My Little Pony: Nine Elements Book 1

by BlueBioWolf


Chapter 14: Suited for Success (S1:E14)

My Little Pony: Nine Elements

Written by Brandon Nell and Blake Hawkins

Additional suggestions by Rachel Ravens

Chapter 14: Suited for Success

Three days after Spike and Rarity found the frozen stallion, said stallion had been taken to the Ponyville Hospital to thaw. Progress on that was slow-going. However, on this particular day, Rarity’s mind was occupied on something else.

“Oh, Opalescence,” Rarity said, talking to her pet cat. “Can’t you just picture it? Moi, stepping out in a stunning new gown at the Grand Galloping Gala in Canterlot!”

The Persian cat took little interest in what her owner was saying, being more engaged in the nap she was taking. Rarity then took a long bit of fabric and she wrapped it around herself. She then walked on acting as if she was at the event, not noticing that her pet was disturbed from her nap since she was resting on the very fabric Rarity took.

“Why, yes,” Rarity said to an invisible bystander. “I did make it myself. Thank you so much for noticing.” She then batted her eyelashes at her reflection in her full body mirror.

Opalescence attempted to nap on another piece of fabric. But, once again, she was disturbed. The cat growled lowly in annoyance. Before Rarity could respond, there was a knock at her door.

“Who is it?” Rarity called.

“It’s me, Spike,” a familiar voice answered.

“Ah,” Rarity exclaimed happily. “Come in. The door is unlocked.”

The little dragon entered and made it to Rarity’s room. “Anything you need help with today?” he asked.

“I might have some things I’ll need your help with,” Rarity said. “I’m working on my dress for the Grand Galloping Gala, so after I finish that, I’ll need to start work on your suit.”

Spike looked a little down. “Okay…” he said.

Rarity noticed this. “What’s the matter, darling?”

“It’s just,” Spike said. “I still remember the three times I tried going to the Gala with Shining Armor. I’m not sure this’ll be any different.”

“I can understand your worries, Spike,” Rarity said. “But, given that you have the VIP Pass, there is likely to be a change. After all, she did say that if the guards give you trouble, you can turn their attention to Celestia and Luna.”

“I guess that will help… somewhat,” he sighed.

“Don’t worry, Spike,” assured Rarity. “You’ll have us on your side, too. By that, I mean Caramel and the girls.” The white unicorn stepped up to Spike and rubbed his left cheek for good measure.

“Thanks, Rarity,” said a grateful Spike. “Can I help with anything in the meantime?”

As Spike and Rarity discussed, Opalescence had seen the scene going on and grew a little bit jealous of Spike. She then slunk over and tried to slash him with her claws. However, to her surprise, her claws ended up being stuck in the scales on Spike’s back and he didn’t even react.

Unaware of this, Rarity walked around Spike while thinking about a task to give him. “Well, perhaps you can see to it that–” Her thought process was interrupted when she suddenly noticed– “Opalescence has her claws in your back!!!”

“Huh?” Spike asked quizzically. He then looked to see the very cat on his back. “Huh, look at that.”

His casual tone further surprised Rarity. “Spike,” she said. “Those claws have effortlessly cut off parts of my mane on several occasions and they’re in your back! You don’t feel them?”

“I have thick scales,” Spike said. “I can’t feel a thing. In fact, if you ever misplace a pincushion, I can be used as a stand-in for one.”

“Even if you couldn’t feel it,” Rarity said. “I would never ask you to do such a thing. Twilight would think I was using you and never trust me alone with you again. That means I wouldn’t be able to take you on gem hunts anymore.”

“I would talk to her about it,” Spike said. “I would mention that it was my idea, not yours.”

“Regardless,” Rarity said. “Twilight only agrees to you helping me on the condition that I don’t take advantage of you. If I allowed you to stick pins in yourself regardless of whose idea it was, how do you think that would reflect on me?”

“Very poorly,” Spike said after thinking it over. “Okay, forget I brought it up.”

“Good boy,” Rarity said. “Now, please hold still as I remove Opal from your back.”

“Okay,” Spike said as he held still.

“Now, I want to apologize in advance,” Rarity said.

“Don’t worry about it, Rarity,” Spike said. Rarity kept a hoof on his tail as she used her magic to pull Opalescence off of Spike. It took a few tries, but, soon, the cat’s claws came out like a cork coming out of a bottle.

“Were you trying to slash Spike out of jealousy, Opalescence?” Rarity said, scolding the cat. The cat simply made a face that said ‘What if I did?’ “Let me make something perfectly clear, Opalescence. You must never lay a claw on him again or out you go. Spike is a good friend. You do NOT slash friends.” Opalescence made a face as if to say that she got the message. “Now, I feel a slight citation is in order.”

“What do you mean by that, Rarity,” Spike asked curiously. His answer came in the form of Rarity giving Opalescence various supplies.

“There we go,” Rarity said. “That should teach her how to behave a little bit.” She then began working on her dress.


As Rarity continued to work, Twilight and Applejack entered Carousel Boutique. Spike was sitting patiently near Rarity’s desk. Before Applejack could shout a greeting, Spike held his finger up to his mouth.

“Just so you know, Rarity,” Spike said softly. “Twilight and Applejack are here.”

“Oh, they are?” Rarity asked. Spike quietly nodded. Rarity turned to face the other two mares. “Anything I can help you with?”

“I’m sorry to trouble you, Rarity,” Twilight said as she grabbed something from the saddlebag she was carrying. “But, I need a quick favor. Can you fix this button for me?” She laid the item on Rarity’s desk, which turned out to be a small frilly dress with a loose button. Spike instantly recognized it.

“Hey, isn’t that the dress you wore at Shining’s graduation about eight years ago?” he asked.

Twilight nodded. “It suited me then, so it’ll work for this occasion.”

“I wouldn’t be too sure, Twilight,” Spike said. “You were a filly when you last wore this. You’re a bit bigger now.”

Twilight sighed. “I guess you’re right. I’ll take a look through my wardrobe later to see what I can find.”

“No need to do that,” Rarity said. “I can make you a brand new dress.”

Twilight was surprised. “You don’t need to do that, Rarity.”

Rarity, however, wouldn’t hear of it. “It’s no trouble at all,” she insisted. “Consider it payment for helping us get that frozen stallion to the hospital.”

“Well, only if you’re sure,” said Twilight. “I mean, you are making your own dress and a suit for Spike as well. That’s three whole outfits.”

