The Frivolous Fall Fair was a strictly Ponyville-based event. Originally it had begun as a gathering of the citizens to happily sweep away the mess left from the Running of the Leaves that started off the new season. Back then it had been known as the Autumn Anticipation. While this was still tradition, it had become something much more since then. Something ponies of all ages and backgrounds could enjoy. A celebration of the new season, and all the beauty it brought. It was generally agreed that Fall was the best season. Cool weather, beautiful colors, warm sun, rich cider, sweet mushrooms, and good feelings grew out of control as the chilly winds swept through the humid air. In the old days a band would play in the center of town as the ponies cleaned. Today there were far more citizens, and the leaves were cleaned in a matter of minutes. Traveling bands, acrobats, circuses and carnival folk came to town to help celebrate. Games, contests, carols, rides, and all manner of pleasing activity became part of the event. As the sun went down the atmosphere changed, to one of serenity and passion. Many of the adult ponies would retire to the southern fields on the outskirts of the town where all the mossy gazebos were kept. A select few of the best eateries in town would bring along portable ovens, stoves, and grills, serving ponies as they sat at the tables illuminated by candlelight. The mayor would commission the best musicians in town to play at the center of it all as ponies chatted, ate, and relaxed by the moonlight in the nippy air. For friends it was a perfect place to have a peaceful outdoor excursion while dining on good food and giving thanks for their blessings. For couples it was a perfect romantic spot, which was why Rarity had cleverly decided to unfold her plan for the night.

Around the largest gazebo, nestled in the cool grass, were some white tables. Each was covered with a lacy red crochet tablecloth with an oil lamp at the center flickering a warm green and orange light that illuminated each table in the darkness. Rarity sat at one of the larger ones with three friends, tapping her hoof impatiently. Twilight, Fluttershy, and Applejack sat with her, quietly chatting and digging into steamed watercress and plum soups that had been brought to their table. Rarity as usual was dressed elegantly for the occasion, along with Fluttershy who was wearing a dress that Rarity had sewn for her long ago. Twilight came bare, as she had never been to the Fall Fair before and had no idea what sort of formalities it entailed. Applejack was the same, although she had decided to make do without her ponytail, letting her blonde mane drape down her neck and over her shoulders from under her hat.

Pinkie Pie sat at a much smaller table quite a few yards away on the other side of the gazebo. Two chairs, one occupied and one not sat on either side of the furniture. Rarity had put special attention to make sure Pinkie looked her best. Personally making sure that every curl in the pink mane was perfectly round. Every straight hair was given a quick perm. Her short pink fur had been cleaned, conditioned, and perfectly trimmed. The longer hairs about her fetlocks had been combed and trimmed. She wore nothing save a bow tied at the base of her tail. Sky blue like her eyes. In her mane, Rarity had placed several sky blue hydrangeas, matching perfectly with the pink pony's eyes. It had been difficult to keep Pinkie from eating the flowers, as they were quite tasty. Now she sat alone at a table, looking bored and gorgeous all at once. Her love was supposed to be sitting there with her, but that there had been no sign of Rainbow Dash yet.

"I suppose its my own fault for assuming Dash would be here to join us on time." Rarity minced, as she began to reluctantly eat her salad. "She's never on time. Which is ironic for someone so fast."

"Is that why there's only enough room at this here table for four of us?" Applejack asked. "So Dash has to go sit with Pinkie?"

"That was the basic idea yes. Give the two some privacy in a uniquely romantic setting and see what works and what doesn't."

"So y'all are planning on studying them while they talk? Sounds like somethin' Twilight would do." Applejack snickered.

"I would not!" Twilight rebutted. "Plus I don't think Dash will be here for a bit."

"Oh dear and..... why, pray tell, is that?" Rarity asked, a hint of impatience entering her tone.

"Dash is planning something special for Pinkie." Twilight flatly stated around a mouthful of salad. "I can't really talk about it. Classified information."

"It's been more than an hour." Rarity rested her cheek on her hoof. "At this rate the night will be over by the time she gets here. She and Pinkie will miss their romantic night together, and I'll have gotten all dressed up for nothing."

