Changed Mares

by Typoglyphic

With Good Intentions

The grounds around the Castle of Friendship were deserted when Rainbow and Fluttershy arrived. The skies were clear and bright—the perfect calm before Friday’s storm, and some of Rainbow’s finest work, if she did say so herself.

She glanced around. One of the castle’s side doors stood open, waiting for them. She groaned. Whatever, they weren’t that late.

“What did Twilight even want to talk about, anyway?” Rainbow asked.

Fluttershy shrugged. “She didn’t say, but I’m sure she wouldn’t have gathered us all like this without a good reason.”

“It can’t be that important, or else she would have scheduled it sooner.” She rolled her eyes. “Seriously, who plans stuff two months in advance?”

A small smile crossed Fluttershy’s face. “Twilight does.”

They headed inside, through the door and up a small spiral staircase. The door to the council room was slightly ajar. Rainbow sauntered right in.

All of the others were already there, seated on their marked crystal thrones. Twilight glared at Rainbow from her place in the centre. “What took you so long?” she asked. There was a note of genuine distress in her voice. “How could anypony be late to something they’ve known about for months?”

Rainbow shrugged and jumped over the table toward her seat. “I forgot.” She squinted at the empty throne across from her. “Maybe Rarity forgot too.”

They sat in silence for a moment. The clicking of footsteps reverberated from somewhere above them. Pinkie tapped her forehooves against the map’s surface, producing an annoyingly catchy rhythm that echoed against the smooth, flawless walls. Rainbow caught herself nodding along to the beat, sighed, and slumped in her chair.

“Rainbow,” Twilight said. “maybe you should go and find—”

The sound of hooves clattering against crystal cut Twilight off. A second later, Rarity pushed the chamber door open and flashed them all a bright smile. “I hope I didn’t keep you all waiting,” she said as she waltzed around the back of her throne and perched on the seat.

Twilight opened her mouth. “What…”

Rarity cocked her head innocently.

Twilight rolled her eyes. “Never mind.” She cleared her throat, then turned to face all of them.

“Finally,” Rainbow groaned.

“As you all know,” Twilight began, “both Luna and Celestia hold daily open court sessions where all Equestria citizens can go to speak directly to the Princesses.”

Rarity nodded. Rainbow glanced around and saw that everypony else was too. She nodded as well.

“These sessions usually last for three hours each, and each princess hears from anywhere between one hundred to six hundred ponies every day, depending on the turn-out.”

Again, everypony nodded. Rainbow followed suit. This probably wasn’t important stuff to know anyway if Twilight was just skimming over it instead of delivering an hour long lecture on the topic. She tried to catch Pinkie’s eye. Pinkie was usually her ally and entertainment during Twilight’s presentations. Pinkie didn’t even glance her way. Darn. Rainbow reluctantly turned her attention back to Twilight.

“… and while most of their subjects are still adjusting to the new government, attendance has been on a steady increase over the last three years.” A grin crept across Twilight’s face. “Cadance even sent me a letter asking for friendship advice on behalf of a crystal pony.”

Rainbow snorted. Classic Twilight. If she wasn’t being nerdy about books, she was being nerdy about friendship.

Twilight blushed and glared at her.

Oops. Maybe that snort was a bit too loud.

“Anyway,” Twilight said, “this kind of open court has been very successful in both Canterlot and the Crystal Empire.”

Applejack squinted at Twilight. “I’m not sure I like where this is headed.”

A giant laminated board covered in way too many graphs and charts appeared in a tiny burst of purple magic next to Twilight’s seat. It hovered there as if waiting for instructions.

Twilight gestured to a graph on the upper left. “Now, you’ve all noticed how much Ponyville has grown over the last two years, right?” Twilight didn’t wait for a response. “Population, land development, tourism—it’s all going up exponentially. Current trends suggest that Ponyville will exceed Seaddle by most metrics within the next two to three decades.”

Applejack wrinkled her nose and squinted at the graph. “Seaddle? Really?”

Twilight nodded. “If not larger. Cities tend to sprout and flourish around castles and palaces.” She looked them each in the eye, one by one. “Newborn cities need leadership. Ponies need to trust their rulers.”

“What about Mayor Mare?” Pinkie asked. Rainbow rolled her eyes. Why did Pinkie always try to join in to these kinds of discussions? At least Rainbow didn’t pretend she knew what Twilight was talking about. It took a lot of maturity to admit those kinds of things, something Pinkie definitely still lacked. “Is she resigning or something?” Pinkie continued.

Twilight sighed. “No, but…” she rubbed her forehead with a hoof. “It’s a bit complicated, but, well… Canterlot also has a mayor.”

Rainbow glanced around and was happy to see that she wasn’t the only one surprised. Only Rarity was still nodding along. Rainbow figured that there was about a fifty percent change that Rarity actually knew that before Twilight said it.

Twilight nodded. “He handles a lot of the day to day paperwork that it takes to run a city, and he shows up for public events and the like, but all the important decisions tend to… move up the chain.” She stared down at the table. “Mayor Mare would still be Ponyville’s mayor—well, if she’s re-elected—but most ponies would probably just assume that the princess in the shiny castle is in charge.”

Twilight fell silent. Rainbow glanced around again. Everypony looked deep in thought. Except Pinkie. But Pinkie almost never looked deep in thought. Rainbow looked back up at Twilight. She still hadn’t told them what the meeting was about.

“So what?” Rainbow blurted after several seconds of silence.

“Twilight wants to start an open court here in Ponyville,” Applejack said, her eyes staying on Twilight.

“Um, why would that involve us,” Fluttershy asked. Rainbow nodded. That one was a genuine nod.

