Rarity lay back in the tub, Pinkie snuggling up against her, neither wanting to acknowledge that eventually they would have to get out of it. She could still feel the warmth of Pinkie’s lips on her own, and thought she could still hear echoes of Pinkie’s cries of ecstasy as Rarity made her ... Yes, well, that was exhilarating. However, I still don’t know what to do about you, you enigmatic little bundle of happiness. Her plan had failed; Pinkie had not cried out her name, and now she had no further options. Life would resume, Pinkie would have baking to do, Rarity would eventually have to finish her order. But here, and now, none of that mattered. The warm water and the warmer friend kept the world at bay.

It was all Rarity could do not to burst into tears. Certainly, she would find other moments to spend time with Pinkie, but rare was the occasion that neither would be interrupted by a friend, or a chore, or a relative. This private moment between them, simple as it was, was almost perfect; as far as Rarity was concerned they might as well have been the only two ponies in Equestria right at that point.

Finally, one of them said the dreaded words.

Pinkie sat up and pulled at the plug chain. “I’m really super-duper sorry, Rarity, but we have to get out now. The storm’s scheduled to end soon and I have to get the shop ready to reopen.” She turned back and smiled apologetically. “We can have another lesson some other time, if you’d like.”

Rarity stood up, letting the water slough off her coat in a cascade. “Yes, I suppose so. I really do need to fetch the fabric to complete my order.”

They dried off in relative silence, neither seeming to wish to say anything more for the moment. Pinkie kept looking at her sadly, but whatever was on her mind she did not give voice to it. Rarity’s mind raced, trying to come up with something, anything that would definitively tell her how Pinkie felt.

As she ran a brush through her mane, an idea popped into her head. “Pinkie, would it be too much trouble to help you in the kitchen?”

Pinkie looked up in surprise. She had been sitting on the edge of the tub, drying off her hind legs, and had to windmill her forelegs for a moment to avoid falling back in. Rarity caught her in her aura, tilting her back upright. The pink pony grabbed the edge of the tub and rebalanced herself, shooting Rarity a thankful look. “Are you sure? You said you had to get your order ready.”

Rarity nodded, putting a hoof on Pinkie’s shoulder to steady her. As if I could concentrate on that, instead of thinking about you and how to resolve what we have here. Everything would end up pink and covered in streamers. “It will keep. Come now, did you not extend an invitation to me earlier? You wanted to make muffins as I recall. I’m not sure exactly, I think I was nibbling your ear at the time. Surely now is as good a time as any?”

The earth pony’s smile seemed ready to extend past the boundaries of her face. “I’d love that! Oh, thank you, Rarity! Everypony loves eating, but for some reason every time somepony helps me bake they freak out! Maybe it’s the musical numbers...”

Rarity chuckled knowingly. Her sister had relayed Apple Bloom’s tale of Pinkie seemingly appearing in multiple places simultaneously. She wasn’t certain whether it was just the imagination of a filly or another one of Pinkie’s many eccentricities. Ooooh. Imagine making love to two of her...

She shook the thought off; there would be other opportunities for that. Right now she needed more time alone with Pinkie, time to plan something else. Time to find out how she-

“Rarity...”

She turned to Pinkie with a smile. “Yes, love?”

Pinkie was tapping her forehooves together uneasily. “I really really really appreciate that you want to help me. You have no idea how special that is.” She sighed heavily. “But you can’t. Rarity has Rarity things to do. You’ll get upset if you miss your deadline. You can spend time with me later.”

“But, but... Rarity wanted... I mean I wanted to help you bake...”

Pinkie shook her head sadly. “No buts. I’m not going anywhere, but those dresses won’t make themselves. There will be time for games again, if you still want to play.”

Rarity stopped herself, barely, from shouting. Is that what this was, what I was, to you? Her whole posture stiffened. Of course, she had no reason to lie about how she felt. S-she doesn’t... It was just to make me happy. Buck up, Rarity, don’t let her down. You can have a nice cry on your bed later. “Of course, games. I would love to come visit you again. But for now, I must go.”

She walked to the mare and hugged her, trying her best not to appear clingy. “Thank you, you’ve helped me so much today.”

Pinkie stiffened slightly, then melted into the embrace. “N-No problemo! That’s what Pinkie does!”

Rarity nodded, and leaned in to kiss Pinkie on the lips. It was affectionate, but not passionate; not a promise of things to come, but a kiss of thanks... and of farewell. “Goodbye, love.”

Rarity strode out of the bakery door, stopping only briefly to look back at her friend. On her way through the streets of Ponyville she paused, looking at the fabric shop, then shook her head. It will keep. The very picture of poise, she made it all the way back to her bedroom, and even managed to close the door, before having a very, very long cry indeed.

The next few days passed largely without incident. Rarity was in full work mode, trying to ignore the way her heart wailed in her chest. At night, when she could sleep, she dreamed of what could have been - the two of them dressed to the nines, attending parties at Canterlot. Pinkie was the consummate gentlemare at these affairs, and in return Rarity let her hair down for her at night. Days spent at the opera, nights dancing wildly to heart-pounding rhythms next to that pink, whirling dervish of unbridled energy. But when she woke, save for her cat who seemed oddly loving of late, and her sister who frequently came to visit, she was always alone.

She commenced this particular morning as she had the last three: trying to find a smile that did not look fake. She owed that to her friend. Let her believe she had succeeded. And, in a way, Pinkie had succeeded. Rarity now knew the rapture she could give herself, and frequently had given herself since being taught how.

She could hardly be blamed for pretending the hooves touching her were pink, with just the slightest aroma of dough and frosting, could she? But while going through the motions did give her release, the whole thing just felt emotionally hollow. She could never bring herself to the sheer heights that Pinkie had shown her. More than once she had considered taking Pinkie up on her offer to ‘play’, but she decided against it each time. It had been easier to remain somewhat aloof while pleasuring Pinkie in the bath; were she to try now...

“Please, I want you, you fluffy bouncy bundle of happiness! Come with me to my home and spend my life with me. I love you! Please tell me you feel the same. Lie to me if you must, but tell me before I go mad!”

Hardly fair to Pinkie.

She briefly eyed her kitchen, in passing as it were. Every time she considered breakfast she thought of her time with Pinkie. Rarity felt her heart leap, only to have her head remind her that Pinkie might mistake it for her coming over to ‘play’ again. Would that be so horrible? I could be intimate with her without the need for her to return my feelings. Am I some lovesick foal, unable to have fun with my friend?

