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Prologue - 00 - Breathe in the Air4,864 words
Act I - 01 - When We Were Young3,186 words
Act I - 02 - A Rough Start4,666 words
Act I - 03 - In Darkness Dwells2,359 words
Act I - 04 - All the Little Things8,107 words
Act I - 05 - Simplicity3,374 words
Act I - 06 - A Night On the Town3,982 words
Act I - 07 - I Want to Break Free3,380 words

Act I - 06 - A Night On the Town

Act I:
The Shape of Things to Come:

Chapter Six:
A Night On the Town

“AJ you gotta believe me, he turned into a she!” Rainbow said, as Applejack hunched over her desk, attempting to catch up on her medical homework. Applejack rolled her eyes, as ever since Rainbow had arrived back at her dorm room at three AM the night before, she had been trying to convince Applejack that her date was somehow some kind of gender bending alien.

“I mean seriously AJ--I mean when he was a guy he was really hot but when he turned into a girl he was really hot. It’s like if the three of us were running around naked and I started making out with you they’d still gawk at her level hot.”

At that last mental image, Applejack let out a groan and closed her textbook, finally turning to look at the rainbow maned pegasus. “Look Dashie, just be honest. Are ya comin’ on ta me? I mean I’m flattered and all but mah barn door just don’t swing that way if you catch mah drift. Not ta offend ya or nuthin’.”

Rainbow just blinked, her face twisted into an expression of complete bafflement. “What makes you think I’m coming onto you?! I’m totally not into that,” she excalimed, shaking both her hands and head. “What makes you think I’m into that?”

“Well Dashie, yer tha one who suggested runnin’ ‘round naked and swappin’ spit.”

Rainbow did a double facepalm at this. “It was a metaphor AJ,” she groaned. “You’re so damn literal.”

“Well, call it what ya wan’t, but I ain’t heard ‘bout no sex-shiftin’ alien,” Applejack said, shrugging slightly and turning back to her book.

"But I'm serious! He said he was a Khatoo or something like that!" Rainbow insisted, putting her hand over the page Applejack was reading.

Applejack huffed again, shoving Rainbow's hand asides. “Rainbow, we already looked up all the species whose names started with K an’ found nuthin.”

Rainbow groaned, throwing her hands in the air and tossing herself on the bed. “Fine then be like that! Did I mention that me and him have a date tonight?” she said, rolling over onto her stomach to mope. Applejack raised an eyebrow.

“Ya’ll wanna go date this feller?” Applejack asked, turning to look at Rainbow. Rainbow nodded.

"Um yeah. I told you he was really hot," Rainbow replied, rolling onto her back. "He said he'd be here at eight," she added, pointing towards the clock on the wall. Her eyes widened slightly as she saw the time on the clock.

"Oh shit! It's 7:50 I gotta get ready!" She said, rolling off the bed and to her feet, darting over to the bathroom.

Applejack meanwhile, rolled her eyes again. "Iffin' ya put that much excitement inta yer homework instead of some fantasy boyfriend, ya'd be Admiral in ya year," She grumbled, only to have Rainbow's t-shirt hit the back of her head.

"He's not fake!" Rainbow called out from the bathroom. "Watch, in...seven minutes, he'll be here and I'll be proven right. Just watch!"

Applejack tossed Rainbow's shirt asides into the dirty laundry hamper and returned to her work, saying nothing. She could hear the shower running in the background as Rainbow seemed dead set to get ready for a boyfriend Applejack was a hundred percent sure didn't exist.

That is, until the doorbell rang, distracting Applejack from her homework for what seemed like the eightieth time in the past half-hour. "I'm a-comin', I'm a-comin', hold yer wagons..." She grumbled, getting up out of her chair and walking over to the door, unlocking it and opening it to reveal a tall, very, very handsome light blue Pegasus stallion standing in the hall, dressed in a finely pressed Federation cadet's uniform and baseball cap.

"An’ who are ya?" Applejack asked bluntly, arching an eyebrow and crossing her arms. The Pegasus smiled meekly, taking off his cap and tipping his head in respect.

"Hello, I'm Soarin Thundercloud, and I'm here to pick up Rainbow Dash," He said, obviously not expecting to see Applejack. Applejack nodded slightly, still keeping her eyebrow raised.

