By the time the sun rose, Applejack was already hard at work. Sweet Apple Acres was right alongside the Carrot family's holdings, and Applejack made it a point of pride to try and get started ahead of them each morning.

She stood near the property line picking through baskets of freshly-bucked apples, looking for bruised or worm-eaten ones and casting them aside to nourish the soil. While she worked, the Carrot family's middle daughter trotted nearby, carrying a sizeable bunch of carrots in her mouth. Applejack knew her – an earnest Pony, if a little soft-bodied. She flashed a neighbourly smile. "Mornin', Carrot Top," she said.

"Hw'dy, Ah'le-j'k," said the yellow Earth Pony through the mouthful of stalks, before stopping and putting them down. "Shore is a nice day, ain't it?"

"Shore is," replied Applejack, tossing a brown apple away.

Carrot Top looked at the orchard spread out behind Applejack, and whistled. "Golly…it must be an awful lotta hard work to buck that many apple trees. Makes me glad our carrots pull outta the ground so easy!"

"Shucks, nothin' wrong with a little hard work," replied Applejack. "Maybe if ya did a little, ya wouldn't be so pudgy!"

As Carrot Top's jaw dropped in shock, Applejack realized that she'd spoken that last part, rather than just thinking it.

"Well, ah never!" Carrot Top huffed. "You Apples shore do have sharp tongues!" Her tone was indignant, but the blush across her face and the shine in her eyes betrayed her hurt feelings.

"Aww heck…I'm sorry I called y'all pudgy…out loud." Applejack pressed a hoof to her mouth so fast her steel shoe almost split her lip.

"Well, buck you too!" shouted Carrot Top as she galloped off, and then briefly returned to snatch up the bunch of carrots. Once the yellow Earth Pony was a fair distance away, Applejack could hear her sobs echoing in the crisp morning air.

Applejack shook her head in disbelief. Tarnation! What's wrong with me today?

Two hours later, Applejack sat awaiting breakfast at a picnic table near Sweet Apple Acres' newly-rebuilt barn. Her little sister Apple Bloom and her brother Big Macintosh were sitting with her, while old Granny Smith creaked her way through preparing a pot of oatmeal with applesauce over a nearby fire. The process was agonizingly slow, but the younger Apples knew the taste would be worth it. While they waited, Applejack recounted her odd experience with Carrot Top.

"…but then I said 'out loud,' right after! I tell ya, she was fit to be tied – an' rightly so! I don't know what came over me, Big Mac. Pretty peculiar, huh?"

"Eeeyup," said the sizeable red stallion, chewing on a piece of straw.

"I'm gonna hafta go apologize after breakfast. Can't let a slight like that drive a wedge 'twixt us neighbours. Shewt…won't half be awkward, though. Almost as awkward as when I spotted you an' the Mayor foalin' around behind the cider shed th'other da–" both of Applejack's front hooves slammed into her mouth this time, and a blush spread across the bridge of her nose.

Big Mac partially inhaled the straw, and coughed it back out spasmodically.

Apple Bloom raised an eyebrow. "Foalin' around? Whut, like wrasslin' or somethin'?" she asked.

"Somethin' like that," managed Big Mac once he'd cleared his throat. He mussed the tiny yellow filly's red mane with a broad hoof. "Y'see, fixin' the barn after them Parasprites ate it up was mighty costly, and the Mayor offered us a break on our taxes if I'd…" – he racked his brain for a euphemism – "…go fer a play date with 'er." He smiled nervously.

Applejack could feel further ill-advised commentary welling up in her throat like a sour-apple burp. "I gotta go!" she blurted, and galloped away from the table.

"Soup's on, everypony!" said Granny Smith, turning toward the table at length and noticing the empty spot. "Well, peel n' core me…where's Applejack gone off to?"

Big Mac and Apple Bloom both shrugged.

"…Can I have her oatmeal?" asked Apple Bloom.

Applejack trotted down the dirt road between Sweet Apple Acres and downtown Ponyville, lost in thought. It wasn't a state she found enjoyable. She was far from unintelligent, but she'd always preferred action to thoughts. Action got things done. Too much thinking often just complicated matters.

The walk did little to quiet the turmoil in her mind. She still couldn't believe the things she'd said earlier. It was as if the moment a thought had occurred to her – no matter how foalish or mean-spirited – she couldn't help but voice it.

