• Published 1st Dec 2015
  • 3,786 Views, 219 Comments

Student of Friendship - zalla661



Starlight Glimmer, now reformed has begun a journey to spread friendship across the land as Twilight Sparkle's student. Along the way she will make new friends and meet some old ones. (SPOILERS! Takes place after Season Finale)

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First Kiss

Author's Note:

Drama bomb incoming!

Starlight shot up in her bed gasping. She inspected herself over seeing she was a filly once again. She sighed in relief laying back down in her bed. She glanced over at her clock which read 7:08AM. She groaned stretching her arms and legs until they popped.

"Agh, that was a weird day." she said hopping off her bed.

She waddled lazily over to the window and peered through the curtains. She saw the town of Ponyville just off in the distance. There were pink banners all over the place and lots of large pink hearts all around. She thought about her little time travel venture, although it was a it fuzzy due to the paradox she created. She felt reviled though. The weight of the future no longer on her shoulders and the path to hers was clear now more than ever.

She smiled at the sight of all the pink hearts taking a deep breath she skipped down to her bathroom to get ready for her day. She flew up over to the tub and took a nice hot bath. She only filled the tub up partially so she could rest inside with her tiny body. She laid back, resting her back on the ceramic face feeling the cold touch as it warmed up with the hot waster. She then used her magic to add some salts to the water and undid her mane.

"Ah, now that's what I needed." she said looking at her hooves.

No blood and no dirt. Al good signs that the past was in the past. She then pondered, was it the past or future? Was the future in the past or was it none existent, or did she inadvertently create an alternate time line?

*Now, now Starlight let's not go and cause trouble anymore than you already have.* a disembodied voice said, echoing around her with a deep chuckle.

"Yeah that'd be- what the hay hay!? WHO'S THERE!?" Starlight gasped covering herself.

"Aww don't fear little filly, or rather, I guess marechild would be more exact." the voice said again as it drew nearer.

Starlight quickly scrambled out of the tub looking around for the source of the mysterious voice. She ran out of the bathroom and looked all around. She checked under the bed

"Not there!" the voice chuckled.

She checked her closet and dresser.

"Not there either!" the voice laughed.

Starlight was now getting worried she was losing her mind. She looked all around but found no body to connect to the voice. It chuckled again, with a slight echo.

"Oh, don't be so sad Starlight. I just love all this chaos you've created with your little time travel stunt"

"Alright! Show yourself you peeping tom!" Starlight demanded.

"Oh, don't worry you'll be seeing me soon enough." the voice said reassuringly. "Until then, ta, tah!"

Starlight glanced around once more. "Hello?" She perk her ears up but no response came. She shrugged not feeling secure in her room she quickly dried off and threw her towel on the floor and vacated her room.

Starlight's mane was a tangled semi dry mess as she ran down the halls looking for anypony she knew. There were more staff ponies, at least twenty new faces, she hadn't seen before. She only paused occasionally to greet a pony here and there until she came upon a large griffon in a beautiful suit of golden armor holding a decorative helm under her left wing. The griffon was rather plain. He stood as tall as Celestia had a white feathered head and a dark brown body and wing. His tail had a long tuf of fur at least six inches long at the end of his tail with three blue and white feathers tied into a braid and a golden bangle on it.

Starlight looked in awe at the majestic griffon and he in turn looked down at her with a curious glance. He cocked his head to the left and Starlight in her awe struck stupor imitated him. He responded by tilting his head the other way and Starlight once again imitated him. She looked into his ruby red eyes which were massive. His beak turned into a grin as he playfully rubbed the fillies head making her grunt.

"Hey!" Starlight yelped scurrying away from him, flying ten feet in the air and floated there.

"Hah!" he barked up laughing. "So you ponies can all fly now? Interesting."

He laughed heartly putting his helmet on his head and flew up to Starlight. She was ready to flee but the griffon held his arms up showing he had no hostile intent. She remained weary of him due to her fateful encounter with a disembodied voice, making sure to keep a close eye on him.

The griffon sensed her eagerness and made no sudden movements as he hovered in place. "Don't be afraid little one. I'm am of Celestia's Royal Guard. I am Captain Golden Claw. At your service." he said with a bow.

Starlight felt a bit at ease when he bowed exposing a spot on his armor with the sun symbol of Celestia. She bowed to him and introduced herself.