"Is that Soarin?!" Came Rainbow's loud shout from the bathroom, and Applejack nodded.

"Yeah, it is," She answered, still keeping her eyes fixed on Soarin, who only seemed to grow more uncomfortable with each passing second.

"Then let him in! Tell him I'll be out in a second!" Rainbow called out, and Applejack raised her eyebrow a little more.

"Come in," she said bluntly, opening the door wide enough for Soarin to step inside, and the Pegasus sat down on the bed, still looking rather awkwardly at Applejack, who continued to watch him like a hawk.

"So yer tha one Rainbow's been goin' on about?" She asked pointedly, and Soarin only raised an eyebrow slightly.

"She's been talking about me?" He asked, and Applejack nodded.

"Yeah, some crazy-flanked story 'bout ya changin' yer sex or somethin'," She said, and Soarin's eyes widened slightly.

"She told you that?" He asked, and Applejack noticed that he seemed to be embarrassed by what she had said, as his hand opened and shut rapidly for a few seconds while he spoke. Applejack nodded again.

"Yup, but that ain't true right?" She asked, and Soarin's eyes only widened all the more.

"Well-"

"Hey dude!" Rainbow interrupted, strutting out of the bathroom in a rather revealing black dress. Both Soarin and Applejack's eyes widened at the sight of the normally tomboyish Pegasus in anything remotely that girly, much less a little black dress.

"What? Why are you staring? Don't think I like dresses or something? I am still a mare you know," She said, puffing her chest out with pride. "My eyes are up here Soarin," she added playfully, before taking a seat next to him on the bed. "Oh Soarin, I forgot to ask you for a favor."

Soarin raised an eyebrow.

"Um what favor?" He asked, and Rainbow leaned in close, whispering in his ear. Applejack sat by rather awkwardly as she watched a big blush grow across Soarin's face as Rainbow spoke. He quickly shook his head.

"No way Rainbow," he said, crossing his arms. "I mean I barely know you two. Just because I can do something doesn't mean I should do it for just anybody."

Rainbow let out a theatrical groan. "Oh come on Soarin, AJ's been calling me crazy for saying ever since I told her, and I promised that when you got here, you'd prove me right."

"Rainbow I'm not even dressed right. These are boy clothes, I can't just switch genders without changing shirts at least," he trailed off, rubbing his arm. "I've ruined enough shirts as it is..."

"C’mon, just once!" Rainbow insisted, giving Soarin the best puppy dog eyes she could muster. Applejack meanwhile, held up a hand.

"Now everypony hold yer wagons,” she said, standing up and crossing her arms. “Rainbow, iffin' Soarin don't want ta do what ya asked, ya can't bug him. Especially if it's downright impossible." She arched an eyebrow, looking at Soarin. "It is impossible right?"

Soarin shifted slightly. "Well...here's the thing..."

Applejack's eyes widened. "Yer kiddin'?! Ya can really do that?" She asked, and Soarin nodded. "Oh, now I gotta see this." Applejack said sarcastically. Soarin let out a groan.

"Ugh fine!" He said, throwing his hands in the air. "Just both of you close your eyes...I like my privacy."

"Sure thing," Rainbow said, closing her eyes and looking away with a smug grin on her face. Applejack shrugged.

"Fine..." She grumbled, closing her eyes and turning away. “Not like it’s gonna happen.”

"Thanks..." Came Soarin's voice, and there was a moments silence before another voice, this time a soft female one, spoke.

"Okay..you can look." It said, and Applejack opened her eyes to see a very buxom Pegasus mare sitting where Soarin had been sitting, looking down at the ground shyly and biting her lip. Rainbow directly at Applejack, her smug grin getting even more smug.

“See! Told ya!” she said, hopping out of bed to do an impromptu victory dance.

Applejack ignored Rainbow’s mockery, instead staring shocked at the mare that was once Soarin. She pointed a finger directly at Girl-Soarin’s chest.

“Are those real?” she asked.

“Yes they are and could you not do that please.” The mare repiled, self-consciously covering her chest. “I feel awkward enough right now as it is...” she looked down and let out a sigh. “And I liked this shirt…” she muttered quietly. Applejack tentatively put a hand on the mare.

“Look Soarin,” Applejack began, only to have the mare shake her head slightly.

