• Published 5th Dec 2011
  • 2,444 Views, 81 Comments

Fear of Falling - Eustatian Wings



Fluttershy and Dash face their fears.

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1. Fluttercrashed

The nice thing about clouds is that they're made of water. That way, thought Fluttershy, a pony could lie on one and not have to worry about ruining it with her tears. She closed her eyes and let the cloud caress her back, imagining herself melting into a tiny pink-maned yellow spot atop its white expanse.

That was another nice thing about being a pegasus: it was always sunny if she flew high enough. She was actually glad that Rainbow didn't like mares. It made things simple.

Once upon a time, an old friend told Fluttershy, "Nopony chooses what she feels, only what she does." Fluttershy figured she could go check on the Sinking Swamp. She didn't exactly have to, but it would be better than lying around feeling sorry for herself.

Fluttershy picked herself up, spread her wings, and lept from the cloud. Its fluffy, irregular side zipped past. Ever so slowly the vast mass of clouds in the distance seemed to float up and away. The theory was simple: feelings don't last forever, no matter how enormous and invincible they seem. Taking a few minutes to calm down should help, and it had helped a lot.

Below her Ponyville lay painted on the ground, thatched roofs and pastel walls on a field of green. The muggy summer air washed everything with a blue-white haze. Clouds floated, mountains in the air, above the chalk-sketched scene below. Fluttershy looked forward to the swamp, how the trees' roots made them look like broomsticks, and how tiny fish darted between them. It would be cool and peaceful.

Fluttershy angled herself, drawing a gentle curve along the cloud's side, careful to not go too fast. As she dropped below the cloud base and leveled her flight, she saw a pony far ahead dash between the clouds. The pony left an unmistakable polychromatic trail.

She was beautiful. Fluttershy missed a wing stroke, lurched and dipped, and caught herself. She hadn't been noticed yet; perhaps she could still hide if she tried.

Fluttershy told herself she didn't want to. Rainbow didn't want her, not in the way she wanted to be wanted, but Fluttershy could at least try to be a good friend.

Dash appeared again, climbed halfway up a cloud, paused, and darted to the next one. She dove, spiraled, and suddenly turned toward Fluttershy. It was hard to tell because she was so far away, but it looked like she was pushing herself faster and faster. She exploded from the sky, pulling a six-hued U-turn around Fluttershy that brought the pegasi alongside each other.

“Hey, Fluttershy.”

“Oh,” said Fluttershy.

“How about we catch some thermals? It's a great day for it.”

Fluttershy's heart felt like it wanted to sink through her breast and keep going all the way to the ground, but she took a deep breath and tried to imagine what she'd do if her best friend wasn't making her heart pound and a hot blush spread across her ears.

Rainbow carried on, apparently oblivious to her condition. “That hill's usually good for a decent one.” She pointed down to a low hill capped with a wide stretch of bare rock baking in the sunlight. Even Fluttershy could recognize the pattern in how the upper branches of trees swayed towards the hill's peak: that meant feeder winds and a strong updraft.

“C'mon, Fluttershy.” Rainbow banked and beat her wings, setting course for the air above the hill. For a moment, Fluttershy hesitated. She wanted to chase that beautiful tail. Dash deserved better. She bit her lip, composed herself, and followed.

The wind drew Rainbow's mane and tail back waving behind her body. She looked so happy flying and Fluttershy couldn't help smiling, even as she forced herself to look away. The clouds above ran together into a sea of cottony white. Tiny farmhouses punctuated Equestria below.

“Woah, yeah!” Rainbow hit the edge of the thermal, and shouted in delight as it tossed her to the side and up. “Here we go!”

Fluttershy endured the turbulence without a word. She liked the effortless lift and calm inside an updraft much more than the rough air on its border. Rainbow, of course, seemed to love it all, cheering as the winds jerked her wings and mane.

Once inside, both pegasi rested their wings and soared, savoring the rising current buoying them upwards. Fluttershy drew alongside her friend; for a long moment they rode the updraft in silence and then Dash spoke in a small voice that barely carried in the still air.

“I'm sorry, Fluttershy.”

“Oh, no. If you're talking about earlier this morning, I– I overreacted.”