"Hello Captain Claw. I'm Starlight Glimmer." she said reaching for him with her hoof.

Claw shook her hoof and hen gently guided her back down to the floor. The two landed side by side right in front of a brown mare in Royal Guard Armor. Starlight gasped flying into the mare tackle hugging her.

"OOF! Oh, hey Starlight." Thunderclap said patting her head.

"OH Thunderclap! It's so good to see you again!" Starlight said tackle hugging the mare.

"Hey now let's not get all teary eyed somepony might think you actually like me." Thunderclap said with a chuckle.

Starlight giggled flying up and landing onto the mares head. She rubbed the mares armored dome inspecting her own reflection. *Ugh! My manes a mess!* she thought looking closer at it.

"So, Starlight what were you doing running down the halls like somepony was after you?" Thunderclap asked the filly.

The filly looked shocked at her with wide eyes, almost fearful. "I heard the voice of someone. When I was in the bath, the voice called ot me and I couldn't find them. I was looking for someone to help find them."

"What!?" Thunderclap yelled looking up at her.

"Who? Was somepony peeping in on you?" Thunderclap ask angrily.

"I think so. I was looking for Twilight when I ran into Mr. Golden Claw." Starlight explained to the mare pointing to the griffon in question.

"Well, we will see about that. Captain?"

"Yes ma'am?" Claw said standing upright.

"I'm going to sweep the area. I need you to go inform Twilight Sparkle of this and have her meet us in Starlight's room, OK?" she asked him.

"Yes Captain Thunderclap." he saluted turning about face and ran off to find Twilight.

Thunderclap looked up at Starlight who was still perched up on her head. "Alright come on. Let's go you dum dum."

The pink unicorn gave the guardsmare a flat look in response. "....Jerk"

***

Sometime later they arrived in Starlight's room where nothing had moved since her departure. Starlight flew onto her bed and sat there watching while Turnover used a spell to scan the entire room inch by inch with a cone of magical light. Eventually her search concluded and she looked rather befuddled.

"Did you find anything Thunderclap?" Starlight asked.

"No. Well, not really." she said scratching her head.

"What do you mean?"

"I do sense something but I'm not sure what it is." the mare admitted looking at the ceiling.

"Star? Thunderclap? What's going on?"

Both ponies looked at the doorway to see Twilight standing there flanked by Guiding Wind and Golden Claw. The purple princess walked cautiously into the room scanning it the same way Thunderclap did. Starlight flew over to her and landed on her back hugging her.

"Aww, Star, glad to see you're alirght." Twilight giggled nuzzling the filly.

"Good to see you too Twilight." Starlight greeted her.

Twilight continued to scan the room but found nothing like Thunderclap did. She scratched her brow looking around like something was amiss but couldn't place it.

"Starlight, what exactly happened here?" she asked the filly on her back.

"Well, I'm not sure really." Starlight started to say looking around. "I was in the bathtub having a nice salt bath when I heard was a disembodied voice talking to me." She blushed looking away from the princess. "I thought it was a peeper so I ran out of the bathroom and covered myself in a towel. The voice said something like, 'I just love all this chaos you've created with your little time travel stunt.' then nothing."

Twilight contemplated what the filly said and almost instantly her look soured. "Discord."

She glared up at the ceiling like she had expected to see something or someone there. Seeing nothing there she craned her neck to face Starlight with a disappointed look.

"And what was that about time travel, missy?"

"Uhhh, you misheard." Starlight lied. "I didn't say anything about time travel."

"... Star. Don't lie to me." Twilight warned her leaning closer to her. "I know you're lying. Just tell me what happened."

It took the filly a few moments to consider her options. In the end she gave in. "OK, Twilight, but we need to speak in private."

Biting her cheek Starlight decided to make life easier on herself and tell Twilight the truth about her failed plan to change time. Taking a moment to compose her thoughts while the two guards were setting off down the hall leaving the filly and Princess to themselves.

Starlight looked up at Twilight from her bed with a sad look. Twilight extended her wings and with a single motion glided up to the bed landing beside her student. Starlight folded her legs under her and leaned against Twilight's side as a purple wing wrapped around her comfortingly. Twilight waited patiently for Starlight to get comfortable and allowed her time to get the first word out. Finally after a few minutes of silence the filly spoke up.

"I messed up Twilight." she said not looking at her mentor.

"I kind of figured as much, judging from your tone I'd say it was quite the experience." Twilight said calmly.

