It was well into the afternoon by the time Fluttershy was preparing herself lunch. While feeding her animal friends she had let herself loose track of time and forgotten to feed herself, and by now her stomach was growling in complaint. She hummed as she worked in the kitchen, making sauce and boiling spaghetti. As she was straining the pasta there was a knock on the door. "One moment please." She called as she set the pasta back in the pot. She hadn't been expecting company and felt guilty at the thought of not making enough food to feed anypony else. She opened the door to find Twilight, wearing a yellow sun dress and fussing with her mane. "Oh, hello Twilight." Fluttershy said, prompting her to stop suddenly.

"Hello Fluttershy! I know it's a bit late for lunch, but I was wondering if you wanted to have a picnic?" Twilight held up a picnic basket and smiled hopefully.

"That sounds wonderful. I was just about to make lunch, actually. Uhm, give me just a minute to put everything away." Fluttershy gestured for Twilight to sit in the living room while she put her would be lunch in the refrigerator. She didn't want to let on that she had already made food in case Twilight would decide there was no point in spending the afternoon with her. She had hardly seen Twilight since the whole incident with Rarity, and missed her company. So ignoring her stomach's complaints she put the the spices away in the cabinets and the pots in the sink.

When she returned to the living room she found Twilight straightening her tail this time. Fluttershy cocked her head to the side, wondering if Twilight was planning on meeting somepony else as well. She was dressed up, after all, and was even wearing makeup. While Fluttershy was watching Twilight glanced over and jumped to her hooves. "Oh, uhm, I'm ready to go if, uhm, you are." Fluttershy stared at the floor.

"Oh, yeah, me too!" Twilight levitated the picnic basket and made for the door.

Fluttershy fell in step behind her, letting her pick the destination. 'Stupid!' She thought. 'Now she thinks I was staring at her. It's no wonder Twilight doesn't want to come around anymore. She probably hates being around me now.'

Twilight seemed to know exactly where she wanted to go, moving purposefully away from Ponyville. Before too long they she stopped Twilight gestured to a nice shady spot under a tree. "How's this for a spot?" she asked. They were in a field, but the outskirts of the forest were visible, creating a backdrop of greenery, but leaving the sky visible overhead. There were all sorts of wildflowers growing all around, including sunflowers as tall as a pony.

"Oh, it's lovely." She said. Twilight didn't seem uncomfortable, but Fluttershy wondered if she was just hiding her it for her friend's sake. Still, even if that was the case Fluttershy was happy that she had friends who were willing to put up with her despite what she was. She would just have to make sure she returned the favor and not do anything weird around them.

"So how are all the animals?" Twilight asked as she set down a blanket and began unpacking the picnic basket, setting aside sandwiches and a bottle of Sweet Apple Acres cider.

"Oh, the cutest little ducklings hatched the other day and they're just the most precious things ever. Today they were learning to swim for the first time. I was a little worried because they're still so small, but of course their parents knew best."

"Aww that's adorable!" Twilight passed over the sandwiches. "Do you think I'd be able to see them?"

"Of course! We can visit them after we eat, if you want." Fluttershy took a bite of her sandwich. She really was starving. "So, are you researching anything right now?"

"Well, actually I've been a bit busy with other things lately, but there was a fascinating theory on the core principles of magic published earlier this week that I've been looking forward to reading. It's been causing some controversy because if it's accurate it'll mean a lot of what we thought we understood only works because of some lucky guesses. Basically…" Twilight launched into an explanation that mostly went over Fluttershy's head, even though she knew Twilight was trying her best to simplify it. Still, it gave her a chance to eat and she did enjoy watching Twilight get so caught up in her explanation. Fluttershy really admired her passion.

"Which really goes back to Clover's classification of the different magic elements." Twilight suddenly seemed to realize she was rambling. "Sorry, guess I got a little caught up there."

"Oh, no, it's fine." Fluttershy insisted, but the conversation returned to everyday fare. Fluttershy kept hoping Twilight would tell her what she had been up to for the past month, but every time the conversation moved towards the topic Twilight would change the subject. Growing more frustrated every time she eventually decided to ask the question on her mind.

"Uhm… Twilight..?"

"Yes?"

"Uhm… I was wondering… why don't you come visit me anymore?" Fluttershy squeaked.

Rather than answer Twilight tilted her head to the side and smiled. "I'm sorry Fluttershy, but could you repeat that?"

Fluttershy gulped nervously and took a deep breath. Trying to speak a little louder she repeated "It's just… you used to come see me at least once a week, but now, uhm, you haven't come to visit me. Is it, uhm, did I do something wrong?."

Twilight was taken aback by the question. After a moment of composing herself she answered "I've just been busy. I'm sorry if I made you feel ignored. You haven't done anything wrong, and I've missed spending time with you too! That's why I wanted to come by today."

