Chapter 2

It had been nearly an hour since Rarity fell asleep, and no matter how hard she tried, Fluttershy still could not fall asleep. She had been more preoccupied earlier with the scary images floating around in her head, but now her sleeplessness was due to the very comforting warmth that was nuzzled against her. Regardless of how tired she was, this moment was not to be wasted with pointless sleep. There was no telling when she might experience this wondrous sensation again. With heavy shoulders and tired eyes, Fluttershy very carefully rested her chin on her hooves next to Rarity's soft cheeks. Nothing had ever compared to this sense of security and warmth before. Not even her loving small creatures gave her this much sheer joy, which to her was really saying something. Rarity softly snored next to her like a little foal, gracefully and quietly. Her body ever so gently rose and fell with each deep slow breath, and Fluttershy found herself looking directly at her cute white nose and long eyelashes. If only she could just give that cute little nose a quick peck, then she'd be able to fall asleep. If only she could muster up the courage to actually follow through with this idea of hers. She took long deep breaths and thought to herself, "Ok, Fluttershy. It'll only take one second, and she won't even notice." With butterflies in her stomach, she very slowly leaned forward and closed her eyes as tight as possible, hoping for the best.

Miles away in the land of dreams, Rarity felt a sudden warmth from Fluttershy's hot breath on her nose. It seemed out of place, yet very comforting and pleasant against her muzzle. She leaned forward unconsciously, closing the distance between them, and felt her nose press gently up against the origin of the pleasant warm breath. Fluttershy gasped as she felt Rarity's nose squish against her own, and her wings began to twitch while her tail swayed back and forth. Her eyes grew as wide as dinner plates as her heart nearly stopped, and her body stiffened up. It was without a doubt too much for her to handle, and she quickly turned away to cover her head with her hooves. A few seconds went by as she hoped with great desperation that Rarity had not awoken. Luckily, she hadn't, but she did roll onto her side facing the distraught little mare. Their warm bodily contact was now broken, but the view of Rarity sleeping with her hooves curled up under her chin was absolutely priceless. Fluttershy gasped for air and relaxed, rolling onto her side as well, facing her friend. She wasn't staring at her because she felt entranced by her beauty, but rather the lingering fear that Rarity might suddenly wake up and confront her about what she had just did.

Nearly another hour passed by, and yet Rarity made no noise or movement other than the faint little snore as she exhaled and the twitching of her curled tail. Fluttershy could feel her breathing return to normal for the first time in what felt like an agonizing eternity. The dim light of the candle glistened very faintly on the little wet nose of the sleeping Rarity where they had touched. It took some self control not to giggle at how adorably unkempt the white mare appeared to be while she slept. Did she always sleep like this? Her funny curled up position she assumed as she laid on her side betrayed that posh outer exterior she portrayed while awake.

All of the sudden, like gravity had suddenly tripled its pull, Fluttershy felt her body sprawl out on the floor. Her exhausted mind nearly couldn't quite calculate why she felt this way. It was impossible to tell how long she had been awake. Since early that morning when she had to tend to all her critters to the very late hour she found herself still awake in, Fluttershy guessed that it had to have been at least a whole day since she slept. Her eyes finally shut as if the blinds had been closed to her sight, and she wondered how confused her friends would be at how groggy and tired she would be the next morning. With all the little things bothering her at that moment, she only wanted to do one thing. With her mind slowly drifting away, she used up the very last bit of energy she had to press the bottom of her hoof against Rarity's. Once they touched, she felt sudden unexplained comfort again the same way she had before when they first sat down together. The last bit of consciousness she held onto flickered off, and in an instant, she was snoring almost completely inaudibly.

