towards the chaise lounge at the far end of the room. There, propped up against the arm rest, was Fluttershy's saddle bag. Quickly glancing towards the stairs leading up to the bedroom to make sure nopony noticed him, he dove inside the bag, shuffling through its contents. An apple, some tissues, a brush, a book (Pone Piece, volume 7), some broken sunglasses, and... aha! Fluttershy's coin purse! He poked his head out of the bag. Listening for movement but only hearing quiet snoring, he dashed outside, purse tucked under his arm. The moment he had gotten through the door, he held purse triumphantly over his head, explaining to the critters that Fluttershy was feeling very much under the weather and had told them all to go to Ponyville and buy themselves whatever they wanted to eat for dinner, her treat! The animals looked at him quizzically for a moment, then nodded with pleased expressions on their faces as they started walking towards Ponyville.

Angel patted himself on the shoulder as he followed them, proud of his quick thinking. Having shown such kindness and consideration towards his owner, he figured that he had earned the XL salad with extra diced carrots at Ponyville Cafe.

Author's Note

In the next chapter: Fluttershy and Rarity attract the attention of the terrifying Shadow Moose after playing with an Oujia board, and grow increasingly desperate to find a way to break the curse before it's too late.

5 - First Quarrel

"Fluttershy?"

The pegasus looked up at her lover from the comfortable position of embracing her in bed, head resting on her chest. Her mane was a frazzled mess, but then again so was Rarity's; her mane clinging to her face, her makeup smeared and streaked, her coat damp with sweat. Another day spent together had ended up with with the two unable to keep their hooves off of each other (as happened frequently lately) and after hours of kissing, rubbing, touching, fucking, and countless very exciting commands to follow, the fashionista's usually not inconsiderable skills at avoiding looking disheveled regardless of circumstances had simply failed her. Fluttershy was the only pony who had seen her in this state; untidy, physically exhausted and lust-drunk. Judging from the way the corners of her mouth crept closer to her ears and the way her eyes seemed to sparkle, the pegasus very much liked what she saw. She seemed to take a special joy in watching her lover turn from one state to another, in being the cause of that shift especially. Over the course of the last few weeks, Fluttershy had grown steadily more teasing, giving Rarity orders that would make her assume some embarrassing position where all her most private parts were on display, or she would address her in a way that made her feel insignificant and small in the most wonderful and pleasant ways. Despite how unnatural it seemed, Rarity had welcomed it all, awaiting with bated breath what new degradations Fluttershy would bring her.

"Mm? Yes?" Fluttershy replied, gazing intently at her lover. Had anypony else seen her like this, Rarity would have fled with remarkable speed, dug a hole in the ground, and remained in there until nopony remembered her name. Yet, feeling Fluttershy's beautiful cyan eyes on her, she was not just comfortable, she was excited.

As much as the thought of begging for more and being made even more disheveled aroused Rarity, however, an insistent thought had been prodding at her attention for almost as long as the two had been intimate. The more daring they became in their sex life, the more nagging the thought had become, and during the evening it had become too powerful to bear. Rarity could no longer ignore it. "What are we?" she asked, a quizzical look on her face.

"Hmm." Fluttershy placed a quick peck on her lover's tummy. "Ponies? Marefriends?" she suggested.

"Yes..." Rarity said with a faint smile. Despite the way it made her feel, the somersault her mind made at hearing that word, she did not feel convinced. Something about that definition felt off, as if it was a word she had no right to claim.

Sensing her lover's anxiety, Fluttershy gently ran her hoof in circles against the unicorn's side, and wrapped her tail around her back hooves. "The cutest, sexiest lesbians Equestria has ever seen?"

Her hooves enveloped in soft, fluffy warmth, Rarity drew a deep, content sigh, though her worries were by no means abated. "Well, yes, obviously." She gently stroked her marefriend's mane, feeling a pang of guilt at daring to question the happiness they had come to share. "But I mean, what... are we?"

"I think..." Fluttershy lifted her hoof, paused for a moment, then lowered it again. "Ok, you've lost me." she admitted. "Is this some kind of riddle?"

"No, what I mean is..." Rarity cleared her throat, not entirely certain how to put her concerns into words. "Romance is supposed to work, uhm, differently, isn't it? There's supposed to be, ooh I don't know, hoof accidentally brushing against hoof, followed by dates in restaurants, awkward rollerskating, and then a first kiss with the lovers snuggled closely together on a bench in the park under the full moon. Right?"

She was aware of her own habits and stubbornness; that she would occasionally get very detailed ideas about How Things Should Be. Ideas fueled by her consumption of books, novels and movies all selling a very strictly defined version of romance, and her desire to have the same pure, beautiful things described in those stories. Indeed, it had taken her the better part of the month since they became a couple to at least partially come to terms with the fact that perhaps she was about as straight as a circle. But even taking all of that into consideration, something felt wrong.

"But we're not like that, are we?" she continued, closing her eyes. "I... I kissed you on the hoof before I kissed you on your mouth! I barked like a dog!" Even looking away, she could tell that Fluttershy was grinning. Peeking down for a split second confirmed her suspicion. "I, uhh, I did... I did those things before even saying that I love you." She squeaked in embarrassment, but quickly gathered her resolve again. "That's not how it's supposed to be... is it?"

Fluttershy pretended to clear her throat in an attempt to buy herself time to stop smiling. "Uhm, well... I don't think relationships are supposed to be like anything." She hesitated for a moment, and what remained of the smile disappeared as a fear struck her. She sat up abruptly. "A-are... Are you unhappy with ours?"

Her face shifted into that expression again; one Rarity had not seen in a long time. The expression that suggested that the poor pegasus was about to launch into a long chain of I'm sorry's and forgive me's and I'll make it up to you's.

"No!" Rarity sat up beside her, grabbing her marefriend's hooves upon realising that voicing her silly worries had come off as being unhappy with their relationship. "No, not at all, darling! I wouldn't change a thing! I love you, and I love what we have together!" She embraced Fluttershy, tightly. "Sweet Celestia, I love you so much. But I simply feel... confused. I've never felt anything like this before. Can you forgive me?"

Fluttershy frowned, looking at Rarity with pleading eyes, clearly worried that she had somehow hurt her partner despite her assurances to the contrary. But after a few moments she forced a smile, a bit too joyless to be taken as sincere. "Of... Of course I can!" she replied, hugging her lover back. "There's nothing to forgive, so don't worry, ok?"

Despite their closeness, Rarity suddenly felt miles away from her love, and the guilt was like a hard, cold, heavy stone in her stomach. She had told the truth; there was nothing she would change about the two of them, not for all the diamonds in Equestria. But that was also the cause of her fears: A thousand books had told her a specific recipe for successful romance. Almost as many of her own attempts at emulating this formula had failed spectacularly. Yet despite their triteness and cliché, there was a certain safety to those stories, a promise of a solid foundation upon which a stable relationship could be built. What she had with Fluttershy was uncharted territory to Rarity; an unknown quantity where certainties were few and potential catastrophes lurked everywhere.By allowing something as absurd as their illogical relationship, with all its paradoxes and seemingly contradictory circumstances, to continue as it was, were they actually inviting ruin? She needed rules, she needed reassurances that everything would be fine, she needed to know if what they had would work, and what she could do to keep it from crumbling.

And right at that very moment, she knew absolutely nothing.

The evening progressed slowly, their interactions feeling less natural than they usually did. Yet little by little the anxious atmosphere faded, forced smiles became genuine, and by nightfall the two had kissed and made up, their discussion from earlier all but forgotten.

· · · • • ◇◇◇ • • · · ·

"You've got style, you're dazzling, all your doubts are gone!
Fortune favours the bold, show them you've already won!
Get your pony on!"

Pinkie Pie, Applejack and Rainbow Dash all raised their glasses as they got to the chorus. What their singing lacked in melody and harmony, they more than made up for in volume and raw inebriated enthusiasm. Rarity smiled and sang along as well, despite the volume being quite a bit louder than what she usually preferred. (She had thought of herself as an old mare since a very early age, for several reasons. Her attitudes regarding popular music being one of them.) Fluttershy was by her side, the poor pegasus looking equal parts terrified and overjoyed. Her mouth was moving with the music, but she was not quite confident enough to actually sing in public yet, despite the progress she had made lately. Of course, for her to even go to a dance club was nothing short of astonishing. At first she had plain refused, having never gone partying in her entire life, but upon hearing that Twilight, a fellow life-time introvert and club-avoider, was also going she had reluctantly agreed to come as well. Twilight, it seemed, wanted to find out more about partying and getting drunk, and had apparently approached this research with the same meticulous care as she did everything else. Rarity looked around. Where was Twilight anyway?

Oh. On the dance floor. Rarity thought to herself with an amused little chuckle. Where else? Drunk as a skunk and dancing even worse than when she's sober. Well, it's a golden opportunity for her to learn more about hangovers as well. And possibly paparazzi...

"Get your pony on!" They all yelled as the song ended, Rainbow and Applejack quickly downing their glasses of cider. By the looks of it, Applejack narrowly won their little contest. Rainbow swore and slammed her hoof into the table.

"Looks like the next round is on me!" she said, only swaying a little as she stood up. "So what do you guys want?"

They each picked their favorites; Marmalade Daiquiri for Rarity, Toasted Almond for Fluttershy, a pint of cider each for Rainbow and Applejack, and some terrifying monstrosity called "The Pinkienator" for Pinkie Pie. ("Just order it, the bartender knows what it is.")

"Okay, and Twilight?" Rainbow asked.

As on cue, the Princess herself stumbled up to the five, almost tripping over her own legs. Somehow, she had found a lampshade to wear as a hat. Rarity suspected that she had brought it herself, as it was the drunk thing to do.

"... Has had enough, I think! Fruit juice for Twilight!" Pinkie suggested. Rainbow Dash chuckled, then walked over to the bar.

Twilight shot her a glare like the pink pony had just insulted her mother, then blew a raspberry at her before, with considerable difficulty and a few false starts, sitting down next to Rarity and hugging her tightly. "Rarity!" she exclaimed, voice full of unbridled, drunk happiness. "I'm so, SO very proud of you! So proud of you! They said it couldn't be done and yet YOU never gave up! You gave it your all, you showed everyone that RARITY never quits! Yeah! And you did it!" Rarity nodded quizzically in reply, despite having no idea what Twilight was talking about. The alicorn seemed to have drunkenly woven in some narrative of her own. "You proved... Proved that it was possible! You've been chosen as the costume designer for Sapphire Shores herSELF!" She turned towards the other, gesturing wildly at the unicorn. "Did you hear that, girls? Rarity is going to design c-"

"We know, Twilight!" Pinkie Pie interrupted the Princess with an amused giggle. "That's what we're celebrating!"

"And that's why Pinkie asked the DJ to play Get Your Pony On, remember?" Applejack added.

"Ohhh. Oh yeah. I thought that was a weird coincidence..." Twilight tapped her chin, then hugged Rarity once again. "Well, I'm still suuuuper proud of you, Rarity!"

Rarity thanked her and gave her a hug, all the while wondering if Twilight was really that drunk or if she just thought that she was.

"Drinks!" Rainbow Dash exclaimed, having returned from the bar balancing a tray with six glasses on her back. Using her wings she effortlessly set it down on the table, and was met with joyful cheers from her friends. Except Twilight, who seemed less than pleased about the fruit juice. None the less, she took the straw in her mouth, sipping grumpily.

The evening continued with singing and dancing, drinking and small talk, and plenty of laughs. With the music pulsing in her ears, Rarity could not recall the last time she had felt so at ease, so happy, and that was not only because her friends were celebrating her achievements. (Although it certainly did not make it worse.) It was a joy born from the kind of loud, sincere celebration of friendship that even the six friends seldom experienced. Also, simply being close to Fluttershy like this was enough to fill Rarity's heart with joy. Whenever their friends attention was focused elsewhere the two would stealthily kiss, exchanging mischievous glances.

