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"Um, is it ready?" Fluttershy was pacing anxiously around Rarity's sewing room eagerly waiting her surprise for Rainbow Dash to be finished.

The white unicorn could only laugh, "Almost finished. You still have yet to tell me why you need such a gaudy thing."

Fluttershy looked down slightly embarrassed, "well, my cheering is too weak, so I thought if Rainbow Dash could see how much I support her it would make up for it."

"Well, given the thought you put into this, I'm certain she will appreciate it." Rarity continued to sew and then after a few minutes, "there, it is finally finished."

"Yay," Fluttershy hugged Rarity, "thank you very much. I can't wait to show Rainbow." She packed the items into her saddlebags and made her way out of the boutique. On her way out she passed Sweetie Belle, "how are your plans coming along, Sweetie Belle?"

The white unicorn filly looked up from her coloring, "oh, hi Fluttershy. I think the girls and I have run out of ideas for what to do in search for our cutie marks, but I think if we try some things again we might have better luck." She stood up and took her drawing to a table humming a random tune.

"Well, I have to go now, but whatever you plan, I hope you don't get covered in tree sap." Fluttershy giggled softly when Sweetie Belle groaned and left the boutique. The air was cool and crisp. It was a perfect day for a walk, but Fluttershy had somewhere to be. She needed to find Rainbow Dash so they could leave for Cloudsdale. 'I hope Rainbow wins the race,' Fluttershy thought. She shook her head, 'that kind of thinking won't help. She is going to win and that's final.' She nodded in affirmation and smiled as she picked up her pace to Rainbow's house.

Fluttershy arrived at the blue pegasus's home but as usual she was still asleep. This did not bother the yellow pegasus as she flew up to the large cloud house. The flight was short and Fluttershy knocked on the door, and waited. It was not long before the door swung open and a still sleepy Rainbow Dash stood there. "Good morning Rainbow Dash," Fluttershy said happily.

"Morning Fluttershy," Rainbow yawned and stretched, "C'mon in." Rainbow Dash walked back inside and soon fell over on the cloud floor. In moments she was snoring softly.

Fluttershy giggled softly, entered the home, and set down her saddlebags. She carefully lifted Rainbow onto her back and carried her to bed. Once there, she grabbed a large pillow that Rainbow liked to hold while sleeping. Fluttershy was fluffing it up for her friend and was unaware that Rainbow was searching for it in her sleep. With a swipe of her foreleg, she reached Fluttershy, grabbed the meek pegasus, and rolled over.

Fluttershy was now in a very awkward position. Half of her body was on top of her friend and she was being held by Rainbow who was snoring softly in her ear. 'Oh my. What do I do? I can't wake up Rainbow, but I can't stay like this.' Fortunately, Fluttershy did not have to wait for long.

Rainbow sniffed a few times, "mmm, Fluttershy. Hey. Hey you leave her alone. Mine." Rainbow leaned closer to Fluttershy and bit her on the neck.

"Ow," Fluttershy squeaked.

"Huh, what," Rainbow said as she slowly woke up. She saw that her pillow had gotten heavier and was yellow. She shoved it away and shot up when she heard a familiar squeak. "Fluttershy?" Rainbow leaned over the side of the bed and saw the yellow pegasus rubbing her neck with a hoof and looking at Rainbow. "Uh, what's going on?"

Fluttershy took a deep breath and began, "Well, I came up here to wake you up for practice and then you fell asleep on the floor. I carried you to bed and when I was fluffing up your pillow you grabbed me and rolled over. Then you started talking in your sleep and then you bit me." Fluttershy rubbed her neck softly as though to accentuate the point.

"Oh. So I wasn't eating a giant daisy sandwich," Rainbow said embarrassed. "Are you alright?"

"Oh I'm fine. I'll probably have a bruise for a little while, but I'll be ok."

"Good. I'm sorry about that." Rainbow got up and stretched. She turned to Fluttershy, "Ready to get to practicing?"

"Yay," Fluttershy cheered as loud as she could. She turned to the door and put her saddlebags back on. "Oh but first we should head to my house. You can't train on an empty stomach."

Rainbow rolled her eyes and followed her friend out of the cloud house, but smiled at the thought of Fluttershy making her breakfast. She loved her cooking and could not wait for a high energy breakfast. Rainbow flew above Fluttershy and gave the shy pegasus a warm smile.

Fluttershy looked up at her friend and smiled in return before taking off toward her cottage. She sighed softly when Rainbow passed her. She felt bad that she was not as fast a flyer as Rainbow, and wanted to fly home next to her. Rainbow heard her sigh and flew back.

