Ponyfinder: Master of the Wind

by Mystic Mind

Rating: teen
Tags: My Little Pony: Friendship is Magic, Alternate Universe, Rainbow Dash, Romance, Comedy, Fluttershy, Adventure, Sex, Human
Length: 12460

Rainbow Dash goes on an unexpected bare adventure with Fluttershy against the most evil of fashions!

Some adventures just can't be held within festivals. And that is just what Rainbow Dash, Battle Mage and rising star of the Wonderbolts trainees, needs to go a little further afield to get her kicks. But after a spot of bad luck involving skinny dipping and a raging elemental creature, she and her Druid friend, Fluttershy, must track down the cause of the most dangerous dividing magic of all: FASHION!

Inspired by D&D style fan art and the "My Little Mages" fanfiction series (though it isn't directly set in either universe.) Rated T for frequent nudity, moderate fantasy violence and occasional mild sex references.

Published 2018-05-07 20:20:07 UTC
Last updated 2018-06-12 18:34:14 UTC

Act 1: Where the Adventure Begins (Obviously)

It was just afternoon on the day of the Summer Sun Celebration, where the Princesses of Equestria would gather and give thanks to their favoured star for the plentiful bounty it provided. The majority of Ponyville’s citizens were out and about the town, enjoying the festivities while soaking up the season’s intense sunshine. Normally, Rainbow Dash would be one of them, but not today. Instead, she had a more personal quest in mind, requiring a brief break from civilisation.

Bright shafts of light shone through the trees of the Everfree Forest, highlighting the lush vegetation and various small critters lying here and there. Currently, all was quiet. With the heat of the day reaching its peak, many animals decided to conserve their energy for cooler times. Even the songbirds had stopped their chirping to take a much-needed siesta.

Not exactly the conditions Rainbow Dash had hoped to encounter. She had, after all, come prepared for action; armed with her trusty gladius and circular wooden shield.

If it were any average day, she would’ve long since gone stir-crazy with all this peace and quiet. But for today, this wasn’t a problem. With the more predatory beasts vacant from here, she had nothing to worry about. For now, she was content to just take a leisurely, yet brisk, walk through the forest outskirts.

Wiping the sweat from her brow, she stopped for a moment to look around. Her eyes immediately drifted towards the small patches of moss growing at the base of the trees; the unmistakable calling card of her druid friend—and best friend, for that matter—Fluttershy.

She was expecting her.

Despite the short journey, Dash’s marching was already making her blue tunic soggy with sweat. Following the moss trail, Dash soon came upon what she was searching for.

Surrounded by a ring of trees, the glimmering blue waters of a wide lake greeted Dash alongside a cool breeze. This was just what she needed on a day like this!

Yet as Dash approached the lake shore, she couldn’t spot Fluttershy anywhere.

Guess I'll have to thank her later, Dash thought to herself. 'Cause right now, I'm going for a swim.

Unbuckling her scabbard and sliding her arm out of her shield, Rainbow Dash pulled her tunic over her head, tossing the weighted garment aside. Kicking off her signature blue-coloured wing boots, she dropped her brown breaches, taking a deep breath as the wind gently caressed her bare limbs.

Once her undergarments were removed, Dash placed her clothes in a neat pile next to her armaments, freeing her hands to undo the braid holding her multi-coloured hair in a ponytail. Free from the confines of her gear, Dash took several paces back before breaking into a run, jumping into the lake.

The loud splash shattered the early afternoon still, echoing out as the cool water washed over Rainbow Dash's bare skin. Bobbing up to the surface, she closed her eyes and laid back, soaking away all the muscle aches and unpleasant stickiness built up from an intense morning at the Wonderbolts training ground.

It wasn't that Dash didn't enjoy the long hours of warm up exercises and routine drills – all planned out in a manner organised stricter than Twilight Sparkle at a book fair. She revelled in such exercise, pushing herself to limits far beyond where others faltered. When her fellow adepts did one-hundred squats, she would do two-hundred. Asked to run a mile? She would run three. If it meant deeming herself worthy of the Pegusi clan’s greatest Battle Mages, it was all worth it.

However, from time to time, she needed to forget all about it and just be. If there was a better way to chillax than skinny dipping in a secluded woodland lake, she wouldn't know about it!

Flipping over, Dash took a deep breath and dived to the bottom of the lake. Once there, she arched her back and spun forward; orientating herself before pushing her feet against the muddy bed to ascend.

Breaking the surface, she gave her hair a majestic flip, creating a series of small rainbows as the sunbeams bent through the spray. Leaning forward, Dash casually pushed herself across the length of the lake with light breast strokes, faster with each length travelled. Every so often she would break the rhythm, dipping just below the surface to test how long she could hold her breath.

After several minutes of non-stop swimming, Dash's arms began to ache once more. Taking this as a sign that she'd gotten plenty of independent exercise for one day, she flipped over onto her back and closed her eyes. Feeling the contrast of water on her back and sun on her front, she took a deep breath and cleared her mind – allowing her thoughts to drift as she floated there.

“Dashie?”

Dash's ears pricked up slightly, for a moment thinking she heard the smallest squeak. Probably just a squirrel or something, she reasoned, returning to her state of bliss.

“Rainbow Dash?”

Yet more of this odd chatter. She thought most of the animals had decided not to bother with the heat today. Dash supposed there would always be one or two workaholics, much like a certain violet-haired sorceress she knew. I swear, there’s never a moment Twilight isn’t face-deep in a book. Dash thought and chuckled. Honestly, that girl must read books in her sleep!

“RAINBOW DANGER DASH!!!”

“Huh?! I... what?!” Dash nearly jumped out of her skin, the bellowing call of her name throwing off her coordination and leaving her floundering in the water.

“Oh, um, sorry, Dash. Was I too loud?” the meek voice of a pink-haired girl with pale skin came from the other side of the lake.

Dash groaned, taking a moment to figure out who was yelling; “Fluttershy?! What the hay was that for?”

She then took another moment to realise that, like herself, Fluttershy was naked.

Blushing bright red, Rainbow Dash pushed herself lower in the water, covering everything from the neck down – despite the crystal-clear water being see-through.

“Um, Rainbow Dash, why are you covering yourself?” Fluttershy asked, tilting her head.

“Well... I- I mean, you! You're naked!”

Fluttershy blinked, still looking blankly at Rainbow Dash. “Of course, I am? I never wear clothes – except when visiting Ponyville. We've known each other since we were little kids, Dash. Is something wrong?”

Gears turning in her mind, it occurred to Dash that this wasn't the first time they had seen each other naked, nor was it something that Fluttershy ever cared about. “Oh, yeah, you're right,” Rainbow Dash blushed again, this time from her sudden bout of startled amnesia.

“Are you sure everything’s okay, Dashie?”

Swimming back to shore, Dash pulled herself out of the water, standing a foot taller than Fluttershy. “Oh yeah, everything's fine, Flutters. I just don't get the whole yelling part. I was only chillaxing, so what’s the deal?”

“Oh, um… Sorry, Dashie. It's just that… Well, you see… I noticed you in the lake, so I came to say hi and then... well...”

“Spit it out, Fluttershy!” Dash snapped, impatiently tapping her foot.

“The squirrel family are napping in your clothes!”

“Huh?” Now it was Rainbow's turn to look confused. Glancing over Fluttershy's shoulder, she could indeed see that a group of squirrels had slid themselves inside her tunic, trousers and undergarments, snoring softly in a pile of red fluff.

“Well, can't you get them out? Use your, y'know, Druid, magical, staff thingy?”

“Oh no, I couldn't do that! Just look at them. All snuggled up together, dreaming of juicy green leaves and crunchy acorns, no doubt. They're just so adorable, aren't they?”

Rainbow Dash opened her mouth to object, but one side-eyed glance at the squirrels put a stop to that. Instead, she let out a short huff. “I guess so” she begrudgingly agreed. Even she couldn't deny their cuteness.

Now that this issue was settled, the two stood there in an awkward silence for the next few moments, avoiding eye contact. Dash racked her brain for a way to progress the conversation beyond the, admittedly irregular, introductory topic.

“So...” Dash said hesitantly. “How has the weather been, lately?”

Perhaps not like that, though.

“Wouldn’t you know, Dash?” Fluttershy responded, tilting her head. “You’re part of the weather team.”

“Oh! Yeah, so I am, heh…” Dash chuckled awkwardly, rubbing the back of her head.

Conversation making was evidently not her strongest skill. When she wasn’t talking about either herself or the Wonderbolts, anyway.

