Just Keep Your Eyes on Me

by Jack Daniels

Rating: everyone
Tags: Sunset Shimmer, Romance, Equestria Girls, Fluttershy, Slice of Life, Human
Length: 5494

Fluttershy is too nervous to go to Prom because of her crush on a certain fiery haired girl. But a pep talk with Rarity convinces her to give it a chance.

Fluttershy has decided not to go to Prom. How can she when she can't work up the courage to ask the one person she wants to go with more than anything? It's better to just cut her losses and avoid the disappointment and sadness that comes with rejection.

But a talk with Rarity convinces her to give the night a try at least. Maybe it will go better than she expects?

Published 2022-08-30 01:40:00 UTC
Last updated 2022-08-30 01:40:00 UTC

Don't Look Back

Fluttershy looked herself over in the nearly floor-to-ceiling mirror in Rarity’s bedroom/workshop, wondering not for the first time why she had agreed to come, though she already knew the answer. Rarity had pleaded with her to try on a dress for a prospective client she was working on and needed to see how it looked on a live model. Fluttershy knew this wasn’t the real reason, but Rarity could be pretty persuasive and Fluttershy knew how it pointless to say no to the fashionista in most cases.

It was clear that the dress had been made for her to wear to the upcoming Prom at Canterlot High, much to the quiet annoyance of Fluttershy. She had told Rarity that she had no plans to attend, news that she had not taken well. Since then she had been trying non-stop to change Fluttershy’s mind, and in an uncharacteristic show of stubbornness, Fluttershy had refused to budge on the matter. At a certain point, it had seemed like Rarity had dropped the matter, much to her relief, but then Rarity had called her out of the blue yesterday, and now here they were.

It wasn’t like Fluttershy didn’t have good reasons for not wanting to go, or she liked to think she did anyway. In the past, she had gone to school dances with her friends, but they had been together as a group. Lately, they had all been finding their own relationships; Rarity had Applejack, Rainbow Dash and Pinkie were dating, and Twilight was with Timber Spruce. She was happy for them, she really was, but she didn’t want to be the odd one out while everyone else was having a good time.

There was only one other single person in their group of friends now, Sunset Shimmer, and that itself presented her second problem. It wasn’t that she didn’t want to spend any time with her, it was the opposite actually. She could never admit this out loud to a single living soul, but Fluttershy had a crush on Sunset. Well, even a crush wouldn’t have been as bad, but no, Fluttershy had fallen pretty hard for the former bully.

That was why the implication alone of going with her was enough to cause Fluttershy to turn bright red and make her want to curl up into a ball. She just knew as soon as they got there the gang would all split up and leave her and Sunset alone together, not that she would mind her company. But she was sure to wind up embarrassing herself in front of the girl that she liked. Or worse, having to watch as someone with way more confidence and much more deserving of Sunset’s time asked her to dance.

And she couldn’t explain any of this to Rarity. As much as she loved her the girl had a penchant for gossip. That and she would surely try to play matchmaker, and Fluttershy would much rather not have to go through that (again). So she had done her best to avoid Rarity’s attempts to change her mind while remaining vague about her reasons, though she wasn’t sure how much longer she could hold out.

Rarity finished the adjustments that she had been making to the back of her dress and stepped back to admire her work. “Wow darling, you look simply magnificent! Not to toot my own horn, as it were, but I am very good at my job. You and that dress are a match made in heaven.” As much as she wanted to, Fluttershy couldn’t disagree. The turquoise shade of the fabric went amazingly with her skin tone and her eyes. The dress itself was thankfully modest, but still complimented her figure well. It flowed down to the floor, accentuating the curves of her body without hugging her too tightly. It was held up by a strap/collar that left her shoulders and arms exposed, as well as her upper back to just below her shoulder blades. It really was beautiful, but it also confirmed Flutteshy’s suspicions.

“I thought you said this was for a client?” Fluttershy said with a sigh, noticing Rarity’s eyes shifting around nervously at the mention of the original reason she had asked her friend over.

“What? I’m simply making a comment on how good you look. It’s not as if I designed it specifically for you or anything,” Rarity offered, putting on an unconvincing smile. Fluttershy just shot her a flat look. “Ok fine. But what else was I supposed to do? I needed some way to get you to listen to reason, what with all your nonsense about not attending Prom.”

