Disclaimer: Hasbro owns the rights to Equestria and all of its inhabitants. Frank Sandalwood, belongs to me.

Chapter 2

"Stories?! I love stories!" the pink pony before him said. There was literally a whirlwind of activity, and then sitting before Frank with rapt attention, was Pinkie Pie wearing a nightie, with her hair in curlers. "Okay, I'm ready!"

Frank opened and closed his mouth a few times, unable to comprehend or process what he had just seen. She had just pulled things literally out of midair, and the worst part is, the rest of them were acting like this was... normal. He slumped on the bench, just staring at the scene before him. Either the potion was wearing off, or this was just too much for even it to handle.

"What? Do I have something on my face?" she asked, before pulling out a hand mirror and examining herself in great detail.

"She just... how.... the mirror...., " Frank stumbled over his words while making vague gestures at the pink pony. Twilight came to his rescue by turning to him and saying, "That's just Pinkie Pie being Pinkie Pie. Now, can you just look at me and tell us your story?"

He gazed deep into her eyes and saw something that he hadn't seen in a long time, friendship and understanding. Without wanting to, he smiled, which Twilight then matched. Feeling better he continued to look at Twilight while he related the events that led to him being here.

The words came out haltingly at first, as if he didn't know where to start but he picked up speed and confidence as the ponies nodded and listened attentively. When he got to the part of wanting to kill himself, the ponies and dragon gasped in surprise and Fluttershy, the shy yellow pegasus reached out and laid her hoof on his hand in an unmistakable gesture of sympathy. Even the mane of the normally upbeat Pinkie Pie's mane started to droop, as he said things she had never even imagined. Frank continued his tale and his meeting with the old woman in the forest, his subsequent transformation and showing up outside of town before coming in and scaring everybody.

"And then I found myself here, and you girls... or fillies if you prefer, show up."

There was a moment of silence as the fillies digested this information. Then with an almost audible "sproing", Pinkie Pie's mane poofed back into shape. Frank pulled back slightly in surprise on seeing this, but that didn't stop the pink pony from continuing.

"I know how to turn that frown upside down." Then in total denial of physics or common sense she seemed to levitate off the ground before shooting off into the sky to who knows where.

Frank followed her trajectory until she was just a dot before he turned to Twilight and asked a little uncertainly, "She's just being herself again?" Twilight nodded sagely which didn't really explain anything but it seemed like the only explanation anybody... or anypony, as the case was, would be able to give him. Frank sighed and rubbed his eyes. This world was going to take some getting used to.

"Okay, uhmmmm, is there a place I can maybe get some water, or something to drink? All this travelling and talking has left me a little parched."

"Common water dear?" Rarity, the alabaster one said, with a wave of her hoof. "You're a guest in Ponyville, so you should have only the best that our little town has to offer."

"Thank you miss...." Frank asked probing for her name.

"Rarity, darling", she replied with a coquettish smile, before turning to the only pony that seemed to be wearing any kind of clothes. It was only a Stetson, but it was the first piece of clothing he had seen these ponies wear. "Applejack, would you have any cider left at the farm for this thirsty traveler?"

"Rarity, ah don' rightly know, " she said avoiding Rarity and Frank's gaze.

"Oh c'mon Applejack. I know it's not cider season anymore, but you always have a couple barrels left over in the cold cellar for special occasions. And this new guy coming here is a special occasion, " said Rainbow Dash, the cerulean pegasus, with her prismatic mane and tail.

"That's enough outta you, Rainbow Dash! This ain't about him. You'll make any excuse to get some cider!" Applejack said with a little more anger in her voice.

"I don't want to cause any trouble here. I mean, water is fine, I don't need cider, " Frank said hoping to defuse the situation, before it exploded into something bigger. He also didn't want to anger Applejack, any more than he seemingly did already. For some reason, she, out of all of them, seemed to be angry with him.

"No, it's not right. Besides I'm sure that Pinkie Pie has already set up the barn for a welcome party for Frank, so we should do the right thing and bring him over. I am sure that none of you want to deny Pinkie Pie her party." The rest of the company nodded, and Fluttershy shivered at the thought of Pinkie Pie going all Pinkamena on everypony.

They started to walk, and Frank was pleased that Applejack slowed down to talk to him, maybe they had just gotten off on the wrong foot... or hoof as it were and she wanted to apologize. "Now you listen here. Ah don't know who you are, or why you're here, but ah've got my eye on you. If'n you hurt any of my friends, ah'll kick yer flank into next week. You got that pardner?"

"Loud and clear, Applejack. I'm not here to make any trouble, and I hope that someday we can be friends."

Applejack just looked at him, and nodded once before trotting forward to lead the way, and leaving Frank to follow the pack. He marveled again, at how easily it was to walk without having to carry all that extra weight around. In his old body, he would have been huffing and puffing by now, and begging to take a few minutes to catch his breath. But now, he felt like he could walk forever. One thing about all this was bothering him though, the witch, or whatever she was, that sent him here, said that he'd find love. But all he saw so far were ponies. And that baby dragon. Did she mean that he'd find love with a pony, of all things? No, that wasn't possible. That's bestiality, and he'd never been attracted to animals in that way. No, there had to be a different way. Maybe another human somewhere in this land, or at best a humanoid female. His mind flashed back to the last Star Trek movie, and that green alien that Jim Kirk was fooling around with. Something like that would be nice.