“I admit it is a large order,” Rarity admitted. “Especially considering I don’t have any ponyquins that match Spike’s body type, but, I enjoy a challenge.”

“Well, sounds like ya have yer work cut out fer ya, Rarity,” said Applejack. “Just don’t push yerself too hard. Believe me, ah know what that can do…”

“Hmm… Applejack?” asked Rarity. “What are you wearing to the gala?”

“Ah’ll just go in mah work duds,” Applejack said. “Caramel’s wearin’ some mah family gave him.”

Rarity was flabbergasted. The idea of attending a formal event with such low class attire was unheard of to her.

“Work duds?” Rarity gasped. “I’ll not hear of it. You two are going on a date at the Gala, so you should wear something much more appropriate.”

“Ah tried wearin’ high class clothes when ah lived in Manehattan ten years ago,” Applejack said. “Didn’t really work out.”

“Yes,” Rarity added. “But, you’re not moving to Canterlot. You’re only going for a one night event. Maybe I can spruce up yours and Caramel’s duds a bit.”

Applejack considered. “Well, okay,” she said. “Since yer offerin’. Just don’t make ‘em too fancy. Don’t want nopony else thinkin’ we’re some high-falutin’ fancy-pantses.”

“Deal,” Rarity said.

Just then, Caramel came trotting in. “Spike, girls, I think you may want to watch out.”

“For what?” Spike asked.

Caramel tried to remember what he was trying to warn them about when–

“LOOK OUT BELOW!” a familiar voice called out.

“That’s what! Or rather, who,” Caramel said.

Rainbow Dash crashed through the roof of Rarity’s shop-slash-home, knocking over some ponyquins. “Sorry, Rarity,” she sighed. “New trick. Didn’t quite work.”

Rarity wasn’t happy. “Rainbow Dash,” she said sternly. “You’re paying for the hole in my roof!”

“Duly noted,” Rainbow nodded, sheepishly. “How much?”

“Including materials and labor,” Rarity said. “It’ll be 2000 gold bits.”

“Got it,” she replied. “I’ll be right back with the bits.” She got up, tangled in fabrics of different colors. “Uhh… please could I get some help?”

Rarity studied the brash pegasus for a moment when inspiration struck.

“Idea!” Rarity exclaimed. “I’ll make you an outfit for the Gala, too, Rainbow!”

“A what for the what now?” Rainbow said.

“The Grand Galloping Gala?” Spike said. “The one you and five of your friends got two tickets for?” Rainbow stared blankly. “A week after vanquishing Nightmare Moon?” Rainbow stared blankly more. “That I was given the VIP Pass to go to after you, Twilight, and most of the others tried to return the tickets?” Seeing that Rainbow still didn’t recognize it, Spike presented his VIP Pass with a bored/annoyed expression. “You wanted to go to see the Wonderbolts?” At last, Rainbow remembered.

“Oh, yeah!” Rainbow exclaimed. “Sorry, guess that crash gave me a little thunk on the noggin.”

“Wouldn’t be the first er last time,” Applejack quipped.

“Yes,” Rarity said. “I’ll make gowns for you three and of course Pinkie and Fluttershy. And of course, a suit for Spike.”

“Are you sure about that, Rarity?” Caramel asked. “I don’t pretend to know anything about dressmaking, but, making five and a suit for Spike is a pretty tall order. And what about your own dress?”

“Oh, Caramel,” Rarity said, a confident smile growing on her face. “I’ve made gowns and suits for the Gala before and the event isn’t until the end of the season. You make it sound as if it’s going to be hard.”

“N’ what about Caramel’s work duds?” Applejack asked.

Caramel was surprised. “What’s that now?”

“Ain’t that what yer fixin’ ta wear ta the Gala?” Applejack asked. “The work duds we gave ya?”

“That’s not what I meant,” Caramel said. “I was asking why you asked Rarity about them.”

“Rarity offered ta spiffy ‘em up,” Applejack explained. “Same with me.”

“Don’t worry,” Rarity said. “I’ll make sure they’re both practical for the gala and comfortable for your date.”

Caramel winced. “I don’t have any money on me. I leave my bits in my room at the Sweet Apple Acres guest house.”

“That’s alright,” Rarity said. “I do offer the option of payment after the finished product is complete. Though, this time, I’ll be doing it free of charge.” She then had another idea.

“What are you thinking, Rarity?” Twilight asked.

“Why not have a fashion show with the dresses?” Rarity said.

“That’s a fun idea,” Twilight said excitedly. “It would make me think of the games of dress-up I would play with my foalsitter.”

Spike got an idea of his own. “Please excuse me,” he said as he headed for the door. “I have something to take care of.” He then left after closing the door behind him.

The ponies were confused. “What was that about?” Rarity asked Twilight.

“I’m as confused as you are,” Twilight said. “I hope we didn’t upset him.”

“If we did,” Rainbow said. “It’s pretty weird that he was smiling as he left.”

“Well, we’ll find out what’s goin’ on when he gets back,” Applejack said.

“In the meantime, go tell the others,” Rarity said.

“We will,” Twilight said. “And thank you in advance, Rarity.”


After Caramel and the mares left, Rarity began singing to herself.

Thread by thread, stitching it together
Twilight’s dress, cutting out the pattern snip by snip
Making sure the fabric folds nicely
It’s the perfect color and so hip!
Always got to keep in mind my pacing
Making sure the clothes’ correctly facing
I’m stitching Twilight’s dress~

Yard by yard, fussing on the details
Jewel neckline, don’t you know a stitch in time saves nine
Make her something perfect to inspire
Even though she hates formal attire
Got to get these duds all looking great
Making sure they’re perfect for her date
It’s Applejack’s new dress~

Dressmaking’s easy, for Pinkie Pie something pink
Fluttershy something breezy
Blend color and form-
Do you think it looks cheesy?”

The only one present was Opal, who simply mewed in response.

Something brash, perhaps quite fetching
Hook and eye, couldn’t you just simply die!
Making sure it fits forelock and crest
Don’t forget some magic in the dress
Even though it rides high on the flank
Rainbow won’t look like a tank
I’m stitching Rainbow’s dress~

Piece by piece, snip by snip
Croup, dock, haunch, shoulders, hip
Thread by thread, primmed and pressed
Yard by yard, never stressed.
And that’s the art of the dress~


Later, Rarity summoned her friends and Caramel. All of them had their eyes closed.

