Let Me Count The Ways

by Persianjuliette

Rating: everyone
Tags: Slice of Life, My Little Pony: Friendship is Magic, Alternate Universe, Main 6, Romance, Spike, Comedy, Rarity, Random, Princess Celestia, Twilight Sparkle
Length: 8831

Young Rarity has fallen for the handsome new arrival in Ponyville, but he won't take her seriously!

What would life be like if a certain fashion-savvy filly had fallen in love at first sight with an older incarnation of everypony's favorite dragon? Well, it certainly would be exciting! Everything you thought you knew about unrequited love is turned on its head in this sweet little story about first love's follies.

Published 2012-09-28 15:54:01 UTC
Last updated 2014-07-02 06:06:02 UTC

01- At First Sight

The peace of the lazy spring afternoon was shattered in an instant by the unearthly shriek. Ponies all over the small town dropped their shopping, overturned their chairs, tripped into their flowerbeds, and- in the case of one rainbow-coiffed filly- fell off of clouds.

Rainbow Dash sputtered as she picked herself up, spitting out the clumps of dirt and grass that had become lodged in her mouth. She looked around for the source of her rude awakening, her wings flared in indignation. She hoped nopony had seen her fall. “Not cool!”

A thick flock of panicked birds rose over the outskirts of town with a cacophony of wings and screeching. They were followed by a thin-legged pegasus filly, who unsuccessfully called to them and chased after them in an attempt to bring them back. Fluttershy’s wavering voice was lost on the breeze as soon as she spoke. “Wait! Please, wait! It’s okay, little birdies! Um…come back?”

A small figure rose out of the demolished tray of cupcakes, looking like a pony sculpted out of chocolate and vanilla frosting. An oversized tongue appeared and slurped across her face, clearing it of cupcake remnants in one swipe and revealing the vibrant pink coat and twinkling blue eyes beneath. Pinkie Pie giggled. “Oopsie! Guess I better start a new batch!”

A pile of rosy-cheeked apples shifted and went rolling in every direction as the filly beneath flailed to free herself. She clambered to her hooves and straightened the battered old hat that was perched crookedly on her short blonde mane. “Consarnit! Now I gotta start all over again!”

The source of the bone-chilling wail was revealed to be a small white filly with a carefully curled purple mane and tail. She was the center of a strange tableau in front of Ponyville’s library. Before her, frozen in surprise and alarm, stood two smartly dressed Royal Guards harnessed to an elegant chariot. Behind them, arrested in the act of lifting a small stack of cardboard boxes down from the trunk of the chariot, stood two figures. They were unfamiliar to the eyes of the curious townsponies who had gathered in the silence following the scream, and they were caught in the gaze of the wide-eyed filly.

One was a small purple unicorn who held a single box suspended in the grip of her sparkling lavender magic. It was stationary in the air, forgotten by the young unicorn who stared curiously at the white filly. The other, standing twice her height on scaly hind legs, was an adolescent dragon. It was he who spoke first, breaking the awkward silence that filled the air like a tangible fog.

“Uh… are you okay?”

The curly-maned unicorn moved for the first time since her startling outburst. She drew a deep breath and raised one hoof to her heart as though stricken. Her wide blue eyes never left the puzzled dragon’s face. The surrounding ponies winced, anticipating another scream. Instead, the white filly began to talk.

“Am I okay? Okay isn’t even close to it! You- you’re-” she raced over to the confused newcomers and stopped short in front of them, craning her neck back to gaze starry-eyed at the dragon. “Simply amazing! I’ve never seen a dragon before! I do apologize for screaming like that, I was just so taken aback! I had no idea that their scales were so lovely and perfect! They look marvelous, just like gemstones! And your spines are so magnificent and… and…”

She fell silent, apparently stricken speechless by how wonderful he was. The subject of her adoration blushed scarlet (some inherent magic made this visible, even through his thick scales) and grinned awkwardly.

The purple filly lowered her box and slowly approached the other unicorn. Her violet eyes were inquisitive, though she seemed a little nervous of the excitable unicorn. She spoke slowly, as if addressing somepony who wasn’t entirely sane. “Excuse me. Ah, hello. My name is Twilight Sparkle. You are…?”

The filly with the elegant mane tore her eyes away from the purple-and-green dragon with some difficulty. She looked at the serious unicorn in front of her, noticing her for the first time.

“Oh, hello. I,” she tossed her short mane back dramatically, “am Rarity. Perhaps you’ve heard of me?” Her high treble voice, colored with the affectations of a cultured accent, went up at the end hopefully. She glanced at the tall dragon as she spoke, as if hoping that he would recognize her name. Her face fell as the faces of the newcomers remained blank.

The purple filly shook her head, drawing the other’s attention back to her. “Um… No. Sorry. But we’re from Canterlot, so that’s probably why-”

Rarity’s eyes nearly popped out of her head. She grabbed the mare by the shoulders and spun her around, then released her. Her face was stretched into an enormous grin as her blue eyes flicked rapidly back and forth between the two strangers.

“Canterlot? This is wonderful! Why, I’ve always dreamed of living there! The glamour- the sophistication- the- well, I’m sure you know what I’m talking about! But…” Rarity indicated the still-red-faced dragon, “who is your friend, here? He’s so… tall.” she finished, a little lamely.

Twilight Sparkle looked quite taken aback by the filly’s affection. She looked at her companion, who shrugged. Looking back at the eager unicorn, she answered. “That’s Spike. He’s assisting me with my studies during my stay here.”

Rarity clapped her hooves with glee. “Oh, you’re staying here? That’s even more wonderful! How long? I can show you around Ponyville, if you like. We’ll be such good friends, the three of us.”