Twilight settled back in her chair and pursed her lips. “I brought you all here because I want your help. Everything I know about friendship, I learned from you five.” She paused, then glanced at the shorter, unmarked empty seat beside her. “Six.” She shook herself and continued. “I would feel a lot more confident if I had you girls with me up here.”

There was another silence, but Rainbow understood this one. Her weather job wasn’t that difficult, and she could usually finish her shift in an hour or two, but now that she was a fully-fledged Wonderbolt, there were physical standards she had to adhere to. Her old homemade practice routine was barely a warm-up compared to her current regimen. All of her free time pretty much came at the expense of sleep. Rainbow didn’t like to give up sleep.

“I’m sorry, darling,” Rarity said. “I simply cannot take hours out of my every day, even for such a selfless cause. The Boutique does not run itself.”

Rainbow nodded. She was even busier than Rarity, probably, and sitting around listening to everypony’s problems would be boring and also a waste of everypony’s time. She fixed Twilight with a stern stare, letting her know that she would not be swayed.

Applejack nodded. “Sorry, Twi’, but I pretty much work from dawn ‘till supper. I don’t have time to sit around tellin’ folks what to do every day.”

Telling ponies what to do? On second thought, Rainbow absolutely had time to tell ponies what to do. She glanced down, letting Twilight off the hook.

Everypony else nodded along with Applejack’s protest. Even Fluttershy. How busy could Fluttershy be? She didn’t really have a job or anything.

Twilight waved a hoof. “Oh, of course not. Ponyville’s still a little town, so I was thinking that we’d do an open court once a week instead of daily. A single day of the week when anypony can come up and talk to us.”

“I don’t know, Twilight,” Applejack said, her lips twisted. “Even then, I might not be able to come some weeks.” She tapped a hoof on the map. “Just how long would these sessions need to be? ‘Specially if Ponyville keeps growin’ like you say.”

“There would be a strict time limit per pony. If we had more ponies show up than we could see in one session, those ponies would get priority the next week.” Twilight bit her lip. “Also… I guess I could try to hold daily sessions on my own. Then we could probably shorten the weekly ones.”

Sometimes Rainbow wondered what exactly Twilight did all day. She was a princess, and that sounded like a really hard job, but she could also afford to spend hours sitting on her throne and waiting for ponies to ask her questions. Then again, how many ponies would want Twilight’s advice anyway?

“So… does that sound all right?” Twilight asked. She looked around the circle.

“I’m in,” Rainbow said without hesitation. She did everything without hesitation. She glanced around. Everypony was hesitating. The silence was getting awkward. “Who wouldn’t want to help out Ponyville?”

Applejack sighed. “Well… I suppose the Apple family has always been voice of reason in Ponyville. Might as well make it all official.” She frowned. “I still can’t say for sure that I’ll be able to come.”

“How many ponies could we even help in such a short time?” Fluttershy asked. “What if everypony has really complicated questions?”

“Actually, a lot of ponies have really simple problems. They just need an outside perspective to help them solve it. If two ponies ask Celestia to settle a legal battle, she always asks both ponies to explain what they think is going on, and just hearing the other pony’s side is sometimes enough to settle the argument.” Twilight smiled.

Rainbow laughed. “How dumb would you have to be to ask Celestia for help over something like that?”

Twilight glared at her. So did Applejack. And Rarity. Some ponies just couldn’t take a joke. At least Fluttershy wasn’t glaring. She was blushing and staring, but that was nothing new. Rainbow wondered what was distracting her.

“Anyway, we should be able to see quite a few ponies per session. Now, if we do move forward with this…”

Usually, Rainbow had no problem paying attention to Twilight’s presentations, even when they were really boring like this one, but Fluttershy’s giggling was distracting her. She turned. Fluttershy was still staring at her, and she didn’t even blush and look away when Rainbow made eye-contact.

Rainbow shrugged at her and turned back to Twilight, even though she had no idea what she was talking about anymore.

Over the next twenty minutes, Twilight talked. Rainbow processed a few snippets, such as when they could leave the court to eat or use the bathroom. She also explained where the bathrooms were in the castle, which Rainbow thought was a bit unnecessary. As if she didn’t know where all of her friends’ bathrooms were.

As the meeting wore on and Twilight’s talking points got less and less interesting, Rainbow wasn’t the only one getting anxious. Pinkie had started tapping again, and if Applejack wasn’t asleep, she was doing a very good imitation. Even Fluttershy was… still staring at her. Maybe Rainbow had something stuck between her feathers or something and Fluttershy was just too polite to say anything.

When Rainbow heard Twilight say ‘in the early post-Discordian period’, she recognized the need for action. She jolted upright so hard that she lifted off her seat. Her wings took over instinctively.

“Sorry, Twilight, but by the power invested in me, I declare this meeting adjourned.” She headed for the door.

“Rainbow, we haven’t even decided on a day of the week yet,” Fluttershy called after her.

Rainbow jerked to a stop and hovered above the map. “How? We’ve been sitting here for, like, an hour now! How have we not talked about everything?”

Twilight bit her lip. “I was getting to it.” Rainbow stared at her. “I figured I’d start with the difficult points first,” she said defensively.

“Saturday morning,” Rainbow said. She rotated in mid-air, eyeing everypony in turn. Silence.

Twilight sighed. “Saturday morning,” she agreed.

Rainbow exhaled in relief, then flew straight out the door.

She tucked her wings in close and skimmed down the hallway, her hooves inches from the floor. As she approached the spiral staircase, she popped one wing out and spun. She hit the curved wall hooves-first and ran, her momentum keeping her horizontal for a few seconds before she pushed off and touched down on the last step. She cracked her neck, smiled, and trotted outside. It was the little things in life.

She spread her wings again, ready to take off.

“Rainbow, wait!”