"It wasn't just something Twilight." she said sadly. "It was horrible."

Starlight sighed sagging her shoulders rubbing her face into Twilight's side. The Princess nuzzled the filly making her smile return in full.

"I miss this."

Twilight looked at Starlight. "What do you miss? Star?"

No response came from her.

"Star? What happened?" Twilight asked sternly.

'Twilight I messed up. I went back in time and tried to change the past again." she said getting a hard expression in return. "Before you say anything yes, I did fix it but I, Trixie..."

Twilight gave her a concerned look. She wondered what any of this had to do with Trixie. She looked around to make sure nopony was around before continuing. your student and Trixie found the Alicorn Amulet and took over Ponyville and... she..."

Twilight waited for Starlight to continue on but when nothing came out and she choked trying not to cry she knew something was wrong. She pulled Starlight into a soft hug rubbing her tiny mane with her large hoof and spoke gently to her. "Starlight, you can tell me what happened. What did you see?"

With a choked sob Starlight and recounted her misadventure to the past and how her changing one little thing cascaded into something tremendous. When she got to the confrontation between Trixie and Thunderclap, she nearly broke down in tears at the painful memory.

"The worst part about this whole thing was Trixie and Thunderclap fighting. Trixie showed no remorse, no pity," she sobbed. "She,hurt Thunderclap. Bad. I had to... I had to...to,to...I had to stop her Twilight! I had to!"

"Star, calm down. Calm down!" Twilight urged the now crying filly petting her mane. "Just let t all out."

"I, I... I had to end it Twilight. There was a fight and Thunderclap had to..."

"Starlight it's fine. You don't have to tell me."

"I crushed them Twilight. Thunderclap was injured and Trixie was going to crush her with a crystal spike and I tore her cutie mark off and well the amulets lost its affinity for magic and you can guess what happened after." Starlight finished barely holding back her choked sobs.

"Starlight, you did the right thing." Twilight said.

"I did?"

"Yeah. I wish you didn't have to make such a decision bu, you put the fate of the world before yourself and your friends." Twilight explained. "It's not what I wished happened, but you did the right thing to save the world Starlight."

"HOW CAN YOU SAY THAT!? I KILLED THEM! MY FRIENDS ALL BECAUSE I WAS SELFISH!" Starlight bellowed at Twilight.

The Princess shook her head. "I'm not saying it was a good choice but the right one. At the time it was your only option," she said trying to calm her student down. "Please Star, you have to understand it was the right thing to do. Don't blame yourself. It was really my fault to begin with."

"What? Why you?" Starlight asked surprised.

"I know about Button Mash and the meeting you had between Cadence and Luna." the alicorn said flatly.

Starlight looked up at her mentor with wide eyes. "How? How do you know about that?"

"Because we're both here." a familiar voice said from behind the two ponies

Starlight and Twilight looked behind them to see Cadence and Luna entering the room side by side, Twilight was frowning at both of them. This didn't go unnoticed by the filly who could tell by the uncomfortable looks the senior Princesses had that twilight no doubt, gave them an earful already.

The two alicorns approached the side of the bed and planted themselves on the carpeted floor. Once there they waited as though expecting someone to start talking before they did. After a while of awkward silence Twilight took the initiative.

"Princess Luna, Mi Amore Cadenza, I believe you two owe my student an apology and an explanation." she said in an unforgiving tone.

"Yes, we do." Cadence admitted lowering her posture.

Lina imitated her with a nod of agreement.

"We're truly sorry Starlight." Cadence said leaning on the bed.

Luna followed suit. "Indeed. We let our troubles claim hold of our better judgment and took out our pent up aggression and bitterness towards one another and forced it on you." Luna looked away, her cheeks a slight shade of pink. "We are sorry."

"It's fine Princess." Starlight said softly.

Both Luna and Cadence seemed relieved that she was so forgiving to them, Twilight however wasn't about to let it go so easily.

"I for one am not satisfied with this." the purple alicorn said, as she glared at the two other alicorns. "It wasn't enough you hurt Starlight but you had to bring your problems and lay them on her? Why would you two do that?"

Both Princess Cadence and Luna looked uneasy as the received their scolding from Twilight. Even Starlight was a bit unnerved by her mentors harsh treatment of the two, but in truth she felt the same deep down. In the end however she couldn't bring herself to hate or even dislike them considering what she had done.