"Is something wrong?" Rainbow was flying alongside Fluttershy and looked at her friend concerned.

"Oh, um it's nothing." Rainbow was about to speed up so Fluttershy quickly added, "It's just that I would really like to fly with you instead of behind you for a change." She looked down to the ground, "If that's alright with you, I mean."

"But you're so slow," Rainbow groaned. She saw Fluttershy's sad face, "but I guess taking it easy once in a while won't hurt." She lowered herself next to her friend, "This better?"

"Thank you," Fluttershy had a smile on her face and began humming a song. It was not before they landed and Fluttershy opened the door.

"Are you ever going to lock your door?" Rainbow often worried about Fluttershy's safety since the pony lived outside of Ponyville and too close to the Everfree Forest for Rainbow's comfort.

"If I locked my door, Pinkie would never be able to get inside. I don't mind. Nothing has happened."

"Nothing yet, but don't you think living so close to the Everfree Forest would make you lock up?"

Fluttershy looked nervous for a moment, "no. Yes, there are strange and scary creatures in the forest, but I don't think they can open a door. Besides Rainbow Dash, I've lived here for years and nothing has happened." She smiled warmly and entered her home.

Rainbow sighed and followed, "Ok. What did you have in mind for breakfast?"

"Well, since this is a race today, I think you need a high energy breakfast." Fluttershy entered her kitchen and began preparing the meal for Rainbow and humming a song. She was happily cooking the hay and various grasses for her best friend making sure to season them just right. 'The trip to Cloudsdale might tire her out a bit. I know! Soup!' Fluttershy grabbed a pot and began to make some alfalfa soup. The broth was thick and Fluttershy knew that if Rainbow had time to relax, then she would fall right to sleep. It was not long before the meal was ready. "Rainbow, breakfast is ready."

"Awesome," Rainbow ran into the kitchen and sat at the table. She saw the meal Fluttershy made and stared for a moment. "Wow, you really outdid yourself. This'll give me energy to spare." She was about to begin eating but decided to wait for Fluttershy to sit down. Fluttershy sat down and began to delicately eat an apple. "Hey where's your food? Don't tell me you only plan on eating an apple?"

"Um, I don't need to eat much, and I won't need the energy like you will." Fluttershy smiled, "eat up. We both need to get to practicing."

Rainbow laughed, "I could use a little practice and training, but what are you going to do?"

"Well, I'll practice my cheering. I have to cheer you on as best as I can." Fluttershy looked to her saddlebags that she left by the front door, "I know I can help you if I can just cheer better."

"Well, you don't have the volume, but you definitely have the spirit." Rainbow grinned at Fluttershy and continued to eat the hearty meal. She was finished the meal and after a quick stretch was about to leave the cottage. "Hey what's in the bags?" Rainbow was about to open the saddlebags when Fluttershy stopped her.

"No! It's, um a surprise." The meek pegasus put the saddlebags back on and smiled at Rainbow, "Try not to overdo your practice."

"If I do, then you'll just take care of me." Rainbow was joking, but knew that it was true. 'Wouldn't be the first time.' She smiled back to her friend and took off. It was a short flight to her usual training grounds, and began some basic drills while she waited for Fluttershy. When she arrived Rainbow began a basic routine that she had done many times before. It was focused only on sharp turns and quick adjustments, but things that would be needed for the race today.

Fluttershy saw the display and when Rainbow was finished she cheered. "Yay," she cheered as loud as she could and stomped her hooves on the ground. She had a big smile and continued stomping her hooves for a bit after she cheered.

'I swear that pony is too cute for her own good sometimes,' Rainbow often thought of Fluttershy as either 'cute' or 'adorable', but today those thoughts felt different. They felt almost as though they weren't enough. 'She does look really pretty.' Rainbow shook her head, and flew back down to Fluttershy, "I see you've been practicing."

"Yay," Fluttershy cheered.

"Easy. Not so loud," Rainbow had a big smile on her face. "Let's get going. I don't want to over practice and not have the energy for the race."

"It would give the other racers a fighting chance," Fluttershy said warmly.

"You really have that much faith in me, don't you?"

"Of course, you're the best flier in Equestria for a reason, you know." Fluttershy smiled and put her saddlebags back on.

Rainbow took off quickly just so Fluttershy would not see her beginning to blush. 'I bet she thinks I can do anything.'

Fluttershy took off after Rainbow and was happy that Rainbow flew alongside her for the entire trip to Cloudsdale. She kept a good pace next to the athlete and kept the conversation light and positive. Fluttershy remembered how during the Best Young Fliers Competition her attempt to comfort Rainbow had less than favorable results. She refused to make that mistake again.

