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Yahtzee had spent the last thirteen minutes and forty-six seconds listening to the two mares talk as they made their way to the spa while he kept his head low and his metaphorical mouth shut. Yahtzee had also spent the last thirteen minutes and forty-six seconds wishing the girls hadn't guilted, or rather blackmailed him into going to said spa. At the end of those thirteen minutes forty-six seconds, Yahtzee glanced up from looking at the ground and let out a hefty sigh of relief as he realized the mares were finishing up with their most recent story.

"...And then I asked Rainbow Dash why she thought I would do something like that, but she simply shook her head and laughed," Rarity said with a slight chuckle, smirking at her story.

"Rainbow Dash always was one to jump to conclusions and stick with them," Twilight said with a small smile. Glancing at Yahtzee, her smile faltered, but she tilted her head and cleared her throat to get his attention. "What did you think of the story, Ben?"

"I'm afraid I was not paying much attention to it," he admitted, trying not to sound overly rude, but couldn't hide the fact that he was nigh completely disinterested in their tales. Looking around the nearby area, he readjusted his hat to keep the sun out of his eyes and glanced ahead. "Are we near the spa yet?"

"We're almost there," Rarity said, the pleasant smile on her face not going away. Even Yahtzee's less than perky attitude couldn't ruin her day at the spa.

"Glad to hear it," he said. "If I may ask, not that I don't mind what with me being sure that I do not want to be around people that despise me, why didn't you ask the other ponies to go with us?"

"Angel, Fluttershy's pet, tends to look after her when she's sick. Pinkie Pie... well, she's just a different case altogether. As for Rainbow Dash and Applejack, they are a bit too — what's the word? — prideful to be seen at a spa. They would much rather deal with headaches themselves on their own time," Rarity explained.

"I'm not exactly one for spas either..." Yahtzee grumbled.

"Oh, you'll love it," Rarity said sweetly. Her face then lit up and her smile deepened as she began to pick up her pace. "Ah, here we are."

Glancing towards the building, Yahtzee noticed that it was very much like every other building in this place. It was pink. Not that he had expected any different. Rarity then began humming happily as she trotted merrily into the spa while Twilight remained next to Yahtzee, watching him as he sized up the building.

"You now, I think the only way I'll truly get used to these colors is if I become color blind or gauge my eyes out with a spork. The only way it could be worse would be if a bloom filter was thrown on top of everything," Yahtzee murmured. Then, with a very exaggerated sigh, he began to walk towards the building. "But the only way to get out of this situation and put it behind me is to just do it and try to forget about it."

With a humored smiled, Twilight escorted Yahtzee into the building where Rarity was at the front counter, talking to a cerulean mare with a rose colored mane. Glancing to the other side of the counter, Yahtzee saw that there was an identical pony to the one Rarity was speaking to, only with the mane color and fur color flipped. Twilight nudged Yahtzee and trotted up to the desk with a polite smile on her muzzle. Yahtzee followed.

"Hello, welcome to the Day Spa," the beautician said, smiling at Yahtzee. "How may I help you relax today?"

"Hello," Twilight greeted back. "I think I'll just have a hooficure."

"Sounds good to me!" she chipped happily.

"A hooficure?" Yahtzee snorted childishly. "What kind of—"

"Yahtzee," Twilight sighed, silencing him on the matter. Turning back to the pink pony at the desk, she offered her an apologetic smile and nodded her head approvingly. "A hooficure sounds fine."

"And for your... erm... friend?" she inquired, now giving him a curious look.

"What would you suggest?" Yahtzee asked with a tired yawn. "I don't exactly have hooves, nor am I going to take off my hat so you may style my coiffure."

"May I suggest a back massage?"

Yahtzee raised his brow at her, then looked to Twilight who offered him a smile and a nod. Rolling his eyes, he nodded at the mare at the desk and let out a sigh.

"Excellent choice. I will go prepare the room," the pink pony said positively, then began walking away into an adjacent room.

"Just a hooficure?" Yahtzee questioned.

"I don't like to go all out on these. I prefer to try and keep it simple," Twilight said, then looked over to Rarity who was currently reading through her demands to the other mare, mentioning every practice she could think of. "Rarity, however, likes to look her utmost best. There's nothing wrong with that, but I think it seems a bit silly when you have to keep returning here to keep your 'look'."

"Hm. You're not into the whole looking one's best thing?" he inquired with a dubious gaze. "I thought you and your friends were all about being... well, girls, I suppose."

"Don't get me wrong, I like to look my best. I just think I can do so much more efficiently and without layers of makeup and endless amounts of help."

