My first impression of Canterlot was that it was more beautiful than any city that I had ever seen on Earth. It's not like I got around much back then. Most of my life had been spent in the town I grew up in. It wasn't very big at all, but still big enough to be considered a city. I think the population when I went off to college was around twenty five thousand. I can't even remember its name... After moving to Seattle to attend college, I just never left. I enjoyed the big city. Last time I checked before I "left," I think there where about six hundred thousand people living in Seattle, give or take a few thousand or so. It had been a wonderful city to live in, full of people and places more diverse than anything I'd ever seen back in my home town. And yet, even with all that diversity and beauty, Canterlot made it look like a white-wash, backwater town from some forgotten place in the world. Describing Canterlot would be like trying to describe... the internet. I actual tried that once, but the concept was so far beyond anything Sparky could compare it to, eventually I just stopped trying. But Canterlot was, IS, so... alive. Just like the internet, any casual visitor would need an extensive guide to know where all the best places to go and visit would be. There is always something to do, and with a population of over one point five million, there is always new people to meet. There's the market, spanning nearly a third of the city, where anything can be bought, and fortunes are won and lost. Then there's Mane street, which runs straight through the markets and up to the castle gates. During the day it's full of ponies moving from shop to shop and vendors hawking their wares to anyone with the money to buy. At night it transforms into the most vibrant strip of bars and nightclubs this side of Manehattan. Surrounding the market is the Housing district, which almost blends into the market, where the diverse populous lives. Overshadowing all that are the sweeping towers and grand halls of the Noble district. Aptly named because it is where most of the nobles of Canterlot live. The nobles are not the only ones to call this place home however. The Noble district is also where most of the politics that involve the Senate take place. You could say that it is where all the important decisions that effect Equestria are made, just don't tell Luna I said that. Along with the Senate, the airship docks are here. The first time I saw an airship, other than running for my life, I was impressed and intrigued that such a thing was even possible. Most are, of course, powered with magically inflated balloons, but still, the sight of a floating ship the size and length of an passenger jet back home was... breathtaking. Also, an assortment of colleges and academies, along with all their libraries and studying halls, can call this place home. The most prominent of which are Celestia's School for Gifted Unicorns and the Lunar Institute of Scientific Knowledge and Learning. I cannot even begin to count the number of times that Sparky has dragged me over to some library or lecture hall to study, research, to just spend the day reading. Sometimes I'll even go on my own, there is something about the royal library that calms the nerves. And lastly, the icing on the cake, the royal palace. A collection of the most beautiful and awe inspiring towers, walls, and battlement ever conceived. All the walls are made of bleach white granite, reinforced with magic and encrusted with gold and silver. It sprawls above the rest of Canterlot like a silent sentry, always watching the surrounding planes for any sign of danger. And as if all that weren't enough, the entire city sits on the side of a mountain! A technological wonder held up with stone and magic, made by an engineering protégé for Celestia shortly after Luna's banishment roughly one thousand one hundred and fifty years ago.

All this, and what was the first thing I did? Eat a doughnut, of course.

-Daus Skarr

*******

I jogged a little to catch up with Luna, who was talking with another guard. This guard seemed more imposing and had slightly more decorative armor than the others I had seen Luna talking to earlier. He was obviously an officer and one of Luna's guards, based on the color of his armor. As I jogged up behind the two, Luna half turned then kept walking at a brisk pace, "Daus, this is Captain Shade. He is the head of my personal guard and the best that the night guard has to offer."

Captain Shade turned to me and nodded. I nodded back, "Are you going to be escorting me to the train station?"

Luna responded, "I'm afraid not. If the Arbiter saw Twilight and the captain of my person guard escorting some unknown unicorn to the train station, he would no doubt stop you and investigate. If he sees just Twilight and one of her friends meandering down Mane street before getting on a train to Ponyville, he will be less likely to intervene. No, I need Captain Shade's professional opinion on something before sending him to the train station to ensure that the train will be ready when you get there."

I gave her a quizzical look, "Professional opinion?"

Luna waved her hand dismissively, "You will see shortly."

We walked for a while in silence. The castle was empty of ponies, except for guards, and they paid us no mind as we walked past. They all probably thought I was a new recruit for Luna's guard. Regardless of what they thought, they remained stoic. The only other ponies that I saw were maids and butlers scurrying around cleaning, organizing, and doing other castle maintenance. While the guards where still, the servants quickly bowed and scurried away when we passed. I almost laughed when one nearly spilled a tray of food it her haste. Other than that though, our trip through the halls of the castle was largely uneventful. The castle itself was beautiful. Everywhere I looked there were decorations of gold and silver with some paintings and tapestries at regular intervals along the wall. The amount of money that had been put into this castle...

Finally Luna stopped before a wrought iron door with a sturdy looking lock. Captain Shade stepped forward and produced a set of keys. After looking through a few, he selected one and unlocked the door, walking in first.

I looked at Luna, who motioned for me to enter. I stepped through the door and looked around. I was in a fairly large room with weapon racks covering every inch of the walls and most of the floor space. I looked to the left and saw a raised wooden platform about the size of a car. I looked over at Luna, who had followed me in, "You want to give me a weapon?"

Luna nodded, "Yes, I was hoping that you could pass as a prospective member of the Guard. Not the Royal Guard," Luna said quickly, seeing the incredulous look on my face, "the regular guard. It was formed recently along with everything else in the revision of the government." A bitter look crossed Luna's face briefly before being replaced by one of grudging respect, "While I don't particularly like most of the recent changes, I will admit that this new guard organization is far more effective than the Royal Guard at combating the lesser crimes and problems all over Equestria. It also allows the Royal Guard to focus on their main job more."