Applejack paid little attention to her progress, and soon she was in the middle of Ponyville. The bustling morning crowds created a blurred din of conversation, hoofbeats and miscellaneous noise that finally snapped Applejack out of her musing. She'd gotten as far as the Carousel Boutique; as Applejack looked up at the looming, garish pagoda, a look of inspiration crossed her Stetson-shaded face. She trotted into the shop.

"Mornin', Rarity. I need some advice, and I reckon yer the Pony I wanna see."

The pale Unicorn's eyes shone as she turned away from pinning a skirt's hem and faced her Earth Pony friend.

"Oh, I knew this day would come!" She trotted over to Applejack, magicking a measuring tape to hover along with her. The tape started snaking around Applejack's body while she continued: "I'm thinking something in satin – oh! Green satin, to go with your eyes!"

"Rarity…"

Rarity and the slithering tape measure paid her no heed. "…And we'll want to do something about that sun-damaged mane, of course. Not to mention those hooves! Have you ever had a pedicure?"

"Rarity…!"

"Now, as for the shoes, if you must go shod, ferrous metals are so passé. I have a set of gorgeous etched and lacquered Equinium plates studded with San Caballo emeralds that are to die for! They're Jacques Farrier originals–"

"RARITY!" Applejack shouted so loudly that her hat fell off.

The tape measure dropped lifelessly to the floor. "…Yes?"

"I ain't here fer no apple-pickin' makeover! I just need some advice."

"Ah. I see…my mistake," she said, and took a quick but deep breath. "Well, if you're not here for fashion advice, then whatever is the matter?"

"…I've been havin' trouble keepin' my mouth shut."

Rarity stifled a smirk.

"I mean it! This here's a serious problem! Anytime a thought comes to me, or I answer a question, or anythin', the full-on, unvarnished truth just comes bustin' outta me. I don't know what to do!"

"Really? You can't hide anything?"

Applejack shook her head.

"…What do you think of this dress?" asked Rarity, pointing a hoof at the piece she'd been hemming.

"It's nice…if yer client's a Manehattan street-trotter." Aww, dang it! Applejack stomped a front hoof.

Rarity's white hide couldn't conceal the enraged flush in her face, but her voice stayed under rigid control. "I see. And my coiffure?" She shook her head, and her coiling purple locks danced around her face and neck.

Applejack gritted her teeth. "It's always made me think o' bailin' wire." Shewt! "Rarity, please!"

"Oh." Rarity snarled – a small, barely-audible, dainty, fillylike snarl. She was advancing on Applejack now, and the Earth Pony was backing away, deeper into the shop. "So tell me…why did you come to me about this, instead of Twilight?"

Applejack's rump hit the shop's back wall. She cringed. "I…I'd rather not say…that I was less worried about makin' you mad than her." Applejack looked away, unwilling to meet the Unicorn's gaze.

Rarity gasped. "I knew it! Even after that slumber party at the library, you still don't like me!"

"Naw, Rarity, that ain't it…it's just that Twilight's magic is so much stronger than yours; I wanna stay on her good side! I like ya just fine…" Applejack's eyes widened; she felt what was coming. Hot blood rushed to her ears and cheeks. Please, no… she silently begged, whatever's doin' this, please don't make me…not to her! But the urge was irresistible.

"…I especially like them toned hindquarters o' yours. Heck, wiry mane or none, I'd have a roll in the hay with ya any day o' the week!" Applejack stomped her front hooves and grimaced as if in pain, every muscle in her face tightening, but the words kept coming. "It'd just be a tumble, though – nothin' serious…'cause I'm in love with Rainbow Dash!"

Applejack thrust her head into a nearby bin of fabric remnants, and unleashed a half-muffled scream of frustration. Stop it! BUCKIN' STOP!

The righteous indignation drained out of Rarity like grain from a cracked silo. She stared, her eyes wide and her jaw hanging open to an undignified degree. "Applejack…! You…you're a…"

Applejack jerked her head out of the bin, and stared daggers at the Unicorn. "A…what?"

"A…a…a-attracted to other fillies. I had no idea!"

Applejack looked away. "That was kinda the point, sugarcube. I didn't wanna go tellin' everypony 'bout my romantic pro-clivities. T'ain't nopony's business. Especially not yours, ya big gossip." She winced. "Sorry."