“Oh! Sorry, Dashie, I’ve been meaning to ask,” Fluttershy replied with a light smile. “What brings you to the forest today? Everyone else is back at the Summer Sun Celebration. I expected you to be enjoying it with them.”

“Nah, it's getting kinda boring, to be honest,” Rainbow Dash shrugged. “Same old stuff. You know the drill; maypole dancing, cake stalls, monuments to the sun, the works. Besides, I've got a trial with the Wonderbolts next week, so I figured I could use some R&R before I get back to training. That, and it’s pretty obvious you wanted to see me sometime today.”

“I see...” Fluttersy paused. “This training, is that why you brought your sword and shield with you?”

“Yep!” Rainbow Dash stated with exuberance. Oblivious to the hesitance in Fluttershy's voice, she struck a pose, placing her hands on her hips. “Like I've said countless times, the Wonderbolts are the greatest, most awesome group of Battle Mages in existence! I still can't believe that they accepted me for their training academy!

“Although, there is one thing that’s bugging me about it all. They keep telling me over and over that, before I officially join, I need to do something about becoming 'one with the wind', whatever that means. I’m sure I’ll figure it out, though. I’ve worked everything else out so far!”

“That's amazing! I'm so happy for you, Dash!” Fluttershy's smile widened yet was still restrained. “But I still don't understand why you need to be training in the forest? N-not that I mind, of course, it's just that-”

“Isn't it obvious?” Dash proclaimed, mimicking the swing of her sword, not bothering to retrieve her actual sword just two feet away, for some reason. “I'm gonna find the biggest, baddest, most terrifying monsters out there and slay them all! I'll hone my skills to become a hero of all Ponyville – no, of all Equestria! The monsters will be like 'RAWR!' and then I'll be like 'SWISH!', 'SLASH' and then they'll be like 'NOOO!' and I'll be like-”

“NO!”

Rainbow Dash blinked at Fluttershy, wondering what this sudden outburst was about. She also wondered why she was suddenly in mid-air without her winged boots on, though that last fact meant she didn't have to wonder why she was losing altitude, plunging head first into the lake again.

That much was kind of obvious.

“Oh, my goodness!” Fluttershy gasped. Her violent rejection of Dash's monster hunting proposal had sent a rather large tree root bursting from the ground, punching her friend under the chin at high speed. “Rainbow Dash, are you alright?”

Spitting out water and flipping her soggy hair out of her face, Rainbow Dash grumbled as she paddled back to shore. “Fluttershy, what was that for?!”

“I'm so sorry, Dash! My magic must have gotten a little out of hand when you threatened the forest creatures.”

“What do you mean, 'threatened'?” Dash asked upon reaching dry land again, giving a harsh glare to the squirrels giggling at her. “Don't you know what counts as a monster?”

“I know what you're thinking, and I don't care,” Fluttershy folded her arms across her chest. “All creatures are welcome in this forest, and I won't anybody disrupt the ecosystem, no matter what.”

“Eco-whatsit?” Dash asked, staring blankly.

“I'm sorry, Rainbow Dash, but I'm putting my foot down on this issue. No killing forest animals!”

“Alright, alright! I won't kill any of the forest animals. Now could you call off your attack plants already?”

“I'm glad we could reach an agree- wait, what attack plants?”

“Oh, come on, Fluttershy. I'm talking about those vines slowly creeping towards us in a big green ball!”

The look of shock on Fluttershy's face suggested that maybe she wasn't entirely responsible for what was creeping towards them.

“You did make that... right?”

“Get down!”

Throwing themselves to the ground, a huge, arm-like mass of vines lashed out, coming within a hair’s width of smashing them against a tree. Dash rolled over backwards, grabbing her weapons and shoving her feet back into her boots. Without time to dress any further, she leaped over the next attack and into the air, flying above the thing in a blur of motion. Yet this also came with its own unforeseen consequences: as the twisted plants swept underneath, it captured her discarded clothes in its tangled mass of greenery.

“Hey, give those back!” Charging through the air, Dash pulled her gladius from its scabbard and slashed in one smooth motion; slicing clean through the outer strands.

Unfortunately, this did little to release her outfit from the creature’s reinforced bulk. In fact, as the vines began to regenerate, she realized she’d done more damage to her clothing than to the monster itself!

“That's enough!” Slamming her open palm to the ground, Fluttershy summoned from the earth a long wooden staff, curving inwards at the top into a moss-covered spiral.

Channelling her raw magic directly through the weapon, Fluttershy surrounded the rogue elemental in a bright emerald glow.

At first, the creature recoiled from the magic light, withering as the vines began to unravel. Yet just as it looked like Fluttershy was defeating the creature, the vines parted, oozing out a sticky, black substance from within a huge, hardened beak at its centre. Reshaping itself, the elemental shifted is form from a largely spherical being, to one more humanoid in nature.

“Fluttershy, what in Equestria is that thing?” Rainbow Dash asked, gulping hard. It towered over her, its limbs as thick as tree trunks, ending in three, claw-like appendages each.

“It must be a Dredge,” Fluttershy replied as she began to weave another spell. “Although I never expected to see one here, of all places!” With a swing of her staff, Fluttershy released a wave of magic, enchanting the grass to quadruple in size, binding the creature in place.

“Okay, makes perfect sense,” Dash replied, flying over the Dredge's arm as it snapped free. “Oh wait, no it doesn't, 'cause I don't know what a Dredge is, either!”

“They’re Nature Elementals,” Fluttershy clarified, grunting as she tried to strengthen her spell. “They’re supposed to live in boggy swamps, not anywhere near Ponyville!”

“Well, isn't that encouraging.” Rolling her eyes, Dash flipped over the Dredge's fist as it collided into a tree, blocking a shower of splinters with her shield.

Lowering the armament, her vision suddenly filled with a bright green flash. Kicking her heels, Dash pushed herself higher, narrowly avoiding the beam as it blasted into the elemental's chest.

“Please, calm down,” Fluttershy said, her wispy tone contrasting the spell’s volatile appearance. “I don’t want to hurt you, just tell me what’s wrong.”

Just as it looked like Fluttershy was gaining ground against the Dredge, a pulse of magic recoiled back through the beam, striking her in the gut.

“No… no, it cannot be!” Fluttershy’s sudden, ominous rambling did little to fill Rainbow Dash with confidence. Even less so when she let out an ear-slitting scream, tears rolling down her face like a torrential rain storm.

“Hang on, Fluttershy! I'll take care of this!” Diving at the elemental, Rainbow Dash swung her gladius in a wide arc, slicing clean through its torso, severing the magical link. Landing behind the Dredge, Dash swung herself around to face it, her shield raised in preparation for the next bout.

However, the creature didn’t start reforming as expected. Instead, it let out a loud groan, thrashing its limbs wildly as its body began to unravel. What had moments before been fighting toe-to-toe with the two mages was, in seconds, reduced to a withered pile of organic matter, sinking lifelessly into the soil.

Yet this was not the end of the threat. Already, whatever force was causing the elemental to decay was spreading, expanding outwards from the Dredge’s corpse, to coating every plant it touched with its tar.

Breathing heavily from her unexpected ordeal, Fluttershy sprung back into action, casting a spell over the dying area – cleansing flora of its pollution.

“Okay, now I'm officially freaked out,” Dash said, stepping carefully over the elemental’s remains. “I don't suppose you know what just happened?”

Taking a few long breaths to calm herself, Fluttershy ignored Dash’s question, striding past her as if she was never there.

“Hey! Where the hay do you think you're going?!” Dash asked. She placed her hand on Fluttershy's shoulder to stop her but was immediately rebuked with a counter-slap.

“Go home, Rainbow Dash,” Fluttershy replied, her voice unusually stern for someone so normally timid. “Something's wrong with the forest, and it's my responsibility to take care of it.”

“Uh, Equestria to Fluttershy? Aren’t you forgetting something?” Stepping in front of Fluttershy, Dash gestured over her naked body. “That thing we fought destroyed all my clothes! I can’t just fly back home in the buff, now can I? What do you think the Wonderbolts would say if they saw me like this? I'd be the laughing stock of Ponyville!”

“I'm sure they'll understand it was an accident,” Fluttershy said dismissively, turning up her nose. “Just go home, find some clothes, and everything will be fine.”

“It’s not just that, Fluttershy,” Dash retorted, locking eyes. “I saw what that thing back there did to you. Please, Flutters, let me help you. I can't stand to see you get hurt, or worse...”

