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Chapter 3

The six ponies walked together triumphantly down the mountain. They had succeeded in their mission, even if Fluttershy did most of the work in the end. however, there was one pony in the group that had her mind on other things.

Rarity walked down the steep mountain with the other ponies. She was thinking hard on what she could do next to advance in her plan. So far it had all been going very well, a lot better than usual. The entire day she had been with Pinkie Pie, and she intended to make it stay that way. Rarity knew that Pinkie was completely oblivious as to how she felt about her. But, just so long as Rarity was around Pinkie, it was good enough for her. At least for now.

So Rarity continued walking almost completely unaware of her surroundings. Then out of nowhere a large gust of wind picked up. It pushed the ponies back a little bit. Rarity, at this time, was wearing her scarf, and the wind was just powerful enough to blow it off her neck and make it take off into the sky. Rarity almost called out for it, but before she could speak, it hit her.

Rarity knew what she could do to be around Pinkie for at least a little longer. Rarity picked up her pace until she was next to Pinkie Pie.
"Hey, Rarity! What's up?" Pinkie said.
"Nothing really Pinkie, I was just wondering if maybe, well, you see." Rarity just realized that she did not have an excuse to go with her plan. Pinkie started to walk slower and looked at Rarity with a puzzled look on her face. Rarity finally came up with something. "*Ahem*, well you see Pinkie, I have an order of dresses that I need to get done, and I was wondering if you could help me out with them. You see, it's simply too big of an order for me to get done alone in time." Rarity said. Pinkie looked at Rarity a little confused.
"There's an order that YOU can't handle?" Pinkie asked.
"Well, I would have been able to do it, if it hadn't been for this dragon. The whole ordeal threw me off my schedule." Rarity explained.

Pinkie looked at Rarity a little longer. She had a very serious look on her face, almost like she could see through Rarity's lies if she tried hard enough. Rarity was starting to sweat, for some reason the face that Pinkie was giving her made her really nervous. But then Pinkie quickly switched her face back to her usual happy self and said "Okie dokie lokie!!"
"So you'll help then?" Rarity asked.
"Of course silly, I love to help my friends!" Pinkie happily replied.

Rarity had done it, she would be able to spend a few more hours with Pinkie, and maybe even the rest of the night, if she got lucky.


Rarity had just gotten back to her boutique after being at Twilight's for a little while. She was still snickering over what Pinkie had done to Rainbow Dash. But Rarity had some things she had to do before Pinkie arrived to help her with her order.

She walked back and forth, carrying things with her magic and placing them in their proper place. Rarity had not realized how dirty her boutique was, she wondered how she ever let it get that dirty in the first place.

Rarity continued to clean until she heard her door open and the bell above it ring. Rarity turned around and placed a smile on her face.
"Welcome to Carousel Boutique, where every garment is chic, unique and magnifique."
The pony that entered smiled back at Rarity.
"Hello, I'm guessing that I'm in the right place, then." The pony paused then continued. "You sell dresses, right?" Rarity looked at her surroundings and saw all of the dresses that were labled with prices. She thought to herself that it could not be more obvious that she sold dresses.

Rarity smiled back at the pony and responded " Why, yes I do."
"Okay, I kinda figured as much. But, do you take big orders?" The pony asked.
"I'll take any order, and I'll try my hardest to get it done by the time you need it." Rarity happily replied, not certain whether she would regret those words or not.
"Alright, then I'm going to need about twenty dresses by tomorrow." The pony said.
"Wha-by tomorrow?" Rarity asked shocked.
"Yes, and I need them to all have their own unique design, if it's not too much trouble."
"Trouble? Of course there won't be any trouble. Do you have a specific design for the dresses that you'd like me to do?" Rarity asked, hoping that she would say yes and make her job a little easier.
"Well, I did have some, but after looking at some of your dresses, I think I'd like it if you did them from scratch. That won't be a problem, will it?" The pony asked.
"No, not at all. I will have twenty unique dresses done for you by tomorrow." Rarity promised.
"Alright, that's great to hear, I can't wait to see them. Thank you" The pony said. She then did a slight bow to Rarity and walked herself out of Rarity's shop.