Cloudsdale was just as large and intimidating as it always was, and Fluttershy grew more nervous as they drew closer. The city was their hometown but never felt like home to the shy pegasus. She was more comfortable on the ground, but did not want her fear of heights to stop her from helping out her friend.

Upon arriving at the stadium, Rainbow entered and registered and Fluttershy waited outside. She knew that Rainbow would be a while so she took the time to ensure that her surprise was in order. 'Let's see, everything is in here.' She smiled as she set the items back into the pack and was surprised when somepony came up to her.

"Hey there cutie." A young stallion with light green coat and dark green mane walked up to Fluttershy, "now what's a filly like you doing here?"

"Um," Fluttershy was backing away from the stallion unsure of what to say or do. She was grateful that he got the hint.

He backed away, "I'm sorry. Didn't mean to make you uncomfortable. Can I try again?" He smiled when Fluttershy nodded, "Great! My name is Rain Cloud and I'm racing today. By any chance are you competing?" He used the question as an excuse to look Fluttershy over.

"Oh no, I'm not competing. I'm here to cheer on my best friend, Rainbow Dash." Fluttershy thought now was as good a time as any to get her surprise ready. She reached into her pack and pulled out a sky blue shirt. Rarity made it and left holes for Fluttershy's wings. Fluttershy put the shirt on and stood on her hind legs to show Rain the design. It had Rainbow Dash's cutie mark and in large letters was written, 'Dashie #1 Forever!' Fluttershy smiled happy that the shirt turned out so well.

Rain Cloud looked Fluttershy over again and whistled, "This Rainbow Dash is one lucky pony. How long have you been friends?"

"Oh for years. We met in school and she's always kept an eye on me. I tend to be a little shy." She looked down to the clouds and took a sudden step back when Rain Cloud got closer.

"Sorry. I'm just interested that's all. If you want me to leave you alone just say so." He smiled warmly at Fluttershy and took a measured step closer.

"Oh no," Fluttershy squeaked, "It's fine. I just want to focus on Rainbow Dash right now." She took another step back.

"I understand," Rain said smiling and took a couple of steps back, "I meant it that I didn't want to make you feel uncomfortable, but if you're up to it, would you like to go out to dinner with me tonight. There's a great restaurant near here. It's an outdoor place with lots of escape routes for nervous and shy ponies." He gave Fluttershy a warm smile and waited for her answer.

"Well, um you seem really nice…"

"Ok say no more. I know where this is going."

"I'm sorry."

Rain Cloud laughed, "Don't be. I owe you the apology for being so forward. No hard feelings, ok?"

Fluttershy smiled and nodded, "No hard feelings." She stuck out her hoof and both ponies shook hooves. "Good luck on the race."

"Thank you. I hope you change your mind about dinner." Rain Cloud took off to the south leaving Fluttershy alone with her thoughts.

'He was nice. Why then didn't I want to go out with him?' She was straightening out her shirt while looking in the direction Rain Cloud took off. 'Why did it feel so weird? I thought he was friendly and I guess he was cute.' Fluttershy sat down and rummaged through her bags looking at the rest of her surprise for Rainbow, but kept thinking about the stallion. 'It just felt, weird. Yes, that's it. The idea of going out with him felt weird. It wasn't scary at all.' She shook her head unsure what to make of it unaware that Rainbow Dash had witnessed the exchange.

'Who was that, and why were they talking to Fluttershy?' Rainbow was leaving the registration tent to get Fluttershy and stopped when she saw a green pegasus talking to her. She looked uncomfortable, but the stallion was not pushing her. He seemed to be acting like a gentlecolt. While Rainbow could not hear what they were saying she knew that he was about to ask Fluttershy out. Suddenly, Rainbow felt strange. There was a sudden pit in her stomach that was growing. She did not understand it but knew that she did not like it. Rainbow walked up to Fluttershy, "So I see you made a new friend."

"Eep," Fluttershy squeaked and spun to face Rainbow. "Oh hi Rainbow. Finished registering?"

"Yeah and you haven't answered me."

"Um, well sort of. His name was Rain Cloud, and he, um well, he asked me out." Fluttershy looked down and lightly kicked the cloud floor, "I turned him down, but he was really nice."

"Well, if you want to go out with him, then do it." Rainbow had an edge of anger in her voice that she did not intend. She turned and was about to take off to the race grounds.

"Rainbow, wait."

"What is it?"

"Are you mad at me?" Fluttershy looked to her friend with concern.

"No, I'm not mad at you. I promise." Rainbow walked closer to Fluttershy and asked, "What are you wearing?"

