> Changed Mares
>  by Typoglyphic
> --------------------------------------------------------------------------

> Nostalgia
> --------------------------------------------------------------------------

Throngs of ponies surged from classrooms the instant the bell rang. Feathers filled the air as pegasi struggled to get to the cafeteria ahead of those galloping on the cloud floor below. The laughter and shouting of hundreds of teenagers just released from scholastic captivity for a brief hour pierced the soft cloud walls and echoed throughout the school.

The chaos began to die down. After a minute or two, a lone pegasus filly crept out of a classroom and shuffled down the hall. Her stuffed saddlebags engulfed her thin frame, making her seem even smaller. She needed everything in them, no matter how much the strap hurt her back.

By the time she reached the cafeteria, more than half of the seats were filled with students tucking into what passed for food in public schools. The kitchen line-up still wrapped all the way around the room and out into a hallway. Fluttershy ducked her head and quietly made her way to an unoccupied table in the corner. She wrinkled her nose at the scent of wet hair and stale sweat wafting over from a nearby group of colts. She slid her saddlebags off and pulled it open. Her packed lunch lay beneath two textbooks and a threadbare pencil case. She carefully fished out the small container, then cast a nervous look around the room. Nopony payed her any attention. She set her lunch down on the table and tore off the plastic lid. The sooner she finished, the sooner she could retreat to a quieter part of the school until her next class.

She choked down half of her sandwich and took another look around. She was still unnoticed. A wisp of multi-coloured hair caught her eye, and she froze.

There she was. Rainbow Dash stood right in the middle of the cafeteria line, surrounded by excited colts and fillies all vying for her attention. Rainbow shot a few words to one colt, laughed at a filly’s joke, then gave another a soft mock punch. The other ponies laughed along with her. Couldn’t they tell that Rainbow was just being polite? That she didn’t actually care what they were saying? Fluttershy turned her attention back to the centre of the pack.

Even just taking a step forward in line, Rainbow moved with the same intensity she flew with, her whole body thrown into every motion. Her untamed mane trickled down her neck and shoulders, contouring the faintly visible lines of her toned flight muscles. She strolled up and propped a hoof against the counter. Nopony but Rainbow Dash could look daring while ordering cold, mystery sauce pasta, but she pulled it off with a crooked grin and eyes that sparked with rebellious spirit. She extended one wing, the graceful plumage standing out in stark relief against the monotony of the room, and slid the plastic tray onto it.

Ponies paused whatever they were doing as she walked past them down the aisle. Only for a moment, but nopony was immune. Chairs slid closer to tables to give her space, since everypony knew it would be wrong to obstruct the sky incarnate’s path for even a moment. Rainbow’s face split into a carefree grin, and when she spoke, her words radiated with fierce joy.

“Hey, Flutters!”

Fluttershy jumped, her rear coming off the seat entirely. She may have also squeaked. It was hard to tell over the marching band in her chest. “R-rain-b-b-b-” She pressed her lips together before any other non-words could escape. Maybe if she looked terrified enough, Rainbow would give up and find somepony more fun to talk to. With a careful flap of her wings, Rainbow popped into the air and arced over the table, making a dull thump as she settled on the hard plastic chair next to her.

“How’ve you been? I haven’t seen you all week.” Rainbow dipped her head and snapped up a bite of her lunch. “Bwhe shouh heng out morr.” She swallowed and coughed, her jaw hanging open and her tongue lolling. Her teeth shone against the soft pink of her mouth.

The room beyond Rainbow was still, the light beyond the two of them dwindling. Fluttershy wracked her brain for the right answers to her questions, her eyes darting between Rainbow’s eager expression and the table below. She realized that she was leaning away from Rainbow the second before she reached the tipping point. She squeaked again and flailed her hooves as her flank slipped from the chair. Something caught her hoof.

“Jeez, you okay?” Rainbow tugged her back upright and dropped her hoof. Fluttershy was simultaneously relieved and disappointed. Her hoof tingled. “Uh… Fluttershy?” .

She managed a jittery nod. Rainbow stared.

“…You sure?”

Fluttershy stopped nodding. She’d been nodding for almost ten seconds straight.

“Okay then.” Rainbow stared at her for a second. Her rosy eyes were searching for something. She gave up after a moment and stuck her face back into her lunch.

Fluttershy wrenched her gaze from Rainbow and back to her own lunch. She still had half a sandwich to finish, but she couldn’t eat while Rainbow was watching her. Or was anywhere near her. She would just have to wait it out. Rainbow would get bored of her soon. She always did.

Sure enough, Rainbow slid a wing under her food tray and turned back to her. “I’ll, uh, see you around, I guess.” She trotted away, once again filling the room with each step. She spun around, stared across the room at some nearly empty tables, then she turned again and disappeared down the hall, food tray and all.

Fluttershy released a long, shaky breath. Her hoof trembled as she lifted her sandwich back to her mouth. No one else tried to sit next to her. She finished her lunch in three more bites and stuffed the container back in her bags. With eyes downcast, she crept out of the cafeteria and into the labyrinth of hallways in search of solitude. It was never hard for her to find, especially when Rainbow wasn’t around.







The worst thing about Rainbow’s new job in Ponyville was the hours. She was great at a lot of things, but waking up early was pretty low on the list. On the other hoof, she was so good at her job that most days she was back in bed before normal ponies woke up anyway. This wasn’t one of those days.

Her hooves thundered into the last cloud above Ponyville’s public park, sending a torrent of rain down to the grass below. She touched down and looked to the horizon. All she had left to do was set up a bank of cumuli over the town and she could go back to bed. Or not, since it was almost noon and she wasn’t really tired anymore. That was fine. She could just practise her routine for the rest of the day. Her wings twitched in anticipation. She launched herself up, soaring into the warm morning air. Ponies strolled through the streets below, occasionally glancing up and marvelling at the how awesome she looked. That was also fine. She had gotten used to ponies staring over the years. They couldn’t help it, especially the non-pegasi, and she didn’t fault them for it. She was generous like that.

Of course, not everypony was staring. Earth ponies didn’t look up very much, so they usually didn’t notice her at all. Unicorns were a bit better about that, for some reason. Maybe it was the horns. It seemed like a unicorn thing to do, just staring at their own horns all day. She shot past the town library, her feathers brushing against the tree’s leaves, and set her eyes on the cumulus bank rising from the weather centre. She glanced down and froze in mid-air.

A yellow pegasus galloped across a bridge, her pink mane and tail coursing in the wind. Rainbow grinned. What was Fluttershy doing in Ponyville? She dove toward her without a second thought. She hadn’t seen Fluttershy since flight school. Maybe she’d loosened up a bit. Rainbow hoped not. Fluttershy just wouldn’t be Fluttershy if she could get through a whole sentence without eating all four hooves. She probably had nothing to worry about. Rainbow had only gotten hotter and awesomer since flight school. If Fluttershy had digged her back then, she definitely would now.

She flew low, her belly almost brushing against Fluttershy’s mane, then spun and landed on her hooves directly in front of the other mare. Fluttershy stumbled back and let out a short, high-pitched scream which died as a strangled yelp a second later. She crouched, her face low to the ground, and panted into the dirt. She looked up after a few seconds, and her eyes flew open.

“Fluttershy?”

Fluttershy just stared at her, her knees trembling.

Oh yeah, she still had it bad. Rainbow burst out laughing. “Oh jeez, it is you! What’re you doing in Ponyville?”

Fluttershy whimpered something.

Rainbow suppressed a grin. Just like old times. “Uh… what?”

“I live here.” She tilted her head down, letting pink strands fall over her and hide her face.

Woah, she talked! A whole sentence too, kinda! Rainbow was so shocked that it took her a few seconds to process the words themselves. “Wait, you moved here? To Ponyville?”

Fluttershy nodded.

“That’s crazy! Why haven’t I seen you around town before?”

“Oh, I…” Fluttershy shrugged, her eyes darting to look everywhere but at Rainbow. “I don’t really go out much.”

“Heh, I know the feeling.” She didn’t really, but, unlike some ponies, Rainbow knew how to hold a conversation. “I’ve only been here for, like, three days, so I haven’t really met anypony but the other pegasi on the weather team.” She waited for Fluttershy to reply. The other mare just turned and stared at the ground beside them. Rainbow rolled her eyes. “I’m on the weather team, by the way. Apparently there’s a shortage of talented pegasi, so they had to beg for me to come help them.”

Fluttershy’s rear legs buckled, and she dropped hard onto her flank. She adopted a half-hearted smile before immediately abandoning it. She looked a bit flushed. Must have been the sun.

“Why did you move here?” Rainbow asked.

“Animals,” Fluttershy said to the ground.

“Oh.” Right, Fluttershy got along with animals. “Well, uh, you looking forward to the festival? I’m in charge of the weather!”

Fluttershy bit her lip. “ The Summer Sun Celebration?” she asked.

Rainbow nodded. Duh.

“Of c-course I’m looking forward to it.” Fluttershy shuddered. “I’m in charge of the music.” Her forelegs trembled.

Rainbow chortled. “What? Do they even know you? How can you be in charge of anypony?”

Fluttershy’s eyes watered. The sun was definitely getting to her. “No ponies. Only birds.” She was so quiet that Rainbow had to lean in to hear her.

“Well, good luck I guess.”

Fluttershy shifted and turned to look down the path, away from the town. She started to stand. Her opened and closed her mouth a few times, her eyes wide. She was shifting past Rainbow, inch by inch. That was how Fluttershy usually ended conversations—by awkwardly tip-toeing away.

Rainbow squinted, trying to think of something to say. It was fun to have somepony to talk to. She had other friends, of course. They were just busy being in Cloudsdale. Besides, just the other day she’d hung out with that hot farm pony on the other side of town. Well, that had been for work, technically, and they hadn’t really talked, but it had still been fun so it counted anyway.

“We should hang out sometime,” Rainbow blurted. “We could go flying or something.”

Fluttershy froze. “Oh, I’m not a very good flier. Sorry.”

“It doesn’t have to be flying.” What did Fluttershy like to do? “Why don’t we just… I don’t know, sit around and drink tea?” Had those words really come out of her mouth? Her cheeks burned. “Not that I like drinking tea.”

Fluttershy just stared. That was the best thing about Fluttershy. She was always so nervous because of her crush that she didn’t notice when Rainbow accidentally said uncool things that she didn’t really mean.

“Okay,” Fluttershy whispered, hiding behind her bangs.

Rainbow blinked. She didn’t want anypony getting ideas. “This isn’t a date, though.” She cleared her throat. “Just friends, drinking tea and doing other lame stuff.”

Fluttershy yelped. “I’m sorry,” she mumbled, backing away. Her ears, her face, even her neck was starting to turn red. Rainbow looked up. The sun was bright in the sky. She winced. Oops.

“Later, Fluttershy! I gotta dash!” Rainbow shot up into the sky. How long had she been talking with Fluttershy? Five minutes? Ten? She could still move the clouds in before her supervisor noticed, probably. She flew over the weather centre and grabbed a cloud.

Sometimes, Rainbow was amazed at just how many kinds of ponies were into her. Cool ones like Gilda and her marefriends in school, and also shy, awkward ones like Fluttershy. She always felt better after talking with Fluttershy. After all, nopony could resist the Dash.

Not even that cute farm pony.







Donut Joe’s usually closed at midnight. It was almost three in the morning, and the donuts and coffee were still flowing. Fluttershy sat awkwardly in her ruffled, dirty gala dress and smiled. They had all broken into little groups. She, Rarity and Pinkie were sitting around one table, Twilight and the Princess occupied another, and everypony else was at the counter. Usually even this much excitement would have been too much for her. After the Gala, it was a welcome break. Fluttershy glanced up from her donut and tuned in to Rarity and Pinkie’s conversation.