“It’s Glidin. I prefer to be called Glidin when I’m like this,” she said, “Just makes it feel a little less awkward.”

Applejack nodded. “Sure thin’, Glidin’. Celestia knows I’d feel really awkward iffin’ I had ta do somethin’ like this on such short notice. Somepony wasn’t very considerate.” she said, emphasizing the last words and glaring at Rainbow Dash, who promptly sat back down on the bed and looked at Glidin.

“Sorry, Glidin. That was mean of me,” she said, running a hand through her mane. Glidin shrugged slightly.

“Well, better here in private then right out in the hallway...but can I go back to normal? I really feel awkward right now.” Glidin said, blushing furiously and desperately trying to cover her chest. Applejack nodded, herself feeling incredibly awkward with the whole situation.

“Sure thin’ pardner.” she said, and Rainbow Dash nodded.

“Yeah, we gotta go anyways,” she said, glancing at her watch. Glidin smiled gratefully.

“Thank you so much. Close your eyes?”

Both Rainbow and Applejack closed there eyes for a few moments, giving Glidin a chance to change back to her male form. The cadet uniform he was wearing was now hopelessly stretched out, and he looked down at it forlornly.

“This is exactly why I don’t like just randomly changing,” he sighed. “This was my best uniform. Now it’s stretched.”

Applejack nodded. “I can see why. Any explanation as ta why ya can do that? I mean, I’m studyin’ medicine, so I guess I should know ‘bout yer type right?”

Soarin nodded. “Didn’t you look it up?”

“Couldn’t find you’re species,” Rainbow said, “Looked at every species under the letter ‘K’, but no luck.”

“Oh...well that’s because Khatru are really big on being isolationist. Makes Saddle Arabia look like a tourist trap. And the reason we switch like this had something to do with chaos magic and our version of the Eugenics Wars. Let’s just say it didn’t end well.”

“That is weird but awesome,” Rainbow said, having seemingly been satisfied with being proven right. “And don’t worry about your shirt dude,” she put an arm around Soarin’s shoulder. “Besides, I think you won’t be needing it all that much after dinner...if you catch my drift.”

Soarin raised his eyebrows slightly and eyed Rainbow knowingly. “Well...that depends…are you still game?”

“I’m ready for the high score,” Rainbow said with a laugh, pulling Soarin into a sloppy kiss. Applejack rolled her eyes at the sight of the two making out in front of her.

“Well, I gotta get my homework done. Ya’ll two love birds can swap all tha spit ya like, as long as Rainbow gets back here before midnight. She’s got a bucket load of homework, an’ the last thing she needs is to be distracted by whatever yer dirty minds are thinkin’ ‘bout.” she got up out of her chair, grabbed her coat and keys and headed out of the apartment door.

Rainbow simply waved a hand, finally releasing Soarin from the kiss. “Well that was awesome,” she giggled, leaning back slightly as Soarin nodded.

“Yeah...intense.” he said, before looking down at his shirt. “My shirt’s still ruined though. Maybe we could eat in?”

Rainbow’s expression hardened and she shook her head. “Oh no you don’t. I didn’t get all dolled up like this just so that we can kiss each other in my room. We’re going out, even if it means I have to drag you around shirtless because I haven’t been on a date in at least two years. Got it?”

Soarin nodded. “Sure thing Dash…” he then smiled slightly. “You’re kinda cute when you’re angry you know.”

The unexpected compliment made any anger that Rainbow might have had dissipate and instead be replaced by a coy blush that spread across her face.

“Yeah, well...that still doesn’t mean you can screw me over on the food. How’s seafood sound?”

Soarin smiled. “Sounds awesome.”

Rainbow beamed. “Great! Let’s get you a new shirt and then we’re off!” she then grabbed him by the hand and pulled him out the door.

//////////////////////////////////////////////

“...and that’s why my uncle hates me the burning intensity of a thousand suns,” Soarin said, finishing his long, sordid tale with a sigh. “That’s also why I hate the color chartreuse.”

“Really? That’s it?” Rainbow asked, her expression slightly confused. “All that crazy stuff happened because you wanted to stay a guy?”

Soarin nodded, biting his lower lip. “Yeah. Something about ‘ignoring my true blessings’ or some something else like that.”

Rainbow Dash nodded, poking her seafood with a fork idly. “And what about your dad? I mean, he agreed with you right?”