She fluttered her eyelashes at Spike. He looked completely nonplussed. Twilight, however, began to protest vehemently, waving her hooves in negation. “Oh, no no no no. I think you misunderstood me. I’m here to study, not make friends. We’re staying for the summer while the Princess has my rooms renovated. She thought I needed a vacation. Pssh. I only came because she promised I could stay in the old library and be in charge of it.”

Rarity ignored Twilight’s protests. Only one word stood out to the fashionable youngster. If it was possible, her eyes grew even bigger. Twilight was afraid that the white unicorn’s eyes would get so big, there wouldn’t be any room left in her head. Rarity inhaled, a great sucking in of air. Twilight cringed back in anticipation of the oncoming gush of words. She shot a pleading look over her shoulder to the watching guards and the teenage dragon, trying to telegraph Help me! with her entire face.

It was a wasted effort, however, as the Royal Guards (not having received training in dealing with excitable fillies) were avoiding Twilight’s gaze and preparing hurriedly to take off. Spike was too busy examining the purple scales on his arm, holding them up to the sunlight and admiring the way they shone. They did kind of look like gemstones after all.

Rarity exploded. “You’re friends with PRINCESS CELESTIA? You live in the ROYAL PALACE? You’re friends with the Princess and you live in the palace and you’re staying HERE?” The white filly looked at Spike with even more admiration than before. “Is Spike a PRINCE?”

The idea proved too much for the little unicorn, and with a graceful swoon and a tiny sigh, she collapsed.

02- What A Gentledrake!

Spike hoisted the fainting filly into his arms with a grunt.

“She’s heavier than she looks,” he complained to nopony in particular as he began to carry Rarity into the library. Glancing behind him, Spike saw Twilight talking to the guards, thanking them for their time, he assumed. The burly pegasi nodded and quickly took flight, looking relieved to get away from this strange town.

Spike waited for his friend to catch up before continuing into the empty library. She trotted next to him, looking up with wide eyes at the swooning Rarity. She lay like a princess in Spike’s arms, one foreleg tossed dramatically over her forehead.

Spike looked at his charge with raised eyebrows. “She sure seemed to like me.” he commented. “I’ve never had anypony react to me like that before. Screams, running away, torches and pitchforks- sure. But this? Weird.”

Twilight opened the door and allowed Spike to step through first. She followed after him, closing the door carefully behind her with a concentrated push of magic. “Do you think she’s okay? I’ve never seen a pony actually faint before. I heard it’s not good for the brain to pass out like that.”

Spike eyed the white unicorn skeptically. One of her eyelids twitched open, a tiny slit of blue peering out. Seeing him looking at her, it snapped shut. A faint blush colored her pale cheeks. Spike rolled his eyes and smiled. “Somehow, I think she’ll be fine.”

He laid the filly gently on an old couch, upholstered in red velvet. The fabric was worn almost completely through in places, and a puff of dust rose up as the dragon set her down. Twilight fidgeted nervously, oblivious to Rarity’s true condition and not entirely convinced by Spike’s words.

“Well, just in case, I’ll go get her a glass of water. I think the kitchen’s over there. Um… I think you should keep her head elevated. Or maybe her back hooves? Elevate both, just to be sure.” The nervous filly stood for a moment, trying to remember what she was doing. Then, with a cutely decisive nod, she turned and trotted into the next room. The teenage dragon chuckled, settling himself down next to the couch.

A loud sneeze made Spike jump. The source of the noise, he discovered, was a red-faced Rarity. She held one hoof in front of her nose, as if to muffle the sound retroactively. They stared at each other for a moment.

“Ah- oh goodness, I appear to have fainted. How embarrassing!” the white filly gasped belatedly. “Where am I?”

Spike struggled to repress a smile. “Uh… the library? It’s only been, like, a minute. Twilight’s getting you some water.”

Rarity sat up, then noticed what she was sitting on. She hastily scrambled off the worn couch, dusting herself off with a look of disgust. “Ugh! Please tell me you’re going to get rid of this old thing while you’re here.”

The dragon looked at the couch. It didn’t seem that bad to him. “I dunno. You’d have to ask Twi.”

The white filly settled down, apparently over her embarrassment. “I think I will.” She looked hesitantly at Spike. “Ah… It was very kind of you to help me like that. Thank you.”

The gangly dragon suddenly felt very awkward. He didn’t know what to do with his hands. He crossed and uncrossed his arms. He swished his tail over the smooth wood floor. “Oh, it’s no big deal.”

“But it is!” insisted the earnest filly. “You’re such a gentlesta- erm, drake! I simply must find a way to repay you!”

“No,” Spike protested. “You really don’t have to do that. Seriously.”

The little pony looked determined. “I will. Twilight, too. Would it be all right if I came by tonight? I can show you both around Ponyville. It’s the absolute least I can do.”

Spike considered the offer. “Actually, that sound kind of nice. I wouldn’t mind getting a tour, and Twilight needs to get out and socialize anyway.”

In the kitchen, Twilight’s ears twitched. She had the strangest feeling that she ought to be offended.

Rarity beamed. She bounded up to Spike, beaming. “It’s a date, then! I’ll be here at five-thirty!”

Before she could lose her nerve, the unicorn stretched up on her back hooves and kissed Spike on the cheek. Then, before he could react, she had fled.

Twilight emerged from the kitchen, a glass of water held suspended before her, to see her assistant sitting dumbstruck on the floor, one hand held to his cheek.

“Where’s Rarity?” asked the filly. Spike turned to her, looking bemused.

“I’m not sure, but… I think we have a date tonight.”

*L*L*L*

Rarity couldn’t repress the enormous grin that stretched over her face as she skipped home. On any other day, she would have walked sedately- like a proper lady ought- but she was just too excited. Ponies looked curiously at the happy filly as she bounced through the town square. One orange mare leaned over to her friend, a blue mare with a striped mane and tail.

