The communal dressing area of the Canterlot Royal Theatre was absolutely packed. Each designer had cordoned off a piece of property with wheeled racks stuffed to bursting with fabrics, sewing tools, accessories, makeup, and finished garments, mostly stuffed into clear plastic bags to protect them from harm. Their models moved about the room gracefully, chatting quietly with eachother in the high, peaked tones of mares who just didn't particularly want to know eachother, but who didn't have any other way to pass the time. The place crackled with nervous tension and the chemical smell of hairspray.

Fluttershy looked around nervously. Rarity still hadn't arrived, and hadn't said a word to her the night before. Fluttershy had tried to apologize for tackling her and breaking her hat, but between her stress, her lack of sleep, and her obsession with defeating Miss Worthy, Rarity wasn't a pony to be reasoned with just yet. Well, she'll thank me when I save her career. Um, if I save her career.

Making sure that nopony was paying her any attention, Fluttershy looped the chain of her pendant around her hoof and slid it over her head. She tapped the light sapphire at its center tentatively. "Um... testing, testing?"

"Oui, Flootairshy," came Fleur's voice, barely audible over the noise of the hall. "I hear you loudly and clearly, mon amie."

"Oh, good. Any sign of... them yet?"

"Non. I am watching the crystal balls, however. I will inform you as soon as they arrive."

"Good. ... What about Rarity?"

"She is on her way. She just left with Fancy."

"Okay. What if she makes me take this off?"

She could hear Fleur's smile. "This will not happen. The jewel goes perfectly with the dresses she has designed."

"Well, okay, but she's sort of picky sometimes, and she's sort of upset with me, and she might... "

"Trust me, mon amie."

"O-okay."

Somepony cleared her throat nearby, and Fluttershy looked up in panic to find a purple filly with a stylish short, green mane and matching eyes regarding her skeptically. "Uh, who are you talking to?"

"Oh, um... nopony." Fluttershy tried to resist chewing her lip. "I mean, myself. To... pump myself up for the show. Um. Yay?"

"Right," the pony said doubtfully. After a moment of awkward silence, she extended a hoof. "I'm Grape Vine. You and your friend sat next to me and my grandma at the banquet, remember?"

"Oh, yes. You're very pretty."

"Thanks, but I'm a model. That's kind of my job." She glanced at the space behind Fluttershy. "Where's your friend, anyway? Show's in like two hours. Every other designer's done setting up and ready for the show, and just standing around, getting stressed about the details."

"She's... running late. You know, fashionably late?" She managed a weak laugh.

"Yeah. Uh, look... are you okay?"

Fluttershy blinked. "W-what do you mean?"

"Look, we all know that Worthy lady has it out for your friend." She shrugged. "She seems like a real witch, so we've all been kinda rooting for you two. Besides, you know, you've kind of saved the world a couple times. So, if you need any help keeping an eye on your friend's gowns or whatever, I think a lot of us would be happy to help."

"I... wow, thank you." For the first time in what seemed like a very long time, Fluttershy managed a genuine smile. "That would be really, really, really helpful. Um, if it's not too much trouble."

She grinned back at the pegasus. "Nah. It'll give me something to do while Nana Golden's being crazy. I'll let the other girls know, too. Just find me when your friend gets here."

Fluttershy nodded and waved as Grape Vine turned and ambled leisurely away. She jumped again when Fleur's voice suddenly crackled over the magical pendant. "Flootairshy, I see Yellow Adder. She is in the theater's costume storage room."

"O-oh, okay," Fluttershy squeaked. "Where is that, exactly?"

"It is behind you, the last door on the left past the dressing area. The door will be locked. However, the air ducts in the adjoining room should be large enough for you to squeeze through."

"I'm not... really comfortable with tight spaces... " Fluttershy shook her head and trailed off. It's for Rarity, she reminded herself. "Nevermind. Okay. Vents."

After glancing quickly around to see if anypony was watching her, the yellow pegasus trotted quickly across the designers' workspace and into a more narrow, less well-lit hallway. The door to the costume storage room was labelled as such with a brass plaque, and was constructed of sturdy, heavy wood. The one before it, however, looked to be a more modern addition; it was aluminum, painted gray, and had "Boiler Room" stenciled across its front. It opened with a small, ominous creak.

The bulk of the room was occupied by a huge, black iron furnace attached to the ceiling and walls by ducts and pipes jutting out at every angle. Its grilled maw burned with a low, orange light, and the sudden, intense warmth of the room drove Fluttershy back a step in surprise. She regained herself and entered cautiously, keeping a wary eye on the furnace lest it make any sudden moves. These might have included a release of smoke, a hissing pipe, or suddenly coming to life and trying to devour her. Any of the three seemed likely at this point.

Fortunately, the pig iron monstrosity remained dormant for now, and Fluttershy was able to inch her way along the wall until she found the vent connecting to the storage room. It was little more than a rectangular hole in the wall covered with metal bars; the boiler was close enough to provide heat to the room without the use of pipes. The bars were held to the wall by a series of conveniently wide-headed wingnuts, which the pegasus was able to turn with a minimum of trouble.