“But I still upset you, and I was thinking about what I said. I guess I was a jerk. Again. So…”

"Don't worry about it. I'm just glad you can stand to be around me."

"Are you kidding?" said Dash. "We've been friends, like, forever."

A hawk called. Fluttershy looked over, finding the bird hanging on the air just above the horizon. She brought her eyes back to Rainbow. Both smiled. The thermal lifted them slowly but effortlessly toward the base of a cloud above.

They hadn't actually been friends forever. Fluttershy could remember when they weren't.


Rainbow Dash walked with firm purpose and flagrant disregard for Fluttershy. Her hooves clopped briskly against the packed-cloud walkway, though she didn't even raise her gait to a trot.

Fluttershy scurried to keep up. She spoke between breaths. “Rainbow. I brought you, your homework.”

The truant filly snapped her tail at Fluttershy's face, telling her to get lost. Fluttershy kept following, regretting all five flights she had climbed to reach Rainbow's apartment on the top floor.

She tried again, speaking louder. “Miss Morningsky wanted me to give you your papers, you see…”

Dash gave no answer. She continued her steady clip-clop past ponies' back doors.

Pegasi built their front porches facing the sky, on the outsides of their homes. The inside of the oval-shaped apartment building was ringed with walkways for heavy deliveries and ponies who, like Fluttershy, couldn't fly.

She followed Dash past doors and trash cans on their left and a low safety rail on their right. The space in the middle was good for playing skyball, and the shouts of several older fillies and colts doing just that echoed off the walls.

“Rainbow Dash, I'm–”

“Look, Buttersky.” Rainbow stopped and turned. “I get that you're the teacher's pet and it's your ‘special job’ to check up on me, but just stop it, okay?”

Fluttershy stood still a moment, bewildered by Dash's glare. “Why aren't you coming to school?” she finally asked.

Dash scoffed and rolled her eyes. She turned her shoulders as if to start walking again but then said, “You know what? Fine.” Dash flared her wings. “Go ahead and laugh.”

The trailing edges of her wings were missing their usual feathers. In their place a set of steely blue-gray spikes sprouted from the meat of her wings, evenly spaced. They looked almost like claws.

“Moulting?” said Fluttershy. “But you can still come to school when you're moulting.”

“Heads up!” A shout interrupted before Dash could answer. A ball bounced off floor, wall, and a trash can, smack-ka-thunk.

Fluttershy ducked, and the ball rolled lazily to her hooves.

“Hey chick, over here,” called a young griffin tercel, who hovered on well-built brown wings just beyond the rail. He looked tough and angry, like all griffins looked to Fluttershy.

She sat back on her haunches and picked the ball up between her forehooves. Then she focused on the griffin's waiting talons and tossed it.

It barely cleared the rail and fell out of sight. “Weak,” said the griffin and he dove after it.

Behind where he had hovered, somepony kept a garden. Vines grew through the rails on the opposite side of the sky-court, a cascade of green dotted with huge blue flowers, spilling down the white sky-marble.

When Fluttershy turned back, Rainbow had gone ahead. She stood against a door, one hoof working at the latch. A white-and-red sign read “Authorized Ponies Only.”

Fluttershy cantered ahead. “Rainbow, wait.” She was too late; with a soft snick, the door swung open and Rainbow slipped through. Fluttershy barely reached the door in time to catch it with a forehoof before it could close. She wedged her shoulders inside. “Rainbow, it says we're not supposed to be in here.”

The room was lit by a dim red light from deep inside, which silhouetted everything in the room: shelves on either wall and a tangle of broom handles leaning against them. Fluttershy's eyes gradually adjusted to the light. The shelves were stocked with tall buckets: Cirro-Clean detergent and cloud conditioner, Strato-Patch, Sky-Bright hail polish. Their logos seemed to be arcane sigils in the monochromatic light.


“Hey, Fluttershy, yoo-hoo. You there?”

Rainbow called Fluttershy out of her memory and she waved her cyan hoof at the cloud close above.

“We're running out of thermal. Your choice: around or through?”

Fluttershy decided between pushing through the cloud, a wet and bumpy route, or detouring around the outside. It wasn't a hard choice. “Around, please.”