"Maybe it's a good thing, Rare...." Applejack began. "I mean look at this place. Slow music, fancy dinners, quiet talkin' and it's hard to see. This ain't the kind of place Pinkie or Dash would enjoy. You maybe. Not them. Heck, I'm only here cause I'm hungry."

As if on cue, Pinkie's voice whined loudly from the other table. "I'm boooooooooooooored."

"You ponies are absolutely impossible." Rarity sighed, exasperated. "I've been sitting in this awful chair for so long and no amount of ironing is going to get rid of the creases in this dress at this point. I look like a mess."

"You look fine, Rare." Applejack muttered, staring intently at her salad. "Heck, you and Pinkie are the nicest lookin' ponies at this shindig tonight."

"Yes." Applejuck muttered, gazing unblinkingly at the nearest tomato in the bowl, daring it to make a move.

"Oh goodness!" Fluttershy shouted, pointing a hoof over to the east. "Rainbow is finally here. And she's running! Should she be running? I thought she wasn't supposed to be running. Is that safe?"

"No." Twilight replied flatly. "But she won't take my advice to stop it. And at this point I'm just glad she's here so I don't have to listen to Rarity and AJ argue anymore."

The cyan pegasus was galloping out from the town, a clear limp slowing her. With her head low she ran up to the supervisor of the gazebo sound system, whispering into his ear. He gave her a nod and said something back and walked around to the stairs leading up to where the band was playing, waiting patiently for the song to end. Dash turned and saw her friends sitting at a table a few feet away. She waved and was greeted by returned waves and Rarity tilting her head to the other side of the gazebo. Dash followed her gaze and could barely make out the form of Pinkie Pie, sitting alone at a table. Dash took a deep breath and let it out slowly to calm her nerves.

As the song came to an end the sound supervisor stepped onto the stage, chatting with the band who leaned their instruments against their music stands and took a break, retiring to the back of the stage to have a drink and a smoke. The supervisor adjusted his bowie and grabbed a microphone.

"Fillies and Gentlecolts, the band is taking a quick breather. They'll return shortly for some more Fall Fair music. Now I know this isn't an open mic night, but I have a pony here who wants to share something very special with all of you. So please, be respectful. Rainbow Dash?"

Dash fluttered her wings and climbed onto the stage. The crowd noises died down quickly at the sight of the scarred and bedraggled pegasus sitting on her haunches. A small stack of paper sat tucked neatly under her bandaged wings, and she pulled them out gently and began to glance through them with her hooves, shifting them over each other to be sure they were in the correct order. When she felt they were properly organized she dragged the mic stand closer to her body.

"Hey everybody. I'm Rainbow Dash. Some of you might know me from around town. Some of you might have seen me on the news a few weeks ago. I'm here to read something. A poem, actually. I'm not great at poems. Flying I can do. I'm really good at flying. Probably the best. But writing....eh, not great. So I apologize in advance if it's crappy. But this poem means a lot to me because it says things that I can't normally say very well. And I want to thank first, my friend Twilight, for helping me get started on it cause I had no idea what I was doing. Thanks, Twi."

"Since I moved to this locale,
I've really had the greatest pal.

She's really pink.
She's really loud.
So I never lose her,
In a crowd.

Of my pink friend,
Her greatest part,
Is what's inside her chest.
Her Heart.

At one time when I thought I'd die,
Never again to laugh or fly.
I got a second chance and I,
want to say,
I love you, Pinkie Pie.

When I was hungry,
She made me chow.
When I was hurt,
She nursed my ow.

I was once alone,
But it's different now.
When I couldn't smile,
She taught me how.

I owe my wings to her,
And now.
I stand before my peers,
and vow.
I'll pay her back.
Someday.
Somehow.

Cross my heart,
And hope to fly.
Stick a cupcake,
In my eye.
I love you, love you,
Pinkie Pie."