“I told you Rarity, I just don’t want to go. You’d all have more fun without me anyway, I’d just get in your guys’ way.” Fluttershy's shoulders slumped and she turned so she wouldn’t have to face Rarity.

“Fluttershy that is ridiculous. We all want you there and you know it. Is this about something else?” Even though she wasn’t looking at her, Fluttershy could hear the concern in Rarity’s voice. It made her almost want to explain the real reason to her, but the words stuck in her throat.

Fluttershy felt Rarity gently place a hand on her shoulder and lead her gently towards her bed making gentle soothing motions as she did so. Rarity took a seat on her bed and patted the area next to her, and after a moment she obliged. “ You can tell me anything and I promise it shall remain between us. Pinkie promise.” Rarity spoke gently and sincerely and Fluttershy got the feeling she could trust her on this. She probably still couldn’t tell her about Sunset specifically, but she could at least explain herself a little.

“I-it’s um…” Fluttershy’s voice shook as she tried to get the words out. Come on, just say it! “T-there’s someone I wanted to go with, b-but they would never want to go with me, and I’m too scared to even try to ask. It’s better that I just don’t go at all, it’s not like I would have any fun anyway.” Rarity was quiet as she seemed to take in her words. She placed her hand on Fluttershy’s shoulder again and leveled a soft gaze at her.

“Darling, I know I’ve been… pushy as of late, but I truly do not want you to do anything that would make you uncomfortable. But as your friend, I don’t want you to miss out on an experience you’ll only be able to have once and then regret it. Believe me, I know how scary it can be to have to wonder if you’re feelings are unrequited, but you never know if the other person is going through the same things as you unless you put yourself out there. At least come to Prom. After all, who knows what could happen when you get there,” Rarity finished with a wink, leaving Fluttershy wondering if there was something that Rarity knew that she didn’t, but she decided not to press it.

Fluttershy considered Rarity’s words for a moment. Could she really put herself out there like that? The thought of rejection made her stomach twist uncomfortably and her heart beat erratically, but what was even worse was the possibility that it could ruin the friendship between her and Sunset. She thought that she could live her life contently if she only got to be around her, even if she would want something more all the while. But losing her completely? That would devastate her.

On the other hand she could take that risk and it could pay off. That thought caused the negative feelings to turn into a warm feeling in her chest and a small smile to cross her face. But she didn’t have the courage to take that kind of risk. She was Fluttershy, she ran in the face of danger, hid in her closet from all the scary things in the world. She wished that she could be different, borrow at least a small amount of the courage that her crush displayed so often.

Maybe she didn’t have to be that brave. She could just go to Prom and see what happened from there. They would only be going as friends, but at least it would be some time spent with Sunset. The thought was still scary, but Rarity’s words inspired her to want to take the risk and at least try.

“O-ok. I-I’ll go.” Fluttershy tried her best to sound confident, but it was probably undercut by her stutter and the shaky smile.

Even still, Rarity beamed at the words, sweeping her into a hug. “Wonderful darling. I promise you won’t regret it.” Rarity released the hug and moved back to look at her, still keeping both hands on her shoulders. “And who knows- you might even get to dance with the person you have your eyes on,” Rarity added with a wink.

Fluttershy doubted it, but again, the way Rarity had said it made it almost seem like she knew something. She dismissed the thought. It’s not as if she had been obvious about her feelings, or so she hoped. If Rarity had somehow managed to figure it out than that would mean that there was a chance that Sunset knew and- No. Fluttershy shook her head clearing it of those thoughts. She was just imagining things.

Beside her Rarity stood up and beckoned her to do the same. “Come now, darling, I want to give your dress one more quick look to make sure everything is perfect.” With a sigh Fluttershy obliged and made her way back to the mirror. She knew that that really meant they would be there for at least another hour.

That frustration turned to appreciation as she thought about her friend’s encouraging words. She could always count on Rarity to push her out of her comfort zone, even if it didn’t always have the best result. She just had to hope that it would work out this time. Just the thought that it could, even if it was unlikely, put a smile on her face. The smile disappeared when Rarity’s hand slipped and she felt a needle prick her back.

“Sorry darling!”