The next morning's spectacle of failed sleeping arrangements was hilarious for the early bloomer. As expected from the studious mare, Twilight had been the first to wake up. With her mane in a birds nest, she looking around while rubbing her eyes, and yawned before sitting up. She was surprised to find that most of the bed was actually hers. Pinkie had tossed in her sleep quite a bit towards the edge of the bed, and her head hung very uncomfortably off the side. When she looked across the room, she saw AppleJack on her back, mouth open wide and snoring rather awkwardly. Rainbow Dash was laying on her back sideways on the bed with her head on AppleJack's stomach. Her snoring was just obnoxiously loud when she exhaled. This, no doubt, had been a primary contributing factor for her rather early morning. At some point, Spike had snuck upstairs into the bed next to AppleJack and Rainbow Dash. Had he gotten cold in the middle of the night? Twilight couldn't help but feel slightly bad for him. She could make it up to him later.

She couldn't see Fluttershy or Rarity anywhere. Could they have gotten up before her to leave? Perhaps the animals and regular business needed to be attended to, or perhaps she had been over thinking it. As she slowly slipped out of bed, she looked down to her feet while stretching to see them both on the floor.

"Huh?" she mumbled, tilted her head with a perplexed look on her face. They both lay on their sides facing each other, hooves curled up between them, and their noses just barely touching. Twilight giggled, covering her mouth with her hoof. "Wow, I guess they both got kicked out of bed." She thought their rather intimate position on the floor must have been an accidental coincidence, and it would probably be best not to infer any further into what she was seeing. She bent down and nudged Fluttershy's shoulder. "Hey…" she whispered into her ear, "…Fluttershy?" The only thing the sleeping mare did was make a pouting face and mumble something. What she said would have to be an eternal mystery, because it was such a garbled sling of random syllables that not even actual words could be implied. With no luck, she moved onto the next pony. "Hey…Rarity?" she whispered as she nudged her shoulder. Rarity made a soft whining noise as her eyes slowly opened. When her vision began to focus, she saw something yellow and pink enveloping her entire view. Fluttershy? How in a Equestia did they end up like this? She could feel the warm breath of the sleeping mare on her nose, and the most exquisitely cute face Fluttershy made as she slept melted her heart right away with brightened pink cheeks as a bonus. Without a doubt, this had been the best morning she ever had since her whole shop had been completely sold out of custom made sunhats one rather hot summer. Unfortunately, this little joy of hers was broken by somepony hovering over her. "Rarity?" Twilight asked as the very groggy Rarity turned onto her back and looked up. "Are you ok? The floor doesn't look very comfortable."

Rarity got up rather quickly and started stretching to hide the embarrassment of being caught sleeping in such a promiscuous position. "I'm, uh…fine, darling." she yawned.

"Are you sure?" Twlight asked. "You know you could have said something to me." She pointed with her hoof to the empty spot on the bed where she had gotten up from. "I could have at least gotten out some extra blankets for you two."

"Oh, well I suppose that could have been arranged…" Rarity turned away and continued to respond sheepishly. "I'll remember that next time I end up…" she cleared her throat. "…sleeping on the floor."

"Rarity, I am so sorry." Twilight look at her apologetically. "Did Pinkie and I kick you off the bed?"

"Oh, heavens no, dear." she replied, now feeling bad herself for making Twilight feel put out. "Fluttershy and I…" There wasn't really anyway she could finish that sentence austerely. "Well, you see…we ended up on the floor together." That didn't exactly anything at all.

"I can see that." Twilight said in a very matter of fact tone. "Did Fluttershy have a bad dream?"

That made sense, but now Rarity felt a bit embarrassed to tell her that it was more or less the other way around. However, she conceited and told the truth. "No, I'm afraid it was I who felt…shall we say…timorous last night."

"Really? Did my story scare you?"

"Well now I wouldn't say scared exactly…"

"But isn't that what timorous means?"

"Yes…" she cleared her throat again. "…But in a more broader sense of the word…"

"I see…" It was clear Rarity was embarrassed. Whether she was more embarrassed about being scared or being woken up from near kissing distance from Fluttershy was a mystery. That, however, was not on Twilight's mind. "Well, I was gonna ask if you and Fluttershy would like to sleep in my bed, since I'm up anyway."