With neither side willing to back down, the two girls just stood there in silence for two solid minutes; broken only when a bird decided to tweet up, which Dash could’ve sworn sounded like a wolf whistle.

“Oh, come on!” Dash exclaimed. “Can't a girl have a heart-to-heart moment without any sexual implications, for once?!”

Fluttershy giggled, blushing brightly. “Alright, Dashie. I'll accept your help. Just promise you won't hurt any animals unless you have no other choice, okay?”

“You can count on me!” Dash banged her fist on her chest in salute, turning red upon remembering her nudity. “Although, mind if you make me some new clothes first?”

“I can try. Although I’m no seamstress,” Fluttershy said, her voice returned to its usual wispy softness. “Want me to make a dress out of leaves or something?”

“Could you?” Dash asked, covering her breasts and crotch with her hands. “I'm starting to feel just a little too exposed here.”

With a flick of her wrist, she swept up a flurry of leaves, using her staff to swirl them around Dash’s body with the grace and precision of an orchestral conductor. With the gentlest of motions, the leaves settled around Rainbow Dash's body, shuffling over one another to match her form and cover her from below her shoulders to above her knees.

Flexing her arms and legs in various positions, Dash’s smiled. “Nice work, Flutters,” she said, giving her friend a thumb up gesture. “This dress feels super soft, and it doesn't restrict my movements at all. Are you sure you haven't been taking sewing lessons from Rarity?”

“Oh no,” Fluttershy replied, shuffling on the spot and letting out an awkward giggle. “Well, not recently. I mean, she’s helped me with a dress once or twice before. Staying in Ponyville is the only time I need them, so I don’t keep any at my cottage.”

“Well, either way, you’ve done good,” Dash said, patting Fluttershy on the shoulder. “Let’s get a moving.”

True to her name, Rainbow Dash got moving on with great haste, only for her to stop after a few paces – a strange sensation rising across her body.

“What's wrong, Dash?” Fluttershy asked.

“I dunno, I just feel kinda funny all of a sudden-” Dash's eyes went as she looked down at herself, taking in the full view of her naked body with a pile of smouldering ash collecting at her feet.

“Argh!” Feeling her feet burning even through her boots, Dash leaped out of the smoking granules, flying past Fluttershy and plunging back in the water. “What was that all about?!” She yelled upon surfacing.

“Oh my gosh! I'm so sorry, Rainbow Dash!” Fluttershy dropped her staff and buried her head in her hands. “The spell miscast! What happened with the elemental, it did something to my magic. Please dash, I didn’t mean for this to happen!”

“Ugh, it’s okay, Fluttershy, not your fault,” Dash reassured, pulling herself out of the lake. “Stupid Dredge with their stupid curses, destroying all of my stupid clothes!” Storming past Fluttershy, Dash continued her irritated rambling.

“So… um,” Fluttershy tentatively spoke up. “Want me to try again?”

“Nah, I’m not gonna risk destroying my boots as well,” Dash replied, her voice growing calmer despite not looking back. “Though I’ve gotta ask. What exactly was that thing between you and the Dredge?”

“Well, um…” Fluttershy hesitated, shuffling her feet as she walked. “It’s… I don’t think you’d understand…”

“Hey, if it’s important to you, then it’s important to me.” Dash reassured. “So, what’s buggin’ ya?”

“I saw…” Fluttershy began, taking a deep breath before blurting out the rest. “I saw all the animals being forced to be clothed!”

Dash stopped, opened her mouth, but shook her head instead of responding. “Nah, that’ll never happen,” she said, attempting to reassure her friends’ worries. “Besides, who’s gonna go nuts over naked animals?”

Author's Note

The start of an ongoing (irregular) fic! Any errors or critiques? Please comment and let me know!

Act 2: Make like a tree and... well, you know the rest.

Venturing deeper into the Everfree, the tree line began to thicken, shading greater proportions of the sun’s glare. Rainbow Dash and Fluttershy marched through in silence, save for a couple of words exchanged to determine their direction of travel.

Despite the earlier incident, Fluttershy’s posture remained relaxed – which would’ve made Dash wonder to what end the Dredge attack affected her, were it not for the persistent snickering of small animals behind every damn tree, mocking her nakedness. At least, that’s what she figured they were snickering at. Fluttershy was the critter whisperer, not her.

As much as she’d love to give them a good old knock about to shut them up—just like she’d do with Cloudsdale’s local bullies back in her Jr. Flight Camp days—Rainbow Dash remained true to her word and left them alone. Besides, one glance from Fluttershy, and they shut up anyway.

Even without going into full-on stare mode, no matter how many times Dash witnessed Fluttershy’s intense frowns, it felt strangely unnatural for such a placid individual; demanding respect of all creatures subjected to it, before reverting to her everyday meekness, just like that.

There was one aspect to her body language which always remained the same; Dash had no idea how she did it, but Fluttershy never showed the slightest discomfort while walking around nude.

In comparison, Fluttershy’s strut screamed self-confidence; broad sweeps of her leg, back held straight and head held high – the complete opposite to how she acted in Ponyville. By the way she carried herself—hunched over, arms crossed, and legs held together—she acted more akin to Fluttershy when clothed!

Nevertheless, Dash felt a strong remnant of her skinny-dipping emotions. The warm breeze gently caressing her bare backside, and, as expressed before, the lack of post-training sweaty cloth or chafing armour was much less icky.

It was a sensation similar to being freshly washed after a long, relaxing bath. The primary difference, of course, was she didn't stay naked for long. Usually she’d slip into some simple cotton garments or wrap herself in a blanket of clouds.

But today? Today, she was constantly looking over her shoulder, hoping to Celestia some Ponyville voyeur wasn’t trailing her, hoping to get an eyeful of her.

“So, Dashie,” Fluttershy said, breaking the silence. “How are you feeling?”

“Huh?” she responded, returning from her extended introspection. “Oh, I'm fine, I guess. Why’d you ask?”

“No particular reason,” Fluttershy replied. “I just want to check you’re not freaking out about being au naturelle.”

Dash shrugged, putting on a brave face. “Well… I suppose it’s not all bad? Besides, I’m more worried about you. Your magic going kaput and all.”

“It hasn't stopped working entirely,” Fluttershy corrected. “I just feel weaker. Subtle spells, like making a dress without thread, are a little too much for now. Though I suppose we could find some mud to stick the leaves to your body, if you really wanted to.”

“Nah, that'd just give my skin a nasty rash. But hey, since you wanted me to try the whole ‘naked in nature’ thing anyway, no sense wasting an opportunity, right?”

“Of course,” Fluttershy smiled. “It's an incredibly freeing experience: having your body unburdened from pressure of textiles, never feeling ashamed of your natural state. In a sense, nothing’s better! Wouldn't you agree?”

“Not really,” Dash replied, blushing as she folded her arms across her shoulders. “But I guess, if it's with you, it can't be all that bad, right?”

“Absolutely. You're always welcome to take a naked break with me. But, um, there is one thing you should always do, naked or not.”

“There is? What?”

“Look where you're going.”

Any retort Dash would’ve given ended abruptly via an equally abrupt tree branch to the face, knocking her flat on her back.

“Are you alright there, Dashie?” Fluttershy asked, offering her hand to help her up.

“Ow,” Dash groaned, the world spinning around her. “What was that for?”

“I didn't do anything, I swear!” she pleaded. “One moment you were following me, then the next, you wandered into that travelling tree over there.”

“What a load of horse apples,” Dash grumbled as she pulled herself to her feet. “Trees don't just move on their own without magic. That's just absurd!”

“What'd you call me?” it snapped in return.

Dash's only response was to recoil in surprise, scrambling on her hands and knees away from it, only to run face first into the next problem.

Fluttershy gasped at the terrible sight. Within a dozen spherical cages—each one made from an assortment of tree roots and other twisted plants—a plethora of forest creatures lay, trapped by an unknown assailant.

Surprisingly, despite the look of horror on Fluttershy's face, most of the animals looked, to Rainbow Dash, mildly annoyed at best. A pair of rabbits yawned, arms crossed as they tapped their paws on the ground, waiting for something to happen. A hamster beside them rolled around in a huff, covering his ears and closing his eyes, looking like it was trying to sleep.

To top it all off, the tree Dash had collided with was one of two large Treants: similar looking elementals to the Dredge from before – though their upright posture and heads full of lush foliage did give them a greater sense of approachability. Standing to the side of the makeshift prisons, their sharp, uneven facial features and relaxed vocal tone suggested to Dash an expression of satisfaction at something – presumably the cages.