'She's been busy. She probably has a lot of important responsibilities as a princess. I'm just being selfish.' Fluttershy told herself. Of course she was being silly, but still… "Is it because I'm… I like mares? She asked. "It is isn't it? It's okay, I don't blame you."

"Fluttershy." Twilight moved in closer, putting her face in front of Fluttershy's to force the shy pegasus to actually look at her. She tried turning her head but Twilight kept moving hers to always be in view, not letting Fluttershy break eye contact. Eventually she gave up and settled on just casting her eyes downwards. She didn't want Twilight to see the tears already welling up. Twilight placed a hoof on her shoulder. "I talked to Rarity the other day. She's worried about you, she told me that you've been avoiding her because you're afraid she doesn't want to be around you anymore. You keep acting like we don't accept you but we do, and you know that. We all know that there's nothing wrong with you, and we all love you just the way you are. I don't think that how we feel about you is really what's bothering you. I think the real problem is that you don't accept yourself."

Fluttershy finally looked at Twilight. She was smiling but there was something else in her expression. She looked sad. Sad to see her friend so hurt. Looking into Twilight's eyes she couldn't hold back anymore and began to cry openly. Twilight pulled her into a hug and Fluttershy cried on her shoulder. Twilight stroked her mane as she sobbed uncontrollably. Twilight didn't say much, just the occasional "It's okay." as Fluttershy let out everything she had been bottling inside, all the fears and self consciousness. She couldn't say how long she cried for but eventually the tears subsided and she collapsed onto her back in the grass. Twilight laid next to her, leaning her head against Fluttershy's. She placed a foreleg on top of Twilight's and the alicorn responded by wrapping it in her own. Together they laid under the tree for a while, not saying anything. Fluttershy watched as the light shifted through the branches, moving the shadows over them as the sun slowly made it's way across the sky.

Eventually Fluttershy broke the silence."The I told Rarity how I felt, even after she said she couldn't feel the same way about me I was so happy. I finally told at least a few of my friends and everypony was still with me. It was the most liberated I've felt since I first came to Ponyville. But then that night once everypony went home I felt horrible. Like I didn't deserve to be happy, and I should have never thought somepony like Rarity could be like me. It's like…" Fluttershy searched for the words.

"Like you know there's nothing wrong with you, but no matter what you do it still feels like there is?" Twilight finished for her. Fluttershy nodded. It was exactly like that. "I know what you mean. There's something I should have told you as soon as I overheard you talking to Rainbow. Something I should have told everypony a long time ago, but I've been too scared." Twilight paused. The silence went on for so long Fluttershy thought she might have changed her mind. She wanted to hear what Twilight was going to say, but didn't want to push her. "Fluttershy, I'm a lesbian."

Fluttershy sat up and looked at Twilight, who was looking off to the side. She must have misheard. Twilight was a princess. She was one of the best ponies Fluttershy knew. She might be the best pony Fluttershy knew. Twilight was a good pony, and good ponies were not like her. "What?"

Twilight sat up too. "I like mares." She said simply, looking into Fluttershy's eyes. Twilight blushed as she placed her hoof on Fluttershy's again. "I… I like you, Fluttershy. I think… I think I might love you."

Fluttershy's mouth fell open as her brain stopped working. She was aware that Twilight's expression was changing from hopeful to nervous, but she couldn't process any words to say. Eventually Twilight continued, looking at their hooves which were still pressed together. "I know you don't feel the same way, and that's okay. But I just, well, I guess I wanted to tell you." Fluttershy tried to get her mouth to start saying something, anything, but nothing came out. This didn't happen. This kind of thing just didn't happen to her. As she continued to not say anything Twilight looked more concerned. Eventually she pulled her hoof back and stood up. "I'm sorry, I shouldn't have-"

"Ducklings." Fluttershy squeaked out the first coherent thought she could latch on to.

"I'm sorry?"

"We haven't seen the ducklings yet." She said, standing up herself.

"Oh, uh, that's right. Uhm… we should go then,lead the way!" Twilight said, haphazardly using magic to stuff everything back into the picnic basket. Fluttershy led them to where the ducklings had been learning to swim earlier, her mind racing at what was going on. She couldn't begin to think about what to do because she wasn't sure what had happened. Part of her wondered if this was some sort of cruel joke, even though she knew there was no way Twilight would ever do anything like that.