Fluttershy stood outside of her house waiting for her friends to show. Even now, as she was on the precipice of going, she still couldn’t believe she had agreed to attend Prom. She was still considering going back inside and pretending she had gotten sick, but something held her in place. Maybe she didn’t want to disappoint her friends or maybe she wanted to see Sunset, she wasn’t really sure.

At around the promised time, the limo pulled up in front of her house. Pinkie popped out of the sunroof and began waving vigorously at her. “Hiya Shy Shy!” Pinkie shouted at her. Fluttershy returned the gesture, albeit much more meekly. Well, there was no going back now.

Once she climbed inside, she saw that all the rest of her friends had been picked up, each sitting grouped in their respective couples. The only open seat was next to Sunset and Fluttershy moved towards it doing her best to hide the massive blush that it caused. Fluttershy greeted all of her friends in turn and settled into her seat, doing her best to ignore how nice it felt to have Sunset slightly press into her side due to how crowded the limo was, the rest of her friends greeting her as she sat down.

“You look nice,” Sunset spoke up beside her. Fluttershy looked up from outside her curtain of hair and saw that the other girl give her a warm smile. The comment made Fluttershy’s face go even redder, if that was even possible.

She just means it as a friend, don’t get your hopes up, she reminded herself. Even still, Sunset’s words brought warmth to her chest and made her heartbeat pick up. She knew that some people found her attractive, but she always had trouble believing it herself. Hearing it come from Sunset, however, made her feel, at least for a second, that it might actually be true.

“O-oh, um, th-thank you. You um, l-look really pretty t-too,” Fluttershy replied. And she did. The red dress she was wearing hugged her closely without being too tight. It was sleeveless, coming down to just above her knees with a slit on the right side that went to the middle of her thigh. Her hair had been done up in a loose but neat bun. It was the most stunning thng she had ever seen. Wait, had she really said that? Maybe that was too far, she should apologize or- Fluttershy noticed Sunset’s reaction and saw a blush similar to her own painting her face.

After a second, Sunset had recovered and she offered Fluttershy a smile. “Thanks.”

Fluttershy tried her best not to get lost in that smile, instead only giving a small nod and turning to look out of the window as the limo began to move. The way things were going she wasn’t sure she would even be able to survive the car ride.

She was vaguely aware of her friends as they started up conversations among themselves, discussing how excited they were for the impending dance and who was likely to win Prom Queen (Rarity was the current favorite) and King. Fluttershy wasn’t really listening, her thoughts instead focused on the girl next to her.

Why did she have to be such a coward? Why couldn’t she just tell Sunset how she felt? If only she possessed even a little of the courage that Sunset had, maybe they could be going to Prom as a couple instead of just as friends.

Now that she thought about it, why didn’t Sunset have a date? The days where she had been at odds with the rest of the student body had passed, the former bully having endeared herself to them by saving them from some magical disaster on a number of occasions, so it wasn’t like she would have any trouble finding one. Plus, she was one of the prettiest, smartest girls in Canterlot High, people should have been lining up for a chance to be with her tonight. It was possible that they had and she’d just turned them down. If that was the case then Fluttershy definitely didn’t stand a chance.

“We’re here!” Pinkie’s excited shout drew her out of her thoughts to see that the limo had pulled up in front of the school. They thanked the driver and climbed out, joining the stream of students heading toward the gymnasium. Fluttershy and Sunset ended up in the back of the group, behind all of the couples walking hand in hand. Fluttershy thought briefly about doing the same with Sunset but quickly dismissed the idea.

The theme for this year’s dance had been the 80s, so the gymnasium was decked out like a retro roller rink, complete with the disco ball and the DJ playing synth-pop. Pinkie seemed to love it, rushing forward onto the dance floor and dragging Rainbow Dash along behind her as she jokingly mouthed ‘Help me ‘ back at them.

“Well someone’s certainly eager,” Rarity commented, having a short laugh at the party girl’s antic.

“Y'all know how that gal gets around 80s music,” Applejack replied, laughing along with Rarity.

“Do you want to maybe go as well?” Timber asked Twilight shyly, getting an equally shy nod from her in response. The two went to join Pinkie and Rainbow on the dance floor.

“That looks like our cue, darling,” Rarity said grabbing Applejack’s hand before turning back to Fluttershy. “Please do try to have fun tonight. You might wind up surprising yourself.” She glanced between her and Sunset, before offering her a wink and then joining the others.