As she worked loose the third nut, though, she froze. A shadow passed in front of her on the other side of the vent. A moment later, a shift in the light revealed it to be Yellow Adder, as expected, still clad in her yellow jumpsuit and with her twin tonfas holstered comfortably behind her wings. She was wearing a pendant much like Fluttershy's, albeit set with an amber, and had raised it in one hoof.

"I am in," she said quietly.

"Excellent," came Miss Worthy's voice. "Stand by. Blue reports that she's arriving shortly. I'll provide a distraction once she does."

"As you say."

Fluttershy frowned. The "she" in question was probably Rarity. Once she arrived, she'd undoubtedly be looking for her model. And Yellow Viper and Miss Worthy would be looking for the first opportunity to sabotage Rarity's show.

She was going to have to go in there and deal with the crazy ninja espionne. By herself. And quickly.

She felt her wings start to lock up with tension, and the rest of her was following suit. Anxiety crashed over her like a tidal wave; fear of what Yellow Adder could do to her, physically, worry about Rarity's well-being, picturing what would happen if she failed. Paralysis began creeping up her hooves in a slow, cold tingle.

I can do this, she told herself, desperately wanting to believe it was true. I'm the only pony who can right now. Don't think like Fluttershy. Think like your friends. What would Rainbow Dash do?

She had a very brief, very vivid mental image of Rainbow smashing through the wall, tackling Yellow Adder into a pile of old Wiggle Spear costumes, and emerging moments later with the evil espionne bound and trussed. It was a very comforting thought. Unfortunately, bursting through walls was probably out of the question. What would Twilight do?

This time, she pictured Twilight Sparkle teleporting behind Adder and blowing the espionne away with a blast of lightning. Magic wasn't going to do Fluttershy much good, either, though. Applejack would have probably kicked down the door and subdued Adder with her lasso and a solid buck to the face. Rarity would have called the Royal Guard like a sane pony. And Pinkie Pie...

Actually, Fluttershy thought, that just might work.

Yellow Adder was across the room, facing the door, as Fluttershy squeezed through the vent and landed awkwardly on a pile of jester outfits. She glanced nervously at the other mare, but it seemed the espionne hadn't heard her. Good.

The storage room was filled to bursting with chests, racks, armoires, and piles of old clothing stacked to the ceiling. Somepony at some point in the distant past–possibly around the time of Starswirl the Bearded–had tried to organize the chaos, and a hooffull of colored tags marked with crisp, clear writing designated certain piles as having come from "Mare of La Mancha," "Les Vaguement Malheureux," or "The Trottish Play." For the most part, though, the room was a jumble of medieval formalwear, colorful uniforms, and an array of hats that would have made Rarity swoon.

Fluttershy cast about silently for what she needed, taking great pains to avoid knocking over any piles or bumping into any furniture. Miraculously, it didn't take long for her to find what she was looking for.

"Yellow Adder... " a sinister voice called from the shadows. "You are not welcome here... "

The yellow-clad espionne looked up sharply, eyes narrowed. "Who is there?"

"You disturb our eternal rest," the voice continued. "Begone... "

Yellow Adder regarded the room with emotionless calm. "I do not think so."

"Then... face your doom!"

A shawl of inky black fabric flew out from the shadows. It hung, suspended, in the air for a moment before crashing down upon the espionne with a gentle rustle.

Yellow Adder remained motionless.

"Um," Fluttershy added, "boo?"

Adder pulled the cloak from over her head and gave the yellow pegasus a level stare.

Fluttershy dragged a hoof across the floor awkwardly. "Well, it would have scared me."

"I am going to start hitting you now," Adder told her. "I do not know when I will stop."

Fluttershy squeaked and darted backwards as the yellow-clad espionne leapt into the air, tonfas springing into her fetlocks in a motion too fast to follow. She was diving towards the fleeing pegasus a moment later, clubs spinning with an ominous whump-whump sound, her eyes chilly with malice.

Fluttershy ran head-first into a chest. The pile of costumes stacked precariously atop it swayed and then came tumbling down, directly on top of the charging espionne. Adder gave a surprised snarl as the clothes smashed her to the floor; one of her tonfas went skipping away and disappeared into a pile of tabards.

Shaking her head to clear the stars, Fluttershy looked around for the vent she'd entered through. She found it and sprang towards it as quickly as she could, just as Adder burst out of the collapsed pile and shouted a wordless battle cry. The indignant espionne got there first, her remaining tonfa striking the wall just in front of Fluttershy's head. She gave another startled yelp and fell back, Adder a menacing step behind her. Whump-whump.

Fluttershy looked around desperately, seeking anything she could use to defend herself. Nothing but clothes were at hoof. She skittered backwards as quickly as she could, the espionne just behind her, her usually vacant face beginning to show the barest signs of malicious glee. Fluttershy's shoulders bumped against the doors of one of the armoires, and she knew she was trapped.

The armoire's door wasn't quite closed, however, and the impact pushed it shut at the expense of popping the adjoining door open. Released from the pressure holding it in place, a disc-shaped metal shield slid loose and dropped into the panicked pegasus' hooves. Reacting on instinct, she lifted the shield just as Adder came in for a crushing strike. The tonfa caught the edge of the disc, and, with a loud crack, the upper half of it splintered and went sailing harmlessly away.