Fluttershy blushed slightly and sat down to show off the shirt, "This is part of your surprise. I want everypony to know who number one is." She had a large smile on her face. "There are couple more things that will help."

Rainbow saw the shirt and could not help but smile, "That looks awesome! I love it. Just what else do you have in there?"

"You'll see," Fluttershy said softly, "I want you to be surprised."

"If they're half as cool as that shirt, then I'll love 'em. C'mon, I gotta get to the staging area."

"Ok," Fluttershy quickly put her saddlebags back on and followed Rainbow Dash. Once they arrived, Fluttershy landed by a group of ponies that were not competing so she would be out of the way.

One of the ponies looked at Fluttershy and asked, "Which one's yours?"

"Oh, Rainbow Dash," Fluttershy responded not paying attention to mare's intention.

"Oh, I see." The mare chuckled and returned to her group.

Fluttershy did not understand what was funny, but paid it no mind. She was focused on Rainbow Dash and helping her win the race. The competitors were lining up to their starting points, and Fluttershy saw the group of mares she was standing next fly off to them. 'Oh, they must be wishing them good luck before the race. I better wish Rainbow good luck.' She laughed softly, "She doesn't need it though."

Rainbow was getting in her racing mindset, and barely noticed when Fluttershy came up to her. "Hey Fluttershy, what's up?"

"Oh, I just wanted to wish you good luck before the race." Fluttershy looked around and saw Rain Cloud. She quickly looked away and tried to hide behind Rainbow, but was spotted anyway.

"Well, we meet again," Rain Cloud laughed as Fluttershy looked at him from behind her mane.

"Um, hello Rain Cloud it's nice to see you again."

"I take it this is Rainbow Dash?" He looked at Rainbow and smiled, "I can see I have my work cut out for me."

"Yeah, I saw you talking to her." Rainbow stood between Fluttershy and Rain Cloud even though she knew she was not speaking to a bully. "You asked Fluttershy out?" Her voice was tinged with unintended anger.

Rain chose to ignore Rainbow's question and spoke directly to Fluttershy from where he was standing, "So your name is Fluttershy. I won't waste my breath asking you to reconsider my asking you out, but I am curious. Did you consider going out with me?"

"Um, sorry but I'm not interested. I'm sorry." Fluttershy looked down.

"It's alright, Fluttershy." Rain smiled warmly and when he was about to head to his spot he noticed the bruise on Fluttershy's neck. "Is that a hickey?"

"What are you talking about?" Rainbow turned to Fluttershy and saw the bruise from where Rainbow bit her. 'Aw crap that does look like a hickey.' She turned to Rain, "It's not what you think."

Rain tilted his head, "I didn't say you did it." He smiled when Rainbow's face reddened slightly. "Well, we better get to our spots. Hey Fluttershy."

"Um, yes," replied Fluttershy.

"Why don't you give your friend a kiss for good luck?"

"She doesn't need luck." Fluttershy nodded proud and confident in her friend. "But I suppose it won't hurt."

"What," Rainbow was confused as to what was happening, and when Fluttershy got close to her, she closed her eyes and puckered her lips slightly. She felt embarrassed when she felt a small peck on her cheek.

"There," Fluttershy said happily, "I know you will win Rainbow, and if you do I have a surprise planned for you." She smiled warmly and flew off to the spectator seats.

"I wonder what surprise she has in mind for you," Rain said softly.

"I have no idea, but it's none of your business."

"Hey, I'm still interested in her." Rain tapped his chin with a hoof, "How about a small bet? The winner gets the pony." He smiled when he saw the sudden rage on Rainbow's face. "I thought so."

'What the hay is that supposed to mean? I thought this pony was nice, and he wants to make Fluttershy the prize of some bet. She's not a prize. She's…" Her thoughts stopped there. She did not know how to finish them. The race was about to start. 'Focus Rainbow. I got this.' She grinned and prepared for the starter's shot.

A pegasus pulled a cord and a loud shot rang out through the stadium. Fluttershy had her surprise out and in full display of all ponies who could see. On one hoof, she had a foam cutout of Rainbow's cutie mark and in the other she held a sign that read: 'Rainboom or bust!' This sign also had Rainbow's cutie mark on it.