Now, if only their casual chit-chat wasn’t in an unintelligible language, Dash would know for sure that they were the bad guys.

“Excuse me!” Fluttershy whacked her staff on a Treant's leg, sounding particularly cross.“Fluttershy, what are you doing?!” Dash called out, slack-jawed at her friend's callousness.

“Yes, what do you think you're doing?” Fluttershy asked the Treants, to which Dash buried her face in her palm. She had a sneaky suspicion the context of her question fell on deaf ears.

“Grub dub narsh parsh,” said one of the Treants.

“Oh no, don't try and fool me! I know full well you can speak common, so start talking, understand?”

“Garb nesh?” The other Treant reiterated. Rainbow Dash never thought she'd see a pair of trees would give someone the 'innocent puppy dog eyes' look.

“I'm warning you! If you don't tell me what you’re doing to these animals, you will regret it!”

Dash scratched her head. What more could Fluttershy do? She was already giving the stare. Was this her peak level of threatening?

Whatever the case, this was an opportunity to free the animals while the treants were distracted. Quietly tip-toeing over to a bramble trap, Dash raised her gladius and took careful aim – aligning the blade’s edge to slice open the cage containing a bear.

The bear in question glanced up at Rainbow Dash, shrugging its shoulders with a disinterested grunt, then returned to filing its claws with a flattened piece of wood.

Meanwhile, the treants continued their conversation, in whatever way such communication could be considered conversing.

“I... am... Grontus?” The Treant on the right said to Fluttershy, smirking with a grin so forced that even Dash’s adopted sister, Scootaloo, would recognise as playing dumb.

“I am Grontus!” The other Treant nodded vigorously in agreement, seemingly unaware of Rainbow Dash hacking away at the cages in the background.

“I hope you realise the 'I can only speak my name' shtick is the oldest trick in the book,” Fluttershy raised an eyebrow. “That's it, don't say I didn't warn you!”

Rainbow Dash halted her strikes, bracing herself for whatever Fluttershy was about to do.

As her friend took a deep breath, for the briefest of seconds, Dash could have sworn that the Treants looked legitimately worried.

“Rawr!”

By this point, Rainbow Dash had to admit that this was the strangest thing she had seen all year. Not the fact that Fluttershy was being laughed at by tree-people, nor the fact that a group of harvest mice had somehow found a deck of cards three times their size to play blackjack with.

No, the most bizarre, twisted, and quite frankly unreal thing to Rainbow Dash? She almost expected Fluttershy to be fierce.

“Alright, alright, you win,” the Treant on the right said, trying to catch its breath between heavy bouts of laughter. “But for the record, my name is actually Grontus.”

“And I'm his husband, Grontoos,” added the other Treant, with a slightly lighter voice.

“It's nice to meet you both,” Fluttershy replied, softening her tone.

By now, Rainbow Dash had given up questioning how Fluttershy’s attitude could reverse on a dime.

“Now, can you please tell me what you're doing, trapping animals?”

“Trapping?” Grontus gave a curious look. “Whatever do you mean? We're just transporting them to their new home.”

“They're quite safe, I assure you,” Grontoos noted, gesturing at the cages and Rainbow Dash. “Why, just look at them, they're having the time of their lives!”

The bear yawned and rolled its eyes, tapping its foot impatiently.

“You could help me, you know,” grunted Dash, unaware of the vines creeping from behind. At least until they had wrapped around her waist. It was hard to ignore the sudden mild restriction to her breathing.

“What in Equestria are you doing to me?!” Dash yelled, though it was a half-hearted yell, as to her surprise, the ensuing wrapping was rather comfortable.

They weren't pressing against any intimate areas, but they did squeeze select pressure points to relax her muscles; an experience she likened to being in an outdoor spa, receiving the best massage of her life.

“Ahhh...” she exhaled.

“See?” Said Grontus, gesturing to Rainbow Dash. “It's the policy of the new Fashion Master. We can’t give our fashion makeovers if nobody’s comfortable, now can we?”

“Well, I guess that is sweet of you,” Fluttershy half-heartedly admitted. “I mean, fashion makeovers aren’t inherently bad. But there is a bit of a small flaw in your plan...”

“Really?” Grontoos asked with a genuine look of confusion.

“Wouldn’t it be better if you had asked me and the other animals for permission first?”

“But, we did!” Both Treants said simultaneously. Reaching into their thick, leaf-filled heads, they pulled out two identical pieces of paper, both containing sloppily handwritten notes scribbled all over them, complete with signatures at the bottom reading “I am really Fluttershy”.

“See? You authorized everything. Just as the Fashion Master told us upon delivery.”

“Let me see that!” Fluttershy snatched the notes out of the Treants' hands, scanning over the contracts which, other than the signatures, consisted of a single paragraph reading;

“Fluttershy says Fashion Master Gothereon cannot be stopped, so she surrenders to his amazingly powerful evil and that she will bow down to the awesomest, powerfullest, most brutal and most kvlt of Dragons in all of existence!!!”

“This is ridiculous!” Fluttershy shoved the papers back, face contorted in utter disbelief.

“Mmmhmmf...” Rainbow Dash mumbled in agreement, her facial muscles too loose to properly speak.

“This isn't my handwriting!” Fluttershy proclaimed.

“Mmfmm?!” Dash mumbled in objection.

“Look, how are we supposed to know this is a fake?” Grontoos asked, putting his hands on his hips and frowning. “It's not exactly like you send letters regularly! Besides, the process has already started.”

With a click of his fingers, patches of huge, black flowers sprouted around each cage. As each petal bloomed, hundreds of sticky black spores spewed forth from within, indiscriminately bursting open upon contact with any surface they would land upon. With each pop, fur, feathers and scales alike became covered in a thick, leathery substance.

The same substance produced by the Dredge at the lakeside.

Without a moment’s hesitation, Fluttershy threw out a cleansing spell; only for it to be snuffed out amongst the rain of spores. As more of it layered upon the captives’ bodies, it began to shift, smoothing over as it solidified over each animal form.

By contrast, a series of short, bone-white spikes jutted out around the wrists, shoulders and tails. Only now did it click in Fluttershy’s mind what this was all about.

She gasped. It was clothing! Just like in her vision.

The ‘Fashion Master’, as the Treants had put it, were dressing the animals in rugged, long-sleeved jackets, tight trousers, boots and gloves. As a finishing touch, every animal suddenly grew long, straggly black locks from their heads—regardless of whether they normally had fur or not—parting across their faces to reveal white, skull-like masks with varying patterns of thin, black streaks encircling the eyes.

“Simply ghastly, isn't it?” Grontus proclaimed in a sing-song voice, grinning as he gestured over his captives.

“Oh, I quite agree, my love!” Grontoos added. “It is an exquisite form of bleakness which only the Fashion Master could provide!”

Joining hands, the Treants stared longingly into each other’s eyes, smothering themselves with the spores. With twisted delight, the elemental lovers laughed as their bodies began to melt, their features degrading as they merged into one, unified being.

While this was happening, Rainbow Dash found her consciousness fading. Her vision, for what little she could see past the vines, became blurrier with each passing second, in addition to her head feeling lighter. Yet as the magic tar oozed across her body, its influence also spread to her captive vines.

Like bony bracelets, the thorn count of each vine dramatically increased. This, however, did not seem to bother Rainbow Dash all that much.

“YEEEEEEEEEEEEEEOUCH!”

As painful as this sounded, it still couldn’t match the time Pinkie Pie tricked Dash into sleeping on mattress filled with nothing but thumb tacks; not least due to the unending tirade of tack-related puns she had to suffer for weeks to come.

Even so, Dash’s yelling did serve a purpose: using the sudden, spike-induced burst of reflexive strength to break her arms free. “I don't know what you tree-things are playing at, but I did not sign up for the spiny burrito treatment!”

“Be careful, Dash!” Fluttershy yelled, surrounding herself in a bubble of magic.

“Yeah, yeah, the floor is lava,” Dash grumbled back, carefully sliding her gladius between the vines, letting out a sigh of relief as she cut them off her. “Though I’d like to know your plan for dealing with that thing!”

Dash pointed her sword over to mass of tangled foliage which had once been the Treants now looking less like trees and more like the bizarre, cheaply made Nightmare Night costume of the local mail assistant. Yet, after what felt like an eternity wriggling about the place, the elemental mesh started to reform. Rainbow Dash could only speculate what it would become. Some, horrifying giant insect? A dragon? A horrific creature from the darkest depths of her mind that was indescribable to any sane individual?