“That’s it,” Rarity said, guiding them inside the room. “Keep them closed. Don’t look.” The friends eagerly had their eyes closed. “Okay,” Rarity said. “You can look now!”

They all opened their eyes. They gasped with surprise at the amazing dresses and tuxedo on Ponyquins. Caramel made an impressed whistle.

“You made all these in under an hour?” he asked.

“I did indeed,” Rarity said. “What do you think of your old duds now? Pretty swanky, are they not? And here’s your gown, Twilight. I tailored each one to match your unique personalities. Oh, it took me forever to get the colors right on this one, Rainbow, but, I did it. And it turned out beautiful, don’t you agree. And I know you’re going to love yours, Fluttershy. It sings Spring. And Pinkie, look! Pink! Your favorite! Aren’t they all amazing?” as Rarity was showing off her hoofy-work, Opal was padding around, marveling at each of the dresses and Caramel’s suit/modified duds, which consisted of boots and overalls that now resembled a tuxedo.

“I’ll say they are,” Caramel said. “Amazing how you made my hoof-me-downs look like a tux.”

The mares, however, were speechless. They weren’t sure what to say and this gave Rarity a slight touch of concern. At last, Twilight ventured to speak.

“Wow,” Twilight said. “They’re…” She couldn’t find the words.

“Yeah,” Rainbow tried to say. “They’re, um…” She too struggled.

“They sure are…” Applejack said. “Somethin’.” It wasn’t much, but, the others went with it.

“I love something!” Pinkie squeaked excitedly. “Something is my favorite!”

Fluttershy was the last to speak.

“It’s… nice,” she said softly.

Rarity, thanks to her Mystic Eyes, could tell they were holding back.

“Don’t you like them?” she asked. “You can tell me honestly.”

“They’re very nice,” Twilight said nervously.

“And we’re grateful you took the time to make them,” Rainbow added.

“But, they ain’t really how we figgered they’d be,” Applejack said bluntly.*

The others looked at Applejack at her remark.

“What’s the matter with you?” Rainbow said.

“Hey, she wanted us ta be honest,” Applejack protested. “Y’all were holdin’ back, n’ ah’m the Element o’ Honesty. What’d y’all think would happen?!”

“I guess what we’re trying to say is,” Twilight finally said. “They’re not what we had in mind.”

Rarity turned her head to Caramel. “What about you? Are these not the way you envisioned?”

Caramel put a hoof out. “Whoa, whoa, whoa, Rarity,” he said. “They do not speak for me. My suit’s perfect as it is.”

“You sure you don’t want any changes?” Rarity asked.

“None,” Caramel said. “I don’t feel right asking you to change something you already put so much effort into. It sounds pretty ungrateful to me.”

“Alright, then,” Rarity said. “As for these dresses, there’s more where that came from. These are just a first pass. You’re my friends and I want you to be one hundred and ten percent satisfied. Not to worry, I’ll make new ones.”

The mares, having heard Caramel’s words, winced a bit, knowing he had a point.

“Oh, Rarity,” Fluttershy said. “You don’t have to do that. They’re fine.”

Rarity, however, wouldn’t hear of it.

“I want these to be better than fine,” Rarity said. “I want you to think they’re absolutely perfect.”

“Y’all sure?” Applejack said. “It sounds like ya’d end up overworkin’ yerself, which ah told ya not ta do. We wouldn’t want ta impose, no how.”

“No imposition, darlings,” Rarity said. “Really, I insist.”

Though the mares felt a bit guilty having Rarity work harder, they felt it would be rude to decline.

“Well,” Twilight finally said. “In that case. Thank you again, Rarity.” She and the other mares left with a scowling Caramel.

Rarity smiled sheepishly, but, once they left, her expression dropped and she looked over the dresses. “What have I gotten myself into?”


Later still, Rarity was altering the dresses and wondering where Spike could be. At that moment, Fluttershy entered the room.

“Hello?” Fluttershy said softly. “You wanted to see me, Rarity? Is Spike here? I was hoping to invite him over for tea.”

“He’s not here at the moment,” Rarity answered. “He said he had something to take care of, but, he never told me what that was. Anyway, your new-new gown is ready. I completely revised it and I know you’re going to love it.”

Soon, Fluttershy was looking in the mirror at her dress.

“What do you think?” Rarity asked.

“I…” Fluttershy hesitated. “Love it.”

Rarity, with her Mystic Eyes, caught the detail in Fluttershy’s voice and face. “You’re just saying that,” Rarity responded. “No use trying to hide it from me. My Mystic Eyes may not detect lies, but, they can help me notice signs of somepony holding their opinions back.”

Fluttershy knew she couldn’t keep this up forever, so she decided to be upfront. “Alright, since you really want to know,” Fluttershy then took a deep breath and displayed something that Rarity was surprised to discover. “The arm’s a size tight, the middy collar doesn’t go with the shawl lapel, the hems are clearly machine stitched, the pleats are uneven, the fabric looks like tuile, you used a backstitch here when it clearly called for a topstitch or even a traditional blanket stitch, and the overall design is reminiscent of Pret-a-porter and not true Prench** haute couture.”

Rarity was utterly baffled by the detailed criticism. “You have a disturbing amount of knowledge on sewing.”

“I make a lot of blankets for the animals in my care,” Fluttershy explained. “I’d often borrow books on sewing from Miss Novel before she moved away.***” She then saw the look on Rarity’s face. “But, um, you know, um, whatever you want to do is fine.”

“Round up the girls,” Rarity said. “Clearly, the only way to get them what they want is to have them here and observe the process.”

Fluttershy did so after changing out of the dress.


Soon, the other mares were in Rarity’s boutique.

“I have a feeling Spike won’t be happy when he learns about this,” Twilight said as they climbed the stairs.

Rarity explained her new idea to the others.

“I guess that makes sense,” said Pinkie. “These dresses are going to be ours.”

“What do you want to see for your dresses?” Rarity asked.

“Well, maybe make mine look cooler,” Rainbow suggested.

“That’s not very helpful,” Rarity commented.

“I’ll know what I’m looking for when I see it,” Rainbow admitted. “It needs to be about 20% cooler.”

“Way ta narrow it down, Rainbow,” Applejack said sarcastically.

Rarity sighed. This was going to take a while.


“Now, the stars on my belt need to be technically accurate,” said Twilight. “Orion has three stars on his belt, not four.”

