Hey guys! Early update for you all, this time with more dialogue and introspection before we get into some more world building. We introduce a familiar character that some of you may know from the first 'My Best Friend.' Enjoy!

Also, I haven't been responding to comments as much as I normally do, and for that I apologize. I don't want to discourage other comments so expect me to respond and react when its called for again, like I fuggin' should!

If there was one place that Fredrick could find refuge at any hour of the night, it would be the chambers of Princess Luna, who resided just down the hall from him. Of course, this was not the only time he’d visit her, as the two would often have time together during the day ever since she opted for a schedule more in line with that of Princess Celestia. Regardless, her tendency to still be a night-owl made her the perfect pony to confide in when it came to late-night conversation and company. Often she would reciprocate and visit his room once in a while.

But her room was much larger than his, making it the more optimal location for their get-togethers.

So, there Fredrick lay on her enormous bed, arms folded behind his head as he gazed at the ceiling, which was masked by a rather realistic-looking spiral galaxy. Wearing a more casual t-shirt and shorts this time around, he quietly let his thoughts roam with impunity while his friend finished what she was doing. The dim-to-nonexistent lighting in the room, as Luna preferred it, was easy on the eyes and conducive to his mental ramblings.

Princess Luna, garbed in a casual, sky-blue sleeveless dress, sat at her desk and messily scribbled some notes down for her to revisit come the following day. Large bouts of silence between Fred and Luna were commonplace, and were always welcome, as a matter of fact. Fredrick considered Luna that one friend in which he could entrust his life with, but by the same token, could have just as good a time saying nothing as with speaking incessantly.

A strong friendship indeed.

Fredrick let his head fall to the right and look upon Luna still diligently working, catching a small glimpse of her powerful back and shoulders. He always had a thing for fit girls.

Jeez I’ve got good looking friends.

“Hey Luna?”

“Yes, Fredrick?” came her smooth reply without a hiccup in her momentum.

Her ethereal, midnight-blue, mane fluttered as majestically as ever about that familiar, nonexistent breeze… twinkling as if it was a true microcosm of the very night sky which she controlled. Fred had yet to run his hand through either hers or Celestia’s, but damn it he would at some point.

With exaggerated hopelessness, he simply asked:

“Where the hell do I go from here?”

Luna hummed softly before her equally soft, sweet reply came:

“Explain to me the issue, my dear?”

“Well, the shortest version of it is that I think I have a major crush on somepony… and I have no idea how the fuck I’m gonna go about it,” Fred reiterated.

Resting his eyes momentarily, he heard Luna delicately place her quill on her desk and giggle… giggle as if she was a high-school girl told a juicy bit of gossip.

She then pushed away from her workspace and swiveled around in her chair, revealing the soft features of her face. Opening his eyes and turning his head to face her, Fredrick noted the expert application of teal-blue eye-shadow to complement her identically teal eyes. The somewhat higher cheekbones of her face gave way to a slightly sharper chin than Celestia’s, but with a shorter muzzle. Her face—as blemish-less as her older sister’s—still always stunned him.

Fred found Luna incredibly gorgeous. He didn’t even wish to get started on the time she flipped her hair in its lifeless state.

She nearly had him at ‘fuuuuucking hell.’

“Is that so?” the Princess asked coyly, crossing one leg over the other and folding her arms under her chest.

This emphasized an already sizeable bust with modest cleavage to boot, and Fred was careful to only steal a single glance.

The left corner of Luna’s mouth turned up slightly, and she cocked her eyebrow. She then delivered her opinion on the matter smoothly and controlled:

“Of all the issues I felt you would face in your new home, I figured one of the last would be courting a mare. Your exotic nature already gives you, as you say, a leg up amongst the competition. Do elaborate.”

“Well, more specifically, she happens to be a lunar guard,” Fredrick revealed.

Luna tilted her head.

“Oh? Then perhaps I can be of assistance. Tell me more.”

Fredrick knew for a fact that Luna knew every guard in her force by name. How, he’d never know, but she would always talk about certain soldiers specifically as if the recollection was second nature to her. So, surely she’d know how to approach this.

“It’s Stella,” he said flatly.