Rainbow was making her way around the first race marker and caught a brief glimpse of Fluttershy. Time froze. She took in the sight of the cheering yellow pegasus, and her heart melted. Fluttershy stood out like a sore hoof and was cheering her head off. Her plan worked. Rainbow was even more motivated to win, and shot past the marker with increasing speed. She reached the second marker and for the first time in all the competitions she ever performed in she was not thinking of the race. Her thoughts were on Fluttershy, 'she really believes in me. I always knew that she would support me, but I never thought her faith in me was like this. I love her.' The last thought killed her concentration and she took the third marker wider than she should have. As a result, she dropped to second place and she had to really push herself to catch up to the lead. Much to her surprise, Rain Cloud was in first and when he saw her he smiled and nodded. Rainbow understood what he meant. He was referring to the bet that she did not take. 'How dare he think he can claim Fluttershy.' Rainbow became angry and past Rain and pushed herself to the finish line.

She landed and it took all the strength she had to keep from collapsing. Fluttershy flew over and grabbed Rainbow in a tight hug.

"I knew you could do it." She looked down, "I hope my cheering helped a little."

"You were a big help." Rainbow returned the hug and looked over to Rain Cloud, "good race, but I win."

"I thought we didn't take that bet." Rain had a smirk on his face as he walked over to the podium to get his silver medal.

"Um, Rainbow Dash? What bet was he talking about?"

"It's nothing. Just a silly bet between athletes." Rainbow tried to play it off, but it did not work.

"Rainbow, please tell me what's wrong. Something is bothering you." Fluttershy's face was full of concern.

"I promise it's nothing. I'm just a little tired. I'd better get my medal." She ran to the podium all the while feeling guilty. 'That wasn't right. All I could think about that silly bet was the he couldn't have her because she's mine. Fluttershy isn't mine. She's her own pony. What is wrong with me?' Rainbow stood at the top and bowed her head to receive the gold medal. When she looked up, she saw Fluttershy smiling and stomping her hooves silently on the clouds. Her face was becoming hot and she knew that she was blushing, so she quickly bowed her head again to avoid being seen.

"I take it you two are not dating?"

"Of course we're not, she's my best friend, and besides what business is it of yours?"

"None at all. It's just that your face is really red. You gonna stick around for the party?"

"Not planning on it."

Rainbow stepped off of the podium and made her way back to Fluttershy, "I'm taking off."

"Oh, ok. Then let me just pack up these things first, and then we can go." Fluttershy packed up Rainbow's surprise and put her saddlebags back on. She kept the shirt on. Soon, both ponies were flying home, but something kept nagging at Rainbow.

"Hey Fluttershy I need to ask you something."

"What is it?"

"Uh, well. Have I ever? I mean. Do I come off as? You know what? Just forget it." Rainbow kept flying, 'Do I really see her like that?' Rainbow turned to Fluttershy and felt something warm inside of her chest. She wanted to fly closer to the shy pony, but was unsure if it was right.

Fluttershy sensed her friend's unease and flew closer to Rainbow, "Are you alright? Please tell me, Rainbow. I want to help." She flew in front of Rainbow forcing the blue pegasus to stop.

"It's nothing. I promise." Rainbow looked into Fluttershy's eyes, "Really it's nothing. I don't want you to worry, ok?" She smiled and when Fluttershy smiled in return she felt the warmth again. She needed a subject change, "So what's this surprise you promised me?"

"Oh, well I was thinking that I would take you on a picnic tomorrow to celebrate the best flier ever." Fluttershy did a lazy loop and smile at Rainbow, "how was that?"

"Not bad. Needs work though." Instantly, Rainbow felt guilty, 'Nice going Rainbow.' "I'm sorry Fluttershy. It was cool, really."

"I know it wasn't any good. I shouldn't even bother trying." Fluttershy was clearly crestfallen, but continued flying right by Rainbow. "I'd better get home. I'll stop by your house just before lunch so we can have our picnic. If you want to, I mean."

"Sure, that sounds great, and Fluttershy." Rainbow waited until Fluttershy was looking at her, "I'm sorry for being an impatient jerk. You deserve better than that. I. Uh, never mind. Thanks for being my best cheerer ever." She gave her friend a hug and did not want to let go.

"Thank you Rainbow. I'll see you tomorrow." Fluttershy flew off towards her cottage and Rainbow remained watching her friend fly away.

She stayed in that spot for a while with a single thought repeating in her head, 'I think I love Fluttershy.' When she finally began flying home the thought of being in love with Fluttershy felt less strange and more wonderful and exciting. The following day could not arrive soon enough for her. She looked forward to spending the day with her best cheerer, and make sense of what she was feeling.

Rainbow arrived at her home fairly late and was tired. Normally, she would run and dive into bed, but tonight she could not help noticing how empty it was. Her bed was large and she remembered that morning Fluttershy was there. It was an accident but Fluttershy was still in bed with her. 'I shouldn't be thinking about her like that. She's my best friend, but I can't help how I feel. Oh, forget it. I'll just try and get some sleep.'