Yes, I will march over there, and I will... have casual sex... with the mare I love... She dropped down on her chaise longue in despair. I am just some lovesick foal! I simply cannot do it!

So what’s the alternative? Become a literal hermit? Avoid her long enough and she will come calling, wondering what she did wrong. The sad truth is she did everything right! But you, you selfish foal, you want more.

Rarity was about to argue further with the voice in her head, but her sanity was saved by a knock on the door. She pulled herself up off of the chaise longue, trying to make herself presentable. Wouldn’t do to let a customer see me crying. Taking a deep breath and plastering something resembling a smile on her face, she opened the door.

Pinkie was there, with a tray full of muffins and a thermos of coffee perched on her back. She shot Rarity a tired grin. "Good morning! I haven't seen you stop by for breakfast in the last few days, so I thought I would bring the bakery to you! But then Mrs. Cake gave me these and told me I had to stop trying to stuff the oven into my mane." She shrugged her shoulders. “So, um, here I am! C-can I come in?”

Rarity did not answer at first, being too busy holding herself back from lunging at Pinkie and covering her with kisses. The first genuine smile she had felt in three days lit up her face. She felt a sudden urge to sing. She could practically taste the rising tide of emotions flooding her mind with warm and fuzzy feelings. “Please! Come in lo—Pinkie.”

Pinkie’s smile faltered for half a second before reasserting itself firmly on her face. “Thanks...”

She led Pinkie to her kitchen, whisking the tray from her back and placing it on the table. Rarity began to pull out a chair, only to find that Pinkie had already done so for her. She nodded courteously and sat down.

“So... h-how have you been—"

“I brought some blueberry... some razzleberry, and some chocolate with chocolate chips.”

Rarity tried not to take offense at the interruption; she was just trying to make small talk to cover the silence descending over the room. “I-I really shouldn’t—"

“Chocolate it is!”

Rarity blushed furiously. Trust Pinkie to be aware of not only everypony’s birthday, but of her shameful addiction to dark chocolate as well. “Thank you.”

They ate in silence for a time, Rarity growing more and more concerned for her friend. The normal, energetic bounciness she exuded was strangely muted. Come to think of it, everything about her seemed muted. It wasn’t the ashen grey they had all experienced during Discord’s escape, but certainly similar. Her coat seemed less vibrantly pink and her mane was straight again.

How is that happening? How does one go from a mass of curls to flat and... luxuriously flowing? Does it always have to be one or the other? She fought a sudden urge to fetch her styling gel; though Pinkie’s mane seemed to reflect her mood, she doubted the reverse would apply. Rarity still wasn’t certain how somepony’s mane could be affected by their state of mind, but she was certain that something was wrong with Pinkie.

Her suspicions were confirmed moments later as her friend slumped forward, banging her head on the table. “Pinkie!” She got up from her seat to examine her friend, who was rubbing her forehead with a hoof.

Pinkie chuckled nervously. “Owie! Sorry, I’m a little tired.”

Rarity clucked her tongue in disapproval. “Darling, when did you get to bed?”

“Wednesday, no wait Tuesday... I know I went to bed on Monday, at least I think so... I dunno. It’s been kind of a blur. It’s not the bed so much, it’s the sleeping...”

Rarity worriedly held a hoof to her friend’s forehead. “Are you ill, love? Should I take you to the hospital?”

Pinkie smiled that same tired smile again, the words out of her mouth more than just a little slurred. "Ih'm not sick... Well, maybe a liddle shick, but I don—"

Her eyes had fallen shut. Before Rarity could blink once, she was snoring. Rarity stared down at her friend and frowned in worry. She picked the earth pony up in her aura and carried her upstairs to the bedroom. Upon reaching the bed she carefully slid her friend under the covers, taking care not to wrinkle the sheets as she did so, of course. Seeing Pinkie settled, she hesitated for a moment before stroking her forehead with a hoof, then walking quietly back downstairs. Mrs. Cake will need to be informed. I hope it’s nothing serious!

Mrs. Cake was not pleased to see her. “Please tell me you two made up... I don’t know what you fought about but she’s been a wreck!”

Rarity was quite confused. She hadn’t been sure of what to expect, but having Mrs. Cake upset with her hadn’t been one of the possibilities she’d considered. “Made up? I wasn’t aware of a need! She’s done nothing wrong...”

“Well, would you mind telling her that? She’s been like the trotting dead! Three nights straight, for Celestia’s sake. I’ve tried to get her to tell me what’s wrong but she won’t say.”

Rarity was growing more concerned by the moment. What have you done, you selfish thing? You couldn’t have talked to her? What must she think? “Wait... she hasn’t slept? In three days?”

Mrs. Cake nodded sadly. “We’re not sure what’s wrong with the poor dear. The twins are easier to get to sleep right now. I caught her snoring up a storm o’bubbles in the cake batter and told her she needed to take a break and get some rest.”

“Did she?”

Mrs. Cake shook her head. “She seemed intent on going to see you instead. The first thing she said when I woke her up was your name. I asked her why and she told me she'd done something bad and made you mad at her. After I made her put down the oven I whipped her up a tray of muffins and sent her to you to settle things.”

“She passed out at my kitchen table! We were eating muffins...”

A worried frown again clouded Mrs. Cake’s normally jovial features. “What did you do with her? Is she all right?”

“I put her to bed,and she was sleeping last I saw her.”

Mrs. Cake clopped her forehooves together. “Oh that’s wonderful! I hate to impose, but if she can sleep there, would you mind letting her? One more night and we were prepared to take her to the hospital to have her looked at. I-I know she’s not really my daughter, but she’s been working for us since she came to Ponyville, and I get worried about her you see...”

Rarity nodded distractedly. “Of course, I will take good care of her. Thank you for putting my mind at ease; if she’s just tired I will let her rest. I’m terribly sorry to have troubled you.”

Rarity spent her walk back to the Boutique fretting. She had done this. Pinkie had only meant to help her and had been repaid with avoidance. Idiot! Foal! You’ve seen how she reacts when she thinks her friends don’t like her! You could have at least thanked her for trying to help. But no, you were too busy feeling sorry for yourself!

When she got home she was rather nonplussed to find the majority of her furnishings overturned. A quick search of the Boutique revealed Pinkie peeking into the cupboard under her kitchen sink. “Pinkie Pie!”