Luna instantly hacked into her fist. After regaining her composure and clearing her throat, her level-headed, albeit rapid questioning of the obvious began.

“You fancy Stella Sabre?”

“Yes,” Fred replied with a resolute nod.

“The thestral?”

“Mhmm.”

“Your best friend?”

“Yup.”

“The one whom I just promoted to Lieutenant?”

“Oh yeah.”

“The batpony who could single-handedly convince an army to surrender with sheer force of lexicon?”

“That’s the one.”

“…Verily?”

“I know. Believe me, I know.”

Luna hummed thoughtfully, placing her hands behind her head and stretching her back and chest out as she undoubtedly formulated words of wisdom.

Again, Fredrick took little qualm with stealing a glance.

Uncrossing her legs, she leaned forward with another, final question.

“Tell me, Fredrick. Do you have a reinforced pelvis?”

The human blinked thrice.

“Ummm… no? That’s a weird question, why do you ask?”

Luna stood up and dismissively waved her hand at him.

“N-No reason, just an odd thought. At any rate, before we continue, would you like something to drink?” the Night Princess offered over her shoulder, sauntering over to her personal armoire.

She opened the doors to reveal a vast collection of wines, spirits, liquors, and pretty much anything Fredrick could ever want. Of course, he recognized none of the brand names so it would’ve been useless to say ‘Gray Goose martini’ or something of the sort. So, he opted for something easy.

“Uhhh, actually I’m not feeling alcohol. Got any soft drinks?”

Luna peered back into the bottled abyss.

“I have… lemon-lime, root beer—”

“Say no more, I’ll take a root beer please!”

The Princess nodded and produced a single bottle of Fred’s requested elixir. As for her, she hummed a gentle tune as she mixed herself a gin and tonic before rejoining her friend on the bed. There, the two sat on the edge, sipping their drinks in a small bout of silence while listening to the natural ambience of the outside, nocturnal world through Luna’s open balcony door.

After closing her eyes and taking a comforting sip, she exhaled and looked to Fredrick with a gentle smirk.

“So. You and Stella, hmm? Most unprecedented but after rationalizing it in my head for a few moments, I could see it working.”

Fred reoriented his body to face Luna more.

“Oh yeah?” he asked.

The alicorn nodded once.

“Yes. However, you will have your work cut out for you…” she began , then gestured to Fredrick with an open palm.

“She respects you, Fredrick. This I know for certain. There is a specific way in which anypony acts amongst their peers, as opposed to formal company. Stella often defies that prediction, as she has few qualms with treating friends with the same language she treats those she cares little for. In a way, that’s admirable.”

Fred averted his gaze slightly, considering her words. He then smirked sideways.

“Oh yeah? So what you’re saying… is that she hates everyone equally?”

Luna chuckled, applying some magic and rendering her mane lifeless and a lighter shade of blue. She ran her fingers through it to ensure order about her face and ears, and Fred could not help but notice how silky and smooth it appeared. He had to suppress an urge to grab a handful of it and see for himself.

Luna continued with the same, hybrid friendly-lecturing tone… and just a hint of a playful edge.

“I would not go so far as to say that, my dear human,” she said, blowing an errant lock of hair out of her face and itching the side of her muzzle momentarily.

She then sipped her drink again and lifted her right hand, palm up. Focusing some teal-colored magic with her horn (a concept Fred was still wrapping his head around) a plain, holographic silhouette representation of a batpony mare was birthed into existence above her palm. Fredrick reeled slightly at the materialization of the mysterious, magical thestral mare barely a foot tall, but still watched keenly… especially as the princess willed her creation to saunter in place.

Certain of having his attention, Luna continued with an almost prideful grin.

“Here stands a mare who was not born into a life of privilege, but nevertheless, came into a family with an extensive lineage of service to the crown. In fact, a distant relative of hers, also bearing the Sabre name, was a rather important pony in Equestrian military history,” she noted.

Fredrick observed that the hologram walked with the same charisma-laden amble, borderline sashay that Stella often employed.

“Huh… Stella’s told me some stuff about her personal life, and I’ve told her stuff in return. I figured she’d tell me more as we grew into a stronger friendship, or more,” he added with a more hopeful upturn of his voice on his last words.