They walked the whole way in silence, each pony lost in her own thoughts. By the time they reached the lake they found the ducks were gone, probably asleep after their tiring day. In their place was a family of otters playing. The two ponies stopped to watch. The otters, once they realized they had an audience began doing tricks to show off, much to Twilight's delight. 'Twilight… Twilight loves me? If I love her back I won't have to be alone anymore…' Fluttershy kept one eye on the otters and the other on the Twilight. Every time one of the otters did a flip or dive Twilight would laugh and cheer. Fluttershy did her best to find it. That spark that had ignited when she realized she loved Rarity. She had to admit she did enjoy watching her friend's excitement at the show, the way Twilight's face would light up. Twilight was able to find joy in Fluttershy's passion for animals, and while she'd never understand magic Fluttershy did spend a lot of time reading. Twilight was caring, supportive, rarely pushed her into things she was uncomfortable with and when she did it was only ever for her own good. Most importantly Twilight not only liked mares but for whatever reason liked her.

But she also couldn't deny that she just didn't feel the same way about Twilight as she did for Rarity. Not even close. Twilight was a great friend, but that was all Fluttershy could feel for her. Besides, it would be unfair to Twilight to accept her feelings when she knew she would always really have another mare on her mind. While Fluttershy contemplated this Twilight realized she was watching her and turned towards her, beaming. Fluttershy blushed but instead of hiding like she wanted to she just smiled back.

After leaving the otters they walked aimlessly for a while. They passed time chatting about the animals they saw, and never mentioning what they were really thinking about. Eventually Fluttershy found herself worrying less about her thoughts and managed to enjoy her afternoon with her friend. She actually felt a little better about Rarity. Knowing Twilight had feelings for her didn't bother Fluttershy, so maybe Rarity really did mean it when she said she wasn't bothered by Fluttershy's feelings. All too soon, however, afternoon turned into evening and they found their way heading back to the cottage.

"Spike's probably waiting for me to start dinner, I didn't tell him I'd be out all day." Twilight said regretfully.

Fluttershy nodded. "If I don't start Angel's dinner he'll get cranky."

At first neither pony made to leave, but eventually Twilight said "Goodnight then." And walked off.

Fluttershy turned towards the door and hesitated. 'I should just go inside. We had a nice day and that's enough.' She thought. But she turned to look at Twilight, walking away and she felt torn. It was true that she didn't exactly share Twilight's feelings, but she did really enjoy the time they spent together. 'Maybe I can force it. Maybe just once it'll be okay if I take a chance.' "Wait!" She called. Twilight must not have heard because she was still walking away. Hating her quiet voice Fluttershy jumped into the air and glided over to the alicorn.

"Huh? Fluttershy?" Twilight was surprised, normally Fluttershy prefered to keep her hooves on the ground.

Fluttershy realized she didn't know what she had planned on saying. "Hi." she squeaked out eventually.

Twilight looked confused, but didn't seem to mind the awkward entrance. "Is… everything okay?"

Fluttershy spoke directly to the ground. "Uhm, are you going to Cheerilee's party?"

"Of course." Twilight said. "I'll see you there, right?"

"Yes… well.. actually, I was wondering if you, uhm, if you wanted to go. With… me." Fluttershy closed her eyes, even seeing Twilight's hooves made her nervous.

"Do you… mean as a date?" Twilight asked. Even without seeing her it wasn't hard to imagine her hopeful smile, considering how much it shown through her voice.

Fluttershy nodded, unable to speak. She peeked one eye open and glanced up to see Twilight's face go from surprise to joy in a second.

"Of course! That sounds perfect." Twilight said.

"Okay." Fluttershy said. She felt her leg go weak as she added "It's a date then."

"Yup. I can't wait." Twilight's face could barely hold her smile. She gave Fluttershy one more hug before departing. "Goodnight, Fluttershy."

"Goodnight, Twilight."

The pegasus kept calm until she had safely closed her door behind her, then she promptly collapsed. "It's a date. I asked one of my best friends on a date. Not to mention she's a princess, so does that mean it's a royal date?" As she was panicking on the floor an irritated white rabbit ran up. He was going to start kicking the floor impatiently until he got a better look at his caretaker's face. Instead he nuzzled against her and, when he was sure she couldn't see his face, rolled his eyes.

"Oh, Angel, what am I going to do?" The bunny hopped away for a moment and returned with her calender and the the sketch Rarity had made for Fluttershy's gala dress. He pointed to the calendar first then to the sketch. "You're right Angel. The party is in three days, that's plenty of time to make sure everything is perfect." The rabbit jumped excitedly then changed expression back to annoyance and pointed towards the kitchen. "Oh, right, after we get you your dinner of course." As Fluttershy pulled out the ingredients for Angel's salad, setting aside the pasta to reheat for herself, she tried to think positive. She had her first date ahead of her, and it was with a wonderful mare. True, she didn't love Twilight now, but maybe she could in time. 'What's the worst that could happen? If things don't go well I can just tell her. We only agreed to one date. I'm sure we'll still be friends no matter what. Maybe. Hopefully.' She shook her head and tried to focus on preparing the salad. 'What if I break her heart? I hope she doesn't hate me too much…' She sighed. She had three very long days ahead of her.