Rarity didn’t have Twilight’s intimate knowledge on astronomy, but, she simply went with it while singing.

Stitch by stitch, stitching it together
Deadline looms, don’t you know the client’s always right?
Even if my fabric choice was perfect
Got to get them all done by tonight
Pinkie Pie, that color’s too obtrusive
Wait until you see it in the light
I’m sewing them together~

Pinkie, suddenly having inspiration, began pitching ideas.

“Don’t you think my gown would be more ‘me’ with some lollipops?” Pinkie asked.

“Well…” Rarity started.

“Balloons?”

“Well…”

“Do it!”

Rarity sighed and continued working.

Hour by hour, one more change
I’m sewing them together, take great pains
Fluttershy, you’re putting me in a bind
Rainbow Dash, what is on your mind?
Oh my gosh, there’s simply not much time
Don’t forget, Applejack’s duds must shine
Dressmaking’s easy, every customer’s call
Brings a whole new revision
Have to pick up the pace, still hold to my vision

Soon, Twilight was showing Rarity a constellation.

“That constellation is Canis Major,” Twilight explained. “Not Minor.”

Some birds approached Rarity with a piece of parchment.

“Prench haute couture, please,” Fluttershy said softly.

Rarity groaned and levitated some fabric. She then met up with Applejack.

“What if it rains?” Applejack asked. She was suddenly struck with inspiration. “Galoshes!”

Rarity got to work and resumed work on Pinkie’s dress.

“More balloons!” Pinkie squeaked as Rarity added balloons. “Oh, that’s too many balloons.” Rarity removed them. “More candy.” Rarity added more candy when Pinkie immediately changed her mind. “Less candy. Oh, wait, I know! Streamers!”

Rarity was baffled. “Streamers?”

“Whose dress is this?”

“Streamers it is…”

While working on Rainbow’s dress, Rarity kept looking back at the pegasus.

“What?” Rainbow asked.

“Aren’t you going to ask me to change anything?” Rarity asked.

“No,” Rainbow responded nonchalantly. “I just want my dress to be cool.”

“That’s still not helpful,” Rarity said. “Do you not like the color?”

“The color’s fine,” Rainbow said. “Just make it look cooler.”

“You’re not giving me anything to work with,” Rarity said. “Do you not like the shape?”

“The shape’s fine,” Rainbow said, growing impatient. “Just make the whole thing, you know, cooler!”

“Why won’t you tell me what you want?!” Rarity said in frustration.

“I just did!” Rainbow insisted. “It needs to be about 20% cooler.”

Rarity was quickly losing patience. “Either give me something specific to work with or get out,” she said. “At least the others are making substantial suggestions.”

“Alright, alright,” Rainbow said at last. “Okay, so here’s what I’m thinking.”

The rest of the mares began singing a verse.

All we ever want is indecision," sang Pinkie before Rainbow chimed in.

All we really like is what we know," sang Rainbow before Twilight chimed in.

Got to balance style with adherence," Twilight sang before Fluttershy chimed in.

Making sure we make a good appearance," Fluttershy sang before Applejack chimed in.

Even if ya simply have ta fudge it," Applejack sang before all the mares besides Rarity joined in.

Make sure that it stays within our budget," they sang. However, that lyric gave Rarity pause.

“Wait just a minute here!” Rarity said, a record scratching noise accompanying her interruption. “Budget? What budget? I never charged any of you for these dresses.” Although, I probably should have, the fashionista said internally.

“No,” Pinkie said. “But, ‘budget’ was the only thing we could think of that rhymes with ‘fudge it.’”

“All the same,” Rarity said. “I have ‘dresses’ to work on.” On the “dresses” part, Rarity spoke with thinly-veiled sarcasm, which the others either didn’t notice or ignored. She then began to sing herself as the others left her to her work.

“Got to overcome intimidation
Remember it’s all in the presentation~!
Piece by piece, snip by snip
Croup, dock, haunch, shoulders, hip
Fold by fold, primmed and pressed
Yard by yard, always stressed
And that’s the art of the dress~!”


After the song, Rarity fainted and looked at the modified dresses in clear dissatisfaction.

“Oh, Opal,” Rarity said in exasperation. “These are the ugliest dresses I ever made.” I hope they appreciate the effort I expended, she thought. I don’t know how many more changes I can make.

Later, Rarity rallied her friends again.

“Okay,” said Rarity. “I did exactly what each of you asked for. Don’t hold back, because I’ll know. Let me know what you really think.” She pointed to her eyes, adding, “I’ll know if you hold back.”

The other mares looked at the updated designs as Caramel stepped in.

“Oh, my!” Twilight said excitedly.

“It’s perfect!” Fluttershy put in.

“It’s cool!” Rainbow exclaimed happily.

“They’re the best duds ah ever did see!” Applejack said.

“It’s exactly what I asked for!” The five customer ponies said.

Rarity sighed in relief before Caramel put in his two bits. “This has to be a nightmare!” the stallion said. “There’s no way Rarity could design such eyesores!”

“We helped,” said Pinkie. “And they are not eyesores. They are perfect!”

“What would you know about fashion, anyway?” Rainbow said rudely. “You can’t even remember what day it is.”

At that moment, there was a flash of light outside Carousel Boutique and seconds later, Spike came in. He was so excited, he didn’t even see the dresses.

“There you are, Spike,” Twilight said. “Where were you? We were so worried!”

“Well,” said Spike. “You know Hoity Toity?”

Twilight blinked, something stirring in her memory. “The bigwig fashion hotshot in Canterlot?”

“Yep,” confirmed Spike. “And one of the few ponies in Canterlot who doesn’t have anything against me.” He cleared his throat. “I got an idea when Rarity decided to hold a fashion show. So, I went to the library, wrote to Princess Celestia to come and teleport me and herself to where Hoity Toity was, and I talked to him about coming to see the fashion show. When he agreed, I asked the princess to teleport me right outside the front door to Carousel Boutique.”

“Couldn’t you have just written to Hoity Toity directly?” Rainbow asked.

“I can only send letters to Princess Celestia,” Spike explained. “And I can only receive things she sends.”

“Fair enough.”

“N’ ya could sell a ton o’ dresses ta this guy,” Applejack said excitedly. “Yer business would be boomin’!”

“That’s so cool!” Rainbow grinned.

“Yeah,” agreed Fluttershy.

“I can’t believe it!” exclaimed Pinkie.

