Thunderspite

by L3gion

Rating: teen
Tags: Adventure, Sad, Romance, My Little Pony: Friendship is Magic
Length: 43422

When a reclusive drifter comes to town, the Ponyville gang resolve to teach him the meaning of friendship. But can they uncover the mystery of his troubled past?

Thunderspite didn't talk much, but he was one of the hardest-working farmhands Applejack had ever seen. But why all the secrets? What was he hiding? Applejack and her friends vow to get to the bottom of it and show him the magic of friendship.

Published 2013-12-23 10:00:05 UTC
Last updated 2013-12-23 10:00:05 UTC

Chapter 1

Author's Note

Ewwwww, my first fic. You don't want to read this. Seriously. Might I suggest How To Train Your Pegasus instead?

Chapter 1

“Don’t wander off too far, Angel," said Fluttershy, stooping to look the little bunny in the eye. “Mama’s got just a few more groceries to find, and then it’s back home and I’ll make you up a nice salad for lunch.”

Angel nodded, but was already hopping away to explore the sights and sounds of the market. Fluttershy sighed and shook her head, then made her way over to the carrot stand, humming to herself as she went.

It was a beautiful autumn day in Ponyville. The pegasus ponies had cleared away all the clouds earlier that morning, and it seemed the entire town was out and enjoying the nice weather. The market was bustling with activity, with vendors at their carts selling their assorted fruits, vegetables, and other goods.

Fluttershy had just finished her purchase of a few heads of lettuce when Angel came bounding up to her, urgently tugging at her heel.

“What is it, Angel bunny?” asked Fluttershy. Angel hopped up and down with great urgency, and pointed towards the center of the market. In the center of the square, a crowd had gathered around a cart, and she could hear the sound of excited voices starting to rise over the usual din of the market. As Fluttershy approached, she saw a cart with an illustration of a bunch of cherry tomatoes painted on the sign above. Beneath, glistening in the mid-morning sun, were some of the plumpest and juiciest-looking cherry tomatoes Fluttershy had ever seen. Leaning against the cart, looking very satisfied with himself, was a donkey with a straw hat.

“Step right up, folks. I’ve got nice, juicy cherry tomatoes here, fresh-picked from Phillydelphia just last night. The price is just five bits for a bunch.”

A few “ooh’s” and “aah’s” went up from the crowd. Cherry tomatoes were difficult to come across in Ponyville, and considered something of a delicacy. The ponies in the market promptly began to form a line in front of the donkey's cart. Angel tugged at Fluttershy's heel again, a pleading look on his face. “Oh, alright,” Fluttershy said. “Anything for my little Angel.”

Fluttershy tried to find a place in line, but after several bumps and jostles, found herself at the very end. “Don’t worry, Angel. It looks like there’ll be enough for everypony.” As the line progressed, however, it became clear that some ponies were buying more than one bunch at a time, and it was not looking at all certain that would be any left by the time Fluttershy and Angel got there.

At long last, they reached the donkey’s tomato cart, and there was still one bunch of cherry tomatoes sitting on the desk in front of him.

“Oh, thank goodness,” Fluttershy said to the donkey, smiling in relief. “I’m so glad you have one left. Cherry tomatoes are Angel’s absolute favorite, and we were so worried there wouldn’t be any left by the time we got up here.” She took five one-bit pieces from her bag and placed them gently on the donkey’s desk.

The donkey smiled wide around the piece of hay he was chewing on. “Well I’m glad too, little lady. And since you nice folks have been waiting so patiently in line, I’m going to let you have my very last bunch of tomatoes for the low-low price of 20 bits.”

“20 bits!” Fluttershy exclaimed, in a voice scarcely louder than a whisper. “But… but earlier you said it was only five bits!”

The donkey shrugged. “Sorry, sweetheart. I’m afraid the demand for these red beauties has far outstripped our supply. Nothing personal, you understand.” The donkey smiled, but could not hide his derision. “Just a market adjustment, as they say.”

“Oh dear." Fluttershy rifled through her bag. “I’m afraid that’s much more than I can afford at the moment.” Beside her, Angel burst into tears.

“Aww, now isn’t this just a sad sight,” the donkey said, turning his lip downwards in mock sympathy. “Tell you what, neighbor. I can see these here tomatoes mean a lot to you. Perhaps we can work out some sort of... payment plan?” At that, the donkey tilted his head back and let out a long, braying laugh.

Fluttershy knew when she was being hustled. She was just about to turn and leave, when out of nowhere, a pegasus swooped down from high above. He came to a stop with a single flap of his wings, simultaneously sending a powerful gust of air that sent both the donkey and his cart tumbling along the ground.

Before the donkey had even come to a stop, the pegasus was already standing over him and shouting down at him in a loud voice.

“You miserable little maggot! How dare you take advantage of this pony!” shouted the pegasus. The donkey was laying flat on his back where came to a stop, flinching at every ear-splitting syllable. “Exploiting this pony's good will. Shame on you! What do you have to say for yourself?!”

“Uh... I... ” The donkey began.

“Save your excuses, maggot! How much are the tomatoes?!”

“The uh... what?” the donkey stammered, his lip trembling.

“TOMATOES, MAGGOT! HOW MUCH?!”

“Five bits!” said the donkey, covering his face with his hooves.

“Don’t you have some kind of friends and family discount?” The pegasus spread his wings menacingly.

“Alright, alright!” The donkey reached over into his downed cart and pulled out the last bunch of cherry tomatoes. “Take it! Just take it! I’m sorry!”

“Don’t apologize to me,” said the pegasus, hoisting the cowering donkey to his hooves. He dragged the donkey by the ear over to where Fluttershy was standing. “Is there anything you’d like to say to the nice lady?”

“Umm... ” with wobbling knees, the donkey leaned forward and handed the tomatoes to Fluttershy. “I’m sorry.”

“What are you sorry for?” The pegasus prompted.

“For... uh... ” The donkey gulped. “I’m sorry for trying to overcharge you.” The donkey turned to the pegasus for approval. The pegasus motioned that he should continue. “And for being a jerk.” The pegasus made a circular motion with his hoof. “And for... laughing at you?” The pegasus was still moving his hoof in a circle through the air. “And I really like your mane. I think you’re really pretty!” The donkey flinched and looked back at the pegasus, who at last seemed satisfied.

“Oh… well… apology accepted,” Fluttershy said, laughing a little in spite of herself.

The pegasus grabbed the donkey again roughly, bringing their faces close together. “I’ll be watching you,” he said, his voice all icicles and daggers. “You just watch your ass.” With that, he let go of the donkey, who collapsed to the ground in a heap.

As he turned around, the pegasus saw that all activity in the marketplace had stopped. Everypony had turned to watch the scene, jaws agape. Suddenly looking very abashed, the pegasus lowered his head and began to trot away.

Next to Fluttershy, Angel was hopping excitedly, grabbing for the cherry tomatoes in Fluttershy’s hoof. Fluttershy was still in shock from everything that had just happened. After watching the pegasus trot away, she quickly handed off the tomatoes to Angel and galloped after him.

Fluttershy caught up with him as he kneeled next to a heavy-looking saddlebag and began stuffing things into it. “Um… excuse me?” she said nervously.

“I’m sorry,” The pegasus said without turning. “I didn’t mean to make a scene. I hope I didn’t embarrass you.”

“Oh no, it’s alright.” Fluttershy blushed and scratched at the ground with her hoof. “Actually I… I wanted to thank you for standing up to that awful donkey.”

“You’re welcome. I can’t stand bullies. I guess I just lost my temper.”

Fluttershy examined the newcomer as he fussed with the straps on his pack. His coat was gray, and his mane was brownish with green and white highlights, cut short and flat on top. His cutie mark was a dark thundercloud pierced by a sword, and Fluttershy guessed him to be about five years older than she.

“What’s your name?” Fluttershy asked.

“Thunderspite,” he said. He stopped fussing with his pack, stood, and extended his hoof. “And you are?”

“Fluttershy.” She blushed again, letting him take her outstretched hoof in his.

The pony called Thunderspite froze. “Fluttershy? Wielder of the Element of Kindness?”

Fluttershy was taken aback. “Yes...but how do you know that?”

“I’ve read all about your adventures, you and The Six.” The admiration in his voice was sincere. He shook her hoof with a kind of reverence. “It’s an honor to meet you. Equestria owes you a debt of gratitude several times over.”

“Oh…” Fluttershy’s blush deepened. “It’s nothing, really. Most ponies don’t mention it much.”

“Hmph.” Thunderspite looked back at all the ponies in the market, his expression flat. Everyone had seemingly already forgotten about the disturbance that had just taken place, and were already getting back to their shopping. “They are a forgetful lot, aren’t they?”

Fluttershy changed the subject. “I haven’t seen you in Ponyville before, did you just move here?”

“Oh, I don’t live here, ma’am. Just passing through, looking for work.”

“Oh!” Fluttershy had a thought. “I think they’re looking for help at Sweet Apple Acres. Big Macintosh is away helping some relatives in Appaloosa, so Applejack has been running the farm all by herself. I’m sure she’d be glad for the help.”

Thunderspite considered this for a moment. “How do I get there?”

Fluttershy pointed west. “Big apple orchard. Just a mile or two that way.”

Thunderspite shook her hoof again. “Thank you, Miss Fluttershy. Maybe I’ll see you around.” With that, Thunderspite took to the sky and headed towards Sweet Apple Acres. Fluttershy watched him fly off. He certainly is... interesting, she thought to herself. Heading back to where she had left Angel, she turned just in time to see the rabbit finishing off the last of the cherry tomatoes.

“Angel! You silly thing. Those were supposed to go in your salad!” Angel swallowed, then blushed and gave an ashamed shrug.

Chapter 2

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Chapter 3

Applejack still had her apprehensions about Thunderspite, but he proved to be a hard worker. The three of them worked all afternoon, with Applejack and Thunderspite bucking the trees, and little Apple Bloom picking up the stray apples that occasionally missed the buckets. Eventually, the failing light forced them to call it a day, and they all began to walk back towards the house, with Thunderspite towing the cart with the day's last haul.

“Great job today, Thunderspite, "Applejack said. "I reckon we took a big ol’ bite out of the south field.”

“Yup,” replied Thunderspite.

Apple Bloom giggled. “You sound just like my big brother.” She hopped around the cart as they walked. “He don’t say much, ‘neither. I reckon you two would get along just swell.”

When they reached the barn, they all helped unload the apples. When the cart was empty, Applejack showed Thunderspite where the cart was to be stored for the night, and he went around to the other side of the barn while Applejack and Apple Bloom stacked the buckets next to the house.

“I like him,” Apple Bloom announced definitively.

Applejack was surprised to hear this. “How can you like him? He’s barely said three words to us today. He ain’t exactly the friendliest pony I’ve ever met.”

“Big Macintosh ain’t exactly the talkative type neither, but that don’t mean he’s unfriendly.”

Applejack supposed that was true enough. “Well…then how come he was bein’ so dodgy when we asked him where he was from? And I happen to know for a fact that there ain’t no apple orchards in Canterlot. What was that all about?”

“Just because somepony don’t want to tell you their whole life story don’t mean they’re being dodgy,” Apple Bloom had finished putting away the buckets, and the two sisters started walking back to the house. Apple Bloom jumped atop a log, stood on her hind legs, and walked its length like a tightrope walker. “Seems to me like maybe he’s just sad about something. And if that’s true—” she jumped down from the log and raised her arms, like a gymnast after a dismount. “—then he needs friends more than anypony.”

“Hush now, here he comes.” Thundespite had put the cart away and was walking back towards them.

“Thunderspite!” Apple Bloom called out to him in a singsong. “You wanna have dinner with us?”

“Apple Bloom!” Applejack chided.

“Oh…” Thunderspite looked even more uncomfortable at the idea than Applejack was. “No, thank you. I’ll just take my apples and be on my way, if it’s all the same to you.”

Applejack thought about what Apple Bloom said. She thought that there definitely was a sort of sadness in his demeanor, now that she was looking for it.

Applejack sighed. “Aw, c’mon now. A bag of apples ain’t no kind of dinner. Why don’t y’all come inside and eat dinner with us.”

“Uh…” Thunderspite turned and looked at the sky with longing, then back at the two earth ponies. “…that sounds very nice, actually. Thank you.”

“Yes!” Apple Bloom exclaimed triumphantly, pumping both hooves before running inside to set the table. “You can sit by me, Thunderspite!” she shouted over her shoulder.

“She certainly is…energetic,” said Thunderspite, following Applejack into the house.

“Mister, you ain’t seen nothin’ yet.”

* * *

Thunderspite’s manners were impeccable at dinner. He still didn’t say much, just a few words here and there, and listened patiently while Applejack asked Apple Bloom about her day at school. He seemed to be enjoying the meal immensely, however.

“Mmm,.” Thunderspite closed his eyes as he savored another bite. “This is really, really good. What did you call it again?”

“Apple quinoa,” said Applejack. “Old Apple family recipe.”

“Delicious,” he said, scraping the last of the sauce together into a spoonful.

“Have some more!” Without asking, Apple bloom plopped more of the stuff onto his plate. “We made plenty. And you worked hard today.”

“Thank you,” said Thunderspite, looking genuinely appreciative. Applejack found it hard to engage him the conversation without asking about his past, so she and Apple Bloom carried the bulk of the conversation, with Apple Bloom regaling the latest adventures of the Cutie Mark Crusaders. A few of the stories left Applejack in stitches. Thunderspite seemed entertained as well, in his own way. He mostly stared at his meal, but he could frequently be seen smiling a bit between bites.

After the quinoa, they all had hot apple pie topped with ice cream for dessert. When everyone had had their fill, Thunderspite stood and started doing dishes, without being asked. Before long, they had an efficient chain going, with Thunderspite washing, Apple Bloom rinsing, and Applejack drying and putting away. All the while, the two Apples laughed and told stories, while Thunderspite remained stoic except for the occasional crooked smile.

When the dishes were finally done, Thunderspite began making his way to the door. “Thank you both very much for the meal. I think that’s the best meal I’ve had in a long, long time. I’ll see you in the morning.”

“Where you sleepin’ tonight, Thunderspite?” asked Apple Bloom, trotting between him and the door.

“Hmm? Oh, I’ll probably find a cloud someplace.”

“Don’t you get cold?” asked Apple Bloom.

“Oh…it’s fine, really. I don’t mind. I’m used to it.” Applejack saw a slight panic cross his face as Thunderspite realized where the conversation was going. He began to try to edge around Apple Bloom.

“You should stay here for the night! You’ll be a lot more comfortable. And besides…” Apple Bloom opened the door and looked out. “It’s a clear night, there aren’t any clouds around for miles. You’d have to fly all night just to find one.”

Applejack was annoyed that her sister had offered to let him stay without at least consulting with her, but had to admit her sister was right on that point. “She’s right. We need to get an early start in the morning if we’re gonna finish the south field by the end of this week, and we can’t do that if you’re gonna spend all morning just getting back here. You best stay here tonight.”

Thunderspite considered this. To be honest, he would have preferred to sleep in a ditch, or anywhere before he took the Apples up on their hospitality. They were friendly enough, and that was the problem. He found their attempts to get close to him unsettling. But it was indeed a cold and cloudless night, and a warm bed sounded really nice right about then.

“Maybe just for tonight,” he said at last.

“Great!” said Apple Bloom. She grabbed his pack and, with effort, hefted it onto her back, and led Thunderspite to the guest bedroom upstairs.

When they got there, Apple Bloom dropped the pack to the floor, slightly out of breath. She quickly yanked the dust covers from the bed, desk, and a small upholstered chair. “We usually have breakfast around 6. Anything else you need?”

“I’m sure I’ll be fine. Thank you very much, miss," said Thunderspite.

Apple Bloom made a face. “Name’s Apple Bloom, mister. You may as well quit bein’ all formal-like all the time. You’re gonna be stayin’ here a while, after all. Goodnight!” And with that, Apple Bloom trotted out of the room.

“Well I’m not really planning on staying…” he said after her, but she was gone.

Applejack was a bit embarrassed. “Sorry about her,” she said. “Seems like she’s taken quite a shine to you.”

“I really don’t know how to thank you for your hospitality…Applejack.” He nearly called her “ma’am” again, but caught himself.

“Aw shoot. T’weren’t nothin’. Well, g’night then. I’ll be seein’ you bright and early," she said, moving to the door.

“Goodnight,” said Thunderspite.

Applejack closed the door and began to walk down the hall, to where she and Apple Bloom’s rooms were. “That girl…” she muttered to herself. Pushing Apple Bloom’s door open, she found the young filly jumping on the bed.

“Dagnabit, Apple Bloom,” said Applejack, putting on her stern-big-sister voice. “I would appreciate a little prior consultation before you go renting out our house!”

“He’s not renting, silly!” said Apple Bloom, swinging around the bed posts. “We’re paying him, remember?”

“Er… what?” Applejack shook her head. “That ain’t the point. The point is, you can’t go around invitin’ ponies we only just met into our home.”

Apple Bloom stopped jumping on the bed and stared at her sister. “Applejack, I am surprised at you,” she said, putting on a stern voice of her own. “Would you really let a nice pony like Thunderspite sleep out on the ground someplace? Just because he’s just a farmhand don’t mean he don’t deserve a roof over his head.”

“Well, uh… dangit.” The little twerp is right, she thought to herself. “Well, I just think we should discuss big decisions like this in the future.”

“If I had asked you—” Apple Bloom jumped high on the bed, flipped forward, and landed perfectly on her rear hooves. “—you would have said no.”

“Why you little so and so… go brush your teeth!” Applejack feigned a smack as Apple Bloom laughed and scurried down the hall.

Chapter 4

“I just don’t know, y’all," said Applejack, between sips of her milkshake. “He’s nice enough and all, and I reckon he’s the hardest-working I farmhand I ever did see, but he sure don’t like talkin’ none. Kinda suspicious-like, y’know what I mean?”

It was Saturday, and the gang had all gathered at Sugarcube corner for sweets, as was their custom. Rarity, Pinkie Pie, Fluttershy, and Rainbow Dash were all present, plus Applejack and Apple Bloom. Twilight Sparkle and Spike were absent, away on Royal business in Canterlot. Sadly, they hadn’t seen much of their old friend since her coronation.

“Hmm,” said Rarity thoughtfully. “Fluttershy, you’ve met our mysterious farmhand, haven’t you? What was your impression of him?”

“Oh… ” Fluttershy shrank in her seat from the sudden attention. “Well… he seemed… nice.” She then bashfully recanted the story of her encounter with the donkey in the marketplace.

Rainbow Dash fell off her seat and rolled on the ground, laughing. “Did he really say ‘You just watch your ass?’” Another bout of laughter.

“Hmph!” said Pinkie Pie with a huff. “Well that donkey sounds like a grade-a, mean-old meanypants!”

“And this Thunderspite sounds like my kinda pony,” said Rainbow Dash, miming a few punches in mid-air. “Kickin’ asses and takin’ names!”

“Well, it seems the only thing we really know about our Thunderspite is that he doesn’t like bullies,” said Rarity, taking a ladylike sip from her straw.

“But what should do about him?” said Applejack. “I mean, I do need is help on the farm, but I can’t shake the feeling that he’s bein’ dodgy about somethin’.”

Apple Bloom set her milkshake down and looked up at her sister. “Applejack, what do you reckon Princess Celestia would want us to do if she were here? Run him out of town for bein’ too shy? Or do you reckon she’d want us to try make friends with him?”

Applejack looked down at her sister. The little twerp was right again. “Shoot. I hadn’t thought of it like that. I reckon we should try to make friends with him. Maybe we’ll learn somethin’ about friendship to tell the Princess about.”

“But how?” asked Fluttershy. “It doesn’t sound like he really wants to make friends.”

“I know what to do!” said Pinkie Pie, jumping up and down excitedly. “Throw him a party!” She threw up a hoofull of confetti and blew on a noisemaker.

“Hold on there, sugarcube,” said Applejack, brushing confetti off her shoulders. “Thunderspite don’t seem like the partygoin’ sort. If we go off an’ throw him a big ol’ hoedown, we might just end up scarin' him off for good.”

“Aww,” said Pinkie Pie through the noisemaker, which made a depressed-sounding toot.

“Seems to me like he's just sad or something,” said Apple Bloom. “I reckon he needs somebody to talk to, but maybe he don't know how.”

"Oh!" Rarity suddenly had a thought. "I know what to do! Let’s ask Twilight!”

“Yeah!” said Rainbow Dash. “She is Equestria’s expert on friendship, after all. She’s bound to have some ideas.” There was a round of nods and affirmations around the table as everyone agreed.

Using her magic, Rarity brought a pen and quill out from her bag. The gang all gathered around the table on her side, and listened as she began to compose aloud.

Dear Princess Twilight Sparkle,

Your friends here in Ponyville hope you are doing well in your new role as Princess. We miss you very much and hope you will be able to visit soon.

We are writing with a particular problem that we thought you might be able to help with. There is a new pony in Ponyville, a pegasus who seems to drift from town to town. He is very withdrawn and doesn’t seem very interested in making friends. We get the impression that he is very sad about something, but we don’t know what.

We would very much like to be his friends, but we are unsure about how to go about it without scaring him off. Any advice you could provide would be very much appreciated.

Sincerely,

Your friends in Ponyville

When they were all content with the letter, Rarity took it outside and dropped it in the mailbox. “There,” she said, taking her seat again. “I expect we should have a reply the day after tomorrow.”

Applejack spoke up. “In the meantime, I think it would be good if he could meet the rest of y’all.”

“A party!” said Pinkie Pie, with another hooful of confetti.

“No parties, Pinkie Pie!” the entire group said as one. Pinkie Pie sulked and crossed her arms, but a moment later an idea struck her.

“I know, I know! The Cakes are delivering a wedding cake to town hall tomorrow! Thunderspite could help us move it there!”

“Well that’s a wonderful idea, Pinkie Pie!” said Rarity. “Can everyone meet here at noon tomorrow?” Nods all around the table. “It’s settled then.”

“Go team friendship!” said Rainbow Dash, and they all put their hooves together at the center of the table and cheered.

* * *

As planned, the gang all met up at Sugarcube corner the following day. Applejack and Thunderspite were the last to arrive.

“Thanks for comin’ along, Thunderspite,” she said to him as they walked up to the shop. “Last time we did something like this we had Big Macintosh carry the cake, but with him bein’ out of town and all, I reckon’ you’ll fill in nicely.”

“I will certainly do my best, ma’am.” Thunderspite usually remembered not to call her "ma’am," and the fact that he didn’t this time betrayed his nervousness.

Applejack smiled reassuringly. “And don’t worry about a thing. I’m sure the gang will like ‘ya.”

Thunderspite held the door open for Applejack as she entered. “Hey y’all!” said Applejack in greeting. The gang all turned and said their greetings.

“Everypony, this here’s Thunderspite. He’s that pony I’ve been tellin’ y’all about. He’s been helpin’ out on the farm while Big Mac’s been away. Thunderspite, this here’s Rainbow Dash, Rarity, Fluttershy, and Pinkie Pie.” Thunderspite returned Pinkie Pie’s wave, greeted Rainbow Dash by slapping wings, gently took Fluttershy’s hoof in his, and returned Rarity’s curtsy with a perfect bow.

“Oh my ... ” said Rarity. “Applejack, you didn’t tell me your friend was such a gentlepony.”

“Anywho, said Applejack, “Thunderspite, we need your help carrying this here wedding cake down to town hall. It’s about six blocks. Rainbow Dash and Fluttershy will be flying above, helping to stabilize it with ropes, and Rarity will be behind you, casting a spell to protect it with her magic. Me an’ Pinkie Pie will be up front, clearin’ a way for y’all. Think you can handle it?”

Thunderspite eyed the cake, and then the group, before nodding. “Sounds like a good plan.”

“Swell! Let’s get you loaded then.”

Thunderspite went over and squatted low, then Applejack and Rainbow dash slid the cake off the table and onto his back. There was a tense moment as the cake swayed precariously, but Thunderspite spread his wings and was able to stabilize it in time. He kept his wings spread out under the base of the cake, making a makeshift platform. The team surrounded him as he carefully made his way out the door, ducking down low to clear the doorframe. Once they were out, everyone assumed their positions.

“Alright y’all. Let’s move out,” said Applejack, trotting some distance ahead.

It was slow going. They moved at a pace just slower than a walk, as Thunderspite did his best to smooth out his steps. As they crossed Mane street, Applejack and Pinkie Pie blocked traffic on both directions. Three-quarters of the way there, and their efforts were nearly thwarted by a pair of fillies kicking a ball down the street, not looking where they were going. Applejack sternly shooed them away.

“Almost there, gang. Hang in there, Thunderspite!” Thunderspite only nodded acknowledgement. Sweat was beginning to form on his brow from the exertion.

“I can see town hall!” Cried Rainbow Dash from above. We’re almost there!”

“Um... guys?” Fluttershy said, softly.

“Pinkie Pie, do you remember which room they wanted it in?” shouted Applejack over her shoulder.

“The main reception hall. It’s just through the doors!” Pinkie Pie shouted back.

“Um... Everyone? There’s a... ” Fluttershy pointed skyward.

“Okay. When we get a little closer, I’ll run ahead and hold the doors open while you all work on gettin’ it through.”

“Look out!” cried Fluttershy, whose warning was finally heard. They all heard a great crash, and a surprised grunting noise from Thunderspite. The gang turned around to see that Thunderspite and the cake was no longer in the center of their little formation. He was a few yards away, almost completely covered in frosting and fondant. Another pony was with him, even more covered in cake remains than he was.

The gang all gasped and trotted over. “Oh my goodness, Thunderspite! Are you alright?” Rarity asked.

Thunderspite groaned and rubbed his head. “I’ll be alright. What happened?”

All eyes turned to the second pony. After a moment, two eyes opened from behind the mask of frosting. Then, with a few quick shakes of the head, the pony’s head became visible. It was a pegasus mare, with a blue mane and gold highlights.

“Snow Bolt?!” The five exclaimed as one.

“Snow Bolt, what the heck happened?” asked Rainbow Dash.

“Oh... ha ha, hey guys... ” Snow Bolt blushed and scratched behind her head. “Well, uh, funny story... I was flying, on my way back from the market, and I guess I sort of... fell asleep?”

“You? Fell asleep? While flying?” Rainbow Dash shook her head incredulously. “Snow Bolt, how does that even happen?”

Thunderspite began brushing bits of cake from his coat. For lack of anything else to say, Applejack made the introductions. “Snow Bolt, this is our friend Thunderspite. Thunderspite, this is Snow Bolt.”

Thunderspite extended a hoof. “Charmed,” he said simply, though his icy stare suggested otherwise.

“Heh heh... Nice to meet you,” she said, nervously taking his hoof. She surveyed the splattered remains of the cake all around her. “Wow. I am really, really sorry you guys. Your poor cake.”

“It’s okay!” exclaimed Pinkie Pie. “The cakes and I always bake a backup cake for big events like this – in case of cake emergency!”

A relieved cheer went up from the group. “You guys need another hand with the move?” asked Snow Bolt helpfully.

“Well, that depends,” asked Applejack. “Reckon’ you can stay awake that long?”

They all laughed and headed back to the bakery, and even Thunderspite managed a small smile as the gang helped brush the last of the cake out of his mane.

Chapter 6

“Thank you ever so much for your help, Thunderspite.” Thunderspite was standing on a pedestal in the center of the Carousel Boutique, wearing a green and blue tuxedo. Rarity was talking, or rather rambling to him as she fussed with his hems with a pincushion. “You see, I was designing an ensemble for Lady Star Charmer, she just loved it so much that she absolutely insisted that her husband get an outfit to match, but wouldn’t you know? All of my sewing mannequins are for mares, and they just wouldn’t do for such a... broad-shouldered stallion like yourself or Lord Velvet Cuff."