No, it was just a bigger Treant. In hindsight, it was kind of obvious.

Like the animals, their new bark was covered in the smooth, leathery outfit. It looked identical to others, save for one or two stylistic differences, including the top lacking sleeves. In addition to the cracked bark on its hand—just as black as its clothing—each of the Treant’s fingers ended in foot-long thorns, sharpened to a point.

“Fluttershy,” Rainbow Dash gulped. “Do Treants have bones?”

“No,” Fluttershy replied. “They may be sentient, but they’re still plants.” Like Dash, she stared at the monster with a wide-eyed expression, somewhere between horror and fascination.

“Then what’s that thing coming out of its face?”

Indeed, the object that popped out the Treant's head could only be described as a skull; white as bone, shaped vaguely like a human head, with two empty eye sockets and a jaw full of jagged teeth.

“So...” Fluttershy tried to keep her teeth from chattering as she forced a smile. “Do you think we can still… um, talk things out?”

“Of course, we can,” the elemental said with a raspy, monotone growl.“Grootus always keeps their promises. But first things first, I think you need a bit of a makeover!”

Snapping their fingers, talons (and every other appendage that could make such a sound), the dark animal menagerie surrounded the mages, flinging a hail storm of seeds from each click.

“I think we'll be fine in the nude, thanks!” Dash quipped, charging at the dark Treant through the air, shield raised to block as much of the oncoming seed storm as she could. Readying her sword, Dash was more than ready to separate Grootus’ head from its shoulders.

Yet with the sheer volume firing at her made it inevitable that some would get through. She barely made it half way before the spores popped open; spraying their thick, sticky juices over her skin.

“Ew! What is this stuff?!” Dash yelled, trying to peel off the viscus substance.

“Do you like it?” Grootus shot her a mad grin. “It's the Fashion Master's aesthetic. And it won't be long until every creature will enjoy it!”

Dash could already feel the thick leather spreading over her, her upper body stiffening with each attempted movement. Thrusting her legs, Dash launched herself forwards on a wave of magic, flying past the Treant and throwing herself over Fluttershy; keeping her shield raised as high as her arms would let her.

“Hang tight, Fluttershy. We’ll be out of here in no time!”

“But, Dash, I’ve got-”

“No time for talk, we’re out of here!”

“Dash, no!”

Bending her knees, Dash once more took flight and promptly collided head first against a dome of tree roots.

“Not again!” Dash groaned, rubbing the ever-growing lump on her head.

“I tried to tell you, Dash. I’ve got us covered.”

“Did you have to be so literal about it?”

“Knock-knock, anybody home?” The guttural voice of Grootus followed on from echoes of his fists pounding against the cage.

“That's enough!” Fluttershy screamed, her expression changing in a flash of magic as her wooden barrier exploded outwards. Through gritted teeth, she shot a harsh glare at the stumbling Treant and gestured over the animals with an open palm – all of whom seemed too busy admiring each other’s fashion to care about anything else.

“Can’t you hear the forest? You’re not entertaining them, you’re hurting them! I can hear their souls crying out in pain, desperate to be free! They may look happy on the outside, but inside? I can tell they aren’t. I feel everything they feel, and none of your brainwashing can change that! So, you’d better release them right now, or I will take you apart piece by piece and deal with them myself!”

Rainbow Dash stared blankly at Fluttershy. She was starting to wonder if she had a split personality, given how many times her mood had flipped today.

“It seems you just can't understand the forest like the master can,” Grootus shrugged his shoulders, shaking his head. “Well, you like listening to trees? Have a listen to this tree and tell me what you think!”

Taking a deep breath, they let out a deep, guttural roar; bellowing with such force that it sent Rainbow Dash tumbling end-over-end backwards in mid-air. Luckily, Fluttershy came to her aid, catching her through the expanding branches of her staff.

“Thanks, Fluttershy,” Dash said as soon as her head stopped spinning. “Though if we’re gonna save the animals, we’d better get on with it!”

“I agree,” Fluttershy replied with an exasperated sigh. “Just, be gentle with them, okay? They don’t know what they’re doing.”

“I’ll try, but I will defend myself if they stand in our way!”

And with that, Dash was off, keeping her body horizontal as she tried to power her way through the wind.

She didn't get far.

By the time Grootus was out of breath, his minions moved to attack.

First to attack were a pair of owls, swooping in from behind with talons flared. Faster than any owl Dash had seen before, they were upon her, raking their talons across the exposed flesh of her back

“Ow! Why you little...” Rolling over in mid-air, Dash retaliated, swinging her sword in a diagonal arc at her attackers. Yet the owls were just as fast to retreat as they were to attack, leaving behind only a few, sliced-up flight feathers for her troubles.

Worse still, the owls kept their flight level low, blocking Dash’s ascent and allowing the next wave of critters to do their work. Leaping from the tree tops, more than half a dozen squirrels landed on Dash, biting at her biceps.

Flailing, Dash flung her arms around in a criss-cross motion, swiping at the squirrels with both her armaments. The agile squirrels dodged the attacks effortlessly by jumping over each swing, some even landing on Dash’s shield to blow raspberries in her face.

“Will you get off me already?!” Dash spat, clanging her sword and shield together in a desperate bid to relieve herself of the attackers.

It was through this action that she realized she’d forgotten something.

She had been infected. The black leather was still covering her, growing tighter with each passing second. If she didn’t think of something soon, she would, at best, become yet another mindless puppet of the Treant. At worst, she’d end up as a bizarre, naked lawn ornament, stuck in place forever for people to come and laugh at.

With a kick of her legs, she swung herself around to face Fluttershy – for what little good her seizing limbs could do.

Fluttershy had little trouble holding off the corrupted creatures, though her offensive capabilities were hardly effective. The animals recoiled from the green magic pouring from her staff, yet any patches of leather Fluttershy cleansed, black ooze spread from other areas to compensate.

They were at a stalemate, neither side gaining or losing any ground.

Grootus watched the action unfold carefully, making mental notes of every little detail he considered relevant. Crossing his arms, he scratched his chin, silently pondering how to tip the fight in his favour.

The answer was right under his nose.

Grootus had forgotten about the animals he kept in reserve for a situation like this. With a wave of his hand, he poured the black ooze over a set of five baby bears.

“See that druid over there? Keep her occupied for a moment, will you?”

The cubs obeyed, ominously pacing towards Fluttershy like a hoard of zombies searching for their next meal; with many of the other animals following suit. The harvest mice, raccoons and the adult bear all marched towards Fluttershy in three unified ranks, perfectly in synch with each other, expressionless.

Fluttershy, by contrast, stared mortified at what her animal pals had become; the black tear stains around the eyes being particularly heart-wrenching. “Oh, my goodness!” Fluttershy cried. “You poor things! Don’t you fret, I’ll cleanse you of this curse!”

“Fluttershy, wait!” Rainbow Dash groaned, struggling against the ever-tightening leather. No matter how much she squirmed, it would not let go, binding her arms and legs together. “It's a trap!”

Fluttershy didn't respond, too preoccupied with the brainwashed animals. Perhaps somewhere in the back of her mind, she knew that she was walking into a trap. Dash could only speculate. Helplessly, she watched the beasts leap onto Fluttershy one by one, knocking away her staff out of her hand.

What Dash saw next took her breath away (or maybe it was the tightness of her new oily suit; either way, it was a shocking sight).

These animals... they were cuddling her to death.

Splayed out on the ground, Fluttershy had close to a whole zoo's worth of furry, feathery, and scaly creatures curled up across her body, some of which gently licked her face. Even the bear had decided to pick her up and gently lay her against its chest, rocking her from side to side as if she were its own new-born cub – along with the other cubs snuggling alongside her.

Rainbow Dash hadn’t seen such a sickly-sweet event since Pinkie Pie caught the Cake twins throwing off their clothes and smothering themselves in a pantry's worth of treats.

It was all too much for her to bear, averting her gaze before she started gagging. Even the deadly venomous snake had simply anchored itself around Fluttershy's arm to bask.

“Poetry in motion, isn't it?” Grootus said as he approached Dash. “Now all that’s left is deal with you, Rainbow Dash!”

Despite the direness of the situation, Dash still refused to give up, using whatever wiggle room she had to try and break free. Grootus simply laughed at the effort, opening his hand to let more goo reinforce the binds.

Never had Dash felt so helpless, so restricted. Her stomach felt like it was twisting itself in knots, her eyes watering as the leather spread up her neck.