This is what it should be like, right? Rarity thought to herself sidling a little closer to her lover. A couple in love, celebrating and having fun?

She wanted to tell the others so badly. Wanted them to know how much in love they were, how fulfilled they made each other feel. She wanted to scream her happiness to the world.

But that was not to happen. At the very least, not yet. They were two mares in love, and neither was comfortable sharing that fact with the worlds, or even their closest friends, just yet.

And there was that other little detail as well, that worry that she had tried her best to suppress for the last few weeks. Yet for as hard as she pushed the thoughts into the back of her mind, the quicker they seemed to resurface. Though happy now, it didn't change the fact that her previous concerns had not been addressed at all. The thoughts of that ugly little lust they both shared. The strange cravings for control, and being controlled, that took over the two. Her own desire for words that caused her to gasp in shock, for situations that made her feel small and insignificant. It was simply not normal. Rarity loved gossip, the juicier the better, but she had never heard of anything quite so unconventional. Fluttershy was a kind pony, kind to a fault at times, but whenever the two were in private, the pegasus's behavior was different. Her own behavior was different. Their love, she thought, seemed increasingly... wrong. And even if the two were happy with their twisted love, would anypony else ever approve? Would they rightly demand that the two broke up, that they sought psychiatric help to heal the parts that were broken in them? It was not like she wanted to change what she had with Fluttershy, but it was also becoming increasingly clear that their relationship would not work in the long run unless they were made to change.

The melancholy thoughts she had drifted into were interrupted by decidedly more down to earth yet much more pressing and immediate matters.

"I'm sorry, I need to go to the little fillies' room!" she said, standing up on somewhat wobbly legs.

"Me too!" Fluttershy said, getting up with her.

· · · • • ◇◇◇ • • · · ·

Rarity drew a deep sigh as she did her business. Dance club bathrooms always made her feel vaguely uneasy. There was something subtly unreal about the combination of privacy and the highly personal act of relieving oneself coupled with the muted din of ponies talking and singing outside and the dull, thumping bass beat from the dance floor. She hurried to finish, then got out of the stall to wash her hooves. Standing by the mirror was Fluttershy, who somehow had been even quicker.

"Are you enjoying yourself?" she asked. There was the suggestion of a grin on her face.

"I'm having a great time, darling!" Rarity replied, lathering her hooves with soap. "I'm so thankful that all of you would come! It really means so much to me."

Fluttershy looked around to make sure that nopony else was in earshot, but began speaking in a half-whisper regardless. "I'm glad you feel that way," she said with a purr on her voice, "and I have even more fun planned for tonight. The kind of..." She looked around again. "The kind of fun that you love."

"Oh." Rarity replied, trying to mask her excitement by looking straight at her own reflection in the mirror. Her earlier melancholy was still fresh in her mind, and the more she imagined what Fluttershy had planned for her, the more it crawled its way back. "That's, uh, nice."

Fluttershy hesitated for a moment, the reaction clearly not what she had hoped for. "The, uhm, kind of fun where you spread your legs and I use my tongue on you until you scream in pleasure, and I won't stop no matter what..."

Rarity gasped, a shudder going through her body. The mere description made her want to grab Fluttershy, ditch her friends, and run home to receive the orgasmic bliss her lover had promised. But she instead cleared her throat and steeled herself. "I see..." she said in the calmest voice she could muster.

Fluttershy sighed. "I see?" she asked. "That's it?"

Rarity did not reply.

"Oh." Fluttershy lowered her gaze, turning away from the unicorn. "I understand. I'm, ah, I'm sorry, I shouldn't have... I assumed too much..." She spoke in a mumble, barely loud enough to be heard over the music coming from the dance floor, and began to walk away, dragging her hooves. The guilt made Rarity feel cold, as if she had been thrown out into a snowstorm. But she had to remain resolute. She could not allow herself to desire those things again. She clenched her teeth, watching Fluttershy leave. But then Fluttershy stopped. After hesitating for a few moments, she spun around to face Rarity. On her face was a look of not rage, not sadness, but disappointment.

"Why are you doing this?" Her voice sounded dispirited and monotone, but on her forehead was a barely noticeable line that appeared whenever she decided to remain resolute and stand her ground. It was subtle, but Rarity had learned to recognize it.

"Why am I doing what, dear?" Rarity asked, trying to sound incredulous.

"You're looking at me like you don't want to see me. Or touch me. You've been acting avoidant for weeks now. I just want you to be honest. Have you... Started to hate me?" She swallowed hard, as if dreading whatever the response would be.

"I don't hate you!" Rarity assured her, then quickly looked down at her hooves. Apparently she had not been as good at hiding her emotions as she thought. "I mean... It's not that simple."

Fluttershy shied back, her attempt at steeling herself having failed. "What... What have I done wrong? Did I... hurt you?" She sounded at once worried and upset.

"No, darling, you..." She hesitated, fidgeting uncomfortably. "You haven't hurt me. But the things we do, they..."

"You hate them? Why didn't you just tell me?"

"I don't hate them!" Rarity exclaimed. "That's the problem. I love the things we do too much."

"I... I don't understand. You told me you didn't want to change anything. Was that just a lie?"

Rarity turned away from Fluttershy. While she could, barely, keep her voice steady, she feared that the subject she was about bring up would cause her to blush, and the last thing she wanted was to seem eager and excited. "Do you recall what you called me yesterday?"

"Y-yes... But..." Fluttershy stammered.

"You called me a dumb little foal who talked too much... Then you told me to be silent while you... Licked me until I..." Rarity could feel her ears get warmer.

"I'm sorry, Rarity!" Fluttershy's voice sounded desperate and full of guilt. "I didn't know you hated being called things like that! It's, it's not for real, you know that, right?"

"I know it's not real." Rarity replied. She did know, despite how she liked to pretend, at times, that it was. "But it... It turns me on! That's not healthy! A mentally stable mare shouldn't enjoy things like that! I'm..." She drew a deep sigh. "I'm sick, Fluttershy."

"What? No!" Fluttershy walked up to her, but stopped just short of hugging her. "That's absurd! Does that mean I'm sick too?"

Rarity paused for a long time, wrestling with her conscience. "... Maybe."

"Maybe?"

"Maybe!" Rarity turned around to face Fluttershy again, not sure what to make of the pegasus's expression. "Maybe we both need to see a psychiatrist."

"There's nothing wrong with you!" Fluttershy yelled in frustration, stomping at the floor. While she was not loud enough to be heard over the thumping music, any pony directly outside the bathroom door would have cause to reconsider whether they needed to go quite so badly. "Or me! We're just having fun!"

"How can it be fun? What kind of couple has ever acted like us?" Rarity yelled back, not caring of anypony heard.

"Does it matter? Even if we're the only ones, why can't we just be happy together?" Fluttershy said in a pleading voice. Her face, however, betrayed her growing frustration.

"Are we really happy, though, Fluttershy?" Rarity spat out the words, her own frustration rapidly catching up with her marefriend's. Why wouldn't she just understand? "Our filthy lusts are deluding us into thinking we're happy. But it's not real!"

Fluttershy stomped yet again, harder this time. "Of course we're happy! We're in love!"

"And what happens when the sex is over?" Rarity asked in an accusatory tone. She knew, rationally, that she was crossing some sort of line, but the argument had her feeling increasingly confrontational. "When the novelty has passed? Then what?"

There was no longer frustration on Fluttershy's face. Instead, she simply looked deeply insulted. "You're saying that sex is all there is to us? Is that all I am to you?"

"I don't know. Maybe."

"I love you! And I care about you! And I KNOW you care about me! So why do you keep acting like... " She shook her head, letting out a guttural yell of pure frustration. "I swear, sometimes you just make me so TICKED OFF!" Turning away from Rarity, Fluttershy angrily swiped at a soap bottle, sending it flying. For a split second she seemed shocked at her own behavior, but then quickly decided that she did not care.

"Fluttershy, there's no need to use that kind of language!" Rarity chided her. "Besides, we shouldn't talk about this in public."

"Then why did you ask me to come, when you don't even want me here?" Fluttershy spat out the words.

"Of course I want you here!"

"You wanted me here but you didn't want me here! You don't want the pony you're in love with to be here!" Fluttershy exclaimed, her mascara becoming smudged as tears welled up in her eyes. "I'm fine with us keeping everything a secret from our friends, but it's like you don't want to admit even to yourself what you actually want!"

"I asked you if you wanted to come, you could have just said no." Rarity stated matter-of-factly, turning her nose up.

"I don't even want to be here!" Fluttershy growled. "It's loud and there are too many ponies but I wanted to be here with you and celebrate your design job! But if I'm not wanted I'm going home! I'll be happier alone than with a pony who doesn't even think I love her!" She stormed off, kicking open the bathroom door. Rarity could not recall Fluttershy ever having done anything like that. It was probably safe to assume that she was highly upset.

"Fine! You go home!" Rarity yelled after her, unable to stop herself. "See if I care, you... you twisted, sex-crazed maniac!"

"Freak!" Fluttershy yelled back, before slamming the door shut.

Despite the music from outside being so loud that Rarity could feel it in her hooves, the bathroom suddenly felt quiet as the grave, and she was left alone with her own quickly inflating guilt. She closed her eyes and held her breath; barely able to even move in fear of upsetting the all too fragile mental equilibrium that kept her from crying.

Stupid. Stupid, stupid, stupid, stupid! Rarity scolded herself, haunched over the sink, rubbing hard at her temples. You just had to, didn't you? You stupid mule! You were just supposed to explain it to her but you had to go and hurt her, didn't you?

She coughed hard to stifle a sob, looking up at the ceiling to keep the tears from flowing. Normally she was a very openly emotional pony, her friends having seen her mascara-streaked face on more than one occasion. However, showing them that she had been crying was the last thing she wanted. "Stop it, Rarity. Stop it. Don't act like a foal. Stop it. Stop it." she repeated to herself.

It was, at least, partially successful. Her makeup was smeared but not streaked, and in the dimly lit club, nopony would be able to tell. She practiced smiling for a few moments in front of the mirror; a skill she had honed over the years to near perfection. A pony in her profession had to, after all, be able to present an outward appearance of glamour and happiness, regardless of her inner emotional state. She drew a deep breath, then exited the bathroom. There had, indeed, been a line; some three mares nervously fidgeting and looking in any direction than directly at her. They quickly hurried into the bathroom. However much they had heard or not was something Rarity had to deal with later. Hopefully they had merely heard two mares being upset at each other; the loud, thumping music drowning out any details from their argument.

She made her way across the club, through the crowd of ponies, to where her friends were sitting. Thankfully they were far away from the bathroom. Upon noticing her coming back, Rainbow Dash waved at her.

"Rares!" she yelled, her eyes bleary, a stupid, drunk grin on her face. "You're back! That took a while! Did you poop?"

"Wha-? I beg your pardo-" Rarity sputtered.

"Rainbow! That ain't nice!" Applejack slapped the back of her head. "Pointin' out that somepony's pooped is real rude! Can't ya see yer embarrassin' her?"

"Ow! Fine, fine! I'm sorry, Rares! It's not my business that you were pooping!"

"Heh. Poop." Twilight said.

"I don't know what the big deal is!" Pinkie Pie exclaimed, still sipping at the absurdly big glass of whatever spirits made up a Pinkienator. Unsurprisingly, there were no less than three paper umbrellas in it. "I mean everypony poops, right? You should see my poops after I go through two dozen cupcakes! It's a miracle I can even flush them!"