“Glad I could help,” said Thunderspite, but the tone of his voice said otherwise. Between the ridiculously extravagant getup, Rarity’s stream of verbal consciousness, and the small white cat that was glaring at him menacingly from the adjacent pedestal, Thunderspite was actually feeling quite uncomfortable.

According to Applejack, they were just about all caught up with their work at Sweet Apple Acres, so Applejack said she’d start loaning his services out to her friends from time to time, still paying him their agreed-upon rate. Given the choice, Thunderspite would have preferred the solitude and repetition of bucking Apples, but he had to admit that Applejack and her four friends were starting to grow on him.

Rarity hardly missed a beat. “Oh, but I do like the way the vest just brings it all together! I must say, Thunderspite, you really do clean up quite nicely. You really the build for fashion, has anybody ever told you that? Have you ever considered a career in modeling?”

The cat, meanwhile, had crawled atop the mannequin directly next to him, and was taking fierce-looking swipes with her claw at his top hat. Thunderspite was doing his best to stay out of her reach, but he couldn’t move far because Rarity was still fussing his hems. It took him a moment to realize Rarity had asked him a question.

“Uh... modeling? No... not really my sort of thing.”

“Well, it’s certainly not for everybody, I can tell you that. Believe me, I would know. It’s not easy being in the spotlight all the time, having everybody judging you. In fact, I nearly lost a very good friend of mine when she got into modeling and I didn’t. It sounds silly of me, and I did eventually learn my lesson, but... ” she shook her head, then stood back to admire her work. “There! Oh, that is absolutely perfect! Thunderspite, you look positively dashing! Go on Thunderspite, give us a turn!”

Thunderspite suppressed a sigh and did as he was told. Rarity squealed with delight. “Perfect, perfect! Thunderspite, it fits you like a glove! Oh, you simply must try on this one as well!” Before he could protest, Rarity had stripped the tuxedo off with her magic. He made a little yelping noise at his sudden nakedness, but the first tuxedo was quickly replaced with another. In only a few seconds, Rarity’s magic had him dressed, all the buttons fastened, and the bowtie tied. “I made this one ages ago for the husband of a client of mine, but the client ended up not liking it, and it’s just been sitting around my shop all this time.” As the last button was fastened, Rarity gasped and jumped up and down with excitement. “Thunderspite, this is simply perfect for you! Oh, well the accents are wrong... ” His red tie and cummerbund were replaced almost instantly with new ones that matched his mane. “Much better! Oh darling, this suit was absolutely made for you! But uh... hmm.” Rarity peered at him through her glasses. “Thunderspite, who’s been cutting your mane?”

“I’ve just been doing it myself.”

“I see. Well, darling, it’s not that you’ve done a bad job, mind you, but why don’t we see what Auntie Rarity can do for you.” Before he could protest, Thunderspite found himself being hustled off to a chair in the center of Rarity’s workspace. A drop cloth was placed around his neck, and his chair was spun around to face the mirror.

Thunderspite began to protest. “Miss Rarity, this really isn’t neces... ”

Rarity had already cut him off again. “Now I’m by no means a professional stylist, you understand, but I think I do alright. Now you do like this flat on top, yes?” She patted his mane. “I do too, darling; I think it suits you. But if we just take a little off the top... ” Suddenly, a pair of scissors was flying around Thunderspite’s head at super-pony speed. Thunderspite gasped and tried to remain as still as possible, for fear of decapitation.

“Oh yes, that’s much better. Yes yes, I am a genius!” Thunderspite did not argue, only whimpered a bit as the possessed scissors whizzed past his ears. “There!” Thunderspite finally dared exhale. He tried to rise, but instead found himself pushed back in the chair, and the chair pushed backwards into a reclined position. “Oh no no no, darling. We have barely begun!” Thunderspite did not at all like the maniacal tone her voice had taken, nor the crazed look in her eye. “We’ve got to do something about those eyebrows. No offense, darling, but it looks like your face is being eaten by caterpillars.” Rarity chuckled maniacally and produced a pair of tweezers that hovered just above his face.

“Miss, Rarity, I really should... ah!” The tweezers went to work with all the speed and precision of a sewing machine, plucking one hair at a time at lightning speed while Thunderspite shut his eyes tightly. In just a moment it was over, and there was a dull pain in his face where the other half of his eyebrows had been formerly located.

“Ow... ” Thunderspite said weakly.

“Pain is a small price to pay for beauty, darling. Now then... Rarity stroked his chin with her hoof. “We’ll have to do something about that beard as well.”

Thunderspite gasped and opened his eyes to find a single, straight-edged razor being sharpened on a leather strap in mid-air. “Oh, Miss Rarity I’d really rather... ” This time Thunderspite tried to make a break for it, but didn’t make it out of the chair before the razor was placed at his neck. He gulped and resumed his seat.

“Now just you hold still, darling, and this won’t take but a minute.” His face was wetted by a hovering globule of water and shaving cream was applied. Finally, the razor also began setting about its work. Beads of sweat formed on Thunderspite’s brow, and he dared not move a muscle as the blade traced along the arteries in his neck.

“Thunderspite! Thunderspite, wake up, darling. We’re through here.”

Thunderspite’s eyes fluttered open. He realized he must have passed out. The drop cloth was whisked off of him, and he was sat upright. A second later, a hand mirror appeared right in front of him.

“What do you think, Darling?” asked Rarity.

“Oh.” Was all Thunderspite could say. “Oh.” Thunderspite had never given his appearance much thought, but he was astonished at the transformation Rarity had managed in just a few short minutes. His scruffy stubble was gone, his eyebrows were tidy and shapely, and his mane had been cut short and flat on top, and styled in a sawtooth pattern in the back. Between the new mane cut and the tuxedo, the reflection he saw in the mirror could have just as easily stepped out of a fashion magazine.

Rarity let out a contented sigh as she put her implements away, her fashion compulsions finally sated. “I think we’re done here, darling. But I do insist you keep the tuxedo.”

“Oh! But Miss Rarity, I... ”

“Tut tut, I insist! It fits you too well not to belong to you. And you never know when you’ll have an occasion to wear one.”

Thunderspite wasn’t sure what to say. “Thank you,” he said at last.

Rarity beamed. “Not at all, darling. Now that’s all for today, but you have been an excellent mannequin. Can I call on you again if I need you?”

Thunderspite smiled. Though this sort of thing was well outside his comfort zone, Rarity’s generosity had taken him aback. “You may.”

Rarity smiled again. “Until next time then, darling.”

As he walked out of Rarity’s shop, Thunderspite immediately noticed a drastic change in the way he was perceived. Looking clean-cut and well-dressed after his impromptu makeover, he was greeted immediately by a pair of passing unicorns. He was so shocked that he nearly forgot to return their greeting. In all the towns he passed through, his scruffy appearance and tattered possessions always marked him instantly as a drifter. At best, we was ignored. At worst, he was looked upon with disdain, and occasionally he would see mothers would shoo their young ponies away from him. But now, as he walked down the street he was smiled at and greeted, and he was beginning to like the feeling. And unless he was mistaken, those two mares at the villa across the street were checking him out.

Thunderspite spread his wings and took to the sky with a new appreciation for Rarity’s talent and generosity.

* * *

Applejack and Apple Bloom were just cleaning up after lunch when Thunderspite came through the door.

“That you, Thunderspite?” Applejack called.

“Yes,” he answered.

“We’re just puttin’ lunch away, but we saved some for you. ‘Soon as you eat, we should get to... dang.” Applejack glanced up from her dishes, then did a double take. Thunderspite was still wearing his tuxedo, and with his shave and new mane cut, was looking quite dapper indeed.

“Dang!” Apple Bloom laughed trotted over to him, inspected his new outfit. “What happened to you?”

“Well, I went to help your friend Rarity, and, well…” Thunderspite trailed off and shrugged.

“Haha, yeah, Rarity’s like that.” Apple Bloom nodded, knowingly. "Be glad you escaped without a hooficure."

“I’ll go up and get changed, and I’ll be right down for lunch. And after that, you wanted me to keep working on the south field, Applejack?” Thunderspite asked.

Applejack, whose jaw still hung agape, shook herself out of her stupor. “Uh, yeah. South field.”

“Alright then. I’ll be right down.” Thunderspite trotted up the stairs. Even after he was gone, Applejack continued to stare after him.

“Dang,” she said again. She finally looked down at Apple Bloom, who was staring at her sister with one eyebrow raised.

“What?” Applejack asked.

“You know dang well what.” Apple Bloom smirked. “You ain’t foolin’ nobody.” And with that, she went back to drying her dishes.

Chapter 7

“Thank you so much for helping with the animals, Thunderspite,” Fluttershy was saying. “Tiny never like taking his medicine. I don’t know what I would have done without you.”

“Not at all, Miss Fluttershy,” Thunderspite and Fluttershy had actually gotten along quite well since that day he first met her in the market. She was as friendly and welcoming as the rest, but she also seemed to share his appreciation for solitude and quiet every once in a while.

Their conversation was interrupted by the piercing sound of several young ponies screaming.

“What was that?” Fluttershy asked, but Thunderspite was already down the street, using his wings and hooves to accelerate as fast as possible, and she followed. They both came to a stop as they came to the intersection, searching for the source of the sound.

“There!” Fluttershy pointed to the right, where Apple Bloom and two other fillies were all sprinting down the street, expressions of real fear on their faces. A few seconds later, several Timberwolves also rounded the corner, in hot pursuit of the young fillies and gaining fast.

“Get the girls, I’ll handle the wolves!” Thunderspite did not wait for a response from Fluttershy before he dashed into the sky and soared to an altitude of a few hundred feet, then rolled and dove at the timberwolves, tucking his wings as he went. With an impact that shook the ground, he landed square on the head of the one in the lead, who fairly exploded in a shower of branches, pine cones, and leaves.

Standing amidst the bundles of sticks that had formerly been a timberwolf, Thunderspite stared down the remaining five as Fluttershy quickly escorted the three fillies into an open shop door somewhere behind him. The timberwolves stopped and looked at each other for a moment, unsure. Finally, they seemed to decide that they had a numbers advantage on the lone pegasus, and began to advance.

“Hah!” Thunderspite shouted loudly and lunged towards the nearest timberwolf in an attempt to intimidate it, but the beast was unfazed. Retreating, Thunderspite picked up a long, thick branch from the remains of the first timberwolf and wielded it like a sword.

Thunderspite and the Timberwolves circled each other for a moment. The timberwolves attempted several times to surround him, but Thunderspite kept moving, always keeping the heart of the group in front of him.

Finally, one of the timberwolves lunged. Thunderspite deftly stepped to the side and brought the branch down on the beast’s head, knocking it clean off. The bundle of sticks clattered to the cobblestone street, followed by the rest of the body. The other timberwolves howled in rage, and the three nearest him all charged simultaneously. Thunderspite blocked the one in the center by shoving his weapon into the beast’s waiting jaws, then turned and delivered a strong kick to the wolf on the right, sending a lifeless bundle of sticks into the wall of a house. He had nearly dodged the bite of the wolf on the left, but the beast’s jaws clamped down on his ankle, and he cried out in pain. Turning, he plunged his hoof straight through the beast’s side and ripped a pine cone out from somewhere within the beast’s innards, killing it instantly.

The courage of the wolves that remained faltered, and they all turned tail and ran up the street, back towards the Everfree forest.

Thunderspite watched them go, until they were out of sight. Then he turned, wincing as he put his weight on his injured hind leg.

Fluttershy and the three fillies rushed to his aid. “Wow, that was totally awesome!” Said the young pegasus filly, fluttering in the air for a moment in excitement.

Apple Bloom’s face showed only concern. “Thunderspite! Are you okay?”

“I’ll be fine. Everyone, help me pick up these sticks before they reconstitute.”

Together, the five ponies quickly picked up every stick that lay scattered on the street, just as the neighborhood ponies started to peek out from their hiding places.

“Quickly now.” Thunderspite honestly looked more intimidated by the ponies than he had been of the timberwolves. He scooped up the last bundle of sticks from Apple Bloom and added it to his own bundle. “Come on, Fluttershy. We’ll scatter them over the forest.”

“Oh dear. Oh dear!” Fluttershy flinched as the bundle of sticks in her arms began to twitch with a green magic.

“Don’t worry. They won’t be able to reconstitute with you holding them like that. Apple Bloom, I want you and your friends to go straight to the farm and wait there with Applejack until I get back. Understood?”

“Aww, but...” Apple Bloom began to protest.

“Apple Bloom, please do as I say. I have to go with Fluttershy to scatter these sticks so the timberwolves don’t hurt anypony else, but I need to make sure you stay safe. Please?” Thunderspite’s face showed a mixture of sternness and concern. Apple Bloom barely hesitated before she nodded and scampered of down the road, with her two friends following close behind.

Thunderspite turned back to Fluttershy. “Ready? Let’s go.”

“Okay.” With some difficulty, Fluttershy flapped after him, trying not to panic at the sensation of the bundle of sticks twitching in her arms.

* * *

Fluttershy held the door open for Thunderspite as he slowly limped his way into her cottage. “Go have a seat on the couch over there. I’ll get my supplies, and I’ll be right back," Fluttershy said, before trotting off to the medicine cabinet.

Thunderspite did as he was asked. After they had scattered the timberwolf remains over the Everfree forest, Fluttershy had insisted that Thunderspite come with her back to her cottage so that she could attend to his injury.

Fluttershy returned with a first aid kit, a bowl of warm water, and a rag. She lifted Thunderspite’s wounded ankle up onto a small stool, then proceeded to gently cleanse the bite marks with warm water.

“Thank you again, Miss Fluttershy,” Thunderspite said.

“Oh no! It’s we who should be thanking you, Thunderspite. Why, if you hadn’t been there to fight off those timberwolves... ” She let the thought trail off. “That was really something, by the way. Where did you learn to do that?”

“Just something I picked up.” Thunderspite was being evasive as usual, but seemed to be too exhausted to put much effort into hiding it.

“Oh. Um, okay.” Fluttershy put down the bowl and put a small amount of ointment on a bandage. “This may sting a little,” She pressed the bandage against the wound. Thunderspite pursed his lips from the pain, but otherwise remained still.

Fluttershy bit her lip thoughtfully for a moment while she secured the bandage with tape. “Um, Thunderspite?”

“Yes?” Thunderspite could see that whatever it was she wanted to say was taking great effort on her part.

“Well, um... I just wanted to say that I understand that you don’t like talking about your past, and I’m sorry if I offended you by prying. But, if you ever do feel like talking about it, you can talk to me. People say I’m a really, really good listener. That is, I mean, if you want to." Fluttershy flinched almost imperceptibly after she finished talking, as if she expected to be punished for speaking out of turn. Instead, Thunderspite was genuinely touched by her offer, and the effort it must have taken to make it.

“Thank you, Fluttershy. That’s very kind of you. But I suppose I shouldn’t be surprised.” He offered her a smile. “I wish more ponies were like you.”

“Like me? Oh no no no, I wish I could be more like you, Thunderspite. You’re brave and strong, and I’m just...well I’m just me.”

Thunderspite was already shaking his head. “Being unafraid is not the same as being brave, Fluttershy. Real courage is acknowledging your fears and overcoming them. And from what I hear, every time you’ve come face to face with something that frightens you, you’ve always succeeded in doing what had to be done, in spite of your fear. The way I see it, that makes you one of the bravest ponies I know."

Fluttershy blushed. She had finished dressing his wounds and was now wrapping the entire ankle for the sprain. Meanwhile, Angel had hopped onto the couch next to Thunderspite, and was looking up at him with something like hero worship. Thunderspite reached over and scratched the bunny behind the ears. Fluttershy was amazed; Angel did not usually get along with strangers, and rarely let himself be petted by anyone except herself. It seemed he was still very grateful for Thunderspite’s help in procuring the tomatoes.

Still scratching Angel behind the ears, Thunderspite continued. “And your kindness is not weakness, Fluttershy. Kindness and friendship, what you and your friends have together...it makes you stronger together than anypony could be on their own." Thunderspite shook his head. "It's not something I understand very well, frankly."

Fluttershy smiled. She had finished wrapping his ankle and began to put away her implements. “Okay, you’re all set. Try to take it easy for a few days.”

Thunderspite gingerly got to his hooves and slowly put his weight on the injured hoof. It was still a bit tender, but he could walk on it. “That feels much better. Thank you, Fluttershy.” He made his way over to the door. “I’ll see you around, I suppose?”

“Yes. And Thunderspite? Um...” Thunderspite turned back to face her. She was bashfully scratching at the floor with her hoof. “Don't...don't forget my offer, okay?"

For a moment, Thunderspite considered walking back into her cottage and telling her everything. Instead, he just smiled again and shut the door behind him.

Chapter 8

Thunderspite’s injuries were not serious enough to keep him from his work on the farm for more than a day. Two days later he resumed his work in the orchard, but only after repeatedly assuring Applejack that he was fit for duty, and promising her that he would take it easy and return to the house immediately if he felt he would strain himself.

The same afternoon, Rainbow Dash found Thunderspite working in the west field.

"Thunderspite!" she called, coming in low and landing between rows of trees.

Thunderspite turned to face her, wiping sweat from his brow. "Hello, Rainbow Dash."

"I heard about what happened the other day!" said Rainbow Dash, her excitement plain to see. "That was totally awesome!"

“That... was no big deal,” said Thunderspite, delivering a kick to a nearby tree.

“That’s not the way I hear it! I hear you took out a dozen timberwolves, all by yourself! You were all like pow pow! And they were all like yipe yipe yipe!”

Thunderspite was doing his best to ignore her and get back to his apple bucking, but Rainbow Dash stayed alongside him. “I know combat training when I see it, and you, sir,” she said, pointing a hoof accusingly. “Have had combat training. You were in the Royal Guard, weren’t you?”

Thunderspite kicked another tree and sighed. “Yes, Rainbow Dash. I used to be in the Royal Guard.”

“I knew it!” Rainbow Dash pumped her hooves and did a quick backflip in the air. “Can you teach me to fight like that? Please please please?”

“I don’t have time Rainbow Dash. I’m working for the Apple family.”

“We could train in the evenings! After you get done for the day. And I’ve already talked to Applejack, she says it’s okay!”

“No.”

“Oh Pleeeeeeease?!” Rainbow Dash dove, and grabbed one of Thunderspite’s hooves. Her eyes were as big as dinner plates. “What if the Timberwolves attack again, and you’re not around next time? How will I protect my friends?”

Thunderspite softened at this, then took a long moment to consider. “Show me what you can do.”

“With pleasure!” And with that, Rainbow Dash shot into the sky. After gaining some altitude, she initiated a series of aerobatic maneuvers, rolling and looping through the skies, and slaloming around some nearby clouds. She capped off the performance with a sonic rainboom, then swooped down low through the trees again, skidding to a stop just in front of Thunderspite, looking very pleased with herself.

“Not bad,” said Thunderspite, with a slow nod. He thought for another long moment. “You’ll have to find the equipment from somewhere. We’ll need swords, and helmets. And armor, if you can manage it.”

Rainbow Dash jumped from the ground and rendered a sloppy salute. “No problem, sir!”

“We’ll train in the evenings. We’ll begin as soon as you find the equipment.”

“Sir, Yes sir!”

“And Rainbow Dash... ” He looked her square in the eye. “You must do exactly as I say, no matter how strange it seems at the time. If you don’t, the deal’s off. Understand?”

“Sir, yes sir!” She saluted again.

Thunderspite winced a bit. “One last rule. No more calling me ‘sir,’ got it?”

Rainbow Dash’s spirit fell a bit. “Okay.”

“Now if you’ll excuse me, I’ve got work to do.”

“Okay!” With that, Rainbow Dash shot into the sky and headed into town. She called over her shoulder, “Thanks, Thunderspite! I won’t let you down!”

* * *

Rainbow Dash put in an order with the town blacksmith that very afternoon, and two days later, the blacksmith delivered. She returned to Sweet Apple Acres with a bag full of gear, so heavy she could hardly fly.

She found Thunderspite just as he was unloading his last cartful of apples. She landed in front of him and dropped the bag with a groan, spilling its contents on the ground before him. “I got everything you asked for, Thunderspite. Even the armor.”

Thunderspite walked over, examining the bag’s contents. There were two swords, the same style used by the Royal guard, one slightly longer than the other. The helmets were simple affairs, lacking the colored crests of those worn by the Guard, but they would serve their purpose. The armor was also simple, lacking all adornments and rank insignias, but was the correct type for pegasi, being thinner and lighter weight than that worn by unicorns and earth ponies.

Thunderspite examined each item, making special note of the swords’ weight, balance, and sharpness. “These will do,” He said at last. “Are you ready to begin?”

“Mister, I was born ready!”

“Grab your sword and follow me,” said Thunderspite, picking up the longer sword for himself. He then turned and started walking towards the south field.

“Oh man oh man, this is going to be so awesome!” said Rainbow Dash excitedly, flying around some distance behind him and miming a few swings with her sword. “So what’s first? Sword fighting? Power-flying? Power-flying with swords?” She tried to swing her sword whilst hovering, but instead ended up spinning around and crashing into a tree.

“Not yet,” said Thunderspite patiently. He led them to a seemingly random spot in the center of the orchard, atop a hill. Then he sat, his back to an apple tree, and then pointed to a tree across from him. “Have a seat.”

Rainbow Dash did as she was told, though she was somewhat confused. She watched as Thunderspite searched the ground nearby, until he found a stone. He tossed it over to her, then found one for himself. “First, we have to sharpen our swords,” he said.

“Oh,” said Rainbow Dash. “Okay. Will it take long?”

Thunderspite thought for a moment. “Probably.”

Rainbow Dash groaned, but took the stone in her hoof.

“Take the stone, and run it along the cutting edge, like so.” He demonstrated, his sword ringing out with a loud shinnnng as he did so. “Hold the stone at a shallow angle to the blade, about like this.” He showed her.

Rainbow Dash mimicked the motion herself. “Not so much force,” Thunderspite corrected. “And a little slower. That’s better,” he said, as she made the motion again. He made a few more pointers as she drew the stone along a few more times, then turned to his own sword. It didn’t take long before Rainbow Dash was bored.

“These swords are brand-new, by the way. The blacksmith said they were sharp already. Exactly how long is this going to take?”

“Hard to say,” said Thunderspite thoughtfully, running his stone along his sword again.

Rainbow Dash groaned, but did get back to her sword-sharpening, muttering to herself all the while.

They sharpened their swords all that afternoon and into the evening. When the sun was touching the horizon, Thunderspite finally stood and said that was enough for today. Rainbow Dash was excited to be dismissed. “Yes! And tomorrow, can we start combat training?”

“Maybe,” said Thunderspite.

The next day, Thunderspite helped Applejack with the farm in the morning, while Rainbow Dash tended to her regular cloud-bursting duties. They were both done by mid-afternoon, and Rainbow Dash came again to Sweet Apple Acres to find Thunderspite. As before, Thunderspite led them to a secluded spot in the orchard, tossed her a stone, and instructed her to sharpen her sword.

“Aww, man!” Rainbow Dash was exasperated. “Look Thunderspite, I asked you to train me because I thought you could teach me some awesome combat moves. But all we’ve done so far is sharpen these stupid swords!”

“A soldier has to take care of her gear, Rainbow Dash. But if you don’t want to train with me, you don’t have to.”

“No, I do want to train with you, it’s just... grrrr.” Rainbow Dash growled, then sank to the ground against a tree, and began to sharpen her sword.

They sharpened their swords for the rest of that day as well, with Rainbow Dash complaining nearly the entire time. The third day was largely the same, but by then Rainbow Dash mostly kept her grumbling to herself. The fourth day, the complaining was a barely audible mutter. The fifth day, she didn't complain at all.

It was still early afternoon on the sixth day, and Rainbow Dash seemed entirely focused on her work. Shiiing. Shiiing. She was really quite an expert in sword-sharpening by now, and her movements were smooth and even. Shiiing. Shiiing. After some time had passed, she became aware that Thunderspite had stopped sharpening his own sword, and was staring at her.

“What?” she asked. She realized as she said it that she had lost track of time. How long had he been staring at her like that? A few minutes? An hour?

Thunderspite stood, surprising Rainbow Dash. “You’re ready. Come on.” And with that, he began walking back towards the road. Rainbow Dash blinked in surprise, then grabbed her sword, stood, and followed him. She was excited to see what Thunderspite had in store for her, but strangely enough, a part of her also wanted to sit again with her back against the tree and sharpen her sword.

* * *

Thunderspite led Rainbow Dash to a clearing in the orchard, and there instructed her to don her armor and helmet.

“What’s the point of learning to fight on the ground?” asked Rainbow Dash. “A pegasus with my speed belongs in the air.” She made a quick swoop across the clearing.

“That is where you’ll be most useful, yes,” Thunderspite said. “But you need to learn to fight on the ground, too. You may be injured, or you may be otherwise forced to land. Or you may be fighting someplace where flying isn’t possible. You have to be able to fight everywhere.” With that, Thunderspite drew his sword and assumed a fighting stance. “Now watch carefully. This stance is called the ox.” Thunderspite stood on his hind legs, holding his sword at head level with his two front hooves, the tip pointing forwards. “This one is called the plow.” Without moving his hind hooves, he brought the sword downward by his flank, the tip pointing upwards at an angle. “This one is the griffon” This time he lifted the sword up by his shoulder, with the tip pointed back behind him. “This last one is called the snake.” Now the sword was back down by his flank, with the tip pointed back behind him, trailing behind him and nearly touching the ground. “Now you try.”

Rainbow Dash did as she was told, and carefully mimicked his motions. She paid careful attention as Thunderspite showed her how to jab and slice and swing, and then how to parry and riposte and dodge and block. They stood facing each other for some hours, with Rainbow Dash mirroring Thunderspite’s motions and accepting his corrections.

“Good,” said Thunderspite. “Now, we spar. Stand ready.” Rainbow Dash assumed the "ox" stance he had shown her. “Begin. Attack me however you like.”

They sparred all through the afternoon and into the evening. Each engagement was short at first, lasting only two or three moves before Thunderspite ended it by touching his sword to her armor or helmet. As the sun got lower and lower on the horizon, however, each engagement got drawn out longer and longer, as Rainbow Dash learned to parry and riposte, making stronger and more elaborate counter-attacks each time.

Thunderspite was impressed by Rainbow Dash. By the fourth day of sword training, her amateurish enthusiasm had been replaced by a fierce, but calculated determination. It quickly became clear that Thunderspite was not going to take it easy on her,and she had yet to land even a single blow against him. But even as he defeated her, again and again, he also told her where she went wrong and what she might try next time.

After a relatively long seven-move engagement, Thunderspite ended the bout by bringing his sword against Rainbow Dash’s helmet with a clang. “Much better that time. But never try to counter force with force. Deflect the blow, and redirect the force to counter-attack. Like this.” He mimed the move, absorbing the force from an imaginary strike and using it to accelerate his own swing. “Or you could dodge, and let your enemy off-balance himself.” He stepped smoothly to the side, simultaneously swinging sidelong. “Understand?”

“Got it!” Rainbow Dash swung her sword around her, making a butterfly shape in the air. “Let’s go again!”