Rarity looked at the time and saw that it was already almost night time. How was she supposed to get twenty dresses done that night? But, just as Rarity was about to have a dramatic fit on her couch, she heard her door open yet again.

"Hey, Rarity!! I'm not too early am I?" Pinkie yelled as she burst into Rarity's boutique. Rarity had almost completely forgotten that she invited Pinkie Pie over. 'I guess it's a good thing I made that little story up, now I have somepony to help me.' Rarity thought to herself. "No Pinkie, you are actually right on time." Rarity said, cheerfully. "shall we get started?"


Pinkie Pie trotted happily back to Sugar Cube Corner. Pinkie was in a great mood, even though she was usually very happy, right now she was super happy. She had never been invited over to Rarity's boutique to help out with dresses. In fact, Pinkie didn't think she had ever made a dress at all, so she was really looking forward to helping Rarity.

Pinkie had arrived at Sugar Cube Corner, she walked in and didn't see the Cakes anywhere, so she made her way up to her room. When she got in her room she took off her saddlebags and placed on her bed. She took a quick glance around her room, checking to see if there was anything that she could bring to Rarity's that might help out with the dresses.

Although, Pinkie was only half paying attention. Her mind was on other things. She was finally going get a chance to tell Rarity. She had been trying to tell Rarity how she felt for a long time, but no matter how many times she tried, it never felt right. Since the day that she met Rarity, she had been infatuated with her.

At first, it was just attraction, she had thought that Rarity had been the most beautiful unicorn ever. Then once she got to know her she realized she was super fun to be with. Ever since then, she had been trying to tell Rarity how she felt, but it always ended the same way. Pinkie would end up saying , or doing, something that was very random, and that usually ended with Rarity just getting confused.

Tonight was different, though. Tonight, Pinkie would tell her. At this thought, Pinkie got very anxious, she wanted to see Rarity as soon as possible. So, Pinkie, as quickly as she could, ran out of her room and out the door. On her way out she saw Mrs. Cake, she yelled as fast she could.
"Bye Mrs. Cake, I'm going over to Rarity's to help her make dresses." Although, it didn't look like Mrs. Cake had fully understood what she had said. But that didn't stop Pinkie from running as fast she could in the direction of Rarity's boutique.


"So, how many dresses are we making?" Pinkie asked.
"We need to make twenty by the end of the night." Rarity replied.
"Wow, I guess you really DID need my help!" Rarity nodded in agreement.
"Okay, shall we get started?" Rarity asked. Pinkie, in reply, happily nodded while jumping in place.

So, for the next few hours, the two ponies made dresses. Rarity had been surprised by just how big of a help Pinkie was. Even though she never made a dress before, Pinkie was really good at remembering the things that Rarity had told her. After Rarity had shown her how to make a single dress, Pinkie was fully able to make a dress by herself.

After the sun had set, Pinkie and Rarity had stitched the last part of a dress and with that they were done with the seventeenth dress. They had decided that they could easily finish the other three later, but for now, they needed to take a break.
"Well, that was fun!" Was all Pinkie had to say. "What should we do now?" Pinkie then asked.
"I'm not sure, that was rather exhausting. I think I need to get my beauty sleep." Rarity responded.
"Oh, you're going to bed, already?" Pinkie Pie said. Pinkie didn't show it, but she was starting to panic. That would mean that, yet again, Pinkie would not be able to tell Rarity. Throughout the whole night there was not a single time when telling Rarity how she felt would have been a good idea. Would Pinkie have to wait again to tell her how she felt?

"I'm sorry, darling. But like I said, I'm very tired, and if I don't get my proper rest I may get wrinkles." Rarity replied.
"Alright, I guess I'll go back home then." Pinkie had to face it. She would go another day without telling Rarity her feelings.
"Oh, don't worry about that, darling. It's alright if you stay here for the night."
"REALLY!?!?" Pinkie didn't mean to shout as loudly as she did, but she could barely contain how happy she was. If she was there an entire night, then surely a moment would come where it'd be just right for Pinkie to tell Rarity.
"Of course! It's already pretty late, so we might as well make this a sleepover." Rarity replied.
"Yay! Sleepover!!" Pinkie yelled, again. Pinkie then, jumped onto Rarity's bed. "It's alright if I sleep here with you, right?"
"Of course, after all we are making the dresses first thing in the morning. It would be easier if we both woke up and went immediatley to it.