She paused and turned. Hoofsteps clattered down the crystal stairs. Fluttershy burst out the door a second later. She smiled, her breath slightly uneven from her run. In fact, she seemed a bit flushed too. She really needed to exercise more. That was only, like, twenty steps.

“Sup, Flutters?” Rainbow asked.

Fluttershy stepped closer. “Are you busy tomorrow?”

“Uh… no, why?”

Fluttershy stepped even closer, making her officially a bit too close. “Could you come over for lunch? I have something I need to tell you about.”

Rainbow leaned back. “Why can’t you tell me here?”

Fluttershy looked behind her at the castle’s side exit as Rarity and Applejack trotted out. “I don’t think either of us want to talk about this in public.” She looked Rainbow right in the eyes. “Trust me.”

Rainbow shrugged. She did trust her friends, after all. “Sure. Tomorrow, lunch. Got it.”

Fluttershy smiled. “Thank you.” She turned and started off down the road.

Rainbow stared after her. That was weird. Fluttershy didn’t have secrets. Well, if she did then she never talked to Rainbow about them. Whatever. Rainbow kicked off the ground and curved up into the air. Her limbs still tingled for sitting for so long, and she needed some exercise. She shot straight up, then closed her wings and spiralled. The familiar thrill of flying filled her chest.

Now was as good a time as any to get some practice in. And if she was spending tomorrow afternoon at Fluttershy’s then she needed to get a head start on tomorrow’s practice too. The life of a Wonderbolt wasn’t easy. But it was awesome.

---

Fluttershy loved mornings. Mornings were quiet and sleepy. The sun would shine through the window and warm up the cozy cottage. As the shadows grew shorter, more and more animals would rustle and stir, and soon little chirps, squeaks, and mews would fill the air. The quiet cacophony was better than any alarm clock.

Fluttershy placed a large bowl of water down in the corner. Her home was too small for every animal to have their own dish, so some of them had to share. She looked around. Not a single thing out of place. She turned and trotted back into the kitchen, ready to prepare her own meal. The sun was still on the rise, but it never hurt to prepare early. That reminded her of exactly what she was preparing for. She breathed in a quick breath. She could do this. Rainbow wasn’t unapproachable or better than her. She was just more confident. Fluttershy could be confident. In fact, she sometimes had to remind herself not to be too confident. She winced at memories of Rarity and Pinkie sobbing on the street. Confidence was good. Cruelty wasn’t.

Something Twilight said in the meeting the day before had made her think. It had always been obvious that Rainbow knew, so Fluttershy just assumed that she wasn’t interested. Rainbow was the extrovert, the athlete, the popular mare. It would obviously be Rainbow who would bring it up in the end. But Fluttershy had learned a lot about friendship over the past few years, and she knew now that ponies weren’t that simple. Maybe Rainbow didn’t know. Maybe she didn’t want to bring it up for a personal reason that Fluttershy couldn’t predict. The only way to know for sure was to ask the question that had swarmed in her mind for so long.

Taking care of so many animals meant that Fluttershy fridge and pantry were always stuffed to bursting. She carefully pulled out a small package of spinach and hay. It was more expensive than lettuce, but, really, no sandwich was complete without a bit of hay, and spinach was healthier anyway. She assembled the other ingredients around her cutting board and got to work. Rarity mentioned once that the best way to a stallion’s heart was through his stomach. Of course, Rainbow wasn’t a stallion, and Fluttershy was pretty sure that Rarity had only meant it as a joke. Still, a good sandwich could only make the coming conversation easier.

In five minutes, two sandwiches sat on plates on Fluttershy’s coffee table, along with a small teapot. Rainbow wouldn’t drink the tea, of course, but Fluttershy could use her cup to hide her mouth. That was more of Rarity’s advice. Fluttershy relaxed onto her couch and stared at the food. She wondered if it was bad that everything she knew about romance came from Rarity. She was a grown mare. Rainbow had dated before. She’d had a bunch of marefriends. She’d bet that most of her other friends were similarly experienced. Well, maybe not Twilight. Then again, she’d heard mention of a colt on the other side of that enchanted mirror.

Somepony knocked on the door three times. Fluttershy inhaled slowly. She wasn’t nearly as nervous as she’d expected. She slipped off the couch, trotted over, and opened the door.

Nopony was there. She poked her out and looked around. Not a Rainbow Dash in sight. She rolled her eyes, closed the door, and settled back onto the couch. And she’d thought that Rainbow had higher standards now. On any other day she wouldn’t have minded. Today, it was an unwelcome addition to her already considerable stress.

Another knock, just a single tap this time. She stayed put. Rainbow would get bored soon.

A third, more insistent knock, like a hammer slamming into a nail-head. Fluttershy winced, but didn’t move.

The door creaked open and a beautiful blue head poked through.

Fluttershy smiled. “Come on in.”

Rainbow stepped forward and kicked the door closed behind her. “Sorry,” she mumbled.

“Don’t worry about it.” Fluttershy gestured to the armchair next to the couch, then to the sandwiches between them. Rainbow walked over and plopped down on the chair. Fluttershy settled back onto the couch.

Rainbow slid one of the plates toward her and took a bite of the sandwich. “So, what’s up?” she asked around a mouthful of bread and hay.

Fluttershy decided to wait until Rainbow was finished chewing. She wasn’t the fussiest pony, but she wanted to get this conversation right the first time. They sat in silence for a few minutes as Rainbow worked her way through the sandwich. Well, silence apart from Rainbow’s mouth sounds. Rainbow’s dedication to devouring the food without stopping to breathe was almost admirable.

Rainbow swallowed the last morsel, leaned back and licked her lips. “Well?” she prompted.

A sudden burst of butterflies rose in her stomach. Fluttershy took a breath. “Do you remember flight school?”

Rainbow furrowed her brow. “Yeah?”