They assumed their stances again, and this time Rainbow Dash switched to a snake stance. She made the first move. Clang. Clang. Clang. Whoosh. This time Rainbow Dash dodged Thunderspite’s swing and tried to surprise him with a spinning low slash, but he was ready for her. Clang. Clang. Clang! Each strike came faster and harder than the last, until their movements were only a blur. The fight had already gone on for twice as many moves as their previous best. Rainbow Dash was in the zone, thinking three moves ahead at any given time, anticipating Thunderspite’s counters and planning counters of her own.

After a full thirty moves, Rainbow Dash was sure she had Thunderspite on the defensive, but as she brought the sword downwards to land on his helmet, he surprised her by swinging upwards, knocking the sword out of her hooves and sending it flying some distance away.

“Ow! Hey!” Rainbow Dash clutched her aching hoof. “I thought you said never to return force with force!”

Thunderspite gave a little smirk. “Here’s an even more important rule: never be predictable.”

Still clutching her hoof, Rainbow Dash had to stop and think about that a moment, still replaying the battle in her head.

“That’s enough for today, Rainbow Dash. We’ll train more tomorrow.”

* * *

Chapter 9

It was early-afternoon the following day, and Thunderspite was working alone in the orchard while Applejack tended her stall in the market. She returned just as Apple Bloom was getting home from school, and Applejack had sent her little sister into the orchard to fetch him.

She found him bucking trees with his usual efficiency. “Thunderspite!” she called. “Applejack says you can quit for the day. Rainbow Dash is already at the house waiting for you.”

“Thank you,” said Thunderspite, bucking one last load of Apples. Apple Bloom sat and watched him load the buckets into the cart, then hitch himself to the cart and start towing it back to the barn. She trotted up alongside him, staring up at him.

Eventually he noticed. “Something wrong, miss?”

Apple Bloom stared at him a moment longer. “Thunderspite, how come you don’t like me and my sister?”

Thunderspite stopped dead in his tracks. “What makes you think I don’t like you?”

“You’re just so formal-like and polite all the time. It’s downright rude!”

Thunderspite took a half-step backwards while he processed this. “Is that what you two think? Applejack too?”

Apple Bloom nodded, looking hurt.

Thunderspite closed his eyes and shook his head. After a long moment, he opened his eyes and looked straight at the young earth pony. “Apple Bloom, I think you and your sister are just about the nicest ponies I’ve ever met.”

Apple Bloom mood quickly brightened, and she jumped in delight. “Really?!”

Thunderspite nodded. “You took me into your home, fed me... let me be a part of your family.” He looked down. “Ponies aren’t usually that nice to me.”

Apple Bloom made a face. “Well if you do like us, you sure got a funny way of showing it.”

“I’m sorry, Apple Bloom." Thunderspite's sincerity was self-evident. I really didn't mean to be rude to you and your sister. I just... well, I guess I just wasn't paying attention. I'm not very good with these sorts of things."

Apple Bloom rushed up and hugged Thunderspite, wrapping her tiny arms around him with surprising strength. After a moment, Thunderspite returned her hug.

Apple Bloom looked up at him. “So will try to loosen up a little?” she asked.

Thunderspite nodded emphatically. “Yes, I’ll try.”

* * *

That evening, as the sun was setting, Thunderspite came in from the orchard, carefully wiping his hooves on the welcome mat as he entered the house. “Hey Thunderspite,” said Applejack, glancing up from her cooking.

“Hi, Applejack. Mmm, smells good in here!” Thunderspite said with a smile.

Applejack looked back up at him. Well this is different. She thought to herself. He seems downright friendly. I wonder what changed?

She smiled back. “Lentil, Apple and Squash stew. I baked bread too. Why don’t you go wash up; it should be ready by the time you get back.”

"Okay." Thunderspite trotted up the stairs as Apple Bloom also came through the door, humming to herself as she went.

“Hey, Apple Bloom. How was your day?” asked Applejack.

Apple Bloom was looking very pleased with herself. “Fantastic!” she giggled to herself as she raced up the stairs too. Applejack made a puzzled face, but then went back to her cooking.

That night at dinner, Applejack could sense immediately that something had changed in Thunderspite. He kept his head up, looked each of Apples in the eyes as they spoke, and did his best to participate in the conversation where he could.

“So how’s it going with Rainbow Dash?” asked Applejack.

“She’s a quick study," Thunderspite said between bites. "I think she’s making great progress.”

“Well, you two sure are somethin’ to watch. I could hear your swords goin’ all the way over here in the house. Rainbow Dash said you were in the Royal Guard?”

Thunderspite froze for a moment, but then decided it was no use trying to put that particular cat back in the bag. “Yes, I was.”

Applejack flinched just a tiny bit. The question had seemed like a natural one to ask, but she had forgotten the unspoken taboo of asking about his past.

“Well, it sure seemed to come in handy the other day. It’s good thing you were there when you were.” Applejack reached over and stroked Apple Bloom’s mane. “And how about you, Apple Bloom? How was your day? What did you and your Crusader friends do today?”

“I’ve heard you talk about the Crusaders before. What are they, exactly?” Thunderspite asked.

“Cutie Mark Crusaders!” Apple Bloom piped up. This was clearly one of her favorite subjects. “We’re a club dedicated to helping young ponies find their cutie marks!”

“I see,” said Thunderspite, clearly confused. “How exactly do you do that?”

“We do all kinds of activities,” Apple Bloom explained. “We’re just going to keep trying stuff until we find that one thing that makes us special!”

Thunderspite started to ask the obvious question, but Applejack was discreetly shaking her head. “I see. What did you do today?”

As Apple Bloom excitedly related the CMC’s attempt to get their cutie marks in fly fishing, Thunderspite listened with keen interest, laughing loudly during the funny parts of the story. Applejack watched the pair with a mixture of curiosity and pride. She didn't know what her little sister had said to Thunderspite to crack him out of his shell, but she was sure the rest of the gang would be excited to hear about their progress.

Chapter 10

The next day was Sunday, and Applejack insisted that Thunderspite take the day off. Thunderspite and Rainbow Dash took the opportunity practice flying as a team. High above the plains west of Ponyville, Thunderspite showed her how to spring an ambush by hiding behind clouds, how to fly in close formation in order engage multiple enemies at once, and how to take enemies by surprise by diving out of the sun. Together, they laid waste to entire legions of enemy clouds.

All morning long they dove and swooped and charged through clouds in beautiful synchronization. As they burst one particularly aggressive cloud, however, a very surprised-looking pegasus pony came tumbling out.

“Aah!” The pony tumbled a few times, but quickly recovered and came to a hover, looking very dazed.

Rainbow Dash and Thunderspite slowed and came about. “Ohmygosh!” exclaimed Rainbow Dash. “Snow Bolt, is that you? Are you okay?”

“That’s me, Dashie,” said Snow Bolt, rubbing her eyes. “Was just having a little nap.”

“I am so sorry!” said Rainbow Dash. “We didn’t think there’d be anypony else out this far from Ponyville.”

“It’s okay, Dashie. No worries.” Snow Bolt shook her head to clear the last of her sleepiness.

Rainbow Dash made introductions. “Snow Bolt, this is Thunderspite. Thunderspite, Snow Bolt.”

“We've met before, actually,” said Thunderspite flatly, but took Snow Bolt’s hoof anyway. “We… ran into each other that day we were moving the cake.”

“Oh, haha, that’s right.” Snow Bolt blushed and rubbed the back of her head.

“What are you doing this far from Ponyville?” Rainbow Dash asked.

“I was just out for a little fly.” Snow Bolt did a quick backflip. “Stretch my wings a little bit, you know? Except I guess I got tired.” Snow Bolt gasped then, as an idea struck her. “Ohmygosh you guys! You should totally come flying with me!”

Rainbow Dash was unsure. “Well... see the thing is, we were just in the middle of training—”

“Oh pleasepleaseplease, Rainbow Dash! You always say you’re going to come flying with me, but we never get around to it!”

There was a long pause as Snow Bolt stared pleadingly at Rainbow Dash, her eyes as big as dinner plates. Snow Bolt had asked her on several occasions before to come flying with her, but Rainbow Dash had always politely declined. Rainbow Dash was feeling kind of bad about it now, not to mention the rude awakening from nap. She looked over at Thunderspite, who smiled a bit and nodded.

“Well... okay,” Rainbow Dash said at last.

“Yes!” Snow Bolt pumped both hooves. Then she gasped again, as another idea struck her. “Ohmygoshohmygoshohmygosh you guys!” She flew close to them, as if to tell them some great secret. “We... should go... wump-crumping!”

Rainbow Dash mirrored Snow Bolt’s excitement. “Oh my gosh, we totally should! We should go wump-crumping!”

“Ohmygosh I know just the place! Follow me!” And with that, Snow Bolt dove and turned north. The other two followed suit, trailing a short distance behind her.

“Rainbow Dash,” asked Thunderspite in a low voice, “what is wump-crumping?”

“I have absolutely no idea.”

“Your friend certainly is... enthusiastic,” said Thunderspite, watching Snow Bolt roll and slalom with excitement ahead of them.

“Mister, you have no idea.”

* * *

After about half an hour of flying, the three pegasus ponies at last reached their apparent destination, a high mountain ridge many miles northwest of Ponyville. Snow Bolt led the three to the top of the ridge, where she landed and immediately began surveying both sides. A stiff wind was blowing from the south, making a low whistling noise as it passed over the mountaintop.

“This should do nicely,” said Snow Bolt with a definitive nod. “Have you guys been wump-crumping before?”

“Can’t say that I have,” said Thunderspite.

“I could uh, use a refresher too,” said Rainbow Dash.

“Okie Dokie!” said Snow Bolt. “Now remember, the first rule of wump-crumping is no flapping allowed.”

Thunderspite asked the obvious question. "How exactly does one fly without flapping?”

Snow Bolt giggled mischeviously. “You’ll see. Okay! So before we can start wump-crumping, we have to learn to soar. That part’s super easy. All you have to do is run into the wind a little bit, spread your wings, and... ” she demonstrated, trotting down the windward side of the ridge a few steps, then spreading her wings and let the rising air carry her upwards. She hovered above them for a moment, her wings perfectly still, then she folded her wings and dropped gracefully back to the ground to join them.

“How... did you do that?” asked Rainbow Dash.

“Soaring is easy!” said Snow Bolt. "See, the wind hits the mountain, and it has to go up to go over. So all you have to do is spread your wings... ” she did so again, and just as before, she lifted gently in the air and hovered above them. “And you go up too! Try it!”

Rainbow Dash and Thunderspite did as she said, and they were also lifted into the air. At Snow Bolt’s direction, they all spent a few minutes gliding gently back and forth across the ridgeline, until they got the hang of it. Rainbow Dash soon grew bored of the relatively slow pace, and flapped a few times in a turn to gain a bit of speed.

“I saw that, Dashie! No flapping allowed! Okay, I think you’ve got that part down.” They all landed on the ridgeline again. “Okay, this next part is where it gets tricky. While you’re gliding around, you get as much altitude as you can, then you dive behind the mountain, then come back up into the wind. So it’s a loop-de-loop, but sort of an angle, get it? Watch me.”

She lifted off again. She glided away into the wind a ways, gaining much more altitude than before. When she was about a hundred feet up, she shouted down to them. “Okay, here I go!” Then she banked to the left and dove, down behind the ridgeline on the leeward side.

“What’s she doing?” asked Rainbow Dash.

“I’m not sure,” said Thunderspite, watching Snow Bolt intently.

Meanwhile, Snow Bolt was continuing her turn, and was now heading back towards the ridgeline. She passed up and over and back into the wind with a loud whoosh, then turned back down behind it again, completing the circle.

“Did she pick up speed right there?” asked Rainbow Dash.

“That’s just what I was thinking,” said Thunderspite.

Snow Bolt made several more loops, identical to the first, but this time there was no doubt that she was indeed accelerating with every pass.

“How the... ” Rainbow Dash could only watch in amazement. Snow Bolt was picking up incredible speed, and still hadn't flapped her wings once. Faster and faster she went, the diameter of her circuit widening each time. After a few more loops, her wings began to draw sharp contrails through the air. The air hissed and sizzled as her wings sliced through it like a knife through rice paper.

“Watch this, Dashie!” Snow Bolt shouted, and after the next circuit she broke out of the circle and shot straight up into the air like an arrow, until she was only a tiny speck against the sky. Then she rolled, dove, and assumed an aerodynamic tuck, with her front hooves reaching far out in front of her, her head between them and her rear hooves pointing straight backwards, squeezing herself into a cigar shape. Faster and faster she hurtled towards the ground, aiming for the leeward side of the ridge as before.

As she passed below the ridge, Snow Bolt somehow managed to pull up, despite the incredible speed. As she came back up above the ridgeline, not far from where Thunderspite and Rainbowdash stood, she tucked herself into as small a cross-section as possible, and crossed the sound barrier.

BOOM. There was a noise like thunder, louder than either of the two pegasi had ever heard before, followed by a crystalline ringing sound, like a spoon striking a glass goblet. A circular cloud exploded into existence just above the ridgeline and rapidly expanded outwards in a shockwave that knocked both Thunderspite and Rainbow Dash to the ground. BOOM... BOOM... boom... the noise echoed back and forth across the mountain range like a heartbeat. A moment later, Thunderspite and Rainbow Dash gathered their senses and discovered that they had both been covered in a light dusting of snow. In fact, there were still big, hoof-sized snowflakes drifting down from the cloudless sky.

It took Snow Bolt half a minute to decelerate enough to land safely. She wove her way back and forth across the windward side of the ridge, scrubbing off speed by flying sideways, like an ice skater performing a hockey stop.

When she finally landed beside the two dumbstruck and snow-covered ponies, she couldn't help but laugh at their expressions.

"OH MY GOSH THAT WAS SO AWESOME" Rainbow Dash was literally trembling with excitement.

"That was incredible," said Thunderspite, his jaw agape. "A sonic...snowboom?"

"Yeah! A sonic snowboom!" Rainbow Dash was hopping with excitement. "Snow Bolt, that's like the most awesome thing I've ever seen! Where did you even learn to do that? How does that even work?"

"…constantly exchanging air speed for ground speed." Thunderspite was muttering to himself in amazement. "…exploiting the energy potential of the differential air masses. If the shear layer was thin enough, the energy potential would be...extreme...”

"Wait a second!” Rainbow Dash whirled and pointed a hoof at Snow Bolt, accusingly. “That’s what you call wump-crumping?!"

Snow Bolt was blushing from all the praise. "C'mon you guys. I'll show you how it's done."

* * *

Under Snow Bolt's watchful instruction, Rainbow Dash and Thunderspite each took their turns practicing the maneuvers Snow Bolt had showed them. They were both quick studies. Rainbow dash had an incredibly aerodynamic tuck posture, while Thunderspite was an expert in making quick, efficient turns. After only a few circuits, it became apparent to both of them why Snow Bolt called it "wump-crumping." There was a definite “wump” sound as they crossed the invisible boundary separating the windy face of the ridge into the still air on the leeward side, and a somewhat more crisp "crump" sound when they crossed back again. Once, Rainbow Dash made the mistake of flapping her wings in an effort to increase her diving speed, and instantly spun out and nearly crashed into the ridge. Snow Bolt’s “no flapping” rule was indeed mandatory, as losing turning authority at that speed for even an instant would result in disaster. Eventually Rainbow Dash learned to give up trying to fly under her own power, and trust herself to the invisible currents of air that flowed around her.

Before long, Rainbow Dash was proficient enough in the technique to trigger a sonic rainboom. She had done plenty of sonic rainbooms before, of course, but never at such low altitude. Thunderspite and Snow Bolt both cheered mightily as the multi-colored shockwave passed just overhead and they were both knocked from their hooves.

It took Thunderspite considerably longer to break the sound barrier, but after plenty of coaching from the other two, he was able to reduce his drag just enough to push him over the edge. When he finally did break through, his sonic boom generated an expanding, rolling thunder cloud that flashed lightning and rumbled thunder as it went. When Thunderspite had slowed enough to join them again on the ridge, he was smiling more broadly than Rainbow Dash had ever seen him. She thought she may have even seen some teeth, just for a moment.

The sun was low on the horizon by then, but before heading back to Ponyville, they decided that they should all try it in formation together. They all lifted off and glided gently into the wind, forming a triangle, with Snow Bolt in the lead.

When they had gained enough altitude, Snow Bolt turned to the others. "Alright, here we go! Stay right on my wingtips!" she said, and the three ponies banked and dove behind the ridgeline as one.

With the three of them flying in such close formation, they were accelerating much faster than any of the ponies had managed individually. Wump. Crump. Wump! Crump! Faster and faster they went, with Snow Bolt increasing the diameter of their circle each time. Before long, they had reached their critical velocity.

There was no hope of speaking and being heard at that speed, but Rainbow Dash and Thunderspite were watching Snow Bolt's flight posture, and knew instinctively when she was ready to make a push for the barrier. All three of the ponies assumed their tuck simultaneously, and all at once, they broke through.

They each felt the sonic boom, and they knew it was big. Looking behind them, they all let out a cheer as they saw a rainbow-colored thunderhead expanding outwards, shedding snow as it went.

After rebounding off the sonic boom, they shot impossibly high in the air. There they broke formation and individually began their deceleration maneuvers. They met back up on the ridge a few moments later, all talking excitedly.

"THAT WAS AWESOME!" shouted Rainbow Dash.

"THAT WAS EPIC!" shouted Snow Bolt.

"That was impressive,” said Thunderspite mutedly, though his broad smile betrayed his real excitement.

"Sonic superboom! Sonic Superboom!" Snow Bolt and Rainbow Bash were chanting together.

"Look there," Thunderspite pointed. What few trees that stood along the ridgeline had all been flattened.

"Whoa!" said Snow Bolt and Rainbow Dash together. The three of them flew over to examine the damage. One tree's trunk had simply snapped at the base, the other two had been ripped from the ground completely, their roots hanging in the air. In examining the surrounding area, they also saw several large boulders had been moved some ways from their original position, and the entire area was covered in a thin blanket of snow.

The sun was setting when the three ponies finally began to head home. They laughed and carried on, recounting their favorite moments of the day's adventure. "Best day ever," stated Rainbow Dash matter-of-factly, and the other two agreed.

Chapter 11

The next day, Applejack left Thunderspite on his own to work the orchard while she made a delivery out in town. When she returned to the house, she sent Apple Bloom into the field to fetch him. And Apple Bloom did plan on fetching him, eventually, but first she wanted to spy on him a bit to see if she could learn anything from him surreptitiously.

She came way, way around the south field, then slowly stalked her way north, to where she knew he'd be working. She crawled low through the tall grass by the side of the road, then slowly lifted her head just enough to see him. He seemed entirely focused on his work, and she watched him completely fill the cart in about fifteen minutes or so. When the cart could hold no more, he stuck his head through the yoke and started to pull the cart back towards the barn.

She stalked him as he went, crawling through the grass and darting from tree to tree, using the sound of the cart's squeaking wheels to mask her approach. Eventually though, she heard the sound of the cart's squeaking wheels abruptly stop.

She peeked out from behind the tree and looked towards the cart. The cart was still there, but there was no sign of Thunderspite. The yoke he had been harnessed to swung gently in the wind.

"What the...?" Apple Bloom said aloud.

"You're pretty sneaky,” said a bassy voice behind her.

"Gah!" Apple Bloom startled and fell forwards. Behind her, Thunderspite was looking down at her with a wide, mischievous smile.

Apple Bloom stared back up at him in disbelief. "But…how did you...you were all the way over there, and then..."

Thunderspite continued. "You were dragging your hooves through the grass a bit. If you really want to be sneaky, you have to lift your hooves way, way up and then set them straight down. He demonstrated, and Apple Bloom was reminded of the way Rarity's cat Opal stalked her toy mouse across Rarity's workshop floor. "Your hooves go straight up and down through the grass, no sideways motion. Stay low, and squint your eyes so they don't reflect the light."

Thunderspite demonstrated each technique, and Apple Bloom laughed a bit. He looked a bit silly, but she was also amazed at quickly he could move without making any noise. "Now you try." Apple Bloom tried her best to imitate his technique. He lay on the ground next to her, giving her pointers. Together, they moved in bounds up behind the unsuspecting apple cart. Once they were within striking distance, Apple Bloom looked over at Thunderspite, who made a "hold" gesture with his hoof. When he gave the signal, they both jumped out from the grass and attacked the cart with a mighty battle cry. Apple Bloom punched and kicked it's sides, while Thunderspite grabbed the yoke in his teeth and shook his head violently, like a dog. Soon, they were both on the ground, laughing. Apple Bloom especially, since what she had just seen was so out of character from the Thunderspite she knew.

They cut their laughter short when they heard Applejack calling for them from up the road. Silently, they resumed their hiding positions in the tall grass by the side of the path. Apple Bloom had to cover her mouth with both hooves to contain her laughter, but she did manage to remain silent, watching Thunderspite for his signal.

"Apple Bloom! Thunderspite!" she shouted. Then, she muttered to herself. "Dangit, where is that girl? I told her to go get Thunderspite near half an hour ago—"

"RAWR!" Thunderspite and Apple Bloom lept out of the grass simultaneously. Applejack jumped straight up in fright, and found herself clinging upside-down to the overhanging branch of an apple tree, like a sloth. Both Thunderspite and Applebloom rolled on the ground with laughter.

"Dagnabit, you two!" Applejack was cross at first, but after a few moments she two started to chuckle. "You two dang near scared the life outta me. Why'd y'all have to go and...whoa!" she tried to climb down from the branch, but instead slipped and fell on top of the other two. This set off another round of boisterous laughter, as all of them lay in a heap together, trying to catch their breath and wiping tears from their eyes.

Gradually, their laughter subsided enough to move again. "Come on, you two. Our lunch is getting cold," said Applejack. With that, Thunderspite scooped up Apple Bloom, set her down in the cart, and the three of them headed back home. Apple Bloom and Thunderspite were already reminiscing about "how good we got 'er," but Applejack didn't mind. She watched the two of them carrying on, beaming with pride all the while.

Chapter 12

The next day, Thunderspite was called upon by Applejack to help with a catering gig, one of Pinkie Pie’s parties for a pegasus named Blossomforth. They arrived at the venue each towing a cart full of assorted apple treats, and found the party already well underway. They parked their carts just outside and made their way inside.

The building was absolutely throbbing with music, and there was hardly a pony in the house that wasn’t dancing. In the center, a pegasus whom Thunderspite assumed to be Blossomforth was being tossed into the air by four ponies holding a blanket.

Applejack leaned over and shouted something into Thunderspite’s ear, but he did not hear.

“What?” he shouted back.

“Do you see Pinkie Pie?” she shouted back.

Thunderspite scanned the room, then shook his head. Then, he spotted Pinkie Pie's fuchsia form popping up and down near the center of the room. Presently, Pinkie Pie spotted them, and smiled and waved each time her head popped up above the crowd as she began bouncing towards them.

It was still too loud for any sort of conversation, but via a series of bouncing hoof signals, Pinkie Pie indicated where she wanted the apple treats. Applejack and Thunderspite went back to their carts, and after several trips, had them both unloaded and their contents arranged neatly on the refreshment table. After their last trip, they were met again by Pinkie Pie, who bounced in front of Applejack, as if expecting something. Applejack was shaking her head and pointing over her shoulder towards the door, but Pinkie Pie was nodding insistently. This went on a few more times, with each of them shaking their head and nodding more and more emphatically each time, until eventually Pinkie Pie picked up Applejack, lifted her over her head like a medicine ball, and carried her to the center of the dance floor. As she was being carried away, Applejack looked back at Thunderspite and shrugged helplessly.

Thunderspite sighed. They had planned to stop by the feed store on the way back to the farm, so it seemed he had no choice but to wait around for her. He always felt uncomfortable at these sort of gatherings. For the sake of looking nonchalant, he helped himself to some apple cider, then carefully edged his way around the room and out onto the balcony.

Sliding the balcony door shut behind him, Thunderspite let out a sigh of relief. It was quieter out here at least, and for the moment, he had the balcony to himself. He went and leaned over the railing, and resigned himself to waiting however long it Applejack was going to be.

He was alone with his thoughts for a few moments, until they were interrupted by the sudden sound of music escaping the building. Turning, he saw Pinkie Pie closing the door behind her.

“Hey Thunderspite!” she said.

“Hi, Pinkie Pie.” Thunderspite smiled, but inside he was grimacing. Pinkie Pie seemed nice enough, but the truth was he found her state of constant excitement somewhat draining.

“Wanna come in and dance with us?” she asked, still bouncing in time with the music.

“Oh. Uh, not right now.”

“Okie dokie! I understand.”

Thunderspite had half-expected to be carried off to the dance floor as Applejack had. “You do?”

“Uh huh!” Pinkie stopped bouncing. “You are introverted by nature, which means you are drained by social gatherings and energized by solitary and individual pursuits. Your disposition is frequently misconstrued as avoidant or even rude, but in fact you have a deep empathy for others. You never had many friends, but have deeper and more profound relationships with what friends you do have. Right now, all you want is to get back you Sweet Apple Acres so you can buck some trees and be alone with your thoughts.” Having finished her monologue, Pinkie resumed her bouncing.

Thunderspite’s jaw dropped. “... yes, actually, that’s fair to say. But how did you... ”

“Know so much about you?” Pinkie shrugged on her next bounce. “It’s what I do. I want everybody to have fun, but parties and dancing are not everybody’s idea of fun. And trying to force somepony to have my idea of fun when it’s not their idea of fun is no fun for them at all!” Pinkie stopped bouncing again, and her countenance got more serious than Thunderspite had ever seen her. She tilted her head to the side and smiled only little.“Thunderspite, I know I probably wouldn’t be your first choice as a friend, but I hope we can be friends anyways. I think we could learn a lot from each other."

Thunderspite had to lean back to regard her. He had seriously underestimated this earth pony when he had first met her. There was clearly much more to her than meets the eye, and he was genuinely impressed. “Thank you, Pinkie.”

“No problem!” she resumed her bouncing “I promise I won’t keep AJ much longer. See you later!” And with that, she bounced through the door, only to return a second later with a piece of cake and a fresh cup of cider for him. Thunderspite smiled as he accepted these.

True to her word, Pinkie Pie sent Applejack out to find him just a few moments later. “Oh. Hey Thunderspite. Sorry about that.” She shrugged helplessly. “Pinkie Pie has this rule about dancin’, see, and... well anyways. You ready to go?”

Thunderspite nodded, and they made their way back through the crowd.

Chapter 13

Flapping hard and fast in the rarified air, Thunderspite finally reached the highest cloud layer. He selected the largest of the nearby clouds, then landed near the edge of it. He stretched his aching wings, took off his helmet and pack, sat down on the cloud, and waited. It was several minutes more before he heard Rainbow Dash’s labored breathing coming up from below him.

“Ugh...gah!” Rainbow Dash gasped as she struggled to gain altitude. With one final push, she managed to grab onto the cloud with her front hooves. She dangled there for a moment, then with a good amount of grunting and groaning, finally managed to heave herself over the edge the cloud. She rolled over onto her back and panted as she struggled to catch her breath.

“Are you alright?” Thunderspite asked. Rainbow Dash only groaned loudly in response. It was another few moments before she could speak.

“What...” she gasped, “Was the point of that? Why the heck did we have to fly up so high?”

“Altitude is energy. Energy is speed.” Thunderspite said.

“...and speed is power, I know, I know,” Rainbow Dash finished. “This armor...weighs a ton!”

“It just feels that way, because the air is thinner.”

“Ughh.” Rainbow Dash collapsed back to the cloud again.

