Fluttershy had been walking with Rainbow Dash down Ponyville's clean, cobblestone roads. From here, they would move east through Whitetail Woods, where the "Running of the Leaves" would occur every Autumn, and continuing east, they would find Fable Peak.

Still in their hometown, the cyan mare looked towards her friend, who had been smiling for a while, entranced in her happy thoughts.

Rainbow Dash spoke, quietly so she wouldn't startle the mare. "Fluttershy?"

"Ah!" she was surprised anyways. "Oh... Sorry, what is it Rainbow Dash?"

The athletic pony shook her head and sighed. If Fluttershy was going to be this scared of her surroundings, maybe this excursion wouldn't be worth the trouble. Still though, there was some thought in her head, some feeling, some unearthly caress, guiding her to continue.

Rainbow Dash paused for a few seconds before replying to Fluttershy again. "Just wanted to know where this, "Fable Peak" is."

Her friend didn't seem to notice her delayed reply. "We're going east, into the Whitetail Woods, and if we just keep going east. Then we'll be at the mountain." she said.

"Oh right, I ran the Running of the Leaves in those woods with Applejack." Dash commented.

"I know..." Fluttershy quietly stated. She secretly wished that she was a bit more athletic. She had decent cardio strength, but still was an inadequate flyer because of her clumsiness in flight, and her fear of heights. The shy pegasus wished she could be more like her crush, and in some way, her idol, Rainbow Dash. Fluttershy sighed in defeat.

"Something wrong, Fluttershy?" Her friend sincerely asked, a troubled look on her face.

"Oh, it's nothing..." the withdrawn pony lied. It was something. Perhaps if she were braver, and stronger, Rainbow Dash would like her more. "I-I just wanted to know how you became so fast..." she asked.

Rainbow Dash lit up a smile. "Well that was easy! It just took a lot of training, and effort. Intervals, long-distance, I trained for all types of flying. After all, somepony's gotta' be the fastest flyer in all Equestria." she bragged.

The rainbow-maned pony didn't actually train that often though. She was brash in nature, and sometimes unorganized. Training didn't matter to her though, as long as there was nopony fast enough to challenge her. Fluttershy didn't notice the lie, too mesmerized in her words to realize that.

"Oh... I'll never be able to do that." Fluttershy looked to the ground, almost embarrassed at how athletic Rainbow Dash was in comparison to her. She frowned in defeat, and Rainbow noticed this.

"Don't worry. I'm sure you'll get better." Rainbow Dash mentioned. Seeing her friends sad always made her unhappy as well. Her smile faded as she slowly drifted into anguish. Something about Fluttershy being down got to her, moreso than her other friends.

In order to change the subject, she impulsively spoke. "Oh hey, the woods!" She lifted herself up into the air and pointed her right foreleg forwards. "Want to start flying now, Fluttershy?"

"Um... O-Okay." Fluttershy spoke softly. "Okay Rainbow Dash." She repeated, but louder.

Something about flying always made Fluttershy feel uneasy. This lack of control she always had is what convinced her to walk most of the time. Even when in danger she would only use her wings occasionally, like when she once ran away from a hydra in the Everfree Forest. She only really felt comfortable flying in Ponyville, where she felt warm and secure.

Slowly, the reserved pegasus spread her wings and started flapping them, gradually increasing speed as she raised herself from the ground. She looked happily towards Rainbow Dash, who smiled in return. It didn't take long for both to move at a comfortable pace.

"Having fun?" Rainbow Dash asked, noticing her friend's glee.

"Y-Yeah!" Fluttershy spoke, gliding along with her friend.

"Awesome." the cyan mare looked ahead again.

For minutes the two would fly through Whitetail Woods. Rainbow Dash keeping a pace which barely stressed her at all, with Fluttershy ignoring any fear or struggle that she had when flying. The trail in the woods would wind and turn slightly, hills appearing every once in a while. Fluttershy's view would alternate between her surroundings, and to the pegasus she loved.

The now elated pony looked towards her friend, and felt the pressure and bulk of the maple tree in front of her. She fell to the ground a few feet below her, and the strength she had been graced with a while ago had faded.

Rainbow Dash looked to her side, and then behind her as she heard a soft impact. Her eyes widened. "Fluttershy!" she called out.

"I..." Fluttershy attempted to speak, but instead began to cry.