“Remember how awkward I was around you?.

Rainbow laughed. “Uh, yeah. No offence, Flutters, but you’ve been nervous around me for longer than you’ve been not-nervous around me, you know?”

Fluttershy giggled. “I know.”

“Is this about Twilight’s open court thing?” Rainbow straightened in her chair. “Don’t worry, you’ll be fine. We’ll all be up there together, and you’ll only have to talk to us, not the whole crowd.”

Fluttershy shook her head. “No, it’s not about that.” Although, now that Rainbow mentioned it… She’d be up in front of the whole town, and even if she didn’t have to talk to them, they’d probably be able to hear her, right? She shoved the thought away. There were more important things at stake. “Something Twilight said made me think.”

Rainbow nodded. “You’re worried about her too?”

Fluttershy cocked her head. “What?”

“She just wrote off, like, two hours ever single day so that Applejack would come to her open court things.” Rainbow glanced out the window. “It’s like the beginning of a letter to Celestia, you know?”

Fluttershy shook her head again. “I don’t think we need to worry until Twilight poisons the town due to sleep deprivation,” she said, covering her mouth with a hoof to hide her grin.

Rainbow laughed. She had a wonderful laugh. “Well, what did you want to ask me about?”

“I was trying to say that I’ve always been a bit nervous around you.”

Rainbow rolled her eyes. “Don’t worry, I have that effect on ponies.” She ran a hoof through her mane dramatically.

“Actually,” Fluttershy said, carefully measuring every word, “back in flight school I had a bit of a crush on you.”

Rainbow doubled over and choked. “Sandwich… went down wrong,” she gasped between hacking coughs. Rainbow had finished her sandwich minutes ago. Fluttershy eyed her friend and reached over to pour some tea. Fluttershy stirred some milk in and slid the cup across the table. Rainbow grabbed between a hoof and wing and took a loud gulp, then all but slammed the cup back down.

Rainbow took a deep breath. “I know you did.” She glanced down at the table and fidgeted with her cup.

“I thought you might.”

Rainbow cleared her throat. “Is that all? Why are you bringing it up now?”

Fluttershy scooped up the teapot and filled a second cup. “After that Summer Sun Celebration, that crush sort of went away.” She tipped in a tiny spoonful of sugar and a spurt of milk. Rainbow exhaled slowly and sank back against the chair. “And it was replaced by something deeper, I think.”

Rainbow’s chair creaked as she jerked upright, her well-toned wings partially extending. Her mouth hung open.

Fluttershy took a small sip of tea and smiled at her. “Do you want to go out on a date sometime?”

---

Far above Ponyville, the winds began to stir in preparation for a coming storm. Tumultuous thermals gave way to slipstreams which even hardened fliers would avoid.

Rainbow Dash spiralled through the cloudless, afternoon sky, her powerful wings slicing through the gale with ease. Flying helped her think.

She had actually forgotten about Fluttershy’s crush. Her friend hadn’t blushed or stammered around her for months, so Rainbow had assumed that she’d moved on. Apparently not.

A sudden gust threw her upward. She folded her wings and leaned back, the horizon blurring past her eyes.

She had never considered the possibility of Fluttershy actually asking her out. It was insane—crazy, even. Fluttershy didn’t date. She barely talked to anypony outside their friend group. It was so improbable that it was really a shame Rainbow had to turn her down.

The wind died down a bit. Rainbow spread her wings and eased out of her free-fall. Despite all of Twilight’s graphs and fancy math, Ponyville was still a sleepy hamlet in the afternoon. Farmers were busy in the fields, and the cafes and restaurants sat in the lull between lunch and dinner.

Well, Rainbow hadn’t exactly turned her down. She hadn’t said yes though. Rainbow winced as she imagined how Fluttershy was handling everything. What if she relapsed into her old, anxious self, unable to speak up or even say hello to a stranger? It would be all Rainbow’s fault, too. So it was too bad she couldn’t say yes.

The town gave way to farmland. Rolling fields and apple trees stretched outward for miles in all directions. Rainbow angled her body and began a slow curve back.

If she could say yes, then it would be terrible not to. She loved Fluttershy. She loved all of her friends. In a platonic way. And Rainbow did like mares. In fact, she wished she could ‘like’ them a bit more frequently. Ponyville didn’t have much of a dating scene. Apart from Fluttershy, apparently.

Rainbow felt a strong urge for cooler air currents. She dove low, her hooves skimming over lush apple trees, the harsh updraft ruffling the underside of her coat. The cold helped her think.

She couldn’t say yes, so she would have to say no. Yes and no were the only available answers. Rainbow knew that much. So she would have to make her way back to Fluttershy’s house, just to make sure everything was clear. Fluttershy had never dated before, so she might mistake Rainbow’s indecision for a ‘yes’. Which it wasn’t.

It would be simple. Quick and easy. She’d fly in, tell Fluttershy gently but firmly that she wasn’t interested. Then she could be on her way. Unless Fluttershy started crying, in which case she would probably stay around and comfort her a bit. Rainbow had never been good at comforting ponies.

Rainbow flared her wings and touched down on a thick tree branch deep within Sweet Apple Acres. This was harder than she’d expected. Not because she was thinking about saying yes, but because she didn’t want to be mean. It must have taken a lot of courage for Fluttershy to even ask Rainbow over for lunch.

Rainbow shifted. The hard branch dug into her ribs, and her wing stretched out painfully beside her. Now that she thought about it, it was pretty uncool of Fluttershy to ask her out in the first place. Her crush had been an unspoken acknowledgement between them for years. It was almost a betrayal to put something like that into words.