Thunderspite stood and put on his helmet. “It’s also a lot harder to think clearly when you’re out of breath. You’re more liable to make mistakes. The kind of thing that’ll get you killed in combat.” Thunderspite finished fastening his helmet, and drew his sword from the scabbard acroshis back. “But, with training, one can compensate for this tendency. Defend yourself.”

Rainbow Dash sat up and looked at him, still catching her breath. “What?! You have got to be kidding me! Can’t I at least...whoa!” She rolled and scrambled to her hooves as Thunderspite brought his sword down where she had been laying just a split second before.

“Hey!” Rainbow Dash hastily drew her own sword. “What gives!?”

Thunderspite was still advancing on her, his sword drawn. “Your enemy will rarely give you the courtesy of informing you when he’s going to attack, Rainbow Dash. You must always be ready.” He swung his sword again. She was ready for him this time, and deflected the sword harmlessly to the side. But rather than counter attack, she retreated, still gasping for air. Thunderspite immediately made it clear that he would afford her no time to rest, and advanced mercilessly.

After ten minutes or so of this, Thunderspite saw a kind of determination set in on Rainbow Dash’s face, and she took the offensive. After half an hour, Thunderspite held up a hoof. “That’s enough for now.”

“Finally!” Rainbow dash groaned, and collapsed onto the cloud.

“You did well, especially for your first time at this altitude,” said Thunderspite. “Nicely done.”

“You...are a monster,” she said between breaths.

A wave of emotion Rainbow Dash couldn’t identify crossed Thunderspite’s normally stoic face, and he turned away from her.

Still catching her breath, Rainbow Dash was confused by his reaction. She had hurled all manner of insults at him over the past several weeks as he pushed her endurance to the limit, but he had never reacted like that before. She was worried that she had actually hurt his feelings. “Oh, hey. I was just kidding, y’know? Just joshin’ you.”

Thunderspite waved her off. “I know. It’s alright.” They both had a seat on the edge of the cloud, their hooves dangling over the side, Rainbow Dash still panting hard.

“Hey, how come you’re not... out of breath?” she asked.

“Oh...I come up here a lot," he said.

Rainbow Dash soaked that in a few moments. “Why?” she asked, her face scrunched in confusion.

Thunderspite shrugged. “It’s quiet up here, you know? Nobody ever has a reason to fly up this high, so I’ve got it all to myself.”

“Don’t you ever get lonely?”

Rainbow Dash saw Thunderspite actually consider the question for a long moment, but eventually he just shrugged. “I think everypony needs to get away from it all sometimes, don’t you?”

“Yeah.” Rainbow Dash looked at him sidelong. “But I also think everypony should come back when they're done.”

The statement seemed to catch Thunderspite by surprise. Rainbow Dash saw him open and close his mouth a few times as if to speak, but eventually he just looked away.

They sat in silence for a moment, then Rainbow Dash changed the subject. “Wow, you can seriously see everything from up here, can’t you?” She squinted at the view. “There’s Canterlot, and that,” she pointed to a spot near the horizon. “Must be Appaloosa. See it there? Just along the river.”

“Yeah,” said Thunderspite. “I do.”

They spent an hour or so pointing out various landmarks all over Equestria. Eventually, they were treated to a glorious purple and orange sunset. They watched together in silence as the sun dipped down below mountains to the west, far below them.

“Not bad,” Thunderspite said when it was over.

“Ten out of ten, would watch again,” Rainbow Dash agreed.

Thunderspite stood and stretched. “Shall we get going then?” he asked, fastening his helmet and pack.

“Yup. Race you back to the farm?”

“Hmph!” Thunderspite said with a smirk. “You’re on, rookie.”

“Okayreadysetgo!” Rainbow Dash sprinted off the cloud, dove and was gone. Thunderspite shook his head, then dove after her.

Chapter 14

It was early evening the next day, and high in the skies above Sweet Apple Acres, Thunderspite and Rainbow Dash were engaged in fierce air-to-air combat. When they heard the the strange noise, Applejack and Apple Bloom had come outside to investigate, and they now stood just outside the house, looking directly upwards at the spectacle.

Twin trails of flight-magic hissed their way through the sky: one rainbow colored and the other a trail of small black clouds. They repeatedly formed a wide figure-8 pattern, circling around and around. Where they met, each streak quickly changed direction, glancing off each other at an angle, and a few seconds later the dull ringing sound of steel on steel would reach the ground. Applejack watched this go on for half an hour, and eventually she was joined by the rest of the gang, who had all been in town and also been drawn to the spectacle.

“Goodness!” said Rarity. “How long have they been at it?”

“Almost an hour,” Applejack remarked. “They’ve gotta be getting’ worn out by now.”

“I’m getting dizzy just looking at them!” said Pinkie Pie, nearly falling over as the two pegasi streaked overhead.

Presently, it became clear that Thunderspite was slowly gaining the upper hoof. The figure 8 pattern began to turn on its side, with Thunderspite coming slightly from above on each pass, and Rainbow Dash striking from slightly below, being forced lower and lower with each pass. The clang of their swords became louder and louder, and before long the battle was just above the treetops. Rainbow Dash tried one last, desperate feint in an attempt to turn the tables, but Thunderspite again managed to prevent her from regaining any altitude, and Rainbow Dash was forced to the ground.

“Aaah!” Rainbow Dash did not quite manage to pull up in time, and struck the ground hard at a shallow angle, tumbling a few times between a row of apple trees before coming to a stop. Meanwhile, Thunderspite was looping back around for another pass. Rainbow Dash quickly stood up, tossed down her sword, and crossed her arms. “Okay, okay! I give, I give!” Thunderspite waved off his attack run and instead landed beside her, sheathing his sword as he landed. The others quickly trotted over.

“Oh, Rainbow! Are you alright? Are you hurt?” Fluttershy rushed to her friend’s aid.

“Ah.” Rainbow Dash slowly stood, one hand on her back. “I’ll make it. But boy am I going to feel that tomorrow. She gingerly flexed and folded her aching wings. “How’d I do, coach?”

“Not bad at all, rookie." Thunderspite painfully flexed his own wings. "I haven’t flown like that in years.”

“That was awesome! Super-amazing zoom-zoom cling-clang!” Pinkie Pie bounced incoherently.

“Say, as long as we’re all here, y’all want to go into town for some milkshakes?” Applejack proposed. There was a round of general agreement from everyone except Rainbow Dash.

“Sorry guys, but coach here’s got me up bright and early training again tomorrow.”

Thunderspite waved his hoof. “Nah, take the day off, rookie. You’ve earned it, and we could both use a rest.”

“Really?! Alright then, count me in!” said Rainbow Dash.

“What about you, Thunderspite? You comin’?” Applejack asked.

Thunderspite quickly sobered. “Oh, uh, no thank you. I think I’ll just... ” Just then, Thunderspite’s gaze wandered over to little Apple Bloom, who was looking at him expectantly. He looked at her a long while, then back at the others. “Actually, yeah. I’ll come along.”

Chapter 15

It was Saturday night at Sugarcube corner, and Mr. and Mrs. Cake seemed to have their hands full. There was a group of college-age ponies gathered in a corner studying together with feverish intensity, and many other tables were occupied by ponies at various stages of the dating process, from awkward first dates to gazing intently into each other’s eyes, all the way down to what looked like a messy breakup in the far corner.

The gang was seated at one of the largest table in the center, listening to Pinkie Pie recount all the fun she’d had that day, when they spotted Snow Bolt enter at the far end of the room.

“Hey, isn’t that Snow Bolt over there?” asked Rainbow Dash.

“Bolty’s here? Where?!” Pinkie Pie bounced excitedly.

“The one dressed like a pirate.” Rainbow Dash pointed to a white mare at the end of the bar who was dressed in a white puffy shirt, tri-cornered hat, and wore an eyepatch on one eye.

“Oh my, it is Snow Bolt!” Rarity stood up and waved. “Snow Bolt, over here!”

Snow Bolt waved back excitedly, then trotted over. “Hi guys!”

“Snow Bolt, my dear!” Rarity gave the outfit a once-over. “Darling, I think the pirate look was last season.”

“Oh! Ha ha...” Snow Bolt blushed. “Well see, I was just at a birthday party for Pip Squeak, and the theme was pirates!”

Rainbow Dash laughed. “Snow Bolt, you look ridiculous!”

Applejack grinned. “Oh come on, Rainbow. ARRRen’t ya bein’ a little hard on her?”

Everyone laughed, including Snow Bolt. “Yeah Rainbow, ARRRen’t you going to apologize?” Pinkie Pie asked.

“Okay, okay. Snow Bolt, I’m sARRRy!”

The table erupted in laughter once again, and the laughter continued for several moments more, until Thunderspite cleared his throat loudly. Everyone instantly stopped laughing and looked over at Thunderspite, who was glaring at the group coldly He took a moment to look each of them in the eye, looking even more stoic than usual, then spoke. “I don’t know why you all ARRR behaving this way!” Halfway through the sentence his expression and accent changed into a pirate’s. The ponies at the table howled in laughter. The pun was amplified by his perfect delivery, and by the fact that it was so completely uncharacteristic for him.

Thunderspite’s expression changed to mock offense. “Why ARRR you all laughing at me?”

Rainbow Dash was rolling on the ground laughing. “Stop... stop... you’re killing me!” she begged.

Thunderspite rushed to her aid, his face showing mock concern. “Rainbow Dash, ARRR you alright? Quick! We’ve got to get her to the emergency room! You know, the E. ARRR. Rainbow Dash, where does it hurt? ARRR you having an ARRRythmia? Do you need to go to the phARRRmacy? We should consult a medical practitionARRR. Open your mouth and say ARRR.” Never breaking character, Thunderspite pried open Rainbow Dash’s mouth as she lay gasping for breath. A second later, he stumbled away, waving a hoof in front of his mouth. “Whew! Too much gARRRlic.”

Rarity was trying desperately to contain her very un-ladylike snorts between bouts laughter, and failing miserably. “Oh Thunderspite, you are such a ham!”

Thunderspite feigned offense again. “I know you ARRR, but what am AYE?! Nevermind, I didn’t come here to ARRRgue. I’ll just pay my tab and be on my way.” He pretended to pick a slip of paper up off the table, then did a double take. “Wow, this place costs an ARRRm and a peg! Oh well. I bid you all... ARRR revoir!” and with that, he pirate-walked around the corner, stamping his fake peg-leg loudly as he went. When he returned a moment later, the entire room laughing and stamping their hooves. Not only his friends, but the other ponies in the shop, who had also seen his ad-lib performance. Thunderspite bowed deeply, then took his seat again.

After everyone had caught their breath, they invited Snow Bolt to join them for another round of milkshakes. Thunderspite was the toast of the evening; even after his pirate performance he kept the table in stitches with his expertly-delivered brand of deadpan humor. Pinkie Pie, Applejack, Rainbow Dash, Fluttershy, and Rarity all kept glancing at each other and smiling as the night wore on, collectively feeling proud of what they had accomplished together. The Thunderspite seated at the table with them was an almost entirely different pony than the sullen drifter that had blown through town all those months ago, and they all knew that the change was entirely their own doing.

Chapter 17

Applejack was just finishing making lunch for the two of them when Thunderspite returned.

“Oh good,” she said. “You’re right on time. I made one of your favorites for lunch, grilled cheese and apple sandwiches. Then after lunch we should probably get right to the... what’s wrong?”

When Applejack looked back, Thunderspite was still standing in the doorway, his head low to the ground and his eyes closed. At her question, he quickly resumed his normally stoic demeanor, walked into the kitchen, and calmly started unloading the supplies from the market onto the table.

Applejack knew immediately that something was very wrong. The expression she saw on his face was not the happy, smiling Thunderspite that she and Apple Bloom had come to know over the past couple of weeks. This was the old Thunderspite, the cold and distant stranger who had first knocked on her door all those months ago.

“Thunderspite?” she went over and touched him on the shoulder. “Is something wrong?”

“It’s time for me to be moving on, Miss Applejack.”

Applejack recoiled, as if she had just been slapped in the face. He delivered the news that he intended to walk out of her life forever with the same inflection one might use to comment on the weather. He also hadn’t called her ‘Miss Applejack’ in some time, and the fact that he had used it now made it perfectly clear to Applejack just what she meant to him.

“Mo…moving on?” Applejack asked incredulously.

“Yes. I’ve stayed much longer than I’d meant to already.” With that, he finished unpacking his groceries and headed upstairs, not meeting her eye. Applejack stared after him a moment, then followed.

She found him in his room, quickly packing his spartan belongings back into his tattered old pack.

“Thunderspite, would you...” He brushed past her as he trotted to the other side of the room. “Would you just slow down a minute?”

“I don’t have much time if I want to catch the afternoon thermals.”

“Thunderspite...” Applejack looked abashed. “You know, you don’t have to go driftin’ around everywhere. You could just stay here in Ponyville. Make a home of it. I reckon the pegasus ponies are always lookin’ for more help with the clouds, and I...” She paused and cleared her throat. “We sure could use your help around the farm, too.”

“I’m sorry, ma’am.” He brushed past her again, then trotted downstairs and out the door.

Applejack stood, shocked, on the landing as he walked down the steps. “Won’t you at least stay for lunch?” The pleading in her voice was evident.

“I’m afraid I can’t." He turned back to her as he secured his straps. “Thanks again for your hospitality, ma’am.”

“Gosh dangit, Thunderspite!” Applejack shouted and stomped her hoof, with an intensity neither of them expected. “Don’t you dare ma’am me now, like I’m just some kind of door-to-door salespony. Why...why are you doing this? We were just startin’ to get to know you, and... and now here you go flyin’ off into the sunset again, like these past few months don't mean nothin’ to you?” Tears welled up in her eyes. “You know dog-gone well you owe us better than that. And what about little Apple Bloom? I suppose you were just gonna fly off without even havin’ the decency...”

In a flash, Thunderspite dropped his pack, and with one quick thrust from his wings, charged back up the porch. Applejack recoiled, expecting perhaps to be struck for her sudden outburst, but instead she found herself lifted off her front hooves, with Thunderspite’s arms wrapped tightly around her. She was at first taken aback from the suddenness of the maneuver, not to mention still angry with him, but she quickly melted into his arms. They stayed like that for a long moment, not speaking. Gradually, Thunderspite also wrapped his broad wings around her, completely cocooning her in his embrace.

Applejack thought she might be content to stay there forever, but after a long moment, Thunderspite lifted his head to look her in the eyes.

“Thank you for your kindness, Applejack. You and your friends. It's much more than I deserve.” He leaned forward and kissed her on the forehead. Then, without another word, he walked back down the steps, secured his pack, and took to the sky. This time, Applejack did not protest. She watched him circle above the orchard several times, gaining altitude, before he turned west. She stood at the foot of the stairs, watching after him, until he was no longer even a speck on the horizon.

She was still watching the direction he had gone when she heard ponies galloping up the path. Turning, she saw Rainbow Dash, Rarity, Pinkie Pie, and Fluttershy all coming towards her.

Rainbow Dash was the first to arrive. “Applejack! Where's Thunderspite?”

“He just left,” she said, dejectedly.

“What do you mean left? Where did he go?” asked Rainbow Dash, as the others arrived and came to a stop.

“Left. For good." Without looking, she pointed in the direction she had just seen him disappear.

“I guess the guards must have spooked him, and he ran off,” said Rarity to the others.

“What do you mean, guards? What happened?” asked Applejack.

The four quickly recounted to Applejack what had transpired in the market, and what they had overheard the guards say behind the mayor’s office.

“We think Thunderspite is an escaped criminal.” Rainbow Dash folded her arms as she finished.

“Thunderspite? A criminal?” Applejack’s head swam. This was all too much.

“Yes, dear. We think so.” Rarity put a reassuring hoof on Applejack’s shoulder.

“It all makes sense,” said Rainbow Dash. “The way he drifts from town to town, not wanting to talk about his past, being able to fight so well... and why he ran away after he was spotted by the guards.”

“I know this may be hard to accept, Applejack," said Rarity. "I didn’t want to believe it either. Thunderspite was our friend too,” Rarity said.

“What do you suppose he did?” asked Fluttershy meekly.

“Doesn’t matter. Good riddance, I say,” said Rainbow Dash, though it was obvious to her friends that she was putting on a brave face.

Just then, Apple Bloom came trotting up the path, humming to herself as she went.

“Hey y’all!” she called. Seeing everyone’s somber demeanor, she slowed. “Why’s everybody look so down?”

The assembled ponies all looked to Applejack to break the news to her sister, but Applejack just looked back to the others for help. It was Fluttershy that finally stepped up.

“Apple Bloom,” Fluttershy began, “I know that you were friends with Thunderspite. But he’s gone now. We think he may have done something bad in the past.”

“What?!” Apple Bloom was shocked. “No! Thundespite wouldn’t do anything bad! He’s my friend. He wouldn’t leave without at least saying goodbye!”

“Apple Bloom…” Rarity’s voice was gentle. “Sometimes...ponies aren't whom they seem to be. I know it must seem hard to accept, but I think you’ll understand when you’re older.”

“No! It ain’t true. It just can’t be!” Apple Bloom ran sobbing into the house. Fluttershy began to chase after her, but Rarity shook her head.

Chapter 18

Apple Bloom spent the rest of the afternoon and evening sulking in her room, while Applejack dealt with Thunderspite’s departure in her own way: bucking apples in the orchard with considerably more force than necessary. The rest of the gang reacted similarly, each of them tending to their work, hoping to distract themselves.

The next day was Saturday, and they gang all met at Sugarcube Corner for sweets, as was their tradition, but nobody much felt like celebrating. Applejack had dragged Apple Bloom along, insisting that she needed to “get out,” but Apple Bloom was making it very clear to everyone that she would prefer to be in her room sulking. Pinkie Pie was resting her head on her arm, pushing her cupcake back and forth across the table. The rest of the gang were similarly engaged in staring at their sweets.

Fluttershy cleared her throat. “I suppose we should write Princess Twilight a letter and let her know that we...did not succceed.”

The other ponies nodded solemnly. Rarity spoke next. “Well. No sense in putting it off, I suppose.” She tossed her hair and held her head up high. “I’ll go get my quill.”

Just then, they heard a commotion outside. “What do you suppose that is?” said Rarity, who was nearest the door. She trotted outside, and the others followed. As they came out of the shop, they saw the ponies on the street all looking upwards and pointing.

“Oh my!” said Rarity. “It’s the royal coach!”

“It’s Twilight!” exclaimed Pinkie Pie, jumping up and down.

The coach passed low over the buildings, circled around, and landed in the street. All the ponies in the street, including her friends, kneeled as Princess Twilight Sparkle stood and stepped down from the coach with the help of a Royal Guard.

“Please, carry on everyone!” she announced to the small crowd. Her friends, having been dismissed from their obeisance, quickly surrounded the princess and exchanged hugs and excited greetings.

“I’ve missed you all so much!” Twilight was saying.

“How’s the princess bit comin’ along?” asked Applejack

“Are you here to stay?” Pinkie Pie asked, bouncing excitedly.

“I’m afraid not, Pinkie Pie. Actually girls, I’m on a very important mission from Princess Celestia.”

“A mission?” asked all her friends together.

“Yes. Girls, let me ask you something. This pony you wrote about in your letter, the one I wanted you to be friends with - what was his name?”

“Thunderspite.” Applejack fairly spat out the name.

“I thought so,” said Twilight Sparkle, nodding to the four guards behind her. “Where is he?”

“He flew off yesterday, the big coward,” said Applejack.

“I suppose you’re here to find that outlaw and take him back to the dungeon where he belongs?” asked Rainbow Dash.

“Outlaw? What?” Twilight seemed very surprised to hear this this. “No, no! Girls, Thunderspite isn’t an outlaw. He’s a hero!”

“A hero?!” the others all asked at once.

“I knew it!” shouted Apple Bloom. “I told y'all he weren’t no criminal!”

“What in the world made you think he was a criminal?” Twilight Sparkle asked. Fluttershy relayed the story of what had happened in the market the previous day, and how they had overheard the guards talking.

“No no, girls. The guards are looking for Thunderspite for a...a different reason.” She turned back to the guard behind her. “Lieutenant, Thunderspite has a full day’s head start, but he may still be close. Have your pegasi conduct a search.” The captain saluted, then turned to carry out her order.

Turning back to her friends, Twilight Sparkle sighed. “I can see I have an awful lot to tell you all. Why don’t we all go inside.”

Chapter 19

“Any idea what this is about, sir?” asked Blitzwing.

“The princess has some kind of special mission for us,” replied Thunderspite. “That’s all I know.” In fact, the Princess had summoned him from the barracks only a few hours early and told him that she had a very special assignment for him, and to select one of his most trustworthy lieutenants to accompany him.

For Thunderspite, there had been no question that Blitzwing would be the one to accompany him. Blitzwing and Thunderspite had met in basic training years ago, and had been best friends ever since. They were a close match in the sparring ring, and indeed, in most other things as well. Thunderspite knew that it had just been dumb luck that saw him promoted Captain of the Pegasus Corps instead of his friend. In fact, Thunderspite frequently wondered if Blitzwing wouldn’t make a better commander than he. But if Blitzwing ever felt even the barest hint of jealousy, he did a good job of hiding it, and Thunderspite knew he could rely on him completely in all matters. Though Thunderspite was technically Blitzwing’s superior officer, Blitzwing was first and foremost Thunderspite’s closest friend.

The two guards passed through the archway to the great hall, returning the salutes of the sentries as they went. Inside, a few ponies were already waiting, who had apparently also been summoned by the princess. There was Star Strider, Captain of the Unicorn Brigade, and Boulder Hoof, Captain of the Earth Pony Infantry. The only pony there that was not part of the Guard was a mare unicorn whom Thunderspite vaguely recognized as one of the Princess’s students.

The three ponies were standing in a group, exchanging pleasantries. Seeing them approach, Star Strider made the introductions.

“Captain Thunderspite. Lieutenant Blitzwing.” He shook each of their hooves, then turned to introduce the mare. “Gentlemen, I’d like you to meet Dawn Glimmer, one of the Princess’s most promising students.” Dawn Glimmer curtsied, then offered her hoof. “Hello, Blitzwing. And hello...Thunderspite.”

Thunderspite was taken aback. Dawn Glimmer’s voice was warm and melodic. She greeted Blitzwing with genuine sincerity, and her inflection indicating that she was genuinely glad to have met him. But when she said Thunderspite’s name... there was a warmth there, and a familiarity. When she looked into his eyes she also smiled coyly, as if she was trying not to laugh at some inner joke. In that moment, Thunderspite was sure that she was the most beautiful mare he had ever laid eyes on.

“A pleasure to meet you, miss,” he heard himself say. Dumbstruck, he continued holding her hoof for a few awkward moments.

The moment that passed between them was not lost on the others. Blitzwing raised an eyebrow and looked back and forth between them. After a moment, Star Strider continued.

“I’ve had the distinct privilege of having Dawn Glimmer as a part-time student of mine. I don’t think I’ve ever met a more promising unicorn.”

“The captain is exaggerating, of course,” said Dawn Glimmer humbly.

“Ah,” was all Thunderspite could think to say.

The moment was interrupted as Princess Celestia entered the hall. The assembled ponies all bowed low as she walked towards them.

“Thank you all for coming.” To the average citizen of Ponyville, the Princess would have sounded like her usual regal self, but those who knew her well knew immediately from her tone that the Princess was gravely concerned about something.

The princess continued. “I’m afraid we don’t have time for pleasantries. If you will all follow me, please." Without stopping, she walked straight through the great hall and led them into the royal chambers. At the end of another hall, they ascended a spiral staircase, until they reached the Princess’ study. Once there, she led them to the far side of the room and out onto the balcony.

It was evening by then, and a few stars were starting to shine through the evening dusk. The Princess went straight to her telescope, peered through, fiddled with the dials, then peered through again. When she had found whatever it was she was looking for, she beckoned the assembled ponies to look through as well.

Thunderspite was first. Looking through the eyepiece, he at first did not see anything. Then, as his eye focused, he thought that he could just make out a faint outline of something, just a lighter blue against the darker blue of the early dusk sky. Thunderspite looked for a moment, not understanding what he was seeing, then stepped aside.

“What is it, Princess?” Thunderspite asked.

Dawn Glimmer was next. She adjusted the knobs slightly, then posed an answer. “A noctilucent cloud, Princess?”

“That’s right,” Princess Celestia answered. Turning to the others she said, “What you are looking at is called a noctilucent cloud. It is very rare, and very seldom seen above Equestria. It is much higher than normal clouds, and it glows of its own inner light.”

The Princess let the others have a turn looking through the telescope before she continued. “However, I do not believe this cloud is natural in origin. I believe it is a city.”

The Princess paused to let that sink in. “Like Cloudsdale, your majesty?” asked Boulder Hoof.

“This city-cloud is much higher than Cloudsdale, but yes.”

“Who lives there, Princess?” asked Blitzwing.

The Princess took a deep breath before answering. “I believe the city is inhabited by creatures known as cloud wraiths.”

Dawn Glimmer gasped.

“What are those, your majesty?” asked Blitzwing.

“Very little is known about the Cloud Wraiths. We do know that long ago, even before my reign, they used to inhabit the land we now call Equestria. We also know that the Cloud Wraiths were masters of a type of magic based on the element of Catalyst, which is still largely unknown to our scientists. They were driven out of Equestria by a terrible blizzard that covered the land in snow for a hundred years, and they were forced to flee into the sky.”

“Why have they returned now, your majesty?” asked Star Strider

“I don’t know.” The Princess took another deep breath. “But their cloud city is headed directly for Canterlot. At its present speed, it will be directly above us in two weeks’ time.”

The Guards exchanged nervous glances. The Princess continued. “This is why I have summoned you all here tonight. I want to avoid a conflict with the cloud wraiths if possible, but I also cannot ignore the possibility that their intentions may be...unfriendly.” She turned to face the assembled Guards.

“Star Strider and Boulder Hoof, I want you two to coordinate the city’s defenses. For all our sakes, I hope it will be an unnecessary precaution.” The two guards saluted. The Princess then turned to the others. “Dawn Glimmer, I have a very special mission for you. I want you to lead a peace envoy to the cloud city. I believe that your... unique talents may be just what’s needed in this situation.” Dawn Glimmer looked nervous, but nodded. “Thunderspite and Blitzwing, you will be Dawn Glimmer’s escorts. I want to make it clear that Dawn Glimmer will be the leader of this mission. The two of you are to defer to her judgement in all matters, but you are to see to her personal safety. However, since this is a peace envoy, you must travel unarmed. You’ll leave first thing in the morning. An airship is being prepared for you, and should be ready by morning." The same look of apprehension crossed both of the pegasi's faces when the Princess said “unarmed,” but they also saluted as they acknowledged the Princess’ instructions.

The Princess looked each of them in the eye for a moment. Her face was grave. “I’m sure I don’t need to tell you that each of your assignments carries the utmost importance. The fate of Equestria may very well be in your hooves. Are there any questions?”

Those assembled shook their heads. “Then I will leave you all to make your arrangements. Good luck.” They all bowed and turned to leave. Thunderspite was the last out, and as he turned to close the door to the Princess’ study behind him, he saw that the Princess hadn’t moved. Instead, she stood watching them as they left, with a kind of sadness on her face that Thunderspite had never seen before.

“Anything I can get for you, Princess?” Thunderspite was actually offering the princess his company, in case there was anything troubling her that she wanted to discuss. Since taking on the role of Captain of the Guard nearly a year ago, Thunderspite occasionally found himself serving as the Princess’ unofficial advisor and confidant.