“Amazing,” Twilight smiled. “We better get ready for tonight,” she and the others besides Rarity, Caramel, and Spike left.

When the other mares left, Spike was finally able to get a look at the dresses. He was disgusted by the sight.

“What the heck are those?!” he said.

“Well,” Rarity began. “Let’s just say I had some ‘help’ from the others.”

These are the dresses you made them?!” Spike said in disbelief. “They look terrible!”

“They weren’t her first try,” Caramel admitted. “I can’t remember what they looked like, but believe me, they were much better.”

“Oh, no,” Spike said, covering his eyes. “I’m so sorry, Rarity. I really jumped the cannon**** on this.”

“You had no idea, Spike,” Rarity soothed. “In fact, if it were my first pass, I’d be flattered by your gesture.”

“I wish I’d stayed a bit longer,” Spike lamented. “Maybe then, I could’ve done something to save the designs. I can’t ask you to work on my design now. I don’t want you working any harder than you already have.”

“Come now, darling,” said Rarity. “I always will make time for you. This might take my mind off… Ugh…” She shuddered. “Now, where’s my tape measure?”

Spike helped Rarity out, but, he didn’t have the enthusiasm Rarity grew accustomed to when he helped her out. Rarity could tell that Spike was upset with his friends. This was a feeling she also began to feel.

As she continued taking his measurements, Rarity could tell he was becoming submissive, a stark contrast to his usual assertive attitude. “Is something wrong, Spike?” she asked.

“The others have already been making you work so hard today,” Spike answered. “This morning, I wanted to help you out. Now, I feel like I’m burdening you with even more work.”

“Spike, you are not burdening me at all,” Rarity assured. “Far from it. I enjoy having you around and you deserve a handsome suit at the Gala. To be perfectly honest, you’re helping me in a big way right now. I don’t have any ponyquins matching your body type, so, I need you as a live model.” She rubbed his left cheek. “And I don’t want you to worry about repaying me, either. It’s all free. Chalk it up to experimentation. You’re helping me design something beyond my purview.”

Spike felt just a little bit better.


By the time Rarity had finished designing Spike’s suit, there were a lot of ponies outside the boutique. Spike swallowed the lump in his throat. “Well, looks like it’s time for the show,” Spike said, sounding more confident than he really was. The trio looked into the audience and saw an earth pony stallion with a phthalo bluish gray coat, a mane and tail of light sapphire bluish gray with light gray stripes, a Cutie Mark depicting a paper fan, purple sunglasses, hoof cuffs, and a flared collar and neckerchief around his neck. They knew at once that stallion was Hoity Toity.

“I’m not taking part in it,” said Caramel.

“I understand, Caramel,” Rarity said. “I won’t subject you to the same humiliation I’m sure to face. Second-hoof or otherwise. Especially since the suit I made for you looks better by comparison. Ponies would think I deliberately make mares worse clothes than stallions.”

“Yeesh…” he shuddered. “Guess we have no choice but to see it play out… Though, I’ll distance myself from the audience.”

Caramel caught sight of a colthood friend of his trot over with a microphone. He was a yellow unicorn with a blue shooting star cutie mark and two-toned blue mane. That stallion gave the microphone to Spike. “Here you go, little guy,” the stallion said.

“Hey, Comet Tail,” said Caramel. “Uh, the situation is a bit… complicated. I won’t be in the audience.”

“Oh… okay.” He shrugged. “Are you still going to announce Rarity’s designs, Spike?”

“I may as well,” Spike said. “It’s my fault for jumping the cannon.”

He stepped up to the stage and cleared his throat.

“Since the beginning of time, the elite of Equestria have longed for pony fashions that truly express the essence of their very souls,” he began. “Patiently waiting decades, no, centuries, for the perfect pony gown or suit.” He covered the microphone before saying, “They’ll have to wait a bit longer…” He then uncovered the microphone and continued, “Today at last, Equestria, your wait is over. Let’s hear it for the breathtaking…” He covered the microphone again. “And insanely overhyped…” He uncovered the microphone again, “Designs of Ponyville’s very own… Rarity!”

The curtain went up and the light came on. Finally revealed the dresses. They were… in a word, amateurish. Twilight, Applejack, Rainbow, Pinkie, and Fluttershy strutted onto the catwalk, looking and feeling confident. The onlooking ponies winced and cringed at the sight of what the mares were wearing. As the five were standing on a lazy susan, Applejack noticed the looks of the audience.

“Why’s everypony lookin’ at us like that?” she whispered to Twilight.’

Twilight looked over her ensemble, this time with a more analytical look. That was where she realized her and her friends’ collective mistake. “Oh dear,” she said softly.

“You think we overdid it?” Rainbow whispered to Applejack.

Applejack glanced down at the galoshes on all four of her own hooves. “Ah’d say we did,” she whispered. Pinkie and Fluttershy tentatively nodded.

It was at that point that Hoity Toity gave his critique.

“Oh, these amateurish designs look like an over-accessorized, piled-up mishmash of everything but the kitchen sink!” He exclaimed. “It’s a travesty, that’s what it is. These outfits are the ugliest things I’ve ever seen! Who is responsible for subjecting us to these horrors? They clearly don’t know the first thing about fashion!”

The five mares on the lazy susan winced, silently agreeing that their suggestions made Rarity look bad.

Looks like I owe Caramel an apology, Rainbow thought to herself.

“Hoity Toity, sir,” Twilight at last said. “This was our fault.”

Rarity, however, wouldn’t let her friends suffer. So, she stepped up. “Don’t blame them,” she said before confessing. “I was the one who designed these. I’m the amateur you wish to blame.”

“Rarity,” Fluttershy said softly.

The ponies in the audience muttered to themselves. Among which were sayings like, “I thought Rarity’s fashion designs were better than this,” and “I guess even fashionistas have their rough patches.”


Four days later, Rarity’s friends knocked on her bedroom door, a disgruntled Spike and Caramel with them.

“Rarity?” Pinkie called. “You okay in there? You haven’t come out for days.”

“And I’m not coming out ever again!” Rarity declared. “I can never show my face in Ponyville again!”

In her bedroom, Rarity was pacing the floor in a pink robe while lamenting her situation.

“I used to be somepony,” she wallowed. “I used to be respected! I made beautiful, beautiful dresses. But, now, everypony is laughing at me! I’m nothing but a laughingstock!”