Before she could voice her opinion Twilight quickly amended, "I am disappointed you two. You are the Princess of the Moon, and Love. How can you two do this?"

Luna and Cadence looked away in shame. Starlight looked at them both wondering what they were thinking now. She then focused on Luna who had a most pained expression on her face.

"Luna, what happened between you and Cadence with this, Pip, was his name?" she asked.

Luna looked at the pink alicorn. She gave her a short lived glare before turning her attention to Starlight.

"Some time ago, we went to Ponyville during Nightmare Night." she started to say. "We had a hard time adjusting to these modern times and was finding it difficult to, as they say, 'blend in.'"

Starlight look at them confused. "What do you mean Princess?"

The blue alicorn rubbed a hoof to her chest nervously. "When we came here we fell in love with a young colt who, befriended me. We became close friends and shortly after that we would often invite thy young colt over to the castle in Canterlot and play games with him."

"You mean like, video games?" Starlight asked excited, as memories of her and Button playing with their friends came rushing back to her.

"Indeed." Luna agreed. "Twas the most fun we had in a long time since our return from our banishment. As the years went on it became harder for us to see him go. After some time we asked the assistance of Cadence who had just been married if she could help us with our dilemma."

All eyes turned to Cadence as Luna finished her part of the story. She sighed heavily shaking her head. "Aunite Luna was in love with young Pipsqueak. Much like you are with Button Mash."

Twilight looked down at Starlight with a disappointed look, making the filly shy away.

"Young lady, what did we talk about when we last spoke of this?"

"You told me I had to stop seeing him." Starlight replied with some bite in her tone. "Why?"

Twilight sighed facehooving. Cadence managed to get on the bed and lay beside Starlight and Luna did the same resting beside her niece. The bed was now packed tightly with three alicorns and on filly squashed between them.

"You know good and well why, Star." she replied in a flat tone.

"It's not right for a grown mare to love a child like this." Cadence added making Luna fume. "The laws were placed long ago to protect young ponies from dangerous predators who'd take advantage of them. It not only protects them but adults as well."

"Tis not fair you two telling her she can't love him." Luna said bitterly at the two other princesses.

Both Twilight and Cadence gasped at Luna's harsh words. After a brief moment of shock twilight recovered and Cadence said, "It's the law auntie. We just, we don't want Starlight to jump into a relationship before she considers the consequences of such actions. As Princesses we must uphold the laws of the land to protect ponies from dangerous predators." Cadence explained to both Luna and Starlight.

Starlight listened to the mares words as the slowly sank in. Her mind ran wild at the serious implications of what she could do to Button at her age. As she sat there while the alicorns discussed the politics behind the laws she spent much of her time thinking about Button.

*Would it be wrong of me to love him?* Starlight thought listening to the mares.

"I'm telling you Luna. It's only for Stars, protection that I think she should wait until he's older-"

"Yes, and what if young Master Mash doth find another fair maiden or becomes betrothed?" Luna snapped back.

"Auntie," Cadence whined in a annoyed tone. "Only stuffy nobles do that anymore or really conservative families."

"Don't jest at Starlight's problem like it's nothing!" Luna and Twilight chided the pink mare.

Luna glared at Twilight accusingly. "Thou has some nerve to chide our niece like such while thou tried to dissuade young Starlight as well."

Starlight began to feel uncomfortable at the mares arguing around her again. This time Twilight was in on it and now she felt like she was once again the center of the conflict. That is until she was whisked out from between the mares from behind and into a pair of strong arms took her.

Everyone looked behind them to see Guiding Wind nuzzling Starlight's tiny form in her arms lovingly. She hummed softly to the filly rocking her back and forth like a child would by a parent. The three alicorns watched as Guiding Wind expertly put Starlight at ease and rocked her to sleep. Her mind might have been that of a mares but she still had a foal body.

The alicorn relinquished the bed and allowed the Prench maid to tuck Starlight in bed. Guiding Wind then gave each of them a stern look.

"Princesses, how can you argue in front of the young miss? So thoughtless." she scolded them in a motherly tone.

It was surprising but somehow her voice had a strength behind it that made Twilight and Cadence feel small compared to her, but Luna merely scoffed. A quick glare from Guiding Wind silenced her, making the Prench maid smile.

Guiding Wind then calmly said to the Princesses, "You should allow the young miss to decide her own fate with this young colt. Not determine it for her."