"Oh…" Rarity sighed inwardly. "Why thank you, Twilight, but since I'm already up, I might as well make it an early morning myself." she looked down at the most warming face of sleeping Fluttershy. "Perhaps…we should get her into bed though."

"I think you're right." Twilight looked down and noticed the very visible bags under her eyes. She was sleeping as if or some reason Fluttershy had just then passed out. "Looks like she was up all night." Using great care, Twilight levitated the sleeping mare over her bed and gently laid her down.

Rarity pulled a blanket over her and gave her long pink mane a soft pet. "Poor dear…I sincerely hope I didn't keep her up all night with my talking."

"I didn't even notice you got up last night." Twilight said. "Are you sure you wouldn't like to sleep some more? It's still pretty early."

"I'm quite alright." she assured her. "Thank you for the offer, darling."

"It's no problem." she replied, turning to face the stairs. "You hungry? I can make breakfast."

"Oh please allow me to assist you. It's the least I can do for my host."

"Thanks, Rarity."

Twilight started walking down the stairs with Rarity following behind her. When they reached the kitchen, they found that the combined effort of two unicorns made the preparation much easier and the time taken to cook much faster. With plenty of jam coated toast on the table, scrambled eggs hot and ready on the stove, and diced potatoes sizzling towards a nice golden brown, they both nodded their heads in approval at such a perfect breakfast.

The smell of food did not go unnoticed. Once the scent of the breakfast wafted upstairs, Rainbow Dash slowly opened her eyes. With as much anticipation as a little filly on her first day of school, she sprang up from the bed into the air. AppleJack sat straight up, eyes wide and confused. She had felt Dash's hooves dig into her stomach, knocking the wind out of her as she had jumped off of her. Dash had already started making a sloppy bee line down the stairs into the kitchen before she could start yelling at her. Very annoyed, AppleJack slowly got out of bed and reached for her hat by the nightstand. Before placing the brim over her head, she violently shook out her mane like a wet puppy. The sleepy Spike rolled over in bed and mumbled as she made her way down the stairs.

"Oh my gosh Oh my gosh!" Dash squealed, stopping abruptly at the table in the kitchen. "Did you make this? Oh my gosh it looks so good! Can I have some?" Twilight and Rarity gave each other a smirk and giggled.

"Yes, you may." Rarity said, "But please try to be more quiet. Someponies are still asleep."

"Oh." Dash rubbed her hoof against the floor. "Sorry about that."

"Geez, Rainbow." Twilight nudged a plate of potatoes in front of her. "You act like you've never had a decent breakfast before."

Dash shoved a spoonful of potatoes into her mouth. "Awthsome!" she said, mouth as full to maximum capacity. Rarity grimaced and made a disgusted face as she watched her try to eat and talk at the same time. "Thith ith amazthing!"

"I'm very glad you like it." Twilight said, giggling as she cut her eggs into small chunks.

Dash gulped down hard and exhaled aloud without the least bit of restraint. "Oh man…" she looked down at her food with a huge smile. "I almost never eat this good in the morning."

"Never?" Twilight asked. "What do you usually eat in the morning?"

"Cereal." She put another spoonful her mouth, and her wings noticeable twitched.

"Every morning?" Rarity asked, placing a napkin on front of her plate. Dash simply nodded.

AppleJack trudged into the kitchen with a sour look on her face. "Rainbow!"

She nearly jumped and choked on her food as she turned around. "Ay-Thay?"

"Ya'll nearly crushed me with yer jumpin' out uh bed like that!"

"Oh…" It took a second for her to chew and swallow. "Sorry."

"Sorry?" AppleJack sounded livid. "All ya got tah say is sorry?"

"I'm really really sorry?"

She sighed and walked towards the table before bopping Dash on the head. "Just be more careful next time, alright sugarcube?"

Dash looked down at the table with a somber expression. "Yeah…I'm really sorry, AJ."

"What happened?" Twilight asked.

"Rainbow jumped out uh bed like uh cow seenin' uh rattler. Nearly crushed mah ribs."