Twilight tried desperately to assure Rarity to the contrary. “You’re not a laughingstock.”

“She actually kind o’ is,” Applejack said bluntly.

“Way to help the situation, Applejack,” Spike said sarcastically.

“Come on out,” Twilight said gently. “We can talk about this.”

“Leave me alone~” Rarity cried dramatically. “Just leave me to wallow in–” She struggled to think up the next word. “Whatever ponies are supposed to wallow in. Oh, listen to me! I don't even know what I’m supposed to wallow in! I’m so pathetic! Why did I listen to any of you?! This whole mess is my fault!”

At that, Spike had enough. “You’re not taking all the blame for this, Rarity,” he said assertively. “We’re ALL at fault. You for pandering to five mares who know nothing about fashion, those same mares for not appreciating the work you put into the supposed first designs and making you push yourself,” he then began glaring pointedly at Applejack as he continued. “Even though one of those mares advised you not to do that, me for jumping the cannon and preventing myself from being able to talk sense into the ungrateful mares, and Caramel for not trying to talk sense into them even though he was there!”

“Then, you should all be off having your own pity parties~” Rarity sobbed. “I vant to be alone!~”

Spike turned to the other mares, who expect him to yell at them, only to be surprised when Spike instead said very calmly, “Come on, let’s go. It’s obvious that she needs her space.”

The mares were surprised with this, but, they walked on. They could tell that he wasn’t mad, just disappointed. This was a feeling they understood because they were feeling guilty themselves.

“You were right, Spike,” Twilight said. “Rarity was making us those dresses out of the goodness in her heart and we ended up asking too much. We should’ve followed Caramel’s example and be satisfied with what we got.”

“Which begs the obvious question,” Spike said. “Why did you allow yourselves to criticize Rarity over something you knew nothing about?”

“Well, at first, we tried telling Rarity that we wouldn’t ask her to change them,” Fluttershy said. “But, when she insisted on making us a hundred and ten percent satisfied, we felt it would be rude to decline.”

“But, breathing suggestions down her neck and making her work herself to the bone is perfectly acceptable?” Spike questioned.

The mares sighed sadly. They knew Spike was right on that remark as well.

“She didn’t have to make you those dresses, you know,” Caramel added. “She was doing you all a favor.” He then glared at Rainbow. “Even you when you punched a hole in her roof.”

“You remember that?” Rainbow asked in surprise.

“That’s not the point,” Caramel said, still clearly vexed. “You took advantage of a friend’s generosity. I may not remember a lot, but, even I know that friends don’t treat their friends that way. Funny how that works.”

The mares took in Caramel and Spike’s words and they truly felt ashamed for their actions.

“Oh, how are we going to fix this?” Twilight said.

“I would suggest panicking,” Fluttershy said. “But, I don’t think it’ll accomplish anything.”

“‘Course it won’t,” Applejack said.

“Still, we can’t just leave Rarity like this,” Rainbow said.

“If we don’t help Rarity,” Pinkie said in a worried tone. “She’ll become a crazy cat lady!”

“She only has one cat,” Twilight pointed out.

“Give her time,” Pinkie said. “She might open her home to stray cats.”

“That’d sound more like something I’d do,” Fluttershy admitted.

Spike suddenly remembered seeing the ponyquin that was housing the Gala dress Rarity was making for herself. He snapped his claws while saying, “That’s it!”

“What’s it, Spike?” Twilight asked.

“Remember that spell that makes things flat as paper?” Spike asked Twilight.

“Yeah,” Twilight said. “It was one of the spells I learned during Proportions and Properties 101 for Transfigurations. Why do you ask?”

“I have a plan to get Rarity out of her room and have you repay her generosity at the same time,” Spike said.

So, the friends gathered and listened to Spike’s plan.

“What’s the plan, Spike?” Fluttershy asked.

“Well, first,” Spike explained. “Twilight casts that spell I mentioned so I can sneak under Rarity’s door. And yes, I’m aware of how creepy that sounds.”

“Given what we’ve been through,” Applejack said. “Ah don’t think we’re in any place ta judge. Heck, part o’ what got us in this mess was us judgin’ somethin’ we didn’t know nothin’ ‘bout in the first place.”

“Anyway,” Twilight said. “Please continue, Spike.”

“Thank you,” Spike said. “Now, while she’s distracted by her own misery, she won’t notice me moving the ponyquin with the dress she was making for herself to her bedroom window. I’ll open it so Fluttershy and Rainbow can move it outside the window. I’ll also throw down Rarity’s design so Fluttershy can try finishing it.”

“We can handle that,” Rainbow smiled. “But, how do we get Rarity’s attention?”

Spike saw Opal laying on a blank ponyquin. “Opal’s meowing should do the trick,” he said.

The ponies nodded and got to work.


A few hours passed and Rarity was still as upset as ever. Throughout that timeframe, she didn’t notice a flat-as-paper Spike slinking past her and quietly moving the ponyquin with her unfinished dress or anything else going on. One thing she did notice, however, was that her cat, Opal, was nowhere in sight. Though, she was too busy thinking about what to do in exile to pay that much mind and the memory that she didn’t let the cat into her room made it a moot point anyway.

“Exile,” Rarity lamented. “I guess technically I’ll have to move away to live in exile. Where would I go? And what would I pack? Oh, goodness, it’s going to take forever to do all of that packing. What does one pack in order to go into exile? Are you supposed to pack warm?”

She was interrupted from her thoughts when she heard a familiar meowing.

“Opal?” Rarity gasped.

Rarity looked out the window to see Opalescence on the branch of a tree that was outside of her bedroom window. The cat was fearfully clinging to the branch.

“Opal!” Rarity exclaimed frightfully. “Don’t worry, Mama’s coming!”

Rarity, still clad in her robe, rushed out of her house/place of business to find Rainbow in the same tree as Opal, who was now calm and reserved.

“What in the world?” Rarity said in confusion. “What’s all this about?”

“We needed to get you out to show you this,” Rainbow explained.

Rainbow pointed to the ground to the other ponies and the still flat Spike. They parted from their crowd and presented them with an incredible sight. There on the ponyquin was Rarity’s gala dress. It wasn’t a work in progress, however, it was a fully finished gown. Rarity found herself at a loss for words.

“We finished your—whoa!” Spike said as he tried to keep his balance, which was difficult with him being so flat and flimsy. Twilight caught sight of this and she undid the spell she cast on him.