“Is that Rarity or Pinkie Pie?” she muttered. The pair laughed to see the normally composed youngster so carefree.

As if summoned by their words, a small pink filly emerged from Sugarcube Corner at the very moment that Rarity was passing. Rarity was too lost in her own thoughts to notice the curly-maned earth pony, and Pinkie was looking over her shoulder as she answered somepony within the bakery.

“Sorry again about the mess, Mr. Cake! Are you sure you don’t want me to help-”

CRASH. The two fillies went rolling head over tail as they collided. A mare pulled her foal out of their path as they passed, their forward momentum unchecked until-

BONGGG. They collided with a lamp post, detatching from the tangle of legs and curls with a painful-sounding noise.
Rarity lay upside-down against the pole, her legs in the air and her eyes moving in disoriented circles. Pinkie Pie had somehow landed on all fours, and shook herself off before looking at her friend.

“Wow! That was kinda fun! I was hoping to run into you today, but I didn’t know I’d actually run into you! Gosh, your eyes look funny like that! Woo-woo-woo, all circle-y and stuff!” The pink pony leaned over Rarity. “Is that comfortable? I’ve never tried sitting upside-down like that before!”

Rarity groaned. “It’s not comfortable, Pinkie. Can you give me a hoof here?”

“Okey-dokey-lokey!” chirped her friend. She helped Rarity to her hooves, bouncing slightly in place as the unicorn rubbed the back of her head.

Rarity sighed. “I guess that’s what I get for not looking where I was going.” She perked up almost immediately. “But I’d better get going. It was nice to see you, Pinkie, but I need to get ready!”

She turned and trotted up the street. Pinkie followed, bouncing on spring-like legs. “Whatcha getting ready for? Can I help?”

Rarity smiled at her enthusiastic friend. Her head still hurt, but she didn’t mind. A little bump like that couldn’t ruin her good mood! “I’m going home to get ready for tonight. I’m afraid I don’t need any help, darling, but thanks for the offer.”

Pinkie bounced on, undeterred. “What’s going on tonight? I know it’s not your birthday, cause I know EVERYPONY’S birthdays. Yours isn’t for another forty-two days! Is it a special occasion? Do you need a party?”

“Pinkie, it’s not-”

“Ooh! I know! Is there a new holiday? No, I would have heard about that! I love holidays. Maybe-”

“Pinkie-”

“I know! Maybe you’re-”

“PINKIE!”

The energetic pony looked at Rarity, who had stopped walking. “What is it? You don’t need to yell, silly, I’m right here!”

Rarity took a deep breath. She was clinging desperately to the remnants of her good mood, but speaking to Pinkie was… trying.

“I’m going out with some new ponies in town. Well, one of them is a pony. They’re staying in Ponyville for the summer.”

Pinkie’s eyes grew huge, and she gasped dramatically. “NEW PONIES? This is great! Oh my gosh, they need a Welcome-to-Ponyville party! Just wait until I-”

Pinkie was about to run off and plan a party right then, but Rarity grabbed her face. She leaned close to Pinkie until they were eye-to-eye, her hooves squishing the pink pony’s cheeks together. “Pinkie. I need you to promise me something.”

“’Kay.”
“There’s this… boy, he’s one of the new ponies. I really like him, and I would appreciate it if you could hold off on the… ah, partying, until tomorrow. Just let me get to know him tonight, all right? And don’t tell anypony that I like him! Understand?”

Rarity’s voice was desperate.

Pinkie straightened, her mouth in a small o. “Oh my gosh! Of course I won’t tell! In fact, I’ll keep everypony out of your way tonight so no sneaky-sneaky filly comes and steals him away! I’ll make sure you have the best date ever!”

Before Rarity could correct her, Pinkie had zoomed away in a pink blur. The white unicorn slumped her shoulders and sighed. “So much for that plan.”

03- BDBFF

Twilight Sparkle was in a bad mood. “Spike! Why, in Celestia’s name, did you have to tell that filly that we’d meet her tonight? I should be unpacking and taking notes and starting an… um… hang on.”

The purple filly galloped over to a nearby table, where a cardboard box strained under the weight of the heavy books stuffed inside. She pulled out a massive hardcover dictionary, first using her hooves, then giving up and using magic instead. Flicking through the pages, she muttered under her breath. “I, I, here it is!”

She whirled around to the patient dragon as if she had never stopped berating him. “Starting an inventory! But instead of taking care of our responsibilities, we’ll be prancing around town with some crazy filly just because she likes your scales!”

Spike crossed his arms. He was too used to the high-strung filly by now to take any real offense to her words. “Twilight, I just think it would be a really good chance for you to socialize. The Princess herself told you to relax and make some friends. But you realize you don’t have to go if you really don’t want to, right?”

Twilight threw her forelegs up in exasperation. “The Princess also told me to fix this library up and continue my studies! The quicker I do that, the quicker we can get out of here! Anyway,” she sighed and lowered her head, “You already told her we’d go, and my etiquette books all say that breaking a prior engagement is incredibly rude. I can’t just tell her no.”

Spike shook his head and tried not to laugh. “Well, we can’t ignore the etiquette books. Anything but that.”

The unicorn nodded firmly. “Exactly.”

She turned and trotted upstairs to explore the rest of the tree’s rooms. Spike slapped his forehead and groaned. “I hope that Rarity pony has a sense of humor. I can’t take this much longer.”

*L*L*L*

Spike, being almost twice as big as (and far stronger than) Twilight, was used to doing the tasks she couldn’t. Her magic wasn’t fully developed yet, so he often had to do heavy lifting and other chores that she couldn’t manage with hooves, teeth, or magic. His main duties were to help Twilight in her studies and day-to-day life, but just as important was his companionship.