“Worry not, I shall not divulge anything she would not wish anypony to know without her permission. I shall be quite vague,” Luna reassured him, then promptly continued.

“Here is a mare whose driving mission in life is to make a name for herself… to etch out a place in society that would make her—and her family—proud.”

The hologram ceased her walk and placed her right hand on her hip.

“She has little tolerance for the undisciplined, and her loyalty to her kin, and me, is unquestionable. She holds her head high and her virtues higher, but is not opposed to getting, as the young ones say, ‘down and dirty’ when the situation calls for it.”

The hologram faced Fredrick and crossed her arms, adopting an almost chiding stance.

Luna’s next words were laced with a noticeable increase in pride.

“This mare respects strength, perseverance, and has a fond spot for dark, vulgar humor… and is not above being, herself, the butt of the wit. She is a mare of impulsive spontaneity, yet one of order and meticulous precision. A mare with such contradictory traits would often confine themselves to insane asylums, but this one… this one finds solace in it. Her attitude feeds upon it and in so doing, has helped shape her into a certainly unorthodox and often much-too headstrong, yet dependable, rugged, and fierce catch of mare.”

To Fredrick’s surprise, the hologram held out her right hand and beckoned him towards her… to which he obliged, leaning in to be nearly at level with her.

Luna took this as her queue to move on.

“This, Fredrick, is a mare who has a deep respect for one who can find themselves in the darkest, most hopeless situations and claw their way into the light…” she began anew, then looked to him knowingly.

“…and create a new life for themselves. This mare is proud to stand by your side as your best friend, and would have it no other way. She wears that badge with honor.”

Her words sunk deeply into Fred’s head and permeated his thoughts as his eyes focused on the hologram, who struck several funny and often teasing poses. His face lit up (both from the light given off, and figuratively) when said hologram gave a single twirl and touched her ‘snout’ to his nose, as if nuzzling him.

“But…” Luna added. “Not all hope would be lost if you desire something more. She adores you for who you are. In our society, mares are more likely to make the initial move for more intimate relations than stallions. Use this to your advantage. Recall, Stella respects strength and tenacity. You clearly mesh well with her when it comes to humor, subtleties, and general personality; I’ve seen how you two interact.”

Fredrick flicked his eyes up at the lunar alicorn.

“You think so?” Fredrick asked. Extra reassurance never really hurt anyone.

“I know so,” Luna stated. “My advice is to simply go to her. Be yourself and naturally amble towards your goal. You may find that she may be more than open to what you seek.”

The hologram took her hand to her muzzle and appeared to giggle silently into it. She then blew Fredrick a kiss just before Luna cut off her magic.

And with that, the magical projection fizzled out of existence.

Fred sat back up with a much broader, more confident smile and overall complexion. He nodded to himself.

“Yeah… yeah okay!”

Luna raided her head imperiously.

“To conclude, do you truly fancy this mare, Stella? Are you absolutely sure about that?” she asked.

To Fredrick, this seemed like the most obvious question, and that Luna was just asking him for dramatic effect. But the lack of any jesting tone of voice from her actually sent him into a frenzy of thoughts. He was able to isolate a single one though, namely a certain foul-mouthed batpony mare. Attaching her face to the plain magical projection that Luna had shown him, his stomach reacted immediately in the form of butterflies. Next were his lips which forced him to smile at the mere idea of Stella’s face.

Her face, her body, her personality… all combined to form quite literally the greatest mare in existence, in his mind. The amount of vulgar moments and words exchanged between them with glee only added to the heat that was quickly diffusing through his body, further made noticeable through the gentle night air entering from outside.

That, and she was really the first real friend that readily accepted him in this new world. That counted for a lot.

Fredrick huffed with an impressed smile.

I guess I have my answer!

“Yeah. I really, really do. I just don’t want things to devolve should she say no, though.”

Luna, herself, grinned that knowing grin at Fredrick.

“I would not worry about that. Stella’s character dictates that she would not fault you for your eventual proposition. Should she say ‘no,’ it would just be that at face value. In the end, I believe my time for advising is done… and your time for action begins. When shall you see her next?” she asked, facing her body to Fredrick and leaning forward.