“Sorry, Spike,” Twilight said sheepishly.

“It’s okay,” Spike said before noticing that his head spines were still flat. He easily fixed that by blowing into his thumb and reinflating them. “What I was saying before was we all finished your dress for you, Rarity!”

“But, how did you get it out of my room?” Rarity asked. “That ponyquin was in my room, which I had closed off.”

“That was part of Spike’s plan,” Twilight said. “I cast a spell on him to make him flat enough to slip underneath your bedroom door. He then tasked Rainbow and Fluttershy to grab the ponyquin and sneak it out of your window. You were too distracted by your pity party to notice.”

“Y’all can thank Fluttershy fer doin’ most o’ the work,” Applejack said.

Fluttershy blushed modestly before saying to Rarity, “Do you like it?”

Rarity carefully studied the dress. “Like it? Like it?”

This didn’t spell good news for them.

“Uh, oh.” Fluttershy said softly. “She doesn’t like it.”

“Can’t say ah’m surprised,” Applejack said. “We’re the ones what made it.”

“No,” Rarity said at last. “I don’t like it.”

The ponies and Spike were about to walk off in defeat when something unexpected happened. “I love it!”

“We actually did somethin’ right?!” Applejack asked in surprise.

“I know Fluttershy had a knowledge of sewing,” said Rarity. “But, how did you manage to get the dress to my vision?”

“I took care of that, too,” Spike said before presenting Rarity’s design. “I gave them your design for good measure and helped guide them on what to do. I help you out often enough that I have an eye for your designs and fashion sense.”

“Yes,” Fluttershy said. “We followed your amazing designs.”

“Like we should have let you do for our dresses,” Twilight said. “Caramel was right. The first dresses that you designed for us were perfect.”

“And now, there’s no time to remake them all,” sighed Rainbow Dash.

Just then, Spike and the ponies heard a clatter inside Rarity’s shop. They went inside and found Sweetie Belle and her friends buried under ponyquins wearing exact copies of the original dress designs Rarity made.

“Apple Bloom!” cried Applejack. “What’re ya n’ yer friends doin’ in here?”

“We wanted ta try designin’ uniforms fer the Cutie Mark Crusaders,” Apple Bloom explained. “Sweetie Belle was showin’ us around.”

“Sweetie Belle,” Rarity said. “I thought I told you to stay out of my prototype closet!”

Sweetie Belle was surprised. “These dresses are prototypes? They look absolutely stunning!”

Rarity got a closer look at the dresses. “They… your first dresses!” She gasped, levitating them neatly back up. “I forgot I made duplicates of the first designs!”

“Why’d ya make two?” Applejack asked.

“One set is the initial mock up, the other’s the designs I tweak to the specifications of clients should they ask,” Rarity explained. “It’s a system I developed to ensure customer satisfaction. It’s also in case of fires happening.***** I store the initial mock ups in my prototypes closet.”

“Try them on!” Scootaloo encouraged.

“We can be your test audience,” Sweetie Belle added excitedly.

“Yeah,” Apple Bloom put in. “This could be fun ta watch, too.”

“That’s very sweet,” Rarity said. “But, the input of three school-age fillies won’t be enough to restore my shattered reputation and career.”

Spike noticed Hoity Toity on a stroll. “I know somepony who CAN!” he said. “You girls wait here while I pull some strings.” He then headed for the stallion.

“Hey, what about me?!” Caramel asked indignantly.

Rainbow was about to comment before Applejack glared at her. “I’ll shut up now.”

“Oh, I left yours over here,” Rarity levitated a sixth ponyquin over with Caramel’s suit. “You can join in, too. Since you didn’t ask for any alterations, you can wear the tweaking design or the initial mock up and nopony would know the difference.”

“Either will be fine,” he said. “I’ll probably forget the difference between the two of them anyway.”

“That’s the beauty of it,” Rarity said. “The designs have practically no differences whatsoever.”


Spike then opened the boutique door and Hoity Toity walked in.

“Alright,” Hoity Toity said. “I haven’t got all day.”

Seconds later, Hoity Toity was sitting down to watch the show. Apple Bloom, Sweetie Belle, and Scootaloo were also curious to see it and joined him. Spike turned off the lights.

Rarity used her magic to create an atmosphere of lights being cast around the area. Almost like a disco. The first of the dresses revealed was Twilight’s. A royal blue color with a star brooch and a light blue saddle. Silver, white, and light blue stars added some dazzle to the design and she wore light blue shoes. Her slate blue mane was adorned in a low bun and she wore light blue star-shaped clip-on earrings.

“Hello~!” Hoity Toity said with an impressed air. He even lowered his sunshades in amazement, revealing light cobalt blue irises. “Oh, this can’t be the same designer.”

“Wow,” fasped Sweetie Belle. “Twilight looks so pretty.”

After a flash of bright light, the imagery magically changed to an apple orchard. One particular apple is lassoed off of its tree. This was done by Applejack, who, along with Caramel, stands on the runway in western style formal attire. Applejack’s dress consisted of a new brown cowboy hat, the green collar and apple bolo tie, green boots trimmed with red/white on forelegs, red saddle with brown trim and a long, fringed underlying green piece that resembled a saddle blanket. Every piece was decorated with apples. Both she and Caramel stood close together.

“Simply magnificent!” Hoity Toity said delightfully. “And I suddenly have a fierce craving for some apple pie, caramel apples on a stick, apple turnovers, apple cobbler.”

Apple Bloom rolled out a cart full of the various apple products Hoity Toity listed. “Good thang ah brought this,” she said. “We got all that n’ more at Sweet Apple Acres.”

Hoity Toity gratefully gave Apple Bloom a sack full of gold bits. “Thank you, young lady,” Hoity Toity said. He then helped himself to the treats available. 

“Y’all go, sis!” cheered Apple Bloom. “Lookin’ good, Caramel.”

As Hoity Toity sampled the treats, the visuals changed again.

This time, clouds formed in the “sky.” Instead of rain, however, it was raining candy. Several pieces of candy corn and pink and blue lollipops landed on Pinkie’s gown. A wrapped candy piece also landed on Pinkie’s pillbox hat. She even opened her mouth so that a gumdrop could land on her tongue. She then posed enthusiastically.

“Brilliant!” Hoity Toity exclaimed happily. 

“That candy corn looks like Pinkie’s gettin’ prepared fer Nightmare Night,” Apple Bloom commented.