Rainbow turned away from her spiral. Fluttershy followed into the rough boundary where the thermal's air mixed with the rest of the sky. Both pegasi began their climb to the cloud's peak.


“Rainbow, are you okay?”

Fluttershy pushed the rest of the way into the dark closet. As the door clicked shut behind her, something tackled her with a squeaky, “Hi-yah.”

Fluttershy's hindquarters fell into a bucket under one shelf, driven by her assailant. Her head and shoulders crashed into the wall behind her, and two hooves landed, one on her chest and one barely missing her ear. Rainbow's face filled her vision, magenta irises blending ghoulishly with the whites of her eyes in the demonic red glow.

Broomsticks clattered to rest. Rainbow's breath brushed hot against Fluttershy's cheeks. The bucket crimped her saddlebags against her quarters and bit into her hams and back.

Dash said, “Game's up, Buttersky. What're you really up to?”

Fluttershy was too shocked to answer.

Dash pressed her hoof harder on Fluttershy's chest. “Confess.”

"Nothing. Really. Miss Morning-"

"Likely story, Buttersky." Dash leaned more of her weight on her hoof and twisted it.

"Ow!" Fluttershy's ribs ached. "I'm telling the truth! Please stop, Rainbow."

Dash's upper lip twisted up. "I know one of them sent you. Was it Dumb-Bell?"

A horrible chill swept along Fluttershy's chest and neck, burst out of her, and turned into words. “Dumb-Bell? That jerk?! He's almost as big a bully as you are, Rainbow Dash.” Flutttershy glared with fae-light lit eyes of her own. “And my name is Fluttershy!”

Dash fell back as if she'd been struck. “I– I'm not a…”

Flutttershy pushed herself off the wall with her wings, tipping the bucket forward and landing on her hooves. She took a deep breath and rubbed her sternum. Nothing felt broken.

Dash cowered against the floor. “I'm sorry. I just… Can I show you something really cool, Fluttershy? Wait just a sec, okay?”

She skittered behind the shadowy tangle of equipment and Fluttershy heard her clatter and clamber over shadowy shapes in the darkness. After a moment of silence and Dash's “A-hah!,” a chain jingled and sunlight invaded the closet.

The chain hung from a hatch in the ceiling. Fluttershy blinked into the glare, then followed the light down a set of stairs. Dash hauled at the chain with her teeth, grunting and nearly pulling herself off the floor. The chain rattled. The hatch inched open and with a sharp clack was still.

Dash bounded halfway up the steps and paused and turned, her flanks heaving under her wings with each breath. She swore softly, “Oh cold snap! Uh, this goes up to my favorite spot on the roof. You probably don't… I get it if you don't want to come up here with me after what I just did. So I'll just…” Her voice faltered, and she turned and crawled the rest of the way into the light.

Fluttershy looked towards the door, but checked herself when she saw her saddlebags. They sat crooked across her hindquarters and Rainbow's homework was probably ruined but she still had a job to do. She sighed and turned back to the stairs.

They were steep and Fluttershy felt like she would fall over backwards as she climbed, but she made it to the top, her heart pounding as she pulled herself over the edge and lay flat on the roof.

She looked up to find Rainbow sitting by the edge, looking out over Cloudsdale. Fluttershy picked herself up and cautiously joined her. Their city opened lay open before their eyes like a picture book.

A jumble of buildings below gave way to other cloud banks slightly higher. Weatherworks stood in profile, gushing rainbowfalls from their sides, and gaps of blue revealed distant mountains. To the far left, Fluttershy could almost make out the near-mythical ground. She had lived her entire life in the sky and still half believed the rumors that only monsters lived below.

“Molting sucks,” said Dash.

Fluttershy drank in the scenery a while longer. She turned toward Dash, who was looking at the rooftop between her hooves. Fluttershy hesitated, then set a wing across her classmate's trembling shoulders. Dash quailed briefly but settled against her.

Fluttershy wasn't sure why she embraced Dash. Rainbow wasn't a friend; she was too much of a loud and garish idiot. Everypony else could follow simple, sensible rules like “no cantering in the hallways.” Dash broke that one so often and so catastrophically that she more than earned her nickname, “Crash.”