As much as she would like to, the Princess was far too busy to spend all her time with Twilight, and the little unicorn had a tendency to withdraw into herself if she wasn’t goaded into interaction with other ponies. Spike’s presence was invaluable to her social growth, Celestia had once confided in the dragon. His laid-back personality, humor, and good-natured ways made him the perfect balance to Twilight, and the fact that they were only a few years apart in age didn’t hurt. Spike had spent a week swaggering through the palace with his chest puffed out proudly after the Princess told him that.

Secretly, though, Spike suspected it was because he was a lot like Twilight’s older brother, Shining Armor. She idolized Shining, and opened up to him like she did with no other pony. Spike got along quite well with the colt, although Shining was a bit older and had a more serious attitude toward life in general. Spike remembered the first week, a little less than a year ago, when the three of them had gone to the local playground.

Spike had only been partnered with Twilight a few days before, when she was accepted as Celestia’s personal student. They were instructed to spend time together and get acquainted with each other before Twilight moved out of her parents’ house and into Canterlot Castle. Spike and Shining had decided to take the filly to her favorite park for the afternoon, and so they set off.

Shining was a teenaged colt who had only recently been accepted into the Royal Guard Academy. His coloration, unlike his sister’s, was a traditional unicorn combination of a white coat and a blue mane and tail. He was well-built, but it was obvious that he was still growing into the powerful frame he would one day occupy. His hooves seemed slightly too large for his body, and his voice quavered slightly every now and then.

The trio sat on a newly-painted wooden bench in the playground. They had ceased all conversation in order to focus on the ice cream cones before them. Twilight, lacking a precise control in her holding and levitation magic, had crushed two cones and dropped another before relenting and letting her brother hold her ice cream for her. Spike had his cone wrapped carefully in his clawed fingers, precise in a practiced way born of many, many accidents.

Twilight, perched between the two boys, took a dainty lick of her cone. “Thank you for the ice cream, Shiny.”

Her brother smiled fondly at her. “Hey, it’s the least I could do. We gotta have as much fun as we can before you go off to school.”

“It’s too bad they were out of garnets,” mused Spike, looking sorrowfully at his own ice cream. “I mean, blueberry’s nice, but it’s not the same.” He took a huge bite, then yowled and slapped a hand to the side of his head as a stabbing pain hit him.

“That’s what happens when you eat cold things too fast.” observed Twilight sagely. “It’s called a brain freeze, even though it’s not actually your brain freezing. That would kill you. What really happens is-”

“Thanks, Twiley,” interrupted Shining Armor. “but I think Spike knows that already.”

The filly shrugged, unconcerned. “If you say so.” A thought seemed to strike her, and she turned to the groaning, slowly recovering dragon. “Hey! If Shining is my BBBFF, that makes you my BDBFF!”

“What’s- ow- what’s that stand for?”

“Big Dragon Best Friend Forever!” Twilight recited.

Spike smiled. The lingering pain in his head was forgotten as he gave the purple unicorn a quick one-armed hug. “Thanks, Twilight. That sounds awesome.”

Shining watched this exchange with a proud smile. He had had his doubts about the scaly “assistant”, but if Twilight liked him, that was good enough for her brother. Twilight rarely opened up to other ponies (well, dragons too, he supposed), and it warmed the young stallion’s heart to see his baby sister making a new friend. The odd trio resumed eating their respective treats. Each one felt happier than they had a few seconds ago as the sun warmed their faces and ponies passed by on the cobblestones, going about their lives, oblivious to the new friendship binding the three together as they sat in the summer sun.

*L*L*L*

Spike stood in the dingy, utilitarian kitchen. In the crook of one arm he cradled a moving box (helpfully labeled “Kitchen”, “Delicate”, “This way up”, “Do NOT drop”, and “Handle with care” in Twilight’s neat and instantly distinctive script), and in the other he balanced a stack of plates. The sound of hooves against the smooth wood floor made him turn.

In front of him, looking embarrassed and slightly ashamed, stood a straight-maned unicorn filly. She didn’t meet his eyes; she only scuffed one hoof against the floor and cleared her throat.

“Hey, Spike. Um… I thought it over, and I’m sorry I yelled at you. I was just frustrated with all these distractions! It’s… hard, being away from home.”

Spike sighed. Putting down his burden, he crouched and beckoned the filly towards him. Slowly, she stepped into his scaly embrace. The two friends hugged. Spike thought he heard a sniff, but he didn’t say anything for a long while. Finally, he released her.

“Hey, I know you miss Canterlot. I know you feel like maybe the Princess doesn’t want you around anymore,” Twilight sniffled and started to turn away, but Spike laid a comforting hand on her shoulder. “Hey. Look at me. I know you feel like that, but it’s not true. The Princess loves you, and you know what?”

“What?”

“We’re gonna make this the best summer ever. Think of it as an experiment on how to make friends- scientifically. Okay?”

The filly nodded, and gave the dragon a tiny smile. “Okay. That sounds good, Spike.”

They smiled at each other, knowing that everything was back to the way it should be.

04- Blue Satin Slippers

Rarity scrambled about her house frantically while her parents looked on, bemused.

“Whatcha lookin’ for, kiddo?” inquired her mother. The mare was light pink, with a rather outdated purple bouffant. Her pale blue eyes crinkled at the corners in amusement at the sight of her foal.

Rarity whirled about dramatically, her carefully curled coiffure starting to unravel. “I’m trying to find the blue satin slippers Granddam made for me last spring. I’ve looked absolutely everywhere. Dad, have you seen them?”

Her father, a white-coated Earth pony with a brunet mane and a matching moustache, looked up from his easy chair. He hadn’t been paying attention to the crisis at hoof; his attention was fully focused on the latest hoofball news-spread. “Eh? Sorry, honey, what did you want?”

Rarity huffed upwards, sending a stray curl on her forehead back into place. “I said, have you seen my blue satin slippers from Granddam?”