"WHAT!?!?!" Pinkie and Rarity both got startled by the sudden screaming. Neither pony knew where it had come from, but somepony just shouted.
"Who was that?" Pinkie asked.
"I don't know. I'll go check outside real quick."

Rarity approached her door and opened it slowly with magic.
"Hello? Is anypony the-? Twilight? Rainbow Dash? What are you doing here? And why were you yelling?" Rarity asked the two ponies.
"We were just taking a walk." Rainbow said, calmly. Rarity looked confused by this answer.
"Okay, so why were you yelling Rainbow Dash?" Rarity then asked.
"Oh, that? I started running ahead of Twilight, and I wasn't paying attention to where I was going and hit my hoof on a rock. It really hurt, so I yelled in pain." Rainbow easily lied.
Oh, I suppose that makes sense." Rarity said "But why were you out walking at night anyway?" Rarity then asked.
"I dunno. Me and Twilight just felt like taking a walk together, so we did." Rainbow replied, yet again, very calmly.

Rarity knew that Rainbow Dash was lying. Something was going on and Rarity was going to figure it ou- 'Oooohhh, I get it. It seems that Rainbow Dash and Twilight have gotten a little bit closer together.' Rarity thought to herself.
"Oh, okay. I get it, say no more Rainbow. I'll go back inside so you two can continue your walk. Goodnight." Rarity then giggled and closed her door behind her.

Rarity ran back up to Pinkie, she could not wait to tell her what she had just found out.
"Hey Rarity! Did you see who was being so shouty?" Pinkie asked.
"Yes I did, and you're not going to believe what just happened."
"What? Was it something fun? Or was it something amazing!? Or maybe it was something delicious? What was it?" Pinkie asked, excitedly.

Rarity, by now, was used to Pinkie's odd behaviour and just pushed aside the weird things that Pinkie just said.
"Well, it was Rainbow Dash who was yelling, and she was with Twilight. She said they were taking a walk together, and they were both acting very strange. After putting some things together, I think I may have found out that Twilight and Rainbow Dash are becoming something more than friends." You could hear the excitement in Rarity's voice.

Pinkie, on the other hand, was not very excited by this news. In fact, it made her sad. Pinkie felt jelous. She was jelous that Twilight and Rainbow Dash were apparently able to tell eachother how they felt. But Pinkie was still unable to say anything. Rarity was standing right in front of her. All Pinkie had to do was just say a few simple words and Rarity would know. Twilight and Rainbow Dash did it, why couldn't she?

That's when it hit Pinkie. Now was the time. She needed to tell Rarity right now.
"Darling? Is there something wrong?" Pinkie had been looking sad for little while now and it was starting to worry Rarity. "Darling? Just then, Pinkie leaped toward Rarity. Rarity fell down on her back, and Pinkie stood above her.

Rarity was not sure what Pinkie was doing, but it was taking all of Rarity's willpower to not embrace Pinkie Pie.
"Pinkie? What are you doing?" Rarity calmly asked.
"Rarity! I have something really important to tell you!" Pinkie yelled. "I... I..." Pinkie couldn't get it out. She was trying so hard, but she just couldn't say it. "I..." Again, she failed. She was almost about to give up when she felt it. Pinkie lips became warm, she looked and saw that Rarity had placed her lips to Pinkie's.

Author's note - I'm really sorry this chapter took so long. I have been having a horrible time trying to deal with pre-readers. This chapter is still not completely pre-read, but I wanted to upload it, cause if I waited for my new ex pre-reader it would've been another month before this chapter was posted. So, if you can, please forgive me for bad grammar, and if you really can't stand it that much, please pre-read for me. I REALLY NEED A PRE-READER!!!

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