"The law is the law for a reason Guiding Wind." both Twilight and Cadence parroted again.

"Then change the law." she replied.

'It's not that simple."

"Then perhaps the princesses could come to a compromise, for young Starlight?" Guiding Wind asked tapping her chin.

Luna glanced outside the window seeing ponies running around she grinned at some of the loving couples out there. Cadence and Twilight joined by her side staring out the window. Guiding Wind too joined up with them.

They watched as a young couple walked side by side across the small bridge leading over the river that flowed through the town. The couple was an older one, probably middle aged. Running past them was a cute little couple of foals chasing each other. As they watched they looked back at Starlight who was sleeping on the bed snoring lightly. Quietly Twilight lead the ponies of of the room and slowly closed the door behind them. Before she did though she crept back into the room and gave Starlight a gentle kiss on her forehead.

"Well, talk later Starlight. I promise." she said as she made a hasty retreat.

Once everyone was gone Starlight's eye opened looking around. Seeing no one was near she got out of bed and flew to the window and opened it. She looked around to see the Princesses below. She quickly flew out the window and up around the castle.

She landed atop one of the many towers overlooking the town and watched as the alicorns flew away. She then flew down the side of the castle and out into Ponyville where she had one destination in mind. After ten minutes of flying she managed to reach her destination. A small house all on its own at the corner of a busy street with a small mail box that had the words: Mash residence on it.

Starlight flew over to the door and gave it a rough three knocks. She then stepped away from it and waited patiently for an answer. A minute later she knock three more times and waited. Again no answer. Finally tired of waiting she flew up and around the house and looked inside a window where she saw Button playing one of his many games with a full headset on, glaring intently at his TV.

Starlight snickered evil as she used her magic to unlatch his window and opened it slowly. She wasn't worried about him noticing, the poor colt was hopelessly oblivious to his surroundings whenever he played. Slowly she snuck into his room and saw he was playing Minecraft online with his buddies. Starlight glanced at the names on the chat, :Rumbler, TGPLulamoon, and Sweetiebot44.

The Button along with Rumbler and TGPLulamoon were engaged in an intense battle deep underground fighting off several skeletons and spiders while Sweetiebot44 was digging a path for them into an adjacent chamber. Each of them was at low health and almost out of food, as the wall broke away.

A voice on the TV then spoke out: "We need to get out of here! Trixie is not going to die down here again!"

Sweetiebot44: "We can't leave without the ender eye! Those are hard to come by!"

Button then made his character turn and run. "No guys I got it! Let's just get out of here."

The group ran away from the horde and ran deeper into the digital cave. Inside they followed a path of torches that went up a spiraled path of shafts and tunnels, until finally after ten minutes of almost constant running they reached outside. Once there they retreated to a safe house and settled for the night in game.

All this time Starlight had perched herself on Buttons bed and watched with a smile on her face. She had a strange sense of satisfaction watching the colt play not being very good at games herself. Once everyone settled there was a brief goodbye everyone signed off and left Button alone.

The brown colt took off his headset and placed it on the ground next to him as Starlight crept closer to him. She had a sly look and a glimmer in her eye. Button turned around gasping as she lunged forward and hugged him.

"GAH! Starlight?" he gasped gripping his chest, while his heart raced a million miles an hour from shock.

"Yeup!"

"How did you get in here?" Button asked looking around.

His gaze fell upon his open window and suddenly it all made sense.

"You flew into my room while I was playing didn't you?" he asked flatly.

Starlight giggled cutely making him blush. "Yeah, guilty as charged." she admitted hugging him again.

The two young ponies embraced lovingly when a knock on the door grabbed their attention.

"Button sweetie are you..." button's mom stopped as she entered the room seeing the filly with her son.

"..."

"... Hi, mom."

"Sweetie you didn't tell me you had your filly friend here with you." she said sternly to the colt.

"It's not his fault miss Mash!" Starlight exclaimed. "I showed myself in through the window. I'm sorry."

Milano sighed looking at the window. She walked over and gently closed it locking it. The distinct click noise put her at ease. She turned to look down at the two ponies.

"Please announce yourself before entering my home Miss Glimmer." Milano instructed the filly kindly.

"Yes ma'am." Starlight said.

"Good now, Button aren't you going out with your filly friend?"

"MOM!"