Soarin shrugged slightly, scooping some sushi into his mouth. “Yeah, him and mom understand. Send me money every few weeks. They’d do it more often if it wasn’t for my uncle constantly screws with the mail to make sure it doesn’t get here on time. Heck, I don’t even open my own mail anymore.”

“Really?” Rainbow asked, raising her eyebrow in curiosity. “Why not? What’d he do to it?”

A small blush broke out on Soarin’s face, and he looked down with embarrassment. “Well...he kinda sent me a gem that caused me to shift and be trapped as Glidin.”

“Oh…?” Rainbow asked, her curiosity getting the better of her. “What happened?”

Soarin exhaled through his nose and ran his hand through his mane. “He also had me stuck in…” he swallowed. “...in heat.”

Rainbow Dash’s eyes widened to the size of dinner plates. She was simultaneously sickened and curious. “Why in Celestia’s name would he do something that disgusting?!” she asked, her feeling of interest overriding her sense of decency.

Soarin simply shook his head, his expression one of deep confusion. “All I know is that Rarity really helped me out then. She called in sick for her classes all month long and made sure I didn’t do anything stupid.”

“Well that’s a relief...I guess.” Rainbow said, rubbing her arm awkwardly. Soarin’s eyes glanced down towards her and he gave her a shy smile.

“She locked me in the closet until she was able to get me to a house in the country that her parents owned.”

Rainbow’s awkward arm rubbing ceased and she nodded in understanding. “Oh I see. Yeah, cause I was thinking something totally different…” she trailed off, a blush of her own spreading across her face. Instead of an angry response however, Rainbow was greeted by the sound of Soarin laughing loudly.

“You mean you thought me and Rarity were having….a fling?” he laughed, and Rainbow couldn’t help but feel even more embarrassed

Rainbow said nothing, instead simply nodding rapidly. “Hope you're not that offended.” she murmured. Surprisingly Soarin shook his head and waved his hand.

“No, I’m not offended. I get that one a lot but me and Rarity have been friends for quite some time now...she’s kinda like a sister to me now…” he trailed off, noticing Rainbow’s cocked eyebrow.

“Really? That close?” Rainbow asked, causing Soarin to nod.

“Yeah...she’s pretty much my only friend here." He leaned back slightly, crossing his arms. "But, yeah, enough about me...what about you? Do you have any friends? I mean, besides that Applejack mare."

Rainbow hesitated, the question being quite unexpected. “Oh...well…” she idly poked her food with a fork, wondering if she even had an answer to the question. Asides from Applejack, she really didn’t speak or talk with anyone on the campus. Sure, she knew other cadets by name and such, but she couldn’t call them friends exactly. Usually, almost everyone tended to just smile and wave at her as she passed, and if they showed interest beyond that, it was usually a disgustingly transparent attempt to get cushy with the daughter of a ‘legend’.

She found herself muttering under her breath the answer, and noticed Soarin leaning forward slightly.

“You know, if you don’t want to tell me, I won’t ask.” he said, giving her a sympathetic look. Rainbow was quick to shrug and shake her head.

“No, no, it’s okay that you asked. I mean, I already asked all those questions to you, it’s kinda only fair that you ask me one…” she trailed off, looking down at her food again. “But yeah...I don’t really have that many friends. I mean, there’s AJ, but that’s it really…”

“Nobody else? Like, no one at home or anything?” Soarin asked, tilting his head slightly. Rainbow gave a vaguely dismissive shrug in response.

“Well, I wouldn’t exactly consider my mother and I as friends. I mean, I wouldn’t say we’re all that close...” she answered, rubbing the back of her neck and returning to poking her food with her fork. “...not like I really need her anymore…” she added quietly.

“So I take it you prefer to be on your own? Do things yourself?” Soarin asked, also picking at his food idily. Rainbow didn’t respond at first, instead just idly kicking her legs back and forth underneath her chair, the generally jovial atmosphere from before having been substantially subdued by the turn in conversation.

“Yeah, yeah I guess you could say that,” Rainbow finally said, leaning her head on her hand. “I mean, when I was growing up I guess it wasn’t so bad, being the hero’s kid. Everypony was always doing something for me or trying to get on my good side…” she sighed, leaning back in her chair. “I guess I just got sick of it after awhile. I mean, you start to really wonder if anypony is actually being nice to be nice, or if they want something…”

“That had to be pretty tough on you,” Soarin said quietly. Rainbow shrugged.