“I spent most my evening in the courtyard, dear,” Rarity said. “I have no idea how the ballroom became so rambunctious!”

“Well…” Pinkie screwed her face up, “it might have been my fault.”

Rarity stared at her, one eyebrow raised.

“Oh, come on! Even you have to admit that the party didn’t start until I started it!” Pinkie huffed. “These Canterlot ponies wouldn’t know a good time if it shot confetti all over them.”

Rarity sighed. “Pinkie Pie, had you even heard of the Gala before Twilight gave us those tickets? It is not, and never has been, that kind of event.”

Fluttershy winced. Now would be a bad time for an argument.

Pinkie rolled her eyes. “Parties are my special talent, Rarity! I know how to throw them all, stuffy parties included! And that was a terrible stuffy party.”

“It was a divine ‘stuffy party,’ as you call it, before you tried to hijack the performance!” Rarity’s eyes narrowed. “I may have been stuck with a royal buffoon, but you had to ruin the night for everypony else!”

Pinkie glared. Rarity glared back. Fluttershy could tell that both of them were near tears. It had been a long night. They were looking for somepony to blame.

“You’re the one who knocked the statue over,” Pinkie said.

“First of all, that insipid prince knocked the statue over, not me. And he wouldn’t have done that if you hadn’t covered him in cake!”

“I’m sorry,” Fluttershy muttered. Pinkie and Rarity froze.

“Whatever for, dear?” Rarity asked.

“No matter what you two did, I would have ruined the party anyway. All those poor animals…”

Pinkie and Rarity exchanged glances.

“Aw, don’t be so hard on yourself, Shy-shy.”

“Yes, you couldn’t have known that those animals would be so… skittish.”

“But I could have!” Fluttershy said. “I could have been patient. Let them come to me. They would have told me why they were so scared if I’d listened.”

Rarity reached across the table and laid one hoof over Fluttershy’s. “I’m sure they will forgive you.”

“Yeah! Nopony could stay mad at you, Fluttershy!”

Fluttershy felt a trickle of pride in her chest. She had done it. “Thanks, girls. Tonight was just awful.” She glanced around the room, her eyes sliding past the store’s counter and the ponies sitting there. “I’m glad we’re here.”

The conversation resumed and Fluttershy sat back, returning her attention to her donut. She loved her friends, but they could be dense sometimes. She was usually too nervous to say anything, but so far tonight was proving to be the exception.

She let her eyes wander. She was used to sitting on the fringes of conversation, so she was good at looking around aimlessly without seeming to stare. Twilight and the Princess exchanged words between sips of coffee. Twilight’s eyes were bright and excited, all of her fatigue washed away by caffeine and conversation. Celestia smiled back at Twilight conspiratorially. She seemed to be having just as much fun.

Fluttershy made the mistake of letting her eyes linger on the counter. Rainbow shouted and laughed and squealed, gesturing all the while. Applejack grinned and listened. Donut Joe stayed a few feet back from the counter to avoid Rainbow’s swinging hooves and wings. Applejack tossed him a sympathetic shrug, then said something to Rainbow. Fluttershy was too far away to hear, but she could see Rainbow’s blush clearly. A wave of envy rolled through her.

Fluttershy tore her eyes away and looked down at her table. She was having fun. The night had come together with the perfect blend of exhaustion and excitement, leaving her relaxed and carefree. So long as she ignored the well of uncertainty sitting at the counter.

“Are you feeling well, Fluttershy?”

Fluttershy looked up.

Rarity stared at her with a soft expression, her eyes wide with concern. “You seem a bit… unfocused. Did you have a bit too much punch at the Gala?”

“I’m fine,” Fluttershy blurted slightly too loudly. She winced, breathed. “Sorry. Tonight’s just been more exciting than I’m used to. I expected to spend the whole Gala talking with the animals.” She sighed. “I’d never been so frustrated in my life.”

“We were all acting like foals. We just need to put the Gala behind us,” Rarity said.

Pinkie nodded reluctantly.

Motion by the counter caught Fluttershy’s attention. Applejack trotted across the room toward the bathroom signs. A second later, Rainbow stood and started toward their table.

“So, Rarity,” Rainbow said, “what happened with that prissy stallion you were after? I only really saw the end of it.”

“I was not ‘after him’!” Rarity retorted. “I simply misjudged his character. He had the airs of a true gentlecolt, but he turned out to be something of a brat.” Rainbow rolled her eyes, and Rarity turned away indignantly. She wasn’t really offended though. Fluttershy could tell.

“How was your night with the Wonderbolts, Rainbow?” Fluttershy asked. At least she could talk to Rainbow now, so long as she didn’t stand too close or let her eyes wander too far.

Rainbow snorted. “I didn’t really have one. Turns out the Gala sucks for them as much as it sucked for us!” She took in the condition of Rarity and Fluttershy’s hair and dresses. “I guess my night wasn’t as bad as either of yours.” She paused, considering. “It was definitely worse than Twilight’s though.”

“The Gala is somewhat of a phenomenon in that it is always universally disappointing for everypony involved.” Princess Celestia said from behind Fluttershy. “This year was no exception.” Everypony chuckled. After a few seconds, Fluttershy joined in. Something swelled in her chest. Maybe she had drunk too much punch.

“Nopony’s disappointed anymore, right!” Pinkie shouted, her voice echoing in the small diner.

There were a few cheers from Rainbow, and enthusiastic sounds of agreement from everypony else. The chuckles built until everypony was laughing breathlessly. A pink hoof draped over her back. Pinkie had started a group hug.

Fluttershy was wary of physical contact with Rainbow, but she relished their occasional six-pony hugs. It was her only opportunity to get close to Rainbow without drawing attention to herself. She shifted sideways. Rainbow rolled her eyes, lifted a wing, and rested it on Fluttershy’s back. They drew forward, closing the circle. Fluttershy leaned in, pressing her side against Rainbow’s. She closed her eyes and relaxed, comforted by the other mare’s warmth. Every moment was worth dying for.

The hug only lasted for a few seconds. Rarity pulled back first. Twilight, Applejack and Rainbow stepped back soon after, leaving Pinkie and Fluttershy alone. Pinkie smiled at her then turned and trotted toward the store counter.

Fluttershy looked back over her shoulder and caught Rainbow’s smirk. She knew. She had always known. Rainbow enjoyed their friendship, and she even tolerated Fluttershy’s wandering eyes. It would be selfish for Fluttershy to ask for anything more. She looked at the ponies around her. She had friends. Friends who actually liked her, who cared about her. That was worth more to her than just about anything.


> 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.
> Trivial Dispute
> --------------------------------------------------------------------------

The next day, Fluttershy rushed through her morning routine, setting out food, checking on her injured house-guests, and cleaning up the storm’s debris around her cottage. By eleven o’clock she was on her way down the path into town. The sun was bright in the sky.

While high above the storm the day before, they had agreed to meet for lunch and talk about ‘stuff’. Rainbow had been pretty non-committal about exactly what ‘stuff’ she meant, but Fluttershy was confident that, with a little prompting, they could get a meaningful conversation started. Rainbow sometimes surprised ponies with just how thoughtful she could be.

Fluttershy frowned as she trotted into Ponyville’s heart. It was almost lunch, yet the streets were quiet, and all of the stores, cafes, and restaurants she passed were barely half-full. On the far side of town, she stopped below the shadow of Rainbow’s cloud house. She stretched her wings open and grimaced. She wasn’t build for flying through storms, and her body made sure she knew it. She jumped and flapped, ascending in a gentle spiral to reduce the strain on her weary flight muscles. She had no idea how Rainbow could stand to make this climb every day.

A feeling of déjà vu washed over her as she landed in exactly the same spot as the day before and knocked. The door burst apart a second later, and Fluttershy was greeted with a very personal view of Rainbow’s hind legs, mid-kick. She blushed and stared at the floor.

“Morning, Fluttershy!” Rainbow said, oblivious. She stepped outside, then turned and replaced the door with some cloud from the wall next to it. “So, lunch? Did you have some place in mind?”

“I’ve been meaning to try out The Bean and Green.”

“The new cafe?”

Fluttershy nodded and spread her wings.

They jumped off the cloud together and curved toward Ponyville.

“Rainbow…”

Rainbow looked over. “Yeah?”

Fluttershy paused. She had been about to ask if they could land and walk. But Rainbow wanted somepony who could keep up with her. She gritted her teeth and said, “Never mind.”

Rainbow smiled back and sped up, folding her wings and diving. Fluttershy groaned and dove after her.

Thankfully, the flight wasn’t very long. They found a table and sat. Fluttershy ordered a salad. Rainbow ordered a spinach, hay, and tomato sandwich. Fluttershy took it as a compliment.

“So, how’s your work going?” Fluttershy asked. It seemed like a safe place to start.

“Which one?” Rainbow replied. She took a bite of her sandwich.

Fluttershy blinked. Weather work and Wonderbolt work, she realized. “Either, I guess?”

Rainbow swallowed. “Work’s good.” She stared at Fluttershy as if searching for something.

Fluttershy bit her lip and glanced around. The two nearest tables were crowded with ponies engaged in casual conversation. She sighed and leaned back against her chair, tilting her chin up and dropping her shoulders. She felt instantly exposed. Rainbow perked up, and her wings slowly fluttered open behind her.

“So, how are…animals and stuff?” Rainbow asked. Fluttershy could feel Rainbow’s stare trail across her body. She looked around. Were the stallions over there staring too?

Fluttershy gulped. “Well, Sandy’s kits were out in the storm last night and caught a cold, but otherwise they’re all healthy and happy.”

Rainbow reached down and took another bite of her sandwich. She chewed slowly, her stare never breaking.

“Uh…” Fluttershy glanced around. “Can we go somewhere else? With a bit more privacy, maybe?”

Rainbow looked down at Fluttershy’s almost untouched salad, then squinted at her. “You all right, Shy?”

Now the stallion at the next table was definitely staring. Fluttershy dropped a hoof full of bits on the table and stood. “You coming?” She did her best to sound casual and not terrified.

A smirk spread across Rainbow’s face. “Oh. I get it.” She dropped a bit next to her plate and started walking. “Let’s find a cloud or something.” Rainbow jumped into the air. Fluttershy winced, then did the same.

Rainbow led them to a soft, fluffy cloud above Sweet Apple Acres. As they came in to land, Rainbow flicked her tail, tickling Fluttershy’s nose. She turned and winked, then settled onto the cloud. Fluttershy blushed, her heart racing. She hoped that she and Rainbow were on the same page.

There wasn’t much room, so they had to sit right up against each other, their faces only a foot or so apart. Rainbow didn’t seem to mind.

“So, I guess this is your first date,” Rainbow said. “Is this how you imagined it?”

Fluttershy licked her lips. Confidence. Daring. “What makes you think I imagined it at all?”

Rainbow raised an eyebrow. “Really? All those years of staring at me and you never thought about it?” She leaned closer. “Even I imagined it, and, sorry Fluttershy, but I never really thought of you like that. Well, until yesterday.”

Fluttershy swallowed. “And how did you imagine it?”

Rainbow laughed. “I figured it’d be boring. But yesterday wasn’t boring.” She leaned in closer and brushed her cheek against Fluttershy’s. “This isn’t boring either.” Fluttershy felt Rainbow’s breath against her ear.

She pushed Rainbow back with a hoof. This was getting uncomfortable. “Are you always like this on first dates?”