Pinkie jerked up hurriedly, banging her head on the edge of the counter. “Owie!”

Rarity rushed to her, examining the bump. Upon ascertaining it was nothing serious, she helped her up and looked her over carefully. “Darling, why aren’t you asleep?”

Pinkie hugged her tightly, causing her body to stiffen slightly, before she melted into the embrace.

“I’m sorry! I fell asleep and I woke up and you were gone! I couldn’t find you anywhere!”

Rarity reached up and smoothed the flowing pink mane. “Shhhh, it’s all right, love. I went to Sugarcube Corner to inform Mrs. Cake you were napping here. You’re going to get some rest now, do you hear me?”

The only response she received was the feeling of something wet hitting her shoulder. Is she... crying? A loud snore came from behind her. She pulled her friend back in front of her with her hooves. Pinkie had been drooling on her shoulder. You poor dear, you really are exhausted. She gently lifted Pinkie in her magic and took her back to the bedroom. Getting ready to tuck her back in, she noted that the bed looked pristine, save for the perfectly Pinkie-shaped budge in the covers. How... right, she’s Pinkie Pie. She shook her head, pulled the covers back just as carefully, lay her friend down on the mattress and gently pulled the sheets back over Pinkie.

She briefly considered leaving to make breakfast, but decided against it, instead lying down next to Pinkie. Once again, she was struck by how as simple a thing as seeing her friend at rest enraptured her heart. It was like watching time stand still. Pinkie’s eyes fluttered for a moment, making Rarity yelp when her friend reached out and snatched her, wrapping pink hooves around her back and nuzzling into her fur like she was the world’s softest cuddly toy.

Rarity let herself be held for a time, until Pinkie finally rolled back over. She continued to lie there, watching her friend’s chest rise and fall, but soon became somewhat alarmed when she heard her friend’s voice. Pinkie was muttering something. “Pinkie?”

“Huzzahwha?”

Rarity clamped her mouth shut, not wanting to wake her friend. “Shhhh, sleep now, it’s all right.”

Pinkie giggled softly. “—kay marshmallow...”

Rarity looked at Pinkie incredulously. “Marshmallow?”

Pinkie smacked her lips. “Sorry, ate your sisters...”

“What?!”

“Shouldn’t have gone skinny-dipping in my cocoa...”

She’s talking in her sleep... Rarity’s mind raced; this might be her chance! Very carefully, she leaned in. “Pinkie, how do you feel about your friends?”

Pinkie frowned, but then cracked a smile. “Love my friends...”

Rarity’s heart leapt, first in excitement, then confusion. “Is there one you like a lot?”

The earth pony shifted a little restlessly. “Rocky is nice.”

Rocky? Who in Equestria is that? “What about your female friends?”

“Madame Le Flour? I like her a bunch.”

The fashionista was growing a bit frustrated. “What about Rarity?”

Pinkie cringed in response. “... hurt her feelings... hates me.”

Oh, I never meant—You are a real piece of work, aren’t you Rarity? Look at the state you’ve left her in! She leaned in closer and embraced Pinkie. “No! She doesn’t hate you, I promise you that.”

The earth pony relaxed. "...throw her a thank-you party..."

Rarity chuckled softly. "If you must dear..."

"Maybe we can sing..."

“Would you like that?”

“...sings when she’s happy...”

Rarity started at that, it reminded her of an odd thing her friend had said.

"But there are nights when you don’t sing, and I miss it... You didn’t sing last night, or the night before... I didn’t sleep very well..."

You poor dear. You’ve been up for three days waiting to hear me sing...

She snuggled closer to Pinkie, and sang her a lullaby, the same one she used to sing to Sweetie Belle when she was staying over at night.

Pinkie sighed happily and drifted into a deeper sleep.

When she was certain the pink pony was slumbering soundly, Rarity went about the normal business of her day. It gave her time to think, and to plan. While she was still uncertain whether or not Pinkie loved her, there definitely seemed to be a strong emotional attachment there. While that was not definitively love, it was a start. It was enough that Rarity was now prepared to take a risk: she was going to ask her friend on a date.

But first things first. Pinkie was under the impression that she had done something wrong—that had to be rectified.

Unfortunately, the later it became the more she wondered when Pinkie would wake up. She yawned quietly. Every time Rarity checked on her she was still sleeping soundly. Finally, as nighttime was well and firmly established, she climbed into bed next to her. The unconscious mare again reached out for Rarity, and this time she welcomed the embrace. Her last thought before falling asleep was to wonder what her friend would like for breakfast.

She woke the following morning to find her bed empty again. The oddness of yesterday’s events led her to briefly wonder if she had dreamed the whole thing, but the slight scent of vanilla and flour left on the sheets told another story. Of course, that could also be coming from her kitchen.... She’s baking? I don’t have the ingredients to make anything beyond casserole and salad right now, do I?

She made her way downstairs carefully; the last time she had rushed down them too quickly had been a painful experience. I can be at least reasonably certain that Pinkie will not set fire to anything.

Her friend was merrily juggling several carrots, a knife clutched in her mouth. Some quick head jerks sent diced carrots into a mixing bowl filled with pancake batter. Her tail was occupied flipping a skillet, and one hind leg was inexplicably operating a mixer.

Seeing her up, Pinkie smiled around the knife. “Goof nornin!”

“G-good morning, love. Maybe I could help you with some of that?” Rarity took the mixer from Pinkie, who nodded appreciatively. She briefly considered asking her how long she had been up, but realized it was somewhat pointless while the baker was dicing carrots. So, instead, she busied herself assisting in the making of breakfast.

In relatively no time they had a fine stack of carrot pancakes in front of them, with a side of toast and jam. Pinkie was essentially diving into her meal, while Rarity daintily picked at hers. She finally set her fork down and addressed the elephant in the room. “Pinkie,” she said suddenly. “I need to talk to you about what happened a few days ago.”

Pinkie stopped eating mid-bite, swallowing her food hastily. She stared at her plate, not looking Rarity in the eyes. “I’m sorry! I’m sorry, don’t ha—”

Rarity reached across the table, putting a hoof on Pinkie’s shoulder. Pinkie looked up at the touch. “No, I am sorry. And I don’t hate you; I would never hate you!”

The earth pony looked at her, half in hope, half in disbelief. “Really?”