Rainbow grunted and propped herself up. She was overthinking this. Quick and easy. That was the best way to turn somepony down, right? Rainbow had turned down dozens of colts over the years. A simple no, sorry, and a friendly laugh was enough to send them on their way. None of them had been too upset. They’d apologize and shuffle away, and then never talk to her ever again.

Crap. She needed to get back in the air. She pulled her legs underneath her and leaped. Flying helped her think, after all. Why had she landed in the first place? The ground fell away, and she soared back into her element. She was Rainbow Dash. Fast, strong, confident, awesome.

She still had no idea what to do. She looked down as she flew back over Ponyville, the castle’s sharp point rising almost high enough to match her. Rainbow tried to imagine what Twilight would have to say about all this. Despite everything, Rainbow chuckled. Twilight might have been the Princess of Friendship, but love was definitely best left to Cadance. Even Rarity would probably give better advice than Twilight.

Hovering was a difficult feat for pegasi. That Rainbow managed it despite the wind was a testament to her prowess.

Rarity was always talking about stallions and marriages and scandals. She went to fancy parties and read dumb magazines. And, most importantly, she and Fluttershy still went to the spa together every week. If anypony could tell her what to do….

Rainbow turned to the south and angled down toward Carousel Boutique. She could get in, ask Rarity a few clever questions, and get back before Fluttershy started to panic. If she wasn’t panicked already.

---

Fluttershy nibbled on the second half of her sandwich. It was good. Rainbow had really missed out by scarfing hers down so quickly. The spinach was crisp, and the tomato was juicy and sweet.

She’d expected a few things about Rainbow’s visit. That it would be nerve-wracking, and that Rainbow would find a way to make it even harder. As she looked around her living room, she decided that the afternoon had gone fairly well. Not quite as well as she’d hoped, but certainly not as badly as she’d dreaded.

On the plus side, Fluttershy had made it through her confession without breaking down into a stuttering mess or throwing herself out of a window.

On the other hoof, Rainbow had broken down into a stuttering mess and thrown herself out of the window. Which Fluttershy really needed to replace. The wind was picking up and her house was getting cold. Maybe she could just put a tarp up in the meantime.

She drained her second cup of tea, stood, and crept carefully around the shards of broken glass that littered the floor. Retrieving a broom and dustpan, she set to work carefully cleaning up the mess. Maybe she should invest in a double-pane window. Then again, this might not be the last time Rainbow would want to escape a conversation, and slamming face-first into a double-pane window would hurt.

Despite Rainbow’s unexpected exit, Fluttershy wasn’t too worried. Rainbow had dated a bunch of mares over the years—and a griffon, if Fluttershy wasn’t mistaken about Gilda. Rainbow knew how to deal with suitors. Although, all of those mares had been similar to her. Athletic, brash, confident, and even a bit tomcoltish.

Fluttershy pulled out a bin from under her sink and dumped out the glass shards. She’d have to remind her animal friends to be careful where they stepped in case she’d missed some.

Maybe that was Rainbow’s type? Mares that reminded her of herself? Fluttershy flapped her wings experimentally. She could do that. Not right away, maybe, but she could ease into it. She was a much better flier now that her stage fright was more manageable. Even if she wasn’t as strong as Rainbow, she could come up with something to impress her.

Elation bloomed in her chest, dwarfing her earlier anxiety. That was what she’d been missing all along. Rainbow didn’t like mares like her. But Fluttershy could change. She could show Rainbow what she had to offer. Fluttershy blushed. She could woo her. How hard could it be? As incredible as Rainbow was, she had simple desires.

She needed somepony who could match her passion. Fluttershy could do that. She was passionate, just not as loud about it as most ponies. For Rainbow, she could be as fiery and spirited as any mean griffon.

Rainbow needed somepony fun. Fluttershy knew exactly what Rainbow’s idea of fun was. Pranks, competition, and parties. It wasn’t Fluttershy’s idea of fun, but she could play along.

And when it came to looks… one of the best and worst days of Fluttershy’s life had been when she’d caught Rainbow staring at a billboard of her in one of Photo Finish’s shoots. Rainbow had been transfixed.

She could do this. All she needed was a bit of inspiration—some initiative. She trotted over to the wall where Ponyville’s monthly weather schedule hung. They were scheduled for a storm the next day. Heavy winds, rain, low chance of lightning. She winced. The kind of storm Fluttershy would never even think of flying in. It was the perfect opportunity. She turned and looked outside. It was also another good reason to replace her window as soon as possible.

---

Carousel Boutique was empty, as usual. Rainbow trotted through the door and looked around. Clothes of all shapes and colours rested on mannequins or hung from the ceiling. They captured Rainbow’s attention against her will, drawing her gaze up one wall and along the next. She shook her head and marched in. It was a small building—she’d find Rarity sooner or later.

Rainbow heard voices from further in.

“… a terribly impractical choice, really.”

“Well, what would you recommend?”

Rainbow walked forward and pushed open the door to Rarity’s parlour.

Rarity lounged on a fancy chair on one side of the small room, her legs tucked underneath her. “It would be—” She stopped mid-sentence and looked up at Rainbow, eyebrows raised. “Oh, Rainbow! Just a moment, dear.” She gestured to another chair between them and the yellow unicorn mare sitting on it.

“Friendship emergency!” Rainbow announced. She trotted in and glared at the yellow pony.

Rarity sighed and turned back to her guest. “I am terribly sorry, Miss Press. How much longer are you in town?”

Miss Press stood and headed for the door. “I’ll come back tomorrow.” She closed the door on her way out. Rainbow wondered why Rarity invited such a rude pony into her shop.

“Awesome.” Rainbow plopped down on the newly vacated chair and leaned forward. “I hate to admit it, but I could really use your help.”

Rarity rubbed her eyes with a hoof and glared at the door. “Of course. That’s what friends are for.”