There was a moment of stunned silence.

"Pinkie, go see a doctor." Applejack sighed.

"Anyway!" Rainbow Dash exclaimed, desperate to change the subject she had started. "Where's Fluttershy? Is she ok? Booze got to her?"

"She's... Uh..." Rarity hesitated, realising that she had forgotten to think of an excuse. "That is, the club is a bit..."

"Too many ponies around for Flutters, huh?" Rainbow Dash chuckled. "Was wondering when it would get to her!"

"Rainbow Dash, you meanie!" Pinkie Pie shot her an upset glance. "Fluttershy did her best tonight! It's not her fault that she's a scaredy cat around other ponies!" She threw one of the paper umbrellas at Rainbow with terrifying precision, the toothpick embedding itself in her mane. Somehow, the pegasus failed to notice.

"Yes, Rainbow Dash! Agoraphobia is not to be taken lightly! We must respect Fluttershy's need for privacy!" Despite being drunk, Twilight Sparkle apparently could not resist the temptation to lecture somepony.

"Still, Flutters showing up was more surprising than her leaving, y'know?" Rainbow Dash shrugged, seeming just a bit too amused by the whole situation. "Some things never change, huh, Rarity?"

"I... I g-guess..." the unicorn stammered. At once all the feelings she had been trying to push into the back of her mind exploded forward again. It took her severe willpower not to collapse into undignified wailing.

Rarity, she thought to herself, you monster...

Author's Note

Slightly delayed, but still good. It's still good.

In the next chapter: Pinkie Pie nearly suffocates after a successful attempt to fit a whole watermelon in her mouth.

6 - Sweetie Belle Screws Up Everything

There was something calming about working with needle and thread. Something relaxing about the rhythmic clacking of the sewing machine. Something safe about the tactile sensation of fabric against the frogs of her hooves. Rarity loved creating beautiful works of art through her craft, loved to share them with other ponies and, hopefully, bring them a sense of glamour and pride. The sight of a pony beaming with joy upon trying on one of her dresses made life worth living. Yet at the moment, what Rarity needed was balance and something to focus her entire being on. It was not that she did not want to speak with Fluttershy again; in fact she wanted nothing more. But she feared that anything she said would only make things worse, that a rift neither of them could hope to cross would open up between them if she picked the wrong words. In that way, the design work for Sapphire Shores was nothing short of a blessing. It was a chance to put something together, in the truest sense of the word, when everything else was falling apart.

The morning, though, had proven to be mentally taxing. Her thoughts had again and again broken her focus by returning to the events of the night before: Her anger at herself, her confusion and frustration regarding her relationship with Fluttershy, and the pettiness she had displayed during their argument. But more than anything, the guilt she felt for not telling her friends the truth about what had happened, instead letting them believe Fluttershy had fled without even telling them about it first. No matter what were to happen in the future, that guilt would no doubt stick around for a long time. She should have done things differently, but instead she had made up an excuse that she had to leave early because she needed to get started early in the morning and needed plenty of sleep. The fact that it was, essentially, true did not make it better in the slightest.

Yet, little by little, she found herself able to focus more on her job, unpleasant thoughts giving way to shapes, colors, and daring and unorthodox designs. The designs ideas had come to her early on in the creative process, she had imagined a scene in front of ten thousand cheering, applauding ponies. In the middle of it all was a group of costumes, moving as if through their own will, not even worn by ponies but just hovering in the air, swirling and twisting as they danced. Their flowing shapes and unusual colors gave off a particular raw energy, something youthful and confidently whimsical. All Rarity had to do was hold that image in her head and focus it into her hooves, simply putting pieces of fabric together in the way she could see in her head. Celestia had blessed her with a miracle of steady hooves and a lack of hangover (or at least, only a very mild one), making her creativity easier to focus on. Surprisingly, although by no means unwelcome, Sweetie Belle had also been hovering around her all morning. Her presence meant getting to talk to somepony who was not from her regular circle of friends. Also, having a little sister to fetch whatever you needed at the moment made for an uninterrupted creative flow. Or at least it would have, had Sweetie not been so clumsy. Her constant tripping over her own hooves, dropping rolls of fabric, tipping over jars of buttons and generally making a mess of things did cause a few delays. None the less her presence was delightful, even the interruptions, and took Rarity's mind off of... other, less pleasant things. All things considered, it worked on the same principles as owning a cat.

But then, somehow, she managed to spill an entire basket of sequins.

"Sweetie Belle, I adore having you help me, truly I do..." Rarity said in the most diplomatic voice she could manage as she picked up the sequins. "But..."

Sweetie Belle smiled sheepishly. "Guess I got a little carried away." she squeaked, "It's just that I know how important it is for you to finish this wardrobe in time for Sapphire Shores and her backup dancers."

That angel, Rarity thought to herself. That perfect, unselfish little baby angel! So young, and yet so helpful and caring for her older sister!

"This is without a doubt my most prestigious order ever. After all, Sapphire Shores is the Pony of Pop, and her Equestria-wide tour launches in Canterlot next week!" As she described it to her sister, the weight of her task suddenly slammed down on Rarity like a cartoon anvil. A moment such as this could make or break a pony's entire career. "Which means," she continued, voice only slightly weaker than before, "she must have these outfits by day after tomorrow at the latest."

"But is there time?" Sweetie Belle gasped.

"Barely. But I work well under pressure." Rarity replied, assessing her situation. "Hmm, as long as I stay calm, I'll be fine."

As long as I don't think about the whole mess with Fluttershy, she added to herself. Oh, horse apples, I just did! It's... It's fine, Rarity, just get to work! Work through the bad thoughts! Forcing herself to smile, she immediately began cutting a piece of cloth to focus her mind on other things.

"Oh, good." Sweetie Belle seemed marginally more at ease compared to a second ago. "Then maybe you could check the stitching and finish the buttons on the dresses I made for me, Apple Bloom, and Scootaloo? I really want them to look perfect, and... I think I need your expertise."

"My, you've been so much help to me, how could I possibly say no?" Rarity replied. True, she had been more helpful as company than as an assistant, but being kept reasonably sane was a great blessing. "When do you need them?"

"Tomorrow night, for the opening night of our show!"

For a split second, Rarity thought that her dear little sister was joking. "But, Sweetie Belle, darling! I-I'm behind as it is!" she explained, hoping that Sweetie Belle would understand.

"I understand."

Seeing the frown on her sister's face was enough for the guilt Rarity had buried deep in her mind to burst out of her mental soil like an undead pony, ready to torment her once again. The image of Fluttershy wearing the same look of sadness and disappointment as her sister flashed in her all too fresh memory.

She had already hurt one pony in the span of less than 24 hours. She had no desire to add to that list.

"I suppose..." Her mind scrambled, desperate to find a solution. "If I got a few more ponies to help me, then maybe..." Twilight, perhaps, if she could maintain a good pace. Her perfectionism tended to get the better of her. Pinkie Pie had the occasional lapse, but for the most part was very focused on whatever job was required of her. Applejack lacked in finesse, but would if nothing else make a good assistant. There was also Rainbow Dash of course, except, no.

"Oh, thank you thank you thank you thank you!" Sweetie Belle launched herself at Rarity to hug her tightly. The older sister smiled, relieved that at least she had managed not to let down one pony. "You're the best sister ever! The dresses are right over there!" Sweetie exclaimed, gesturing towards a clothes rack at the opposite end of the room.

Rarity cast a single glance at her sister's designs and terror washed over her.

· · · • • ◇◇◇ • • · · ·

Rarity knew that in many ways, she was a flawless pony. She was also painfully aware of all the ways she was not. Among her many issues was a latent, sometimes surfacing OCD; especially when dealing with other ponies' messes. She had more than once considered consulting a therapist and on one occasion even had an appointment scheduled, but in the end she had told herself that other ponies saw therapists, and not her. Looking at the three admittedly splendid medieval-styled dresses before her, she wished she could go back in time and slap herself repeatedly for cancelling the appointment. Correcting a few seams, making sure the arms were symmetrical, maybe replacing a few patches of fabric and adding some flourishes would have been enough. Yet the more flaws in her sister's designs that she noticed, the greater the need to fix them. Yes, it would have been enough to just check the stitching and finish the buttons, just as Sweetie Belle had asked. It would have taken perhaps ten minutes.

Heading to the library to borrow books on medieval fashion and reading up on pre-industrial cloth manufacturing, needle designs and stitching techniques, and what effect Equestrian foreign politics of the time had on symbolism in pattern and color choices for the attires of ponies of various monarchial positions and then redesigning the dresses entirely, had taken considerably longer.

The whole day, in fact.

Rarity whimpered, holding her breath to keep from screaming. Her mind had still been reeling from the events of yesterday, subconsciously desperate to cling onto anything that could offer a distraction, but now whatever worst case scenario she had feared earlier in the day was a fact. Or, on second thought, things looked considerably more dire than that even. Glancing at the very much unfinished costumes which had received not so much as a single stitch since morning, she bit her lip hard and walked over to the shelf where she stored rolls of fabric. There, she picked out the thickest roll she could find, then took a deep breath before pressing it hard against her mouth, screaming as loud as she could.

Keep it together Rarity, she thought to herself, lower lip beginning to tremble. Keep it together, you can do this, you have gotten through worse. No no no, that's a lie! This is a disaster! There is no way you can get this finished on time! She began pacing back and forth through the room, tears dripping down her face.

There was no choice but to ask her friends for assistance, that much was clear. Yet she knew full well that even if she asked Applejack, Twilight Sparkle, Pinkie Pie and, she shuddered, Rainbow Dash, it would still take a miracle to get everything done on time. There was only one pony she knew could handle the workload ahead, only one pony whose freaky knowledge of sewing rivaled even her own. And she had called that very pony a twisted, sex-crazed maniac.

· · · • • ◇◇◇ • • · · ·

"AAAAAAAAEEEEAAAAAAAUUGHH?!?!" Fluttershy shrieked at the top of her lungs, throwing the bucket of vegetables she had been carrying at Rarity as hard as she could and clocking her right in the face before scrambling inside and locking the door.

Ears ringing and head spinning, Rarity howled in pain, clasping at her snout. She was certain she had heard a loud, sickening crack, and was afraid to even open her eyes in fear of what the impact must have done to her face. She cautiously opened one eye ever so slightly, seeing only literal stars as she gazed up at the night sky, lying prone on the ground as she were. No blood in her eyes blurring her vision so at least her face was not a bloody pulp, but no doubt her snout was broken. Whimpering, she hesitantly rubbed her wrist against her aching snout, then checked for blood. Nothing. Well, maybe the bucket had not hit quite so hard after all. Sitting up shakily, she picked a carrot out of her mane, snorting twice to test if her breathing was obstructed.

Swearing under her breath, Rarity reminded herself that what had happened was not Fluttershy's fault. Noticing that the hour was late, she had quickly put on a hooded robe and started walking towards Fluttershy's cottage, certain that she would think of what to say to her while on the way there. Yet try as she might her mind had drawn a blank, each excuse she could think of seeming feeble and insincere. Once at her marefriend's door panic had taken hold of her and she found herself unable to knock, unable to move, unable to even call for her loved one, frozen in fear of not finding the right words. All she had been capable of was silently weeping, listening to Fluttershy go about her evening routine inside her cottage. When the poor pegasus finally opened the door, going outside to feed the nocturnals, she found herself face to face with a terrifying hooded figure with bloodshot eyes and a mascara-streaked face.

Rarity heard a click as Fluttershy unlocked the door. Many, many moments later, the door opened and she peered outside, still hyperventilating from the shock, face pale with fear and covered in cold sweat.

"R-Rarity? Why are... Wh-... You..." She drew a deep breath in a futile attempt to calm down. "Why... Why d-did you sc-... Why did you scare me li-like that?"