The last of the small white papers fluttered quietly to the floor, followed by a stunned silence. The pegasus stared at her empty hooves, gently raising her head and turning to see the new guest who had joined her on stage. A pink pony, with flowers in her hair, tears in her eyes, and a smile on her face. The pegasus shuffled slightly and stood, walking forward to where the pink pony waited for her. There a tense moment as the two stared, the pegasus looking frightened and hesitant, and all at once leaning forward and placing the briefest of kisses on the muzzle of the pink mare. It wasn't a particularly romantic kiss. It was short and dry. The kind of kiss shared by ponies who were nervous. The kind of kiss shared by ponies who were inexperienced, didn't know how a kiss should be. But for the two of them, it was an epiphany, a sign that they had finally admitted that the mere presence of the other was all they ever really wanted. Blue and pink came together in a quiet embrace as the pegasus broke down, burying her tear-stained face in the chest of the pink one, her mangled wings unfurling and wrapping tightly around the two of them, cocooning their bodies in warm feathers and love. In silence they sat this way on the stage while polite applause droned from the observers.

"Did you really mean all that stuff, Dashie?" Pinkie whispered as she nuzzled Rainbow's ear.

"Every word, pal." Dash coughed out, burying her face into Pinkie's chest again, wrapping her forelegs even tighter around Pinkie's scruffy neck.

"Dashie. I think the band needs to get back on stage to play. They look kind of annoyed we've been sitting here for a while now."

"Grrmph." Dash's muffled voice growled. She wasn't planning on moving from this spot anytime soon. This was their moment and nothing was going to spoil it. Not even an obligation to get off the stage.

"Hey, um I think the band are really upset with us now. They are shouting about something. And saying bad words. Oh wait Twilight is coming over."

In a moment the two felt weightless, surrounded by a small cloud of purple magic as they were lifted quickly away from the stage by a levitation spell, much to the relief of the crowd, the band, and pretty much everyone present. They briefly flew through the air, leaving a trail of lavender sparks before being deposited gently in the grass back by the tables. Dash reluctantly released Pinkie, wiping here eyes and glancing around to see Twilight a few feet away.

"That was pretty good poetry for a first-timer, Dash." Twilight said with a nod. "Congrats. To both of you."

"This is a date, I think." Pinkie replied, scratching her head and eating another flower from her hair. "Rarity said it's a romantic thing for two ponies in love. Which means us I guess! I've been sitting here all night."

"Oh." Dash grinned sheepishly and climbed into her chair. "Sorry for keeping you waiting, Pinks. I needed to write that for you. I was starting to go crazy."

"Thank you." Pinkie said softly, gazing into Rainbow's eyes with a small giddy grin.

A mustached stallion with a white apron sauntered by their table, a large steaming bowl of something resting on his back. With an agile twist of his hips, the bowl now sat between the two mares, filling the air with a buttery scent.

"MMmmboiled peas with margarine and grenadine, ladies." the waiter stiffly sniffed around his mustache.

"I didn't order this..." Pinkie asked confused, leaning down to sniff the contents eagerly. "It smells really really good though. Like salty buttery saltiness. Where did it come from? Did you order this, Dashie?"

"It's compliments of the lady at the other table, madame." the waiter nodded and turned on a hoof, trotting away.

Pinkie and Dash turned to see Rarity giving them a polite wave from her table a few feet away. Dash looked confused for a moment before her eyes lit up, realization dawning.

"Did Rarity shove you all the way over here by yourself, Pinks? Away from the rest of our friends?"

"Yep! She said we needed a romantic night together! I'm not sure how those work. I think we're just supposed to sit here and talk."

For a moment she stared at the silver bowl with its steaming peas, as if pondering the very nature of peas. She picked up the spoon, staring it down. Then her eyes turned to Dash, then the bowl of peas, then back to the spoon, then Dash, the bowl, and finally the spoon yet again. A mischievous grin began to curl over Pinkie's snout. She shot Dash a sultry look, which took the other mare by alarm.

"Hey Dashie....." Pinkie began, nodding towards the bowl. "Are you thinking....what I'm thinking?"

Dash stared at the bowl, then the spoon. It took a moment but soon her own smile matched that of Pinkie. The two broke into a fit of giggles and took a quick glance at the other table.

