I Don't Want To Sleep Alone

by Crescent Minor

First published

Sometimes, you're afraid to fall asleep by yourself, and you need a good friend to offer some comfort. Rainbow Dash has been there.

Rainbow, in a reversal of the usual pattern, comes to Fluttershy late at night because she's afraid to be alone. Something she saw on TV scared her so badly that, as much as her pride demands otherwise, she needs somepony to reassure her. The first pony she'd trust for that is her oldest friend.

Just a spur-of-the-moment one shot, getting some feelings out. I saw a scary movie and I couldn't sleep ... so I wrote a story instead of sleeping. :applejackconfused: My whole sleep schedule is boned now ... but maybe someone else who saw something scary and can't sleep now will like it.

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The cottage was filled with peaceful quiet, nighttime settled all through Fluttershy’s modest house. Nightfall in the warmth of summer usually wasn’t enough to bring on this kind of hush; Luna’s moon was so bright, some animals and even ponies were just as active after sunset, but tonight thick clouds filled the sky. The darkness was nearly absolute, and it pressed all the inhabitants of Ponyville into rest like a heavy blanket.

In such a soporific atmosphere, the sharp *rap**rap* against her bedroom window was more startling to Fluttershy than usual. She jolted awake, losing her drowsiness almost instantly; her tendency toward a strong fear response was almost always a burden on her, but it did mean that adrenaline rushes came very easily. She bolted upright, grabbing for her candle and matches on her bedside table in the pitch black. She was not the type to leave a candle burning while she fell asleep, as convenient as it would be; she’d worried about the candle falling and starting a fire in her room.

When the wick was lit, she took the candle in hoof, and cautiously held it toward the window. That tapping hadn’t been a branch, she knew what that sounded like. She hesitantly crept closer, staring hard; the dark outside was nearly impenetrable, but she thought she could make out a shape. “H-hello?”

“Fluttershy?” The raspy voice immediately calmed her; she set the candle on the table and unlatched the window. Her prismatic visitor flew in with a gust of muggy air. She hovered in the middle of the room.

“Oh, Rainbow. Hello … what are you doing here so late?”

Rainbow spoke in a slightly strained tone, pitched unusually high. “Oh, y’know … I just wanted to … talk, and stuff.” Her ear twitched.

“Um … about what?”

“Anything. Say anything.”

Fluttershy frowned. Rainbow seemed jittery. Was she imagining it, or was her friend blinking too much? She was definitely talking weird. “Are you alright?”

“Anything but that!” the cyan pegasus blurted. Rainbow swooped down in front of her, her eyes a little too wide for comfort, wings flared. “Please distract me. I’m a little stuck in my head, is all, and that’s a super not fun place to be right now.” She flinched, though apparently at nothing. “Just … thinking about something bad.”

Fluttershy was not assuaged, far from it. Now that she knew she had something to be concerned about, she pressed harder. “What? Really, Rainbow, what’s wrong? What don’t you want to think about?”

I don’t want to think about it!” Fluttershy quailed at the other pegasus’s outburst, and seeing that, Rainbow lowered her wings and tried taking a deep breath. “I’m sorry, I just …”

“What is it?”

“It’s … oh, it’s actually so stupid. I’m sorry, I shouldn’t have woken you up at all. You know what? Never mind. I should just go.” She turned toward the window, and was brought up short when Fluttershy blocked her path.

“No, you came for a reason, Rainbow.” Fluttershy insisted. “You almost never do this, something must’ve happened.”

“It’s really not as big of a deal as I just made it sound, I was being an idiot, really …” Rainbow’s overall demeanour lost a little of her twitchy, frightened feeling from before. She was starting to blush, and she kept looking away from Fluttershy’s eyes like she did when she was ashamed.


“Okay, I was … watching a scary movie, and I’d seen the first one so I thought I could handle this one, but I guess I kind of … freaked. I freaked out, okay? And I … don’twanttosleepalone.

“What was that?”

“I said I don’t want to sleep alone …”

Fluttershy relaxed, relieved that that was all it was. “Oh, Rainbow, that was all you had to say.” She hopped back onto her bed, moved over to one side, and patted the other pillow. “You can sleep here.”

Despite still looking deeply embarrassed, Rainbow smiled and climbed onto her friend’s bed. Fluttershy pulled the blanket over them.

“Sorry … I’m really sorry about all this.” Rainbow apologized to the headboard, still not willing to look at her. “It’s just I can’t stop thinking about that movie …”

“Don’t worry about it. Happens to me all the time.”

Rainbow smirked. “I know. Remember back at flight camp when we slept in the barracks?”

Fluttershy lowered her ears a little at the memory. “Gosh, I woke you up over nightmares so often.”

“They moved your bunk closer to mine just so nopony else would get woken up.” Rainbow chuckled. Her laugh did not last quite as long as it should’ve, and her eyes got tight with dismay the moment her smile left them.

Fluttershy paused, considering whether she should prod, then asked “Do you want to talk about it?”

Rainbow grumbled incoherently.

“You know I won’t judge you. It’s completely normal to get upset about a horror movie.”

“Okay, well … it wasn’t exactly a horror movie. I lied.”


“It … it was a cartoon. For foals.”

Fluttershy tilted her head quizzically. “You watch foals cartoons?”

“Just sometimes, I swear! You see that cloud cover out there? That took all day for the weather team. I needed something really cute and nice to relax, y’know?”

“Alright, alright, I get it. Which one?”

Rainbow put one hoof over her face. “Adventures of X Marks.

“Oh, I remember that show! About the colt who hunted treasure. X Marks, X Marks, he’s on the hunt and the trail’s hot/ X Marks, X Marks –

Can’t miss the loot when X Marks the spot!” Rainbow joined in, smiling weakly. Fluttershy laughed.