"I-I'm sorry Fluttershy, I didn't mean to! I was just... lost in thought."

"I-It's fine, I'm ok," the pegasus assured her, not sounding overly convincing. "Are... Are you ok, though, Rarity? I'm sorry about the... bucket... You kind of startled me. Come in, let me take a look at you."

Fluttershy had led the unicorn inside to treat any potential wounds. Though Rarity had again and again reminded herself she had been potentially hurt, coming to terms with the fact that her marefriend was pampering her so soon after their first real fight was none the less proving to be a bit of a challenge. She felt uncomfortable and unwelcome despite rationally knowing that Fluttershy had said nothing, and did not at all seem unhappy to see her.

"Stop fidgeting, Rarity." Fluttershy commanded her, the tip of her primaries pressing a cold compress against the unicorn's lower lip. Somehow Rarity had gotten through the ordeal with only a cut on her lip and an aching snout.

"I'm ever so sorry." Rarity apologized, grabbing the compress with her levitation magic and doing her best to speak without moving her lower lip. "I really didn't mean to scare you."

"It's fine, Rarity." Fluttershy replied with a sigh, gaze fixated on Rarity's lip as if it was complicated puzzle to be figured out. The fashionista could not help but feel as if her marefriend was trying very hard not to look at any other part of her, though whether it was out of avoidance or shame, she could not say. "You don't have to apologize. Besides, I threw the bucket at you. I'm the one who should say sorry."

"I'm..." Rarity hesitated. Certainly it had been a shock, but it was an honest mistake. In the end Fluttershy seemed more upset by the incident than her. "I'll be fine. This should heal in no time."

"As long as you don't eat any spicy food."

"I'll try not to." Rarity made a mental note not to eat dinner at Pinkie's, seeing as how the pony had a fondness of foods that could burn clean through the plate, table, floor, and about fifty feet of bedrock.

"So why did you come, anyway?" Fluttershy asked suddenly, eyes widening upon realising how confrontational her question had sounded. "Uhm, I'm n-not saying you're not w-welcome but, uhm..." she stuttered, seemingly unable to find the right words. "Uh, you know."

The vaguely unpleasant feeling which had so far only been a slow simmer suddenly exploded in Rarity's mind. Part of her wished she could go back in time a bit to more pleasant circumstances, such as getting hit in the snout with a bucket. That had been nice and simple. She hesitated for a great many torturous moments. "This is ever so awkward." she eventually squeaked.

Fluttershy looked at her, nodding as though she had stated that the sky was blue. "Yes. Yes, it is." Rarity could swear that the pegasus tried desperately not to roll her eyes.

There were certainly words, but though Rarity's mind scrambled to find the right ones, none seemed to fit. As the seconds ticked by in silence, meeting her marefriend's gaze became more and more uncomfortable. Eventually, she had to force herself to talk. "Fluttershy, look, I'll... I'll be honest... I screwed up. I screwed up bad."

The pegasus at once seemed very worried. Even when she had all reason to be upset, Rarity noted, she still cared. "Oh no, how? Are you ok?"

"I uhhh... May sort of..." Rarity begun, realising that she had not really felt true shame before in her life, at least not like this. She took a deep breath, speaking rapidly as she exhaled. "...Have spent the entire day working on dresses for Sweetie Belle and completely forgot about the time and now I'm way behind schedule on the costumes for Sapphire Shores, and there's no way I'll be able to finish them on time!"

"That's really awful!" Though there was certainly a possiblity that Fluttershy resented her, her voice at least betrayed no such emotions.

"The only way I have a chance to finish on time is..." Rarity's voice trailed off into silence.

"...Yes?"

"I....." She steeled herself, her body feeling cold, as if it had been drained of blood. "I need your help, Fluttershy."

After a very long, supremely uncomfortable silence, Fluttershy uttered two words: "My help." Her face was every bit as blank as hey voice was monotone.

"I'm..." Rarity was not certain what she had hoped for, but just about any reaction would have been preferable to this one. Anger, screaming, crying, anything would have been better than the expressionless face she found herself looking at. "I beg you, Fluttershy!"

Something seemed to flash across the pegasus's face, an emotion too quickly gone to read. "I..."

"Please!" Rarity pleaded. "I can't do this on my own!"

"No." Fluttershy stated as calmly as she could manage.

"But..."

"I said no, Rarity!" she snapped, frustratedly tapping her hoof against the floor and whipping her tail side to side. "The old me would have done it without questioning... But that's not the pony I am now."

"F-Fluttershy..." Rarity gasped, feeling at once shocked and, despite the atmosphere, strangely proud of her lover.

Ears flicking and nostrils flaring, Fluttershy remained silent for several long moments, a grimace betraying her internal struggle between conflicting emotions. For a split second her legs seemed to give out ever so slightly, as if her determination was beginning to crack. She immediately stomped down with her hoof to steel herself, inhaling sharply several times, like a swimmer desperate to make it the entire way onto land. "No. I.. I can't..." There was a slight tremble on her voice. "I can't just pretend like nothing! Not for anypony. Not even you."

"But... My career is on the line..." Rarity's voice was barely above a whisper. She frowned, knowing how stubborn and desperate she had to seem, how selfish and inconsiderate.

Fluttershy walked over to the fireplace, poking at an unburned branch lying in the cold ashes, again and again stepping on it to make one end rise slightly and land with a tock and a small puff of ash each time she lifted her hoof. "Rarity, I'm not angry, not anymore," she began, voice suggesting that she was contradicting herself, "but you still hurt my feelings yesterday. When I came home... When I came home I cried myself to sleep! You're just going to come here and pretend like nothing at all happened and the first thing you do is ask me for help? You're not even going to talk about yesterday?"

Tock. Tock. Tock.

"... Oh, buck, I... I know." Rarity shook her head, as if the situation was something clammy and unpleasant she could simply shake out of her mane. Unsurprisingly, it didn't work. "I know how rude I must seem, ok? But even though I tried to think of something to say, I couldn't think of anything. I didn't know how to make it better! I was going to talk about it... Eventually..."

Tock.

Fluttershy snorted. "But asking me for help was more important?"

"No! I mean... Yes. No." A deep, frustrated sigh escaped Rarity's lips. She was back to the dilemma she had faced earlier, crying outside Fluttershy's door. No matter what she said, she would come off as egotistical and unempathetic. No matter how she explained herself, there was a risk that she would end up hurting Fluttershy's feelings again. "I... I wanted to tell you the truth by not hiding the fact that I had screwed up. Not make it seem like a phony apology by saying I'm sorry and then immediately asking you for help."

Fluttershy kicked the branch towards the back of the fireplace, hastily scraping the ash off of her hoof against the hearth. "You're going to be honest?" There was mock surprise on her voice.

"Yes!" Rarity exclaimed. "And about yesterday, I'm... I'm so very sorry, Fluttershy."

"Are you?"

"The truth is, I'm..." Rarity paused. In a way, she could not help but find the situation darkly comical. In the past, she had on occasion had theories about Fluttershy; about how any relationship she would potentially end up in would be over in a matter of days due to her many, many insecurities and complexes. Theories she had never told anypony else, and had chided herself for even thinking, but none the less she had been unable to stop. Funny how that had turned out. "I'm a wreck," she continued, "I'm a nervous wreck, I'm insecure and I worry too much, and..."

"And?" Fluttershy raised an eyebrow.

"... I see disasters and pitfalls everywhere, and everything feels unfamiliar and scary and I.. I know that I'm happy with you but when I think about us, I just feel confused. I love you but I'm scared and I don't know why!" Rarity suddenly felt her eyes tear up at her own words, and she found herself having raised her voice despite not meaning to.

"I love you too, Rarity. Shouldn't that be enough?" Despite her unamused expression, there was something pleading in Fluttershy's voice.

"It should! I'm happy with what we have, I really am, and I don't want to change a single thing but I..." Rarity's voice trailed off again. She looked at her hooves, and saw that they were trembling despite the interior of Fluttershy's cottage being cozy and warm.

"You what?"

"The more I try to not think about it, the more difficult it becomes to ignore it." she admitted. The tears that had blurred her vision were now rolling down her face, soaking the coat on her cheeks and making it feel wet and uncomfortable. "I... I can't let go of it, I can't stop thinking about... Everything... You make me happy, but it all feels so unnatural!"

Fluttershy said nothing, remaining near motionless as she watched the unicorn break down in tears. Despite being upset at Rarity, watching somepony cry was contagious to her in much the same way as watching a yawn, and she soon started fidgeting uncomfortably, clearing her throat to stifle a whimper. "I... know what irrational worries can be like." she said, sitting down beside her marefriend.

"I didn't mean to make you feel... Neglected or ignored." Rarity sobbed, clinging to Fluttershy and pressing her face against her chest, soaking it with tears and staining it with mascara. "I'm so sorry Fluttershy. I'm so sorry!"

"It's... It's ok. I understand." Fluttershy embraced her lover back and, with a shuddering sigh, began to sob loudly.

They cried together, locked in a tight hug, neither of them having been aware of how much they needed to vent their emotions. The sobbing seemed cleansing, as if every ragged breath allowed them to exhale their accumulated frustrations and sorrows. Both were ponies who were quick to tears, especially if somepony else was crying. As such, the crying dragged on, the two pulling each other back into sobs and tears the moment it appeared to be waning. In the end the crying did not stop until both were completely drained of tears, eyes stinging and heads hurting.

"You really understand?" Rarity asked while wiping her tears on her wrist, forgetting that her eyelashes were still sticky with mascara. "I must sound so irrational."

"Yes. I mean, maybe. I still don't understand what you're worried is going to happen with us..." The pegasus smiled weakly. "But I understand how you can't stop worrying, even if you know it's irrational."

"So you'll forgive me?" Rarity asked, shrinking away immediately in fear of having been too presumptuous.

Fluttershy closed her eyes, hesitating for a few moments before answering. "I do... But..."

"But...?"

Fluttershy embraced Rarity again, a bit tighter than what could be considered comfortable, but she was not about to voice any complaint. What seemed like several minutes seemed to pass in silence, the hug seeming more desperate than loving with each passing second. It was only when Rarity inhaled to speak that Fluttershy finally replied. "But after the dresses are finished, after you return from Canterlot... We need to talk about this."

"I... Yes, I suppose we should." Though it seemed like a reasonable demand to Rarity, she had begun worrying the moment Fluttershy had finished the sentence. After all, if she had not been able to figure out her emotions already, the odds of her doing so during a trip to Canterlot seemed slim at best.

"I love you, Rarity. You're my precious diamond..." Fluttershy placed a gentle kiss on her marefriend's lips. Never before had a kiss felt so melancholy to Rarity. "But your worrying is making me second-guess myself. It... It makes me feel like I'm not good enough. And that needs to stop."

Rarity gasped in shock, feeling as if she had been dunked in ice water. "Oh no!" she exclaimed, panic in her voice. She had been dumped countless times before, and while she had certainly cried at times no sadness she had felt compared to the fear of losing Fluttershy. "Oh no, Fluttershy, darling! I didn't m-"

"Which is why," the pegasus cut her off, "we're going to sit down and talk about it like adult mares when you get back. We're going to talk about everything. We're going to talk about what I can do to make you feel more comfortable, and what you need to stop second guessing us. And we're not going to stop until both of us are happy. Pinkie Promise?"

Rarity's panic faded, if not completely then at least to a manageable level. Despite not knowing what good talking could even do, Fluttershy's determination was enough to inspire cautious optimism. "Pinkie Promise." she replied, doing the associated gestures.

"Good." Fluttershy nodded, pleased with the reply. "Uhm, so what did you need help with?"