"I'm really really sorry, AJ…" Dash sighed, looking very sad. She pushed her plate of potatoes toward AppleJack. "Here…"

She looked down and smelled the delicious entrée. "Yer forgiven, Rainbow."

"What's with all the ruckus?" Spike asked, rubbing his eyes.

"Good morning." Twilight said, smiling.

"Aw, you guys made breakfast?" he asked. "That's my job."

"Oh don't bother yourself over it, darling." Rarity giggled. "We didn't want to wake anypony."

"It wasn't you that woke me up…" he growled, looking at Dash.

"Oh…" Rainbow gave him an apologetic look. "I am so so sorry, Spike."

"Nah, don't worry about it." he laughed, making his way toward the table. "As long as I can have some of your eggs, I'm cool."

The five of them ate together that early morning, enjoying the warm food while the dark cloud still hung overhead outside the window. The stormy rain from last night had been replaced with a light drizzle, and a few birds could be heard outside despite the gloomy skies. The first to finish and reach for seconds was no doubt the hungry Dash, who had ended up with red ketchup all over her chin. Spike had pointed it out to her, but even he had the same problem. When Twilight pointed it out to him, he quickly wiped his chin lest he appear messy in front of his crush. Dash didn't seem to care until AppleJack grabbed a napkin.

"Here, sugarcube…" she said, the napkin hovering over Dash's face with her hoof.

Dash shook her head and pushed her hoof away. "I got it, I got it." she said. "I'm not a little filly."

"Ya sure now, hun?" AppleJack teased, "Ya'll sure act like one."

Dash turned away. "If I want to eat messy, I'll eat messy. Besides, I didn't take you for such a neat freak."

"It's called good manners, Rainbow." AppleJack used one hoof to turn her chin back towards her, and pressed the napkin onto her face. Dash squirmed, trying to break free, but there was no way the blonde was going to lose. "Now hold still, sugarcube! Ah can't get it off ya if ya'll 'er squirmin' like that!" Dash bit down through the napkin on AppleJack's hoof, and she gasped. "Ow! Rainbow!"

"I said I got it, AJ." She wiped her mouth with the napkin. "See? I'm not a little filly." Feeling a bit angry as everypony started laughing, AppleJack pushed Dash down to the ground on her back. She felt that a bit of payback was necessary for such a rather fitful morning. Dash squirmed on her back as AppleJack place her lips on her stomach and exhaled as hard as she could. A high rumbling sound filled the kitchen while AppleJack held her down with her hooves. When Dash started laughing hysterically, everypony giggled harder while ignoring their food to watch the morning's entertainment. "AJ!" Dash tried to sound mad, but her non stop laughing easily betrayed her frantic intentions. Her hooves kicked up in the air as her tail wagged happily back and forth. "Please stop it!" Her lungs started to hurt as she tried to wiggle away. AppleJack came up for air for just a second before going right back to Dash's stomach. When Dash started crawling across the floor away from her, Twilight had to put a hoof on the table to steady her giggling self. Spike pounded the table gently with his claws as he laughed, and Rarity covered her mouth with her napkin, trying desperately to remain poised. When Dash got up from the floor, she slid in between the other two mares and growled at AppleJack. "I'm eating over here!"

"More fer me!" AppleJack laughed, pulling all of Dash's food in front of her.

"Hey!" Dash pouted.

"Serves ya right fer bein such a noisy Nelly this mornin."

No pony noticed poor little Fluttershy just standing with her head poking out into the kitchen. She looked rather shocked and confused at the morning spectacle, but couldn't help giggling a bit herself. Even through her smile, the bags under her bloodshot eyes and droopy ears that portrayed her stiff and tired body clearly indicated how she felt. When everypony finally seemed to calm down a bit, she slowly walked in.

"Oh, good morning, Fluttershy." Twilight said, smiling at her.

Dash saw her walk in and immediately went from glaring AppleJack down to smiling at her. "Oh hey, Fluttershy."