Rainbow opened her mouth and paused. Rarity had caught her at the spa once, and she still teased her about it now and then. This wasn’t really something she wanted her to know about. The last thing she wanted was for everypony to know about her problem with Fluttershy.

“If it’s such an emergency, then you had better get on with it.”

“Okay, okay.” Rainbow nodded. She could still do this. She just had to get Rarity’s advice without telling her about Fluttershy. “Let’s say that, hypothetically, somepony, uh…made you a business offer that you couldn’t accept. How would you turn them down without offending them?”

“This doesn’t sound like much of a friendship emergency.” Rarity narrowed her eyes. “It actually doesn’t sound like much of an emergency at all.”

“No, it is! I really want to stay friends with this pony, but I absolutely can’t say yes.” She blinked. “To their business proposal. Which is really important to them.”

Rarity squinted at her. “Just say no, and explain why you can’t accept their offer right now. Tell them that you would love to work with them in the future, but now just isn’t a good time.”

Rainbow sputtered. That wasn’t helpful. “Okay, new question. What if this is the kind of business…agreement that would be hard to get out of, and you’re pretty sure you wouldn’t really like being partners with this pony anyway, but they’re really into the idea and they might be really upset that you’re not?”

A smile crept across Rarity’s face. Rainbow didn’t like the look of that smile. “Well, is there a simple, universal reason why you can’t accept such an offer?” Rarity raised her eyebrows. “Are you uninterested in having any partner at all? Or maybe this particular pony isn’t…equipped…to properly help you?”

Maybe she could tell Fluttershy that she didn’t like mares? No, Fluttershy knew that Rainbow had dated mares in school. Maybe she could say that Wonderbolts weren’t allowed to date? Damnit, the Wonderbolts dated all the time. Half of them were married.

“Well?” Rarity prompted. She shifted in her chair. “Does any of that help?”

This was pointless. “Fine! Fluttershy asked me out!” Rainbow snapped.

Rarity brightened. “I see. I always thought Fluttershy had a soft spot for you.” After a moment, her smile fell. “I take it the feeling isn’t mutual?”

Rainbow shrugged. “I need a way of letting her down easy.”

Rarity let out a deep breath. “You definitely need to turn the poor thing down?”

Rainbow nodded. “She’s just not my type of mare.”

“So you are gay then.”

Rainbow glared. Maybe Rarity hadn’t been the best choice.

“Sorry, sorry.” Rarity flinched and held up a hoof. “I’m sure this is a very difficult situation for you.” She leaned back and pursed her lips. “I’m afraid I’ve never been propositioned by such a close friend.”

“Great,” Rainbow groaned.

“But Fluttershy and I do talk a lot. About romance, sometimes.” Rarity glanced out the window. “She’s tougher than you think. You should just tell her that you don’t see her that way. It will make the next few days a bit awkward, but it’s best to take care of these things promptly.”

Rainbow sighed and glared at the floor.

“You’ve never had to do this before, have you?”

“No.” Rainbow drooped, her wings brushing against the chair’s seat. “The only ponies I’ve ever turned down where dumb ones I didn’t like anyway.”

“Well, I suppose it will be a learning experience for both of you, as I don’t believe Fluttershy has ever been in a relationship.”

“She hasn’t.” She had never had eyes for any pony but Rainbow.

“She can handle a simple no.”

“Listen, Rarity, I don’t think—”

Rarity looked her dead in the eye. “Rainbow, I know that you think of me as a drama queen—and I am—but just to make sure you understand me, I’m going to discard all pretence here. Just say no. Don’t try to avoid it, don’t get creative with it. Trust me, any ambiguity will just hurt ponies later on. Suck it up and be honest with her.”

Rainbow gulped. “When did you turn into Applejack?”

Rarity laughed. “I know what it takes to make you listen.”

“Well, got any more country wisdom?” Rainbow asked.

“Yes. Remember that this isn’t enough to damage your friendship.” Rarity smiled. “Fluttershy knows it, I know it, and I hope you know it too.”

Rainbow smiled back. Maybe Rarity’s advice wasn’t so terrible after all.

They chatted for a while. Rarity knew a surprising amount about Fluttershy. Not more than Rainbow did, but a lot. And although the conversation did turn toward boring fashion stuff, Rainbow was impressed at just how interesting Rarity made it sound. She could almost understand how somepony could be excited about dresses.

She left the boutique just as the sun dropped below the horizon. Rainbow took off, feeling a lot better than she had that afternoon. Sunset was a fun time to fly. The sky was bright and colourful against the flat darkness of the ground, like a time designed especially for pegasi.

It was too late to go back to Fluttershy’s. That was okay. Rainbow needed time to plan out what she would say anyway. If she planned well enough, she’d be prepared for literally any outcome. After Fluttershy’s confession, nothing could surprise her.

---

The next day, Rainbow Dash didn’t stew. Or mope. Or brood. Instead, Rainbow Dash sat at her dining table and thought. There were many important differences between thinking and brooding. She thought with such intensity that pricks of sweat gathered on the back of her neck, and her breathing deepened from the exertion. She focused her considerable intellect on a single question.

What was she going to tell Fluttershy?.

“Sorry, Fluttershy, but I just don’t like you that way,” Rainbow would say.

Fluttershy would nod sadly. “I understand,” she would reply, “who could love a pony like me?” Fluttershy would try not to cry. She would fail.

“No!” Rainbow would argue. “Just because I’m not attracted to you doesn’t mean that nopony is. I’m sure you could snag a less awesome pony, no problem!”

Rainbow slammed her forehead into the table. She needed to think way harder, and sometimes slamming her head into things helped her think. Unfortunately, all her furniture was made of clouds, which greatly reduced the effectiveness of head-slamming in general.