I turned as I heard the clanking of metal then a deep voice say, "Please step up onto the platform."

I looked at Luna, who nodded, before turning and moving up onto the platform. Once on top, I could see Captain Shade walking towards me from deeper in the room with an assortment of weapons in hand. I could see swords, knives, axes, spears, maces... the list goes on and on.

While I was sitting there wondering how in the world he could carry all that, the captain walked the rest of the way up and dropped the weapons at the base of the platform. He stepped back for a moment and looked me over, then returned to the pile and started digging through it. I took a nervous look at the pile of weapons before saying, "I suppose this would be a good time to tell you I can't wield any kind of weapon...?"

The captain responded without looking up, "It matters little, most guard recruits can't anyway."

Luna spoke up from an isle further in, "As long as you aren't required to use it, you should be fine. Your story will be that your father, a noble, has asked Twilight, who is a good friend of his, to take you to Ponyville to sign up with the guard. Once you get to Ponyville, you can drop the act. The Arbiter has very little influence there. The important thing is to get you out of Canterlot."

I shook my head then looked back to the captain, who had pulled a spear out of the pile of weapons. He walked up to me and held out the spear, "Here, since you're a unicorn, you'll want to keep your enemies at a distance. Where you can hit them with magic."

I looked at the spear skeptically, "Actually," I concentrated for a moment then felt on top of my head. Finding no horn, I looked back to the captain, who was giving me a deadpan look.

He shook his he before returning to the pile, "Bucking changeling magic..."

Luna spoke in an absentminded tone from deeper in the room, "Now now Shady, there is no need for that language."

He responded in a perfectly guard-like voice, "Yes mam."

I smiled and shook my head before looking around more. Apparently Luna was inspecting the weapons further in, I could just barely see her flowing mane over the tops of the racks. The captain seemed torn between an axe and a sword. He waved the axe through the air experimentally before turning to look up to me, "I don't suppose you have a preference?"

I looked at the two weapons. I didn't have any experience with weapons, why was he asking me? I sighed and shrugged, "The sword I suppose."

The captain nodded and threw the axe back onto the pile before walking over to a rack full of sheaths, belts, and other strips of material that I had no idea as to what they were used for. While the captain was selecting a sheath, Luna walked out from an isle a ways towards the back of the room. Seeing that we were almost done (or I assume that we are) she began walking back towards us. She stopped when she drew level with Captain Shade and said to him, "He has chosen the sword?"

The captain nodded intent on his work. Luna looked to me and nodded, "A fine choice."

I shrugged, "I don't plan on using it."

Luna gave me a dark look, "I hope that you don't have to."

We stood there for a minute more in silence. What had she meant by "I hope you don't have to?" She doesn't really expect me to be able to use a sword on some one, does she?

I was about to ask further when the captain turned around and said, "Done," he walked up and held out the sword to me, "This is a long sword. Made of top of the line thunder-forge steel in Cloudsdale, it is formidable enough that no one would think twice about a noble carrying it around, but also not as flashy as to draw unwanted attention." Captain Shade gave me a curious look, "Do you know how to strap it on?"

I snorted, "Are you kidding me? My people haven't used swords as weapons for centuries."

This prompted a confused look out of both Luna and Captain Shade. Luna was the first to ask, "What do your people use for weapons?"

I backtracked hastily. It probably would not be a good idea to explain that to them, "Never mind, just show me how to put on the sword."

After several minutes of the captain explaining how to put on a sword belt and sash, with Luna looking on in amusement, I had finally gotten the thing strapped across my back. The sash the the sheath was attached to went from in front on my left hip, over my right shoulder, then back down to the back of my left hip. There was also a smaller strap that attached to the long strap going over my right shoulder. However, the shorter strap attached to the long strap in the middle of my chest and ran over my left shoulder to attach to the same strap in the center of my back, to balance the weight and provide comfort I suppose. It was fairly comfortable. Other than the fact that it strapped a weapon to my back. I looked down to examine my handy work. While I was running my hand over the front strap, I remembered seeing the guards from earlier wearing the same kind of material that the straps were made from. I looked up at Captain Shade, "What is this material? I don't suppose it's leather?"

Captain Shade and Luna both gave me sour looks before the captain responded, "No, it is not leather. Nor will you ever see leather in any of the royal armories. The only place you would ever see leather is the Griffin Empire or the Inner Marches. Luna preserve your soul should you ever see it in use in Equestria."

Luna looked nauseated at the thought. She took a moment to collect herself before asking, "Why do you ask? You sound as if you were expecting leather."

I looked away nervously before replying, "No reason. Leather is just commonly used on my world in place of..." I pick at my straps, "whatever this is."

Captain Shade gave me a wary look, "Your people use leather in place of slag?" The captain looked down and shook his head before starting to remove his armor, "Luna told me that your kind was different than ours, but I never imagined a species could be so cruel. Even the griffins only use it when it is cheaper than slag..."

I begin to back away from the captain as he continues to remove his armor, revealing a set of dark blue fatigues beneath. I looked to Luna who was pointedly looking away from the captain. I moved closer to the door as Captain Shade continued to remove his armor, "Um, Luna?" Luna looked over at me from across the platform, "Should I be worried? He isn't getting ready to pummel me is he?"

Luna and Captain Shade smirked as Luna began walking towards me and the door, "No, he is simply changing into civilian cloths so that he can fly to the train station without arising to much suspicion." Luna walked past me and up to the door way, where she wave behind her, "Good luck Shady, don't give the Arbiter too much cause to kill you."

I turned to walk out after Luna, but not before I heard the captain say, "Good luck with the Senate! Give the Chairman my regards!"

Luna snorted and kept walking, looking back to see if I was following. After making sure I was still behind her, she set off at a fast pace.