Rarity took the involuntary jab in stride. "No…I'm sorry. I'm sorry I…pried, Applejack. I didn't expect to drag quite so much out of you. But scarily magical or not, I really think Twilight is the one you should talk to about this; it's somewhat outside of my area of expertise."

Applejack nodded glumly.

"Oh, and as long as we're being so candid, you should know I don't think any less of you, dah-ling. There's absolutely nothing wrong with being that way. Lots of Ponies are…different. In my line of work, especially. Why, if I told you half of what I've heard about Photo Finish…!" Rarity laughed, and then frowned. "Ah. That did sound a bit gossipy, didn't it? Well, don't worry. If you'd rather stay in the paddock, I promise I won't tell anypony."

"Thanks…" muttered Applejack anemically.

"…Just so we're clear though: I'm flattered, but I'm just not interested. Personally, I love the co– come right in! Welcome to Carousel Boutique!" Rarity trotted over to the newly-arrived Pony standing in the front doorway, cutting herself off in midsentence and seamlessly switching to customer service mode.

Applejack stooped to retrieve her hat as she trotted out of the shop.

Fluttershy and Rainbow Dash hovered along at Pony shoulder height, weaving their way through the streets of Ponyville. Dash was carrying a fully-loaded picnic basket, the handles between her teeth.

"You're going to love the view once we get to the hill," said Fluttershy softly. "It's so different from an aerial view. You can see Cloudsdale in the distance, and on a clear day like this one, even Canterlot!"

"Mm-hmm...smm'nds wmm'br'fhl," said Rainbow Dash, before colliding with a shock of pink that seemed to come out of nowhere.

"Silly filly!" giggled Pinkie Pie. "You shouldn't talk with your mouth full!"

"Oh! Hello, Pinkie," said Fluttershy. "What's up?"

"Birds," replied Pinkie Pie, casting her gaze skyward. "But anyways, I need to borrow Rainbow Dash for a bit. I have–" Pinkie paused for a fraction of a second. "–some ceiling decorations that need hanging, and only Equestria's top flyer is up to the job!"

Pinkie Pie cast a quick sidelong glance to Rainbow Dash; for a tiny moment her carefree mask slipped, and the desperation and sadness peeked through. Please, she mouthed silently.

Rainbow Dash stood, dusting herself off. "…S-sure thing, Pinkie Pie! One Rainbow Ribbon Extravaganza, comin' right up! Fluttershy – can you go on ahead? This won't take long, and I'll catch up with you just like that!" Dash clopped her front hooves together.

"Certainly, Rainbow Dash. Helping others comes first. I'll see you at the hill." Fluttershy smiled, picked up the basket, and trotted off.

Pinkie Pie mouthed a quick thank you as she and Rainbow Dash headed for Sugarcube Corner. Her eyes were already shining with tears.

Applejack watched the exchange between Rainbow Dash, Pinkie Pie and Fluttershy from a half-block away. The sight of Rainbow Dash and Fluttershy next to each other summoned up a surge of bitter resentment that made her heart ache; it seemed she couldn't even hide the truth from herself.

The orange Earth Pony raised an eyebrow as Dash and Pinkie parted ways with Fluttershy. Now what could be important enough to leave her wuunnnnderful new fillyfriend for? wondered Applejack, sarcastically. Casting aside her plan to visit Twilight for the moment, she followed the pair at a discreet distance.

Sugarcube Corner was closed for a few days while the Cakes went to Fillydelphia to negotiate about opening a franchise there, but Pinkie and Dash went inside anyway. A few moments later, Applejack crept into the bakery as quietly as her steel apple-bucking shoes would allow.

There was no sign of the pair on the main floor, so Applejack slowly climbed the stairs. At the upper landing, she could hear faint voices coming from behind the closed door to Pinkie Pie's room. Bit by tiny bit, she inched closer.

Pinkamena Diane Pie shuddered in Rainbow Dash's embrace, her face buried in the Pegasus' shoulder to silence the noise of her sobs.

"I'm sorry, Dash…" she whimpered. "I know I said I'd be okay, but it's just so quiet in here without the Cakes! There was nopony to talk to, and nothing to do, and all I could think of to fill the space was throwing a party! Again! But I can't do it, Dash. I just can't. I'm so tired…" she wept against Rainbow Dash's sky-blue hide once again.