Fluttershy made her over way over to the side of the gym, taking a seat on the bleachers. She watched her friends as they danced, a small smile on her face as she watched her them enjoy themselves. Pinkie and Rainbow Dash seemed to have taken over the dance floor, the two of them feeding off each other’s energy, though it was probably safe to say that the lion’s share was coming from Pinkie. The other two couples weren’t quite as energetic, but they seemed to be having as much fun. A giggling Rarity was being swept up into Applejack’s arms and Timber seemed to be the one person who could match Twilight’s awkward moves. However after a few moments, her expression became more melancholic as she thought about how she wanted to be out there too, dancing happily in Sunset’s arms.

“You’re not going to dance too?” The sudden voice of Sunset startled her, having not expected the girl to follow her. She took a seat next to her and offered a glass of punch that she had picked up on the way over, which Fluttershy accepted with a small grateful smile. After a few seconds, she blushed and realized that the other girl had asked her a question.

“Oh, um no,” she replied, receiving an understanding nod in response. After that they both sat there for a few minutes, taking sips of their punch before Fluttershy worked up the courage to break the silence again. “W-what about you?”

“Me? No. There was someone I wanted to go with tonight, but I haven’t asked them yet.” Fluttershy was taken aback by that response. Sunset was too nervous to ask someone to Prom? That didn’t really fit with the image she had of the other girl in her head. The sentiment must have shown on her face.

“I don’t know, I guess I just don’t think I’m good enough for her. She’s so kind and beautiful. I can’t imagine that she’d want to be with a person like me.” Fluttershy ignored the sting of hearing her crush talk about another girl and instead focused on the other part of what Sunset had said. It pained her to hear that the other girl still hadn’t quite gotten over her past, despite how much she had done since then to prove she had changed.

“What do you mean? How could you not be good enough? You’re smart, brave, nice, and confident. Sure you might have made some mistakes in the past, but you’ve more than made up for it by now. You’re actually everything I want to be.” Without thinking the words had just tumbled out of Fluttershy’s mouth. Once she realized what she had said she hid behind her hair, hoping Sunset wouldn’t notice the last part of her statement.

“That actually means a lot coming from you, Fluttershy. Thank you,” Sunset said, and the smile that she had as she said it made Fluttershy’s heart beat out of control. That certainly wasn’t the reaction she had been expecting. What did she mean by that?

“I-it did?” Fluttershy asked incredulously. Sunset laughed in response and Fluttershy thought it had to be one of the most beautiful sounds she had ever heard. Then she looked Fluttershy in the eyes and her expression became more serious.

“Yeah. I don’t know if I ever told you, but you were one of the first people that were really there for me after the Fall Formal. The first one that really made a difference,” she said, looking away again with a solemn expression, and Fluttershy got the impression that her mind had turned to the memories of those days. “ I don’t know if you remember this, but it was a week after everything had happened. I came to school early that day to avoid all the… drama. Someone had spray painted ‘Go Back Where You Came From She-Demon’ on my locker, and there you were, with a bucket of soapy water and a rag that you had borrowed from the janitor’s closet, trying to scrub it away.

“I asked you what you were doing and you just smiled at me and said, ‘Helping out my friend’. I was so taken aback because I had spent so much of my life thinking that I didn’t need friends and then after the Fall Formal thinking that I didn’t deserve them. But there you of all people were, claiming yourself so easily to be something that I thought I would never have. I think about that day a lot. You had every right not to forgive me after everything I had done to you. I tormented you every chance I got just for my own personal amusement and there you were, looking at me without any anger or malice and telling me that we were friends. I think that was when I really knew that I could be a better person, that if you even you could look past the monster that I was, maybe I could too.”

Fluttershy did remember that day. She had arrived at school a bit early as she often did and had seen those terrible words written across Sunset’s locker and they had just made her so upset. It had surprised her at first. How could she feel anything but contempt for someone who treated her so horribly, and made her high school life a living hell? But all she had felt was sympathy for the girl. Her expression from that night, as she crawled out of the crater, had been playing in her head over and over. At that moment she had known without a doubt that Sunset had deeply regretted her actions, and that she wanted nothing more than forgiveness. So Fluttershy had decided then and there that she would give it to her.