She may have been almost a head shorter than me, but I was still hard pressed to keep up with her. It didn't help that she knew where she was going and I didn't. After almost running over my third maid I caught up with her and asked, "Where to now?"

Luna shrugged and kept walking, "Assuming Twilight has finished with her preparations we are going the the main entrance hall to meet her. There we will part ways. I will go to the Senate to... delay... them." Luna got a mischievous smile on her face for a brief moment before it was gone, replaced by a neutral look. "You and Twilight will go to the train station together, and, if everything turns out in our favor, board the train for Ponyville. Once you are gone, it will be my sister and I's job to deal with the political backlash that this will cause."

I give her a worried look, "Nothing serious will happen, right? It's not like they'll impeach you or something for this?"

Luna snorted again before giving me a sideways look of amusement, "The Senate is bold, it's true. However, to try to impeach an Alicorn from the council this early after it's creation would look like a power grab on their part. The Senate might even be abolished." Luna stopped with a surprised look on her face. I was a good thing I was paying attention, or I probably would have knocked us both over. Luna seemed not to notice our near collision. After a moment of thought, see started walking again. I silently cursed and ran to catch up. Luna finally looked back to me and smiled, "That is actually not a bad idea. If I could get the Senate to try to impeach me or any other Alicorn, it could be grounds to abolish the Senate. It would have to be under the right circumstances of course..." Luna frowned and turned back around to face front again, mumbling the whole time.

I just shook my head and followed. She was certainly creative, I'll give her that.

The rest of the walk was spent mostly walking down stairs in silence, except for Luna's mumbling, and even that stopped after a while. Just when I was beginning to think the stairs would never end, we turned right through a pair of large opulent double doors into a massive hall nearly half the size of a football stadium.

Assuming this was the main entrance hall, I stopped and leaned against the wall to catch my breath. I really needed to get out more! After a moment of rest, I looked around. The hall was massive, if I had to guess I'd say it was about five hundred feet long and two hundred feet high with an enormous glowing glass chandelier hanging from the ceiling. The massive stone staircase that I was standing at the top of took up the middle end of the hall that I was on. I walked to the edge of the landing and looked over. There was at least fifty feet of space between the edge of the stair case and the wall, with doors at regular intervals. I watched as servants streamed in and out, carrying an assortment of items from food to cleaning supplies.

I backed away from the rail and looked back towards the doors I had just come through. Not finding Luna there I looked down the stairs and saw her already halfway down. I started down the stairs after her as fast as I could. After a minute of scrambling down the stairs, I finally reached the bottom. I paused for a moment to catch my breath and rest my legs.

After a minute, I looked up and saw Twilight and Luna standing across the hall next to what looked like the entrance to the castle. The colossal double doors were propped open. They must be fixed to the outer walls somehow. I also noticed a metal portcullis poking out of the top of the entrance way. It had apparently been raised to let us out. I eyed the distance between me and the princesses. I sighed and began the long trek across the hall, dodging servants as their hurried by. After walking what seemed like miles, I finally reached the two princesses. I stopped in front of them and bent over, placing my hands on my knees panting.

After a moment of silence I heard Twilight stifle a giggle. I looked up to see that she was watching me with an amused look on her face. I looked over to Luna to see her giving me the same treatment. "What?" I stood up, "That's the longest I've had to walk in a long time."

Twilight shook her head and half laughed half said, "I can't believe you ran out of breath walking across the hall!" She continued to laugh for a moment more before stopping and smiling at me, "I think you could use a couple of weeks at Sweet Apple Acres. Applejack would get you into shape in no time."

I shook my head and looked at Luna, who was still trying not to laugh, "Don't you have somewhere to be?"

That wiped the mirth from her face. She gave me a dark look before saying, "I suppose you are right." Her face changing to one of resignation as she turned to walk out the massive archway, "Good luck getting to the train station. If we are lucky, I will be able to distract the Senate long enough to allow you to get to your destination." She flicked her tail in irritation and grumbled, "It's not like we don't have plenty to discuss."

"Wait," I fiddled with my new straps nervously, "what about the Arbiter?"

Luna turned to me and frowned, "Unfortunately, it would be to much to hope that he is in his office at the Senate. He is most likely somewhere in Canterlot, waiting for you to surface and, 'rain death upon the city.'" Luna rolled her eyes, "If he does approach you, just stick to the story and you will be fine, as long as he does not dig too deep. Although, it would probably be preferable to avoid him all together. He is an extremely troublesome stallion." Luna turned to a guard and told him to ready a carriage. After the guard had run off she turned back to us, "Be safe," her face softened, "You seem like a decent enough stallion, Daus. I would like the chance to know you more, and I would hate to see you end up in prison because of the ignorance of a few ponies."

I nodded and said, "Don't worry, I don't plan on getting locked up."

Luna smiled at that before turning to Twilight, "Twilight," Twilight stiffened when Luna spoke her name. Luna gave her a gentle simile before saying, "You needn't be so anxious, Twilight. You are a princess, and you were chosen to be one because my sister and I believe in you. Just as we believe you can do this. All you need do is walk Daus to the train station, and then, when you arrive in Ponyville, you can show him the side of our world that isn't out for his blood." Twilight seemed to relax a little and returned Luna's smile. Luna nodded to us both and turned back out towards the entrance, "Now, where is that guard! I wish to arrive at the Senate in style...!"

I laughed at Luna's antics as she walked away, then turned to Twilight. I hadn't noticed before, probably because I was so out of breath, but she had changed into a pair of light purple pants with a white shirt and dark purple windbreaker. The cloths seemed to be made of this "slag" material, but the texture looked a lot softer than my belt. I also noticed a wrist watch on her left arm, and somehow, that looked the most out of place of all the things I'd see so far.