As he walked he pictured one of the ponies before him, but in a more human-like form. Walking upright, with fingers, maybe she'd still have hooves, but she'd definitely have breasts, and the tail would be kind of sexy too. He imagined some colorful pastel colored pony-woman standing before him, stark naked and with naked lust in her eyes. He smiled, only to realize that as they were walking, he was staring at the butts of the ponies before him, and he also realized that they were naked themselves. In fact the only thing covering their... errr, privates, was the tail. A quick flick to the side, or a gust of wind, and they'd be exposed. How did pony society deal with this? Was it simply not a big deal? Or was there some significance to it? The more he thought of it, the more he stared, and the more he stared, the more he wondered about pony sexual practices. This shock sent his arousal into a nose dive, which was a good thing because the last thing he needed now was a stiffy in his pants. Seriously, what kind of sicko would want to screw a pony?

There was no time to ruminate on this, as they walked through a gate with "Sweet Apple Acres" plastered above their heads. Luckily it was high enough, that Frank didn't have to dip his head to enter. They were greeted by three little fillies, who took one look at Frank and immediately jumped on him, shouting, "Cutie Mark Crusaders Monster Hunters!"

Frank fell to the ground, and before he knew what was happening, the three fillies had managed to truss him up like a hog. They congratulated each other, then eagerly looked at their flanks. Only to get disappointed a moment later, when no cutie mark appeared.

"Whut in tarnation are all y'all doin'?" Applejack asked the girls, as she helped to untie Frank.

"Was just sayin' hello, when we saw that there monster bein' all sneaky, and lookin' at yer behinds."

"Yeah, and what better way to try to get our cutie marks than to capture him? It was pretty easy though. Maybe that's why it didn't work, " the small pegasus said.

"Sorry 'bout all that Frank. These here fillies are a little eager to get their cutie marks, and sometimes get a mite carried away."

"That's alright, no harm done." Frank leaned down and introduced himself properly to the little fillies, who in turn introduced themselves to him.

"Now that we have that out of the way, let's get some cider!" Rainbow Dash said eagerly.

The Cutie Mark Crusaders cheered on hearing that and raced to the barn. Frank wandered over to Twilight to ask about what just happened, and what they meant by cutie mark.

"Every pony has a mark on their flank showing their special talent or skill. Mine's in magic, " Twilight said while Frank took a look at it. "When we discover what it is, we get the mark. Now those fillies are trying really hard to get theirs but they're going about it all wrong."

"What do you mean?", inquired Frank.

"It's not something you can force to happen. It's something you feel deep inside when you're doing it, or seeing it for the first time. They're trying everything to get it done, when all they should do is really just let it happen."

Frank nodded, not fully understanding what a cutie mark was but he at least got the concept. He also found himself to be comfortable in the company of not only Twilight, but the rest of the fillies as well. He had never felt this way around people before, and he thought that maybe, just maybe, these would be the friends that the witch had spoken of.

They entered the barn, and Frank wasn't prepared for what he saw next. Within the time it had taken them to walk from Ponyville, Pinkie Pie had managed to set up the barn into a party room complete with balloons, streamers, bunting and a large banner that said "Welcome!"

Frank stood there, mouth agape as he took this all in, but the fillies all took it in stride. It was obvious from the way they were acting, that things like this were no longer novel.

"There you are! I was wondering how long it would take you to get here! Welcome to your party Frank!" she then pulled out a cannon, and aimed it right at him. He barely had the chance to cover his face, when it exploded and he found himself covered in confetti and strangely enough, a party hat. He stood there dumbly for a moment, and felt a wooden tankard thrust into his hands. Without thinking he took a sip, and his face went slack. He stared at the foaming mug, because it had to be the most delicious apple cider he had ever had in his life. He took another tentative sip, before gulping the whole thing down as quickly as he could.

It washed away his thirst, and the dust in his throat from the travels, and he eagerly went over to the barrel to get himself another mug. Applejack reluctantly poured him another, and he resisted the urge to just chug it down right there. No, this one he'd savor, and really show his appreciation for Applejack, and the rest of the fillies.

The music started playing, and Frank felt a little uncomfortable because he didn't know how to dance, but from the looks of things it seems like several ponies also didn't know how to dance. Twilight was doing some frantic dance in the middle of the floor, really getting into the music even if she had no sense of rhythm whatsoever, but her joy was infectious, and Frank couldn't help but be drawn in. Soon, everypony was dancing and jiving in their own way.

But as all good things go, the party needed to end eventually, and it was then that Frank realized he had a problem. While all the fillies obviously had a place to stay, he didn't, and he didn't know how to ask any of them if he could crash on their couch, or even if ponies had couches.

He stayed a while, looking as nonchalant as possible, but couldn't quite get the look right, so he just kind of slouched by the door. He did notice that Applejack and Twilight both were talking to each other, and glancing his way time and again. They seemed to be arguing about something, and finally Applejack stamped the floor and gave a firm nod to Twilight, before Twilight came trotting over and asked cheerfully, You ready to go?"

"Go where?" Frank asked, a little confused.

"You don't have a place to stay, do you? Well, I have room at the library, even if it is in the stockroom. But we can set you up there for the time being, until you find a place of your own. Let's go, " she said as they left the barn.

"What was that thing going on with Applejack? She didn't seem happy with what you two were talking about."

"Oh, she's just like that, and wants to make sure that nothing happens. I told her not to worry, and I could take care of myself. Besides you need a place to stay, and I have the room for it."

"Thank you. Maybe I can help you out in the library, or something, as a way of saying thanks."

Twilight smiled at him, and it made him feel good to see a genuine smile from somebody, even if they weren't human. Frank smiled back ,and thought to himself that this trip might actually be what he's needed, for a VERY long time.

Author's Note

I apologize for the ridiculously long wait. I hope you are still interested in reading this story. I really hope it does not disappoint. I will start on a new chappie, since life has been a bit freed up for now. Soooooo, ummmmmmm, ENJOY!