There was a dull thump on her front door. Rainbow jerked upright and looked around. The fact that somepony was knocking on her door implied a few important things. One, it had to be a pegasus, or else their hoof would have gone right through the door. They also would have fallen to their death. Two, it was a pegasus who was awake before noon, which eliminated the majority of Ponyville’s winged population, alicorns excluded. Three, it was a pegasus who actually used doors, even though windows were obviously a superior traversal method.

Rainbow’s heart sank. She slid off her chair, trotted across the room, and opened the door. Fluttershy stood on her doorstep with wings partially extended and a smile on her face. Rainbow flinched, even though she had known exactly who it was. Her mouth made shapes that would have been words if her throat had been more cooperative.

“Good morning,” Fluttershy said, her voice full of cheer and uncharacteristic volume. She sat back on her haunches and stretched her wings. “I’m going for a flight. Want to come?”

Rainbow blinked. “You don’t like flying.”

Fluttershy laughed. It was an infectious kind of laugh—the kind that made Rainbow want to laugh along with her. “I’m a bad flier, but I’m still a pegasus. I love flying on my own, just not around other ponies.” She leaned in closer. “But I can make an exception for my friends.”

Shivers ran down Rainbow’s spine. Fluttershy was right there. Now was the time to say it. No.

“Yeah, I’m game,” Rainbow said. On second thought, it was just a friendly, platonic flight. Between friends. And now she could put off that dreaded ‘no’ until whenever they went flying, which guaranteed her at least a day or two.

“Awesome,” Fluttershy said. Sarcasm was one of Rainbow’s favourite hobbies, so she was pretty confident that Fluttershy had just said ‘awesome’ unsarcastically. “Are you free right now?”

“Huh? We can’t go flying now.” Rainbow gestured at the western horizon where a bank of dark clouds gathered. “Didn’t you check the weather schedule? We print those for a reason, you know.” She extended a wing and felt the air. “You should hurry home, or you’ll be stranded.” Stranded in Rainbow’s weather-proof house. Cold fear knifed through her gut.

Fluttershy turned and sauntered toward the edge of the cloud. She flared her wings, then glanced over her shoulder and smirked. “I didn’t think the Rainbow Dash was afraid of a little weather.” She dove off the cloud. Moments later, she swooped back up on an updraft and curved around Rainbow’s house.

The tension in Rainbow’s chest disappeared and was replaced with pure adrenaline. The challenge was set. She sprinted for the edge and flicked her wings open. The air grabbed her, and she smiled. If Fluttershy wanted to fly, Rainbow was happy to show her how it was done, storm be damned.

Fluttershy glided above, her hooves tucked against her body and her wings locked out to the side. Rainbow grinned and started flapping. She shot past Fluttershy, close enough to feel the air suck them together, then backflipped and hung upside down, looking behind her.

Fluttershy was just as weak a flier as always. Her wingstrokes were short and tight, and she angled her body wrong, the wind driving down onto her feathers. Mistakes that most pegasi corrected during flight school. But Fluttershy had barely flown at all in flight school. Rainbow wondered how long it would take to teach her to fly properly. Maybe, with Fluttershy’s new attitude, not long at all.

Rainbow completed her backflip and caught the wind again, shooting straight up, then upside-down, doing a giant loop. She evened out behind Fluttershy and locked her wings, matching her friend’s speed.

After a few moments, Fluttershy started doing things right. She relaxed. Her wings beat long, even strokes, and she leaned into the wind. Rainbow’s eyes widened as Fluttershy soared up, the flawless plumage on the underside of her wing shining in the morning sun. She pulled her wings in and twirled, her mane and tail spiralling around her like pink ribbons. She leaned backward and, in the split second that their eyes met, flashed Rainbow a grin.

Rainbow’s jaw fell open. Where had that come from? Obviously Rainbow could pull off a stunt like that just as well, and she planned to make sure of it later that day, but Fluttershy wasn’t a flier. She was Fluttershy. Rainbow’s wings tingled. The sky—and Fluttershy—was calling her. She waited for the next gust, then twisted her wings and bolted forward.

She flew a tight circle around Fluttershy, then flared her wings like a parachute, slowing herself down so she could see exactly what Fluttershy was doing. Yellow wings sliced perfect arcs through the air as Fluttershy began to dance. There was no other word for it.

Fluttershy flapped her wings backward, then forward again. She spun so that she was belly up and her tail fell down like a river of silk. The flawless lines of her legs curved up to meet her—

Rainbow gulped and focused on Fluttershy’s wings. Wings were safe. Very platonic. And, unfortunately, just as beautiful. Rainbow almost never saw Fluttershy fly, so she noticed for the first time just how long and majestic Fluttershy’s wings were. She was like a circus sky-dancer, but with the body of a model, not an athlete. Rainbow quivered. She wanted to join in.

---

Fluttershy’s muscles ached and her lungs burned, but she could tell her plan was working. Rainbow trailed behind her, eyes wide and wings twitching, as distracted as Fluttershy had ever seen her. Fluttershy gasped as a gust of wind drove into her side. She turned her head and squeaked. The roiling back of dark clouds were only a few hundred metres away. Her heart surged up into her throat. This was what Rainbow lived for. She narrowed her eyes and dove back into the wind.

She tensed her shoulders and spun around again, knifing through the air toward Rainbow. The wind buffeted her face and tears obscured her vision, but she could just make out the misplaced rainbow hovering against the horizon. She extended a wing and ran a feather along Rainbow’s side from shoulder to flank as she passed. It may have just been the wind screaming in her ears, but she thought she heard a raspy gasp.

She gritted her teeth and turned, forcing her way out of the slipstream. She twisted her neck to look behind her. Rainbow’s face was blank and flushed, her legs curled against her body. Another success. She tilted her wings and prepared for another pass. Before she could, Rainbow disappeared.

