Rarity is what you'd call a hopeless romantic. Never truly been in love, yet gushes about it, forcing herself to say that she loves a pony when she truly doesn't feel anything for that pony at all.

Rarity had known Fluttershy for a while now. Despite all of the insecurity and anxiety that the Pegasus had faced, Rarity saw her as the most beautiful mare she's ever seen. She'd always beg Fluttershy to stay around, and even begged her to be her model once. But when Fluttershy told her how it made her feel, it always made her feel guilty.

Rarity didn't feel feelings like this much around mares. It was mainly stallions that she'd be going after. But since she was treating Fluttershy a little differently than when she had caught herself falling in love with a stallion, she figured maybe it had just been a friendly feeling instead of something romantic.

On Fluttershy's side, she'd always put herself down mentally, and would want to make others feel good.

Rarity had always thought Fluttershy was a lovely looking mare. But later on she realized it was not just because of her looks, but because of the kindness in her heart. And she truly admired that.

So she'd try to make Fluttershy feel better whenever she was hurting, or whenever she felt insecure, especially about her height. She was one of the biggest pegasi that have ever existed, and that had always made her feel insecure because it was hard to find clothing that fit her. But Rarity made it work.

When Fluttershy entered Rarity's shop, Rarity was soon to greet her before seeing that she was crying. "Oh my!" She exclaims, rushing over to her, holding her hoof. "Darling, what happened?" Once Fluttershy explained what happened, Rarity felt upset. She had been bullied again about her weight and height by those same stupid ponies that used to bully her.

"Oh, darling, you know that's not true. You're the most beautiful mare I know. You should know none of what they're saying is true." Rarity raises her hoof to Fluttershy's cheek.