Rainbow chuckled and shrugged. “Every mare’s different. Some like it fast.” She grinned. “Others need time to warm up.” She squinted at Fluttershy. “I used to know which kind you were, but I’m not so sure anymore.”

Fluttershy felt a strange pang of guilt. She was doing everything right. Rainbow thought she was interesting. Attractive.

“What are you two doin’ up there?” called a familiar voice from below.

Rainbow rolled her eyes and shouted back. “Well, we were doing a lot better before somepony interrupted us!”

Fluttershy turned and leaned over the edge of the cloud.

Applejack sat on the ground and glared up at them. “Aren’t you forgettin’ somethin’?”

Fluttershy gasped. “The open court!”

“Oh yeah, today’s Saturday,” Rainbow said. “Whoops.”

Fluttershy leaped off the cloud and glided to land next to Applejack. Rainbow touched down a second later.

“What are you two thinkin’? The court thing was supposed to start fifteen minutes ago!” She glared at Rainbow. “We’re wasting dozens of ponies’ time, not to mention Twi, Rarity and me.”

Rainbow growled. “I didn’t think Twilight meant this Saturday? How many ponies even heard about it in the last three days?”

“I don’t know how you didn’t hear about it! Must be a quarter of the town standing in line at the castle waitin’ for you two.” She sighed. “What were you two doin’ up on a cloud in the middle of my orchard anyway?”

“Making out.” Rainbow turned and winked at Fluttershy.

Applejack stared at them, wide-eyed. She shot Fluttershy a questioning glance.

Fluttershy’s face burned, only partly from embarrassment. “We were not making out.” She cleared her throat self-consciously. “But we were kind of on a date, yes.”

Applejack took a step back, her jaw falling open. She shook herself and smiled at Fluttershy. “Well, congratulations then.”

Fluttershy eeped as the weight of Rainbow’s wing fell over her back.

Applejack turned and glared at Rainbow. “Everypony’s waitin’ for ya, Romeoats.” She stalked off toward town.

Fluttershy slipped out from under Rainbow’s wing and jumped into the air. “Come on, Rainbow. We can try this again later.” She pushed down with her throbbing wings. She hoped everypony would forgive them.

Rainbow flew up to meet her. “Wanna get there fast?” she asked.

Fluttershy paused and raised an eyebrow at her.

Rainbow spun and flapped until they were barrel to barrel in the air. She grabbed Fluttershy with all four legs. “Close your eyes. This is gonna be awesome.”

She knew where this was going. She squeezed her eyes shut and wrapped her own legs around Rainbow. She yelped as they shot forward. She pressed her face into Rainbow’s neck. A weight crushed down on her from all sides. Her stomach did little flops—whether from the speed or the physical contact, Fluttershy was in no condition to guess.

Everything froze, and their momentum caught up with them. Every inch of Fluttershy’s body was pressed flat against Rainbow. Her heart raced, and there was no way Rainbow couldn’t feel it. Fluttershy took in a shaky breath. She wanted to retch. She wanted to huddle on the ground and wait for the shaking to stop.

Fluttershy opened her eyes and pushed off of Rainbow, whooping as loudly as she could. She set down on the castle’s lawn. “We have to do that again sometime!” Her heart shrank at the thought of ever moving that fast again. Then she noticed the huge line-up of ponies beside them—staring at her—and her heart shrank a tiny bit more.

Rainbow laughed. “Don’t worry. We’ll have plenty of time for flying as soon as Twilight’s little court thingy is over.” She started toward the castle. “How hard can answering questions be?”





Rainbow walked into the map room and ignored the look Rarity tossed at her. Whatever, she could be late if she wanted to be. It wasn’t like she was being paid for this. She grinned as Fluttershy—her new marefriend—sat down next to her. Maybe this open court thing would be all right.

The Castle of Friendship’s throne room was just a short flight of stairs up from the castle’s vast antechamber. A large door separated the two rooms. It was on this threshold that ponies would stand and ask Twilight their questions. Two guards stood on either side of the doors, armoured but not armed. This may have been a castle, but they were still in Ponyville.

“Great,” Twilight said as Rainbow sat down. She rubbing her forehead with a hoof. “Now we’re just waiting for Applejack.”

Right on cue, the pounding of hoofsteps echoed through the room as Applejack galloped through the throne room’s side door. She slowed to a canter as she climbed the stairs and dropped into her seat with a sigh. “Thanks for takin’ off, Rainbow,” she growled, even though Rainbow had clearly done nothing wrong.

Twilight nodded to the guards, and they pulled open the giant doors. One of the guards escorted the first pony in line forward.

Pinkie jumped up onto her chair and waved. “Mrs. Cake!”

“Sit down, dear.” Rarity hissed. “Remember, we are representing Equestrian monarchy.”

Mrs. Cake waved back from her spot at the open door. “Hello, Princess. And…uh…element bearers.”

“How can we help you, Cup Cake?” Twilight asked.

Mrs. Cake bit her lip and glanced around the giant room. It was hard to tell from so far away, but Rainbow thought she was sweating. “Well, my husband and I were wondering… Who owns the land around the castle?”

“The monarchy,” Twilight said. “And I’m its guardian and steward.”

“Oh. I see.” Mrs. Cake shuffled her front hooves. “Can the monarchy’s property be purchased? The field between Sofas and Quills and the castle isn’t being used for anything, as far as we can tell.”

Great. They were starting off with a question about buying property. If it weren’t for all the ponies that could see her right then, she would fallen asleep. But as boring as the afternoon was shaping up to be, Rainbow ‘Professionalism’ Dash wouldn’t embarrass her friends like that. As the backbone of the group, it was her responsibility to keep everypony focused and determined, so she kept her back straight and her ears open.

Pinkie Pie perked up, jumped off her chair and trotted around to Twilight’s side. She whispered something into Twilight’s ear.

Twilight nodded and turned back to Mrs. Cake as Pinkie returned to her seat. “Arrange an appointment with my assistant before you go, and we’ll discuss it in private at a later date.”

“Thank you, Princess.” Mrs. Cake followed the guard down the antechamber toward the exit.

The other guard trotted forward, accompanied by a pink earth pony. One of Ponyville’s flower vendors, if Rainbow remembered correctly.

The mare bowed. “Thank you, Princess.”

For some reason, Twilight blushed. “Uh…rise, Cheerilee. How can we help you?”

“As I’m sure you know, your highness, after decades of stability, Ponyville’s population has grown steadily over the past five years or so,” Cheerilee said.

Rainbow sighed. What did population have to do with selling flowers?

“Ponyville’s education system is simply not equipped to deal with so many new students,” Cheerilee continued. “We need a larger schoolhouse, more supplies, and at least one more teacher. I’ve been petitioning town hall for increased funding for months, but nopony seems to care.”

“How did I not notice…” Twilight muttered. She cleared her throat and raised her voice. “Thank you for letting us know. Please get Spike to book you an appointment so we can discuss this further.”

Cheerilee bowed again before trotted away from the thrones.

Rainbow leaned over to Fluttershy. “Why is she so worried about school? She’s, like, older than us.”

Fluttershy shushed her.

Rainbow winced and sank back into her seat. Right, focus.

Lyra and Octavia came up next, facing each other all the while. They were both shouting at the other. Hooves gestured, and Rainbow even heard a few choice insults fly.

“What can we do for you?” Twilight asked.

Octavia opened her mouth, but Lyra cut her off. “We’ve got a friendship problem.” She turned to glare at her company.

Twilight perked up. “We’re listening.”

Octavia rolled her eyes. “Tell this insufferable pony that the cello was developed completely independently from the lyre, and that any resemblance between the two is entirely circumstantial.”

Lyra stomped a hoof. “The lyre dates back to way before the the foundation of Equestria, and they existed in every pre-Equestrian culture. Every stringed instrument is based on the lyre!”

“Do two argue like this often?” Twilight said.

“Oh, all the time!” Lyra said.

They both chuckled.

Twilight squinted at them. “Really? You both seem pretty amicable.”

“Well of course we are,” Octavia replied. “We’re friends, after all.”

“So… what’s the problem?”

“The problem is that Octavia’s wrong. Back me up on this, Twilight.”

Twilight blinked. A thick book appeared in the air next to her, accompanied by a burst of purple magic. Twilight stared at the book and flipped a few pages. “Well…” She glanced over the book at the feuding ponies below. “While the cello is a relatively new invention, its genus of instruments can be traced back to an ancient Saddle Arabian instrument called a ‘lyra’.”

Lyra grinned. “Ha! Told you.”

“But,” Twilight continued, “a lyra isn’t actually a lyre. Sorry.”

“Oh. Damn.” Lyra offered her hoof to Octavia, who gave it a bump with her own. “Thanks, Twilight.” They turned and left.

Twilight exchanged a look with the rest of them. Rainbow was pretty sure she understood. This wasn’t what any of them had expected.

The next hour passed with the speed of a sleeping tortoise. Four ponies had legal questions that nopony but Twilight understood. Two asked for funding that Twilight wasn’t actually allowed to offer, and more ponies than Rainbow could count came forward with friendship problems that weren’t really problems at all.

Rainbow dropped her head back against the chair. She could feel her professionalism dripping away with every wasted minute of her day.

A yellow earth pony mare with an orange mane marched up. A beige stallion trotted up just behind her. Carrot Top glared up at them. “What can you do?”

“Uh…” Twilight peered down at her. “What do you mean?”

“What kind of power do you six have?” Carrot Top started to take another step, but the guard stopped her with a hoof. “I want to know what to expect out of you.” Behind her, Davenport sat and nodded.

“As a princess, I have direct access to both Mayor Mare and the royal sisters, and they take my council’s advice very seriously. In the future, once I’ve had time to adjust to my new role, I’ll have equal control of the crown’s assets.”

“And how can any of us trust you when she’s up there next to you?” Carrot Top pointed an accusing hoof at Applejack. “Sweet Apple Acres is the second largest business in Ponyville. What’s to stop her from using her position to make it the biggest?”

Now things were getting interesting.

“Duh! She’s the element of honesty!” Everypony jumped as Rainbow spoke. “Of course everypony can trust her.”

Davenport took a few steps forward. “I’m afraid that if Applejack is in any way involved with laws that would even indirectly affect Sweet Apple Acres, she would be far too personally invested to be trusted, despite her supernatural credentials.” He paused, scanning over the six of them. “In fact, Miss Rarity and Miss Pinkie Pie also have major connections to local businesses.” He bit his lip and continued. “And I do apologize, but I don’t believe any of you have any experience in legal or social work at all. Except possibly Your Royal Highness herself.”

Rainbow inhaled, ready to let both of them know just how wrong they were.

“Thank you for your thoughts. We will consider them carefully,” Twilight said. “Guards, please escort Golden Harvest and Davenport out and inform everypony that we will be taking a short recess.”

Rainbow snorted, then she noticed Applejack’s face. If Rainbow didn’t know better, she’d say Applejack was terrified.

“They have a point,” Twilight said, turning to face the group. “I forgot about all of your businesses in Ponyville.”

That was her queue. “Who cares what—”

“They’re right.” Applejack looked down at her hooves. “Both of ‘em. What are we doin’?”

Rainbow scoffed. “We’re being awesome. The six of us can deal with anything.”

Twilight ignored her. “Do you really feel like we’re not up to this?” she asked Applejack.

Rainbow had been here before. Her friends were all amazing in their own ways, but they had one thing in common: they didn’t have nearly enough faith in themselves. That was what they needed Rainbow for. Well, half of what they needed her for. She was also a lot faster than them.

Rainbow leaned forward on the table. “Come on, Applejack, don’t let Carrot Top get you down. What does she know?”