“Candy corn can be enjoyed any time of the year,” Sweetie Belle said. “My mom sometimes gets some for Hearth’s Warming.”

Suddenly the sound of thunder could be heard as the visuals changed again. Bolts of rainbow-colored lightning flashed across. Gray clouds covered the makeshift sky and obstructed the illusion of the sun. Through those clouds, beams of light on the color spectrum shone. They formed together in a rainbow pattern: one that adorned the skirt of Rainbow’s gown.

“Wow, Rainbow Dash!” Scootaloo cried. “Awesome!”

“Spectacular!” Hoity Toity said.

The visuals began to change once more. Flowers began to grow and pastel colored petals exploded off of them. Flurries of butterflies also fluttered about until a pastel blue one landed on Fluttershy’s ear. It then turned into a butterfly-shaped clip on earring. Fluttershy’s gala dress was then seen in full glory, which was a long flowing willow-inspired gown and vine fastened front with a blue butterfly.

Hoity Toity began applauding.

“Now this is a fashion show!” Hoity Toity said happily. “All of these dresses and the suit are absolutely amazing! Who is responsible? Step forward, show yourself!”

Rarity lit up her horn. She, too, was wearing her Gala dress, but, she also accessorized with a gold tiara adorned with a rose-colored spinel as well as matching earrings. Hoity Toity cheered even more.

“Brava! Brava!” Hoity Toity applauded. “Magnifico! Encore!”

Rarity was touched. “Oh, thank you,” she said gratefully.

“I must admit,” Hoity Toity said. “I was skeptical when Spike asked me to see this fashion show, given the previous disaster, but, it seems that his praise for your designs before the first one do hold water after all. Spike’s clearly someone who knows quality when he sees it. Where is he, anyway?”

At that comment, Caramel, the mares, and the fillies noticed that Spike was nowhere to be seen. Suddenly, Spike stumbled out of a changing room, tangled up in his suit.

“Note to self,” the young dragon said. “The best place to dress up: not in the dark.”

“Let me help you with that,” Twilight offered, using her magic to dress Spike up properly.

“Thanks, Twilight,” Spike said gratefully. He then stepped onto the catwalk.

“Another smashing design,” Hoity Toity said. “I didn’t even know it was possible for a pony to design clothes for a dragon.”

“Well, here’s to firsts,” Spike said.

“It certainly helped having a living model,” Rarity said with a grateful smile.

“And there’s something I need help with, too, Spike,” Twilight said.

“Friendship report?” Spike asked rhetorically.

Twilight smiled. Spike was right on the money as a quill and scroll were readied.


Spike, Caramel, and the mares all stepped into a well-lit showroom. “Okay, Twilight,” Spike said. “Hit me.”

Dear Princess Celestia,
This week, our very talented friend Rarity learned that if you try to please everypony, you often times end up pleasing nopony, especially yourself. And my friends and I learned that when someone offers to do you a favor, like making you a beautiful ensemble, you shouldn’t be overly critical of something generously given to you, especially if you don’t have prior knowledge of something that someone has in spades. In other words, you shouldn’t look a gift horse in the mouth.

Spike rolled up the scroll and used his fire breath to send it away. “I have to say, Spike,” Twilight said. “I was expecting you to yell at us when we were at Rarity’s door, trying to get her to come out.”

“Well, my therapy sessions recommended I try to cut back on the yelling,” Spike explained. “Save my vocal chords some stress.”

“It’s good to see you’re taking it to heart,” Fluttershy said as she stepped up to him and gave him a loving nuzzle. “It’s very upsetting when you yell.”

“Don’t worry,” Spike said. “I’ll save my big boy voice for when there’s real need for it.”

“In light of recent events,” Rarity said. “I’m going to start charging you for dresses I make for you outside of special occasions. Further alterations will cost extra to ensure that all of you getting carried away doesn’t happen again.”

“Believe us, Rarity,” Twilight said. “After what we put you through, that is more than fair.”

“We thought it’d be rude to decline your offer to revise the dresses,” Fluttershy said. “But, it would’ve been kinder to accept the first dresses as they were.”

“We’re so super sorry, Rarity,” Pinkie said.

“Ya worked real hard ta make our dresses exactly the way we wanted ‘em,” Applejack said. “N’ we all saw how that turned out.”

“We’ll leave fashion designs to you since, let’s face it,” Rainbow said. “What we know about fashion could fit between our eyes. The list of what you know would be as long as my wingspan.”

“Can you ever forgive us, Rarity?” Twilight said.

“Consider your stellar job finishing my dress as compensation,” Rarity said before facing Rainbow. “Except for you. You still need to pay for my roof.******”

“Fair enough,” Rainbow said with a noticeable sweat drop. “It’s times like this that living in a cloudo bites.”

“You live in a cloudominium?” Twilight asked.

“Well, yeah,” Rainbow admitted. “That’s why I can’t invite anypony there except Fluttershy and other creatures that can fly. The rest of you will fall through the clouds. My cloudo isn’t as high as Cloudsdale, but, it’s still high enough that if any of you fall through it, something’ll get broken. Since most of my bits are made in Ponyville, they don’t have the enchantment that keeps them from falling through the clouds.”

An enchantment to keep things from falling through the clouds, Twilight thought. I’ll have to check the library for such a spell. It might come in hoofy.*******

Hoity Toity then entered the room. “Rarity,” he said. “My congratulations to you on an impressive fashion debut! Would you do me the honor of allowing me to feature your couture in my Best of the Best Boutique in Canterlot?” Rarity gasped happily.

“Why, yes, I would~!” Rarity said excitedly before regaining her composure. “I mean, I would be honored.”

“Excellent,” the stallion said. “Do you think you can make a dozen of these suits and dresses by next Tuesday?”

Hoity Toity’s sentence caught Rarity slightly off-guard and she had rather strained laughter. Spike noticed this and stepped up. “Uh, maybe give her an extension?” he suggested. “She’s only one mare.”

“Ah, yes, of course,” Hoity Toity said. “Apologies. Perhaps the deadline shall be the end of next month?”

Rarity sighed in relief. “That’s much more reasonable,” she said.

“Excellent,” Hoity Toity smiled. “Looking forward to working with you.”

After Hoity Toity stepped out, Rarity rubbed Spike’s left cheek. “Thank you, Spike,” she said. “You’re a lifesaver.”

“For you, Rarity?” Spike said. “Anything.”

End of chapter.