"Respectable," Yahtzee admitted curiously, looking her over. "You know, I see a lot of myself in you."

Twilight's eyes then shot open, being more afraid now than she has ever been in her life, as she glanced back at Yahtzee. "Please tell me you're kidding."

"I am in no way insinuating that I think you're as critical as myself, I'm simply stating that both you and I aim for accuracy and credibility," he said defensively. "You don't over-complicate matters like shoving new mechanics and controls into your lifestyle. Sure, you may experiment with new things here and there, but you will never try to change your game. You are to side-scroller as most women, and men for that matter, are to muhmorpeguhs. You know what works, and you stick with it."

"I... am not quite sure what to say to that..." Twilight said hesitantly.

"I'm saying you keep it simple, and I like that. Makes you a lot more approachable than I had once thought you to be, honestly," he said with no hint of sarcasm or snideness in his words. He looked to Rarity who continued to talk to the mare at the counter and shook his head. "Can't say the same for most of your friends, though."

"They're really not as bad as you think," Twilight said, smiling lightly at one she'd like to believe was her friend. "I know I sound like a broken record, but you really just have to give them a chance. They may not say or show it, but they do want to try and be your friend. You just need to work on your attitude a bit."

"And I know I sound like a broken record, but I am who I am, and it is very difficult to change that within a few days when I've been acting like this for years."

"Yes, I realize that you're used to treating video games like this, but are you used to treating other... humans like this?" she asked.

"I don't get to see that many humans, remember? Being a prisoner for a large corporation tends to make socialising a difficult thing to do. Most of those I hang around are siblings or clones of that little imp I came here with. Besides, when you're known to be an overly critical person, those you do meet tend to have it in their mind that you're about as fun as a game of Legend of Zelda on the CD-I."

"But you can still work at changing yourself," Twilight insisted. "Surely you must-"

"I get it. I have faults. You don't have to keep saying it... or rather, trying not to say it. Even I will admit that I have my faults, but I see that they are just that. My faults. I know I can change them if I work hard enough at it, but they're what make me me. And to be honest, I'd much rather others dislike me than dislike myself."

Twilight stared at the ground silently, not quite sure how to respond. She didn't know how anyone could be so comfortable with their faults when their faults were so apparent and in the open.

"Oh, this is just going to be so fabulous! I'm sure once we're through with this, our headaches will be gone," Rarity sang as she walked next to the pair with a smile that was large enough to make Yahtzee feel slightly nauseous.

"Follow me this way," the mare said, leading the three into an adjacent room. Rarity happily followed along, while, as usual, Twilight walked with the purposely reluctant Yahtzee.

When they entered the room, Yahtzee noticed there were many chairs to lounge on, a tub on the other end of the room, as well as many other objects and tools he was unfamiliar with. Rarity quickly trotted ahead to one of the nearby chairs and took her seat, waiting to be pampered on. Looking to Twilight, she offered him a simple shrug and went to the chair next to her friend. Yahtzee then shifted uncomfortably and rubbed the back of his head.

"What's wrong?" Twilight inquired curiously.

"Generally speaking, next to ones who frequent bars and clubs, most women don't like the idea of men they just met seeing them nak—" Yahtzee began only to stop. He looked at the ponies and facepalmed when he indeed remembered that they were, in fact, always naked. "Right. I suppose it isn't that big of deal here, then..."

Yahtzee then shuffled his way over to a chair a few spots away from the girls and sat on it, trying to get as comfortable as he could, which was difficult when he was set on trying to do the exact opposite. As he was doing this, the two mares from the front walked in through the door, as well as two other mares he had not seen before. One of the new ones, as well as the one Rarity talked to, went straight to her to start. The other one he did not see before went to Twilight and gave her a smile, leaving the one he has spoken a few words to for him.

"Please, lay on your stomach and try to get comfy. Giving you a back massage will be difficult when I can't see it."

Yahtzee looked at his body and raised a brow. "How can you tell? My back looks just the same as my front..."

"When you've done this enough, you learn to tell from posture," she replied with a shrug, and Yahtzee nodded.

"You don't seem too phased to be doing this on me," Yahtzee said, slowly turning around.

"Oh, you should see the cranky old stallions that come in here every now and again," she said, rolling her eyes as she grabbed a bottle of oil with her teeth, talking with it clamped in her mouth. "You're a welcome change. Always liked challenges when trying to make others feel better."

"Friendly bit of advice, which is something I do not often give. You will have a difficult time trying to make me of all people feeling 'good'," he warned her.