“Her name is Golden Harvest, for one thing, and—” Applejack cut off, her eyes bulging. She turned to Twilight. “What did Pinkie tell you when Mrs. Cake was here? Right at the beginning of the day?”

Twilight shrugged. “Just that Sugarcube Corner isn’t seeing many tourists, and that the Cakes thought it was because of…their…location.”

Applejack stared at her.

Twilight facehoofed. “Horseapples.”

This was getting out of hoof. Rainbow jumped up on the table so everypony could see her better. “What if Mrs. Cake had said all those things? It wouldn’t have been a problem then, so who cares if Pinkie said it?”

“It doesn’t matter who said it,” Applejack said in agreement.

“Exactly.”

“No, I mean that it doesn’t matter who said it ‘cause Pinkie bein’ up here—heck, even bein’ friends with us—is a conflict of interests! How can any of us be honest and fair when all our decisions might also affect us?”

“Okay,” Twilight said, waving her hooves. “Settle down. Let’s not—”

“How can you say that!” Rainbow shouted. “You are honesty!”

“Of course we know that, darling, but what about—”

“Exactly! We all know. So what’s the problem?” Sometimes her friends made it really difficult for her to stick up for them. It was lucky for them that Rainbow knew just how to perk Applejack up. “Why are you so scared of being right?”

Applejack’s eyes flared. She stood up and slammed her front hooves onto the table. “I’m not afraid of anything! I’m just bein’ reasonable and responsible. Unlike some ponies, I can look past my own ego and see when I’m in the wrong.”

Rainbow narrowed her eyes. “What’s that supposed to mean?”

Applejack grinned. “You know exactly what I mean. The name ‘Mare Do Well’ ring any bells in there?”

Rainbow cringed. It had been days before she’d been willing to go back out in public after Mare Do Well. Her eyes darted around, making sure nopony noticed her flinch.

She snarled back and shouted twice as loudly to make up for it. “Oh, is that the lesson you want to teach Apple Bloom? That she should give up the second she’s not sure about something?”

Applejack growled. “Do you want Scootaloo to ram her way through life without givin’ a thought about the consequences of her actions?”

“Don’t you bring Scootaloo into this, you—”

“Rainbow Dash!”

Rainbow froze. The room fell silent in an instant. “Flutter—” Rainbow’s vision was suddenly filled with yellow and pink. Fluttershy hovered in front of her. Rainbow shrank back, their eyes locked together. Was this what the Stare was like?

“Rainbow Dash,” Fluttershy repeated. Her voice was cold and stiff as winter bedsheets. “I have never heard you be so consistently rude and petty for so long before.”

“I just—”

“Quiet,” Fluttershy hissed.

Rainbow whimpered. Over the course of their friendship, Fluttershy had been many things. Terrifying had never been one of them. Rainbow would never admit it, but it was a bit exhilarating.

Applejack laughed. “I can’t believe she’s got you whipped already.”

Fluttershy whirled on her. “Oh, no. You’re supposed to be the levelheaded one, but you were no better than Rainbow!”

Applejack sighed and dropped her gaze to the table.

Rainbow’s jaw fell open. Fluttershy could even shut Applejack up. Rainbow couldn’t take her eyes off of her new marefriend.

Fluttershy turned to Twilight. “If we argue like this in public, then maybe we aren’t ready for such an important job.”

Free from Fluttershy’s stare, Rainbow turned and noticed the giant line of ponies staring at them. Gawking. Thinking back, she may have been a bit too loud.

Twilight winced. She jumped into the air and flew toward the crowd. “I’m very sorry, but the session is ending early, and next week…” she glanced back at them. “Next week is cancelled pending further notice. If anypony still wants to talk to me, you can arrange a meeting with Spike. Thank you.”

Twilight flew back as everypony filtered out, some grumbling, most dead quiet. She landed on her throne and turned to look at them.

Rainbow’s heart was racing. The argument with Applejack combined with…whatever Fluttershy had just done to her was making it a bit hard for her to think straight. Or see and hear straight.

Twilight peered at them, then sighed. “Just go home. We’ll talk about this in a few days. I think some of us are a bit too emotional right now.” She stared at Rainbow for some reason.

Celestia, was she blushing? Rainbow Dash didn’t blush. She got to her hooves and stumbled out of the castle, trying to keep an eye on Fluttershy. She could still see the fire in Fluttershy’s eye—hear the passion in her voice. How many more dates would it take for this new Fluttershy to fully emerge?





The six of them filed out of the castle. Fluttershy walked with her head lowered and her shoulders slumped. She hated yelling, and she especially hated yelling at her friends. At least Rainbow seemed impressed. She could still feel Rainbow’s eyes on her. It wasn’t nearly as exciting as it used to be.

“Are you okay, darling?” Rarity asked. Her eyes were wide and worried. Maybe even a bit stunned.

“Oh, I’m fine.” Fluttershy looked around at the rest of her friends. Pinkie trudged off toward Sugarcube Corner, her face tense and thoughtful. Applejack grumbled to herself as she started on the path to Sweet Apple Acres. And Rainbow…Rainbow grinned from ear to ear.

“Hey, Applejack!” Rainbow called. “I’m sorry about all that stuff I said.”

Applejack paused. Her head drooped. “Yeah, me too.” She started walking again.

Fluttershy sighed and turned toward her own home.

“Fluttershy, wait up!” Rainbow galloped after her.

Fluttershy froze. She tilted her face, letting her pink bangs fall in front of her face. Then she remembered her role. “What is it, Rainbow?” Even after the disastrous open court, Fluttershy worried her voice was a bit harsh.

Rainbow trotted up beside her, and hesitated for a moment. “We’re cool, right?”

Fluttershy smiled. “Of course we’re cool.”

“Awesome!” Rainbow said. “So…want to get back to our date?”

Fluttershy regarded Rainbow. Her face was split with a giant grin. Excited, open, borderline adoring. Fluttershy thought back to flight school. To the glorious fragment of sky that, every once in a while, descended to talk to her. She was living her dream.

Fluttershy smiled back, her cheeks aching. “I need to check on the animals, but then I’m all good.”

Rainbow jumped into the air and whooped. “I’ll meet you at your place in an hour!” She shot off into the sky.

Fluttershy kept trotting down the path. She was just tired and sore. Maybe she could fit a nap in before their date.

A nap would be better than just about anything.





Somepony knocked at the door, and Fluttershy jerked upright on her couch, sleep still blurring her vision. A small cacophony erupted as dozens of animals chirped, yelped, and squeaked at her sudden movement. Fluttershy squinted at the clock on the wall. Her hour was up. She let out a quiet groan and twisted her neck, trying to get some of the knots out. Lead butterflies swarmed in her stomach.

The knock came again, then the door swung open a few inches and a blue muzzle appeared in the gap. "Fluttershy?"

Fluttershy took a deep breath. "Come on in."

The door burst open the rest of the way and Rainbow Dash trotted in. "Sorry I'm late," she said, grinning from ear to ear.

Fluttershy glanced back at the clock. "By two minutes?"

"Yep. My bad." Rainbow swept over and reclined on the couch next to her. "Ready to head out?" Fluttershy rubbed her eye with a hoof in an attempt to wipe away the last of the blurriness. A wing landed on her back and wrapped itself around her shoulders. She looked over at Rainbow's beaming face.

A wing hug. How was she supposed to respond to a wing hug? After a second it dawned on her, and Fluttershy sighed. It would have made a nice blanket.

"Your hour's up," she said, looking Rainbow right in the eye. She shot to her hooves and snapped her wings out, nearly knocking Rainbow right off of the couch. She turned and smirked. "So unless you're trying to show off your napping skills, let's get started." She snapped her wings back in and walked primly out the door. The effect was nearly ruined when she lost her balance halfway across the room and got her rear legs tangled together, but she made it outside without falling. Rainbow scrambled out after her.

Rainbow walked a few steps further, then spread her wings and looked back. "Want to fly like a Wonderbolt?" she asked.

Fluttershy raised an eyebrow, and she said the first thing that came to mind—words she would usually have repressed. "Is that a euphemism? Because if so then I think you can do better."

The noise that came out of Rainbow's mouth was so guttural and fierce that for a moment Fluttershy worried that she was choking. Rainbow even raised a hoof and thumped her chest, as if to clear her wind-pipe. She turned to face away, probably trying to hide a blush. "That wasn't… no euphemisms, no. I'm, heh…"

Time to drive it home. Fluttershy closed the distance and, as gracefully as she could manage, clambered onto Rainbow's back. Her hooves found their way around Rainbow's neck, and she pulled her rear legs in tight against Rainbow's barrel. It wasn't comfortable. Rainbow's spine dug into her stomach and ribs, and Rainbow's wings brushed her sides and mussed her coat with every movement. But she could feel Rainbow's heart beating, and hear her slow, deliberate, slightly laboured breaths. It was working.

Fluttershy leaned in and whispered right into Rainbow's ear. "Try not to drop me."

Rainbow swallowed, her wings sticking straight out. "You're a pegasus. You'd be fine."

"I know, but it would be very rude." In all honesty, Fluttershy wasn't very confident in her ability to save herself if she fell. Rainbow crashed while doing tricks all the time, and she'd had years of practise. But Fluttershy hadn't come this far by being careful. Being careful was what kept her alone all her life. She pulled her rear legs in tight, giving Rainbow's haunches a quick squeeze. In her best Applejack impression, she shouted, "Giddy up!"

And Rainbow did.

The date proceeded exactly as Fluttershy expected. Rainbow would fly fast, and Fluttershy would try not to scream. Rainbow would do a trick, and Fluttershy would try to make her gasps sound enthusiastic rather than terrified. Every time her stomach heaved and her throat clenched, Fluttershy reminded herself why she was doing this. A bit of nausea was a small price to pay for… Rainbow. Well, not for Rainbow, exactly. In exchange for Rainbow? That didn't sound quite right.

The world spun, and they plunged straight downward. Fluttershy tightened her grip and sighed, trying to ease some of the tension building in her lungs. Beyond being nervous around other ponies, Fluttershy had avoided relationships for a few reasons. She had never understood exactly what made it worth the effort. There was the physical, obviously, but that couldn't be the only thing. Quips about shared interests came to mind, but they were sharing an interest right then, and she wasn't really enjoying it.

Rainbow twisted her body and angled her wings, sending them into a spiral. Her wing clipped Fluttershy's ear as it went by, leaving a sharp sting.

Something about intimacy and trust? That sounded nice, although they weren't the first words to spring to mind when she thought of Rainbow. No, what she admired about Rainbow was the way she moved and talked, always dominating the room without even trying. How she could walk up to a stranger, look them in the eye, and impress them just by standing there.

"You okay back there, Shy?" Rainbow asked, twisting her neck to glance back at her. "You've been pretty quiet."

Fluttershy took a few deep breaths. Rainbow wouldn't want to date somepony who couldn't handle a bit of turbulence. "Oh, I'm fine."

She felt Rainbow tense beneath her. "You aren't… am I boring you? Is this boring?" Rainbow said, a note of panic in her voice.

"No!" Fluttershy said, then bit her lip. "Well… the fun part about watching you do tricks is seeing you do them. But I can't really see anything but the back of your head. And," she squirmed a bit and groaned, "apparently even pegasi get motion sick when they're not the ones doing the flying."

Rainbow nodded, nearly slamming the back of her head into Fluttershy's nose. "I guess so. Meet you on the ground?"