The other four friends were sitting peacefully at the moment, listening to the new song started up by the band. A group of ponies had gotten up and begun to dance, some seeming to be trying to outdo the others with wilder and wilder dance moves across the lawn. It proved to be a very welcome and entertaining suggestion. Perfect for trying to land a flying pea.

"Ack!" Rarity shouted as a buttery pea bounced off her snout and onto the table. "What ruffian is hurling vegetables at me? Speak up!"

"Not yet, hon." Applejack commented, trying to contain her laughter. "Try alterin' yer velocity a lil' bit. Aim up!"

A few peas sailed overhead. Several bounced off the brim off Applejack's hat, falling about the tablecloth. One particular one struck the end of Twilight's horn, becoming stuck.

"OH ho! I see how it is." Twilight said calmly as she wiped the pea off with a doily. An evil smile grew on her purple features. "Well three can play that game."

With a small blast of lavender magic, Twilight had levitated the small loaves of cornbread that sat and began firing salvos of them at the other table. These were answered by even more peas being launched in retaliation. Which were of course, reciprocated by more food being flung, this time by Applejack. Fluttershy wisely hid under the table, to weather the incoming storm of vittles. It proved to be the correct decision as soon a very small and messy foodfight had broken out. It was over in minutes as Pinkie and Rainbow had quickly run out of pea ammunition and fled the scene amidst laughter.

"Heh. And there they go." Applejack grinned as she wiped smashed peas off her stetson. "Told ya this sort of setting wasn't good for 'em."

"This wouldn't have happened if you hadn't encouraged them!" Rarity hissed, trying not to cause another uproar.

"What wouldn't have happened? Them havin' fun?" Applejack took a bite of garlic bread. "Foodfights are fun! Wouldn't y'all agree?"

Twilight nodded as she wiped vegetable gloop off her horn. The magic she was using to levitate the napkin was also burning the gloop, causing a smokey smell.

"There, see?" Applejack smiled as she readjusted her hat. "Ya just need to loosen up a lil' Rare. That's what the Fall Fair is all about."

"Loosen up?" Rarity whispered, sending a look of contempt to her right. "How is this for LOOSENING UP?"

In a flash, the white unicorn had leaned awkwardly from her chair and planted a rough kiss to the side of Applejack's snout. She leaned back in her seat, satisfied that her action had frozen the talkative earth pony in place, and simultaneously had left Twilight and Fluttershy's jaws hanging open.

"Now." Rarity commanded. "Promise me you will behave for the rest of dinner, hmm?"

"Yes'm." Applejack said quietly, respectfully removing her hat and sitting up straight in her chair, looking frightened and happy all at once.

"Excellent. Now with that out of the way....oh garçon?" Rarity waved to a passing waiter. "Could you please bring over a list of your desserts?"

The unicorn turned to her left to see Twilight and Fluttershy still staring, wide-eyed.

*************************************

The chuckles and giggles died down to quiet snickering as the two ponies skipped their way down the road through the wee hours of the night, passing the candycane striped palisade that made up the fence near Sugarcube Corner. The two collapsed next to the fence, trying to catch their breath. Winded from laughter and their escape from the Fair. Every time the two felt like they had gotten a hold of themselves, they'd quickly glance at each other and erupt in a fit of contagious laughter again.

"Rarity always makes the best faces!" Pinkie wheezed. "That's the most fun I think I've ever had at the Fall Fair! And I consider myself an expert in fun. I have a doctorate in fun!"

She leaned her back against the fence, her chest heaving as she rested, thinking about what a beautiful night this had been. The weather was perfect, cool and gentle. She had her favorite pony with her. And in the sky Luna's perfect orb of light gleamed its blessings down to the surface, casting long shadows across the cobblestone streets and washing the world in a tone of dark blue. Her thoughts were nagged away by the realization that Dash was staring at her.

"What?" Pinkie asked, brushing her mane back, feeling self-conscious which was uncommon for her. "Do I have food on my face? Food shouldn't be on my face it should be in my mouth."

"Nah it's just....now that we've admitted it I don't feel weird staring at you." Dash mumbled, smiling sheepishly. "I always thought you were...you know....nice looking. OW OW OW OW!"