She had ignored Fluttershy and then attacked her and the only reason Fluttershy was there in the first place was because Miss Morningsky had asked. If Fluttershy was smart, she'd just leave Dash's homework and go home.

She hugged Dash closer. “Moulting's not so bad, really. I went to school when my feathers were growing in.”

Dash shifted. Her pinfeathers throbbed ever so slightly against Fluttershy's ribs. “Yeah, sure, if you're a smart teacher's pet like you, or at least good at something. I can't fly anymore. Yeah, yeah, I know it's only for a few weeks and all that, but what if my new feathers get hurt?”

It wasn't something that happened too often, but Fluttershy had seen a colt fall on the playground earlier that year and break two pinfeathers. He was okay; the school nurse had pulled the feathers and washed the blood off, and he came back to class without even a bandage, but it did look like an awful lot of blood at first — especially as it soaked his lime-green coat and wing.

Fluttershy wasn't going to forget that image soon. “But you came to school when you hurt your leg.”

“Yeah, but… Hey, do you know how I did that?”

Fluttershy didn't, but it must have been while doing something stupid.

Dash pointed a forehoof across the street. “This hoof, that building. I used to come up here and imagine how cool it would be to fly. One day, I just decided to go for it. I kinda fell more than flew, and I landed too hard.”

“Oh,” said Fluttershy. Rainbow actually sounded proud of herself.

“So that was two weeks in the fetlock brace, and another one grounded before I managed to sneak back up here. That time, I didn't hurt myself, and it wasn't too long before I was flying for real. That's why moulting sucks: I finally get good at something and my feathers start falling out!”

“Oh, Rainbow…”

“And Dumb-Bell hates me, so I'm not taking these anywhere near him.”

“I don't think he'd actually–”

“Yes, he would,” said Dash. She spoke with grim certainty even as her voice began to shake. Fluttershy couldn't avoid her ruby eyes. “He says I'm a flying menace and– and that I should be c– clipped and even calls me ‘Rainbow Cr- Crash.’ ”

Rainbow didn't cry, she only shook. Fluttershy was shocked. Her imagination offered an image of the heavyset colt slamming Rainbow against a wall, grinding her proud new feathers into a chunky blue-and-red smear, and then crying fake tears and calling it an accident. She had used that horrible nickname herself.

Fluttershy squeezed her wing tighter. Dash's shoulders quaked with each breath. They sat that way for a long minute, then Fluttershy said, “Hey, it's okay.”

Dash pulled herself away and smiled with one half of her face. “So, about that homework…”


Dash and Fluttershy reached the top of the cumulus outside of Ponyville and sat next to each other, both resting their wings. The ground, no longer a myth to either pony, spread out before them; and wild clouds, not the cultivated banks of Cloudsdale, filled their sky.

“How's that animal doing?” asked Dash.

“Which one?”

“The one you flew off to take care of,” said Dash.

Fluttershy looked down at her hooves. She scraped up a little tuft of cloud and began shaping it into a ball. “She's fine. There's nothing wrong with her, really. She just needs to fix her attitude.”

“That's good,” said Dash. “It's just…”

A comforting hoof lay on Fluttershy's shoulder and rubbed small circles under her left wing-wrist.

Sitting next to Dash was wonderful — mostly. Fluttershy did her best to think safe thoughts; winter would be good. She liked to read on lazy winter days when there weren't any creatures who needed her. The sun reflected extra-bright off the snow and through her windows, making the air outside look warmer than it was.

She kept a little fire going in the stove all the time, to keep the house warm, and also to heat a crock of mulled cider, gently steaming and perfuming the air. Rainbow sitting on the cloud next to her, touching her, was every bit as spicy and enticing.

“No.”

Rainbow stopped and withdrew her hoof. “No what?”

Fluttershy burst the cloud-puff between her hooves, scattering warm mist into the air. “I'm really sorry, but please don't touch me. You're not doing anything wrong, but please don't.”

“Fluttershy.”

She turned to see Dash scowling.

“How about you tell me what's really going on.”

Fluttershy took a deep breath. She had wondered how to tell Rainbow about her… crush.

Dash's expression softened. “Please?”


That morning had brought Fluttershy to downtown Ponyville, trotting lightly to Carousel Boutique. White duck-cloth panniers sat across her back and the lemongrass inside smelled heavenly. When she gathered it, and chamomile too, the kiss of cool dew on her nose and the promise of tea had portended a very nice day indeed.