Going through what needed to be done in her mind, Rarity threw her head back and let out a guttural groan of pure frustration. "Everything!"

"Oh. That bad?"

"That bad!" Rarity replied, whimpering. "Most of it is still in pieces. There are four costume changes for Sapphire Shores and her four backup dancers. The piece de resistance is finished, but the rest..."

"Oh. That is a lot." Fluttershy seemed ever so slightly intimidated, but none the less gave her marefriend a warm smile. "But we'll get it done," she assured her, "together."

· · · • • ◇◇◇ • • · · ·

Rarity yawned loudly, filling her lungs with crisp early morning air. She did not bother to cover her mouth, something she normally considered a terrible faux pas, but the only other ponies at Ponyville Station were half asleep or their attention was elsewhere. Besides, the sun was not even up yet, so it was not like anypony could easily see. Despite operating on less sleep than usual, body feeling sluggish still, her mind was wide awake and she had woken up before the alarm, raring to get going. She looked over her luggage again, counting the bags and boxes just to be sure. It was a silly thing to do, she knew that much, especially considering the fact that she had already done so seven times over the last fifteen minutes. Inside were the full wardrobe for Sapphire Shores' show, or at least it was supposed to be, had she not forgotten to pack anything. Which, she told herself, she had not; having gone over everything with a checklist. Twice.

Rarity felt nervouscited. Immensely so.

The day before had been a very productive one indeed, if ever so exhausting. Everything had gone off without a hitch (save for some... sister issues, but that was a problem to be solved later). She had worked together with her friends, and everypony, -even Rainbow Dash-, had put in as much effort as they could muster. Fluttershy in particular. The poor pegasus had barely allowed herself a single pause, even at Rarity's insistence. Working beside her had been downright invigorating; her single-minded determination, her undeserving focus and absolute mastery of the sewing machine impressive to behold. How she had gotten so good at sewing still remained a mystery to Rarity; the subject apparently causing no small amount of embarrassment to the pegasus who had stubbornly refused to divulge her secrets.

Despite their argument Fluttershy had arrived early with a big smile on her face and had gotten to work almost immediately. There had been nothing insincere or forced about her cheerful demeanor; of that Rarity was certain. She could read her marefriend that well, at least. Reluctance, avoidance, or even irateness would have been understandable and probably deserved, yet Fluttershy had remained optimistic throughout, even when the task seemed overwhelming.

Rarity was determined to pay her back for her effort. If her marefriend was prepared to work so hard to ensure her happiness, then by Celestia was Rarity going to work just as hard to make Fluttershy happy in return. There could be no more hesitation, no more irrational fears or worries. Fluttershy deserved better.

Rarity glanced through the window at the clock inside the station. In just a few minutes the train would arrive, taking her to Canterlot and her most important client ever. The single greatest proof of her skills, and the exposure for her creations she so deserved. Merely thinking about it made a giggle escape her lips, and she could not stop herself from skipping in place. Yet for as important and life-defining as that meeting would no doubt be, figuring out her own emotions regarding her relationship with Fluttershy was an equally if not more important task.

Rarity knew that she was a pony of great accomplishments, a pony of sophistication and refinement beyond her simple upbringing. She knew that her knowledge was held in high regard, and that the recognition of her skills was in no way undeserved. But despite her growing fame throughout Equestria, she knew all too well that at the end of the day, you are still from your home town. She was a pony with grand dreams, but the last few days had shown how little she really knew, how narrow her perspective truly was.

A faint, rhythmic hissing sound in the distance and the whine emanating from the railroad tracks told her that the train was about to arrive. It was a noise that had filled her with glee ever since her foalhood days. A sound that promised something more, an escape from the simple, the everyday, a chance to experience someplace more interesting, someplace full of opportunity. Besides the job for Sapphire Shores, journeying to Canterlot was exactly what Rarity needed to widen her perspective.

Or rather, meeting a certain pony in Canterlot. A pony she had come to trust fully over the years she had known her, a pony with the kind of metropolitan savvy and experience a simple Ponyville unicorn could only dream of. A pony who always knew what's what and who's who. A pony she could turn to with her concerns, and who would never let her down...

Author's Note

Dialogue shamelessly ~~stolen~~ borrowed from For Whom The Sweetie Belle Toils, written by Dave Polsky.

In the next chapter: Twilight and Pinkie Pie switch bodies due to a magical accident and learn more about each other's individual struggles as a result, or something. I dunno. Some bullcrap like that.

7 - A Day in Canterlot

Rarity felt right at home among the dozens of rows of shelves sagging with hundreds upon hundreds of thick rolls of fabric. Where other ponies imagined a fluffy, pink cloudscape as being a paradisical place of supreme contentment and inner peace, Rarity instead imagined it looking something like the interior of Gotta Roll. It had long been her go-to store for all kinds of fabrics. Having stayed at a hotel in Canterlot after delivering her designs to Sapphire Shores, she figured that she might as well run a few other errands before taking the train back to Ponyville on the second day. As chance would have it, she could take care of two at once at Gotta Roll. Since the store acted as reseller to various designers and fashion houses and with only a hooffull of ponies perusing the shelves, finding the single clerk hired to interact directly with physical customers did not take a lot of time.

"Sassy Saddles!" Rarity exclaimed upon spotting her.

The statuesque unicorn's ears perked up. Recognizing the voice, she quickly lowered the clipboard she had been going over and tucked her pen in her mane. "My stars! Rarity!" Sassy smiled ear to ear upon seeing the fashionista, rushing up to her to give her a big hug. "It's been months!"

"Much too long!" Rarity agreed, hugging her friend back. "How have you been, darling?"

"Oh, I've settled in. I'm enjoying myself, despite it not being the kind of place I would normally work at." She made a sweeping gesture towards the, mostly empty, sales floor. Sassy had always been a social pony, and a place like Gotta Roll did seem like a bad fit for her. "The hours are nice, though, and the pay is very good. And the ponies I do meet tend to be very colorful. I've been able to do a lot of networking!"

"I'm glad things are going well for you." Rarity smiled warmly at her friend. While Sassy possessed a great many strengths, her most impressive skill by far was her ability to see and grasp opportunities everywhere. She was however a restless soul, and Gotta Roll was merely the latest store in a long succession of shops and boutiques where Sassy had held a job over the last couple of years. Indeed, the last time Rarity had traveled to Canterlot, her friend had been a new hire at the fabric store. She could not help but feel that Sassy's current line of work was something of a step down for her. Years ago she had been a sought-after model, a veritable magnet for exclusive, prestigious contracts. Somepony who got to work with the biggest names in the business. When learning that Sassy had chosen to abandon her career in modeling, to abandon all her fame and recognition that came with it for something as mundane as working in a small boutique, Rarity had been nothing less than shocked. It had seemed like a monumental waste of all of Sassy's greatest talents; her ambition, her passion, her determination and willingness to put in hard work to reach her goals, coupled of course with her stunning beauty. Naturally Rarity did not look down on ponies working in retail, always feeling like something of a traitor to her own profession whenever she considered her feelings on Sassy's career change. Yet, ideals and idolization were difficult things to ignore. None the less, while the news came as a shock, it had hardly come as a surprise. Sassy's working relationship with both photographers and agencies had been turbulent at best, and quarrels were rule rather than exception. Over the years, conditions had deteriorated to a point where eventually Sassy had considered the working environment unbearable. The exact details for her departure remained a mystery, but she had never looked back.

"But enough about me!" Sassy exclaimed, a mischievous smirk on her face. "How about you? I've heard certain... rumors about you recently."

Rarity pouted, wearing a faux-bashful expression on her face. "Oh my, is that so?" she asked. "And what might those rumors be?" Keeping from jumping excitedly in place required considerable mental effort.

"Word on the street is that a certain fashion designer from Ponyville was hoof-picked by Sapphire Shores herself to create the designs for her Equestria tour..." There was a purr on Sassy's voice, as there often was when she was pleased or amused. "Wouldn't happen to be any truth to that rumor, would there?"

Rarity coyly put her hoof against her mouth, a giggle escaping her lips. "There would!" she replied, eliciting an excited gasp from her friend.

Her concentration having wavered for just a second, the clipboard fell out the grasp of Sassy's levitation magic. It fell clattering to the floor, her eyes focused on Rarity even as she leaned down to pick it up. "Crinoline and corsets, Rarity!" she exclaimed. "The Pony of Pop herself! M-my, I don't know what to say! Congratulations!" It appeared that despite knowing what the answer would be in advance, receiving actual confirmation still made for quite a surprise.

Rarity blushed. "Thank you! I can barely believe it myself."

Sassy bit her lip, nervously glancing around her despite the store being all but empty of other ponies. Even on a busy day, it was uncommon to see more than three customers at any one time. "Say, you wouldn't happen to have any details to share regarding the designs?" she asked, having leaned in close with a conspiratorial look on her face. "I simply must know what you're planning!"

"Weeell... The costumes are already finished, and I delivered them to Miss Shores yesterday. She was, uh... Pleased." Rarity explained, thinking it was best to leave out certain details about the meeting. "As for the designs, I could tell you about them, but I would much prefer you see them. After all, I used fabric from this very store, so in a way you've had a hoof in their creation. Sooooo..." She rummaged through her bag and, once she had found what she was looking for, pulled out an envelope while humming a short fanfare. "I want you to be among the first to see them."

Sassy clipped her pen to the clipboard, which she then slowly placed on a table. Hesitatingly, as if it would shatter by mere proximity to her, she grasped the envelope with her levitation magic. "Rarity, this isn't..." Peeking inside the envelope, her eyes opened wide. "... It is. It is! A ticket for Sapphire Shores' show! Thank you so much! You... You shouldn't have!"

"Nonsense! Take it! Take it!" Rarity insisted.

"Rarity, I... I don't know what to say!" Sassy looked at the ticket again, as if admiring it or being unable to believe it was actually real. "If there's anything I can do for you, anything, just tell me!"

"Well," replied Rarity, "I do have a couple of errands you could help me with..."

· · · • • ◇◇◇ • • · · ·

Hours had passed as Rarity inspected just about every single roll of fabric in the store. Determined to miss nothing, she had proceeded into the storage, leaving a jumble of scattered fabric in her wake. With just a few rolls left to go through, the store had come to look like a battlefield from some absurd fashion war.

"Silk and shirts, Rarity! We've had some discerning customers before, but I think you're the only one who actually uses a loupe to inspect the fabric!" Sassy said with a wink and an amused chuckle, folding a sheet of organza which had quickly been discarded by the picky fashionista.

"Mm. I do, you see..." Rarity replied in half-mumble while going over the fiber structure of a sheet of ramie. "With the fall lineup you always have to pay extra attention to how the fabric appears in a number of lighting conditions. Also, even with couture, you need to take temperature and weather into account. That's why I..." Her voice trailed off as she held the cloth up towards a lamp. "Yes, this will do. This is perfect." she mumbled, writing down the number for the roll in her notebook. Sighing deeply she tore out the page and levitated it over to Sassy, who quickly skimmed through it. Numbers, all of which Sassy knew by heart, and amounts, almost all of which took her aback. 30 rolls of hemp fabric. 40 rolls of ramie. 20 rolls of silk. And that was just the tip of the iceberg.

"Wow!" Sassy exclaimed, trying but failing utterly to mask her disbelief. "Wow! I mean... Wow!"

Rarity yawned and cracked her neck, wincing at the sound. Despite working with clothes on a daily basis, the thick, heavy, dry air of the fabric store took its toll on her every time, leaving her feeling sluggish and tired. She smacked her lips, then licked them to cure the dryness. "Is it too much?" she asked.

"No, uhm..." Sassy read through the list again. "We can handle this. I'll talk with the manager, this amount should be no problem."