Rarity sighed heavily, ashamed at what she had done to her friend. “Really. It was rather selfish of me; all I can say is that I was confused. You made me feel things I’d never expected to feel. I needed some time to sort it out.”

Pinkie took a moment to process that. “You didn’t come back,” she said finally, with just a hint of confusion. “ I thought you might, the next morning. Then at night, I could hear you working... but, but you never... I thought I made you sad all over again. I couldn’t sleep.”

The fashionista nodded solemnly. “I know. Mrs. Cake told me. You do not have to feel the least bit guilty, love. I enjoyed every moment we spent together that day. I am sorry I was so confused afterwards. Even if I was upset, we would never stop being friends. So please, set your mind at ease.” She stroked Pinkie’s cheek affectionately. ”If you’ll allow me, I’d like to make it up to you. You mentioned... “carry okey”?”

Pinkie’s eyes began to tear up, but Rarity could tell these were tears of happiness. With a loud -pomf- Pinkie's mane resumed it's normal mass of bright pink curls. “Y-you want to sing with me?”

Rarity nodded. “I want to spend some time with you, if you don’t mind. Get to know you more. I realize this may not have been your intention, but I feel my time with you opened my eyes a bit. I’d like to explore those feelings with you. I won’t hold it against you if you don’t want—”

Seeing Pinkie’s eyes glaze over, she huffed in irritation. Just ask her, you silly mare. “Sorry, what I mean is, I’d like to go out with you. Is it a date?”

Pinkie’s eyes widened at first, then narrowed in confusion, before she brightened again. “Oh, that was a lot of words to ask me to go play with you!”

Rarity shook her head. “No love, no playing. Well, not the type we did anyway. I want to go out, take you somewhere and have some fun.”

Her friend looked confused again. She seemed to be having a conversation in her head, and for some reason looked down between her own legs in consternation. "Oh. Okay!"

Rarity clapped her forehooves together in excitement, squealing just a bit. “Oh, thank you, love! I can’t wait! Now, when do such places open? Is it a daytime or nighttime thing? Does the singing happen on a stage or a private room? How does one usually dress?”

Pinkie shrugged. "Where did you want to go? Some places have a stage, most have private rooms though. Oh, and if you could wear something funny, that would make everything better!"

"What about the one with... the nachos? You seemed fairly insistent on it."

"Nachos? I love nachos! Can we go to that one? Oh please, oh please, oh please!"

“Of course, darling! That’s the whole point, we’ll go someplace we both enjoy, and have a good time. Haven’t you ever dated before?”

“Well sure I have, every week!”

Rarity started, taken aback. “I had no idea you were so experienced. That will make this much easier.”

Pinkie nodded happily. “Yeppers! I’ll show you how things work, you’re gonna love it!”

Rarity smiled with her new marefriend. Yes, I think I will!

Rarity arrived at the establishment dressed in a slinky black evening dress. She had fretted all afternoon about her choice of attire, but finally decided that dating was dating, regardless of the sex of the pony who was being dated.

Pinkie galloped up to her, waving wildly while running on three hooves. “Heya!”

Rarity embraced her warmly. “How are you, love?”

"I'm so excited!" Pinkie gushed. "I always wanted to try a duet with you ever since I first heard you sing—" she bounced rapidly, becoming a blur until Rarity cleared her throat, "—but I didn't want to bother you since you're always sooo busy, and ponies always say that I'm a little over-energetic—" she stopped bouncing and fell into step beside Rarity, "—but to me it seems like they're all just standing still and— Do you still want nachos?"

Rarity breathed a sigh of relief; another moment of that and she would have been forced to nibble on Pinkie’s ears again. Bit awkward in public. “That would be lovely.”

Pinkie stood up, taking the door knob in her teeth, pulling it open. She gestured for Rarity to go inside. “Affa yoo milashy!”

Rarity nodded graciously. Entering the building, she was hit with a wall of sound. The atonal warbling of drunken lyrics being sung by those who never should have attempted them assaulted her, making her ears clamp down to her head in defense. Oh... who would commit such a crime against... She looked up to the stage, rather unsurprised to discover the culprit was Berry Shine. Or Berry Punch, as she was nicknamed after that infamous little scene she made at Sugarcube Corner. Well, who am I to judge somepony for getting a bit intoxicated at a bar? “Pinkie?” She had to raise her voice to make herself heard. “I think a private booth, please?”

Pinkie was already at the front counter, getting a set of keys for their booth. She swung them back and forth, making them rattle against each other. It was rather silly. It also led Rarity to mental images she could not act on in public.

Rarity was rather pleased at what she found when they entered their allotted booth. It was not a small room, quite generous in size frankly. To one side of the room was a large couch, and in the center on a small stage stood a cabinet, a song catalog and a keypad. Pinkie gestured to the machine. “There’s a big list of songs in here. You just pick the one you want, push the buttons, and the song is played with lyrics up on the screen!”

“I see...” Rarity nodded appreciatively at the explanation. “Why don’t you pick something to sing first, love? I want to see how it all works.”

Pinkie pored over the catalogue for moment. “Okey dokey!”

A familiar refrain began to play. Wait... that can’t be.

♫“My name is Pinkie Pie—" Pinkie waved.
“And I am here to say”♫

Of course it is. She comes here all the time.

♫“I'm gonna make you smile
And I will brighten up your day.
It doesn't matter now
If you are sad or blue
‘Cause cheering up my friend
Is just what Pinkie's here to do!”♫

Not quite following the lyrics on the screen... Still... I believe I can follow. She floated a microphone from the stage down to her, and joined in the for the chorus.

♫“‘Cause I love to see you smile, smile, smile!
Yes I do!
It fills my heart with sunshine all the while!
Yes it does!
‘Cause all I really need's a smile, smile, smile
From this special friend of mine!”♫

Pinkie smiled as Rarity joined in, letting her take the next verse.

♫“I love to see you grin,
I love to see you beam.
The corners of your mouth turned up
has always been my dream.♫

♫“But when you are quite worried,
And your mane falls to the floor,
I’ll come and kiss those tears away
To bring you back to me once more!”♫

♫“Because I love to make you grin, grin, grin!
Yes I do!
Let me see it light your face!
Let it begin!
Just give me a joyful grin, grin, grin!
And it brightens up my day!”♫

She gestured for Pinkie to take the next verse.