The rainbow pony settled down to her hooves next to her hurt friend. "Fluttershy, you okay?"

"N-No..." she continued to cry.

"Fluttershy, we weren't flying that fast, it can't possibly hurt that much." Rainbow Dash spoke, but then felt a surge of guilt overcome her for saying that. It probably wouldn't bring that much pain to other ponies, but it did to Fluttershy. "Can you get up?" she asked.

Fluttershy sniffled as she held her hoof against the side of her face, which had made contact with the large she rested next to. "S-Sorry, Rainbow..." she whimpered.

"Yeah, that's okay." Rainbow Dash nudged Fluttershy with her hoof. "You gonna' get up?" she asked once again.

"Y-Yes." she said, holding back the rest of her tears from the soft impact with the tree. She slowly rose up to her hooves, swaying slightly as she stood in place.

"You really gotta' watch where you go." Rainbow Dash suggested. "What were you looking at that made you crash right here?" she asked.

Fluttershy's interest in Rainbow Dash hadn't been so strong before. Only in the past few weeks did she realize that she had to eventually let her feelings out. "Uh, just the..." Rather than continuing her sentenced, she just decided to squeak.

"Ugh, doesn't matter." Rainbow Dash rolled her eyes. "You're okay, right?"

"Y-Yeah." the timid pony replied, slowly walking down the trail again.

Rainbow Dash trotted to her side, and walked next to her friend. "It doesn't hurt, does it?"

"No, not really." Fluttershy said, but it was quite clear that she was in pain.

Her pegasus friend saw through the lie, but decided not to act on it, as to make sure Fluttershy didn't think of the pain as much. "Great, you'll be fine, don't worry about it."

Thinking of a way to get her mind off of the pain, Rainbow Dash changed the subject. "So... Did you hear that Twilight's modeling for Rarity at a fashion show in Manehattan?"

"Oh, yes. She told me." Fluttershy looked up to her crush. Apparently, changing the subject worked. "She seemed pretty happy about it."

"Yeah, of course she would be." Rainbow Dash said, grinning.

"But why? I didn't like modeling for Photo Finish..." she stated.

The athletic pony rolled her eyes. "Really Fluttershy? You don't know why that egghead wants to model for Rarity?"

"No... Why?" she asked again.

"She's totally into that flank." Rainbow Dash tilted her head back. "I've seen the way she looks at her."

"Rainbow Dash..." Fluttershy spoke. "Are you saying that Twilight likes Rarity?"

"No, not at all." she said sarcastically.

"Oh... Sorry." The modest pony apologized. "Do you think Rarity likes her back?" she asked.

Rainbow Dash thought for a moment. "Yeah, probably. She thinks she looks nice and always says that "Darling" stuff around her." She weakly imitated Rarity's voice momentarily.

The athlete chuckled. "I bet that bookworm's not smart enough to tell Rarity she likes her though."

Fluttershy thought about that, comparing it to her situation. Would she gain Rainbow's approval by asking her sooner? She disregarded her thoughts, she wouldn't tell Rainbow Dash soon. Not now at least.

The sportsmare changed the subject. "So... Fluttershy, how much of that mountain do we have to climb to find these flowers?"

"The very top." Fluttershy stated. "Sorry, Rainbow Dash, I hope I don't drag you back too much."

"Again Fluttershy, that doesn't matter to me. What matters, is that you get that flower which means so much to you." Rainbow Dash spoke.

It wasn't actually the flower that meant so much to her. It was the act of bringing it to Rainbow Dash. Of course the shy pony wouldn't actually tell her love that.

"Wait." Rainbow Dash interjected. "How do these flowers even grow at that height?"

"It's not known fully." Fluttershy spoke. "The book that I read in the library said there was a magical connection between Fable Peak and the living organisms there."

"Living organisms, that includes us, right?" Rainbow Dash asked curiously.

Fluttershy thought for a moment, and smiled. "Well maybe something magical will happen." A feeling of joy raced through her.

Rainbow Dash looked confused, not understanding what her friend meant. Fluttershy noticed this, but it didn't matter. That was all part of the magic.

The expanse of trees nearly to an end, as only a few plants separated the two ponies from the road, which would quickly lead them to the mountain. The great mountain, Fable Peak.

Yes, Fluttershy was certain that something magical would happen.

Next Chapter: Rainbow Blossom - Part 3 Estimated time remaining: 22 Minutes