"Mornin, sugarcube." AppleJack greeted her. "Whoa Nelly…Don't take this the wrong way 'er nothing'…but ya'll look like ya need at least another day uh sleep."

"Oh…really?" Fluttershy replied, blinking a few time to focus her blurry vision. "I'm sorry…"

Rarity quickly made her way from the table to Fluttershy's side. "Oh good heavens, darling. You look dreadfully distraught."

She turned to look up at her. "No, I'm ok."

With a shake of her head, Rarity put a hoof on her shoulder. "No, dear. Forgive me for being so blunt, but you simply must get more sleep."

"Oh no." Twilight sounded a bit distraught herself. "Did my story keep you up all night?"

She quickly shook her head. "No, not at all." That wasn't completely true, but she didn't feel like hurting anypony's feelings.

"Then why do you look like a you just spent a week helping Twilight organize her books?" Dash asked, immediately receiving annoyed glances from everypony.

Fluttershy's weary mind took a few seconds to remember what had kept her awake all night. Her mind visualized the sleeping form of Rarity in dim candle light, and the warm sensation of her body against her own. The soft touch of their noses pressed against each other and the gentle snoring she made as she slept caused Fluttershy's cheeks to brighten a deep shade of pink. Her ears began to tingle, and for the first time, she found it incredibly difficult to look her in the eye as Rarity patted her mane ever so gently.

The tell tail signs were all there. Twilight could see it come together perfectly. The avoidance of eye contact, the change in complexion, and the tired eyes made perfect sense. Fluttershy was sick. That must have been it. She had a cold.

"Oh no!" Twilight sounded almost scared. "Fluttershy, are you feeling ok?" She stood next to her on the other side opposite of Rarity. "I think you're coming down with a cold."

"N-No, wait…" Fluttershy looked up back and forth between both mares hovering over her. "I'm ok. Really, I promise I am. Please don't trouble yourself over me."

Everypony huddled around her, completely ignoring their food. Even Dash forgot all about breakfast as the sudden importance of Fluttershy's health came into question. AppleJack looked down at her with the most gentle of worried faces anypony could make. "Sugarcube, ah think ya'll should get back tah bed. Ah'm startin' tah worry."

"I'm afraid I must agree." Rarity nodded her head. "It's time to go back to bed, dear."

"Wait…I'm not…"

"No ifs, ands, 'er buts 'bout it." AppleJack said. "Ya'll 'er heading back tah bed if ah have to carry ya mahself."

She wasn't sick, but that didn't contradict how nice and welcoming the thought of laying her head back down would feel. She was too tired to put up an argument, and too exhausted to explain herself thoroughly. Besides, there wasn't anyway she could explain herself without sounding the least bit silly. "What about my little animals?" she asked.

"Don't ya'll worry none, sugarcube." AppleJack said. "Me 'n Rainbow will take care of yer little friends."

"Wait, why me?" Dash asked. Her question only made AppleJack angry, and she received a low growl. "Uh, I mean, yeah no problem. We got it covered."

"T-Thank you…" Flutteshy nearly whispered, trying to hold back a yawn. Her futile efforts were fruitless to prevent it, and she opened her mouth a tiny bit to yawn very quietly.

"That settles it." Rarity said. "I'm taking you home with me to tend to you."

Fluttershy blinked hard a few times again. "Oh, Rarity you don't have to do that just for me."

"Nonsense, darling. It's the very least I could do. Let's get you into my bed, and I'll make you some hot vegetable soup." Everything about what she just said sounded fantastic. Fluttershy smiled a bit and looked up at her. "Twilight, dear?" she asked. "Would it be alright if I took her home now?"

"Oh, yes of course." she replied. "Once I finish cleaning up here, I'll swing by and check up on you both."

"Us too." Applejack said.

Dash nodded her head. "Yeah. Just get some rest, ok Fluttershy?"

She nodded, rubbing her tired eyes. Rarity pulled her against her side with a hoof, much to the little yellow mare's surprise, and gave her a gentle squeeze. "Thank you for a lovely sleepover, Twilight." Rarity said with a smile. Everypony nodded in agreement.