♫“It's true some days are dark and lonely,
And when you feel sad,
Your Pinkie will be there to
Show you that it isn't all bad!♫

♫“There’s one thing that makes me happy,
That makes my whole life worthwhile!
And that's when I talk to my friend and get her to smile!♫

♫“I really am so happy-”♫

Darling, why did that make you sniffle just now? What’s wrong?

♫“Your smile fills me with glee.
I give a smile, I get your smile
And it's so special to me.”♫

Rarity joined in for the final chorus.

♫“Cause I love to see you beam, beam, beam!
Yes I do!
Tell me what more can I say to make you see,
That I do!?
It makes me happy when you beam, beam, beam!
Yes it always makes my day!”♫

They sang the final refrain to each other.

♫“Come on special pony,
Smile, smile, smile.
Fill my heart up with sunshine,
Sunshine!
All I really need's a smile, smile, smile
From this special friend of mine!
Come on special pony,
Smile, smile, smile.
Fill my heart up with sunshine,
Sunshine!
All I really need's a smile, smile, smile
From this special friend of mine!
Yes the perfect gift for me
Is a smile as wide as a mile
To make me happy as can be!
Smile, smile...
Smile, smile...
...Smile...
Come on and smile...
Come on and...”♫

Rarity couldn’t help but note that Pinkie’s enthusiasm had dropped as the song ended. Her voice barely registered on the last words. She turned to her in confusion, only to see that Pinkie was attempting to hold back tears... “Darling, why are you crying?”

Pinkie did not answer right away. “Sorry, I didn’t mean to.”

“Was it the song choice? I took a bit of liberty with the lyrics...”

“No... it was great, you sang it really well. Thank you.”

“Would you care to sing another duet?”

“No, I don’t think I want to sing anymore.”

“But why? I thought you loved to sing?”

“Your singing... it was pretty. But it makes me... sorry. Nevermind.”

Rarity embraced her in concern. “Darling, enough of this. I meant what I said; if you are upset, I want to help you.”

Pinkie shook her head sadly. “I don’t want to talk about it anymore.”

Rarity looked at her in worry, but did not press her. “Would it trouble you to just sit with me for a time then?”

Pinkie shook her head, then nodded, then looked confused. “Um, no, it doesn’t bother me, but yes, I want to sit with you?”

The fashionista sat down and gestured for Pinkie to follow suit. When they were together on the bench she wrapped one of her hooves around Pinkie’s shoulder and closed in for a kiss. A few moment later they broke it, breathing heavily. “Aha, there’s a little hint of that smile I love.”

Pinkie’s face fell a little. “I-I don’t want to make you worry. Sorry...”

Rarity kissed her on the cheek. “You don’t have to share everything that is bothering you, love. I plan this to be the first of many dates. We’ll have more time to discuss our hopes and fears. What are marefriends for, if not to help each other through life’s troubles?”

Pinkie looked at her incredulously. “Um... you meant friend, right?”

Rarity blanched. Oh dear, did I use the wrong word? “Ah, of course, friends. I am sorry, I’m not certain of the terminology. When two mares are going out they are still friends then?”

“Going out?”

Rarity nodded patiently, even if she was a bit bemused. “Dating?”

Pinkie’s confusion was only growing more prominent.

“In a relationship,” Rarity said doubtfully, ”seeing each other?”

“Y-you mean—"

“Um... yes. This is a date. That is the activity we are currently engaged in, correct?”

Pinkie blinked several times. “Um...”

Rarity smiled in exasperation. “Darling, I don’t know how else to say it! Is there some special way of describing it when two mares spend time together? I’m completely new to this.”

Pinkie backed away slowly. “No, no no no... Don’t say that. You can’t mean that!”

“Darling?”

“Rarity likes stallions, not Pinkies!” Pinkie looked panicked. “Did I break you?”

“Pinkie!”

The earth pony froze.

Rarity closed the distance and embraced her. “Please, I don’t understand. Why are you upset? Can you please tell me what is bothering you?”

Pinkie’s eyes were wide open, her mouth agape. “...” She worked her mouth fruitlessly, trying to get the words out, but nothing would come. “I love—" She grunted in frustration. Taking several breaths, she tried again. “I love you!”

Rarity nodded patiently. “Yes, darling, I love you too.”

Pinkie’s eyes bugged out of her head. “B-but you’re not supposed to!”

Now it was Rarity’s turn to be confused. “I thought... Isn’t that the whole point? I love you, you love me, we date? Is it truly so different when two mares are involved?”

Pinkie, meanwhile, seemed to be busy trying to set some sort of record for lung inflation. She was trying to get something off her chest, but her brain seemed to be trying to force all of the words into her mouth at once.

Rarity looked her in the eyes, which were still darting wildly. “Darling, calm down. I’m not going anywhere. Just take a breath—” Pinkie began to re-inflate her lungs to maximum capacity. “—let’s try a smaller breath, love. There we go. Now, tell me what has you upset.”

Pinkie began slowly, but her words started spilling out faster and faster as she went. Still, for Pinkie, she was showing remarkable restraint. “Okay, imagine you are a Pinkie Pie. You have a friend that you like, actually you have lots of friends you like. But one you really, really, really like. But you’re just a Pinkie Pie, and she’s a Rarity. She likes stallions, that's all she ever talks about. It’s like Derpy with her muffins, all Rarity wants to talk about is stallions. So you keep that to yourself. But then, one day, she comes to you. She’s unhappy, and when you tell her how she might be able to feel better, she tells you she never does that. Not only that, she tells you she feels ashamed to even try. When she tells you why it makes you so sad, because you... well you had something like that happen too.”

Rarity nodded, “With you so far, darling.”

“Now you have a problem, because you’re still just a Pinkie Pie, and she’s still Rarity! So you take a risk, a big risk, like that-first-time-you-threw-a-party big: you offer to help her. You know this is going to be hard, because it means being close to the pony that you are trying not to upset with your little Pinkie Pie feelings. And you’re worried, because you like her, but you don’t want to bother her with that, you just want to help. But she agrees!“

Pinkie choked back a sob and blinked furiously, as if trying to make sure she wasn’t simply dreaming.

“That's like... like seeing all your friends laughing at the same time! She seems happy to do things with you, and then she wants to do more with you... Then she says words a Pinkie Pie only ever dreamed of hearing...no, not ‘Want to get some more muffins’, but something way, way, waaay more important than that... those words you'd never-ever in a million years thought she'd say... What should that Pinkie Pie do? I mean, I’m pretty sure I’m just dreaming but even my dreams didn’t act like this—”

Rarity moved more quickly than she thought she ever had in her life, practically tackling Pinkie to the floor and biting down on her ear until she squeaked.