Twilight caught me looking at her and blushed, "What?"

I shrugged and looked away, "It's weird seeing you wear normal cloths."

Twilight smiled and rolled her eyes, "Just because I'm a princess doesn't mean I have to wear a dress all the time, or that I want to." Twilight laughed, presumably remembering something funny, then looked me over, "Luna told me about her plan while you were catching your breath at the bottom of the stairs." Twilight smirked for a moment before looking me over with a critical eye, "I suppose you could pass as a noble. I just hope no one asks for your name." Twilight caught sight of the sword strapped to my back and frowned, "I didn't know Luna had given you a sword, but I guess it makes sense. It would be a little strange if a noble couldn't even supply his own weapon. Do you know how to use it?"

I shook my head, "Not in the slightest."

Twilight shrugged, "I doubt you will have to. It's more for show than anything else. I suppose once we get to Ponyville you could actually join the guard and learn how, but that's up to you. Anyway," Twilight checked her watch before turning to walk out the front gate, "we should probably get going. It's about eight and our train leaves at eight thirty."

Twilight walked out of the hall and into the courtyard. It was large but no where near as big as the entrance hall. Most of the ground was paved in stone and decorated with gold and silver trimming, much like the rest of the castle. Here though, a few rows of tree had been planted on the edges, giving the place a more natural look. There were also a few doors that led off to the side with guards coming in and out every now and then. I looked toward the gate leading out to the rest of Canterlot and saw a wide stone road leading down the mountain running straight through the rest of Canterlot. From my vantage point I couldn't see the city gates, but I could only assume that this was the Mane street Luna had mentioned. Though we were still a ways away I could hear and see the sounds and lights of the main section of the city floating toward me through the night. I looked around and saw Twilight heading for one of the side door leading off the courtyard. I jogged over to her and followed her through an inconspicuous looking wooden door that I had to duck to get through. Once through we walked through several tiny passages and rooms that seemed to wind their way through the castle wall. We pasted several guards on the way who just nodded politely and went about their business. After a couple minutes of walking we entered what felt like a circular tower. There was no ceiling, and the stairs wound around the outer edge of the wall in a spiral. When we passed beneath the center of the structure I looked up. It was hard to tell but the tower must have been at least twenty stories tall. I looked back down at Twilight who was talking to a guard next to a large metal door set in the wall opposite the side we came in. After a moment of chatting Twilight pulled out a letter and handed it to the guard, who opened it. After scanning it thoroughly the guard nodded and pulled out a set of keys. He moved to the door and unlocked it, pushing it open just enough for us to walk through. Twilight thanked the guard and stepped through. I nodded to him and followed, finding myself in a large divide with the castle wall behind me and the rest of Canterlot stretched out in front of me. I hurried to catch up with Twilight, who was already almost halfway to the other end of the divide. I caught up just as we entered an ally between two large and expensive looking buildings.

I looked over at Twilight, who seemed to be growing more nervous the farther away from the castle we got. Her demeanor was starting to rub off on me and I was get a little anxious, "Where are we now? And why didn't just leave through the main gate?"

Twilight kept walking up to an intersection between a group of building and looked around before answering, "This is the Noble district. I've spent most of my time in Canterlot here studying, and we couldn't leave through the front gate because the Arbiter will no doubt have set a watch to make sure no one... suspicious," Twilight looked at me for a moment, "leaves without him knowing." After a few minutes of twisting and turning through the narrow back allies of the Noble district we came out on what I assumed was Mane street. The street was too large to be any other. I looked to my left and could just barely see the tips of a few of the castle towers sticking up above the rooftops of the builds lining the street. As my eyes roved over the tallest tower I thought I saw a flash of reflected light, but when I looked back it was gone.

Twilight started walking to the right down Mane street, away from the castle. She looked over her shoulder and motion for me to follow when she saw I had stopped. She kept walking as she said in a whisper, "I hope he didn't station ponies all along the wall. Other wise, we'll need to hurry if we are going to make the train without him finding us."

I nodded and looked around. I didn't see that many people walking around. There were a few nicely dress ponies sitting outside a restaurant a ways down the street on my left, but other than them and a few carriages, the street was fairly devoid of life. As we continued to walk down the street though, more and more people began to appear. Eventual, after a while of walking, we reached a thick stone wall with a pair of double doors set in a larger pair of doors. The smaller pair were open, with a few guards in plane grey light armor standing on either side of the portal looking bored. They didn't question us as we passed through to the Market district. Although, I got the impression that they were there more to kept people out of the Noble district who didn't belong there than to kept people in the Noble district.

Once in the market district, I began to notice more and more ponies on the streets. Most seemed to be out enjoying the night with friends or heading to a bar to drink. I even spotted a few obviously... intoxicated individuals stumbling along. I leaned forward and whispered to Twilight, "You guys have alcohol?"

Twilight slowed to let a guard move past her on his way to subdue a particularly rambunctious stallion. She half turned with a confused look on her face, "I personally don't drink, but yes, alcohol exists in Equestria. Though, we have laws dictating its consumption, it can be rather harmful to young fillies and colts. Also, you can't consume it publicly in certain sections of the city, but other than that it is generally accessible to to public. Why?" Twilight frowned, "You seem surprised."

I shrugged in exasperation as the guard started to drag the drunk down the street away from us, "I guess I'm still expecting this world to be like th- to be, um... different?" I gave Twilight a nervous smile.

Twilight shook her head and turned away from me, returning to her normal pace, "Be as evasive as you want, I'll get it out of you eventually. If not, well, I suppose there's always magic for that..."