Sleep would not come easy for the blue pegasus. Her thoughts were filled with the first real friend she ever made. How many times had Fluttershy been there for Rainbow? How many meals? How many cuts and bruises has she been there for? How often would she just let Rainbow vent out her anger at her? That thought bothered Rainbow. 'How many times have I yelled at her? How many times have I made her cry?' She tried to get that thought out of her mind. Thankfully, sleep finally arrived.

While Rainbow's thoughts were on her friend, Fluttershy's thoughts were on another pony. Her rejection of Rain Cloud kept nagging at her, and she had yet to figure out why it felt so odd. 'He really was nice, and he wasn't being pushy. It just felt, wrong? Is that it?' Fluttershy's confused and tired mind tried to make sense of it all, and in its exhaustion came to a unique conclusion, 'maybe I don't even like colts.' She tried to laugh that thought away but she could not. She slowly drifted to a dreamless sleep with that final thought on her mind.

Celestia's sun crept over the horizon and in a strange change of form, Rainbow Dash awoke early. She quickly made her way to Fluttershy's cottage and kept trying to figure how to discuss her feelings for her friend. 'Should I even tell her? Maybe I'll just show her.' She shook her head, 'that'll just scare her.' She arrived at Fluttershy's cottage and went inside, 'I swear that pony will never learn. That's it. Fluttershy has to start locking her door.'

Rainbow walked inside and noticed it was dark. 'Is she still sleeping?' She walked up the staircase and saw the pony sleeping soundly. Slowly making her way to the sleeping pegasus, Rainbow sat down next to Fluttershy and looked her friend over. She was noticing every detail, the slow rise and fall of her sides as she breathed, the way she had a hoof slightly over her face, even how her ear would occasionally twitch. 'Ok, this is getting a little creepy.' She cleared her throat and gently nudged Fluttershy, "morning, Fluttershy."

The meek pegasus stirred slowly and when she opened her eyes, she sat up, "Oh Rainbow Dash. I'm so sorry, I must have overslept. I'll get the picnic ready. I'm sorry."

"Fluttershy relax," Rainbow said smiling, "it's still morning. I woke up early for once, and I figured I would help you get the picnic together."

"Oh, ok. Thank you Rainbow," Fluttershy yawned and slowly made her way out of bed. "I need to take a quick bath first though. Why don't you join me?" She left the cottage and walked to the stream by her house.

Rainbow noticed her wings beginning to stiffen slightly and she was able to settle them down. 'Calm down, Rainbow. It was a friendly invitation.' Rainbow followed Fluttershy and got into the stream with her friend. "It's a bit cold." Rainbow laughed as she entered the stream and her concerns were pushed to the back of her mind for the moment. She enjoyed being with Fluttershy, even if it was boring at times.

Once both ponies were cleaned up and dry, they entered the cottage. Fluttershy made the picnic and Rainbow tried to help but found herself in the way so she simply stayed in the living room and waited for everything to be ready.

"Ok Rainbow, I think we're ready to go." Fluttershy followed Rainbow out of the cottage and both flew to a nearby field where Fluttershy set out a blanket for them to sit on.

The picnic was rather quiet and neither pony said much, and that was one of the greatest aspects of their friendship. They often enjoy quiet moments together. After they were done eating, Rainbow had an idea, "What do you want to do now?"

"Oh, I don't know. I didn't really have anything planned. I'm sorry."

"Quit apologizing. I know. Just think of what you want to do and we'll do it. Whatever you want," Rainbow said with a huge smile.

"Um, ok." Fluttershy tapped her head with a hoof, "I know. Lay down."



"Ok," Rainbow laid down on her stomach.

"On your side, please."

Rainbow rolled over slightly and was surprised when Fluttershy sat down and rested her head on her side. Her heart began to beat faster, and she felt her face becoming hot. "What are we going to do?"

"I would like to look at the clouds with you."

Rainbow groaned and instantly regretted it when Fluttershy sat back up. "Hey Fluttershy. Wait. We can look at the clouds for a while."

"No, it's alright. It's boring and silly." Fluttershy was trying to laugh it off but was clearly hurt.

Rainbow took the initiative and grabbed the meek pegasus pulling her back down to her side, "I said we can watch the clouds and that's final. It's what you want to do."

Fluttershy looked Rainbow in the eyes and smiled, "Thank you Rainbow." She turned to the sky and smiled as her imagination played with the clouds.

Rainbow kept her eyes on Fluttershy and finally confirmed what she was both hoping and dreading. Both ponies stayed for a while until Fluttershy got up.