“No thank you, Thunderspite. You should rest up for your journey tomorrow.” The Princess’ smile would have fooled anypony that didn’t know her as well. Thunersite offered her a reassuring smile as he closed the doors behind him.

Thunderspite caught up with the others as they descended the spiral staircase.

“Will you be needing any help with your luggage, Miss Dawn Glimmer?” Blitzwing was saying.

“I’m sure I can manage.” She smiled.

“We’ll send a coach for you in the morning,” Thunderspite said, nodding to Blitzwing.

“That would be lovely, Thank you.”

No one said anything else until they were outside again. The Captains quickly exchanged a few words about arrangements to be made, then Star Strider and Boulder Hoof departed.

Thunderspite and Blitzwing turned to Dawn Glimmer. Thunderspite swallowed. “Well, Miss Dawn Glimmer, it seems we’ll be seeing a lot of each other in the coming weeks.”

“It would seem so, Captain.” Those eyes... Thunderspite thought to himself.

“We’ll...see you in the morning then,” he said.

She nodded. “In the morning. It was a pleasure to meet you both.” She offered her hoof to each of them. “Sleep well Blitzwing. Sleep well...Thunderspite.” The tone she used was the same before. Thunderspite watched her go, her tail swishing behind her as she walked.

When he looked back at Blitzwing, his friend had one eyebrow cocked and a bemused smile on his face. Thunderspite ignored him and began walking back to his quarters.

“What do you think, sir?”

“Hmm?” said Thunderspite, distracted. “Oh. I suppose we’ll leave Cloud Dasher in charge of the Corps, under Star Strider and Boulder Hoof...”

“Not the mission, sir. The mare. Dawn Glimmer.”

“Oh. What about her?”

“I’m pretty sure she likes you.”

“And I’m pretty sure we have more pressing matters at hand, Lieutenant.”

“Aw, come off it, Thunderspite. Would it kill you to loosen up a little? How long has it been since your last girlfriend? What was her name, Sun Dancer?”

“Sky Dancer,” Thunderspite said bitterly.

“That must have been what, two years ago? You’ve been single far too long. Time to live it up again.”

“Lieutenant!” Thunderspite snapped. Blitzwing stopped and stood at attention. A second later, Thunderspite’s temper cooled, and he immediately regretted pulling rank on his friend. Nevertheless, the subject irked him, and he had no wish to continue discussing it.

“...assemble on the south lawn at first light," Thunderspite said, regretting his officiousness even as he spoke the words. “Have Cloud Dasher meet us there. And arrange a coach to collect Miss Dawn Glimmer in the morning.”

“Aye aye, sir.”

“Dismissed.”

“Aye aye, sir. Good evening, sir.” Blitzwing saluted, about-faced, and marched away, not offended by Thunderspite’s formality. As he marched away, it occurred to Thunderspite, not for the first time, that he was absolutely undeserving of friend like Blitzwing.

Chapter 20

Thunderspite and Blitzwing met on the south lawn in the pre-dawn morning, where their balloon sat moored and waiting. Star Strider and a squad of his unicorn Guards were already hard at work, assisting with the ropes and loading the last of the supplies.

The balloon they were to be traveling in was a special affair the Princess had loaned from a local balloonsmith, made especially for long-distance travel. The balloon itself tapered sharply at both ends, to make for more aerodynamic towing. It also had a large enclosed gondola, big enough to comfortably accommodate three ponies, if only just. The Gondola also featured a single stateroom that was to be Dawn Glimmer’s accommodation for the trip.

By the time dawn broke, the preparations were nearly complete. Dawn Glimmer’s coach arrived right on schedule, and as it came to a stop Thunderspite trotted up to meet her. As he helped her down from the coach, she smiled broadly at him, though she looked very tired.

“Good morning, Miss Dawn Glimmer. Sleep well?” said Thunderspite.

“Not especially,” she said with a yawn. “You don’t look like you got much sleep either.”

“Well... no. But I’m used to it.”

“I suppose so,” she said with the same smile she used last night. What is that about? Thunderspite thought to himself.

“You’ll be sleeping in the ship’s stateroom. The corporal here will help you with your bags. Feel free to get settled. We should be departing shortly.”

“Thank you captain.” And with that, she let the unicorn corporal lead her to the airship. Thunderspite watched her go for a moment, then turned back to his preparations.

While the other two Captains oversaw the last of the preparations, the palace chef brought breakfast for the travelers, who quickly ate the simple meal of fruit and oatmeal. They had just finished their meal and were about to board when Princess Celestia strode onto the lawn, escorted as always by two guards.

“Royal on deck!” someone called, and the entire company stopped and bowed.

“Please carry on, everyone,” the Princess said with a smile. “I’m just here to see off our travelers.” Thunderspite, Blitzwing, and Dawn Glimmer trotted up to her.

“Your majesty,” Thunderspite greeted for the group, and they all made their bows again. The Princess smiled down at them, but Thunderspite knew right away she was putting on a brave face. She looked as if she hadn’t slept well either.

The Princess took a moment to look each of them in the eye. “I don’t need to tell you how important this mission is.” The Princess began. “Many will die if the wraiths wage war on Equestria. Determine the wraith's intentions, and secure a peace with them if you can. But whatever happens...please stay safe."

Dawn Glimmer lifted her head proudly. "Don't worry, Princess. We'll secure a peace and be back in time for the Summer Sun Celebration."

The Princess smiled at that, and she and Dawn Glimmer touched horns for a moment. She accepted the bows from both Thunderspite and Blitzwing individually, somewhat more deliberately than usual. She then turned and walked off the lawn.

At last, the time came for the trio to depart. Dawn Glimmer went inside the gondola, while Thunderspite and Blitzwing hitched themselves up to the reigns. The ground crew released the ropes, and the balloon floated into the sky.

* * *

It took the two pegasus ponies just over half an hour to tow the balloon to a good cruising altitude just above the cloud layer. As they leveled off their ascent, the towing got much easier. The two Guards let the ropes go slack for a moment as they had a brief conversation.

“We’ll tow in shifts,” Thunderspite said. “Four hours each, with lunch break at midday. We’ll land and make camp two hours before sunset.”

“Very well, sir. I’d like to take the first shift," said Blitzwing.

Thunderspite eyed him suspiciously. “Any particular reason, lieutenant?”

Blitzwing looked at the gondola, then back to Thunderspite, grinning broadly. “Just like to stretch my wings a bit, sir.”

Thunderspite glared at him a moment, then unhitched himself and made for the gondola. He was already getting tired of Blitzwing’s little winks and nudges.

Thunderspite flew back to the gondola, coiling his tow rope and harness as he went. Opening the door, he stepped inside and hung the gear neatly on the wall. Dawn Glimmer sat in the main area of the cabin, her legs folded under her on the wide couch that stretched completely around the back of the gondola. An open book hung in midair in front of her, but she had apparently stopped reading to watch him with her typical smirk.

“We’ve reached cruising altitude, ma’am. We’ll fly until about two hours before sunset, then land and make camp for the night.”

“Very good, Captain,” she said. Thunderspite thought she might be mocking him.

Thunderspite crossed the cabin and started digging through his pack. Though her book still hovered in front of her face, Thunderspite could feel Dawn Glimmer's eyes following him. From his pack, he produced a book of his own, then sat on the opposite end of the couch and opened it to his bookmark.

“Whatcha readin’?” Dawn Glimmer snatched the book from his hooves with her magic.

“Hey! I was... ” Thunderspite protested.

Holding the book in front of her, Dawn Glimmer read its title in a mock-serious tone: “Aerial combat in support of infantry operations. By Lightning Crasher. Captain. Her Majesty’s Royal Pegasus Corps." She turned back to him. "I suppose this is your idea of a good read, Captain Thunderspite?"

Thunderspite was indignant. “I... it’s my duty to be the best commander I can, ma’am.”

“Duty. Honor. Courage,” Dawn Glimmer said in her mock tone again. “Do you ever have any fun, Thunderspite? Is there a real pony underneath that uniform?"

A pang of remorse shot through Thunderspite like an arrow. Dawn Glimmer’s words were almost identical to what Sky Dancer had said to him, right near the end.

Thunderspite’s face must have betrayed him. “Oh,” she said. She closed her book, stood, and walked over to him, looking him in the eyes. “I’m sorry. I guess I’m not the first one to say that to you.” She phrased it as a statement, having already guessed the answer. Thunderspite opened his mouth a moment, but said nothing.

She considered him a moment longer. “Hmm.” She brought the book he had been bringing over to her, biting her lip. Then, she apparently had an idea. “I’ve got just the thing.” She trotted over to her bag, rifling through the dozen books before she found the one she was looking for. “Aha! Here it is.”

She brought the book to Thunderspite and placed it in his hoof. The title read, Daring Do and the Quest for the Sapphire Stone.

“What’s this?” asked Thunderspite.

“This,” said Dawn Glimmer, “Is fun. Captain Thunderspite, consider this a direct order. For the duration of this mission, you are not to read any more combat manuals. I am ordering you to read this book, and I’ll checking in regularly on your progress.”

“Miss Dawn Glimmer, I... ”

“And if you ever want to see your precious combat manual again, you’ll stop with all this ‘miss’ and ‘ma’am’ business. ‘Dawn Glimmer’ or ‘Dawn’ will be sufficient. Am I understood?”

Thunderspite looked at the book dubiously. The cover pictured a pegasus swinging from a vine above a crocodile-infested river, holding some sort presumably ancient artifact.

“... as you wish,” Thunderspite said. He was more than a little annoyed that she had taken his book away, and even more irritated at her insistence on informality.

“Best get to it, Captain. I want at least three chapters by the day’s end.” Dawn Glimmer resumed her seat on the other side of the gondola, her book hovering in front of her. Looking at him, she gestured at the book in his hooves with her eyes. Begrudgingly, Thunderspite opened the book to the first page.

The two read in silence for a while. Thunderspite had just gotten to the part where Daring Do had found the ancient, moss covered temple when Blitzwing flew into the gondola and began unharnessing himself.

“Something wrong, Lieutenant?” Thunderspite asked.

Blitzwing blinked. “It’s 10 o’clock, sir. Time for your shift?”

“Oh…” Thunderspite looked at the clock. “Oh. So it is.”

“Enjoying your book, sir?” Blitzwing said with a smirk, pointing at the book in his hooves.

“I... ” Embarassed, Thunderspite quickly stuffed the book into his pack. “I was just... ”

“Mind the cross-breeze sir. 10 knots or so, from the north.” Blitzwing smiled wide and handed over the harness.

Across the gondola, Dawn Glimmer tittered. Thunderspite snatched the harness from Blitzing and hitched himself up. On his way out, he shut the cabin door a little harder than necessary.

Thunderspite took a reading from his compass, then began to tow. It was only difficult for moment, while the balloon got up to speed, but once there, he hardly felt the drag of the balloon behind him at all.

He quickly lost himself in the zen of flying, and his mind darted from one subject to another. He thought about the mission, and about the adventures of Daring Do. He also thought about Dawn Glimmer, and how her words had reminded him of Sky Dancer, and how Dawn Glimmer had apparently picked up on this fact.

He was so absorbed in thought that he didn’t notice his shift was over until Dawn Glimmer opened a window and shouted at him. “Thunderspite! Lunch is ready!”

Thunderspite slowed the balloon to a stop, then anchored it to a nearby cloud and went inside. The other two were already seated on the floor, enjoying tasty-looking sandwiches. Looking at him between bites, Dawn Glimmer patted the empty carpet next to her, where a third plate sat waiting. Thunderspite was somewhat uncomfortable with her close proximity, but to move his plate elsewhere would be rude, so he sat.

Blitzwing was making short work of his sandwich, with table manners not at all befitting a Royal Guard. Thunderspite shot him a look, but Blitzwing seemed oblivious. “Mmm!” Blitzwing moaned. “Dawn Glimmer, this Sandwich is delicious! What’s your secret?”

Dawn Glimmer grinned. “I’ll take it to my grave, Lieutenant.”

“Isn’t this the best, Thunderspite?” Blitzwing asked around another bite.

Thunderspite nodded and dabbed his mouth with a napkin. “Yes, very good. Thank you, Miss... .” Her mouth still full, she leveled a butter knife at him. “…that is, uh, Dawn Glimmer.” She smiled in satisfaction, then resumed chewing.

The rest of lunch passed by pleasantly enough, with Dawn Glimmer and Blitzwing carrying on like old friends, and Thunderspite saying just enough to not be rude. When they had finished, Thunderspite volunteered to take the next towing shift, giving the reason that the other two shouldn’t have their lively conversation interrupted. The other two seemed to hardly notice he had left.

Thunderspite cleared the mooring line, took a reading from his compass, then resumed his place at the harness. He wasn’t ignorant, of course. He knew that Dawn Glimmer was interested in him, but he didn’t want to be involved with her, because... well actually, he wasn’t exactly sure why not. She was certainly beautiful, and kind, and she must be very talented if Princess Celestia herself had taken her on as a student. What then, was the problem?

Thunderspite searched his feelings as he flew, but was no closer to an answer when his second shift ended. When he entered the gondola again, Blitzwing and Dawn Glimmer were in the middle of a boisterous round of laughter, which they both tried unsuccessfully to contain when they saw him.

“Time for my shift, eh Cap’n?” Blitzwing said as seriously as he could manage. “Off I go then.”

When he was harnessed and out the door, Thunderspite crossed over to the couch, feeling Dawn Glimmer’s eyes on him as he went. He took the book he gave her out of his bag and opened it to his place. He pretended to ignore her gaze.

“So, Thunderspite. Blitzwing tells me you’re quite the vocalist.” She could barely contain her laughter.

Thunderspite groaned. Blitzwing had apparently told her of the embarrassing incident in basic training, when he had been made to sing the Guard Pony’s Hymn, nonstop, for an entire day. Apparently finding his irritation hilarious, Dawn Glimmer burst into laughter.

Chapter 21

When the sun got low enough on the horizon, Thunderspite joined Blitzwing in the harness, and together they began their descent. It didn’t take them long to find a suitable landing spot, a wide valley in the shadow of a mountain, crisscrossed with shallow streams and practically infested with wildflowers. They brought the balloon down, anchored it in place, and began setting up camp for the night. Thunderspite and Blitzwing set off to find firewood, while Dawn Glimmer wandered a short distance off to gather some berries and nuts to spruce up their dinner.

“Thunderspite?” Blitzwing asked, as he stooped to pick up another branch.

“Yes?”

“She likes you, Thunderspite. A lot.”

Thunderspite sighed. “I know.”

“I was talking to her today.”

“I know,” he said, and was surprised to find the tiniest bit of jealousy in his voice.

“You could do a lot worse than her, you know. She really is one of a kind.”

Thunderspite looked to the other side of the stream, where Dawn Glimmer was at this moment singing to herself as she plucked berries from a low bush, surrounded by wildflowers. Blitzwing stepped into his line of sight and met his eyes again. “If you let her get away, you’ll regret it for the rest of your life.”

Thunderspite regarded his friend carefully, then nodded. He was in no more of a mood to talk about his love life today than he had been yesterday, but he also valued Blitzwing’s friendship too much to dismiss him again. Blitzwing, assured that his message had been received, returned the nod and resumed gathering firewood.

* * *

That evening, Dawn Glimmer again managed to turn their meager dried rations into something not just palatable, but downright delicious. She supplemented their stew of dried vegetables in thin broth with nuts and berries she had found in the meadow. Before long, a thick, hearty soup was bubbling over the fire.

Dawn Glimmer tasted the brew with a spoon. “Mmm. Yup, I think that’ll do it. What do you think, Thunderspite?” Using her magic, she scooped up another spoonful and brought it to his lips.

Thunderspite opened his mouth to protest, but instead found a spoonful of soup on his tongue. He was annoyed at first, but his irritation was quickly drowned in savory and sweet elation. “Mmm!” he said.

“Good?” Dawn Glimmer asked. Thunderspite could only nod slowly. The nuts added a wonderful crunchy and creamy texture to the soup, and each of the little berries were little explosions of flavor on his tongue.

“Mmm,” he said again, closing his eyes and swaying slightly.

“I’ll take that as a yes,” Dawn Glimmer said with a grin. “Fetch the bowls, will you?”

Thunderspite did as he was asked, and before long, the three of them were sitting around the fire, savoring each bite. At Dawn Glimmer’s encouragement, the two stallions each helped themselves to a second bowl after they had finished with the first. “You boys flew hard today. You need to keep up your energy.” The 'boys' did not protest.

When they had all had their fill, Dawn Glimmer turned to Thunderspite. “How is your assignment coming, Captain?”

Thunderspite sighed, resigning himself to more teasing. “Chapter twenty-five, ma’am.”

“Twenty-five!” Dawn Glimmer exclaimed. “I only asked you to read three! You must really be enjoying it!”

“I uh... no. I mean... I’m a fast reader.”

“I dunno, sir,” Blitzwing chimed in. “Twenty-five chapters in one day is an awful lot for somepony who’s not enjoying a book. Which one is it?”

“Quest for the Sapphire Stone,” Dawn Glimmer answered for him.

“Ooh, I love that one! Remember the part where Daring Do is on top of the pyramid, fighting the…”

"Hey, No spoilers!” Thunderspite blurted, before he realized his error. This elicited a long bout of laughter from the other two.

And so the evening wore on. The sun set behind the hills of the valley, and before long it was dark. Blitzwing and Dawn Glimmer were still recanting the adventures of Daring Do, having heated debates about various plot points, their laughter echoing back and forth all through the valley. Thunderspite, having completely given up trying to enforce military bearing on Blitzwing, actually enjoyed listening to the other two carry on.

When the fire had died down and they had all started to yawn, they finally decided to turn in for the night. After saying their goodnights, Thunderspite and Blitzwing each retired to their tents, and Dawn Glimmer to her stateroom in the gondola.

Only a few minutes later, Thunderspite heard snoring coming from the tent next to his. He had always envied Blitzwing’s ability to fall asleep quickly, no matter what the circumstances. Thunderspite had no such luck. Despite having not slept much the night before, he again found himself tossing and turning in his sleeping bag. After an hour of this, he gave up, headed out of his tent, and stoked up the fire’s dying embers to keep himself warm.

He sat staring into the flames for a while, until he sensed a presence behind him. Turning, he saw Dawn Glimmer, bundled up in a blanket, walking towards him. She sat on the log next to him, as far away as she could manage.

“Hey,” she said. “Can’t sleep?”

Thunderspite shook his head.

“Me neither. Mind keeping me company for a little while?”

Thunderspite regarded her. Her demeanor was different than it had been all day. Not teasing, completely sincere. The strange familiarity she showed towards him was still there, but when he looked in her eyes he saw nothing but kindness.

“Sure,” he said, poking at the fire with a stick. They watched in silence together for a moment.

“Some day, huh?” she offered.

“Yup.”

“Thunderspite, you don’t actually have to read Daring Do if you don’t want to. I just thought…”

“I’m enjoying it.”

“Oh, good. I’m glad.”

Another moment passed as they gazed into the fire.

“Thunderspite, can I ask you something?”

Thunderspite thought for a moment. “You may ask.” His tone implied that he would not be obligated to answer.

“What was her name?”

“Whose name?”

“The reason you hate me. What was her name?”

Sky Dancer’s memory rushed past him, like opening a door on a windy day. Her eyes, her mane, her scent...

Thunderspite’s annoyance was renewed. “I don’t know who you mean, ma'am. And I don’t hate you.”

“Oh. My mistake then.” She looked away, and after that they sat in silence for a long time.

Eventually, Dawn Glimmer yawned again. “Alright, I think I’m ready for sleep now. Don’t stay up too late.”

Thunderspite nodded and said goodnight. He stared at the flames a few moments longer, then headed back to his tent. This time, he fell immediately into a deep, dreamless sleep.

Chapter 22

Thunderspite was the first to wake the next morning. Blitzwing was still snoring loudly in the tent next to him. He decided to let him sleep a while longer while he gathered some firewood for breakfast and made some other preparations for the day’s journey.

The sun’s rays were just starting to light up the high peaks on the west side of the valley. Thunderspite stoked up the fire and put the kettle on, then started packing up everything they wouldn’t need for breakfast. As he stowed his own tent in the gondola’s storage area, he noticed that the door to Dawn Glimmer’s stateroom was open.

He entered the gondola, but she was not there. “Miss Dawn Glimmer?” he called softly, peeking his head in her room. She was not there either. In a panic, he ran outside and looked around the valley, but she was nowhere to be found. He was just about to wake Blitzwing when the happened to look up at the valley’s eastern wall. There, silhouetted against the bright light of the coming dawn, was the figure of a unicorn mare. She had her head held high, eyes closed, and her mane fluttered delicately in the wind. Even from this distance, Thunderspite could see a faint smile on her lips. Not for the first time, Thunderspite found himself thinking that Dawn Glimmer was the most beautiful mare he had ever seen.

“Wow,” he said under his breath.

Although it would have been impossible for her to hear him at that distance, just at that instant she turned her head and looked directly down at him, as if she had. Suddenly, there was a flash of light, and she was gone. A split-second later, she materialized again, standing directly in front of him.. Thunderspite took a half-step backwards, startled.

“Oh... uh... ” he stammered. Dawn Glimmer’s beautiful, sea-foam colored eyes were not making it easy for him to gather his wits. “I uh...good morning, Miss...that is uh, Dawn Glimmer.”

“Good morning, Thunderspite.” She smirked, apparently enjoying watching him stumble over himself.

“Were you just...” he nodded and pointed at the ridge where she had been standing only an instant before. “That is, are you able to... ”

“Teleport? Yes. Over short distances, and only with good line-of-sight.”

“Ah.” He shut his eyes for a moment, then with great effort, summoned his military bearing. “Ma’am, the Lieutenant and I would appreciate being notified anytime you leave the campsite. For your own safety.”

“I didn’t mean to alarm you, Captain.” She took a step closer to him. “Were you worried about me?”

His bearing melted away again under the closeness and intensity of her gaze. “Yes.” Was all he could manage.

“Your concern is touching, Captain. I’ll try to be more considerate in the future.” She trotted back towards the campsite, brushing past him as she went.

* * *

After a quick breakfast, the three ponies broke camp, stowed everything away, and lifted off. Once they were at altitude, Thunderspite volunteered to take the first shift towing. He needed time to think.

Dawn Glimmer’s question last night had got him thinking. Why do you hate me? What was her name? The fact that she thought he hated her came as quite a surprise. Certainly, his professionalism necessitated a certain distance, and he supposed that could be mistaken for rudeness or even hostility. He must seem particularly standoffish when compared to Blitzwing, who seemed to be treating this mission more like a holiday with friends. But despite what she thought, Thunderspite did not hate her.

Except, as the day wore on and Blitzwing took his turn in the harness, Thunderspite realized that she was absolutely right. He did hate her, and what’s more, he hated her because she reminded him of Sky Dancer. Dawn Glimmer was kind, and warm, and absolutely beautiful, and whenever she was nearby he found himself dumbstruck and tongue-tied. He hated her for having that kind of power over him, and he hated himself for being vulnerable around her. He had let himself get too vulnerable, too close to Sky Dancer, and when she left, well...he had been wounded. He also hated Dawn Glimmer for being able to read him so easily, and he hated himself for being so transparent.

“You alright over there, Thunderspite?” Dawn Glimmer asked.

Thunderspite looked up, startled. “What?”

“You’ve been on that same page for over an hour now.”

Thunderspite looked back at the book he had been holding. “Oh. Just...thinking about stuff, I guess.”

Dawn Glimmer closed her book and cocked her head to the side. “Anything you’d like to talk about?”

“No. Thank you,” he said, too quickly.

“Do you think you’d prefer a different book?” she asked.

“Uh... no. This one’s fine.”

“Alright. Well, let me know.” Her voice was both concerned and inviting.

Thunderspite went back to staring at a book, immediately regretting missing the opportunity to talk to her. Though he may not be ready for a relationship again, he realized that he had been being rude to Dawn Glimmer ever since he met her, under the convenient guise of professional detachment. Dawn Glimmer, meanwhile, had done nothing but try to befriend him, in spite of his misplaced ire. Though socializing with her would make him uncomfortable, continuing not do so would be cowardly.

Ten minutes or so passed while Thunderspite gathered his courage. Then he sighed and lowered his book.

“Sky Dancer,” he said, addressing Dawn Glimmer.

Dawn Glimmer lowered her book, surprised. “Pardon?”

“The reason I hate you. Her name was Sky Dancer.”

Without taking her eyes off him, Dawn Glimmer lowered her book and set it on the couch beside her. “You must have really cared for her.”

Thunderspite nodded. “I...didn’t really realize that I was being so rude to you. I apologize.”

Dawn Glimmer crossed the gondola, sat next to him, and looked into his eyes with that piercing, all-knowing gaze of hers. “I forgive you, Thunderspite. I know you’ve been hurt.”

Thunderspite was uncomfortable with both her proximity and the topic at hand, but he forced himself to continue. “Am I really that easy to read?”

Dawn Glimmer smiled bashfully. “Partially. I also have some empathic abilities. I can sort of sense things about ponies sometimes. Not specifics, but in your case it was pretty easy to fill in the gaps.”

“Really.” Thunderspite had heard that some unicorns had that ability, but had never met one in person. He suddenly felt very exposed, realizing that she had probably been reading his feelings the whole trip. He wondered if she had picked up on the fact that he was attracted to her.

“Mm-hmm,” Dawn Glimmer said. “I have a special knack for seeing the good in everypony. I imagine that’s why the Princess chose me for this mission.”

“I suppose so.” There was a brief silence that passed between them. Then Thunderspite set his book down on the couch next to him, turned back to her, and said, “Dawn Glimmer, I think you may be the most interesting pony I’ve ever met. Will you please tell me about yourself?”

Dawn Glimmer smiled broadly. “Alright. But only if you return the favor. Deal?”

“Deal.”

* * *

Thunderspite listened intently, hanging off every word, as Dawn Glimmer talked about herself. She grew up in Canterlot, and both her parents were professors at the university. She had an older brother and a younger sister. Each of her family were very talented unicorns in their own right. When she was old enough, she had been accepted into Princess Celestia’s special program for gifted unicorns. Her empathic abilities, as well as other specific magical talents, gave her a particular knack for building and repairing relationships.

“You can also teleport. What other abilities do you possess?” Thunderspite asked.

Dawn Glimmer smiled at him and winked. “Ask me later.”

She continued. She had done a few diplomatic missions for the Princess, but otherwise she worked as a relationship counselor in Canterlot. “Now enough about me. What about you, Thunderspite? Tell me everything.”

“I’m not sure there’s much to tell.” Thunderspite’s parents were two ordinary pegasi from Cloudsdale. He was the youngest of four siblings. He joined the Guard straight out of high school, rose through the ranks quickly, and was promoted to Captain just last year.

“Did you always want to be a Guard?” she asked. Thunderspite nodded. “Any particular reason?”

Thunderspite shrugged. “Well, I had the physical aptitude for it.”

“Any other reasons?”

Thunderspite stopped and thought. “I guess I liked the idea of being a force for good? Protecting ponies?”

She smiled at this. “I thought as much.”

Thunderspite and Dawn Glimmer spent the rest of the morning getting to know everything there was to know about each other. Favorite foods, first crushes, favorite books, childhood friends, irrational fears. As lunchtime neared, Thunderspite helped with the sandwiches. When Blitzwing came in to eat, Thunderspite participated much more in the conversation. Since Blitzwing had told an embarrassing boot camp story about Thunderspite the day before, it seemed only fair that Thunderspite returned the favor. All through lunch their stories about each other grew more and more exaggerated, until Dawn Glimmer was literally rolling on the floor laughing. When they had all had their fill, Blitzwing volunteered to fly the entire afternoon. “Since you too are getting on so well,” he said. Thunderspite would have normally objected, but he was actually quite glad for the chance to get to know Dawn Glimmer better.