Adder stared at her broken weapon in surprise. Fluttershy stared down her her shield. It was decorated in the ancient pegasus style, and a small bouquet of white-and-purple pansies were embossed in its center. "Huh," she said.

That was all she had time to say, because Yellow Adder had already recovered from her shock and was lunging again, this time with an overhand hoof chop aimed at Fluttershy's skull. The pegasus cringed and raised her shield again just in time. The espionne's hoof rang off the metal, and she fell back a few steps, clutching her foreleg.

This was her only chance, and she knew it. Fluttershy darted forward, bulling into Adder with the shield and knocking her over, then dove for the vent. She discarded the shield as she did, realizing she wouldn't have time to fit it through with her, and squirmed through the hole and into the boiler room faster than she thought possible. She ducked beneath a scalding-hot pipe and turned around, her flank to the massive boiler, just in time to see a not-at-all-calm Yellow Adder emerging from the vent after her.

"Enough of this," the espionne spat. "I will not be made a fool of by a whimpering coward I was to sabotage the target by destroying her wardrobe, but instead, I shall sabotage her by destroying you."

Fluttershy's eyes shot towards the door. With all the pipes and ducts emanating from the furnace, it would be a tricky bit of flying to get there quickly without hurting herself. Even Rainbow Dash might have thought twice about it. And Rainbow Dash didn't have to worry about her wings locking up when she was nervous.

"I am attacking you!" Fluttershy suddenly thought, remembering her conversation with Fleur two days prior. "What do you do?"

"I-I'm really sorry if I hurt you," the pegasus said, gingerly stepping over a pipe as she edged towards the door. "I didn't mean to. I was just afraid you were going to hit me with your stick, and–"

"Be silent," Adder snapped. "Accept your fate."

"I'm also really sorry about shooting you with a sarbacane. That must have been awful."

The espionne just glared.

"But," Fluttershy continued, inching ever closer to escape, "I think we have a really big misunderstanding here. We don't need to be enemies. This show isn't really even a competition. Can't we all just, you know, not bother eachother? I'm willing to let bygones be bygones, and... "

Adder's eyes widened and then narrowed with realization. Quick as a cat, she sprang to the side, rolling under a broad, flat duct and coming to her hooves directly between Fluttershy and the door.

"But what if there was nothing you could say to dissuade me?" Fleur's memory asked.

Fluttershy closed her eyes, gritted her teeth, and waited.

Adder leapt at her in a classic hoof-fu kick, rear leg extended with the hoof angled towards to strike with the edge. Fluttershy opened her eyes, timed her heartbeats, and then grabbed the espionne's extended leg and, with a fluid motion she hadn't practiced in years, rolled beneath the airborn attacker and came up in a spin with all her strength and momentum behind it. Adder let out of cry of surprise as her leap suddenly gained power far beyond her intent. Her head careened off a solid iron pipe, and she kept going until she slammed into the wall and landed in an unconscious heap on the floor.

"Sorry," Fluttershy murmured.

She emerged from the boiler room a few minutes later, having borrowed a few pieces of clothing and Applejack's instructions on knot-tying to make sure that the yellow-clad espionne wouldn't be presenting a threat again tonight. She reached for her pendant, a bit smudged from sweat, and spoke quietly into it. "Yellow Adder is, um, subdued."

"Magnifique, Flootairshy," Fleur replied. "I knew you could do it. I am so proud of you."

"Thanks. Is Rarity..."

"Fluttershy!"

The pegasus looked up to find the indigo-maned unicorn, a bit disheveled and unkempt, magically lugging a wheeled rack of canvas-covered clothing behind her. "Fluttershy," she repeated, her expression tight and tone urgent, "where have you been?! We have to get ready! And why are you all sweaty?!"

Fluttershy glanced at the boiler room, then back at Rarity, and managed a small smile. "Just... nervous, I guess."

"Don't be!" With a flourish, the unicorn lifted the canvas from the rack and tossed it aside. It revealed an array of dresses in various colors and styles, most of them glittering with gemstones or Rarity's unique, color-shifting silk. Fluttershy gasped appreciatively, and Rarity shot her a confident grin. "We are going to win this thing, and shove that horrid Miss Worthy's face in it."

"It really isn't–"

"Yes it is," Rarity interrupted. "At least with her. Now then, come on, your mane starts getting limp when you sweat like that. Let's get you ready for the show, hm?"

"Flootairshy," Fleur's voice whispered. "Flootairshy, come in."

"Um, I don't know if I can talk right now," Fluttershy responded, cupping the pendant in one hoof. "Rarity's looking for some makeup right now, and then–"

"Blue Cobra is on the catwalks above the stage. It appears she has some sort of weapon, perhaps another sarbacane."

"Oh." The pegasus closed her eyes and let out a nervous breath. "I have to stop her, don't I?"

"Oui."

"Rarity's going to be really upset if I sneak off, though... "

"Rarity will be plus upset if Worthy succeeds in humiliating her and destroying her career."

"I know, I just... I sort of hoped Blue Cobra wouldn't be back. I thought I was pretty scary."

"She is driven by money, mon amie. Perhaps Worthy made her a better offer to stay. Regardless, you must go."

"Right." Fluttershy sighed and rose from the makeup chair. Her mane was currently done up in rollers, and she was already taped into one of Rarity's gowns. If she had to fight the blue espionne, the outfit would be ruined, and Rarity would be furious. Maybe diplomatie will work this time.