“I'm sorry, Fluttershy,” she wept, struggling to remain conscious. “I didn't mean for this to happen. I... I just...”

“You just what?” the Treant replied with a malicious grin.

“I JUST LIKE BEING NAKED WITH YOU!”

Groontus jerked backwards, nearly losing his footing as two gigantic forces slammed into his chest. One was the sudden wind shear booming from Dash’s screamed confession, while the other was the rotten stench of a gassy excretion from her anal region. The fart was terrible enough on its own, but there was worse to come.

Rainbow Dash had, quite literally, broken wind, forming a noxious tornado around her which tore her captive suit to shreds.

Now that she was back in the buff, Dash rode to retaliate. Grootus tried to charge the battle mage, but his limbs seized up whenever he got close, leaving him coughing and spluttering in disgust.

Moulding the wind to swirl around her sword, Rainbow Dash extended the blade, slicing through the cuddle pile to separate the animals from both Fluttershy and their clothes.

“F-Fluttershy, help me!” Grootus pleaded, his face contorted with fear as he backed away. “Your friend! She’s gone mad!”

To say that the Treant’s crocodile tears fell on deaf ears would be an understatement. The Fluttershy who emerged from the cuddle pile was quite a different druid from the one who entered. A pair of feral slits peered out from behind a thicket of pink hair. Her lips curled back in a fierce snarl, revealing a pair of sharp, pointy canine teeth.

She knelt on all fours, flexing the long claws on each finger ominously. Combined with her pink tail rapidly swishing from side to side, Grootus could tell that she was not a happy kitty. A twitch of her cat ears was all the indication he got before Fluttershy pounced.

An ear-piercing screech burst from Grootus’ mouth. The sound was music to Dash’s ears. Grootus was learning just how painful it was to have one’s hair ripped out, even if they were just tree branches. With a twinkle in her eye, Rainbow Dash landed at the Treant’s feet.

“What's the matter?” she quipped. “Cat got your tongue?”

The noise of Grootus' palm hitting his face echoed throughout the forest, an action mirrored by every other creature within earshot – except for Fluttershy, who busied herself gnawing at the Treant's branches.

“Well I thought it was funny.” With an annoyed grumble, Dash swung her sword a diagonal slash, slicing clean through the Treant.

At first, nothing seemed to happen.

“Ha!” Grootus laughed. “You missed!”

“Wait for it,” Dash replied.

A second later, Groontus looked down at his feet, noticing how they were suddenly walking away without him.

“Oh Fiddlesticks,” was all Groontus could say before his top half fell backwards. His last sight was of all the animals he had captured, picking apart his remains before scurrying away with their trophies.

Taking a moment to catch her breath, Rainbow Dash sheathed her sword and stretched her arms. “Man, fighting evil tree people really limbers up the muscles. Wouldn't you say, Fluttershy?”

Turning to Fluttershy, Dash's satisfied smile dropped. Her cat features were increasing in prominence, her long whiskers twitching as she glared at Dash, hissing as she swiped.

“Easy there, Flutters,” Dash said, backing away slowly. “I'm not gonna hurt ya. It's just me, Rainbow Dash!”

Fluttershy tilted her head and narrowed her eyes, showing only the faintest sign of comprehension by softening her growl.

It was clear to Dash that, to save her friend from herself, she needed to take some drastic measures. Dropping onto all fours, Rainbow Dash began mirroring Fluttershy's body language, hoping to Celestia that this wouldn’t agitate her further.

“Meow!” Dash vocalised, reverberating her larynx to create the purring sound.

Fluttershy’s responded with a suspicious stare.

I think I'm getting to her! Gotta step up my game.

And step up her game, Dash did. Letting out a longer string of friendly meows, Dash crawled up to Fluttershy, rubbing the length of her body against hers before rolling onto her back with her limbs in the air, presenting her belly.

I sure hope that Fluttershy doesn't decide it's mating season, Dash thought to herself, gulping discretely. Otherwise, this is gonna be way more awkward than it already is.

To prevent further sexual thoughts, she rolled over onto her front, held out her arm and began to lick it, just like Rarity's cat, Opal.

Strangely enough, Dash found her cat-roleplay to be a relaxing experience, tension draining away from her body the longer she kept it up. In fact, with her eyes starting to feel heavy, a soft yawn rose from her chest. She decided this was the perfect time to curl up and take a cat nap.

“Um, Rainbow Dash?” The familiar, gentle voice snapped Dash back to the waking world. “What are you doing?”

Rainbow Dash looked up to see Fluttershy standing over her.

Her cat-like features were now gone, replaced by scrunched-up expression, trying to hold back the laughter.

“Oh, hey, Fluttershy. You seem... um… well…?” Dash’s face flushed red with embarrassment as she tried to organise her scrambled thoughts into a coherent sentence.

Eventually, the words 'feral shy' and 'calming cat' passed her lips.

That was when Fluttershy broke. Unable to hold back her massive grin, she burst out laughing, making Dash turn an even deeper shade of red. “Well, you’d make an amazing companion if Rarity ever needs a cat sitter. I never thought I had that kind of influence over you!”

Standing up and rubbing the back of her head, Dash returned a smile to save face. “Yeah, I guess you kinda did. I used to be super anxious about being naked with anyone. And now I'm here… naked... with you...” Dash once more began to trail off, too lost in thought to realize where she was staring.

“Rainbow Dash?” Fluttershy asked, shuffling uncomfortably on the spot as she averted her gaze.

“Huh? Oh! Oh...” It took a moment for Dash to get a grip on her thoughts, by which time she realised what she just said. “Oh, well, that is, I mean to say, I...”

“That we should move on and find out who or what this ‘Fashion Master’ is?” Fluttershy suggested.

“Yeah! That.” Dash agreed, relieved that Fluttershy was just as eager to finish the conversation as she was.

Act 3: Once Bitten, Twice Dashing

If the first journey into the Everfree’s depths had been awkward, now it was doubly so. Rainbow Dash was still tearing scraps of leather off her body, while Fluttershy was still spitting out hair from her mouth.

Gee, such a brilliant choice I’ve got, Dash thought. Walk around butt naked in the woods or get dressed and mind controlled by talking trees. She shuddered at the thought. If only Fluttershy’s magic would work properly, she could get a warding spell, or conveniently placed fig leaves. Something, anything to hide her bits from view. She thought back to the times she would zoom out of the Carousel Boutique at top speed, racing home to change out of Rarity’s experimental dresses. What I wouldn’t give for that maid outfit right now…

No matter where her mind wondered, her thoughts looped back to the battle just past. And each time it did, the feeling of butterflies in her stomach intensified. If Fluttershy went feral again, there was no telling how long she’d have to be petted before returning to normal.

“Ugh…” she groaned under her breath, hoping Fluttershy didn’t hear.

Unfortunately, she did.

“What’s up, Dash?” Fluttershy asked with a concerned frown.

“Oh, hehe, it- it’s nothing, really,” Dash lied, forcing a smile. “Just a little worn out after that fight, I guess. I’ll be fine!”

“It’s okay, Dash,” Fluttershy smiled back. “You don’t have to hide your worries. I’ll listen if you need.”

“W-well, now that you mentioned it,” Dash stammered, trying and failing to stop her cheeks go red. “There is one thing I’ve been meaning to tell you…”

“I’m listening,” Fluttershy said softly and sat under a tree, gesturing for Dash to join her.

Dash declined the offer, frozen on the spot. “I… you see, the thing is, I l- … I li-”

“Yes?” Fluttershy’s smile widened, leaning in with anticipation.

“I lied about the spaghetti incident at the weather factory when I was ten!”

“Ah, I knew you’d come around even- wait, what?”

Dash made a show of burying her face in her hands. “I never dyed my hair orange. I meant to tell you the truth one day, I swear!”

Fluttershy blinked, her expression blank. “Well… okay. I forgive you, I guess?”

“Oh wow that is a relief glad I got it off my chest can we go now?”

Dash grabbed Fluttershy’s hand, pulling her away before she could process what she just heard.

“Um, Rainbow Dash?”

“What’s up, Flutters?”

“Do you mean to take us back the way we came?”

Dash skidded to a halt. “Oh,” she said and let out an awkward chuckle. “Sorry, lead the way.”

With Flutterhy’s attention back on the road, Dash discretely glanced across her back, looking for any remnants of her cat form.