“She’s getting settled in right now in her new Lieutenant role, so probably in a week or so she’ll have some time, she said.” Fred replied.

Luna’s face adopted a rather coy expression as she further leaned forward. Again, Fred called upon self-control to not attempt a down-shirt.

“If you are not completely certain, why don’t you find her and ask her? Take initiative, you fool! I’ll have you know that she takes a very hands-on approach when working with subordinates. You’ll find her in four days’ time on the Castle Proving Grounds at night starting at exactly twenty-two hundred hours,” she hinted, then fluttered her eyelashes and exaggerated her toothy grin.

Fredrick smiled back comfortably.

“I guess I’ll mark it on my calendar.”

Luna held her arms open, and Fred accepted the gesture instantly, throwing his hands around her. The two embraced each other eagerly and tightly.

“Very good. I wish you the best of luck,” Luna spoke softly in his ear.

“Thanks again, Lu. Don’t know what I’d do without you,” Fred said in return, and he meant every word of that.

They separated and he figured it was his time to do some of the talking.

“So, how’ve you been? How’s governing the nation?” he asked.

It was Luna’s turn to sigh out and flop her back down on the bed with a bounce, arms splayed over her head.

“Ugh, Fredrick, what do I do with my life?”

The human looked down upon his prone friend and laughed, also flopping next to her, placing his arms behind his head.

“Tell me more.”

With Luna’s advice fresh in his mind, Fredrick threw on some casual clothes at around ten-thirty at night and set out from his room. Many deep breaths were had but he knew there would be nothing to worry about; it wasn’t like he was formally asking her out or anything. All he had planned was to just ask her when she was free to hang out… like they would normally ask one another. That’s it.

This was the first, pivotal step to lay the groundwork for his eventual plans.

Fredrick sported a noticeably bright smirk as he strutted with a purpose. Waving to the occasional maid or lunar guard that he knew, he kept making sure that his hair was parted to the left, the way which he felt it looked his best.

He then did a little bit of introspection when he caught himself ‘fixing’ his hair for the fifth time… and he hadn’t even left the castle!

Dude, fucking relax. You’re not taking her on a date, you’re just stopping by to say hi like you always do.

You were friends with majority women back on Earth, can you NOT sperg out?

…Okay. I’m good? I’m good.

The little pep talk was successful, and he continued onward, exiting out of the northern arch into the assembly area.

Thankfully, Luna had provided him with the most direct way to get to the Castle Proving Grounds, so he didn’t get lost and accidentally run into a live-fire exercise or something. Fred doubted that would happen, but his track record for luck since he was sent here by jacking off to anime tiddies wasn’t the most sterling on paper.

The Northern Courtyard was another sight to behold, with just a perimeter-encapsulated expanse of the most well-maintained grass he had ever seen in his life. Wind rippled through it, creating variable patterns of waves that he’d liken to the ocean, but much neater. Fred definitely had to stop and take in the scenery for a little while; Stella only showed him in passing, so he never really had an opportunity to admire its majesty.

There were still plenty of places he hadn’t explored in his meager six-month tenure here.

What Fred didn’t realize, however, was that upon crossing this seemingly barren ‘courtyard,’ there was a massive set of stairs that led down to the proving grounds: another vast expanse of more-variable topography. In his field of vision, Fredrick took in the grassy knolls on the right-hand side, lined with several crates of small arms and some heavier caliber guns. Just to the left of it was a firing range and even further to the left was a small arena-looking section of dirt.

And that’s when he spied his target.

Around forty lunar guards, the majority batpony, were lined up in an orderly fashion around the dirt arena. In the center, two of the guards went at it in what Fred guessed was some sort of Close Quarters Combat training; one-on-one… and from Fred’s point of view, even from the distance, he could see they were really getting into it.

Channeling his inner child and sliding down the long railing present in the center of the stairs, it was then that he was able to focus on the mare he was looking for.