Rarity's back was still turned when she made a break for it. She noticed Grape Vine watching her as she left, but could offer the other pony no more than a wave of recognition.

A set of stairs led to the catwalks that crisscrossed the auditorium, the stage, and the backstage area. Fluttershy, not willing to risk damaging her gown by flying, trotted up them as quickly yet delicately as possible. A few stage workers, tinkering with the lights, gave her strange looks as she passed, but she put on her best Diamond Tiara face and nopony was willing to bother her.

She found Blue Cobra above the middle rows of seats, far enough away and deep enough in the shadows to avoid notice from the stage crew. She looked up as Fluttershy approached, and her expression flickered through a few emotions before settling on neutral. "Miss Fluttershy, how lovely to see you again."

"I thought I told you," Fluttershy replied in the darkest voice she could muster, "what would happen if you messed with my friends again."

"You did," Blue Cobra agreed. "In point of fact, I'm not. I'm merely providing security for Miss Worthy."

Fluttershy gave her a doubtful look.

"It's true," Cobra repeated. She telekinetically drew a simple, collapsible spyglass out of a saddlebag on her back and presented it to Fluttershy. "This is all I'm armed with. No blowguns or any other forms of weaponry which, I should note, are very, very illegal in Equestria." She gave the pegasus a level look.

"Oh." Fluttershy felt her shoulders relax a bit, but she took control of her body language struck Blue Cobra with her sternest stare. "Okay. But if I have to come back up here tonight, I am going to be very, very angry. Understand?"

"Perfectly," Cobra replied. She replaced the telescope and turned her attention back to the empty seats below. "Good luck tonight, Miss Fluttershy," she said without looking back. "For what it's worth, I believe that your friend's work is extraordinary. I'm sorry about the difficulties between us."

"Me, too," Fluttershy said with a sigh. She trotted away, back towards the stairs, tired but relieved that she wouldn't have to deal with the blue-clad espionne tonight. Yellow Adder had been more than enough excitement already.

"Blue Cobra isn't a problem," she whispered into her pendant as she descended the stairs. "She's just keeping an eye on things for Miss Worthy."

"You are sure?"

Fluttershy nodded, not realizing Fleur couldn't see the gesture. After a moment, she added, "Yes. All she had was a little spyglass."

Fleur made a thoughtful sound. "Very well. Get back to Rarity, mon amie. She is about to tear her mane out."

"Oh, whoops."

Fluttershy emerged from the stairwell to find her friend building towards an epic-scale breakdown. Rarity's mane was a mess, her pupils were dilated, and she was speaking to no one in particular in a voice both too loud and too high pitched. A few of the other models and designers were giving her nervous looks. She she spied Fluttershy, she froze, and then dashed towards her with unsettling speed.

"Fluttershy! Darling!" the unicorn cried with a rictus grin. "I'm so glad you're safe! You really had me worried! Disappearing like that! When I was trying to prepare you to model in the most important show of my career!"

"S-sorry, Rarity, I had to–"

"No matter!" the unicorn cried, her smile growing even wider. "We've only got fifteen minutes left, so we'll just have to work as hard as we can to make you perfect in time! Come on, sit, sit!"

Rarity hauled Fluttershy bodily across the room and flung her into the padded makeup chair hard enough to negate the padding. Before Fluttershy could issue a protest, a swarm of brushes, hair sprays, and other mane-care products were flying about her head while Rarity herself went over her gown with an intense, critical eye to check for loose stitching or frayed edges.

In almost no time at all, Fluttershy could hear voices coming from the auditorium. The audience was filtering in. Soon, Fancy Pants would take the stage, and the show would begin. Compared to fighting tonfa-wielding ninjas and crazy hoof-fu mares, being on stage in front of hundreds of strangers shouldn't have seemed like much of an ordeal, but Fluttershy found herself going cold at the edges again as she considered going out in front of so many ponies, all of them staring at her, all of them judging her...

Her morbid train of thought was derailed when a rich, dark voice sneered, "Ah, Miss Rarity."

Fluttershy opened her eyes and found herself staring at the reflections of Miss Worthy and Red Viper, both clad in undeniably gorgeous gowns of custom make. Rarity was staring back at them, and while Fluttershy couldn't see her face, she could tell from her friend's tense posture that she must have been hanging onto her patience by a thread.

"Ahh, it seems your wardrobe is still intact," the older mare noted, brushing a hoof down the sleeve of a dress. "That's wonderful. There was quite a bit of concern about potential vandalism backstage, what with the low standards of entry."

Rarity opened her mouth for an angry retort, but then steadied herself and took a deep breath. In a rigidly even voice, she said, "Miss Worthy. Get out of my face right this instant, or I will put you through that wall." She gestured with her chin towards the brick-and-mortar behind them.

Worthy rolled her eyes. "The lower classes, always so prone to violence. Very well, dear, if my presence ruffles you so, we shall depart." She turned to leave, but cast a catty glance back over her shoulder, directed straight at Fluttershy's reflection. "You've had good luck so far. Best hope it continues."

"What do you suppose she meant by that?" Rarity asked as her nemesis departed.