As if on cue, a loud wolf-whistle rang through the treetops, turning Rainbow Dash’s face beat red. The worst part was, this wasn’t just any wolf-whistle. This was a familiar wolf whistle.

“Well, well, look who we have here,” the voice said, dropping in front of them. “Never thought I’d catch a bunch of dweebs doin’ sexy times all the way out here.”

“Gilda,” Dash said through gritted teeth.

“Nice to see you too, Dash,” Gilda replied sarcastically. She was a tall girl, as most of the Griffon Clan were, standing a full head higher than Rainbow Dash. Her simple, form-fitting attire did well to show off her barrel chest muscles and thick biceps.

In fact, her outfit was not unlike the clothes Dash had lost: a sleeveless tunic with matching trousers, plus her own, distinctive pair of winged boots. Flicking back her white fringe—a stark colour contrast to her bronze skin—she stood with her hands on her hips and a smug grin plastered across her face.

“Never figured you’d be one of those… ‘exhibitionists’, I think you pony clan folk call them. But hey, since your girlfriend is in the buff, I don’t blame you for gettin’ a little frisky!”

“She is not my girlfriend!” Dash sneered back. Fluttershy cringed at that remark, though she didn’t know if it was due to Gilda’s presence, or if it was her own rejection of romance.

“Oh, please. Don’t give me that cliché bullshit,” Gilda rolled her eyes. “I saw you staring at her butt just now. I’ve known you both since Jr. Flight Camp, Dash. I know bedroom eyes when I see them.”

“What do you want, Gilda?” Dash asked with an exasperated sigh. She was starting to grow tired of being mocked for her nudity. “Last I checked, you wanted nothing to do with us ‘dweebs’.”

“What, do I need a reason to chat with an old pal of mine?” Gilda retorted, fluttering her eyes innocently.

“Oh, drop the act, Gilda,” Dash shot back with a huff. “You’ve never been this friendly, even as a kid. So, cut the crap and give it to me straight: what’s your deal?”

Gilda sighed, her expression returning its usual state of mild disgruntlement. “Alright, alright. I hoped we’d get this over quickly, but if you have to make it complicated...”

“Dash?” Fluttershy asked meekly, shivering.

“Don’t worry, Fluttershy,” Dash replied, puffing out her chest. “I’ll protect you from this old ‘pal’ of mine.”

“A-actually, I was wondering if… if maybe I could kick her butt first?”

“Sure thing, Fluttershy, you can- wait, what did you say?”

Dash and Gilda looked at each other and shrugged.

“Huh. Now this isa surprise,” Gilda said. “Seems the cowardly druid grew a backbone after all.”

“Fluttershy, are you sure about this?” Dash asked wearily.

“It’s okay, Dash. I can handle it.” Fluttershy smiled, a smile that melted Rainbow Dash’s heart every time she saw it.

“Alright,” Dash agreed and relaxed her shoulders – though her hand remained on her sword’s hilt. “Just don’t forget, I’ve got your back.”

“Ugh, enough with the sappy stuff,” Gilda groaned. “Just hurry up and fight me, you dweebs!”

In a single, swift motion, Gilda became airborne. Pulling a pair of axes from her belt, she somersaulted over the duo, slashing her weapons across Dash’s back.

Spinning around at the last moment, Dash narrowly parried the blows. She thrusted her gladius forward to counter attack, but only caught a glimpse of her former friend before she rolled underneath. The next strike came from just outside of Dash’s peripheral vision, scraping the edge of her shield.

Sweet Celestia! Dash thought. Since when could Gilda move like that?!

She blocked more than parried. Dash felt each blow impacting her shield with greater ferocity than the last. She could already feel her arms bruising from the force against the straps, to say nothing of how long the shield itself would sustain such attacks.

If she was to survive this, she needed to get clever. Thinking back to her Wonderbolts training, Dash paid close attention to Gilda’s moves. The first step was always to recognize the foe’s attack patterns. Just as Spitfire had demonstrated, Dash dropped her shield and thrusted her sword forward.

Her guess was close, but not close enough.

Gilda’s blade scraped across the edge of Dash’s arm, drawing blood from a shallow gash.

Wincing, Dash pushed herself to turn around and brace herself for the coming onslaught.

Instead, she saw Gilda had had run face first into a tree.

“Oh no,” Gilda remarked, toppling over backwards. “Not again.”

“Oh, um, sorry,” said the tree. “Too much?”

Groaning, Gilda looked up to see the tree transforming back into Fluttershy. “Dweebs,” was all she could say before losing consciousness.

“I… I… what-” Dash began, only to decide against finishing her sentence. “Ugh, nevermind!”

By now, nothing about Fluttershy surprised her.

Moving on, the forest returned to its prior tranquillity. Dash had to admit, if she hadn’t been here to witness it all unfold, she wouldn’t have suspected anything was wrong. Whoever this ‘Fashion Master’ was, they were surprisingly discreet.

Aside from the whole capturing animals and sending evil sentient trees after them.

As the minutes ticked by, a persistent irritation kept flaring on the back of Rainbow Dash’s neck. No matter how much she vigorously scratched it, it just would not go away.

“Hey, Fluttershy?” Dash asked. “Think you can give my neck a look over? I can’t seem to shake this annoying itch.”

“Sure thing,” Fluttershy replied with a small smile. “Kneel down a moment, please.”

Dropping to one knee, Dash drooped her head as Fluttershy leaned over. She kept her eyes on the ground, avoiding even a fleeting glance at Fluttershy’s breasts. The least she wanted was to be caught in another position that compromised her. She had to maintain some level of dignity, at least.

“Bend over a little more, please.”

Some being the key word.

“How does it look?” Dash asked.

“Like it hasn’t seen the sun in weeks,” Fluttershy replied dryly. “You know, Dash, being naked in nature can be great for your health. Your skin benefits from the vitamins given by Celestia’s sun.”

“Spare me the lecture, Fluttershy,” Dash grumbled back. “Just give me a straight answer. Can you help me, or not?”

“There’s no need to be so grumpy, Dash,” Fluttershy’s reply was indignant. “It’s just a leftover strip of leather.”

“Terrific,” Dash groaned. “Just get rid of it already.”

Fluttershy needed no further prompting. In one swift motion, she ripped it off.

“Ow!” Dash yelled. The itchiness was gone, replaced by the rawness of freshly torn hairs.

“Strange,” Fluttershy said, examining the strip as it melted in her hands. “This looks more like wax than hide.”

“Yikes!” Dash exclaimed, staring at the substance as it oozed off Dash’s hand. “Glad we got it off. Mind control ain’t my style, especially when covered in stuff like that!”

“Actually, that reminds me. Want me to try and make your dress again, now that my magic’s warmed up a little?”

Dash pondered the question for a moment. Were magical clothes worth the risk? “No thanks, Flutters. I’ll just get my- hey, wait a minute,” Dash paused, narrowing her eyes at Fluttershy. “I thought you said your magic was blocked.”

Fluttershy averted her gaze, shoving her hands behind her back. “Oh, um… Well, it kinda was, but… maybe not so much, I guess?”

Dash sighed and rubbed her forehead. “Y’know what? I’m just glad your magic’s working.” Between unstable magic and the mysterious Fashion Master, not having clothes was the least of her current worries. “Y’know, if all this fighting is making me stronger, maybe the Fashion Master ain’t all that bad? By the time we find him, my magic will be so powerful, my hair will go all spiky and gold!”

“I wouldn’t recommend it,” Fluttershy replied, her posture relaxing. “Tried that once when a breezie got stuck in a hornet’s nest. The poor bugs thought I was stealing their honey!”

Dash cringed. “Yikes, that must’ve been painful.”

Fluttershy chuckled. “Let’s go. I have plenty of strong words for this ‘Fashion Master’, when we find him.”

With a wave of her hand, Fluttershy parted the trees, creating a straight path in the direction of Canterlot. As the pair journeyed uphill, Dash found herself keeping one eye permanently on Fluttershy. She’d initially justified this as remain vigilant in case of another ambush. Yet, by this point, Dash had to admit there was something else she’d noticed about her old friend which captivated her so.

Throughout this adventure, Fluttershy hardly ever stopped smiling.

If this had been a Wonderbolts training drill, it would have been all frowns and regulated marches. By contrast, Fluttershy was the complete opposite.

During any given visit, Dash would rarely be naked for longer than the length of a skinny dip. When Fluttershy visited Ponyville, though, she always tried to dress nicely. Wrapping herself up in flowing dresses of assorted flora, all sown together with her own druidic magic – it was enough to make Rarity green with envy!