She didn't suspect what Rainbow would say.

The boutique's main doors were closed, but Fluttershy had an open invitation to the back. Rarity left it unlocked when she was at home and Fluttershy eased the door open with a soft, “Good morning.”

The hall was empty and so was the kitchen. Sunlight filled the room; the counters, sink, and table shone clean and bare. Breeze blew in from the window and set a chime tinkling.

Fluttershy nosed her panniers onto the table and considered starting the kettle herself. Tea was nice, and so much nicer with a friend. Then again, she was the faintest bit worried about Rarity — or not exactly worried.

Rarity usually should be having breakfast at this time, so Fluttershy thought maybe she was interrupting a sudden moment of creativity. Or, possibly, she had gone out somewhere and forgotten to lock the door. If so, Fluttershy would just leave a note and lock it on the way out.

“Hey, cool,” said Rainbow Dash, muffled, from somewhere down the hallway. Fluttershy's ears perked up and she walked from the kitchen.

“Oh, I'm so glad you like it,” answered Rarity. “Now, I know this is a bit unusual, but there's a show coming up in Canterlot, for unrecognized talent you see, and I'm looking for somepony who'd be willing to model. Would you consider it?”

Fluttershy followed their voices to Rarity's private studio. She stuck her head and shoulders around the door.

Rainbow Dash wore an embroidered silk vest and black square cap and faced a mirror. Rarity stood to one side examining what had to be her design for the show. Fluttershy's eyes met Rainbow's in the mirror; her heart lept into her throat. She said, “Oh.”

“Oh hey, Fluttershy. Isn't this awesome?” said Dash. She half turned and struck a pose rampant: reared on her hind legs, wings spread but bent at the wrists, forehooves punching at the air.

Her vest was a night scene on black silk. A dragon in green and gold thread swooped over her shoulder, under the blue and indigo locks of her mane. It breathed fire at a crouched and snarling ursa major guarding her lean flank; the beast's bared fangs and claws shone silver. Tiny sapphires were the stars of its body, outlined in faintly-glowing magenta thread.

She settled down and folded a wing over the ursa's back. “What do you think?”

Fluttershy took a deep breath and let it out. “Amazing,” she managed. Dash grinned jaunty and proud.

“See?” said Rarity. “You're a natural, Rainbow, and I would be honored if you would model my work.”

Fluttershy agreed. Her friend Dash was indeed a natural; of the two of them she had nearly all of the stage presence, a carefree magnetism that made it impossible for ponies to look away.

Dash was fit and strong and never gave up, even when rain and wind soaked her mane and stuck it to her face. She'd leap back into the sky and battle the clouds invading from the Everfree sky. Sunny days made her mane shine. Sometimes, she had nothing to do but visit and joke with her friends. Or, sometimes, she made a little nest of clouds and took a break from everything except being beautiful. And, oh so unfortunately, she wasn't attracted to mares.

Fluttershy had figured out her feelings earlier that summer: she was, as they say, "taken" with her friend, and it was perfectly natural for a young mare to feel that way about somepony. Most often, some stallion, but there wasn't anything wrong with liking mares. Her infatuation was a bittersweet tug, a dark chocolate of somewhat-guilty pleasure: she felt like she owed Dash more honesty, but she simply couldn't dare.

Dash pursed her lips, furrowed her brow, and eventually answered Rarity, “Yeah, but, lemme see if I understand this. You want me to get up in front of a bunch of ponies and just stand there?”

“And walk and rear up like that if you wouldn't mind too terribly. I'm afraid I can't afford much in the way of pay, but it's easy work and you do look dazzling. I was hoping we might make something of a day of it in Canterlot.”

“Oh,” said Fluttershy, “that sounds wonderful.”

“Just standing around?” said Rainbow. “No flying? A whole day of dress-up? Look, Rarity, you've got a lot of talent and I love seeing what you're up to, but I think you've got the wrong pony for the job.”

“Well…” said Rarity, beginning to wheedle musically, “it is a contest, a large contest and I don't want to promise anything that we're not sure to win, but I would be more than willing to split the prize money. Besides, I doubt I can find a model with your pizazz. If I may be frank, the moment you walk on stage, you'll have the attention of every stallion in the room.”