"Are you absolutely sure?" Rarity asked. "I wouldn't want to cause you any trouble."

"Absolutely sure, Rarity!" Sassy assured her with a nod and a warm smile.

"Oh! That's great!" Rarity sighed in relief. "I know I can be very demanding when it comes to fabric, but I can always count on you, Sassy! I was worried it was going to be too big an order. After all, with the fall season coming up and all the extra attention my designs will get through Sapphire Shores' tour, I'm going to need tons of fabric."

That, and also hire a few ponies to help, Rarity added to herself.

"Oh? It sounds like you have something planned already?" Sassy asked.

"I do!" Rarity exclaimed happily, the enthusiasm at sharing her vision all but cancelling out the drowsiness induced by the stale air. "I'm thinking rugged and rustic, yet boldly elegant! Clothes that can withstand any dreadful weather, yet convey a sense of wonder and dynamic beauty." She nodded proudly. "I think I'm going to call it Fall Forward!"

There was a very, very long pause.

"Rarity..." Sassy cleared her throat, attempting to think of a diplomatic way to phrase her critique. "As your friend, I beg you not to... No, I forbid you to do that."

Rarity grinned sheepishly. "It's not the best name, admittedly. Naming things never was my forte."

"You need to be awful at something to balance out all your talent at designing clothes, I suppose." Sassy said jokingly with an amused smirk on her face.

"Hah! I guess that's true."

"So... That's the fabric order taken care of." Sassy stated as she continued folding up the remaining rolls of fabric. "We should be able to deliver in a few weeks. You did mention needing another favor, though?"

Rarity sighed. The jovial atmosphere the two had shared felt gone in the blink of an eye, like a balloon suddenly bursting. Rarity could swear she heard a pop.

"Well you see..." She paused, carefully thinking through what she wanted to say. In her line of work, image was everything. In a town such as Canterlot even more so. She had only just managed to secure visibility for her designs, laying the foundation for building a proper brand. Her change at turning Rarity into a something famous, and not just the name of some talented but still anonymous dressmaker from Ponyville. A scandal this early on in the process could easily destroy all that she had worked so hard to create. On the other hoof, Sassy was by far her best friend in Canterlot. She would never spread rumors, would she? Rarity took a deep breath, deciding to maintain at least a modicum of deniability. "... I have this... friend who has a problem..."

· · · • • ◇◇◇ • • · · ·

Sassy, like most ponies, had a place: a location away from home that held some particular significance or sense of safety or comfort. Sassy's place, in stark contrast to her dazzling looks and demeanor, was a dingy basement cafe a block away from her old studio. Brick walls with stray, seemingly random patches of grey plaster, the place straddled a fine line between what could generously be described as "brutalist", and just plain ugly. It was place with few visitors but a small number of dedicated regulars. Sassy was one of them, and after a single sip of coffee Rarity could tell why. Though she had, at first, had reservations about discussing a sensitive subject in a cafe of all places, Sassy's workday had ended mere minutes after Rarity had finished putting her order list together. Upon actually arriving, however, it was clear that the place was not exactly teeming with customers. Or even a single other customer, besides the two.

"So... What about this friend of yours?" Sassy asked with much the same tone as a pony who had learned they had won a full course dinner. It did not make Rarity feel less uncomfortable; if anything, she was surprised Sassy was not licking her lips.

Rarity cleared her throat, focusing on her cup of coffee with the kind of intense fascination normally reserved for if the cup had sprouted wings and started reciting dirty limericks. "This will stay between us, right?" she asked, voice wavering. "I mean, my friend wouldn't want ponies to know about... her problems..."

"Your... friend's secret is safe with me." Sassy wore a slight smirk, eyebrows raised in a what-have-we-here kind of expression. Though Rarity hated it, she reluctantly had to admit to herself that had the roles been reversed, she would have been drooling. None the less, if Sassy promised her secrecy, Rarity believed her. "My lips are sealed." Sassy assured her, running her hoof over her mouth in a zipper-like gesture.

"Weeell..." Rarity dragged out the word. "So lately... this pony I know has found herself in a relationship that's a bit..." She paused. "You know. Unorthodox."

Sassy took a sip of her coffee, setting the cup down slowly with a smile on her face. "Unorthodox how?"

Rarity knew she was fooling nopony with her "friend", least of all Sassy, but projecting her shame and guilt on a figment of imagination did make her feel more at ease. At least marginally. "Unorthodox like... She recently got into a relationship with another mare..."

"Ohhhh? But Rarity, that is hardly out of the ordinary!" Sassy was practically beaming. Rarity had, of course, heard the rumors about her, how she was supposedly ravenously bisexual and had a countless number of lovers, both mares and stallions. But then again, she had heard the same rumor about every single model she had ever known. "Not these days, at least." she added.

"Yes, but..." Rarity looked around, despite knowing that the cafe basement was empty. "Then they discovered that they're... into things."

"Ooooohhh? And what kind of things would those be?"

"M-my friend, she's..." Rarity began, but her voice quickly trailed off.

Yes, your friend is what, Rarity? she asked herself, slowly rotating her cup on the table using her magic. Am I really going to tell Sassy everything about myself? Have I gone mad??

"My friend, she..." Rarity tried again. "She's into being told what to do."

"My!" Sassy leaned back slightly and put her hoof against her chin, a faux-disapproving pout on her lips. "You're right, that's very, very naughty!"

Rarity sighed. Of all the moments Sassy had to act like a jerk, why now? "But! But it's not just that!"

"Oh? There's more?"

"Yes, s-she... Enjoys, you know... Things." Rarity did her best not to blush, but could immediately tell she had failed from how hot her face felt. "Things done to her."

Sassy smiled but said nothing, gesturing impatiently for Rarity to continue.

"Things like uhm." Rarity took a deep breath, and a big gulp of coffee to cool off. "Beingtoldwhatadumblittlefoalsheis or lickinghermarefriendshoofwhilehumpingapillow, or or or, you know, spreadingherselfforinspectionandbeinggradedonhowwetandeagersheis..." she squeaked.

"Tsk, tsk, tsk!" Sassy shook her head in feigned shock. "Awful, simply awful! Does your friend get spanked for enjoying such terrible things?"

Rarity's shock, however, was very real. "NO!" Yes. "That's... That's not the point though!"

Sassy looked at her friend, seemingly undecided on whether or not to continue torturing her, but upon noticing Rarity's frustrated expression and trembling lower lip, she decided to dial down the teasing a little. The fashionista looked like a little filly who had gotten lost at the market, desperate to keep a brave face as she searched for her mom. "What is the point then?" she asked.

"The, t-the things I'm doing, t-they're not natural, are they?" Rarity stammered, temporarily forgetting not to talk about herself in the first person. "It's... It's sort of sick, isn't it?"

"Rarity..." Having heard her friend talk about herself in such terms, Sassy went from teasing to concerned. "Your friend... Her special somepony doesn't... hurt her, does she?" After a moment's consideration, she added, "In a way that she doesn't like?"

"What? No!" Rarity protested, dropping her fortunately near-empty cup onto the table with a loud rattle. "Flutt-, her marefriend would never!"

"Do they love each other, despite the..." Sassy paused, searching for what word seemed right to use. "Uncommon things they do?"

Rarity hung her head. "Yes... W-... They do."

"Then what's the problem?"

"It's... No other ponies have that kind of relationship." Rarity stared at the grounds in her cup, restlessly poking at them with her unicorn magic, voice saturated with melancholy. "Everything feels so wrong about the relationship. All the feelings she shouldn't feel. Wrong. All the things she shouldn't want. Wrong. Every other couple she knows are normal, they do normal things and love each other in normal ways. With my friend and her marefriend, it's different. Every time they make... love, she asks herself if it's sick to have the desires she has. She keeps thinking about how unnatural all of it is. Even though my friend loves her marefriend, the whole thing makes her feel unnatural, too... And it wears on her."

Rarity inhaled, sniffing despite not actually crying. Telling the truth to her friend had made her feel vulnerable, as though her every last nerve ending lay exposed and even a light breeze on her skin would cause her to scream. Sassy had been Rarity's friend for years, ever since the Canterlot unicorn had been the first professional model to wear Rarity's designs on the catwalk. She had always considered Rarity an equal, and the two shared a mutual trust in each other. Yet in Rarity's frail state of mind, the look Sassy was giving her seemed judgemental and arrogant. The slow, lingering gaze made her feel like a curiosity of some kind; a dumb, uncultured rube from Ponyville. Something for the true socialites to point and laugh at. With each passing moment she grew increasingly self-conscious and uncomfortable. She frowned, not once considering that perhaps she was reading too much into Sassy's gaze.

"Does your friend... really, really think that no other ponies do the things that she and her marefriend does? Does she really think that they're are no ponies who feel the same way she does?" Sassy eventually asked. Her grin was gone, but her expression still suggested an odd kind of amusement.

Rarity sneered, feeling simultaneously defensive and self-loathing. "Well, maybe ponies with issues!"

"You know, Rarity..." Sassy said, placing her empty cup upside down on the saucer. "I think it's time for us to take a little walk."

· · · • • ◇◇◇ • • · · ·

Rarity weaved effortlessly between ponies in the crowdeds streets of Canterlot, a skill she was normally quite proud of. She did, however, find herself watching Sassy's confident stride with some amount of jealousy. The salespony did not weave or zig zag; instead she calmly strode through the streets and other ponies moved aside for her. At first Rarity could not help but wonder how her friend did it, but then remembered that Sassy was quite a bit taller than her. Actually being seen was a good first step. She made a mental note to start wearing larger hats, and did her best to follow her friend.

"Say, Rarity, do you remember Aperture Snap?" Sassy asked. "Gangly fellow, glasses, always wears a scarf?"

"Vaguely." Rarity lied. That description fit at least two thirds of the photographers Sassy's agency has employed. "Why?"

"He's a freelance photographer I've had the pleasure to work with on a few occasions. He's a true artist." Sassy explained, much to Rarity's surprise. Her friend seldom even mentioned her model days, and when she did, the choice of words were usually more... colorful.

"Oh? He was skilled, I take it?"

"Exceedingly." Sassy replied while looking up at some streets signs, her smile suggesting that they were getting close to wherever it was they were going. "Aperture mainly does fashion photography, but he's also published a number of photo books. All kinds of subjects, he likes to keep things varied. He just recently contributed to a book about griffon culture!"

Rarity struggled to understand what relevance any of what Sassy had just told her could possibly have, but decided to remain civil. "Well, I, uh, would love to see some of his work someday."

Sassy chuckled, stopping outside a store and gesturing for Rarity to go inside. "You're about to."