Yet no matter how much they enjoyed each other’s company, it was obvious to Dash that clothing was not just a restraint on Fluttershy’s body, but on her emotions as well. Forced smiles, tugging at her skirt, hiding behind her hair in the presence of others.

Hidden body, hidden desires. All for the sake of a friend and the ‘civilisation’ she lived in.

Dash liked this Fluttershy so much more. Always walking with a spring in her step, eyes wide with wonder; the sight left Dash feeling all warm and fuzzy inside.

Wow, I’m getting way too mushy here, she thought, scolding herself. This wasn’t the attitude that made her a Wonderbolt recruit, and certainly wasn’t how she felt rescuing her friends from Lightning Dust’s rampage.

But she just couldn’t help it. That grin was infectious!

A bit like the mysterious leather covering the animals blocking her path. The burning effigies of her and Fluttershy? Not so much.

Leaping into action, Dash drew her sword and took her battle stance. “Hey, are all of you crows?”

“Caw!” squawked the crows.

“‘Cause this is going to be a murder!”

“Rainbow Dash!” Fluttershy yelled, stepping in front of Dash with a deep frown. “You promised! Only kill in self-defence!”

“But… I… it was just- Oh forget it!”

Still, the birds payed Dash no heed. They were too busy throwing their heads back and forth in a bizarre slam dance. Coupled with the constant screaming of ferocious, guttural growls, Dash decided it was better not to provoke them.

“So, Flutters,” she asked quietly. “Think we should leave them to it?”

“Oh no. We can’t do that,” Fluttershy replied. “It’s still my duty to rescue them, before they hurt themselves!”

Dash glanced back at the crows. A few individuals looked to be missing a feather or two, but otherwise their violent dancing didn’t appear to be doing any significant harm. “So, what do you suggest?”

“Well, I do know an old trick that’s worked before.” Taking a deep breath, Fluttershy turned to confront the crows. “Just leave it to me.”

Dash stared blankly, caught between curiosity towards the ‘old tick’, and fear for her friend’s safety. Though her gut churned at the thought of Fluttershy being the prime defender yet again, she thought better of objecting. Everything had worked out so far, in a roundabout way. What could possibly go wrong?

And then, Fluttershy started. Singing.

“Well these times are gettin' hard for you little girl

I'm a hummin' and a strummin' all over Celestia's world

You can't remember when you had your last meal

And you don't know just how a woman feels…”

Rainbow Dash’s jaw dropped. Was that a thirty-year-old Manehatten Rock ballad she was singing?!

“Now it's the middle of the night on the open road

Dragon fire don't work and it's oh so cold

You're lookin' tired, you're lookin' kinda beat

The rhythm of the street sure knocks you off your feet…”

Flabbergasted, Dash watched on in awe as Fluttershy’s whole body moved to the beats of her own music. She didn’t know where this music was coming from, nor did she care; too fixated on her friend’s dance moves to care. Hips swaying, eyes closed, wind in her hair…

“I said my, my, my, I'm once bitten twice, shy babe

My, my, my, I'm once bitten twice shy baby

My, my, my, I'm once bitten twice shy baby…”

It wasn’t long before Dash noticed herself tapping along to the beat. Never mind her smile, since when did Fluttershy become such a powerful singer? That was it. Rainbow Dash couldn’t take it anymore. There was no way she was going to be serenaded by Fluttershy and not join in herself, no matter how mushy the song was! Leaping in front of Fluttershy, Dash took centre stage and the next verse;

“Oh, woman you're a mess, gonna die in your sleep

There's blood on my amp and my Les Pegusi’s beat

Can't keep you home, you're messin' around

My best friend told me you're the best lick in town…

You didn't know that rock and roll burned

So, you bought a candle and you lived and you learned

You got the rhythm, you got the speed

Mama's little baby likes it short and sweet…”

Fluttershy’s eyes lit up. Entranced by Rainbow’s words and the swing of her hips, she sang louder. Together, they combined their voices to make the performance a duet.

“I said my, my, my, I'm once bitten twice, shy babe

My, my, my, I'm once bitten twice shy baby

My, my, my, I'm once bitten twice shy baby…”

Joining hands with Fluttershy, Dash looked longingly into her eyes, seeing her reflection sparkle back with greater clarity the deeper she gazed. In that moment, she forgot all about clothes, about the Fashion Master, about the Wonderbolts, or Ponyville. It was just her and the girl of her dreams, singing a sweet love song, in the buff, in the middle of a forest.

And so, together, they harmonized their voices to bring the song to a close in one, grand crescendo:

Alright! I didn't know you had a rock and roll record

Until I saw your picture on another guy's jacket

You told me I was the only one

But look at you now, it's as dark as it's gone

I said my, my, my, I'm once bitten twice, shy babe

My, my, my, I'm once bitten twice shy baby

My, my, my, I'm once bitten twice shy baby

I said my, my, my, I'm once bitten twice, shy babe

My, my, my, I'm once bitten twice shy baby…

Breathing heavily, Rainbow Dash pulled Fluttershy into her embrace, her heart beating faster than a Sonic Rainboom. Fluttershy’s hands spread across Dash’s back, pulling herself closer and maximising skin contact. Both were blushing bright red and sweating from their performance, but Dash didn’t care. She had never told a soul before, but this was a moment she had dreamed of for countless years.

“Fluttershy…” she began, taking a deep breath. This was the moment. It was time to confess the feelings that had been stewing inside since the day they met. “I lo-”

Unfortunately, Rainbow Dash didn’t get to finish that sentence – cut off by an exaggerated hacking cough. She realized that, despite succeeding to get the crows’ attention, this wasn’t a good thing.

At all.

The crows glared at them. Their beaks opened in a way most resembling a snarl, sputtering a guttural reverb from their throats.

“Erm, Fluttershy,” Dash said, gulping heavily. “I don’t think our performance went over well.”

As if in queue, the crows took to the air, screaming with a blood-curdling roar that forced Dash and Fluttershy to their knees – the noise so loud that even covering their ears did little to stop the sharp ring.

Circling the pair, the crows charged through in a series of vicious hit-and-run attacks – pecking and claw at their targets’ flesh.

Fluttershy tried to cast a protective spell, but the crows’ onslaught broke her focus with every swoop. Dash, too, struggled to defend herself. With so many targets flying past at once, her shield counted for nought.

“We’ve gotta get out of here,” she said between gritted teeth, her free hand gripping her sword.

“Rainbow Dash, we can’t!” Fluttershy protested with a pained voice. “We… we have… to help the animals! They’re being controlled by the Fashion Master! We’ve got to release- Ah!”

Fluttershy screamed. A crow wrapped its talons in her hair, clawing at her scalp. Dash swiped it at, but again she was too slow to hit.

“That does it!” Dash screamed at the top of her lungs, unable to contain her anger any longer. Leaping to her feet, she swung her sword around with wild abandon. It didn’t matter what the crows did to her now. All she cared about was getting Fluttershy out of there. Wild magic surged around her blade with each swing, sheering apart the flock with powerful gusts of wind.

“This is for attacking us!” Dash cried, her voice cracking with volatile emotion.

“This is for hating on our song!” Her muscles tensed, lips curled back into her own raging snarl. “And this is for breaking up my only romantic moment with Fluttershy!”

“Rainbow Dash! Stop!”

With one final swing, the full power of Dash’s spell was unleashed, whipping up a raging whirlwind that sucked in everything around her.

“Hang on Fluttershy!” she called, grabbing her crush’s arm. “This is gonna be a bumpy ride.”

With a flap of her boots’ wings, Dash took flight with Fluttershy in tow. The extreme winds launched the pair skyward, throwing them around like rag-dolls as Dash fought for control.

It was all Dash could do to keep ascending, her vision spinning in a blur of black feathers and other assorted objects. She aligned herself hard against the airflow. Rainbow Dash slowly but surely regained enough control to push herself and Fluttershy out through the top.

By the time the dizziness faded, Dash found herself far above the forest canopy, gazing out across the forest expanse. Feeling herself slowing down, she pulled Fluttershy up into her arms, gliding into a gentle descent towards the clearing.

Author's Note

Special thanks to Enclave2277 for helping me come up with song ideas! He's been both a massive help and inspiration to me recently.

The song referenced is "Once Bitten, Twice Shy" by Great White. Yes, it's actually a hair metal song. Genius, I know.

Comments? Critiques? Telling me I'm a beta cuck soyboy who should be sent to the gluag? Feel free to comment below.