"I think I bored you enough." Before Rainbow could protest Fluttershy gave her a hug. "Thank you." Fluttershy packed up the picnic and was ready to head back home. "What do you have planned for tomorrow?"

"Oh I think Pinkie wants to go pranking, so that should take all day. Why?"

"Oh that's good. Tomorrow is Sunday so I'll be at the spa with Rarity." 'I can ask her why I felt weird turning down Rain.' She smiled at Rainbow, "I'll see you later."

"Yeah, see ya." Rainbow watched her friend walk away and a single thought passed through her mind with finality, 'I love you, Fluttershy.'
This is what could be the beginning of a new series. This will lead to "A Quiet Confession" It can be found here: [link]

There is a gap between the two right now, so it feels a little odd.

Words are mine

My Little Pony belongs to Hasbro(c)
Add a Comment:
veeyaneeh Featured By Owner Dec 31, 2013  Student Interface Designer
im  looking forward for the continuation. .  .
www-arturq Featured By Owner May 10, 2013
Geography just got 20% cooler with this.
www-arturq Featured By Owner May 8, 2013
My philosophy class will be amazing with this. I hope.
FlutterDash7979 Featured By Owner Apr 11, 2013
:Fluttershy: is awesome
Gutovi-kun Featured By Owner Mar 20, 2013  Student Digital Artist
Re read this after a very long time, I remember reading this when it came out. Still awesome, I still love your Appledash and Flutterdashes. Which is actually something you should be very proud, I've stopped shipping Flutterdash long ago.
shilvicthehedgehog Featured By Owner Jul 30, 2012  Student Artist
something in my head tells me this is not the last time we see raincloud.
If you are continuing this.
PatRoison Featured By Owner Aug 2, 2012  Hobbyist Writer
I'm looking to continue this, but it's on hiatus right now. Rain Cloud will return, but he'll be a positive part of it.
shilvicthehedgehog Featured By Owner Aug 2, 2012  Student Artist
oh okay good and Ill be waiting
Alecia1125 Featured By Owner Jun 4, 2012
lol "oh. so i wasn't eating a giant daisy sandwich"
PatRoison Featured By Owner Jun 5, 2012  Hobbyist Writer
lol yeah that must have been some dream. I like how some think she was making it up on the spot, and I'm inclined to let them think that. :iconsweetiesinisterplz:
Alecia1125 Featured By Owner Jun 5, 2012
i think that she actually had the dream, but even if she did make it up (which I'm not saying she did) it would be even funnier!
DolphinBuster Featured By Owner May 21, 2012  Hobbyist Writer
FlutterDash *squeal*

PatRoison Featured By Owner May 21, 2012  Hobbyist Writer
I love FlutterDash. I just wish I had time to bridge this story with "A Quiet Confession"

On a different note, you're really burning through these. :D
DolphinBuster Featured By Owner May 23, 2012  Hobbyist Writer
I can't help but burn through them! Your stories are quiet spontaneous! :iconpinkiepieplz:
WillCHD Featured By Owner May 11, 2012  Hobbyist Writer
Here I am again re-reading your fanfics :D
There just so good!
PatRoison Featured By Owner May 13, 2012  Hobbyist Writer
Thank you very much. It means a lot that you're enjoying them... again. :iconflutterhappyplz:
jonbuddy Featured By Owner Mar 26, 2012  Hobbyist Writer
D'awwww. :)

Yet another series with :iconflutterhappyplz: ! Yay!
PatRoison Featured By Owner Mar 26, 2012  Hobbyist Writer
lol, I sure do love Fluttershy. :D
jonbuddy Featured By Owner Mar 26, 2012  Hobbyist Writer
Me too, man, me too. :D
TruthSender Featured By Owner Nov 11, 2011
This ffc(my fanfic shortcut) hav an epic level of DAWWWWWWNES and it`s just sugar coated :3
PatRoison Featured By Owner Nov 11, 2011  Hobbyist Writer
Thank you very much. :D
bpl0rd Featured By Owner Nov 6, 2011
PatRoison Featured By Owner Nov 6, 2011  Hobbyist Writer
Thank you very much.