I stopped in my tracks and watched as Twilight strolled on ahead, seemingly not to have noticed my sudden stop. I stared at her with a fearful look on my face, "I thought you said using magic on others without consent was rude and sometimes a crime. Twilight!" I ran to catch up, "Twilight! Come on, say something!"

Twilight ignored me with a blank look on her face. Though, I thought I saw a smile tugging at the corners of her mouth. I suppose this is payback for all my jokes during our exchange session.

I was about to say something when Twilight pointed ahead and said, "Look, we're almost to the main plaza."

In my rush to catch up with Twilight, I hadn't noticed the opening in the street ahead. Twilight and I walked up to the exit to the street, fighting the crowd of ponies moving in and out of the gap between the buildings. By now, I could barely move without bumping into someone. I think I even stepped on a few tails. Of course, Twilight was moving through the crowd like a fish moves through water. I supposed growing up here would give her plenty of experience with crowds. After many "excuse me"'s, pardon me"'s, and several "buck off"'s I finally made it through the gap.

I continued to follow Twilight as she moved into the plaza, which was massive. Being a head taller than everyone else, I could see for a long ways around me. The plaza was circular, with a smaller, circular area in the middle. The entire thing was paved in whitish-grey stone with the circular area in the middle being a single, unbroken slab of dark grey granite. The only structure in the plaza was a large fountain of Celestia and Luna right in the center.

I looked around and raised an eyebrow. Moving forward, I leaned in and said to Twilight, "You know, I was expecting more... green... than this."

Twilight perked up at this and turned to point back up the mountain over my right shoulder, "In years past, Celestia thought the same thing, so she added the Terraces to Canterlot." I turned to glance back up at the castle, which loomed over us. Twilight turned back forward and continued talking, "You can't really see them from here, their lower than the Noble district but higher than the Market district. While not part of the original Canterlot that was built roughly one thousand years ago, it has been a very popular edition to the city. It is full of exotic plants and animals, along with the regulars that can be found around the city and the rest of Equestria. In fact, the edition merged so well with the rest of the city that the group hired to construct the Terraces theorized that it wouldn't be all that hard to construct additional districts all around the mountain." Twilight got a thoughtful look on her face, "To think that the original designer of Canterlot had such foresight..." Twilight trailed off in mutters.

I smiled and continued to follow Twilight across the plaza. As we walked further and further in, I slowed to get a better look at my surroundings, realizing just how large the plaza was. It had to be at least as wide as two football fields, and the center slab was probably a quarter that. As I continued to look around, I noticed pegasi flying through the air performing tricks and aerial stunts for the crowds below. Along with the pegasi there we're other street performers playing instruments, drawing sidewalk art, and even some unicorns performing magic shows. Besides the street performers, there were also sales people selling food, souvenirs, and various other trinkets. For a second I even thought I saw someone trying to sell a flaming bird, but when I looked back he had disappeared into the crowd.

I forced my way through the crowd to catch up with Twilight. By now we had reached the center of the plaza and walked up a short flight of steps that curved around the base of the center area. On top of the slab, I was able to view the entire plaza. Under friendlier circumstances, I could probably enjoy myself here.

I continued to take in the plaza as Twilight began to walk around the fountain, "So," I glanced a Twilight for a moment before looking around more, "Where exactly is the train station, because unless we get there soon, I don't think we'll make it."

Twilight glanced at her watch before looking ahead again, "Don't worry. It;s just on the other side of the plaza. If Captain Shade was able to persuade the conductor to be ready for us, I'm sure we'll be fine." Twilight waved her hand in the air distractedly, "Besides, even if we don't make it, we can always use an airship." Her words were comforting but I could tell she was nervous. The closer to the station we had gotten, the more tense and fidgety she had become. She was even starting to make me nervous.

As we came around the edge of the fountain, I was able to catch a glance of the train station for a moment before almost running over Twilight. The station took up probably an eighth of the perimeter of the plaza and had many doors leading into the building. Only a few were currently open, most of the trains had probably left for their various destinations by now and wouldn't return until morning. The few doors that were open had a moderate stream of ponies moving through them. The station itself was nothing special, besides the fact that it was the largest building directly off the square. It was red with brown trim, probably made out of some kind of granite.

I only had a second to take this in before Twilight backed up into me and forced me back out of sight of the station. I looked at Twilight, confused, "Um Twilight, the station is... why are you shaking?"

I grabbed a hold of her as she continued to tremble, a curious look on her face. I couldn't tell if it was scared or angry, maybe both.

I grabbed her with both hands and forced her to face me, "Twilight, what's wrong? What did you see?"

Twilight stumbled over her words for a bit before finally getting out, "I-It's h-him."

I grip her tighter and bend down a little so my face was level with hers, "Who? Who is him?"

Twilight took a few deep breaths before whispering, "The Arbiter."

I let go of Twilight and straightened up with a grimace, "Well, there goes the train station. Did you see Captain Shade?"

"I'm right here."

I jumped as I felt a hand tap me on the shoulder. I spun around and, sure enough, there was the captain, wearing a grey short sleeved shirt and what I assumed were "slag pants" if the advertisements on the way here were to be believed.

I moved to help Twilight up, who had trip over herself in fright, at the same time saying in an annoyed tone, "You mush be great at parties."

Captain Shade shrugged with a grin, "I wouldn't know. I've never been to one."

I snorted and finished helping Twilight up. After I was sure she was fine, I turned back to the captain, who was waiting patiently , "So, I'm assuming the train is a no go?"

Captain Shade nodded reluctantly, "By the time I arrived, the Arbiter and his men had already secured the station. They're checking everyone coming in and out."