Her father blinked. He scratched his slight cider belly, protruding from underneath his obtrusive Haywaiian shirt. He rubbed his moustache thoughtfully.

“Did you look in your closet?” he said at last. His daughter stamped one hoof in frustration.

“Of course I did! That was the first place I- um…” Rarity trailed off, trying to remember whether she had indeed checked her closet. She couldn’t remember. Feeling slightly sheepish, she began edging toward the staircase. “But I’ll go check again. Just in case.”

Her father, relieved to be let off the hook so soon, returned to his paper.

Rarity emerged from her closet a minute later. On her hooves were four satin slippers, the same shade of blue as the trio of diamonds decorating her flanks.

“Well, that was a waste of time,” muttered the filly, even as she admired her hooves. “now, what should I wear? Nothing too fancy, of course. I didn’t tell Spike to dress up, so I don’t want to embarrass him. Celestia forbid!”

Her ears perked up as a thought occurred to her. “Of course! I haven’t had a chance to wear it out yet. Where did I put it?”

Rarity braced herself for another foray into her closet. The kindest thing that can be said about the filly’s bedroom (or her boudoir, as she rather grandly put it) was that it was indeed colorful. Clothes lay strewn over every possible surface. A ponnequin (purchased with the money received at her Cuteciñera) was draped haphazardly with scraps of fabrics and loops of ribbons. Pincushions littered the floor, making it dangerous to set hoof anywhere without first checking the clutter beneath oneself. Schoolbooks lay open randomly all over the room.

The only part of the room untouched by the chaos was a corner next to Rarity’s equally messy bed. The clean square of carpet was occupied by a plush, luxurious-looking basket that housed a fluffy white kitten. The animal watched Rarity’s search with narrowed eyes, its snub nose wrinkled in distaste.

The filly emerged once more, triumphantly bearing a folded garment in the blue field of her magic. “Here it is!” she smiled. “This will look perfect, Opal! Casual, yet glamorous. I’m a genius!”

Rarity slipped into it. It was revealed to be a simple blue-and-white vest, adorned with lacy ruffles at the hems. She pulled a roll of pink fabric off of her full-length mirror in order to admire herself. Posing and flirting with herself, the little unicorn gazed deeply into her own eyes.

“Why, hello, Miss Rarity,” she said in a husky voice. “You look marvelous tonight.”

“Oh, you’re just saying that.” She giggled in her normal tones. “You don’t look half bad yourself.”

“Nothing can compare to your beauty, Miss Rarity. I must confess that I’ve fallen madly in love with you.”

“Well, naturally.”

“May I… kiss you?”

Rarity, now entirely caught up in her imagination, was leaning toward the mirror with puckered lips and fluttering lashes. Just before she could make contact with her reflection, there was a knock on the open bedroom door. Rarity yelped, tripped over her own hooves, and smacked face-first into the mirror.

“You okay there, kiddo?” Her mother’s cautious question rang in the humiliated filly’s ears. Rarity sprang to her feet and lifted her stinging nose high in the air as if nothing had happened. Her eyes watered, but she ignored it. That bump had really smarted.

“Nothing! Just getting ready!”

Rarity’s mother raised an eyebrow, but didn’t comment. “Okay… Whatcha getting ready for? You don’t usually dress up all fancy to go play with your little pals.”

Rarity realized that, in her panic to get ready, she had neglected to tell her parents of her plans. “Oh… well, earlier I met some newcomers to Ponyville. They’re staying in the library this summer, and I offered to show them around Ponyville tonight. They're from Canterlot.”

The older mare smiled. “Well isn’t that just the sweetest thing for you to do! I’m sure they appreciate having a neighbor as good as my little girl here.” An idea seemed to strike her. “Say, why don’t you invite these ponies over for dinner? Your dad’s making his world-famous casserole, and I-”

“No!” shouted Rarity, shuddering at the thought of her father's casserole. Her mother looked taken aback, and the filly relented. “Sorry, I just meant… well, I really want to show them around myself and get to know him better.”

“Him?” Her mother was quick to catch Rarity’s slip of the tongue. The filly's eyes widened, and she backtracked hurriedly.

“Oh, I meant them. Well, there is a him. It’s a him and a her. Not that they’re together, it’s just… a him, plus a her. Two. Of them. Not just the him.”

Looking bewildered, her mother shook her head and turned to leave. “Well, have fun, kiddo. Just be back before bedtime. And I really wish you’d do something about your room…”

Her long-suffering sigh as Rarity slammed the door was the only answer given.

*L*L*L*

Rarity sulked on the edge of her bed. “My room isn’t messy, it’s just… colorful. It’s not like I don’t know where everything is. If it was all put away, how would I find anything?”

She sighed, fiddling with the satin strap of one slipper. “I can’t wait until I move to Canterlot and start my very own fashion empire.”

She could picture it now: a huge marble building adjacent to the Castle itself; gleaming and magnificent. Ponies would come from all over Equestria just to buy her designs. She would recline on a velvet couch, dressed in the most elegant silk robes in all Equestria, sipping sarsaparilla and occasionally jotting down new designs while admirers waited on her, leg and hoof.

She thought of Spike, and her dreamy smile grew. She didn’t know what it was about him- by all rights, he should terrify her. He was a dragon, after all. Ponies didn’t interact with dragons as much as they did with buffalo or griffins or any of the other intelligent races. Dragons were… fierce. They were… well, Rarity didn’t actually know much about dragons. She had never considered that idea that she might find one handsome, of all things. But the little unicorn had a special affinity for beauty, and especially for gems, and in her young eyes, Spike was exotic and wonderful.

Not to mention, he had treated her like such a gentledrake. All the colts in Ponyville were so rough-and-tumble, so uncultured. Rarity had never cared to associate with them. She was a long-time aficionado of romance, of fairy tales in which fillies were swept off their hooves by chivalrous princes. She dreamed of the day when a sophisticated Canterlot stallion would come to whisk her into a happily-ever-after.