Rarity looked up at the intricately designed sign above the door: Sammelband's Books and Magazines, with a wood cutout of a book and a bookmark, painted in bright colors. The display windows were packed with everything from old, yellowed tomes to dictionaries to novels to glossy lifestyle magazines. She pushed the door open and walked inside. Shelves upon shelves upon shelves packed with books, likely the kind of place Twilight would enter the moment the clerk unlocked the door and only reluctantly leave at closing time. Sassy immediately begun looking through a shelf at the back of the store, while Rarity decided to pass some time aimlessly wandering around the store, randomly picking up books and flipping through them without really looking at them. Eventually, she happened to wander into the romance novel section and sighed as she noticed where she was. Much like Twilight, Rarity was an avid reader of books, though her tastes tended to fall in two distinct categories. She adored detective stories: mysteries centered around horrible crimes, where even the protagonists had dubious morals at best. However, as much as she loved reading about terrible murders and hard-boiled, nihilist detectives in towns where it always rained, they were hardly uplifting stories. In times of great stress (which her career provided in excess) she tended towards the opposite: romance novels. All those wonderful stories of ponies from different worlds, meeting through chance and falling in love instantly, struggling against families who did not accept or societies that did not approve, only for love to, inevitably yet against the odds, win in the end. The covers all followed very similar themes; either windblown yet ruggedly romantic environments beneath dramatic skies, or equally windblown yet ruggedly romantic stallions holding elegant yet melancholic mares in their arms. Rarity would be the first to admit that the stories were highly formulaic and at times repetitive, but what did it matter? She loved them regardless. Humming to herself, she picked up a few books she had not yet read, deciding that she had deserved to buy them after working so hard. She looked down at the covers. A mare deeply in love with a farmhoof. Another in love with a Saddle Arabian prince. Another with a pop star. The last had an illustration of a ruggedly handsome swashbuckler kissing a noble-looking mare, -no doubt a governor's daughter-, against the background of a windswept sea. Pirate's Gold - A Story of Pillaging and Love on the High Seas. Despite sighing wistfully, she could not help but shudder as she remembered her own, exceedingly short-lived, disastrous romance with a pirate. The reality of such an encounter was very much unlike what the books had suggested. The memory of the smell alone was enough to make her retch and gag, startling another customer who hurriedly sidled away from her. Though she had only narrowly managed to keep her lunch down, she none the less decided to buy the book. After all, she already knew she would love it, despite it being filled with nasty, awful, disgusting lies.

She really did love those books dearly, even though they were, in a way, partially the cause of her current problems. The ideals presented were, though joyful and inspiring optimism, hardly applicable to reality. There was no profound wisdom to be found in their pages, no lessons to be utilized in everyday life. She chuckled, joylessly.

Wouldn't that be something, she thought to herself. As if a book could just miraculously answer all the questions I have!

"Ah! Found it!" she heard from the back of the store. Sassy waved at her, gesturing for her to come over. Rarity did so, and found that her friend was smiling ear to ear and looking at her with excited anticipation. "I think this will help your friend feel better about herself!" she said with a wink, levitating a book over to a table next to the wall and setting it down for Rarity to see.

"Oh? What's this?" Rarity asked. The book was nondescript, though just large and heavy enough to be somewhat unwieldy. The format suggested a photobook, as did the only text that was immediately visible on the glossy, plain black cover; Aperture Snap, written in the thinnest font Rarity had ever seen. Upon closer inspection, the cover appeared to be emblazoned with four capital letters and the silhouette of a masquerade mask, all in exactly the same solid black as the background except matte. Rarity could not help but oo at the bold, confident design choice, but not quite being able to make out the letters she held the book up against a lamp, tilting it left and right to better see. "B... D... S... M..." Her face went blank. "Oh no, I know of BDSM, and you should know I do not approve!"

Sassy stared at her quizzically, mouth hanging open. "You... You don't? But I thought for sure tha-..."

"Absolutely not! Those fad diets all promise miracles, but after a few weeks you still end up overweight and somehow having to see a doctor because of malnutrition!" She stuck her nose up, making a sweeping, once-but-never-again gesture with her hoof.

Sassy stared at her, eyes wide open in shock, amusement, or a mix thereof, just long enough for Rarity to feel uncomfortable. Then, she burst into laughter. Though by no means cruel laughter, Rarity still looked down at the floor, feeling embarrassed.

"What are you laughing about?" She huffed. "It took me ages to get back to health!"

Sassy did her best to stop laughing. Still giggling, she wiped a tear from her eye. "It's... It's not a diet, Rarity! Go on, look!"

Rarity shot her an annoyed glare, muttering under her breath. "Yes, yes, fine, fine, I'll j-" She opened the book to a random page, and after a quick glance she slammed it shut with enough force to startle everypony in the store. Mouth agape and face quickly turning a deep red, ears feeling as if they had been set on fire, she looked at Sassy with an expression of pure shock. Pulling her hoof close to her chest as if fearing the book would bite her if she got too close, she cautiously used her magic to open the book ever so slightly, leaning forward to peek inside. She flipped through a few pages, then closed it again, her hoof visibly trembling. Breath ragged, she turned to Sassy, who was watching her with no small amount of amusement. "Sassy... This is..."

Her friend nodded. "Yes, it is."

"And those ponies are..." Despite feeling the thrumming of her pulse on her temples, the temptation proved too great and she opened the book again. After looking around twice to make sure nopony saw her, of course. The photos were unlike anything her innocent eyes had ever beheld, yet a cursory glance was none the less enough to fill her with a sense of familiarity. A strange, confusing feeling of belonging she could not hope to understand, at least not anytime soon.

Sassy nodded. "Yes they are."

"This is... very educational." Rarity figured it was safest to close the book. After all, there were several kinds of social faux pas. A minor faux pas was something like not watching where you were going and stumbling on a doorframe. A major faux pas would be something like allowing your horniness to go out of control until every single pony in the boutique could smell your lust. Rarity was hurtling towards the latter with breakneck speed.

"So... What do you say?" Sassy purred. "Do you think that might be of help to your friend?"

Rarity nodded furiously, nose flaring as she nearly hyperventilated. "Definitely!"

Author's Note

Rarity has found Truth and Salvation in the good book!

In the next chapter: Ponyville is evacuated and a nationwide emergency is declared after Twilight Sparkle's nanobot experiment goes wrong. Horribly wrong.

2 - A Little Glass of Water, Please

There was nothing quite as simple as shrinking away. Blending into the periphery, never talking, never interacting. Removing other ponies from the equation entirely meant never having to put up with even the risk of confrontation. Living life that way had been second nature to Fluttershy since early childhood. In effect, she had turned herself into a shadow. If others noticed her at all, they quickly disregarded her and went on with their lives. Of course she spent time with Rainbow Dash every now and then, her mental coupon to loneliness. As long as she had her, she had something to point to and say, yes, I do have a social life, I do spend time with other ponies. As long as Rainbow Dash tolerated her, as long as they hung out together for even a minimal amount of time, there was something to ease the guilt.

Because as adept as she was at isolating herself, Fluttershy was equally skilled at feeling guilty. Guilty about taking up other ponies time, guilty about isolating herself from them. Guilty about her cynicism. Guilty about existing.

Then the Nightmare Moon incident had happened, and Fluttershy's self-imposed, comfortable exile from society had been torn off, painfully, as had it been a particularly adhesive bandage. She had been dragged, kicking and screaming, into the light and it had stung her eyes. Suddenly being in possession of a social life meant learning a thousand social cues that seemed to come naturally to other ponies, but caused no end of frustration and tears to the poor pegasus. At times she could just scream, but she wasn't even any good at that.

She was, of course, happy about having friends, but interacting on the same level as other ponies was a lesson in frustration. Any setback seemed magnified a thousand times, especially hurdles that others overcame easily, and frustration turned into screaming, crying, raging. And when everything seems impossible, a pony can come to wish for miracles. She had sought out anything that seemed like it could be an instant, magical cure. Having gone through every self-help book available at Golden Oak Library several times over with little to no success, her search got ever more desperate. Over the course of a few months she had tried yoga, meditation, self defense classes; a myriad of exercises and activities that ponies swore had changed their lives.

At the depth of her despair, she had even bought a bottle of Sweet Apple Acres' Special; hard cider that could quite possibly be used as paint stripper, simply because Applejack had once referred to it as "liquid courage". Just a sip before social interactions to take the edge off, at least that was the idea. In reality, even a mouthful had burned her throat, caused her to have to run to a bathroom to vomit profusely, and had made her wake up with a headache that was only rivaled in intensity by the guilt of having fallen so deep that she required substances to function.

Yet it was only after having met Iron Will that Fluttershy realized she had a real problem. It was also what made her accept that there was no such thing as a miracle cure. The shameful display of having insulted her friends to the point of tears all because of a dumb inability to differentiate between assertiveness and plain bullying still all too fresh in her memory, Fluttershy did the one thing that felt the most uncomfortable to her:

She decided to ask Rarity for help. The very pony that she had, mere days earlier, showed her worst, ugliest sides.

Though she had left home just after dinner, it was early evening by the time she actually gathered the courage to knock on Rarity's door. As she had walked towards Carousel Boutique, she had suddenly remembered a number of different errands. She needed to buy postcards. She needed to buy a new bear brush, and bear shampoo and conditioner. She needed to stretch her legs and walk around the neighborhood for a bit. She needed to walk back home and check if she had turned off the stove, then upon returning home she realized that Angel always made sure that it was, and that he did, in fact, deserve a treat for his diligence in checking the stove while she was gone, so off she went to the pet store again to buy a bag of Bunnynums. Hours later, she had exhausted all excuses she could think of. The sky had turned a lovely shade of pink and purple, and soon the sun would set. Surely it was too late to knock on the door at such a late hour, so better to just go home. Try again tomorrow. She turned around to leave, but froze mid-movement.

Fluttershy was entirely aware that "tomorrow" was an all too convenient concept. "Tomorrow" was the bag she had carried around her entire life, where she had stuffed the threatening, the uncomfortable, all those myriad things that she told herself she would start working on, real soon, for sure. "Tomorrow" was a comfortable lie. But no more! Clenching her teeth, she swung around, hoof outstretched as if she was trying to punch clean through the door. As such, the first knock was entirely too loud, and was followed by a series of light, barely audible taps.

Oh Celestia oh Celestia ooh Celestia, Fluttershy thought, teeth still clenched. With some difficulty, she managed to contort her mouth into a cramped grin which would have to pass for a friendly smile. This isn't going to work, she's going to still hate you and yell at you to leave, it's best to just leave now while you still have the chance! NO Fluttershy, you'll ask her what you came here to ask or so help me I'll...

Wrestling with her own mind, her heart all but stopped when Rarity finally opened the door. The unicorn was wearing reading glasses and holding a romance novel with her levitation magic. Her expression was one of surprise and joy at seeing her friend. This was it. This was the moment. Now all she had to do was gather her courage, take a deep breath and slowly but succinctly tell her friend what she wanted to say.

"TEACH ME!" Fluttershy yelled, spraying Rarity with spittle. Her mouth was clearly acting in an entirely different tempo than her brain. Face flushed, she realized that she had made a fool of herself with just two words. Nice, she thought to herself. That's got to be a new record.

"Yes, uhm, good evening to you too, Fluttershy? Do you want to come inside?"

The pegasus sighed and nodded, dragging her hooves inside as Rarity held up the door. Visiting the fashionista in the evening normally filled Fluttershy with a subtle sense of dread. Walking through a boutique full of mannequins in daylight was nothing out of the ordinary. At dusk, setting sun casting its light through the windows and illuminating the mannequins in a way that seemed to amplify their unnatural qualities, Fluttershy felt like she had entered a forbidden, liminal space where the mannequins were supernatural beings that could at any time come alive and haunt the costumes. But today, her fear of the dark took a backseat to her still lingering shame.

"I'm so glad you came by, dear." Rarity said, voice full of concern. "After the business with that dreadful Iron Will, you've seemed, ah, unusually quiet. Are you doing alright, darling?"

"I'm..." Even after all that happened, Rarity still cared about her, she still worried about her. "That's why I'm here. I'm... I'm sorry for how I treated you and Pinkie Pie! I was terrible! I know that just saying sorry isn't enough and I know you hate me, but... I want to make sure it never, ever happens again! Ever!"

"Oh, Fluttershy, honey! I'm not mad at you!" Rarity exclaimed, giving Fluttershy a tight, warm hug. A short shudder went through the pegasus's body; something that for her was a completely normal reaction to physical contact. Regardless, she hugged Rarity back. She smelled like flowers and expensive shampoo. "And neither is Pinkie," she continued. "You already said sorry, and that's enough. We don't hold a grudge. Well, except against Iron Will, for filling your head with all those outrageous ideas!"