Milano and Starlight laughed at the colts flustered reaction. The older mare walked out of the room leaving the door open.

"Just be sure to come home by ten, Button." Milano said walking off.

"Yeah, yeah... Oh hey Star!"

"Yeah Button?"

Starlight looked down to see the colt handing her a set of tickets. She took them in her magical aura and inspected them. They were two tickets to the Hearts and hooves Festival with cute little heart pins on them. He took on pin and placed it on Starlight and gently rubbed her neck.

"Starlight?" he got down on one knee.

Starlight gasped blushing at the colt. "Ye-yes Button?"

"Will you be my special somepony at the Heart and Hooves Festival?" he asked in a shaky voice.

Starlight stood in shock for a minute. She clasped her hooves over her mouth feeling her cheeks burn. Button looked unsure as time went on but in Starlight's heart she was on a cloud of love. Before he could react she pulled him in and pressed her lips against his. Button tried to push away at first but quickly succumbed to the delightful kiss.

"Yes, I will Button!" she cried out happily.

Button smiled and gently wrapped his arms around Starlight's waist and pulled her close. Their bodies met and a burning sensation flowed through them both. Starlight wrapped her tail around him as their kiss prolonged. The two rolled over onto the ground never breaking apart except to take in a breath of air as they continued to make out.

Starlight felt a ping of guilt in her chest as time progressed on. Finally after what felt like an eternity of bliss Button pulled away, leaving Starlight unsatisfied. But when he smiled at her it made her not care one bit.

"Shall we go then? I know you said you wanted to go to the local spa and I got us an appointment." he said.

Starlight gasped again at the colt. He tilted his head looking confused. "What? Didn't you want to do that?"

"Well, yes but you didn't have to Button." Starlight said. "It's so expensive to do that, depending on what you order."

The colt ginned at his filly friend. "I got us the deluxe treatment with Aloe and Lotus." he claimed proudly folding up two Hearts and Hooves Special tickets to the spa.

"Button! These are over a hundred bits each!" Starlight's exclaimed looking at the tickets. " How did you afford them?!"

"I may have sold somethings and got a job." he said nonchalantly looking away. "You like them?'

"Oh Button!" she cried hugging him. "I love it! But what did you sell?"

"I sold my Ponystation 4. Bet you didn't notice I was playing my old Ponystation 3 did ya?"

She looked around and indeed, there was no sight of the newly purchased device anywhere in sight. It then donned on her that he must have sold it back to the store to afford the tickets and possibly more, the console was easily 400 bits when he bought it.

"Button, you didn't have to." she said rubbing his hooves.

"Don't think about that. Today's your day." he said wiggling his eye brows.

Starlight snickered at his cheesy line but offered her hoof to him. He gently took hold of her soft pink hoof and rose up with her both smiling happily. He lead Starlight down stairs and out into the hall where his mother was giving him a sly look, opening the door for them.

"Now you two behave and don't get into any trouble." she instructed them. "And Button."

"Yeah mom?"

"remember what we talked about yesterday. OK?"

"Yes, mom."

"Bye Milano Mash!" Starlight waved to the mare.

"Have fun dear! Button I mean it! You treat her like a lady! And keep your hooves to yourself!" she called to him as he attempted to ignore her.

Once out of sight Starlight and Button went straight to the spa having only a few minutes left before their appointment. It was unusual for a couple of foals, unless it was Silver Spoon and Diamond Tiara who frequented often, to be there at all. However Aloe and Lotus were always happy to have the business, even if a colt was involved.

Entering the spa a tiny bell rang alerting Lotus who looked over from a magazine she was reading. She glanced down at the foals and immediately recognized Button. She put the magazine down, and walked around her desk to the two little ponies giving them a friend smile.

"Welcome young ones. Mister Mash I assume?" Lotus asked of him with a heavy accent

"Yes, ma'am. Appointment for two." he said offering her the two tickets he purchased.

Lotus took the and put them on her desk ushering for them to followed her inside. "Please right this way."

The blue earth pony lead them into one of the many rooms where they were to begin their day of pampering. A masseuse pony was working one two other ponies who were white with towels on their heads, while Aloe, Lotus's sister was tending to another patron in a mudbath. Lotus lead the two ponies over to a set of tables where she picked them up and placed them belly first on the tables.

"Please, wait here and I shall return in a moment dearies." she said bowing to them.