I turned and edged around the side of the fountain to get a look at the station. Sure enough, I could see several guards per entrance to the train station. However, these guards were different than the others I had seen so far. They all had matte green plate armor with a full helmet covering their heads. I couldn't see any of their coats. What the plates didn't cover, slag did, and all had apparently shaved off their tails and mane. Despite the fact that they were covered from head to hoof in armor, they moved with apparent ease. They made wearing heavy plate armor look easy. Each one of the soldiers was armed with a long sword or mace, I even saw a few war axes.

Obviously a group I didn't wan't to mess with.

Then I saw him, the guy I'd been hearing about all night, and he didn't disappoint.

He was tall, that was my first impression. While most ponies came up to just above my shoulders (not including horns and ears) the Arbiter looked like he could give Celestia a run for her money. He was either an earth pony or a pegasus, I couldn't tell. Twilight had told me that most pegasi, along with herself, got special runes tattooed on there shoulder blades which were enchanted so that they can retract their wings into their back. It sounded useful, but Twilight said it was awkward when you're in public and you forget about the cloths factor and well... yeah. I was thinking he was an earth pony though, because he looked much more muscular than any pegasus I'd seen so far. Unlike his men, his armor was not green, nor did it look like it came from the same armor set at all. It was a combination of plate and slag that somehow seemed to work well for him. I certainly wasn't going to tell him otherwise. For a weapon he had a hand and a half sword strapped to his back that seem to glow slightly, but that may just be the light from the station shining out from behind him. He wore no helmet, so I could see his face clearly. His coat was a dull white and his mane (along with his tail) was shaved off, making it impossible to tell the color. He turned and I got a look at his face for a moment before ducking back behind the fountain. It was mostly unremarkable, except for the eyes. I never though eyes could be so... dominating.

The train was definitely a no go.

I turned back to Twilight and Captain Shade to see them whispering to each other. Twilight looked nervous, while the captain was trying to reassure her about something.

I glance back behind me for a second before looking back to the others, "Yeah... there's no way we're getting through the station."

The captain sighed before looking up to me, "I agree. The next option is to head to the airship docks and catch a ride with one of the ships headed to Ponyville. However," the captain glanced around discreetly, "I believe we are beginning to attract attention-don't look."

Both me and Twilight caught ourselves halfway in the process of looking around. I tried to play it off as scratching my back while Twilight fake coughed nervously.

I shook my head at Twilight before turning to Captain Shade, "Ideas?"

The captain shrugged, "You need to get off the streets. If you stay out in the open much longer, I don't think it will end well for you."

Twilight spoke up, "I know a place just off the plaza. We can go there for a bit then head for the docks."

The captain nodded and started to walk away, "I'll head to the docks and make sure there is a ship waiting for you when you get there. Good luck, and don't attract attention to yourself."

I nodded and motion to Twilight to lead on. We started to walk back the way we came then branch off to the left toward a cafe on the edge of the plaza. It's was brightly lit and bustling with people. Most were drinking what looked like coffee and eating doughnuts. I thought it was a little odd, seeing as it was night and all but I didn't question it.

We entered the place and I when over and sat at a booth in the back as far away from the windows as possible while Twilight went went up to the counter to order. I sat there and tapped my foot on the floor nervously. I looked around and noticed that all the ponies in here looked relatively young. This must be like the Starbucks of this world.

I sat there nervously for a few more minutes before Twilight walked over with a tray. On it were two doughnuts and two drinks. Twilight set the tray down and slid into the booth facing me. I grabbed one of the doughnuts and took a bite. After a few seconds of chewing I shrugged and took another bite. I don't know what I was expecting, but the doughnut tasted... normal. Funny that I thought that was strange.

I took one of the coffees and sipped it. Half way through I noticed Twilight looking around nervously while trying not to look like she was... looking around nervously. I finished drinking and put my coffee down, "If you're going to act like that, you might as well hold up a sigh that reads 'please notice me'."

Twilight tensed up and looked down at the remaining doughnut and coffee. After a moment she took a deep breath and relaxed a little. I nodded towards the food and nudged the tray towards her, "So... you come here often?"

Twilight smiled faintly and took the remaining doughnut and began eating. After a moment she responded, "Not recently no. I used to come here several times a week to relax and study, back before I moved to Ponyville." Twilight sighed and took a drink of her coffee, "I miss this place."

I smiled and took another sip from my coffee. If my suspicions where correct this was the same cafe that Twilight and her friends had visited after they trashed the Gala... three years ago? What was the date? I looked around for a calender or some kind of sign that had the date on it. Finding none I turned back to the table to see Twilight giving me a questioning look.

"Sorry," I waved my hand around dismissively, "I was looking for the date."

Twilight took a bite of her doughnut, "You could have just asked me." She finished chewing and continued, "It's the 17th of June, 1757."

I frowned. June? The odds that the calender here is exactly the same as the one back home are astronomically small. If it was though, it meant that I had gone back roughly five months. It had been November when I had "left." As for the year thing...

I looked up at Twilight to see her watching me intently. I raised an eyebrow at her, "What?"

Twilight shrugged, "I just-" Twilight glanced behind me and her eyes got wide. I started to turn but she reached across the table and grabbed my shoulder, "Don't turn around."

I set my drink down and glanced sideways across the room to look at the reflection in the window. There were two soldiers in the cafe moving from table to table questioning the customers. They were moving slow but would notice us sooner or later. It's not like Twilight was exactly very inconspicuous, and I had a sword strapped to my back.

I started to panic. The soldiers were blocking the only exit. I looked across the table at Twilight, who was still holding on to me, "This place doesn't have a back exit does it?"

Twilight's grip tightened, "I don't know. I think it does, but if we get up they'll notice us."

I shook my head, "It's better than waiting for them to walk up to us." Twilight nodded hesitantly, and removed her hand from my shoulder. I leaned back and discretely looked around the edge of the booth towards the bar. There was a stallion behind it cleaning some dishes looking bored.