They drifted apart. Fluttershy was surprised to find that they were only a hundred feet or so above the ground. Riding Rainbow had made it hard to tell up from down. She did a few slow, gliding loops, and the churning in her stomach evaporated. She spiralled down, mentally preparing herself for the next leg of Rainbow's date.

Rainbow was waiting for her in a small grassy clearing. The moment Fluttershy landed, Rainbow said, "Did you think that I only thought up one date idea?" She tossed her head back and laughed. "Ready?"

Fluttershy mustered a snicker in response. It only took a second for the right line to come to mind. "Ready for you? Please." She was getting better at this. So long as those kinds of phrases didn't slip out when she was around other ponies, everything would be fine. So long as she kept her goal firmly fixed in her mind, they could keep this up.

Rainbow pawed at the ground and flexed her wings. "Since you didn't like the pony ride," she said, winking, "what if I show you how to do some tricks yourself?"

If there was one thing that Fluttershy had learned over the course of the last two days, it was that Rainbow hadn't been interested in her at all before. Rainbow was completely incapable of subtlety, accompanying any line too subtle with a wink or an eyebrow waggle. Fluttershy had always preferred Rarity's sense of humour. One wouldn't expect it, but Rarity had incredible delivery.

"You are going to teach me?" She glanced around and winced. This wasn't funny, really. It was mostly just mean, but Rainbow would probably like it. "Oh, I see how it is. Rainbow Dash is too busy to teach little fillies how to fly, but she can always make time for her marefriend."

Rainbow snorted and rolled her eyes. "Oh, come on," she chuckled. "I love the scamp, really. But she's still a kid, and kids kind of suck. I'm sure you'll be way more fun to teach."

"Well, I do have the advantage of actually being able to fly already." Fluttershy gave a little flap and popped a few inches up into the air. "So…" Fluttershy trailed off.

She needed a nickname. Quickly. Something slightly embarrassing. Not so embarrassing that Rainbow wouldn't let her use it, but just enough to make her blush when she said it in public. Her eyes landed on Rainbow's wings, each feather twitching ever so slightly.

She grinned. "So, Twitchy, what's the lesson plan?"

Rainbow squinted at her. "Twitchy?"

Fluttershy stepped right up to her, leaned in and nuzzled her neck. Rainbow gulped, and, sure enough, her wings jerked open, every feather trembling. Fluttershy ran a gentle hoof over Rainbow's outstretched wing. "Yes, very twitchy."

Rainbow coughed and, with a bit of effort, brought her wings back in against her. "Well, uh, I guess we can't fly right now," she mumbled. The blue on her face was giving way to an aggressive wave of pink. She turned 	away, hiding her expression.

This was a delicate situation. Fluttershy knew how to act around Rainbow now. She knew what would make her laugh or shout or jump into the air and fly. What she didn't know was exactly where the line was when it came to Rainbow's ego. Rainbow wanted a challenge, but she didn't want to feel dumb. Most pegasi wings weren't nearly so sensitive, and Rainbow had always been self-conscious of it. Fluttershy's ability to react just right could either make or break this little game they were playing.

"I like it," Fluttershy finally blurted.

Rainbow jumped and spun around. "Huh?"

Fluttershy schooled her expression and closed the distance again. She extended her own wing and rested it against one of Rainbow's. "It's handy to know when I'm getting to you. Takes some of the guesswork out of it."

It took a second, but Rainbow finally grinned back. "What guesswork? I don't do any of that 'courtship' stuff that Rarity's always talking about. Just two awesome ponies hanging out, having a fun time, you know?"

Fluttershy grinned back. Oh, poor Rainbow. If she only knew…

"Ready to fly?" Fluttershy asked.

Rainbow nodded and got back into her takeoff position. "Okay, this one's easy. Just copy after me." And they both jumped back into the sky.

It wasn't easy. It wasn't fun. If anything, it brought back less than pleasant memories of gym class and mandatory sports. But Rainbow was happy, and the bruises and strain would be gone by morning. Or possibly the morning after that.

At the crest of a flip, gravity suddenly overcame Fluttershy's momentum, and she crashed into the ground ten feet below.

"You almost had it! Try that again!"

Fluttershy groaned into the dirt. Maybe Twilight had something to treat headaches. And neck aches. And every other type of ache. She stumbled back to her hooves and got ready to take off again.

She was on a date with Rainbow Dash… like she'd always wanted.
> Parties and Politics
> --------------------------------------------------------------------------

Fluttershy relaxed onto the plush mat. The warm, heavy air was tinged with the scent of flowers and rain. She let out a long sigh and stretched out further. She had been taking these spa sessions for granted. Now that her body was strained in almost every possible way, she appreciated the massages and gentle oils more than ever before.

"My, you seem more…enthusiastic than usual, dear. Is something weighing on you?"

Fluttershy blinked one eye open and looked at Rarity. "I guess you heard about Rainbow and me?"

"I've heard whisperings," Rarity said. "But I'd much prefer to hear from the horse's mouth, as it were."

Fluttershy dropped her head back onto the mat and groaned. "Ponies are already talking?"

"Oh, no. Not really. Applejack mentioned something about the two of you on a cloud." Rarity hesitated for a second. "And… well, you know Rainbow Dash. She isn't a quiet pony."

Fluttershy thought back to the disastrous open court a few days before. "No, she isn't."

"I must admit, I'm surprised that she said yes," Rarity said.

Fluttershy raised an eyebrow. "How do you know that I asked her and not the other way around?"

"Ah, ehm…" Rarity bit her lip. "Rainbow may have been… very loud."

Fluttershy squinted at her for a moment, then her eyes widened. "She went to you for advice."

Rarity slumped onto her own mat. "Don't worry, it looks like she didn't follow any of it." There was a note of bitterness in her voice.

"You told her to say no?" Fluttershy could understand why, but it still sounded mean.

"I told her to be direct about it!" Rarity swung a hoof dramatically. "She said that she couldn't accept, so I advised her not to beat around the bush." She sighed. "But I suppose it has worked out for the best."

Fluttershy felt like she should say something, but none of the right words came to mind. She decided to change the subject.

"Have you heard anything from Twilight?" Fluttershy asked. "Are we giving up on her open court idea?"

"She's busy. It seems that nopony realized she was more than just a unicorn with wings before now. I had to make an appointment just to ask how she was doing."

An appointment to see Twilight? "How many ponies could possibly want to see her?"

"Pinkie Pie said about a quarter of Ponyville, not including visitors and tourists."

Fluttershy winced. "Is this our fault?"

"Our fault?" Rarity snorted. "You mean Rainbow and Applejack's fault, of course." After a second she sighed and shook her head. "How did none of us realize that we're unsuited for such an important position? We're smart ponies. Why did Twilight, or you, or Applejack, or even I not point it out immediately?"

Fluttershy buried her face into the soft, warm mat. "I was mostly just thinking about myself at the time," she admitted, guilt rising in her chest.

Rarity frowned, then nodded. "Yes, I recall being mostly preoccupied with my own work schedule. In our defence, it was Twilight's idea, and she should have thought of every possible problem long before she gathered the rest of us."

There was a gentle knock on the door, and muffled voice said, "Miss Rarity, Miss Fluttershy? Your appointment is nearly over. Would either of you care for some touch-ups before you go?"

Rarity glanced at Fluttershy, who shook her head. "No thank you, Aloe. We'll be on our way," Rarity said.

They disrobed, paid, and said their goodbyes before stepping outside. The spring air was sharp and refreshing after the steam room, and Fluttershy breathed a sigh of relief as she took a few steps and stretched her legs. The ache in her ankle had finally gone away.

Rarity stepped out behind her, and they started down the street. "So," Rarity said, "I must ask. How have the two of you fared so far?"

"You mean Rainbow and me?" Fluttershy asked, glancing to either side in case anypony might overhear.

"Of course, dear. I have long anticipated the day that one of us would find love. Forgive me for saying so, but I never imagined you would be the first."

They passed the castle. Ponies stood in small clusters around the entrance, some silent, others shouting and gesturing wildly. Fluttershy hoped that Twilight knew what she was doing.

"So…" Rarity said, breaking the silence once again. "Is it all that you hoped it would be?"

"It's… nice," Fluttershy said after a moment. She was bad with words, and wasn't love supposed to be hard to describe anyway?

"Nice?" Rarity repeated, pursing her lips. "You went on a date together last Saturday, right?"

Fluttershy nodded and kept walking.

"Where did she take you? Was it romantic?" Rarity sounded worried for some reason. Fluttershy hoped that Rarity wouldn't be this curious about every part of her and Rainbow's relationship. "Please tell me that Dash took you to a decent restaurant at least."

"We went to The Bean and Green for lunch," Fluttershy muttered, "and then we went flying."

Rarity facehoofed. "She dragged you out to go flying? Did she make you watch her newest routine as well?" she said, sarcasm enwrapping her words.

"Oh, no," Fluttershy said. Rainbow had shown a few of her new tricks, but only to point out the similarities between the complicated stuff and what Fluttershy was almost capable of. "She taught me some of the easy ones."

Rarity's face quivered, poorly masking a smirk. "Ah, so is that why you were limping this morning? I was worried that the two of you were taking things very fast."

Fluttershy may have been shy, but she wasn't that naïve.

"Rarity!" Fluttershy squeaked.

Rarity's control broke, and the smirk spread across her face. "And Rainbow does like to go fast, does she not?"

"It wasn't like that!"

"Of course not." It took a few seconds more for her smirk to fully fade. "Did you enjoy Rainbow's little lesson?"

"It was nice."

"I see." Rarity stared at her for a second. "Well, I'm very happy for you."

The conversation kind of died after that, although Rarity kept glancing at her as they walked to the edge of town where the path to her cottage began. Fluttershy took the time to reflect on their conversation.

Fluttershy had suspected that Rainbow was going to reject her, but now Rarity had confirmed it. Maybe that should have hurt, but for some reason Fluttershy felt strangely detached from… well, just about everything before last Friday. Since that flight in the storm. She had heard that ponies sometimes feel that way right after big life changes, and dating Rainbow certainly qualified.

"Well," Rarity said, coming to a stop, "if you have any questions about romance, or simply need a pony to talk to, you can rely on my ears to listen and on my lips to be discreet."

Fluttershy giggled. "Thanks. I'll keep that in mind. Don't you think you're being just a little bit over-dramatic, though?"

Rarity smiled. "I was under the impression that this was your first experience with romance. Eventually there will be a crisis for one reason or another, and I just wanted you to know that I'm here to help when it comes."

"Thanks for the vote of confidence," Fluttershy replied dryly.

Rarity blinked. "Pardon?"

Fluttershy winced. She was getting used to slinging sarcasm at Rainbow, and the words just slipped out. "I-I mean, thanks, Rarity. It means a lot."

"Of course," Rarity continued to squint at her for a moment. "Well, enjoy the rest of your day, dear," she said, then turned and walked back into town.

Fluttershy sighed and headed down the path toward her home.

The last two days had been almost quiet enough to make up for the excitement of the weekend. The Wonderbolts did the bulk of their training in the spring, and Rainbow was determined to put as much time into preparing and exercising as she could, so they had planned to meet again next Saturday. Obviously they wouldn't be able to date at all while Rainbow was training at the academy, and then she would be touring in the summer, further limiting the time they could spend together. Once fall came though… nothing would stop them from being around one another every single day. Fluttershy wondered if she should be doing some personal training of her own just to survive what would surely be daily flight sessions. And on the topic of autumn, Rainbow would definitely want to do the Running of the Leaves. Would Fluttershy have to participate in that, too?