"Thank you Miss Lotus." Button said waving to her.

The mare giggled. She turned and left Button and Starlight alone only to return moments later with two towels. She gently wrapped them around the ponies heads and as she did gently rubbed Starlight's back while her sister came over to tend to Button. Button moaned feeling his body loosen up as all his tension flew away.

"It's like I'm in heaven." he said woozily. "Aloe has such powerful, wonderful hooves of magic."

Starlight snickered at him. "Hey, don't go complimenting her too much," she said winking at Aloe who winked back. "I might get, jealous."

Button suddenly went wide eyed as panic took him over. "Wha-no no! I didn't mean it like that!"

Button looked at them as they gave him cheeky grins. He realized he'd been duped. Aloe and Starlight laughed at the poor helpless colt who was now covering his face from embarrassment under his towel, while Lotus scolded the two of them, especially her sister.

"Sister! That was mean! Don't be mean to poor boy!" she said coming over to the colt and took over massaging him. "I apologize sir, my sister forgets her professionalism sometimes."

"No it's alright. I'm so getting you for this, Star." he glared at the unicorn filly.

"Whatever do you mean?" she asked innocently whistling to herself.

Aloe and Starlight snickered earning a set of glares from the ponies beside them. Surprisingly they both huffed turning their noses up to them making Starlight and Aloe snicker even more.

The rest of the spa treatment went on without a hitch and all the while Starlight was struggling with her internal conflict on whether she wanted to tell Button the truth about her or not. As they prepared to get a spa bath treatment Starlight pulled Aloe to the side and whispered into her ear.

Nodding the mare walked off on her own while Lotus lead the two young ponies into the tub house. There several tubs filled with water circled around a main chamber with a larger tub in the center of them all. The walls were elaborately decorated with gold and violets colors and potted plant all around.

Lotus lead the two to one of the smaller tubs circling the larger one when her sister came galloping up with several supplies in a small basket. Aloe whispered to her sister who nodded and gave her the basket. Button and Starlight stood to the side while the blue earth pony mare prepared the bath. Once done Starlight and Button both entered the warm water settling in as Lotus bowed and left them alone.

Once they were alone, Starlight worked her way over to Button and nuzzled him affectionately. He returned the gesture by pressing his nose against hers, earning a soft giggled from her.

"Button, this has been a wonderful day so fer." she cooed to him.

"I'm glad you liked it, Star." he replied kissing her muzzle.

"Yeah, I wish this could go on forever." she said rubbing his chest. She then bore a sad look.

"What's wrong, Star?"

"Button," she said moving to the center of the tub. "I-I have a secret I need to tell you. Please, I want you to Pinkie Promise me you won't be mad."

"Star, you're not making any sense." he said worried. "But if you insist."

A short while later after Button delivered the Pinkie Oath he watched as Starlight shifted around in the tub uncomfortably. He reached out to her but she moved away from him. That made his sad. Whatever this was must have been something big. He leaned against the tub and simply waited for her to talk which didn't take long.

"Button, I want you to know the last few days have been some of the best days of my life. I love you." she said.

"I love you too, Star." he said back. "Star, what's wrong? What secret have you kept from me?"

Starlight sighed reaching for her hair and pulled out her pigtails letting her mane flow freely. She gazed upon him with a longing look that screamed out to him. It was the look of a sad defeated pony who had no where to run anywmore.

"Button, I promise the love I feel for you is real, just, I need to show you something."

Button nodded silently as Starlight slowly dunked herself into the water, until nothing but the tip of her horn was showing. For a minute she stayed there not moving, tiny bubbles broke the surface from her breath. After which she slowly began to reemerge from the water, only this time Starlight towered over Button who looked up at her in awe.

He watched as her adult curved figure rose from the tubs depths covered in wet fur. He look down at her cutie mark which barely broke the surface and followed her curved hips up and looked straight at her face which was covered with her wet mane. A quick shake and the violet strands of wet hair were out of her face, reveling adult eyes looking down at the shocked colt. All he could could do is think of how beautiful she looked. He once thought she was cute as a filly but this, this was something completely different.

Starlight reached for him rubbing his cheek with a hoof and reached with her other to pull him closer to herself. She gently reached down and kissed his lips as he stared wide eyed at her. She pulled away and looked down at him stroking his soft orange mane.

"Hello Button Mash. I am Starlight Glimmer." she said smiling weakly at him.

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