When she finally did let go, she preemptively silenced Pinkie's barrage of questions by occupying her lips with other things, such as... say... a kiss.

"My love," she said after they finally separated, panting, "I think you should kiss and make love to your Rarity."

Rarity shed the dress slowly, feeling deliciously naked. It was flung over the couch rather carelessly. Pinkie watched in disbelief while she disrobed. The unicorn wiggled her haunches in what she hoped was a seductive manner and grinned saucily. "In fact, I'm going to have to insist on it. Nopony else can have you now."

Pinkie looked up into Rarity’s eyes. “It’s really okay?”

Rarity bent down and kissed away each tear on her lover’s pink face, which was becoming steadily more reddish in hue. “It’s ‘okey dokey’.”

Pinkie squealed happily and hugged Rarity tightly to herself, kissing her in every spot she could reach.

Rarity kissed her back enthusiastically, unable to stop the sheer joy she felt at that moment from making her laugh. “Wait, wait! I didn’t mean here! Unless... Are these walls soundproofed?”

Pinkie nodded violently. “Mmmmhmmm!”

Rarity felt a thrill at the idea of making love to her here, in a place that was both public and private. Oh Celestia, am I becoming a closet exibitionist? “Um... does it have, is there some way to, to lock—”

Pinkie scrambled up and locked the door, then lay back down on the floor beside Rarity. “Anything else?”

Rarity nodded. “Um... perhaps a little mood music?”

“I got just the thing, a little Marevyn Gaye!”

♫-I need sexual healing-♫

Oh, that is nice. She gave Pinkie her best ‘bedroom eyes’. “Come here, love!”

She lay back on the floor, and then her world was pink. Her bouncy lover seemed to be everywhere.

Rarity was shortly made aware of the reason why a nip on her ears always affected Pinkie so: it felt absolutely wonderful. “Oh, you were right, the ears are nice!” There was no feeling of shame now, no confusion, only love and bliss with the one she adored. She started in surprise a little when Pinkie gave her a fond lick on her nose. Rarity, feeling adventurous, leaned forward and bit Pinkie just hard enough to dent the skin on her neck, eliciting a gasp from the pink pony.

“Rarity, you...”

Rarity bit her again, on the chest—just a small nip. “I’m afraid you’ll have to lead at first, love. I know so very little about this.” She smiled sweetly. ”Teach me, won’t you? Surely there is more than what you have shown me so far?”

Pinkie looked down at her with what her romance novels would have called ‘burning passion.’ “I-know-something-else-fuuun,” she sing-songed coyly, and reached into her mane, pulling out a brown bottle. Then she poured it all over Rarity’s chest and thighs.

Rarity looked down in confusion, then scooped just a bit up with a hoof and brought it to her mouth to taste. Chocolate syrup? “Pinkie! This is so sticky; it’s going to be impossible to get—”

She got no further. Pinkie was now licking every surface the chocolate was covering, her long, firm, dexterous tongue painstakingly cleaning up every trace of it.

Ooooh... never mind.

Pinkie continued licking up and down her pelt enthusiastically, and though a whiny little voice in the back of Rarity’s mind was lamenting the fact that she was now covered in messy chocolate (and saliva), and should really get to a bath as quickly as possible, other parts were saying something decidedly different. The experience was quite different from when Pinkie had pleasured her with a hoof... A dozen times better; a million times more sensual.

I wonder where she learned all of this...

The thought was inevitably pushed out of her mind as Pinkie arrived at her inner thighs.

Her world quietly folded in on itself, all sensation centering on something entirely unexpected. Pinkie was licking her... down there. “Pinkie... that’s... Oh, Celestia that’s my...” Now she really felt dirty. However, she also felt... loved.

Oh Pinkie, my love...

“Mmmm, I was right!” Pinkie concluded with a grin, licking her lips as she came up for air for a moment. “Chocolate goes great with marshmallows!”

Rarity looked down in distress, wondering only why she had stopped. “Darling, p-please keep going.. l-lick my... my...” She was left stammering, daunted by the vulgarity of the only word that seemed appropriate. ”Oh, I caaan’t!” she whimpered.

Pinkie flashed her a wicked grin “... your honey pot, your happy place?” Her voice dropped to a sensuous whisper, making Rarity shiver. “Your pussy?”

Rarity blushed a brilliant red. “Y-yes. Don’t make me beg, please, oh please!”

“Kinda sounds like you’re already begging, silly!” Pinkie giggled, before diving back between her thighs.

Oh, sweet sisters! It was inside her, and it was wriggling! “Oh? Oh! Oooooh...”

This is even better! Part of Rarity’s sanity was actually starting to panic a little. How can this be better? How does better even exist?

Pinkie’s tongue was stretching her in ways she’d never before experienced. Where external stimulation had proven to be a nice, slow way to build up her sensitivity and receptiveness, the thrusting wet tongue was pushing the unicorn to the brink so quickly that it was all she could do to hold on to Pinkie’s luxurious curls for dear life.

This was no gentle ascent; she was being catapulted, soaring through the air. There was a moment of freefall, and then... Oh, then! Well, the only thing she could think of to compare it to was watching the sky explode in brilliant colors when she was a filly, except now the sky was her.

She bucked her hips helplessly, pushing Pinkie’s snout deeper between her thighs. The movement of that exquisite tongue was slower now, allowing her to ride the high and gently ease back down to earth. Rarity moaned and thrust her sex into Pinkie’s muzzle again and again, until finally she could do no more, collapsing into a heap.

Pinkie scrambled up to her side and lay down next to her. Her muzzle was completely covered in chocolate—as well as another sticky mess, which Rarity was trying very hard not to let herself be bothered by right now. She turned over slightly and embraced her lover instead, kissing her full on the lips.

Before long their tongues were intertwined again; Rarity could taste the remnants of sweet chocolate and... Oh sisters, that’s my, my... The part of her brain capable of rational thought was relieved that the taste wasn’t too terrible—merely a bit pungent, perhaps. I do taste sweet. It’s not just the chocolate... But really, she didn’t care. She was kissing Pinkie, showers and dental hygiene could go to the moon for all she cared right at that point.