It had taken them 30 minutes working together to get it clean, but Fluttershy was happy for every single moment of it. The grateful look Sunset had given her at the end had made it worth it. Still, she hadn’t known the kind of significance that it held for Sunset. To think the other girl held her in such high regard made a pleasant warmth spread throughout her entire body.

“I meant what I said then,” Fluttershy spoke quietly, but with conviction. “No matter what our relationship was like in the past, all that matters to me is now. And now you’re one of my best friends.” And hopefully more. She wanted to say those words so badly, but as always they remained locked up in her throat. It was probably for the best. Sunset deserved someone that was brave like her, who had the courage to tell her how she truly felt about her. Fluttershy couldn’t be that for her, no matter how deeply she wished she could.

Fluttershy was so wrapped up in her own thoughts that she didn’t notice the conflict that seemed to be warring in Sunset. The fiery girl’s low mumble brought her attention back to her. “It’s now or never.” Before she could ask what she meant by that, Sunset looked up with a determined expression, meeting Fluttershy’s eyes. “Do you want to go dance with me,” she offered, holding out her hand and standing up.

Fluttershy didn’t answer right away, unsure if she had actually heard the other girl properly. Could she really want to do that with her? She had to have misheard her. “Wh-what?” she managed to stutter out after a few seconds.

“It’s fine if you don’t want to, I just thought it might be nice,” Sunset seemed to take her response as a possible rejection, pulling her hand back and rubbing it behind her head instead. The disappointed look on her face caused Fluttershy to panic a little.

“N-no! I just wasn’t sure if you had really asked me that. I would like to dance, if that’s, um, okay with you. But…” she trailed off and Sunset just gave her a patient smile waiting for her to finish what she was trying to say. After a few moments, she finally worked up the courage to continue. “I-I do want to dance, really, b-but… I’m just too scared. I’m sorry.” She looked away from the other girl, not wanting to see her look of disappointment again. Here it was, the opportunity that she had been hoping for and she was just going to let it pass because of her fears. She was going to let both of them down tonight because she was such a coward.

“Do you trust me?” the sudden words caused Fluttershy’s gaze to snap back to Sunset. The words caught her off guard at first, but as she thought about it, there was really only one answer. If there was anyone that she knew she could absolutely trust without a doubt, it was the girl in front of her.

“Yes.” She surprised herself a little with how much she truly meant it as she said it, but she really did trust Sunset completely. Even in the face of their past experiences, Fluttershy was completely sure that she would never do anything to harm her. Sunset had extended her hand again and she took it this time, letting the other girl pull her up.

As they made their way to the dance floor, Fluttershy felt the surge of confidence that she had just experienced starting to wane. She still trusted Sunset, but the thought of all those people surrounding her, all those potential eyes on her, caused fear to coil in the pit of her stomach. She wished it could just be her and Sunset, and then they wouldn’t have to worry about anyone else.

Sunset seemed to sense her distress and gave her hand a reassuring squeeze, turning around to flash a quick smile back at her, which Fluttershy returned gratefully. She would just have to try her best for Sunset.

They stopped in the middle of the dance floor and the music suddenly changed to a slow song. Fluttershy turned to look over at the DJ’s booth to see Rarity whispering into Vinyl Scratch’s ear. When she saw Fluttershy look her way, she winked and gave her a thumbs up. She turned back around and put her head in her hands with a sigh. If she needed any further proof that Rarity was trying to orchestrate this exact scenario then that was it.

“Looks like someone is trying to play matchmaker again,” Sunset pointed out, an exasperated smirk on her face. “Let me guess, she’s the one who convinced you to come tonight?”

“Y-yeah.”

“Me too. I can’t blame her though. I don’t think either of us would have made a move without some help.” Sunset gave a bemused shake of her head. Fluttershy should have been surprised, but in truth, it was right up the fashionista’s alley. The more surprising thing was that Sunset had been in the same place as her. It made her feel a little better knowing that even someone as confident as Sunset could get nervous when it came to things like this.

Fluttershy looked around them and saw that all of the couples had adopted the usual position befitting a slow romantic song. She looked back to Sunset who just gave her another encouraging smile. “Um, sh-should w-we… ?” Fluttershy gestured to the people around them.