Dash blew a derisive snort.

“A good fraction of the mares as well, if that's more to your taste. This is Canter–”

Dash sat, silent, and began working her way out of the buttons.

“Um, Rarity…” began Fluttershy. Rarity didn't understand how much Dash hated that.

“Oh, dear, I've offended you,” said Rarity, facing Dash. “Please tell me how so that I might–”

“Let's not fight, please,” whispered Fluttershy.

“You're being clear at least. That's good,” said Dash in the level, professional tone she used to talk about her weather. “So you want ‘pizazz,’ hunh? That's not really my thing. Find somepony else to be your walking eye-candy, okay?” She held up the gorgeous vest and Rarity took it with her magic.

“Rainbow, I'm sure that's not wha–” said Fluttershy.

“It's not like that!” snapped Rarity. “This is a high-class cultural event based, in part, on the beauty of the equine form. Where exactly is the shame in that?”

“And you do like attention, right?” added Fluttershy. The last bits of common ground between her friends were sinking into an ocean of bad feelings and she tried to scoop them up before they disappeared entirely.

Dash stood and advanced on Rarity. “Oh, it's a bunch of fancy ponies, that makes it okay. Modeling is somepony's job and she gets paid. Great. Except my talent, last time I checked, is doing awesome things that take hard work. Not just standing around looking pretty or rearing up so a bunch of ‘high class’ colts can sit around in the dark and admire my–”

Fluttershy placed a hoof on her shoulder. “Please stop.”

Dash's voice dropped back to calm, but she still scowled as she turned to Fluttershy. “Whose side are you on anyway? Honestly, this whole thing is kinda freaky and just… ew.”

Fluttershy's gaze and hoof fell to the floor. She picked herself up and headed towards the door.

“Darling?” asked Rarity.

“Oh, um, I just remembered I have to take care of an animal and I need to go right now. There's tea stuff in the kitchen.”

From the hallway she heard Dash say, “Did I miss something?” Fluttershy kicked into trot which became a canter and barely slowed for the door. She burst into flight outside. No, Dash hadn't missed anything. It was all Fluttershy's fault for hiding everything that mattered.


“I'm the animal, Rainbow Dash.”

“Hunh?”

Fluttershy dug into the cloud again. It was warm and firm against her hooves. “I'm just an animal with a bad attitude. But, um, the important part, the part I want is… I really like being friends with you.”

Dash let out a long sigh. “Oh. Good. Rarity was all panicked and convinced that you had a thing for me, but friends, yeah, I can do that. No problem. How 'bout–”

“But I do,” interrupted Fluttershy before she could lose her courage. “I kinda do have a thing for you. Tha– that's why you shouldn't touch me. It's confusing.” Her ears and cheeks burned.

“Oh, sleetstorm,” swore Dash. She reached a hoof forward, caught herself, and cussed again. “Downdraft! No hugs, hunh? Fine.” She stomped her hoof against the cloud, kicking up tiny sparks of lightning.

“I'm sorry,” said Fluttershy. “I understand. It's normal to not be interested in other mares, you know. I just–”

“Weren't you the one who always had that list of cute colts back in school?”

“Well, yes, I guess–”

“So what the hoof happened, Fluttershy?”

“I don't…” Fluttershy turned away and sank to her elbows, halfway curled into a ball.

“And what am I supposed to do with you?”

Fluttershy had no answer for that either. She heard Dash's wing beats as she took to the air. She closed her eyes and tried to swallow a hard lump from her throat.

Author's Note:

It's here.

This story grew enormously in the re-telling and to be honest, it scares me a little. I've never written anything this long. I mean, me, a novelist?

Sometimes a pony just has to put his hoof down and do it. FiMFiction rules mean I can't resubmit as a new story, but I'd like you to approach it that way. I've rewritten it twice from scratch. Don't forget to thumb-up (if you want others to read) and follow (if you want side stories and other bits of adorable that leak out of my head) and favorite (for the next chapter). Comments make my heart sing.

I've unpublished the previous edition. It'll come back as an appendix once I've passed that point in the story again.