They had been flying over desert for the majority of the day. By late afternoon the landscape below them had transitioned from sand dunes into a landscape of red rocks with high plateaus, mesas, and arches. When the sun was getting low on the horizon, Thunderspite took up the harness alongside Blitzwing, and together they set the balloon down atop a high plateau overlooking a wide valley and made camp.

At dinner that night, Thunderspite was much more amiable, and Blitzwing was astonished at the change in his friend’s demeanor. He laughed when the other two made jokes, and even cracked a few of his own.

They all said their goodnights, as Blitzwing headed back to his tent and Dawn Glimmer headed back to her stateroom. Thunderspite lingered by the fire, poking at it with a stick. He didn’t much feel like sleeping just yet. Instead, he wandered out to the edge of the plateau.

There was no moon out that night, but here away from the city lights, the stars shone so brightly that Thunderspite had no trouble seeing. When he got near the edge of the mesa, Thunderspite found an inclined boulder and lay on top of it. The air had just a slight chill to it, this high above the desert floor, but the red rock against his back still felt pleasantly warm from the hot day’s sun. He lay looking up into the night sky, thinking about everything and nothing in particular.

“Sleeping out under the stars, Thunderspite?”

Thunderspite had been lost in thought, and hadn’t heard Dawn Glimmer approach. Her voice from behind him startled him. Sitting up, he replied. “Maybe.”

“It’s a little chilly up here for that, don’t you think?” she asked.

“The rocks are actually quite warm.”

“Oh yeah? Skooch over,” Dawn Glimmer said, not waiting for him to respond before settling herself on the boulder beside him. There was only just room for two ponies on the boulder, and Thunderspite was keenly aware of her flank pressed against his.

“There’s supposed to be a meteor shower tonight. Seen any yet?” she asked.

“Not yet.”

“Well, maybe we’ll get lucky.”

“Mm-hmm,” mumbled Thunderspite. If Dawn Glimmer caught the double entendre, she wasn’t letting on.

“Oh look!” Dawn Glimmer pointed. “It’s Starswirl’s Comet. It’s not supposed to be visible for another week!”

Thunderspite scanned the night sky but could not see what she meant. “Where?”

“There. See the three stars in a line? That’s Orion’s Belt. And just south of that... see the the sort of fuzzy star?”

“Oh, yeah.” Thunderspite did see the fuzzy star, but was much more interested in the sensation of Dawn Glimmer’s cheek pressed against his as she guided his outstretched arm. He swallowed. “You study astronomy, then?” Thunderspite asked.

“Oh, yes. It’s one of my favorite subjects. You?”

“No. I can find the north star... ” he traced his arm in a few arcs, finding his bearings with a few constellations, then pointed. “There. Night time navigation, you know. But that’s about it. I always enjoyed looking at them, though.”

“Yeah. Whoa!” Dawn Glimmer gasped as as a meteor flashed across the desert plain.

“Wow,” Thunderspite agreed.

“That was amazing!” Dawn Glimmer sounded as giddy as a school filly. Then she gasped again, apparently having just remembered something.

Thunderspite looked over at her. “Are you alright?” he asked. Silhouetted against the desert night, he could just make out her face. Her head was tilted back, her eyes closed, and she had a faint smile on her lips.

A long moment passed before she answered him. “I was making a wish, silly.”

“Oh.” He decided to take a chance. “What did you wish for?”

“I can’t tell you!” She seemed shocked that he would even ask. “If I tell you, it won’t come true!”

“I thought that was only for birthday cakes.”

“All wishes, silly! Don’t you know anything?”

“Apparently not,” Thunderspite sighed. She giggled at his ignorance, then she sighed deeply and they both resumed staring into the night sky.

“Dawn?” Thunderspite asked softly.

Dawn Glimmer rolled onto her side. It was the first time Thunderspite had called her that, and he now had her full attention. “Yes?”

He swallowed, not knowing exactly what it was he wanted to ask her. “Um...earlier you said you had other powers?”

“I can see the future sometimes.”

“Oh.” He thought a moment. “Have you seen anything about our journey? Will our mission succeed?”

In the darkness beside him, she yawned and shook her head. “Nothing about the mission, no.”

Thunderspite nodded, then realized there was a gap in her statement. “And anything about the journey?”

“Mm-hmm.”

“And?”

She reached over and caressed his mane. “I saw that I would meet the bravest, strongest pony in all of Equestria, and that the two of us would fall in love.”

Without thinking, Thunderspite kissed her. The two stayed like that for what seemed like an eternity, oblivious to the meteor storm that swelled and almost completely illuminated the desert sky around them.

Chapter 23

The sun was just peeking over the distant snow-capped mountains when Thunderspite awoke. He and Dawn Glimmer had fallen asleep on the boulder, his arms and wings wrapped around her, protecting her from the morning chill. As he opened his eyes, he found that she was already awake, and staring at him with a contented smile.

“You’re awake,” he said.

“I’m always awake when the sun comes up. Kinda my thing, y’know?” Without moving from his grasp, she indicated her cutie mark with her horn.

Thunderspite reached up with his hoof and brushed a stray lock of mane behind her ear, staring deeply into her eyes. His chest felt as if it were in danger of rupturing, for all the feeling inside it in that moment. Instead, his stomach grumbled, and they both laughed at the noise.

“Guess that’s our cue,” said Dawn Glimmer, and the two finally extricated themselves from each other’s grasp and rolled off the boulder. Walking back to the balloon, they saw that Blitzwing was already hard at work breaking camp. Seeing the two of them approach together, he could not mask his smile.

“Good morning,” he said to them cheerfully. “Dawn Glimmer, I’ve got the fire all stoked up, in case you were in the mood to treat us with more of that delicious stew from last night.”

Dawn Glimmer smiled. “I think that can be arranged.” She trotted off to the Gondola to fetch the leftovers. Thunderspite and Blitzwing stayed where they were for a moment, watching her tail swish behind her as she went. Blitzwing offered Thunderspite a hoof bump, but Thunderspite sneered and slapped it away. In truth, he was not actually annoyed. Thunderspite doubted there was anything his friend could do to damper the joy he was feeling at that moment.

* * *

Having learned just about all they could about each other the day before, Thunderspite and Dawn Glimmer spent much of the day just cuddling on the couch, reading their respective books. Dawn Glimmer spent some time listening to Thunderspite read aloud from Daring Do, her head resting in his lap and her eyes closed. Thunderspite missed her closeness when it was his turn in the harness, but his burden was made lighter knowing she would be waiting for him when his shift was over.

That evening, they set down in a wide forest clearing, tethering the balloon atop a high boulder in the center. At the stallions’ request, Dawn Glimmer treated them to a reprisal of the previous night’s soup. After they all had their bowls, They all sat cross-legged around the fire, since the clearing had no logs or suitably-sized rock to serve as chairs for them. Dawn Glimmer sat next to Thunderspite, resting her head on his shoulder between bites. Thunderspite initially felt uncomfortable with the show of affection in front of Blitzwing, but he supposed there was really no point trying to pretend there was nothing going on between them. Blitzwing, for his part, seemed to be supportive of their new relationship, judging from the way he grinned like an idiot every time he saw the two of them cuddling.

As the fire started to die down, one by one they began to yawn. Blitzwing was the first to turn in.

“Well, guess I’ll be hittin’ the hay. Goodnight, you two.” He pointed his hoof accusingly at each of them. “You be good, now.”

Thunderspite rolled his eyes, and Dawn Glimmer tittered a little. After Blitzwing had gone, Thunderspite and Dawn Glimmer sat and watched the fire in silence for a few moments, sitting next to each other on a log. What Thunderspite really wanted was to spend the night in her arms again, but he didn’t really know how to ask such a thing. Sleeping on a boulder together was thing, but spending the night in her stateroom felt like another matter entirely. Even as it was, he had never been in a relationship that moved this fast before, but then again, he had never been in a relationship with a pony who could see the future, either.

Thunderspite stood and stretched as nonchalantly as he could. “Well, I suppose we should be getting to bed too.”

Dawn Glimmer stood as well. “Yup,” she said. There was something about the way she was smiling at him that he was sure someone more experienced in these matters would have picked up on.

Another long silence. Thunderspite’s heart raced. “Yes. Well, goodnight, then.”

“Goodnight,” she said.

Thunderspite turned and walked towards his tent, realizing even as he did so that he had botched it. Curses. He thought to himself as he walked away. He lifted the flap to his tent and flopped down on his sleeping bag, all the while cursing his shyness. All you had to do was ask. He said to himself. Why are you such a... His self-derision interrupted in mid thought as the tent around him was suddenly replaced by a ceiling, walls, and a carpeted floor. Instead of lying down, he was standing on his four hooves. It took him a moment to realize he had been teleported.

“What the!?” he said aloud, disoriented. A soft giggle from behind him made him turn. Dawn Glimmer was there, and he suddenly realized he was in the balloon’s stateroom. In the soft light of a single candle by the bedside, she walked up to him and slowly put her arms around his neck.

“You’re not very good at this, are you?” she whispered in his ear.

“I uh... ”

“Shh.”

Chapter 24

The next night Thunderspite and Blitzwing set the balloon down on a wide, grassy plain within walking distance of a river. After dinner, the three ponies lay on their backs on the soft grass, looking up at the stars. The faint blue glow of the cloud wraith city, their objective, could now be seen quite distinctly against the pitch-black night sky. It seemed to glare down at them like an evil eye, serving as an ever-present reminder that their little road trip was not just a holiday with friends.

The three ponies did their best to ignore it and enjoy the stars, but again and again they found their gaze drifting to the faint blue circle to the north. It was Blitzwing who finally addressed the elephant in the room.

“What do you suppose they want?” he asked.

The other two were silent for a moment. Thunderspite spoke next. “For all we know, they’re just sightseeing. They’ll probably fly straight over Canterlot, take some pictures, and be on their way.”

The other two chuckled. In the darkness beside him, Dawn Glimmer snuggled close against him.

“Even if worse came to worse, Canterlot shouldn’t have any trouble defending itself. Star Strider’s bubble shield is almost impenetrable.”

“Mm-hmm.” Blitzwing nodded in agreement. Thunderspite’s statement was not untrue, but it did nothing to ease the more immediate fears in the group’s collective mind: their own safety. No one was more concerned than Thunderspite, who could hardly bear the thought of putting Dawn Glimmer in danger. Thunderspite had half a mind to turn back to Canterlot now, and let Princess Celestia punish him as she saw fit. Or perhaps better still, take the balloon and strike out on their own to parts unknown, and start a new life far away from both Princess Celestia and the cloud wraiths.

To a Royal Guard, such a thing was unthinkable. To even say it out loud would get you thrown in the dungeon, but such was the turmoil going through Thunderspite’s mind.

Telepathically sensing his distress, Dawn Glimmer reached over and kissed him just above the ear. “I’m sure we’ll be fine,” she whispered to him. Thunderspite winced, forgetting that Dawn Glimmer’s talent meant that she could read his emotions like a book, seeing straight through his mock confidence to the kernel of terror underneath.

Thunderspite had never been especially afraid of anything, including death. But everything had changed now that he had found Dawn Glimmer. For the first time he found himself genuinely, legitimately afraid.

The three of them somberly said their goodnights and went to bed shortly after, the glowing blue eye above them having sucked all the joviality out of them. Blitzwing went to his tent as Thunderspite joined Dawn Glimmer in her stateroom. Lying in bed with her, her head tucked under his chin and their arms wrapped around each other, Thunderspite was at once overcome with the joy of having found her, and the fear of losing her. Thunderspite was not given to strong bouts of emotion, but the last few days had been full of first experiences for him.

A silent tear rolled down his cheek. “Dawn, I... ”

“I know, Thunderspite. I’m scared too.”

“But I... ”

“Shh. I know that, too.” She squeezed him firmly, and as she did so, Thunderspite felt the moisture from her own tears on his chest.

***

The day after next, Blitzwing roused the other two by knocking on the door of the stateroom at the appointed time. It was still dark out, and Thunderspite couldn’t even see a hint of dawn through the gondola’s window.

“It’s that time, I guess,” Thunderspite said.

He couldn’t really see her, but felt her nod against his chest.

They held each other for a long time, clinging tightly each other, but also to the moment.

“We should start getting ready,” Thunderspite said. Dawn Glimmer only hugged him tighter in response.

“Hey,” Thunderspite said, lifting her chin to meet her eyes. There was a sadness in her eyes. Thunderspite smiled at her. “Everything will be okay.”

Dawn smiled back at him, and with one final squeeze, they both got out of bed and began getting ready. The two of them joined Blitzwing outside, who was already busy breaking camp.

The previous day had passed much like all the ones before, but the knowledge that they were approaching their journey's end hung over the three ponies like a damp blanket, smothering any attempts at joviality. Even Blitzwing's antics were not enough to lighten the mood. When not in the harness, Thunderspite cuddled Dawn Glimmer on the couch and pretended to read, though in fact he rarely took her eyes off her.

Now, it was still pitch dark outside as they worked to stow their gear. The ominous sense of foreboding that had settled over the three ponies was even thicker than the day before, and the inky darkness of the pre-dusk morning wasn’t helping. Even leaving at first light, the journey to the cloud city would take all day, and if they stayed on schedule they would only just arrive by nightfall.

They quickly stowed their gear and ate some of their packed rations, their schedule not allowing time for one of Dawn’s fancy breakfasts. Their meal was terse and hurried. They made a few jokes about the poor quality of the food, but it didn't help. After breakfast, they packed away the last of their equipment and set off, with both Thunderspite and Blitzwing in the reigns, towing the balloon directly upwards. There would be few breaks on this leg of the journey, as both of the pegasi were needed to keep the balloon on schedule. With the balloon’s ballast set to maximum lift, it would at least be easy flying for the first part of the day.

Up and up and up they flew. It grew light quickly, and the cloud city could be seen easily directly overhead, if only faintly in the morning sun. By mid-day, Thunderspite was sure that they had already flown higher than any pegasus had ever before. As the air grew thinner, the two Pegasi were having a harder and harder time keeping the pace. Dawn Glimmer called them each inside in turn, and cast a spell around them to help them breathe, and after that the going was much easier. They also each donned cold weather gear and goggles to protect them from freezing, high-altitude air.

They both took a brief rest around mid-afternoon, anchoring the balloon to a cirrocumulus cloud, the highest naturally occurring type of cloud, and their last chance for a rest before they reached the cloud city. Inside the gondola, Dawn Glimmer had made some tasty sandwiches with the last of their blackberries. Though the two ponies were each at the peak of physical fitness, the marathon flying session was taking its toll on each of them. Before they returned to the reigns, Dawn Glimmer rubbed their backs and chests with a balm to soothe their aching flight muscles.

They set off again, towing the balloon directly upwards. The air continued to grow colder, and although they could breathe much better now thanks to Dawn Glimmer’s spell, the temperature at this altitude was far below freezing, and despite their extreme exertion, they were beginning to feel the air’s chill even through their cold weather gear.

Up and up they went. As afternoon gave way to evening, both Thunderspite and Blitzwing were nearing the limits of their endurance, but they were at last nearing their destination. They steered the balloon to the edge of the cloud, and with one final push, passed above the cloud’s leading edge. As they did so, they very distinctly passed through what Thunderspite took to be some sort of magical barrier, because the temperature was no longer freezing, but was instead felt a somewhat chilly autumn evening.

Thunderspite and Blitzwing looked at each other a moment, stunned. Just below them, the cloud stretched out, glowing blue and featureless, as far as they could see.

“Let’s set down,” Thunderspite said, and the two ponies gently towed the balloon down to the cloud and staked it down.

Dawn Glimmer opened the door and peered out at the vast, featureless cloudscape. “No one here to meet us,” she said.

“Not yet, anyway,” At Thunderspite's direction, he and Blitzwing took off their cold weather gear and donned their dress tunics while Dawn Glimmer got started on a spell that would allow her to walk on the cloud safely. Just as the two guards were buttoning their last button, there was a bright flash of magic from the gondola as Dawn Glimmer completed her spell. The two pegasi stood on either side, holding her arms while she gingerly probed the cloud with one hoof. She shifted her weight, and it held firm, and the two pegasi gradually let go.

“Well that seemed to work well enough,” she said, bouncing on the cloud slightly. “Interesting texture, don’t you think?”

“Yes." Thunderspite prodded the cloud with his hoof.. It seemed almost alive underneath their hooves, hardening in response to their steps, but soft and yielding when touched gently.

“Look,” said Blitzwing. He had picked up a tuft of cloud with his hoof, and as he released it, it ran like water down and around his hoof, to rejoin the cloud below.

Thunderspite was the first to notice the figures approaching in the distance. “We’ve got company,” he said. The other two looked, and they could just make out a trio of shapes, at first only lumps on the horizon set against the glowing cloud below and the dark sky above. They were approaching quickly... in fact, very quickly.

“Places, boys. We want to make a good first impression," Dawn Glimmer said.

Thunderspite and Blitzwing took their positions and stood at attention, behind and to either side of Dawn Glimmer. Before long, the figures were close enough that Thunderspite could make out their forms.

The cloud wraiths were like nothing Thunderspite had ever seen before. They walked on four hooves like ponies, but the similarities ended there. Their bodies were translucent and glowed of their own inner light, brighter and whiter than the blue-white cloud on which they walked. Their skeletons could be plainly seen through their translucid bodies, and their eyes were merely points of white set in the dark cavity of the socket. They had two horns apiece, which curled downwards like a ram's, framing their faces like a halo. They each had not two, but four insectoid wings, much like a dragonfly's. Truth be told, Thunderspite that they were absolutely hideous.

They approached, and stopped several paces away from Dawn Glimmer. If she was as unsettled by the wraith's appearance as Thunderspite as, she did a good job of not letting on.

“Greetings.” Dawn Glimmer made an elegant curtsy. “My name is Dawn Glimmer. I bring tidings of peace and friendship on behalf of Princess Celestia and all Equestria.”

The cloud wraith in the center stepped forward, smiling. “Greetings, Dawn Glimmer. We have been expecting your arrival. Our king is very anxious to meet you. My associates here will see that your airship is stowed safely. If you will all come with me, please.”

With that, the other two wraiths stepped forward and began unstaking their balloon, while the one who had spoke turned sideways and waited for them to follow. Dawn Glimmer hesitated only a moment, then followed their guide. Thunderspite and Blitzwing exchanged a nervous glance, then followed as well, marching in step behind Dawn Glimmer.

The cloud on which they walked seemed to have some kind of magic that caused them to walk much faster than normal. Soon, much sooner than Thunderspite would have expected, the wide expanse of empty cloud gave way to what seemed to be farmland, with strange, blue-glowing crops rising above the cloud-ground. Then they the farms gave way to tall, wide, featureless buildings that lined the streets for what seemed like miles.

“Barracks,” whispered Blitzwing.

Thunderspite had been having the same thought, and nodded in agreement. He had seen his share of barracks in his day, and these buildings around them certainly bore a resemblance. They all seemed deserted at the moment.

Eventually, a gigantic stadium-looking structure loomed up before them, and their guide seemed to be leading them straight to it. There was a dull roar emanating from it that made Thunderspite think that it was occupied.

Sure enough, their guide them straight to the building, through two ranks of wraith guards, adorned with headdresses not unlike their own, armed with halberds and bows. A few of them smirked at the ponies as they passed, but otherwise did not react.

The trio followed their guide through a tunnel, and on the other side they emerged into a huge open space. The floor of the stadium looked very much like Princess Celestia’s court in Canterlot, except instead of stained glass on either side, where the floor of the court ended, the stadium seating began. Every seat in the stadium seemed filled with cloud wraiths just like their guide and as the three entered, the crowd roared. The sound seemed not to be emanating from their throats, but from the buzzing of their insect-like wings.

At the end of the court, sitting on an oversized and ornate throne, there sat a wraith whom Thunderspite took to be the king. He sat slouched in his throne, holding a large white staff with a green gem embedded near the top. He was a head again taller than all of the other wraiths, and wore an eyepatch over one eye.

The din of the spectators came to a crescendo as they approached the throne. The guide they had been following disappeared amongst the crowd that waited on either side of the court. Dawn Glimmer stopped at the throne’s steps and bowed, and Thunderspite and Blitzwing followed suit.

The king rapped his staff on the floor three times, the noise echoing all through the stadium, and the crowd silenced. “Greetings, my pony friends!” The king's voice boomed all through the stadium, amplified by some unseen magic. “My name is King Talionis, and I bid you welcome to my humble city.” A sound like laughter bubbled up from the crowd. “We have watched your coming all the way from your fair capitol of Canterlot. Tell me, what brings three ponies so far and so high, to my humble city in the sky?”

Dawn Glimmer stepped forward. If she was unsettled by any of this, she wasn’t letting on. “Noble King Talionis, my name is Dawn Glimmer. On behalf of her majesty, Princess Celestia, I bid you welcome to the land of Equestria. It is our hope that your arrival in our land may be the dawning of a new era of cooperation and friendship between our peoples.”

There was a long pause, then King Talionis began to chuckle, and the assembled wraiths in the stadium chuckled with him. The chuckle became a laugh, a menacing, booming crow that echoed all through the stadium.

“Your land?” asked the king. “And what claim do you have over the land you ponies now currently occupy?”

Dawn Glimmer was taken aback by the question. “Equestria has been home to ponies since-“

“A thousand years, yes yes. But allow me to educate you, pony,” King Talionis spat the word. “Long before your pony princess came to power, it was my people who lived in the land you now call Equestria. When the blizzards came, we took to the sky. But make no mistake.” Here he reclined in his throne and put his hooves together. “That land belonged to us then, and it belongs to us now. And we have come to reclaim what is rightfully ours. But first, there is the matter of a few... interlopers who have made their home where they are not welcome.”

Thunderspite didn’t like where this was going at all. Glancing sidelong at Blitzwing, he quickly and discreetly began relaying hoof signals.

Dawn Glimmer was shocked, but quickly continued. “Noble King Talionis, I can certainly appreciate your position. Would it be possible to discuss—“

“You and your kind have grown fat off the riches of our land, while my people have had nothing to eat but starlight for over a thousand years.” King Talionis interrupted her, as if she had not spoken at all. “We are here to collect what is ours, and the ponies will pay. Starting with you!”

And with that, a green bolt of magic shot from the gem atop the king’s staff. In an instant, Thunderspite was at Dawn Glimmer’s side, pulling her out of the way. Blitzwing, who had also moved in to protect her, was struck by the bolt instead. There was a sizzling sound, and right before their eyes, Blitzwing evaporated into a puff of glowing green smoke.

Dawn Glimmer screamed. Thunderspite was already moving, scooping her up in his arms and flying up and away, headed out of the stadium palace. He had only made it a few meters off the ground when there was another sizzling sound, very close. Thunderspite was confused for an instant as he wondered if he had been hit. Instead, he looked down at Dawn Glimmer, cradled in his arms, and their eyes met for just an instant before she too vanished in a puff of green smoke, and Thunderspite found himself holding only empty air.

“No!” he screamed, but it was too late. An instant later, he felt himself struck on the back of the head by something, not magic this time, and the world went dark.

Chapter 25

This one lives, my lord. What shall we do with it?

Over the side with him. If he lives, his story will make the ponies panic and weaken their magic.

As you wish, my lord.

Thunderspite passed in and out of consciousness. There was the sensation of being dragged, of hearing strange, hissy voices, then falling and extreme cold. A sudden hard impact, hurried and concerned voices, then clear blue sky above him and the sensation of flight.

When he finally came around, he found himself in the hospital wing of the royal palace. He could hear the voices of Star Strider and Princess Celestia just outside his room. Looking over, he saw Boulder Fell sitting in a chair near the door.

“Ughh.” Thunderspite had tried to say Boulder Fell’s name, but it just came out as a groan.

Boulder Hoof jumped in surprise and rushed over to him. “Thunderspite, you’re awake! How do you feel? Wait, I should get the others.” And before Thunderspite could say otherwise, Boulder Hoof rushed outside and spoke hurriedly to the voices he heard in the hallway. Thunderspite felt lightheaded and nearly passed out, but he forced himself to stay awake.

Just a few seconds later, a procession of ponies filed into his little room. Though he dared not try to lift his head again, he could see Boulder Hoof, Star Strider, and Princess Celestia; as well as a doctor and nurse he didn’t recognize. The doctor pushed his way to the front. “Thunderspite, you had an accident, but you’re alright. How do you feel?”

“Mmm.” Thunderspite was still fuzzy, and his mouth felt like it was stuffed with cotton. With great effort, he forced it to form words. “War. Cloud wraiths... ”

“We know,” said Boulder Hoof. “Even though you were unconscious, Star Strider used a memory spell to see what you saw up there.” He paused and looked at the Princess and Star Strider uneasily. “Preparations are already underway.”

Suddenly, Thunderspite remembered, and felt his stomach twist itself in knots. “Dawn Glimmer? Blitzwing?”

The other two Captains and Princess Celestia looked at each other, then shook their heads at him. “I’m very sorry, Thunderspite,” Boulder Hoof said.

Thunderspite shut his eyes tight as tears welled up and rolled down his face. “Alright, everyone,” the nurse pony said. “Thunderspite needs his rest. You’ll have to come back another time.” Thunderspite had already drifted off again before she was done talking, the image of Dawn Glimmer disintegrating in his arms playing again and again in his mind.

* * *

The doctors told Thunderspite that his injuries were relatively minor, given the circumstances. The concussion was the worst of it, suffered from whatever weapon they had used to bring him down in the stadium, and also presumably from the crash landing he made just outside the settler town of Appaloosa. Eyewitnesses in the town said they saw him gliding down in a semi-controlled fashion before he crash landed into an apple orchard, but Thunderspite had no memory of those events. In addition to his concussion, he also suffered frostbite on his legs and wings from the high-altitude cold, and a dislocated wing.

The first day there was an almost constant parade of visitors coming to check on him. A number of his fellow guards, Princess Celestia, with the young Princess Cadenza in tow. There were also a few nice settler ponies from the city of Appaloosa, who had seen him crash into their orchard and had notified the local Guard detachment.

Thunderspite saw them each in turn and politely answered their questions, and politely thanked them for their concern and well-wishes, but aside from that, volunteered no conversation on his own. When they asked how he was, he parroted back whatever the doctors and nurses had told him that day. By the second day, the nurse who was tending to him recognized his desire for solitude, and did a good job of keeping everyone away.

Everyone knew, of course, of his involvement with Dawn Glimmer, thanks to Star Strider’s memory spell. They must have guessed, then, that the death Dawn Glimmer, as well as Blitzwing, would have been very hard on him, but Thunderspite did not allow the others to see his pain. At night, however, he would weep silently to himself, his mind replaying every instant he had ever spent in Dawn Glimmer’s company.

* * *

Thunderspite had spent a total of four days unconscious in the hospital. All that while, the wraith’s cloud city silently and relentlessly continued its approach towards Canterlot. Its presence went largely unnoticed by ponies all over Equestria, being nearly invisible as it was, and Princess Celestia had decided not to announce the news to her subjects, not wishing to cause a panic prematurely. A few Canterlot ponies, who could be distracted from their garden parties and charity auctions long enough, did wonder about unusual amount of Guard activity, but little more than wondering.