“If you’re ready. We can go as slow as you need,” Sunset offered patiently, flashing her a reassuring smile.They stepped closer together, Sunset silently asking for confirmation before placing her hands on Fluttershy’s waist, which she gave while blushing profusely. Fluttershy placed her hands on Sunset’s shoulders and they began to dance. It was clumsy at first, both of them getting used to how the other moved and at the same time battling the nervousness and awkwardness of their present situation. Their closeness was both terrifying and exciting, the warring emotions making her heart beat erratically in her chest. They were doing ok, at the very least she had avoided stepping on Sunset’s feet, though it was getting harder to focus.

Fluttershy was trying her best to ignore it but she couldn’t help but feel like there were a thousand eyes on her, silently judging her. It probably wasn’t true (it definitely wasn’t, everyone was too busy trying not to stumble over each other), but fears often weren’t rational, and this held especially true when it came to Fluttershy. This was so stupid! She should be having a great time right now. After all, here she was dancing at Prom in the arms of her crush. Wasn’t this what she wanted? Instead, all she could feel was the air constricting her, making it harder and harder to breathe. The bodies around them were like weights pressing in against her from all sides, making her feel trapped and helpless. Oh no she was about to have a panic attack, wasn’t she?

A soft, gentle caress on her cheek brought her attention back to Sunset and she realized that they had stopped moving. “Hey, are you doing okay?” she asked. Fluttershy had expected her to be annoyed or maybe frustrated, but there was only concern and understanding in her eyes.

“I’m sorry, it’s just all the people…” Fluttershy trailed off and Sunset nodded in understanding. She couldn’t believe that she was being so patient with her. Anyone else might have just given up by now, but Sunset seemed determined to stick by her and it only affirmed all the reasons that she had fallen for her.

“You trust me, right?” Sunset asked, and again Fluttershy found herself able to answer without any hesitation, giving her a nod. “Let’s try this. Don’t look at anyone else, just focus on me, ok?”

Fluttershy gave another nod and did as she was told, transfixing her gaze purely on Sunset’s. The beautiful blue orbs held her attention easily, and the rest of the world was quickly drowned out until it was just her, Sunset, and the music.

They began to move again, Fluttershy letting Sunset take the lead. They moved slowly, more swaying together than really dancing, but Fluttershy was happy to just be there and be close to Sunset. As they moved, neither broke eye contact and instead of feeling awkward it just felt right. She wasn’t sure how much time passed, nor did she really care. She wanted nothing more than for this moment to stretch on forever.

Without really thinking about it their faces moved closer to each other until their lips met. The kiss shocked her a little at first. Could this really be happening or was this just her imagining this moment (after all it wouldn’t be the first time)? How else could she be kissing Sunset Shimmer? But it felt real. Sunset's lips were soft and warm on hers and she was sure that not even the most vivid of dreams could match it. So she leaned in and kissed her back, sure that even if it was all in her head then she might as well just enjoy it.

It lasted only a minute or so, and when it ended Fluttershy immediately wanted to do it again. Before she could, the sounds of cheering and congratulations behind her reminded her that there were other people around them. She turned around and saw their friends were watching and each was voicing their approval with varying levels of excitement. She could see Rarity mouthing ‘You’re welcome’ and she got the feeling that it was directed towards the both of them. Pinkie was jumping up and down excitedly whooping loudly while Rainbow Dash just flashed a thumbs up and a knowing smirk. For her part, Twilight simply gave them an approving smile.

Fluttershy quickly hid her face in Sunset’s shoulder, embarrassment flooding her entire face red. Had they seen all of that? Oh no. But even still there was a smile on her face. This night had turned out better than she could have ever expected. Judging by the way Sunset held her even closer, it was safe to say she was just as happy about this turn of events.

“Hey uh,” Sunset spoke softly just loud enough for her to hear. “I know we just kissed and everything so you probably already figured this out, but I really like you. So I was wondering if maybe you would want to go out? We’re already at Prom together so maybe a date or just hanging out or-” Fluttershy looked up at her and saw the hopeful yet nervous expression on Sunset’s face as she continued to ramble. It was probably one of the most adorable things she had ever seen and it filled her with the urge to do something bold. Before her courage could run out, Fluttershy answered her with another kiss.

Author's Note

Whoops! Almost forgot the author's note! :twilightblush:
As always constructive feedback is appreciated. Let me know what you thought and where I can improve.
Thanks for reading!