"My... natural grace?" Fluttershy lied.

"Hmm." Rarity gave her a suspicious look, but let it drop.

"Fillies and gentlecolts," Fancy Pants' sonorous voice called. The murmuring of the crowd began to dwindle away. Fancy waited for a moment, an expert showman, and then continued. "Thank you, one and all, for your generous support of and interest in this show, the first annual Equestrian Fashion Forum. Top designers from all over Equestria will be displaying their finest works of artistry and design for you tonight. This is not a competition; there will be no winners, and no losers. This is just a way to shine a spotlight on some of the most creative and impressive visionaries in our country, and to show them how much we support and appreciate their hard work."

There was polite applause. Fancy Pants smiled and bowed his head. "Of course, you're not here to listen to me speak. So, without further ado: fillies and gentlecolts, I give you fashion!"

The music started. The curtains parted. Fluttershy caught down an overwhelming surge of panic and, somehow, shakily managed to put one hoof in front of the other when it came time for her to make her walk. It seemed to take an eternity, and it was over before she knew it. She almost collapsed into Rarity's hooves when the spotlight left her and her friend touched her gently on the shoulder.

"You did marvelously, dear," Rarity told her. "Just make it through the questionnaire, the rest will be simple."

Fluttershy swallowed and gulped.

The next several minutes were spent with Fancy Pants going down the line of models and asking each one to answer a question that, to Fluttershy, seemed a bit ridiculously complex for a fashion model to answer. "Following the changeling attack on Canterlot two years ago, how would you suggest the Royal Sisters approach diplomacy with Queen Chrysalis?" "Do you support the creation of a Magic Loss Support Fund to recompense those suffering emotional distress after being assaulted by Tirek?" "How would you suggest that non-alicorn members of the royalty remain relevant in the modern age?"

"Wait, there are non-alicorn members of the royalty?" the newly eyepatch-sporting Jet Black asked. Somewhere in the audience, a large, white stallion with a golden mane huffed indignantly.

"Miss Fluttershy," Fancy Pants said as he came to her. "You're here representing Miss Rarity of the Carousel Boutique in Ponyville. You are also, as I don't need to remind anypony, one of the Elements of Harmony. Tell me, what do you think about the ongoing class divisions in Equestrian society, particularly here in Canterlot?"

Fluttershy gave the refined stallion a slightly panicked look. She wasn't the most politically-minded filly in Ponyville, but she could almost feel the sudden anger radiating from the direction of Miss Worthy, and read the tension in the faces of many in the audience. "Um... well. I know Canterlot has a very long history, and there are a lot of old traditions that go back hundreds of years, and a lot of them are very interesting. Like the Canterlot Gardens being a sanctuary for lost or injured wildlife. And Ponyville, where I'm from, has only been around for about seventy years. So we don't have a lot of the same traditions as you do here. But in Ponyville, everyone is pretty much equal, and everyone generally likes eachother, and aside from the horrible disasters and scary monsters that keep showing up, it's a really nice place to live. So... maybe the class divisions aren't really necessary here? Maybe... "

She was cut off by a derisive snort from the audience. Someone else shouted "boo" in a bored voice.

Fluttershy quailed a bit at the response, and then let out a squeak as the microphone was suddenly snatched from Fancy Pants' hoof. She turned to find Red Viper looming over her, her expression snide and confident.

"Perhaps you should leave the talking to your friends," she said in her thick, heavy accent, "much as you leave the fightink of monsters and savink of world to them as well."

Fluttershy protested, but the espionne ignored her and turned to Fancy Pants. "Well? What is my question?"

The stallion gave her a chilly glare. "What, exactly, do you think you're doing?"

"We have time limit, da? The yellow one goes over that. Is my turn. What is question?"

Fancy Pants stared at her, then cast Fluttershy an apologetic look. She nodded, honestly relieved, and stepped back into place.

"Same question, I suppose," the stallion said after a moment. "What do you think about class divisions?"

"Is the right and privilege of the strong to rule over the weak," Red Viper said immediately. "This is why the Royal Sisters are at top. This is why Canterlot is greatest city in Equestria. These newer settlements, like this Pony... town, they forget this. They believe all thinks are happy sunshine. They do not remember that thinks are so only because the princesses keep it so. Without them, their villages would be overrun, burned, reduced to rubble. Only strong would survive. Only strong would rule. And one day, the princesses maybe won't be here anymore. We must be strong before then if we are to survive."

There was a smattering of enthusiastic clapping from the audience. Fancy Pants just looked disgusted. "Thank you. I believe that concludes the questionnaire portion of this show. Fillies and gentlecolts, there will be a short intermission while the presenters prepare their next pieces. There is coffee and tea available in the lobby."

Tea sounded like a wonderful idea to Fluttershy, whose nerves were just about shot, but Rarity dragged her back to the makeup table again and set about styling her mane and dressing her in the next gown. "That Red mare," the unicorn muttered as she worked. "She's a bit... "

"Scary?" Fluttershy offered.

"Intense," Rarity allowed. "I wonder how much of her little speech came out of Worthy's mouth first."

"Does it really matter?"

Rarity shook her head. "I suppose not. It just got me thinking. If Worthy believes that sort of thing, she could be dangerous. It's a wonder she hasn't tried to sabotage me yet."