There stood Stella Sabre, back facing him and her hands on her cocked hips as she observed her soldiers sparring. All present were, surprisingly, not garbed in their armor, but their more standard soldier’s uniforms and helmets. The lunar camouflage with its mixture of different shades of blue actually looked nice and seemed somewhat practical, in Fred’s eyes. Her lieutenant's stripe was displayed proudly on both her helmet and shoulders.

But he had to remember that he didn’t care about colors and uniforms. He was much more interested in Stella herself… and that glorious ass of hers quietly observing her new unit. All seemed to fade away, especially the grunts and yelps emanating from the battle circle as Fred focused on the suited-up mare. Her mane was not in its usual ponytail, instead flowing freely under the brim of her helmet and ending at a perfect point on her upper back. Her tail seemed to flutter with the wind, occasionally curling up at tense moments.

Advancing forward to get her attention, Fred was violently ripped away from his ogling state when Stella smacked her hands against her temples with a metallic clang. She looked like she wanted to claw her own head off.

“Oh fuck me…” came her muffled groan into her hand, but her voice suddenly raised several decibels when she marched right into the circle.

“Alright stop. STOP!,” she ordered. “This isn’t a fucking fight, fuck me two mares eating each other’s cunts would put up a better fight than this shit.”

Fred observed as she brushed past her troops and yanked out a lone soldier—a pink-maned batpony mare—by her collar and tossed her out. The poor guard was hyperventilating, attempting to regain any semblance of normal breathing but Stella was instantly upon her, kneeling down to be at eye-level.

And a tiny chill ran down his spine at seeing his friend’s signature ‘bollocking face.’

“You are the first line of defense for the Princesses against would-be assassins. What. The. Fuck. Was that?”

The reeling mare only looked down and shook her head, unable to form any coherent words through her fatigue and embarrassment.

Stella slapped her helmet to get her attention, and went right back to her scolding.

“Is this your best? Huh?”

“N-No, Lieutenant Sabre…!”

Stella didn’t buy that one bit.

“I think it is. Is that what you’re gonna fuckin’ combat enemies of the state with? Not even protecting yer own face with your hands? You’ll just get yourself killed, Private. I think you’re done.”

Forcing out a sob, the nameless batpony stood ramrod, defiant.

“No Ma’am! I’m not done, that was not my best!”

Stella crossed her arms under her chest.

“Then why the fuck are you not giving me yerr best? I’ll ask again! Are you done?! Do you wanna fuck off home?!”

“No, Ma’am. No!”

Stella placed her finger right in her subordinate’s face.

“I swear tae fuckin’ Luna if you hold back this platoon… I’ll tell ye, I’ll boot yer ass so hard yer children’ll be born with acute enlarged shithole syndrome. Are you holding back this platoon, Private?!”

The Private growled and fought through her tears. Her stance was still rock-solid.

“No, Lieutenant!”

Fred watched, on the edge of his figurative seat as Stella slowly leaned in, nearly pressing her snout to her soldier’s.

“Then show me some fuckin’ fight in there. FIGHT BACK. Get. It. Together. FOCUS! Don’t gimme bullshit excuses. Gimme results! Hit the fucker!” Stella ordered with bared teeth.

That seemed to do the trick. Perhaps all she needed was some Stella-patented motivation.

“Yes, Ma’am!” the pink-maned thestral said with the most determination thus far, saluting and charging right back into the ring against her adversary…

…and slugging him hard in the face, thus restarting the rather brutal ‘sparring’ match.

Stella huffed out approvingly, but then her ears twitched when she caught wind of Fredrick behind her. She then glanced over her shoulder and turned around, her stern face melting instantly into a bright smile.

“Oi there!” she replied with her normal, higher voice with that cute rasp.

“Hey!” Fred replied, stepping forward and into Stella’s awaiting embrace.

He had to make sure his chin didn’t smack right into the top of her helmet, so he took extra precautions. They separated to continue watching the practice-brawl in front of them, but she still held her arm around his shoulder.

Not that he minded. Fred gladly kept his hand around her waist… and could still feel the muscle through her thicker uniform.

“Fancy seeing you around here. What’s the occasion?” she asked.

“Not much, just thought I’d drop by and say hi, is all. Glad you didn’t die from a hangover though from four days ago,” Fred added.