“I guess so, yeah...not as bad as not having a dad. I remember one Hearth’s Warming Eve, I had this wish list...I was like, seven or something, and do you know what was at the top of the list?”

Soarin shook his head. “No.”

“I wanted Shining Armor to be my dad,” Rainbow answered, not even noticing the water welling up in her eyes. “He was always around anyways, visiting me and sending me presents on my birthday and stuff, telling stories about Dad...I guess I just wanted him to fill that gap.” she sniffed, wiping her nose and finally noticing the tears in her eyes.

“Oh damnit, I’m sorry, I didn’t mean to get all weepy like this,” she apologized, quickly grabbing a napkin off the table to wipe away the tears. “I probably look like a real dork right now.”

Soarin shook his head. “No, I don’t think you look like a dork,” he chuckled, catching Rainbow’s attention. Rainbow paused, sniffing slightly to clear her nose and blushing slightly.

“You don’t?” she asked, her voice losing much of it’s previous brashness and instead sounding soft, which surprised her. Soarin nodded.

“No, no, I don’t.” he answered simply, smiling. Rainbow smiled coyly, suppressing a girlish giggle. She ran her fingers through her hair, feeling her cheeks flush noticeably.

Feeling increasingly awkward for probably the first time in her life, she glanced down at her watch.

“Well golly gee!” she exclaimed awkwardly, standing up from her chair rather hastily. “It’s like, hella late! I’d better be going.” she grabbed her purse, smiling awkwardly at Soarin, who simply looked a tad confused.

“But it’s only 9:30.” he said, looking down at his watch. “I mean, unless my watch is wrong…”

“Yeah, but I got studying to catch up on, what with that rumor going around about that fancy new flight test. Kinda wanna get an A in that.” she said, once more fixing her mane. Soarin’s expression lit up in realization.

“Oh wow you’re right! I can drive you back to your dorm if you want.” he offered, standing up. Rainbow was about to reply with a reaffirmation that she didn’t need the ride, but something about his tone gave her pause. It sounded honest, as if he really genuinely felt it was his duty to help her home. Not out of a sense that she was weak or that he could gain something from it, but simply because he could.

Rainbow found herself smiling again, and she nodded her head. “Okay...sure thing.”

Soarin smiled, grabbing his jacket off the back of his chair and starting towards the exit. “Let’s go then. After you ma’am.” He said, motioning like some old fashioned knight. Rainbow blinked, before taking the hint and walking ahead of him to the car.

//////////////////////////////////////////////

“So thanks for the dinner, I really liked it.” Rainbow said as the car came to a stop. Soarin shrugged.

“Least I could do, Rainbow. I mean, if only because you didn’t freak out. Last mare that found out about Gildin kinda hit me over the head with an alligator lamp.”

Rainbow blinked, the bizarre mental image making her chuckle slightly. “That’s...just...weird.”

“Tell me about it. One minute everything’s going great...the next, alligator lamp.” Soarin sighed, looking out the window towards the dorms.

“Well...we’re here. I guess this is your stop.” he asked, motioning towards the building. Rainbow looked out the window and nodded.

“Yup, this is the place. Hopefully, we can get together sometime again...maybe take in a movie?” she suggested, raising an eyebrow. “Because I really did enjoy this.” she paused, noticing that she was going down the same awkward, butterfly inducing path as before. She bit her lower lip slightly, before reaching for the door handle and popping the door open. She leaned a leg out the door before coming to a stop, turning, and giving Soarin an unexpected kiss right on the lips.

“G’night!” she then chirped, sliding out of the car and slamming the door behind her, leaving a still-dazed Soarin in the car.

Author's Note:

I swear I'm using this stupid old meme every damn time I update this. Watch.

Well that had its fair share of innuendo...

And there we go. Next chapter should detail Chrysalis again, and hopefully we can get the story moving forward at a brisker pace then what we've had so far, but I can't force the story either.

Go figure.

Hopefully you all enjoyed this.

And yes I know the whole 'make Soarin' thing was awkward, but really, I couldn't think of a better way to show AJ that Soarin did the thing. Again, go figure.

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