Fluttershy coughed politely.

"Even if she doesn't try anything, though, her model might. Do be careful out there, darling. She might try to trip you or bend a wing or something."

Or ninja-kick me in the back of the head, Fluttershy thought. She nodded. "I will. Thanks, Rarity."

Her friend nodded, then paused for a thoughtful moment before nuzzling her cheek against Fluttershy's. "I'm so sorry I lost my temper yesterday, dear. True, you were behaving a bit erratically, but I know how stressful this all must be for you, and you didn't mean any harm. And I've been so wrapped up in wanting to knock that horrid Miss Worthy down a peg that I haven't been there for you like a friend should. Forgive me?"

Fluttershy smiled and wrapped Rarity in a sidelong hug. "Of course, Rarity. I know–"

"On in three!" cried one of the stage hands from across the room. Rarity froze, looked at the unfinished state of Fluttershy's mane, and suddenly burst into a flurry of activity. Fluttershy sighed and settled in for another whirlwind assault of combs, brushes, and chemical fumes.

"I don't know how you managed to defeat Yellow Adder," Red Viper hissed between the teeth of her porcelain smile. "But you will not be so lucky twice."

The models were lined up along the edge of the stage, all in nearly identical poses to show off how their gowns accentuated certain curves and played down others. Fluttershy still felt uncomfortable being on display like this, but at least she wasn't the sole focus of everypony's attention this time. Now, she only really had to worry about one pony's attention. Their hostile, hateful attention.

"You're too late," she whispered back. "The show's already going. Everypony is already seeing how amazing Rarity's designs are. She won."

"She has won nothink," Viper snarled, her facade breaking for just a heartbeat. "This show is not over. There is more to our plan."

Fluttershy tried to hide her gulp. She turned her focus back to the audience of staring, clapping ponies... and thus was caught by surprise when Viper suddenly kicked foreleg, knocking her off-balance and nearly off the stage. Only a last-second remembrance of her wings kept Fluttershy from spilling to the floor below, and she rose into the air and pointed an indignant hoof at her attacker. "Hey!"

Only a moment later did she remember that she needed to be careful about flying in these dresses. She looked down to find a tear had started at the seams below her forelegs and was making its way down her side. She blushed and hurriedly landed, keeping one wing tight around the ripped stitching.

"What is wronk?" Viper demanded loudly. "Such pretty dresses, but a pegasus cannot fly in them? A laughable design choice!"

"H-hey!" Fluttershy stammered again. "Rarity is a wonderful dressmaker! She just had to rush things a bit because Miss Worthy provoked her!"

Viper laughed. "Provoked? Yes, perhaps. And your friend was so insecure about her shoddy work that she felt she had to redesign her entire wardrobe to stand a chance!"

"N-no, she just–"

"Ladies," Fancy Pants interrupted, his voice bolstered by his microphone. "If you cannot maintain professional behavior, I'm afraid I'm going to have to ask you to leave." Fluttershy landed meekly and offered an apology. Viper just inclined her head slightly in acquiescence. Grudgingly satisfied, the stallion turned back to the audience and raised a hoof. "Next, we'll have the designers themselves say a few words about their pieces! Our first speaker will be Miss Cloudy Sky... "

The models retreated back to the curtain, where they continued to stand and smile vaguely while Fancy went down the line to interview each designer. Fluttershy and Red Viper will still stuck side-by-side, though the pegasus was making a concerted effort to ignore the red-clad espionne and to keep her dress from falling apart.

"Miss Worthy will break your friend," Viper said softly after a long moment. "I will break you."

Disgusted, Fluttershy rolled her eyes and shot the taller mare a glare. "Ripping my dress isn't going to ruin Rarity's career."

"That was not plan. That was fun. Plan," Viper grinned, casting a glance up at the ceiling, "comes soon."

Fluttershy followed the espionne's gaze, but couldn't see anything past the blinding stage lights. Did she mean Blue Cobra? But Blue Cobra didn't have any weapons, just that spyglass. What could she do from up there that would humiliate Rarity?

"Thank you, Mister Rhinestone," Fancy Pants said genially. He turned to Rarity and gave her a friendly grin as he extended the microphone.

She took it daintily in a glow of magic, and smiled her most feminine smile at the crowd. "Good evening. I... am Rarity." She paused for effect, tossing her mane a bit. "All my life, I have dreamed of having my fashions worn throughout Equestria, but especially here, in Canterlot. I have always deeply admired the culture and refinement of this city and its ponies, and one of the greatest benefits of becoming an Element of Harmony–besides making so many wonderful friends–has been the opportunity to spend time here so often. In fact... "

"It's a sarbacane," Fluttershy gasped quietly. She glanced up at Red Viper. "Her telescope. It's really a blowgun, isn't it?"

"Da, you yellow little fool," Viper said with a nod. "Her dart will be tipped with a poison extracted from Laughing Joke, from Discord Vines, and a little touch of dark magic. It will change her personality drastically for the next few hours, long enough to utterly destroy her own career."

Fluttershy's eyes widened. "Oh no... "

"Oh yes," the espionne said with a malicious grin. "And it is too late for you to stop her. Had you realized it earlier, perhaps you might have thwarted this plan... but now, you are next to me, and I will not let you fly away. Just watch, little yellow fool. Watch what happens now."