But in the meantime, everything was manageable. None of her animal friends were sick or hurt. The bits from her brief stint as model were still rolling in—not fortunes, but enough to maintain her house and to buy food for both her guests and herself. Ponyville seemed to have already forgotten the embarrassing open court that she and her friends had held, and all of the dubious questions of impartiality along with it. The crowd gathered outside the castle door was a good sign, really. Twilight was a princess, and sooner or later ponies would have to recognize that.

A few animals came out to greet her when she neared her house. For once, Angel wasn't among them. He'd been strangely quiet for a few days now. Fluttershy made a mental note to keep an eye on him. There were a few things that could make a rabbit anti-social—that is, even more antisocial than usual—and some of them could be dangerous if left untreated.

She made her way through the cottage, setting out food and water, sweeping up the tiny pawprints of dirt that streaked over her kitchen floor, and checking in with some of her newest guests who had come looking for shelter during the storm. Even after all that, she still saw no sign of Angel. She poked her head into some of his usual hiding spots, then gave up. Spring was a busy time for rabbits, after all.

She was engaged in an interesting conversation about acorns when somepony knocked at her door. Fluttershy apologized to Jess the Squirrel and went to answer it.

She opened the door to reveal the warm, friendly face of Cloud Kicker. The pale blue mare leaned against the door frame and extended a hoof. "Fluttershy! Is this a good time?"

Fluttershy lifted a hoof and cautiously returned the hoof bump. "Cloud Kicker? A good time for what?"

Cloud Kicker nodded, then straightened and started forward into the living room. Fluttershy instinctively backed up to give her space. Cloud Kicker settled onto the couch, and Fluttershy closed the door and followed, feeling miles behind.

"Nice place you've got here," Cloud Kicker said, looking around. "I mean, I know you like animals, but this is something else."

Fluttershy nodded.

Was this normal? Did ponies just show up at other ponies' homes and walk in like they owned the place? She hoped not. It wasn't a nice feeling. "Um, not to be rude, but…why are you here?" She bit her lip, then quickly added, "Not that you're not welcome, of course, but…"

"You're with Dash now, right?" Cloud Kicker asked, kicking her feet up onto the arm of the couch.

Fluttershy nodded, feeling a strange mix of elation and irritation. She was happy that everypony knew she and Rainbow were together. It made their relationship seem more…real, almost. On the other hoof, how did everypony know they were together? Ponyville wasn't that small. Was it because they were element bearers? Or, worse, because of the open court? She gulped, the familiar terror of being the centre of attention rising in her gut. "Y-yes, we started going out last weekend."

"That's great. Good for her. Did you know that I was the first pony she met in Ponyville?"

"I didn't," Fluttershy replied. Rainbow Dash had always said that Applejack was the first pony she met in Ponyville.

"Well, I was. I helped her get onto the weather team and everything. I admit, I was a bit annoyed that she got captain before me, but I guess she was the best flier. Heck, I almost miss having her in charge, you know?"

Fluttershy didn't know.

Cloud Kicker chuckled good-naturedly. "Anyway, I'm captain now that Dash is busy with her Wonderbolt stuff. It's a tough job, weather captain. Tougher than I expected. There's parts of it that you wouldn't expect."

Fluttershy got the distinct impression that Cloud Kicker didn't want to talk about Rainbow Dash at all. "Such as?" she asked bluntly.

Cloud Kicker blinked, and her eyes opening wide in shock for a moment . She quickly regained her composure. "Did you know that the weather captain needs to manage the department's budget? And that part of managing the budget is convincing the mayor that we need that budget?"

Did… was Cloud Kicker asking her for money? For the weather team? "Rainbow used to complain about the paperwork, but never anything specific."

Cloud Kicker studied her for a few seconds. "Yeah, well. Anyway, it's a bit of a bummer. Especially this year. I bet you noticed that the storm on Friday got way out of control, right?"

Fluttershy nodded. It had seemed a bit unusual, but she was no weather pony, so she hadn't put much thought into it. "I'm treating some raccoon kits who were caught outside."

In an instant, Cloud Kicker's casual demeanour was replaced with frantic energy. "Oh no!" Cloud Kicker brought a hoof to her mouth. "I hope they're okay."

The false empathy made Fluttershy's insides twist. "They're fine."

"Thank goodness," Cloud Kicker said, leaning back and letting out a huge gasp. "I'd feel terrible if our storm hurt any little critters. Please believe me, we did everything we could to keep the storm on course, but we just don't have enough pegasi to handle systems that big."

Let me guess, Fluttershy thought. "Because of your budget."

Cloud Kicker nodded gravely. "We can't afford to hire pegasi from out of town, or to train any of our cloud pushers to handle storms. But we need to maintain Cloudsdale's weather schedule, no matter what." She slumped a bit and sighed. "It's a shame. Just twenty percent more funding and things like this wouldn't be a problem."

They sat for a while in silence, Cloud Kicker gazing around with a wistful expression on her face, Fluttershy intensely focused on the floor, her brow furrowed.

She didn't have any kind of relationship with the mayor, or anyone else at town hall. There was Twilight, of course, but…

Twilight.

"So, uh, was an animal hurt in the storm somewhere?" Fluttershy asked.

Cloud Kicker jolted. "I don't know. Isn't it your job to keep track of animals?"

"I mean…" Fluttershy did her best to soften her next words, but even her patience had limits, "why are you here? What do you need?"

"Well, I think we can all agree that the weather team needs more funding, but me personally? I just came over to chat. Are you busy? I can leave if you've got things to do."

After a pause, Fluttershy nodded, and Cloud Kicker stood.

"All right then, I'll leave you to it. Let me know if there's ever anything I can do to help, or whatever. I mean, I've got to follow the weather schedule for the most part—" Cloud Kicker winked, "—but I might be able to manage something to help you or your animals. You know, as a favour to a friend." And with that, she trotted out of the house and took to the air, leaving the front door wide open.

Fluttershy got up and closed the door, then walked to kitchen and put on the kettle. Tea was nice after sudden intrusions. She poured a cup and retreated to her bedroom. The living room felt too open right then.

That was strange. She and Cloud Kicker had never shared more than a quick hello before. Still, if she was really worried about the weather team not having enough ponies to handle storms, then Fluttershy understood. Rogue storms could really devastate small towns like Ponyville, and, as captain, Cloud Kicker was responsible for any unnecessary destruction.

In fact, maybe Fluttershy should talk to Twilight, or maybe even the mayor. This whole situation was an accident, after all, since everypony knew how important it was to keep pegasus magic consistent. Natural storms could be left to run their course, but pegasus-produced systems? Those had to be carefully monitored. Of course Fluttershy knew that, but maybe Twilight didn't? Twilight had wings now, but that didn't make her a pegasus. And Mayor Mare? Fluttershy would be surprised if the mayor did know.

Maybe Cloud Kicker was too nervous to talk to Twilight, so she'd come to Fluttershy instead. She supposed Twilight could be a bit scary when she was annoyed. Cloud Kicker hadn't seemed nervous, but nopony ever seemed nervous when they were talking to Fluttershy. She squeezed her eyes closed and took a sip of tea, the warmth doing wonders to combat the shivers that assaulted her as she thought of what she had to do.

She had to go and…talk politics.

She finished her tea in one big gulp.

How badly could it possibly go?





After what had definitely been hours of extremely successful flight practise and absolutely not a series of embarrassing and self-image damaging crashes, Rainbow flew over to Sugarcube Corner, careful to fly high enough that her coat blended with the sky. She was on a mission of utmost secrecy. She landed around back, rapped on the basement door that nopony ever used, and waited.

Five minutes later, she knocked again.

Pinkie would be a terrible secret agent.



"Oh, hello, Rainbow Dash. Can I get you something?" Mrs. Cake asked as Rainbow trudged through the front door. The bakery was all but empty.

"Is Pinkie in?"

Mrs. Cake pointed at the ceiling. "Her shift just ended."

Rainbow flew up the steps and pounded a hoof against Pinkie's door. "I thought we agreed to meet out back?" she said.

"Rainbow?" Pinkie said, pulling the door open and poking her head outside. "Oh! The party. I totally forgot!"

"Seriously? You forgot about a party?" Rainbow moved forward, sweeping past Pinkie and nudging the door closed as she passed. "Whatever. Do you have the thing?"

Pinkie nodded, then crossed the room and fished through a drawer of her nightstand, eventually retrieving a small vial of pale blue liquid. "Twilight seemed kinda…busy, so I stopped by Zecora's. She said it lasts for two days."

"More than enough," Rainbow said. She turned back around and opened the door. "You coming?"

Pinkie paused and fidgeted for a moment. "It's just…are you sure this is a good time for a party?"

"Uh, yeah?" Rainbow asked. Pinkie was questioning the need for party? "What? Is something up?"

Pinkie blinked, then shook her head, her smile barely faltering. "I…uh…" She looked at the floor, then out the window. "No, I guess not." She trotted past Rainbow and out into the hall.

Rainbow started to follow, but something made her pause. She took a few steps further into the room and glanced out the window. Pinkie's room had a good view. She could see the whole town from here. Well, everything except the stuff behind Twilight's castle. But the castle was more interesting to look at than anything behind it, probably.

Wow, they were still there, and it looked like the head-count had more than doubled since morning. The lineup of ponies snaked back and forth, covering every spare inch of courtyard, and then winding back around the castle once before disappearing behind the block. Rainbow wasn't completely sure, but she didn't think there were quite that many ponies in all of Ponyville. The fact that she hadn't noticed them from the air was testament to just how sneaky she had been. It was harder to pay attention to stuff when you were sneaking.

Pinkie was waiting for her outside of Sugarcube Corner. She danced on her hooves and stared off into the distance, a very un-Pinkie Pie expression on her face.

"Don't you need, you know…stuff? I don't have any of it at my place," Rainbow said as she trotted over. "I didn't see any in your room, so I figured—"

"Don't worry, I've got stashes everywhere," Pinkie said, slowly turning to focus on Rainbow. "They've got everything I need."

Rainbow blinked. "I live in a cloud."

"Yep."

Pinkie started off down the street. Rainbow trailed after her. "But how does—"

"In case of party emergencies."

Rainbow gave up and kept walking.

Neither of them said anything for a while. It was the kind of quiet that she was pretty sure was normal. Ponies walked beside each other without talking all the time. Rainbow just didn't walk very much, and nopony really liked to fly with her, so she wasn't used to it is all.

"So…what's it like dating Fluttershy?" Pinkie asked suddenly. "I've gotta admit, I never saw it coming, but I guess matchmaking stuff is Princess Cadance's business!"

Rainbow laughed and did a little jump. "Oh, it's awesome! I never expected Fluttershy could be so…I don't know, cool. She's really cool."

Pinkie rolled her eyes. "I coulda told you that," she said. "Of course Fluttershy's cool."

"Maybe it's because I knew her when we were foals, you know?" Rainbow said, nodding. "Everyone seems less cool when you know them really well."

That was just was basic psychology. Even Rainbow knew that.

"But now that you've known her even longer…" Pinkie said, stretching out the last word, "she's cool?"

Rainbow shrugged. "I guess? I dunno. I'm not a psychologist."

They crossed the little bridge on the edge of town and stopped beneath the shadow of Rainbow's house.

"So have you told her about the party yet?" Pinkie asked.

Rainbow shook her head. "Nah. I want it to be a surprise."

"Rainbow…" Pinkie narrowed her eyes. "You know that Fluttershy doesn't like surprises."

"Uh huh." Rainbow spread her wings and turned so that Pinkie could clamber onto her back. "I also know that Fluttershy doesn't like flying fast, and that she always talks all quiet and polite. Ponies can change, Pinkie."