The royal doctors were the best in Equestria, and Thunderspite recovered quickly from his injuries. They set his dislocated wing, used their magic to cure his frostbite, and after just a few days the symptoms of his concussion were all but gone. He still had occasional dizzy spells, so the doctors insisted he remain in bed, and Thunderspite obliged them without complaint.

Meanwhile, the Royal Guards scrambled about, making preparations, performing drills, and testing a variety of magical bubble shields to protect the city for the inevitable attack. Every Royal Guard knew that an attack was coming, but only the Captains and their lieutenants knew all the details. All those that did could sense the futility in all their preparations. From what they had seen in Star Strider’s projection of Thunderspite’s memories of the cloud city, they all knew that all their preparations would only stave off the inevitable when the wraiths attacked.

Two days before the cloud city was due to arrive, Princess Celestia convened a war council, the first ever to be held under her reign. Present at the meeting were Captains Boulder Hoof and Star Strider, all their lieutenants, as well as some senior enlisted Guards. For these last, it would be their first time hearing of the wraith’s impending attack, and that night they were to distribute the news to the rest of the Guard.

Princesses Celestia entered the hall, and all the necessary obeisances were made. Princess Celestia asked everyone present to be seated.

Looking around the table, she saw an empty seat. “Where is Captain Thunderspite? It was my understanding that he was well enough to attend.”

Boulder Hoof spoke up. “I sent my aide to fetch him from the hospital, your highness. He hasn’t returned yet.”

Just then, another guard burst into the room, out of breath. “Your highness! Captains!” He quickly bowed and saluted. “We have an intruder at large. There’s been a break-in at the armory. Two guards were injured, and several weapons are missing.”

“What was taken, corporal?” Boulder Hoof asked.

“A full inventory is underway, sir, but the Shield of Caballus is definitely missing.”

Without a word, Star Strider turned and went through a side door to the room’s balcony.

Princess Celestia looked concerned. “Captains, place the guard on full alert. It’s possible the wraith’s have sent an advance party to catch us off guard. I want every corner of the castle and grounds searched.”

“Princess!” Star Strider called from the balcony. Princess Celestia walked outside, and the others followed.

“That won’t be necessary,” Star Strider said, adjusting a mounted telescope and pointing with his hoof. Princess Celestia peered through the eyepiece, and without speaking, motioned for the others to do the same. As they each peered through the eyepiece, they could just make out the form of a familiar pegasus flying directly upwards, towards the cloud city at what must have been a very exhausting pace.

Chapter 26

It was after midnight in the wraith’s cloud fortress, and all the wraiths were mostly asleep in their barracks, save a few firewatch that patrolled the glowing streets in pairs. They each carried halberds at shoulder arms, chatting casually to themselves as they went.

“What are you going to do with your share?” one of them was saying to the other.

“Oh, same as everybody else, I guess. Nice big house in the country somewhere, maybe three or four pony slaves.”

“Why settle for one house? Way the king tells it, we can each have our own town.”

“Mayor eh? I guess I could get used to that.” They both laughed in their low, hissy voices. Coming to a corner, they stopped and looked around.

“Hey, where’s our relief? They were supposed to meet us here.”

They both jumped as a gruff voice behind them spoke almost directly into their ears. “They weren’t able to make it.” The two wraiths both whirled around and tried to bring their halberds to bear, but it was too late. With a flash of steel, both guards perished, their raspy screams cut short as their forms vanished into a puff of white glowing vapor.

Thunderspite caught each of their halberds as they fell, preventing them from clattering to the ground, and quickly stashed them in a nearby alley. He had thoroughly smeared his body, his armor, and all his equipment with the oily blue cloud on which he walked. As a result, his entire body now glowed a faint bluish color. If he stood still, his form was nearly invisible against the monotonous blue-glowing cloud that comprised the wraith’s city-fortress.

Returning to the street, he trotted silently down the street with his wings open, using slight lift they generated to lighten the sound of his hoofsteps. He went into the ground floor of the nearest barracks, peered in and saw a wraith soldier half-asleep at his post, his face resting on his hoof. Thunderspite quickly dashed in the door, leaving it to close on its own behind him, and flattened himself against the wall adjacent to the guard. The soldier was momentarily roused by the motion, or perhaps the rush of wind. Though Thunderspite was standing just a few paces away, his glowing camouflage was so perfect the guard was completely unaware of his presence. After a moment, the guard resumed his slump. The second he closed his eyes, Thunderspite unceremoniously walked over and slit his throat.

With the guard out of the way, Thunderspite walked down a short corridor and into the first floor squad bay, where perhaps a hundred more wraith soldiers slept in their cots. Without even slowing down, Thunderspite drew his sword again and silently dispatched each of them with a quick thrust through the neck. He quickly went down the line, each wraith evaporating in a puff of glowing mist. Each of their deaths was nearly soundless, and none of them even so much as stirred as their comrades were murdered around them. Before long, the squad bay was devoid of life, and the blue-white cloud that collected near the ceiling was the only evidence of what had transpired there.

The second, third, and fourth floors of the building were much the same. Thunderspite silently dispatched the lone guard on each floor, then killed every wraith soldier in their sleep until none remained. When he had cleared the first building, he exited through the roof, and fluttered to one next to it and repeated the process, this time from the top floor down.

He had made his way through at least a dozen buildings in this manner when an alarm was finally sounded. Likely, one of the patrols had returned to the barracks and found all their comrades dead. Thunderspite had just made his way to another rooftop when off in the distance a klaxon sounded, and in just a few moments, the streets below him were swarmed with wraith soldiers, sleepily arming themselves and falling into formation as officers in elaborate glowing headwear barked orders.

Directly below him, a company of four platoons assembled and hastily came to attention. A wraith soldier, whose head dress was more elaborate than the others, stood in front of the others and addressed them.

“Soldiers, there is an intruder on the base. We suspect the ponies have launched a pre-emptive commando strike. I want every corner of this base searched. We’re not going to let a bunch of ponies disrupt our glorious...”

A rush of wind, a flash of steel, and the commander evaporated right before the eyes of the astonished troops. The other officers hurriedly began barking orders, and the company hastily assumed an infantry square, their weapons pointing upwards and outwards in all directions. Another rush of wind, and three wraiths from one corner of the square screamed and vaporized. One of the other officers barked orders to adjust the formation, but he was cut down in mid-sentence. Panic quickly spread through the rest of the troops, and some broke ranks and sprinted back for the barracks. They were each cut down after only a few steps.

“There!” one cried, pointing to a glowing silhouette on a rooftop. A split second later, his arm was severed at the elbow, the limb evaporating before it hit the ground. As he screamed in pain, several soldiers on the outside of the square turned to see what had happened. They were quickly punished for their inattention, and their weapons clattered to the ground.

“There he is! Fire!” The last officer remaining pointed to a pair of amber glowing eyes on the formation’s right flanks, and frantically tried to direct his archers in the center of the square to it. In their haste, the archers did not give the front line time to duck, and several of the halberdiers were struck from behind by the flaming magic arrows.

What remained of the wraith’s formation completely dissolved after that, and the surviving soldiers fled on foot or took to the sky. Now exposed from all sides, every straggler was quickly caught and destroyed.

Just as he plunged his sword into the belly of the last survivor, a great, booming voice came from the sky. Thunderspite immediately recognized the voice of King Talionis. “So!” the voice boomed. “He has returned. Welcome back, Thunderspite.”

High above him, Thunderspite saw the king sitting on his throne, which was suspended in the sky with some kind of magic. Thunderspite immediately scooped up the bow of the soldier he had just killed and dashed into the sky directly towards Talionis, loosing his arrow midway there. The arrow impacted some sort of magical force field that surrounded the floating throne and harmlessly bounced off. Thunderspite stopped and came to a hover as close as the force field would allow him, a few hundred yards.

King Talionis smiled sardonically at him, his one good eye leering. “I have to give it to you, Thunderspite, you certainly do know how to make an entrance.” The king eyed the hundreds of discarded weapons in the streets below approvingly. Thunderspite wondered how it was that he knew his name.

Talionis continued, looking very bored. “I suppose you’ve come to avenge the death of your little heifer.” The king sighed. “I do regret not killing you when I had the chance, my little pony. I see now that that was a mistake. I, of all people, should know that vengeance is a powerful motivator. It is, after all, why I came to your pathetic little land.”

Thunderspite spoke in a loud voice. “And we came to you in peace.”

“Peace!” Talionis spat the word. Behind the king’s throne, an entire battalion of wraith soldiers formed ranks, hovering in the air with their insectoid wings. “There will be no peace, my little pony, until every pony in Equestria is either dead or in chains. There will be no peace until the ponies pay for what they have done to me and my people. I will have my revenge!”

With that, Talionis lifted his staff, and a bolt of green magic shot from its gem. Thunderspite quickly whipped a shield from his back and brought it to bear. The magic bolt struck the shield and was harmlessly absorbed. Astonished, King Talionis fired again. This time, Thunderspite did not even bother hiding behind the shield, as the bolt changed course in mid-flight, drawn to the shield like a magnet, where it was again harmlessly absorbed again.

Thunderspite ignored the attack.“The ponies have done nothing to harm you, or your people. What you seek is not revenge. But fear not, King Talionis.” Thunderspite drew his sword and pointed it directly at the wraith king’s floating throne. “Today, you will learn what vengeance means.”

Talionis bristled with rage. “Kill the pony!” he bellowed, and the legions of wraiths behind him all moved in to attack.

A nearly solid wall of wraiths in close formation advanced upon Thunderspite. In a flash, Thunderspite shot directly upwards, up and above the oncoming wave and into the inky black sky above. The entire wraith formation turned upwards to follow, transitioning from a wall to a floor. However, it was a rare for any creature to be able to sustain completely vertical flight for more than a few moments, and before long the wraith formation lots its momentum and began to break apart. Seeing this, Thunderspite quickly looped around and dove back towards them, his sword extended and pointed downwards. The wraith officers scrambled to get their troops back in formation, but there was not enough time. Thunderspite accelerated at unbelievable speed in the low-density air, and before long a vapor cone had formed around him, extending behind him from the tip of his sword.

As he passed through the wraith formation, the sonic barrier finally gave way. There was a flash of lightning and a crack of thunder, and a dark cloud formed and quickly rolled outwards, engulfing the wraith soldiers. Those nearest the explosion were killed outright. Further away, some wraiths dropped from the sky, unconscious, and the rest were merely deafened and stunned by the incredible noise. They held their head in their hooves in pain, disoriented. Never slowing down, Thunderspite swooped back around and sliced through the heart of their formation again and again, taking out dozens with each pass.

As always happened during battle, Thunderspite found a part of himself detached from his body, as if he was watching the action from afar. The part of him that was fighting seemed to have things under control, and his conscious mind need not intervene. The detached part of himself saw Dawn Glimmer and Blitzwing, laughing and carrying on in the gondola, then evaporating right in front of him. He heard screaming: a savage, primordial sound, and realized it was coming from himself. He idly wondered how many wraiths he had killed so far. Thousands? Tens of Thousands? As a foal, Thunderspite had once watched a single hornet decimate a bee’s nest over the course of several hours, mercilessly slaughtering thousands of workers, and he reflected on the similarity.

Later, and he could not say how much later, he realized that the wraiths had stopped attacking, and were fleeing for their lives. He caught up with and killed as many as he could, but many of them were already too far scattered. He spied Talionis’ flying throne, nearly a speck off in the distance, attempting to flee. It took him several minutes to catch up with it. When he did, he swooped up from below and stopped directly in the path of the throne and the king.

King Talionis gasped in surprise. Thunderspite moved in, but found the throne still protected by the magical shield. He tried again, this time placing the magic-repelling Shield of Caballus against the bubble-shield, and then touched the bubble-shield with his sword. The shield cracked, shattered, and fell away. Desperate, Talionis made one last attempt to fire his staff, but Thunderspite knocked it from his hoof with a loud clang. It spun off into the empty air below with a metallic ringing sound. Thunderspite rushed up to the throne, seized Talionis by his robe, and put his sword to the king’s throat.

Gradually, Thunderspite’s battle-self and his conscious mind were re-united. He was breathing hard, teeth bared, and his breath made a sort of grunting sound with every exhale. And he was angry. He must have been a sight: The glowing blue cloud he had smeared on himself earlier had mostly worn off, but still mottled his coat and armor in places. He also became aware that he was injured. An arrow had partially pierced his armor just forward of his right wing, and he was cut and gashed in a dozen different places. A stream of drying blood trickled from his helmet and streaked his face.

Before him, King Talionis cowered, his hooves trembling in the air. “You killed my friends!” Thunderspite hissed.

King Talionis’ expression slowly turned from fear to hate. “That’s right, I killed your friends. You may have defeated my army, pony. But no matter what you do to me, nothing will ever bring back your friends. I have taken them from you: your heifer and your underling. Remember that, as you live out the rest of your pathetic pony life.” The king spat at Thunderspite. Thunderspite ignored the spittle on his cheek, grabbed the king by the collar of his robe, and brought their faces close. He roared in anger and readied his blade for the killing blow, eager to watch the life drain from the king’s one good eye.

He was just about to strike, when out of the corner of his eye, he caught a glimpse of his own arm. The noctilucent cloud he had smeared on his body earlier had worn off in places, and where it had, a blue-white glow emanated from his very coat. Thunderspite forgot his rage for a moment. He let go of Talionis’ collar and looked down at his two hooves. He wiped away some of the cloud from his arm, and where he did so, more of the bluish-white light shone through, the same color as that coming from Talionis. Turning his head, he gasped as he saw that his feathered wings had been replaced by insectoid, gossamer ones. On a hunch, he also felt his head, and there he felt not one, but two bony horns protruding from under his helmet.

Talionis, still seated in his throne, had found his anger again. “Well, what are you waiting for, pony? Kill me! Go on, do it! Do it, you coward!”

Thunderspite ignored him, still inspecting the remarkable changes on his body. But even as he watched, the glow from his coat faded, the insectoid wings gradually changed back into his feathered ones, and the two horns slowly shrank and dwindled to nothingness. When he was his whole self again, Thunderspite hovered there for a few seconds longer, inspecting his body over and over to make sure it was really back.

Talionis was screaming. “Kill me! Kill me, you coward! I killed your friends! Strike me down, and have your revenge!”

Thunderspite looked back to Talionis and considered him for a long moment. Thunderspite was still angry, but the unbridled, bloodthirsty rage he had felt only a few short moments ago was gone. In fact, as he watched Talionis tremble in his robes, he realized for the first time that the king was actually quite frail, one might even say fragile, and Thunderspite pitied him.

“No.” Thunderspite said at last. “I will take you back to Canterlot. You will be made to answer for your crimes.”

Talionis screamed. It was a loud, wild sound, not unlike the one Thunderspite had made not long ago. When Thunderspite grew tired of the noise, he brought the hilt of his sword down sharply on the king’s head, knocking him unconscious.

* * *

Back in Canterlot, the Royal Guard was on full alert, standing by their stations with catapults, bows, and a magical bubble shield deployed 24 hours a day.

The watchman was the first to see it. Peering through his telescope, he could faintly make out an object falling downwards, directly towards them, slowly but surely growing larger and larger in his eyepiece.

“Something is coming!” he shouted. “Stand ready!”

The guards hastily scrambled and trained their weapons at the sky, though at first none of them could see anything. Then, one of them finally spotted the object, nothing more than a dot against the faintly glowing blue background of the cloud city, now directly overhead.

They all waited and watched as the object grew closer and closer. After what seemed like ages, the object finally grew close enough to resolve.

“It’s Thunderspite!” the watchman shouted, looking up from his telescope again. “It’s Captain Thunderspite, and he’s towing something!”

A great cheer went up from the assembled guards, and it did not subside until well after Thunderspite passed through the magical shield and landed on the castle’s south lawn. Behind him he towed a throne, suspended by a tuft of magic cloud, and on the throne sat a being the likes of which the other guards had never seen before. He was secured by a length of rope, his arms and torso tied tightly to the ornate chair. He glared at the guards surrounding him with a look of absolute contempt.

Thunderspite handed off the tether to another guard, and said, “throw it in the dungeon.” His voice was hoarse and weak. As four unicorn guards hauled the prisoner away, others surrounded him, cheering and patting him on the back. He winced in pain each time they touched him.

“Stand back, stand back! All of you!” Boulder Hoof pushed his way through the crowd and approached Thunderspite. Without slowing down, he quickly unbuckled Thunderspite’s armor and stripped it off, revealing the arrow shaft still stuck in his side.

“He’s injured,” Boulder Hoof said, and called for a stretcher. Thunderspite collapsed into his friend’s waiting arms before it arrived.

Chapter 27

Seeing him approach, the guard outside the door to the meeting room saluted and stood ready to open the door, then silently held his salute as Thunderspite painfully made his way over to him. Thunderspite was healing well, or so the doctors told him, but his aching body would simply not allow him to walk at a normal pace. He was now somewhat regretting his stubborn refusal of a wheelchair.

Thunderspite was just about to return the guard’s salute, but as he got closer he realized he recognized this particular earth pony guard as one of the ones he had knocked unconscious just before he raided the royal armory.

“Corporal Mountain Basher, isn’t it?” Thunderspite asked.

“Yes, sir.”

“Hey uh...listen, I’m sorry about...”

“Best get inside, sir. They’re waiting on you.” The corporal gave him a mischievous wink.

Thunderspite opened his mouth to speak again, but instead just nodded and returned the corporal’s salute. At that, the corporal swung open the door, and Thunderspite hobbled inside.

In the center of the meeting room was a large circular table, and seated around the side facing him were a half-dozen or so ponies. Princesses Celestia, Captains Star Strider and Boulder Hoof were present, as well as a few others Thunderspite didn’t recognize.

Thunderspite marched forward as best as his injuries would allow, then came to attention and bowed. “Captain Thunderspite reporting as ordered, your majesty.”

“Please have a seat, Captain.” Princess Celestia’s tone and demeanor was all business, none of the pleasant familiarity he had enjoyed before all of this. “Captain, this is to be an informal inquiry. As you know, it was necessary to perform a second memory spell on you while you were unconscious.” The Princess looked genuinely apologetic for having to perform the extremely invasive procedure. “So we already know most of what transpired during your second...excursion to the cloud wraith’s city. However, we still have questions about a few of the facts, and it is necessary to receive your official statement for posterity. This is Summer Mane...” she indicated the earth pony on one side of the table, who nodded. “our royal archivist. She is also Equestria’s foremost expert on everything we know about the cloud wraiths. And this...” she pointed to the unicorn stallion on the other side of the table, who was furiously scribbling shorthand with his magic, “Is Verbatim, the court’s reporter.” Verbatim did not even look up from his papers. “Do you understand, Captain?”

“Yes, your majesty.” Thunderspite answered. He knew he would eventually be called upon to answer for his actions if he survived, but in truth he had not expected to survive. He felt embarrassed now for what he had done, but he was prepared to accept whatever punishment came.

“Very well. We will now commence the inquiry.” Princess Celestia lifted a series of notes off the table. She studied them for a moment, then set them down again and looked at Thunderspite. “Thunderspite, on the night in question, did you take several item from the royal armory?”

“Yes, your majesty.”

“Captain, we have quite a lot of ground to cover. You may dispense with the formalities for the duration of this inquiry," The Princess stated flatly.

“Understood.” It felt somewhat strange to him to address royalty without the full title, but it was a sensible request.

Princess Celestia continued. “Captain, how did you get past the guards stationed at the armory?”

Thunderspite swallowed. “I...incapacitated them.”

“How exactly did you incapacitate them?”

Thunderspite winced. “I struck them on the helmet with the hilt of my sword.”

Princess Celestia scribbled something on the page. “Captain, it occurs to me that as their ranking officer, the guards would have probably granted you access to the armory willingly. Was there a reason you did not simply order the guards to admit you to the armory?”

“I did not want them to be culpable for my actions.”

The Princess glanced over at the captains, then continued. “Which specific items did you take from the armory?”

And so it went, for hours and hours. Princess Celestia asked the majority of the questions, the other guards interjected only occasionally for clarification on specifics. The Princess called for several recesses and for lunch, and they resumed in the afternoon. The court’s reporter remained stoic and silent as he scribbled everything that was said. Summer Mane, the archivist, looked very bored in the morning, but as the inquiry reached the part of the narrative where he was actually in the cloud city, she began to perk up, and began furiously flipping through a stack of old books on the table and scribbling notes of her own.

Summer Mane stopped him when he got to the part where he killed his first wraith. “What happened to the bodies of the wraiths after you killed them?”

It was the first time she had spoken during the proceedings, and her interjection surprised everyone. “They…evaporated,” Thunderspite said.

“Evaporated?”

“Yes. Their bodies turned into a sort of white vapor.”

“I see. Please continue.” The archivist resumed her mad scribbling and flipping through books.

Princess Celestia’s questions continued. The other two captains eventually spoke up, requesting clarification on the weapons and military tactics Thunderspite observed in the wraiths.Thunderspite went into some detail with these, even going so far as to have Star Strider sketch a diagram of the infantry square and wall formation he had observed. Eventually, they reached the part of the narrative where Thunderspite was about to capture King Talionis.

“...and then I punctured his bubble shield with the Shield of Caballus.”

“And is this when you noticed that you were beginning to...transform?” Celestia asked.

Summer Mane interrupted, for the second time. “If I may, your majesty.” Summer Mane put her hooves together and leaned forward over table, gazing at him intently. “Captain, the details of this next part are very important. I want you to tell me exactly what happened and exactly what was going through your mind.”

Thunderspite thought back. “Well like I said, I punctured the bubble shield, then...he tried to fire his staff at me, but I knocked it away, and then I grabbed him by his robe.”

“What were you feeling, at that time?” Summer Mane asked.

“I was angry.”

“How angry? Had you ever been that angry before?”

Thunderspite thought back. “No.”

“What was your motivation? What did you want?”

Thunderspite took a breath, then dipped his head. He found the archivist's line of questioning embarrassing and tiresome. Star Strider, seeing his distress, intervened. “Princess, is this absolutely necessary? I think it’s reasonable to infer Thunderspite’s motivations, under the circumstances?”

Princess Celestia answered. “I appreciate your concern, Star Strider, but it is vitally important that we not make assumptions and let Captain Thunderspite speak for himself.” She turned to him. “Thunderspite, I know this is difficult for you, especially in your condition, and believe me when I say that I wouldn't ask it of you if it weren't absolutely necessary. Do you require another recess?”

Thunderspite lifted his head. “No, Highness. I’d rather get this over with.” He turned back to Summer Mane. “I wanted to kill him. I wanted to kill them all.”

“And Talionis, specifically? Did you want to make him suffer?”

“Yes.”

“Did you say anything to him?”

“I said...I said, ‘You killed my friends.’”

“And what did he say?”

“He said something along the lines of... ‘Yes, I killed your friends, and no matter what you do to me, you can never bring your friends back.’”

Summer mane scribbled on her notes. “Then what happened?” she asked.

“Well, I was just about to kill him, and that’s when I noticed...” Thunderspite trailed off.

“Noticed you had changed?” Summer Mane prompted.

“Right.”

“How did you feel when you saw that you had changed?”

“Just... surprised.”

“How long was it then before you started to change back?”

“Not long. Just a moment.”

“How did you feel after you changed back? Were you still angry?”

Thunderspite paused to consider. “Much less angry.”

“Was it then that you decided to spare his life?”

“Yes.”

“What was going through your mind when you made that decision?”

Thunderspite paused again. “I guess I felt a little sorry for him.”

Scribbling. “What did Talionis say?”

Thunderspite thought back. “Actually, it seemed like he was goading me to kill him. Called me a coward.”

“Didn’t you still want to kill him?”

“Not anymore. He actually seemed sort of pathetic.”

Summer Mane turned to the princesses. “If I may have just a moment to consult my books, please.” Princess Celestia nodded. There was a long silence, and the sound of Summer Mane flipping through pages and scribbling down notes echoed emptily through the big room. After several moments, she nodded to herself, then turned to Princess Celestia.

“Princess, it would seem my hypothesis is confirmed.”

This apparently had some meaning to everyone in attendance except Thunderspite, as they all nodded gravely. “May I ask what hypothesis that is?” asked Thunderspite.

They all looked at each other, then seemed to come to some unspoken agreement. “Thunderspite,” Princess Celestia began, “Thanks to the memories we’ve recovered from you, we’ve been able to fill in some gaps in our knowledge left by some of our oldest texts. We now have a much better understanding of the cloud wraiths, and in particular the specific type of magic they used. We know, now, that the cloud wraiths were once ponies like us.”

Thunderspite was shocked to hear this. Those hideous monsters used to be ponies? How could that be?

The Princess continued. “They were once a clan of ponies that inhabited the land we now call Equestria, long before our ancestors would discover it. They lived in harmony with themselves and the land, very much as we live today, until one day when they stumbled upon a powerful magical relic called the Catalyst Emerald. The Catalyst magic it produced was very powerful, and it they used its energy to power all sorts of new technology. Powerful though it was, there was only one Catalyst Emerald, and before long the clan split into several factions, each vying for control of it. A civil war ensued, and all but the winning faction was destroyed.”

“Unbeknownst to the ponies at the time, a side-effect of exposure Catalyst is that it causes physical transformations that reflect each pony’s inner self. In the case of the cloud wraiths, because their hearts were filled with hate and lust for power, it transformed them into monsters.” The princess took a breath and closed her eyes. “You were also exposed to Catalyst energy, Thunderspite. And because you were also filled with hatred and wrath, you were very nearly transformed yourself.”

Thunderspite’s head swam. I nearly became one of them? A monster?

There was a long pause, as the gravity of the words sank in, then the Princess looked over at the court’s reporter. “Verbatim, will you excuse us for a moment, please?”

Verbatim blinked, snapped out of his trance, swiftly packed his scroll and quill into a saddlebag, and left the room.

Another pause as Princess Celestia considered Thunderspite. Though he was ashamed, Thunderspite forced himself to meet her eye.

“Do you know why I made you Captain of the Guard, Thunderspite?” Celestia asked.

Thunderspite considered the question. In fact, he did not know why Princess Celestia had chosen him above several other more senior, and arguably more qualified guards to fill the position of Captain of the Pegasus Corps. “No,” he said at last.

“Do you remember the jousting tournament, with the guards from Saddle Arabia?

Thunderspite thought back. It was three years ago, and several Saddle Arabian dignitaries had come to visit. On a whim, the guards from both kingdoms had arranged an impromptu jousting tournament on the castle lawn. Thunderspite, who was only a sergeant at the time, had scored several clutch wins and carried the team well, but in the end the Canterlot guards were narrowly defeated by the Saddle Arabians in points overall.

The Princess continued. “In one of the final bouts, you scored two hits against your opponent. But rather than try for a third, you raised your lance on the final pass, when you saw that your opponent was injured.”

Thunderspite did remember. The stallion’s name was Sand Clasher, and after the match the two of them had become good friends. They still corresponded on occasion by mail.

He cleared his throat. “A decision that would ultimately cost us the tournament, Princess.”

The Princess shook her head. “The tournament does not matter, Thunderspite. What does matter is that when the time came, you chose mercy instead of certain victory. I knew then that I would make you a captain someday. I believed you possessed both strength and mercy, and the wisdom to know when each was required.”

Thunderspite thought back. He had received quite the chewing out from his commander at the time, who did not share the Princess’ appreciation for mercy. His comrades were equally disappointed in him for letting them down and costing them the tournament.

The princess lowered her head and closed her eyes before continuing. “...and that is why I am so disappointed in you. Your war on the cloud wraiths was born of hatred, and there is no place for hatred in a kingdom of harmony.”

Boulder Hoof jumped to Thunderspite’s defense. “But Princess, surely...”