Fluttershy's heart sank. "That's... That's the problem... He didn't."

"Whatever do you mean?" Rarity said, raising an eyebrow. Fluttershy had a tendency to blame herself before anypony else, even when they were clearly at fault.

"He really didn't. He was awful, but..." She paused. How do you explain to somepony that you are not a good pony? "He only amplified things that were already there to begin with. He never told me to go out of my way to hurt anypony! He never told me to be cruel and insulting! All he did was..." Tears began welling up in her eyes. "He just gave me a little push, and I did it all on my own!"

"I... I see." Rarity replied, not quite certain what to say. "But I... don't think you're..."

"Oh but I am!" Fluttershy interrupted her. "When I feel like I'm not in control I panic, and then all I can do is scream and be mean. When I try to be assertive, it's like all the frustration and sadness that's been building up for days and weeks suddenly explodes into anger."

Rarity said nothing for a while, feeling like she had learned something new and unpleasant, if not entirely surprising, about her dear friend. "But you stood up for yourself when Iron Will came to collect his debt, didn't you?" she eventually asked.

"I did, and it felt good... But then the feeling faded. I can't recall how I said what I said! When the moment was over, it was all gone! Rarity... I beg you." Fluttershy sniffled, tears now streaming down her face. "I know I hurt you, but please teach me how to be like you. Please teach me how to be assertive in a real way. I don't want to hurt anypony else, ever again!"

"O-... Ok." Rarity replied, sincerely despite the lack of her usual eloquence. The answer none the less caused Fluttershy to visibly perk up, a reaction that only made the fashionista want to help her friend even more. Of course, she had no idea how to go about it. "If that is how you feel, then I'll do my best to help you."

"Ooh! Thank you thank you thank you!" Fluttershy exclaimed, embracing her friend and getting her mane wet with tears. "I promise, I'll do whatever it takes!"

Rarity had known Fluttershy for quite some time. Even before they became friends, the unicorn had payed attention to the timid and silent pegasus mare. She had always admired her delicate, elegant looks and her gentle and graceful way of moving. She had dreamed about working with her as a model, imagining dozens if not hundreds of designs for dresses that the yellow and pink pegasus would look simply stunning in. Yet, even prior to speaking to her, it had become painfully clear that a model career would be very difficult for the fragile young thing to pursue. A model needed presence, and there was nothing that the young pegasus seemed to abhor quite as much. If anything, she considered her own existence to be a nuisance to other ponies. She communicated it in the way she behaved; stepping out of the way of ponies who were not even walking directly towards her, gaze flitting around so as not to look directly into the eyes of anypony around her. Rarity would watch her in the mornings, when the pegasus was running her errands with great difficulty, interacting with other ponies only as much as needed and then hurrying home, not to be seen until the next morning. She was a mare who wanted, to an unhealthy degree, to avoid bothering others, even in situations were doing so was absolutely necessary. Low self-esteem was nothing out of the ordinary, but Fluttershy was without a doubt an extreme example, that much was certain.

At the same time, Rarity could not help but be intrigued by Fluttershy's animal handling skills. When interacting with animals she was a natural, capable of commanding and taming even the most unruly critters. During the time Rarity had known her, Fluttershy had stared down rampaging beasts and fearsome monsters, turning them docile and affectionate in a matter of seconds. She was never cruel, she never made animals fear her, yet was always in control. The contrast to how she behaved around ponies could not be more severe.

The more Rarity thought about it, the more she became convinced that her friend was already capable of being assertive. As long as she was aware of the rules of interaction.

"Say... Fluttershy... If you wanted somepony to bring you a glass of water, what would tell them?" Rarity asked. Somewhat unsurprisingly, this mere hypothetical question brought an expression of mild panic to Fluttershy's face.

"A g-glass of water?" she stuttered. "I can't just d-demand something like that, I... I don't need a glass of water, it's ok, I'm not thirsty! Do you want a glass of water? I'll, uh, I'll go get one for you..." Fluttershy was halfway to the kitchen before Rarity could tell her to stop. Somehow this had gone exactly as she had expected.

"Darling, no, I'm fine." Rarity assured her, doing her best to stifle a giggle. "Now, let's pretend that right now, you are incredibly thirsty and want me to fetch you a glass of water."

"I..." Fluttershy suddenly seemed as deflated as a three day old balloon. "I can't do that..."

"And why is that?"

"I... don't want to make you do things... I'm such a bother..."

"Right..." Rarity's eyes narrowed slightly. Even in a hypothetical situation, Fluttershy seemed to be wary of hurting other ponies' feelings. "Now let's pretend that I'm thirsty: Fluttershy, could you please be a dear and go to the kitchen and get me a glass of water?"

Unsurprisingly, Fluttershy did just as told without a single word, walking over to the kitchen, filling a glass and bringing it back to Rarity who graciously grasped it with her telekinesis and took a sip.

"There. That wasn't such a huge ordeal, now was it? You don't feel overworked?"

Fluttershy shook her head. "No. It was no trouble at all."

"You don't feel tired at all? Not fainting from exhaustion? No flesh wounds from struggling with the tap?" Rarity asked, a slight smirk on her face.

"No!" Fluttershy protested. "Of course not! It was just a glass of water. Do you want me to get you another one? I can go get another one."

"That won't be necessary." Rarity assured her. "But let me ask you something: If it's no problem for you, then why should it be a problem for anypony else?"

Fluttershy opened her mouth and inhaled sharply, as were she about to launch into a long-winded explanation. Yet, after a few moments, she closed her mouth again. "Huh..."

"Is it because everypony else is weak?" Rarity asked, perfectly feigning disappointment. "And you're the only sufficiently strong pony around?"

"O-of... Of course not..." Fluttershy replied, looking uncomfortable. "I'm... I'm much weaker than everypony else..."

"Aha..." Rarity raised an eyebrow. "Then if you're so weak, and the strenuous task of fetching a glass of water is no problem at all for you, shouldn't it be even less of a problem for everypony else?"

"Uhm... I... I guess..." came the reply, after a few moments.

Rarity put her hoof on her friend's shoulder, smiling gently at her. "If it's no problem for you, then it's likely no problem for anypony else either. Sometimes it can be scary to ask another pony for help, you might feel like you're asking too much of them, but then you just need to ask yourself if it would be a problem if the other pony were to ask you the same favor."

"I..." Fluttershy wore a bemused expression on her face. "I guess that makes sense! Yeah!"

"Good!" Rarity exclaimed triumphantly. "Now, all that's missing is practice! Are you ready to ask me for that glass of water?"

Fluttershy nodded. "Rarity... will you... No I can't do this I'm sorry Rarity I just ca-..." She stopped herself, cursing under her breath at having acted on reflex. "No, I can do this. I can do this." She took a deep breath and exhaled while pushing out with her hoof, imitating the breathing exercise she had often seen Twilight do. It honestly did not seem all that effective, but it helped her gather courage none the less. "Rarity... I want you to fetch me a glass of water!" A sudden tingly feeling in her stomach. Strange, but not necessarily unpleasant.

Rarity nodded, a grin appearing on her face. "Coming right up!"

Fluttershy felt her pulse quicken as she watched her friend walk into the kitchen. Rarity was right; it was such a simple request. Yet it was a simplicity that felt remarkably significant, something that had eluded her all this time and held a greater meaning. Moments later when Rarity returned, placing the glass of water in her hooves, Fluttershy felt as if she had just performed some kind of magic. She looked at the glass, then at her friend, then once more at the glass. "Oh...!"

"That wasn't so bad, now was it?" Rarity asked, patting her friend's head. "Is there anything else you want to ask of me?"

Fluttershy thought hard about this, gaze still fixated on the glass. Could she really ask Rarity to do anything? As long as it was something that she herself would happily do, as long as she herself would not consider the activity too exhausting or to complicated, anything should be ok... right? "Uhm..." she began. "A hat! Rarity, please fetch me a hat!" Remembering who she was talking to, she quickly added: "A cloche. Baby blue." It took all of fifteen seconds for Rarity to find exactly what Fluttershy had requested, and she placed it daintily on her friend's head. As the evening went on, Rarity brought her a handkerchief, one of Opal's toy mice (which, upon the cat realising it was missing, became the most important item in the world and worth growling incessantly at Fluttershy for until she got it back), a tube of toothpaste, yesterday's newspaper, an acorn (from outside!), a myriad accessories of various kinds, a teapot, a chair, a mannequin, and many other items. Eventually, everything spread out in a circle around her, it looked somewhat like the unicorn had set up a flea market stall in the middle of Rarity's boutique. By the time the two had helped each other put everything back in its place, daylight was long gone.

"Come back tomorrow, darling," Rarity had told her, "and we'll practice some more."

Walking home in the stillness of night, her path home illuminated by streetlamps and the soft, warm glow from the windows of ponies' homes, Fluttershy had felt changed. She could feel that thanks to Rarity's simple lesson, she would from now on navigate her interactions with other ponies in an entirely different way. She felt confident! She felt bold! She felt like she was ready for the world, and any challenges she might face!

The next day she had gotten stuck holding up a door for close to twenty minutes, worried that closing it too quickly would lead to somepony walking into it and getting angry at her for closing it in their face.

Come closing time she had dejectedly returned to Carousel Boutique, slouched and dragging her feet, not so much disappointed in Rarity's methods as her own tendency to believe in instant cures. The fashionista had simply hugged her and explained that confidence was a process, and the only way to build it was through patience and dedication. The evening had been filled with yet more training, Rarity putting herself in the roles of ponies Fluttershy might encounter in daily life. She had taught her when to be kind to others, but more importantly when to be kind to herself. Naturally the lesson had been wrapped up with Fluttershy giving her unicorn friend various commands to follow. Walking home, Fluttershy had felt re-energised, certain that tomorrow would be different.

The next day, Fluttershy had ended up hiding behind some barrels at Ponyville market, too overwhelmed to be able to navigate the crowd.

She had once again returned to the boutique that day. Rarity, ever patient, had shown her when gently pushing someone out of your path was a socially acceptable thing to do, and just how stern a request for somepony to move aside could be before it could be interpreted as rude. Of course, quite a lot of time was spent on Fluttershy practicing giving commands, asking her friend to fetch her various items, read aloud an article from the newspaper, and even brush her mane. For Fluttershy, stress always seemed to result in tangles, and she had a lot of tangles. Walking home, both her stress and tangles were gone.

The next day, nothing of note happened. Fluttershy still visited her friend. Commands were given, and happily followed. Walking home to see to her animals, the pegasus felt more confident. Come morning, she was surprised to find that she still did. At least a little. But as Rarity had told her, confidence didn't happen overnight. Days went by, turning into weeks. The two met increasingly often, and within a month the assertiveness training had become a comfortable routine, a daily ritual performed regardless of whether or not there was a need. Their mutual enjoyment was more than enough reason to continue. Rarity in particular seemed insistent, and for Fluttershy, issuing simple commands for her friend to follow had become an action as simple as clicking her tongue. A dull evening could be made magical by the simple request for a song. A stiff shoulder could be made to relax by requesting a massage.

Fluttershy did, over the course of months, become more daring and confident, more comfortable in her interactions with other ponies, and less prone to being overwhelmed. At least mostly. Yet somewhere along the line, the original reason for their assertiveness training seemed to have been forgotten, Fluttershy's growing confidence merely a byproduct of their daily entertainment. But, with all the laughter and joy, was that really a problem?

Then came the Ponyville Dog Show.

Author's Note

That's right, darlings, it's flashback from here on! Wow! If that's not an original narrative technique, I don't know what is!

In the next chapter: Canterlot burns to the ground as a result of Celestia and Luna battling over who will claim the title of Greatest Prankster.