Pinkie jumped onto Rainbow's back, her hooves landing in exactly the right places. She squirmed for a moment, then pulled her legs in tight, laying against Rainbow like a well-fitted sweater. "If you say so," Pinkie said.

Tingles rose along Rainbow's spine, something warm spread through her body, and she was glad that her wings were already spread. What was Fluttershy doing this week, again? Maybe they could fit in another flight session. Maybe she'd let Rainbow take her on another ride. Fluttershy was a lot lighter than Pinkie, her coat a bit softer. Fluttershy's hooves had been so much more hesitant around Rainbow's neck, and when Fluttershy had spoken right next to her ear, it made her throat tighten and her heart race.

"Pinkie, get off for a second," she said, her voice a bit choked because of Pinkie's hooves around her neck.

"What's the matter?" Pinkie said, her voice laced with concern. She slid off Rainbow's back and onto the ground, then turned to face her. "Did I hurt you?"

"Hurt me? N-nah." Rainbow bit her lip, her heart still pounding. Why was her voice quivering? "I just…uh…messed up my shoulder this morning. Heh, this new Wonderbolt routine, it's a real killer."

Pinkie frowned. "Oh, okay." She glanced around, then up at the clouds. "So…how am I going to get up there?"

Rainbow swallowed. "Can't you just tie yourself to some balloons?"

"Balloons? Are you crazy? Balloons can't lift an adult pony, Rainbow. I'm way too heavy."

Rainbow finally managed to coax her wings back against her sides. "But I've seen you do it. Right up to my house."

"Silly filly, you probably saw it in a comic book or a cartoon or something and got confused," Pinkie said, waving a hoof dismissively. "Hmm, maybe we can find another pegasus to fly me up."

"N-nah." This was dumb. Rainbow gave her friends lifts sometimes. It was no big deal. "Just, uh, here."

Rainbow jumped up and flapped a few times, hovering just above Pinkie. "Now rear up a bit, so I can grab you."

Pinkie kicked her forehooves into the air and balanced for a split second on her rear legs. Rainbow wrapped her forelegs around Pinkie's shoulders and pulled her off the ground with a single powerful downstroke. She ascended quickly in an attempt to reach her house before her legs got tired. Her wings were in the best shape they'd ever been, but maybe she should start running with Applejack again: get her legs back in condition.

It had always baffled Rainbow just how well Pinkie took to the air. Other earth ponies had a tendency to flail and panic, and unicorns weren't much better, but Pinkie just hung there, gently kicking her dangling rear legs and looking as comfortable as ever.

She went in through one of the third story windows. Pinkie's legs dragged through the window sill and spread faint white trails into Rainbow's bedroom. Oops.

"Pinkie, the potion?" Rainbow prompted.

"Oh right." Pinkie squirmed, her mane tickling Rainbow's nose and poking her eyes. She heard a cork pop free, and then Pinkie swallowing. "Hmm…you know, with a bit of spice, this would be really tasty…"

Rainbow dropped her, and Pinkie thumped audibly to the floor. That was kind of impressive. Clouds didn't usually make noise no matter how hard you hit them.

"I forgot how comfy this stuff is!" Pinkie said, laying on her back and staring at the ceiling. "Do you think Zecora could show me how to make the potion?"

The thought of Pinkie learning magic of any kind sent a chill down Rainbow's spine. "I think you've gotta be a zebra." She started for the stairs. "You said you've got supplies stashed around here?"

She heard a rustle behind her, and then Pinkie trotted past with dozens of balloons bobbing above her and three large boxes balanced on her back. "Don't werry 'Ainbow Dash," she said past the balloon strings in her mouth. "I'be gob everything I need." She hopped down the stairs and disappeared around the corner.

Rainbow had set up parties with Pinkie before. Hopefully she could convince Pinkie to go home when they were done. She had a habit of getting a bit too wrapped up in decorating, baking, and planning. But the party wasn't until Thursday. They had time.

She walked down the stairs and found Pinkie already well underway. Rainbow reached into a box and pulled out a wad of streamers.

This was going to the best party Fluttershy had ever seen.





The castle of friendship. The largest structure in Ponyville by two hundred yards or more. The residence of Princess Twilight Sparkle, and the seat of her council. Over the last few days, it had earned another prestigious distinction.

The location of the largest crowd in Ponyville history.

Fluttershy sat on the roof of a nearby building and watched the throng of ponies shuffle forward. The bright green grass in front of the castle was completely obscured by the mass of pastel coats that trampled the poor vegetation. A handful of guards did their best to keep the crowd organized. Fluttershy looked to the sky. It was a beautiful, clear blue day. Thanks to the weather team. She hunched her shoulders and bit her lip. She could do this.

After apologizing to the pony whose roof she'd borrowed—he was very forgiving about it—she took to the streets and walked a few blocks over. Not many ponies knew just how many entrances there were to the castle. There were probably many that even Fluttershy didn't know of, but she had long ago picked up the habit of using side and rear doors whenever possible, since they were usually less crowded.

As Fluttershy approached the castle's west side, her confidence soared. Away from the crowds, nestled between two protruding crystals, was the little, one-pony-wide door she used whenever the castle's front entrance was busy.

Which she supposed it never really had been before. Fluttershy had a low tolerance for crowds.

She wrapped her hoof around the door handle and pulled. It didn't budge.

This door was never locked. Even at night.

She gave it a few more tugs, then slipped her hoof free and glanced around. There was another little door on the castle's opposite side, but if this one was locked, surely it's twin would be as well. The stairs leading to the council chamber were off to the side of the main entrance. Only Twilight and the other element bearers were allowed to use that door. It wouldn't be crowded, but she would be very visible. She could picture it. Fluttershy, climbing the empty steps to the unlocked door, hundreds of ponies watching from below. And they knew who she was. Almost every pony in Equestria knew who she was.

She tried one last, futile pull on the door. She even tried pushing it, in case the hinges had been quietly reversed in the last two days. When that failed, she set her shoulders, gritted her teeth, and walked to the front of the building.

Some of the ponies on the edge of the crowd noticed her, but the stampede she dreaded never happened. A young stallion in ill-fitting armour galloped up to her, producing a loud rattle with every step.

"Miss Fluttershy," he said, dipping his head. Not quite a bow, but still more than Fluttershy was comfortable with. "Are you here to meet with the princess?"

Fluttershy nodded. "I wanted to ask her a question about the weather team, but…" she ran her eyes over the winding line of ponies, "I don't think I can get inside."

The stallion hesitated. He said, "I'm afraid we have specific orders regarding the princess' friends."

"About me?" she said. She hoped those orders were 'send any of my friends right up to see me.'

"Yes. I'm afraid Princess Twilight asked that nopony be permitted into the castle without being approved and declared by the royal assistant."

Was that what ponies were calling Spike? Fluttershy couldn't help but smile at the thought of all of these ponies crouching down and treating the little dragon as a member of the royal staff. "Oh, that's no problem, mister. I'm sure Spike will let me in right away." She turned and stretched her neck, trying to see over the crowd at the castle's front entrance. "Is that him at the table over there?"

The guard pawed at the ground with one hoof and glanced away as he said, "The official policy is 'first come, first serve'." He finally looked back up at her, his eyes wide and scared. "If you want to talk to the princess, you've gotta wait your turn." He pointed a hoof at away from the castle at where the line disappeared behind Sugarcube corner. He inhaled through his teeth. "It might be a while."

She stared at him, aghast. "H-how long?"

"A day. Or two…" He started inching away. "Probably."

Fluttershy turned to look at the castle. She imagined that through the highest window she could see Twilight pacing. Worried. Scared. None of them had expected this. She turned back to find that the guard had disappeared. Her nose wrinkled. Even Twilight's staff wasn't on her side, not really. She turned back to the castle.

Her imagination had conjured a pacing Twilight, but the open window was very real. She parted her feathers and peered at the crowd. Mostly unicorns. A few earth ponies. Only one or two pegasi.

Hopefully Rainbow's theory about ponies looking up proved true.





Fluttershy had always believed that windows were meant for the ponies inside a building, not passing pegasi. However, in times of crisis, she was willing to conform to stereotypes.

The winds blew favourably, thermals wafting her into the air and a slight tailwind propelling her toward the castle, as if nature herself wanted Fluttershy to succeed. She approached from the south in case anypony below cast their eyes to the sky in boredom, soaring over houses and streets like a normal pegasus. Maybe dating Rainbow was beneficial in more ways than she…

There were no open windows on the southern face of the castle. She jerked to a halt in mid-air—a manoeuvre Rainbow had spent hours teaching her—and did her best to hover as she examined the stark crystal before her. This was crazy. She was trying to break into Twilight's home like some kind of…rude pony. Somepony like Rainbow Dash.

She settled onto the only balcony on this side of the castle and pressed a tentative hoof against the closed door. It didn't budge. There was no doorknob, so she gave it a solid buck with her hind hooves and only managed to hurt her ankle. Definitely locked. She sat back on her haunches and peered up at the castle.

This wasn't a fortress. It was Twilight's house. It might as well have still been a library. Ponies broke into libraries all the time, right? Or… well, they probably didn't, actually. Ponies who broke into buildings all the time usually weren't interested in reading. She glared at the door, trying to discern its weaknesses. There were no hinges on this side, and no lock. Maybe a unicorn could use their magic to open it from the inside, but unless she invented the magic of social anxiety and ascended into an alicorn on the spot, her options were pretty limited in that regard. She tapped a hoof against the bottom of the door in frustration. Think, Fluttershy, think. She glanced at the floor.

She blinked.

There was a gap between the bottom of the door and the floor. About half as wide as her hoof. The door to her cottage had a similar gap. She'd made sure that it was big enough for her more diminutive friends to squeeze through. Particularly for when they were running from one of her slightly-less-diminutive friends.

She turned and peered down into the tall grass that surrounded the castle's base. An excellent hunting ground.





A squeak, a quiet click, and the door swung open.

"Oh, thank you, Mr. Mouse!" Fluttershy said, stepping inside and scooping up the little creature in a hoof. "Would you like a ride back down?"

The mouse leaped from her grasp with a series of squeaks and disappeared down the hall. Fluttershy winced. Hopefully the library was already pest-proof. She gently closed the door behind her and glanced both ways down the hall. Several doors lined both walls, all closed and quiet. There was nopony in sight.

Where would Twilight hold meetings? There were multiple office-like rooms on every level of the castle, and twice as many sitting rooms. She wouldn't be in her personal study or her bedroom. She probably wasn't in the throne room. Twilight had never liked that place. Too grandiose.

A faint clanking noise started somewhere past the hallway wall. Fluttershy pricked her ears. The sound grew louder, and her heart rate sped up in turn. The castle never used to be patrolled by guards. Before that day, Fluttershy had assumed that there were only two guards in all of Ponyville.

She gave the door directly in front of her a push. It swung open, and she ducked inside, closing the door behind her. The clanking got louder.

Why was she hiding? She was an element bearer. Former element bearer? She was an important pony, sort of. And this was Twilight's castle.

She held her breath as the clanking sound passed right by her, inches from her face, and then stopped completely. Fluttershy squeezed her eyes closed.

A mare's voice rose from beyond the door. "Is that a mouse?" she said.

Fluttershy brought a slow hoof up to her face and covered her eyes.

The mare in the hall groaned, and then the clanking redoubled, along with rapid hoofsteps, heading away from the door. "Get back here!" the mare shouted.

Fluttershy relaxed against the door, dropping her forehead against the smooth wood. This was colossally stupid. Twilight probably knew about the weather team already. She was probably just too busy to do anything about it. With the lineup outside, she was probably too busy to do just about anything other than meet with the next pony in line.