I leaned back into the booth and asked Twilight, "You know the guy working here?" She nodded nervously. I shifted my weight so that I could get out of the booth quickly, "Alright, we're going to get up, slowly, and walk up to the bar and you're going to ask him if we can go out the back. Then we lose them in the back alleys and go to the airship docks. Okay?"

Twilight nodded again but didn't move. She just stared straight ahead, stiff as a board. I slowly waved my hand in her face, "Hey, Twilight? You still with me?"

Twilight started a little then looked at me and nodded again. I glanced at the window to see that the soldiers were getting closer but hadn't seen us yet. "Okay, on three. One... two... three..."

We both stood, Twilight a little quicker than I would have liked, but the soldiers didn't seem to notice us. We started to walk back towards the bar with Twilight leading. When we reached it I let Twilight talk to the stallion while I watched the soldier's reflections in the window. After a moment of talking, the worker opened up the bar and let us through. I followed Twilight through a door into the kitchens. Just before the door closed behind me I glanced over my shoulder to see the two soldier moving rapidly towards the bar. The one in front caught me looking back and pointed me out to the other. They both broke out into a run as the door swung shut behind me.

I stared to jog as I heard a commotion coming from the front room. I caught up to Twilight and motioned for her to pick up the pace. We half jogged half ran through the kitchens, almost knocking over several machines and stacks of dishes in our hast.

I reached the back door first and opened it for Twilight. I looked back as she ducked under my arm, but the door to the front room was hidden behind a large oven. I watched for a moment longer before I heard the other door open. I moved out of the doorway and closed the door slowly, hoping that the soldiers would think we were hiding somewhere in the kitchen, before running after Twilight.

Twilight had moved to the end of the alley and was looking around the corner to see if their were any soldier behind the shop. I ran up panting, out of breath, and bent over with my hands on my knees, "What-what's the plan now?"

Twilight turned and I could see the anxiety written across her face, "These back alleys lead right up to the wall separating the Market district from the Noble district, which is where the airship docks are." She glance behind me at the cafe before turning around and jogging down the alley, "I hope Joe doesn't get in trouble because of us..."

I looked down at the ground and panted for a few more seconds before straightening up and following Twilight. We jogged through the alleys for a while. The maze of corridors had me lost within minutes, but Twilight seemed to know where she was going. Granted she did seem a little distracted. I assume she was still worried about "Joe," and if I remember correctly, that was the name of the pony that ran the cafe that the, uh, "mane six," went to after they rekt the Gala. Knowing that I just ate there was... weird.

"OOF!!"

While I had been thinking I hadn't noticed Twilight stop in front of me at the end of the alley. Thankfully, nether of us fell, but I did get a dig in the ribs from Twilight. I backed up and massaged my abdomen. "Ow! Why'd you stop?!" I said in a low voice.

"Shhhhh!" Twilight pointed down the street to the left, "Look!"

I looked in the direction she pointed. We were on the edge of the street we had taken to get to the plaza. Down the street about fifty feet to our left was the guard station we had passed through to get into the market district. The regular guards were still there, but now there were two soldiers questioning the guards. One of the soldiers pointed down the street toward the plaza and the guard he was talking to nodded. Then the two soldiers started to walk down the street toward us.

I looked around frantically and noticed the trash bags next to us. I got Twilight's attention and silently pointed to the bags. She got a disgusted look on her face and forcefully shook her head no.

I peaked around the corner and saw that the soldiers were almost about to pass the alley. I started to move toward the trash and motioned emphatically from her to the bags.

Twilight took a few hesitant step toward the bags looking revolted.

I heard the clopping of hooves on the stone just around the corner, Twilight was still eyeing the trash bags with disdain, and the soldiers were about to pass by any second...

...she's going to kill me.

I rushed forward and grabbed Twilight around the waist with my right arm and reached up to grab her horn with the other, stopping her from teleporting away in fright. Then I threw us both behind the trash bags and pressed us as close up against them as possible. The smell was horrible, but I'd take that over being captured by the Arbiter.

I could feel Twilight's eyes burning into me as I waited for the soldiers to pass. Thankfully Twilight had the presence of mind to keep quiet. I waited until I could no longer hear the soldiers hooves on the stone then let go of Twilight. The moment I let go she scrambled up and away from me and the trash. She stood there for a moment staring down at me, a blank expression on er face.

After a minute I started to get up mumbling, "You're welcome..."

Twilight just blushed and looked away, sniffing herself, "Ugh, I smell horrible..."

I gave out a short laugh before Twilight silenced me with a look. I swallowed and grinned nervously at her, "Just use your magic to... you know..." I wave my hand in her direction.

Twilight just continued to stare at me, it was starting to make me nervous. I looked down at my self and wiped off some trash that had gotten on my jacket. When I looked back up Twilight was still staring at me.

I threw my hands in the air, "What!?"

Twilight blushed and looked away again then walked past me out into the street towards the guard station. I shook my head and followed.

We walked up to the guard station. Apparently one of the guards had seen us come out of the alley and alerted the other, because they all stood at attention, blocking our path.

As we got closer to the doors, one of the guards stepped forward and said in a commanding voice, "Halt! I am sorry princess, but I must detain you for attempting to smuggle a criminal out of the city. You will be taken back to the royal palace to await questioning and your... friend," the guard shot me a look of contempt, "will be taken back to the Maul to carry out his incarceration."

Twilight stopped short with a look of surprise on her face, whatever she thought the guards would say, it wasn't this. I looked at Twilight. Could the guards just order princesses around like that? I mean, I knew the Equestrian government had change but had the princesses authority really fallen that far?