Fluttershy stared at Rarity, stared above her, strained to see through the lights and pinpoint where Blue Cobra must be. There, she thought. I think I see something...

She spread her wings and tensed, preparing to leap, but Red Viper's hoof was suddenly resting gently against the joint of her wing. A pressure point. She knew it would be trivial to cripple her with hardly a nudge. And how could she stop Blue Cobra in time if she couldn't fly up to the catwalk?

Above, Cobra's silhouette moved. Fluttershy thought she saw something long and shiny floating beside her, taking aim, enveloped in a dark blue light.

"Sorry, Rarity," Fluttershy whispered.

She charged forward.

Red Viper, expecting the pegasus to leap into the sky, was caught off-guard by the sudden rush and missed her strike. She lunged after Fluttershy, managing to bite down hard on her long tail and trying to drag her to a stop. Fluttershy pressed forward with all the power she had, ignoring the pain as hair was pulled loose from her flank, finally ripping free and springing forward, surprised at her own momentum. She barreled into Rarity's back, knocking the unicorn cleanly off the stage with a startled, if ladylike, shout of surprise. The microphone flew from her telekinetic grasp and landed hard on the stage with an ear-splitting ring.

There was silence.

"F-Fluttershy?" Rarity asked from below, looking up in shock at her friend.

"Um," Fluttershy answered.

"Why did... why... " She paused. "Why is there a dart in your neck?"

Fluttershy froze. She slowly craned her head around until she felt the tug of a needle in her flesh. She gently pulled it free and looked at it in her hoof. A purple substance was smeared across its surface.

"Oh, no," she said quietly.

And then Red Viper grabbed her by the mane and pulled her bodily up into the air, standing on two legs as she had atop the carriage. She placed a hoof against the pegasus' neck and shouted, "Everypony freeze!"

"What is the meaning of this?!" Fancy Pants demanded, striding towards them.

"Saboteur!" Viper cried. "There is a saboteur above! This one must have been workink with her! They intend to humiliate the Canterlot nobility!"

Shocked cries of outrage went up through the audience. Rarity's was one of them, albeit in a different tone. "Are you out of your mind?!" she demanded. "Fluttershy is my friend! She would never–"

"Never what, Miss Rarity?" Worthy asked, stepping up beside her espionne. "Disappear without explanation? Act as if she were hiding something? Lie to you about her activities?"

Rarity stammered. "Well, I... "

Fluttershy tried to protest, but for some reason, her mouth wouldn't cooperate. All she could manage was unintelligible gurgling.

"You heard her little speech earlier!" Worthy cried, turning to the audience. "About how the Canterlot aristocracy is outdated, and her pathetic little village is so superior! And this one," she pointed at Rarity, "was likely even in on the whole thing! Seducing our dear Fancy Pants with her feminine charms, twisting him around her horn, just to stab him in the back and destroy his reputation!"

"How dare you–"

"What? Tell the truth?" Worthy laughed. "As if everypony here hasn't seen the way you look at eachother. Does Fleur know how you've manipulated him all these years?"

Fancy Pants, flustered and angry, stamped a hoof. "I assure you, Miss Rarity and I are nothing more than friends!"

"Hold on, Fancy Pants!" cried a portly unicorn stallion in the audience. "Didn't you say this whole thing was supposed to be a showcase for her?"

Fancy flushed. "Well, partly, but–"

Rarity turned to him, eyes wide with shock. "Wait, what?"

"Oh, this is going to be all over the gossip papers tomorrow!" an older mare tittered.

Laughter started. Shouts started. Arguments started.

Worthy grinned like a cat who just caught a mouse, and nodded at Red Viper. The espionne released Fluttershy's mane, and she dropped to the floor limply.

"And now," the pale green unicorn said to Rarity, and then to Fancy Pants, her voice too quiet to be heard over the din. "I have destroyed both of you. I. Win."

A yellow hoof shot up and locked around her foreleg. She turned back in surprise, and found herself staring into two blazing pits of unstoppable rage.

"No, you don't," Fluttershy informed her.

With strength far beyond anything the pegasus could normally exert, she hurled the evil seamstress across the stage. She hit the curtains and brought them down with her, tangled about her. Red Viper spun around, rising to two legs in one smooth motion, and aimed an axehandle kick down on Fluttershy's head. The pegasus caught it with one hoof, snorted a breath, and then shoved Viper in the chest hard enough to send her skidding across the polished floor.

She was on Viper an instant later, pinning one foreleg behind her and wrapping her rear legs around the espionne's flanks. Viper struggled, crying out curses in her native tongue, and tried to leverage the smaller pony off of her. Fluttershy held on grimly, tightening the lock ever further, until Viper was pounding her free hoof against the stage in submission.

Blue Cobra appeared from backstage, blowgun hovering beside her. She looked between the prone Viper and the struggling-to-free-herself Worthy in disbelief. "What in the name of Celestia's tail... "

"Antidote!" Viper shouted in a strangled voice. "Give her antidote! We have created monster!"

"Oh, right, right." Cobra opened her saddlebag and rifled through it, producing another dart, this one tipped with green slime. "You know," she observed as she loaded her weapon, "I don't think she was lying about wrestling bears after all."