“I used to love that when I was a filly.” Fluttershy frowned, confused. “Um, how could that have been so scary?” Rainbow groaned, and Fluttershy hurried to reassure her. “Not that it couldn’t be. I’m sure it could be scary.”

“Ugh … Maybe I’m just being really wimpy, but yeah, yeah it was.”

“What happened on Adventures of X Marks? If you don’t mind telling me, that is …”

“Well … X Marks found this magic bridle, and when you put it on, you turned invisible and silent. The legend went that there was this rich, cowardly thief who’d hire other ponies to steal stuff for him, and he’d give them that bridle so that they could get in and out real easy.”

“Mm hmm …”

“So, X puts it on, and he starts screwing around, scaring ponies by juggling, stealing candy bars, that kind of stuff.”


“But … um …” Rainbow bowed her head, her ears pulled back.

“You okay?”

“I – I don’t know, it’s really messed up what happens next.”

“You might feel better if you say it.”

“He – oh Celestia – he can’t get it back off. The bridle gets stuck. When he tries to take it off and he realizes he can’t, it was so awful, I got this sick feeling in my stomach. He’s scared and he needs help, and his friends are right there, but nopony knows where he is. He was crying, and they couldn’t hear him, and – and –” Rainbow shuddered.

“Oh, Dashie …” Fluttershy put her wing around the other pegasus. Through her feathers she could feel Rainbow shaking. “That sounds horrible.”

“It was. It was awful. What kind of sick horse puts something like that in a foal’s cartoon? That’s not funny. That’s not cool.”

“It’s not.”

“You shouldn’t be allowed to put nasty stuff like that in a show for foals. If it was a horror movie, I’d get it, because that’s supposed to be scary and everypony expects it to be scary. But you put it in a funny, happy little cartoon, that’s just not right.” Rainbow turned to Fluttershy with an angry look. “You know? It’s like putting some really nasty gore in the middle of a Golden Horseshoe picture book. That’s just mean. What kind of pony does that?”

“You’re right. That was way too scary for an episode of X Marks.”

“Yeah! Yeah …” Rainbow huffed, and put her head back down on the pillow. “Ugh, and now I’m all messed up about it. I just keep thinking about how he sounded when he cried. I can still hear it.” She sighed. “I’m never going to get to sleep. It’s not fair.”

“It’ll be alright.” Fluttershy scooted closer and pressed against her side.

Rainbow opened her mouth to say something, then hesitated. She took a breath and forced the words out. “I feel like such a foal.”

“You’re not a foal.”

“But it’s just a cartoon. Bet those ponies making it didn’t think it was scary. I bet nopony does. So he got stuck and – ugh – and he couldn’t get help. So what? That shouldn’t get me so freaked out. Probably everypony else who saw that episode said was fine. That’s how they got to put it in there, ‘cause it’s actually not scary and I’m just a total –”


Rainbow halted, surprised. Fluttershy put a hoof to Rainbow’s face, and turned her head to make eye contact. She looked uncharacteristically stern. “No, you’re not being a wimp. Just because some writers on a show thought of something and they didn’t think it was disturbing, that doesn’t mean you’re weak if you’re disturbed by it. Everypony’s scared of different things.” Fluttershy relaxed her hold on the other pony’s face, lowering her hoof to rest it over Rainbow’s foreleg. “What one pony doesn’t think twice about might be the worst thing in the world to somepony else. And everything is like that. It doesn’t matter if the ponies making the show didn’t think it was scary. That doesn’t make them braver than you, it just means that the idea of not being seen or heard isn’t what scares them. For them, it’s something else.”


“It’s like … you perform really dangerous tricks, but that doesn’t scare you. At least, not like it scares me. You even kept at it after you broke your wing! If that’d happened to me, I don’t think I ever could have tried it again. But you didn’t give it up.”

The praise got a little bit of a cocky smirk out of the daredevil. “Heh, yeah …”

“And yet, the idea of being alone is upsetting to you. Especially needing somepony’s help and not being able to get it.”

“Huh.” Rainbow frowned in thought. “I guess that is what really messed me up about that … he’s cut off.”

Fluttershy nodded. “You’ve always been like that. Remember when those jerks locked you in the – ”

AAAA la la la la don’t talk about that! ‘Specially not now, geez!”

“Um … right. Sorry. But that’s what I mean. What scares one pony might be acceptable foal’s programming to another. It doesn’t mean you’re a wimp, it just means you have different fears.”

Rainbow forced a bit of a smile. “Well … thanks, ‘Shy, but … I’m still nauseous and shaky over freakin’ The Adventures of X Marks.

“But, Dashie, so what if it was in a foal cartoon? That doesn’t make it not a scary story.”

“I guess … It’s just so stupid …”

Fluttershy, realizing she was not going to convince her, didn’t contradict her again. Instead, she snuggled up to her old friend and tugged the blanket closer over their bodies. “Just so you know, Dashie,” she said softly, “I’m always here for you.”


“You’re never going to be cut off. We’ll always be there to help you. And if you ever get scared, even if you think it’s for a dumb reason, you can knock on my window.”

Rainbow relaxed against her, her tremors finally lessening. “Wow … You’re a great friend, ‘Shy. You know, I’d do this for you, too, if you needed …”


“I might rib you a bit more, though. ‘Cause seriously … it’s just a cartoon.”

Fluttershy chuckled. “I know.”

Rainbow lay her head down and closed her eyes. “Love you, Fluttershy …”

“I love you, too.”

And Fluttershy’s cottage finally returned to its peaceful quiet, and the only sound was the sleeping breath of the two mares.