Far from being sated, Rarity felt invigorated. She rolled on top of Pinkie, keeping her muzzle firmly pressed against her lover’s, their tongues dancing merrily until she at last broke the kiss. “Well then, let me apply this lesson. Are you ready for my presentation?”

Pinkie nodded silently, her wide grin saying far more than words ever could.

Rarity started by peppering Pinkie’s chest with kisses as she slid downwards. Pinkie shivered and giggled as particularly ticklish areas were licked or kissed. Rarity was taking her time, learning to explore this wonder that had come into her life with only a wish to see her happy.

One definite advantage to this position is being able to see the look on her face when she...

Ahem, yes.

It seemed rather silly to hesitate to give thought or voice to those words, but she supposed the first step was going to be burying her muzzle in her friend to make her happy. There would be time afterwards to accustom herself to such words as... those.

Still, no rush, is there? Rarity grinned salaciously. She wanted to do more than just seduce Pinkie now. She wanted to experience her. Certainly there would be time to learn every little thing about pleasing her pink pony paramour. But she had the opportunity to get started right here and it would be horrible to let that go to waste, wouldn't it?

She resumed kissing her way downwards, noting every squirm and squeal as she did so. When she came to Pinkie’s nipples she hesitated, remembering that Pinkie had reacted negatively to her touching them last time. Wait... no, she didn’t say she didn’t like it. She said my hoof was cold. She regarded the nipple with trepidation, then gave it an experimental lick.

“Ooh!” Pinkie’s body jerked slightly.

Encouraged by her reaction, Rarity took the nipple in her muzzle and suckled. It was warm, and tasted of the flavors she had come to associate with her friend: sugar, vanilla and flour. The baker seemed to ooze those scents and flavors from her very pores.

“Rarity... what...” Pinkie squirmed and moaned from above her.

Rarity looked down at her own chest, which was currently resting between Pinkie’s legs. She found that it was damp, and a smell of feminine arousal was emanating from the dampness. Fascinated, she let her gaze drift down further and further... then jerked her head up as she realized what she was staring at. Goddesses... Is that what it looks like?

“R-Rarity?”

She looked up into the blue eyes of her lover. “You—" Pinkie gasped for a bit of air, “—okay?”

Rarity nodded firmly. “Doing fine, love. Sorry for making you wait.” And with that, Rarity gave her a lick along the outer cleft of her lover's flower. She was surprised by the taste; it was still sweet, but there was an overtone of something more bitter. Again she was taken by surprise at the look of it. She wasn’t aware there was a color more pink than Pinkie herself, but this was it. She reached forward with a hoof and spread one of the folds aside to reveal glistening inner depths, releasing a fresh waft of the clean and musky scent which Rarity was coming to appreciate and enjoy.

A soft moan from Pinkie above. “Rarity, I...”

Rarity ran her tongue along the inner folds and was rewarded with a whine of pleasure from Pinkie. She slowly developed a rhythm, licking up and down Pinkie’s insides. The earth pony jumped as Rarity’s nose bumped into a hard little button of flesh. Oh, there you are you little thing! It was hard, and covered by a small hood of skin. She pushed the hood back a little with her nose and licked at the more sensitive flesh that this uncovered.

Pinkie writhed above her. “Careful! Oh please! Carefuuuuu—" The word lost all coherence as another moan escaped.

Oh goodness, she warned me about overstimulation. Rarity eyed the button a moment, giving it a little kiss that made Pinkie buck her hips again. She resumed her up and down licking motion, occasionally giving a little attention to the button but mostly lapping along every inch of Pinkie to collect all of her delectable moisture. When she felt she could handle it, she moved closer and thrust her tongue inside the hot folds.

“Ahhh!”

Rarity grinned. Oh goddesses this is—this is fun! She thrust harder, trying to push her tongue inside as deeply she could. What she couldn't have foreseen was how hard it would be to get her tongue back; Pinkie's muscles clamped down on it like a vice and refused to let go. She idly wondered how that was possible. Perhaps she has never ‘been with' a stallion before? Well, she said she had dated, but she didn’t tell me what the sexes of her dates were. Dating mares exclusively would explain why she seems to know what she does. The display Pinkie was putting on was leaving her very heated again; she could feel herself dripping, and wanted badly to reach back there with a hoof.

Pinkie’s breathing was becoming more labored, and Rarity felt hooves pressing her head down and forcing her muzzle deeper into Pinkie’s sex. Pinkie’s insides, which had previously been merely tight, now seemed to ripple in an effort to milk the unicorn’s tongue. Rarity had been thrusting in and out, but now she found there was no retreating—if anything, her lover was drawing her further in.

“S-so close! Rarity! Rarity!”

Oh, now you shout my name! Rarity rolled her eyes in exasperation. She couldn’t move, but fortunately she didn’t have to, now did she? Her horn lit up and, using a little touch of magic, she tweaked Pinkie’s button gently.

“Rrrrrrraaaarrrrriiiittttyyyy!”

Slick moisture gushed over her muzzle as Pinkie’s insides quivered and spasmed with her release. Rarity was now able to remove her tongue at last, using her newfound freedom to gently lick Pinkie clean.

“Oh, Rarity...”

Rarity finished cleaning Pinkie as best as she was able, then licked the moisture from her own muzzle. She decided it was a taste she could quickly grow to like, and intended to procure many more occasions to develop said taste in the future. She languidly crawled up Pinkie’s body, lying down beside her and throwing a foreleg over her lover as if to lay claim to her. She ran her tongue all over Pinkie’s adorable, gasping face, whispering to her, “Was that good, love?”

“That... was the most super wonderful fantastic thing I have ever... I mean wow! I thought clopping was fun but this is loads better!” Pinkie was grinning happily, still panting heavily.

Rarity traced a hoof slowly across Pinkie’s chest. “So, was I... better than the other lovers you’ve been with?”

“Other lovers?”

“Well, yes! You said you date weekly!”

“Uhuh! You know that, Rarity,” Pinkie giggled, “we all bring our pets!”

“Wait wait... pets? You mean the play dates?”

“Yep!”

Rarity’s face scrunched up in confusion. “So you’ve never been with a mare before, either?”

“Nope!”

“But how... you knew exactly what would feel good...”

“Well, yeah! You know those all those magazines? Some of them have pictures! Last month was Fleur de Lis! Hot!”

Rarity blushed heavily.