"Shhh…it's okay, Pinkie," said Rainbow Dash reassuringly, stroking the pink Pony's half-sagging mane with a hoof while – unseen by Pinkie – she frowned and rolled her eyes. Truth be told, it was pretty far from okay. Rainbow Dash could think of dozens of things she'd rather do than delay a picnic brunch with her new (and first!) fillyfriend to go and console an emotionally-unstable compulsive reveler. Of course, Fluttershy presented a whole other host of complicated emotions for Dash, but she was far less likely to burst into racking sobs. Dash's wingjerk reaction was to leap out the window and leave Pinkie to her own devices, but she just couldn't bring herself to ignore a friend in need like that. It felt…unnatural. She had to help Pinkie; she had to.

So here they sat in the middle of Pinkie's bedroom floor, while she hugged and Pinkie cried. Lost in a haze of emotion, Pinkie didn't notice as her Pinkie Sense made her knee start to pinch.

Applejack slinked up to the closed door, and pressed an ear to it. She could finally make out what the Ponies on the other side were saying:

Thank you, Dash. I really needed this. I was so…lonely. Pinkie sounded breathless.

No problem. I do kinda feel bad about lying to Fluttershy, though. The guilt in Rainbow Dash's voice was unmistakable.

Oh, but you can't tell her, Dash! I…I don't want anypony to know I'm…like this! Pinkie's voice held shame and fear, smoothly blended. Applejack knew the feeling well.

I told you, Pinkie – there's nothing wrong with you! Sheesh! Everypony has feelings like that! After Applejack and I got in that fight over the running of the leaves, and we went off alone, she–

"NO!"

A kick from Applejack's powerful back legs exploded the door inwards, reducing it to scattered splinters. She turned to face the Ponies inside the bedroom. They were cringing on the floor, still wrapped in a close embrace. Applejack loomed over them, her studded shoes leaving tiny divots in the wooden floorboards as she approached. Rage throbbed in her veins like liquid fire.

"You two-timin' snake! You said you weren't that way! You swore you wouldn't tell – you gave your word!"

"Wha- Applejack! What are you doing here?" Rainbow Dash hopped to her hooves, standing between Pinkie Pie and the enraged orange Earth Pony.

"I'm fixin' to beat the blue right offa your worthless hide," snarled Applejack, grimly pleased that she'd had no difficulty saying those words...because that meant they were true.

"Hey…! Wait, you don't understand. This isn't what it looks lik–"

"LIAR!"

Applejack lashed out with a front hoof, and smashed a tempered steel-shod hoof into Rainbow Dash's cheek. The blow sent the light-bodied Pegasus sprawling. Pinkie Pie screamed.

Rainbow Dash struggled to get back onto all fours. She spit blood onto the floor, and shot Applejack a teary but fierce glare. "You wanna mix it up? Fine by me." With a flick of her wings, she lunged at the Earth Pony.

Pinkie Pie sat with her back to the corner of the room, curled into a ball. She watched in horror as two of her best friends tore into each other like wild beasts. This was no school-field scuffle; they were playing for keeps. And it was all her fault. Shuddering, Pinkie slowly fell onto her side. Tears noiselessly dripped from her wide blue eyes. She wanted to whisper her grandmother's song…but she couldn't remember the words.

The fight went on for minutes on end, Rainbow Dash's speed and agility pitted against Applejack's strength and endurance. Soon Applejack's hide was speckled with crescent welts from Dash's darting jabs, and Dash was covered in angry horseshoe-shaped bruises. Both were bleeding in several places.

"I wasn't gonna tell her!" Rainbow Dash shouted, and slammed her forehead into Applejack's nose; the Earth Pony staggered back, and Rainbow Dash followed.

Shaking her head, Applejack spun on the spot, and unleashed a devastating back-legged kick as Dash drew near. Rainbow Dash sailed backward, smashing into – and through – a closet door. Coughs and a groan echoed from inside a moment later.

"Stop…buckin'…LYIN'!" Applejack punctuated each word with the heavy stomp of a hoof as she stalked toward the ruined closet. "Yer nothin' but a lyin', cheatin' BUZZARD!"