True, Spike wasn’t a prince. Or even a pony. Yet Rarity was willing to ignore her usual impossibly high standards in favor of the green-and-purple dragon. She was determined that he would be her prince.

And Rarity knew just how she was going to do it, too. She was an observant filly, and noticed many things that others overlooked. She had noted the bond between Spike and the other filly: Twilight. Rarity had deduced that the quickest way to Spike was through his charge.

Not that Rarity was going to use her. Rarity wasn’t at all malicious, and she genuinely felt that anypony who was a friend of Spike’s must be worth getting to know. She felt happy at the thought of not only a Prince Charming, but a sophisticated (unlike most of her Ponyville friends) filly her own age. And Twilight was a unicorn, at that. There weren’t many other unicorns in the largely Earth pony town, and it was always nice to have somepony to relate to about magic.

Rarity glanced at the clock. It was almost time to leave. Excitement bubbled up in her as she made a few last-minute adjustments. Teeth- clean. Hair- fix a few stray strands here and flatten it there; done. Opalescence- fed. Band-aids- applied to cat scratches. And just a dab of perfume behind the ears- perfect. Rarity was ready to go.

"Tonight is going to be perfect."

05- The Welcome Wagon

Spike tugged at the ratty old black bowtie around his long neck- his only concession to proper clothing. It was his only one, and he had owned it since he was short and chubby. It would barely knot around his neck now, and he felt suffocated. Twilight, on the other claw, looked adorable. After much fussing and coercing, she had allowed him to tie her mane back with a big purple bow, and it made her look like a a cute little doll. A cute, scowling little doll.

"Spi-ike, why can't I bring my notebook? You said this was a learning experience!"

"Yeah, but your memory is just fine. Besides, it would be rude to bring a notebook on a play date- I mean, an outing."

Twilight shot him a look that made him quiver in his scales before he remembered that she still slept with a stuffed owl at night. He rolled his eyes at his young charge. "It's not a play date, Twi. Don't get your tail in a knot."

Suprisingly, she didn't respond to this, but instead resumed pacing in front of the library's front door, kicking up puffs of dust with every step. Spike realized that she was actually nervous, despite her small bravado. He softened, knowing what it was like. When he was younger, it was understandably difficult to get along with the Canterlot foals his age. Oh, they played together, but he never felt like part of any group. Not exactly surprising, he reflected with some bitterness, considering the fact that he was the only dragon in Equestria hatched by and living with ponies. Oh, well- those days were long past, and he was an adult now. Practically.

There was a vigorous knock at the door, and Twilight, inches away at the time, leaped back in shock and fell on her rump. Coughing from the dust this had stirred up, Spike lifted her to her hooves and nudged her out of the way so he could open the door for their visitor.

"Hi, Rari- Oh, wow." Spike stopped short, as the door opened to reveal, not Rarity, but a little pink filly who looked about Twilight's age. It wasn't because of the filly herself that he exclaimed, but what she was wearing. A trenchcoat that must have been two sizes too large at least, an old slouchy hat, a silly pair of glasses with a droopy mustache attached to the bottom, and in the corner of her mouth, a pink pipe from which soap bubbles drifted lazily every time she spoke.

He stared, dumbfounded at the ridiculous apparition, but she spoke before he could get his bearings back. Her voice was piercing, high and bubbly. She spoke furtively, looking around as if expecting cloaked ponies to jump out of the shadows at any moment. "Quick! There isn't much time! I'm looking for the two new ponies that Rarity met today! I'm on an urgent mission, but it's super-duper secret so you have to be extra careful not to tell anypony!"

She darted inside and slammed the door behind her, hissing "They're everywhere!" as she passed Spike. His mouth hung open in sheer amazement. Twilight, who had been peering around him curiously, found herself nose-to-nose with the eccentric newcomer, who was alternately beaming sunnily, catching herself, and trying to look furtive again.

"Who are you?" blurted Twilight, somewhat rudely.

The pink filly paused dramatically, and the hat popped off her head with a sproing as the wild curls underneath proved too much for it. "You can call me... Deep Pink."

Spike snorted before he could catch himself. The fillies ignored him. "Ooo-kay, Deep Pink. Why are you looking for us? Are you friends with Rarity?"

Deep Pink bounced in place. "Yep yep yep! I'm glad I found you two- even though he's kind of a weird-looking pony, if you ask me."

Twilight rolled her eyes. "He's a dragon."

Deep Pink nodded. "Oh, that makes a lot more sense! Anyway, I'm here to make sure no one comes anywhere near you guys! This night's gonna be extra-extra-specially special! Have no fear, Pinkie Pie's here!" She whooped and tossed her fake glasses in the air.

Twilight gaped. "Um... Well, I guess that's... nice? Deep- I mean, Pinkie Pie."

The other pony gasped and grabbed Twilight by the shoulders, yanking her close until they were eye-to-eye. "How did you know my secret identity?"

Twilight tilted her head, obviously wondering if all the ponies in this town were completely out of their minds. "Be- because you just said it?"

Pinkie Pie flung her hoof up dramatically. "My cover's been blown!"

She spun and sprinted out of the library, leaving a trail of soap bubbles behind her. The two friends stared at the fast-retreating figure, then at each other. Neither of them could think of anything to say.

Just then, Rarity rounded the corner. She saw them standing in the open doorway and waved excitedly. "Hi! Oh, I hope you weren't waiting too long! I was just- What's wrong?"

For Twilight was staring vacantly into an empty street, her mouth hanging open, and Spike was finally breaking down into choked, hysterical laughter. For a while, all the fillies could get out of him were gasps of "Deep Pink!"