What did all of these ponies want, anyway? Twilight had said herself that she mostly couldn't do anything with Celestia and Luna's permission. Had they really come just to talk?

A scraping noise sudden reverberated from all around her.

Click.

The door swung out into the hallway, and Fluttershy went with it, spilling onto the floor in a jumble of hooves and feathers. She heard somepony shriek, and for once it wasn't her.

"Fluttershy?" Spike asked, peering down at her. "What are you doing in there?"

She'd never seen Spike from this angle before. It wasn't particularly flattering. She pulled herself back together and rose to her hooves, leaning heavily on the doorway as she waited for her heart to slow a bit.

"I was… looking… for Twilight," she said between sharp inhales. "Weather team…"

He squinted at her. "The weather team? I guess you didn't notice—somehow—but Twilight's kind of in the middle of something right now. Can it wait?"

Fluttershy bit her lip. Normally she'd say no. The weather team was important for keeping Ponyville safe. But given the circumstances… she said, "I guess it can't be as important as all of those ponies outside."

Spike sighed and dropped his gaze to the floor. "Yeah. That's basically what Twilight keeps saying." He paused, then glanced both ways down the hall. "How'd you get in here, anyway?"

After a momentary pause, she said, "I flew."

"Oh." He raised a hand and rubbed his other arm. "So… are you going home now? Cause let me tell you, Twilight hasn't slept in almost thirty hours, and the line isn't getting any shorter."

"I'm next," Fluttershy said, her mouth suddenly dry.

"What?"

She swallowed, then continued. "I waited in line, and I'm up next. I just got lost on my way to see her."

"You waited in line?" Spike raised an eyebrow. "Uh huh? You got lost? You've only been in the castle, what, hundreds of times? Maybe thousands?"

She put on what she hoped was a convincing grin. "It all kind of looks the same. You know, crystal there, crystal here…"

After a moment, Spike's face fell and he sighed. "She's on the ground floor. You know the room with the orange rug and the fireplace?"

She nodded.

"I'll go and—you were lying about being next in line, right? I'll go and delay Amethyst for a bit. That'll give you some time before the next ponies go in."

"Amethyst?" Fluttershy asked.

Spike nodded. "Yeah, Twilight decided that I shouldn't have to sit outside and let everyone in for hours at a time, so she got Amethyst Star to do it instead. She seemed happy about it."

"Twilight or Amethyst?"

Spike squinted at her. "Huh?"

"You said 'she seemed happy.' Do you mean Twilight or Amethyst Star?"

Spike snorted and turned, starting off down the hall. He called back over his shoulder, "Trust me, Twilight's not happy about any of this."





Fluttershy stood in the grand hall of the castle and stared at the door to the room with the orange rug and the fireplace. At least, she hoped this was the right room. She raised a hoof and knocked.

Twilight's voice answered, "We've still got five minutes. Is it an emergency?"

Fluttershy flinched, her lungs refusing to cooperate with her mouth.

"Is that a no?" Twilight asked. She sounded tired. "Okay, I'm going to assume that's a no."

Fluttershy shuffled over to one side of the door, leaned against the wall, and closed her eyes. She could wait five minutes.

Sometimes it felt like, of the six of them, Fluttershy's life had changed the least since they all met. Except for Pinkie Pie's, she supposed. Or Applejack's. And Rarity's business probably would have been just as successful if she'd never met Twilight. Same with Rainbow Dash, really: she'd always had the raw ability to join the Wonderbolts.

The point was, Fluttershy's life hadn't changed at all since that one Summer Sun Celebration.

Other than her brief run as a fashion model, of course. That wouldn't have happened if not for Rarity. And she probably wouldn't have found that fine line between standing up for herself and being a bully without her friends. Not to mention, the Fluttershy of a year or two ago would never have had the courage to ask Rainbow Dash on a date.

Fluttershy rocked the back of her head against the wall and sighed.

Okay, so maybe she'd changed more than most of her friends. But for Twilight Sparkle, everything had changed. She'd uprooted herself from Canterlot and moved to Ponyville. She'd learned things about friendship that every adult pony knew, and taught the five of them so much more. Then she became an alicorn, her house was destroyed and replaced with a giant crystal palace…And Twilight's life was still changing, as the lineup outside demonstrated.

Given how long alicorns lived, Twilight's life probably wouldn't stop changing for a long time. Fluttershy shivered and wrapped her wings around her torso. Her favourite thing about wings was how warm they were on cold nights. Her face burned pleasantly at the thought of how warm two pairs at once might be.

She popped one eye open to make sure nopony was looking. She'd rather avoid any misunderstands that might arise from being seen blushing outside Twilight Sparkle's door. She still wasn't sure how she felt about ponies gossipping about her and Rainbow; she'd rather not spark a second, less accurate rumour on top of it.

The door beside her swung open, and Fluttershy stumbled aside to avoid being caught between it and the wall. A portly old unicorn stallion trotted out and headed for the castle doors without a single glance back.

Fluttershy peered out at the courtyard. Nopony seemed to be headed her way. She swallowed, then stepped around the door and into the room.

Twilight sat in a chair by the fireplace, her legs tucked in and her head hanging, her eyes staring vacantly at the empty chair across from her.

Fluttershy closed the door as quietly as she could, then walked over and slid onto the empty chair. She waited.

Twilight continued to stare for a few seconds, then a puzzled look crossed her face. "Fluttershy?" she asked, as if in a daze. Her eyes were glassy, like she was looking at something a mile away. Her eyes slid closed, too slowly to be called a blink. "Wh-what…how can I help you?"

Fluttershy shifted on the chair. "Are you okay, Twilight? You seem…" she squinted, taking in every aspect of Twilight's appearance. "Tired. You seem tired."

Twilight laughed, then broke off abruptly. "Tired? I spent entire weeks without sleep back in school. I'm fine." Her eyelid twitched. "Everything's fine."

"How long have you been—"

"Oh, not long…not long. Ponies started lining up on Sunday, and they only started filling the courtyard yesterday." Twilight almost managed a normal looking smile. "Speaking of that queue, we've only got nine minutes and fifteen seconds left to talk, approximately!" She screwed up her face in thought. "Or…hmm, I usually lose time at a rate of two second per hour, and it's been two days since I last looked at a clock, so…"

Fluttershy winced and said, "I wanted to talk to you about Ponyville's weather team, but—"

"Oh, funding? Flitter already brought it up a few hours ago." Twilight sank back into her chair for a moment, a small groan escaping her muzzle. "I'm sorry you waited so long for nothing."

"But," Fluttershy repeated, "when I heard how busy you are, I was more concerned about you, Twilight." She glanced at the closed door. "Where did all these ponies come from?"

Twilight wrinkled her brow. "All over Equestria. Why?"

"But…how? And why now?"

"The open forum," Twilight said. "Other than smiling and waving at a few public events, this is the first time I've stepped into the public eye."

"What do all of these ponies want?" Fluttershy asked.

Tilting her head, Twilight said, "Oh, they just want to meet their newest princess, of course." She wrinkled her nose, then added under her breath, "Among other things."

"Other things?"

"You know, the same things that ponies kept asking during the open forum," Twilight said. "It mostly boils down to requests for 'government funding', or attempts to weasel their way around laws that I have no authority to change." She sighed, then plastered a smile back on her face. "I'm sure the same thing happened to Celestia and Luna."

"Oh, Twilight! Please tell me you asked them for help!" Fluttershy said, perking up. If anypony could help, it would be the other princesses.

Twilight scoffed. "If I can't handle this little mess I made myself, then how can I be trusted to solve anypony else's problems? Luna and Celestia have more than enough on their plates without having to bail me out of my own castle."

"So what are you going to do?"

Twilight straightened and twisted her chin until her neck let out a resounding crack. "I'm going to sit here until I've dealt with every single individual pony in Equestria if I have to. Those ponies out there think that because I'm the youngest princess they can slip things past me, especially now that I'm tired and frustrated. I'm going to prove them wrong."

"Every single one of them?" Fluttershy asked, her mouth falling open. "Twilight…"

"Alicorns don't need much sleep anyway," Twilight said in a comforting tone. The deep creases beneath her eyes said otherwise. "And I will take breaks. Just not until things slow down a bit."

"And what about us?" Fluttershy asked, already kicking herself.

Good job, Fluttershy. Ask Twilight to decide between her friends and Equestria. That definitely wouldn't be a painful choice.

"I mean, I know your princess duties come first," Fluttershy added, "but the guards outside told me that I couldn't even come and visit without waiting in that awful lineup!"

Twilight winced and buried her face in a hoof. "Right. I told them not to let anypony…" She lifted her head and squinted at Fluttershy. "You waited in line? For how long?"

The slow crackling of the fire filled the silence.

Fluttershy exhaled. "I didn't."

"B-But…" Twilight's eyes widened. "That means that somepony is out there waiting for—"

"Spike's keeping them busy," Fluttershy interrupted. "I think he's worried about you too."

"Spike?" Twilight pursed her lips and glanced at the door. "Look, I'm grateful that everypony's so considerate, but really, I'm fine. Something like this was going to happen eventually."

"But it's our fault!" Fluttershy said, pressing a hoof to her chest. "We all acted like foals during your open forum."

Twilight rolled her eyes. "You're also acting like foals right now!" She paused, then took a deep breath. "I'm sorry, I just need all of you to trust me. I've got this."

Fluttershy sighed and hung her head. "Okay. Just…please don't forget to take care of yourself. There's still a lot of ponies outside."

A ghost of a smile crossed Twilight's exhausted face. "Don't worry. I've got plans for tomorrow, and nopony in Equestria could keep me away."

"Plans? Really?" Fluttershy asked hopefully. "What kind of plans?"

Twilight smirked and said, "Sorry, Fluttershy. I made a pinkie promise not to tell. Don't worry, I think you'll find out for yourself really soon." She blinked. "Oh, and we've only got three minutes left. Is there anthing you want to—"

There was a knock at the door. "Sorry, Twi'," called Spike, "but time's up." The door swung open to reveal the little dragon, an egg-timer in hand.

"What?" Twilight said, aghast. "But…three minutes!"

Spike held up the timer. "I guess your mental clock needs some tuning." He turned to Fluttershy and said, "The next pony's on her way."

She stood up and trotted over to the door. "Sorry for wasting your time, Twilight."

"It wasn't wasted, just poorly timed," Twilight said with a hint of humour. "See you tomorrow."

Fluttershy waved goodbye, then followed Spike out of the entrance chamber. He led them back to the hallway where they'd bumped into each other. He stopped next to the balcony door she'd mouse-picked earlier and turned.

"Did you get through to her at all?" he asked.

She sighed. "I don't think so, but at least now she knows we're worried."

Spike nodded and stepped back. "Well, thanks for trying." He kicked a foot and grumbled, "More than anypony else is willing to do."

She considered him for a moment. "Maybe she's right."

"Seriously?"

She flinched. Her nerves hadn't gotten as assertive as her mind. "Spike, who are we to tell Twilight that she's wrong? What do any of us know about politics?"

He frowned and said, "I don't need to understand politics to know this isn't gonna end well." He sighed. "I hate it when she stays up days at a time. Makes me feel guilty for sleeping."

They stood there awkwardly for a moment. Fluttershy inched toward the balcony door and laid a hoof on the handle.

"I'm sure you've got lots of important work to do," Fluttershy said, "so I'll head on my way."

"Yeah, I guess. See you tomorrow," he said, starting off down the hall.

Tomorrow? Just how many ponies was she seeing tomorrow?

She pulled the door open, jumped into the air, and headed for home.