Xtermanator Featured By Owner Oct 29, 2011
one word *Fluttershy*"yaaaaaaaaaaay.
PatRoison Featured By Owner Oct 29, 2011  Hobbyist Writer
Thanks. :iconflutterhappyplz:
Xtermanator Featured By Owner Oct 29, 2011
your welcome
icebergking Featured By Owner Oct 20, 2011
you know the clouds in equestria don't move because pegesi control the weather so they control the wind so there is no Coriolis effect. and both rainbow dash and fluttershy should know this since there pegesi, I don't think this is canon but its pretty logically self-explanatory. so since both knew this then fluttershy just wanted to spend time laying down with rainbow dash. idk but i think rainbow knows or at least should know that their is no wind so the clouds in the sky don't really move at all.
PatRoison Featured By Owner Oct 20, 2011  Hobbyist Writer
That's right, and that's my bad. I should have specified that the picnic was near Fluttershy's cottage and since that cottage is near the Everfree forest those were the clouds they were looking at. The Everfree forest's weather operates on its own.

Thanks for pointing it out, though.
Xtermanator Featured By Owner Oct 29, 2011
PatRoison Featured By Owner Oct 29, 2011  Hobbyist Writer
Initiate digging protocols! *protocols malfunction*

Initiate panic mode!
Xtermanator Featured By Owner Oct 29, 2011
OH NO WE ARE ALL DOOMED, unless, FIRE THE FRIENDSHIP TACTICAL NUKE!:chainsaw: . if we survive this, i want you to have this

PatRoison Featured By Owner Oct 29, 2011  Hobbyist Writer
Xtermanator Featured By Owner Oct 29, 2011
great job! nightmare has been averted. beer for everyone! :beer:

PatRoison Featured By Owner Oct 29, 2011  Hobbyist Writer
(1 Reply)
Xtermanator Featured By Owner Oct 29, 2011
typo :beer:
FoxeyHound Featured By Owner Oct 14, 2011  Hobbyist Writer
Greatest shipping pair, bar-none, hooves down.

Loving this story, man. :D
PatRoison Featured By Owner Oct 14, 2011  Hobbyist Writer
Thanks. I love this pair. It's just cute and works. :D
FoxeyHound Featured By Owner Oct 14, 2011  Hobbyist Writer
I KNOW. So motherf*cking adorable!!!!!!!!!!!!!!!!!!!
Railrugs Featured By Owner Oct 10, 2011
Very sweet story. I love the subtleness of it over a long period of time. It really lets the reader absorb in the small minor details of the relationship, rather than in a lot of shipping-fics which tend to be quite straightforward.

I hope to see more like this. :)
PatRoison Featured By Owner Oct 10, 2011  Hobbyist Writer
Thank you very much. I really appreciate the kind words. I enjoyed slowing the growth of Rainbow's feelings as well as Fluttershy's growing confusion as she sets down this new road.

I hope to expand on this series in the near future. If college and work stop beating me over the head. XD
jeanaunry Featured By Owner Oct 4, 2011
Expanding the past of one of your already awesome stories? Man, how awesome is that? Also congratulations for making this story extra cute.
PatRoison Featured By Owner Oct 4, 2011  Hobbyist Writer
Thanks. I really wanted to build up the story and answer some questions that may have risen from Quiet Confession. :iconflutterhappyplz:
Jundigon Featured By Owner Oct 3, 2011  Student Writer
Very nice and sweet. I'm eager to see where the story will go now, as you've talked about maybe extending this past 'Quiet Confessions,' and I liked that. I also really liked how Rain Cloud tricked Rainbow with the 'bet,' it was all part of a plan. :)
PatRoison Featured By Owner Oct 3, 2011  Hobbyist Writer
Thanks. I liked Rain Cloud even though he won't be making another appearance. At least, I don't plan on it. He suspected that there was something going on between Rainbow and Fluttershy and the 'bet' was just a means of confirming his suspicions about Rainbow.

I'm working on the next piece alongside the first part of "Trials and Tribulations" both should be interesting since they have different feels to them. :D
Jundigon Featured By Owner Oct 3, 2011  Student Writer
Ah, cool! I look forward to reading them both! As for me . . . FREAKING CHAPTER SIX RAGE!
PatRoison Featured By Owner Oct 3, 2011  Hobbyist Writer
Yeah, I'm really looking forward to how their relationship goes and if/when they tell the others.
Jundigon Featured By Owner Oct 3, 2011  Student Writer
Oh, don't worry. Word will get out eventually, just not for a little while, because Applejack will be deathly scared of anypony finding out. :)
PatRoison Featured By Owner Oct 3, 2011  Hobbyist Writer
Yeah, I imagine that Applejack will be worried about not only what the village thinks but what her family will think.
Jundigon Featured By Owner Oct 3, 2011  Student Writer
Oh, very much so. Coming from a very large, close Southern family of all things . . . yeah, not very good for Applejack's mental state. :(
PatRoison Featured By Owner Oct 3, 2011  Hobbyist Writer
Exactly, I can't to see how things play out.
(1 Reply)
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