Pinkie pulled a magazine out from her mane. “This one is my favorite.” She opened up the centerfold to reveal two pegasi on display. They were head to flank, their muzzles clearly deep inside each other’s sex.

Rarity was so enamoured with the salacious scene that she did not notice an important detail at first. The coloration was strikingly familiar, even the cutie marks seemed to scream out that she should know these models. But surely no one she knew—“Fluttershy and Rainbow Dash?!”

Pinkie nodded. “I tried asking Shy about it once. Her voice went all squeaky and Angel kicked me out. Dashie won’t talk either. But they look happy in the pictures, so I guess they had fun!”

“Oh... my...” Rarity tried to look away, but her eyes were inevitably drawn back to the page. She was still very aroused from watching Pinkie reach her peak, and seeing this image of two of her best friends in flagrante with each other left her even more so. “Pinkie...”

Pinkie fluttered her eyes playfully, apparently sensing Rarity’s mood. “Yes, Rarity?”

“Um...” Rarity’s eyes would not leave the page, her hoof involuntarily trailing down to her thighs. “Do you think we could try that?”

“I was hoping you’d ask, ‘cause it looks like fun! I’ve seen so much of this stuff and it’s soooo hot but you can’t do it without somepony else and the only pony I really wanted to try it with was you and you never seemed to be that way I mean not that there is anything wrong with being attracted to stallions my mom liked stallions obviously otherwise I wouldn’t be here muh muuf uh boof—" Rarity's lips had found their way back to Pinkie's and the rest of the party mare's sentence got lost somewhere in between.

“Darling ... I have a better use for that wonderful tongue of yours right now, if you wouldn’t mind?” Rarity gave her another little peck on the cheek for good measure. She gave the centerfold one last look, puzzling out the mechanics of it. “I think I would prefer to be on top, if that’s all right?”

No sooner had the words left her lips than Rarity found herself being lifted bodily, spun around, and gently lowered muzzle to haunch on top of Pinkie Pie. It had happened so quickly that she barely had time to let out a squeak of surprise. Said squeak turned into a moan as Pinkie began to enthusiastically tongue-bathe her.

Oh! Well, that did the— Her mind blanked as Pinkie briefly suckled on her clitoris, forcing a gasp from her lips. At this rate she will have me finish long before I can make her —Another gasp, this one turning into a low throaty moan of pleasure. I won’t lose! She desperately put her muzzle down between Pinkie’s thighs, licking at her still parted and very sensitive labia. She smiled to herself as her actions were rewarded with a slight slowing in Pinkie’s licking, accompanied by a little squeak. Then the licking resumed with even more gusto.

Trying desperately to keep up with Pinkie, Rarity gently nibbled her lover’s most sensitive part, loving the way she shuddered and squirmed underneath her. The unicorn could feel her own orgasm approaching very quickly, her thighs clenching involuntarily around her lover’s head. Goddesses, she is good at this! She could feel herself getting ever more wet from Pinkie’s efforts, even as Rarity’s own ministrations caused the pink pony’s privates to positively pour moisture in little rivulets from inside her folds. Despite her best intentions, it did look like Rarity was going to be the first to cross the finish line in this undeclared race.

And then it was over. Pinkie shoved her tongue deep inside her and that was the end. Rarity buried her muzzle into one of Pinkie’s thighs and screamed into her moist fur. She could feel her juices running down her own thighs, no doubt covering her lover in the process.

Rarity lay limp for a moment, trying to catch her breath. Well played, Pinkie. But now it’s your turn. With a flash her horn lit with magic as she grasped the nearest thing to them with the proper shape—the microphone. Levitating it over to herself, she brought the tapered end up level with Pinkie’s folds and eased it just inside her.

“Ooooooo!” The licking along her haunches paused, then resumed. Rarity shuddered anew before focusing on Pinkie again.

She was very gentle at first, mindful of how tight Pinkie had been around her tongue. Rarity used slow and shallow strokes, enough to stimulate without causing discomfort—though the idea of deflowering her marefriend tempted her and released a fresh trickle of moisture for Pinkie to lick clean. I’ll save that for more special occasion, perhaps, in a bed. With the right lighting... yes, by candlelight. I shall have to see where I could procure a... false stallionhood. With plan that in mind, she set the microphone aside and dove back in with her muzzle.

The hot breath against her labia was growing more labored, pleasing Rarity greatly... Actually, quite a bit... Oh Celestia, am I going to... again? She could feel another peak approaching, not quite as intense as the first or second but very pleasurable nonetheless. Goddesses, you are good, you wonderful pink prodigy! She desperately looked at the microphone again, but decided against it. Wait... Pinkie said unicorns normally use magic...

She tried to visualize what she would need, her aura forming and extending into a thin rod of force. It would probably be enough to provide some internal stimulation without stretching muscles which were surely unused to such motions. She slipped it in and thrust deep into Pinkie, bottoming out inside her.

That was all it took. Pinkie’s hips bucked upwards as she squealed into Rarity’s flower, the vibrations and stimulation from her warm breath in turn causing Rarity to reach her third orgasm.

They both went limp in exhaustion, tiredly licking each other as they came down from their respective highs. Finally, Rarity slumped off Pinkie onto the floor beside her, Pinkie snuggling up against her and holding her tight. Pinkie was uncharacteristically silent, content to cuddle close to Rarity and merely kiss her on occasion.

There was a knock on the door, followed by the jingling of keys in the lock. The door opened slightly, and the stallion attendant did not appear to process what he was seeing at first. “Ladies, your session ended a while back, so if you need more time I’ll have to ask you to come up front and sign in again—"

The earth pony who had given Pinkie the keys blushed heavily as his brain finally caught up. Although, looking down, Rarity could see where the blood had all gone.

Oh my...

“Um... just come to the counter when you’re ready...”

Rarity was trying to work up the energy to be embarrassed, but it just would not come. “We need to pay him double... and compensate him for a carpet cleaning... and a microphone, I suppose.”

Pinkie giggled, sitting up and licking her muzzle clean. “I dunno, I think maybe the show might make him give us a little discount.” She stretched and hummed to herself. “Hey! Do you still want nachos?”

Rarity lay back on the carpet, laughing weakly. “Yes, love, do get some. I’ll be here, on the floor, attempting to not root myself to it.”

Pinkie got up and went foraging, leaving Rarity to stare after her in wonder. She may be the death of me, but by Celestia, I shall die a happy mare.