When he had recovered, he leaned against the doorway, wiping a tear from his eye and said happily, "I think I'm really gonna enjoy Ponyville."

06- In Which Twilight Makes a Friend

Rarity was nervous. When Rarity got nervous, she had a terrible habit of babbling uncontrollably about everything and nothing. She realized she was doing it now, but could do nothing to prevent herself from rambling on and on about Ponyville- and herself- to the newcomers. She simply couldn't help it. She had never met strangers from Canterlot before, and she was petrified that she would make a bad impression.

Not only that, but Spike has polished his scales and was sparkling like a diamond mine! He had complimented her outfit (once he had stopped laughing at Pinkie's antics, that is), and Rarity was all a-flutter. Her laugh was pitched just a bit too loudly to be decorous, and she kept forgetting what she had been saying in the middle of sentences. This made for an odd conversation, at least from Twilight's end. Spike was listening with one ear, still chuckling to himself as they walked.

"Well now, where was I? Something about school- Oh, that reminds me! Twilight, darling, I know you're privately tutored by the Princess herself, Princess Celestia, I mean, what filly wouldn't jump at that kind of opportunity! And no homework, too, that must be wonderful! Not that I don't like school, I'm actually one of the top in my class! Not to brag or anything, but facts are facts, and- What was I saying? Oh, yes! Are you going to be attending school? I know it's spring, and it's almost over, but I'd sure you'd have so much fun getting to know everypony! And our teacher, Mister Weatherby, is just wonderful! He's so knowledgeable when it comes to history, although his hoofwriting is simply atrocious."

Rarity was quite proud of atrocious; it was the word of the day on her calendar. She made a point of having the most sophisticated vocabulary of any filly in her class, and affected a faux-Canterlot accent that, while surprisingly good, would never pass to ponies like Twilight, who had grown up there. Of course, Twilight being Twilight, she didn't even notice Rarity's lilting tones.

Rarity made the little lavender filly a bit nervous- she was so outgoing, and reminded Twilight uncomfortably of the snooty fillies she had known far too many of in Canterlot. But she was warming up to Rarity, in no small part due to her announcement that she had stopped Pinkie from throwing them a welcome party that night. Twilight shuddered at the thought of a party where everypony's attention would be turned on her. And she would, without a doubt, be expected to socialize! No, thank you. Twilight was grateful for Rarity's thoughtfulness, and felt herself beginning to like this filly, despite how prissy she had seemed at first.

"I won't be going to school here, no. Like you said, it's almost summer, and I'm probably ahead of the class anyway. Um, no offense."

Rarity waved it away with an airy hoof. "Oh, none taken! It's a pretty boring class, unless Mister Weatherby decides to go off-topic and give us a really interesting lecture. I usually spend most of it sketching dress designs in the margins of my schoolwork."

Twilight smiled tentatively at her. "Once, when I first became her student, the Princess caught me doing equations on my creative writing homework. I thought she was going to punish me, but she just laughed and gave me double the math homework for the night!"

"And that wasn't a punishment?"

"Well, it was, but I thought she was going to send me to the dungeons, so I figured I was getting off easy!"

The fillies giggled together, and began to relax. Spike, strolling along next to them, sighed with relief as he noticed. He had been worried that they wouldn't get along, or even- Celestia forbid- that they would get into a fight. Twilight was a lot of things, but easy to get along with wasn't exactly one of them. When confronted with foals her own age, she tended to withdraw, using her incredible intellect as a shield, and they tended to see her as antisocial, and a know-it-all. But this Rarity filly, she was getting along with his charge as easily as if they had known each other for years! A glimmer of hope appeared; maybe Twilight would finally make a friend her own age. University professors, big brothers, foalsitters, and princesses were and well and good, but a filly needed other little fillies to play with. Spike wanted for Twilight what he had never had, and here it was, having practically jumped into his lap!

"So, Spike, how are you related to Twilight? I mean, you're obviously not related, but you know what I mean. Are you her bodyguard? You're certainly big and strong enough." Rarity fluttered her long lashes at Spike, who missed a step and stumbled, nearly landing face-down on the packed dirt road. Twilight sputtered with barely contained laughter, and Spike glared at her.

"No, I'm definitely not her bodyguard. Although I do protect her from falling boxes when she uses her magic to lift things that are way too heavy for her." This shut Twilight up. As the student of an all-powerful alicorn, the limitations of her own magic were a sore subject, and Spike knew it. He relented.

"Nah, I'm just here to look out for her and help out. I don't really have a title, the Princess just sent me to assist her."

Twilight perked up, shaking off the comment about her magic. "Yeah, she decided I could use an assistant this summer!"

Spike rolled his eyes. "I thought I was your BDBFF, not your assistant."

Twilight turned to confer with Rarity briefly, and the fillies whispered together in tones too low for Spike to overhear. Then Twilight turned back to him, grinning confidently. "You can be both."

Spike groaned as the unicorns roared with laughter. They proceeded in this fashion, meandering through Ponyville as Rarity, their honorary tour guide, pointed out landmarks and important buildings. "This is Town Hall. It's a bit... plain for my tastes, but it's one of the more impressive buildings in town. And you see that red building there? No, there- That's the schoolhouse!"

There really wasn't much to see, and they did a circuit of the park before turning and moving back down a different street in the general direction of the library, led by Rarity. She was giddy in her excitement, leaping ahead before remembering herself and falling back at a more sedate pace.

"I was hoping you two would accompany me for a late supper before going home tonight," she told them proudly, revealing the piece de resistance of her tour. "I've made reservations!" The newcomers were amenable, so off they went, the warm spring air toying with the girls' manes and tickling the ovaloid spines on Spike's back.

The trio had made their way down Blueberry Street, and was approaching their destination. The bellies of the clouds that dotted the sky were stained pink and orange with the light from the setting sun, and the air was fragrant with the flowers that bloomed in window boxes and along the roadside. The Canterlot natives had to admit that, while not a hub of sophistication, Ponyville was certainly a beautiful little town.