I took a good look at the guards, they didn't look too formidable. Of course, this was compared to the Arbiter's soldiers. They were all probably stronger than me, and had training with weapons. Each had a baton and short sword on their belts, and they were all lightly armored. I counted three on this side and another two on the other. The odds did not look to be in my favor.

I looked back to Twilight, who looked flustered. I hope she can act.

I stepped forward a little and pointed at myself, "Are you calling me a criminal!? I am a noble and will not be spoken to this way!"

Twilight quickly glanced at me before joining in, "Y-yes! Why are you accusing my friend here of being a, uh, c-criminal?

I groaned internally. Apparently, unless all of Equestria is in danger or she's facing off against an all powerful enemy that could swat her down without even blinking, Twilight does not handle pressure well. I almost gave her a look of exasperation, but reined it in before the guards saw. As for the guards, despite Twilight's... questionable performance, they did look a little uneasy. One stepped forward and started whispering in the leaders ear.

After a few moments of them whispering back and forth the leader nodded and the other guard stepped back. The leader took a moment to compose himself before turning to me, "I am sorry lord, the description must have been mistaken." He then turned to Twilight and continued, "I must apologize princess, the soldiers who were just here were quite earnest in their search. I am glad their accusations that a princess is helping a criminal out of the city is not true. However," the guard folded his arms and an intrigued look crossed his face, "may I be so bold as to ask what a princess is doing with a member of the nobility, armed at that, at this time of night?"

Too easy.

I reach over and grab Twilight around the waist. She squirmed a little as I pulled her in to my side, but didn't resist too much. After briefly looking down into her... loving... eyes I looked back up at the guards and said, "Well... if you must know. We were on a date."

I felt Twilight tense against me but didn't push away. The guards all got looks of embarrassment on their faces and they all shuffled their feet and suddenly became extremely fascinated by something at their hooves. The leader coughed a few times then said, "Ah, I see. Well, I'm sure you two have places to be, and I wouldn't want to hold you up so... yes."

The leader moved aside and motioned for the rest of his men to follow. I held on to Twilight as we walked through the doors. We had just passed through and had draw level with the two guards on the other side when we heard a short come from behind us. We both turned, along with all the guards, to see two soldiers running up the street toward us.

One of them raised his hand and pointed at us, "HEY!" He yelled "WHY THE BUCK AREN'T YOU STOPPING THEM! THAT'S THE PRINCESS AND THE CRIMINAL!"

I looked at the the leader and shrugged, then me and Twilight took off up the street away from the guards.

I let Twilight get a little ahead and panted, "...Twilight... docks...!"

We ran up the street a ways with the guards and soldiers chasing us. I was no where near in shape and Twilight definitely wasn't a runner. Any of the guys chasing us could have probably outrun us easy. However, the solders and guards were weighted down with weapons and armors, which balanced things out a little. The soldiers were wearing heavy armor so the guards were really the only ones we needed to worry about.

We ran through the streets for a couple minutes, frantically dodging ponies and the occasionally carriage, while our pursuers shouted and yelled for everyone to get out of the way. A few time some poor pony wasn't fast enough and got knocked over by either us or our pursuers.

After running for what felt like forever, I caught sight of a ships mast over the top of a building. We had long since moved beyond the residential part of the Noble district, and the streets were lined with warehouses for as far as I could see.

We rounded the corner with the guards not far behind. At this point I was running on pure adrenalin, and if I stopped I doubt I would have the strength to get up again. Twilight didn't look much better.

The gate to the dockyard was wide open and unguarded, undoubtedly Captain Shades doing. We ran through the gate and turned right towards a large cargo ship. At least, I assumed it was a cargo ship. It was wooden and had fins of what looked like bat wings coming out the side. Other than the wings, It looked exactly like a normal wooden ship used before humans figured out metal could float.

Just one problem with it. It was pulling away.

I got a cold feeling in my chest as I noticed the ship receding from me. It was still close to the docks and wasn't moving very fast, but it was moving, away.

I glanced behind me and saw that more soldiers had arrived behind the ones that had chased us from the market district. To make matters even worse, he was here.

The Arbiter stood on one of the crates of supplies that littered the dockyard and watched as me and Twilight slowly lost ground to his men. The ship was already to far to jump to, and it just keep moving farther away. To its credit it had started to move in a downward direction, but with the distance it had already traveled... it wouldn't matter.

I looked over at Twilight and almost tripped over my surprise. We're running for our lives and she's trying to take off her jacket?! I watched her for a few more seconds before looking back towards the edge of the dock. We had maybe fifty feet remaining, and we were closing the gap fast. I slowed down, not wanting to fall to my dead. Twilight pulled further ahead and finally managed to get her jacket off, revealing a large hole in the back... of... her...

"...fuck... no... Twilight...!" I wheezed as we drew closer to the edge.

Twilight didn't respond. She just motion frantically with her hand to follow.

This is either going to be really awesome, or hurt really bad.

Just as Twilight reached the edge of the dock she crouched slightly, and, with a familiar flash of purple, grew wings out of her back. In the same motion she flapped her wings furiously, propelling herself off the edge.

I took one last step, placing my foot on the edge of the dock, yelled as loud as I could, and jumped.

For one heart stopping second, I plunged face first toward the ground. I had thrown myself headfirst off the dock with my hand outstretched. Try in vain to grab for the ship I knew I couldn't reach...

...then I felt someone furry grab my hand.

Author's Note

yay more pony

Sorry I couldn't update sooner. My summer job has thrown my scheduled off and I'm lazy.

So... yeah.

Next chapter we'll get to meet more of the mane six, and get our first glimpse into Ponyville.

Give me a follow for important updates about the story, like the story if you're enjoying it so far, and leave a comment if you have thoughts!