"Oh it's my pleasure, girls. I'm glad it was so much fun. We should do it again sometime when Fluttershy is feeling better." She said as she walked towards the front door. "Here Rarity. Take this." She levitated an umbrella to her, and Rarity gratefully accepted it. "You two will probably want it."

"Thank you ever so much." She opened the umbrella and held it over Fluttershy. "I promise I'll return it when you come by to visit."

"C'mon, Rainbow." AppleJack grabbed Dash by her tail with her mouth and dragged her to the door. "Them animals ain't gonna feed themselves."

"AJ, seriously…" Dash pulled away and snarled at her. AppleJack couldn't help but think she looked kind of cute when she was mad. "I can walk all by myself, believe it or not."

She giggled. "Ah know, sugarcube, but if ah don't drag ya with me, ya'll make up some excuse tah stay inside all day."

Dash sighed. AppleJack knew her all too well. "Fine…"

"Bye, Fluttershy." Spike said, waving his little claw up in the air. "I hope you get better soon."

"Thank you." Fluttershy smiled at him. "Thank you very much, everypony…This means a lot to me."

"Aw shucks." AppleJack laughed. "Ain't nothing. We all wanna help out uh friend 'n need." She opened the door and stepped outside into the light drizzle. "C'mon, Rainbow."

"Yeah yeah yeah, I'm coming." Dash followed behind her out the door and waved goodbye to everypony as the two of them trotted off down the road.

"Ready to go?" Rarity asked. Fluttershy nodded, and they both began walking outside. With the umbrella hovering over them both, Fluttershy found herself leaning against her to keep warm. The weather outside wasn't horrible, but it was far from ideal. Twilight waved goodbye to them both before closing the door.

"I hope she's ok." Spike said, sounding worried.

Twilight gave him a quick hug and giggled. "You're a good friend, Spike."

"Aw, thanks."

"I'm serious, Spike." she said, smiling at him. "We're all lucky to have a friend like you."

"Come on, Twilight." he turned away, blushing a bit. When his gaze moved away from her, he noticed something very strange moving slowly into the kitchen. He squinted toward what he was looking at, not quite sure if what he saw was real. Twilight followed his gaze and did the same exact thing. There was Pinkie Pie, her front hooves under her tummy and her hind hooves holding her butt up in the air. She appeared to be walking with her chin on the floor into the kitchen, and she didn't look quite like Pinkie. It was then that Twilight noted to herself something important. This strange potion Zecora made called coffee would not become a regular consumable delicacy in her home. If it could affect even Pinkie like this, then she was never going to try it.

-o0o-

The walk back to Rarity's boutique was becoming painful for poor Fluttershy. The gloomy skies appeared to almost mock her stiff muscles and exhausted mind. Every now and then, she found herself shivering from the cold. Whenever she did, Rarity would press herself gently against her side and reassure her that they were almost there. A couple of times, Fluttershy had been brave enough to nuzzle her cheek against her dear friend carrying the umbrella, only to cause a deep blush to tingle her cheeks and the very tips of her ears. Whenever Rarity felt this sudden rush of heat through Fluttershy's body, she immediately began to worry her condition was worsening.

"Fluttershy, dear…" Rarity sounded very worried. "Are you cold?"

Instinctually, she nodded. "Yes…but I'm alright. Please don't worry about me." she said, looking down at the wet grass beneath her feet.

"Darling, you simply must stop this continuous apologizing." Rarity said. "If you aren't feeling quite yourself, it is perfectly acceptable to allow others to know."

She sighed. "I know…"

"And besides…" Rarity now sounded apologetic herself. "…I feel personally responsible for this."

Fluttershy looked up at her. "Why?"

"Because I kept you up last night…" she sighed. "I should have let you just get your sleep."

"Oh, no please don't say that." she replied. "I really enjoyed staying up and talking with you."