Fluttershy looked up from her struggling victim, and her eyes narrowed in recognition of Blue Cobra's weapon. She gave Viper's leg a final twist, eliciting a howl of pain, and lunged for the blue-clad espionne. Cobra shouted in surprised and lost her telekinetic grip on the sarbacane as the pegasus hurtled into her and knocked her tumbling head-over-hooves.

"No, no, not the foreleg," Cobra cried desperately, "it's still sore from yesterd– yes, that is the foreleg I meant, please stop!"

Viper staggered to her hooves, heavily favoring one leg. "Hold her there!" she called. "I find weapon and take her from behind!"

"Do be so kind as to hurry!" her partner shouted in response.

Viper looked around, seeking a weapon, and came across the fallen curtain rod that had been torn down by Worthy's impact. She stomped hard on it with her good leg, snapping it in half, then stomped again a few feet down to create a bludgeon of about a yard in length. Clutching it in her fetlock, she rose on two legs again and charged the wrestling ponies.

She didn't get there. Instead, Fluttershy rolled onto her back and launched the surprised Blue Cobra into her cohort, knocking both flat. By the time they realized what had happened, she'd picked up the makeshift staff and had it raised over her head to strike.

"Eep," said the espionnes.

A dart appeared in Fluttershy's neck, opposite where the first one had struck. She froze, removed it, and regarded it curiously for a moment. Then the club fell from her grasp, and she sank slowly down to the floor.

"Honestly, I don't know why I employ you imbeciles," Miss Worthy said acidly. She tossed the sarbacane dismissively aside. "Come, let's get out of here. We've done what we came for."

"Not just yet."

Worthy turned with exaggerated tiredness to regard Rarity, who stood with hooves set and expression grim between them and their escape. She let out a rather unladylike snort of challenge.

"Honestly," Worthy said with a roll of her eyes. "Girls, remove her, please."

"Erk," said Red Viper.

Worthy turned to regard her underlings, and froze in shock. Grape Vine, Jet Black, and several of the other models had subdued the espionnes and pinned them tightly to the ground. One of the Sky twins was grinding a hoof into the back of Viper's neck.

Worthy turned back to her rival just in time for Rarity's hoof to slam into her face. She went down hard, and she stayed down.

"I have been wanting to do that for far too long," Rarity announced. She tossed her mane and looked primly away from her prone nemesis. "That was for Ponyville."

"Fancy Pants, I... "

"No, I... "

Rarity and Fancy Pants were standing on a grand balcony overlooking Fancy's wonderful garden. Neither really knew what to say to the other. The dashing stallion was embarrassed by the whole debacle, and Rarity, while not entirely unaccustomed to unexpected disasters, hadn't taken well to the idea that the Equestrian Fashion Forum had been created specifically for her. It would be awhile before their friendship could be fully repaired.

Fleur and Fluttershy watched them from the garden below, unseen in the dark. They weren't spying, exactly–well, maybe Fleur was, by default–but both were eagerly hoping the two could find the right words to patch things over. So far, it hadn't happened.

"He thinks I am jaloux," Fleur said with a sad smile. "He thinks I will be upset about this. Of course, I knew from the beginning. And that is why je t'aime; he is so giving, so generous to his friends." She laughed. "Indeed, if the two of them did have a romance, Fancy would be destitute in a year. Neither could stop giving!"

Fluttershy smiled. She was exhausted, moreso than she thought she'd ever been before. The stress and physical exertion of the day had been incredibly taxing, not to mention the poison that had turned her, albeit temporarily, into some sort of brutal rage monster. Had she really been about to attack the espionnes with a metal bar? It was all a bit fuzzy.

"You were incroyable, Flootairshy," Fleur continued after a moment. "I do not know that I could have done better myself."

"It wasn't all me," Fluttershy protested. "I mean, not at the end."

"Non, it was. I think that poison merely suppressed your fears. It let you act as the mighty warrior you are," she tapped Fluttershy's chest with a hoof, "in here."

Fluttershy gave her a skeptical look, but remained quiet. "What's going to happen to Miss Worthy now?"

Fleur gave a disgusted little huff. "She will continue as she has done. Her reputation will be damaged–even if we all know the three espionnes were in her employee, she may be able to evade justice. Her minions, however, have many crimes to their names and will not be leaving Canterlot any time soon. Knowledge of their character and Worthy's involvement with them will help Fancy Pants confront the accusations she lay against him, and eventually the damage she caused this night will be repaired. But she will be free to continue plotting back in Manehattan."

"So... " Fluttershy ran a hoof across the grass. "So what was the point?"

"The point?" Fleur regarded her curiously.

"Yes, I mean... we didn't really win, did we?"

The elegant unicorn laughed softly. "Ah, I forget. You fight monsters, Flootairshy. For you, victoire is done and done. For un espionne, however, there is no end to the battle. We won today. We will try to win again tomorrow. It continues."

Fluttershy shook her head. "I don't know if I could live like that."

"I think you may surprise yourself," Fleur said, placing a hoof across the pegasus' shoulders. "You are strong enough. You just have to prove it to yourself."

"Hopefully," Fluttershy said with a small smile, "I'll never have to."

Fleur returned the smile, and decided not to tell her about the other Snakes.