Applejack threw open the remains of the closet door, and pulled the dazed Pegasus up off the floor, bringing her up almost nose-to-nose. "I hate myself fer lovin' you!"

Applejack froze. She hadn't meant to say that, but she'd meant it as she'd said it. She let Rainbow Dash drop, and took in the scene around her: The room was in shambles; everything fragile was broken, and everything sturdy was pockmarked with hoofprints. Her happiest, silliest friend was huddled in the corner, wide-eyed and weeping in fear. And the Pony she loved was lying on the floor in front of her, beaten and bloody.

Oh, Celestia… Applejack dropped to her knees, and wept.

She didn't care that other Ponies could see. She didn't care what she'd revealed. She didn't care what they'd think. She surrendered herself completely to the terrible, merciless honesty that had plagued her all day, and cried right there on the floor. She had no sense of how much time passed; she cried until her sides ached and her eyes burned.

Applejack cringed as she felt a hoof on her shoulder. She looked up, and saw Rainbow Dash's bloodied, split-lipped smile and her friendly, bruised eyes. Without a word, the blue Pegasus pulled her into a hug. Fighting back fresh tears, she returned the hug.

"I'm sorry, Dash…I'm so sorry! It hurt…it hu-urt so bad to see y'all with h-her. And then you and Pinkie–"

"All I did with Pinkie…" Rainbow Dash cast a glance at Pinkie. The Earth Pony, sitting up now, silently nodded. "…is what I'm doing right now."

Applejack pulled back from the hug, and turned to look at Pinkie Pie. Pinkie Pie was sitting nearby, watching the two other Ponies. Applejack realized this was the first time she'd ever taken a good look at Pinkie sitting still without silly props, party lighting or a coating of icing in the way. The pink Earth Pony's sadness and exhaustion seemed so obvious without those distractions. How had she never seen it before?

"B-but…you were gonna tell her…"

"I was going to tell her that after the Running of the Leaves, out there in the woods, you asked me something very important, and I had to say no, even though I knew it would hurt you. And it made me feel really sad to let you down like that – as sad as Pinkie feels sometimes."

Applejack hung her head in shame. "…Shewt. I am such a danged foal."

"Nopony's perfect," said Pinkie, trotting over and joining the hug.

Judging by the sun, it had been more than two hours; Fluttershy was pacing in a circle at the top of a hill on the outskirts of Ponyville. Anxious, needling thoughts crawled through her mind like spiders.

Where is she? She's way too fast to take this long on a tiny errand! Did something happen? Is she alright? Should I try to find her? But what if I do, and she comes here? She'll think I stood her up! And what if she's fine? What if she was just waiting for an excuse? Is she mad at me about the Nightshade? Does she hate me? Is all of this just a big prank to get back at me? Is Pinkie Pie in on it? Maybe they're laughing at me right now…

Fluttershy gritted her teeth, squeezed her eyes tightly shut, and violently shook her head. She flopped down in the grass, and turned to look toward Ponyville. "Where are you?" she whispered mournfully.

Unnoticed by the yellow Pegasus, faint, tiny, multi-coloured dots slowly appeared around the edges of her butterfly Cutie Marks, swarming lazily like a cloud of gnats.

Back in the Carousel Boutique, Rarity magicked the final ribbon on a purplish-grey Unicorn foal's party dress into a wide bow.

"There we are – absolutely fabulous!" she beamed. The foal giggled, prancing to and fro in front of one of the Boutique's many mirrors and admiring herself. Rarity turned to the blonde-maned grey Pegasus who had brought in the foal. "Now…If there's nothing else you require, shall we settle up?"

The Pegasus nodded, removed her saddlebags and rummaged around in them with her hooves. Her golden eyes slowly veered in separate directions as she concentrated. At length, she produced a paper bag, and set in on a counter.

"Sweep the range!" she said warmly, putting the bags back on and escorting the foal out of the shop.

"Umm..thank you! Come again!" Rarity called after them. She magicked open the bag, hoping – desperately hoping – that there would at least be enough bits inside to cover the cost of the dress.

"…Oh."

Rarity magicked out one of the freshly-baked muffins, and glumly took a bite. Anxiety about her shop's future still nagged at her, but she couldn't stay mad at the Pegasus; the muffins were the first real food she'd had in two days.

NEXT EPISODE - RARITY: LOSS