This earned a light-hearted chuckle out of the mare.

“It’ll take a lot more than that to kill me, mate,” she admitted with the highest confidence. “Oh, hold on one second,” she added, about to address her platoon.

“Alright you muppets, that’s enough! We’ll continue this later. Take two minutes and then we’re heading down the mountain!”

“Yes, Ma’am!” came the, strong, uniform reply.

That’s when the odd duo separated in full to face each other.

“So what’sup mate? Pretty sure ya didn’t just come out here to watch us drill.”

Fredrick shrugged and arched his stance a little bit, giving himself away.

“Y-Yeah maybe not. I did, however, want to know when you’d be free next to hang out while it was still fresh on my mind.”

Stella cocked her head and her right eyebrow, averting her face slightly yet keeping her eyes squarely trained on his.

“At quarter to eleven?” she asked, then put on a toothy grin. “Methinks ya may’ve enjoyed me plastered touching a bit more than you let on…”

Fredrick paled instantly.

“W-What?? You actually remember that?!” he blurted out.

It took a lot of Stella’s willpower to not bust into gut-grabbing guffaw right then and there.

“Of course I remember! Fuck me, mate, it’d take a lot more fuckin’ alcohol for me to black out and not remember me pretty much verbally sexually harassing you and giving your ribcage a drunken titwank. ‘Ave I ever told ye you’re hilarious tae rile up? Oh, and you underestimate my power. I’m offended!” she faux-chastised him, starting up another giggling fit.

Well… she’s taking this in stride.

She playfully punched Fred in the shoulder whilst he marshalled his thoughts… but his sudden stiffness garnered an odd look out of the batpony mare.

“Mate, I’m just fuckin’ with ya… shit son, why’re you actin’ all skittish like ya shat out yer twin?” Stella inquired, but punctuating with another cheeky smirk. “Bad time at the gay bar last night?”

Fred rolled his eyes with a less-than-impressed huff.

“Oh fuck you, hehe,” he began. “And no, I just couldn’t sleep. Needed some fresh air, which is why I decided to kill two birds with one stone and come find you here. So, when’re you free next?” Fred yanked the conversation back on track.

Stella shifted her weight to her left leg and spaced out as she drummed her thoughts.

“Ummm… Like, maybe… I’d say I have time off next week around Thursday? What did ya have in mind, love?”

Seemingly, the way she said ‘love’ sounded a lot more personal than it normally did.

“Not sure. I was maybe thinking about getting some food brought in and we can watch those shitty horror or comedy movies and add our own dialogue whilst bitching about life in general… ALL while possibly getting drunk?” Fred vaguely, yet so specifically detailed out his idea.

Stella’s eyebrow raised yet again, and her jaw slackened slightly.

“Fred…” her quizzical look then became a hearty smile. “That literally sounds like the best fuckin’ night off a mare could ask for. Fuckin’ hell you treat me too well,” Stella replied with an enthusiasm that Fred always loved seeing.

“The only thing missing would be a nice bukkake,” Stella added casually.

Fredrick quite visibly recoiled.

“Wait… what the fuck?!”

“I said ‘fuck yeah, I’ll be over at your room on Thursday!’ Clean out all that crusty spunk from yer stubby fuckin’ ears. Fuck,” the mare shot back with a friendly nuzzle to his cheek.

Fredrick blinked a few times before just simply shaking his head, opting to let Stella just be Stella with no questions asked.

His much more eager demeanor shined through once again.

“Awesome! I’ll buy some imported beer and other liquor. You bring the shitty movies, how’s that sound?”

“Sounds like a plan!” Stella agreed.

She then spontaneously jumped him and threw her arms around his neck. Fred, by reflex, ended up supporting her with his hands dug right under her butt.

A detail which was not lost on the mare, even when she shifted to a more traditional bridal style holding.

Stella fluttered her eyelashes up at him.

“Easy there, mate. I know me flank's bangin’ but don’t give the troops a show. If ya wanted to grab it, why didn’t ya fuckin’ say so?” she waggled her eyebrows at him, and extorted a deep crimson blush to Fred’s cheeks.

This mare was gonna be the death of him.