As they approached the low-slung stone building, deliberately built to look roughly-hewn and rustic, the air grew rich with another scent: the smell of Bitalian cuisine, wholly out of place in a tiny country town, drifted tantalizingly through the air. Rarity stopped them as they reached the inviting entryway, laced with ivy and set with cobblestones underhoof. She gestured grandly, an obvious look of pride on her face.

"Welcome to Ristorante Marediso! The best- well, the only- gourmet restaurant in Ponyville."

Spike was impressed. He knew how classy these sorts of places were, and he wondered how on Equestria a little filly could have made reservations, let alone how she intended to pay. I hope she doesn't expect me to pay. I didn't bring any money with me. I really don't want to have to wash dishes for the next few weeks to pay it off, he thought nervously.

They entered, and were bathed in warm golden light and soft music from an unseen stringed instrument. A tall, light blue stallion in a waistcoat smiled down at Rarity over his spectacles. His voice was smooth and slightly accented. "Ah, the young Miss Rarity! And you gentlefolk must be her new friends. Come, I have your table ready."

Without waiting for their answer, the stately server had swept away down an aisle lined with velvety booths. Twilight looked at Spike, mouthing "friends?" behind Rarity's back. The tall dragon smiled understandingly, but with a firm claw he led his charge to their booth. Twilight allowed herself to be dragonhandled, but her mind was somewhere far away. Friends, huh? A smile tugged at the corner of her mouth, and she bounded ahead to catch up to Rarity.

07- An Unexpected Party (Pony)

As Rarity and her new friends were tucking into a scrumptious meal of pasta with alfalfa-alfredo sauce, there was a heated argument in progress on the other side of town. Two little pegasi were forcibly restraining a manically energetic Pinkie Pie, although only one of them was really doing any restraining. The other had a trembling hoof extended and was resting it ever so delicately on Pinkie's back. When the earth pony filly let out a whoop and tried to wiggle out from under their restraining hooves, the retiring pegasus squeaked and withdrew her hoof. The other filly was determined not to let Pinkie escape, and her rainbow mane fell into her eyes as she struggled with her quarry.

"Rainbow! Fluttershy! You gotta let me go! I have a party to plan!" Pinkie yelped. Rainbow Dash only scowled and put Pinkie in a headlock.

"No way, pal. You literally just told us that Rarity asked you to leave them alone! I'm not gonna let you break a promise like that!"

Fluttershy nodded nervously, cautiously reaching out to put a helping hoof on Pinkie once again. "Sorry, but Rainbow Dash is right, you know. Friends don't let friends betray the trust of friends, even if their friends just want to make their friends happy... um, I think."

Pinkie groaned. "But I can't just not throw a party! Especially a super-important Welcome-To-Ponyville extravaganza like this! All that partying's just building up inside me! Look what it's doing to me!"

She held up a pink hoof to demonstrate, and indeed, her whole leg was quivering at an uncomfortable rate. "I got the no-party shakes! Have a heart, guys!"

This did not have much of an effect on Dash, who just scoffed and rolled her eyes, but Fluttershy was full of pity for her party-deprived friend. "Oh no, I didn't realize you were suffering! M-maybe just a teensy-weensy little party wouldn't hurt anypony?"

Rainbow Dash rolled her eyes as far back as they would go. "Flutter-shy, Pinkie'll be fine. It's only one night, after all. She can throw her lame party or whatever in the morning. Sheesh."

Pinkie Pie sighed, and her mane drooped a bit. "Okay, okay. I promise I won't throw any parties until tomorrow."

Rainbow eyed her suspiciously. "Really? You promise?"

Pinkie nodded as well as she could with Dash's foreleg still restraining her. "Yep yep! And when Pinkie Pie makes a promise, it's a sure thing!"

"Somehow, I don't quite believe this particular promise, Pinkie."

"Well, it's true! Cross my heart!"

Rainbow Dash snorted. "That doesn't even mean anything! You might as well tell me you'll start flying."

Fluttershy piped up. "Oh, I hope so! That would be nice, if Pinkie Pie could fly with us."

Pinkie grinned and tried to bounce enthusiastically, but was still pinned by Rainbow Dash. "I hope so too! Yesterday I fell off a table in Sugarcube Corner when I tried to fly, but all that happened was that I smushed a few cupcakes with my face." She licked her lips. "They were so-o-o yummy, though!"

Rainbow groaned. "Focus, Pinkie."

"Okay, okay! I give you my Pinkie Pie one hundred percent guaranteed promise! Cross my heart and hope to fly. And- and stick a cupcake in my eye, too!"

Rainbow Dash had to laugh. "Oh, whatever. Here."

She stood, permitting the little pink filly to resume her usual bouncing. Fluttershy smiled, relieved that her friends had worked everything out.

"So, um, about these new ponies that Rarity's with. Are- are they nice? I hope they're nice." Fluttershy softly inquired. Pinkie beamed at her, her bounces unceasing.

"Oh yeah, they're super nice! Except they're not ponies. Well, one of them is, but the other's a dragon. He's-"

There was a tiny scream. It was hardly audible over Pinkie's chattering, but considering the source, it was loud enough to make the other two fillies stop and stare.

"Oh, no! There's a d-dragon in Ponyville? Oh no! No no no!" Without another word, the slender pegasus turned tail and bolted away from the town. Rainbow Dash and Pinkie stared at each other for a moment, speechless. Finally, Pinkie Pie spoke.

"Do you think she'll still come to the party tomorrow?"

Author's Note

Short chapter here, but the next one will cover the dinner! Don't worry, I'll have it out as soon as EFNW ends, unless my unreliable laptop conks out on me again!