Celestia shook her head, anticipating his argument. “You had a right to be angry, Thunderspite. But there is a fine line between righteous anger and hatred, and you crossed that line. Admittedly, it speaks well of your character that you were not consumed completely. Few ponies who have ventured that far into the realm of hate are able to return as you did. Though do see that you did not escape completely unchanged.” Thunderspite knew what she meant. His hoof went to his mane, which since his ‘excursion’ was now streaked with glowing blue-white at the tips.

Princess Celestia continued. “I do not know what would have happened if you had not acted as you had. There is a possibility that we would not have survived. But I do not believe that the ends justify the means under any circumstances. Perhaps Equestria would have been destroyed, perhaps not. Perhaps we would have defeated Talionis’ army, perhaps not. Perhaps we could have eventually secured a truce. Now, we will never know. But Thunderspite, the decision to make war, to take so many lives...” The Princess’ voice faltered. “…was mine to make, and not yours.”

Thunderspite was genuinely, honestly sorry that he had let the Princess down after she had placed so much faith in him.

The Princess sighed, then continued. “There is one other thing you should know, Thunderspite. We now know that Talionis was the leader of the faction of that eventually captured the Catalyst Emerald, all those millennia ago. We don’t know how exactly, but Talionis was somehow able to integrate the crystal into his own body, granting him an unnaturally long life. Thus, the concentration of Catalyst energy contained in his body would have been much higher than any of the other wraiths you encountered.”

Thunderspite nodded slowly. “So if I had killed Talionis, I would have been transformed into a cloud wraith permanently?”

The princess shook her head. “Worse than that. You see, in high enough concentrations, the Catalyst absorbs the will of its host, his or her very essence, until the two are inseparable. If you had killed Talionis, that same will and essence would have possessed you, and you would have literally become Talionis.”

Thunderspite’s head swam from the implication. “He...he wanted me to kill him. If I had killed him, he would have won."

“Yes, Thunderspite. You defeated Talionis’ army with hatred, but it was only through mercy that you defeated Talionis himself.”

Chapter 28

The inquiry concluded not long after that. Princess Celestia closed by saying that she had not yet decided whether to punish or commend Thunderspite for his actions, but that he would be informed of her decision soon.

A week later, the Princess assembled her court for a special ceremony. Thunderspite was to receive a special commendation, and the fate of the wraith king Talionis was to be decided. The great hall had been decorated for the occasion, and a full detachment of guards was present in their dress uniforms.

With full ruffles and flourishes, the trumpets sounded, and Princess Celestia entered the great hall and stood before her throne. When the trumpets finished, she spoke.

“Bring forth the prisoner,” she said, her voice filling the hall.

The doors at the rear of the hall swung open, and King Talionis entered, escorted on all sides by four guards. The mood in the great hall quickly sombered, and the sounds of the wraith king and the guards marching down the aisle echoed eerily in the crowded hall. Every eye was on Talionis, glaring at him with some mixture of fear, contempt, and curiousity. It seemed that he was not faring well in the dungeon. He looked very haggard, his coat no longer glowed, and he looked very afraid.

They reached the end of the aisle, and the guards took their positions around him. Talionis stood at the steps of the Throne, looking very nervous indeed. The Princess stepped forward and took a long moment to regard him, her face showing an anger that was rarely seen.

“Talionis, King of the Cloud Wraiths,” she began. “You have conspired to bring war to our peaceful land, and you have murdered two of my subjects. Do you deny these charges?”

“No...” Talionis’ word was barely audible. He cleared his throat and tried again. “No.”

Celestia continued. “Under the law, your actions are punishable by death. However...” The Princess clenched her jaw and took a breath. “I believe that an act of hatred can only beget more hatred. Therefore, I am releasing you.”

Thunderspite’s jaw dropped. A low murmur went up from the court, and some of the guards glanced at each other in surprise.

The Princess continued. “You will be escorted to the western boundary of my kingdom and set free. But know this:” The Princess spread her wings menacingly at him. “If you ever set hoof in my kingdom again, I will not hesitate to destroy you. Now, be gone from my sight.”

No one seemed more surprised than King Talionis himself. After some prodding by the guards, he finally turned and started walking back down the aisle, his mouth slightly agape. As he passed the last row, his one good eye caught Thunderspite’s, who fumed with rage. Talionis’ expression was still shock and surprise. They held each other’s gaze for just a split second, then Talionis was hustled out the door.

She let him go? Thunderspite thought to himself. Talionis murdered Dawn Glimmer, murdered Blitzwing, and tried to destroy Equestria, and she just let him walk out the door? Thunderspite was confused, and practically shaking with rage.

The silence of the door slamming behind Talionis and his guards echoed through the hall for a long moment, then Princess Celestia spoke again. “Captain Thunderspite, step forward.”

Thunderspite nearly missed his cue. He stepped into the aisle and marched down the aisle as best his injuries would allow, confused and angry with the Princess for letting his friends’ murderer go free.

He reached the steps of her throne and bowed, but did not meet her eye. Instead, he stared through her like a pane of glass.

The princess’s aide stepped forward and read from a scroll. “To all who shall see these presents: greetings. Know ye that in recognition of special services rendered to crown and country, above and beyond the call of duty...”

Thunderspite knew that the Princess was trying to catch his eye, but still he ignored her, staring at a distant point far behind her. His jaw was clenched, and if his ears felt hot. His thoughts went back to Talionis, by now probably already on his way westward, to happily live out his days.

The royal aide continued. “…singular act or valor and courage, I do hereby award this Royal Guard, Thunderspite the Pegasus, the Order of the Royal Cross.”

Thunderspite dipped his head, and the Princess placed the medal around his neck, then touched him on each shoulder with her horn, taking the opportunity to look directly into his eyes, but still he stared through her, his face betraying his anger.

When the ceremony was over, Thunderspite turned and walked back up the aisle, and vowed that he would never forgive Princess Celestia for letting his friends’ murderer go free.

* * *

After the ceremony, on the steps of the castle, the entire guard cheered for him, surrounding him and clapping him on the back. Thunderspite accepted their congratulations as graciously as he could manage, but then excused himself back to his house, saying he wasn’t feeling well, which was actually true enough. Once safe inside his own home, he screamed, stripped off his medal, and flung it against the wall. He then ripped off his uniform, sending several brass buttons flying. His anger still not satisfied, he screamed and ran around the his house. He flipped the table, bucked a hole straight through the wall separating the kitchen from the living room, hurled all his dishes against the wall, and ripped every cabinet door off its hinges. When nothing in his home remained upright, he stood in the middle of the living room, panting in the center of the chaos around him.

To think, Princess Celestia had been disappointed in him! If he had known she was going to let the coward off scott-free, he would have run the bastard through himself when he had the chance. He had a mind to go after Talionis’ convoy, take it by force, and finish what he had started, but after some consideration rejected the idea. Though he hated the Princess, hated her with a fiery passion, even now he knew he could not disobey her. He had taken The Oath, and even now he would abide by her decision. But he could never forgive her. Never. In fact, he didn’t think he would ever again be able to tolerate being in the same room with her. The solution was clear.

Going to his closet, he quickly got out his olive drab saddlebag and stuffed in his few sparse possessions. He paused for a moment when he got to the copy of Daring Do that Dawn Glimmer had given him, running his hoof carefully along the spine. He took care to wrap this in a thin strip of cloth, then placed it his bag on top of everything else.

Securing his pack, he walked out his door and into the early evening air. He got a short running start, then took to the sky and headed east. He took one last look below him at his house, the royal castle, and Canterlot. He doubted he would see any of them ever again.

Chapter 29

Twilight Sparkle finished her tale. The others, seated around the table, were speechless.

“I told ya he weren’t no criminal!” said Apple Bloom.

“Why, if it hadn’t been for Thunderspite...” Rarity covered her mouth.

“All of Equestria would have been blowed up!” said Pinkie Pie, hopping for emphasis.

“And nobody even knows about it!” Fluttershy said.

“And he lost his special somepony.” Applejack's expression was miles away. “Can’t imagine what that must be like.”

“And that explains why he’s been running all this time,” said Rainbow Dash. “He must be furious at the Princess for letting Talionis go free.”

“Thunderspite left before the Princess even had a chance to explain herself,” said Twilight Sparkle. “She feels terrible about what happened, and she’s had the whole guard looking for him ever since.”

The group sat in silence for a moment, letting the gravity of the situation sink in.

“Well, it’s too late now,” said Applejack. “He flew off again, and I don’t reckon we’ll be able to find him if he don’t want to be found.”

Another silence. Then, Rainbow Dash suddenly bolted upright, hovering in midair. “I think I may know where he’s gone. Come on, everypony!”

* * *

Ever the soldier, Thunderspite flew only a short distance that first evening, and made camp near a small clearing in the Everfree Forest, where he could observe any signs of pursuit without being seen himself. The next morning, judging the coast to be clear, he again resumed his journey.

He circled his way upwards until he reached an altitude with a favorable tail wind, then turned west. He quickly found himself lost in thought. As always, he found himself thinking about Dawn Glimmer and Blitzwing, but he found his thoughts also lingered on the new friends he had made in Ponyville.

Friends? He thought to himself. But yes, there it was. Despite his best efforts, the ponies he met in Ponyville had succeeded in becoming features in his life, and as he pondered the idea of not ever seeing them again, he grew sad.

Depressed and in a daze, he flew onwards and upwards until early evening. When he finally came across a large cirrocumulus cloud, he decided to set down on it for a rest.

He stared down at the landscape for a moment, miles and miles below him. Looking back eastward, he could just barely make out the familiar hills and mountains that surrounded Ponyville, just on the horizon. Sighing, took off his pack and sat down on the cloud. He took an apple out of his pack to eat, but instead found himself studying it for a long time, thinking of Applejack. After a long moment, he put it back in his pack without taking a bite. As he did so, the copy of Daring Do that Dawn Glimmer had given him fell out of his bag, came unfurled from its protective cloth, and fell onto the cloud. Thunderspite winced, and picked up his cherished artifact from the ground, inspecting it for damage. As he did so, a folded and yellowed piece of paper fluttered out from between the pages.

Thunderspite stared at it where it came to rest on the cloud for a moment, dumbstruck. Could it be? With trembling hooves, he picked up the paper and carefully unfolded it, revealing a letter written in a familiar, tidy cursive.

My darling Thunderspite,

We are due to arrive at the cloud city in just a few hours. Although I cannot be sure, I had a vision last night that our mission may go badly. If it does, there is something very important that I want to be sure to tell you.

If I die, know that I died working for something that I believe in. I believe that peace, and even the prospect of peace, is the most noble of callings, and I will give my life for it willingly if it is asked of me.

Thunderspite, if something does happen to me, I want you to promise that you’ll do what you can to make peace with all those that have wronged you in the past, including Sky Dancer. Resentment is a terrible thing to carry in your heart, and it can poison you and blind you to those things that are good in life.

Darling, I want you to know that I wouldn’t trade these past few days I've spent with you for a whole lifetime lived without you. I do not know why were destined to meet and be parted from each other so quickly, but there is no doubt in my mind that you were always meant to be my very special somepony.

No matter what happens to me, know that I’ll be with you always.

Love,

Dawn Glimmer

Thunderspite wept, his tears staining the corner of the paper. He ran his hoof gently over her handwriting: Dawn Glimmer’s last words to him.

“I promise,” he whispered to the words on the page.

Thunderspite was alone with his thoughts for almost an hour, when his solitude was suddenly interrupted by the sound of many pegasus wings flapping hard from somewhere beneath him. He considered fleeing again, but instead dried his tears and stood on the edge of the cloud, awaiting the arrival of whatever it was that was coming for him.

Just a few minutes later, an entire squad of pegasus guards, plus two carriages, rose above the surface of the cloud. The formation circled him once, then landed on the cloud some distance away. An alicorn, whom Thunderspite assumed to be the new Princess Twilight Sparkle, stepped out of her coach, walked to the other coach, and quickly cast the cloud-walking spell on all the ponies inside.

Thunderspite’s heart sank when he saw all his friends from Ponyville step out of the carriage, he felt ashamed for deserting them, especially Applejack and Apple Bloom. Also present was Cloud Dasher, and a new unicorn captain whom Thunderspite did not recognize.

The alicorn approached him now, flanked on either side by the two captains. Thunderspite’s Ponyville friends trailed some distance behind, looking uncomfortable.

Thunderspite approached and bowed before the Princess. “Your Highness.”

“Captain Thunderspite, I presume?” she asked.

“Yes, Highness.”

“My name is Twilight Sparkle. Princess Celestia told me all about what you did for Equestria. She’s been looking for you ever since you left. When she got word that you might be in Ponyville, she sent me to try to find you. She wants very much to speak with you.”

Thunderspite nodded. “I know, Highness. The truth is, I’ve been running from her all these years. But, I think I’m finally ready to stop running.”

Twilight Sparkle nodded, knowingly. “You know, your friends in Ponyville have missed you, too.” She turned and backed out of the way, clearing his path to the six ponies from Ponyville, who were staring at him with a mixture of concern, sadness, and anger. Applejack and Apple Bloom showed this last one more than the others.

Thunderspite felt ashamed, but gulped and stepped towards them. “I owe you all an apology.” He began. “You have all gone way, way out of your way to make me feel welcome, and it was wrong of me to just up and leave like it didn’t mean anything. I want you all to know that what you did for me, the way you treated me...it really did mean a lot to me. At the time, it seemed easier to run than to forgive.” Thunderspite looked back at Princess Twilight Sparkle and nodded. “But I think I’m ready to forgive now, and I hope you can all forgive me, too.”

“Hmm,” Rarity said, dubiously. She quickly pulled the other five ponies into a huddle, and they whispered quietly amongst themselves, occasionally peeking over at him. After a long moment, they broke their huddle, and faced him again. Rarity stepped forward, speaking for the group. “We will forgive you, Thunderspite, on the condition that no matter what else happens, you will remain our friend, now and forever. Running out without saying goodbye is absolutely out of the question. Can you promise that?”

Thunderspite smiled in relief. “I promise.”

“Pinkie Promise?” Pinkie Pie asked, squinting and pointing at him menacingly.

Thunderspite stood at rigid attention. “Cross my heart and hope to fly, stick a cupcake in my eye.” He mimed sticking a cupcake in his eye with all the military precision he could muster, and managed to make the silly incantation sound grandiose.

A cheer went up from the gang, and they surrounded Thunderspite and exchanged hugs.

Just then, there was a bright flash above them, and everypony squinted and shielded their eyes. A moment later, Princess Celestia herself descended from the sky, flying under her own power and alone, unaccompanied by her usual guard detail. She landed atop the cloud, not far from the others, and everypony bowed.

Princess Celestia looked around. “Thunderspite?” she asked. Thunderspite rose slowly, approached the princess, and bowed low again.

The Princess’ eyes brimmed with tears as she regarded him. “Thunderspite, my old friend. Please believe me when I tell you that I had good reasons for doing what I did. I have already lost two of my friends to anger and hatred, and I do not wish to lose another. I have missed your counsel and your friendship all these years. Will you forgive me?”

Thunderspite rose, looked at the Princess a moment, then to his new friends, then back again. “Someone told me that resentment can blind you and poison you to things which are good and life. I forgive you, Princess, and I hope that you will forgive me too.”

Princess Celestia embraced him, and he embraced her back. It was very improper, of course, but Thunderspite didn’t mind.

* * *

Everyone went to Canterlot that night: Thunderspite, Princesses Celestia and Twilight Sparkle, the Ponyville five plus Apple Bloom, and the guards that accompanied them. Thunderspite had missed the memorial held for Blitzwing and Dawn Glimmer after he fled Canterlot the first time, so Princess Celestia arranged to have a small vigil at their shrines, which had been built on a grassy foothill not far from the castle.

Each shrine consisted of a plaque and statue. Dawn Glimmer’s plaque read, “IN LOVING MEMORY OF THE UNICORN DAWN GLIMMER, WHO GAVE HER LIFE IN THE SERVICE OF PEACE.” The statue above it looked for all the world just like the real Dawn Glimmer, just as she looked to Thunderspite that morning in the valley. She faced east, her head skyward and eyes closed, and a contented smile on her lips, as if she was enjoying the day’s first kiss of sunshine. Blitzwing’s memorial face northward, towards the Castle. He stood at parade rest, a determined look on his face and the small smirk on his lips. Thunderspite thought it captured him perfectly. His plaque read, “IN LOVING MEMORY OF THE PEGASUS BLITZWING, LIEUTENANT OF THE ROYAL GUARD, WHO BRAVELY GAVE HIS LIFE IN THE SERVICE OF EQUESTRIA.”

It was still early morning, when everyone assembled at the shrines. In attendance were the Princesses Celestia, Luna, Twilight Sparkle, and Cadence, with her husband Shining Armor; as well as Applejack, Apple Bloom, Rarity, Pinkie Pie, Fluttershy, and Rainbow Dash.

Princess Celestia asked for a moment of silence. When it had passed, she placed a wreath at the foot of the shrine.

“May I say a few words, Princess?” Thunderspite asked her. She nodded.

Thunderspite stepped forward and regarded each statue for a moment before turning to face the others.

“Dawn Glimmer died in the service of a cause which she believed was worth dying for. She knew that her mission was a dangerous one, but she accepted it anyway, because she believed that peace, or even the possibility of peace, was worth more than the life of any one pony. Even when she saw a vision of her own death in a dream, she persevered. She had more courage than any other pony I’ve ever met.”

Thunderspite paused for a moment and looked at her last note to him, which he held in his hoof. After a moment, he resumed. “She was my very special somepony, and my friend, and I will miss her very much. But whenever we strive to make peace with everypony, whenever we seek to forgive those who have wronged us...” Thunderspite’s gaze wandered to Princess Celestia, who smiled. “Whenever we do these things, then we can say that Dawn Glimmer lives on in our hearts.”

Thunderspite wasn’t sure what else to say, so he just nodded and took his place again next to the others.

Chapter 30

The next day, Thunderspite escorted Pinkie Pie, Rainbow Dash, Fluttershy, Applejack, Apple Bloom, and Rarity to the train station. They had all had a wonderful time catching up with Twilight Sparkle, and recounting all their adventures in Ponyville with Thunderspite that had happened while she’d been gone, but they all knew that they were needed back in Ponyville. There were dresses to be made, apples to buck, sweets to be baked, and critters that needed caring for.

They all stood on the train platform, hugging and saying their goodbyes. “Are you sure you won’t come back to Ponyville with us?” Apple Bloom was asking.

Thunderspite knelt down to her level. “I wish I could, Apple Bloom. But I have a lot of unfinished business to catch up on here.” Little Apple Bloom threw her arms around his neck and hugged him tightly. As they parted, she pecked his cheek.

“You’ll come to visit us, won’t you?” asked Fluttershy as he stood.

“Every chance I get. I promise," said Thunderspite.

Maybe when you come visit I can throw you a party?!” asked Pinkie Pie, excitedly.

Thunderspite sighed. “Alright, Pinkie. When I come to visit, you can throw me a party.”

“Yay!” Pinkie Pie bounced in delight.

Rarity stood in front of him and tugged at his sleeves. “Well, that uniform certainly does suit you, Thunderspite.” Her lip quivered almost imperceptibly. “But it’s a little long in the sleeve. Perhaps when you come by, you’ll let me touch up the hems for you.”

Thunderspite smiled. “You know, it does feel a little long in the sleeve. I’ll take you up on that, Rarity.” Rarity returned his smile then turned away, trying to hold back her tears.

Rainbow Dash and Thunderspite slapped wings. “Your snake stance still needs work,” Thunderspite said, “and you always overextend a bit. Try to keep your hooves underneath you, yeah?”

Rainbow Dash saluted. “Sir, yes sir!” Thunderspite let it slide.

At last, Thunderspite stepped in front of Applejack, who looked away and brushed her arm with her hoof. He regarded her for a moment, then turned to the others. “Why don’t you all go ahead and get on the train. I want to talk to Applejack for a moment.”

The others agreed, went aboard, and found their seats. When they did, they looked out the window to see Thunderspite and Applejack engaged in what looked like a weighty conversation.

“What do you suppose that’s about?” asked Fluttershy.

“I think I could venture a guess,” said Rarity, somberly. Through the window, they saw Applejack look away. After a moment, Thunderspite put his hoof under her chin and forced her to meet his eye. There was another moment of tense conversation, then Thunderspite must have said something funny, because they both laughed. Then Thunderspite put one hoof to his eye.

“Pinkie Promise! He made a Pinkie Promise!” Pinkie Pie exclaimed.

Then Thunderspite and Applejack embraced, unabashedly. Thunderspite squeezed Applejack so hard that her hat threatened to fall off. They stayed that way for a full minute, until the conductor called ‘All aboard.’ Then the two finally parted with a last goodbye, and Applejack trotted aboard.

She wore a little smile when she stepped into their cabin. The others all watched her, curious but not wanting to ask directly, but Applejack offered no explanation. As she took her seat, the train lurched forward.

“Welp!” said Rainbow Dash. “I’d say we owe Princess Celestia the mother of all friendship reports, wouldn’t you say?”

“Oh yeah!” said Pinkie. “I totally forgot!”

Rarity brought her pen and quill out from her bag, and with everyone’s help, they began to compose.

Dear Princess Celestia,

Our experiences with Thunderspite have reminded us of the importance of not judging a book by its cover and not jumping to conclusions, especially when matters of friendship are concerned. But most importantly, we learned the importance of forgiveness. We learned that it’s important to always talk out your problems, because holding resentment in your heart is something that can destroy any friendship.

Your loyal subjects,

Rarity, Pinkie Pie, Fluttershy, Applejack, Apple Bloom, and Rainbow Dash

Author's Note

This story has a number of problems, and I more or less completely regret writing it. Thunderspite comes off as a shitty OC/Gary Stu, and it's almost irreconcilable. He's such a big piece of my headcanon though, I can't really see myself changing the story too much. I've been contemplating a first-person rewrite, but there are technical challenges there.

None of this has stopped me from working hard on two sequels, simultaneously.

Many thanks to those of you who have managed to make it this far, I know it was a slog.

Chapter 5

That same afternoon, Fluttershy was helping Rarity in her shop. Her natural talent for sewing had helped Rarity meet more than one deadline over the years.

“Thanks again for your help, Fluttershy. I’d never get this order done without you," said Rarity, feeding another strip of fabric into her sewing machine.

“Anything I can do to help, Rarity," said Fluttershy, taking another spool of thread from the claws of one of her bird friends.

In the other room, they heard the bell ring as someone walked in the shop. “I’ll be right back, dear,” said Rarity. “I’ll just see who that is.”

As she came around the corner, she saw a pegasus of the Royal Guard standing just inside the door.

“Oh! Can I help you?” asked Rarity

“Are you Rarity Unicorn?” asked the guard.

“I am.”

The guard reached into his bag and retrieved a scroll bearing a royal seal. “I bring a message from Princess Twilight Sparkle.”

“Oh!” said Rarity, taking the scroll from his hoof with her magic. “Thank you very much. And be sure to give the Princess my best, won’t you?”

The guard nodded, then left the shop. Rarity trotted back into the sewing room. “Fluttershy! It’s a letter from Twily! She must have responded to our letter!”

“Twily!” Fluttershy smiled. “That was fast. What does it say?”

Rarity unsealed the envelope with her magic, and read aloud:

My dear friends,

I hope this letter finds you all well.

I am very intrigued by the pony you spoke of in your letter. You may recall that I also had a hard time making friends when I came to Ponyville. Like me, it could be that this pony does not yet understand the magic of friendship, and he may even believe that he doesn’t need friends at all. But if my time in Ponyville has taught me anything, it’s that every pony, no matter how much they may try to isolate themselves, at the very least needs someone to talk to.

I’m afraid I don’t have much advice to offer you in terms of exactly how to go about this, but I have every confidence that you will succeed. I would like to make this an official assignment, and I would like you to keep me posted on your progress.

I miss you all very much, and I hope to be able to visit you soon.

Yours truly,

Twilight Sparkle.

“Well! It seems that the princess has a mission for us!” said Rarity, when she had finished reading.

“Well if Princess Twilight wants it done, then we’re gonna do it!” said Fluttershy, with uncommon determination. “Um... how exactly do we do that?” she asked, resuming her usual meekness.

“Hmm,” Rarity pondered. “I think the best thing to do for the time being would be to get to know him better. He does seem a bit shy, do you think he’d be more comfortable in one-on-one settings?”

“Yes.” Fluttershy nodded slowly and definitively, drawing on her extensive knowledge on shyness.

“Well then, perhaps we should start there. Let’s all see if we can spend some time with him individually, and see if we can get him to open up that way.” Rarity looked around and made a quick survey of all the sewing she still needed to do. “You know darling, I think I’m just about all caught up here. Why don’t you go show the other’s Twilight’s letter, and relay to them our plan.”

“Alright.” Fluttershy packed the letter into her bag and trotted out the door, with her bird friends close behind.

Chapter 16

The next day, Applejack sent Thunderspite to the market alone to buy a few odds and ends they needed around the farm. As it happened, Rarity, Pinkie Pie, Fluttershy, and Rainbow Dash were also in the market, sampling the wares of the merchant caravan that had come to town.

As she turned from the fabric cart, Pinkie Pie spotted Thunderspite coming out of the blacksmith’s shop on the other side of the market.

“Look everyone, it’s Thunderspite!” she said, pointing and bouncing

“Well, we should go say hello!” said Rarity. As they all started trotting towards him, however, they saw Thunderspite freeze in mid-step, staring intently at something across the market.

“What’s he doing? Asked Rainbow Dash, cocking her head to one side.

“There!” said Fluttershy, pointing across the market. Following his gaze, they saw two pegasus Royal Guards, each bearing messenger bags, who had apparently just come from the mayor’s office. Both guards were staring back at Thunderspite with equal intensity, talking quietly amongst themselves.

After a moment, they saw Thunderspite turn and start walking the other direction. The two guards exchanged a look and walked around the corner of the mayor’s building.

“What was that all that was about?” asked Pinkie Pie, who had stopped bouncing.

“Dunno. Let’s find out,” said Rainbow Dash, and started galloping across the square. The others followed.

“Oh dear...do you really think we should be...oh dear,” after a moment's hesitation, Fluttershy reluctantly fell in behind the others.

The ponies rounded the other corner of the mayor’s building opposite where the guards disappeared. Sneaking around quietly, they could overhear their hushed voices.

“You’re sure it was him?” one of them was saying.

“I’m positive. That was definitely Thunderspite,” said the other.

“What do you think he’s doing in Ponyville?”

“I don’t know. But we have to tell the Princess right away. We’ll have to move fast if we want to catch him.” And with that, the two guards went back around the building and took flight.

Rarity, Pinkie Pie, Rainbow Dash, and Fluttershy were all dumbstruck.

“Oh my gosh!” said Pinkie Pie, her eyes wide.

“Oh my!” Rarity covered her mouth with a hoof. “They almost make it sound like Thunderspite is a... is a...”

“Fugitive?” Rainbow Dash finished.

“Oh dear. A...” Fluttershy gulped. “Fugitive?”

“Well, now hold on...” Rarity said. “We don’t know for sure that Thunderspite is an outlaw.”

“Oh come on Rarity!” Rainbow Dash crossed her arms “You heard the guards. Why else would the Royal Guard be looking for him?

“Well maybe... hmm.” Rarity was at a loss for an explanation. “I suppose you’re right.”

“What do we do?” Fluttershy asked.

“We have to tell Applejack right away,” said Rainbow Dash. “Come on!”