Dash felt her ribcage scream in agony as Pinkie gave her the kind of hug normally reserved for choking victims and burly individuals who enjoyed tearing trees straight out of the soil.

"I really loved that poem, you know." Pinkie whispered, nickering quietly into Dash's shoulder. "Nobody has ever written anything so pretty for me or about me ever. Thank you so so so much!"

"Yeah too bad I left all the papers back on the stage." Dash returned the nicker atop her friend's forehead. "I wish I could do more for you. You've given me so much and....I....just...."

"You don't have to worry about repayment, Dashie. I took care of you because I wanted to. I wasn't expecting anything in return. I'm still over the moon that you love me so much!"

"Here's something you could do for me. Make me a promise." Pinkie raised her head from Dash's shoulder, her face growing stern and serious as her tone took on a lower inflection. Almost sounding like a command as her blue eyes met Dash's scarlet ones.

"Promise me you won't ever get hurt like this ever again, ok? Don't ever go doing stuff when you're hurt and might get in an accident ever ever ever again!" Pinkie's voice cracked slightly as she spoke. "I don't think me and the others could take it. Seeing you like that was one of the most horrible things ever and I don't want you to be that way ever again."

Pinkie smiled and went back to leaning against Dash's shoulder and the fence, feeling a sense of peace overwhelm her. Dash extended her scruffy wing and wrapped it around Pinkie, shielding the pink mare from the cold. This night had been truly perfect. Like something out of a dream. Through all the misery and suffering that the group of friends had been through over the last month, some amazing things had come of it. Like a battered cocoon that had torn itself asunder, releasing it's beautiful winged captive into the world.

"Is what it?" Pinkie replied, tilting her head so her cowlick tickled the end of Dash's snout.

"I don't think it's necessary." Pinkie yawned as she returned to her former position.

A chilly wind blew through the warm humid air, pushing what few autumn leaves that hadn't been cleaned through the streets. They pirouetted through the air, rustling as they flew, occasionally being illuminated as they passed by the light from the sky.

"I used to love flying in weather like this." Dash reminisced. "Pinkie when I can fly again....I want us to go flying. I want to show you all the things I see. Show you Cloudsdale and all the other pegasus cities. We could even fly to the moon if we wanted to. Live on the moon like Luna does."

"That's silly! I wouldn't want to live there." Pinkie stuck out her tongue. "So if I should visit the moon, well I'll dance on a moonbeam and then, I will make a wish on a star. And I'll wish I was home once again. Though I'd like to look down on the earth from above, I would miss all the places and ponies I love. So although I may go I'd be coming home soon. Cause I don't want to live on the moon."

"You should probably go to bed, Pinks." Dash whispered, nuzzling Pinkie's cheek.

"Yeah I should." Pinkie blinked rapidly as she wearily stood, the last of the flowers in her hair falling to the sidewalk. "Tomorrow me and the Cakes have to start taking pre-orders for all the customized Hearths Warming Eve desserts that families will want. There's always a bunch from Canterlot for the royal feasts and stuff."

"I could stay here...if you want." Dash asked quietly. "Help you guys out with stuff tomorrow."

"Do you want to stay here cause you wanna help or cause you just want to spend time with me?" Pinkie replied with a sly knowing smile.

The two made their way inside the warm bakery, glad to be in each others company. The wind continued to gust through the depopulating streets as the night pressed on. One by one the stars faded as the moon made it's way across the sky in it's predictable arc. Tonight the moon was full, a change from the usual stringent schedule. It was supposed to be only a half-moon tonight. But the master of the glowing orb knew better. Tonight was not a night for half anything. Tonight was a night of celebration. The ending of an old season and the birth of a new one. Honoring things beginning fresh and rejuvenated. A night of friendship and love. And as she looked down at the earth from above, she knew it was a night for two ponies in love. The earth could stand to have the moon change it's schedule for one night. It would continue to turn, as it always had and always would. Take a little, give a little.

Vaguely Familiar.

by Reptilicus

In splintered skeleton I roam.