"But look what that has done to you." Rarity gave her another hug. "I should reprimand myself for doing this to my best friend. I should have been more aware of your needs."

There was absolutely no way Fluttershy could express how happy she had been and still was over their intimate moment the night before. It was clear Rarity felt terribly guilty. Perhaps that was why she offered to take her home to nurse her. "No…" she sighed again. "I really…um…am happy about how…comfortable you feel opening up to me like that."

"Fluttershy, you are just too kind." She gave her another warm squeeze and rubbed her cheek against hers. Fluttershy gasped and turned another shade darker while Rarity giggled. "I don't know what I'd do if something happened to you. You're like the sister I never had. I mean, there is Sweetie Belle, but are age difference…We never really grew up together."

"R-Rarity…" she gasped, nearly crying as she started to tear up from such a wondrously touching sentiment. After another couple minutes of walking, they approached the entrance of her boutique. Rarity quickly opened the door for her, and they both dried themselves off using very thick towels from inside the living room closet. After disposing of the wet towels in a lavish hamper, Rarity lit very well placed candles as they made their way upstairs. The door to Rarity's bedroom swung open, and Fluttershy marveled at how majestic and comfortable the bed appeared. With multiple comforters, and countless pillows, Fluttershy could almost feel her heavy shoulders become lighter. "Here…" Rarity said, pulling the blankets to the side. "Go ahead and make yourself comfortable." Fluttershy did not hesitate for a second to comply. With the blankets pulled up to her shoulders, she lay on her side facing her gracious friend. "I'll be back up in a few minutes with some hot soup." she said, making her way back to the door. "Try not to fall asleep right away. I'm afraid I have to insist you have at least a little soup before you sleep."

"Alright…" Fluttershy said. "Thank you very much…"

"You are without a doubt quite welcome." she smiled down at her before trotting down the stairs.

Having rolled onto her back, Fluttershy stared up at the beautifully painted ceiling. She could feel her eyelids grow heavier and heavier with each passing second, but knowing that Rarity would soon come up the stairs with a smile on her face kept her from drifting away. She could easily imagine the visually aspiring mare standing next her with that signature pair of cute studious glasses she had on the bridge of her delicate nose. It was just enough to make Fluttershy giggle as her face turned bright red. The soft luscious blankets felt simply perfect and warm against her body. The deep pillows caressed the back of her head and neck with the most delicate precision, and the radiating glow of the purple candle next to the bed filled her heart with joyful serenity. When Rarity finally came back upstairs, Fluttershy appeared almost in a daze. It took a nudge to her shoulder to get her to sit up and turn to face her. Using careful levitation, Rarity held a spoonful of soup up to Fluttershy's mouth. She gratefully accepted, and gulped down the delicious warm liquid. After a few spoonfuls, Rarity placed the bowl down next to her on the nightstand and gave Fluttershy a deep smile. The happy and sleepy face of the little yellow mare behind her long mane was melting her heart like the very warm wax of the candle that gave Fluttershy's face the most beautiful glow. With one hoof outstretched, she began to pet Fluttershy's mane, rubbing gently down her cheek to her chin. Almost immediately, Fluttershy began to rhythmically take deep slow breaths as sleep abruptly transported her to much sunnier places in the land of slumber. The red glow of her soft yellow cheeks mesmerized her, and Rarity found her own ears start to tingle ever so slightly. This took her by great surprise. Something about her dear friend asleep like a little foal in her bed just made her loving maternal emotions fire in all directions. She wanted nothing more at that moment than to take care of her best friend, and not once ever stray her gaze away from that innocent sleeping face. After a few minutes, Fluttershy rolled onto her side facing her and yawned. A lock of her long mane fell over her nose, and Rarity felt compelled to brush the soft strands away from her face. She surprised herself immensely by leaning down and kissing her forehead before brushing the lock of hair away. However, before she could pull her hoof away, Fluttershy unconsciously grabbed it and pulled her hoof gently against her chest.

Rarity could feel a glistening tear reflect the candlelight and fall down her cheek.