Fluttershy darted her eyes until she caught sight of her, far above. Rainbow beat her wings furiously, her mane surging.

“Fluttershy!” She could barely hear Rainbow’s voice over the raging wind. “We have to get out soon, or the storm will suck us in!”

Fluttershy hesitated. She wanted nothing more than to fly down and wait out the storm in her cozy cottage, surrounded by animals, tea, and blankets. It was the smart thing to do. The safe thing to do.

The boring thing to do.

She screwed up her face and squinted at the sky above. The storm really was right on top of them. She swallowed, then beat her wings with every bit of power she had. Rainbow shouted at her, but Fluttershy couldn’t hear anything but the sky’s roar.

The air changed immediately. These winds refused to carry here. They tore at her, slamming her up then down, left and right. A stray gust tugged at her wing. She started to pull them in against her body, then screamed and dug back in.

The sky darkened around her.

She could do this. For Rainbow.

---

The storm broiled around Rainbow. She flapped hard and peered into the tempest. Fluttershy had disappeared. This was Rainbow’s fault. She had known that Fluttershy was a weak flier. She had known that they were due for a storm. She couldn’t let this happen. She thrust her forelimbs out in front of her and flattened her body, piercing the air like an arrow. Storms were no match for Rainbow Dash.

She dodged stray bursts of wind, weaving through the raging weather system, her eyes pealed for a telltale yellow coat or pink hair. She hollered, but the storm sucked her words away. This was suicidal, even for her. What if Fluttershy had already fallen?

---

The world spun. Grey surrounded Fluttershy in all directions, robbing her of any idea of up or down. She gave up on flapping and pulled her wings in tight.

This had been a terrible idea. A date with Rainbow wasn’t worth dying for. She squeezed her eyes closed so she wouldn’t have to look at the stale, uniform grey anymore. Once she stopped struggling, the tempest seemed to embrace her. She relaxed her legs, loosened her wings, and let the wind carry her away.

---

A lighter patch of grey caught Rainbow’s eye. She dove toward it. As she got closer she saw strands of pink dancing around a distinctly equine shape.

Fluttershy wasn’t moving.

Rainbow thrashed her wings, struggling to close the distance. She reached out and wrapped her forehooves around Fluttershy’s torso and hugged her close, then fought her way upward. The storm’s ceiling couldn’t be far away. She felt Fluttershy stir. A pair of forehooves settled around Rainbow’s back, completing the hug. In the chaos of the storm, nopony could tell if Rainbow blushed.

The grey was shattered by a blue sky. They both gasped as the air pressure dropped and the winds died. Below them, the storm raged on, turbulent clouds roiling like water in a pot.

Rainbow beat her wings, keeping them both aloft and still holding Fluttershy close against her. She was sturdier than Rainbow expected.

They hung there for a few seconds, catching their breaths. Fluttershy dropped her forelegs away from Rainbow’s back and flapped her wings, breaking contact. Rainbow winced as the cold air assaulted her barrel.

They both stared wordlessly at the savage ocean churning only metres below them. Then their eyes travelled up and met. Rainbow grinned. Fluttershy shivered, gasped, and, after a moment, smiled back.

They drifted down onto the storm’s surface and folded their wings. Fluttershy stared down at the clouds in awe.

Something inside Rainbow burst. She fell onto her back and clutched at her stomach, shrieking with laughter. “That…was…amazing!” she gasped. She hadn’t been that afraid to fly for a long time. It felt really, really good. She laughed until the fire in her chest died down, then sat up and inspected Fluttershy. Her legs trembled and her wings shook. Was this the end of Fluttershy’s new, adventurous attitude? They could have both died. Would she panic? Would she ever fly again?.

Fluttershy opened her mouth, paused, then laughed right back. Not a guffaw like Rainbow’s, but a feminine titter. Rainbow decided that she liked the sound of it.

Fluttershy turned and stretched, her wings twitching. Rainbow stared. Fluttershy usually crouched and hid behind her bangs, making herself as unnoticeable as she could. But when she actually presented herself….

Fluttershy turned to look back over her shoulder and smiled, her eyes smoldering. “Do you have an answer for me yet?” she asked.

Rainbow froze. Dozens of variations on ‘no’ bubbled up in her mind, but she could still feel the thrill of flight in her feathers, the feeling of Fluttershy’s coat against hers. Rainbow had never enjoyed a flight with another pony more.

“Okay,” Rainbow whispered. There was no way Fluttershy heard her over the wind.

Fluttershy giggled. “I’m glad.” She closed the distance between them, leaned in, and pressed her lips against Rainbow’s cheek. Before pulling back, she whispered. “That was terrifying.”

Rainbow grinned at her. “That’s what makes it awesome.”

They stared at each other. The silence stretched for slightly too long.

Rainbow scratched her head with a hoof. “Uh…you doing anything tomorrow?”

A smile split Fluttershy’s face for a second. It was replaced with a neutral nod. “I’ll check my schedule,” Fluttershy said, glancing to the side.

Rainbow snorted.

Fluttershy smiled and sat down next to her, their sides brushing.

They sat there for a while and watched the storm. It was a good storm too. Rainbow couldn’t have made a better one herself. That said, storm-watching sort of lost its charm when you had personally assembled dozens of them, so after half an hour or so, Rainbow excused herself and started for home. Fluttershy stopped her with a hoof and gave her another quick kiss before she left.

Rainbow’s lips tingled for hours.

Comments

[Shrink Laureate]

No comments yet? Really?

I liked this. The change between younger and older Fluttershy makes the ending much more satisfying.

A lot of shipping stories give no real reason for the two characters to be together, while this one nicely elaborates on where their feelings come from, along with the messy scary process of falling for each other.